SEC Comment Letter for UNITED STATES ANTIMONY CORP (UAMY) (CIK 0000101538) (UAMY) — Sep 28, 2010
UNITED STATES ANTIMONY CORP (UAMY) (CIK 0000101538)
Date: Sept. 28, 2010 · CIK: 0000101538 · Accession: 0000000000-10-056803
AI Filing Summary & Sentiment
File numbers found in text: 001-08675
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September 27, 2010
John C. Lawrence President, Director and Principal Executive Officer United States Antimony Corporation P.O. Box 643
Thompson Falls, MT 59873
Re: United States Antimony Corporation Form 10-K
Filed March 30, 2010 Forms 10-Q for Fiscal Quarter Ended June 30, 2010 Filed August 13, 2010 File No. 001-08675
Dear Mr. Lawrence:
We have reviewed your filing and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response. If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.
After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2009
Description of Business, page 3
Antimony Division, page 3
1. You state, “During 2009 and 2008, approximately 40% and 65%, respectively, of our
antimony sales were made to one customer.” We further note that, in Note 2 – Concentrations of Credit Risk , to your financial statemen ts, on page F-7, you state,
“During 2009 and 2008, 21% and 31%, resp ectively, of the Company's revenues
generated from zeolite product sales were to tw o customers. The loss of the Company's
"key" customers could adversely affect its busine ss.” In view of these disclosures, please
tell us what consideration you gave to the di sclosure requirements of Item 101(C)(1)(vii)
Mr. John C. Lawrence United States Antimony Corporation
September 27, 2010 Page 2
of Regulation S-K, or tell us why you concluded such disclosure does not apply to your circumstances.
Management’s Discussion and Analysis or Plan of Operation, page 10
2. Please tell us what consideration you gave to the disclosures pertaining to any “off-
balance sheet arrangements.” Refer to Item 303(a)(4) for additional guidance.
3. Please tell us what consideration you gave to the disclosures pertai ning to your “critical
accounting estimates.” Refer to FRR 501.14 for additional guidance.
Financial Statements
Notes to Financial Statements, page F-7
Note 7 – Investment in AM, page F-13
4. You state, “During both 2009 and 2008, $86,956 was paid and capitalized as mineral rights in accordance with the Company’s acc ounting policies.” However, we note the
total amount of mineral rights capitalized of $193,549, presented in Note 6 to your
financial statements, was unchanged from 2008 to 2009 (and was also the same as of
December 31, 2007). Please clarify this apparent inconsistency between these
disclosures.
Form 10-Q for the Fiscal Quarter Ended June 30, 2010
Statements of Cash Flows, page 3
5. You indicate depreciation, for the six m onths ended June 30, 2010, amounted to
$161,268. However, this amount does not mathematically correspond with the combined Antimony and Zeolite Division depreciation amounts you present on your Statements of Operations, which sum to $105,208. Accordingly, please provide us with a reconciliation
of these amounts, and ensure that futu re filings are clarified, if necessary.
Engineering Comments
General
6. Please correct your commission file number on the cover of your periodic and current
filings to read 001-08675 .
7. We note that your website references non-prove n or probable reserve information. If you
continue to make references on your web site or press releases to reserve measures other
Mr. John C. Lawrence United States Antimony Corporation
September 27, 2010 Page 3
than those recognized by the SEC, please accompany such disclosure with cautionary
language comparable to the following:
Cautionary Note to U.S. Investors -The United States Securities and Exchange
Commission permits U.S. mining companies, in their filings with the SEC, to
disclose only those mineral deposits that a company can economically and legally extract or produce. We use certain terms on this web site, such as “reserves,” “resources,” “geologic resources,” “proven,” “probable,” “measured,” “indicated,” or “inferred,” which may not be consistent with the reserve
definitions established by the SEC. U.S. Investors are urged to consider closely the disclosure in our Form 10-K which may be secured from us, or from the Edgar
website at http://www.sec.gov/edgar.shtml
.
Please indicate the loca tion of a similar discla imer in your response.
Description of Properties, page 9
8. Please insert a small-scale map showing th e location and access to each property, as
required by Instruction 3(b) to Item 102 of Regulation S-K. We believe the guidance in
3(b) of Rule 102 of Regulation S-K would generally require maps and drawings to
comply with the following features:
• A legend or explanation showing, by means of pattern or symbol, every pattern or
symbol used on the map or drawing.
• A graphical bar scale should be included. Additional representations of scale
such as "one inch equals one mile" may be utilized provided the original scale of
the map has not been altered.
• A north arrow.
• An index map showing where the property is situated in relationship to the state
or province, etc., in which it was located.
• A title of the map or drawing, and the date on which it was drawn.
• In the event interpretive data is subm itted in conjunction with any map, the
identity of the geologist or engi neer that prepared such data.
Any drawing should be simple enough or of suff iciently large scale to clearly show all
features on the drawing.
Mr. John C. Lawrence United States Antimony Corporation
September 27, 2010 Page 4
9. Please disclose the following information for each of your properties:
• The nature of the company’s owners hip or interest in the property.
• A description of all interests in the properties, including the terms of all
underlying agreements.
• An indication of whether the mining claims are State or Federal claims.
• Certain identifying information, such as th e property names, claim numbers, grant
numbers, and dates of recording and expira tion; sufficient to enable the claims to
be distinguished from other claims that may exist in the area.
• The conditions that must be met to retain your claims or leases, including quantification and timing of all necessary payments.
• The area of the claims, either in hectares or acres.
Please ensure that you fully discuss the mate rial terms of the land or mineral rights
securing agreements, as required under paragraph (b)(2) of Industry Guide 7.
10. Please disclose the information required under paragraph (b) of Industry Guide 7 for all
material properties listed under this headi ng. For any properties identified which are not
material, include a statement to that effect, clarifying your intentions. For each material
property, include the following information:
• The location and means of access to the property, including the mode of
transportation utilized to and from the property.
• Any conditions that must be met in order to obtain or retain title to the property.
• A brief description of the rock forma tions and mineralization of existing or
potential economic signif icance on the property.
• A description of any work completed on the property and its present condition.
• The details as to modernization and physical condition of the plant and
equipment, including subsurface improvements and equipment.
• A description of equipment, infr astructure, and other facilities.
• The current state of expl oration of the property.
• The total costs incurred to date and all planned future costs.
Mr. John C. Lawrence United States Antimony Corporation September 27, 2010 Page 5
• The source of power and water that can be utilized at the property.
• If applicable, provide a clear statem ent that the property is without known
reserves and the proposed program is exploratory in nature.
You may refer to Industry Guide 7, paragraphs (b) (1) through (5), for specific guidance
pertaining to the foregoin g, available on our website at the following address:
http://www.sec.gov/divisions/corpf in/forms/industry.htm#secguide7
.
We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e. Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
In responding to our comments, please provi de a written statement from the company
acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclo sure in the filing;
• staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and
• the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of the United States.
You may contact Donald F. Delaney, at ( 202) 551-3863, or Shannon F. Buskirk, at (202)
551-3717, if you have questions regarding comment s on the financial statements and related
matters. You may contact John Coleman, Mining Engineer, at (202) 551 -3610, with questions
about engineering comments. Please contact me , at (202) 551-3489, with any other questions.
Sincerely,
W. Bradshaw Skinner
Senior Assistant Chief Accountant