September 28, 2015
Ottawa, September 28, 2015 – Plasco Energy Group Inc. (“Plasco” or the “Company”) is pleased to announce that it has been acquired by RMB Advisory Services Inc. of Ottawa, Ontario, Canada, a company owned by Roderick M. Bryden. Mr. Bryden is the sole Director of Plasco, and has been appointed as Chairman and Chief Executive Officer, a position previously held by Mr. Bryden from the Company’s formation in 2005 until January 2014.
As announced by North Shore Power Group Inc. (“NSPG”), Plasco was acquired by NSPG and Canadian Water Projects Inc. (“CWP”) (NSPG and CWP, collectively, the “Secured Creditors”) pursuant to the Companies’ Creditors Arrangement Act (“CCAA”) process for the value of debt owed by Plasco to the Secured Creditors. All other third party liabilities of Plasco were transferred from Plasco and assumed by an unrelated entity, which continues to be subject to CCAA protection by the Court.
RMB Advisory Services Inc. acquired 100% of the issued and outstanding shares of Plasco from the Secured Creditors.
Plasco remains the owner of all intellectual property, financial and business information created over almost a decade of investment from April 2005 to December 2014. The test and commercial scale demonstration facility known as Plasco Trail Road (“PTR”) operated from July 2006 to December 2014. PTR successfully fulfilled its purpose in performing comprehensive test operations, verified by third party engineering firms, which proved the efficacy of Plasco’s waste-to-energy technology. Plasco will apply its proprietary technology to develop commercial plants for the clean conversion of municipal solid waste to energy and other valuable products.
Mr. Bryden said: “all the value created since Plasco’s formation is embodied in the technology, plant design and know-how generated during 8 years of operational testing at the Trail Road facility. I am confident that this value is substantially greater than the investment made in its creation. 2015 has been a difficult period for all those supporting the company. The result of the last 8 months of CCAA protection has been to preserve substantially all of the value created in Plasco, none of which would have been possible without the actions taken by Plasco’s secured creditors, North Shore and CWP, who stayed with it and kept their eyes on the ball.”
“I am honored to have been selected by North Shore and CWP to lead Plasco on the path to value creation. I am happy to announce that key leaders of Plasco’s development have rejoined the company to seize upon this remarkable opportunity, namely, Marc Bacon, former Vice President Engineering, as Executive Vice President Operations and Engineering, Andreas Tsangaris as Chief Scientific Officer, Tom Wagler as Manager of Process Engineering, Dr. Qinglin Zhang and Liang Zou as senior engineers, and Barbara Shipman, former Quality Documentation Specialist, as Office Manager. Robert Mclnnis, currently Vice President at SC Stormont Inc., is appointed as Plasco’s Chief Financial Officer. The team is already fully engaged. I look forward to building on a decade of innovation and product development to bring Plasco’s Conversion System to the world market.”
About Plasco Energy Group Inc.
Plasco Energy Group Inc. is an innovative waste-to-energy technology company based in Ottawa, Canada. Plasco’s conversion technology is a sustainable solution for the recovery of energy and clean aggregate from municipal solid waste, while minimizing environmental impact.
For more information, please contact:
Plasco Energy Group
September 28, 2015
North Shore Power Group Inc. (“NSPG”) is pleased to report that in connection with the Companies’ Creditors Arrangement Act (“CCAA”) protection sought and obtained by Plasco Energy Group Inc. (“Plasco”) on February 11th, 2015, a Global Settlement Agreement was executed on July 31st, 2015 and became effective this past Friday, September 25th, 2015.
NSPG’s mandate from our stakeholders in the Plasco CCAA process was clear: to negotiate and accept the plan of arrangement or settlement which is most commercially advantageous for the Corporation. This objective has been achieved.
NSPG’s status during the CCAA process was that of a secured creditor. The other material secured creditor was Canadian Water Projects Inc. (“CWP”). Secured creditors are stayed from exercising their rights and remedies during a CCAA process.
During the CCAA process, the Board and Management of Plasco continued to manage and operate the company under the supervision of the Court and its appointed Monitor. As part of such continued operations, Plasco pursued a sales process for all or part of the business and/or assets of Plasco. This sales process was led by a financial advisor selected and retained by Plasco’s Board.
No buyer for Plasco came out of this sales process. Plasco elected to liquidate the assets at Trail Road where NSPG and the other secured creditors, including the Province of Ontario, had interests.
The secured creditors NSPG and CWP had no part in these decisions and developments.
NSPG and CWP Acquire Plasco
In order to preserve value, NSPG, CWP and Plasco negotiated a Global Settlement Agreement, pursuant to which the secured creditors acquired Plasco and its key subsidiaries, free and clear of third party liabilities. As part of the acquisition Plasco retained all global intellectual property produced as a result of a decade-long $400 million investment program at Plasco.
In addition, the Global Settlement Agreement confirmed that the secured creditors are entitled to their pro rata share of the net proceeds from the liquidation of other assets which were transferred out of Plasco prior to our acquisition.
The Global Settlement Agreement is available on the web at: http://documentcentre.eycan.com
Thus, through the Global Settlement Agreement, NSPG:
NSPG and CWP Divest Plasco: The Path Forward
NSPG and CWP are pleased to have chosen RMB Advisory Services Inc. of Ottawa, Ontario to acquire Plasco from us under terms which provide security over all Plasco assets to support repayment of the value of our loans.
RMB Advisory is owned by Mr. Roderick Bryden. Mr. Bryden is now the sole Director of Plasco and has been appointed Chair and Chief Executive Officer, a position previously held by Mr. Bryden from Plasco’s formation in 2005 until January 2014.
Mr. Graeme Lowry, Chief Executive Officer of NSPG, said, “We are pleased to see Mr. Bryden’s return to the helm of Plasco, and have confidence in his ability to put Plasco back on track to becoming a dominant force in the waste-to-energy sector, which is an important part of NSPG’s cleantech business strategy. Notwithstanding the temporary CCAA distraction, we managed to procure, preserve and transfer the core asset values in Plasco: the intellectual property and commercial plant designs. It was not an easy nor a simple process, and our thanks go out to all involved.”
Mr. Bryden has committed capital, recruited key senior staff, and has already begun the process for the resurgence of Plasco as a vital going concern to commercialize the Plasco technology. Please see today’s Plasco press release.
Questions for NSPG: firstname.lastname@example.org