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UNITED STATES 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 quarterly period ended June 30, 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 0-31986 (82-689)
GLAMIS GOLD LTD.
(Exact name of Registrant as specified in its charter)
British Columbia, Canada None.
(Jurisdiction of incorporation (IRS Employer Identification No.)
or organization)
3324 Four Bentall Centre, 1055 Dunsmuir Street, Vancouver, B.C. Canada, V7X 1L3
(Address of Principal Executive Offices)
604-681-3541
(Registrant's telephone number, including area code)
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 180 days. Yes [X] No [ ].
The number of shares outstanding of the Registrant's common stock, as of July
30, 1997 was 31,092,707.
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GLAMIS GOLD LTD.
INDEX
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Page
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Part I - Financial Information
Item 1. Financial Statements..................................................................... 1
Consolidated Balance Sheets as at June 30, 1997
and December 31, 1996................................................................ 1
Consolidated Statements of Earnings for the three months and the six
months ended June 30, 1997 and 1996.................................................. 2
Consolidated Statements of Retained Earnings for the three months and
the six months ended June 30, 1997 and 1996.......................................... 2
Consolidated Statements of Changes in Financial Position for the
three months and the six months ended June 30, 1997 and 1996......................... 3
Notes to Interim Consolidated Financial Statements................................... 4
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations...................................................... 7
Part II - Other Information
Item 1. Legal Proceedings........................................................................ 16
Item 2. Changes in Securities.................................................................... 17
Item 3. Defaults Upon Senior Securities.......................................................... 17
Item 4. Submission of Matters to a Vote of Security Holders...................................... 17
Item 5. Other Information........................................................................ 17
Item 6. Exhibits and Reports on Form 8-K......................................................... 17
Signatures.......................................................................................... 19
Exhibit Index ...................................................................................... 20
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CONSOLIDATED BALANCE SHEETS
(Expressed in thousands of U.S. dollars)
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ASSETS JUNE 30, DECEMBER 31,
1997 1996
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Cash $ 27,191 $ 26,493
Other current assets (note 3) 13,641 16,588
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Current assets 40,832 43,081
Plant and equipment and mine development costs 60,624 59,898
Other assets 5,276 4,995
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$106,732 $107,974
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LIABILITIES
Current liabilities $ 3,370 $ 4,357
Long term liabilities 2,933 2,729
SHAREHOLDERS' EQUITY
Share capital (note 4):
Authorized:
50,000,000 common shares without par value
5,000,000 preferred shares, $10 par valuable,
issuable in Series
Issued and fully paid:
31,092,707 common shares (1996 - 31,004,707) 88,804 88,296
Contributed surplus 63 63
Retained earnings 11,562 12,529
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100,429 100,888
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$106,732 $107,974
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Prepared by Management without audit
Approved by the Directors:
/s/ JAMES R. BILLINGSLEY /s/ A. DAN ROVIG
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James R. Billingsley, Director A. Dan Rovig, Director
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CONSOLIDATED STATEMENTS OF EARNINGS
Expressed in thousands of U.S. dollars)
(Except per share amounts)
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Three Months Ended June 30, Six Months Ended June 30,
1997 1996 1997 1996
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Revenue from gold production $11,092 $11,353 $22,451 $21,307
Cost of production 6,349 6,432 11,898 12,011
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4,743 4,921 10,553 9,296
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Expenses
Depreciation & depletion 2,916 2,563 5,839 4,869
Royalties 762 696 1,581 1,136
Selling, general & administrative 894 779 1,704 1,453
Exploration 868 43 901 927
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5,440 4,081 10,025 8,385
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Earnings (loss) from operations (697) 840 528 911
Interest expense 25 50 50 89
Other (income) expense (146) (54) (502) (137)
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Earnings (loss) before income taxes (576) 844 980 959
Provision for income taxes 8 273 413 314
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Net earnings (loss) $ (584) $ 571 $ 567 $ 645
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Earnings (loss) per share $ (0.02) $ 0.02 $ 0.02 $ 0.02
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</TABLE>
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
(Expressed in thousands of U.S. dollars)
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Three Months Ended June 30, Six Months Ended June 30,
1997 1996 1997 1996
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Retained earnings, beginning of period $ 12,146 $ 8,544 $12,529 $8,470
Net earnings (loss) (584) 571 567 645
Dividends - - (1,534) -
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Retained earnings, end of period $ 11,562 $ 9,115 $11,562 $9,115
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CONSOLIDATED STATEMENTS OF CHANGES IN FINANCIAL POSITION
(Expressed in thousands of U.S. dollars)
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Three Months Ended June 30, Six Months Ended June 30,
1997 1996 1997 1996
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OPERATING ACTIVITIES
Net earnings (loss) $ (584) $ 571 $ 567 $ 645
Adjustment for items not affecting
working capital 3,001 2,677 6,059 5,077
Net changes in non-cash working capital 1,970 1,234 1,960 (1,401)
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Net cash provided by operations 4,387 4,482 8,586 4,321
NET INVESTMENT ACTIVITIES (1,043) (2,119) (6,862) (4,381)
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FINANCING ACTIVITIES
Stock issues (16) 285 508 796
Dividends paid - - (1,534) -
Other financing activities - (268) - -
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Net financing activities (16) 17 (1,026) 796
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Increase (decrease) in cash 3,328 2,380 698 736
Cash, beginning of period 23,863 2,518 26,493 4,162
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Cash, end of period $ 27,191 $ 4,898 $27,191 $ 4,898
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</TABLE>
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GLAMIS GOLD LTD.
Notes to Interim Consolidated Financial Statements
(tables expressed in thousands of United States Dollars)
June 30, 1997
1. GENERAL
In the opinion of management, the accompanying unaudited interim consolidated
balance sheets and consolidated statements of earnings, retained earnings and
changes in financial position contain all adjustments, consisting only of normal
recurring accruals, necessary to present fairly the financial position of Glamis
Gold Ltd. (the "Company") as of June 30, 1997 and December 31, 1996 and the
results of its operations and changes in its financial position for the six
months ended June 30, 1997 and 1996. The results of operations for the six
months ended June 30, 1997, are not necessarily indicative of the results to be
expected for the entire fiscal year.
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 annual financial statements. These financial statements should be
read in conjunction with the Company's audited consolidated financial statements
and related footnotes included in the Company's 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 conform, in all material respects, with
accounting principles generally accepted in the United States, except as
described in note 5 hereof.
2. FOREIGN CURRENCY TRANSLATION
The Canadian operations of the Company are considered "self-sustaining" and its
accounts are translated into U.S. dollars using the current rate method under
which assets and
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liabilities are translated at the rate of exchange at the end of the period.
Revenues and expenses are translated at the average exchange rate for the
period. Exchange gains and losses are deferred and included as a separate
component of shareholders equity.
The Mexican subsidiary of the Company is treated as an integrated operation and
its accounts are translated into U.S. dollars using the temporal method whereby
monetary items are translated at exchange rates prevailing at the balance sheet
date and non-monetary items at historical exchange rates. Revenue and expenses
are translated at average exchange rates for the period. Translation gains or
losses are included in the determination of net income.
3. OTHER CURRENT ASSETS
Included in other current assets are the following inventories:
<TABLE>
<CAPTION>
June 30, December 31,
1997 1996
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Finished goods $ 2,403 $ 3,612
Work-in-progress 10,029 9,949
Supplies and spare parts 713 866
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$13,145 $14,427
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4. SHARE CAPITAL
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Six Months Ended Six Months Ended
June 30, 1997 June 30, 1996
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# of Shares Amount # of Shares Amount
(000) (000)
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Issued and fully paid:
Balance beginning of period 31,004,707 $88,296 26,386,707 $56,076
Issued during the period:
For cash consideration under
the terms of directors'
and employees' stock 88,000 508 118,000 796
options
Balance end of period 31,092,707 $88,804 26,504,707 $56,872
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5. DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES
Accounting in these interim consolidated financial statements under Canadian and
United States generally accepted accounting principles is substantially the same
except for accounting for income taxes and investments in equity securities.
(a) INCOME TAXES
Under United States accounting principles there would be no deferred income tax
liability at December 31, 1996 and 1995; the amount reported for earnings for
the December 31, 1996 fiscal year would be decreased by $311,000; the amount
reported for loss for the six months ended December 31, 1995 would be increased
by $131,000; the amount reported for earnings for the fiscal year ended June 30,
1995 would be reduced by $86,000; and the amount
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reported for earnings for the fiscal year ended June 30, 1994 would be increased
by $1,679,000. It is not expected that there would be a material difference in
the consolidated statements of operations and changes in financial position for
the six months ended June 30, 1997, if they were prepared under United States
generally accepted accounting principles.
(b) Accounting For Investments in Equity Securities
United States accounting principles require that investments that have readily
determinable fair values that are not held principally for the purpose of
selling them in the near term, but are available-for-sale, be presented at fair
value with their holding gains and losses reported in a separate component of
shareholders' equity until realized.
Accordingly, under United States accounting principles, other assets would be
decreased by $3,107,000 and would create an unrealized holding loss in
shareholders' equity at June 30, 1997 of the same amount (at December 31, 1996
there was an unrealized gain of $2,672,000).
ITEM 2 MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
SPECIAL NOTE CONCERNING FORWARD-LOOKING STATEMENTS
Except for the statements of historical fact contained herein, the information
presented constitutes "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements, including but not limited to those with respect to the price of
gold, estimated future production, the Company's hedging policy and permitting
time lines, involve known and unknown risks, uncertainties, and other factors
which may cause the actual results, performance or achievements of the Company
to be materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Such factors include,
among others, the factual
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results of current exploration activities, conclusions of feasibility studies
now underway, changes in project parameters as plans continue to be refined,
future prices of gold, as well as those factors discussed in the section
entitled "Other Considerations" in the Company's Annual Report on Form 10-K.
SUMMARY OF RESULTS OF OPERATIONS
The following information should be read in conjunction with the unaudited
interim consolidated financial statements and related notes included herein
which are prepared in accordance with generally accepted accounting principles
in Canada for interim financial information. In all material respects, they
conform with those principles generally accepted in the United States, except as
described in note 5 of Item 1.
Gold production of 32,451 ounces for the three-month period ended June 30, 1997
represents an increase of 9% over the 29,692 ounces of gold produced during the
same three-month period in the prior fiscal year however, revenues derived from
gold production decreased from $11.353 million for the three-month period ended
June 30, 1996 to $11.092 million for the current period. The average price for
gold realized in the three-month period ended June 30, 1997 was $342 per ounce
compared to $382 per ounce for the same three-month period of the prior fiscal
year. This decrease in the price realized per ounce of gold reduced revenue in
the current three month period by approximately $1.3 million compared to the
same three-month period in the last fiscal year, while the 2,759 ounce increase
in production during the current three-month period increased revenue by
approximately $1.0 million. The Rand Mine produced 1,241 more ounces of gold
during the three-month period ended June 30, 1997, as compared to the same
three-month period in the prior fiscal year, while the Picacho Mine produced
1,585 more ounces of gold during the current period as compared to the same
three-month period in the prior fiscal year.
The downturn in the price of gold during the three-month period ended June 30,
1997 is of concern to the Company. The Company's fundamental vision is to remain
as a low cost
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profitable producer and, while the Company has achieved greater production at
lower costs, the Company must remain cognisant of the gold price. The Company
however, at this time, is continuing its policy of not hedging its future gold
production.
Gold production of 65,405 ounces for the six-month period ended June 30, 1997
represents an increase of 20% over the 54,321 ounces of gold produced during the
same six-month period in the prior fiscal year. The increase in production
during the current six-month period was primarily due to increased production of
7,953 ounces of gold at the Rand Mine with an additional increase of 3,211
ounces of gold produced at the Picacho Mine.
Revenue for the six-month period ended June 30, 1997 increased $1.1 million (5%)
from that reported for the six-month period ended June 30, 1996. The increase in
production of 11,084 ounces of gold during the current six-month period
increased revenues by approximately $3.8 million while the decrease in revenue
realized per ounce of gold from $392 per ounce in the six-month period ended
June 30, 1996 to $343 per ounce in the current six-month period decreased
revenue by $2.7 million.
The increase in production at the Rand Mine was the result of mining only at the
Yellow Aster Pit and being in full scale operation at the Rand Processing
Facilities which resulted in higher grades being placed on the heap and a higher
flow rate of leach solutions. The increase in production at the Picacho Mine was
the result of good water availability and higher grades of ore being mined and
processed in the current six-month period as compared to the same six-month
period in the prior fiscal year.
The Company's cost of production of $6.3 million for the three-month period
ended June 30, 1997 was essentially unchanged from that experienced in the
three-month period ended June 30, 1996. Since production for the current
three-month period was significantly higher than that for the same three-month
period in the prior fiscal year, there was a decrease in the average cash cost
per ounce of production of approximately $21 per ounce,
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from the $217 experienced in the three-month period ended June 30, 1996 to $196
for the current three-month period.
Cost of production for the six-month period ended June 30, 1997 was $11.9
million compared to $12.0 million for the six-month period ended June 30, 1996.
While the cost of production was substantially unchanged, production increased
by 11,084 ounces during the current six-month period as compared to the same
six-month period in the prior fiscal year. This resulted in a decrease in the
average cash cost of production of $39 per ounce from the $221 experienced in
the prior six-month period to $182 for the current six-month period ended June
30, 1997.
The net loss for the three-month period ended June 30, 1997 was $0.6 million
($0.02 per share) compared with net earnings of $0.6 million ($0.02 per share)
for the same period during the prior fiscal year. For the six-month period ended
June 30, 1997 and 1996, earnings were almost identical at $0.6 million or $0.02
per share.
For the three-month and the six-month periods ended June 30, 1997 compared to
the same periods in 1996, depreciation and depletion charges and royalties
increased because of the higher production levels achieved in 1997. The major
expense increase during the three-month period ended June 30, 1997 was
exploration expense, which included the write-off of $487,000 for the Gunang
Pani project in Indonesia and $260,000 for the Mina Gold property in Nevada,
each of which did not meet the Company's project parameters after exploration
and metallurgical tests had been completed. In addition, the region of Indonesia
currently presents an uncertain regulatory atmosphere and an economic climate
that is not suitable for the Company. The increase in exploration expense of
$825,000 in the three-month period ended June 30, 1997 as compared to the same
three-month period in the prior fiscal year, was the major factor in the loss
experienced during the current three-month period. Exploration expenses for the
six-month period ended June 30, 1997 are comparable to those incurred in the
same six-month period in the prior fiscal year.
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During the three-month period ended June 30, 1997, A. Dan Rovig, the Company's
President and Chief Executive Officer, announced his retirement which will be
effective August 15, 1997. As at that date Mr. Rovig's employment contract with
the Company will terminate without the Company being liable for severance
payments however, Mr. Rovig will be engaged as a management consultant for a
period not to exceed one year. Mr. Rovig's 100,000 share purchase option will
terminate on September 15, 1997.
On July 29, 1997 Mr. Jacques Barbeau Q.C. resigned as a director of the Company.
Effective August 1, 1997 Mr. Kevin McArthur will assume the position of Chief
Operating Officer, North America of the Company and effective August 15, 1997
Mr. James R. Billingsley, the Company's Vice-President, Administration, will
assume the position of President and Chief Executive Officer of the Company on
an interim basis while the Company searches for a permanent replacement for Mr.
Rovig.
The hourly workers at the Rand Mine voted to decertify the International
Longshoremen's and Warehouseman's Union Local 30 as their collective bargaining
agent. The vote was certified by the National Labour Relations Board on July 2,
1997. This decertification is not expected to have any material economic effect
on the Company.
DISCUSSION OF INDIVIDUAL OPERATIONS
PICACHO MINE, IMPERIAL COUNTY, CALIFORNIA
For the three-month period ended June 30, 1997, gold production of 8,526 ounces
was 23% greater than the 6,941 ounces of gold produced in the same three-month
period of the prior fiscal year.
The average cash cost per ounce of gold produced at the Picacho Mine for the
three-month period ended June 30, 1997 was $143 per ounce, compared to $167 for
the three-month period ended June 30, 1996. The reduction in the cash cost per
ounce is a reflection of
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increased production because of higher grade ore being stacked on the heap leach
pad and good water availability. Total costs were $258 per ounce in the current
period as compared to $251 per ounce for the same period in the prior fiscal
year.
During the three-month period ended June 30, 1997, 325,600 tons of ore grading
0.053 ounces of gold per ton were placed on the heap leach pad compared with the
435,900 tons of ore grading 0.033 ounces of gold per ton which were placed on
the heap leach pad during the same three-month period of the prior fiscal year.
123,700 tons of waste was mined during the three-month period ended June 30,
1997, which produced a stripping ratio of 0.4 tons of waste to one ton of ore as
compared to the stripping ratio in the same three-month period of the prior
fiscal year of 1.7 tons of waste to one ton of ore.
Production of 17,894 ounces of gold for the six-month period ended June 30, 1997
was 3,211 ounces greater than the 14,683 ounce produced in the six-month period
ended June 30, 1996. The average per ounce cash cost of gold production at
Picacho Mine for the six-month period ended June 30, 1997 was $137 per ounce,
compared to $166 per ounce for the six-month period ended June 30, 1996. Total
costs of production for the six-month period ended June 30, 1997 were $251 per
ounce of gold produced which were essentially unchanged from those experienced
during the same six-month period in the prior fiscal year.
During the six-month period ended June 30, 1997, 625,800 tons of ore grading
0.047 ounces of gold per ton were placed on the heap leach pad, compared with
the 812,200 tons of ore grading 0.032 ounces of gold per ton placed on the heap
leach pad during the same six-month period in the last fiscal year. 335,300 tons
of waste was mined during the current six-month period, which produced a
stripping ratio of 0.54 tons of waste to one ton of ore as compared to the
stripping ratio in the same six-month period of the prior fiscal year of 1.97
tons of waste to one ton of ore.
The Picacho Mine is expected to produce in excess of 30,000 ounces of gold for
the year ended December 31, 1997.
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RAND MINE, KERN COUNTY, CALIFORNIA
For the three-month period ended June 30, 1997, gold production was 23,664
ounces, which is 6% greater than the 22,423 ounces of gold produced in the same
three-month period in the prior fiscal year.
The average cash cost per ounce of gold produced at the Rand Mine for the
three-month period ended June 30, 1997, was $213 per ounce compared to $232 for
the three-month period ended June 30, 1996 and the total cost per ounce of gold
produced was $291 in the current three-month period compared with $317 for the
same three-month period in the prior fiscal year.
During the three-month period ended June 30, 1997, 1,619,500 tons of ore grading
0.017 ounces of gold per ton were placed on the heap leach pad compared with the
1,985,600 tons of ore grading 0.016 ounces of gold per ton which were placed on
the heap leach pad during the same three-month period in the prior fiscal year.
4,032,300 tons of waste was mined during the three-month period ended June 30,
1997, which produced a stripping ratio of 2.5 tons of waste to one ton of ore as
compared to the stripping ratio for the same three-month period in the prior
fiscal year of 0.8 tons of waste to one ton of ore. This resulted in 2,172,600
additional tons of ore and waste being mined during the current three-month
period without a significant increase in cost, which displays the results of the
new larger capacity mining equipment which was placed in service during the
fourth quarter of 1996.
Production of 47,177 ounces of gold for the six-month period ended June 30, 1997
was 7,953 ounces greater than the 39,224 ounces produced in the six-month period
ended June 30, 1996. This increase in production is the result of loading
significantly more ore on the heap leach pad at the Rand Facilities over the
past year and improved equipment availability and productivity.
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The average per ounce cash cost of gold production at the Rand Mine for the
six-month period ended June 30, 1997 was $197 per ounce compared to $238 per
ounce for the six-month period ended June 30, 1996. Total costs of production
were $274 per ounce of gold produced for the six-month period ended June 30,
1997 compared to $327 per ounce for the same six-month period during 1996. The
lower cost per ounce during the current six-month period is a direct result of
the higher production rates experienced during the current period combined with
the efficiencies experienced at the mine as the result of the implementation of
the Rand Mine optimization plan announced in the second quarter of 1996 and
implemented in the fourth quarter of 1996 and the current year.
During the six-month period ended June 30, 1997, 3,010,800 tons of ore grading
0.020 ounces of gold per ton were placed on the heap leach pad compared with the
4,370,200 tons of ore grading 0.018 ounces of gold per ton which were placed on
the heap leach pad during the same six-month period of the last fiscal year.
7,362,300 tons of waste was mined during the current six-month period, which
produced a stripping ratio of 2.4 tons of waste to one ton of ore as compared to
the stripping ratio in the same six-month period of the prior year of 0.7 tons
of waste to one ton of ore.
It is expected that the Rand Mine will achieve it's production target of
approximately 90,000 ounces of gold for the year ended December 31, 1997.
IMPERIAL PROJECT, IMPERIAL COUNTY, CALIFORNIA
The permitting process is continuing at the Imperial Project. During the
three-month period ended June 30, 1997, the Bureau of Land Management determined
that additional cultural studies are required at the Project area to facilitate
completion of the Company's Environmental Impact Statement (EIS). In conjunction
with these additional studies, the Draft EIS will then be re-circulated for
comment. The time required to complete the additional work, including the
re-circulation and a 30-day final review period, could potentially delay the
start of construction of the Project to the second quarter of 1998.
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The Company is currently unaware of any additional permitting delays and is
proceeding with Project engineering and equipment procurement.
CIENEGUITA PROJECT, CHIHUAHUA, MEXICO
During the three-month period ended June 30, 1997, the Company was credited with
261 ounces of gold production (334 ounces of gold for the six-month period ended
June 30, 1997) compared with 328 ounces of gold for the three-month period ended
June 30, 1996 (414 ounces of gold in the six-month period ended June 30, 1996).
During the current period the Company began construction of a third heap leach
pad with a capacity of 15,000 tons at the site. It was completed during July
1997.
It is expected that the Company will be credited with approximately 1,500 ounces
of gold produced from this project during the year ended December 31, 1997.
LIQUIDITY AND CAPITAL RESOURCES
The Company had working capital of $37.5 million at June 30, 1997 compared to
$38.7 million at December 31, 1996. The long-term liabilities consisting of
reserves for reclamation and deferred taxes totalled $2.9 million at June 30,
1997 compared with $2.7 million at December 31, 1996. Included in the working
capital at June 30, 1997 was cash of $27.2 million, while there was $26.5
million in cash at December 31, 1996.
The Company's major capital expenditures during the three months ended June 30,
1997 were $1.1 million in progress payments on the electric shovel for the
Imperial Project ($5.5 million for the six months ended June 30, 1997). For the
six month period ended June 30, 1997, $0.5 million was expended on the Gunang
Pani gold project in Indonesia and $0.8 million was expended for Imperial
Project permitting and engineering in addition to the outlays for the electric
shovel.
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During the remainder of 1997, the permitting and construction of the Imperial
Project will require approximately $3.0 million while pre-production stripping
of the Randsburg Butte at the Rand Mine will require approximately $4.0 million.
Estimated cashflow from operations of $9.0 million, cash on hand of $27.2
million and the funds available from the Company's bank line of credit of $18.5
million should be sufficient to fund the capital expenditures for the year ended
December 31, 1997.
HEDGING
The Company's current policy is not to engage in hedging practices. As at June
30, 1997, the Company had call options outstanding for 8,100 ounces of gold at
$415 per ounce expiring through December 1997. These remaining call options
result from previous banking arrangements.
PART II - OTHER INFORMATION
ITEM 1 LEGAL PROCEEDINGS:
The Company is defending an action, initiated on September 22, 1995 against Rand
and Glamis Gold, Inc. by Rand Communities Water District in the Kern County,
California Superior Court, for Declaratory and Injunctive Relief. There have
been no material changes in the matter from that disclosed in Item 3 of the
Company's Form 10-K dated March 26, 1997.
David Robert Johnson served Rand and Glamis Gold, Inc. on February 26, 1996 with
notice of an action commenced by him in the Kern County, California Superior
Court against Rand and Glamis Gold, Inc. for injunctive relief and damages.
There have been no material changes in the matter from that disclosed in Item 3
of the Company's Form 10-K dated March 26, 1997.
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ITEM 2 CHANGES IN SECURITIES: NONE
ITEM 3 DEFAULTS UPON SENIOR SECURITIES: NONE
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS: The Company held
its Annual General Meeting on May 28, 1997. At the meeting two
shareholders holding 304,138 shares were present in person and 702
shareholders holding 21,915,994 shares were represented by proxy.
At the meeting unanimous approval by a show of hands was given in
respect to:
1. The election of Messrs. Chester F. Millar, A. Dan Rovig, James R.
Billingsley, Jacques Barbeau, Ian S. Davidson, Francis O'Kelly and
Hans von Michaelis as directors of the Company,
2. The appointment of KPMG as auditors of the Company, and
3. The increase in the authorized common share capital of the Company
from 50,000,000 shares to 200,000,000 shares.
On a poll, 9,362,356 shares of the Company voted in favour of, and
2,173,672 shares voted against, 1,202,489 shares abstained from voting
and 9,274,210 shares did not vote on a resolution approving the
acquisition by C.F. Millar of an interest in the La Fortuna property
for his own account and the subsequent transfer of his rights therein
to Alamos Minerals Ltd.
ITEM 5 OTHER INFORMATION: NONE
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K:
(a) Exhibits
<TABLE>
<CAPTION>
Exhibit No. Exhibit Description
<S> <C>
27 Financial Data Schedule
</TABLE>
<PAGE> 20
- 18 -
(b) Reports on Form 8-K: A report on Form 8-K filed July 10, 1997 with
respect to the resignation of A. Dan Rovig as the Company's President,
Chief Executive Officer and as a Director, effective August 15, 1997.
<PAGE> 21
- 19 -
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.
GLAMIS GOLD LTD.
------------------------------------------
(Registrant)
July 30, 1997
/s/ LORNE B. ANDERSON
------------------------------------------
LORNE B. ANDERSON
Chief Financial Officer & Treasurer
(Principal Accounting and Financial Officer)
<PAGE> 22
- 20 -
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Description Page No.
- ----------- ----------- --------
<S> <C> <C>
27 Financial Data Schedule 21
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
GLAMIS GOLD LTD. CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTH PERIOD
ENDED JUNE 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH 10-Q.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 27,190
<SECURITIES> 0
<RECEIVABLES> 158
<ALLOWANCES> 0
<INVENTORY> 13,145
<CURRENT-ASSETS> 40,832
<PP&E> 119,699
<DEPRECIATION> 59,075
<TOTAL-ASSETS> 106,732
<CURRENT-LIABILITIES> 3,370
<BONDS> 2,933
0
0
<COMMON> 88,804
<OTHER-SE> 11,625
<TOTAL-LIABILITY-AND-EQUITY> 106,732
<SALES> 22,451
<TOTAL-REVENUES> 22,451
<CGS> 11,898
<TOTAL-COSTS> 11,898
<OTHER-EXPENSES> 9,523
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 50
<INCOME-PRETAX> 980
<INCOME-TAX> 413
<INCOME-CONTINUING> 567
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 567
<EPS-PRIMARY> 0.02
<EPS-DILUTED> 0.02
</TABLE>
