Each one in plain English, with the numbers worked through for a shareholder.
12 Mar 2015bankruptcy or receivership▼ BadMajor
On March 9, 2015 the bankruptcy court approved the trustee's report of no distribution, discharged the trustee and closed the Chapter 7 case for subsidiary Dutch Mining, LLC. This ends the Dutch Mining liquidation begun in 2014; the order itself shows no distribution was made, and it does not describe any effect on the parent's shares.
On July 17, 2014 the company announced a deal giving Abba Medix Corporation a license to sell and distribute the company's products in Canada and other countries. The filing does not say what the products are or what the company will receive; it follows the patent purchase a week earlier, suggesting a shift away from mining (inference).
On July 10, 2014 the company, through a subsidiary called Ascendant Analytics, Inc., agreed with Tetra Micro Labs, Inc. to buy Provisional Patent 61/977,524 for cash and stock. The amounts are not stated in the filing. This is a technology purchase unrelated to mining, and the filing itself doesn't explain any change of business (it is also dated July 7 in its signature, which looks like an error).
The company reports that on June 11, 2014 a voluntary Chapter 7 bankruptcy petition was filed for its subsidiary Dutch Mining, LLC in the Northern District of Georgia. This follows through on the April 2014 liquidation decision; the filing does not say the parent company itself is in bankruptcy.
On April 16, 2014 the board acted to liquidate its wholly owned subsidiary Dutch Mining, LLC, the unit acquired in the January 2007 share exchange. The filing says this does not affect the parent company, only the subsidiary.
On July 11, 2012 the company signed a joint venture agreement with RadarNica, SA to develop the Villa Nueva 1 mines in Nicaragua through a new Georgia LLC. The company will put in $100,000 initially (net proceeds are shared equally until it has contributed $250,000), and will give RadarNica options on 20,000,000 company shares. This is a new venture separate from the Minnie Moore lease, and it adds potential dilution; the filing gives no word on the Minnie Moore lease.
Amendment No. 5 to the March 2011 auditor change, filed to attach Gruber's Exhibit 16.1 letter. The text is essentially identical to the previous amendment, with no new facts; the repeated amendments show the SEC-comment cycle on this filing, but the filing itself does not say why they were needed (inference).
Another amendment (labelled Amendment No. 4 on its face, though its note calls it No. 3) to the March 2011 auditor change. It revises the no-disagreement wording to cover the two most recent fiscal years through March 18, 2011, and attaches Gruber's letter as Exhibit 16.1. The substance, dismissal of Gruber and engagement of Hancock Askew, is unchanged.
Amended report on the Aultra Gold deal, effective December 31, 2009 (signed January 6, 2010): the company issued 9,614,667 shares for Aultra Gold's gold and mineral business assets and 1,000,000 shares for control of Aultra Gold. Rauno Perttu joined as director and Chief Operating Officer as three directors resigned. It repeats earlier history and still promises audited and pro forma financials within 71 days, so that open item remains unresolved here.
Amendment No. 2 to the March 2011 auditor-change report, filed to attach Gruber & Company's letter to the SEC as Exhibit 16.1. It repeats that Gruber was dismissed and Hancock Askew & Co engaged on March 18, 2011, with no disagreements, and Gruber's 2008 and 2009 reports qualified only for going concern. This resolves the June 2011 amendment's note that Gruber's letter had not yet been received; no new facts about the change.
On September 26, 2011 the company signed a mining lease with the Bilbray Trust and Johnston Trust for the Minnie Moore Mine in Blaine County, Idaho: ten years plus two ten-year extensions, $10,000 a month in advance production payments, annual lease payments rising from $50,000 to $100,000 across later periods, a 4% net smelter royalty and a 14% profit share once ore is produced. Each trust also gets options on 5,250,000 shares at $1,000.00 per share (as printed), vesting after $10,000,000 of net revenue. The company can buy the property for $15,000,000, with production payments credited against the price. It also hired Carl Johnston as a consultant at $5,000 a month. This is the first mine the filing shows the company holding a right to work.
This amendment restates the March 2011 change from Gruber to Hancock Askew and extends the description of Gruber's reports to cover 2008 as well as 2009 (no adverse opinion, going-concern qualification only). It says Gruber's letter had not been received yet, which differs from the original filing that said it was attached. It also lists a different commission file number (333-72163).