santomining8-k.htm - Generated by SEC Publisher for SEC Filing  

 

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

 

333-169503

 

27-0518586

(State or other jurisdiction of

incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

Ave. Sarasota #20, Torre Empresarial, Suite 1103

Santo Domingo, Dominican Republic

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: 809-535-9443 

 

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.

 

Description

10.1

 

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

 

 

SANTO MINING CORP.

 

 

 

 

By:

/s/ ALAIN FRENCH         

 

 

Alain French

President and Chief Executive Officer