-----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, UcPKfncAQnyMnLBBSKnia+V1eEIQGLNqcxgEwLF/OjUfYWk/UCLyF60ey94uix+t Ar8yycN/DInTUUHB8Yq/6g== 0001144204-09-026238.txt : 20090514 0001144204-09-026238.hdr.sgml : 20090514 20090514061536 ACCESSION NUMBER: 0001144204-09-026238 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090514 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090514 DATE AS OF CHANGE: 20090514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHINA SHEN ZHOU MINING & RESOURCES, INC. CENTRAL INDEX KEY: 0000790024 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 870430816 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33929 FILM NUMBER: 09824256 BUSINESS ADDRESS: STREET 1: NO. 166 FUSHI ROAD ZEYANG TOWER STREET 2: SHIJINGSHAN DISTRICT CITY: BEIJING STATE: F4 ZIP: 100043 BUSINESS PHONE: 86-010-68867292 MAIL ADDRESS: STREET 1: NO. 166 FUSHI ROAD ZEYANG TOWER STREET 2: SHIJINGSHAN DISTRICT CITY: BEIJING STATE: F4 ZIP: 100043 FORMER COMPANY: FORMER CONFORMED NAME: EARTH PRODUCTS & TECHNOLOGIES INC DATE OF NAME CHANGE: 20000515 FORMER COMPANY: FORMER CONFORMED NAME: ENVIRONMENTAL PLASMA ARC TECHNOLOGY INC DATE OF NAME CHANGE: 19950601 FORMER COMPANY: FORMER CONFORMED NAME: CONCEPT GOLD INC DATE OF NAME CHANGE: 19921224 8-K 1 v149393_8k.htm Unassociated Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):  May 14, 2009

CHINA SHEN ZHOU MINING & RESOURCES, INC .
(Exact name of registrant as specified in its charter)

Nevada
 
001-33929
 
87-0430816
(State of Incorporation)
 
(Commission File No.)
 
(IRS Employer ID Number)

No. 166 Fushi Road Zeyang Tower, Shijingshan District, Beijing, China 100043
(Address of principal executive offices)

86-010-8890-6927
(Registrant’s telephone number, including area code)

Not applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o
Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 

On May 13, 2009, China Shen Zhou Mining & Resources, Inc. (the “Company”) issued a press release announcing its results for the quarter ended March 31, 2009. The press release is attached as Exhibit 99.1 to this report on Form 8-K.

The information contained in this Current Report on Form 8-K and the exhibits attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information or such exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth in or exhibits to this Form 8-K shall not be deemed an admission as to the materiality of any information in this report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD. 

Item 7.01
Regulation FD Disclosure.

On May 13, 2009, the Company issued a press release announcing that the Company has signed a Strategic Cooperation Partnership Agreement with CNMC NingXia Orient Group Co., LTD. (“CNMC NingXia”) to supply 60,000 to 100,000 metric tons of fluorite powder per year to CNMC NingXia. A copy of the press release is attached as Exhibit 99.1 to this report on Form 8-K.
 
The information contained in this Current Report on Form 8-K and the exhibits attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information or such exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth in or exhibits to this Form 8-K shall not be deemed an admission as to the materiality of any information in this report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD. 

 
(c) Exhibits
 
99.1
Press Release of China Shen Zhou Mining & Resources, Inc., dated May 13, 2009.
 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
 
     
 
REGISTRANT:
China Shen Zhou Mining & Resources, Inc.
     
Date:  May 14, 2009
By:  
/s/ Xiaojing Yu  
 
Xiaojing Yu,
 
Chief Executive Officer 


EX-99.1 2 v149393_ex99-1.htm Unassociated Document
 
Press Release Source: China Shen Zhou Mining & Resources, Inc.
 
China Shen Zhou Mining & Resources, Inc. Announces First Quarter 2009 Financial Results
 
(All figures are in U.S. dollars)
 
·  
On Wednesday May 13, 2009, 12:01 pm EDT
 
BEIJING, May 13 /PRNewswire-Asia-FirstCall/ -- China Shen Zhou Mining & Resources, Inc. (NYSE Amex: SHZ) ("China Shen Zhou", or the "Company"), a leading company engaged in the exploration, development, mining and processing of fluorite, zinc, lead, copper, and other nonferrous metals in China, today announced its financial results for the first quarter of 2009 ended March 31, 2009.
 
First Quarter 2009 Financial Results
 
Net revenues for the three months ended March 31, 2009 were $0.62 million, representing a $0.12 million or 17% decrease as compared to the same period of 2008. This decrease is primarily attributed to depressed non-ferrous metal prices. The Company ceased production of its non-ferrous metal segment in the first quarter of 2009.
 
Gross profit for the three months ended March 31, 2009 was $62,000, representing a 67.71% decrease from $192,000 for the same period of 2008. Gross profit margin dropped from 26% for the three months ended March 31, 2008 to 10% for the same period of 2009. The decline was mainly because of the significant increased transportation costs by our subsidiary, Xiangzhen Mining.
 
General and administrative expenses decreased by approximately $0.55 million to $1.42 million for the three months ended March 31, 2009 as compared to $1.97 million in the same period of 2008. The decrease in general and administrative expenses was primarily due to the Company's increased efficiency on its control of expenses during the current economic crisis.
 
Interest expense decreased by approximately $969,000 for the three months ended March 31, 2009 as compared to the same period of 2008. The decrease in interest expense is mainly due to the difference in revaluation of the warrant liability.
 
The Company incurred a net loss of $2.4 million for the three months ended March 31, 2009, a difference of $1 million as compared to a net loss of $3.4 million for the same period of 2008. Basic and diluted loss per share was $0.11 and $0.15 for the three months ended March 31, 2009 and 2008, respectively.
 
Long Term Strategy Cooperation Partnership
 
On May 9, 2009, the Company's subsidiary, Xiangzhen Mining signed a Strategic Cooperation Partnership Agreement with CNMC NingXia Orient Group Co., LTD. to supply 60000~100000 metric tons of fluorite powder per year to CNMC NingXia Orient. CNMC NingXia Orient operates a plant to produce aluminum fluorite by using fluorite powder as raw material.
 

 
"The agreement establishes the foundation of a long term and stable relationship between both companies during the current economic crisis," said Ms. Jessica Yu, Chairwoman and CEO of China Shen Zhou. "Our products, fluorite powder, produced in Xiangzhen Mining will be sold directly to CNMC NingXia Orient based on market price."
 
About China Shen Zhou Mining & Resources, Inc.
 
China Shen Zhou Mining & Resources, Inc., through its subsidiary, American Federal Mining Group ("AFMG"), is engaged in the exploration, development, mining, and processing of fluorite and nonferrous metals such as zinc, lead and copper in China. The Company has the following principal areas of interest in China: (a) fluorite exploration and extraction in the Sumochaganaobao region of Inner Mongolia; (b) zinc/copper/lead exploration, mining and processing in Wulatehouqi of Inner Mongolia; and (c) zinc/copper exploration, mining and processing in Xinjiang. In addition, AFMG owns 100% of Kichi-Chaarat Closed Joint Stock Company, whose major assets include a copper-gold mine located in the Kuru-Tegerek region of western Kyrgyzstan.
 
For more information, please visit http://www.chinaszmg.com/
 
Safe Harbor Statement
 
Certain of the statements made in the press release constitute forward- looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the use of forward- looking terminology such as "believe," "expect," "may," "will," "should," "project," "plan," "seek," "intend," or "anticipate" or the negative thereof or comparable terminology. Such statements typically involve risks and uncertainties and may include financial projections or information regarding our future plans, objectives or performance. Actual results could differ materially from the expectations reflected in such forward-looking statements as a result of a variety of factors, including the risks associated with the effect of changing economic conditions in The People's Republic of China, variations in cash flow, fluctuation in mineral prices, risks associated with exploration and mining operations, and the potential of securing additional mineral resources, and other risk factors detailed in reports filed with the Securities and Exchange Commission from time to time.
 
For more information, please contact:

In China:
Fulun Song
Office of the Board of Directors
China Shen Zhou Mining & Resources, Inc.
Tel:   +86-10-8890-6927
Fax:   +86-10-6887-2811
Email: investor@chinaszky.com
Web:   http://www.chinaszmg.com

In the U.S.:
David Elias
Investor Relations
DME Capital LLC
Tel:   +1-516-967-0205
Email: dave@dmecapital.com

Financial Tables to Follow

2



CHINA SHEN ZHOU MINING & RESOURCES, INC AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except share data)

   
March 31,
   
December 31,
 
   
2009
   
2008
 
   
(Unaudited)
   
(Audited)
 
ASSETS
           
             
Current assets:
           
Cash and cash equivalents
  $ 290     $ 205  
Accounts receivable, net
    366       561  
Other deposits and prepayments, net
    1,244       1,167  
Inventories
    2,561       2,958  
Total current assets
    4,461       4,891  
                 
Prepayment for office rent
    495       505  
Available for sale investment
    147       146  
Property, machinery and mining assets, net
    46,675       47,716  
Deferred debt issuance costs
    1,649       1,755  
Total assets
  $ 53,427     $ 55,013  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
                 
Current liabilities:
               
Accounts payable
  $ 3,268     $ 3,471  
Fair value of detachable warrants liability
    54       33  
Short term bank loans
    1,755       1,756  
Other payables and accruals
    5,085       4,794  
Taxes payable
    258       411  
Due to related parties
    2,549       2,666  
Convertible notes payable
    25,038       --  
Total current liabilities
    38,007       13,131  
                 
Convertible notes payable
    --       24,251  
Total liabilities
  $ 38,007     $ 37,382  
                 
Minority interests
    --       22  
                 
STOCKHOLDERS' EQUITY:
               
Common Stock, $0.001 par value:
               
Authorized - 50,000,000 shares (2008:
               
50,000,000 shares) Issued and outstanding
               
22,214,514 shares
  $ 22     $ 22  
Additional paid-in capital
    25,251       25,251  
PRC statutory reserves
    1,672       1,672  
Accumulated other comprehensive income
    4,211       4,020  
Accumulated deficit
    (15,736 )     (13,356 )
Total stockholders' equity
    15,420       17,609  
Total liabilities and stockholders' equity
  $ 53,427     $ 55,013  
 
3


CHINA SHEN ZHOU MINING & RESOURCES, INC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Amounts in thousands, except per share data)

   
For the Three Months Ended
 
   
March 31,
 
   
2009
   
2008
 
   
(Unaudited)
   
(Unaudited)
 
             
Net revenue
  $ 619     $ 744  
Cost of sales
    557       552  
Gross profit
    62       192  
                 
Operating expenses:
               
Selling and distribution expenses
    4       18  
General and administrative expenses
    1,423       1,974  
Total operating expenses
    1,427       1,992  
                 
Net loss from operations
    (1,365 )     (1,800 )
                 
Other income (expense):
               
Interest expense
    (962 )     (1,931 )
Other, net
    (31 )     357  
Total other expense
    (993 )     (1,574 )
                 
Loss from operations before income taxes and minority interests
    (2,358 )     (3,374 )
                 
Income tax expenses
    --       (50 )
                 
Loss from operations before minority interests
    (2,358 )     (3,424 )
                 
Minority interests
    (22 )     15  
                 
Net loss
    (2,380 )     (3,409 )
                 
Other comprehensive income:
               
Foreign currency translation adjustments
    191       1,023  
Comprehensive  loss
  $ (2,189 )   $ (2,386 )
                 
Net loss per common share
               
- basic and diluted
  $ (0.11 )   $ (0.15 )
                 
Weighted average common shares outstanding
               
- Basic and Diluted
    22,215       22,215  
 
4


CHINA SHEN ZHOU MINING & RESOURCES, INC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
 
   
For the Three Months
 
   
Ended March 31,
 
   
2009
   
2008
 
   
(Unaudited)
   
(Unaudited)
 
Cash flows from operating activities:
           
Loss from operations
  $ (2,380 )   $ (3,409 )
Adjustments to reconcile net loss to net cash used in operating activities
               
Depreciation and amortization
    1,058       459  
Deferred income tax benefits
    --       32  
Fair value adjustment of warrants
    21       918  
Prepayment for office rent
    10       --  
Accrual of coupon interests and accreted principal
    386       368  
Amortization of deferred financing costs
    401       453  
Amortization of debt issuance costs
    106       42  
Minority interests
    (22 )     (9 )
Changes in operating assets and liabilities:
               
(Increase) decrease in -
               
Accounts receivable
    195       670  
Deposits and prepayments
    (77 )     246  
Inventories
    397       (514 )
Increase (decrease) in -
               
Accounts payable
    (203 )     59  
Other payables and accruals
    291       562  
Taxes payable
    (153 )     (45 )
Due to related parties
    (117 )     100  
Net cash used in operating activities
    (87 )     (68 )
                 
Cash flows from investing activities:
               
Purchases of property, machinery and mining assets
  $ (31 )   $ (1,623 )
Net cash used in investing activities
    (31 )     (1,623 )
                 
Cash flows from financing activities:
               
Proceeds from short-term borrowings
  $ --     $ 481  
Net cash provided by financing activities
    --       481  
                 
Foreign currency translation adjustment
    203       (374 )
                 
Net increase (decrease) in cash and cash equivalents
    85       (1,584 )
                 
Cash and cash equivalents at the beginning of the period
    205       2,949  
Cash and cash equivalents at the end of the period
  $ 290     $ 1,365  
                 
Non-cash investing and financing activities
               
(None)
               
                 
Supplemental disclosures of cash flow information
               
Cash paid for interest expenses
  $ 47     $ 108  
Cash paid for income tax
  $ --     $ --  
 
5

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