Cotton & Western Mining Inc. (CWRN)

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It also clearly states,
The sole revenue generating asset of CWRN (Pinksheets: CWRN) consists of a wholly owned foreign (Mexican) operating Subsidiary, Panamerican Minerals Ventures S.A. de C.V.(PMV), Due to a severe lack of Operating Capital, PMV was forced to cease mining operations in October of 2012, and had amassed unpaid debts in excess of $2.0 Million USD. Furthermore, PMV is a Defendant in various legal proceedings in Mexico, the loss of any of which would force PMV to declare bankruptcy. In all, PMV required on the order of $5.0 Million USD in financing in order to allow it to resume operations. As CWRN was/ is unable to provide this financing, and in order to preserve any value for CWRN`s Shareholders, the Board believed it had to act immediately.

After careful consideration of all the options open to it, the Board of CWRN has adopted a Plan of Reorganization under which it spins off, pro rata to shareholders, a newly formed subsidiary, Kiliwa Mining Group, US, Inc. (KMG) which will hold the stock of the Mexican subsidiary mining Company Panamerican Minerals S.A. de C.V.

Read more at http://www.stockhouse.com/news/press-releases/2013/05/28/cotton-western-mining-inc-announces-effective-may-23-2013-that-the-board-and#PI27Ogk8c3CI0A11.99