Xacord Inc. Agrees in Principle to Acquire Empire Gold Corp. in a Triangular Merger
Friday January 19, 3:47 pm ET
Effective January 22, 2007 Xacord Will Consolidate Shares and Changes Name to Empire Minerals Corp. and Its Symbol to EMPL
NEW YORK, Jan. 19 /PRNewswire-FirstCall/ -- Xacord Inc. (Pink Sheets: XCDC - News; "Xacord" or "the Company") announced that a wholly-owned subsidiary of the Company, (which has been renamed Empire Minerals Corp.), and Empire Gold Corp. ("Empire") have agreed in principle to merge. Empire specializes in gold, precious metals and base metals mining and exploration in China. Upon closing of the acquisition, Empire will be the surviving entity and will become a subsidiary of the Company with shareholders of Empire receiving shares of the Company.
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The transaction is still subject to the execution of definitive agreements, and receipt of audited statements and the fulfillment of closing conditions. Once the transaction has closed, which is expected to take place within 30 days, it is anticipated that there will be up to 40,000,000 shares of the Company's stock outstanding on a fully diluted basis.
As previously announced, the shareholders of the Company have approved a 1 for 20 consolidation of its common stock. The share consolidation will be effective for trading purposes on January 22, 2007 (and not on January 12, 2007 as was previously announced on January 5, 2007) The name change for trading purposes will also be effective on that date.
Effective January 22 the Company' shares will trade on the Pink Sheets under the symbol EMPL.
Safe Harbor Statement
This press release contains forward-looking statements that involve risks and uncertainties. This release contains statements that constitute forward- looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended. These statements appear in a number of places in this release and include all statements that are not statements of historical fact regarding the intent, belief or current expectations of the Company, its directors or its officers with respect to, among other things: (i) The completion of the Empire transactions and if completed the Company's ability to successfully finance and operate this company and (ii) If Empire is acquired, trends and regulations affecting the mining industry in China. The words "may," "would," "will," "expect," "estimate," "anticipate," "believe," "intend," "promise," "seeking to," "negotiating to" and similar expressions and variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond the Company's ability to control, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors.
CONTACT: Diego Roca of Xacord Inc., +1-917-331-4321
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Source: Xacord Inc.
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