Contango ORE, Inc. (“CORE”) (OTCBB: CTGO.PK) announced today that it
filed its Form 10-Q for the quarter ended September 30, 2014 with the
Securities and Exchange Commission.
The Company reported a net loss of $1.0 million or $0.27 per basic and
diluted share for the three months ended September 30, 2014 compared to
a loss of $6.2 million or $1.65 per basic and diluted share for the same
period last year.
The Company also announced that it anticipates filing a proxy statement
soon with the Securities and Exchange Commission to seek approval by the
Company’s stockholders of the previously announced proposed joint
venture with Royal Gold, Inc. (“Royal Gold”) pursuant to a Master
Agreement to advance exploration and development of its Tetlin
properties near Tok, Alaska, and for the election of the Company’s Board
of Directors and related matters at its annual meeting of stockholders.
The Master Agreement provides for the contribution by the Company to the
joint venture of its Tetlin lease and State of Alaska mining claims
prospective for gold and associated minerals, together with other
personal property, which are collectively valued at $45.7 million by the
joint venture.
Upon closing of the Master Agreement, the parties will form a limited
liability company to hold the joint venture assets, and the joint
venture will be managed according to a Joint Venture Agreement. Royal
Gold will invest $5 million initially to fund exploration activity, and
will have the option to earn up to a 40% economic interest in the joint
venture by investing up to $30 million (inclusive of the initial $5
million investment) prior to October 2018. The proceeds of Royal Gold’s
investment will be used by the joint venture for additional exploration
and development of the Tetlin properties.
The Company anticipates seeking approval of its stockholders at its
annual meeting of stockholders to be held in early January. In
connection with the execution of the Master Agreement, Company
stockholders holding beneficial ownership of approximately 39% of the
Company’s stock have agreed to vote in favor of the Royal Gold joint
venture transaction.
About CORE
CORE is a Houston-based company that engages in the exploration in
Alaska for gold and associated minerals. Additional information can be
found on our web page at www.contangoore.com.
About Royal Gold
Royal Gold, together with its subsidiaries, is engaged in the business
of acquiring and managing precious metal royalties, metal streams and
similar interests. As of June 30, 2014, Royal Gold’s portfolio consists
of 201 properties on six continents, including interests on 37 producing
mines and 23 development stage projects. Royal Gold is publicly traded
on the NASDAQ Global Select Market under the symbol “RGLD,” and on the
Toronto Stock Exchange under the symbol “RGL.” Royal Gold’s website is
located at www.royalgold.com.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements concerning the
proposed transaction between the Company and Royal Gold, the expected
timetable for completing the proposed transaction, its financial and
business impact, management’s beliefs and objectives with respect
thereto, and management’s current expectations for future operating and
financial performance. Forward-looking statements regarding the Company
are intended to be covered by the safe harbor "forward-looking
statements" provided by the Private Securities Litigation Reform Act of
1995, based on the Company’s current expectations and includes
statements regarding future results of operations, quality and nature of
the asset base, the assumptions upon which estimates are based and other
expectations, beliefs, plans, objectives, assumptions, strategies or
statements about future events or performance (often, but not always,
using words such as "expects", “projects”, "anticipates", "plans",
"estimates", "potential", "possible", "probable", or "intends", or
stating that certain actions, events or results "may", "will", "should",
or "could" be taken, occur or be achieved). Forward-looking statements
are based on current expectations, estimates and projections that
involve a number of risks and uncertainties, which could cause actual
results to differ materially from those, reflected in the statements.
These risks include, but are not limited to: the risks of the
exploration and the mining industry (for example, operational risks in
exploring for, developing mineral reserves; risks and uncertainties
involving geology; the speculative nature of the mining industry; the
uncertainty of estimates and projections relating to future production,
costs and expenses; the volatility of natural resources prices,
including prices of gold and associated minerals; the existence and
extent of commercially exploitable minerals in properties acquired by
the Company; potential delays or changes in plans with respect to
exploration or development projects or capital expenditures; the
interpretation of exploration results and the estimation of mineral
resources; the loss of key employees or consultants; health, safety and
environmental risks and risks related to weather and other natural
disasters); uncertainties as to the availability and cost of financing;
inability to realize expected value from acquisitions; inability of our
management team to execute its plans to meet its goals; and the
possibility that government policies may change or governmental
approvals may be delayed or withheld, including the inability to obtain
any mining permits. Additional information on these and other factors
which could affect the Company’s exploration program or financial
results are included in the Company’s other reports on file with the
Securities and Exchange Commission. Investors are cautioned that any
forward-looking statements are not guarantees of future performance and
actual results or developments may differ materially from the
projections in the forward-looking statements. Forward-looking
statements are based on the estimates and opinions of management at the
time the statements are made. The Company does not assume any obligation
to update forward-looking statements should circumstances or
management's estimates or opinions change.
ADDITIONAL INFORMATION ABOUT THE PROPOSED TRANSACTION AND WHERE TO
FIND IT
In connection with the proposed transaction, the Company intends to file
a proxy statement and other relevant documents with the SEC regarding
the proposed transaction. INVESTORS ARE URGED TO READ THE PROXY
STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IF AND WHEN
THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT THE PROPOSED JOINT VENTURE. You may obtain a free copy of the
proxy statement (if and when it becomes available) and other relevant
documents filed by the Company with the SEC at the SEC’s website at www.sec.gov.
You may also obtain these documents by contacting the Company at (713)
877-1311 or the Company’s website.
Copyright Business Wire 2014