Each one in plain English, with the numbers worked through for a shareholder.
25 Nov 2013capital raising announcement▼ Bad
Another Asher convertible note: $10,200 (agreement November 14, 2013, funds received November 22), 8% interest, maturing July 18, 2014, convertible at 45% of the recent market price, for short-term obligations. Separately, on November 23, 2013 the company issued $53,500 of two-year, 8% unsecured promissory notes to officers Raymond DeMotte, Frank Delzer and Rene Von Boeck in exchange for $53,500 of accounts payable owed to them, with quarterly interest payments starting with the quarter ended March 31, 2014. This turns amounts owed to insiders into longer-term debt rather than issuing shares.
A further Asher convertible note: $7,500 (agreement October 9, 2013, funds received October 23, 2013), 8% interest, maturing July 18, 2014, for short-term obligations. It converts at 45% of the recent market price, with the 9.99% blocker waivable by Asher on 61 days' notice. This continues the small, dilutive Asher financing; the amount is smaller than earlier notes.
A fifth Asher convertible note: $27,500 (agreement April 30, 2013, funds received May 13, 2013), 8% interest, maturing September 20, 2013, for short-term obligations and work on the Baltimore Mine Project. It converts at 45% of the recent market price, with a blocker at 9.99% of outstanding shares that Asher can waive on 61 days' notice (the earlier notes had a 4.99% cap). This continues the pattern of small, heavily dilutive convertible financing.
A fourth Asher convertible note: $32,500 (agreement March 28, 2013, funds received April 4, 2013), 8% interest, maturing January 2, 2014, convertible at 45% of the recent market price. On April 4, 2013 the company and Asher also amended the existing Asher notes' conversion terms (four amendments are listed as exhibits); the filing quotes language on when conversion rights run but gives no other detail. Funding continues to come from small, heavily dilutive convertible notes.
29 Jan 2013capital raising announcement● NeutralMajor
On January 16, 2013 the company leased two unpatented claims covering part of the former New Light Mine in Whatcom County, Washington from William I. Guy: 15 years, advance royalties of $500 then $750 a year, and a 2% net smelter royalty. No reserves are established, and the filing notes possible permitting and tailings-contamination concerns. Separately, in January 2013 it issued 26,500,000 restricted shares at $0.003 to settle $79,500 of liabilities, none to officers or directors, which dilutes existing holders. This adds a third property to the Arizona and Montana ones.
A third Asher convertible note: $32,500 (agreement December 18, 2012, funds confirmed January 2, 2013), 8% interest, maturing September 20, 2013. The conversion price is now 45% of the recent market price, down from 58% on the earlier notes, so conversion would dilute shareholders more heavily. The same 4.99% cap, waivable by Asher, applies.
A second Asher convertible note: $27,500 received October 24, 2012 (agreement dated October 16), for short-term obligations and the Baltimore project. 8% interest, matures June 16, 2013, convertible at 58% of the recent market price with the same 4.99% cap that Asher can waive. This continues the pattern of small convertible financing and adds potential dilution.
The company sold Asher Enterprises an unsecured convertible note for $47,500 (agreement dated August 8, 2012, funds received September 5, 2012), to cover short-term obligations and Baltimore Mine work. It carries 8% interest, matures May 10, 2013, and Asher can convert it into shares at 58% of the recent market price, so conversion would dilute shareholders; a 4.99% ownership cap applies but Asher can waive it on 61 days' notice. This is the company's first debt of this kind in the record.
On September 5, 2012 the company signed the definitive lease-with-option for the Baltimore Silver Mine in Montana, following the August 2012 MOU with Western Continental. Terms: 10-year lease (extendable 15 years for $100,000), $10,000 a year from July 31, 2013 plus $500 a quarter, 3% net smelter royalty, a purchase option of $500,000 (resolving the earlier $250,000/$500,000 inconsistency in favour of $500,000), an extra $30,000 if a report shows over 2 million ounces of silver, and $25,000 between January and July 2013. It also issued 10,000,000 restricted shares to Western, which the filing values at $29,000 ($0.0029 a share), so existing holders are diluted. No reserves are established; the filing sets an initial exploration budget of $5,000 to $50,000.
On March 30, 2011 the company sold 5,800,000 units at $0.25 each to eight non-U.S. investors, raising $1,450,000. Each unit is one share plus a warrant to buy another share at $0.50, exercisable from six months after issue until one year after closing, so existing shareholders are diluted by the new shares and potentially by the warrants. The filing calls this the initial closing and does not say what the money is for.
What it means for a shareholder
5.8m new shares at US$0.250 to raise about US$1.4m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
