/NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA/
TORONTO, July 27, 2012 /CNW/ - Oando Energy Resources Inc. ("OER" or the "Corporation"), previously known as "Exile Resources Inc.", is pleased to announce that it has obtained approval from the Toronto Stock Exchange to list its common shares and Warrants (as defined below) on the TSX under the symbol "OER". Trading will commence on the TSX at the opening of business on Monday July 30, 2012. The common shares of OER will be delisted on the TSX Venture Exchange (TSX-V symbol: ERI) prior to the commencement of trading of those shares on the TSX.
As previously announced, on July 24, 2012, OER completed its acquisition of equity interests in certain entities in the upstream exploration and production division of Oando Plc (the "Acquisition") and certain related matters (collectively, the "Restructuring"). As consideration for the Acquisition, OER issued 100,339,052 common shares to Oando.
The Restructuring was completed pursuant to a plan of arrangement (the "Arrangement") which involved, among other matters:
|(a)||the consolidation of all of OER's common shares outstanding as at July 23, 2012 (the "Old Shares") on the basis of one common share for every approximate 16.28 Old Shares (the "Consolidation");|
|(b)||the issuance to the shareholders of OER of record as of the close of business on July 23, 2012 of two share purchase warrants of OER for every approximate 16.28 Old Shares of OER held immediately prior to the Arrangement: one share purchase warrant exercisable to acquire one common share of OER at an exercise price of Cdn$1.50 per share for a period of 12 months (the "Cdn$1.50 warrants"), and the second share purchase warrant exercisable to acquire one common share of OER at an exercise price of Cdn$2.00 per share for a period of 24 months (together with the Cdn$1.50 warrants, the "Warrants"); and|
|(c)||the change of name of "Exile Resources Inc." to "Oando Energy Resources Inc.".|
Commenting, Mr. Wale Tinubu, Chairman, OER said "We are elated that we have received final approval from the TSX for the listing of OER. Our shares will be listed on Monday 30 July, 2012 for trading. Although Oando Plc will initially own a 94.6% interest in OER, we look forward to presenting OER to a diverse range of investors with an appetite for E&P investments for future capital raises as opportunities to acquire producing and near production assets become available to OER."
OER currently has a broad suite of producing, development and exploration properties in the Gulf of Guinea (predominantly in Nigeria) with initial production of approximately 4,200 barrels of oil per day. OER has been specifically structured to take advantage of current opportunities for indigenous companies in Nigeria, which currently has the largest population of Africa, and one of the largest oil and gas resources in Africa.
For further details of the Restructuring, please refer to the management information circular of OER dated as of November 28, 2011 and the press releases of OER dated August 3, 2011, October 13, 2011, December 29, 2011, January 31, 2012, January 30, 2102, July 18, 2012 and July 24, 2012. The OER press releases are available on SEDAR at www.sedar.com.
Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of OER, including, but not limited to the impact of general economic conditions, industry conditions and dependence upon regulatory approvals. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements.
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 RELEASE.
SOURCE: Oando Energy Resources Inc.
For further information:
Olapade Durotoye, CEO
Oando Energy Resources Inc.
+44 207 793 2594
Investor Relations, Equicom Group Inc.
+1 403 218 2839