Mr. Brian Harris reports

RUSSELL BREWERIES INC. CLOSES PRIVATE PLACEMENT

Russell Breweries Inc. has closed the non-brokered private placement of units announced previously on March 18, 2013.

Under the private placement, the company issued 9.64 million units at a purchase price of five cents per unit, for aggregate gross proceeds of $482,000. Each unit is composed of one common share in the capital of the company and one non-transferable share purchase warrant. Each warrant entitles the holder to purchase one additional common share at a price of 10 cents for a period of two years from closing the private placement. The term of the warrants is subject to an acceleration right at the option of the company, provided that the daily volume-weighted average trading price of the common shares is 15 cents or higher for at least 10 consecutive trading days and the company has provided warrantholders with 30 days prior written notice of the accelerated exercise date.

The securities issued pursuant to the private placement will be subject to a hold period of four months and one day from the date of issue in compliance with applicable securities laws and the rules of the TSX Venture Exchange. The net proceeds from the private placement will be used for general working capital requirements.

Certain directors and officers of the company have acquired units under the private placement. Any such participation is considered to be a related-party transaction as defined under Multilateral Instrument 61-101. The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any units issued to, nor the consideration paid by, such persons exceeds 25 per cent of the company's market capitalization.