Cobra Venture has completed the sale (the "Sale") to Keystone Royalty Corp. (Keystone) of all of its freehold mineral and royalty interests in the Province of Saskatchewan, effective as of January 1, 2012 (the "Effective Date"), for an amount of $5,250,000, which is subject to usual industry adjustments for the period between the Effective Date and the date of closing (the "Purchase Price"). A final settlement of all applicable adjustments shall occur within 60 days of closing. The Purchase Price was paid by Keystone by: (i) the transfer of 1,767,000 common shares of the Corporation which were owned by Keystone to the Corporation for cancellation at a deemed price of $0.30 per common share; and (ii) $4,719,900 paid in cash.

The Sale was approved by 99.90% of the votes cast in person or by proxy at the special meeting of shareholders of the Corporation held on January 30, 2012. In addition, Sayer Energy Advisors provided a fairness opinion to the board of directors of the Corporation, which opinion was included in the management information circular of the Corporation sent to shareholders in respect of the special meeting, that as of December 23, 2011, the consideration to be received by Corporation in connection with the Sale was fair, from a financial point of view, to the Corporation and its shareholders.

Upon final approval of the Sale by the TSX Venture Exchange (the "Exchange"), and as a result of the disposition of the Saskatchewan assets, the Corporation shall be a Tier 2 oil and gas issuer on the Exchange. It is anticipated that the 1,767,000 common shares of the Corporation being transferred to the Corporation for cancellation in partial satisfaction of the Purchase Price shall be cancelled as soon as practicable, resulting in 15,903,748 common shares of the Corporation being issued and outstanding.

Tags: Cobra Venture Corporation