AMG Bioenergy Resources Holdings Ltd.

TSX VENTURE : ABG


AMG Bioenergy Resources Holdings Ltd.

November 26, 2012 13:51 ET

AMG Bioenergy Resources Holdings Ltd.: Update to News Release Dated August 28, 2012

CALGARY, ALBERTA--(Marketwire - Nov. 26, 2012) - AMG Bioenergy Resources Holdings Ltd. (the "Company") (TSX VENTURE:ABG), a Canadian publicly traded company, wishes to provide an update to its News Release dated August 28, 2012 respecting a non-binding Letter of Intent (the "Non-Binding LOI") the Company signed with Eco-Energy China Group, Inc. ("EEC").

Consummation of the transaction (the "Transaction") contemplated by the Non-Binding LOI is subject to numerous conditions. As described in the Company's August 28, 2012 News Release, one such condition is the execution of a definitive agreement by not later than March 31, 2013. Provided such an agreement is executed it would be subject to further conditions, and, to the extent appropriate for transactions of the type and size of the Transaction, it would contain customary representations, warranties, covenants, indemnities and other ancillary agreements. The Non-Binding LOI does not provide details respecting a purchase price or the manner in which any purchase price would be satisfied (whether through cash, shares or otherwise).

The intent of the Company in executing the Non-Binding LOI was primarily to describe a general understanding respecting an assessment of the possibility of entering a definitive agreement to acquire EEC's 10,000 hectares of Jatropha plantation assets in Guizhou province, PRC, as well as its right to further plant 30,000 hectares of Jatropha in the same area. In making this assessment, the Non-Binding LOI provides that the Company may request from EEC certain information respecting its business and assets, including valuation, engineering and financial information. EEC has agreed, in a non-binding manner, to provide this information and a feasibility study with respect to its proposed biodiesel business and operations, all at EEC's sole cost and expense.

As at the date hereof, there is no assurance the Company will consummate the Transaction. In the event the Company decides to proceed with the Transaction, the Company will disseminate a further News Release to announce this decision.

About AMG Bioenergy Resources Holdings Ltd.

The Company has been active in research and development of bio-fuel feedstock and biodiesel conversion with the intent of developing a business producing jatropha as a bio-fuel feedstock in the People's Republic of China and other parts of Asia.

ON BEHALF OF THE BOARD

Lee Shoong Lim, Managing Director

"This news release may contain "forward-looking information" (as defined in applicable Canadian securities legislation). Forward-looking information is based on expectations, estimates and projections, and it addresses future events and conditions. Such information is 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. Readers are cautioned not to place undue reliance on forward-looking information, as no assurances can be given as to future results, levels of activity or achievements."

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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