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Raytec Signs Letter of Intent With Proposed Amalgamated Angus Ventures Corp. & Encanto Potash Corp.

Raytec Signs Letter of Intent With Proposed Amalgamated Angus Ventures Corp. & Encanto Potash Corp.

articleEncanto Potash Corp.June 16, 20093/company/encanto-potash-corp/news/raytec-signs-letter-of-intent-with-proposed-amalgamated-angus-ventures-corp-and-encanto-potash-corp
Raytec Signs Letter of Intent With Proposed Amalgamated Angus Ventures Corp. & Encanto Potash Corp.

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[{"type":"text","content":"\nRaytec Signs Letter of Intent With Proposed Amalgamated Angus Ventures Corp. & Encanto Potash Corp.\n\n\n Jun. 16, 2009 (Baystreet.ca) -- VANCOUVER, BRITISH COLUMBIA -- Raytec Metals Corp. (the \"Company\" or \"Raytec\") (TSX VENTURE: RAY) announces that it has entered into a letter of intent to sell a 100 percent interest in its potash assets, including the Spar Property and KP452, to Angus Ventures Corp. (\"Angus\") (TSX VENTURE: AGN.H) and Encanto Potash Corp. (\"EPC\"). Angus and EPC have agreed to merge by way of an amalgamation (the \"Amalgamation\") and the merged company will also have the name Encanto Potash Corp. and is hereinafter referred to as \"Encanto\".\n\nUnder the letter of intent, Raytec will sell all of its current potash properties including the Spar Property and KP 452 to Encanto. The Company will receive up to 20,680,000 shares of Encanto at a deemed price of $0.25 per share for a deemed value of up to $5,170,000, which is approximately equal to the aggregate of Raytec's acquisition costs and costs incurred to date on its potash properties. The actual number of shares to be issued will be determined based on all expenditures incurred to date by Raytec to acquire its potash properties and all expenditures incurred by Raytec on such properties, subject to the above maximum number of shares being issued. \nFurthermore, Raytec will make available $6.5 million to be spent on the combined potash properties (\"Encanto's Potash Properties\") by December 29, 2009 to earn a 51% interest in Encanto's Potash Properties. Encanto will have the option to repurchase the 51% Raytec interest in Encanto's Potash Properties for 26,000,000 shares of Encanto (the \"Option\"). \nUpon exercise of the Option, Raytec will own an aggregate of up to 46,680,000 shares of Encanto which will approximate 29% of the Encanto's issued and outstanding share capital as it will be constituted on completion of the Angus/EPC Amalgamation. \nAdditional terms include: \n(i) Raytec will have the right to nominate up to two directors to the board of directors of Encanto; and \n(ii) Raytec will have a pre-emptive right to participate in future financings of Encanto so as to preserve its percentage interest in Encanto. \nThe proposed transactions are subject to a number of conditions, including: \na. Completion of the Angus / EPC Amalgamation; \...

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