UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: June 30, 2004
EAST DELTA RESOURCES CORP.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 000-32477 98-0212726
(State or Other Jurisdiction of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
Suite 600, 447 St-Francis Xavier St., Montreal, Quebec, Canada H2Y 2T1
(Address of Principal Executive Offices)
(514) 845-6448
(Registrant's Telephone Number, Including Area Code)
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Item 2. Acquisition of Assets.
On June 30, 2004, East Delta Resources Corp. acquired 100% of the common shares
of Omega Resources Inc. (formerly, East Delta Resources Corp.) of Brooklyn, NY,
from five individual shareholders, Dr. Huan Zhang Lu of Chicoutimi, QC, Mr.
Lewis Lu, Mr. Victor I. H. Sun, Ms. Chou Mei Yueh and Mr. David Amsel, all of
Montreal, QC. Mr. Sun is a director and President of the Registrant and is a 19%
shareholder of Omega, thus, as a related party he has abstained from voting on
all matters related to this transaction.
The transaction has been approved by a written consent of a majority of the
shareholders of Omega and its Board of Directors, and by the Independent
Director of the Registrant.
The acquisition has been valued by both parties at approximately $725,000. This
figure was arrived at by basing the value of the mining licenses on a 72 sq.
kilometer mining property owned by Omega in China as compared to prices being
paid in China for inferior and smaller prospective mining properties. Omega also
has approximately $30,000 in cash. At the time of the signing of the Acquisition
Agreement (February 3, 2004) the shares of the Registrant were quoted on the
NASD Bulletin Board at $0.10, and utilizing an approximate 35% discount for (1)
volume and (2) restrictive legend on the shares, plus (3) the stipulation that
up to 61% of these shares are subject to cancellation if no gold is ever
extracted from these properties, the parties thereby agreed that the Company
issue 11,366,250 common shares of the Company as consideration to the selling
shareholders of Omega Resources.
Description of Acquired Assets
Omega Resources Inc.
Omega Resources Inc. (formerly East Delta Resources Corp., hereinafter "OMEGA")
is a Delaware company whose business objective is to profit from the recent
worldwide revival of interest in precious metals. OMEGA's primary activity is in
gold exploration, development and production. OMEGA also plans to participate in
other mineral exploration and mining, specifically, nickel, zinc and lead.
OMEGA's geographic focus is in growth mining regions located mostly in Southeast
Asia. OMEGA's goal is to establish itself, in these areas, as a major force in
the mining industry by bringing together its network of financing sources,
management expertise, the latest mining technology and extensive local industry
contacts. OMEGA, in turn operates through a wholly owned Canadian subsidiary,
Amingo Resources Inc. of Montreal, Quebec.
Business Strategy
OMEGA and Amingo plan to develop their business mostly through acquisitions
and/or joint ventures with local participants in which they will have
substantial equity and management control. Priority will be given to the more
advanced potential mining properties; projects where most of the exploration and
pre-feasibility study work has already been done. The objective is to become the
owner of producing mines in the shortest term possible. With profit potential
adequately demonstrated and funding available, a new plant can be in production
in as quick as twelve months. Currently, in China, all major new gold facilities
using modern technology and equipment and capable of producing large amounts of
gold are still fully controlled by the central government. Thus, OMEGA's and
Amingo's main target is the small to medium sized gold projects.
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Business Opportunity
Despite the presence in China of a sizable number of "Western" resource
companies, the mining industry in China can still be considered to be in its
infancy, with huge tracts of land completely unexplored. By many estimates,
China has the world's largest potential of under-developed mineral deposits. In
addition, existing mining operations also have great potential to be further
exploited, as the lack of adequate funding has prevented the acquisition of
up-to-date and efficient methods and equipment. The central and local
governments have long recognized these problems and have become very amenable to
doing business with foreign companies.
Accomplishments to-date
OMEGA has acquired 100% of the voting shares of Amingo Resources Inc., a
Canadian based company whose major work is in gold exploration and mining in
China. Since the Company's efforts for the immediate term will be directed to
develop Amingo and its Chinese properties, OMEGA's primary business activities
coincides with those of Amingo's.
In February 2004, Amingo signed a Joint Venture Contract with the provincial and
county governments of Guizhou Province and Jinping County, respectively, to
explore and mine gold within their territories. Under the terms of the
agreement, Amingo has acquired rights to develop a 72 square kilometer property
in the county, and is eligible to receive up to 84% of the net revenues earned
on this particular property.
Amingo and partners have conducted extensive research and evaluation work, and
will be conducting further on-site activity in 2004. Amingo has negotiated for
several potential joint ventures, and is currently conducting further
discussions towards joint venture contracts and agreements. Amingo has
determined that these projects have an average cost of production of less than
US$175 per ounce. Gold mined at these cost levels allow for profitable
operations, even under depressed gold price conditions. To realize these
projects, the Registrant will require at least US$10 million of financing over
the next five years. The Registrant aims to establish at least three to five
gold production plants by the fifth year of operation. There are no assurances
that the funding will be realized and these goals will be attained.
Local Co-operation
The Registrant's partners in China maintain an extensive network of contacts
with local government officials and mining industry senior officers. To further
strengthen Amingo's local technical support, it is in the process of negotiating
a co-operative agreement with a major gold design and research institute in
China. This institute will assist Amingo in carrying out research and provide
any local technical support as required for joint ventures in China.
Item 7. Financial Statements and Exhibits.
(a) The financial statements, including pro forma statements, required by this
Item will be filed by the Registrant when they are available, which is expected
to be within 60 days from the date hereof.
(c) Acquisition Agreement dated February 3, 2004 and its amendment dated June
30, 2004.
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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 hereunto duly authorized.
EAST DELTA RESOURCES CORP.
Date: July 15, 2004 By: /s/ Victor I.H.Sun
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Victor I.H. Sun
President & CEO