Wednesday, October 14, 2015

Don’t let a gold mine in the area stop you from approving Castle Mountain NM, Mr. President!

Shaun posted a very informative article the other day over at the Mojave Desert Blog regarding the
proposed Castle Mountains National Monument, one of 3 that Senator Dianne Feinstein’s Senate Bill
S 414 would create and that now is included in a proposal for executive decision creation under the presidential authority granted by Congress under the Antiquities Act, passed I believe in around 1906.

The article is a must read for your understanding of what I am writing here so I  would click the link and then come back here.

Supervisor Lovingood Lays Out Hollow Case Against Monuments

I admit that I was a little behind the curve on this one, was writing a post in favor of the Castle Mountains
proposal, had not heard of the controversy and hope to get caught up now.

Yesterday I attended the public meeting at Whitewater Preserve chaired by Senator Feinstein with help from 2 Congressman and a representative from another’s office. Lots of people showed up, unfortunately I was not called upon to speak. Which is just as well because I might have been a little too confrontational.

My plan was to give the case for why the president should not let that gold mine issue stop him from signing the proclamation creating CMNM, that it is a red herring distraction as 1) Senator Feinstein and her staff specifically gave even more land around the mine for future expansion needs and 2) has always worked to, as she put it yesterday at the meeting, “cherry stem” around mines when drawing up boundaries for these protected areas and 3) has given her word on the issue to the mining folks involved. This is an archaic custom that is hard to fathom in this day and age, someone giving their word and following through. You can take it to the bank in the Senator’s case.

Let me say something right now. I am a Feinstein supporter. Always have and always will be. Yesterday was the first time that I have attended one of her events and my impression is that she had the audience from the very beginning. She really knows how to keep the flow going and how to choose just the right moment or way to defuse a situation. As far as this blogger is concerned, she has my vote for life.

DSCN1915

She is not confrontational, she is a consensus builder. Perhaps that explains her success in helping the California deserts and other wild places. Keep it up, Senator. Keep being the steadfast friend that they need in their corner, the person they can count on when things look the bleakest.

Now regarding this gold mine business and the potential economic benefits of what did they say, 225 million and 300 jobs that could be lost if the president signs off on the CMNM? Let’s look at that, shall we?

First, let me tell you which direction that I am coming from here. My point of view, you all know by now is as a supporter of the desert and the Senator. But I have also invested in Canadian junior miners in the resource sector, which is what this company is.

The mine in question was open for years, an open pit mine, and was shuttered years ago when the gold price dropped and it was unprofitable to keep selling it at a price lower than it cost overall to dig it up out of the ground. The lease remained in effect and another company, now known as Newcastle Gold acquired the lease rights. They would like to reopen the mine with extra areas to mine based upon their geological studies and recent core sample drilling campaign.

So far, so good. Just a typical small miner trying to kick start a project, going through all the regulatory permitting steps and lining up their ducks all the way to the financing  process begins and then is funded.

Somehow they managed to get noticed by the local politicos and other mining interests and then that interest was evidently picked up by their congressman’s office and they have become some sort of mini cause celebre for the local mining industry.

That’s all well and good, more power to them, but I am not going to dwell on the political issues here, instead I will look at it with an investor’s eye only. Here are some things that I noticed in going through some of their recent documents found over at Sedar, which is Canada’s version of the SEC Edgar search site used here in the United States. I also looked at Edgar but found more information at Sedar, either works.

http://sedar.com/

The company appears to me to be under capitalized, with around $1.8 million in the bank as of June 30, 2015.  The market cap is around $20 million for the whole company. Per their own documents, they say that the most likely way to raise money for the ongoing operations is through financial raisings via the markets. Like most small junior miners in the resource sector, they will have to go the every 6 months or so non- brokered private placement route or brokered private placement route for the funds needed; due to the risky nature of the business, the money is not cheap, with the company having to sweeten the pot by tossing in a half or full share warrant, at an attractive price, to garner investor interest. This is the route that most of these mining companies take, Newcastle Gold is no exception.

There really is no other way to say it, Newcastle Gold is a penny stock, with a 18 cent US Over the Counter price and 24 cent Canadian price traded on the riskiest exchange up there, the TSX Venture Exchange. It is fair to say that penny stock companies do not get the best financing opportunities, they are not Goldman Sachs.

Now here is the kicker. Newcastle Gold says that under their baseline scenario, they can reopen this mine and start making a profit at the current gold price for $98 million dollars. $98,000,000!

Based on my knowledge of the Canadian junior miner resource sector, this penny stock company has about as much a chance of raising $98,000,000 as the original management team at the newly created Mojave National Preserve had of getting then Congressman Jerry Lewis to appropriate more than
one dollar for them to run the preserve with for a whole year! That last sounds ridiculous but really happened.

Let me tell you what it means to me as an investor when I look at their fundraising strategy. It means timing is everything. It means that for me to get in with the warrants, free or low cost, other existing shareholders are going to get the value of their shares diluted big time. New money comes in, old money leaves. Only the dyed in the world buy and hold investor types, the dreamers, stick around for the financial screwing to come. Been there, done that. In addition, warrants open up a lot of possibilities for shorting the stock, for those more sophisticated than I am, again further depressing the stock. Bad deal.

But there are other concerns that I have about this stock and company which I would like to share with you now. These I consider red flags, but of course you might have a differing opinion:

a) the deal with the giant firm, Sprott Resources, for the mine itself specifically says no debt financing. Debt financing is a common method used to come up with startup costs. If used here, the $8,150,000 balance due in two payments could be called in by Sprott Resources with the balance due in full payable in cash. As in right now, immediately.

b) the same day that the bank balance figure was counted, the company signed contracts with senior officers of the company valued in totality at around $1.8 million dollars, which will give them each 18 months at their salaries and a bonus equal to the previous year’s bonus, as a “golden parachute.” Off my memory, and I will provide the link and the exact text later on in this post, these payouts will occur if there is a loss of control of the company and a “triggering event” occurs. There are no specific examples of just what sort of happening would be considered a “triggering event” but you can draw your own conclusions here. What readily comes to my mind, considering such a miniscule market cap for the company, is an unsolicited buyout, for example.

The timing of part b above just doesn’t smell right to me. Especially when you add the following.

c) this year, the big news from the Annual General Meeting was the re-pricing of the stock options available to senior officers of the corporation. The price was cut in half. From 10 cents to 5 cents, supposedly as a reward for all their hard efforts and good work performed. Take a look at this share price graph, look at the trend over the last few months and then come to your own conclusions about whether they deserve the re-priced options or not.

chart

Something else is not right about the whole controversy. There are lots of big job and economic gain for the county numbers bandied about by the local politicians and the gold mine supporters, but those numbers are not etched in stone, and I believe that documentation from the company backs up my opinion.

In the investment world, data found in a preliminary economic assessment, which is what Newcastle Gold has, is just that, preliminary. The PEA in conjunction with drill test campaigns is the step right after the permitting process, usually they are pretty much completed about the same time.

As an aside, up on Howe and Bay Streets, Canada’s Wall Streets, the joke is that a PEA is what you use to separate the rubes from their money. The “pie in the sky” returns are pitched off the PEA. Not saying that is the case here, just giving you some investor and market insight.

The big kahuna, the whole enchilada, is found in the “banking feasibility study” or BFS which is what large, sophisticated investors and banks must see done before they cough a single dime of their money. I might also point out that having a BFS is no guarantee that a bank or investor will provide any money for the venture.

In this case, after doing some serious searching, I don’t see any BFS in their documents found on Sedar.
”Oh where oh where can that BFS be, oh where oh where can it be?”

What I am saying is that all the numbers being tossed around are preliminary and in no way should be considered etched in stone, by investors, politicians or the general public.

Bottom line, in my opinion as an investor, it will be extremely difficult for this penny stock company to get the funds to reopen this mine. Not only for the above reasons but also due to the gold price as well as the
Great depression like conditions in the global commodities market right now. Money for the resource sector is getting as tight as bark on a tree. No kidding.

My plan yesterday was to try to speak regarding these things at the meeting, Unfortunately the Senator’s staff did not call my name out. Just as well, with only one minute the case couldn’t be made anyway. I did note with interest that one of the high level executives for this gold mine company was the second person called upon to speak there.

My conclusion is this. President Obama, when you make your decision to approve the Castle Mountains National Monument proposal, do it on the real and verified merits of the opponents arguments. Do not fall for the red herring being tossed out there by mining proponents. Mines are an important part of the economy and an important part in the desert protection plans. Nobody involved is seriously trying to ban mining. If mining is going on, it will continue. Senator Dianne Feinstein has given her word to that.

Morongobill

P.S.

Here are the links and passages from official company filings that I have used in my evaluation of the Newcastle Gold stock and plans. This is not an exhaustive list but I assure you that I have made more than a “good faith” effort and looked at this from a viewpoint, would I send these guys a check? Out of fairness, I will point out that later on, after a BFS(one that verifies gold at commercial quantity and quality levels, there could be some sort of “streaming financing” possible. In a nutshell, a company like Silver Wheaton could look at the figures and buy some of the production, in advance. This long term contract could be used to  help secure startup cost financing. Of course, timing is everything, and like I said earlier, I cannot find a BFS. Now is what is important, due to the president’s possible signing of the proclamation. Would I invest after seeing a good BFS report? Maybe, maybe not. It all depends on the numbers and my gut feeling about management. And that is a little shaky after looking at all those high salaries(100 k through half a million plus with bonuses and options included) and a look at the share price doesn’t seem to justify them, in my opinion.

Lovingood warns of $225 million loss

lovingood_testimony

NewCastle Gold Amends Payment Terms With Sprott Resource

newcastle

Feinstein responds to Lovingood's testimony

feinstein

The following screenshots are from the Management Information Circular sent out giving notice of the Annual General Meeting of June, 2015. You cannot link directly to a file on Sedar unfortunately, or my browser cannot, so go to
http://www.sedar.com, look for public company documents and the name, Newcastle Gold, to see the source
material for these screenshots.

options_reprice

The above is found on page 9.

trigger

Note the total amount when you add up the four figures on the right column. This is from page 22.

The most recent financing received, from the August MD&A or Management Discussion and Analysis.

warrants

Again from the MD&A cited above. Note they are talking about a PEA. My thorough, and I really mean
thorough reading of this 15 page important document does not show mention of a BFS anywhere.

pea

This is where the rubber meets the road folks. Here Newcastle Gold management tells us what they really think.
In my opinion, a fair reading of this can lead to only one conclusion. In no way is this mine going to be reopened in the near future. See why I think the whole imbroglio is just a “red herring?”

mgt_outlook

The next two screen captures go together.

trigger1

trigger2

Funny how that worked out. 1.8 million cash on hand, 1.8 million trigger event contract payouts
possible, both on 6/30/15. As some say on the website Zerohedge, “things that make you go hmmm.”

In addition, I have looked over their Investor Presentation at the company website searching for any word on when a Banking Feasibility Study would be completed and found nothing. Feel free to check it yourself at the link below.

NewCastle Gold Investor Presentation October 2015

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