Friday October 25 2019 Corporate update :
This latest news release by Core Gold does not mention the August 8, 2019 date stated in
the Titan Minerals offer circular, and leaves a number of questions unanswered
In the notes to the Pro Forma Financial Statements in the Titan Minerals Offer to Purchase
Core Gold Circular on page 603 (D-5) it states the following :
"c) Titan Minerals Limited - Acquisition of Core Gold's secured debt
On August 8, 2019 Titan assumed all of the outstanding interest bearing secured debt with a total
principal amount US $2.5 million from the holder for US $1.89 million. The secured debt is made up
of the following:
i) promissory notes issued by Core Gold in the aggregate principal of US $1.5 million plus
all accrued interest; and
ii) convertible promissory notes issued by Core Gold in the aggregate principal of US $1.0
million plus all accrued interest"
.
Something seems slightly amiss ..... I guess that is why the TSXV has not approved of the
restructuring of the promissory notes after rescinding their initial approval on Sept 13, 2019.
CORE GOLD PROVIDES UPDATE ON AMENDMENT OF PROMISSORY NOTES AND CONVERTIBLE DEBT
Vancouver, B.C., October 25, 2019 – Core Gold Inc. ("Core Gold" or the "Company") (TSX-V: CGLD, OTCQX: CGLDF) is today providing an update regarding the proposed amendments announced by Core Gold on August 21, 2019 to promissory notes issued by Core Gold in the aggregate principal amount of US$1.5 million (the "Promissory Notes") and (ii) convertible promissory notes issued by Core Gold in the aggregate principal amount of US$1 million (the "Convertible Notes", and together with the Promissory Notes, the "Core Debt").
As announced by Core Gold on August 21, 2019, Core Gold entered into debt extension and amending agreements (the "Agreements") with each of Vertex Managed Value Portfolio and Vertex Enhanced Income Fund (collectively, "Vertex") in order to extend the maturity date of, and make certain amendments to, the Core Debt. The Core Debt is secured by a pledge of all of the issued and outstanding capital of the Company's wholly-owned subsidiary, Elipe S.A.
As announced on August 21, 2019, Core Gold and Vertex agreed to amendments (collectively, the "Amendments") to the Core Debt that would:
- extend the maturity date of the Convertible Notes from March 31, 2019 to March 31, 2020;
- reduce the conversion price of the Convertible Notes from CAD$0.30 per share to CAD$0.18 per Core Gold common share (being a premium to the closing price of CAD$0.165 of Core Gold common shares on the TSX Venture Exchange ("TSX-V") on August 20, 2019, the trading day immediately before the announcement of the Amendments);
- extend the maturity date of the Promissory Notes from March 31, 2019 to March 31, 2021; and
- remove restrictions on the transfer of the Promissory Notes.The Agreements are each subject to the approval of the TSX-V if and as necessary.
Titan Minerals Limited ("Titan Minerals") provided to Core Gold on September 13, 2019 notice that the Core Debt had been assigned to Titan Minerals effective August 21, 2019. At the time of such transfer, Vertex was free to transfer the Core Debt, in its unamended form, without the consent of Core Gold.
As described in the directors' circular dated October 10, 2019 and issued by the directors of Core Gold in response to Titan Mineral's unsolicited formal take-over bid to acquire all of the issued and outstanding common shares of the Company, TSX-V approval is required to amend the terms of the Convertible Notes. The TSX-V initially approved the amendments to the Convertible Notes but rescinded its approval following notification received on September 13, 2019 that the Convertible Notes had previously been transferred to Titan Minerals. Accordingly, the Core Debt is held by Titan Minerals but has not been amended as described above, and the Convertible Notes are not currently convertible into Core Gold common shares and the Core Debt is in default and will remain so unless the Amendments are approved by the TSXV, as required.
Core Gold has made a new application for review and approval of the TSX-V to the amendment of the Convertible Notes, which are now held by Titan Minerals, to extend the maturity date of the Convertible Notes from March 31, 2019 to March 31, 2020 and reduce the conversion price of the Convertible Notes from CAD$0.30 per share to CAD$0.18 per Core Gold common share. TSX-V review is ongoing. TSX-V approval is not required for the amendment of the Promissory Notes.
About Core Gold Inc.
The Company is a Canadian based mining company involved in the mining, exploration and development of mineral properties in Ecuador. The Company is currently focused on gold production at its wholly-owned Dynasty Goldfield Project. Mineral is treated at the Company's wholly-owned Portovelo treatment plant. The Company also owns other significant gold exploration projects including the Linderos and Copper Duke area in southern Ecuador all of which are on the main Peruvian Andean gold-copper belt extending into Ecuador.
For further information please contact:
Mr. Mark Bailey, CEO, Director
Suite 1201 – 1166 Alberni Street
Vancouver, B.C. V6E 3Z3
Phone: +1 (604) 345-4822
Email: info@coregoldinc.com
Source:
coregoldinc.com |
