Each one in plain English, with the numbers worked through for a shareholder.
20 Aug 2009capital raising announcement▼ BadMajor
Sold $589,177 more 12% secured convertible notes -- this time to five named funds (Alpha Capital Anstalt, Harborview Master Fund, Platinum Partners Long Term Growth VI, Brio Capital and Double U Master Fund) -- with faster, 20%-per-month repayment terms than the May round.
Sold another $170,668 of 12% secured convertible notes, and slashed the conversion price on this and the outstanding 2007/2008 note stacks to a fixed $0.005/share or 80% of the recent average price -- a sharp escalation in dilution as financing terms kept worsening.
Liberty Star restructured a mining venture agreement with NPX Metals and JABA US, replacing the original payment schedule with staged $20,000/$30,000/$50,000 payments and having NPX issue it 100,000 NPX shares — a smaller side deal alongside the company's main Alaska and Arizona projects.
Opened a second, smaller note program -- $414,184 of 12% secured convertible notes to eight subscribers, with monthly cash-or-stock repayments starting February 2009 -- and amended the 2007 8% notes to let those holders also take stock instead of cash, the first sign the company was struggling to service its debt in cash.
A third amendment to the 2007 convertible notes extended the same stock-for-cash relief to the July payment, underscoring that Liberty Star still couldn't make its note payments in cash.
Granted 3.475 million more stock options, including immediately-vesting awards to its CEO and CFO, at $0.22 -- a small fraction of the $1.30+ paid by 2005 private-placement investors, reflecting how far the stock had fallen.
Liberty Star amended the same 2007 convertible notes a second time, again allowing stock-based payment of the May and June installments at a discounted price — the note holders kept granting relief rather than demanding cash.
Liberty Star amended the terms of $3.65 million in convertible notes issued back in May 2007, letting it pay upcoming monthly amounts in stock at a steep discount instead of cash — the first sign of the note-servicing strain that would deepen over the next two years.
Liberty Star ranked and prioritized 45 of its roughly 300 Arizona uranium breccia-pipe targets for sequential drilling, with six already committed to the Xstate joint venture and 37 open for new partners — the company says it controls about 40% of all known pipe targets in the historic Arizona Strip uranium district.
Millrock Resources took an option to earn up to 60% of Liberty Star's Bonanza Hills gold property in Alaska by spending $3.5 million on exploration over five years — a new gold project alongside the company's core Big Chunk copper play and Arizona uranium ventures.
Signed on two more investor-relations firms, Friedland Investment Events and Agoracom, paying them partly in restricted stock and options rather than cash.
15 May 2007capital raising announcement● NeutralMajor
Raised $4.4 million through its first convertible note program -- 8% unsecured notes maturing 2009, convertible at a fixed $0.65/share, plus 6.8 million warrants at $0.75 -- a larger and more debt-like financing than its earlier straight equity placements, with covenants blocking any future variable-price deals while the notes are outstanding.
Extended the exercise deadline on warrants from the March 2005 private placement by three years, to March 2010 -- though this filing describes them as two-year warrants about to expire, while the original 2005 filing said they ran five years, a discrepancy in the company's own disclosures.
Liberty Star engaged Hunter Wise Financial Group as a success-fee-only advisor to help with capital raising, adding a second financing advisor alongside Houlihan Smith.
Liberty Star also agreed to work as a paid subcontractor performing field duties on the Arizona properties it had just optioned to Xstate Resources, formalizing its operating role inside the new joint venture.
Liberty Star struck a second joint venture, with ASX-listed Xstate Resources over three breccia-pipe targets in Arizona's Mohave County, giving Xstate a path to a 50% interest once it raises AUD$5 million and clears ASX listing requirements.
Liberty Star hired Houlihan Smith & Company as financial advisor and placement agent to help raise equity, paying a $75,000 retainer plus a 6% fee on funds raised — the start of a recurring pattern of paying outside advisors to find capital.
Liberty Star signed its first uranium joint venture, letting Australia's Oriental Crystal earn a 50% stake in 17 of the company's roughly 224 uranium targets by spending $3 million — an early sign of the uranium exploration business that would eventually give the company its current name.
Granted another round of stock options -- 1.63 million shares at $1.11 -- to employees, officers, directors and consultants; routine compensation, not a capital raise.
Signed a Standby Equity Distribution Agreement letting Cornell Capital Partners buy up to $10 million of stock at a 4% discount to market plus fees, structured so a falling share price forces the company to issue more shares to raise the same cash -- a dilutive financing tool now on tap alongside its private placements.
Liberty Star restated its financial statements for fiscal 2005 and following quarters after concluding the 2004 Liberty Star Gold merger should have been booked as an asset purchase at fair value, not a reverse merger/recapitalization as originally reported — an accounting correction to how the founding transaction itself was recorded.
Liberty Star expanded its Big Chunk land package to roughly 1,718 claims covering 421 square miles and reported ongoing drilling, IP surveys and geochemical sampling with further visible copper and molybdenum — a scale-up of the exploration program that began with the 2004 discovery holes.
Amendment setting out the exact terms of the $5.05 million placement closed two days earlier: 3,886,717 units at $1.30, each carrying half a warrant exercisable at $1.50 for two years, taken by three US accredited investors and twenty-one offshore buyers. Liberty Star also agreed to register the shares for resale.
23 Mar 2005capital raising announcement▲ GoodMajor
Closed a second, larger private placement -- roughly $5.05 million from a mix of US and offshore investors, plus finder's fees -- again earmarked for Big Chunk development and working capital.
Granted stock options on 609,000 shares to directors and employees at $1.67 -- routine insider equity compensation, not outside capital raising, despite the Item 3.02 filing.
Liberty Star's first drill program at Big Chunk — four holes near Northern Dynasty's major Pebble deposit in Alaska — hit low-grade copper, gold and molybdenum in a pattern consistent with the outer edge of a porphyry system, encouraging enough that the company is now targeting the inferred center of the system to the east.
Liberty Star Gold dismissed Dohan & Company and hired Semple & Cooper as its auditor, its first accountant change since taking on the new mining business — a routine swap with no disagreements noted.