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ALX Alexander Energy Ltd

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Share Name Share Symbol Market Type
Alexander Energy Ltd TSXV:ALX TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

Alexander Energy Ltd. Announces Closing of Recapitalization and Appointment of New Management Team

11/12/2013 2:38am

Marketwired Canada


Alexander Energy Ltd. (TSX VENTURE:ALX) - 

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A
VIOLATION OF U.S. SECURITIES LAWS.


Alexander Energy Ltd. ("Alexander" or the "Corporation") is pleased to announce
that it has received the written consent of a majority of its shareholders to:
(i) its previously announced non-brokered private placement of up to an
aggregate of approximately $26.5 million (the "Private Placement"); and (ii) the
appointment of a new management team and board of directors (collectively, the
"New Management Team").


Alexander is also pleased to announce that it has today closed an initial
tranche of the Private Placement (the "Initial Closing"), issuing an aggregate
of 119,735,183 units ("Units") at a price of $0.15 per Unit for gross proceeds
of approximately $17.9 million to the New Management Team and certain other
individuals identified by the New Management Team. Each Unit is comprised of one
common share of Alexander ("Common Share") and one Common Share purchase warrant
(a "Warrant"). Each Warrant will entitle the holder to purchase one Common Share
at a price of $0.20 for a period of five years. The Warrants will vest and
become exercisable as to one-third upon the 20-day weighted average trading
price of the Common Shares (the "Market Price") equaling or exceeding $0.30, an
additional one-third upon the Market Price equaling or exceeding $0.40 and a
final one-third upon the Market Price equaling or exceeding $0.50. Alexander
will close the remaining portion of the Private Placement at a future date,
currently anticipated to occur in late December but, in any event, not later
than January 14, 2014. The Private Placement remains subject to the final
approval of the TSX Venture Exchange.


Alexander is also pleased to announce that, following the Initial Closing, the
previously announced appointment of the New Management Team was completed. The
New Management Team is led by Richard McHardy as President & Chief Executive
Officer, Michelle Wiggins as Vice President, Finance and Chief Financial
Officer, Ed Wong as Vice President, Engineering, Albert Stark as Vice President,
Operations, Fotis Kalantzis as Vice President, Exploration and Thomas Boreen as
Vice President, Geology. The board of directors of Alexander is now comprised of
Richard McHardy, Michael Stark, Don Archibald, Reg Greenslade and Grant
Greenslade. Sanjib Gill has been appointed as Corporate Secretary. It is
anticipated that the shareholders of Alexander will be asked to approve, at a
special meeting of shareholder called for such purpose, a change of the
Corporation's name to "Spartan Energy Corp."


In conjunction with the completion of the Initial Closing, Alexander has granted
options to acquire 19,163,332 Common Shares, 17,055,365 of which were granted to
the new directors and officers of Alexander. Each grant of options is for a five
year term. The options vest over three years (1/3 on each of the first, second
and third anniversary of the grant date). The options are exercisable at a price
of $0.20 Common Share.


Alexander confirms that it intends to conduct the previously announced rights
offering (the "Rights Offering") by way of a rights offering circular which will
be mailed to all shareholders as of the record date for such offering (the
"Record Date"). Pursuant to the Rights Offering, each shareholder as of the
Record Date will be issued one right ("Right") for each Common Share held on the
Record Date, entitling that holder to purchase one Common Share for every eight
Rights held at a price of $0.15 per Common Share at or before the expiry time of
the Rights Offering, following which all outstanding Rights shall terminate and
expire. Subscribers of Common Shares, including Common Shares issued as part the
Units under the Private Placement, will not be entitled to participate in the
Rights Offering with respect to any securities acquired pursuant to the Private
Placement. The Rights Offering is subject to applicable regulatory approval,
including the TSX Venture Exchange.


About Alexander

Alexander Energy Ltd. is a Calgary, Alberta based company engaged in the oil and
gas exploration and development industry. The Corporation's Common Shares are
listed on the TSX Venture Exchange under the trading symbol "ALX".


Forward-Looking and Cautionary Statements

This news release may include forward-looking statements including opinions,
assumptions, estimates, and, more particularly, statements concerning the
completion of the Private Placement and the Rights Offering and the number of
securities issued by way of the Private Placement and the Rights Offering.


When used in this document, the words "will," "anticipate," "believe,"
"estimate," "expect," "intent," "may," "project," "should," and similar
expressions are intended to be among the statements that identify
forward-looking statements.


The forward-looking statements are founded on the basis of expectations and
assumptions made by Alexander which include, but are not limited to, the timing
of the receipt of the required, regulatory and third party approvals, as well as
the satisfaction of other conditions pertaining to the completion of the Private
Placement and the Rights Offering.


Forward-looking statements are subject to a wide range of risks and
uncertainties, and although Alexander believes that the expectations represented
by such forward-looking statements are reasonable, there can be no assurance
that such expectations will be realized.


Any number of important factors could cause actual results to differ materially
from those in the forward -looking statements including, but not limited to,
regulatory and third party approvals not being obtained in the manner or timing
anticipated, the ability to implement corporate strategies, the state of
domestic capital markets, the ability to obtain financing, changes in general
market conditions and other factors more fully described from time to time in
the reports and filings made by Alexander with securities regulatory
authorities.


Except as required by applicable laws, Alexander does not undertake any
obligation to publicly update or revise any forward-looking statements.


Neither the TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this news release.


This press release does not constitute an offer to sell or a solicitation of an
offer to buy any of the securities described herein. The securities have not
been and will not be registered under the United States Securities Act of 1933,
as amended (the "U.S. Securities Act"), or any state securities laws and may not
be offered or sold within the United States or to United States Persons unless
registered under the U.S. Securities Act and applicable state securities laws or
an exemption from such registration is available.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Alexander Energy Ltd.
Richard (Rick) McHardy
President and Chief Executive Officer
403.265.6444
403.264.1348 (FAX)


Alexander Energy Ltd.
Michelle Wiggins
Vice President, Finance and Chief Financial Officer
403.265.6444
403.264.1348 (FAX)

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