|By PR Newswire||
|February 10, 2014 08:01 AM EST||
TORONTO, Feb. 10, 2014 /PRNewswire/ - Search Minerals Inc. ("Search" or the "Company") (TSXV: SMY) is pleased to announce that it has closed the second and final tranche of a non-brokered private placement (the "Private Placement"). Pursuant to the second tranche, the Company issued an aggregate of 3,695,382 units (the "Units") at a price of C$0.07 per Unit for gross proceeds of C$258,767.70. Including Units sold pursuant to the first tranche of the Private Placement, the Company issued a total of 8,906,464 Units for aggregate gross proceeds of approximately C$623,450.
Each Unit is comprised of one common share of the Company and one-half of one common share purchase warrant, with each whole common share purchase warrant (a "Warrant") entitling the holder to purchase an additional common share (a "Warrant Share") at a price of $0.10 for a period of 24 months from the closing of the Offering.
A Control Person (as that term is defined under the policies of the TSX Venture Exchange) of the Company has acquired Units pursuant to the financing. All securities issued pursuant to the financing are subject to a four-month re-sale restriction.
ISSUANCE OF SHARES FOR DEBT
In addition to the cash proceeds from the offering, Search has agreed to settle an aggregate of $121,250 of indebtedness owed to certain directors and officers of the Company through the issuance of an aggregate of 1,732,412 common shares at a deemed issuance price of $0.07 per common share. All common shares issued in connection with the shares for debt transaction are subject to a four-month statutory hold period. The transaction remains subject to final TSX Venture Exchange ("TSXV") approval.
Pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the shares for debt transaction and the purchase of Units by an insider pursuant to the Private Placement constitute "related party transactions" as related parties will receive 1,732,412 common shares of the Company in connection with the debt settlement and have purchased an aggregate of 2,200,000 Units pursuant to the second tranche of the Private Placement. The Company is relying on exemptions from the formal valuation and minority approval requirements of MI 61-101, based on the fact that the securities of the Company are not listed on any of the markets specified in section 5.5(b) of MI 61-101 and a determination that the fair market value of the transactions, insofar as they involve related parties, does not exceed $2,500,000 and/or 25% of the market capitalization of the Company, the Company has one or more independent directors in respect of the transactions, and all of the independent directors have approved both the Private Placement and the shares for debt settlement. A material change report will be filed less than 21 days before the closing date of the transactions. This shorter period is considered reasonable and necessary in the circumstances as the Company wishes to address its short term funding requirements and improve its financial position by reducing its accrued liabilities.
USE OF PROCEEDS
The Company will use the proceeds from the Private Placement for due diligence and expenses related to the Transaction between MSFA and the Company (see "Search Minerals Announces Reverse Takeover Acquisition of Mineração São Francisco de Assis Ltda.", January 27, 2014), for maintaining and evaluating its rare earth element ("REE") properties in the Port Hope Simpson REE District, and for general working capital.
The Company is focused on critical metals and minerals with strong market fundamentals and increasing use in innovative technologies. These critical metals and minerals include tin, neodymium, dysprosium and other elements that the Board and Management agree are strategic in nature.
APPLICATION FOR WARRANT EXTENSION
The Company has also applied to the TSXV to extend the expiry date of an aggregate of 25,400,000 issued and outstanding common share purchase warrants (the "Warrants") in accordance with TSXV Policy 4.1.
The warrants were initially issued by the Company on March 21, 2013 and October 16, 2012. The Warrants are exercisable at prices of $0.10 and $0.20 per common share, respectively, and were set to expire on March 21, 2014 and April 16, 2014, respectively. Subject to TSXV approval, the Company proposes to extend the terms of the Warrants as follows:
|24,000,000||$0.10||March 21, 2013||March 21, 2014||March 21, 2015|
|1,400,000||$0.20||October 16, 201 2||April 16, 2014||April 16, 2015|
The exercise price of the warrants will remain unchanged.
2013 ANNUAL FINANCIALS
The Company has filed on SEDAR its consolidated financial statements for the three- and twelve-month period ended November 30, 2013 and the related management's discussion and analysis.
About Search Minerals:
Search Minerals Inc. (TSXV: SMY) is a TSX Venture Exchange listed company focused on creating value through finding and developing mineral assets with growing demand and constrained or restricted supply, and with increasing use in innovative technologies. The Company is actively pursuing opportunities and partnerships in critical metals, including, but not limited to, tin, tungsten, dysprosium and neodymium, prioritizing projects that can be partnered, funded and developed in a relatively short period of time, in strategic, friendly jurisdictions.
Search is the discoverer of the Port Hope Simpson REE District, a highly prospective light and heavy REE belt located in southeast Labrador, where the Company controls a dominant land position in a belt 135 km long and up to 12 km wide. In addition, Search holds a number of additional mineral prospects in Newfoundland and Labrador in its portfolio, including claims in the Strange Lake Complex (where Quest Rare Minerals has a Joint Venture with Search); and at the Red Wine Complex (where Great Western Minerals Group has a Joint Venture with Search).
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility of the adequacy or accuracy of this release.
This news release contains forward-looking statements that are not historical facts. Forward-looking statements involve risks, uncertainties, and other factors that could cause actual results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from these forward-looking statements include those risks set out in Search's public documents filed on SEDAR at www.sedar.com. Although Search believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except where required by law, Search disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
SOURCE Search Minerals Inc.
Digital innovation is the next big wave of business transformation based on digital technologies of which IoT and Big Data are key components, For example: Business boundary innovation is a challenge to excavate third-party business value using IoT and BigData, like Nest Business structure innovation may propose re-building business structure from scratch, as Uber does in the taxicab industry The social model innovation is also a big challenge to the new social architecture with the design fr...
Sep. 29, 2016 04:30 PM EDT Reads: 1,331
Whether they’re located in a public, private, or hybrid cloud environment, cloud technologies are constantly evolving. While the innovation is exciting, the end mission of delivering business value and rapidly producing incremental product features is paramount. In his session at @DevOpsSummit at 19th Cloud Expo, Kiran Chitturi, CTO Architect at Sungard AS, will discuss DevOps culture, its evolution of frameworks and technologies, and how it is achieving maturity. He will also cover various st...
Sep. 29, 2016 04:30 PM EDT Reads: 1,934
If you had a chance to enter on the ground level of the largest e-commerce market in the world – would you? China is the world’s most populated country with the second largest economy and the world’s fastest growing market. It is estimated that by 2018 the Chinese market will be reaching over $30 billion in gaming revenue alone. Admittedly for a foreign company, doing business in China can be challenging. Often changing laws, administrative regulations and the often inscrutable Chinese Interne...
Sep. 29, 2016 04:00 PM EDT Reads: 443
So, you bought into the current machine learning craze and went on to collect millions/billions of records from this promising new data source. Now, what do you do with them? Too often, the abundance of data quickly turns into an abundance of problems. How do you extract that "magic essence" from your data without falling into the common pitfalls? In her session at @ThingsExpo, Natalia Ponomareva, Software Engineer at Google, provided tips on how to be successful in large scale machine learning...
Sep. 29, 2016 04:00 PM EDT Reads: 2,360
Why do your mobile transformations need to happen today? Mobile is the strategy that enterprise transformation centers on to drive customer engagement. In his general session at @ThingsExpo, Roger Woods, Director, Mobile Product & Strategy – Adobe Marketing Cloud, covered key IoT and mobile trends that are forcing mobile transformation, key components of a solid mobile strategy and explored how brands are effectively driving mobile change throughout the enterprise.
Sep. 29, 2016 03:45 PM EDT Reads: 2,179
In his session at @ThingsExpo, Kausik Sridharabalan, founder and CTO of Pulzze Systems, Inc., will focus on key challenges in building an Internet of Things solution infrastructure. He will shed light on efficient ways of defining interactions within IoT solutions, leading to cost and time reduction. He will also introduce ways to handle data and how one can develop IoT solutions that are lean, flexible and configurable, thus making IoT infrastructure agile and scalable.
Sep. 29, 2016 03:30 PM EDT Reads: 1,613
Creating replica copies to tolerate a certain number of failures is easy, but very expensive at cloud-scale. Conventional RAID has lower overhead, but it is limited in the number of failures it can tolerate. And the management is like herding cats (overseeing capacity, rebuilds, migrations, and degraded performance). Download Slide Deck: ▸ Here In his general session at 18th Cloud Expo, Scott Cleland, Senior Director of Product Marketing for the HGST Cloud Infrastructure Business Unit, discusse...
Sep. 29, 2016 03:30 PM EDT Reads: 2,518
Data is an unusual currency; it is not restricted by the same transactional limitations as money or people. In fact, the more that you leverage your data across multiple business use cases, the more valuable it becomes to the organization. And the same can be said about the organization’s analytics. In his session at 19th Cloud Expo, Bill Schmarzo, CTO for the Big Data Practice at EMC, will introduce a methodology for capturing, enriching and sharing data (and analytics) across the organizati...
Sep. 29, 2016 03:15 PM EDT Reads: 1,770
SYS-CON Events announced today that Bsquare has been named “Silver Sponsor” of SYS-CON's @ThingsExpo, which will take place on November 1–3, 2016, at the Santa Clara Convention Center in Santa Clara, CA. For more than two decades, Bsquare has helped its customers extract business value from a broad array of physical assets by making them intelligent, connecting them, and using the data they generate to optimize business processes.
Sep. 29, 2016 03:00 PM EDT Reads: 2,961
Internet of @ThingsExpo has announced today that Chris Matthieu has been named tech chair of Internet of @ThingsExpo 2016 Silicon Valley. The 6thInternet of @ThingsExpo will take place on November 1–3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Sep. 29, 2016 03:00 PM EDT Reads: 2,761
Cloud computing is being adopted in one form or another by 94% of enterprises today. Tens of billions of new devices are being connected to The Internet of Things. And Big Data is driving this bus. An exponential increase is expected in the amount of information being processed, managed, analyzed, and acted upon by enterprise IT. This amazing is not part of some distant future - it is happening today. One report shows a 650% increase in enterprise data by 2020. Other estimates are even higher....
Sep. 29, 2016 02:00 PM EDT Reads: 4,178
Video experiences should be unique and exciting! But that doesn’t mean you need to patch all the pieces yourself. Users demand rich and engaging experiences and new ways to connect with you. But creating robust video applications at scale can be complicated, time-consuming and expensive. In his session at @ThingsExpo, Zohar Babin, Vice President of Platform, Ecosystem and Community at Kaltura, will discuss how VPaaS enables you to move fast, creating scalable video experiences that reach your...
Sep. 29, 2016 02:00 PM EDT Reads: 1,155
A strange thing is happening along the way to the Internet of Things, namely far too many devices to work with and manage. It has become clear that we'll need much higher efficiency user experiences that can allow us to more easily and scalably work with the thousands of devices that will soon be in each of our lives. Enter the conversational interface revolution, combining bots we can literally talk with, gesture to, and even direct with our thoughts, with embedded artificial intelligence, wh...
Sep. 29, 2016 02:00 PM EDT Reads: 3,937
In his keynote at 18th Cloud Expo, Andrew Keys, Co-Founder of ConsenSys Enterprise, provided an overview of the evolution of the Internet and the Database and the future of their combination – the Blockchain. Andrew Keys is Co-Founder of ConsenSys Enterprise. He comes to ConsenSys Enterprise with capital markets, technology and entrepreneurial experience. Previously, he worked for UBS investment bank in equities analysis. Later, he was responsible for the creation and distribution of life sett...
Sep. 29, 2016 02:00 PM EDT Reads: 3,604
Most of us already know that adopting new cloud applications can boost a business’s productivity by enabling organizations to be more agile and ready to change course in our fast-moving and connected digital world. But the rapid adoption of cloud apps and services also brings with it profound security threats, including visibility and control challenges that aren’t present in traditional on-premises environments. At the same time, the cloud – because of its interconnected, flexible and adaptable...
Sep. 29, 2016 01:45 PM EDT Reads: 1,785