SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 25, 2003
ATLAS MINERALS INC.
(Exact Name of Registrant as Specified in Its Charter)
COLORADO 1-02714 84-1533604
------------------------------- -------------- ----------------
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) (Identification No.)
Suite 205, 10920 West Alameda Avenue, Lakewood, CO 80226
-------------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 303-292-1299
NOT APPLICABLE
(Former Name or Former Address, if Changes Since Last Report)
--------------------------------------------------------------------------------
ITEM 5. OTHER EVENTS
See Press Release attached as Exhibit 99.1 hereto.
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 MINERALS INC.
(Registrant)
Date: November 25, 2003 By /s/ Gary E. Davis
-----------------------------
Gary E. Davis
Corporate Secretary
EXHIBIT 99.1
ATLAS MINERALS INC. NEWS RELEASE 03-7
10920 W. Alameda Avenue, Suite 205 OTC Bulletin Board: ATMR
Lakewood, Colorado 80226 6.2 million shares outstanding
Tel: 303-292-1299 Fax: 303-297-0538 November 25, 2003
--------------------------------------------------------------------------------
ATLAS ANNOUNCES THIRD QUARTER FINANCIAL RESULTS
--------------------------------------------------------------------------------
Denver, Colorado - Atlas Minerals Inc. (the "Company") announced today its
financial results for the nine months ended September 30, 2003. As of September
30, 2003 the Company had a working capital deficit of $84,000 and a cash balance
of $12,000. The Company reports total assets of $700,000 and total liabilities
of $450,000.
Addressing the Company's current financial status, the Company's President, Mr.
Gary E. Davis, stated, "We have assembled in short order what we believe to be
an attractive stable of industrial minerals properties, including diatomaceous
earth, perlite, and fluorite. We continue to aggressively pursue arrangements
that will bring in financing adequate to support the Company and development of
these opportunities, but thus far have been only marginally successful in
raising the needed funds Such financing could include equity financing, project
financing, joint ventures, loans against assets, and/or other operating
arrangements. While we continue to pursue sources of capital, the Company will
be taking all steps possible to conserve remaining assets."
Because it was being operated on a limited basis, primarily for the testing of
market products, and was as such generating a cash flow deficit, all operations
at the White Cliffs mine and mill complex were temporarily ceased effective
November 1, 2003. Should the Company be successful in raising funds adequate to
make certain equipment modifications to the existing mill and to revise the mine
plan, Management believes that operations can be resumed at White Cliffs with
positive cash flow being generated.
On September 25, 2003 the Company announced that it had signed an agreement with
Toro Mining & Minerals, Inc. ("Toro") for the purchase of 880,000 shares of
common stock of Toro representing 88% of the outstanding shares of Toro. The
final acquisition of Toro was conditional on the Company completing a financing
adequate to effect closing, scheduled for October 15, 2003. Given the Company
was unable to raise the necessary financing by the closing date, the purchase
agreement became null and void, although Toro has assured the Company that it
will proceed with the sale as contemplated if funding becomes available in the
near term.
The Company also announces that effective October 27, 2003 the Company's Board
of Directors accepted the resignation of H. R. Shipes as Chief Executive
Officer. Mr. Shipes resigned due to potential conflict of interest matters
between the Company and Atlas Precious Metals Inc. of which he is President and
Chief Executive Officer. The Board appointed Gary E. Davis as the Acting Chief
Executive Officer. Also on October 31, 2003 the Company received notice from
David Groshoff, who resigned as a Director of the Company.
Further addressing the outlook for the Company, Mr. Davis said, "There currently
is a lot of money being raised for metals mining projects, especially in Canada.
Generally the markets seem to be more blase towards the financing of industrial
minerals, however, which means we will need to redouble our efforts. We
recognize that there is no assurance that these efforts will be completely
successful and over the next few months will be continually reassessing the
alternatives available to the Company if the full amount of the financing being
sought is not forthcoming."
For further information contact Gary E. Davis at 303-292-1299.
On behalf of Atlas Minerals Inc.
"Gary E. Davis"
Chief Executive Officer, President, and Chief Financial Officer
The statements contained in this release that are not historical facts are
forward-looking statements under the federal securities law. These
forward-looking statements are no guarantee of future performance, and involve
certain risks, uncertainties and presumptions that are difficult to predict.
Actual outcomes and results may differ materially from what is expressed or
implied by such forward-looking statements. The Company takes no obligation to
update publicly any forward-looking statements, whether as the result of new
information, future events or otherwise. This release is not an offer of
securities for sale in the United States; securities may not be offered or sold
in the United States without registration or an exemption from registration.