QRS Capital Corp. Announces Results of Annual and Special Meeting of Shareholders
THUNDER BAY, ONTARIO — QRS Capital Corp. (the “Company”) (TSX VENTURE:QRS) announces that all matters presented for approval at the annual and special meeting of shareholders held on June 26, 2013, have been duly authorized as follows:
election of Diego Benalcazar, Paul Roberts, James Rogers and John Seaman to the board of directors of the Company;
appointment of Grant Thornton LLP as auditors of the Company for the ensuing year and authorization of the directors to fix their remuneration;
approval of the Company’s stock option plan;
amendment of By-Law No. 1 of the Company relating to the advance notice provision;
changing the name of the Company to “Sendero Mining Corp.” (the “Name Change”); and
consolidating the issued and outstanding common shares of the Company into 20,000,0000 common shares (the “Consolidation”).
Detailed voting results for the mattes considered at the annual and special meeting were as follows:
|Motion||For (%)||Against (%)||Withheld (%)|
|Elect Diego Benalcazar as director||99.34||0.00||0.66|
|Elect Paul Roberts as director||99.34||0.00||0.66|
|Elect James A. Rogers as director||99.32||0.00||0.68|
|Elect John Seaman as director||99.34||0.00||0.66|
|Appointment of Grant Thornton LLP as Auditors||99.35||0.00||0.65|
|Stock option plan resolution||99.34||0.66||0.00|
|Name Change resolution||100.00||0.00||0.00|
The Name Change and the Consolidation will be effected in connection with the business combination involving the Company and Halo Resources Ltd. previously announced on May 21, 2013.
QRS Capital Corp. Receives Final Technical Report for the Aurum Property, Chile
THUNDER BAY, ONTARIO — QRS Capital Corp. (“QRS” or the “Company”) (TSX VENTURE:QRS) is pleased to announce that it has filed a technical report on the Company’s flagship Aurum Property. The report dated, May 10, 2013, was prepared by Terence Walker, M.Sc., P.Geo., an independent Consulting Geologist, and wasfiled on SEDAR on May 27, 2013.
The Aurum Property consists of 41 contiguous claims, 17 exploitation concessions and 24 exploration concessions totalling 8,908 hectares. The Aurum Property is situated within San Felix Fault and fold belt, 72 kilometres east-southeast of the city of Vallenar, Region III, Chile and 16 kilometres SW of Teck Resources Ltd.’s Relincho porphyry copper – molybdenum deposit (Proven and Probable Reserves; 1.1 billion metric tons grading 0.41% copper and 0.021% molybdenum according to the Teck Resources Ltd.’s Annual Information Form of March 15, 2012). The report also notes the good access and closes proximity to water and power on Aurum year round and access to the property by dirt road.
The report concludes that, “Based on the site visits to the Aurum Property, the data review and interpretation, the independent 2007 resource estimate of SRK Chile, classification of the current project area, as well as un-tested extensions of the central CTR (“Carmen Tabaco Resource”) and the newly identified “East Mineral Belt”, the author believes that the area holds good potential for significantly increasing the current copper oxide resource estimates. The deeper primary sulphide copper mineralisation below the CTR area is largely unexplored. The underlying IP anomalies however, suggest good potential to also develop sulphide copper resources below the oxides.”
Mr. Walker recommends a two-phase drill program to further delineate the copper-silver potential of the Aurum Property.
Phase 1 is designed to evaluate the largely unexplored sulphide copper mineralization below the current CTR and further explore the Dolores Mine area with a view to establishing drill targets. The proposed Phase 1 exploration programs will involve 1,250 metres of drilling in the Carmen Main area and detailed geological mapping, rock and soil geochemical, IP and MAG surveys in the Dolores Mine area.
Phase 2 is designed to expand the historic mineral resource and delineate the size and continuity of the sulphide zones at Carmen Main target, drill test the Dolores Mine targets established in Phase 1 and further explore the Aurum II, L5000 West, Aurum IV and East Anomaly target areas. Proposed Phase 2 exploration programs will involve 4,000 metres of drilling in the Carmen Main target, 1,750 metres of drilling to test priority targets in the Dolores Mine area, detailed geological mapping, rock and soil geochemical testing, IP surveys in the Aurum II, L5000 West, Aurum IV and East Anomaly target areas. Preliminary metallurgical testing of drill core and environmental studies are also planned during Phase 2.
The estimated total cost of the proposed follow up exploration programs (more particularly described in the technical report) is US$3,642,700.
The above information has been prepared under the supervision of Mr. Terence Walker P.Geo., who is a “Qualified Person” for the purposes of National Instrument 43-101. Mr. Walker has reviewed the information in this press release and has verified the authenticity and validity of the data.
QRS Capital Corp. Closes First Tranche of Private Placement
THUNDER BAY, ONTARIO – QRS Capital Corp. (“QRS” or the “Company”) (TSX VENTURE:QRS) is pleased to announce that it has closed the first tranche of its private placement previously announced on April 11, 2013. The Company has raised $240,000 through the issuance of 2,400,000 Units (the “Units”) at a price of $0.10 per Unit.
Each Unit consists of one common share and one half of one common share purchase warrant (each whole warrant, a “Warrant”). Each such Warrant will entitle the holder to purchase one common share of the Company at a price of $0.20 per common share for a period of 60 months from the closing date of the Private Placement.
Securities issued under the Offering will be subject to a four month hold period which will expire four months and one day from the date of closing date of the Private Placement. The Private Placement is subject to final acceptance by the TSX Venture Exchange and other customary conditions for a transaction of this nature.
About QRS Capital Corp.
QRS is a Canadian publicly-listed mineral exploration and development company actively exploring copper, gold, and silver properties within Latin America, particularly in Chile. QRS’ flagship Aurum property, a surface copper oxide project, is located 12km from Teck Resources Ltd.’s El Relincho project. Management looks to leverage its exploration and development expertise to bring additional resources and value to shareholders. The Company is committed to upholding the highest environmental and social standards while focusing on delivering the financial growth its shareholders expect.
ON BEHALF OF THE BOARD OF DIRECTORS
John Seaman, Chairman & CEO
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain information that may constitute “forward-looking information” under applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements about future, exploration results relating to the Aurum-Copper property, exploration plans for the Aurum-Copper property and the exploration potential of the Aurum-Copper property. Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information, including the risks identified in the Company’s disclosure documents. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. All forward-looking information contained in this press release is given as of the date hereof and is based upon the opinions and estimates of management and information available to management as at the date hereof. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
Update on Halo and QRS Business Combination
TORONTO, ONTARIO — Halo Resources Ltd. (TSX VENTURE:HLO) (FRANKFURT:HRLN) (“Halo”) and QRS Capital Corp. (TSX VENTURE:QRS) (“QRS”) wish to provide an update on the business combination announced in the joint Halo/QRS press release dated March 8, 2013. Halo and QRS have now finalized and entered into a definitive arrangement agreement dated May 15, 2013 (the “Arrangement Agreement”). Under the terms of the Arrangement Agreement, QRS will acquire all of the outstanding Halo shares in exchange for QRS units. Each QRS unit will consist of one QRS common share and one QRS share purchase warrant. Each QRS warrant will entitle the holder to purchase one QRS common share for a period of one year from the effective date of the arrangement at a price of $0.40 per share (post-consolidation). If QRS completes an equity financing (not including the $750,000 private placement referred to below) with more favorable warrant terms, the terms of the QRS warrants will, subject to TSX-V approval, be adjusted to reflect those more favorable terms. Immediately prior to the effective date, subject to TSX-V and QRS shareholder approval, QRS will consolidate its common shares into 20 million shares. QRS will then issue 20 million QRS units to the Halo shareholders in exchange for their Halo shares. Upon completion of the arrangement, QRS shareholders and Halo shareholders will each own approximately 50% of the voting securities of the resulting company before the cancellation of any QRS shares held by Halo at the effective date. Pursuant to the Arrangement Agreement and subject to TSX-V and QRS shareholder approval, QRS will change its name to “Sendero Mining Corp.” or such other name as may be acceptable to QRS and Halo.
On April 11, 2013, QRS announced a $750,000 private placement of up to 7,500,000 units at a price of $0.10 per unit. Each unit consists of one common share and one half of one common share purchase warrant. Each warrant will entitle the holder to purchase one common share at a price of $0.20 per share for a period of 60 months from closing. QRS expects to complete this financing shortly. Under the terms of the Arrangement Agreement, Halo has agreed to subscribe for $250,000 of this financing. In addition, Halo has agreed to lend up to $250,000 to QRS prior to completion of the arrangement. To date, Halo has advanced $182,000 to QRS under the loan agreement.