Zodiac Exploration Announces Annual and Special Meeting of Shareholders
March 27 2014 - 8:00AM
Marketwired
Zodiac Exploration Announces Annual and Special Meeting of
Shareholders
CALGARY, ALBERTA--(Marketwired - Mar 27, 2014) - Zodiac
Exploration Inc. ("Zodiac" or the "Company") (TSX-VENTURE:ZEX)
announces that, at the annual and special meeting of shareholders
of the Company ("Shareholders") to be held on April 23, 2014 (the
"Meeting"), the following matters will be presented to
Shareholders:
(i) |
the
audited financial statements of the Company for the year ended
September 30, 2013, and the report of the auditors thereon; |
(ii) |
the
fixing of the directors of the Company at six (6); |
(iii) |
election of the directors of the Company; |
(iv) |
appointment of the auditors of the Company; |
(v) |
approval of the Company's rolling 10% stock option plan; |
(vi) |
approval of the consolidation of issued and outstanding common
shares the "Common Shares") of the Company (the "Consolidation"),
as further described below; |
(vii) |
the
approval of a change of name of the Company to "Mobius Resources
Inc." or such other name that the board of directors of the Company
(the "Board") may approve; and |
(viii) |
approval of by-law no. 2, which incorporates the Company's advance
notice provisions. |
Election of Directors
A new slate of directors is being proposed for election to the
board of directors of Zodiac. In addition to existing directors
Messrs. Robert Cross, Lee A. Pettigrew and John Newman, Zodiac is
proposing the following nominees:
Mr. Doug Manner; currently CEO & Director of Sintana Energy
Corporation with extensive oil & gas experience, including Vice
President and Chief Operating Officer of Gulf Canada Resources.
Mr. Jason Bednar; currently an independent businessman who has
been Chief Financial Officer for a number of energy companies
including MENA Hydrocarbons, Sagres Energy Inc. and Pan Orient
Energy Corp.
Mr. Ian Macqueen, P.Geol.; currently serves as an equity analyst
at Paradigm Capital and has held equity analyst positions at Orion
Securities, Macquarie Capital Markets Canada and CIBC World
Markets.
Name Change
At the Meeting, Shareholders will be asked to consider and, if
deemed appropriate, approve a special resolution to change the name
of the Company to "Mobius Resources Inc." or such other name that
the Board may approve (the "Name Change"). If approved by the
Shareholders and the TSX Venture Exchange ("TSXV"), the Name Change
is expected to occur as soon as practicable after the Meeting.
Consolidation
The Consolidation is on the basis of up to 15 pre-consolidated
shares for each post-consolidation share, or such lesser ratio that
the Board, in their sole discretion, may determine to be
appropriate. The Consolidation would result in the 432,057,559
pre-Consolidation Common Shares that are currently outstanding
being reduced to approximately 28,803,837 post-Consolidation Common
Shares, subject to rounding related to fractional shares.
The Company believes that a future Consolidation may enhance the
marketability of the Common Shares as an investment and may
facilitate future financings, as the Company is subject to the TSXV
minimum pricing rules for financings. The Consolidation is subject
to shareholder approval at the upcoming Meeting and to TSXV
acceptance.
About Zodiac
Zodiac is a well financed Oil & Gas Exploration company with
headquarters in Calgary, Alberta and offices in Bakersfield,
California. Zodiac's core assets are located in California's San
Joaquin Basin, where Zodiac holds approximately 72,000 net acres of
land in the prolific Monterey/Kreyenhagen Oil Shale formations and
in Alberta and Montana, where the company holds 55,000 net
acres.
Forward Looking Information
This news release contains certain forward‐looking statements
relating, but not limited, to the Consolidation, the Name Change,
the marketability of Common Shares post-Consolidation and the
ability to secure financings. Forward‐looking information typically
contains statements with words such as "anticipate", "believe",
"expect", "plan", "intend", "estimate", "propose", "project", or
similar words suggesting future outcomes. The Company cautions
readers and prospective investors in the Company's securities not
to place undue reliance on forward‐looking information as, by its
nature, it is based on current expectations regarding future events
that involve a number of assumptions, inherent risks and
uncertainties, which could cause actual results to differ
materially from those anticipated by the Company. Forward-looking
information is based on management's current expectations and
assumptions regarding the Consolidation, the Name Change, the
marketability of Common Shares post-Consolidation, the
Consolidation's facilitation of a financing, and the Company's
ability to secure a future financing. Although the Company believes
the expectations and assumptions reflected in such forward‐looking
information are reasonable, they may prove to be incorrect.
Forward‐looking information involves significant known and
unknown risks and uncertainties. A number of factors could cause
actual results to differ materially from those anticipated by the
Company, including but not limited to risks associated with
uncertainty regarding shareholder approval of the Consolidation,
the Name Change, the marketability of Common Shares
post-Consolidation and the ability to secure financings. The
forward‐looking information included herein is expressly qualified
in its entirety by this cautionary statement. The forward‐looking
information included herein is made as of the date hereof and the
Company assumes no obligation to update or revise any
forward‐looking information to reflect new events or circumstances,
except as required by law.
Neither the TSXV nor its Regulation Services Provider (as
defined in the policies of the TSXV) accepts responsibility for the
adequacy or accuracy of this release.
Zodiac Exploration Inc.Lee A. PettigrewPresident & CEO(403)
444-7844Zodiac Exploration Inc.John NewmanChief Financial
Officer(403) 444-7850
(TSXV:ZEX)
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