GNCC Capital, Inc. – Reorganization
June 11, 2014 08:31 AM Eastern Daylight Time
NEW YORK--(BUSINESS WIRE)--GNCC Capital, Inc. (OTC: GNCP) (“The Company”) is now in a position to confirm that it is in the final stages of a long planned reorganization of the Company.
“White Hills, Esther Basin, Burnt Well, Clara, Kit Carson, Silverfields and Potts Mountain”
The Company advises as follows:-
AUTHORIZATION OF SHARES OF SERIES B PREFERRED STOCK
On June 9, 2014, the Company authorized shares of Series B Preferred Stock. This Preferred Stock will be used to raise funds for Company activities, including but not limited to the business of Mining Exploration. A number of the existing outstanding Convertible Loan Notes as well as Loans to the Company are to be cancelled and replaced with the shares of Series B Preferred Stock.
SALE OF “WHITE HILLS” EXPLORATION PROPERTIES TO WHITE HILLS EXPLORATION, INC.
On June 11, 2013, the Company resolved to sell its entire rights, title and interest in its “White Hills” Exploration Properties to White Hills Exploration, Inc., a wholly owned subsidiary of the Company. This will be settled by the issuance of shares of White Hills Exploration, Inc. shares of Common Stock to the Company, in the approximate amount of $10 million.
SALE OF “ESTER BASIN, KIT CARSON, BURNT WELL, CLARA, SILVERFIELDS AND POTTS MOUNTAIN” EXPLORATION PROPERTIES TO MOHAVE CONSOLIDATED EXPLORATION, INC.
One June 11, 2014, the Company resolved to sell its entire rights, title and interest in its “Ester Basin, Kit Carson, Burnt Well, Clara, Silverfields and Potts Mountain” Exploration Properties to Mohave Consolidated Exploration, Inc., a wholly owned subsidiary of the Company currently being incorporated. This will be settled by the issuance of shares of Mohave Consolidated Exploration, Inc. shares of Common Stock to the Company, in the approximate amount of $18 million.
ACQUISITION OF FURTHER MINING EXPLORATION PROPERTIES
The Company confirms that it is to acquire the “Alamo, North Rawhide and McCracken” Mining Exploration Properties. The Company will be acquiring these properties through a wholly owned subsidiary company of the Company, Walker Lane Exploration, Inc. The full acquisition price of these properties will be through the issuance of recently authorized shares of Series C Preferred Stock. No Convertible Loan Notes are be utilized to fund these acquisitions. The full acquisition costs will be settled by the issuance of shares of Walker Lane Exploration, Inc. shares of Common Stock to the Company.
The Company expects to be in a position to file the full details of these properties and the acquisition agreements very shortly.
ACQUISITION OF INTERESTS UNRELATED TO MINING EXPLORATION:
The Company is presently in the final stages of completing upon the acquisition of two companies, neither of which is remotely related to the business of Mining Exploration. Both are well managed, well established and profitable. Both of these companies fit the Company profile of avoiding Industry Sectors which involve the carrying of Inventory and Accounts Receivables. Neither of these companies have any significant Capex requirements. One of the companies operates in Florida and the other is foreign. Both of these companies operate in different industry sectors from each other.
These two companies are being acquired through the issuance of new classes of Preferred Stock and not through the issuance of any shares of Common Stock and nor through the issuance of any Convertible Loan Notes.
Upon the successful acquisition of these two Companies, the Company, as a Group, will be producing revenues, profits and strong cash flow. It is envisaged at this time, that the Company will continue to seek acquisitions of a similar nature.
The Company expects to be in a position to file the full details of these initial two acquisitions on or before the end of the Third Quarter, being June 30, 2014.
EFFECT UPON COMPANY’S BALANCE SHEET AND ACCOUNTING TREATMENT
Upon the completion of the various transactions as set out in this Press Release, the Company will have repaired its Balance Sheet and eliminated substantial amounts of long term liabilities. The Company will hold the shares in its various subsidiary companies.
The acquisition of these Companies unrelated to the business of Mining Exploration, will create a Company that generates revenues, profits and cash flow.
The repairing of the Company’s Balance Sheet will enable the Company to meet the requirements of the various Statues in the State of Delaware that pertain to Stock Repurchase Programs.
The Company will continue its policy of the impairment of its Mining Exploration Assets but in the Financial Statements of its Mining Exploration Subsidiary Companies.
It is expected that all of these transactions will be reflected in the Company’s Financial Statements for the Third Quarter ended June 30, 2014.
RATIONALE FOR THESE TRANSACTIONS
The company solely as a Mining Exploration Company, which is subject to volatility in the prices of precious metals, would continue to seek large amounts of funding to meet its objectives. The current terms of that funding are not acceptable to the Company’s Management nor would they best serve the interests of stockholders.
The Company being repositioned and reorganized as a Holding Company with interests in Mining Exploration as well as in other sectors; with the attendant revenues, profits and cash flow; making it far more attractive to investors, thereby giving the Company the ability to raise sums of money on more acceptable terms.
VARIOUS OTHER ISSUES
The Board of Directors will still be chaired by Ron Lowenthal. Ted Blom as a Director will continue to focus exclusively on the development and potential extraction of value from the Company’s Mining Exploration Portfolio. It is envisaged that additional appointments will be made to both the Board of Directors and to the Advisory Committee upon the successful completion of the acquisitions of the companies unrelated to the business of Mining Exploration.
The Company will not be seeking to change its name.
Incoming Management will be ensuring that the Company’s image is rebranded and will to that end, start with the corporate web site and will implement the use of social media to better communicate with stockholders.
NO REVERSE SPLIT OF THE COMPANY’S SHARES OF COMMON STOCK
The Company’s Management confirms that under no circumstances does the Company intend to reverse split the shares of Common Stock. The Company’s Management believe that such actions are contrary to stockholder interests.
THE FILING OF THE SECOND QUARTERLY REPORT
The Company appreciates the fact that the Second Quarterly Report for the period ended March 31, 2014 is overdue. This is being completed and all of the various transactions outlined in this Press Release are being incorporated as subsequent events in order to ensure a complete understanding of the various financial effects caused by this reorganization.
The Company will continue to publish various updated reports on these transactions on the OTC Markets, stockholders are advised to review these various reports as they are filed. Stockholders will also be updated accordingly.
About GNCC Capital, Inc.:
GNCC Capital, Inc. is primarily a Gold Exploration Company, with a secondary focus on Silver Exploration. The initial exploration properties are located in Arizona and consist of “White Hills, Esther Basin, Burnt Well, Clara, Kit Carson, Silverfields and Potts Mountain". The Company intends to create significant value for its initial portfolio of properties through continued exploration, joint ventures, and through the acquisition of additional Gold and Silver Exploration assets. GNCC Capital, Inc. is a Current Information Filer on the OTC Markets.
Forward-Looking Statements:-
This press release may contain forward-looking statements. The words "believe," "expect," "should," "intend," "estimate," "projects," variations of such words and similar expressions identify forward-looking statements, but their absence does not mean that a statement is not a forward-looking statement. These forward-looking statements are based upon the Company's current expectations and are subject to a number of risks, uncertainties and assumptions. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. Among the important factors that could cause actual results to differ significantly from those expressed or implied by such forward-looking statements are risks that are detailed in the Company's filings, which are on file with the OTC Markets Group.
Contacts
GNCC Capital, Inc.
N.E. “Ted” Blom, 702-951-9793
President & CEO
corporate@gncc-capital.com
or
Investor Relations:
investor@gncc-capital.com
Web Site: www.gncc-capital.com
Twitter: https://twitter.com/GNCCCapital
[We would be very appreciative if all investor questions be directed to this E mail address and not to our telephone voicemail until such time as we have appointed a dedicated Investors Relations Firm whom will deal with all telephonic enquiries]
http://www.businesswire.com/news/home/2014061...5hQ3PldX30
June 11, 2014 08:31 AM Eastern Daylight Time
NEW YORK--(BUSINESS WIRE)--GNCC Capital, Inc. (OTC: GNCP) (“The Company”) is now in a position to confirm that it is in the final stages of a long planned reorganization of the Company.
“White Hills, Esther Basin, Burnt Well, Clara, Kit Carson, Silverfields and Potts Mountain”
The Company advises as follows:-
AUTHORIZATION OF SHARES OF SERIES B PREFERRED STOCK
On June 9, 2014, the Company authorized shares of Series B Preferred Stock. This Preferred Stock will be used to raise funds for Company activities, including but not limited to the business of Mining Exploration. A number of the existing outstanding Convertible Loan Notes as well as Loans to the Company are to be cancelled and replaced with the shares of Series B Preferred Stock.
SALE OF “WHITE HILLS” EXPLORATION PROPERTIES TO WHITE HILLS EXPLORATION, INC.
On June 11, 2013, the Company resolved to sell its entire rights, title and interest in its “White Hills” Exploration Properties to White Hills Exploration, Inc., a wholly owned subsidiary of the Company. This will be settled by the issuance of shares of White Hills Exploration, Inc. shares of Common Stock to the Company, in the approximate amount of $10 million.
SALE OF “ESTER BASIN, KIT CARSON, BURNT WELL, CLARA, SILVERFIELDS AND POTTS MOUNTAIN” EXPLORATION PROPERTIES TO MOHAVE CONSOLIDATED EXPLORATION, INC.
One June 11, 2014, the Company resolved to sell its entire rights, title and interest in its “Ester Basin, Kit Carson, Burnt Well, Clara, Silverfields and Potts Mountain” Exploration Properties to Mohave Consolidated Exploration, Inc., a wholly owned subsidiary of the Company currently being incorporated. This will be settled by the issuance of shares of Mohave Consolidated Exploration, Inc. shares of Common Stock to the Company, in the approximate amount of $18 million.
ACQUISITION OF FURTHER MINING EXPLORATION PROPERTIES
The Company confirms that it is to acquire the “Alamo, North Rawhide and McCracken” Mining Exploration Properties. The Company will be acquiring these properties through a wholly owned subsidiary company of the Company, Walker Lane Exploration, Inc. The full acquisition price of these properties will be through the issuance of recently authorized shares of Series C Preferred Stock. No Convertible Loan Notes are be utilized to fund these acquisitions. The full acquisition costs will be settled by the issuance of shares of Walker Lane Exploration, Inc. shares of Common Stock to the Company.
The Company expects to be in a position to file the full details of these properties and the acquisition agreements very shortly.
ACQUISITION OF INTERESTS UNRELATED TO MINING EXPLORATION:
The Company is presently in the final stages of completing upon the acquisition of two companies, neither of which is remotely related to the business of Mining Exploration. Both are well managed, well established and profitable. Both of these companies fit the Company profile of avoiding Industry Sectors which involve the carrying of Inventory and Accounts Receivables. Neither of these companies have any significant Capex requirements. One of the companies operates in Florida and the other is foreign. Both of these companies operate in different industry sectors from each other.
These two companies are being acquired through the issuance of new classes of Preferred Stock and not through the issuance of any shares of Common Stock and nor through the issuance of any Convertible Loan Notes.
Upon the successful acquisition of these two Companies, the Company, as a Group, will be producing revenues, profits and strong cash flow. It is envisaged at this time, that the Company will continue to seek acquisitions of a similar nature.
The Company expects to be in a position to file the full details of these initial two acquisitions on or before the end of the Third Quarter, being June 30, 2014.
EFFECT UPON COMPANY’S BALANCE SHEET AND ACCOUNTING TREATMENT
Upon the completion of the various transactions as set out in this Press Release, the Company will have repaired its Balance Sheet and eliminated substantial amounts of long term liabilities. The Company will hold the shares in its various subsidiary companies.
The acquisition of these Companies unrelated to the business of Mining Exploration, will create a Company that generates revenues, profits and cash flow.
The repairing of the Company’s Balance Sheet will enable the Company to meet the requirements of the various Statues in the State of Delaware that pertain to Stock Repurchase Programs.
The Company will continue its policy of the impairment of its Mining Exploration Assets but in the Financial Statements of its Mining Exploration Subsidiary Companies.
It is expected that all of these transactions will be reflected in the Company’s Financial Statements for the Third Quarter ended June 30, 2014.
RATIONALE FOR THESE TRANSACTIONS
The company solely as a Mining Exploration Company, which is subject to volatility in the prices of precious metals, would continue to seek large amounts of funding to meet its objectives. The current terms of that funding are not acceptable to the Company’s Management nor would they best serve the interests of stockholders.
The Company being repositioned and reorganized as a Holding Company with interests in Mining Exploration as well as in other sectors; with the attendant revenues, profits and cash flow; making it far more attractive to investors, thereby giving the Company the ability to raise sums of money on more acceptable terms.
VARIOUS OTHER ISSUES
The Board of Directors will still be chaired by Ron Lowenthal. Ted Blom as a Director will continue to focus exclusively on the development and potential extraction of value from the Company’s Mining Exploration Portfolio. It is envisaged that additional appointments will be made to both the Board of Directors and to the Advisory Committee upon the successful completion of the acquisitions of the companies unrelated to the business of Mining Exploration.
The Company will not be seeking to change its name.
Incoming Management will be ensuring that the Company’s image is rebranded and will to that end, start with the corporate web site and will implement the use of social media to better communicate with stockholders.
NO REVERSE SPLIT OF THE COMPANY’S SHARES OF COMMON STOCK
The Company’s Management confirms that under no circumstances does the Company intend to reverse split the shares of Common Stock. The Company’s Management believe that such actions are contrary to stockholder interests.
THE FILING OF THE SECOND QUARTERLY REPORT
The Company appreciates the fact that the Second Quarterly Report for the period ended March 31, 2014 is overdue. This is being completed and all of the various transactions outlined in this Press Release are being incorporated as subsequent events in order to ensure a complete understanding of the various financial effects caused by this reorganization.
The Company will continue to publish various updated reports on these transactions on the OTC Markets, stockholders are advised to review these various reports as they are filed. Stockholders will also be updated accordingly.
About GNCC Capital, Inc.:
GNCC Capital, Inc. is primarily a Gold Exploration Company, with a secondary focus on Silver Exploration. The initial exploration properties are located in Arizona and consist of “White Hills, Esther Basin, Burnt Well, Clara, Kit Carson, Silverfields and Potts Mountain". The Company intends to create significant value for its initial portfolio of properties through continued exploration, joint ventures, and through the acquisition of additional Gold and Silver Exploration assets. GNCC Capital, Inc. is a Current Information Filer on the OTC Markets.
Forward-Looking Statements:-
This press release may contain forward-looking statements. The words "believe," "expect," "should," "intend," "estimate," "projects," variations of such words and similar expressions identify forward-looking statements, but their absence does not mean that a statement is not a forward-looking statement. These forward-looking statements are based upon the Company's current expectations and are subject to a number of risks, uncertainties and assumptions. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. Among the important factors that could cause actual results to differ significantly from those expressed or implied by such forward-looking statements are risks that are detailed in the Company's filings, which are on file with the OTC Markets Group.
Contacts
GNCC Capital, Inc.
N.E. “Ted” Blom, 702-951-9793
President & CEO
corporate@gncc-capital.com
or
Investor Relations:
investor@gncc-capital.com
Web Site: www.gncc-capital.com
Twitter: https://twitter.com/GNCCCapital
[We would be very appreciative if all investor questions be directed to this E mail address and not to our telephone voicemail until such time as we have appointed a dedicated Investors Relations Firm whom will deal with all telephonic enquiries]
http://www.businesswire.com/news/home/2014061...5hQ3PldX30
