|To: PaperPerson who wrote (4677)||2/13/2013 5:39:51 PM|
|Original CBIS deal now in hands of XCHC. |
Item 1.01 Entry into a Material Definitive Agreement
On September 10, 2012, Cannabis Science, Inc. entered into a 25-year renewable Joint Venture Operating Agreement with Wolastokwik NeGoot-Gook (Maliseet Nation at Tobique, “WNGM”), and George Kattar to establish production operations, a clinical laboratory, integrated database system, a medicine production facility, and treatment center. Cannabis Science entered this Agreement on a non-exclusive basis and all other parties on an exclusive basis.
Under the Agreement, WNGM will share in 50%, Cannabis Science will share in 25%, and Kattar will share in 25% of net operating profits of the Joint Venture. Pursuant to the Agreement Cannabis Science will issue 1 million Rule 144 restricted common shares to WNGM and Kattar.
WNGM will provide land, building lumber, electricity, herbals, therapeutic formulations and other products and services as mutually agreed.
Cannabis Science will provide medical cannabis extract formulations, delivery methods, products, and techniques, including future products or processes and other products or services as mutually agreed.
Kattar will provide business and government contacts, marketing and distribution channels, and other products and services as mutually agreed.
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|From: PamplonaTrader||2/14/2013 4:55:29 PM|
|Anyone here follow European Uranium (EUU.V)? Was in near cash value at 18-20c. Added several times in the 28-36 range for an acb of 32c. Looks like this baby is just gonna keep running. MACD about to cross signal.|
Also, look out for NexGen Energy Ltd reverse merger with Clermont Capital. NexGen has a nice deposit in the Athabasca along trend with Rough Rider and adjacent to FIS J-zone.
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|To: PamplonaTrader who wrote (4681)||2/25/2013 5:49:05 PM|
|Clermont Capital Inc. |
TSX VENTURE : XYZ.P
February 21, 2013 08:00 ET
Clermont Capital Announces Additional Financing For Its Qualifying Transaction and Special Meeting Date
VANCOUVER, BRITISH COLUMBIA--(Marketwire - Feb. 21, 2013) -
Not for Distribution to United States Newswire Services or for Dissemination in the United States.
Clermont Capital Inc. (TSX VENTURE:XYZ.P) ("Clermont") is pleased to announce that further to its news release dated January 3, 2013 regarding its acquisition (the "Acquisition") of NexGen Energy Ltd. ("NexGen"), the Clermont special meeting of shareholders (the "Special Meeting") will be held on March 14, 2013, at which time the Clermont shareholders will be asked to approve a consolidation of Clermont's common shares on a 2.35 for one basis and a corporate name change to "NexGen Energy Ltd." or such other name as NexGen, Clermont and the appropriate regulatory authority may approve. Shareholders will also be asked to approve an increase to the number of directors from four to seven, and the election of 3 NexGen nominees to fill the resulting vacancies. An information circular for the Special Meeting has been mailed to shareholders and filed on SEDAR. The amalgamation will constitute Clermont's qualifying transaction for the purposes of TSXV policy 2.4.
In connection with the Acquisition, NexGen has engaged Secutor Capital Management Corporation and Marquest Capital Markets to complete an additional brokered private placement (the "Financing") consisting of "flow-through shares" of NexGen at a price of $0.425 per flow-through share, and units ("Units") at a price of $0.40 per Unit. Each Unit consists of one NexGen common share and one-half of one common share purchase warrant of NexGen entitling the holder thereof to purchase a NexGen common share at a price of $0.60 per NexGen common share for a period of two years following closing of the Financing. The Financing is in addition to the two prior financings conducted by NexGen in December 2012, pursuant to which NexGen raised approximately $3,085,000 in both flow through shares and subscription receipts, which shall automatically convert into non-flow through units, upon completion of the Acquisition.
NexGen Energy owns a portfolio of prospective uranium exploration assets in the Athabasca Basin in Saskatchewan including Rook 1, which lies immediately adjacent to the northeast of Alpha Minerals' and joint venture partner Fission Energy's Patterson Lake project. Alpha Minerals announced on Tuesday February 19th, 2013, that it had encountered 57.5m of high-grade uranium in hole PLS 13-038 located 385 meters east of the original discovery area. Interpretation of north east trending EM conductors on Rook 1 suggest that the same mineralized structures run northeast and onto NexGen's Rook 1 project. However, this may not be indicative of mineralization on Rook 1. Please see figure 1.
Clermont has received notice from the TSX Venture Exchange (the "Exchange") that the Technical Report on the Radio Property, S-113997, Saskatchewan, Canada, by J.A. McNutt, P.Geo., effective date September 25, 2012 has met Tier 2 ILR Requirements and is in compliance with National Instrument 43-101 Standards For Disclosure for Minerals Projects. The Radio Property is Clermont's qualifying property for purposes of the qualifying transaction.
Completion of the Acquisition is still subject to a number of conditions, including completion of the share consolidation, Exchange acceptance and approval of NexGen shareholders. The Acquisition cannot be completed until the required regulatory and shareholder approvals are obtained. There can be no assurance that the Acquisition will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the information circular of Clermont prepared in connection with the Special Meeting, any information released or received with respect to the Acquisition may not be accurate or complete and should not be relied upon. Trading in the securities of Clermont should be considered highly speculative.
The Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
The trading of the Clermont common shares will remain halted pending further filings with the Exchange.
NexGen is a private British Columbia corporation established by Tigers Realm Group, an Australian-based, privately-owned resources group, as a special purpose Canadian uranium exploration company. It has an option to earn an initial 70% interest in the Radio Project in the Athabasca Basin, Saskatchewan, Canada, and the option to subsequently acquire the remaining 30%, in exchange for a combination of cash and common shares of NexGen. On December 18, 2012 NexGen acquired the uranium exploration projects of Mega Uranium Ltd. in the Athabasca Basin, Saskatchewan and Thelon Basin, Nunavut, Canada. Senior Management includes Leigh Curyer, CEO, and Andrew Browne, Vice President - Exploration and Development.
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|From: PaperPerson||3/12/2013 10:34:30 PM|
|Copper miners lead FTSE 100 higher despite poor UK manufacturing|
Antofagasta gains after higher than expected payout to shareholders.
As leading shares edged to a new five year high, copper miners Antofagasta and Kazakhmys helped build up much of the market's gains.
Antofagasta added 34p to £11.29 after higher profits and a bigger than
The Chilean company said full year profits rose 5% to $3.83bn. More crucially, it unveiled a dividend of 98.5¢ a share -
more than double last year's figure - including a special payment of 77.5¢.
But the company announced a $500m impairment charge on its main growth project, the $1.7bn Antucoya copper mine, with analysts saying this could mean an eventual cancellation. In a hold note, Numis said:
[It] remains a quality company but with Antucoya pushed back we see limited growth and expect it trade side
In fact the copper price moved higher on hopes of buying from China, now the metal is cheaper.
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|To: PaperPerson who wrote (4685)||3/30/2013 2:12:03 PM|
|Terra Tech Corp.: Issues Corporate Update on GroRite and NB Plants Merger and Recent Financing|
Business WirePress Release: Terra Tech Corp. – Wed, Mar 27, 2013 3:07 PM EDT
TRTC 0.185 0.02
IRVINE, Calif.--(BUSINESS WIRE) -- Terra Tech Corp. (TRTC), a leader in sustainable agricultural products, releases merger update with both GroRite Garden Centers and NB Plants/ Edible Garden and discusses their recent $825,000 financing.
Terra Tech recently announced signing LOI’s to acquire two companies, GroRite Garden Center and NB Plants/ Edible Garden brand. Upon a successful merger these two acquisitions will push annual revenue for Terra Tech to over $10 million. Both companies are cash flow and net income positive. Currently the Edible Garden brand can be found at Shoprite, Food Emporium in over 280 retailers throughout New Jersey, New York, Connecticut, Delaware, Maryland, and Pennsylvania. GroRite is a gardening superstore with retail shopping situated on over 8 acres in Lincoln Park, NJ.
As we have previously stated the company is currently working towards definitive documents to close the transaction and determined it was important to make investors aware of the progress and details. To date Terra Tech has finished negotiating terms with both entities and are finalizing the documents and the structure of the transaction. Both NB Plants and GroRite have working capital lines of credit amounting to $1.8 million in place. The lines had certain covenants that wouldn’t transfer over to the new merged entity. Presently Terra Tech and the VandeVrede’s are refinancing these instruments, which has caused a delay for closing the merger. Both parties are confident the new lines will be set up within a few weeks.
“As you navigate through the process of closing a deal of this magnitude you uncover additional variables that need to be addressed, it is important for us to close this within the second quarter as this is a significant fiscal period for us,” said Ken VandeVrede COO of Terra Tech and President of GroRite. “Closing this merger is the priority for Terra Tech as well as my family. We have aggressive growth plans for the next 24 months that include expansion into additional markets.”
Terra Tech announced yesterday the completion of the sale of $825,000 of convertible debentures. Aegis Capital Corp. acted as placement agent for the offering. The proceeds of the offering are critical for management to execute on its growth strategy. Terra Tech and NB Plants have recently announced they are purchasing and constructing an additional five acres of greenhouse on the Belvidere property. This round of funding allows the company to finalize the purchase and begin construction of a new facility, which we anticipate will produce significant revenues for the company. The anticipated time for construction is 9 months.
“I have a background in finance and understand that investors generally see financings as dilutive, however if the company is creating accretive events such as building additional space to produce additional revenue, cash flow and earnings then it is necessary if shareholders want to see the company grow,” said Derek Peterson CEO of Terra Tech. “Myself and the officers of the company haven’t taken a salary since inception and we intend to utilize all forms of funding to make the company stronger.”
Terra Tech will continue to keep investors aware and informed of the progress. The company is also working towards meeting the qualifications for listing on the NASDAQ Capital Markets within 24 months. This merger is a significant step in that direction. Additionally the company plans to strengthen it’s board of directors as well as the advisory board with industry veterans that can help facilitate the companies overall growth strategy.
“We have never been more excited about the future of the company, we have identified additional growth opportunities for the company and plan to execute as aggressively as possible in the coming months,” said Derek Peterson, Terra Tech CEO.
Terra Tech Corp: www.terratechcorp.com
NB Plants/ Edible Garden: eatherbs.com
About Edible Gardens:
The Edible Garden brand provides fresh, locally grown herbs and leafy greens to major supermarket chains and restaurants. Their process utilizes time tested, classic Dutch hydroponic farming methods to grow vegetables in a safe, healthy, 100% natural environment, free of contaminants and pesticides. We maximize the use of the latest technology, to exceed competitors’ products often imported from outside the U.S. and Edible Garden exclusively grows, packs and ships their own products, allowing them to monitor and guarantee the safety, quality, and freshness of our produce from seed to delivery.
About Terra Tech:
Through its wholly-owned subsidiary GrowOp Technology, Terra Tech Corp. specializes in controlled environment agricultural technologies. The company integrates best-of-breed hydroponic equipment with proprietary software and hardware to provide sustainable solutions for indoor agriculture enterprises and home practitioners. We work closely with expert horticulturists, engineers, and plant scientists to develop and manufacture advanced proprietary products for the fast-growing urban agricultural industry as well as individual hobbyists. Large companies, small urban farmers, home enthusiasts, and traditional greenhouse growers utilize our products. Our complete product line is available at specialty retailers throughout the United States, and via our website. Terra Tech Corp. was incorporated in July 2008 in the State of Nevada; its subsidiary GrowOp Technology was founded March 2010, in Oakland, California.
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