Alter NRG Corp.
TSX : NRG
OTCQX : ANRGF

Alter NRG Corp.

June 07, 2012 16:56 ET

Alter NRG Corp.: News Release

CALGARY, ALBERTA--(Marketwire - June 7, 2012) - Alter NRG Corp. ("Alter NRG" or the "Corporation") (TSX:NRG) (OTCQX:ANRGF) announced today that it has completed its first draw down for $100,000 under its committed equity facility agreement with Haverstock Master Fund, Ltd. ("Haverstock") (the "CEF"). 327,332 common shares of Alter NRG ("Common Shares") were issued pursuant to the draw down (the "Draw Down") at a price of $0.3055 per Common Share.

The draw down notice issued on May 25, 2012, contemplated drawing down an aggregate amount of $500,000. However, based on the $0.32 minimum price set and the actual trading price of Common Shares following the draw down notice, pursuant to the terms of the CEF, the gross proceeds were $100,000. This was not unexpected as the minimum price is established to protect the Corporation.

Walter Howard, Chief Executive Officer of Alter NRG states that "The draw down on the CEF was not well received by our shareholders but was intended to reinforce the financial stability of Alter NRG in the eyes of commercial targets. As at March 31, 2012, the Corporation's working capital balance was $5.4 million and the Corporation expects to be cash flow positive in 2012. At this time the Corporation has no plans to make additional draws against the CEF".

The CEF, the short form base shelf prospectus dated June 28, 2011, the prospectus supplement dated August 26, 2011 and the pricing supplement dated June 5, 2012 (the "Offering Documents"), respecting the distribution of Common Shares pursuant to the CEF have been filed under Alter NRG's profile on SEDAR at www.sedar.com. The pricing supplement, as filed, contains a summary of the statutory rights of withdrawal and rescission with respect to the Common Shares issued pursuant to the Draw Down, as prescribed by the exemptive relief decision of the securities regulators in each of the provinces of Canada, except Quebec granted to the Corporation in respect of the CEF on May 20, 2011. Copies of the Offering 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).

ABOUT ALTER NRG

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 the use of the CEF, future financing needs and cash flows.

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: changes in Alter NRG's anticipated cash flows and the Corporation's future usage of the CEF, 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 www.sedar.com.

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.

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