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EX-10.1 - PAYOUT LETTER - AUGUSTA GOLD CORP.bfgc_ex101.htm




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):  July 7, 2016


BULLFROG GOLD CORP.

(Exact Name of Registrant as Specified in Charter)


Delaware

 

333-164908

 

41-2252162

(State or other jurisdiction

of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)


897 Quail Run Drive, Grand Junction, Colorado  81505

(Address of principal executive offices)  (Zip Code)


Registrant’s telephone number, including area code: (970) 270-8306


______________________

(Former name or former address, if changed since last report)


Copies to:

Harvey J. Kesner, Esq.

61 Broadway, 32nd Floor

New York, New York 10006

Telephone: (212) 930-9700


   



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:


[  ]

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))










Item 1.02  Termination of a Material Definitive Agreement

Item 3.02  Unregistered Sales of Equity Securities


On June 30, 2016, Bullfrog Gold Corp. (the “Company”) has settled all debts and obligations with respect to a December 12, 2012 Facility Agreement (Agreement) with RMB Australia Holdings Limited (RMB). The principal and interest due RMB under the Agreement as of March 31, 2016 was $2,789,996.   Components of the payout were $250,000 of cash paid to RMB on June 30, 2016, which was raised from recent private placements, and issuance of one million shares of BFGC common stock on July 5, 2016.


The foregoing is not a complete summary of the terms of the Option, and is qualified in its entirety by reference to the complete text of the Option attached as Exhibits 10.1 to this Current Report on Form 8-K, which are hereby incorporated by reference.


Item 9.01  Financial Statements and Exhibits


(d) Exhibits.


Exhibit No .

Description

 

 

10.1

Payout letter dated June 30, 2016






































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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 thereunto duly authorized.


Date: July 7, 2016

BULLFROG GOLD CORP.

 

 

 

 

 

 

By:

/s/ David Beling

 

 

 

Name: David Beling

 

 

 

Title: President, Chief Executive Officer

and Chief Financial Officer

 








































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