Advantage Provides Update on Disposition of Non-Core Assets

         Advantage Provides Update on Disposition of Non-Core Assets

PR Newswire

CALGARY, March 28, 2013


CALGARY, March 28, 2013 /PRNewswire/ - Advantage Oil & Gas Ltd. ("Advantage"
or the "Corporation") (TSX: AAV) (NYSE: AAV) provides the following update:

Non-Core Asset Disposition to Questfire Energy Corp.

  *The previously announced transaction with Questfire Energy Corp.
    ("Questfire") (a TSX-V listed company) for the sale of substantially all
    of Advantage's remaining non-core assets consisting of approximately 5,900
    boe/d of production has been modified as follows:

       *The transaction is now anticipated to close on or before April 30,
         2013 and is subject to satisfaction of customary closing conditions
       *The consideration will consist of $40 million of cash, a $44 million
         Convertible Senior Secured Debenture (the "Debenture") and 1.5
         million Class B shares. All net revenues accruing as part of
         customary closing adjustments between the effective date of November
         1, 2012 and the closing date will be paid to Advantage in cash
         thereby reducing the principal amount of the debenture.
       *Advantage retains an option to appoint two board members to the Board
         of Directors of Questfire Energy Corp.

  *The net cash proceeds from this transaction will be used to reduce
    outstanding bank indebtedness.

  *Upon closing of the non-core asset dispositions, Advantage's major assets
    will consist of our signature Glacier Montney property, our 45% interest
    in Longview Oil Corp. and the Questfire Debenture.

  *Advantage's credit facility will be revised due to the non-core asset
    dispositions and is currently under review.

The  information  in  this  press  release  contains  certain  forward-looking 
statements,  including  within  the  meaning  of  the  United  States  Private 
Securities Litigation Reform Act  of 1995. These  statements relate to  future 
events or  our future  intentions or  performance. All  statements other  than 
statements   of   historical   fact   may   be   forward-looking   statements. 
Forward-looking statements are often, but not always, identified by the use of
words  such   as  "seek",   "anticipate",  "plan",   "continue",   "estimate", 
"demonstrate", "expect",  "may",  "will", "project",  "predict",  "potential", 
"targeting", "intend",  "could",  "might", "should",  "believe",  "would"  and 
similar expressions and include statements relating to, among other things the
terms of non-core property dispositions  and anticipated timing of  completion 
thereof;  strategic  alternatives   process  and   the  anticipated   benefits 
therefrom; anticipated review of the Corporations Credit Facility expected use
of proceeds from non-core property dispositions; expected production from  the 
Glacier area  and for  the Corporation  as  a whole;  test rates;  our  future 
operating and financial results; supply and  demand for crude oil and  natural 
gas; projections  of  royalty rates  and  operating costs;  the  Corporation's 
drilling and completion plans; plans for development of the Upper, Middle  and 
Lower Montney;  the  Corporation's business  strategy  and it  plans  for  its 
assets; and the  Corporation's expectations regarding  its ability to  protect 
Advantage's business  in the  current industry  and economic  environment.  In 
addition, statements relating to  "reserves" or "resources"  are deemed to  be 
forward-looking statements, as they involve  the implied assessment, based  on 
certain estimates and assumptions, that  the resources and reserves  described 
can be profitably produced in the future.

Advantage's actual decisions, activities, results, performance or  achievement 
could  differ  materially  from  those  expressed  in,  or  implied  by,  such 
forward-looking statements and, accordingly, no  assurances can be given  that 
any of the events anticipated by the forward-looking statements will transpire
or occur or, if any of them do, what benefits that Advantage will derive  from 

These  statements   involve   substantial   known  and   unknown   risks   and 
uncertainties, certain of which are beyond Advantage's control, including: the
impact of general economic conditions; the intended use of the net proceeds of
any disposition of non-core assets might  change if the board of directors  of 
Advantage determines that it  would be in the  best interests of Advantage  to 
deploy the proceeds for some other  purpose; failure to complete the  non-core 
property dispositions,  failure to  realize the  benefits from  or complete  a 
transaction  pursuant   to  the   strategic  alternative   process;   industry 
conditions;  actions  by  governmental  or  regulatory  authorities  including 
increasing taxes, changes in investment  or other regulations; changes in  tax 
laws, royalty  regimes and  incentive programs  relating to  the oil  and  gas 
industry; Advantage's success at acquisition, exploitation and development  of 
reserves; unexpected drilling results,  changes in commodity prices,  currency 
exchange rates, capital expenditures, reserves or reserves estimates and  debt 
service requirements;  the occurrence  of unexpected  events involved  in  the 
exploration for, and the operation and development of, oil and gas properties;
hazards such  as fire,  explosion, blowouts,  cratering, and  spills, each  of 
which could  result in  substantial damage  to wells,  production  facilities, 
other  property  and  the  environment  or  in  personal  injury;  changes  or 
fluctuations in production  levels; competition from  other producers;  credit 
risk; individual well productivity; changes in laws and regulations  including 
the adoption of new environmental laws and regulations and changes in how they
are interpreted and  enforced; fluctuations  in commodity  prices and  foreign 
exchange and interest  rates; stock market  volatility and market  valuations; 
liabilities  inherent  in  oil  and  natural  gas  operations;   uncertainties 
associated with  estimating oil  and natural  gas reserves;  competition  for, 
among other things, capital, acquisitions  of reserves, undeveloped lands  and 
skilled  personnel;  incorrect  assessments  of  the  value  of  acquisitions; 
geological, technical, drilling and processing problems and other difficulties
in producing petroleum  reserves; obtaining required  approvals of  regulatory 
authorities and  ability  to  access  sufficient  capital  from  internal  and 
external sources. Many of  these risks and  uncertainties and additional  risk 
factors are described in  the Corporation's Annual  Information Form which  is 
available at and Readers are also  referred 
to risk factors  described in  other documents Advantage  files with  Canadian 
securities authorities.

With respect to  forward-looking statements contained  in this press  release, 
Advantage has made  assumptions regarding  among other  things: conditions  in 
general economic and financial markets; effects of regulation by  governmental 
agencies; current commodity prices and royalty regimes; future exchange rates;
royalty  rates;  future  operating  costs;  availability  of  skilled   labor; 
availability of drilling and related  equipment; timing and amount of  capital 
expenditures; and the impact of increasing competition.

These forward-looking statements are made as of the date of this press release
and Advantage  disclaims  any intent  or  obligation to  update  publicly  any 
forward-looking statements, whether  as a  result of  new information,  future 
events  or  results  or  otherwise,  other  than  as  required  by  applicable 
securities laws.

Barrels of oil  equivalent (boe) may  be misleading, particularly  if used  in 
isolation. A boe conversion ratio has been calculated using a conversion  rate 
of six  thousand cubic  feet  of natural  gas  to one  barrel  of oil.  A  boe 
conversion ratio of 6 mcf:1 bbls is based on an energy equivalency  conversion 
method primarily applicable at the burner  tip and does not represent a  value 
equivalency at the wellhead. Given that  the value ratio based on the  current 
price of crude oil as compared to natural gas is significantly different  from 
the energy equivalency of 6:1,  utilizing a conversion on  a 6:1 basis may  be 
misleading as an indication of value.

Any references  in  this  press  release  to  initial  and/or  final  test  or 
production rates  are  useful  in confirming  the  presence  of  hydrocarbons, 
however, such rates  are not determinative  of the rates  at which such  wells 
will commence production and decline  thereafter. These test results are  not 
necessarily indicative of long-term performance or ultimate recovery.

SOURCE Advantage Oil & Gas Ltd.


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