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
January 22, 2016
Date of Report (Date
of earliest event reported)
DIAMANTE MINERALS, INC.
(Exact name of registrant as specified in its charter)
| NEVADA |
000-55233 |
27-3816969 |
| (State or other jurisdiction of |
(Commission File Number) |
(IRS Employer Identification No.) |
| incorporation) |
|
|
| 203 - 1634 Harvey Avenue |
|
| Kelowna, British Columbia |
V1Y 6G2 |
| (Address of principal executive offices) |
(Zip Code) |
250-860-8599
Registrant's telephone
number, including area code
(Former name or former address, if changed since last
report)
Check the appropriate box below if the Form 8-K 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))
|
SECTION 1 – REGISTRANT’S BUSINESS AND OPERATIONS
| Item 1.01 |
Entry Into a Material Definitive
Agreement |
On January 22, 2016, Diamante Minerals Inc. (the
“Company”) entered into a loan agreement (the “Loan Agreement”)
with Blendcore LLC, a Delaware corporation (“Blendcore”), and Petaquilla
Gold, S.A., a Panama corporation (“Petaquilla Gold”), pursuant to which
the Company has agreed to advance a loan in the principal amount of US$250,000
to Blendcore (the “Loan”).
Petaquilla Gold, as the owner of the Molejon Gold Mine located
in Donoso District, Colon Province of Panama (the “Mine”), has engaged
Blendcore, as master contractor, to act as operator in connection with the
restarting of the processing of stockpiled ore at the Mine. The Loan proceeds
are to be applied by Blendcore in that capacity in accordance with a
use-of-funds budget (the “Budget”) that has been annexed to the Loan
Agreement.
Pursuant to the terms of the Loan Agreement, the Loan is to be
advanced in three tranches as follows:
| |
• |
US$50,000 was advanced upon execution of the
Loan Agreement; |
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|
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• |
US$100,000 will be within 2 weeks from the
execution of the Loan Agreement; and |
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|
|
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• |
US$100,000 will be advanced as required in
accordance with the Budget. |
In exchange for the provision of the Loan, the Company is to
receive a royalty of 12.5% on the first 1,000 ounces of gold produced per month
for 12 months (the “Royalty Period”). The Royalty Period is to commence
once production ramps up to 1,000 ounces per month. For monthly production
between 1,001 and 2,000 ounces of gold per month, the Company is to receive a
reduced royalty of 5%. In addition to the royalty stream, the Company has a
right of first option to provide funding for the expansion and development of
the Mine.
Under the terms of the Loan Agreement, the Loan is to be
forgiven provided that there is at least 12,000 ounces of gold produced during
the Royalty Period. Upon the completion of the Royalty Period, the Company has
the option to extend the royalty for a further 12 month period through the
provision of a second $250,000 loan on substantially the same terms as the
initial Loan. This right shall survive the royalty agreement by a period of one
year.
Petaquilla Gold and Blendcore have entered into a Collateral
Assignment Agreement dated January 11, 2016 (the “Collateral Assignment
Agreement”; a copy of which is annexed to the Loan Agreement), pursuant to
which Petaquilla Gold has collaterally assigned to Blendcore such number of
ounces of gold from that which is mined at the Mine as shall be necessary to
enable Blendcore to satisfy its obligations to the Company under the Loan
Agreement. By letter of authorization dated January 18, 2016, Petaquilla Gold
has consented to the transfer by Blendcore to the Company Blendcore’s rights
under the Collateral Assignment Agreement.
A copy of the Loan Agreement, including all schedules attached
therein, is attached as Exhibit 10.1 to this Current Report on Form 8-K.
2.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
| Item 9.01 |
Financial Statements and Exhibits
|
3.
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 hereunto duly authorized.
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DIAMANTE MINERALS INC. |
| |
|
|
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|
|
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By: |
/s/ Chad Ulansky |
| DATE: February 3, 2016 |
|
|
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|
Chad Ulansky |
| |
|
Chairman and Chief Executive Officer
|
4.
Diamante Enters into Gold Stream Agreement from Molejon Gold
Mine in Panama
Company Acquires 12.5% Royalty
Kelowna, B.C., Canada, February 03, 2016—Diamante Minerals,
Inc. (OTCBB: DIMN), a natural resources company, today announced a gold stream
agreement for the Molejon Gold Mine, located in the Donoso District, Colon
Province of Panama.
Diamante has negotiated a royalty of 12.5% on 1,000 ounces of
gold produced per month for 12 months. In the event monthly production exceeds
1,000 ounces Diamante is to receive an additional 5% royalty. Diamante will
receive the royalty upon completion of bridge funding to Blendcore LLC who acts
as the master contractor for the mine owned by Petaquilla Gold, S.A. These funds
will be used to re-start one processing line at the mine to allow the treatment
of stockpiled minerals.
Under the terms of the agreement the loan is to be forgiven
provided that there is at least 12,000 ounces of gold produced during the 12
month period which is subject to the 12.5% royalty. A portion of the stockpiled
minerals has been collateralized against the bridge funding provided to
Blendcore LLC by Diamante for the processing of 12,000 ounces of gold with one
processing line.
The royalty collected by Diamante is the percentage of the
gross proceeds of the processing of the stock piled minerals through one
processing line of the plant. No fees, taxes, deductions, refining costs other
than those third party costs charged in respect of the sale of the metals are
included in the calculation of the royalty.
President, Chad Ulansky of Diamante states "We look forward to
working with Blendcore LLC, the Master Contractor in re-starting one processing
line of the plant at the Molejon gold mine. Our partners indicate that the plant
should achieve monthly production of 1,000 ounces of gold within months. The
streaming agreement sees Diamante receiving a minimum of the equivalent of 1,500
ounces of gold which, at the present gold price of US$1,100 per ounce, is valued
at US$1.65 million, less the cost of sales."
Upon the satisfaction of the initial loan, Diamante has the
option to extend the royalty for an additional 12 month period on the same terms
as the initial loan.
In addition to the royalty stream Diamante has a “Right of First Option” on the project to provide additional funding to Blendcore LLC for the expansion, development and exploration of the mine. This right shall survive the royalty
agreement by a period of one year.
Production at the Molejon Mine commenced in 2009, with an initial throughput of 2,200 tons per day ("tpd"). In September 2011 the mine had proven and probable mineral reserves of 643,266 ounces of gold and certain additional mineralized material
estimated using the guidelines established in accordance with Canadian standards prescribed by National Instrument 43-101, Standards of Disclosure for Mineral Projects (“NI 43-101”), of the Canadian Securities Administrators, as
contained in a NI 43-101 report dated May 2012 completed by Behre, Dolbear and Company for Petaquilla Minerals Ltd. and filed by Petaquilla on SEDAR on May 9,2012. In 2012 the plant was expanded to 3,500 tpd, resulting in an annual gold equivalent
production of 69,000 ounces in 2012 and again in 2013 prior to closing late in the year.
About Diamante Minerals
Diamante Minerals is an exploration stage mineral resources company , and beyond the royalty stream in Panama is focused on acquiring its initial 20% interest in the Batovi Diamond Project, located to the north of Paranatinga in Mato Grosso,
Brazil.
Forward-Looking Statements
Certain statements contained in this report constitute “forward-looking” statements, including but not limited to, the anticipated timing of the Company’s loan, along with next stages of development, and represent the
Company’s current expectations. Other statements contained herein regarding matters that are not historical facts, also constitute "forward-looking" statements. Such statements may be identified by those that are not historical in nature,
particularly those that use terminology such as "may," "will," "should," "expects," "anticipates," "contemplates," "estimates," "believes," "plans," "projected," "predicts," "potential," or "continue" or the negative of these similar terms. Future
filings with the Securities and Exchange Commission, future press releases and future oral or written statements made by the Company or with the Company’s approval, which are not statements of historical fact, may contain forward-looking
statements. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements.
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