FLOWTECH ENERGY CORPORATION - UPDATE.CALGARY, ALBERTA--(BUSINESS WIRE)--MAY 10, 1995--FLOWTECH ENERGY CORPOR(Alberta Stock Exchange Alberta Stock Exchange See Canadian Venture Exchange (CDNX). : FTE FTE Full-Time Equivalent FTE Full-Time Employee FTE Full-Time Equivalency FTE Full Time Employment FTE Foundation for Teaching Economics FTE Full Time Enrollment FTE For the Enterprise (SQL) FTE Fund for Theological Education ) Flowtech Energy Corporation (the "Corporation"), announces that on May 9, 1995, the shareholders of the Corporation approved, by a majority of the minority vote, the acquisition of all the issued and outstanding shares (the "CRL CRL - Carnegie Representation Language. Carnegie Group, Inc. Frame language derived from SRL. Written in Common LISP. Used in the product Knowledge Craft. Shares") of Canadian Chemical Reclaiming Ltd. ("CRL"), a private Alberta reclamation company with offices in Calgary and Brooks, Alberta and Houston, Texas. Shortly after obtaining shareholder approval, the Corporation closed the acquisition in respect of the CRL Shares. In consideration for the acquisition, the Corporation issued to the 27 shareholders of CRL on a pro rata [Latin, Proportionately.] A phrase that describes a division made according to a certain rate, percentage, or share. In a Bankruptcy case, when the debtor is insolvent, creditors generally agree to accept a pro rata share of what is owed to them. basis, 5,250,000 common shares at a deemed price of approximately $0.40 per share and 24,750,000 convertible preferred shares Preferred shares Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock. , Series A (the "Series A Shares") for total deemed aggregate consideration of $2,100,000. The Series A Shares are convertible over the next five year period on the basis of one common share for each $0.25 of net income of the Corporation. The 5,250,000 common shares issued to the CRL shareholders constitutes approximately 47% of the currently issued and outstanding common shares in the capital of the Corporation. The transaction was negotiated at arm's length arm's length adj. the description of an agreement made by two parties freely and independently of each other, and without some special relationship, such as being a relative, having another deal on the side or one party having complete control of the other. . The acquisition of the CRL Shares constitutes the Corporation's Major Transaction pursuant to Policy No. 4.11 of the Alberta Securities Commission and Circular No. 7 of The Alberta Stock Exchange. Upon receiving the final approval of these transactions by The Alberta Stock Exchange, the Corporation will cease to be a junior capital pool company and will be moved to the regular trading board. The Corporation announces that in conjunction with the Major Transaction, Messrs. Stephen C.M. Ko and William L. Walsh William Legh Walsh (January 28 1857 – January 13 1938) was a Canadian lawyer and judge. He served as Lieutenant Governor of Alberta from 1931 to 1936. He was born in Simcoe in Canada West in 1857, the son of Aquila Walsh, a member of the Canadian House of Commons. have resigned from the board of directors and Messrs S. Todd Beasley, Elson J. McDougald and Kent R. Anderson have been appointed to the board of directors to join Messrs. Daryl K. Seaman, Byron J. Seaman and Donald R. Seaman. Mr. S. Todd Beasley is a founder of CRL and has served as President and director of CRL since its inception in 1987. Mr. Elson J. McDougald is the founder and Chairman of 3MC Farms Ltd. in Drumheller, Alberta and has served as a director for a number of corporations, both public and private. Mr. Kent R. Anderson is a partner with the law firm of Cook Duke Cox in Calgary, Alberta and has served as a director of CRL since April, 1992. The Corporation also announces that it intends to immediately proceed with the amalgamation of the Corporation and CRL under the name of "Canadian Chemical Reclaiming Ltd.", at which time the Corporation will obtain a new trading symbol Trading symbol See: Ticker symbol . Mr. S. Todd Beasley, President, director and the largest single shareholder of CRL, announces that upon closing of the Major Transaction he immediately acquired 1,150,034 (10.4%) of the issued and outstanding common shares in the capital of the Corporation. There is no present intention on the part of Mr. Beasley to beneficially acquire or to exercise control or direction over any additional shares in the capital of the Corporation, other than those obtained upon conversion of his 5,421,593 (21.9%) Series A Shares. Mr. Beasley will serve as President, Chief Operating Officer Chief Operating Officer (COO) The officer of a firm responsible for day-to-day management, usually the president or an executive vice-president. and a director of the Corporation. CONTACT: Mr. Elson J. McDougald 403/362-6229 or 403/250-9665 THE ALBERTA STOCK EXCHANGE HAS NEITHER APPROVED NOR DISAPPROVED THE INFORMATION CONTAINED. REPEATS: New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of 212-575-8822 or 800-221-2462; Boston 617-330-5311 or 80 |
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