FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of July 2007
Commission File No.:0-30308
SOUTHWESTERN RESOURCES CORP.
Suite #1650, 701 West Georgia Street, Vancouver, British Columbia, Canada, V7Y 1C6
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F Form 40-F X
Please note that pursuant to Rule 12g3-2(d)(l), this registrant, being registered under Section 12 is not eligible for exemption under Rule 12g3-2(b). Accordingly, the following two questions are not relevant to this registrant and are therefore left blank.
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No ___
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
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.
SOUTHWESTERN RESOURCES CORP.
“Thomas W. Beattie”
By:
Thomas W. Beattie
Vice President, Corporate Affairs
Date:
August 13, 2007
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SOUTHWESTERNRESOURCESCORP.
NEWS RELEASE
SOUTHWESTERN RESOURCES APPOINTS INTERIM PRESIDENT AND CEO
July 4, 2007
Vancouver, BC –Southwestern Resources Corp. (SWG-TSX) (“Southwestern” or “the Company”) today named Timo Jauristo as interim President and CEO, effective immediately.
Mr. Jauristo is a geologist with more than 26 years experience in the mining industry. He joined Southwestern in 2005 as Vice President, Corporate Development and was named to the Board of Directors in 2006. Mr. Jauristo will continue to fulfill his responsibilities as President and CEO of Zincore Metals Inc., the Vancouver-based zinc company that was spun out of Southwestern in 2006.
As part of its ongoing governance practices, Southwestern’s Board has formed a Special Committee of independent Directors to identify and help the Board select a permanent President and CEO and review the reasons and practices that resulted in the delay of the Boka pre-feasibility report. The Company has also retained a leading global executive search firm to assist in identifying suitable CEO candidates.
On Mr. Jauristo’s appointment, Southwestern’s Chairman David Black said: “The Board is pleased Timo has accepted this responsibility. His expertise in geology and in-depth knowledge of the Company and its assets positions him well to lead the organization through this transition period. We will now turn our focus to the search process to ensure we find the best candidate to lead the Company through its next phase of growth.”
About Southwestern
Southwestern is a Vancouver-based mineral exploration company engaged in the identification, acquisition, evaluation and exploration of gold, silver and base metals mineral properties in China and Peru. The Company has a number of significant projects including the Liam Gold-Silver Project in Peru with Newmont Peru Limited, the Antay Porphyry Copper-Gold Project in Peru with Anglo American Exploration Peru S.A. and the Boka Gold Project in China with Team 209 of the Yunnan Nuclear Industry, where a pre-feasibility study is under way. The Company is also exploring for porphyry copper-gold in a large area of southwestern Yunnan Province, China under a joint venture with Newmont Overseas Exploration Limited, and has entered into a Joint Venture Heads of Agreement with Inco Limited, a subsidiary of CVRD Canada Inc., to carry out mineral exploration for nickel, copper and platinum group metals in Yunna n and Sichuan provinces, China. Southwestern also owns 49.73% of the recently listed Zincore Metals Inc., which holds zinc assets in Peru. At the end of the first quarter of 2007 the Company had $41 million in cash and short-term investments, $37 million in other investments, and no debt. Southwestern is a reporting issuer in British Columbia, Alberta, Manitoba, and Ontario and trades on the Toronto Stock Exchange under the symbol SWG.
Forward-looking Statements
Statements in this release that are forward-looking are subject to various risks and uncertainties concerning the specific factors disclosed under the heading "Risk Factors" and elsewhere in the Company's periodic filings with Canadian securities regulators. Such information contained herein represents management's best judgment as of the date hereof based on information currently available. The Company does not assume the obligation to update any forward-looking statement.
For more information please contact:
Meghan Brown, Manager Investor Relations
Tel. (604) 669-2525 / Fax (604) 688-5175
E-mail:info@swgold.com
FORM 51-102F3
Material Change Report
ITEM 1.
REPORTING ISSUER
SOUTHWESTERN RESOURCES CORP. (the “Issuer”)
Suite 1650, 701 West Georgia Street
Vancouver, British Columbia, V7Y 1C6
ITEM 2.
DATE OF MATERIAL CHANGE
July 4, 2007.
ITEM 3.
PRESS RELEASE
Issued July 4, 2007 and distributed through the facilities of CCN Matthews.
ITEM 4.
SUMMARY OF MATERIAL CHANGE
The Issuer (“Southwestern”) today named Timo Jauristo as interim President and CEO, effective immediately.
Mr. Jauristo is a geologist with more than 26 years experience in the mining industry. He joined Southwestern in 2005 as Vice President, Corporate Development and was named to the Board of Directors in 2006. Mr. Jauristo will continue to fulfill his responsibilities as President and CEO of Zincore Metals Inc., the Vancouver-based zinc company that was spun out of Southwestern in 2006.
ITEM 5.
FULL DESCRIPTION OF MATERIAL CHANGE
See attached News Release.
ITEM 6.
RELIANCE ON SUBSECTION 7.1(3) OF NATIONAL INSTRUMENT 51-102
Not applicable. This report is not being filed on a confidential basis
ITEM 7.
OMITTED INFORMATION
No information has been omitted on the basis that it is confidential information.
ITEM 8.
EXECUTIVE OFFICER
Contact:
Thomas W. Beattie, VP Corporate Affairs
Telephone:
(604) 669 2525
DATED at Vancouver, B.C., this 4th day of July 2007.
SOUTHWESTERNRESOURCESCORP.
NEWS RELEASE
SOUTHWESTERN RESOURCES APPOINTS INTERIM PRESIDENT AND CEO
July 4, 2007
Vancouver, BC –Southwestern Resources Corp. (SWG-TSX) (“Southwestern” or “the Company”) today named Timo Jauristo as interim President and CEO, effective immediately.
Mr. Jauristo is a geologist with more than 26 years experience in the mining industry. He joined Southwestern in 2005 as Vice President, Corporate Development and was named to the Board of Directors in 2006. Mr. Jauristo will continue to fulfill his responsibilities as President and CEO of Zincore Metals Inc., the Vancouver-based zinc company that was spun out of Southwestern in 2006.
As part of its ongoing governance practices, Southwestern’s Board has formed a Special Committee of independent Directors to identify and help the Board select a permanent President and CEO and review the reasons and practices that resulted in the delay of the Boka pre-feasibility report. The Company has also retained a leading global executive search firm to assist in identifying suitable CEO candidates.
On Mr. Jauristo’s appointment, Southwestern’s Chairman David Black said: “The Board is pleased Timo has accepted this responsibility. His expertise in geology and in-depth knowledge of the Company and its assets positions him well to lead the organization through this transition period. We will now turn our focus to the search process to ensure we find the best candidate to lead the Company through its next phase of growth.”
About Southwestern
Southwestern is a Vancouver-based mineral exploration company engaged in the identification, acquisition, evaluation and exploration of gold, silver and base metals mineral properties in China and Peru. The Company has a number of significant projects including the Liam Gold-Silver Project in Peru with Newmont Peru Limited, the Antay Porphyry Copper-Gold Project in Peru with Anglo American Exploration Peru S.A. and the Boka Gold Project in China with Team 209 of the Yunnan Nuclear Industry, where a pre-feasibility study is under way. The Company is also exploring for porphyry copper-gold in a large area of southwestern Yunnan Province, China under a joint venture with Newmont Overseas Exploration Limited, and has entered into a Joint Venture Heads of Agreement with Inco Limited, a subsidiary of CVRD Canada Inc., to carry out mineral exploration for nickel, copper and platinum group metals in Yunnan and Sichuan provinces, China. Southwestern also owns 49.73% of the rec ently listed Zincore Metals Inc., which holds zinc assets in Peru. At the end of the first quarter of 2007 the Company had $41 million in cash and short-term investments, $37 million in other investments, and no debt. Southwestern is a reporting issuer in British Columbia, Alberta, Manitoba, and Ontario and trades on the Toronto Stock Exchange under the symbol SWG.
Forward-looking Statements
Statements in this release that are forward-looking are subject to various risks and uncertainties concerning the specific factors disclosed under the heading "Risk Factors" and elsewhere in the Company's periodic filings with Canadian securities regulators. Such information contained herein represents management's best judgment as of the date hereof based on information currently available. The Company does not assume the obligation to update any forward-looking statement.
For more information please contact:
Meghan Brown, Manager Investor Relations
Tel. (604) 669-2525 / Fax (604) 688-5175
E-mail:info@swgold.com
CHANGE IN OUTSTANDING AND RESERVED SECURITIES |
| ISSUED AND OUTSTANDING SHARE SUMMARY* | # of Shares | Balance |
| Issued and Outstanding – Opening Balance* |
| 44,922,936 |
ADD: | Stock Options Exercised |
|
|
| Share Purchase Plan |
|
|
| Dividend Reinvestment Plan |
|
|
| Exercise Warrants |
|
|
| Private Placement |
|
|
| Conversion |
|
|
| Other Issuance (provide description) |
|
|
SUBTRACT: | Issuer Bid Purchase(see attachment) |
|
|
| Redemption |
|
|
| Other Cancellation (provide description) |
|
|
| Closing Issued and Outstanding Share Balance* |
| 44,922,936 |
NOTE:
If any of the Company’s securities of a listed class are held by the Company itself or by any subsidiary of the Company (which securities are herein referred to as "internally-held securities"), such internally-held securities must not be counted as "issued and outstanding."
Internally-held securities may result from the Company not cancelling shares acquired pursuant to an issuer bid or as a consequence of a subsidiary of the Company retaining or obtaining shares of the Company through a merger, amalgamation, arrangement or reorganization involving the Company.
| RESERVED FOR SHARE COPENSATION ARRANGEMENTS | # of Shares | Balance |
A. | Share Purchase Plans and / or Agreement(s) |
| N/A |
| NAME OF PROGRAM: |
|
|
| Opening Reserve for Share Purchase Plan / Agreement |
|
|
| Additional Shares Listed Pursuant to the Plan (ADD) |
|
|
| Shares Issued from Treasury (SUBTRACT) |
|
|
| Closing Reserve for Share Purchase Plan |
|
|
|
|
|
|
B. | Dividend Reinvestment Plan (DRIP) - for shareholders | # of Shares | Balance |
| NAME OF PROGRAM: |
| N/A |
| Opening Reserve for Dividend Reinvestment Plan |
|
|
| Additional Shares Listed Pursuant to the Plan (ADD) |
|
|
| Shares Issued (SUBTRACT) |
|
|
| Closing Reserve for Dividend Reinvestment Plan |
|
|
| RESERVED FOR SHARE COMPENSATION ARRANGEMENTS |
|
C. | Stock Option Plan and / or Agreement(s) |
|
| NAME OF PROGRAM: |
|
| Stock Options Outstanding - Opening Balance | 3,527,000 |
Options Granted: (ADD)
| Date of Grant | Name of Optionee | Expiry Date | Exercise Price | # of Options Granted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| SUBTOTAL |
|
Options Exercised: (SUBTRACT) Shares issued on exercise must also be subtracted in the table entitled “Shares Reserved” below
| Date of Exercise | Name of Optionee | Date of Grant | Exercise Price | Number |
|
|
|
| SUBTOTAL | 0 |
Share Appreciation Rights or Market Growth Feature (“SAR”) in tandem with Stock Options.
| Date of Grant | Name of Optionee | Expiry Date | Exercise Price | # of Options Granted |
|
|
|
| SUBTOTAL | 0 |
*Shares may, or may not be issued however "Shares Reserved" (for Stock Option Plan) may require a deduction in accordance with TSX acceptance of the Plan. Please ensure all applicable changes are noted.
Options Cancelled/Terminated: (SUBTRACT) If an option is cancelled prior to its natural expiry date, for reasons other than termination of employment or natural expiry, the entry should be noted with a * and an explanation provided below.
| Date of Canc. / Term | Name of Optionee | Date of Grant | Expiry Date | Exercise Price | Number |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| SUBTOTAL |
|
| Stock Option Outstanding – Post Plan – Closing Balance Inducement – S. Myers Inducement – A. Losada-Calderon Inducement – T. Jauristo | 3,527,000 200,000 200,000 300,000 4,227,000 | ||||
| RESERVED FOR SHARE COMPENSATION ARRANGEMENTS |
|
|
D. | Shares Reserved (from Stock Option Plan) |
|
|
| NAME OF PROGRAM: Stock Option Plan | # of Shares | Balance |
| Opening Share Reserve Balance at beginning of period |
|
|
| Additional shares Listed Pursuant to the Plan (ADD) |
|
|
| Stock Options Exercised (SUBTRACT) |
|
|
| Stock Appreciation Rights (SUBTRACT) |
|
|
| Closing Share Reserve Balance at end of period |
|
|
* Does Not include any of the options issued as Inducements.
| RESERVED BUT NOT YET GRANTED(AS PER COMPANY) |
|
|
D. | Shares Reserved (from Stock Option Plan) |
|
|
| NAME OF PROGRAM: Stock Option Plan | # of Shares | Balance |
| Opening Share Reserve Balance at beginning of period |
| 906,617 |
| Additional shares Listed Pursuant to the Plan (ADD) |
|
|
| Stock Options Granted (SUBTRACT) |
|
|
| Stock Appreciation Rights (SUBTRACT) |
|
|
| Closing Share Reserve Balance at end of period |
| 906,617* |
* Does Not Include any of the options issued as Inducements.
All information reported in this Form is for the month ofJuly 2007.
Filed on behalf of the Company by: |
(please enter name and direct phone or email) |
NAME | Susy Horna |
PHONE / EMAIL | 604-669-2525 /susyh@swgold.com |
DATE | August 13, 2007 |