Geo Global Group Ltd., CEO's Letter to Shareholders

Geo Global Group Ltd.'s CEO Expands on Recent Developments

New York, NY, June 07, 2016 --( Shareholder Circular

Geo Global Group Ltd. announces match-bargain platform and energy focus of its activities with new management in place.

June 05, 2016

Dear Shareholder,

I am pleased to be sending out this first communication to all of you and writing to you about the Geo Global Group, the various positive changes that have occurred so far and the broad strategy of the firm.

You are already aware of the changes that have occurred at the Geo Global Group Ltd (“Geo”) since April 2016. To summarise the various corporate activities:

1. Helm Natural Resources Ltd. (“Helm”), a privately held trading company and registered in the UK, was acquired by Geo Global Group Ltd on April 19, 2016 and became a wholly owned subsidiary on that date.
2. Helm changed its name to Geo Global Resources Ltd on April 30, 2016 keeping in line with the ultimate holding company’s name and ethos.
3. The US subsidiary of Geo was spun off with an effective date of December 31, 2015. This has resulted in significant cost savings and has also taken off the burden of compliance and regulatory requirements that are required to be fulfilled by an American company.
4. Board changes that were made during this period:
a. Arun Raman has become the President and CEO of the enlarged group. He holds an executive position in the company and is based in the UK.
b. Roger Bendelac has become Chairman of the enlarged group. He holds an executive position in the company and is based in the USA.
c. Mark Koplik continues to serve on the Board as an Independent Director. He holds a non-executive position in the company and is based in the USA.

The management of the company will shortly have a few fresh faces coupled with the experience of the existing Board members. A few more members of the Board will be joining on the finance and operations side as soon as we are on the growth trajectory. In due course, the expanded Board and management team will consist of professionals who have many years of experience in the natural resources and energy sectors as well as in the financing of such ventures. In order to create a viable and profit making firm, the Board has decided to adopt a two pronged strategy for the business:

1. Trading of commodities / natural resources, in order to sustain positive cash flows and keep the wheels of the firm moving.

2. Investing in energy projects, whether as a strategic partner or as an operator, leading to commissioning and operating of such projects and trading products emerging from project operations. Our vision is also very clear – we will avoid projects that require long gestation periods. We shall therefore be sourcing projects that can be commercialised within 12-18 months of raising the required financial resources.

We believe that the natural resources space offers a number of attractive opportunities especially in alternative energy and bespoke products. To that extent we have taken the following steps:

1. MOU with GK Energy Marketers Pvt Ltd (“GK”)
a. We have signed a Memorandum of Understanding with GK to acquire 70% of the company subject to further techno-commercial due diligence and the raising of £7 million to fund a state of the art photo-voltaic panel lamination facility in India.
b. This venture in India will encompass the lamination of photo-voltaic panels, integration of electronics, building of structures to mount the panels, installation and annual maintenance contracts thereafter.
c. The facility will be capable of producing 50MW of units annually and our target markets are rooftop installations, small solar parks of upto 5MW and commercial clients who wish to install off-grid renewable solutions.
d. The Government of India has a vision of installing 175GWh of solar projects by 2022. Given this target, a slew of incentives, financial and operational, have been announced that makes our facility economically and strategically attractive.
e. Our view is that the capacity of a 50MW facility should be absorbed completely given the surge in demand that we will see over the coming months and years.
f. In terms of economics, this venture, when fully functional, should be able to generate £30 million of revenues with an EBIDTA of £3 million annually on a gross basis.

2. Trading portfolio
a. We are currently in discussions for the supply and purchase of minor metals such as tantalum and niobium ores from junior mining companies in Africa and the West Indies. Simultaneously, we are in discussions with smelters in India and in China for the off-take of these ores. The minor metals business is a bespoke trading activity within a small global market, and this niche market offers us the ability to set a firm base for our trading portfolio.
b. The volumes for this trade are likely to be small as a starting point (circa 5-20 metric tonnes a month) given our limited capital but we envisage volumes to grow once we have appropriate banking lines set up. The gross margins on the minor metals trade, once up and running, are likely to be between £10,000 and £40,000 per month depending on the final quality specifications and market prices prevailing at the point of sale.
c. We are also going to be opportunistic. Where a trade fits within the expertise of the team and generates cash and growth, we shall do it. The management team has expertise in trading a number of commodities so we shall not shy away from deals that are bespoke in nature.
d. The ultimate aim is for our trading book to sustain cash flows of the firm while our projects are being commissioned and put into operations. Thereafter, our trading book will assume the role of providing to the firm incremental revenues over and above project revenues as well as provide us a robust base for trading products that emerge from our projects.

3. Fund raising
a. In order to achieve these objectives, we are aggressively sourcing new funds into the firm. To that extent, we have done the following:
i. Issued 50 million new shares of Geo that can be subscribed to by existing shareholders and new investors. We have set the price of new shares at 1 pence per share. We believe that this price is an attractive price to buy in at given the trajectory that we have set for ourselves. So we encourage all our shareholders to avail of this opportunity and make a further investment in the firm. Details of how to subscribe are given in subsequent sections.
ii. We are also in discussions with key financial advisors to raise circa £1-£2 million either as an unsecured loan note or a loan-stock type of structure. These funds will be deployed towards working capital for our trading book and re-listing of Geo shares on a recognised stock exchange.

4. Matched Bargain Facility
a. We have set up a Matched Bargain Facility with Optiva Securities to provide shareholders with some amount of liquidity in the Geo stock as well as to provide them with the opportunity to buy into the new shares issue.
b. The process of the Matched Bargain Facility is as follows:
i. The shareholders would need to contact Mr. Hal Norwood of Optiva Securities Ltd, who will be dealing with the transactions.
ii. Hal's telephone number is +44 (0) 203 411 1882
iii. Hal's email address is:
iv. Once a transaction is arranged, Optiva will be able to liaise in order to transfer the shares.
v. If a shareholder has a Crest account, he/she can transact directly with Optiva on a Crest to Crest basis.
vi. Optiva can also handle transactions broker to broker as long as the broker has a Crest account.
vii. The same process needs to be adopted to subscribe to new shares.

It has been slightly over a month since these changes were effected within Geo. As a management team, we believe that we have the opportunity to focus the firm toward the energy and commodities sectors at a time when the industry is turning around and create a thriving business to add value to your shareholding. We are all vested in the firm in varying proportions and we look forward to your continued and renewed support in the months and years to come.

Yours sincerely,
Arun Raman
Chief Executive Officer
Geo Global Group Ltd.
Roger Bendelac