jpy.v - here's a shell in which i've held nominal shares for a couple years, it's the old Nelson Holdings, managed to lose massive wads of cash in the movie business in the late eighties, among other things, long story ... theory as of early '00 was that since Canaccord and another house controlled the vast majority of the approximately seven millions shares out at the time, that they would plug a story into the thing and run it ... there were indications of this happening around March '00, well then the market fell apart .... but now here it is, apparently ... might be something of interest to WillP, 'emeralds and other precious and semi-precious gemstones' etc -
' JPY Holdings enters RTO deal with Kabal Development
JPY Holdings Ltd JPY
Shares issued 8,269,659 Oct 22 2001 close $.070
Tuesday Nov 13 2001
News Release
Mr. Malcolm Burke reports
The company has entered into a letter of intent with Kabal Development Limited
dated Nov. 1, 2001, pursuant to the terms of which, subject to regulatory
approval and other conditions, the company has agreed to purchase and Kabal
has agreed to use its best efforts to cause all of its shareholders to agree to sell all
of the issued and outstanding shares in Kabal to the company in consideration of
the issuance of 17,490,731 shares of the company to the Kabal shareholders on a
pro rata basis. The proposed acquisition will result in a reverse takeover of the
company. Kabal is a private mining investment company that holds 50 per cent of
Zelen Kamen JSC, a closed joint stock company registered in the Sverdlovsk
region of Russia that holds a 100-per-cent interest in a licence to mine and
operate a recovery plan for emeralds and other precious and semi-precious
gemstones at Malyshev, Ekaterinburg, Russia.
Kabal was incorporated under the International Business Companies Act (CAP.
291) in the British Virgin Islands on March 9, 1995.
Kabal is authorized to issue 50 million ordinary shares with a nominal value of one
U.S. cent of which 15,900,665 common shares are currently issued and
outstanding. The controlling interest is owned by Brendan Stanley, an Irish
passport holder, resident in Moscow.
Kabal is a 50-per-cent shareholder and operator of Zelen Kamen JSC. Zelen
Kamen JSC was incorporated on Aug. 6, 1997, in accordance with Decree No.
684-P, and is registered in the State Registration Chamber, Ministry of Economy,
Russian Federation, Sverdlovsk division, with registration No. 52647. Zelen
Kamen JSC has 150,000 common shares currently issued and outstanding.
Zelen Kamen JSC is the holder of Mining Licence No. SVE 00757 KE for the
Malyshev emerald mine located in the Sverdlovsk region of Russia. Zelen Kamen
JSC also owns the processing plant, truck weighing house and ore yards which
have been renovated and are processing 500 tons of ore per day from a stockpile
of approximately 300,000 tons of low-grade semi-processed ore (middlings). The
underground is not operational at present but has two pumping stations which are
working constantly, keeping the mine dry. The underground mine is in need of
some renovation and at full production will be producing 200,000 tons of ore per
year. Zelen Kamen JSC also owns a truck weighing house, ore yards, cutting
facility, gem and rock cutting equipment, underground fittings and equipment,
storage warehouse, and mining and processing equipment. The licence for the
Malyshev emerald mine covers an area of 127.4 hectares and is valid until July 25,
2014. The licence includes a licence to work and operate the processing plant,
work with precious and semi-precious gemstones, and to work with and trade cut
and uncut gemstones.
The Malyshev deposit was discovered in 1833 and mining began in 1834, on
what was then the Mariinskoje mine, which was named after Maria, the daughter
of Czar Nicholas.
All of the currently known deposits were located during this period of exploration,
which took place between 1830 and 1839. Alluvial gold was also found
immediately to the north of the Malychev mine.
Mining of these deposits continued until the middle 1850s when underground
water was encountered. A major emerald, the Kochubei emerald weighing 2,226
grams, was apparently found in the area during this period and a geological map of
the area was produced in 1853. Work by private (artisinal) miners continued
sporadically, especially during the 1890s.
The deposits were leased in 1900 to an English-French company called the
Emerald Mines of the Urals which worked the deposits until the February, 1917,
revolution. No production data are available for this period.
The deposits were nationalized in 1920 and taken over by the Soviet
government's precious stones trust. This trust was the forerunner to
Roskomdragmet or the Russian government committee for precious metals and
stones.
Roskomdragmet used to set production and export quotas for the mine and
impose cutting standards and restrictions. This state organization had the pick of
the mine's production in return for paying wages and providing working capital to
operate the mine.
The mine reopened in 1924 with a production of 2,500 carats of emeralds.
The mine was apparently leased by a New York company, Heller & Son, in
1927. A report from that date stated that the mines were 100 feet (30 metres)
deep. Mining was entirely by hand and water was a major problem (as it would
be without mechanical pumps). A regional production estimate of 100,000 carats
per year was made in 1931 by Lavrov (in Sinkankas, 1981), which estimated that
overall regional emerald production had been 16,330 kilograms since mining
began. Output apparently peaked during the 1930s, possibly due to mechanization
and U.S. involvement, and then declined until the deposits closed soon after the
start of World War II when Germany attacked Russia.
Production at the Malychev mine restarted in 1946. However, the Soviet atomic
weapons and later atomic power programs required beryllium metal and the mine
was converted to beryl production by open-cast methods in 1956. The beryl pit,
which is now a convenient waste tipping site, was closed in 1970 when it was
1,270 metres long, 350 m wide and 130 m deep. It has a surface area of 48.3
hectares.
Underground mining for emeralds recommenced in 1971 from just below the pit
bottom, and continued until the late 1993 when the formation of EMU, the
subsequent loss of Roskomdragmet support and the then prevailing poor
economic situation in Russia caused the mine to close.
Recent expenditures by Kabal and Zelen Kamen JSC on licence exploration and
development are as follows:
SUMMARY OF EXPENDITURE DATES
Preacquisition
February, 1994, to September, 1996
$669,000
Project assessment/negotiation
and company setup
September, 1996, to August, 1997
$392,000
State negotiations, detailed
evaluation, mine support and
licence issue
August, 1997, to February, 1999
$856,000
Prephase one production,
plant and equipment
Plant, equipment, Russian
feasibilities
Care and maintenance
Licence fees and payments
February, 1999, to March, 2001
$842,000
$723,000
$360,000
Production middlings
Plant and equipment purchases
Licence fees
Operation costs
March, 2001, to October, 2001
$144,000
$105,000
$509,000
Total $4,600,000
The following are the current shareholders of Kabal which will be exchanging their
shares in Kabal for shares of the company:
Brendan Stanley
Russia 4,080,000
Brendan Stanley
Russia 1,113,333
(Holding on behalf of
V. Tokarev, Russia)
Marie Stanley
Ireland 1,833,333
Nicola Stanley
Ireland 1,658,333
Kevin Milliner
U.K. 1,120,000
L. E. Vannman
Sweden 1,000,000
Braeside Dev.
Ltd. Ore 167,000
Tosten Uggelberg
Sweden
Dr. Rachel Stanley
U.S. 941,333
(Holding on behalf
of her children)
Scarus Pension Fund
Isle of Man 747,000
(Beneficiary:
Nicola Stanley)
Ireland
Brendan Stanley
Russia 50,000
(Holding of behalf of
E. Minenko, Russia)
Vanguard Securities
Isle of Man 500,333
Giles Kennedy
Ireland
Richard Roscoe
Bahamas 310,000
H. Bellingham
U.K. 200,000
T. Stanley
Ireland 167,000
D. Romer
Ireland 50,000
Brendan Stanley
Russia 50,000
(Holding on behalf
of T. Moratov, Russia)
C. Roche
Ireland 666,667
Hammer Island Ltd.
Gibraltar 300,000
S. Buckley
Ireland 33,333
F. Buckley
Ireland 50,000
M. Geraghty
Ireland 110,000
P. Gerghty
Ireland 20,000
Caldwell Assoc. Ltd.
Guernsey 408,000
Brendan Stanley
Russia
Dr. E. Christofferson
Canada 325,000
Total 15,900,665
None of the selling shareholders are related to the company or any principals
thereof.
The names and backgrounds of persons who will constitute principals of the
resulting company subsequent to completion of the proposed RTO are as follows:
Brendan Stanley (new director) -- aged 34, president, Kabal Development
Limited, general director, Zelen Kamen JSC, consultant to the Russian Ministry of
Economy. Mr. Stanley is an Irish mining engineer who has worked in alluvial and
hard rock mining operations in Brazil, Honduras, Alaska, Ireland, England and the
former Soviet Union. He has experience in base and precious metal deposits as
well as in diamond and emerald projects. He has been a resident of Russia for the
past eight years.
Henry Bellingham (possible new director) -- Member of Parliament for Norfolk
North West, United Kingdom. Eton College, Magdalene College, Cambridge
Council for Legal Education, Barrister, MP for Norfolk North West, 1983, PPS
to Malcolm Rifkind (Transport Secretary) 1990-92, PPS to Malcolm Rifkind
(Defence Secretary) 1992-95, PPS to Malcolm Rifkind (Foreign Secretary)
1995.
Richard Wake Walker (possible new director) has nearly 25 years experience in
the diamond business. He worked with De Beers and the Central Selling
Organisation (CSO) for more than 18 years. During this period Mr. Walker
accomplished a number of key roles within De Beers/CSO. This included the
setting up of the new Moscow office for De Beers in 1992. He was the first
general director for De Beers in Russia. His responsibilities included a deep
understanding of the political, financial and economic situations in Russia as well as
constant personal and professional relationships with top Russian government
ministers and politicians. Prior to this he had more than eight years working in the
CSO sales department which included the appointment or removal of sightholders,
sales to foreign markets, and the liaison with the diamond banks and trade
organizations around the world. After leaving De Beers/CSO in 1994 he set up a
specialized consulting business for businesses entering the Russian market and in
1996 he became a co-founder of WWW International Diamond Consultants that
has provided advice to diamond producing countries such as Russia, Botswana,
South Africa and Canada. Mr. Walker is currently a director of Archangel
Diamond Corporation, a Canadian corporation, with a highly prospective
diamond discovery in Northern Russia.
The proposed RTO is subject to the company obtaining financing of $800,000
(U.S.) by way of private placement, the company completing a 1:2.5 share
consolidation, the company changing its name to a name acceptable to Kabal, the
company appointing Kabal's representatives to the company's board of directors
and the company changing its domicile to Yukon.
Completion of the proposed RTO is also subject to Canadian Venture Exchange
acceptance and disinterested shareholder approval. The proposed RTO cannot
close until the required shareholder approval is obtained. There can be no
assurance that the transaction will be completed as proposed or at all.
(c) Copyright 2001 Canjex Publishing Ltd. canada-stockwatch.com
Stock is halted ... the following day Wed 14 Nov there was this - ' Further to the Canadian Venture Exchange bulletin dated Nov. 2, 2001, trading in the shares of the company will remain halted at the request of the company,
pending an announcement. ' |
