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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: November 14, 1995
Date of earliest event reported: November 14, 1995
ATLAS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 1-2714 13-5503312
(State of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
370 SEVENTEENTH STREET, SUITE 3150
DENVER, COLORADO 80202
(Address of principal executive offices)
(303) 825-1200
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
The news release dated November 14, 1995, a copy of which is attached as
Exhibit 1 hereto, is incorporated herein by reference and made a part hereof.
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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 hereunto duly authorized.
ATLAS CORPORATION
Date: November 20, 1995 By: /s/ Jerome C. Cain
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Jerome C. Cain
Treasurer and Secretary
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EXHIBIT INDEX
Exhibit No. Description Page No.
- ----------- ----------- --------
99. News Release dated November 14, 1995 5
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Exhibit 99
ATLAS CORPORATION
370 17th St., Suite 3150
Denver, CO 80202
NEWS CONTACT: ROBBIN LEE
FOR IMMEDIATE RELEASE (303)825-1200
ATLAS REPORTS CLOSING $10 MILLION FINANCING INTO ESCROW AND
FIRST QUARTER FINANCIAL RESULTS
______________________________
Denver, CO, November 14, 1995 -- Atlas Corporation (NYSE:AZ) announced today
the closing into escrow of $10 million from a private placement of debentures
convertible into a portion of the shares of Granges Inc. common stock owned by
Atlas. For the first quarter ended September 30, 1995, Atlas reported a loss of
$1,743,000, or $.09 per share. This compares to a net loss of $3,757,000, or
$.31 per share, for the same period of the previous year. The current quarter
included a $507,000 loss from the Company's unconsolidated equity position in
Granges Inc., a Canadian mining company. In addition, $328,000 of expenses were
incurred associated with the standby status at the Gold Bar Project, located in
Eureka, Nevada, which is currently scheduled to restart mining operations by the
end of the calendar year. The loss for the same period the previous year
included a charge of $1,275,000 for the temporary shutdown and standby costs
anticipated for the Gold Bar Project through the end of fiscal year 1995.
The $10 million financing involved a private placement of five year
debentures, convertible at the option of the holder into Granges common stock at
a rate of $2.35 per share. A complete conversion would result in the transfer
of approximately 4.25 million shares, or 33 percent, of Atlas' current 27.7
percent position in Granges Inc., with Atlas continuing to hold approximately
8.4 million shares of Granges, or 18.4 percent of the outstanding shares. The
debentures will pay a 7 percent annual rate of interest and are not callable by
Atlas during the first three years. To secure the debentures, approximately 8.5
million shares of the Company's 12.7 million shares of Granges stock have been
pledged. The funds will be released from escrow subject to, within 90 days, or
by February 10, 1996, registration and qualification, in Canada and the U.S., of
the debentures and the underlying Granges' shares. The financing will be used
in part to fund the restarting of operations at the Gold Bar Project as well as
the development of the Doby George property and the evaluation of the
Commonwealth and Dixie Comstock options.
Subsequent to the end of the quarter Atlas announced that it has signed a
letter of intent with a firm for contract mining services at the Gold Bar
Project. In addition to establishing the terms for contract mining, the letter
outlined the terms for the contract miner to guarantee a portion of the project
financing
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and to receive a limited net profits interest in the project. Definitive
contract negotiations are underway and are expected to be completed by November
30, 1995. Mining operations at Gold Bar are slated to begin in December with
milling operations to restart in the second quarter of calendar 1996. The
current mine plan calls for average annual production of 52,000 ounces per year
for three years.
Atlas has recently taken steps to diversify its production base as well as
expand its reserves at Gold Bar. On October 25, 1995, the Company acquired the
Doby George Property, located in northern Nevada, for 1.4 million shares of
Atlas Common Stock and $400,000 cash. Doby is an early stage development
property with an indicated reserve of approximately 220,000. Atlas is
developing an additional drilling program to help further define the existing
reserve. Certain baseline data already exists on the property which will
facilitate development of a Plan of Operation for submittal to the appropriate
federal and state authorities for permitting.
Atlas also recently took one-year options on both the Commonwealth property,
located in Arizona, and the Dixie Comstock property, located in Nevada. The
option periods allow the Company the opportunity to evaluate the existing
information on the properties and, where necessary, generate additional
information, prior to making an acquisition decision. Atlas will be performing
metallurgical work as well as developing a drill program for the Commonwealth
property.
In early October, Atlas concluded negotiations with Granges Inc. for a joint
venture exploration agreement on a portion of the 105 square mile Gold Bar claim
block. The letter agreement calls for Granges to spend $2.25 million over the
next three years on approximately 1,190 claims. After meeting certain
requirements, Granges can earn a 50 percent interest in any economic
mineralization with over 300,000 ounces. Atlas now has 80 percent of the Gold
Bar claim block covered by active exploration programs.
Gary Davis, Atlas' President stated, "With the debenture financing, Atlas has
the funds necessary to restart operations at Gold Bar, accelerate the
development of the Doby George acquisition and properly evaluate the two
optioned gold properties. The four exploration joint ventures on the Gold Bar
claim block should help Atlas realize the potential of the Gold Bar property
much more quickly than the Company would have been able to accomplish itself,
potentially extending the project life. Combined, these programs represent a
significant move towards expanding reserves, increasing production, and
strengthening the Company."
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CONDENSED STATEMENT OF OPERATIONS
(In thousands, except per share data)(Unaudited)
<TABLE>
<CAPTION>
Three months ended
September 30,
1995 1994
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<S> <C> <C>
Mining revenue $ -- $ 2,328
Production costs -- 3,031
General and administrative expenses 766 572
Exploration and prospecting expenses 159 790
Shutdown and accrued standby costs 328 1,275
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Loss from operations (1,253) (3,340)
Equity in loss of unconsolidated subsidiary 507 364
Interest (income) expense (17) 53
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Loss from continuing operations before income taxes (1,743) (3,757)
Provision for income taxes -- --
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Net loss $(1,743) $(3,757)
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Per share of common stock:
Net loss $(.09) $(.31)
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Average number of common shares outstanding: 18,622 12,169
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</TABLE>
CONSOLIDATED BALANCE SHEETS
(In thousands)(Unaudited)
<TABLE>
<CAPTION>
September 30, June 30,
1995 1995
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<S> <C> <C>
Assets:
Current assets $ 6,882 $ 9,115
Plant, property and equipment (net) 3,409 3,025
Investment in unconsolidated subsidiary 25,140 25,452
Other assets 5,865 5,905
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$41,296 $43,497
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Liabilities and Stockholders' Equity
Current liabilities $ 3,015 $ 3,504
Convertible debenture 3,500 3,500
Other long-term liabilities 11,848 11,660
Shareholders' equity 22,933 24,833
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$41,296 $43,497
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</TABLE>
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