Novamex Minerals S.A.
On March 27, 2009, the Company entered into a Preliminary Mineral Exploration Agreement with Omar Alejandro Flores
Madrigal for a 100% interest in the Cinco Minas and Gran Cabrera Gold properties and mineral concessions in Mexico for a
total purchase price of $7,500,000 USD. On March 30, 2009, the Company paid a deposit of $5,000,000 for the properties by
issuing a total of 800,000,000 restricted shares at $.00625 to Comercalizadora, Servicios Y Distribuidora Track, S.A. DE C.V.
(400,000,000 shares) and to Omar Alejandro Flores Madrigal, Principal Officer, (400,000,000 shares). On April 6, 2009, the
800,000,000 shares were assigned to Novamex Mineral S.A.. On December 10, 2010, the mineral exploration agreement was
finalized with the purchase price for the assets comprising the mineral concessions "Gran Cabrera" was $2,500,000 and "Cinco
Minas" was $5,000,000. As of May 31, 2012, the total purchase price has been paid in full and $1,420,836 has been incurred
for exploration and development costs.
...
On November 4, 2011, the Company purchased 200,000,000 restricted shares at $.00625 from Novamex Mineral S.A. and
retired these shares back to the Company treasury as part of the Share Buy-Back Program. The Company entered a 3 year, 6%
interest promissory note for the original cost and purchase price of $1,250,000.
...
On May 30, 2012, the Company purchased 200,000,000 restricted shares at $.00625 from Novamex Mineral S.A. and retired
these shares back to the Company treasury as part of the Share Buy-Back Program. The Company entered a 3 year, 6% interest
promissory note for the original cost and purchase price of $1,250,000.
===========
Given they had pretty much maxed out their 1 BILLION A/S - appears they bought back shares sold at the same price and redistributed them for debt.
(from the last annual disclosure
eriod End Date: August 31, 2011
Common Stock
(i) Number of shares authorized: 1,000,000,000
(ii) Number of shares outstanding: 966,937,868
(iii) Freely tradable shares (public float): 166,810,230
(iv) Total number of beneficial shareholders: Affiliates: 1 holder per Item 14 below.
(v) Total number of shareholders of record: 130
...
Item 14. Beneficial Owners. Name and Address of Beneficial Owner Directors and Executive Officers and Greater Than 5% Holders Amount and Nature of Beneficial Ownership Percent of Class(1)
Novamex Mineral SA Torre Esmeralda I, Blvd. Manuel Avila Camacho No. 40 Col. Lomas de Chapultepec, D.F. 11000, Mexico Omar Alejandro Flores Madrigal
800,000,000
90%
Directors and Officers as a group (None)1
1 Current directors and officers are negotiating to acquire share positions from the holder above.
Nil)
Nil)
====================
On July 14, 2010, the Company received a notice from Rockridge Capital Holdings Corporation to convert $800,000 of its
outstanding loan to the Company and 80,000,000 restricted shares were issued at $.01 per share to retire this portion of the debt
outstanding, per agreement.
On August 10, 2011, the Company converted $86,800 of its outstanding debt to Rockridge Capital Holdings Corporation, at
their request, and issued 86,800,000 restricted shares at $.01 per share to retire that portion of the debt outstanding, per
agreement.
On November 23, 2010, the Company converted $76,147 of its outstanding debt to Rockridge Capital Holdings Corporation, at
their request, and issued 76,147,000 restricted shares at $0.01 per share to retire that portion of the debt outstanding, per
agreement.
On April 10, 2012, the Company converted $82,254 of its outstanding debt to Rockridge Capital Holdings Corporation, at their
request, and issued 82,254,000 restricted shares at $.01 per share to retire that portion of the debt outstanding, per agreement.
On May 21, 2012, the Company converted $74,562 of its outstanding debt to Rockridge Capital Holdings Corporation, at their
request, and issued 74,562,000 restricted shares at $.01 per share to retire that portion of the debt outstanding, per agreement.
On March 27, 2009, the Company entered into a Preliminary Mineral Exploration Agreement with Omar Alejandro Flores
Madrigal for a 100% interest in the Cinco Minas and Gran Cabrera Gold properties and mineral concessions in Mexico for a
total purchase price of $7,500,000 USD. On March 30, 2009, the Company paid a deposit of $5,000,000 for the properties by
issuing a total of 800,000,000 restricted shares at $.00625 to Comercalizadora, Servicios Y Distribuidora Track, S.A. DE C.V.
(400,000,000 shares) and to Omar Alejandro Flores Madrigal, Principal Officer, (400,000,000 shares). On April 6, 2009, the
800,000,000 shares were assigned to Novamex Mineral S.A.. On December 10, 2010, the mineral exploration agreement was
finalized with the purchase price for the assets comprising the mineral concessions "Gran Cabrera" was $2,500,000 and "Cinco
Minas" was $5,000,000. As of May 31, 2012, the total purchase price has been paid in full and $1,420,836 has been incurred
for exploration and development costs.
...
On November 4, 2011, the Company purchased 200,000,000 restricted shares at $.00625 from Novamex Mineral S.A. and
retired these shares back to the Company treasury as part of the Share Buy-Back Program. The Company entered a 3 year, 6%
interest promissory note for the original cost and purchase price of $1,250,000.
...
On May 30, 2012, the Company purchased 200,000,000 restricted shares at $.00625 from Novamex Mineral S.A. and retired
these shares back to the Company treasury as part of the Share Buy-Back Program. The Company entered a 3 year, 6% interest
promissory note for the original cost and purchase price of $1,250,000.
===========
Given they had pretty much maxed out their 1 BILLION A/S - appears they bought back shares sold at the same price and redistributed them for debt.
(from the last annual disclosure
eriod End Date: August 31, 2011 Common Stock
(i) Number of shares authorized: 1,000,000,000
(ii) Number of shares outstanding: 966,937,868
(iii) Freely tradable shares (public float): 166,810,230
(iv) Total number of beneficial shareholders: Affiliates: 1 holder per Item 14 below.
(v) Total number of shareholders of record: 130
...
Item 14. Beneficial Owners. Name and Address of Beneficial Owner Directors and Executive Officers and Greater Than 5% Holders Amount and Nature of Beneficial Ownership Percent of Class(1)
Novamex Mineral SA Torre Esmeralda I, Blvd. Manuel Avila Camacho No. 40 Col. Lomas de Chapultepec, D.F. 11000, Mexico Omar Alejandro Flores Madrigal
800,000,000
90%
Directors and Officers as a group (None)1
1 Current directors and officers are negotiating to acquire share positions from the holder above.
Nil)
Nil)
====================
On July 14, 2010, the Company received a notice from Rockridge Capital Holdings Corporation to convert $800,000 of its
outstanding loan to the Company and 80,000,000 restricted shares were issued at $.01 per share to retire this portion of the debt
outstanding, per agreement.
On August 10, 2011, the Company converted $86,800 of its outstanding debt to Rockridge Capital Holdings Corporation, at
their request, and issued 86,800,000 restricted shares at $.01 per share to retire that portion of the debt outstanding, per
agreement.
On November 23, 2010, the Company converted $76,147 of its outstanding debt to Rockridge Capital Holdings Corporation, at
their request, and issued 76,147,000 restricted shares at $0.01 per share to retire that portion of the debt outstanding, per
agreement.
On April 10, 2012, the Company converted $82,254 of its outstanding debt to Rockridge Capital Holdings Corporation, at their
request, and issued 82,254,000 restricted shares at $.01 per share to retire that portion of the debt outstanding, per agreement.
On May 21, 2012, the Company converted $74,562 of its outstanding debt to Rockridge Capital Holdings Corporation, at their
request, and issued 74,562,000 restricted shares at $.01 per share to retire that portion of the debt outstanding, per agreement.
