TORONTO, March 20, 2016 /CNW/ - Smoothwater Capital Corporation ("Smoothwater") announced today that it acquired on March 18, 2016, through the facilities of the TSX Venture Exchange, ownership of 2,491,999 common shares of Alberta Oilsands Inc. ("AOS") (representing approximately 1.18% of the issued and outstanding common shares of AOS) at an average price of $0.129 per share. After giving effect to this purchase, Smoothwater now owns an aggregate of 22,529,399 common shares of AOS, representing approximately 10.63% of the issued and outstanding common shares of AOS.
Walied Soliman ("Soliman"), a private investor, may be considered to be acting jointly or in concert (within the meaning of applicable Canadian securities legislation) with Smoothwater in respect of AOS common shares. Soliman currently owns and/or exercises control over 4,014,000 common shares of AOS, representing approximately 1.89% of the outstanding common shares of AOS.
Smoothwater and Soliman together currently own and/or exercise control over 26,543,399 common shares of AOS, representing approximately 12.52% of the issued and outstanding common shares of AOS.
On February 17, 2016, Smoothwater sent a letter to the board of directors of AOS (the "February Letter"), which is available at www.smoothwatercapital.com. In the February Letter, Smoothwater stated, among other things, that:
- The board should develop a strategy to tax-effectively distribute to shareholders all AOS cash assets (net of reasonable reserves) estimated to be approximately $32 million and to dispose of its other assets as soon as possible (the "Dividend Plan"), being approximately $0.15 per share.
- Any prospective transaction to use all or substantially all of the assets of AOS (being primarily the cash on its balance sheet) is by law subject to a shareholder vote as soon as possible and cannot be undertaken unilaterally by the board.
- The board should publicly advise shareholders no later than April 15, 2016 on whether it has or has not identified a transaction for shareholder approval, which is approximately one year after receipt of the proceeds for the AOS cancelled oil sands leases from the Province of Alberta.
- If no transaction is identified by the board by April 15, 2016 or, if identified, not subsequently approved by shareholders, the Dividend Plan should be implemented.
- The board of AOS should immediately appoint Stephen J. Griggs, CEO of Smoothwater, to the board of AOS and to the Transaction Committee of the Board.
Smoothwater and AOS have initiated constructive discussions in respect of the matters set out in the February Letter, which Smoothwater intends to continue. Smoothwater has also requested that the board hold the 2016 annual shareholder meeting no later than May 30, 2016, which Smoothwater considers consistent with customary annual meeting timeframes generally followed by public companies in Canada.
Each of Smoothwater and Soliman acquired common shares of AOS for investment purposes and may, from time to time, on an individual or joint basis, acquire additional securities of AOS, dispose of some or all of the existing or additional securities it, he or they holds or will hold, or may continue to hold its, his or their current position. If the objectives for AOS set out by Smoothwater in the February Letter are not achieved within a reasonable timeframe, Smoothwater and/or Soliman may, from time to time, on an individual or joint basis, take such actions as it, he and/or they considers necessary or desirable to pursue such objectives, subject to applicable law.
Smoothwater has retained Goodmans LLP as its legal adviser.
For more information and updates, including a copy of this press release, the related early warning report and the February Letter please visit www.smoothwatercapital.com.
This news release is issued pursuant to the early warning requirements of applicable Canadian securities laws. Smoothwater will file early warning reports in accordance with applicable securities laws, copies of which will be available on SEDAR at www.sedar.com or upon request to Smoothwater.
About Smoothwater Capital:
Smoothwater Capital Corporation is a leading Canadian activist investor, focusing on investing in small to midcap Canadian public companies where there is an identifiable path to significantly improve shareholder value. Smoothwater works to effect change in targeted companies, often collaboratively with institutional and other like-minded investors who hold material positions but are not able to take on the time consuming and costly activist role.
Cautionary Statement Regarding Forward-Looking Information
Certain information in this press release may constitute "forward-looking information", as such term is defined in applicable Canadian securities legislation, about the objectives and intentions of Smoothwater and/or Soliman as they relate to AOS and other matters, including the continuation of discussions between Smoothwater and AOS. All statements other than statements of historical fact may be forward-looking information. Material factors or assumptions that were applied in providing forward-looking information, include, but are not limited to, AOS's future growth potential, its results of operations, future cash flows, the future performance and business prospects and opportunities of AOS and the current general regulatory environment and economic conditions remaining unchanged. Should any factor affect AOS, Smoothwater or Soliman in an unexpected manner, or should assumptions underlying the forward-looking information prove incorrect, the actual results or events may differ materially from the results or events predicted. All of the forward-looking information reflected in this press release is qualified by these cautionary statements. Forward-looking information is provided and forward-looking statements are made as of the date of this press release and except as may be required by applicable law, each of Smoothwater and Soliman disclaims any intention and assumes no obligation to publicly update or revise such forward-looking information or forward-looking statements whether as a result of new information, future events or otherwise.
SOURCE Smoothwater Capital Corporation
For further information: For further information or to obtain a copy of the related early warning report, please contact: Smoothwater Capital Corporation, Suite 2500, 120 Adelaide Street West, Toronto, Ontario, M5H 1T1, Attention: Stephen J. Griggs, Chief Executive Officer, 416.644.6582, [email protected]