Momentus Energy Corp. and Veraz Petroleum Ltd. Announce Reverse Take-Over by Way of Plan of Arrangement

Momentus Energy Corp., a private Alberta corporation ("Momentus" or the
"Corporation"), and Veraz Petroleum Ltd. ("Veraz") (TSX VENTURE:VRZ.H) announced
today that they have entered into an arm's length arrangement agreement dated
April 7, 2014 (the "Arrangement Agreement") with respect to the reverse
take-over of Veraz, to be completed through the acquisition by Veraz of all of
the issued and outstanding common shares of Momentus (the "Transaction"). A copy
of the Arrangement Agreement will be filed by Veraz under its profile on SEDAR
at www.sedar.com in due course. 


Transaction 

Under the terms of the Arrangement Agreement, each common share of Momentus
("Momentus Share"), including Momentus Shares issued in exchange for the
outstanding common share purchase warrants of Momentus and any Momentus Shares
issued pursuant to or in connection with the proposed financings described below
(the "Proposed Financings"), will each be exchanged for 11.683908 common shares
in the capital of Veraz ("Veraz Shares"), resulting in the aggregate of
approximately 6.69 million Post-Consolidation Shares (as defined below) issued
pursuant to the Transaction representing a deemed transaction price of
approximately $10 million, prior to giving effect to the Proposed Financings,
representing a deemed price per issued Veraz Share of approximately $1.49 per
Post-Consolidation Share ($0.019 per pre-consolidation Veraz Share). The
Transaction will be undertaken by means of a plan of arrangement (the
"Arrangement") under the Business Corporations Act (Alberta). As a result of the
Transaction (but before giving effect to the Proposed Financings), current
Momentus shareholders will own approximately 91% of the issued and outstanding
Veraz Shares and Veraz shareholders will own approximately 9% of the issued and
outstanding Veraz Shares, such percentages are expected to be lower as a result
of the impact of the Proposed Financings. 


The Arrangement Agreement provides that completion of the Transaction is subject
to certain conditions, including receipt of all regulatory approvals, including
approval of the TSX Venture Exchange ("TSXV"), the approval of the shareholders
of each of Veraz and Momentus, including the approval of Veraz shareholders to
the name change and consolidation described below, the approval of the Court of
Queen's Bench of Alberta and the completion of the Proposed Financings for
minimum gross proceeds of not less than $10 million. The Transaction is
anticipated to close on or around the middle of June, 2014 and, the Arrangement
Agreement contemplates that each of Veraz and Momentus will hold a meeting of
their respective shareholders around such time to permit such shareholders to
vote on the Arrangement. 


Veraz Meeting 

At the Veraz meeting, in addition to being asked to vote on the Arrangement and
certain other matters, Veraz shareholders will also be asked to vote on a share
consolidation providing that every eighty (80) pre-consolidation Veraz Shares
(including the Veraz Shares issued pursuant to the Transaction) will be
consolidated into one (1) post-consolidation Veraz Share ("Post-Consolidation
Share") and a name change of Veraz to "Momentus Energy Ltd." or such other name
as the board of directors of Veraz shall determine, such name change to become
effective upon the consummation of the Transaction. 


Proposed Financings 

Prior to completion of the Transaction, Momentus intends to complete a
non-brokered private placement financing (the "Non-Brokered Financing") of
Momentus Shares for gross proceeds of up to $2 million which shares will be
exchanged for Veraz Shares pursuant to the Transaction. 


Further, Momentus has entered into an engagement agreement with Canaccord
Genuity Corp. ("Canaccord") pursuant to which Canaccord will act as exclusive
agent for the offering of, on a reasonable commercial efforts basis,
subscription receipts of Momentus for gross proceeds of up to $20 million, such
subscription receipts being ultimately convertible into Veraz Shares pursuant to
the Transaction without further action or consideration on the part of the
holders of the subscription receipts. 


Veraz will issue a subsequent news release with further particulars of the
Proposed Financings once the particulars of same have been settled, including
the price per security, the terms of same, the anticipated use of proceeds and
compensation of Canaccord pursuant to the financing described above. 


Joint Information Circular and Board of Directors 

Further information regarding the Transaction will be provided in a joint
information circular of Veraz and Momentus which is expected to be mailed to
both Veraz shareholders and Momentus shareholders and filed on SEDAR in mid-May
in connection with the special meeting of Momentus shareholders and the annual
general and special meeting of Veraz shareholders to be held to consider and
approve the Transaction, amongst other things. 


Following the completion of the Transaction, the board of directors of Veraz is
expected to be reconstituted with six members, consisting of one nominee from
Veraz and the balance to be comprised of nominees of Momentus, and the
management of Momentus will become management of Veraz. 


Business of Momentus 

As Veraz currently has no active operations, following the consummation of the
Transaction, it is anticipated that the business of Veraz will be the business
now conducted by Momentus, which has been in business since 2011. 


Momentus, through its subsidiary Momentus Energy LLC, has signed a farm out
agreement to earn a 50% working interest and operatorship of approximately
43,600 contiguous acres (the "Farmout Lands") and two existing wells in
Roosevelt County in Northeastern Montana. The 50% working interest and
operatorship in the Farmout Lands will be earned by acquiring approximately 20
square miles of three dimensional seismic data and drilling a well horizontally
within the Bakken Formation to a minimum lateral length of 4,900 feet. The 50%
working interest and operatorship in one or both of the existing wells can be
earned by conducting work-over operations on the wells.  


The Farmout Lands are immediately north of the Elm Coulee field which is one of
the largest producing Bakken oil fields. This oil field has been extending to
the north and producing Bakken oil wells have reached the southern boundary of
the Farmout Lands. Producing Bakken oil wells also exist to the east of the
Farmout Lands. 


The acquisition of the 20 square miles of three dimensional seismic data should
be commenced in April 2014 and the first horizontal well is expected to be
drilled in the 3rd quarter of 2014. 


Further information about Momentus, including details about the Proposed
Financings, key financial information, its assets and operations and details
concerning the directors and officers will be included in a further news
release. 


Momentus intends to make an application for exemption from the sponsorship
requirements of the policies of the TSXV but there can be no assurance that such
exemption will be granted in the form requested or at all. 


Shares of Veraz are currently halted and will remain so until the receipt and
approval of all necessary documentation by the TSXV. 


Disclaimer 

Completion of the Transaction is subject to a number of conditions, including
TSXV acceptance and disinterested shareholder approval. The Transaction cannot
close until the required shareholder approval is obtained. There can be no
assurance that the Transaction will be completed as proposed or at all. 


Investors are cautioned that, except as disclosed in the Joint Information
Circular to be prepared in connection with the Transaction, any information
released or received with respect to the reverse take-over transaction described
herein may not be accurate or complete and should not be relied upon. Trading in
the securities of Veraz should be considered highly speculative. 


The TSXV in no way passed upon the merits of the proposed transaction and has
neither approved nor disapproved the contents of this press release. 


Forward Looking Statements

This press release contains certain statements which constitute forward-looking
statements or information ("forward-looking statements"), including statements
regarding Momentus' business and the anticipated timing of its seismic program
and drilling plans, the Transaction including the impact thereof on Veraz
shareholders, the timing of the Veraz shareholders meeting and the Momentus
shareholders meeting, the closing of the Transaction and the anticipated timing
thereof, and the anticipated size and closing of the Proposed Financings. Such
forward-looking statements are subject to numerous risks and uncertainties, some
of which are beyond Momentus' and Veraz's control, including the ability of
Momentus and Veraz to satisfy the conditions to completion of the Transaction,
the successful completion of the Proposed Financings and the final terms
thereof, the impact of general economic conditions, industry conditions,
volatility of commodity prices, currency fluctuations, environmental risks,
operational risks in exploration and development, competition from other
industry participants, the lack of availability of qualified personnel or
management, stock market volatility and the ability to access sufficient capital
from internal and external sources. Although Momentus and Veraz believe that the
expectations in their respective forward-looking statements are reasonable, they
are based on factors and assumptions concerning future events which may prove to
be inaccurate. Those factors and assumptions are based upon currently available
information. Such statements are subject to known and unknown risks,
uncertainties and other factors that could influence actual results or events
and cause actual results or events to differ materially from those stated,
anticipated or implied in the forward looking information. As such, readers are
cautioned not to place undue reliance on the forward looking information, as no
assurance can be provided as to future results, levels of activity or
achievements. The forward-looking statements contained in this document are made
as of the date of this document and, except as required by applicable law,
neither Veraz or Momentus undertake any obligation to publicly update or to
revise any of the included forward-looking statements, whether as a result of
new information, future events or otherwise. The forward-looking statements
contained in this document are expressly qualified by this cautionary statement.



About Momentus Energy Corp. 

Momentus is a private junior oil and gas company engaged in the exploration for
oil and natural gas reserves in Montana. 


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 release.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Veraz Petroleum Ltd.
Paul Baay
Chairman of the Board
[phone]


Momentus Energy Corp.
Paul Starnino
President and Chief Executive Officer
[phone]