Western Pacific Announces Asset Purchase Agreement with Green Oil
WESTERN PACIFIC RESOURCES CORP.
Suite 550 - 800 West Pender Street
Vancouver, B.C. V6C 2V6
WESTERN PACIFIC ANNOUNCES ASSET PURCHASE AGREEMENT
WITH GREEN OIL
Vancouver, B.C., January 28, 2020 WESTERN PACIFIC R ESOURCES CORP. (TSXV:
WRP) (the “ Company ” or “ Western Pacific ”) announces that it has entered into an asset
purchase agreement (the “ Asset Purchase Agreement ”) with Green Oil S.A. (“ Green Oil ”)
dated effective January 27, 2020 with respect to th e acquisition by Western Pacific from Green
Oil of certain mineral claims located in Ecuador (the “ Transaction ”).
The Transaction, if completed, is anticipated to be a Fundamental Acquisition, as defined under
the policies of the TSX Venture Exchange (the “ Exchange ”). The Transaction is an arm’s
length transaction and Western Pacific anticipates that shareholder approval from Western
Pacific’s shareholders will not be required. Pursu ant to Exchange policy, Western Pacific’s
common shares have been halted. Western Pacific’s common shares will remain halted until
such time as all required documentation has been fi led with and accepted by the Exchange and
permission to resume trading has been obtained from the Exchange.
Transaction Summary
Pursuant to the terms of the Asset Purchase Agreeme nt, Western Pacific will acquire Green Oil’s
legal and beneficial right, title and interest to a 2,312 hectare concession known as the Julian
Property (“ Property ”) located in Ecuador. As consideration for the ac quisition of the Property,
Western Pacific will issue to Green Oil and its nom inees 6,000,000 common shares in the capital
of Western Pacific (the “ Shares ”) at a deemed price of $0.20 per Share. The Compa ny also
anticipates paying a finders fee of $92,500 in conn ection with the Transaction to an arm’s length
third party.
The Transaction is subject to completion of: (i) th e receipt of all necessary consents, approvals,
authorizations (including Exchange approval) for th e Transaction; (ii) the confirmation of the
representations and warranties of each party to the Asset Purchase Agreement; (iii) the absence
of any material adverse changes in relation to the Property, or the Company, and (iv) other
conditions which are customary or appropriate for a transaction of this type.
Private Placement
Pursuant to the terms of the Asset Purchase Agreeme nt, concurrent with the closing of the
Transaction Western Pacific is required to complete a private placement (the “ Private
Placement ”) of no less than 7,500,000 units (“ Units ”) of Western Pacific at a price of $0.20 per
Unit for gross proceeds of $1,500,000. Each Unit c onsisting of one Share and one-half of one
Share purchase warrant (a “ Warrant ”) with each whole Warrant being exercisable by the holder
to purchase one additional Share at a price of $0.3 5 per Share at any time within one year of the
issuance of the Warrant. The Company may pay a fin der’s fee on the Private Placement in cash,
Shares, share purchase warrants or a combination of thereof within the maximum amount
permitted by the policies of the Exchange.
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Change of Board and Management
On closing of the Transaction, the Company anticipa tes adding Mr. Luis Miguel Espinosa
Chiriboga, nominee of Green Oil S.A. as a director to its board of directors.
Luis Miguel Espinosa Chiriboga is a resource business executive with over 15 year of experience
in extractive industries and project management pri marily in Ecuador. Mr. Espinosa is currently
the President of Green Oil S.A., and as part of his role with Green Oil S.A. is the General
Manager of Hidrotolumbi S.A. an Ecuadorian company in the business of construction and
operation of a hydroelectric project. Mr. Espinosa holds a degree in business administration and
is fluent in Spanish and English.
Further, on closing of the Transaction, the Company anticipates appointing Luis Zapata as Chief
Executive Officer.
Mr. Luis Zapata is a resources finance professional with over 14 years of experience. Mr. Zapata
was most recently Director, Latin America Instituti onal Equities at Canaccord Genuity where he
launched Canaccord's Latin America Institutional Equities business unit in 2010. Mr. Zapata was
also previously Partner and Head of Capital Markets at Seminario SAB, Peru's largest
independent brokerage firm. Mr. Zapata has deep tie s to the Ecuadorian mining industry having
previously financed Core Gold Inc. Mr. Zapata is a frequent media commentator on the resource
sector and a dual Canadian/Peruvian citizen fluent in English and Spanish.
Information Related to the Property
The Julian prospect concession is located in the Pr ovince of Azuay in the canton of Oña,
overlapping the Parishes Oña Yacuambi and Nabón, ap proximately 64km southwest of the city
of Cuenca and100 km southeast of Machala in the Cor dillera Real de los Andes Ecuador. The
prospect ranges topographically between 2,600 and 3,200 meters above sea level.
A technical report is in the process of being prepa red for the Property and will be made available
under the Company’s profile at www.sedar.com .
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined
in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy
of this release.
For further information, please contact:
Western Pacific Resources Corp.
Darren Cardey, Director
604-638-8063
ON BEHALF OF THE BOARD
Completion of the Transaction is subject to a numbe r of conditions, including but not limited to, Exch ange approval
and the receipt of all regulatory consents required for the completion of the Transaction. There can b e no assurance
that the transaction will be completed as proposed or at all.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither
approved nor disapproved the contents of this press release.
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Cautionary Statement Regarding “Forward-Looking” In formation
Some of the statements contained in this news relea se are forward-looking statements and information w ithin the
meaning of applicable securities laws. Forward-look ing statements and information can be identified by the use of
words such as “expects”, “intends”, “is expected”, “potential”, “suggests” or variations of such words or phrases, or
statements that certain actions, events or results “may”, “could”, “should”, “would”, “might” or “will ” be taken,
occur or be achieved. Forward-looking statements an d information are not historical facts and are subj ect to a
number of risks and uncertainties beyond Western Pa cific’s control. Actual results and developments ar e likely to
differ, and may differ materially, from those expre ssed or implied by the forward-looking statements c ontained in
this news release. Accordingly, readers should not place undue reliance on forward-looking statements. Western
Pacific undertakes no obligation to update publicly or otherwise revise any forward-looking statements , except as
may be required by law.