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For Immediate Release: March 24, 1998
ASE: PXR
12G: 82-4614
Cusip: 70428T
PAXTON PACIFIC RESOURCE PRODUCTS - Offer Made by Subsidiary
to Purchase Fertilizer Business Outright
Paxton announces that its subsidiary, Nature's Intent Technology
Licensing Inc., gave notice on March 19, 1998 to Nature's
Intent Environmental Systems Ltd. ("NIES") that
it has elected to purchase outright the Nature's Intent fertilizer "Technology" at
its fair market value in accordance with the terms of the
License Agreement between the parties dated March 29, 1996.
Unless agreement as to fair market value can be reached between
the parties, the process will lead, on or about 30 days following
the date of notice, to appointment of a mutually agreed appraiser,
failing which arbitration under the Arbitration Act (Alberta)
will be determinant. Thereafter, the License Agreement will
terminate, including all currently contemplated consideration
in the form of shares and a cash royalty.
Management believes that this is a very positive development
for the Company as it is anticipated that the process will
result both in an ascertainable cash price for the fertilizer
business, with or without a royalty, and avoidance of the
significant dilution that has been contemplated in proposed
agreements with NIES to date. It should also result, once
the purchase is completed, with the management team moving
aggressively forward with the development of the subsidiary's
fertilizer business.
The Company has received correspondence from NIES in anticipation
of, and in response to, the offer from the subsidiary, wherein
NIES is resisting the offer and calling for a unilateral
termination of the License Agreement and corresponding option
to purchase. As the Company sees no basis for such unilateral
attempt at termination, the Company expects that the process
will run its course and conclude with a purchase price that,
ultimately, all parties may view as appropriate.
On behalf of the Board of Directors
PAXTON PACIFIC RESOURCE PRODUCTS INC.
Stuart Norman
President and Director
The Alberta Stock Exchange has neither approved nor disapproved
the information contained herein.
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