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X Train Holdings (OTCQB: XTRN) Inks Securities Purchase Agreement With Ascendiant Capital Partners for up to $10 Million

LAS VEGAS, NV--(Marketwired - Apr 15, 2014) - X Train Holdings (OTCQB: XTRN), a consolidator of independently owned passenger rail operators and operator of rail entertainment facilities, announced today that the Company has executed a Securities Purchase Agreement with Ascendiant Capital Partners ("Ascendiant") to provide up to $10 million in capital. 

Ascendiant Capital Partners is the parent company of Ascendiant Capital Markets, a full-service investment banking, equity research, market making, and securities trading firm focused on public companies, and institutional and accredited investors. 

X Train intends to use capital from the facility with Ascendiant Capital Partners to acquire existing passenger rail service companies, and for general working capital purposes on an as-needed basis.

"We are very pleased to have a facility in place with Ascendiant Capital Partners to help fund our acquisition and operational strategies," stated Michael Barron, Chairman and CEO of X Train Holdings. "We considered several alternatives that were available to us, and ultimately determined that Ascendiant's facility will give our Company the most control, flexibility, and convenience," he added. 

"Unlike traditional equity-based financing facilities, Ascendiant's Share Purchase Agreement is structured so that the amount and pricing of each tranche of capital is pre-determined at the time the line is accessed," continued Mr. Barron. "We view it as a series of private placement transactions in which Ascendiant will purchase common stock at agreed-upon amounts and prices at the Company's discretion as capital is needed."

Subject to the terms and conditions of the Securities Purchase Agreement, the Company shall have the right to issue and sell to Ascendiant, and Ascendiant shall be obligated to purchase from the Company, from time to time, up to $10,000,000 worth of shares of common stock on a private placement basis. Details of the transaction will be provided by the Company via an 8-K filing with the SEC.

X Train Holdings provides capital access for infrastructure growth, asset deployment, marketing reach via its call center and logistics and operations management, all designed to lower costs and improve margins to the rail operator. Affiliates pay a fee only on the incremental cost and bottom line net increase and sellers can receive cash for their business. The Company is actively seeking such opportunities and currently represents 20 independent passenger rail companies. Interested parties should contact Brian Harrington at 702-401-2160 or email at bharrington@xtraincorp.com

About X Train Holdings Las Vegas Railway Express, Inc., d/b/a X Train Holdings (OTCQB: XTRN), has developed a robust infrastructure of call center, travel agency, logistics planning management, food & beverage, and unique passenger rail cars of the purpose of acquiring or affiliating privately owned passenger rail companies under the X Train Holdings umbrella. Independently owned and operated passenger rail companies can enlist the services of X Train to grow market share, improve operating margins by consolidating costs, and providing access to capital for asset purchase, repair, and improvement. By consolidating either acquired companies and/or affiliated companies, X Train Holdings can create economies of scale for its array of member companies. This is much more difficult for smaller privately held companies where the principals frequently must guarantee personally capital purchases or loans. X Train Holdings may be able to relieve that burden and provide a path to liquidity should owners wish to sell. XTRN is continuing to pursue opening the Southern California to Las Vegas corridor to passenger rail service as well.

X Train Holdings has a Board of Directors representing both the rail industry and Wall Street capital markets. For more information, please visit the Company website at www.vegasxtrain.com.

About Ascendiant Capital Partners

Ascendiant Capital Partners LLC makes direct investments in publicly traded, emerging growth companies. It is the parent company of Ascendiant Capital Markets LLC which is a member of the Financial Industry Regulatory Authority (FINRA) and is registered as a broker-dealer with the Securities and Exchange Commission (SEC). Ascendiant Capital Partners and its affiliates target a wide spectrum of industries through investments in small-cap and micro-cap publicly traded companies. For more information, please visit www.ascendiant.com

Contacts: Success City Online Ms. Maria Bailey Maria@successcityonline.com (702) 271-0591 Las Vegas Railway Express, Inc. Broker & Investor Inquiries Worldwide Financial Marketing, Inc. USA Communications & Investor Relations www.wwfinancial.com O (954) 360-9998 F (954) 360-9881