SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13
OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED:
December 31, 1995
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM
N/A TO _______________
Commission File Number: 0-17048
CENTURION MINES CORPORATION
(Exact name of registrant as
specified in its charter)
UTAH
(State or other jurisdiction of
Incorporation or organization)
87-042904
(I.R.S. Employer Identification No.)
331 South Rio Grande, Suite 201, Salt Lake City, Utah 84101
(Address of Principal Executive Offices) (Zip Code)
801-534-1120
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 ____
The number of shares outstanding at December 31, 1995:
24,057,321 shares
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS OF CENTURION MINES CORPORATION
(Hereinafter referred to as Registrant or Company)
The condensed, consolidated financial statements of
the Registrant included herein have been prepared by the
Registrant from its own books and records. In the opinion
of management, the financial statements included in this
quarterly report present fairly in all material respects,
the financial position of Registrant and subsidiaries as
of December 31, 1995, and September 30, 1995, and the
results of operations and cash flows for each of the
three months ended December 31, 1995, and 1994, in
conformance with generally accepted accounting principles.
As discussed in Item 2, a substantial portion of
Registrant's assets consist of investments in mineral
properties for which additional exploration is required
to determine if they contain ore reserves that are
economically recoverable. The realization of these
investments is dependent upon the success of future
property sales, the existence of economically
recoverable reserves, the ability of the Company to
obtain financing or make other arrangements
for development, and upon future profitable
production. Accordingly, no provision for any asset
impairment that may result, in the event the Company is
not successful in developing or selling these properties,
has been made in the accompanying consolidated
financial statements.
-2-
<PAGE>
<PAGE>
CENTURION MINES CORPORATION
<TABLE>
<CAPTION>
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
ASSETS As of As of
December September
31, 1995 30, 1995
<S> <C> <C>
CURRENT ASSETS:
Cash $ 40,728 $ 17,510
Accounts receivable 5,000 5,000
Advances to related
parties 183,365 197,839
Prepaid expenses 63,616 89,747
Marketable securities
(Note 3) -- --
Total current assets 292,709 310,096
MINERAL PROPERTIES 8,056,963 7,974,092
PROPERTY AND EQUIPMENT:
Leasehold improvements 8,845 8,845
Furniture and equipment 215,796 215,530
Vehicles 100,220 100,220
Field Equipment 322,734 314,512
Less: Accumulated
depreciation and
amortization (300,200) (270,716)
Total property and
equipment 347,395 368,391
OTHER ASSETS
Deposits 4,453 4,453
Other assets 1,438 1,438
Total other assets 5,891 5,891
TOTAL ASSETS $8,702,958 $8,658,470
</TABLE>
The accompanying Notes to Condensed Consolidated Financial
Statements are an integral part of these condensed
consolidated statements.
-3-
<PAGE>
<TABLE>
CENTURION MINES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
LIABILITIES AND SHAREHOLDERS' EQUITY
As of As of
December September
31, 1995 30, 1995
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable $173,918 $216,649
Accrued compensation
payable 13,097 11,818
Payable to related party -- --
Advances from shareholder 38,314 33,400
Short-term Note payable 91,000 100,000
Total current
liabilities 316,329 361,867
MINORITY INTERESTS IN
CONSOLIDATED SUBSIDIARIES 30,405 30,741
SHAREHOLDERS EQUITY:
Common stock - $.01 par
value; 30,000,000 shares
authorized; 24,057,321
and 23,804,671 shares
issued and outstanding,
respectively 240,573 238,047
Additional paid-in capital 17,570,561 17,045,090
Accumulated deficit (9,431,660) (8,994,025)
Receivable related to sale
of common stock (23,250) (23,250)
Total shareholders'
equity 8,386,629 8,265,862
TOTAL LIABILITIES AND
SHAREHOLDER'S EQUITY $8,702,958 $8,658,470
</TABLE>
-4-
The accompanying Notes to Condensed Consolidated Financial
Statements are an integral part of these condensed
consolidated statements.
<PAGE>
<TABLE>
CENTURION MINES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS
OF OPERATIONS
(Unaudited)
Three Months Ended
December 31,
1995 1994
<S> <C> <C>
REVENUES:
Management and
consulting fees $7,500 $--
Total revenues 7,500 --
OPERATING EXPENSES:
General and administrative 406,818 431,786
Cost of Properties
Abandoned -- --
Mineral leases 75,672 33,067
Depreciation and
amortization 29,484 7,927
Total operating expenses 511,974 472,780
OTHER INCOME (EXPENSE):
Other income 3,196 8,072
Interest expense (675) (239)
Gain on Sale of Assets 64,318 --
Total other income 66,839 7,833
LOSS FROM OPERATIONS (437,635) (464,947)
LOSS FROM DILUTION OF EQUITY
INVESTMENT IN SUBSIDIARY -- --
LOSS BEFORE MINORITY INTERESTS (437,635) (464,947)
MINORITY INTERESTS IN LOSS
(INCOME) OF CONSOLIDATED
SUBSIDIARIES 336 17,757
NET LOSS (437,299) (447,190)
NET LOSS PER COMMON SHARE:
(Note 2) $ (.02) $ (.02)
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 23,984,551 22,494,749
</TABLE>
-5-
The accompanying Notes to Condensed Consolidated Financial
Statements are an integral part
of these condensed consolidated statements.
<PAGE>
<TABLE>
CENTURION MINES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
(Unaudited)
<CAPTION>
Increase (Decrease) in Cash
Three Months Ended
December 31
1995 1994
<S> <C> <C>
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net loss $(437,635) $(447,190)
Adjustments to reconcile
net loss to net cash used in
operating activities:
Compensation and other
expenses paid through
issuance of common stock 257,974 150,007
Depreciation and
amortization 29,484 7,927
Minority interests (336) 189,064
Change in assets and
liabilities:
Accounts receivable -- 295,000
Receivable from related party 14,474 867
Prepaid expenses 26,130 34,015
Mineral properties (82,870) (549,929)
Deposits -- (29,720)
Accounts payable (51,732) 171,079
Payable to related party -- (7,131)
Accrued compensation payable 1,279 --
Advances from shareholders 4,915 --
Cash used in operating
activities (238,317) (186,011)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and
equipment (8,488) (229,070)
Net cash used in investing
activities (8,488) (229,070)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock for cash 270,023 807,500
Net cash provided by
financing activities 270,023 807,500
NET INCREASE (DECREASE) IN CASH 23,218 392,419
CASH, BEGINNING OF PERIOD 17,510 710,026
CASH, END OF PERIOD $40,728 $1,102,445
</TABLE>
-6-
The accompanying Notes to Condensed Consolidated Financial
Statements are an integral part of these condensed
consolidated statements.
<PAGE>
<PAGE>
CENTURION MINES CORPORATION
Condensed Consolidated Statements of Cash Flows
- - - Continued
Supplemental disclosure of noncash investing and
financing activities:
During the three months ended December 31, 1995,
the Company:
issued 49,550 shares of common stock valued at
$81,318 for services of employees and contractors.
issued 13,000 shares of common stock valued at
$20,800 for promotional services.
-7-
The accompanying Notes to Condensed Consolidated
Financial Statements are an integral part of these
condensed consolidated statements.
<PAGE>
CENTURION MINES CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
December 31, 1995
(1) The condensed consolidated financial statements
included herein have been prepared by the Company, without
audit, in accordance with generally accepted accounting
principles for interim financial information and pursuant
to the rules, regulations and instructions of the
Securities and Exchange Commission pertaining to Form
10-Q and Article 10 of Regulation S-X. These condensed
consolidated financial statements reflect all adjustments
which, in the opinion of management, are necessary to
present fairly the results of operations for the interim
period presented. All adjustments are of a normal
recurring nature. Certain information, footnotes and
disclosures normally included in complete financial
statements prepared in accordance with generally
accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations, although
the Company believes that the following disclosures
are adequate. It is suggested that these condensed
consolidated financial statements be read in
conjunction with the consolidated financial statements
and the notes thereto included in the Company's annual
report on Form 10-K for the year ended September 30,
1995.
(2) Net loss per common share is based on the weighted
average number of common shares outstanding during the
period.
(3) The Company carries its marketable securities at
the lower of cost or market value:
Royal Silver Mines, Inc. COST FMV
$-0- $4,110,668
FMV is based on the closing or average price of Royal
common stock of $2.50 per share on January 2, 1996,
the first trading following the quarter ended December
31, 1995.
The accompanying Notes to Condensed Consolidated
Financial Statements are an integral part of these
condensed consolidated statements.
-8-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATION
Financial Condition, Liquidity and Capital Resources.
Since inception on June 21, 1984, the Company has been
engaged in exploration, acquisition, and development of
mineral properties primarily through joint ventures.
The Company's principal capital resources have been
acquired through issuance of common stock, through
joint venture operations, and through sales of various
properties. The Company has primarily relied upon
joint venture partners to finance the on-going costs
of holding and developing properties.
At December 31, 1995, there is a deficit working capital
of ($23,620) compared to a deficit working capital at
September 30, 1995, of ($51,771). The Company has no
long term debt, thus all capital received is available
for funding the ongoing operations.
The Company owns 1,644,267 shares of Royal Silver Mines,
Inc. common stock, a related company, which is approxi-
mately 20 percent of the total shares outstanding as
of December 31, 1995. The current market value of
this stock is about $2.50 per share (Note 3).
The Company's assets consist primarily of interests in
mineral properties. The total assets increased from
$8,658,470 on September 30, 1995, to $8,702,958 as of
December 31, 1995. The increase in total assets is
primarily due to the exploration of mineral properties
and the acquisition of additional mineral rights.
-9-
<PAGE>
During the three months ended December 31, 1995, the
Company's operations used $238,317 of cash as compared
to $186,011 during the three months ended December 31,
1994. During the three months ended December 31, 1995,
cash flows from operations included the issuance of
common stock valued at approximately $258,000 for
compensation and services received by various entities.
These condensed consolidated financial statements include
the following companies, with the state of incorporation
and percentage of ownership as shown: Centurion Mines
Corporation, Utah, 100%; Centurion Exploration,
Incorporated, Utah, 100%; Mazama Gold Corporation,
Washington, 100%; Dotson Exploration Company, Nevada,
100%; Mammoth Mining Company, Nevada, 81.8%; The Gold
Chain Mining Company, Utah, 61.1%; and Tintic Coalition
Mines, Utah, 80%.
The Company does not have sufficient capital to fully
explore and develop its mineral properties, nor does
the Company currently have continuing revenues, except
as noted below. The Company plans to continue financing
its exploration activities through joint ventures,
production activities, equity funding, or by selling
properties and retaining royalty interests. In addition,
the Company expects to receive royalties from properties
sold during the fiscal year ended September 30, 1992,
which are currently under exploration and development
by larger mining companies.
-10-
<PAGE>
Results of Operations
The Company had a loss for the three months ended December
31, 1995, of $437,299 or $0.02 per share compared with a
loss for the three months ended December 31, 1994, of
$447,190 or $0.02 per share. This improvement is
generally the result of efforts at cost reduction, as
explained below.
The revenue for the quarter ended December 31, 1995 is
the result of an agreement with a related party in which
the Company received $2,500 per month. General and
administrative costs decreased by $24,968 to $406,818
in the quarter ended December 31, 1995. Reduced
accounting and audit expenses are the primary reasons
for the decrease. Management is unable to assess the
impact that these efforts at cost reductions may have
on the operations. Management believes there is no known
certainty nor uncertainty that such reductions may result
in adverse consequences to the Company's financial
condition.
These improvements allowed the Company to concentrate
use of its funds in the areas of land acquisition and
exploration, and in the rehabilitation of tunnels and
water systems in certain previously-producing mines.
Also, the Company invested additional funds in equipment
for exploration and analysis of exploration data.
These equipment acquisitions will allow the Company to
continue its efforts to move toward use of Company
personnel instead of outside contractors. Increases
in lease expense for leased property and increases in
depreciation for the additional equipment partly offset
the decreases in operating expenses discussed above.
-11-
<PAGE>
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.
None.
-12-
<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.
Dated: February 8, 1996
CENTURION MINES CORPORATION
By Its Chief Executive Officer:
/s/ Spenst Hansen
Spenst Hansen, President
Chief Executive Officer
Dated: February 8, 1996
By Its Principal Financial and
Accounting Officer:
/s/ Randy Sutherland
Randy Sutherland, Treasurer/
Assistant Secretary
Principal Financial and
Accounting Officer
-13-
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS
INCLUDED IN REGISTRANT'S FORM 10-Q FOR THE QUARTER ENDED
DECEMBER 31, 1995, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO ITS FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-END> DEC-31-1995
<CASH> 40,728
<SECURITIES> 0
<RECEIVABLES> 194,256
<ALLOWANCES> 0
<INVENTORY> 63,616
<CURRENT-ASSETS> 298,600
<PP&E> 8,704,558
<DEPRECIATION> (300,200)
<TOTAL-ASSETS> 8,702,958
<CURRENT-LIABILITIES> 316,329
<BONDS> 0
<COMMON> 240,573
0
0
<OTHER-SE> 8,146,056
<TOTAL-LIABILITY-AND-EQUITY> 8,702,958
<SALES> 0
<TOTAL-REVENUES> 7,500
<CGS> 0
<TOTAL-COSTS> 511,974
<OTHER-EXPENSES> (67,514)
<LOSS-PROVISION> (336)
<INTEREST-EXPENSE> 675
<INCOME-PRETAX> (437,299)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (437,299)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> (.02)
</TABLE>
