To: keith massey who wrote (11 ) 1/31/2000 6:23:00 PM From: AriKirA Respond to of 32
Greenhope new technology initiative; financing plans Greenhope Resources Inc GRH Shares issued 5,486,269 Jan 13 close $1.00 Mon 31 Jan 2000 News Release Mr. Marc Carrier reports Greenhope Resources has reached an agreement in principle with a team of Montreal based technology entrepreneurs to acquire and finance the start-up private application service provider business known as HEAD4 Solutions, which operates and develops specialized software applications that can be accessed and used over the Internet. The terms of the agreement provide that Greenhope will issue nine million of its common shares for HEAD4, and as well a finder's fee of 450,000 shares will be paid, such shares to be escrowed and restricted in accordance with applicable regulatory policies. The acquisition shares to HEAD4 will also be subject to certain voluntary resale restrictions based upon a combination of operational performance of HEAD4 and Greenhope share appreciation. In conjunction with the HEAD4 acquisition, Greenhope has retained Dundee Securities Corporation to privately place, on a best-efforts basis to sophisticated investors, 2.5 million units of the company at a price of 80 cents per unit in order to raise gross proceeds of $2-million. Dundee will be paid a commission and will be entitled to receive a two-year warrant to purchase 10 per cent of the number of units actually placed at the offering price for a two-year period from closing. Each unit comprises a common share and half warrant. Each whole warrant is exercisable into a common share at a price of $1 during the first 12 months from closing and at $1.25 per share in the second 12-month period. Closing of the HEAD4 transaction and financing is subject to execution of definitive agreements, receipt of shareholders and regulatory approvals and certain closing documentation. The approval of the shareholders of Greenhope is being sought at an annual and extraordinary general meeting convened for Feb. 29, 2000, and the information circular, being mailed to shareholders for their consideration, will be available for review by interested persons at Greenhope's Web site, www.greenhope.ca, after today's date. In anticipation of shareholder support for the HEAD4 transaction, Greenhope management is proposing to elect two HEAD4 principals as new Greenhope directors. Francois Levert, formerly an executive with MEI Group, and also an executive with one of Quebec's largest interactive communications agencies, had the responsibility for implementing e-commerce and multimedia applications. He will assume the office of HEAD4's president, chief executive officer and director. Martin Campeau, a co-founder of TotalNET, one of Canada's largest Internet providers, will be appointed director and executive vice-president. HEAD4's application provider services will use both packaged and specialized software designed to meet the needs of middle market and high-growth companies for outsourced business functions, including asset and inventory management, e-commerce and Web-based training and sales management. Other matters being considered by shareholders include adoption of a share incentive plan and a corporate name change to reflect the new business. (c) Copyright 2000 Canjex Publishing Ltd. canada-stockwatch.com