ASA Gold & Precious Metals Ltd Files 8-K

TL;DR

ASA Gold & Precious Metals Ltd filed an 8-K on Dec 19th, reporting material agreements and changes to security holder rights.

AI Summary

ASA Gold and Precious Metals Limited filed an 8-K on December 20, 2024, reporting events that occurred on December 19, 2024. The filing indicates a material definitive agreement was entered into, and there were material modifications to the rights of security holders. It also includes financial statements and exhibits.

Why It Matters

This 8-K filing signals significant corporate actions by ASA Gold & Precious Metals Ltd, potentially impacting its security holders and requiring closer examination of the new agreements and modifications.

Risk Assessment

Risk Level: medium — The filing indicates material definitive agreements and modifications to security holder rights, which could introduce new risks or alter existing ones for investors.

Key Players & Entities

• ASA Gold and Precious Metals Limited (company) — Registrant
• December 19, 2024 (date) — Earliest event reported
• December 20, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $1.00 — h registered Common Shares, par value $1.00 per share ASA New York Stock Exchange
• $0.001 — then outstanding Rights, at a price of $0.001 per Right (payable in cash or other con

Filing Documents

• asa-8k_121924.htm (8-K) — 49KB
• ex4-1.htm (EX-4.1) — 267KB
• ex99-1.htm (EX-99.1) — 28KB
• ex991001.jpg (GRAPHIC) — 22KB
• 0001839882-24-046461.txt ( ) — 624KB
• asa-20241219.xsd (EX-101.SCH) — 3KB
• asa-20241219_lab.xml (EX-101.LAB) — 34KB
• asa-20241219_pre.xml (EX-101.PRE) — 22KB
• asa-8k_121924_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On December 19, 2024, the Rights Plan Committee (the " Committee ") of the Board of Directors (the " Board ") of ASA Gold and Precious Metals Limited, a Bermuda exempted limited liability company (the " Company "), authorized and declared a dividend distribution of one right (each, a " Right ") for each outstanding common share, par value $1.00 per share, of the Company (the " Common Shares "). The dividend is payable to holders of record as of the close of business on January 9, 2025 (the " Record Date "). Each Right entitles the registered holder thereof to purchase from the Company, when exercisable and subject to adjustment, one Common Share, at a purchase price of $1.00 per share, subject to adjustment (the " Purchase Price "). The description and complete terms of the Rights are set forth in a Rights Agreement (the " Rights Agreement "), dated as of December 20, 2024, between the Company and Computershare Trust Company, N.A., as rights agent. The following is a summary of the material terms of the Rights Agreement, and is qualified in its entirety by reference to the full text of the Rights Agreement, which is attached as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein. Rights Certificates; Exercise Period; Term Initially, the Rights will be attached to all Common Share certificates then outstanding (or for book entry Common Shares, the Rights will be represented by notations in the respective book entry accounts), and no separate rights certificates (" Rights Certificates ") will be distributed. Subject to certain exceptions specified in the Rights Agreement, the Rights will separate from the Common Shares and a distribution date for the Rights (the " Distribution Date ") will occur upon the earlier of the (i) tenth (10th) business day following a public announcement (or, if the tenth (10th) business day after such public announcement occurs before the Record D

03 Material Modification to Rights of Security Holders

Item 3.03 Material Modification to Rights of Security Holders. See the description set out under "Item 1.01 - Entry into a Material Definitive Agreement," which is incorporated by reference into this Item 3.03.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Rights Agreement dated as of December 20, 2024, by and between ASA Gold and Precious Metals Limited and Computershare Trust Company, N.A., as rights agent, which includes as Exhibit A the Form of Rights Certificate. 99.1 Press Release dated December 19, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 5 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: December 20, 2024 ASA GOLD AND PRECIOUS METALS LIMITED By: /s/ Axel Merk Name: Axel Merk Title: Chief Operating Officer 6

View Full Filing

View this 8-K filing on SEC EDGAR