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EXCEL - IDEA: XBRL DOCUMENT - Swingplane Ventures, Inc.Financial_Report.xls
10-Q - 10-Q - Swingplane Ventures, Inc.form10q.htm
XML - IDEA: XBRL DOCUMENT - Swingplane Ventures, Inc.R6.htm
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EX-32.1 - CERTIFICATION - Swingplane Ventures, Inc.ex321.htm
EX-31.1 - CERTIFICATION - Swingplane Ventures, Inc.ex311.htm
EX-31.2 - CERTIFICATION - Swingplane Ventures, Inc.ex312.htm
v2.4.0.6
Subsequent Events
3 Months Ended
Sep. 30, 2012
Subsequent Events [Abstract]  
Subsequent Events

Note 7 – Subsequent events:

 

  (a) On October 1, 2012 Mr. Voyer, our current controlling shareholder and an officer and director of the Company agreed to sell to Mr. Lindorfer a total of 2,500,000 shares of common stock of the Company for $250. The shares were executed for transfer to Mr. Lindorfer on November 2, 2012.

 

  (b) On October 15, 2012, the Company entered into an assignment agreement with Mid Americas Corp. (“Mid Americas”). Under the terms of the assignment agreement the Company will be assigned all of the rights under an option agreement between Mid Americas Corp and Gunter Stromber and Elsa Dorila Durate Horta (the “Vendors”) whereby Mid Americas has the rights to acquire 75% of certain mining concessions in Chile (the “Option Agreement”).

 

Under the Option Agreement and certain amendments thereto, Mid Americas is required to pay the following payments:

 

(i) $950,000 cash payments through to October 15, 2012

(ii) $250,000 cash payment on December 1, 2012

(iii) $750,000 cash payment on or before June 30, 2013

(iv) $750,000 cash payment on or before June 30, 2014

(v) $5,000,000 cash payment to be made from net proceeds of Production.

 

Further, the agreement calls for Mid Americas to incur expenditures in an aggregate amount of $20,000,000 over a period of three (3) years from the Effective Date as follows:

 

(i) $10,000,000 to be placed in trust with the Optionee for expenditure on the Property within 180 days October 1st (the “Effective Date”) to be fully expended within eighteen (18) months of the Effective Date.
(ii) $10,000,000 to be expended on or before three years from the Effective Date;

(iii) until the Option is earned retain the services of Gunter Stromberger at a fee of $25,000 per month, which fee shall commence with the commencement of operations on the mining concessions by Mid Americas.

 

Mid Americas has paid the $950,000 as required under the initial agreement therefor the Company will be required to assume the December 1, 2012 payment obligation of $250,000 and all other payments thereafter.

 

In exchange for the assignment, the Company must undertake the following actions:

 

(i) issue a total of 300,000,000 shares of its common stock to Mid Americas or its directed assignees, of which a total of 10,000,000 shares of common stock to be issued to Mid Americas shall be included for registration in the registration statement defined in below;

 

(ii) cause the cancellation of a total of 337,500,000 of its common stock currently held by its sole officer and director;

 

(iv) file a registration statement with the requisite regulatory authorities to raise up to $10,000,000 by way of the sale of up to 40,000,000 shares of the common stock of Swingplane, of which no less than seventy-five percent of the funds raised under such registration statement shall be used to fund the required payments under the Original Property Agreement and the Amendments thereto.

 

The closing of this transaction will effect a change in control of the Company.

 

  (c) On October 15, 2012, the Company entered into an investor relations agreement with a consulting company. Under the agreement, the consulting company will provide marketing, promotional and investor relations services. The agreement was effective on October 15, 2012 and will remain in full force and effect for a three month period up to and including the close of business on December 1, 2012. The Company agreed to pay to the consulting company a fee in the amount of $3,500 each month.

 

  (d) On November 5, 2012, Johannes Lindorfer, age 54, was appointed as a member of the Board of Directors of the Company.