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Address: 950 - 633 6th Ave SW
Calgary AB T2P 2Y5
Phone: 403 233 9366
Fax: 403 290 0045
Website:
https://www.earthenergyresources.com/
Warrant Symbol - USO.WT
Number Trading - 21 million
Expiration Date - April 18, 2013
Cusip - 91732K117
Exercise Price - $0.40
Warrants called to trade news:
International LMM name
change to US Oil Sands
2011-04-19 16:20 MT - New
Listing
See Change Name (LMM)
International LMM Ventures Corp
The TSX Venture Exchange has
accepted for filing
International LMM Ventures
Corp.'s reverse takeover,
described in its filing
statement dated April 7, 2011.
As a result, effective at the
opening Wednesday, April 20,
2011, the trading symbol for the
company will change from LMM.H
to USO and the company will
graduate to the TSX Venture
Exchange as a Tier 2 oil and gas
company. Effective at the
opening Wednesday, April 20,
2011, 21 million common share
purchase warrants will be listed
on the TSX-V under the symbol
USO.WT.
Reverse takeover
The company has entered into an
amalgamation agreement whereby
the company will acquire all the
issued and outstanding shares of
Earth Energy Resources Inc.
Pursuant to the amalgamation
agreement, the company will
exchange one share of Earth
Energy for four shares of the
company. Pursuant to its
financial advisory and
consulting agreement with the
company, Endeavour Financial
Ltd. will be issued 2.1 million
common shares and was paid cash
of $126,000.
For further information on the
RTO, please read the company's
filing statement available on
SEDAR.
Name change
read more... || collapse
The company's name was changed
from International LMM Ventures
Corp. effective April 15, 2011.
Effective at the opening
Wednesday, April 20, 2011, the
common shares of US Oil Sands
Inc. will commence trading on
the TSX-V, and the common shares
of International LMM Ventures
will be delisted. The company is
classified as an oil and gas
exploration and development
company.
Graduation from the NEX to the
TSX-V, symbol change
The company has met the
requirements to be listed as a
Tier 2 company. Therefore,
effective on Wednesday, April
20, 2011, the company's listing
will transfer from the NEX to
the TSX-V, the company's tier
classification will change from
the NEX to Tier 2, and the
filing and service office will
change from NEX to Vancouver.
Effective at the opening
Wednesday, April 20, 2011, the
trading symbol for the company
will change from LMM.H to USO.
Capitalization: unlimited shares
with no par value of which
248,618,329 shares are issued
and outstanding; and 21 million
warrants are issued and
outstanding
Escrow: 35,208,492 common shares
are subject to 36-month surplus
security staged release escrow
requirements
Transfer agent: Computershare
Investor Services Inc.
Old symbol: LMM.H
New symbol: USO
New Cusip No.: 91732K109
Corporate jurisdiction: British
Columbia
Capitalization: 21 million
common share purchase warrants
with no par value of which 21
million common share purchase
warrants are issued and
outstanding
Warrant agent: Computershare
Trust Company of Canada
New warrant symbol: USO.WT
New warrant Cusip No.: 91732K117
One warrant entitles the holder
to purchase one share at a price
of 40 cents per share and will
expire on Thursday, April 18,
2013.
Int'l LMM closes Earth Energy
acquisition, changes name
2011-04-19 12:11 MT - News
Release
US Oil Sands Inc. (formerly
International LMM Ventures
Corp.) has completed its
acquisition of all of the issued
and outstanding securities of
Earth Energy Resources Inc., an
Alberta corporation that is
engaged in the development of
oil sands properties located in
the state of Utah, United
States, using its patent-pending
extraction and remediation
technologies, effective April
18, 2011, and changed its name
to US Oil Sands Inc. It is
expected that trading in its
common shares will recommence
under its new name, US Oil Sands
Inc., and stock symbol USO.V on
Tier II of the TSX Venture
Exchange on April 20, 2011. Also
effective at the opening on
April 20, 2011, 21 million
common share purchase warrants
which were issued pursuant to
the private placement which
closed in conjunction with the
transaction will commence
trading on the TSX Venture
Exchange under the symbol
USO.WT. Each warrant entitles
the holder to purchase one
common share at a price of 40
cents per share on or before
April 18, 2013.
Transaction summary
Pursuant to the terms of the
amalgamation agreement dated
March 14, 2011, the corporation
acquired all of the issued and
outstanding common shares of
Earth Energy by the issuance of
105,231,324 common shares of the
corporation such that Earth
Energy will become a wholly
owned subsidiary of the
corporation. Common shares were
issued on the basis of four
common shares for every one
Earth Energy share. In addition,
options to purchase 13.4 million
common shares were issued to
securityholders of Earth Energy
in exchange for their
outstanding Earth Energy options
based on the same exchange
ratio, and new options of 7.2
million shares were granted to
directors, officers, employees
and consultants of the
corporation at an exercise price
of 36 cents per share expiring
on April 18, 2021.
Pursuant to its mandate
agreement, Endeavour Financial
Ltd. was issued 2.1 million
common shares of the corporation
and was paid a cash fee of
$126,000 in connection with the
transaction.
Concurrent financing and related
transactions
In conjunction with the closing
of the transaction, Earth Energy
completed a private placement of
subscription receipts which
converted on closing of the
transaction into 42 million
units of the corporation at a
price of 30 cents per unit for
gross proceeds of $12.6-million,
each unit consisting of one
common share and one-half of one
common share purchase warrant
exercisable at a price of 40
cents per share expiring April
18, 2013. The net proceeds of
the financing will be used by
the corporation to finance the
development of its oil sands
properties, and its extraction
and remediation technology.
Earth Energy paid finders' fees
in the amount of $630,000 in
connection with the financing.
Upon closing of the transaction,
the corporation has 248,618,329
common shares issued and
outstanding. In addition, there
are options for 24,838,000
shares that have been granted to
the corporation's directors,
officers, employees and
consultants, and charities under
its current stock option plan,
and there are outstanding
warrants to acquire 21 million
common shares at 40 cents per
share.
Management and board of
directors
Cameron M. Todd, PEng -- chief
executive officer
The corporation is pleased to
announce that Mr. Todd has
agreed to join the corporation
as chief executive officer
effective April 19, 2011.
Mr. Todd has over 30 years of
experience in all areas of the
oil and gas industry. He has
been involved in many of the
managerial facets of production,
refining and marketing both in
Western Canada and
internationally. Mr. Todd
previously held a senior
executive position with a
Toronto Stock Exchange-listed
company engaged in oil sands
exploration and production in
the Athabasca region. He
received his bachelor of science
in mechanical engineering from
the University of Calgary.
D. Glen Snarr, CA -- president,
chief financial officer and
corporate secretary
Mr. Snarr joined the corporation
in 2005 as its president and
chief financial officer. Since
1994, Mr. Snarr has been
involved in the senior financial
management of numerous companies
through his position of
vice-president of finance at
BanCor Inc., a private
investment firm and successor
company to Travis Chemicals Inc.
He was treasurer of Decarson
Rentals (2000) Inc., until it
was sold to Builders Energy
Services Trust in January, 2005,
president of ESG Filtration
Ltd., and director and chief
financial officer of Storedge
Management Inc. Prior to joining
Travis Chemicals Inc., in 1994,
Mr. Snarr worked 13 years for
Deloitte & Touche LLP, Chartered
Accountants, where he
concentrated on mergers and
acquisitions, public company
auditing and reporting. Mr.
Snarr received his bachelor of
business administration from the
University of Regina and is a
chartered accountant.
Barclay E. Cuthbert, MBA --
vice-president, operations
Mr. Cuthbert joined the
corporation in 2005 as its
vice-president, operations. He
has over 15 years of experience
in the oil and gas industry,
working with oil companies and
oil field service companies in
Canada, Russia and the Middle
East. Mr. Cuthbert worked with
LUKoil Overseas to develop
international exploration and
production operations, focusing
principally on projects in Latin
America including analysis of
several heavy-oil deposits in
the region. Prior to that, Mr.
Cuthbert managed the western
partners' interest in a
production chemical joint
venture with LUKoil in western
Siberia. Mr. Cuthbert received
his master of business
administration from Queen's
University and his bachelor of
science (chemistry) with
distinction from the University
of Calgary.
Timothy J. Wall, PEng --
vice-president, engineering
Mr. Wall joined the corporation
in 2006 as its vice-president,
engineering, and has over 30
years of energy industry project
engineering and senior project
management experience. Prior to
joining the corporation, he was
a senior project manager with a
major oil company in Calgary,
where he was responsible for
geophysical and geotechnical
field investigations and
infrastructure planning for a
$10-billion oil sands
mine/bitumen production
operation in the Athabasca oil
sands region of Northern
Alberta. Mr. Wall's experience
in conventional oil and gas
production includes a senior
management position with a major
pipeline construction firm and
numerous senior project
management and engineering
positions involved with oil and
gas pipelines, gas plant
construction, refinery
operations and maintenance, and
the construction of open-pit
coal mines. Mr. Wall received
his bachelor of applied science
in civil engineering from the
University of British Columbia
and is a professional engineer
registered in Alberta.
Verne G. Johnson -- chairman of
the board
Mr. Johnson received a bachelor
of science degree in mechanical
engineering from the University
of Manitoba in 1966. He worked
with Imperial Oil Limited until
1981 (including two years with
Exxon Corporation in New York
from 1977 to 1979). From 1981 to
2000, Mr. Johnson served in
senior capacities with companies
such as Paragon Petroleum Ltd.,
ELAN Energy Inc., Ziff Energy
Group and Enerplus Resources
Group. He currently serves on a
number of public company boards
including Gran Tierra Energy
Inc., Petromanas Energy Inc. and
Veresen Inc. (formerly Fort
Chicago Energy Partners LP). Mr.
Johnson also serves on the board
of Statoil Canada Ltd., which is
a private company.
James A. Banister -- director
Mr. Banister is currently
president and chief executive
officer of BanCor Inc., a
private investment holding
company and the successor to
Travis Chemicals Inc. which was
sold in January, 1997. He serves
on a number of private and
public company boards including
chairman of the board of
Essential Energy Services Trust.
Ed Chwyl -- director
Mr. Chwyl is a retired
businessman with over 35 years
of experience in the oil and gas
industry in North America, most
notably as president and chief
executive officer of Tarragon
Oil and Gas Limited from 1989 to
1998. Prior thereto, he held
various technical and executive
positions within the oil and gas
industry in Canada and the
United States. He serves as lead
independent director for Baytex
Energy Corp. and as chairman of
the board of Westfire Energy
Ltd.
H. Douglas Hunter -- director
Mr. Hunter is a professional
engineer and has over 30 years
experience in the oil and gas
industry. He is currently the
president of RFM Capital
Corporation and Bluesky Equities
Ltd., both private investment
companies. Mr. Hunter has been
active in the creation of
several public and private oil
and gas companies including
Bluesky Oil & Gas Ltd., Triumph
Energy Corp., Petromark Minerals
Ltd., Petroleum Capital
Corporation and Ricinus
Resources Ltd.
Ken M. Stephenson -- director
Mr. Stephenson is a graduate in
civil engineering from the
University of Saskatchewan. He
has held private investments and
directorships in the oil
industry in contract drilling,
exploration and development,
pipeline construction,
manufacturing, heavy
construction, gas processing
plants and industrial camps, and
catering. He currently is a
director of Calvalley Petroleum
Inc. and Donnybrook Energy Inc.
Additional information
Additional details regarding the
acquisition and related
transactions, including with
respect to the business and
properties of US Oil Sands, are
contained in the filing
statement of the corporation
dated April 7, 2011, which is
available under the US Oil Sands
profile on SEDAR.
