E.G. Capital Inc.

September 18, 2009 16:18 ET

E.G. Capital Inc. Provides Corporate Update

MONTREAL, QUEBEC--(Marketwire - Sept. 18, 2009) - E.G. Capital Inc. ("EG" or the "Corporation") (NEX BOARD:EGC.H) today provided a corporate update regarding its activities.

Proposed Reactivation Transactions

In February 2008, the Corporation entered into a letter agreement with a private company called US Uranium Development Corp. ("UUDC"), pursuant to which the Corporation proposed to acquire certain uranium assets from UUDC (the "Acquisition"), with the intent that such Acquisition would be a reactivation transaction for the Corporation.

The Corporation spent the next five (5) months negotiating with representatives of UUDC with respect to assorted aspects of the proposed Acquisition, as well as dealing with assorted transaction issues raised by TSX Venture Exchange Inc. ("TSX Venture"). Unfortunately, TSX Venture raised several fundamental issues, including issues with the capital structure of UUDC and the Acquisition. Ultimately, in July 2008, the Corporation ceased discussions with UUDC and decided to review other alternatives after UUDC determined it was not willing to make certain structure changes requested by TSX Venture.

In August 2008, the Corporation entered into discussions with a private company called NEMO Vehicles Inc. ("NEMO"), pursuant to which the parties proposed that Nemo would complete a reverse take-over of the Corporation, as well as a financing. The parties continued discussions until November 2008, when it became clear that satisfactory business terms could not be reached.

The Corporation continued to pursue other alternate opportunities to complete a reactivation transaction. In March 2009, several of the directors attended the PDAC International Trade Show in Toronto, Ontario where they were introduced to the principals of a private mineral exploration company called BlackRock Metals Inc. ("BlackRock"). After completion of initial due diligence and negotiations, the Corporation entered into a letter agreement with BlackRock in May 2009. After completing initial filings with TSX Venture in May and June 2009, TSX Venture raised several issues with the structure of the proposed transaction and the resulting share capital. After several weeks of discussions, the parties were unable to resolve the issues raised by TSX Venture and BlackRock and EG agreed to terminate the letter agreement.

Halt Trading

The common shares of the Corporation were halted from trading on the NEX board of TSX Venture ("NEX") in February 2008 at the request of the Corporation, as the Corporation had entered into the letter agreement in connection with UUDC. The Corporation is in discussions with representatives of TSX Venture and has applied to have the Common Shares reinstated for trading on NEX board of TSX Venture.

Current Status

Management of the Corporation is also reviewing other opportunities in order to find a suitable asset or share acquisition, or a farm-in opportunity, that will qualify as a "Reactivation Transaction" under the policies of TSX Venture.

Management and Directors of EG

The Board of Directors of the Corporation consists of four (4) members, Keith F. Eaman, Bradley Griffiths, Al J. Kroontje and Douglas M. Stuve. The officers of the Corporation consist of Keith F. Eaman as President and Chief Executive Officer, and William G. Edwards as Chief Financial Officer.

Keith F. Eaman is President, Chairman of the board and a Director of EG and has been since August 2003, as well as Chairman of the board and director of Multi-Glass International Corp. Mr. Eaman has served as Chairman of the board and a director of Manson Insulation Inc., a private insulation manufacturing company, since February 1986. He is a past director of Alouettes 1974 Capital Inc., a capital pool company listed on TSX Venture. and was a director of Canadian Public Venture Equities I Inc., a capital pool company listed on TSX Venture.

William G. Edwards has been the Chief Financial Officer of Prism Medical Ltd., a public company listed on TSX Venture, since May 2009, as well the Chief Financial Officer of EG since August 2003. Mr. Edwards was Chief Financial Officer of Multi - Glass Insulation Ltd., a public company listed on TSX Venture, from January 2002 to March 2004. He was also the Chief Financial Officer of Manson Insulation Inc. from January 2005 to May 2009. Mr. Edwards is a Chartered Accountant and has earned a MBA from York University and a BA (economics) from the University of Toronto.

Al J. Kroontje, a current Director of EG, is currently the President of his private investment company, Pellinore Holdings Inc., and is also the past President of Telford Services Group, Inc. Mr. Kroontje is also a trustee of Deepwell Energy Services Trust, a public trust listed on TSX and a director of several other publicly traded companies involved in oil and gas exploration or services. Mr. Kroontje is also currently the President, Chief Executive Officer, Chief Financial Officer and a Director of Marco Polo Investments Ltd. and Kierland Capital Corporation, two capital pool companies listed on TSX Venture. Mr. Kroontje holds a Bachelor of Science (Engineering) degree from the University of Waterloo.

Mr. Kroontje is also the President and Chief Executive Officer of Galleria Opportunities Inc., a public company listed on NEX.

Bradley Griffiths, a current Director of EG, received his Chartered Accounting designation in 1982 after articling at Peat, Marwick, Mitchell. In 1984 he joined the Canadian Imperial Bank of Commerce as head of the Mergers and Acquisitions group where he was promoted to the position of Vice-President. In January 1989, Mr. Griffiths joined Gordon Capital Corporation ("Gordon Capital") as a Director and Vice-President where he elevated to the position of Head of Corporate Finance and a member of the Executive Committee. In March 1995, Mr. Griffiths founded the brokerage firm Griffiths McBurney and served as its Chairman and Chief Executive Officer until May 1999. Soon thereafter Mr. Griffiths joined Canaccord Capital Corporation ("Canaccord") as Co-Chairman and Head of Capital Markets, and in November 2002 he was honoured as Person of the Year by the Yves Landry Foundation. On January 1, 2003, Mr. Griffiths joined Toronto-based McFarlane Gordon (now "MGI Securities"), acting as Managing Director of Capital Markets where he served until 2008. Mr. Griffiths is now the founder and Chief Executive Officer of Griffiths Energy and Resources Inc., an energy and merchant banking firm.

Douglas M. Stuve is a partner with the law firm Burstall Winger LLP of Calgary, Alberta and has been with Burstall Winger LLP since July 1993. Mr. Stuve's principal area of practice is corporate finance and securities law, as well as general corporate commercial law. Mr. Stuve holds a Bachelor of Arts degree (with distinction) from the University of Alberta and a Bachelor of Laws degree (LL.B) from Queen's University, Kingston, Ontario.

Mr. Stuve has served as a director and officer of several public companies and is currently a director of several public companies, including Deepwell Energy Services Ltd., the operating subsidiary of Deepwell Energy Services Trust, a public oil and gas services trust listed on TSX, New Sage Energy Corp., a public oil and gas company listed on TSX Venture, as well as Amalfi Capital Corp. and EG. Mr. Stuve is a past director of several public companies, including Tesoro Energy Corp., a public oil and gas company listed on TSX, and Pelorus Energy Corp. (now Red Star Oil & Gas Ltd.), Regal Energy Ltd., and Yangarra Resources Ltd.; three public oil and gas companies listed on TSX Venture. Mr. Stuve is also a past director of Patfind Inc., the first capital pool company offering completed on TSX Venture, Canadian Public Venture Capital I Inc., and Sabrich Capital Corp.; three capital pool companies that completed their Qualifying Transactions.

Annual General Meeting

The Corporation intends to hold an annual and special meeting of its shareholders on November 19, 2009 (the "AGM"), subject to receiving a court order approving the holding of the AGM since the Corporation has not held an AGM in several years. At the AGM, the shareholders of the Corporation will be asked to elect directors for the upcoming year, appoint auditors, and approve a new stock option plan in accordance with the requirements of TSX Venture.

This news release contains certain forward-looking statements, including management's assessment of future plans and operations, and capital expenditures and the timing thereof, that involve substantial known and unknown risks and uncertainties, certain of which are beyond the Corporation's control. The Corporation's actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits, including the amount of proceeds, that the Corporation will derive therefrom. All subsequent forward-looking statements, whether written or oral, attributable to the Corporation or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release and the Corporation does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.

Neither TSX Venture nor its Regulation Services Provider (as that term is defined in the policies of TSX Venture) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • E.G. Capital Inc.
    Keith F. Eaman
    (450) 672-7677