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SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
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FORM 8-K
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report
(Date of earliest event reported): July 9, 1997
ConSil Corp.
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(Exact name of registrant as specified in its charter)
Idaho
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(State or other jurisdiction of incorporation)
0-4846-3 82-0288840
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(Commission File Number) (IRS Employer Identification No.)
6500 Mineral Drive
Coeur d'Alene, Idaho 83814-8788
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(Address of principal executive offices) (Zip Code)
(208) 769-4100
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Registrant's Telephone Number)
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Item 5. Other Events.
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On July 9, 1997, the Registrant issued the press release
attached hereto as Exhibit A, which is incorporated herein by this
reference.
Item 7. Financial Statements, Proforma Financial Information
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and Exhibits.
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Exhibit A - Press Release dated July 9, 1997.
SIGNATURE
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Pursuant to the requirements of Section 12 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.
ConSil Corp.
By: /s/ Cheryl A. Maher
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Name: Cheryl A. Maher
Title: Vice President - Finance
Dated: July 10, 1997
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EXHIBIT A
ConSil Corp.
[ConSil Logo] Suite 304
9323 N. Government Way
Hayden, ID USA 83835
NEWS RELEASE
- ------------ NASDAQ BB CSLV - VSE CS
Ralph Noyes, President Terry Swanger
T 208 769-7610 Investor Relations
F 208 762-1015 T 509 533-677
For Immediate Release: July 9, 1997
Agreements Finalized Pending Closing Conditions--Development
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Results
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ConSil Corp. announces that ConSil and Minas la Colorada S.A. de
C.V. (MLC) have signed detailed purchase agreements under which
ConSil is purchasing the assets of MLC. Under the terms of the
agreements, the principals of MLC, Messrs. Ramon Davila and Jaime
Gutierrez (the MLC shareholders), will receive 4,000,000 common
shares of ConSil, in return for the sale of the assets of MLC to
ConSil. ConSil will also assume $3,000,000 debt of MLC. ConSil
will not be issuing any new common shares as part of this
transaction. Instead, as previously announced, the shares will be
provided by Hecla Mining Co., who entered into an agreement with
ConSil whereby ConSil granted to Hecla a right of first opportunity
to participate in ConSil's Mexican properties in the event ConSil
wishes to attract a senior partner in any specific project.
Included in the agreements is a provision that the MLC shareholders
will become members of ConSil's board of directors on closing. The
MLC shareholders and Hecla have agreed that they will in future
vote their respective shares for each others nominees to ConSil's
board of directors. Finally, the MLC shareholders and Hecla have
granted each other preferential rights of purchase for any ConSil
shares either of them may wish to sell.
Closing of the transaction is subject to approval of the Vancouver
Stock Exchange and ConSil completing a financing raising not less
than $6,000,000 by August 1, 1997.
At closing, a ConSil subsidiary, Puente de Plata S.A. de D.V.,
literally Silver Bridge, Inc., will hold the mining concessions of
MLC. Puente de Plata, and an operating company, Cerro de Plata
S.A. de C.V., will combine the assets, the Mexican business,
managerial, and technical skills of the founders and key staff of
MLC, with the complimentary skills, and public market presence of
the ConSil Corp., Ramon Davila, founder of Minas la Colorada, and
(page 1 of 3)
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CONSIL CORP.
NEWS RELEASE
Page 2 of 3
Ralph Noyes, President of ConSil, believe no other mining and
exploration company operating in Mexico has created such a blend of
assets, management backgrounds and skills, and has truly "bridged"
the cultures as has the combination of Minas la Colorada and
ConSil.
ConSil's main goal after the closing is to expand production from
the active mines, and explore the known silver bearing veins near
the mines. The mine development, production expansion, and mine
area exploration budget of approximately $8,000,000 (US) will be
used to develop the two main underground mines, Candelaria and
Recompensa. This mine plan, based upon the last audited ore
reserves and recent development results, will increase the current
production of 243,000 ounces of silver in 1996 to 1,750,000 ounces
of silver in 1999. At this production level, both the cash and
full cost per ounce of silver produced is projected to be under
$3.00 per ounce.
ConSil plans the systematic exploration of the eleven known
mineralized breccia pipes of the district, one of which has had
recent production. ConSil also intends to acquire additional
Chalchihuites district properties, and other Mexican silver
opportunities.
Since the October 1996 Watts, Griffis and McQuat (WGM) technical
review of the properties on behalf of ConSil's due diligence, MLC
has continued to develop the ore bodies in the two mines. The
deepest level of the Candelaria mine, the 295 meter level, was
mined for approximately one kilometer of the four kilometer strike
length of the Candelaria-No Conocida vein system. MLC has now
developed 300 meters of the vein on th 320 meter level. On this
level this part of the vein averages 1.8 meters wide, compared to
0.80 meters wide on the 295 meter level. Undiluted vein assays
have increased from 14 ounces per ton silver to 19 ounces per ton
silver. Both vein grades and widths on the 320 meter level have
improved over expectations.
In the Recompensa Mine development has progressed 150 meters on
strike of the vein on the 70 meter level. Silver grade has
increased from about 10 ounces per ton to about 12.5 ounces per
ton. In places the vein has increased from its expected width of
approximately one meter to as much as eight meters. In Mina
Recompensa, the vein system being developed is thought to be part
of the 1.5 kilometer long Canoas-Recompensa-Amolillo-Palomas vein
system. Current development results have increased our optimism
about the potential of this vein system to hold larger tonnages.
(page 2 of 3)
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CONSIL CORP.
NEWS RELEASE
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At the Sombrerete Project, ConSil ad Grupo Catorce have extended
the agreement deferring ConSil's obligations (under which ConSil is
exploring the Sombrerete property), until August 31, by which time
the closing of the acquisition of Minas la Colorada is expected to
be complete.
This news release contains forward looking information. Such
forward looking statements which are not historical facts, such as
ore reserves estimates, anticipated production, sales, revenues,
costs, or discussions of goals, involve a number of risks and
uncertainties that could cause actual results to differ materially
from those projected. These risks and uncertainties include, but
are not limited to, metal price volatility, volatility of metals
production; and project development, ore reserve estimates, and
cost engineering estimate risks. See the company's Form 10-K and
10-Q reports for a more detailed discussion of factors that may
impact expected results.
The company trades on the Vancouver Stock Exchange (CS) and the
NASDAQ Bulletin Board (CSLV).
On behalf of the Board of Directors
Ralph R. Noyes, President
The Vancouver Stock Exchange neither approves or disapproves the
information contained in this news release.
For further information, please contact: Terry Swanger 509 533-
6771.
(page 3 of 3)
