Amalgamation CompleteAppareo amalgamation with Group West Systems
Appareo Software Inc KNO
Shares issued 15,629,515 Mar 12 close $0.68
Tue 13 Mar 2001 Amalgamation
By arrangement agreement dated Jan. 3, 2001, Appareo Software Inc. and
Group West Systems Ltd. have amalgamated.
The holders of 12,616,579 common shares of Old Appareo will be entitled to
receive one common share of the amalgamated company for each one share
held. In addition, the holders of 3,375,000 Old Appareo listed share
purchase warrants will be entitled to receive one New Appareo Software
share purchase warrant for each one Old Appareo share purchase warrant
held. The exchanged warrants will have the same terms; exercisable into one
New Appareo share for $1.50 up to June 11, 2002.
The holders of 10,043,120 common shares of Group West will be entitled to
receive 0.3 common shares of the amalgamated company for each one share
held.
Shareholders of Appareo Software Inc. and Group West approved the
amalgamation on Feb. 28, 2001, and the Supreme Court of British Columbia
issued the final order dated March 6, 2001.
The name of the amalgamated company will remain Appareo Software Inc.
The amalgamation is the subject of a fairness opinion dated Jan. 5, 2001,
by Stephen W. Semeniuk.
Effective at the open March 14, 2001, the common shares of New Appareo
Software Inc. will commence trading on the Canadian Venture Exchange and
the common shares of Old Appareo Software Inc. will be delisted. As well,
effective at the open March 14, 2001, the New Appareo Series A share
purchase warrants will commence trading on the CDNX and the Old Appareo
Series A share purchase warrants will be delisted. The company is
classified as a software development company.
Post amalgamation
Capitalization: 100 million common shares with no par value of which
15,629,515 common shares are issued and outstanding
Escrowed: 6,486,900 common shares
Agent: Computershare Investor Services
Symbol: KNO (unchanged)
Cusip No: 037803 30 1 (new)
Symbol: Warrants -- KNO.WT.A (unchanged)
Cusip No: Warrants -- 037803 12 9 (new)
For further information, please refer to the joint information circular
dated Jan. 24, 2001.