Atlas Minerals Announces Proposed Spin-Off.Business Editors DENVER--(BUSINESS WIRE)--Aug. 14, 2003 Atlas Minerals Inc. ("Atlas Minerals" or the "Company") and Atlas Precious Metals Precious Metals Valuable metals such as gold, iridium, palladium, platinum, and silver. Notes: Investing in precious metals can be done either by purchasing the physical asset, or by purchasing futures contracts for the particular metal. Inc. ("APMI APMI Asia Pacific Management Institute APMI American Powder Metallurgy Institute APMI Application Programs Multiple Interface ") announced today a plan for Atlas Minerals to spin-off The situation that arises when a parent corporation organizes a subsidiary corporation, to which it transfers a portion of its assets in exchange for all of the subsidiary's capital stock, which is subsequently transferred to the parent corporation's shareholders. to its shareholders its approximately 28.2% interest in APMI. The spin-off will be in the form of a dividend with a record date of September 5, 2003 ("Record Date"), with the distribution expected to occur on November 1, 2003 ("Distribution Date"). Under the spin-off, the Company will distribute to its shareholders as a dividend all of the shares of APMI common stock held by the Company. Based on the Company's outstanding shares at July 31, 2003, each share of Atlas Minerals stock would receive one APMI share. The above notwithstanding, the actual distribution ratio could be lower as it will be determined based upon the number of shares outstanding as of the record date for the dividend. An Information Statement and Form 10SB Registration Statement will be prepared for filing with and review by the Securities & Exchange Commission. The Information Statement will be distributed to holders of Atlas Minerals common stock as of the Record Date and will be provided on or before the Distribution Date. APMI intends to apply for listing of its common stock on one of the U.S. and/or Canadian stock exchanges. There can, however, be no assurance that APMI will be able to obtain such a listing of its common stock, or if a listing is obtained, that an active trading market for APMI's common stock will develop. About APMI Earlier this month the Company and APMI announced the completion of the acquisition of 100% of the outstanding shares of Western Gold Resources, Inc. ("Western Gold"), a private Florida company, and the corresponding merger of Western Gold with and into APMI (the "Merger"), with APMI remaining as the surviving corporation. As result of this merger, APMI's assets consist of the Estrades polymetallic property located in Quebec; the 3,000 ton per day carbon-in-leach gold processing facility and related infrastructure at the Gold Bar Mine located near Eureka, Nevada Eureka is a city located in Eureka County, Nevada, in the United States. As of the 1990 census, the city had a total population of 650. Eureka is the only city in Eureka County and is the county seat. ; a 39-unit trailer park in Eureka, Nevada; and certain power credits from the electric cooperative that previously supplied power to the Gold Bar mine. APMI also owns a 100% interest in Metales Preciosos Atlas SA de CV, its Mexican operating subsidiary An operating subsidiary is a business term frequently used within the United States railroad industry. In the case of a railroad, it refers to a company that is a subsidiary but operates with its own identity and rolling stock. . Mr. Roy Shipes, President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of APMI, reported, "Atlas Minerals' President, Gary Davis, and I have worked hard to assemble what we believe to be a meaningful suite of precious and base metal assets. It is our intention through APMI to become a large regional player in Canada, Mexico and Bolivia, countries in which we have continued to maintain good relationships in the mining industry and which have excellent mining laws. Several of our ideas concerning development of properties in these countries, particularly in Mexico and Bolivia, are just now coming to fruition fru·i·tion n. 1. Realization of something desired or worked for; accomplishment: labor finally coming to fruition. 2. Enjoyment derived from use or possession. 3. , and we anticipate being in position to announce more concerning our activities there in the very near term." About Atlas Minerals As the result of the spin-off, Atlas Minerals will concentrate its future development efforts on the acquisition and production of industrial minerals. In June 2002, the Company announced the acquisition of the White Cliffs White Cliffs is the name of several localities:
`ərīt) or fluorspar (fl property located approximately 50 miles south of Douglas, Arizona Douglas is a city in Cochise County, Arizona, USA. Douglas has a border crossing with Mexico and a history of mining.The population was 14,312 at the 2000 census. According to 2005 Census Bureau estimates, the population of the city is 16,791. , near Esqueda, Sonora, Mexico. Management has identified several additional opportunities and is in active negotiations on two of these. In an interview, Gary E. Davis, the President of Atlas Minerals, said, "When the new management team took over in late 2001, the Company had certain assets that were primarily associated with precious metals, but it was quickly evident the Company had no clear focus. By taking these actions of restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics). the Company, we think that we can now simultaneously move forward on two fronts, industrial minerals and metals, without confusing con·fuse v. con·fused, con·fus·ing, con·fus·es v.tr. 1. a. To cause to be unable to think with clarity or act with intelligence or understanding; throw off. b. the investor. Roy and I sincerely believe that we can advance both companies to become significant market entities." On behalf of Atlas Minerals Inc. Gary E. Davis, President and Chief Financial Officer The statements contained in this release that are not historical facts are forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. under the federal securities law. These forward-looking statements are no guarantee of future performance, and involve certain risks, uncertainties and presumptions that are difficult to predict, including, without limitation, the speculative nature of mineral exploration, commodity prices, and production and reserve estimates; environmental and governmental regulations; competitive pressures; general economic conditions and other factors, some of which will be outside of the control of the Company. Actual outcomes and results may differ materially from what is expressed or implied by such forward-looking statements. The Company takes no obligation to update publicly any forward-looking statements, whether as the result of new information, future events or otherwise. This release is not an offer of securities for sale in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. ; securities may not be offered or sold in the United States without registration or an exemption from registration. 6.0 million shares outstanding |
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