Mr. Geir Liland reports
BUTTE ENERGY ANNOUNCES RESUMPTION OF TRADING, APPOINTMENT OF NEW BOARD AND SETTLEMENT OF DEBT
Butte Energy Inc. has been notified by the TSX Venture Exchange (TSX-V) that the company's common shares will resume trading on the NEX Exchange under the symbol "BEN" at market open on Tuesday, Oct. 13, 2020.
The lifting of the trading halt follows the termination of the business combination proposal with Pura Valley, LLC and Pura Extractions LLC dated Nov. 15, 2018, and announced on Nov. 28, 2018.
The company is pleased to announce that Geir Liland, Jeffrey Harder and Travis Musgrave have been appointed to the company's board of directors. Mr. Liland has been appointed as the chief executive officer and Joanna Vastardis has been appointed as the chief financial officer and corporate secretary. Jason Rickert, Steven Parker and Lee Bowles have resigned from the board and the new board of directors would like to thank them for their services and wish them success in their future endeavours. The company's annual general meeting of shareholders is scheduled to occur Dec. 11, 2020.
In connection with the foregoing appointments, an aggregate of 11 million incentive stock options have been granted to directors, officers, consultants and charitable organizations at a price of 10 cents per share, exercisable for a period of 10 years, subject to TSX-V approval.
The company received conditional approval from the TSX-V to issue six million units of the company at five cents per unit, with each unit consisting of one common share and one common share purchase warrant, exercisable at a price of five cents for a period of 12 months from the date of issue in satisfaction of $300,000 principal debt of a matured debenture owed to a third party.
The company has also received conditional approval to issue 1,158,900 units of the company at deemed price of seven cents per unit for the conversion of $81,123 accrued interest with each unit consisting of one common share and one common share purchase warrant, exercisable at a price of 9.5 cents for a period of 12 months from the date of issue in satisfaction of $81,123 accrued interest due to a third party.
Following the issuance of both shares for debt settlements, the total issued and outstanding common shares of the company will total 310,225,302 and 7,158,900 warrants which are expected to be exercised shortly.
The issuance of shares for debt for both debt settlements will be subject to a four-month hold period in accordance with applicable Canadian securities laws and are subject to final acceptance of the TSX-V.
The company announces it has entered into a mandate agreement with Fiore Management & Advisory Corp. to provide financial advice and corporate administration.
The company has been advised that Frank Giustra and his related entities acquired an aggregate of 61.4 million common shares of the company representing 19.79 per cent of the issued and outstanding common shares of the company pursuant to a private transaction. Fiore Financial Corp. and the Great Ontario Food Company, Inc. (companies indirectly owned by Mr. Giustra) acquired an aggregate of 56.4 million common shares, representing 18.18 per cent of the issued and outstanding common shares of the company. Sestini and Co. Pension Trustees Ltd. (an investment account controlled and directed by Mr. Giustra) acquired five million common shares of the company representing in aggregate 1.61 per cent of the issued and outstanding shares of the company. Following these transactions, Mr. Giustra has indirect ownership and/or control, over an aggregate of 61.4 million common shares of the company representing 19.79 per cent of the issued and outstanding common shares of the company which will be diluted to 19.35 per cent on the exercise of the company's outstanding warrants.
The company further announces that Brian Paes-Braga and his related entities acquired 62 million common shares of the company representing 19.99 per cent of the issued and outstanding common shares of the company pursuant to a private transaction. Mr. Paes-Braga acquired an aggregate of 62 million common shares, representing 19.99 per cent of the issued and outstanding common shares of the company. Following these transactions, Mr. Paes-Braga has indirect ownership and/or control, over an aggregate of 62 million common shares of the company presenting 19.99 per cent and would have indirect ownership and/or control, over an aggregate of 63 million common shares representing 20.24 per cent on a partially diluted basis, assuming the exercise of one million incentive stock options granted to the Quiet Cove Foundation, a charitable organization controlled by Mr. Paes-Braga. On the exercise of the company's outstanding warrants, Mr. Paes-Braga's holdings will be diluted to 19.53 per cent of the issued and outstanding and 19.79 per cent on a partially diluted basis.
The company has been advised that Mr. Giustra and his related entities and Mr. Paes-Braga and his related entities acquired these securities for investment purposes and will be disclosed in early warning reports to be filed on SEDAR. Mr. Giustra and Mr. Paes-Braga may in the future acquire or dispose of securities of the company, through the market, privately or otherwise, as circumstances or market conditions warrant.