Exile Resources Inc.
TSX VENTURE : ERI

Exile Resources Inc.

January 30, 2012 15:30 ET

Exile Resources Inc. Provides Update on Proposed Acquisition

TORONTO, ONTARIO--(Marketwire - Jan. 30, 2012) -

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO U.S. NEWSWIRE SERVICES

Exile Resources Inc. ("Exile") (TSX VENTURE:ERI) is pleased to provide an update on the proposed acquisition by Exile of the upstream exploration and production division of Oando PLC.

At a special meeting of shareholders of Exile held on December 29th 2011 (the "Meeting"), shareholder approval was received in connection with the proposed acquisition by Exile of the upstream exploration and production division of Oando PLC (the "Acquisition"), and certain related matters (collectively, the "Restructuring"). In connection with the Restructuring, Exile proposes to undertake a series of transactions pursuant to a plan of arrangement (the "Arrangement") which involves, among other matters:

  1. the consolidation of all of the outstanding common shares ("Common Shares") of Exile on the basis of one new Common Share for every 16.28 old Common Shares then outstanding (the "Consolidation");

  2. the issuance to the shareholders of Exile of two share purchase warrants of Exile for every 16.28 Common Shares of Exile held immediately prior to the Arrangement, one share purchase warrant exercisable to acquire one post Consolidated Common Share of Exile at an exercise price of Cdn$1.50 per share for a period of 12 months, and the second share purchase warrant exercisable to acquire one post Consolidated Common Share of Exile at an exercise price of Cdn$2.00 per share for a period of 24 months;

  3. the change of name of Exile to "Oando Energy Resources Inc."; and

  4. the appointment of two additional directors to the board of directors of Exile - Messrs. Omamofe Boyo and Olapade Durotoye.

As consideration for the Acquisition, Exile shall issue 100,339,052 post Consolidated Common Shares to Oando PLC. In addition, in connection with the Acquisition, Mr. Jubril Adewale Tinubu will be appointed as a new director and Chairman of Exile, on closing of the Acquisition.

Existing Exile shareholders are anticipated to hold approximately 5.4% of the post Consolidated Common Shares of the new company immediately following the closing of the Restructuring, based on the assumptions set forth in the management information circular of Exile dated as of November 28, 2011 and sent to shareholders in connection with the Meeting (the "Circular"). The balance of the Common Shares will be held by Oando immediately post closing.

The new company will be focused on Nigeria and have a broad suite of producing, development and exploration properties with initial production of approximately 5,300 BOPD. The new company has been specifically structured to take advantage of the current opportunities for indigenous companies in the country, which has the largest population in Africa, and significant oil and gas resources. The management team will comprise primarily Nigerian Nationals. For further details, please refer to the Circular as available on SEDAR at www.sedar.com.

The Restructuring remains subject to approval by the Toronto Stock Exchange ("TSX"), which approval is subject to the resulting company satisfying all of the original listing requirements of the TSX.

We would like to thank our shareholders for their patience and support during the completion of this highly complex but exciting new direction for Exile.

Forward-Looking Statements

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 Exile and Oando PLC, 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.

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