MCW Energy Group Announces Proposed Debt Transaction

TORONTO, ONTARIO--(Marketwired - Nov. 3, 2015) - MCW Energy Group Limited ("MCW") (TSX VENTURE:MCW)(OTCQX:MCWEF), a Canadian holding company involved in the production of oil from Utah's oil sands and development of environmentally-friendly oil sands technologies, announces it has entered into a non-binding term sheet for a proposed non-convertible note financing for up to US$4.915 million (the "Proposed Loan"). The Proposed Loan would include interest at a rate of 10% per annum compounded quarterly and payable on the maturity date five years from closing. MCW would grant a security interest to the lender under a general security agreement covering all of the assets of MCW. MCW also anticipates issuing shares to a finder in consideration for introducing the lender to MCW.

In connection with the Proposed Loan, MCW would issue warrants to the lender to purchase up to such number of common shares in the capital of MCW equal to the Canadian Dollar equivalent of the original principal amount of the Proposed Loan divided by $0.65, exercisable at $0.65 per share for a period of five years.

All securities issuable pursuant to the financing will be subject to a four-month hold period. The proceeds will be used by MCW on capital expenditures on its oil sands plant facility in Asphalt Ridge, Utah, as well as for working capital. The financing is subject to all necessary approvals including the directors of MCW and the TSX Venture Exchange and the negotiation and execution of definitive agreements. Further details of the Proposed Loan and the securities being issued will be announced upon completion of the transaction.

About MCW Energy Group Limited

MCW Energy Group Limited is focused on value creation via the development and implementation of (i) proprietary, environmentally-friendly oil sands extraction technologies and remedial tailings ponds project solutions, (ii) expanding production capacities of its now operational oil sands project in Asphalt Ridge, Utah, (iii) and the formulation of worldwide joint ventures and the licensing of oil sand opportunities with private and governmental resource entities within countries possessing extensive oil sands/shale deposits. MCW's management team is comprised of individuals who have extensive knowledge in both conventional and unconventional oil and gas projects and production, both in upstream and downstream industry sectors.

The information in this news release includes certain information and statements about management's view of future events, expectations, plans and prospects that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward looking statements. Forward-looking statements in this news release, include, but are not limited to, the approval of the transactions contemplated herein by the TSX Venture Exchange, the commercial viability of the technology and the extraction plant, economic performance and future plans and objectives of MCW, and the commercial production of oil from MCW's oil sands extraction plant in Asphalt Ridge, Utah. Any number of important factors could cause actual results to differ materially from these forward-looking statements as well as future results. Although MCW believes that the expectations reflected in forward looking statements are reasonable, they can give no assurances that the expectations of any forward looking statements will prove to be correct. Except as required by law, MCW disclaims any intention and assumes no obligation to update or revise any forward looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise.

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.