BlackWatch Energy Services Corp.
TSX : BWT

BlackWatch Energy Services Corp.

August 25, 2009 08:18 ET

BlackWatch Energy Services Corp. Announces $75 Million Bought Deal Financing

CALGARY, ALBERTA--(Marketwire - Aug. 25, 2009) -

THIS NEWS RELEASE IS NOT FOR DISSEMINATION IN THE UNITED STATES OR TO ANY UNITED STATES NEWS SERVICES.

BlackWatch Energy Services Corp. ("BlackWatch" or the "Company") (TSX:BWT) is pleased to announce that it has entered into an equity financing agreement on a "bought deal" basis (the "Offering"). Pursuant to the terms of the Offering, BlackWatch will issue, on an underwritten basis, 75,000,000 common shares at a price of $1.00 per share for total gross proceeds of $75,000,000. The Offering will be underwritten by a syndicate of underwriters led by Peters & Co. Limited and including Cormark Securities Inc., FirstEnergy Capital Corp. and Scotia Capital Inc. (the "Underwriters"). BlackWatch has also granted the Underwriters an option to purchase up to an additional 11,250,000 common shares at a price of $1.00 per common share to cover over-allotments, exercisable in whole or in part at any time on or within 30 days following the date of closing of the Offering. If such over-allotment option is exercised in full, the aggregate gross proceeds of the Offering will be $86,250,000.

The common shares will be offered in all provinces of Canada (except Quebec), by way of a short form prospectus, and in the United States on a private placement basis pursuant to exemptions from registration requirements. The Offering is expected to close on or about September 15, 2009 and is subject to certain customary conditions, including, but not limited to, receipt of all necessary approvals, including the approval of the Toronto Stock Exchange. After giving effect to the Offering, BlackWatch will have 217.3 million common shares issued and outstanding. If the over-allotment option is exercised in full, BlackWatch will have 228.5 million common shares issued and outstanding.

The net proceeds of the Offering will be used by BlackWatch to fund future acquisitions and capital expenditures, temporarily reduce indebtedness and for general corporate purposes.

ABOUT BLACKWATCH ENERGY SERVICES CORP.

BlackWatch Energy Services Corp. is a diversified energy services company that provides a range of services to its customers operating in the western Canadian sedimentary basin including drilling, wireline services, oilfield hauling, production services and oilfield equipment rentals. The common shares of BlackWatch trade on the Toronto Stock Exchange under the symbol "BWT".

ADVISORY

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

The common shares offered under the Offering will not be and have not been registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements.

FORWARD LOOKING STATEMENTS

This news 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", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. More particularly, and without limitation, this news release contains forward-looking statements and information concerning the Offering, including the timing of closing of the Offering, the use of proceeds from the Offering and the outstanding common shares of BlackWatch following closing of the Offering.

These forward-looking statements and information are based on certain key expectations and assumptions made by the Company regarding timing of receipt of regulatory approvals; business prospects; strategies; conditions in general economic and financial markets; regulatory developments; competition; exchange rates; the sufficiency of budgeted capital expenditures in carrying out planned activities; and the availability and cost of labour and services, which are subject to change based on market conditions. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that they will prove to be correct.

Since forward-looking statements and information address future events, by their nature, such statements and information involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks, including fluctuations in the market for oil and gas and related products and services; failure of counter-parties to perform on contracts; failure to receive required regulatory approvals; political and economic conditions; the demand for BlackWatch's services; competition; and BlackWatch's ability to attract and retain customers and employees. The Company has provided the forward-looking statements herein in reliance on certain assumptions that they believe are reasonable at this time. These forward-looking statements may change for a number of reasons. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release concerning these times.

Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on these and other factors that could affect the operations or financial results of the Company are included in reports on file with the applicable securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com). The forward-looking statements and information contained in this news release are made as of the date hereof and the Company 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 as required by applicable securities laws.

Contact Information

  • BlackWatch Energy Services Corp.
    John King
    President and Chief Executive Officer
    (403) 225-3879
    (403) 366-2066 (FAX)
    or
    BlackWatch Energy Services Corp.
    Wiley Auch
    Vice President, Finance & CFO
    (403) 225-3879
    (403) 366-2066 (FAX)
    or
    BlackWatch Energy Services Corp.
    300, 855 - 8 Avenue SW
    Calgary, Alberta T2P 3P1
    Website: www.blackwatchenergy.ca