Brookwater Ventures Receives Conditional Approval for Change of Business and Files Filing Statement
May 24 2011 - 12:45PM
Marketwired
Brookwater Ventures Inc. (TSX VENTURE: BW.H) ("Brookwater" or the
"Company") is pleased to announce that the TSX Venture Exchange
(the "Exchange") has conditionally approved its change of business
transaction (the "Change of Business") which involves the
acquisition of 100 per cent of the issued and outstanding shares of
Agua Grande Exploracao e Producao de Petroleo Ltda, a private
limited Brazilian company ("Agua Grande"). The Company has filed a
filing statement (the "Filing Statement") on SEDAR which discloses
the details of the Change of Business.
Agua Grande is a party to a Farm-Out Agreement dated November
25, 2010 with Somoil Internacional de Petroleo Ltda. and Sonangol
Starfish, pursuant to which Agua Grande has the right to acquire an
undivided 30% interest in an oil & gas exploration concession
(Block REC-T-166) located in the Reconcavo Basin in Brazil (the
"Concession"). The Farm-Out Agreement was approved by the Brazilian
National Petroleum Agency ("ANP") at an ANP boarding meeting held
last week.
Pursuant to regulatory requirements, the Company has also filed
a Technical Report titled "Evaluation of the Interests of
Brookwater Ventures Inc. in the REC-T-166 Block in the Reconcavo
Basin Brazil", prepared in accordance with National Instrument
51-101 (Standards of Disclosure for Oil and Gas Activities), dated
December 31, 2010. The technical report was completed by Petrotech
Engineering Ltd. and is available under the Company's profile on
SEDAR at www.sedar.com.
The Acquisition will constitute a Change of Business under the
policies of the Exchange, and will result in the graduation of the
Company from NEX to the Exchange. Completion of the Acquisition is
subject to a number of conditions, and final regulatory approval
from the Exchange. The Company has secured the approval of its
shareholders to the Change of Business and is in the process of
filing final documentation with the Exchange. The transaction is
now scheduled to close on May 26, 2011.
Investors are cautioned that, except as disclosed in the Filing
Statement, any information released or received with respect to the
Change of Business may not be accurate or complete and should not
be relied upon. Trading in securities of Brookwater should be
considered highly speculative. Trading will remain halted pending
final approval of the Exchange following final regulatory
filings.
The TSX Venture Exchange has in no way passed upon the merits of
the proposed transaction with Agua Grande and has neither approved
nor disapproved the contents of this press release.
On behalf of the Board of Directors of
BROOKWATER VENTURES INC.
Scott Ackerman, President & CEO
This news release may contain forward-looking statements. These
statements are based on current expectations and assumptions that
are subject to risks and uncertainties. Actual results could differ
materially because of factors discussed in the management
discussion and analysis section of our interim and most recent
annual financial statement or other reports and filings with the
TSX Venture Exchange and applicable Canadian securities
regulations. We do not assume any obligation to update any
forward-looking statements.
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.
Contacts: Brookwater Ventures Inc. Scott Ackerman President
& CEO (778) 331-8508 sackerman@emprisecapital.com
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