Comstock Mining Advances Lucerne Sale; Receives Additional Non-refundable Deposit and NYSE Notifications
June 27 2019 - 5:45AM
Comstock Mining Inc. (“Comstock” or “the Company”) (NYSE American:
LODE) today announced that Tonogold Resources, Inc. (“Tonogold”)
(OTCMKTS: TNGL) has paid an additional non-refundable cash deposit
of $600,000 toward the purchase of the Company’s Lucerne
properties.
On January 24, 2019, the Company entered into an agreement with
Tonogold to sell its Lucerne properties for $15 million ($11.5
million in cash and $3.5 million in stock). On June 21, the Company
entered into a Third Purchase Agreement Amendment that provides for
Tonogold to deliver $11.5 million in cash at closing, less the
total amounts of the cumulative non-refundable cash payments made
by Tonogold at that time, now totaling $2.95 million. Tonogold can
pay an additional non-refundable cash deposit of $400,000
applicable to the closing price or $400,000 in stock that is not
applicable to the closing price. Mr. Corrado De Gasperis, Executive
Chairman and CEO, stated, “Tonogold’s payments reflect their
commitment for acquiring and advancing the Lucerne project back
into production. We have now received nearly $7 million in cash and
stock payments, with another $400,000 due this week. We look
forward to closing this transaction this summer, eliminating our
debenture and accelerating our strategic growth plans.” This
deposit will result in the paydown of an additional $420,000 in
Debenture principal, reducing the balance to $6.8 million and
extends the closing deadline to July 26, 2019. Tonogold retains the
option to extend the closing one additional month, until August 30,
2019, by paying an additional, $1 million non-refundable cash
deposit (or $500,000 cash applicable to the purchase price plus
$500,000 of convertible preferred stock not applicable to the
purchase price). Tonogold is also required to reimburse the Company
for the interest expense on the Company’s Senior Secured Debenture,
and for operating expenses from the American Flat platform, from
June 1. On June 21, 2019, the NYSE American LLC (the “NYSE”)
notified the Company that it was back in compliance after filing
the Company’s March 31, 2019, Form 10-Q. On June 24, 2019, the NYSE
notified the Company that its securities have been selling at or
below $0.20 per share since May 20, 2019, and that its continued
listing is predicated on demonstrating sustained price improvement
within the next six month period, that is, no later than December
24, 2019, or effecting a reverse stock split. The Company meets all
other listing requirements and its common stock will remain listed
on the NYSE and believes its business strategy will regain
sufficient share price levels. The NYSE American notification does
not affect the Company’s business operations or its SEC reporting
requirements and does not conflict with or cause an event of
default under any of the Company’s material agreements. The
Company’s common stock will continue to trade under the symbol
“LODE,” while under the below compliance (that is, “.BC”)
designation until the price is elevated and designation is removed.
Mr. De Gasperis, concluded, “We believe the NYSE is the best stock
exchange in the world and could not be more appreciative of their
ongoing support. We admire the quality and recognition of the
NYSE’s reputation, and appreciate the liquidity and protections it
provides and will continue providing, for all of our
shareholders.”
About Comstock Mining, Inc. Comstock Mining
Inc. is a Nevada-based, gold and silver mining company with
extensive, contiguous property in the Comstock District and is an
emerging leader in sustainable, responsible mining. The Company
began acquiring properties in the Comstock District in 2003. Since
then, the Company has consolidated a significant portion of the
Comstock District, amassed the single largest known repository of
historical and current geological data on the Comstock region,
secured permits, built an infrastructure and completed its first
phase of production. The Company continues evaluating and acquiring
properties inside and outside the district expanding its footprint
and exploring all of our existing and prospective opportunities for
further exploration, development and mining. The near-term goal of
our business plan is to maximize intrinsic stockholder value
realized, per share, by continuing to acquire mineralized and
potentially mineralized properties, exploring, developing and
validating qualified resources and reserves (proven and probable)
that enable the commercial development of our operations through
extended, long-lived mine plans that are economically feasible and
socially responsible. Forward-Looking Statements
This press release and any related calls or discussions may include
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 about Comstock and
Tonogold. Forward-looking statements are statements that are not
historical facts. All statements, other than statements of
historical facts, are forward-looking statements. Forward-looking
statements include statements about matters such as: capital
raising activities and negotiations; market conditions; future
changes in exploration activities, production capacity and
operations; future exploration, production, operating and overhead
costs; production of feasibility studies, technical reports or
other findings related to estimated mineralization; operational and
management restructuring activities; capital expenditures (by
Comstock, Tonogold or other parties) and their impact; investments,
acquisitions, joint ventures, strategic alliances, business
combinations, asset sales; consulting, operational, tax, financial
and capital projects and initiatives; contingencies; environmental
compliance and changes in the regulatory environment; offerings,
sales, equity dilution, and other actions regarding debt or equity
securities; including a redemption of the debenture, and future
working capital, costs, revenues, business opportunities, debt
levels, cash flows, margins, earnings and growth. The words
“believe,” “expect,” “anticipate,” “estimate,” “project,” “plan,”
“should,” “intend,” “may,” “will,” “would,” “potential” and similar
expressions identify forward-looking statements, but are not the
exclusive means of doing so. These statements are based on
assumptions and assessments made by the management of Comstock and
Tonogold in light of their experience and their perception of
historical and current trends, current conditions, possible future
developments and other factors they believe to be appropriate.
Forward-looking statements are not guarantees, representations or
warranties and are subject to risks and uncertainties that could
cause actual results, developments and business decisions to differ
materially from those contemplated by such forward-looking
statements. Some of those risks and uncertainties include the risk
factors discussed in Item 1A, “Risk Factors” of the annual report
on Form 10-K of Comstock. Occurrence of such events or
circumstances could have a material adverse effect on the business,
financial condition, results of operations or cash flows or the
market price of Comstock and Tonogold’s securities. All subsequent
written and oral forward-looking statements by or attributable to
Comstock, Tonogold or persons acting on their behalf are expressly
qualified in their entirety by these factors. Neither Comstock nor
Tonogold undertake any obligation to publicly update or revise any
forward-looking statement. Neither this press release nor any
related calls or discussions constitutes an offer to sell or the
solicitation of an offer to buy any other securities of Comstock or
Tonogold.
Contact information: Comstock Mining, Inc. P.O. Box 1118
Virginia City, NV 89440 www.comstockmining.com Corrado De Gasperis
Executive Chairman & CEO Tel (775) 847-4755
degasperis@comstockmining.com Zach Spencer Director of External
Relations Tel (775) 847-5272 ext.151
questions@comstockmining.com
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