|By Marketwired .||
|February 27, 2014 12:01 PM EST||
JACKSONVILLE, FL -- (Marketwired) -- 02/27/14 -- California Gold Corp. (the "Company") (OTCQB: CLGL), a Nevada corporation, announced today that it completed a securities exchange on February 7, 2014 pursuant to which the members of MVP Portfolio, LLC, a Florida limited liability company ("MVP"), exchanged 100% of the membership interests in MVP for 9,385,000 to-be-issued, post-1 for 100 Reverse Split shares of common stock, $0.001 par value per share, of the Company. As a result of the securities exchange, the Company will continue the existing business operations of MVP as a publicly-traded company under the name MV Portfolios, Inc. The effective date of the reverse split and Company name change is expected to be on or about March 30, 2014, following completion of the Company's process to solicit the required stockholder vote for the planned corporate changes. Once the reverse split and name change become effective with FINRA, a new ticker symbol will be issued for the Company's new name.
On February 7, 2014, concurrent with the closing of the securities exchange, the Company completed the closing of a private placement offering of its 10% convertible promissory notes for gross proceeds of $2,942,495 (before deducting placement agent fees and expenses of the offering). The notes sold in the private placement and the securities into which the notes will be convertible have not been registered under the Securities Act of 1933 and may not be resold absent registration under, or exemption from registration under, such Act.
William D. Meadow, Founder and Chief Executive Officer of MVP Portfolio, commented, "We are pleased to have completed this securities exchange and related private placement which will enable us to embark upon efforts to license our technology and commercialize location based services and geospatial information systems. MVP has gathered an experienced team of inventors and patent experts who will focus on licensing our portfolio. We look forward to providing updates to our shareholders as we achieve future milestones."
MVP is engaged in the business of patent licensing and supporting commercialization under its intellectual property. The Company owns a patent portfolio related to online mapping which has been used in various commercial enterprises by predecessors and licensees.
Strategic Approach to the Monetization of MVP Patent Portfolio:
MVP intends to attempt to maximize the economic benefits of its intellectual property portfolio, add significant talent in technological innovation and enhance opportunities for revenue generation through the monetization of its assets. Acquisitions typically involve the ongoing relationship of the original innovator(s) and owners to help in the continued development of the portfolio to maximize value. MVP intends to expand its intellectual property portfolio through both internal development and acquisition.
About California Gold Corp.:
California Gold Corp. is an early stage U.S. public company that has been pursuing a mineral exploration strategy in the metals mining sector in the Americas. With the acquisition of MVP, the Company will be changing its business to focus on patent licensing and commercialization.
Safe Harbor Statement:
This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words or expressions such as "anticipate," "plan," "will," "intend," "believe" or "expect'" or variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including, without limitation, statements made with respect to expectations with respect to our lack of profitable operating history, changes in our business, potential need for additional capital, fluctuations in demand; changes to economic growth in the U.S. economy; and government policies and regulations, including, but not limited to those affecting the Internet, all as set forth in our Annual Report on Form 10-K and most recent Form 10-Q. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements, many of which are generally outside the control of California Gold Corp. and are difficult to predict. California Gold Corp. undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.