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To: Goose94 who wrote (5996)3/28/2014 10:59:39 AM
From: Goose94Read Replies (1) | Respond to of 203382
 
Is Medical Marijuana a Financial Fix for Ailing Resource Juniors?

A few junior resource explorers and project developers are hopping on the medical marijuana bandwagon in what could turn out to be a last-ditch effort to stave off extinction. For speculators looking to make some quick cash, though, the ride could turn into a ‘bad trip’.

Sparking this recent ‘pot stock’ boom was a decision by Canadian regulators to allow licensed producers to grow medical marijuana on a commercial basis beginning on April 1, 2014. On that day, Health Canada said the 40,000 Canadians currently licensed to grow their own medical marijuana will have to dispose of their present stash and get future medicine from commercial growers.

According to cannabis industry research firm ArcView Market Research, the legal market for cannabis in the United States alone could expand 64% this year to US$2.34-billion, and 700% to $10.2-billion over five years.

For the select group of resource juniors looking to go this route, history suggests that this could be another sign of a market bottom for the sector. In a recent Financial Post interview, mining analyst and newsletter writer John Kaiser sees this as being similar to the ploys by resources companies in the late 1990s and early 2000s to jump on the dot-com boom following the Bre-X sample salting scandal. After the dot-com bust, the junior resource sector began what turned out to be a five-year bull market that ended in 2007.

One of the first juniors to express its intention to enter the medical marijuana business was Next Gen Metals Inc. (N-CSE), which on the same day it began trading on the Canadian Securities Exchange announced plans to diversify into the Legal Medical Marijuana and Industrial Hemp industries in North America. Its stock price has soared more than five-fold since. Next Gen had just $308,658 in working capital at the end of 2013 but has recently reported that would raise up to $2.75 million through a non-brokered private placement at $0.55 cents a unit.

"Next Gen's vision is to be a leading provider of venture capital, management expertise, education and a facilitator for this explosive new industry," said President and CEO Harry Barr. Sounds a lot like the tech start-up ‘incubators’ that popped up during the late 1990’s.

Satori Resources Inc. (BUD-V) is another recent success story with its March 11, 2014, announcement that Scott Walters, who specializes in due diligence as it relates to a variety of consumer and agricultural products, particularly in relation to Marijuana for Medical Purposes Regulations (MMPR), has been appointed as special Advisor to the company.

Satori stock skyrocketed 186% to 10 cents that day and continues to hover at that level. Satori was formed as the spin-co resulting from the closing of the acquisition of St. Eugene Mining Corporation Limited by Claude Resources Inc. in February, 2012, and its sole asset is its 100% interest in the Tartan Lake Mine Project in Flin Flon, Manitoba. Perhaps not coincidentally this is near a Hudson Bay Mining and Smelting facility where government-contracted mine-based marijuana grow ops supplied around 20% of the regulated Canadian market before they were shut down in 2009. Satori had just $132,852 in working capital as of September 30, 2013.

Other juniors trying, or suspected to be trying, to get into the medical marijuana space include Alchemist Mining (AMS-V), up 146% since March 12, Thelon Capital (THC-V), up 186% since announcing on February 28 that Scott Walters would be joining its Board, and most recently Cavan Ventures (CVN-V), up 29% in the two days since the graphite explorer said it was considering getting involved in the medical marijuana industry.

Speculators wanting a pure medical marijuana play should take a look at Tweed Inc., which is expected to become publicly traded soon with its announced reverse takeover of LW Capital Pool Inc. (LWI.H-V). Tweed operates out of a former Hershey candy factory in Smiths Falls, Ontario and became a licensed producer and seller of medical marijuana on January 27, 2014. The company expects 1,000 customers by April 2014 and 3,000 by the end of the year and forecasts 80% gross margins for its operations.

There’s also Toronto-based PharmaCan Capital, which is set to go public on April 1, 2014. PharmaCan has a capital fund that invests in companies that could make a significant impact within the global medical and legal marijuana markets.

Speculators, however, may have already missed the boat on Abattis Bioceuticals Corp. (ATT-CSE) shares, which have skyrocketed 7550% so far in 2014.

Canadian-listed medical marijuana firms are also hoping to follow in the footsteps of their U.S. counterparts, some of which have seen meteoric rises in their share prices since January 1, 2014, when Colorado allowed retail sales of marijuana. Shares of Hemp , for example, soared 1400% in the first five weeks of the year.

For individuals with the desire to roll the dice in this highly-speculative sector remember that most of these companies, particularly the resource juniors, have either just announced intentions to go into the medical marijuana business or are in the process of applying for a license. Thus, the better bet would be to stick with those that are already licensed to sell the product.

For blog and article submissions contact:

Sean Mason
Writer & Editor,
Smallcappower.com
Email:
sean@smallcappower.com



To: Goose94 who wrote (5996)5/20/2014 7:15:19 PM
From: Goose94Respond to of 203382
 
WIF-V halted



To: Goose94 who wrote (5996)5/21/2014 3:33:52 PM
From: Goose94Read Replies (2) | Respond to of 203382
 
Windfire Capital (WIF-V) May 21, '14 has executed a non-binding letter agreement dated May 16, 2014, with Rosebud Productions Inc. regarding a proposed transaction, whereby the company shall purchase 100 per cent of the issued and outstanding common shares of Rosebud for a total purchase price of $5-million. The purchase price will be satisfied with a combination of cash and securities, as further described as follows. The Company will commence a due diligence review of the business immediately.

The Company intends that the Transaction will constitute a "Change of Business" transaction for the purposes of Policy 5.2 of the TSX Venture Exchange Inc. ("Exchange"). The Company and Rosebud are at arm's length, and accordingly, the Transaction is not considered a "Non-Arm's Length Transaction". Subject to any regulatory, director or other approvals that may be required, the completing of satisfactory due diligence by the Company and other conditions contained in the Agreement, it is anticipated that the Transaction will be structured as a share exchange with Rosebud. Upon completing the Transaction, it is expected that the resulting issuer will change its name to reflect the company's new direction ("Resulting Issuer") and be listed on the Exchange as a Tier 2 Life Science issuer.

The Transaction

The Company and Rosebud shall enter into a definitive share exchange agreement (the "Agreement") which will include the following payment terms: (i) subject to prior Exchange acceptance, a $250,000 cash payment by June 15, 2014, which will be secured with a general security agreement over all of Rosebuds present assets; (ii) $750,000 CDN. in cash upon confirmation that Health Canada has issued its "authorization to build" the leased facility ("Facility") under the Marijuana for Medical Purposes Regulations ("MMPR"); (iii) $1,000,000 CDN in cash upon issuance of a license to Rosebud by Health Canada recognizing Rosebud as a licensed producer of marijuana under MMPR; (iv) issuance of $3,000,000 of common shares of the Company, with the number of common shares to be issued based on the 30 day weighted average trading price of the Company's common shares immediately preceding the date which Health Canada issues a license to Rosebud under the MMPR. The common shares will be issued as to 50% on the date the license is issued from Health Canada and the balance on the one year anniversary date of the Agreement.

It also anticipated that at closing the Resulting Issuer will grant options to acquire common shares at a price to be determined to the directors, officers, employees and consultants of the Resulting Issuer. Further details will be provided in a subsequent news release.

The existing directors and officers of the Company will continue in their current positions with the Resulting Issuer and one additional director will be appointed, as noted below.

About Rosebud Productions Inc.

Rosebud, a private company incorporated under the laws of British Columbia, currently operates a fully functional facility that produces medical marijuana under the previous MMAR regulations. Recently regulations regarding access to medicinal marijuana were revised by Health Canada. The new MMPR allows for patients to gain access to Medical Marijuana through legally Licensed Producers. Rosebud has an application pending with Health Canada for the granting of the new MMPR license. When the application is approved Rosebud expects to be producing medical marijuana by the fall of 2014. The vendor's team consists of seasoned industry personnel with a very high level of experience in all aspects of Medical Marijuana production including cultivation, facility design and construction. Incoming Windfire board member Gary Quo Vadis and Jesse McConnell are the founding and controlling shareholders of Rosebud Productions. Jesse McConnell is also a founding shareholders and co-owner of one of only 13 commercial licensed producers to date, under the new MMPR guidelines and currently listed on Health Canada's website. This business arrangement we will enable our team to produce industry-leading Medical Marijuana and related products for our clients at the most affordable prices possible. The existing Rosebud team will continue to operate the facility under a management agreement.

The Company's President and Chief Executive Officer Clive Massey commented: "This proposed Transaction represents a significant milestone for the Company and will place the Company in a very strong strategic position in the medical marijuana sector. On closing, it is expected that the Company will have a cultivation facility that will be licensed to produce up to 900 kilograms of medical marijuana annually. The Transaction is subject to the availability of funding and the company is in discussion with financing groups to fund the acquisition and development upgrades of the Richmond facility."

Definitive Agreement

The parties will begin to prepare the legal documentary necessary to effect the Transaction. The parties shall complete and be in a position to execute agreements relating to the transaction (the "Definitive Agreement") within 30 days following the execution of the Letter Agreement or such other date as may be agreed to by the parties in writing.

Closing of the Transaction would be targeted to occur within 60 days following the execution of the Definitive Agreement, or such other date, as may be agreed to by the parties, the whole subject to regulatory approval, or such other date as the parties agree to in writing. The Definitive Agreement shall be mutually acceptable to the Company and Rosebud and will contain representations and warranties between the parties that are customary for transactions of a similar nature.

Proposed New Director of the Company, Gary Quo Vidas - Vancouver, British Columbia

Mr. Quo Vadis has a diverse business background that includes start-up businesses or buying existing businesses over the last 25 years. From the construction field to the hospitality industry, Mr. Quo Vadis's strengths are in business development and identifying opportunities for business growth. Mr. Quo Vadis has a strong skill set in developing business relationships whether it be in Canada or overseas. Mr. Quo Vadis' education includes a Bachelor of Arts degree from the University of Regina with a major in marketing.

Private Placement

The Company is currently negotiating the terms and conditions of a brokered private placement with an agent and further details will be provided in a subsequent news release. The proceeds from the private placement will be used to fund the cash portion of the purchase price, construction costs, and for general working capital purposes.

Sponsorship of Business Combination

Sponsorship of a Change of Business Transaction is required by the Exchange unless exempt in accordance with Exchange policies. The Corporation intends to apply for an exemption from the sponsorship requirements. There is no assurance that the Corporation will ultimately obtain an exemption from sponsorship.

Reinstatement to Trading

The Company's shares will be halted pending receipt by the Exchange of certain required materials from the Company and until the Company engages a sponsor. The Company will provide further details in respect of the Transaction, in due course by way of press release.

Additional Information and Description of Significant Conditions to Closing

Completion of the Transaction is subject to a number of conditions, including Exchange acceptance and Shareholder approval. The Transaction cannot close until the required Shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the Filing Statement or Information Circular to be prepared in connection with the Transaction, any information released or received with respect to the Change of Business may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative.

If and when a definitive agreement between the Company and Rosebud is executed, in accordance with the policies of the Exchange, the Company will issue a subsequent press release containing the details of the definitive agreement and additional terms of the Transaction, including information relating to sponsorship, name change, terms and conditions of the private placement, and to the extent not contained in this press release, additional information required by the Exchange with respect to the history of Rosebud and a summary of key financial information.