CUSIP No. 95083L103 | | | | Page 42 of 55 Pages |
1. | | Names of Reporting Persons. |
2. | | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x |
3. | | SEC Use Only |
4. | | Source of Funds (See Instructions) PF |
5. | | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
6. | | Citizenship or Place of Organization |
Number of Shares Beneficially Owned by Each Reporting Person With | | 7. | | Sole Voting Power |
| 8. | | Shared Voting Power |
| 9. | | Sole Dispositive Power |
| 10. | | Shared Dispositive Power -0- |
11. | | Aggregate Amount Beneficially Owned by Each Reporting Person |
12. | | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨ |
13. | | Percent of Class Represented by Amount in Row (11) |
14. | | Type of Reporting Person (See Instructions) IN |
13D
CUSIP No. 95083L103 | | | | Page 43 of 55 Pages |
Item 1. Security and Issuer
This joint statement on Schedule 13D relates to the common stock, $0.0001 par value per share (the “Common Stock”), of Wescorp Energy Inc., a Nevada corporation (the “Issuer”). The address of the Issuer’s principal executive offices is Suite 400, 435 – 4th Avenue South West, Calgary, Alberta T2P 3A8 Canada.
Item 2. Identity and Background
(a) This joint statement on Schedule 13D is being filed by the persons identified in subsection (b), below. Each of such persons is referred to in this Schedule 13D as a “Reporting Person” and, collectively, as the “Reporting Persons.” None of the Reporting Persons shares authority to vote or dispose of the shares of Common Stock reported in this Schedule 13D.
(b) The business address of each of the Reporting Persons is set forth below:
Name & Address |
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John Anderson 1720 – 1111 West Georgia Street Vancouver, British Columbia V6C 3E8 Canada |
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Gordon M. Barnes 71 Westview Crescent Spruce Grove, Alberta T7X 1L3 Canada |
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Darrell Bauer 3023-105 Street Edmonton, Alberta Y6J 2Z7 Canada |
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Terrence Roy Bayliss 5680 Muggies Way Nanaimo, British Columbia V9V 1W2 Canada |
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Morten Borch Niels Leuchs vei 41 N-1359 Eiskmarka Norway |
13D
Name & Address |
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Leonard N. Chanasyk 9701-96 A Street Edmonton, Alberta T6C 3Z9 Canada |
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Alfred Comeau 52023 Range Road 231 Sherwood Park, Alberta T8B 1A2 Canada |
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Carlos Correia c/o Vita Bella 15620-95 Avenue Edmonton, Alberta T5P 0A4 Canada |
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Constantino John D’Agostino 5145 E. Highway #63 North Bay, Ontario P1B 8G4 Canada |
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Laurent Doucette 15812 131 Ave NW Edmonton, Alberta T5V J41 Canada |
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2K3D Investments Inc. Box 2349 Kindersley, Saskatchewan S0L 1S0 Canada |
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Peter Ferreira 4814 Albert Street Burnaby, British Columbia V5C 2H3 Canada |
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George Warren Gummow 14821 Bartlett Ct. San Martin, California 95046 |
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Robert Clayton Harms c/o 13333 Fort Road Edmonton, Alberta T5A 1C3 Canada |
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13D
Name & Address |
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Gary Howell Calle Dr. Perez Olave km1 Ciudad Joaquin Suarez Canelones, Uruguay 91200 |
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John Huber 255 Westridge Road Edmonton, Alberta T5T 1C2 Canada |
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Timothy Daniel Huber 6615 Inverness Drive Rogers, Arkansas 72758 |
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Kevin Colborne Jarvis 13211-104 Avenue NW Edmonton, Alberta T5N 0W3 Canada |
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David Jones 7 Vivyenne Court North Bay, Ontario P1A 4J2 Canada |
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Brian Dalton Kirby 682 Roslyn Boulevard North Vancouver British Columbia V7G 1P3 Canada |
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Leslie Hugh Knight 27360-58th Crescent Langley, British Columbia V4W 3W7 Canada |
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Garry Lynkowski 637 Almandine Court Kelowna, British Columbia V1W 4Z5 Canada |
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Bryant May 35 Langholm Dr. St. Albert, Alberta T8N 3R7 Canada |
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13D
Name & Address |
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Terry Mereniuk 92 Wize Court Edmonton, Alberta T6M 0A3 Canada |
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Eddie Steven Moroz 5815-99 St Edmonton, Alberta T6E 3N8 Canada |
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Charles Joseph Moser 305 Byrne Court SW Edmonton, Alberta T6W 1E2 Canada |
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Oak Ridge Investments 13 Strathdale Close SW Calgary, Alberta T3H 2K2 Canada |
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Dale Plante 180 East Broad Street Columbus, Ohio 43215 |
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Dennis H. Pelletier 137 Greenoch Crescent Edmonton, Alberta T6L 1W6 Canada |
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Douglas Robinson Suite 910-675 West Hastings St. Vancouver, British Columbia V6B 1N2 Canada |
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Noah Samuel Rosen 3100 Market Street #300 Rogers, Arkansas 72758 |
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Scott Michael Shemwell 20715 Park Pine Drive Katy, Texas 77450 |
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Perry Robert Stenback #31 53503 Range Rd 274 Spruce Grove, Alberta T7X 3R9 Canada |
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13D
Name & Address |
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Jody D. Stevens 85 Strathlea Court SW Calgary, Alberta T3H 4T4 Canada |
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Craig R. Styles 9112-139 Street Edmonton, Alberta T5R 0H2 Canada |
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Patrick J. Twa 11 Spring Meadows Lane Calgary, Alberta T3Z 3L7 Canada |
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Lucas Wegmann PO Box 506 Newcastle, Maine 04553 |
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Bruce Edward Winton 145 Laurier Drive Edmonton, Alberta T5R 5P9 Canada |
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Michael Melio Verdecchia 58 Northwood Street Sault Ste. Marie, Ontario P6B 4M4 Canada |
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Alan Yeates 1101 Northshore Rd. North Bay, Ontario P1B 8G4 Canada |
(c) The principal business of none of the Reporting Persons is investments. The Reporting Persons are employed in various managerial capacities of enterprises owned by them or others or are retired.
(d) None of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) None of the Reporting Persons was, during the last five years, a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order (1) enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or (2) finding any violation with respect to such laws.
13D
(f) Each of the Reporting Persons is a citizen of Canada, except as noted:
Morten Borch-Norway
Noah Samuel Rosen-USA
Lucas Wegmann-USA
Garry Howell-Ireland
Scott Michael Shemwell-USA
Timothy Daniel Huber-USA
George Warren Gummow-USA
Item 3. Source and Amount of Funds or Other Consideration
The Reporting Persons acquired beneficial ownership of an aggregate of 78,448,528 shares of Common Stock for an aggregate of approximately $16,400,000 using their own funds, exclusive of options for the purchase of an additional aggregate of 12,796,778 shares of Common Stock for an aggregate exercise price of approximately $1,970,000.
Item 4. Purpose of Transaction
The Reporting Persons acquired shares of the Common Stock (whether directly from the Issuer, through open-market purchases, private transactions, or conversion of the Issuer’s debt securities) at various time based on their individual beliefs that such securities represented attractive investment opportunities, and such purchases were made in the Reporting Persons’ ordinary course of business.
The Reporting Persons intend to continue to review continuously their interest in the Issuer. Depending upon their evaluation of the factors described below, one or more of the Reporting Persons may from time to time purchase additional securities of the Issuer, dispose of all or a portion of the securities then held by such Reporting Persons, or cease buying or selling such securities; any such additional purchases or sales of securities of the Issuer may be in the open market, in privately negotiated transactions, or otherwise.
The Reporting Persons are disappointed with the Issuer’s business performance and wish to engage in a constructive dialogue with officers, directors, and other representatives of the Issuer, as well as other of the Issuer’s stockholders; topics of discussion may include, but are not limited to, the Issuer’s markets, operations, competitors, prospects, strategy, changes to the board of directors, management, or other personnel, ownership, capitalization, and financial requirements. The Reporting Persons may also enter into confidentiality or similar agreements with the Issuer and, subject to such an agreement or otherwise, exchange information with the Issuer. The factors that the Reporting Persons may consider in evaluating their interest in the Issuer’s business include the following: (i) the Issuer’s business and prospects; (ii) the performance of the Common Stock and the availability of additional shares or rights to acquire (whether through purchase of equity or conversion of debt instruments into equity) purchase at any particular price levels; (iii) the availability and nature of opportunities to dispose of the Reporting Persons’ interests; (iv) general economic conditions; (v) stock market conditions; (vi) other business and investment opportunities available to the Reporting Persons; and (vii) other plans and requirements of the Reporting Persons.
Depending on their assessment of the foregoing factors, the Reporting Persons may, from time to time, modify their present intention as stated in this Item 4.
13D
Except as set forth above, the Reporting Persons intend to review their options continuously but do not have at this time any specific plans that would result in (a) the acquisition of additional securities of the Issuer or the disposition of securities of the Issuer; (b) any extraordinary corporate transactions such as a merger, reorganization, or liquidation involving the Issuer or any of its subsidiaries; (c) any sale or transfer of a material amount of the assets of the Issuer or of any of its subsidiaries; (d) any change in the present management or Board of Directors of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the Issuer’s Board of Directors; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer’s business or corporate structure; (g) any change in the Issuer’s charter or by-laws that may impede the acquisition of control of the Issuer by any person; (h) the Issuer’s Common Stock being delisted from a national securities exchange or ceasing to be authorized to be quoted in an inter-dealer quotation system or a registered national securities association; (i) causing a class of equity securities of the Issuer to become eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (j) any action similar to those enumerated above.
Item 5. Interest in Securities of the Issuer
(a, b) The percentages of beneficial ownership reported in this Item 5, and on each Reporting Person’s cover page to this Schedule 13D, are based on a total of 127,680,313 shares of the Common Stock issued and outstanding as of October 5, 2011, as reported in the most recent Quarterly Report of the Issuer on Form 10-Q for the fiscal quarter ended June 30, 2011. All of the share numbers reported below, and on each Reporting Person’s cover page to this Schedule 13D, are as of October 5, 2011, unless otherwise indicated. The cover page to this Schedule 13D for each Reporting Person is incorporated by reference in its entirety into this Item 5(a, b).
(c) No Reporting Person effected any transaction in shares of the Common Stock from August 4, 2011 (the date 60 days prior to the filing of this Schedule 13D) to October 5, 2011.
(d) No person other than each Reporting Person, solely in respect of each such Reporting Person, is known to have the right to receive or the power to direct the receipt of dividends from or the proceeds from the sale of shares of the Common Stock.
(e) Not applicable.
13D
CUSIP No. 95083L103 | | | | Page 51 of 55 Pages |
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Except for outstanding options to purchase shares of the Issuer’s common stock, as summarized hereinbelow, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) between any Reporting Person and the Issuer with respect to any securities of the Issuer. There are no contracts, arrangements, understandings, or relationships (legal or otherwise) between or among any Reporting Persons or with any third party with respect to any securities of the Issuer, including, but not limited to, those involving the transfer or voting any of the securities, finder’s fees, joint ventures, loan or option arrangements, put or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.
Name & Address | | Options # | | | Options $ | | | Options Expiry | |
| | | | | | | | | | | | |
Gordon M. Barnes 71 Westview Crescent Spruce Grove, Alberta T7X 1L3 | | | 150,000 | | | | 0.15 | | | | 12/2011 | |
| | | | | | | | | | | | |
Darrell Bauer 3023-105 Street Edmonton, Alberta Y6J 2Z7 | | | 1,000,000 | | | | 0.15 | | | | 09/2012 | |
| | | | | | | | | | | | |
Terrence Roy Bayliss 5680 Muggies Way Nanaimo, British Columbia V9V 1W2 | | | 1,000,000 | | | | 0.15 | | | | 09/2012 | |
| | | | | | | | | | | | |
Morten Borch Niels Leuchs vei 41 N-1359 Eiskmarka | | | 300,000 | | | | 0.15 | | | | 08/2012 | |
| | | | | | | | | | | | |
Leonard N. Chanasyk 9701-96 A Street Edmonton, Alberta T6C 3Z9 | | | 222,222 | | | | 0.15 | | | | 12/2011 | |
| | | | | | | | | | | | |
Carlos Correia c/o Vita Bella 15620-95 Avenue Edmonton, Alberta T5P 0A4 | | | 150,000 | | | | 0.15 | | | | 09/2012 | |
| | | | | | | | | | | | |
George Warren Gummow 14821 Bartlett Ct. San Martin, CA 95046 | | | 555,556 250,000 | | | | 0.15 0.25 | | | 12/2011 Start:12/2010 | |
13D
Name & Address | | | Options # | | | | Options $ | | | | Options Expiry | |
| | | | | | | | | | | | |
Robert Clayton Harms c/o 13333 Fort Road Edmonton, Alberta T5A 1C3 | | | 2,780,000 | | | | 0.15 | | | | 12/2011 | |
| | | | | | | | | | | | |
Timothy Daniel Huber 6615 Inverness Drive Rogers, Arkansas 72758 | | | 280,000 | | | | 0.15 | | | | 12/2011 | |
| | | | | | | | | | | | |
Kevin Colborne Jarvis 13211-104 Avenue NW Edmonton, Alberta T5N 0W3 | | | 444,445 | | | | 0.15 | | | | 09/2012 | |
| | | | | | | | | | | | |
Garry Lynkowski 637 Almandine Court Kelowna, British Columbia V1W 4Z5 | | | 278,000 | | | | 0.15 | | | | 12/2011 | |
| | | | | | | | | | | | |
Oak Ridge Investments Principal: Milt Hohol 13 Strathdale Close SW Calgary, Alberta T3H 2K2 | | | 778,778 100,000 | | | | 0.15 0.25 | | | 01/2012 12/2015 | |
| | | | | | | | | | | |
Douglas Robinson Suite 910-675 West Hastings St. Vancouver, BC V6B 1N2 | | | 1,030,000 | | | | 0.15 | | | | 12/2011 | |
| | | | | | | | | | | | |
Craig R. Styles 9112-139 Street Edmonton, Alberta T5R 0H2 | | | 200,000 | | | | 0.15 | | | | 12/2011 | |
| | | | | | | | | | | | |
Lucas Wegmann PO Box 506 Newcastle, Maine 04553 | | | 1,500,000 900,000 | | | | 0.15 0.50 | | | 12/2011 12/2011 | |
| | | | | | | | | | | |
Bruce Edward Winton 145 Laurier Drive Edmonton, Alberta T5R 5P9 | | | 300,000 | | | | 0.15 | | | | 12/2011 | |
| | | | | | | | | | | | |
Alan Yeates 1101 Northshore Rdhp. North Bay, Ontario P1B 8G4 | | | 100,000 100,000 277,777 | | | | 0.20 0.15 0.15 | | | 5/2012 12/2011 12/2011 | |
Item 7. Material to be Filed as Exhibits
None.
[signature pages follow]
13D
CUSIP No. 95083L103 | | | | Page 53 of 55 Pages |
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
DATE: October 5, 2011
/s/ John Anderson | |
John Anderson | |
| |
/s/ Gordon M. Barnes | |
Gordon M. Barnes | |
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/s/ Darrell Bauer | |
Darrell Bauer | |
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/s/ Terrence Roy Bayliss | |
Terrence Roy Bayliss | |
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/s/ Morten Borch | |
Morten Borch | |
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/s/ Leonard N. Chanasyk | |
Leonard N. Chanasyk | |
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/s/ Alfred Comeau | |
Alfred Comeau | |
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/s/ Carlos Correia | |
Carlos Correia | |
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/s/ Constantino John D’Agostino | |
Constantino John D’Agostino | |
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/s/ Laurent Doucette | |
Laurent Doucette | |
2K3D INVESTMENTS INC. | |
| | |
By: | /s/ Kenneth Francis | |
| Kenneth Francis, | |
| Authorized Signatory | |
/s/ Peter Ferreira | |
Peter Ferreira | |
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/s/ George Warren Gummow | |
George Warren Gummow | |
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/s/ Robert Clayton Harms | |
Robert Clayton Harms | |
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/s/ Gary Howell | |
Gary Howell | |
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/s/ John Huber | |
John Huber | |
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/s/ Timothy Daniel Huber | |
Timothy Daniel Huber | |
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/s/ Kevin Colborne Jarvis | |
Kevin Colborne Jarvis | |
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/s/ David Jones | |
David Jones | |
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/s/ Brian Dalton Kirby | |
Brian Dalton Kirby | |
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/s/ Leslie Hugh Knight | |
Leslie Hugh Knight | |
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/s/ Garry Lynkowski | |
Garry Lynkowski | |
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/s/ Bryant May | |
Bryant May | |
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/s/ Terry Mereniuk | |
Terry Mereniuk | |
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/s/ Eddie Steven Moroz | |
Eddie Steven Moroz | |
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/s/ Charles Joseph Moser | |
Charles Joseph Moser | |
OAK RIDGE INVESTMENTS | |
| | |
By: | /s/ Milt Hohol | |
| Milt Hohol, Principal | |
/s/ Dennis H. Pelletier | |
Dennis H. Pelletier | |
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/s/ Dale Plante | |
Dale Plante | |
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/s/ Douglas Robinson | |
Douglas Robinson | |
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/s/ Noah Samuel Rosen | |
Noah Samuel Rosen | |
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/s/ Scott Michael Shemwell | |
Scott Michael Shemwell | |
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/s/ Perry Robert Stenback | |
Perry Robert Stenback | |
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/s/ Jody D. Stevens | |
Jody D. Stevens | |
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/s/ Craig R. Styles | |
Craig R. Styles | |
| |
/s/ Patrick J. Twa | |
Patrick J. Twa | |
| |
/s/ Lucas Wegmann | |
Lucas Wegmann | |
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/s/ Bruce Edward Winton | |
Bruce Edward Winton | |
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/s/ Michael Melio Verdecchia | |
Michael Melio Verdecchia | |
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/s/ Alan Yeates | |
Alan Yeates | |