Terrenex Acquisition Corporation

Terrenex Acquisition Corporation

November 28, 2007 15:30 ET

Terrenex Completes Corporate Reorganization

CALGARY, ALBERTA--(Marketwire - Nov. 28, 2007) - Terrenex Acquisition Corporation ("Terrenex" or the "Company") (TSX VENTURE:TXA) reported today that it has completed its previously announced corporate reorganization by way of court approved plan of arrangement under the Business Corporations Act (Alberta) (the "Arrangement").

The Company received final Court approval for the Arrangement yesterday with shareholder approval on March 26, 2007.

The Arrangement was completed to facilitate settlement of a contingent liability arising from reassessments of the Company's 1995 corporate reorganization by Canada Revenue Agency and Alberta Corporate Tax Administration (collectively, the "Tax Authorities"). The reassessments would increase the Company's federal and provincial taxes payable by approximately $15.29 million and $7.92 million, respectively including interest accrued to December 31, 2006.

The Arrangement involved the payment by Terrenex of $6.0 million to the Tax Authorities. $5.25 million of this amount was provided by the insurers of its former professional advisors. Terrenex has also withdrawn its Notice of Appeal and discontinued all appeals against the Tax Authorities in connection with the reassessments.

Pursuant to the Arrangement, Terrenex's existing assets and liabilities, excluding the contingent tax liability to the Tax Authorities described above and $750,000 in cash, have been conveyed, pursuant to the reorganization, to a new entity, Terrenex Ltd. Terrenex shares were exchanged on a share-for-share basis for shares in Terrenex Ltd.

Terrenex's common shares have been halted and the Company will be delisted from the TSX Venture Exchange (the "Exchange"). The Common Shares of Terrenex Ltd., the successor company, will not commence trading until it receives Exchange approval including satisfaction of the Tier 2 Maintenance Requirements.

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

Contact Information

  • Terrenex Acquisition Corporation
    Michael Binnion
    (403) 777-1185
    (403) 777-1578 (FAX)
    Email: terrenex@cia.com