Oil Optimization Inc. and Red Stag Resources Inc. Announce Conditional Acceptance of Qualifying Transaction and Filing of Filing
October 15 2010 - 5:47PM
PR Newswire (Canada)
CALGARY, Oct. 15 /CNW/ -- /Not for distribution to U.S. Newswire
Services or for dissemination in the United States. Any
failure to comply with this restriction may constitute a violation
of U.S. Securities laws./ CALGARY, Oct. 15 /CNW/ - Oil Optimization
Inc. (TSXV: OOI.H) ("OOI") is pleased to announce, further to its
news releases dated August 17 and August 26, 2010, that the TSX
Venture Exchange (the "Exchange") has conditionally accepted its
proposed qualifying transaction (the "Qualifying Transaction") with
Red Stag Resources Inc. ("Red Stag "). A Filing Statement in
respect of the Qualifying Transaction has been prepared in
accordance with the requirements of the Exchange and filed on
SEDAR. Shareholders are encouraged to go to www.sedar.com to
review the Filing Statement. OOI has also filed, in each province
other than Quebec, a (final) prospectus in connection with the
previously announced offering of common shares of OOI ("OOI
Shares") which will now consist of a minimum of 21,666,666 Oil
Optimization Shares and a maximum of 33,333,333 OOI Shares at a
price of $0.15 per share (the "Offering"). In connection with
the Offering, OOI and Red Stag have engaged Haywood Securities Inc.
to act as lead agent for a syndicate of agents, which includes
Union Securities Ltd., to offer and sell the OOI Shares on a
commercially reasonable "best efforts" basis. OOI and Red
Stag intend to close the Qualifying Transaction and Offering
concurrently on or about October 27, 2010. Trading of the OOI
Shares will remain halted subject to Exchange approval to resume
trading. About Oil Optimization OOI is a Capital Pool Company
listed on the NEX. As of the date hereof and prior to the
completion of the Qualifying Transaction, OOI has not and will not
have commenced any commercial operations and does not and will not
have any assets other than cash. Upon completion of the
Qualifying Transaction, the business of OOI will be the business of
Red Stag. About Red Stag Resources Red Stag is a junior oil and gas
exploration company headquartered in Calgary, Alberta. Red
Stag (through its subsidiary JSX Energy (Thailand) Limited) holds
interests in two onshore exploration blocks in Thailand being a
100% interest in Block L3/50 and a third onshore block with a 50%
interest in Block L9/48, and has conditionally been granted a 100%
interest in a third onshore exploration block being Block L14/50
upon posting a bank guarantee. Red Stag's operations are
focused on exploring and, if warranted, developing these blocks, as
well as seeking accretive acquisitions in Thailand. Forward-Looking
Statements This news release contains forward-looking statements
and forward-looking information within the meaning of applicable
securities laws. The use of any of the words "expect",
"anticipate", "continue", "estimate", "objective", "ongoing",
"may", "will", "project", "should", "believe", "plans", "intends"
and similar expressions are intended to identify forward-looking
information or statements. More particularly and without
limitation, this news release contains forward looking statements
and information concerning the completion of the Qualifying
Transaction and the Offering. The forward-looking statements and
information are based on certain key expectations and assumptions
made by Oil Optimization, including expectations and assumptions
concerning the results of its due diligence review of RSR and the
results of RSR's due diligence review of Oil Optimization and the
ability to obtain the required Exchange and shareholder approvals.
Although Oil Optimization believes that the expectations and
assumptions on which such forward-looking statements and
information are based are reasonable, undue reliance should not be
placed on the forward looking statements and information because
Oil Optimization can give no assurance that they will prove to be
correct. By its nature, such forward-looking information is subject
to various risks and uncertainties, which could cause the actual
results and expectations to differ materially from the anticipated
results or expectations expressed. These risks and uncertainties,
include, but are not limited to, the results of the due diligence
review on either Oil Optimization or RSR by the other are less than
satisfactory or the parties are unable to obtain the required
Exchange and shareholder approvals. Readers are cautioned not to
place undue reliance on this forward-looking information, which is
given as of the date hereof, and to not use such forward-looking
information for anything other than its intended purpose. Oil
Optimization undertakes no obligation to update publicly or revise
any forward-looking information, whether as a result of new
information, future events or otherwise, except as required by law.
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. To view this news release in HTML
formatting, please use the following URL:
http://www.newswire.ca/en/releases/archive/October2010/15/c3015.html
p align="justify"Oil Optimization Inc.br/ Paul Jones - Chief
Financial Officerbr/ Phone: (403) 303-4478/p p align="justify"Red
Stag Resources Inc.br/ David Little - Chief Executive Officerbr/
Phone (403) 532-2587/p
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