Each one in plain English, with the numbers worked through for a shareholder.
21 Nov 2011material agreement▼ BadMajor
Del Toro Silver agreed to buy up to 75% of the KM and Raddlefinger mining claims in Siskiyou County, California from Bowerman Holdings for $6.525 million - a $4.5 million secured promissory note plus 40 million new shares - a huge commitment for a company that had been financing itself with $50,000-$200,000 loans from its own officers.
Del Toro Silver raised $75,000 from thirteen investors in a private placement at $0.04 per share - a steep drop from the $0.10 unit price ten months earlier, reflecting the stock's declining value.
Del Toro Silver issued 344,828 shares to convert part of a $55,000 convertible note, the first sign of the note-based dilutive financing that would recur through its history.
This amends the company's earlier filing on replacing its auditor. It confirms Del Toro dismissed MacKay LLP on September 7, 2011 and hired Saturna Group Chartered Accountants, LLP the same day, and it attaches MacKay's letter to the SEC as Exhibit 16.1. MacKay's reports for fiscal 2010 and 2009 had raised substantial doubt about the company's ability to continue as a going concern, and the filing states there were no disagreements over accounting matters. This continues the auditor change first reported on 2011-09-14.
Del Toro Silver dismissed its auditor MacKay LLP; MacKay's prior reports had flagged substantial doubt about the company's ability to continue as a going concern, though there was no disagreement over accounting matters.
Del Toro Silver raised $200,000 through a private placement of 2 million units (one share plus a two-year warrant to buy another at $0.25) at $0.10 per unit.
What it means for a shareholder
2.0m new shares at about $0.100 to raise about $200,000. That's 16% dilution: every existing holder's slice gets 16% smaller. If you held $1,000 of shares (10,000 at the issue price), your slice goes from 0.0949% to 0.0798% of the company. To keep it you'd need 1,898 more shares - about $190 at the issue price.
Now renamed Del Toro Silver, the company amended its Dos Naciones option agreement with Yale Resources, alongside a capital raise to help fund the required exploration spending.