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EX-99.1 - EXHIBIT 99.1 - GOLDEN QUEEN MINING CO LTDtv479606_ex99-1.htm






Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934


Date of Report: November 14, 2017

(Date of earliest event reported)


Golden Queen Mining Co. Ltd.

(Exact name of registrant as specified in its charter)


Commission File Number: 001-21777




British Columbia, Canada   Not Applicable
(State or other jurisdiction of incorporation)   (IRS Employer Identification No.)


#2300 – 1066 West Hastings Street, Vancouver, British Columbia, Canada, V6E 3X2

(Address of principal executive offices, including zip code)


(778) 373-1557

(Registrant’s telephone number, including area code)


Not Applicable

(Former name or former address, if changed since last report)


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:


¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 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-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


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 2.02.Results of Operations and Financial Condition.


On November 14, 2017, Golden Queen Mining Co. Ltd. (the “Company”) issued a press release announcing its quarterly results for the third quarter ended September 30, 2017. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.


Item 7.01Regulation FD Disclosure.


On November 14, 2017, the Company issued a press release entitled “Golden Queen Announces Third Quarter 2017 Financial and Operating Results; Announces a US$25 million Rights Offering; Golden Queen Restructures Loan Agreement”. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.


In accordance with General Instruction B.2 of Form 8-K, the information in this report, including the exhibits attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“the Exchange Act”), nor shall such information 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 a filing.


Caution With Respect To Forward-looking Statements:


The information in the press news includes certain "forward-looking statements". All statements in the press release, other than statements of historical fact, including, without non-GAAP financial measures, limitation, timing of the ramp-up phase, strip ratios, main pit plans, grade reconciliation plans, mining of waste in preparation of an area for future mining and other statements related to plans and intentions with respect to activities on the Project are forward-looking statements. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from statements in this news release regarding our intentions include, without limitation, risks and uncertainties regarding: accidents, equipment breakdowns; changes in planned work resulting from logistical, technical or other factors; that results of operations on the Project will not meet projected expectations due to any combination of technical, or operational factors; that current early production stage results, including flow rates and ore quality, are indicative of results over time; and other risks and uncertainties disclosed in the section entitled "Risk Factors" contained in our Annual Report on Form 10-K for the year ended December 31, 2016. Investors are cautioned that forward-looking statements are not guarantees of future performance and, accordingly, investors should not put undue reliance on forward-looking statements. Any forward-looking statement made by the Company in the press release is based only on information currently available to us and speaks only as of the date on which it is made.


Item 9.01Financial Statements and Exhibits.




  Exhibit No.   Description
  99.1   Press Release of Golden Queen Mining Co. Ltd. dated November 14, 2017.*


* Furnished to not filed with the SEC pursuant to Item 7.01 above.







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 hereunto duly authorized.


  Date: November 14, 2017    

/s/ Brenda Dayton


Brenda Dayton

      Corporate Secretary







Exhibit No.   Description
99.1   Press Release dated November 14, 2017.*


* Furnished to not filed with the SEC pursuant to Item 7.01 above.