Fortress Financial Group, Inc. (PINKSHEETS: FFGO) confirms that is has entered into a binding agreement to dispose of its remaining assets, namely its stockholding in two Gold Corporations, Bouse Gold, Inc. and South Copperstone, Inc. The Effective Sale and the Execution Dates of these agreements were required by the Purchaser to be on Thursday, August 12, 2010. On that date both the Purchaser and ourselves will each be filing a Form 8-K with the Sale and Purchase Agreements as exhibits. The Purchaser is a publicly traded corporation and will announce these transactions to its stockholders on August 12, 2010.
The Company has filed today a Form 8-K setting out the revised agreement with Sloane Investments, Inc. This revised agreement allows us to execute the Sales Agreements on August 12, 2010 with the receipt of the sale proceeds being on Monday, August 16, 2010. Additional time was granted by Sloane Investments, Inc. who unconditionally accepted the terms of these sales of our Company's Gold interests.
The Company has today filed an additional Form 8-K setting out the revised agreements between Searchlight Exploration, LLC and Bouse Gold, Inc. and South Copperstone, Inc. These revised agreements were a non negotiable requirement by the Purchaser. Searchlight Exploration, LLC has drastically reduced both its Net Smelter Returns Royalties and its Net Profits interest in both "Bouse" and in "South Copperstone."
The Company has disposed of its entire holding of Bouse Gold, Inc. shares of Common Stock at a price of US$0.3788 per share of Bouse Gold, Inc. Common Stock.
The Company has disposed of its entire holding of South Copperstone, Inc. shares of Common Stock at a price of US$0.06263 per share of South Copperstone, Inc. Common Stock.
The Purchaser is acquiring additional shares of both Bouse Gold, Inc. Common Stock and South Copperstone, Inc. Common Stock from other stockholders (including historical eligible dividend recipients of Fortress Financial Group, Inc.), as they will ultimately hold 100% of the outstanding shares of both Bouse Gold, Inc. Common Stock and South Copperstone, Inc. Common Stock. The Purchaser is paying exactly the same price per share of Common Stock to the other stockholders of these two Corporations as it is paying to Fortress Financial Group,Inc.
The total sale price equates to an amount of US$0.003449 per share of Fortress Financial Group, Inc. Common Stock based upon our number of outstanding shares of Common Stock on August 2, 2010. No additional shares of Fortress Financial Group, Inc. are to be issued whatsoever.
The outstanding loan notes due by Fortress Financial Group, Inc. will not exceed an amount of US$1,600,000. These will be settled in full from the proceeds of these sales on August 16, 2010. This equates to no more than 0.62% of the sale proceeds.
The Company is distributing the entire net sale proceeds, after settlement of the outstanding loan notes, to its stockholders. The Company will now work towards the establishment of both a "Record Date" and a "Payment Date" for this single dividend of the net sale proceeds. Upon our receipt of approval of these dates, stockholders will be advised immediately.
Upon the payment of this Dividend, Fortress Financial Group, Inc. will hold no further assets and will become dormant. No offers have been made to Company at this time.
We wish to stress that these transactions are now binding upon ourselves and the Purchaser with no variations to these Sale and Purchase Agreements. The sale agreements are complex and will be dealt with in greater detail in our regulatory filings on August 12, 2010. The price of Gold will no longer be a factor for the sale pricing of these agreements as the terms, as announced in this Press Release, are final.
The corporate web site will be updated today to account for the sale of the Company's assets.
This release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" describe future expectations, plans, results, or strategies and are generally preceded by words such as "may," "future," "plan" or "planned," "will" or "should," "expected," "anticipates," "draft," "eventually," "projected" or "guidelines." You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements as a result of various factors and other risks identified in filings made by such company with the SEC.
Contact:
Fortress Financial Group, Inc.
Peter J. Bezzano
Chairman
E Mail: admin@fortfinancegroup.com Twitter: twitter.com/FFGO Telephone: (954) 623-7409 Corporate Web Site: www.fortfinancegroup.com
All Investor Related Enquiries: Corporate Communications to Fortress - Global Investor Relations E Mail: ir@fortfinancegroup.com Direct Line: (407) 403-5565
News 
Market Data 
Discover 
