NNAN merged with a company with an interesting history. I recommend look at their 10Ks. I for one will keep my eyes open.
From their 2003 nov 10K:
Business Development
History
Cementitious Materials, Inc. was originally incorporated in Idaho on May 6, 1971 as Hall Mountain Silver Mines, Inc. For a period after inception, Hall Mountain was involved in the ownership and operations of certain mining claims. Operations discontinued in 1981 and we remained inactive until approximately 1989. On June 5, 1989 we changed our name to Network Videotex Systems, Inc. and, on November 13, 1989, we changed the name to Wessex International, Inc. On May 22, 1991, we acquired Ocean Express Lines, Inc., a Florida corporation engaged in the business of operating a scheduled steamship between Miami, Florida and ports in the Western Caribbean and Gulf of Mexico. The acquisition was accounted for as a pooling of interest. In connection with the transaction, we changed its name to Ocean Express Lines, Inc. We did not achieve profitable operations and ceased operations in 1992.
In 1999, Williams Investments Company prevailed in a lawsuit against Ocean Express Lines to collect certain debts owed it. Williams Investments was granted a judgment against the company in the amount of $10,000 plus interest, which judgment was converted into 13,749,824 shares of our common stock. Williams Investments is principally owned by H. Deworth Williams, currently our President and one of our directors.
In February 2000, our shareholders voted to relocate the domicile of incorporation from Idaho to the Nevada. A new corporate entity, also named Ocean Express Lines, Inc., was organized as a Nevada corporation on February 18, 2000. On March 2, 2000 we merged with the Nevada entity, which was the surviving entity. We issued 20 million shares of common stock in the newly formed Nevada corporation to stockholders of the Idaho corporation in exchange for their 20 million shares in the Idaho corporation.
On December 23, 2002, we entered into an Agreement and Plan of Merger with Media Fusion, Inc., whereby Media fusion was to be merged with and into our corporate entity. Media Fusion is engaged in researching and developing Electro-resistive Magnetic Resonance Conversion technology, to which it has certain rights pursuant to license agreements. At a special meeting held February 11, 2003, our shareholders voted to approve the merger, to change our corporate name to "Power Measurement & Communications, Inc.," and to effect a reverse stock split of our outstanding common stock on a one share for ten shares basis.
Under terms of the merger agreement, certain conditions were to be satisfied by the parties prior to completion and closing of the merger. However, not all conditions to closing were satisfied and the agreement was terminated by its own terms in February 2003. Accordingly, we did not close the proposed merger nor change our corporate name and management did not pursue the transaction further.
On April 30, 2003, our board of directors resolved to proceed with the one share for 10 shares reverse split ratified by shareholders on February 11, 2003. Accordingly, the board set May 15, 2003 as the effective date for the split. Following the reverse stock split, our outstanding shares were reduced from 20 million to approximately 2 million.
Pursuant to action taken on June 18, 2003 by unanimous consent of our board of directors and the majority written consent of the outstanding shares of our common stock, we changed our corporate name to American Thorium, Inc. Articles of Amendment were filed with the State of Nevada on June 19, 2003, and Articles of Correction were filed on July 3, 2003 to correct an error in the original filing.
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On October 10, 2003, by unanimous consent of our board of directors and the majority written consent of the outstanding shares of our common stock, we changed our corporate name to Cementitious Materials, Inc. Also on October 10, 2003, our board unanimously approved a one share for four shares reverse stock split of our issued and outstanding shares of common stock, effective October 21, 2003. In connection with the reverse stock split, we decreased our authorized capitalization to 12.5 million shares. As a result of the reverse split, we had 500,042 shares of common stock outstanding.
On November 5, 2003, pursuant to unanimous approval of our board of directors, we entered into a Share Exchange Agreement whereby we acquired all of the issued and outstanding shares of Cementitious Material Technologies, Inc., a newly created Nevada corporation (hereinafter "CMTI"), in exchange for 4,947,000 shares (post-split) of our authorized, but previously unissued common stock, issued to CMTI shareholders. The Share Exchange Agreement also provided for the issuance of 4,553,000 shares (post-split)of authorized but previously unissued common stock to four individuals as consideration for services.
CMTI was created to accommodate the transactions contemplated by the Share Exchange Agreement. Following inception, CMTI acquired from Nextium Marketing, LLC, a Florida limited liability company, certain technologies and rights related to the production of light weight, architectural building materials premised on acquired proprietary technology, trade secrets, licenses, patent rights and other intellectual property. CMTI also acquired from an individual, United States Utility Patent Application serial number 60/510,309, entitled "Method of Mixing Reactionary Chemicals," filed October 8, 2003, and rights to any invention described and claimed therein.
It was our intent that following the acquisition of CMTI we would engage in the business of licensing, marketing and promoting new construction materials and their manufacturing, applications and requisite construction techniques based on the acquired technology. This technology could be used to manufacture advanced building materials.
However, shortly after the acquisition it was determined by the parties involved that it would be in the best interest of all concerned to rescind the acquisition. Accordingly, in April 2004, the parties to the Share Exchange Agreement finalized a Rescission Agreement whereby the Share Exchange Agreement and the acquisition of CMTI was rescinded and deemed null and void. Under the terms of the Rescission Agreement, the 4,947,000 shares of our common stock that were to be issued to CMTI shareholders were canceled and returned to the treasury. Also, 62,000 shares that were to be issued for services were also canceled and returned to the treasury. The balance of 4,491,000 shares issued for services remained outstanding.
As a result of the rescission of the acquisition, we are now conducting only limited business operations and are considered a development stage company. Presently, we are actively seeking potential operating businesses and business opportunities with the intent to acquire or merge with such businesses. Our principal purpose is to locate and consummate a merger or acquisition with a private entity.
Any target acquisition or merger candidate will become subject to the same reporting requirements as we have following consummation of any merger or acquisition. Thus, in the event we successfully complete the acquisition of or merger with an operating business entity, that business entity must provide audited financial statements for at least the two most recent fiscal years or, in the event the business entity has been in business for less than two years, audited financial statements will be required from the period of inception. This could limit our potential target business opportunities due to the fact that many private business opportunities either do not have audited financial statements, or are unable to produce audited statements without undo time and expense.
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Our principal executive offices are located at 19 East 200 South, Suite 1080, Salt Lake City, Utah 84111, and our telephone number is (801) 322-3401.
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