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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Silver Stream Mining Corporation New (CE) | USOTC:AGSM | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 8.00 | 0.00 | 01:00:00 |
Nevada
|
98-0439650
|
(State of organization)
|
(I.R.S. Employer Identification No.)
|
Securities to be registered pursuant to Section 12(b) of the Act:
|
Securities to be registered pursuant to Section 12(g) of the Act:
|
None
|
None (Title of Class)
|
Large accelerated file
o
|
Non-accelerated filer
o
|
Accelerated filer
o
|
Smaller reporting company
x
|
Title of each class
|
Number of shares
|
Common Stock, par value $0.001 per share
|
21,088,680
|
|
|
Page
|
|
|
|
|
PART I
|
|
|
|
|
Item 1.
|
Business
|
3
|
|
|
|
Item 1A.
|
Risk Factors
|
5
|
|
|
|
Item 1B.
|
Unresolved Staff Comments
|
5
|
|
|
|
Item 2.
|
Properties
|
5
|
|
|
|
Item 3.
|
Legal Proceedings
|
5
|
|
|
|
Item 4.
|
Mine Safety Disclosures
|
5
|
|
|
|
|
PART II
|
|
|
|
|
Item 5.
|
Market for Registrant's Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities
|
5
|
|
|
|
Item 6.
|
Selected Financial Data
|
6
|
|
|
|
Item 7.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
6
|
|
|
|
Item 7A.
|
Quantitative and Qualitative Disclosures About Market Risk
|
8
|
|
|
|
Item 8.
|
Financial Statements and Supplementary Data
|
8
|
|
|
|
Item 9.
|
Changes In and Disagreements With Accountants on Accounting and Financial Disclosure
|
23
|
|
|
|
Item 9A.
|
Controls and Procedures
|
23
|
|
|
|
Item 9B.
|
Other Information
|
24
|
|
|
|
|
PART III
|
|
|
|
|
Item 10.
|
Directors, Executive Officers and Corporate Governance
|
24
|
|
|
|
Item 11.
|
Executive Compensation
|
25
|
|
|
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
26
|
|
|
|
Item 13.
|
Certain Relationships and Related Transactions, and Director Independence
|
27
|
|
|
|
Item 14.
|
Principal Accountant Fees and Services
|
27
|
|
|
|
|
PART IV
|
|
|
|
|
Item 15.
|
Exhibits, Financial Statement Schedules
|
28
|
Quarter Ended
|
OTC Bulletin Board
(U.S. dollars)
|
|
|
High
|
Low
|
June 30, 2011
|
$0.50
|
$0.50
|
September 30, 2011
|
$0.50
|
$0.50
|
December 31, 2011
|
$0.50
|
$0.50
|
March 31, 2012
|
$0.50
|
$0.50
|
June 30, 2012
|
$0.50
|
$0.50
|
September 30, 2012
|
$0.50
|
$0.50
|
December 31, 2012
|
$0.50
|
$0.50
|
March 31, 2013
|
$0.50
|
$0.50
|
|
March 31,
2013
|
March 31,
2012
|
||||||
ASSETS
|
|
|
||||||
|
|
|
||||||
Current
|
|
|
||||||
Cash
|
$
|
22,158
|
$
|
2,165
|
||||
Prepaid Expenses
|
-
|
3,478
|
||||||
Equipment
|
87
|
119
|
||||||
|
||||||||
|
$
|
22,245
|
$
|
5,762
|
||||
|
||||||||
LIABILITIES
|
||||||||
|
||||||||
Current
|
||||||||
Accounts payable
|
$
|
438,518
|
$
|
207,787
|
||||
Accrued liabilities
|
28,652
|
734
|
||||||
Convertible promissory notes
|
535,964
|
535,964
|
||||||
Loans and advances
|
175,427
|
118,616
|
||||||
|
||||||||
|
1,178,561
|
863,101
|
||||||
|
||||||||
STOCKHOLDERS' DEFICIT
|
||||||||
|
||||||||
Capital stock
|
||||||||
Common stock, $0.001 par value
150,000,000 Authorized (March 31, 2012: 25,000,000)
21,088,680 Issued and outstanding (March 31, 2012: 21,088,680)
|
21,089
|
21,089
|
||||||
Additional paid-in capital
|
20,229,765
|
20,229,765
|
||||||
Deficit accumulated during the exploration stage
|
(21,412,685
|
)
|
(21,113,708
|
)
|
||||
Accumulated other comprehensive income
|
5,515
|
5,515
|
||||||
|
||||||||
|
(1,156,316
|
)
|
(857,339
|
)
|
||||
|
||||||||
|
$
|
22,245
|
$
|
5,762
|
|
|
|
April 5, 2004
|
|||||||||
|
Year ended
|
Year ended
|
(Inception) to
|
|||||||||
|
March 31,
|
March 31,
|
March 31,
|
|||||||||
|
2013
|
2012
|
2013
|
|||||||||
Revenue
|
|
|
|
|||||||||
Storage rental fee
|
$
|
-
|
$
|
- -
|
$
|
17,285
|
||||||
|
||||||||||||
Expenses
|
||||||||||||
Administrative services
|
21,600
|
21,600
|
104,466
|
|||||||||
Bad debt expense
|
-
|
-
|
8,085
|
|||||||||
Consulting fees
|
5,740
|
1,792
|
16,410
|
|||||||||
Depreciation
|
35
|
48
|
2,154
|
|||||||||
Management fees and bonus
|
121,200
|
121,200
|
635,100
|
|||||||||
Office and miscellaneous
|
851
|
974
|
43,666
|
|||||||||
Professional fees
|
37,422
|
63,106
|
296,543
|
|||||||||
Penalties
|
25,652
|
-
|
25,652
|
|||||||||
Registration and filing fees
|
11,269
|
8,288
|
62,462
|
|||||||||
Research and marketing
|
-
|
-
|
7,500
|
|||||||||
Travel and Entertainment
|
-
|
-
|
9,324
|
|||||||||
Loss before other items
|
(223,769
|
)
|
(217,008
|
)
|
(1,194,077
|
)
|
||||||
|
||||||||||||
Other Items
|
||||||||||||
Interest income
|
-
|
-
|
4,327
|
|||||||||
Interest Expense
|
(74,751
|
)
|
(55,664
|
)
|
(185,801
|
)
|
||||||
Accretion of Debt Discount
|
-
|
(32,992
|
)
|
(32,992
|
)
|
|||||||
Foreign exchange loss
|
(457
|
)
|
(789
|
)
|
(11,466
|
)
|
||||||
Loss on Extinguishment of Debt Note
|
-
|
(19,982,676
|
)
|
(19,982,676
|
)
|
|||||||
Impairment of investment
|
-
|
-
|
(10,000
|
)
|
||||||||
Net loss
|
(298,977
|
)
|
(20,289,129
|
)
|
(21,412,685
|
)
|
||||||
|
||||||||||||
Other comprehensive income
|
||||||||||||
Foreign currency translation
|
-
|
-
|
5,515
|
|||||||||
Comprehensive loss
|
$
|
(298,977
|
)
|
$
|
(20,289,129
|
)
|
$
|
(21,407,170
|
)
|
|||
|
||||||||||||
Basic and diluted loss per share
|
$
|
0.01
|
$
|
0.96
|
||||||||
|
||||||||||||
Weighted average number of shares outstanding
|
21,088,680
|
21,088,680
|
|
|
|
April 5, 2004
|
|||||||||
|
Year ended
|
Year ended
|
(Inception) to
|
|||||||||
|
March 31,
|
March 31,
|
March 31,
|
|||||||||
|
2013
|
2012
|
2013
|
|||||||||
|
|
|
|
|||||||||
Cash Flows used in Operating Activities
|
|
|
|
|||||||||
Net loss
|
$
|
(298,977
|
)
|
$
|
(20,289,129
|
)
|
$
|
(21,412,685
|
)
|
|||
Items not affecting cash:
|
||||||||||||
Bad debt expense
|
-
|
-
|
8,085
|
|||||||||
Depreciation
|
32
|
48
|
2,154
|
|||||||||
Accretion of debt discount
|
-
|
32,992
|
32,992
|
|||||||||
Loss on extinguishment of debt
|
-
|
19,982,676
|
19,982,676
|
|||||||||
Impairment of investment
|
-
|
-
|
10,000
|
|||||||||
Changes in non-cash working capital: balances:
|
||||||||||||
Prepaid Expenses
|
3,478
|
(3,478
|
)
|
-
|
||||||||
Accounts receivable
|
-
|
-
|
(8,085
|
)
|
||||||||
Accounts payable and accrued liabilities
|
258,649
|
172,180
|
1,034,177
|
|||||||||
|
||||||||||||
Net cash used in operating activities
|
(36,818
|
)
|
(104,711
|
)
|
(350,686
|
)
|
||||||
|
||||||||||||
Cash Flows from Financing Activities
|
||||||||||||
Loans and advances
|
56,811
|
108,987
|
202,810
|
|||||||||
Repayment of promissory Notes Payable
|
-
|
(5,000
|
)
|
(5,000
|
)
|
|||||||
Common stock issued
|
-
|
-
|
297,186
|
|||||||||
Common stock repurchased
|
-
|
-
|
(62,000
|
)
|
||||||||
|
||||||||||||
Net cash provided by financing activities
|
51,811
|
103,987
|
432,996
|
|||||||||
|
||||||||||||
Cash Flows used in Investing Activities
|
||||||||||||
Acquisition of equipment
|
-
|
-
|
(4,427
|
)
|
||||||||
Acquisition of investments
|
-
|
-
|
(64,903
|
)
|
||||||||
|
||||||||||||
Net cash used in investing activities
|
-
|
-
|
(69,330
|
)
|
||||||||
|
||||||||||||
Effect of exchange rate changes on cash
|
-
|
-
|
9,178
|
|||||||||
|
||||||||||||
Net increase(decrease) in cash
|
19,993
|
(724
|
)
|
22,158
|
||||||||
|
||||||||||||
Cash, beginning
|
2,165
|
2,888
|
-
|
|||||||||
|
||||||||||||
Cash, ending
|
$
|
22,158
|
$
|
2,165
|
$
|
22,158
|
||||||
|
||||||||||||
|
||||||||||||
Supplemental Information
|
||||||||||||
Interest and taxes paid in cash
|
$
|
-
|
$
|
-
|
$
|
-
|
|
|
|
|
|
Accumulated
|
|
||||||||||||||||||
|
|
|
Additional
|
|
Other
|
|
||||||||||||||||||
|
|
Share
|
Paid-in
|
|
Comprehensive
|
|
||||||||||||||||||
|
Number
|
capital
|
Capital
|
Deficit
|
Income
|
Total
|
||||||||||||||||||
Private placement
|
|
|
|
|
|
|
||||||||||||||||||
-at $.000049
|
20,007,680
|
$
|
20,008
|
$
|
(19,022
|
)
|
$
|
-
|
$
|
-
|
$
|
986
|
||||||||||||
- at $.01
|
2,000,000
|
2,000
|
18,000
|
-
|
-
|
20,000
|
||||||||||||||||||
- at $.20
|
81,000
|
81
|
16,119
|
-
|
-
|
16,200
|
||||||||||||||||||
Foreign currency translation
|
-
|
-
|
-
|
-
|
380
|
380
|
||||||||||||||||||
Net loss
|
-
|
-
|
-
|
(11,573
|
)
|
-
|
(11,573
|
)
|
||||||||||||||||
Balance, August 31, 2004
|
22,088,680
|
22,089
|
15,097
|
(11,573
|
)
|
380
|
25,993
|
|||||||||||||||||
Foreign currency translation
|
-
|
-
|
-
|
-
|
1,279
|
1,279
|
||||||||||||||||||
Net loss
|
-
|
-
|
-
|
(32,276
|
)
|
-
|
(32,276
|
)
|
||||||||||||||||
Balance, August 31, 2005
|
22,088,680
|
22,089
|
15,097
|
(43,849
|
)
|
1,659
|
(5,004
|
)
|
||||||||||||||||
Issued for cash:
|
||||||||||||||||||||||||
Private placement-at $.20
|
1,000,000
|
1,000
|
199,000
|
-
|
-
|
200,000
|
||||||||||||||||||
Shares repurchased-at $.20
|
(2,000,000
|
)
|
(2,000
|
)
|
(398,000
|
)
|
-
|
-
|
(400,000
|
)
|
||||||||||||||
Capital contribution
|
-
|
-
|
398,000
|
-
|
-
|
398,000
|
||||||||||||||||||
Foreign currency translation
|
-
|
-
|
-
|
-
|
4,788
|
4,788
|
||||||||||||||||||
Net loss
|
-
|
-
|
-
|
(51,090
|
)
|
-
|
(51,090
|
)
|
||||||||||||||||
Balance, August 31, 2006
|
21,088,680
|
21,089
|
214,097
|
(94,939
|
)
|
6,447
|
146,694
|
|||||||||||||||||
Issued for cash:
Private placements-at $.20
|
300,000
|
300
|
59,700
|
-
|
-
|
60,000
|
||||||||||||||||||
Shares repurchased-at $.20
|
(300,000
|
)
|
(300
|
)
|
(59,700
|
)
|
-
|
-
|
(60,000
|
)
|
||||||||||||||
Foreign currency translation
|
-
|
-
|
-
|
-
|
785
|
785
|
||||||||||||||||||
Net loss
|
-
|
-
|
-
|
(54,962
|
)
|
-
|
(54,962
|
)
|
||||||||||||||||
Balance, August 31, 2007
|
21,088,680
|
21,089
|
214,097
|
(149,901
|
)
|
7,232
|
92,517
|
|||||||||||||||||
Foreign currency translation
|
-
|
-
|
-
|
-
|
(944
|
)
|
(944
|
)
|
||||||||||||||||
Net loss
|
-
|
-
|
-
|
(128,431
|
)
|
-
|
(128,431
|
)
|
||||||||||||||||
Balance, August 31, 2008
|
21,088,680
|
21,089
|
214,097
|
(278,332
|
)
|
6,288
|
(36,858
|
)
|
||||||||||||||||
Foreign currency translation
|
-
|
-
|
-
|
-
|
(773
|
)
|
(773
|
)
|
||||||||||||||||
Net loss
|
-
|
-
|
-
|
(196,545
|
)
|
-
|
(196,545
|
)
|
||||||||||||||||
Balance, August 31, 2009
|
21,088,680
|
21,089
|
214,097
|
(474,877
|
)
|
5,515
|
(234,176
|
)
|
||||||||||||||||
Net loss
|
-
|
-
|
-
|
(208,999
|
)
|
-
|
(208,999
|
)
|
||||||||||||||||
Balance, August 31, 2010
|
21,088,680
|
21,089
|
214,097
|
(683,876
|
)
|
5,515
|
(443,175
|
)
|
||||||||||||||||
Net loss
|
-
|
-
|
-
|
(140,703
|
)
|
-
|
(140,703
|
)
|
||||||||||||||||
Balance, March 31, 2011
|
21,088,680
|
21,089
|
214,097
|
(824,579
|
)
|
5,515
|
(583,878
|
)
|
||||||||||||||||
Extinguishment of debt
|
-
|
-
|
20,015,668
|
-
|
-
|
20,015,668
|
||||||||||||||||||
Net loss
|
-
|
-
|
-
|
(20,289,129
|
)
|
-
|
(20,289,129
|
)
|
||||||||||||||||
Balance, March 31, 2012
|
21,088,680
|
21,089
|
20,229,765
|
(21,113,708
|
)
|
5,515
|
(857,339
|
)
|
||||||||||||||||
Net loss
|
-
|
-
|
-
|
(298,977
|
)
|
-
|
(298,977
|
)
|
||||||||||||||||
Balance, March 31, 2013
|
21,088,680
|
$
|
21,089
|
$
|
20,229,765
|
$
|
(21,412,685
|
)
|
$
|
5,515
|
$
|
(1,156,316
|
)
|
|
March 31, 2013
|
|||||||||||
|
|
|||||||||||
|
|
Accumulated
|
|
|||||||||
|
Cost
|
Depreciation
|
Net
|
|||||||||
Computer equipment
|
$
|
1,940
|
$
|
1,853
|
$
|
87
|
|
March 31, 2012
|
|||||||||||
|
|
|||||||||||
|
|
Accumulated
|
|
|||||||||
|
Cost
|
Depreciation
|
Net
|
|||||||||
Computer equipment
|
$
|
1,940
|
$
|
1,821
|
$
|
119
|
|
March 31, 2013
|
March 31, 2012
|
||||||
Convertible promissory note payable, unsecured, bearing
interest at 15% per annum compounded quarterly, due
April 1, 2012
|
$
|
288,670
|
$
|
288,670
|
||||
Convertible promissory notes payable with a face value of
$252,294 and a fair value of $219,302 at issuance and
including accumulated accretion of $32,992 (March 31,
2012 - $32,992), unsecured, non-interest bearing, due
April 1, 2012
|
247,294
|
247,294
|
||||||
|
$
|
535,964
|
$
|
535,964
|
|
March 31, 2013
|
March 31, 2012
|
||||||
Deferred tax assets
|
$
|
$
|
||||||
Net operating losses carry forward
|
446,890
|
345,238
|
||||||
Less: valuation allowance
|
(446,890
|
)
|
(345,238
|
)
|
||||
Deferred tax assets
|
$
|
-
|
$
|
-
|
||||
|
||||||||
Statutory rate applied to loss before income taxes
|
$
|
101,652
|
$
|
6,898,304
|
||||
Loss on extinguishment of debt
|
-
|
(6,805,327
|
)
|
|||||
Permanent differences
|
-
|
(28,000
|
)
|
|||||
Change in valuation allowance
|
(101,652
|
)
|
(64,977
|
)
|
||||
Income tax expense
|
$
|
-
|
$
|
-
|
a)
|
Pursuant to the Agreement, the Company agreed to acquire all of the issued and outstanding shares of common stock of Rio Plata by issuing 28,000,000 shares of its common stock and, as a result, the former shareholders of Rio Plata will control approximately 85% of the issued and outstanding common shares of the Company. The acquisition is a reverse takeover and therefore has been accounted for using the acquisition method with Rio Plata as the accounting acquirer (legal subsidiary) and continuing entity for accounting and financial reporting purposes, and the Company as the legal parent (accounting subsidiary). Effective with the Acquisition, the Debt Holders of the Company have consented to the conversion of $535,964 of convertible notes into 5,000,000 shares of the Company. The fair value of assets acquired and liabilities assumed by Rio Plata are as follows:
|
|
|
|||
Cash
|
$
|
22,158
|
||
Property and equipment
|
87
|
|||
Accounts payable and accrued liabilities
|
(467,170
|
)
|
||
Loans and advances payable
|
(175,427
|
)
|
||
|
$
|
(620,352
|
)
|
b)
|
Upon completion of the reverse takeover, the Company took on Rio Plata's loans payable.
|
Maturity Date
|
May 14, 2013
|
||||
|
|
|
|||
Short term loans payable - face value
|
06/30/10 (i),(ii),(iii)
|
$
|
10,328
|
||
|
12/31/10 (i),(ii),(iii)
|
14,754
|
|||
|
03/31/11 (i),(ii),(iii)
|
54,000
|
|||
|
08/31/11 (i),(ii),(iii)
|
113,114
|
|||
|
12/31/12 (i),(ii),(iii)
|
260,654
|
|||
Balance
|
|
$
|
452,850
|
(i)
|
At May 14, 2013 these loans had matured, are in default and are due on demand.
|
(ii)
|
Accrued interest at 15% per annum, calculated semi-annually and are unsecured.
|
(iii)
|
As additional consideration, bonus common shares are to be issued to the lenders. Management estimated the fair value of the shares based on inputs such as the most recent share subscriptions.
|
c)
|
On June 9, 2008, Rio Plata entered into an Option Agreement (the "Option Agreement") providing the right to acquire up to a 100% interest in mineral claims located in Mazatlan, Sinaloa, Mexico. The Option Agreement was renegotiated and amended on August 27, 2010 following the transfer of the underlying title to the claims to a third party, and amended again on April 24, 2013. Under the terms of the amended Option Agreement, covering the Metates Project claim group and any new claims within an agreed upon area of interest, Rio Plata has an option to purchase 100% interest in mining concessions by making payments under the amended Option Agreement as follows (plus applicable Value Added Taxes):
|
$
|
750,000
|
(paid).
|
|
$
|
450,000
|
Due July 15, 2013 (not paid).
|
|
$
|
2,000,000
|
Due July 15, 2014.
|
$
|
450,000
|
Due July 15, 2013 (not paid).
|
|
$
|
600,000
|
Due January 15, 2014 (not paid).
|
|
$
|
650,000
|
Due July 15, 2014
|
|
$
|
750,000
|
Due January 15, 2015
|
|
$
|
2,000,000
|
Due January 15, 2016
|
d)
|
On September 5, 2013, the Company entered into 3 consulting agreements for a term of 1 year. Under the agreements, the Company is to issue 400,000 shares to each of the consultants as a sign on bonus to be issued to them at the time of their choosing during the term of the agreement. Subsequent to March 31, 2013, the Company issued 1,200,000 shares with a fair value of $120,000 under the September 5, 2013 agreements. The shares under the November 1, 2013 agreement have not been issued to one of the consultants. Accordingly, the fair value of the compensation expense of $60,000 has been recorded as an obligation to issue shares in these financial statements.
|
e)
|
On November 5, 2013, the Company entered into an Option Agreement (the "Option Agreement") providing the right to acquire initially 55% undivided interest and ultimately an 80% undivided interest in the Solomon Pillars Gold Property located in Townships of Walters and Leduc in Beardmore, Ontario. Under the terms of Option Agreement, covering the Solomon Pillars Gold Property the Company has an option to earn 80% interest in mining concessions by making payments under the Option Agreement as follows:
|
$
CAD25,000
|
Upon signing the Option Agreement (paid);
|
$
CAD30,000
|
Due November 5, 2014 (In cash or shares at the Company's option); and
|
$
CAD40,000
|
Due November 5, 2015 (In cash or shares at the Company's option).
|
·
|
$50,000 in exploration expenditures by November 5, 2014;
|
·
|
An additional $100,000 in exploration expenditures by November 5, 2015; and
|
·
|
An additional $150,000 in exploration expenditures by November 5, 2016.
|
f)
|
On September 5, 2013, the Company issued 100,000 shares with a fair value of $10,000 to a director of the Company as compensation for management fees
|
g)
|
On July 23, 2013, the Company had forgiven related party advances of $509,723.
|
h)
|
On March 26, 2014, the Company completed the sale of 5,967,500 units of the Company' at a price of $0.10 per unit, with each unit being comprised of one share of common stock and one-half of a share purchase warrant with each full warrant exercisable to acquire one share at a price of $0.25 per share for a period of 24 months. Total gross proceeds was $596,750
|
i)
|
On March 31, 2014, the Company entered into a consulting agreement. Under the terms of the agreement, the consultant will receive options to acquire 100,000 shares of common stock at an exercise price of $0.25 per share, a monthly consulting fee of $2,000 per month, and 400,000 restricted shares of common stock to be issued to the consultant on February 1, 2015, provided the consultant is furnishing services to the Company on said date. The agreement continues on a month-to-month basis until terminated by either party.
|
j)
|
On March 31, 2014, the Company entered into a consulting agreement for a term of one year. Under the terms of the agreement, the consultant will receive 400,000 restricted shares of common stock, a monthly consulting fee of $5,000 per month, and the participation in the Company's stock option plan on an annual basis with an initial 100,000 options to be issued to the consultant with an exercise price of $0.25 per share.
|
k)
|
On March 31, 2014, the Company entered into a consulting agreement with a term ending on January 31, 2015. Under the terms of the agreement, the consultant will receive (i) options to acquire up to 2,000,000 shares of common stock at an exercise price of $0.10 per share exercisable for a period of 5 years; (ii) an allotment of shares for each property acquisition identified by the consultant and completed by the Company, or sale of a property where the purchaser is identified by the consultant; (iii) a monthly consulting fee of $15,000 per month; and, (iv) participation in the stock option plan on an annual basis with an initial 200,000 options issued to the consultant with an exercise price of $0.25 per share.
|
l)
|
On April 17, 2014, the Company entered into seven agreements to convert $230,375 of debt owed to 2,303,750 units. Each unit is comprised of one share of common stock and one-half redeemable warrant. Each full warrant is exercisable into one restricted common share at the price of $0.25 for two years. The warrants are redeemable by the Company if the stock trades above $0.40 for five consecutive trading days.
|
m)
|
On May 9, 2014, the Company entered into a definitive agreement with Redstone Resources Corporation, a Nevada corporation, ("Redstone") to acquire 100% of the total outstanding shares of common stock of Redstone. Redstone currently owns the Zonia Copper Project located in Yavapai County, Arizona.
|
n)
|
On May 16, 2014, the Company entered into an agreement with Placer Mining Corporation, a Nevada corporation ("Placer"), which owns that certain mining property known as the Bunker Hill Mine, near Kellogg, Idaho ("Bunker" or the "Property") in which the Company will have the exclusive right to evaluate and perform due diligence on the Property until August 15, 2014 (the "Review Period"). Upon completion of the Review Period, the parties expect to negotiate and enter into option and exclusivity agreements (the "Option Agreements") whereby the Company can acquire the interests of Placer shareholders upon satisfaction of certain terms and conditions to be negotiated.
|
Name
|
Age
|
Position
|
|
|
|
Fraser Campbell
|
54
|
President, Chief Executive Officer,
|
|
|
Chief Financial Officer. and Director
|
|
|
|
James F. Dempsey
|
60
|
Secretary, Treasurer, and Director
|
Summary Compensation Table
|
||||||||
Names
Executive Officer
& Principal Position
|
|
Annual Compensation
|
Awards
|
Payouts
|
Securities
|
Long Term
Compensation
|
||
Year
Ended
|
Salary
|
Bonus
|
Other Annual
Compensation
|
Under
SARS
|
Restricted Shares or
Restricted Options
|
Other Shares
or LTIP
|
|
|
|
|
(US$)
|
(US$)
|
(US$)
|
(#)
|
(US$)
|
(US$)
|
(US$)
|
James F. Dempsey
|
2013
|
31,200
|
0
|
0
|
0
|
0
|
0
|
0
|
Treasurer & Secretary
|
2012
|
31,200
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|
|
|
|
|
|
|
|
Fraser Campbell
|
2013
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
President & CFO
|
2012
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
Name and Address
of Beneficial Owner
1,2
|
Number of Shares
|
Percentage of Shares
|
James F. Dempsey
Vancouver, BC
|
18,007,680
|
85.39%
|
Fraser Campbell
Vancouver, BC
|
Nil
|
Nil%
|
(1)
|
The person named above may be deemed to be a "parent" and "promoter" of our company, within the meaning of such terms under the Securities Act of 1933, as amended, by virtue of his direct stock holdings. Mr. Dempsey is the only "promoter" of our company.
|
|
|
(2)
|
Each shareholder has sole and direct ownership of his shares.
|
Exhibit No.
|
Document Description
|
|
|
3.01
|
Articles of Incorporation.
|
3.02
|
Certificate of Amendment to Articles of Incorporation
|
3.03
|
Bylaws
|
|
W. S. INDUSTRIES, INC.
|
|
|
|
|
|
By:
|
TERRENCE BYBERG
|
|
|
Terrence Byberg
|
|
|
President, Chief Executive Officer and Director
|
|
|
|
|
By:
|
DONALD BOSSERT
|
|
|
Donald Bossert
|
|
|
Chief Financial Officer and Director
|
Signature
|
Title
|
Date
|
|
|
|
TERRENCE BYBERG
|
President, Chief Executive Officer and
|
May 27, 2014
|
Terrence Byberg
|
Director
|
|
|
|
|
DONALD BOSSERT
|
Chief Financial Officer and Director
|
May 27, 2014
|
Donald Bossert
|
|
|
|
|
|
R.M. ROBB
|
Director
|
May 27, 2014
|
R. M. (Mike) Robb
|
|
|
|
|
|
|
Director
|
May ____, 2014
|
Peter Calder
|
|
|
1 Year Silver Stream Mining (CE) Chart |
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