Item 1.01 Entry Into a Material Definitive Agreement
On March 28, 2022, we received short term financing from a private investor
under a 10% Fixed Convertible Secured Promissory Note in the principal amount of
$400,000 (the "Note"). The Note bears interest at a fixed rate of at 10% per
annum with all principal and interest due at maturity on July 31, 2022. The Note
is secured by a security interest and lien on all equipment located at our Troy
mine in Mariposa County, California. At the option of the investor, and at any
time prior to the maturity date, the principal and interest owing under the Note
may be converted into shares of our common stock at a conversion price equal to
50% of the lowest closing market price for our common stock during the five
trading days preceding the conversion. The investor's ability to convert the
Note is limited such that the investor may not make a conversion to the extent
that, following such conversion, the investor would own more than 25% of our
outstanding common stock. In connection with the issuance of the Note, and as
additional consideration to the investor, our Chairman Richard Carey has agreed
to transfer 4,000,000 shares of our common stock held by him to the investor
within 15 days of the issue date.
A portion of the funding received under the Note will be used to pay the
entirety of the remaining balance due on our purchase of the Troy mine, with the
remaining funds to be used toward the commencement of our mining operations.
The Note, which is filed herewith as Exhibit 10.1, should be reviewed in its
entirety for additional information.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
10.1 10% Fixed Convertible Secured Promissory Note
Cover Page Interactive Data File (embedded within the Inline XBRL
104 document).
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