SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1O-QSB
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarter Ended April 30, 2002 Commission File Number 0-18616
- ------------------------------------ ------------------------------
ST. GEORGE METALS, INC.
-----------------------------------------------------
(Exact name of registrant as specified In its charter)
Nevada 88-0227915
-------- ------------
(State or other jurisdiction of (I.R.S. Employer Identification Number)
Incorporation or organization)
9020 Stony Point Parkway, Suite 145, Richmond, Virginia 23235
------------------------------------------------------- -------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (804) 272-9020
--------------
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 90 days.
Yes X No
--- ---
As of April 30, 2002, the number of shares of Common Stock outstanding
was 14,487,159.
ST. GEORGE METALS, INC.
FORM 10-QSB
QUARTER ENDED APRIL 30, 2002
INDEX
PAGE
----
PART I - FINANCIAL INFORMATION - Omitted pursuant to Rule
- --------------------------------- 13a-13(c)(2) under the Securities
Exchange Act of 1934
PART II - OTHER INFORMATION
- ---------------------------
Items 1 - 6.............................................................. 2-3
Signatures............................................................... 4
PART II - OTHER INFORMATION
---------------------------
Item 1. Legal proceedings.
(a) None
Item 2. Changes in securities.
(a) None
(b) None
Item 3. Defaults upon senior securities.
Under the Company's Phase I and II Loan Commitments,
non-payment of interest constitutes an event of default;
however, a note holder must advise the Company in writing that
he declares his debt to be in default. As previously reported,
two note holders, one a former related party of the Company,
advised the Company in January, 1994, that the Company was in
default with respect to the Company's debt obligations to
them. The Company advised such holders that it did not agree
with their position, and no further actions have been taken by
such noteholders.
Item 4. Submission of matters to a vote of security holders.
None
2
Item 5. Other information.
General. The Company's financial resources have been
-------
substantially exhausted and management does not know of any
significant additional financing available to the Company. The
Company has no continuing on-going business operations at this
time. The Company has been seeking, since early 1995, to
satisfy its trade debt other than through a court supervised
process, which would entail significant administrative
expenses. The Company has been able to satisfy a substantial
portion of its trade debt, but in light of its financial
position, it is unlikely any payments will be made on its
other indebtedness, which has been voluntary subordinated to
the Company's trade creditors.
SEC Reporting Obligations. Because of the Company's financial
-------------------------
condition and its consequent difficulty paying the attendant
legal and accounting expenses, its ability to continue to meet
its reporting obligations under the Securities Exchange Act of
1934 remains questionable. The financial statements included
with its Form 10-KSB for the year ended January 31, 2002, were
not audited by an independent certified accountant, because
the Company could not afford the cost of an audit.
Inability to Pay Indebtedness. Management does not presently
------------------------------
anticipate that any of its outstanding obligations under its
Operations Advances, Gold Delivery Contracts and term debt, a
substantial portion of which outstanding obligations are held
by members of the Company's board of directors, can be
satisfied. Accordingly, management does not believe, as a
practical matter, that there is any remaining value to be
ascribed to the Company's outstanding preferred stock or
common stock.
Status of Properties. The status of the Company's mineral
---------------------
properties has not changed from the description contained in
Item 2 of the Company's Form 10-KSB for the fiscal year ended
January 31, 2002.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits: None
(b) Reports on Form 8-K: None
3
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.
St. George Metals. Inc.
------------------------------------------------
(Registrant)
May 15, 2002 By: /s/ C. B. Robertson, III
---------------------------------------------
C. B. Robertson, III - Chairman and Principal
Executive Officer
and Principal
Financial Officer
4