Agoracom Blog

KWG Encouraged by Federal Budget; Delisting From TSX Venture Exchange Completed

Posted by AGORACOM-JC at 4:39 PM on Wednesday, April 22nd, 2015

TORONTO, ONTARIO–(April 22, 2015) - KWG Resources Inc. (CSE:KWG)(TSX VENTURE:KWG)(FRANKFURT:KW6)(OTCBB:KWGBF) is extremely encouraged by the Federal Budget tabled by Federal Finance Minister Joe Oliver on April 21st. It was announced that the federal government will dedicate $23 million over five years from Natural Resources Canada to “stimulate the technological innovation needed to separate and develop rare earth elements and chromite”. As previously reported, KWG is developing a new method of refining chromite ore into ferrochrome by means of natural gas. The company has filed an international patent application under the Patent Cooperation Treaty that will provide it with the right to file patent applications in over 140 countries around the world. The new process could enable KWG to become the lowest cost producer of ferrochrome in the world, so securing Canada’s involvement in a significant global commodity marketplace.

KWG President Frank Smeenk stated, “We are pleased that the federal government recognizes the immense economic opportunity this new process provides for Canada, and that they are investing in further chromite refining research.”

KWG also announces that its common shares will be delisted from the TSX Venture Exchange (the “TSXV“) effective at the close of business on Wednesday, April 22, 2015. The common shares of the Company will continue to trade on the Canadian Securities Exchange (CSE) under the symbol “KWG“. The delisting was approved by the Company’s Board of Directors.

As described in KWG‘s Press Releases of March 13, 2015 and March 17, 2015, the delisting became necessary for KWG to satisfy its obligations under the option agreement with Bold Ventures Inc. (“Bold“) (TSX VENTURE:BOL) in respect of the Black Horse claims. KWG’s management and Board determined that it was in the best interests of its shareholders to continue to earn an 80% interest in Bold’s interest in the chromite resources comprising the Black Horse claims and a 20% interest in their non-chromite resources and to husband its cash resources by issuing 35,000,000 shares of KWG rather than making a cash payment of $700,000, especially in light of the difficulty in raising equity in the current markets. As the value of the shares being issued was $0.02 per share (reflecting current market prices), that TSXV policies do not permit listed issuers to issue shares at less than $0.05 each in this type of transaction, and that the TSXV would not grant KWG an exemption from the policy, the KWG Board concluded that it was necessary to delist the Company’s shares from the TSXV to continue its option to earn such interest in the Black Horse claims.

KWG’s common shares have been inter-listed for trading on the Canadian Securities Exchange (“CSE“) and TSXV for a number of years. Recently the CSE market facilities were made available to all of Canada’s discount brokerage trading services. It is anticipated that, following the delisting of KWG’s shares from the TSXV, shareholders, investors and brokers will experience no disruption in their ability to trade such shares through the facilities of the CSE and that trading liquidity will not be adversely affected. In addition, such change in trading markets is not expected to affect KWG’s ability to raise capital. Additionally, KWG shares will continue to be traded on the facilities of the Frankfurt Stock Exchange and on the OTC Market in the USA.

About KWG: KWG has a 30% interest in the Big Daddy chromite deposit and the right to earn 80% of the Black Horse chromite where resources are being defined. KWG also owns 100% of Canada Chrome Corporation which has staked claims and conducted a $15 million surveying and soil testing program, originally for the engineering and construction of a railroad to the Ring of Fire from Aroland, Ontario. KWG subsequently acquired patent interests, including a method for the direct reduction of chromite to metalized iron and chrome using natural gas. The company has determined that the reduction method can be employed to metalize finely ground chromite which may be recovered from slurry delivered to Aroland in an underground pipeline constructed within the Canada Chrome claims.

Neither 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.

Forward-Looking Information: This news release contains forward-looking information. All statements, other than statements of historical fact, that address activities, events or developments that KWG believes, expects or anticipates will or may occur in the future (including, without limitation, statements regarding payments to be made under the option agreement with Bold, and the voluntary delisting of KWG’s common shares from the TSXV) constitute forward-looking information. This forward-looking information reflects the current expectations or beliefs of KWG based on information currently available to it. Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of KWG to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on KWG. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the delisting of KWG’s shares from the TSXV adversely affecting trading liquidity, trading prices or the ability of KWG to raise equity capital on favourable terms or at all. Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, KWG disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although KWG believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.

Shares issued and outstanding: 812,983,718

KWG Resources Inc.
Bruce Hodgman
416-642-3575
info@kwgresources.com

INTERVIEW: Urban Barns Foods Inc. (URBF:OTCQB) Revolutionizing Cubic Farming

Posted by AGORACOM-JC at 11:49 AM on Wednesday, April 22nd, 2015

URBF: OTCQB

What is Cubic Farming?

  • A revolution in Controlled Environment Agriculture (CEA)
  • Propriety, patent-pending, looped conveyer growing system
  • Advanced uniform LED technology
  • Automated watering and nutrients
  • Optimal conditions for crops to transition from seeds to maturity through pre-set germination, growing and harvesting phases.

Why Urban Barn Foods?

  • Unknown story due to no previous IR = Great Timing
  • Many Tier-1 Restaurants, Hotels and Executive Chefs
  • 320 square feet = 3 acres of farm production
  • $5M Market Cap = Great Risk/Reward At This Level
  • Watch this video clip to see what production looks like
  • Watch this video clip to see what the Executive Chef at Chateau Frontenac has to say

Hub On AGORACOM / Corporate Profile / Watch Interview!

AGORACOM Small Cap TV “Best Of The Best” – April 21, 2015

Posted by AGORACOM-JC at 3:59 PM on Tuesday, April 21st, 2015

AGORACOM Founder, George Tsiolis and Chief Market Commentator, Allan Barry Go Via Satellite to discuss and debate Allan’s Best picks this week. Companies Included on this week’s show are:

WHY IS JULY 11, 2013 SO IMPORTANT?

Allan and George have already put their viewers well ahead of the game by starting their weekly broadcasts on July 11, 2013 on the thesis that great small-cap companies were so oversold they could not be ignored. One look at the TSX Venture Index proves they hit the nail on the head … but that doesn’t come close to telling the whole story with most of their picks far outperforming an index bloated with zombie companies.

Find out which companies Allan and George like this week by watching the video below!

Want to catch up on previous shows?

Weekly “Best Of The Best” Summarizing The Best Picks From Our Daily Shows. Posted Every Friday Afternoon Watch Here

THIS WEEK’S SHOW SPONSORED BY THE FOLLOWING GREAT SMALL CAP COMPANY:


Newnote Financial Announces Participation at the Inside Bitcoins Conference in New York

Posted by AGORACOM-JC at 10:42 AM on Monday, April 20th, 2015

Vancouver, British Columbia–(April 20, 2015) – Newnote Financial Corp. (CSE: NEU) (OTCQB: NWWTF) (FSE: 1W4), (the “Company”) is pleased to announce the Company will be attending and exhibiting at the Inside Bitcoins Conference in New York City April 27th to the 29th.

Inside Bitcoins is the largest event of its kind to promote and explore blockchain technology and is attended by the most influential names in the digital currency industry. The speakers of the upcoming event will provide insights on bitcoin technology and offer their own unique perspectives on the most pressing bitcoin topics.

Visit Newnote at Booth 300.

http://insidebitcoins.com/new-york/2015

About Newnote Financial Corp.

Newnote Financial Corp. is pioneering innovative crypto-currency and Bitcoin related software products and services geared at the growing business segment of this bourgeoning market. The Company owns and operates the Cointrader.net Bitcoin Exchange and offers Point-of-Sale services to merchants accepting Bitcoin for merchandise. Newnote has positioned itself to be a leading contender in delivering opportunities to startup businesses world-wide and continues to create new opportunities for its clients and its shareholders. Newnote has a clear vision on the direction in which this new and unique business is headed and is continually adjusting and adopting new business practices in both technology and the policies & procedures required by banks and securities regulators.

Newnote Financial Contact Information

Newnote Financial Corp. 
CSE: NEU; OTCQB: NWWTF; FSE: 1W4 
Phone: 604-229-0480 
Fax: 604-685-3833 
web: www.newnote.com
Bitcoin exchange: www.cointrader.net

Forward-Looking Information:

This press release may include forward-looking information within the meaning of Canadian securities legislation, concerning the business and trading in the common stock of Newnote Financial Corp. The forward-looking information is based on certain key expectations and assumptions made by the company’s management. Although the company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the company can give no assurance that they will prove to be correct. These forward-looking statements are made as of the date of this press release and the company disclaims any intent or obligation to update publicly any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

The CSE has not reviewed, approved or disapproved the content of this press release.

QE2 Acquisition Corp. Announces Execution Of Share Exchange Agreement With Distincttech Inc.

Posted by AGORACOM-JC at 1:39 PM on Friday, April 17th, 2015

CALGARY, ALBERTA / April 17, 2015 - QE2 Acquisition Corp. (TSXV:QE) (the “Corporation” or “QE2″) is pleased to announce that, further to its news release dated March 2, 2015, the Corporation has entered into a definitive share exchange agreement dated April 16, 2015 (the “Share Exchange Agreement”) with DistinctTech Inc. (“DistinctTech”), a corporation existing under the laws of the Province of Ontario, which outlines the general terms and conditions pursuant to which QE2 and DistinctTech would be willing to complete a transaction that will result in a reverse take-over of QE2 by the shareholders of DistinctTech (the “Transaction”). The Share Exchange Agreement was negotiated at arm’s length.

The Transaction is subject to requisite shareholder and regulatory approval, including the approval of the TSX Venture Exchange (the “TSXV”) and standard closing conditions, including the completion of due diligence investigations to the satisfaction of each of QE2 and DistinctTech, as well as the conditions described below.

QE2 is incorporated under the provisions of the Business Corporations Act (Alberta) with its registered and head office in Calgary Alberta. The primary objective of QE2 is the acquisition and growth of well-managed, profitable, asset-backed, Canadian-based businesses in the infrastructure and utility service sectors. QE2’s growth strategy is a mergers and acquisitions program which leverages the synergies that can be achieved by vertical and horizontal integration. QE2 is a “reporting issuer” in the provinces of British Columbia and Alberta.

Since the Transaction will constitute a reverse take-over of QE2, QE2 is required to obtain shareholder approval for the Transaction. QE2 intends to hold a special meeting of shareholders to approve the Transaction and certain matters ancillary to the Transaction, including a name change.

Trading in the common shares of QE2 is halted at present. It is unlikely that the common shares of QE2 will resume trading until the Transaction is completed and approved by the TSXV.

Conditions to Transaction

Prior to completion of the Transaction (and as conditions of closing):

  • -QE2 and DistinctTech will obtain the requisite shareholder approvals for the Transaction and any ancillary matters contemplated in the Share Exchange Agreement.
  • -All requisite regulatory approvals relating to the Transaction, including, without limitation, TSXV approval, will have been obtained.
  • -QE2 shall have obtained the consents and waivers contemplated in the Share Exchange Agreement.
  • -There shall not be in force any order or decree restraining or enjoining the consummation of the transactions contemplated by the Share Exchange Agreement.
  • -None of the consents, orders, regulations or approvals contemplated in the Share Exchange Agreement shall contain terms or conditions or require undertakings or security deemed unsatisfactory or unacceptable by the parties to the Share Exchange Agreement.

The Proposed Transaction

Pre-Closing Capitalization of QE2

As of the date hereof, QE2 has 28,812,766 common shares (the “QE2 Shares”) issued and outstanding and securities exercisable or exchangeable for, or convertible into, or other rights to acquire, an aggregate of 7,246,792 QE2 Shares at exercise prices ranging from $0.20 per QE2 Share to $0.50 per QE2 Share.

Pre-Closing Capitalization of DistinctTech

As of the date hereof, DistinctTech has 151,000,000 common shares (the “DistinctTech Shares” issued and outstanding.

Terms of the Transaction

QE2 proposes to acquire all of the DistinctTech Shares in exchange for 151,000,00 QE2 Shares to be issued at a deemed price of $0.10 per QE2 Share for aggregate deemed consideration of $15,100,000, all pursuant to the Share Exchange Agreement. In addition to the acquisition of the DistinctTech Shares, all of the securities issuable pursuant to the DistinctTech Private Placement (as defined below) shall be exchanged on a one-for-one basis for QE2 securities.

About DistinctTech

DistinctTech is a design, engineering, construction, service and maintenance company working for the leading infrastructure and communications companies in Ontario. DistinctTech has worked on many projects across Canada, including in Western Canada, over the last seven years.

Information about the Control Person or Persons of DistinctTech and their Jurisdiction of Residence

The control persons of DistinctTech are Joe Lanni, residing in Etobicoke, Ontario and Alexander Agius, residing in Mississauga, Ontario.

Financial Information Concerning DistinctTech

The following is a summary of key audited financial information of DistinctTech for the fiscal years ended November 30, 2013, and November 30, 2014, prepared by management in accordance with IFRS standards.

Financial Statements for year ended November 30, 2013 (audited) Financial Statements for year ended November 30, 2014 (audited)
Revenue $18,834,269 $25,614,409
Net Comprehensive Income $1,563,657 $2,293,326
Total Assets $8,080,546 $21,613,583
Total Liabilities $5,991,361 $17,231,072
Working Capital $648,852 $2,250,893

Private Placements

DistinctTech Private Placement

Prior to the closing of the Transaction, DistinctTech intends to raise capital through a brokered private placement of up to 30,000,000 units (the “DistinctTech Units”) at a price of $0.10 per DistinctTech Unit for aggregate gross proceeds of up to $3,000,000 (the “DistinctTech Private Placement”). Each DistinctTech Unit shall be comprised of one (1) DistinctTech Share and one half of one (1/2) DistinctTech Warrant.

Each whole DistinctTech Warrant shall entitle the holder thereof to purchase one additional DistinctTech Share at an exercise price of $0.20 at any time up to 36 months from date of issuance. The DistinctTech Warrants will be subject to a forced conversion, at the option of the Resulting Issuer, if the Resulting Issuer Shares trade at or above $0.30 per share for a period of 20 non-consecutive trading days. The securities issuable pursuant to the DistinctTech Private Placement will be exchanged into QE2 Shares and QE2 Warrants as per the Exchange Ratio.

The DistinctTech Shares and DistinctTech Warrants will be subject to hold periods in accordance with the applicable securities laws.

The net proceeds of the DistinctTech Private Placement will be used for general operating purposes and future growth plan.

Additional information pertaining to the DistinctTech Private Placement including, information about the agent and its remuneration, will be provided at a later date as it becomes available.

QE2 Private Placement

Prior to the closing of the Transaction, QE2 intends to raise capital through a non-brokered private placement of a minimum of 500,000 and a maximum of 5,000,000 units of QE2 (“QE2 Units”) at a price of $0.10 per QE2 Unit for aggregate gross proceeds of a minimum of $50,000 and a maximum of $500,000 (the “QE2 Private Placement”). Each QE2 Unit shall be comprised of one (1) QE2 Share and one half of one (1/2) QE2 Warrant.

Each whole QE2 Warrant shall entitle the holder thereof to purchase one additional QE2 Share at an exercise price of $0.20 at any time up to 36 months from date of issuance. The QE2 Warrants will be subject to a forced conversion, at the option of QE2, if the QE2 Shares trade at or above $0.30 per share for a period of 20 non-consecutive trading days.

The proceeds of the QE2 Private Placement will be used for general operating purposes, working capital and paying the outstanding accounts payable. The QE2 Shares and QE2 Warrants will be subject to hold periods in accordance with applicable securities laws.

Insiders, Officers and Board of Directors of the Resulting Issuer

Upon completion of the Transaction, it is anticipated that the board of directors of the Resulting Issuer shall be comprised of: Alexander Agius, Joe Lanni, Michael Newman and two additional directors to be finalized prior to the close of the transaction which will be announced in a subsequent news release. It is anticipated that additional directors will be added to the board of directors of the Resulting Issuer. In addition, it is expected that the officers of the Resulting Issuer shall be Alexander Agius (Co-Chief Executive Officer), Joe Lanni (Co-Chief Executive Officer), Ian Hogg (Chief Operating Officer), Manny Bettencourt (Chief Financial Officer and Corporate Secretary) and Mihalis (Mike) Belantis (VP Business Development).

The following sets outs the names and backgrounds of all persons who are expected to be considered insiders of the Resulting Issuer.

Alexander Agius, Co-Chief Executive Officer and Director

Mr. Agius, is a seasoned infrastructure executive with over 25 years of industry experience. He began his career as a field tech fresh out of school. He rose to the level of VP Construction at Sentrex Communications a communications design company, where from 1988 to 2006 he oversaw Canadian operations and was involved in identifying and assessing US acquisitions. After leaving Sentrex he was responsible for creating, from 2006 to 2009, the telecom infrastructure group of Wesbell Group of Companies Inc., a professional services, logistics and investment recovery company. In 2009, Mr. Agius joined DistinctTech as co-Chief Executive Officer.

Joe Lanni, Co-Chief Executive Officer and Director

Mr. Lanni is an entrepreneur, having started his first business in his late teens and having founded and sold several businesses over the years. He has over twenty years of industry experience in general construction and utilities, and has served in several operational roles over the years. From 2006 until 2007, he was responsible for setting up the western Canadian operations of Wesbell Group of Companies Inc., a professional services, logistics and investment recovery company, and growing it to over 60 technicians in less than eighteen months. In 2007, Mr. Lanni was one of the original founders of DistinctTech and has helped guide it to its current level of success.

Michael Newman, Director

Michael Newman, 69, is the founder, and from 1997 to 2009 was the President & CEO of InterRent Real Estate Investment Trust (IIP.UN-TSX), a real estate investment trust that acquires and owns multi-residential properties. Prior to founding InterRent, Mr. Newman was for twenty five years an executive in the cable television and telecommunications industries in North America, having co-founded in 1972, CableTel Communications of Markham, Ontario, and served in a worldwide M&A capacity with Zenith Electronics of Chicago, Illinois from 1992 to 1997. He is the Managing Director of two family owned merchant banks, Boardwalk Capital Inc., and Adevam Investments Inc., and currently serves as the Chairman of the Board of Augustine Ventures Inc. (WAW-CNSX), and on the Boards of Directors of Quinsam Capital Inc., (QCA-CNSX), Leo Capital Corp. (LEQ.P-NEX), as well as being on the Advisory Boards of The Succession Fund, a private equity fund and AgriFood Capital Inc., a private equity advisor for food and agriculture in Canada. Mr. Newman is also a member of the Independent Review Committees (IRC) of Artemis US Capital Appreciation a TSXV listed Mutual Fund (AUF.UN-TSX), Citadel Income Fund (CTF.UN-TSX) and Energy Income Fund (ENI.UN-TSX). He is a partner in, and the CEO of KE Real Estate Holdings Inc., and 201004 Collier Holdings Inc., two private real estate companies. Over the past twenty years Mr. Newman has served on the Boards of Directors of numerous Toronto Stock Exchange and TSXV listed companies, often chairing a number of Board Committees.

Manny Bettencourt , Chief Financial Officer and Corporate Secretary

Mr. Bettencourt began his career at KPMG and is a graduate of the University of Toronto. Prior to becoming CFO for DistinctTech in 2014, Mr. Bettencourt was the CFO for First Global Data Ltd., from 2011 to 2014, a mobile, payments and remittance company, and had previously served from 2006 to 2012, as the COO and CTO of First Global Data Corp., the predecessor company. Mr. Bettencourt is a Chartered Accountant and has previously served as CFO and as a Senior Executive for a number of Canadian and US companies in the information, technology and telecommunications space. He served as CFO for Navaho Networks, an online payments company, was CFO at AT&T Solutions Canada, and was the Sr. Financial Officer of several other companies. In addition Mr. Bettencourt serves as a Director, and on the Audit Committee for First Global Data Ltd (TSXV) and has served as Chairman and a Director for several not for profit organizations.

Ian Hogg, Chief Operating Officer

Mr. Hogg began his business career in the early 1970’s in the securities industry and rose to run trading departments for two national firms in Canada and the United States. He moved to the Commercial Real Estate industry establishing the first branch office for the largest specialized broker in the country. In the late 1990’s he was asked to establish a public real estate company, TGS Properties Inc., based in western Canada and as president from 1998 to 2000, he grew it from $10 million in assets to over $150 million in 4 years. Mr. Hogg is currently the chairman and senior VP, investor relations for Imaginis Business Development.

Mihalis (Mike) Belantis, VP Business Development

Mr. Belantis has more than 15 years’ experience identifying opportunities, investing and consulting for companies in both the private and public sectors. Most recently, Mr. Belantis was a co-founder and Manager of Business Development for Otis Gold Corp., a company listed on the TSXV, from 2008 to 2010. Prior to that, he undertook corporate development work for Timmins Gold Corp., a company listed on the Toronto Stock Exchange, for three years. He has played a key role in developing the vision and implementing the initial foundation for many successful startups in some cases achieving market caps in excess of $300 million. As CEO of QE2, Mr. Belantis is involved in all aspects of QE2’s acquisitions, investments and new project initiatives.

Sponsorship

Sponsorship of a reverse take-over is required by the TSXV unless exempt in accordance with TSXV policies. QE2 is currently reviewing the requirements for sponsorship and may apply for an exemption from the sponsorship requirements pursuant to the policies of the TSXV, however, there is no assurance that QE2 will ultimately obtain this exemption. QE2 intends to include any additional information regarding sponsorship in a subsequent press release.

Additional Information

All information contained in this news release with respect to QE2 and DistinctTech was supplied by the parties respectively, for inclusion herein, and each party and its directors and officers have relied on the other party for any information concerning the other party.

Completion of the transaction is subject to a number of conditions, including Exchange acceptance and disinterested 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 Management Information Circular to be prepared in connection with the transaction, any information released or received with respect to the RTO may not be accurate or complete and should not be relied upon. Trading in the securities of QE2 Acquisition Corp. should be considered highly speculative.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

Investors are cautioned that, except as disclosed in the management information circular to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of the Corporation should be considered highly speculative.

For further information please contact:

DistinctTech Inc.:Manny Bettencourt, Chief Financial Officer

Email: manny.bettencourt@distincttech.ca

Telephone: 416.897.7401

QE2 Acquisition Corp.:Mihali Belantis, CEO and Director

Email: mb@qe2corp.com

Telephone: 403.701.7299

Cautionary Statements

This news release contains “forward-looking information” within the meaning of applicable securities laws relating to the proposal to complete the Transaction and associated transactions, including statements regarding the terms and conditions of the Transaction, the Share Exchange Agreement, the QE2 and DistinctTech Private Placements, and the use of proceeds of the Private Placements. The information about DistinctTech contained in the press release has not been independently verified by the Corporation. Although the Corporation believes in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Corporation can give no assurance that they will prove to be correct. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that the parties will not proceed with the Transaction, the Share Exchange Agreement, the Private Placements and associated transactions, that the ultimate terms of the Transaction, the Share Exchange Agreement, the Private Placements, and associated transactions will differ from those that currently are contemplated, and that the Transaction, the Share Exchange Agreement, the Private Placements and associated transactions will not be successfully completed for any reason (including the failure to obtain the required approvals or clearances from regulatoryauthorities). The terms and conditions of the Transaction may change based on the Corporation’s due diligence and the receipt of tax, corporate and securities law advice for both QE2 and DistinctTech. The statements in this press release are made as of the date of this release. The Corporation undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of the Corporation, QE2, their securities, or their respective financial or operating results (as applicable).

The securities of QE2 and DistinctTech have not been and will not be registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirement. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Not for distribution to U.S. Newswire Services or for dissemination in the United States of America. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws.

What’s the real cost of your fresh salad?

Posted by AGORACOM-JC at 11:52 AM on Friday, April 17th, 2015

An army of modern-day “slaves” are being used to grow the salad and winter vegetables that fill Britain’s supermarket shelves.

The claims are made by politicians and workers in Spain who say migrants employed to pick salad for companies whose produce ends up on the shelves of British supermarkets are routinely mistreated, forced to work weeks on end, cheated out of wages and exposed to pesticides.

‘Responsibly sourced’

Tesco, Marks and Spencer, Waitrose, Sainsbury’s and Asda all say they source our food responsibly and they have all signed up to the Global Ethical Trading Initiative, designed to protect workers’ rights. M&S promotes its Field to Fork policy assuring customers its suppliers adhere to high standards. Waitrose claim their produce is “responsibly sourced”.

They suck the blood out of people. You work for two or four months and then they sack you without severance. Lettuce picker

But an investigation by Channel 4 News has spoken to workers picking vegetables for a Spanish company whose produce is supplied to Tesco, Sainsbury’s Asda, Waitrose and Marks and Spencer. The company, Agroherni, grows conventional and highly priced organic lettuces, herbs and salad leaves in a trade worth almost 30m euros a year.

Agroherni uses an employment agency called Integra Empleo to provide casual workers to pick the produce in its fields. Workers spoken to by Channel 4 News claim the agency routinely mistreats the workers.

One lettuce picker told the programme: “They suck the blood out of people. You work for two or four months and then they sack you without severance, without payment, without anything. If we work 26 days, they write down 16 or 18. They always steal seven or eight days. It’s not right.”

Another worker claimed he had worked 22 days in one month, but was only paid for 17. When he complained, he says he was told: “You’ve been paid the amount of money you deserve. If you think that’s not enough then you can leave.”

‘They do not care’

Among the many allegations the workers say they are forced to work overtime but often not paid for it and if they refuse they are sometimes blacklisted.

The cold I feel is inside from the fumes I inhaled whilst they were fumigating. Former worker

Under EU laws it is illegal for pickers to be in close proximity to pesticide machines as they work. But Channel 4 News filmed dozens of people working in the same field while chemicals were being sprayed.

One worker said she fell ill when working in fields where pesticides were being sprayed. That was two years ago but even after multiple operations on her sinuses she is in constant pain and unable to work.

She said: “They spray whilst employees work. All that matters to them is fulfilling their clients’ orders. They do not care.” She added: “The cold I feel is inside from the fumes I inhaled whilst they were fumigating. I find it difficult to speak. I feel worse and worse.”

Another worker told Channel 4 News that just weeks ago he was rushed to hospital after breathing in fumes. He was signed off by a doctor with bronchitis caused by exposure to pesticides. The following day he was fired by the employment agency Integra Empleo.

Agroherni told us: “No pesticides are permitted on farms to be harvested. Workers are forbidden to enter any farm within 24 hours of the application of pesticides. Agroherni’s management are not aware of any relevant incidents taking place.”

Workers and unions in the region say exposure to pesticides is common across the industry in southern Spain and is not confined to one company. Channel 4 News filmed the giant pesticide sprayers at work in another company’s salad farm, while workers were working the same field close by.

Seasonal Workers employed through agencies also told Channel 4 News that they:

  • were often paid by the number of boxes they filled, rather than by the hour as stated in their contracts, which they say forces them to work longer hours for less money.
  • would be compelled to work overtime but often not paid for it.
  • would be blacklisted if they refused to work overtime.
But with high unemployment in Spain, many migrant workers are still desperate to earn a living. We were told the police were aware of this practice taking place but little was done to stop it.

Ethical trading

All the major British supermarkets have signed up to tough standards on working conditions for their suppliers and claim they try to enforce them rigorously and there is no suggestion they knew of the workers’ complaints.

The Ethical Trading Initiative says that all overtime should be voluntary and no deductions should be made from wages without a worker’s consent. It also says that workers must be free to voice complaints without being discriminated against.

All our top supermarkets say they abide by these rules and Tesco even says it has local ethical trade managers on the ground who investigate claims locally. They also all have strict health and safety rules.

But the allegations we heard during our investigation suggests that employment agencies who supply much of the seasonal casual labour are less than rigorous about maintaining ethical standards. Agroherni itself states in its annual accounts for 2010 that it has saved on staff costs by “outsourcing” staff rather than employing them directly.

Both Agroherni and the employment agency Integra Empleo deny all the allegations and both companies say they have launched investigations into the claims.

Agroherni told us it strongly denies any claim that it mistreats or exploits agency workers and said the fair treatment and safety of workers was “paramount”.

It said 15 third party audits had been carried out on its farms in 2014/15 but “only a discrete number of issues were highlighted.”

However, as a result of our investigation, it has ceased working with Integra Empleo and is making arrangements to directly employ the workers employed through them directly.​

‘Key concern’

Channel 4 News contacted all the supermarkets with these claims.

Sainsbury’s told us: “We expect our suppliers to adhere to the highest quality and welfare standards, regardless of where they operate in the world. We are taking these allegations very seriously and will be conducting our own investigation.”

Waitrose told us: “Worker welfare is very important to us – our supplier is investigating these allegations and will ensure that our high standards are being met.”

The British Retail Consortium which represents all the supermarkets told us: “Ensuring workers are treated fairly in our supply chains is a key concern for retailers and we know all supermarkets will examine these allegations closely to take both immediate action where appropriate and refine their auditing procedures.

“Investment in ethical auditing has been a priority for UK supermarkets and they will continue to improve and adapt them to meet future challenges; something we made clear in our clear support for the Modern Slavery Act.

“However, ethical auditing is only one part of the solution to this which also requires effective day to day management of labour issues by suppliers and clear support from governments, both here and abroad, to enforce basic labour legislation.”

Abuse rife?

There are now more than 40 employment agencies supplying labour to farm growers in the Murcia region and trade unions say abuse of workers’ rights is rife.

Earlier this year, 5,000 of them turned out to demonstrate on the streets. Local politicians say the problem is widespread across the industry.

In a recent debate in the Murcia Regional Assembly, Pujante Diekman of the left coalition IU party said: “I believe that some of the working conditions are similar to slavery in some cases, and I have been able to verify that myself. I have seen it with my own eyes.

“This is an economy that can be described as slavery or semi-slavery, where workers have been cheated by cold blooded people, by people who have broken the law, plain and simple.”

Representatives from all parties, from left to right, voted in favour of a motion calling for working conditions to be improved.

Source: http://www.channel4.com/news/salad-supermarkets-cost-migrant-exploitation-pay-pesticide

INTERVIEW: Quebec Quartz, Signs MOU with Dorfner Anzaplan to Evaluate Potential of its High Purity Quartz Deposit

Posted by AGORACOM-JC at 10:51 AM on Thursday, April 16th, 2015

Welcome to Beyond The Press Release a production of AGORACOM in which we take the time to talk to small cap ceo’s and executives about their recent press releases. With us today is Bernard Tourillon, Chairman, CEO and Director of Uragold Bay Resources.

  • 100 % wholly owned subsidiary, Quebec Quartz, by virtue of being a first mover into this market, succeeded in becoming the largest holder of distinct High Purity Quartz properties in Quebec.
  • Quebec Quartz strategic portfolio of High Purity Quartz (+99.+% SiO2) deposits and closed silicon metal mines in Quebec represent a unique and valuable asset. Quebec’s Quartz aims to become a leading supplier of Ultra High Purity Quartz
  • Developing Quebec’s first placer mine in 50 years, the Beauce Placer Project in partnership with Golden Hope Mines, the Bellechasse-Timmins Gold Deposit.

Hub On AGORACOM / Corporate Profile / Watch Interview

Newnote Financial Partners with Rebit to Offer International Remittance Service

Posted by AGORACOM-JC at 9:07 AM on Wednesday, April 15th, 2015

Vancouver, British Columbia – Newnote Financial Corp. (the “Company”), (CSE: NEU; OTCQB: NWWTF; FSE: 1W4) is pleased to announce the Company has signed a strategic partnership with Rebit.ph of the Philippines to enable users a cost effective method of transferring funds to their respective countries.

In 2014, an expected US$436 Billion was remitted by migrants back to their families in the developing world. The cost of sending those remittances is estimated at US$47 billion.

Rebit.ph is a service of Satoshi Citadel Industries, a Philippine-based holdings company for Bitcoin-related ventures. The Philippines is the second largest recipient for remittances in Asia, with a total of US$26 billion transferred in 2013, of which $2 billion was from Canada alone.

Newnote and Rebit generate revenue by charging a small transaction fee, which is significantly less than the charges of conventional banks and money transfer agents, which charge hefty fees for international transactions.

Through the integration of Rebit’s API and Newnote’s Cointrader.net Bitcoin Exchange API, users of Cointrader will have the ability to send funds internationally starting with the Philippines. The process is simple once a client has registered for a Cointrader account and has deposited cash or Bitcoin. Users define how much money they wish to transfer, hit send, Bitcoin is then moved to Rebit’s wallet in the Philippines, and the recipient is notified by text-message that the funds have arrived and have either been deposited into a bank account or picked up in person at the Makati office.

CEO & President of Newnote, Paul Dickson, reports: “This strategic partnership with Rebit marks the first of many opportunities Newnote will have in the coming months by fully monetizing our Cointrader.net API possibilities. We’re pleased to be working with Rebit and looking forward to announcing service to other countries in the near future.”

About Newnote Financial Corp.

Newnote Financial Corp. is pioneering innovative crypto-currency and Bitcoin related software products and services geared at the growing business segment of this bourgeoning market. The Company owns and operates the Cointrader.net Bitcoin Exchange and offers Point-of-Sale services to merchants accepting Bitcoin for merchandise. Newnote has positioned itself to be a leading contender in delivering opportunities to startup businesses world-wide and continues to create new opportunities for its clients and its shareholders. Newnote has a clear vision on the direction in which this new and unique business is headed and is continually adjusting and adopting new business practices in both technology and the policies & procedures required by banks and securities regulators.

Newnote Financial Contact Information

Paul Dickson

President, CEO & Director

Newnote Financial Corp.

CSE: NEU; OTCQB: NWWTF; FSE: 1W4

Suite 709-700 West Pender Street

Vancouver, BC V6C 1G8

Phone: 604-229-0480

Fax: 604-685-3833

web: www.newnote.com

Bitcoin exchange: www.cointrader.net

Forward-Looking Information:

This press release may include forward-looking information within the meaning of Canadian securities legislation, concerning the business and trading in the common stock of Newnote Financial Corp. The forward-looking information is based on certain key expectations and assumptions made by the company’s management. Although the company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the company can give no assurance that they will prove to be correct. These forward-looking statements are made as of the date of this press release and the company disclaims any intent or obligation to update publicly any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

INTERVIEW: Avalon Rare Metals Offers Investors Exposure to Heavy Rare Earths, Tin and Lithium in Canada

Posted by AGORACOM-JC at 8:20 AM on Wednesday, April 15th, 2015

  • Avalon offers diversified exposure to a broad range of rare metals and minerals (including tin) that are critical raw materials for clean technology
  • Nechalacho Project, with a completed feasibility study, an approved Environmental Assessment and a rare earth oxide refining solution in place, is uniquely positioned to bring a new supply of the scarce, yet vital heavy rare earths to the market
  • East Kemptville Tin-Indium Project was re-activated in 2014 and is advancing steadily with a new NI 43-101 resource estimate and a conceptual re-development study completed Feb 2015
  • Separation Rapids Lithium Minerals (Petalite) Project is advancing due to new demand from the glass-ceramics industry for the petalite product and for its potential to produce high purity lithium chemicals for the growing rechargeable battery market

Hub On AGORACOM / Corporate Profile / Watch Interview

 

Uragold Subsidiary, Quebec Quartz, Signs MOU with Dorfner Anzaplan to Evaluate Potential of its High Purity Quartz Deposit

Posted by AGORACOM-JC at 9:49 AM on Monday, April 13th, 2015

Montreal, Quebec / April 13 2015 – Uragold Bay Resources Inc. (“Uragold”) (TSX Venture: UBR) is pleased to announce the signing of a memorandum of understanding (MOU) between its 100% owned subsidiary Quebec Quartz and Dorfner Anzaplan (Anzaplan) of Hirschau, Germany regarding the development of property specific beneficiation processes for the production of ultra high purity quartz sands (99.99+% SiO2).

This milestone is in accordance with our go forward plan for Q1/Q2 2015 and was predicated by our press release on March 2, 2015 in which we announced “Major Producer Confirms Interest in Purchasing Significant Tonnage of High Purity Quartz From Uragold Quartz Property in Quebec”.

Patrick Levasseur, President and COO of Uragold stated, “ANZAPLAN will allow us to become a vertically integrated supplier of ultra high purity quartz sands. Along with our recent announcement about interest from a major producer in purchasing significant tonnage of our high purity quartz, our collaboration with Anzaplan represents another major milestone in our quartz strategy. We are now even more focused on determining the full potential of our industry leading quartz portfolio.”

THE IMPORTANCE OF ANZAPLAN

The leading consultancy and engineering company in high purity quartz project valuation, ANZAPLAN has a wide range of international clients in the mining, engineering, and production industries. The company’s’ renowned international reputation in the glass and ceramics industry has steadily extended into the high purity market sectors.

ANZAPLAN offers complete process development for high purity quartz, from the first characterisation of high purity quartz, through application tests up to market introduction. Besides laboratory scale equipment, ANZAPLAN provides a local test plant for the production of high purity quartz samples, which allows production of up to 1,000 kg sample quantities. At ANZAPLAN’s test plant, technical samples are produced for customer tests as well as for end-user approval.

THE ULTRA HIGH PURITY QUARTZ MARKET

Ultra High purity quartz sand has become one of today’s key strategic minerals with applications in pharmaceutical and high-tech industries, semiconductors, telecommunication, optics, microelectronics, and solar applications.

The price of ultra high purity quartz can range from $US 2,000 – $US 10,000 per ton (http://www.ssrg.com.sg/quartz/qtztech/), due to the importance of this mineral to almost every industry in the world. The size of the worldwide market specifically for the 99.99% plus purity material is estimated at 70,000 TPA.

GOAL OF QUEBEC QUARTZ TO ACHIEVE UP TO C$7,000/TON

Beneficiation of Quebec Quartz high purity quartz into refined Ultra High Purity products involves several steps, which need to be adapted to minimize the specific impurities of the individual raw quartz feed for end-use applications. As a result, Ultra High Purity Quartz with impurity levels less than 20 ppm (99.99+% SiO2) may be achieved, creating a valuable raw material that commands up to C$7,000/ton.

PURPOSE OF THE MOU

Quebec Quartz will furnish ANZAPLAN with 150 kg of sample material in the form of quartz lumps, in the following size: 120 kg in 40 – 150 mm, and 30 kg in 150-300 mm, from material to be extracted during our Spring 2015 sample program on the Roncevaux Quartz property

ANZAPLAN will complete quartz processing and beneficiation tests and elaborate on the potential for high value applications, including Ultra High Purity Quartz Sands.

About Quebec Quartz

Quebec Quartz, a 100 % wholly owned subsidiary of Uragold, is the largest holder of distinct High Purity Quartz properties in Quebec. Despite the abundance of quartz, very few deposits are suitable for high purity applications.

Our goal is to transform our High Purity Quartz into Ultra High Purity Quartz Sands to generate significantly greater profits and become a leading supplier of Ultra High Purity Quartz.

Quartz from our Roncevaux property successfully passed the rigorous testing protocol of a major silicon metal producer confirming that our material is highly suited for their silicon metal production plant.

About Uragold Bay Resources Inc.

Uragold Bay Resources is a TSX-V listed Gold and High Purity Quartz exploration junior focused on generating free cash flow from mining operations. Our business model is centered on developing mining projects suited for smaller-scale start-up and that could potentially generate high yield returns. Uragold will reach these goals by developing Quebec’s first paleoplacer mine in 50 years, the Beauce Placer Project and, in partnership with Golden Hope Mines, the Bellechasse-Timmins Gold Deposit.

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.

For further information contact

Bernard J. Tourillon, Chairman and CEO
Patrick Levasseur, President and COO

Tel: (514) 846-3271
www.uragold.com