In a rather lengthy announcement, GTO Resources Inc/ Ram Power Inc. announces the entering of an agreement to effectively take over all securities, issued and outstanding, of Polaris Geothermal and Western GeoPower.
The release states that “GTO Resources Inc. (“GTO”), Polaris Geothermal Inc. (“Polaris”) (TSX:GEO), Western GeoPower Corp. (“Western”) (TSX VENTURE:WGP) and Ram Power, Inc. (“Ram”), are pleased to announce that they have entered into an arrangement agreement (the “Arrangement Agreement”), whereby GTO has agreed to acquire all of the issued and outstanding securities of Polaris and Western by way of a plan of arrangement under the Business Corporations Act (British Columbia) (the “Arrangement”), as previously announced on July 15, 2009. In addition, GTO and Ram are pleased to announce that they have entered into a share purchase agreement (the “Share Purchase Agreement”) pursuant to which GTO will acquire all of the issued and outstanding securities of Ram (the “Ram Acquisition”), as previously announced on June 30, 2009.
Upon completion of the Arrangement and the Ram Acquisition (collectively, the “Business Combination”), each of Polaris, Western and Ram will be subsidiaries of GTO. In connection with the Business Combination, it is intended that GTO will change its name to “Ram Power Corp.” (“New GTO”). If the Business Combination is completed as contemplated, New GTO will be engaged in the business of acquiring, exploring, developing and operating geothermal properties through its subsidiaries and will have an interest in geothermal projects in British Columbia, California, Nevada and Nicaragua.
Pursuant to the Arrangement, the issued and outstanding common shares of GTO (the “GTO Pre-Consolidation Shares”) shall be consolidated on a 10:1 ratio so that for every ten (10) GTO Pre-Consolidation Shares held, the holder thereof shall receive one (1) GTO common share on a consolidated basis (“GTO Share”).”
“The common shares of GTO are currently halted from trading and will remain halted until further notice.”
For the complete announcement see link below.
Source: Company announcement via Benzinga