Welcome!

News Feed Item

Mazorro Resources to List on CSE, Signs Letter of Intent to Acquire GrowPros MMP and Arranges Equity Financing

OTTAWA, ONTARIO -- (Marketwired) -- 06/16/14 -- Mazorro Resources Inc. (the "Company") (TSX VENTURE:MZO) (FRANKFURT:JAM) announces that it has received conditional approval for the listing of its common shares on the Canadian Securities Exchange (the "CSE"), and that it has applied for the voluntary delisting of its common shares from the TSX Venture Exchange. The Company expects that trading in its common shares on the CSE will commence on or about Tuesday, June 17, 2014. The trading symbol "MZO" will remain the same. The Board of Directors believes that a listing on the CSE will provide for greater operational efficiency and lower costs for the Company while allowing shareholders continued liquidity on a recognized exchange.

Following the listing of the common shares on the CSE, the Company intends to file articles of amendment shortly in order to give effect to the consolidation (the "Consolidation") of the issued and outstanding common shares of the Company on the basis of one new common share for every two common shares issued and outstanding, which was approved by shareholders at the annual and special meeting held at the end of May 2014. The Company will issue a press release advising of the effective date for the Consolidation as well as the new CUSIP and ISIN numbers as soon as possible.

The Company also announces that further to its press release dated May 7, 2014, it has been actively seeking opportunities to diversify the scope of its business and, in this regard, has signed a non-binding letter of intent to acquire all of the issued and outstanding securities of 8816301 Canada Inc., also known as GrowPros MMP (the "Corporation"), a medical marijuana consultation and acquisition firm that is pursuing a license as a producer of medical marijuana in Canada pursuant to the Marihuana for Medical Purposes Regulations ("MMPR").

Pursuant to the terms of the letter of intent, the Company may issue an aggregate of 23,000,100 post-consolidation Common shares in the capital of the Company (each a "Post-Consolidation Share") to the shareholders of the Corporation in exchange for all of the issued and outstanding common shares of the Corporation. In addition, the Company may allot and reserve for issuance an aggregate of up to 5,000,000 additional Post-Consolidation Shares (the "Milestone Shares") to the shareholders of the Corporation, on a pro rata basis, if the Corporation is successful in securing, on or before December 31, 2014, a license as a producer of medical marijuana in Canada pursuant to the MMPR. There is no guarantee that the Company will enter into a binding definitive agreement with the Corporation or ultimately complete the proposed acquisition. Moreover, the proposed acquisition of the Corporation may result in a Fundamental Change (as defined in Policy 8 of the CSE) to the Company.

Although recently incorporated, the Corporation's core group consists of expert medicinal cannabis growers and business professionals who have been actively involved in the medical cannabis and hydroponic industry for over 15 years. Further, the Corporation benefits from the substantial intellectual property derived from the group's many years of research and development, as well as global affiliations in the related industry. Over the past four months the Corporation has identified several strategic joint ventures in the medical marijuana industry. These investment opportunities include, but are not limited to, acquiring equity in current licensed MMPR producers, prospective MMPR producers who have achieved the "ready to build" status as well as complementary sectors such as commercial marijuana production equipment. The Corporation is pursuing negotiations with these companies.

The Company's ability to continue operations is dependent upon successfully raising the necessary financing to complete its business plan. These pursuits may be delayed given the current challenges faced by junior companies seeking to raise funds through the issuance of shares. In this regard, as soon as possible following listing and the closing of the Consolidation, the Company intends to arrange a private placement of units (the "Mazorro Units") to "accredited investors", at a price per Mazorro Unit of $0.10, for minimum gross proceeds of $1,000,000 and maximum proceeds of $2,000,000. Each Mazorro Unit will be comprised of one Post-Consolidation Share and one common share purchase warrant (a "Warrant") entitling the holder thereof to acquire one additional Post-Consolidation Share at a price of $0.15 for 24 months following the closing of the private placement, subject to the condition that if at any time prior to the expiry date of the Warrants, the volume weighted average price of the Company's Post-Consolidation Shares on the CSE exceeds $0.25 for a period of not less than 20 consecutive trading days, the Company may reduce the period during which the Warrants may be exercised, such that the Warrants will expire on the date which is 30 days after the date on which the Company sends a notice to the holders of the Warrants. The Company may pay a finder's fee to registered dealers consisting of a cash fee of up to 7.0% of the gross proceeds raised under the private placement and finder's warrants exercisable to acquire that number of Post-Consolidation Shares as is equal to up to 7.0% of the number of Mazorro Units issued pursuant to the private placement. The finder's warrants will be exercisable for a period of 24 months following the closing at an exercise price of $0.15 per Post-Consolidation Shares.

The net proceeds from the private placement are expected to be used (i) for general working capital purposes, (ii) to fund exploration work on its existing mineral property located in Northwestern Quebec, and (iii) to fund the Company's planned diversification strategy, including the proposed acquisition of the Corporation.

Forward-looking statements

Some statements in this release may contain forward-looking information. All statements, other than of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements regarding potential acquisitions and financings) are forward-looking statements. Forward-looking statements are generally identifiable by use of the words "may", "will", "should", "continue", "expect", "anticipate", "estimate", "believe", "intend", "plan" or "project" or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Company's ability to control or predict, that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements. Factors that could cause actual results or events to differ materially from current expectations include, among other things, without limitation, the possibility that future exploration results will not be consistent with the Company's expectations, changes in world gold markets or markets for other commodities, inability of the Company to achieve its diversification strategy (including, without limitation, the proposed acquisition of the Corporation); failure to obtain sufficient financing, and other risks disclosed in the Company's public disclosure record on file with the relevant securities regulatory authorities. Any forward-looking statement speaks only as of the date on which it is made and except as may be required by applicable securities laws; the Company disclaims any intent or obligation to update any forward-looking statement.

Neither the TSX Venture Exchange or the Canadian Securities Exchange or their respective Regulation Services Providers (as that term is defined in the policies of the applicable securities regulations) accepts responsibility for the adequacy or accuracy of this release.

Contacts:
Mazorro Resources Inc.
Andre Audet
Interim President & CEO
(613) 241-2332

More Stories By Marketwired .

Copyright © 2009 Marketwired. All rights reserved. All the news releases provided by Marketwired are copyrighted. Any forms of copying other than an individual user's personal reference without express written permission is prohibited. Further distribution of these materials is strictly forbidden, including but not limited to, posting, emailing, faxing, archiving in a public database, redistributing via a computer network or in a printed form.

Latest Stories
DevOps is often described as a combination of technology and culture. Without both, DevOps isn't complete. However, applying the culture to outdated technology is a recipe for disaster; as response times grow and connections between teams are delayed by technology, the culture will die. A Nutanix Enterprise Cloud has many benefits that provide the needed base for a true DevOps paradigm. In his Day 3 Keynote at 20th Cloud Expo, Chris Brown, a Solutions Marketing Manager at Nutanix, will explore t...
NHK, Japan Broadcasting, will feature the upcoming @ThingsExpo Silicon Valley in a special 'Internet of Things' and smart technology documentary that will be filmed on the expo floor between November 3 to 5, 2015, in Santa Clara. NHK is the sole public TV network in Japan equivalent to the BBC in the UK and the largest in Asia with many award-winning science and technology programs. Japanese TV is producing a documentary about IoT and Smart technology and will be covering @ThingsExpo Silicon Val...
In his general session at 19th Cloud Expo, Manish Dixit, VP of Product and Engineering at Dice, discussed how Dice leverages data insights and tools to help both tech professionals and recruiters better understand how skills relate to each other and which skills are in high demand using interactive visualizations and salary indicator tools to maximize earning potential. Manish Dixit is VP of Product and Engineering at Dice. As the leader of the Product, Engineering and Data Sciences team at D...
Keeping pace with advancements in software delivery processes and tooling is taxing even for the most proficient organizations. Point tools, platforms, open source and the increasing adoption of private and public cloud services requires strong engineering rigor – all in the face of developer demands to use the tools of choice. As Agile has settled in as a mainstream practice, now DevOps has emerged as the next wave to improve software delivery speed and output. To make DevOps work, organization...
Join IBM November 2 at 19th Cloud Expo at the Santa Clara Convention Center in Santa Clara, CA, and learn how to go beyond multi-speed it to bring agility to traditional enterprise applications. Technology innovation is the driving force behind modern business and enterprises must respond by increasing the speed and efficiency of software delivery. The challenge is that existing enterprise applications are expensive to develop and difficult to modernize. This often results in what Gartner calls ...
The 20th International Cloud Expo has announced that its Call for Papers is open. Cloud Expo, to be held June 6-8, 2017, at the Javits Center in New York City, brings together Cloud Computing, Big Data, Internet of Things, DevOps, Containers, Microservices and WebRTC to one location. With cloud computing driving a higher percentage of enterprise IT budgets every year, it becomes increasingly important to plant your flag in this fast-expanding business opportunity. Submit your speaking proposal ...
The age of Digital Disruption is evolving into the next era – Digital Cohesion, an age in which applications securely self-assemble and deliver predictive services that continuously adapt to user behavior. Information from devices, sensors and applications around us will drive services seamlessly across mobile and fixed devices/infrastructure. This evolution is happening now in software defined services and secure networking. Four key drivers – Performance, Economics, Interoperability and Trust ...
SYS-CON Events announced today that CollabNet, a global leader in enterprise software development, release automation and DevOps solutions, will be a Bronze Sponsor of SYS-CON's 20th International Cloud Expo®, taking place from June 6-8, 2017, at the Javits Center in New York City, NY. CollabNet offers a broad range of solutions with the mission of helping modern organizations deliver quality software at speed. The company’s latest innovation, the DevOps Lifecycle Manager (DLM), supports Value S...
“DevOps is really about the business. The business is under pressure today, competitively in the marketplace to respond to the expectations of the customer. The business is driving IT and the problem is that IT isn't responding fast enough," explained Mark Levy, Senior Product Marketing Manager at Serena Software, in this SYS-CON.tv interview at DevOps Summit, held Nov 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
All organizations that did not originate this moment have a pre-existing culture as well as legacy technology and processes that can be more or less amenable to DevOps implementation. That organizational culture is influenced by the personalities and management styles of Executive Management, the wider culture in which the organization is situated, and the personalities of key team members at all levels of the organization. This culture and entrenched interests usually throw a wrench in the work...
With billions of sensors deployed worldwide, the amount of machine-generated data will soon exceed what our networks can handle. But consumers and businesses will expect seamless experiences and real-time responsiveness. What does this mean for IoT devices and the infrastructure that supports them? More of the data will need to be handled at - or closer to - the devices themselves.
Building a cross-cloud operational model can be a daunting task. Per-cloud silos are not the answer, but neither is a fully generic abstraction plane that strips out capabilities unique to a particular provider. In his session at 20th Cloud Expo, Chris Wolf, VP & Chief Technology Officer, Global Field & Industry at VMware, will discuss how successful organizations approach cloud operations and management, with insights into where operations should be centralized and when it’s best to decentraliz...
Translating agile methodology into real-world best practices within the modern software factory has driven widespread DevOps adoption, yet much work remains to expand workflows and tooling across the enterprise. As models evolve from pockets of experimentation into wholescale organizational reinvention, practitioners find themselves challenged to incorporate the culture and architecture necessary to support DevOps at scale. In his session at @DevOpsSummit at 20th Cloud Expo, Anand Akela, Senior...
Web Real-Time Communication APIs have quickly revolutionized what browsers are capable of. In addition to video and audio streams, we can now bi-directionally send arbitrary data over WebRTC's PeerConnection Data Channels. With the advent of Progressive Web Apps and new hardware APIs such as WebBluetooh and WebUSB, we can finally enable users to stitch together the Internet of Things directly from their browsers while communicating privately and securely in a decentralized way.
In his keynote at @ThingsExpo, Chris Matthieu, Director of IoT Engineering at Citrix and co-founder and CTO of Octoblu, focused on building an IoT platform and company. He provided a behind-the-scenes look at Octoblu’s platform, business, and pivots along the way (including the Citrix acquisition of Octoblu).