Rocksource successfully completes private placement

Rocksource ASA ("Rocksource" / "Company") today announces a successful private placement of 83,031,100 shares directed towards existing shareholders, Norwegian and international institutional and private investors after the close of Oslo Stock Exchange on 29 April 2010. The placement was done at a share price of NOK 3.0 per share, and the share capital increase represents approximately 46 per cent of existing outstanding shares. The gross proceeds from the private placement are NOK 249 million. The completion of the private placement is partially conditional upon the approval by the General Meeting.

The proceeds from the private placement will, in combination with a recently announced NOK 500 million credit facility and a NOK 150 million Equity Line of Credit Facility, imply that Rocksource now is funded for an extensive exploration campaign expected to commence in the second half of 2010.

Trygve Pedersen, CEO of Rocksource ASA commented: "Rocksource has spent the last years building a unique portfolio of low risk, high potential drilling prospects. The Company is now entering a new phase where we move from acreage capturing to drilling exploration wells. The capital injection from the share issue means that the Company is now funded for an extensive exploration campaign. With a strengthened financial position, we will also have greater flexibility to actively participate in future licensing rounds. This issue is therefore of great importance for the Company."

Rocksource’s portfolio of net risked resources has grown rapidly over the last two years, and now totals more than 1 billion barrels of net risked resources. 21 prospects have been high graded with Electromagnetic (EM) technology and form the basis for the upcoming drilling schedule. The Company aims to test more than 200 million barrels of oil equivalents per year and efforts are now being focused on sanctioning wells and firming up the drill dates. So far Rocksource has committed to five firm wells in 2010 and 2011, and several additional firm wells are expected from the current license portfolio.

Tommy Sundt, CFO of Rocksource ASA commented: “We are pleased by the trust given to us by the investors taking a position in our Company and securing this important strengthening of our balance sheet and financial flexibility before we are embarking on our 2010/2011 drilling campaign. This share issue allows us to enter the new phase in the Company’s history where we are starting to transform resources into reserves.”

34,232,135 shares have been allocated based on the existing authorisation to the Board of Directors to issue shares. Allocation of the remaining 48,798,965 shares will be conditional upon approval by the AGM in the Company, expected to take place 26 May 2010.

Based on this, the Board of Directors resolved to increase the share capital by NOK 34,232,135 through the issue of 34,232,135 shares. Following the resolution by the Board of Directors the share capital will be NOK 213,449,902 and consist of 213,449,902 shares with a nominal value of NOK 1.00 per share. The new shares to be issued will be entitled to dividend from the time the share capital increase is registered with the Norwegian Register for Business Enterprises.

A total of 16,867,200 shares are expected to be issued and subsequently listed on the Oslo Stock Exchange on or about 3 May 2010, while 17,364,935 shares were borrowed from shareholders of the Company in order to secure timely delivery of existing and unencumbered shares. The borrowed shares will be returned following approval of a listing prospectus by Oslo Stock Exchange.

The Board of Directors will further propose to the general meeting of the Company, expected to take place 26 May 2010, that the Company increases the share capital further by up to NOK 48,798,965 through the issue of 48,798,965 shares directed at the investors of the private placement that have not yet received all allocated shares in the private placement. Following such resolution by the general meeting, the Company's share capital will be NOK 262,248,867 and consist of 262,248,867 shares with a nominal value of NOK 1.00 per share.

Finally, the Board of Directors will propose that the general meeting resolves a subsequent repair share issue towards the shareholders in Rocksource as at the close of Oslo Stock Exchange on 29 April 2010 who were not allocated shares in the private placement. The shareholders will, pursuant to the proposed resolution, be entitled to subscribe up to a total of 16,600,000 new shares at a subscription price of NOK 3.0 per share (total proceeds up to NOK 49.8 million). The shares of Rocksource will therefore be traded ex the right to participate in the proposed repair issue as from today, 30 April 2010.

The Company will prepare and publish a prospectus to list the shares issued in the private placement and as documentation for the subsequent issue. The prospectus will be filed with the Financial Supervisory Authority.

The issue was managed by SEB Enskilda, Pareto Securities and FirstEnergy Capital.

Oslo, 30.4.2010
Rocksource ASA

 Trygve Pedersen
CEO

+47 90 09 77 41