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Re: Randizzle post# 10

Tuesday, 09/13/2011 1:03:02 AM

Tuesday, September 13, 2011 1:03:02 AM

Post# of 272
This one is pretty easy to sum up. You have 2 companies fighting over rights in Fed Court with a couple unhappy land owners contesting their leases. All the wells have been orphaned so there's no money to meet LDNR compliance.

The solution:

Sell the lease to a Pinkie Stock Operator and let him dump millions of share on unsuspecting shareholders. Wait a year after the R/S so everyone has forgotton about the stock. Resell the lease to another pinkie company and put the money in the pocket of the first pinkie company owner.

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2. PURCHASE PRICE/ADJUSTMENTS.

2.1. Purchase Price. In consideration of the sale, conveyance, assignment, transfer and delivery of the Assets by Sellers to Purchaser, Purchaser shall, pay to Sellers an amount equal to the following:

(a) $2,450,000.00 (the “Purchase Price”), the same disbursed as follows:

(i) with a down payment of $150,000 paid in cash within 30 days of signature to this Agreement (“Downpayment”), the Downpayment to be held in escrow by the ‘Escrow Agent(s)’ (as hereinafter defined) as follows: $97,500.00 for Ameroil; and, (ii) $52,500.00 for Blackriver, the Downpayment to be disbursed to those creditors of each of the Sellers as delineated on the attached Schedule 2.1(a)(i), and

(ii) $2,300,000 to be paid at Closing by way of restricted (Rule 144) shares of Common Stock of the Purchaser (“Purchaser’s Stock”), at a per share price of Company based upon the average twenty (20) trading-day closing share price immediately preceding the Closing as published by the OTC Markets Group Inc. under symbol EXPX.PK, the Purchaser’s Stock to be allocated as follows: (i) 65% of the Purchaser’s Stock, with a cash value of $1,495,000.00 to Ameroil; and, (ii) 35% of the Purchaser’s Stock to Blackriver, with a cash value of $805,000.00. As part of a closing condition, Explortex Energy Inc. and its counsel will provide an irrevocable tradability opinion letter to the transfer agent, Empire Stock Transfer.

http://www.sec.gov/Archives/edgar/data/1364255/000121390011004774/f8k082411ex2i_explortex.htm

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