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HANDENI GOLD INC.

US:HNDI
US$0.100Close 1 Sept 2026 · delayed

Past year: ▼ 65%(4.71c – 28.5c USD)

Market cap
A$303k
Shares on issue
2.1m
Story beats
14 since 2005
Last event
28 Aug 2017

History

A Tanzanian gold explorer that built its licence portfolio through share issues, sold down its main project to Ruby Creek, raised $12.2 million in 2011, then deregistered in 2017.

2005-2007: Building a Tanzanian licence base

The company's move into Tanzania began in August 2005, when it agreed to buy five prospecting licences from three vendors. In November 2005 it amended the three main deals, doubling the shares it would issue: 5,600,000 to KBT, and 5,200,000 each to Hydro-Geos and Megadeposit. Holders paid for the same licences with more dilution.

In April 2006 it closed the purchase of three licences (Tabora, Ashanti South West and Negero/Green Hills), issuing 16,000,000 restricted shares. Two more licences were due within 120 days. Kulvinder Matharu, the vendors' controller, became director and Chairman. The next day the company signed a Strategic Alliance with Canaco Resources, which would pay $350,000 once the company held five licences and commit up to $2 million over two years. The filing described the company as a start-up exploration shell with no revenue.

In October 2006 the audit committee withdrew reliance on earlier accounts, because a December 2005 investor relations contract with Broadstreet Marketing had not been recorded. The restatement was expected to add $225,000 to the year's net loss. In January 2007 the company raised $1,484,200 at $0.70 a share and issued 11,650,000 shares for asset purchases the filing did not describe.

2008-2010: Mkuvia and the Ruby Creek sell-down

The record is quiet through 2007 and most of 2008. In August 2008 the company closed a private placement at prices between $0.10 and $0.40 a share, well below the 2007 raising, for Tanzanian acquisition, exploration and working capital. The filing gave no total.

In July 2009 it signed a new joint venture with Mkuvia Maita over four licences of about 380 sq km, the focus of its exploration. It paid US$40,000, kept Maita's 3% royalty, and was released from about US$460,000 of yearly payments by giving up about 50 sq km.

The company then sold the project down. In November 2009 Ruby Creek Resources could earn 70% of 125 sq km for $3,000,000. In June 2010 a second deal let it earn 70% of the remaining 255 sq km for $6,000,000, including 4 million Ruby Creek shares. The planned result was Ruby Creek 70%, the company 25% and Maita 5%. In September 2010 the company issued 16,666,667 shares, deemed $2,500,000, as a fee on a property deal with IPP Gold Limited, whose details were not given.

2011: A larger raise and a related-party purchase

In March 2011 the company completed its biggest raising, selling 27,173,372 units at $0.45 for $12,228,017 gross and $11,439,635 net. Each unit carried a warrant at $0.52. The money was for Tanzanian exploration and working capital.

In August 2011 the board approved buying about 2.67 sq km next to its four Handeni licences (about 800 sq km) from Handeni Resources Limited for 15,000,000 shares at a deemed $0.40. Chairman Reginald Mengi had an interest in the seller and did not vote. The purchase closed on November 30, 2011.

2012-2017: Quiet years and deregistration

The record for these years is thin. In January 2013 the company raised $650,000 by selling 13,000,000 shares at $0.05. The share count fell from 321,416,654 in 2015 to 2,142,778 in 2016, but the beats do not explain the change. In June 2017 it settled $297,000 owed to IPP by issuing 2,475,000 shares at $0.12. Whether Ruby Creek completed its payments was never confirmed in these filings.

On August 28, 2017 the company deregistered its securities, ending its duty to file reports with the SEC. By then it was based in Dar es Salaam, quoted on the OTC Pink market, and its Mkuvia and Handeni interests were its listed assets.

Written from the 14 story beats below (2005 to 28 Aug 2017), 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)

20172.1m shares · US$79k market cap

  1. 28 Aug

    HANDENI GOLD INC. deregistered its securities, ending its obligation to file reports with the SEC.

    listing compliance notice

    2.1m shUS$79k

2011307m shares · US$33.8m market cap

  1. 2 Dec

    On November 30, 2011 the company completed the purchase of 100% of the roughly 2.67 sq km Handeni District property from Handeni Resources, issuing the 15,000,000 restricted shares at a deemed $0.40 as agreed in August 2011 (option period extended to November 3, 2011). This resolves the August option; Chairman Mengi's interest in the seller is again noted.

    asset acquisition disposition

    307m shUS$33.8m
  2. 10 Aug

    On August 5, 2011 the board approved an option to acquire 100% of about 2.67 sq km in the Handeni District next to the company's four existing licences (about 800 sq km), from Handeni Resources Limited, in return for 15,000,000 restricted shares at a deemed $0.40 plus maintenance payments. Chairman Reginald Mengi has an interest in Handeni Resources and did not take part in or vote on the decision, so this is a related-party deal.

    material agreement

    292m shUS$129m
  3. 31 Mar

    The company completed a three-tranche private placement (March 11 to 29, 2011) selling 27,173,372 units at $0.45, for $12,228,017 gross and $11,439,635 net after $788,382 of fees. Each unit has a share and a warrant at $0.52 (18 or 30 months), and 1,243,045 finder's warrants were also issued. Proceeds go to Tanzanian exploration and working capital; this is a much larger raise than the 2008 to 2010 placements, with more shares and warrants outstanding.

    capital raising announcement

2010

  1. 1 Oct

    On September 30, 2010 the company issued 16,666,667 restricted shares at a deemed $0.15 each ($2,500,000 deemed) to one non-U.S. person as a transaction fee linked to a mineral property acquisition agreement with IPP Gold Limited signed September 21, 2010. The filing gives no detail on the property itself. The share issue dilutes existing holders.

    capital raising announcement

  2. 21 June

    A second agreement with Ruby Creek, fully signed June 16, 2010, lets Ruby Creek earn 70% of the remaining 255 sq km of Mkuvia for $6,000,000, including 4 million Ruby Creek shares valued at $0.80 each. Combined with the November 2009 deal, that is $9,000,000 for 70% of the whole 380 sq km; the final structure is Ruby Creek 70%, the company 25% and Maita 5%, with Ruby Creek able to move to 75% (company 20%) by paying $1,000,000 by June 1, 2011. Part of the price depends on payments to 2013 and on Ruby Creek stock.

    material agreement

2009

  1. 13 Nov

    On November 7, 2009 the company agreed that Ruby Creek Resources can earn 70% of 125 sq km of the 380 sq km Mkuvia project by paying $3,000,000 within three years of closing, with closing expected after a 90-day due diligence period. Ruby Creek can lift its stake to 75% of that area for another $1,000,000, and Maita keeps his 3% royalty. This sells down part of the Mkuvia project set up in the July 2009 agreement.

    material agreement

  2. 16 July

    On July 14, 2009 the board approved a new joint venture agreement with Mkuvia Maita covering four prospecting licences of about 380 sq km in Tanzania's Liwale and Nachigwea Districts (the Mkuvia Project, which the filing calls the focus of current exploration). It replaces the earlier agreement: the company pays US$40,000 on signing, keeps a 3% royalty owed to Maita on any production, and is released from about US$460,000 of yearly payments in return for giving up about 50 sq km of unexplored area.

    material agreement

2008

  1. 20 Aug

    On August 15, 2008 the company closed a non-brokered private placement of 6,666,680 shares at $0.15 plus units of shares with half a one-year warrant each: 1,000,000 at $0.10, 2,000,000 at $0.15, 1,462,500 at $0.20 and 187,500 at $0.40. Proceeds are for Tanzanian resource acquisition, exploration and development and working capital. The filing gives no total raised. The prices, far below the $0.70 of January 2007, are lower than that earlier raise.

    capital raising announcement

2007

  1. 31 Jan

    Effective January 23, 2007 the company raised $1,484,200 by issuing 2,120,277 shares at $0.70, with no finder's fees. On the same date it issued 11,650,000 shares under sale and purchase agreements from November 2006 for asset purchases; the filing refers to a 10-QSB for details and does not say what the assets are. Share count rose by about 13.8 million, diluting existing holders.

    capital raising announcement

2006

  1. 26 Oct

    On October 19, 2006 the audit committee said the February 28, 2006 quarterly and May 31, 2006 annual financial statements should no longer be relied on, because a December 2005 investor relations contract with Broadstreet Marketing ($75,000 plus $150,000 of shares), signed by former president Laurence Stephenson, was not recorded. The restatement is expected to raise the net loss for the year to May 31, 2006 by $225,000.

    financial restatement

  2. 4 May

    On April 26, 2006 the company closed the purchase of three Tanzanian licences (Tabora, Ashanti South West, Negero/Green Hills), issuing 16,000,000 restricted shares, with two more licences (Morogoro and KM 7) due within 120 days (by August 24, 2006) for $25,000, then $50,000 within six months. The vendors' controller Kulvinder Matharu became a director and Chairman, and directors and an ex-director received 7,125,000 of the shares. On April 27, 2006 it signed a Strategic Alliance with Canaco Resources, under which Canaco would pay $350,000 once the company holds five licences and commit up to $2 million over two years, and could earn up to 70% in chosen prospects. The filing also describes the company as a start-up exploration-stage shell with no revenue and with PAC claims in British Columbia.

    asset acquisition disposition

2005

  1. 18 Nov

    On November 10, 2005 the company amended the three August 2005 Tanzanian licence purchase agreements, doubling the shares it will issue: KBT from 2,800,000 to 5,600,000, Hydro-Geos from 2,600,000 to 5,200,000, and Megadeposit from 2,600,000 to 5,200,000. The deals remain subject to due diligence and to all closing together. Shareholders face more dilution for the same licences.

    material agreement

  2. 23 Aug

    On August 4, 2005 the company agreed to buy five Tanzanian prospecting licences: three from KBT Discovery Group (about 620.6 sq km; $75,000 plus 2,800,000 shares), one from Hydro-Geos (Ashanti South East, about 210 sq km; 2,600,000 shares) and one from Megadeposit Explorers (Green Hills South East, about 206.8 sq km; 2,600,000 shares). The deals are conditional on due diligence by December 2, 2005 and on all closing together. This is the company's first move into Tanzania.

    material agreement