Title: Investor Presentation
1 ZEOX CORPORATION
2010
2- This presentation includes certain estimates
and other forward-looking statements within the
meaning of Section 21E of the Securities Exchange
Act of 1934, as amended, including statements
with respect to anticipated operating and
financial performance, growth opportunities,
growth rates, potential acquisition
opportunities, and other statements of
expectation. Words such as expects,
anticipates, intends, plans, believes,
assumes, seeks, estimates, should, and
variations of these words and similar
expressions, are intended to identify these
forward-looking statements. While we believe
these statements are accurate, forward-looking
statements are inherently uncertain and we cannot
assure you that these expectations will occur and
our actual results may be significantly
different. These statements by the Company and
its management are based on estimates,
projections, beliefs and assumptions of
management and are not guarantees of future
performance. Important factors that could cause
actual results to differ from those in the
forward-looking statements include the factors
described in the Risk Factors section of the
preliminary prospectus. The Company disclaims
any obligation to update or revise any
forward-looking statement based on the occurrence
of future events, the receipt of new information,
or otherwise. - This presentation includes certain non-GAAP
financial measures, that are different from
financial measures calculated in accordance with
GAAP and may be different from similar measures
used by other companies.
ZEOX CORPORATION
2
3Table of Contents
1. Executive Summary
2. Zeox Overview
3. St. Cloud Mining
4. The New Zeox
5. Industry
6. Management
7. Transaction Overview
8. Contact Information
ZEOX CORPORATION
3
41. Executive Summary
ZEOX CORPORATION
5Executive Summary
- Zeox Corporation has gone through a successful
restructuring. - Revenue Growth
- Cost Reduction
- Working Capital Improvement
- Zeoxs Board of Directors in favor of Merger with
St. Cloud Mining - Upside In Place on
- Mercury Removal
- Cementation
- Dolomite
- Acquisition Program Commenced
- First Acquisition Ready
- Other Targets Identified/ 2 In Due Diligence
- Zeox is seeking 5MM in capital to execute its
plan.
ZEOX CORPORATION
5
6Executive Summary
- Investment Thesis
- Earnings Potential
- Market Control
- Best Zeolite Deposits In North America
- Only Active Chabazite Deposit In The World
- Greatest Expansion Capability
- Environmentally Driven Markets
- Waste Water
- Radiation Waste Containment
- Cap Trade Benefit
- Management
- Operational Experience
- History of Building Companies
- Management Financial Incentives Aligned With
Shareholders
ZEOX CORPORATION
6
7Executive Summary
- Zeox Corporation was formed with the IPO of C2C
Zeolite Corporation in 2006. - Zeox, led by former Chairman CEO, LuVerne Hogg,
commenced - An acquisition program of quality industrial
mineral reserves - White Cliffs (Diatomacous Earth)
- Bowie (Chabazite)
- Burro Creek (Saponite)
- Ash Meadows (Zeolite)
- Palo (Sodium Sulphate)
- An expensive RD effort
- Cementation
- Mercury Removal
- Nano Clays
ZEOX CORPORATION
7
8Executive Summary
- Hoping that significant orders for down hole mud
and the mercury removal product, Zeox invested
3.5MM in a processing plant in Butte, Montana.
Unfortunately, Zeox did not realize that
extensive testing was required and the plant
operated at less than 5 utlization. - The company financed its acquisitions and
operations with successive private placements of
equity. - Ultimately, Zeox management was incapable of
commercializing its reserves, resulting in
substantial operating losses, negative working
capital and finally, a change of management . - New management led by Gerry Spindler (Chairman
CEO) and Mike Shea (CFO) were appointed on August
24, 2009 and immediately implemented a turnaround
plan. - Closed Plants
- Reduced Costs
- Focused on Increasing Revenue
- Raised Short Term Working Capital
ZEOX CORPORATION
8
9Executive Summary
- Spindler Sheas interest and motivations are as
follows - Merging Spindlers privately held Industrial
Mineral (St. Cloud Mining) business into Zeox
thus obtaining a public valuation. - Realizing the substantial upside potential of
Zeoxs reserves and technologies. - Becoming the dominant North American producer of
zeolite with the only active known Chabazite
reserve in the world. - Creating a 100MM diversified industrial mineral
company within 3 years - Organic Growth
- Acquisitions
ZEOX CORPORATION
9
102. Zeox Overview
ZEOX CORPORATION
11Business Overview
- Canadian Publicly Traded Company
- Mines
- Ash Meadows (Zeolite)
- Bowie (Chabazite)
- Operating Plants
- White Cliffs (Diatomaceous Earth)
- Technology
- Cementation (Oil Rigs)
- Mercury Capture (Coal Fired Plants)
- Market Cap of 12MM (CDN, 01/12/10)
- Approximately 68MM Shares O/S
- Zeox Minerals Materials Corp.
ZEOX CORPORATION
11
12Business Overview
- Revenue improvement
- New Zeolite Chabazite Customers
- Mercury Removal
- Cementation
- Cost Reductions
- Butte, MT Palo Plant Closures
- Head Count Reductions
- Reduced Payables
- MSE/Butte
- Aggressive Discounting
- Payables reduced from over 3MM to 1.2MM
- Improved working capital
- Short Term Funding from Imagin Minerals
- Private Placement
ZEOX CORPORATION
12
13Business Overview
- Revenues have been increasing led by zeolite
sales at Ash Meadows and Bowie Chabazite sales,
primarily the down hold cementation product,
Zeofume. - Other large oil services companies are actively
testing Zeofume as a replacement for silica fume.
- Our mercury removal product, AZI, is a proven
technology and based on Bowies unique Chabazite. - In final stage tests with one multi-billion
dollar company - Other large companies, primarily activated carbon
providers, are testing - AZI will compete or complement Activated
Carbon products with the advantage of not
negatively impacting the resultant fly ash that
Power companies sell to cement producers. - Zeoxs Chabazite is the only zeolite that has
been proven to remove mercury in coal fire
plants. - Zeox controls the only active Chabazite deposit
in North America and possibly the world.
ZEOX CORPORATION
13
14Business Overview
- Ash Meadows (Zeolite)
- 40MM tons of proven Reserves
- Average Selling Price of 150 - 175/ton
- Mining Processing Costs 30-60/ton depending
on size of grind order - Bowie (Chabazite)
- Upper Bed (Zeofume and Water Filtration)
- 1.3MM tons of proven Reserves
- Average Selling Price of 500 - 600/ton
- Lower Bed (Mercury Removal)
- 880,000 tons proven, 1.1MM probable
- Average Selling Price 600 - 800/ton
- Mining Processing Costs 100-300/ton depending
on size of grind order - Technology
- Mercury Removal
- Zeofume
ZEOX CORPORATION
14
153. St. Cloud Mining
ZEOX CORPORATION
16Business Review
- North Americas Largest Producer of Natural
Zeolite - Three Business Lines
- Zeolite
- Reclamation
- Aggregates
- Dolomite
- Acquired in 2002
- Increased Production From 12,000 tons (2002) to
31,000 tons (2008) - 2008 Revenues and Gross Profit of 9.4MM and
2.6MM, respectively
ZEOX CORPORATION
16
17St. Cloud Mining
St. Cloud Mining St. Cloud Mining
(000's) 2006 2007 2008 2009
Revenues
Industrial Minerals 2,905 3,451 2,990 2,870
Aggregates 409 3,483 1,004 511
Reclamation 5,851 1,971 5,031 458
Other 85 30 402 0
Total 9,250 8,935 9,427 3,839
Gross Profit 2,977 2,417 2,642 1,322
EBITDA 1,259 1,213 1,982 240
ZEOX CORPORATION
17
18St. Cloud Mining
Sales Segments Animal Feed 60 Ag./Horticulture
30 Filtration 10 Total 100
Production and Prices Increases
ZEOX CORPORATION
18
19St. Cloud Mining
- St. Clouds Reclamation Business was founded to
leverage the skilled employees mining talents. - Historically has performed reclamation services
for Freeport McMoran, and state managed AML
(Abandoned Mine Land) sites. - Established commercially proprietary technology
for mine shaft closings. - As the result of the drop in copper prices,
Freeport dramatically reduced its reclamation
activities starting in Q3, 2008. - As a response, St. Cloud to refocused the
business and leveraged its operating capabilities
with its zeolite and dolomite deposits. While
still bidding on reclamation contracts, the
division is also focused on bidding on Post
Closure Water Treatment for mines. - Developed first substantial contracts with new
clients (RTZ Barrack) - Achieved Certified Contractor status in five
new states. - Current Backlog is 1.7MM with the majority of
contracts won in Q4 2009.
ZEOX CORPORATION
19
20St. Cloud Mining
- High quality aggregates have contributed as much
as 3.4MM in revenues (2007). - The majority of historical revenues were for
improvements on rail lines for Union Pacific. - The rail improvements have been completed and St.
Cloud is focused on increasing revenue to
projects in the area, including those that will
be recipient of stimulus funding (e.g. roads,
bridges and border fence projects). - St. Cloud has developed a Dolomite Quarry with
Aggregates, south of Deming, New Mexico. The
property has crushing capacity and a grinding
plant. - The dolomite qualifies as a magnesium mineral
source in animal feed diets and its location
should provide a cost advantage to other
competitive dolomite products.
ZEOX CORPORATION
20
214. The New Zeox
ZEOX CORPORATION
22Executive Summary
- North America has very few Mid-Tier industrial
mineral companies. - Managements vision has been to build a 100MM
diversified North American industrial mineral
company. - We believe the combination of Zeox and St. Cloud
provides the platform. - Zeox (TSXV ZOX) brings to St. Cloud
- High Quality Reserves/Deposits (Only Chabazite
deposit in U.S.) - Publicly Traded Entity
- Significant Product/Revenue Upside (Cementation
Mercury Removal) - St. Cloud brings to Zeox
- Operating Management with Mining Experience
- Operating Business
- Mining Equipment
- Liquidity
ZEOX CORPORATION
22
23The New Zeox
- Canadian Publicly Traded Company
- Mines
- Ash Meadows (Zeolite)
- Bowie (Chabazite)
- Winston (Zeolite)
- Hooper (Aggregates/Dolomite)
- White Cliffs (Diatomaceous Earth)
- Operating Plants
- Ash Meadows.
- Deming
- White Cliffs (Diatomaceous Earth)
- Winston
- Technology
- Cementation (Oil Rigs)
- Mercury Capture (Coal Fired Plants)
- Zeox Minerals Materials Corp.
- St. Cloud Mining
ZEOX CORPORATION
23
24The New Zeox
- Dominant Zeolite producer with platform for
growth. - Lowest cost producer.
- Provides a broader product offering for both
companies. - Variety of zeolite qualities/properties
- Chabazite
- Dolomite
- Reclamation Construction
- Diatomaceous Earth
- Aggregates
- Increases geographic reach
- Capitalize on Zeoxs Intellectual Properties
Research Base - Allows shareholders of both companies to
participate in the upside potential of a growth
company.
ZEOX CORPORATION
24
25The New Zeox
Multiple Uses, Products, Brands
IMAGIN ZEOX
Agric. Feed Agric. Feed
Water Filtration Water Filtration
Soil Amendment Spec. Chemical
Odor Control Cement
Air Filtration
ZEOX CORPORATION
25
26The New Zeox
Complementary Attributes
IMAGIN ZEOX
Management Reserves/Deposits
Dedicated Sales Staff Technical Knowledge
Mining Knowledge Public Entity
Mining Equipment
Diversified Revenue Base
ZEOX CORPORATION
26
275. Industry
ZEOX CORPORATION
28Industry
- Natural zeolites are hydrated aluminosilicates.
- There are over 40 natural zeolite minerals with
similar structures and molecular makeup, all with
its own particular attributes. - Commercial zeolite deposits in the U.S. are
located in Arizona, California, Idaho, New
Mexico, Oregon, Texas and Wyoming. - Zeolite is used commercially because of its
- Unique absorption
- Ion exchange
- Molecular sieve
- Catalytic properties
- The major end markets for zeolite are
- Animal feed
- Horticultural applications
- Waste water and air filtration
ZEOX CORPORATION
28
29Industry
Global Zeolite Production In Tons
- Countries producing large tonnages often use
them in low-value applications. - Ready availability of zeolite and shortage of
competing minerals are factors for large scale
use.
ZEOX CORPORATION
29
30Industry
Domestic Zeolite Production
In Tons
Source Imagin Minerals
- Majority of production is for high value add
products. - U.S. is leader in developing new
applications.
ZEOX CORPORATION
30
31Industry
- There are only a few producers of zeolite in
North America of any size. - As the market leader, and low cost producer, the
New Zeox has competitive advantages over other
zeolite producers - UAMY Owns Bear Creek which is situated on a
mountain top and its operation is limited by
winter weather. Additionally, Bear Creeks
management does not rely on distributors. - Zeotech Poor quality reserve with high clay
content with market limited to commodity products
such as cat litter. Material for its water
filtration customers is purchased from St. Cloud.
- St. Clouds and Zeoxs zeolite deposits are the
highest quality in North America and offers a
variety of different characteristics (e.g. high
low sodium). This product suite will ensure that
our material is part of any new product testing.
- New products and/or applications using zeolite
include, cement, radiation treatment, mine waste
water, air filtration, rubber compounds for
tires, and various other applications. - While the current market for US zeolite is 60,000
tons, this is expected to grow exponentially.
ZEOX CORPORATION
31
32Industry
MinAd Dolomite Production
In Tons
Source Imagin Minerals
- Dolomite is used in dairy cow feed to meet
magnesium requirements - Market is dominated by MinAd ( 80,000 tons/
10MM Revenues) - St. Cloud recently commenced production of
Dolomite - St. Cloud has a substantial freight advantage
in the Texas Pan Handle.
ZEOX CORPORATION
32
33Industry
- Mercury removal of coal fired plants is served by
several large activated carbons companies all of
which are testing AZI - ADA
- BASF
- Norit
- Calgon Carbon
- Market is estimated to be 400 million. Due to
emerging environmental regulations, this market
is expected to continue to grow. - Out of the 1,000 US plants, 250 have the suitable
Electro Static Percepitation (ESP) system and
saleable fly ash characteristics that will
benefit from AZI. - A 250 megawatt plant will need 1 million pounds
per year for each boiler. Many plants have
several boilers. - AZI can replace Activated Carbon in totality or
be blended to increase mercury capture from 90
to over 95 without impacting the fly ash.
ZEOX CORPORATION
33
34Industry
- Cement
- Carbon footprint of increasing concern to
producers. Pozzolans will be a factor in reducing
emissions. - Down Hole Muds
- Prevents premature hardening of the cement
- Allows drill companies to use less
expensive/lower grade cement - Improve performance at deep depths.
- Increased use of horizontal drilling requires
greater amounts. - Zeoxs Down Hole Mud (Zeofume) utilizes Bowies
Upper Bed Chabazite - Sells between 500-600/ton.
- New Hires have given us an ability to participate
in other companies research. -
ZEOX CORPORATION
34
35Industry
- Animal Antibiotic US Congress is currently
discussing limiting the treatment of animals with
antibiotics as a normal supplement. If
regulations are limited, ranchers will consider
zeolite as a normal supplement to help animal
health and improve weight gain. - Drinking Water An estimated 125 US
municipalities have arsenic levels above
requirements. The treatment plants are either
ignoring the requirement or blending other
potable water to reduce arsenic levels. Zeolite
is proven filtration floculant to remove arsenic. - Concrete - Zeolite has pozzolanic qualities that
improve concrete. This is being tested by several
commercial and residential concrete companies. - Construction/Reclamation There are numerous
Abandoned Mine Land (AMLs), particularly in
the Southwestern states, that have mine water
problems. The sites are either bonded by the
mining company or have been taken over by the
government. St. Cloud has the mining and
construction experience to build and monitor
simple treatment systems (e.g. settling ponds) at
a cost of a fraction of a cent per gallon,
providing substantial annuity revenue and income.
ZEOX CORPORATION
35
36Industry
2-3 YEAR GROWTH
SUMMARY AVG.
TONS PRICE TOTAL
Markets
Cattle Feed 10,000 125 1,250,000
Other Animals 30,000 125 3,750,000
Cement 30,000 500 15,000,000
Concrete 35,000 105 3,675,000
Filtration 15,000 160 2,400,000
Mercury Removal 15,000 600 9,000,000
Dolomite 30,000 150 4,500,000
TOTAL 39,575,000
- Management Sees Substantial Organic Growth
Opportunity - Applications
- Reserves
- Minerals
ZEOX CORPORATION
36
37Industry
- Management is constantly reviewing acquisition
opportunities. - The North American market is characterized by
large strategic operators and numerous
privately-owned niche industrial mineral
companies that - Older ownership with no succession plan.
- Defined business niche with long time customer
base - Barriers to entry
- Acquisitions Under Consideration
- 5MM revenue mineral company with 1.3MM of
EBITDA. Complementary product offering,
synergistic location. Cash transaction with earn
out provision. - 4MM ore property with 400K EBITDA. Customer
base is cement oriented and could provide cross
sell opportunities. Stock transaction.
ZEOX CORPORATION
37
386. Management
ZEOX CORPORATION
39Executive Summary
- Mr. Garold (Gerry) Spindler
- Wealth Of Operating Experience
- Previous CEO of Large Public Companies
- Pittson Coal
- Cyprus Amax Coal
- UK Coal
- St. Cloud
- Extensive Mining International Experience
- Ability to Lead and Build
- Mr. Michael Shea
- 25 Year Corporate Finance Experience
- Bank of America, Citigroup, GE Capital
- Investor Interface
- Mergers Acquisitions
- Restructuring
ZEOX CORPORATION
39
407. Transaction Overview
ZEOX CORPORATION
41Transaction Overview
- Market Reaction was favorable to change of
management (8/24/09) - Current Share Price Includes Acquisition
Potential - Share Price holding despite sell side pressure
from Hogg Logician - Market waiting for details of the contemplated
Merger
ZEOX CORPORATION
41
428. Contact Information
ZEOX CORPORATION
43Business Overview
- Garold Gerry Spindler
- CEO
- (203) 761-1291
- gspindler_at_zeoxcorp.com
- Michael Shea
- CFO
- (203) 210-5614
- mshea_at_zeoxcorp.com
ZEOX CORPORATION
43