As a condition of the Letter of Intent, Pepcap has agreed to advance a $25,000 non-refundable deposit to JMC, in accordance with Section 12.2(i) of TSX-V Policy 2.4.
At closing, it is expected that the resulting issuer will change its name to Veyron Resources Inc. or such other name as the parties may agree to.
It is expected that upon closing, Pepcap will meet at least the Tier 2 standards of a mining issuer and be listed as a Tier 2 mining issuer on the TSX-V. In connection with the transaction, Pepcap has commissioned a National Instrument 43-101-compliant report for the Properties.
Conditions to Transaction
Prior to completion of the Transaction (and as conditions of closing):
-- JMC and Pepcap will enter into a Definitive Agreement in respect to the Transaction.-- The parties will prepare a filing statement in accordance with the rules of the Exchange, outlining the terms of the Transaction.-- All requisite regulatory approvals relating to the Transaction, including, without limitation, Exchange approval, will have been obtained.
Board of Directors and Management
Upon completion of the Qualifying Transaction, the directors and senior officers of Pepcap are anticipated to be:
Clark Swanson - Chairman
Mr. Swanson is currently President and Director of Blackline GPS, Inc., a publicly traded company listed on the TSX Venture Exchange for which he has raised over $23 million. He joined the board of directors in October, 2007 following a private financing which was led by Mr. Swanson and served as their President & CEO beginning in 2009. As of 2010, Blackline was ranked by IDC as one of Canada's Top 10 Companies, and in 2013 it was ranked #73 fastest growing companies by Profit Magazine. Mr. Swanson also currently President & CEO of Pepcap Ventures, Inc. a CPC on the TSX-V exchange. Mr. Swanson earned a degree in Economics from Pepperdine University, and graduated with an MBA from the Graziadio School of Business and Management with distinction. He is a frequent guest lecturer at the Graziadio School of Business & Management, in addition to extracurricular activities of business advisory focused on Canadian capital markets, manufacturing, mining, and oil and gas. Mr. Swanson is a resident of the United States.
Claus Andrup - President & CEO
Claus Andrup has over 30 years of experience in venture capital, primarily in the resource sector, and has been instrumental in the formation, financing and development of a number of public and private corporations. He has worked with and managed junior companies engaged in the development of base and precious metals projects and a number of oil and gas plays. He has played a pivotal role enabling a variety of resource development debt and equity financings. He has been a founding principal and director of Western Wind Energy Corporation (TSX V), an independent producer of electricity operating in the South Western US and Puerto Rico. In 2007 Mr. Andrup founded Oretech Resources Inc. that has optioned the Condor Resources gold/silver Becker project in Chile. In early 2010 Oretech combined its business with Hedger Capital Corp. and trades on the TSX-V as Pinestar Gold Corporation. He has also been a founder director of capital pool corporation Greenbriar Capital Corporation. In 2012 became a founder director of capital pool corporation PepCap Ventures Inc., a company engaged in identifying, acquiring and operating coal projects in Indonesia. Mr. Andrup is a resident of Canada.