Focus Ventures Ltd. announces re-branding name change, roll back and revised financing
VANCOUVER, March 06, 2018 - Focus Ventures Ltd. (TSXV:FCV) (the “Company”) announces that in order to reflect the Company’s ongoing activities of advancing and marketing its Bayovar 12 phosphate property, management proposes to change the Company’s name to “CROPS Inc.” (Certified Reactive Organic Phosphate Supply).The Company is developing its Bayovar 12 phosphate property located in the Sechura District of northern Peru with the long-term goal of supplying both plant nutrient and phosphorus based chemical derivatives. Phosphate rock is used to obtain phosphorus for use in agricultural fertilizers (90%) and industry (10%), and phosphate rock from the Sechura region of Peru is one of the most reactive rocks in the world.
The Company has recently entered into a Research and New Product Development programme with Verdesian Life Sciences, a leader in Nutrient Use Efficiency solutions specialized in bringing to the agricultural market technologies which greatly enhance nutrient availability, as well as plant uptake and utilization, enabling a sustainable future for farmers. The programme entails creating soil profiles and conducting crop trials combining AVAIL® Phosphorus Fertilizer Enhancer with highly reactive phosphate rock from the Company’s Bayovar 12 project. AVAIL is a registered trademark of Verdesian Life Sciences.
As well, the Company has signed MOU’s with established international fertilizer trading companies, Keytrade A.G. and Indagro S.A. for the off-take of phosphate rock from planned production at Bayovar 12. Securing these MOUs demonstrates that there is demand for Bayovar 12 rock phosphate product, and begins the process for the Company to develop an off-shore marketing strategy.
Revised Financing / Share Consolidation
The Company also announces that it will not be proceeding with its proposed private placement on the terms previously announced on February 1, 2018. It is now the intention of management to consolidate the issued common shares of the Company on the basis of one new share for every four existing shares and thereafter conduct a convertible debenture private placement with the objective of raising gross proceeds of $5.0 million.
The pricing for the debenture financing will be determined following the share consolidation. The intended use of proceeds from the debenture financing include repaying a portion of the Company’s outstanding long-term loan owing to Sprott Resource Lending Partnership, and for continued testwork to develop exceptional phosphate products with Life Science companies and universities.
Due to British Columbia corporate law restrictions on company names, the Company proposes to continue its jurisdiction from British Columbia to the Yukon in order to complete the name change. The continuance to the Yukon, the name change and the share consolidation are subject to shareholder and stock exchange approvals. Shareholder approval will be requested at the Company’s annual and special shareholder meeting to be held on April 4, 2018.
About Focus
Focus is developing the Bayovar 12 phosphate deposit located 40 km from the coast in the Sechura District of northern Peru. Bayovar 12 hosts a large resource of highly-reactive sedimentary phosphate rock - a key raw material input for phosphate fertilizers and vital to world food production. Reactive phosphate rock from Sechura is a natural, slow-release source of phosphorus that can be applied directly to crops. One of Focus’s objectives is to supply direct application phosphate rock to the agricultural regions of Central and South America and Southeast Asia.
For further information, please visit our web site www.focusventuresltd.com.
ON BEHALF OF THE BOARD
Simon Ridgway, Chief Executive Officer
Symbol: TSXV:FCV
Shares Issued: 234.8-million
For further information, contact:
Gordon Tainton, President
Tel: 604-248-8380; Fax: 604-682-1514
Email: info@focusventuresltd.com
Website: www.focusventuresltd.com
Neither the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
Certain statements contained in this news release constitute forward-looking statements within the meaning of Canadian securities legislation. All statements included herein, other than statements of historical fact, are forward-looking statements and include, without limitation, statements about the Company’s plans to complete the name change, share consolidation and debenture private placement, and how the financing proceeds will be allocated. Often, but not always, these forward looking statements can be identified by the use of words such as “estimate”, “estimates”, “estimated”, “potential”, “open”, “future”, “assumed”, “projected”, “used”, “detailed”, “has been”, “gain”, “upgraded”, “offset”, “limited”, “contained”, “reflecting”, “containing”, “remaining”, “to be”, “periodically”, or statements that events, “could” or “should” occur or be achieved and similar expressions, including negative variations.
Forward-looking Statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any results, performance or achievements expressed or implied by forward-looking statements. Such uncertainties and factors relate to, among other things, information regarding completing the name change, share consolidation, and debenture private placement as intended; the expenditure of the financing proceeds as planned; changes in general economic conditions and financial markets; the Company or any joint venture partner not having the financial ability to meet its exploration and development goals; risks associated with the results of exploration and development activities, estimation of mineral resources and the geology, grade and continuity of mineral deposits; unanticipated costs and expenses; and such other risks detailed from time to time in the Company’s quarterly and annual filings with securities regulators and available under the Company’s profile on SEDAR at www.sedar.com. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended.
Forward-looking statements contained herein are based on the assumptions, beliefs, expectations and opinions of management, including but not limited to: that the Company will obtain all necessary approvals to, and will, complete the name change, share consolidation, and debenture private placement as planned; that the Company will spend the financing proceeds as anticipated; that there will be no material adverse change affecting the Company or its properties; and such other assumptions as set out herein. Forward-looking statements are made as of the date hereof and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by law. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, investors should not place undue reliance on forward-looking statements.