(TSX VENTURE EXCHANGE: AOS)
EDMONTON, Dec. 2 /CNW/ - Prosper Limited Partnership ("Prosper") acquired 2,500,000 units ("Units") of Alberta Oilsands Inc. ("AOS"), with each unit consisting of one common share of AOS ("Share") issued on a flow-through basis and one half of one Share purchase warrant ("Warrant") issued on a flow-through basis pursuant to a subscription agreement between Prosper and AOS, which formed part of a larger private placement by AOS of 12,520,000 at a price of $0.50 per Unit. Each whole Warrant will entitle the holder thereof to acquire one Share from AOS at a price of $0.70 per Share at any time that is before 18 months after the date of issuance. The Shares and Warrants issued pursuant to the private placement are subject to a four-month statutory hold period.
Prior to the acquisition, Prosper owned 8,000,000 Shares and 4,000,000 Warrants as described in a press release on November 23, 2010, such that as a result of the acquisition, Prosper owned 10,500,000 or approximately 8.87% of the 118,425,457 issued and outstanding Shares as at the date of such acquisition. Assuming the exercise of the 5,250,000 Warrants held by Prosper after giving effect to the acquisition and no other changes, Prosper would own 15,750,000 or approximately 12.73% of what would then be the 123,675,457 issued and outstanding Shares. On a fully diluted basis, Prosper would own 15,750,000 or approximately 10.54% of what would then be the 149,431,029 issued and outstanding Shares.
The private placement was the second and final tranche of a larger private placement offering (the "Offering") of AOS made pursuant to a letter agreement (the "Letter Agreement") between AOS and Proforma Capital Inc., which is controlled by Robert Frost. Mr. Frost also holds a 50% interest in Prosper GP Inc., the general partner of Prosper and holds a 19.0% limited partnership interest in Prosper.
Prior to the private placement, certain associates of the general partner of Prosper, namely Robert Frost and Joseph Francese, also held and now own, directly and indirectly, 194,500 and 1,000,000 Shares respectively, representing 0.2% and 0.9% respectively, of the issued and outstanding Shares.
Prosper's interest in AOS is for investment purposes only. Prosper has no current intention of making a take-over bid for AOS. Prosper reserves the right from time to time to purchase additional Shares or to dispose of Shares held by Prosper.
The issuance of this press release and the report in respect of these transactions is not an admission that any entity named in this report is a joint actor with any other named entity.
For further information: For further information:
Joseph Francese, CFA
Prosper Limited Partnership
5347 - 75 Street N.W.
Edmonton, Alberta, T6E 0W4
Phone: (780) 496-7744