FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of JANUARY, 2004
OROMIN EXPLORATIONS LTD. (File #0-30614)
(Translation of registrant's name into English)
Suite 2000, 1055 West Hastings St., Vancouver, B.C. Canada, V6E 2E9
(Address of principal executive offices)
Attachments:
1.
News Release Dated January 22, 2004,
2.
News Release Dated January 23, 2004,
3.
Section 111 Report, Dated January 23, 2004,
4.
News Release Dated January 28, 2004,
5.
Interim Financial Statements, For the Period Ended November 30, 2003.
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 X Form 40-F __________
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 X
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-________________
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 of the undersigned, thereunto duly authorized.
OROMIN EXPLORATIONS LTD.
(Registrant)
Date: February 3, 2004
By:
“James G. Stewart”
James G. Stewart
Its: Secretary
(Title)
February 3, 2004
SECURITIES AND EXCHANGE COMMISSION
VIA EDGAR
Judiciary Plaza Office Building
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir or Madam:
RE:
Oromin Explorations Ltd. - (File #0-30614)
Form 6-K
On behalf of Oromin Explorations Ltd., a corporation under the laws of British Columbia, Canada, we enclose for filing, one (1) copy of Form 6-K, including exhibits.
If you have any questions, please contact the undersigned at your convenience.
Very truly yours,
OROMIN EXPLORATIONS LTD.
“James G. Stewart”
per:
James G. Stewart
Secretary
Enclosures
cc:
Standard & Poor's Corporation (w. 3 copies)
Thomas Rondeau, Attn: James L. Harris
OROMIN
Suite 2000, Guinness Tower, 1055 West Hastings Street, Vancouver, B.C. Canada V6E 2E9
& nbsp;
EXPLORATIONS LTD.
Tel: (604) 331-8772 * Fax: (604) 331-8773
January 22, 2004
Trading Symbols: TSX Venture – OLE
Web Site: www.oromin.com
PRIVATE PLACEMENT ARRANGED
Oromin Explorations Ltd. (“Oromin”) is pleased to report that it has arranged, subject to regulatory approval, a non-brokered private placement of 3,000,000 units at a price of $0.15 per unit to generate net proceeds of $450,000. Each unit is comprised of one common share ofOromin and one half non-transferable share purchase warrant, each whole warrant entitling the purchase of one additional share ofOromin at a price of $0.25 per share until January 22, 2006. The proceeds of this placement will be used to fund drilling onOromin’s Santa Rosa Property in Argentina and for working capital.
Oromin also reports that it has granted incentive stock options to purchase up to 884,781 shares ofOromin at a price of $0.25 per share at any time up to and including January 22, 2009. In conjunction with this grant,Oromin has cancelled 75,000 incentive stock options currently outstanding. Under the terms of its incentive stock option plan,Oromin has 2,119,530 shares reserved for issuance of which 1,229,749 have already been reserved for issuance.
On behalf of the Board of Directors of
OROMIN EXPLORATIONS LTD.
“Chet Idziszek”
Chet Idziszek, President
NO STOCK EXCHANGE HAS APPROVED OR DISAPPROVED THE INFORMATION CONTAINED HEREIN
OROMIN
Suite 2000, Guinness Tower, 1055 West Hastings Street, Vancouver, B.C. Canada V6E 2E9
& nbsp;
EXPLORATIONS LTD.
Tel: (604) 331-8772 * Fax: (604) 331-8773
January 23, 2004
Trading Symbol: CDNX-OLE
NEWS RELEASE
Chet Idziszek, President ofOromin Explorations Ltd. (“Oromin”) reports that he has acquired 1,000,000 common shares of Oromin pursuant to the exercise of non-transferable share purchase warrants he owned at $0.12 per share. He was also granted 175,000 stock options exercisable at $0.25 per share until January 22, 2009.
Pursuant to Section 111 of theSecurities Act (British Columbia), Chet Idziszek wishes to report that with the acquisition of these 1,000,000 common shares, his ownership in the Company has increased to 30.1%. Assuming the exercise of all warrants and stock options owned by him, for the purposes of Section 95 of theSecurities Act (British Columbia),his holdings represent 36.4% of the issued and outstanding shares in the capital stock of Oromin.
“Chet Idziszek”
_____________________
Chet Idziszek, President
OROMIN EXPLORATIONS LTD.
NO STOCK EXCHANGE HAS APPROVED OR DISAPPROVED THE INFORMATION CONTAINED HEREIN.
SECURITIES ACT
(BRITISH COLUMBIA)
REPORT UNDER SECTION 111 OF THE SECURITIES ACT (B.C.)
1.
NAME AND ADDRESS OF OFFEROR:
Chet Idziszek
Suite 2000, 1055 West Hastings Street
Vancouver, B.C.
Canada V6E 2E9
2.
THE NUMBER OF SECURITIES OF THE OFFEREE ISSUER THAT WERE ACQUIRED IN THE ACQUISITION THAT GAVE RISE TO THE REQUIREMENT UNDER SECTION 111 OF THE ACT TO FILE THIS REPORT:
Oromin Explorations Ltd. (the “Offeree Issuer”) issued 1,000,000 common shares to Chet Idziszek (the “Offeror”) pursuant to the exercise of share purchase warrants convertible at $0.12 per share. The Offeree Issuer also granted 175,000 stock options to Chet Idziszek at a price of $0.25 per share, exercisable until January 22, 2009.
3.
THE OWNERSHIP OF AND CONTROL AND DIRECTION BY THE OFFEROR AND ANY PERSON OR COMPANY ACTING JOINTLY OR IN CONCERT WITH THE OFFEROR OVER ANY SECURITIES OF THE OFFEREE ISSUER IMMEDIATELY AFTER THE TRANSACTION OR OCCURRENCE GIVING RISE TO THIS REPORT:
As a result of the transaction giving rise to this report, the Offeror presently holds an aggregate of:
1.
6,388,275 common shares of the Offeree Issuer, of which 50,000 common shares are held in escrow.
2.
1,481,818 non-transferable share purchase warrants which entitle the purchase of an additional 1,481,818 common shares of the Offeree Issuer.
3.
Stock options entitling the purchase of an additional 593,000 common shares of the Offeree Issuer.
Assuming the exercise of the warrants and stock options, for the purposes of section 95 of theSecurities Act (B.C.), the Offeror's holdings represent 36.4% of the issued and outstanding shares in the capital stock of the Offerree Issuer.
4.
THE NAME OF THE MARKET WHEREIN THE TRANSACTION OR OCCURRENCE TOOK PLACE:
Vancouver, British Columbia
5.
THE PURPOSE OF THE OFFEROR AND ALL PERSONS ACTING JOINTLY OR IN CONCERT WITH THE OFFEROR IN MAKING THE ACQUISITION DESCRIBED IN ITEM 2 ABOVE, INCLUDING ANY INTENTION OF THE OFFEROR AND ALL PERSONS ACTING JOINTLY OR IN CONCERT WITH THE OFFEROR TO INCREASE THE BENEFICIAL OWNERSHIP, CONTROL OR DIRECTION OVER, ANY OF THE SECURITIES OF THE OFFEREE ISSUER:
Mr. Idziszek is the President of the Offeree Issuer and has acquired the shares for investment purposes. He may from time to time, as circumstances dictate, increase or decrease his position in the Issuer.
6.
WHERE APPLICABLE, DESCRIPTION OF ANY CHANGE IN ANY MATERIAL FACTS SET OUT IN A PREVIOUS REPORT UNDER SECTION111 OF THE ACT:
Refer to the Early Warning Report filed June 7, 2002 on SEDAR under Securities Acquisition Filings (Project #00458059).
7.
THE NAMES OF THE PERSONS OR COMPANIES ACTING JOINTLY OR IN CONCERT WITH THE OFFEROR IN CONNECTION WITH THE SECURITIES OF THE OFFEREE ISSUER:
There are no persons or companies acting jointly or in concert with the Offeror in connection with the disclosure required by Items 2, 3, & 4 hereof.
DATED at Vancouver, British Columbia, as of this 23rd day January, 2004.
Signed: “Chet Idziszek”
Chet Idzizsek
OROMIN
Suite 2000, Guinness Tower, 1055 West Hastings Street, Vancouver, B.C. Canada V6E 2E9
& nbsp;
EXPLORATIONS LTD.
Tel: (604) 331-8772 * Fax: (604) 331-8773
January 28, 2004
Trading Symbols: TSX Venture – OLE
Web Site: www.oromin.com
NEW DIRECTOR APPOINTED
Oromin Explorations Ltd. (“Oromin”) is pleased to announce that Nell Dragovan has joined its Board of Directors.Oromin also reports that Jeff Cocks has resigned as a director of the Company.
On behalf of the Board of Directors of
OROMIN EXPLORATIONS LTD.
“Chet Idziszek”
Chet Idziszek, President
NO STOCK EXCHANGE HAS APPROVED OR DISAPPROVED THE INFORMATION CONTAINED HEREIN
British Columbia Securities Commission | QUARTERLY AND YEAR END REPORT BC FORM 51-901F (previously Form 61) | ||||||
INCORPORATED AS PART: | X | Schedule A | |||||
X | Schedule B and C | ||||||
ISSUER DETAILS | |||||||
Name of Issuer | For Quarter Ended | Date of Report YY/MM/DD | |||||
Oromin Explorations Ltd. | November 30, 2003 | 2004/01/28 | |||||
Issuer’s Address | Issuer’s Fax No. | Issuer’s Telephone No. | |||||
2000 – 1055 West Hastings Street Vancouver, B.C. V6E 2E9 | (604) 331-8773 | (604) 331-8772 | |||||
Contact Person James G. Stewart | Contact’s Position Secretary | Contact’s Telephone No. (604) 331-8772 | |||||
Contact Email Address Jstewart@mine-tech.com | Web Site Address www.oromin.com | ||||||
CERTIFICATE | |||||||
The three schedules required to complete this Report are attached and the disclosures contained herein has been approved by the Board of Directors. A copy of this Report will be provided to any shareholder who requests it. | |||||||
Director’s Signature “Chet Idziszek” | Print Full Name Chet Idziszek | Date Signed YY/MM/DD 2004/01/28 | |||||
Director’s Signature “James G. Stewart” | Print Full Name James G. Stewart | Date Signed YY/MM/DD 2004/01/28 | |||||
OROMIN EXPLORATIONS LTD.
FINANCIAL STATEMENTS
Nine months ended November 30, 2003
(Unaudited – Prepared by Management)
Oromin Explorations Ltd.
(An exploration stage company)
Balance Sheets as at
(Unaudited – Prepared by Management)
November 30, 2003 | February 28, 2003 | |
ASSETS | ||
Current: | ||
Cash and cash equivalents | $ 210,263 | $ 100,851 |
Accounts receivable | 5,333 | 7,556 |
Prepaid expenses | 4,872 | 20,300 |
220,468 | 128,707 | |
Capital assets | 5,818 | 7,390 |
Resource properties | 2,248,519 | 2,146,303 |
Performance bond – restricted cash | 141,406 | 162,094 |
$ 2,616,211 | $ 2,444,494 | |
LIABILITIES & SHAREHOLDERS’ EQUITY | ||
Current | ||
Accounts payable and accrued liabilities | $ 314,875 | $ 232,127 |
Shareholders’ Equity: | ||
Capital stock | 10,890,280 | 10,665,871 |
Options | 8,276 | 8,276 |
Warrants | 3,774 | 3,774 |
Deficit | (8,600,994) | (8,465,554) |
2,301,336 | 2,212,367 | |
$ 2,616,211 | $ 2,444,494 |
Approved by the Board
Subsequent event (Note 7)
“Chet Idziszek”
Director
“James G. Stewart”
Director
Oromin Explorations Ltd.
(An exploration stage company)
Statements of Loss and Deficit
For the periods ended November 30
(Unaudited – Prepared by Management)
Three Months Ended November 30, 2003 | Three Months Ended November 30, 2002 | Nine Months Ended November 30, 2003 | Nine Months Ended November 30, 2002 | |
EXPENSES | ||||
Bank charges and interest | $ 40 | $ 15 | $ 180 | $ 136 |
Depreciation | 524 | 738 | 1,572 | 2,213 |
Filing fees | 285 | - | 6,911 | 5,725 |
Office and rent | 7,415 | 16,611 | 30,163 | 48,569 |
Professional fees | - | 8,501 | 19,571 | 44,280 |
Shareholder information | - | 311 | 6,344 | 5,596 |
Transfer agent’s fees | 818 | 744 | 6,712 | 8,520 |
Travel and public relations | - | 5,151 | 5,758 | 8,738 |
Wages | 5,011 | 8,150 | 14,791 | 8,150 |
14,093 | 40,221 | 92,002 | 131,927 | |
OTHER INCOME (EXPENSE) | ||||
Interest earned | 989 | 1,083 | 3,533 | 3,750 |
Foreign exchange (loss) gain | (14,235) | 1,143 | (46,971) | (8,799) |
Gain on sale of marketable securities | - | - | - | 6,395 |
(13,246) | 2,226 | (43,438) | 1,346 | |
Loss for the period | (27,339) | (37,995) | (135,440) | (130,581) |
Deficit - Beginning of period | (8,573,655) | (8,365,014) | (8,465,554) | (8,272,428) |
Deficit - End of period | $ (8,600,994) | $ (8,403,009) | $ (8,600,994) | $ (8,403,009) |
Net loss per share | $ (0.00) | $ (0.00) | $ (0.01) | $ (0.01) |
Oromin Explorations Ltd.
(An exploration stage company)
Statements of Cash Flows
For the periods ended November 30
(Unaudited – Prepared by Management)
Three Months Ended November 30, 2003 | Three Months Ended November 30, 2002 | Nine Months Ended November 30, 2003 | Nine Months Ended November 30, 2002 | ||
CASH FLOWS FROM OPERATING ACTIVITIES | |||||
Loss for the period | $ (27,339) | $ (37,995) | $ (135,440) | $ (130,581) | |
Items not affecting cash | |||||
Depreciation | 524 | 738 | 1,572 | 2,213 | |
Foreign exchange loss | 9,570 | - | 20,688 | 30,100 | |
Gain on sale of marketable securities | - | - | - | (6,395) | |
Changes in non-cash working capital items: | |||||
Prepaid expenses | - | 15,428 | 15,428 | 41,143 | |
Accounts receivable | 289 | (1,070) | 2,223 | 6,379 | |
Accounts payable and accrued liabilities | (26,835) | (46,980) | 1,784 | (67,669) | |
(43,791) | (69,879) | (93,745) | (124,810) | ||
CASH FLOWS FROM FINANCING ACTIVITIES | |||||
Capital stock issued for cash | - | - | 224,409 | 245,740 | |
Repayment of related party loan | - | - | - | (2,276,680) | |
- | - | 224,409 | (2,030,940) | ||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||
Proceeds from sale of marketable securities | - | - | - | 9,395 | |
Expenditures on resource properties | (247) | (97,144) | (21,252) | (165,881) | |
(247) | (97,144) | (21,252) | (156,486) | ||
(Decrease) increase in cash and cash equivalents | (44,038) | (167,023) | 109,412 | (2,312,236) | |
Cash and cash equivalents - Beginning of period | 254,301 | 449,043 | 100,851 | 2,594,256 | |
Cash and cash equivalents - End of period | $ 210,263 | $ 282,020 | $ 210,263 | $ 282,020 | |
1.
Interim Unaudited Financial Statements
These interim financial statements do not contain all the information required for annual financial statements and should be read in conjunction with the financial statements for the year ended February 28, 2003.
2.
Significant Accounting Policies
These interim consolidated financial statements follow the same accounting policies and methods of their application as the most recent annual financial statements of the Company.
3.
Resource Properties
Argentina | ||
Balance, February 28, 2003 | $ 2,146,303 | |
Exploration expenditures: | ||
Consulting | 102,216 | |
Balance, November 30, 2003 | $ 2,248,519 | |
4.
Capital Stock
Authorized – 100,000,000 common shares without par value
Issued and outstanding
Number of Shares | Amount | ||
Balance, February 28, 2003 | 18,149,854 | $ 10,665,871 | |
Private placement | 2,045,454 | 224,409 | |
Balance, November 30, 2003 | 20,195,308 | $ 10,890,280 |
On April 1, 2003, the Company closed a non-brokered private placement of 2,045,454 units at $0.11 per unit to generate proceeds of $224,409 net of issuance costs of $591. Each unit comprised one common share of the Company and one non-transferable share purchase warrant entitling the purchase of one additional common share of the Company at a price of $0.18 per share until August 1, 2005. The shares issued on this private placement and any shares issued on the exercise of the warrants were subject to a hold period which expired on August 1, 2003.
5.
Related Party Transactions
a)
During the nine months ended November 30, 2003, the Company incurred professional fees of $29,046 (2002 – $50,046) with companies related by directors in common.
b)
The Company had an arrangement whereby it rented office space from Companies with common directors. The Company paid $15,429 in rental payments under this arrangement which expired May 31, 2003.
c)
As at November 30, 2003, accounts payable includes $220,276 due to related parties.
6.
Segmented Information
The Company considers its business to consist of one reportable business segment being the exploration of oil and gas properties. As at November 30, 2003, all capital assets were held in Canada and resource properties in Argentina.
7.
Subsequent Event
Subsequent to November 30, 2003, the Company received $120,000 and issued 1,000,000 common shares pursuant to the exercise of warrants.
OROMIN EXPLORATIONS LTD.
SCHEDULE B
SUPPLEMENTARY INFORMATION
Oromin Explorations Ltd.
As at November 30, 2003
(Unaudited, prepared by Management)
SUPPLEMENTARY INFORMATION
1.
(a) Breakdown of Deferred Costs:
See Note 3 incorporated into Schedule A – Notes to Financial Statements
(b) Breakdown of Professional Fees:
Audit & accounting | $ 9,893 |
Legal – General & Corporate | 3,252 |
Legal – BVI subsidiaries | 6,426 |
$ 19,571 |
(c) Breakdown of Office and Rent:
Office | $ 196 |
Rent | 30,486 |
Subscriptions & Dues | (519) |
$ 30,163 |
(d) Breakdown of Travel and Public Relations:
Expenses | $ 568 |
Internet | 2,220 |
Travel | 2,970 |
$ 5,758 |
2.
Expenditures made to non-arm's length parties:
See Note 5 incorporated into Schedule A – Notes to Financial Statements.
Oromin Explorations Ltd.
As at November 30, 2003
(Unaudited, prepared by Management)
3.
(a)
Securities issued during the period:
See Note 4 incorporated into Schedule A – Notes to Financial Statements.
(b)
Options granted during the period:
No options were granted during the nine months ended November 30, 2003.
4.
(a)
Authorized and issued share capital at November 30, 2003:
Class | Par Value | Authorized | Issued Number | Issued Amount | |
Common | N.P.V | 100,000,000 | 20,195,308 | $10,890,280 |
(b)
Summary of options and warrants outstanding at November 30, 2003:
Security | Number or Amount | Exercise or Convertible Price | Expiry Date | |
Options | 145,000 | $0.20 | June 1, 2004 | |
Options | 483,000 | $0.20 | September 28, 2005 | |
Options | 270,000 | $0.20 | July 4, 2006 | |
Options | 165,000 | $0.24 | May 12, 2005 | |
Options | 191,749 | $0.34 | February 8, 2006 | |
Warrants | 2,500,000 | $0.12 | June 3, 2004 | |
Warrants | 2,045,454 | $0.18 | April 1, 2005 |
(c)
Shares in escrow or subject of pooling restrictions as at November 30, 2003:
Number of Shares
Escrow
74,998
Oromin Explorations Ltd.
As at November 30, 2003
(Unaudited, prepared by Management)
5.
List of Directors and Officers as at January 28, 2004:
Name | Position | |
Derek Bartlett | Director | |
Jeffery Cocks | Director | |
Norman Haimila | Director | |
Chet Idziszek | Director and President | |
James G. Stewart | Director and Secretary | |
Douglas Turnbull | Director |
OROMIN EXPLORATIONS LTD.
SCHEDULE C
MANAGEMENT DISCUSSIONS
OROMIN EXPLORATIONS LTD.
(the “Company”)
MANAGEMENT DISCUSSION FOR
THE THREE AND NINE MONTHS ENDED NOVEMBER 30, 2003
The Company carries out exploration and development of natural resource properties with the objective of locating and developing resources which can be commercially exploited. During the three month period ended November 30, 2003, the Company has been working to obtain financing to begin exploration of the Santa Rosa Property in the Province of Mendoza, Republic of Argentina.
OPERATIONS AND FINANCIAL CONDITION
At November 30, 2003, the Company had total assets of $2,616,211 as compared with $2,444,494 at February 28, 2003. This increase is primarily attributable to the sale of share capital. The Company’s working capital deficiency at November 30, 2003 decreased to $94,407 from a working capital deficiency of $103,420 at February 28, 2003 as a result of the sale of share capital by the Company. The Company’s largest cash outflow in the three and nine month periods ended November 30, 2003 were as a result of general and administrative expenses of $14,093 and $92,002, respectively. During the three and nine month periods ended November 30, 2002, the Company’s largest cash outflow resulted from investments in resource properties of $97,144 and $165,881, respectively.
During the three and nine month periods ended November 30, 2003, the Company recorded interest income of $989 and $3,533, respectively, and a foreign exchange loss of $14,235 and $46,971, respectively. During the three and nine month periods ended November 30, 2002, the Company recorded interest income of $1,083 and $3,750, respectively and a foreign exchange gain of $1,143 and a foreign exchange loss of $8,799, respectively. During the nine month period ended November 30, 2002, the Company also recorded a gain on the sale of marketable securities of $6,395.
Expenses for the three month period ended November 30, 2003 were $14,093, down from $40,221 for the three month period ended November 30, 2002 due principally to decreased professional fees and wages as a result of reduced exploration activity and decreased office costs and rent as a result of a reduction in office space. Professional fees and wages for the three month period ended November 30, 2003 decreased to nil and $5,011, respectively, from $8,501 and $8,150, respectively, for the three month period ended November 30, 2002. Office costs and rent for the three month period ended November 30, 2003 decreased to $7,415 from $16,611 for the three month period ended November 30, 2002. During the three month period ended November 30, 2003, the Company paid a total of $8,486 to parties not at arm’s length to the Company. These payments were comprised of professional fees paid to companies related by directors in common. The net loss for the three month period ended November 30, 2003 was $27,339 or $0.00 per share as compared with a net loss for the three month period ended November 30, 2002 of $37,995 or $0.00 per share.
Expenses for the nine month period ended November 30, 2003 were $92,002, down from $131,927 for the nine month period ended November 30, 2002 due principally to decreased professional fees as a result of reduced exploration activity and decreased office costs and rent as a result of a reduction in office space. Professional fees for the nine month period ended November 30, 2003 decreased to $19,571 from $44,280 for the nine month period ended November 30, 2002. Office costs and rent for the nine month period ended November 30, 2003 decreased to $30,163 from $48,569 for the nine month period ended November 30, 2002. During the nine month period ended November 30, 2003, the Company paid or accrued a total of $44,475 to parties not at arm’s length to the Company. These payments or accruals were comprised of professional fees of $29,046 paid to companies related by directors in common and office rent costs incurred with companies with directors in common totalling $15,429 pursuant to cost sharing arrangements with such companies. The net loss for the nine month period ended November 30, 2003 was $135,440 or $0.01 per share as compared with a net loss for the nine month period ended November 30, 2002 of $130,581 or $0.01 per share.
CAPITAL STOCK
During the three month period ended November 30, 2003, the Company did not issue any securities. During the nine month period ended November 30, 2003, the Company carried out a private placement of 2,045,454 units at $0.11 per unit to generate proceeds of $224,409, each unit comprised of one common share and one non-transferable share purchase warrant entitling the purchase of one additional common share of the Company at a price of $0.18 per share until April 1, 2005.
During the three month period ended November 30, 2002, the Company did not issue any securities. During the nine month period ended November 30, 2002, the Company issued 2,500,000 units at $0.10 per unit to generate proceeds of $250,000, each unit comprised of one common share and one non-transferable two-year share purchase warrant entitling the purchase of one additional common share of the Company at a price of $0.10 per share until June 3, 2003 and thereafter at a price of $0.12 until June 3, 2004.
LIQUIDITY AND CAPITAL RESOURCES
In management's view, given the nature of the Company's activities, which consist of the acquisition, exploration, exploration management and sale of resource properties, the most meaningful and material financial information concerning the Company relates to its current liquidity and capital resources. The Company does not currently own or have an interest in any producing resource properties and has not derived any revenues from the sale of resource products in the last three financial years. The Company's sole property, the Santa Rosa Property, is located in Argentina, and as a result the Company's operations on the property may be subject to additional risks.
The Company's exploration activities have been funded through sales of common shares, and the Company expects that it will continue to be able to utilize this source of financing until it develops cash flow from its operations. There can be no assurance, however, that the Company will be able to obtain required financing in the future on acceptable terms, or at all. In the near term, the Company plans to continue its exploration activities on its currently held property. Based on its existing working capital, the Company requires additional financing for its currently held property during the upcoming fiscal year. If such funds are not available or cannot be obtained or are insufficient to cover the costs of the Company’s exploration activities, the Company will be forced to curtail its exploration activities to a level for which funding is available or can be obtained. Accordingly, the re is substantial doubt about its ability to continue as a going concern. The Company had no material commitments for capital expenditures at the end of its most recent fiscal year, but intends, subject to raising the necessary financing (which it is currently seeking) to incur additional exploration expenditures on its Santa Rosa Property during the fiscal year ending February 28, 2004. In June 2002, the Company, through its wholly-owned subsidiary Cynthia Holdings Limited (“Cynthia”), agreed to sell an effective 50% interest in its Santa Rosa Property. Cynthia has yet to receive any funds pursuant to this transaction.
Management reviews annually the carrying value of the Company’s interest in each resource property and where necessary, properties are written down to the estimated recoverable amount determined on a non-discounted basis after giving effect to any property option agreements and cost recovery agreements. Costs relating to properties abandoned are written off when the decision to abandon is made.
Other than as discussed herein, the Company is not aware of any trends, demands, commitments, events or uncertainties that may result in the Company's liquidity either materially increasing or decreasing at present or in the foreseeable future. Material increases or decreases in the Company's liquidity will be substantially determined by the success or failure of exploration on the Santa Rosa Property.
SUBSEQUENT EVENT
Subsequent to the end of the three and nine month periods ended November 30, 2003, the Company issued 1,000,000 common shares pursuant to the exercise of warrants to generate net proceeds of $120,000.
