I don't think they've completed this transaction yet.
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Donner Resources Ltd
DRZ
Shares issued 10779262
1997-05-13 close $1.03
Wednesday May 14 1997
Mr David Patterson reports
In consultation with its corporate financial advisers, C.M. Oliver & Co, the board
of directors is currently contemplating a reorganization of Donner and its
subsidiaries pursuant to the terms of a statutory arrangement under the Company
Act (BC). The proposed arrangement would provide for the incorporation of a
new wholly owned subsidiary (New Denstone). All of Donner's shareholdings in
Denstone International Ltd would be transferred to New Denstone in
consideration for a predetermined number of shares in the capital stock of New
Denstone. Concurrently with the transfer of the Denstone International shares to
New Denstone, Donner's shareholders would exchange their current
shareholdings on the basis of one new common share in Donner for each common
share currently held in Donner and one common share in New Denstone for every
six shares held in Donner.
The effect of this reorganization would be to constitute each current shareholder of
Donner as a common shareholder of New Denstone as well as a common
shareholder of Donner. Thereafter, Donner and New Denstone would operate as
separate entities with Donner holding all rights and interests in the South Voisey's
Bay project currently held by it and New Denstone indirectly holding, through
Denstone International Ltd, all interests associated with the Huijiabao gold project
in Guizhou Province, People's Republic of China.
The arrangement is subject to a number of matters including the approval of
Donner's shareholders, listing of the common shares of Donner and New
Denstone on the VSE and approval of the Supreme Court of BC. Following
receipt of an independently prepared fairness opinion, valuation and tax opinion,
Donner will immediately make application to the Supreme Court for an order
calling a general meeting at which the proposed arrangement will be considered,
and if thought fit, adopted by shareholders by special resolution.
Management believes that the proposed reorganization will better permit the
financing of the South Voisey's Bay project and the Huijiabao gold project on an
individual basis through two separate corporate entities than through the existing
company alone. Both companies will then be free to pursue the exploration and
development of their respective mineral property interests independently of the
other and Donner's current shareholders will continue to participate equally in each
company in accordance with their current shareholdings. |
