-----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, HHa2yiveOQ4/f1FtUdNxyRfcMfW2xJM8prb8/9CrqkX2we+OWWJ0CH3eUXLZiKUO o+8JzDlCR74HI/U8npeOJQ== /in/edgar/work/0001085037-00-000204/0001085037-00-000204.txt : 20000717 0001085037-00-000204.hdr.sgml : 20000717 ACCESSION NUMBER: 0001085037-00-000204 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000531 FILED AS OF DATE: 20000714 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SILVERADO GOLD MINES LTD CENTRAL INDEX KEY: 0000731727 STANDARD INDUSTRIAL CLASSIFICATION: [1040 ] IRS NUMBER: 980045034 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-12132 FILM NUMBER: 672877 BUSINESS ADDRESS: STREET 1: 1111 WEST GEORGIA ST STREET 2: SUITE 505 CITY: VANCOUVER STATE: A1 BUSINESS PHONE: 6046891535 MAIL ADDRESS: STREET 1: 1111 WEST GEORGIA ST STREET 2: SUITE 505 CITY: VANCOUVER STATE: A1 FORMER COMPANY: FORMER CONFORMED NAME: SILVERADO MINES LTD DATE OF NAME CHANGE: 19940722 10-Q 1 0001.txt FORM 10Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTER ENDED MAY 31, 2000 -------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission file number 0-12132 ------- SILVERADO GOLD MINES LTD. (Exact name of registrant as specified in its charter) British Columbia, Canada 98 -0045034 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) I.D. No.) Suite 505, 1111 West Georgia Street (604) 689-1535 Vancouver, British Columbia, Canada V6E 4M3 (Registrant's (Address of Principal Executive Offices) telephone number) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 13(d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for a shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at July 11, 2000 (Common stock (npv)) 24,802,391
SILVERADO GOLD MINES LTD. CONSOLIDATED BALANCE SHEETS (EXPRESSED IN U.S. DOLLARS) (UNAUDITED) As at May 31, November 2000 30, 1999 Assets Current Assets Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 5,695 $ - Gold inventory . . . . . . . . . . . . . . . . . . . . . . 10,567 10,567 Accounts receivable. . . . . . . . . . . . . . . . . . . . 17,039 79,935 ------- ------- 33,301 90,502 Mineral Properties and Development, net. . . . . . . . . . . 1,224,200 1,224,200 Buildings, Plant and Equipment . . . . . . . . . . . . . . . 2,982,608 2,982,608 Less accumulated depreciation. . . . . . . . . . . . . . . (1,714,511) (1,538,322) ---------- ----------- 1,268,097 1,444,286 $ 2,525,598 $ 2,758,988 Liabilities and Shareholders' Equity Current Liabilities Bank indebtedness. . . . . . . . . . . . . . . . . . . . . $ - $ 2,385 Accounts payable and accrued liabilities (note 5). . . . . 1,061,888 1,162,023 Loans payable. . . . . . . . . . . . . . . . . . . . . . . 49,130 49,130 Mineral claims payable . . . . . . . . . . . . . . . . . . 282,875 286,500 Convertible debenture, current portion . . . . . . . . . . 2,000,000 2,000,000 --------- ---------- 3,393,893 3,500,038 Long Term Liabilities Convertible debenture (Note 5) . . . . . . . . . . . . . . 75,000 75,000 Shareholders' Equity Share capital Authorized: 100,000,000 common shares Issued and outstanding:. May 31, 2000 - 24,489,891 shares 45,064,365 44,454,365 November 30, 1999 - 15,873,224 shares Shares to be Issued. . . . . . . . . . . . . . . . . . . 42,277 28,188 Deficit (46,049,937) (45,298,603) ------------ ------------ (943,295) (816,050) ------------ ------------ $ 2,525,598 $ 2,758,988 ------------------------------ See accompanying notes to consolidated financial statements
SILVERADO GOLD MINES LTD. CONSOLIDATED STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT (EXPRESSED IN U.S. DOLLARS) (UNAUDITED) Six Months Ended May 31, May 31, 2000 1999 Revenue from gold sales. . . . . . . . . . . . . . . . . . . $ - $ 15,859 Less mining and processing costs . . . . . . . . . . . . . - 14,601 ----------------- ------------- Loss from Operations . . . . . . . . . . . . . . . . . . . . - 1,258 Mineral properties and development expenditures. . . . . . . - 246,316 Administrative expenses. . . . . . . . . . . . . . . . . . . 667,584 304,338 Interest Expense . . . . . . . . . . . . . . . . . . . . . . 83,750 80,000 Loss for the period. . . . . . . . . . . . . . . . . . . . . (751,334) (629,396) Accumulated deficit at beginning of the period . . . . . . . (45,298,603) (43,849,212) ------------------ ------------ Accumulated deficit at end of the period . . . . . . . . . . $ (46,049,937) $(44,478,608) ----------------- ------------- Loss per share . . . . . . . . . . . . . . . . . . . . . . . $ (0.033) $ (0.048) ----------------- ------------- See accompanying notes to consolidated financial statements Three Months Ended May 31, May 31, 2000 1999 Revenue from gold sales. . . . . . . . . . . . . . . . . . . $ - $ - Less mining and processing costs . . . . . . . . . . . . . - - ----------------- ------------- Loss from Operations . . . . . . . . . . . . . . . . . . . . - - - - Mineral properties and development expenditures. . . . . . . - 71,305 Administrative expenses. . . . . . . . . . . . . . . . . . . 359,044 110,212 Interest Expense . . . . . . . . . . . . . . . . . . . . . . 43,750 40,000 Loss for the period. . . . . . . . . . . . . . . . . . . . . (402,794) (221,517) Accumulated deficit at beginning of the period . . . . . . . (45,647,143) (44,257,091) ----------------- ------------- Accumulated deficit at end of the period . . . . . . . . . . $ (46,049,937) $(44,478,608) ---------------- ------------- Loss per share . . . . . . . . . . . . . . . . . . . . . . . $ (0.017) $ (0.017) ----------------- -------------
SILVERADO GOLD MINES LTD. CONSOLIDATED STATEMENTS OF CASH FLOWS (EXPRESSED IN U.S. DOLLARS) (UNAUDITED) Six Months Ended May 31, May 31, 2000 1999 CASH PROVIDED BY (USED FOR): Operations: Loss for the period. . . . . . . . . . . . . . . . . . . . . . . . $ (751,334) (629,396) Items not involving cash: Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . 176,189 153,029 Amortization of deferred financing fees. . . . . . . . . . . . . - 18,600 Changes in non-cash operating working capital: . . . . . . . . . . . - - Decrease in accounts receivable. . . . . . . . . . . . . . . . . . 62,896 2,070 Decrease in gold inventory . . . . . . . . . . . . . . . . . . . . - 14,601 (Decrease) in mineral claims payable . . . . . . . . . . . . . . . (3,625) (3,500) Increase in loans payable. . . . . . . . . . . . . . . . . . . . . - - Increase (decrease) in accounts payable and accrued liabilities. . (100,135) 37,437 -------- --------- (616,009) (407,159) Financing: Bank indebtedness. . . . . . . . . . . . . . . . . . . . . . . . . (2,385) (4,396) Shares issued for cash . . . . . . . . . . . . . . . . . . . . . . 610,000 273,035 Share subscriptions received . . . . . . . . . . . . . . . . . . . 14,089 135,000 -------- --------- 621,704 408,035 Investments: Proceeds from sale of equipment. . . . . . . . . . . . . . . . . . - 5,347 -------- --------- - 5,347 Increase in cash . . . . . . . . . . . . . . . . . . . . . . . . . . 5,695 6,223 Cash at beginning of period. . . . . . . . . . . . . . . . . . . . . - - -------- ---------- Cash at end of the period. . . . . . . . . . . . . . . . . . . . . . $ 5,695 $ 1,827 Supplemental cash flow information Interest paid. . . . . . . . . . . . . . . . . . . . . . . . . . . $ 3,750 $ - -------- ---------- Issue of shares for purchase of mineral property, a non cash investing activity not reflected in the Statements of Cashflows. $ - $ - See accompanying notes to consolidated financial statements
SILVERADO GOLD MINES LTD. CONSOLIDATED STATEMENTS OF CHANGES IN SHARE CAPITAL EXPRESSED IN U.S. DOLLARS Six Months Ended May 31, 2000, and years ended November 30, 1999 & 1998 Unamortized Stock Number of Share Compensation shares Capital Expense Balance as at November 30, 1997 . . . . . . . . . . . . . . . . . . . . 80,012,218 $ 43,084,420 $ (151,612) Year ended November 30, 1998 Share consolidation . . . . . . . . . . . . . . . . . . . . . . . . . (72,010,996) Shares issued: On exercise of warrants for cash. . . . . . . . . . . . . . . . . . 255,000 216,200 Private placements for cash . . . . . . . . . . . . . . . . . . . . 2,446,668 372,600 Private placement for consulting services:. . . . . . . . . . . . . 125,000 112,500 Fair value of shares issued for mineral property. . . . . . . . . . 170,000 289,200 Amortization of stock compensation. . . . . . . . . . . . . . . . . . 151,612 Cash received on sale of common shares by related party Uncollected balance recorded as a receivable allowance ------------- ------------- ----------- (69,014,328) 990,500 $ 151,162 Balance as at November 30, 1998 . . . . . . . . . . . . . . . . . . . . 10,997,890 44,074,920 - Year ended November 30, 1999 Shares issued: On exercise of warrants for cash. . . . . . . . . . . . . . . . . . 4,008,667 250,050 Private placements for cash . . . . . . . . . . . . . . . . . . . . 866,667 129,395 ------------ --------- ---------- 4,875,334 379,445 - Balance as at November 30, 1999 . . . . . . . . . . . . . . . . . . . . 15,873,224 44,454,365 - Shares issued: On Exercise of warrants for cash. . . . . . . . . . . . . . . . . . 3,366,667 190,000 On exercise of employee share options . . . . . . . . . . . . . . . 400,000 40,000 Private placements for cash . . . . . . . . . . . . . . . . . . . . 4,850,000 380,000 ------------- Balance as at May 31,2000 . . . . . . . . . . . . . . . . . . . . . . . 8,616,667 ------------- ----------- ----------- 24,489,891 $ 45,064,365 $ - See accompanying notes to the consolidated financial statements SILVERADO GOLD MINES LTD. CONSOLIDATED STATEMENTS OF CHANGES IN SHARE CAPITAL EXPRESSED IN U.S. DOLLARS Six Months Ended May 31, 2000, and years ended November 30, 1999 & 1998 Advances to Related Parties secured by Common Shares in the Company Balance as at November 30, 1997 . . . . . . . . . . . . . . . . . . . . $ (480,236) Year ended November 30, 1998 Share consolidation Shares issued: On exercise of warrants for cash Private placements for cash Private placement for consulting services: Fair value of shares issued for mineral property Amortization of stock compensation Cash received on sale of common shares by related party 225,448 Uncollected balance recorded as a receivable allowance 254,788 ----------------- $ 480,236 Balance as at November 30, 1998 . . . . . . . . . . . . . . . . . . . . - Year ended November 30, 1999 Shares issued: On exercise of warrants for cash Private placements for cash - Balance as at November 30, 1999 . . . . . . . . . . . . . . . . . . . . - Shares issued: On Exercise of warrants for cash On exercise of employee share options Private placements for cash Balance as at May 31,2000 $ - See accompanying notes to the consolidated financial statements
SILVERADO GOLD MINES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN U.S. DOLLARS) (UNAUDITED) MAY 31, 2000 1. BASIS OF PRESENTATION The consolidated financial statements as at May 31, 2000 and 1999 and for the six month periods ended May 31, 2000 and 1999 included herein are unaudited; however, such information reflects all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim period. These consolidated financial statements are presented in accordance with United States generally accepted accounting principles. The results of operations for the six month period ended May 31, 2000 are not necessarily indicative of the results to be expected for the full year. 2. GOLD INVENTORY Gold inventory is valued at the lower of weighted average cost and estimated net realizable value. At May 31, 2000 and November 30, 1999, gold is valued at net realizable value. 3. MINERAL PROPERTIES AND DEVELOPMENT The Company confines its exploration activities to areas from which gold has previously been produced or to properties which are contiguous to such areas and have demonstrated mineralization. Accordingly, the Company capitalizes the costs of acquiring mineral claims until such time as the properties are placed into production or abandoned. At that time, costs are amortized on a units of production basis or written off. The Company is in arrears of required mineral claims and option payments for certain of its mineral properties at May 31, 2000, in the amount of $282,875 (November 30, 1999 - $286,500). 4. BUILDINGS PLANT AND EQUIPMENT Buildings, plant and equipment are stated at cost. Depreciation is provided on buildings, plant and equipment using the straight-line method based on estimated lives of 3 to 20 years. 5. ACCOUNTS PAYABLE Accounts payable and accrued liabilities are detailed in the following table:
MAY 31, NOVEMBER 2000 30, 1999 ACCOUNTS PAYABLE 479,221 659,356 ACCRUED INTEREST . . . . . . 386,667 306,667 ACCRUED RECLAMATION EXPENSES 196,000 196,000 $ 1,061,888 $1,162,023 ============= ==========
SILVERADO GOLD MINES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN U.S. DOLLARS) (UNAUDITED) MAY 31, 2000 6. CONVERTIBLE DEBENTURE In July, 1994, the Company issued a convertible callable debenture for $2,000,000 with interest payable at the rate of 8.0% per annum on December 31, and June 30, each year. The debenture is unsecured and was due on July 2, 1999. The Company has not made required interest payments of $386,667 to May 31, 2000 which has been recorded as a current liability. The Company was granted a deferral of these payments based on monthly progress updates until financing is in place. The Company is currently in negotiations to restructure its obligation. On February 15, 1999, the Company issued a convertible debenture for $75,000 with interest payable at the rate of 5% per annum on March 1 of each year. The debenture is due on February 28, 2002. The required interest payment of $3,750 was made on April 14, 2000. 7. SHARE CAPITAL (a) DIRECTOR AND EMPLOYEE OPTIONS. The Company has 3,100,000 (November 30, 1999 - 3,500,000) outstanding options to acquire common shares with an exercise price of $0.10 per share until December 1, 2004, in accordance with the terms and conditions of its December 12, 1994, Stock Option Plan; and 350,000 outstanding options to acquire common shares with an exercise price of $0.35 per share until December 1, 2004, in accordance with the terms and conditions of its December 12, 1994 Stock Option Plan. (b) WARRANTS. The Company has 4,537,500 warrants outstanding to purchase common shares at prices in the range of $0.08 - $0.40. (c) OTHER SHARE TRANSACTIONS. The Company has reserved 295,192 common shares for issuance upon the potential conversion of the convertible debentures. 8. COMMITMENTS The Company has a lease agreement for office premises for a term of 10 years commencing April 1, 1994, with an approximate annual rate of $122,000 (Cdn.) including operating costs. 9. LITIGATION A former employee of the Tri-Con Group has initiated a claim against that company for wrongful dismissal / breach of contract in the amount of $150,000. The Company has been named as a co-defendant in the suit. No provision for this litigation has been made in these financial statements and the amount of the loss, if any, for this lawsuit, would be accounted for prospectively. 10. SUBSEQUENT EVENTS On June 16, 2000 312,500 share purchase warrants were exercised at a price of $0.08 per share and the Company issued 312,500 shares from the treasury for proceeds of $25,000. SILVERADO GOLD MINES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN U.S. DOLLARS) (UNAUDITED) MAY 31, 2000 ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following is management's discussion and analysis of certain factors which have significantly affected the Company's financial position and operating results during the period included in the accompanying condensed consolidated financial statements. SIX MONTHS 2000 v. 1999 - --------------------------- For the six month period ended May 31, 2000 there was a loss per share of $0.033. This was down from $0.048 for the six month period ended May 31, 1999 as a result of increased share issuances. Loss per share of 0.017 for the second quarter ended May 31, 2000 was unchanged from $0.017 from the comparable period. Loss for the six month period ended May 31, 2000 was $751,334 up from $629,396 for the six month period ended May 31, 1999. Loss for the quarter was $402,794 up from $221,517 for the quarter ended May 31, 1999. Expenditures during the six months ended May 31, 2000 were $751,334 up from $629,396 in the comparable period due to an increase in advertising and promotion expenditures. $610,000 in cash was received for share issuances during the fist six months of 2000. The Company continued its work on the new fuel process low-rank coal-water fuel as well as engineering and planning for summer gold production and development at its Nolan gold mine. Plans are complete for the open-cut mining and gold extraction to take place this summer and fall from a tract of gold bearing ground called Workman's Bench. Work in this area last fall disclosed gold bearing gravel. The Company has plans to retrofit the Grant Mill as part of a program to create the world's first commercial low-rank coal-water fuel facility. The Company continued to maintain its other properties in good standing, pending further exploration and development, subject to the availability of financing. LIQUIDITY AND CAPITAL RESOURCES AT MAY 31, 2000 - ------------------------------------------------------ During the first six months of 2000 the Company received cash of $610,000 from share subscriptions. The Company plans to raise capital through gold sales from its 100% owned Nolan Gold Mine as well as through private placements and warrant issues. The Company has a working capital deficiency of $3,360,592 at May 31, 2000 slightly down from $3,409,536 at November 30, 1999 as a result of a decrease in accounts payable. PART II - OTHER INFORMATION ITEM 1 LEGAL PROCEEDINGS A former employee of the Tri-Con Group has initiated a claim against that company for wrongful dismissal / breach of contract in the amount of $150,000. The Company has been named as a co-defendant in the suit. ITEM 2 CHANGES IN SECURITIES AND USE OF PROCEEDS. During the second quarter of 2000 the company received proceeds from the issue of 1,700,000 unregistered shares. ITEM 3 None. ITEM 4 None. ITEM 5 OTHER INFORMATION. None. ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K. None. 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. SILVERADO GOLD MINES LTD. /s/ G.L. ANSELMO G.L. Anselmo President/CEO/CFO EX-27 2 0002.txt FINANCIAL DATA SCHEDULE WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
5 1 6-MOS NOV-30-2000 DEC-01-1999 MAY-31-2000 5695 0 17039 0 10567 33301 2982608 (1714511) 1301398 3393893 0 0 0 45064365 0 2525598 0 0 0 667584 0 83750 (751334) 0 0 0 0 (751334) (.033) 0
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