Vancouver, British Columbia / January 21, 2019 – Canamex Gold Corp. (the “Company” or “Canamex”) (CSE: CSQ) announces that it has launched a non-brokered private placement to accredited investors, of GOLDUSA (“GOLDUSA”) Ethereum ERC20 Tokens via a Security Token Offering (“STO”). Further general details of this offering are as follows:
- GOLDUSA Tokens offered at about 30% discount to the current spot gold price
- Exposure to gold-backed ERC20 crypto-tokens on the Ethereum blockchain
- Each token is an interest in 1/200 oz gold at offer price of $US 4.50 per token
- This is about 30% discount to $US 6.50 value per token, based on $US 1300/oz gold price
- Minimum subscription: 500 GOLDUSA Tokens or $US 2,250
- Purchase methods accepted: $USD or $CAD fiat, Ethereum (ETH) or Bitcoin (BTC)
- For GOLDUSA whitepaper and other information refer to: https://canamexgold.com/sto/
- For online subscription refer to: https://ezclosing.ca/private-placements/canamex-goldusa/
SILVERUSA
In addition, further to the Company’s news release of October 3rd, 2018, the non-brokered private placement to accredited investors of SILVERUSA (“SILVERUSA”) Ethereum ERC20 Tokens via a Security Token Offering (“STO”), remains open to subscription. Further general details of this offering are as follows:
- SILVERUSA Tokens offered at about 35% discount to the current spot silver price
- Exposure to silver-backed ERC20 crypto-tokens on the Ethereum blockchain
- Each token is an interest in 1/2 oz silver at offer price of $US 5.00 per token
- This is about 35% discount to $US 7.80 value per token, based on $US 15.60/oz silver spot price
- Minimum subscription: 500 SILVERUSA Tokens or $US 2,500
- Purchase methods accepted: $USD or $CAD fiat, Ethereum (ETH) or Bitcoin (BTC)
- For SILVERUSA whitepaper and other information refer to: https://canamexgold.com/sto/
- For online subscription refer to: https://ezclosing.ca/private-placements/canamex-silverusa/
Other Considerations
The Company reserves the right to increase the subscription offer price, if gold or silver prices increase during the offer period. It is anticipated that these STOs will provide additional financing to complete mine permitting and development work, to a shovel-ready stage (production decision and construction financing), at the Bruner Gold and Silver Project in Nevada. The amount being targeted by the Company for these offerings is up to $US 10 million.
The risks associated with the issuance of the GOLDUSA and SILVERUSA tokens is summarized below.
Risk Disclosures
Equity Interest
The GOLDUSA tokens do not give the GOLDUSA token holder any equity or other interest in the Company equivalent to a holder of common shares including, for greater certainty, a right to participate in the profits or the distribution of assets of the Company, nor any voting rights in any meeting of the security holders of the Company. A holder of a GOLDUSA token is only entitled to delivery of gold, on request, pursuant to the terms of the GOLDUSA token offering. The Company will receive cash for this GOLDUSA token offering, and will have an obligation to meet gold delivery requests, but only after commercial production is achieved.
The Bruner Gold Project
As the Company is still in the development phase with its Bruner Gold Project, in Nevada, it has yet to produce any gold or other resources. The Company has not yet made a production decision, and is raising capital to advance the project through permitting and feasibility, the results of which are anticipated to support a production decision upon completion. Whilst the 2018 updated PEA is positive, and recommends advancing the project through permitting and feasibility, it is based upon mineral resources only, and not mineral reserves. The results of a feasibility study may differ from the results of the PEA. Therefore, a GOLDUSA token linked to the production of such mineral resources is speculative, as there is no definitive time horizon in which commercial production of such resources could commence; given that there is no definitive feasibility study demonstrating economic production.
Equity Holders
The GOLDUSA token effectively will be a long-term royalty interest on the Bruner Gold Project, which will require the delivery of gold if or when commercial production is achieved. Holders or potential purchasers of common shares of the Company should be aware that a GOLDUSA token holder will receive gold, if or when commercial production is achieved and after redemptions of gold are satisfied, the Company could sell any remaining resources available.
Accounting
Companies continue to look to alternative sources of finance and creative deal structures for growth and funding. These have included joint arrangements, divestments, mergers, streaming, royalty deals and offtake-linked pre-financing. New investment vehicles have emerged in this alternative finance space to take advantage of investor demand for commodity exposures and the companies’ demand for funding. Alternative finance, by its nature innovative and deal specific, does not find a natural ‘home’ in the IFRS accounting standards. Each arrangement is unique and there is no ‘one size fits all’. There is no ‘industry guidance’ in IFRS that sets out the accounting for these structures. The legal form of the GOLDUSA token offering is a contract to buy a non-financial item, the specified commodity, which in this case is gold. Contracts to buy or sell non-financial items are normally considered executory contracts and are outside the scope of the financial instruments guidance.
The settlement is in gold bullion, but is contingent on successful commercial production from the Bruner Gold project, and there is no compensation if development is unsuccessful. Therefore, this is like a royalty model, but different in that there is no percentage of production acquired via a royalty arrangement, but a fixed volume of production that is acquired, via the GOLDUSA tokens. A GOLDUSA token holder’s right to delivery is dependent on successful development of the mine and extraction of minerals specific to the property, like a royalty.
The Company in such an arrangement does not record an obligation for future payments. Since there is no unconditional obligation to deliver cash or other monetary payment, no financial obligation arises.
The Company can be deemed to sell a proportion of resources, because a defined quantity of resources will be transferred to the GOLDUSA token holder from the Bruner Gold project. Settlement is based on gold bullion delivery and not net income, so the GOLDUSA token holder’s entitlement basically represents a portion of volume of production.
A GOLDUSA token holder has no contractual right to enforce development of the mine. A GOLDUSA token holder has no contractual rights if the other party fails to develop the mine and does not start production. Therefore, the GOLDUSA token holder is exposed to risks that would not be typical in a financial instrument.
The value of the GOLDUSA tokens relates directly to the value of gold, and fluctuations in the price of gold could materially affect an investment in the GOLDUSA tokens
Even if the GOLDUSA tokens are held for the long-term, that may not result in a profit, since gold markets have historically experienced extended periods of flat or declining prices, in addition to sharp fluctuations. In addition, there is no assurance that gold will maintain its long- term value in terms of purchasing power. If the price of gold declines, the Company expects the value of the GOLDUSA tokens to decline.
Gold bullion is traded internationally and its price is generally quoted in U.S. dollars. The price of the GOLDUSA tokens will depend on, and typically fluctuate with, the price fluctuations of gold. The price of gold may be affected at any time by many international, economic, monetary and political factors, many of which are unpredictable.
Changing tax, royalty, land and mineral ownership and leasing regulations in gold producing countries can have an impact on market functions and expectations for future gold supply. This can affect both share prices of gold mining companies and the relative prices of other commodities, which are competitive factors that may affect investor decisions in respect of investing in gold and the GOLDUSA tokens.
Prospective purchasers need to independently determine the suitability of investing in GOLDUSA tokens
Prospective purchasers should determine whether an investment in GOLDUSA tokens is appropriate in their circumstances and should consult with their legal, business and tax advisors in evaluating the consequences of an investment in the GOLDUSA tokens. An investment in GOLDUSA tokens is only suitable for investors who: (i) have the requisite knowledge and experience in financial and business matters to evaluate the merits and risks of an investment in GOLDUSA tokens; (ii) have access to, and knowledge of, appropriate analytical tools to evaluate such merits and risks in the context of their financial situation; and (iii) can bear the potential economic risks of any investment in the GOLDUSA tokens.
About Canamex Gold Corp.
Canamex Gold Corp. is a public listed company registered in British Columbia, Canada, trading on the Canadian Securities Exchange (CSE), and is engaged in pre-development of the Bruner gold and silver project in the prolific gold jurisdiction of Nye County, Nevada. The region is home to several producing and past-producing mines along the Walker Lane Trend. Canamex completed a positive Preliminary Economic Assessment (PEA) on the Bruner project in 2016. Based on additional drilling conducted on the property, the company completed an updated PEA in 2018, which increased the resources and improved the economics of the project. Canamex is now moving the Bruner project forward into permitting and development on the strength of this positive updated PEA. The second asset is the Silverton property, a gold exploration project, in Nevada, which has geological similarities to the Long Canyon deposit in Nevada, being mined by Newmont Mining. The Company has signed an agreement with Harmonychain AS, for Ethereum blockchain cryptographic security tokens, asset backed by gold and silver royalties and metal streams, as an alternative means of raising capital, potentially without equity dilution. The agreement secures the exclusive rights to various Ethereum cryptographic token domain names and ticker codes, for gold and silver. The rights also extend to patents pending and trademarks associated with these security token financing models. Canamex has signed an MOU with Malta Digital Exchange, to collaborate on the possibility of listing GOLDUSA and SILVERUSA security tokens on a secondary market. Further information is available at https://canamexgold.com
ON BEHALF OF THE BOARD
David Vincent
CEO and Director
david.vincent@canamexgold.com
Mike Stark
Chairman of the Board
604.833.4278
mike.stark@canamexgold.com
The Canadian Securities Exchange accepts no responsibility for the adequacy or accuracy of this release.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements.
This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements. |
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Stein, are you currying favour with the captain who fucked-off and left his team stranded so as to play games elsewhere ????????
Frankly I think there should be more debate at this goldbug site as to the value of these gold miner related tokens.
IMO, whilst I was initially positive, now I realise that far from being a modern way of financing, they are another gold derivative designed to devalue our shares.
Wake up !!
First of all Paul, I posted it as news and had considered that it may be taken as advertising. I almost made another post stating that.
I didn’t intend it that way but I’m also very sure everyone here makes their own decisions.
As far as I can see, Spock still post on his site regularly and as far as I know is holding his mining stocks.
I take any responsibility for the decisions I make including the stock picks he has made and any I purchased.
There have been more than a few posters that have called bottoms in gold. If you bought in when Spock did at the end of 2016 and sold with a significant gain, how could you complain? And if you continued to hold, who do you have to blame?
I haven’t bought any of the tokens myself, even early on when they were offered. I have plenty of shares of gold to act as a hedge.
So maybe I was already awake?
Fair enough Steins,
I remember your being critical at SpockM, in particular your comments about his buy & hold recommendation.
I don’t ever remember being critical of Spock. I may have made a comment, but I always take responsibility for my decisions.
I even ask Spock once for advice on one of my holdings, went against what he advised and it worked out great.
But it would have worked out fine either way.
And I understood what his point was.
Kirkland Lake has saved my bacon!
Paul, totally agree. Would stay away from these tokens even if they were offered at a 90% discount — 30%, 35%, or 90% discount, it does not make a difference when its likely the return will be the same amount.
I think you make a good point that some research and discussion about tokens would be helpful.
My initial response to them is I have plenty of gold and silver coins stored.
My feeling is why would I need the tokens?
Paul and Steins1, you provoke me to make 3 comments, 2 here, and 1 below. As always, I appreciate your remarks.
1. I wish Spock subscribers and former subscribers, including dissident subscribers who were encouraged to leave, could have a closed discussion group elsewhere. Closed because some holdings are so illiquid that just we alone can push prices around too easily without the added pressure from newsletter/website insider or outside reader activity. Unfortunately I am too swamped to set up such an organization. The most I could do is provide a dedicated email for myself for the project.
It is probably a futile dream, but I suspect that the old subscribers together, minus management, could do awfully well.
2. Various newsletter writers have their pluses and minuses. It is nice to see all sides, good and bad. I have generally withheld my opinions. In a private discussion group we could discuss the subscription services in frank terms. I note that I could issue blistering opinions about more than one paid service but have not ruled out renewing my Spock subscription next month.
3. A specific issue for Spock-subscribing US persons is reporting PFICs (passive foreign investment companies). Most non-US headquartered ‘juniors’ count as PFICs. If you don’t know about PFICs, do a search for the IRS’s “Form 8621 Instructions” and try to read it without crying, hitting your head on the wall, or falling asleep. As far as I can tell many of us may have as much as weeks or months of work to do to be in compliance. I do not know how to start, really. Unless someone knows a quick way of getting the info to fill out the 8621s,, each of us individually, in order to be in compliance, may have to spend weeks digging up information to amend our 2017 returns. If we together, secretly (since we don’t necessarily want to advertise our holdings) divide up the work it might make compliance easier.
As far as I can see, the current law makes reporting so onerous that I wish I did not have my own personal mutual fund of foreign penny stocks. I wish I had close to zero.
I would not want to begin to think about whether to fill out or how to fill out a 8621 for the Canamex coin. Oh my goodness.
Karl, save your Spock renewal and put it towards your tax accounting costs — or towards the startup and maintenance costs for the xVulcan service.
If we did set up a closed xVulcan message board how would you vet the folks who wanted to join?
I have not thought out setting up xVulcan (that would have to be the name, wouldn’t it!). I am too swamped with other things. I expect no one can do it. Vetting is an interesting question.
My accountants have so far indicated they will only go so far as to fill out the forms with the data I provide. They said that they don’t see how the US gov’t can expect a regular individual to begin to find the info easily. They suggested asking the transfer agents if they could help me get the relevant info. Otherwise it’s asking the individual companies, who will not necessarily respond, or who will say that they don’t know. Maybe someone knows a better method. Or we could divide up the work. On the web I read the assertion that some years ago Sandstorm, which obviously is a bigger company than many of these little things, had to put a lot of effort into figuring out whether it was a PFIC.
If you read the regs you see that if you own stock in a company that owns a chunk of another PFIC you have to report both. It is beyond crazy.
A more general message: US persons, think carefully before investing or speculating in any foreign entity that doesn’t make a profit. (Possible exception: you don’t have to report it as a PFIC if you only hold it for less than a month, I read somewhere.)
Technically I have the means to set up an xVulcan message board. Do I have the time? Hmmmm, likely not, certainly not any free time? Which means the participants would need to pay to cover the startup/licensing and maintenance costs (most of which is time spent vetting the interested applicants).
So assuming the vetting problem gets solved, what would you pay, or better, what would be the value to join xVulcansCommiserate.org ?
I’m still on board with Spock, so I wouldn’t be interested at all.
I was lucky to have followed the charts after Spock’s great bottom call at the end of 2016 and sold part of my positions when the charts turned down. I’m sitting about even and as Plunger has done, started building positions again.
It can take a lot of time and experience to start to realize that good OR bad, when we make decisions, they are our responsibility.
In response to Steins1 below, there is no need for it to be either/or. I might well re-subscribe to Spock. Spock, among other things, is to be sure rather flighty. He can however have significant positive value, more than writers from some other subscription services. I have net benefited from my subscription and may do far better still with the Spock holdings (except for the PFIC paperwork ordeal). I personally would not be surprised by just about any sort of PM move (or lack thereof), but if I were not a US person I would be thinking of buying even more ‘juniors’. Yesterday and today in fact I bought a Canadian ‘junior’ that the dreaded Otto at IKN has been recommending forever that makes a profit and thus I think is not a PFIC*.
I do not know how much I would pay for xVultures. I do not even know whether I would miss an announcement to join. I am so swamped that I am not sure I can afford the trivial amount of energy at the moment just to set up a new email address for the service if you were to set it up.
I have not figured out a good vetting method. One sloppy method would be to allow people to try to register under their old user names and we all could see if they seemed to fit in. If people overly associated with Spock registered surreptitiously, no way to avoid it, but they would probably find many of the messages sufficiently unpleasant to read that they might want to stay away.
The word ‘Commiserate’ is not so good. The situation is what it is. A neutral or more positive word would be better. Some of the holdings may turn out extremely well, even soon. Some may always stink. The point would be to analyze the holdings, fundamentals as well as technicals. Non-defamatory commentary, franker than appropriate here or there, could also be appropriate. I always held back far more than I wanted.
I simply am so swamped I can’t do much. And that’s even without the thought of having to start doing the work on the PFIC questions. I may not even check back at the messages here. I just don’t know. Sorry for not being helpful. Perhaps I shouldn’t have brought the matter up, but I do think that we were not so bad and could have been better if less constrained.
[*Digression — not a qualified opinion, but from what I’ve gleaned or been told — the PFIC rules were set up to prevent abusive tax avoidance by investing in off-shore mutual funds or trusts that deferred income. However most ‘juniors’ get caught up in the wording of the law, which targets companies that routinely don’t actively produce something and sell it for a profit, as I understand. Equally caught up in it are many non-US start-ups in biotech, advertising, weed, clothing, anything–they don’t seem to be primarily deliberately picking on the metals companies.
If worse comes to worse and one has to go through companies’ financials to determine whether they are PFICs it might in theory be good if we could split up the work.]
Karl, the suggested name of xVulcansCommiserate.org was just my dry humor, not really name which could be anything at all. However, on a serious point, if it was just about commiserating and bitching then there would not be any real value in putting up this board.
On vetting there could be a two-stage application and approval process, kind of like this board. There could be a rotating vetting committee to share the load. The applicants would provide contact and review details on a more involved form (eg. name, vetting references, email, address, phone, social media links like fb, linkedIn, twitter, etc).
If vetting is shared and rotated the heavy time burden is distributed. The ongoing time cost is eliminated and just the setup and ongoing licensing costs would remain, so maybe a one-time charge of 20 bucks or so.
Karl, It could be useful and of value to xVulcans, I’m not sure, but it would have to be more than just you and me.
“I have generally withheld my opinions….”
LMFAO…
I strongly suspect that you are a shill, Mr. Karl.
Thank you for your comment.
I in fact present a different persona here or on the Spock site than I would on a site where I felt it might be more appropriate to comment in an open and honest fashion. On such a site you would find that I would be terse, abrupt, rude, generally agreeing with you in many respects, but being rather less polite than you.
Expressing myself as my real self I’ve often get comments like, ‘Tell me what you really think!’ because I can be too direct and cutting.
I have to be sure issued many opinions on minor topics, but generally I have written, way too many words, sometimes with irony, in order to put my most important opinions (again, many in many respects similar to yours) between the many lines, where I hoped they might be noticed. Again, thank you for the opportunity to clarify and acknowledge my agreement with you over many matters.
Thank you Sir Steins for posting this press release.
I was wondering what the status was .
Power hungry securities commission (gov’t) cannot let these tokens go quietly into the night. To them it is Money laundering, illegal, underground, whatever, but city hall always wins. Power trippers.
Agree. They are everywhere watching and squelching new potentially game changing ideas.
The basic role of government apparently