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DAKOTA TERRITORY RESOURCE CORP

US:DTRCDUS:DTRC
No current share price held for this company.

Past year: ▲ 843%(53.0c – 5.60 USD)

Market cap
—
Shares on issue
—
Story beats
27 since 2006
Last event
6 Apr 2022

History

A small uranium explorer turned geothermal player, then gold explorer in South Dakota's Black Hills, it was taken over by JR Resources, raised $50 million and secured Barrick options before deregistering in 2022.

2006-2009: Uranium in Argentina

The company, then called Urex Energy Corp. (formerly Lakefield Ventures), set out as a uranium explorer. On June 8, 2006 it completed the purchase of 99.8% of Argentine company United Energy Metals S.A. (UEM), which held the 170,000-hectare Rio Chubut Property. The price was 8,000,000 shares issued earlier plus $50,000, with the seller keeping a 5% net smelter royalty (a share of mine revenue).

To fund itself, the company raised money in two private placements of units at $0.25 each. A November 2006 placement of 4,000,000 units brought in $1,000,000, and a December 2006 placement of 6,000,000 units brought in $1,500,000, for $2,500,000 in total. Each unit carried a share plus warrants, adding potential dilution.

By 2009 the company changed course. In August it agreed to sell UEM to SGI Partners, LLC for US$500,000, keeping a 2% royalty, to pay down debt and focus on its 100%-owned La Jara Mesa Extension uranium property in New Mexico. That deal failed because SGI did not meet its requirements, and in December 2009 the company signed a letter of intent to sell UEM to UrAmerica Ltd. for the same price. The record does not show how that sale ended.

2010-2012: The geothermal detour

In 2010 the company pivoted to geothermal energy and later became Mustang Geothermal Corp. In March it agreed to buy three Nevada geothermal leases (6,582 acres) from Enco Explorations Inc. for 100 million shares. In August it bought three more Nevada leases (9,800 acres) for 14 million shares valued at $0.15 each, bringing its Nevada holdings to 15,262 acres. In November it agreed to buy 99.9% of Andean Geothermic Energy SAC for 15 million shares and $25,000 cash, giving it geothermal applications in Peru. It later added another Nevada lease and three more Peruvian concessions.

The strategy was paid for almost entirely in shares and never funded in cash. By 2012 the company said it could not afford to explore its four Nevada and seven Peru project areas. The $25,000 for Andean Geothermic had never been paid.

2012-2014: A new start in gold

The turning point came on September 28, 2012. After a 1-for-10 reverse split, the company, renamed Dakota Territory Resource Corp, issued 30 million shares to Richard Bachman and Gerald Aberle for North Homestake Mining Company, owner of the Blind Gold gold property in South Dakota. They received 89.08% of the company, a change of control that heavily diluted existing holders. On October 12, 2012 the board voted to put no more capital into geothermal and to write off those assets.

Growth in the Black Hills of South Dakota was small and steady. In December 2012 the company bought 57 mining claims (about 853 acres) for one million shares valued at $150,000. In January 2013 it raised $250,000 by selling 2,500,000 shares at $0.10 to fourteen investors, including four former senior Homestake Mining executives. In early 2014 it bought about 565 acres from Deadbroke Mining Company, including the historic Gustin, Minerva and Deadbroke mines, plus a smaller 26-acre parcel, funded by a $315,000 placement of 3,150,000 shares at $0.10. Its Homestake District holdings passed 3,057 acres, with no proven or probable reserves. Share count rose from 34.5 million at the end of 2011 to 53.5 million by the end of 2014.

2015-2020: Quiet years, then JR Resources

The record is quiet from 2014 until March 2020, when the company bought 65 mining claims (about 1,152 acres) next to Blind Gold, taking its Homestake District position to about 7,171 acres. It paid with a $300,000 note at 3% due May 2021 and 250,000 extra shares.

In May 2020 it agreed with JR Resources Corp. that JR would lend a further $1,150,000, combining with the earlier $300,000 into a $1,450,000 convertible note. JR also gained the right to buy up to 142,566,667 shares at $0.15. JR bought 69,666,667 shares for $10,450,000 in October 2020, and a further 72,900,000 shares for $10,935,000 on March 12, 2021. That took JR to 142,566,667 shares, about 63.42% of 224,789,323 outstanding, and a change of control. This explains the jump in share count in 2020. Jonathan Awde of JR became CEO, Aberle became chief operating officer, and Bachman resigned as an officer. In November 2020 the company also declared a special dividend of $0.055 per share, paid in January 2021.

2021-2022: Money, Barrick and a merger

In May 2021 the company agreed to merge with JR Resources, with a 1-for-4 reverse split effective May 25, 2021. From June to August it raised gross proceeds of $50,247,724.50 by selling 11,166,161 shares at $4.50, well above its original $25 million target. The filings give slightly different figures for the second tranche, and the difference was not explained.

With the money it signed options with Barrick subsidiaries. In September 2021 it paid $1.3 million and issued 1 million shares for the right to acquire 4,261 acres of surface rights in the Homestake District by September 2024. In October it paid US$100,000 and issued 400,000 shares for an option on the 2,126-acre Richmond Hill Property. The company said its package would total 34,657 mineral acres.

On September 10, 2021 it signed an amended merger agreement under which JR Resources would be renamed Dakota Gold Corp. A merger registration was confidentially submitted to the SEC on October 25, 2021, and a NYSE American listing application was filed. As of December 2021 the merger was not complete, no reserves had been proven, and a drill program of about 103,000 feet was planned for early 2022. On April 6, 2022 the company deregistered its securities, ending its obligation to file reports with the SEC.

Written from the 27 story beats below (2006 to 6 Apr 2022), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

202270.8m shares · US$354m market cap

  1. 6 Apr

    DAKOTA TERRITORY RESOURCE CORP deregistered its securities, ending its obligation to file reports with the SEC.

    listing compliance notice

    70.8m shUS$354m

202170.8m shares · US$320m market cap

  1. 7 Dec

    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).

    business combination

    70.8m shUS$320m
  2. 19 Oct

    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.

    capital raising announcement

    70.4m shUS$318m
  3. 15 Sept

    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.

    business combination

    60.2m shUS$265m
  4. 9 Sept

    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.

    capital raising announcement

    60.2m shUS$265m
  5. 3 Aug

    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.

    capital raising announcement

    60.2m shUS$292m
  6. 21 July

    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.

    capital raising announcement

    60.2m shUS$301m
  7. 25 June

    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.

    capital raising announcement

    57.9m shUS$324m
  8. 16 June

    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).

    capital raising announcement

    56.2m shUS$315m
  9. 14 May

    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.

    business combination

    56.2m shUS$40.5m
  10. 15 Mar

    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.

    business combination

    152m shUS$74.4m

2020150m shares · US$66.5m market cap

  1. 16 Nov

    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).

    debt financing

    150m shUS$66.5m
  2. 27 May

    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).

    capital raising announcement

    16.4m shUS$2.4m
  3. 11 Mar

    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.

    asset acquisition disposition

    65.4m shUS$12.8m

201441.3m shares · US$14.5m market cap

  1. 7 Mar

    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.

    asset acquisition disposition

    41.3m shUS$14.5m

201340.6m shares · US$6.1m market cap

  1. 28 Jan

    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.

    capital raising announcement

    40.6m shUS$6.1m
  2. 7 Jan

    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.

    asset acquisition disposition

    40.6m shUS$6.1m

201235.1m shares · US$702k market cap

  1. 17 Oct

    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).

    asset acquisition disposition

    35.1m shUS$702k
  2. 3 Oct

    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.

    asset acquisition disposition

    35.1m shUS$702k

2010

  1. 8 Nov

    On November 5, 2010 Mustang Geothermal agreed to buy 99.9% of Andean Geothermic Energy SAC from Genoa Energy Resources Inc. for 15 million shares valued at $0.12 each plus $25,000 cash. The target controls four geothermal exploration applications covering 3,600 hectares (8,896 acres) in Puno and Arequipa, Peru. This extends the geothermal strategy outside Nevada and adds more shares.

    material agreement

  2. 31 Aug

    The company, now named Mustang Geothermal Corp. (formerly Urex Energy), agreed on August 26, 2010 to buy three more Nevada geothermal leases totaling 9,800 acres for 14 million shares valued at $0.15 each ($2.1 million). The sellers are Minera Inc., Dakota Resource Holding LLC and Minera Cerro El Diablo Inc. The company says it now owns 15,262 acres of Nevada geothermal leases and describes the shift as part of an on-going reorganization. This continues the geothermal push begun in March 2010 and adds further shares.

    material agreement

  3. 23 Mar

    On March 18, 2010 the company agreed to buy three geothermal leases totaling 6,582 acres in Nevada from Enco Explorations Inc. in exchange for 100 million shares of its common stock. This is a move into geothermal energy, away from uranium. The 100 million shares would be a large increase in the share count (the existing count is not given in these filings).

    material agreement

2009

  1. 2 Dec

    The company terminated the August 2009 sale of UEM to SGI Partners because SGI failed to meet the agreement's requirements. On December 1, 2009 it signed a letter of intent to sell UEM to UrAmerica Ltd. of London for US$500,000 cash, with UrAmerica assuming up to US$275,000 of UEM's debts. This contradicts the earlier SGI deal and restarts the UEM sale, which is only a letter of intent so far. Proceeds are again meant to pay down debt and fund La Jara Mesa.

    material agreement termination

  2. 7 Aug

    On August 4, 2009 the company agreed to sell its Argentine subsidiary UEM (acquired in 2006) to SGI Partners, LLC for US$500,000 cash. It keeps a 2% net smelter royalty that SGI can cut by 1% for a US$2 million payment, and SGI takes on UEM's outstanding debts. The company says it will use the proceeds to pay down debt and focus on its 100%-owned La Jara Mesa Extension uranium property in New Mexico, which is still obtaining exploration drill permits. This reverses the 2006 move into Argentina. The filing is under the 'completion' item but describes only an agreement.

    asset acquisition disposition

2007

  1. 8 Jan

    On December 29, 2006 the company closed a second private placement of 6,000,000 units at $0.25 each, raising $1,500,000 for working capital, on the same terms as the November placement (Series A warrants at $0.50 for one year, Series B at $1.00 for two years). Together with November, the two placements raised $2,500,000 for 10,000,000 shares. The 3,000,000 Series A and 3,000,000 Series B warrants add further potential dilution. A finder's fee of up to 5% applies.

    capital raising announcement

2006

  1. 30 Nov

    On November 22, 2006 the company closed a private placement of 4,000,000 units at $0.25 each for gross proceeds of $1,000,000, to be used for working capital. Each unit has one share plus half a Series A warrant (exercisable at $0.50 for one year) and half a Series B warrant (exercisable at $1.00 for two years). A cash finder's fee of up to 5% applies on part of the placement. This is the first fundraising since the UEM acquisition and adds shares and potential dilution from 2,000,000 Series A and 2,000,000 Series B warrants.

    capital raising announcement

  2. 11 July

    The company, now named Urex Energy Corp. (formerly Lakefield Ventures), completed the IMR Assignment Agreement on June 8, 2006, acquiring 99.8% of Argentine company United Energy Metals S.A. (UEM). UEM holds the Rio Chubut Property of 170,000 hectares next to the Cerro Solo uranium deposit (which the company has no interest in). The price was the 8,000,000 shares issued earlier plus $50,000 to IMR, with IMR keeping a 5% net smelter royalty. This completes the share issue in the previous filing and moves the company into uranium exploration. The filing says UEM financial statements will follow.

    asset acquisition disposition