<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
COMMISSION FILE NO. 1-2714
(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, 1996
-------------
or
(_) Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from ________________________
to ________________________
ATLAS CORPORATION
--------------------------------------
(Exact name of registrant as specified
in its charter)
DELAWARE 13-5503312
------------------------------- ------------------
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
370 Seventeenth Street, Suite 3050, Denver, CO 80202
-----------------------------------------------------
(Address of principal executive offices)
(Zip Code)
303-629-2440
----------------------
(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 90 days.
Yes X No__
---
As of August 12, 1996, 20,092,270 shares of Common Stock, par value $1 per
share, were issued and outstanding.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
--------------------
ATLAS CORPORATION
CONSOLIDATED BALANCE SHEETS
(In Thousands)
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
- ---------------------------------------------------------------------------------------
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalants $ 6,738 $ 1,607
Cash held in escrow -- 10,000
Receivables 273 365
Inventories 250 250
Investments in marketable equity securities -- 3,629
Prepaid expenses and other current assets 217 199
--------------- ---------------
Total current assets 7,478 16,050
--------------- ---------------
Property, plant and equipment 51,601 50,765
Less, accumulated depreciation, depletion,
amortization and impairment (44,437) (44,406)
--------------- ---------------
7,164 6,359
Investment in unconsolidated subsidiary(Note 5) 22,001 23,756
Restricted cash and securities 5,376 5,367
Other assets 1,666 1,508
--------------- ---------------
$ 43,685 $ 53,040
=============== ===============
LIABILITIES
Current liabilities:
Trade accounts payable $ 266 $ 1,597
Accrued liabilities 2,748 2,798
Short-term notes payable -- 2,000
--------------- ---------------
Total current liabilities 3,014 6,395
Long-term debt 13,500 13,500
Other long-term liabilities 8,884 10,184
Minority Interest 634 818
Commitments and contingencies (Note 4)
STOCKHOLDERS' EQUITY
Common stock 20,092 20,035
Capital in excess of par value 69,277 69,248
Retained deficit (71,583) (67,482)
Currency translation adjustment (133) (100)
Unrealized gain on marketable securities -- 442
--------------- ---------------
Total stockholders' equity 17,653 22,143
--------------- ---------------
$ 43,685 $ 53,040
=============== ===============
</TABLE>
See notes to consolidated financial statements.
Page 2 of 13
<PAGE>
ATLAS CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Data, Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
------------------------------- ----------------------------
1996 1995 1996 1995
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Mining revenue $ -- $ -- $ -- $ --
Costs and expenses:
Production costs -- -- -- --
Shutdown and standby costs 279 210 561 210
General and administrative expenses 1,635 803 2,846 1,370
Exploration and prospecting costs 79 482 168 806
------------ ------------ ------------ ------------
Gross Operating Loss (1,993) (1,495) (3,575) (2,386)
Other (income) and expense:
Interest expense 214 4 637 98
Interest income (168) (152) (329) (307)
Equity in loss of unconsolidated
subsidiary (Note 5) 1,026 349 1,722 997
Impairment of investment in unconsolidated
subsidiary (Note 5) -- 11,419 -- 11,419
Gain on sale of marketable securities -- -- (1,333) --
Other 19 1 13 --
------------ ------------ ------------ ------------
Loss from continuing operations before income
taxes and minority interest (3,084) (13,116) (4,285) (14,593)
Provision for income taxes -- -- -- --
------------ ------------ ------------ ------------
Loss from continuing operations before minority
interest (3,084) (13,116) (4,285) (14,593)
Loss from discontinued operations -- (225) -- (225)
------------ ------------ ------------ ------------
Loss before minority interest (3,084) (13,341) (4,285) (14,818)
Minority interest in net loss of subsidiary 95 -- 184 --
------------ ------------ ------------ ------------
Net loss $ (2,989) $ (13,341) $ (4,101) $ (14,818
============ ============ ============ ============
Per share of common stock:
Loss from continuing operations $ (0.15) $ (0.71) $ (0.20) $ (0.79)
Loss from discountinued operations -- (0.01) -- (0.O1)
------------ ------------ ------------ ------------
Net loss $ (0.15) $ (0.72) $ (0.20) $ (O.80)
============ ============ ============ ============
Average number of common
shares outstanding 20,092 18,578 20,071 18,576
============ ============ ============ ============
</TABLE>
See notes to consolidated financial statements.
PAGE 3 OF 13
<PAGE>
ATLAS CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(In Thousands, Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
------------------------------------
1996 1995
- ------------------------------------------------------------------------------------------------------
<S> <C> <C>
Operating activities
Net loss $ (4,101) $ (14,818)
Loss from discontinued operations -- 225
Add (deduct) non-cash items:
Depreciation, depletion, amortization 28 16
Equity in loss of unconsolidated subsidiary 1,722 997
Writedown of investment in unconsolidated subsidiary -- 11,419
Forfeiture of deposit -- 525
Gain on sale of marketable securities (1,333) --
Other (99) 340
Shutdown and standby costs -- (584)
Net change in non-cash items
related to operations (Note 3) (1,559) (906)
--------------- ---------------
Cash used in continuing operations (5,342) (2,786)
--------------- ---------------
From discontinued operations:
Operating loss -- (225)
Change in receivables -- 400
Change in accrued liabilities -- 123
Change in other liabilities, long-term -- 102
Change in estimated uranium reclamation costs (1,215) (751)
--------------- ---------------
Cash used in discontinued operations (1,215) (351)
--------------- ---------------
Cash used in operating activities (6,557) (3,137)
--------------- ---------------
Investing activities:
Fees paid in acquisition of unconsolidated subsidiary -- (852)
Additions to property, plant and equipment (832) (297)
Proceeds from issuance of debt released from escrow 10,000 --
Investment in marketable securities -- (3,007)
Proceeds from sale of marketable securities 4,520 --
Other -- (25)
--------------- ---------------
Cash provided by (used in) investing activities 13,688 (4,181)
--------------- ---------------
Financing activities:
Repayment of short-term note (2,000) --
Other financing activities -- (18)
--------------- ---------------
Cash used in financing activities (2,000) (18)
--------------- ---------------
Increase (decrease) in cash and cash equivalents 5,131 (7,336)
Cash and cash equivalents:
Beginning of period 1,607 11,789
--------------- ---------------
End of period $ 6,738 $ 4,453
=============== ===============
</TABLE>
See notes to consolidated financial statements.
Page 4 of 13
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The accompanying consolidated financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10
of Regulation S-X. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for
complete financial statements. There has not been any change in the
Company's significant accounting policies for the periods presented.
In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. The results for these interim periods are not necessarily
indicative of results for the entire year. These statements should be read
in conjunction with the financial statements and notes thereto included in
the Company's Annual Report of Form 10-K for the fiscal year ended December
31, 1995.
2. There has been no dilution of earnings per share as a result of the
exercise of Option Warrants to Purchase Common Stock or stock options
during the periods presented.
3. The components of the net change in items other than cash related to
operating activities as reflected in the Consolidated Statements of Cash
Flows are as follows:
<TABLE>
<CAPTION>
Six Months Ended
June 30,
-------------------------------
1996 1995
-------------- -------------
<S> <C> <C>
Add (deduct) items other than cash:
Trade accounts and other receivables $ 92 $ (24)
Iventories -- 455
Prepaid expenses and other current assets (18) 69
Other assets (167) 502
Trade accounts payable (1,331) (26)
Accrued liabilities (50) (1,617)
Other long-term liabilities (85) (265)
-------------- ------------
$ (1,559) $ (906)
============== ============
</TABLE>
4. The Company is obligated to decommission and reclaim its uranium mill site
located near Moab, Utah. The Company discontinued its uranium operations
and permanently shut down its uranium operations in 1987 and accrued
estimated shut-down and reclamation costs of $17,406,000. The balance of
this accrual at June 30, 1996 was $3,298,000, $800,000 of which is included
in current liabilities. Title X of "The Comprehensive National Energy
Policy Act" ("Title X"), enacted in October 1992, provides for the
reimbursement of decommissioning and reclamation expenses related to
uranium sites with tailings generated by Atomic Energy Commission (AEC)
contracts. The Company's uranium reclamation costs will be reduced by this
government cost sharing program as 56% of its tailings were generated under
AEC contracts. The Company believes the accrual, when combined with
Page 5 of 13
<PAGE>
anticipated reimbursements under the Title X program, is sufficient to
cover future reclamation costs.
The Company has submitted three claims to the Department of Energy ("DOE")
under Title X for reclamation costs incurred from the fiscal year ended
June 30, 1980 through March 31, 1996. The status of the three claims is as
follows:
<TABLE>
<CAPTION>
Gross Anticipated Actual
Gross Claim Amount Reimbursement Reimbursement Anticipated
Claim Date Amount Approved Receivable Payments Balance Due
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
July 7, 1994 $4,999,000 $4,510,000 $2,530,000 $1,396,000 $1,134,000
June 16, 1995 3,638,000 2,627,000/1/ 1,474,000 482,000 992,000
May 1, 1996 3,998,000 --/2/ 2,243,000 -- 2,243,000
- -------------------------------------------------------------------------------------------
Totals $6,247,000 $1,878,000 $4,369,000
===========================================================================================
</TABLE>
/1/ Preliminary approval.
/2/ Approval pending.
Timing of the remaining payments for approved reimbursements is a
function of Congressional appropriation of Title X funding.
5. The Company reports the financial results of Granges Inc., a Canadian
mining company in which Atlas held a 27.5% ownership interest as of June
30, 1996, under the equity method. A summarized Statement of Operations
(Unaudited, US dollars, Canadian GAAP, in thousands) of Granges for the six
month periods ending June 30, 1996 and June 30, 1995 are set forth below:
<TABLE>
<CAPTION>
June 30, June 30,
1996 1995
-------- --------
<S> <C> <C>
Revenue $16,408 $21,728
Cost of sales 13,805 17,265
Depreciation, depletion & amortization 4,394 1,866
------- -------
Gross margin $(1,791) $ 2,597
Net income (loss) $(4,897) $ 1,210
======= =======
</TABLE>
Under the equity method, the Company reported losses of $1,722,000 and
$997,000 for the six month periods ended June 30, 1996 and 1995,
respectively. The loss recorded for the six months ended June 30,1995 also
includes a loss for the three months ended December 31, 1994 as, prior
to June 30, 1995, the Company recorded Granges' income on a three month
lag. Cost in excess of Atlas' share of Granges' net assets were allocated
based upon their relative market value. Excess costs related to producing
properties is being amortized on a unit of production (gold ounces) basis
and is included in the reported loss.
In connection with the May 1, 1995 amalgamation of Granges Inc. and
Hycroft Resources and Development Corporation, the Company re-evaluated
its investment in Granges relative to the fair valued implied in the
amalgamation and to known reserves in the Crofoot/Lewis
Page 6 of 13
<PAGE>
mine. As a result, the Company recorded an $11,419,000 impairment of its
investment in unconsolidated subsidiary as of June 30, 1995.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
-----------------------------------------------------------------------
OF OPERATIONS
-------------
CAPITAL RESOURCES AND LIQUIDITY
The Company currently controls a 27.5% interest in Granges Inc., a Canadian
gold mining company; three gold mining properties -- Gold Bar located in
central Nevada, Musgrove Creek located in Idaho and Doby George located in
northeast Nevada; the Tucker Hill perlite property; and has an option to
purchase another gold mining property, Commonwealth, which is located in
Arizona. The Company has signed a letter of intent with respect to the
acquisition of certain mining properties in Bolivia (see below "Letter
Agreement to Acquire Bolivian Mining Operations"). Due to the limited
financial resources of the Company, it may not be able to finance the
simultaneous development of all its properties. As a result, the Company
will focus on those projects which will provide an immediate cash flow. The
Company is also responsible for the reclamation of a uranium processing
site located near Moab, Utah.
GRANGES INC.
For the six months ended June 30, 1996, Granges reported revenue of $16.4
million and gold production of 39,635 ounces compared to revenue of $21.7
million and gold production of 51,367 ounces for the same period the
previous fiscal year. The decrease in revenue was reported by Granges to be
attributed to lower production from its Hycroft mine which was a result of
lower than normal recovery from a clay-rich ore section combined with
delayed recovery from a significant volume of run-of-mine ore where
solution application was held up until haulage roads could be re-routed off
of the fresh ore. Granges reported a net loss of $4,897,000, or $.11 per
share, for the six months ended June 30, 1996 compared to net income of
$1,210,000, or $.03 per share, for the six months ended June 30, 1995.
GOLD PROPERTIES
The Gold Bar property, located in Eureka County, Nevada, has a gold
reserve of 2.7 million tons at an average grade of .070 ounces per ton.
The Company continues negotiations with Brown & Root pursuant to an October
1995 agreement in principle which set forth contract mining terms and
provided for terms under which Brown & Root would guarantee up to $5.0
million in project financing subject to, among other items, the execution
of an acceptable hedging agreement. To date, the Company has been unable to
secure the full financing guarantee due to the current price of gold, but
could, assuming a higher gold price and the completion of definitive
agreements resume operations within four to six weeks following the signing
of such agreement. Should mining recommence, a six month period of
overburden removal and stockpiling would be required prior to the
resumption of milling
Page 7 of 13
<PAGE>
activities. The current mine plan estimates total gold production of
187,000 contained ounces over a nominal three year period.
On October 25, 1995, the Company acquired the Doby George property, located
in Elko County, Nevada, from Independence Mining Company for 1.4 million
shares of Common Stock and $400,000. The property has an indicated
resource, as determined by an independent engineering report, of 3.7
million tons at an average grade of .06 ounces per ton. The Company has
completed an initial drilling program on the property and is conducting an
internal feasibility study on the property. Initial results of the internal
review have confirmed the mineralization and identified a new exploration
target on the property. In order to make feasible the possible development
of the property, the Company intends to submit a Plan of Operations to the
appropriate federal and state agencies for permitting within the next three
months. Significant environmental baseline data for the property has
already been collected.
In March 1996, Atlas was reassigned the Musgrove Creek property located in
Idaho which had been leased, along with the Grassy Mountain property
located in Oregon, in 1992 to another mining company. The Company is
evaluating all available project information and is considering several
options for development of the property including exploration, joint
ventures and sale.
PERLITE
On January 16, 1996, Atlas announced that it had entered into a letter
of intent providing for the purchase by Phoenix Financial Holdings Inc., a
Canadian company in which Atlas has a 51% ownership interest, of Atlas
Perlite Inc., a wholly owned subsidiary of the Company whose primary asset
is the Tucker Hill Project, in return for $1 million cash, the equivalent
of $1 million in Phoenix common shares and a 2% royalty (as a result of
which Atlas will hold a 65% interest in Phoenix). The purchase has been
approved by a committee of independent Phoenix board members but is
awaiting approval by a majority of the minority shareholders of Phoenix at
its annual general meeting scheduled for September 1996.
The Company is continuing to pursue development of the Tucker Hill Perlite
Project. A final EIS was issued in April 1996 which resulted in the
approval of the Company's plan of operations for the Tucker Hill perlite
quarrying operation. Construction of a 100,000 ton per year processing
facility commenced in July and is scheduled to be completed in September,
1996. Commercial production is expected to commence in September 1996,
after completion of required archeological testing and final approval of
the associated mitigation plan. The Company is funding the approximately
$1.3 million of construction and development costs from current working
capital. Pursuant to the terms of the letter of intent, Phoenix would
reimburse the Company for the cost of construction and development.
On July 2, 1996, the Company signed a letter agreement with Armstrong World
Industries, Inc. under which, subject to completion of a definitive
agreement, Armstrong would purchase an estimated 40,000 tons of perlite
annually for a five year period. The Company
Page 8 of 13
<PAGE>
is currently in negotiations with other end users and anticipates that
additional purchase agreements will be signed within the next three months.
RECLAMATION ACTIVITIES
On January 30, 1996, the Nuclear Regulatory Commission ("NRC"), the
federal agency responsible for overseeing decommissioning and reclamation
of Atlas' uranium site located outside of Moab, Utah, released for public
comment a draft Environmental Impact Statement ("EIS") and draft Technical
Evaluation Report ("TER") on reclamation of the site. The documents assess
Atlas' final reclamation plan for the tailings pile generated by Atlas'
uranium mill from 1956 to 1984. The NRC will use the EIS, which was
prepared by an independent third party contractor, to evaluate
environmental impacts of Atlas' proposal for reclamation of the tailings in
place. The NRC staff's preliminary conclusion, as published in the EIS, is
that the Atlas' proposal for reclaiming the tailings at the existing
location is an acceptable alternative. Based upon review of the public
comments and the results of additional studies funded by Atlas, the Company
believes that the NRC staff's preliminary conclusion will be confirmed in
the final Environmental Impact Statement and Technical Evaluation Report.
The final Record of Decision should be available in late 1996, following
the NRC's incorporation of its responses to public comments.
LIQUIDITY
Working capital was $4,464,000 at June 30, 1996 and $5,611,000 at June 30,
1995. The Company's current ratio at June 30, 1996 was 2.40 to 1, compared
to 2.60 to 1 at June 30, 1995. The working capital position of the Company
reflects the remaining proceeds from the sale of the Company's
shareholdings in Dakota Mining Corporation and issuance of $10 million
exchangeable 7% debentures. Working capital decreased by $2,835,000 during
the quarter ended June 30, 1996 as a result of funding operating losses,
capital expenditures and reclamation obligations.
Future capital requirements will be satisfied through existing cash
reserves, project financing, as well as the sale of other assets and/or
existing working capital. Longer term capital requirements will be funded
from any future operating cash flows and, as required, from the issuance of
additional debt or equity and/or the sale of other assets.
RESULTS OF OPERATIONS
Due to the suspension of Gold Bar milling operations in September 1994, the
Company had no mining revenue or gold production for the six months ended
June 30, 1996 or 1995.
Estimated shutdown and standby costs of $279,000 and $561,000 were charged
to operations for the three month period and six month period ended June
30, 1996, respectively, compared to $210,000 for the comparable periods in
1995. In September 1994, the Company recorded a charge of $1,275,000 for
the estimated shutdown and standby costs to be incurred during the
remainder of the fiscal year ended June 30, 1995. An additional
Page 9 of 13
<PAGE>
charge of $210,000 was recorded during the final quarter of the fiscal year
ended June 30, 1995 to reflect actual costs incurred.
Exploration costs for the three and six month periods ending June 30, 1996
were $79,000 and $168,000, respectively, compared to $482,000 and $806,000
for the comparable periods in 1995. This decrease reflects a four person
reduction in the exploration staff and the current focus of the exploration
staff on projects with near term development potential, the associated
costs of which are being capitalized.
General and administrative expenses increased from $803,000 for the three
months ended June 30, 1995 to $1,635,000 for the three months ended June
30, 1996, representing an increase of $832,000, or 104%. The increase is
due to severance charges of $530,000 associated with the June 21, 1996
resignation of David J. Birkenshaw as Chairman and CEO of the Company and
charges of approximately $300,000 reflecting costs associated with the
proposed merger with MSV Resources Inc., the discussions for which were
terminated on April 12, 1996. General and administrative expenses for the
six months ended June 30, 1996 were $2,846,000 versus $1,370,000 for the
six months ended June 30, 1995. The increase is attributable to the
severance costs paid to David J. Birkenshaw, costs associated with the
proposed merger with MSV Resources Inc., employee bonuses paid in the first
quarter of 1996 and the addition of general and administrative costs
incurred by the Company's 51%-owned subsidiary, Phoenix Financial Holdings
Inc., which was acquired on November 29, 1995.
Interest expense incurred during the three and six month periods ended June
30, 1996 were $214,000 and $637,000, respectively, compared to $4,000 and
$98,000 for the three and six month periods ended June 30, 1995,
respectively. The increase reflects the interest on the $10 million
Exchangeable Debenture issued in October 1995 and interest on the $2.0
million short-term note payable to First Marathon Securities issued on
November 29, 1995 and repaid on February 28, 1996.
The Company's capital expenditures in the quarter ended June 30, 1996, of
$410,000, were for development of the Tucker Hill, Doby George, and
Commonwealth properties. Capital expenditures for the quarter ended June
30, 1995, of $129,000, were for the Company's Gold Bar Project and the
development of Tucker Hill.
LETTER AGREEMENT TO ACQUIRE BOLIVIAN MINING OPERATIONS
On August 5, 1996, the Company announced that it had entered into a Letter
of Intent with Arimetco International Inc. and Suramco Metals, Inc. with
respect to the purchase of 100% of Arisur, Inc., which is owned 50% by
Arimetco and 50% by Suramco. Arisur owns the Andacaba and Don Francisco
mines in Bolivia and has an option to acquire an 80% interest in the San
Matias and Capillani mines, all of which are located in southern Bolivia.
Atlas has 90 days to complete its due diligence investigation, which is
currently underway. Consummation of the transaction is subject to the
satisfactory completion of such due diligence, execution of a definitive
agreement and any required regulatory or shareholder approvals.
Page 10 of 13
<PAGE>
In connection with the proposed transaction, Atlas advanced $1.8 million to
Arimetco, to be applied against the purchase price payable to Arimetco. If
the proposed transaction is not consummated, the loan, which bears interest
at 10% per annum, is repayable within 180 days and is secured by Arimetco's
Sullivan gold/copper property in Nevada, Arimetco's 50% interest in Arisur
and a corporate guarantee from Suramco.
Andacaba is an operating silver, zinc and lead mine which is producing 220
tonnes per day for processing at its Don Roy mill. Andacaba is currently
undergoing a mine and mill expansion which will increase its mining
capacity to 400 tonnes per day and it's milling capacity to 460 tonnes per
day. The mill expansion is scheduled to be completed by the end of the
year. Ore from the Don Francisco zinc mine, which commenced mining
operations on August 1, 1996 at a rate of 80 tons per day, is being hauled
to the Don Roy mill for processing. The San Matias and Capillani silver,
zinc, lead mines are scheduled to commence production in 1997 at a rate of
500 tonnes per day. Included in the option to purchase San Matias is a 900
tonne per day mill which will be used as a regional mill for the San
Matias, Capillani and Don Francisco mines and for the tolling of other
local ores. Arisur has offices in La Paz and Potosi and employs
approximately 200 people.
Atlas would fund the necessary capital requirements to develop and expand
the Bolivian mining operations from Atlas' current working capital, cash
flow from operations, current financing arrangements entered into by Arisur
and additional project financing.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
None
Item 2. Changes in Securities
---------------------
None
Item 3. Defaults upon Senior Securities
-------------------------------
None
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
None
Item 5. Other Information
-----------------
None
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
Page 11 of 13
<PAGE>
a. Exhibits
None
b. Reports on Form 8-K
Report on Form 8-K dated April 12, 1996 containing the Company's
news release with respect to the termination of merger
discussions with MSV Resources Inc.
Report on Form 8-K dated June 25, 1996 containing the Company's
news release with respect to the resignation of
David J.Birkenshaw as the Company's Chairman and CEO.
Page 12 of 13
<PAGE>
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.
ATLAS CORPORATION
-----------------
(Registrant)
/s/ Jerome C. Cain
--------------------------
Jerome C. Cain
Vice President of Finance
Date: August 14, 1996
----------------------------
Page 13 of 13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 6-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1996
<PERIOD-START> JAN-01-1996 APR-01-1996
<PERIOD-END> JUN-30-1996 JUN-30-1996
<CASH> 6,738 6,738
<SECURITIES> 0 0
<RECEIVABLES> 273 273
<ALLOWANCES> 0 0
<INVENTORY> 250 250
<CURRENT-ASSETS> 7,478 7,478
<PP&E> 51,601 51,601
<DEPRECIATION> 44,437 44,437
<TOTAL-ASSETS> 43,685 43,685
<CURRENT-LIABILITIES> 3,014 3,014
<BONDS> 13,500 13,500
0 0
0 0
<COMMON> 20,092 20,092
<OTHER-SE> (2,439) (2,439)
<TOTAL-LIABILITY-AND-EQUITY> 43,685 43,685
<SALES> 0 0
<TOTAL-REVENUES> 0 0
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 329 168
<INCOME-PRETAX> (4,285) (3,084)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> (4,101) (2,989)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (4,101) (2,989)
<EPS-PRIMARY> (.20) (.15)
<EPS-DILUTED> (.20) (.15)
</TABLE>
