6 Apr 2022listing compliance notice▼ BadMajor
DAKOTA TERRITORY RESOURCE CORP deregistered its securities, ending its obligation to file reports with the SEC.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
7 Dec 2021business combination▲ GoodMajor
On December 1, 2021 the company gave a corporate update: it and JR Resources confidentially submitted the merger's S-4 registration statement to the SEC on October 25, 2021, and applied to list the merged Dakota Gold Corp. on the NYSE American. It also plans a drill program of about 103,000 feet (31,000 meters) in the first quarter of 2022 on its Maitland, Richmond Hill and City Creek properties. This moves the JR merger forward but it is not yet complete. The filing dates the merger agreement as September 10, 2022, which looks like a typo for 2021 (inference).
19 Oct 2021capital raising announcement● NeutralMajor
On October 14, 2021 the company signed a three-year option with Barrick subsidiaries HMCC and LAC Minerals (USA) to acquire the 2,126-acre Richmond Hill Property in the Homestake District. It paid US$100,000 cash and issued 400,000 shares to Barrick, with US$100,000 annual option payments. It can exercise by September 7, 2024 by assuming the liabilities and bonds, issuing 400,000 more shares and granting a 1.0% royalty on any gold recovered. The filing says its total package would be 34,657 mineral acres (38,918 acres total), and Barrick could own up to 5.55 million shares (7.48%) on exercise. This extends the September 2021 Barrick option deal and adds to share dilution.
15 Sept 2021business combination● NeutralMajor
On September 10, 2021 the company signed an amended and restated merger agreement with JR Resources, replacing the May 13, 2021 agreement. The deal now uses two merger subsidiaries of JR Resources. JR Resources will be renamed Dakota Gold Corp. and reverse split to 35,641,667 shares, and holders other than JR get one new share per Dakota Territory share. Options and restricted stock units will be assumed. It still needs Dakota Territory shareholder approval and an SEC-reviewed S-4. This continues the JR merger, now with the structure reworked so JR Resources is the surviving parent rather than a new holding company (inference from the structure described). Directors Awde and Quartermain abstained from the board vote because of their JR Resources interests.
9 Sept 2021capital raising announcement▲ GoodMajor
On September 7, 2021 the company signed an option agreement with Homestake Mining Company of California (a Barrick Gold subsidiary) to acquire 4,261 acres of surface rights plus facilities and data in the Homestake District, South Dakota. It paid $1.3 million cash and issued 1 million shares to Barrick, with $300,000 annual option payments, and can exercise by September 7, 2024 by assuming HMCC's liabilities and bonds. On exercise it would issue Barrick 3 million more shares and grant a 2.5% royalty on any gold recovered from the Grizzly Gulch property. The company says its total package would be 35,292 acres. The filing's cover page lists South Dakota as the state of incorporation, whereas earlier filings said Nevada; the filing does not explain this.
3 Aug 2021capital raising announcement▲ GoodMajor
The final tranche of the private placement closed August 2, 2021: 120,550 shares at $4.50 for $542,475. The total is 11,166,161 shares for gross proceeds of $50,247,724.50. This ends the financing. The filing reports the second tranche as 8,734,611 shares for $39,305,749.50, slightly different from the 8,725,389 shares and $39,264,251 in the July 21 filing; the filing does not explain the difference.
What it means for a shareholder
120,550 new shares at $4.50 to raise about $542,475. That's 0.2% dilution: every existing holder's slice gets 0.2% smaller. If you held $1,000 of shares (222 at the issue price), your slice goes from 0.000369% to 0.000368% of the company. To keep it you'd need 0 more shares - about $0 at the issue price.
Create a free account to see this worked out for your own holding.
21 July 2021capital raising announcement▲ GoodMajor
The second tranche of the private placement closed on July 21, 2021, with 8,725,389 shares sold at $4.50 for $39,264,251. With the first tranche, 11,036,389 shares have been sold for $49,663,750.50, already above the $45 million announced in June. Director Robert Quartermain bought 50,000 shares. A final tranche is expected by July 30.
What it means for a shareholder
8.7m new shares at $4.50 to raise about $39.3m. That's 13% dilution: every existing holder's slice gets 13% smaller. If you held $1,000 of shares (222 at the issue price), your slice goes from 0.000369% to 0.000322% of the company. To keep it you'd need 32 more shares - about $144 at the issue price.
Create a free account to see this worked out for your own holding.
25 June 2021capital raising announcement▲ GoodMajor
The first tranche of the private placement closed on June 23, 2021: 2,311,000 shares at $4.50 for gross proceeds of $10,399,500. On June 24 the company increased the maximum offering from 5,555,556 shares to 10,000,000 shares, or up to $45 million, with closing expected around July 9. This continues the June 15 financing.
What it means for a shareholder
2.3m new shares at $4.50 to raise about $10.4m. That's 3.8% dilution: every existing holder's slice gets 3.8% smaller. If you held $1,000 of shares (222 at the issue price), your slice goes from 0.000384% to 0.000369% of the company. To keep it you'd need 9 more shares - about $41 at the issue price.
Create a free account to see this worked out for your own holding.
16 June 2021capital raising announcement▲ GoodMajor
On June 15, 2021 the company announced a planned non-brokered private placement of up to 5,555,556 shares at $4.50 each, for up to $25 million, expected to close by July 9, 2021. Proceeds are to go to general working capital and exploration of its gold properties. Existing shareholders face dilution if it completes in full (inference).
What it means for a shareholder
5.6m new shares at $4.50 to raise about $25.0m. That's 9.0% dilution: every existing holder's slice gets 9.0% smaller. If you held $1,000 of shares (222 at the issue price), your slice goes from 0.000395% to 0.00036% of the company. To keep it you'd need 22 more shares - about $99 at the issue price.
Create a free account to see this worked out for your own holding.
14 May 2021business combination● NeutralMajor
On May 14, 2021 the company agreed to a merger with its largest shareholder JR Resources through a new company (NewCo, to be renamed Dakota Gold Corp.). Other Dakota Territory shareholders get one NewCo share per share held, and JR shareholders get NewCo shares based on their percentage of JR times the 142,566,667 Dakota Territory shares JR owns. The deal needs approval from both companies' shareholders and an S-4 registration with the SEC. Separately, the board approved a 1-for-4 reverse split effective May 25, 2021, cutting shares from 224,789,323 to about 56,197,331 and authorized shares from 300 million to 75 million, with ownership percentages largely unchanged. Awde and Quartermain abstained from the merger vote because of their interests in JR.
15 Mar 2021business combination● NeutralMajor
JR Resources completed its final purchase on March 12, 2021, buying 72,900,000 more shares for $10,935,000 at $0.15 each. This takes JR to about 63.42% of the 224,789,323 shares outstanding and is a change of control. It resolves the open question of whether JR would use its purchase right: the first closing in October 2020 was 69,666,667 shares for $10,450,000, and JR's total is now 142,566,667 shares, the full maximum. Jonathan Awde (a JR affiliate) became CEO and Gerald Aberle moved to chief operating officer. Richard Bachman resigned as an officer and will step down as a director about 10 days after this statement is mailed, with Awde and Robert Quartermain joining the board.
8 Jan 2021material agreement● Neutral
On January 4, 2021 the company bought an office building at 141 Glendale Dr., Lead, South Dakota, for cash of about $755,000 (including furniture, fixtures and other property) to be its new corporate headquarters. The company's address moves from Reno, Nevada to Lead, South Dakota, near its Black Hills gold properties.
16 Nov 2020debt financing▲ GoodMajor
On November 13, 2020 the company declared a special cash dividend of $0.055 per share, payable January 4, 2021 to holders of record December 22, 2020. There are 150,181,631 shares outstanding and 1,800,000 options, and holders of 72,666,667 shares have contractually waived the dividend. The company says it is rewarding shareholder loyalty; the filing does not say whether JR's option rights were exercised, though the share count is well below the 142.6 million maximum JR could buy plus prior shares (inference: JR's purchase may be partly or wholly done, unconfirmed).
27 May 2020capital raising announcement● NeutralMajor
On May 26, 2020 the company agreed with JR Resources Corp. that JR would lend a further $1,150,000 and gets the right (not obligation) to buy up to 142,566,667 shares at $0.15 (about 64.24% fully diluted) by October 15, 2020. The loan combines with the earlier $300,000 into an unsecured $1,450,000 note at 0.25% interest due December 31, 2021, convertible at $0.15 (later possibly lower, floor $0.10), and the company expects to use proceeds for up to $350,000 of mineral interests, up to $500,000 for an airborne survey and the rest for general purposes. If JR buys, it could take control of the board (one more JR designee than company designees) and existing holders would be heavily diluted, but the filing says no closing is assured. The $300,000 advanced in February 2020 appears to be the note from the March 2020 claims acquisition, which is now folded in (inference).
11 Mar 2020asset acquisition disposition▲ GoodMajor
On March 6, 2020 the company completed the acquisition of 65 unpatented lode mining claims covering about 1,152 acres next to its Blind Gold Property, bringing its Homestake District position to about 7,171 acres. It funded this with a $300,000 non-recourse note maturing May 5, 2021 at 3% interest, and issued 250,000 shares as extra consideration, subject to buy-back at par value if the note is paid at maturity. This continues the land expansion and adds the company's first debt of this kind in the filings seen.
6 Mar 2020auditor change● Neutral
The company's auditor LBB & Associates resigned on March 2, 2020 after the SEC suspended it effective February 6, 2020, and on March 6, 2020 the board appointed Ham, Langston and Brezina, L.L.P. for the year ending March 31, 2020. LBB's reports for fiscal 2019 and 2018 were not adverse or qualified, and there were no disagreements. This replaces the LBB firm hired in 2013.
5 Feb 2019capital raising announcement● Neutral
Between January and February 2019 the company sold 2,300,000 shares plus 2,300,000 warrants for $230,000 in cash in private deals. Each warrant lets the holder buy a share at $0.10 on or before June 30, 2020, so the shares sold at $0.10 each and exercise could add more shares. This continues the company's pattern of small private share sales.
10 Apr 2017asset acquisition disposition▲ Good
On April 5, 2017 the company entered into lease-and-option-to-purchase agreements with Trucano Novelty, Inc. covering 284 acres in the Homestake District: about 61 acres next to City Creek, 82 acres near the Maitland Mine south of Blind Gold, and 141 acres north of the Paleoplacer property. This continues the Black Hills land build-up, taking holdings to 3,341 acres. The filing gives no price (it says only that the amount paid was not significant) and these are leases with purchase options, not outright purchases.
29 Jan 2015capital raising announcement● Neutral
On January 25, 2015 the board approved a 2015 Omnibus Incentive Plan and authorised 5,200,000 stock options for accredited investors, exercisable at $0.08 for ten years (to January 25, 2025). The $0.08 price is set against a $0.07 closing price on January 23, 2015. If exercised these would add new shares, diluting existing holders; the filing does not say who received the options. The plan document itself says it takes effect on shareholder approval, which this filing does not report.
22 May 2014asset acquisition disposition● Neutral
A second amendment on the Deadbroke Mining Company purchase: the company withdrew its confidential treatment request and filed the full, unredacted purchase agreement. The agreement shows a price of $32,500 cash for the mineral rights listed in it, with closing on or before March 3, 2014; it is not stated whether that price covers the whole 565.24-acre purchase or only part of it. No new business developments are reported.
14 Mar 2014asset acquisition disposition● Neutral
An amendment to the March 7 report on the same Deadbroke 565.24-acre purchase, the Feb 24 Mineral Survey 1706 acquisition and the $315,000 share sale. The only change is that a redacted copy of the purchase agreement is now filed, with a request for confidential treatment of the redacted parts, rather than none at all.
7 Mar 2014asset acquisition disposition▲ GoodMajor
The company bought about 565.24 mineral acres in the Northern Black Hills from Deadbroke Mining Company on March 3, 2014, lifting its Homestake District holdings by nearly 23% to over 3,057 acres, and including the historic Gustin, Minerva and Deadbroke gold mines next to its Paleoplacer property. It also bought 26.16 acres (Mineral Survey 1706) on Feb 24, 2014 from Gregory and Cody Percevich under a lease and option to purchase, and closed a $315,000 private placement of 3,150,000 restricted shares at $0.10 to two investors, which funds the purchases and adds new shares. The filing says the property has no known proven or probable reserves, continuing the gold expansion begun in 2012-13.
5 Apr 2013auditor change● Neutral
An amendment to the April 2 filing, attaching the letter PLS CPA sent in response about the March 28, 2013 auditor change to LBB & Associates. The amendment text does not describe what the letter says, and gives no new facts on the company's business or finances.
2 Apr 2013auditor change● Neutral
Effective March 28, 2013 the board dismissed its auditor PLS CPA and hired LBB & Associates, Ltd., LLP of Houston as the new auditor. The filing says there were no disagreements with PLS, and that PLS's reports for the last two years carried a going-concern warning (limited operations and no established source of revenue), continuing that thread. PLS's reply letter had not yet been received.
28 Jan 2013capital raising announcement● NeutralMajor
On January 28, 2013 the company sold 2,500,000 restricted shares at $0.10 each to a group of private investors, raising $250,000 with no fees or commissions and no warrants. The press release says fourteen accredited investors took part, including four former senior Homestake Mining executives, and that the money is for working capital including work on the Blind Gold Property and planned summer 2013 exploration. This is the first funding raised since the move to gold, and the new shares dilute existing holders.
7 Jan 2013asset acquisition disposition▲ GoodMajor
On December 31, 2012 the company bought 57 unpatented lode mining claims (about 853 acres) near its Blind Gold Property in the Black Hills of South Dakota from Black Hills Gold Exploration Corp, LLC, paying one million restricted shares valued at $150,000 ($0.15 each). The filing says there is no material relationship with the seller. The company says its Black Hills land package rises to nearly 2,466 acres, extending the gold focus adopted after the North Homestake deal; the filing notes no proven or probable reserves.
17 Oct 2012asset acquisition disposition▼ BadMajor
On October 12, 2012 the board voted unanimously to put no further capital into its Nevada and Peru geothermal properties, and the company will write off the Nevada assets as at September 30, 2012 and the Peru assets as holding costs fall due. This ends the geothermal strategy built through the 2010 lease and Andean Geothermic acquisitions, as the company now focuses on gold exploration in the Black Hills. The filing states the $25,000 cash payment for Andean Geothermic had not been paid, and that the company had earlier acquired a further Nevada lease (May 2011) and three more Peruvian concessions (December 2011).
3 Oct 2012asset acquisition disposition● NeutralMajor
On September 28, 2012 the company, now renamed Dakota Territory Resource Corp, completed its acquisition of North Homestake Mining Company, which holds the Blind Gold gold exploration property in South Dakota. It issued 30 million post-split shares (after a 1-for-10 reverse split effective September 26, 2012) to Richard Bachman and Gerald Aberle, the only North Homestake shareholders and company officers and directors, giving them 89.08% of the shares. This is a change of control and a shift away from the geothermal business; existing holders were heavily diluted. The filing says the company had not been able to fund exploration of its four Nevada and seven Peru geothermal project areas for lack of funding.
8 July 2011auditor change● Neutral
Second amendment to the June 2011 auditor change: Mustang Geothermal dismissed Jewett Schwartz & Wolfe & Associates effective June 10, 2011 and retained PLS, CPA, A Professional Corporation of San Diego. It again reports no disagreements with the former auditor and repeats its going-concern doubt (limited operations, no established source of revenue); it adds that the former auditor's letter to the SEC is attached as an exhibit. This continues the auditor-change thread and confirms PLS as the successor.
27 June 2011auditor change● Neutral
This amendment changes the auditor details from the June 9 filing: the dismissal of Jewett Schwartz & Wolfe & Associates is now dated June 10, 2011, and the new auditor is PLS, CPA, A Professional Corporation of San Diego instead of Chang G. Park. The filing does not explain the change. It again reports no disagreements and repeats the prior going-concern doubt.