Andrew Redleaf and Whitebox Advisors, LLC

July 04, 2011 09:20 ET

Andrew Redleaf and Whitebox Advisors, LLC Holdings in Portex Minerals

MINNEAPOLIS, MINNESOTA--(Marketwire - July 4, 2011) - Whitebox Advisors, LLC and Andrew Redleaf (collectively, the "Whitebox Filers") wish to update the information in their previous early warning report dated September 22, 2009 filed under applicable Canadian securities laws in respect of their holdings of Portex Minerals Inc. (formerly Strategic Resource Acquisition Corporation) (the "Issuer").

The Whitebox Filers' securityholding percentage has decreased from 25.83% as reported on September 22, 2009 to 7.45%, principally due to increases in the outstanding common shares ("Common Shares") of the Issuer as a result of treasury issuances of Common Shares by the Issuer.

Following the sale of certain Common Shares, the Whitebox Filers exercise control or direction over 2,096,712 Common Shares representing approximately 7.45% of the Issuer's issued and outstanding Common Shares, based on a total of 28,138,000 Common Shares issued and outstanding (as reported in the Issuer's press release dated June 20, 2011). All such Common Shares are beneficially owned by the Whitebox Entities (as defined below), with the exception of 98,319 Common Shares held by HFR RVA Combined Master Trust, over which the Whitebox Filers exercise control or direction.

The Whitebox Filers expect to evaluate on an ongoing basis the Issuer's financial condition, business, operations and prospects, the market price of the Common Shares, conditions in the securities markets generally, general economic conditions and industry conditions and other factors. Depending on such review, and subject to the conditions below, the Whitebox Filers may purchase, sell or transfer Common Shares over which they may be considered to have control or direction from time to time in public or private transactions and/or may enter into privately negotiated derivative transactions with institutional counterparties to hedge the market risk of some or all of their positions in the Common Shares or other securities. In addition or in the alternative, the Whitebox Filers may cause any of the Whitebox Entities to distribute in kind to their respective partners or shareholders, as the case may be, Common Shares or other securities. Any such transactions may be effected at any time or from time to time subject to applicable law. Other than as described above, none of the Whitebox Filers has any plan or proposal relating to or that would result in: (a) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (b) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (c) any material change in the present capitalization or dividend policy of the Issuer; (d) any other material change in the Issuer's business or corporate structure; (e) any changes in the Issuer's charter, by-laws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (f) a class of securities of the Issuer being delisted; (g) a class of equity securities of the Issuer becoming eligible for termination of registration; or (h) any action similar to those enumerated above.

Andrew Redleaf is the managing director and controlling shareholder of Whitebox Advisors LLC, which is the managing director of the general partners of each of the Whitebox Entities that directly own the Common Shares. As such, the Whitebox Filers may be considered to exercise control or direction over the Common Shares beneficially owned by Whitebox Combined Partners LP, Whitebox Hedged High Yield Partners LP, DRE Partners LP and F-Cubed Partners LP (collectively, the "Whitebox Entities"). Whitebox Advisors LLC, is also the investment advisor to HFR RVA Combined Master Trust and GPC LIX, LLC, which are separately managed accounts. As such, the Whitebox Filers may be considered to exercise control or direction over the Common Shares beneficially owned by HFR RVA Combined Master Trust and GPC LIX, LLC (the "Managed Accounts"). However, the Whitebox Filers disclaim any beneficial ownership over Common Shares held by the Managed Accounts and the Whitebox Entities, except to the extent of their pecuniary interest, if any, therein.

The address of Mr. Redleaf, the Manager and Whitebox Advisors LLC is 3033 Excelsior Boulevard, Suite 300, Minneapolis, MN 55416-4675.

A copy of the early warning report filed by Mr. Redleaf and Whitebox Advisors, LLC in connection with acquisitions referred to in this press release may be obtained from Mark Strefling, Chief Legal Officer of Whitebox Advisors, LLC at (612) 253-6018.

Contact Information

  • Mark Strefling
    Chief Legal Officer of Whitebox Advisors, LLC
    (612) 253-6018