Business
Section Rouge Media Inc. announces an agreement with Union Securities Ltd. and a new deal for the acquisition of Image In Media Inc.
Section Rouge Media Inc. announces an agreement with Union Securities Ltd. and a new deal for the acquisition of Image In Media Inc..
About this update from Falcon Energy Materials Plc
[{"type":"text","content":"\n\n\n\n\nTSX VENTURE EXCHANGE: SRO\n\nMONTREAL, QC, April 7 /CNW Telbec/ - Section Rouge Media Inc. (TSX\nVenture Exchange: SRO) announces today that it has signed an Engagement Letter\nwith Union Securities Ltd. and that it has reached on March 27, 2006 a new\nagreement to acquire all the issued and outstanding common shares of Image In\nMedia. The latter agreement replaces the October 11, 2005 agreement previously\nannounced and is subject to the conditions outlined by the TSX Venture\nExchange. Trading in Section Rouge Media's common shares on the TSX Venture\nExchange remains halted until the date of the closing of the acquisition.\nThe authorized share capital of Image In Media consists of an unlimited\nnumber of common shares without par value. There are currently\n20,010,000 common shares issued and outstanding. The principal shareholders of\nImage In Media are Pierre Bernatchez, the company's founder and President and\nChief Executive Officer (34.98%) residing in L'Assomption, QuDebec, 4194420\nCanada Inc (34.98%), having its registered office in Lachine, QuDebec, and Paul\nAllard, residing in MontrDeal, QuDebec (19.3%). The sole shareholder of 4194420\nCanada is Luigi Porco, Senior Vice President, Financing and Business\nDevelopment of Image In Media, residing in Lachine, QuDebec.\nThere are 2,260,000 common shares reserved for future issuances. From\nthis number, there are warrants outstanding allowing the holders thereof to\npurchase collectively 1,010,000 common shares. These warrants, having a term\nof 24 months and an exercise price of $0.25 per share, were issued to\nemployees of Image In Media in June 2005. There are convertible debentures\ntotalling $100,000 issued to private investors. The principal amount on the\ninvestors convertible debentures is automatically convertible into units of\nthe Resulting Issuer upon the closing of the acquisition. Each investors unit\nwill consist of one common share of the Resulting Issuer and one common share\npurchase warrant. Each warrant allows its holder to subscribe one common share\nof the Resulting Issuer at $0.22 until February 26, 2007. The terms and\nconditions of the convertible debentures are subject to the approval of the\napplicable regulatory authorities.\nThe current officers of Image In Media will continue to hold their office\nfollowing the closing of the pr...