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Press release from Marketwire

PetroBakken Announces Pricing Terms for Our Senior Unsecured Notes Offering and an Increased Offer Size of US$900 Million

Thursday, January 26, 2012

PetroBakken Announces Pricing Terms for Our Senior Unsecured Notes Offering and an Increased Offer Size of US$900 Million08:30 EST Thursday, January 26, 2012CALGARY, ALBERTA--(Marketwire - Jan. 26, 2012) -NOT FOR DISSEMINATION IN THE UNITED STATES OR RELEASE OVER UNITED STATES WIRE SERVICESPetroBakken Energy Ltd. ("PetroBakken" or "Company") (TSX:PBN) announces that we have increased the size of our previously announced private placement offering of senior unsecured notes (the "Notes") by US$150 million to US$900 million in aggregate principal amount (the "Notes Offering"), resulting in net proceeds to the Company of approximately US$875 million after deduction of original issue and initial purchaser discounts and estimated offering expenses. The Notes will bear interest at a rate of 8.625% per annum and are due in 2020. The Company expects settlement of the Notes Offering on January 30, 2012, subject to the satisfaction of customary closing conditions.Upon completion of the Notes Offering, PetroBakken will have significantly improved our balance sheet and liquidity position. Proceeds from the Notes Offering will be used to repurchase US$450 million of convertible debentures, with the remainder used to repay a portion of our secured credit facility. Following the completion of the Notes Offering and the recently announced asset sale, we expect to have approximately $675 million drawn on our credit facility, which is anticipated to be increased to $1.5 billion upon closing of the Notes Offering. The Notes offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and, unless so registered, may not be offered or sold in the United States or to U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The senior unsecured notes will be offered only to qualified institutional buyers under Rule 144A under the Securities Act and outside the United States to non-U.S. persons under Regulation S. In Canada, the Notes will be offered and sold on a private placement basis in certain provinces to certain accredited investors.Certain information provided in this press release constitutes forward-looking statements. Specifically, this press release contains forward-looking statements relating to the completion of the transactions set out herein and our anticipated liquidity position and debt levels. The forward-looking statements are based on certain key expectations and assumptions, including expectations and assumptions concerning the market conditions and the ability to complete anticipated Notes Offering, asset sale, convertible bond repurchase and credit facility increase. Although we believe 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 we 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, risks associated with general economic and market conditions impacting the successful completion of the transactions set out herein and our ability to satisfy the conditions to such transactions. Except as may be required by applicable securities laws, PetroBakken assumes no 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.FOR FURTHER INFORMATION PLEASE CONTACT: John D. WrightPetroBakken Energy Ltd.President and Chief Executive Officer(403) 268.7800ORPeter D. ScottPetroBakken Energy Ltd.Senior Vice President and Chief Financial Officer(403) 268.7800ORR. Gregg SmithPetroBakken Energy Ltd.Senior Vice President and Chief Operating Officer(403) 268.7800ORWilliam A. KantersPetroBakken Energy Ltd.Vice President Capital Markets(403) 268.7800403.218.6075 (FAX)ir@petrobakken.comwww.petrobakken.com