-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V8qylwMUhcbgOQjg99TMEl82lYJdF8Y1oJpSgLhIKte0DD+0Gv3lUrYVv9NJpnOU z9gmNnAyoSiC543nhgGSSw== 0001193125-06-255010.txt : 20061218 0001193125-06-255010.hdr.sgml : 20061218 20061218124828 ACCESSION NUMBER: 0001193125-06-255010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20061214 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061218 DATE AS OF CHANGE: 20061218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GONDWANA ENERGY LTD / NY CENTRAL INDEX KEY: 0001045929 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51203 FILM NUMBER: 061282704 BUSINESS ADDRESS: STREET 1: SUITE 700, ONE EXECUTIVE PLACE STREET 2: 1816 CROWCHILD TRAIL N.W. CITY: CALGARY STATE: A0 ZIP: T2M 3Y7 BUSINESS PHONE: (403) 313-8985 MAIL ADDRESS: STREET 1: SUITE 700, ONE EXECUTIVE PLACE STREET 2: 1816 CROWCHILD TRAIL N.W. CITY: CALGARY STATE: A0 ZIP: T2M 3Y7 8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: December 14, 2006

GONDWANA ENERGY, LTD.

(Exact name of registrant as specified in its charter)

 

Nevada   000-51203   98-0425310

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

Suite 700, One Executive Place

1816 Crowchild Trail N.W.

Calgary, Alberta, Canada T2M 3Y7

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (403) 313-8985

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On December 14, 2006 the Board of Directors of Gondwana Energy, Ltd. issued a press release announcing that it had appointed Robert Horn as a Director, to fill the vacancy created by the untimely passing of Harry Hopmeyer. Mr. Horn has accepted his appointment.

On December 15, 2006 the Board of Directors of Gondwana Energy, Ltd. issued a press release announcing that it had appointed Nico Civelli as Vice President of Finance - Europe. No contract has been entered into as of this time regarding compensation and other terms of the employment.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

99.1    Press release dated December 14, 2006.
99.2    Press release dated December 15, 2006.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Co-Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    GONDWANA ENERGY, LTD.
Date: December 15, 2006     /s/ Daniel Hunter
    Daniel Hunter, Chief Executive Officer


EXHIBIT INDEX

 

Exhibit No.   

Description

99.1    Press release dated December 14, 2006.
99.2    Press release dated December 15, 2006.
EX-99.1 2 dex991.htm PRESS RELEASE Press release

Exhibit 99.1

Robert A. Horn Appointed to the Company’s Board of Directors

Tampere, Finland – December 14, 2006 - Gondwana Energy Ltd. (OTCBB: GNWA) is pleased to announce the appointment of Mr. Robert Horn of Victoria, British Columbia as a new director to the Company’s Board of Directors.

Mr. Horn has not had any material direct or indirect interest in any of our transactions or proposed transactions over the last two years. A description of his business experience is set forth below.

Bob Horn is a registered professional geoscientist with more than 38 years experience in exploration and mining in South America, Africa, Australia, Europe, China, Indonesia, Canada and the United States. Bob graduated in 1965 in geology with a B.Sc. (Hons) from Exeter University, England, and a M.Sc. from London University in 1967. He was employed by RST in Zambia in mine geology and exploration from 1967 to 1970, and in a similar position with EZ in Australia from 1970 to 1974 when he was appointed in-house technical consultant to Docegeo, the non-ferrous exploration subsidiary of CVRD in Brazil. He joined BP Minerals in 1980 as exploration manager, Europe, and subsequently vice-president, exploration, BP Canada. On the closure of this company in 1993, he moved to the U.S. as vice-president, exploration, of FMC Gold where he remained until his appointment as vice-president, exploration, of Inco Limited. In February 2004 he retired from Inco as a full-time employee and now acts as part-time executive advisor to the company. He is currently a Director of Meridian Gold Inc. and Skye Resources Inc.

Bob has served on several committees in the European Union and Canada and on the NEA/OECD committee on world uranium reserves. He was Chairman of the Ontario Geological Survey Advisory Board from 1997 to 2002 and is currently a member of the Geological Survey of Canada advisory committee. He is a Professional Geoscientist in the province of Ontario. Mr. Horn was the 2004 Winner of A.O. Dufresne Award in recognition of his “ integration of sound business principles with innovative exploration models and methods to create value for his employers, the mining industry and the Canadian public.”

“Bob Horn’s appointment to our Board of Directors is an important step towards building a strong management team capable of executing on our vision to develop economic ore bodies in Finland. Bob will actively work with our Finnish-based mining team to ensure that the extensive historical data available on our advanced gold and nickel projects is accurately analyzed and that all future exploration programs are properly designed and implemented. It is truly a pleasure to have Bob as a key part of the FinMetal team,” stated Dan Hunter, CEO of Gondwana Energy Ltd.

Commenting on his appointment, Mr. Horn stated, “ It is no secret within the mining community that if you are looking to develop economic nickel deposits there are only a few places in the world today that offer realistic potential for success. Earlier this week I accompanied FinMetal Mining executives on a due diligence trip to Finland where I met with officials from the Ministry of Industry and Trade, the Geological Survey of Finland (GTK) as well as FinMetal Mining Oy. I am pleased to report that the potential for sulphide-hosted nickel development in Finland is outstanding.”


Mr. Horn continued, “The GTK has done an excellent job of carrying out an extensive amount of historical geological work, which has positioned Finland’s mining industry for success. The Finnish government’s commitment to supporting the development of their mining potential is refreshing in a world where fewer and fewer countries are embracing free-market policies.”

Gondwana Energy Ltd. has previously announced its intention to change its name to better reflect its new direction. The proposed new name will be FinMetal Mining Ltd. and shareholder approval for the name change will be sought as soon as practical.

On Behalf of the Board:

Daniel Hunter

Gondwana Energy Ltd.

Suite 700, One Executive Place

1816 Crowchild Trail N.W.

Calgary, AB, Canada T2M 3Y7

B: 403-313-8985

F: 403-220-1389

Disclaimer

This release contains forward-looking statements that are based on the beliefs of Gondwana Energy Ltd.’s management and reflect Gondwana Energy Ltd.’s current expectations as contemplated under section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. When used in this release, the words “estimate,” “project,” “believe,” “anticipate,” “intend,” “expect,” “plan,” “predict,” “may,” “should,” “will,” “can,” the negative of these words, or such other variations thereon, or comparable terminology, are all intended to identify forward-looking statements. Such statements reflect the current views of Gondwana Energy Ltd. with respect to future events based on currently available information and are subject to numerous assumptions, risks and uncertainties, including, but not limited to, risks and uncertainties pertaining to development of mining properties, changes in economic conditions and other risks, uncertainties and factors, which may cause the actual results, performance, or achievement expressed or implied by such forward-looking statements to differ materially from the forward-looking statements.

EX-99.2 3 dex992.htm PRESS RELEASE Press release

Exhibit 99.2

Nico Civelli Appointed VP Finance - Europe

Tampere, Finland – December 15, 2006 - Gondwana Energy Ltd. (OTCBB: GNWA) is pleased to announce the appointment of Mr. Nico Civelli of Zurich, Switzerland as VP Finance – Europe.

Mr. Civelli has not had any material direct or indirect interest in any of our transactions or proposed transactions over the last two years. A description of his business experience is set forth below.

Nico Civelli’s career embodies the entrepreneurial and sophisticated spirit of Finmetal. An independent financial advisor from Zurich holding both Finnish and the Swiss citizenships, Mr. Civelli brings multilingual, cross-cultural expertise to Finmetal’s efforts. His company, Niconsult Ltd., is involved mainly in corporate finance and money management for select clients in Zurich and throughout Europe. His clients include a well-known private asset management company specializing in the natural resource sector and in fund management. He studied at the Universities of Zurich and St Gallen, and finished his Master’s degree in applied finance at the University of Southern Queensland in Australia. Before and during his studies he worked for several independent money managers and a private Zurich bank.

“Due to the fact that our operations are focused in Finland, we felt it was important we had a VP Finance who could effectively assist our financing efforts as we grow. Nico’s extensive base of institutional contacts combined with his ability to communicate in several languages, including Finnish, made him an obvious choice,” stated Dan Hunter, CEO of Gondwana Energy Ltd.

Commenting on his appointment, Mr. Civelli stated, “I look forward to working with Gondwana to ensure the company has maximum exposure to European markets for both retail and institutional support. The company’s balanced approach is unique, having a portfolio of both precious and base metals assets located in the European Union. I believe there will continue to be strong demand in Europe for quality mining issues and especially one with European based assets.”

Gondwana Energy Ltd. has previously announced its intention to change its name to better reflect its new direction. The proposed new name will be FinMetal Mining Ltd. and shareholder approval for the name change will be sought as soon as practical.

On Behalf of the Board:

Daniel Hunter

Gondwana Energy Ltd.

Suite 700, One Executive Place

1816 Crowchild Trail N.W.

Calgary, AB, Canada T2M 3Y7

B: 403-313-8985

F: 403-220-1389


Disclaimer

This release contains forward-looking statements that are based on the beliefs of Gondwana Energy Ltd.’s management and reflect Gondwana Energy Ltd.’s current expectations as contemplated under section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. When used in this release, the words “estimate,” “project,” “believe,” “anticipate,” “intend,” “expect,” “plan,” “predict,” “may,” “should,” “will,” “can,” the negative of these words, or such other variations thereon, or comparable terminology, are all intended to identify forward-looking statements. Such statements reflect the current views of Gondwana Energy Ltd. with respect to future events based on currently available information and are subject to numerous assumptions, risks and uncertainties, including, but not limited to, risks and uncertainties pertaining to development of mining properties, changes in economic conditions and other risks, uncertainties and factors, which may cause the actual results, performance, or achievement expressed or implied by such forward-looking statements to differ materially from the forward-looking statements.

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