Star Alliance International Corp.

16 Aug 2024auditor change▼ BadMajor

On August 15, 2024 Star relieved GreenGrowth CPAs as auditor, less than a year after appointing them, and appointed Bush and Associates CPA for the years ending June 30, 2023 and 2024. The filing says GreenGrowth only reviewed three quarters (Sept 2023, Dec 2023, Mar 2024), never audited a fiscal year, and had no disagreements with Star. It also says no audited statements for those years had been filed, which conflicts with the October 2023 filing stating Gries had reported on fiscal 2023 and 2022. The filing does not explain that conflict. It is the second auditor change in under a year.

Discuss in chat

17 May 2024material agreement▼ BadMajor

On May 15, 2024 Star signed a line of credit with an unnamed investor for up to $25,000,000 in advances, requestable in amounts up to $25,000 with 15 days' notice. Each note is due in 60 days and secured by all of Star's assets. The first note converts to stock at 75% of the average of the two lowest trading prices over the prior 20 days (4.99% ownership cap), and Star also owes the investor a $500,000 convertible note. Later notes bear no interest unless in default, then 18%. Star may not issue shares below the conversion price for two years, and needs noteholder approval for debt over $100,000. The filing says nothing on how much will actually be advanced; the terms put existing holders at risk of heavy dilution and security over all assets.

Discuss in chat

6 Dec 2023material agreement▼ BadMajor

On December 4, 2023 (effective December 11) Star signed with the Knightsbridge Group for help reaching Asian investors and for Knightsbridge to create a gold-backed digital coin called STARAU, backed by Star's gold assets. Payment is 48 million common shares (via an S-8 registration) for legal fees, 50,000 Series D preferred shares convertible after twelve months at 500 common each (25,000,000 common shares in total), and 10% of the coins issued. This is substantial dilution for existing holders. The filing describes Star as having 'substantial reserves', a claim not backed by figures in the filing.

Discuss in chat

31 Oct 2023auditor change▼ BadMajor

Gries & Associates resigned as auditor on October 30, 2023, and Star appointed GreenGrowth CPAs the same day for the year ending June 30, 2024. The filing says Gries's reports on fiscal 2023 and 2022 carried going-concern doubt, there were no disagreements, and management discussed continuing material weaknesses in internal controls with Gries. No reason for the resignation is given.

Discuss in chat

22 Mar 2023material agreement▼ BadMajor

On March 15, 2023 Star signed an agreement with Keystone Capital Partners letting it sell Keystone up to 75,000,000 new common shares in batches of $20,000 to $75,000 each, at 85% of the average closing price of the prior 5 trading days (minimum $0.01 per share). Keystone also gets 1,000,000 commitment shares at signing, 500,000 on registration and $75,000 of stock once it has invested $500,000. Star must file a resale registration statement within 30 days, and selling cannot begin until it is effective; sales at a discount mean more shares for existing holders to be diluted by. Keystone is capped at 4.99% ownership. This is a new funding source after earlier open questions about financing.

Discuss in chat

15 June 2022material agreement● NeutralMajor

The company signed a binding letter of intent on May 26, 2022 with the Mepe Trust to form Magma International, a majority-owned subsidiary (Star to hold 75,000,000 shares) making products from Barotex fiber. Star committed at least $10,000,000 in new funding, including $10,000,000 for the intellectual property, plus new Series D and E preferred shares to Lilo Benzicron and royalties to Mepe. The filing says it plans to raise the money by selling equity, which could substantially dilute existing holders, and a definitive agreement is still to be drafted.

Discuss in chat

4 Apr 2022material agreement▼ BadMajor

On March 28, 2022 the company took a $400,000 secured convertible note from a private investor at 10% interest, due July 31, 2022 and secured by equipment at its Troy mine. The investor can convert at 50% of the lowest recent closing price, which could dilute shareholders, and Chairman Richard Carey agreed to transfer 4,000,000 of his own shares to the investor. Part of the money is meant to pay off the remaining Troy purchase balance, the rest to start mining operations.

Discuss in chat

25 Jan 2022material agreement▼ BadMajor

The company corrected its December 2021 report on the Commsa deal: the five Honduran mines are not producing gold yet, and production is expected in the latter part of the first quarter of 2022. This contradicts the earlier claim that the mines were already producing. It confirms the deal became effective January 1, 2022 and the working capital commitment is up to $7,500,000.

Discuss in chat