UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 2, 2005
CanWest Petroleum Corporation (f/k/a Uranium Power Corporation)
(Exact name of registrant as specified in its charter)
Colorado 0-27659 98-0461154
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
206 - 475 Howe Street, Vancouver, British Columbia, Canada V6C 2B3
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (604) 685-8355
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 3.02 Unregistered Sales of Equity Securities.
On August 2, 2005 the Company issued NorWest Soil Research Ltd. 600,000
shares of Common Stock in settlement of $363,150 in debt owed by Western
Petrochemicals Corporation. The shares were issued in reliance on the exemption
from registration contained in Section 4(2) of the Act.
On August 2, 2005 the Company issued the following shares in settlement of
debt owed by the Company:
Number of Debt
Shares Settled
Smallcap Partners Inc. 100,000 $36,000
Avalon Productions Ltd. 100,000 $32,900
Kuehne Developments Ltd. 100,000 $32,900
The shares were issued in reliance on the exemption from registration contained
in Section 4(2) of the Act.
On August 4, 2005 the Company issued Ottavio Boffo 10,000 shares of Common
Stock in settlement of $4,500 in debt owed by the Company. The shares were
issued in reliance on the exemption from registration contained in Section 4(2)
of the Act.
On August 8, 2005 the Company issued the following shares of Common Stock
pursuant to the exercise of warrants utilizing a cashless exercise feature:
Number Warrant Number of
Warrants Expiry Shares
Viscount Investments 170,104 Sept 14/05 139,175
JM Investment 116,655 Nov 3/06 94,455
JM Investment 61,379 Nov 3/06 43,127
JM Investment 679,260 Sept 14/05 477,271
Martin Stern 166,650 Sept 14/05 47,842
Solomon Lesin 249,975 Sept 14/05 204,525
Zenny Trading 449,933 Sept 14/05 368,127
Alpha Capital 1,066,550 Sept 14/05 872,632
Alpha Capital 333,333 Nov 3/06 272,727
Leon Goldberg 174,980 Sept 14/05 143,165
Bais Yaakove Moshe 333,333 Nov 3/06 272,727
The shares were issued in reliance on the exemption from registration contained
in Section (3)(a)(9) of the Act.
On August 8, 2005 the Company issued the following shares of Common Stock
pursuant to the conversion of $309,722.66 of 7% convertible debentures:
Monarch Capital Fund 347,584
Alpha Capital, AG 335,998
Platinum Partners 366,894
JM Investors 43,448
The shares were issued in reliance on the exemption from registration contained
in Section (3)(a)(9) of the Act.
On August 9, 2005 the Company issued the following shares of Common Stock
pursuant to the exercise of an equal number of warrants at $0.35:
Warrant Number of
Expiry Shares
Johnathan Mayer Nov 3/06 29,300
The shares were issued in reliance on the exemption from registration contained
in Section 4(2) of the Act.
On August 10, 2005 the Company issued the following shares of Common Stock
pursuant to the exercise of an equal number of warrants at $0.35:
Warrant Number of
Expiry Shares
Tayside Trading Ltd. Sept 14/05 333,300
The shares were issued in reliance on the exemption from registration contained
in Section 4(2) of the Act.
On August 10, 2005 the Company issued the following shares of Common Stock
pursuant to the conversion of $20,833 of 7% convertible debentures:
JM Investors 71,715
The shares were issued in reliance on the exemption from registration contained
in Section (3)(a)(9) of the Act.
On August 23, 2005 the Company issued JM Investors 54,000 common shares
pursuant to the exercise of an equal number of warrants, with an expiry date
September 14, 2006, at $0.35 per share. The shares were issued in reliance on
the exemption from registration contained in Section 4(2) of the Act.
On August 30, 2005 the Company issued 188,073 common shares to each of
Robert Hodgkinson and Bob Edwards pursuant to the cash-less exercise of 250,000
options each under the 2000 stock option plan. The shares were issued in
reliance on the exemption from registration contained in Section 3(a)(9) of the
Act.
On September 8, 2005, the Company issued 76,924 common shares to Mike
Marrandino pursuant to the cash-less exercise of 100,000 options each under the
2003(c) stock option plan. The shares were issued in reliance on the exemption
from registration contained in Section 3(a)(9) of the Act.
On September 19, 2005 the Company issued the following shares of common
stock pursuant to the bonus share terms in the private placement as described in
the Company's Form 10-QSB for the period ended July 31, 2005,
Ted Woodrow 8,601
Tom Kobayashi 8,601
Dennis Burdett 21,503
John B. Zaozimy 8,601
Chris Oddleifson 4,300
Wat Capital Corporation 4,300
Chris Geoff Hampson 4,300
Morquest Trading Co. 17,203
Anton (Tony) J. Drescher 12,902
Pacific Atlantic Trust Limited 4,300
Muhahud Verjee 4,300
Ken Fielding In trust 4,300
677953 BC Ltd. 2,150
Brad Aelicks 4,300
Karla H. Muir 4,300
Robert Pollock 8,599
Philip O'Neill 5,372
Novadan Capital LP 59,135
DCDG, LLC 5,375
Carpe Diem Investments 2,150
Joan Walsh 2,150
Doug Johnson 19,353
James R. Meyers 5,375
Mary-Ellen Meyers 16,665
Renita Narayan 1,612
J. Roderick Matheson 13,977
Stephen Mullie 13,977
Nor-west Rotors Ltd. 32,255
Charles Channing Buckland 21,503
Dennis Burdett 10,751
Rolf Tevely 10,751
SDS Capital 75,263
Little Wing LP 117,005
Tradewinds Fund Ltd. 22,769
The shares were issued in reliance on the exemption from registration contained
in Section 4(2) of the Act.
On September 23, 2005, the Company issued Larry Thompson 2,333,333 shares
of common stock and Waterville Investment Research Inc. 100,000 shares pursuant
to settlements. These shares were issued in reliance on the exemption from
registration contained in Section 4(2) of the Act.
On September 23, 2005, the Company issued MacLauchlan Investments
Corporation 26,880 shares of common stock pursuant to the bonus share terms in
the private placement as described in the Company's Form 10-QSB for the period
ended July 31, 2005. These shares were issued in reliance on the exemption from
registration contained in Section 4(2) of the Act.
On September 23, 2005, the Company issued the following shares of common
stock pursuant to the exercise of warrants:
Number of Exercise Warrant Number of
Warrants Price Expiry Shares
Alpha Capital 100,000 $0.35 9/14/06 83,323
The shares were issued in reliance on the exemption from registration contained
in Section 4(2) of the Act.
On October 13, 2005 the Company issued the following shares of common
stock pursuant to the commission terms in the private placement as described in
the Company's Form 10-QSB for the period ended July 31, 2005,
Murdock Capital Partners Corp. 106,860
Woodstone Capital Inc. 5,343
Bolder Investment Partners 69,459
Novadan Capital Ltd. 213,718
1091096 Ontario Inc. 158,773
Primary Venture Corp. 158,773
Canaccord Capital Corporation 42,744
The shares were issued in reliance on the exemption from registration contained
in Section 4(2) of the Act.
On October 17, 2005, the Company issued 235,714 common shares to Viscount
Investments Ltd. pursuant to the exercise of an equal number of warrants, with
an expiry date of April 30, 2006, at $0.35 per share. The shares were issued in
reliance on the exemption from registration contained in Section 4(2) of the
Act.
On October 17, 2005, the Company issued 1,500,000 common shares to Monarch
Capital Funds Ltd. pursuant to the exercise of an equal number of warrants, with
an expiry date of June 9, 2007, at $0.55 per share. The shares were issued in
reliance on the exemption from registration contained in Section 4(2) of the
Act.
On October 17, 2005 the Company issued the following shares of common
stock pursuant to the conversion of $500,000 of 7% convertible debentures plus
interest:
Monarch Capital Funds Ltd. 855,517
The shares were issued in reliance on the exemption from registration contained
in Section (3)(a)(9) of the Act.
On October 25, 2005 the Company issued the following shares of common
stock pursuant to the conversion of $453,333.34 of 7% convertible debentures:
Alpha Capital 630,556
Alpha Capital 125,000
The shares were issued in reliance on the exemption from registration contained
in Section (3)(a)(9) of the Act.
On October 25, 2005, the Company issued the following shares of common
stock pursuant to the exercise of an equal number of warrants:
Exercise Warrant Number of
Price Expiry Shares
Platinum Partners $0.55 6/09/07 345,250
Value Arbitrage Fund LP
Platinum Partners $0.35 4/30/06 654,750
Value Arbitrage Fund LP
Zenny Trading $0.35 4/30/06 100,000
The shares were issued in reliance on the exemption from registration contained
in Section 4(2) of the Act.
On October 26, 2005, the Company issued the following shares of common
stock pursuant to the exercise of an equal number of warrants:
Exercise Warrant Number of
Price Expiry Shares
Viscount Investments Ltd. $0.35 4/30/06 500,000
Viscount Investments Ltd. $0.35 4/30/06 129,714
The shares were issued in reliance on the exemption from registration contained
in Section 4(2) of the Act.
On October 31, 2005, the Company issued the following shares of common
stock pursuant to the exercise of warrants:
Number of Exercise Warrant Number of
Warrants Price Expiry Shares
Alpha Capital 687,500 $0.55 6/9/07 656,554
Platinum Partners 500,000 $0.55 6/9/07 477,494
Value Arbitrage Fund LP
JM Investors LLC 500,000 $0.55 6/9/07 477,494
The shares were issued in reliance on the exemption from registration contained
in Section 4(2) of the Act.
On October 31, 2005, the Company issued CEDA International Corporation
33,529 shares of common stock pursuant to the Anhydride settlement. The shares
were issued in reliance on the exemption from registration contained in Section
4(2) of the Act.
On November 7, 2005, the Company issued 86,540 common shares to Viscount
Investments Ltd. pursuant to the exercise of an equal number of warrants, with
an expiry date of April 30, 2006, at $0.35 per share. The shares were issued in
reliance on the exemption from registration contained in Section 4(2) of the
Act.
On November 14, 2005, the Company issued 239,032 common shares to Viscount
Investments Ltd. pursuant to the exercise of an equal number of warrants, with
an expiry date of April 30, 2006, at $0.35 per share. The shares were issued in
reliance on the exemption from registration contained in Section 4(2) of the
Act.
On November 17, 2005, the Company issued 43,415 common shares to each of
Primary Venture Corporation and Ocean Challenge Fisheries, Inc. pursuant to the
cash-less exercise of 100,000 options each under the 2000 stock option plan. The
shares were issued in reliance on the exemption from registration contained in
Section 3(a)(9) of the Act.
On November 21, 2005, the Company issued 362,500 common shares to Viscount
Investments Ltd. pursuant to the exercise of an equal number of warrants, with
an expiry date of June 9, 2007, at $0.45 per share. The shares were issued in
reliance on the exemption from registration contained in Section 4(2) of the
Act.
On November 21, 2005, the Company issued 779,750 common shares to Platinum
Partners Value Arbitrage Fund, LP pursuant to the exercise of an equal number of
warrants, with an expiry date June 9, 2007, at $0.55 per share. The shares were
issued in reliance on the exemption from registration contained in Section 4(2)
of the Act.
On November 30, 2005 the Company issued the following shares of common
stock pursuant to the conversion of $50,000 of 7% convertible debentures:
JM Investors 83,333
The shares were issued in reliance on the exemption from registration contained
in Section (3)(a)(9) of the Act.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CanWest Petroleum Corporation
(Registrant)
Date: December 5, 2005 /s/ Thornton J. Donaldson
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Name: Thornton J. Donaldson
Title: President