1
JOINT FILING AGREEMENT
THIS AGREEMENT dated the 4th day of January 1999.
WHEREAS:
X. Xxxxx International Corp. ("Xxxxx") disposed of 2,500,000 shares of common
stock of ICHOR Corporation ("ICHOR") beneficially held by it, Xxxxxxxx
Financial Corporation ("Xxxxxxxx") disposed of 1,070,320 shares of common
stock of ICHOR beneficially held by it, MFC Merchant Bank S.A. ("Merchant
Bank") is the beneficial holder of 3,570,320 shares of common stock of ICHOR
and MFC Bancorp Ltd. ("MFC") is the indirect beneficial holder of 3,570,320
shares of common stock and 402,500 shares of 5% Cumulative Redeemable
Convertible Preferred Stock, Series 1 of ICHOR; and
B. Each of MFC, Merchant Bank, Xxxxx and Xxxxxxxx (each a "Filer" and
collectively, the "Filers") are responsible for filing a Schedule 13D/A (the
"Schedule 13D/A") relating to the acquisition or disposition of the shares of
common stock of ICHOR, pursuant to U.S. securities laws;
NOW THEREFORE THE PARTIES AGREE AS FOLLOWS:
1. Each Filer covenants and agrees that it is individually eligible to use
the Schedule 13D/A which is to be filed;
2. Each Filer is individually responsible for the timely filing of any
amendments to the Schedule 13D/A, and for the completeness and accuracy
of the information concerning themselves, but is not responsible for
the completeness and accuracy of any of the information contained in
the Schedule 13D/A as to any other Filer, unless such Filer knows or
has reason to believe that the information is inaccurate;
3. This Schedule 13D/A contains the required information with regard to
each Filer and indicates that it is filed on behalf of all Filers; and
4. Each Filer agrees that the Schedule 13D/A to which this Joint Filing
Agreement is attached as Exhibit 1 is filed on its behalf.
IN WITNESS WHEREOF the parties have duly executed this Joint Filing Agreement.
MFC BANCORP LTD. XXXXXXXX FINANCIAL CORPORATION
By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxxxx X. Xxxxx
------------------------- -------------------------
Xxxxxxx X. Xxxxx, President Xxxxxxx X. Xxxxx, Director
MFC MERCHANT BANK X.X. XXXXX INTERNATIONAL CORP.
By: /s/ Xxxxxxx Xxxxxxx By: /s/ Xxxxxxx X. Xxxxx
------------------------- -------------------------
Xxxxxxx Xxxxxxx, Director Xxxxxxx X. Xxxxx, Director
