TOC.A Torquay Oil Corp Class A

NEW YORK, Aug. 18, 2011 /CNW/ -- NEW YORK, Aug. 18, 2011 /CNW/ - 1. Name and address of the offeror: This report is being filed on behalf of: Elliott Associates, L.P. ("Elliott Associates"), The Liverpool Limited Partnership ("Liverpool"), and Elliott International, L.P. ("Elliott International" and, collectively with Elliott Associates and Liverpool, the "Offeror"). The business addresses of Elliott Associates, Liverpool and Elliott International are as follows: c/o Elliott Management Corporation 712 Fifth Avenue 35(th) Floor New York, New York USA 10019 2. Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities of which the offeror acquired ownership or control in the transaction or occurrence giving rise to the obligation to file the news release, and whether it was ownership or control that was acquired in those circumstances: On August 17, 2011, Liverpool and Elliott International purchased an aggregate of 5,000 Class A Shares ("Class A Shares") of Torquay Oil Corp. (the "Company"). As a result of the acquisition and taking into account Class A Shares already held, the Offeror held 8,214,300 Class A Shares, representing approximately 17.3% of the issued and outstanding Class A Shares. 3. Designation and number or principal amount of securities and the Offeror's security holding percentage in the class of securities immediately after the transaction or occurrence giving rise to the obligation to file the news release: Following the transaction described in Item 2, the Offeror will hold 8,214,300 Class A Shares, representing approximately 17.3% of the 47,477,000 outstanding Class A Shares. 4. Designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph #3 over which (a) the Offeror, either alone or together with any joint actors, has ownership and control: 8,214,300 Class A Shares, representing approximately 17.3% of the 47,477,000 outstanding Class A Shares. (b) the Offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the offeror or any joint actor: None. (c) the Offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership: None. 5. Name of the market where the transaction or occurrence that gave rise to the news release took place: TSX Venture Exchange 6. The value, in Canadian dollars, of any consideration offered per security if the Offeror acquired ownership of a security in the transaction or occurrence giving rise to the obligation to file a news release. $1.434 per Class A Share 7. Purpose of the Offeror and any joint actors in effecting the transaction or occurrence that gave rise to the news release, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer: The acquisition by Liverpool and Elliott International was made in the ordinary course of its investment activities. The Offeror may or may not purchase or sell securities of the Company in the future on the open market or in private transactions, depending on market conditions and other factors material to the Offeror's investment decision. 8. The general nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the Offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the news release, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities: Not applicable 9. Names of any joint actors in connection with the disclosure in this news release and report of acquisition: Paul E. Singer ("Singer") is a general partner of Elliott Associates. Hambledon, Inc., which is controlled by Singer, is the general partner of Elliott International. Liverpool is a subsidiary of Elliott Associates. 10. The nature and value of the consideration paid by the Offeror: See Item 2 above. 11. Description of any change in any material fact set out in a previous report filed in connection with the subject securities: See Item 2 above. To view this news release in HTML formatting, please use the following URL: http://www.newswire.ca/en/releases/archive/August2011/18/c4810.html

Copyright