UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC
20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) June 17, 2014
SANTA FE GOLD CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction
of Incorporation)
001-12974 | 84-1094315 |
(Commission File Number) | (IRS Employer Identification No.) |
6100 Uptown Blvd NE, Suite
600
Albuquerque, NM 87110
(Address of Principal
Executive Offices)(Zip Code)
Registrant's Telephone Number, Including Area Code (505) 255-4852
(505) 255-4852 FREE | (505) 255-4852 FREE |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-49(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement
On June 17, 2014, Santa Fe Gold Corporation (the Company) entered into Amendment No. 1 to the Amended and Restated Option over Mogollon Property Agreement dated March 6, 2014 (Mogollon Option) with Columbus Exploration Corporation (Columbus) (formerly Columbus Silver Corporation). Under the Mogollon Option, the Company has the right to acquire 100% interest in the Mogollon Project, Catron County, New Mexico, by paying the option amount of $950,000. Amendment No. 1 defers the due date of the option payment, from June 21, 2014 until November 21, 2014. Pursuant to the amendment, Santa Fe also must make two non-refundable payments to Columbus, the first in the amount of $12,350 due immediately and the second in the approximate amount of $59,000 due the earlier of exercise of the option or November 21, 2014.
Copies of the press release and Amendment No. 1 to the Mogollon Option are furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein.
Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
The following exhibits are filed herewith:
Exhibit
Number | Description |
99.1 | |
99.2 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized.
SANTA FE GOLD CORPORATION
(Registrant)
Date: June 19, 2014 | /s/ W. Pierce Carson |
W. Pierce Carson | |
Chief Executive Officer |
6100 Uptown Blvd NE, Suite 600, Albuquerque, New Mexico 87110 | Tel: 505-255-4852 | www.santafegoldcorp.com
Santa Fe Gold Extends Mogollon Option
ALBUQUERQUE, New Mexico June 18, 2014 Santa Fe Gold Corporation (OTCBB: SFEG) today announced it has reached agreement with Columbus Exploration Corporation (CLX-TSX-V) to extend the term of the Mogollon option until November 21, 2014. By making a final option payment of $950,000, Santa Fe may earn 100% interest in the Mogollon Project, Catron County, New Mexico. The Mogollon Project encompasses most of the Mogollon district in southwest New Mexico, which has substantial recorded historical production of silver and gold. The project fits Santa Fes strategic objective of developing new ore sources for processing though its Lordsburg flotation mill.
Pierce Carson, CEO, commented, The Mogollon Project has potential to add substantial future value to a consolidated mining and processing operation in southwest New Mexico.
The Mogollon option agreement was announced on Mar rch 11, 2014. The amendment extends the option exercise date from June 21, 2014 until November 21, 2014. The exercise price of $950,000 remains unchanged. Pursuant to the amendment, Santa Fe must make two non-refundable payments to Columbus Exploration, the first in the amount of $12,350 due immediately and the second in the amount of $59,000 due the earlier of exercise of the option or November 21, 2014.
A copy of the amendment to the Mogollon option agreement is included as an Exhibit to Santa Fes Current Report on Form 8-K, which it will file promptly with the SEC and will be available at www.sec.gov.
About Santa Fe Gold
Santa Fe Gold is a
U.S.-based mining enterprise with precious metals projects in New Mexico. Santa
Fe controls: (i) the Summit mine and Lordsburg mill in southwestern New Mexico;
(ii) a substantial land position near the Lordsburg mill, comprising the core of
the Lordsburg Mining District; (iii) the Mogollon gold-silver project, within
trucking distance of the Lordsburg mill; (iv) the Ortiz gold property in
north-central New Mexico; (v) the Black Canyon mica depos sit near Phoenix,
Arizona; and (vi) a deposit of micaceous iron oxide (MIO) in western Arizona.
Santa Fe Gold intends to build a portfolio of high-quality, diversified mineral
assets with an emphasis on precious metals.
To learn more about Santa Fe Gold, visit www.santafegoldcorp.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements and
forward-looking information (collectively, forward-looking statements) within
the meaning of applicable US securities legislation. All statements, other than statements of
historical fact, included herein are forward-looking statements. Although the
Company believes that such statements are reasonable, it can give no assurance
that such expectations will prove to be correct. Forward-looking statements are
typically identified by words such as: believe, expect, anticipate, intend,
estimate, postulate and similar expressions, or are those, which, by their
nature, refer to future events. The Company cautions investors that any
forward-looking statements by the Company are not guarantees of future results
or performance, and that actual results may differ materially from those in
forward looking statements as a result of various factors, including, but not
limited to, variations in the nature, quality and quantity of any mineral
deposits that may be located, variations in the market price of any mineral
products the Company may produce or plan to produce, the Company's inability to
obtain any necessary permits, consents or authorizations required for its
activities, the Company's inability to produce minerals from its properties
successfully or profitably, to continue its projected growth, to raise the
necessary capital or to be fully able to implement its business strategies, and
other risks and uncertainties disclosed in the Companys Annual Report on Form
10-K for the year ended June 30, 2013 and its most recent quarterly reports
filed with the United States Securities and Exchange Commission (the SEC), and
other information released by the Company and filed with the appropriate
regulatory agencies. All of the Company's US public disclosure filings may be
accessed via www.sec.gov and readers are urged to review these materials.
Contact:
Santa Fe Gold Corp
Pierce Carson,
President and Chief Executive Officer
(505) 255-4852
AMENDMENT NO. 1 TO
AMENDED AND RESTATED
OPTION OVER MOGOLLON PROPERTY
AGREEMENT
THIS AMENDMENT NO. 1 to AMENDED AND RESTATED OPTION OVER MOGOLLON PROPERTYAGREEMENT (this Amendment) made effective this 17th day of June 2014 (the Effective Date).
AMONG:
SANTA FE GOLD CORPORATION, a Delaware company with an office located at 6100 Uptown Blvd NE, Suite 600 Albuquerque, New Mexico 87110 (the Optionee)
AND:
COLUMBUS EXPLORATION CORPORATION (formerly known as Columbus Silver Corporation), a British Columbia company with an office located at 1090 Hamilton Street, Vancouver, British Columbia, V6B 2R9 (CLX)
AND:
COLUMBUS SILVER (U.S.) CORPORATION, a Nevada company with an office located at 573 E. Second Street, Reno, Nevada, 89502 (CSCUSA and together with CXL, the Optionors)
WHEREAS:
A. |
The parties entered into the Amended and restated Option Over Mogollon Property Agreement with an effective date of March 6, 2014 (the Restated Agreement); |
B. |
The parties desire to amend and supplement the Restated Agreement, all upon the terms and subject to the conditions contained herein. |
NOW THEREFORE THIS AMENDMENT WITNESSES THAT in consideration of the premises, the mutual covenants herein set forth and the sum of One Dollar ($1.00) of lawful money of the United States of America now paid by the Optionee to the Optionors, the receipt and sufficiency of all of the foregoing being acknowledged by the parties hereto, the parties hereto do hereby mutually covenant and agree as follows:
1. |
Section 1.2, Term of Option, of the Restated Agreement, is hereby amended to read in its entirety as follows: | |
1.2 |
Term of Option. The Option shall remain in force during the term of this Agreement until November 21, 2014 (the Option Period). |
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2. |
Section 2.1, Payments and Obligations, of the Restated Agreement, is hereby amended to read in its entirety as follows: | |||
2.1. |
Payments and Obligations. In order to maintain the Option in good standing and to earn the interest in the Underlying Agreements, Property, and herein provided, the Optionee must duly complete the following: | |||
(a) |
the Optionee must pay to CSCUSA an aggregate of US$1,011,340 on the following schedule (collectively, the Payments): | |||
(i) |
US$12,350 on or before June 17, 2014. For greater certainty, by entering into this Agreement, the Optionee agrees to pay the US$12,350 and such payment is a firm commitment and is not optional or refundable under any circumstance, including, without limitation, if this Agreement is terminated pursuant to the terms hereof; and | |||
(ii) |
Optionee will have until November 21, 2014 to pay US$950,000 (the Second Payment) and, for greater certainty, the payment of the Second Payment in such circumstance is to be at the option of the Optionee at its sole discretion; and | |||
(iii) |
US$48,990 in consideration for all mining claim maintenance, rental fees, property and other taxes, and other payments that were otherwise due prior to June 17, 2014 to the appropriate government agency or agencies including without limitation the United States Bureau of Land Management and Catron County, New Mexico in order to keep the Property or the Water Rights and Appurtenances in good standing. Optionee shall make such payment either (i) upon exercise of the Option; or (ii) no later than November 21, 2014. For greater certainty, such payment is a firm commitment and is not optional or refundable under any circumstance, including, without limitation, if this Agreement is terminated pursuant to the terms hereof. | |||
(b) |
the Optionee must pay to CSCUSA (collectively, the Obligations) the following amounts (and for greater certainty, if such amounts have been already paid by CSCUSA on behalf of the Optionee, the Optionee shall reimburse such amounts to CSCUSA after receiving evidence of payment thereof) either (i) upon exercise of the Option; or (ii) no later than November 21, 2014, which Obligations are exclusive of Payments and will not be credited as Payments hereunder (save and except for a one- time credit in favour of the Optionee in the amount of US$2,350 which shall be deducted from the aggregate of such payments due in connection with the Obligations defined hereunder), and are not optional or refundable under any circumstance, including, without limitation, if this Agreement is terminated pursuant to the terms hereof: |
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(i) |
all mining claim maintenance, rental fees, property and other taxes, and other payments that would be otherwise due either prior to the exercise of the Option or by November 21, 2014, as applicable, to the appropriate government agency or agencies including without limitation the United States Bureau of Land Management and Catron County, New Mexico in order to keep the Property or the Water Rights and Appurtenances in good standing; | |||
(ii) |
all amounts of money that would be otherwise due either prior to the exercise of the Option or by November 21, 2014, as applicable, and payable to the other party or parties to the Underlying Agreements in order to keep such agreements in good standing, including without limitation lease and rent payments, taxes, royalty and advance royalty payments, option payments, and so forth; | |||
(c) |
promptly complete any and all notice and recording requirements in connection with this Agreement or the Underlying Agreements for which requirements CSCUSA has given the Optionee written notice adequately describing such requirements, and to promptly provide copies of such filings to CSCUSA; | |||
(d) |
In its sole discretion, Optionee may prepay any of the Payments or Obligations set forth in paragraphs 2.1(a) and (b) above. | |||
3. |
Section 8.5, Termination Obligations, of the Restated Agreement, is hereby amended to read in its entirety as follows: | |||
8.5 |
Termination Obligations. If this Agreement is terminated pursuant to the terms hereof prior to the exercise of the Option, the Optionee will (collectively, the Termination Obligations): | |||
(a) |
deliver to the Optionors as soon as possible after receipt of written request from the Optionors copies (including without limitation hard copies, and copies in electronic or digital format) of all reports, maps, drill logs, assay results and any other relevant technical data compiled by or otherwise in the possession of the Optionee with respect to the Property; | |||
(b) |
remove from the Property within twelve (12) months of the date of termination all mining facilities erected, installed or brought upon the Property by or at the instance of the Optionee, and any such mining facilities remaining on the Property after the expiration of the said period will, without compensation to the Optionee, become the property of the Optionors; | |||
(c) |
complete any Obligations (including, without limitation, paying or reimbursing to CSCUSA any payments that are defined as Obligations hereunder) that are due prior to the date of termination; and |
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(d) |
if not already paid, pay to CSCUSA the US$48,990 Payment set out under Subsection 2.1(a)(iii) prior to the date of termination. |
4. |
Except as amend and supplement hereby, the Restated Agreement remains in full force and effect. |
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IN WITNESS WHEREOF the parties hereto have hereunto executed these presents this 17th day of June, 2014.
COLUMBUS EXPLORATION | SANTA FE GOLD CORPORATION | |
CORPORATION | ||
/s/ Pierce Carson | ||
/s/ Robert Giustra | Pierce Carson | |
Robert Giustra | President and CEO | |
President and CEO | ||
COLUMBUS SILVER (U.S.) | ||
CORPORATION | ||
/s/ Robert Giustra | ||
Robert Giustra | ||
President |