UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 12, 2012
SANTO MINING CORP.
(Exact name of registrant as specified in its charter)
Nevada |
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333-169503 |
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27-0518586 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
Ave. Sarasota #20, Torre Empresarial, Suite 1103 Santo Domingo, Dominican Republic |
(Address of principal executive offices) (Zip Code) |
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Registrant’s telephone number, including area code: 809-535-9443 |
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N/A |
(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
Item 1.01 |
Entry into Material Definitive Agreement |
On October 12, 2012, Santo Mining Corp. (the “Company”) amended the mineral property acquisition agreement (the “Amendment”) it had entered into with Gexplo, SRL (the "Vendor") and Rosa Habeila Feliz Ruiz, an officer and director of the Company, on July 30, 2012. Pursuant to the Amendment, the Company would no longer have right of first refusal to purchase the SHALEE and DANIEL claims and instead would have right of first refusal to purchase the HENRY, FRANCESCA, ELIZA and NATHANIEL claims.
The foregoing description of the terms of the Amendment are qualified in its entirety by reference to the provisions of the agreement filed as Exhibit 10.1 to this Report, which is incorporated by reference herein.
Item 2.01 |
Completion of Acquisition or Disposition of Assets. |
Acquisition of Mineral Properties
On October 12, 2012, the Company exercised its right of first refusal to purchase four additional mineral properties, HENRY, FRANCESCA, ELIZA and NATHANIEL, (the “Claims”) from the Vendor pursuant to a mineral property acquisition agreement (the “Acquisition Agreement”). In exchange for the Claims, Rosa Habeila Feliz Ruiz transferred 12,644,943 of her shares of the Company’s common stock to the Vendor. The Vendor is owned by Alain French, our President, Chief Executive Officer and Director.
The terms of the Acquisition Agreement are qualified in its entirety by reference to the description of the agreement in Item 1.01 of this Report, and to Item 1.01 and the provisions of the agreement filed as Exhibit 10.1, to the Current Report on Form 8-K, filed with the Commission on July 31, 2012.
Description of the Mineral Claims
Henry
The HENRY claim is located in the province of Monsignor Nouel y Sánchez Ramírez, in the municipalities of Comedero Arriba (DM), Fantino y Bonao, in the sections of Los Pinos, Los Cabries y El Verde, and in the villages of Yuro Arriba, Cabeza de Vaca y Los Cafeses, found in the Bonao #6172-I (53) y Fantino 6173 – III (43) topographic maps, complying with the terms and regulations of Mining law #146. The base metal minerals are principally copper, lead, zinc and the precious metal minerals are gold and silver.
The total area covered by the exploration claim is 1,990 mining hectares. The point of beginning (“PP”) is located 63.00 meters on a magnetic bearing of N38o-00’E from the Reference Point (“PR”). This PP is identified on the ground by a concrete monument with the initials PP and with a partially buried two inch PVC concrete filled tube. The PP is located at Universal Transverse Mercator (“UTM”) coordinates N2107500 and E35994 (Datum NAD27). The PR is identified on the ground in the same manner as the PP and is located on the east side of the lane that connects the villages of Comedero Arriba y El Hoyo on the Southeast side of a bridge that crosses the Rio Piedra. The PR is located at UTM coordinates N2107449 and E359873 (Datum NAD27). The PR has been connected to three (3) visuals with markers on the ground with the initials V1, V2 and V3 in the following manner.
From |
To |
Magnetic Bearing |
distance (meters)
|
direct positive angle
|
PR |
PP |
N38o-00’E |
63.10 |
00’-00” |
PR |
V1 |
S60o-00’W |
25.20 |
202’-00” |
PR |
V2 |
N46 o-00’W |
9.10 |
276’-00” |
PR |
V3 |
N18 o-00’E |
19.70 |
340’-00” |
The HENRY claim boundary will follow the cardinal direction of the UTM grid, on vertices with incoming and outgoing angles of 90 degrees, according to the description in the table below:
Point of beginning
|
point of ending |
cardinal direction |
distance (meters) |
UTM North (from PP) |
UTM East (from pp) |
PP=A |
B |
East |
1,006 |
N2107500 |
E35994 |
B |
C |
South |
2,500 |
N2107500 |
E361000 |
C |
D |
West |
2,000 |
N2105000 |
E361000 |
D |
E |
South |
2,000 |
N2105000 |
E359000 |
E |
F |
East |
1,500 |
N2103000 |
E359000 |
F |
G |
South |
1,300 |
N2103000 |
E360500 |
G |
H |
East |
500 |
N2101700 |
E360500 |
H |
I |
South |
2,700 |
N2101700 |
E361000 |
I |
J |
West |
600 |
N2099000 |
E361000 |
J |
K |
North |
1,000 |
N2099000 |
E360400 |
K |
L |
West |
1,400 |
N2100000 |
E360400 |
L |
M |
North |
2,400 |
N2100000 |
E359000 |
M |
N |
West |
2,000 |
N2102400 |
E359000 |
N |
O |
North |
1,600 |
N2102400 |
E357000 |
O |
P |
East |
1.000 |
N2104000 |
E357000 |
P |
Q |
North |
1,000 |
N2104000 |
E358000 |
Q |
R |
West |
500 |
N2105000 |
E358000 |
R |
S |
North |
500 |
N2105000 |
E357500 |
S |
T |
West |
500 |
N2105500 |
E357500 |
T |
U |
North |
2,000 |
N2105500 |
E357000 |
U |
PP-A |
East |
2,994 |
N2107500 |
E357000 |
FRANCESCA
The FRANCESCA claim is located in the province of Santiago Rodríguez, in the municipalities of Moncion and San Ignacio de Sabaneta, in the sections of Gurabo, Rodeo, Clavijo y Mata de Dajao, and in the villages of Banaderos, Monte de Gallina, El Ranchito y Alta de Gurabo, found in the Moncion 5974-II (21) topographic maps, complying with the terms and regulations of Mining law #146. The base metal minerals are principally copper, lead, zinc and the precious metal minerals are gold and silver.
The total are covered in exploration application is 2,120 mining hectares. The PP is located 50.00 meters on a magnetic bearing of S89o-00’E from the PR. This PP is identified on the ground by a concrete monument with the initials PP and with a partially buried two inch PVC concrete filled tube. The PP is located at UTM coordinates N2147434 y E271000 (Datum NAD27). The PR is identified on the ground in the same manner as the PP and is located on the North side of the road that connects Guarabo and Duran. The PR is located at UTM coordinates N2147435 y E270949 (Datum NAD27). The PR has been connected to three (3) visuals with markers on the ground with the initials V1, V2 and V3 in the following manner.
Line |
magnetic bearing |
direct positive angle
|
distance (meters)
|
PR - PP=1 |
S89o-00’E |
00 o-00’-00” |
50.00 |
PR - V1 |
S71o-00’E |
18o-00’-00” |
24.40 |
PR - V2 |
S15o-00’W |
104o-00’-00” |
11.50 |
PR – V2 |
S80 o-00’W |
169o-00’-00” |
50.90 |
The FRANCESCA claim boundary will follow the cardinal direction of the UTM grid, on vertices with incoming and outgoing angles of 90 degrees, according to the description in the table below:
point of beginning
|
point of ending |
cardinal direction |
distance (meters) |
UTM North (from PP) |
UTM East (from pp) |
PP = 1 |
2 |
South |
1,434 |
2147434 |
271000 |
2 |
3 |
East |
500 |
2146200 |
271000 |
3 |
4 |
South |
200 |
2146200 |
271500 |
4 |
5 |
East |
1700 |
2146000 |
271500 |
5 |
6 |
South |
1500 |
2146000 |
273200 |
6 |
7 |
West |
1000 |
2144500 |
273200 |
7 |
8 |
North |
1000 |
2144500 |
272200 |
8 |
9 |
West |
1200 |
2145500 |
272200 |
9 |
10 |
North |
500 |
2145500 |
271000 |
10 |
11 |
West |
1000 |
2146000 |
271000 |
11 |
12 |
North |
500 |
2146000 |
270000 |
12 |
13 |
West |
2500 |
2146500 |
270000 |
13 |
14 |
South |
1000 |
2146500 |
267500 |
14 |
15 |
West |
1500 |
2145500 |
267500 |
15 |
16 |
North |
2000 |
2145500 |
266000 |
16 |
17 |
West |
500 |
2147500 |
266000 |
17 |
18 |
North |
500 |
2147500 |
265500 |
18 |
19 |
West |
1500 |
2148000 |
265500 |
19 |
20 |
North |
1000 |
2148000 |
264000 |
20 |
21 |
East |
2000 |
2149000 |
264000 |
21 |
22 |
South |
1000 |
2149000 |
266000 |
22 |
23 |
East |
4000 |
2148000 |
266000 |
23 |
24 |
North |
1000 |
2148000 |
270000 |
24 |
25 |
West |
2000 |
2149000 |
270000 |
25 |
26 |
North |
2000 |
2149000 |
268000 |
26 |
27 |
East |
2500 |
2151000 |
268000 |
27 |
28 |
South |
1000 |
2151000 |
270500 |
28 |
29 |
East |
500 |
2150000 |
270500 |
29 |
30 |
South |
1000 |
2150000 |
271000 |
30 |
31 |
East |
500 |
2149000 |
271000 |
31 |
32 |
South |
1500 |
2149000 |
271500 |
32 |
33 |
West |
500 |
2147500 |
271500 |
33 |
PP=1 |
South |
66 |
2147500 |
271000 |
ELIZA
The ELIZA claim is located in the province of Monsignor Nouel, in the municipality of Maimon, and San Ignacio de Sabaneta, in the section of Hato Viejo, and in the village of La Yautía, found in the Moncion 5974-II (21) topographic maps, complying with the terms and regulations of Mining law #146. The base metal minerals are principally copper, lead, zinc and the precious metal minerals are gold and silver.
The total are covered in exploration application is 243.75 mining hectares. The PP is located 20.90 meters on a magnetic bearing of N57o-00’E from the PR. This PP is identified on the ground by a concrete monument with the initials PP and with a partially buried two inch PVC concrete filled tube. The PP is located at UTM coordinates N2092610 and E365748 (Datum NAD27). The PR is identified on the ground in the same manner as the PP and is located on the South side of the road that connects Maimon and El Corbano. The PR is located at UTM coordinates N2092596 and E365736 (Datum NAD27). The PR has been connected to three (3) visuals with markers on the ground with the initials V1, V2 and V3 in the following manner:
Line |
magnetic bearing |
direct positive angle
|
distance (meters)
|
Line |
PR |
PP |
N57o-00’E |
20.90 |
00’-00” |
PR |
V1 |
N44o-00’W |
18.25 |
259’-00” |
PR |
V2 |
N02o-00’E |
11.40 |
305’-00” |
PR |
V3 |
N44 o-00’E |
13.90 |
347’-00” |
PR |
CC |
N02o -00’E |
5.25 |
305’-00” |
The ELIZA claim boundary will follow the cardinal direction of the UTM grid, on vertices with incoming and outgoing angles of 90 degrees, according to the description in the table below:
point of beginning
|
POINT OF ENDING |
cardinal direction |
distance (meters) |
UTM North (from PP) |
UTM East (from pp) |
P.P |
1 |
East |
2 |
N2092610 |
E365748 |
1 |
2 |
South |
110 |
N2092610 |
E365750 |
2 |
3 |
West |
750 |
N2092500 |
E365750 |
3 |
4 |
North |
250 |
N2092500 |
E365000 |
4 |
5 |
West |
1,500 |
N2092750 |
E365000 |
5 |
6 |
North |
1,000 |
N2092750 |
E363500 |
6 |
7 |
East |
2,250 |
N2093750 |
E363500 |
7 |
1 |
South |
1,140 |
N2093750 |
E365750 |
NATHANIEL
The NATHANIEL claim is located in the provinces of Santiago Rodríguez and Santiago, in the municipality of Moncion, in the Municipal District of El Rubio, in the sections of El Mamoncito and Cañafistol, and in the village of Bulla, found in the Moncion 5974-II (21) topographic maps, complying with the terms and regulations of Mining law #146. The base metal minerals are principally Copper, Lead, Zinc and the precious metal minerals are Gold and Silver.
The total are covered in exploration application is 475 mining hectares. The PP is located 50.00 meters on a magnetic bearing of S34o-00’E from the PR. This PP is identified on the ground by a concrete monument with the initials PP and with a partially buried two inch PVC concrete filled tube. The PP is located at UTM coordinates N2147434 y E271000 (Datum NAD27). The PR is identified on the ground in the same manner as the PP and is located on the Northeast side of the road that connects Bulla and Celestino. The PR is located at UTM coordinates N2148144 y E281966 (Datum NAD27). The PR has been connected to three (3) visuals with markers on the ground with the initials V1, V2 and V3 in the following manner:
Line |
magnetic bearing |
direct positive angle
|
distance (meters)
|
PR - PP=1 |
S34o-00’E |
00’-00” |
50.00 |
PR - V1 |
S26o-00’W |
60’-00” |
15.90 |
PR - V2 |
S73o-00’W |
107’-00” |
27.50 |
PR – V2 |
N45 o-00’W |
169’-00” |
37.00 |
The NATHANIEL claim boundary will follow the cardinal direction of the UTM grid, on vertices with incoming and outgoing angles of 90 degrees, according to the description in the table below:
Ppoint of beginning
|
point of ending |
cardinal direction |
distance (meters) |
UTM North (from PP) |
UTM East (from pp) |
PP = A |
B |
South |
102 |
2148102 |
282000 |
B |
C |
West |
5000 |
2148000 |
282000 |
C |
D |
North |
1400 |
2148000 |
277000 |
D |
E |
East |
2000 |
2149400 |
277000 |
E |
F |
South |
750 |
2149400 |
279000 |
F |
G |
East |
3000 |
2148650 |
279000 |
G |
PP = A |
South |
548 |
2148650 |
282000 |
Item 9.01 Financial Statements and Exhibits |
(d) Exhibits
Exhibit No. |
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Description |
10.1 |
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Amendment No. 1 to Mineral Property Acquisition Agreement by and between Santa Pita Corporation, Gexplo, SRL., and Rosa Habeila Feliz Ruiz, dated October 12, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: October 19, 2012
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SANTO MINING CORP. | |
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By: |
/s/ ALAIN FRENCH |
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Alain French President and Chief Executive Officer |