Atlanta Gold Inc. (TSXV: ATG; OTC Pink: ATLDF) announces that it has reached agreement with the holders of its $2,050,000 principal amount convertible debentures ("Debentures") and its US$6.1 million principal amount senior secured notes ("Notes") to settle accrued and unpaid interest on the Debentures and Notes totaling C$1,712,885 and to extend the maturity of the Notes by one year. Under the terms of the agreement, 45% of the balance of accrued and unpaid interest will be settled by the issuance of common shares of the Company on the basis of one share for each $0.077 of interest, for a total issuance of 10,010,374 common shares, and the balance of the unpaid interest outstanding will be paid by a cash payment.
The maturity date of the outstanding Notes will be extended by one year to August 31, 2019 and the Notes will be repayable in installments at the rate of 25%, 35% and 40% on August 31st of 2017, 2018 and 2019, respectively. The Company's outstanding options to purchase 6,374.5 ounces of gold at US$1,100 per ounce, previously issued with the Notes, will have their term extended by one year to August 31, 2019 and will vest at the rate of 25%, 35% and 40% on August 31st of 2017, 2018 and 2019, respectively.
Completion of the transaction is subject to the approval of the TSX Venture Exchange and is currently anticipated to be completed in early June, immediately following the completion of the previously announced financing to be completed with Jipangu Inc. (see news release of March 29, 2017). The common shares to be issued in satisfaction of the interest amounts will be subject to a four-month statutory hold period.
About the Company
Atlanta Gold Inc. holds through its
100% owned subsidiary, Atlanta Gold Corporation ("AGC"), leases, options
or ownership interests in its Atlanta properties which comprise
approximately 2,159 acres (8.74 square kilometres) located 90 air
kilometers east of Boise, in Elmore County, Idaho. A long history of
mining makes Atlanta very suitable for development of new mining
projects. The Company is focused on advancing its core asset, Atlanta,
towards mine development and production.
The Company is also focused on advancing its exploration and processing methods on the Neal Property, which is located approximately 15 miles from Boise, Idaho and comprises approximately 192 acres (0.78 square kilometres). The Neal Property's geology is similar to that of the Atlanta Project and it provides the Company with all-season access to further refine the processing equipment and procedures. AGC holds a five-year lease on the Neal Property and has staked an additional seven contiguous claims on public land that was open to mineral entry.
Forward-Looking Information
This news release
contains forward-looking information and forward-looking statements
(collectively "forward-looking statements") within the meaning of
applicable securities laws with respect to the payment of the overdue
interest, and the amendment of the Notes and the gold options. Such are
based upon various assumptions and other factors that management
believes to be reasonable, including that the Company will receive the
requisite approval of the Exchange and the financing with Jipangu Inc.
will be approved by the Company's shareholders and completed in a timely
manner. Forward-looking statements involve known and
unknown risks, uncertainties and other factors that may cause our actual
results to differ materially from those expressed or implied by the
forward-looking statements. Risks and uncertainties that
may cause actual results to vary include the receipt of requisite
approval from the Exchange and, in respect of the Jipangu financing,
from the Company's shareholders, in each case on a timely basis;
fluctuations in the gold price and currency exchange rates; changes in
general economic conditions and in the financial markets; as well as
other risks and uncertainties which are more fully described in the
Company's annual and interim management's discussion and analysis and
other filings by the Company with the securities regulatory authorities,
which are available under the Company's profile at www.sedar.com.
Should one or more risks and uncertainties materialize or should
any assumptions prove incorrect, then actual results could vary
materially from those expressed or implied by the forward-looking
statements and accordingly, readers should not place undue reliance on
the forward-looking statements. Readers are cautioned that the foregoing
lists of risks, uncertainties, assumptions and other factors are not
exhaustive. The forward-looking statements contained
herein are made as of the date hereof and the Company undertakes no
obligation to update publicly or revise any forward-looking statements
contained herein or in any other documents filed with securities
regulatory authorities, whether as a result of new information, future
events or otherwise, except in accordance with applicable securities
laws.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
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