To: Molson's Dad who wrote (338 ) 7/28/1998 9:13:00 PM From: futz Read Replies (1) | Respond to of 635
ROPER RESOURCES INC. ANNOUNCES COMPLETION OF ITS FILING REQUIREMENTS WITH THE ALBERTA STOCK EXCHANGE VANCOUVER, July 28 /CNW/ - Roper Resources Inc. Trading Symbol: RRN (ASE) Roper Resources Inc. (RRN:ASE). The company is pleased to announce that it has satisfactorily completed its filing requirements with the Alberta Stock Exchange in relation to the recently announced acquisition of Canadian distribution rights from Safe Environment Engineering (SEE) for Lifeline Products and a US$350,000 financing. The company therefore anticipates that its common shares will be reinstated for trading on the Alberta Stock Exchange on July 30, 1998. The trading of the common shares of the Company was halted on June 6, 1998 pending The Alberta Stock Exchange's review of the transaction. Included with the filed documentation at the Alberta Stock Exchange is a Filing Statement which provides detailed information concerning the acquired distribution rights and debenture financing, which is available for public review. In summary, and further to previous news releases issued in the last four months, the Company has acquired in consideration of a cash payment of US$50,000 and a further loan to SEE of US$150,000, the exclusive right to distribute the Lifeline product in Canada and the State of Alaska for a period of five years. The Lifeline product consists of a radio based communications system that monitors the safety of individuals who are working in confined, hazardous or remote locations such as construction sites, manufacturing facilities, oil refineries and mining operations. The Company has issued debentures in the principal amount of US$350,000 to provide the working capital necessary to fund the sales and marketing of The Lifeline technology in Canada. The debentures bear interest at 8% per annum. Debentures in the amount of US$100,000, issued to Roulette Resources Ltd., which is a company controlled by Mr. Richard Watson, a director and officer of the Company, are convertible into common shares and warrants at an exercise price of Cdn. $0.10 (Maximum of 1,400,000 shares and 1,400,000 warrants). These warrants are exercisable at a price of $0.10 for one year and at a price of $0.20 for a further period of one year. Debentures in the amount of US$250,000, issued to an arms length party, are convertible into common shares and warrants at an exercise price of Cdn. $0.42. (Maximum of 892,857 common shares and 892,857 warrants.) These warrants are exercisable at a price of $0.42 for one year and at a price of $0.50 for a further period of one year. To date, the Company has drawn approximately US$225,000 of the principal amount of the debentures. Cdn. $200,000 of this amount has been dedicated to fund the sales and marketing costs referred to above, with the balance having been utilized for the required payments to SEE under the distribution agreement. It is contemplated that if, as, and when initial product sales are concluded, negotiations will commence towards the acquisition of an equity interest in Safe Environment Engineering. It has not been determined whether such an equity interest will constitute a majority or minority position in SEE. If The Company agrees to acquire a majority equity interest in SEE, and if the acquisition is determined by The Alberta Stock Exchange to constitute a reverse take-over, as defined under Exchange policies, The Alberta Stock Exchange may require that trading in the Company's common shares be halted, in accordance with Exchange reverse take-over rules, pending clearance by the Exchange of a management information circular prepared for shareholder consideration. The common shares of the Company would be reinstated for trading upon clearance of the management information circular and the mailing of same to shareholders of the Company. Subject to regulatory approval, it is Roper's intention to grant, immediately subsequent to the closing of the transaction, 1,500,000 stock options to officers, directors and employees of Roper at an exercise price of $0.31 per share. On behalf on The Board of Directors of Roper Resources Inc. ''Tom Styffe'' W.T. Styffe Director THE ALBERTA STOCK EXCHANGE HAS NEITHER APPROVED NOR DISAPPROVED THE INFORMATION CONTAINED HEREIN. For further information: Mr. Richard Watson, President at 1-800-661-0091 or (604) 266-9910