Business
Holcot Capital Corp. Announces Qualifying Transaction
Holcot Capital Corp. Announces Qualifying Transaction.
About this update from Gmv Minerals Inc
[{"type":"text","content":"\n\n\n\nTSX Venture Exchange Symbol: HCL.P\n\n\nVANCOUVER, Aug. 3 /CNW/ - Holcot Capital Corp. ("Holcot" or the\n"Corporation") is pleased to announce the signing of a binding letter of\nintent dated July 30, 2007 with Goldmember Ventures Corp. ("GVC" or\n"Goldmember") pursuant to which the Corporation will, subject to a number of\nconditions, acquire all of the issued and outstanding securities of GVC, an\narms length company incorporated under the laws of British Columbia. The\ntransaction will constitute the Corporation's qualifying transaction (the\n"Qualifying Transaction") under the policies of the TSX Venture Exchange (the\n"Exchange") as well as a reverse take-over under Exchange policies. Upon\ncompletion of the Qualifying Transaction, it is expected that the Corporation\nwill be a Tier 2 Mining Issuer.\n\n\nHolcot has agreed to issue an aggregate of approximately 15,800,000\ncommon shares in consideration for all of the issued and outstanding shares of\nGVC. Holcot has also agreed to issue share purchase warrants which will\nentitle the holders to purchase 2,000,000 common shares of Holcot at a price\nof $0.50 per share for a period of two years following closing of the\nQualifying Transaction and to assume GVC's obligation to issue a further\n2,000,000 common shares under certain circumstances. A finder's fee of 200,000\ncommon shares of Holcot will also be paid. The final structure of the business\ncombination is subject to receipt of tax, corporate and securities law advice\nfor both Holcot and GVC.\n\n\nUpon completion of the Qualifying Transaction, Holcot will be engaged in\nthe business of exploring for, with the ultimate goal of developing and\nproducing, precious and base metals.\n\n\nGoldmember Ventures Corp.\n\n\n-------------------------\n\n\nGoldmember has substantial mining exploration holdings in central British\nColumbia, west of Vanderhoof, B.C. and is also engaged in the identification\nand acquisition of precious metals properties in North America that have the\npotential for substantial ore deposition.\n\n\nThe claims currently held by Goldmember were acquired from United\nExploration Management Inc., ("UEMI") a private British Columbia company\nspecializing in project generative work. In 2005, UEMI was researching the\nentire Nech...