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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Lode Star Mining Inc (PK) | USOTC:LSMG | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.008 | 0.004 | 0.0203 | 0.00 | 21:01:35 |
UNITED STATES | |
SECURITIES AND EXCHANGE COMMISSION | |
Washington, D.C. 20549 | |
FORM 10-Q | |
x
|
QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2013
|
OR
|
|
|
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
|
|
Commission file number 333-123134 |
Large Accelerated Filer
|
o
|
Accelerated Filer
|
o
|
Non-accelerated Filer
|
o
|
Smaller Reporting Company
|
x
|
Page
|
|
PART I - FINANCIAL INFORMATION
|
|
Item 1. Financial Statements
|
3
|
Balance Sheets as of June 30, 2013 (unaudited) and December 31, 2012
|
4
|
Statements of Operations for the Six Months ended June 30, 2013 and 2012 (unaudited)
|
5
|
Statements of Cash Flows for the Six Months ended June 30 2013 and 2012 (unaudited)
|
6
|
Notes to Financial Statements (unaudited)
|
7
|
Item 2. Management’s Discussion and Analysis Of Financial Condition and Results of Operations
|
12
|
Item 3. Quantitative and Qualitative Disclosures About Market Risk
|
16
|
Item 4. Controls and Procedures
|
17
|
PART II - OTHER INFORMATION
|
|
Item 1A. Risk Factors
|
17
|
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
|
17
|
Item 6. Exhibits
|
18
|
SIGNATURES
|
19
|
JUNE 30
|
DECEMBER 31
|
|||||||
2013
|
2012
|
|||||||
(Unaudited)
|
||||||||
ASSETS
|
||||||||
Current
|
||||||||
Cash
|
$
|
5,565
|
$
|
11,282
|
||||
Amounts receivable
|
-
|
9,464
|
||||||
Prepaid consulting fees to related parties
|
8,990
|
43,022
|
||||||
$
|
14,555
|
$
|
63,768
|
|||||
LIABILITIES
|
||||||||
Current
|
||||||||
Accounts payable and accrued liabilities
|
$
|
25,967
|
$
|
88,069
|
||||
Loans payable
|
117,643
|
92,860
|
||||||
Promissory notes due to related party
|
-
|
7,116
|
||||||
143,610
|
188,045
|
|||||||
Contractual Obligations, Commitments And Subsequent Events (Note 6)
|
||||||||
STOCKHOLDERS’ DEFICIENCY
|
||||||||
Capital Stock
|
||||||||
Authorized:
|
||||||||
100,000,000 voting common shares with a par value of $0.00001 per share
|
||||||||
Issued:
|
||||||||
9,901,500 common shares at June 30, 2013 and December 31, 2012
|
99
|
99
|
||||||
Additional Paid-In Capital
|
392,651
|
392,651
|
||||||
Shares To Be Issued
|
278,000
|
188,000
|
||||||
Accumulated Deficit
|
(799,805
|
)
|
(705,027
|
)
|
||||
(129,055
|
)
|
(124,277
|
)
|
|||||
$
|
14,555
|
$
|
63,768
|
|||||
THREE MONTHS ENDED
|
SIX MONTHS ENDED
|
|||||||||||||||
JUNE 30
|
JUNE 30
|
|||||||||||||||
2013
|
2012
|
2013
|
2012
|
|||||||||||||
Revenue
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
||||||||
Expenses
|
||||||||||||||||
Consulting services
|
26,617
|
22,500
|
56,857
|
45,000
|
||||||||||||
Corporate support services
|
3,079
|
8,995
|
7,559
|
19,995
|
||||||||||||
Interest, bank and finance charges
|
(8,587
|
)
|
4,805
|
(5,227
|
)
|
10,948
|
||||||||||
Office, foreign exchange and sundry
|
372
|
(685
|
)
|
486
|
4,088
|
|||||||||||
Professional fees
|
22,997
|
28,853
|
25,997
|
38,468
|
||||||||||||
Transfer and filing fees
|
7,056
|
4,750
|
9,105
|
5,692
|
||||||||||||
51,534
|
69,218
|
94,777
|
124,191
|
|||||||||||||
Net Loss For The Period
|
$
|
(51,534
|
)
|
$
|
(69,218
|
)
|
$
|
(94,777
|
)
|
$
|
(124,191
|
)
|
||||
Basic And Diluted Loss Per Common Share
|
$
|
(0.01
|
)
|
$
|
(0.01
|
)
|
$
|
(0.01
|
)
|
$
|
(0.02
|
)
|
||||
Weighted Average Number Of Common Shares Outstanding
|
9,901,500
|
6,250,000
|
9,901,500
|
6,250,000
|
||||||||||||
SIX MONTHS ENDED
|
||||||||
JUNE 30
|
||||||||
2013
|
2012
|
|||||||
Cash Provided By (Used In)
|
||||||||
Operating Activities
|
||||||||
Net loss for the period
|
$
|
(94,777
|
)
|
$
|
(124,191
|
)
|
||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Accrued interest payable
|
4,092
|
4,720
|
||||||
Loss on foreign exchange
|
-
|
372
|
||||||
Net changes in non-cash operating working capital items:
|
||||||||
Decrease in prepaid
consulting fees to related parties
|
34,032
|
-
|
||||||
Decrease (increase) in amounts receivable
|
9,464
|
(12,462
|
)
|
|||||
(Decrease) increase in accounts payable and accrued liabilities
|
(69,218
|
)
|
33,199
|
|||||
(116,407
|
)
|
(98,362
|
)
|
|||||
Financing Activities
|
||||||||
Issuance of common stock subscriptions
|
90,000
|
114,200
|
||||||
Advances from (repayments to) related parties
|
-
|
(16,492
|
)
|
|||||
Loan advances
|
20,690
|
-
|
||||||
110,690
|
97,708
|
|||||||
Net Decrease In Cash
|
(5,717
|
)
|
(654
|
)
|
||||
Cash, Beginning Of Period
|
11,282
|
759
|
||||||
Cash, End Of Period
|
$
|
5,565
|
$
|
105
|
||||
Supplemental Disclosure Of Cash Flow Information
|
||||||||
Cash paid during the period for:
|
||||||||
Interest
|
$
|
-
|
$
|
-
|
||||
Income taxes
|
$
|
-
|
$
|
-
|
1.
|
BASIS OF PRESENTATION AND NATURE OF OPERATIONS
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
a)
|
Basis of Accounting
|
|
The Company’s financial statements have been prepared using the accrual method of accounting. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented have been reflected herein.
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
|
b)
|
Asset Retirement Obligations
|
|
The Company has no asset retirement obligations, including environmental expenditures, which relate to an existing condition caused by past operations.
|
c)
|
Cash and Cash Equivalents
|
|
Cash consists of cash on deposit with high quality major financial institutions. For purposes of the balance sheet and statements of cash flows, the Company considers all highly liquid debt instruments purchased with maturity of 90 days or less to be cash equivalents. At June 30, 2013 and December 31, 2012, the Company had no cash equivalents.
|
d)
|
Foreign Currency Accounting
|
|
The Company’s functional currency is the U.S. dollar. Head office financing and investing activities are generally in Canadian dollars. Transactions in Canadian currency are translated into U.S. dollars as follows: |
|
i)
|
monetary items at the exchange rate prevailing at the balance sheet date;
|
|
ii)
|
non-monetary items at the historical exchange rate; and
|
|
iii)
|
revenue and expense items at the rate in effect of the date of transactions.
|
Gains and losses arising on the settlement of foreign currency denominated transactions or balances are recorded in the statements of operations.
|
||
e)
|
Fair Value of Financial Instruments
|
|
ASC Topic 820-10 establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.
|
||
These tiers include:
|
|
§
|
Level 1 – defined as observable inputs such as quoted prices in active markets;
|
|
§
|
Level 2 – defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and
|
|
§
|
Level 3 – defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
|
Liabilities measured at fair value on a recurring basis were presented on the Company’s balance sheet as at June 30, 2013 as follows:
|
Fair Value Measurements Using
|
||||||||||||||||
Quoted prices in
active markets for
identical instruments
(Level 1)
|
Significant other
observable inputs
(Level 2)
|
Significant
unobservable inputs
(Level 3)
|
Balance,
June 30, 2013
|
Balance,
December 31, 2012
|
||||||||||||
Loans payable
|
$
|
-
|
$
|
117,643
|
$
|
-
|
$
|
117,643
|
$
|
92,860
|
The carrying amount of loans payable was a reasonable approximation of the fair value.
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
|
f)
|
Use of Estimates and Assumptions
|
|
The preparation of financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying disclosures. By their nature, these estimates are subject to measurement uncertainty and the effect on the financial statements of changes in such estimates in future periods could be significant. Significant areas requiring management’s estimates and assumptions are determining the fair value of transactions involving related parties and common stock. Actual results may differ from the estimates.
|
g)
|
Basic and Diluted Loss Per Share
|
|
The Company reports basic loss per share in accordance with ASC Topic 260, “Earnings Per Share”. Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common stock outstanding during the period. Diluted loss per share is computed similar to basic loss per common share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. As the Company generated net losses in the period presented, the basic and diluted loss per share are the same.
|
h)
|
Income Taxes
|
|
The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, Income Taxes. This standard requires the use of an asset and liability approach for financial accounting and reporting on income taxes. If it is more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized.
|
i)
|
Recent Accounting Pronouncements
|
|
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
|
3.
|
CAPITAL STOCK
|
4.
|
LOANS PAYABLE
|
|
i.
|
$5,000: unsecured, bearing interest at 15% per annum, which was due on April 20, 2012. The loan balance remains outstanding to date and the Company intends to renegotiate the repayment terms with the lender. The loan was originally $10,000. During the year ended December 31, 2012, loan principal of $5,000 together with accrued loan interest of $1,000 was converted to a subscription for 120,000 shares of the Company’s common stock. Those shares were issued on July 24, 2012. As at June 30, 2013 the Company has accrued a total of $1,663 in interest payable on this loan.
|
|
ii.
|
$75,000: unsecured, bearing interest at 10% per annum, which was due on August 2, 2011. The loan balance remains outstanding to date and the Company intends to renegotiate the repayment terms with the lender. In 2011, the Company issued 250,000 shares of its common stock as additional consideration for receiving the loan. As at June 30, 2013 the Company has accrued a total of $15,288 in interest payable on this loan.
|
|
iii.
|
Short-term, unsecured, non-interest bearing loans with no specific terms of repayment totaling $20,691 ($21,750 CAD) were received during the six months ended June 30, 2013.
|
5.
|
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE
|
a)
|
Related Party Amounts Due
|
|
At June 30, 2013, the Company owed a company controlled by its sole director and officer $Nil (December 31, 2012: $30,970) which was included in accounts payable.
|
||
At June 30, 2013, the Company had prepaid $8,990 (December 31, 2012: $43,022) in consulting fees to a company controlled by its sole director and officer.
|
b)
|
Promissory Notes Due to Related Party
|
|
At December 31, 2012, the Company was indebted for unsecured promissory notes due on demand, bearing interest at 8% per annum, totaling $7,116 including accrued interest of $1,216. The promissory notes were due to a company controlled by the sole director and officer of the Company. Effective January 1, 2013 the Company, its sole director and CEO, and his private company, mutually agreed that all funds due to the CEO and his company would no longer bear interest. Consequently the promissory notes were reclassified to accounts payable.
|
c)
|
Consulting Services
|
|
During the six months ended June 30, 2013, the Company incurred $58,046 (
June 30,
2012 - $45,000) in consulting fees to the sole director and officer of the Company. See Note 6.
|
6.
|
CONTRACTUAL OBLIGATIONS, COMMITTMENTS AND SUBSEQUENT EVENTS
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
|
|
●
|
Overview
|
|
●
|
Bioreagent business
|
|
●
|
Capabilities and resources
|
|
●
|
Directors and management team
|
|
●
|
Business model
|
|
●
|
Intellectual property and competitive barriers to entry
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
|
Three Months Ended June 30
|
Change
|
|||||||||||||||
2013
|
2012
|
Amount
|
Percentage
|
|||||||||||||
Revenue
|
$
|
-
|
$
|
-
|
$
|
-
|
-
|
|||||||||
Operating Expenses
|
$
|
51,534
|
$
|
69,218
|
$
|
(17,684
|
)
|
(26%)
|
||||||||
Net (Loss) Income
|
$
|
(51,534
|
)
|
$
|
(69,218
|
)
|
$
|
17,684
|
(26%)
|
|||||||
Six Months Ended June 30
|
Change
|
|||||||||||||||
2013
|
2012
|
Amount
|
Percentage
|
|||||||||||||
Revenue
|
$
|
-
|
$
|
-
|
$
|
-
|
-
|
|||||||||
Operating Expenses
|
$
|
94,777
|
$
|
124,191
|
$
|
(29,414
|
)
|
(24%)
|
||||||||
Net (Loss) Income
|
$
|
(94,777
|
)
|
$
|
(124,191
|
)
|
$
|
29,414
|
(24%)
|
|||||||
Three Months Ended June 30
|
Change
|
|||||||||||||||
2013
|
2012
|
Amount
|
Percentage
|
|||||||||||||
Consulting services
|
$
|
26,617
|
$
|
22,500
|
$
|
4,117
|
18%
|
|||||||||
Corporate support services
|
$
|
3,079
|
$
|
8,995
|
$
|
(5,916
|
)
|
(66%
|
)
|
|||||||
Interest, bank and finance charges
|
$
|
(8,587
|
)
|
$
|
4,805
|
$
|
(13,392
|
)
|
(279%
|
)
|
||||||
Professional fees
|
$
|
22,997
|
$
|
28,853
|
$
|
(5,856
|
)
|
(20%
|
)
|
|||||||
Transfer and filing fees
|
$
|
7,056
|
$
|
4,750
|
$
|
2,306
|
49%
|
|||||||||
|
§
|
Consulting services
increased as a result of being at a higher rate in the current period than in Q2, 2012, under the terms of the agreement for services of our president that was amended in July, 2012.
|
|
§
|
Corporate support services
decreased as a result of being billed at a lower monthly rate in 2013 than in 2012. Bookkeeping services are no longer included. Those are now billed separately and included in Professional fees.
|
|
§
|
Interest, bank and finance charges
were lower in 2013 primarily due to a reversal of interest charges on overdue accounts payable.
|
|
§
|
Professional fees
decreased year over year for the quarter primarily due to timing of billings for audit and review services, together with lower year end costs. This was offset somewhat by the inclusion of bookkeeping costs in 2013.
|
|
§
|
Transfer and filing fees
increased due to higher costs for XBRL filing requirements in the 2013 quarter.
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
|
June 30
|
December 31
|
Change
|
||||||||||||
2013
|
2012
|
Amount
|
Percentage
|
|||||||||||
Cash
|
$
|
5,565
|
$
|
11,282
|
$
|
(5,717
|
)
|
(51%
|
)
|
|||||
Amounts receivable
|
$
|
-
|
$
|
9,464
|
$
|
(9,464
|
)
|
(100%
|
)
|
|||||
Due from related parties
|
$
|
8,990
|
$
|
43,022
|
$
|
(34,032
|
)
|
(79%
|
)
|
|||||
Accounts payable and accrued liabilities
|
$
|
25,967
|
$
|
88,069
|
$
|
(62,102
|
)
|
(71%
|
)
|
|||||
Loans payable
|
$
|
117,643
|
$
|
92,860
|
$
|
24,783
|
27%
|
|||||||
Amounts due to related party
|
$
|
-
|
$
|
7,116
|
$
|
(7,116
|
)
|
(100%
|
)
|
|
§
|
Cash
decreased due to the amount of cash provided by financing activities being lower than the amount of cash used by operating activities.
|
|
§
|
Amounts receivable
decreased due to the receipt in the first quarter of 2013 of the final Goods and Services tax refund for which we were eligible. As a non-operating company, we can no longer claim a refund of GST payments. Those amounts are now expensed.
|
|
§
|
Amounts due from related parties
decreased due to an agreement to offset December 31, 2012 prepaid consulting fees against payables.
|
|
§
|
Accounts payable and accrued liabilities
decreased mainly due to an agreed assignment to our payable account for a related party of various amounts due to a related party, which is our president and/or a company controlled by him.
|
|
§
|
Loans payable
increased due to the receipt in 2013 of loans of approximately $21,000, together with an increase in accrued interest of approximately $4,000.
|
|
§
|
Amounts due to related party
decreased as a result of an agreed assignment of the December 31, 2012 balance to our payable account for a related party.
|
June 30
|
December 31
|
Increase/(Decrease)
|
||||||||||||||
2013
|
2012
|
Amount
|
Percentage
|
|||||||||||||
Current Assets
|
$
|
14,555
|
63,768
|
$
|
(49,213
|
)
|
(77%
|
)
|
||||||||
Current Liabilities
|
143,610
|
188,045
|
(44,435
|
)
|
(24%
|
)
|
||||||||||
Working Capital (Deficiency)
|
$
|
(129,055
|
)
|
(124,277
|
)
|
$
|
(4,778
|
)
|
4%
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
|
Six Months Ended June 30
|
Change
|
|||||||||||||||
2013
|
2012
|
Amount
|
Percentage
|
|||||||||||||
Cash Flows (Used In) Provided By:
|
||||||||||||||||
Operating Activities
|
$
|
(116,407
|
)
|
(98,362
|
)
|
(18,045
|
)
|
18%
|
||||||||
Financing Activities
|
110,690
|
97,708
|
12,982
|
13%
|
||||||||||||
Net increase (decrease) in cash
|
(5,717
|
)
|
(654
|
)
|
(5,063
|
)
|
774%
|
|
Cash Used In Operating Activities
|
|
The increase in cash used in operating activities of approximately $18,000 is primarily due to the following:
|
|
§
|
Operating expenses were lower by approximately $29,000 in the current six month period than in the equivalent period last year;
|
|
§
|
The 2013 Amounts receivable decrease was approximately $22,000 higher than in 2012;
|
|
§
|
Prepaid expenses decreased approximately $34,000; and
|
|
§
|
The above items were offset by the Accounts payable decrease, which was higher in the 2013 period by approximately $102,000.
|
|
The increase of approximately $13,000 in cash provided by financing activities was due to:
|
|
§
|
loan advances in the first six months of 2013 of approximately $21,000, compared to none in the same period in 2012; and
|
|
§
|
a decrease between the same periods in advances to related parties of approximately $16,000; offset by
|
|
§
|
the receipt of subscriptions for our common stock being lower in the first six months of 2013 than in the same period in 2012 by approximately $24,000.
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
|
ITEM 4.
|
CONTROLS AND PROCEDURES.
|
ITEM 1A.
|
RISK FACTORS
|
ITEM 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
|
ITEM 6.
|
EXHIBITS.
|
Exhibit No.
|
Document Description
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase
|
INTERNATIONAL GOLD CORP.
|
|||
BY:
|
“Robert M. Baker”
|
||
Robert M. Baker
|
|||
President, Principal Executive Officer, Treasurer, Principal Financial Officer, Principal Accounting Officer, and sole member of the Board of Directors
|
|||
Exhibit No.
|
Document Description
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase
|
1 Year Lode Star Mining (PK) Chart |
1 Month Lode Star Mining (PK) Chart |
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