TRINITY VALLEY ENERGY CORP. ("TE")
BULLETIN TYPE: Private Placement-Non-Brokered
BULLETIN DATE: June 18, 2015
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced June 3, 2015:
Number of Shares: 34,765,160 shares
Purchase Price: $0.043 per share
Number of Placees: 1 Placee
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P
Texas General Oil & Gas, LP Y (new)
As the private placement will result in the Placee holding 50% of the issued and outstanding common shares of the Company (on a non-diluted basis) and becoming a Control Person (as that term is defined in the Exchange's policies), the Company will seek disinterested shareholder approval of the creation of the Control Person at its Annual General and Special Meeting scheduled for July 16, 2015. Shareholders of the Company will also be asked to approve an amendment to the Company's notice of articles and articles to create the preferred shares. In the event the Company receives shareholder approval for the amendment, the company will issue to the Placee 100 preferred shares, which will be held in escrow by Brooks Law LLP (the "Escrow Agent").
The common shares and preferred shares will be subject to a four-month hold period from the date of issuance. The preferred shares will not be non-tradable and will not be listed on the Exchange.
All of the common shares, preferred shares and investment amount will be held in escrow by the Escrow Agent, and released in accordance with the Company and Texas Oil's joint instructions on the completion of certain business milestones, which will be set out in an escrow agreement to be entered into by the Company, Texas Oil and the Escrow Agent.
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). The Company must also issue a news release if the private placement does not close promptly.
________________________________________
|
|
