SPARROW VENTURES CORP. ("SPW")
[formerly Sparrow Ventures Corp. ("SPW.P")]
BULLETIN TYPE: Qualifying Transaction-Completed/New Symbol, Reinstated for Trading
BULLETIN DATE: August 25, 2010
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing the Company's Qualifying Transaction described in its Filing Statement dated August 16, 2010. As a result, at the opening on Thursday August 26, 2010, the Company will no longer be considered a Capital Pool Company. The Qualifying Transaction includes the following:
1. Option Agreement:
On May 26, 2010, the Company entered into an agreement (as amended pursuant to an amending agreement dated July 16, 2010), with Full Metal Minerals Ltd. ("Full Metal") pursuant to which the Company has acquired an option (the "Option") to earn an undivided 60% interest in the Cat and Rim properties (the "Properties"). In order to exercise the Option and acquire a 60% interest in the Properties, the Company must make the following cash payments and share issuances to Full Metal and incur the following exploration expenditures on the Properties:
(a) a $25,000 cash payment and the issuance of 100,000 Common Shares within three business days following the issuance of this bulletin;
(b) a $25,000 cash payment, the issuance of an additional 100,000 Common Shares and the incurrence of $200,000 in exploration expenditures on the Properties on or before the date which is the first anniversary of this bulletin;
(c) a $50,000 cash payment, the issuance of an additional 100,000 Common Shares and the incurrence of an additional $400,000 in exploration expenditures on the Properties on or before the date which is the second anniversary of this bulletin;
(d) a $50,000 cash payment, the issuance of an additional 100,000 Common Shares and the incurrence of an additional $800,000 in exploration expenditures on the Properties on or before the date which is the third anniversary of this bulletin; and
(e) the incurrence of an additional $1,600,000 in exploration expenditures on the Properties on or before the date which is the fourth anniversary of this bulletin.
Upon the completion of these cash payments, share issuances and exploration expenditures, the Company will have exercised the Option and acquired an undivided 60% interest in the Properties. The Properties consist of 301 Yukon quartz mining claims covering 62.9 square kilometers in the St. Cyr Range of the Pelly Mountains in south central Yukon. The Properties, which are separated by 35 kilometers, are located within a single stratigraphic package of rocks and are located 42 to 94 kilometers southeast of Ross River located northeast of Whitehorse, Yukon.
The Exchange has been advised that the acquisition of the Option, which did not require shareholder approval, has been completed.
In addition, the Exchange has accepted for filing the following:
2. Reinstated for Trading:
Effective at market open Thursday August 26, 2010, trading will be reinstated in the securities of the Company.
Capitalization: Unlimited shares with no par value of which
13,590,500 shares are issued and outstanding
Escrow: 4,200,000 shares
Symbol: SPW same symbol as CPC but with .P removed
Insider / Pro Group Participation: N/A
The Company is classified as a "Mining Exploration" company.
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