History
A Nevada shell turned explorer collected British Columbia and Nevada claims, saw its Indonesian gold option cancelled, leaned on partners to fund work, and deregistered from the SEC in 2012.
2008-2009: From shell to explorer
In April 2008 Bernie Hoing, the president and sole director, agreed to sell 8,000,000 shares to Richard Donaldson for $8,000, giving Donaldson 53.3% and control. At that point the company had 14,999,048 shares on issue.
In December 2008 Pengram bought ten mineral claims, the Clisbako Property west of Quesnel, British Columbia, from Bako Resources. It paid 2,000,000 shares and a CDN $70,000 note, which ended its status as a shell company. It dropped a plan to buy Magellan's Singapore subsidiaries; the $100,000 it had advanced to Magellan was to be repaid by Solfotara Mining, plus 250,000 Solfotara shares. A Nevada claim, Spelter, had lapsed in September 2008.
Funding came from debt and shares. On April 30, 2009 Pengram issued 55 units of 10% convertible notes at $2,500 each, $137,500 in all, convertible at $0.05 a share, and approved a placement of up to 3,000,000 units at $0.20. The filings warned that both could dilute existing holders.
2009-2010: Nevada, Indonesia and cheaper placements
In June 2009 Pengram took over from Portal Resources an option on three Nevada projects, Golden Snow, Fish and CPG, for 150,000 shares. Yearly payments to Claremont started at $10,000 in August 2009 and rose toward $30,000, with a 3% royalty to the owners if the option was exercised.
In January 2010 it paid $35,000 for a 90-day exclusive right to negotiate on the Manado Gold Property in Northern Sulawesi, Indonesia, a new direction. In April 2010 it extended its due diligence on the property to April 30. It approved a US placement of up to 5,000,000 units at $0.10 and cut the earlier foreign placement from $0.20 to $0.10 a unit. The beats do not say whether either placement was completed.
2010: Handing exploration to partners
In July 2010 the Clisbako subsidiary gave Interior Plateau Mining an option to earn 75% by paying US$150,000 and spending CAD$650,000 on exploration by July 2013. This replaced the plan to drill Clisbako itself. In August Pengram assigned 75% of its Manado option to Manado Gold Corp., which would reimburse $80,000 of costs, fund staged exploration and issue 950,000 of its own shares. The record does not show whether these obligations were met.
2011-2012: Manado lost, Nevada reorganised
On April 10, 2011 Pengram received a notice purporting to cancel its Manado rights. It blamed the vendor for not converting the property's tenure under Indonesia's new mining laws, said it had already decided to focus on North America, and considered legal action. It had advanced $50,000 to the vendor. What happened to the Manado Gold Corp. assignment is unclear.
On April 26, 2011 it split its Nevada option into three agreements so each property could be sold or joint-ventured separately. First advance royalties were due August 28, 2011. Terrace Ventures could earn up to 75% of Golden Snow by paying up to $175,000 and spending up to $1,750,000 on exploration by July 31, 2014. By May 2011 it also had a possible Long Canyon purchase under negotiation, and debts to creditors were partly settled in shares. At year-end 2011 it had 58,264,344 shares on issue, a rise the beats do not explain.
On May 31, 2012 Pengram deregistered its securities, ending its obligation to file reports with the SEC.
Written from the 12 story beats below (2008 to 31 May 2012), which come from the company's own announcements and filings.