To: Jetta who wrote (299 ) 12/1/1998 7:35:00 PM From: G Respond to of 817
FOR FURTHER INFORMATION PLEASE CONTACT: Intercapital Canada Ltée Stephen F. Savage (514) 878-9400 or Intercapital Asset Management Co., Inc. Sandy J. Masseli, Jr. (732) 663-0486 going back over a year our 3 favorite cons prepared a nice takeover for RDGI that would make all shareholders happy.... guess what never happened.. never was any intention.... its all bullshit.... this was a way to keepshareholders from selling stock back to Market makers... intercapital came lol lol to rdgi rescue in its worst time. they will think of any way to steal your $$$$$... NEWS RELEASE TRANSMITTED BY CANADIAN CORPORATE NEWS FOR: R.D.G. MINERALS, INC. CANADIAN DEALING NETWORK SYMBOL: RDGI NOVEMBER 20, 1997 Update to R.D.G. Minerals Receives $30,000,000 Bid TORONTO, ONTARIO--Intercapital Asset Management Co., Inc., Investment Advisors for Western Minerals, Mining and Manufacturing, Inc., a U.S. public company, announces that Western Minerals, Mining and Manufacturing, Inc. (the "Offeror") is offering to purchase all of the outstanding common shares of R.D.G. Minerals, Inc. ("RDGI") of Toronto, Canada. RDGI's shareholders will receive Shares of Common Stock of the Offeror for each share of RDGI tendered (the "Offer"). The Offer is valued at $30,641,126 or $.50 per common share of RDGI, which will be paid by the Offeror through the issuance of Shares of Common Stock of its share capital based on the closing price of the Shares of Common Stock of the Offeror on NASDAQ at the time the Offer is mailed. Upon completion of the offering, the Shares of the Offeror will trade under the proposed symbol "WMMM" U.S. NASDAQ. Charles Giannetto, President and CEO of the Offeror, stated, "We view the opportunity to involve R.D.G. Minerals, Inc. shareholders in the furtherance of a truly international, industrial mineral holding company, a once in a corporate lifetime event. The combination of Western Minerals, Mining and Manufacturing, Inc. and R.D.G. Minerals, Inc. in the marketing and mining of high quality talc, bentonite and gypsum and the cost efficiencies such a merger brings will benefit all our shareholders." The Offer is conditional upon, among other things, there being validly deposited under the Offer and net withdrawn prior to the expiration of the Offer at least 90 percent of the issued and outstanding common shares of RDGI. The following conditions will also apply: (i) all required Canadian and United States regulatory approvals shall have been obtained; (ii) the Offeror shall have conducted a satisfactory due diligence examination of RDGI; (iii) there shall not have occurred any material change in the business, financial condition, capitalization, rights and liabilities of RDGI which, in the sole judgement of the Offeror is materially adverse; and (iv) no action, suit or proceeding shall have been taken before or by any domestic or foreign court or tribunal or governmental agency or other regulatory authority or administrative agency or commission in Canada or elsewhere to enjoin, prohibit or impose material limitations or conditions on the Offer or the purchase of common shares of RDGI under the Offer or which, if the Offer were consummated, would materially and adversely affect RDGI or the Offeror. The Offeror has retained Whalen, Beliveau & Associates, Inc. as Dealer Manager in connection with the Offer.