NEW YORK and MONTREAL, Sept. 24,
2012 /PRNewswire/ - Canwealth Minerals Corporation
"Canwealth" and majority shareholder, ICBS Ltd., (OTCPK: ICBT),
announced today that an Agreement and Merger has been signed with
USG1, Inc., and an 8-K has been filed with the SEC by USG1,
Inc.
ICBS Ltd., currently owns 70% of Canwealth Minerals Canada. Once
the merger is completed, ICBS will own 60.90% of the newly formed
company.
At the moment, there is a signed Merger Agreement in place - in
effect the conditions to closing, which is the completion of the US
audit and the preparation of what is called the Super 8K. The Super
8K is a document which must be filed with the SEC which includes
the audited financial statements as well as a detailed description
of the business of the new entity. Under SEC rules, the Super 8K
must be filed with the SEC no later than the 4th business day
following the closing. What typically is done is that you close and
file the Super 8K essentially simultaneously when you are ready (ie
the audit is done, the financial statements are issued and the
narrative is ready). These documents have been submitted to the
companies attorneys and CPA.
Kimi Royer, CEO of USG1: "We are
very excited to be joining forces with Canwealth. We believe their
mineral claims represent substantial value for shareholders and we
are looking forward to being a part of this exciting
opportunity."
Garth McIntosh, CEO of ICBS: "We
continue to move forward in the process of getting Canwealth
publicly traded. Canwealth has an enormous future, and we are
excited about the progress being made on a daily basis."
About Canwealth Minerals Canada:
Canwealth Minerals Corporation - is a mineral exploration and
mining company actively searching for gold, silver, PGE, base metal
and REE mineral deposits in Quebec. At the present time the company holds
9 Mining properties (268 Claim cells) in Northern Quebec's Abitibi region and the
James Bay basin including addition
exploration camps in South Western Quebec for a total of 38,573
acres under management and is 100% owned by Canwealth Minerals
Corp.
Legal Notice Regarding Forward-Looking Statements:
Safe Harbor: This press release contains forward-looking
information within the meaning of section 27A of the Securities Act
of 1933 and section 21E of the Securities Exchange Act of 1934 and
is subject to the Safe Harbor created by those sections. This
material contains statements about expected future events and/or
financial results that are forward-looking in nature and subject to
risks and uncertainties. Such forward-looking statements by
definition involve risks, uncertainties and other factors, which
may cause the actual results, performance or achievements of ICBS
Limited, to be materially different from the statements made
herein.
SOURCE Canwealth Minerals Corporation