TSX Venture Exchange symbol FNR
SASKATOON, Feb. 2 /CNW/ - 49 North Resources Inc. ("FNR") (TSX Venture:
FNR) announces that in connection with the closing of its roll-over
transaction with 49 North 2010 Resource Flow-Through Limited
Partnership (the "2010 Fund") on February 1, 2011, it acquired
ownership of 2,500,000 common shares of Westcore Energy Ltd.
("Westcore") (representing 9.65% of Westcore's outstanding common
shares). Prior to the closing of the roll-over transaction, FNR owned
5,365,000 common shares of Westcore (representing 20.71% of Westcore's
outstanding common shares. Mr. Tom MacNeill, the President, Chief
Executive Officer and a director of FNR also owns 1,260,000 common
shares of Westcore directly (representing 4.86% of Westcore's
outstanding common shares) and 2,000,000 commons shares of Westcore
indirectly through T&N Holdings Inc. (representing 7.72% of Westcore's
outstanding common shares).
Upon completion of the acquisition, FNR will own 7,865,000 common shares
(representing 30.37% of Westcore's outstanding common shares), and when
combined with Mr. MacNeill's holdings directly and indirectly, Tom
MacNeill will control 11,125,000 common shares (representing 42.95% of
Westcore's outstanding common shares).
In connection with the acquisition of securities, FNR and the 2010 Fund
entered into a transfer agreement providing for the private sale of the
2,500,000 common shares by the 2010 Fund to FNR at a price of $0.43 per
share for an aggregate purchase price of $1,075,000.
FNR acquired the common shares in the roll-over transaction for
investment purposes. FNR may in the future take such actions in respect
of its holdings as it may deem appropriate in light of the
circumstances then existing, including acquiring ownership or control
over additional common shares or other securities of Westcore or the
disposition of all or a portion of its holdings in open market or in
privately negotiated transactions.
The re-sale of the common shares was carried out in accordance with and
in reliance on the "accredited investor" exemption in section 2.3 of
National Instrument 45-106 - Prospectus and Registration Exemptions which has been adopted by the securities regulatory authorities in all
Provinces of Canada and which exempts the transfer and issue of such
securities from the registration and prospectus requirements of
applicable securities law.
The 2010 Fund, FNR, T&N Holdings Inc. and Tom MacNeill may be considered
to be joint actors under applicable securities legislation. However,
the issuance of this press release is not an admission that any entity
named in this press release owns or controls any of the securities
described in this press release or is a joint actor with any other
entity named in this press release.
A copy of the early warning report in respect of this transaction has
been filed with the applicable securities commissions and can be found
Neither TSX Venture Exchange nor its Regulation Services Provider (as
that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
SOURCE 49 North Resources Inc.
For further information:
49 North Resources Inc.
President and Chief Executive Officer
306-653-2692 or firstname.lastname@example.org.