Werklund Capital Corporation ("WCC") in connection with a non-brokered private
placement (the "Private Placement") by Phoenix Oilfield Hauling Inc. (the
"Corporation") (TSX VENTURE:PHN), acquired control and ownership of 1,241,667
common shares of the Corporation ("Common Shares") and a secured convertible
debenture in the principal amount of $4,720,000 (the "Debenture") convertible on
or before December 13, 2014 into Common Shares on the basis of one Common Share
for each $2.55 of principal amount of the Debenture held. As of the date hereof,
WCC owns, controls or has direction over, directly or indirectly, an aggregate
of 3,549,014 Common Shares representing 49.9% of the Corporation's issued and
outstanding Common Shares. Details of the acquisitions are or will be available
on SEDI, as required.


WCC is also the registered holder of 166,667 share purchase warrants
("Warrants"), evidencing rights issued by the Corporation to WCC to subscribe
for 166,667 Common Shares at a price of $4.50 per Common Share on or before
September 5, 2013. If the Debenture and Warrants held by WCC are exercised and
converted into Common Shares effective December 16, 2011, WCC would own
5,566,661 Common Shares of the Corporation, representing approximately 61.0% of
the Corporation's issued and outstanding Common Shares.


Pursuant to the terms of the Private Placement, the Common Shares were purchased
by WCC at a price of $2.40 per Common Share and the Debenture was purchased for
$4,720,000.


WCC acquired the Common Shares and the Debenture for investment purposes, and
may depending on market and other conditions, increase or decrease its
ownership, control or direction over the Common Shares and the Debenture. This
news release is being issued pursuant to securities legislation in each province
of Canada and will be filed on the System for Electronic Document Analysis and
Retrieval ("SEDAR") with the report required under National Instrument 62-103.
The issuance of this news release is not an admission that WCC owns or controls
the Common Shares or the Debenture described in this new release or is a joint
actor with any other entity. WCC relied on the exemption under Section 2.3 of
National Instrument 45-106 - Prospectus and Registration Exemptions for the
purchase of the Common Shares and the Debenture.


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