Crowsnest Acquisition Corp. Announces Engagement Letter with Canaccord Genuity Corp. in Connection with Proposed Qualifying T...

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Crowsnest Acquisition Corp. (TSX VENTURE:CAW.P) (the "Corporation" or
"Crowsnest"), a "capital pool company", as such term is defined in the policies
of the TSX Venture Exchange ("Exchange"), is pleased to announce that in
connection with the Corporation's "Qualifying Transaction" (as such term is
defined in the policies of the Exchange) involving QE2 Acquisition Corp.
("QE2"), QE2 has entered into an engagement letter (the "Engagement Letter")
with Canaccord Genuity Corp. ("Canaccord") dated April 10, 2014, appointing
Canaccord to act as QE2's exclusive financial advisor and sponsor in connection
with the Qualifying Transaction. Details of the Qualifying Transaction are
available in the news release of Crowsnest dated February 28, 2014 and is
available under the Corporation's SEDAR profile at www.sedar.com. 


Under the terms of the Engagement Letter Canaccord has agreed, among other
services, to review information related to the Qualifying Transaction, markets,
and industry which it considers to be relevant and appropriate, and to advise
and assist QE2 as to the structure and form of the Qualifying Transaction,
including the consideration to be paid in respect of the Qualifying Transaction.
Canaccord will also deliver a sponsor report ("Sponsor Report") to the Exchange
in connection with the Qualifying Transaction. The Sponsor Report shall be
prepared in accordance with policies of the Exchange. 


Further to the press release of the Corporation dated April 3, 2014, the
Corporation still expects to complete a private placement financing ("Private
Placement") in connection with the Qualifying Transaction. Details of the
Private Placement and any compensation payable to an agent in connection with
the Private Placement will be disclosed when finalized in a subsequent press
release.


Trading Halt

The common shares of the Corporation are currently halted from trading on the
Exchange, and the trading of the common shares of the Corporation on the
Exchange is expected to remain halted pending completion of the Qualifying
Transaction.


Additional Information 

Completion of the Qualifying Transaction and the Private Placement are subject
to a number of conditions, including but not limited to, Exchange acceptance,
and if applicable pursuant to the requirements of the Exchange, majority of the
minority approval. There can be no assurance that the Qualifying Transaction
will be completed on the terms proposed or at all. 


Canaccord, subject to completion of satisfactory due diligence, has agreed to
act as sponsor in connection with the Qualifying Transaction. An agreement to
sponsor should not be construed as any assurance with respect to the merits of
the Qualifying Transaction or the likelihood of completion of the Qualifying
Transaction.


Investors are cautioned that, except as disclosed in the management information
circular or filing statement to be prepared in connection with the Qualifying
Transaction, any information released or received with respect to the Qualifying
Transaction may not be accurate or complete and should not be relied upon.
Trading in the securities of a capital pool company should be considered highly
speculative.


Cautionary Statements

This news release contains "forward-looking information" within the meaning of
applicable securities laws relating to the proposed Qualifying Transaction and
associated transactions, including statements regarding the terms and conditions
of the Qualifying Transaction, the services to be provided by Canaccord, and the
proposed Private Placement. Although the Corporation believes in light of the
experience of its officers and directors, current conditions and expected future
developments and other factors that have been considered appropriate that the
expectations reflected in this forward-looking information are reasonable, undue
reliance should not be placed on them because the Corporation can give no
assurance that they will prove to be correct. Readers are cautioned to not place
undue reliance on forward-looking information. The terms and conditions of the
proposed Qualifying Transaction, the Engagement Letter, and the Private
Placement may change based on the Corporation's due diligence (which is going to
be limited as the Corporation intends largely to rely on the due diligence of
other parties of the Qualifying Transaction to contain its costs, among other
things) and the receipt of tax, corporate and securities law advice for both
Crowsnest and QE2. Actual results and developments may differ materially from
those that are currently contemplated by these statements depending on, among
other things, the risks that the parties will not proceed with the Qualifying
Transaction, the Private Placement and associated transactions, that the
ultimate terms of the Qualifying Transaction, the Private Placement, and
associated transactions will differ from those that currently are contemplated,
and that the Qualifying Transaction, the Private Placement, and associated
transactions will not be successfully completed for any reason (including the
failure to obtain the required approvals or clearances from regulatory
authorities). The statements in this news release are made as of the date of
this release. The Corporation undertakes no obligation to comment on analyses,
expectations or statements made by third-parties in respect of the Corporation,
QE2, Canaccord, their securities, or their respective financial or operating
results (as applicable).


Neither the TSX Venture Exchange, Inc. nor its Regulation Services Provider (as
that term is defined in the polices of the TSX Venture Exchange) has in any way
passed upon the merits of the Qualifying Transaction and associated transactions
and neither of the foregoing entities has in any way approved or disapproved of
the contents of this press release. 


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


FOR FURTHER INFORMATION PLEASE CONTACT: 
Crowsnest Acquisition Corp.
Gordon McCormack
[phone]
[e-mail]


QE2 Acquisition Corp.
Mike Belantis
CEO and Director
[phone]
[e-mail]