Each one in plain English, with the numbers worked through for a shareholder.
3 Aug 2010capital raising announcement● NeutralMajor
On July 29, 2010 Brigus completed a Cdn$14m placement of 10,000,000 tax-advantaged 'flow-through' shares at Cdn$1.40, intended for exploration and development at Black Fox, Grey Fox and Pike River. Underwriters Haywood, Cormark and Brandt get Cdn$840,000 in fees and options on 980,000 shares at Cdn$1.40 for 24 months, and the company agreed to register the shares for resale and not to issue equity for 120 days (with exceptions). It also issued 702,679 shares to former CEO David Russell at $1.139 each (about $800,351), which looks like the investment discussed at the merger closing (inference), and 564,250 shares to Haywood as part payment of its merger success fee. These new shares dilute existing holders.
What it means for a shareholder
980,000 new shares at C$1.40 to raise about C$840,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
23 Mar 2010capital raising announcement▲ GoodMajor
The Cdn$25m Linear private placement closed on March 19, 2010: Linear bought 62,500,000 Apollo shares at Cdn$0.40, about 18.6% of Apollo. Apollo will use US$10m to repay part of the Black Fox facility and the rest for working capital (the press release says about US$10m is for underground development). The merger terms were amended on March 18: the board is now three Apollo, three Linear and one agreed technical nominee; CEO David Russell would resign at closing with payments up to about US$1.7m and Wade Dawe would become CEO. The press release says the Linear-held shares would be cancelled at closing and that current Apollo holders would own 52.2% of the new company. The lenders RMB and Macquarie agreed to a lock-up on their shares and warrants until Dec 31, 2010 and to support the merger. The merger has not yet closed; the release targets the end of Q2 2010.
9 Mar 2010capital raising announcement● NeutralMajor
On March 9, 2010 Apollo signed a binding letter of intent to merge with Linear Gold Corp. by court-approved arrangement, with each Linear share swapped for 5.4742 Apollo shares; Linear holders would own about 42.9% of Apollo (fully diluted). Linear would also buy about 62,500,000 new Apollo shares at Cdn$0.40 (Cdn$25m). A definitive agreement is targeted by March 31, 2010; a Cdn$4m break fee applies in some cases of termination. The deal needs shareholder and court approval, would bring a new company name, a seven-person board chaired by Linear's Wade Dawe, and about Cdn$3.4m of Linear management payouts. Existing Apollo holders would be diluted. The filing is truncated, so the termination terms are incomplete.
20 July 2009capital raising announcement● NeutralMajor
On July 15, 2009 Apollo closed the placement announced June 26: 12,221,640 common shares at Cdn$0.45 and 13,889,390 flow-through shares at Cdn$0.54, with gross proceeds stated as Cdn$13,000,000 (the filing text garbles the figure). Haywood and Blackmont get a Cdn$845,000.56 commission and 1,566,662 options at Cdn$0.45 for 24 months. Apollo agreed not to issue equity for 120 days, with exceptions, and to register the shares for resale. The placement was upsized from the announced Cdn$10m and adds to dilution.
26 June 2009capital raising announcement● NeutralMajor
On June 26, 2009 Apollo announced a bought-deal private placement of 13,888,889 flow-through shares at Cdn$0.54 and 5,555,556 common shares at Cdn$0.45 for Cdn$10,000,000 gross, possibly increased to Cdn$13,000,000, closing around July 15, 2009. Flow-through money is for exploration at Black Fox and Grey Fox; common share money is for working capital. The release also says Montana Tunnels was placed on care and maintenance on April 30, 2009. More shares will be issued, diluting existing holders.
This amendment corrects two points in the February 24, 2009 filing about the US$70 million project loan. Interest payments start June 30, 2009, not September 30, 2009, and Haywood is owed 3,172,840 shares, not 2,172,840. The rest is unchanged, including the US$70 million size, LIBOR plus 7% rate, and the shares paid to RAB for interest.
24 Feb 2009capital raising announcement● NeutralMajor
On February 20, 2009 Apollo signed a US$70 million project loan with RMB Australia Holdings, RMB Resources and Macquarie, drawable until June 30, 2009, replacing the December 2008 bridge loan. The loan bears interest at LIBOR plus 7% and has a US$3,465,551 arrangement fee, with repayments in instalments from September 2009 to March 2013. Proceeds fund Black Fox development, up to US$7 million of corporate costs (US$3,723,939 used to repay the non-RAB convertible debentures), and repayment of US$15,341,345 under the bridge loan. The lenders get about 34.8 million more warrants at Cdn$0.252 for 48 months, on top of the 42.6 million bridge warrants. If all are exercised, RMBAH and Macquarie would hold 14.88% and 18.54%. Apollo must also deliver 250,420 ounces of gold forward at a weighted average of $876.063 and hedge Canadian dollar costs equivalent to $60 million. Haywood is owed shares and 2,567,901 warrants at Cdn$0.256. Apollo also paid RAB's accrued interest in shares: 2,444,765 shares issued February 24, 2009. This resolves the bridge loan and funds the Black Fox build, at the cost of heavy security, hedging and dilution.
This amendment only fixes a typo in the December 31, 2008 filing, changing the share count from "3,000,0000" to 3,000,000. The terms of the Cdn$900,000 flow-through placement are otherwise unchanged.
On December 31, 2008 Apollo closed a flow-through placement of 3,000,000 shares at Cdn$0.30 for Cdn$900,000, to be spent on Black Fox exploration. It paid MAK Allen & Day a Cdn$40,500 finder's fee and Haywood a Cdn$36,000 advisory fee plus 255,000 warrants at Cdn$0.30 for 24 months, and must register the shares for US resale within 45 days. The price is well below the Cdn$0.50 paid in the August 2008 flow-through placement. That comparison is the writer's own observation, not the filing's.
What it means for a shareholder
3.0m new shares at C$0.300 to raise about C$900,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
16 Dec 2008capital raising announcement● NeutralMajor
On December 10, 2008 Apollo signed a US$15 million bridge loan with RMB Australia Holdings, RMB Resources and Macquarie Bank. Only US$6 million can be withdrawn now; the other US$9 million needs lender approval, which the lenders will not give unless Apollo raises equity or other funds for corporate costs before February 28, 2009. The loan carries a 5% arrangement fee, interest at LIBOR plus 10%, and matures on the earlier of June 30, 2009 or the first draw on a long-term project loan. It is secured by a first lien on substantially all assets including Black Fox, and may only be used for Black Fox and related fees. The lenders also received 42,614,254 warrants at Cdn$0.221 for 48 months, and interest can be paid in shares instead of cash at the lenders' option. This is new financing for the Black Fox build and adds dilution.
26 Aug 2008capital raising announcement▲ GoodMajor
On August 21, 2008 Apollo closed the flow-through placement: 17,000,000 shares at Cdn$0.50, raising Cdn$8.5 million, which is larger than the 14 million shares first announced. The money is for the Black Fox open pit pre-strip and other exploration. Haywood received a Cdn$55,250 commission and options on 1,020,000 shares at Cdn$0.50 for 18 months, and the buyers get resale registration rights. This completes the August 6 announcement.
On August 6, 2008 Apollo announced a bought-deal private placement of 14,000,000 flow-through shares at Cdn$0.50 for Cdn$7 million, plus an over-allotment option for 3,000,000 more (up to Cdn$1.5 million). The money is for the pre-strip of the Black Fox open pit and Canadian exploration spending there, with closing expected around August 21, 2008.
On October 31, 2007 Apollo closed a Canadian private placement of 7,454,545 flow-through shares at Cdn$0.55, raising Cdn$4.1 million. The money is earmarked for Black Fox drilling, permitting and a feasibility study, which addresses the open Black Fox funding and feasibility-study thread. Underwriter Haywood received a Cdn$225,500 commission and options on 5% of the shares (372,727 shares by calculation) at Cdn$0.55 for 18 months, and the buyers get resale registration rights, so more shares will be added to the count.
On October 12, 2007 Apollo announced a private placement financing in a press release attached as an exhibit. The exhibit text is not included in the filing provided, so the size, price and terms cannot be stated here.
26 Feb 2007capital raising announcement● NeutralMajor
On February 23, 2007 Apollo completed a private placement of US$8.58 million of convertible debentures due February 23, 2009. They pay 12% interest for the first year and 18% after that, and are convertible at US$0.50 per share. Each US$1,000 of debentures also carries 2,000 warrants at US$0.50 for two years. Regent and Shoreline received about US$600,000 in commissions plus compensation warrants at US$0.50, and the company agreed not to sell securities for three months without their consent. Apollo can force conversion after September 24, 2007 if the 20-day average share price reaches US$0.90, or on a change of control. Existing holders face dilution from the conversion shares and warrants, and the shares underlying them must be registered for resale. Unit purchasers from the November 2006 offering used their participation rights in this deal.
Apollo Gold agreed to sell its Nevada subsidiaries (Florida Canyon Mining, Standard Gold Mining and Apollo Gold Exploration) to Jipangu Inc.'s subsidiary for US$14.0 million, with closing expected November 15, 2005. Jipangu also agreed to a US$3.5 million private placement of up to 11,650,000 units at Cdn$0.35, and advanced US$2.5 million against a note. Apollo recorded a total US$8.9 million impairment on the Nevada assets at September 30, 2005. Jipangu holds 9.4% now and would hold 19.7% if the placement and warrants completed.
Apollo Gold closed the second and final tranche of its 12,500,000-unit offering at US$0.75 per unit, which grew to that size when Regent Mercantile Bancorp exercised its 1,875,000-unit option. Regent received compensation warrants for 1,250,000 units at US$0.75, expiring January 7, 2007. This completes the offering started in the previous filing. (The filing text gives the date as January 7, 2004, which appears to be a typo for 2005; that is an inference.)
On December 31, 2004 Apollo Gold sold 714,285 flow-through shares at Cdn$1.05 each, raising Cdn$750,000 from Canadian buyers. The money is to be spent on exploration at the Black Fox project near Timmins, Ontario. Regent Mercantile Bancorp received a 6.5% commission. This adds new shares and continues the series of Regent-arranged financings.
9 Nov 2004capital raising announcement● NeutralMajor
Apollo Gold raised US$8,756,250 of Special Notes and US$1,745,000 of Special Warrants (at US$0.75 each) on November 4, 2004. The notes convert into 12% secured convertible debentures due 2007, convertible into shares at US$0.75, with warrants at US$0.80. The Special Warrants convert into shares plus warrants. Regent Mercantile Bancorp received a 6.5% commission and options over 1,400,166 shares. Part of the proceeds, US$3,206,511, was used to repay the October 2004 25% debenture in full, resolving that short-term loan. The filing text is truncated after this point. Existing shareholders face potential dilution from the conversions and warrants.
Apollo Gold sold a US$3,000,000 secured debenture to Regent Securities Capital Corporation on October 19, 2004. It carries 25% annual interest and is due January 19, 2005. It is secured on the company's assets, excluding its Mexico subsidiary and the Black Fox property. Regent also received a warrant for 1,000,000 shares at US$0.80, and Regent Mercantile Bancorp received fees of US$30,000 and US$300,000. The 25% rate and short term show costly short-term borrowing (inference).
