CORP / Redeco Energy Inc. Cease Trade Order Revoked
ASE SYMBOL: PAU
DECEMBER 29, 1997
CALGARY, ALBERTA--The Board of Directors of Redeco Energy Inc.
(formerly Peat Sorb Incorporated) (the "Corporation") are pleased
to announce that on December 23, 1997 the Alberta Securities
Commission revoked the Cease Trade Order previously imposed
against the Corporation. The Alberta Stock Exchange (the
"Exchange") has provided its conditional approval for the
re-listing of the Corporation's common shares (the "Common
Shares") on the Exchange.
On May 31, 1995, the Alberta Securities Commission ("the
Commission") issued an Interim Cease Trade Order against the
Corporation followed by a formal Cease Trade Order on June 14,
1995 as a result of its failure to file with the Commission and
concurrently send to its security holders certain financial
statements. The Common Shares were also suspended and
subsequently delisted from the Exchange.
The Corporation remained dormant until June, 1996 when a Letter of
Intent was signed with Redex Co. Ventures Ltd. ("Redex") which
provided for a reactivation plan for the Corporation. The
reactivation included the acquisition of Redex through a reverse
take-over transaction.
On October 24, 1997, the Corporation held an Annual General and
Special Meeting of its Shareholders. At that meeting, the
Shareholders appointed new directors of the Corporation, approved
a share for debt transaction whereby 3,183,720 pre-consolidation
Common Shares are to be issued to Mr. Gordon Noland, the one for
five share consolidation, the acquisition of Redex, the one for
two share consolidation and the changes of name of the
Corporation.
A preliminary Prospectus of the Corporation was filed with the
Alberta Securities Commission as evidenced by a receipt from the
Commission dated December 15, 1997. The Prospectus will raise a
minimum of $7,500,000 and a maximum of $10,000,000 for the
Corporation. Roche Securities Limited has been appointed as the
agent for the Offering.
On December 23, 1997, the Commission issued an Order revoking the
Cease Trade Order. By a Resolution of the Directors of the
Corporation, the Directors implemented the Resolutions of the
Shareholders, all of which resulted in:
(i) The issuance of 3,183,720 Common Shares in exchange for a
debt owed to Mr. Noland;
(ii) A one for five consolidation of the Common Shares;
(iii) An interim change of name of the Corporation to Redex Co.
Ventures Inc.;
(iv) The issuance of 95,400,002 post consolidation Common Shares
to the holders of share of Redex. Redex became a wholly owned
subsidiary of the Corporation;
(v) A further one for two consolidation of the Common Shares;
and
(vi) The Corporation changing its name to Redeco Energy Inc.
Following these transactions, the Corporation shall have a total
of 48,728,373 Common Shares issued and outstanding. In addition,
the Corporation will have a total of 14,165,000 Common Shares
reserved for issuance pursuant to various options and rights to
acquire Common Shares.
The business of Redex is to explore for, acquire and develop
hydrocarbon interests in the Republic of Moldova and the Republic
of Romania. This is now also the business of the Corporation,
which will conduct its operations through Redex, now its wholly
owned subsidiary.
The reverse takeover transaction has resulted in a change of
control of the Corporation. The directors and officers of Redex
are now the directors and officers of the Corporation. They are:
/T/
MUNICIPALITY
NAME OF RESIDENCE OFFICE HELD
---- ------------ -----------
William C. Liedtke III Oklahoma City, Director and Chief
Oklahoma Executive Officer
William J. Cox Oklahoma City, Director and
Oklahoma and President
Bucharest, Romania
William C. Baron Arlington, Virginia Director and
and Chisinau, Executive Vice
Moldova President
Gordon T. Noland Calgary, Alberta Director and Chief
Financial Officer
Andrew B. Hyslop Calgary, Alberta Director and
Secretary
C. Kennedy Orr Calgary, Alberta Director and
Chairman
Peter W. Kreutzer Calgary, Alberta Director
R. Stuyvesant Locust Valley, N.Y. Director
Pierrepont III
Mario Pinto Vancouver, British Director
Columbia
Walter S. Zaruby Calgary, Alberta Director
/T/
In addition, there are three new individuals who hold, directly or
indirectly, more than 10 percent of the issued and outstanding
Common Shares of the Corporation. They are:
(a) William J. Cox - Director and President - 19,838,200 Common
Shares (40.71 percent);
(b) William C. Baron - Director and Executive Vice President -
9,575,800 (19.65 percent); and
(c) William C. Liedtke III - Director and Chief Executive
Officer - 7,316,000 (15.01 percent).
Each of these individuals has signed an option agreement with a
third party which grants to that third party an option to acquire
one half of each of their respective shareholdings for nominal
consideration. Immediately upon exercise of the option, the
shares will be surrendered to the Corporation for cancellation.
If the option, or any portion thereof remains unexercised
immediately prior to the expiry of the two year term of the
agreement, the option is deemed to be exercised in full. The
effect of the agreement is to cancel 18,365,000 Common Shares. |
