Calgary, Alberta - January 26, 2012 - PetroBakken Energy Ltd.
("PetroBakken" or "Company") (TSX:PBN) announces that we have
increased the size of our previously announced private
placement offering of senior unsecured notes (the "Notes") by
US$150 million to US$900 million in aggregate principal
amount (the "Notes Offering"), resulting in net proceeds to
the Company of approximately US$875 million after deduction
of original issue and initial purchaser discounts and
estimated offering expenses. The Notes will bear interest at
a rate of 8.625% per annum and are due in 2020. The Company
expects settlement of the Notes Offering on January 30, 2012,
subject to the satisfaction of customary closing
conditions.
Upon completion of the Notes Offering, PetroBakken will have
significantly improved our balance sheet and liquidity
position. Proceeds from the Notes Offering will be used to
repurchase US$450 million of convertible debentures, with the
remainder used to repay a portion of our secured credit
facility. Following the completion of the Notes Offering and
the recently announced asset sale, we expect to have
approximately $675 million drawn on our credit facility,
which is anticipated to be increased to $1.5 billion upon
closing of the Notes Offering.
The Notes offered have not been, and will not be, registered
under the United States Securities Act of 1933, as amended
(the "Securities Act"), or any state securities
laws and, unless so registered, may not be offered or sold in
the United States or to U.S. persons except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and
applicable state securities laws. The senior unsecured notes
will be offered only to qualified institutional buyers under
Rule 144A under the Securities Act and outside the United
States to non-U.S. persons under Regulation S. In Canada, the
Notes will be offered and sold on a private placement basis
in certain provinces to certain accredited investors.
Certain information provided in this press release
constitutes forward-looking statements. Specifically, this
press release contains forward-looking statements relating to
the completion of the transactions set out herein and our
anticipated liquidity position and debt levels. The
forward-looking statements are based on certain key
expectations and assumptions, including expectations and
assumptions concerning the market conditions and the ability
to complete anticipated Notes Offering, asset sale,
convertible bond repurchase and credit facility increase.
Although we believe that the expectations and assumptions on
which the forward-looking statements are based are
reasonable, undue reliance should not be placed on the
forward- looking statements because we can give no assurance
that they will prove to be correct. Since forward-looking
statements address future events and conditions, by their
very nature they involve inherent risks and uncertainties.
Actual results could differ materially from those currently
anticipated due to a number of factors and risks. These
include, but are not limited to, risks associated with
general economic and market conditions impacting the
successful completion of the transactions set out herein and
our ability to satisfy the conditions to such transactions.
Except as may be required by applicable securities laws,
PetroBakken assumes
2
no obligation to publicly update or revise any forward-looking statements made herein or otherwise, whether as a result of new information, future events or otherwise.
FOR FURTHER INFORMATION PLEASE CONTACT:John D. Wright, President and Chief Executive Officer
Peter D. Scott, Senior Vice President and Chief Financial Officer
R. Gregg Smith, Senior Vice President and Chief Operating Officer
William A. Kanters, Vice President Capital Markets
Phone: (403) 268.7800
Eighth Avenue Place, 2800, 525 - 8th Avenue S.W.
Calgary, Alberta T2P 1G1
Phone: 403.268.7800 - Fax: 403.218.6075
E-mail: ir@petrobakken.com - Website:www.petrobakken.com
TSX:PBN
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