TORONTO, Feb. 28, 2012 /CNW/ - Pursuant to an amalgamation (the "Amalgamation") effective February 23, 2012, by which Middlefield Bancorp Limited ("MBN") became a wholly owned subsidiary of Middlefield Tactical Energy Corporation (now known as "MBN Corporation") ("TEC"), MFL Management Limited (the "Corporation") has acquired 509,273 equity shares (the "Equity Shares") of TEC .
Pursuant to the Amalgamation, each common share (the "Common Shares") of MBN held by shareholders of MBN was exchanged for 0.166887541 Equity Shares based on the relative net asset values of MBN and TEC at the close of trading on the Toronto Stock Exchange on February 22, 2012. As a result of the Amalgamation, the Corporation received the 509,273 Equity Shares in exchange for the 3,051,597 Common Shares previously held by the Corporation, representing approximately 20.1% of the outstanding Equity Shares following the Amalgamation. Together with the Equity Shares held by the Corporation prior to the Amalgamation, the Corporation currently holds 542,273 Equity Shares, which represents 21.4% of the outstanding Equity Shares. The Brasseur Family Trust (the "Trust"), of which Jeremy Brasseur is the sole trustee, is the majority interest shareholder of the Corporation and is considered a joint actor. The Trust owns directly or indirectly and controls, including the Equity Shares held by the Corporation, a total of 546,711 Equity Shares, representing 21.6% of the outstanding Equity Shares.
The Corporation acquired the Equity Shares for investment purposes. At present, neither the Corporation nor the Trust has any intention to acquire ownership of, or control over, additional Equity Shares of TEC.
This press release may contain forward-looking information, including with respect to future acquisitions of Equity Shares of TEC. The forward-looking information contained in this press release constitutes current expectations, as of the date of this press release, with respect to the matters covered hereby. Investors and others should not assume that any forward-looking statement contained in this press release represents an estimate as of any date other than the date of this press release.
For further information:
A copy of the early warning report in respect of the Corporation's acquisition of Equity Shares required to be filed under applicable Canadian securities laws can be found at www.sedar.com or can be obtained by contacting the Corporation at the address specified below:
MFL Management Limited
W. Garth Jestley
First Canadian Place
58th Floor, P.O. Box 192