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Last updated on April 17, 2014 at 12:17 EDT

LEC to acquire 100% of Territory Biofuels Limited

January 13, 2014

VANCOUVER, Jan. 13, 2014 /CNW/ – Lignol Energy Corporation (TSXV: LEC)
(“LEC” or the “Company”), has agreed to acquire all of the outstanding
and issued ordinary shares of Territory Biofuels Limited (“TBF”) and
thereby increase its ownership of TBF from 55% to 100%. TBF owns the
largest biodiesel plant in Australia with an annual capacity of 140
million liters with plans to re-start operations in the second half of
2014.

LEC’s offer to acquire all of the 4,771,367 outstanding ordinary TBF
shares owned by other TBF shareholders, in exchange for the issue of
2.5 LEC common shares for each TBF ordinary share, will result in the
issue of an additional 11,928,419 common shares of LEC. LEC’s offer
has been accepted by all of TBF’s remaining shareholders and is subject
to TSX Venture Exchange approval. The closing of this acquisition is
expected to be completed on or before January 31, 2014, at which time
TBF will become a wholly owned subsidiary of LEC.

Upon the closing of the transaction, the total number of LEC issued and
outstanding shares will be 164,019,087 (227,992,425 on a fully diluted
basis).

Neither TSX Venture Exchange nor its Regulation Services Provider (as
that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.

About Territory Biofuels Limited

TBF owns a large scale biorefining facility located in Darwin, Northern
Territory which includes a Lurgi-designed biodiesel plant and the
largest glycerine refinery in Australia. The facility was commissioned
in 2008 at a cost of A$80 million, along with 38 million litres of
related tankage, now leased by TBF. The biodiesel plant is the largest
in Australia with a rated capacity of 140 million litres per year. The
plant was originally built to run on palm oil and food-grade vegetable
oil, however the plant was shut down in 2009 due to challenging
technical and economic conditions. TBF is in the process of raising
funds to restart the existing facility utilizing environmentally
certified, Refined Bleached & Deodorized (RBD) palm oil. In 2015, TBF
plans to integrate new feedstock pre-treatment technologies and
catalysts to process a broader range of feedstocks such as lower
quality tallow, used cooking oil and palm sludge oil; a waste product
from palm oil mill extraction.

About Lignol Energy Corporation (“LEC”)

Lignol Energy Corporation is an emerging producer of biofuels,
biochemicals and renewable materials from waste. LEC owns 100% of
Lignol Innovations Ltd. (“LIL”), 55% of Territory Biofuels Limited
prior to the transaction described above, 21% of Australian Renewable
Fuels Limited (“ARW”), 51% of Neutral Fuels (Melbourne) Pty Ltd
(“Neutral Fuels Melbourne”) and 20% of Neutral Fuels Parent Company Ltd
(“Neutral Fuels”). The Company intends to invest in, or otherwise
obtain, equity interests in energy related projects, which have
synergies with the Company and have the potential to generate near term
cash flow. Further information is available on the Company’s website at
www.lignol.ca.

Caution concerning forward-looking statements:

Certain statements contained in this document may constitute
forward-looking information within the meaning of applicable securities
laws. Such forward-looking statements or information include, without
limitation, statements or information about the purchase of ordinary
shares of TBF from the other TBF shareholders, TBF’s ability to
finance, restart and profitably operate its 140 million liter per year
biodiesel plant and glycerine refinery. Often, but not always, forward
looking statements or information can be identified by the use of words
such as “plans”, “expects” or “does not expect”, “is expected”,
“budget”, “scheduled”, “estimates”, “forecasts”, “intends”,
“anticipates” or “does not anticipate”, or “believes” or variations of
such words and phrases or words and phrases that state or indicate that
certain actions, events or results “may”, “could”, “would”, “might” or
“will” be taken, occur or be achieved.

Such statements or information reflect LEC’s current views with respect
to future events and are subject to certain risks, uncertainties and
assumptions including, without limitation, LEC’s ability to raise
additional capital to fund operations and to support the capital
requirements of its affiliates, TBF may in the future issue shares in
connection with the raising of capital or the repayment of debt or
other obligations, which could result in LEC owning less than 100% of
TBF, TBF’s ability to successfully operate the Darwin facility and to
generate revenues and cash flow, TBF’s ability to integrate new
pretreatment technologies and catalysts to facilitate the processing of
a broad range of lower cost feedstocks, LEC’s ability to continue as a
going concern and to raise additional financing to fund the operations
of LEC and LIL, to support the financing requirements of TBF and LEC’s
planned investment in Neutral Fuels, Neutral Fuels and Neutral Fuels
Melbourne’s ability to maintain a profitable working relationship with
McDonald’s restaurants, LEC’s ability to invest in, or otherwise
obtain, equity interests in energy related projects which have
technical and commercial synergies with the Company and which have the
potential to generate future dividends and near term cash flow, the
requirements of the potential effect of changes in government policy
relating to the environment, and incentives for renewable fuels, the
potential impact of changes in the prices of feedstock and the market
price of liquid fuels including biodiesel, ethanol and renewable
chemicals, the ability of LEC and its affiliates to generate future
profits and to pay dividends, and to meet increasing regulatory
requirements, LIL’s ability to finance and complete the development of
a commercial project, LIL’s ability to develop products and to obtain
off-take agreements, LEC’s reliance on publically available information
of ARW in its evaluation of its acquisition of shares in ARW, the
potential inability to divest the ARW ordinary shares due to modest
trading volumes, the potential inability to divest the ordinary shares
LEC owns of TBF, the ability of ARW and Neutral Fuels to market their
products and to meet relevant regulatory requirements, the estimated
cost of any future TBF capital investment, the fluctuation of biodiesel
and feedstock prices, and the effect of changes in government policy
relating to the environment.

Many factors could cause LEC’s actual results, performance or
achievements to be materially different from any future results,
performance or achievements that may be expressed or implied by such
forward looking statements or information, including among other
things, financial market conditions which will impact LEC’s ability to
finance its operations and to meet future capital and investment
requirements, the demand for the market price of liquid fuels including
gasoline, biodiesel, ethanol, the market price and demand for renewable
chemicals, risks relating to the protection of technology from
infringement and those risk factors which are discussed elsewhere in
documents that LEC files from time to time with securities and other
regulatory authorities. Should one or more of these risks or
uncertainties materialize, or should assumptions underlying the
forward-looking statements or information prove incorrect, actual
results may vary materially from those described herein as intended,
planned, anticipated, believed, estimated or expected. Except as
required by law, LEC expressly disclaims any intention or obligation to
update or revise any forward looking statements and information whether
as a result of new information, future events or otherwise. All written
and oral forward-looking statements and information attributable to us
or persons acting on our behalf are expressly qualified in their
entirety by the foregoing cautionary statements.

SOURCE Lignol Energy Corporation


Source: PR Newswire