UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
__________________
Date of Report (Date of earliest event reported): May 9th , 2011
RAMOIL MANAGEMENT LTD.
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(Exact Name of Registrant as Specified in Charter)
WYOMING 033-12507-NY 13-3437732
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
6475 PACIFIC COAST HWY., SUITE 365, LONG BEACH, CA 90803
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(Address of principal executive offices)
Registrant's telephone number, including area code:
323-952-3754
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ X ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
RAMOIL MANAGEMENT, LTD.
ITEM 7.01 REGULATION FD DISCLOSURE.
On May 9th, 2011 we issued a letter to our shareholders updating shareholders on
the status of our company.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit No. Description
99.1 Letter to the Shareholders dated May 9th, 2011
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
By: Michael J. Goeree
/s/ Michael J. Goeree
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Chief Executive Officer
Dated: April 27, 2011
Exhibit 99.1
LETTER TO THE SHAREHOLDERS
Monday, May 9th, 2011
Dear Shareholders,
I would like to take this opportunity to bring you up to date on recent events
in regards to the advancement of our projects and also discuss events that have
impacted upon the public market for the securities of our company.
ENVIRO|TECH CAPITAL:
In a press release dated March 21st, 2011, Ramoil Management, Ltd. (RAMO)
announced its new business model and business direction. This is truly not a
"New" business model and direction but rather a return to its original business
model of its original incorporation in 1986 up to 2000 when the company operated
as American Corporate Investors, Inc. Under this business model, RAMO will be
changing its corporate name to Enviro|Tech Capital, Ltd. and have two (2) main
divisions and focuses which will be to develop niche, cutting edge technologies,
"Enviro|Tech Technologies" and to develop Green Alternative Energy Projects,
"Enviro|Tech Energy".
The thesis behind this business plan/model is that we strongly believe that
these two market segments or sectors are the true growth sectors of the coming
5-10 years and thus offer the most growth and financial opportunities to our
company and its shareholders.
ENVIRO|TECH TECHNOLOGIES:
On March 30th, 2011, RAMO announced its 1st Merger with "3D Vision, Inc.". The
reasoning behind this acquisition and partnership was that the absolute niche
technology behind 3D Vision is owned by 3D Vision and all patents have been
filed and are now pending. This opportunity cost us a total of 2 Million shares.
These shares will be slowly liquidated over an agreed to minimum 6 month
schedule as short term funding. The entire financing required over the coming 3
years by 3D Vision is about $5 Million. This financing will be raise outside the
market through more traditional financing sources such as private investment
funds, hedge funds and private individual investors. This process is already
well underway. The "Use of Proceeds" for said financing will be for sales and
marketing efforts as well as R&D and further, future product development. We
expect that by the end of Q3 or early Q4, 3D Vision will have already commenced
sales and leasing programs already released/disclosed on April 20th, 2011.
Dividend: We expect that as early as the end of Q2, the merger vehicle will have
been identified and purchased/contracted. Our goal is, with this completed, all
shareholders as of June 15th, 2011 will receive a pro-rata dividend of
stock/shares of and in the new 3D Vision, Inc. (public company).
ENVIRO|TECH ENERGY:
On April 30th, 2011, RAMO announced its 2nd Merger with "Groupe Concorde
Developments, Inc." (GCD). With this RAMO did not only gain a valuable merger
partner, but also a key new member of its Management Staff, as GCD's President
and CEO and a Board of Directors member, Alex Taranu. Alex joins us with 25
years of Investment Banking and Project Development experience. These are the
experiences and talents RAMO and GCD require to be successful and competitive
long into the future. GCD was acquired for 3 Million shares. These shares, like
with 3D Vision, are on a minimum 6 month agreed to liquidation schedule. All the
GCD projects, Wind, Solar, Waste to Energy and the Green Assisted Living
Facilities will be funded/financed through Government Subsidies, RIETs, Hedge
Funds and Private Investor Funds and Individuals as well. RAMO and GCD also
fully expect to be well into the financing contracts and funding and commencing
by the end of Q3 or early Q4. With funding contracts and development contracts
closed, GCD will immediately see beginning revenues from its projects.
Dividend: We expect that as early as the end of Q2, the merger vehicle will have
been identified and purchased/contracted. Our goal is, with this completed, all
shareholders as of July 15th, 2011 will receive a pro-rata dividend of
stock/shares of and in the new Groupe Concorde Developments, Inc. (public
company).
FUTURE MERGERS/ACQUISITION:
In the press release dated March 21st, 2011, RAMO announced that three (3)
merger candidates had already then been identified. To date, RAMO has only
released two of these merger groups. I can assure you that the third (3rd)
merger/acquisition candidate is all but closed. Presently, we have an LOI with
this group/project but are awaiting Government approvals to convert this LOI
into a binding MOU. I fully expect this to be completed within the coming two
(2) weeks and we will be announcing this acquisition at that time.
Upon completion of these first three opportunities, this foot print will be
followed into the future of Enviro|Tech Capital, Ltd. We hope to stay on course
to complete 2-4 merger/dividend deals every year going forward.
THE MARKET:
Over the past few months I have received many comments and inquiries as to
RAMO's stock structure and liquidation of shares by insiders. I would like to go
on record as saying that the 5 Million shares paid for the two above mentioned
opportunities, given their slow liquidation, is a great deal for RAMO and its
shareholders. I believe that the Pinksheet Market or OTC Market is and should be
about mutual company and shareholder value and opportunity, not one being an
opportunist over the other. Further, per this topic, let it be known that the
insiders, both Management and Directors alike, do not hold free trading stock in
RAMO, as we are taking a long term approach to RAMO through the holding of
restricted shares only.
To this end, there has been some strong selling in the market creating downward
pressures on our stock price and market value. After some research, it has come
to our attention that RAMO is oversold, due to or seemingly to, naked short
selling by about 1.5 Million to 1.75 Million shares. We are presently working to
resolve this issue but with the name change being filed within the coming week
to ten days, all shares will be called in the market due to a CUSIP change which
is required with this action. We expect that this will correct the short
positioning.
Finally, please expect that RAMO will soon be filling a new 15c2-11 statement
while we are working on our accounting/audits in efforts of achieving fully
reporting status by the end of this fiscal year, December 31st, 2011.
The Board of Directors would like to take this opportunity to thank you for your
patience and continued support, and looks forward to enhancing shareholder value
as we proceed.
Sincerely,
/s/ Michael J. Goeree
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Michael J. Goeree
Chairman & CEO
DISCLAIMER
The information provided in this letter is intended solely for the general
knowledge of our shareholders and does not constitute an offer or a solicitation
of an offer for the purchase or sale of any shares or other securities of
Lithium Exploration Group Inc. There are substantial risks associated with
investing in development stage exploration companies. Potential investors should
seek advice from a qualified financial dealer prior to investing in Lithium
Exploration Group Inc. No securities commission or similar authority has in any
way passed on any of the information contained in this letter.
FORWARD-LOOKING STATEMENTS
This letter contains "forward-looking statements", as that term is defined in
Section 27A of the United States Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Statements in this press release which are not
purely historical are forward-looking statements and include any statements
regarding beliefs, plans, expectations or intentions regarding the future. Such
forward-looking statements include, among other things, the development of our
property interest and any exploration or test results that we may obtain.
Actual results could differ from those projected in any forward-looking
statements due to numerous factors. In particular, estimating resources and
reserves involves inherent engineering uncertainties as well as inherent
uncertainties about the future fluctuations in the price of lithium, which can
cause estimates of economic reserves to be revised upwards or downwards. Other
factors affecting forward looking statements include, among others, the inherent
uncertainties associated with lithium exploration; legislative, environmental,
judicial, regulatory, political and competitive developments in areas in which
Lithium Exploration Group Inc. operates; and technological, mechanical and
operational difficulties encountered in connection with Lithium Exploration
Group Inc.'s activities. These forward-looking statements are made as of the
date indicated, and we assume no obligation to update the forward-looking
statements, or to update the reasons why actual results could differ from those
projected in the forward-looking statements. Although we believe that the
beliefs, plans, expectations and intentions contained in such statements are
reasonable, there can be no assurance that such beliefs, plans, expectations or
intentions will prove to be accurate. Potential investors should refer to the
risk factors disclosure outlined in our periodic and current reports filed from
time-to-time with the Securities and Exchange Commission
