SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Amendment No. 1)
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 24, 2010
Diversified Secure Ventures Corp.
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction of incorporation)
Nevada 000-52638 20-44412118
------------------ ------------------ ------------------
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation) Identification No.)
1285 WESTON RD. SUITE 629, TORONTO, ONTARIO M6M 4R2
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
SECURE RUNWAY SYSTEMS CORP.
2283 Argentia Rd. Unit 10, Mississauga, Ontario L5N 5Z2
(Former name or former address, if changed since last report.)
Check the appropriate box below of the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Diversified Secure Ventures Corp. ("Diversified Secure") is filing this
Amendment No. 1 to Current Report on Form 8-K to amend its Current Report on
Form 8-K filed by Diversified Secure on December 08, 2010 (the "Prior 8-K).
ITEM 2.01 Completion of Acquisition or Disposition of Assets
ITEM 9.01 Financial Statements and Exhibits.
The following document is being filed herewith by Diversified Secure Ventures
Corp. as an exhibit to this Current Report on Form 8-K:
Ex. 99.1 Press Release: DIVERSIFIED SECURE VENTURES CORP. (SRWY) ANNOUNCES THE
CLOSING OF THE HEMLO "AURA" GOLD PROPERTY ACQUISITION AND
COMPLEMENTS ITS INVESTOR RELATIONS TEAM
Ex. 10.1 ACQUISITION AGREEMENT
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DIVERSIFIED SECURE VENTURES CORP.
Dated: November 24, 2010
/s/ Edward Minnema
Edward Minnema, President
DIVERSIFIED SECURE VENTURES CORP. (SRWY) ANNOUNCES THE CLOSING OF THE HEMLO
"AURA" GOLD PROPERTY ACQUISITION AND COMPLEMENTS ITS INVESTOR RELATIONS TEAM
TORONTO--(November 24, 2010) - Diversified Secure Ventures Corp. (PINKSHEETS:
SRWY) (Diversified) is extremely pleased to announce ownership of a 60% interest
on the Hemlo "AURA" Gold Property in the prolific Hemlo mining camp near
Marathon, Ontario, through its wholly owned subsidiary 2221420 Ontario Inc.,
Diversified Secure Ventures. Edward Minnema, President and CEO of Diversified
states, "I am very pleased for our shareholders and future shareholders of the
acquisition of the Hemlo 'AURA' gold property, and wish to extend to
International Explorers and Prospectors Inc. our appreciation for their
continued assistance in negotiating a workable venture. The Hemlo area is once
again abuzz with activity, and we look forward to being a part of that
Diversified has issued and delivered 1 million shares of Diversified's common
stock as per its agreement, and in return Diversified now owns an unencumbered
60% interest in the property. Diversified also has the option to acquire the
remaining 40% by paying $50,000 within 6 months or $100,000 within one year of
the signing date. Explorers will retain a Net Smelter Royalty of 3%, of which
Diversified has the right to purchase 2% for $500,000 and $750,000 respectively.
The Hemlo area has a rich history of gold production. It has hosted 3 major
mines, the Williams, David Bell, and the Barrick Hemlo Mine which has produced
approx. 23 million ounces of gold. Diversified's property lies approx. 2.5 miles
east of these mines which is geologically extremely favorable.
Diversified is adjoined by Metalcorp Limited and Newmont Mining Corp. Metalcorp
is in the middle of an aggressive drill program and has had some significant
assays with results of 19.7 g/ton au. and 11.4 g/ton au.
Metalcorp plans to make a production decision based on this drill program. Other
companies in the vicinity include Barrick Gold and Jiminex Inc. Jiminex is also
in the midst of an aggressive drill program with results pending. Barrick has
continued operations at Hemlo. In 2009, Hemlo's gold production was 275,000
ounces at average total cash costs of $597 per ounce. Hemlo's estimated proven
and probable mineral reserves as of December 31, 2009 was 1.3 million ounces of
Diversified is also pleased to announce the hiring of Gary Patterson &
Associates, Huntington Beach, California, to provide investor relations services
to the Company. Mr. Patterson's background includes a very successful career of
more than 30 years in business, emphasizing marketing, sales, and business
development while at such companies as IBM, Honeywell, and Tandem Computers.
This past decade he has combined this knowledge and experience with his strong
interest in the investment community, focusing on companies in the emerging
market arena, to offer investor relations support and other consulting
activities to selected customers. Mr. Minnema, President and CEO of Diversified
commented, "Prior to hiring Mr. Patterson, we have engaged in numerous
discussions and am very pleased to now enter into this new relationship with
him. I appreciate his honest and straight forward assessments and I believe he
will communicate to our shareholders with accuracy and integrity and complement
our existing Public Relations staff." Mr. Patterson comments, "I'm looking
forward to working with a company which has an aggressive exploration program in
one of today's hottest mineral sectors while at the same time has kept a tight
control on key factors of concern to its shareholders such as share structure."
Diversified also wishes to inform its shareholders that negotiations in respect
to the previously announced Nevada "Sundance" gold property are ongoing and
progressing. The company is striving to bring its shareholders added value by
acquiring viable mineral properties offering bluesky potential.
About Diversified Secure Ventures Corp.
Diversified Secure Ventures Corp. is a junior public company creating a diverse
range of business ventures which will appeal to a broad audience so the Company
will grow together with those different sectors of the economy. The company
currently owns an unencumbered 60% interest of the Hemlo "AURA" Gold property in
the prolific mining camp in Hemlo, Ontario. This area has hosted some very large
gold mines including the 23 million ounce Barrick-Hemlo Gold mine.
Diversified has acquired a 100% interest in 2221420 Ontario Inc. The numbered
company operates under the name Diversified Secure Ventures, and is a wholly
owned subsidiary of Diversified Secure Ventures Corp. (Nevada).
Diversified also has an agreement with Mineral Resource and Technical Consulting
Inc., a privately held Nevada Corporation. The focus of MRTC is to identify and
acquire mining properties consisting of strategic minerals. Diversified Secure
Ventures Corp. has the right to acquire a 35% interest in MRTC. Diversified
presently owns 2,650,000 shares of MRTC.
Diversified also owns the licensing rights to a patented proprietary technology
which detects Foreign Object Debris (FOD), which costs the aerospace industry
US$1.1-2 billion per year in direct costs and as much $21 billion dollars per
year in indirect costs. The global licensing agreement provides that Secure may
install, develop, produce, implement, market, promote, and ultimately sell the
licensed patented system on a worldwide basis.
Diversified has access to all know how with regard to the Foreign Object Debris
In addition to exploring for gold, strategic minerals and owning the license for
the patented technology, the company is currently investigating other business
ventures. With an advantageous share structure and through the building of a
solid management team, the company will endeavour to provide increased
shareholder value and at the same time minimize dilution so as to provide
maximum return for shareholders. We invite current and prospective shareholders
to contact us and learn more about our company or visit us at:
Safe Harbour Statement:
This release contains "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, and such forward-looking statements are made
pursuant to the safe harbour provisions of the Private Securities Litigation
Reform Act of 1995. "Forward-looking statements" describe future expectations,
plans, results, or strategies and are generally preceded by words such as "may,"
"future," "plan," or "planned," "will" or "should," "expected," "anticipates,"
"draft," "eventually" or "projected." You are cautioned that such statements are
subject to a multitude of risks and uncertainties that could cause future
circumstances, events, or results to differ materially from those in the
forward-looking statements, including the risks that actual results may differ
materially from those projected in the forward-looking statements.
DIVERSIFIED SECURE VENTURES CORP.
1285 WESTON ROAD, UNIT 629, TORONTO, ONTARIO, CANADA, M6M 4R2
Amendment to Definitive Agreement between Diversified Secure Ventures Corp.
(previously Secure Runway Systems) and International Explorers and Prospectors
Inc. re the Hemlo gold property.
Attention Claude Bonhomme and James White,
As per the Definitive Agreement signed by the two parties above in respect to
the Hemlo gold property, namely claims TB386628,29, and 31, dated and signed on
April 7,2010, and further the Amendment signed on Sept. 16,2010, we hereby do
wish to engage in this further amendment. As per our conversation and emails,
if you so agree with the following Amendment: That both DIVERSIFIED and
EXPLORERS agree to the following as the new revised terms of the Definitive
1. DIVERSIFIED will initiate immediately to provide to EXPLORERS one million
shares of DIVERSIFIED common stock as per the original agreement upon signing.
2. Upon the delivery of the stock certificate DIVERSIFIED will have an
unencumbered 60% interest in the above mentioned claims.
3. Upon payment of $50,000 within 6 months of the signing date of this
amendment or $100,000, as per the original agreement, DIVERSIFIED will own
100% of the aforementioned claims, effectively acquiring an undivided 100%
right, title, and interest.
4. DIVERSIFIED also agrees to entitle EXPLORERS an amended 3% Net Smelter
Royalty. DIVERSIFIED has the sole option to purchase 2% of the NSR for the
following, $500,000 for the first percentage, $750,000 for the second
percentage, leaving EXPLORERS with a NSR of one percent. The NSR is as defined
in the original Definitive Agreement.
5. EXPLORERS agrees to assist DIVERSIFIED in the transfer of ownership to the
Mining and Minerals departments of the province of Ontario to reflect the above
changes when they have been completed.
Signed this the 8th day of November , 2010
by: /s/Edward Minnema by: /s/James White
Edward Minnema James White
Diversified Secure Ventures Corp. Int. Explorers and Propectors
INTERNATIONAL EXPLORERS AND PROSPECTORS INC.
121 King Street West, Suite 2100 Telephone: (416) 863-9159
Toronto, Ontario, M5H 3T9 Fax: (416) 863-9158
November 16, 2010
PRIVATE & CONFIDENTIAL
Mr. Edward Minnema
Diversified Secure Ventures Corp.
1285 Weston Road, Unit 629
DEAR Mr. Minnema
RE: DEFINITIVE AGREEMENT BETWEEN INTERNATIONAL EXPLORERS AND PROSPECTORS INC.
(``EXPLORERS``) AND DIVERSIFIED SECURE VENTURES CORP. (``SECURE``)
This letter confirms that, as of today`s date, we are in receipt of 1,000,000
shares of Secure. As per our original agreement dated April 7, 2010 and
subsequent amendment to said agreement dated November 8, 2010, Secure has now
earned an unencumbered 60% interest in our Hemlo Gold property (mining claims
dated November 8, 2010, Secure has now earned an unencumbered 60% interest in
our Hemlo Gold property (mining claims TB386628,29 and 30). Accordingly, we will
prepare the appropriate documentation for the property transfer from Explorers
to Secure for delivery to the Ministry of Northern Development and Mines in the
Should you have any questions or concerns, please do not hesitate to contact me
By: /s/James White cc: J.C. Bonhomme
James D.A. White Chairman