Kristina Capital Corp.

Black Marlin Energy Ltd.

November 19, 2009 08:41 ET

Kristina Capital Corp. and Black Marlin Energy Ltd.: Minimum $30 Million Financing Priced at $0.50 per Subscription Receipt

CALGARY, ALBERTA and DUBAI, UNITED ARAB EMIRATES--(Marketwire - Nov. 19, 2009) -


Kristina Capital Corp. (the "Corporation" or "Kristina") (TSX VENTURE:KCA), and Black Marlin Energy Ltd. ("Black Marlin") are pleased to announce that Black Marlin has entered into an agreement with a syndicate of agents, led by GMP Securities L.P. wherein the syndicate has agreed to act as agent for and on behalf of Black Marlin to sell, on a commercially reasonable "best efforts" private placement basis, a minimum of $30,000,000 of subscription receipts ("Subscription Receipts") and a maximum of $50,000,000 of Subscription Receipts of Black Marlin at a price of $0.50 per Subscription Receipt (the "Financing"). Each Subscription Receipt will entitle the holder thereof to receive one common share of Kristina concurrent with the completion of the proposed transaction between Kristina and Black Marlin originally announced on August 10, 2009 (the "Transaction").

Proceeds of the Financing will be used by Black Marlin to fund its proposed oil & gas exploration activities in Africa. The closing of the Financing is subject to certain conditions and the receipt of all regulatory approvals, including the approval of the TSX Venture Exchange (the "TSXV").

A detailed news release regarding the Transaction will be issued prior to mailing of the information circular for approval of the Transaction.

Cautionary Statements

The Transaction is an arm's length transaction as the directors and officers of Kristina have no ownership or other interest in Black Marlin. As part of the regulatory approval process, Kristina anticipates submitting for review to the TSXV an information circular. The Black Marlin Shares will remain halted until such time as permission to resume trading has been obtained from the TSXV and submission of required documentation to the TSXV. Prior to the commencement of trading an additional press release will be issued providing detailed information relating to the consideration for the Transaction, the NI 51-101 report on the oil and gas assets of Black Marlin, financial information of Black Marlin and the management of the Resulting Issuer.

Completion of the Transaction is subject to a number of conditions including, but not limited to, the parties entering into a definitive agreement, TSXV acceptance and, if applicable pursuant to TSXV Requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular to be prepared in connection with the Transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon.

All information contained in this news release with respect to Kristina and Black Marlin was supplied by Kristina and Black Marlin, respectively, for inclusion herein, and with respect to such information, Kristina and its board of directors and officers have relied on Black Marlin.

Trading in the securities should be considered highly speculative.

This news release may contain forward-looking statements based on assumptions and judgments of management of Kristina and Black Marlin regarding future events or results. Such statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward-looking statements. Kristina disclaims any intention or obligation to revise or update such statements except as may be required by law.

This new release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

The TSXV has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this press release.

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