Longbow Resources Inc.

Longbow Resources Inc.

July 09, 2007 16:05 ET

Longbow Resources Announces Second Closing

CALGARY, ALBERTA--(Marketwire - July 9, 2007) - Longbow Resources Inc. (TSX VENTURE:LBR) ("Longbow" or the "Company") is pleased to announce the closing of the second part of its previously announced non-brokered two-part private placement of securities (the "Offering") pursuant to the conditional approval of the TSX Venture Exchange (the "Exchange"). In the second closing, the Company issued $1.75 million principal amount convertible debentures ("Debentures"), 8,125,000 common shares at $0.40 per share (the "Common Shares") and 2,029,465 common share purchase warrants ("Warrants") to the subscribers, including Kisco LBR LLC. The Debentures will mature on July 5, 2009, will pay no interest and will be convertible to common shares of the Company at $0.42 per common share. The Debentures will be secured by a floating charge against the assets of Longbow. In addition, in certain circumstances, the Company will have the right to require that a certain percentage of the Debentures be converted to common shares at the conversion price. Each Warrant will entitle the holder thereof to purchase one additional common share of Longbow at a price of $0.42 until July 5, 2009. Assuming full conversion of the Debenture and full exercise of the Warrants, Kisco would own approximately 50% of Longbow's issued and outstanding shares.

The second part of the Offering was subject, among other things, to disinterested shareholder approval at a special meeting (the "Meeting") of shareholders of the Company held on July 5, 2007. At the Meeting, the shareholders approved the Offering with over 99% of the shares cast at the Meeting voting in favour of the Offering.

All securities issued pursuant to the second closing of the Offering, including any securities issued on exercise of the Warrants or conversion of the Debenture will be subject to a four (4) month hold period which expires on November 6, 2007.

Management believes that establishing a relationship with an entity like Kisco will provide the company with the access to capital required to continue to grow and exploit the increasing scope of drilling and acquisitions currently being developed by the Corporation. The proceeds from these private placements will be used to finance continuing exploration and development activities at Longbow's Alberta properties in Lone Pine, Elmworth, Thorsby and Taber/Turin, as well as for acquisitions and general corporate purposes. For further details see (www.longbowresources.com).

Longbow is a junior oil and natural gas company based in Calgary, Alberta with properties located in Alberta, British Columbia and Saskatchewan. Currently the Company has approximately 24,192,000 common shares issued and outstanding and a total of 1,605,000 common share purchase options issued and outstanding under its stock option plan. If all convertible debentures and warrants issued by the Company were exercised in full, the Company would have approximately 34,000,000 common shares issued and outstanding.

Certain statements contained herein may constitute forward-looking statements. These statements relate to future events or our future performance. All statements other than statements of historical fact may be forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. We believe that the expectations reflected in the forward-looking statements are reasonable based upon management's current views but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. No assurance can be given that actual results, performance or achievement expressed in, or implied by these forward-looking statements will occur, or if they do, that any benefits may be derived from them. Past results have been applied in drawing a conclusion or making a forecast or projection set out in the forward-looking information.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this press release.

Contact Information