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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------
FORM 10-QSB
(Mark One)
|X| QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2001
|_| TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
------------ -------------
Commission file Number 000-22731
MINERA ANDES INC.
(Exact name of small business issuer as specified in its charter)
ALBERTA, CANADA
(State or other jurisdiction of incorporation or organization)
NONE
(I.R.S. Employer Identification No.)
3303 N. SULLIVAN ROAD, SPOKANE, WA 99216
(Address of principal executive offices)
(509) 921-7322
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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 |_|
Shares outstanding as of July 31, 2001: 30,046,030 shares of common stock, with
no par value
Transitional Small Business Disclosure Format (Check One): Yes |_| No |X|
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TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Item 1 Consolidated Financial Statements .................... 3
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations ........ 9
PART II - OTHER INFORMATION
Item 4 Submission of Matters to a Vote of Security Holders .. 12
Item 6 Exhibits and Reports on Form 8-K ..................... 12
SIGNATURES ............................................................. 13
2
MINERA ANDES INC.
"An Exploration Stage Corporation"
CONSOLIDATED BALANCE SHEETS
(U.S. Dollars-Unaudited)
June 30, December 31,
2001 2000
--------------- ----------------
ASSETS
Current:
Cash and cash equivalents $ 41,978 $ 101,818
Receivables and prepaid expenses 56,563 32,439
--------------- ----------------
Total current assets 98,541 134,257
Mineral properties and deferred exploration costs 3,738,147 3,859,297
Capital assets, net 21,085 41,063
--------------- ----------------
Total assets $ 3,857,773 $ 4,034,617
=============== ================
LIABILITIES
Current:
Accounts payable and accruals $ 31,255 $ 48,512
Due to related parties 101,295 50,307
--------------- ----------------
Total current liabilities 132,550 98,819
--------------- ----------------
SHAREHOLDERS' EQUITY
Share capital 18,197,422 18,189,864
Accumulated deficit (14,472,199) (14,254,066)
--------------- ----------------
Total shareholders' equity 3,725,223 3,935,798
--------------- ----------------
Total liabilities and shareholders' equity $ 3,857,773 $ 4,034,617
=============== ================
The accompanying notes are an integral part of these consolidated
financial statements.
3
MINERA ANDES INC.
"An Exploration Stage Corporation"
CONSOLIDATED STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT
(U.S. Dollars-Unaudited)
Period from
Three Months Ended Six Months Ended July 1, 1994
------------------ ---------------- (commencement)
June 30, June 30, June 30, June 30, through
2001 2000 2001 2000 June 30, 2001
------------ ------------- ------------- ------------- -------------
Administration fees $ 6,298 $ 5,788 $ 12,154 $ 12,668 $ 217,166
Audit and accounting 4,452 7,910 32,238 34,700 320,460
Consulting fees 8,520 28,060 17,239 56,058 893,789
Depreciation 1,070 985 2,139 1,971 56,196
Equipment rental 0 1,518 0 3,035 21,522
Foreign exchange (gain) loss (402) 6,242 147 2,172 406,562
Insurance 6,300 16,613 12,600 33,226 222,314
Legal 14,935 34,447 38,009 64,781 612,195
Maintenance 0 0 0 0 892
Materials and supplies 0 31 0 31 45,512
Office overhead 27,596 33,762 42,653 58,167 1,345,242
Telephone 5,354 8,926 9,870 22,707 348,268
Transfer agent 1,781 2,859 3,354 8,900 90,317
Travel 382 460 3,511 8,581 311,102
Wages and benefits 39,587 33,133 76,416 72,735 1,121,308
Write-off of deferred costs 0 0 0 0 8,118,123
------------ ------------- ------------ ------------ -----------
Total expenses 115,873 180,734 250,330 379,732 14,130,968
Gain on sale of capital assets (11,812) 0 (31,920) 0 (66,924)
Interest income (28) (6,977) (277) (15,612) (452,074)
------------ ------------- ------------ ------------ -----------
Net loss for the period 104,033 173,757 218,133 364,120 13,611,970
Accumulated deficit, beginning of the period 14,368,166 13,293,784 14,254,066 12,999,237 0
Share issue costs 0 0 0 104,184 843,014
Deficiency on acquisition of subsidiary 0 0 0 0 17,215
------------ ------------- ------------ ------------ -----------
Accumulated deficit, end of the period $14,472,199 $13,467,541 $14,472,199 $13,467,541 $14,472,199
============ ============= ============= ============= =============
Basic and diluted net loss per common share $ 0.01 $ 0.01 $ 0.01 $ 0.01
============ ============= ============= =============
Weighted average shares outstanding 30,046,030 30,000,030 30,031,798 28,962,687
============ ============= ============= =============
The accompanying notes are an integral part of these consolidated
financial statements.
4
MINERA ANDES INC.
"An Exploration Stage Corporation"
CONSOLIDATED STATEMENTS OF MINERAL PROPERTIES
AND DEFERRED EXPLORATION COSTS
(U.S. Dollars-Unaudited)
Period from
Three Months Ended Six Months Ended July 1, 1994
-------------------- --------------------------- (commencement)
June 30, June 30, June 30, June 30, through
2001 2000 2001 2000 June 30, 2001
---------- ------------ ------------ ---------- -------------
Administration fees $ 3,937 $ 4,840 $ 8,534 $ 8,938 $ 351,557
Assays and analytical 0 21,293 0 51,306 938,822
Construction and trenching 0 0 0 0 507,957
Consulting fees 2,141 14,883 12,526 29,946 905,400
Depreciation 1,840 4,681 4,779 9,361 166,220
Drilling 0 53,440 0 198,448 928,833
Equipment rental 0 696 0 696 244,068
Geology 0 38,505 1,628 95,007 2,902,743
Geophysics 0 0 0 0 309,902
Insurance 2,635 5,503 5,270 11,005 234,378
Legal 194 2,649 28,620 3,212 648,405
Maintenance 741 1,705 1,502 6,387 158,314
Materials and supplies 1,175 1,860 1,404 22,512 432,728
Project overhead 434 1,304 1,868 5,031 293,844
Property and mineral rights 0 724 2,364 12,889 1,280,589
Telephone 20 3,116 292 7,184 81,374
Travel 2,162 20,025 4,559 57,539 1,001,669
Wages and benefits 24,858 32,268 55,504 59,538 893,328
------------- -------------- ------------ ----------- -----------
Costs incurred during the period 40,137 207,492 128,850 578,999 12,280,131
Deferred costs, beginning of the period 3,698,010 3,994,409 3,859,297 3,622,902 0
Deferred costs acquired 0 0 0 0 576,139
Deferred costs written off 0 0 0 0 (8,118,123)
Mineral property option proceeds 0 0 (250,000) 0 (1,000,000)
------------- -------------- ------------ ----------- -----------
Deferred costs, end of the period $3,738,147 $4,201,901 $3,738,147 $4,201,901 $3,738,147
============= ============= =========== =========== ===========
The accompanying notes are an integral part of these consolidated
financial statements.
5
MINERA ANDES INC.
"An Exploration Stage Corporation"
CONSOLIDATED STATEMENTS OF CASH FLOWS
(U.S. Dollars-Unaudited)
Period from
Three Months Ended Six Months Ended July 1, 1994
-------------------------- ------------------------ (commencement)
June 30, June 30, June 30, June 30, through
2001 2000 2001 2000 June 30, 2001
---------- ---------- ---------- --------- --------------
Operating Activities
Net loss for the period $ (104,033) $ (173,757) $ (218,133) $ (364,120) $ (13,611,970)
Adjustments to reconcile net loss to net cash used
in operating activities:
Write-off of incorporation costs 0 0 0 0 665
Write-off of deferred costs 0 0 0 0 8,118,123
Depreciation 1,070 985 2,139 1,971 56,196
Gain on sale of capital assets (11,812) 0 (31,920) 0 (66,924)
Change in:
Receivables and prepaid expense (6,225) (13,135) (24,124) (14,045) (54,577)
Accounts payable and accruals (37,268) (2,047) (17,257) (78,562) 12,054
Due to related parties 76,363 30,479 50,988 71,986 101,295
----------- ----------- ------------ ---------- ----------
Cash used in operating activities (81,905) (157,475) (238,307) (382,770) (5,445,138)
----------- ----------- ------------ ---------- ----------
Investing Activities
Incorporation costs 0 0 0 0 (665)
Sale (purchases) of capital assets 14,980 0 44,980 0 (176,577)
Mineral properties and deferred exploration (38,297) (202,811) (124,071) (569,638) (12,113,911)
Acquisition of subsidiaries 0 0 0 0 (602)
Mineral property option proceeds 0 0 250,000 0 1,000,000
----------- ----------- ------------ ---------- ----------
Cash provided by (used in) investing activities (23,317) (202,811) 170,909 (569,638) (11,291,755)
----------- ----------- ------------ ---------- ----------
Financing Activities
Shares issued for cash, less issue costs 0 0 7,558 962,899 16,778,871
----------- ----------- ------------ ---------- ----------
Cash provided by financing activities 0 0 7,558 962,899 16,778,871
----------- ----------- ------------ ---------- ----------
Increase (decrease) in cash and cash equivalents (105,222) (360,286) (59,840) 10,491 41,978
Cash and cash equivalents, beginning of the period 147,200 854,248 101,818 483,471 0
----------- ----------- ------------ ---------- ----------
Cash and cash equivalents, end of the period $ 41,978 $493,962 $ 41,978 $493,962 $ 41,978
=========== =========== ============ ========== ==========
The accompanying notes are an integral part of these consolidated
financial statements.
6
MINERA ANDES INC.
"An Exploration Stage Corporation"
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(U.S. Dollars-Unaudited)
1. Accounting Policies
The accompanying consolidated financial statements of Minera Andes Inc.
(the "Corporation") for the three month and six month periods ended
June 30, 2001 and 2000 and for the period from commencement (July 1,
1994) through June 30, 2001 have been prepared in accordance with
accounting principles generally accepted in Canada which differ in
certain respects from principles and practices generally accepted in
the United States, as described in Note 2. Also, they are unaudited
but, in the opinion of management, include all adjustments, consisting
only of normal recurring items, necessary for a fair presentation.
Interim results are not necessarily indicative of results which may be
achieved in the future. The December 31, 2000 financial information has
been derived from the Corporation's audited consolidated financial
statements.
These consolidated financial statements should be read in conjunction
with the audited consolidated financial statements and notes thereto
for the year ended December 31, 2000. The accounting policies set forth
in the audited annual consolidated financial statements are the same as
the accounting policies utilized in the preparation of these
consolidated financial statements, except as modified for appropriate
interim presentation.
The recoverability of amounts shown as mineral properties and deferred
exploration costs is dependent upon the existence of economically
recoverable reserves, the ability of the Corporation to obtain
necessary financing to complete their development, and future
profitable production or disposition thereof. The accompanying
consolidated financial statements have been prepared using accounting
principles generally accepted in Canada applicable to a going concern.
The use of such principles may not be appropriate because, as of June
30, 2001, there was significant doubt that the Corporation would be
able to continue as a going concern.
For the six months ended June 30, 2001, the Corporation had a loss of
approximately $218,000 and an accumulated deficit of approximately
$14.5 million. In addition, due to the nature of the mining business,
the acquisition, exploration and development of mineral properties
requires significant expenditures prior to the commencement of
production. To date, the Corporation has financed its activities
through the sale of equity securities and joint venture arrangements.
The Corporation expects to use similar financing techniques in the
future and is actively pursuing such additional sources of financing.
Although there is no assurance that the Corporation will be successful
in these actions, management believes that they will be able to secure
the necessary financing to enable it to continue as a going concern.
Accordingly, these financial statements do not reflect adjustments to
the carrying value of assets and liabilities, the reported revenues and
expenses and balance sheet classifications used that would be necessary
if the going concern assumption were not appropriate. Such adjustments
could be material.
2. Differences Between Canadian and United States Generally Accepted
Accounting Principles
Differences between Canadian and U.S. generally accepted accounting
principles ("GAAP") as they pertain to the Corporation relate to
accounting for share issue costs, loss per share, non-cash issuance of
common shares, the acquisition of Scotia Prime Minerals, Incorporated,
compensation expense associated with the release of shares from escrow,
mineral properties and deferred exploration costs and stock-based
compensation and are described in Note 13 to the Corporation's
consolidated financial statements for the year ended December 31, 2000.
7
MINERA ANDES INC.
"An Exploration Stage Corporation"
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
(U.S. Dollars-Unaudited)
The impact of the above on the interim consolidated financial statements is as
follows:
June 30, 2001 Dec. 31, 2000
------------- --------------
Accumulated deficit, end of period,
per Canadian GAAP $14,472,199 $14,254,066
Adjustment for acquisition of Scotia 248,590 248,590
Adjustment for compensation expense 6,324,914 6,324,914
Adjustment for share issue costs (843,014) (843,014)
Adjustment for deferred exploration costs 3,584,995 3,708,509
-------------- ---------------
Accumulated deficit, end of period,
per U.S. GAAP $23,787,684 $23,693,065
============== ================
June 30, 2001 Dec. 31, 2000
------------- --------------
Share capital, per Canadian GAAP $18,197,422 $18,189,864
Adjustment for acquisition of Scotia 248,590 248,590
Adjustment for compensation expense 6,324,914 6,324,914
Adjustment for share issue costs (843,014) (843,014)
-------------- ---------------
Share capital, per U.S. GAAP $23,927,912 $23,920,354
============== ================
Period from
Three Months Ended Six Months Ended July 1, 1994
------------------------- -------------------------- (commencement)
June 30, June 30, June 30, June 30, through
2001 2000 2001 2000 June 30, 2001
--------- ---------- ----------- ---------- -----------------
Net loss for the period,
per Canadian GAAP $104,033 $173,757 $218,133 $364,120 $13,611,970
Adjustment for acquisition
of Scotia 0 0 0 0 248,590
Adjustment for compensation
expense 0 0 0 0 6,324,914
Adjustment for deferred
exploration costs 40,137 206,768 126,486 566,110 3,584,995
------------- ------------ ------------ ------------- -------------
Loss for period, per U.S.
GAAP $144,170 $380,525 $344,619 $930,230 $23,770,469
============= ============= ============= ============= =============
Loss per common share, per
U.S. GAAP $ 0.01 $ 0.01 $ 0.01 $ 0.03
============= ============= ============= =============
8
MINERA ANDES INC.
"An Exploration Stage Corporation"
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
(U.S. Dollars-Unaudited)
3. Changes to Share Capital
At January 31, 2001, warrants to acquire 9,200,000 Common Shares at an exercise
price of Cdn$0.35 per share expired without being exercised.
During the quarter ended March 31, 2001, the Corporation issued 46,000 shares
for the exercise of stock options and received proceeds of Cdn$11,500
(US$7,558).
4. Basic and Diluted Loss Per Common Share
Basic earnings per share (EPS) is calculated by dividing loss applicable to
common shareholders by the weighted-average number of common shares outstanding
for the year. Diluted EPS reflects the potential dilution that could occur if
potentially dilutive securities were exercised or converted to common stock. Due
to the losses in 2001 and 2000, potentially dilutive securities were excluded
from the calculation of diluted EPS, as they were anti-dilutive. Therefore,
there was no difference in the calculation of basic and diluted EPS in 2001 and
2000.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Note Regarding Forward-Looking Statements
-----------------------------------------
The information in this report includes "forward-looking" statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934 ("1934 Act"), and is subject to the safe harbor
created by those sections. Factors that could cause results to differ materially
from those projected include, but are not limited to, results of current
exploration activities, the market price of precious and base metals, the
availability of joint venture partners or sources of financing, and other risk
factors detailed in the Corporation's Securities and Exchange Commission
filings.
Overview
--------
The principal business of the Corporation is the exploration and development of
mineral properties, located primarily in the Republic of Argentina, consisting
of mineral rights and applications for mineral rights, covering
approximately 163,000 hectares in three provinces in Argentina. The Corporation
carries out its business by acquiring, exploring and evaluating mineral
properties through its ongoing exploration program. Following exploration, the
Corporation either seeks to enter joint ventures to further develop these
properties or disposes of them if the properties do not meet the Corporation's
requirements. The Corporation's properties are all early stage exploration
properties and no proven or probable reserves have been identified.
Plan of Operations
------------------
The Corporation has negative working capital of approximately $(34,000).
However, the funds to be received from the joint ventures on the El Pluma/Cerro
Saavedra and Chubut properties, as estimated by management,
9
are expected to be sufficient to cover its budgeted expenditures for mineral
property and exploration activities on its properties in Argentina, and general
and administrative expenses through the end of 2001.
On March 15, 2001, Minera Andes Inc. signed an option and joint venture
agreement with Mauricio Hochschild & Cia. Ltda. (Hochschild), Lima, Peru, for
the exploration and possible development of Minera Andes' 217,000-acre (88,000
hectares) epithermal gold-silver exploration land package in southern Argentina.
The land package, known as El Pluma/Cerro Saavedra, includes Huevos Verdes, a
high-grade gold/silver vein system target, and Minera Andes' most advanced
exploration prospect. The signing allows Hochschild to immediately begin
exploration work on El Pluma/Cerro Saavedra, and required an initial payment to
Minera Andes of US$200,000 (received on March 19, 2001, with the next payment
expected in August 2001) as part of a total annual payment of US$400,000.
Under the agreement, Hochschild can earn a 51 percent ownership in El
Pluma/Cerro Saavedra by spending a total of US$3 million in three years, and a
minimum of US$100,000 per year on exploration targets within El Pluma/Cerro
Saavedra other than Huevos Verdes, the most advanced prospect. In addition,
Hochschild will make semi-annual payments totaling US$400,000 per year until
pilot plant production is achieved.
The agreement also outlines a business plan for possible mining production based
on the positive exploration results achieved to date by Minera Andes at Huevos
Verdes.
Once Hochschild vests at 51 percent ownership, Minera Andes will have the option
of participating in the development of a pilot production plant that would
process a minimum of 50 tons per day (tpd). Minera Andes may participate on
either a pro-rata basis, or by choosing to retain a 35 percent "carried"
ownership interest. Upon the successful completion and operation of the 50 tpd
plant, Minera Andes would have the option of participating on a pro-rata basis,
or choosing a 15 percent interest in return to being "carried" to first
production of 500 tpd.
The Corporation has budgeted and plans to spend approximately $0.3 million on
its mineral property and exploration activities and general and administrative
expenses for the balance of the year ending December 31, 2001, with most
properties being kept on care and maintenance. Because the Corporation's
existing funds will only be sufficient to finance these activities through the
end of 2001, the Corporation will need to raise additional funding during the
next six months in order to continue its operations over the longer term. If
additional funds are raised during 2001, through the exercise of warrants or
options, through a further equity financing, by the sale of property interests
or by joint venture financing, additional exploration could be planned and
carried out on the Corporation's properties. If the Corporation were to develop
a property or a group of properties beyond the exploration stage, substantial
additional financing would be necessary. Such financing would likely be in the
form of equity, debt, or a combination of equity and debt. The Corporation is
working on various plans to obtain such financing but there is no assurance that
such financing will be available to the Corporation on favorable terms.
Results of Operations
---------------------
Second quarter 2001 compared with second quarter 2000
The Corporation had a net loss of $104,000 ($0.01 per share) for the second
quarter of 2001, compared with a net loss of $174,000 ($0.01 per shares) for the
second quarter of 2000, as the Corporation continued to cut costs wherever
possible. Total mineral property and deferred exploration costs were $40,000
during the second quarter of 2001, compared with $207,000 spent in the second
quarter of 2000. The Corporation is
10
maintaining its staff in Argentina at minimum levels, while during the second
quarter, Hochschild commenced exploration expenditures on the El Pluma/Cerro
Saavedra property, in accordance with the joint venture agreement.
Six months ended June 30, 2001 compared with the six months ended June 30, 2000
The Corporation had a net loss of $218,000 for the six months ended June 30,
2001, compared with a net loss of $364,000 for the comparable period in 2000.
Total mineral property and deferred exploration costs for the six months were
$129,000 (before mineral property option proceeds) in 2001 and $579,000 in the
comparable period of 2000. Expenditures in both years were focused on the El
Pluma/Cerro Saavedra property. Deferred expenditures related to mineral
properties and exploration were $3,738,000 at June 30, 2001, compared with
$4,202,000 at June 30, 2000.
Liquidity and Capital Resources
-------------------------------
Due to the nature of the mining industry, the acquisition, exploration and
development of mineral properties requires significant expenditures prior to the
commencement of production. To date, the Corporation has financed its activities
through the sale of equity securities and joint venture arrangements. The
Corporation expects to use similar financing techniques in the future. However,
there can be no assurance that the Corporation will be successful with such
financings. See "Plan of Operations".
At June 30, 2001, the Corporation had cash and cash equivalents of $42,000,
compared to $494,000 at June 30, 2000. Working capital at June 30, 2001 was
negative by $(34,000). The Corporation's operating activities showed some
savings and used $238,000 for the first six months of 2001, compared with
$383,000 in 2000. Investing activities provided $171,000 in the 2001 period
compared with $570,000 used in 2000.
The receipt of $250,000 in mineral property option proceeds in the first six
months of 2001 provided this contribution. The focus in both periods in 2001 and
2000 was on the El Pluma/Cerro Saavedra property, although the Corporation's
expenditures are reduced this year as a result of the Hochschild joint venture
on the property. Cash and cash equivalents decreased by $60,000 in the first six
months of 2001, compared to an increase of $10,000 in the same period in 2000.
The recoverability of amounts shown as mineral properties and deferred
exploration costs is dependent upon the existence of economically recoverable
reserves, the ability of the Corporation to obtain necessary financing to
complete their development, and future profitable production or disposition
thereof. The accompanying consolidated financial statements have been prepared
using accounting principles generally accepted in Canada applicable to a going
concern. The use of such principles may not be appropriate because, as of June
30, 2001, there was significant doubt that the Corporation would be able to
continue as a going concern.
For the six months ended June 30, 2001, the Corporation had a loss of
approximately $218,000 and an accumulated deficit of approximately $14,472,000.
In addition, due to the nature of the mining business, the acquisition,
exploration and development of mineral properties requires significant
expenditures prior to the commencement of production. To date, the Corporation
has financed its activities through the sale of equity securities and joint
venture arrangements. The Corporation expects to use similar financing
techniques in the future and is actively pursuing such additional sources of
financing.
Although there is no assurance that the Corporation will be successful in these
actions, management believes that they will be able to secure the necessary
financing to enable it to continue as a going concern. Accordingly, these
financial statements do not reflect adjustments to the carrying value of assets
and liabilities, the reported revenues and expenses and balance sheet
classifications used that would be necessary if the going concern assumption
were not appropriate. Such adjustments could be material.
11
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
a. The Corporation held its annual general and special meeting
of shareholders in Calgary, Alberta on June 8, 2001.
b. The following directors were elected at the meeting:
Allen V. Ambrose, John Johnson Crabb, A.D. Drummond,
Armand Hansen, Bonnie L. Kuhn and Allan J. Marter.
c. The following matters were voted on at the meeting:
-------------------------------------------------------------------------------------------------------------
Abstentions/
Broker
Matters For Against Withheld Non-Votes
---------------------------------------------------- --------------------------------------------------------
Ordinary resolution setting the number of 14,829,832 72,050 5,100
directors at six (6):
---------------------------------------------------- --------------------------------------------------------
Election of directors for the ensuing year to be
Allen V. Ambrose, Armand Hansen, Bonnie L. Kuhn,
John Johnson Crabb, A.D. Drummond, and Allan J. 14,835,582 71,400
Marter
---------------------------------------------------- --------------------------------------------------------
Appointment of PricewaterhouseCoopers LLP as
auditor for the ensuing year at a remuneration to
be fixed by the directors: 14,842,582 24,900 39,500
---------------------------------------------------- --------------------------------------------------------
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits: None
b. Reports on Form 8-K: None
12
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.
MINERA ANDES INC.
Date: August 13, 2001 By: /s/ Allen V. Ambrose
-------------------------------- -----------------
Allen V. Ambrose
President
Date: August 13, 2001 By: /s/ Bonnie L. Kuhn
-------------------------------- ----------------
Bonnie L. Kuhn
Chief Financial Officer and Secretary
13