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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 0-31986 (82-689)
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GLAMIS GOLD LTD.
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(Exact name of Registrant as specified in its charter)
British Columbia, Canada None
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(Jurisdiction of incorporation (IRS Employer
or organization) Identification No.)
5190 Neil Road, Suite 310, Reno, Nevada 89502
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(Address of Principal Executive Offices)
775-827-4600
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(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 180 days. Yes X No .
----- -----
The number of shares outstanding of the Registrant's common stock, as of May 4,
2001 was 70,667,562.
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GLAMIS GOLD LTD.
INDEX
Page
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Part I Financial Statements
Item 1. Financial Statements 3
Consolidated Balance Sheets as at March 31, 2001 and
December 31, 2000 3
Consolidated Statements of Operations for the three months ended March 31,
2001 and 2000 4
Consolidated Statements of Deficit for the three months ended March 31, 2001
and 2000 4
Consolidated Statements of Cash Flows for the three months ended March 31,
2001 and 2000 5
Notes to Interim Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations 9
Item 3. Qualitative and Quantitative Disclosures About Market Risk 13
Part II Other Information 14
Item 1. Legal Proceedings 14
Item 2. Changes in Securities 14
Item 3. Defaults Upon Senior Securities 14
Item 4. Submission of Matters to a Vote of Security Holders 14
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 15
Signatures 16
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[Part 1 - Item 1]
CONSOLIDATED BALANCE SHEETS
(Expressed in thousands of U.S. dollars, except per share amounts)
MARCH 31, December 31,
2001 2000
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ASSETS
Current assets:
Cash & equivalents $ 9,748 $ 13,278
Accounts receivable 906 680
Taxes recoverable 882 1,238
Inventories (note 2) 12,706 13,503
Prepaid expenses and other 1,137 322
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25,379 29,021
Plant and equipment and mine development costs, net 78,972 77,530
Other assets 6,245 5,990
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$110,596 $112,541
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LIABILITIES
Current liabilities:
Accounts payable & accrued liabilities $ 5,902 $ 8,475
Reserve for site closure and reclamation costs 12,653 12,997
Future income taxes 8,119 8,299
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26,674 29,771
SHAREHOLDERS' EQUITY
Share capital (note 3):
Authorized:
200,000,000 common shares without par value
5,000,000 preferred shares, Cdn$10 per share par value,
issuable in series
Issued and fully paid:
70,647,062 (2000-70,097,382) common shares 159,810 159,045
Contributed surplus 63 63
Deficit (75,951) (76,338)
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83,922 82,770
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$110,596 $112,541
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See accompanying notes to consolidated financial statements
Prepared by management without audit
Approved by the Directors:
"signed" "signed"
------------------ ------------------
C. Kevin McArthur A. Dan Rovig
Director Director
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4
CONSOLIDATED STATEMENTS OF OPERATIONS
(Expressed in thousands of U.S. dollars, except per share amounts)
Three months ended March 31,
2001 2000
(restated)
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Revenue $14,427 $15,994
Cost of goods sold 9,146 12,278
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5,281 3,716
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Expenses
Depreciation & depletion 3,417 3,609
Reclamation 247 199
Exploration 285 846
General & administrative 1,143 1,405
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5,092 6,059
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Earnings (loss) from operations 189 (2,343)
Interest expense 2 7
Other (income) expense (229) (533)
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Earnings (loss) before income taxes 416 (1,817)
Provision for (benefit from) income taxes 29 (37)
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Net earnings (loss) $ 387 $(1,780)
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Earnings (loss) per share $ 0.01 $ (0.02)
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Diluted earnings (loss) per share $ 0.01 $ (0.02)
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CONSOLIDATED STATEMENTS OF DEFICIT
(Expressed in thousands of U.S. dollars)
Three months ended March 31,
2001 2000
(restated)
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Deficit beginning of period $(76,338) $(27,656)
Net earnings (loss) 387 (1,780)
Dividends -- --
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Deficit end of period $(75,951) $(29,436)
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See accompanying notes to consolidated financial statements
Prepared by management without audit
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CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of U.S. dollars)
Three months ended March 31,
2001 2000
(restated)
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NET INCOME (LOSS) $ 387 $(1,780)
Adjustments to reconcile net income (loss) to
net cash provided by operations:
Depreciation and depletion 3,417 3,609
Reserve for site closure and reclamation costs 247 199
Future income taxes (180) --
Changes in accounts receivable (226) (768)
Changes in taxes recoverable 356 152
Changes in inventories 1,212 (647)
Changes in prepaid expenses (815) (193)
Changes in accounts payable and
accrued liabilities (2,573) (564)
Other (23) 96
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NET CASH PROVIDED BY (USED IN) OPERATIONS $ 1,802 $ 104
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES
Purchase of plant and equipment, net of
disposals (3,090) (6,323)
Mineral property acquisition and mine
development (2,123) (2,030)
Reclamation liability expenditures (598) (119)
Purchase of environmental bonds (286) (107)
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NET CASH FLOWS FROM (USED IN)
INVESTMENT ACTIVITIES (6,097) (8,579)
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CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES
Issuance of share capital 765 146
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NET CASH FLOWS FROM FINANCING ACTIVITIES 765 146
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Increase (decrease) in cash and equivalents (3,530) (8,329)
Cash and equivalents, beginning of period 13,278 55,169
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Cash and equivalents, end of period $ 9,748 $46,840
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See accompanying notes to consolidated financial statements
Prepared by management without audit
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GLAMIS GOLD LTD.
Notes to Unaudited Interim Consolidated Financial Statements
Three months ended March 31, 2001
1. GENERAL
In the opinion of management, the accompanying unaudited consolidated balance
sheet and consolidated statements of operations, deficit and cash flows contain
all adjustments, consisting only of normal recurring accruals, necessary to
present fairly, in all material respects, the financial position of Glamis Gold
Ltd. (the "Company") as of March 31, 2001 and December 31, 2000 and the results
of its operations and its cash flows for the three month periods ended March 31,
2001 and 2000.
These unaudited interim consolidated financial statements should be read in
conjunction with the Company's audited consolidated financial statements and
related footnotes included in the Company's annual report filed on Form 10-K for
the year ended December 31, 2000. Certain of the comparative figures have been
reclassified to conform with the current period's presentation.
The financial statements are prepared using the same accounting policies and
methods of application as those disclosed in note 2 to the Company's
consolidated financial statements for the year ended December 31, 2000 except as
described in note 5. They have been prepared in accordance with accounting
principles generally accepted in Canada which conform, in all material respects,
with accounting principles generally accepted in the United States, except as
described in note 6 hereof. All amounts are stated in U.S. dollars unless
otherwise specified.
2. INVENTORIES
(in thousands of dollars)
MARCH 31, 2001 December 31, 2000
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Finished goods $ 1,713 $ 3,696
Work-in-progress 9,196 8,934
Supplies and spare parts 1,797 873
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$12,706 $13,503
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3. SHARE CAPITAL
THREE MONTHS ENDED Three months ended
MARCH 31, 2001 March 31, 2000
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# OF SHARES AMOUNT (IN 000'S) # of Shares Amount (000's)
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Issued and fully paid:
Balance at beginning of period 70,097,382 $159,045 69,864,832 $158,717
Issued during the period:
For cash consideration under
the terms of Directors' and
Employee's stock option plan 549,680 765 98,000 146
---------- -------- ---------- --------
Balance at end of period 70,647,062 $159,810 69,962,832 $158,863
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SEGMENT REPORTING
As at March 31, 2001 and 2000 and for the quarters ended March 31, 2001 and
2000 (in thousands of dollars)
(a) Operating segments:
Exploration and
Producing Development
Mines Properties Corporate Total
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2001
Revenue $14,124 $ -- $ 303 $ 14,427
Earnings (loss) from operations $ 2,003 $ -- $(1,814) $ 189
Net earnings (loss) $ 1,979 $ -- $(1,592) $ 387
Identifiable assets $75,170 $11,542 $23,884 $110,596
2000 (restated)
Revenue $15,994 $ -- $ -- $ 15,994
Earnings (loss) from operations $ (68) $ -- $(2,275) $ (2,343)
Net earnings (loss) $ (75) $ -- $(1,705) $ (1,780)
Identifiable assets $60,408 $47,623 $58,361 $166,392
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(b) Geographic Information:
As at March 31, 2001 and 2000 and for the quarters ended March 31, 2001 and 2000
(in thousands of dollars)
U.S. & Canada Latin America & Other Total
2001
Revenue $ 9,592 $ 4,835 $ 14,427
Earnings (loss) from operations $ (1,762) $ 1,951 $ 189
Net earnings (loss) $ (1,532) $ 1,919 $ 387
Identifiable Assets $ 48,991 $61,605 $110,596
U.S. & Canada Latin America & Other Total
2000
Revenue $ 15,994 $ -- $ 15,994
Earnings (loss) from operations $ (2,343) $ -- $ (2,343)
Net earnings (loss) $ (1,780) $ -- $ (1,780)
Identifiable Assets $132,057 $34,335 $166,392
4. CHANGES IN ACCOUNTING POLICIES
REVENUE RECOGNITION
During the fourth quarter of 2000, as a result of the U.S. Securities and
Exchange Commission's Staff Accounting Bulletin 101, the Company changed its
method of recognizing revenues from gold sales and has restated the amounts
previously reported for revenues, cost of goods sold, depreciation and
depletion, and net income (loss) for the first quarter of 2000. The net effect
of this change for the three months ended March 31, 2000 was to increase the
loss by $0.1 million.
EARNINGS PER SHARE
Effective January 1, 2001, diluted earnings per share have been calculated using
the new standards set by the Canadian Institute of Chartered Accountants, which
are consistent with the treasury stock method promulgated by U.S. generally
accepted accounting principles. Although retroactively applied, there is no
effect on the 2000 comparative amounts as the Company incurred a loss during the
quarter ended March 31, 2000.
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5. DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES
Accounting in these unaudited interim consolidated financial statements under
Canadian and U.S. generally accepted accounting principles is substantially the
same except as noted below.
In accounting for investments in equity securities and accounting for
derivatives, these differences have no material effect on the amounts presented
in the consolidated financial statements as at March 31, 2001 or December 31,
2000, or for the three months ended March 31, 2001 or 2000.
In accounting for income taxes, the future income tax provision provided in
connection with the excess purchase price attributable to the San Martin
property on the change of accounting policy for income taxes adopted January 1,
2000 was recorded as an adjustment to deficit under Canadian generally accepted
accounting principles. Under U.S. rules, this provision would have increased the
value attributed to the San Martin property, which would have increased the
depreciation and depletion charges for the three months ended March 31, 2001 by
$0.1 million.
In accounting for long-lived assets, U.S. accounting principles require that the
crusher system held for resale be reclassified from property, plant and
equipment into assets held for resale.
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GLAMIS GOLD LTD.
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
FINANCIAL REVIEW
Glamis Gold Ltd.'s (the "Company's") focus on acquiring and developing low-cost
production resulted in a Company average total cash cost of production of $174
per ounce of gold during the first quarter of 2001. The Company completed the
first quarter of 2001 with a profit of $0.4 million ($0.01 per share). This
compares to a loss of $1.8 million ($0.02 per share) in the first quarter of
2000. The largest factor in the Company's improved performance is the
commencement of production at the San Martin Mine in Honduras. Production of
22,391 ounces of gold at a total cash cost of production of $122 per ounce of
gold from San Martin helped the Company achieve the low total cash cost per
ounce of $174 and provide $1.8 million in cash flow from operations during the
first quarter of 2001. The results in the first quarter 2001 were achieved
despite market prices for gold that averaged $263 per ounce, $27 per ounce less
than during the first quarter of 2000.
The Company's performance in the first quarter of 2000 was hampered by
production problems at the Dee Mine (since closed) where total cash costs of
production of $431 per ounce during the first quarter drove the Company's total
cash cost per ounce up to $231, resulting in a loss of $1.8 million and cash
flow from operations of $0.1 million.
LIQUIDITY AND CAPITAL RESOURCES
The Company had working capital of $19.5 million at March 31, 2001, a decrease
of $1.0 million from December 31, 2000. Long term liabilities were $20.8 million
at March 31, 2001,consisting of reserves for future reclamation costs of $12.7
million ($13.0 million at December 31, 2000) and reserves for future income
taxes of $8.1 million ($8.3 million at December 31, 2000). The Company continues
to have no long-term debt.
Capital expenditures totaled $5.5 million for the first quarter of 2001 compared
to $8.9 million during the same period in 2000. The expansion at the San Martin
Mine accounted for $3.3 million, deferred stripping at the Rand Mine was $1.2
million, and completion of the buy-in at Minera San Xavier (the Cerro San Pedro
Project) accounted for $0.7 million. During the first quarter of 2000, the San
Martin Mine construction accounted for $7.7 million of the capital expenditures.
Deferred stripping at Rand ($0.5 million) and Marigold ($0.3 million) were the
other significant items in 2000. All capital expenditures during 2000 and to
date in 2001 were financed from the Company's working capital. The Company
currently plans to finance all capital expenditures during 2001 from internal
funds.
During the first three months of 2001 the Company's operations provided $1.8
million in cash compared to $0.1 million in cash provided during the first
quarter of 2000. The Company's producing properties provided $4.6 million during
the first quarter of 2001 compared to $3.6 million during the first quarter of
2000, despite the average price per ounce received for gold declining from $296
to $262 in the respective quarters. Comparative production highlights of the
first three months of 2001 and 2000 respectively are as follows:
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PRODUCTION/REVENUE DATA
GLAMIS GOLD LTD.
THREE MONTHS ENDED
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MARCH 31, March 31,
2001 2000
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Gold ounces produced 49,089 52,779
Gold ounces sold 54,983 54,083
Average revenue per ounce $ 262 $ 296
Average market price per ounce $ 263 $ 290
Total cash cost per ounce $ 174 $ 231
Total production cost per ounce $ 217 $ 292
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OPERATIONS REVIEW
MINE PRODUCTION
THREE MONTHS ENDED Three months ended
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MARCH 31,2001 MARCH 31,2001 March 31, 2000 March 31,2000
TOTAL CASH COST OF GOLD OUNCES Total cash cost Gold ounces
Mine PRODUCTION PRODUCED of production produced
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Rand $ 228 13,901 $173 22,907
San Martin $ 122 22,391 -- --
Marigold (1) $ 208 12,797 $196 13,521
Daisy (2) -- -- $165 5,118
Dee (2) -- -- $431 10,844
Picacho (2) -- -- $180 389
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(1) Marigold is 66.7% owned.
(2) The Daisy, Dee and Picacho mines are currently in reclamation.
RAND MINE, CALIFORNIA
The mine produced 13,901 ounces of gold for the three months ended March 31,
2001 compared to 22,907 ounces produced for a comparable period in 2000. A
planned stripping campaign negatively impacted production, which is expected in
increase during the balance of the year. Management expects Rand to produce
approximately 75,000 ounces of gold this year. Total cash costs of production
this quarter were $228 per ounce. A major stripping program in 2000 also
impacted ounces produced during the first quarter a year ago, although higher
production resulted in the total cash cost being lower at $173 per ounce.
SAN MARTIN MINE, HONDURAS
The San Martin Mine began commercial production in January 2001. During the
first quarter of 2001 the mine produced 22,391 ounces of gold at a total cash
cost of $122 per ounce. Expansion of the mine has already begun. The Company
expended $3.3 million on capital projects during the first quarter, primarily
for the Phase 2 leach pad construction. This work is scheduled to be complete
during the second quarter 2001.
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MARIGOLD MINE, NEVADA
The 66.7%-owned Marigold Mine produced 12,797 ounces of gold for the Company's
account during the first quarter of 2001 compared to 13,521 ounces of gold
during the same period in 2000. The total cash cost per ounce of production was
$208 in 2001 compared to $196 in 2000. However, total cash cost of production
for the first quarter of 2001 was budgeted at $213 per ounce. Including
severance payments made as a result of a planned staffing reduction that
accounted for $7 per ounce of the costs, this was a strong performance by
Marigold. Marigold continues its outstanding safety record, completing 9.2 years
without a lost-time accident.
The Final Environmental Impact Statement in support of expanded mining and
processing areas at Marigold was released in March 2001 by the Bureau of Land
Management, and recommended the Marigold proposal as the preferred alternative.
The Company expects a Record of Decision approving this project during 2001.
PROJECTS
CERRO SAN PEDRO PROJECT, SAN LUIS POTOSI, MEXICO
At the Cerro San Pedro Project, acquired as part of the May, 2000 purchase of
Cambior de Mexico (renamed Glamis de Mexico), the Company completed its buy-in
of 50% of the project in January 2001. Capital expenditures of $0.4 million
during the first quarter consisted primarily of construction of the new La
Zapitilla village and on-going project development. Preparation of a
comprehensive action plan for the structural stabilization and monitoring
program of the San Pedro Apostal church (a historic landmark) began in April.
IMPERIAL PROJECT, CALIFORNIA
On March 12, 2001, the Company filed an appeal of the Record of Decision issued
by the U.S. Department of the Interior on January 16, 2001 denying the Company's
plan of operations for the Imperial Project. The appeal was filed in the United
States District Court for the District of Columbia and challenges the Record of
Decision on grounds that it violates (i) existing law, including the Federal
Land Policy and Management Act of 1976, the General Mining Law and the
California Desert Protection Act of 1994, (ii) various of the rules, regulations
and policies of the Department of the Interior and the Bureau of Land
Management, and (iii) the Establishment Clause of the United States
Constitution. The Company cannot predict the outcome of this litigation or when
a final decision may be rendered. As a result of the negative Record of Decision
issued on January 16, 2001, the Company wrote off the carrying value ($14.3
million) of the Imperial Project, effective December 31, 2000.
EXPLORATION
The Company had $0.3 million in exploration expenses during the first quarter of
2001 compared to $0.8 million in the same period in 2000. Of the $0.3 million,
$0.1 million related to write-offs of small projects in El Salvador acquired as
part of Mar-West Resources in 1998. The Company plans to close its exploration
office in El Salvador this year. The focus of the Company's exploration in
Central America this year will be at San Martin. A 4,600 meter drilling program
is planned for the Palo Alto area and Rosa pit. Drilling began in February and
is ongoing. Additional soil-sampling programs are also in progress.
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Little activity was scheduled at other prospects. At the Viento Frio property in
Panama, permits to drill were received in March and drilling is planned to begin
in May. At the Millennium Project at Marigold, drilling began in February and
continues. Drilling is planned for reserve expansion as well as to facilitate
the permitting portion of the project.
RECLAMATION ACTIVITIES
DEE MINE, NEVADA
The Dee Mine produced 2,194 ounces of gold in the first quarter of 2001. The
proceeds of the gold sales were credited against reclamation expenditures. The
Dee Mine, which has worked 8 years without a lost-time accident, continues with
reclamation and closure activities. Final closure reports for heaps #1 and #3
were submitted to the regulatory agencies.
DAISY MINE, NEVADA
The Daisy Mine produced 450 ounces of gold during the quarter, the proceeds of
which were credited against reclamation expenditures. Both the Bureau of Land
Management ("BLM") and the Nevada Division of Environmental Protection conducted
inspections during the quarter, with no concerns noted. The BLM returned late in
March to review the Final Permanent Closure Plan. The mine is expected to
complete closure and reclamation this year.
PICACHO MINE, CALIFORNIA
Reclamation continues and is expected to be complete in 2001. All
material/solution testing is scheduled to be completed and submitted to the
California Regional Water Quality Control Board by the end of April.
FORWARD-LOOKING STATEMENTS
Safe Harbor Statement under the United States Private Securities Litigation
Reform Act of 1995: Except for the statements of historical fact contained
herein, the information presented constitutes "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements, including but not limited to those with respect to
the price of gold, the timing and amount of estimated future production, costs
of production, capital expenditures, reserve determination, costs and timing of
the development of new deposits, the Company's hedging practices, permitting
time lines, and the timing and possible outcome of pending litigation involve
known and unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements. Such factors include, among others,
the actual results of current exploration activities, actual results of current
reclamation activities, conclusions of economic evaluations, changes in project
parameters as plans continue to be refined, future prices of gold, as well as
those factors discussed in the section entitled "Other Considerations" in the
Company's Form 10-K. Although the Company has attempted to identify important
factors that could cause actual results to differ materially, there may be other
factors that cause results not to be as anticipated, estimated or intended.
There can be no assurance that such statements will prove to be accurate as
actual results and future events could differ materially from those anticipated
in such statements. Accordingly, readers should not place undue reliance on
forward-looking statements.
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ITEM 3 QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK
As noted in Item 7 "Other Risks" in the Company's Form 10-K, the Company is
subject to changes in metals prices that directly impact its profitability and
cash flows. Because the markets in which the Company sells its products set
prices outside of the Company's control, in appropriate circumstances, it is
possible to reduce the impact of negative price movements through hedging
transactions. These hedging transactions utilize so-called "derivatives," the
value of which is "derived" from movements in the prices or rates associated
with the underlying product.
The Company's hedging policies give the Company discretion to protect its cash
flows by use of forward contracts, spot deferred contracts, and options, in any
combination. The Company continuously monitors any open positions with respect
to the unrealized gains and losses.
During 1999, in light of falling gold prices and the prospect of committing
significant funds to the new San Martin project in Honduras, the Company opted
to protect its cash flows during the construction and start-up phases at San
Martin from further weakness in the gold market by entering into a moderate
hedging program. In 2000, and to date in 2001, the Company has not entered into
any new hedge programs.
The Company also invests cash balances in short-term investments that are
subject to interest rate fluctuations. Because these investments are in highly
liquid, short-term instruments, any impact of an interest rate change would not
be material.
The table below sets forth the positions of the Company at March 31, 2001 and
December 31, 2000. Fair values are estimated based on market quotations of the
variables based on contracted maturity dates.
Positions as at March 31, 2001
(in thousands of U.S. dollars, except for per ounce amounts)
-----------------------------------------------------------------------------------------------------
Assets: Derivatives: Gold Put Gold Call Gold Call
Short-term Gold Forward Options Options Options
Investments Sales Purchased Sold Purchased
-----------------------------------------------------------------------------------------------------
Maturity 2001
Investments $8,119 -- -- -- --
Ounces -- -- -- 42,000 --
Average
price per
ounce -- -- -- $298 --
Fair Market
Value $8,119 -- -- Nil --
-----------------------------------------------------------------------------------------------------
Positions as at December 31, 2000
(in thousands of U.S. dollars, except for per ounce amounts)
-----------------------------------------------------------------------------------------------------
Assets: Derivatives: Gold Put Gold Call Gold Call
Short-term Gold Forward Options Options Options
Investments Sales Purchased Sold Purchased
-----------------------------------------------------------------------------------------------------
Maturity 2001
Investments $11,496 -- -- -- --
Ounces -- -- -- 62,000 --
Average
price per
ounce -- -- -- $294 --
Fair Market
Value $11,496 -- -- Nil --
-----------------------------------------------------------------------------------------------------
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PART II - OTHER INFORMATION
ITEM 1 LEGAL PROCEEDINGS:
1) On November 3, 2000, the Company was served with a lawsuit commenced
by American Mine Services, Inc., et al ("AMS") in the Nevada State District
Court in Elko, Nevada. The suit involved a contract between a subsidiary of
the Company and AMS for underground contract mining at the Dee Mine that
was terminated by the Company for non-performance in November 1999. The
complaint alleges damages for breach of contract in the amount of $417,960.
The Company has answered the complaint and filed a counterclaim for breach
of contract by AMS. Initial discovery proceedings have begun in the case.
The Company cannot predict the outcome of this litigation or when a final
determination will be made.
2) On March 12, 2001, the Company filed an appeal of the Record of
Decision issued by the U.S. Department of the Interior on January 16, 2001
denying the Company's plan of operations for the Imperial Project. The
appeal was filed in the United States District Court for the District of
Columbia and challenges the Record of Decision on grounds that it violates
(I) existing law, including the Federal Land Policy and Management Act of
1976, the General Mining Law and the California Desert Protection Act of
1994, (ii) various of the rules, regulations and policies of the Department
of the Interior and the Bureau of Land Management, and (iii) the
Establishment Clause of the United States Constitution. The Company cannot
predict the outcome of this litigation or when a final decision may be
rendered.
ITEM 2 CHANGES IN SECURITIES: None
ITEM 3 DEFAULTS UPON SENIOR SECURITIES: None
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS:
The Company held its Annual General Meeting on May 3, 2001. At the meeting,
9 shareholders holding 3,329 shares were present in person and 721
shareholders holding 56,278,677 shares were represented by proxy.
At the meeting, all shares present in person or by proxy voted in favor of
the following:
1) The election of Directors:
NOMINEE IN FAVOR AGAINST WITHHELD ABSTAIN NOT VOTED INSIDERS
A. Dan Rovig 55,859,100 0 33,773 385,804 0 0
C. Kevin McArthur 55,854,800 0 38,073 385,804 0 0
James R. Billingsley 55,802,677 0 90,196 385,804 0 0
Leonard Harris 55,821,077 0 71,796 385,804 0 0
Jean Depatie 55,847,877 0 44,996 385,804 0 0
Ian S. Davidson 55,863,477 0 29,396 385,804 0 0
Kenneth F. Williamson 55,866,027 0 26,846 385,804 0 0
2) Appointment of KPMG LLP, Chartered Accountants, as auditors of the Company:
IN FAVOR AGAINST WITHHELD ABSTAIN NOT VOTED INSIDERS
55,818,026 261,449 9,974 189,227 1 0
ITEM 5 OTHER INFORMATION: None
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ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K:
a) Exhibits: None
b) Reports on Form 8-K: None
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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.
GLAMIS GOLD LTD.
----------------
(registrant)
Date: May 9, 2001 "signed"
----------------
Cheryl S. Maher
Vice President Finance
Chief Financial Officer and Treasurer
(Principal Accounting and Financial Officer)
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