Adm Energy Regulatory News (ADME)

11 Jun 2008 08:31

11 June 2008

Pan Pacific Aggregates PLC ("the Company")

Acquisition of Pumptown Quarry Inc. and CNI Equipment Ltd. ("the Acquisition") from Columbia National Investments Ltd. ("CNI")

Today, and as outlined in the circular to shareholders dated 2 May 2008, the Company completed the acquisition of Pumptown Quarry Inc. ("Pumptown") and CNI Equipment Ltd ("CNI Equipment"). The consideration for the Acquisition was a cash payment of CAN$400,000 and 80,000,000 ordinary shares ("Shares"), comprising approximately 43% of the enlarged issued share capital of the Company. Application has been made for the Shares to be admitted to AIM and it is expected that this will happen on Monday 16 June.

Information on the Acquisition

Pumptown

Pumptown operates a hard rock quarry, and an associated equipment and truck rental business located in Abbotsford in British Columbia. Historically these operations were included within CNI's overall results. Unaudited management accounts for the period from 1 June 2007 to 31 March 2008 show total revenues of CAN$2,275,637 and an operating profit, after sale of processed aggregate, of CAN$606,425. According to those accounts, the total assets of Pumptown as at 31 March 2008 amounted to CAN$2,508,439.86, with total liabilities of CAN$1,902,014.17, including a mortgage of CAN$1.6 million secured on the quarry business.

CNI Equipment

CNI Equipment leases and operates certain quarrying equipment. On completion of the Acquisition, it has assumed the obligations of lessee of other equipment currently leased by Pumptown and Columbia National Forest Products Ltd. CNI Equipment's unaudited management accounts for the period 1 September 2007 to 31 March 2008 show total revenues of CAN$32,077 and profit before tax of CAN$18,752. According to those accounts, the total assets of CNI Equipment as at 31 March 2008 amounted to CAN$406,706 with total liabilities of CAN$387,954. The leases transferred from Pumptown and Colombia National Forest Products Ltd are operating leases and are therefore not expected to impact on the enlarged Group's balance sheet. There are no significant profits attributable to the transferred leases from Columbia National Forest Products Ltd. The profits from the transferred leases from Pumptown are currently accounted for in the accounts of Pumptown as described above. The leased equipment includes excavators, trucks, bulldozers and fixed quarrying equipment such as rock crushing and screening equipment. The Company intends to utilise the equipment on both its own and third party quarries and on appropriate remunerative third party assignments such as road clearing with local authorities. 

Proposed new directors

The two owners of CNI, brothers Herbert James Dunton and Robert Stephen Dunton, are expected to join the Board of the Company as non-executive directors after the Company's forthcoming AGM in July. The brothers have been business partners since shortly after high school graduation in the late 1970's. In 1988, after working together on various house building and land assembly projects, they began to collaborate in the real estate investment and development business. 

Herbert James Dunton

Herb is President and co-founder of CNI, a land acquisition and development company incorporated in British Columbia in 1992. He is a practising lawyer and member of the Law Society of British Columbia and the Canadian Bar Association. Herb was born and raised in Victoria, B.C., and graduated from Summit Pacific College, with a diploma in Theology, and Vanguard University in southern California with a Bachelor's degree in History and Political Science. He received his LL.B. (law degree) from the University of British Columbia.

Robert Stephen Dunton

Steve is the CEO and co-founder of CNI and has worked at CNI since its formation. Steve was born and raised in Victoria, B.C. He has been asked to serve as a business advisor, facilitator, and public speaker to business leaders and not-for-profit organisations locally and abroad and to government leaders in developing nations. 

On being appointed to the Board at the AGM, each of Herb and Steve Dunton are expected to enter into a letter of appointment with the Company providing for him to become a non-executive director of the Company for an initial term of one year, following which either party may terminate the appointment on three months' notice, not to expire earlier than the end of such intial term. Neither of Herb and Steve Dunton will receive a fee in relation to their appointment, but they will be entitled to reimbursement of their reasonable expenses. 

The new directors and the Acquisition will provide the Company with the expertise, resources and equipment to allow it to support the development of the enlarged Group whilst also providing some positive cash-flow. 

Enquires:

Pan Pacific Aggregates PLC

William Voaden Tel: 020 7096 9580

Hanson Westhouse Limited

Louis Castro Tel: 020 7601 6100