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3. South Mountain Project (Details)
3 Months Ended
Mar. 31, 2017
Details  
Legal Matters and Contingencies

On November 8, 2012, the Company, through its wholly-owned subsidiary South Mountain Mines, Inc., (“SMMI”), and Idaho State Gold Company II, LLC (“ISGC II”) formed the Owyhee Gold Trust, LLC, (“OGT”) a limited liability company. In 2015 and through November 2016, disagreements between SMMI and ISGC II resulted in litigation about the status of OGT.  In November 2016, the parties entered into a Settlement Agreement and Release (“Settlement Agreement”) that resolved outstanding disagreements and provided for a new operating agreement with the following key terms:

 

·         SMMI and ISGC II have 75% and 25% ownership, respectively, in the OGT;

·         Under a new OGT operating agreement, SMMI is the sole manager and all expenses for exploration of the property are to be paid by SMMI;

·         SMMI and OGT also entered into a separate Mining Lease with Option to Purchase (“Lease Option”) under which SMMI has an option to purchase the South Mountain mineral interest for a capped $5 million less royalties paid through the date of exercise.  The option expires in November 2026. If SMMI exercises the option, the option payment $5 million less advance royalties will be distributed 100% to ISGC II. 

·         The Lease Option requires SMMI to pay OGT an annual advanced royalty of $5,000.  Once in production, SMMI will pay OGT 5% of net smelter returns.  Upon exercise of the option, all royalty payments terminate.  The royalty payments received by OGT from SMMI are to be distributed 100% to ISGC II.   SMMI will not share the royalty income.

·         The OGT operating agreement provides that during the lease period when the aggregate amount of distributions to ISGC II for royalties and capped option payment equals $5,000,000, ISGC II’s membership interest in OGT is to be completely and fully liquidated.

 

During 2015 and through the settlement date (November, 6, 2016), the Company managed the South Mountain mineral interests and recognized expenses as Company expenses.