FIELD ACTIVITIES / Consolidated Beacon Resources announces ???????????
CONSOLIDATED BEACON RESOURCES LTD. ANNOUNCES AGREEMENT WITH CLASSIC ANIMATION LTD.
1998-02-18
CALGARY, ALBERTA
Consolidated Beacon Resources Ltd. ("Consolidated Beacon") entered into a
Joint Venture and Unanimous Shareholders Agreement (the "Agreement") with
Classic Animation Ltd. ("Classic Animation"), which is effective as at
January 1, 1998. Pursuant to Letters of Understanding and Intent dated
January 6, 1997, January 16, 1997 and June 24, 1997, Consolidated Beacon and
Classic Animation had previously formed a joint venture (the "Joint Venture")
to carry on the business of the production of childrens animated product.
Pursuant to the Agreement, Consolidated Beacon and Classic Animation agreed
that a newly formed corporation, Classic Animation Productions Inc. ("CAPI")
will carry on the business of the Joint Venture. Under the Agreement,
Consolidated Beacon and Classic Animation transferred their interests in the
Joint Venture to CAPI. In consideration of the transfer of their interests in
the Joint Venture to CAPI, Classic Animation received 3,000,000 Class "A"
Shares in the capital of CAPI and Consolidated Beacon received 2,000,000
Class "A" Shares and 1 Class "D" Preferred Share in the capital of CAPI.
The Agreement provides that the board of directors of CAPI will consist of
two (2) nominees of Classic Animation and two (2) nominees of Consolidated
Beacon. The initial board of directors consists of Mr. Josef Sefel, Mr. David
Freeman, Mr. Leonard Zaseybida and Mr. Vern Gerlitz.
The initial officers of CAPI also consist of Messrs. Sefel, Freeman,
Zaseybida and Gerlitz holding the offices of President, Vice President,
Finance, Treasurer and Secretary, respectively.
The Class "D" Preferred Share entitles Consolidated Beacon to a preferred
dividend equal to 20% of the net profit after taxes of CAPI, to an aggregate
maximum amount of $3,000,000 and provided that the minimum amount payable in
any year is $250,000. The declaration of such dividends on the Preferred
Share is Subject to all requirements prescribed by law.
In connection with the execution of the Agreement, Consolidated Beacon
provided a loan in the amount of $300,000.00, bearing interest at 15%, to
Eastland Oil & Gas Ltd., an affiliate of Classic Animation. In addition, in
consideration of the loan a fee of $100,000 is payable by Eastland Oil & Gas
Ltd. to Consolidated Beacon. The proceeds of such loan were lent by Eastland
Oil & Gas Ltd. to CAPI to be used by CAPI for general corporate purposes.
Consolidated Beacon Resources Ltd. is a Calgary based corporation engaged in
the business of exploring for oil and natural gas in Western Canada and Nova
Scotia. In addition, the Corporation manufactures and sells specialty
lubricant products for the oil and gas and trucking industries, through its
wholly-owned subsidiary, Elliott Industrial Petroleum Ltd. The issued and
outstanding common shares of Consolidated Beacon are listed on the Alberta
Stock Exchange under the trading symbol "KBC".
For further information concerning this press release, please contact Mr.
Vernon E. Gerlitz, President and Chief Executive Officer, Consolidated Beacon
Resources Ltd., at (403) 221-8383. |
