Each one in plain English, with the numbers worked through for a shareholder.
20 Nov 2018capital raising announcement▼ BadMajor
Santa Fe says a special committee found its former CEO Thomas Laws owes it $1,335,046 (before penalties and interest) over transactions of about $1 million between July 2016 and March 2018; $379,660 has been recovered, including $375,000 paid by Laws and a $4,660 credit. The company says its FY June 30, 2017 financials can't be relied on and will be restated (approx. $500,000 lower current assets, $245,933 lower net equipment, approx. $697,000 lower net income), and it sued in November 2018 in Luna and Grant County courts for a $930,000 judgment and foreclosure on property and an airplane pledged under Laws' note. The filing also says the Bankruptcy case was dismissed in June 2016, with about $20 million of debt reinstated, which resolves the open question on the Chapter 11 outcome; Bullard's Peak balance is now $350,365 after a further $100,000 paid on Oct 31, 2018, and the British Columbia claims are in default (Can$140,000 and 10,000,000 shares still owed, sellers threatening legal action).
30 Dec 2011capital raising announcement● NeutralMajor
On December 23, 2011 Santa Fe Gold signed a Waterton credit agreement: two $10 million tranches plus a $5 million revolver, 9% coupon, 30-month term. The first $10 million closed, with $5 million used to retire the Victory Park loan. Summit gold and silver (and Mogollon, if Columbus closes) must be sold to Waterton, and Sandstorm's security was subordinated. Separately, Sulane converted its $13.5 million debenture into 13,500,000 shares at $1.00, removing that debt but greatly increasing the share count. This resolves the Victory Park loan and Sulane debenture.
25 Aug 2009capital raising announcement● NeutralMajor
Effective June 30, 2009 the company and Sulane Holdings, holder of the $13.5 million debentures, amended the deal: $974,360 of accrued interest converted into 974,360 shares at $1.00, and interest for the September and December 2009 quarters will also be paid in shares at $1.00. Sulane may elect share payment for later interest, and waived any default. This conserves cash but increases the share count.
26 Dec 2007capital raising announcement● NeutralMajor
On December 21, 2007 the company agreed to a $13,500,000 7% senior secured convertible debenture with one investor, paid out on a schedule tied to 2008 construction needs for the Summit project. It is secured by the Summit real and personal property, converts at $1.00, and carries warrants at $1.00 for every $2.00 of principal (exercisable July 1, 2010 to December 31, 2014); there is a $270,000 management fee. This is far larger than earlier financings and brings both Summit funding and dilution risk.
Now named Santa Fe Gold Corporation, the company placed $450,000 of 10% senior subordinated convertible notes with three investors ($150,000 each), due in 60 months. The notes convert at $1.25 per share, with one $1.25 five-year warrant per $2.50 of principal. This adds a new debt layer and potential dilution; the company will register the shares on request only if the stock tops $1.50 for ten days.
On February 26, 2007 Azco amended the 2006 convertible note deal with its five investors. The deadline to file a resale registration statement moved from November 5, 2006 to April 30, 2007 and the effectiveness deadline from February 4, 2007 to July 31, 2007, and the investors gave up all liquidated damages for the missed deadlines. Azco issued 1,750,000 new warrants at $1.25 for five years and will ask shareholders to raise authorized shares from 100 million to 200 million. Notes total $3,781,662, convertible at $1.00. This continues the registration thread and adds dilution.
A second short amendment to the September 2006 note filing, again only attaching a revised Schedule A to the note amendment; the filing does not say what changed.
A short amendment to the September 2006 note filing that only replaces Schedule A to the amendment of the convertible notes, warrants and related agreements; the filing does not describe what changed in the schedule.
In September 2006 Azco renegotiated the March convertible notes held by five investors: maturity moved from August 31, 2007 to January 1, 2008, the first installment moved to February 1, 2007, and the conversion and warrant prices fell from $1.58 to $1.00. The investors also bought another $1,000,000 of notes, bringing total outstanding principal, interest and damages to $3,754,357, with 500,000 new warrants at $1.00. The lower prices mean more potential dilution for existing shareholders.
23 Mar 2006capital raising announcement● NeutralMajor
Azco raised $2,500,000 (about $2,270,000 net) in March 2006 from four institutional investors through 7% senior secured convertible notes, with warrants and rights to buy more notes. The notes convert at $1.58 per share, the warrants cover 791,139 shares at $1.58, and Azco can repay in cash or shares. Azco must register the shares for resale and pay 1% a month in damages if it is late, so existing shareholders face possible dilution.
