Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
CEO Bio;
Neil Kleinman
Mr. Neil Kleinman is Chief Executive Officer, President, Treasurer, Secretary, Director of Silverstar Mining Corp. Neil Kleinman has been in the financial industry for more than 19 years. Currently he works with the investment banking team of Cresta Capital Strategies, LLC. Mr. Kleinman joined Cresta Capital in 2010. Prior to joining Cresta, from November 2009 to March 2010. Mr. Kleinman served as Executive Vice President and Treasurer of Interfor, Inc. Interfor specializes in investigations for corporations, law firms and financial institutions. From June 2009 through November 2009 he served as Head of Investment Banking for Adams & Peck LLC in Greenwich, Connecticut and Advisor to their Genesis Merchant Partners LP Fund. From December 2007 through June 2009, he ran a boutique advisory firm, Rosepost Advisors, providing corporate finance solutions for middle market growth companies, From September 2003 to November 2007, Neil was Director of Business Development for the Laurus Funds where he originated, processed, structured and closed transactions. Prior to Laurus, Neil was with Bloomberg, LP where he covered the Chicago territory with a diverse community of investment professionals to maximize returns using the Bloomberg Professional Service. Prior to this, he served as a Registered Representative and Principal for boutique and wire house firms for 10 years. Mr. Kleinman graduated from the Pennsylvania State University with his Bachelor of Science in Accounting. He currently holds his FINRA Series 7, Series 63 and Series 79 licenses.
Got some cheaps
Golden Minerals and ECU Silver Announce Closing of Business Combination
Font size: A | A | A
5:41 PM ET 9/2/11 | Marketwire
Golden Minerals Company (NYSE Amex: AUMN) (TSX: AUM) ("Golden Minerals") and ECU Silver Mining Inc. ("ECU") are pleased to announce the closing of their previously disclosed business combination by way of a court-approved plan of arrangement under the Business Corporations Act (Quebec) (the "Arrangement").
Following the issuance on August 31, 2011 of a final order of the Superior Court of Quebec approving the Arrangement, Golden Minerals and ECU today filed Articles of Arrangement to give effect to the Arrangement.
At closing, each ECU common share was exchanged for the right to receive 0.05 of a share of Golden Minerals common stock and $0.000394 in cash, and ECU became a wholly-owned subsidiary of Golden Minerals. In addition, new Golden Minerals options to purchase Golden Minerals common stock will be exchanged for all outstanding ECU options to purchase ECU common shares, and new Golden Minerals warrants to purchase Golden Minerals common stock will be exchanged for all outstanding ECU warrants to purchase ECU common shares. Former holders of ECU common shares and warrants can obtain replacement shares of Golden Minerals common stock and cash, or replacement Golden Minerals warrants, as applicable, by submitting the applicable letters of transmittal and the appropriate documents prescribed thereby to the depositary for the Arrangement, Computershare Investor Services Inc. The forms of the letters of transmittal are available under ECU's profile on the SEDAR website (www.sedar.com). Former holders of ECU options will receive replacement options directly from Golden Minerals.
The Golden Minerals common stock issued to former ECU shareholders in connection with the Arrangement is expected to begin trading on the NYSE Amex and the Toronto Stock Exchange ("TSX") on or about Tuesday, September 6, 2011. The Golden Minerals replacement warrants expiring on February 20, 2014 issued in connection with the Arrangement to former holders of ECU Warrants expiring on February 20, 2014 are expected to begin trading on the TSX on or about Wednesday, September 7, 2011. ECU's common shares and warrants will be delisted from the TSX.
Michael Mason, formerly on the Board of Directors of ECU Silver, has joined the board of Golden Minerals in connection with the Arrangement. Mr. Mason, who has more than 35 years experience in the minerals industry, is currently a director and President of MBMI Resources Inc., a nickel development company, and a director of Euromax Resources Ltd and Geovic Ltd. Steve Altmann, the former President of ECU who was expected to serve as President of Golden Minerals, has declined that position for personal reasons. Mr. Altmann has agreed to serve as a consultant to Golden Minerals for the remainder of 2011 in connection with transition and investor relations matters.
The Combined Company
The combination of Golden Minerals and ECU creates a company with a solid project pipeline, including the production and ramp-up stage Velardena District project in Mexico, the evaluation stage El Quevar project in Argentina, the advanced exploration stage Zacatecas project in Mexico, two drill testing projects, one each in Peru and Argentina, and more than 40 reconnaissance/target delineation projects in Latin America.
The Velardena District is comprised of two operating mines, with a 500 tonne per day oxide plant and a 300 tonne per day sulfide plant. An NI 43-101 Technical Report by Micon International for the Velardena District dated January 20, 2009, demonstrated a measured and indicated resource of 3.9 million tonnes containing approximately 16 million ounces of silver, 26 million pounds of lead and 37 million pounds of zinc, and an inferred resource of an additional 26.5 million tonnes, containing approximately 135 million ounces of silver, 2 million ounces of gold, and 1 billion pounds each of lead and zinc. Golden Minerals expects to complete a new resource estimate for the Velardena District in the fourth quarter of 2011.
Golden Minerals expects production at Velardena to decline during the fourth quarter of 2011 while it completes additional mine development work designed to decrease dilution and improve the ore grade being sent to the mill. Golden Minerals anticipates that production will begin to increase in the first part of 2012, with Velardena expected to begin generating positive cash flow during the third quarter of 2012, based on current metals prices. Golden Minerals is forecasting production for the fourth quarter of 2011 and 2012, as shown in the following table:
View data
Q2 2011 Q4 2011 Q1 2012 Q2 2012 Q3 2012 Q4 2012 (ECU Actual) Production (payable metals) Gold (oz) 1,653 1,000 1,600 2,500 3,800 4,300 Silver (oz) 86,591 41,700 72,500 119,500 184,700 214,300 Lead (lbs) 106,909 22,800 38,200 59,200 87,300 100,500 Zinc (lbs) 172,848 51,000 85,100 131,400 193,400 222,500
Expenditures at Velardena for the advancement of feasibility work and for mine development and equipment are expected to total approximately $10 million through the end of 2011.
Golden Minerals plans to move forward with the evaluation of a new sulfide plant for Velardena, which is expected to take at least three years for engineering, construction and ramp-up. The proposed 2,000 tonne per day plant would have an estimated annual production of approximately 4 million of ounces of silver, 80,000 ounces of gold, and 10 million pounds each of zinc and lead. Metallurgical studies are currently underway. Golden Minerals expects to complete a Preliminary Economic Assessment during the second quarter of 2012.
Cautionary Note to U.S. Investors concerning Estimates of Indicated and Inferred Resources
This press release uses the terms "indicated resources" and "inferred resources" which are defined in, and required to be disclosed by, NI 43-101. We advise U.S. investors that these terms are not recognized by the United States Securities and Exchange Commission (the "SEC"). The estimation of indicated resources involves greater uncertainty as to their existence and economic feasibility than the estimation of proven and probable reserves. U.S. investors are cautioned not to assume that indicated mineral resources will be converted into reserves. The estimation of inferred resources involves far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources. U.S. investors are cautioned not to assume that estimates of inferred mineral resources exist, are economically minable, or will be upgraded into measured or indicated mineral resources. Disclosure of "contained ounces" in a resource is permitted disclosure under Canadian regulations, however the SEC normally only permits issuers to report mineralization that does not constitute "reserves" by SEC standards as in place tonnage and grade without reference to unit measures. Accordingly, the information contained in this press release may not be comparable to similar information made public by U.S. companies that are not subject NI 43-101.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the United States Securities Act of 1933 and Section 21E of the United States Securities Exchange Act of 1934 and applicable Canadian securities laws, including statements regarding the trading of Golden Minerals common stock and warrants issued upon consummation of the Arrangement, the delisting of ECU's shares and warrants from the TSX, increases or decreases in production and cash flow at the Velardena project, the timing and amount of expenditures at the Velardena project, the timing, scope and anticipated production from a new sulfide plan at the Velardena project, and the timing of a Preliminary Economic Assessment. These statements are subject to risks and uncertainties, including fluctuations in the price of silver and other metals, increases in cash operating costs, problems or delays in engineering, construction or startup of the anticipated sulfide plant and unexpected variations in ore grade and metallurgy. The forward-looking statements and information contained in this press release are made as of the date hereof and Golden Minerals undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless expressly required by applicable securities laws. Additional risks relating to Golden Minerals may be found in the periodic and current reports filed with the Securities Exchange Commission by Golden Minerals, including its Annual Report on Form 10-K for the year ended December 31, 2010.
The Toronto Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this press release.
SOURCE: Golden Minerals Company
Someone wanted out. Same fella I imagine that's been dancing all over the ask the last week with 25K shares. Good riddens, lol.
53K to the ask today.
Giddy Up SLVM
30K ask hit, .023s up.
IBox updated
Form Type Form Description Pages Date View
10-Q Quarterly report which provides a continuing view of a company's financial position 27 08/19/2011
[Show in Browser (27 pages)] [Download Document (640.0 KB)] [Download PDF (640.0 KB)]
NT 10-Q Notification that form type 10-Q will be submitted late 2 08/15/2011
[Show in Browser (2 pages)] [Download Document (22.0 KB)] [Download PDF (22.0 KB)]
8-K Report of unscheduled material events or corporate changes. 19 05/25/2011
[Show in Browser (19 pages)] [Download Document (280.5 KB)] [Download PDF (280.5 KB)]
10-Q Quarterly report which provides a continuing view of a company's financial position 36 05/16/2011
[Show in Browser (36 pages)] [Download Document (591.8 KB)] [Download PDF (591.8 KB)]
10-Q Quarterly report which provides a continuing view of a company's financial position 22 02/16/2011
[Show in Browser (22 pages)] [Download Document (854.7 KB)] [Download PDF (854.7 KB)]
NT 10-Q Notification that form type 10-Q will be submitted late 2 02/14/2011
[Show in Browser (2 pages)] [Download Document (22.5 KB)] [Download PDF (22.5 KB)]
10-K/A Amendment to a previously filed 10-K 33 01/27/2011
[Show in Browser (33 pages)] [Download Document (759.7 KB)] [Download PDF (759.7 KB)]
10-K Annual report which provides a comprehensive overview of the company for the past year 21 01/13/2011
[Show in Browser (21 pages)] [Download Document (436.8 KB)] [Download PDF (436.8 KB)]
NT 10-K Notification that form 10-K will be submitted late 2 12/28/2010
[Show in Browser (2 pages)] [Download Document (23.3 KB)] [Download PDF (23.3 KB)]
8-K Report of unscheduled material events or corporate changes. 2 10/25/2010
[Show in Browser (2 pages)] [Download Document (26.4 KB)] [Download PDF (26.4 KB)]
10-Q Quarterly report which provides a continuing view of a company's financial position 39 09/15/2010
[Show in Browser (39 pages)] [Download Document (368.8 KB)] [Download PDF (368.8 KB)]
NT 10-Q Notification that form type 10-Q will be submitted late 2 08/17/2010
[Show in Browser (2 pages)] [Download Document (9.9 KB)] [Download PDF (9.9 KB)]
10-Q Quarterly report which provides a continuing view of a company's financial position 33 05/17/2010
[Show in Browser (33 pages)] [Download Document (710.8 KB)] [Download PDF (710.8 KB)]
10-Q Quarterly report which provides a continuing view of a company's financial position 36 02/16/2010
[Show in Browser (36 pages)] [Download Document (647.3 KB)] [Download PDF (647.3 KB)]
5 Annual statement of changes in beneficial ownership of securities 1 02/09/2010
[Show in Browser (1 pages)] [Download Document (7.2 KB)] [Download PDF (7.2 KB)]
<<
<
1234
>
>>
Knobias Headlines
Company Profile
Address
Daily List
Monthly Share Volume
Man, they have a bunch of claims. This will be a good one. OS still at 42 mil.
Form 10-Q for SILVERSTAR MINING CORP.
19-Aug-2011
Quarterly Report
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors", that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.
Our unaudited consolidated financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our consolidated financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report, particularly in the section entitled "Risk Factors".
In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars. All references to "common shares" refer to the common shares in our capital stock.
As used in this quarterly report and unless otherwise indicated, the terms "we", "us", "our", "Company", and "Silverstar" mean Silverstar Mining Corp., a Nevada corporation, unless otherwise indicated and the term "Silverdale" means Silverdale Mining Corp., our wholly owned subsidiary.
Corporate History
We were incorporated under the laws of the State of Nevada on December 5, 2003 under the name "Computer Maid, Inc.". On February 13, 2006, we changed our name from "Computer Maid, Inc." to "Rose Explorations Inc.".
In February 2006, we acquired the Rose Prospect Lode Mining Claim in Clark County Nevada and in June 2006, we staked the Rose Prospect II Lode Mining Claim adjacent to the west of the Rose Lode Claim to cover other indicated mineralized zones observed in that area. From February 2006, we have been an exploration stage company engaged in the exploration of mineral properties.
Effective March 4, 2008, we completed a merger with our subsidiary, Silverstar Mining Corp., a Nevada corporation. As a result, we changed our name from "Rose Explorations Inc." to "Silverstar Mining Corp." We changed the name of our company to better reflect the direction and business of our company.
In addition, effective March 4, 2008 we effected a three (3) for one (1) forward stock split of our authorized and issued and outstanding common stock. As a result, our authorized capital increased from 75,000,000 shares of common stock with a par value of $0.001 to 225,000,000 shares of common stock with a par value of $0.001.
On March 31, 2008, we entered into a joint venture agreement with New Jersey Mining Co. to acquire a 50% interest in the Silver Strand silver mine located in the Coeur d'Alene Mining District. We were unable to close the joint venture agreement as expected before September 30, 2008. The Company is in default under the terms of the option agreement, and does not have any short term prospects for raising the funds needed to complete these projects and has written off its deferred mineral property costs related to the project.
Under the terms of the joint venture agreement, we have agreed to share equally in the production and further development and exploration of the property.
On June 13, 2008, we entered into a share exchange agreement with Silverdale Mining Corp., a Nevada corporation, and the shareholders of Silverdale Mining Corp. The closing of the transactions contemplated in the share exchange agreement and the acquisition of all of the issued and outstanding common stock in the capital of Silverdale Mining Corp. occurred on July 24, 2008. In accordance with the closing of the share exchange agreement, we issued 4,334,000 shares of our common stock to the former shareholders of Silverdale Mining Corp. in exchange for the acquisition, by our company, of all of the 4,334,000 issued and outstanding shares of Silverdale Mining Corp. Silverdale Mining Corp. is now a wholly owned subsidiary of our company.
On September 8, 2008, we entered into a letter of intent with Gold Canyon Partners, LLP pursuant to which we have agreed to purchase a 100% interest in a mining property commonly known as the Cobalt Canyon Gold Project, in the Chief District, located in Lincoln County, Nevada. The acquisition contemplated by the letter of intent is subject to the fulfillment of certain conditions precedent, due diligence and the negotiation of a definitive agreement. We have chosen not to complete the agreement and have forfeited the $15,000 initial payment.
On September 30, 2008, we entered into a share cancellation/return to treasury agreement with Greg Cowan, a former director and officer of our company. Pursuant to the agreement, Mr. Cowan agreed to the return and cancellation of 15,000,000 shares of our common stock that were held by him. We did not provide Mr. Cowan with any compensation for such cancellation.
Effective June 2, 2009, we entered into a share cancellation/return to treasury agreement with Jim MacKenzie wherein he agreed to the cancellation and return to treasury of 850,000 shares of our common stock. Subsequent to the stock cancellation, Mr. MacKenzie will hold 150,000 shares of our common stock.
On June 2, 2009, Mr. Greg Cowan, a former president, chief executive officer, secretary, treasurer and director of our company, transferred 5,000,000 restricted shares of our common stock to Mr. Lawrence Siccia, our current president, chief executive officer and director. Mr. Siccia purchased the shares from personal funds in the amount of $500.
In October 2010, Mr. Lawrence Siccia, a former president, chief executive officer, secretary, treasurer and director of our company, transferred 5,000,000 restricted shares of our common stock to Mr. Neil Kleinman, our current president, chief executive officer and director. Mr. Kleinman purchased the shares from personal funds in the amount of $2,500.
On May 16, 2011 our recently formed, wholly owned subsidiary, Silverstar Mining Canada, Inc., ("SMCI") acquired three mining claims encompassing approximately 1,006 hectares in British Columbia, Canada. In consideration for the transfer of the mining claims, we paid the transferor $10,000 and will issue the transferor two million shares of our common stock.
The mineral claims are located in the Caribou Mining District in east-central British Columbia, Canada.
[Missing Graphic Reference]
[Missing Graphic Reference]
Property Location and Access
There is a growing infrastructure in the region as more of its resources are being exploited by various sized peers and competitors in the area.
The SMCI mineral tenures are located within 65 km northeast of Quesnel, British Columbia, in an area that in part has been logged and re-planted. Access is by forestry road to the vicinity of the Willow River: the tenures lie both east and west of that river. The bridge across Willow River is located approximately 1250 metres upstream from the south boundary and a logging branch road follows the east side of Willow River. The total area is 1006 hectares.
We have not conducted any feasibility studies on the mining claims. However, contiguous and other properties in the immediate vicinity indicate deposits of gold, silver and copper.
In order to determine the commercial viability of the mining claims and commence operations, a team of professionals is to be assembled to obtain further detail of potential yield. Independent consultants estimate that a work program should be done on its major fault structure and could be implemented for up to $150,000. Initial work would be studying historical information on the area, the trend line and sampling. The sampling analysis will direct management on subsequent investment of resources. The sampling program can be achieved with a projected investment of $25,000 up to $75,000 depending on the success of early stage sampling and the amount of samples ultimately taken and evaluated. A drilling program is estimated to cost roughly $500,000.
Employees
Neil Kleinman serves as our sole officer, director and employee. We presently conduct our business through agreements with consultants and arms-length third parties.
Results of Operations for the Three and Nine Months ended June 30, 2011 We have not generated any revenue since inception and are dependent upon obtaining financing to pursue our business activities. For these reasons, our auditors believe that there is substantial doubt that we will be able to continue as a going concern.
Until we can identify an acquisition candidate or acquire assets, we have attempted to minimize our expenses. The single largest expense items are attributable to legal and accounting fees incurred in connection with our reporting obligations under the Securities Exchange Act.
For the three and nine months ended June 30, 2011 we incurred $8,288 and $11,347 in legal and accounting fees as compared to $11,143 and $30,092 during the corresponding periods in 2010. Legal and accounting fees since Inception totaled $205,942. These costs represent our single largest expense during these respective periods. These fees were incurred in connection with the preparation of required reports with the Securities and Exchange Commission and legal fees associated with the acquisition of our mining claims.
For the three months ended June 30, 2011 we incurred $2,288 in bank charges and interest, $4,500 in management fees, $1,500 in rental costs, $750 in transfer agent fees and $133 in travel and entertainment. For the three months ended June 30, 2010 we incurred $1,311 in bank charges and interest, $4,500 in management fees, $1,500 in transfer agent fees and $1,175 attributable to travel and entertainment. For the nine months ended June 30, 2011 legal and accounting fees totaled $11,347, rent $13,500, consulting $5,576 and $4,500 in transfer agent fees. During the nine months ended June 30, 2010 legal fees totaled $30,092, rent totaled $13,500 and management fees totaled $13,500.
Our expenses for the three and nine months ended June 30, 2011 were $17,459 and $38,819 as compared to $19,629 and $58,903 for the comparable period in 2010. Total costs since Inception were $1,503,609.
For the three and nine months ended June 30, 2011, we recorded a net loss of $17,512 and $38,872 as compared to $19,629 and $58,903 in 2010. Our Net Loss since Inception totaled $1,503,662.
Liquidity and Working Capital
Assets and Liabilities
At June 30, 2011, we had cash of $697 compared to $1,907 at September 30, 2010. At June 30,2011, we had current liabilities of $114,838 consisting of $18,240 in convertible debentures, $88,710 in demand notes and $7,888 in accounts payable. This compares to current liabilities totaling $95,176 at September 30, 2011 consisting of $20,374 in accounts payable, $17,118 in convertible debentures, $35,184 in demand notes and $22,500 due to a related party.
At June 30, 2011, we had a working capital deficit of $114,141 as compared to a working capital deficit of $93,269 at September 30, 2010. Unless we secure additional debt or equity financing, of which there can be no assurance, we will not be able to continue operations and you may lose your entire investment. We currently do not have any arrangements in place for any future debt or equity financing.
Going Concern
Due to the uncertainty of our ability to meet our current operating and capital expenses, in their report on the annual consolidated financial statements for the year ended September 30, 2010, our independent auditors included an explanatory paragraph regarding concerns about our ability to continue as a going concern.
We anticipate that additional funding will be required in the form of debt or equity capital financing from the sale of our common stock. At this time, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock or through debt to meet our obligations over the next twelve months. We do not have any arrangements in place for any future debt or equity financing.
Application of Critical Accounting Policies The discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with the accounting principles generally accepted in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our consolidated financial statements is critical to an understanding of our consolidated financial statements.
We regularly evaluate the accounting policies and estimates that we use to prepare our consolidated financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.
Significant accounting policies used in the preparation of our consolidated financial statements are set forth in Note 2 to our consolidated financial statements.
Off-Balance Sheet Arrangements
We are not currently a party to, or otherwise involved with, any off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
Correct, Loading now is the key, before the masses arrive
Smart folks IMO
That was a large buyer near close. 360k at the ask. Someone else is accumulating this one.
Lovin those gifts !!!
SLVM has a big bid. 200K at .02. This one will move up easy.
gotcha...shhh is the word then...Got mine
No, need more be4 she breaks out !!
Shhhhhhhhhhhh lol...ready?
Shhhhhhhhhh
SLVM is gonna pop shortly.
Silver and Gold baby !!!! "The principals of Gold Canyon Partners have delineated a potentially large and profitably ore body with significant gold values, and we are eager to participate in bringing the Cobalt Canyon property into further development and, ultimately, operation," Mr. MacKenzie said.
About Silverstar Mining Company Silverstar Mining Corp. (OTCBB: SLVM) is a late-stage explorer and developer of silver, gold, and related non-ferrous metals in North America
258K bid at .0174. This may start to move off these lows.
That was some serious buying today. Looked like a single buyer. Wiped out the ask on 220K, and took it to .029.
Joined ya'll here, BM added
this is pretty interest part among a couple others in the document
Item 5.06 Change in Shell Company Status
As a result of the consummation of the lease assignments and the successful drilling operations, we believe that we are no longer a shell company as that term is defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act.
thanks lmmie. i'm going over the 10q right now as well, looks like they have been pretty good about not increasing the S/S much over the past couple of years
An 8-K was released today.
Wednesday, May 25 2011 11:29 AM, EST SILVERSTAR MINING CORP. FILES (8-K) Disclosing Completion of Acquisition or Disposition of Assets, Change in Shell Company Status, Financial Statements and Exhibits Edgar Online "Glimpses"
Item 2.01.Completion of Acquisition or Disposition of Assets
On May 16, 2011 our recently formed, wholly owned subsidiary, Silverstar Mining Canada, Inc. , ("SMCI") acquired three mining claims encompassing approximately 1,006 hectares in British Columbia, Canada . In consideration for the transfer of the mining claims, we paid the transferor $10,000 and will issue the transferor two million shares of our common stock.
The mineral claims are located in the Caribou Mining District in east-central British Columbia, Canada . [Missing Graphic Reference]
There are no probable or proven reserves of any kind located on the mining claims.
PROPERTY LOCATION AND ACCESS There is a growing infrastructure in the region as more of its
resources are being exploited by various sized peers and competitors in the area.
The SMCI mineral tenures are located within 65 km northeast of Quesnel, British Columbia , in an area that in part has been logged and re-planted. Access is by forestry road to the vicinity of the Willow River : the tenures lie both east and west of that river. The bridge across Willow River is located approximately 1250 metres upstream from the south boundary and a logging branch road follows the east side of Willow River . The total area is 1006 hectares. We have not conducted any feasibility studies on the mining claims. However, contiguous and other properties in the immediate vicinity indicate deposits of gold, silver and copper. In order to determine the commercial viability of the mining claims and commence operations, a team of professionals is to be assembled to obtain further detail of potential yield. Independent consultants estimate that a work program should be done on its major fault structure and could be implemented for up to $150,000 . Initial work would be studying historical information on the area, the trend line and sampling. The sampling analysis will direct management on subsequent investment of resources. The sampling program can be achieved with a projected investment of $25,000 up to $75,000 depending on the success of early stage sampling and the amount of samples ultimately taken and evaluated. A drilling program is estimated to cost roughly $500,000 . 4 GEOLOGY:
Soils present on the SMCI property are mostly residual soils developed over clay-rich glacial-fluvial deposits that were deposited in the waning stages of Quaternary glaciations. Such deposits are inherently inhomogeneous and include materials that have been transported en masse by glacier and stream movement, with periodic episodes of ice ponding during which fine rock flour and silt particles accumulated in quiescent lakes and ponds. During and following de-glaciation, large water flows coupled with post-glacial elastic crustal rebounding modified the landscape to create terrain that approximates that of today. Despite research and various terrain studies, traditional geochemical survey methods have been mostly unsuccessful in relating geochemical analyses to mineral deposits. Multimode interference ("MMI") techniques, initially developed to help explore in areas of deep chemical weathering, were modified to be applicable to many different soil types and have proven successful in recognizing metallic mineralization beneath glacial gravels, sands, and lake clays, as well as wet and sandy organic rich soils. There are many fully licensed laboratories that offer MMI analytical methods, including proprietary extractants specifically designed to treat a variety of multi-element packages. The MMI extractant has the broadest application and is well suited to reconnaissance and early-stage sampling that can be conducted on the SMCI property. The SMCI mining claims are on trend with one primary peer in the region, Barkerville Gold Mines, Ltd. In May 2010 , Barkerville confirmed disseminated gold mineralization at various depths up to 250 ft. There is further exploration planned at new deeper depths along the same trend line (Bonanza Ledge). The discovery of this Bonanza Ledge has implication for future exploration and represents a viable and previously unexplored target and promise for the region.
Location of property is further shown in the following map:
[Missing Graphic Reference]
There is no history of drilling on this land that we have identified. An immediate neighbor, Touchdown Resources has recently finished a sampling program on their property contiguous to the Company's property.
There is active drilling in the vicinity from Barkerville Gold Mines, Ltd. (BGM.V). Barkerville, along with many other peers in the area.
The Silverstar claim is approximately 7 to 15 kilometers away from Barkerville. To the south of our property is Tiex, Inc. (TIX.V), nearby is Hawthorne Gold Corp. (HGC.V), Rogers Gold Corp. , Barker Minerals, Ltd. (BML.V), next to our property is Touchdown Resources (TDW.V), and the west side of our property is currently occupied by Richfield Ventures Corp. (RCV.V).
Item 1(a) Risk Factors
There are numerous and varied risks, known and unknown, that may prevent us from achieving our goals. If any of these risks actually occur, out business, financial condition or results of operations may be materially adversely affected. In such case, the trading price of our common stock could decline and shareholders could lose all or part of their investment.
Risks related to our business operations:
We have not generated revenues from operations. We have a history of losses and losses are likely to continue in the future.
We have incurred significant losses in the past and we will likely continue to incur losses in the future unless our drilling program proves successful. Even if drilling program is successful, there can be no assurance that we will be able to commercially exploit these resources, generate further revenues or generate sufficient revenues to operate profitably.
We may not be able to generate revenue sufficient to maintain operations
We have incurred significant losses since inception and there can be no assurance that we will be able to reverse this trend. Even if we are able to successfully identify commercially exploitable gold and silver reserves, there is no assurance that we will have sufficient financing to exploit these reserves, generate revenues or find a willing buyer for the properties.
Exploration for economic deposits of gold and silver is speculative.
Our business is very speculative since there is generally no way to recover any of the funds expended on exploration unless the existence of commercially exploitable reserves are established and the Company can exploit those reserves by either commencing drilling operations, selling or leasing its interest in the property, or entering into a joint venture with a larger e company that can further develop the property. Unless we can establish and exploit reserves before our funds are exhausted, we will have to discontinue operations, which could make our stock valueless.
The gold and silver industry is highly competitive and the success and future growth of our business depend upon our ability to remain competitive in identifying and developing properties with sufficient reserves for economic exploitation.
The gold and silver industry is highly competitive and fragmented with limited barriers to entry, especially at the exploratory stages. We compete in national, regional and local markets with large multi-national corporations and against start-up operators hoping to identify precious metals. Some of our competitors have significantly greater financial resources than we do. This puts us at a competitive disadvantage if we choose to further exploit drilling opportunities. 5
Our management has no experience in mining operations.
Our current management has never been involved in the exploration or mining business. As such, there is substantial doubt whether management has the expertise to effectively run our business and implement our business plan. As such, we will have to retain additional officers or board members who have experience in the mining sector. Alternatively, we will have to rely on consultants or other third party suppliers. Reliance on outside consultants will require the expenditure of significant sums of money which we do not have. As such, the successful launch of an exploratory drilling program remains in doubt.
We will require additional financing to continue our operations.
We will require significant working capital to undertake our exploration program. There can be no assurance that we will be able to secure additional funding to meet our objectives or if we are able to identify funding sources, that the funding will be available on terms acceptable to the Company. Should this occur, we will have to significantly reduce our drilling and mining programs.
We may not identify proven reserves to develop any of our properties and our estimates may be inaccurate.
There is no certainty that any expenditures made in our exploration program will result in discoveries of commercially recoverable quantities of gold or silver. Most exploration projects do not result in the discovery of commercially extractable deposits of gold or silver and no assurance can be given that any particular level of recovery will in fact be realized or that any identified leasehold interest will ever qualify as a commercially developed. Estimates of reserves, deposits and production costs can also be affected by such factors as environmental regulations and requirements, weather, unexpected or unknown results when we re-enter a well, environmental factors, unforeseen . . .
Item 5.06 Change in Shell Company Status
As a result of the consummation of the lease assignments and the successful drilling operations, we believe that we are no longer a shell company as that term is defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
Not Applicable: The Company did not acquire a business; rather, the Company acquired an asset.
(b) Pro forma financial Statements.
Not Applicable 12
Item 9.01. Financial Statements and Exhibits.
Exhibit 10.1 Agreement of Purchase and Sale
AGREEMENT OF PURCHASE AND SALE THIS AGREEMENT is made effective 16th day of May, 2011. BETWEEN: Jaime Mayo , Businessman, and having an office situate at 1024 Russell Drive , Highland Beach, FL 33487. (hereinafter called the "Vendor") OF THE FIRST PART AND: Silverstar Mining Canada, Inc. , a British Columbia Registered Company , and having an office situate at 46 Rockleigh Drive , Trenton, NJ 08628. (hereinafter called the "Purchaser") OF THE SECOND PART WHEREAS:
A. The Vendor is the registered and beneficial owner of three claims located in the Province of British Columbia as more particularly described in Schedule "A";
B. The Vendor has agreed to sell to the Purchaser and the Purchaser has agreed to buy from the Vendor the Claims on the terms and conditions hereinafter set forth; NOW THEREFORE THIS AGREEMENT WITNESSETH that for and in consideration of the premises, the mutual covenants and agreements herein contained to be kept and performed by each of the parties hereto, the parties hereto hereby agrees as follows: 1. DEFINITIONS
1.1 For the purposes of this Agreement:
a. "Claims" means the Claims more particularly described in Schedule "A"; and
b. "Closing Date" means the earlier of May 16th, 2011 and the day that is the
fifth business day following the date this Agreement;
2. REPRESENTATIONS OF THE VENDOR 2.1 The Vendor represents and warrants to the Purchaser that:
a. the Vendor is the registered and beneficial owner of a 100% interest in and to
the Claims ;
b. the Claims have been duly and validly located and recorded in accordance with
applicable laws of the Province of British Columbia and are valid and
subsisting mineral claims under the Mineral Tenure Act of the Province of
British Columbia ;
c. the Claims are free and clear of all liens, charges and encumbrances other
than as referred to herein;
d. the Vendor has the exclusive right to enter into this Agreement and to dispose
of the Claims in accordance with the terms hereof, and no other person, firm
or corporation has any proprietary possession or other interest in the Claims
being transferred hereunder;
e. all assessment work required to be filed against or with respect to the
Claims, and all annual levies due and payable with respect to the Claims have
been filed and paid;
f. the entry into this Agreement by the Vendor will not cause or constitute a
breach of any other agreement to which the Vendor is a party or may be bound,
and will not constitute a violation of any order, rule or regulation which has
or may have an effect on the Vendor;
h. there is no litigation or administrative or governmental proceedings or
enquiries pending or to the knowledge of the Vendor, threatened, relating to
the Vendor, or the Claims, nor does the Vendor know or have any reasonable
grounds for believing that there is any basis for any such actions, proceedings or enquiries.
2.2 The representations and warranties of the Vendor hereinbefore set out form a part of this Agreement and are true as at the date hereof and shall be true as of the Closing Date and are conditions upon which the Purchaser has relied in entering into this Agreement. 13 3. REPRESENTATIONS OF THE PURCHASER 3.1 The Purchaser warrants and represents to the Vendor that:
a. it is a body corporate, duly incorporated under the laws of British
Columbia with full power and absolute capacity to enter into this Agreement;
and,
b. the terms of this Agreement have been authorized by all necessary corporate
acts and deeds in order to give effect to the terms hereof.
c. The Purchaser hereby agrees and acknowledges that it will be their
responsibility to keep the claims in good standing on an annual basis until
the claims are transferred.
3.2 The representations and warranties of the Purchaser hereinbefore set out form a part of this Agreement and are true as at the date hereof and shall be true as at the Closing Date and are conditions upon which the Vendors have relied in entering into this Agreement.
4. PURCHASE AND SALE OF CLAIMS
4.1 Subject to the terms and conditions of this Agreement, the Purchaser hereby agrees to purchase from the Vendor, and the Vendor hereby agree to sell to the Purchaser, a 100% interest in and to the Claims for and in consideration of the sum of ten thousand dollars ($10,000) due and payable as follows: a) the sum of $10,000 on execution of this agreement (which amount shall be non refundable); and b) 2,000,000 shares of publically listed company if vended into one c) a 2% NSR (Net Smelter Royalty) will be imposed upon the claims with 1% being purchasable for $1 million and an additional 0.5% being purchasable for $500,000 . 4.2 The Share Consideration due and payable under paragraph 4.1 (b) shall consist of common shares of the Purchaser 4.3 The price at which the Share Consideration shall be equal to the price at which the shares of the reporting issuer trade immediately before the date the reporting issuer makes an announcement that it has acquired the right to purchase the Claims or an interest therein. 5. CLOSING DOCUMENTS 5.1 The Closing shall take place at 10:00 o'clock in the forenoon at the offices of the Purchaser, in the City of New York , or at such other place as the parties may mutually agree upon.
5.2 At the closing the Vendor shall deliver to the Purchaser registerable Deeds
of Conveyance or transfers of mineral claims transferring a 100% right title
and interest in and to the Claims to the Purchaser or its designees free and
clear of all liens, charges, or encumbrances. Save and except for the reserved royalty provided for herein.
5.3 If and at the time the claims are transferred or assigned to a publically listed company the Public Company shall deliver the Share Consideration duly registered in the name of the Vendor or whom he deligates as his benificiary.
6. SECURITIES ACT EXEMPTION
6.1 The Vendor acknowledges that the Share Consideration will be issued subject to such resale restrictions as may be prescribed by applicable securities laws in order for an exemption to be available for the distribution of the Share Consideration to the Vendor.
7. DELIVERY OF LEGAL INFORMATION AND TECHNICAL DATA
7.1 The Vendor agrees to deliver to the Purchaser copies of all legal information, reports, and technical data in his possession relating to the Claims from time to time as requested by the Purchaser after execution of this Agreement and, in the event Closing does not take place as provided for herein, the Purchaser agrees to return such copies to the Vendor and agrees that it will have to maintain the confidentiality of all information contained therein.
8. GENERAL
8.1 Nothing contained in this Agreement shall, except to the extent specifically authorized hereunder, be deemed to constitute either party a partner, agent or legal representative of the other party.
8.2 The parties hereto agree to do or cause to be done all acts or things necessary to implement and carry into effect the provisions and intent of this Agreement.
8.3 Time shall be of the essence of this Agreement.
8.4 The titles to the respective sections hereof shall not be deemed a part of this Agreement but shall be regarded as having been used for convenience only.
8.5 This Agreement shall be interpreted in accordance with the laws of the Province of British Columbia .
8.6 All sums of money referred to herein are stated as payable in lawful money of United States of America .
8.7 This Agreement shall enure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.
14 8.8 Each of the parties acknowledges having obtained independent legal advice from his or its own solicitor with respect to this Agreement prior to its execution and further acknowledges that he understands the terms, and his rights and obligations under this Agreement. 8.8 This Agreement, including any and all Schedules attached hereto, constitutes the entire agreement and supersedes all prior agreements and understandings, oral and written, between the parties hereto with respect to the subject matter hereof and may not be amended, modified or terminated unless in a written instrument executed by the party or parties sought to be bound. 8.10 This Agreement may be executed in any number of counterparts, each of which when executed, shall be deemed to be an original and all of which together shall be deemed to be one and the same instrument. 8.11 All notices, requests, demands and other communications which are required to be or may be given under this Agreement shall be in writing and shall be deemed to have been duly given when delivered in person or transmitted by facsimile or other electronic communication facility or by certified or registered first class mail, postage prepaid, return receipt requested, to the party to whom the same is so given or made at the address for that party indicated on page 1 hereof, all with a copy to: Jaime Mayo , 1027 Russell Drive Highland Beach, FL 33487
Silverstar Mining Canada, Inc.
46 Rockleigh Drive Trenton, NJ 08628 Facsimile: 609-771-1284
or to such other address as any party may designate by giving notice to the
other parties hereto.
IN WITNESS WHEREOF this Agreement has been executed and delivered by the parties
each to the other as of the day and year first above written. SIGNED, SEALED AND DELIVERED by Jaime Mayo in the presence of: ___________________________________ __________________________ Witness Jaime Mayo __________________________________ Address ____________________________________ Postal Code Silverstar Mining Canada, Inc. ________________________________ Per: Neil Kleinman 15 SCHEDULE "A"
Tenure No. Claim Name Owner Tenure Type Tenure Map # Issue Date Good to Date Status Area (ha)
Sub Type
844710 AHB AU 1 141289 Mineral Claim 093G 2011/jan/27 2012/jan/27 GOOD 483.884
(100%)
844712 AHB AU 2 141289 Mineral Claim 093G 2011/jan/27 2012/jan/27 GOOD 483.5954
(100%) 844714 AHB AU 3 141289 Mineral Claim 093G 2011/jan/27 2012/jan/27 GOOD 38.7202 (100%) 16
hmmm this caught my radar, whats going on here?
Item 5.06 Change in Shell Company Status
As a result of the consummation of the lease assignments and the successful drilling operations, we believe that we are no longer a shell company as that term is defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act.
I am thinking .10 but not today. I wanna see slow and steady gain
Corporate History:
We were incorporated under the laws of the State of Nevada on December 5, 2003 under the name “Computer Maid, Inc.”. On February 13, 2006, we changed our name from “Computer Maid, Inc.” to “Rose Explorations Inc.”.
In February 2006, we acquired the Rose Prospect Lode Mining Claim in Clark County Nevada and in June 2006, we staked the Rose Prospect II Lode Mining Claim adjacent to the west of the Rose Lode Claim to cover other indicated mineralized zones observed in that area. After further investigation, management determined that these claims were not commercially viable.
On March 4, 2008, we completed a merger with our subsidiary, Silverstar Mining Corp., a Nevada corporation. As a result, we have changed our name from “Rose Explorations Inc.” to “Silverstar Mining Corp.” We changed the name of our company to better reflect the direction and business of our company.
In addition, on March 4, 2008 we effected a three (3) for one (1) forward stock split of our authorized, issued and outstanding common stock. As a result, our authorized capital has increased from 75,000,000 shares of common stock with a par value of $0.001 to 225,000,000 shares of common stock with a par value of $0.001.
On March 31, 2008, we entered into a joint venture agreement with New Jersey Mining Co. to acquire a 50% interest in the Silver Strand silver mine located in the Coeur d’Alene Mining District. The joint venture was not successful.
On September 2, 2008, we entered into a letter of intent with Gold Canyon Partners, LLP pursuant to which we have agreed to purchase a 100% interest in a mining property commonly known as the Cobalt Canyon Gold Project, in the Chief District, located in Lincoln County, Nevada. We did come to terms on a definitive agreement.
Item 2.01.Completion of Acquisition or Disposition of Assets
On May 16, 2011 our recently formed, wholly owned subsidiary, Silverstar Mining Canada, Inc., (“SMCI”) acquired three mining claims encompassing approximately 1,006 hectares in British Columbia, Canada. In consideration for the transfer of the mining claims, we paid the transferor $10,000 and will issue the transferor two million shares of our common stock.
only 2M shares, nice
Form 8k SilverStar Mining Corp. (‘we”, “our” the “Company”) has recently acquired mining claims in British Columbia, Canada. In order to assist you in your understanding of our current and planned operations we are providing you with the following information:
Metric Conversion Table
CONVERSION FACTORS AND ABBREVIATIONS
For ease of reference, the following conversion factors are provided:
1 acre
= 0.4047 hectare
1 mile
= 1.6093 kilometers
1 foot
= 0.3048 meter
1 troy ounce
= 31.1035 grams
1 gram per metric tonne
= 0.0292 troy ounce/
short ton
1 square mile
= 2.59 square kilometers
1 short ton (2000 pounds)
= 0.9072 tonne
1 square kilometer
= 100 hectares
1 tonne
= 1,000 kg or 2,204.6 lbs
1 kilogram
= 2.204 pounds or 32.151 troy oz
1 hectare
= 10,000 square meters
1 hectare
= 2.471 acres
The following abbreviations may be used herein:
Au
= gold
m 2
= square meter
G
= gram
m 3
= cubic meter
g/t
= grams per tonne
Mg
= milligram
Ha
= hectare
mg/m 3
= milligrams per cubic meter
Km
= kilometer
T or t
= tonne
Km 2
= square kilometers
Oz
= troy ounce
Kg
= kilogram
Ppb
= parts per billion
M
= meter
Ma
= million years
1
GLOSSARY OF MINING TERMS
The following mining terms are used throughout this Form 8-k:
SEC Industry Guide 7 Definitions
Exploration stage
An “exploration stage” prospect is one which is not in either the development or production stage.
Development stage
A “development stage” project is one which is undergoing preparation of an established commercially mineable deposit for its extraction but which is not yet in production. This stage occurs after completion of a feasibility study.
Mineralized material 3
The term “mineralized material” refers to material that is not included in the reserve as it does not meet all of the criteria for adequate demonstration for economic or legal extraction.
Probable reserve
The term “probable reserve” refers to reserves for which quantity and grade and/or quality are computed from information similar to that used for proven (measured) reserves, but the sites for inspection, sampling, and measurement are farther apart or are otherwise less adequately spaced. The degree of assurance, although lower than that for proven reserves, is high enough to assume continuity between points of observation.
Production stage
A “production stage” project is actively engaged in the process of extraction and beneficiation of mineral reserves to produce a marketable metal or mineral product.
Proven reserve
The term “proven reserve” refers to reserves for which (a) quantity is computed from dimensions revealed in outcrops, trenches, workings or drill holes; grade and/or quality are computed from the results of detailed sampling and (b) the sites for inspection, sampling and measurement are spaced so closely and the geologic character is so well defined that size, shape, depth and mineral content of reserves are well-established.
Reserve
The term “reserve” refers to that part of a mineral deposit which could be economically and legally extracted or produced at the time of the reserve determination. Reserves must be supported by a feasibility study done to bankable standards that demonstrates the economic extraction. (“Bankable standards” implies that the confidence attached to the costs and achievements developed in the study is sufficient for the project to be eligible for external debt financing.) A reserve includes adjustments to the in-situ tons and grade to include diluting materials and allowances for losses that might occur when the material is mined.
Additional Definitions
Alteration – any change in the mineral composition of a rock brought about by physical or chemical means
Assay – a measure of the valuable mineral content
Diamond drilling – rotary drilling using diamond-set or diamond-impregnated bits, to produce a solid continuous core of rock sample
Dip – the angle that a structural surface, a bedding or fault plane, makes with the horizontal, measured perpendicular to the strike of the structure
Disseminated – where minerals occur as scattered particles in the rock
Fault – a surface or zone of rock fracture along which there has been displacement
Feasibility study – a comprehensive study of a mineral deposit in which all geological, engineering, legal, operating, economic, social, environmental and other relevant factors are considered in sufficient detail that it could reasonably serve as the basis for a final decision by a financial institution to finance the development of the deposit for mineral production
Formation – a distinct layer of sedimentary rock of similar composition
Geochemistry – the study of the distribution and amounts of the chemical elements in minerals, ores, rocks, solids, water, and the atmosphere
Geophysics – the study of the mechanical, electrical and magnetic properties of the earth’s crust
Geophysical surveys – a survey method used primarily in the mining industry as an exploration tool, applying the methods of physics and engineering to the earth’s surface
Geotechnical – the study of ground stability
Grade – quantity of metal per unit weight of host rock
Heap leach – a mineral processing method involving the crushing and stacking of an ore on an impermeable liner upon which solutions are sprayed to dissolve metals i.e. gold, copper etc.; the solutions containing the metals are then collected and treated to recover the metals
Host rock – the rock in which a mineral or an ore body may be contained
In-situ – in its natural position
2
Lithology – the character of the rock described in terms of its structure, color, mineral composition, grain size and arrangement of tits component parts, all those visible features that in the aggregate impart individuality to the rock
Mapped or geological mapping – the recording of geologic information including rock units and the occurrence of structural features, and mineral deposits on maps
Mineral – a naturally occurring inorganic crystalline material having a definite chemical composition
Mineralization – a natural accumulation or concentration in rocks or soil of one or more potentially economic minerals, also the process by which minerals are introduced or concentrated in a rock
National Instrument 43-101 or NI 43-101 – standards of disclosure for mineral projects prescribed by the Canadian Securities Administrators
Outcrop – that part of a geologic formation or structure that appears at the surface of the earth
Open pit or open cut – surface mining in which the ore is extracted from a pit or quarry, the geometry of the pit may vary with the characteristics of the ore body
Ore – mineral bearing rock that can be mined and treated profitably under current or immediately foreseeable economic conditions
Ore body – a mostly solid and fairly continuous mass of mineralization estimated to be economically mineable
Ore grade – the average weight of the valuable metal or mineral contained in a specific weight of ore i.e. grams per tonne of ore
Oxide – gold bearing ore which results from the oxidation of near surface sulfide ore
Preliminary assessment – a study that includes an economic analysis of the potential viability of Mineral Resources taken at an early stage of the project prior to the completion of a preliminary feasibility study
QA/QC – Quality Assurance/Quality Control is the process of controlling and assuring data quality for assays and other exploration and mining data
Quartz – a mineral composed of silicon dioxide, SiO2 (silica)
RC (reverse circulation) drilling – a drilling method using a tri-cone bit, during which rock cuttings are pushed from the bottom of the drill hole to the surface through an outer tube, by liquid and/or air pressure moving through an inner tube
Rock – indurated naturally occurring mineral matter of various compositions
Sampling and analytical variance/precision – an estimate of the total error induced by sampling, sample preparation and analysis
Sediment – particles transported by water, wind or ice
Sedimentary rock – rock formed at the earth’s surface from solid particles, whether mineral or organic, which have been moved from their position of origin and re-deposited
Strike – the direction or trend that a structural surface, e.g. a bedding or fault plane, takes as it intersects the horizontal
Strip – to remove overburden in order to expose ore
Sulfide – a mineral including sulfur (S) and iron (Fe) as well as other elements; metallic sulfur-bearing mineral often associated with gold mineralization
no i dont know anything about it
You have Infos ?
so whats the story on this one anyway just found it
Followers
|
10
|
Posters
|
|
Posts (Today)
|
0
|
Posts (Total)
|
104
|
Created
|
10/09/08
|
Type
|
Free
|
Moderators |
Completion of Acquisition or Disposition of Assets, Change in Shell Company
On May 16, 2011 our recently formed, wholly owned subsidiary, Silverstar Mining Canada, Inc., ("SMCI") acquired three mining claims encompassing approximately 1,006 hectares in British Columbia, Canada. In consideration for the transfer of the mining claims, we paid the transferor $10,000 and will issue the transferor two million shares of our common stock.
The mineral claims are located in the Caribou Mining District in east-central British Columbia,
Canada. [Missing Graphic Reference]
There are no probable or proven reserves of any kind located on the mining claims.
There is a growing infrastructure in the region as more of its resources are being exploited by various sized peers and competitors in the area. The SMCI mineral tenures are located within 65 km northeast of Quesnel, British Columbia, in an area that in part has been logged and re-planted. Access is by forestry road to the vicinity of the Willow River: the tenures lie both east and west of that river. The bridge across Willow River is located approximately 1250 metres upstream from the south boundary and a logging branch road follows the east side of Willow River. The total area is 1006 hectares.
We have not conducted any feasibility studies on the mining claims. However, contiguous and other properties in the immediate vicinity indicate deposits of gold, silver and copper.
In order to determine the commercial viability of the mining claims and commence operations, a team of professionals is to be assembled to obtain further detail of potential yield. Independent consultants estimate that a work program should be done on its major fault structure and could be implemented for up to $150,000. Initial work would be studying historical information on the area, the trend line and sampling. The sampling analysis will direct management on subsequent investment of resources. The sampling program can be achieved with a projected investment of $25,000 up to $75,000 depending on the success of early stage sampling and the amount of samples ultimately taken and evaluated. A drilling program is estimated to cost roughly $500,000.
GEOLOGY:
Soils present on the SMCI property are mostly residual soils developed over clay-rich glacial-fluvial deposits that were deposited in the waning stages of Quaternary glaciations. Such deposits are inherently inhomogeneous and include materials that have been transported en masse by glacier and stream movement, with periodic episodes of ice ponding during which fine rock flour and silt particles accumulated in quiescent lakes and ponds. During and following de-glaciation, large water flows coupled with post-glacial elastic crustal rebounding modified the landscape to create terrain that approximates that of today. Despite research and various terrain studies, traditional geochemical survey methods have been mostly unsuccessful in relating geochemical analyses to mineral deposits. Multimode interference ("MMI") techniques, initially developed to help explore in areas of deep chemical weathering, were modified to be applicable to many different soil types and have proven successful in recognizing metallic mineralization beneath glacial gravels, sands, and lake clays, as well as wet and sandy organic rich soils. There are many fully licensed laboratories that offer MMI analytical methods, including proprietary extractants specifically designed to treat a variety of multi-element packages. The MMI extractant has the broadest application and is well suited to reconnaissance and early-stage sampling that can be conducted on the SMCI property.
The SMCI mining claims are on trend with one primary peer in the region, Barkerville Gold Mines, Ltd. In May 2010, Barkerville confirmed disseminated gold mineralization at various depths up to 250 ft. There is further exploration planned at new deeper depths along the same trend line (Bonanza Ledge). The discovery of this Bonanza Ledge has implication for future exploration and represents a viable and previously unexplored target and promise for the region.
Location of property is further shown in the following map:
[Missing Graphic Reference]
There is no history of drilling on this land that we have identified. An immediate neighbor, Touchdown Resources has recently finished a sampling program on their property contiguous to the Company's property.
There is active drilling in the vicinity from Barkerville Gold Mines, Ltd. (BGM.V). Barkerville, along with many other peers in the area.
The Silverstar claim is approximately 7 to 15 kilometers away from Barkerville. To the south of our property is Tiex, Inc. (TIX.V), nearby is Hawthorne Gold Corp. (HGC.V), Rogers Gold Corp., Barker Minerals, Ltd. (BML.V), next to our property is Touchdown Resources (TDW.V), and the west side of our property is currently occupied by Richfield Ventures Corp. (RCV.V).
Item 1(a) Risk Factors
There are numerous and varied risks, known and unknown, that may prevent us from achieving our goals. If any of these risks actually occur, out business, financial condition or results of operations may be materially adversely affected. In such case, the trading price of our common stock could decline and shareholders could lose all or part of their investment.
Risks related to our business operations:
We have not generated revenues from operations. We have a history of losses and losses are likely to continue in the future.
We have incurred significant losses in the past and we will likely continue to incur losses in the future unless our drilling program proves successful. Even if drilling program is successful, there can be no assurance that we will be able to commercially exploit these resources, generate further revenues or generate sufficient revenues to operate profitably.
We may not be able to generate revenue sufficient to maintain operations
We have incurred significant losses since inception and there can be no assurance that we will be able to reverse this trend. Even if we are able to successfully identify commercially exploitable gold and silver reserves, there is no assurance that we will have sufficient financing to exploit these reserves, generate revenues or find a willing buyer for the properties.
Exploration for economic deposits of gold and silver is speculative.
Our business is very speculative since there is generally no way to recover any of the funds expended on exploration unless the existence of commercially exploitable reserves are established and the Company can exploit those reserves by either commencing drilling operations, selling or leasing its interest in the property, or entering into a joint venture with a larger e company that can further develop the property. Unless we can establish and exploit reserves before our funds are exhausted, we will have to discontinue operations, which could make our stock valueless.
The gold and silver industry is highly competitive and the success and future growth of our business depend upon our ability to remain competitive in identifying and developing properties with sufficient reserves for economic exploitation.
The gold and silver industry is highly competitive and fragmented with limited barriers to entry, especially at the exploratory stages. We compete in national, regional and local markets with large multi-national corporations and against start-up operators hoping to identify precious metals. Some of our competitors have significantly greater financial resources than we do. This puts us at a competitive disadvantage if we choose to further exploit drilling opportunities.
Our management has no experience in mining operations.
Our current management has never been involved in the exploration or mining business. As such, there is substantial doubt whether management has the expertise to effectively run our business and implement our business plan. As such, we will have to retain additional officers or board members who have experience in the mining sector. Alternatively, we will have to rely on consultants or other third party suppliers. Reliance on outside consultants will require the expenditure of significant sums of money which we do not have. As such, the successful launch of an exploratory drilling program remains in doubt.
We will require additional financing to continue our operations.
We will require significant working capital to undertake our exploration program. There can be no assurance that we will be able to secure additional funding to meet our objectives or if we are able to identify funding sources, that the funding will be available on terms acceptable to the Company. Should this occur, we will have to significantly reduce our drilling and mining programs.
We may not identify proven reserves to develop any of our properties and our estimates may be inaccurate.
There is no certainty that any expenditures made in our exploration program will result in discoveries of commercially recoverable quantities of gold or silver. Most exploration projects do not result in the discovery of commercially extractable deposits of gold or silver and no assurance can be given that any particular level of recovery will in fact be realized or that any identified leasehold interest will ever qualify as a commercially developed. Estimates of reserves, deposits and production costs can also be affected by . . .
As a result of the consummation of the lease assignments and the successful drilling operations, we believe that we are no longer a shell company as that term is defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act.
(a) Financial Statements of Business Acquired.
Not Applicable: The Company did not acquire a business; rather, the Company acquired an asset.
(b) Pro forma financial Statements.
Not Applicable
Item 9.01. Financial Statements and Exhibits.
Exhibit 10.1 Agreement of Purchase and Sale
THIS AGREEMENT is made effective 16th day of May, 2011.
Jaime Mayo, Businessman, and having an office situate at 1024 Russell Drive, Highland Beach, FL 33487.
A. The Vendor is the registered and beneficial owner of three claims located in the Province of British Columbia as more particularly described in Schedule "A";
B. The Vendor has agreed to sell to the Purchaser and the Purchaser has agreed to buy from the Vendor the Claims on the terms and conditions hereinafter set forth;
NOW THEREFORE THIS AGREEMENT WITNESSETH that for and in consideration of the premises, the mutual covenants and agreements herein contained to be kept and performed by each of the parties hereto, the parties hereto hereby agrees as follows:
1. DEFINITIONS
1.1 For the purposes of this Agreement:
a. "Claims" means the Claims more particularly described in Schedule "A"; and
b. "Closing Date" means the earlier of May 16th, 2011 and the day that is the fifth business day following the date this Agreement;
2. REPRESENTATIONS OF THE VENDOR
2.1 The Vendor represents and warrants to the Purchaser that:
a. the Vendor is the registered and beneficial owner of a 100% interest in and to the Claims ;
b. the Claims have been duly and validly located and recorded in accordance with applicable laws of the Province of British Columbia and are valid and subsisting mineral claims under the Mineral Tenure Act of the Province of British Columbia;
c. the Claims are free and clear of all liens, charges and encumbrances other than as referred to herein;
d. the Vendor has the exclusive right to enter into this Agreement and to dispose of the Claims in accordance with the terms hereof, and no other person, firm or corporation has any proprietary possession or other interest in the Claims being transferred hereunder;
e. all assessment work required to be filed against or with respect to the Claims, and all annual levies due and payable with respect to the Claims have been filed and paid;
f. the entry into this Agreement by the Vendor will not cause or constitute a breach of any other agreement to which the Vendor is a party or may be bound, and will not constitute a violation of any order, rule or regulation which has or may have an effect on the Vendor;
h. there is no litigation or administrative or governmental proceedings or enquiries pending or to the knowledge of the Vendor, threatened, relating to the Vendor, or the Claims, nor does the Vendor know or have any reasonable grounds for believing that there is any basis for any such actions, proceedings or enquiries.
2.2 The representations and warranties of the Vendor hereinbefore set out form a part of this Agreement and are true as at the date hereof and shall be true as of the Closing Date and are conditions upon which the Purchaser has relied in entering into this Agreement.
3. REPRESENTATIONS OF THE PURCHASER
3.1 The Purchaser warrants and represents to the Vendor that:
a. it is a body corporate, duly incorporated under the laws of British Columbia with full power and absolute capacity to enter into this Agreement; and,
b. the terms of this Agreement have been authorized by all necessary corporate acts and deeds in order to give effect to the terms hereof.
c. The Purchaser hereby agrees and acknowledges that it will be their responsibility to keep the claims in good standing on an annual basis until the claims are transferred.
3.2 The representations and warranties of the Purchaser hereinbefore set out form a part of this Agreement and are true as at the date hereof and shall be true as at the Closing Date and are conditions upon which the Vendors have relied in entering into this Agreement.
4. PURCHASE AND SALE OF CLAIMS
4.1 Subject to the terms and conditions of this Agreement, the Purchaser hereby agrees to purchase from the Vendor, and the Vendor hereby agree to sell to the Purchaser, a 100% interest in and to the Claims for and in consideration of the sum of ten thousand dollars ($10,000) due and payable as follows:
a) the sum of $10,000 on execution of this agreement (which amount shall be non refundable); and
b) 2,000,000 shares of publically listed company if vended into one
c) a 2% NSR (Net Smelter Royalty) will be imposed upon the claims with 1% being purchasable for $1 million and an additional 0.5% being purchasable for $500,000.
4.2 The Share Consideration due and payable under paragraph 4.1 (b) shall consist of common shares of the Purchaser
4.3 The price at which the Share Consideration shall be equal to the price at which the shares of the reporting issuer trade immediately before the date the reporting issuer makes an announcement that it has acquired the right to purchase the Claims or an interest therein.
5. CLOSING DOCUMENTS
5.1 The Closing shall take place at 10:00 o'clock in the forenoon at the offices of the Purchaser, in the City of New York, or at such other place as the parties may mutually agree upon.
5.2 At the closing the Vendor shall deliver to the Purchaser registerable Deeds of Conveyance or transfers of mineral claims transferring a 100% right title and interest in and to the Claims to the Purchaser or its designees free and clear of all liens, charges, or encumbrances. Save and except for the reserved royalty provided for herein.
5.3 If and at the time the claims are transferred or assigned to a publically listed company the Public Company shall deliver the Share Consideration duly registered in the name of the Vendor or whom he deligates as his benificiary.
6. SECURITIES ACT EXEMPTION
6.1 The Vendor acknowledges that the Share Consideration will be issued subject to such resale restrictions as may be prescribed by applicable securities laws in order for an exemption to be available for the distribution of the Share Consideration to the Vendor.
7. DELIVERY OF LEGAL INFORMATION AND TECHNICAL DATA
7.1 The Vendor agrees to deliver to the Purchaser copies of all legal information, reports, and technical data in his possession relating to the Claims from time to time as requested by the Purchaser after execution of this Agreement and, in the event Closing does not take place as provided for herein, the Purchaser agrees to return such copies to the Vendor and agrees that it will have to maintain the confidentiality of all information contained therein.
8. GENERAL
8.1 Nothing contained in this Agreement shall, except to the extent specifically authorized hereunder, be deemed to constitute either party a partner, agent or legal representative of the other party.
8.2 The parties hereto agree to do or cause to be done all acts or things necessary to implement and carry into effect the provisions and intent of this Agreement.
8.3 Time shall be of the essence of this Agreement.
8.4 The titles to the respective sections hereof shall not be deemed a part of this Agreement but shall be regarded as having been used for convenience only.
8.5 This Agreement shall be interpreted in accord�ance with the laws of the Province of British Columbia.
8.6 All sums of money referred to herein are stated as payable in lawful money of United States of America.
8.7 This Agreement shall enure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.
8.8 Each of the parties acknowledges having obtained independent legal advice from his or its own solicitor with respect to this Agreement prior to its execution and further acknowledges that he understands the terms, and his rights and obligations under this Agreement.
8.8 This Agreement, including any and all Schedules attached hereto, constitutes the entire agreement and supersedes all prior agreements and understandings, oral and written, between the parties hereto with respect to the subject matter hereof and may not be amended, modified or terminated unless in a written instrument executed by the party or parties sought to be bound.
8.10 This Agreement may be executed in any number of counterparts, each of which when executed, shall be deemed to be an original and all of which together shall be deemed to be one and the same instrument.
8.11 All notices, requests, demands and other communications which are required to be or may be given under this Agreement shall be in writing and shall be deemed to have been duly given when delivered in person or transmitted by facsimile or other electronic communication facility or by certified or registered first class mail, postage prepaid, return receipt requested, to the party to whom the same is so given or made at the address for that party indicated on page 1 hereof, all with a copy to:
Jaime Mayo,
1027 Russell Drive
Highland Beach, FL 33487
Silverstar Mining Canada, Inc.
46 Rockleigh Drive
Trenton, NJ 08628
Facsimile: 609-771-1284
or to such other address as any party may designate by giving notice to the other parties hereto.
IN WITNESS WHEREOF this Agreement has been executed and delivered by the parties each to the other as of the day and year first above written.
SIGNED, SEALED AND DELIVERED by Jaime Mayo in the presence of: ___________________________________ __________________________ Witness Jaime Mayo __________________________________ Address ____________________________________ Postal Code |
SCHEDULE "A" Tenure No. Claim Name Owner Tenure Type Tenure Map # Issue Date Good to Date Status Area (ha) Sub Type 844710 AHB AU 1 141289 Mineral Claim 093G 2011/jan/27 2012/jan/27 GOOD 483.884 (100%) 844712 AHB AU 2 141289 Mineral Claim 093G 2011/jan/27 2012/jan/27 GOOD 483.5954 (100%) 844714 AHB AU 3 141289 Mineral Claim 093G 2011/jan/27 2012/jan/27 GOOD 38.7202 (100%) |
Volume | |
Day Range: | |
Bid Price | |
Ask Price | |
Last Trade Time: |