Bridge Energy ASA : completed conditional...

20 Jan 2012

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BRIDGE ENERGY ASA: COMPLETED CONDITIONAL PLACEMENT OF NEW SHARES

Reference is made to the stock exchange notice by Bridge Energy ASA ("Bridge" or the "Company") on 19 January 2012 regarding a contemplated private placement through an accelerated bookbuilding process directed towards existing shareholders and other Norwegian and international institutional investors under applicable exemptions from prospectus and any other filing or registration requirements (the "Private Placement").

Today, on 20 January 2012, following completion of the over-night book building process in the Private Placement, the board of directors of the Company has resolved, and made, a conditional placement of 10,800,000 new shares at an offer price of NOK 10 per new share, raising gross proceeds of NOK 108 million (corresponding to the approx. USD 18 million upper limit previously indicated by the Company). The conditional allocation of new shares has been made to existing shareholders and other Norwegian and international institutional investors.

The completion of the Private Placement, and hence delivery and trading of the new shares, is conditional upon approval of the share capital increases required to implement the Private Placement and the Repair Offering (as defined below) by the extraordinary general meeting (the "EGM") of the Company.

In order to facilitate prompt delivery of allocated shares versus payment on the payment date, which is expected to be on or around 13 February 2012, investors in the Private Placement will, subject to satisfaction of the above-mentioned condition, in lieu of the new shares to be issued, receive already listed secondary shares made available to the Manager by Lime Rock Partners III, L.P. (the "Lender") pursuant to a share lending agreement. Consequently, all allocated shares in the Private Placement other than the shares allocated to the Lender and AIMCo (together the "Main Shareholders") which will be new shares, will be tradable on Oslo Axess at the time of delivery to the investors. The borrowed shares to be re-delivered to the Lenders and the shares which have been allocated to the Main Shareholders will be delivered in the form of new shares issued pursuant to the above-mentioned EGM resolution pertaining to the Private Placement. Delivery of such new shares, which is expected to take place on or about 22 February 2012, is subject to the registration of the share capital increase relating to the Private Placement in the Norwegian Register of Business Enterprises and approval by the Financial Supervisory Authority of Norway (the "NFSA") and publication of the required listing prospectus to be prepared in accordance with the EU Prospectus Directive. Following completion of the Private Placement and prior to completion of the Repair Offering, the Company's share capital will be NOK 63,286,146, divided into 63,286,146 shares, each with a nominal value of NOK 1.

The board of directors of the Company will shortly distribute a notice of the EGM proposing, in addition to the resolution for the share capital increase required to implement the Private Placement, a resolution for a share capital increase to conduct a subsequent repair offering (the "Repair Offering", and together with the Private Placement, the "Offerings") of up to 4.2 million new shares raising gross proceeds of up to NOK 42 million. Subject to applicable restrictions in the relevant jurisdictions of the eligible shareholders, Bridge shareholders as of 19 January 2012, as recorded in the VPS on 24 January 2012, who did not participate in the Private Placement will be given non-tradable preferential rights to subscribe for, and be allocated, the new shares offered in the Repair Offering (such shareholders referred to as the "Eligible Shareholders"). Over-subscription and subscription without subscription rights for shareholders of the Company as of 19 January 2012, as recorded in the VPS on 24 January 2012, will be permitted. Hence, the shares in Bridge will trade exclusive of the right to subscribe for the new shares, as well as the preferential rights for the Eligible Shareholders to subscribe for, and be allocated, the new shares, in the Repair Offering from and including 20 January 2012. The offer price in the Repair Offering will be the same as in the Private Placement, i.e. NOK 10 per new share, and the subscription period will be two weeks. The Repair Offering will be made on the basis of an offering prospectus to be approved by the NFSA and will, conditional upon the required resolution by the EGM, be launched as soon as the prospectus has been approved and published, which is expected to take place on or about 22 February 2012.

The net proceeds from the Offerings will be used to strengthen the Company's balance sheet and working capital and finance the development of the Victoria Phase II-field.

For further information please contact:

Tom Reynolds, Deputy CEO                    [phone] 
[e-mail]

Eystein Westgaard, CFO                          [phone]
[e-mail]

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Important notice:

This announcement is not an offer for sale of securities in the United States or any other country in which such offer would be unlawful or would require registration or other measures. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), and may not be sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. Bridge does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into the United States, Canada, Australia, Hong Kong, Japan or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures.

In any EEA Member State that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any member State, the "Prospectus Directive"), this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive.

This announcement is only directed at (a) persons who are outside the United Kingdom; or (b) investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (c) persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Order; or (d) persons to whom any invitation or inducement to engage in investment activity can be communicated in circumstances where Section 21(1) of the Financial Services and Markets Act 2000 does not apply.

Certain statements included within this announcement contain forward-looking information, including, without limitation, those relating to (a) forecasts, projections and estimates, (b) statements of management's plans, objectives and strategies for Bridge, such as planned expansions, investments or other projects, (c) costs, capacities or rates, start-up costs, cost reductions and profit objectives, (d) various expectations about future developments in Bridge's markets, particularly prices, supply and demand and competition, (e) results of operations, (f) margins, (g) growth rates, (h) risk management, as well as (i) statements preceded by "expected", "scheduled", "targeted", "planned", "proposed", "intended" or similar statements. Although we believe that the expectations reflected in such forward-looking statements are reasonable, these forward-looking statements are based on a number of assumptions and forecasts that, by their nature, involve risk and uncertainty. Various factors could cause our actual results to differ materially from those projected in a forward-looking statement or affect the extent to which a particular projection is realized.

No assurance can be given that such expectations will prove to have been correct. Bridge disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.