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AUMN Golden Minerals

Filed: 11 Dec 20, 4:01pm

 

 

 

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 (Date of earliest event reported): December 11, 2020

 

GOLDEN MINERALS COMPANY

(Exact name of registrant as specified in its charter)

 

 

 

DELAWARE 1-13627 26-4413382
(State or other jurisdiction of
incorporation or organization)
 (Commission
File Number)
 (I.R.S. Employer
Identification Number)

  

350 Indiana Street, Suite 650

Golden, Colorado 80401

(Address of principal executive offices) (Zip code)

 

Registrant’s telephone number, including area code: (303) 839-5060

 

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 (see General Instruction A.2. below):

 

¨         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))

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading
Symbol(s)
 
 Name of each exchange
on which registered
 
Common Stock, $0.01 par value AUMN NYSE American

  

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.  ¨

 

 

 

  

TABLE OF CONTENTS

 

Item 8.01Other Events
  
Item 9.01Financial Statements and Exhibits
  
Signature 

 

 

 

 

Item 8.01 Other Events.

 

On December 20, 2016, Golden Minerals Company (the “Company”) entered into an At The Market Offering Agreement (the “ATM Agreement”) with H. C. Wainwright & Co., LLC (“Wainwright”), under which the Company may, from time to time, issue and sell shares of the Company’s common stock, $0.01 par value per share, on the NYSE American, or on any other existing United States trading market for its common stock, through Wainwright as sales manager for aggregate sales proceeds of up to $5,000,000 (the “ATM Offering”).  A copy of the ATM Agreement was filed with the Securities and Exchange Commission (the “SEC”) on a Current Report on Form 8-K on December 20, 2016.

 

On October 1, 2020, the Company filed a new shelf registration statement (the “New Shelf Registration Statement”) with the SEC on Form S-3 (No. 333-249218), which replaced the existing shelf registration statement on Form S-3 (No. 333-220461) filed with the SEC on September 14, 2017 and declared effective on September 28, 2017. On October 14, 2020, the New Shelf Registration Statement was declared effective. On December 11, 2020, the Company will file a new prospectus supplement (the “Prospectus Supplement”) with the SEC in connection with the ATM Offering. As of the date of the Prospectus Supplement, the Company may offer and sell shares of common stock having a maximum aggregate sales price of up to $4,027,000 pursuant to the Prospectus Supplement.

 

On December 11, 2020, the Company entered into an agreement (the “Amendment”) with Wainwright to amend the ATM Agreement, as previously amended on September 29, 2017 and November 23, 2018. The Amendment, among other things, (i) extended the term of the ATM Agreement so that it shall remain in full force and effect until such date that the ATM Agreement is terminated pursuant to certain other terms of the ATM Agreement or upon mutual agreement by the parties, and (ii) reflects the New Shelf Registration Statement.

 

The legal opinion of Davis Graham & Stubbs LLP relating to the common shares being offered pursuant to the ATM Agreement and Prospectus Supplement is filed as Exhibit 5.1 to this Current Report on Form 8-K.

 

Item 9.01   Financial Statements and Exhibits.

 

(d)Exhibits.

 

 Exhibit
No.
 Description

 

 5.1Opinion of Davis Graham & Stubbs LLP

 

10.1Amendment to the At The Market Offering Agreement, dated December 11, 2020, between Golden Minerals Company and H.C. Wainwright & Co., LLC

 

 23.1Consent of Davis Graham & Stubbs LLP (included in Exhibit 5.1)

  

 

 

 

SIGNATURE

 

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.

 

Date: December 11, 2020

 

 Golden Minerals Company

 

 By:  /s/ Robert P. Vogels
 Name:Robert P. Vogels
 Title:Senior Vice President, Chief Financial Officer and Corporate Secretary

 

 

 

 

EXHIBIT INDEX

 

Exhibit
No.
 Description

  

5.1Opinion of Davis Graham & Stubbs LLP
  
10.1Amendment to the At The Market Offering Agreement, dated December 11, 2020, between Golden Minerals Company and H.C. Wainwright & Co., LLC
  
23.1Consent of Davis Graham & Stubbs LLP (included in Exhibit 5.1)