<PAGE>
(SEC-DOCUMENT)0001047469-99-022693.txt : 19990609
(SEC-HEADER)0001047469-99-022693.hdr.sgml : 19990609
ACCESSION NUMBER:
CONFORMED SUBMISSION TYPE: DEFA 14A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 19990630
FILED AS OF DATE: 19990609
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: CORNUCOPIA RESOURCES LTD
CENTRAL INDEX KEY: 0000832342
STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040]
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: DEFA 14A
SEC ACT:
SEC FILE NUMBER: 000-16778
FILM NUMBER: 99638229
BUSINESS ADDRESS:
STREET 1: 540 MARINE BLDG
STREET 2: 355 BURRARD ST
CITY: VANCOUVER BC CANADA
STATE: A1
BUSINESS PHONE: 6046870619
(/SEC-HEADER)
(DOCUMENT)
(TYPE)DEFA 14A
(SEQUENCE)1
(DESCRIPTION)DEFA 14A
(TEXT)
<PAGE>
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant /X/
Filed by a party other than the Registrant / /
Check the appropriate box:
/ / Preliminary Proxy Statement
/ / Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
/ / Definitive Proxy Statement
/X/ Definitive Additional Materials
/ / Soliciting Material Pursuant to Section 240.14a-11(c) or Section
240.14a-12
CORNUCOPIA RESOURCES LTD.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
/X/ No fee required
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(1)
and 0-11
(1) Title of each class of securities to which transaction applies:
------------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
------------------------------------------------------------------------
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
------------------------------------------------------------------------
(5) Total fee paid:
------------------------------------------------------------------------
/ / Fee paid previously with preliminary materials.
/ / Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
------------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
------------------------------------------------------------------------
(3) Filing Party:
------------------------------------------------------------------------
(4) Date Filed:
------------------------------------------------------------------------
<PAGE>
In response to comments received from the Securities and Exchange Commission,
Financial Statements of Great Basin Gold Ltd. are enclosed and should be read
in conjunction with the previously filed Proxy Statement on Form DEF 14A.
AUDITORS' REPORT TO THE SHAREHOLDERS
We have audited the consolidated balance sheets of Great Basin Gold Ltd. as
at December 31, 1998 and 1997 and the consolidated statements of operations
and deficit, changes in financial position and mineral property interests for
each of the three years ended December 31, 1998. These financial statements
are the responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform an audit to
obtain reasonable assurance whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation.
In our opinion, these consolidated financial statements present fairly, in
all material respects, the financial position of the Company as at December
31, 1998 and 1997 and the results of its operations and changes in its
financial position for each of the three years ended December 31, 1998 in
accordance with generally accepted accounting principles in Canada. As
required by the Company Act (British Columbia), we report that, in our
opinion, these principles have been applied on a consistent basis.
/s/ KPMG LLP
Chartered Accountants
Vancouver, Canada
April 2, 1999
<PAGE>
GREAT BASIN GOLD LTD.
Consolidated Balance Sheets
(EXPRESSED IN CANADIAN DOLLARS UNLESS OTHERWISE STATED)
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------
December 31, December 31,
1998 1997
(restated
note 3)
- ---------------------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and equivalents $ 1,099,650 $ 2,072,206
Short term investments, at quoted market value -- 150,000
Amounts receivable 266,568 989,309
- ---------------------------------------------------------------------------------------------------------------
1,366,218 3,211,515
INVESTMENT AND RECLAMATION DEPOSITS (note 5) 7,500 345,503
EQUIPMENT (note 6) 139,851 316,587
MINERAL PROPERTY INTERESTS (note 7) (statement) 11,457,428 8,233,992
- ---------------------------------------------------------------------------------------------------------------
$ 12,970,997 $ 12,107,597
- ---------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 215,695 $ 436,591
- ---------------------------------------------------------------------------------------------------------------
SHAREHOLDERS' EQUITY
Share capital (note 8)
Authorized
100,000,000 common shares without par value
Issued and outstanding
16,918,271 (1997: 14,161,171) common shares 26,268,728 22,790,760
Deficit (13,513,426) (11,119,754)
- ---------------------------------------------------------------------------------------------------------------
12,755,302 11,671,006
Nature of operations (note 1)
Uncertainty due to the Year 2000 issue (note 11)
Subsequent events (notes 7 (a), (b) and 8(c))
- ---------------------------------------------------------------------------------------------------------------
$ 12,970,997 $ 12,107,597
- ---------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------
</TABLE>
See accompanying notes to consolidated financial statements.
Approved by the Board
/s/ Robert G. Hunter /s/ Jeffrey R. Mason
Director Director
<PAGE>
GREAT BASIN GOLD LTD.
Consolidated Statements of Operations and Deficit
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
Years ended December 31,
1998 1997 1996
(restated note 3)
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
REVENUE
Interest and other $ 80,110 $ 51,575 $ 68,400
- ------------------------------------------------------------------------------------------------------------
EXPENSES
Amortization 154,014 24,643 3,000
Conference and travel 74,044 33,661 16,347
Corporate and capital taxes (note 10) (11,010) 85,950 --
Legal, accounting and audit 146,268 160,171 25,840
Office and administration 131,230 100,586 87,231
Salaries and benefits 183,195 116,217 116,605
Shareholder communication 136,195 67,301 23,057
Trust and filing 41,322 15,597 12,722
- ------------------------------------------------------------------------------------------------------------
855,258 604,126 284,802
- ------------------------------------------------------------------------------------------------------------
LOSS BEFORE OTHER ITEMS (775,148) (552,551) (216,402)
OTHER ITEMS
Loss on sale of investment (note 5) (216,924) -- --
Loss on sale of fixed assets (5,288) -- --
Write-down of investment (notes 3 and 5) -- (800,000) --
Write-down of mineral property interests (note 7) (1,396,312) (840,727) (622,022)
Preproduction royalties received (note 7(f)) -- 30,000 --
- ------------------------------------------------------------------------------------------------------------
LOSS FOR THE YEAR (2,393,672) (2,163,278) (838,424)
DEFICIT, BEGINNING OF YEAR
As previously reported (10,319,754) (8,956,476) (8,118,052)
Adjustment to reflect change in accounting
for indirect acquisition costs (note 3) (800,000) -- --
- ------------------------------------------------------------------------------------------------------------
As restated (11,119,754) (8,956,476) (8,118,052)
- ------------------------------------------------------------------------------------------------------------
DEFICIT, END OF YEAR $(13,513,426) $(11,119,754) $(8,956,476)
- ------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------
LOSS PER SHARE $ (0.16) $ (0.30) $ (0.15)
- ------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------
Weighted average number of common shares outstanding 15,276,491 $ 7,140,446 5,573,331
- ------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
GREAT BASIN GOLD LTD.
Consolidated Statements of Changes in Financial Position
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------
Years ended December 31,
1998 1997 1996
(restated note 3)
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
CASH PROVIDED BY (USED FOR)
OPERATIONS
Loss for the year $(2,393,672) $ (2,163,278) $ (838,424)
Items not involving cash
Amortization 154,014 24,643 3,000
Write-down of investment -- 800,000 --
Loss on sale of investment 216,924 -- --
Loss on sale of fixed assets 5,288 -- --
Write-down of mineral property interests 1,396,312 840,727 622,022
Changes in non-cash operating working capital
Amounts receivable 722,741 (157,688) 212,725
Accounts payable and accrued liabilities (220,896) 274,823 (251,825)
- ------------------------------------------------------------------------------------------------------------
(119,289) (380,773) (252,502)
- ------------------------------------------------------------------------------------------------------------
INVESTMENTS
Short term investments 150,000 (150,000) --
Investment and reclamation deposits 121,079 (1,128,003) --
Proceeds on sale of equipment 17,434 (148,051) (6,704)
Mineral property interests
Acquisition costs (516,425) (1,697,307) (21,315)
Exploration and development costs (4,103,323) (1,043,288) (729,102)
Business combination, net of cash (note 4) -- (6,374,878) --
- ------------------------------------------------------------------------------------------------------------
(4,331,235) (10,541,527) (757,121)
- ------------------------------------------------------------------------------------------------------------
FINANCING
Issuance of common shares
For cash, net of issue costs 3,044,188 3,479,370 2,675,861
For mineral property interests 433,780 50,000 --
On business combination (note 4) -- 7,659,940 --
- ------------------------------------------------------------------------------------------------------------
3,477,968 11,189,310 2,675,861
- ------------------------------------------------------------------------------------------------------------
INCREASE IN CASH AND EQUIVALENTS (972,556) 267,010 1,666,238
CASH AND EQUIVALENTS, BEGINNING OF YEAR 2,072,206 1,805,196 138,958
- ------------------------------------------------------------------------------------------------------------
CASH AND EQUIVALENTS, END OF YEAR $ 1,099,650 $ 2,072,206 $1,805,196
- ------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
GREAT BASIN GOLD LTD.
Consolidated Statements of Mineral Property Interests
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------
Years ended December 31,
1998 1997 1996
(restated note 3)
- -----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
ACQUISITION COSTS
Balance, beginning of year, as previously reported $ 8,052,601 $ 25,784 $ 42,342
Adjustment to reflect change in accounting for
indirect acquisition costs (note 3) (800,000) -- --
- -----------------------------------------------------------------------------------------------
Balance, beginning of year, as restated 7,252,601 25,784 42,342
- -----------------------------------------------------------------------------------------------
Incurred during the year 516,425 1,697,307 21,315
Mineral property interest acquired on business
combination (note 4) -- 5,555,289 --
Write-down during the year (253,946) (25,779) (37,873)
- -----------------------------------------------------------------------------------------------
Balance, end of year 7,515,080 7,252,601 25,784
- -----------------------------------------------------------------------------------------------
EXPLORATION AND DEVELOPMENT COSTS
Assays and analysis 115,395 25,000 31,353
Drilling 723,534 305,837 189,971
Engineering 113,111 9,587 8,156
Environmental, socioeconomic and land fees 1,343,495 83,966 32,538
Equipment rentals and leases 94,220 9,943 48,882
Geological 886,707 359,255 234,805
Site activities 609,729 110,837 135,817
Transportation 217,132 138,863 47,580
- -----------------------------------------------------------------------------------------------
Incurred during the year 4,103,323 1,043,288 729,102
Balance, beginning of year 981,391 753,051 608,098
Write-down during the year (1,142,366) (814,948) (584,149)
- -----------------------------------------------------------------------------------------------
Balance, end of year 3,942,348 981,391 753,051
- -----------------------------------------------------------------------------------------------
MINERAL PROPERTY INTERESTS $11,457,428 $8,233,992 $ 778,835
- -----------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
1. NATURE OF OPERATIONS
Great Basin Gold Ltd. ("Great Basin" or the "Company") was incorporated
under the laws of British Columbia and its principal business activity
is the exploration and development of mineral property interests. At
December 31, 1998, the Company's principal mineral property interests
are the Ivanhoe property located in Nevada, United States of America,
and the Casino property located in southwest Yukon, Canada. Effective
December 31, 1997, the Company changed its name from Pacific Sentinel
Gold Corp. ("Pacific Sentinel") to Great Basin Gold Ltd. on completion
of the business combination with Consolidated North Coast Industries
Ltd. ("North Coast") (note 4).
The Company is in the process of exploring its mineral property
interests and has not yet determined whether its mineral property
interests contain mineral reserves that are economically recoverable.
The underlying value and the recoverability of the amounts shown for
mineral property interests are entirely dependent upon the existence of
economically recoverable mineral reserves, the ability of the Company
to obtain the necessary financing to complete the exploration and
development of the mineral property interests, and future profitable
production or proceeds from the disposition of the mineral property
interests.
2. SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of presentation and consolidation
These financial statements have been prepared in accordance with
accounting principles and practices generally accepted in Canada. The
consolidated financial statements as at and for the year ended December
31, 1998, include the accounts of the Company and its wholly owned
subsidiaries. All significant intercompany balances and transactions
have been eliminated.
Effective December 31, 1997, the Company completed the acquisition of
100% of the outstanding shares of North Coast. As North Coast
shareholders obtained control of the Company through the exchange of
their shares of North Coast for shares of the Company, the acquisition
of North Coast has been accounted for in these financial statements as
a reverse takeover. Consequently, the consolidated statements of
operations and deficit, mineral property interests and cash flows
reflect the results from operations and cash flows of North Coast, the
legal subsidiary, for the year ended December 31, 1997, combined with
those of Pacific Sentinel, the legal parent, from acquisition on
December 31, 1997, in accordance with generally accepted accounting
principles for reverse takeovers. In addition, the comparative figures
presented are those of North Coast, the legal subsidiary.
In these notes to the consolidated financial statements, the Company,
prior to the business combination with North Coast, is referred to as
"Pacific Sentinel", and after completion of the share consolidation,
business combination, and name change, is referred to as "Great Basin".
(b) Cash and equivalents
Cash and equivalents consist of highly liquid investments that are
readily convertible to known amounts of cash and have maturity dates of
three months or less from the date of purchase.
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(c) Investments and reclamation deposits
Investments capable of reasonably prompt liquidation are carried at the
lower of cost and quoted market value. Investments where the Company
has the ability to exercise significant influence are accounted for on
the equity basis where the investment is initially recorded at cost and
subsequently adjusted for the Company's share of the income or loss and
capital transactions of the investee, less provision, if any, for
permanent impairment in value. Reclamation deposits are recorded at
cost.
(d) Equipment
Equipment is stated at cost less accumulated amortization. Amortization
is provided on a straight-line basis over three to five years, which
represents the estimated useful lives of the related equipment.
(e) Mineral property interests
Acquisition costs and related exploration and development costs are
deferred until the property to which they relate is placed into
production, sold, allowed to lapse or abandoned. These costs will be
amortized over the estimated life of the property following
commencement of commercial production or written off if the property is
sold, allowed to lapse or abandoned.
Acquisition costs for mineral property interests include the cash
consideration and the fair value of common shares, based on the trading
price of the shares, issued for mineral property interests, pursuant to
the terms of the agreement. A property acquired under an option or
joint venture agreement, where payments are made at the sole discretion
of the Company, is recorded in the accounts at the time of payment. The
amount shown for mineral property interests represents costs incurred
to date and does not necessarily reflect present or future values.
Administration expenditures are expensed in the period incurred.
(f) Share capital
Common shares issued for non-monetary consideration are recorded at
fair value based upon the trading price of the shares on the date of
the agreement to issue the shares.
The proceeds from common shares issued pursuant to flow-through share
financing agreements for Canadian exploration expenditures are credited
to share capital and the tax benefits of these exploration expenditures
are transferred to the purchaser of the shares.
Costs incurred to issue common shares are deducted from share capital.
(g) Translation of foreign currencies
The Company's United States operations are considered to be integrated
operations for purposes of foreign currency translation. Amounts stated
in United States dollars are translated into Canadian dollars as
follows: monetary assets and liabilities are translated at the exchange
rate in effect at the balance sheet date and non-monetary assets and
liabilities and revenue and expenses are translated at the rate in
effect on the date of the transaction. The net effect of the foreign
currency translation is included in the statements of operations and
deficit.
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(h) Loss per share
The loss per share is computed using the weighted average number of
common shares outstanding during the year, after restating prior years'
comparative amounts to reflect the weighted average number of
post-consolidation common shares of Pacific Sentinel issued to North
Coast shareholders (note 4). Fully diluted loss per share has not been
presented as the effect on basic loss per share would be anti-dilutive.
(i) Fair value of financial instruments
The carrying amount of cash and equivalents, short term investments,
amounts receivable, reclamation deposits, and accounts payable and
accrued liabilities approximate fair value due to their short term
nature. The fair value of investments is disclosed in note 5.
(j) 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. Significant areas requiring
the use of management estimates relate to the impairment of mineral
property interests, determination of reclamation obligations and rates
for amortization. Actual results could differ from these estimates.
(k) Segment disclosures
During 1998, the Company adopted the accounting standards related to
segment disclosures recently approved by the accounting standards
setting body in Canada. Accordingly, the Company considers itself to
operate in a single segment, being exploration and development of
mineral properties, within the geographic areas disclosed in note 7.
3. CHANGE IN ACCOUNTING POLICY
In 1998, the Company changed its policy with respect to accounting for
indirect acquisition costs. In 1997 and prior periods, indirect
acquisition costs, such as the write-down of the Company's share
investment in Cornucopia Resources Ltd. acquired in connection with the
acquisition of the Ivanhoe Property (note 7(a)), were capitalized to
mineral property interests. Beginning in 1998, the Company changed its
policy to expense indirect mineral property acquisition costs.
This change has been applied retroactively and has reduced mineral
property interests by $800,000 as at December 31, 1997, and has
increased write-down of investment and deficit by $800,000 for the year
ended December 31, 1997, and as at December 31, 1997, respectively.
4. BUSINESS COMBINATION
Effective December 31, 1997, Pacific Sentinel and North Coast received
all of the necessary approvals to complete their agreements to merge.
Pacific Sentinel consolidated its shares, changed its name to Great
Basin, and issued 9,421,759 post-consolidation common shares to the
shareholders of North Coast in consideration for all of the issued and
outstanding common shares of North Coast on the basis of 0.625
post-consolidation common shares of Great Basin for each common share
of North Coast (note (8(b)). As the former shareholders of North Coast
obtained control of the Company through the share exchange, this
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
4. BUSINESS COMBINATION (CONTINUED)
transaction has been accounted for in these financial statements as a
reverse takeover and the purchase method of accounting has been
applied. Under reverse takeover accounting, North Coast is considered
to have acquired Pacific Sentinel with the results of Pacific
Sentinel's operations included in the consolidated financial statements
from the date of acquisition. North Coast is considered the continuing
entity and consequently, the comparative figures are those of North
Coast.
The acquisition has been recorded at the estimated fair value of the
consideration given which, under reverse takeover accounting is the
fair value of the total number of shares of North Coast that would have
had to be issued in order to provide the same percentage of ownership
of the combined company to the shareholders of Pacific Sentinel as they
have in the combined company as a result of the reverse takeover. The
acquisition details are as follows:
<TABLE>
<S> <C>
Net assets acquired, at book values,
which are estimated to approximate fair values
Mineral property interests $5,555,289
Cash 1,285,062
Non-cash working capital 630,992
Reclamation deposits 7,500
Equipment 181,097
-----------------------------------------------------------------
$7,659,940
-----------------------------------------------------------------
-----------------------------------------------------------------
Consideration given for net assets acquired
Common shares issued $7,659,940
-----------------------------------------------------------------
-----------------------------------------------------------------
</TABLE>
As the continuing entity is deemed to be North Coast, share capital of
Pacific Sentinel has been reduced by $20,056,951 as a result of
accounting for this combination as a reverse takeover (note (8(b)).
The consolidated statements of operations and deficit, mineral property
interests, and cash flows reflect the results of operations and cash
flows of North Coast, the legal subsidiary, for the year ended December
31, 1997, combined with those of Great Basin, the legal parent, from
December 31, 1997, being the effective date of the acquisition, to
December 31, 1997.
Under reverse takeover accounting principles and the purchase method of
accounting, the results of operations of Pacific Sentinel are included
in the financial statements only from the effective date of the
acquisition. Accordingly, supplementary financial information
presenting the results of operations and changes in financial position
of Pacific Sentinel for the period from January 1, 1997, being the date
following the most recent audited balance sheet of Pacific Sentinel, to
December 31, 1997, being immediately prior to the effective date of the
combination, is presented below.
(a) Consolidated Statement of Operations
<TABLE>
<CAPTION>
----------------------------------------------------------------------------
Period from January 1 to
December 31, 1997
----------------------------------------------------------------------------
<S> <C>
Interest revenue $ 52,063
General and administrative expenses (note 4(d)) 501,806
----------------------------------------------------------------------------
Loss before the following (449,743)
Write-down of mineral property interests (21,000,000)
----------------------------------------------------------------------------
Loss for the period $(21,449,743)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
</TABLE>
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
4. BUSINESS COMBINATION (CONTINUED)
(b) Consolidated Statement of Mineral Property Interests
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------
Period from January 1, to
December 31, 1997
-----------------------------------------------------------------------------
<S> <C>
ACQUISITION COSTS
Balance, beginning of period $ 10,738,005
Write-down during the period (5,182,716)
-----------------------------------------------------------------------------
Balance, end of period 5,555,289
-----------------------------------------------------------------------------
EXPLORATION AND DEVELOPMENT COSTS
Assays and analyses 22,481
Engineering 3,654
Environmental, socioeconomic and land fees 32,271
Geological and geophysical 37,158
Site activities 3,304
Travel and accommodation 8,172
-----------------------------------------------------------------------------
Incurred during the period 107,040
Balance, beginning of period 15,710,244
Write-down during the period (15,817,284)
-----------------------------------------------------------------------------
Balance, end of period --
-----------------------------------------------------------------------------
MINERAL PROPERTY INTERESTS $ 5,555,289
-----------------------------------------------------------------------------
-----------------------------------------------------------------------------
</TABLE>
(c) Consolidated Statement of Changes in Financial Position
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------
Period from January 1 to
December 31, 1997
-----------------------------------------------------------------------------
<S> <C>
Cash provided by (used for)
Operations
Loss for the period (note 4(a)) $(21,449,743)
Items not involving cash
Amortization 70,488
Write-down of mineral property interests 21,000,000
Changes in non-cash operating working capital
Amounts receivable 393,027
Accounts payable and accrued liabilities (106,180)
-----------------------------------------------------------------------------
(92,408)
-----------------------------------------------------------------------------
Investments
Equipment 3,600
Exploration and development costs (107,040)
-----------------------------------------------------------------------------
(103,440)
-----------------------------------------------------------------------------
Decrease in cash and equivalents (195,848)
Cash and equivalents, beginning of period 1,480,910
-----------------------------------------------------------------------------
Cash and cash equivalents, end of period $ 1,285,062
-----------------------------------------------------------------------------
-----------------------------------------------------------------------------
</TABLE>
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
4. BUSINESS COMBINATION (CONTINUED)
(d) Consolidated Schedule of General and Administrative Expenses
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------
Period from January 1 to
December 31, 1997
-----------------------------------------------------------------------------
<S> <C>
Amortization $ 70,488
Conference and travel 20,882
Corporation capital tax recovered (36,731)
Interest and finance charges 58,159
Legal, accounting and audit 30,901
Office and administration 106,073
Salary and benefits 104,952
Shareholder communication 114,522
Trust and filing 32,560
-----------------------------------------------------------------------------
$501,806
-----------------------------------------------------------------------------
-----------------------------------------------------------------------------
</TABLE>
5. INVESTMENT AND RECLAMATION DEPOSITS
<TABLE>
<CAPTION>
-------------------------------------------------------------------------
1998 1997 1996
-------------------------------------------------------------------------
<S> <C> <C> <C>
Investment in Cornucopia Resources Ltd. $ -- $300,000 $ --
Reclamation deposits 7,500 45,403 10,000
-------------------------------------------------------------------------
$7,500 $345,503 $10,000
-------------------------------------------------------------------------
-------------------------------------------------------------------------
</TABLE>
During 1997, North Coast purchased 1,100,000 units of Cornucopia
Resources Ltd. ("Cornucopia") at $1.00 per unit in connection with the
agreement to acquire the Ivanhoe Property (note 7(a)). Each Cornucopia
unit is comprised of one common share and one share purchase warrant,
exercisable at $1.25 until March 26, 1998. These share purchase
warrants expired unexercised on March 26, 1998. At December 31, 1997,
the Company wrote-down the carrying value of its investment to an
approximate market value of $300,000. During 1998, the Company sold its
remaining shares held in Cornucopia and recorded a loss of $216,924.
6. EQUIPMENT
<TABLE>
<CAPTION>
----------------------------------------------------------------------
Accumulated Net Book Value
Cost Amortization 1998 1997
----------------------------------------------------------------------
<S> <C> <C> <C> <C>
Computer $123,673 $ 80,712 $ 42,961 $119,159
Field 319,971 244,757 75,214 143,588
Office 299,880 278,204 21,676 53,840
----------------------------------------------------------------------
$743,524 $603,673 $139,851 $316,587
----------------------------------------------------------------------
----------------------------------------------------------------------
</TABLE>
The total original cost at December 31, 1997 was $843,317.
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
7. MINERAL PROPERTY INTERESTS
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
Wilson
Ivanhoe Independence Casino Other Total
- --------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
BALANCE, DECEMBER 31, 1997,
as previously reported $3,184,943 $ 293,757 $5,555,289 $ 3 $ 9,033,992
Adjustment to reflect change in accounting
policy (note 3) (800,000) -- -- -- (800,000)
- --------------------------------------------------------------------------------------------------------------
Balance, December 31, 1997,
as restated 2,384,943 293,757 5,555,289 3 8,233,992
Acquisition costs 455,389 61,036 -- -- 516,425
Exploration and development costs
Assays and analysis 82,198 33,197 -- -- 115,395
Drilling 376,044 347,490 -- -- 723,534
Engineering 52,927 60,184 -- -- 113,111
Environmental, socio-economic
and land fees 1,317,368 22,981 -- 3,146 1,343,495
Equipment rentals and leases 76,652 17,568 -- -- 94,220
Geological 645,896 240,811 -- -- 886,707
Site activities 372,046 237,683 -- -- 609,729
Transportation 135,527 81,605 -- -- 217,132
- --------------------------------------------------------------------------------------------------------------
3,058,658 1,041,519 -- 3,146 4,103,323
- --------------------------------------------------------------------------------------------------------------
5,898,990 1,396,312 5,555,289 3,149 12,853,740
Write-down during the year -- (1,396,312) -- -- (1,396,312)
- --------------------------------------------------------------------------------------------------------------
Balance, December 31, 1998 $5,898,990 $ -- $5,555,289 $3,149 $11,457,428
- --------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------
</TABLE>
Substantially all expenditures incurred in 1997 as shown on the Statement of
Mineral Property Interests incurred on the Ivanhoe property.
(a) Ivanhoe
Elko County, Nevada, United States of America
On August 13, 1997, the Company and Cornucopia (note 5) entered into an
agreement to acquire a 100% working interest in the Ivanhoe Property on
the Carlin Trend in Nevada from Newmont Exploration Limited
("Newmont"). In addition, agreements for two additional groups of
claims have been entered into that form part of the Ivanhoe property.
These additional agreements require annual option payments of US
$80,000 per year and are subject to net smelter royalties ("NSR") of 2%
to 5%.
Pursuant to the terms of the agreement, the Company earned a 75%
interest in the Ivanhoe Property in consideration for expenditures
totalling US$5.0 million dollars as follows:
- US$1 million to Newmont;
- 150% of the amount invested in shares of Cornucopia (being US$1.2
million), and;
- US$2.8 million on exploration and related costs.
The agreement provides that exploration and related costs include
150% of any amounts invested on behalf of Great Basin in Cornucopia
both prior to and after the date of this Agreement plus 150% of any
other amounts paid to or on behalf of Touchstone to Newmont pursuant
to the reclamation obligations contained in the purchase agreement.
Newmont will manage and complete an approved mine closure plan of
the 1.1
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
7. MINERAL PROPERTY INTERESTS (CONTINUED)
square mile area of former mining operations already funded by US$4.5
million. Overruns, if any, will be funded 33% each by Newmont, the
Company and Cornucopia up to a total overrun of US$1.5 million, and
thereafter 75% by Newmont, with the balance payable pro rata by the
Company and Cornucopia. Ownership of and further expenditures on the
Ivanhoe Property will be on a 75% Company and 25% Cornucopia basis.
The Company also issued aggregate finders' fees of 125,000 shares of
the Company, based on expenditures on the project, and interim
financing guarantees of 98,125 shares of the Company. The financing
guarantee shares were issued to principals of Hunter Dickinson Inc.
(note 9(a)), which acted as an agent of the Company in negotiating and
guaranteeing aspects of the transaction. The remaining finder fees of
37,501 shares were issued in September 1998, upon completion of the
required exploration expenditures.
In March 1999, the Company entered to an agreement to acquire the 25%
interest owned by Touchstone Resources Ltd., a 100% wholly owned
subsidiary of Cornucopia for consideration of 2,750,000 common shares
of the Company and 250,000 warrants exercisable to purchase additional
shares of the Company at $2.00 per share for one year. The agreement is
pending regulatory and shareholder approval by Cornucopia scheduled for
June 1999.
(b) Wilson-Independence
Lander County, Nevada, United States of America.
On December 3, 1997, the Company entered into an option agreement with
Teck Resources, Inc. and Robert G. Carrington (the "Optionors") to
acquire a 100% interest in the Wilson-Independence Property in north-
central Nevada.
Pursuant to the terms of the agreement, the Company can earn a 100%
interest in the Wilson-Independence Property by completing staged work
commitments totalling US$5 million over four years, making staged
payments to the Optionors aggregating US$162,500 over four years and
issuing 650,000 shares over four years. The Company also agreed to make
advance royalty payments of US$10,000 per year through 1999, and
US$30,000 per year thereafter to 2015, pursuant to a 3% NSR royalty
agreement held by the underlying property owner. To December 31, 1997,
the Company issued 62,500 Great Basin shares, (100,000 North Coast
shares pre-consolidation) and made payments of $142,910 (US$100,000).
In 1998, the Company issued a finder's fee of 328,000 warrants
exercisable at $0.76 until August 18, 1999 and $0.874 until August 18,
2000.
On March 31, 1999, the Company, based on the results of exploration,
terminated the option on this property, and wrote off the deferred
costs effective December 31, 1998.
(c) Casino
Whitehorse Mining District, Yukon, Canada.
Great Basin owns a group of mineral and placer claims, some of which
are subject to a 5% net profits from production royalty. At December
31, 1997, the carrying value of the property is cost to Great Basin,
based on the business combination with North Coast (note 4).
(d) Goldvale, McGold and Red Gold
Omineca Mining District, British Columbia, Canada
During 1995 and 1996, North Coast acquired, through staking, 100%
ownership of three non-contiguous mineral properties, Goldvale, McGold
and Red Gold, totalling approximately 164 square
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
7. MINERAL PROPERTY INTERESTS (CONTINUED)
kilometres. In 1996, North Coast wrote down the McGold and Red Gold
properties to a nominal amount and in 1997, after further review of the
data on the Goldvale property, determined that further exploration was
not warranted and wrote the Goldvale property down to a nominal amount.
Ongoing maintenance costs continue to be incurred on the property.
(e) Kirkland Lake
Ontario, Canada.
In 1992, the future economic benefit of the Kirkland Lake property
became uncertain, and while the property was not abandoned, there were
no plans or financial resources to make further significant
expenditures on the property. Accordingly, the property was written
down to a nominal amount. The Company continues to maintain the
Kirkland Lake property in good standing.
(f) Bissett Creek
Ontario, Canada.
In 1992, the future economic benefit of the Bissett Creek property
became uncertain. While not abandoned, there were no plans or financial
resources to make further significant expenditures on the property.
Accordingly, the property was written down to a nominal amount.
In January 1997, the Company reached an agreement to sell its interest
in the Bissett Creek graphite property to an arm's length private
company for a production royalty equal to $32 per tonne of graphite
concentrate produced, net of existing royalties, and subject to an
annual minimum preproduction royalty of $30,000 per year. This payment
was never made to the Company. If the purchaser should assign the
property to a third party within two years, there will be additional
consideration to the Company. The purchaser has assumed all existing
property royalties and mineral property maintenance requirements.
8. SHARE CAPITAL
(a) Authorized
The Company's authorized share capital consists of 100,000,000 common
shares without par value. During 1997, Pacific Sentinel consolidated
its authorized share capital on a 5 old for 1 new basis and
subsequently increased its authorized share capital from 20,000,000
common shares without par value to 100,000,000 common shares without
par value.
(b) Issued and outstanding
The continuity of the Company's issued and outstanding share capital,
commencing with North Coast's on January 1, 1995 to December 31, 1997,
being the effective date of the reverse takeover, is as follows:
<TABLE>
<CAPTION>
Number of Shares Amount
-----------------------------------------------------------------------------------------------------------
<S> <C> <C>
North Coast
North Coast balance, December 31, 1995 7,804,315 $ 8,925,589
Issued during 1996
Share purchase warrants exercised at $0.28 802,000 224,560
Share purchase options exercised at $1.70 94,000 159,800
Private placement at $1.80 per unit, net of issue costs 1,300,000 2,291,501
-----------------------------------------------------------------------------------------------------------
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
8. SHARE CAPITAL (CONTINUED)
North Coast balance, December 31, 1996 10,000,315 11,601,450
Issued during 1997
Share purchase warrants exercised at $1.80 1,246,000 2,242,800
Share purchase warrants exercised at $0.33 3,724,000 1,228,920
Share purchase options exercised at $1.70 4,500 7,650
Mineral property interests at $0.50 100,000 50,000
-----------------------------------------------------------------------------------------------------------
North Coast balance, December 31, 1997, prior to the
arrangement with Pacific Sentinel 15,074,815 15,130,820
Exchanged into post-consolidation Great Basin common
shares at 0.625 shares for each North Coast share (note 4) (5,653,056) --
-----------------------------------------------------------------------------------------------------------
Share of Great Basin to be issued to North Coast shareholders, at
time of business combination (below and note 4) 9,421,759 $ 15,130,820
-----------------------------------------------------------------------------------------------------------
Pacific Sentinel
Pacific Sentinel balance, December 31, 1995 22,923,062 $ 34,181,571
Issued during 1996
Share purchase options exercised at $1.30 774,000 1,006,200
-----------------------------------------------------------------------------------------------------------
Pacific Sentinel balance, December 31, 1996 and
December 31, 1997, prior to share consolidation and
arrangement with North Coast 23,697,062 35,187,771
Consolidation of shares on a 5 old for 1 new basis (18,957,650) --
-----------------------------------------------------------------------------------------------------------
Pacific Sentinel balance, December 31, 1997,
prior to arrangement with North Coast 4,739,412 35,187,771
Adjustment to record business combination
Reduction in the book value of Pacific Sentinel's
share capital to that of North Coast (note 4) -- (20,056,951)
-----------------------------------------------------------------------------------------------------------
4,739,412 15,130,820
Shares of Great Basin issued to acquire shares of North
Coast (above), recorded at fair value (note 4) 9,421,759 7,659,940
-----------------------------------------------------------------------------------------------------------
Great Basin balance, December 31, 1997, after business
combination 14,161,171 22,790,760
Issued during 1998
For mineral property interests:
at $2.05 50,000 102,500
at $1.83 37,499 68,623
at $0.80 37,500 30,000
at $0.84 37,501 31,501
Loan guarantee at $2.05 (note 7(a)) 98,125 201,156
Escrow shares issued at $0.01 750,000 7,500
Share purchase options exercised @ $1.28 41,875 53,600
Private placement at $2.00 per unit, net of issue costs 1,704,600 2,983,088
-----------------------------------------------------------------------------------------------------------
Great Basin balance, December 31, 1998 16,918,271 $ 26,268,728
-----------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------
</TABLE>
As at December 31, 1998, there were 750,000 common shares in escrow
subject to the direction or determination of certain regulatory
authorities.
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
8. SHARE CAPITAL (CONTINUED)
(c) Share purchase options
Share purchase options outstanding at December 31, 1998, are as
follows:
<TABLE>
<CAPTION>
Expiry Date Price per share Number of shares
------------------------------------------------------------------------------------
<S> <C> <C>
January 14, 2000 $1.28 962,800
January 14, 2000 $0.78 24,500
January 14, 2000 $0.63 24,500
------------------------------------------------------------------------------------
Total share purchase options 1,011,800
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
</TABLE>
During 1997, all of the outstanding Pacific Sentinel share purchase
options were consolidated on a 5 old for 1 new basis and converted into
Great Basin share purchase options, with the related exercise price per
share increased from $1.00 and $0.85 to $5.00 and $4.25, respectively.
During 1997, all of the outstanding North Coast share purchase options
at the time of arrangement with Pacific Sentinel, were converted into
share purchase options of the Company on the basis of 0.625 Great Basin
share purchase option for each North Coast share purchase option, with
the related exercise per share increased from $1.70, $1.80 and $1.15 to
$2.72, $2.88 and $1.84, respectively.
During 1998, 397,188 share purchase options exercisable at a price of
$2.72 per share to January 12, 1998 expired, 12,500 of the share
purchase options exercisable at a price of $2.72 per share to January
17, 1999 were cancelled and 6,000 of the share purchase options
exercisable at a price of $5.00 per share were cancelled.
In addition, 999,550, 24,500, and 24,500 share purchase options were
granted under the Company's Stock Option Plan at $1.28, $0.78 and $0.63
per share respectively, expiring January 14, 2000. The Company also
amended the terms of the remaining 12,500 share purchase options priced
at $1.84, the 36,000 share purchase options priced at $4.25, the
178,125 share purchase options priced at $2.88, the 42,000 options
priced at $5.00 and the 37,500 share purchase options priced at $2.72,
by repricing the exercise price of all outstanding share purchase
options to $1.28 and extending the expiry date to January 14, 2000.
Subsequent to these grants and amendments, 41,875 share purchase
options were exercised at $1.28 per share. On January 27, 1999 the
Company granted 1,792,000 stock options to employees and directors
exercisable at $0.91 with an expiry of January 14, 2000.
(d) Share purchase warrants
At December 31, 1998 there were 1,704,600 share purchase warrants
outstanding with an exercise price of $1.18 per share that expire
October 22, 1999, and 328,000 share purchase warrants with an exercise
price of $0.76, until August 18, 1999 and at $0.874 until August 18,
2000. During the year ended December 31, 1998, 180,480 share purchase
warrants expired.
<PAGE>
GREAT BASIN GOLD LTD.
Notes to the Consolidated Financial Statements
For the years ended December 31, 1998, 1997 and 1996
(EXPRESSED IN CANADIAN DOLLARS, UNLESS OTHERWISE STATED)
9. RELATED PARTY TRANSACTIONS AND BALANCES
<TABLE>
<CAPTION>
---------------------------------------------------------------------------
Years ended December 31,
1998 1997 1996
---------------------------------------------------------------------------
<S> <C> <C> <C>
Services rendered
Hunter Dickinson Inc. (a) $678,623 $851,867 $ --
Pacific Sentinel (b) -- -- 379,082
Director -- -- 6,000
---------------------------------------------------------------------------
1998 1997 1996
---------------------------------------------------------------------------
Balances receivable (c)
Hunter Dickinson Inc. $199,818 $734,748 $ --
---------------------------------------------------------------------------
---------------------------------------------------------------------------
</TABLE>
(a) Hunter Dickinson Inc. is a private company with certain common
directors that provide geological, corporate development,
administrative and management services to the Company on a cost
recovery basis pursuant to an agreement dated December 31, 1996.
(b) Pacific Sentinel, a predecessor corporation (note 4), provided
management, geological, technical and administrative services to the
Company on a cost recovery basis prior to the agreement with Hunter
Dickinson Inc.
(c) Balances receivable are included in amounts receivable on the
consolidated balance sheets. These amounts are non-interest bearing and
are payable on demand.
10. INCOME TAXES
At December 31, 1998, the Company has available losses for income tax
purposes in Canada totalling approximately $4.79 million, expiring at
various times from 1999 to 2005. In addition, the Company has available
tax pools of approximately $7.88 million, which may be carried forward
and utilized to reduce certain future taxes and income.
The potential tax benefits related to these items have not been
reflected in the accounts of the Company. These amounts do not include
certain of the Company's exploration and development expenditures
renounced to investors under flow-through share financing arrangements.
The Company was subject to a Tax Court appeal arising from an
assessment by Revenue Canada in the amount of $48,000, plus accrued
interest, relating to a prior reorganization transaction. During 1998,
the Company paid $68,788 in settlement of this appeal, which was
accrued as at December 31, 1997.
11. UNCERTAINTY DUE TO THE YEAR 2000 ISSUE
The Year 2000 Issue arises because many computerized systems use two
digits rather than four to identify a year. Date-sensitive systems may
recognize the year 2000 as 1900 or some other date, resulting in errors
when information using year 2000 dates is processed. In addition,
similar problems may arise in some systems which use certain dates in
1999 to represent something other than a date. The effect of the Year
2000 Issue may be experienced before, on, or after January 1, 2000,
and, if not addressed, the impact on operations and financial reporting
may range from minor errors to significant systems failure which could
affect an entity's ability to conduct normal business operations. It is
not possible to be certain that all aspects of the Year 2000 Issue
affecting the Company, including those related to the efforts of
suppliers or other third parties, will be fully resolved.
<PAGE>
CORPORATE INFORMATION
OFFICERS
Robert G. Hunter
Chairman
Robert A. Dickinson
Chief Executive Officer/President
Jeffrey R. Mason
Chief Financial Officer/Secretary
DIRECTORS
David J. Copeland
T. Barry Coughlan
Scott D. Cousens
Robert A. Dickonson
Robert G. Hunter
Jeffrey R. Mason
Ronald W. Thiessen
CORPORATE ADDRESS
1020 - 800 West Pender Street
Vancouver, British Columbia
Canada V6C 2V6
Telephone: (604) 684-6365
Facsimile: (604) 684-8092
Toll Free: 1-800-667-2114
Email: [email protected]
FIELD OFFICE
115 - 3100 Mill Street
Reno, Nevada
USA 89502
Telephone: (775) 337-2600
Facsimile: (775) 337-2699
ATTORNEYS
Lang Michener Lawrence & Shaw
Barristers & Solicitors
1500 - 1055 West Georgia Street
Vancouver, British Columbia
Canada V6E 4N7
Richard W. Harris
Attorney and Counselor at Law
6161 Lakeside Drive, Suite 260
Reno, Nevada
89570-0250
AUDITORS
KPMG LLP
Chartered Accountants
777 Dunsmuir Street
Vancouver, British Columbia
Canada V7Y 1K3
TRANSFER AGENT
Montreal Trust Company
4th Floor, 510 Burrard Street
Vancouver, British Columbia
Canada V6C 3B9
BANK
Canadian Imperial Bank of Commerce
400 Burrard Street
Vancouver, British Columbia
Canada V6C 3A6
LISTED
OTC Bulletin Board (GBGLF)
Vancouver Stock Exchange (GBG)
SHARE CAPITALIZATION
(as at April 30, 1999)
Common Authorized 100,000,000
Issued & Outstanding 16,929,271
Fully Diluted 21,788,171
ANNUAL MEETING
The Annual General Meeting of the Shareholders of Great
Basin Gold Ltd. will be held at 2:00 p.m. on Wednesday,
June 23, 1999, in the Boardroom, Suite 930 - 800 West
Pender Street, Vancouver, British Columbia, Canada
V6C 2V6
INVESTOR INFORMATION
Investor Services
Great Basin Gold Ltd.
1020 - 800 West Pender Street
Vancouver, British Columbia
Canada V6C 2V6
Telephone: (604) 684-6365
Facsimile: (604) 684-8092
Toll Free: 1-800-667-2114
Web Site: http://www.hdgold.com