Each one in plain English, with the numbers worked through for a shareholder.
21 Mar 2011material agreement▲ GoodMajor
On March 17, 2011 Global Gold agreed terms with Consolidated Resources USA to jointly develop Toukhmanuk and Getik in Armenia through a new joint venture company. CR is to provide $5.0M in working capital ($500,000 advance now, $1.4M after due diligence, $3.1M monthly as needed). Global Gold's stake would be the greater of 51% or $40.0M of the new company's stock after 12 months. If CR does not proceed, Global Gold has nine months to repay the advance with 6% interest. Hague and Krikorian would sit on the JV board. This is a preliminary agreement and depends on due diligence and definitive documents.
Firebird Avrora Fund, Ltd, Firebird Global Master Fund, Ltd, Firebird Republics Fund, Ltd, Firebird Fund LP, Firebird Avrora Advisors LLC, FGS Advisors, LLC, Firebird Management LLC, Firebird Advisors LDC, James Passin, Harvey Sawikin, Ian Hague, Luba Kostyukova, Steve Gorelik reported a GLOBAL GOLD CORP shareholding of 44,719,915 shares (56.50% of votes) in a periodic institutional filing.
On October 27, 2010 Global Gold agreed to sell 100% of Global Gold Valdivia (the Pureo mining assets in Chile) to Conventus Ltd for $5.0M paid over about four years: $250,000 each by October 31 and November 30, 2010, $500,000 at closing by March 31, 2011, then $1M per year at the end of 2011 to 2014. Conventus wired $250,000 on October 29. There is a $2.5M bonus if 150,000 ounces of gold are produced within seven years. Closing depends on a definitive agreement and on Ian Hague agreeing terms on his royalty. Conventus takes on the August 2011 deadline to begin commercial production. This could end the Chile holding that was taken to 100% in August 2009.
On October 25, 2010, 2,500,000 of the 4,750,000 December 2008 placement warrants were exercised at the reduced price of $0.10, raising $250,000. The company expects the rest to be exercised. This follows the strike price cut from $0.15 and adds new shares.
22 Oct 2010capital raising announcement● NeutralMajor
Three directors' loans plus interest, $5,312,642.95 in total as of October 15, 2010 (Hague $5,052,262.27, Aynilian $154,030.68, Gallagher $106,350), were cancelled and turned into 35,417,620 restricted shares at $0.15 each. This resolves the open question about the Hague advances, which had been $3.21M in 2008, and removes the debt and its interest. For existing shareholders it means dilution, on top of the exercise price of the December 2008 warrants (4,750,000, previously $0.15) being cut to $0.10. Hague's 1.75% NSR on Pureo is unaffected. He is no longer counted as independent, and two independent directors are to be added.
20 Oct 2010material agreement termination▼ BadMajor
Global Gold says Caldera's rights in the Marjan joint venture ended automatically, and that it sent a termination notice on October 7, 2010. It says Caldera told the government it would not meet the licence work requirements, which led to 90-day government termination notices, and that Caldera never delivered the 500,000 shares due after TSX-V approval in June. Global Gold says it hopes to resolve this amicably and keep the licence. Caldera has been disputing this: the filing says reports that the JV stands were issued without Global Gold's approval. This reverses the March 2010 deal. The press release also reports Toukhmanuk shipments restarting, with the first 60-tonne concentrate shipment (about 112 ounces of gold) invoiced October 14, 2010, funded by the $2.5M ABB loan, and says more financing is needed for its larger plans.
On March 26, 2010 Mego Gold, the Armenian subsidiary, signed a non-revolving credit line of 1 billion Armenian drams (about $2.5M) with Armbusinessbank. It is a 5-year loan to March 20, 2015 at 14% on amounts drawn (2% on amounts undrawn), with repayment grace until April 20, 2011. It is for equipment, construction and expanding the Tukhmanuk plant to 300,000 tonnes of ore per year. It is secured by 100% of Mego's shares and its mining right and licence. This is new debt on top of the $450,000 Industrial Minerals advance.
On March 24, 2010 Global Gold signed the amended Marjan joint venture agreement with Caldera Resources, replacing the December 18, 2009 letter agreement. Caldera gets 55% of a new joint venture company and becomes operator, paying all expenses, spending up to US$3.0M, issuing 500,000 Caldera shares and paying US$100,000 by March 30, 2010. Caldera can reach 100% by paying US$2.85M in quarterly payments from September 30, 2010, with Global Gold keeping a 1.5% NSR on the Central zone and 2.5% on the Northern zone. It is still subject to TSX Venture Exchange and board approvals. This turns the earlier letter agreement into a definitive deal. The resource figures are historical Soviet-era estimates.
Farallon Capital Partners, L.P, Farallon Capital Institutional Partners, L.P, Farallon Capital Institutional Partners II, L.P, Farallon Capital Institutional Partners III, L.P, Farallon Capital Offshore Investors II, L.P, Farallon Partners, L.L.C, William F. Duhamel, Richard B. Fried, Daniel J. Hirsch, Monica R. Landry, Davide Leone, Douglas M. MacMahon, Stephen L. Millham, Jason E. Moment, Ashish H. Pant, Rajiv A. Patel, Andrew J. M. Spokes, Thomas F. Steyer, Richard H. Voon, Mark C. Wehrly reported a GLOBAL GOLD CORP shareholding of 2,025,399 shares (4.90% of votes) in a periodic institutional filing.
On February 25, 2010 Global Gold's subsidiary Mego Gold received a $450,000 advance (paid February 26) from Industrial Minerals SA against future gold and silver concentrate sales. In return Mego gives Industrial Minerals exclusive purchase rights to its Armenian concentrate through December 31, 2012 at 85% of London prices (80% until 2,250 metric tons are delivered), plus a security interest in its ore stockpile, and Global Gold guarantees repayment. This is new financing secured on production from Toukhmanuk, with the parent on the hook.
On January 8, 2010 management concluded that the 2008 Form 10-K financial statements should no longer be relied on, after SEC comments about unclear audit coverage of the cumulative since-inception figures. The company says the fix (a 10-K/A) is mainly reclassifications and labelling some earlier figures as unaudited because predecessor auditors audited them, not a substantive change in reported information. It will also change its status from a development stage company to an exploration stage company, which it says does not affect its licences or operations in Armenia or Chile. This continues the earlier financials non-reliance thread.
Farallon Capital Partners, L.P, Farallon Capital Institutional Partners, L.P, Farallon Capital Institutional Partners II, L.P, Farallon Capital Institutional Partners III, L.P, Farallon Capital Offshore Investors II, L.P, Farallon Partners, L.L.C, William F. Duhamel, Richard B. Fried, Daniel J. Hirsch, Monica R. Landry, Davide Leone, Douglas M. MacMahon, Stephen L. Millham, Jason E. Moment, Ashish H. Pant, Rajiv A. Patel, Andrew J. M. Spokes, Thomas F. Steyer, Richard H. Voon, Mark C. Wehrly reported a GLOBAL GOLD CORP shareholding of 2,586,399 shares (6.30% of votes) in a periodic institutional filing.
On December 18, 2009 Global Gold signed a letter agreement with Caldera Resources for a joint venture on its Marjan gold-silver project in Armenia. Caldera can earn 55% by completing a bankable feasibility study or spending US$3.0M, and must pay a US$50,000 non-refundable deposit, issue 500,000 of its own shares to Global Gold, and pay US$100,000 by March 30, 2010 after final documents. This is not final: a definitive agreement still depends on due diligence and approvals. It revives the Marjan JV, which the earlier context recorded as ended. The resource figures in the press release are historical Soviet-era estimates, not a current compliant report.
Farallon Capital Partners, L.P, Farallon Capital Institutional Partners, L.P, Farallon Capital Institutional Partners II, L.P, Farallon Capital Institutional Partners III, L.P, Farallon Capital Offshore Investors II, L.P, Farallon Partners, L.L.C, William F. Duhamel, Richard B. Fried, Daniel J. Hirsch, Monica R. Landry, Davide Leone [See Item, Douglas M. MacMahon, Stephen L. Millham, Jason E. Moment, Ashish H. Pant, Rajiv A. Patel, Andrew J. M. Spokes, Thomas F. Steyer, Richard H. Voon, Mark C. Wehrly reported a GLOBAL GOLD CORP shareholding of 3,243,399 shares (7.90% of votes) in a periodic institutional filing.
Farallon Capital Partners, L.P, Farallon Capital Institutional Partners, L.P, Farallon Capital Institutional Partners II, L.P, Farallon Capital Institutional Partners III, L.P, Farallon Capital Offshore Investors II, L.P, Farallon Partners, L.L.C, William F. Duhamel, Richard B. Fried, Daniel J. Hirsch, Monica R. Landry, Douglas M. MacMahon, Stephen L. Millham, Jason E. Moment, Ashish H. Pant, Rajiv A. Patel, Andrew J. M. Spokes, Thomas F. Steyer, Richard H. Voon, Mark C. Wehrly reported a GLOBAL GOLD CORP shareholding of 3,784,928 shares (9.20% of votes) in a periodic institutional filing.
