Each one in plain English, with the numbers worked through for a shareholder.
27 Oct 2011capital raising announcement● Neutral
The company reported finishing its 2011 Chandalar exploration season: 25 core holes totaling about 15,000 feet in five target areas, soil sampling covering about 65% of the 23,000-acre property, and an airborne magnetic survey. Drill assay results are expected by mid to late November 2011. The company calls the season successful in expanding its geological knowledge, but no assay results are given yet. This is the drilling funded by the 2011 placements.
The company said it has now satisfied all its notes payable in gold. It bought 213.413 ounces of fine gold for $358,641 on August 4, paid $190,941 cash on August 3 in lieu of 117.647 ounces, and converted 109.355 ounces of alluvial and 171.286 ounces of fine gold into 2,029,908 units in the July placement. This resolves the gold-delivery obligations (the 2009-2010 gold notes and the 406 and 191 ounces left after the February 2011 settlement).
4 Aug 2011capital raising announcement● NeutralMajor
The company closed a placement of 13.8 million units at $0.21 for about $2.9 million net, sold outside the US, each with a share plus half a Series J warrant (greater of $0.30 or market) and half a Series I warrant ($0.40), five-year. It plans to use proceeds to finish funding the 2011 Chandalar hard-rock drilling, fully repay roughly $960,000 of notes payable in gold, repay about $263,000 owed to a related party, and cover operating costs. More dilution, but it addresses the outstanding gold notes.
Formal disclosure of the placement announced days earlier: 9,859,284 units at $0.21 for about $2,070,000 gross, each with one share plus half a Series H warrant ($0.30) and half a Series I warrant ($0.40), both five-year. The company granted resale registration rights and can accelerate expiry if the stock trades above $0.50 (H) or $0.60 (I) for 20 days. Officers and directors bought 695,000 units; new shares and warrants dilute existing holders.
What it means for a shareholder
9.9m new shares at US$0.210 to raise about US$2.1m. That's 16% dilution: every existing holder's slice gets 16% smaller. If you held US$1,000 of shares (4,762 at the issue price), your slice goes from 0.009% to 0.00758% of the company. To keep it you'd need 887 more shares - about US$186 at the issue price.
2 June 2011capital raising announcement▲ GoodMajor
The company announced it closed an oversubscribed private placement raising about $2,070,000 gross, to fund its 2011 hard-rock drilling exploration program at Chandalar and general operating costs. Officers and directors bought 695,000 units ($145,850) on the same terms; drilling was expected to start in later June. Details of the units are in the companion filing.
After temporarily cutting the exercise price of its Class E and Class F warrants to $0.20, the company issued 1,428,332 shares on exercises and received $285,666. Remaining are 422,518 Class E warrants at $0.65 and 659,662 Class F warrants at $0.55. Small cash raise with some dilution.
8 Feb 2011capital raising announcement● NeutralMajor
The company was in default on gold deliveries due November 2010 under its gold forward contracts (the notes payable in gold from 2009-2010). It settled about 1,300 ounces by issuing 10,931,982 new shares, and moved about 191 ounces to November 2012 at a higher interest rate (lesser of prime plus 8% or 12%). This clears the default and leaves 406 ounces due October 2011 and 191 ounces due November 2012, but the share issue is significant dilution.
The company closed another private placement, selling 4,169,850 units at $0.18 each (one share plus one warrant at $0.36 for two years) for about $750,000 gross and $677,000 net, to fund Chandalar exploration and development and general costs. The price is below the $0.30 units sold earlier in 2010, so shareholders are diluted at a lower price; the company can shorten the warrants' life if the stock trades above $0.72 for 20 straight days.
What it means for a shareholder
4.2m new shares at US$0.180 to raise about US$750,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
18 Oct 2010capital raising announcement▲ GoodMajor
The company announced the close of its unit private placement: 4,105,998 units at $0.30 each (one share plus a half warrant at $0.55 for two years), for net proceeds of $1,231,780. This continues the April 2010 placement, of which 695,000 units were already reported, and the company says the money funded mining at Chandalar. It also says it received another $625,037 from gold notes in 2010 and bought $1,238,050 of equipment for its first significant step into gold production.
On April 1, 2010 the company announced $1,756,442 of new financing: $615,037 of notes payable in gold, $208,500 from selling 695,000 units at $0.30, and $932,905 of secured equipment vendor loans. About $1.3 million is to buy equipment to begin commercial production at Chandalar. The gold notes can be settled in gold or converted to stock at $0.45, and the units sit within a board-approved private placement of up to $7 million. This moves the company from exploration financing toward production financing and adds debt and warrants.
3 Mar 2009capital raising announcement● NeutralMajor
The company issued 5,072,328 common shares to RAB on February 27, 2009 by converting the $1,000,000 debenture and $14,465.75 of interest at $0.20 per share, after the maturity was extended from November 21, 2008 to February 27, 2009. This resolves the RAB debenture thread, removes that debt, and leaves 44,219,712 shares outstanding. The filing says the company did this to reduce costs and future commitments and is in cash conservation mode.
5 Jan 2009capital raising announcement● NeutralMajor
On December 29, 2008 the company closed a private placement of 225,000 shares of a new Series A Convertible Preferred Stock at $1.00 each, raising $225,000 from three investors. The preferred stock converts into common at $0.16667 per share, pays a 5% cumulative dividend (payable in cash, stock or gold from Chandalar), and ranks ahead of common shares in a liquidation at $2.00 per share. The company says it may sell more of this stock; the proceeds are modest relative to the 2009 Chandalar financing it says it still needs to secure.
The company (now named GoldRich Mining Company) ended its leases on the Broken Hills West property in Nevada and the Pedra de Fogo property in Brazil, returning them to their owners on May 30 and June 3, 2008 with no retained interests or liabilities. The filing says this was to conserve resources and because exploration results did not justify the upcoming lease obligations. It will keep exploring Chandalar and is drilling on a leased property at Marisol, Mexico, with assay results expected soon.
On April 30, 2008 the company received an independent scoping study on the alluvial gold deposit it found in the Little Squaw Creek area of its wholly owned Chandalar property. The study estimates 243,621 ounces of gold in total, of which at least 216,602 ounces are recoverable (measured and indicated), at a cash cost of about $500 per ounce. This follows the 2007 trenching and drilling work at Chandalar. The company says the figures do not meet the SEC's standard for a mineral resource (Industry Guide 7) but that it believes they meet Canada's NI 43-101 standard, and it says no reserves exist until further drilling, a feasibility study and permitting are done.
On December 20, 2007 the company reported trenching assay results from its wholly owned Chandalar, Alaska property, with gold in multiple structures. The best prospect was Mikado, where gold was traced over 2,500 feet with an average trench intercept of 24 feet at 0.023 oz/ton. The 2007 program has set several diamond drilling targets for 2008. The company says continued exploration 'could' lead to a commercial deposit; this is exploration, not a resource estimate.
On December 27, 2006 the company closed a private placement of 3,012,002 units at $1.00, raising $3,012,002. Each unit is one share plus a half warrant exercisable at $1.50 for two years. The unit price is four times the $0.25 paid in the 2006 earlier placements. The company can force warrant exercise if its bid price averages $2.00 or more for five trading days after a resale registration is effective. The placement agent got a 6% cash fee and options on 5% of units sold.
What it means for a shareholder
3.0m new shares at US$1.00 to raise about US$3.0m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On February 24, 2006 the company closed the second tranche of the same private placement: 5,600,000 units at $0.25, raising $1,400,000, on the same warrant terms as the January tranche. Strata Partners again received a 10% cash fee and warrants equal to 10% of units sold. Together with the January tranche, this is 9,495,000 units and $2,373,750 gross (a sum of the two filings).
What it means for a shareholder
5.6m new shares at US$0.250 to raise about US$1.4m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On January 31, 2006 the company closed a private placement of 3,895,000 units at $0.25, raising $973,750. Each unit is one share plus a half warrant exercisable at $0.35, $0.50 and $0.65 over three years. Strata Partners received a 10% cash fee and warrants equal to 10% of units sold. This adds new shares and warrants.
What it means for a shareholder
3.9m new shares at US$0.250 to raise about US$973,750. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
29 Nov 2005capital raising announcement● NeutralMajor
Effective November 21, 2005 the company sold RAB Special Situations (Master) Fund $1,000,000 of 6% convertible debentures due November 21, 2008, convertible at $0.20 per share, plus 2,500,000 warrants at $0.30 for 36 months. The debentures and warrants carry full-ratchet anti-dilution protection (the price resets if shares are later issued lower), which could dilute existing shareholders. Strata Partners was paid a $100,000 fee and received 500,000 warrants. The company must file a resale registration statement within 60 days of closing or issue penalty shares, capped at 8% of the subscription price.
The company closed a private placement of 1,200,000 units at $0.25 each, raising $300,000 with no commissions paid. Each unit has one share and a three-year warrant exercisable at $0.30, rising to $0.35 and $0.40. Shares outstanding are now 16,833,420 (18,353,420 fully diluted). The company says the money covers working capital and financing costs, and more is needed to explore Chandalar.
What it means for a shareholder
1.2m new shares at US$0.250 to raise about US$300,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On April 27, 2005 the company agreed to pay finder Otto Gold if he introduces investors for a private placement or for a joint venture, earn-in or lease of its Chandalar property in Alaska. For a placement the fee is 10% of proceeds plus warrants; for a venture or lease it is 3% of the investors' annual spend for three years. Nothing is payable unless a deal results.
On March 1, 2005 the company signed an agreement with Strata Partners, LLC to try to sell 9,166,666 units at $0.30 each, each unit being one share plus a three-year warrant for one more share. Strata gets 5% cash and 5% in warrants, and consultant John Resing, who introduced Strata, gets the same. This is an agreement to try to raise money, not money raised.
An amended version of the December 11 auditor filing. It now states that LeMaster & Daniels was dismissed because DeCoria, Maichel & Teague was engaged for fiscal 2003 (the original said the firm neither resigned nor was dismissed), and adds that there were no disagreements through December 6, 2003. The going-concern modification in the old auditor's 2001 and 2002 reports remains.
Little Squaw Gold Mining Company (the registrant, filed under the Goldrich name) said its board engaged DeCoria, Maichel & Teague to audit fiscal 2003, and decided not to use LeMaster & Daniels PLLC, which audited 2001 and 2002. The filing reports no disagreements with the old auditor, but its 2001 and 2002 reports were modified for uncertainty about the company's ability to continue as a going concern.
