To: leigh aulper who wrote (249 ) 6/9/2000 6:23:00 AM From: leigh aulper Respond to of 300
FiberChem and Intrex Announce Filing of Amended Arrangement Agreement With B.C. Court LAS VEGAS--(BUSINESS WIRE)--June 9, 2000--FiberChem Inc. (OTCBB:FOCS) announced that Intrex Data Communication Corp. submitted an amended arrangement and other necessary filings to the Supreme Court of British Columbia (B.C.) to obtain approval of the combination of its business with that of FiberChem into DecisionLink Inc. The Court then set the date of the relevant Intrex stockholders meeting for June 15, 2000. The Board of Intrex is recommending that its shareholders accept the terms of the Amended Arrangement Agreement. Geoff Hewitt, Chairman and CEO of FiberChem, said: "Since Intrex is a Canadian company with both U.S. and Canadian resident shareholders and operations in both countries, there were certain tax and legal issues that were complicating factors in consummating the combination of our two companies. The amended agreement addresses these issues. "We are all very pleased that we have reached a satisfactory conclusion. At the same time, this agreement addresses the expectation that DecisionLink's future is much more intimately tied to the Intrex side of the business due to major developments that are ongoing." Recently, David Peachey, CEO of Intrex Data Communication Corp., said that the administrative delays had not slowed down the development of Intrex's business; rather, Intrex's contribution to the growth of DecisionLink is expected to be significantly larger than first envisaged. The opportunities presented by Intrex's business relationships and the size of these potential markets will ensure that DecisionLink starts off with a solid base on which to build. Today's simultaneous announcement of the Cornerstone Propane joint venture between Cornerstone and Intrex is the first of what is expected to be a series of announcements of very significant contributions by Intrex. As a result of these expectations, the Arrangement Agreement has been amended to allow Intrex to increase its ownership of DecisionLink in three steps from approximately 50 percent up to 80 percent through the issuance of additional FiberChem equity to the Intrex shareholders as certain specific business opportunities which were not contemplated at the time of the original agreement are consummated during a period of two years. However, the majority of Intrex shares are held by a small number of individuals who will be subject to a one-year Lock-Up Agreement similar to the volume limitations of Rule 144. The Companies also announced that they were in receipt of bridge financing.