Investor Summary:

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The Company has identified such technologies from the North American market, and has carried out the necessary tests to prove out the efficacy of the process for its contemplated use in Turkey. MPAC’s approach to success in entering the Turkish market has been couched within a number of considerations, some of which can be identified to be as follows:

• identify a reputable local agent in Turkey through personal connections;
• through the agent initially, and then directly, develop and nurture a relationship with a reputable, local, strong company that has mobilized mid-sized local low-grade coal reserves;
• formulate a business plan that will bring forth economic benefits to both parties on a win-win basis; and
• deliver on its promises.

To ensure that the Company’s interests are well represented by MPAC’s representative in Turkey, the Company has included its local agent as a business partner. Instead of paying up-front fees, expenses and commissions as is customary in such situations, MPAC has factored in a negotiated 14% royalty interest in the venture for this agent. In this manner, the interests of the Company and that of the agent are synonymous. Such an arrangement has resulted in the Company being able to incorporate some very beneficial terms and conditions into the agreement (the “Agreement”) with a local Turkish coal mining company.

The agent receives no benefit unless the Company produces a bottom line from its Turkish operation.

The salient terms of the Definitive Agreement are :

• LOCATION – The coal mine (the “Coal Mine”) is located in Soma, outside of Izmir, in the western region of Turkey. The site is in close proximity to a number of cement factories and sugar production factories.
• SUPPLY OF COAL – The coal mine owner, at its sole cost, will provide sufficient raw coal to the Company in order to produce a minimum of 363,000 tonnes, subject to certain provisions, of Refined Coal annually from its proven reserves of approximately forty (40) million tons.
• COAL REFINING OPERATION – The Company will, at its sole cost, supply, install and operate at the Coal Mine a plant to produce the refined coal and deliver it in powder form (the “Refined Coal”).
• RENT FREE – During the term of the Agreement, the coal mine owner will provide, rent free, in accordance with the Company’s specifications, a serviced site (the “Site”) of a minimum of five acres on the Coal Mine for the Company to carry out its refining and briquetting operation.
• TERM – The term (the “Term”) of the Agreement is for forty years or until the coal at the Coal Mine is sufficiently exhausted or the grade of the remaining reserves at the Coal Mine prove, as determined by MPAC, to be uneconomic to produce the Refined Coal as contemplated in the Agreement.
• COAL MINE REMEDIATION – The coal mine owner will be solely responsible for any costs associated with the reclamation of the Site as required under any and all laws and regulations in Turkey.
• REMOVAL OF REFINED COAL AND WASTE – The coal mine owner shall be responsible for arranging for the removal of the Refined Coal and Waste (i.e. all by-products and waste material) resulting from MPAC’s operation.
• THE PROCESSING PRICE OF THE REFINED COAL – The coal mine owner will take delivery, subject to certain provisions, of a minimum of 30,250 tonnes per month of the Refined Coal from the Company, which totals an average aggregate annual minimum of 363,000 tonnes of the Refined Coal at a processing price which varies between USD$48/tonne and USD$60/tonne depending on the final KCal value of the refined coal. This processing fee arrangement is fixed for the first five years of the Term.
• METHOD OF PAYMENT – All payments shall be made monthly in US Dollars. The payments shall be secured by way of a promissory note (the “Promissory Note”) from the coal mine owner in favor of MPAC or its subsidiary in the amount of US$2,000,000.00 in a form and format acceptable to MPAC. The Promissory Note shall be further secured by way of a first mortgage on the Coal Mine. The Agreement further allows for the coal mine owner to substitute the Promissory Note with a confirmed, revolving, assignable, divisible letter of credit in the amount of not less than US$2,000,000.00 in favor of MPAC or its subsidiary, in a form and format reasonably acceptable to a bank of MPAC’s choice.

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