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 September 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 nine months ended
September 30, 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
ELLIS FOSTER
CHARTERED ACCOUNTANTS
1650 West 1st Avenue
Vancouver, BC Canada V6J 1G1
Telephone: (604) 734-1112 Facsimile: (604) 714-5916
E-Mail: [email protected]
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NOTICE TO READER
We have compiled the consolidated balance sheet of Minco Mining & Metals
Corporation as at September 30, 2000 and the consolidated statements of
operations and deficit 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"
November 16, 2000 Chartered Accountants
-------------------------------------------------------------------------------
EF A partnership of incorporated professionals
An independently owned and operated member of Moore Stephens North America
Inc., a member of Moore Stephens International Limited
- members in principal cities throughout the world
<PAGE>4
MINCO MINING AND METALS CORPORATION
Consolidated Balance Sheet
September 30, 2000
(Unaudited - See Notice to Reader)
<TABLE>
<S> <C> <C>
2000 1999
------------- -------------
ASSETS
Current
Cash and cash equivalents $ 81,934 $ 63,282
Marketable securities 1,377,900 2,431,649
Funds restricted for mineral exploration -- 2,145
Accounts receivable 100,802 46,705
Prepaid expenses and deposits 35,496 81,624
------------- -------------
1,596,132 2,625,405
Mineral interests (Note 1) 2,195,908 2,256,507
Capital assets 151,588 296,265
------------- -------------
$ 3,943,628 $ 5,178,177
============= =============
LIABILITIES
Current
Accounts payable and accrued liabilities $ 277,463 $ 263,265
------------- -------------
SHAREHOLDERS' EQUITY
Share capital (Note 2) 10,286,933 10,175,833
Deficit (6,620,768) (5,260,921)
------------- -------------
3,666,165 4,914,912
------------- -------------
$ 3,943,628 $ 5,178,177
============= =============
</TABLE>
<PAGE>5
MINCO MINING AND METALS CORPORATION
Consolidated Statement of Operations and Deficit
Nine Months Ended September 30, 2000
(Unaudited - See Notice to Reader)
<TABLE>
<S> <C> <C>
2000 1999
------------- -------------
Interest and sundry income $ 37,500 $ 52,180
Mineral interest written off -- (4,590)
Expenses
Accounting and audit 55,526 57,937
Advertising 17,225 32,406
Amortization 39,659 68,502
Capital taxes -- 11,581
Conference 2,377 8,883
Donations 300 --
Investor and government relations 103,018 105,148
Investor relations - consulting 123,468 95,948
Legal 3,357 13,653
Listing, filing and transfer agents 14,300 19,761
Management fees 39,479 28,720
Office and miscellaneous 45,934 38,043
Printing -- 42,920
Property investigation -- 37,796
Rent 50,754 79,174
Salaries and benefits 39,160 56,246
Telephone 12,185 17,280
Travel and transportation 25,597 18,233
Foreign exchange loss 7,775 4,235
------------- -------------
580,114 736,466
------------- -------------
Net loss for the period (542,614) (688,876)
Deficit, beginning of period (6,078,154) (4,572,045)
------------- -------------
Deficit, end of period $ (6,620,768) $ (5,260,921)
============= =============
Loss per share $ (0.03) $ (0.04)
============= =============
Weighted average number of
common shares outstanding 16,320,652 16,056,911
============= =============
</TABLE>
<PAGE>6
MINCO MINING AND METALS CORPORATION
Consolidated Statement of Cash Flows
Nine Months Ended September 30, 2000
(Unaudited - See Notice to Reader)
<TABLE>
<S> <C> <C>
2000 1999
---------- -----------
Cash flows from (used in) operating activities
Net loss for the period $(542,614) $(688,876)
Adjustment for items not involving cash:
- amortization 39,659 68,502
- mineral interest written off -- 4,590
---------- -----------
(502,955) (615,784)
Deferred exploration costs (360,532) (606,504)
Change in non-cash working capital items:
- accounts receivable (7,919) (29,075)
- prepaid expenses and deposits 28,979 (17,607)
- marketable securities 553,733 148,181
- accounts payable and accrued liabilities (7,287) 123,711
---------- -----------
(295,981) (997,078)
---------- -----------
Cash flows from financing activities
Shares issued for cash, net of issuance costs 111,100 562,500
---------- -----------
Cash flows from (used in) investing activities
Acquisition of capital assets (1,409) (100,721)
Decrease in funds restricted
for mineral exploration -- 211,453
---------- -----------
(1,409) 110,732
---------- -----------
Decrease in cash and cash equivalents (186,290) (323,846)
Cash and cash equivalents, beginning of period 268,224 387,128
---------- -----------
Cash and cash equivalents, end of period $ 81,934 $ 63,282
========== ===========
</TABLE>
<PAGE>7
MINCO MINING & METALS CORPORATION
Notes to Consolidated Financial Statements
September 30, 2000
-------------------------------------------------------------------------------
(Unaudited - See Notice to Reader)
I. Mineral Interests
<TABLE>
<S> <C> <C> <C> <C>
1. Jan. 1, 2000
Deferred to Sept. 30 Deferred Deferred
Costs 2000 Costs Costs
Dec. 31 Exploration Sept. 30 Sept. 30
1999 Costs 2000 1999
------------ ------------- ----------- -----------
Emperor's Delight $ 100 $ -- $ 100 $ 111,097
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 51,938 1,359,917 1,191,995
Chapuzi 100 -- 100 330,218
Heavenly Mountains 436,519 -- 436,519 436,519
Inner Mongolia 90,378 308,594 398,972 51,675
------------ ------------- ----------- -----------
$1,835,376 $ 360,532 $2,195,908 $2,256,507
============ ============= =========== ===========
</TABLE>
2. Share Capital
(a) Authorized: 100,000,000 common shares without par value
(b) Issued:
<TABLE>
<S> <C> <C>
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
Share purchase warrants exercised at $1.60 per share 125,000 200,000
----------- ------------
Balance, September 30, 1999 and December 31, 1999 16,270,123 10,175,833
Share purchase warrants exercised at $1.01 per share 110,000 111,100
----------- ------------
Balance, September 30, 2000 16,380,123 $10,286,933
=========== ============
</TABLE>
(c) As at September 30, 2000 and September 30, 1999, 3,562,328 of the
shares issued are held in escrow, the release of which is subject to
the direction of the regulatory authorities.
<PAGE>8
MINCO MINING & METALS CORPORATION
Notes to Consolidated Financial Statements
September 30, 2000
--------------------------------------------------------------------------------
(Unaudited - See Notice to Reader)
2. Share Capital (continued)
(d) Stock options outstanding at September 30, 2000:
<TABLE>
<S> <C> <C> <C>
Number of Underlying Exercise Price
Options Shares Per Option Expiry Date
----------- ---------- --------------- -----------------
826,100 826,100 $1.41 March 5, 2006
215,500 215,500 $1.41 June 20, 2007
97,300 97,300 $1.41 October 8, 2006
97,300 97,300 $1.41 March 6, 2007
75,000 75,000 $1.20 February 4, 2001
75,000 75,000 $1.41 February 4, 2001
150,000 150,000 $1.65 July 16, 2006
100,000 100,000 $1.20 December 1, 2006
100,000 100,000 $2.00 December, 2006
----------- ----------
1,736,200 1,736,200
=========== ==========
</TABLE>
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 $ 67,556 $ 74,671
Deferred exploration costs 42,228 48,897
--------- ---------
$109,784 $123,568
========= =========
(b) Account payable of $51,632 (1999 - $51,914) 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 September 30, 2000
Project Activity
For the first nine months, the Company's project activity focused on exploration
of the White Silver Mountain polymetallic project in Gansu Province, and Gobi
Gold Project in Inner Mongolia, China. The exploration costs for the period
totaled $360,532 with $308,594 spent on Gobi Gold Project, $51,938 went to White
Silver Mountain project.
Four significant geophysical anomalies have been identified through this year's
field program on its Gobi Gold Project located in Inner Mongolia, China.
The year 2000 program included the geological investigation of eight individual
areas within the license, and a detailed follow-up over the area surrounding the
Zhalazhaga deposit. This follow-up program consisted of:
o detailed magnetometer surveying and geological mapping over an area of 20
square kilometers including an area with a known deposit and its
extensions;
o drill core logging of 2,000 meters of core drilled by Minco's Chinese
partner on the Zhalazhaga deposit.
Four significant magnetic anomalous areas have been identified through the
follow-up program. The areas, peripheral to the contact zones of intrusive
centers and at the intersection of faults, are very prospective for
skarn-related gold mineralization similar to that seen at the Fortitude deposits
in Nevada.
Minco has started a detailed geological mapping program, headed by Carlin
District specialist Dr. Allan Juhas, over the anomalous areas. Results will be
released late this year.
Minco has the right to earn a 75% equity interest on the Gobi project by
spending US $2.5 million over four years. The concession is located on the
Eastern extension of the Tian Shan Gold Belt, which hosts significant
world-class, sediment hosted gold deposits such as the Murantau and Kumtor
depostits in neighboring Kryrgyztan to the west.
For the White Silver Mountain project, underground drill stations have been
established to test the down dip extensions of the known massive sulphide
mineralization in the Xiaotieshan Mine, both east and west of the areas drilled
in 1999 and 2000. The current drilling program consists of a minimum of 5 holes.
The first hole, collared on Section 9500 E, has been started.
Additionally, approximately 200 line kilometers of ground geophysics (pulse EM)
have been completed on lines spaced 200 meters apart over the area of felsic
volcanics prospective for the occurrence of volcanogenic massive sulphide
deposits. This was the first test of this VMS district using modern geophysical
<PAGE>10
techniques. A number of significant anomalies have been identified which
correspond to favourable surface indicators, such as alteration zones,
exhalative horizons and malachite mineralization. A complete report from the
geophysical consultant, G. Lambert, who supervised the survey, is expected in
about two months. A surface drill program will be required to evaluate this
data.
Financial Activity
As to September 30, 2000, the Company spent a total of $360,532 on its
properties in China. Overall administrative expenses were $580,114 for the first
nine months of year 2000 compared to $736,466 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 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 $67,556 compared to $74,671
in 1999. In addition, the company paid expenses of $42,228 to its directors or
corporations controlled by them, compared to the paid expenses of $48,897 for
the comparable period of 1999.
The outstanding warrants of 1,600,000 shares with an exercise price of $2.00
have lapsed subsequent to the expiry date of June 30, 2000.
During this period the Company announced that Theodore H. Konyi has resigned as
a director of the Company due to other business commitments. The Board of
Directors would like to thank him for his valuable input, advice and
contribution and wishes him well in his future endeavors.
