Prospectors Alliance Corporation - Shareholders Approve Amalgamation
Toronto, Ontario - Tuesday, October 17, 2000, 3:53 PM EDT
Prospectors Alliance Corporation (YRP-CDNX Toronto 21,116,121 outstanding shares) today announced that the final technical step in its reorganization involving Prospectors and its merger partners, International Larder Minerals Inc. and Explorers Alliance Corporation, was completed on Friday, October 13, 2000. Shareholders of Prospectors (which will continue under the name Explorers Alliance Corporation) who were shareholders of record on October 13, 2000 will be entitled to receive under the terms of the reorganization a warrant to purchase 1/2 of a reorganized share of Explorers Alliance Corporation for a period of six months following October 13, 2000 at an exercise price of $0.65 per share.
Shareholders are reminded that the relative exchange ratios for the transactions were based on the underlying independently appraised net asset values of the companies and conversion of debt into equity at the appraised value. After an effective 1 for 4 share consolidation, the new amalgamated company will have approximately 20.4 million common shares outstanding on completion of the transaction with an appraised value of approximately $0.68 per share. The Company expects that its new transfer agent, Equity Transfer Services Inc., will mail out entitlement and transmittal letters for exchange into the new Explorers shares very shortly. The new amalgamated company has been renamed Explorers Alliance Corporation ("Explorers") and will apply for continuation of trading on CDNX. The Company is in the process of finalizing its previously announced $3.1 million convertible debenture financing with Cambridge Capital Group, Inc.
Prospectors re-iterated its announcement of October 12, 2000 to the effect that, until the formalities related to its continuance of the listing on CDNX as Explorers Alliance Corporation, Prospectors' shares will continue to trade on a pre-consolidated basis. The purpose of this announcement is to clarify that persons who become shareholders of record of Prospectors after October 13, 2000 will not be entitled to receive the warrants referred to above. The Company would therefore expect that its shares would trade at a value reflecting its underlying value after completion of the amalgamations but on a pre-consolidated basis and without any attributed value for warrants.
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For further information, please contact:
Jean-Claude Bonhomme, President and CEO or Garry R. Stein, Vice- President, Chief Financial Officer and Secretary, Explorers Alliance Corporation at (416) 360-5333
Prospectors Alliance Corporation 56 Temperance Street, 3rd Floor Toronto, Ontario M5H 3V5
International Larder Minerals Inc. 121 Richmond Street West, Suite 804 Toronto, Ontario M5H 2K1 |