Fortress Energy Inc.

Fortress Energy Inc.

September 18, 2009 09:12 ET

Fortress Energy Announces Pricing of Public Offering

CALGARY, ALBERTA--(Marketwire - Sept. 18, 2009) -


Fortress Energy Inc. ("Fortress" or the "Corporation") (TSX:FEI) announced today that it has priced its previously announced public offering (the "Offering") of common shares for gross proceeds of up to $11,000,220 (the "Common Shares") of which up to $3,000,270 may be issued as Flow-Through Shares (the "Flow-Through Shares").. In addition, Fortress has revised the Offering so that each Common Share will have attached thereto one common share purchase Warrant (the "Warrant") to form a Unit. Each Warrant will be exercisable into one common share at a price of $0.55 for a period of 24 months from the closing date of the Offering.

Fortress will issue up to a minimum of 18,182,000 Units and a maximum of 28,572,000 Units at a price of $0.385 per Unit. In the event that the minimum Offering of $7,000,070 of Units is attained, Fortress may issue up to 6,594,000 Flow-Through Shares at a price of $0.455 per Flow-Through Share, and such Flow-Through Shares in combination with the Units, shall not exceed in aggregate, the maximum Offering of $11,000,220.

The Offering is expected to close on or about September 30, 2009 and is subject to the usual conditions, including completion of documentation and receipt of applicable regulatory approvals.

Fortress plans to use net proceeds from the Offering to complete the asset acquisition announced on July 6, 2009 and fund the Corporation's 2009/2010 capital expenditure program.

Canaccord Capital Corporation is acting as sole agent for this financing.

Caution to Reader

A preliminary prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in certain jurisdictions of Canada. The preliminary prospectus is still subject to completion or amendment. Copies of the preliminary prospectus may be obtained from Canaccord Capital Corporation, 161 Bay Street, Suite 3000, P.O. Box 516, Toronto, Ontario, M5J 2S1, Telephone No. (416) 869-33492, Attention: Michael Chow. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued.

This news release contain contains forward-looking information, including without limitation statements concerning the closing of the Offering and the completion of the asset acquisition. The reader is cautioned that assumptions used in the preparation of such information, although considered reasonable by Fortress at the time of preparation, may prove to be incorrect. The actual results achieved in future periods will vary from the information provided herein and the variations may be material. In respect of the forward looking information provided herein, the reader should refer to those assumptions made by the Corporation and risks related thereto that are set forth in the Note Regarding Forward Looking Statements in the preliminary prospectus for the Offering. Consequently, there is no representation by Fortress that the actual results achieved during future periods will be the same in whole or in part as the information contained herein.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these 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. The securities have not 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 in the United States or to any U.S. person except in certain transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws.

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