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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, 2007
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the transition period ________________ to
________________
Commission file number 33-00215
UNITED STATES ANTIMONY CORPORATION
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(Name of small business issuer in its charter)
MONTANA 81-0305822
------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P.O. BOX 643, THOMPSON FALLS, MONTANA 59873
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (406) 827-3523
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 [_]
Indicate by check mark whether the registrant is a shell company as defined by
Rule 12b-2 of the Exchange Act. YES [_] No [X]
Transitional Small Business Disclosure Format YES [_] No [X]
At August 15, 2007 the registrant had outstanding 41,822,024 shares of par value
$0.01 common stock.
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UNITED STATES ANTIMONY CORPORATION
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD
ENDED JUNE 30, 2007
TABLE OF CONTENTS
Page
----
PART I - FINANCIAL INFORMATION
Item 1: Financial Statements................................................1-7
Item 2: Management's Discussion and Analysis of Financial
Condition and Results of Operations................................7-11
Item 3: Controls and Procedures..............................................12
PART II - OTHER INFORMATION
Item 1: Legal Proceedings....................................................13
Item 2: Unregistered Sales of Equity Securities and Use of Proceeds..........13
Item 3: Defaults upon Senior Securities......................................13
Item 4: Submission of Matters to a Vote of Security Holders..................13
Item 5: Other Information....................................................13
Item 6: Exhibits and Reports on Form 8-K.....................................13
SIGNATURE.....................................................................14
CERTIFICATIONS.............................................................15-16
[The balance of this page has been intentionally left blank.]
PART I-FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
JUNE 30, 2007
-------------
ASSETS
Current assets:
Cash $ 4,155
Accounts receivable, less allowance
for doubtful accounts of $30,000 312,132
Inventories 200,047
-------------
Total current assets 516,334
Properties, plants and equipment, net 2,603,118
Restricted cash for reclamation bonds 72,224
-------------
Total assets $ 3,191,676
=============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Checks issued and payable $ 78,975
Accounts payable 777,576
Accrued payroll and payroll taxes 135,648
Other accrued liabilities 77,834
Deferred revenue 184,072
Accrued interest payable 58,326
Payable to related parties 241,474
Convertible note payable 100,000
Long-term debt, current 115,451
-------------
Total current liabilities 1,769,356
Deferred revenue, noncurrent 400,000
Long-term debt, noncurrent 117,748
Accrued reclamation and remediation costs, noncurrent 107,500
-------------
Total liabilities 2,394,604
-------------
Commitments and contingencies (Note 3)
Stockholders' equity
Preferred stock $0.01 par value, 10,000,000 shares authorized:
Series A: no shares issued and outstanding --
Series B: 750,000 shares issued and outstanding
(liquidation preference $847,500 at December 31, 2006) 7,500
Series C: 177,904 shares issued and outstanding
(liquidation preference $97,847 at December 31, 2006) 1,779
Series D: 1,757,672 shares issued and outstanding
(liquidation preference $4,525,357 at December 31, 2006) 17,576
Common stock, $0.01 par vaue, 50,000,000 shares authorized;
41,418,024 shares issued and outstanding 414,180
Additional paid-in capital 20,857,889
Accumulated deficit (20,501,852)
-------------
Total stockholders' equity 797,072
-------------
Total liabilities and stockholders' equity $ 3,191,676
=============
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
1
UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
FOR THE THREE MONTHS ENDED FOR THE SIX MONTHS ENDED
------------------------------ ------------------------------
JUNE 30, 2007 JUNE 30, 2006 JUNE 30, 2007 JUNE 30, 2006
------------- ------------- ------------- -------------
ANTIMONY DIVISION
Revenues $ 1,098,610 $ 866,118 $ 2,192,667 $ 1,627,857
------------- ------------- ------------- -------------
Cost of sales:
Production costs 836,196 615,132 1,594,162 1,159,706
Depreciation 5,126 9,434 10,251 15,514
Freight and delivery 49,988 53,860 114,007 105,008
General and administrative 4,193 7,360 7,986 17,000
Direct sales expense 11,797 19,610 21,667 35,631
------------- ------------- ------------- -------------
Total cost of sales 907,300 705,396 1,748,073 1,332,859
------------- ------------- ------------- -------------
Gross profit - antimony 191,310 160,722 444,594 294,998
------------- ------------- ------------- -------------
ZEOLITE DIVISION
Revenues 268,968 286,345 524,676 496,365
------------- ------------- ------------- -------------
Cost of sales: --
Production costs 278,996 241,739 577,368 508,547
Depreciation 30,814 28,549 60,084 55,807
Freight and delivery 22,907 10,637 38,889 21,532
General and administrative 76,616 22,778 101,909 44,291
Royalties 31,472 38,299 61,608 65,383
Direct sales expense 13,802 23,235 24,267 36,405
------------- ------------- ------------- -------------
Total cost of sales 454,607 365,237 864,125 731,965
------------- ------------- ------------- -------------
Gross profit (loss) - zeolite (185,639) (78,892) (339,449) (235,600)
------------- ------------- ------------- -------------
Total revenues - combined 1,367,578 1,152,463 2,717,343 2,124,222
Total cost of sales - combined 1,361,907 1,070,633 2,612,198 2,064,824
------------- ------------- ------------- -------------
Gross profit - combined 5,671 81,830 105,145 59,398
------------- ------------- ------------- -------------
Other operating (income) expenses:
Corporate general and administrative 83,736 60,474 180,003 163,458
Exploration expense 36,667 76,326 116,296 209,976
Gain on sale of properties, plants and equipment (38,493) -- (97,541) --
------------- ------------- ------------- -------------
Other operating (income) expenses 81,910 136,800 198,758 373,434
------------- ------------- ------------- -------------
Income (loss) from operations (76,239) (54,970) (93,613) (314,036)
------------- ------------- ------------- -------------
Other expenses:
Interest expense, net 15,484 27,415 20,687 50,482
Factoring expense 22,364 23,755 44,575 42,751
------------- ------------- ------------- -------------
Other expenses 37,848 51,170 65,262 93,233
------------- ------------- ------------- -------------
Net loss $ (114,087) $ (106,140) $ (158,875) $ (407,269)
============= ============= ============= =============
Net loss per share of common stock - basic and diluted Nil Nil Nil $ (0.01)
============= ============= ============= =============
Basic and diluted weighted average shares outstanding 40,904,091 35,293,850 40,640,099 34,951,825
============= ============= ============= =============
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
2
UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE SIX MONTHS ENDED
------------------------------
JUNE 30, 2007 JUNE 30, 2006
------------- -------------
Cash Flows From Operating Activities:
Net loss $ (158,875) $ (407,269)
Adjustments to reconcile net loss to net cash
used by operating activities:
Depreciation expense 70,335 75,070
Deferred financing costs as interest expense 3,750 --
Gain on sale of properties, plants and equipment (97,541) --
Change in:
Accounts receivable (218,536) (119,748)
Inventories 85,765 43,117
Restricted cash for reclamation bonds 10,872 --
Accounts payable 70,379 35,726
Accrued payroll and payroll taxes 67,379 (29,177)
Other accrued liabilities (2,467) (6,088)
Deferred revenue (28,932) (34,290)
Accrued interest payable (865) 14,890
Payable to related parties 17,025 (14,852)
------------- -------------
Net cash provided by (used by) operating activities (181,711) (442,621)
------------- -------------
Cash Flows From Investing Activities:
Purchase of properties, plants and equipment (556,146) (289,429)
Proceeds from sale of properties, plants and equipment 97,541 --
------------- -------------
Net cash used by investing activities (458,605) (289,429)
------------- -------------
Cash Flows From Financing Activities:
Proceeds from sale of common stock and warrants, net of commissions 475,128 637,800
Proceeds from long-term debt 47,713 --
Principal payments of long-term debt (123,421) (73,632)
Change in checks issued and payable 26,686 22,428
------------- -------------
Net cash provided by financing activities 426,106 586,596
------------- -------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (214,210) (145,454)
Cash and cash equivalents at beginning of period 218,365 287,841
------------- -------------
Cash and cash equivalents at end of period $ 4,155 $ 142,387
============= =============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Property, plants & equipment acquired with accounts payable $ 51,966 $ 95,000
============= =============
Common stock issued in exchange for equipment $ -- $ 43,500
============= =============
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
3
PART I - FINANCIAL INFORMATION, CONTINUED:
UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. BASIS OF PRESENTATION:
The unaudited consolidated financial statements have been prepared by the
Company in accordance with accounting principles generally accepted in the
United States of America for interim financial information, as well as the
instructions to Form 10-QSB. Accordingly, they do not include all of the
information and footnotes required by accounting principles generally accepted
in the United States of America for complete financial statements. In the
opinion of the Company's management, all adjustments (consisting of only normal
recurring accruals) considered necessary for a fair presentation of the interim
financial statements have been included. Operating results for the six month
period ended June 30, 2007 are not necessarily indicative of the results that
may be expected for the full year ending December 31, 2007. Certain consolidated
financial statement amounts for the six month period ended June 30, 2006 have
been reclassified to conform to the 2007 presentation. These reclassifications
had no effect on the net loss or accumulated deficit as previously reported.
For further information refer to the financial statements and footnotes thereto
in the Company's Annual Report on Form 10-KSB/A for the year ended December 31,
2006.
The financial statements have been prepared on a going concern basis, which
assumes realization of assets and liquidation of liabilities in the normal
course of business. At June 30, 2007, the Company had negative working capital
of approximately $1,250,000, an accumulated deficit of approximately $20.5
million, and total stockholders' equity of approximately $797,000. These
factors, among others, indicate that there is substantial doubt that the Company
will be able to meet its obligations and continue in existence as a going
concern. The financial statements do not include any adjustments that may be
necessary should the Company be unable to continue as a going concern.
2. LOSS PER COMMON SHARE:
The Company accounts for its loss per common share according to the Statement of
Financial Accounting Standards No. 128 "Earnings Per Share" ("SFAS No. 128").
Under the provisions of SFAS No. 128, primary and fully diluted earnings per
share are replaced with basic and diluted earnings per share. Basic earnings per
share is arrived at by dividing net loss available to common stockholders by the
weighted average number of common shares outstanding, and does not include the
impact of any potentially dilutive common stock equivalents. Common stock
equivalents, including warrants to purchase the Company's common stock
(approximately 7,714,394 at June 30, 2007) and common stock issuable upon the
conversion of a convertible note payable (approximately 500,000 at June 30,
2007) are excluded from the calculations when their effect is antidilutive.
3. COMMITMENTS AND CONTINGENCIES:
The Company's management believes that USAC is currently in substantial
compliance with environmental regulatory requirements and that its accrued
environmental reclamation and remediation costs are representative of
management's estimate of costs required to fulfill its reclamation and
remediation obligations. Such costs are accrued at the time the expenditure
becomes probable and the costs can reasonably be estimated. The Company
recognizes, however, that in some cases future environmental expenditures cannot
be reliably determined due to the uncertainty of specific remediation methods,
conflicts between regulating agencies relating to remediation methods and
environmental law interpretations, and changes in environmental laws and
regulations. Any changes to the Company's reclamation plans as a result of these
factors could have an adverse affect on the Company's operations. The range of
possible losses in excess of the amounts accrued cannot be reasonably estimated
at this time.
In March of 2007, the Company sustained an industrial accident at the BRZ mine.
Based upon preliminary discussions with federal safety regulators, the Company
has recorded an estimated penalty of $39,635 as of June 30, 2007; the actual
amount could differ from this estimate.
4
PART I - FINANCIAL INFORMATION, CONTINUED:
UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), CONTINUED:
4. BUSINESS SEGMENTS
The Company has two operating segments, antimony and zeolite. Management reviews
and evaluates the operating segments exclusive of interest and factoring
expenses. Therefore, interest expense is not allocated to the segments. Selected
information with respect to segments are as follows:
FOR THE SIX
MONTHS ENDED
AND AS OF
JUNE, 2007
--------------
Capital expenditures:
Antimony
United States $ 103,982
Mexico 2,000
--------------
Subtotal Antimony 105,982
Zeolite 502,130
--------------
$ 608,112
==============
Properties, plants and equipment, net:
Antimony
United States $ 231,445
Mexico 749,740
--------------
Subtotal Antimony 981,185
Zeolite 1,621,933
--------------
$ 2,603,118
==============
Inventory:
Antimony
United States $ 189,681
Mexico --
--------------
Subtotal Antimony 189,681
Zeolite 10,366
--------------
$ 200,047
==============
Total Assets:
Antimony
United States $ 733,135
Mexico 749,740
--------------
Subtotal Antimony 1,482,875
Zeolite 1,704,646
Corporate 4,155
--------------
$ 3,191,676
==============
5
PART I - FINANCIAL INFORMATION, CONTINUED:
UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), CONTINUED:
5. ADOPTION OF NEW ACCOUNTING PRINCIPLES
On January 1, 2007, the Company adopted Statement of Financial Accounting
Standards (SFAS) No. 155 "Accounting for Certain Hybrid Financial Instruments,"
which amends SFAS No. 133 "Accounting for Derivative Instruments and Hedging
Activities" and SFAS No. 140 "Accounting for Transfers and Servicing of
Financial Assets and Extinguishments of Liabilities." SFAS No. 155 resolves
issues addressed in Statement 133 Implementation Issue No. D1 "Application of
Statement 133 to Beneficial Interests in Securitized Financial Assets," and:
o Permits fair value remeasurement for any hybrid financial instrument
that contains an embedded derivative that otherwise would require
bifurcation;
o Clarifies which interest-only strips are not subject to the requirements
of SFAS No. 133;
o Establishes a requirement to evaluate interests in securitized financial
assets to identify interests that are freestanding derivatives or that
are hybrid financial instruments that contain an embedded derivative
requiring bifurcation;
o Clarifies that concentrations of credit risk in the form of
subordination are not embedded derivatives; and
o Amends SFAS No. 140 to eliminate the prohibition on a qualifying
special-purpose entity from holding a derivative financial instrument
that pertains to a beneficial interest other than another derivative
financial instrument.
The Company adopted SFAS No. 155 using the modified prospective transition
method, which requires the application of the accounting standard as of January
1, 2007. There was no impact on the financial statements as of and for the six
months ended June 30, 2007 as a result of the adoption of SFAS No 155. In
accordance with the modified prospective transition method, the financial
statements for prior periods have not been restated to reflect, and do not
include, the impact of SFAS No. 155.
On January 1, 2007, the Company adopted Financial Accounting Standards Board
Interpretation No. 48 ("FIN No. 48") "Accounting for Uncertainty in Income
Taxes," FIN No. 48 clarifies the accounting for uncertainly in income taxes
recognized in accordance with SFAS No. 109 "Accounting for Income Taxes,"
prescribing a recognition threshold and measurement attribute for the
recognition and measurement of a tax position taken or expected to be taken in a
tax return. In the course of our assessment, we have determined that we are
subject to examination of our income tax filings in the United States and state
jurisdictions for the 2004 through 2006 tax years. In the event that the Company
is assessed penalties and or interest; penalties will be charged to other
operating expense and interest will be charged to interest expense.
The Company adopted FIN No. 48 using the modified prospective transition method,
which requires the application of the accounting standard as of January 1, 2007.
There was no impact on the financial statements as of and for the six months
ended June 30, 2007 as a result of the adoption of FIN No. 48. In accordance
with the modified prospective transition method, the financial statements for
prior periods have not been restated to reflect, and do not include, the impact
of FIN No. 48.
6
PART I - FINANCIAL INFORMATION, CONTINUED:
UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), CONTINUED:
6. NEW ACCOUNTING PRONOUNCEMENTS
In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Financial Liabilities" (SFAS 159), which will permit
entities to choose to measure many financial assets and financial liabilities at
fair value. Unrealized gains on items for which the fair value option has been
elected are to be reported in earnings. SFAS 159 will become effective in our
2008 financial statements. We have not yet determined the effect that adoption
of SFAS 159 may have on our results of operations or financial position.
In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements,"
(SFAS 157), which will become effective in our 2008 financial statements. SFAS
157 establishes a framework for measuring fair value and expands disclosure
about fair value measurements, but does not require any new fair value
measurements. We have not yet determined the effect that adoption of SFAS 157
may have on our results of operations or financial position.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
GENERAL
This report contains both historical and prospective statements concerning the
Company and its operations. Prospective statements (known as "forward-looking
statements") may or may not prove true with the passage of time because of
future risks and uncertainties. The Company cannot predict what factors might
cause actual results to differ materially from those indicated by prospective
statements.
RESULTS OF OPERATIONS
FOR THE THREE MONTH PERIOD ENDED JUNE 30, 2007 COMPARED TO THE THREE MONTH
PERIOD ENDED JUNE 30, 2006.
The Company's operations resulted in a net loss of $114,087 for the three-month
period ended June 30, 2007, compared with a net loss of $106,140 for the same
period ended June 30, 2006. The decrease in the loss for the second quarter of
2007 compared to the similar period of 2006 is primarily due to an increase in
sales of antimony, a decrease in expenses related to the exploration of the
Mexican Project and the gain on sales of mining claims.
ANTIMONY DIVISION:
Total revenues from antimony product sales for the second quarter of 2007 were
$1,098,610 compared with $866,118 for the comparable quarter of 2006, an
increase of $232,492. During the three-month period ended June 30, 2007, 51% of
the Company's revenues from antimony product sales was from sales to one
customer. Sales of antimony products during the second quarter of 2007 consisted
of 441,080 pounds at an average sale price of $2.49 per pound. During the second
quarter of 2006 sales of antimony products consisted of 390,230 pounds at an
average sale price of $2.21 per pound.
7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION, CONTINUED
The cost of antimony production was $836,196, or $1.90 per pound sold during the
second quarter of 2007 compared to $615,132 or $1.57 per pound sold during the
second quarter of 2006. The increase in price per pound was due to increased
costs of raw materials.
Antimony depreciation for the second quarter of 2007 was $5,126 which was
comparable to $9,434 for the second quarter of 2006.
Antimony freight and delivery expense for the second quarter of 2007 was $49,988
compared to $53,860 during the second quarter of 2006. The decrease was due to
the decrease of freight costs.
General and administrative expenses in the antimony division were $4,193 during
the second quarter of 2007 compared to $7,360 during the same quarter in 2006.
The decrease is due to a decrease in finance charges on purchases.
Antimony sales expenses were $11,797 for the second quarter of 2007 compared to
$19,610 for the same quarter in 2006. The decrease is due to fewer commissions
paid to sales personnel.
ZEOLITE DIVISION:
Sales of zeolite products during the second quarter of 2007 were $268,968 at an
average sales price of $126.34 per ton, compared with the same quarter sales in
2006 of $286,345 at an average sales price of $110.68 per ton. The decrease in
sales for the second quarter of 2007 compared to the same quarter of 2006 was
due to a decrease of approximately 458 tons sold during the second quarter of
2007.
The cost of zeolite production was $278,996 for the second quarter of 2007
compared to $241,739 during the second quarter of 2006. The increase was
principally due to the increased prices for fuel, labor, and materials.
Zeolite depreciation for the second quarter of 2007 was $30,814 compared to
$28,549 for the second quarter of 2006. The increase in depreciation is due to
the continued purchase of capital assets associated with zeolite production.
Zeolite freight and delivery for the second quarter of 2007 was $22,907 compared
to $10,637 for the second quarter of 2006. The increase is due to higher fuel
prices.
During the second quarter of 2007, the Company incurred costs totaling $76,616
associated with general and administrative expenses at Bear River Zeolite
Company, compared to $22,778 of such expenses in the comparable quarter of 2006.
The increase was due to increases in fines and travel expenses.
Zeolite sales expenses were $13,802 during the second quarter of 2007 compared
to $23,235 during the second quarter of 2006. The decrease is related to fewer
commissions paid to sales personnel.
ADMINISTRATIVE OPERATIONS
Interest expense of $15,484 was incurred during the second quarter of 2007
compared to $27,415 during the second quarter of 2006. The decrease in interest
resulted from additional principal payments on debt with cash provided by sales
of mining claims.
Accounts receivable factoring expense was $22,364 during the second quarter of
2007 compared to $23,755 during the second quarter of 2006.
8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION, CONTINUED
General and administrative expenses for the corporation were $83,736 during the
second quarter of 2007 compared to $60,474 for the same quarter in 2006. The
increase is due to an increase in accounting expense.
Exploration expense has decreased by $39,659 from the quarter ended June 30,
2006 due to an increased focus on plant construction.
The Company sold certain mining claims during the second quarter of 2007 that
resulted in a gain on sale of property $38,493 during the second quarter of
2007. No such sales were transacted during the second quarter of 2006.
FOR THE SIX MONTH PERIOD ENDED JUNE 30, 2007 COMPARED TO THE SIX MONTH PERIOD
ENDED JUNE 30, 2006.
The Company's operations resulted in a loss of $158,875 for the six-month period
ended June 30, 2007, compared with a net loss of $407,269 for the same period
ended June 30, 2006. The decrease in the loss for the first six months of 2007
compared to the similar period of 2006 is primarily due to an increase in sales
of antimony, a decrease in expenses related to the exploration of the Mexican
Project and the gain on sales of mining claims.
ANTIMONY DIVISION:
Total revenues from antimony product sales for the first six months of 2007 were
$2,192,667 compared with $1,627,857 for the first six months of 2006, an
increase of $564,810. During the six-month period ended June 30, 2007, 46% of
the Company's revenues from antimony product sales was from sales to one
customer. Sales of antimony products during the first six months of 2007
consisted of 911,972 pounds at an average sale price of $2.40 per pound. During
the first six months of 2006 sales of antimony products consisted of 786,530
pounds at an average sale price of $2.07 per pound.
The cost of antimony production was $1,594,162, or $1.75 per pound sold during
the first six months of 2007 compared to $1,159,706 or $1.47 per pound sold
during the first six months of 2006. The increase in price per pound was due to
increased costs of raw materials.
Antimony depreciation for the first six months of 2007 was $10,251 which was
comparable to $15,514 for the first six months of 2006.
Antimony freight and delivery expense for the first six months of 2007 was
$114,007 compared to $105,008 during the first six months of 2006. The increase
was due to the increase of product shipped.
General and administrative expenses in the antimony division were $7,986 during
the first six months of 2007 compared to $17,000 during the same quarter in
2006. The decrease is due to a decrease in finance charges on purchases.
Antimony sales expenses were $21,667 for the first six months of 2007 compared
to $35,631 for the same quarter in 2006. The decrease is due to fewer
commissions paid to sales personnel.
9
ZEOLITE DIVISION:
Sales of zeolite products during the first six months of 2007 were $524,676
compared with the same period's sales in 2006 of $496,365. The increase in sales
for the first six months of 2007 compared to the first six months of 2006 was
due to an increase in tons sold during the first six months of 2007.
The cost of zeolite production was $577,368 for the first six months of 2007
compared to $508,547 during the first six months of 2006. The increase was
principally due to the increased prices for fuel, labor, and materials.
Zeolite depreciation for the first six months of 2007 was $60,084 compared to
$55,807 for the first six months of 2006. The increase in depreciation is due to
the continued purchase of capital assets associated with zeolite production.
Zeolite freight and delivery for the first six months of 2007 was $38,889
compared to $21,532 for the first six months of 2006. The increase is due to the
increase of tons shipped.
During the first six months of 2007, the Company incurred costs totaling
$101,909 associated with general and administrative expenses at Bear River
Zeolite Company, compared to $44,291 of such expenses in the comparable quarter
of 2006. The increase was due to increases in fines and travel expenses.
Zeolite sales expenses were $24,267 during the first six months of 2007 compared
to $36,405 during the first six months of 2006. The decrease is related to fewer
commissions paid to sales personnel.
ADMINISTRATIVE OPERATIONS
Interest expense of $20,687 was incurred during the first six months of 2007
compared to $50,482 during the first six months of 2006. The decrease in
interest resulted from additional principal payments on debt with cash provided
by sales of mining interests.
Accounts receivable factoring expense was $44,575 during the first six months of
2007 compared to $42,751 during the first six months of 2006. The increase was
primarily due to the increase in sales.
General and administrative expenses for the corporation were $180,003 during the
first six months of 2007 compared to $163,458 for the first six months of 2006.
The increase is due to an increase in accounting expense.
Exploration expense has decreased by $93,680 from the six months ended June 30,
2006 due to an increased focus on plant construction.
The company sold certain mining claims during the first six months of 2007 that
resulted in a gain on sale of property $97,541 during the first six months of
2007. No such sales were transacted during the first six months of 2006.
FINANCIAL CONDITION AND LIQUIDITY
At June 30, 2007, Company assets totaled $3,191,676 and stockholders' equity was
$797,072. Stockholders' equity increased $316,274 from December 31, 2006,
primarily due to sales of common stock. At June 30, 2007, the Company's total
current liabilities exceeded its total current assets by $1,253,022. Due to the
Company's operating losses and negative working capital, the Company's
independent accountants included a paragraph in the Company's 2006 financial
statements relating to a going concern uncertainty. To continue as a going
concern the Company must generate profits from its antimony and zeolite sales
and to acquire additional capital resources through the sale of its securities
or from short and
10
long-term debt financing. Without financing and profitable operations, the
Company may not be able to meet its obligations, fund operations and continue in
existence. While management is optimistic that the Company will be able to
sustain profitable operations and meet its financial obligations, there can be
no assurance of such. The Company's management is confident, however, that it
will be able to generate cash from operations and financing sources that will
enable it to meet its obligations over the next twelve months.
Cash used by operating activities during the first six months of 2007 was
$181,711, and resulted primarily from an increase in accounts receivable parties
and the non-cash affects of depreciation and amortization expenses and the gain
on sale of properties, plants and equipment.
Cash used in investing activities during the first six months of 2007 was
$458,605 and primarily related to the BRZ Raymond Mill Project.
Net cash provided by financing activities was $426,106 during the first six
months of 2007 and was primarily generated from proceeds from the sale of common
stock and exercise of warrants.
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ITEM 3. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
We maintain disclosure controls and procedures that are designed to ensure that
information required to be disclosed in our reports under the Securities
Exchange Act of 1934 is recorded, processed, summarized and reported within the
time periods specified in the SEC's rules and forms, and that such information
is accumulated and communicated to management, as appropriate, to allow timely
decisions regarding required disclosure. Our president, who serves as the chief
accounting officer, conducted an evaluation of the effectiveness of the
Company's disclosure controls and procedures (as defined in the Securities
Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) as of June 30, 2007.
Based upon this evaluation, it was determined that there were material
weaknesses affecting our internal control over financial reporting and, as a
result of those weaknesses, our disclosure controls and procedures were not
effective as of June 30, 2007. These material weaknesses are as follows:
o The Company lacks proper segregation of duties. As with any company the
size of ours, this lack of segregation of duties is due to limited
resources. The president authorizes the majority of the expenditures and
signs checks.
o The Company lacks accounting personnel with sufficient skills and
experience to ensure proper accounting for complex, non-routine
transactions.
o During its year end audit, our independent registered accountants
discovered material misstatements in our financial statements that
required audit adjustments.
MANAGEMENT'S REMEDIATION INITIATIVES
We are aware of these material weaknesses and plan to put procedures in place to
ensure that independent review of material transactions is performed. In
addition, we plan to consult with independent experts when complex transactions
are entered into.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING.
There have been no changes during the quarter ended June 30, 2007 in the
Company's internal controls over financial reporting that have materially
affected, or are reasonably likely to materially affect, internal controls over
financial reporting.
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PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
During the three month period ended June 30, 2007, the Company sold shares of
its restricted common stock and warrants as follows: 317,500 shares for $0.35
per share ($111,125) and 92,600 shares for $.053 ($49,465). In addition, the
Company issued 100,000 shares of its restricted common stock for $0.25 ($25,000)
to an exercising warrant holder. Both the common stock and the common stock
underlying the warrants are restricted as defined under Rule 144. In
management's opinion, the offer and sale of the securities were made in reliance
on exemptions from registration provided by Section 4(2) and Rule 506 of
Regulation D of the Securities Act of 1933, as amended and other applicable
Federal and state securities laws.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
The registrant has no outstanding senior securities.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
None
Reports on Form 8-K None
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SIGNATURE
Pursuant to the requirements of Section 13 or 15(b) 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.
UNITED STATES ANTIMONY CORPORATION
(Registrant)
By: /s/ John C. Lawrence Date: August 21, 2007
------------------------------------------ ---------------
John C. Lawrence, Director and President
(Principal Executive, Financial and Accounting Officer)
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