DE WINTON, ALBERTA — (Marketwire) — 12/17/12 — 1597072 Alberta Ltd. of De Winton, Alberta, has filed an early warning report dated December 17, 2012 advising of its direct and indirect holdings in Blackbird Energy Inc. (the “Corporation”).
On December 14, 2012, 1597072 Alberta Ltd. acquired, pursuant to a securities exchange (the “Securities Exchange”) among Blackbird Energy Inc. (the “Corporation”), Ruger Energy Inc. (“Ruger”) and its shareholders, ownership of 24,760,000 units (each, a “Unit”) of the Corporation at a deemed price of $0.101 per Unit. Each Unit is comprised of one common share (a “Common Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”) and each Warrant entitles 1597072 Alberta Ltd. to acquire one additional Common Share at a price of $0.24 per Common Share until April 5, 2014. The 24,760,000 Common Shares represent approximately 19.96% of the issued and outstanding Common Shares of the Corporation and the 12,380,000 Warrants represent approximately 29.24% of the issued and outstanding Warrants of the Corporation.
The Corporation, Ruger and its shareholders completed the Securities Exchange, whereby the Corporation acquired all of the issued and outstanding shares of Ruger in exchange for 47,143,250 Units of the Corporation at a deemed price of $0.101 per Unit. Pursuant to the Securities Exchange, 1597072 Alberta Ltd. acquired 24,760,000 Units of the Corporation in exchange for 2,000,000 shares of Ruger.
The acquisition of the Units by 1597072 Alberta Ltd. as a result of the Securities Exchange did not take place through the facilities of any market for the securities of the Corporation. The Units issued to 1597072 Alberta Ltd. pursuant to the Securities Exchange were exempted from the prospectus requirement pursuant to section 2.16 of National Instrument 45-106 – Prospectus and Registration Exemptions. 1597072 Alberta Ltd. owns the Units of the Corporation for investment purposes. In pursuing such purposes, 1597072 Alberta Ltd. takes a long-term view of the investment and reserves the right to formulate other plans or make other proposals, and take such actions with respect to his investment in the Corporation. 1597072 Alberta Ltd. may at any time reconsider and change its plans or proposals relating to the foregoing.
This news release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires a report to be filed with regulatory authorities in each of the jurisdictions in which the Corporation is a reporting issuer containing additional information with respect to the foregoing matters (the “Early Warning Report”). A copy of the Early Warning Report will appear with the Corporation–s documents on the SEDAR website at . A copy of the Early Warning Report may also be obtained by contacting 1597072 Alberta Ltd. at (403) 805-8400.
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this press release.
Contacts:
1597072 Alberta Ltd.
(403) 805-8400