CORVUS GOLD INC.
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(Name of Issuer)
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Common Shares
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(Title of Class of Securities)
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221013105
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(CUSIP Number)
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Kandimathie Christine Ramon
AngloGold Ashanti Limited
112 Oxford Road
Houghton Estate
Johannesburg, 2198
South Africa
+27 (0)11 637-6019
With a copy to:
George A. Stephanakis, Esq.
Cravath, Swaine & Moore LLP
CityPoint
One Ropemaker Street
London EC2Y 9HR
United Kingdom
+44 (0)20 7453 1000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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September 14, 2021
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(Date of Event which Requires Filing of this Statement)
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1
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NAMES OF REPORTING PERSONS
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AngloGold Ashanti Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC, OO (See Item
3)
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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South Africa
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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24,774,949 (See Item 5)
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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24,774,949 (See Item 5)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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24,774,949 (See Item 5)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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19.5%(1) (See Item 5)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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HC, CO
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(1) |
Percentage ownership is based on an aggregate number of 127,003,470 common shares of the Issuer outstanding as of September 10, 2021 (based on information furnished by the Issuer to certain of the Reporting Persons).
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1
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NAMES OF REPORTING PERSONS
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AngloGold Ashanti (U.S.A.) Exploration Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC, OO (See Item
3)
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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|||
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||||
8
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SHARED VOTING POWER
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24,774,949 (See Item 5)
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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24,774,949 (See Item 5)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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24,774,949 (See Item 5)
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||||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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||||
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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19.5%(1) (See Item 5)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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(1) |
Percentage ownership is based on an aggregate number of 127,003,470 common shares of the Issuer outstanding as of September 10, 2021 (based on information furnished by the Issuer to certain of the Reporting Persons).
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Exhibit 99.15
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Press Release, dated as of September 13, 2021 (filed herewith).
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AngloGold Ashanti Limited
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By:
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/s/ Kandimathie Christine Ramon | ||
Name: |
Kandimathie Christine Ramon
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Title: |
Chief Financial Officer
& Executive Director
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AngloGold Ashanti (U.S.A.) Exploration Inc.
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By:
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/s/ Timothy Thompson | ||
Name: |
Timothy Thompson
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Title: |
Director & President
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AngloGold Ashanti Limited
(Incorporated in the Republic of South Africa)
Reg. No. 1944/017354/06
ISIN: ZAE000043485 – JSE share code: ANG
CUSIP: 035128206 – NYSE share code: AU
(“AngloGold Ashanti”)
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Corvus Gold Inc.
(Incorporated in British Columbia, Canada)
TSX: KOR
NASDAQ: KOR
(“Corvus”)
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● |
All-cash consideration of C$4.10 per share represents a premium of approximately 26% to the closing price of Corvus common shares on the TSX on 12 July 2021, the day prior to the announcement that AngloGold
Ashanti submitted a non-binding proposal to Corvus, and a premium of approximately 59% to the closing price of Corvus common shares on the TSX on 5 May 2021, the day prior to the announcement of the loan agreement and exclusivity;
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Strong shareholder support with voting support agreements from Sprott Funds Trust and the management and directors of Corvus, for the common shares and options held by such parties which collectively represent
approximately 34.7% of Corvus’ issued and outstanding common shares (on a fully diluted basis and excluding shares held by AngloGold Ashanti);
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All-cash offer that is not subject to any financing conditions; and
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The Transaction provides certainty of value, removing future dilution, commodity, development, and execution risk.
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Further consolidates the Beatty District, one of the largest new gold districts discovered in Nevada and a premier mining jurisdiction globally;
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Establishes a relatively low-cost and low-risk production base from North Bullfrog in the near-term that will then enhance the development of AngloGold Ashanti and Corvus’ assets to build a meaningful production
base from the broader Beatty District in the medium and longer term. North Bullfrog is a well advanced project with a Feasibility Study and permitting targeted for completion in 2023 and first gold production potentially in the next three to
four years; the mine will provide an initial production area that will support the development and funding of the other Beatty District projects;
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● |
The combination of the Corvus deposits (North Bullfrog, Lynnda Strip, and Mother Lode) with those of AngloGold Ashanti (Silicon, Merlin, Transvaal and Rhyolite) provides the opportunity to integrate
infrastructure and processing facilities, that includes utilising a shared heap leach facility for the Silicon, Merlin (including Lynnda Strip) and oxide portion of Mother Lode deposits, staged capital development with a reduced initial
capital outlay, and increased scale to create synergies and realise the maximum potential from these assets. Additionally, the combination of the sulphide potential of AngloGold Ashanti’s Silicon and Corvus’ Mother Lode deposits presents an
opportunity to unlock future value via the synergies of a combined operation;
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The addition of the Corvus deposits immediately increases AngloGold Ashanti’s Mineral Resources. Study work will be initiated at North Bullfrog with the expectation to add it to AngloGold Ashanti’s Reserves by
the end of 2022. Upon closing of the Transaction AngloGold Ashanti will integrate the acquired Mineral Resources based on its own technical parameters established for the Beatty District;
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The increased landholding across the Beatty District provides opportunities for further exploration and upside potential; and
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Consolidation of the Beatty District will have several sustainability benefits, including the opportunity to optimise surface infrastructure requirements thus minimising the overall operational and environmental
footprint, in addition to other benefits through enhanced community and stakeholder engagement.
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AngloGold Ashanti Contacts
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Media
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Julie Bain
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+27 66 364 0038
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jbain@anglogoldashanti.com
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Chris Nthite
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+27 83 301 2481
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cnthite@anglogoldashanti.com
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Investors
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Yatish Chowthee
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+27 78 364 2080
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yrchowthee@anglogoldashanti.com
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Fundisa Mgidi
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+27 82 821 5322
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fmgidi@anglogoldashanti.com
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Corvus Contacts
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Investor Relations
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Ryan Ko
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+1 844 638 3246 or +1 604 638 3246
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info@corvusgold.com
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