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Share Name | Share Symbol | Market | Type |
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RTCore Inc (CE) | USOTC:RTME | OTCMarkets | Common Stock |
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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15 (d) of
Securities Exchange Act of 1934
For the Period ended August 31, 2007
Commission File Number 333-140900
RITE TIME MINING INC.
(Name of small business issuer in its charter)
Nevada 20-4856983 (State of incorporation) (IRS Employer ID Number) 47395 Monroe Street #274 Indio, CA 92201 (760)393-8009 (Address and telephone number of principal executive offices) Joseph I. Emas 1224 Washington Avenue Miami Beach, FL 33139 Phone(305)531-1174 Fax(305)531-1274 (Name, address and telephone number of agent for service) |
Check whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes [X] No [ ]
Check whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]
There were 2,750,000 shares of Common Stock outstanding as of August 31, 2007.
ITEM 1. FINANCIAL STATEMENTS
The un-audited quarterly financial statements for the period ended August 31, 2007, prepared by the company, immediately follow.
Rite Time Mining, Inc.
(A development stage company)
Balance Sheet
As of As of quarter ended Year Ended 8/31/2007 11/30/06 --------- -------- Audited ASSETS Current Assets Cash $ 23,638 $ 4,854 -------- -------- Total Current Assets 23,638 4,854 Fixed Asstes Total Fixed Assets -- -- -------- -------- Total Assets $ 23,638 $ 4,854 ======== ======== LIABILITIES Current Liabilities $ 5,000 $ -- -------- -------- Total Current Liabilities 5,000 -- -------- -------- Long term Liabilities -- -- -------- -------- Total Liabilities $ 5,000 $ -- ======== ======== EQUITY Additional Paid in Capital $ 29,750 $ 6,000 Common Stock par value 0.001 per share, 75,000,000 Shares authorized 2,750,000 shares Issued and outstanding 2,750 1,500 Retained Earnings (2,646) (13,862) Net Income (11,216) -- -------- -------- Total Stockholders Equity 18,638 (6,362) -------- -------- TOTAL LIABILITIES AND SHAREHOLDERS EQUITY $ 23,638 $ (6,362) ======== ======== |
The accompanying notes are an integral part of these financial statements.
Rite Time Mining, Inc.
(A development stage company)
Income Statement
Inception Through Current Quarter Three Months Ended Nine Months Ended Ended 8/31/2007 8/31/2007 8/31/2007 ----------- ----------- ----------- Revenue $ -- $ -- $ -- ----------- ----------- ----------- Expenses Accounting & Legal Fees 1,100 4,000 4,000 Bank Service Charge 36 148 172 Incorporation 850 Licenses and Permits 100 200 Minersl Expenditures 750 4,250 5,660 Office Expense 365 1,369 1,635 Professional Fees 850 850 Transfer Agent fees 500 500 ----------- ----------- ----------- Total Expenses 2,251 11,217 13,867 Other Income (expenses) Recognition of an Impairment Loss (Mineral Claims) -- -- -- ----------- ----------- ----------- Income Interest Income -- 1 5 ----------- ----------- ----------- Net Income (Loss) $ (2,251) $ (11,216) $ (13,862) =========== =========== =========== Basic & Diluted (Loss) per Share $ -- $ -- =========== =========== Weighted Average Number of Shares 2,750,000 2,202,682 =========== =========== |
The accompanying notes are an integral part of these financial statements.
Rite Time Mining, Inc.
(A development stage company)
Statement of Stockholder's Equity
From Inception May 3, 2006 to Current quarter ended August 31, 2007
Deficit Accumulated During Common Stock Paid in Development Total Shares Amount Capital Stage Equity ------ ------ ------- ----- ------ Shares issued to founders at $0.005 per share, par value .0001 1,500,000 $ 1,500 $ 6,000 $ $ 7,500 Net (Loss) for period (2,646) (2,646) ---------- ------- ------- -------- -------- Balance, November 30, 2006 1,500,000 1,500 6,000 (2,646) 4,854 Common Shares issued for Cash between 12/1/2006 to 2/28/2007 No shares were issued this period -- -- -- Net (Loss) (6,780) (6,780) ---------- ------- ------- -------- -------- BALANCE, FEBRUARY 28, 2007 1,500,000 1,500 6,000 (9,426) (1,926) Common Shares issued for Cash between 3/1/2007 to 5/31/2007 1,250,000 1,250 23,750 25,000 Net (Loss) (2,185) (2,185) ---------- ------- ------- -------- -------- BALANCE, MAY 31, 2007 2,750,000 2,750 29,750 (11,611) 20,889 Common Shares issued for Cash between 6/1/2007 to 8/31/2007 Net (Loss) (2,251) (2,251) ---------- ------- ------- -------- -------- BALANCE, AUGUST 31, 2007 2,750,000 $ 2,750 $29,750 $(13,862) $ 18,638 ========== ======= ======= ======== ======== |
The accompanying notes are an integral part of these financial statements.
Rite Time Mining, Inc.
(A development stage company)
Statement of Cash Flows
Inception Through Current Quarter Three Months Ended Nine Months Ended Ended 8/31/2007 8/31/2007 8/31/2007 ----------- ----------- ----------- CASH FLOW FROM OPERATING ACTIVITIES Net Income (Loss) $ (2,251) $(11,216) $(13,862) -------- -------- -------- NET CASH FROM OPERATING ACTIVITIES (2,251) (11,216) (13,862) Net Cash After Operating Activities (2,251) (11,216) (13,862) CASH FLOW FROM INVESTING ACTIVITIES NET CASH FROM FINANCING ACTIVITIES -- 5,000 5,000 -------- -------- -------- Net Cash after Operating and Financial Activities (2,251) (6,216) (8,862) CASH FLOW FROM FINANCING ACTIVITIES Shares Issued at Founders, @ $0.005 Per Share -- -- 7,500 1,250,000 Shares Issued @ .02 Per Share -- 25,000 25,000 -------- -------- -------- NET CASH FROM INVESTING ACTIVITIES -- 25,000 32,500 Net Cash After Operating, Financial and Investing Activities (2,251) 18,784 23,638 -------- -------- -------- Cash at Beginning of Period 25,889 4,854 -- -------- -------- -------- CASH AT END OF PERIOD $ 23,638 $ 23,638 $ 23,638 ======== ======== ======== |
The accompanying notes are an integral part of these financial statements.
RITE TIME MINING CORP.
(AN EXPLORATION STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
August 31, 2007
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS
Rite Time Mining Corp. (the Company) was incorporated on May 3, 2006 under the laws of the State of Nevada. The Company is primarily engaged in the acquisition and exploration of mining properties.
The Company has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations. Upon the location of commercially mineable reserves, the Company plans to prepare for mineral extraction and enter the development stage.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The Company reports revenue and expenses using the accrual method of accounting for financial and tax reporting purposes.
USE OF ESTIMATES
Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses.
PRO FORMA COMPENSATION EXPENSE
No stock options have been issued by Rite Time Mining Corp. Accordingly; no pro forma compensation expense is reported in these financial statements.
MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS
The Company expenses all costs related to the acquisition and exploration of mineral properties in which it has secured exploration rights prior to establishment of proven and probable reserves. To date, the Company has not established the commercial feasibility of any exploration prospects; therefore, all costs are being expensed.
DEPRECIATION, AMORTIZATION AND CAPITALIZATION
The Company records depreciation and amortization, when appropriate, using both straight-line and declining balance methods over the estimated useful life of the assets (five to seven years). Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired,
RITE TIME MINING CORP.
(AN EXPLORATION STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
August 31, 2007
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
together with the related accumulated Depreciation is removed from the appropriate accounts and the resultant gain or loss is included in net income.
INCOME TAXES
The Company accounts for its income taxes in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes". Under Statement 109, a liability method is used whereby deferred tax assets and liabilities are determined based on temporary differences between basis used for financial reporting and income tax reporting purposes. Income taxes are provided based on tax rates in effect at the time such temporary differences are expected to reverse. A valuation allowance is provided for certain deferred tax assets if it is more likely than not, that the Company will not realize the tax assets through future operations.
FAIR VALUE OF FINANCIAL INSTRUMENTS
Financial accounting Standards Statement No. 107, "Disclosures about Fair Value of Financial Instruments", requires the Company to disclose, when reasonably attainable, the fair market values of its assets and liabilities which are deemed to be financial instruments. The Company's financial instruments consist primarily of cash and certain investments.
INVESTMENTS
Investments that are purchased in other companies are valued at cost less any impairment in the value that is other than temporary in nature.
PER SHARE INFORMATION
The Company computes per share information by dividing the net loss for the period presented by the weighted average number of shares outstanding during such period.
NOTE 3 - PROVISION FOR INCOME TAXES
The provision for income taxes for the period ended August 31, 2007 represents the minimum state income tax expense of the Company, which is not considered significant. |
RITE TIME MINING CORP.
(AN EXPLORATION STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
August 31, 2007
NOTE 4 - COMMITMENTS AND CONTINGENCIES
LITIGATION
The Company is not presently involved in any litigation.
NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
Recently issued accounting pronouncements will have no significant impact on the Company and its reporting methods.
NOTE 6 - GOING CONCERN
Future issuances of the Company's equity or debt securities will be required in order for the Company to continue to finance its operations and continue as a going concern. The Company's present revenues are insufficient to meet operating expenses.
The consolidated financial statements of the Company have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred cumulative net losses of $ 13,862 since its inception and requires capital for its contemplated operational and marketing activities to take place. The Company's ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company's ability to continue as a going concern. The consolidated financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.
NOTE 7 - RELATED PARTY TRANSACTIONS
Linda Farrell, the sole officer and director of the Company may, in the future, become involved in other business opportunities as they become available, thus she may face a conflict in selecting between the Company and her other business opportunities. The Company has not formulated a policy for the resolution of such conflicts.
While the Company is seeking additional capital, Ms. Farrell has advanced funds to the Company to pay for any costs incurred by it. These funds are interest free. The balance due Ms. Farrell was $5,000 on August 31, 2007.
RITE TIME MINING CORP.
(AN EXPLORATION STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
August 31, 2007
NOTE 8 - STOCK TRANSACTIONS
Transactions, other than employees' stock issuance, are in accordance with paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair value of the consideration received. Transactions with employees' stock issuance are in accordance with paragraphs (16-44) of SFAS 123. These issuances shall be accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, or whichever is more readily determinable.
On August 4, 2006 the Company issued a total of 1,500,000 shares of common stock to one director for cash in the amount of $0.005 per share for a total of $7,500.
On March 29, 2007 the Company issued a total of 795,000 shares of common stock for cash in the amount of $0 .02 per share for a total of $15,900.
On April 3, 2007 the Company issued a total of 80,000 shares of common stock for cash in the amount of $0 .02 per share for a total of $1,600.
On April 4, 2007 the Company issued a total of 200,000 shares of common stock for cash in the amount of $0 .02 per share for a total of $4,000
On April 16, 2007 the Company issued a total of 175,000 shares of common stock for cash in the amount of $0 .02 per share for a total of $3,500
As of August 31, 2007 the Company had 2,750,000 shares of common stock issued and outstanding.
NOTE 9 - STOCKHOLDERS' EQUITY
The stockholders' equity section of the Company contains the following classes of capital stock as of August 31. 2007:
Common stock, $ 0.001 par value: 75,000,000 shares authorized; 2,750,000 shares issued and outstanding.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
RESULTS OF OPERATIONS
We are still in our exploration stage and have generated no revenues to date.
We incurred operating expenses of $2,251 for the three months ended August 31, 2007. These expenses consisted of general operating expenses and professional fees incurred in connection with the day to day operation of our business and the preparation and filing of our periodic reports.
As of August 31, 2007 there was $5,000 owed to the officer and director of the company, for which there is no specific terms of repayment.
Our net loss from inception through August 31, 2007 was $11,216.
Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated revenues and no revenues are anticipated until we begin removing and selling minerals. There is no assurance we will ever reach that point.
LIQUIDITY AND CAPITAL RESOURCES
Our current cash balance is $23,638. If we experience a shortage of funds during our exploration stage our director has informally agreed to advance funds to allow us to pay for operating expenses and filing fees for our required reports, however our director has no formal commitment, arrangement or legal obligation to advance or loan funds to us.
We registered 1,250,000 shares of our common stock pursuant to an SB-2 Registration Statement filed with the SEC under file number 333-140900. The registration statement became effective on March 19, 2007. During March and April 2007 we completed the offering for total proceeds of $25,000.
Prior to the offering we had sold $7,500 in equity securities to our director to pay for our operations.
OFF-BALANCE SHEET ARRANGEMENTS
We have no off-balance sheet arrangements.
PLAN OF OPERATION
The consulting geologist, James McLeod completed the field work required for Phase 1 of our exploration program on the Jeannie 1-4 Mineral Claims in August 2007. He is currently awaiting the results from the assay laboratory and will then prepare his report and recommendations for further exploration. The cost of Phase 1 is $7,000. In addition to the Phase 1 costs, we anticipate spending an additional $13,000 on professional fees, including fees payable in connection with complying with reporting obligations, and general administrative costs. Total expenditures over the next 12 months are therefore expected to be approximately $20,000.
If the results of Phase 1 are favorable, we intend to proceed with phase two of our exploration program if we are able to raise the funds necessary. The estimated cost of this program is $14,000 and will take approximately 10 days to complete and an additional two months for the consulting geologist to receive the results from the assay lab and prepare his report.
PHASE 2
Magnetometer and VLF electromagnetic, grid controlled surveys over the areas of interest determined by the Phase 1 survey. Included in this estimated cost is transportation, accommodation, board, grid installation, two geophysical surveys, maps and report $ 14,000
Following phase two of the exploration program, if it proves successful in identifying mineral deposits, we intend to proceed with phase three of our exploration program if we are able to raise the funds necessary. The estimated cost of this program is $40,000 and will take approximately 2 weeks to complete and an additional two months for the consulting geologist to receive the results from the assay lab and prepare his report.
PHASE 3
Induced polarization survey over grid controlled anomalous areas of interest outlined by Phase 1&2 fieldwork. Hoe or bulldozer trenching, mapping and sampling of bedrock anomalies. Includes assays, detailed maps and reports $ 40,000
Subject to financing, we anticipate commencing the second phase of our exploration program in spring 2008 and the third phase in summer 2008. We have a verbal agreement with James McLeod, the consulting geologist who prepared the geology report on our claim, to retain his services for the second and third phases of the exploration program. We will require additional funding to proceed with phase two and any subsequent work on the claim, we have no current plans on how to raise the additional funding.
CRITICAL ACCOUNTING POLICIES
The un-audited financial statements as of August 31, 2007 included herein have been prepared without audit pursuant to the rules and regulations of the U.S. Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with general accepted accounting procedures have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. It is suggested that these financial statements be read in conjunction with our November 30, 2006 audited financial statements and notes thereto, which can be found in our Form SB-2 Registration Statement on the SEC website at www.sec.gov under our SEC File Number 333-140900.
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States. Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates which have been made using careful judgment.
BASIS OF PRESENTATION
The Company reports revenue and expenses using the accrual method of accounting for financial and tax reporting purposes.
USE OF ESTIMATES
Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses.
PRO FORMA COMPENSATION EXPENSE
No stock options have been issued by Rite Time Mining Corp. Accordingly; no pro forma compensation expense is reported in these financial statements.
MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS
The Company expenses all costs related to the acquisition and exploration of mineral properties in which it has secured exploration rights prior to establishment of proven and probable reserves. To date, the Company has not established the commercial feasibility of any exploration prospects; therefore, all costs are being expensed.
DEPRECIATION, AMORTIZATION AND CAPITALIZATION
The Company records depreciation and amortization, when appropriate, using both straight-line and declining balance methods over the estimated useful life of the assets (five to seven years). Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired, together with the related accumulated
Depreciation is removed from the appropriate accounts and the resultant gain or loss is included in net income.
INCOME TAXES
The Company accounts for its income taxes in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes". Under Statement 109, a liability method is used whereby deferred tax assets and liabilities are determined based on temporary differences between basis used for financial reporting and income tax reporting purposes. Income taxes are provided based on tax rates in effect at the time such temporary differences are expected to reverse. A valuation allowance is provided for certain deferred tax assets if it is more likely than not, that the Company will not realize the tax assets through future operations.
FAIR VALUE OF FINANCIAL INSTRUMENTS
Financial accounting Standards Statement No. 107, "Disclosures about Fair Value of Financial Instruments", requires the Company to disclose, when reasonably attainable, the fair market values of its assets and liabilities which are deemed to be financial instruments. The Company's financial instruments consist primarily of cash and certain investments.
INVESTMENTS
Investments that are purchased in other companies are valued at cost less any impairment in the value that is other than temporary in nature.
PER SHARE INFORMATION
The Company computes per share information by dividing the net loss for the period presented by the weighted average number of shares outstanding during such period.
FORWARD LOOKING STATEMENTS
Some of the statements contained in this Form 10-QSB that are not historical facts are "forward-looking statements" which can be identified by the use of terminology such as "estimates," "projects," "plans," "believes," "expects," "anticipates," "intends," or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Form 10-QSB, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events.
All written forward-looking statements made in connection with this Form 10-QSB that are attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward-looking statements.
The safe harbors of forward-looking statements provided by the Securities Litigation Reform Act of 1995 are unavailable to issuers not subject to the reporting requirements set forth under Section 13(a) or 15(D) of the Securities Exchange Act of 1934, as amended. As we have not registered our securities pursuant to Section 12 of the Exchange Act, such safe harbors set forth under the Reform Act are unavailable to us.
ITEM 3. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
Under the supervision and with the participation of our management, including our principal executive officer and the principal financial officer, we have conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the end of the period covered by this report. Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were effective such that the material information required to be included in our Securities and Exchange Commission reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, particularly during the period when this report was being prepared.
Additionally, there were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the evaluation date. We have no identified any significant deficiencies or material weaknesses in our internal controls, and therefore there were no corrective actions taken.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS
The following exhibits are included with this quarterly filing. Those marked with an asterisk and required to be filed hereunder, are incorporated by reference and can be found in their entirety in our original Form SB-2 Registration Statement, filed under SEC File Number 333-140900, at the SEC website at www.sec.gov:
Exhibit No. Description ----------- ----------- 3.1 Articles of Incorporation* 3.2 Bylaws* 31.1 Sec. 302 Certification of Principal Executive Officer 31.2 Sec. 302 Certification of Principal Financial Officer 32.1 Sec. 906 Certification of Principal Executive Officer 32.2 Sec. 906 Certification of Principal Financial Officer |
SIGNATURES
Pursuant to the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
October 1, 2007 Rite Time Mining, Inc., Registrant By: /s/ Linda Farrell --------------------------------------------- Linda Farrell, President and Chief Executive Officer |
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
October 1, 2007 Rite Time Mining, Inc., Registrant By: /s/ Linda Farrell --------------------------------------------- Linda Farrell, President, Chief Executive Officer, Treasurer, Chief Financial Officer, and Principal Accounting Officer |
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