SCHEDULE 13D/A: Augusta Gold Corp. Amends Promissory Note, Secures Additional $500,000 Loan from Augusta Investments Inc.
Schedule 13D Amendment
Augusta Gold Corp. has amended its secured promissory note with Augusta Investments Inc., securing an additional $500,000 loan and extending the maturity date to November 30, 2025, bringing the total principal to over $31 million.
Summary
- Augusta Gold Corp. and Augusta Investments Inc. entered into a Fourth Amendment to their secured promissory note on April 30, 2025.
- Augusta Investments Inc. provided an additional loan of $500,000.00 to Augusta Gold Corp., effective April 25, 2025.
- The total principal amount of the Amended and Restated Note is now $31,101,339.03.
- The maturity date of the note has been extended to November 30, 2025.
- A repayment of $5,479,941.03 made on October 2, 2024, satisfied a previous obligation.
- Augusta Investments Inc. beneficially owns 25,475,888 shares, representing 29.7% of Augusta Gold Corp.'s outstanding common stock as of March 17, 2025.
- Richard W. Warke beneficially owns 26,925,888 shares, representing 30.8% of Augusta Gold Corp.'s outstanding common stock, including 1,450,000 options (1,016,667 vested/exercisable within 60 days).
Sentiment
Score: 6
Explanation: The sentiment is moderately positive. While the company continues to rely on related-party financing, the securing of an additional loan and the extension of the maturity date provide necessary liquidity and flexibility, preventing immediate financial distress. However, the growing debt burden and continued reliance on a single related party for funding are underlying concerns.
Positives
- Secured an additional $500,000 in funding, providing liquidity to the company.
- Maturity date of the significant promissory note extended to November 30, 2025, providing more time for repayment.
- Previous obligation of $5,479,941.03 was fully satisfied by a repayment on October 2, 2024.
Negatives
- Continued reliance on related-party financing (Augusta Investments Inc.) for operational funding, which may indicate challenges in securing external, non-related party capital.
- The principal amount of the secured promissory note has grown to over $31 million, representing a substantial debt burden.
Risks
- Reliance on Related-Party Financing: The company's continued dependence on Augusta Investments Inc. for significant loans poses a risk if this funding source becomes unavailable or terms become less favorable.
- Debt Burden: The substantial principal amount of $31,101,339.03 on the secured promissory note represents a significant financial obligation that must be managed.
- Maturity Risk: While extended, the November 30, 2025 maturity date still requires the company to either repay or refinance a large sum within a relatively short timeframe.
Future Outlook
The extension of the secured promissory note's maturity date to November 30, 2025, indicates the company's plan to manage its significant debt obligation over a longer period, while the additional $500,000 loan provides immediate liquidity.
Industry Context
This filing primarily details a specific financing arrangement and beneficial ownership update for Augusta Gold Corp. and does not provide broader insights into gold mining industry trends or competitive landscape. However, reliance on related-party debt can be common for junior mining companies seeking to fund exploration or development in a capital-intensive industry.
Related Party Transactions
- Augusta Gold Corp. entered into a Fourth Amendment to its secured promissory note with Augusta Investments Inc., a related party.
- Augusta Investments Inc. provided an additional loan of $500,000.00 to Augusta Gold Corp.
- The total principal amount of the note from Augusta Investments Inc. is now $31,101,339.03.
- Richard W. Warke, President of Augusta Investments Inc., is also a significant beneficial owner of Augusta Gold Corp. shares.
Stakeholder Impact
- Shareholders: The additional loan provides short-term financial stability but increases the company's debt burden, which could impact future profitability and equity value. The continued reliance on related-party financing might raise questions about the company's ability to attract external capital.
- Creditors: Augusta Investments Inc. is the primary creditor for this significant loan, indicating a concentrated credit risk for the company and a substantial financial commitment from the related party.
Next Steps
- Repayment or refinancing of the $31,101,339.03 secured promissory note by the new maturity date of November 30, 2025.
Key Dates
| Date | Description |
|---|---|
| 2020-10-28 | Original Schedule 13D filed by Augusta Investments Inc. |
| 2021-03-12 | Original Schedule 13D filed by Augusta Investments Inc. and Richard Warke. |
| 2022-09-19 | Date of Current Report referenced for Amended and Restated Note terms. |
| 2024-03-17 | Date for outstanding shares calculation (85,929,753 shares). |
| 2024-03-27 | Date of the amended and restated secured promissory note issued to Augusta Investments Inc. |
| 2024-03-28 | Date of Current Report referenced for Amended and Restated Note terms. |
| 2024-04-25 | Effective date of the additional $500,000 loan from Augusta Investments Inc. |
| 2024-06-28 | Date of Amendment Number One to the secured promissory note. |
| 2024-07-05 | Date of Current Report referenced for Amended and Restated Note terms. |
| 2024-09-20 | Date of Amendment Number Two to the secured promissory note. |
| 2024-09-30 | Date of the second amendment to the amended and restated promissory note, which included an obligation for immediate repayment. |
| 2024-10-02 | Date of repayment of $5,479,941.03 to Augusta Investments Inc., satisfying a previous obligation. Also a date of Current Report referenced for Amended and Restated Note terms. |
| 2024-12-27 | Date of Amendment Number 3 to the secured promissory note. |
| 2024-12-31 | Date of Current Report referenced for Amended and Restated Note terms. |
| 2025-03-28 | Date of Current Report referenced for Amended and Restated Note terms. |
| 2025-04-30 | Date of event requiring filing of this statement; Issuer and Augusta Investments Inc. entered into the Fourth Amendment. |
| 2025-05-01 | Signature date for the Schedule 13D filing. |
| 2025-11-30 | New outside maturity date for the amended and restated secured promissory note. |
Keywords
Augusta Gold Corp., SEC Filing, Schedule 13D, Promissory Note, Secured Loan, Related Party Transaction, Debt Financing, Beneficial Ownership, Richard Warke, Augusta Investments Inc., Gold Mining, Corporate Finance
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