July 23, 2012 – Toronto, ON
Whiteknight Acquisitions Inc. (the “Company”) (TSX-V: SEB) is providing an update to the director nominees for its upcoming meeting of shareholders to be held on July 30, 2012 (the “Meeting”).
The Company’s management information circular dated July 4, 2012 (the “Circular”) names the following six (6) director nominees: Keith Harris, David Mitchell, Neil Blinco, Ilja Troitschanski, Fraser Wray and Joshua Arbuckle.
As previously disclosed in a press release dated July 11, 2012, the Company closed its Qualifying Transaction (“QT”) on July 11, 2012 (as such term is defined in Policy 2.4 of the Corporate Finance Manual of the TSX Venture Exchange) (the “Exchange”) involving the exchange of all of the issued and outstanding securities of Smart Employee Solutions Inc. (“SES”). Concurrently with the closing of the Qualifying Transaction, the Company completed a private placement financing for gross proceeds of $1,947,500.10.
In connection with the closing of the QT, Neil Blinco, Ilja Troitschanski, Fraser Wray and Joshua Arbuckle resigned as directors of the Company; and John McKimm, Walter Simone and Barry Walsh were appointed as directors of the Company.
As a result of the director resignations and appointments subsequent to the mailing of the Circular and the closing of the QT, a number of the individuals listed in the Circular will no longer be standing for election at the Meeting.
The Company’s board of directors, post closing of the QT, is currently comprised of the following individuals: Walter Simone, John McKimm, Barry Walsh, Keith Harris and David Mitchell.
Prior to the Meeting, the board of directors of the Company intends to determine the number of directors of the Company at eight (8) within the Company’s minimum-maximum range of one (1) to ten (10) directors.
At the Meeting, the Company intends to nominate eight (8) directors. Four (4) of the individuals are current directors, being Walter Simone, John McKimm, Barry Walsh and Keith Harris; and the other four (4) individuals are Ronald Barbaro, Marc Kealey, Nancy Myles Elliott and Stephen Peacock. David Mitchell, who is currently a director, has advised the Company that he will decline a nomination to stand for election at the Meeting, and his term of office will automatically expire at the Meeting.
The biographies of each of the eight (8) individuals to be nominated as directors by the Company at the Meeting, appear below:
(1) Walter Simone, CFP, CLU, CH.F.C., CHS, TEP, CFSB, CFS, RFC, RPA, CPCA – Director, Chairman
Mr. Simone has been in the insurance and financial services industry for 40 years and is a Qualifying & Life member of the Million Dollar Round Table; an international network of insurance and investment financial services professionals/advisors. Mr. Simone is a regular speaker and author on topics of life insurance and related products, motivation and practice management. Mr. Simone is active in the Canadian Italian Business & Professional Association, the National Federation of Canadian Italian Business & Professional Associations, and the school of Business Management Advisory Council at Ryerson University.
(2) John McKimm, BBA, MBA, LLB, FCSI – Director, Chief Executive Officer, President, Chief Information Officer
Mr. McKimm has over 35 years of experience providing operations and financial expertise to public and private companies. His experience covers many sectors, including financial services and technology. Mr. McKimm has extensive investment banking and corporate finance expertise, specializing in emerging and growth companies providing specialty services in SR&ED claims, strategic and financial restructurings, mergers and acquisitions, and arranging financing. He has served as a director and officer of many public and private companies, including extensive experience on board committees as both a Committee Member and Chair. Most recently, Mr. McKimm founded and was Chairman and Chief Executive Officer of Brainhunter Inc., a company that was listed on TSX.
(3) Ronald D. Barbaro, O.Ont., DHL – Director
Mr. Barbaro served as President & CEO the Prudential Insurance Company of America Canadian Operations 1985 – 1990, then President of Prudential’s Worldwide Ops. 1990-1993 – (launched operations in Italy, Korea and Spain). Currently he is Chairman of Levon Resources Ltd; Board Member of: The Brick Ltd. (former Chairman); Trans Global Life and Trans Global Insurance (former Chairman); and Imvescor Restaurant Group Inc.
He is a former President and CEO The Ontario Lottery and Gaming Corporation; President Toronto Argonaut Football Club; Chairman Toronto Design Exchange, Campaign Chairman of the United Way and Chairman of the Premier of Ontario’s Economic (SARS) Recovery Team, and has served on more than 30 other public boards including Thomson Reuters.
Mr. Barbaro has been recognized with many awards, including induction into the Academy of Achievement of Sales and Marketing Executives in both Canada and the U.S.A.; and featured in numerous print media and appearances for his significant contributions to the business world.
(4) Nancy Myles Elliott, BA, LLB – Director
Nancy Elliott is a lawyer and seasoned business woman with extensive experience in the development of Canada-China business and investment strategies. Fluent in Mandarin, Ms. Elliott has built significant relationships in China over the past twenty years, advising clients on corporate and immigration matters. She is well-respected and trusted and has become a conduit for responsible Chinese investment in technology, real estate and resources, both in Canada and around the world. In addition to her legal practice, Ms. Elliott has experience as a shareholder and director of several companies, including private equity, mortgage brokerage, consulting and advisory. Ms. Elliott has also dedicated her time to volunteer work assisting new immigrants, and is a member of several community-based organizations.
(5) Keith R. Harris, B.Comm, CA – Director
Since January 2011 Keith R. Harris has acted as a consultant and corporate director through his financial advisory firm Naiscoot Capital Corporation. He is currently a director of Frontline Technologies Inc., Maudore Minerals Ltd. and Whiteknight Acquisitions Inc. From January 2008 to December 2010, he was President and Chief Financial Officer of Stifel Nicolaus Canada Inc. (and its predecessor company Thomas Weisel Partners Canada Inc.), the Canadian broker-dealer subsidiary of Stifel Financial Corp., a financial holding company listed on the New York Stock Exchange. In 2002, he was a co-founder and Chief Financial Officer of a boutique Canadian investment bank, Westwind Partners Inc., which was sold to Thomas Weisel Partners Group (TWPG) in 2008. TWPG was subsequently bought by Stifel Nicolaus in 2010. Mr. Harris received a B. Comm from the University of Toronto in 1975 and received his CA designation in 1977 while employed with Ernst & Young.
(6) Marc Kealey, BA, Cert. Campaign Management – Director
Through his start in acute care restructuring while in Durham Region, Marc Kealey is credited with helping to lay the groundwork for the creation of the first integrated hospital system in Ontario forging the template for the integrated hospital operations model throughout Canada. Since that time, he has become a leading voice for transformation in Health care and drug reform in his roles as a qualified health system design consultant and as the CEO of Canada’s largest pharmacy organization. In that particular role he helped steer some of the most comprehensive drug reform throughout Canada and the United States.
He is an expert in governance, communications and business management process, and is known for his advocacy efforts for patients, communities and organizations through his role as a principal at K&A Inc. a consultancy serving the healthcare, energy and gaming sectors.
In addition to his contributions in the health care business arena, Marc is an expert in communications and building effective governance structures. He is dedicated to public service and involved in many organizations and causes. He serves on the Board of many organizations including: Care Givers United, Canadian Friends of the Elderly, the Board of Governors at McMaster University, Smart Systems for Health Agency in Ontario, University of Waterloo’s Pharmacy School and many federal initiatives.
He was an advisor to the former Prime Minister of Canada John Turner (1984 -1988) and the Premier of Ontario. David Peterson (1988-1990).
(7) Stephen Peacock, BSC, MBA – Director
Stephen is a seasoned financial executive, who has held senior positions in domestic and international organizations including RBC, Lancaster Financial, Citbank, Levesque Beaubien, Shroders and HSBC. More recently, he was a founder of Mustang Capital Partners in 2002, a Calgary based limited market dealer specializing in mergers and acquisitions. He currently is the President of Bearspaw Capital Corp., a private investment firm. He previously was a director of Avery Resources Inc. when it was a TSX-V listed company.
(8) Barry Walsh, BA – Director
Mr. Walsh has over forty years of experience as an entrepreneur in the technology field. Mr. Walsh is the founder of Bevertec CST Inc., a company specializing in both IT professional services and banking software solutions. Mr. Walsh has extensive global experience in both selling and building technology solutions. He has a Bachelor of Arts in Computer Science.
Shareholders are advised that the eight (8) director nominees of the Company are not the same as the director nominees set out in the Circular (other than Keith Harris). Unless other instructions are given by shareholders on the form of proxy, the persons named as proxy holder therein intends to vote FOR the election of the eight (8) aforementioned director nominees.
Shareholders entitled to vote at the Meeting are further advised that if they have already submitted a form of proxy, they may revoke such proxy and/or submit a new proxy in accordance with the instructions set out in the Circular.
For further information about the Company, please contact John McKimm, Chief Executive Officer, at (416) 460 2817, or by email at john [dot] mckimm [at] SESbenefits [dot] com, or, Shelly Frank, VP Marketing, at (416) 637-3486, or by email at shelly [dot] frank [at] SESbenefits [dot] com.
Neither TSX Venture Exchange Inc. nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward Looking Statements
This Press Release contains forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this Press Release. Such forward-looking statements are based on a number of assumptions which may prove to be incorrect, including, but not limited to: the results of the Company’s Annual General and Special Meeting, the economy generally; consumer interest in the services and products of the resulting issuer; competition; and anticipated and unanticipated costs. While the Company acknowledges that subsequent events and developments may cause its views to change, the Company may specifically disclaim any obligation to update these forward-looking statements. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date of this Press Release. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.