The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete. | |||||||||||||||||
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM D Notice of Exempt Offering of Securities |
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1. Issuer's Identity
CIK (Filer ID Number) | Previous Names |
| Entity Type | ||||||||||||
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0001509162 |
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Name of Issuer | |||||||||||||||
CROWN POINT VENTURES LTD | |||||||||||||||
Jurisdiction of Incorporation/Organization | |||||||||||||||
BRITISH COLUMBIA, CANADA | |||||||||||||||
Year of Incorporation/Organization | |||||||||||||||
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2. Principal Place of Business and Contact Information
Name of Issuer | |||
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CROWN POINT VENTURES LTD | |||
Street Address 1 | Street Address 2 | ||
SUITE 460, 910 - 7TH AVENUE S.W. | |||
City | State/Province/Country | ZIP/PostalCode | Phone Number of Issuer |
CALGARY | ALBERTA, CANADA | T2P 3N3 | 403-232-1150 |
3. Related Persons
Last Name | First Name | Middle Name |
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DEREN | DENNY | GRANT FRANK |
Street Address 1 | Street Address 2 | |
1803 31ST AVENUE SW | ||
City | State/Province/Country | ZIP/PostalCode |
CALGARY | ALBERTA, CANADA | T2T 1S8 |
Relationship: | Executive Officer | X | Director | Promoter |
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Clarification of Response (if Necessary):
Last Name | First Name | Middle Name |
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WALTER | MARTIN | |
Street Address 1 | Street Address 2 | |
SUITE 380, 130 KING STREET WEST | ||
City | State/Province/Country | ZIP/PostalCode |
TORONTO | ONTARIO, CANADA | M5X 1B1 |
Relationship: | Executive Officer | X | Director | Promoter |
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Clarification of Response (if Necessary):
Last Name | First Name | Middle Name |
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MCCARTNEY | MURRAY | D |
Street Address 1 | Street Address 2 | |
561 BUFFALO STREET | ||
City | State/Province/Country | ZIP/PostalCode |
BANFF | ALBERTA, CANADA | T1L 1A5 |
Relationship: | X | Executive Officer | X | Director | Promoter |
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Clarification of Response (if Necessary):
Last Name | First Name | Middle Name |
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TURIC | MATEO | ALBERTO |
Street Address 1 | Street Address 2 | |
JF SEGUI 4684 12TH FLOOR | ||
City | State/Province/Country | ZIP/PostalCode |
BUENOS AIRES (1425) | ARGENTINA | - |
Relationship: | Executive Officer | X | Director | Promoter |
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Clarification of Response (if Necessary):
Last Name | First Name | Middle Name |
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CHULICK | JOHN | JOSEPH |
Street Address 1 | Street Address 2 | |
PUERTO ROSALES 73 | ||
City | State/Province/Country | ZIP/PostalCode |
PUERTO VARAS | CHILE | - |
Relationship: | Executive Officer | X | Director | Promoter |
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Clarification of Response (if Necessary):
Last Name | First Name | Middle Name |
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CLARK | JOHN | MARSHALL |
Street Address 1 | Street Address 2 | |
SUITE 1705-200 KING STREET WEST | ||
City | State/Province/Country | ZIP/PostalCode |
TORONTO | ONTARIO, CANADA | M5H 3T4 |
Relationship: | Executive Officer | X | Director | Promoter |
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Clarification of Response (if Necessary):
Last Name | First Name | Middle Name |
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YEADON | GLENN | ROBERT |
Street Address 1 | Street Address 2 | |
3855 SW MARINE DRIVE | ||
City | State/Province/Country | ZIP/PostalCode |
VANCOUVER | BRITISH COLUMBIA, CANADA | V6N 4A1 |
Relationship: | X | Executive Officer | Director | Promoter |
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Clarification of Response (if Necessary):
Last Name | First Name | Middle Name |
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MADDEN | ARTHUR | JOHN GERRY |
Street Address 1 | Street Address 2 | |
11043 86 AVENUE | ||
City | State/Province/Country | ZIP/PostalCode |
EDMONTON | ALBERTA, CANADA | T6G 0X1 |
Relationship: | X | Executive Officer | Director | Promoter |
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Clarification of Response (if Necessary):
Last Name | First Name | Middle Name |
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KETTLESON | GORDON | RANDALL |
Street Address 1 | Street Address 2 | |
5172 57A STREET | ||
City | State/Province/Country | ZIP/PostalCode |
DELTA | BRITISH COLUMBIA, CANADA | V4K 3H1 |
Relationship: | X | Executive Officer | X | Director | Promoter |
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Clarification of Response (if Necessary):
4. Industry Group
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5. Issuer Size
Revenue Range | OR | Aggregate Net Asset Value Range | ||
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No Revenues | No Aggregate Net Asset Value | |||
$1 - $1,000,000 | $1 - $5,000,000 | |||
$1,000,001 - $5,000,000 | $5,000,001 - $25,000,000 | |||
$5,000,001 - $25,000,000 | $25,000,001 - $50,000,000 | |||
$25,000,001 - $100,000,000 | $50,000,001 - $100,000,000 | |||
Over $100,000,000 | Over $100,000,000 | |||
Decline to Disclose | Decline to Disclose | |||
X | Not Applicable | Not Applicable |
6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
Rule 504(b)(1) (not (i), (ii) or (iii)) | Rule 505 | |||||||||||||||||||||||||||||||||||
Rule 504 (b)(1)(i) | X | Rule 506 | ||||||||||||||||||||||||||||||||||
Rule 504 (b)(1)(ii) | Securities Act Section 4(5) | |||||||||||||||||||||||||||||||||||
Rule 504 (b)(1)(iii) | Investment Company Act Section 3(c) | |||||||||||||||||||||||||||||||||||
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7. Type of Filing
X | New Notice | Date of First Sale | 2010-12-14 | First Sale Yet to Occur | |||||
Amendment |
8. Duration of Offering
Does the Issuer intend this offering to last more than one year? |
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9. Type(s) of Securities Offered (select all that apply)
X | Equity | Pooled Investment Fund Interests | |
Debt | Tenant-in-Common Securities | ||
Option, Warrant or Other Right to Acquire Another Security | Mineral Property Securities | ||
Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security | Other (describe) | ||
10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? |
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Clarification of Response (if Necessary):
11. Minimum Investment
Minimum investment accepted from any outside investor | $0 | USD |
12. Sales Compensation
Recipient |
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WELLINGTON WEST CAPITAL MARKETS (USA) INC. | 133617 | ||||||
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None | None | ||||||
Street Address 1 | Street Address 2 | ||||||
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SUITE 300, 129-8TH AVENUE SW | |||||||
City | State/Province/Country | ZIP/Postal Code | |||||
CALGARY | ALBERTA, CANADA | T2P 1B4 | |||||
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13. Offering and Sales Amounts
Total Offering Amount | $14,152,009 | USD |
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Total Amount Sold | $14,152,009 | USD | ||||
Total Remaining to be Sold | $0 | USD |
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Clarification of Response (if Necessary):
Item 13(a) and 13(b) each represent the aggregate price of the 9,167,917 common shares sold at a price of C$1.55 per share, converted to US dollars.14. Investors
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering. | |||
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: |
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15. Sales Commissions & Finder's Fees Expenses
Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
Sales Commissions | $186,749 | USD |
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Finders' Fees | $0 | USD |
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Clarification of Response (if Necessary):
This figure represents the 6% underwriting fee paid in respect of the sale of 2,016,323 common shares to an accredited investor.16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
$0 | USD |
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Clarification of Response (if Necessary):
Signature and Submission
Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.
Terms of Submission
In submitting this notice, each issuer named above is: |
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Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.
For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.
Issuer | Signature | Name of Signer | Title | Date |
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CROWN POINT VENTURES LTD | /s/ Glenn R. Yeadon | GLENN R. YEADON | Secretary | 2010-12-29 |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.