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Carbite Golf: Merger Agreement Receives Shareholder and Statutory Approvals.


VANCOUVER, BRITISH COLUMBIA--(BUSINESS WIRE)--June 2, 1997-- Carbite Golf Inc. (VSE See DOS/VSE.

VSE - Virtual Storage Extended
 CAB. ) wishes to announce that the merger agreement with Carbite, Inc. and Advanced Golf Systems, Inc. has received Vancouver Stock Exchange Vancouver Stock Exchange (VSE)

A securities and options exchange in Vancouver, British Columbia, (Canada), specializing in venture capital companies.


Vancouver Stock Exchange

See Canadian Venture Exchange (CDNX).
 and Department of Corporations of the State of California approval as well as shareholder approval from both companies.

A total of 7,778,872 shares will be issued inclusive of inclusive of
prep.
Taking into consideration or account; including.
 all bonus shares as well as 1,612,524 warrants exercisable over a 2 year term, 912,524 of which are exercisable at a price of $1.30 CDN (Content Delivery Network) A system of distributed content on a large intranet or the public Internet in which copies of content are replicated and cached throughout the network.  per share if the warrants are exercised on or before December 31, 1997 and at a price of $1.50 CDN per share if the warrants are exercised on or before December 31, 1998 after which date , those warrants will expire. Of the remaining warrants, namely 700,000, they are exercisable at a price of $1.50 CDN per share on or before May 30, 1999. Michael Spacciapolli will have his 607,000 employee option exercisable at $0.01 CDN per share assumed by Carbite Golf Inc. Upon completion of the merger, Carbite Golf Inc. will own 100 percent of Carbite, Inc. and Advanced Golf Systems, Inc. Prior to the issuance of the shares, Carbite Golf Inc. has agreed to change its domicile from British Columbia British Columbia, province (2001 pop. 3,907,738), 366,255 sq mi (948,600 sq km), including 6,976 sq mi (18,068 sq km) of water surface, W Canada. Geography
 to the State of Delaware and to seek a tax ruling from the IRS An abbreviation for the Internal Revenue Service, a federal agency charged with the responsibility of administering and enforcing internal revenue laws.  confirming the tax free nature of the share exchange.

ON BEHALF OF THE BOARD RONALD RONALD Rocketborne Optical Neutral gas Analyzer with Laser Diodes  L. REIMER, Director, Carbite Golf Inc.

-0-

The Vancouver Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

CONTACT: Lewis, England and Associates, Inc.,

501/376-0222

501/376-6690 (FAX)

1-888-376-3900 (US/CAN)

or

Martyn Element and Associates

Corporate and Project Finance Ltd.,

604/687-6820

604/687-6328 (FAX)
COPYRIGHT 1997 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 1997, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Jun 2, 1997
Words:303
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