Pacific Rubiales Acquires Maurel & Prom Stake in Colombia

Pacific Rubiales Acquires Maurel & Prom Stake in Colombia

Thursday, March 31, 2011
Pacific Rubiales Energy Corp.

Pacific Rubiales announced the acquisition of 50% of the interests held by Maurel et Prom in the Sabanero, Muisca, SSJN-9, CPO-17 and COR- 15 blocks, which are all located on-shore in Colombia.

Mr. Ronald Pantin, Chief Executive Officer of the Company, commented, "We are very pleased to join forces with Maurel et Prom. This acquisition adds significant resources and exploratory potential to our already robust resource base. Moreover, this acquisition fits synergistically with our other assets located in the same basins, paving the way to significant efficiencies in production and transport. With this acquisition we continue raising the bar as the premier explorer and operator in Colombia."
Upon completion of the transaction, Pacific Rubiales will partner with Maurel et Prom in respect of the following interests:

• 100% participation in the Sabanero Block ("E&P Contract No. 17 of 2007 Sabanero") located in the central region of Colombia in the Department of Meta.
• 100% participation in the Muisca Block ("E&P Contract No. 20 of 2008 Muisca") located in the central region of Colombia in the Departments of Boyacá and Cundinamarca.
• 50% participation in the SSJN-9 Block ("E&P Contract No. 47 of 2008 SSJN- 9") located in the northern region of Colombia in the Departments of Bolivar, Cesar and Magdalena. The remaining 50% interest is currently held by HOCOL.
• 50% participation in CPO-17 Block ("E&P Contract No. 40 of 2008 Llanos Orientales - Area Occidental CPO-17") located in the central region of Colombia in the Department of Meta. The remaining 50% interest is currently held by HOCOL.
• 100% participation in the COR-15 Block ("Special Technical Evaluation Agreement Type 3 Contract") located in the central region of Colombia in the Department of Boyacá.

This agreement is subject to legal and regulatory approvals of the ANH and certain contractual approvals with the partners in Colombia.
The general terms of the agreement with Maurel et Prom are as follows:

• Pacific Rubiales will pay to Maurel et Prom cash consideration to a maximum of US $66 million as a reimbursement for past exploration costs in the blocks, as at March 31, 2011.
• Pacific Rubiales will assume a full carried obligation on the exploration and delineation activities in the Sabanero Block with a reimbursement out of the free cash flow. The Company will also secure the financing required by Maurel et Prom to execute its portion of the development activities in such block.
• Reimbursement will also be made by means of free cash flow derived from future hydrocarbon production. Pacific Rubiales offers to assume a full carried obligation of up to US $120 million in three years for exploration activities in the SSJN-9, CPO-17 and Muisca Blocks. This obligation will be subject to revisions pending the activity results and negotiations with the other applicable partners.
• Pacific Rubiales will assume a full carry obligation on exploration activities for Block COR-15, with reimbursement by means of free cash flow derived from future hydrocarbon production. The Company will also secure the financing required by Maurel et Prom to execute its portion of the development activities in such block. Reimbursement will also be made by means of free cash flow derived from future hydrocarbon production.