Loaded News Release (the good the bad and the ugly):
Ebony Gold and Gas Inc Wed 12 Aug 98 News Release
Mr. Wayne Hansen reports
Ebony Gold & Gas has agreed to acquire a 100 per cent working interest in approximately 402 net acres of oil and natural gas interests in Sombra Township, Lambton County, Ontario, the consideration to consist of cash payments totalling $40,000 (U.S.), the issuance of 200,000 shares in the capital of the company and the spudding of an initial test well on the property over the next year.
Further to its news release in Stockwatch dated May 28, 1998, the company proposes to undergo a reorganization of its affairs. The initial elements of the proposed reorganization, all of which are subject to regulatory acceptance, will consist of the following:
1. The company will make application to the Vancouver Stock Exchange for inactive status pursuant to the provisions of its policy 11;
2. The completion of the $66,000 private placement announced in
Stockwatch on July 16, 1998 (to consist of 440,000 units at 15 cents per unit);
3. The settlement of $591,273 (the Canadian dollar equivalent of $350,000 (U.S.) secured by way of convertible debentures issued on Sept. 15, 1997, plus interest at the rate of 10 per cent thereon from the date of advancement of funds) by the issuance of 3,941,820 shares of the company at a deemed price of 15 cents per share;
4. The completion of the oil and natural gas acquisition disclosed above;
5. A share consolidation on the basis of one consolidated share for each three shares currently held. (There are currently 7,853,599 shares of the company outstanding, which will increase to 12,235,419 shares subsequent to the issuance of the private placement and debt
settlement shares disclosed in (2) and (3) above, which will result in
there being 4,078,473 shares outstanding after this onsolidation);
6. A change of name to such other name as is acceptable to management and all appropriate regulatory authorities;
7. The transfer within escrow of certain principals' shares; and,
8. Certain additional changes in management.
In addition, up to 375,000 additional performance shares would be issued to certain principals of the company at one cent per share pursuant to the policy as part of the finalization of the reorganization.
The company intends to hold a general meeting of shareholders on or about Sept. 21, 1998, at which all requisite shareholder approvals for the elements of the proposed reorganization will be sought.
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