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GOLDARC RESOURCES LIMITED — Capital/Financing Update 2012
May 23, 2012
64961_rns_2012-05-23_2746c307-512e-4c7f-9b80-356373b83e22.pdf
Capital/Financing Update
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ASX ANNOUCEMENT
MUTUAL TERMINATION OF LA JOLLA FUNDING AGREEMENT
La Jolla funding Agreement and Convertible Note
Torian is pleased to announce the termination of the La Jolla funding agreement, the cancellation of the convertible note and the execution of an agreement that releases Torian from all further obligations to La Jolla.
In August 2011 Torian entered an agreement with La Jolla Investors Inc for the provision of US$3million by means of monthly advances over a period of about 15 months. To date Torian has received $1.5 million. Approximately $1.25 million has been repaid or converted to shares leaving $249,450 unconverted.
The company and La Jolla have been in dispute for sometime concerning the manner of the converting and trading of La Jolla. The last funds received from La Jolla were in February 2012. To support La Jolla’s security Torian had issued a convertible note in a sum of $1.5 million.
The company and La Jolla have agreed to settle a termination of the funding agreement on the following key terms;
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The company will immediately issue to La Jolla 133.333 million ordinary shares in the company calculated at AUD0.0015 per share (the “Settlement Shares”), which represents a settlement payment of US$200,000.
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La Jolla has agreed not sell any of the Settlement Shares during the sixty (60) days following the settlement and to limit its sales to the greater of $14,000 per month, or seven percent (7%) of the Settlement Shares.
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The funding agreement and convertible note are to be cancelled upon the issue of the Settlement Shares.
Torian welcomes this solution.
Torian is seeking further funding but a settlement and termination of the La Jolla funding agreement and cancellation of the convertible note were all pre-conditions to any further funding providers making funds available.
Torian is confident of securing further funding in the near future.
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For further information contact:
Peter Ashcroft on phone (02) 9247 2277
Email: [email protected]
Or visit our web page
Yours faithfully
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Peter Ashcroft Executive Chairman
Thursday, 24 May 2012
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