RE:RE:6 Months of House TradesPublic_Heel wrote:
Isn't 20% the early-warning threshold in Canada? bxju, can you get that report for the last month?
EARLY WARNING REPORT Made Pursuant To NATIONAL INSTRUMENT 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues RELATING TO THE ISSUANCE OF SECURITIES IN THE CAPITAL OF VALEURA ENERGY INC. (THE “ISSUER”) 1. The name and address of the offeror. Scott Lamacraft (the “Offeror”) Royal Bank Plaza, South Tower 200 Bay Street, Suite 2800 Toronto, Ontario M5J 2J2 2. The designation and number or principal amount of securities and the Offeror’s securityholding percentage in the class of securities of which the Offeror acquired ownership or control in the transaction or occurrence giving rise to the reporting obligation and whether it was ownership or control that was acquired in those circumstances. On January 7, 2015, the Offeror acquired (the “Acquisition”) ownership and control of 720,000 common shares of the Issuer (the “Acquired Shares”), representing approximately 1.2% of the issued and outstanding common shares of the Issuer (the “Shares”) on a non-diluted basis. 3. The designation and number or principal amount of securities and the Offeror’s securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to the reporting obligation. As of the date hereof, after giving effect to the Acquisition, the Offeror owns, or exercises control or direction over, 8,499,100 Shares, representing approximately 14.7% of the issued and outstanding Shares on a non-diluted basis. 4. The designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph 3. over which: (i) the Offeror, either alone or together with any joint actors, has ownership and control; The Offeror, either alone or together with any joint actors, owns and controls an aggregate of 8,499,100 Shares, representing approximately 14.7% of the issued and outstanding Shares on a non-diluted basis. (ii) the Offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the Offeror or any joint actor; and Not applicable. (iii) the Offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership. Not applicable. - 2 - 5. The name of the market in which the transaction or occurrence that gave rise to the reporting obligation. The Acquired Shares were purchased through the facilities of the Toronto Stock Exchange. 6. The value, in Canadian dollars, of any consideration offered per security if the Offeror acquired ownership of a security in a transaction or occurrence giving rise to the reporting obligation. The Acquired Shares were purchased at a cash price of $0.41 per Acquired Share. 7. The purpose of the Offeror and any joint actors in effecting the transaction or occurrence that gave rise to the reporting obligation, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer. The Acquired Shares were purchased for investment purposes. The Offeror has a long-term view of the investment and does not intend at this time to acquire additional Shares, but may increase his shareholdings of the Issuer in the future depending on market conditions, reformulation of plans and/or other relevant factors. 8. The general nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the Offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the reporting obligation, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities. Not applicable. 9. The names of any joint actors in connection with the disclosure required in this report. The Offeror and his spouse, Leigh Lamacraft are, for the purposes of Canadian securities legislation, acting jointly and in concert with each other with respect to 885,000 Shares. The Offeror and his mother, Linda Lamacraft are, for the purposes of Canadian securities legislation, acting jointly and in concert with each other with respect to 44,000 Shares. 10. In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, the nature and value, in Canadian dollars of the consideration paid by the Offeror. Not applicable. 11. If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of National Instrument 62-103 in respect of the reporting issuer’s securities. Not applicable. - 3 - 12. If applicable, a description of the exemption from securities legislation being relied on by the Offeror and the facts supporting that reliance. Not applicable. 13. Additional information. In this report, for the purpose of calculating the percentage of Shares owned, or controlled or directed, the Offeror has assumed that there are 57,906,135 Shares issued and outstanding as of the date hereof, as reported by the Issuer in its most recently filed management’s discussion and analysis as at September 30, 2014. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]