Each one in plain English, with the numbers worked through for a shareholder.
1 Feb 2016listing compliance notice▼ BadMajor
Rather than fight the listing standards, Timberline's board chose to voluntarily delist its common stock from NYSE MKT. Separately, it sold its 50% interest in the Butte Highlands JV - the 50/50 venture formed in 2009 with Ron Guill's Highland Mining - to New Jersey Mining Company for $225,000 cash plus 3 million New Jersey Mining shares, shedding a non-core legacy asset as it consolidated around Talapoosa.
NYSE MKT warned Timberline it was out of compliance with the exchange's financial-condition listing standard - its losses and impaired finances raised doubts about its ability to continue operating - and demanded a compliance plan within a week, a serious going-concern-flavored listing threat.
Waterton Precious Metals Fund II agreed to buy about 1.3 million Timberline shares (roughly 9.9% of shares outstanding) for about $499,000 in a private placement, alongside non-binding terms for a broader proposed transaction - a new institutional/strategic investor entering as Timberline advanced Talapoosa.
Timberline filed the full Talapoosa preliminary economic assessment report with Canadian securities regulators, providing the detailed technical basis (prepared by a multi-firm team of geologists and engineers) for the project's positive economics.
Timberline announced it had filed the Talapoosa preliminary economic assessment technical report - a follow-up disclosure of the same PEA results reported in late April.
Timberline filed the formal NI 43-101 technical report and resource estimate for Talapoosa with Canadian regulators, backing up the earlier economic assessment with a fuller resource study.
Timberline announced a preliminary economic assessment for Talapoosa showing a $136 million after-tax NPV and 39% IRR at $1,150/oz gold with $51 million in pre-production capital costs - strong early economics for the newly optioned project.
17 Mar 2015capital raising announcement▲ GoodMajor
Timberline signed an option agreement with Gunpoint Exploration and its affiliates for the exclusive right to buy 100% of the Talapoosa gold project in Nevada, with up to 30 months to exercise while working toward a feasibility study - the start of what would become Timberline's flagship asset.
Timberline got NYSE MKT approval to issue 1 million shares to keep its option alive on the Knight family trust's Nevada mining claims - a routine step to preserve the 2013 lease-and-option deal.
21 Aug 2014asset acquisition disposition▲ GoodMajor
Timberline closed the Wolfpack Gold (Nevada) acquisition and separately took over Wolfpack's option obligations to Seabridge Gold covering the Castle Black Rock interest - completing the merger and inheriting a new counterparty relationship with Seabridge.
NYSE MKT told Timberline its stock price was too low for continued listing and required a reverse stock split by November 2014; Timberline said it would seek shareholder approval for the split alongside the pending Wolfpack merger vote - the low share price and the merger financing needs now intertwined.
Timberline filed a preliminary proxy for a June 26, 2014 meeting to approve buying Wolfpack Gold (Nevada) Corp. under an arrangement agreement dated May 6, 2014, issuing 42,932,063 new shares to Wolfpack Gold Corp. That is a large issuance relative to a share price of about $0.13 (used for the fee calculation). Shareholders are also asked to approve a reverse split (between 1-for-5 and 1-for-12), an increase in authorized shares from 100M to 200M, and the usual annual-meeting items. Directors and officers holding about 1% have agreed to vote in favour. This is a new acquisition thread, unrelated to the 2010 Staccato deal.
Timberline and Wolfpack Gold signed a definitive Arrangement Agreement: Timberline will acquire Wolfpack Gold (Nevada) Corp - holding Wolfpack's Nevada gold properties plus about CAD$5.3 million cash - in a share-for-share exchange, structured as a British Columbia court-approved plan of arrangement expected to close in July 2014.
Timberline and Wolfpack Gold amended their merger letter of intent, extending the exclusivity deadline to May 5, 2014 and confirming Timberline had drawn on the $1 million Wolfpack bridge loan - the merger talks continuing but taking longer than first planned.
Ahead of a definitive merger agreement, Wolfpack Gold extended Timberline a secured bridge loan of up to $1 million (5% interest rising to 10%) to fund working capital, secured by a deed of trust - Wolfpack effectively propping up cash-strapped Timberline while the merger talks proceeded.
Timberline signed a non-binding letter of intent to merge with Wolfpack Gold Corp, with a binding exclusivity period through April 2014 while the two Nevada-focused explorers pursued due diligence toward a definitive deal.