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): April 16, 2013
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):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 Other Events.
China Shen Zhou Mining & Resources, Inc. (the “Company”) filed a Form 12b-25 Notification of Late Filing on April 2, 2013 (the “Original 12b-25”) confirming that the Company would be delaying the filing of the Company’s Form 10-K for the fiscal year ended December 31, 2012 (the “2012 10-K”). On April 16, 2013, the Company filed an amendment to that Form 12b-25 (the “Amended 12b-25”) confirming that the Company would not be able to file the 2012 10-K within the 15 day grace period afforded by the Original 12b-25.
In the Amended 12b-25 the Company disclosed, among other things that the Company and the SEC are discussing the appropriate accounting treatment for certain costs incurred at the Company’s mining properties. The Company continues to work diligently resolve these issues and complete its 2012 audit and intends to file the 2012 10-K as soon as practicable.
A press release, dated April 16, 2013, disclosing the issues discussed above and their impact on the timing of the filing of the 2012 10-K is attached as Exhibit 99.1 and is furnished herewith.
This Current Report on Form 8-K contains forward-looking statements. These statements are based on management’s current expectations and involve a number of risks and uncertainties, including risks described in our filings with the Securities and Exchange Commission. The Company’s actual results may differ materially from the Company’s anticipated or expected results and the results in the forward-looking statements.
Item 9.01 Financial Statements and Exhibits.
| (d) Exhibits | ||
| Exhibit No. | Exhibit Description | |
| 99.1 | Press release issued by China Shen Zhou Mining & Resources, Inc. dated as of April 16, 2013. |
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 hereunto duly authorized.
| China Shen Zhou Mining & Resources, Inc. | ||
| Dated: April 16, 2013 | By: | /s/ Xiaojing Yu |
| Name: | Xiaojing Yu | |
| Title: | Chief Executive Officer | |
China Shen Zhou Mining & Resources, Inc. Announces Inability to File Annual Report on Form 10-K by April 16, 2013
BEIJING, CHINA, April 16, 2013 – China Shen Zhou Mining & Resources, Inc. (the “Company”) (NYSE Amex: SHZ), today announced that the Company will be unable to file its annual report for the year ended December 31, 2012 on Form 10-K by the extended April 16, 2013 deadline.
On April 2, 2013, the Company filed a Form 12b-25 with the Securities and Exchange Commission disclosing that it was unable to file with the SEC its annual report on Form 10-K for the year ended December 31, 2012 by April 1, 2013 and that it expected to file its annual report as soon as practicable.
The Company has been working with great diligence to complete the filing, but will require additional time due to ongoing discussions with the SEC concerning the accounting treatment for certain costs incurred at the Company’s mines. The Company is working diligently on this matter and intends to file its annual report on Form 10-K as soon as practicable.
About China Shen Zhou Mining & Resources, Inc.
China Shen Zhou Mining & Resources, Inc., through its subsidiaries, 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 extraction and processing in the Sumochaganaobao region of Inner Mongolia; (b) fluorite extraction and processing in Jingde County, Anhui Province; (c) zinc/copper/lead processing in Wulatehouqi of Inner Mongolia; and (d) zinc/copper exploration, mining and processing in Xinjiang.
For more information, please visit http://www.chinaszmg.com/
Safe Harbor Statement
This press release may include certain statements that are not descriptions of historical facts, but are forward-looking statements. Forward-looking statements can be identified by the use of forward-looking terminology such as “will”, “believes”, “expects” or similar expressions. These forward-looking statements may also include statements about our proposed discussions related to our business or growth strategy, which is subject to change. Such information is based upon expectations of our management that were reasonable when made but may prove to be incorrect. All of such assumptions are inherently subject to uncertainties and contingencies beyond our control and upon assumptions with respect to future business decisions, which are subject to change. We do not undertake to update the forward-looking statements contained in this press release. For a description of the risks and uncertainties that may cause actual results to differ from the forward-looking statements contained in this press release, see our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 10-K, and our subsequent SEC filings. Copies of filings made with the SEC are available through the SEC’s electronic data gathering analysis retrieval system (EDGAR) at http://www.sec.gov ..
Contact Information
Ziming Li
Investor Relations
China Shen Zhou Mining & Resources, Inc
Tel: 86-10-88909976
Investors@chinaszky.com