<PAGE> 1
================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
----------------------
[X] Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the period ended September 30, 1996
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 0-14329
CANYON RESOURCES CORPORATION
(a Delaware Corporation)
I.R.S. Employer Identification Number 84-0800747
14142 Denver West Parkway, Suite 250
Golden, CO 80401
(303) 278-8464
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 (or for such
shorter period that the registrant was required to file such
reports), 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 the issuers
classes of common stock, as of the latest practicable date:
37,503,638 shares of the Company's Common Stock were outstanding as
of November 1, 1996.
================================================================================
<PAGE> 2
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The following consolidated financial statements have been prepared by
Canyon Resources Corporation ("the Company") pursuant to the rules and
regulations of the Securities and Exchange Commission ("SEC"). Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such SEC rules and regulations. In the
opinion of the Company's management, the consolidated financial statements
include all adjustments, consisting only of adjustments of a normal, recurring
nature, necessary to present fairly the financial information set forth
therein.
These consolidated financial statements should be read in conjunction with
the financial statements and accompanying notes included in the Company's Form
10-K for the year ended December 31, 1995.
Consolidated Balance Sheets. . . . . . . . . . . . . . . . . . . Page 3
Consolidated Statements of Operations. . . . . . . . . . . . . . Page 4
Consolidated Statements of Cash Flows. . . . . . . . . . . . . . Page 5-6
Notes to Interim Consolidated Financial Statements . . . . . . . Page 7-9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS. . . . . . . . . . . . . Page 10-11
<PAGE> 3
CANYON RESOURCES CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
------------- -------------
<S> <C> <C>
ASSETS
Cash and cash equivalents $ 8,202,900 $ 1,893,800
Restricted cash 6,273,300 25,212,600
Accounts receivable 897,000 586,300
Inventories 2,025,200 664,200
Prepaid and other assets 379,100 297,900
------------ ------------
Total current assets 17,777,500 28,654,800
------------ ------------
Property and equipment, at cost
Mining claims and leases 37,482,500 34,321,800
Producing properties 4,579,600 2,869,100
Other 28,465,300 2,692,600
------------ ------------
70,527,400 39,883,500
Accumulated depreciation and depletion (1,815,600) (1,359,100)
------------ ------------
Net property and equipment 68,711,800 38,524,400
------------ ------------
Deferred financing costs, net of amortization of $0 at
September 30, 1996, and $741,100 at December 31, 1995 1,298,200 1,981,800
Other assets 748,500 3,263,200
------------ ------------
Total Assets $ 88,536,000 $ 72,424,200
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable $ 1,724,200 $ 806,900
Notes payable - current 2,089,000 216,600
Accrued taxes, other than payroll and income 149,500 413,200
Accrued reclamation costs 2,029,700 686,000
Deferred income taxes 267,900 267,900
Other accrued liabilities 638,500 476,800
------------ ------------
Total current liabilities 6,898,800 2,867,400
Notes payable - long term 28,145,400 47,371,800
Accrued reclamation costs 200,000 2,026,000
Other noncurrent liabilities 376,700 88,500
------------ ------------
Total Liabilities 35,620,900 52,353,700
------------ ------------
Common stock ($.01 par value) 100,000,000 shares authorized; issued and out-
standing: 37,503,600 at September 30, 1996, and 25,793,300 at December 31, 1995 375,000 257,900
Capital in excess of par value 81,465,900 46,072,500
Deficit (28,925,800) (26,259,900)
------------ ------------
Total Stockholders' Equity 52,915,100 20,070,500
------------ ------------
Total Liabilities and Stockholders' Equity $ 88,536,000 $ 72,424,200
============ ============
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
3
<PAGE> 4
CANYON RESOURCES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three months ended September 30, Nine months ended September 30,
1996 1995 1996 1995
-------------- ------------- ------------- --------------
<S> <C> <C> <C> <C>
REVENUE
Sales $ 1,535,100 $ 1,978,800 $ 3,982,300 $ 7,826,800
------------ ------------ ------------ ------------
EXPENSES
Cost of sales 1,488,700 1,764,700 3,634,900 6,229,100
Depreciation, depletion, and amortization 79,900 189,000 199,900 650,900
Selling, general and administrative 838,300 735,700 2,577,300 2,585,500
Exploration costs 95,700 223,300 317,800 812,500
Abandoned mineral properties 71,300 46,900 71,300 182,500
------------ ------------ ------------ ------------
2,573,900 2,959,600 6,801,200 10,460,500
------------ ------------ ------------ ------------
OTHER INCOME (EXPENSE)
Interest income 247,400 120,500 972,000 485,800
Interest expense (40,500) (404,600) (842,800) (1,237,700)
Gain (loss) on asset disposals 0 10,500 (4,000) 171,100
Other (6,100) 3,900 27,800 (35,000)
------------ ------------ ------------ ------------
200,800 (269,700) 153,000 (615,800)
------------ ------------ ------------ ------------
Net loss $ (838,000) $ (1,250,500) $ (2,665,900) $ (3,249,500)
============ ============ ============ ============
Net loss per share $ (0.02) $ (0.05) $ (0.08) $ (0.13)
============ ============ ============ ============
Weighted average shares outstanding 37,453,600 25,784,600 31,866,100 25,664,600
============ ============ ============ ============
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
4
<PAGE> 5
CANYON RESOURCES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine months ended September 30,
1996 1995
------------- -------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (2,665,900) $ (3,249,500)
------------ ------------
Adjustments to reconcile net loss to net cash:
Depreciation, depletion, and amortization 199,900 650,900
Amortization of financing costs 154,500 214,100
Abandonment loss 71,300 182,500
(Gain) loss on asset disposals 4,000 (171,100)
Other -- 21,600
Changes in assets and liabilities,
(Increase) in receivables (208,200) (75,100)
(Increase) decrease in inventories (1,263,400) 1,471,200
(Increase) in prepaid and other assets (86,900) (32,100)
(Decrease) increase in accounts payable and accrued liabilities 923,200 (542,900)
(Decrease) increase in other liabilities (1,845,600) 534,700
------------ ------------
Total adjustments (2,051,200) 2,253,800
------------ ------------
Net cash used in operating activities (4,717,100) (995,700)
------------ ------------
Cash flows from investing activities:
Purchases of property and equipment (28,632,600) (5,859,900)
Proceeds on asset dispositions 45,300 431,900
Other 20,000 20,000
------------ ------------
Net cash used in investing activities (28,567,300) (5,408,000)
------------ ------------
Cash flows from financing activities:
Issuance of stock, net 14,530,600 28,600
Debenture conversion cost -- (43,500)
Payments on debt (179,100) (328,300)
Payments on capital lease obligations (37,900) (22,900)
Proceeds from loans 25,522,700 --
Payments to escrow account (83,100) --
Payments for debt issuance costs (159,700) --
Deferred financing costs -- (238,000)
------------ ------------
Net cash provided by (used in) financing activities 39,593,500 (604,100)
------------ ------------
Net increase (decrease) in cash and cash equivalents 6,309,100 (7,007,800)
Cash and cash equivalents, beginning of year 1,893,800 13,280,100
------------ ------------
Cash and cash equivalents, end of period $ 8,202,900 $ 6,272,300
============ ============
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
5
<PAGE> 6
CANYON RESOURCES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS, continued
(Unaudited)
Supplemental disclosures of cash flow information:
1. The Company paid $792,800 of interest, net of $1,101,700 capitalized during
the first nine months of 1996, and $709,500, net of $6,700 capitalized
during the corresponding period of 1995.
2. The Company paid no income taxes during the first nine months of 1996, and
no income taxes during the corresponding period of 1995.
Supplemental schedule of noncash investing and financing activities:
1. The Company acquired $356,400 in equipment through capital leases during
the first nine months of 1996, and $48,600 in equipment through capital
leases during the first nine months of 1995.
2. The Company issued 61,500 shares of common stock which was valued at
$100,000 in exchange for an interest in a joint venture during the first
nine months of 1995.
3. Debentures in the principal amount of $1,812,000 were converted into 525,200
shares of common stock and debentures in the principal amount of
$19,363,000 were redeemed by the Company into 5,849,800 shares of common
stock during the first nine months of 1996. During the first nine months of
1995, $725,000 in principal was converted to 210,100 shares of common
stock.
4. The Company issued 150,000 shares of common stock which was valued at
$403,100 in exchange for a royalty interest during the first nine months of
1996.
The accompanying notes are an integral part of these
consolidated financial statements.
<PAGE> 7
CANYON RESOURCES CORPORATION
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION:
During interim periods, Canyon Resources follows the accounting
policies set forth in its Annual Report to Stockholders and its Report
on Form 10-K filed with the Securities and Exchange Commission. Users
of financial information produced for interim periods are encouraged
to refer to the footnotes contained in the Annual Report to
Stockholders when reviewing interim financial results.
In the opinion of management, the accompanying interim financial
statements contain all material adjustments, consisting only of normal
recurring adjustments necessary to present fairly the financial
position, the results of operations, and the cash flows of Canyon
Resources and its consolidated subsidiaries for interim periods.
Certain amounts in the prior period financial statements have been
reclassified to conform to the current period presentation.
2. INTERIM RESULTS:
The foregoing interim results are not necessarily indicative of the
results of operations for the full year ending December 31, 1996, as
the Briggs Mine is scheduled to commence gold production in the fourth
quarter of 1996.
3. USE OF ESTIMATES:
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenues
and expenses during the reporting period. Actual results could differ
from those estimates.
4. RESTRICTED CASH:
Restricted cash consisted of the following:
<TABLE>
<CAPTION>
September 30, 1996 December 31, 1995
------------------ -----------------
<S> <C> <C>
Collateral for Letter of Credit (a) $ 1,953,000 $ 1,953,000
Collateral for Letter of Credit (b) 500,000 500,000
Unexpended proceeds from
loan drawing (c) 1,736,900 23,259,600
Contingency account (d) 2,083,400 2,000,300
----------- -----------
$ 6,273,300 $27,712,900
Current portion 6,273,300 25,212,600
----------- -----------
Noncurrent portion $ - $ 2,500,300
=========== ===========
</TABLE>
7
<PAGE> 8
4. RESTRICTED CASH: (Continued)
(a) In connection with the issue of certain bonds in 1995 for the
performance of reclamation obligations at the Kendall and
Briggs Mines, a bank Letter of Credit has been provided in
favor of the Surety as partial collateral for such bond
obligations. The Letter of Credit, in the amount of
$1,953,000, will expire no earlier than December 31, 1996, and
at the bank's option, may be renewed for successive one-year
periods. The Company has fully collateralized the Letter of
Credit by depositing cash in the amount of $1,953,000 with the
bank.
(b) In connection with a first year work commitment on an
exploration property in Ethiopia, a bank Letter of Credit has
been provided in favor of the Ministry of Mines and Energy,
Federal Democratic Republic of Ethiopia. The Letter of
Credit, in the amount of $500,000, will expire on January 6,
1997. The Company has fully collateralized the Letter of
Credit by depositing cash in the amount of $500,000 with the
bank.
(c) Restricted solely for the development of the Briggs Mine.
(d) As a condition precedent to closing on the Briggs loan
facility, the Company transferred $2.0 million to an escrow
account to be held in reserve against construction cost
overruns at the Briggs Mine. These funds are expected to be
partially utilized during the fourth quarter of 1996 to meet
final working capital requirements with the balance used to
complete an expansion phase of development currently scheduled
in the second quarter of 1997.
5. INVENTORIES:
Inventories consisted of the following:
<TABLE>
<CAPTION>
September 30, 1996 December 31, 1995
------------------ -----------------
<S> <C> <C>
Gold-in-process (a) $1,194,700 $389,200
Industrial minerals (a) 326,900 120,000
Materials and supplies 503,600 155,000
---------- --------
$2,025,200 $664,200
========== ========
</TABLE>
(a) Includes all direct and indirect costs of mining, crushing,
processing, and site overhead expenses.
6. NOTES PAYABLE:
Notes payable consisted of the following at:
<TABLE>
<CAPTION>
September 30, 1996 December 31, 1995
------------------ -----------------
<S> <C> <C>
Briggs Loan (a) $30,000,000 $26,000,000
6% Debentures (b) - 21,175,000
Caterpillar Finance Note (c) 234,400 413,400
----------- -----------
$30,234,400 $47,588,400
Current portion 2,089,000 216,600
----------- -----------
Notes Payable - Long Term $28,145,400 $47,371,800
=========== ===========
</TABLE>
8
<PAGE> 9
6. NOTES PAYABLE: (Continued)
(a) On December 6, 1995, the Company's wholly owned subsidiary, CR
Briggs Corporation, secured a $34.0 million loan facility to
finance the capital requirements of mine construction and
working capital for its Briggs Mine in California. On
December 27, 1995, drawing commenced on the facility and $25.0
million principal in the form of a gold loan and $1.0 million
principal as a dollar loan were drawn. The gold loan portion
was monetized at $388.05 per ounce, or 64,425 ounces. An
additional $4.0 million principal as dollar loans were drawn
during the first nine months of 1996. Average interest rates
on the drawings for the nine months ended September 30, 1996
were (i) 4.19% on the $25.0 million gold loan and (ii) 9.70%
on the $5.0 million cash loans. During the first nine months
of 1996, interest payments of $1,080,000 were made utilizing
proceeds from the drawings.
(b) On June 2, 1993, the Company sold $22.0 million (none
outstanding at September 30, 1996) of Subordinated Convertible
Notes (the "Notes") which were due June 1, 1998. Interest was
payable semi-annually on June 1 and December 1 at a rate of 6%
per annum. The Notes were convertible at the option of the
holder any time into common shares at the rate of $3.45 per
share. On or after June 1, 1996, the Company could redeem the
Notes by issuing common stock at a rate equal to 94% of the
then trading common stock price at the time of redemption, or
by payment in cash at par. On June 14, 1996, the Company gave
notice to all holders of record that the Notes in the then
aggregate principal amount of $21,075,000 would be redeemed on
July 12, 1996, by the issuance of common stock at a price
equal to $3.31 per share. The Company subsequently issued
6,346,100 shares in July, 1996, in connection with the call
for redemption.
(c) In August 1994, the Company exercised purchase options on its
leased mining equipment at the Kendall Mine for $899,900.
Caterpillar Financial Services Corporation subsequently agreed
to finance the purchase price over a three-year period at a
fixed rate of 9.5%. During the first nine months of 1996, the
Company paid $26,400 of interest and reduced the principal
balance by $179,000.
7. INCOME TAXES:
The Company has not recorded a tax benefit for the current periods as
the benefit is not expected to be realized during the year. The
benefit is also not expected to be realizable as a deferred tax asset
at year end as the Company anticipates recording a full valuation
allowance for all deferred tax assets, except to the extent of
offsetting reversals of expected deferred tax liabilities.
9
<PAGE> 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
The Company recorded a net loss of $838,000, or $0.02 per share, on
revenues of $1,535,100 during the third quarter of 1996 and a net loss of
$2,665,900, or $0.08 per share, on revenues of $3,982,300 for the first nine
months of 1996. This compares to a net loss of $1,250,500, or $0.05 per share,
on revenues of $1,978,800 during the third quarter of 1995 and a net loss of
$3,249,500, or $0.13 per share, on revenues of $7,826,800 during the first nine
months of 1995. Although the current periods were impacted by lower gold
production at the Kendall Mine, lower non-project related exploration expenses,
lower interest expense, and higher interest income resulted in an overall
improvement from the comparable periods in 1995.
For the three months ended September 30, 1996, the Company sold 1,200
ounces of gold and 900 ounces of silver at an average price of $386 per
equivalent gold ounce. For the comparable period of 1995, 3,400 ounces of gold
and 800 ounces of silver were sold at an average price of $384 per equivalent
gold ounce. For the first nine months of 1996, 3,269 ounces of gold and 2,308
ounces of silver were sold at an average price of $392 per equivalent gold
ounce. For the prior year comparable period, the Company sold 14,763 ounces of
gold and 7,886 ounces of silver at an average price of $386 per equivalent gold
ounce.
Cost of sales at Kendall was $678 per ounce for the three months ended
September 30, 1996 and $642 per ounce for the first nine months of 1996, as
compared to $414 per ounce and $346 per ounce, respectively, for the comparable
periods in 1995. The higher unit costs in the current periods are due to lower
production levels during the rinsedown of the leach pads in preparation for
final reclamation. The Company expects to terminate residual leaching at
Kendall during the fourth quarter of 1996 and commence final reclamation
efforts in 1997.
Depreciation, depletion and amortization decreased in the current
periods due to a 1995 fourth quarter write-off of Kendall's remaining asset
carrying values.
Interest income was higher in the current periods due to higher
investible balances. Interest expense was lower in the current periods because
the Company redeemed its 6% Convertible Notes in July 1996.
The Company recorded a gain of $160,600 on the sale of a portion of
the Kendall mining equipment during the prior nine-month period, with no
comparable activity for the current period.
LIQUIDITY & CAPITAL RESOURCES
Net cash used in operating activities during the nine months ended
September 30, 1996 was $4,717,100, as compared to a use of $995,700 for the
same period in 1995. The increased use of cash in the current period was
principally due to lower gold sales and working capital requirements for the
Briggs Mine. Cash and cash equivalents at September 30, 1996 was $8,202,900.
10
<PAGE> 11
The Company spent $28,632,600 on capital programs for the nine months
ended September 30, 1996, principally on the Briggs and McDonald projects.
Capital expenditures and working capital requirements at Briggs, which totalled
$25,522,700 for the nine month period, were financed by draws from a loan
facility . In October, 1996, initial gold production occurred at the Briggs
Mine and approximately 10,000 ounces of gold production from Briggs is expected
for 1996.
On June 14, 1996, the Company gave notice to all holders of record
that its 6% Convertible Subordinated Notes in the aggregate principal amount of
$21,075,000 would be redeemed on July 12, 1996, by the issuance of common
stock, at a price equal to $3.31 per share. The Company subsequently issued
6,346,100 shares in July, 1996, in connection with the call for redemption.
On March 26, 1996, the Company completed a private placement in the
amount of $12.1 million ($11.2 million net of expenses). The offering was
completed at a price of $3.00 per unit which included one share of common stock
(4,034,300 total shares) and one-half warrant (2,017,200 total warrants). Each
whole warrant entitles the holder to purchase one share of common stock at an
exercise price equal to $3.75 per share. The warrants expire on March 25,
1999. The Company filed a Registration Statement under the Securities and
Exchange Act of 1933 in respect of the common shares, the warrants, and the
common shares underlying the warrants which was declared effective by the
Securities and Exchange Commission on May 14, 1996.
During the second quarter of 1996, the Company received proceeds of
$2,978,900 in connection with the exercise of various warrants to purchase
common stock. The Company issued 878,100 shares of common stock as a result of
the warrant exercises.
11
<PAGE> 12
PART II OTHER INFORMATION
<TABLE>
<S> <C>
ITEM 1. LEGAL PROCEEDINGS: . . . . . . . . . . . . . . . . . . . . . . . None
ITEM 2. CHANGES IN SECURITIES: . . . . . . . . . . . . . . . . . . . . . None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES: . . . . . . . . . . . . . . . . None
ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS: . . . . . . . None
ITEM 5. OTHER INFORMATION: . . . . . . . . . . . . . . . . . . . . . . None
ITEM 6(a) EXHIBITS: . . . . . . . . . . . . . . . . . . . . . . . . . . . None
No. 11 - Calculation of primary and fully diluted income (loss) per
share
No. 27 - Financial Data Schedule
ITEM 6(b) REPORTS ON FORM 8-K: . . . . . . . . . . . . . . . . . . . . . . None
</TABLE>
12
<PAGE> 13
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.
CANYON RESOURCES CORPORATION
Date: November 11, 1996 /s/ Richard T. Phillips
--------------------------------
Richard T. Phillips
Treasurer
Date: November 11, 1996 /s/ Gary C. Huber
--------------------------------
Gary C. Huber
Chief Financial Officer
13
<PAGE> 14
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT NO. EXHIBIT DESCRIPTION PAGE
- ----------- ------------------- ----
<S> <C> <C>
11 Calculation of primary and fully
diluted income (loss) per share
27 Financial Data Schedule
</TABLE>
14
<PAGE> 1
EXHIBIT NO. 11
CANYON RESOURCES CORPORATION
CALCULATION OF PRIMARY AND FULLY-DILUTED EARNINGS PER SHARE
- -----------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
---------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
PRIMARY EARNINGS PER SHARE:
Computation for Statement of Operations
- ---------------------------------------
Adjustment to net loss per statements
of operations to amount used in primary
loss per share computation:
Net loss ($838,000) ($1,250,500) ($2,665,900) ($3,249,500)
Add interest on convertible
debentures, net of tax effect (B) (B) (B) (B)
---------- ----------- ----------- -----------
Net loss, as adjusted ($838,000) ($1,250,500) ($2,665,900) ($3,249,500)
========== =========== =========== ===========
Adjustment to weighted average shares
outstanding to amount used in primary
earnings (loss) per share computation:
Weighted average shares outstanding 37,453,600 25,784,600 31,866,100 25,664,600
Additional shares issuable from
assumed exercise of options and
warrants (Note A) (B) (B) (B) (B)
Add shares issuable from assumed
exercise of convertible debentures (B) (B) (B) (B)
---------- ----------- ----------- -----------
Primary average shares outstanding,
as adjusted 37,453,600 25,784,600 31,866,100 25,664,600
========== =========== =========== ===========
Primary loss per share ($0.02) ($0.05) ($0.08) ($0.13)
========== =========== =========== ===========
</TABLE>
A. This calculation is submitted in accordance with Regulation S-K item
601(b)(11) although not required by footnote 2 to paragraph 14 of APB
Opinion No. 15 because it results in dilution of less than 3%.
B. Effect is antidilutive, so amounts are not included in the earnings
(loss) per share calculation.
<PAGE> 2
EXHIBIT NO. 11
CANYON RESOURCES CORPORATION
CALCULATION OF PRIMARY AND FULLY-DILUTED EARNINGS PER SHARE
- -----------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
---------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
FULLY-DILUTED EARNINGS PER SHARE:
Computation for Statement of Operations
- ---------------------------------------
Adjustment to net loss per statements
of operations to amount used in fully
diluted loss per share computation:
Net loss ($838,000) ($1,250,500) ($2,665,900) ($3,249,500)
Add interest on convertible
debentures, net of tax effect (B) (B) (B) (B)
---------- ----------- ----------- -----------
Net loss, as adjusted ($838,000) ($1,250,500) ($2,665,900) ($3,249,500)
========== =========== =========== ===========
Adjustment to weighted average shares
outstanding to amount used in fully
diluted loss per share computation:
Weighted average shares outstanding 37,453,600 25,784,600 31,866,100 25,664,600
Additional shares issuable from
assumed exercise of options
and warrants (Note A) (B) (B) (B) (B)
Add shares issuable from assumed
exercise of convertible debentures (B) (B) (B) (B)
---------- ----------- ----------- -----------
Fully-diluted average shares
outstanding, as adjusted 37,453,600 25,784,600 31,866,100 25,664,600
========== =========== =========== ===========
Fully-diluted loss per share ($0.02) ($0.05) ($0.08) ($0.13)
========== =========== =========== ===========
</TABLE>
A. This calculation is submitted in accordance with Regulation S-K item
601(b)(11) although not required by footnote 2 to paragraph 14 of APB
Opinion No. 15 because it results in dilution of less than 3%.
B. Effect is antidilutive, so amounts are not included in the earnings
(loss) per share calculation.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 14,476,200
<SECURITIES> 0
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<PP&E> 70,527,400
<DEPRECIATION> 1,815,600
<TOTAL-ASSETS> 88,536,000
<CURRENT-LIABILITIES> 6,898,800
<BONDS> 28,145,400
0
0
<COMMON> 375,000
<OTHER-SE> 81,465,900
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<SALES> 3,982,300
<TOTAL-REVENUES> 3,982,300
<CGS> 3,634,900
<TOTAL-COSTS> 3,634,900
<OTHER-EXPENSES> 589,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 842,800
<INCOME-PRETAX> (2,665,900)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,665,900)
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<CHANGES> 0
<NET-INCOME> (2,665,900)
<EPS-PRIMARY> (0.08)
<EPS-DILUTED> (0.08)
</TABLE>