Anybody know how many shares GEM has outstanding now?
Then add another 20 million shares after 40 months.
Gem<GEM.TO>acquisition complete
(Full text of press release from Canadian Corporate News)
JULY 9, 1999
American Gem Completes Acquisition of Digital Fluid
TORONTO, ONTARIO--American Gem Corporation ("American Gem") today is
pleased to announce that it has completed the acquisition of the business
assets of the Digital Fluid partnership and Digital Fluid Ltd. The key aspects
of this purchase are the employment contracts of Nadir Desai and Wes Roitman,
as well as technology that will assist American Gem in developing an e-commerce
operation focused on small and medium-sized businesses.
Here are the changes to the transaction as it was originally announced.
1) American Gem will change its name to Digital Gem Corporation, rather
than Digital Fluid Inc. This proposed name change will be submitted to the
company's shareholders for approval at the annual meeting, now scheduled for
September 16, 1999. This name retains a link to the history of the company but
better reflects the nature of the business Digital Gem is undertaking.
2) American Gem has issued 5,340,909 common shares to each of Nadir Desai
and Wes Roitman. (The agreement as initially announced contemplated an issue of
40 million shares had all performance requirements been satisfied.) Messrs.
Desai and Roitman will each be issued another 4,659,081 common shares to be
held in escrow and released on an equal monthly basis over 40 months. If
shareholder approval is obtained for this, Messrs Desai and Roitman will each
receive a total of 9,999,990 common shares at the end of the 40-month period,
for a total of 19,999,980 shares.
3) The Company announces that the officers of American Gem are the
following:
Nadir Desai, Chairman, President and Chief Executive Officer
Wes Roitman, Executive Vice-President and Chief Operating Officer
Bill Cameron, Vice-President, Communications
Gene Lewis, Vice-President, Marketing
Vic Alboini, formerly President of American Gem, has been appointed
Chairman and Chief Executive Officer of Northern Securities Inc., and will
oversee the day-to-day operations and development of this business. This
appointment recognizes Mr. Alboini's experience, knowledge and strengths in the
area of investment banking.
4. The Company would also like to announce that the following are
Directors of the Company:
Nadir Desai
Vic Alboini
Ian Bradley
Wes Roitman and one or two independent individuals will be nominated for
election as directors at the shareholders' meeting September 16.
Nadir Desai, Chairman and President of American Gem, commented: "These
changes will give a final focus to the development of the Company into a
distinct and original e-commerce business. As well, Vic Alboini will be able
to shape and intensify Northern Securities' success in more traditional forms
of merchant banking. This will allow us to provide a complete set of financial
services for large and small businesses, with the new economy and speed that
e-commerce brings to the market."
FOR FURTHER INFORMATION PLEASE CONTACT:
Andrew Beach
Investor Relations
(416) 777-6687
or
Bill Cameron
Communications
(416) 481-9988
or
Vic Alboini
CEO, Northern Securities
(416) 777-6814
or
American Gem's website: www.americangem.com
e-mail: InvestorRelationsamericangem.com
REUTERS
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