FORM 6K
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
AMENDED
For the month of September 2002
ARCHANGEL DIAMOND CORPORATION
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(Registrant's Name)
Suite 205, 10920 West Alameda Avenue
Lakewood, CO 80226
USA
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(Address of principal executive offices)
Commission File No.: 0-25816
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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).
The following document, which was made public, filed with the British Columbia,
Alberta, Manitoba and Ontario Securities Commissions and the TSX Venture
Exchange is furnished herewith and attached hereto:
- Press Release dated September 17, 2002, announcing six-month financial
results for the period ended June 30, 2002, updating the status of the
lawsuit in the United States with respect to the ongoing Verkhotina
Licence Dispute with LUKoil and Arkhangelskgeoldobycha (AGD), results
of the Annual General Meeting held June 20, 2002 election of
directors, appointment of officers and the reclassification by the TSX
Venture Exchange from a Tier 1 issuer to a Tier 2 issuer.
The following document was filed with the British Columbia, Alberta, Manitoba
and Ontario Securities Commissions and the TSX Venture Exchange is furnished
herewith and attached hereto:
- Material Change Report - Form 53-901F dated September 18, 2002
FORM 6K
ARCHANGEL DIAMOND CORPORATION
Page 2
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.
ARCHANGEL DIAMOND CORPORATION
(Registrant)
/s/ Gerald E. Davis
Dated: September 30, 2002 By Gerald E. Davis
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Corporate Secretary
FORM 53-901F
SECURITIES ACT (BRITISH COLUMBIA)
MATERIAL CHANGE REPORT UNDER SECTION 85(1) OF THE
SECURITIES ACT AND SECTION 151 OF THE SECURITIES RULES
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1. Reporting Issuer
Archangel Diamond Corporation
Suite 205, 10920 W. Alameda Avenue
Lakewood, Colorado 80226
(the "Corporation")
2. Date of Material Change
June 20, 2002
3. Press Release
Date of Issuance: September 17, 2002
Place of Issuance: Denver, CO
Distributed through: CCN-Matthews and the
TSX Venture Exchange
4. Summary of Material Change
Change in Directors and Officers and reclassification by TSX
Venture Exchange from Tier 1 to a Tier 2 company.
5. Full Description of Material Change
At the Annual General Meeting of Shareholders held on June 20,
2002, the following directors were elected:
Timothy J. Haddon
Clive Hartz
L. Lamont Gordon
Gary E. Davis
Richard Wake-Walker
Two former directors, Robert Shirriff, Q.C., and Alasdair
Pein, did not stand for re-election. Other than Mr. Davis,
the rest of the Board of Directors elected were incumbents.
The following persons were appointed as Officers effective
June 20, 2002:
Timothy J. Haddon President and Chief Executive Officer
Gary E. Davis Chief Financial Officer and Corporate Secretary
On August 22, 2002, the TSX Venture Exchange TSX Venture
Exchange notified the Corporation that it had been
reclassified to a Tier 2 designation from a Tier 1 mainly due
to the Corporation's 2001 year end write down of the
capitalized deferred mineral property and exploration costs of
the Corporation's Verkhotina project.
(Also see attached News Release.)
6. Reliance on Section 85(2) of the Act
Not Applicable
7. Omitted Information
Nil.
8. Senior Officer
Contact: Gary E. Davis
Chief Financial Officer and Corporate Secretary
Telephone: 1-303-292-1299
Facsimile: 1-303-297-0538
9. Statement of Senior Officer
The foregoing accurately discloses the material change
referred to herein.
DATED at Denver, Colorado, this 18th day of September, 2002
ARCHANGEL DIAMOND CORPORATION
/s/ Gary E. Davis
Gary E. Davis, Chief Financial Officer
ARCHANGEL NEWS RELEASE
Diamond Corporation 02-3
10920 W. Alameda Ave, Suite 205 TSX Venture Exchange
Lakewood, Colorado 80226 Symbol: AAD
Tel: 303-292-1299 42.2 million shares outstanding
Fax: 303-297-0538 September 17, 2002
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ARCHANGEL ANNOUNCES FINANCIAL RESULTS FOR THE 2ND QUARTER AND CORPORATE UPDATE
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Denver, Colorado - Archangel Diamond Corporation (the "Corporation") announced
today the financial results for the six months ended June 30, 2002. The
Corporation reports current assets of $687,262, current liabilities of $320,481
and no long-term debt. Current assets consist primarily of cash while current
liabilities consist mostly of legal costs incurred for the arbitration and legal
proceedings relating to the Verkhotina license dispute. For the six-month
period, the Corporation had a loss of $856,087 or $0.02 per share, versus a net
loss of $1,404,493 or $0.03 per share for the same period ended June 30, 2001.
In August 2001, Lukoil and AGD filed in the Russian courts numerous lawsuits
against the Company seeking to have key agreements pertaining to the development
of the Verkhotina property declared invalid. As the result of these actions, in
November 2001 the Corporation filed a lawsuit in Denver District Court, State of
Colorado, against Lukoil and AGD seeking to recover in excess of US$1 billion in
damages for harm caused by a scheme of fraud, breach of contract, civil
conspiracy and related claims. To date, various motions have been filed by both
sides, the most important of which is Lukoil/AGD's motion to dismiss the case.
The Corporation has responded and awaits a court order in regards to the motion.
Timothy Haddon, President and CEO of the Corporation, stated, "we view the
litigation in Colorado as crucial to our being able to realize shareholder value
in the Corporation. Thus we eagerly await a decision from the Denver District
Court."
At the Annual General Meeting of Shareholders of the Corporation ("AGM") held
June 20, 2002, the number of directors was set at five, with Timothy J. Haddon,
Clive Hartz, L. Lamont Gordon, Gary E. Davis and Richard Wake-Walker elected for
the ensuing year and KPMG LLP, Chartered Accountants, were reappointed as
auditors for the Corporation. Former directors, Robert Shirriff, Q.C., and
Alasdair Pein, did not stand for re-election. Following the AGM, the new Board
appointed Tim Haddon as President and CEO and Gary Davis as CFO and Corporate
Secretary.
In August 2002, the TSX Venture Exchange notified the Corporation that it had
been reclassified to a Tier 2 designation from a Tier 1, mainly due to the
Corporation's 2001 year end write down of the capitalized deferred mineral
property and exploration costs of the Verkhotina project. This write down in the
carrying value of the property was necessitated as the result of a new Canadian
accounting guideline which became effective for the Corporation as of December
31, 2001, combined with the disputes concerning the Verkhotina mineral property
and the Company's extended delay in exploration activity.
Archangel Diamond Corporation is an international diamond exploration company
that holds the right to earn a 40% interest in all profits from the mining of
diamonds from the 400 square kilometer Verkhotina Area in the Oblast of
Arkhangel'sk in northwestern Russia. The Corporation also currently owns a 40%
interest in Almazny Bereg ("AB"), a Russian international open joint stock
company involved in the exploration of the Verkhotina Area.
De Beers Consolidated Mines Ltd. stated in a technical assessment study based on
all exploration work completed through November 3, 1999, that the Grib Pipe has
an estimated resource of approximately 98 million tonnes of kimberlite to a
depth of 500 meters, containing some 67 million carats of recoverable +1 mm
diamonds at an average mining grade of 69 carats per hundred tonnes and an
average life-of-mine revenue value of US$79 per carat. The Grib Pipe was
discovered in the spring of 1996 as part of the joint exploration program of the
Corporation and AGD.
For further information please contact the Corporation at 303-292-1299, fax
303-297-0538, or by e-mail at archangeldiamond@worldnet.att.net or visit the
Corporation's web site at www.archangeldiamond.com.
On behalf of Archangel Diamond Corporation
"Timothy J. Haddon"
CEO and President
The TSX Venture Exchange has neither approved nor disapproved the contents of
this news release.