Subsequent Events |
6 Months Ended |
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Jun. 30, 2025 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 8 - SUBSEQUENT EVENTS
On July 15, 2025, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with AngloGold Ashanti (U.S.A.) Holdings Inc., a Delaware corporation (“Parent”); Exploration Inc., a Nevada corporation and a wholly-owned subsidiary of Parent (“Merger Sub”); and joined by AngloGold Ashanti Holdings plc, a public limited company existing under the laws of the Isle of Man (“HoldCo”), for the limited purposes specified in the Merger Agreement. The Parent and Merger Sub are indirect wholly-owned subsidiaries of AngloGold Ashanti plc (“AngloGold Ashanti”) and HoldCo is a direct wholly-owned subsidiary of AngloGold Ashanti. Upon consummation of the Merger, Merger Sub will cease to exist as a separate entity, and the Company will become a wholly-owned subsidiary of Parent.
Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each outstanding share of common stock of the Company (other than shares owned by the Parent, Merger Sub or any of their respective subsidiaries (which shares shall be cancelled) and shares with respect to which appraisal rights are properly exercised and not withdrawn under the Nevada Revised Statutes), will automatically be converted into the right to receive C$1.70 in cash, without interest. Following the Effective Time, the Company’s securities will be delisted from the Toronto Stock Exchange, will cease to be quoted on the OTCQB Venture Market, and will be deregistered under the Securities Exchange Act of 1934. This transaction was disclosed in a Current Report on Form 8-K filed with the SEC on July 17, 2025.
On July 31, 2025, the Company executed an amended Schedule A to the Amended and Restated Note (the “Amended Schedule A”). The Amended Schedule A evidenced Augusta Investments loaning the Company: (i) an additional $1,050,000, comprised of $1,000,000 in principal advanced from Augusta Investments to the Company plus an earned origination fee of $50,000, effective as of June 25, 2025; and (ii) an additional $3,150,000, comprised of $3,000,000 in principal advanced from Augusta Investments to the Company plus an earned origination fee of $150,000, effective as of July 31, 2025. Pursuant to the terms agreed to in the Amended Schedule A, in the event that the Merger is terminated and does not close, the origination fees for these advances will be credited toward interest due under the Amended and Restated Note. |