UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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 1.01 Entry into a Material Definitive Agreement.
Effective as of September 12, Paramount Gold Nevada Corp. (“Paramount”, “we”, or the “Company”) entered into Amendment No. 1 (the “Amendment”) to its outstanding Senior Secured Convertible Notes (the ”Convertible Notes”), with certain Holders of the Convertible Notes constituting the Required Holders (as defined in the Notes) . The Amendment modifies the definition of “Maturity Date” of the Convertible Notes to be the earlier of (i) September 30, 2024 or (ii) the date of funding of the transaction contemplated by that certain non-binding term sheet by and between the Company and Sprott Resource and Streaming Royalty Corp. The Amendment also modifies the definition of “Interest Rate” of the Convertible Notes to be (i) 7.5% per annum, to an including September 30, 2023, and (ii) 12.0% per annum, on and after October 1, 2023. The forms of the Convertible Notes and related Security Agreement are filed as Exhibits 4.1 and 10.1 respectively, to our Current Report on Form 8-K filed on September 13, 2019. The summaries of the terms of these documents contained herein are subject to, and qualified in their entirety by, such documents, which are incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure set forth in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number |
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Description |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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Paramount Gold Nevada Corp. |
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Date: |
September 12, 2023 |
By: |
/s/ Carlo Buffone |
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Carlo Buffone, Chief Financial Officer |