Ketchum Capital Corporation
TSX VENTURE : KET

December 18, 2008 19:23 ET

Ketchum Capital Corporation Announces Mailing of Meeting Materials and Details of Proposed Share Consolidation and Name Change

CALGARY, ALBERTA--(Marketwire - Dec. 18, 2008) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.

Ketchum Capital Corporation (the "Corporation") (TSX VENTURE:KET) is pleased to announce that it has mailed a management information circular to holders of its common shares in connection with a special meeting of shareholders to be held on Monday, January 19, 2009 at the R.G. Black Boardroom at the offices of McCarthy Tetrault LLP, Suite 3300 421-7th Avenue S.W., Calgary, Alberta at 9:00 a.m. (Calgary time). The information circular describes, among other things, the particulars of the Corporation's previously announced proposed consolidation of its common shares on a consolidation ratio of one post-consolidation common share for every five pre-consolidation common share, and the particulars of the proposed name change of the Corporation to "Ammonite Energy Ltd.". The board of directors of the Corporation has approved the proposed share consolidation and name change, both of which will be submitted for approval by the shareholders at the meeting. In addition to shareholder approval, the consolidation and the name change are subject to receipt of approval of the TSX Venture Exchange.

The Corporation currently has 139,784,689 issued and outstanding common shares. In the event that the consolidation is completed on a five for one basis, the Corporation would have approximately 27,956,937 common shares outstanding following the consolidation. In addition, the exercise price and number of common shares of the Corporation issuable upon the exercise of outstanding options, purchase warrants and other convertible securities will be proportionally adjusted upon the implementation of the proposed share consolidation.

The Corporation seeks to consolidate its common shares in preparation for certain initiatives that are being considered in order to enhance the liquidity of the shareholders. The board of directors of the Corporation considers it advisable to consolidate the Corporation's authorized capital because doing so will likely increase the potential for the attraction of equity financing which will assist Corporation in meeting its working capital requirements and will assist the Corporation in funding further acquisitions and other business related expenses. In addition, the board is of the view that such consolidation will offer the Corporation the best opportunity to re-capitalize given the status of the Corporation's operations and current market conditions. The Corporation proposes to change its name to better reflect its current and proposed business activities.

Approval of the proposed consolidation and name change by shareholders would, subject to approval of the TSX Venture Exchange, allow the board of directors of the Corporation to implement the proposed consolidation and name change at any time prior to January 30, 2009 without any further action on the part of shareholders. The board of directors of the Corporation currently anticipates that the proposed share consolidation and name change will become effective as soon as practicable following the date of the special meeting.

Further details with regard to the background, reasoning and impact of the proposed share consolidation and the proposed name change are contained in the Corporation's information circular dated December 18, 2008, a copy of which is available electronically at www.sedar.com.

Cautionary Statements

As indicated above, completion of the proposed consolidation and name change is subject to a number of conditions, including but not limited to, TSX Venture Exchange approval. There can be no assurance that the proposed consolidation and/or name change will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management's information circular prepared in connection with the special meeting at which shareholder approval will be sought for the proposed consolidation and name change,, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon.

The TSX Venture Exchange has in no way passed upon the merits of the proposed consolidation or name change and has neither approved or disapproved the contents of this press release.

Except for statements of historical fact, this news release may contain certain "forward-looking information" within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. There are uncertainties inherent in forward-looking information, including factors beyond the Corporation's control, and no assurance can be given that the proposed consolidation or name change will be completed on time, or at all. The reader is cautioned not to place undue reliance on forward-looking statements. Additional information identifying risks and uncertainties that could affect the Corporation's financial results is contained in the Corporation's filings with Canadian securities regulators, which filings are available at www.sedar.com.

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

Contact Information

  • Ketchum Capital Corporation
    Mr. Stephen N. Ewaskiw
    President and Chief Executive Officer
    (403) 263-9505
    (403) 263-9568 (FAX)
    or
    Ketchum Capital Corporation
    Suite 1200, 520-5th Ave S.W.
    Calgary, Alberta, T2P 3R7