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No question that..............................
1. Scorpio Gold's motivation to alter/end GPXM's ownership of the Mineral Ridge Project was fear of loss and return of its 70% interest to GPXM because of lack of performance regarding the Operating Agreement's requirement of " commercial production" ( 3500 oz.gold/months for 4 consecutive months by September 2012.
2. Waterton Global's motivation to end GPXM's ownership of the Mineral Ridge Project was to recover the $6 million it had loaned GPXM with the first two Tranche payments and the fact that Waterton Global was aware of the fact that Scorpio Gold, as Manager of the project, was uncertain if the requirement of " commercial production " could be met by Scorpio Gold.
3. The much anticipated NI 43-101 was to become a factor only after May 3, 2012, and that was related only to a buy-out of GPXM's 30% interest by Waterton Global.
4. At some point in time before September 2011, Scorpio Gold must have introduced Waterton Global to GPXM as a possibility for financing GPXM's foray into Panama ( Santa Rosa Gold Project ).
Is it reasonable to assume Scorpio Gold and Waterton Global acted independently in protecting their investments in Mineral Ridge, as 1. and 2. suggest?
If not, is it reasonable to assume, and with knowledge of Scorpio Gold's 'borderline' success in 'commercially' extracting gold at Mineral Ridge in the final quarter of 2011 and early January 2012, that Waterton Global was encouraged by Scorpio Gold to enter a 'default ' legal action against Golden Phoenix Minerals to negate the possibility of 1. ( above ) as Waterton Global was aware that repayment by Golden Phoenix would not be made by April 2012 owing to less than expected "commercial production" and/or 'royalty' payments to be made by Golden Phoenix to Waterton Global?
Thomas Klein/GPXM bears the burden of demonstrating proof of "collusion". I hope he has, at minimum, material record showing promises by Scorpio Gold that 'royalty' payments/disbursement of gold sales would be coming into GPXM's treasury by March 2012 in order that Golden Phoenix may honor its 'Operating Agreement' with Waterton Global. If not, his own incompetence becomes overwhelmingly evident in offering the entirety of GPXM's 30% ownership of Mineral Ridge for the Waterton Global loan in pursuit of the Santa Rosa Gold Project.
DSH
No question that..............................
1. Scorpio Gold's motivation to alter/end GPXM's ownership of the Mineral Ridge Project was fear of loss and return of its 70% interest to GPXM because of lack of performance regarding the Operating Agreement's requirement of " commercial production" ( 3500 oz.gold/months for 4 consecutive months by September 2012.
2. Waterton Global's motivation to end GPXM's ownership of the Mineral Ridge Project was to recover the $6 million it had loaned GPXM with the first two Tranche payments and the fact that Waterton Global was aware of the fact that Scorpio Gold, as Manager of the project, was uncertain if the requirement of " commercial production " could be met by Scorpio Gold.
3. The much anticipated NI 43-101 was to become a factor only after May 3, 2012, and that was related only to a buy-out of GPXM's 30% interest by Waterton Global.
4. At some point in time before September 2011, Scorpio Gold must have introduced Waterton Global to GPXM as a possibility for financing GPXM's foray into Panama ( Santa Rosa Gold Project ).
Is it reasonable to assume Scorpio Gold and Waterton Global acted independently in protecting their investments in Mineral Ridge, as 1. and 2. suggest?
If not, is it reasonable to assume, and with knowledge of Scorpio Gold's 'borderline' success in 'commercially' extracting gold at Mineral Ridge in the final quarter of 2011 and early January 2012, that Waterton Global was encouraged by Scorpio Gold to enter a 'default ' legal action against Golden Phoenix Minerals to negate the possibility of 1. ( above ) as Waterton Global was aware that repayment by Golden Phoenix would not be made by April 2012 owing to less than expected "commercial production" and/or 'royalty' payments to be made by Golden Phoenix to Waterton Global?
Thomas Klein/GPXM bears the burden of demonstrating proof of "collusion". I hope he has, at minimum, material record showing promises by Scorpio Gold that 'royalty' payments/disbursement of gold sales would be coming into GPXM's treasury by March 2012 in order that Golden Phoenix may honor its 'Operating Agreement' with Waterton Global. If not, his own incompetence becomes overwhelmingly evident in offering the entirety of GPXM's 30% ownership of Mineral Ridge for the Waterton Global loan in pursuit of the Santa Rosa Gold Project.
DSH
hmmmmmm.....................an admission?
From today's Scorpio Gold News Release:
"2012 gold production at the Mineral Ridge operation is forecast at 35,000 to 40,000 ounces at a cash operating cost of US$650 to US$700 per ounce of gold sold"
http://www.stockhouse.com/Bullboards/MessageDetail.aspx?p=0&m=31006863&l=0&r=0&s=sgn&t=LIST
The above does not calculate to 3500 oz. of gold/month for 3 consecutive months as required by the original 'Operating Agreement". And what were to be the consequences regarding 'lack of performance' for Scorpio Gold? Was Waterton Global then introduced into the Mineral Ridge equation for a purpose?
hmmmmmmmmm........................
DSH
badgerbob, so much for the 'idea', lol.
Yes, "possession is nine tenths of the law". Certainly it appears it will be most difficult to extract any additional monies from Waterton Global in future legal proceedings, let alone reverse the 'default' action.
But.............who is currently the "Manager" of Mineral Ridge Gold LLC ( MRG ) and what are its responsibilities? If indeed Scorpio Gold has been replaced and new Leadership is now with GPXM, will GPXM control the 'purse-strings' of MRG, not to mention the mining operations?
If the above is the case, maybe Scorpio Gold will ask a court to 'stay' the corporate change - I have not seen any news release on the part of Scorpio Gold as to either its replacement or a 'stay'.
Hey, for all these scoundrels, what's a mil here or there anyway. If GPXM is now the Manager of MRG................well, just my wishful desperate and delusional thoughts overtaking whatever is left of my analytical reason.
Let the legal games begin!
DSH
"LAS VEGAS, NV -- (Marketwire) -- 04/16/12 -- Golden Phoenix Minerals, Inc., a Nevada corporation (the "Company" or "Golden Phoenix") (OTCBB: GPXM), has informed Scorpio Gold Corporation, a British Columbia corporation, and parent company of Scorpio Gold (US) Corporation, a Nevada corporation (collectively, "Scorpio"), that Scorpio is being replaced as Manager of the Mineral Ridge Gold, LLC, ("MRG"), the joint venture entity that owns and operates the Mineral Ridge Gold Project near Silver Peak, NV."
http://en.wikipedia.org/wiki/Possession_is_nine-tenths_of_the_law
so badgerbob..............................................
"Is it possible for GPXM to have an arrangement ( 'collusion' and with 'conditions', lol ) with its own bidder to counter any offers put on the table for Waterton to consider and match for the 30% MR ownership?"
I am not sure that Waterton Global currently has free and clear title to 30% ownership in Mineral Ridge, indeed that it is entitled to receive the entire amount of the winning bid from the auction. The 'perfect lien' allowed Waterton Global to take action against GPXM by seizing its assets. But is Waterton Global limited in its recovery of losses to a certain amount, let's say $6 million plus interest and penalties or perhaps up to the last formal NI 43-101 instrument suggested to have a value of up to $13 million?
And that is why I had posted that Maximilian Investors ( or another bidder ) and Friday's SRK 43-101 report were suggesting GPXM was still in the ballgame to receive monies from this auction. Does no-one find it odd or is this just my lunatic self with this idea,lol? No reply to that question is required,
CTO,hmmmmmmm and thank goodness our pain will not last "indefinitely".
DSH
brainstorming, probably delusionally..................
The missing ingredients to Monday's auction may already be in play.Surely, though I would have my doubts with GPXM's leadership performance, an alternative/backup plan would be in the works. TK is basically a "money man", presumably with connections. Maximiliano Investors LLC. NY. and the recently unveiled SRK resource estimate ( 611,000 oz. gold measured and inferred ) may be part of GPXM's next move to shore up a reasonable bid to counter anything up to the $13 million value that was placed on it in conversations with Waterton Global's leadership ( see page 5/.15 of the GPXM complaint ). GPXM needs another $14.5 million to continue with its own percent ownership of Santa Rosa Gold Project, if it remains still open/viable.
Is it possible for GPXM to have an arrangement ( 'collusion' and with 'conditions', lol ) with its own bidder to counter any offers put on the table for Waterton to consider and match for the 30% MR ownership? Does Waterton just want a return of its $6 million ( Tranche Loans 1 and 2 ) - I doubt it - or the 30% ownership for $6 million plus whatever bid it must match? And who presides over the auction's bidding process and its legitimacy?
OK, is the fix really in? But truthfully, G-d forgive/help me for these thoughts and prayers.
DSH
Auction April 30, 2012
Pursuant to Article 9 of the Nevada Uniform Commercial Code, Secured Creditor Waterton Global Value, L.P. (Secured Creditor) or its designated agent will sell 300 Member Ownership Interests of Mineral Ridge Gold, LLC (Mineral Ridge LLC), a Nevada limited liability company, represented by share certificate No. 2 and representing a 30% ownership, as further described below (the Mineral Ridge LLC Collateral), to the highest qualified bidder in a public sale as follows:
Day and Date: April 30, 2012
Time: 10:00 a.m. local time
Place: Lionel Sawyer & Collins
1700 Bank of America Plaza
300 South Fourth Street
Las Vegas, Nevada 89101
It appears Waterton Global had loaned Golden Phoenix ~$6 million, representing the total of the initial two Tranche Loans ( see below ). Without knowledge of interest/penalty considerations, each Unit must be sold on average for $20,000.00 or more for Waterton Global to recoup its losses.
If one considers that Scorpio Gold's 70% interest in MR is being given a market capitalization value of ~$117 million, 30% ownership in MR would appear to be worth ~$55 million and each of the 300 Units may bring a value upwards of ~$180,000.00.
Does Waterton Global's 'perfect lien' and default action permit it to recover and KEEP all monies from the 30% sale of MR? Hmmmm and probably so.
Evidently, TK's efforts to engage Maximilian Investors LLC most probably have failed. The activity this weekend, be it considered criminal or not, at Waterton Global and perhaps Scorpio Gold/Jennings Capital/Libra Holdings presumably will be intense as 30% of MR is up for grabs.All 'bidders' had to pre-qualify at least five (5) business days in advance of the sale as to their bona fide interest by submitting a written expression of interest, which will identify the purchaser together with evidence of sufficiency of funds to immediately consummate the sale and a deposit - so it looks like they're at the gate and ready Monday!
Just a far-fetched and ?humorous thought, but if Scorpio Gold declared Mineral Ridge accounting-wise to have achieved "commercial production" in January 2012, maybe some monies will dribble into the treasury to help our attorneys continue their legal battles against all odds of success, lol. Well it is 'Vegas', isn't it?
Bottom-line: The future winner's 30% ownership in Mineral Ridge would appear to be quite the "steal", eh?
DSH
***********************************************************
“ Tranche One Loan ” means an amount up to $1,750,000 (which shall include the continuation of the Existing Loan), available upon the Effective Date, subject to satisfaction of applicable conditions precedent.
“ Tranche Two Loan ” means an amount equal to the Borrower’s next payment due under the Santa Rosa Acquisition Agreement, up to $4,250,000, available on the date such payment is due pursuant to the Santa Rosa Acquisition Agreement, subject to satisfaction of the conditions precedent thereto.
“ Tranche Three Loan ” means an amount equal to the Borrower’s next payment due under the Santa Rosa Acquisition Agreement, up to $3,000,000, available on the date such payment is due pursuant to the Santa Rosa Acquisition Agreement, subject to satisfaction of the conditions precedent thereto.
excellent DD Belgie24.
I would report your findings regarding Brian L"u"ck to the British Columbia Securities Commission. Repetitive behaviour of this type should not be tolerated.
Just crossing my fingers for a "stay" of the Waterton Global auction to be granted.
Best of lock to all,
DSH
very interesting and thanks Belgie24!
Well, it’s now hardball at its worse and your findings ( and suggestions ) explain why the public has lost faith in the markets – these hedge fund thieves have been corrupted by greed/profit.
TK is a 'finance guy' and I would presume he knows the tricks of hedge fund players, the likes of Cheryl Brandon and Isser Elishis.
LOOK at page 6, 18. lines 9-28, page 7, lines 1-11 of the legal filing by GPXM. Why would Elishis know on January 24th that there would be ‘no new report out “ period” ’ that is, the resource estimate would not be available. Where did he get that information and, if TK was doing his job, why would he not know as well? Also, when did TK actually engage Maximillian LLC for alternative financing?
Anyway, is this part of the “collusion” with Peter Hawley suggested by GPXM? Unless GPXM is able to present actual 'minutes of meetings' with only Waterton Global and Scorpio Gold present discussing MR and its ownership, "collusion" will be difficult to prove.
Page 5 / 15. also considers the potential worth of Mineral Ridge to GPXM, $13 to $51 million are mentioned. Shareholders must pray that the delay of the resource estimate by AMEC, with additional drill results from MR, will benefit GPXM - so, was Scorpio colluding with GPXM, lol? Waterton Global's buyout was to occur after May 3, 2012.
Best of luck,
DSH
pre-weekend thought/prayers
1. GPXM's long-standing presence as a business in Nevada and now its aggressive legal action hopefully will find a friendly reception in a Nevada court - attorneys know their judges and they contribute to their election campaigns.
2. A 'stay' of the auction will be granted by the court, halting the sale of GPXM assets.
3. The court will allow GPXM to take over management of MR Gold LLC, thereby putting enormous pressure on both Scorpio and Waterton Global to settle all issues with GPXM.
3. AMEC will produce a resource estimate in May-June and this will form the basis for WG's buy'out of GPXM's 20% ownership (see bottom page 3/top of page 4 - 'fine print of Option Agreement's Exhibit 6 is NOT VISIBLE and also note page 5 #15. )
4. Negotiation will lead to a settlement allowing GPXM's Leadership to regain the confidence of its shareholders and pursue the Santa Rosa Gold Project, assuming it is not in default of its contractual terms/conditions. The total cost estimate for the Panamanian 'ad'venture is $20 million and shareholders can only hope this figure is achieved in any settlement for the purchase of GPXM's 20% ownership in MR.
Just wishful thinking, have a great weekend and best of luck,
DSH
just the beginning
The courtship of GPXM (Mom) and SGN (Dad) started in December 31, 2009 and the knot was tied March 10,2010 with the formation in a family surname of '(Derivative Plaintiff)Mineral Ridge LLC(MRG)'.
Mom GPXM became pregnant and on September 16,2011, in wedlock, birthed a child named the 'Santa Rosa Gold Project'. As are the times, child raising/rearing has become very expensive, but mothers usually get their way in decision-making for off-spring. So, Mom GPXM, with the consent of her husband SGN, decided a loan may be necessary for her baby. Soon thereafter Mom is told an apparently close friend of Dad may offer financial assistance for raising child. However, as with most loans, 'conditions' for repayment are to be established between the parties. Wishing 'everything' for her child. Mom GPXM is so excited that she gladly offers her share of the 'crown jewels' as collateral to make it happen. Father SGN tells his wife GPXM, "Dear, I will work my buns off to help repay this loan". His wife replies, "I love you dear. The jewelery should satisfy our lender and I'm happy to surrender it. I have an undying love and attachment for my child".
Little did Mom know that her husband was rumored to have had an incestuous/intimate relationship that resulted in the birth of a bastard child named Waterton Global. (Or..............did she know?) - alas, the horrors of infidelity, perceived or real.
Well, honeymoons last about two years. And as life will have it, in all her naivety regarding her husband's/Dad's past life and having been told and now believing her husband to be responsible for birthing a child out of wedlock, Mom becomes a 'mourning bride' and is enraged. Yes, 'h*ll hath no wrath like a women scorned'.
Well Dad, having become Mom's erstwhile lover and dismissing all her hateful declarations, declares, " Dear, I ain't gonna work my buns off anymore if you continue with this paranoia and throw these false accusations at me. Screw your crown jewels if you behave like this! I'll have none of this attitude from you. Honey, you wanted the baby and I performed. We better consider a separation. I'm leaving and taking my share of the family jewellery with me. Really, I'm not even sure counselling will help. Do your best with the baby! I'll see you in court."
to be continued by anyone on this BB.
DSH
goacs, I agree.
http://www.financialdictionary.net/define/Lien/
Lien is a legal term that grants a certain right to somebody over somebody else and usually refers to a form of security interest granted over an asset to secure repayment of a debt or loan. The asset that is used in lien is known as the collateral. When a loan is fully paid back or the contract is completed the lien is removed and the lender no longer has any right of the property. This is used primarily to make sure a borrower pays back their debt and secure the lender if that does not occur.
In real estate a common form of lien is when the lender of a “first mortgage” is granted “primary lien” over the collateral of a home if the borrower fails to make payments and defaults. In other words when the house is sold, the lender of the first mortgage gets their repayment via collateral before any “second mortgages or loans, because they are granted lien or the right to secure their repayment first.
In the United States Liens can be classified as voluntary or involuntary. Voluntary liens occur when a lender and borrower go in to contract together. Examples of these include conventional loans, mortgages and virtually any other credit or loan agreement. Involuntary liens include things like lien for unpaid taxes and judgment liens.
A lien can also be classified as perfect of imperfect. In the example explained above the first mortgage lender who is granted primary lien is known as having the perfect lien, meaning they have the right before any other third party lenders to collateral repayment. Any third party lenders will be informed of the lien when appropriate.
One form of lien known as equitable lien works with the value of equity in a property, which is not actually physical money until the house is sold. People may be granted equitable lien in various circumstances, such as an occupant of a property spending money on improvements believing they are the owner of the property. They then become the owner of the equity created from the improvements. For example building an extension would put the value of the property up. That extra value is granted in lien to the occupant in the above example.
goacs, thank you for your effort and sharing of this "light reading"!
The perspective presented of wrong-doing/harm is that of Golden Phoenix Minerals.
page 22 ( index of exhibits ) - unfortunately, the "small print" is not visible for shareholders' reading and interpretation.
But why did GPXM's Thomas Klein and Board of Directors agree to the "perfect lien" as collateral in signing on to the Waterton Global loan?
Much food for thought and future discussion.
Back to bed for some 'light' sleeping.
DSH
another case of "fine print" somewhere in the 'Operating Agreement'
http://www.sec.gov/Archives/edgar/data/1042784/000100127710000014/form8-k.htm
I have looked everywhere in the above Form 8-K filed on March 10, 2010 by Golden Phoenix Minerals and nowhere do I see a Section 9.4 of the 'Operating Agreement' filing.Perhaps the "material obligation(s)" were written on a napkin and could not be scanned into the SEC filing on that date.
"At the closing, Golden Phoenix received US $3.75-million in cash from Scorpio Gold, net of advances made to date, plus an aggregate of 7,824,750 common shares of Scorpio Gold capital stock"
Leadership's latest assault on Scorpio Gold is ridiculous,laughable and again shows its desperation. Is Maximilian Investors now our only hope?
Anyway, do you think Golden Phoenix will be using its own share capital or the above 7,824,759 Scorpio shares, if it still remains, to pay for its legal representation? LOL. For that matter, what shares would you as shareholders want if you were providing services?
My suggestion - a marriage counsellor, perhaps Dr.Ruth W. is available.
DSH
my thoughts....................................
collusion: Secret or illegal cooperation or conspiracy, esp. in order to cheat or deceive others.Such cooperation or conspiracy, esp. between ostensible opponents in a lawsuit.
forensic accounting: http://www.forensicaccounting.com/
1. Certainly Waterton Global was most probably brought to Golden Phoenix Minerals by Scorpio Gold as a potential source of financing the Panamanian Santa Rosa Project. But the important question is " Who introduced the Panamanian Santa Rosa Project to Golden Phoenix Minerals? "
2. Is it really possible that Waterton Global introduced the play in Panama to Golden Phoenix Minerals - I seriously doubt it. More likely, Leadership at Golden Phoenix got the "hots" for Santa Rosa and asked Scorpio Gold who may assist it with financing, thus the appearance of Waterton Global.
3. Impressed by Scorpio Gold and its Mineral Ridge operation/performance as well as Golden Phoenix Minerals' Leadership and its business plan, Waterton Global stepped beyond its normal conservative criteria for providing capital to junior mining entities and decided to finance the Santa Rosa Project. BUT it carefully/intentionally placed 'conditions' within the operating agreement and collateralized it with a "perfect lien", indicating it clearly recognized the risk it was taking on with the Global Phoenix Minerals' 'ad'venture!
4. The August 2011 News Release clearly indicates all parties must have been in serious and complex discussions in deciding how Waterton Global would be injected into the Mineral Ridge Project equation. All parties signed on the 'dotted line' - so much for the honeymoon.
http://www.scorpiogold.com/s/news.asp?ReportID=470187
5. Is one expected to believe that Scorpio Gold had sole control and view of the books? And does anyone delusional think, if asked, Scorpio Gold would refuse Golden Phoenix Minerals' request to review documentation on the Mineral Ridge Project?
"accounting of the books, records and financial accounts for Mineral Ridge Gold, LLC ("MRG"), as well as the operations and financial affairs of MRG while Scorpio served as the Manager of MRG and was in sole control thereof" )
Please note that Golden Phoenix Minerals wishes its shareholders to believe it is a victim by using such words as "collusion" and "sole control", and really, 'forensic accounting", as though I'm to be impressed with Leadership's attempt to uncover criminal activity. Our Leadership is desperate, that's the bottom-line!
The stars are not aligned well for Golden Phoenix shareholders.
Have a peaceful weekend and best of luck,
DSH
P.S. If the board wishes, I can also provide an analysis of Florida's Zimmerman-Martin legal controversy
amendment addition/change from Code of Conduct filing December 2011
"enter into any hedging arrangements in respect of any common shares of Scorpio Gold held or incentive stock options or other equity-based compensation awards made to such person in relation to their services as a director, officer, employee or consultant of Scorpio Gold, or otherwise acquire an interest in any derivative securities or other financial instruments that are designed to hedge or offset a decrease in the market value of any securities of Scorpio Gold held, directly or indirectly, by such person, including any prepaid variable forward contracts, equity swaps, collars or units of exchange funds"
Belgie24, interesting to say the least. I only am aware of two possible individuals who may have above average knowledge in these issues.
1. Thomas Klein CEO Golden Phoenix Minerals
2. Cheryl Brandon Portfolio Manager Waterton Global
Peter Hawley is first a geologist, not a "money" guy..............but did he get wind of suspected and unusual trading in Scorpio Gold paper?
Hey, if you listen to the Cheryl Branson interview on youtube, why does she claim only to be interested in ‘safe and stable’, ‘first world countries’ and then involve Waterton in providing a debt facility of $15.5 million to Golden Phoenix Minerals for its 'ad'venture into Panama with the Santa Rosa mine? Look into her background!
Thanks badgerbob.
I see nothing on the initial 'operating agreement' that compels Scorpio to provide UPDATES/progress to its JV partner Golden Phoenix. Scanning the filing, I see no promises of 43-101 resource updates and the need to report activity/production levels at Mineral Ridge to Golden Phoenix.
The game changed August 2011 when Waterton became interested in a 20% ownership interest at Mineral Ridge ( see italicized below 1. ).There is absolutely no way that all three parties were not involved discussing and finalizing revisions/changes to the original JV agreement.
1. Golden Phoenix was prepared to accept a reasonable buy-out of its 20% interest by Waterton Global at that time based upon 'independent valuation'.
2. One assumes all parties were comfortable and agreed that AMEC, not SRK, was to do the updated 43-101 resource estimate in order to establish an initial basis for fair valuation of Mineral Ridge .
So, why did Waterton Global file a 'default' litigation/suit against Global Phoenix BEFORE ( five weeks ) the anticipated March 30,2012 repayment? Did it not have a May 2012 deadline to make an offer to Golden Phoenix or lose its 'option'? Was Golden Phoenix playing hardball with Waterton Global and rancor between the two ensued, making an revised agreement impossible? Surely, GPXM's CEO would be aware of MR sales revenue not hitting his coffer by that date ( delayment of payment ) and had discussed this with both Scorpio and Waterton? Or is it that GPXM had not fulfilled one of the conditions set forth in the GPXM-Waterton Global agreement of September 2011 ( see italicized below 2. )?
Collusion - nonsense! GPXM Leadership risked everything ( 'perfect lien ' ), must have known that the March 30th Waterton repayment would not be met for several weeks, perhaps months, ahead of its due date and got caught short.
But what is the reason for Waterton Global filing the default suit five weeks in advance of the repayment date? It must lie in the 'conditions' within the September 2011 agreement, perhaps related to the Santa Rosa Project, a very risky bet by our Leadership.
Golden Phoenix IMO is skating on thin ice. Leadership became desperate because it knew legally it had no real firm ground on which to stand - witness the belated Maximiliano funding foray to give its shareholders hope. GPXM stockholders have reason to fret and unfortunately. Leadership needs to be held accountable!
Shareholders next critical date is the April 30th auction. " Stay " tuned.
Best of luck. We'll certainly need it.
DSH
1."Under the original terms of the joint venture operating agreement in respect of the Mineral Ridge Project (the "Operating Agreement"), Scorpio had the right to increase its joint venture interest by 10%, to 80%, by providing 120% of the estimated costs of placing the Mineral Ridge Project into commercial production within 30 months of acquiring its interest in the Mineral Ridge Project, with commercial production being defined as operating the mine for a period of six consecutive months at 70% or more of the average life-of-mine production capacity, as set out in a feasibility study. Additionally, the Operating Agreement provided that if Scorpio increased its joint venture interest to 80%, it would have the right for a period of 24 months to buy-out Golden Phoenix's remaining 20% joint venture interest at the net asset value of such interest, as determined by an independent valuator (the "Buy-Out Right").
In connection with the GP Debt Financing, the Operating Agreement has been amended to provide that Scorpio may now increase its joint venture interest to 80% by funding 100% of the capital expenditures required to place the Mineral Ridge Project into commercial production, which is now defined as the production or processing of a minimum of at least 3,500 ounces per month of gold products from the Mineral Ridge Project for a period of four consecutive calendar months. A feasibility study is no longer required. In addition, Scorpio has agreed to waive the Buy-Out Right with respect to Golden Phoenix, or Waterton if Waterton acquires Golden Phoenix's interest in the Mineral Ridge Project pursuant to the Waterton Option."
2."The Company must satisfy certain conditions prior to drawing down each of the five tranches of the Commitment Amount, including, for example, the ongoing existence of the security documents, the good standing of its Acquisition Agreement with Silver Global with respect to its acquisition of an interest in the Santa Rosa gold mine, and successful completion of certain milestones as compliment the Company's earn-in of its interest in Santa Rosa, amongst others."
nice work belgie24!
http://www.scorpiogold.com/s/news.asp?ReportID=465268
NR March 10, 2010
"The Company has agreed to solely fund all costs of bringing the Mineral Ridge property into commercial production and provided it does so within 30 months the Company will have the right to increase its joint venture interest by 10% to 80%."
http://www.scorpiogold.com/s/news.asp?ReportID=470187
August 5, 2011
"Peter J. Hawley, President and CEO reports, "We are pleased that Waterton has chosen to get further involved in the Mineral Ridge Project. The changes made to the Operating Agreement will give Scorpio the ability to increase our joint venture interest in the Mineral Ridge Project to an 80% level more quickly, and we anticipate that if Waterton exercises its option to acquire Golden Phoenix's interest in the Mineral Ridge Project, Scorpio will gain a joint venture partner with the financial resources and experience to work with us to develop and expand the Mineral Ridge project to its full potential".
belgie24, most conspiracies, conjured by a creative ( ? paranoid ) mind, generally will lack substantive factual evidence. What I'm looking for is the 'operating agreement' between Golden Phoenix and Scorpio Gold, most probably created when Scorpio Gold decided to buy into Mineral Ridge around June 2009. What were Scorpio Gold's responsibilities to its JV partner? That's the bottom-line and hopefully the specifics may be found in the 'small print' somewhere!
Later and best of luck,
DSH
“Under the Gold Stream Facility, each monthly repayment of the Principal Amount will be made by either (a) the delivery of physical ounces of gold to Waterton, where the number of ounces to be delivered shall be based on the then current spot price of gold less an applicable discount, or (b) cash in immediately available funds pursuant to the repayment schedule. The Gold Stream Facility is secured by a perfected lien on, and a first priority security interest in, all of the tangible and intangible personal and real properties and assets of the Company and its subsidiaries, including its interest in Mineral Ridge Gold LLC.”
http://www.secinfo.com/d11f65.q2s8.4.htm
11: EX-10.10 Senior Secured Gold Stream Credit Agreement Between the Company and Waterton Global Value, Dated September 26, 2011
pages 25 and 45 ( events of default ).
Evidently, Waterton Global was lead to GPXM by Scorpio Gold and its Mineral Ridge play. Scorpio Gold wanted a reliable ‘partner’ and Waterton was the chosen, not a cash poor GPXM. TK became restless, fixating on his next big deal,the Santa Rosa Project – remember the NR blackout for the longest time in the summer andfall of 2011 ) - and was willing to hand over all the assets ( collateral ) of OUR company for a $15.5 debt facility ( see introduction ) to Waterton Global in the form of a ‘perfect lien’. Waterton Global had its eye on Mineral Ridge and 20% ownership in the play but its deadline for a fair offer was May 2012 ( if memory serves me correctly ). Waterton therefore had to force the issue and filed an action of default against GPXM before the March 30th payment was due.
It is evident that Scorpio believes its last revised agreement with GPXM allows it to hold back any gold sales revenue from its partner ( an agreement with GPXM involving Waterton’s right to purchase GPXM’s 20% Mineral Ridge ownership ). Waterton obviously became aware of the afore-mentioned but as well the delay in the much anticipated revised 43-101 report ( the ?credible foundation for a buy-out offer to GPXM ) and these two events forced Waterton to act immediately ( ‘default’ suit ). It appears Scorpio Gold both helps and hurts GPXM in that it is holding back our “royalty” but allowing for a more in-depth ?truthful study of the Mineral Ridge resource value - reality is in the eye of the beholder!
Was there a ‘material’ belief, based upon its Scorpio relationship ( other than the hoped for ‘commercial production in 2011’ and possibly timely, formally provided progress reports ) that allows GPXM to construct for itself a ‘legal standing’ in its own court action of April 2, 2012?
Leadership at GPXM offers excuses but March 30,2012 has now past. Had GPXM the monies to make payment to Waterton by March 30th? Maximiliano appears out of the nowhere, but why? And what GPXM shareholders see is a legal action, not a remedy ( "show me the money" ). I find hiding behind attorneys distasteful. IMO, GPXM Leadership gravely erred and is trying to protect itself from shareholder action.
Let the conspiracy games ( Scorpio-Waterton Global ) continue!
Happy Easter weekend and best of luck to all,
DSH
I feel your pain Lone Clone!
These dates are the key decision points for both Golden Phoenix and Scorpio Gold in their relationship with Waterton Global Value.
May 26,2011
http://www.scorpiogold.com/s/news.asp?ReportID=465234
We are pleased to make these debt re-structuring arrangements with Waterton as it provides the Company with significant cash flow flexibility, which will be important for the Company's continued growth. The Company would like to acknowledge Waterton's pragmatic approach to this debt amendment transaction. It is as a result of Waterton's practical approach to commercial transactions that the Company has decided to enter into a long-term relationship with Waterton to sell its Mineral Ridge gold and silver on commercial terms under the Supply Agreement.
August 4,2011
http://goldenphoenix.us/press-release/golden-phoenix-secures-1-million-bridge-loan-to-advance-santa-rosa-gold-mine-in-panama-enters-into-term-sheet-for-15-5-million-gold-stream-debt-facility/
"Contemporaneously with signing the option, the Company has delivered to Waterton a consent/waiver of Scorpio Gold (US) Corporation in which Scorpio has waived any right (including any right of first offer) that it may possess that would limit or hinder the ability of the Company to sell or offer its interest to Waterton under the option agreement.
The anticipated completion of the gold stream debt facility gives Golden Phoenix the opportunity to establish the potential for mineral resource growth while minimizing dilution to our equity shareholders"
August 5, 20111
http://www.scorpiogold.com/s/news.asp?ReportID=470187
"if Waterton exercises its option to acquire Golden Phoenix's interest in the Mineral Ridge Project, Scorpio will gain a joint venture partner with the financial resources and experience to work with us to develop and expand the Mineral Ridge project to its full potential".
In reading these News Releases, is it possible to believe that Scorpio Gold anticipated the embroglio that might arise, indirectly or even directly contributing to it? TK obviously anticipated gold sales from Mineral Ridge so as to be able to fulfill the Waterton Debt Facility.
So, what happened, lol, and will SRK Consulting really shed any meaningful light on 2011 heap leach gold production and Scorpio Gold's performance as manager? Maybe Scorpio Gold needs to watch its back or Waterton will own all of Mineral Ridge? Please forgive that last far-fetched remark as just tongue-in-cheek, !
Anyway, is anyone yet ready to publish his/her non-fictional novel 'The Flight of the Golden Phoenix'?
All the best,
DSH
"truth"..............there's no truth, or shall I say "full disclosure" by GPXM since the Santa Rosa gambit last fall.
Hey, I do wonder whether Maximillian Venture LLC sees value in GPXM's shares. LOL.
"Upon closing, Golden Phoenix shall grant Maximilian a participation bonus of the Company's outstanding common stock"
Must be a joke but more probably an act of desperation!
Best of luck,
DSH
disturbing 8-K on January 24, 2012!
"Due to the delayed notification that the Mineral Ridge project had not achieved Commercial Production, and the subsequent indication from Waterton that no additional funds would be forthcoming, the Company did not have sufficient time to find an immediate alternate source of funding to satisfy the acquisition payment as may have been deemed then-due under the Santa Rosa Acquisition Agreement. The Company has been diligently working to remedy such unexpected circumstances"
'Commercial Production' for Scorpio Gold was given a timeline extending to September 2012. Had TK promised Waterton an event which had no leeway OR is there some conspiracy to remove GPXM's interest in Mineral Ridge?
Hey, what about scheduling a LIVE conference call TK? LOL.
Best of luck ( and we'll certainly need it ),
DSH
comparison guestimates are not exactly 'apples to apples' but..........the (heart)beat will go on!
"In the late 1980s, Freeport compiled the drilling results and generated a kriged geologic reserve of approximately 12.1 million tonnes (80% at Santa Rosa and 20% at Alto de la Mina), averaging 1.6 gram gold per tonne (using an 0.8 g/t cutoff grade) (Beta, 2010).
The historic estimates of mineral resources or mineral reserves stated in this report and in Table 4-1 are not CIM-compliant and have not been reviewed in detail by a qualified person. This historical estimate is presented for informational purposes only, and should not be relied upon. Golden Phoenix is not representing these historical estimates as current or compliant resources. Current resources are stated in Section 12 of this report."
Page 77/112 Section 12:10/ reported January 12, 2012 News Release
RK reports an in-situ Inferred resource at the former Santa Rosa and ADLM pits totaling 23.1 million metric tonnes at 0.90 grams/tonne (g/t) Au, for a contained 669,000 ounces of gold, at a 0.30 g/t Au cutoff. In addition to the gold content, the resource contains an average grade of 2.87 g/t Ag for a contained 2.1 million ounces of silver. **Please see Cautionary Note to U.S. investors below.
Section 12
12:10
SRK is reporting current in-situ mineral resources as shown in Table 12-10 at a 0.3 g/t cutoff grade; this is shown visually in Figure 12-24. This cutoff grade was determined based on the evaluation of cutoff grades in use at similar mining projects around the world. SRK believes that resources reported at a 0.3 g/t cutoff have a reasonable expectation of potential economic viability.
Section 13
There is no current NI 43-101 compliant mineral reserve estimate for the Santa Rosa project because a life-of-operation mine plan under current expected long-term operating and capital costs has not yet been prepared. The historical production stated in Section 4.3 Historic Mineral Resource and Reserve Estimates should not be relied upon as they have not been classified according to CIM guidelines by a Qualified Person.
Best of luck,
DSH
10Q filed November 21, 2011 for quarter ending September 30,2011 - 474 pages pdf
http://www.otcbb.com/asp/Info_Center.asp
GPXM
Filings
1. Current Assets September 30/2011 $869,399.00 ( cash $197,874.00 )
Current Liabilities September 30,2011 $3,992,438 ( accounts payable $318,003.00 )
2. Stockholders' Equity
Preferred stock, no par value, 50,000,000 shares authorized, none issued
Common stock; 800,000,000 shares authorized, 344,061,925 issued and 271,988,900 shares outstanding
3. General and administrative expenses for 3 months to September 30, 2011 $1,004,330, to September 30,2010 $528,423 and 9 months to September 30,2011 $2,907,750, to September 30,2010 $1,306,417
4. pages 253-255 Santa Sosa Gold Project payment schedule - attention 3.03 Preferential Payment
5. Stock Purchase Program total 640,000 shares at average pricing $0.12 ( page 67 ) - this program was announced September 2010 and no shares have been purchased since August 31, 2011. The reason IMO :
September 19, 2011 "Golden Phoenix Signs Definitive Acquisition Agreement for Santa Rosa Gold Mine, Panama; Creates New Joint Venture Company"
Of note is the December 21, 2011 filing of 'John Di Girolamo', a new ?independent BOD appointee, acquiring 100,000 shares at $0.08. I assume these are employee 'stock options' as an expiration date is given ( page 55 - so much for 'independent' ) and whose background includes serving as President of Investment Banking for Euroglobal Capital Partners Inc. where he structured going-public transactions, financings, and helped consult with both private and public companies on various exchanges. He was an Investment Advisor for Pope & Company where he was directly responsible for the creation or sourcing of public listings, and the Reverse Take Over (RTO) of private companies with these entities.
OK, the above are just a few items upon which speculators may ruminate their decision to buy,hold or sell a GPXM position.
CEO T.Klein, certainly a whiz-kid when it comes to the financing games, has secured monies from several sources, the last being Waterton Global who accepted our 30% ownership in Mineral Ridge as collateral. But the crunch will come in 2012 for sure. Cash is dwindling and shares must be issued. So, in order to advance to a major exchange, I believe three items must IMO be accomplished:
1. credible NI 43-101s must exist for both Mineral Ridge and Santa Rosa
2. credible predictable cash flow from Mineral Ridge must be beyond question
3. GPXM's financial statement and balance sheet must be impeccable in order to attract new investors
Can the above be accomplished in 2012? I personally believe the company will alter the current share capital structure and uplist with an modest Initial Public Offering ( relative to the new share capital )in order to raise cash and highlight the company's entrance onto a new trading platform.
OK, I wish to fantacize and please take all for what it's worth. Know these are 'the pennies' where dreams rarely if ever become reality.
Best of luck,
DSH
Thanks for the compliment oneofsix.
Using Peter Hawley's blueprint for assessing MR's prior mineral resource, it would appear it took approximately 3 months from Scorpio Gold's IPO to come forth with a credible NI 43-101 ( March to June 2010 - an additional 20 holes were drilled to confirm the reliability of the MR data ). Of course, Thomas Klein's expertise is dissimilar to that of Peter Hawley . Nevertheless, I believe one can reasonably extrapolate a timelime for SKR Consulting to complete a mineral resource for the Santa Rosa Gold Project and expect the numbers to appear in early 2012. How's that for 'praying', lol.
Thanks again oneofsix and best of luck,
DSH
my opinion
Further to my earlier post, I believe the necessary material event for uplisting, hopefully within the first three months of 2012, will be the NI 43-101 compliant technical report by SRK Consulting on the Santa Rosa Gold Project - the report involves 'historical data' and I am unaware of any current exploratory or confirmatory drilling ( unless our GPXM drill at MR has surreptitiously been relocated to Panama ;-} ). Three months have passed - surely this report will not occur at the end of the 24 month standard set by our Leadership, lol.
GPXM and Scorpio shareholders are also expecting an updated NI 43-101 at Mineral Ridge from Peter Hawley within that same timeline. It should bring 'credible' increased value to our company. IMO, progress towards 'commercial production at MR - 3500 oz.AU/months for 4 consecutive months - is not yet visibly within reach however, gold extraction from reserves at the leach pad should help improve the figures as 2012 moves on. goal.
The GPXM share price has been observed to decline significantly since the surprise News Release of its Panamanian involvement. The most simple-minded retail GPXM shareholders ( I include myself ) questioned this course of action by CEO Thomas Klein. Street perception is everything and too much intrigue/unknown accompanied GPXM's decision to move forward at Santa Rosa. Note that this announcement was preceded by mine tours at MR with 'persons of influence' - an unpalatable Private Placement at $0.11/share followed when the share price was in the $0.15-0.16 price range.
Like LC, I have become more skeptical of GPXM's conveyance of information to its shareholders. Facts, not fluff, must eventually arrive for new speculators to jump on our bandwagon. Credibility of Leadership and concrete progress with our company's business strategy are IMPERATIVE. I consider 'uplisting' to a more respectable exchange 'a must' otherwise....................well I don't really care to go there, such is my own dismal impression of OTCBB lisitngs. That being said, I also see no way to avoid a change to share capital in order to achieve this major and publicly stated objective.
Let's pray our speculation rewards our patience in 2012.
Best of luck,
DSH
insert-text-here
"Waterton Global Value, L.P. ("Waterton"),Scorpio's existing lender. In connection with the GP Debt Financing, Golden Phoenix has granted Waterton an option (the "Waterton Option") to acquire Golden Phoenix's interest in the Mineral Ridge Project. Scorpio has consented to the Waterton Option and agreed that upon the exercise of the Waterton Option, Waterton will become Scorpio's joint venture partner in the Mineral Ridge Project"
LC, if Robert Ian will not provide this answer, you may use this URL to contact Giles Haycock with your query. I have not read the initial Zack's report on GPXM but assume there are disclaimers at its end which indicate 'payment for services rendered'. Best of luck, DSH
http://scr.zacks.com/research.php
Thanks basserdan.
http://scr.zacks.com/analysts_ralston.php
The deplorable SP can be attributed to end-of-year tax loss selling and the paucity of timely shareholder updates. Leadership appears to be making efforts at bringing the company's business strategy ( unfortunately without 'materiality' ) to as many potential investors/speculators as possible. As belgie has stated previously, the key will be a company announcement that GPMX's listing will move to a credible trading platform. TK's forte is 'finance' and he appears to have been successful in convincing 'angel' risk-takers to put forth monies to pursue his plan. IMO no new material news will be current shareholders' worst scenario for the value of their gamble and the first three to six months in 2012 will be critical. The Street wants to know TK's leadership and corporate progress are indeed MEANINGFULLY CREDIBLE!
Have a great weekend and best of luck,
DSH
operative word - "preproduction" - more work to be done!
Best of luck to all,
DSH
Gold Production Projections are:
2011 25K ozs @ $1500 gold/$30 silver = $37,900,00030
2012 60-80K ozs(70K) @ $1500 gold/$30 silver = $106,120,000
2013 100 K ozs @ $1500 gold/$30 silver = $151,600,000
"Scorpio may now increase its joint venture interest to 80% by funding 100% of the capital expenditures required to place the Mineral Ridge Project into commercial production, which is now defined as the production or processing of a minimum of at least 3,500 ounces per month of gold products from the Mineral Ridge Project for a period of four consecutive calendar months."
Production numbers for the 3rd quarter from Scorpio Gold's MD&A SEDAR 11/17/2011
During the third quarter, the Company’s metal sales from its production of recovered gold and silver totalled 2,399 ounces of gold and 1,999 ounces of silver to Waterton Global Resource Management, as per its long-term sales agreement. Net proceeds of metal sales totalled $4,167,196 in the third quarter and were recorded as a reduction of the Company’s deferred exploration and development expenditures as the operation remains in the preproduction stage.
Thanks for your reply oneofsix. And I agree with your remark "I don't think we have any deal on their operating costs or capital recovery costs", at least none is visible to the GPXM shareholder.
My focus has been on GPXM's intent to move to a 'senior exchange'. In order for that to happen, Leadership must show our company has promi $e (figuratively - speaking) and this promi $e must be based upon a factual "royalty" business strategy. Future MR sales revenue and how much enters GPXM's treasury is critical ( not to mention our own operating costs ), thus my questions from the previous post. Obviously there will be minimum requirements for an uplisting and in order to establish a reasonable share price, a price-earnings ratio will need be applied. My own numbers, from your initial post, not only used a lower Outstanding Share total ( now ~385MM, not the 355MM I employed from the end June quarter filing of this year - thanks Belgie ), but when multiplied by a factor of 10, get our share price no where near the AMEX requirement. The TSE has lower threshhold requirements and a "43-101" resource estimate for MR suggests the new trading platform will be in Canada.
With a degree of paranoia, I believe hedge fund/program trading, and with it an element of 'corruption', control many OTCBB companies. Continuing in this vain, with the recent share price decline and the miniscule trading volumes, is it possible accumulation has been occurring over these past several months? Well, at least Scorpio Gold puts out concrete information for us, lol.
Anyway. IMO the Santa Rosa Project is critical to the game plan, unfortunately its sales revenue may not appear for 18 to 24 months. Can Leadership get the necessary Street support to promote the share price to levels that achieve the much sought after 'senior listng' - well, heck if I know. The 43-101 report and an announcement of the 'mining operator' are much needed. I guess I'll wait into the second quarter of 2012 to see if my gamble finally pays off.
Best of luck to all,
DSH
oneofsix...............thanks for that information regarding the anticipated gold production figures through 2013. I have 3 questions for yourself or any regarding the figures presented below.
2012 60-80K ozs(70K) @ $1500 gold/$30 silver = $106,120,000
20% of that is: $21,224,000.00
This projected revenue represents $0.059/share of sales.
2013 100 K ozs @ $1500 gold/$30 silver = $151,600,000
20% of that is: $30,320,000.00
This projected revenue represents $0.08/share of sales.
Questions:
1. Is anyone able to comment on GPXM's responsibility to the operating costs at MR after commercial production is achieved?
2. Is Scorpio Gold to recover its investment before GPXM participates in any sales from MR?
3.. Will there be a point in time when any sales of gold/silver from MR will directly flow to the GPXM treasury and thus represent a true "royalty" for the company, not a net figure after expenses?
IMO Peter Hawley, Scorpio's CEO, continues to gain Street credibility while GPXM shareholders wait anxiously for our gambling CEO T.Klein to demonstrate his decision to plow ahead with the Panamanian Santa Rosa Project will have s merit, presenting the Street with a story that can be sold to future investors as our Leadership attempts to move onward to a senior exchange.
Best of luck,
DSH
?undervalued or overvalued ..............................................
Let's forget any other properties in which GPXM has ownership except Mineral Ridge.
A comparative market capitalization can be determined from Scorpio Gold which is currently a 70% owner-operator in the Nevada property.
Scorpio Gold, with a more agreeable authorized share total compared with that of GPXM as well as a tighter tradable float, is being given a value of ~CDN$98.4 million if one uses only the outstanding share total of 102.4M, not the fully diluted number of 127.5M
http://www.scorpiogold.com/s/stock_info.asp
Golden Phoenix, with a 30% ownership, is being given a market cap value of ~CDN $28 million, which uses 310 million outstanding shares, not the fully diluted total of 365M shares as of June/2011 ( see below ).
If Scorpio Gold is not considered overvalued by the Street (sole property is MR), one then might extrapolate GPXM's value per share at $0.135. If one uses the future possibility of 20% GPXM ownership in MR, the per share figure would be $0.079 and THAT'S BELOW WHERE IT IS RIGHT NOW! Remember, these numbers are calculated using Scorpio's market cap value and the MR property alone.
Assuming the Santa Rosa Project to be worthless with the Street considering it an unwelcome burden (waste of time,money and share dilution of the company ), IMO GPXM shareholders need to know:
1. the status of commercial production at MR
2. if further share dilution is contemplated in 2012 beyond that which has been reported in the quarter ending June 2011
3. the timeline for a credible 43-101 resource report for the SR Project, assuming facts, not fiction, are required for 'promotion' in order to know
4. when a move to a senior exchange may be made, assuming a believable SR Project is now the necessary ingredient to fuel our share price on the Street, demonstrate our company's future has credible potential and should be considered for purchase.
All the best,
DSH
P.S. All figures presented herein are subject to correction and interpretation.
http://www.sec.gov/Archives/edgar/data/1042784/000109690611002042/gpxm10q20110630.htm
"for example" ,lol.
I do wonder if Waterton Global Value's concerns are the same as many current and future GPXM shareholders?
The Company must satisfy certain conditions prior to drawing down each of the five tranches of the Commitment Amount, including, for example, the ongoing existence of the security documents, the good standing of its Acquisition Agreement with Silver Global with respect to its acquisition of an interest in the Santa Rosa gold mine, and successful completion of certain milestones as compliment the Company's earn-in of its interest in Santa Rosa, amongst others.
One must assume a sizable cash flow will enter GPXM's treasury from MR by end February 2012 to begin payments. Will the intent of Leadership to achieve a 'senior exchange' listing be key/proof of success for the company?
Best of luck,
DSH
BJZ, you assume correctly. And yes, I cannot be certain this is the same 'Tony Bonilla' as it may be a quite common name in Panama. My inference is that no information is available on how Silver Global's Tony Bonilla came to acquire the ownership/rights to the Santa Rosa Gold Project - yes I know Silver Global is a 'private company' and there may be reasons for the lack information on its activities in Panama. But principals within the Panamanian government are obviously involved however even GPXM's August 8th News Release does not specifically name the "Director of Mineral Resources of Panama of the Ministry of Commerce and Industry " - this disturbs me. Anyway, an 18 to 24 month wait until presumed 'production' at Santa Rosa is a long period of time for this shareholder to wait. Knowing the history of GPXM all too well, I'm not convinced that patience will pay profits.
Best of luck,
DSH
http://investing.businessweek.com/research/stocks/private/snapshot.asp?privcapId=36553660
http://finance.yahoo.com/news/Golden-Phoenix-Completes-iw-3169273547.html?x=0&.v=1
'cart before the horse'?
"SRK recently returned from a site visit at Mina Santa Rosa and has begun the process of reviewing all historical project data. SRK will develop a geological model and prepare an independent resource estimate based on the historical data available. The initial resource estimate will be presented in a NI-43-101 compliant technical report "
Presumably 'historical data' has been available for years, and assuredly more than a decade, is my guess ( see URL below ). Yet Erin Ventures, entering into a JV with Canazas Mining Company in October 2009, withdrew from the project December of 2010 for " inappropriate actions by certain government departments, giving this third party an improper and unfair advantage in the concession process ".
So, exactly what was the urgency of Leadership to involve the company with Silver Global ( T.Bonilla ), presumably the current owner of the 'keys' to the Santa Rosa Gold Project? Just google our JV partner and see what information one corrals - ?security biz?
Certainly one must place a great deal of blind faith in T.Klein and others in GPXM Leadership in order to continue holding a share position based on his/its business plan for Panama. But I guess that's why the share price continues to hover in the 10 penny range - too many shares, apparent future dilution of the share capital and no clear message from Leadership to shareholders as to the reasons for the company's change of strategy and future revenue stream ( current 20-30% Mineral Ridge ownership + that of Santa Rosa 24 months from now ). I pray there exists a 'global' picture in T.Klein's cerebrum ( occiputal lobes ) and it includes Scorpio Gold, frankly a more certain wager than GPXM at this time and with greater credibility than our own company.
Best of luck,
DSH
http://www.newswire.ca/en/releases/archive/October2009/26/c2466.html
and the beat goes on..................................
http://app.quotemedia.com/quotetools/newsStoryPopup.go?storyId=43677390&topic=GPXM&symbology=null&cp=null&webmasterId=101374
45 'business' days from the above NR date is Wednesday October 12th.
45 days from the above NR date is Saturday September 17th.
With this week's R&R Global Investment Conference and Zacks Investment Research evaluation, enough important eyes are on our company. But I witnessed very little excitement as indicated by both the GPXM trading volume and share pricing. Being a hopeful shareholder and not much into technical trading patterns, I noticed the share price could not crack $0.10 on the downside and $0.11 on the upside - bizarre IMO. Could the market makers be accumulating shares, waiting for the much anticipated decision on Panama's Santa Rosa Gold Project and a subsequent rush to buy GPXM shares? One million share trading days will not overcome the inertia of a near 250MM share float - needed are greater than 10-15 million share trading days!
What a game! No question in my mind that our CEO T.Klein is a gambler ( MR itself looked pretty good to me as our initial 'royalty project', especially near-term ) and all know he needs the co-operation of the Street's important players - he's thinking BIG! If indeed a new listing on a serious exchange is in the works, he certainly was in the right place and shaking hands (?'greasing' palms) to get our company in the spotlight - Zack's commenting on a 'penny stock', is that for real? LOL.
Anyway, have a wonderful weekend and best of luck,
DSH
http://wiki.answers.com/Q/How_is_net_smelter_royalty_determined
Well, our company is all about "royalties", no? And do we not receive a Net Smelter Royalty of 2%, with the possibility of 4% should our treasury find a few million dollars? And truthfully, did any shareholder expect WEX to come up with $4.2 million to retire the Promissory Note. And the Ashdown Project, after all the hype from previous Leadership and attorney expense, lead to a near bankruptcy of our company.And who really knows if royalties will flow to our treasury? A joint WEX-AMCM NR of July 4, 2011 suffests AMCM was able to get financing from Versatech Capital, monies needed to expand production at the Ashdown mining facility 200 tons per day.Realistically, I don't believe this will happen, at least in my,TK,RM and PM's lifetime, and therefore must place little value in the shares of WEX and AMCM to be given, now perhaps just chump change used to pay our growing team's salaries.
http://www.stockhouse.com/tools/?page=%2FFinancialTools%2Fsn%5Fnewsreleases%2Easp%3Fsymbol%3DV%2EWEX%26newsid%3D8227625
So, and in truth, our success as an attractive 'royalty' company with ambitions to move to a senior exchange, depend on the outcomes at Mineral Ridge ( nearer term with our 20% 'net' royalty ) and our future involvement in Panama's Santa Rosa Project.
TK's vision is global, my own and most GPXM shareholders' linear. However, both require "cash" for its implementation and 'hoped for' success. I believe a live news conference updating GPXM progress is due, perhaps in September-October, and addressing the anticipated value of the MR resource, its expected cash flow to the treasury of GPXM and, should our company engage the Santa Rosa Project, detailing both our engagement with an operating partner and the timeline to commercial production and revenue flow. A senior exchange listing will require all to be revealed.
Best of luck to all,
DSH
the intrigue continues............................
http://investing.businessweek.com/research/stocks/private/snapshot.asp?privcapId=36553660
1. So who is 'Tony Bonilla' of 'Silver Global'?
2. How does this gentleman middle-man his way into the principal figure negotiationg with Thomas Klein of Golden Phoenix?
3.How in fact does he place himself in a very prominent profile, presumably having had to deal with 'Minera Cavazas' and the ' 'Director of Mineral Resources of Panama of the Ministry of Commerce and Industry'
4. Why is the name of the 'Director' not given in the yesteray's NR?
5. Will shareholders be able to witness the legal documents presented to our Leadership during the due diligence period so as to be certain there is no 'fatal flaw' , assuming they will provided in a coming SEC filing?
Best of luck,
DSH
meanderings on timelines and value
Definition of "commercial production":
Production in reasonable commercial quantities refers to the level of output not profit or loss. A mine will normally be considered to have attained production in reasonable commercial quantities on the first day of the first month of the consecutive three month period where the mill first operates at 60% of its rated capacity provided the mine is the sole source of ore to the mill.
1."Scorpio may now increase its joint venture interest to 80% by funding 100% of the capital expenditures required to place the Mineral Ridge Project into commercial production, which is now defined as the production or processing of a minimum of at least 3,500 ounces per month of gold products from the Mineral Ridge Project for a period of four consecutive calendar months".
Is there any information available from Scorpio Gold to suggest that "commercial production" has commenced?
2."Golden Phoenix has granted Waterton an option (the "Waterton Option") to acquire Golden Phoenix's interest in the Mineral Ridge Project.
and
3."simultaneous with closing the bridge loan, Golden Phoenix has granted Waterton an option and right of first offer to purchase its interest in the Mineral Ridge property in Nevada, for an amount that shall be based on measured, indicated and inferred gold ounces at the Mineral Ridge property at the time of the acquisition, which option may be exercised no sooner than nine months from the closing of the bridge loan transaction."
The bridge loan was stated to be closed August 4, 2001.Therefore the earliest Waterton Global can exercise the above option will be May 2012. I am unaware if Scorpio Gold receives the entirety of MR gold sales so that it may recover the costs of production from the original Scorpio-Golden Gold-Phoenix agreement of March 2011. Will a portion of gold sales being heading to the treasury of GPXM before May 2012?
I believe GPXM shareholders can expect at earliest an official N43-101 report from Scorpio Gold in the last quarter of 2011. But will Scorpio move to expand the MR resource estimate as May 2012 approaches?
Has CEO T.Klein decided that the risks of involving our company in Panama's Sanata Rosa Project to be 'acceptable', throwing overboard the MR 'royalty' of 20% for
1. WG bridge loan
and
2.a $15.5MM debt facility providing a 60% ownership in this new venture?
What is the lag time to get the SR Project to "commercial production", who will be the operaters of the SR Project and what percent of the 60% will GPXM need to surrender to entice such an operator. It is suggested that the SR Project is capable of producing 4500 oz. of gold/month.
TK and crew will return from Europe end August or early September. A full 45 days from August 4th suggest that the due diligence period for the Santa Rosa Project will be completed by end September. However, exactly when the 72 hour fatal flaw due diligence period was completed is anyone's guess - the NR regarding the SR Project and its 'partially binding' LOI came on July 12th. Perhaps shareholders will hear of their fate earlier. I believe the GPXM saga and its latest chapter, the SR Project, is at the publishers and essentially 'bound'.
Best of luck to all GPXM shareholders.
DSH
debt versus equity, Nevada verus Panama?
"The anticipated completion of the gold stream debt facility gives Golden Phoenix the opportunity to establish the potential for mineral resource growth while minimizing dilution to our equity shareholders," stated Tom Klein, CEO of Golden Phoenix. "Over the past year, we have developed and expanded the Company's asset portfolio, which has provided us the flexibility to attract debt financing in lieu of equity."
There appeared to be a sizable royalty revenue stream coming GPXM's way at Mineral Ridge, the Project itself considered by many to be quite extensive/regional. GPXM shareholders' only saving grace may be that Waterton Global appears to like what it sees at the Santa Rosa Project in Panama and fulfillment of the 'Term Sheet' ( similar to a Letter of Intent ) may create a Debt Facility for GPXM to acquire 60% of these 'foreign' properties ( plus an additional 20% see below ). IMO, Mineral Ridge was never a true "royalty" ( in the 'oil and gas' sense calculated from gross revenues ) as operating costs were to be factored into a final monthly payment to GPXM.
I have little trust for Central and South American mining ventures - the, shall I say, 'politics, family and friends' influences ( some might use the word 'corruption' in the USA ) easily surpass those of our country. I hope TK knows what he's doing and with whom he's dealing.
Anyway, the Santa Rosa NR of July states:
" gold production following the achievement of commercial production (anticipated to be defined as 4 consecutive quarters of currently estimated plant production capacity of 4,000 ounces of gold per month "
which calculates out to ~$6MM ( 4000 ounces at let's say $1500/oz before payoffs, bribes, lol, yes, other words for 'royalties' to others )- and remember, GPXM has only a 60% ownership. OK, 60% of SR and its 4000 oz/month is better than 20% of MR and 3500 oz/month, no?and also suggests ~905,000 oz. have already been 'measured and indicated' by 1998 standards. 4,000 oz/month suggest twenty years worth ( 240 months ) of mining. But will the numbers change in the 45 days of a 2nd DD period?
Also stated is the following:
"Under the non-binding terms of the LOI, which are intended to provide the framework for definitive agreements, Golden Phoenix proposes to earn-in to a 60% interest in Santa Rosa with an option to acquire an additional 20% interest after achieving certain milestones, in consideration for $20,500,000 in cash over time and $4,500,000 in shares of Golden Phoenix common stock (at a deemed value of $0.18 per share), as well as certain preferential payments from cash flow out of gold production"
Anyway,my comfort level with TK has certainly declined and, I dare say, those 'influential' higher profile visitors who were part of the MR tours this past year may have similar sentiments - the acutely declining GPXM SP over the four months appears to have its explanation in the NRs of yesterday and today. However, am I incorrect in stating the volume of selling doesn't seem to reflect a wholesale surrender of GPXM shareholders?
Oh well, I'll never figure out these pennies and..........that's why they're pennies trading on the OTCBB - dreams/fantasies for the foolish, like myself. Imperative for me at this time is that TK and our BOD present the company's shareholders with an UNSCRIPTED, LIVE CONFERENCE CALL WITH QUESTION PERIOD as soon as possible - maybe it can be done from a European location, lol, oops, my apologies for just another fantasy.
Best of luck,
DSH
P.S. My thanks to oneofsix for his efforts and I understand his disappointment and frustration.
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"In connection with the GP Debt Financing, the Operating Agreement has been amended to provide that Scorpio may now increase its joint venture interest to 80% by funding 100% of the capital expenditures required to place the Mineral Ridge Project into commercial production, which is now defined as the production or processing of a minimum of at least 3,500 ounces per month of gold products from the Mineral Ridge Project for a period of four consecutive calendar months. A feasibility study is no longer required. In addition, Scorpio has agreed to waive the Buy-Out Right with respect to Golden Phoenix, or Waterton if Waterton acquires Golden Phoenix's interest in the Mineral Ridge Project pursuant to the Waterton Option"