Sterling Group Ventures Inc. (fka SGGV)

[TORPEDO]

SGGV summary – 8-4-11 ($0.18)




Sterling Group Ventures, Inc. (USOTC: SGGV, FRANKFURT: GD7)
350 S. E. Marine Dr., Suite 4743
Vancouver, BC., V5X 2S5
State of Inc: NV
Phone: [phone]
Fax: [phone]
URL: www.sterlinggroupventures.com
Email: [e-mail]

PRINCIPALS:

CEO - Raoul N. TSAKOK
Family-run private investment grp. - http://farmindcapital.com/raoul.html
DD on Tsakok investment firm - http://investorshub.advfn.com/boards/read_msg.aspx?message_id=60160522

PRESIDENT – Xuxin (Richard) SHAO
47, Ph.D., Metallurgy

DIRECTOR – Gerald William RUNOLFSON
68, P.Eng.
Also, Pres. Elkon Products, Inc., Pres. Drunker, Inc. (DKIN), Dir. Horseshoe Moning (TSX: HSX)

DIRECTOR – Robert G. SMILEY
65, Consultant, former lawyer,
Also Pres. Richco Investors, Inc., Drucker, Inc. (DKIN), Dir. Canadian Imperial Venture Corp. (CQV), Teuton Resources Corp (TUO), Silver Grail Resources (SVG).

SENIOR ENGINEER – Shi-jin QIN
Many years’ experienced working with phosphate, including:
-- 645 Brigade and 679 Brigade, Northwest Geological Bureau, the Qilianshan Brigade of Gansu Province Geological Bureau and the No. 2 Brigade of the Gansu Geological Bureau;
-- Director, Yichang District Chemical Industry Bureau of Hubeai Province mining department, a significant phosphate producer, in charge of mining construction and technical management;
-- Senior Engineer and Vice Chief Engineer, Yichang Phosphorous Chemical Industry Group, Ltd. In charge of phosphate mining, construction, and development of phosphorous chemicals;
-- Senior Engineer and resource / reserve appraiser, as well as consultant in the phosphate mining industry.;
-- participated in the R&D of a number of phosphate projects in China;
-- won many awards in his field.





MARKET CAP - $11.8 mil. ($.18/sh) (8-3-11)


SHARE STRUCTURE (8-3-11):
A/S – 500,000,000
O/S – 75,380,000
Warrants – 28,387,500
Options (O/S) – 0
Fully Diluted – 94,117,841
Float – 24,000,000






AWAITING – Gaoping Deposit:
1. New tax account number organization code and foreign exchange account.
2. PR – layout of production plan.
3. November 10, 2014 – Permit granted by government of China for Gaoping Deposit expires (permit does not need to be transferred). Note: Investment Certificate approved by government of China is for a term of 30 years (to May 2041 AD).
4. June 13, 2031 – Term of Business License reflecting JV between Silver Castle (Sterling’s Hong Kong subsidiary) and Hongyu Mining Co., Ltd. for Hongyu mine expires.


AWAITING – Shujiatai Deposit:
1. July 10, 2012 – by this date, Sterling to have completed DD on Shujiatai Phosphate Property in Shimen Co., update Chinese study reports, and, thereafter, set up JV (see 3-9-11 8K).

PICTURES OF GAOPING MINING SITE:


YouTube video, Hunan Chenzhou, China Tour


Gaoping Deposit Location Map



Drill Holes



Gaoping site



Phosphate on Gaoping site






HISTORICAL:


8-4-11 -- Powerpoint Presentation – Sterling Group Ventures - Phosphate


7-26-11 – Sterling Appoints Experienced Miner for Phosphate Development in China
Appointed Mr. Shi-jin QIN as Senior Engineer. See above for Mr. QIN’s CV.


7-11-11 – Sterling Group Ventures, Inc. Completes Acquisition of China Phosphate Company


7-11-11 – 8K -- Completion of Acquisition or Disposition of Asets, Fin’l Stmt
1. Received all required approvals from Chinese authorities for completion of its acquisition of Chenxi County Hongyu Mining Co., Ltd. (“Hongyu) per 10-18-10 Agmt.
2. Consideration: RMB 2 million Yuan were paid to Hongyu shareholders.
3. Issued 10 million common shs.
4. SGGV subsidiary, Silver Castle Investments, Ltd. Now holds 90% of Hongyu. Other 10% held by nominees of Company.


6-15-11 - Sterling Receives Business License to Operate China Phosphate Project
Huaihua City Administration Bureau for Industry and Commerce awarded amended business license to reflect JV between Silver Castle (Sterling’s Hong Kong subsidiary) and Hongyu Mining Co., Ltd. License terminates June 13, 2031.


5-31-11 Stockvest Quarterly, Summer 2011; Twittered 6-10-11




5-24-11 – Investment Certificate Granted – Gaoping Deposit, Chenxi Co.
Sterling Receives Approval to Acquire China Phosphate Company.
1. Approval of Investment Certificate; given a term of 30 years; allows for mining, processing, sale of phosphate ore and products under its mining permit.
2. Approval of Silver Castle (Sterling’s Hong Kong subsidiary), investment in the operating Chinese company, Chenxi Co. Hongyu Mining Co., Ltd (“Hongyu”). As a result, Silver Castle will control 90% of the shares of Hongyu.
3. Sterling also applied for the Amendment of the Hongyu’s business license to reflect the new JV structure, & anticipates its approval by local authorities shortly before putting the Hongyu phosphate deposit into production.
4. The company is currently reviewing other potential phosphate project acquisitions.
http://ih.advfn.com/p.php?pid=nmona&article=47805975&symbol=SGGV
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=63491373


5-23-11 – Sterling Contracts StockVest
PR contract is for an initial 3 month term; various investor info svcs w/b provided.
Per Max Power’s telecom of May 25, 2011 with Stockvest, it plans to provide:
1. Trade shows taking SGGV to multiple shows all over the world, starting with an accredited investor’s conference in early June in Colorado, followed by: July NOLA FSX show, Aug. SFO The Money Show, Sept 3 shows Toronto + Vancouver World Money Shows, Oct. Chicago + Miami, then rest of year in London, HK, and other cities.
2. Video – producing video for SGGV w/ professional production values highlighting huge opportunity that exists for investors.
3. PRs – disseminate PRs out on hundreds of news wires and insure that Google and other search engines pick up on it.
4. Email blasts, Electronic IR kits, and Mailings – sending info out to opt in investors, no spamming.
5. StockVest Quarterly – prominently displayed in its newsletter,, as well as placing it on a web informational portal on their website.


4-16-11 – Financials ending Feb. 28, 2011


4-13-11 – 10Q (Quarterly Report ending May 31, 2010


3-16-11 – 8K
3-16-11 – News -- Private Placement
-- Private Placement = $2 mil. to be used toward 10-18-10 Agmt re Gaoping phosphate mine with other phosphate resources in Hunan and for working capital.
-- 20 mil units (each unit = 1 common sh + 1 non-transferrable sh purchase warrant) @ $.10 ea.
-- Each warrant exercisable for 1 yr to purch add’l common sh at $.15/sh.
-- Current Warrants O/S at various exercise prices from $.15 to $1.00 / sh, if exercised, w/ raise another $8,839,125.
-- Warrant holders already picking up their shares: also issued 801,666 common shs at $.18 / sh from exercise of warrants by holders + recv’d $144,300 cash.
-- Fully diluted upon exercise of all warrants, there w/b 93,767,841 shs of cap stock issued + O/S.
-- 752,500 finders’ units issued relating to PP.


4-9-11 – 8K
LOI signed 11-10-10 filed in 8K. Sterling will conduct DD on Shujiatai phosphate property in Shimen Co. w/in 1 ½ yrs and update, if req’d., any Chinese study rprts for bldg mining, processing, + chem. plant. After DD complete, Sterling shall set up a JV in Shimen Co. for developing property. See 11-10-10.


3-9-11 – 8K
10-18-10 – Entry into MDA | Sterling signed 2 Agmts w/ Chenxi Co. Hongyu Mining Co., Ltd (“Honghyu”) + its S/Hs (“Hongyu S/Hs) re Gaoping Phosphate Mine in Tanjiaxiang, Chexing Co., Hunan Province, China. and other phosphate resources.


2-28-11 – 10Q


2-15-11 – Pacer Search
No lawsuits found against any of the principals (corps., and Tsakok, Shao, Runolfson, and Smiley) listed in the 10-18-10 Agreement.


2-28-11 – 10Q


2-14-11 – 8K
1. Approved extension of 3,817,500 Series A Sh Purch Warrants for earlier of 1 yr from current date of expiry or to close of bus on 30th day after takeover bid for Company’s issued and O/S sh capital has been made by 3rd pty and approved by share holders.
2. BoD approved acceleration of warrants expiry date any time prior to extended expiry date of Warrants to close of bus on 30th day after day on which closing price of shs exceeds $.80 for 20 consecutive trading days.
3. Upon exercise of Series A Sh Purch Warrants at $.50 ea, holder will receive 1 Common Sh of company and a Series B Sh Purchase Warrant exercisable at $1.00 for another yr. The Series A Sh Purch Warrants were originally issued pursuant to a PP commencing in Feb. 2004.


2-11-11 – News – Micro Cap Acquires Phosphate Company in China


2-11-11 – News – Micro Cap Acquires Phosphate Company in China


2-10-11 – CEO Reply to Sanction
2-10-11 – News – SGGV CEO Sanctioned in B.C. (2006)


1-24-11 – News – Sterling Arranges Funds to Develop China Phosphate Deposit


1-11-11 – 10Q (ending Nov. 30, 2010)


1-4-11 – News – US Fertiliser Prices Track Higher


1-1-11 –2011 Sulfer Market Forecast


12-26-10 –Sterling Group Ventures, Inc. Corporate Report


12-4-10 – News – Roadmap – Silvercorp Well Dug In


12-1-10 – News – China Hikes Fertilizer Tariff to Stem Exports


10-21-10 – 8K – Announce 10-18-10 Agreement
Terms: 1) Sterling to conduct DD on property w/in 1 ½ yrs and update Chinese study reports, if necessary. 2) Sterling will set up JV to develop deposit + build a mining, processing, + chemical plant.
Location: Shimen County, Hunan Province of China.
Est. value = $5.04 bil.


10-21-11 – Sterling Acquires Phosphate Company in China


10-18-10 – HONGYU AGREEMENT – GAOPING FIELD
Structure:
Sterling Group Ventures, Inc.
-> Sterling Makaelo Holdings, Inc. (100 held by Sterling)
--> Silver Castle Investments Limited (set up in HK, 80% held by Makaelo, 20% Chinese)
---> HK Invested Hongyu [Chenxi County Hongyu Mining Co., Ltd. (90% held by Silver Castle).
Terms:
1) Silver Castle will inject capital, subject to gov’t approval, to develop + put into production the Gaoping Phosphate mine, which has 58.16 mil tons of phosphate rock resource grading 19.8% P2O5 (est. value = $8.14 bil). Production costs est. $34/ton.
2) Hongyu agrees to surrender its future exclusive cooperative rights to Sterling. Honghyu S/Hs acknowledge and agree that Sterling shall set up an investment company in Hong Kong, which will initially be owned 80% Sterling, 20% Hongyu S/Hs. If Sterling does not complete taking over Hongyu thru the investment company w/in 3 months after signing the agmts, Sterling shall pay RMB 200,000 Yuan to Hongyu S/H as down pymt.
3) The Hongyu S/H shall keep the GP Property in good standing at all times during term of Agmt and shall keep Permit valid and effective, free from encumbrance or liability. Hongyu agrees to assist w/ above matters. The investment co. shall acquire 90% interest in Hongyu. The remaining 10% interest in Hongyu s/b transferred to nominees of Sterling. After this transaction, Hongyu s/ become a Hong Kong/China JV company (“HK Invested Hongyu”). Within 5 business days after approval of HK invested Hongyu by the appropriate Chinese authorities, Sterling s/ pay RMB 2 mil Yuan to the Hongyu S/Hs.
4) Sterling will ensure that the net assets value of Hongyu w/b RMB 5 mil Yuan during the acquisition.
5) The Hongyu S/Hs also agree to sell their 20% interest in the Investment Co to Sterling when requested to do so, in exchange for 10 mil common shs of Sterling’s capital stock t/b issued as consideration for such sale and shall at all times be subject to the rules + rqmts of US regulatory bodies bearing j/d.
6) The Hongyu S/Hs and Sterling agree that Sterling s/h all Hongyu’s title and interest in any phosphate properties, including, but not limited to the GP Property, and Sterling shall arrange for the financing of building a mining and processing plant on the GP property.
7) The Parties agree that the registered capital of HK Invested Hongyu s/b increased to the req’d level in order to build a mining processing plant and other facilities. Sterling s/ cause al the registered capital of HK Invested Hongyu t/b timely advanced to the accounts of Hongyu according to Chinese regulations.
8) Until such time as the acquisition is complete under the terms of the Agmt, Sterling w/b responsible for day-to-day maint ovhd costs of Hongyu, but will not be req’d to pay for any costs related to the building of a potential processing plant or other facilities. After the Agmts are signed, Hongyu s/ hand over all its documents and seals to Sterling. Sterling s/b in charge of maint of Hongyu during the period of the Agmts.

Project Plan
Project Name: Hunan Province, phosphate Tanjiaqiao field Gaoping phosphate
Location: Chenxi County Twp. High Tanjiaqiao Field Village
Constr. Content + Scale: annual output = 100K tons phosphate rock
Total Investment: 300 (million Yuan)
Owner: Chenxi County Hongyu Mining Co., Ltd.
Contact: Wu Haifeng
Phone: [phone]
Evaluation by: Environmental Protection Science Research Institute Huaihua
Contact: Engineer Xiang
Phone: [phone]

Facts about Chenxi County:
1. A railroad
2. 3 highways
3. River transportation (near branch of Yangtz river).
4. Also has reserves of coal, Cu, CaCO3, diamond, U.
5. Chemical plant producing phosphate fertilizer distributing to neighboring provinces.
http://baike.baidu.com/view/185444.htm, http://baike.baidu.com/view/2341720.htm
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=60259931
http://baike.911cha.com/a2InNg==.html

Mining Report
China does not have official report (e.g., 43-101). Quantity of phosphate does appear reasonable


5-31-10 – Outlook Report, Int’l Fertilizer Indus. Assoc. Annual Conf., Paris (France)


5-31-10 – Outlook Report, Int’l Fertilizer Indus. Assoc. Annual Conf., Paris (France)


11-10-09 – Mining Permit [valid to 11-10-14; does not have to be transferred
-- Present Permit allows for 100,000 tons / yr.
-- Sterling plans to use open pit method + to increase production from initial 100K ton / yr to at least 400K ton / yr.
-- Hongyu paid resource fees to Chinese gov’t for 3.13 mil tons of phosphate resources for 5-year permit period only 3.13 mil tons).
-- Anyone who mines in China m/ pay resource tax + mineral resource compensation fee. The mineral resources compensation fees depend on mineral sales revenue, and are payable 2x per yr. See SGGV Post 243.
-- In Hunan province, phosphate rock hung suspended mineral resource tax levy since 10-1-2008.


China has imposed a 100-175% tariff to curtail exports.


FACTS ABOUT PHOSPHATE:
Cannot be synthesized, and is non-renewable.
Essential to process of photosynthesis.
Absorbed thru soil (est. 1.5 bil lbs of P is absorbed per year).
Several types used in fertilizer, but in North America, Ammonium Orthophosphates, such as diammonium phosphate (DAP) and monoamonium phosphate (MAP) are dominant, as they contain Nitrogen (another needed fertilizer).


CAVEAT: The entirety of the above was compiled by and contains opinions of this user, and is not to be relied upon. Do your own due diligence.