U.S. 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: April 6, 2000
VEGA-ATLANTIC CORPORATION
(Exact name of small business issuer as specified in its charter)
COLORADO
(State or other Jurisdiction as Specified in Charter
00-27845 84-1304106
(Commission file number) (I.R.S. Employer Identification No.)
4600 South Ulster Street
Suite 240
Denver, Colorado 80237
(Address of Principal Executive Offices)
(800) 721-0016
(Issuer's telephone number)
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Items 1 through 4, 6 and 8 not applicable.
Item 5. Other Events
Reference is made to the press release issued to the public by Registrant
on April 6, 2000, the text of which is attached hereto as Exhibit 99.1, for a
description of the events reported pursuant to this Form 8-K.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
Not Applicable.
(b) Pro Forma Financial Information.
Not Applicable.
(c) Exhibits.
99.1 Press Release dated April 6, 2000.
SIGNATURES
In accordance with 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, hereunto duly authorized.
VEGA-ATLANTIC CORPORATION
By: /s/ Grant Atkins
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Grant Atkins, President
By: /s/ Herb Ackerman
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Herb Ackerman, Secretary
VEGA-ATLANTIC CORPORATION (OTC BB-VGAA)
FOR IMMEDIATE RELEASE Denver, Colorado April 6, 2000
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VEGA-ATLANTIC ANNOUNCES TERMINATION OF
DISCUSSIONS REGARDING ACQUISITION OF GOLDEN CYCLE
On behalf of the Board of Directors, Vega-Atlantic Corporation (the "Company")
(symbol OTCBB: VGAA) announces that on April 5, 2000, the Company does not
consider the acquisition of 100% of the issued and outstanding shares of Golden
Cycle De Panama Inc., a corporation organized under the laws of the Republic of
Panama ("Golden Cycle") a probable event and thus has terminated discussions
with Golden Cycle.
On November 11, 1999, the Company entered into a letter of intent with Golden
Cycle regarding acquisition of 100% of the issued and outstanding shares of
Golden Cycle (the "Letter of Intent"). Golden Cycle owns a gold concession
consisting of approximately 11.58 square miles in the northern province of
Veraguas, Conception River Area, in the Republic of Panama.
The terms of the Letter of Intent provide that as a pre-condition to closing
such acquisition and the consummation of a formal agreement encompassing the
terms and provisions of the Letter of Intent, (i) the Company conduct to its
satisfaction due diligence required for assessment purposes on both hard rock
and alluvial based aspects of the concession, (ii) the Company receives
confirmation that Golden Cycle has complied with all tax and regulatory filings,
(iii) necessary approvals regarding the transaction are obtained as may be
required including shareholder approval, and (iv) delivery of financial
statements from Golden Cycle, including an inventory of all unencumbered assets
and reflecting no liabilities.
As of April 5, 2000, the Company does not consider Golden Cycle a probable
acquisition and has terminated discussions with Golden Cycle regarding its
acquisition based upon the results of the Company's due diligence. The Company's
due diligence has resulted in the determination that Golden Cycle is not able to
produce adequate corporate books and records, audited financial statements, nor
other requested documentation.
However, in the event Golden Cycle is able to produce in the future such
documentation and any other documentation the Company requires, management
believes that there is a possibility discussions and negotiations between the
Company and Golden Cycle may resume.
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Contact: Investor Relations E-mail: [email protected]
Website: vega-atlantic.com Phone: (800) 209-2260
SAFE HARBOR STATEMENT
Forward-looking statements in this release are made pursuant to the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
Investors are cautioned that such forward-looking statements involve risks and
uncertainties, including, without limitation, commodity prices of precious
metals and actual results differing materially from projections because of
geological factors, operation factors, government regulations or factors relied
upon from independent sources, may either negatively or positively impact
exploration or mining operations. Forward-looking statements involve known and
unknown risks and uncertainties that may cause the Company's actual results in
the future periods to differ materially from forecasted results. The Company
assumes no obligation to update the information in this release.
