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GreenBank's Affiliate Ubique Minerals Commences Drilling Program

Toronto, Ontario, August 21, 2017 – GreenBank Capital Inc (CSE: GBC and OTCMKTS: GRNBF) ("GreenBank or the Company") announces that, following the receipt of all permits, its 28% owned affiliate Ubique Minerals Limited (“Ubique”) has commenced a drilling program on its Daniel’s Harbour zinc property in Newfoundland. A minimum of 6 holes have been scheduled to be drilled, with the possibility of expansion of the program to include additional holes. The primary objectives of the drilling ...

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GreenBank to Acquire 15% of Veterans Financial Group

Toronto, Ontario, August 14, 2017 – GreenBank Capital Inc (CSE: GBC and OTCMKTS: GRNBF) ("GreenBank or the Company") announces that GreenBank has agreed to acquire 15% of Veterans Financial Group LLC (“Veterans”), a Portsmouth, Ohio, USA based insurance agency providing insurance services to veterans, families and businesses. GreenBank will pay $57,000 for a 15% interest in Veterans, payable $25,000 in cash and $32,000 by the issuance of 32,000 $1 Non-Voting 5% Preference Shares Series C. ...

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GreenBank Updates Its Merchant Banking Focus and Seeks To Make Further Small-Cap Investments

Toronto, Ontario, August 1, 2017 – GreenBank Capital Inc (CSE:GBC and OTCMKTS:GRNBF ("GreenBank or the Company") announces that it has completed an internal review of its merchant banking activities and reaffirms that its continuing focus will be the further development of its investment portfolio and its merchant banking business. GreenBank is seeking other small-cap investment opportunities, and welcomes approaches from aspiring private companies. During the last six months, and upon the completion of the proposed distribution ...

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GreenBank Signs Letter of Intent to Acquire 14% of Slabdeck

Toronto, Ontario, July 27, 2017 – GreenBank Capital Inc (CSE:GBC and OTCMKTS:GRNBF) ("GreenBank or the Company") announces that it has signed a Letter of Intent (“LOI”) to acquire 14% of Slabdeck Technology Inc (“Slabdeck”), a Canadian company that owns 100% of Slabdeck, a unique comprehensive all-in-one search mobile application that integrates social search, discovery and communication. Slabdeck resolves the challenge of having to use numerous apps to find items of interest. The Slabdeck mobile application is ...

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GreenBank Distribution Adjustment

Toronto, Ontario, July 14, 2017 – GreenBank Capital Inc (CSE: GBC and OTCMKTS: GRNBF) ("GreenBank or the Company") announces an adjustment to the ratio of shares comprising the distribution previously announced on July 5, 2017. As a result of the exercise of incentive stock options by directors previously announced on July 7, 2017, the number of issued and outstanding shares of the Company have increased. Accordingly, for every one GreenBank common share on the Record Date ...

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Jun
25

Castle Resources Announces Acquisition of Common Shares of Winston Resources Inc

2012  Author:   

 

TORONTO, ONTARIO (Marketwire – June 25, 2012) – Castle Resources Inc. (“Castle” or the “Company”) (TSX VENTURE:CRI) announced that it acquired control over 18,000,000 common shares (the “Winston Shares”) of Winston Resources Inc. (CNSX:WRW) (“Winston Resources”), representing approximately 29% of the issued and outstanding common shares of Winston Resources. The Winston Shares were issued to the Company from treasury upon completion of a reverse takeover (the “RTO”) of Gorilla Resources Corp. (“Gorilla”) by CNRP Mining Inc. (“CNRP”) following which Gorilla changed its name to Winston Resources Inc, all as further described in a news release of Winston Resources dated June 22, 2012 (the “Winston Press Release”). CNRP has become a 100% subsidiary of Winston Resources.

Pursuant to a purchase and assignment agreement (the “Purchase Agreement”) entered into on April 30, 2012 between the Company and CNRP, immediately prior to the RTO the Company received 18,000,000 common shares of CNRP (the “CNRP Shares”) as part of the sale by the Company to CNRP of the Castle Interest (as defined below) and the Underlying Option Agreement (as defined below). The CNRP Shares were exchanged for common shares of Winston Resources on a one-for-one basis under the RTO.

The Company was the registered and beneficial owner of a 60% right, title and interest (the “Castle Interest”) in certain mining claims and mining patents commonly known as the Elmtree Gold Property located in New Brunswick (the “Property”). Pursuant to an option agreement dated June 1, 2009 (the “Underlying Option Agreement”), Stratabound Minerals Corp. granted the Company the exclusive right, title and option to acquire an additional 10% right, title and interest in the Property (the “Underlying Option”), which Underlying Option may be exercised on or before June 26, 2012.
Under the terms of the Purchase Agreement between the Company and CNRP, the Company sold the Castle Interest to CNRP, and assigned all of the Company’s rights, obligations and interests under the Underlying Option Agreement to CNRP, all in exchange for the following consideration:
(a) payment to the Company by CNRP of the following cash payments:
(i) $250,000 on or before the six month anniversary of the completion of the RTO; and
(ii) $250,000 on or before the 12 month anniversary of the completion of the RTO; and
(b) the issuance of the CNRP Shares to the Company; and
(c) the grant by CNRP to the Company of a 3% net smelter return royalty on the Castle Interest to be calculated and payable in accordance with the Purchase Agreement.

Pursuant to the RTO, the CNRP Shares held by the Company were acquired by Gorilla in exchange for the Winston Shares, at a deemed price of $0.25 per Winston Share, as further described in the Winston Press Release.

As a condition to acquiring the CNRP Shares and, subsequently, the Winston Shares, the Company entered into a voting trust agreement dated June 22, 2012, pursuant to which the Company assigned all of its voting rights in and to the Winston Shares to Daniel Wettreich, the CEO of Winston Resources, and agreed not sell any of the Winston Shares to any third party without the prior written consent of Winston Resources until the earlier of the date on which the Company dividends or distributes the Winston Shares to the shareholders of the Company or the date that is 24 months from the completion of the RTO.

The Winston Shares are held for investment purposes. The Company may, depending on market and other conditions, increase or decrease its beneficial ownership of securities of Winston Resources, whether in the open market, by privately negotiated agreements or otherwise, subject to a number of factors, including general market conditions and other available investment and business opportunities.

About Castle Resources

Castle is a Toronto-based junior mineral development company focusing on high-quality, advanced projects. Management’s goal is to continue the redevelopment of the 100% owned past producing Granduc Copper Mine in Stewart, B.C. For more information

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