TORONTO, Aug. 18 /CNW/ - Further to its press release dated June 6, 2008
announcing its proposed change of business, Nevada Bob's International Inc.
(the "Company") (TSXV - NBI.U) is pleased to announce that it has entered into
a share purchase agreement (the "Definitive Agreement") to acquire 100% of the
issued and outstanding shares of Loncor Resources Inc. ("Loncor"), all of
which such shares are held by Arnold Kondrat (the "Vendor"). Loncor is a
private company continued under the laws of Ontario that holds as its primary
asset all of the shares of Loncor Resources Congo SPRL ("Loncor Congo").
Loncor Congo, a wholly-owned subsidiary of Loncor, is a private company
existing under the laws of the Democratic Republic of Congo ("DRC") that
controls four exploration permits in the Bas Province of the DRC and 46
exploration permits in North Kivu in the DRC. The Definitive Agreement
establishes the terms and conditions upon which the parties thereto will
complete the acquisition. The acquisition will constitute a change of business
("COB") for the Company under the policies of the TSX Venture Exchange (the
"Exchange"), resulting in the Company becoming a mining issuer. In connection
with the COB, it is intended that the Company will amalgamate with Loncor and
change its name to "Loncor Resources Inc."
The acquisition is subject to Exchange approval and the acceptance of the
Company's shareholders. The Company intends to seek shareholder approval of
the COB transaction and related matters by way of written consent in
accordance with the rules of the Exchange. As such, the Company will submit a
"Filing Statement" to the Exchange no later than August 20, 2008 for initial
review in accordance with Exchange policy and a copy of same will be available
at www.SEDAR.com once the Exchange has conditionally approved the matters
referred to therein. For further information about the COB, please refer to
the press release dated June 6, 2008, a copy of which is available at
To acquire Loncor, the Company will issue to the Vendor 3,000,000 common
shares of the Company valued at US$0.17 per common share representing a deemed
aggregate purchase price of US$510,000, in exchange for all issued and
outstanding shares of Loncor. Currently the Company has 24,753,247 common
shares issued and outstanding.
Currently the Company's primary business is the licensing of the right to
use the Nevada Bob's trademarks in connection with operating retail golf
stores internationally, excluding the U.K., Europe, Canada and the United
States, and certain other golf related, non-Nevada Bob's trademarks
internationally, including the U.K., Europe, Canada and the United States.
Upon completion of the COB the Company intends to dispose of its existing
Completion of the transaction is subject to a number of conditions,
including Exchange acceptance and disinterested shareholder approval. The
transaction cannot close until the required Shareholder approval is
obtained. There can be no assurance that the transaction will be
completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Filing Statement
to be prepared in connection with the transaction, any information
released or received with respect to the COB may not be accurate or
complete and should not be relied upon. Trading in the securities of
Nevada Bob's International Inc. should be considered highly speculative.
The TSX Venture Exchange has in no way passed upon the merits of the
proposed transaction and has neither approved nor disapproved the
contents of this press release.
Haywood Securities Inc., subject to completion of satisfactory due
diligence, has agreed to act as sponsor to Nevada Bob's International
Inc. in connection with the transaction. An agreement to sponsor should
not be construed as any assurance with respect to the merits or the
likelihood of completion.
Forward-Looking Information: This press release contains forward-looking
statements and information. All statements and information, other than
statements and information of historical fact, that address activities, events
or developments that the Company believes, expects or anticipates will or may
occur in the future (including, without limitation, statements regarding the
Company's proposed COB are forward-looking statements and information). These
forward-looking statements and information reflect the current expectations or
beliefs of the Company based on information currently available to the
Company. Forward-looking statements and information are subject to a number of
risks and uncertainties that may cause the actual results of the Company to
differ materially from those discussed in the forward-looking statements and
information, and even if such actual results are realized or substantially
realized, there can be no assurance that they will have the expected
consequences to, or effects on the Company. Factors that could cause actual
results or events to differ materially from current expectations include,
among other things, failure to complete the COB. Any forward-looking statement
and information speaks only as of the date on which it is made and, except as
may be required by applicable securities laws, the Company disclaims any
intent or obligation to update any forward-looking statement and information,
whether as a result of new information, future events or results or otherwise.
Although the Company believes that the assumptions inherent in the
forward-looking statements and information are reasonable, forward-looking
statements and information are not guarantees of future performance and
accordingly undue reliance should not be put on such statements due to the
inherent uncertainty therein.
For further information:
For further information: Kevin Baker, President and Chief Executive
Officer, Nevada Bob's International Inc., Phone: (403) 698-8560, Fax: (403)