Corrected version: 1:3 consolidation; JPI.V
JERSEY PETROLEUM INC.
(the "Company")
Suite 570
789 West Pender Street
Vancouver, British Columbia
V6C 1H2
Telephone: (604) 683-5651
Facsimile: (604) 684-9365
_________________________________________
June 8, 1998 Trading Symbol: "JPI"
NEWS RELEASE
Mr. James E. Yates, the President, Chief Executive Officer and a Director of the Company, reports:
ANNOUNCEMENT OF A MAJOR ACQUISITION
Proposed Acquisition of Tidelands Gas Corporation and Tidelands Oil Corporation
The Board of Directors of the Company is pleased to announce that the Company has entered into an agreement in principle (the "Agreement in Principle") to purchase all of the issued and outstanding shares of each of Tidelands Gas Corporation and Tidelands Oil Corporation (collectively, "Tidelands"), both Texas corporations.
The Company has agreed to issue to the shareholders of Tidelands, pro rata in accordance with their respective shareholdings in Tidelands, an aggregate of up to 66,000,000 pre-consolidation trading shares (representing up to 22,000,000 post-consolidation trading shares predicated upon a proposed one for three share consolidation of the Company) in the capital of the Company (each a "Trading Share"). The Trading Shares are issued at a deemed price of $0.17 per pre-consolidation (representing $0.51 per post-consolidation) Trading Share, immediately upon the Company's receipt of final regulatory approval to the terms and conditions of the within purchase and sale arrangement.
The below information on Tidelands' properties, operations and management has been provided to the Company by Tidelands:
Tidelands currently owns and operates oil and gas properties located in the southwestern part of Texas. Tidelands' principals have been operating in this area for over 19 years. According to feasibility studies and engineering reports performed by petroleum engineering companies and presented to the Company, the properties owned by Tidelands contain significant proven and producing oil and gas reserves. In conjunction with these properties Tidelands owns a significant interest in a natural gas pipeline. Tideland's joint venture partner in the pipeline will be installing, at its sole cost, a natural gas processing plant on the pipeline.
A finders' fee, in accordance with the present policies of the Vancouver Stock Exchange, is payable upon completion of this transaction.
The completion of a formal agreement predicated upon the terms and conditions of the Agreement in Principle is subject to the ratification and approval of the terms and conditions by the shareholders of the Company, the shareholders of Tidelands and the appropriate regulatory authorities having jurisdiction over the affairs of the Company.
ON BEHALF OF THE BOARD OF DIRECTORS OF
JERSEY PETROLEUM INC.
Per:
"James E. Yates"
James E. Yates
President, CEO and a Director
THIS NEWS RELEASE HAS BEEN PREPARED BY MANAGEMENT OF THE COMPANY WHO TAKE FULL RESPONSIBILITY FOR ITS CONTENTS. THE VANCOUVER STOCK EXCHANGE NEITHER APPROVES NOR DISAPPROVES OF THE CONTENTS OF THIS NEWS RELEASE.
THIS NEWS RELEASE MAY INCLUDE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE UNITED STATES SECURITIES AND EXCHANGE ACT OF 1934, AS AMENDED, WITH RESPECT TO ACHIEVING CORPORATE OBJECTIVES, DEVELOPING ADDITIONAL PROJECTS, EXPANDING AND DIVERSIFYING THE COMPANY'S ASSET BASE AND SALES CHANNELS, THE COMPANY'S ANALYSIS OF OPPORTUNITIES IN THE ACQUISITION OF TIDELANDS AND CERTAIN OTHER MATTERS. THESE STATEMENTS ARE MADE UNDER THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND INVOLVE RISKS AND UNCERTAINTIES WHICH COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN.
THIS NEWS RELEASE SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.
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