Alliance Resources PLC
22 November 1999
AMERICAN RIVERS OIL COMPANY ('AROC')
RECOMMENDED OFFER FOR
ALLIANCE RESOURCES PLC ('ALLIANCE')
AROC is pleased to announce that as at 3.00 p.m. on 19th November, 1999 pursuant
to the recommended offer made by AROC for the whole of of the issued share
capital of Alliance (the 'Offer') acceptances in respect of 34,446,593 Alliance
shares, representing 72.53% of the issued share capital of Alliance had been
received. The Offer is conditional on the holders of at least a majority of the
Alliance shares having accepted the Offer. The Offer will remain open for
further acceptances until 7th December, 1999 when it is intended to declare the
Offer unconditional in all respects. Alliance shareholders who accept the Offer
will receive one share of AROC common stock for each ordinary share of Alliance
held.
If AROC receives acceptances in respect of 90% or more of Alliance's issued
share capital, AROC intends to pursue a process of compulsory acquisition of the
remaining Alliance shares under sections 429-430F of the Companies Act 1985.
AROC is also pleased to announce that on 18th November 1999 the shareholders of
American Rivers Oil Company ('American Rivers'), a company incorporated in
Wyoming, have approved the merger of American Rivers with a newly incorporated
subsidiary of AROC. The merger was approved by the holders of more than 67% of
the outstanding shares of American Rivers, whose shares will upon closing each
be converted into the right to receive 0.11 shares of the common stock of AROC.
The directors of AROC and Alliance accept responsibility for the information
contained in this announcement. To the best of the knowledge and belief of the
directors of AROC and Alliance (who have taken all reasonable care to ensure
that such is the case), the information contained in this announcement for which
they accept responsibility is in accordance with the facts and does not omit
anything likely to affect the import of such information.
For further details contact:
Alliance Resources Plc
Jak Keenan
Chairman and Managing Director
4200 E Skelly Drive
Tulsa
Oklahoma, USA
Tel: 001 9018 491 1100
American Rivers Oil Company
Karlton Terry
President
700 East 9th Street
Denver
Colorado 80203
USA
Tel: 001 303 382 1117
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