The Mining Play

Medinah Minerals (MDMN) - 2017 Q2 General Discussion


Nice open 750 shares .0037


Yes when there is no or little volume it is easy to play games with the stock price!


We have entered a period where it no longer makes any sense for neither MDMN nor CDCH to remain publicly traded vehicles. The capital structure for MDMN specifically is broken. Yes, a reckless speculator can buy and sell shares but no sane individual would do so without knowing how many shares are outstanding. It’s also nearly impossible to assign a value to the assets based on what has been publicly disclosed.

As I see it, the inevitable outcome is MDMN shareholders receiving shares of Auryn, once they go public. I wouldn’t be surprised if, as another alternative, CDCH becomes the public shell for Auryn assuming the old BOD vacates and is replaced by Kevin and other members of MDMN. In this case, MDMN shareholder will/would receive shares of CDCH based on their pro rata ownership of Auryn (# of shares /28%/ number of Auryn shares)…

Once this happens we will finally have a company that warrants a public listing. Until that happens following the daily share price fluctuations is a complete waste of time.

CDCH represents an interesting arbitrage opportunity if things unfold as described above but even that is pure speculation b/c we don’t know how much, if any, dilution will result in meeting the capital call and we still don’t have (absolute) certainty the BOD will vacate BUT CDCH at .003 is a lot more attractive than MDMN at .005. Simple math.


As a pretty major CDCH shareholder I must say I like that John. Question I have… is that wishful thinking or is there substance to it as far as you are aware?


I think it’s a notch above wishful thinking and this outcome wouldn’t be a panacea for CDCH shareholders but more of a structurally fluid way of consolidating the AMC ownership. MDMN shareholders aren’t going to receive AMC shares until the share count in resolved. CDCH is pretty well sorted (even though I would argue that Chapin, JJ, and Les’ shares should be retired). So, AMC could use the CDCH shell, dilute existing shareholders by 95% (b/c we own 5%) and then issue shares to MDMN holders once they’ve sorted things out. Plus we would get the added irony of MGold finally owning shares of CDCH. That’s a win all the way around.


Imho, Auryn will not roll into CDCH with almost certainty.


Both CDCH and MDMN have bad history and baggage! Auryn would not need an IPO to roll into either and I believe Auryn does not want the baggage or the history, but rather a clean slate with a IPO and not another shell. JMO


These 2 names need to cease to exist from my vocabulary. I’m sure Auryn would agree to that!


A name and ticker can be changed without any effort or cost. I think some folks don’t understand what an Auryn IPO will consist of. It’s either a reverse merger into a shell or a new option available to companies offering a “new shell” but there isn’t much of a difference. IPOs usually consist of a significant raise following a roadshow and sellside sponsorship. That’s not what we are dealing with here so taking over CDCH could be the easiest and most cost efficient route. The historical stain is irrelevant as long as the capital structure is clean.


That could be what the future path is, I’m sure you shared your insight with CDCH management, but as you have already admitted, it is pure speculation on your part. Using CDCH as the mechanism for an AURYN IPO is rather brilliant, but CDCH is not “clean” in it’s current filings status. It would need to clear any regulatory hurdles. Note: this conversation should be continued on the CDCH thread.

Also, it in no way conforms to the proposed CDCH upcoming “annual meeting” as outlined in the March 31, 2017 update found here:

How does it allow for protecting current shareholders as outlined in Implementation of non-dilution mechanisms for existing Cerro shareholders? The announcement states:

Cerro will make a dividend declaration to the shareholders of record as of the date that Cerro sends notice of it Annual Meeting of Shareholders.

This actually should have stated that “holders of shares of the Corporation’s common stock that are:(i) held directly in your name as the stockholder of record; or (ii) held for you as the beneficial owner through a stockbroker, bank, or other nominee” as of the date that Cerro sends notice of it Annual Meeting of Shareholders. This change in wording would include all current shareholders. Perhaps the wording will be changed at the annual meeting. If the CDCH BOD is willing to forego the opportunity to pursue the Andacollo Mine opportunity, then the “reverse merger” with pro rata shares for current shareholders into a newly named AURYN IPO would be clean, provided it clears the SEC requirements. I note: “Mr. Borquez has been negotiating to a US$ 500,000 down payment with subsequent payments coming out of the mine’s cashflow. We have had initial discussions with Mr. Menzies about having his investment group consider assisting with funding larger opportunities, and will be discussing the Andacollo opportunity in more detail in the near future.” This would conclude in a separate venture without ties to CDCH. IMO
Conflicts of interest should be avoided.

The last thing you posted on the CDCH thread concerning Implementation of non-dilution mechanisms for existing Cerro shareholders is the most important and correct solution, IMO.

As it is unlikely that CDCH raised the $300K, it more likely that AURYN did extend the terms of the cash call for a small percentage being returned back to AURYN, IMO. The mechanism for issuing “dividend shares” in AURYN cannot reasonably be accomplished until CDCH becomes current in it’s filings. Again, pure speculation on my part, but the CDCH “shell” for future additional mining opportunities being discussed in the shareholder update could not occur even though the capital structure is clean. CDCH would essentially revert to a holding company until the OTC and FINRA remove the stop sign and all past filing become current and AURYN IPOs. CDCH would have difficulty declaring and issuing a dividend. A NOBO/OBO list may have been obtained in order to issue paper certificates to all known and identified shareholders as of the date of the annual announcement. This would allow current shareholders to retain the equity stake in AURYN until an IPO occurs, and allow Management to pursue the additional mining acquisition opportunity in the Andacollo Mine with a CDCH shell. Full disclosure: I have already expressed these concerns to management. The annual meeting will reveal what has been decided by the BOD of CDCH, along with consultation/negotiation with AURYN management.


A reverse merger into a shell is not an IPO. In fact it is a method of taking a private company public without having to go the IPO route. In any case part ownership is usually given up to the shell in a reverse merger, I do not believe that is the route Auryn has chosen unless they plan on buying a clean shell to start, which makes more sense. CDCH even thou it has been restructured is not a clean shell in my book, maybe cleaner than MDMN, but never the less has a lot of baggage and bad history that Auryn mostly will want to distance itself from. I do not believe they will want anything to do with any company associated with the Day brothers.


As far as I can determine, an F-1 filing is an independent filing for a foreign company to become publicly trading and does not require or have provisions for a reverse merger into a shell.[quote=“easymillion, post:106, topic:1863”]
conditions of the SEC for Non-Public Submissions from Foreign Private Issuers:

…non-public submission policy is separate from the confidential registration statement review procedures available to “emerging growth companies” under the Jumpstart Our Business Startups Act (JOBS Act). As described below, foreign private issuers that meet the requirements in the JOBS Act are eligible to be treated as emerging growth companies.
Please note that foreign private issuers that are seeking to be treated as emerging growth companies must, among other things, follow the procedures applicable to emerging growth companies with respect to both confidential submissions and the timing of the public filing of their registration statements.


At this point I believe our number one concern should be some type of resolution to the overhanging cloud from the corrupt activity of Les Price and what the final outstanding share count will be. As much as I would love to see Les in jail, I believe we need to put this issue behind us as soon as possible. I am really surprised that we have not received any update from MDMN and our lawyers to where we stand with the various lawsuits. Yes I do understand we will probably stay out of the courts if there appears to be any hope of reaching a joint agreement to end this topic continues to be a possibility, but at some point MDMN needs to put its foot down and either become more aggressive or simply face facts that we might never come to a joint resolution and move to trial.


We’ve heard nothing recently on the Okanadian complaint against Medinah, nor the amended counter and cross claims. It’s been more than a year since the 1st claim was filed in Nevada. Apparently it is not an open and shut case of just a scrivener’s error as was first suggested, especially with all the additional suits filed in the Canadian courts. The notice of the motion to remove the Price attorneys of Kowarsky Ritson, LLP (specifically Ori Kowarsky) is clearly a conflict of interest and should have been resolved quickly. It does appear that some sort of settlement is trying to be reached outside of the court systems. It is no understatement to note we have had no updates regarding legal matters in quite some time. It would be of great benefit to MDMN and CDCH shareholders to have all legal entanglements resolved before AURYN issue’s it’s IPO to go public.
I believe that is what is behind the extended silence. With AURYN’s deep-pocket shareholders (65% “owners”) having an additional 300 million share stake in Medinah resolving these issues, I feel assured that the legal issues are on their way to being resolved. Without resolution of legal matters, MDMN cannot issue accurate 15c2-11 financial statements and update it’s filing status to be in compliance. Both MDMN and CDCH are striving towards this goal.


It seems that Luciano Bocanegra is longer with Auryn after all he was hired on a contract basis.

His resume now…

Executive Director
Auryn Mining Chile SpA
December 2015 – October 2016 (11 months)
Exploration strategies, acquisitions assessment and technical advisor.
• After four decades of stagnation, I professionalized the exploration in Altos de Lipangue project, with approach and advancing to determinate the real exploration potential of the project.
• Businesses and acquisition of mining properties for Masglas Holding, i.e. the acquisition of 9 projects from First Quantum Minerals Chile.
• I formed a professional team for exploration and development in the Altos de Lipangue Project, carrying out a trenching and sampling program.
• I updated and generated geological data according to market and mining industry standards, with the adequate QA/QC, opening new ways to mining businesses.
• I upgraded businesses opportunities, contacts, service providers, and other professionals; as well as the insertion of Auryn Mining Chile SpA and Masglas Holding to the Chilean mining circle.


The Linkedin writeup and older AURYN update link are very nice to see! Thanks for the reminder that Luciano had a full 11 months advancing and organizing the initial exploration and professionally generating the geological data presented on AURYN’s website. Introduction to his professional contacts appears to have paid off and bodes well for possible JV contacts being planned. I especially like where the 2015 notification said, “responsible for project generation and also led teams dedicated to advanced deposit definition” when he was with Hochschild Chile. It appears he wrapped up his work with AURYN last October. The present silence is deafening from AURYN and Medinah.

However, AURYN brought in the expertise of Dr. Jannas at the beginning of the year as shown in the very informative update in January:

Dr. Jannas was previously employed as Vice President-Exploration & Geology by Hochschild Mining Plc., where Luciana was just coincidentally a senior geologist for 3 years. :wink:
The really interesting part is AURYN decided a month later in February that the projects would warrant an F-1 filing for an IPO. At this same time, it appears AURYN Mining Chile SpA (AURYN) became an independent privately owned company instead of a subsidiary of MASGLAS. This is evidenced by removal of all reference to AURYN as a subsidiary on the MASGLAS website, where it was formally promoted as it’s most advanced project. It is my opinion the cash call was to clear debt on financial statements in preparation for going public. Immediately after the cash call AURYN announced:

Auryn CEO, Maurizio Cordova, and consulting geologist, Dr. Raymond Jannas, will accompany Dr. Sillitoe as he reviews Auryn’s exploration data and tours the property. Dr. Sillitoe will produce an evaluation report of the Altos de Lipangue Mining District at Auryn’s request.

… and now we wait. Does anyone invested here still think there is nothing happening on the Alto?


I am NOT surprised by the cone of silence on legal matters. We will hear news when it is settled. Rarely have I ever been informed of legal proceedings mid-stream.

Auryn silence may be influenced by the MDMN legal matters. It may be influenced by the proposed public trading plan. It may be influenced by inactivity (unlikely, surely Dr. Jannas & Mr. Sillitoe are doing there things)

Both are not inclined to show their hands just yet.

MDMN: A lifetime lesson in faith, patience and emotional restraint.


Gold above 200 day moving average for two months and slowly moving up. Is it all in Auryn’s plan? Before, during, or after the run up?

I am a regular reader of Miles Franklin blog, are others? What is the consensus on all this? Thoughts?

Debate as we wait?



Hard to debate TDK, when we have no new infos from Auryn, But I do think gold will finally pass $1300 next week.


Higher gold prices can only benefit AURYN’s earliest mining efforts, especially continuing the exploitation of the recently discovered Larissa Adit. It does appear the price of gold is moving up after being suppressed for 5 1/2 years. Manipulation has been occurring for many years. Just a general comment on the reason for price suppression of gold in a 2015 article by James (Jim) Rickards. Jim’s thesis is “The price is being suppressed until China gets the gold that they need. Once China gets the right amount of gold, then the cap on gold’s price can come off. At that point, it doesn’t matter where gold goes because all the major countries will be in the same boat.” I find it a quite plausible explanation in the following well written article. Here is an excerpt that contains the gist of the article - the full article is much more detailed (note: this was written a couple years ago - has China caught up it’s gold reserves?):

Why the U.S. is Letting China Accumulate Gold
The U.S. gold reserve at the market rate is about 2.7 percent of GDP. That number varies because the price of gold varies — but it’s around 2.7 percent. For Russia, it’s about 2.7 percent. For Europe, it’s even higher — over 4 percent.

In China, that number is 0.7 percent officially. Unofficially, if you give them credit for having, let’s say, 4,000 tons, it raises them up to the US and Russian level, but they want to actually get higher than that because their economy is growing.

Here’s the problem: If you took the lid off of gold, ended the price manipulation and let gold find its level, China would be left in the dust. It wouldn’t have enough gold relative to the other countries, and because their economy’s growing faster and because the price of gold would be skyrocketing, they could never acquire it fast enough. They could never catch up. All the other countries would be on the bus while the Chinese would be off.