0001062993-20-003074.txt : 20200708 0001062993-20-003074.hdr.sgml : 20200708 20200629181326 ACCESSION NUMBER: 0001062993-20-003074 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20200629 FILED AS OF DATE: 20200629 DATE AS OF CHANGE: 20200708 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Loncor Resources Inc. CENTRAL INDEX KEY: 0001472619 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35124 FILM NUMBER: 20998181 BUSINESS ADDRESS: STREET 1: 100 KING STREET WEST, SUITE 7070 STREET 2: 1 FIRST CANADIAN PLACE CITY: TORONTO STATE: A6 ZIP: M5X 1E3 BUSINESS PHONE: (416) 366-2221 MAIL ADDRESS: STREET 1: 100 KING STREET WEST, SUITE 7070 STREET 2: 1 FIRST CANADIAN PLACE CITY: TORONTO STATE: A6 ZIP: M5X 1E3 6-K 1 form6k.htm FORM 6-K Loncor Resources Inc. - Form 6-K - Filed by newsfilecorp.com

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934

For the month of June 2020

Commission File Number 001-35124

LONCOR RESOURCES INC.
(Translation of registrant’s name into English)

1 First Canadian Place
100 King Street West, Suite 7070
Toronto, Ontario, Canada
M5X 1E3
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F

Form 20-F [X]      Form 40-F [   ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):[   ]

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):[   ]

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.


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, thereunto duly authorized.

  LONCOR RESOURCES INC.
   
  /s/ Donat Madilo
Date: June 29, 2020 Donat Madilo
  Chief Financial Officer

-2-


INDEX TO EXHIBITS

Exhibit   Description
   
99.1   News release dated June 26, 2020
99.2   Report of Voting Results

-3-


EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 Loncor Resources Inc.: Exhibit 99.1 - Filed by newsfilecorp.com

Press Release

Loncor Announces Election of Directors 

Toronto, Canada - June 26, 2020 - Loncor Resources Inc. ("Loncor" or the "Company") (TSX: "LN"; OTCQB: "LONCF") announces that the five nominees listed in the Company's management information circular for the annual and special meeting of shareholders of the Company (the "Meeting") held on Friday, June 26, 2020 were elected at the Meeting as directors of Loncor.  The vote was conducted by a show of hands.  The detailed results of the votes received by proxy are set out below:   

  Votes by Proxy
Name Votes For % Votes For Votes Withheld % Votes Withheld
         
Zhengquan (Philip) Chen 41,375,781 99.912% 36,500 0.088%
Peter N. Cowley 41,379,131 99.920% 33,150 0.080%
Arnold T. Kondrat 41,402,131 99.975% 10,150 0.025%
Richard J. Lachcik 41,356,031 99.864% 56,250 0.136%
William R. Wilson 41,356,031 99.864% 56,250 0.136%

Voting results on all matters voted on at the Meeting have been filed on SEDAR at www.sedar.com.

About Loncor Resources Inc.

Loncor is a Canadian gold exploration company focussed on the Ngayu Greenstone Belt in the northeast of the Democratic Republic of the Congo (the "DRC").  The Loncor team has over two decades of experience of operating in the DRC.  Ngayu has numerous positive indicators based on the geology, artisanal activity, encouraging drill results and an existing gold resource base.  The area is 220 kilometres southwest of the Kibali gold mine, which is operated by Barrick Gold (Congo) SARL ("Barrick").  In 2019, Kibali produced record gold production of 814,000 ounces at "all-in sustaining costs" of US$693/oz.  Barrick has highlighted the Ngayu Greenstone Belt as an area of particular exploration interest and is moving towards earning 65% of any discovery in 1,894 km2 of Loncor ground that they are exploring.  As per the joint venture agreement signed in January 2016, Barrick manages and funds exploration on the said ground at the Ngayu project until the completion of a pre-feasibility study on any gold discovery meeting the investment criteria of Barrick.  In a recent announcement Barrick highlighted six prospective drill targets and are moving towards confirmation drilling in 2020.  Subject to the DRC's free carried interest requirements, Barrick would earn 65% of any discovery with Loncor holding the balance of 35%.  Loncor will be required, from that point forward, to fund its pro-rata share in respect of the discovery in order to maintain its 35% interest or be diluted.

In addition to the Barrick JV, certain parcels of land within the Ngayu project surrounding and including the Adumbi and Makapela deposits have been retained by Loncor and do not form part of the joint venture with Barrick.  Barrick has certain pre-emptive rights over the Makapela deposit.  Adumbi and two neighbouring deposits hold an inferred mineral resource of 2.5 million ounces of gold (30.65 million tonnes grading 2.54 g/t Au), with 76.29% of this resource being attributable to Loncor via its 76.29% interest in the project.  The Makapela deposit (which is 100%-owned by Loncor) has an indicated mineral resource of 614,200 ounces of gold (2.20 million tonnes grading 8.66 g/t Au) and an inferred mineral resource of 549,600 ounces of gold (3.22 million tonnes grading 5.30 g/t Au). 


Resolute Mining Limited (ASX/LSE: "RSG") owns 26% of the outstanding shares of Loncor and holds a pre-emptive right to maintain its pro rata equity ownership interest in Loncor following the completion by Loncor of any proposed equity offering. 

Additional information with respect to Loncor and its projects can be found on Loncor's website at www.loncor.com.

Qualified Person

Peter N. Cowley, who is President of Loncor and a "qualified person" as such term is defined in National Instrument 43-101, has reviewed and approved the technical information in this press release.

Technical Reports

Additional information with respect to the Company's Imbo Project is contained in the technical report of Minecon Resources and Services Limited dated April 17, 2020 and entitled "Independent National Instrument 43-101 Technical Report on the Imbo Project, Ituri Province, Democratic Republic of the Congo".  A copy of the said report can be obtained from SEDAR at www.sedar.com and EDGAR at www.sec.gov

Additional information with respect to the Company's Makapela Project, and certain other properties of the Company in the Ngayu gold belt, is contained in the technical report of Venmyn Rand (Pty) Ltd dated May 29, 2012 and entitled "Updated National Instrument 43-101 Independent Technical Report on the Ngayu Gold Project, Orientale Province, Democratic Republic of the Congo".  A copy of the said report can be obtained from SEDAR at www.sedar.com and EDGAR at www.sec.gov

Cautionary Note to U.S. Investors

The United States Securities and Exchange Commission (the "SEC") permits U.S. mining companies, in their filings with the SEC, to disclose only those mineral deposits that a company can economically and legally extract or produce. Certain terms are used by the Company, such as "Indicated" and "Inferred" "Resources", that the SEC guidelines strictly prohibit U.S. registered companies from including in their filings with the SEC. U.S. Investors are urged to consider closely the disclosure in the Company's Form 20-F annual report, File No. 001- 35124, which may be secured from the Company, or from the SEC's website at http://www.sec.gov/edgar.shtml.

Cautionary Note Concerning Forward-Looking Information

This press release contains forward-looking information.  All statements, other than statements of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements regarding drilling by Barrick and potential gold discoveries, mineral resource estimates, drill targets, other exploration targets, exploration results, future drilling and other future exploration, and future development) are forward-looking information.  This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.  Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company.  Factors that could cause actual results or events to differ materially from current expectations include, among other things, the possibility that drilling results (and other exploration results) or development results will not be consistent with the Company's expectations, the possibility that drilling programs will be delayed, uncertainties relating to the availability and costs of financing, activities of the Company may be adversely impacted by the continued spread of the recent widespread outbreak of respiratory illness caused by a novel strain of the coronavirus ("COVID-19"), including the ability of the Company to secure additional financing, risks related to the exploration stage of the Company's properties, failure to establish estimated mineral resources (the Company's mineral resource figures are estimates and no assurances can be given that the indicated levels of gold will be produced), changes in world gold markets or equity markets, political developments in the DRC, gold recoveries being less than those indicated by the metallurgical testwork carried out to date (there can be no assurance that gold recoveries in small scale laboratory tests will be duplicated in large tests under on-site conditions or during production), fluctuations in currency exchange rates, inflation, changes to regulations affecting the Company's activities, delays in obtaining or failure to obtain required project approvals, the uncertainties involved in interpreting drilling results and other geological data and the other risks disclosed under the heading "Risk Factors" and elsewhere in the Company's annual report on Form 20-F dated April 6, 2020 filed on SEDAR at www.sedar.com and EDGAR at www.sec.gov.  Forward-looking information speaks only as of the date on which it is provided and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise.  Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.


For further information, please visit our website at www.loncor.com, or contact: Arnold Kondrat, CEO, Toronto, Ontario, Tel: + 1 (416) 366 7300. 



EX-99.2 3 exhibit99-2.htm EXHIBIT 99.2 Loncor Resources Inc.: Exhibit 99.2 - Filed by newsfilecorp.com

LONCOR RESOURCES INC. (the "Corporation")

Annual and Special Meeting of Shareholders of the Corporation held on June 26, 2020

REPORT OF VOTING RESULTS

In accordance with section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations, this report discloses the results of the voting on the matters submitted to the annual and special meeting of shareholders of the Corporation held on June 26, 2020 (the "Meeting"). 

The matters voted upon at the Meeting and results of the voting were as follows:

1. Election of Directors

By resolution passed via a show of hands, the following persons were elected as directors of the Corporation, to hold office until the close of the next annual meeting of shareholders of the Corporation unless such office is earlier vacated in accordance with the by-laws of the Corporation:

  Votes by Proxy
Name Votes For % Votes For Votes Withheld % Votes Withheld
         
Zhengquan (Philip) Chen 41,375,781 99.912% 36,500 0.088%
Peter N. Cowley 41,379,131 99.920% 33,150 0.080%
Arnold T. Kondrat 41,402,131 99.975% 10,150 0.025%
Richard J. Lachcik 41,356,031 99.864% 56,250 0.136%
William R. Wilson 41,356,031 99.864% 56,250 0.136%

2. Appointment of Auditors

By resolution passed via a show of hands, Kreston GTA LLP, Chartered Professional Accountants and Licensed Public Accountants, were appointed as the auditors of the Corporation, to hold office until the close of the next annual meeting of shareholders of the Corporation.  The following are details of this vote appointing Kreston GTA LLP: 

Votes by Proxy
Votes For % Votes For Votes Withheld % Votes Withheld
46,933,436 99.941% 27,750 0.059%

3. Remuneration of Auditors

By resolution passed via a show of hands, the directors of the Corporation were authorized to fix the remuneration payable to the auditors of the Corporation.  The following are details of this vote authorizing the directors to fix the said remuneration:

Votes by Proxy
Votes For % Votes For Votes Withheld % Votes Withheld
41,412,181 100.000% 100 0.000%


4.  Stock Option Plan Matters

By resolution passed via a show of hands, shareholders approved, confirmed and ratified (a) a certain amendment to the Corporation's Stock Option Plan, as such amendment is described in the management information circular of the Corporation dated May 27, 2020 sent to shareholders in respect of the Meeting, (b) the Corporation's Stock Option Plan as amended by such amendment, and (c) certain stock options granted under the Corporation's amended Stock Option Plan, as described in the said circular.  The following are details of this vote:

Votes by Proxy
Votes For % Votes For Votes Against % Votes Against
41,366,925 99.890% 45,356 0.110%

5. Potential Name Change

By special resolution passed via a show of hands, shareholders authorized an amendment to the articles of the Corporation to change the name of the Corporation to "Loncor Gold Inc.", or such other name as may be approved by the board of directors of the Corporation and applicable regulatory authorities, as described in the management information circular of the Corporation dated May 27, 2020 sent to shareholders in respect of the Meeting.  The following are details of this vote

Votes by Proxy
Votes For % Votes For Votes Against % Votes Against
41,408,275 99.990% 4,006 0.010%



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