PetroBakken Announces Shareholder Approval of Reorganization

PetroBakken Announces Shareholder Approval of Reorganization With
Petrobank and Adoption of Share Dividend Program 
CALGARY, ALBERTA -- (Marketwire) -- 12/17/12 -- PetroBakken Energy
Ltd. ("PetroBakken") (TSX:PBN) is pleased to announce that our
previously announced corporate reorganization, which will result in
shareholders of Petrobank Energy and Resources Ltd. ("Petrobank")
(TSX:PBG) receiving Petrobank's 56% interest in PetroBakken (the
"Reorganization"), has been approved by the shareholders of each of
Petrobank and PetroBakken. We will seek final approval of the Court
of Queen's Bench of Alberta on Tuesday, December 18, 2012 and
anticipate that the Arrangement will be made effective on December
31, 2012 (the "Effective Date"). 
The Reorganization is expected to be non-taxable to PetroBakken and
its shareholders. Tax information has been published on the websites
of both Petrobank and PetroBakken and shareholders are encouraged to
seek the advice of their own tax professionals.  
Concurrent with the Reorganization, PetroBakken has adopted a share
dividend program ("SDP"). PetroBakken currently has a dividend
reinvestment plan in place that is available only to Canadian
PetroBakken Shareholders, the new SDP will be available to Canadian
shareholders and will also enable most Non-Canadian shareholders to
participate. Although PetroBakken expects that the SDP will
ultimately replace the dividend reinvestment plan, the dividend
reinvestment plan will remain in place for a transition period to
allow registered and beneficial shareholders to enroll in the SDP.  
Shareholders participating in the SDP can elect to receive share
dividends on all or some of their shares. Anticipated benefits of
participation in the SDP include: 


 
--  Dividends will be paid in the form of shares to those shareholders who
    elect to participate in the SDP at 95% of the weighted average market
    price calculated 5 days before the payment date. 
    
--  Participation in the SDP is not expected to generate dividend income for
    Canadian shareholders holding their shares in taxable accounts. Shares
    issued under the SDP are expected to have a nominal cost for Canadian
    tax purposes and, as a result, receipt of share dividends under the SDP
    will effectively result in 
a downward adjustment to the shareholder's
    cost base and would be taxed as a capital gain or loss upon the eventual
    sale of the shares. In addition, Canadian shareholders participating in
    the SDP may also benefit if the tax rate on capital gains is lower than
    the tax rate on dividend income applicable to their individual
    circumstances. 
    
--  Non-Canadian shareholders holding PetroBakken shares in a taxable
    account who elect to participate in the SDP are not expected to be
    subject to Canadian withholding taxes that typically range from 15% to
    25% on dividends paid by PetroBakken. Therefore the number of shares
    received under the SDP will reflect the entire amount of the share
    dividend. 
    
--  Shareholders with tax-deferred accounts are not expected to be impacted.

 
All shareholders are advised to consult their own tax advisors
regarding the tax consequences to them of receiving cash or share
dividends. For more details discussing the potential tax consequences
of the SDP, please refer to PetroBakken and Petrobank's Joint
Management Information Circular dated November 16, 2012 filed on
SEDAR and available on our website at http://www.petrobakken.com.  
Shareholders wishing to participate in the SDP should contact their
broker or intermediary or, in the case of registered shareholders,
contact our transfer agent, Olympia Trust Company. Further
information in respect of the SDP, as well as the necessary enrolment
forms, will be available on our website. 
PetroBakken Energy Ltd. is an oil and gas exploration and production
company combining light oil Bakken and Cardium resource plays with
conventional light oil assets, delivering industry leading operating
netbacks, strong cash flows and production growth. PetroBakken is
applying leading edge technology to a multi-year inventory of Bakken
and Cardium light oil development locations. Our strategy is to
deliver accretive production and reserves growth, along with an
attractive dividend yield. 
Forward-Looking Statements. Certain information provided in this
press release constitutes forward-looking statements. Specifically,
this press release contains forward-looking statements relating to
the terms of and timing for completion of the Reorganization, payment
of future dividends, expected tax treatment of the Reorganization and
the future share dividend program. Forward-looking statements are
necessarily based upon assumptions and judgements with respect to the
future including, but not limited to, the satisfaction of conditions
to the Reorganization, the outlook for commodity markets and capital
markets, the performance of producing wells and reservoirs, well
development and operating performance, general economic and business
conditions, weather, the regulatory and legal environment and other
risks associated with oil and gas operations. The reader is cautioned
that assumptions used in the preparation of such information,
although considered reasonable at the time of preparation, may prove
to be incorrect. Actual results achieved during the forecast period
will vary from the information provided herein as a result of
numerous known and unknown risks and uncertainties and other factors.
You can find a discussion of certain of those risks and uncertainties
in our Canadian securities filings. Such factors include, but are not
limited to: general economic, market and business conditions;
fluctuations in oil prices; the results of exploration and
development drilling, recompletions and related activities; timing
and rig availability, fluctuation in foreign currency exchange rates;
the uncertainty of reserve estimates; changes in environmental and
other regulations; risks associated with oil and gas operations;
risks associated with the receipt of regulatory approval and the
satisfaction of other conditions to the Reorganization, and other
factors, many of which are beyond the control of Petrobank and
PetroBakken. There is no representation by PetroBakken that actual
results achieved during the forecast period will be the same in whole
or in part as those forecast. Except as may be required by applicable
securities laws, neither Petrobank nor PetroBakken assumes any
obligation to publicly update or revise any forward-looking
statements made herein or otherwise, whether as a result of new
information, future events or otherwise.
Contacts:
PetroBakken Energy Ltd.
John D. Wright
President and Chief Executive Officer
(403) 268.7800 
PetroBakken Energy Ltd.
Peter D. Scott
Senior Vice President and Chief Financial Officer
(403) 268.7800 
PetroBakken Energy Ltd.
Bill A. Kanters
Vice President Capital Markets
(403) 268.7800
ir@petrobakken.com
www.petrobakken.com
 
 
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