Fairmount Energy Inc.
TSX VENTURE : FMT

Fairmount Energy Inc.

October 20, 2009 09:00 ET

Delphi Owns 79.0% of Fairmount Energy Inc. and Closes Take-Over Bid

CALGARY, ALBERTA--(Marketwire - Oct. 20, 2009) - Fairmount Energy Inc. (TSX VENTURE:FMT) ("Fairmount" or the "Company") announced today that it has been informed that Delphi Energy Corp. ("Delphi") (TSX:DEE) has acquired an additional 544,730 common shares of Fairmount under Delphi's previously announced offer to acquire all of the issued and outstanding common shares of Fairmount (the "Offer"). Delphi will now own 12,915,916 Fairmount common shares representing approximately 79.0 percent of Fairmount's issued and outstanding common shares.

Fairmount also intends to cause the Fairmount common shares to be de-listed from the TSX Venture Exchange as soon as practicable and to apply to the securities regulatory authorities for Fairmount to cease to be a reporting issuer.

Holders of Fairmount common shares are cautioned that the de-listing of the Fairmount common shares and/or the subsequent acquisition transaction may result in Canadian income tax consequences that are materially different from those that arise on the disposition of shares under the Offer. (See "Certain Canadian Federal Income Tax Considerations" under the take-over bid circular.) Holders should consult their own tax advisors with respect to the potential income tax consequences to them of not disposing of their Fairmount common shares pursuant to the Offer.

Delphi made its Offer on August 28, 2009 when it mailed a take-over bid circular to Fairmount shareholders. The deposit period under the Offer expired at 5:00 p.m. (Calgary time) on October 19, 2009. Delphi has also announced its intentions to complete a subsequent acquisition transaction prior to the end of November 2009. In this regard, Fairmount intends to mail an information circular to its shareholders in the coming weeks.

Fairmount is a junior oil and natural gas exploration, development and production company with oil and gas properties located in Alberta, Canada.

Forward-Looking Statements. This release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", may", "will", "should", believe", "intends", "forecast", "plans", "guidance" and similar expressions are intended to identify forward-looking statements or information.

Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Fairmount as of the date of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. The forward-looking statements and information contained in this press release, which may prove to be incorrect, include, but are not limited to, the various assumptions set forth herein and in Delphi's take-over bid circular prepared and filed in accordance with applicable securities laws as well as the ability of Delphi to effect a subsequent acquisition transaction and Fairmount to de-list the Fairmount common shares from the TSX-V.

Although the Company believes that the expectations reflected in such forward-looking statements and information are reasonable, it can give no assurance that such expectations will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the risks associated with the oil and gas industry in general such as operational risks in development, exploration and production, delays or changes in plans with respect to exploration or development projects or capital expenditures, the uncertainty of estimates and projections relating to production rates, costs and expenses, commodity price and exchange rate fluctuations, marketing and transportation, environmental risks, competition, the ability to access sufficient capital from internal and external sources and changes in tax, royalty and environmental legislation. These risks, factors, estimates and assumptions are not exhaustive. The forward-looking statements and information contained in this press release are made as of the date hereof for the purpose of providing the readers with the Company's expectations in respect of the acquisition of Fairmount by Delphi. The forward-looking statements and information may not be appropriate for other purposes. Fairmount undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Fairmount Energy Inc.
    David Reid
    (403) 265-6171
    (403) 265-6207 (FAX)
    or
    Fairmount Energy Inc.
    Brian Kohlhammer
    (403) 265-6171
    (403) 265-6207 (FAX)
    or
    Fairmount Energy Inc.
    300, 500 - 4 Avenue S.W.
    Calgary, Alberta
    T2P 2V6