Alter Nrg Corp.

Alter Nrg Corp.

May 25, 2012 18:54 ET

Alter NRG Corp.: News Release

CALGARY, ALBERTA--(Marketwire - May 25, 2012) - Alter NRG Corp. ("Alter NRG") (TSX:NRG) (OTCQX:ANRGF) announced today that it has issued its first draw down notice for an aggregate amount of $500,000 under its committed equity facility agreement with Haverstock Master Fund, Ltd. ("Haverstock") (the "CEF"). A maximum of 1,662,234 common shares of Alter NRG ("Common Shares") will be issued pursuant to the draw down (the "Draw Down") at a minimum price of $0.32 per Common Share discounted by six percent, representing a minimum issue price of $0.3008 per Common Share. A pricing supplement ("Pricing Supplement") setting out the specific terms of the Common Shares issuable pursuant to the Draw Down will be prepared and filed in due course. Closing of the draw down is currently scheduled to occur on or around June 8, 2012, subject to receipt of all regulatory approvals.

The CEF, the short form base shelf prospectus dated June 28, 2011 and the prospectus supplement dated August 26, 2011 respecting the distribution of Common Shares pursuant to the CEF have been filed and the Pricing Supplement will be filed under Alter NRG's profile on SEDAR at Copies of these documents are also available on request without charge from the Chief Financial Officer of Alter NRG at Unit 215, 4000 - 4th Street S.E., Calgary, Alberta, T2G 2W3 (telephone (403) 244-0111 or by faxing a written request to (403) 244-6866).


Alter NRG provides alternative energy solutions to meet the growing demand for environmentally responsible and economically viable energy in world markets. Alter NRG's primary objective is to further commercialize the Westinghouse Plasma Gasification Technology, through its wholly owned subsidiary, to provide renewable and clean energy solutions from a wide variety of feedstocks, and the syngas created can provide a wide variety of energy outputs - including liquid fuels like ethanol and diesel, electrical power, heat, steam, or replacing fuel oil.

This news release does not constitute an offer to sell Alter NRG securities or the solicitation of an offer to buy Alter NRG securities, nor is there to be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

Advisory Respecting Forward-Looking Information

This news release contains certain "forward-looking information" within the meaning of applicable securities laws. The use of the words "may" and "will" and similar expressions are intended to identify forward-looking information. In particular, but without limitation, this news release contains forward-looking information in respect of potential issuances of Common Shares, the preparation and filing of the Pricing Supplement and the closing of the Draw Down.

Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking information contained in this news release. The forward-looking information included in this news release is not a guarantee of future performance and should not be unduly relied upon. Forward-looking information reflects management's current beliefs and assumptions, based on information currently available to management including information derived from the terms and conditions of the CEF.

A number of factors, risks and uncertainties could cause actual results to differ materially from the results discussed in the forward-looking information, many of which are beyond the control of the Alter NRG. Among the material factors that could cause actual results to differ materially from those indicated by such forward-looking information are: not receiving the regulatory approvals, including the further approvals that may be sought from securities regulatory authorities or the Toronto Stock Exchange, in the timelines required or at all, for reasons currently unforeseen to Alter NRG the completion and filing of the Pricing Supplement or the closing of the Draw Down may not occur on the timelines anticipated or at all as well as those factors discussed in or referred to under the heading "Risk Factors" in Alter NRG's Annual Information Form for the year ended December 31, 2011 which is available under Alter NRG's profile on SEDAR at

Alter NRG cautions that the foregoing list of risks and uncertainties is not exhaustive. The forward-looking information contained in this news release speaks only as of the date of this news release, and Alter NRG assumes no obligation to publicly update or revise them to reflect new events or circumstances, except as may be required pursuant to applicable securities laws.

The Toronto Stock Exchange does not accept responsibility for the adequacy or accuracy of this release.

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