ROUYN-NORANDA, QC, Oct. 3, 2013 /CNW Telbec/ - X-Terra Resources Corporation (TSXV: XT) is pleased to announce that it has entered into a letter of intent dated
October 3, 2013 with an arm's-length Toronto-based private company for
a reverse take-over of X-Terra and the "spin-out" of X-Terra's resource
properties in a new public company.
The letter of intent provides that X-Terra will amalgamate or otherwise
combine with the Toronto-based company and become a natural resources
merchant bank. At the same time, X-Terra will transfer all of its
resource properties and all of its liabilities to a new company, and
distribute the shares of the new company to X-Terra's shareholders. As
a result, at the closing of the proposed transaction, X-Terra's
shareholders will become shareholders of a new natural resources
merchant bank and shareholders of a new company which will carry on
X-Terra's current natural resource business.
Completion of the proposed transaction is subject to numerous
conditions, including negotiation and execution of definitive
agreements, shareholder approval, completion of financing, and
regulatory approval, including that of the TSX Venture Exchange. No
assurances can be given that the proposed transaction will be completed
as proposed or at all.
X-Terra will issue a detailed press release regarding the proposed
transaction when its terms and conditions are finalized. X-Terra
understands that its stock will be halted on the TSX Venture Exchange
pending such press release.
About X-Terra Resources
X-Terra is a resource company focused on acquiring and exploring energy
properties in Canada. X-Terra Resources has 11,783,069 shares
outstanding, a cash position of $2.35 million and an investment of
2,000,000 shares of Brownstone Energy Inc.
This news release contains certain forward-looking statements. These
forward-looking statements are subject to a variety of risks and
uncertainties beyond the ability of X-Terra to control or predict,
which could cause actual events or results to differ materially from
those anticipated in such forward-looking statements, including risks
disclosed in filings with the Canadian securities regulators made by
X-Terra. No assurance can be given that any events anticipated by the
forward-looking statements will transpire or occur, or if any of them
do so, what benefits that X-Terra will derive therefrom. In
particular, no assurance can be given as to whether the proposed
transaction described in this news release will be completed.
Accordingly, readers should not place undue reliance on forward-looking
Neither TSX Venture Exchange nor its Regulation Services Provider (as
that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
SOURCE: X-TERRA RESOURCES CORPORATION
For further information:
Martin Dallaire, P. Eng.
President and Chief Executive Officer
Telephone: 819-762-0609, Fax: 819-762-0097