Tilting Capital Corp. Announces Execution of Revised Agreements to Purchase Oil and Gas Assets

NOT FOR DISSEMINATION IN THE UNITED STATES.

Tilting Capital Corp. (the "Corporation" or "Tilting Capital") (TSX
VENTURE:TLL.H), today announced the execution of revised definitive agreements
for the previously announced proposed transaction involving the purchase of
certain Colombian oil and gas assets (the "Proposed Transaction").


Summary of the Proposed Transaction

The previously announced definitive agreements had terminated prior to
completion of the transaction. Tilting Capital has now entered into revised
definitive agreements with Canacol Energy Ltd. (the "Vendor") for the following:




--  Tilting Capital will acquire a 100% interest in the Production Sharing
    Contract, which is forecast to result in a 39% net interest in the
    operated Entrerrios producing block in Colombia (the "Entrerrios
    Block"). The prior agreement provided for the purchase of a 60%
    interest. The Entrerrios Block currently has production of approximately
    184 net barrels of oil per day (gross approximately 500 barrels of oil
    per day). The purchase price will be $1,250,000 in cash and also
    includes the issue to the Vendor of 5,000,000 preferred shares which
    convert to common shares in the event the Entrerrios Block is extended
    by Ecopetrol to the end of the life of the field;
    
--  Tilting Capital would acquire all of the Vendor's (15%) interest in the
    exploration block Morichito in Colombia (the "Morichito Block") for a
    purchase price of $2,000,000 cash; and
    
--  the letter of intent pursuant to which Tilting Capital may farm into
    Block 170, Brazil ("Brazil Block") in the future and also enter into an
    area of mutual interest agreement for Brazil in the future remains
    unchanged. Tilting Capital will have no obligations or commitments on
    Brazil Block at the closing of the Proposed Transaction. 



About Tilting Capital Corp.

Tilting Capital is a corporation under the Canada Business Corporations Act with
no active business. Tilting Capital is listed on the NEX board of the Exchange.
The NEX board accepts companies previously listed as Tier 1 or Tier 2 issuers on
the Exchange which have failed to maintain compliance with the ongoing financial
listing standards of the Exchange. The NEX board allows inactive companies to
maintain a listing while they complete their reorganizations. In order to
qualify for the NEX board, the Corporation must, among other conditions, be a
reporting issuer in good standing with all relevant securities regulatory
authorities and under corporate law.


At the Corporation's request, trading in its common shares has been halted by
the Exchange. Trading is expected to remain halted until (i) the TSX Venture
Exchange is satisfied with the material submitted in connection with the
Proposed Transaction; and (ii) a sponsor is engaged or a sponsorship exemption
is obtained. 


Closing of the Proposed Transaction

It is contemplated that closing of the Proposed Transaction would be subject to
a number of terms and conditions including:




a.  to the extent necessary, receipt of any and all necessary court
    approvals, stock exchange approvals, shareholder approvals, governmental
    consents, notifications, and any necessary contractual consents and
    rights of first refusal for the Proposed Transaction, including the TSXV
    and the working interest partners in Colombia; 
    
b.  completion of a $4,500,000 private placement of units of the Corporation
    at $0.15 per unit, each unit to be comprised of one common share and one
    warrant exercisable for one additional common share at $0.30 expiring
    five years from closing; 
    
c.  Tilting Capital will use commercially reasonable efforts to close at the
    earliest possible date, with closing to occur no later than October 31,
    2012; and 
    
d.  approval of the Proposed Transaction by the shareholders of Tilting
    Capital either by written consent or by shareholder meeting, as required
    by the Exchange. 



About the Entrerrios Block

All information in this Press Release relating to the assets to be acquired from
the Vendor is based upon information provided to the Corporation by the Vendor.
Management of Tilting Capital has not yet independently reviewed this disclosure
nor has Tilting Capital hired any third party consultants or contractors to
verify such information.


The Entrerrios Block assets comprise the Vendor's various working interests in
14,920 acres of lands in Colombia on which there are currently three producing
oil wells and one abandoned well. Current net production is 184 barrels per day
of heavy oil.


A summary of the Vendors' share of reserves and future net revenue for the
Entrerrios Block from a report dated as of June 30, 2012 prepared by DeGolyer
and MacNaughton Canada Limited, independent qualified reserves evaluators, (the
"DeGolyer and MacNaughton Report") is presented below. The DeGolyer and
MacNaughton Report was prepared in accordance with National Instrument 51-101 -
Standards of Disclosure for Oil and Gas Activities ("NI 51-101"). The estimated
net present values do not represent a fair market value. 




                Gross Working Interest      Future Net Revenue Before Income
                  Remaining Reserves                      Tax               
            -----------------------------  ---------------------------------
             Light  Heavy                                                   
Reserve      Crude  Crude  Natural                          at     at     at
 Category      Oil    Oil      Gas   NGLs         at 5%    10%    15%    20%
-----------------------------------------  -----  --------------------------
                                               M      M      M      M      M
              Mbbl   Mbbl     Mbbl   Mbbl  U.S.$  U.S.$  U.S.$  U.S.$  U.S.$
Proved                                                                      
 Developed                                                                  
Producing       77      -        -      -  1,410  1,366  1,323  1,282  1,243
Probable         7      -        -      -    333    318    304    291    279
            -------                        ---------------------------------
                                                                            
Total Proved                                                                
 + Probable     84      -        -      -  1,743  1,684  1,627  1,573  1,522
Possible (1)     4      -        -      -    197    188    180    172    164
            -------                        ---------------------------------
                                                                            
Total           88      -        -      -  1,940  1,872  1,807  1,745  1,686



(1) Possible reserves are those additional reserves that are less certain to be
recovered than probable reserves. There is a 10% probability that the quantities
actually recovered will equal or exceed the sum of proved plus probable plus
possible reserves.


The following is the price deck table used in preparation of the DeGolyer and
MacNaughton Report. There was no use of CAPEX in the evaluation of the
Entrerrios Block by DeGolyer and MacNaughton. WTI oil price forecast was used
for the Entrerrios Block. Operating expenses and operating-expense forecasts
have been determined by DeGolyer and MacNaughton based on information provided
by the Vendor, public information available on the analog field, Rubiales, and
public information on operations of similar projects. In certain situations,
future expenses, either higher or lower than current expenses, may have been
used because of anticipated changes in operating conditions. Escalation has been
applied to operating expenses to account for inflation. The Vendor's obligation
for operating expenses is based on 100% in the Entrerrios Block. For the
Entrerrios Block, there is a U.S. $0.30 per barrel abandonment liability
obligation that is included into the variable cost of the evaluation. Future
capital costs were estimated using current capital cost forecasts provided by
the Vendor. Where necessary, these costs were scaled and adjusted to fit the
scenario being evaluated. Escalation has been applied to capital costs to
account for inflation. There is no capital cost for the Entrerrios Block at this
time, but the Vendors' obligation is 100%. There is an 8% royalty for the
Entrerrios Block. This royalty is a function of the forecast WTI price. At the
request of the Vendor, Colombian corporation taxes were assessed on a
consolidated basis taking into account the tax basis of the properties as of
June 30, 2012, and additional taxes were assessed for each property that is
included in the DeGolyer and MacNaughton Report separately. The Colombian
corporate income tax is 33%. The depreciation of 30% for development, drilling
and completion costs, 25% for gathering system and 20% for surface facility were
applied to the assessment of the Entrerrios Block




                   OIL FIELD                                                
                       COSTS      EXCHANGE 1       WTI UNESC    WTI @CUSHING
YEAR             INFLATION %   Cdn $ = x USD         $US/BBL         $US/BBL
----------------------------------------------------------------------------
                                                                            
2001                     2.4           0.646               -           25.82
2002                     2.4           0.637               -           26.04
2003                     2.5           0.716               -           30.99
2004                     1.7           0.770               -           41.39
2005                     2.0           0.826               -           56.48
2006                     1.9           0.882               -           66.02
2007                     2.1           0.936               -           72.19
2008                     2.1           0.944               -           99.90
2009                     1.2           0.880               -           61.68
2010                     1.7           0.971               -           79.50
2011                     2.3           1.012           95.15           95.15
2012 6 mo Act.           1.6           0.994           98.22           98.02
                                                                            
2012 6 mo Est.           0.0           0.980           90.00           90.00
2013                     2.0           0.980           95.00           96.90
2014                     2.0           0.980          100.00          104.04
2015                     2.0           0.980          100.00          106.12
2016                     2.0           0.980          100.00          108.24
2017                     2.0           0.980          100.00          110.41
2018                     2.0           0.980          100.00          112.62
2019                     2.0           0.980          100.00          114.87
2020                     2.0           0.980          100.00          117.17
2021                     2.0           0.980          100.00          119.51
2022                     2.0           0.980          100.00          121.90
2023                     2.0           0.980          100.00          124.34
2024+                    2.0    escalate oil, gas and product prices at 2.0%
                                            per year thereafter             



About the Morichito Block

There are no further updates on the Morichito Block. Information regarding this
property is included in the press release of the Corporation dated June 11,
2012.


Sponsorship of the Qualifying Transaction

Sponsorship of a "Change of Business" transaction is required by the Exchange
unless exempt therefrom in accordance with the Exchange's policies. Tilting
Capital is reviewing the requirement for sponsorship and may apply for an
exemption from the sponsorship requirements pursuant to the policies of the
Exchange. If the exemption is not granted by the Exchange, then Tilting Capital
would be required to engage a sponsor.


Cautionary Note

As noted above, completion of the Proposed Transaction is subject to a number of
conditions including, without limitation, approval of the Exchange and approval
of the shareholders of Tilting Capital. The Proposed Transaction cannot close
until the required approvals have been obtained. There can be no assurance that
the Proposed Transaction will be completed as proposed or at all.


Investors are cautioned that, except as disclosed in the continuous disclosure
document containing full, true and plain disclosure regarding the Proposed
Transaction, required to be filed with the securities regulatory authorities
having jurisdiction over the affairs of the Corporation, any information
released or received with respect to the Proposed Transaction may not be
accurate or complete and should not be relied upon. The trading in the
securities of Tilting Capital on the Exchange, if reinstated prior to completion
of the Proposed Transaction, should be considered highly speculative.


This press release contains forward-looking information. More particularly, this
press release contains statements concerning the Proposed Transaction. The
information about the target assets contained in the press release has not been
independently verified by the Corporation. Although the Corporation believes in
light of the experience of its officers and directors, current conditions and
expected future developments and other factors that have been considered
appropriate that the expectations reflected in this forward-looking information
are reasonable, undue reliance should not be placed on them because the
Corporation can give no assurance that they will prove to be correct.
Forward-looking information involves known and unknown risks, uncertainties,
assumptions (including, but not limited to, assumptions on the performance and
financial results of the target assets) and other factors that may cause actual
results or events to differ materially from those anticipated in such
forward-looking information. The terms and conditions of the Proposed
Transaction may change based on the Corporation's due diligence on the assets,
regulatory and third party comments, consents and approvals and the ability to
meet the conditions of the Proposed Transaction in the required timeframes. The
forward-looking statements contained in this press release are made as of the
date hereof and the Corporation undertakes no obligations to update publicly or
revise any forward-looking statements or information, whether as a result of new
information, future events or otherwise, unless so required by applicable
securities laws.


Completion of the Proposed Transaction is subject to a number of conditions,
including but not limited to Exchange acceptance and disinterested Shareholder
approval. The transaction cannot close until the required Shareholder approval
is obtained. There can be no assurance that the Proposed Transaction will be
completed as proposed or at all.


This press release is not an offer of the securities for sale in the United
States. The securities have not been registered under the U.S. Securities Act of
1933, as amended, and may not be offered or sold in the United States absent
registration or an exemption from registration. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of the securities in any state in which such offer,
solicitation or sale would be unlawful.


Investors are cautioned that, except as disclosed in the management information
circular, filing statement or other continuous disclosure document to be
prepared in connection with the Proposed Transaction, any information released
or received with respect to the Proposed Transaction may not be accurate or
complete and should not be relied upon. Trading in the securities of Tilting
Capital should be considered highly speculative.


The TSX Venture Exchange Inc. has in no way passed upon the merits of the
Proposed Transaction and has neither approved nor disapproved the contents of
this press release.