CAYMAN ISLANDS, Jan. 3, 2013 /CNW Telbec/ - Firebird Global Master Fund, Ltd. ("FGMF") announces that it is ceasing to file reports under Part 4 of the National Instrument 62-103 in relation to Vanoil Energy Ltd. (TSX-V; VEL) (the "Issuer") as a result of an acquisition by Mr. James Passin, a joint actor of FGMF, of securities of the Issuer. Mr. Passin does not qualify as an eligible institutional investor (as defined in National Instrument 62-103) and is therefore not eligible to file reports under Part 4.
Mr. Passin acquired 500,000 units of the Issuer pursuant to a Subscription Agreement, entered into between James Passin and the Issuer, on a non-brokered private placement basis, at a price of $0.60 per unit, for an aggregate amount of $300,000. Each unit consists of one common share and one non-transferable share purchase warrant, each whole warrant entitling the holder to purchase one common share of the Issuer at an exercise price of $1.00 per share for a period of 24 months after December 31, 2012. The warrant will be subject to accelerated expiry if, at any time after the date that is four months and one day of December 31, 2012, the Issuer's common shares trade on the TSX Venture Exchange at a price of $1.50 or more for the preceding 20 consecutive trading days.
The securities were acquired for investment purposes. However, FGMF and its joint actors can be qualified as active investors, since Mr. James Passin, manager and director of FGMF and Firebird Global Master Fund II, Ltd. ("FGMF2") is Chairman of the board of directors of the Issuer. FGMF and its joint actors may, from time to time, acquire additional securities of the Issuer, may continue to hold their present position or may dispose of their securities.
FGMF reports that the aggregate number of securities of the Issuer held by FGMF and its joint actors is 23,416,876 common shares, 6,291,666 warrants to acquire the same number of common shares in the share capital of the Issuer and 950,000 options to acquire the same number of common shares in the share capital of the Issuer. Out of the 23,416,876 common shares, 6,291,666 warrants, and 950,000 options, 15,047,926 common shares and 5,791,666 warrants are held by FGMF, 7,868,950 common shares are held by FGMF2 and 500,000 common shares, 500,000 warrants and 950,000 options are held by James Passin.
The 23,416,876 common shares held by FGMF and its joint actors represent approximately 39.57% of the outstanding common shares of the Issuer.
In addition, assuming the exercise by FGMF and its joint actor of the above-mentioned warrants and options to acquire additional common shares of the Issuer, FGMF and its joint actors' total securityholding in the share capital of the Issuer would be 30,658,542 common shares, representing approximately 46.16% of the outstanding common shares of the Issuer, including the common shares deemed to be acquired pursuant to the exercise of such warrants and options.
No other joint actor of FGMF currently holds any securities of the Issuer.
This press release is being issued in order to comply with the disclosure requirements under applicable securities legislation. This press release is not an admission that FGMF owns or controls any described securities or is a joint actor with anyone else.
SOURCE FIREBIRD GLOBAL MASTER FUND, LTD.