Canoel Announces Entering in a Swap Agreement
September 25 2013 - 8:59AM
Access Wire
September 25,
2013- Calgary,
Alberta - Canoel International Energy Ltd.
("Canoel" or the "Company") (TSX VENTURE:
CIL) is pleased to announce, subject to regulatory approval, that
Canoel has entered into a share swap subscription agreement with
Global Resources Investments Ltd ("GRIL"), an arm's length
party to Canoel.
Canoel is seeking to
raise proceeds of approximately CAD$400,000 through the issuance of
1,600,000 common shares to GRIL at a price of
$0.25 per share. In consideration for the issuance of the Company's
common shares, GRIL will issue and deliver to Canoel 243,768
ordinary shares of GRIL at a price of ?1.00 per share (the
"GRIL
Shares").
GRIL has been
established to exploit investment opportunities in the junior
mining and natural resources sectors worldwide, with an investment
objective to generate medium and long-term capital growth. GRIL
intends to re-register as a public company and be constituted as an
investment trust with the name Global Resources Investment Trust
Plc ("GRIT") and then
immediately seek admission of its ordinary shares on the main
market for listed securities on the London Stock
Exchange.
Canoel intends to
then sell the GRIL Shares through the facilities of the London
Stock Exchange to realize the proceeds from the issuance of its
common shares.
Closing of the
transaction is subject to a number of conditions precedent,
including, among others, final approval of the TSX Venture Exchange
and GRIL successfully listing on the London Stock
Exchange.
The proceeds from this offering will
be used to finance the Company's operations and to augment its
unallocated working capital. This transaction is subject to the
submission of final documentation and final approval of the TSX
Venture Exchange.
Neither TSX
Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
Forward-Looking
Statements
Certain
information in this press release is forward-looking within the
meaning of Canadian securities laws as it relates to anticipated
events and strategies. When used in this context, words such as
will, anticipate, believe, plan, mandated, intend, target, and
expect or similar words suggest future outcomes.
Forward-looking information in this press
release includes, among other things, information relating to: (i)
the closing of the proposed share swap transaction; (ii) the
ability of GRIL to become listed on the London Stock Exchange;
(iii) the Company being able to sell the GRIL Shares on the London
Stock Exchange; (iv) the ability of the Company to realize proceeds
from the issuance of its common shares; and (v) the Company
receiving final approval for the transaction from the TSX Venture
Exchange.
These statements are based on certain
assumptions and analyses made by the Company in light of its
experience, current conditions and expected future developments and
other factors it believes are appropriate. The material factors and
assumptions used to develop these forward-looking statements
include, but are not limited to: (i) the ability of GRIL to become
listed on the London Stock Exchange; (ii) the ability of the
Company to sell the GRIL Shares and realize proceeds from the
issuance of its common shares; (iii) the ability of the Company to
close the proposed share swap transaction; and (iv) that the
Company and GRIL are able to satisfy the conditions for regulatory
approval by the TSX Venture Exchange for the proposed share swap
transaction.
Whether actual results, performance or
achievements will conform to the Company's expectations
and predictions is subject to a
number of known and unknown risks and uncertainties which could
cause actual results and experience to differ materially from the
Company's expectations. Such risks and uncertainties include, but
are not limited to, risks relating to: (i) whether the proposed
share swap transaction will be completed or close as expected; (ii)
whether GRIL is able to become listed on the London Stock Exchange;
(iii) whether the value of the GRIL Shares will be retained; and
(iv) whether the Company will be able to sell the GRIL Shares at
their anticipated value, or at all. If any such risks actually
occur, they could materially adversely affect the Company's
business, financial condition or results of operations. In that
case the trading price of the Company's common shares could
decline, perhaps materially.
Readers are cautioned not to place undue
reliance on any such forward-looking statements, which speak only
as of the date made. Forward-looking statements are provided for
the purpose of providing information about management's current
expectations, and plans relating to the future. Readers are
cautioned that such information may not be appropriate for other
purposes. Canoel does not undertake or accept any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statements to reflect any change in Canoel's
expectations or any change in events, conditions or circumstances
on which any such statement is based, except as required by
law.
This press
release is not to be distributed to U.S. newswire services or for
dissemination in the United States. Any failure to comply with this
restriction may constitute a violation of U.S. securities law.
For further
information, please contact:
Jose Ramon Lopez Portillo
Andrea Cattaneo
Chairman of the Board CEO & President
Email: info@canoelenergy.com
Telephone: (403) 938-8154
Telefax: (403) 775-4474