RB Energy Inc.

RB Energy Inc.

February 05, 2015 08:00 ET

RB Energy Provides an Update on Sale and Investment Solicitation Process

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Feb. 5, 2015) - RB Energy Inc. (the "Company" or RB Energy") would like to provide an update on the Court approved sale and investor solicitation process (the "SISP").

CCAA proceedings

On October 14, 2014, following consultations with legal and financial advisors, the Company applied for and obtained an Initial Order (the "Order") to commence proceedings under the Companies' Creditors Arrangement Act ( "CCAA") in the Québec Superior Court in respect of the Company and its Canadian subsidiaries. The Court granted an initial stay of creditor proceedings to November 13, 2014, which was subsequently extended to April 30, 2015. During the CCAA proceedings, corporate activities and Québec Lithium care and maintenance operations are being funded by a US $13 million "Debtor-in-Possession" loan approved by the Court.

On November 13, 2014 the Court approved the SISP in order to actively seek a financial and restructuring solution to the Company's current situation in the form of an acquisition of all or a partial interest in its Québec lithium and Chilean iodine projects or of an investment in the Company and a restructuring of its financial obligations, for the benefit of all stakeholders. Rothschild, a leading global financial advisor and investment bank, was engaged by the Company to manage this process.

Operations

On October 7, 2014 the commissioning activities at Québec Lithium were stopped and the operations were put on care and maintenance. The Company does not anticipate operations at Québec Lithium to re-start unless and until the Company successfully emerges from the CCAA process.

The Company's iodine operations at Aguas Blancas continue in the normal course and have been unaffected by the CCAA proceedings. Production of iodine for 2015 is projected to be between 1,100 and 1,200 tonnes.

The SISP

Under the SISP, and with the assistance of Rothschild, RB Energy has actively solicited expressions of interest from third parties for the acquisition of all or a partial interest in its Québec lithium and Chilean iodine projects or for an investment in the Company and a restructuring of its financial obligations. Third parties that executed a non-disclosure agreement conducted preliminary due diligence over a period that ended on January 23, 2015, the deadline for submission of non-binding Letters of Intent ("LOI's").

The Company received a number of LOI's and, with its advisors, has reviewed these non-binding proposals. A number of parties were notified by January 31, 2015 that they had been selected as qualified bidders. These parties have been invited to continue to conduct due diligence with the goal of submitting final binding offers by March 27, 2015.

In order to safeguard the integrity of the SISP process, the details of all acquisition or investment proposals will be kept confidential other than the details of the winning bid(s) once the related transaction(s) is (are) approved by the Court and closed.

The future of the Company is dependent on the outcome of the SISP and CCAA process. There can be no assurance that the Company will be successful in negotiating a transaction(s) that will bring a satisfactory financial solution to its current situation, or that the Company's creditors and/or the Court will approve any proposed transaction, or that any solution will preserve any value for the Company's shareholders.

About RB Energy Inc.

RB Energy is a Canadian company formed pursuant to the arrangement involving Sirocco Mining Inc. and Canada Lithium Corp. It currently owns Aguas Blancas, an iodine producing mine in northern Chile, and Québec Lithium near Val d'Or, the geographical heart of the Québec mining industry. The Aguas Blancas mine is currently in production. The Québec Lithium has completed construction and, prior to going into care and maintenance on October 7, 2014, was in the commissioning phase. For more information regarding RB Energy, please refer to its public filings available at www.sedar.com.

Forward-Looking Statements

Certain information contained in this news release, including any information relating to the state of the lithium and iodine industries; statements regarding our ability and the timing to achieve and sustain commercial production and name-plate production levels of lithium; the ability to continue as a going concern and meet obligations as they become due, to obtain future financing or re-structure in order to successfully emerge from the CCAA proceedings; the outcome of the SISP process; any operations or production at Québec Lithium or Aguas Blancas; our ability to secure commercial orders from our customers; the listing or re-listing of our securities on any stock exchange; and our ability to become a material player in the lithium market are "forward-looking statements". These forward-looking statements relate to future events or future performance and reflect the Company's expectations regarding the future growth, results of operations, business prospects and opportunities of RB Energy. These forward-looking statements also reflect the Company's current internal projections, expectations or beliefs and are based on information currently available to the Company. In some cases forward-looking information can be identified by terminology such as "may", "will", "should", "expect", "intend", "plan", "anticipate", "believe", "estimate", "projects", "potential", "scheduled", "forecast", "budget" or the negative of those terms or other comparable terminology. The estimates and assumptions of RB Energy underlying the forward-looking statements in this news release may prove to be incorrect. Assumptions upon which such forward looking information include, among other things, the ability to continue as a going concern and meet obligations as they become due, to obtain future financing or re-structure in order to successfully emerge from the CCAA proceedings, successful and timely commissioning, ramp-up and production at the Québec Lithium Project; the lack of any further significant capital expenditures during the commissioning stage or to bring the hydrometallurgical process plant into production; the continuing support and cooperation of RB Energy's off-take partners; as well as financial predictions premised on such assumptions. Although the Company believes that the forward-looking information contained in this news release is based on reasonable assumptions, readers cannot be assured that actual results will be consistent with such statements. Accordingly, readers are cautioned against placing undue reliance on forward-looking information. RB Energy expressly disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, events or otherwise, except in accordance with applicable securities laws.

On behalf of the Board,

Richard P. Clark, President and CEO

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