Jaguar Resources Inc. Announces the Right to Acquire the Bonds of Alon Israel Oil Company Ltd., Private Placement and Confirm...
June 11 2018 - 12:01PM
THIS PRESS RELEASE IS NOT FOR PUBLICATION
OR DISSEMINATION IN THE UNITED STATES, FAILURE TO COMPLY WITH THIS
RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES
LAW
Jaguar Resources Inc. ("
Jaguar" or the
"
Company") (TSX-V:JRI) is pleased to confirm that
it has entered into a definitive escrow arrangement which provides
that upon the Company delivering (the "
Release
Conditions"), the escrow agent will release to Jaguar in
its entirety (100%) of the Alon Israel Oil Company Ltd. "A" Bonds
("
Alon Bonds") and all outstanding share capital
of Alon on a fully diluted basis.
In conjunction with closing of the previous
announced Private Placement, Jaguar plans to issue 7,124,563 Common
Shares at a deemed price of $1.20 CDN per Common Share to settle
approximately $8,549,475.60 CDN of corporate debt owed to various
arm's and non-arm’s length parties of the Company (the
"Share Settlement"). The Company also
intends to settle all amounts owing to Shadow Tree Income Fund A LP
and any remaining payables owed by Jaguar, either pursuant to the
Share Settlement or with unallocated proceeds from the Private
Placement. This will also be issued subject to TSXV approval.
Promissory notes were issued by the company. The
company issued 20% bonus shares as part of the Promissory note
payments. The company will issue 122,148 shares at $1.20. The
company is also converting some of the Promissory notes to common
securities at $1.20 per share. This will also be issued subject to
TSXV approval.
The securities issued pursuant to the Private
Placement and Share Settlement will be subject to a four month hold
period. The Private Placement, the Share Settlement and the
Transaction, which constitutes a Fundamental Acquisition pursuant
to the rules of the Exchange, are subject to the submission of
final documentation and final approval of the Exchange.
For further information please
contact:
Corbin Blume, CEOJaguar Resources
Inc.730, 1015 - 4th Street SWCalgary, Alberta T2R 1J4Main Phone
(403) 975-4009Fax (403) 264-5455Email: ahblume@shaw.ca
Neither the 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.
This press release is not an offer of
securities of the Company for sale in the United States. The
Common Shares of the Company have not been and will not be
registered under the U.S. Securities Act of 1933, as amended, and
the Common Shares may not be offered or sold in the United States
except pursuant to an applicable exemption from such
registration. No public offering of securities is being made
in the United States.
Cautionary and Forward-Looking
Statements
This news release contains forward‐looking
statements and forward‐looking information within the meaning of
applicable securities laws. These statements relate to future
events or future performance. All statements other than statements
of historical fact may be forward‐looking statements or
information. Forward‐looking statements and information are often,
but not always, identified by the use of words such as "appear",
"seek", "anticipate", "plan", "continue", "estimate",
"approximate", "expect", "may", "will", "project", "predict",
"potential", "targeting", "intend", "could", "might", "should",
"believe", "would" and similar expressions. More particularly
and without limitation, this news release contains forward-looking
statements and information concerning the Share Settlement, the
Private Placement and the Transaction. The forward-looking
statements and information are based on certain key expectations
and assumptions made by Jaguar, including the Exchange approving
the Share Settlement and the Private Placement, timely satisfaction
of the Release Conditions, shareholders approving the Transaction,
Jaguar's creditors accepting the terms of the Share Settlement, the
approval of shareholders for the creation of a new "control person"
and the closing of the Private Placement, the Share Settlement and
the Transaction. Although Jaguar believes that the
expectations and assumptions on which such forward-looking
statements and information are based are reasonable in the
circumstances, undue reliance should not be placed on the forward
looking statements and information because Jaguar can give no
assurance that they will prove to be correct. By its nature, such
forward-looking information is subject to various risks and
uncertainties, which could cause the actual results and
expectations to differ materially from the anticipated results or
expectations expressed. These risks and uncertainties, include, but
are not limited to, the TSX Venture Exchange not providing final
approval for the Share Settlement, Private Placement or the
Transaction, Jaguar's creditors' acceptance of the terms of the
Share Settlement, legal or regulatory impediments regarding
completion of the Share Settlement, the Private Placement and the
Transaction, Jaguar’s inability to satisfy the Release Conditions
and Jaguar being unable to complete the Share Settlement, Private
Placement or the Transaction on terms acceptable to the Company or
at all. Readers are cautioned not to place undue reliance on this
forward-looking information, which is given as of the date hereof,
and to not use such forward-looking information for anything other
than its intended purpose. Jaguar undertakes no obligation to
update publicly or revise any forward-looking information, whether
as a result of new information, future events or otherwise, except
as required by law or the TSX Venture Exchange.
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