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DCC.P Devcorp Capital

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Share Name Share Symbol Market Type
Devcorp Capital TSXV:DCC.P TSX Venture Ordinary Share
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.00 -

DevCorp Announces Closing of Qualifying Transaction

01/11/2013 10:33pm

Marketwired Canada


NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES

DevCorp Capital Inc. (TSX VENTURE:DCC.P) ("DevCorp" or the "Corporation") is
pleased to announce that further to DevCorp's press releases dated June 20,
2013, September 3, 2013, October 22, 2013 and October 28, 2013, on October 31,
2013 the Corporation has closed its qualifying transaction (the "Qualifying
Transaction") which was effected pursuant to an amalgamation agreement dated
effective October 28, 2013 among the Corporation, 1768399 Alberta Inc., a
wholly-owned subsidiary of DevCorp ("DevCorp Subco"), Good to Go Rentals Ltd.
("GTGR") and Neigum Hot Oilers (1992) Ltd.("GTGT" and together with GTGR, "GTG")
(the "Amalgamation Agreement"). Pursuant to the Amalgamation Agreement, DevCorp
(the "Resulting Issuer") acquired: (a) all of the issued and outstanding shares
of GTGR ("GTGR Shares") by way of amalgamation between DevCorp Subco and GTGR,
following which the amalgamated company will be a wholly owned subsidiary of
DevCorp; and (b) all of the issued and outstanding shares of GTGT ("GTGT
Shares"), which did not amalgamate with DevCorp Subco but remained as a wholly
owned subsidiary of DevCorp Subco following the amalgamation (the
"Amalgamation") between GTGR and DevCorp Subco. Regarding the detailed terms of
the Qualifying Transaction and the considerations paid by DevCorp thereunder,
please see DevCorp's press release dated October 28, 2013, a copy of which is
available on SEDAR at www.sedar.com.


As all of the conditions of the Amalgamation were met on October 31, 2013 prior
to the escrow deadline set out under the subscription receipt agreement dated
September 3, 2013 among GTGR, DevCorp, Olympia Trust Company, Canaccord Genuity
Corp, Macquarie Private Wealth Inc. and MGI Securities, the proceeds from the
50,000,000 subscription receipt private placement of GTGR (the "Subscription
Receipts") was released from escrow to the Resulting Issuer and each of the
Subscription Receipts were converted, without additional payment or further
action on the part of the holders thereof, through a series of transactions,
into one Resulting Issuer Share. For further details on the private placement
please refer to DevCorp's press release dated September 3, 2013, a copy of which
is available on SEDAR at www.sedar.com.


As previously announced on October 22, 2013 and on October 28, 2013, the
Resulting Issuer intends to call a meeting of its shareholders to change its
name to "Great Prairie Energy Services Inc." The trading symbol, "GPE" has been
reserved with the Exchange in anticipation of such proposed name change. With
the Resulting Issuer's initial focus on the prairies of Saskatchewan, Alberta
and Manitoba, the management and the Board believe the new proposed name
illustrates the Resulting Issuer's vision to acquire and expand the business in
Saskatchewan and western Canada.


GTGR is a Saskatchewan oilfield rental company based out of Kindersley,
Saskatchewan and GTGT is a Saskatchewan trucking company based out of
Kindersley, Saskatchewan. For further details of the Subscription Receipt
private placement and the Qualifying Transaction, please see the Filing
Statement available on SEDAR at www.sedar.com.


In accordance with the policies of the Exchange, the DevCorp Shares are
currently halted from trading. It is expected that the DevCorp Shares will
resume trading on the Exchange on or about November 6, 2013 under the stock
symbol "DCC".


Cautionary Note Regarding Forward-Looking Statements

This news release contains forward-looking statements relating to the Qualifying
Transaction and other statements that are not historical facts. Readers are
cautioned not to place undue reliance on forward-looking statements, as there
can be no assurance that the plans, intentions or expectations upon which they
are based will occur. By their nature, forward-looking statements involve
numerous assumptions, known and unknown risks and uncertainties, both general
and specific, that contribute to the possibility that the predictions,
forecasts, projections and other forward-looking statements will not occur,
which may cause actual performance and results in future periods to differ
materially from any estimates or projections of future performance or results
expressed or implied by such forward-looking statements. These assumptions,
risks and uncertainties include, among other things: the risk that the Resulting
Issuer Shares will not resume trading on the date specified; the risk that the
Resulting Issuer may not be able to execute on its business plan, including with
respect to expansion of its business, either as contemplated or at all; the
assumptions relating to the state of the economy in general and capital markets
in particular, investor interest in the business and future prospects of the
Resulting Issuer.


The forward-looking statements contained in this press release are made as of
the date of this press release. Except as required by law, the Resulting Issuer
disclaims any intention and assumes no obligation to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise, except as required by applicable securities law.
Additionally, the Resulting Issuer undertakes no obligation to comment on the
expectations of, or statements made, by third parties in respect of the matters
discussed above.


The Exchange has in no way passed upon the merits of the proposed transaction
and has neither approved nor disapproved the contents of this press release.


Not for distribution to U.S. Newswire Services or for dissemination in the
United States of America. Any failure to comply with this restriction may
constitute a violation of U.S. Securities Laws.


FOR FURTHER INFORMATION PLEASE CONTACT: 
DevCorp Capital Inc.
1200, 700 - 2nd Street SW
Calgary, Alberta  T2P 4V5


DevCorp Capital Inc.
Sidney Dutchak
President and Chief Executive Officer
403-630-2157
sdutchak@smcp.ca

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