Graphene & Solar Technologies Ltd

GSTX's subsidiary Quartz & Silicon Materials Company (QSM USA) was awarded a $45 million California Competes Tax Credit over five years to support planned silicon ingot and wafer manufacturing projects - a real state incentive, but one earned only against future California tax liability and tied to investment/job milestones the company has not yet shown it can fund, given its history of unfunded MOUs and years of losses.

material agreement

Three days later, GSTX signed a second non-binding MOU, this time with American Solar Manufacturing Company, to form a joint venture (75% GSTX / 25% ASMC) to manufacture silicon wafers, with GSTX committing to fund $10 million in working capital - a large sum relative to a company that has reported no meaningful revenue and routine annual losses for years.

material agreement

Signed a non-binding memorandum of understanding with New Zealand's Henosis Limited over buying its shareholding in Ausquartz Group Holdings, which tests, develops and produces high-purity quartz sand and crucibles for solar and semiconductor wafer making. The parties gave themselves 90 days to reach a definitive agreement; no price, structure or funding source is stated.

material agreement

Farber Hass Hurley resigned as auditor after just seven months, citing "inconsistent and incomplete information" and a lack of support for transactions involving the company, its subsidiary and an affiliate - it could not even complete its review of the June 2019 quarter.

auditor change

The company engaged Farber Hass Hurley LLP as its new auditor and completed another name change and ticker swap, from Solar Quartz Technologies to Graphene & Solar Technologies Limited (GSTX) - its second rebrand in under two years.

auditor change

New management (in place since the 2017 reverse merger) discovered a fiscal-2015 annual report had never actually been filed, and when it was finally filed in 2018 it was never sent to the outside auditors for required review - the company disclosed that report should not be relied upon.

financial restatement

Newly renamed SQTX detailed plans for a small private placement (up to $1.5 million) and a much larger future $150 million capital raise to build high-purity-quartz-sand factories in Australia and Texas - ambitious plans for a company whose own books showed just $66 in total assets against $286,500 in liabilities.

capital raising announcement

After three years as a dormant, asset-less shell, Vanguard Energy acquired all of Solar Quartz Technology Limited (a New Zealand holding company for high-purity-quartz mining rights in Queensland, Australia) for 213.4 million shares - nominally valued at "$530 million" in the filing, though the shell had essentially no real assets to back that figure - and renamed itself Solar Quartz Technologies Corporation (SQTX).

business combination

The $5.5 million asset sale closed; Vanguard Energy used the proceeds to buy out a net profits interest from Vanguard Net Profits, LLC and pay off its noteholders, resolving the debt crisis but leaving the company with essentially no operating assets.

asset acquisition disposition

Weeks after missing its note interest payment, Vanguard Energy agreed to sell substantially all of its assets to an unrelated buyer for $5.5 million, subject to shareholder and note holder approval.

material agreement

Vanguard Energy missed the 31 March 2014 interest payment on its $8.25 million of 15% secured convertible notes ($5.18 million sold for cash in 2012 and $3.08 million swapped out of its 2010 notes), entitling holders to declare a default and call the whole amount, principal and unpaid interest, immediately due.

debt default or forbearance

As Vanguard Energy Corporation (an operating Houston oil and gas company, years before its later pivot to quartz/solar), the company sold $5.91 million of 15%-interest secured convertible notes to private investors, maturing 2015 and convertible at $1.25/share.

capital raising announcement