<PAGE> 1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------------------------
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended MARCH 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 1-8488
CAMPBELL RESOURCES INC.
(Exact Name of registrant as specified in its charter)
Under the Canada Business Corporations Act
(Jurisdiction of Incorporation)
I.R.S. Employer Identification No - Not Applicable
120 ADELAIDE ST. WEST, SUITE 1910
TORONTO, ONTARIO M5H 1T1 CANADA
TELEPHONE - (416) 366-5201
(Address, including zip code, and telephone number including area code of
registrants principal executive offices)
----------------------------------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing requirements
for the past 90 days. YES X NO
--- ---
Indicate the number of shares outstanding of each of issuer's classes of common
stock, as of the latest practicable date.
Shares Outstanding as of March 31,1997, 150,387,394 Common Shares,
without par value
================================================================================
<PAGE> 2
CAMPBELL RESOURCES INC.
Table of Contents
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Unaudited Consolidated Balance Sheets as at March 31, 1997 and
December 31, 1996................................................................ 3
Unaudited Consolidated Statements of Income for the Three Months
Ended March 31, 1997 and 1996.................................................... 4
Unaudited Consolidated Statements of Retained Earnings for the Three
Months Ended March 31, 1997 and 1996............................................. 4
Unaudited Consolidated Statements of Cash Flows for the Three Months Ended
March 31, 1997 and 1996.......................................................... 5
Notes to the Unaudited Consolidated Financial Statements ........................ 6
ITEM 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations ....................................................... 10
PART II. OTHER INFORMATION:
ITEM 1. Legal Proceedings................................................................ 13
ITEM 2. Changes in Securities............................................................ 13
ITEM 3. Defaults Upon Senior Securities.................................................. 13
ITEM 4. Submission of Matters to a Vote
of Security Holders.............................................................. 13
ITEM 5. Other Information................................................................ 13
ITEM 6. Exhibits and Reports on Form 8-K................................................. 13
SIGNATURES....................................................................... 14
</TABLE>
2
<PAGE> 3
CAMPBELL RESOURCES INC.
(Incorporated under the laws of Canada)
UNAUDITED CONSOLIDATED BALANCE SHEETS
(Expressed in thousands of Canadian dollars)
<TABLE>
<CAPTION>
MARCH 31 December 31
1997 1996
-------------------------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and short-term deposits $ 48,109 $ 55,302
Receivables 8,179 8,270
Inventories 9,093 9,134
Prepaids 751 749
------------------------
Total current assets 66,132 73,455
------------------------
OTHER ASSETS 1,085 1,271
------------------------
NATURAL RESOURCE PROPERTIES 159,373 149,879
Less accumulated depreciation and amortization (62,745) (59,307)
------------------------
96,628 90,572
------------------------
Total assets $163,845 $165,298
========================
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 4,385 $ 5,504
Accrued liabilities 2,800 2,337
Income taxes payable 86 94
------------------------
Total current liabilities 7,271 7,935
------------------------
OTHER LIABILITIES 881 881
CONVERTIBLE DEBENTURES (Note 3) 7,740 7,657
DEFERRED MINING TAXES 6,667 6,767
SHAREHOLDERS' EQUITY
Capital stock (Note 2) 120,709 118,605
Foreign currency translation adjustment (342) (248)
Retained earnings 20,919 23,701
------------------------
Total shareholders' equity 141,286 142,058
------------------------
Total liabilities and shareholders' equity $163,845 $165,298
========================
</TABLE>
Commitments and contingencies (Note 4)
3
<PAGE> 4
CAMPBELL RESOURCES INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
(Expressed in thousands of Canadian dollars except per share amounts)
<TABLE>
<CAPTION>
Three months ended
------------------
March 31
--------
1997 1996
---- ----
<S> <C> <C>
METAL SALES $12,289 $18,397
----------------------
EXPENSES
Mining 11,647 11,333
General administration 740 637
Depreciation and amortization 2,161 2,638
Exploration 1,065 562
----------------------
15,613 15,170
----------------------
Income (loss) from operations (3,324) 3,227
Other income (expense)
Interest income 671 569
Foreign exchange loss (31) (35)
Convertible debenture interest expense (149) (212)
----------------------
491 322
----------------------
Income (loss) before income taxes (2,833) 3,549
Income tax provision (51) 83
----------------------
NET INCOME (LOSS) $(2,782) $ 3,466
======================
EARNINGS (LOSS) PER SHARE $(0.019) $ 0.024
======================
</TABLE>
UNAUDITED CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
(Expressed in thousands of Canadian dollars)
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
Balance at beginning of period $23,701 $14,689
Net income (loss) (2,782) 3,466
----------------------
Balance at end of period $20,919 $18,155
======================
</TABLE>
4
<PAGE> 5
CAMPBELL RESOURCES INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of Canadian dollars)
<TABLE>
<CAPTION>
Three months ended
------------------
CASH PROVIDED BY (USED IN): March 31
--------
1997 1996
---- ----
<S> <C> <C>
OPERATING ACTIVITIES
Net income (loss) $ (2,782) $ 3,466
Items not involving cash
Depreciation and amortization 2,161 2,638
Deferred mining taxes (100)
Other 918 (121)
------------------------
197 5,983
Net change in non-cash operating working capital (534) (1,898)
------------------------
(337) 4,085
------------------------
FINANCING ACTIVITIES
Issues of capital stock 2,104 33,266
Reduction of convertible debentures (2,916)
------------------------
2,104 30,350
------------------------
INVESTMENT ACTIVITIES
Expenditures on natural resource properties (9,219) (1,991)
Acquisition of Cerro Quema gold project (13,160)
Decrease in other assets 186 217
------------------------
(9,033) (14,934)
------------------------
Effect of exchange rate change on cash
and short-term deposits 73 (53)
------------------------
Increase (decrease) in cash and short-term deposits (7,193) 19,448
Cash and short-term deposits at beginning of period 55,302 32,271
------------------------
Cash and short-term deposits at end of period $ 48,109 $ 51,719
========================
CHANGES IN NON-CASH WORKING CAPITAL
Receivables $ 91 $ (1,323)
Inventories and prepaids 39 (550)
Accounts payable (1,119) 36
Accrued liabilities 463 (31)
Income taxes payable (8) (30)
------------------------
$ (534) $ (1,898)
========================
</TABLE>
5
<PAGE> 6
CAMPBELL RESOURCES INC.
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED MARCH 31, 1997
(Tabular amounts are expressed in thousands of Canadian dollars)
1--GENERAL
These Unaudited Consolidated Financial Statements reflect all adjustments which
are, in the opinion of management, necessary to a fair statement of results for
the interim period presented. The unaudited financial statements presented
herein have been prepared in accordance with the instructions to Form 10-Q and
do not include all the information and note disclosures required by generally
accepted accounting principles for complete financial statements. For further
information, refer to the financial statements and related footnotes included in
the Company's annual report on Form 10-K for the year ended December 31, 1996.
The financial statements are prepared in accordance with accounting principles
generally accepted in Canada which, except as described in note 5, conform in
all material respects with accounting principles generally accepted in the
United States.
The results of operations for the first three months of the year are not
necessarily indicative of the results to be expected for the full year.
2--CAPITAL STOCK
Changes in the issued and outstanding common shares for the three months are as
follows (in thousands):
<TABLE>
<CAPTION>
1997 1996
--------------------- ---------------------
Shares Amount Shares Amount
------ ------ ------ ------
<S> <C> <C> <C> <C>
Common shares:
Balance at beginning of period 148,588 $118,605 124,466 $ 85,040
Issued:
Conversion of convertible debentures 4,474 2,916
Public issue for cash 18,000 28,708
Issued to CEMSA 1,770 2,071 730 1,256
Employee Incentive Plan and
Directors' Stock Option Plan 29 33 424 386
------- -------- ------- --------
Balance at March 31 150,387 $120,709 148,094 $118,306
======= ======== ======= ========
</TABLE>
In March, 1997, the Company issued 730,000 common shares from treasury at $1.17
per share as part of the final payment to purchase the right of first refusal to
acquire the Cerro Quema gold project in Panama. This right was purchased in
January, 1996 and exercised in March, 1996. In March, 1997 the Company also
issued 1,040,000 common shares from treasury at $1.17 per share as payment to
the former holder of the right of first refusal ("CEMSA") for the reduction in
the precious metals net smelter royalty on the Cerro Quema property from 3.5% to
2%.
As of March 31, 1997, in addition to the shares reserved for issuance under the
terms of the common share purchase warrants and convertible debentures there
were outstanding stock options under the Directors Stock Option Plan and the
Employee Incentive Plan to purchase 6,988,000 common shares at prices ranging
from $0.57 to $1.48 per share with such options expiring at various dates to
December 11, 2001.
Earnings per share have been calculated using the weighted average number of
shares outstanding during the three months which was 148,888,000 (1996 -
143,153,000).
6
<PAGE> 7
3 -- CONVERTIBLE DEBENTURES
In July 1994, the Company issued US$11,005,000 of 7.5% Convertible Subordinated
Debentures (Unsecured). The debentures are unsecured, bear interest at 7.5%
payable in arrears on June 1 and December 1 each year and mature on July 21,
2004. The debentures are convertible at the option of the holder into Common
Shares of the Company at any time prior to maturity at a conversion of US$0.50
per Common Share. The debentures are redeemable for cash at any time after the
fifth anniversary of the date of issue or, at the Company's option, may be
redeemed in Common Shares on the basis of one Common Share for each US$0.50 of
debenture principal being redeemed. The right of the Company to redeem the
debentures for cash or Common Shares is conditional on the average price of the
Common Shares exceeding US$0.50 during a period of 20 consecutive days prior to
notice of redemption. The Company may, at its option, repay the debenture at
maturity by issuing Common Shares of the Company at the conversion price of
US$0.50 per Common Share.
During the three months ended March 31, 1997, debenture holders converted nil
(1996 - US$2,237,000) of debenture principal into nil (1996 - 4,474,000) Common
Shares of the Company resulting in a balance outstanding at March 31, 1997 and
December 31, 1996 of US$5,591,000.
4--COMMITMENTS AND CONTINGENCIES
(a) At March 31, 1997 the Company's hedging program consisted of the
following:
<TABLE>
<CAPTION>
1997 1998 1999 2000 2001 2002
---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Gold (ounces):
Fixed forward contracts - amount 17,500
- average price (US$) $ 448
Puts (purchased) - amount 22,500 30,000 17,200 8,400
- average price (US$) $ 380 $ 405 $ 405 $ 405
Calls (sold) - amount 33,200 20,000
- average price (US$) $ 440 $ 440
Participating forwards - amount 25,000 20,000
- average price (US$) $ 434 $ 450
Copper (000's pounds):
Fixed forward contracts - amount 990 660
- average price (US$) $ 0.95 $ 0.95
</TABLE>
(b) At March 31, 1997 the Company had sold forward US$5,200,000 to purchase
Canadian dollars during 1997 at an average rate of Cdn$1.35 to the US
dollar.
(c) The Company's Joe Mann mine is subject to a graduated net smelter
return royalty increasing from 1.8% up to a gold price of Canadian $500
per ounce to 3.6% at a gold price of Canadian $625 per ounce.
(d) During 1996, the Company's Mexican subsidiary received import duty
assessments claiming the subsidiary's interest in certain pieces of
machinery and equipment with an approximate value of US$2,200,000 and
levying taxes, penalties, interest and inflationary adjustments for a
further Mexican pesos 9,200,000. The claim against the subsidiary's
assets and the additional amount payable arose as a result of the
subsidiary not presenting certain import documentation to tax
authorities by a prescribed date in connection with their audit of
imports of the claimed machinery and equipment during 1990 and 1991
when the mine was not owned by the Company. The Company, which has all
of the required documentation, has appealed the assessments and has not
provided for these amounts in the financial statements.
7
<PAGE> 8
(e) During 1991, a subsidiary of the Company entered into a corporate
restructuring and financing arrangement ("Arrangement") in which it
issued to a group of Canadian financial institutions $38,000,000 of
Guaranteed Subordinate Debentures and Notes ("Debentures") and
$12,000,000 of Guaranteed Non-Cumulative Redeemable Retractable
Preferred Shares ("Preferred Shares"). The Debentures are unsecured,
subordinate to all existing non-trade debt and future senior debt, bear
interest at varying rates, are repayable upon maturity in 2007, and
cannot be prepaid. The Preferred Shares are redeemable at any time at
an amount of $240,000 per Preferred Share, rank equally and parri passu
with the common shares for dividends when declared, and are retractable
in 2007. In order to secure the performance of the Debentures and
Preferred Shares the Company's subsidiary entered into an Interest Rate
and Currency Exchange Swap Agreement ("Swap Agreement") with a major
international bank. The Swap Agreement provides for the conversion of
one floating rate interest basis to another and for differences in the
timing of payments so as to match the interest payment requirements
under the Debentures, repay the Debentures upon maturity and retract
the Preferred Shares. All payments are denominated in Canadian dollars.
The Company's subsidiary placed Canadian dollar deposits with the
counterparty to the Swap agreement which deposits have been charged to
secure the performance under the Swap agreement. These deposits earn
interest at Canadian Bankers Acceptance rates. The Swap Agreement was
irrevocably assigned directly to the investors. Accordingly the bank is
the primary obligor under the Arrangement.
5--DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING
PRINCIPLES
The effect on the financial statements of differences between generally accepted
accounting principles (GAAP) in Canada and the U.S. is outlined below:
(a) Under Canadian GAAP the Company uses the deferral method of accounting
for deferred income taxes whereas under U.S. GAAP the liability method
is used. The effects on the consolidated statements of income of the
above differences are as follows:
<TABLE>
<CAPTION>
Three months ended March 31
1997 1996
------- --------
<S> <C> <C>
Net income (loss) under Canadian GAAP $(2,782) $ 3,466
Application of liability method under FAS 109 -- (1,220)
------- --------
Net income (loss) under U.S. GAAP $(2,782) $ 2,246
------- --------
Net income (loss) per share under U.S. GAAP $(0.019) $ 0.016
------- --------
</TABLE>
(b) Under Canadian GAAP, the issuance of common shares on the conversion of
convertible debentures and as part of the purchase consideration for
the acquisition of the Cerro Quema project and as consideration for the
reduction in the royalty thereon has been reflected as a financing
activity in the consolidated statements of cash flows. Under U.S. GAAP
these non-cash transactions would have been excluded from financing and
investing activities and disclosed in the notes to the financial
statements.
Included in cash and short-term deposits at March 31, 1997 are
investments of $22,680,000 (1996 - $20,717,000) with maturities on
acquisition of greater than 90 days. Under U.S. GAAP these investments
would not be included in cash and short-term deposits.
After adjusting for the above, for U.S. GAAP purposes the sources of
cash from financing activities would be $33,000 (1996 - $29,094,000),
the use of cash for investing activities would become a source of cash
of $19,785,000 (1996 - use of $32,324,000) and the decrease in cash and
short-term deposits would become an increase of $19,554,000 (1996 -
increase of $802,000). This would result in cash and short-term
deposits and short-term investments at March 31, 1997 of $25,429,000
and $22,680,000, respectively, at December 31, 1996
8
<PAGE> 9
of $5,875,000 and $49,427,000, respectively and at March 31, 1996 of
$33,073,000 and $20,717,000, respectively.
Additional disclosures required under U.S. GAAP with respect to the
Statements of Cash Flows are as follows:
<TABLE>
<CAPTION>
Three months ended March 31
---------------------------
1997 1996
---- ----
<S> <C> <C>
Cash taxes paid $161 $222
Cash interest paid $ 8 $ 7
</TABLE>
(c) Under U.S. GAAP the contingent liability disclosed in note 4 (e) would
be reflected in the balance sheet. Accordingly, for U.S. GAAP total
assets and liabilities would increase by $50 million. The increase in
assets represents investments (non-current) comprising Canadian dollar
payments under the Swap agreement and Canadian dollar deposits with the
counterparty to the Swap agreement. The liabilities (non-current)
represent the Guaranteed Subordinate Debentures and Notes of $38
million and the Guaranteed Non-Cumulative Redeemable Retractable
Preferred Shares of $12 million which would be included outside of
shareholders' equity.
(d) In accordance with Canadian GAAP, certain long-term foreign exchange
contracts are considered to be hedges of sales revenue denominated in
foreign currencies or the cost of goods to be purchased in foreign
currencies. Gains and losses related to changes in market values of
such contracts are deferred and recognized when the contract is settled
as part of sales revenue or the cost of purchased goods as appropriate.
Under U.S. GAAP, changes in the market value of the contracts would be
included in current earnings. The impact of this GAAP difference has
not been material during the reporting periods presented.
9
<PAGE> 10
CAMPBELL RESOURCES INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
MARCH 31, 1997
(all dollars are Canadian unless noted otherwise)
OVERVIEW
Lower scheduled gold production combined with lower gold prices in the first
three months of 1997 resulted in a net loss for the three months ended March 31,
1997 of $2.8 million or $0.019 per share, compared with net income of $3.5
million or $0.024 per share in the comparable period of 1996. Gold production
for the quarter was 25,520 ounces compared with 33,330 ounces in the first
quarter of 1996. The decrease is attributable to continued pre-stripping of the
Dora 2-B pit and, as expected, low quantities of ore from the first few benches.
Dependent on lead times for pit preparation being in line with the Company's
internal projections, Campbell continues to anticipate 1997 gold production of
approximately 125,000 ounces of gold.
REVENUE
Revenue from metal sales decreased 33% to $12.3 million in the first quarter of
1997 compared to $18.4 million in 1996. The decrease is primarily attributable
to the 23% decrease in gold production noted above combined with the 11%
decrease in the average price received for gold sales during the quarter
compared to the same quarter of 1996.
The average gold price received in the three months ended March 31, 1997 was
US$361 including US$7 of hedging gains compared to US$406 including US$5 of
hedging gains in the comparable period of 1996. The average Comex market price
was US$351 in the first quarter of 1997 compared to US$400 in 1996. The Company
has hedged approximately 25% of its 1997 gold production at a price of US$380
per ounce of gold. Campbell's general policy is to hedge up to 50% of its gold
production for up to two years, dependent on market conditions and capital
expenditure commitments.
Revenue from copper production increased to 4.8% of metal sales in the first
quarter of 1997 from 2.9% in 1996 due to the decrease in gold revenues. Copper
production remained relatively constant at 335,000 pounds compared to 359,000
pounds in 1996.
EXPENSES
Mining expense increased to $11.6 million in the first quarter of 1997 compared
to $11.3 million in the comparable period of 1996. The overall cash production
cost increased to US$321 per ounce of gold for the first quarter compared to
US$239 in 1996. The Company anticipates the cash production cost for the full
year will be approximately US$265 per ounce as increases in production by
quarter later in the year reduce the higher cash costs incurred in the first
quarter.
The Joe Mann Mine produced 17,160 ounces of gold in the first quarter of 1997
compared to 17,470 ounces in the comparable period of 1996. The tons milled
decreased marginally to 65,800 tons in the first quarter of 1997 compared to
66,600 tons in 1996 while the mill head grade decreased marginally to 0.282
ounces of gold per ton compared to 0.284 ounces of gold per ton in 1996. The
mill recovery rate was 93.7% in the first quarter of 1997 compared to 93.6% in
1996.
The cash production cost at the Joe Mann mine increased to US$295 per ounce
produced in the first quarter of 1997 compared to US$284 for the comparative
period in 1996. In Canadian dollars, the cash cost per ounce at the Joe Mann
mine for the first three months of 1997 was $401 per ounce compared to $389 per
ounce in 1996. The increase is attributable to the decreased gold production in
1997 compared to 1996 and higher payroll costs following the termination of wage
concessions at the mine in September, 1996.
10
<PAGE> 11
The cash production cost at the Santa Gertrudis Mine was US$374 per ounce in the
first quarter of 1997 compared to US$190 in 1996. The increase is primarily due
to the decrease in gold production to 8,360 ounces of gold in the first quarter
of 1997 compared to 15,860 ounces in 1996. During the quarter, 186,000 tonnes of
ore with a grade of 1.61 grams per tonne and 2,330,000 tonnes of waste were
mined compared to 254,900 tonnes of ore with a grade of 2.31 grams per tonne and
1,948,000 tonnes of waste in 1996. The cost of the waste stripped from the Dora
2-B pit in excess of the average waste strip ratio for that pit was deferred in
accordance with the Company's accounting policies.
Depreciation and amortization expense decreased to $2.2 million for the first
three months of 1997 compared to $2.6 million in 1996 due to lower gold
production. On a per ounce produced basis, depreciation and amortization for the
first three months of 1997 was $85 per ounce compared to $79 per ounce in the
corresponding period of 1996 as proportionately more of 1997's gold production
originated at the Joe Mann Mine.
Exploration expense increased to $1.1 million in the first three months of 1997
compared to $0.6 million in 1996. The increase is attributable to $0.4 million
of amortization of previously deferred exploration costs at the Santa Gertrudis
mine with respect to production from the mine during the first three months of
1997 (1996 - $0.2 million) and the write-off of $0.6 million (1996 - $0.2
million) of costs previously deferred for individual exploration targets where
economic mineralization was not identified. The remainder of the expense relates
to grass roots exploration and general exploration overhead costs in Mexico.
Interest income for the three months ended March 31, 1997 was $0.7 million
compared to $0.6 million in 1996. The increase is due to the increase in the
average balance of interest bearing short-term deposits.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1997, the Company's cash and short-term deposits and working
capital decreased to $48.1 million and $58.9 million, respectively compared to
$55.3 million and $65.5 million, respectively at December 31, 1996. The decrease
is attributable to capital expenditures on the Cerro Quema project and the shaft
deepening at the Joe Mann Mine as well as reduced cash flow from operations.
Cash flow from operations before the net change in non-cash operating working
capital decreased to $0.2 million in the first quarter of 1997 compared to $6
million in 1996. The decrease is due to the lower gold production and gold
prices as discussed above.
As disclosed in Note 3 to the financial statements, during the quarter the
Company issued 1,770,000 common shares as final payment for its acquisition of
the right of first refusal to acquire the Cerro Quema gold project and to reduce
the royalty thereon from 3.5% to 2%. During the comparable period of 1996, in
addition to the initial issue of 730,000 common shares on the acquisition of the
right of first refusal, the Company also issued 18 million units comprising one
common share and one half common share purchase warrant at a unit price of
US$1.25 for net proceeds of $28.7 million.
Investment activities for the first three months of 1997 include expenditures on
natural resource properties of $9.2 million compared to $2.0 million in 1996.
Expenditures, include $2.3 million (1996 -$1.2 million) at the Joe Mann Mine
which includes $1.6 million for the shaft deepening (1996 - nil), and $1.1
million (1996 - $1.1) at the Santa Gertrudis Mine primarily comprising deferred
exploration expenditures and $5.9 million at the Cerro Quema property in Panama
including $2.1 million comprising US$250,000 cash and 1,770,000 shares as the
final acquisition payment as discussed above. Investment activities in 1996
also include $13.1 million for the initial acquisition of the Cerro Quema
property.
Shareholders' equity decreased to $141.3 million at March 31, 1997 from $142.1
million at December 31, 1996 as a result of the loss during the period.
The Company's principal sources of liquidity are cash flow from the Joe Mann and
Santa Gertrudis mines and the Company's working capital which amounted to $58.9
million at March 31, 1997. The Company is not aware of any significant
uncertainties or risks with respect to liquidity and capital resources except
for fluctuations in gold prices, the
11
<PAGE> 12
relative U.S./Mexican/Canadian exchange rates, the ability of the Company to
meet its production estimates and any unforeseen environmental problems and
other normal risks associated with underground and open pit gold mining
operations.
12
<PAGE> 13
ITEM 1. Legal Proceedings
Not applicable
ITEM 2. Changes in Securities
Not Applicable
ITEM 3. Defaults Upon Senior Securities
None
ITEM 4. Submission of Matters to a Vote of Security Holders
At an annual meeting of shareholders held on April 24, 1997, the
shareholders voted on election of a slate of nine directors
comprised of Messrs. Beatty, Clow, Douglas, Kachmar, McCartney,
Murphy, O'Kelly, Pralle, and Raymond. In favour of election of the
slate 97,346,314 votes were cast, 371,440 votes were withheld and
8,342,693 were spoiled by voting against, which was not an
option.
At this meeting, the shareholders also voted on the re-appointment of
KPMG as auditors for the coming year and authorizing the directors to
fix remuneration. 97,542,707 votes were cast in favour of this item
and 331,416 votes were withheld, 8,186,324 votes were spoiled by
voting against, which was not an option.
ITEM 5. Other Information
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
A current report on Form 8-K dated February 21st, 1997 was filed, on
March 11, 1997.
13
<PAGE> 14
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.
CAMPBELL RESOURCES INC.
/s/ PAUL J. IRELAND
----------------------------
Paul J. Ireland
Vice President, Finance
Toronto, Ontario
May 13, 1997
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM (A)
UNAUDITED CONSOLIDATED BALANCE SHEETS AND STATEMENTS OF INCOME AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH (B) FORM 10-Q FILING.
</LEGEND>
<CURRENCY> CANADIAN
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<EXCHANGE-RATE> 0.7224
<CASH> 48,109<F1>
<SECURITIES> 0
<RECEIVABLES> 8,179
<ALLOWANCES> 0
<INVENTORY> 9,093
<CURRENT-ASSETS> 66,132
<PP&E> 159,373
<DEPRECIATION> 62,745
<TOTAL-ASSETS> 163,845
<CURRENT-LIABILITIES> 7,271
<BONDS> 7,740
0
0
<COMMON> 120,709
<OTHER-SE> 20,577
<TOTAL-LIABILITY-AND-EQUITY> 163,845
<SALES> 12,289
<TOTAL-REVENUES> 12,289
<CGS> 11,647<F2>
<TOTAL-COSTS> 15,613
<OTHER-EXPENSES> 31
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 149
<INCOME-PRETAX> (2,833)
<INCOME-TAX> (51)
<INCOME-CONTINUING> (2,782)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,782)
<EPS-PRIMARY> (0.019)
<EPS-DILUTED> (0.019)
<FN>
<F1>ALL DOLLARS ARE CANADIAN.
<F2>CGS EXCLUDES DEPRECIATION AND AMORTIZATION AND EXPLORATION EXPENSE.
</FN>
</TABLE>
