Tuscany International Drilling Inc. and Établissements Maurel & Prom, a French exploration and production company, reported the entering into of a definitive agreement whereby Tuscany's wholly-owned subsidiary Tuscany Rig Leasing S.A. will acquire all of the issued and outstanding shares of Caroil SAS (Caroil), the drilling and work-over subsidiary of M&P.

All figures contained herein are in USD$ unless otherwise noted. Canadian currency has been converted at CAD$1.02:USD$1.00.

The purchase price will be paid by Tuscany, on behalf of the Buyer, by the delivery of $120 million in cash, 82.5 million common shares of Tuscany ("Tuscany Shares") and 27.5 million zero cost, non-transferable, non-voting common share purchase warrants which are further described below (the "Warrants"). The purchase price for the Acquisition was negotiated based on an agreed upon share price of CAD$1.53 per Tuscany share to be issued to M&P which was not subject to increase or decrease as a result of the market price of the Tuscany Shares during the course of negotiations with M&P. The current enterprise value of Caroil based on the closing price for Tuscany Shares on the Toronto Stock Exchange on Monday, June 20, 2011 is approximately $202 million (prior to transaction costs). At closing of the Acquisition, Caroil will be required to have $37 million in working capital and will have no third party debt.

Acquisition Highlights

Acquisition at approximately 4.2 x EV/EBITDA on a current run rate without growth Acquisition is anticipated to be over 30% accretive to cash flow per share Acquisition is anticipated to be over 15% accretive on EV/EBITDA Doubles Tuscany's revenue and EBITDA on current run rate Accretive to average day and utilization rates Expansion of Tuscany's fleet in its existing core area of Colombia Expansion into new core areas with established operations and long term contracts Established management in new core area and strengthening of existing team Well established relationships with investment grade customers Abundant growth opportunities in Africa "This acquisition expands our existing operation in South America and adds an up and running African component establishing Tuscany as a leading emerging market drilling contractor," stated Walter Dawson, Chairman and Chief Executive Officer of Tuscany. "Upon closing this acquisition, there will be a focus on attaining operational excellence optimizing our margins and utilization within the entire fleet," added Reg Greenslade, President of Tuscany.

Senior Credit Facility

Tuscany has concurrently entered into a commitment letter with Credit Suisse relating to a $220 million senior secured guaranteed term loan and revolving credit facility (the "New Facility"). The New Facility will refinance an existing term loan facility with Credit Suisse (and a group of other lenders), under which $80 million is currently drawn, and will extend the term by one year to 2016. Credit Suisse's commitment to fund the New Facility is subject to customary terms and conditions including the entering into of definitive documents.

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