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Gold/Mining/Energy : Angoss Software Corp. V.ANC

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To: keith massey who wrote (472)4/11/1999 2:29:00 PM
From: AriKirA  Read Replies (2) of 1006
 
Since the AGM is being held on Wednesday, April 21, 1999 I decided to take a look at the Management Information Circular to see what type of matters would be presented for consideration. Well, to my surprise I noticed that it in addition to be being an Annual meeting, it was also a Special Meeting. Thought some of you might be interested in what I found out.

First of all, I thought that I would point out that the BoD had fixed March 3, 1999 as the record date for the meeting. Thus, if you are still thinking of attending the AGM Crazy Canuck, you will not be able to vote if your shares were bought after said date.

Now for the interesting parts (special matters)!

The company wants to amend the existing Stock Option Plan since the Alberta Exchange currently requires that the maximum number of options available to be granted be limited to 10% of the issued and outstanding shares at the time of the grant (33,882,713). Management is therefore looking to increase said number (3,388,271) to 4,000,000. IMO this is very positive because it leads me to believe that they might be looking to attract some new highly qualified officers.

As to the second matter, it concerns a Private placement authorization. As mentioned in the circular, existing securities regulations allow for a reporting issuer to issue up to 25% of its issued and outstanding shares for PP purposes. Management is looking to increase said number to 45%. The following excerpt got my attention.

the consideration received is cash or other property having a fair value equivalent to such cash consideration

Now why suggest an increase from 25% to 45% for a period of 12 months?

I think the following 12 months will be quite interesting!

Why did I bring this to your attention? Well it was mostly because of the following message that Keith posted at the following thread:
Message 8829532

It looks like management of ANC purposely put a stop to ANC's run. They used a negative tone in their news release for some unknown reason. Not sure if they are trying to hold the price down or what they were thinking?

I think Keith is right on with the above statement. They did not want to see the price trade at these levels! Why? Well, here is some food for thought:

a) they are seeking permission to acquire up to 5% of their outstanding common shares over the next 12 months, commencing March 29, 1999;

b) the management Information Circular states that they are seeking a private placement authorization at the next AGM which is being held on April 21, 1999. Now, if the price doubles then they will have to increase the price at which the PP takes place at.

Having drafted some circulars myself and knowing the costs involved with said process, one does not include such a schedule if they do not intent to close a PP in the following 12 months. MOO

Kind Regards
AK
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