INTERNATIONAL URANIUM CORP
6-K, 1998-08-20
MISCELLANEOUS METAL ORES
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<PAGE>   1
                                    FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                        Report of Foreign Private Issuer
                        Pursuant to Rule 13a-16 or 15d-16
                     of the Securities Exchange Act of 1934


For the month of August, 1998      
                  

                        International Uranium Corporation
                 (Translation of registrant's name into English)

    Independence Plaza, Suite 950, 1050 Seventeenth Street, Denver, CO 80265
                    (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
                     ---                               ---

If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12q3-2(b): 82-           .
                                    ----------

<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.

                                           International Uranium Corporation
                                         -------------------------------------
                                                     (Registrant)

Date:  August 20, 1998                   By: /s/ EARL E. HOELLEN
     ------------------                     --------------------------------
                                               Earl E. Hoellen, President


<PAGE>   3

                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT 
NUMBER                          DESCRIPTION
- -------                         -----------
<S>                             <C>  
  99.1                          Press Release dated August 20, 1998.

  99.2                          Quarterly Report to Shareholders for the quarter
                                ended June 30, 1998.
</TABLE>



<PAGE>   1
                                                                    EXHIBIT 99.1

AUGUST 20, 1998 (IUC - TSE) ... INTERNATIONAL URANIUM CORPORATION ANNOUNCES
THIRD QUARTER RESULTS ... INTERNATIONAL URANIUM CORPORATION ("IUC") is pleased
to announce net after-tax earnings of U.S. $194,459 for the third fiscal quarter
ending June 30, 1998. This brings IUC's net income through the nine months of
fiscal 1998 to U.S. $1,749,462 or approximately U.S. $0.03 per share.

Total revenues through June 30, 1998 were U.S. $30,410,005 while the total cost
of revenues were U.S. $26,500,430, resulting in a gross profit of U.S.
$3,909,575. Uranium sales make up U.S. $19,890,300 of the total year-to-date
sales, while processing fees and tantalum sales from IUC's alternate feed
activities make up the remaining U.S. $10,519,705 of revenues. Included in the
year-to-date results were U.S. $5,347,500 of uranium sales at a cost of U.S.
$4,217,187 that were completed during the third quarter ending June 30, 1998. A
significant amount of the gross profit from this quarter's sales resulted from
the delivery of uranium produced from alternate feed at costs significantly less
than current market prices. As of June, 1998, IUC had net working capital of
U.S. $22,075,253 (U.S. $0.34 per share), of which U.S.$9,028,904 was made up of
cash and cash equivalents.

Through the third fiscal quarter, IUC continued to make progress in the three
main areas of its business plan: mining operations, alternate feed processing
and mineral exploration. In the area of mining operations, IUC continued to ramp
up production from its two operating mines in the Colorado Plateau district of
western Colorado and eastern Utah. To date, in excess of 25,000 tons of ore
containing approximately 118,000 pounds of recoverable uranium and approximately
680,000 pounds of recoverable vanadium have been produced from these mines. IUC
is pleased that its mining operations have been under budget and that the grades
of both uranium and vanadium have been in excess of original predictions. IUC
also continued to buy ore from independent mining operations in the Colorado
Plateau district through its ore purchase program. To date, the amount of ore
purchased from these independent miners has been lower than originally
anticipated due to delays in these operators completing the required development
work to commence mining from their properties and obtaining the necessary
regulatory permits. As a result, IUC's conventional mill run at its White Mesa
Mill is now expected to commence in the first calendar quarter of 1999.

The White Mesa Mill continued its alternate feed processing activities during
the third quarter with a full work force in place. The current alternate feed
run involves the processing of ores containing uranium and tantalum. Due to the
complexity of the ore in this particular run, IUC had to make various design and
engineering modifications which were completed in July. IUC also favourably
renegotiated the terms under which it is to complete the processing of this ore
with the parties associated with this transaction. As a result of these efforts,
processing of this uranium and tantalum bearing ore recommenced during August
and is expected to be completed by the end of October. During the third quarter,
IUC successfully negotiated two other alternate feed contracts which, subject to
certain regulatory approvals, should result in the production of uranium at
prices significantly below current market prices. One of these contracts is for
the processing of uranium bearing materials from a former weapons processing
facility of the U.S. government. This is particularly noteworthy as it marks the
first time that the U.S. government has recycled this type of material to
recover valuable uranium that would otherwise be lost through direct disposal.
IUC remains convinced that production of uranium from materials that are
essentially a waste product will be a growing, profitable and environmentally
preferred business for the future.


<PAGE>   2

IUC's Mongolian enterprise, the Gurvan Saihan Joint Venture, continued its
exploration drilling program and leach amenability testing during the quarter.
Through the period, approximately 29,000 metres of drilling were completed out
of a total 55,000 metre program scheduled for calendar year 1998. While some of
this drilling is reconnaissance type in two of the Joint Venture's 12
exploration areas, most of the drilling has been concentrated in the Hairhan
area, where the Joint Venture delineated a 10 million pound uranium deposit last
year. The leach amenability test, a precursor to running a pilot production
operation is also being conducted in this area. IUC continues to be pleased with
results from its Mongolian activities, although future development of this
operation will continue to be dependent upon the prospects for higher uranium
prices.



<PAGE>   1
                                                                    EXHIBIT 99.2

REPORT TO SHAREHOLDERS

International Uranium Corporation's (the "Company's") net income for the third
fiscal quarter ending June 30, 1998 was $194,459. This brings the Company's net
income through nine months of fiscal 1998 to $1,749,462 or approximately $0.03
per share (Cdn$0.04 per share). The Company continues to enjoy a strong
financial position, with net working capital of $22,075,253, or $0.34 per share
(Cdn$0.49 per share) and no debt financing. Details on the Company's financial
performance are discussed below.

Through the third fiscal quarter, the Company made progress in the three main
areas of its business plan; mining operations, alternate feed processing and
mineral exploration. In the area of mining operations, the Company continued to
ramp up production from its two operating mines in the Colorado Plateau district
of western Colorado and eastern Utah. To date, in excess of 25,000 tons of ore
containing approximately 118,000 pounds of recoverable uranium and approximately
680,000 pounds of recoverable vanadium have been produced from these mines. The
Company is pleased that its mining operations have been under budget and that
the grades of both uranium and vanadium have been in excess of original
predictions. Even with a relatively weak market for uranium, the Company
currently estimates that uranium and vanadium produced from these ores will be
at a total cost below the current market prices for these commodities. The
Company is evaluating the feasibility of bringing other mines into production in
this area, particularly in light of a strong vanadium market.

In addition to production from its own mines, the Company continued to buy ore
from independent mining operations in the Colorado Plateau district through its
ore purchase program. To date, the amount of ore purchased from these
independent miners has been lower than originally anticipated. This has been due
to delays in these operators obtaining the necessary regulatory permits as well
as delays in completing the required development work to commence mining from
their properties. While the results of the ore purchase program have been
disappointing so far, the Company still believes that ore supplied from these
independent operators will increase and will be a significant source of uranium
and vanadium production. However, as a result of the reduced tonnages from the
independents, the Company now believes that its conventional mill run will now
commence in the first calendar quarter of 1999.

The White Mesa Mill continued its alternate feed processing activities during
the third quarter with a full work force in place. The current alternate feed
run involves the processing of ores containing uranium and tantalum. Due to the
complexity of the ore in this particular run, the Company had to make various
process design and engineering modifications, which were completed during June
and July. The Company also favorably renegotiated the terms under which it is to
complete the processing of this ore with the parties associated with this
transaction. As a result of these efforts, processing of this uranium and
tantalum bearing ore recommenced during August and is expected to be completed
by the end of October.

The Company continued to develop its alternate feed business during the quarter,
successfully negotiating two other alternate feed transactions which should
result in the production of uranium at prices significantly below current market
prices. One of these transactions is for the processing of uranium bearing
materials from a former weapons processing facility of the U.S. government.


<PAGE>   2



This is particularly noteworthy as it marks the first time that the U.S.
government has recycled this type of material to recover valuable uranium that
would otherwise be lost through direct disposal. While certain regulatory
hurdles will need to be met, the Company continues to remain convinced that
production of uranium from materials that are essentially a waste product will
be a growing, profitable and environmentally preferable business for the future.

The Company's Mongolian enterprise, the Gurvan Saihan Joint Venture, continued
its exploration drilling program and leach amenability testing during the
quarter. Through the period, approximately 29,000 meters of drilling were
completed out of a total 55,000 meter program scheduled for calendar year 1998.
While some of this drilling is reconnaissance type in two of the Joint Venture's
12 exploration areas, most of the drilling has been concentrated in the Hairhan
area, where the Joint Venture delineated a 10 million pound uranium deposit last
year. The leach amenability test, a precursor to running a pilot production
operation, is also being conducted in this area. The Company continues to be
pleased with results from its Mongolian activities, although future development
of this operation will continue to be dependent upon the prospects for higher
uranium prices.

The uranium market was extremely quiet during the period, with very little
material moving through the spot market. As a result, uranium prices were
stable, ending the period at $10.75 per pound, unchanged from the previous
quarter. However, the market was anticipating downward pressure on uranium
prices, principally as a result of the announcement that USEC, Inc. expected to
sell up to 62 million pounds of uranium between 1999 and 2005 that they received
from the US Department of Energy (the "DOE"). While USEC indicated that they
would sell this material through long term contracts, the prospect of such sales
may have a negative impact on future spot uranium prices.

As a result of the disclosure of the transfers of uranium from the DOE to USEC,
the Uranium Producers of America (the "UPA"), a trade association of US uranium
production companies, including the Company, filed a suit against the DOE for
making these transfers of uranium in violation of US law. The UPA seeks to have
any uranium illegally transferred to USEC retrieved by DOE.

FINANCIAL REVIEW

Total revenues through June 30, 1998 were $30,410,005, while the total cost of
revenues were $26,500,430, resulting in a gross profit of $3,909,575. Uranium
sales make up $19,890,300 of the total year-to-date revenues, while processing
fees and tantalum sales from the Company's alternate feed activities make up the
remaining $10,519,705 of revenues. Year-to-date cost of uranium sales were
$17,880,753, while processing costs relating to alternate feeds totalled
$8,619,677, resulting in a gross profit of $2,009,547 for uranium sales and
$1,900,028 for alternate feed processing activities. Included in the
year-to-date results were $5,347,500 of uranium sales at a cost of $4,217,187
that were completed during the quarter ending June 30, 1998. A significant
amount of the gross profit from this quarter's sales resulted from the delivery
of uranium produced from alternate feed at costs significantly less than current
market prices.

Year-to-date office and administrative costs were $2,720,388, while net interest
and other income totalled $1,007,475, resulting in income before taxes of
$2,196,662. The provision for income taxes was $447,200, resulting in net income
of $1,749,462.


<PAGE>   3


Year-to-date, the Company has invested $3,047,916 in properties, plant and
equipment, and $2,093,710 in its exploration properties. Of these amounts,
$2,122,774 represents expenditures in Mongolia through the Company's interest in
the Gurvan Saihan Joint Venture. As of June 30, 1998, the Company had net
working capital of $22,075,253, of which $9,028,904 was made up of cash and cash
equivalents.


<PAGE>   4

                       INTERNATIONAL URANIUM CORPORATION
                          CONSOLIDATED BALANCE SHEETS
                      (UNITED STATES DOLLARS) (UNAUDITED)


<TABLE>
<CAPTION>
                                                                JUNE 30       SEPTEMBER 30
                                                                 1998             1997
                                                              -----------     ------------
<S>                                                           <C>             <C>         
ASSETS
 Current assets:
 Cash and cash equivalents                                    $ 9,028,904     $ 13,953,355
 Marketable securities                                             22,628           39,978
 Trade receivables                                              3,201,963           63,198
 Inventories                                                   11,477,940       10,113,853
 Notes receivable                                                      --        4,791,513
 Favorable uranium sales contracts                                729,730        1,270,270
 Other                                                          1,192,401          433,497
                                                              -----------     ------------
                                                               25,653,566       30,665,664
 
 Properties, plant and equipment, net                          13,148,977       10,858,679
 Exploration properties                                         8,357,806        6,191,525
 Notes receivable                                                 203,934          206,142
 Restricted marketable securities                               8,326,861        7,945,356
 Favorable uranium sales contracts, net of current portion             --          729,730
 Goodwill                                                         580,142          603,243
                                                              -----------     ------------
                                                              $56,271,286     $ 57,200,339
                                                              ===========     ============

LIABILITIES
 Current liabilities:
 Accounts payable and accrued liabilities                     $ 2,063,908     $    961,865
 Inventory purchases                                                   --        5,050,000
 Notes payable                                                      9,883            9,537
 Due to related parties                                                --          150,399
 Deferred revenue                                               1,504,522          210,185
                                                              -----------     ------------
                                                                3,578,313        6,381,986
 
 Notes payable, net of current portion                             11,245           19,962
 Reclamation obligations                                       13,265,700       13,265,700
 Deferred income taxes                                            133,875               --
                                                              -----------     ------------
                                                               16,989,133       19,667,648
                                                              -----------     ------------
 
SHAREHOLDERS' EQUITY
 Share capital                                                 37,513,997       37,513,997
 Retained earnings                                              1,768,156           18,694
                                                              -----------     ------------
                                                               39,282,153       37,532,691
                                                              -----------     ------------
                                                              $56,271,286     $ 57,200,339
                                                              ===========     ============
</TABLE>

ON BEHALF OF THE BOARD



Earl E. Hoellen, Director                              Lukas H. Lundin, Director


<PAGE>   5

                       INTERNATIONAL URANIUM CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                             AND RETAINED EARNINGS
                      (UNITED STATES DOLLARS) (UNAUDITED)


<TABLE>
<CAPTION>
                                               NINE MONTHS     PERIOD FROM
                                               ENDED           INCORPORATION
                                               JUNE 30         ON OCTOBER 3 1996
                                               1998            TO JUNE 30 1997
                                               -----------     -----------------
<S>                                            <C>             <C>              
Revenues
 Uranium sales revenue                         $19,890,300     $              --
 Process milling fees                           10,519,705                    --
                                               -----------     -----------------
  Total revenue                                 30,410,005                    --
                                               -----------     -----------------
Cost of revenues
 Uranium cost of sales                          17,880,753                    --
 Process milling expenditures                    8,272,872                    --
 Depreciation                                      346,805
                                               -----------     -----------------
  Total cost of revenues                        26,500,430                    --
                                               -----------     -----------------

Gross profit                                     3,909,575                    --
                                               -----------     -----------------

Operating and administrative expenses
 Selling, general and administrative             2,612,206               403,309
 Depreciation and amortization                     108,182                 3,052
                                               -----------     -----------------
                                                 2,720,388               406,361
                                               -----------     -----------------

Operating income (loss)                          1,189,187              (406,361)

 Net interest and other income                   1,007,475               368,913
                                               -----------     -----------------
Net income (loss) before taxes                   2,196,662               (37,448)

 Provision for income taxes                        447,200                    --
                                               -----------     -----------------
NET INCOME (LOSS) FOR THE PERIOD                 1,749,462               (37,448)

 Retained earnings, beginning of period             18,694                    --
                                               -----------     -----------------
RETAINED EARNINGS (DEFICIT), END OF PERIOD     $ 1,768,156     $         (37,448)
                                               ===========     =================


Net income per common share                    $      0.03     $              --
                                               ===========     =================
</TABLE>

<PAGE>   6
                       INTERNATIONAL URANIUM CORPORATION
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                      (UNITED STATES DOLLARS) (UNAUDITED)

<TABLE>
<CAPTION>
                                                                NINE MONTHS       PERIOD FROM
                                                                ENDED             INCORPORATION
                                                                JUNE 30           ON OCTOBER 3 1996
                                                                1998              TO JUNE 30 1997
                                                                ------------      -----------------
<S>                                                             <C>               <C>               
CASH PROVIDED BY (USED IN):

OPERATING ACTIVITIES

Net income (loss) for the period                                $  1,749,462      $         (37,448)
 Items not affecting cash
 Depreciation and amortization                                       454,987                  3,052
 Amortization of uranium sales contract purchase cost              1,270,270                     --
 Increase in deferred revenue                                      1,294,337                     --
 Increase in deferred income taxes                                   133,875                     --
                                                                ------------      -----------------
                                                                   4,902,931                (34,396)

Changes in non-cash working capital items
 Decrease in marketable securities                                    17,350                     --
 Increase in trade receivables                                    (3,138,765)               (57,698)
 Increase in inventories                                          (1,110,926)            (3,136,555)
 Increase in other current assets                                   (758,904)              (239,699)
 Decrease in liability for inventory purchase                     (5,050,000)                    --
 Increase in other accounts payable and accrued liabilities        1,102,042              1,093,895
 (Decrease) increase in due to related parties                      (150,398)               160,458
                                                                ------------      -----------------
 NET CASH USED BY OPERATIONS                                      (4,186,670)            (2,213,995)
                                                                ------------      -----------------

EXPLORATION, DEVELOPMENT
AND INVESTMENT ACTIVITIES

 Acquisition of Energy Fuels, net of cash received                        --            (10,081,071)
 Acquisition of Thornbury Capital Corp, net of cash received              --               (673,282)
 Properties, plant and equipment                                  (3,047,916)              (902,412)
 Exploration properties                                           (2,093,710)              (819,138)
 Notes receivable                                                         --               (743,044)
 Collection of notes receivable                                    4,793,721                597,102
 Increase in restricted marketable securities                       (381,505)            (7,718,354)
                                                                ------------      -----------------
 NET CASH USED IN INVESTMENT ACTIVITIES                             (729,410)           (20,340,199)
                                                                ------------      -----------------

FINANCING ACTIVITIES

 Common shares issued for cash, net                                       --             36,690,454
 Common shares issued on amalgamation                                     --                823,543
 Payment of notes payable                                             (8,371)                (1,057)
                                                                ------------      -----------------
 NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES                  (8,371)            37,512,940
                                                                ------------      -----------------

(Decrease) Increase in cash and cash equivalents                  (4,924,451)            14,958,746
Cash and cash equivalents, beginning of period                    13,953,355                     --
                                                                -----------       -----------------
CASH AND CASH EQUIVALENTS, END OF PERIOD                        $  9,028,904      $      14,958,746
                                                                ============      =================
</TABLE>


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