Principal Stockholders
The following table sets forth certain information known to us with respect to beneficial ownership of our common stock as of October 12, 2007, by:
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each person known by us to beneficially own 5% or more of our outstanding common stock;
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each of our directors;
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each of the Named Executive Officers; and
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all of our directors and Named Executive Officers as a group.
In general, a person is deemed to be a beneficial owner of a security if that person has or shares the power to vote or direct the voting of such security, or the power to dispose or direct the disposition of such security.
Percentage of beneficial ownership is based upon 24,315,135
shares of common stock outstanding at October 12, 2007. Share ownership in the table includes shares which may be acquired within the next 60 days upon exercise of options, warrants or rights of conversion. To our knowledge, except as set forth in the footnotes to this table and subject to applicable community property laws, each person named in the table has sole voting and investment power with respect to the shares set forth opposite such persons name.
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Name and Address of Beneficial Owner
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Number of Shares Beneficially Owned
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Percent of Class
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Nicholas W. Baxter
Downiehills, Blackhills, Peterhead
Aberdeenshire, Scotland
AB42 3LB United Kingdom
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3,573,364
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(1)
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14.69%
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Gerald R. Tuskey
2522 Mathers Avenue
West Vancouver, B.C. V7V 2J1
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1,500,000
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(2)
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6.17%
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Roger Thomas
22 Henderson Road
London, United Kingdom SW18 3RR
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150,000
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(3)
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0.61%
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Lynwood S. Bell
3000 The Technology Campus
P.O. Box 213
Anguilla, B.W.I.
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1,700,000
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6.99%
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Kevin Bell
1160 - 20
th
Avenue
Prince George, B.C.
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1,500,000
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6.16%
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- 36 -
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Lloyd Blackmore
18 Queens Street
St. Georges, Bermuda
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1,500,000
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6.16%
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CEDE & Co.
P.O. Box 20
Bowling Green station
New York, NY 10274
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5,838,750
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24.01%
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Graham Crabtree
294 Heywood House
Anguilla, B.W.I.
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1,750,000
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7.2%
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All directors and Named Executive Officers as a group (3 persons)
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5,223,364
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21.48%
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(1)
Mr. Baxter has been granted 500,000 stock options at an exercise price of $0.25 per share expiring on April 14, 2011 and 500,000 stock options at an exercise price of $0.25 per share expiring on April 4, 2012. None of the options which expire on April 4, 2012 have vested yet or vest in the next 60 days. Accordingly, these options are not shown under the column Number of Shares Beneficially Owned. No stock options have been exercised by Mr. Baxter as of October 12, 2007. Mr. Baxter also has 73,364 warrants to purchase common shares of the Company at an exercise price of $0.25 until August 1, 2009.
(2)
Mr. Tuskey has been granted 500,000 stock options at an exercise price of $0.25 per share expiring on April 14, 2011 and 500,000 stock options at an exercise price of $0.25 per share expiring on April 4, 2012. None of the options which expire on April 4, 2012 have vested yet or vest in the next 60 days. Accordingly, these options are not shown under the column Number of Shares Beneficially Owned. No stock options have been exercised by Mr. Tuskey as of October 12, 2007.
(3)
Mr. Thomas has been granted 150,000 stock options at an exercise price of $0.25 per share expiring on April 14, 2011 and 350,000 stock options at an exercise price of $0.25 per share expiring on April 4, 2012. None of the options which expire on April 4, 2012 have vested yet or vest in the next 60 days. Accordingly, these options are not shown under the column Number of Shares Beneficially Owned. No stock options have been exercised by Mr. Thomas as of October 12, 2007