|By PR Newswire||
|March 26, 2014 03:03 PM EDT||
CAYMAN ISLANDS, March 26, 2014 /CNW/ - Firebird Global Master Fund, Ltd. ("FGMF") announces that (i) it transferred to its parent company, Firebird Global Master Fund Holdings, Ltd. ("FGMF Holdings"), all of the securities it held in the share capital of Vanoil Energy Ltd. (TSX-V; VEL) (the "Issuer" or "Vanoil"), namely 32,551,045 common shares and 20,732,293 warrants to acquire the same number of common shares in the share capital of Vanoil and (ii) Firebird Global Master Fund II, Ltd. ("FGMFII"), a joint actor of FGMF, transferred to its parent company, Firebird Global Master Fund II Holdings, Ltd. ("FGMF II Holdings"), all of the securities it held in the share capital of the Issuer, namely 19,064,630 common shares and 9,556,610 warrants to acquire the same number of common shares in the share capital of Vanoil.
Furthermore, 4,019,059 warrants to acquire the same number of common shares in the share capital of the Issuer held by FGMF Holdings expired without being exercised and 1,611,289 warrants to acquire the same number of common shares in the share capital of Vanoil held by FGMF II Holdings expired without being exercised.
The aggregate number of securities of the Issuer held by FGMF Holdings and its joint actors is 52,115,675 common shares, 25,492,555 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 52,115,675 common shares, 25,492,555 warrants, and 950,000 options, 32,551,045 common shares and 16,713,234 warrants are held by FGMF Holdings, 19,064,630 common shares and 7,945,321 warrants are held by FGMF II Holdings and 500,000 common shares, 834,000 warrants and 950,000 options are held by James Passin. FGMF and FGMFII no longer hold any securities of the Issuer.
The 52,115,675 common shares held by FGMF Holdings and its joint actors represent approximately 44.57% of the outstanding common shares of the Issuer.
In addition, assuming the exercise by FGMF Holdings and its joint actors of the above-mentioned warrants and options to acquire additional common shares of the Issuer, the total securityholding in the share capital of the Issuer would be 78,558,230 common shares, representing approximately 54.79% 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.
The securities are held for investment purposes. However, FGMF Holdings and its joint actors can be qualified as active investors, since Mr. James Passin, manager and director of FGMF Holdings and FGMF II Holdings, is Chairman of the board of directors of the Issuer. FGMF Holdings 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.
The securities transferred by the Offeror and FGMFII to FGMF Holdings and FGMF II Holdings, respectively, were transferred at their then fair market value in the context of reorganization.
No other joint actor of FGMF Holdings 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 Holdings owns or controls any described securities or is a joint actor with anyone else.
SOURCE FIREBIRD GLOBAL MASTER FUND, LTD.
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