Mr. William Simmons reports
ATLANTA GOLD COMPLETES INITIAL CLOSING OF SECURED NOTES PRIVATE PLACEMENT
Atlanta Gold Inc. has completed the initial closing of its previously
announced private placement of units consisting of senior secured notes and common share purchase warrants. The company issued $4-million (U.S.) principal amount of notes and four million
warrants, for gross proceeds of $4-million (U.S.). The TSX Venture Exchange
has granted the company an extension to Aug. 30, 2013, to complete the
placement of up to an additional five million units.
The notes bear interest at 10 per cent per year, and the principal will be
amortized at 25 per cent, 35 per cent and 40 per cent, repayable in cash
instalments on Aug. 31, 2014, Aug. 31, 2015, and Aug. 31, 2016,
respectively. The notes are secured by the limited recourse guarantee
of the company's subsidiary, Atlanta Gold Corp. (AGC), and by a mortgage of AGC's interest in its Atlanta project.
Each warrant entitles the holder to purchase one common share of the
company for 10 cents per share until Aug. 31, 2016. The company will
have the right to accelerate the expiry date of the warrants if the
closing price of the company's common shares on the TSX Venture
Exchange exceeds 25 cents for 20 consecutive days on which the company's
shares trade.
Noteholders received options exercisable until Aug. 31, 2016, to
purchase a total of 95 troy ounces of gold at $1,125 (U.S.) per ounce
for every 100,000 units purchased ($100,000 (U.S.)). Of the total ounces
optioned per 100,000 units, 23.75 ounces (25 per cent) will vest on Aug. 31,
2014, 33.25 ounces (35 per cent) will vest on Aug. 31, 2015, and 38 ounces
(40 per cent) will vest on Aug. 31, 2016.
Eric Sprott purchased 2.2 million units and Concept Capital Management
Ltd. purchased 1.3 million units. Two directors of the company purchased
a total of 500,000 units. The company paid a finder's fee of
$140,000 (U.S.) in connection with the initial closing. All securities
issued on closing of the initial tranche are subject to a four-month
statutory hold period that will expire on Dec. 20, 2013.
Net proceeds from the offering will be used for exploration, the excavating
and test processing of bulk samples, environmental permitting,
engineering, and development in respect of the Atlanta project, payment
of liabilities, implementation of the supplement plan of operations, and
general working capital purposes.
We seek Safe Harbor.
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