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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 (date of earliest event reported): June 14, 2000
CANYON RESOURCES CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-11887 84-0800747
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State or other (Commission File No.) (IRS Employer
jurisdiction Identification No.)
of incorporation)
14142 Denver West Parkway, Suite 250
Golden, Colorado 80401
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 278-8464
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Not Applicable
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(Former name or former address, if changed since last report)
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Item 5 Other Events
On June 14, 2000, Franco-Nevada Mining Corporation, Inc., d.b.a. 7-Up
Nevada Joint Venture, filed a Complaint against the Seven-Up Pete Joint Venture,
an Arizona general partnership, Canyon Resources Corporation, CR Montana
Corporation, and Perkins Coie, LLP, a Washington limited liability partnership,
in the District Court, City and County of Denver, Colorado. The Complaint
relates to the May 26, 1999 Financial Support Agreement for the Seven-Up Pete
Joint Venture which was funded on September 28, 1999, between Franco-Nevada and
the Seven-Up Pete Joint Venture, whose partners are Canyon Resources Corporation
and CR Montana Corporation, a wholly owned subsidiary of Canyon Resources.
Perkins Coie is counsel to Canyon Resources and has held the funds provided by
Franco-Nevada in a client trust account and has released funds from that account
as instructed by the Seven-Up Pete Joint Venture.
After Franco-Nevada completed extensive due diligence work, the
Agreement required Franco-Nevada to provide $3.0 million to the Seven-Up Pete
Joint Venture to enable the Venture to maintain its mineral and other property
rights near Lincoln, Montana, and to undertake legal actions necessary to
overturn the anti-mining initiative, I-137, or receive recompense for the loss
of the property rights. In addition, Franco-Nevada secured a $500,000
reclamation bond for the properties. In exchange for the financing provided
under the Agreement, Seven-Up Pete Joint Venture conveyed to Franco-Nevada a
four percent net smelter returns royalty from all minerals produced from the
properties if I-137 were overturned and the properties were mined, or the right
to receive one third of any property takings award.
The Complaint alleges that the Defendants misrepresented or concealed
material facts concerning the properties, the Venture, and Canyon Resources
prior to the date of closing, September 28, 1999, and have breached obligations
of the Agreement since then. In the Complaint, Franco-Nevada seeks to have the
Agreement cancelled, a return of all funds provided by Franco-Nevada, and the
imposition of additional unspecified damages, including punitive damages, to be
determined at trial, and the recovery of interest, costs, and attorney fees.
Canyon Resources believes that Franco-Nevada's claims are without
merit. The Agreement specifically states that unless the Venture receives
recompense for not being able to develop the properties or the Venture is
permitted to develop the properties, then the Venture has "no obligation to
refund or return to (Franco-Nevada) all or any portion of the Funding Commitment
or Bonding Commitment." Canyon Resources and the Seven-Up Pete Joint Venture
intends to vigorously defend this lawsuit.
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995.
The matters discussed in this report on Form 8-K, when not historical
matters, are forward-looking statements that involve a number of risks and
uncertainties that could cause actual results to differ materially from
projected results. Such factors include, among others, the speculative nature of
mineral exploration, commodity prices, production and reserve estimates,
environmental and government regulations, availability of financing, force
majeure events, and other risk factors as described from time to time in the
Company's filings with the Securities and Exchange Commission. Many of these
factors are beyond the Company's ability to control or predict. The Company
disclaims any intent or obligation to update its forward-looking statements,
whether as a result of receiving new information, the occurrence of future
events, or otherwise.
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SIGNATURES
Pursuant to the requirement 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.
CANYON RESOURCES CORPORATION
Date: June 20, 2000 By: /s/ Richard H. De Voto
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Richard H. De Voto, President
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