TSX VENTURE COMPANIES:
ANTERRA ENERGY INC. ("AE.A")
TERREX ENERGY INC. ("TER")
BULLETIN TYPE: Plan of Arrangement-Change in Share type/classification or other attributes, Delist-Offer to Purchase; Shares for Debt; Private Placement-Non-Brokered
BULLETIN DATE: March 22, 2013
TSX Venture Tier 2 Companies
Plan of Arrangement, Delist-Offer to Purchase
TSX Venture Exchange (the "Exchange") has accepted for filing documentation pursuant to a Court approved Plan of Arrangement (the "Arrangement") between Anterra Energy Inc. (the "Company") and Terrex Energy Inc. ("Terrex"). Approval of the Arrangement was obtained from shareholders of Terrex at a Special Meeting of Shareholder held on March 13, 2013. Pursuant to the terms of the Arrangement, shareholders of Terrex received 0.307 of a common share of the Company ("Anterra Share") for each common share of Terrex ("Terrex Share") held.
Effective at the close of business on Monday, March 25, 2013, the Terrex Shares will be delisted from the Exchange and Anterra Shares will remain trading. For further information please refer to the information circular dated September 19, 2012 and the Company's news release dated March 15, 2013.
Shares for Debt
In connection with the Arrangement, TSX Venture Exchange has accepted for filing the Company's proposal to issue a) 3,000,000 class A common shares of the Company at a deemed price of $0.065, b) a $4,000,000 principal amount of convertible debenture ("Debenture"), and c) 20,801,303 Terrex Shares at a deemed price of $0.05 per Terrex Share to Sandstorm Metals & Energy Ltd. and 0905896 BC Ltd. (collectively, "Sandstorm"). Terrex Shares are acquired by the Company pursuant to the terms of the business combination described above. The Debenture matures in 5 years from date of issuance (the "Maturity Date") and bears a 6% per annum interest rate. The Debenture is convertible at the option of the debentureholder into Class A common shares of the Company at a conversion price of $0.10 per share on or before the Maturity Date.
Number of Creditors: 1 Creditor
Insider / Pro Group Participation: None
Private Placement-Non-Brokered
In connection with the Arrangement, TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced on December 21, 2012, amended on February 20, 2013 and closed on March 15, 2013:
Number of Shares: 1,866,560 class A common shares
Purchase Price: $0.05 per share
Number of Placees: 6 placees
Insider / Pro Group Participation: None
Finder's Fee: None
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