UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Earliest Event Reported: May 10, 2007
TONGA CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
Colorado 000-50619 84-1069035
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(State or other jurisdiction of (Commission File (IRS Employer Identification
incorporation) Number) Number)
2600 S. Shore Blvd, Suite 100, League City, TX 77573
(Address of Principal Executive Offices) (Zip Code)
(281) 334-5161
Registrant's telephone number, including area code
(Former name or former address, if changed since last report)
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:
[ ] 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))
Section 5 - CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.02 - Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 10, 2007, the following individuals were appointed to the Board of
Directors of Tonga Capital Corporation ("the Company"), which is ten days after
the mailing of the 14f Notice.
BARENT W. CATER - President and Chief Executive Officer, (Director and Chairman
of the Board) - Age 53
Mr. Cater has been appointed the Chairman of the Board of Directors. Mr. Cater
is a retired Managing Partner with Accenture, which is now Accenture Ltd. (NYSE:
ACN), where he spent 24 years providing operational and technology consulting
services to some of the world's largest companies. During his career with
Accenture, he held numerous positions including most recently Founding General
Partner of Accenture Technology Ventures, were he was responsible for
Accenture's Supply Chain, B2B and Oil and Gas related venture investments. In
this capacity he evaluated investment opportunities, managed Accenture's
investments, participated on portfolio company boards, assisted in fund raising
activities and provided assistance to portfolio company management teams. Mr.
Cater was also Global Managing Partner Business Development, Managing Partner
Outsourcing Sales North America, and Managing Partner Capital Markets. Mr. Cater
also served as CEO of an Accenture affiliated company "Epvalue" which provided
outsourced procurement services for US and European companies. He was also
Accenture's lead in the formation of Avanade, a joint venture company created
with Microsoft focused on providing technology solutions for businesses. Mr.
Cater holds a BS in Economics and an MBA in Finance from Texas A&M University.
Mr. Cater is the brother of Mr. Stuart Cater, the Company's Chief Financial
Officer.
RICHARD C. CILENTO - Age 45
Mr. Cilento serves as a director of the Company. He is currently the President,
Chief Executive Officer and Founder of FuelQuest, Inc. FuelQuest provides
on-demand supply chain management and tax automation software and services for
suppliers, distributors, fuel buyers, and traders in Global Downstream Energy.
Mr. Cilento brought a broad scope of experience in technology, operations and
business development to his role as President and Chief Executive Officer of
FuelQuest. He is a co-founder of The Bollard Group, which provides investment
banking services to petroleum distribution companies and other high-growth
business ventures. Prior to co-founding The Bollard Group, he held
senior-management positions with several technology firms, including Xerox Corp,
where he served as Vice President of Strategic Services. Prior to that, he was
the Vice President of Corporate Services for XLConnect Solutions, where he
served as the lead technologist for advanced systems and managed the
organization through its Initial Public Offering and its eventual merger with
Xerox, forming Xerox Connect Solutions. Mr. Cilento began his career at NASA,
where he and his team were responsible for redesigning NASA's Mission Control
Center and implementing NASA's Software Management Plan. He holds a BS degree in
Aeronautical and Astronomical Engineering from the University of Illinois, an
MBA at the University of Houston and serves on the advisory boards for several
internet-based companies.
RICHARD A. ROBERT, CPA - Age 41
Mr. Robert serves as a director of the Company. He is a financial executive with
expertise in acquisitions, divestitures, economic analysis, capital formation
via debt and equity markets, and financial risk management. Through the course
of his career, he has dealt extensively with Wall Street analysts, investment
bankers, and commercial bankers. He is currently the Executive Vice-President
and Chief Financial Officer of Vanguard Natural Resources, LLC, which is a
natural gas and oil production company focused on the development and
exploitation of mature long-lived natural gas and oil reserves in the
Appalachian basin. In addition, he is the current co-owner and co-founder of
Cova Hand-Selected Wines, Custom Living Properties, LP and Lifewear Products,
LP. He served as the Interim Chief Financial Officer of Massey Energy Company, a
coal company in the United States. Mr. Robert was the Vice-President of Finance
of Enbridge US, Inc. ("Enbridge") after Enbridge's acquisition of Midcoast
Energy Resources, Inc ("Midcoast"). Enbridge is an energy company based in
Calgary, Alberta. Mr. Robert served as the Chief Financial Officer and Treasurer
of Midcoast. Midcoast was a growth-oriented energy company engaged in the
transportation, gathering, processing, and marketing of natural gas and other
petroleum products. He was involved in the merger by and between Midcoast and
Enbridge. Mr. Robert began his career with Arthur Andersen, LLP as an energy
auditor. He holds a BBA from Southwest Texas State University with a
Concentration in Accounting.
JACKSON L. WILSON, JR. - Age 59
Mr. Wilson serves as a director of the Company. From 1975 through August 2004,
when he retired, Mr. Wilson served in various roles at Accenture Ltd. including
Managing Partner - Accenture Technology Ventures, Corporate Development Officer
and, most recently, Chief Executive Officer - Business Process Outsourcing. Mr.
Wilson has served as a director and Audit Committee Chairman of i2 Technologies
Inc. since April 2005, as a director of Seraph Group since June 2005 and as a
director of Garrison Enterprises since May 2007. Mr. Wilson formerly served on
several public company boards, including Accenture LTD, Security First and
SeeBeyond Technologies and numerous private company boards.
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.
TONGA CAPITAL CORPORATION
By: /s/ Barent W. Cater
Barent W. Cater, President and
Chief Executive Officer
Date: June 13, 2007