Posted in: commodities-and-mining
RE: CMR3 Jul 2009 18:38
Sorry mate. That last question didn't quite come across as intended.
The latest is this!
2-Jul-2009
Entry into a Material Definitive Agreement, Financial Statements an
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On June 29, 2009, the Company entered into an agreement with Cambridge Mineral Resources plc, a UK incorporated company, to acquire its wholly-owned Spanish subsidiary Recursos Metalicos SA.
The total consideration for the transaction is US $7,500,000 by:
(a) the issuance of 10,000,000 Rule 144 common shares of Mayfair Mining & Minerals, Inc., restricted from trading for a period of two years, at a deemed price of US $ 0.70 cents. The purchase consideration is payable in two tranches of - 2 x 5,000,000 shares. The first tranche payable upon the closing date, anticipated to be July 1, 2009 and the second upon the first annual anniversary of the closing date. The Vendor unconditionally agrees to the lock-up period of 24 months for each of the tranches of shares, commencing on the date of issuance of the share certificates and not to sell, transfer or otherwise encumber the Shares, or any portion thereof, for a period of two (2) years from the date of issuance thereof; and
(b) upon closing the Purchaser will immediately transfer to the Vendor a cash payment of US $100,000,( already paid ) followed by payment(s) totaling $150,000 prior to August 31, 2009.
(c) Mayfair Mining & Minerals, Inc. has also agreed to use its best efforts to place a portion of Cambridge's share consideration to outside investors at a price to be negotiated in order to raise no less than the additional sum of US $250,000 on behalf of Cambridge.
The assets of Recursos Metalicos SA are 100% of all the properties and related rights and permits to two mining projects, namely Lomero-Poyatos and Masa Valverde both located in the Iberian Pyrite Belt of Southern Spain and two applications for mining permits, namely El Alamo and Migollas.
Pursuant to the closing of the Agreement, Mayfair Mining's Board of Directors may consider the appointment of two further independent directors to be nominated by the Seller.
There are no material relationships between the registrant or its affiliates and any of the parties, other than in respect of the agreement.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(a-c) Not applicable
(d) Exhibits.
This I find confusing as the assets were supposed to go for $18m to Direct response media!