SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8K
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, 2003
ATLAS MINERALS INC.
(Exact Name of Registrant as Specified in Its Charter)
COLORADO 1-02714 84-1533604
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) (Identification No.)
Suite 205, 10920 West Alameda Avenue, Lakewood, CO 80226
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 303-306-0823
NOT APPLICABLE
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(Former Name or Former Address, if Changes Since Last Report)
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ITEM 5. OTHER EVENTS
See Press Release attached as Exhibit 99.1 hereto.
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.
ATLAS MINERALS INC.
(Registrant)
Date: April 16, 2003 By /s/ Gary E. Davis
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Gary E. Davis
Corporate Secretary
ATLAS MINERALS INC. NEWS RELEASE
10920 W. Alameda Avenue, Suite 205 03-2
Lakewood, Colorado 80226 OTC Bulletin Board: ATMR
Tel: 303-292-1299 5.9 million shares outstanding
Fax: 303-297-0538 April 7, 2003
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ATLAS CLOSES ON SALE OF GRASSY MOUNTAIN AND ANNOUNCES YEAR END FINANCIAL RESULTS
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Denver, Colorado - Atlas Minerals Inc. (the "Company") announced today that,
through its wholly-owned subsidiary, Atlas Precious Metals Inc. ("APMI"), it has
completed the sale of the Grassy Mountain gold property located in northern
Malheur County, Oregon to Seabridge Gold Inc. (formerly Seabridge Gold
Resources, Inc.) and its wholly-owned subsidiary, Seabridge Gold Corporation
(collectively "Seabridge"). From prior work, the property is known to host a
gold mineral inventory of 17,217,000 tons at a grade of 0.061 ounce per ton of
gold using a cutoff grade of 0.02 ounce per ton.
The Company originally entered into a purchase option agreement for the property
with Seabridge in February 2000. This agreement was subsequently modified and
amended on three different occasions, the latest being in December 2002. Under
the final agreement ("Agreement"), the Company received a $300,000
non-refundable option payment from Seabridge on December 20, 2002 in exchange
for which Seabridge obtained the right to acquire the Grassy Mountain gold
property for a final cash payment of $600,000 due on or before March 31, 2003.
During February 2003, the Company assigned all of its rights, title and interest
in, to and under the Agreement to APMI. As the result, Seabridge made the final
payment for purchase of the Grassy Mountain property to APMI.
The Company also announced today its financial results for the fiscal year ended
December 31, 2002. The Company reports current assets of $1.07 million and
current liabilities of $0.60 million. For the twelve-month period, the Company
had a net loss of $437,000 or $0.07 per share. For the year, the Company had
mining revenue of $22,000 from the shipment of diatomaceous earth product from
late September through December attributable to the start up of the White Cliffs
diatomite mine located in Arizona. The Company had capital expenditures of
$204,000 during the year comprised almost entirely of the initial asset
acquisition of White Cliffs and purchase of related mobile mining equipment.
Effective March 11, 2003, the Company merged its subsidiary, Atlas Gold Mining
Inc. ("AGMI"), with and into APMI, with APMI remaining the surviving company. As
a result of this merger, APMI now owns 100% of the gold processing mill and
related facilities and infrastructure related to the Gold Bar mine in Eureka
County, Nevada, previously held by AGMI.
As previously announced in September 2002, the Company entered into an exclusive
option agreement (the "Option Agreement') to acquire 100% of the outstanding
shares of Western Gold Resources, Inc., a private Florida company whose primary
asset is the Estrades polymetallic mine located in northwestern Quebec. In
January 2003, the Company assigned to APMI all of the rights, title and interest
the Company had as Optionee under the Option Agreement. The parties have
subsequently agreed to extend the option period under the Option Agreement,
initially set to expire on March 31, 2003, to June 30, 2003. APMI is in the
process of completing the due diligence of Western Gold Resources, Inc. and the
Estrades mine. To date, no definitive decision regarding consummation of the
proposed merger has been made, and there can be no guarantee that the proposed
merger will be completed.
The Board of Directors approved April 29, 2003, as the date for the next annual
general meeting of shareholders of the Company. The meeting is scheduled to be
held in Denver, Colorado starting at 10:00 a.m. All information pertaining to
the AGM was mailed to shareholders of record during the first week of April
2003.
For further information contact Gary E. Davis, President and Chief Financial
Officer, at 303-292-1299
On behalf of Atlas Minerals Inc.
"Gary E. Davis"
President and Chief Financial Officer
The statements contained in this release that are not historical facts are
forward-looking statements under the federal securities law. These
forward-looking statements are no guarantee of future performance, and involve
certain risks, uncertainties and presumptions that are difficult to predict.
Actual outcomes and results may differ materially from what is expressed or
implied by such forward-looking statements. The Company takes no obligation to
update publicly any forward-looking statements, whether as the result of new
information, future events or otherwise. This release is not an offer of
securities for sale in the United States; securities may not be offered or sold
in the United States without registration or an exemption from registration.