EX-99 3 aug30pressrelease.htm PRESS RELEASE Press Release

BRITISH COLUMBIA SECURITIES COMMISSION

QUARTERLY REPORT

BC Form 51-901F

ISSUER DETAILS

NAME OF ISSUER

BIRCH MOUNTAIN RESOURCES LTD.

QUARTER ENDED

2002/06/30

DATE OF REPORT
YY/MM/DD
2002/08/27

ISSUER ADDRESS

3100, 205 - Fifth Avenue S.W.

CITY        PROVINCE

CALGARY     AB

POSTAL CODE

T2P 2V7

ISSUER FAX NO.

(403) 263-9888

ISSUER
Telephone

(403) 262-1838

CONTACT NAME

DON L. DABBS
CONTACT POSITION

Vice President & CFO
CONTACT
TELEPHONE

(403) 262-1838

CONTACT EMAIL ADDRESS

dabbsd@birchmountain.com

WEB SITE ADDRESS

www: birchmountain.com

CERTIFICATE
The three schedules required to complete this Report are attached and the disclosure contained therein has been approved by the Board of Directors. A copy of this Report will be provided to any shareholder who requests it.

DIRECTOR'S SIGNATURE

"Donald L. Dabbs"

PRINT FULL NAME

Donald L. Dabbs

DATE SIGNED
YY/MM/DD
2002/08/27

DIRECTOR'S SIGNATURE

"Douglas J. Rowe"

PRINT FULL NAME

Douglas J. Rowe

DATE SIGNED
YY/MM/DD
2002/08/27

 

BIRCH MOUNTAIN RESOURCES LTD.
FORM 51-901F - QUARTERLY REPORT
JUNE 30, 2002

 

SCHEDULE A: FINANCIAL STATEMENTS

The unaudited financial statements for the second quarter ended June 30, 2002, prepared by Management are attached. The reader is referred to the Notes to the statements and Schedule C for a discussion on the change in accounting practice implemented in the first quarter of 2001.

 

BIRCH MOUNTAIN RESOURCES LTD.

CONSOLIDATED CONDENDED BALANCE SHEET

AS AT JUNE 30, 2002

(UNAUDITED)

31-Dec-01

30-Jun-02

Audited

ASSETS
Current Assets
Cash

51,845

290,714

Accounts receivable

24,150

32,968

Prepaids and deposits

106,371

182,367

60,097

383,779

Capital Assets

199,750

225,828

Total Assets

$382,117

$609,607

LIABILITIES & SHAREHOLDER'S EQUITY
Current Liabilities
Accounts payable

713,294

309,101

Short term loan

72,350

$785,644

$309,101

Shareholders' Equity (Deficiency)
Share capital

24,639,192

24,346,505

Share Subscription

100,000

Deficit

-25,142,719

-403,528

-24,045,999

300,506

Total Liabilities and Shareholder's Equity

$382,117

$609,607

 

BIRCH MOUNTAIN RESOURCES LTD.

CONSOLIDATED STATEMENT OF LOSS AND DEFICIT

FOR THE SIX MONTHS ENDED JUNE 30, 2002

(UNAUDITED )

3 Months

 

3 Months

 

2 Quarter

6 Months

2 Quarter

6 Months

30-Jun-02

30-Jun-02

30-Jun-01

30-Jun-01

EXPENSES
Amortization 13,088 26,175 12,489 25,940
Mineral exploration costs 227,918 465,053 152,383 282,934
Office 52,789 106,856 67,511 148,776
Professional Fees 48,876 146,998 131,010 309,665
Research costs 10,084 33,539 164,596 214,831
Salaries, management fees and benefits 116,037 240,717 135,872 255,302
Shareholder services and promotion 60,203 93,663 130,950 183,721
       
LOSS BEFORE THE
FOLLOWING
528,996 1,113,002 794,811 1,421,169
Interest and other income - 240 - 389 - 50,958 - 72,674
Gain on sale of investments     - 14,518 - 14,518
- 240 - 389 - 65,476 - 87,192
         
Loss before income taxes 528,756 1,112,613 729,335 1,333,978
Future income tax recovery - 15,893 - 54,000 - 106,000
Net loss for the period 528,756 1,096,720 675,335 1,227,978
Deficit, beginning of period 24,613,962 24,045,999 22,419,247 21,866,604
Deficit, end of period 25,142,719 25,142,719 23,094,582 23,094,582
Loss per share
Basic 0.02 0.03 0.02 0.04
Share capital
Issued and outstanding 34,528,774 34,528,774 33,647,122 33,647,122

 

BIRCH MOUNTAIN RESOURCES LTD.

CONSOLIDATED STATEMENT OF CASH FLOW

FOR THE SIX MONTHS ENDED JUNE 30, 2002

(UNAUDITED )

3 Mo

6 Mo

3 Mo

6 Mo

6/30/02

6/30/02

6/30/01

6/30/01

CASH FLOWS FROM OPERATING ACTIVITIES
Interest income received 240

389

35,028 56,744
Interest Paid - 3,654 - 4,650
Cash paid to employees - 224,565 - 446,200 - 440,946 - 928,836
Cash paid to suppliers - 168,741   - 268,637   - 176,949   - 379,014
- 396,720 - 719,098 - 582,867 - 1,251,106

CASH FLOWS FROM FINANCING ACTIVITIES

Issuance of Common Shares for Cash 308,580 308,580 72,500
Short term loan - 39,750 71,550
Deposits received 100,000 100,000
Share issuance costs

 

 

        -
368,830 480,130 72,500

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds on Disposal of Investment 30,488 30,488
Purchase of capital assets -   99   - 16,563   - 34,979
- 99 13,885 - 4,531
INCREASE (DECREASE) IN CASH - 27,890 - 238,869 - 568,982 - 1,183,136

CASH AT BEGINNING OF PERIOD

79,735 290,714 2,247,561 2,861,715

CASH AT END OF PERIOD

51,845 51,845 1,678,579 1,678,579

 

 

Birch Mountain Resources Ltd.
Notes to the Financial Statements
For the period ended June 30, 2002

1. Nature of operations and going concern considerations

Birch Mountain Resources Ltd. (the "Company") is in the process of exploring its mineral leases and permits and has not yet determined whether they contain economically recoverable reserves.

These financial statements have been prepared by management in accordance with Canadian generally accepted accounting principles on a going concern basis. This presumes funds will be available to finance ongoing exploration, operations and capital expenditures and permit the realization of assets and the payment of liabilities in the normal course of operations for the foreseeable future.

The Company is obligated to incur certain levels of expenditures to maintain its rights to continue exploration of certain mineral leases and permits. The Company's ability to continue as a going concern is largely dependent on its success in obtaining sufficient funds to carry out exploration activities on its mineral claims, preserving its interest in the underlying claims, establishing the existence of economically recoverable mineral reserves, achieving successful results from its research efforts and obtaining the financing to complete the development and achieve future profitable production or, alternatively, upon the Company's ability to dispose of its interests on an advantageous basis.

In the past, the Company has been successful in raising funds in the equity market for exploration, research and operating activities, but there is no assurance that it will be able to do so in the future. If future financing efforts do not meet with success, there is substantial doubt about the ability of the Company to continue as a going concern as it would likely have to dispose of its assets on a less than advantageous basis.

These financial statements do not give effect to any adjustments, which might be necessary should the Company be unable to continue its operations as a going concern.


2. Significant accounting policies

The accounting policies followed in preparing these financial statements are those used by the Company as set out in the audited financial statements for the year ended December 31, 2001, with the exception of the adoption of the accounting policy as described in Note 3. Certain information and note disclosure normally included in consolidated financial statements prepared in accordance with generally accepted accounting principles are not included. These interim financial statements should be read together with the Company's audited consolidated financial statements for the year ended December 31, 2001.

In the opinion of management, all adjustments considered necessary for fair presentation have been included in these consolidated financial statements.

3. Adoption of accounting policy

Stock-based compensation and other stock-based payments

Effective January 1, 2002, the Company adopted the new CICA Handbook Section 3870, which requires that a fair value based method of accounting be applied to all stock-based payments to non-employees and to direct awards of stock to employees. However, the new standard permits the Company to continue its existing policy of recording no compensation cost on the grant of stock options to employees with the addition of pro forma information. The Company has applied the pro forma disclosure provisions of the new standard to awards granted on or after January 1, 2002.

The standard requires the disclosure of pro forma net earnings and earnings per share information as if the Company had accounted for employee stock options under the fair value method. The fair value of the options issued in the quarter was determined using the Black-Scholes option pricing model with the following assumptions: risk-free rate of 5.0%; dividend yield of 0%, a volatility factor of 12%, and option life of five years. For purposes of pro forma disclosures, the estimated fair value of the options is amortized to operations over the expected option life.

4. Short term loan

The short term loans are advances from shareholders which bear interest at prime rate and are due September 30, 2002.

5. Share capital

(a) Common shares

Number Amount

Balance, December 31, 2001

33,647,122 24,346,505

Private placement - June 2002

881,652 308,580

Future income tax effect of renounced expenditures

- (15,893)

Balance, June 30, 2002

34,528,774 24,639,192

Subsequent to the quarter end, the Company closed an additional private placement of 285,715 units for proceeds of $100,000. Each unit consists of one common share and one non-transferable share purchase warrant, exercisable at a price of $1.00 per share until September 19, 2003.

(b)  Reserved for issue

Options

The Company has two stock option plans. The original plan was established in 1994 to grant options to directors, officers, employees and consultants of the Company. The plan is administered by the Compensation Committee of the Board of Directors and contains provisions stating that the option period may not exceed 5 years and that the number of common shares issuable on exercise of outstanding stock options may not exceed 10% of the issued and outstanding common shares.

In March 2002, the Board of Directors approved a new stock option plan ("2002 Plan") which was approved by the shareholders at the June 2002 annual general and special meeting. The purpose of the 2002 Plan is to afford persons who provide services to the Company, whether directors, officers, consultants or employees, an opportunity to obtain a proprietary interest in the Company through the purchase of common shares and to aid in attracting, retaining and encouraging the continued involvement of such persons with the Company. The number of common shares reserved for issuance pursuant to the exercise of all options under this plan may not exceed 3,392,674. The plan is administered by the Board of Directors who determine to whom options shall be granted including the terms, pricing and vesting of the grants.

Company has granted options on common shares under the original plan as follows:
 

  Number
of
Options

Price
Range
($)

Weighted
Average
Price ($)

Expiry
Date

December 31, 2001 outstanding 2,298,750

0.22 - 1.36

0.77

2002 - 2006

Granted 1,140,000

0.26

0.26

2007

Cancelled (125,000)

0.70

0.70

2002

March 31, 2002 outstanding 3,313,750

0.22 - 1.36

0.60

2002 - 2007

Cancelled (10,000)

.70

.70

2002

June 30, 2002 outstanding 3,303,750

0.22 - 1.36

0.60

2003 - 2007

Upon approval of 2002 Plan by the shareholders, the Company granted 1,415,000 stock options at an exercise price of $0.34 per share expiring April 2007.

Following summarizes information about the various stock options outstanding at June 30, 2002:

Shares
Under
Option

Expiry
Date

Option
Price

Original plan    

150,000

March 2003 .22

75,000

July 2003 .22
490,000 November 2003 .35
30,000 July 2004 1.25
735,000 November 2004 1.36
408,750 January 2006 .60
275,000 April 2006 .65
1,140,000 March 2007 .26

3,303,750

  .60
2002 plan    

1,415,000

April 2007 .34

4,718,750 

  .52

Warrants

In relation to private placements, the Company has the following warrants outstanding:

   

Number

Exercise
Price

Expiry
Date

Balance, December 31, 2001 1,410,781

1.50

December 2002
Issued June 2002 881,652 1.00 August 2003
Balance, June 30, 2002

2,294,433

1.30  

During this second quarter, in conjunction with a private placement, the Company issued 881,652 share purchase warrants at a price of $1.00 per warrant, exercisable until August 6, 2003.

The Company also received approval to extend the expiry date of the warrants outstanding at year end, from June 2002 to December 6, 2002.

Subsequent to the quarter end, in conjunction with an additional private placement, 285,715 warrants were issued at a price of $1.00 per share with an expiry date of September 19, 2003.

6. Stock-based compensation

The following are the pro forma net loss and basic loss per share amounts had the Company charged the fair share of stock-based compensation to net loss:

  Three Months
Ended
June 30,
2002
Six Months
Ended
June 30,
2002
Net loss for the period 528,756

1,096,720

Pro forma stock compensation 9,667

12,800

Pro forma loss for the period 538,423

1,109,520

Loss per share - basic

0.02

0.03

 

7. Future income tax recovery

Under Canadian income tax legislation, corporations are permitted to issue shares whereby the Company agrees to incur qualifying expenditures, as defined under the Canadian Income Tax Act, and renounce the related income tax deductions to the investors. Share capital is reduced by the estimated future income tax cost of the renounced deductions as the expenditures are incurred.

Based on the expenditures during the six months ended June 30, 2002, future income tax recoveries of $15,893 have been recorded along with a corresponding reduction to share capital.

8. Related party transactions during the period

    Included in shareholder services and promotion are amounts paid to a company controlled by the spouse of a director totaling $9,888 for the three months ended June 30, 2002.

9. Material differences between Canadian and United States generally accepted accounting principles

    The consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principals (GAAP) in Canada. Significant differences between GAAP in Canada and the United States that would have an effect on these consolidated financial statements are as follows:
     

    (a)   The balance of any unspent funds raised under a flow-through arrangement is considered restricted cash under U.S. GAAP and would require separate disclosure on the face of the balance sheet. In addition, such restricted amounts would not be considered cash and cash equivalents for cash flow reporting purposes. The amount of such restricted cash applicable to future flow-through expenditures included in the balance sheet was nil at June 30, 2002 (December 31, 2001 - $75,000).
     
    (b)   Future income taxes related to flow-through shares for renunciation of qualified resource expenditures, are treated as a cost of issuing those securities for Canadian GAAP. For U.S. GAAP, these costs are included in the future tax provision.

    If these consolidated financial statements were prepared in accordance with US GAAP, the impact on the balance sheets would be as follows:

     

    June 30
    2002

    December 31
    2001

    Deficit under Canadian GAAP

    25,142,719

    24,045,999

    Future income taxes

    1,245,782

    1,229,889

    Deficit under U.S. GAAP

    26,388,501

    25,275,888

    In addition, the impact on the consolidated statements of loss would be as follows:

     

    3 months
    June 30
    2002

    6 months
    June 30
    2002

    3 months
    June 30
    2001

    6 months
    June 30
    2001

    Net loss for the period under Canadian GAAP

    528,756

    1,096,720

    675,335

    1,227,978

    Future income taxes

    -

    15,893

    54,000

    106,000

    Net loss for the period under U.S. GAAP

    528,756

    1,112,613

    729,335

    1,333,978

    Pro-forma loss per share under U.S. GAAP

    0.02

    0.03

    0.02

    0.04

    For U.S. GAAP purposes, the Company has adopted APB Opinion No.25, Accounting for Stock Issued and Employees (APB 25), to account for stock based compensation to employees and directors using the intrinsic value based method whereby compensation cost is recorded for the excess, if any, of the quoted market price, at the date granted. As at June 30, 2002, no compensation cost has been recorded for any period under this method, as the option price has been equal to the market price on the date of the grant.

    The Statement of Financial Accounting Standards No. 123, Accounting for Stock-Based Compensation (SFAS 123), issued in October 1995, requires the use of the fair value based method of accounting for stock options. Under this method, compensation cost is measured at the date of grant based on the fair value of options granted and is recognized over the vesting period. These costs were calculated in accordance with the Black-Scholes option pricing model, assuming an annual risk free rate of 5%, a dividend yield of 0%, a volatility factor of 12%, and an option life of five years.

    Had the Company adopted SFAS 123 for its U.S. GAAP disclosure, the following net losses would have been reported:

 

3 months
June 30
2002

6 months
June 30
2002

3 months
June 30
2001

6 months
June 30
2001

Net loss under U.S. GAAP

528,756

1,112,613

729,335

1,333,978

Pro-forma stock compensation, after net tax affect

30,753

55,706

23,900

47,800

Pro-forma net loss under U.S. GAAP

559,509

1,168,319

753,235

1,381,778

Pro-forma loss per share under U.S. GAAP

0.02

0.03

0.02

0.04

SCHEDULE B: SUPPLEMENTARY INFORMATION

1. a) Summary of deferred exploration costs.

    Exploration costs are expensed as incurred, see Note 2 of the Financial Statements or Schedule C 2.a for an   explanation of the change in accounting policy.

            b) During the period the material expenditures were as follows:

Apr - Jun

3 Months

June 2002

Amortization 13,088 26,175
Consulting
Mineral Exploration Costs 227,918 465,053
Equipment Rental 15,392 38,580
Lab Rental & Utilities 18,285 35,618
Transportation & Accommodation 5,819 8,102
Materials & Supplies 4,156 10,141
Mineral Lease 8,355 6,299
Third Party Services 67,382 160,830
Personnel 108,529 205,483
Office 52,789 106,856
Professional Fees 48,876 146,998
Accounting 209 350
Audit Fees Can 19,365 14,637
Audit Fees US 1,650
IT
Legal Fees Can 29,302 159,636
Legal Fees US
Research Costs 10,084 33,539
Materials, Assays 100
Services & Contracts 4,739 19,765
Salaries & Travel 5,345 13,674
Salaries, Management Fees & Benefits 116,037 240,717
Shareholder Services and Promotions 60,203 93,663

2. Related party transactions during the period:

Included in shareholder services and promotions are amounts paid to a company controlled by the spouse of a director totaling $9,888.

3. Summary of securities issued and options granted during the period:
 

a)  Securities issued during the period:
At June 30, 2002, 34,528,774 shares were outstanding. There were 881,652 shares issued during the three months of the second quarter ended June 30, 2002.
 

Date of Issue

Type of Security

Type of Issue

Number

Price

Total
Proceeds

Type of Consideration

06/06/02

Common Shares

Private Placement

881,652

0.35

308,578

Cash

b) Options granted during the period:

Date

Number

Name or Description
Of Optionee

Exercise
Price

Expiry
Date

 

O4/03/02

65,000

Hugh Abercrombie

$0.34

04/03/07

O4/03/02

100,000

Donald Dabbs

$0.34

04/03/07

O4/03/02

90,000

Douglas Rowe

$0.34

04/03/07

O4/03/02

125,000

Kerry Sully

$0.34

04/03/07

O4/03/02

150,000

Lanny McDonald

$0.34

04/03/07

O4/03/02

125,000

Charles Hopper

$0.34

04/03/07

O4/03/02

125,000

Jack Clark

$0.34

04/03/07

O4/03/02

50,000

John Houghton

$0.34

04/03/07

O4/03/02

40,000

Suzanne Loov

$0.34

04/03/07

O4/03/02

100,000

Consultants

$0.34

04/03/07

O4/03/02

425,000

Staff

$0.34

04/03/07

4. Summary of securities as at the end of the reporting period:  

    a) Description of authorized share capital:
        Unlimited number of voting common shares without par value
        Unlimited number of preferred shares, issuable in series
        Unlimited number of non-voting shares

        b) Number and recorded value for shares as at the end of this reporting period:

        Issued and outstanding: 34,528,774
        Value: $24,639,192

        c) Description of options and warrants outstanding.

Number

Exercise Price

Expiry Date

Warrants    

1,410,781

$1.50

12/06/02

881,652

$1.00

06/06/03

     
Options    

150,000

$0.90

03/09/03

75,000

$0.22

07/13/03

490,000

$0.35

11/16/03

30,000

$1.25

07/26/04

735,000

$1.36

11/18/04

408,750

$0.60

01/27/06

275,000

$0.65

04/24/06

1,140,000

$0.26

03/18/07

1,415,000

$0.34

04/03/07

 

5. Directors and Officers as at the date this report is signed and filed:
 

Name Position
Kerry E. Sully Chairman & Director
Douglas J. Rowe President, CEO & Director
Donald L. Dabbs Vice President, CFO & Director
Lanny K. McDonald Director
John I. Clark Director
Charles S. Hopper Director
John R. Houghton Corporate Secretary
Suzanne L. Loov Assistant Corporate Secretary
Hugh J. Abercrombie Vice President - Exploration

 

SCHEDULE C: MANAGEMENT DISCUSSION AND ANALYSIS
 

1. Description of Business

Birch Mountain Resources Ltd. ("Birch Mountain" or the "Company") is a mineral exploration and mineral technology company. Mineral exploration is confined to Alberta, Canada.

Landholdings at June 30, 2002:
 

Project

hectares

acres

Athabasca

485,650

1,200,062

Birch Mountains

92,160

227,731

Total area

577,810

1,427,793

On April 22, 2002, Birch Mountain announced it had filed a 2002 exploration assessment report with the Alberta Department of Energy in the amount of $5.15 million for work conducted from April 2000 to March 31, 2002, on its exploration properties in the Athabasca and Birch Mountains. The assessment expenditures have been applied to 55 metallic and industrial minerals permits covering 360,129 hectares (889,894 acres) in both exploration properties. The expenditures included in the 2002 assessment report are sufficient to retain Birch Mountain's priority permits for the next two years, or until the expiry of their 10-year term, whichever is earlier. Additional assessment-eligible work has been completed and will be available for future assessment reports. On August 21, 2002, the Company announced that its assessment filing had been accepted by Alberta Energy.

At the time of the assessment filing, the Athabasca exploration property was reduced by 66,192 hectares (163,563 acres) to retain only lands considered to be most prospective for precious metals. In addition, Birch Mountain elected not to file on portions or all of 33 metallic and industrial mineral permits totalling 235,496 hectares (581,921 acres). These permits are being allowed to expire on their anniversary dates, reducing the total Athabasca land holdings to 277,185 hectares (684,936 acres) by August 29, 2002. Birch Mountain has maintained its core exploration land in Athabasca, comprising 48,785 hectares (120,550 acres) held under metallic and industrial mineral leases that require an annual lease payment of $171,000 and 436,865 hectares (1,079,512 acres) held under metallic and industrial mineral permits at June 30, 2002. All exploration permits in the Birch Mountains have been retained, in accordance with the option agreement with Shear Minerals Inc. and Marum Resources Ltd.

Birch Mountain's wholly owned subsidiary, Dawson Bay Minerals Inc., announced April 22, 2002, that it allowed the Special Exploration Permit 99-1 covering 9,784 hectares (24,177 acres) near Dawson Bay, Manitoba, to lapse. Birch Mountain no longer holds any mineral interests in Manitoba, the Yukon or Indonesia.

2. Operations and Financial Conditions

Results of Operations
Costs and Expenses

Corporate Income and Expenses
Total expenses were $528,996 including $227,918 of mineral exploration costs in the second quarter of 2002, down from $794,811 in the second quarter of 2001, a 22% decrease from the previous year. Office expenses were down in the second quarter from $67,511 in 2001 to $52,789 in 2002, a 28% decrease.

Professional fees decreased significantly in the second quarter of 2002 to $48,876 from $131,010 in 2001. During the year 2001 the Company expended significant resources in defense of the trading suspension imposed by the TSX Venture Exchange.

Salaries, management fees and benefits were $116,037 in 2002, compared with $135,872 for the same period in the prior year.

Liquidity and Capital Resources

While Birch Mountain has been successful in raising funds in the past, management believes that junior resource companies will continue to have difficulty financing new issues in 2002. As a result, the Company will remain prudent and cautious, preserving its working capital by conducting selective field programs and value-adding laboratory work as well as minimizing general and administrative costs.

Comparatively, at June 30, 2001, working capital was approximately $1,300,000 compared with a negative working capital of $603,277 at the end of June 30, 2002.

Mineral Exploration Costs
Mineral exploration costs were $227,918 in the second quarter of 2002 compared with $152,383 in 2001. The increase reflects the resumption of normal corporate activities with technical staff focused on exploration work following resolution of the TSX Venture Exchange trading suspension

Mineral Technology Costs
The Company spent only $10,084 in the second quarter of 2002 down from $164,596 in the second quarter of 2001. Expenditures on mineral technology were reduced in the second quarter of 2002 due to the deployment of technical staff on exploration activities.

The Company's existing capital resources are inadequate to maintain operations at its current rate of investment in exploration and research to the end of 2002. The Company completed a private placement on June 6 and July 22, 2002, as the first step in what is planned to be a multi-staged financing to advance the natural nanoparticle research and precious metal assay verification programs, together with ongoing corporate activities. Additional financing may not be available when needed, or if available, it may not be on terms that are acceptable to the Company.

3) Significant Events

TSX Venture Exchange

After twenty-one months of review, a technical audit, and a preliminary hearing of the Listed Company Review Panel, Birch Mountain accepted a proposal from the TSX Venture Exchange (the "Exchange") for a negotiated settlement of the trading suspension first imposed on June 16, 2000. An extensive news release was issued March 7, 2002, and trading of the Company's common shares resumed on the Exchange on March 11, 2002. The Exchange advised that "no adverse inference should be drawn from the suspension."

Registration with the U.S. Securities and Exchange Commission

In September 2000, Birch Mountain filed a Form 20-F Registration Statement with the U.S. Securities and Exchange Commission ("SEC"). Registration with the SEC enables U.S. broker/dealers to solicit secondary investment in the Company's securities and facilitates investment by U.S. citizens. Birch Mountain maintained its registration in good standing by filing a Form 20-F Annual Report with the SEC on June 28, 2002.

Trading in the U.S.A.

The Company engaged Kenny Securities Corp. of St. Louis as Market Maker. The Market Maker filed a Form 211 with the National Association of Securities Dealers (NASD) in August 2001 for approval to make a market in the shares of Birch Mountain on the Over-the-Counter Bulletin Board. The application was reviewed, but trading was not approved until the Company announced its settlement with the Exchange on March 7, 2002. Trading under the symbol BHMNF commenced on the OTC-BB on April 2, 2002.