Standard Exploration Ltd
TSX VENTURE : SDE

Standard Exploration Ltd

March 02, 2012 09:00 ET

Acquisition of Shares of Standard Exploration Ltd.

CALGARY, ALBERTA--(Marketwire - March 2, 2012) - Further to disclosure requirements of applicable securities laws, Mr. Stan Grad (the "Shareholder") of Airdrie, Alberta reports that on February 28, 2012 his wholly owned corporation, Soderglen Ranches Ltd. purchased 1,562,500 units ("Units") of Standard Exploration Ltd. ("Standard") (TSX VENTURE:SDE) through a private placement transaction (the "Transaction") at a price of $0.16 per Unit. Each Unit is comprised of one common share of Standard (a "Common Share") and one-half of one common share purchase warrant (each a "Warrant"). Each whole Warrant is exercisable to purchase one Common Share at a price of $0.23 for a period of one year from the date of the Transaction. The Common Shares are listed on the TSX Venture Exchange. Ms. Jane Grad, an associate of Mr. Stan Grad (the "Associate") purchased 2,000,000 Units of Standard pursuant to the Transaction.

Prior to the Transaction, the Shareholder owned or controlled 2,771,000 Common Shares, 200,000 options to purchase Common Shares and 700,000 Warrants; all of the Common Shares were registered in the name of the Shareholder. Following completion of the Transaction, the Shareholder now beneficially owns and has control over 4,333,500 Common Shares representing approximately 6.8% of the issued and outstanding Common Shares of Standard on a non-diluted basis, and 1,481,250 Warrants representing approximately 6.2% of the issued and outstanding Warrants. If the Shareholder were to exercise all of his options and Warrants, he would hold a total of approximately 9.5% of the issued and outstanding Common Shares of Standard on a diluted basis.

Prior to the Transaction, the Associate owned or controlled 50,000 Common Shares. Following completion of the Transaction, the Associate now beneficially owns and has control over 2,050,000 Common Shares representing approximately 3.2% of the issued and outstanding Common Shares of Standard on a non-diluted basis, and 1,000,000 Warrants representing approximately 4.2% of the issued and outstanding Warrants. If the Associate were to exercise all of her Warrants, she would hold a total of approximately 4.8% of the issued and outstanding Common Shares of Standard on a diluted basis.

Pursuant to Multilateral Instrument 62-104 - Take-0ver Bids and Issuer Bids, the Shareholder and Associate are deemed to be acting jointly or in concert. Together, the Shareholder and Associate owned or controlled 2,821,000 prior to the Transaction. Following completion of the Transaction, the Shareholder and Associate together beneficially own and control 6,383,500 Common Shares representing approximately 10.0% of the issued and outstanding Common Shares on a non-diluted basis, and 2,481,250 Warrants representing approximately 10.4% of the issued and outstanding Warrants. If the Shareholder and Associate were to exercise all of their respective Warrants and options together, they would hold a total of approximately 14.2% of the issued and outstanding Common Shares of Standard on a diluted basis.

The securities were acquired for investment purposes. Neither the Shareholder nor the Associate has any present intention to acquire ownership of, or control over, additional securities of Standard. It is the intention of the Shareholder and the Associate to evaluate their investments in Standard on a continuing basis and such holdings may be increased or decreased in the future.

The Units issued to the Shareholder and the Associate pursuant to the Transaction were distributed pursuant to the exemptions from the prospectus and registration requirements set out in section 2.3 of National Instrument 45-106 - Prospectus and Registration Exemptions.

Contact Information

  • Standard Exploration Ltd.
    Ronald P. Wiebe
    President & CEO
    403-262-4450