8-K
MAGELLAN COPPER & GOLD Corp (MAGE)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 11, 2020
MAGELLAN GOLD CORPORATION(Exact Name of Registrant as Specified in its Charter)
| Nevada | 000-54658 | 27-3566922 |
|---|---|---|
| (State or other jurisdiction<br> of incorporation) | Commission File<br> Number | (I.R.S. Employer Identification number) |
2010A Harbison Dr., #312, Vacaville, CA 95687
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 707-291-6198
______________________________________________________
(Former name or former address, if changed since last report)
| ☐ | Written communications pursuant to Rule 425 under the Securities Act |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities registered pursuant to Section12(b) of the Act:
| Title of each Class | Trading Symbol | Name of each exchange on which registered |
|---|---|---|
| N/A | N/A | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| ITEM 7.01 | REGULATION FD DISCLOSURE |
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On August 11, 2020, Magellan Gold Corporation (the “Company”) issued a press release announcing the Company has received a permit from the U.S. Forest Service to reopen the portals to the Center Star Gold Mine in Idaho. The issuance of the permit will allow Magellan to rehabilitate the roads leading to the Center Star Gold Mine and reopen the mine’s main portal and emergency access portal. The Company will post bond after it receives information from the U.S. Forest Service on the required amount. A copy of the Press Release is filed herewith as Exhibit 99.1
In addition, the Company has finalized its Investor Fact Sheet. A copy of the Investor Fact Sheet is filed herewith as Exhibit 99.2.
The information in this Current Report on Form 8-K furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under that section, and they shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. By filing this Current Report on Form 8-K and furnishing this information pursuant to Item 7.01, the Company makes no admission as to the materiality of any information in this Current Report on Form 8-K, including Exhibit 99.1, that is required to be disclosed solely by Regulation FD.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
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| Item | Title |
| --- | --- |
| 99.1 | Press Release |
| 99.2 | Investor Fact Sheet |
SIGNATURES
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 thereunto duly authorized.
| Magellan Gold Corporation | |
|---|---|
| Date: August 12, 2020 | By: /s/ John C. Power<br><br> <br>Chief Financial Officer |
Exhibit 99.1
Magellan Gold Receives U.S. Forest ServicePermit to Reopen Portals
at Center Star Gold Mine in Idaho
Wallace, ID – August 11, 2020 – Magellan Gold Corporation (OTCQB:MAGE) (“Magellan” or the “Company”), a precious metals exploration and development company, today announced that the Company has received a permit from the U.S. Forest Service to reopen the portals to the Center Star Gold Mine in Idaho.
The issuance of the permit will allow Magellan to rehabilitate the roads leading to the Center Star Gold Mine and reopen the mine’s main portal and emergency access portal. The Company will post bond after it receives information from the U.S. Forest Service on the required amount.
“This is a significant milestone in our plans to advance the Center Star Gold Mine project and to reopen its portals,” said Mike Lavigne, President of Magellan. “Gaining access to the underground workings of Center Star will drive our strategic direction on the project’s future development. We look forward to a continued working relationship with the U.S. Forest Service on Center Star.”
The Center Star Gold Mine, located near the Elk City mining district of Idaho, hosts high-grade gold mineralization that was discovered in the early 1900s, with periodic historic production and development work done under different ownership through the 1980s. It has not had any exploration or development work conducted in the last 35 years. On July 1, 2020, Magellan acquired additional unpatented mining claims to the Center Star Gold Mine, adding 320 acres of land to increase its holding to 620 acres of claims along the Center Star gold trend.
About Magellan Gold Corporation
Magellan Gold Corporation (OTCQB:MAGE) is focused on the exploration and development of precious metals in North America. Magellan’s flagship project is The Center Star Gold Mine in Idaho. We are additionally working to build a collection of operating gold mines in the Western United States. Our goal going forward will be to resume production and expand our resource base to achieve greater market recognition for the benefit of our shareholders.
To learn more about Magellan Gold Corporation, visit www.magellangoldcorp.com.
Cautionary Statement
The United States Securities and Exchange Commission permitsmining companies, in their filings with the SEC, to disclose only those mineral deposits that a company can legally extract orproduce. Under SEC Industry Guide 7 standards, a “final” or “bankable” feasibility study is required toreport reserves. Currently we have not delineated “reserves” on any of our properties. We cannot be certain that anydeposits at our properties will ever be confirmed or converted into SEC Industry Guide 7 compliant “reserves.” Investorsare cautioned not to assume that all or any part of any “resource” estimates will ever be confirmed or converted intoreserves or that they can be economically or legally extracted.
Forward Looking Statements
This release contains “forward-looking statements.”Such statements are based on good faith assumptions that Magellan Gold Corporation believes are reasonable but which are subjectto a wide range of uncertainties and business risks that could cause actual results to differ materially from future results expressed,projected or implied by such forward-looking statements. Factors that could cause actual results to differ from those anticipatedare discussed in Magellan Gold Corporation’s periodic filings with the Securities and Exchange Commission.
Contact:
Magellan Gold Corporation
Mike Lavigne, President & Director
contact@magellangoldcorp.com
Exhibit 99.2
| Investor Relations Contact: | OTCQB:MAGE |
|---|---|
| 888-237-2881 | www.magellangoldcorp.com |
| contact@magellangoldcorp.com | |
| Magellan Gold Corporation (OTCQB: MAGE) is<br> focused on the exploration and development of precious metals in North America. Magellan’s flagship project is the Center<br> Star Gold Mine in Idaho. We are additionally working to build a collection of interests in operating gold mines in the Western<br> United States. Our goal going forward will be to become a gold producer and expand our resource base to achieve greater market<br> recognition and create value for our shareholders. | |
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Focus
| Magellan Gold is focused on the evaluation and development of historic gold mines to identify resources and to expand and develop<br>gold production in undervalued and overlooked projects that have the potential for near-term production. This is a niche opportunity<br>to take several small mines each producing 20-50K ounces a year and create a consolidated mining group with higher than traditional<br>mining industry rates of return. |
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KeyGrowth Drivers
| Bank of America Corp. raised its 18-month gold-price target to $3,000 an ounce -- more than<br>50% above the existing price record -- in a report titled “The Fed can’t print gold.” - Source Bloomberg April<br>21, 2020 |
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UpcomingCatalysts
| · | Seeking USFS permit to rehabilitate the Center Star Mine portal |
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| · | Negotiating with contractors to open the road and open the upper and lower portals to evaluate the condition of existing underground<br>workings |
RecentHighlights
| · | Magellan fortified its land position by adding 320 acres of land to increase its holding to a total of 620 acres of claims<br>along the Center Star gold trend. | |||
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| · | Industry veteran Mike Lavigne named President and Greg Schifrin a successful Idaho geologist named to the Board of Directors. | |||
| Market Snapshot—OTCQB: MAGE | ||||
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| Price: $1.57 (8/05/20) | Avg. Vol: 5K | 52-Wk. Range: $0.20-$2.50 | Shares Outstanding: 5.6M | Market Cap: $8.8M |
| Price and volume<br> quotes from Yahoo! Finance and other sources | ||||
| Magellan Gold Corporation – 2010A Harbison<br> Dr., #312 - Vacaville, CA 95687 - 888-237-2881 - www.magellangoldcorp.com |
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CenterStar Gold Mine near Elk City, Idaho
| · | The Center Star Mine is believed to host high-grade gold mineralization that was discovered in the early 1900s, with periodic<br>historic production and development work done under different ownership through the 1980s. |
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| · | With the presence of high-grade gold mineralization, Magellan will be evaluating the historic mine data to assess the resource<br>potential present at Center Star Mine. |
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| · | The property is located 45 miles from Grangeville, Idaho and near the town of Elk City, Idaho. |
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| · | Gold mineralization at Center Star Mine is hosted in multiple parallel quartz veins in a banded gneiss. |
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| · | The gold at the Center Star Mine occurs in high-grade veins that trend northeasterly and dip steeply to the southeast and are<br>present in a 75’ to 100’ wide sheer zone hosting quartz veins and breccia. |
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| · | The gold-bearing veins were reported to vary from a few inches to 20 feet in width and contain gold from 0.35 ounce per ton<br>gold to multi-ounce per ton gold based on historic mine data. |
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| · | The Center Star Mine has not had any exploration or development work conducted in the last 35 years. |
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ElkCity
| · | Historically, the mines in the Elk City area of Idaho have produced over one and a half million ounces of gold. |
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| · | There are currently several significant exploration projects by active junior mining companies and one operational gold mining<br>project (Endo Mines-Friday Mine) in the Elk City Area. |
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| · | Idaho is a mine-friendly jurisdiction and has become one of the most active gold exploration areas in the US. |
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| · | Magellan Gold is presently evaluating the opportunities in the Elk City area and other mining districts in the Western US. |
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ExperiencedManagement Team
Mike Lavigne, President & Director, has been involved in the mining industry since 1975 when he worked underground for Helca Mining Company. After completing law school, Mr. Lavigne started a registered broker-dealer specializing in mining and resource companies. He was a member and on the board of directors for the Spokane Stock Exchange and was involved in a number of financings for exploration-stage companies. Mr. Lavigne has served in management and board positions for a number of exploration companies with projects in Idaho, Montana, Nevada, Utah, Wyoming and Alaska.
Greg Schifrin, Director, has worked as a geologist and manager for over 36 years in the mining and mineral exploration industry, where he has been involved in precious, base metals, rare earth and uranium exploration and project development. He has provided technical and project management services for hundreds of mining projects of major and junior mining companies, from grassroots through the drilling and development phases. Mr. Schifrin has served as an executive or director at various mining companies, including Idaho Champion Gold Mines USA, Inc. (CSE: ITKO), Blackrock Gold Corp. (TSXV: BRC), WestMountain Gold Inc., Silver Verde May, Cyclone Uranium Corp., U.S. Rare Earth, Inc., and Golden Eagle Mining.
John C. Power, Co-founder, CFO and Director, Mr. Power has served in senior capacities since the Company’s inception in 2010. Mr. Power has 30 years’ experience in managing public and private companies across diverse industries including mining, oil and gas, real estate, broadcasting and a closed-end mutual fund. Mr. Power also is president and a director of Athena Silver Corporation (OTCBB: AHNR) and serves as co-manager of Silver Saddle Resources, LLC., a private exploration company. Mr. Power attended Occidental College and the University of California at Davis.
| Forward Looking Statements: This fact sheet contains “forward-looking<br> statements.” Such statements are based on good faith assumptions that Magellan Gold Corporation believes are reasonable but<br> which are subject to a wide range of uncertainties and business risks that could cause actual results to differ materially from<br> future results expressed, projected or implied by such forward-looking statements. Factors that could cause actual results to differ<br> from those anticipated are discussed in Magellan Gold Corporation’s periodic filings with the Securities and Exchange Commission. |
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