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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 | 0.0077 | 0.0203 | 0.00 | 14:30:24 |
UNITED STATES
|
|
SECURITIES AND EXCHANGE COMMISSION
|
|
Washington, D.C. 20549
|
|
|
|
FORM 10-Q
|
|
|
|
☑
|
QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30,
2017
|
OR
|
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
|
|
Commission file number 000-53676
|
NEVADA
|
47-4347638
|
(State or other jurisdiction of incorporation or
organization)
|
(IRS Employer Identification No.)
|
Large Accelerated Filer
|
☐
|
Accelerated Filer
|
☐
|
Non-accelerated Filer
|
☐
|
Smaller Reporting Company
|
☑
|
Emerging Growth Company
|
☐
|
|
|
|
Page
|
PART I - FINANCIAL INFORMATION
|
|
|
|
Item 1. Financial
Statements
|
3
|
|
|
Balance Sheets as of June 30, 2017 and December 31, 2016
(unaudited)
|
4
|
|
|
Statements of Operations for the Three Months and Six Months ended
June 30, 2017 and 2016 (unaudited)
|
5
|
|
|
Statements of Cash Flows for the Six Months ended June 30, 2017 and
2016 (unaudited)
|
6
|
|
|
Notes to Financial Statements (unaudited)
|
7
|
|
|
Item 2. Management’s
Discussion and Analysis Of Financial Condition and Results of
Operations
|
11
|
|
|
Item 3. Quantitative and Qualitative
Disclosures About Market Risk
|
15
|
|
|
Item 4. Controls and
Procedures
|
15
|
|
|
PART II - OTHER INFORMATION
|
|
|
|
Item 1A. Risk Factors
|
16
|
|
|
Item 2. Unregistered Sales
of Equity Securities and Use of Proceeds
|
16
|
|
|
Item 6. Exhibits
|
16
|
|
|
SIGNATURES
|
17
|
|
|
|
||
|
THREE MONTHS ENDED
|
SIX MONTHS ENDED
|
||
|
JUNE 30
|
JUNE 30
|
||
|
2017
|
2016
|
2017
|
2016
|
|
|
|
|
|
Revenue
|
$
-
|
$
-
|
$
-
|
$
-
|
|
|
|
|
|
Operating Expenses
|
|
|
|
|
Consulting
services
|
106,102
|
6,121
|
310,899
|
11,823
|
Corporate
support services
|
466
|
572
|
941
|
1,142
|
Exploration
and evaluation
|
3,190
|
-
|
3,190
|
-
|
Mineral
option fees
|
25,012
|
25,000
|
49,988
|
49,988
|
Office,
foreign exchange and sundry
|
2,897
|
3,756
|
3,801
|
8,117
|
Professional
fees
|
16,812
|
8,311
|
21,526
|
23,878
|
Transfer
and filing fees
|
3,008
|
3,084
|
17,325
|
19,411
|
|
157,487
|
46,844
|
407,670
|
114,359
|
|
|
|
|
|
Operating Loss
|
(157,487
)
|
(46,844
)
|
(407,670
)
|
(114,359
)
|
|
|
|
|
|
Other Income (Expenses)
|
|
|
|
|
Interest,
bank and finance charges
|
(11,270
)
|
(7,073
)
|
(22,045
)
|
(13,649
)
|
Other
income (Penalties)
|
-
|
20,113
|
-
|
(20,113
)
|
Total
other expenses
|
(11,270
)
|
13,040
|
(22,045
)
|
(33,762
)
|
|
|
|
|
|
Net Loss
|
$
(168,757
)
|
$
(33,804
)
|
$
(429,715
)
|
$
(148,121
)
|
|
|
|
|
|
Basic And Diluted Net Loss Per Common Share
|
$
(0.00
)
|
$
(0.00
)
|
$
(0.01
)
|
$
(0.00
)
|
|
|
|
|
|
Weighted Average Number Of Common Shares Outstanding – Basic
and Diluted
|
49,127,825
|
49,127,825
|
49,127,825
|
49,127,825
|
|
SIX MONTHS ENDED
|
|
|
JUNE 30
|
|
|
2017
|
2016
|
|
|
|
Operating Activities
|
|
|
Net
loss
|
$
(429,715
)
|
$
(148,121
)
|
Adjustments
to reconcile net loss to net cash used in operating
activities:
|
|
|
Foreign
exchange loss
|
938
|
1,720
|
Stock
options issued for services
|
298,844
|
-
|
Changes
in operating assets and liabilities:
|
|
|
Accounts
payable and accrued liabilities
|
26,072
|
48,644
|
Due
to related parties
|
49,988
|
49,988
|
Accrued
interest payable
|
21,803
|
13,434
|
Net
cash used in operating activities
|
(32,070
)
|
(34,335
)
|
|
|
|
Financing Activities
|
|
|
Repayment
of loans payable
|
(10,000
)
|
(10,000
)
|
Proceeds
from loans payable – related party
|
55,000
|
45,000
|
Net cash provided
by financing activities
|
45,000
|
35,000
|
|
|
|
Net Increase In Cash
|
12,930
|
665
|
|
|
|
Cash, Beginning Of Period
|
5,134
|
12,456
|
|
|
|
Cash, End Of Period
|
$
18,064
|
$
13,121
|
|
|
|
Supplemental Disclosure Of Cash Flow Information
|
|
|
Cash
paid during the period for:
|
|
|
Interest
|
$
-
|
$
-
|
Income
taxes
|
$
-
|
$
-
|
|
|
|
Non-cash Financing Activity
|
|
|
Expenses
paid by related party on behalf of the Company
|
$
41,898
|
$
38,515
|
1.
|
BASIS OF PRESENTATION AND NATURE OF OPERATIONS
|
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
3.
|
MINERAL PROPERTY INTEREST
|
3.
|
MINERAL PROPERTY INTEREST
(Continued)
|
4.
|
CAPITAL STOCK
|
|
Options
|
|
|
|
|
|
|
|
Issued
|
Vested
|
Exercise
Price
|
Weighted Average
Exercise Price
|
Weighted Average Life
Remaining (Years)
|
Expiry
Date
|
Intrinsic
Value
|
Balance
December 31,
2016
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Issued
|
9,500,000
|
2,375,000
|
$
0.06
|
$
0.06
|
5.0
|
February 14,
2022
|
-
|
Expired
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Exercised
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Balance
June
30,
2017
|
9,500,000
|
2,375,000
|
$
0.06
|
$
0.06
|
4.63
|
February 14,
2022
|
-
|
|
Number of
Warrants
|
Exercise
Price
|
Weighted Average
Exercise Price
|
Weighted Average Life
Remaining (Years)
|
Expiry
Date
|
Intrinsic
Value
|
Balance December
31, 2016
|
3,336,060
|
$
0.02
|
$
0.02
|
3.86
|
November 19,
2020
|
$
66,721
|
Issued
|
-
|
-
|
-
|
-
|
-
|
-
|
Expired
|
-
|
-
|
-
|
-
|
-
|
-
|
Exercised
|
-
|
-
|
-
|
-
|
-
|
-
|
Balance outstanding
and exercisable at June 30, 2017
|
3,336,060
|
$
0.02
|
$
0.02
|
3.36
|
November 19,
2020
|
$
0
|
5.
|
LOANS PAYABLE
|
6.
|
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE
|
7.
|
CONTRACTUAL OBLIGATIONS AND COMMITMENTS
|
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)
|
Rubicon
|
$
40,000
|
Hydrogeologica
|
$
135,000
|
Tierra
|
$
75,000
|
State
/ NDEP
|
$
0
|
Total
|
$
250,000
|
Site
and Surface Preparation
|
$
100,000
|
Equipment
and Mining Materials
|
$
500,000
|
Underground
Rehab & Preliminary Mine Development
|
$
110,000
|
Ore
Grade Control
|
$
50,000
|
Red
Hill's Vein Zone Work
|
$
270,000
|
General
Corporate and Administration Fees
|
$
720,000
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(Continued)
|
|
Three
Months Ended June 30
|
Change
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Revenue
|
$
-
|
$
-
|
$
-
|
-
|
Operating
Expenses
|
157,487
|
46,844
|
110,643
|
236
%
|
Operating
Loss
|
(157,487
)
|
(46,844
)
|
(110,643
)
|
236
%
|
Other
Income (Expense)
|
(11,270
)
|
13,040
|
(24,310
)
|
(186
%)
|
Net
Loss
|
(168,757
)
|
$
(33,804
)
|
(134,953
)
|
399
%
|
|
Six
Months Ended June 30
|
Change
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Revenue
|
$
-
|
$
-
|
$
-
|
-
|
Operating
Expenses
|
407,670
|
114,359
|
293,311
|
256
%
|
Operating
Loss
|
(407,670
)
|
(114,359
)
|
(293,311
)
|
256
%
|
Other
Income (Expense)
|
(22,045
)
|
(33,762
)
|
11,717
|
(35
%)
|
Net
Loss
|
(429,715
)
|
(148,121
)
|
(281,594
)
|
190
%
|
|
Three
Months Ended June 30
|
Increase/(Decrease)
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Consulting
services
|
$
106,102
|
$
6,121
|
$
99,981
|
1,633
%
|
Exploration
and evaluation
|
$
3,190
|
$
-
|
$
3,190
|
-
|
Professional
fees
|
$
16,812
|
$
8,311
|
$
8,501
|
102
%
|
Interest,
bank and finance charges
|
$
11,270
|
$
7,073
|
$
4,197
|
59
%
|
Other
income (penalties)
|
$
-
|
$
(20,113
)
|
$
20,113
|
(100
%)
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(Continued)
|
|
Six
Months Ended June 30
|
Increase/(Decrease)
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Consulting
services
|
$
310,899
|
$
11,823
|
$
299,076
|
2,530
%
|
Exploration
and evaluation
|
$
3,190
|
$
-
|
$
3,190
|
-
|
Office,
foreign exchange and sundry
|
$
3,801
|
$
8,117
|
$
(4,316
)
|
(53
%)
|
Interest,
bank and finance charges
|
$
22,045
|
$
13,649
|
$
8,396
|
62
%
|
Other
(income) penalties
|
$
-
|
$
20,113
|
$
(20,113
)
|
(100
%)
|
|
|
Change
|
||
|
June
30, 2017
|
December
31, 2016
|
Amount
|
Percentage
|
Cash
|
$
18,064
|
$
5,134
|
$
12,930
|
252
%
|
Accounts
payable and accrued liabilities
|
$
3,190
|
$
19,016
|
$
(15,826
)
|
(83
%)
|
Due
to related parties and accrued interest
|
$
929,112
|
$
762,117
|
$
166,995
|
22
%
|
Loans
payable and accrued interest
|
$
54,942
|
$
62,310
|
$
(7,368
)
|
(12
%)
|
Additional
paid-in capital
|
$
1,368,908
|
$
1,070,064
|
$
298,844
|
28
%
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(Continued)
|
|
|
Increase/(Decrease)
|
||
|
June
30, 2017
|
December
31, 2016
|
Amount
|
Percentage
|
Current
Assets
|
$
18,064
|
$
5,134
|
$
12,930
|
252
%
|
Current
Liabilities
|
987,244
|
843,443
|
143,801
|
17
%
|
Working
Capital Deficiency
|
$
(969,180
)
|
$
(838,309
)
|
$
(130,871
)
|
16
%
|
|
Six
Months Ended June 30
|
Increase/(Decrease)
|
||
|
2017
|
2016
|
Amount
|
Percentage
|
Cash
Flows Provided By (Used In):
|
|
|
|
|
Operating
Activities
|
$
(32,070
)
|
(34,335
)
|
2,265
|
(7
%)
|
Financing
Activities
|
45,000
|
35,000
|
10,000
|
29
%
|
Net
increase in cash
|
$
12,930
|
665
|
12,265
|
1,844
%
|
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
|
|
LODE-STAR GOLD INC.
|
|
|
|
|
|
|
|
BY
|
“Mark Walmesley”
|
|
|
|
Mark Walmesley
|
|
|
|
President, Principal Executive Officer, Treasurer, Principal
Financial Officer, and Principal Accounting Officer
|
|
|
|
|
|
Signature
|
Title
|
Date
|
|
|
|
/s/ Mark Walmesley
|
Director, President, Chief Executive Officer and Chief Financial
Officer
|
August
14
, 2017
|
Mark Walmesley
|
|
|
|
|
|
|
|
|
/s/
Thomas
Temkin
|
Director and Chief Operating Officer
|
August 14
, 2017
|
Thomas Temkin
|
|
|
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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