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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 SEPTEMBER 30,
2018
|
|
|
☐
|
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
|
2
|
|
|
Balance Sheets as of September 30, 2018 and December 31, 2017
(unaudited)
|
4
|
|
|
Statements of Operations for the Three Months and Nine Months ended
September 30, 2018 and 2017 (unaudited)
|
5
|
|
|
Statements of Cash Flows for the Nine Months ended September 30,
2018 and 2017 (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
|
|
|
15
|
Item 1A. Risk Factors
|
|
|
|
Item 2. Unregistered Sales
of Equity Securities and Use of Proceeds
|
16
|
|
|
Item 6. Exhibits
|
16
|
|
|
SIGNATURES
|
17
|
|
THREE MONTHS ENDED
|
NINE MONTHS ENDED
|
||
|
SEPTEMBER 30
|
SEPTEMBER 30
|
||
|
2018
|
2017
|
2018
|
2017
|
|
|
|
|
|
Revenue
|
$
-
|
$
-
|
$
-
|
$
-
|
|
|
|
|
|
Operating Expenses
|
|
|
|
|
Consulting
services
|
14,585
|
100,659
|
75,005
|
411,558
|
Corporate
support services
|
483
|
499
|
1,446
|
1,440
|
Exploration
and evaluation
|
-
|
-
|
-
|
3,190
|
Mineral
option fees
|
25,012
|
25,012
|
75,000
|
75,000
|
Office,
foreign exchange and sundry
|
3,702
|
1,799
|
14,902
|
5,600
|
Professional
fees
|
10,305
|
12,316
|
39,895
|
33,842
|
Transfer
and filing fees
|
2,141
|
1,909
|
20,668
|
19,234
|
Total
operating expenses
|
56,228
|
142,194
|
226,916
|
549,864
|
|
|
|
|
|
Operating Loss
|
(56,228
)
|
(142,194
)
|
(226,916
)
|
(549,864
)
|
|
|
|
|
|
Other Expenses
|
|
|
|
|
Interest,
bank and finance charges
|
(14,046
)
|
(11,600
)
|
(42,510
)
|
(33,645
)
|
|
|
|
|
|
Net Loss
|
$
(70,274
)
|
$
(153,794
)
|
$
(269,426
)
|
$
(583,509
)
|
|
|
|
|
|
Basic and Diluted Net Loss Per Common Share
|
$
(0.00
)
|
$
(0.00
)
|
$
(0.01
)
|
$
(0.01
)
|
|
|
|
|
|
Weighted Average Number of Common Shares Outstanding – Basic
and Diluted
|
49,127,825
|
49,127,825
|
49,127,825
|
49,127,825
|
|
NINE MONTHS ENDED
|
|
|
SEPTEMBER 30
|
|
|
2018
|
2017
|
|
|
|
Operating Activities
|
|
|
Net
loss
|
$
(269,426
)
|
$
(583,509
)
|
Adjustments
to reconcile net loss to net cash used in operating
activities:
|
|
|
Foreign
exchange loss
|
931
|
2,103
|
Stock
options issued for services
|
56,572
|
393,565
|
Changes
in operating assets and liabilities:
|
|
|
Prepaid
fees
|
663
|
-
|
Accounts
payable and accrued liabilities
|
35,010
|
36,465
|
Due
to related parties
|
75,000
|
75,000
|
Accrued
interest payable
|
42,039
|
33,407
|
Net
cash used in operating activities
|
(59,211
)
|
(42,969
)
|
|
|
|
Financing Activities
|
|
|
Repayment
of loans payable
|
(15,000
)
|
(15,000
)
|
Proceeds
from loans payable – related party
|
90,000
|
55,000
|
Net cash provided
by financing activities
|
75,000
|
40,000
|
|
|
|
Net Increase (Decrease) in Cash
|
15,789
|
(2,969
)
|
|
|
|
Cash, Beginning of Period
|
818
|
5,134
|
|
|
|
Cash, End of Period
|
$
16,607
|
$
2,165
|
|
|
|
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
|
$
34,355
|
$
53,987
|
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
|
|
|
|
|
Weighted
|
|
|
|
|
|
|
Weighted
|
Average
|
|
|
|
|
|
|
Average
|
Life
|
|
|
|
|
Options
|
Exercise
|
Exercise
|
Remaining
|
Expiry
|
Intrinsic
|
|
|
Issued
|
Vested
|
Price
|
Price
|
(Years)
|
Date
|
Value
|
Balance December
31, 2017
|
9,500,000
|
4,750,000
|
$
0.06
|
$
0.06
|
4.12
|
February 14,
2022
|
$
-
|
Issued
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Expired
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Exercised
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Vested
|
-
|
4,750,000
|
$
0.06
|
$
0.06
|
-
|
February 14,
2022
|
-
|
Balance
September 30, 2018
|
9,500,000
|
9,500,000
|
$
0.06
|
$
0.06
|
3.38
|
February 14, 2022
|
$
-
|
4.
|
CAPITAL STOCK
(Continued)
|
|
Number of
Warrants
|
Exercise
Price
|
Weighted Average
Exercise Price
|
Weighted Average Life
Remaining (Years)
|
Expiry
Date
|
Intrinsic
Value
|
Balance December
31, 2017
|
3,336,060
|
$
0.02
|
$
0.02
|
2.88
|
November 19,
2020
|
$
40,033
|
Issued
|
-
|
-
|
-
|
-
|
-
|
-
|
Expired
|
-
|
-
|
-
|
-
|
-
|
-
|
Exercised
|
-
|
-
|
-
|
-
|
-
|
-
|
Balance
outstanding and exercisable at September 30, 2018
|
3,336,060
|
$
0.02
|
$
0.02
|
2.13
|
November
19, 2020
|
$
43,369
|
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)
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(Continued)
|
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
|
|
Three Months Ended September 30
|
Change
|
||
|
2018
|
2017
|
Amount
|
Percentage
|
|
$
|
$
|
$
|
|
Revenue
|
-
|
-
|
-
|
-
|
Operating
Expenses
|
56,228
|
142,194
|
(85,966
)
|
(60
%)
|
Operating
Loss
|
(56,228
)
|
(142,194
)
|
85,966
|
(60
%)
|
Other
Income (Expense)
|
(14,046
)
|
(11,600
)
|
(2,446
)
|
21
%
|
Net
Loss
|
(70,274
)
|
(153,794
)
|
83,520
|
(54
%)
|
|
Nine Months Ended S
eptember
30
|
Change
|
||
|
2018
|
2017
|
Amount
|
Percentage
|
|
$
|
$
|
$
|
|
Revenue
|
-
|
-
|
-
|
-
|
Operating
Expenses
|
226,916
|
549,864
|
(322,948
)
|
(59
%)
|
Operating
Loss
|
(226,916
)
|
(549,864
)
|
322,948
|
(59
%)
|
Other
Income (Expense)
|
(42,510
)
|
(33,645
)
|
(8,865
)
|
26
%
|
Net
Loss
|
(269,426
)
|
(583,509
)
|
314,083
|
54
%
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(Continued)
|
|
Three Months Ended September 30
|
Increase/(Decrease)
|
||
|
2018
|
2017
|
Amount
|
Percentage
|
Consulting
services
|
14,585
|
100,659
|
(86,074
)
|
(86
%)
|
Office,
foreign exchange and sundry
|
3,702
|
1,799
|
1,903
|
106
%
|
Professional
fees
|
10,305
|
12,316
|
(2,011
)
|
(16
%)
|
Interest,
bank and finance charges
|
14,046
|
11,600
|
2,446
|
21
%
|
|
Nine Months Ended September 30
|
Increase/(Decrease)
|
||
|
2018
|
2017
|
Amount
|
Percentage
|
Cash
Flows Provided By (Used In):
|
|
|
|
|
Operating
Activities
|
$
(59,211
)
|
$
(42,969
)
|
$
(16,242
)
|
38
%
|
Financing
Activities
|
$
75,000
|
$
40,000
|
$
35,000
|
88
%
|
Net
increase in cash
|
$
15,789
|
$
(2,969
)
|
$
18,758
|
632
%
|
|
|
Change
|
||
|
September 30, 2018
|
December 31, 2017
|
Amount
|
Percentage
|
Cash
|
$
16,607
|
$
818
|
$
15,789
|
1,930
%
|
Due
to related parties and accrued interest
|
$
1,276,304
|
$
1,036,569
|
$
239,735
|
23
%
|
Loans
payable and accrued interest
|
$
34,645
|
$
47,055
|
$
(12,410
)
|
(26
%)
|
Additional
paid-in capital
|
$
1,569,444
|
$
1,512,872
|
$
56,572
|
4
%
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(Continued)
|
|
|
Increase/(Decrease)
|
||
|
September 30, 2018
|
December 31, 2017
|
Amount
|
Percentage
|
Current
Assets
|
$
19,668
|
$
4,543
|
$
15,125
|
333
%
|
Current
Liabilities
|
$
1,319,651
|
$
1,091,672
|
$
227,979
|
21
%
|
Working
Capital Deficiency
|
$
(1,299,983
)
|
$
(1,087,129
)
|
$
(212,854
)
|
20
%
|
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
|
November 12, 2018
|
Mark Walmesley
|
|
|
|
|
|
|
|
|
/s/
Thomas
Temkin
|
Director and Chief Operating Officer
|
November 12 2018
|
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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