To: the Chief who wrote (1740 ) 2/25/2000 4:38:00 PM From: kidl Respond to of 1996
Just keeps getting better :-) Rock arranges European financing; legal claims continue Rock Resources Inc RKR Shares issued 21,543,508 Feb 24 close $0.69 Fri 25 Feb 2000 News Release Mr. Thomas Kennedy reports New European financing Rock Resources has entered into an agreement to raise up to $900,000 on a best efforts basis by way of convertible debentures and loans from overseas investors. Up to $600,000 will be used for exploration and development of Rock?s Chilean copper-gold project and for general working capital. Up to $300,000 will be used by Rock to pay for the legal and associated costs of Rock?s Supreme Court of British Columbia action against the provincial government for damages resulting from the government?s seizure of Rock?s Amber claims in 1995. These claims were expropriated without any form of compensation whatsoever. The financing will consist of $600,000 of five-year 10 per cent convertible redeemable debentures, redeemable at Rock?s option with interest payable quarterly. Convertible debenture holders may convert, in whole or in part, to common shares at $1 per share rising by scale annually to $2 per share. At the end of the five-year term, Rock itself may convert any debentures remaining outstanding at the lowest price permissible by the Canadian Venture Exchange. Attached to the debentures will be share purchase warrants on the basis of one warrant for each $1 advanced under the debenture loan. Each warrant will entitle a debenture holder to acquire a further share at $1 prior to the first anniversary of the closing of the financing and at $1.25 prior to the second anniversary of the closing of the financing. The financing will also comprise, in part, a non-recourse loan facility of up to $300,000 from an offshore corporation. Upon repayment of the loan, Rock will acquire shares of the offshore corporation for an additional $150,000 (further to the previous financing referred to below) plus an amount equal to an additional 2.5 per cent (further to the previous financing referred to below) of any compensation that Rock may receive for the expropriation of the Amber claims. Repayment of the loan facility and purchase of the shares of the offshore corporation will only occur if Rock receives compensation from the provincial government in an amount sufficient to discharge its loan and share purchase obligations. Bonus shares will also be issued in consideration for the loan facility to the maximum amount allowable by the Canadian Venture Exchange. Rock?s management anticipates an ultimately successful conclusion to its case against the government. Rock has advised the government that it is claiming at least $15-million based on an economic valuation report which estimated the gross value of the resources at $7.8-million plus interest, lost opportunity costs and punitive damages which Rock feels is justified, given the government?s conduct to date. A finder?s fee will also be payable on closing of the financing. All of the foregoing matters are subject to all necessary regulatory approvals. Management continues its exploration efforts in its planned Millennium Discovery drill program and hopes to identify a world-class gold-rich copper deposit in Chile. Previous Europe and financing Further to Rock?s news releases in Stockwatch Oct. 12, 1999, and Jan. 21, 2000, Rock is pleased to announce that final regulatory approval is anticipated shortly for the completion of $900,000 in convertible debenture financing and a $450,000 litigation loan facility. Due to the current market price of Rock Resources, the decision was made to close the earlier financing at a total of $1.35-million and to proceed with the new financing announced above. ¸ Copyright 2000 Canjex Publishing Ltd. canada-stockwatch.com