Alexander Energy Ltd
TSX VENTURE : ALX

December 10, 2013 22:38 ET

Alexander Energy Ltd. Announces Closing of Recapitalization and Appointment of New Management Team

CALGARY, ALBERTA--(Marketwired - Dec. 10, 2013) - Alexander Energy Ltd. (TSX VENTURE:ALX) -

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.

Alexander Energy Ltd. ("Alexander" or the "Corporation") is pleased to announce that it has received the written consent of a majority of its shareholders to: (i) its previously announced non-brokered private placement of up to an aggregate of approximately $26.5 million (the "Private Placement"); and (ii) the appointment of a new management team and board of directors (collectively, the "New Management Team").

Alexander is also pleased to announce that it has today closed an initial tranche of the Private Placement (the "Initial Closing"), issuing an aggregate of 119,735,183 units ("Units") at a price of $0.15 per Unit for gross proceeds of approximately $17.9 million to the New Management Team and certain other individuals identified by the New Management Team. Each Unit is comprised of one common share of Alexander ("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. Alexander will close the remaining portion of the Private Placement at a future date, currently anticipated to occur in late December but, in any event, not later than January 14, 2014. The Private Placement remains subject to the final approval of the TSX Venture Exchange.

Alexander is also pleased to announce that, following the Initial Closing, the previously announced appointment of the New Management Team was completed. The New Management Team is 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. The board of directors of Alexander is now comprised of Richard McHardy, Michael Stark, Don Archibald, Reg Greenslade and Grant Greenslade. Sanjib Gill has been appointed as Corporate Secretary. It is anticipated that the shareholders of Alexander will be asked to approve, at a special meeting of shareholder called for such purpose, a change of the Corporation's name to "Spartan Energy Corp."

In conjunction with the completion of the Initial Closing, Alexander has granted options to acquire 19,163,332 Common Shares, 17,055,365 of which were granted to the new directors and officers of Alexander. Each grant of options is for a five year term. The options vest over three years (1/3 on each of the first, second and third anniversary of the grant date). The options are exercisable at a price of $0.20 Common Share.

Alexander confirms that it intends to conduct the previously announced rights offering (the "Rights Offering") by way of a rights offering circular which will be mailed to all shareholders as of the record date for such offering (the "Record Date"). Pursuant to the Rights Offering, each shareholder as of the Record Date will be issued one right ("Right") for each Common Share held on the Record Date, entitling that holder to purchase one Common Share for every eight 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, including Common Shares issued as part the Units 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 TSX Venture Exchange.

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, and, more particularly, statements concerning the completion of the Private Placement and the Rights Offering and the number of securities issued by way of the Private Placement and the Rights Offering.

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, regulatory and third party approvals, as well as the satisfaction of other conditions pertaining to the completion of the Private Placement and the Rights Offering.

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, regulatory and third party approvals not being obtained in the manner or timing anticipated, 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, Alexander does not undertake any obligation to publicly update or revise any forward-looking statements.

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.

Contact Information

  • Alexander Energy Ltd.
    Richard (Rick) McHardy
    President and Chief Executive Officer
    403.265.6444
    403.264.1348 (FAX)

    Alexander Energy Ltd.
    Michelle Wiggins
    Vice President, Finance and Chief Financial Officer
    403.265.6444
    403.264.1348 (FAX)