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Midway Gold Corp

US:MDWCQ
No current share price held for this company.

Past year: ▼ 100%(0.00c – 1.04 USD)

Market cap
—
Shares on issue
—
Story beats
36 since 2008
Last event
20 May 2016

Announcements, explained

Each one in plain English, with the numbers worked through for a shareholder.

20 May 2016asset acquisition disposition▼ BadMajor

On May 17, 2016 the subsidiaries completed the previously announced sale of the Pan, Gold Rock, Pinyon, Golden Eagle and other assets to GRP Minerals, on the terms in the May 16 filing. The filing gives no new figures and says nothing about proceeds or treatment of shareholders.

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16 May 2016material agreement▼ BadMajor

On May 13, 2016 the bankruptcy court authorized the subsidiaries to sell the Pan, Gold Rock, Pinyon and Golden Eagle projects and other assets to GRP Minerals for US$5.25 million cash (less cure payments and transfer taxes), with the buyer assuming about US$16.1 million of reclamation liabilities. GRP was the stalking horse bidder and no higher qualifying bid was received; closing was still subject to customary conditions. The filing does not say what happens to shareholders or where proceeds go.

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18 Dec 2015material agreement● NeutralMajor

On Dec 17, 2015 the bankruptcy court-approved sale (order entered Dec 15) closed: Midway's subsidiaries sold their 30% Spring Valley interest and related property to Solidus Resources for US$25 million cash. This completes the pending sale announced Dec 3; the filing does not say where the proceeds go. The CEO is quoted calling it a step in Midway's ongoing reorganization.

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3 Dec 2015material agreement● NeutralMajor

On Dec 1, 2015 Midway's subsidiaries agreed to sell their 30% Spring Valley interest and related property to Solidus Resources (a Waterton affiliate) for US$25 million cash, subject to bankruptcy court approval. This is the interest held in the Barrick joint venture; Waterton is separately buying Barrick's 70%. Nothing in the filing says where the proceeds go.

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2 July 2015listing compliance notice● NeutralMajor

Midway Gold Corp's exchange filed to remove a class of its securities from listing.

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22 June 2015bankruptcy or receivership▼ BadMajor

On June 22, 2015 Midway Gold Corp. and its subsidiaries, including MDW Pan LLP, filed for Chapter 11 bankruptcy in Colorado, with a Canadian recognition proceeding to follow. The filing accelerated the Commonwealth Bank and Hale loans, though the company says enforcement is stayed. The filing text does not say what happens to common shareholders' shares, so their outcome is unresolved.

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26 May 2015debt financing▼ BadMajor

On May 23, 2015 Commonwealth Bank gave notice of an event of default on the Pan credit facility, alleging the Pan borrower failed the cost-to-complete and/or time-to-complete tests for over 30 days after a March 13 waiver expired. The bank reserved rights including demanding immediate repayment; $47.5 million had been drawn, and ending the hedges created a roughly $1.1 million obligation due by June 30, 2015. This reverses the earlier plan of first gold in early 2015.

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21 Apr 2015debt financing▼ BadMajor

On April 17, 2015 the Pan subsidiary (MDW Pan LLP) signed a $10.5 million subordinated secured loan with lenders affiliated with Hale Capital Partners (the Series A preferred holders), at 13.5% interest mostly payable in kind, maturing Sept 30, 2017. Midway and subsidiaries guaranteed it, and it ranks behind the Commonwealth Bank senior facility; this adds debt on top of the Pan bank loan.

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28 Jan 2015resource reserve update● Neutral

Midway furnished to the SEC amended Canadian-standard technical reports on its Spring Valley resource (dated Dec 19, 2014, by Gustavson Associates) and its Gold Rock resource (dated Jan 8, 2015, by Global Resource Engineering), plus a Jan 23, 2015 press release about Spring Valley resource growth. The visible text gives no resource figures, so the size of any change is not stated here; these are amended versions of the 2014 reports noted earlier.

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3 Dec 2014material agreement▲ GoodMajor

On November 26, 2014 the Commonwealth Bank credit agreement was amended again, and on December 1 Midway announced its first draw of $18 million. The company says the project loan was cut from $45 million to $43 million (the $10 million overrun facility stays), that about $55 million of the estimated $76 million Pan construction cost had been spent by Nov 30, and that first gold pour is scheduled for late January 2015 with cash flow expected in March 2015. These are company forecasts, not results.

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8 Oct 2014material agreement● NeutralMajor

On October 3, 2014 MDW Pan amended the Commonwealth Bank credit agreement, changing some definitions and the repayment dates and amounts. Midway also announced it had placed the gold hedges the loan requires: commitments to deliver 80,500 ounces to CBA at a flat US$1,200/oz over 23 months from May 2015, about 13% of estimated life-of-mine production at Pan according to the company. The hedge was described as a required step before drawing on the loan, which still has other conditions to meet.

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12 Sept 2014resource reserve update● Neutral

Midway furnished the NI 43-101 technical report on the Spring Valley resource, dated September 9, 2014 and prepared by Gustavson Associates, which backs the August 12 resource update announcement. The 8-K text itself gives no resource figures.

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21 Aug 2014material agreement● Neutral

On August 18, 2014 Midway approved indemnification agreements with each of its directors and officers, covering expenses, judgments and settlements from proceedings tied to their roles, plus a minimum level of directors' and officers' insurance. This is a governance protection for management; the filing states no financial amounts.

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13 Aug 2014resource reserve update● Neutral

Midway furnished a press release dated August 12, 2014 announcing an updated resource estimate for the Spring Valley project (the Barrick earn-in property). The filing text contains no resource figures, so the size of the change is not known from it.

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24 July 2014debt financing● NeutralMajor

On July 18, 2014 Midway's subsidiary MDW Pan LLP signed a US$55 million senior secured credit facility with Commonwealth Bank of Australia: a US$45 million project finance facility plus a US$10 million cost overrun facility. It is secured by substantially all of the company's and its subsidiaries' assets, is guaranteed by the company, and the project loan is due to be repaid in quarterly payments from Sept 30, 2015 to Mar 31, 2017. Repayment is forced early if economic completion is not reached by Sept 30, 2015 or if a redemption notice is received on the Series A preferred. Interest is the Eurodollar rate plus 3.50-3.75% on the project loan. This supplies the debt funding for the Pan project that earlier filings described as under construction. The filing text was cut off, so the pledge agreement terms are not seen.

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17 June 2014capital raising announcement● Neutral

On June 17, 2014 the underwriters used the over-allotment option in full, buying 3,012,000 more common shares at $0.83 for about $2.5 million. Midway also issued 381,669 more fee shares (a $316,785 consent fee) to the Series A preferred holders. This extends the June 6 offering and adds further dilution for common shareholders.

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6 June 2014capital raising announcement▼ BadMajor

Midway closed the bought-deal offering of 30,121,000 common shares at $0.83 for gross proceeds of $25,000,430. At closing it also issued 3,434,475 fee shares, worth $2,850,613 at the offering price, to the Series A preferred holders for consenting to a sale below US$1.85. This completes the offering announced on May 29, 2014 and dilutes existing common shareholders.

What it means for a shareholder

30.1m new shares at $0.830 to raise about $25.0m. That's 18% dilution: every existing holder's slice gets 18% smaller. If you held $1,000 of shares (1,205 at the issue price), your slice goes from 0.000906% to 0.000739% of the company. To keep it you'd need 273 more shares - about $227 at the issue price.

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30 May 2014resource reserve update● Neutral

Midway furnished the full NI 43-101 technical report on the updated Gold Rock resource estimate (effective May 28, 2014, report dated May 29, 2014), prepared by Global Resource Engineering. This is the detailed report behind the resource increase announced earlier that week. The filing text shown does not include the resource numbers.

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30 May 2014material agreement▼ BadMajor

Midway agreed on May 29, 2014 to a bought-deal offering of 30,121,000 common shares at US$0.83 each, for gross proceeds of about US$25.0 million, with underwriters led by RBC and Haywood plus Canaccord and Cormark. The price is well below the US$1.85 level at which the Series A preferred holders (Hale) must consent, so Midway got their consent on May 14, 2014 and agreed to give them 3,434,474 common shares as a US$2,850,613 fee (more if the over-allotment is used). Preferred holders can also buy up to 7,510,378 shares in the offering. Existing common shareholders are diluted by both the offering and the fee shares. The filing does not state a use of proceeds.

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30 May 2014resource reserve update● Neutral

Midway furnished a press release announcing the filing of the May 29, 2014 technical report on the updated Gold Rock resource estimate. The filing itself adds no figures beyond the resource update already reported.

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29 May 2014resource reserve update▲ GoodMajor

Midway reported an updated resource estimate for Gold Rock, about 10.5 km from its Pan project, now including the 2012-2013 drilling. The estimate, effective May 27, 2014 and prepared by Global Resource Engineering, shows a 65% rise in measured and indicated resources and a 62% rise in inferred resources. This builds on the April 2012 Gold Rock report. The filing calls Pan a 'construction-stage' project, which is new compared with the earlier feasibility-stage picture. Absolute resource figures are not in the text shown.

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30 July 2013material agreement termination● Neutral

Midway voluntarily ended its Sept 2011 at-the-market sales agreement with MLV, under which it could have sold up to 6,000,000 shares, effective July 29, 2013. The filing does not say how many shares were sold under it. It also furnished a July 30, 2013 press release on progress at the Pan Project, whose contents are not in the filing text.

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26 Nov 2012capital raising announcement● NeutralMajor

Midway signed the agreements for the US$70 million Series A preferred placement announced on Nov 21, 2012: 37,837,838 preferred shares at US$1.85 to institutional investors led by INV-MID, LLC (a Hale Capital Partners vehicle), with closing expected on or before Dec 13, 2012. The filing says proceeds are for working capital and general corporate purposes, and no underwriting fees are payable. Terms include 8% dividends, a 125% liquidation preference, 1-to-1 conversion, and preferred consent rights over issuing shares below US$1.85. New in this filing: Midway can force conversion after 1 year if the shares trade above US$3.70 for 20 days, and either side can redeem for cash at US$1.85 after 5 years. Director Nathaniel Klein, a Hale Capital vice president, abstained from approving it.

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21 Nov 2012capital raising announcement▲ GoodMajor

Midway announced a US$70 million private placement of five-year 8% convertible Series A preferred shares at US$1.85, led by Hale Capital Partners, expected to close on or before December 13, 2012. Proceeds are mainly to advance the Pan heap leach project towards production (including ordering long-lead equipment) and engineering studies at Gold Rock. The preferred shares convert 1-to-1 into common shares, carry a 125% liquidation preference, and require preferred holder consent for issuing common shares below US$1.85, so existing shareholders face potential dilution. The company states no hedging or security over assets is involved. This follows the Dec 2011 Pan feasibility study and the July 2012 offering.

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6 July 2012material agreement● NeutralMajor

Midway closed the unit offering announced June 26, raising US$15,694,799 gross through 12,261,562 units at US$1.28, which included a partial exercise of the over-allotment option. It also signed a warrant indenture with Computershare covering the half-warrants (US$1.85 exercise price, 18 months, expiry can be accelerated if shares close above US$2.10 for 20 straight trading days). The proceeds are to advance its projects and for general corporate purposes; this resolves the offering from the June filing.

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27 June 2012material agreement● NeutralMajor

On June 26, 2012 Midway signed an underwriting agreement with RBC Dominion Securities, Haywood Securities and Stifel Nicolaus Canada for 11,750,000 units at US$1.28, for gross proceeds of up to US$15,040,000. Each unit is one share plus a half warrant exercisable at US$1.85 for 18 months, with a 6% cash commission and an over-allotment option of up to 1,762,500 more units. This adds new shares for shareholders, so it dilutes existing holders; closing was expected July 6, 2012.

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11 Apr 2012resource reserve update● Neutral

Midway furnished to the SEC a new technical report on resources for its Gold Rock project in White Pine County, Nevada (dated April 10, 2012, effective February 29, 2012), prepared by Gustavson Associates. It follows the 2011 drilling and verification work planned for Gold Rock, which earlier had only historical estimates. The visible text gives no resource figures, so the size of the estimate is not stated here.

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3 Jan 2012listing compliance notice▼ Bad

Midway told NYSE Amex on January 3, 2012 that it no longer meets the exchange's audit committee rules: George Hawes resigned from the board on November 15, 2011, and the company lost smaller reporting company status on January 1, 2012, leaving two independent audit committee members instead of three. The company expects to regain compliance by appointing a third independent director before its next annual general meeting; no delisting is stated.

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23 Dec 2011resource reserve update▲ GoodMajor

Midway furnished to the SEC a feasibility study for the Pan Gold project (dated December 19, 2011, effective November 15, 2011), the step after the April 2011 pre-feasibility study. The filing states the report is a final feasibility study and that its proven and probable reserve estimates meet the SEC's Guide 7 standards, so Pan now has reserves rather than only resources. The visible text gives no reserve, cost or economic figures.

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3 Nov 2011resource reserve update● Neutral

Midway furnished to the SEC an updated NI 43-101 mineral resource estimate for the Pan Gold project (White Pine County, NV), effective September 1, 2011 and dated November 1, 2011, prepared by Gustavson Associates and Lowham Walsh. The visible text gives no resource figures, so the size of the update compared with the November 2009 estimate is not stated here. It follows the April 2011 pre-feasibility study.

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