VANCOUVER, April 29 /CNW/ - Network Exploration Ltd. (the "Company") (TSX.V: NET) announces that it will be holding an Annual and Special Shareholder Meeting on May 27, 2010. The shareholders will be asked to consider a special resolution to approve a consolidation of the Company's Common Shares on the basis of one post-consolidated share for every six pre-consolidation shares (or such lesser basis as may be necessary in order to meet TSX Venture Exchange ("TSX-V") requirements).
If the consolidation is approved by the shareholders at the meeting the number of outstanding shares and the holdings of each shareholder would be reduced on a six to one basis. The 68,958,520 Common Shares of the Company currently outstanding would be reduced to approximately 11,493,087 Common Shares. The exact number of post-consolidation shares will vary depending on the treatment of the fractional shares which will occur when each shareholder's holdings in the Company are consolidated. No fractional shares will be issued. Any fractions of a share will be rounded down to the nearest whole number of Common Shares. Outstanding stock options and warrants would similarly be adjusted. Implementation of the share consolidation does not have an effect on the actual or intrinsic value of Network Exploration's business.
Network Exploration's management believes that further equity financing is required to maintain the Company and advance its exploration projects and/or to allow for acquisition of new projects. It is management's opinion that its existing issued and outstanding share capital is not conducive to future equity financing and the share consolidation is required to attract new equity investment in the Company.
Details of the proposed share consolidation are set forth in Network Exploration's Information Circular which was mailed to shareholders on April 29, 2010 and filed on SEDAR http://www.sedar.com. The Board does not intend to change the name of the Company upon completion of the consolidation of the Common Shares.
The share consolidation is subject to shareholder approval and acceptance by the TSX-V.
The private placement announced January 12, 2010 has now expired and the Company will no longer be pursuing the closing of this placement.
Network Exploration Ltd. is a mineral exploration company committed to building shareholder value through the acquisition of base and precious metal properties in North and South America. For additional information, please contact the office at 604-638-7363 or toll-free at 1-866-637-5138, or visit www.networkexploration.com.
Neither the 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.
ON BEHALF OF THE BOARD OF DIRECTORS
Forward-Looking Statements: This news release has been prepared by management. This document contains certain forward looking statements which involve known and unknown risks, delays, and uncertainties not under the Company's control which may cause actual results, performance or achievements of the Company to be materially different from the results, performance or achievements implied by these forward looking statements.
THE TSX VENTURE EXCHANGE HAS NOT YET REVIEWED AND DOES NOT TAKE RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THE CONTENT OF THIS NEWS RELEASE. This news release contains certain "Forward-Looking Statements" within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included herein are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time with the British Columbia Securities Commission and the United States Securities & Exchange Commission.
SOURCE Network Exploration Ltd.
For further information: For further information: please contact the office at (604) 638-7363 or toll-free at 1-866-637-5138, or visit www.networkexploration.com