Atlanta Gold Inc. (TSXV: ATG; OTCQX: ATLDF) announces that it has reached an agreement to amend the terms of its outstanding US$4 million principal amount senior secured notes (“Notes”) to among other things, extend the time for repayment of the Notes by twelve months.
The Notes, which may be amended with the approval of the majority holders of the Notes, were initially issued in August 2013. The majority holders of the Notes and the Company have agreed to amend the Notes to extend the repayment dates by one year, such that the principal amount of the Notes, amortized at 25%, 35% and 40%, will be repayable in cash installments on August 31st of 2015, 2016 and 2017, respectively. The interest accrued on the Notes to August 31, 2014 will be satisfied by the issuance of common shares of the Company, at the rate of one common share for each C$0.05 of accrued interest, which will result in the issuance of 9,006,692 common shares, representing approximately 3.5% of the Company’s currently outstanding shares.
At the time of issuance, purchasers of the Notes also received warrants exercisable at C$0.10 per share to purchase an aggregate of 4,000,000 common shares of the Company until August 31, 2016, and options, exercisable until August 31, 2016, to purchase 95 troy ounces of gold at US$1,125 per ounce for each US$100,000 principal amount of Notes purchased. Holders of the warrants who consent thereto will have the expiry date of their warrants extended to August 31, 2017. The Company retains 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 C$0.25 for 20 consecutive days on which the Company’s shares trade. Holders of gold options who consent thereto will have the number of ounces purchasable under their options increased by 10% and will have the expiry date of their gold options extended to August 31, 2017. Assuming that all holders of gold options agree to the amendment, the aggregate number of ounces subject to the gold options will increase from 3,800 to 4,180 troy ounces.
Two directors of the Company hold, in aggregate, US$500,000 of the Notes, warrants to purchase 500,000 common shares and gold options to purchase 475 troy ounces of gold.
The proposed amendments, including the issuance of shares in satisfaction of accrued interest and the extension of the warrants’ expiry date, are subject to the approval of the TSX Venture Exchange.
The Company also announced that the holder of the Company’s subordinated convertible debenture due December 15, 2016 in the principal amount of C$3 million has asked the Company to redeem the debenture on December 15, 2014, in accordance with the debenture’s early redemption provisions. The debenture is subordinate and junior in right of payment to the Company’s Notes.
