Augusta Gold Corp. filings document the company's transition from a public mining exploration and development issuer to an indirect wholly owned subsidiary of AngloGold Ashanti plc. The record includes 8-K disclosures on the completed merger, the conversion of common shares into cash consideration, the treatment of options and warrants, and shareholder voting results from the special meeting.
The Form 15 filing covers the termination of registration under Section 12(g) or suspension of Exchange Act reporting duties for Augusta Gold's common stock and 2023 warrants. Other disclosure subjects include material agreements, proxy and governance matters, capital structure, and corporate-status reporting tied to the Reward and Bullfrog gold-project issuer.
Augusta Gold Corp. (AUGG) disclosed an insider transaction tied to its completed merger. On 10/23/2025, CEO and Director Donald Richard Taylor reported a disposition of 206,667 common shares, reflecting the merger in which AngloGold Ashanti (U.S.A.) Holdings Inc. acquired all outstanding shares for C$1.70 per share.
All of Mr. Taylor’s listed options and warrants were unconditionally vested at closing and then cancelled for a cash payment equal to the per‑share merger consideration minus the exercise price, multiplied by the underlying shares, less withholdings. Following these transactions, he reported 0 common shares and 0 derivative securities beneficially owned.
Augusta Gold Corp. (AUGG) Form 4: Richard Warke, a director, executive chairman, and 10% owner, reported the disposition of 25,475,888 common shares on October 23, 2025 pursuant to a merger in which AngloGold Ashanti (U.S.A.) Holdings Inc. acquired all outstanding shares for C$1.70 per share.
All outstanding options were unconditionally vested and then canceled for cash equal to the per‑share merger consideration minus the exercise price. This included options over 650,000 shares (exercise price converted from C$1.11) and 800,000 shares (exercise price converted from C$2.00). Following these transactions, the reported holdings were 0.
Augusta Gold Corp. reported that stockholders approved the proposed merger with AngloGold Ashanti (U.S.A.) Holdings Inc., with Augusta Gold to survive as a wholly owned subsidiary. The Merger Resolution received approval from approximately 69.44% of issued and outstanding shares as of the record date and 99.37% of votes cast, satisfying the required Disinterested Stockholder Approval under MI 61-101.
Voting results were: Merger Resolution—For 59,670,143, Against 94,195, Abstain 120,521. Disinterested Stockholder Approval—For 33,987,588, Against 94,195, Abstain 120,521. An advisory proposal on potential compensation related to the merger also passed with For 50,620,475, Against 221,528, Abstain 9,042,856. A total of 59,884,859 shares were voted, representing approximately 69.69% of outstanding shares as of September 12, 2025.
Augusta Gold Corp. filed its Q3 2025 report, highlighting a planned cash merger and continued operating losses. The company agreed to be acquired by AngloGold Ashanti affiliates for C$1.70 per share in cash, with closing targeted after required approvals and conditions.
For the quarter ended September 30, 2025, Augusta reported a net loss of $2,238,246, driven by general and administrative expense of $818,833 and interest expense of $1,062,845. For the nine months, the net loss was $5,759,569. Cash increased to $2,714,810, primarily from related-party financing, while operating activities used $2,450,191. The company reported a working capital deficiency of approximately $39,500,000 and stated there is substantial doubt about its ability to continue as a going concern.
Total liabilities were $43,566,373 versus stockholders’ equity of $19,210,904. Related-party notes and accrued interest totaled $39,043,523. Shares outstanding were 85,929,753 as of October 16, 2025. Following the merger’s effective time, Augusta’s securities are expected to be delisted and deregistered.
Augusta Gold Corp. (AUGG) has agreed to be acquired by AngloGold Ashanti for C$1.70 per share in cash. The definitive proxy describes a merger agreement dated July 15, 2025, under which Merger Sub will merge into Augusta Gold and Augusta Gold will become a wholly owned subsidiary of AngloGold Ashanti. The Merger Consideration is C$1.70 cash per share, described as a premium of approximately 28% to the July 15, 2025 closing price and about 37% to the 20-day VWAP prior to announcement. Stockholders will not receive surviving-company shares and appraisal rights under Nevada law are available. Outstanding options and certain warrants with exercise prices below the consideration will be cancelled for cash payments. The Special Meeting is scheduled for October 20, 2025 and the Board unanimously recommends voting FOR the Merger, the advisory compensation proposal and the adjournment proposal.
Augusta Gold Corp. (AUGG) has agreed to be acquired by AngloGold Ashanti for C$1.70 per share in cash. The definitive proxy describes a merger agreement dated July 15, 2025, under which Merger Sub will merge into Augusta Gold and Augusta Gold will become a wholly owned subsidiary of AngloGold Ashanti. The Merger Consideration is C$1.70 cash per share, described as a premium of approximately 28% to the July 15, 2025 closing price and about 37% to the 20-day VWAP prior to announcement. Stockholders will not receive surviving-company shares and appraisal rights under Nevada law are available. Outstanding options and certain warrants with exercise prices below the consideration will be cancelled for cash payments. The Special Meeting is scheduled for October 20, 2025 and the Board unanimously recommends voting FOR the Merger, the advisory compensation proposal and the adjournment proposal.