XST Shareholders Approve Merger of the Corpor CALGARY, Jan. 4 /CNW/ - XS Technologies Inc. (``XST'') is pleased to
announce at the Special Meeting of the Shareholders of XST held on Wednesday,
December 22, 1999, the shareholders of XST voted in favour the following
resolutions:
(a) to approve as the Corporation's Major Transaction (as defined
in Alberta Securities Commission Rule 46-501 and Alberta Stock Exchange
Circular No. 7), the merger of the Corporation with 636201 Alberta Ltd.,
carrying on business as EnviroTrac Technologies, (``EnviroTrac''), the total
consideration payable by the Corporation for EnviroTrac being $1,625,000, of
which $25,000 has been paid by way of cash deposit and the balance shall be
satisfied through the issuance of equity securities, all as more particularly
described in the Corporation's Management Information Circular dated November
15, 1999.
(b) to approve the amalgamation of the Corporation with
EnviroTrac, substantially on the terms set out in an amalgamation agreement
dated as of November 4, 1999 between the Corporation and EnviroTrac, as more
particularly described in the Corporation's Management Information Circular
dated November 15, 1999.
The approval of the Canadian Venture Exchange (CDNX) is conditional upon
EnviroTrac having raised an additional $400,000 in new equity prior to closing
of the Major Transaction. EnviroTrac, pursuant to an offering memorandum
dated June 15, 1999, on a private placement basis has placed up to a maximum
of 1,666,667 shares of EnviroTrac at a price of $0.30 cents per Share.
The closing of the Major Transaction, subject to compliance with the
terms and conditions set forth in the Amalgamation Agreement dated as of
November 4, 1999, is scheduled to occur prior to January 31, 2000.
XS Technologies Inc. is listed on the Canadian Venture Exchange under the
symbol ``XST''.
The Canadian Venture Exchange neither approved nor disapproved of the
information contained herein.
-0- 01/04/2000