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First Ecom.com Inc. & Gasco Energy Announce Merger Talks
The intended results of the merger, should the transactions proposed in the MOU be completed, will result in First Ecom owning all of the outstanding shares of Gasco so that Gasco is wholly owned by First Ecom. As part of the proposed transaction, First Ecom would transfer all of its e-commerce assets to a separate company and distribute all of its holdings in this company to First Ecom's shareholders of record as of a date to be determined. At the conclusion the transactions, the survivor of the First Ecom - Gasco merger would have no interest in the new e-commerce company; the former shareholders of Gasco would own a majority of the merged company's shares; and the name of the merged company would be changed to a name that better reflects the business of exploring for and developing natural gas resources. The current shareholders of First Ecom would have shares in both the merged company and the new e-commerce company.
Consummation of the transactions outlined in the MOU are subject to the completion of satisfactory due diligence investigations by both First Ecom and Gasco, negotiating and executing a definitive agreement, and obtaining the necessary corporate and regulatory approvals.
"The directors believe that a merger between First Ecom and Gasco will be a positive step in the evolution of First Ecom," said Gregory Pek, president and co-CEO of First Ecom.com. "Gasco is a company with a strong management team, significant petroleum and natural gas leases, and a great future. In the current market environment, the board and management of First Ecom believe that we have to look beyond the horizons of the Internet and payment processing in order to fulfill our obligations to provide our shareholders with good value for their investment. This said, the electronic payment processing initiatives that we started will continue to be pursued by a new company and the shareholders of First Ecom will own shares directly in that company and the newly merged company. This will create new shareholder value for First Ecom shareholders.
Mr. Pek added, "As the merger talks are in an advanced stage we felt it prudent to sign an MOU and inform the market of the talks by issuing a press release. Should the merger proceed as planned, then First Ecom will issue new shares to Gasco shareholders. These new shares, combined with the existing shares of First Ecom, will create a company with a significant market capitalization."
About First Ecom.com
As a global provider of electronic payment processing, First Ecom.com provides secure, easy-to-implement and low-cost online payment processing services to banks and their merchants worldwide. Through strategic partnerships with banks, ISPs, e-commerce product suppliers, system integrators and storefront solution providers, First Ecom.com will process credit card transactions made over the Internet in multiple currencies, either domestically or offshore in a tax-neutral jurisdiction.
For more information, visit http://www.firstecom.com or contact First Ecom.com at +(852) 2801-5181 or by e-mail at info@firstecom.com.
About Gasco Energy
Gasco Energy, Inc. is a US company trading on the OTC BB under the symbol GASE. Gasco Energy acquires and explores petroleum and natural gas properties in the United States. The Company currently holds interests in properties located in the Uinta region of northeastern Utah which are being developed pursuant to an agreement with Phillips Petroleum, as well as properties in California and the Rocky Mountain region.
For more information about Gasco please contact John Foulkes or Peter Forward toll free at 800-645-9254 or email invest@gascoenergy.com.
Certain statements contained herein are "forward-looking" statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Because such statements include significant risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements.