Outlook Resources Inc.
TSX VENTURE : OLR

Outlook Resources Inc.

March 25, 2008 10:11 ET

Outlook Announces a $6.7 Million Private Placement to Convert Waste Into Energy

SELKIRK, MANITOBA--(Marketwire - March 25, 2008) - Outlook Resources Inc. (TSX VENTURE:OLR) ("Outlook" or "the Company") today announced that the Company proposes to raise up to $6.7 million by way of a non-brokered private placement offering of Units. The Company will own 75% of Prairie Bio Energy Inc. (PBE) upon completion of the financing and a payment of $744,000 to retire a consolidated debt on behalf of PBE.

Prairie Bio Energy Inc. is the developer of an innovative, patent-pending conversion process that creates a proprietary renewable fuel product ("Prairie Bio-Cubes®") out of a combination of agricultural, municipal and industrial residues. These residues or wastes, which would otherwise have ended up in landfills, are instead converted into a renewable energy product that is essentially carbon-neutral. Comparable in energy content to Lignite coal, Prairie Bio-Cubes® can deliver in excess of 7,500 BTUs of heat energy per pound without increasing carbon emissions. Outlook has secured a contract with the waste management giant BFI Canada Inc that will supply Outlook and PBE with non-hazardous waste materials for the production of the Prairie Bio-Cubes®. In return, BFI has an option to acquire a 50% interest in Outlook's first Prairie Bio-Cube® production facility.

Outlook proposes to sell 3,750 Units priced at $1,800 per Unit for a maximum raise of $6,750,000 by way of an offering memorandum and subscription agreements. Each $1,800 Unit will consist of common shares, share purchase Warrants and a Convertible Promissory Note as follows:

(i) 10,000 Common Shares priced at $0.06; and

(ii) 10,000 non-transferable common share purchase Warrants (book value of nil), whereby each purchase Warrant will be exercisable at a price of $0.10 for the first twelve months after the closing of the offering and in the second twelve-month period will be exercisable at a price of $0.15. Unexercised Warrants shall expire on the second anniversary of the offering; and

(iii) one (1) Convertible Promissory Note priced at $1,200 that entitles the holder to interest of 10% per year payable semi-annually in advance; convertible into common shares of the Company at the rate of 12,000 common shares for each $1,200 Convertible Promissory Note or $0.10 per Share, in the first year following the closing date, and convertible into 8,000 common shares for each $1,200 Convertible Promissory Note or $0.15 per Common Share in the second year following the closing date of the offering. The Convertible Promissory Notes shall be redeemable by the holder or retractable by the Company on and after the second anniversary of closing. The 10% annual interest shall continue to be payable semi-annually in advance until the Convertible Promissory Notes have been converted into common shares, redeemed or retracted. In the event the closing price of the common shares of the Company remains at or above $0.20 for twenty (20) consecutive trading days, and the 20th trading day is at least six (6) months from the Closing Date of the offering and less than one (1) year from the Closing Date the Convertible Promissory Notes shall be converted into common shares at $0.10 per share. In the event that the closing price of the common shares of the Company remains at or above $0.30 for twenty (20) consecutive trading days at least one (1) year from the Closing Date of the offering and less than two (2) years from the Closing Date of the offering, the Convertible Promissory Notes shall be converted into common shares at $0.15 per share.

Finder's fees of 10% will be payable to licensed brokers in accordance with regulatory policy.

President and CEO of Outlook, John Bottomley, commented "We are extremely pleased to have reached this important milestone. The opportunity before us represents unprecedented value for our shareholders in terms of both revenue generation and progression towards our goal of producing a cost effective, renewable fuel alternative. Establishing our first Prairie Bio-Cube® processing facility with the proceeds of this financing will serve to solidly position Outlook's shareholders in the renewable energy industry as business, government and private citizens seek to find sound solutions to the ever increasing economic and environmental cost of using non-renewable fossil fuels."

Proceeds from this offering will be used for the acquisition and installation of the equipment necessary to construct the planned Prairie Bio-Cube® production facility, and to satisfy the working capital requirements of the production facility during the anticipated four-month construction period. The balance of the proceeds of the offering will be used to satisfy Outlook's financial commitments related to the acquisition of Prairie Bio Energy and by Outlook for general working capital requirements of the Company.

About Outlook Resources Inc.

Outlook is focused on delivering cost effective alternative energy solutions that can help to improve our environment. As the cost of using fossil fuels continues to increase, the Company in cooperation with Prairie Bio Energy Inc. and with the assistance of BFI Canada plans to produce a unique renewable fuel product from agricultural, industrial and municipal biomass residues. This renewable fuel product, Prairie Bio-Cubes®, is comparable to Lignite coal in form and use (i.e. heat value and energy potential per pound or kilogram). Prairie Bio-Cubes® are produced by a patent-pending densification process that combines 50% agricultural waste with a mixture of paper, waste wood and cardboard residues. These residues would otherwise contribute to our growing waste and pollution problems. By recovering these waste products and using them to create a renewable, carbon-neutral energy product, Outlook has found a unique way to help assuage our energy and pollution crises.

Outlook has approximately 88.5 million shares issued and outstanding listed on the TSX Venture Exchange under the symbol "OLR".

To find out more about Outlook Resources (TSX VENTURE:OLR), please visit our website at www.outlookresources.com.

Should you wish to receive Company news via email, please email sasha@chfir.com and specify "Outlook Resources" in the subject line.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

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