Each one in plain English, with the numbers worked through for a shareholder.
26 Nov 2013capital raising announcement▼ BadMajor
Took out a $250,000 convertible note from a US Virgin Islands-based lender (later revealed as GCA Strategic Investment Fund Limited) -- interest-free unless in default, convertible at a steep 30% discount to VWAP -- the start of the serial small-note financing pattern that would define the company's next decade.
Liberty Star issued a new $555,000 toxic convertible note to an offshore lender at a 10% original issue discount, convertible at a steep 30% discount to its already-depressed share price — the start of a new, more expensive era of dilutive convertible-note financing that would recur for years.
Liberty Star switched auditors from Semple, Marchal & Cooper to Malone Bailey; the outgoing firm's reports had flagged substantial doubt about the company's ability to continue as a going concern, underscoring the financial strain running through this period.
15 Nov 2012material agreement termination▼ BadMajor
Liberty Star settled its Northern Dynasty debt — by then $3.7 million principal plus $872,543 in accrued interest — by handing over 199 mining claims in the south block of Big Chunk, ending the 2010 loan and earn-in agreement and shrinking the company's core Alaska land package again.
Drew two more tranches on the same day -- $30,000 at $0.0303/unit and $50,000 at $0.0311/unit, the latter to an offshore investor -- bringing 2012's drip financing to its seventh and eighth rounds.
Liberty Star lined up a new source of dilutive financing, a facility letting it sell up to $10 million of stock to Fairhills Capital Offshore at a 27.5% discount to the market price whenever it chooses — an equity line of credit rather than a firm commitment.
17 Jan 2012material agreement termination▼ BadMajor
The Sagebrush Gold uranium consolidation fell apart: Liberty Star terminated the letter agreement just four months after signing it, with no further obligations remaining under the deal.
Liberty Star ended its five-month-old advisory contract with McNicoll, Lewis & Vlak after its main contact left the firm, with no further obligations to either side.
Liberty Star agreed to combine its uranium properties with Sagebrush Gold's into a new jointly owned company, with Sagebrush advancing $100,000 and receiving 5 million Liberty Star shares and warrants — a bid to consolidate its uranium assets with an outside partner.
Liberty Star hired McNicoll, Lewis & Vlak as a corporate advisor to help find a merger, acquisition or asset deal involving Big Chunk or its Arizona Tombstone/North Pipes properties, paying a $20,000/month retainer plus success and placement fees.
15 Nov 2010capital raising announcement● NeutralMajor
Raised $1.235 million in two October/November private placements at $0.04-0.043/unit, roughly 3% of the per-share price paid by 2005 investors -- a measure of how much the stock, and the company's fundraising leverage, had deteriorated.
Voided the April 2010 share issuance as an error, cancelling and returning the 76.4 million shares to treasury, then granted a much larger option package -- 95.5 million shares at $0.038 -- to directors, officers and employees.
What it means for a shareholder
95.5m new shares at US$0.038 to raise about US$3.6m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
8 July 2010material agreement termination▲ GoodMajor
Northern Dynasty Minerals rescued Liberty Star from its note default, paying off the defaulted lenders in exchange for 13% of the Big Chunk/Bonanza Hills claim package, $1 million cash and a new $3 million secured loan, with an option to earn 60% of both Alaska projects by spending $10 million over six years — a lifeline that also handed a major stake in the company's core assets to a much larger partner.
Liberty Star's collateral agent declared the secured notes issued in May 2007, August 2008, May 2009 and August 2009 past due and in default for non-payment, which cross-defaulted every note to every secured lender; they demanded immediate payment of at least $3.5 million. The company said it was talking to new lenders and warned that without fresh financing it would lose all of the assets securing the debt.
Issued 76.4 million shares to directors, officers and employees as compensation -- a large dilutive stock award relative to the company's then share count.
Liberty Star again extended the maturity of its stack of convertible notes — now dating from 2007, 2008 and three rounds in 2009 — to February 2011, with holders able to grant two more 180-day extensions after that, showing the company's debt load had grown while its ability to repay it had not improved.
Increased five of the August 2009 notes by $206,212 just to cover annual Alaska land-claim fees -- keeping the claims in good standing was now being funded with more debt.