Pacific Rodera Energy Inc.

Pacific Rodera Energy Inc.

March 05, 2007 19:18 ET

Acquisition of Securities of Pacific Rodera Energy Inc.

BEAUMONT, ALBERTA--(CCNMatthews - March 5, 2007) - Michael Greenwood has acquired 8,523,416 units ("Units") of Pacific Rodera Energy Inc. (TSX VENTURE:PRD) ("PRD"), with each Unit consisting of one common share and one half of one common share purchase warrant at a price of $0.60 per Unit (the "Private Placement"). Each whole warrant ("Warrant") entitling the holder to purchase one additional common share at an exercise price of $0.70 per common share for a period of two years following the closing of the Private Placement unless (i) during the period commencing on the date that is four months following the completion of the Private Placement ("Closing Date") and ending on the second anniversary of the Closing Date, the daily volume weighted average trading price of the common shares of PRD on the TSX Venture Exchange (or such other exchange where the majority of the trading volume occurs) exceeds $1.00 for each day for a period of 20 consecutive trading days, and (ii) PRD gives the holders of the Warrants written notice of such occurrence within 30 days of such occurrence, in which the case the Warrants will expire at 4:00 p.m. (Mountain Standard Time) on the 30th day following the giving of such notice. The 8,523,416 common shares of PRD acquired by Mr. Greenwood pursuant to the Private Placement are approximately 8.3% of the presently issued and outstanding common shares of PRD.

Prior to the Private Placement, Mr. Greenwood owned 11,501,250 common shares of PRD such that he presently owns a total of 20,024,666 or 19.4% of the common shares of PRD as well as 13,742,958 common share purchase warrants and 200,000 stock options. If Mr. Greenwood were to exercise such warrants and stock options, assuming no other changes, Mr. Greenwood would hold 29% of the issued and outstanding common shares of PRD.

Certain associates of Mr. Greenwood, namely John Greenwood and Tracy Greenwood also collectively hold 553,750 common shares of PRD, being less than 0.5% of the issued and outstanding common shares of PRD as well as 234,375 Warrants and 200,000 stock options.

Additional details of the Private Placement were disclosed in press releases on February 8, 2007, March 1, 2007 and March 5, 2007.

The TSX Venture Exchange has required that PRD obtain the majority approval of the shareholders of PRD to the sale by PRD of common shares and common share purchase warrants of PRD to Mr. Greenwood in December 2006 and January 2007, the details of which were disclosed in press releases of PRD dated November 22, 2006, December 5, 2006 and January 8, 2007. Pending receipt of such approval, Mr. Greenwood will be prohibited from voting that number of common shares held by him which exceeds the number of common shares of PRD held by the directors and officers of PRD (excluding Mr. Greenwood and the noted associates). Mr. Greenwood may elect to extend these voting arrangements until the end of the applicable tax year relevant to the flow-through obligations associated with the majority of the securities of PRD previously acquired by Mr. Greenwood.

Mr. Greenwood's interest in PRD is for investment purposes only. Mr. Greenwood has no current intention of making a take-over bid for PRD. Mr. Greenwood reserves the right from time to time to purchase additional common shares of PRD or to dispose of common shares of PRD held by Mr. Greenwood.

Contact Information

  • Michael Greenwood
    NW1/4, 24-50-23 W4
    County of Leduc
    P.O. Box 3074
    Beaumont, Alberta T2P 5P8
    (604) 643-7706