Some notes from today's filing that just came out. I am thinking optimistically that this deal will go through soon.
On July 28, 2010 , we entered into a Letter of Intent with Solauro Industries Inc. ("Solauro") whereby we will acquire from Solauro, certain mining projects and properties located in British Columbia, Canada , Newfoundland, Canada and six tailing reclamation projects located in Nevada .
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Solauro Industries Inc. is a privately held environmentally friendly "green" focused mining company that explores, acquires and develops mining properties throughout North America . Solauro's business model focuses on the acquisition and development of lucrative ore tailings reclamation projects as well as early and advanced staged exploration projects. Solauro places emphasis on green mining practices wherever possible such as lined ponds, non-toxic chemical separation, recycled water systems, resource efficiency, and limited waste to minimize environmental damage.
The Letter of Intent will expire on October 31, 2010 unless otherwise mutually agreed to in writing by both parties. There are no assurances that all the conditions of the Letter of Intent can be satisfied or that all subjects will be removed such that the transaction as contemplated can be completed and closed.
As of September 30, 2010 we had cash resources of $49 and total liabilities of $31,008 for a working capital deficit of $30,959 . The Letter of Intent that we entered into with Solauro Industries Inc. , on July 28, 2010 requires that we complete a financing of not less than $1,500,000 nor more than $2,000,000 . Should we complete the terms of the Letter of Intent, we will have sufficient funds to initiate operations on the acquired mining projects and working capital for at least twelve months.
Plan of Operations
Our original plan of operation was to prospect for gold. Due to our failure to commence our exploration work on a timely basis our original geologist was no longer available to do work for us. Our search for a new geologist was not successful and as a result, we decided to explore alternative business opportunities.
On July 28, 2010 , we (the "Company") entered into a Letter of Intent with Solauro Industries Inc. ("Solauro") whereby we will acquire from Solauro, certain mining projects and properties located in British Columbia, Canada , Newfoundland, Canada and six tailing reclamation projects located in Nevada under the following terms and conditions:
1. The Company completing a 2.5 times forward split of its capital stock.
2. The Company completing a private placement of not less than $1,500,000 nor more than $2,000,000 at a price not less than $0.25 per share.
3. Solauro completing a bridge financing of not less than $250,000 nor more than $500,000 at a price being a 20% discount to the shares being offered in the private placement. The amount of funding required to be completed prior to the closing of the acquisition will be not less than $2,000,000 in any combination of the private placement and the bridge financings.
4. The Company's current President, CEO and Director will resign and will tender his current holdings of 25,000,000 post-split shares of common stock for cancellation and will appoint Dion Tulk , Solauro's current President and CEO as the Company's new president, CEO and Director.
5. The issuance of 20,000,000 post-split restricted shares of common stock to the holders of the mining properties as further described in the LOI.
The Letter of Intent will expire on October 31, 2010 unless otherwise mutually agreed to in writing by both parties.
We are presently working towards the completion of the subject clauses.
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