Alexander Energy Ltd. Announces Recapitalization Financing and New Management Team

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES


Alexander Energy Ltd. (TSX VENTURE:ALX) ("Alexander" or the "Corporation") is
pleased to announce that it has entered into a definitive reorganization and
investment agreement (the "Agreement") with Richard McHardy, Albert Stark, Ed
Wong, Fotis Kalantzis, Thomas Boreen and Michelle Wiggins, (the "Initial
Investor Group") which provides for: (i) a non-brokered private placement of up
to an aggregate of approximately $26.5 million (the "Private Placement"); (ii)
the appointment of a new management team and board of directors (collectively,
the "New Management Team"); and (iii) a rights offering (the "Rights Offering")
to current holders of common shares ("Common Shares") of Alexander
(collectively, the "Transaction"). Completion of the Transaction is subject to
customary closing conditions, including the approval of the TSX Venture Exchange
(the "TSXV"). Upon completion of the Transaction, it is anticipated that the
shareholders of Alexander will be asked to approve, at a special meeting called
for such purpose, a change of the Corporation's name to "Spartan Energy Corp."


The New Management Team will be 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.


Upon closing of the Transaction, the new board of directors will be comprised of
Richard McHardy, Don Archibald, Reg Greenslade, Michael Stark and Grant
Greenslade. Sony Gill, a partner in the CFMA Group in the Calgary office of the
national law firm McCarthy Tetrault LLP, will act as Corporate Secretary.


New Management Team

The New Management Team has a solid track record of creating value in
high-growth, junior oil and gas companies through an integrated strategy of
acquiring, exploiting and exploring. Most recently, the New Management Team led
Spartan Oil Corp. ("Spartan Oil"), a light oil producer focused primarily in the
Cardium light oil resource play at Pembina in central Alberta. At Spartan Oil,
the New Management Team grew production from approximately 650 boepd to 5,500
boepd in the 18 months prior to its sale to Bonterra Energy Corp. in January,
2013 for approximately $500 million. Prior to Spartan Oil, the New Management
Team led Spartan Exploration Ltd. ("Spartan Exploration"), a light oil producer
with operations focused in the Cardium light oil play at Pembina and the Lower
Shaunavon oil play in southwest Saskatchewan. While at Spartan Exploration, the
New Management Team grew production from 0 boepd to 2,500 boepd in just over 3
years prior to its sale in June 2011 for approximately $228 million.


Having successfully founded, grown and sold a number of previous companies, the
New Management Team will apply its past experience to grow the recapitalized
Alexander through a combination of organic growth and acquisitions.




Richard McHardy,     Richard McHardy has been a founder of several public   
President and Chief  oil and gas companies and has extensive experience in  
Executive Officer    leadership roles at public oil and gas companies. Mr.  
                     McHardy was President, CEO and a director at Spartan   
                     Oil. Previously Mr. McHardy was President, CEO and a   
                     director of Spartan Exploration, the President and a   
                     director of Titan Exploration Ltd. ("Titan") and has   
                     served as corporate secretary for a number of other    
                     public companies. Prior to founding Titan, Mr. McHardy 
                     was a partner at McCarthy Tetrault LLP, one of Canada's
                     largest national law firms, where he practiced         
                     securities and corporate law. Mr. McHardy has over 18  
                     years' experience in the legal and oil and gas         
                     industries.                                            
                                                                            
Michelle Wiggins,    Michelle Wiggins was a co-founder of Spartan Oil and   
Vice President,      was the Vice President, Finance and CFO of Spartan Oil.
Finance and Chief    Previously, Ms. Wiggins was the Vice President, Finance
Financial Officer    and CFO of Spartan Exploration and the Vice President, 
                     Finance and CFO of Titan. Ms. Wiggins has over 20      
                     years' experience in accounting and financial matters  
                     in the oil and gas industry.                           
                                                                            
Albert Stark,        Albert Stark is a professional engineer with over 18   
Vice President,      years of experience in the oil and gas industry. Mr.   
Operations           Stark was a co-founder of Spartan Oil and was the Vice 
                     President, Operations of Spartan Oil. Previously, Mr.  
                     Stark was the Vice President, Operations of Spartan    
                     Exploration and the Vice President, Operations of      
                     Titan.                                                 
                                                                            
Fotis Kalantzis,     Fotis Kalantzis is a geophysicist with over 20 years of
Vice President,      experience in the oil and gas industry. Dr. Kalantzis  
Exploration          was a co-founder of Spartan Oil and was the Vice       
                     President, Exploration of Spartan Oil. Previously, Dr. 
                     Kalantzis was the Vice President, Exploration of       
                     Spartan Exploration and the Exploration Manager at     
                     Innova Exploration Ltd.                                
                                                                            
Ed Wong,             Ed Wong is a professional engineer with over 20 years  
Vice President,      of experience in the oil and gas industry. Mr. Wong was
Engineering          a co-founder of Spartan Oil and was the Vice President,
                     Engineering of Spartan Oil. Previously, Mr. Wong was   
                     the Vice President, Engineering of Spartan Exploration 
                     and the Hoadley Business Unit Manager at Samson Canada 
                     Resources Ltd.                                         
                                                                            
Thomas Boreen,       Thomas Boreen is a professional geologist with over 18 
Vice President,      years of experience in the oil and gas industry. Dr.   
Geology              Boreen was the Chief Geologist at Spartan Oil and      
                     previously held positions with Suncor, Apache Canada,  
                     Shell Canada and Home Oil.                             



The directors have strong track records and distinguished careers in both the
oil and gas industry and capital markets and have held prominent lead positions
within a range of successful companies. Their combined experience and expertise
will provide the New Management Team with invaluable advice, guidance and
support.


Corporate Strategy

The New Management Team has extensive experience in creating shareholder value
through a focused full-cycle business plan and believes the current market
environment provides an excellent opportunity to reposition Alexander as a high
growth junior oil and gas company. The New Management Team believes that
Alexander will be well positioned to take advantage of acquisition opportunities
in the current market.


Following the completion of the Transaction, Alexander expects to focus on
predominantly light oil opportunities in Western Canada, growing through a
targeted acquisition and consolidation strategy complemented by development and
exploration drilling. The current Alexander production base (current production
of approximately 625 boepd) and the recapitalized corporate structure will allow
for the exploitation of the current drilling inventory and expansion of the
Corporation's opportunity suite through internally generated prospects and
strategic acquisitions.


Upon completion of the Transaction, the recapitalized Alexander is expected to
have a net cash position of approximately $19 million, assuming the Private
Placement is fully subscribed. The New Management Team believes that this
starting point will provide them with a platform for aggressive growth through
strategic acquisition and internally generated prospects.


Upon completion of the Transaction and subject to all regulatory and shareholder
approvals, it is anticipated that the New Management Team will change the name
of the Corporation from "Alexander Energy Ltd." to "Spartan Energy Corp."


Private Placement and Stock Options

Pursuant to the Private Placement, the Initial Investor Group, together with
additional subscribers identified by the Initial Investor Group, will subscribe
for up to a maximum of 140 million units (the "Units") of Alexander at a price
of $0.15 per Unit and up to a maximum of 36.67 million Common Shares at a price
of $0.15 per Common Share for maximum total proceeds of $26.5 million. Each Unit
shall be comprised of one 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.


The completion of the Private Placement is expected to occur in multiple
tranches. The initial closing will include a minimum of 100 million Units
subscribed for by the Initial Investor Group and certain other investors
identified by the Initial Investor Group (the "Initial Closing"). The
resignation of the current board of directors and management team of Alexander
and the appointment of the New Management Team will occur contemporaneous with
the completion of the Initial Closing. The closing of subscriptions for any
remaining Units and of the Common Shares will occur on such dates as determined
by the Initial Investor Group.


Proceeds from the Private Placement will be used to reduce Alexander's
indebtedness and for general corporate purposes.


In conjunction with the completion of the Initial Closing, Alexander shall grant
options to acquire up to 21,090,614 Common Shares of Alexander (assuming the
issuance of 140 million Units pursuant to the Private Placement), 18,770,647 of
which will be granted to the new directors and officers of Alexander. Each grant
of options will be for a five year term. The options will vest over three years
(1/3 on each of the first, second and third anniversary of the grant date). The
options will be exercisable at a price of $0.20 Common Share.


Rights Offering

Upon completion of the Private Placement, and subject to Alexander receiving the
Written Consent (as defined below) on or before December 11, 2013, Alexander
shareholders will be entitled to participate in the Rights Offering, which is
expected to be conducted by way of a Rights Offering Circular. Pursuant to the
Rights Offering, each shareholder as of the record date for such offering (the
"Record Date") will be issued one right ("Right") for each Common Share held on
the Record Date, entitling that holder to purchase one (1) Common Share for
every eight (8) 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 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 TSXV.


Shareholder and Stock Exchange Approvals

Completion of the Transaction is subject to a number of conditions and approvals
including, but not limited to, the approval of the TSXV and shareholder
approval. Under the policies of the TSXV, the completion of the Private
Placement is subject to the approval of the shareholders of Alexander as the
completion of the Private Placement will result in the creation of a new
"control person" (as defined under the policies of the TSXV). In addition
thereto, the appointment of the New Management Team is subject to shareholder
approval under the policies of the TSXV. The required disinterested shareholder
approval may be obtained by Alexander either by receipt of written consents by
holders of more than 50% of the issued and outstanding voting shares of
Alexander (the "Written Consent") or by approval of a resolution at a special
meeting of shareholders (the "Alexander Meeting"). Pursuant to the Agreement,
Alexander has agreed to obtain the Written Consent on or before December 11,
2013, failing which the Initial Investor Group has the right to terminate the
Agreement. In the event that the Written Consent is not obtained on or before
December 11, 2013 and the Initial Investor Group waives its termination right,
Alexander has agreed to convene and hold the Alexander Meeting on or before
January 31, 2014.


The Corporation

Alexander consists of approximately 625 boepd of production (60% oil) in central
Alberta and has approximately 70.9 million Common Shares outstanding on a fully
diluted basis and current net debt of approximately $7.5 million, excluding the
costs of the Transaction. Upon completion of the Private Placement and assuming
the exercise of all Rights issued in connection with the Rights Offering,
Alexander will have approximately 256 million Common Shares, and assuming the
exercise of all Warrants issued in connection with the Private Placement, there
will be approximately 396 million Common Shares outstanding on a fully diluted
basis.


Board of Directors' Recommendation

The board of directors of Alexander has determined that the transactions
contemplated by the Agreement are in the best interests of its shareholders, has
unanimously approved such transactions and recommends that Alexander's
shareholders approve the Agreement and the Transaction and execute the Written
Consent. Any shareholder of Alexander wishing to obtain and execute the Written
Consent should contact Alexander as set forth below.


Directors and officers of Alexander who, in aggregate, own, directly or
indirectly or exercise control or direction over approximately 14.8% of the
Common Shares, have entered into support agreements or agreed to enter into
support agreements pursuant to which they have agreed or will agree, among other
things, to execute a Written Consent.


The Agreement

The Agreement contains a number of customary representations, warranties and
conditions and provides for a non-completion fee of $125,000 payable by
Alexander to the Initial Investor Group, and a non-completion fee of $125,000
payable by the Initial Investor Group to Alexander, in certain circumstances.
The Agreement also provides that the Initial Investor Group shall receive an
expense reimbursement fee of up to $125,000 in the event the Written Consent is
not obtained and Alexander shareholders do not approve the Transaction at the
Alexander Meeting. The complete Agreement will be accessible on Alexander's
SEDAR profile at www.sedar.com.


Financial Advisors

Clarus Securities Inc. is acting as strategic advisor to the Initial Investor Group.

Peters & Co. Limited is acting as strategic advisor to Alexander with respect to
the Transaction.


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, the New Management Team's assessment of future plans and
operations, and, more particularly, statements concerning the completion of the
Transaction contemplated by the Agreement, the number of securities issued by
way of the Private Placement, the business plan of the New Management Team, the
change of name of the Corporation, use of proceeds, debt levels and production
following completion of the Transaction.


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 shareholder, regulatory and third party
approvals, the future operations of, and transactions completed by Alexander as
well as the satisfaction of other conditions pertaining to the completion of the
Transaction.


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,
shareholder, regulatory and third party approvals not being obtained in the
manner or timing set forth in the Agreement, 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, neither Alexander nor the Initial
Investor Group undertake any obligation to publicly update or revise any
forward-looking statements.


The term "boe" may be misleading, particularly if used in isolation. A boe
conversion of 6 Mcf: 1 bbl is based upon an energy equivalency conversion method
primarily applicable at the burner tip and it does not represent a value
equivalency at the well head.


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.


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.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Alexander Energy Ltd.
Dan Wilson
Director and Chief Executive Officer
[phone]
[phone] (FAX)


Alexander Energy Ltd.
Richard (Rick) McHardy
[phone]
[phone] (FAX)