Athabasca Finalizes Acquisition of Excelsior Energy

CALGARY, Nov. 9 /CNW/ -- 
CALGARY, Nov. 9 /CNW/ - Athabasca Oil Sands Corp. (TSX:  ATH) announces
 it has completed the previously announced acquisition of Excelsior
 Energy Limited (TSXV: ELE) pursuant to a plan of arrangement that
 became effective earlier today.  Excelsior's security holders voted
 this morning by a 99.9% majority to approve the arrangement and the
 court sanctioned the arrangement this afternoon.


Athabasca expects to make an application to the TSX Venture Exchange to
 de-list the Excelsior common shares from the TSX-V shortly.


Sveinung Svarte, Athabasca's president and CEO is pleased the
 acquisition has been completed.  "With this acquisition, we acquired
 Excelsior's oil sands acreage at Hangingstone and West Surmont plus its
 in situ combustion technology.  This deal will likely enable us to
 accelerate development of the Hangingstone area. 


"We are also very pleased to see the massive support from Excelsior's
 security holders with only 0.1% voting against this plan of
 arrangement," Svarte adds.  "Most of them preferred Athabasca shares
 rather than cash.  We see that as a strong vote of confidence for the
 company and we are happy to welcome them as new shareholders."


Athabasca intends to file an application with Alberta Environment and
 the Energy Resources Conservation Board (ERCB) in 2011 seeking
 approvals for an up to 2,000 cubic metres per day (approximately 12,
 000 barrels/day) steam assisted gravity drainage (SAGD) pilot in
 Hangingstone.   Once approvals are granted, it plans to build surface
 facilities capable of steaming production areas on the combined
 acreage. 


SAGD involves drilling pairs of horizontal wells into the oil-bearing
 formation, injecting steam into the upper wells (to reduce the
 viscosity of the bitumen) and collecting the heavy oil in the lower
 well so it can flow to surface. 


Dr. David Winter, former president and CEO of Excelsior, believes the
 transaction is good for Excelsior's security holders.  "Athabasca
 offered our investors the choice of either a cash deal or the ability
 to exchange their shares and warrants for Athabasca shares or
 warrants.  The vast majority elected to become Athabasca shareholders. 
 Their resources are well-known, well-defined and well-explored.  They
 have a strong track record of creating value for their investors."


According to Bill Gallacher, Athabasca's chair of the board, there
 continues to be an impressive interest in oil sands and predicts
 further mergers and acquisitions as the Canadian economy recovers. 
 "It's good to see a Canadian company buy another Canadian
 organization.  Athabasca's asset base of approximately 8.705 billion
 barrels, which is comprised of 8.591 billion barrels of contingent
 resource (best estimate) and 114 million barrels of probable reserves,
 and strong financial position with $1.9 billion in net working capital,
 gives it the ability to continue to make strategic purchases."


Athabasca is a dynamic oil sands company formed to develop and produce
 bitumen in the Athabasca region of northeastern Alberta.  It was
 incorporated in 2006 with a goal to use the latest technology to
 produce bitumen in a sound, progressive and safe manner.  The company's
 shares are traded on the Toronto Stock Exchange under the trading
 symbol ATH.  It has a current market capitalization of $4.8 billion.


Reader Advisory
This News Release contains forward-looking information that involves
 various risks, uncertainties and other factors. All statements other
 than statements of historical fact are forward-looking statements. The
 use of any of the words "anticipate", "plan", "continue", "estimate",
 "expect", "may", "will", "project", "should", "believe", "predict",
 "pursue" and "potential" and similar expressions are intended to
 identify forward-looking statements. The forward-looking information is
 not historical fact, but rather is based on AOSC's current plans,
 objectives, goals, strategies, estimates, assumptions and projections
 about AOSC's industry, business and future financial results. These
 statements involve known and unknown risks, uncertainties and other
 factors that may cause actual results or events to differ materially
 from those anticipated in such forward-looking statements. No assurance
 can be given that these expectations will prove to be correct and such
 forward-looking statements included in this News Release should not be
 unduly relied upon. These statements speak only as of the date of this
 News Release. In particular, this News Release may contain
 forward-looking statements pertaining to the following: AOSC's capital
 expenditure programs; the estimated quantity of AOSC's Probable and
 Possible Reserves and Contingent Resources; AOSC's drilling plans;
 AOSC's plans for, and results of, exploration and development
 activities; AOSC's plans with respect to the Birch and Grosmont assets;
 timing of completion of the Excelsior transaction, AOSC's plans with
 respect to the assets to be acquired from Excelsior including the
 timing for submission of the application for and receipt of pilot
 project approval and the expected benefits to be received by AOSC from
 such assets; the pro-forma effect of the Excelsior transaction on
 AOSC's resources and undeveloped land position; and the timing for
 receipt of regulatory approvals. With respect to forward-looking
 statements and forward-looking information contained in this News
 Release, assumptions have been made regarding, among other things:
 AOSC's ability to obtain qualified staff and equipment in a timely and
 cost-efficient manner; the regulatory framework governing royalties,
 taxes and environmental matters in the jurisdictions in which AOSC
 conducts and will conduct its business; the applicability of
 technologies for the recovery and production of AOSC's reserves and
 resources; future capital expenditures to be made by AOSC; future
 sources of funding for AOSC's capital programs; AOSC's future debt
 levels; geological and engineering estimates in respect of AOSC's
 reserves and resources; the geography of the areas in which AOSC is
 conducting exploration and development activities; and AOSC's ability
 to obtain financing on acceptable terms. Actual results could differ
 materially from those anticipated in these forward-looking statements
 as a result of the risk factors set forth above and under the headings
 "Notice to Investors -Forward-Looking Statements" and "Risk Factors" in
 the Company's prospectus dated March 30, 2010, which is available on
 the SEDAR website at www.sedar.com ("Prospectus"), including: fluctuations in market prices for crude oil
 and bitumen blend; general economic, market and business conditions;
 dependence on the PetroChina subsidiary as the joint venture
 participant in the MacKay River and Dover oil sands projects;
 variations in foreign exchange and interest rates; factors affecting
 potential profitability; the global financial crisis; uncertainties
 inherent in estimating quantities of reserves and resources; AOSC's
 status and stage of development; uncertainties inherent in Steam
 Assisted Gravity Drainage ("SAGD"), Cyclic Steam Stimulation ("CSS")
 and other bitumen recovery processes; the potential for adverse
 consequences in the event that AOSC defaults under certain of the
 PetroChina Transaction Agreements (as defined in the Prospectus);
 environmental risks and hazards and the cost of compliance with
 environmental regulations, including greenhouse gas regulations and
 potential Canadian and U.S. climate change legislation; failure to
 obtain or retain key personnel; the substantial capital requirements of
 AOSC's projects; the need to obtain regulatory approvals and maintain
 compliance with regulatory requirements; extent of, and cost of
 compliance with, government laws and regulations and the effect of
 changes in such laws and regulations from time to time; changes to
 royalty regimes; political risks; failure to accurately estimate
 abandonment and reclamation costs; risks inherent in AOSC's operations,
 including those related to exploration, development and production of
 oil sands reserves and resources, including the production of oil sands
 reserves and resources using SAGD, CSS or other in-situ technologies;
 the potential for management estimates and assumptions to be
 inaccurate; long term reliance on third parties; reliance on third
 party infrastructure for project facilities; failure by counterparties
 to make payments or perform their operational or other obligations to
 AOSC in compliance with the terms of contractual arrangements between
 AOSC and such counterparties and the possible consequences thereof; the
 potential lack of available drilling equipment and limitations on
 access to AOSC's assets; aboriginal claims; seasonality; hedging risks;
 risks associated with establishing and maintaining systems of internal
 controls; insurance risks; claims made in respect of AOSC's operations,
 properties or assets; the potential for adverse consequences as a
 result of the change of control provisions in the PetroChina
 Transaction Agreements; competition for, among other things, capital,
 the acquisition of reserves and resources, export pipeline capacity and
 skilled personnel; the failure of AOSC or the holder of certain
 licenses or leases to meet specific requirements of such licenses or
 leases; risks arising from future acquisition activities; risks
 relating to the reliance on financial information, including that
 financial information does not reflect the added costs that AOSC
 expects to incur as a public entity; volatility in the market price of
 the common shares; the effect that the issuance of additional
 securities by AOSC could have on the market price of the common shares;
 incorrect assessment of the value of the Excelsior transaction; failure
 to realize the anticipated benefits of the Excelsior transaction; and
 risks relating to AOSC's dividend policy. In addition, information and
 statements in this News Release relating to "reserves" and "resources"
 are deemed to be forward-looking information and statements, as they
 involve the implied assessment, based on certain estimates and
 assumptions, that the reserves and resources described exist in the
 quantities predicted or estimated, and that the reserves and resources
 described can be profitably produced in the future. The assumptions
 relating to AOSC's reserves and resources are contained in the reports
 of GLJ Petroleum Consultants Ltd. dated effective April 30, 2010 and
 DeGolyer and MacNaughton Canada Limited dated effective April 30, 2010.
 The risks and uncertainties referred to above are described in more
 detail in AOSC's prospectus dated March 30, 2010 and in AOSC's
 Statement of Oil and Gas Reserves Data and Other Oil and Gas
 Information for the Year Ended December 31, 2009, each of which is
 available on the SEDAR website at www.sedar.com.  See also AOSC's press release issued on June 9, 2010 and its material
 change report dated June 18, 2010.  Readers are cautioned that the
 foregoing list of risk factors should not be construed as exhaustive.
 The forward-looking statements included in this News Release are
 expressly qualified by this cautionary statement. AOSC does not
 undertake any obligation to publicly update or revise any
 forward-looking statements except as required by applicable securities
 laws.




pHeather Douglasbr/ Vice President, Communications & External Affairsbr/ [phone]br/ a href="mailto:[e-mail]"[e-mail]/a/p

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