MOSCOW, May 23, 2007 (PRIME NEWSWIRE) -- NUCON-RF, Inc. (Pink Sheets:NNRF) today announced a summary of the Board of Directors meeting held in San Francisco on May 18-19, 2007 as provided by its Chairman, Lawrence C. McQuade.
The Company intends to hold a special stockholders meeting shortly for the purpose of voting on an amendment to its articles of incorporation to change the name of the Company to "NNRF, Inc.," to redomicile the corporation in the State of Delaware, and to elect a new slate of directors, among other matters. In addition, the Company is currently evaluating the appointment of several additional members to its Board of Advisors.
The Company is currently conducting an evaluation of a future listing on either the American Stock Exchange or NASDAQ. NNRF believes it will complete this evaluation and be able to elect the appropriate course of action during the third quarter. Other potential future listings on the London Alternative Investment Market, the UAE Exchange, and the Russian Trading System were also discussed.
The Board reviewed the current status of the Company's business and strategic plan. A summary of these discussions included:
ZAO ATOLL
Our Russia based auditors presented a review of the order book of ATOLL. The ATOLL order book confirms outstanding contracts of US$183 Million in conjunction with ATOLL's first quarter revenue. ATOLL will be participating in tenders with ROSATOM that could potentially add to this order book. In addition, ATOLL has submitted a tender to the EBRD, the funding source for the upgrading and maintenance program of Russian designed nuclear power plants in East Europe, to provide spare parts. ATOLL is also working with a German company that is tendering spare parts for nuclear power plants in Asia. These tenders total US$96-104 Million, collectively. The ROSATOM tenders are for equipment relating to a radwaste storage facility and for parts and equipment for one of the existing nuclear power plants owned and operated by ROSATOM, and the other tenders are for spare parts at nuclear power plants in other countries.
ATOLL is presently evaluating prospective locations for the relocation of its manufacturing facilities from its current location in St. Petersburg. The evaluation indicates that labor costs may be reduced as a result of this relocation.
Acquisitions
In addition to the completion of the acquisition of 50% of ATOLL in March 2007, we have entered into letters of intent to acquire, subject to satisfactory completion of our ongoing due diligence investigations, three additional manufacturing companies: JSC Electroprivod, Velkont and ROAR. In 2006, the three companies had combined revenues in excess of US$13 million.
We believe that each of these companies will significantly advance the manufacturing base of NNRF in our core business of providing equipment, services and technologies for the nuclear power industry. In addition, these acquisitions may add considerable revenue in 2008. Our Russia based auditors are currently completing the due diligence investigation of each entity for final consideration by the NNRF board of directors, including an audit of the financial statements of ROAR and a review of the financial statements of each of JSC Electroprivod and Velkont. We intend to complete this process in the third quarter of 2007.
Decommissioning and Disposal
As an existing member of a prime contract team for the NDEP (Northern Dimension Environmental Partnership) projects in Northwestern Russia, we are participating in projects at nuclear, radiological and industrial facilities located in former nuclear fuel disposal and refueling sites in Russia. These projects include Andreveva Bay, Saida Bay, Gremihka Bay, and the specialized Federal technical boat Lepse.
Our decommissioning projects are progressing satisfactorily and we believe, under the supervision of our recently appointed Head of Decommissioning Projects, Victor Akhunov, the former department head of the Department for Decommissioning of Nuclear and Radiation Hazardous Facilities of the Federal Agency for Atomic Energy of the Russian Federation, that we may enlarge the scope of our current involvement. We believe that revenues from the first deliveries of our products and services for these projects will commence in the fourth quarter of 2007 and may continue through 2012 or longer.
As previously announced, we are engaged in engineering studies with the International Center for Environmental Security of the Federal Ministry of Nuclear Energy of the Russian Federation for the NDEP decommissioning and disposal projects in Northwestern Russia. http://www.dti.gov.uk/energy/environment/soviet-nuclear-legacy/programme-portfolio/north-west-russia/northwest-russia-profile-task1/page14394.html. We anticipate that two of our technologies, FEECOM/BIECOM and NuCap(tm), will be used in these projects. Currently, the RADON Institute is elaborating upon and confirming the characteristics of these technologies for shielding and disposal applications in the Russian Federation. RADON is the leading institute for materials and technologies for nuclear waste storage facilities, and its chief function is processing municipal radioactive waste. The RADON Institute serves more than 2,000 Moscow-based organizations and several organizations in surrounding regions. http://www.nti.org/db/nisprofs/russia/reactor/waste/radon.htm#moscow.
In addition to the work being conducted at the RADON Institute, we are participating in the following projects with additional engineering agencies of the Federal Agency of Atomic Energy:
VNIPIET (All-Russian Science Research and Design Institute of Power Engineering Technology) http://www.nuclearmarket.com/suppliers/details2.cfm?IDcompany=2387.
SEVRAO, the Northern Federal Enterprise for the Treatment of Radioactive Waste, created by the Ministry of Atomic Energy to facilitate spent nuclear submarine fuel storage and transportation to reprocessing facilities.
http://f40.iaea.org/worldatom/Programmes/CEG/meeting16.html
In addition to our established projects in the Russian Federation, we have initiated marketing efforts in Europe. On May 23, 2007, we are participating in the German Annual Nuclear Conference in Karlsruhe. This meeting will provide an opportunity for our marketing team to meet with the most important nuclear power plant operators, government regulators and services providers. These meetings are intended to further advance future field trials at four of the large nuclear power plant operators in Germany and Europe. We also are presenting NuCap(tm) at the Firebrigade Academy of Hamburg in June to demonstrate the efficacy of the material for emergency response.
We continue to enlarge our senior management team and employee base. These professionals have extensive industry experience. We believe our human capital, together with the unprecedented access to our strategic partners' engineering capabilities and partnerships with Federal agencies, are a core competitive advantage and enable us to deliver comprehensive solutions offerings. Our senior management team has several decades of nuclear-related project management experience on large customized projects, as required by government and commercial customers. The recent appointment of Victor Akhunov as Head of Decommissioning and Disposal projects of NNRF represents a significant further addition to our team. It is widely believed that he is one of the world's leading experts on Russian nuclear waste disposal and decommissioning issues and is highly regarded by the G-8, the European Union, the Contact Expert Group, the European Bank for Reconstruction and Development and the IAEA (International Atomic Energy Association).
Manufacturing, Decommissioning and Disposal Technologies. Our capabilities are derived from the three specialized divisions of NNRF. Our design, engineering, technology and manufacturing divisions, and the future contemplated acquisitions, have established these capabilities. Access through our strategic alliances to key processing and disposal facilities in the Russian Federation also enables us to complete a broad range of projects efficiently and cost-effectively. We believe that this access provides vertically integrated services that distinguish us from competitors that must coordinate their efforts with multiple third-party contractors to offer a comparable range of services.
We are currently in the process of redesigning our web site: www.Nucon-RF.com. Effective May 25, 2007, the new web site address will be: www.NNRF.com and will reflect the prospective new name of the Company. As we have included a new section on investor relations, we encourage you to visit our web site and to make inquiries on any questions you may have. We will endeavor to answer all questions provided they address issues that are not either privileged or non-public information.
The board of directors and the management of NNRF want to thank our shareholders for their continued support and look forward to continued progress in 2007.
ABOUT NNRF:
NNRF is a U.S. corporation with executive and operations offices in Moscow, Berlin and Washington. NNRF offers design and manufacturing of specialized products for nuclear reactors and nuclear waste management; proprietary nuclear shielding, decommissioning and decontamination technologies; and engineering/design services for a range of environmental challenges. NNRF owns manufacturing facilities and provides both equipment and services for nuclear power plants and compliance, shielding, transport and interim and final storage requirements for government agencies and nuclear service companies. NNRF also owns or licenses proprietary leading edge technologies which provide NNRF with a market edge in manufacturing, design, engineering and services capabilities. NNRF's management team has extensive industry and government service including extensive in-house expertise in all aspects of radiological protection and radiological waste management. NNRF has entered into strategic alliance agreements with government agencies of the Russian Federation. Access through NNRF's strategic alliances to key processing and disposal facilities in the Russian Federation enables it to complete a broad range of projects efficiently and cost effectively. NNRF believes that this access provides vertically integrated services that distinguish it from competitors. NNRF manufactures nuclear power plant equipment in Russia and has multi-year sales contracts for a significant portion of current production with ROSATOM, the owner and operator of all Russian nuclear reactors. NNRF also provides products, services and proprietary technology based solutions through its strategic alliances to multilateral and bilateral funded projects located in Northwestern Russia known as the Northern Dimension Environmental Partnership (NDEP). This area contains the largest repository of spent nuclear fuel and radioactive waste in the world. The projects involve the decommissioning and disposal of nuclear powered naval vessels of the former Soviet Union. The projects are funded by G-8 member countries. NNRF currently is expanding its marketing to include the European Union, China, India and North America in 2007-08 through strategic marketing partnerships with multinational energy service companies. NNRF is currently engaged in the due diligence phase of potential further acquisitions in 2007-2008 which are intended to substantially increase its current asset and revenue base.
Safe Harbor Statement:
Statements in this press release that are not historical facts are forward-looking statements, including statements regarding announcements of financial results, business potential and other prospective presentations by NNRF. Such statements reflect management's current views, are based on certain assumptions and involve risks and uncertainties. Actual results, events, or performance may differ materially from the above forward-looking statements due to a number of important factors, and will be dependent upon a variety of factors, including, but not limited to, our ability to obtain additional financing that will allow us to continue our current and future operations and whether demand for our products in domestic and international markets will continue to expand. NNRF undertakes no obligation to publicly update these forward-looking statements to reflect events or circumstances that occur after the date hereof or to reflect any change in NNRF's expectations with regard to these forward-looking statements or the occurrence of unanticipated events.