-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
S0DP+M7ca/lXijMMEjw/aKF/IQB0/+LzzyIDURxoOb9UkRR4o7w/5Ah7ECuSroIm
9XA2cLCggmYZRMIwEzXWKA==
UNITED STATES FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PMI VENTURES LTD. 511 475 Howe Street, Vancouver, BC Canada V6C
2B3 Indicate by check mark whether the registrant files or will
file annual reports under cover of Form 20F or Form 40F: Form 20F x Form
40F ¨ Indicate by check mark whether the registrant by furnishing
the information contained in this Form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act
of 1934. Yes ¨
No x If "Yes" is marked, indicate below the file number assigned
to the registrant in connection with rule 12g-3-2(b): 82 - _____________ . SUBMITTED HEREWITH Exhibits SIGNATURES Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized. PMI VENTURES LTD.
NEW GOLD ZONE DISCOVERED AT FROMENDA GRID "B" AREA PMI Ventures Ltd. (the "Company") [TSX Venture:PMV],
is pleased to announce that it has again intersected very significant high gold
grades (27.0 g/t Au over 4.0 metres) in the ongoing drill program on
its Fromenda concession one of nine contiguous concessions that comprise
the Ashanti II project area that are located along a 50 kilometre length on
the axis of the Asankrangwa Gold Belt of southwestern Ghana. GRID B' ZONE : Drill hole 03FBRC36 was drilled on section
2000North, 200 metres to the west of the main Fromenda Grid "B" gold mineralized
area which has been the subject of several previously reported drill campaigns,
and gave the following results: The hole bottomed in gold mineralization, as the rotary drill
was not able to proceed beyond 41 metres in depth. This result is particularly encouraging as it is the first
significant gold assay in drilling from a 1.5 kilometre long gold and arsenic
soil geochemical anomaly which parallels the gold mineralization outlined to
the east, and also confirms that this structure hosts potentially economic gold
grades. The balance of the proposed 3,000 metre drill campaign, which
was laid out to test the entire strike length and width of the Fromenda Grid
"B" anomaly, will continue in the new year after completion of a major deep
sounding geophysical program and with larger drill rigs capable of deeper drilling.
SCHOOL ZONE NORTH L17N AREA: Based on the excellent
gold result previously announced for discovery hole 03FBRC09 and on the strong
co-incident geophysical IP responses, a further 1,134 metres of drilling in
19 shallow holes were completed in this area on a mean 25 metre hole spacing.
Significant gold grades were returned as follows: Interpretation of the drill results suggests that gold mineralization
is hosted by quartz rich, graphitic, altered and brecciated meta-sediments.
Depth of oxidation and weathering in this area could exceed 75 metres or well
below the depth limitation of the drill rig. In this part of Ghana, as a result of leaching of the mineralized
zones located near surface, gold grades in trenches and at shallow depth are
often lower grade than those found in the unoxidized zones located at greater
depth. Additional diamond drilling in the new year is therefore planned to further
outline this discovery to depth. SCHOOL ZONE EAST L16N AREA: In order to test a large
300 metre by 600 metre IP anomaly, a fence consisting of 733 metres of drilling
in 14 holes was completed. The following significant gold grades were returned
from five adjacent holes located near the centre of the fence and drilled on
25 metre centres: The gold mineralized intervals appear to be near vertical
and suggest a wide and deep-seated gold bearing target. An additional fence
of holes located 50 metres to the north is in progress and the results will
be announced when received. Further deep drilling on this large zone is anticipated
in the new year after completion of the deep sounding geophysical program. Douglas R. MacQuarrie, P.Geo. (B.C.), the VP of Exploration
for the Company and Goknet Mining Company Limited, supervised and directed all
work associated with the drilling program. Sample analyses were conducted by
SGS Analabs in Bibiani, Ghana utilising industry standard 50g fire assay techniques,
with atomic absorption finish. The QA program consists of random blanks and
standards inserted into the sample stream, with duplicate samples sent to independent
laboratories PMI has an option to earn up to 85% of the interest that Goknet
Mining Company Limited, a privately held Ghanaian mineral exploration company,
holds in nine exploration concessions and applications. Goknets' interests vary
from 85% to 100%, subject to a 10% non-participating interest in favour of the
Government of Ghana.
On behalf of the Board,
"Arthur T. Fisher" Arthur T. Fisher
For more information please contact:
Or visit the PMI Ventures Ltd. website at www.pmiventures.com Arthur Fisher will be featured on Resource World Radio on
Wednesday, December 3, 2003 at 3 p.m. PST THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT
ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE. This news release contains forward-looking statements
which involve known and unknown risks, delays and uncertainties not under the
Company's control which may cause actual results, performance or achievements
of the Company to be materially different from the results, performance or expectations
implied by these forward-looking statements. CERTIFICATE PMI VENTURES LTD. FINANCIAL STATEMENTS
SEPTEMBER 30, 2003 PMI VENTURES LTD. Nature and continuance of operations (Note 1)
On behalf of the Board:
The accompanying notes are an integral part of these financial statements. PMI VENTURES LTD.
The accompanying notes are an integral part of these financial statements. PMI VENTURES LTD.
The accompanying notes are an integral part of these financial statements. PMI VENTURES LTD. NATURE AND CONTINUANCE OF OPERATIONS The Company is incorporated under the laws of British
Columbia and its principal business activity is the exploration and development
of resource properties. On March 27, 2001 the Company changed its name
from Primero Industries Ltd. to PMI Ventures Ltd. and consolidated its
capital stock on a 5:1 basis. These financial statements have been prepared in accordance
with Canadian generally accepted accounting principles applicable to a
going concern which assume that the Company will realize its assets and
discharge its liabilities in the normal course of business rather than
a process of forced liquidation. The continuing operations of the Company
are dependent upon its ability to continue to raise adequate financing
and to commence profitable operations in the future. SIGNIFICANT ACCOUNTING POLICIES Use of estimates The preparation of financial statements in conformity
with Canadian generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported amount of assets
and liabilities and the disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amount of revenues
and expenses during the year. Actual results could differ from these estimates.
The Company records its interests in mineral properties
and areas of geological interest at cost. All direct and indirect costs
relating to the acquisition of these interests are capitalized on the
basis of specific claim blocks or areas of geological interest until the
properties to which they relate are placed into production, sold or management
has determined there to be an impairment. These costs will be amortized
on the basis of units produced in relation to the proven reserves available
on the related property following commencement of production. Mineral
properties which are sold before that property reaches the production
stage will have all revenues from the sale of the property credited against
the cost of the property. Properties which have reached the production
stage will have a gain or loss calculated based on the portion of that
property sold. The recorded cost of mineral exploration interests is
based on cash paid, the assigned value of share considerations and exploration
and development costs incurred. The recorded amount may not reflect recoverable
value as this will be dependant on the development program, the nature
of the mineral deposit, commodity prices, adequate funding and the ability
of the Company to bring its projects into production. The Company does not accrue the estimated future costs
of maintaining its mineral properties in good standing. The Company has adopted the new CICA Handbook Section
3870 "Stock-Based Compensation and Other Stock-Based Payments", which
recommends the fair value-based methodology for measuring compensation
costs. The Company is permitted, and has elected to adopt, the intrinsic
value-based method, which recognizes compensation cost for awards to employees
only when the market price exceeds the exercise price at date of grant,
but requires pro-forma disclosure of earnings and earnings per share as
if the fair value method had been adopted. Any consideration paid by the
option holders to purchase shares is credited to capital stock. Revenue recognition Crown royalties and production revenue from oil and
gas properties are recognized when amounts are received, or collection
of the amount is reasonably assured. Future income taxes are recorded using the asset and
liability method. Under the asset and liability method, future tax assets
and liabilities are recognized for the future tax consequences attributable
to differences between the financial statement carrying amounts of existing
assets and liabilities and their respective tax bases. Future tax assets
and liabilities are measured using the enacted or substantively enacted
tax rates expected to apply when the asset is realized or the liability
settled. The effect on future tax assets and liabilities of a change in
tax rates is recognized in income in the period that substantive enactment
or enactment occurs. To the extent that the Company does not consider
it more likely than not that a future tax asset will be recovered, it
provides a valuation allowance against the excess. The Company uses the treasury stock method to compute
the dilutive effect of options, warrants and similar instruments. Under
this method the dilutive effect on earnings per share is recognized on
the use of the proceeds that could be obtained upon exercise of options,
warrants and similar instruments. It assumes that the proceeds would be
used to purchase common shares at the average market price during the
period. Basic loss per share is calculated using the weighted-average
number of common shares outstanding during the year. SIGNIFICANT ACCOUNTING POLICIES (cont'd...) Comparative figures
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO RULE 13A or 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the Month of: December 2003
File No.: 0-1222108
(Translation of Registrant's Name into English)
(Address of Principal Executive Office)
PMI VENTURES LTD.
Date: August 31, 2004
By:
/s/ Douglas MacQuarrie
Title:
Chief Executive Officer
Suite 511 475 Howe Street
Vancouver, BC V6C 2B3
Phone: (604) 681-8069 Fax: (604) 682-8094
News Release #03-20
TSX Venture: PMV
December 2, 2003
Issued & Outstanding: 22,965,397
Fully Diluted: 32,768,555
HOLE NO.
AZIMUTH
DIP
LENGTH
INTERCEPT
INTERCEPT LENGTH
AU GRADE
(deg.)
(deg.)
(m)
From (m)
To (m)
(m)
(ft)
(g/t)
(oz/ton)
03FBRC36
135
-60
41.0
0.0
4.0
4.0
13.1
27.00
0.79
36.0
41.0
5.0
16.4
5.93
0.17
including
40.0
41.0
1.0
3.3
8.53
0.25
HOLE NO.
AZIMUTH
DIP
LENGTH
INTERCEPT
INTERCEPT LENGTH
AU GRADE
(deg.)
(deg.)
(m)
From (m)
To (m)
(m)
(ft)
(g/t)
(oz/ton)
03FBRC09
120
-50
62.0
16.0
32.0
16.0
52.5
2.90
0.09
03FBRC48
120
-50
62.0
52.0
62.0
10.0
32.8
1.18
0.04
03FBRC54
120
-50
66.0
56.0
60.0
4.0
13.1
1.91
0.06
03FBRC57
120
-50
44.0
4.0
8.0
4.0
13.1
1.14
0.03
03FBRC58
120
-50
60.0
48.0
52.0
4.0
13.1
1.63
0.05
03FBRC62
120
-50
60.0
24.0
28.0
4.0
13.1
1.83
0.05
HOLE NO.
AZIMUTH
DIP
LENGTH
INTERCEPT
INTERCEPT LENGTH
AU GRADE
(deg.)
(deg.)
(m)
From (m)
To (m)
(m)
(ft)
(g/t)
(oz/ton)
03FBRC20
135
-50
45.0
12.0
20.0
8.0
26.2
0.81
0.02
03FBRC21
135
-50
55.0
40.0
52.0
12.0
39.4
0.88
0.03
03FBRC22
135
-50
54.0
12.0
20.0
8.0
26.2
0.73
0.02
03FBRC23
135
-50
46.0
28.0
40.0
12.0
39.4
0.84
0.02
03FBRC24
135
-50
60.0
24.0
28.0
4.0
13.1
0.63
0.02
President
Arthur Fisher
or
Warwick G. Smith
President
VP Shareholder Communication
Telephone: (604) 681-8069
Telephone: (604) 682-8089
Facsimile: (604) 682-8094
Toll-Free: 1 888 682-8089
Facsimile: (604) 682-8094
http://www.resourceworldradio.com/
British
Columbia
Securities CommissionQUARTERLY
AND YEAR END REPORT
BC FORM 51-901F (previously Form 61)
Freedom
of Information and Protection of Privacy Act: The personal information
requested on this form is collected under the authority of and used for
the purpose of administering the Securities Act. Questions about
the collection or use of this information can be directed to the Supervisor,
Financial Reporting (604-899-6731), P.O. Box 10142, Pacific Centre, 701
West Georgia Street, Vancouver, BC V7Y 1L2. Toll Free in British Columbia
1-800-373-6393.
INCORPORATED AS PART OF
X
Schedule A
Schedule B
(place X in an appropriate category)
NAME
OF ISSUER
FOR
QUARTER ENDED
DATE
OF REPORT
YY/MM/DD
PMI
VENTURES LTD.
03
09 30
03
11 28
ISSUER'S
ADDRESS
511-475
HOWE STREET
CITY
PROVINCE
POSTAL
CODE
ISSUER
FAX NO.
ISSUER
TEL NO.
VANCOUVER
BC
V6C
2B3
604-682-8094
604-681-8069
CONTACT
PERSON
CONTACT'S
POSITION
CONTACT
TEL NO.
ARTHUR
T. FISHER
PRESIDENT
604-681-8069
CONTACT
E-MAIL ADDRESS
WEB
SITE ADDRESS
The three schedules required to complete this Report are attached and the
disclosure contained therein has been approved by the Board of Directors. A
copy of this Report will be provided to any shareholder who requests it.
"ARTHUR
T. FISHER"
ARTHUR
T. FISHER
03
11 28
DATE
SIGNED
DIRECTOR'S
SIGNATURE
PRINT
FULL NAME
YY/MM/DD
"LAURIE
W. SADLER"
LAURIE
W. SADLER
03
11 28
DATE
SIGNED
DIRECTOR'S
SIGNATURE
PRINT
FULL NAME
YY/MM/DD
BALANCE SHEETS
September 30,
December 31,
2003
2002
ASSETS
Current
Cash and equivalents
$
2,864,856
$
174,375
Receivables
36,062
7,452
Due from related parties
5,226
Prepaid expenses
76,936
4,151
2,977,855
185,978
Oil and gas properties (Note 3)
1
1
Mineral properties and related deferred expenses (Note
4)
1,336,182
-
Capital assets (Note 5)
12,675
3,621
$
4,331,939
$
189,600
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIENCY)
Current
Accounts payable and accrued liabilities
$
281,843
$
24,238
Shareholders' equity (deficiency)
Capital stock (Note 7)
6,967,287
4,878,986
Subscriptions received in
advance
2,307,000
13,500
Contributed surplus
71,762
71,762
Deficit
(5,295,953
)
(4,798,886
)
4,050,096
165,362
$
4,331,939
$
189,600
Commitment (Note 12)
Subsequent events (Note 13)
"Arthur T. Fisher"
Director
"Laurie W. Sadler"
Director
STATEMENTS OF OPERATIONS AND DEFICIT
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30
2003
2002
3 months
9 months
3 months
9 months
EXPENSES
Amortization and depletion
$
1,052
$
1,689
$
-
$
-
Bank charges and interest
651
2,092
58
187
Interest on convertible
notes
-
-
5,891
37,297
Investor relations and shareholder
communications
34,801
87,232
-
-
Management fees
31,700
55,700
7,500
22,500
Office and miscellaneous
19,615
49,299
4,343
6,586
Professional fees
20,168
91,244
6,974
12,490
Transfer agent and regulatory
fees
2,858
22,577
3,086
8,924
Travel
14,864
46,593
-
-
Wages and benefits
73,506
152,989
-
-
(199,215
)
(509,415
)
(27,852
)
(87,984
)
OTHER ITEMS
Interest and miscellaneous
income
2,372
5,765
21
1,943
Gas Sales
1,639
6,583
5,512
9,032
4,011
12,348
5,533
10,975
Loss for the period
(195,204
)
(497,067
)
(22,319
)
(77,009
)
Deficit, beginning of period
(5,100,749
)
(4,798,886
)
(4,347,442
)
(4,292,752
)
Deficit, end of period
$
(5,295,953
)
$
(5,295,953
)
$
(4,369,761
)
$
(4,369,761
)
Basic and diluted loss per
common share
$
(0.01
)
$
(0.04
)
$
(0.00
)
$
(0.02
)
Basic and diluted weighted average number of
17,155,568
12,312,437
8,350,389
4,742,151
common shares outstanding
STATEMENTS OF CASH FLOWS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30
2003
2002
3 months
9 months
3 months
9 months
CASH FLOWS FROM OPERATING ACTIVITIES
Loss for the year
$
(195,204
)
$
(497,067
)
$
(22,319
)
$
(77,009
)
Items not affecting cash:
Amortization and depletion
1,052
1,689
-
-
Accretion of liability component of
-
-
5,891
37,297
convertible notes
Changes in non -cash working
capital items:
(Increase) decrease in receivables
(7,250
)
(28,610
)
(3,859
)
(5,594
)
(Increase) decrease in prepaid expenses
(68,692
)
(72,785
)
239
2,907
Increase (decrease) in amounts due
(6,287
)
(5,226
)
-
-
to related parties
Increase (decrease) in accounts payable and
170,561
257,605
2,034
(1,976
)
accrued liabilities
Net cash used in operating
activities
(105,820
)
(344,394
)
(18,014
)
(44,375
)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of
capital stock
613,633
2,171,032
-
-
Subscriptions received
in advance
2,307,000
2,293,500
-
-
Issuance costs
-
(82,732
)
-
-
Net cash provided by financing
activities
2,920,633
4,381,800
-
-
CASH FLOWS FROM INVESTING ACTIVITIES
Mineral properties and related
deferred expenses
(380,187
)
(1,336,182
)
-
-
Purchase of capital assets
(7,865
)
(10,743
)
-
-
Net cash used in investing
activities
(388,052
)
(1,346,925
)
-
-
Increase in cash and equivalents during the period
2,426,761
2,690,481
(18,014
)
(44,375
)
Cash and equivalents, beginning of period
438,095
174,375
32,870
59,231
Cash and equivalents, end of period
$
2,864,856
$
2,864,856
$
14,856
$
14,856
Supplemental disclosure with respect to cash flows (Note
10).
STATEMENTS OF MINERAL PROPERTIES
AND RELATED DEFERRED EXPENSES
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30
2003
2002
3 months
9 months
3 months
9 months
ASANKRANGWA GOLD BELT PROPERTIES
Mineral Properties
Balance, beginning of year
$
-
$
-
$
-
$
-
Property option payments made
24,298
454,298
-
-
Property payments, recording costs
-
43,533
-
-
24,298
497,831
-
-
Deferred Expenses
Balance, beginning of year
-
-
-
-
Deferred exploration expenditures
349,139
816,640
-
-
Travel
6,750
21,711
-
-
355,889
838,351
-
-
TOTAL ASANKRANGWA GOLD BELT PROPERTIES
$
380,187
$
1,336,182
$
-
$
-
PMI VENTURES LTD.
NOTES TO THE FINANCIAL STATEMENTS
SEPTEMBER 30, 2003
1.
2003
2002
Deficit
$
(5,295,953
)
$
(4,369,761
)
Working capital
2,696,012
15,404
2.
PMI VENTURES LTD.
NOTES TO THE FINANCIAL STATEMENTS
SEPTEMBER 30, 2003
2.
Computer equipment
30%
Furniture and equipment
20%
PMI VENTURES LTD.
NOTES TO THE FINANCIAL STATEMENTS
SEPTEMBER 30, 2003
2.
Certain comparative figures have been reclassified to conform with the
current year's presentation.
3.
OIL AND GAS PROPERTIES
2003
2002
Balance, beginning of period
$
1
$
316,815
Drilling
-
-
Engineering
-
-
316,815
Depletion for the year
-
-
Write -down during the year
-
-
Balance, end of period
$
1
$
316,815
Little Bow, Alberta | ||
The Company entered into a farm -out letter
agreement dated February 1, 2001 with Omax Resources Ltd. whereby the
Company was granted an option to acquire a 60% interest in an oil and
gas lease. Pursuant to the agreement, the Company has agreed to pay 100%
of the drilling and abandonment or the drilling, completion and tie -in
costs to bring the well to production. At December 31, 2002, management
decided to write down its interest in the oil and gas properties to a
nominal value. |
||
4. | MINERAL PROPERTIES AND RELATED DEFERRED
EXPENSES |
|
Title to mining properties involves certain
inherent risks due to the difficulties of determining the validity of
certain claims as well as the potential for problems arising from the
frequently ambiguous conveyancing history characteristic of many mining
properties. The Company has investigated title to all of its mineral properties
and, to the best of its knowledge, title to all of its properties are
in good standing. The properties in which the Company has committed to
earn an interest are located in Ghana, West Africa and the Company is
therefore relying on title opinion by legal counsel who is basing such
opinions on the laws of Ghana. |
||
Asankrangwa Gold Belt |
||
The Company entered into a Letter Agreement
dated Nov 22, 2002 with Goknet Mining Company Limited ("Goknet") whereby
the Company has an option to acquire up to an 85% undivided interest of
Goknet's Ashanti II Project which is located in the Asankrangwa Gold Belt
in South Western Ghana, West Africa. The consideration to this option
and joint venture agreement is as follows: |
||
a)
|
On the effective date of the agreement pay CAD$
90,000 (paid) and issue 500,000 common shares of the Company(issued);
|
PMI VENTURES LTD. NOTES TO THE FINANCIAL STATEMENTS SEPTEMBER 30, 2003 |
4. | MINERAL PROPERTIES (cont'd...)
|
|
Asankrangwa Gold Belt (cont'd
) |
||
b)
|
On the first anniversary date pay US$100,000, issue
500,000 common shares of the Company and have incurred expenditures of
US$500,000 on the project; |
|
c) |
On the second anniversary date, pay US$100,000,
issue 750,000 common shares of the Company and have incurred cumulative
expenditures of US$1,500,000 on the project; and |
|
d) |
On the third anniversary date, issue 1,250,000 common
shares of the Company and have incurred cumulative expenditures of US$3,000,000
on the project. |
|
The Company will be deemed to have acquired
as an undivided interest in the project, equivalent to a formula set out
in the agreement, commencing with a minimum contribution of 42.5% undivided
interest to a maximum of 85% undivided interest in the project. |
||
Within 30 days of the date the Company
completes the exercise of the option, Goknet may elect to retain an undivided
15% interest in the project or to convert such interest to a 4% net smelter
returns ("NSR") royalty interest. The Company will pay to Goknet advance
NSR payments of US$ 100,000 per year commencing on the date the election
to convert to an NSR interest is made, deductible against future NSR payments.
The Company may also elect to purchase 50% of Goknet's 4% NSR interest
by paying to Goknet the first 1% for US$1,000,000 and first 2% for US$2,000,000
|
||
The parties have agreed to form a joint
venture if Goknet elects to retain an undivided 15% interest or the Company
acquired less than an undivided 85% interest. |
||
The TSX Venture Exchange (the "Exchange")
has accepted the consideration up to the second anniversary of the effective
date of the agreement. The share consideration in the third year will
be subject to further Exchange review and approval. |
||
5. | CAPITAL ASSETS |
September 30, | December 31, | ||||||||||||||||||
2003 | 2002 | ||||||||||||||||||
Accumulated | Net | Accumulated | Net | ||||||||||||||||
Cost | Amortization | Book Value | Cost | Amortization | Book Value | ||||||||||||||
Computer equipment | $ | 6,535 | $ | 1,089 | $ | 5,446 | $ | 2,682 | $ | 67 | $ | 2,615 | |||||||
Furniture and | |||||||||||||||||||
equipment | 7,914 | 685 | 7,229 | 1,023 | 17 | 1,006 | |||||||||||||
$ | 14,448 | $ | 1,774 | $ | 12,675 | $ | 3,705 | $ | 84 | $ | 3,621 |
PMI VENTURES LTD. NOTES TO THE FINANCIAL STATEMENTS SEPTEMBER 30, 2003 |
6. | CONVERTIBLE NOTES |
On September 21, 2001, the Company issued units
consisting of convertible notes in the aggregate principal amount of $605,200
together with 6,052,000 detachable share purchase warrants. The notes
were non -interest bearing and were to mature on September 21, 2003. The
holders of the convertible notes had the option to convert the notes into
common shares of the Company at a conversion price of $0.10 until September
21, 2002 and $0.15 until September 21, 2003. |
|
At September 21, 2003 all of the notes had been
converted into common shares of the Company. |
|
7. | CAPITAL STOCK |
Number | ||||||
of Shares | Amount | |||||
Authorized | ||||||
100,000,000 common shares, without par value | ||||||
100,000,000 Class A voting preference shares, $10 par value each | ||||||
100,000,000 Class B voting preference shares, $50 par value each | ||||||
Common shares issued | ||||||
Balance at December 31, 2002 | 10,130,389 | $ | 4,878,986 | |||
Exercise of warrants | 4,802,000 | 720,300 | ||||
Exercise of stock options | 23,334 | 5,833 | ||||
Property option issuances | 500,000 | 340,000 | ||||
Private placement | 1,699,845 | 1,104,900 | ||||
Issuance costs private placement | - | (82,732 | ) | |||
Balance at June 30, 2003 | 17,155,568 | $ | 6,967,287 |
Included in issued and outstanding shares at September 30, 2003 are 62,083 common shares that are escrowed shares that may not be transferred, assigned or otherwise dealt with without the consent of the regulatory authorities. During the first quarter of fiscal 2003, the Company completed a non-brokered private placement of 1,699,845 Units for gross proceeds of $1,104,900. Each Unit will consist of one common share and one non-transferable share purchase warrant entitling the warrant holder to acquire one additional common share of the Company for a period of one year at a price of $0.85 per share. A finder's fee of $82,732 or 8% was paid in connection with this private placement. The shares issued under the private placement will be subject to a four-month hold period expiring on August 2, 2003. In the second quarter, the Company issued 500,000 common shares to Goknet. in respect of the property option agreement wherein the Company has an option to acquire up to an 85% undivided interest of Goknet's Ashanti II Project located in the Asankrangwa Gold Belt in South Western Ghana, West Africa. (see Note 4 (a) above). |
PMI VENTURES LTD. NOTES TO THE FINANCIAL STATEMENTS SEPTEMBER 30, 2003 |
7. | CAPITAL STOCK (cont'd
) |
Stock options |
|
The Company, in accordance with the policies of
the TSX Venture Exchange, is authorized to grant options to its directors,
officers and employees to acquire up to 20% of issued and outstanding
common stock. The exercise price of each option equals the market price
of the Company's stock as calculated on the date of the grant. The options
are for a maximum term of 5 years. |
|
As at September 30, 2003, the following incentive
stock options were outstanding and exercisable: |
Number | Exercise | ||||
of Shares | Price | Expiry Date | |||
771,666 | $0.25 | November 27, 2007 | |||
1,205,000 | $0.70 | May 23, 2008 | |||
100,000 | $0.70 | August 28, 2003 |
Stock option transactions and the number of stock options outstanding are summarized as follows: |
September 30, | December 31, | |||||||||
2003 | 2002 | |||||||||
Weighted | Weighted | |||||||||
Average | Average | |||||||||
Number | Exercise | Number | Exercise | |||||||
of Options | Price | of Options | Price | |||||||
Options, beginning of period | 2,000,000 | $ | 0.52 | - | $ | - | ||||
Granted | 100,000 | 0.53 | 795,000 | 0.25 | ||||||
Exercised | (23,334 | ) | 0.53 | |||||||
Expired/ forfeited | - | - | - | - | ||||||
Options, end of period | 2,076,666 | $ | 0.53 | 795,000 | $ | 0.25 |
Stock-based compensation The Company has elected to measure compensation costs using the intrinsic value-based method for employee stock options. Had the compensation costs been determined based on the fair value of the options at the grant date using the Black-Scholes option-pricing model. Under the transitional provisions of Section 3870, comparative figures are not required. |
PMI VENTURES LTD. NOTES TO THE FINANCIAL STATEMENTS SEPTEMBER 30, 2003 |
7. | CAPITAL STOCK (cont'd ) Warrants |
The following share purchase warrants were outstanding at September 30, 2003: |
Number | Exercise | ||||
of Shares | Price | Expiry Date | |||
1,699,845 | $ 0.85 | April 1, 2004 |
8. | RELATED PARTY TRANSACTIONS |
During the period, the Company paid management fees
of $55,700 (2002 - $22,500) to directors and companies controlled by an
officer and a director of the Company. |
|
An amount of $5,226 (2002 - $Nil) is due from related
parties for miscellaneous and general expenditures during the period.
|
|
9. | INCOME TAXES |
A reconciliation of income taxes at statutory rates
with the reported income taxes is as follows: |
September 30, | December 31, | ||||||
2003 | 2002 | ||||||
Loss for the period | $ | (497,067 | ) | $ | (506,134 | ) | |
Expected income tax recovery | $ | - | $ | (200,429 | ) | ||
Non-deductible expenses | - | 1,017 | |||||
Write -down of oil and gas properties | - | 123,644 | |||||
Unrecognized benefit of non -capital losses | - | 75,768 | |||||
Total income taxes | $ | - | $ | - | |||
The significant components of the Company's future income taxes assets are as follows: | |||||||
September 30, | December 31, | ||||||
2003 | 2002 | ||||||
Future income tax assets: | |||||||
Non-capital loss carryforwards | $ | 260,000 | $ | 260,000 | |||
Cumulative exploration and development expenses | 652,000 | 652,000 | |||||
Other | 3,000 | 3,000 | |||||
915,000 | 915,000 | ||||||
Valuation allowance | (915,000 | ) | (915,000 | ) | |||
Net future income tax assets | $ | - | $ | - |
PMI VENTURES LTD. NOTES TO THE FINANCIAL STATEMENTS SEPTEMBER 30, 2003 |
9. | INCOME TAXES (cont'd
) |
The Company has non -capital losses of approximately
$691,000 available for deduction against future taxable income. These
losses, if not utilized, will expire through 2009. Subject to certain
restrictions, the Company also has resource expenditures of approximately
$1,734,000 available to reduce taxable income in future years. Future
tax benefits which may arise as a result of these non -capital losses
and resource deductions have not been recognized in these financial statements
and have been offset by a valuation allowance. |
|
10. | SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH
FLOWS |
The significant non -cash transaction of the Company
for the year ended December 31, 2002 consisted of the issuing of 5,152,000
common shares at a value of $515,200 upon conversion of convertible notes
resulting in an increase to capital stock of $568,200 and a decrease of
$442,574 and $125,626 to convertible notes and equity component of convertible
notes, respectively. |
|
11. | FINANCIAL INSTRUMENTS |
The Company's financial instruments consist of cash
and equivalents, receivables, accounts payable and accrued liabilities
and convertible notes. Unless otherwise noted, it is management's opinion
that the Company is not exposed to significant interest, currency or credit
risks arising from the financial instruments. The fair market values of
these financial instruments approximate their carrying values, unless
otherwise noted. |
|
12. | COMMITMENT |
The Company has entered into an operating lease
agreement for office premises. The remaining annual lease commitments
under this lease is as follows: |
2003 | $ | 3,113 | ||
2004 | 12,452 | |||
2005 | 12,452 | |||
$ | 28,017 |
13. | SUBSEQUENT EVENTS | |
Subsequent to the period ended September
30, 2003: |
||
a) | The Company closed a non -brokered private placement
of up to 4,444,444 Units at a price of $0.45 per Unit to raise gross proceeds
of $2,000,000. Each Unit consists of one common share and one-half of
one non-transferable share purchase warrant, each whole share purchase
warrant entitling the holder to acquire one additional common share of
the Company for a period of two years at a price of $0.70 per share in
the first year and at $1.00 in the second year. Funds raised will be used
for continued exploration of the Ghanaian properties under option from
Goknet Mining Company Limited and general working capital. A finders'
fee was paid in connection with this private placement. |
PMI VENTURES LTD. NOTES TO THE FINANCIAL STATEMENTS SEPTEMBER 30, 2003 |
b) | An additional non -brokered private placement of
1,090,385 Units of the Company at a price of $0.52 per Unit was also closed,
raising gross proceeds of $567,000. Each Unit consists of one common share
and one -half of one non -transferable share purchase warrant, each whole
share purchase warrant entitling the holder to acquire one additional
common share of the Company for a period of two years at a price of $0.70
per share in the first year and at $1.00 in the second year. Funds raised
will be used for continued exploration of the Ghanaian properties under
option from Goknet Mining Company Limited and general working capital.
A finders' fee was paid in connection with this private placement. |
|
c) | A total of 45,000 stock options at a price of $0.25
were exercised to raise gross proceeds of $11,250. |
|
d) | On October 14, 2003 the Company granted 360,000
common share purchase options to directors and employees. These options
will expire on October 14, 2008 and have an exercise price of $0.70 per
share. |
![]() |
British
Columbia Securities Commission |
QUARTERLY
AND YEAR END REPORT BC FORM 51-901F (previously Form 61) |
Freedom of Information and Protection of Privacy Act: The personal information requested on this form is collected under the authority of and used for the purpose of administering the Securities Act. Questions about the collection or use of this information can be directed to the Supervisor, Financial Reporting (604-899-6731), P.O. Box 10142, Pacific Centre, 701 West Georgia Street, Vancouver, BC V7Y 1L2. Toll Free in British Columbia 1-800-373-6393. | INCORPORATED AS PART OF | |||
Schedule A | ||||
X | Schedule B | |||
(place X in an appropriate category) |
NAME OF ISSUER | FOR QUARTER ENDED | DATE OF REPORT |
YY/MM/DD | ||
PMI VENTURES LTD. | 03 09 30 | 03 11 28 |
ISSUER'S ADDRESS | 511-475 HOWE STREET |
CITY | PROVINCE | POSTAL CODE | ISSUER FAX NO. | ISSUER TEL NO. |
VANCOUVER | BC | V6C 2B3 | 604-682-8094 | 604-681-8069 |
CONTACT PERSON | CONTACT'S POSITION | CONTACT TEL NO. | ||
ARTHUR T. FISHER | PRESIDENT | 604-681-8069 |
CONTACT E-MAIL ADDRESS | WEB SITE ADDRESS |
CERTIFICATE
The three schedules required to complete this Report are attached and the
disclosure contained therein has been approved by the Board of Directors. A
copy of this Report will be provided to any shareholder who requests it.
"ARTHUR T. FISHER" | ARTHUR T. FISHER | 03 11 28 |
DATE SIGNED | ||
DIRECTOR'S SIGNATURE | PRINT FULL NAME | YY/MM/DD |
"LAURIE W. SADLER" | LAURIE W. SADLER | 03 11 28 |
DATE SIGNED | ||
DIRECTOR'S SIGNATURE | PRINT FULL NAME | YY/MM/DD |
PMI VENTURES LTD. FORM 51-901F QUARTERLY AND YEAR END REPORT SEPTEMBER 30, 2003 |
SCHEDULE A: FINANCIAL INFORMATION
See attached unaudited financials statements for the period ended September 30, 2003.
SCHEDULE B: SUPPLEMENTARY INFORMATION
1. | Analysis of expenses and deferred costs |
See attached unaudited financials statements for the period ended September 30, 2003. | |
2. | Related party transactions: |
See attached unaudited financials statements for the period ended September 30, 2003. | |
3. | a) Summary of securities issued during the period ended September 30, 2003: |
Date of | Type of | Type of | Gross | |||||
Issue | Security | Issue | Number | Price | Proceeds | |||
January 20, 2003 | Common shares | Warrant exercise | 50,000 | $ | 0.15 | $ | 7,500 | |
January 23, 2003 | Common shares | Warrant exercise | 250,000 | 0.15 | 37,500 | |||
February 3, 2003 | Common shares | Warrant exercise | 200,000 | 0.15 | 30,000 | |||
March 31, 2003 | Common shares | Private placement | 1,699,845 | 0.65 | 1,104,900 | |||
May 22, 2003 | Common shares | Property Option | 500,000 | 0.68 | 340,000 | |||
May 23, 2003 | Common shares | Warrant exercise | 250,000 | 0.15 | 37,500 | |||
July 18, 2003 | Common shares | Warrant exercise | 50,000 | 0.15 | 7,500 | |||
September 2, 2003 | Common shares | Warrant exercise | 250,000 | 0.15 | 37.500 | |||
September 3, 2003 | Common shares | Warrant exercise | 300,000 | 0.15 | 45,000 | |||
September 3, 2003 | Common shares | Option exercise | 23,334 | 0.25 | 5,833 | |||
September 4, 2003 | Common shares | Warrant exercise | 100,000 | 0.15 | 15,000 | |||
September 19, 2003 | Common shares | Warrant exercise | 3,352,000 | 0.15 | 502,800 |
b) Summary of options granted during the period ended September 30, 2003: |
Date of | Exercise | Expiry | |||
Grant | Number | Price | Date | ||
May 23, 2003 | 1,205,000 | $0.70 | May 23, 2008 | ||
August 28, 2003 | 100,000 | $0.70 | August 28, 2008 |
c) Summary of warrants granted during the period ended September 30, 2003: |
Date of | Type of | Expiry | ||||
Issue | Issue | Number | Price | Date | ||
March 31, 2003 | Private placement | 1,699,845 | $ 0.85 | April 1, 2004 |
PMI VENTURES LTD. FORM 51-901F QUARTERLY AND YEAR END REPORT SEPTEMBER 30, 2003 |
4. | Summary of securities
as at the end of the reporting period: |
||
a) |
Authorized capital: |
||
100,000,000 Common Shares, without par value |
|||
b) |
Common shares issued and outstanding at
September 30, 2003: |
||
Issued: 17,155,568
Common Shares Stated value: $ 6,967,287 |
c) | Options outstanding: See Note 7 to the attached
unaudited financial statements for the period ended September 30, 2003.
|
|
d) | Number of shares held in escrow: 62,083 common shares
|
5. | List of directors and officers: | ||
Arthur T. Fisher | Director and President | ||
Laurie Sadler | Director | ||
Len Dennis | Director | ||
Kim Evans | Secretary |
SCHEDULE C: MANAGEMENT DISCUSSION AND ANALYSIS
I am pleased to report on the Company's situation and to present the Company's unaudited financial statements for the six months ended September 30, 2003.
Description of Business
In the last quarter of the 2002 fiscal year the Company entered into negotiations and executed a Letter Agreement with Goknet Mining Company Limited of Accra, Ghana, a privately-held Ghanaian corporation, to enter into an option and joint venture agreement to further develop Goknet's Ashanti II Project, prospective primarily for gold, located in Ghana, West Africa.
The signing of this agreement signaled a change in direction for the Company, a move from oil and gas to mineral exploration and development.
The Company entered into a Letter Agreement with Goknet Mining Company Limited, a privately-held Ghanaian corporation, to acquire up to 85% of Goknets' interest in exploration concessions/applications covering a length of approximately 50 kilometres and an area of some 400 square kilometres along the axis of the Asankrangwa Gold Belt of South Western Ghana. The Asankrangwa Gold Belt is in excess of 150 kilometres in length and lies along the central axis of the Kumasi Basin approximately 250 kilometres northwest of Accra and about midway between the Ashanti and Sefwi Gold Belts. The Asankrangwa Gold Belt already hosts the Obotan operation of Resolute Amansie Ltd. of Australia that has to date produced over 1 million ounces of gold from shallow open pit operations. Past production of the Ashanti Belt that lies 40 kilometres to the east of Goknets' project area is in excess of 40 million ounces of gold principally from the Ashanti and Tarkwa gold mines, while present resources are estimated at an additional 40-50 million ounces of gold. The Sefwi Gold Belt that lies 30 kilometres to the west hosts three producing gold mines with historic production of about 5 million ounces of gold and with current reported gold resources in the order of 12 million ounces.
The Goknet land holdings that are the subject of the Letter Agreement contain numerous historical gold showings and gold anomalies that have been identified by prospecting, trenching and limited shallow drilling by earlier exploration programs.
PMI VENTURES LTD. FORM 51-901F QUARTERLY AND YEAR END REPORT SEPTEMBER 30, 2003 |
Structural interpretation by Goknet has outlined a series of north-east trending, deep seated thrust faults that are intimately associated with known gold mineralization and will be the focus of the ongoing exploration. Previously, insufficient exploration had been completed to identify a gold resource, but more than ten significant drill targets have been established. This data suggests that deep diamond drilling in the areas of the previously obtained high grade (15 to 50 g/t) but generally narrow, gold intersections, and other untested high gold in soil and geophysical anomalies, may outline deep seated bodies with potentially high grades and considerable dip extensions. The target model is of the Ashanti Obuasi, Campbell/Red Lake type.
Consideration for this acquisition will be 3.0 million shares of the Company plus cash payments of approximately US$260,000 over three years as follows:
Upon approval by TSX Venture Exchange & Company shareholders | CAD$90,000 cash payment (paid) |
&500,000 common shares of PMI (issued) | |
On first anniversary of approval by TSX Venture Exchange | US$100,000 cash payment & |
500,000 common shares of PMI | |
On second anniversary of approval by TSX Venture Exchange | US$100,000 cash payment & |
750,000 common shares of PMI | |
On third anniversary of approval by TSX Venture Exchange | 1,250,000 common shares of PMI |
The Company will also be required to complete the following expenditures on the properties to fulfill its option:
OperationsYear 1 | Expenditure of US$500,000 | |||
Year 2 | Expenditure of US$1,000,000 | |||
Year 3 | Expenditure of US$1,500,000 |
During the first quarter of 2003, the Company completed its shift of focus from the oil and gas sector to mineral exploration and development. Operations centred around the very successful raising of capital in excess of Cdn$1 million via private placement and the development of a sound business plan to provide a new direction for the Company in 2003.
This business plan included the preparation of budgets and detailed exploration plans for the Asankrangwa Gold Belt properties. A work program commenced in mid-February 2003 in preparation for a follow-up drill program that was comprised of approximately 1,050 metres of diamond drilling in 8 to 10 holes planned for, and initiated, in the second quarter of fiscal 2003.
The preliminary work program was carried out on the Fromenda and Gemap properties. The program consisted of cutting of 33 line km of survey lines; rehabilitation of 10 km of drill access roads; placement of survey control pillars and the completion of 22 line km of induced polarization (IP) surveys.
The IP survey on the Fromenda property outlined two chargeability high areas which are on strike of an area previously tested by 21 reverse circulation drill holes that have also been the target of extensive recent artisan mining. Previous work in this area indicated that gold mineralization occurs over a length of 500 metres and consists of two parallel mineralized zones, each 3 to 10 metres in width. Limited drilling of this area was completed in the early 1990's. Best intersections included 7.1 g/t Au over 4 metres at a depth of 25 metres; 3. 4 g/t Au over 4 metres at a depth of 55 metres and 5.42 g/t Au over 2 metres at a depth of 24 metres.
Following are results of the diamond drill holes (1,050 metres in total) that comprise the first phase of the 2003 drill program. Drill hole 03FBDDH-1 was drilled in the Fromenda Grid "B" area to a total length of 86 metres (282 feet) at -45° using HQ drill string. The hole intersected a mineralized section of 30.0 metres (approximately true width) as shown in Table I. The mineralized intercept is located at a depth of about 20 metres below surface. Mineralization is
PMI VENTURES LTD. FORM 51-901F QUARTERLY AND YEAR END REPORT SEPTEMBER 30, 2003 |
characterized by highly altered and oxidized greywacke crosscut by sheared quartz stringers. Follow up drilling to test both strike extensions of the mineralized zone and down dip extension of the zone is now in progress.
Table I | ||||||
Fromenda Grid "B" Area | ||||||
2003 Drill Program | ||||||
Drill Hole & | Drill Intercept | Drill | Assays | |||
-inclination | From (m) | To (m) | (m) | (ft) | Au (g/t) | Au (oz/ton) |
03FBDDH1 | 44.0 | 74.0 | 30.0 | 98.43 | 2.63 | 0.08 |
-45° | ||||||
including | 52.0 | 69.0 | 17.0 | 55.78 | 3.59 | 0.11 |
03FBDDH2 | 82.16 | 104.85 | 22.69 | 74.44 | 0.89 | 0.03 |
-50° | ||||||
including | 97.41 | 104.85 | 7.44 | 24.41 | 1.44 | 0.04 |
03FBDDH3 | 52.0 | 77.24 | 25.24 | 82.81 | 0.86 | 0.03 |
-60° | ||||||
including | 72.12 | 77.24 | 5.12 | 16.80 | 1.86 | 0.05 |
This initial drilling at the Fromenda Grid "B" area has demonstrated that the shear structure that hosts the gold mineralization is approximately 25 metres (83 feet) in true width with grades of up to 3.59 g/t over a true width of 17.0 metres (56 feet). Further drilling is planned to test the rake of the mineralised zone more completely.
In the Kukunapi area, four drill holes were completed of which results have now been received for the first two drill holes as shown below.
Table II | ||||||
Kukunapi Area | ||||||
2003 Drill Program | ||||||
Drill Hole & | Drill Intercept | Drill | Assays | |||
-inclination | From (m) | To (m) | (m) | (ft) | Au (g/t) | Au (oz/ton) |
03JGDDH1 | 30.82 | 34.40 | 4.08 | 13.39 | 1.66 | 0.05 |
-45° | 77.55 | 83.52 | 5.97 | 19.59 | 4.67 | 0.14 |
including | 90.22 | 91.90 | 1.68 | 5.51 | 2.21 | 0.06 |
including | 77.55 | 78.55 | 1.00 | 3.28 | 21.59 | 0.63 |
03JGDDH2 | 24.00 | 27.00 | 3.00 | 9.84 | 1.34 | 0.04 |
-60° | 41.00 | 47.00 | 6.00 | 19.68 | 1.44 | 0.04 |
including | 95.90 | 102.41 | 6.51 | 21.36 | 2.24 | 0.07 |
The initial drilling at Kukunapi is regarded by the Company as successful since it has demonstrated the existence of the mineralized structures grading up to 4.67 g/t Au over a width of 5.97 metres (19.59 feet).
The Company is pleased with the results to date of its drill program since potentially economic gold mineralized zones have been identified to date at both the Fromenda Grid "B" area and at Kukunapi over significant widths.
PMI VENTURES LTD. FORM 51-901F QUARTERLY AND YEAR END REPORT SEPTEMBER 30, 2003 |
Much of Ghana's gold production is from very large low-grade gold deposits such as those of Newmont, 15,000,000 tons at 1.82 g/t, and at Consolidated Goldfields of South Africa, 168,400,000 at 1.66 g/tons.
During the quarter under review, the Company commenced a second diamond drilling program on the Fromenda concession. The program, which consisted of nine holes totaling 931 metres, was intended to extend the previously reported gold mineralization to the east and to depth. The Company is most encouraged by these results from the second drill (see table below), since they continue to demonstrate that the shear structure that hosts the gold mineralization is laterally continuous and contains near surface mineralized sections with gold grades of between 1.13 g/t gold and 4.97 g/t gold over widths ranging from 6.50 metres (21.32 feet) to 41.00 metres (134.50 feet), and in the drill holes completed to date the average mineralized intersection is 1.70 g/t gold over 17.9 m (57.74 feet) . The deepest hole completed to date has tested the mineralized zone to a true depth of 72 metres (236 feet).
Table III | ||||||
Fromenda Grid "B" Area | ||||||
2003 Drill Program #2 | ||||||
Drill Hole & | Drill Intercept | Drill | Assays | |||
-inclination | From (m) | To (m) | (m) | (ft) | Au (g/t) | Au (oz/ton) |
03FBDDH5 | 20.73 | 31.39 | 10.66 | 34.98 | 3.80 | 0.11 |
-50° | ||||||
including | 20.73 | 22.86 | 2.13 | 6.99 | 4.67 | 0.14 |
including | 29.87 | 31.39 | 1.52 | 4.99 | 19.45 | 0.57 |
03FBDDH7 | 48.40 | 72.00 | 23.60 | 77.43 | 4.97 | 0.14 |
-90° | ||||||
including | 48.40 | 61.58 | 13.18 | 43.24 | 5.49 | 0.16 |
including | 68.00 | 72.00 | 4.00 | 13.12 | 10.89 | 0.32 |
03FBDDH09 | 55.00 | 68.50 | 13.50 | 44.29 | 1.00 | 0.03 |
-60° | ||||||
including | 62.00 | 68.50 | 6.50 | 21.32 | 1.40 | 0.04 |
03FBDDH11 | 14.50 | 34.00 | 19.50 | 63.98 | 1.39 | 0.04 |
-50° | ||||||
including | 14.50 | 19.00 | 4.50 | 14.76 | 1.89 | 0.06 |
including | 24.00 | 34.00 | 10.00 | 32.81 | 1.74 | 0.05 |
03FBDDH12 | 6.00 | 24.45 | 18.45 | 60.53 | 2.42 | 0.07 |
-50° | ||||||
including | 10.00 | 22.00 | 12.00 | 39.37 | 3.34 | 0.10 |
03FBDDH13 | 13.00 | 54.00 | 41.00 | 134.52 | 1.15 | 0.03 |
-50° | ||||||
including | 13.00 | 19.00 | 6.00 | 19.69 | 2.40 | 0.07 |
43.00 | 54.00 | 11.00 | 36.09 | 2.01 | 0.06 |
Subsequent to the end of the third period, the Company initiated an 80 reverse circulation (RC) drilling program totalling 6,000 metres to further explore the mineralised zone.
The Company continues to expand awareness within the public sector and strengthen its shareholder communications program.
PMI VENTURES LTD. FORM 51-901F QUARTERLY AND YEAR END REPORT SEPTEMBER 30, 2003 |
Related Party Transactions
During the period, the Company paid management fees of $31,700 (2002 - $7,500) to directors and companies controlled by an officer and a director of the Company.
An amount of $5,226 (2002 - $Nil) is due from related parties for miscellaneous and general expenditures during the period.
Investor Relations Activities
There were no investor relations arrangements or contracts entered into by the Company during the first nine months of 2003. Investor relations were limited to ongoing shareholder communications.
Financial Results
Third Quarter
During the second quarter, administrative expenses were $199,215 (2002 - $27,852). These expenses primarily consisted of management fees of $31,700 (2002 - $7,500), professional fees of $20,168 (2002 - $6,974 and transfer agent costs and regulatory fees of $2,858 (2002 - $3,086). Office and miscellaneous expenditures increased by $15,272 over the same period of the prior year (2002 - $4,343). Additionally, there was an increase of $593 in bank charges over the previous year. Increased shareholder communications activities, which included publication in several newsletters, participation in three high-profile gold conferences and increased mailings to shareholders, yielded expenses of $34,801 (2002 - $Nil). In addition, the Company had a total of four employees and paid wages and benefits totalling $73,506 (2002 - $Nil) during the quarter. Overall, there was a dramatic increase in business activities of the Company over the same period of 2002, which directly correlates to the significant increase in general and administrative expenditures.
A total of $14,864 was spent on travel expenses to Ghana during the period (2002 - $Nil) to continue evaluation and exploration of the properties. Total deferred exploration expenditures during the quarter were $380,187.
General and administrative costs were offset by interest income of $2,372 (2002 - $21). In addition, the Company realized gas sales totalling $1,639 from the Little Bow, Alberta property which is under a farm-out letter agreement dated February 1, 2001 with Omax Resources Ltd. wherein the Company was granted an option to acquire a 60% interest in an oil and gas lease.
At the quarter-end of September 30, 2003, operating activities had used cash of $105,820 (2002 - $18,014) and investing activities had consumed cash totalling $388,052 (2002 - $Nil). Cash inflows consisted of net proceeds from the issuance of shares of $613,333 and from the receipt of advance subscriptions for two non-brokered private placements announced in August 2003, of $2,307,000 (2002 - $Nil). The result was a net increase in cash and equivalents of $2,426,761.
During the initial nine months of 2003, there was a concentrated effort made by the Company to expand awareness within the public sector, which resulted in shareholder communications expenses of $87,232 (2002 - $Nil). Other promotional expenses consisted of $14,739 in advertising (2002 - $Nil). The Company has been published in a various newsletters, reports and in the March edition of Fortune magazine. As well, the Company has participated in four major gold conferences (PDAC-Toronto, Calgary, New Orleans, San Francisco).
General and administrative expenses exceeded those of the same period in the prior year, as there was a much greater level of business activity in fiscal 2003. Bank charges increased by $1,905 (2002 - $187). Office expenses rose by $42,713 to $49,299. Professional fees totaled $91,244 as compared to $12,490 in the previous year. Transfer agent and regulatory fees more than doubled to $22,577 (2002 - $8,924).
At the nine-month mark of the year a total of $46,593 was spent on travel expenses (2002 - $Nil) as the Company undertook further due diligence work and inspection of the Ghanaian properties. As well, management travelled to Zurich, Switzerland in order to meet with investors and raise funds via private placement.
PMI VENTURES LTD. FORM 51-901F QUARTERLY AND YEAR END REPORT SEPTEMBER 30, 2003 |
The Company invested in capital assets worth $10,743 in the first nine months of 2003. These assets are comprised of office furniture and equipment.
At September 30, 2003, the Company had a total of seven employees and paid wages and benefits totalling $152,989 (2002 - $Nil).
During the first quarter of fiscal 2003, the Company completed a non-brokered private placement of 1,699,845 Units for gross proceeds of $1,104,900. Each Unit consists of one common share and one non-transferable share purchase warrant entitling the warrant holder to acquire one additional common share of the Company for a period of one year at a price of $0.85 per share. A finder's fee of $82,732 or 8% was paid in connection with this private placement.
In January 2003, a payment of $90,000 was issued to Goknet Mining Company Limited pursuant to the Letter Agreement concerning the Asankrangwa Gold Belt properties. A further $24,298 was forwarded as consideration for quarterly payments on the option agreement. During the period, $380,187 was expended on the properties, comprised of $355,889 in deferred exploration expenditures and $6,750 in travel costs. At September 30, 2003, a total of $1,336,182 had been invested in the Ghanaian properties.
At the end of September 30, 2003, operating activities had used cash of $344,394 (2002 - $44,375) and investing activities had consumed cash totalling $1,346,925 (2002 - $Nil). Cash inflows consisted of net proceeds from the issuance of shares of $2,088,300 and from the receipt of advance subscriptions for two non-brokered private placements announced in August 2003, of $2,293,500 (2002 - $Nil). The result was a net increase in cash and equivalents of $2,690,481.
Subsequent to period ended September 30, 2003, the Company:
a) | closed a non -brokered private placement of 4,444,444 Units of the Company at a price of $0.45 per Unit to raise gross proceeds of $2,000,000. Each Unit consists of one common share and one -half of one non -transferable share purchase warrant, each whole share purchase warrant entitling the holder to acquire one additional common share of the Company for a period of two years at a price of $0.70 per share in the first year and at $1.00 in the second year. Funds raised will be used for continued exploration of the Ghanaian properties under option from Goknet Mining Company Limited and general working capital. A finders' fee was paid in connection with this private placement. |
b) | closed an additional non -brokered private placement of 1,090,385 Units of the Company at a price of $0.52 per Unit to raise gross proceeds of $567,000. Each Unit consists of one common share and one -half of one non -transferable share purchase warrant, each whole share purchase warrant entitling the holder to acquire one additional common share of the Company for a period of two years at a price of $0.70 per share in the first year and at $1.00 in the second year. |
Funds raised will be used for continued exploration of the Ghanaian properties under option from Goknet Mining Company Limited and general working capital. A finders' fee was paid in connection with this private placement. | |
c) | A total of 45,000 stock options at a price of $0.25 were exercised to raise gross proceeds of $11,250. |
d) | On October 14, 2003 the Company granted 360,000 common share purchase options to directors and employees. These options will expire on October 14, 2008 and have an exercise price of $0.70 per share. |
Liquidity and financial position
As at September 30, 2003, the Company had current assets of $2,977,855. These assets exceeded the accounts payable and accrued liabilities due to third parties of $281,843. At the end of the third quarter there was working capital of $2,696,012.
Outlook and risks
Management is very pleased with the progress made by the Company thus far in respect of the change in business direction, moving from the oil and gas sector to mineral exploration and development.
PMI VENTURES LTD. FORM 51-901F QUARTERLY AND YEAR END REPORT SEPTEMBER 30, 2003 |
The Company had sufficient working capital to meet commitments at September 30, 2003.
However, there are risks associated with the business of the Company. In addition to the normal risks of exploration and the metals market, there is risk that the Company may not be able to raise funds that will be adequate for on-going development of its business. Thus, the Company will continue to rely on support from its shareholders and management.
On behalf of the Board,
"Arthur T. Fisher"
Arthur T. Fisher
President
November 28, 2003
PMI VENTURES LTD.
511 475 Howe Street
Vancouver, BC V6C 2B3
Ph: (604) 681-8069 Fax: (604) 682-8094
VIA SEDAR
November 28, 2003
Statutory Filings
British Columbia Securities Commission
P.O. Box 10142, Pacific Centre
701 West Georgia Street
Vancouver, B.C.
V7Y 1L2
Dear Sirs and Mesdames,
CONFIRMATION OF MAILING
This is to confirm that the following document was mailed to the shareholders of the Company on November 28, 2003:
Interim financial statements for the nine months ended September 30, 2003
Yours truly,
PMI VENTURES LTD.
"Arthur T. Fisher"
Arthur T. Fisher
President