To: Florida Cracker who wrote (1019 ) 5/7/1999 4:08:00 PM From: James Strauss Respond to of 1261
Tracer News.... Tracer Proposing Rights Offering PR Newswire - May 07, 1999 15:56 CALGARY, Alberta, May 07 /PRNewswire/ -- TRACER PETROLEUM COPRORATION (Nasdaq: TCXXF; Vancouver: TPC) ("Tracer" or the "Company") reports, further to its news release dated May 4, 1999, that the Company is proposing to effect a rights offering, subject to the approval of shareholders of a three (3) for one (1) consolidation of the Company's issued and outstanding shares. The share consolidation is proposed in the proxy circular that was recently mailed to shareholders. A rights offering entails the issuance of rights, given at no cost to shareholders, enabling shareholders to purchase additional shares of the Company by exercising the rights and paying the exercise price. It is the intention of the Company that the rights issued by Tracer will be transferable and will be listed for trading on a recognized exchange. Tracer's Board is presently considering a rights offering under the following terms: 1. Shareholders will receive one (1) right for each share held as of a record date to be determined by the Board. 2. Two (2) rights will entitle the holder to purchase one (1) share of Tracer common stock at an exercise price to be determined by the Board (which price will be at a reasonable discount to the market price for Tracer common stock). 3. The rights will be exercisable for a minimum of 30 days from the record date and a maximum of 90 days from the record date. 4. Assuming the completion of the proposed 3-for-1 consolidation, shares outstanding prior to the rights offering would total approximately 1.362 million. If all the rights were to be exercised, approximately 681,000 new shares would be issued. It is hoped that this would raise at least between US$800,000 and US$1 million in new capital for Tracer. 5. The Company is in discussions with underwriters about the possibility of completing the rights offering on an underwritten basis. 6. The rights offering will be subject to securities regulatory approval. The Company will release more details of the proposed rights offering, when available. However, it is not likely that the final terms and conditions can be determined until the outcome of voting by shareholders on the proposed consolidation of share capital is known. The Company is not in a position at this time to give any assurance that the rights offering will be effected. This release contains "forward looking statements" as per Section 21E of the US Securities and Exchange Act of 1934, as amended. Although the Company believes that the expectations reflected in such forward looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. Management is currently reviewing many options and there is no assurance that they will not make decisions other than those now contemplated. The Company is subject to political risks and operational risks identified in documents filed with the Securities and Exchange Commission, including changing and depressed oil prices, unsuccessful drilling results, change of government and political unrest in its main area of operations. NOTE: The Vancouver Stock Exchange has neither approved nor disapproved the content of this release. For more information please contact Mr. David Harrison, Corporate Secretary, at 403-290-1676 at the Company's headquarters: TRACER PETROLEUM CORPORATION, Suite #1510, 444-5th Ave. S.W., Calgary, AB, T2P 2T8 Canada Phone: 403-290-1676 or Fax: 403-264-5285, "e-mail" tracer@ultranet.ca or web site, www.hostec.com/tracer SOURCE Tracer Petroleum Corporation /CONTACT: David Harrison, Corporate Secretary of Tracer Petroleum Corporation, 403-290-1676, fax, 403-264-5285, or tracer@ultranet.ca/ /Company News On-Call: prnewswire.com or fax, 800-758-5804, ext. 121391/ /Web site: hostec.com (TCXXF TPC.) go2net.newsalert.com Jim