Oyama Industries Ltd. Announces Proposed Major Transaction.CALGARY, ALBERTA--(BUSINESS WIRE)--April 13, 1998-- Oyama(Alberta Stock Exchange Alberta Stock Exchange See Canadian Venture Exchange (CDNX). :OYA) Oyama Industries Ltd. ("Oyama") is pleased to announce that it has executed an arms-length interim agreement to amalgamate with two private companies, CK3 Design Corp. and C Corp NA Ltd. (collectively "CK3"). CK3, with head offices in Calgary, Alberta, is in the business of engineering, manufacturing and selling variations of exotic and other classic automobiles, including prototype concept vehicles, currently to customers in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. and Japan. CK3 is presently manufacturing for delivery to Japan 60 custom exotic automobiles. It is also currently negotiating a contract to manufacture and deliver over a 10 year period up to 2,000 automobiles to the United Kingdom for assembly and further sale in a number of other countries. The interim agreement proposes that the amalgamated a·mal·ga·mate v. a·mal·ga·mat·ed, a·mal·ga·mat·ing, a·mal·ga·mates v.tr. 1. To combine into a unified or integrated whole; unite. See Synonyms at mix. 2. company have approximately 8,000,000 common shares issued on the amalgamation, of which approximately 6,400,000 shares will be issued to shareholders of CK3 and 1,600,000 shares will be issued to shareholders of Oyama. The final share exchange ratio will be determined based on an independent valuation of CK3 and whether certain debt of CK3 is converted into common shares of CK3 prior to the amalgamation. The interim agreement also provides for the sale of 3,200,000 common shares of Oyama owned by certain founders of Oyama to certain nominees of CK3 for consideration of $0.07 per share, to be paid in cash upon closing, intended to be completed concurrently with the amalgamation. Since these shares are subject to an escrow agreement Escrow Agreement A certificate provided by an approved bank that guarantees the indicated securities are deposited at that particular bank. Notes: For example, an investor who writes a call option and can present an escrow agreement is considered covered. , the completion of this transaction is subject to regulatory approval. The interim agreement proposes that the directors of the amalgamated company shall be five nominees of CK3. The proposed nominees are intended at this time to be Conrad Cini, Blaine Kennedy, William Kennedy, William, 1928–, American novelist, b. Albany, N.Y., grad. Siena College, 1949. Brought up in Albany, he worked as a journalist from 1949 to 1970, and began to concentrate on writing fiction in the early 1960s. Spence, Thomas Spence, Thomas, 1750–1814, English agrarian socialist. A forerunner of the single taxers (see single tax), he devised a scheme by which the parishes would assume ownership of the land and rent paid to the parish corporation would be the sole tax. Vukovich, all of Calgary, Alberta and David Freeman of London, England, United Kingdom. Conrad Cini is the principal founder and is currently the President, Chief Executive Officer and a Director of CK3. Mr. Cini is a professional engineer with 20 years experience in the areas of automotive structural engineering design and analysis. Blaine Kennedy is a founder and is currently the Vice-President and a Director of CK3. Mr. Kennedy has been involved in the design and manufacturing of automobiles and related components for the last 12 years. William Spence For the British entomologist, see . William Guthrie Spence (7 August 1846 - 13 December 1926), Australian trade union leader and politician, played a leading role in the formation of both Australia's largest union, the Australian Workers Union, and the Australian Labor Party. is currently the President of 4S Consulting Inc., a private company. He was an associate of Burin Capital Corporation from April, 1996 to September, 1997. Mr. Spence practiced as a corporate lawyer in Calgary from 1981 until February, 1996 and prior to joining Burin Capital Corporation, was Senior Manager - Legal at the Alberta Securities Commission from March, 1989 to February, 1996. Thomas Vukovich is the President and a Director of Crossfield House Ltd., a private merchant banking firm with head offices in Calgary, Alberta. Mr. Vukovich is a director and officer of a number of public companies. David Freeman is a solicitor practicing in the United Kingdom since 1982 and has acted as counsel for clients in the European automotive and automobile racing automobile racing, sport in which specially designed or modified automobiles race on any of various courses. Automobile racing originated in France in 1894 and appeared in the United States the following year. industries including those participating in both Formula One and the International Touring Car Championship. It is intended that the amalgamation of CK3 and Oyama will constitute the major transaction of Oyama and is therefore, subject to regulatory and shareholder approval, including the approval of the "majority of the minority" shareholders of Oyama. -0- THE ALBERTA STOCK EXCHANGE DOES NEITHER APPROVE NOR DISAPPROVE THE INFORMATION CONTAINED HEREIN. CONTACT: Oyama Industries Ltd. Richard Oakes Richard Oakes may refer to:
or Oyama Industries Ltd. Richard Clark Richard Clark may refer to several people:
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