IBI Corporation Reorganizes and Changes Management
TORONTO, ONTARIO--IBI Corporation (IBIC CDN) (the "Company"), a junior mining company, announces the following reorganization and changes to the management of the Company, and provides this comprehensive information update.
MANAGEMENT CHANGE
Gary A. Fitchett CA has accepted the positions of Chairman, President, and CEO effective immediately. He has been given a mandate to provide financial and organizational leadership to the Company. Mr Fitchett will soon be announcing his strategic plans, focusing on the financing and development of the Bukusu phosphate and vermiculite project in Uganda and on the building of a strong management team for the Company.
A Shareholder Advisory Committee, comprised of shareholders with substantial holdings in the Company and interested members of the investment and financial community, has been formed by Mr Fitchett to enhance timely communications and to provide a conduit for new ideas and suggestions to maximize the realization of shareholder value through cooperation and a focused strategic direction. Mr Edward Lai, former Chairman of the Company, will assist in the coordination of the activities of this Committee.
Mr Fitchett is a chartered accountant with extensive public and private company experience, as a consultant, as CEO, and as an independent director. He was founding president and CEO of both Gresham Resources Inc., a junior oil and gas company (VSE:GRC) and NuPro Innovations Inc., a junior U.S. based composite materials technology company (OTCBB:NUPP). He is known across Canada for his frequent seminars on a variety of finance and business topics. He is author of The Canadian Business Financing Handbook published by the Canadian Institute of Chartered Accountants and Where to Go When The Bank says No! published by McGraw-Hill.
Mr Fitchett will be joined by Ms Adrienne Shillinglaw who will serve as his executive assistant and will be primarily responsible for investor relations. Mr Fitchett and Ms Shillinglaw have been retained on a minimum one year management contract, payable at the rate of $18,000 per month plus stock options on 5,000,000 shares, as detailed below. Included in the contract, the Company will benefit from the inclusive use of Mr Fitchett's existing office and facilities.
Mr Fitchett plans to develop and announce an updated business plan for the Company. The Company's immediate focus will be to raise financing and put agreements into good standing and to finalize mining plans and licenses and initiate production at the Bukusu project in Uganda, see status report below.
COMPREHENSIVE INFORMATION UPDATE
Financial Results
The Company has filed its unaudited interim financial report for the six months ended June 30, 1999, reflecting a net loss for the period of $209,212 ($0.001 per share) compared to a net loss of $908,224 ($0.005 per share) for the year ended December 31, 1998. The net loss for the six months of 1999 was after reflecting a gain on forgiveness of shareholder loan of $209,252.
The Company had consolidated cash on hand at June 30, 1999 of $60,681.
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Issued Share Capital
Shares $ ------ -
Balance, December 31, 1998 181,838,445 11,022,692 Exercise of Rights 18,183,844 706,492 Exercise of Warrants from Rights Offering 351,580 21,095 Exercise of Stock Options 345,000 13,903
Balance, June 30, 1999 200,718,869 11,764,182 Exercise of Warrants from Rights Offering 1,300 78
Balance, September 29, 1999 200,720,169 11,764,260 ----------- ---------- ----------- ----------
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Warrants Outstanding
Pursuant to the Company's rights offering of February 1999, which was fully subscribed, 18,183,844 units were issued, each unit comprising one common share and one warrant which entitles the holder to acquire one common share at $0.06 prior to February 21, 2000. For each warrant exercised prior to June 30, 1999, the holder was entitled to a one-half bonus warrant, exercisable into one common share per bonus warrant at $0.10 prior to June 30, 2000.
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Warrants Exercise Exercise Outstanding Price Deadline ----------- -------- -------- Issued to subscribers to rights offering 17,830,964 $0.06 February 21,2000 Bonus warrants for early exercise of rights warrants 176,290 $0.10 June 30, 2000 From January 1998 private placement 3,333,333 $0.11 December 31,1999 ---------- 21,340,587 ---------- ----------
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Stock Options Outstanding
The Company has a stock option plan which provides for the issuance of options to directors, officers, or senior employees to acquire up to 17,200,000 common shares at any time.
On May 7,1999 the Company reduced the exercise price on 10,570,000 options outstanding on that date to $0.045. 3,650,000 options expired on June 5, 1999.
On June 16, 1999 the Company issued 4,500,000 new options exercisable at $0.04 with no specified expiry date.
Options on 345,000 shares were exercised in June 1999. Options on 6,655,000 shares expired in July 1999 on the resignation of certain directors, as outlined below.
The Company currently has 4,420,000 stock options outstanding, as follows: /T/
- 3,420,000 to two directors and a consultant, exercisable at $0.045 until July 10,2000; - 1,000,000 to two directors, exercisable at $0.04 with no specified expiry date.
Mr Fitchett will be submitting the following matters for approval of the board of directors:
- restructuring the existing 4,420,000 stock options to be exercisable at $0.07 until September 2002; - issuance of 5,000,000 stock options, per agreement, to Mr Fitchett to be exercisable at $0.07 until September 2002.
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Board of Directors
Since February 1999, Messrs Selvin Lee and Tom Gaasenbeek were appointed to the board.
In July 1999, Messrs Tom Smeenk, Garth Jensen, Tonu Altosaar, and Tom Gaasenbeek resigned from the board. As well, Messrs Mark Doidge and Heinz-Peter van Straaten, principals of IMD with whom the Company has an option on the Busumbu phosphate and Namekara vermiculite deposits, resigned from the board because of a perceived conflict of interest. Mr Harry Figov resigned as chief financial officer and corporate secretary.
The current board of directors consists of Gary A Fitchett (Chairman), Donald Karn, Edward Lai, Selvin Lee, and David Meyers.
Mr Fitchett plans to announce a restructuring of the Board shortly.
Bukusu Projects
The Bukusu Carbonatite Complex project in Uganda consists of the Busumbu phosphate deposit and the Namekara vermiculite deposit. The Company's focus will be to complete technical planning for these properties and bring them into production.
The Busumbu phosphate deposit was outlined in detail in the recent news releases dated March 24, April 5, May 4, 1999. It consists of 8.5 million tonnes of proven reserves, and 30 to 50 million tonnes of estimated additional phosphate-bearing material, according to the independent geological report prepared by Dr Ulrich Kretschmar, FGAC, FSEG.
The Namekara vermiculite deposit was outlined in detail in recent news releases dated March 12, March 29, April 20, May 17, May 25, June 29. It consists of 2,730,000 tonnes of indicated resource of vermiculite. An independent consultant is preparing a formal reserve estimate, based on drilling results from the phase 1 program which is now completed. We caution that only independently confirmed reserves have demonstrated economic viability.
In his geological report, Dr Kretschmar referred to Namekara as "....a world class deposit"
The Company's agreement with International Mining and Development ("IMD"), a partnership of Dr Mark Doidge and Dr Heinz-Peter van Straaten which owns the prospecting license for the Bukusu property, is to earn a 70% interest therein upon payment of US$1,200,000. Approximately US$265,000 (Cdn$401,233) has been paid directly to date, plus other indirect expenses, which the Company contends earns an approximate 20% interest plus other benefits in the project. A further US$450,000 was due for payment on June 30, 1999 and payment has not been made to date. The Company is seeking an extension to the option from IMD.
Kibi Goldfields Project
The Company's placer gold project in Ghana has been temporarily suspended, since the current world price of gold makes the project not economically viable.
Teak Plantation - Costa Rica Project
Desarrollo Bosque Esmeralda del Sur S.A. ("Desarrollo") had been a wholly-owned Costa Rican subsidiary holding an interest in a teak plantation comprising four parcels of land totalling 106 hectares. Acquisition and development costs to date total $1,133,633, and the property was subject to a mortgage in the amount $209,301.
A sale agreement has been completed for 75% interest in Desarrollo in exchange for forgiveness of 100% of the outstanding mortgage. Accordingly, the Company continues with a carried 25% interest in Desarrollo of which the sole asset is the teak plantation.
The Company does not intend to proceed with any further development of this property at this time.
Investment in Memex Electronics Inc.
The Company had acquired 150,000 shares in Memex Electronics Inc., representing a 5.26% interest, for $150,000. The Company is actively seeking to sell its investment.
Trading on Canadian Dealing Network
The Company does not meet CDN's continuing quotation requirements as to financing and management, and accordingly its shares trade on the CDN without quotation. The Company intends to reapply to CDN for resumption of full quotation upon completion of the reorganization. |