the ball rolling
"Mr. Michael England reports
NPN INVESTMENT GROUP INC. ANNOUNCES COMPLETION OF QUALIFYING TRANSACTION AND PRIVATE PLACEMENT
NPN Investment Group Inc. has completed its qualifying transaction previously reported in Stockwatch on March 12, 2007, and June 12, 2007. The qualifying transaction consisted of the acquisition of a 100-per-cent interest in certain mining claims and properties, and related agreements (collectively, the underlying agreements) between Full Metal Minerals Ltd. and Hunter Exploration Group, and between Full Metal and Nunavut Tunngavik Inc., a private-placement financing, and certain changes to the board of directors of NPN.
Completion of qualifying transaction
In consideration for acquiring all of the rights and obligations of Full Metal under the underlying agreements NPN: (i) paid Full Metal $83,000 in cash; (ii) issued 800,000 common shares of NPN to Full Metal; and (iii) will issue an additional 450,000 common shares to Full Metal on or before Dec. 15, 2007. The underlying agreements govern the rights to explore and develop the Arcadia, Cache and Mac properties, located in Nunavut. In addition to the consideration paid to Full Metal, NPN also granted options to purchase 125,000 common shares at 10 cents per share, exercisable for a period of five years, to Michael England in consideration for his efforts in identifying and assisting in the completion of the qualifying transaction. These options and any shares issued on exercise of these options are subject to escrow in accordance with the policies of the TSX Venture Exchange.
In connection with the qualifying transaction, Mr. England acquired 675,000 common shares and Olga Nikitovic acquired 325,000 common shares from the existing directors and officers of NPN. These shares are subject to escrow in accordance with the policies of the exchange.
Completion of private placement
Concurrent with the acquisition of the underlying agreements by NPN, NPN has completed a private placement of six million NPN units at a price of 10 cents per NPN unit. Each NPN unit consists of one common share of NPN and one-half of one common-share purchase warrant. Each whole NPN warrant entitles the holder to purchase one common share of NPN at a price of 16.5 cents. The NPN warrants expire on June 22, 2009. Current and former directors of NPN purchased 1,475,000 of the NPN units offered pursuant to the financing. Funds from the financing will be primarily used to satisfy the initial listing requirements of the exchange, complete a first-year work program on the Arcadia property and for general working capital. The securities issued in the private placement will be subject to a hold period expiring Oct. 22, 2007.
Board and management of NPN
In connection with the qualifying transaction, the board of NPN has been reduced to five directors and reconstituted to consist of new directors Michael England, David Lajack and Dr. David Hedderley-Smith, and long-standing directors Pierre Vella-Zarb and Paul Barbeau. In addition, Mr. England has been appointed president and chief executive officer of NPN and Ms. Nikitovic has been appointed chief financial officer of NPN. A total of 425,000 options held by resigning directors of the company have been cancelled.
Mr. England has been involved with public companies since 1983, beginning with CM Oliver & Co., and Richardson Greenshields, later working for RBC Dominion Securities. In October of 2002, Mr. England became a director of United Bolero Development Corp., a company listed on the exchange. As a director and later president of Bolero, he negotiated the acquisition of a property near Stewart, B.C., which met the requirements to graduate Bolero from the NEX/Tier 3 of the exchange to Tier 2. He remained on the board of Bolero until March, 2006. During the course of his tenure, Bolero raised in excess of $2-million and acquired several further projects. In April, 2004, Mr. England became a director of First Star Resources and remained on the board until June, 2004. During his tenure, he assisted in raising in excess of $1-million and assisted in the acquisition of an oil venture in Montana, which now provides revenue to First Star Resources. In February of 2006, he joined the board of directors of Andover Ventures Ltd., becoming president of that company in August of 2006. During his tenure, Andover completed its qualifying transaction, acquired several mineral properties and has raised over $15-million in equity financing.
Ms. Nikitovic is a chartered accountant and management consultant with over 20 years of work experience. Ms. Nikitovic worked at PricewaterhouseCoopers for nine years in both the audit and management consulting departments. While consulting, Ms. Nikitovic specialized in re-engineering and cost management. After leaving PricewaterhouseCoopers, Ms. Nikitovic held senior management positions with two of Canada's largest retailers. At present, Ms. Nikitovic provides accounting and financial management services to private and public companies.
Dr. Hedderley-Smith has over 35 years of varied experience in the minerals exploration industry. Since the early 1970s, he has been involved in Alaska's mining industry as a staff exploration geologist for both major mining companies and junior exploration companies, a state regulator (three years as the deputy director for minerals in Alaska's Department of Natural Resources in the early 1980s), a consultant, and a property owner. Since leaving Alaska's government in 1984, he has worked throughout Alaska and the Western United States as a consultant to major and junior mining and energy companies, Alaskan native corporations, and governmental entities on base and precious metal, uranium, coal, tar sands and water projects. He obtained his MS in geological sciences from the University of Washington in 1975 and his PhD in geology/geochemistry from the University of Utah in 1997. Dr. Hedderley-Smith's scientific interests focus on the understanding of generative processes involved in the formation of mineral deposits. He is also currently a director of Andover.
Mr. Lajack has worked in lode mineral exploration since the early 1980s. In 1985, he founded a successful prospecting syndicate (Lajack and Associates) which still has active properties in Alaska. Mr. Lajack is a founding member and president of Royal Pretoria Gold Ltd., a private exploration company, incorporated in Alaska in August, 2000. Mr. Lajack has worked as a consultant in the industry and has co-authored published papers on geology and geochemistry. Mr. Lajack is also currently a director of Andover.
Mr. Vella-Zarb is president of Falcon Corp., a corporate finance advisory services company which he founded in 1993. Falcon provides strategic advice on financings, and mergers and acquisitions to both private and public companies and assists private companies through the process of becoming publicly traded, locating business targets, and negotiating and documenting transactions. He has been a director or an officer of a number of public companies since 1990. Mr. Vella-Zarb received his bachelor of science from the University of Toronto in 1982.
Mr. Barbeau incorporated NPN Communications Group Ltd. (NCG), which focused on custom database application development. That same year, Mr. Barbeau sold NCG to Prospectus Inc., a privately owned publisher of multimedia business information. After the acquisition of NCG by Prospectus, Mr. Barbeau remained the sole director and officer of the company, which continued to carry on business as a wholly owned subsidiary of Prospectus. NCG changed its name to Hypernet Inc. in December, 1998. Mr. Barbeau is currently the president of privately owned Hypernet, an application development and services company, and the chief executive officer of Panda Capital Inc., a company in the process of organizing itself as a capital pool company.
NPN filed a filing statement under the exchange's policies in connection with the qualifying transaction. This filing statement is available for viewing under NPN's profile on SEDAR.
Resumption of trading
Trading in NPN's common shares on the exchange will resume after receipt of approval from the exchange for the qualifying transaction. At this point, the company expects to resume trading on Thursday, June 28.
Good luck to all shareholders