Hali Capital Corporation

January 02, 2007 12:44 ET

Hali Capital Corporation Announces Completion of Qualifying Transaction

CALGARY, ALBERTA--(CCNMatthews - Jan. 2, 2007) - Hali Capital Corporation ("Hali") (TSX VENTURE:HS.P), a capital pool company, is pleased to announce that it has completed its previously announced arm's length amalgamation with Athabasca Minerals Inc. ("Athabasca") to form a new mining company that will continue under the name "Athabasca Minerals Inc." ("ABM"). The amalgamation constitutes the qualifying transaction of Hali (the "Qualifying Transaction") pursuant to the policies of TSX Venture Exchange Inc. (the "Exchange"). The Qualifying Transaction was completed on December 31, 2006 after receiving the approval of the shareholders of Hali at the annual and special meeting shareholders held on December 28, 2006. The Qualifying Transaction remains subject to Athabasca satisfying all of the final conditions of the Exchange.

Pursuant to the terms of the Qualifying Transaction, Hali shareholders received one common share of ABM and one half of one ABM warrant for each 2.5 common shares of Hali owned, and Athabasca shareholders received one common share of ABM for each common share of Athabasca owned. The outstanding options, warrants and other convertible securities of Hali and Athabasca are exercisable for common shares of ABM based on the same exchange ratios. After the completion of the Qualifying Transaction, ABM has 17,891,000 common shares outstanding.

The Board of Directors of ABM consists of Udomdej (Dom) Kriangkum, Dale G. Nolan, Shaun O'Connor-Parsons, Raymond G. Harris, Doug R. McDonald, Wylie N. Hamilton and Theodore J.A. Rousseau.

Conditional approval for the listing of the common shares of ABM on the Exchange was received on December 7, 2006. Final Exchange acceptance is expected to be obtained after the completion of final filings with the Exchange, with the common shares of ABM expected to begin trading under the new trading symbol "ABM" on the Exchange sometime next week.

Except for historical information contained herein, this news release contains forward-looking statements that involve risks and uncertainties. Such forward-looking statements or information are based on a number of assumptions which may prove to be incorrect. Such assumptions include, among other things, final TSX Venture Exchange acceptance of the listing of the common shares of ABM. Although ABM believes that the expectations reflected in such forward-looking statements or information are reasonable, undue reliance should not be placed on such forward-looking statements because ABM can not give assurance that such expectations will prove to be correct. Forward-looking statements or information are based on current expectations, estimates and projections that involve a number of risks and uncertainties which could cause actual results to differ materially from those anticipated by ABM and described in the forward-looking statements or information. The forward-looking statements or information contained in this news release are made as of the date hereof and ABM does not undertake any obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to any U.S. Person unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the qualifying transaction and has neither approved nor disapproved the contents of this press release.

Contact Information

  • Athabasca Minerals Inc.
    Udomdej (Dom) Kriangkum
    President and Chief Executive Officer
    (780) 465-5696