Colin Wilson

March 20, 2013 15:12 ET

Acquisition of Common Shares and Warrants in Clemson Resources Corp.

TORONTO, ONTARIO--(Marketwire - March 20, 2013) - Colin Wilson (the "Offeror") who is located in Valencia, Spain, acquired 1,811,048 common shares in the capital of Clemson Resources Corp. (the "Company"), representing approximately 6.95% of the outstanding common shares of the Company in connection with the Company's acquisition (the "Transaction") of all of the issued and outstanding ordinary shares of Oyster Oil & Gas Limited ("Oyster"). Immediately after the transaction the Offeror directly holds an aggregate of 1,811,048 common shares of the Company, representing approximately 6.95% of the issued and outstanding common shares of the Company (based on 26,049,632 issued and outstanding common shares as at the date hereof) and warrants to acquire up to an additional 1,124,750 common shares of the Company. If all such warrants were exercised on the date hereof, the Offeror would hold 2,935,798 common shares of the Company, which would represent approximately 10.8% of the issued and outstanding common shares of the Company on a post-conversion beneficial ownership basis (calculated based on 27,174,382 common shares being issued and outstanding assuming the exercise of the warrants only).

The shares were issued to the Offeror by the Company from its treasury in connection with the Transaction. The Company issued to the Offeror 1,811,048 common shares in the capital of the Company at a deemed price of $0.35 per share and issued non-transferable share purchase warrants entitling the Offeror to purchase 1,124,750 common shares of the Company at an exercise price of $0.44 per common share until September 12, 2015. The Offeror, in consideration for the issuance of the 1,811,048 common shares and 1,124,750 warrants received from the Company, transferred 5,512,500 ordinary shares in the capital of Oyster to the Company in connection with the Transaction.

The Offeror has acquired the above-noted securities of the Company for investment purposes and the Offeror may, depending on market and other conditions, increase or decrease its beneficial ownership, control or direction over the common shares or other securities of the Company, through market transactions, private agreements, treasury issuances, exercise of convertible securities or otherwise.

For further information on the press release and to obtain a copy of the early warning report please contact Colin Wilson.

Contact Information

  • Colin Wilson
    Calle Isla de Tabarca, 10
    Monte Collado
    Lliria, 46160 Valencia, Spain
    +34 678 636 550