Mr. Ernest Simmons reports
ATLANTA GOLD PROVIDES UPDATE ON REFINANCING AND ANNOUNCES DEBT PRIVATE PLACEMENT
At Atlanta Gold Inc.'s annual and special meeting of shareholders scheduled for June 24, 2015, shareholders will be asked to approve the one-for-10 consolidation of the company's common shares and to approve the issuance to Concept Capital Management Ltd. (CCM) of an amended and restated convertible debenture in the principal amount of $1.5-million.
The terms of the refinancing agreement with CCM were announced in the company's news release of April 2, 2015, pursuant to which the company will refinance $3.25-million of principal and accrued interest owing under the company's outstanding 6-per-cent $3-million principal amount convertible debenture. The amended and restated debenture will bear interest of 10 per cent per year, mature April 1, 2018, and will be convertible at CCM's option following completion by the company of the consolidation at a conversion price equal to the lesser of 17 cents, and the 30-trading-day average of the closing prices immediately following the commencement of trading of the company's shares on the TSX Venture Exchange on a consolidated basis, provided that the conversion price will not be less than 10 cents per share. Under the terms of the refinancing agreement, CCM will also be issued $1.5-million (U.S.) principal amount senior secured notes of the company. The company also intends to complete a private placement of up to $500,000 principal amount convertible debentures, which will have the same terms as and rank equally with the amended and restated debenture to be issued to CCM pursuant to the refinancing agreement. Holders of a majority of the company's outstanding senior secured notes have approved the transactions. Completion of the refinancing transactions, the consolidation and the private placement of additional convertible debentures are subject to the approval of the TSX Venture Exchange.
The debentures, as well as the consolidated common shares issuable on the conversion thereof, and the senior secured notes will be subject to a four-month statutory hold period.
We seek Safe Harbor.
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