Each one in plain English, with the numbers worked through for a shareholder.
6 July 2011auditor change▼ BadMajor
Effective June 30, 2011 the company hired Malone Bailey LLP of Houston to audit its fiscal year ended December 31, 2010 and review interim quarters while it works to bring its SEC filings current. The prior auditor, Behler Mick PS, had resigned effective April 14, 2011; its reports for 2008 and 2009 each carried a going-concern uncertainty paragraph, and the company reports no disagreements with it. The filing implies the company's SEC filings were behind (the company says it is bringing them current).
On December 17, 2009 the board extended the maturity of the June 2009 Hunt Family LP loan from December 31, 2009 to December 31, 2010, and raised the maximum amount available from $5,000,000 to $5,500,000. This continues reliance on Hunt-family funding and settles the open question of what happens at the original maturity: the note was extended, not repaid or (per this filing) converted.
7 Jan 2010asset acquisition disposition● NeutralMajor
The Toronto-listed TSX Venture Exchange gave final approval on December 31, 2009 to Sinomar Capital Corp.'s reverse takeover of Cerro Cazador S.A., the Argentine subsidiary holding La Josefina. This resolves the pending deal conditionally approved on December 7; the filing says HuntMountain is to own over 80% of Sinomar's common shares, and that CCSA stays in its consolidated accounts and no pro forma statements are needed. The filing does not give a closing date or say whether the Sinomar share issuance has been completed.
On December 10, 2009 the company transferred 75% of its economic interest in the Dun Glen project in Nevada to Blackhawk Exploration. It receives $50,000 on signing, $25,000 on or before each of December 10, 2010 and 2011, and 250,000 Blackhawk shares on signing plus 100,000 more by December 10, 2010. Blackhawk must spend at least $700,000 on the property by December 10, 2013 to earn the 75%, and revenue from tailings, dumps or stockpiles splits 75% Blackhawk, 25% HuntMountain.
On December 7, 2009 Sinomar Capital Corp. announced the TSX Venture Exchange had given conditional approval to its reverse takeover of Cerro Cazador S.A., the company's Argentine subsidiary that holds La Josefina. The deal was first announced June 24, 2009 and is to be paid in Sinomar shares with a combined deemed value of C$15 million, leaving HuntMountain with over 80% of Sinomar's common shares; closing is expected around December 22, 2009. As a condition, HuntMountain must pay the subsidiary's remaining drilling-contractor payables of about 5,523,155 Argentine pesos (about $1,450,000), counted as an equity investment in the subsidiary.
As of June 2, 2009 the company obtained an unsecured loan of up to $5,000,000 from the Hunt Family LP at 11% interest, maturing December 31, 2009, convertible at $0.10 per unit (one share plus one $0.10 warrant with a seven-year life). It replaces the shareholder loan owed to the partnership, which stood at $3,198,510 on March 31, 2009. As consideration, 46,401,248 existing warrants held by the partnership were cancelled and reissued at $0.10 expiring April 22, 2016, and the partnership received a 3% net smelter royalty on all the company's Mexican resource properties. This continues reliance on Hunt-family funding; a $0.10 conversion price is well below the $0.43 used earlier, so conversion would likely dilute other holders (inference).
Filed Nov 14, 2008, this 8-K covers two items. An October 20 release reports Veta Sur drill results at La Josefina, including 0.8 m of 3,540 g/t silver and 1.4 m of 5.5% copper; it also states the company has a partnership with provincial miner Fomicruz S.E. to earn a 91% interest on a positive feasibility study. On November 3, 2008 the company acquired the El Milagro mining concession (about 100 hectares) in Chihuahua, Mexico, within its El Capitan project; the former owners keep net profits royalties of 1% and 1.5%. This gives the earlier-mentioned Chihuahua project its first stated terms.
An August 26, 2008 press release reports further La Josefina results, led by 2.05 m of 26.42 g/t gold equivalent (with 2.01% copper) in hole SVN-D08-057. The company says 25,000 meters have been drilled since November 2007 and assays are pending from nearly half the holes drilled.
An August 19, 2008 press release gives more La Josefina drill results from the Veta Norte and Veta Amanda veins, including 5.85 m of 6.28 g/t gold equivalent in hole SVN-D08-117 and 0.48 m of 31.63 g/t gold equivalent in SVN-D08-082. The company's General Manager says it will begin calculating a resource for La Josefina this fall, a stated plan consistent with the end-2008 target.
On August 12, 2008 the CFO concluded that the quarterly reports for March 31, June 30 and September 30, 2007 should no longer be relied on, because of errors in accounting for the beneficial conversion feature of convertible notes. Management is preparing restated filings; no restated figures are given. Williams & Webster, the current auditor, was not the auditor when those reports were filed.
31 July 2008capital raising announcement● NeutralMajor
On July 30-31, 2008 the Hunt Family LP and two limited partners converted $5,000,000 of principal on the convertible note, the company drew a further $500,000 on an extension of the note, and the partnership then converted $598,548 of principal and interest. This discharges the note completely, and 20,394,192 units of common stock were issued on the terms from the November 13, 2007 8-K. This continues the pattern of Hunt-family funding converting to equity, following the April 2008 conversion; the new shares dilute other holders (inference).
A July 16, 2008 press release reports a newly identified high-grade zone in the "Sinter" target at La Josefina. The first hole cut 1.75 m of 14.1 g/t gold and 4.7 g/t silver at 40.25 m depth; a third hole, 100 m south, cut 0.4 m of 9.05 g/t gold and 0.45 m of 2.53 g/t gold. The second hole did not reach target depth. These are early drill results, not a resource estimate, and add to the earlier La Josefina updates.
A July 2, 2008 update on La Josefina reports what the company calls its best results to date at the Veta Amanda target, including 2.85 m at 16.63 g/t gold equivalent in one hole. The company says it remains on schedule for an NI 43-101-compliant resource by the end of 2008; that is a stated goal, not a completed estimate.
A June 19, 2008 drilling update on the La Josefina gold-silver project in Santa Cruz, Argentina: 102 core holes (over 15,000 meters) completed since late 2007, with the best new intercept 0.65 m at 41.20 g/t gold equivalent. Management says drilling continues through winter with two rigs and aims to define a resource before year end; this is a company target, not a result.
1 May 2008capital raising announcement● NeutralMajor
On April 16, 2008 the Hunt Family Limited Partnership and two of its limited partners converted a convertible promissory note, $5,050,014 of principal and interest, into 20,200,056 units of common stock. This clears the note entirely, removing that debt and increasing the share count (inference: dilution for other holders). The units were issued under the terms in the November 13, 2007 8-K. The filing also shows the company now as HuntMountain Resources Ltd., a Washington corporation.
On January 28, 2008 the company engaged Williams & Webster P.S. as its auditor for the year ended December 31, 2007, approved by the Audit Committee. This replaces LeMaster & Daniels, who resigned in December 2007.
An amendment adding detail to the December 2007 auditor resignation: the board neither recommended nor approved the change, and there were no disagreements with LeMaster & Daniels over accounting or auditing matters in the last two fiscal years. This narrows the concern about the resignation but does not state a reason for it.
The company's auditor, LeMaster & Daniels PLLC, resigned on December 20, 2007 (received December 24), effective immediately, for the company and its subsidiaries. The filing says its reports for the last two years had no adverse opinion or disclaimer.
On April 5, 2007 the company's Argentine subsidiary Cerro Cazador signed a final lease-purchase agreement with FK Minera S.A. to earn up to 100% of the Bajo Pobré gold property in Santa Cruz, Argentina, through cash payments totalling US$325,000 and US$500,000 of exploration spending over five years, followed by a minimum royalty of US$100,000 a year (or 1% NSR if greater). The press release also mentions a recently accepted bid for the La Josefina property, and gives Randal Hardy as President in the release, while the 8-K is signed by Tim Hunt as Chairman & CEO.
As of January 31, 2007 the company obtained an unsecured loan facility of up to $2,000,000 from Tim Hunt and/or related parties, for working capital, surety and bonding. Terms: maturity within 180 days, interest up to 11%, fee up to 1%; the lender can choose to convert the debt into units at $0.43 per share plus a $0.60 two-year warrant, and repayment is expected from a private placement. Another insider-funded financing, with conversion that would add shares.
On June 19, 2006 the company obtained from Diagnos, Inc. an exclusive option to acquire 100% of two gold properties in Québec (Lac à l'Eau Jaune and Malartic Surimau, 46 claims, about 6,500 acres), effective March 31, 2006. Getting them requires $70,000 within 90 days and at least three drill holes on each property, with options on up to seven more properties, a $500,000 bonus per economic discovery and a 2% royalty to Diagnos.
On April 24, 2006 the Hunt Family Limited Partnership, controlled by President and Chairman Tim Hunt and his wife, exercised warrants for 15,444,132 shares, paying the company $1,003,869. The warrants came from the March 23, 2005 stock purchase agreement; this brings in cash and increases the share count (inference: existing holders' percentage is diluted).
On March 13, 2006 the company signed a lease with option to purchase the Dun Glen Gold Project (94 unpatented claims, about 1,700 acres, Pershing County, Nevada) from Scoonover Exploration, and took over Scoonover's agreements with Heckman and Painter covering 13 of the claims. It paid $30,000 in advance royalties at signing, owes rising annual advance royalties ($37,500 in year 1 up to $72,500 from year 5), and can end the lease on 60 days' notice.
A March 2005 private placement of 1,500,000 special warrants at $0.10 each ($150,000 gross) to six investors was finalised: none rescinded, so the warrants converted into 1,500,000 common shares and the escrowed $150,000 was released to the company. All six buyers are Tim Hunt (President) or his relatives or his wife's parents, so the money came from insiders.
