Activist Shareholders (Equity Claimants) have acquired a secret document from the United States Securities Exchange Commission (SEC).  This document is 105 pages of details on “backroom deals” that’s Campbell (MSV Resources) Management made without disclosure to Shareholders and probably without disclosure to Creditors.



(click here to load in Adobe Acrobat or other PDF Reader)


Page 1, showing date and participants (Nuinsco is mentioned later):


Signatories to the secret document


This secret document shows MSV Resources Insiders agreeing that the former assets of MSV Resources have a value of $62 million dollars, based on the gold prices that we saw in 2007.

Page 76 [using the page numbers in Abobe Acrobat]:

All parties agree to a $62 million valuation (price) on the assets owned by MSV Resources.  The 2007 gold price is used in the valuation.


Asset Valuation $62 million


And here is another excerpt from the secret agreement.   This excerpt also named the $62 million price (valuation) for Canadian Federal Tax purposes.  It looks like it was already predicted (as early as April 2007) that Matco would be converting the debenture that they purchased 7 months later.  That’s a whole different topic.

Page 19 [using the page numbers in Abobe Acrobat]:

Matco Tax attribution (also $61 million).jpg

This all happened while the Raymond Chabot firm was responsible for preserving the assets as Court monitor for the CCAA process (the MSV Resources subsidiary was still under CCAA).  


With this evidence, we can assert that Nuinsco Resources, with Rene Galipeau as the CEO of Nuinsco at the time, was fully aware of this asset valuation.  Nuinsco was part of the agreements!

Page 33 [using the page numbers in Abobe Acrobat]:

Nuinsco Pledges their Shares


Nuinsco was apparently so eager (happy) to put these deals together, that Nuinsco “pledged up” their 46 million common shares in Campbell.  We think that means that they just basically threw away their CCH shares.  Maybe they knew the shares would be worthless 18 months later.  (What was Nuinsco telling their own shareholders about Campbell?)  Campbell/MSV Management would not be doing anything with Nuinsco’s 46 million CCH shares without the full agreement of Nuinsco, which wound lead to the broader knowledge that we allege. 

How could they know that?   Nuinsco was also running ground operations at Campbell’s mines (via the Nuinsco / Campbell Operational Consulting agreement).  [Hypothesis] All Nuinsco had to do was make sure that the Campbell mines performed below target, and then Campbell would financially collapse.  That would probably lead to a Campbell / MSV Receivership and the chance to bid on the assets at a price far less than (we allege) Nuinsco knew they were worth.

That’s all just a side allegation at this in this commentary.  The important thing here is that we believe that Nuinsco and Rene Galipeau had to know what was going on here (know about this agreement) because Nuinsco is directly mentioned on page 33.  And Rene Galipeau and Warren Holmes (the top two executives at Nuinsco) sat on the Campbell Resources / MSV Resources Board of Directors at the time these agreements were carted and signed.

Here is a theory from the Equity Claimants to consider:  Nuisance sacrificed their CCH shares because they knew that something far better waited for them in the end.  If they are bidding $12 million (a guess) on Monday June 21st, for assets that are now worth in the hundreds of millions, then yes, you could assume that they know all along that something bigger and better was waiting of them.

So we hear that Rene Galipeau's name is on the Nuinsco Motion that will be decided before the Québec Superior Court on June 21 and June 22, 2010.

Has Monsieur Galipeau told the other Creditors bad Shareholders that he knew all along that these assets were recently valued at $62 million, and that they are problay now worth in the hundreds of millions of dollars, because the gold price has gone up about $500 an ounce?

Will the low bid by Nuinsco be accepted by the Court, when there is this evidence that suggests that Nuinsco knows so much more than they are revealing? 

Campbell’s Shareholders have a clear financial stake here.  If there is an Improvident Realization that is being planned here, Equity Claimants (shareholders) will suffer financial damages, because they are entitled to any funds left over after Creditors are paid.  And the dollar amount of the difference here could easily be over $100 million. 

PricewaterhouseCoopers (PwC) needs to get moving with some fresh “due diligence”.  And Creditors should prepare to challenge Monsieur Galipeau on the witness stand about this new information.