Key Developments: Castillian Resources Corp (CT.V)

CT.V on TSX Venture Exchange

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22 May 2013
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Latest Key Developments (Source: Significant Developments)

Castillian Resources Corp And Ridgemont Iron Ore Corp. Sign Definitive Agreement For Proposed Merger
Friday, 3 May 2013 07:00am EDT 

Castillian Resources Corp and Ridgemont Iron Ore Corp. announced that it has signed a definitive arrangement agreement (the Agreement) pursuant to which Castillian will acquire all of the outstanding shares of Ridgemont by way of a plan of arrangement under the Business Corporations Act (British Columbia) (the Transaction). Upon completion of the Transaction, existing Castillian and Ridgemont shareholders will own approximately 57.8% and 42.2% of the combined company, respectively, on a basic shares outstanding basis (assuming the issuance by Castillian of (a) 8,000,000 common shares to Ryan Gold Corp. to repurchase Ryan Gold's 10% interest in the Hope Brook gold project and (b) the Severance Shares.  Full Article

Castillian Resources Corp Appoints Executive Chairman; Terminates Option To Acquire Interest In Canadian Creek project
Wednesday, 17 Apr 2013 07:00am EDT 

Castillian Resources Corp announced the appointment of Justin Reid as Executive Chairman of the Board. Mr. Reid will be active in the day-to-day management of the Company and will also assist in the oversight of the development of Castillian's Hope Brook Project in Newfoundland. David Gower, the current Chairman of the Board, has stepped down as Chairman following Mr. Reid's appointment, but will remain on the Board as a director. The Company also announced that it has terminated its option to acquire a 60% interest in the Canadian Creek project in the Yukon.  Full Article

Castillian Resources Corp and Ridgemont Iron Ore Corp Announce Proposed Merger
Thursday, 11 Apr 2013 03:35pm EDT 

Castillian Resources Corp and Ridgemont Iron Ore Corp announced that have entered into a binding letter of intent (the Letter of Intent) pursuant to which Castillian and Ridgemont will enter into a plan of arrangement whereby Castillian will acquire all of the outstanding shares of Ridgemont and Ridgemont will become a wholly owned subsidiary of Castillian (the Transaction). Under the terms of the Transaction, shareholders of Ridgemont will receive 0.574 of a Castillian common share for each common share of Ridgemont held. The board of directors of each company has unanimously approved the Transaction. Upon completion of the Transaction, existing Castillian and Ridgemont shareholders will own approximately 57.8% and 42.2% of the combined company, respectively, on a basic shares outstanding basis (assuming the issuance by Castillian of 8,000,000 common shares to Ryan Gold Corp. to repurchase Ryan Gold's 10% interest in the Hope Brook gold project and the Severance Shares. Based on the 20-day volume weighted average price ("VWAP") of Castillian's common shares on the TSX Venture Exchange (the TSXV) of $0.0590 and the 20-day VWAP of Ridgemont's common shares on the TSXV of $0.0209, the Transaction represents a premium of approximately 62% to Ridgemont. On April 10, 2013, the closing prices of the Castillian common shares and the Ridgemont common shares were $0.05 and $0.025, respectively.  Full Article

Castillian Resources Corp Announces Agreement To Assign Interest In Achachucani To South American Tin
Wednesday, 19 Dec 2012 07:00am EST 

Castillian Resources Corp announced that it has entered into an assignment agreement with South American Tin Limited (SAT) whereby Castillian will assign to SAT Castillian's option to acquire a 100% interest in the Achachucani Gold Project located in southern Bolivia (the Project). In consideration for Castillian's interest in the Project, SAT has agreed to pay Castillian USD50,000 in cash and USD2,050,000 in ordinary shares of SAT .  Full Article

Castillian Resources Corp Completes Acquisition Of 100% Interest In Hope Brook Gold Project And Closes $2,000,000 Option Agreement With Ryan Gold Corp
Thursday, 1 Nov 2012 07:00am EDT 

Castillian Resources Corp announced that it has exercised its option and acquired a 100% interest in the Hope Brook Gold property (the "Property") by paying $160,000 in cash and issuing 200,000 common shares of Castillian to the vendors of the Property. Castillian also announced that it has amended and closed the Option Agreement with Ryan Gold Corp. whereby Castillian granted Ryan Gold the option to acquire a 10% interest in the Property. Under the amended Option Agreement, Ryan Gold will acquire the 10% interest after incurring aggregate exploration expenditures on the Property in the amount of $2,000,000 by December 31, 2012. Upon Ryan Gold acquiring this interest, Castillian and Ryan Gold will form a joint venture under which Ryan Gold will have a carried 10% interest until December 31, 2013, following which each company will contribute to further expenditures on the Property in proportion to their respective joint venture interests. As part of this agreement, Ryan Gold has an option to transfer its 10% interest back to Castillian prior to June 30, 2013 for that number of shares of Castillian that is equal to the sum of all expenditures incurred on the Property by Ryan Gold (the "Expenditures") divided by the greater of $0.05 and the market price of Castillian's common shares on the TSX Venture Exchange at the time Ryan Gold exercises this option, less the maximum discount permitted under the policies of the TSX Venture Exchange.  Full Article

Castillian Resources Corp. Closes Second And Final Tranche Of Non-Brokered Private Placement Financing
Friday, 23 Dec 2011 07:00am EST 

Castillian Resources Corp. announced that it has completed the second and final tranche of its previously-announced non-brokered private placement financing by issuing 16,252,727 flow-through common shares (the Flow-Through Shares) at a price of $0.11 per Flow-Through Share and 200,000 units (Units) at a price of $0.11 per Unit, for aggregate gross proceeds of $1,809,800. The total gross proceeds of the financing (tranches 1 and 2) were $3,902,460. Each Unit consists of one common share of the Company (a Unit Share) and one-half of one common share purchase warrant (a Warrant). Each whole Warrant entitles the holder thereof to acquire one common share of the Company at a price of $0.12 for a period of 18 months. In connection with the closing of the second tranche of the financing, the Company paid cash finders' fees totaling $103,068.  Full Article

Castillian Resources Corp. Begins Trading on the OTCQX International
Thursday, 22 Dec 2011 05:30pm EST 

Castillian Resources Corp. announced that it has begun trading in the United States on the over-the-counter ("OTC") market's prestigious tier, OTCQX International, under the ticker symbol "CTIIF".  Full Article

Castillian Resources Corp. Closes First Tranche of Non-Brokered Private Placement Financing
Wednesday, 21 Dec 2011 06:09pm EST 

Castillian Resources Corp. announced that it has completed the first tranche of its previously-announced non-brokered private placement financing by issuing 10,255,455 flow-through common shares (the "Flow-Through Shares") at a price of $0.11 per Flow-Through Share and 8,768,727 units ("Units") at a price of $0.11 per Unit, for aggregate gross proceeds of $2,092,660. Each Unit consists of one common share of the Company (a "Unit Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder thereof to acquire one common share of the Company at a price of $0.12 for a period of 18 months from the date hereof. The net proceeds of the sale of the Units will be used for exploration expenditures on the Company's Hope Brook and Canadian Creek projects and for general corporate purposes. The closing of the second tranche of the financing is expected in the coming days.  Full Article

Castillian Resources Corp. Increases Private Placement Financing
Tuesday, 20 Dec 2011 07:00am EST 

Castillian Resources Corp. announce that due to investor demand it intends to increase the size of its previously announced non-brokered private placement financing (see the press releases issued by Castillian on November 29, 2011, December 8, 2011 and December 16, 2011) from $3,000,000 to $4,500,000. The non-brokered private placement will now consist of flow-through common shares (the Flow-Through Shares) of the Company at a price of $0.11 per Flow-Through Share and units of the Company at a price of $0.11 per Unit, for aggregate gross proceeds of up to $4,500,000. Each Unit will consist of one common share of the Company and one-half of one common share purchase warrant. Each whole Warrant will entitle the holder thereof to acquire one common share of the Company at a price of $0.12 for a period of 18 months from the closing date of the Offering. In connection with the Offering, the Company will pay a cash finders' fee equal to 6.0% of the gross proceeds raised under the Offering. The Closing Date of the Offering is expected to occur on or about December 21, 2011. The net proceeds of the sale of the Flow-Through Shares will be used by the Company to incur Canadian exploration expenditures (as defined in the Income Tax Act (Canada)), which will be renounced for the 2011 taxation year. The net proceeds of the sale of the Units will be used for exploration expenditures on the Company's Hope Brook and Canadian Creek projects and for general corporate purposes.  Full Article

Castillian Resources Corp. Announces Amendment To Terms Of Non-Brokered Private Placement
Friday, 16 Dec 2011 05:17pm EST 

Castillian Resources Corp. announced that the terms of the non-brokered private placement announced on November 29, 2011, and amended on December 8, 2011, have been amended to change the exercise price of the Warrants forming part of the Units from $0.14 to $0.12. The non-brokered private placement will now consist of flow-through common shares of the Company at a price of $0.11 per Flow-Through Share and units of the Company at a price of $0.11 per Unit, for aggregate gross proceeds of up to $3,000,000. Each Unit will consist of one common share of the Company and one-half of one common share purchase warrant. Each whole Warrant will entitle the holder thereof to acquire one common share of the Company at a price of $0.12 for a period of 18 months from the closing date of the Offering. In connection with the Offering, the Company will pay a cash finders' fee equal to 6.0% of the gross proceeds raised under the Offering. The Closing Date of the Offering is expected to occur on or about December 21, 2011. All securities issued will be subject to a four month hold period. The net proceeds of the sale of the Flow-Through Shares will be used by the Company to incur Canadian exploration expenditures, which will be renounced for the 2011 taxation year. The net proceeds of the sale of the Units will be used for exploration expenditures on the Company's Hope Brook and Canadian Creek projects and for general corporate purposes.  Full Article

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