01:41:48 EDT Sat 18 May 2024
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or Name
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Pedro Resources Ltd (3)
Symbol VBN
Shares Issued 32,570,830
Close 2024-02-14 C$ 0.05
Market Cap C$ 1,628,542
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Pedro to change name to MiGlobe with change of business

2024-02-16 17:34 ET - News Release

Mr. Ronald Mercier reports

PEDRO RESOURCES LTD. PROVIDES UPDATE ON PROPOSED CHANGE OF BUSINESS

Pedro Resources Ltd. has provided an update and more information on its proposed change of business announced on Nov. 3, 2023.

The change of business and the collaboration agreements

As announced on July 19, 2023, Oct. 30, 2023, and Jan. 10, 2024, the company entered into collaboration agreements with Fixed Earth Innovations Ltd., Dirty Dirt Services Ltd., FCS Solutions Ltd. and Oil-Out Ltd. The company expects that the collaboration agreements will drive the company's change of business.

As the company advances the proposed redeployment of its assets and resources from the mining business toward the development of biotechnologies for the remediation and reclamation of contaminated soils, the collaboration agreements are expected to provide the company with a full complement of biotechnological resources and capabilities to offer a wide range of contaminant remediation services.

The company's plan following completion of the proposed change of business is to expand upon the work and successes already achieved by its partners to structure marketing and sales plans with immediately marketable products. As new commercial relations are established, the company intends to manage such relationships and offer integrated solutions to clients by leveraging the product offerings of its partners. Below is a brief description of the products and services offered by the company's partners.

About Fixed Earth Innovations Ltd.

Fixed Earth is engaged in the business of developing, testing and deploying tailored microbes for the removal of pollutants in soil and water, as well as the use of soil microbes for promoting plant growth in ecosystem restoration and agricultural applications.

  • Remediation microbes for organic substances (PCE and PFAS remediation);
  • Remediation microbes for inorganic substances (biotransformation and immobilization of various metals);
  • Ecosystem restoration (employment of seed capsules);
  • Urban landscaping (including golf courses, roadside trees, sports fields and gardens);
  • Agriculture (field testing of microbes for use in agricultural systems);
  • Client-driven research (specialized microbe research based on client needs when requested).

About FCS Solutions Ltd. and Oil-Out Ltd.

Each of FCS and Oil-Out have developed microbe-based products used to remove contaminants from surfaces.

  • Oil-Out developed and commercializes Oil-Out, a formulated cleaner designed to use naturally occurring waste-degrading micro-organisms to eliminate a wide range of organic wastes, including hydrocarbons, oils and greases.
  • FCS developed and commercializes Ure-Out, a microbial cleaner for organic waste (urine, pet smells and black mould).

About Dirty Dirt Services Ltd.

Dirty Dirt uses Fixed Earth's and Oil-Out's products to provide in situ remediation services for a wide variety of contaminated site scenarios such as oil and gas properties, brownfield municipal lots, and landfill sites.

The parties to the collaboration agreements are at arm's length with respect to the company. The collaboration agreements and the proposed change of business do not involve any share issuances other than with respect to the common shares of the company to be distributed in connection with the offering (as defined below).

The company's plans and proposed products

In conjunction with the change of business and to better reflect the intended product and service offering of the company, management reconsidered the previously proposed name of Onur Contaminant Solutions and intends to change the company's name to MiGlobe Biosciences Inc. The company will aim to expand its products to worldwide markets for microbe-based solutions under the brand name MiGlobe Biosciences.

The company's proposed primary business will be the marketing and sale of tailor-made microbe and fungus-based products developed by the company's partners and licensed to the company under the collaboration agreements. Microbes can be used for remediation and reclamation of sites and properties that are contaminated or negatively affected by harmful chemicals, as well as for the benefit of the agricultural, forestry, landscaping and plant-growing industries.

The company initially intends to focus on offering soil enhancement and remediation services and catering tailor-made microbes for the agricultural and forestry markets in Canada and the United States, which include numerous segments such as field crop production, forage crops, greenhouse production, landscaping, golf courses, reforestation, wildfire recovery, and municipal or private tree planting and nurseries. As the company grows or opportunities arise, these applications will be offered internationally.

The company intends to distribute its products and provide its services directly to municipalities, public and private organizations in charge of managing sites, and businesses, consumers and end customers. The company's products and services will be offered through the company's website, and will be provided in collaboration with Fixed Earth, Dirty Dirt, Oil-Out and FCS. The company's microbe-related products and services will be carried out and applied on site at the customer's location by the company's partners, which will undertake field operations, customer relationships and training on behalf of the company, while the company manages the business relationships. The company's proposed main products and services are described below.

Microbe development and application

For most applications, microbes are produced in a proprietary manner and packaged in either foil or plastic pouches. Pouches are sized according to the end-user requirements. For larger-scale requirements such as farm fields, the packaging is in sealed buckets. For some applications, a two-section pouch is necessary with microbes and an active ingredient separated and later combined at the time of application. The contents of the pouches are also proprietary. The application usually involves a mixture of water and spraying over the target area or plants. For some small areas, dry application will also work.

The current microbe portfolio available to the company by way of the collaboration agreements includes microbes to tackle contamination generated by hydrocarbons, sulpholane, DIPA, PFAS, PCE/PERCs and metal transformation.

Gelatin seed capsules/seed delivery systems

Gelatin capsules are used for reclamation and restoration of disturbed areas. Each capsule is filled with a mixture of locally sourced seeds and a proprietary mixture of microbes and other ingredients. These seeds are dispersed over a reclaimed area. Each capsule has the ideal combination of seed, microbes and nutrients so that once moisture dissolves the capsule, the seed can germinate and grow quickly. By using locally sourced seeds, the area returns to the typical vegetative state that existed prior to the area disturbance.

Ure-Out and Oil-Out white-labelled products

The company proposes to build upon the existing network and applications for Ure-Out and Oil-Out. The company intends to rebrand and package the products under an exclusive company brand.

With the guidance of Will McInnes, a director of the company, and with the support of the company's advisers, Timothy S. Repas, MSc, PAg, and Daniel Patrick Lanman, the company expects to have an immediate impact on the remediation and reclamation markets.

Mr. McInnes, in particular, has a background in project management certified by PMI (Project Management Institute) in 2019. Mr. McInnes has served as the primary field project manager for various projects across Canada, including the remediation of a former landfill on Vancouver Island, a highway road maintenance yard and an Edmonton pub/parkade. As a founding member of Fixed Earth, Oil-Out and Dirty Dirt, he possesses a unique knowledge of various technologies and their customization for diverse project requirements.

Regulatory and shareholder approval

The change of business is subject to the receipt of all necessary approvals, including, without limitation, regulatory approval from the Canadian Securities Exchange and shareholder approval. There can be no assurance that the change of business will be completed as proposed or at all.

Launch of new Pedro website

The company is pleased to announce the launch of a new website, which provides the public with more detailed information about the company's partners, and its operations and technologies, as well as with respect to the company's proposed change of business.

The company intends to continue updating its website with new developments and information provided by its partners as it becomes available.

Update on private placement of common shares

The company continues to work on its proposed private placement financing of up to 12 million common shares at five cents per common share for aggregate gross proceeds of up to $600,000 announced on Dec. 5, 2023. The company is pleased to report an interest from the public in the offering and continues to hold discussions with potential investors. The company will provide updates as new developments unfold. The company has received approval from the Canadian Securities Exchange for a further 30-day extension to close the offering. Closing of the offering is subject to all customary regulatory and board approvals.

Proceeds from the offering will be used by the company for working capital and for other general and administrative purposes in connection with the company's proposed change of business. All securities issued pursuant to the offering will be subject to a four-month hold period from the date of issue.

Resignation of chief executive officer

The company announces the resignation of Brian Stecyk as chief executive officer of Pedro due to personal and family matters. Mr. Stecyk will remain a director of the company. The board of directors of the company would like to extend its gratitude to Mr. Stecyk for his steadfast guidance and leadership, and wishes the very best for him in the future. Ronald Mercier, a director of the company, has been appointed as interim chief executive officer and interim corporate secretary. The company is in the process of interviewing candidates and selecting a new chief executive officer.

About Pedro Resources Ltd.

Pedro is a Canadian exploration company listed on the Canadian Securities Exchange focused on mineral exploration and development. The company is currently advancing a proposed change of business toward the development of biotechnologies for the remediation and reclamation of contaminated soils.

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