U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(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
[ ] TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________
Commission File Number 0-21635
Global Diamond Resources, Inc.
- --------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Nevada 33-0213535
- --------------------------------- -------------------
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
836 Prospect Street, Suite 2B, La Jolla, California 92037
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(Address of principal executive offices)
(858) 459-1928
--------------
(Issuer's telephone number)
Not Applicable
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 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 90 days.
Yes [X] No [ ]
As of April 20, 2001, the Company had 53,171,678 shares of its $.0005
par value common stock issued and outstanding.
1
PART 1 - FINANCIAL INFORMATION
ITEM 1. Financial Statements PAGE
----
Condensed Consolidated Balance Sheet at March 31, 2001 (Unaudited).............3
Condensed Consolidated Statements of Operations for the three months ended
March 31, 2001 and 2000 (Unaudited).........................................4
Condensed Consolidated Statements of Cash Flows for the three month periods
ended March 31, 2001 and 2000 (Unaudited)....................................5
Notes to Condensed Consolidated Financial Statements (Unaudited)...............6
2
GLOBAL DIAMOND RESOURCES, INC. AND SUBSIDIARIES
Consolidated Balance Sheet
(Unaudited)
Assets March 31, 2001
--------------
Current assets:
Cash and cash equivalents $ 308,651
Inventory 188,385
Prepaid expenses 1,562
-------------
Total current assets 498,598
Deferred foreign tax asset 1,326,156
Mining properties and equipment 3,930,555
-------------
$ 5,755,309
=============
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable $ 479,162
Accrued liabilities 584,498
Note payable 98,750
-------------
Total current liabilities 1,162,410
Long-term debt 3,000,000
-------------
Total liabilities 4,162,410
-------------
Commitments and contingencies --
Stockholders' equity:
Preferred stock, $0.001 par value, 10,000,000 shares authorized,
no shares issued and outstanding --
Common stock, $0.0005 par value, 100,000,000 shares authorized,
53,171,678 shares issued and outstanding 26,586
Additional paid-in capital 15,051,321
Accumulated deficit (10,885,286)
Unamortized stock award (31,240)
Accumulated other comprehensive income:
Foreign currency translation adjustment (2,568,482)
-------------
Total stockholders' equity 1,592,899
-------------
$ 5,755,309
=============
See accompanying notes to consolidated financial statements.
3
GLOBAL DIAMOND RESOURCES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Three Months
Ended Ended
March 31, 2001 March 31, 2000
------------- -------------
Diamond Sales $ 249,269 $ 413,174
Production Expenses (223,442) (390,574)
Development and exploration expenses (256,273) (240,349)
Less diamonds recovered 937,717 95,920
------------- -------------
Net development and exploration income (expense) 681,444 (144,429)
Royalty (12,463) (23,043)
Selling, general and administrative expenses (297,650) (271,485)
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Operating income (loss) 397,158 (416,357)
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Other
Interest expense, net (120,453) (121,034)
------------- -------------
Income (loss) before tax expense 276,705 (537,391)
Income tax expense -- --
------------- -------------
Net income (loss) 276,705 (537,391)
Other comprehensive loss -
Foreign currency translation adjustment (292,073) (281,676)
------------- -------------
Comprehensive loss $ (15,368) $ (819,067)
============= =============
Basic and diluted income (loss) per share $ .01 $ (.01)
============= =============
Weighted average number of shares outstanding 53,171,678 45,888,345
============= =============
See accompanying notes to consolidated financial statements.
4
GLOBAL DIAMOND RESOURCES, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
Three Months Three Months
Ended Ended
March 31, 2001 March 31, 2000
-------------- --------------
Cash flows from operating activities:
Net income (loss) $ 276,705 $(537,391)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization 156,190 135,207
Amortization of stock award 1,952 --
Decrease (increase) in trade accounts receivable 2,400 4,795
Decrease (increase) in prepaid expenses (52) --
(Increase) in inventory (104,294) (81,461)
Increase (decrease) in accounts payable (289,395) 100,201
Increase (decrease) in accrued liabilities (33,276) (1,775)
Increase (decrease) in note payable (77,466) --
---------- ----------
Net cash used in operating activities (67,236) (380,424)
---------- ----------
Cash flows used in investing activities:
Additions to mining properties and equipment (775) (2,819)
---------- ----------
Net cash used in investing activities (775) (2,819)
---------- ----------
Cash flows provided by financing activities:
Net proceeds from issuance of common shares -- 336,800
---------- ----------
Net cash provided by financing activities -- 336,800
---------- ----------
Effects of exchange rates on cash (10,519) (1,516)
---------- ----------
Net decrease in cash and cash equivalents (78,530) (47,959)
Cash and cash equivalents, beginning of period 387,181 182,100
---------- ----------
Cash and cash equivalents, end of period $ 308,651 $ 134,141
========== ==========
See accompanying notes to condensed consolidated financial statements
5
GLOBAL DIAMOND RESOURCES, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(unaudited)
March 31, 2001
(1) These condensed consolidated financial statements of Global Diamond
Resources, Inc. (the "Company") do not include all of the information
and footnotes required by generally accepted accounting principles for
complete financial statements and should be read in conjunction with
the financial statements and notes thereto included in the Company's
Annual Report on Form 10-KSB. In the opinion of management, the
financial information set forth in the accompanying condensed
consolidated financial statements reflect all adjustments necessary for
a fair statement of the periods reported, and all such adjustments were
of a normal and recurring nature. Interim results are not necessarily
indicative of results for a full year.
(2) Mining Properties and Equipment
March 31, 2001
--------------
Mining property:
Caerwinning deposit, at cost $ 413,987
Less accumulated amortization (138,422)
------------
275,565
------------
Mining properties under development:
Grasdrif deposit 923,763
------------
Mining equipment, at cost: 3,648,786
Less accumulated depreciation (923,391)
------------
2,725,395
------------
Office equipment, at cost: 51,487
Less accumulated depreciation (45,655)
------------
5,832
------------
$ 3,930,555
============
(3) Inventory consists primarily of diamonds on hand at March 31, 2001.
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ITEM 2. Management's Discussion and Analysis
Background
The Company is engaged in diamond exploration and mining. We have
acquired the rights to two mining properties, the Grasdrif Deposit and the
Caerwinning Deposit, and own an option to purchase a third mining property, the
Montrose kimberlite pipe, all of which are located in the Republic of South
Africa.
To date, our activities have included the investigation and acquisition
of mining property interests, exploratory work, site establishment and the
purchase and operation of mining plant and equipment in the process of
development as well as full-scale mining operations at our properties.
Results of Operations
Caerwinning
The Company's principal mining activities are conducted at its
Caerwinning property. The following chart details production information for the
three months ended March 31, 2001 and 2000:
Three Months Three Months
Ended Ended
March 31, 2001 March 31, 2000
-------------- --------------
Number of tons treated 63,939 132,424
Number of carats yielded 778 1,013
Total $ Value of production* $315,868 $347,102
Grade cpht 1.22 0.77
$ Value per Carat $406 $342
Operating Profit/(Loss) $13,364 ($443)
* May not reflect actual sales value due to changing inventory levels.
Tonnage throughput at Caerwinning during the quarter ended March 31, 2001 and
the resulting diamond production were down from the first quarter of 2000. This
is due to a change in the mining plan to a selective mining approach, mining in
areas with a marked reduction in overburden. The result was lower costs, a
higher grade and an operating profit.
We expect to commence with the drilling of the two magnetic anomalies, which
were found at Caerwinning during the second quarter of 2001.
Grasdrif
Exploration and trial mining activities continued at the Grasdrif
Deposit during the first quarter of 2001. The following chart details the
exploration and trial mining information for the three months ended March 31,
2001 and 2000:
Three Months Three Months
Ended Ended
March 31, 2001 March 31, 2000
-------------- --------------
Number of tons treated 56,994 54,976
Number of carats yielded 296 152
Total $ value of production* $976,800 $153,170
$ Value per Carat $3,300 $1,008
Operating Profit/(Loss) $681,444 ($144,429)
* May not reflect actual sales value due to changing inventory levels.
7
The recovery of a number of large high quality gemstone diamonds during the
first quarter of 2001 contributed to the achieved profit.
Montrose
During 2000 we applied for a permit to conduct a 5,000 tonne bulk
sample with the purpose of determining the actual grade of the deposit and the
value per carat of the diamonds. This information is required to complete a
feasibility study on the production potential of the Montrose Pipe. The
authorities approved the Environmental Management Program Report (EMPR) for the
bulk sample during the first quarter of 2001. The prospecting rights as well as
the option to acquire the property were extended to October 2001 to allow for
the completion of the bulk sample. It is expected that the drilling program will
be completed during the second quarter of 2001.
Financial Results
Three Months Three Months
Ended Ended
March 31, 2001 March 31, 2000
-------------- --------------
Diamond Sales $1,186,986 $509,094
Operating Profit/(Loss) $397,158 ($416,357)
Net Profit/(Loss) $276,705 ($537,391)
Earnings/(Loss) per Share $0.01 ($0.01)
The 133% increase in revenue for the first quarter of 2001 over the
corresponding amount for the first quarter of 2000 was due to the recovery of a
number of large, high quality gemstone diamonds. The resulting net profit of
$276,705 for the first quarter of 2001 compared to a net loss of $537,391 in the
first quarter of 2000 was due primarily to the increase in sales, as well as a
change in mining policy to selectively mine payable gravels and a restructuring
of operations that resulted in a reduction in costs.
General and administrative expenses
Management is continuing its efforts to streamline overhead costs and
general and administrative expenses. The selling, general and administrative
costs incurred during the first quarter of 2001 were $297,650. This represents a
considerable reduction from previous quarters, where selling, general and
administrative costs were $573,303 for the 4th quarter 2000, $396,653 for the
3rd quarter 2000, $363,151 for the 2nd quarter 2000 and $271,485 for the 1st
quarter 2000. Selling, general and administrative costs during the first quarter
of 2001 included certain non-recurring costs associated with the restructuring
of operations during the quarter under review.
Currency Consideration
Our mining properties, mining properties under development, and mining
equipment are all situated in the Republic of South Africa, where the currency
is the Rand. Under current accounting pronouncements, the Company is required to
translate the period end assets and liabilities of its South African subsidiary
at the current exchange rate, while maintaining equity accounts at the exchange
rate in place at the time of the original transaction. The resulting changes in
the balance sheet accounts due to exchange rate fluctuation must be accumulated
and accounted for in the equity section as foreign currency translation reserve.
The translation of our property and equipment to reflect the Rand/US$ exchange
rate of 8.000 at March 31, 2001 caused most of the foreign currency translation
adjustment of $292,073 for the three months ended March 31, 2001. The
accumulated foreign currency translation adjustment reflected in the equity
section of the balance sheet was $2,568,482 at March 31, 2001.
Liquidity and Capital Resources
The Company has financed its activities to date through revenue derived
from diamond sales, the sale of its equity and securities as well as short-term
loan facilities.
8
We believe that we may require additional working capital of
approximately $500,000 to satisfy our working capital requirements for the next
12 months. Should any of the following events occur, additional working capital
might be needed during the next 12 months. The events are:
a) that the Caerwinning Deposit has negative cash flow from operations;
b) the trial mining at the Grasdrif property returns to an operating loss
or negative cash flow.
The Company's belief concerning its working capital requirements are
based on certain assumptions concerning, among other things, the estimated grade
of its processed ore, average price per carat, scale of mining operations,
Rand-U.S. dollar exchange rate, and cost of production. If any of these
assumptions prove incorrect, the Company may require further additional capital.
Any such additional financing may require an additional pledge or mortgage of
the Company's properties and/or any production therefrom. There is, of course,
no assurance that satisfactory financing could be obtained. In addition to
financing individual and available projects, the Company may also borrow funds
from time to time for working capital and other general corporate purposes.
Forward-Looking Statements
This report contains various forward-looking statements that are based
on the Company's belief as well as assumptions made by and information currently
available to the Company. When used in this report, the words `believe',
`expect', `anticipate', `estimate', and similar expressions are intended to
identify forward-looking statements. Such statements are subject to certain
risks, uncertainties and assumptions, including, without limitation, that the
Company only recently commenced mining operations at the Caerwinning Property,
has not engaged in commercial mining operations at the Grasdrif Property, mining
risks in general, political risks associated with the Company's operations in
the Republic of South Africa, general economic conditions, currency
fluctuations, and estimates of costs of production. Should one or more of these
risks or uncertainties materialize, or should underlying assumptions prove
incorrect, actual results may vary materially from those anticipated, estimated
or projected. The Company cautions potential investors not to place undue
reliance on any such forward-looking statements, all of which speak only as of
the date made.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
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Inapplicable.
Item 2. Changes in Securities.
---------------------
Inapplicable.
Item 3. Defaults Upon Senior Securities.
-------------------------------
Inapplicable.
Item 4. Submission of Matters to a Vote of Security Holders.
---------------------------------------------------
Inapplicable.
Item 5. Other Information.
-----------------
Inapplicable.
9
Item 6. Exhibits and Reports on Form 8-K.
--------------------------------
(a) Exhibits
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Inapplicable.
(b) Reports on Form 8-K
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Inapplicable.
10
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Global Diamond Resources, Inc.
(Registrant)
Dated: April 20, 2001 By: /s/ JOHANN DE VILLIERS
------------------------
Johann de Villiers,
Chief Executive Officer
and Chief Financial Officer
11