Pursuant to the terms of the agreement between Stealth and PanTerra, PanTerra issued 13 million common shares to Stealth at a deemed price of C$0.25 per share, for aggregate consideration of C$3.25 million. These shares are subject to restrictions on transfer until October 1, 2008.

Stealth now holds a total of 13 million common shares of PanTerra, representing 19.5% of PanTerra’s issued and outstanding common shares on an undiluted basis.