To: alan holman (275 )
From: Lalit Jain
Tuesday, Sep 29 1998 5:30PM ET
Reply # of 317
MACDONALD OIL MERGER WITH BRO-X MINERALS
Article #:
24014
Date:
9/29/98 2:36:40 PM
Dateline:
TORONTO, ONTARIO
Stock Symbol:
MACO
Wire:
ISDN
PricewaterhouseCoopers Inc., the Interim Receiver-Manager of
Bresea
Resources Ltd. (" Bresea") will seek Court approval for the
disposition of the interest of Bresea in Bro-X Minerals Ltd.
("Bro-X"). The Interim Receiver-Manager intends to make
application
to the Court for the winding-up of Bro-X. Bro-X has presently
issued and outstanding 22 million common shares and 2 million
preferred shares convertible into 2 million common shares and
redeemable at $1 each. Bresea owns all the Bro-X preferred
shares
and 22.7% of its common shares.
On September 11th, 1998 Bro-X and MacDonald Oil Exploration
Ltd.
(CDN-MACO) ("MacDonald Oil") signed a letter of intent to seek
all
requisite approvals to merge. Under the terms of the letter of
intent the holders of Bro-X's 22 million common shares would
receive 11 million shares and 5.5 million warrants of the merged
company and Bresea's 2 million preferred shares of Bro-X would
become convertible into 8 million common shares of the merged
company, while maintaining their $2 million preference in its
assets; the holders of MacDonald Oil's 18 million common shares
would receive 18 million shares and 18 million warrants of the
merged company. All warrants would be exercisable at $0.25 at
any
time within 12 months of their issue.
MacDonald Oil now holds a 30% interest in Block 22, the single
largest onshore hydrocarbon exploration concession in the
Republic
of Cuba, comprising 9,900 square kilometres. Earlier this summer
MacDonald Oil announced its agreement to farm-out a 70%
operating
interest in Block 22, to Genoil Inc., a subsidiary of Beau Canada
Exploration Ltd. An initial seismic program identified at least
four potential drilling prospects which will be detailed with a
further seismic program that commenced earlier this month. An
initial exploration well is scheduled for the second quarter of
1999.
Bro-X's only significant asset is approximately $930,000 cash,
which has continued to be held by the Court and
PricewaterhouseCoopers Inc. since Bro-X's own protection from
its
creditors under CCAA terminated on November 1st, 1997. The
company's subsequent requests for the return of funds from the
Court have not been acted upon . On Friday, September 18th, 1998
PricewaterhouseCoopers Inc. served Bro-X with a demand that it
repurchase 860,000 of its preferred shares for $860,000.
Bresea's Interim Receiver-Manager was to have appeared before
the
Court for further instructions, on Friday, September 25th, 1998.
As the assigned Judge was presiding at another trial, the Bresea
hearing was postponed to a date yet to be determined.
-30-
Frank C. Smeenk
MacDonald Oil Exploration Ltd.
Tel: (416) 865-1625
Fax: (416) 865-9386 Thomas P. Devlin
Bro-X Minerals Ltd.
Tel: (403) 543-7070
Fax: (403) 543-7085
No regulatory authority has approved nor disapproved the content
of
this news release.
isdnwire.com
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