JCP - MAJOR TRANSACTION / Newbridge Resources Acquires Assets
CALGARY, June 9 /CNW/ - NEWBRIDGE RESOURCES LTD. (the ''Corporation''), a
junior capital pool corporation, wishes to update its shareholders with
respect to the Corporation's status.
The Board of Directors of the Corporation had approved the acquisition of
722013 Alberta Ltd. as set out in the Corporation's Information Circular and
approved by the shareholders of the Corporation on September 18, 1997. The
Corporation has agreed to acquire all of the issued and outstanding shares of
722013 Alberta Ltd. effective March 31, 1998, subject to resolution of
outstanding financial and regulatory issues. The closing of the acquisition
of all of the issued and outstanding shares of 722013 Alberta Ltd. has been
delayed due to certain financial and regulatory issues related to its purchase
of oil and gas assets from Matrix Resources Ltd. The Corporation shall
exercise its due diligence to ensure that the financial and regulatory issues
related to the assets described in the proposed Major Transaction will not
negatively impact on future activities of the Corporation. Pending successful
resolution of these issues by 722013 Alberta Ltd. and Matrix Resources Ltd.,
the Corporation will complete the acquisition of the issued and outstanding
shares of 722013 Alberta Ltd.
The ASE has also indicated that the Corporation will be required to
complete a private placement financing of $500,000 as a condition of the Major
Transaction. Currently these monies are not in place and final closing will
be subject to the Corporation securing these monies.
The Corporation is notifying its shareholders that pursuant to the
audited financial statements for the period ending May 29, 1998, that it has a
related party transaction in the amount of $97,868 as at December 31, 1997 by
a company controlled by a director and major shareholder of the Corporation.
Pursuant to the junior capital pool requirements of the Alberta Stock
Exchange, the Corporation is prohibited from advancing monies to related
parties prior to completing its Major Transaction. The Board resolved that
Mr. Marc Dame would retire the full amount at not less than $5,000/month.
Since the Board resolution, Mr. Dame has deposited a total of $20,000 toward
the resolve of this issue. Mr. Dame is pledging his entire seed capital share
position in the Corporation subject to the resolve of this issue which is
anticipated within thirty days. Mr. Dame's seed share position was purchased
for $50,000.
Mr. Barry Stutsky had resigned effective February 28, 1998, as Director
of the Corporation in order to pursue an overseas career opportunity. Mr. Ash
Bhasin had resigned effective May 28, 1998, as Director of the Corporation.
The Board has elected Mr. Peter Tsang as Chairman, CEO and President of
the Corporation, and Ms. Brenda Stanger as Secretary-Treasurer and CFO. Mr.
Marc Dame and Mr. Mark Komonoski remain as Directors of the Corporation.
The Corporation intends to solicit one or more experienced and recognized
executives of oil and gas assets to the Board concurrently with closing of the
Major Transaction.
Trading of the Corporation shares will be halted until resolution of the
financial and regulatory issues related to the assets described in the
proposed Major Transaction. Additional information related to these issues is
expected within two weeks.
The common shares of the Corporation trade through the facilities of The
Alberta Stock Exchange under the stock symbol NBR.
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