RockBridge Resources Inc.

RockBridge Resources Inc.

April 10, 2012 12:55 ET

RockBridge Enters Into Letter of Intent for Proposed Merger With Crimson Energy Ltd.

VANCOUVER, BRITISH COLUMBIA--(Marketwire - April 10, 2012) - RockBridge Resources Inc. ("RockBridge" or the "Company") (TSX VENTURE:RBE) is pleased to announce that it has signed a letter of intent with respect to a business combination or merger with Crimson Energy Ltd. ("Crimson"), of Calgary.

All of the issued and outstanding shares of Crimson will be acquired in the combination on the basis of 16 common shares of RockBridge, at a deemed price of $0.05 each, for each common share of Crimson. There are currently 5,293,148 common shares of Crimson outstanding. RockBridge and Crimson will negotiate a formal definitive agreement in good faith which will contain the customary terms and conditions and representations. Concurrently with the preparation of the definitive agreement, RockBridge intends to raise $3 to $5 million by way of private placement, the details of which will be announced shortly.

Crimson is a Calgary based private oil and gas company incorporated under the laws of Alberta. Crimson currently produces approximately 165 BOEPD day of light oil, natural gas and natural gas liquids with a light oil focus in the Harmattan and Violet Grove (Pembina) areas of Alberta and a deep basin liquids rich gas focus in the Ferrier area of west central Alberta.

In addition to their other properties, the combined companies will have varying interests in 10 sections of land in the greater Pembina area of west central Alberta with a good mix of Cardium light oil and high impact Nisku light oil projects. President and CEO of Crimson, Bernie Goruk, commented, "We are pleased with the opportunities afforded us by the combination of the two companies. The increased focus on light oil plays is a good complement to Crimson's existing liquid rich deep basin gas plays and should be well received by our shareholders."

The transaction is subject to the customary conditions including finalizing the formal documentation, approval by the shareholders of both RockBridge and Crimson as well as the required regulatory approval.

About RockBridge

RockBridge, along with its joint venture projects with Crimson, has 35% to 50% working interests in 5 sections in the Pembina Cardium field in Alberta. In addition, RockBridge has a 1.0% interest in the producing Woodrush project in BC and in various non-operated interests in Alberta.



Mike O'Byrne, CEO

This news release may include statements about expected further events and/or financial results that are forward-looking in nature and subject to risks and uncertainties. RockBridge cautions that actual performance will be affected by a number of factors, many of which are beyond its control. Future events and results may vary substantially from what RockBridge currently foresees. Discussion on the various factors that may affect future results is contained in RockBridge's recent filings, available on SEDAR.

Reference to BOE means barrels of oil equivalent and is derived by converting gas to oil at the ratio of six thousand cubic feet (mcf) of gas to one barrel (bbl) of oil. BOEs may be misleading, particularly if used in isolation. A BOE conversion ratio of 6 mcf: 1 bbl is based on an energy equivalency conversion method primarily applicable at the burner top and does not represent a value equivalency at the wellhead. References to BOEPD means barrels of oil equivalent per day.

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

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