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 13, 2005
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CADENCE RESOURCES CORPORATION
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(Exact name of registrant as specified in its charter)
UTAH 0-25170 87-0306609
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
4110 Copper Ridge Drive, Suite 100, Traverse City, MI 49684
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (231) 941-0073
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(Former name or former address, if changed since last report.)
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))
Item 1.01 Entry into a Material Definitive Agreement
On August 12, 2004, Aurora Antrim North, L.L.C. ("AAN"), a wholly owned
borrowing subsidiary of Cadence Resources Corporation ("Cadence" or "the
Company"), closed on a five-year revolving credit facility (the "Credit
Facility") with its mezzanine lender, Trust Company of the West Energy, et al.
("TCW"), with a maximum credit availability of $30 million. As of September 30,
2005, the Credit Facility had a total principal balance outstanding of $30
million. The terms of the Credit Facility are described more fully in the Form
SB-2 that was filed by Cadence on November 15, 2005 (the "SB-2 Registration
Statement") and is incorporated herein by reference.
On December 8, 2005, (the "Amended Agreement Date"), the Company, via AAN,
entered into a First Amended and Restated Note Purchase Agreement (the "Amended
Agreement") with TCW to amend the terms of the Credit Facility. Under the
Amended Agreement, the Company's borrowing base under the Credit Facility with
TCW was increased from $30 million to $50 million.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant.
Creation of a Direct Financial Obligation. On August 12, 2004, AAN closed on the
Credit Facility with TCW with a maximum credit availability of $30 million. As
of September 30, 2005, the Credit Facility had a total principal balance
outstanding of the entire $30 million. The terms of the Credit Facility are
described more fully in the SB-2 Registration Statement which is incorporated
herein by reference.
On the Amended Agreement Date, the Company, via AAN, entered into the Amended
Agreement with TCW to amend the terms of the Credit Facility. Under the Amended
Agreement, the Company's borrowing base under the Credit Facility was increased
from $30 million to $50 million. Funding of $10 million of this increased amount
occurred on December 13, 2005.
Item 8.01 Other Events.
On the December 13, 2005, Cadence issued a press release announcing the $20
million expansion of its credit facility with TCW. A copy of the press release
is included as Exhibit 99.1 to this Form 8-K.
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release dated December 13, 2005
SIGNATURES
According 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 on December 13, 2005.
CADENCE RESOURCES CORPORATION
Date: December 13, 2005 /s/ William W. Deneau
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By: William W. Deneau
Its: President