Carmen Energy Inc. Announces Update Relating to Qualifying Transaction Cei.p: TSXV

CEI.P: TSXV

CALGARY, June 14, 2011 /CNW/ - In a news release dated April 25, 2011, Carmen Energy Inc. ("Carmen" or the "Corporation") announced its proposed qualifying transaction involving the acquisition of certain assets from four private companies for consideration comprised of a mix of cash and work commitments (collectively the "Acquisitions"). The Acquisitions, when completed, will collectively constitute the qualifying transaction of the Corporation pursuant to Policy 2.4 of TSX Venture Exchange Corporate Finance Manual. The information circular relating to the Acquisitions has been mailed to Carmen's shareholders for approval of the Acquisitions at the meeting of Carmen's shareholders to be held on June 27, 2011. Subject to shareholder approval, Carmen expects to close the Acquisitions immediately after the meeting.

Carmen has been advised by one of the private company vendors, Red Mountain Resources Inc. ("Red Mountain") (a company wholly-owned by Randy Harrison, a director of Carmen), that a statement of claim (the "Claim") was filed with the Court of Queen's Bench of Alberta on June 8, 2011 naming Red Mountain and Mr. Harrison as Defendants. The Claim relates to the Jumpbush assets which are to be acquired by Carmen as part of the Acquisitions. As outlined in the April 25, 2011 press release, as part of the Acquisitions, Carmen has agreed to acquire all of Red Mountain's 100% interest in the Jumpbush lands for the purchase price of $500,000 and a 5% non convertible overriding royalty. Carmen is not named as a Defendant in the Claim.

The Claim suggests that a joint venture relationship existed between the Plaintiff and Red Mountain on the Jumpbush lands and consequently when Red Mountain acquired its 100% interest in the Jumpbush lands, Red Mountain was obligated to inform the Plaintiff of its dealings relating to the subject lands and to extend to the Plaintiff the opportunity to acquire a 50% interest in the lands on the identical terms as acquired by Red Mountain. The Plaintiff is seeking an order requiring the Defendants to transfer and convey a 50% working interest in the subject lands. It is Carmen's understanding that Red Mountain and Mr. Harrison intend to defend the action and will be filing a statement of defence shortly. Red Mountain, Mr. Harrison and their legal counsel are of the view that Red Mountain and Mr. Harrison have a strong defence to the Claim.

Management of Carmen have reviewed the Claim in detail and consider it to be devoid of merit. Management and the independent directors of board of Carmen have resolved that Carmen continue with its proposed acquisition of the Jumpbush lands from Red Mountain.

About Carmen Energy Inc.: Carmen is a junior capital pool company that completed its initial public offering and obtained a listing on the TSXV in January of 2011. Prior to entering into the letters of agreement for the Acquisitions, Carmen did not carry on any active business activity other than reviewing potential transactions that would qualify as Carmen's qualifying transaction.

Advisory Regarding Forward-Looking Information and Statements

This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "will", "expects", "believe", "plans", "potential" and similar expressions are intended to identify forward-looking statements or information. More particularly and without limitation, this press release contains forward- looking statements and information concerning: the Acquisitions, the proposed qualifying transaction, statements with regards to the Claim and its effect on the Acquisitions and the qualifying transaction, the expected statement of defence, the merits of the Claim, the strength of the defence, the expected closing date of the qualifying transaction and the acquisitions. Readers should be cautioned that the foregoing list of forward-looking statements and information contained herein should not be considered exhaustive.

The forward-looking statements and information in this press release are based on certain key expectations and assumptions made by Carmen, including the satisfaction of the conditions of closing of the Acquisitions on the timing planned, and the receipt, in a timely manner, of regulatory and other required approvals. Although Carmen believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because Carmen can give no assurance that they will prove to be correct.

Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, loss of markets; incorrect assessment of the value of Acquisitions; incorrect assessment of the merit of the Claim or the strength of the defence; incomplete facts relating to the subject matter of the Claim; the unknown treatment of the Claim by the courts of Alberta; the failure to realize the anticipated benefits of the Acquisitions; failure to obtain the necessary regulatory approval, stock exchange and other regulatory approvals and on the timelines planned; risks that conditions to closing of the Acquisitions are not satisfied. Management has included the above summary of assumptions and risks related to forward-looking information provided in this press release in order to provide securityholders with a more complete perspective on Carmen's future operations and such information may not be appropriate for other purposes.

The forward-looking statements and information contained in this press release are made as of the date hereof and Carmen undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Completion of the Acquisitions and ancillary transactions forming the qualifying transaction of Carmen (collectively the "Transaction") is subject to a number of conditions, including but not limited to, final acceptance of the TSX Venture

Exchange and the requisite shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular which has been mailed to Carmen's shareholders and filed on Carmen's SEDAR profile at www.sedar.com, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this press release.

Neither the 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 press release.

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For further information:

Brian Doherty President and Chief Executive Officer (403) 537-5590

CO: Carmen Energy Inc

CNW 22:18e 14-JUN-11