May 12, 2011
Toronto, Ontario – Vena Resources Inc. (“Vena” or the “Company”) (TSX: VEM, LIMA: VEM, Frankfurt: V1R, OTC-BB: VNARF, Xetra®: V1R.DE), a Company with strong partnerships with some of the world’s largest mining companies, is pleased to announce that John Clarke has been appointed to the board of directors to fill the position vacated by the resignation of Luis Baertl. Mr. Clarke has been Vice President, Business Development with CGX Energy Inc., a TSX Venture listed exploration company with licenses offshore Guyana, South America since November 2009. Prior to joining CGX, Mr. Clarke was Executive Vice President, Corporate as well as Director and one of the original founders of Candax Energy Inc., a TSX listed, international E&P company. Mr. Clarke is also an independent director of Shoal Point Energy Limited, a TSX Venture listed E&P company, focused on Eastern Canada exploration and a director and original founder of Enviromena Power Systems Inc., a private Canadian alternate energy company, operating in the Middle East and focused on solar power generation. Mr. Clarke has a broad capital markets background including eight years as a Vice President and Senior Oil & Gas Analyst with Deutsche Bank and Octagon Capital Corporation, where he was ranked top North American Oil & Gas Analyst in 2003 and 2004 by Forbes/Starmine. Mr. Clarke has strong relationships across the international resource sector, including sell and buy-side specialists in global equity capital markets. He holds a Bachelor of Science in Physics from Birmingham University, Birmingham, UK and a Masters in Science from Imperial College, London, UK as well as a Bachelor of Arts in English from the University of Calgary.
Juan Vegarra, Chairman and CEO states: "We are looking forward to working with John Clarke, who has extensive contacts in the Canadian and European equity markets and a strong corporate governance background and we thank Luis Baertl for his contribution to the Company's board of directors during his brief time with Vena."
In other news, Vena announces that it intends to amend the terms of up to 2,749,999 warrants and up to 478,365 broker warrants (collectively, the “Warrants”) of the Company for an aggregate of up to 3,228,364 Warrants to extend the expiry date of the Warrants from May 13, 2011 to November 13, 2011 (the “Amendments”). Of the 3,228,364 Warrants, 133,000 Warrants are held by insiders of the Company.
The Warrants were issued as part of a private placement financing that closed on November 13, 2009, pursuant to which the Company sold 7,564,668 units at a price of $0.30 per unit for gross proceeds of $2,269,400. Of such units, 266,000 were sold to insiders of the Company. Each unit was comprised of one common share (a “Common Share”) in the capital of the Company and one-half of one common share purchase warrant, with each full warrant entitling the holder to purchase one Common Share at an exercise price of $0.45 per Common Share until May 13, 2011. In connection with the financing, the company also issued an aggregate of 491,703 broker warrants to certain arm’s length parties, with each broker warrant entitling the holder to purchase one Common Share at an exercise price of $0.36 per Common Share until May 13, 2011.
The Toronto Stock Exchange has conditionally approved the Amendments, subject to the Company fulfilling all the conditions of such approval. The Amendments, except with respect to those Warrants held by insiders of the Company, will become effective on May 27, 2011. The Amendments with respect to Warrants held by insiders of the Company will not become effective until such Amendments are approved by a majority of the Company’s shareholders voting at a shareholders meeting, excluding the holders of Warrants who are insiders of the Company.
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