BLR Black Rock Oil

RNS Number:8321O
Black Rock Oil & Gas PLC
27 February 2008




For immediate release                                    27 February 2008


                            Black Rock Oil & Gas PLC
                        ("Black Rock" or the "Company")

                 Financing of Las Quinchas Association Contract


Further to the announcement on 20 February 2008, the Board of Black Rock Oil
(stock code: BLR), the AIM-traded oil and gas exploration and production
company, is pleased to announce that the Company has agreed the terms of an
arrangement to develop further the Company's interests in the Las Quinchas
Association Contract. Prospero Hydrocarbons Inc ("Prospero"), a private Canadian
based oil exploration and development company, has agreed to invest up to
US$4,000,000 (in tranches matching the cash calls required in respect of Las
Quinchas) for an equity interest of 49 per cent. in Las Quinchas Resource Corp
which now holds the Company's interests in the Las Quinchas Association Contract
in the Middle Magdalena Valley of Colombia. Additionally, Prospero's management
will assist in technical evaluations and a nominee of Prospero will join the
Board of the Company.


Dr John Cubitt, Managing Director of Black Rock Oil & Gas plc, commented:


"We are delighted to have concluded this increased participation with Prospero
and look forward to working with them on our Colombian assets."


Transaction Summary

Black Rock has assigned its interest in the Las Quinchas Association Contract to
a wholly-owned Barbados-based subsidiary, Las Quinchas Resource Corp ("Las
Quinchas Resource") which has entered into a subscription agreement with
Prospero. Initially Prospero has subscribed for 425,298 shares of common stock
in Las Quinchas Resource, representing 0.83 per cent. of the issued share
capital of Las Quinchas Resource for a cash consideration of US$347,182.
Prospero has agreed to invest a further US$3,652,818 for shares representing up
to 49 per cent. of Las Quinchas Resource as and when Las Quinchas Resource
requires funding for the continued development of Las Quinchas, including Acacia
Este. In consideration for each payment by Prospero, Las Quinchas Resource will
issue Prospero further shares of common stock in Las Quinchas Resource.


Black Rock has provided a number of representations and warranties pursuant to
the Las Quinchas Agreement.


Black Rock and Prospero have also entered into an investors' agreement in
respect of Las Quinchas Resource (the "Las Quinchas Investors Agreement").
Pursuant to the Las Quinchas Investors Agreement, each of Black Rock and
Prospero can appoint one director to the Board of Las Quinchas Resource. The Las
Quinchas Investors Agreement contains certain drag and tag rights, and grants
Black Rock and Prospero a right of first refusal over each other's shareholding
in Las Quinchas Resource in the event that any party which owns more than 50 per
cent. of Las Quinchas Resource subsequently seeks to sell, transfer, assign or
otherwise dispose of its shareholding in Las Quinchas Resource.


Following full subscription by Prospero under the Financing (and the financing
in respect of the Alhucema E&P Contract announced on 20 February 2008), Black
Rock will retain a 51 per cent. shareholding in Las Quinchas Resource and will
continue to consolidate its Colombian interests in its consolidated accounts. As
at 30 June 2007, Black Rock's Colombian interests had a net book value of
�2,990,150 and made a loss before taxation of �327,200.


Qualified Person


Dr John Cubitt (a Director of the Company) has been involved in the oil and gas
production industry for more than 26 years. Dr John Cubitt is a registered
Chartered Geologist (CGeol) and has a BSc and PhD in geology. He has compiled,
read and approved the technical disclosure as it relates to Black Rock in this
regulatory announcement.


For further information, please contact:

+----------------------------------------------+-------------------------------+
|Black Rock Oil & Gas plc                      |01189 001350                   |
+----------------------------------------------+-------------------------------+
|Dr John Cubitt, Managing Director             |www.blackrockoil.com           |
|                                              |                               |
|                                              |                               |
+----------------------------------------------+-------------------------------+
|Beaumont Cornish                              |0207 628 3396                  |
+----------------------------------------------+-------------------------------+
|Michael Cornish                                                               |
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+------------------------------------------------------------------------------+
|Hanson Westhouse Limited 0207 601 6100                                        |
+------------------------------------------------------------------------------+
|Tim Feather                                                                   |
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+------------------------------------------------------------------------------+
|Aquila Financial Limited 0207 202 2601                                        |
+----------------------------------------------+-------------------------------+
|Peter Reilly                                  |                               |
+----------------------------------------------+-------------------------------+


ENDS



                      This information is provided by RNS
            The company news service from the London Stock Exchange

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