Attached files
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| EX-10.1 - INTERIM MILLING AGREEMENT - MAGELLAN GOLD Corp | magellan_10ez1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): November 7, 2017
MAGELLAN GOLD CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Nevada | _333-174287 | 27-3566922 |
(State or other jurisdiction | Commission File | (I.R.S. Employer Identification number) |
2010A Harbison Drive # 312, Vacaville, CA 95687
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (707) 884-3766
______________________________________________________
(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 |
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[ X ]
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 1.01ENTRY INTO MATERIAL DEFINITIVE AGREEMENTS
Interim Milling Agreement
Magellan Gold Corporation (the “Company”)(OTC.QB: MAGE) and Rose Petroleum plc (AIM: ROSE) entered into a stock purchase agreement (“SPA”) pursuant to which the Company will acquire 100% interest in Rose's mineral processing mill operation in San Dieguito de Arriba, Nayarit State, Mexico and its associated assets, licenses and agreements (together, the "SDA Mill"). The SPA transaction was previously reported on the Company’s Current Report on Form 8-K dated September 9, 2017 and filed with the Securities and Exchange Commission on September 12, 2017.
On November 7, 2017 the Company and Rose executed an Interim Milling Agreement (the “Agreement”), with an effective date of November 1, 2017, whereby, pending closing of the SPA transaction, Rose shall cause its subsidiary, Minerales Vane S.A. de C.V., a Mexico corporation (“Vane”), to reopen the SDA Mill and recommence operations. The Company provided working capital funding in the amount of $50,000 and will provide additional working capital if required, and is entitled to receive all positive cash flow generated under the Agreement pending closing of the SPA. All operations of the SDA Mill under this Agreement shall be under the sole control and supervision of Rose and Vane, subject to a budget agreed upon by Rose and the Company. A copy of the Agreement is filed herewith as Exhibit 10.1.
ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS
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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.
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Date: November 8, 2017 | By: /s/ W. Pierce Carson W. Pierce Carson, President |
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