SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of March 2000
MINCO MINING & METALS CORPORATION
(Translation of registrant's name into English)
Suite 1200, 543 Granville Street
Vancouver, British Columbia
Canada V6C 1X8
(Address of principal executive offices)
[Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.]
Form 20-F |X| Form 40-F |_|
[Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.]
Yes |_| No |X|
1. Consolidated financial statements for the three months ended March 31, 2000
<PAGE>2
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.
Minco Mining & Metals Corporation
Date: December 6, 2000 By: /s/ KEN CAI
--------------------------------
Ken Cai, President and C.E.O.
<PAGE>3
NOTICE TO READER
We have compiled the consolidated balance sheet of Minco Mining & Metals
Corporation as at March 31, 2000 and the consolidated statements of operations
and cash flows for the period then ended from information provided by
management. We have not audited, reviewed or otherwise attempted to verify the
accuracy or completeness of such information. Readers are cautioned that these
statements may not be appropriate for their purposes.
Vancouver, Canada "ELLIS FOSTER"
May 25, 2000 Chartered Accountants
<PAGE>4
MINCO MINING & METALS CORPORATION
Consolidated Balance Sheet
March 31, 2000
(Unaudited - See Notice to Reader)
2000 1999
------------- ------------
ASSETS
Current
Cash and cash equivalents $ 43,007 $ 1,091,033
Marketable securities 1,781,633 1,969,008
Funds restricted for mineral exploration -- 20,351
Accounts receivable 147,249 26,445
Prepaid expenses and deposits 43,344 71,859
------------- ------------
2,015,233 3,178,696
Mineral interests (Note 1) 1,965,734 1,903,115
Capital assets 178,810 340,267
------------- ------------
$ 4,159,777 $ 5,422,078
============= ============
LIABILITIES
Current
Accounts payable and accrued liabilities $ 263,457 $ 250,460
------------- ------------
SHAREHOLDERS' EQUITY
Share capital (Note 2) 10,175,833 9,975,833
Deficit (6,279,513) (4,804,215)
------------- ------------
3,896,320 5,171,618
------------- ------------
$ 4,159,777 $ 5,422,078
============= ============
<PAGE>5
MINCO MINING & METALS CORPORATION
Consolidated Statement of Operations and Deficit
Three Months Ended March 31, 2000
(Unaudited - See Notice to Reader)
2000 1999
------------- -------------
Interest and sundry income $ 3,993 $ 1,739
------------- -------------
Mineral interest written off -- (4,590)
------------- -------------
Administrative expenses
Accounting 7,276 9,400
Advertising 11,559 18,992
Amortization of capital assets 12,917 22,774
Conference 2,132 8,308
Investor relations - consulting 39,100 32,698
Legal 832 4,911
Listing, filing and transfer agents 7,416 9,044
Management fees 12,139 11,690
Office and miscellaneous 24,362 10,887
Printing 23,908 3,829
Promotion and government relations 14,652 36,059
Property investigation 3,271 4,534
Rent 15,332 24,811
Salaries and benefits 15,847 18,915
Telephone 4,951 6,845
Travel and transportation 2,535 5,810
Foreign exchange loss (gain) 7,123 (189)
------------- -------------
205,352 229,318
------------- -------------
Loss for the period (201,359) (232,169)
Deficit, beginning of period (6,078,154) (4,572,046)
------------- -------------
Deficit, end of period $(6,279,513) $(4,804,215)
============= =============
Loss per share $ (0.01) $ (0.01)
============= =============
<PAGE>6
MINCO MINING & METALS CORPORATION
Consolidated Statement of Cash Flows
Three Months Ended March 31, 2000
(Unaudited - See Notice to Reader)
<TABLE>
<S> <C> <C>
2000 1999
--------------- ---------------
Cash flows from (used in) operating activities
Net loss for the period $ (201,359) $ (232,169)
Adjustments for items not including cash
- amortization 12,917 22,774
- mineral interest written off - 4,590
--------------- ---------------
(188,442) (204,805)
Deferred exploration costs (130,358) (253,112)
Changes in non-cash working capital items:
- funds restricted for mineral properties - 193,247
- accounts receivable (54,366) (8,815)
- prepaid expenses and deposits 21,131 (7,842)
- accounts payable and accrued liabilities (21,292) 110,906
--------------- ---------------
(373,327) (170,421)
--------------- ---------------
Cash flows from financing activities
Shares issued for cash 362,500
--------------- ---------------
Cash flows from (used in) investing activities
Acquisition of capital assets (1,890) (98,996)
Proceeds from sales of marketable securities 150,000 610,822
--------------- ---------------
148,110 511,826
--------------- ---------------
Increase (Decrease) in cash and cash equivalents (225,217) 703,905
Cash and cash equivalents, beginning of period 268,224 387,128
--------------- ---------------
Cash and cash equivalents, end of period $ 43,007 1,091,033
=============== ===============
</TABLE>
<PAGE>7
MINCO MINING & METALS CORPORATION
Notes to Consolidated Financial Statements
March 31, 2000
-------------------------------------------------------------------------------
(Unaudited - See Notice to Reader)
1. Mineral Interests
<TABLE>
<S> <C> <C> <C> <C>
Jan. 1, 2000
Deferred to March 31 Deferred Deferred
Costs 2000 Costs Costs
Dec. 31 Exploration March 31 March 31
1999 Costs 2000 1999
------------ -------------- ----------- ------------
Emperor's Delight $ 100 $ -- $ 100 $ 95,496
Crystal Valley 100 -- 100 100
Stone Lake 100 -- 100 100
Changba Lijiagou
Lead-Zinc Deposit 100 -- 100 134,803
White-Silver Mountain 1,307,979 17,995 1,325,974 865,423
Chapuzi 100 -- 100 330,218
Heavenly Mountains 436,519 -- 436,519 436,519
Inner Mongolia 90,378 113,363 202,741 40,456
------------ -------------- ----------- ------------
$1,835,376 $ 130,358 $1,965,734 $1,903,115
============ ============== =========== ===========-
</TABLE>
2. Share Capital
(a) Authorized: 100,000,000 common shares without par value
<TABLE>
<S> <C> <C>
(b) Issued: Shares Amount
------------ ------------
Balance, December 31, 1998 15,745,123 $ 9,613,333
Private placement at $0.85 per share 250,000 212,500
Private placement at $1.00 per share 150,000 150,000
------------ ------------
Balance, March 31, 1999 16,145,123 $ 9,975,833
Share purchase warrants exercised at $1.60 per share 125,000 200,000
------------ ------------
Balance, December 31, 1999 and March 31, 2000 16,270,123 $10,175,833
------------ ------------
</TABLE>
As at March 31, 2000 3,562,328 (1999 - 4,211,689;) of the shares issued are
held in escrow, the release of which is subject to the direction of the
regulatory authorities.
<PAGE>8
2. Share Capital (continued)
(c) Stock options outstanding at March 31, 2000:
Number of Options Exercise Price Expiry Date
----------------- ---------------- ------------------
826,100 $1.41 March 5, 2006
215,500 $1.41 June 20, 2007
97,300 $1.41 October 8, 2006
97,300 $1.41 March 6, 2007
75,000 $1.20 February 4, 2001
75,000 $1.41 February 4, 2001
150,000 $1.65 July 16, 2006
100,000 $1.20 December 1, 2006
100,000 $2.00 December, 2006
---------------
1,736,200
(d). Warrants outstanding at March 31, 2000:
Number of Warrants Exercise Price Expiry Date
------------------- --------------- -------------
1,600,000 $2.00 June 30, 2000
3. Related Party Transactions
(a) The Company incurred the following expenses to its directors or
corporations controlled by its directors:
2000 1999
----------------- ------------------
Management fees and salaries $ 8,694 $ 26,834
Deferred exploration costs 9,240 22,743
----------------- ------------------
$ 17,934 $ 49,577
================= ==================
(b) Account payable of $51,632 (1998 - $51,632) is due to a director or a
corporation controlled by a director of the Company.
4. Comparative Figures
Certain 1999 comparative figures have been reclassified to conform with
the financial statement presentation adopted for 2000.
<PAGE>9
Schedule "C": Management Discussion
Minco Mining & Metals Corporation
For the Quarter Ended June 30, 2000
Project Activity
For the first six months, the Company's project activity focused on exploration
of the White Silver Mountain polymetalic project in Gansu Province, and Gobi
Gold Project in Inner Mongolia, China. The exploration costs for the period
totaled $318,265, with $281,430 spent on the Gobi Gold Project and $36,835 on
the White Silver Mountain Project.
Teck Corporation is the operator of the White Silver Mountain project and is
funding the project 100%.
Phase II drilling on the White Silver Mountain project is progressing well.
Assay results from diamond drill holes XT6-08, XT6-09, XT6-11 and XT6-12 have
been reported in the first quarter as follows:
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Hole No. From(m) To(m) Width(m) Cu(%) Pb(%) Zn(%) Au(g/t) Ag(g/t)
--------- ------- ------- -------- ------ -------- ------- -------- -------
XT6-08 347.08 348.93 1.85 1.89 4.38 18.73 2.64 223.66
XT6-09 343.20 344.80 1.75 1.25 3.92 14.82 3.04 160.97
XT6-11 599.20 601.90 2.70 2.83 10.04 24.32 8.19 236.47
XT6-12 183.00 184.40 1.40 1.02 5.65 8.49 - 181.27
</TABLE>
The 250-metre long crosscut to establish drill stations below the Xiaotieshan
mine is well underway. This development will provide for drill stations to test
the strike and down-dip extensions of a massive sulphide orebody grading 1.47%
Cu, 7.79% Pb, 12.32% Zn, 16.22 g/t Au and 210.85 g/t Ag (26.5 meters true width)
intersected by the Chinese around section 10300.
A 200-line kilometer ground geophysical survey (pulse EM) continues together
with mapping and sampling programs to follow up the surface mineral occurrences
identified late in the 1999 field season.
A Sino-foreign joint venture company, Inner Mongolia Damo Mining Co. Ltd., has
been established for the Gobi project. The business license and exploration
permits have been issued to the joint venture. Minco has right to earn a 75%
equity interest in the joint venture by spending US$2.5 million over four years.
The Gobi Gold project in Inner Mongolia is located on the Tian Shan Gold Belt,
which hosts world-class gold deposits such as the Murantau and Kumtor deposits.
It covers numerous regional drainage geochemical anomalies and an active
small-scale mining operation. This mine is a gold skarn deposit in a geological
setting similar to the Fortitude deposit in Nevada. Drill holes by the Chinese
returned up to 154 meters grading 1.12 g/t gold.
The first phase of the 2000 exploration program to be started in early May
includes re-logging of available drill cores, ground magnetic surveys,
geological mapping and sampling. It is anticipated that this program will lead
to the identification of drill targets. The program will be funded 100% by
Minco.
<PAGE>10
In light of China's pending acceptance into the WTO, the Chinese government plan
to phase out all subsidies to state companies. Many state mining companies with
quality mineral projects are now seeking foreign partners to restructure their
operations and to develop new mines. With Minco's long-standing western mining
companies currently operating in China, it continues to pursue quality projects.
To further optimize the Company's property portfolio, the Company has reviewed
several good precious metal projects and more are to be evaluated throughout
year 2000.
Financial Activity
As of June 30, 2000, the Company spent a total of $318,265 on its properties in
China. Overall administrative expenses were $440,703 for the first six months of
year 2000 compared to $506,627 for the same period of 1999. The decrease
reflects a lower legal and filing, office and staffing expenses, property
investigation costs, which were partially offset by increases in investor
relations and accounting costs associated with the Company's on-going filing of
Form 20-F with the US Securities & Exchanges Commissions.
For this reporting period, management fees totaled $22,406 compared to $16,273
in 1999. In addition, the Company paid expenses of $45,165 to its directors or
corporations controlled by them, compared to the paid expenses of $67,460 for
the comparable period of 1999.
The outstanding warrants of 1,600,000 shares with an exercise price of $2.00
lapsed subsequent to the expiry date of June 30, 2000.
