EXPLORTEX ENERGY INC. - SB-2 - 20060710 - SELLING_SHAREHOLDERS
SELLING SHAREHOLDERS
The selling shareholders named in this prospectus are offering
all of the 1,100,000 shares of common stock offered through this prospectus. The
selling shareholders acquired the 1,100,000 shares of common stock offered
through this prospectus from us in the following transactions:
Page 12
1.
The selling shareholders acquired 500,000 shares of our
common stock from us at a price of $0.075 per share in a private placement
offering that was completed without registration under the Securities Act
in accordance with Rule 903 of Regulation S of the Securities Act on
January 24, 2006.
2.
The selling shareholders acquired 500,000 shares of our
common stock from us at a price of $0.075 per share in a private placement
offering that was completed without registration under the Securities Act
in accordance with Rule 903 of Regulation S of the Securities Act on April
28, 2006.
3.
The selling shareholders acquired 100,000 shares of our
common stock from us at a price of $0.075 per share in a private placement
offering that was completed without registration under the Securities Act
in accordance with Rule 903 of Regulation S of the Securities Act on May
18, 2006.
The following table provides, as of July 4, 2006, information
regarding the beneficial ownership of our common stock by each of the selling
shareholders, including:
1.
the number of shares owned by each selling shareholder
prior to this offering;
2.
the total number of shares that are to be offered by each
selling shareholder;
3.
the total number of shares that will be owned by each
selling shareholder upon completion of the offering; and
4.
the percentage owned by each selling shareholder upon
completion of this offering.
Information with respect to beneficial ownership is based upon
information obtained from the selling shareholders. Information with respect to
“Shares Beneficially Owned After the Offering” assumes the sale of all of the
shares offered by this prospectus and no other purchases or sales of our common
shares by the selling shareholders. Except as described below and to our
knowledge, the named selling shareholder beneficially owns and has sole voting
and investment power over all shares or rights to these shares. Other than the
relationships described below, none of the selling stockholders had or have any
material relationship with us. None of the selling stockholders is a
broker-dealer or an affiliate of a broker-dealer to our knowledge.
Total number of
shares to be
offered for
Total shares to
Percent owned
Shares owned
selling
be owned upon
upon
Name of selling
prior to this
shareholders
completion of
completion of
Shareholder
offering(2)
account
this offering
this offering(1), (2)
Bader, Michael
20,000
20,000
-0-
-0-
Bell, Alicia (3)
10,000
10,000
-0-
-0-
Bell, Ariana (3)
10,000
10,000
-0-
-0-
Bertelson, Glen
10,000
10,000
-0-
-0-
Burgart, Allan (4)
20,000
20,000
-0-
-0-
Burgart, Brad (5)
20,000
20,000
-0-
-0-
Burgart, Donna (5)
20,000
20,000
-0-
-0-
Burgart, Meredith (4)
20,000
20,000
-0-
-0-
Cooper, Robert J. (6)
100,000
100,000
-0-
-0-
Fonseca, Kori (7)
10,000
10,000
-0-
-0-
Page 13
Total number of
shares to be
offered for
Total shares to
Percent owned
Shares owned
selling
be owned upon
upon
Name of selling
prior to this
shareholders
completion of
completion of
Shareholder
offering(2)
account
this offering
this offering(1), (2)
Fonseca, Milton (7)
20,000
20,000
-0-
-0-
Gusdal, Shayne (8)
10,000
10,000
-0-
-0-
Hanas, Richard (9)
20,000
20,000
-0-
-0-
Hanas, Sky (10)
20,000
20,000
-0-
-0-
Hanas, Todd (9)(10)
20,000
20,000
-0-
-0-
Karpenko, Anna
10,000
10,000
-0-
-0-
Kojima, Trevor
20,000
20,000
-0-
-0-
Lee, D. Barry (11)
100,000
100,000
-0-
-0-
Lee, Donna (12)
20,000
20,000
-0-
-0-
Lee, M. Robert (11)
100,000
100,000
-0-
-0-
Lee, Robert E. (11)(12)
20,000
20,000
-0-
-0-
Matthews, Mark
10,000
10,000
-0-
-0-
McGrath, Heather (13)
100,000
100,000
-0-
-0-
McGrath, Patrick (13)
100,000
100,000
-0-
-0-
Ormandy, Lynn
20,000
20,000
-0-
-0-
Patychuk, Gregory (14)
20,000
20,000
-0-
-0-
Rooke, Angela (15)
20,000
20,000
-0-
-0-
Rooke, Brian (16)(17)
20,000
20,000
-0-
-0-
Rooke, Heidi (16)(17)
20,000
20,000
-0-
-0-
Rooke, Nathan (15)(16)(17)
20,000
20,000
-0-
-0-
Rooke, Shirley (16)(17)
20,000
20,000
-0-
-0-
Rooke, Vicki (16)
20,000
20,000
-0-
-0-
Sellers, Leslie (14)
20,000
20,000
-0-
-0-
Siska, Ivana (8)
10,000
10,000
-0-
-0-
Page 14
Total number of
shares to be
offered for
Total shares to
Percent owned
Shares owned
selling
be owned upon
upon
Name of selling
prior to this
shareholders
completion of
completion of
Shareholder
offering(2)
account
this offering
this offering(1), (2)
Smith, Betty (18)
10,000
10,000
-0-
-0-
Smith, Lisa (19)(20)
20,000
20,000
-0-
-0-
Smith, Robert E. (18)
10,000
10,000
-0-
-0-
Smith, Robert (19)(20)
20,000
20,000
-0-
-0-
Smith, Samantha (20)
20,000
20,000
-0-
-0-
Tuomola, Heikki
20,000
20,000
-0-
-0-
Footnotes:
(1) Based on 3,100,000
shares of our common stock issued and outstanding as of July 4, 2006.
(2) Beneficial ownership if
calculation under Rule 13d-3 of the Exchange Act. Under Rule 13d-3, a beneficial
owner of a security includes any person who, directly or indirectly, through any
contract, arrangement, understanding, relationship, or otherwise has or shares:
(i) voting power, which includes the power to vote, or to direct the voting of
shares; and (ii) investment power, which includes the power to dispose or direct
the disposition of shares. Certain shares may be deemed to be beneficially owned
by more than one person (if, for example, persons share the power to vote or the
power to dispose of the shares). In addition, shares are deemed to be
beneficially owned by a person if the person has the right to acquire the shares
(for example, upon exercise of an option) within 60 days of the date as of which
the information is provided. In computing the percentage ownership of any
person, the amount of shares outstanding is deemed to include the amount of
shares beneficially owned by such person (and only such person) by reason of
these acquisition rights.
(3) Ariana Bell, the owner
of 10,000 shares of our common stock, is the sister of Alicia Bell, the owner of
10,000 shares of our common stock. Each of these shareholders has no beneficial
ownership interest in the other party’s respective shareholdings.
(4) Allan Burgart, the
owner of 20,000 shares of our common stock, is the husband of Meredith Burgart,
the owner of 20,000 shares of our common stock.
(5) Brad Burgart, the owner
of 20,000 shares of our common stock, is the husband of Donna Burgart, the owner
of 20,000 shares of our common stock, and the adult son of Allan and Meredith
Burgart, each of whom are the owners of 20,000 shares of our common stock. Brad
Burgart has no beneficial ownership interest in either Allan Burgart or Meredith
Burgart’s respective shareholdings. Allan Burgart and Meredith Burgart have no
beneficial ownership interest in Brad Burgart’s shareholding.
(6) Robert J. Cooper, the
owner of 100,000 shares of our common stock, is the father of Chris Cooper, our
sole executive officer and director.
(7) Kori Fonseca, the owner
of 10,000 shares of our common stock, is the wife of Milton Fonseca, the owner
of 20,000 shares of our common stock.
(8) Shayne Gusdal, the
owner of 10,000 shares of our common stock, is the husband of Ivana Siska, the
owner of 10,000 shares of our common stock.
(9) Richard Hanas, the
owner of 20,000 shares of our common stock, is the father of Todd Hanas, the
owner of 20,000 shares of our common stock. Each of these shareholders has no
beneficial ownership interest in the other party’s respective shareholdings.
Page 15
(10) Sky Hanas, the owner
of 20,000 shares of our common stock, is the wife of Todd Hanas, the owner of
20,000 shares of our common stock.
(11) D. Barry Lee, the
owner of 100,000 shares of our common stock, is the adult son of Robert E. Lee,
the owner of 20,000 shares of our common stock, and the brother of M. Robert
Lee, the owner of 100,000 shares of our common stock. Each of these shareholders
has no beneficial ownership interest in the other party’s respective
shareholdings. D. Barry Lee and Chris Cooper, our sole executive officer and
director, are both directors of Lagasco Corp. and Watch Resources Ltd., each of
which is a Canadian public company traded on the TSX Venture Exchange (TSXV).
Additionally, D. Barry Lee is a former member of the board of directors of both
Benchmark Energy Ltd. and Choice Resources Corp., which are TSXV-listed
companies of which Chris Cooper is presently a director.
(12) Robert E. Lee, the
owner of 20,000 shares of our common stock, is the husband of Donna Lee, the
owner of 20,000 shares of our common stock.
(13) Heather McGrath, the
owner of 100,000 shares of our common stock, is the wife of Patrick McGrath, the
owner of 100,000 shares of our common stock.
(14) Gregory Patychuk, the
owner of 20,000 shares of our common stock, is the husband of Leslie Sellers,
the owner of 20,000 shares of our common stock.
(15) Angela Rooke, the
owner of 20,000 shares of our common stock, is the wife of Nathan Rooke, the
owner of 20,000 shares of our common stock.
(16) Brian Rooke, the owner
of 20,000 shares of our common stock, is the husband of Vicki Rooke, the owner
of 20,000 shares of our common stock. Brian Rooke is also the adult son of
Shirley Rooke, the owner of 20,000 shares of our common stock, and the brother
of Heidi Rooke and Nathan Rooke, each of whom are the owners of 20,000 shares of
our common stock. Neither Brian Rooke, Shirley Rooke, Heidi Rooke nor Nathan
Rooke has a beneficial ownership interest in the other party’s respective
shareholdings.
(17) Heidi Rooke, the owner
of 20,000 shares of our common stock, is the adult daughter of Shirley Rooke,
the owner of 20,000 shares of our common stock, and the sister of Brian Rooke
and Nathan Rooke, each of whom are the owners of 20,000 shares of our common
stock. Each of these shareholders has no beneficial ownership interest in the
other party’s respective shareholdings.
(18) Betty Smith, the owner
of 10,000 shares of our common stock, is the husband of Robert E. Smith, the
owner of 10,000 shares of our common stock. Robert E. Smith was a director of
Choice Resources Corp. from March 2001 to October 2003. Chris Cooper, our sole
executive officer and director, is presently a director of Choice Resources
Corp., and was so while Robert E. Smith was a member of the board of directors
of that company.
(19) Lisa Smith, the owner
of 20,000 shares of our common stock, is the wife of Robert Smith, the owner of
20,000 shares of our common stock. Lisa Smith is also the mother of Samantha
Smith, the owner of 20,000 shares of our common stock. Neither Lisa Smith nor
Samantha Smith has a beneficial ownership interest in the other party’s
respective shareholdings.
(20) Samantha Smith, the
owner of 20,000 shares of our common stock, is the adult daughter of Lisa and
Robert Smith, each of whom is the owner of 20,000 shares of our common stock.
Samantha Smith has no beneficial ownership interest in either Lisa Smith or
Robert Smith’s respective shareholdings. Lisa Smith and Robert Smith have no
beneficial ownership interest in Samantha Smith’s shareholding.
Because a selling shareholder may offer by this prospectus all
or some part of the common shares which it holds, no estimate can be given as of
the date hereof as to the number of common shares actually to be offered for
sale by a selling shareholder or as to the number of common shares that will be
held by a selling shareholder upon the termination of such offering.
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