Donnybrook Energy Inc.
TSX VENTURE : DEI

Donnybrook Energy Inc.

March 04, 2011 15:16 ET

Donnybrook Energy Inc. Announces Bought Deal Equity Financing

CALGARY, ALBERTA--(Marketwire - March 4, 2011) -

THIS NEWS RELEASE IS NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES, TO UNITED STATES NEWS WIRE SERVICES OR TO UNITED STATES PERSONS.

DONNYBROOK ENERGY INC. (TSX VENTURE:DEI) ("Donnybrook" or the "Company") is pleased to announce that it has entered into an agreement with GMP Securities L.P. (the "Underwriter") to issue 4,000,000 "flow-through" common shares within the meaning of the Income Tax Act (Canada) ("Flow-Through Common Shares") on a private placement basis at a price of $0.75 per Flow-Through Common Share for gross proceeds of $3,000,000 (the "Offering"). In addition the Underwriter has been granted an option exercisable prior to closing to purchase up to an additional 2,700,000 Flow-Through Common Shares at a price of $0.75 per Flow-Through Common Share for additional gross proceeds of $2,025,000 which would increase the total Offering to $5,025,000 if fully exercised.

The proceeds from the Offering will be used to incur eligible Canadian Exploration Expenses (as defined in the Income Tax Act (Canada)) prior to December 31, 2012 and which will be renounced to subscribers effective on or before December 31, 2011. Donnybrook plans to expend the proceeds to fund Donnybrook's exploration activities in the Resthaven, Simonette, Bigstone, Gold Creek and Ansell areas of Alberta.

The Flow-Through Common Shares issued pursuant to the Offering will be subject to a four month hold from the date of closing of the Offering. Completion of the Offering is subject to receipt of all necessary regulatory approvals, including approval from the TSX Venture Exchange. The Offering is expected to close on or about March 18, 2011.

This news release is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States or to or for the account or benefit of US persons (as such terms are defined in Regulation S under the United States Securities Act of 1933, as amended (the "U.S. Securities Act")), absent registration or an exemption from registration. The securities offered have not been and will not be registered under the U.S. Securities Act or any state securities laws and, therefore, may not be offered for sale in the United States, except in transactions exempt from registration under the U.S. Securities Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements. More particularly, this press release contains statements concerning the anticipated dates for the closing of the financing and the anticipated uses of the net proceeds of the Offering.

The forward-looking statements contained in this document are based on certain key expectations and assumptions made by Donnybrook, including: (i) with respect to the anticipated closing date of the Offering, expectations and assumptions concerning timing of receipt of required regulatory approvals and third party consents and the satisfaction of other conditions to the completion of the Offering, and (ii) with respect to the remaining forward-looking statements, expectations and assumptions concerning the success of future drilling activities.

Although Donnybrook believes 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 Donnybrook 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, the failure to obtain necessary regulatory approvals or satisfy the conditions to closing the financing, risks associated with the oil and natural gas industry in general (e.g., 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 reserve estimates; the uncertainty of estimates and projections relating to production, costs and expenses, and health, safety and environmental risks), commodity price and exchange rate fluctuations changes to existing laws and regulations and uncertainties resulting from potential delays or changes in plans with respect to exploration or development projects or capital expenditures. The forward-looking statements contained in this document are made as of the date hereof and Donnybrook 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.

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