Atlantic Wine Agencies, Inc. Signs Definitive Exchange Agreement to Acquire Independence Energy Corporation and Spin-Off its Winery Business

NEW YORK, May 16 /PRNewswire-FirstCall/ -- Atlantic Wine Agencies, Inc. OTCBulletinBoard: AWNA ("Atlantic") has today announced that it has executed a definitive share exchange agreement with Independence Energy Corporation ("IEC"), a Canadian based oil and gas exploration enterprise ("Exchange Agreement"). As a result of the Exchange Agreement, Atlantic will acquire 100% of the shares of IEC thereby making it a wholly-owned subsidiary of Atlantic.

    Pursuant to the terms of the Exchange Agreement, Atlantic shall:

    -- acquire all of the issued and outstanding shares of IEC
    -- complete a recapitalization of its current outstanding common shares on
       a 1:25 basis
    -- issue 41,934,000 shares of common stock to the IEC current stockholders
       and advisors assisting the parties in this transaction
    -- spin-off all of its current assets and associated liabilities in
       consideration for the extinguishment of all debt owed to its current
       shareholders
    -- change its name to "First Canadian Petroleum Corporation"
    -- appoint a new board of directors and officers

Commenting on the Exchange Agreement, Atlantic's Chief Executive Adam Mauerberger, reiterated that "Given the hurdles we have encountered in the build out of our vineyard business and the opportunities that currently exist in the Canadian resource sector, we are delighted to have entered into this Agreement with IEC. We will do our best to conclude this transaction as efficiently as possible in our continued effort to realize greater shareholder value. In addition, I am confident that the closing terms, as defined by the Exchange Agreement, can be satisfied in a timely manner."

IEC is an Alberta based oil and gas explorer and producer, established in 2006. IEC has 6 producing wells and is set to initiate a 24 well development program. IEC will be targeting known reserves in the Viking, Bakken and Manneville production zones located primarily in Central Alberta. Over the past several years, IEC has been focusing on acquiring land positions, acquiring and interpreting both 2D and 3D seismic and relying on geophysical expertise to determine and delineate IEC's upcoming drill program.

IEC owns 21,000 net acres with multiple pay zones ranging from 375 to 1,250 meter (1220 ft. to 4,100 ft.) with a 60% - 40% oil to natural gas concentration. On completion of the 24 well development program, IEC forecasts production at approximately 3,500 net barrels of oil equivalent per day.

The execution of the definitive agreement is timely for AWNA and its shareholders. The acquisition for IEC provides an opportunity for the shareholders of the combined company to realize gains through fundamental developments, the long term growth of IEC and subsequent profitability.

The Exchange Transaction is anticipated to close within the next 60 days, subject to the completion of satisfactory due diligence reviews by Atlantic and IEC as well as other customary conditions.

Full details of the above-mentioned definitive agreement shall be disclosed in a Form 8-K, to be filed in compliance with the requirements of such Form.

DISCLAIMER

This press release may include certain statements that are not descriptions of historical facts, but are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements may include the description of our plans and objectives for future operations, assumptions underlying such plans and objectives, statements regarding benefits of the proposed acquisition and other forward-looking terminology such as "may," "expects," "believes," "anticipates," "intends," "projects" or similar terms, variations of such terms or the negative of such terms. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. Such information is based upon various assumptions made by, and expectations of, our management that were reasonable when made but may prove to be incorrect. All of such assumptions are inherently subject to significant economic and competitive uncertainties and contingencies beyond our control and upon assumptions with respect to the future business decisions which are subject to change. Accordingly, there can be no assurance that actual results will meet expectations and actual results may vary (perhaps materially) from certain of the results anticipated herein.

    Contact:

    Adam Mauerberger, CEO
    Atlantic Wine Agencies, Inc.
    Phone: +44 797 905 7242
    Email: am@atlanticwineagencies.com