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: July 21, 2014
(Date of earliest event reported)
MIDWAY GOLD
CORP.
(Exact Name of Registrant as Specified in Charter)
British Columbia, Canada
(State or Other Jurisdiction of Incorporation) |
001-33894
(Commission File Number) |
98-0459178
(IRS Employer Identification No.) |
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Point at Inverness, Suite 280
8310 South Valley Highway
Englewood, Colorado
(Address of principal executive offices) |
80112
(Zip Code) |
Registrant’s telephone number, including area code:
(720) 979-0900
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure.
On July 21, 2014, Midway Gold Corp. issued
a press release announcing the closing of the previously announced US$55 million 3-year senior secured project finance facility.
A copy of the press release is attached to this report as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K,
the information set forth herein and in the press release is deemed to be “furnished” and shall not be deemed to be
“filed” for purposes of the Securities Exchange Act of 1934, as amended. The information set forth in Item 7.01 of
this report shall not be deemed an admission as to the materiality of any information in this report on Form 8-K that is required
to be disclosed solely to satisfy the requirements of Regulation FD.
Item 9.01. Exhibits.
*
The exhibit relating to Item 7.01 is intended to be furnished to, not filed with, the
SEC pursuant to Regulation FD.
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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MIDWAY GOLD CORP. |
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| DATE: July 21, 2014 |
By: |
/s/ Bradley J. Blacketor |
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Bradley J. Blacketor
Chief Financial Officer |
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EXHIBIT INDEX
*
The exhibit relating to Item 7.01 is intended to be furnished to, not filed with, the
SEC pursuant to Regulation FD.
MIDWAY CLOSES US$55 MILLION PROJECT FINANCE FACILITY WITH
COMMONWEALTH BANK OF AUSTRALIA
PAN PROJECT, NEVADA
July 21, 2014
Denver, Colorado – Midway Gold Corp. ("Midway"
or the "Company") (MDW:TSX, MDW:NYSE-MKT) announces closing of the previously announced US$55 million 3-year senior secured
project finance facility (the "Loan Facility"). The Loan Facility is with Commonwealth Bank of Australia (“Commonwealth
Bank”) and will be used to fund continued development of the Company’s 100%-owned Pan Gold Mine (“Pan”),
located in White Pine County, Nevada. Pan is currently under construction and first gold pour is expected in the fourth quarter
of 2014.
The Loan Facility is comprised of two tranches: a project
finance facility of US$45 million, plus a cost overrun facility of US$10 million. Advances under the project finance facility will
bear interest at LIBOR plus 3.50% to 3.75%, and advances under the cost overrun facility will bear interest at the project finance
facility rate plus 2.00%.
The Loan Facility is secured by substantially all of the assets
of the borrower (MDW Pan LLP, which is comprised solely of the Pan project) and its affiliates. Upon achieving economic completion
and meeting certain other requirements, security will be limited to the assets of MDW Pan LLP and guarantees from the Company and
one other affiliate.
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July
21, 2014
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The Loan Facility is subject to customary conditions precedent
to draw on the loan including the establishment of an un-margined hedging program through Commonwealth Bank, which provides downside
protection for the Company’s debt. This program will cover a period of less than two years commencing approximately six months
after the planned start of production, and is expected to comprise an estimated 11% of the Pan project's anticipated life-of-mine
production based on the current reserve base (see November 2011 Resource Estimate) assuming a spot gold price of approximately
$1,300/oz.
Commonwealth Bank of Australia is a leading financier
to the mining industry globally, with specialist multi-disciplinary teams in New York, London and throughout the Asia-Pacific region
with extensive transaction experience and clients spanning single-asset emerging producers to global multi-national mining companies.
Commonwealth Bank is among the ten largest banks in the world by market capitalization with an AA- credit rating from S&P and
total assets of AUD 782 billion (approximately USD 698 billion) as at 31 December 2013.
ON BEHALF OF THE BOARD
"Kenneth A. Brunk"
Kenneth A. Brunk, Chairman, President and CEO
About Midway Gold Corp.
Midway Gold Corp. is a precious metals company with a vision
to explore, design, build and operate gold mines in a manner accountable to all stakeholders while assuring return on shareholder
investments. For more information about Midway, please visit our website at www.midwaygold.com or contact Jaime Wells, Investor
Relations Analyst, at 720-979-0900.
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July
21, 2014
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Neither the TSX Exchange, its Regulation
Services Provider (as that term is defined in the policies of the TSX Exchange) nor the NYSE MKT accepts responsibility for the
adequacy or accuracy of this release.
This press release contains forward-looking
statements about the Company and its business. Forward looking statements are statements that are not historical facts and include,
but are not limited to, statements about the Company's intended work plans and resource estimates and potential offering of common
shares of the Company from time to time. Forward-looking statements are typically identified by words such as: “may”,
“should”, “plan”, “believe”, “predict”, “expect”, “anticipate”,
“intend”, “estimate”, postulate” and similar expressions or the negative of such expressions or which
by their nature refer to future events. The forward-looking statements in this press release are subject to various risks, uncertainties
and other factors that could cause the Company's actual results or achievements to differ materially from those expressed in or
implied by forward looking statements. There can be no assurances that the conditions precedent to draw on the Loan Facility will
be met or we will draw on the Loan Facility even if we complete the conditions precedent. Other risks, uncertainties and factors
include, without limitation, risks related to the timing and completion of the Company's intended work plans, risks related to
fluctuations in gold prices; uncertainties related to raising sufficient financing to fund the planned work in a timely manner
and on acceptable terms; changes in planned work resulting from weather, logistical, technical or other factors; the possibility
that results of work will not fulfill expectations and realize the perceived potential of the Company's properties; uncertainties
involved in the interpretation of drilling results and other tests and the estimation of gold resources and reserves; the possibility
that required permits may not be obtained on a timely manner or at all; the possibility that capital and operating costs may be
higher than currently estimated and may preclude commercial development or render operations uneconomic; the possibility that the
estimated recovery rates may not be achieved; risk of accidents, equipment breakdowns and labor disputes or other unanticipated
difficulties or interruptions; the possibility of cost overruns or unanticipated expenses in the work program; changes in interest
and currency exchanges rates; local and community impacts and issues; environmental costs and risks; and other factors identified
in the Company's SEC filings and its filings with Canadian securities regulatory authorities. Forward-looking statements are based
on the beliefs, opinions and expectations of the Company's management at the time they are made, and other than as required by
applicable securities laws, the Company does not assume any obligation to update its forward-looking statements if those beliefs,
opinions or expectations, or other circumstances, should change. Although the Company believes that such forward-looking statements
are reasonable, it can give no assurance that such expectations will prove to be correct. For the reasons set forth above, investors
should not attribute undue certainty to or place undue reliance on forward-looking statements.