|By Marketwired .||
|June 19, 2014 02:00 PM EDT||
TORONTO, ONTARIO -- (Marketwired) -- 06/19/14 -- Quia Resources Inc. ("Quia" or the "Company") (TSX VENTURE:QIA) announces that it has entered into an agreement with Enneract Corporation ("Enneract"), a private Panamanian company, to sell its subsidiary, San Lucas Gold Corp, which holds the San Lucas gold property in Colombia, subject to approval of the TSX Venture Exchange. The transaction is an arm's-length transaction and no finder's fee is payable in connection with the agreement. A former director of Quia has an interest in Enneract.
Under the terms of the agreement, Quia will receive a number of common shares resulting in an equity ownership of 5% of Enneract, as well as a 2% net smelter return royalty (the "Royalty"), of which Enneract can buy back half for US $500,000. In addition, Quia has a right to participate in financings of Enneract to maintain its pro-rata position and a right of first refusal with respect to the sale or joint-venture of the property. The sale will result in a reduction in the Company's liabilities as of March 31, 2014 by $397,778.87. The purchaser of the subsidiary is acquiring the subsidiary including its liabilities, and therefore those liabilities will no longer be the obligation of Quia and will no longer be part of the Company's consolidated financial statements.
Mr. Banks, Quia's CEO, commented: "Conditions in Colombia and in the financial markets have made it challenging to continue to advance the San Lucas project. The sale significantly improves our balance sheet, allows us to further streamline our operation, and enables us to focus on our agromineral strategy which is rapidly developing. We also maintain exposure to the upside potential of San Lucas through our equity ownership in Enneract, the Royalty and our other rights."
The Company has received all required approvals for the closing of the first tranche of its secured convertible debenture financing as described in its press release dated June 4, 2014, and the closing of the first tranche in the amount of $340,286.30 has been completed.
Investor Relations Agreement
The Company has engaged Investor Cubed to provide the following services:
(a) manage communications with investors, brokers and other investment professionals; (b) organize and attend meetings with investment dealers and investment advisors to present the Company and help to develop relationships on the Company's behalf; (c) contact investment advisors by telephone to generate awareness; (d) distribute the Company's news releases to its database; (e) make recommendations about the strategy, content and design of the Company's investor presentation materials; (f) make recommendations about the content, design and functionality of the investor relations segment of the Company's website; (g) assist with financing opportunities; and (h) provide general consulting on investor communications and capital markets.
The term of the agreement will be for a period of 12 months commencing June 17, 2014 (the "Commencement Date") and expiring on June 16, 2015, subject to the right of the Company to terminate the agreement on 30 days notice after December 16, 2014. The Company will pay a fee of $5,000 per month and issue 150,000 stock options to Investor Cubed. Each option will be exercisable to purchase one common share of the Company. Subject to the options being issued under the terms and conditions of the Company's stock option plan, the options will be issued quarterly in four tranches of 37,500 each with the first tranche being issued as of the Commencement Date, and with the exercise price per share for the options being set at $0.10. This agreement is subject to the approval of the TSX Venture Exchange.
About Quia Resources Inc.
Quia Resources is a mineral exploration and development company that is focused on agrominerals, including the Murdock Mountain direct application phosphate project in Nevada. The Company is also actively evaluating additional business opportunities in the agricultural sector.
This press release contains or refers to forward-looking information based on current expectations that involve a number of business risks and uncertainties. Factors that could cause actual results to differ materially from any forward-looking statement include, but are not limited to, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, political risks, uncertainties relating to the availability and costs of financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects and the other risks involved in the mineral exploration and development industry. Forward-looking statements are subject to significant risks and uncertainties, and other factors that could cause actual results to differ materially from expected results. Readers should not place undue reliance on forward-looking statements. These forward-looking statements are made as of the date hereof and the Company assumes no responsibility to update them or revise them to reflect new events or circumstances other than as required by law.
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 for the adequacy or accuracy of this release.
Quia Resources Inc.
Chief Executive Officer