Board/Management Information • Oct 8, 2014
Board/Management Information
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NMG: Proposal for new Board of Directors of Nickel Mountain Group AB (publ) put forward by Strata Marine & Offshore AS
Nickel Mountain Group ("NMG" or "the Company") at the request of the
Company's new main shareholder Strata Marine & Offshore AS ("Strata")
publishes the following proposal by Strata for new Board composition to
the Extraordinary General Meeting ("EGM") to be held on Friday, October
10, 2014:
As the new major shareholder in the Company, it is important for Strata
to help securing the finances of the Company. Strata participates in the
guarantee consortium established in connection with the proposed rights
issue and will, subject to a new board being elected as proposed below,
vote for the proposed rights issue and take necessary steps to secure
the future for and the development of the Company.
Following the call for the EGM, Strata has reviewed the composition of
the board of directors in the Company. Conversations have also been held
with representatives of other shareholders and current board members.
Based on such evaluation and the need to limit costs, Strata proposes a
board of three persons with comprehensive industrial, financial and
legal experience. Thus, the proposal from Strata is as follows:
Martin Nes- Born 1969 - Chairman
Martin Nes is Chief Executive Officer and Partner of investment firm
Ferncliff TIH AS. He has a law degree from University of Oslo and also
holds a Master of laws' degree from University of Southampton, UK. Mr.
Nes has extensive board experience from listed companies, and is
currently chairman in S.D. Standard Drilling Plc, board member in
Diagenic ASA and Saga Tankers ASA, and a deputy board member in Weifa
ASA and Aqualis ASA. Mr. Nes joined Ferncliff TIH AS in March 2008 after
having worked several years as a lawyer, both in Oslo and London.
Mr. Nes is a Norwegian citizen and resides in Oslo, Norway.
Shareholding in NMG: 0
Jan Frode Andersen- Born 1972 - Board Member
Jan Frode Andersen is a Director of investment firm Strata Marine &
Offshore AS which is the largest single shareholder of Nickel Mountain
Group. He has an international business degree from University of
Arizona (Hons.) and also holds a MBA from Norwegian School of Management
in Oslo. Mr. Andersen has previously worked for Norwegian company
Tandberg and the US company Cisco Systems. Mr. Andersen's experience is
especially within M&A transactions, supply chain and change management.
He has also worked as a TV commentator for NRK and ViaSat and has been
among the 135 best tennis players in the world. Mr. Andersen joined
Strata in April 2012.
Mr. Andersen is a board member at KA Rasmussen, a Norwegian-based
leading firm within the precious metal industry.
Mr. Andersen is a Norwegian citizen and resides in Oslo, Norway
Shareholding in NMG: 0
Per Dalemo-Born 1975 - Board Member
Per Dalemo is Partner and Chairman of the board at Wistrand Gøteborg. He
has a law degree from the University of Gothenburg. He has previously
worked for MAQS Law firm and for New Wave Group. Mr. Dalemo advises
public and private firms in a wide variety of M&A transactions,
including strategic mergers and consolidations, purchases and sales of
public and private companies. He frequently advises boards in connection
with their evaluation of potential M&A opportunities and other strategic
alternatives. Mr. Dalemo joined Wistrand in 2009.
Mr. Dalemo is a Swedish citizen and resides in Gothenburg, Sweden
Shareholding in NMG: 0
As for remuneration of the old and new Board Directors, the proposal put
forward in the EGM-notice published in September is also the proposal
put forward and supported by Strata. The remuneration proposal is the
following:
At the Annual General Meeting ("AGM") 2014 it was decided that
remuneration to the Chairman of the Board would amount to 250,000 SEK
while as the remuneration to the ordinary Directors would be 150,000 SEK
each (fees paid on annual basis).
Newly elected Directors are proposed to be remunerated in accordance
with the levels approved at the 2014 AGM, proportionally to the term of
the assignment. This implies that for Directors elected at said AGM the
remuneration to be paid out is the one determined at the AGM. Directors
resigning shall be remunerated in accordance with the fee level approved
by the AGM but adjusted for the reduced term of the assignment.
Says Torbjörn Ranta, current Managing Director of NMG: "I take the
liberty, on behalf of, I believe, most of the Company's shareholders, to
thank the leaving Board Directors and Deputy Board Directors Rikard
Ehnsiö, Björn Rohdin, Svein Breivik, Frank Pedersen and Erlend Dunér
Henriksen for having lead the Company during an extremely difficult
period, when the Company's whole existence was at stake. Under the
guidance of the old Board a new interested main owner has been found, a
fully underwritten rights issue will take place in the next few weeks
and a resumption of normal operations will thereafter be possible. This
is all very good and promising for NMG."
For more information, please contact:
Torbjörn Ranta
Managing Director
Tel: +46 8 402 28 00
Mobile: +46 708 855504
E-mail: [email protected]
Cautionary Statement: Statements and assumptions made in this document
with respect to Nickel Mountain Group AB's ("NMG") current plans,
estimates, strategies and beliefs, and other statements that are not
historical facts, are forward-looking statements about the future
performance of NMG. Forward-looking statements include, but are not
limited to, those using words such as "may", "might", "seeks",
"expects", "anticipates", "estimates", "believes", "projects", "plans",
strategy", "forecast" and similar expressions. These statements reflect
management's expectations and assumptions in light of currently
available information. They are subject to a number of risks and
uncertainties, including, but not limited to, (i) changes in the
economic, regulatory and political environments in the countries where
NMG operates; (ii) changes relating to the geological information
available in respect of the various projects undertaken; (iii) NMG's
continued ability to secure enough financing to carry on its operations
as a going concern; (iv) the success of its potential joint ventures and
alliances, if any; (v) metal prices, particularly as regards nickel. In
the light of the many risks and uncertainties surrounding any mineral
project at an early stage of its development, the actual results could
differ materially from those presented and forecast in this document.
NMG assumes no unconditional obligation to immediately update any such
statements and/or forecasts.
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