Loon Energy Corporation: Private Placement of Common Shares

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

Loon Energy Corporation (TSX VENTURE:LNE) ("Loon" or the "Corporation") advises
that it intends to complete a non-brokered private placement of up to 10 million
common shares at an issue price of $0.10 per common share for aggregate gross
proceeds of $1 million (the "Private Placement"). Insiders of the Corporation,
including directors of the Corporation, are expected to subscribe for a minimum
of 40% of the common shares offered pursuant to the Private Placement.


During the past 10 trading days the common shares have traded at a weighted
average price of $0.126 per common share. The policies of the TSX Venture
Exchange allow for a discounted market price for a private placement of up to
25%. The price per share in the Private Placement represents a 20.6% discount to
the 10 day weighted average, a 23.8% discount to the 20 day weighted average and
a 20% discount to the closing price on 11 April 2012.


The gross proceeds of the financing will be used to seek additional oil and gas
opportunities and for general corporate purposes.


The Private Placement is expected to close on or before 15 May 2012 and is
subject to certain conditions including but not limited to, the receipt of all
necessary approvals, including approval of the TSX Venture Exchange. 


The Corporation is relying on the exemptions found in section 5.5(c) and section
5.7(b) of Multilateral Instrument 61-101 - Protection of Minority Security
Holders in Special Transactions, which respectively exempt the Corporation from
obtaining a formal valuation or from obtaining minority shareholder approval in
connection with the Private Placement. 


The Common Shares will be subject to a hold period of four months plus a day
from the closing date, as required under applicable Canadian securities laws.


The securities to be offered under the Private Placement have not and will not
be registered under the United States Securities Act of 1933, as amended (the
"Act") and may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements of such Act. This
press release is not an offer to sell, or the solicitation of an offer to buy,
in any jurisdiction in which such offer or solicitation would be unlawful.


Cautionary Note Regarding Forward-Looking Statements

This news release may contain forward-looking statements relating to the
activities of Loon, including its intention to seek additional oil and gas
opportunities in Colombia or elsewhere and plans for the completion of the
Private Placement, which may not be historical facts. Readers are cautioned not
to place undue reliance on forward-looking statements, as there can he no
assurance that the plans, intentions or expectations upon which they are based
will occur. By their nature, forward-looking statements may involve numerous
assumptions, known and unknown risks and uncertainties, both general and
specific, that contribute to the possibility that the predictions, forecasts,
projections and other forward-looking statements will not occur, which may cause
actual performance and results in future periods to differ materially from any
estimates or projections of future performance or results expressed or implied
by such forward-looking statements. These assumptions, risks and uncertainties
include, among other things: the state of the economy in general and capital
markets in particular, investor interest in the business and future prospects of
Loon, the timely receipt of shareholder approvals and other required regulatory
and exchange approvals, competition for, among other things, capital,
acquisitions of reserves or undeveloped lands, skilled personnel, incorrect
assessments of the value of acquisitions and exploration and development
programs and the failure to realize the anticipated benefits of acquisitions.
Readers are cautioned that the foregoing lists of factors are not exhaustive.


The forward-looking statements contained in this press release are made as of
the date of this press release. Except as required by law, Loon disclaims any
intention and assumes no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise,
except as required by applicable securities law. Additionally, Loon undertakes
no obligation to comment on the expectations of, or statements made, by any
third parties in respect of the matters discussed above.