Mil-Ler Resources & Energy S.A. de C.V. (‘Mil-Ler') agreed to acquire Tonogold Resources, Inc. (OTCPK:TNGL) in a reverse merger transaction on May 8, 2014. The transaction is structured as the acquisition by Tonogold Resources of Mil-Ler in exchange for 541 million Tonogold common shares. As a result of the share exchange, Mil-Ler shareholders will own a 52.6% stake in the combined company. Travis Miller, Mil-Ler's largest shareholder and General Manager, will become Tonogold's largest shareholder holding approximately 26% of the enlarged share capital and will join the Board of Tonogold as an Executive Director. Shareholders of Mil-ler have agreed to a self-imposed trading restriction with 75% of the shares issued being subject to at least a 12-month hold period, 50% an 18-month hold, and 25% subject to a 24-month hold. Tonogold expects to approve the issue of shares to Mil-ler and a 1:10 reverse share split at a meeting of shareholders in June 2014. On July 29, 2014, the 10 for 1 reverse share split was completed. On September 26, 2014, a closing agreement was executed, However, the final acquisition will be completed when the Tonogold shares are issued for the MIL-LER. Eddie Sugar from EAS Advisors, LLC served as the financial advisor to Tonogold Resources while Merriman Capital, Inc. assisted Tonogold in its capital raising requirements in order to fund the acquisition of Mil-ler.

Mil-Ler Resources & Energy S.A. de C.V. (‘Mil-Ler') cancelled the acquisition of Tonogold Resources, Inc. (OTCPK:TNGL) in a reverse merger transaction on December 17, 2015.