PAN AMERICAN GOLDFIELDS LTD FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Change in Directors or Principal Officers
(Edgar Glimpses Via Acquire Media NewsEdge) Item 1.01 Entry Into A Material Definitive Agreement.
The information in Item 5.02(c) relating to the terms and conditions of Mr.
Daniel Crandall's consulting agreement for his services as Chief Financial
Officer of Pan American Goldfields Ltd. (the "Company") and the engagement
of Marrelli Support Services Inc. is incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(b) Effective September 20, 2013, Mr. Salil Dhaumya resigned as the Chief
Financial Officer and Secretary of the Company.
(c) To fill the vacancy resulting from Mr. Dhaumya's resignation, effective
September 20, 2013, Mr. Crandall was appointed as the Chief Financial Officer
and Secretary of the Company.
Mr. Daniel Crandall, age 30, has over 8 years of accounting and financial
management experience. Since 2012, Mr. Crandall has provided management and
financial services to various companies as a consultant. Since 2012, Mr.
Crandall has been serving as a Manager at Marrelli Support Services Inc.,
specializing in accounting, regulatory compliance and investment based services
to numerous issuers on the TSX and TSX-Venture exchanges. Since February 2013,
Mr. Crandall has been Chief Financial Officer of West Red Lake Gold Mines Inc.,
a company engaged in acquiring, exploring and developing mineral properties and
listed on the Canadian National Stock Exchange. Since October 1, 2012, Mr.
Crandall has been Chief Financial Officer at Black Widow Resources Inc., a
company engaged in the exploration of precious and base metal properties and
listed on the TSX Venture Exchange. Since July 26, 2012, Mr. Crandall has been
serving as Chief Financial Officer of Loma Vista Capital Inc., a company engaged
in the exploration, discovery and development of base metal and precious metal
mineral deposits and listed on the Canadian National Stock Exchange, and since
September 2012, Mr. Crandall has been serving as Chief Financial Officer of
Mukuba Resources Ltd., an African focused base metal exploration company and
listed on the TSX Venture Exchange. From November 14, 2012 to July 13, 2013, he
served as Chief Financial Officer of Titan Goldworx Resources Inc., a company
engaged in evaluating, acquiring and exploring natural resource properties and
listed on the Canadian National Stock Exchange. From September 2006 to May 2013,
Mr. Crandall worked at Collins Barrow Toronto LLP, where he audited public and
private companies including junior resource, investment, and oil and gas
services companies. Mr. Crandall is a Chartered Professional Accountant, CA and
has a Honours Bachelor of Accounting (Co-op) degree from Brock University.
Mr. Crandall's services are being provided pursuant to the terms of a certain
Consulting Agreement dated September 20, 2013 by and among the Company and
Marrelli Support Services Inc. ("MSSI") and Mr. Crandall, a Manager and employee
of MSSI (the "Consulting Agreement"). Under the Consulting Agreement, MSSI, was
engaged by the Company to provide the Company with services relating to those
customarily performed by corporate secretary, chief financial officer and
controller. In providing such services, on behalf of MSSI, Mr. Crandall, agreed
to serve as the Company's Chief Financial Officer and Corporate Secretary. In
exchange for the performance of such services, the Company agreed to (a) pay
MSSI two thousand three hundred thirty three dollars ($2,333) per month for an
aggregate amount of twenty eight thousand dollars ($28,000) per year during the
term of the Consulting Agreement, (b) reimburse MSSI for expenses incurred by
MSSI on behalf of the Company in connection with the performance of the services
provided under the Consulting Agreement, and (c) issue Mr. Crandall warrants to
purchase three hundred thousand (300,000) shares of common stock of the
Company. The term of the Consulting Agreement commenced on September 20, 2013
and can be terminated by the parties upon thirty (30) days written notice of
termination. As a condition of engagement, among other things, during the term
of the Consulting Agreement and thereafter, Mr. Crandall and MSSI have
agreed not to disclose information concerning the business and affairs of the
Company, which are obtained while providing services under the Consulting
Agreement. In addition, pursuant to an engagement letter dated September 20,
2013, DSA Corporate Services Inc., an affiliate of MSSI, has agreed to provide
the Company with routine corporate secretarial services, in exchange for payment
of five hundred ($500) per month. The engagement can be terminated by either
party with thirty (30) days written notice.
-------------------------------------------------------------------------------- Other than the arrangements reported in this Item 5.02, there are no other
arrangements or understandings between Mr. Crandall and any other persons
pursuant to which he was selected as Chief Financial Officer. There are also no
family relationships between Mr. Crandall and any director or executive officer
of the Company and he has no direct or indirect material interest in any
transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
The foregoing description of the terms of the Consulting Agreement does not
purport to be a complete description of the rights and obligations of the
parties thereunder and is qualified in its entirety by reference to the full
text of the Consulting Agreement, which the Company intends to file as an
exhibit to its upcoming Form 10-Q for the quarterly period ended August 31,
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