GNCC Capital, Inc. (PINKSHEETS: GNCP) ("the Company") updates its
stockholders as to certain transactions that will be included in
the Company's results for the Third Quarter ended June 30, 2012, to
be published and filed in July 2012. The Third Quarter Report with
the Attorney's Letter must be filed with the OTC Markets Group by
August 15, 2012 at the latest, to maintain the Company's "Current
Information" status.
The Company's Directors together with their Advisors and key
stockholders have been carefully examining a number of options for
the Company to explore synergies and to work together alongside
North American Gold & Minerals Fund (PINKSHEETS: NMGL) and with
another publicly quoted Gold Exploration Company (referred to as
"Subco") that is controlled by North American Gold & Minerals
Fund ("the Fund"). Stockholders are advised that the Company's
Chairman also serves as Chairman of the Fund and of the Subco.
The Company has in its Third Quarter taken some steps in this
direction, namely:
- Acquisition of some the short term debt owed by the Fund;
and
- Acquisition of some of the debt owed by Subco.
In addition to these steps taken in the Third Quarter, the
Company is providing the required funding, expertise and advisors
to both the Fund and to Subco, in order for both of these Companies
to file their required financial and other information as is
required to establish both of these Companies as "Current
Information" with the OTC Markets Group. Both the Fund and Subco
recently filed a Form 15-12G with the Commission and currently have
"STOP" annotations with the OTC Markets Group. Certain State
filings are required to be made by both the Fund and Subco and the
cost of the same will be advanced by this Company. This is expected
to be completed in August 2012. These funds being advanced by this
Company to the Fund and to Subco, will in the immediate term, be
accounted for as short term loans.
In addition of the above-mentioned, the Company has in its Third
Quarter:
- Obtained a long term, low interest and unsecured Loan which has
settled all of the immediate short term liabilities, including
stockholder loans, of the Company and provided some additional
funding; and
- Renewed the Chairman's Service Agreement for another 2 (two)
year period, he is taking $1 annually in salary and has accepted
long term Stock Options, this due to his already considerable
equity holding in the company and his perceived potential upside of
the stock price; and
- Revised the terms of the Company's Advisors' Agreements to
reflect additional services being provided to the Company; and
- Entered into certain long term Stock Option Agreements.
No shares of the Company's Common Stock were issued in the Third
Quarter nor has the Company's "free float" been increased
whatsoever. The Company stands by its commitment not to increase
the number of outstanding shares of Common Stock.
In the last Quarter of this Financial Year ending September 30,
2012, the Company's Management is working on previously unreported
activities, namely:
- Establishing an income stream to fund exploration expenditure
through the use of fairly complex leveraged and hedged financial
instruments under a proposed arrangement with a third party, this
is a financial engineering model designed to raise capital without
the issuance of shares of this Company's Common Stock and to avoid
the addition of long term liabilities to the Company's Balance
Sheet; and
- Establishing a Gold derivative trading operation to create an
additional income stream and to enhance its capital; and
- The possibility of a 50/50 Joint Venture with the Fund on a
significant Arizona Gold Exploration Property not owned by either
at this time; and
- The possibility of sharing expenses with the Fund in both
exploration and administration, including Geologists and other
professional advisors, designed to grow both the Company and the
Fund fairly rapidly without the burden of carrying the costs alone,
this really being an exercise of cost savings; and
- The injection of working capital into the Fund by the Company
and to the Company taking an equity interest in shares of the
Common Stock of the Fund.
The Company will not be considering the acquisition of any
additional Exploration Properties until the next Financial Year
commencing October 1, 2012. This excludes the aforementioned
possibility of a 50/50 Joint Venture with the Fund on a significant
Arizona Gold Exploration Property not owned by either at this
time.
The Company stresses that neither swaps nor acquisition of any
interests in any of the Mining Interests residing in the Company or
in the Fund will be taking place. All and any transactions being
contemplated with the Fund will only be executed if considered to
be in the best interests of the stockholders of the Company.
At this time, it is considered highly unlikely that the Company
will be extending its relationship with Subco as this Company's
Management foresees significant reorganization at Subco.
The delayed Chairman's Statement setting out of the Company's
position, planning, etc. will now be published alongside the
Company's Third Quarter results in July 2012, the synergies and
arrangements outlined in this Press Release will be covered in
depth in this Statement.
The Company recorded a loss of $0.0015 per share in the second
quarter ended March 31, 2012 compared to a loss of $0.0013 per
share in the first quarter ended December 31, 2011.
The Company's Management had expected to record losses in the
third quarter ending June 30, 2012 that were substantially higher
due to accelerated exploration expenses, which are expensed, not
capitalized, the retaining of at least one full time Geologist and
fairly substantial costs associated with the raising of the
Company's profile in the investment community. The Company's
Management is now expecting to record these additional expenses in
the fourth quarter ended September 30, 2012. The company's
contractual commitments totaling $180,000 in exploration charges on
its properties will now be expensed in the Fourth Quarter ending
September 30, 2012. These losses are normal, expected and are
within our stated business model for this fiscal year while we
remain an Exploration Stage Company.
The Company's website is currently being completely redesigned
and its content materially updated in order to better reflect our
portfolio of properties, our corporate plans, and developments.
Once it is completed, stockholders will be advised through a press
release. This process was deliberately delayed whilst the Company's
Management was examining a number of options for the Company to
explore synergies and to work together alongside the Fund.
The Company's Management recognizes the importance of Investor
Relations and the creation of awareness for the Company and
stresses that it remains committed to this policy, this is expected
to commence in this, the Fourth Quarter, now that the Company's
Management has resolved certain key issues and has decided upon its
relationship with the Fund as outlined in this Press Release. The
Company has not yet appointed a firm. Once appointed, stockholders
will be advised through a press release.
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 consist of "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 under the symbol "GNCP."
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.
Contact Information: GNCC CAPITAL, INC. N.E. "Ted" Blom
President & CEO Telephone: (954) 357-0740 E Mail:
corporate@gncc-capital.com Investor Relations Contact: E Mail:
ir@gncc-capital.com [We would be very appreciative if all
investor questions be directed to this Email 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]
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