-----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, WboPpcIhjyjbliVn9Y1/Sue+x3vRVNHakC5ejTsoocwdwoDl7M44vt0Y7wfGL0je JMSJ4wqfXWg8aIGH2eYMzg== 0001144204-04-002322.txt : 20040302 0001144204-04-002322.hdr.sgml : 20040302 20040302102139 ACCESSION NUMBER: 0001144204-04-002322 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040301 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WITS BASIN PRECIOUS MINERALS INC CENTRAL INDEX KEY: 0000912875 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 841236619 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12401 FILM NUMBER: 04641251 BUSINESS ADDRESS: STREET 1: 800 NICOLLET MALL STREET 2: SUITE 2690 CITY: MINNEAPOLIS STATE: MN ZIP: 55402 BUSINESS PHONE: (612)664-0570 MAIL ADDRESS: STREET 1: 800 NICOLLET MALL STREET 2: SUITE 2690 CITY: MINNEAPOLIS STATE: MN ZIP: 55402 FORMER COMPANY: FORMER CONFORMED NAME: ACTIVE IQ TECHNOLOGIES INC DATE OF NAME CHANGE: 20010702 FORMER COMPANY: FORMER CONFORMED NAME: METEOR INDUSTRIES INC DATE OF NAME CHANGE: 19960313 8-K 1 v01861_8k.txt 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): March 1, 2004 WITS BASIN PRECIOUS MINERALS INC. (Exact Name of Registrant as Specified in Charter) Minnesota 1-12401 84-1236619 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 800 Nicollet Mall, Suite 2690 Minneapolis, Minnesota 55402 (Address of Principal Executive Offices) (Zip Code) 612.664.0570 (Registrant's telephone number, including area code) (Former Name or Former Address, if Changed Since Last Report) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 99.1 Wits Basin Precious Minerals Inc. Press Release dated March 1, 2004. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On March 1, 2004, Wits Basin Precious Minerals Inc issued a press release that included financial information for the fiscal year ended December 31, 2003. A copy of the press release is being furnished to the Securities and Exchange Commission and is attached as Exhibit 99.1 to this Form 8-K. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WITS BASIN PRECIOUS MINERALS INC. Date: March 1, 2004 By: /s/ Mark D. Dacko --------------------------------- Mark D. Dacko Chief Financial Officer EXHIBIT INDEX Exhibit Description of Document - ------- ----------------------- 99.1 Press release dated March 1, 2004. EX-99.1 3 v01861_ex99-1.txt EXHIBIT 99.1 WITS BASIN ANNOUNCES 2003 ANNUAL FINANCIAL RESULTS Minneapolis, Minnesota, March 1, 2004. Wits Basin Precious Minerals Inc., (OTCBB: WITM) announced today its financial results for the year ended December 31, 2003. Net sales for the year ended December 31, 2003 were $132,455, compared with $499,378, for the same period in 2002. Net loss from continuing operations for the year ended December 31, 2003 was $2.505 million, or $0.16 per share, compared with net loss from continuing operations of $3.913 million, or $0.31 per share, for the same period in 2002. On March 14, 2003, we completed the sale of our Hosted Solutions Business, which was our only source of revenue from continuing operations. On April 30, 2003, we completed the sale of substantially all of the assets of our Accounting Software Business, which is reported as discontinued operations. On June 26, 2003, we began our new business model as a precious minerals exploration company after we acquired two exploration projects in a transaction with Hawk Precious Minerals USA, Inc. Therefore, we do not anticipate having any future revenues until an economic mineral deposit is discovered or unless we complete other acquisitions or joint ventures with business models that produce such results. Wits Basin' CEO H. Vance White said, "We will continue to review additional opportunities in other precious mineral properties that we may add to our current asset base." WITS BASIN PRECIOUS MINERALS INC., AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS
Years Ended December 31, 2003 2002 2001 ------------ ------------ ------------ Revenues $ 132,455 $ 499,378 $ 462,800 Operating expenses: Costs of goods sold 35,354 588,488 191,422 Selling, general and administrative 1,614,130 3,339,590 5,952,067 Depreciation and amortization 622,003 144,962 1,641,875 Exploration expenses 500,000 -- -- Product development -- 134,217 562,762 Loss on disposal of assets 884 114,037 55,194 Loss on impairment of goodwill -- 417,273 -- Loss on sale of prepaid royalties 434,895 -- -- ------------ ------------ ------------ Total operating expenses 3,207,266 4,738,567 8,403,320 ------------ ------------ ------------ Loss from operations (3,074,811) (4,239,189) (7,940,520) Other income (expense) 569,689 326,038 151,963 ------------ ------------ ------------ Loss from continuing operations (2,505,122) (3,913,151) (7,788,557) Gain (loss) from Discontinued Operations 60,801 (5,745,604) (1,658,251) ------------ ------------ ------------ Net Loss $ (2,444,321) $ (9,658,755) $ (9,446,808) Basic and diluted net loss per common share: Continuing operations $ (0.16) $ (0.31) $ (0.95) Discontinued operations -- (0.46) (0.20) Net Loss $ (0.16) $ (0.77) $ (1.15) Basic and diluted weighted average common shares outstanding 15,361,315 12,532,354 8,210,326
WITS BASIN PRECIOUS MINERALS INC., AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
December 31, 2003 2002 ------------ ------------ Assets Current assets Cash and cash equivalents $ 363,990 $ 13,211 Accounts receivable, net -- 35,107 Prepaid expenses 612,777 35,542 ------------ ------------ Total current assets 976,767 83,860 Property and equipment, net -- 123,505 Prepaid royalties, net -- 975,000 Prepaid exploration costs 1,300,000 -- Exploration intangibles, net 4,707,321 -- ------------ ------------ $ 6,984,088 $ 1,182,365 ============ ============ Liabilities and Shareholders' Equity Current Liabilities Accounts payable $ 87,637 $ 304,526 Net liabilities of operations of discontinued Accounting software business -- 93,078 Accrued expenses 19,098 195,628 ------------ ------------ Total current liabilities 106,735 593,232 ------------ ------------ Accrued guarantee fee 30,000 -- ------------ ------------ Shareholders' Equity Common stock, $.01 par value, 150,000,000 shares authorized; 30,297,181 and 13,264,681 shares issued and outstanding at December 31, 2003 and 2002 302,972 132,647 Additional paid-in capital 27,423,258 22,616,833 Stock subscription receivable -- (2,000,000) Deferred compensation -- (182,213) Warrants 4,146,438 2,602,860 Accumulated deficit (25,025,315) (22,580,994) ------------ ------------ Total shareholders' equity 6,847,353 589,133 ------------ ------------ $ 6,984,088 $ 1,182,365 ============ ============
About Wits Basin Precious Minerals Inc. We are a precious minerals exploration company. We currently have interest in three projects: the FSC Project in South Africa (in which we are a passive investor), the Holdsworth Property near Wawa, Ontario, Canada and the 4 properties of Brazmin located in South America. Our common stock trades on the Over-the-Counter Bulletin Board under the symbol "WITM." Wits Basin is headquartered in Minneapolis, MN with offices in Toronto, ON. Risk Factors Except for historical information contained herein, this news release also includes forward-looking statements. All statements regarding potential mineralization and reserves, exploration results and future objectives of ours, are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. We are under no obligation to, and expressly disclaim any such obligation to update or alter our forward-looking statements, whether as a result of new information, future events or otherwise. The exploration for and development of mineral deposits involves significant financial risks, which even experience and knowledge may not eliminate, regardless of the amount of careful evaluation applied to a process. While the discovery of a mineral deposit may result in substantial rewards, few properties are ultimately developed into producing mines. Moreover, we cannot make any estimates regarding probable reserves and mineral resources in connection with any of our projects. Therefore, no assurance can be given that any size of reserves or grades of reserves will be realized. If a discovery is made, the mineral deposit discovered, assuming recoverable, may differ from the reserves and mineral resources already discovered and recovered by others in the same region of the planned areas of exploration. The cost of exploration and exploitation can be extensive and there is no assurance that we will have the resources necessary or the financing available to pursue projects we currently hold interests in or to acquire interests in other mineral exploration projects that may become available. The risks are numerous and detailed information regarding these risks may be found in filings made by us with the Securities and Exchange Commission, including our most recent annual report on Form 10-K, quarterly reports on Form 10-Q and reports on Form 8-K. Contact Information: Wits Basin Precious Minerals Inc. H. Vance White, CEO, 416.214.2250 or 866.214.WITM(9486); Mark D. Dacko, CFO, 612.664.0570 www.witsbasin.com -----END PRIVACY-ENHANCED MESSAGE-----