Bengal Energy Ltd.
TSX : BNG

Bengal Energy Ltd.

March 24, 2011 15:56 ET

Bengal Energy Ltd. Announces $20 Million Bought Deal Financing

CALGARY, ALBERTA--(Marketwire - March 24, 2011) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Bengal Energy Ltd. (TSX:BNG) ("Bengal" or the "Company") is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by Wellington West Capital Markets Inc. (the "Underwriters") whereby the Underwriters will purchase, on a bought deal basis, 11,112,000 common shares of the Company ("Common Shares") at a price of $1.80 per Share, for gross proceeds of $20,001,600 (the "Offering"). The Company has also granted the Underwriters an over-allotment option to purchase up to an additional 1,666,800 Common Shares on the same terms as the Offering for further gross proceeds of up to $3,000,240, which would increase the gross proceeds from the Offering to $23,001,840 (if fully exercised).

The Common Shares will be sold by way of a short form prospectus to be filed in all of the provinces of Canada, except Québec, and in certain other jurisdictions on a private placement basis. The Offering is scheduled to close on or about April 14, 2011 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Toronto Stock Exchange.

The net proceeds received by the Company from the Offering will be used to further exploration activities on the Company's oil and gas properties.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration is available.

About Bengal

Bengal Energy Ltd. is an international junior oil and gas exploration and production company with assets in Australia and India. The Company is committed to growing shareholder value through international exploration, production and acquisitions. Bengal trades on the TSX under the symbol BNG. Additional information is available at www.bengalenergy.ca.

Forward-Looking Statements

This news release may include certain statements that may be deemed to be "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. Such statements relate to possible future events. All statements other than statements of historical fact may be forward looking statements. Specific statements contained within this release which may be considered forward looking statements include statements regarding the anticipated closing date of the Offering and the expected amount and use of proceeds of the Offering. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements.

Although Bengal's forward-looking statements are based on the beliefs, expectations, opinions and assumptions of the Company's management on the date the statements are made, such statements are inherently uncertain and provide no guarantee of future performance. Actual results may differ materially from Bengal's expectations as reflected in such forward-looking statements as a result of various factors, many of which are beyond the control of the Company. The forward-looking statements are based on certain key expectations and assumptions made by Bengal, including the anticipated receipt of regulatory approvals including the approval of the Toronto Stock Exchange. Although Bengal believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Bengal can give no assurance that they will prove to be correct. The closing of the Offering could be delayed or the Offering may not close at all if the required approvals are not obtained on a timely basis or some other condition to the Offering is not satisfied. Bengal does not assume any obligation to update forward-looking statements if circumstances or management's beliefs, expectations or opinions should change, and investors should not attribute undue certainty to, or place undue reliance on, any forward-looking statements. Please consult Bengal's public filings at www.sedar.com for further, more detailed information concerning these matters.

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