Each one in plain English, with the numbers worked through for a shareholder.
15 Oct 2004auditor change▼ BadMajor
Canyon's Audit Committee told PricewaterhouseCoopers it will dismiss them after finishing work on the 2004 interim statements and the 2003 restatement, expected on or before November 15, 2004. It intends to appoint Ehrhardt, Keefe, Steiner & Hottman, P.C. for the 2004 audit once the third quarter report is filed. The filing says PwC found a material weakness in internal controls over stock option plans, which led to a restatement of the 2003 statements, and that the Briggs impairment model and other items were also wrongly accounted for. It reports no disagreements with PwC.
Filed only to furnish a September 30, 2004 press release (PR04-19) as an exhibit. The filing text does not describe what the release says, so no substance can be taken from it.
The American Stock Exchange notified Canyon on September 9, 2004 that it is out of compliance with listing rules because the June 30, 2004 quarterly report was not filed by the extended due date. Canyon must submit a compliance plan by September 17, 2004 and be compliant by October 25, 2004, or the exchange will start delisting proceedings. Canyon said it intends to submit a plan and will try to file the report, with the restatements, by October 25.
Amendment to the September 8 restatement notice that only adds the independent accountants' letter to the SEC, dated September 10, 2004, as an exhibit. The filing itself does not state what the letter says.
Canyon said investors should no longer rely on its financial statements for 2003 and earlier periods or the quarter ended March 31, 2004, and that they will be restated. It had used an inappropriate impairment model for the Briggs Mine, a loan to a private exploration company should have been expensed as exploration, and it is reviewing accounting for restricted stock issued for services. This follows the delayed quarterly report; the filing gives no restated figures.
Canyon said it could not file its quarterly report on time because it is re-examining whether its impairment model for the Briggs Mine assets is appropriate. This is the start of the accounting problems that follow.
Canyon agreed to sell 3,202,593 common shares to several investors at $4.37 per share, for gross proceeds of about $13,995,331, off its effective shelf registration. Proceeds are for general corporate purposes, and shares outstanding rise from 26,131,956 to 29,334,549 (about 12% more shares). This is the sale the previous day's filing set up.
Filed only to put a proposed form of common stock subscription and investment agreement on record for the company's effective Form S-3 shelf registration (prospectus dated January 29, 2004). It reports no sale or financial figures.
Canyon announced a completed pre-feasibility study and redesign of the McDonald Gold Project, which remains blocked by the I-137 anti-mining initiative. At a $350/oz gold price the study projects 6.22 million ounces of gold and 18.7 million ounces of silver over 14 years at total cash costs of $188 per gold ounce. Development still depends on I-137 being removed, which follows the December 2002 court loss.
Canyon announced it completed a $3,299,000 convertible debenture financing, and that its Briggs Mine debt has been fully paid off. The board also extended the exercise period for 1,602,860 warrants (sold with stock in the March-April 2002 private placement) to September 30, 2003.
A Montana state court granted the State summary judgment on all remaining claims in Canyon's and the Seven-Up Pete Venture's lawsuit seeking to overturn the I-137 anti-mining initiative or win damages for properties taken. The court also upheld the termination of the Seven-Up Pete Venture's state mineral leases. This is a loss for the company in that case.
Canyon and Franco-Nevada Mining Corporation signed an agreement (effective April 1, 2001) giving Canyon a 2% net smelter returns royalty on the first 175,000 ounces of gold from its Briggs Mine. In exchange Canyon issued 1,050,000 unregistered common shares and gave Franco-Nevada an additional 1% royalty on Briggs gold above 175,000 ounces. Franco-Nevada can undo the deal if the shares are not registered by March 31, 2002, or if Canyon issues stock beyond 15% of its shares outstanding as of September 27, 2001 before the earlier of 30 days after registration or July 1, 2002.
