Contango Ore, Inc. acquired Alaska Gold Torrent, LLC from CRH Funding II Pte. Ltd. for $30 million.
August 24, 2021
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Contango Ore, Inc. (OTCPK:CTGO) acquired Alaska Gold Torrent, LLC from CRH Funding II Pte. Ltd. for $30 million on August 24, 2021. The initial payment at closing to CRH will be $5 million in cash and a $6.3 million promissory note payable by CORE, with a maturity date of February 28, 2022. The Promissory Note is secured by the Interests. If, prior to the Maturity Date, CORE completes a public offering of newly issued CORE common stock and obtains a listing of the CORE common stock on the NYSE American, CORE will pay the Promissory Note through the issuance to CRH of CORE common stock valued at (x) if available, the per share price in the public offering, or (y) the per share price representing a 10% discount to the 30-day volume-weighted average share price as of the Maturity Date. If the public offering is not completed or the CORE Common Stock is not listed on the NYSE American on or before the Maturity Date, CORE will pay the Promissory Note in cash. In addition to the cash consideration, if production on the Lucky Shot Prospect meets two separate exploration and/or production thresholds, then CORE will pay CRH additional consideration. If the first threshold of (1) an aggregate mineral resource equals 500,000 ounces of gold or (2) CORE produces and receives an aggregate of 30,000 ounces of gold (which includes any silver based on a 1:65 gold:silver ratio) is met, then CORE will pay CRH $5 million in cash and $3.75 million in newly issued shares of CORE common stock. If the second threshold of (1) an aggregate mineral resource equals 1,000,000 ounces of gold or (2) CORE produces and receives an aggregate of 60,000 ounces of gold (which includes any silver based on a 1:65 gold:silver ratio) is met, then CORE will pay CRH $5 million in cash and $5 million in newly issued shares of CORE common stock. The shares of CORE common stock will be issued based on the 30-day volume weighted average price for each of the thirty trading days immediately prior to the satisfaction of the relevant production goal. CORE is also committing to spend an aggregate of $10 million prior to the 36th month anniversary of the closing date toward the existence, location, quantity, quality, or commercial value of mineral deposits in, under and upon the Lucky Shot Prospect (Exploration Expenditures), with at least $5 million being spent during the first 18 month after the closing date. Further, after CORE has made further exploration, mining, and development expenditures on the Lucky Shot Prospect of at least $5 million (in addition to the $10 million of required Exploration Expenditures described above), CORE will be permitted to assign, and be relieved of, its additional consideration payment obligations under the purchase agreement.
Contango Ore, Inc. (OTCPK:CTGO) completed the Alaska Gold Torrent, LLC from CRH Funding II Pte. Ltd. on August 24, 2021.
Contango ORE, Inc. is engaged in exploration for gold ore and associated minerals in Alaska. The Company conducts its operations through three primary means. The Company has an approximately 30% membership interest in Peak Gold, LLC, which leases approximately 675,000 acres from the Tetlin Tribal Council. Its subsidiary, Alaska Gold Torrent, LLC, leases the mineral rights to approximately 8,600 acres of the State of Alaska and patented mining claims for exploration from Alaska Hard Rock, Inc. Its subsidiary, Contango Minerals Alaska, LLC, separately owns the mineral rights to approximately 145,280 acres of State of Alaska mining claims for exploration, including approximately 69,780 acres located immediately northwest of the Peak Gold JV Property, approximately 14,800 acres located northeast of the Peak Gold JV Property, approximately 52,700 acres of new property in the Richardson district of Alaska and approximately 8,000 acres located to the north and east of the Lucky Shot Property.