A what do you think? A first blush, a swap pretty much just for the small remaining 500K Alamos treasury. Except NGT also brings in Chester Millar. Management starting to look formidable. Finances still uncertain.
alamos-minerals.com
News Release
July 13, 2001
PROPOSED MERGER BETWEEN NATIONAL GOLD CORPORATION AND ALAMOS MINERALS LTD.
July 13, 2001. National Gold Corporation ("National Gold") and Alamos Minerals Ltd. ("Alamos") have entered into a letter of intent whereby the two companies intend to merge. Under the Letter of Intent, National Gold has agreed to exchange one share of National Gold for three shares of Alamos (the "Arrangement"). The Arrangement will be effected either by merger, amalgamation or other appropriate arrangement.
The Arrangement will be subject to the approval of the shareholders of both National Gold and Alamos and the Canadian Venture Exchange.
The exchange ratio was determined by the management of the corporations based on, among other things, market capitalizations and asset valuations.
The surviving corporation will be called National Gold Corporation with three directors appointed by Alamos and four by National Gold. The parties intend to have Chester Millar, Albert Matter and James McDonald serve as senior officers of the merged entity.
Alamos has advanced National Gold C$100,000 on a promissory note for use towards National Gold's obligations on the Salmandra Property, located in Sonora, Mexico.
Alamos has further committed to provide, either by way of promissory note or arrangement of additional funding for National Gold, C$250,000 in the interim period between National Gold arranging for a deferral in capital payments pursuant to the agreement for the acquisition of the Salamandra Property and the completion of this Arrangement.
National Gold is conducting negotiations with the Vendors (Placer Dome Inc. and Kennecott Minerals Inc.) of the Salamandra Property to restructure all the capital payments previously deferred under the agreements by which National Gold acquired the Salamandra property, as reported in National's March 27th, 2001 news release available on our website www.nationalgold.com.
A finder's fee, payable in cash or kind, is due on completion of the merger based on 5% of the value of Alamos. |
