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Mongolia Growth Group Announces Corporate Re-Alignment

Posted on 12/15/14 in Press Releases

TORONTO, CANADA, December 15, 2014 /FSC/ ‐ Mongolia Growth Group Ltd.

Mongolia Growth Group Ltd. (YAK ‐ TSXV and MNGGF – USA) (“MGG”) or (“the Company”) a commercial real estate investment and development company participating in the dynamic growth of the Mongolian economy announces a corporate re-alignment in order to dramatically reduce costs in-line with current Mongolian economic realities.

As part of this re-alignment, the Company will shift its board of directors (“Board”) towards individuals who spend substantial time in Mongolia or have extensive experience with smaller Canadian public companies.

The following people have been added to the Board; Jim Dwyer, Brad Farquhar, Nick Cousyn and Robert Scott (see bios below). Bill Fleckenstein, Paul Sweeney, John Shaw, Jordan Calonego and Paul Byrne have agreed to resign from the Board in order to make room for the incoming board members and reduce the board size to six members. Byambaa Losolsuren will remain in her existing position as a board member.

To save substantial costs and in parallel with this re-alignment, unfortunately we will need to discontinue the employment of the current CEO, Paul Byrne, who will now remain as an advisor to the Company. He will be replaced as Chief Executive Officer by Harris Kupperman, the founding CEO and largest shareholder of MGG. Mr. Kupperman has agreed to resume his former executive role for zero cash compensation during 2015.

“Given the deteriorating economic situation in Mongolia, the time has come to dramatically reduce costs while still positioning the Company for future growth,” said Harris Kupperman, Chairman and CEO of MGG. “Starting with the changes announced today along with the steps that will be taken over the next few months, I aim to reduce the Company’s cost structure, so that MGG is in a position to thrive regardless of the economic situation in Mongolia.”

“I want to thank Bill, John, Jordan and Paul for their years of service as we grew MGG from a startup, into an industry leading commercial property group. In addition, I want to thank Paul Byrne for his work in Mongolia. This has been a difficult decision to make, but the previous path was not viable in light of the current economic situation in Mongolia.”

New Board Member Bios

Jim Dwyer was a New York-based investment banker specializing in mergers and acquisitions for 30 years and completed over 100 M&A transactions. In addition, he founded and managed M&A departments for two major investment banking firms: Shearson Loeb Rhoades and UBS-North America. Mr. Dwyer was Head of cross-border M&A for UBS, focused on European markets. Mr. Dwyer was also an M&A investment banker with Kidder Peabody, where he was deputy head of M&A for the first 4 years of the firm’s organized M&A practice, and at Donaldson, Lufkin & Jenrette, where he was one of 4 Senior VP’s in investment banking.
Mr. Dwyer first visited Mongolia in 2001 to represent the Government of Mongolia as lead investment banker for the privatization of its largest bank, Trade & Development Bank, which was sold to a US metals trading entity. Thereafter, he served as lead investment banker for the privatization of the largest Government-owned retail bank, Khan Bank, which was sold to a Japanese brokerage entity.
From 2003 to 2007, Mr. Dwyer was COO of the Mongolian branch of the North America-Mongolia Business Council. He co-founded the Business Council of Mongolia (BCM) and was appointed Executive Director upon its formation, in September 2007. BCM is a Mongolian non-government organization (NGO) and a leading advocacy effort representing over 250 business stakeholders in Mongolia, including foreign and Mongolian corporations.
Mr. Dwyer received his MBA from Columbia Graduate School of Business (Columbia University). He received a BBA in Accounting & English from the University of Notre Dame and qualified as a certified public accountant (CPA) with Touche Ross, a firm that is now part of Deloitte. Mr. Dwyer also serves as Chairman & President of Mongolia Education Foundation; and Chairman of Mongoljin Private Capital Limited, the Sponsor of the Mongolia Development Finance Fund.

Brad Farquhar co-founded Input Capital (TSXV: INP), an agricultural royalty and streaming company with a market cap of approximately $165 million and serves as a Director, Executive Vice-President and Chief Financial Officer to the Company. He also serves in a similar capacity at Assiniboia Capital Corp., which manages Assiniboia Farmland Holdings LP, a 125,000 acre portfolio of Saskatchewan farmland, on behalf of the Canada Pension Plan Investment Board (CPPIB). In addition, Mr. Farquhar is President of Nomad Capital Corp., which manages an investment partnership that invests in Mongolian public companies, including MGG.

Mr. Farquhar is a trained financial planner and has completed the Canadian Securities Course of the Canadian Securities Institute. He received a Master of Public Administration degree in Electoral Governance from Griffith University in Australia, studied political science at Carleton University, and completed a Bachelor of Arts in Liberal Arts at Providence College. He has been engaged as an international consultant on matters related to the conduct of elections in Central Asia, the Middle East, and the Caribbean. He has also been a part-time faculty member in the Department of Political Science at the University of Regina. Mr. Farquhar previously served as Executive Director of the Saskatchewan Party and Executive Assistant to the Leader of the Opposition.

Mr. Farquhar is a Director of Greenfield Carbon Offsetters Inc., a start-up involved in the creation of carbon credits, on the advisory board of AgFunder.com and Chair of the board of directors of SIM Canada. He is a former director of the International Centre for Human Rights and Democratic Development and the Regina & District Chamber of Commerce.

Nick Cousyn is a Capital Markets’ professional with 15 years of alternatives and traditional industry experience. Before moving to Mongolia, Mr. Cousyn was a licensed securities professional in the US with extensive experience in relationship management and trading which spanned equities, fixed income, derivatives and distressed debt. While based in the US, some of the firms he worked for included Deutsche Bank, Banque Populaire, Wells Fargo and First Horizon National Bank.
Since 2012, Mr. Cousyn has served as Chief Operating Officer and head of research for BDSec (MO:BDS), Mongolia’s largest broker and investment bank. He draws on his strong background in research and investment banking to provide macro and microeconomic information to his clients, which include several of the world’s largest institutional investors. Mr. Cousyn also serves as Co-Chair of the Business Council of Mongolia Capital Market Working Group and is a Senior Council Member and guest lecturer at Mongolia’s Institute for Finance and Economics. Mr. Cousyn holds a BA in Economics from the University of California at Riverside.

Robert Scott, CA, CFA brings more than 20 years of professional experience in corporate finance, accounting and merchant and commercial banking. Mr. Scott earned his CFA in 2001, his CA designation in 1998 and has a B.Sc. from the University of British Columbia. He is a Founder and President of Corex Management Inc., a private company providing accounting, administration, and corporate compliance services to privately held and publicly traded companies. He has served on the management teams and boards of numerous Canadian resource companies with a strong track record of cost effectively running operations. Mr. Scott has also listed several companies on the TSX-V gaining extensive IPO, RTO, regulatory and reporting experience.

Mr. Scott is currently the CFO of Riverside Resources (TSXV: RRI) and on the board of Entourage Metals (TSXV: EMT). During his tenure with Riverside Resources, Mr. Scott has been instrumental in negotiating strategic alliance deals with major metal producers, which have generated close to $20 million in partner funded exploration. In addition, Mr. Scott is a co-founder and director of privately held, Pan American Hydro Corporation, a developer of small hydro projects in Latin America.

For more information about Mongolia Growth Group, please visit the Company’s website at www.MongoliaGrowthGroup.com
Mongolia Growth Group Ltd. is a publicly traded and leading property investment and development company in Ulaanbaatar, Mongolia. MGG owns an extensive property portfolio in diversified segments of the property market, with an emphasis on institutional-grade commercial assets.

MGG undertakes its own property acquisitions, develops brownfield land assets and repositions outdated properties, relying on in-house services for all facets of both the investment portfolio and development side of the business. In addition, MGG acts as a full-service third-party provider for institutional clients and tailors transactions covering acquisition-to-suit, build-to-suit, as well as refurbish-to-suit, for property owners and major tenants.


Forward-looking Information and Statements

Information and statements contained in this news release that are not historical facts are “forward-looking information” within the meaning of applicable Canadian securities legislation and involve risks and uncertainties. Forward-looking information and statements contained in this news release include information with respect to our intention to move forward into the construction of international standard properties in Mongolia.

Forward-looking information is necessarily based upon a number of assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties and contingencies. MGG cautions the reader that such forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from those expressed or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to: risks associated with investment in and development of real property in Mongolia; competition, financing and refinancing risks; risks related to economic conditions; risks related to regulation of the real estate business in Mongolia; political risk in Mongolia; changes in Mongolian taxation rules; reliance on key personnel; environmental matters; tenant risks; and other risk factors more particularly described in in MGG’s filings with Canadian securities regulators, which filings are available at www.sedar.com. Additional risks and uncertainties not presently known to MGG or that MGG currently believes to be less significant may also adversely affect MGG. Forward-looking information is designed to help you understand management’s current views of our near and longer term prospects, and it may not be appropriate for other purposes. MGG does not undertake any obligation to update or revise forward-looking information, whether as a result of new information, future events or otherwise, except to the extent legally required.

The TSXV has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.