TSXV Trading Symbol: VEG.H
20,880,895 Common Shares Issued
CALGARY, Dec. 4, 2014 /CNW/ -
Captiva Verde Industries Ltd. ("Captiva Verde" or the "Company") reports its unaudited condensed consolidated financial and operating results for the interim three-month period ended September 30, 2014. For complete disclosure of the Company's interim financial results and Management's Discussion and Analysis, please go to WWW.SEDAR.COM and view documents listed under the Company's name.
The Company is pleased to announce a non-brokered private placement of up to 10,000,000 units (the "Units") at a price of $0.25 per Unit for gross proceeds of up to CDN $2,500,000 (the "Private Placement"). Each Unit is comprised of one common share and one half of a share purchase warrant. Each full share purchase warrant entitles the holder to acquire one additional common share in the capital of the Company at a price of $0.30 per common share for a period of 12 months from the date the Warrants are issued.
The Company may pay a finder's fee equal to 6% cash commission and non-transferable warrants equal to 6% of the total Units issued by the Company with respect to the Private Placement (the "Finder's Warrants"). Each Finder's Warrant will entitle the holder to purchase one common share of the Company at a price of $0.30 per common share for a period of 12 months from the date the Finder's Warrants are issued.
Use of the proceeds is solely for the Company's organic farming operations in California and Arizona and defined in detail within its term sheet.
Listing on the Canadian Securities Exchange
The Company is pleased to report today it has received conditional approval to list with the Canadian Securities Exchange (the "CSE"). The term of the conditional approval is to raise at least $500,000 for working capital and once such funds are raised, the Company expects to promptly complete its listing on the CSE. The CSE is a real time, fully recognized North American stock exchange and its policies allow successful and dynamic companies the opportunity to execute and implement their business plans. Upon listing on the CSE under the symbol "VEG", the Company will concurrently delist from the NEX board of the TSX Venture Exchange. The Private Placement is expected to close on the CSE and accordingly, will be subject to the CSE's rules and policies.
The Company submitted a farming plan as part of its disclosure obligations within the Listing Statement put forward to the CSE. The farming plan calls for a total investment of up to US $13 Million including the Private Placement and subsequent debt offerings that could generate a potential US $32.5 Million in annual revenues and potential $7 Million in yearly farming gross profit. The first phase of the self-sustaining farming plan calls for a USD $2.2 Million commitment as addressed in the Private Placement and another US $10.8 Million to be raised through debt facilities. The farming is fully scalable and the Company has additional land available through lease opportunities to upscale the revenue model to a much larger level. Alternatively, the farming plan can be scaled any direction to accommodate market conditions.
On June 26, 2014 a dispute arose in the course of business between the Company and Bornt Farms (dba - Bornt and Sons). As a result of that dispute, in July, legal actions were commenced by the parties against each other. On July 22, 2014, Bornt Farms filed suit against the Company and several of its officers; and on July 24, 2014, the Company filed detailed claims against Bornt Farms and related parties for a minimum of US$6.75 million, requesting the court to enforce the terms of all the written and oral agreements between Captiva and Bornt, whereby Bornt would sublease the earmarked Captiva lands that were acquired for the sole benefit of Captiva, and all of the revenues and expenses related to those lands that would be to the direct account of Captiva.
Bornt submitted a Farm Plan to our Securities lawyer on May 9th, 2014 and Captiva began the initial contribution. The Farm Plan, although refined over a period of a several weeks, consistently called for initial annual revenues of about $22.8 Million and $5.8 Million in yearly profit. However, Captiva acting within its obligations as a reporting issuer and as a fiduciary to its shareholders requested supporting accounting back-up to validate the spreadsheet entries made by Bornt. Captiva discovered many entries made by Bornt, were either misleading, incorrect or fraudulent and when Captiva questioned their integrity Bornt unilaterally terminated our interest. The dispute is currently making its way through the court system in California. Bornt, despite the litigation, has continued to farm the land and harvest crops, accrue and/or receive the proceeds and Captiva has made an application to the court to resolve any disputes over the financial interest in the subject parcels of land, which totals approximately 1,000 acres. At least 6 crops have currently been harvested from our designated parcels.
Jeff Ciachurski, CEO of Captiva states; "We have put together and formulated a very solid and strong farming plan, that continues outside of Bornt, with newly acquired lands, our own in-house farming team, and our experienced management to bring the rewards most deserving to our patient and loyal shareholders. Our immediate mission is to prevail on the strength and perseverance of our company to succeed and bring the new farming plan to fruition. I will leverage my success with Western Wind Energy for the benefit of all Captiva shareholders."
On behalf of the Board of Directors of the Company and for further information, please contact:
Neither the TSX Venture Exchange or Canadian Securities Exchange nor its Regulation Services Providers (as that term is defined in the policies of the TSX Venture Exchange and CSE) accepts responsibility for the adequacy or accuracy of this release.
This news release contains forward-looking statements. The Company has provided the forward-looking statements in reliance on assumptions that it believes are reasonable at this time. The reader is cautioned that the assumptions used in the preparation of the forward-looking statements may prove to be incorrect. All such forward-looking statements involve substantial known and unknown risks and uncertainties, certain of which are beyond the Company's control. Such risks and uncertainties include, without limitation, delays resulting from or inability to obtain required regulatory approval. The actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what benefits, including the amount of proceeds, the Company will derive therefrom. Readers are cautioned that the foregoing list of factors is not exhaustive.
SOURCE: Captiva Verde Industries Ltd.
For further information: Jeffrey Ciachurski, Chairman and Chief Executive Officer, 9 Landport, Newport Beach, California, USA 92660, Cell: (949) 903-5906, E-mail: [email protected]; Michael Boyd, Director, Tucson, Arizona, Office: (502) 275-0979, E-mail: [email protected]