ACQUISITION OF EVERGREEN GAMING CORPORATION SHARES
Leonard Libin has made a number of transactions privately amongst himself and his joint actors, all of whom are family members, wholly owned corporations and trusts beneficially owned by family members, with respect to common shares of Evergreen Gaming Corp. of 8200 Tacoma Mall Blvd., Lakewood, Wash., 98499. The Acquiror last filed an early warning report dated October 31, 2006, in which the number of common shares of Issuer reported to be beneficially owned by the Acquiror totalled 32,172,060 common shares. The Issuer owns 908,000 common shares out of the 124,716,865 common shares issued, and hence the 32,172,060 common shares last reported represent approximately 25.99% of the currently outstanding common shares of the Issuer (25.80% of the issued). There has been no change in the number of common shares of the Issuer owned by the Acquiror and his joint actors since the date of the last filed report. However, as a result of transfers amongst the Acquiror, entities through which the Acquiror beneficially owns common shares of the Issuer, and the Acquiror's joint actors, the Acquiror has transferred beneficial ownership of 3,416,374 common shares of the Issuer, representing 2.76% of the outstanding common shares of the Issuer (2.74% of the issued) to his joint actors. As a result, the Acquiror, personally and indirectly through wholly owned corporations and trusts in which he has a beneficial interest, now has beneficial ownership of 28,755,686 common shares of the Issuer, representing 23.23% of the outstanding common shares of the Issuer (23.10% of the issued), and his joint actors have beneficial ownership of 3,416,374 common shares, representing 2.76% of the outstanding common shares of the Issuer (2.74% of the issued). Details of the dates, consideration paid and received, and other particulars of the Transactions are contained in the early warning report referred to hereafter, which has been filed on SEDAR.
The purpose of the Acquiror and his joint actors in conducting the Transactions was to reorganize the holdings of common shares of the Issuer amongst them to settle inter-party debt and for tax and estate planning purposes.
The common shares of the Issuer held by the Acquiror and his joint actors will be held for investment purposes. The Acquiror and his joint actors may, depending on market and other conditions, further increase, or decrease, their beneficial ownership of the Issuer's securities, whether in the open market, by privately negotiated agreements or otherwise, subject to a number of factors, including general market conditions and other available investment and business opportunities. The Acquiror and his joint actors have no present intention of acquiring or disposing of any additional common shares of the Issuer, other than potential future transfers amongst them.
In conducting the Transactions, the Acquiror does not concede that an exemption from the requirements in securities legislation applicable to formal bids was required. However, if such an exemption was required, the Acquiror and his joint actors claim reliance for each of the Transactions on the exemption provided by section 4.2 of National Instrument 62-104.
This press release is issued pursuant to National Instrument 62-104, which also requires a report to be filed with the B.C. Securities Commission and the Alberta Securities Commission containing additional information with respect to the Transaction (the "Report"). To obtain a copy of the Report or for further information concerning this announcement, please contact Len Libin, CEO of Evergreen, at (425) 282-4172.