MACDONALD OIL EXPLORATION LTD. - BRESEA TAKEOVER BID FILED BY MACDONALD
MacDonald Oil Exploration Ltd. (CDN-MACO) ("MacDonald Oil") today filed a Takeover Bid Offering to acquire all the outstanding shares of Bresea Resources Ltd. ("Bresea") in exchange for preferred shares and warrants of MacDonald Oil.
Each MacDonald Oil preferred share will be redeemable at $0.40, will bear a cumulative dividend of 4% and will be convertible into 3 common shares of MacDonald Oil until June 1, 2003. Each MacDonald Oil warrant ("E-Warrant") will permit its holder, subject to regulatory approval, to acquire one MacDonald Oil common share at $0.10 until March 1, 2000 and $0.20 until March 1, 2001.
One MacDonald Oil cumulative redeemable convertible preferred share and one MacDonald Oil E-Warrant will be offered in exchange for each common share of Bresea Resources Ltd.. The offer may be withdrawn if any regulatory prohibition is imposed or if there is a material adverse change in the affairs of Bresea.
The purpose of the offer is to acquire control of Bresea, settle the claims against it and then seek the discharge of the Interim Receiver Manager now in control of its assets. The offer will provide shareholders of Bresea with liquid instruments approximately reflecting the residual value of their Bresea shares. MacDonald Oil intends to merge with Bresea and MacDonald Mines Exploration Ltd. (ASE-MMP.A) upon discharge of the Interim Receiver Manager and settlement of the claims against Bresea. The MacDonald companies have been engaged in exploration for minerals and hydrocarbons, in the Republic of Cuba, for six years. A very large oil target there is to be drilled, as well as some 13 high priority gold targets identified in previous programs. Cuba's cretaceous-aged island-arc geology is highly prospective for both large oil and gold deposits.
The Bid will be made to all Bresea shareholders not resident in British Columbia or the USA. A follow-up Bid will be made to Bresea shareholders resident in British Columbia and the USA, upon receipt of regulatory approval.
-30- For further information: macmines.com Frank C. Smeenk (416) 865-1625
No regulatory authority has approved nor disapproved the content of this news release. |