Global Development Resources, Inc.
TSX VENTURE : GDV.U

September 28, 2009 16:30 ET

Global Development Resources, Inc. Receives an Offer to Purchase Subsidiary

TORONTO, ONTARIO--(Marketwire - Sept. 28, 2009) - Global Development Resources, Inc. (TSX VENTURE:GDV.U) ("GDR") announces that it has received an offer (the "Offer") from a group of shareholders led by GDR CEO, Kent Smith (the "Purchasing Group"), to purchase from GDR all of the outstanding shares of Global Development Resources, Inc. (USA) ("GDR USA"). GDR USA, GDR's wholly-owned subsidiary, holds substantially all of the assets of GDR. The Purchasing Group owns 20,451,419 common shares of GDR which is 66% of the outstanding common shares of GDR. The purchase price for GDR USA is a nominal amount which will be payable by the cancellation of the 20,451,419 common shares owned by the Purchasing Group.

In August, 2008, the Purchasing Group were members of a larger purchasing group that made an offer to purchase the assets of GDR USA for the cancellation of 25,000,000 common shares of GDR, US$200,000 cash and an 18-month promissory note in the amount of US$1,666,235. The larger purchasing group did not proceed with the August 2008 offer due to the market conditions within the U.S. and the U.S. real estate sector. Upon completion of the transaction contemplated by the Offer, GDR's outstanding share capital will be reduced to 10,769,387 common shares and GDR will have a nominal amount of assets.

The proposed transaction is a related party transaction under applicable securities laws.

No agreement has been entered into in respect of the Offer at this time. Completion of the Offer remains subject to a number of conditions, including, amongst other things, the completion and signing of a formal share purchase agreement, approval of the Offer by the shareholders of GDR and regulatory approval. An annual and special meeting of the shareholders of GDR has been set for October 22, 2008 to seek approval for the Offer.

CERTAIN STATEMENTS CONTAINED IN THIS PRESS RELEASE INCLUDING WORDS SUCH AS "LOOKS FORWARD", "ANTICIPATE", "COULD", "SHOULD", "EXPECT", BELIEVE", "WILL" AND SIMILAR EXPRESSIONS AND STATEMENTS RELATING TO MATTERS THAT ARE NOT HISTORICAL FACTS ARE FORWARD-LOOKING STATEMENTS. SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS AND UNCERTAINTIES WHICH MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Global Development Resources, Inc.
    Mr. Chris Carmichael
    CFO
    (416) 488-7760