UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended August 31, 1999
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( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File number 0-25707
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THE BRALORNE MINING COMPANY
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(Exact name of registrant as specified in charter)
Nevada 91-1948355
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
114 - 2274 Folkestone Way
West Vancouver, BC, Canada V7S 2X7
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(Address of principal executive offices) (Zip Code)
1-604-926-3839
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Registrant's telephone number, including area code
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(Former name, address, and fiscal year, if changed since last report)
Indicate by check mark 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), Yes [X] No [ ] and ( ) has been
subject to filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the last practicable date.
Class Outstanding as of October 4, 1999
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Common Stock, $0.001 per share 11,040,050
<PAGE>
INDEX
Page
PART 1. Number
------
ITEM 1. Financial Statements (unaudited)........................... 3
Balance Sheet as at August 31, 1999........................ 4
Statement of Operations
For the three months ended August 31, 1999 and for
the period from December 2, 1998 (Date of
Incorporation) to August 31, 1999...................... 5
Statement of Changes in Shareholders' Equity
For the period from December 2, 1998 (Date of
Incorporation) to August 31, 1999...................... 6
Statement of Cash Flows
For the three months ended August 31, 1999 and for
the period from December 2, 1998 (Date of
Incorporation) to August 31, 1999...................... 7
Notes to the Financial Statements.......................... 8
ITEM 2. Plan of Operations......................................... 11
PART 11 Signatures................................................. 12
2
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PART 1 - FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
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The accompanying balance sheet of The Bralorne Mining Company (an exploration
stage company) at August 31, 1999 and the statement of operations and statement
of cash flow for the three months ended August 31, 1999 and for the period from
December 2, 1999 (date of incorporation) to August 31, 1999 and the statement of
stockholders' equity for the period from December 2, 1998 (date of
incorporation) to August 31, 1999 have been prepared by the Company's management
and they do not include all information and notes to the financial statements
necessary for a complete presentation of the financial position, results of
operations, cash flows, and stockholders' equity in conformity with generally
accepted accounting principles. In the opinion of management, all adjustments
considered necessary for a fair presentation of the results of operations and
financial position have been included and all such adjustments are of a normal
recurring nature.
Operating results for the quarter ended August 31, 1999, are not necessarily
indicative of the results that can be expected for the year ending November 30,
1999.
3
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
BALANCE SHEET
August 31, 1999
(Unaudited - Prepared by Management)
ASSETS
CURRENT ASSETS
Bank $ 12,657
OTHER ASSETS
Mining claim - Note 3 1
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$ 12,658
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LIABILITIES
Accounts payable and accrued liabilities $ 2,800
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STOCKHOLDERS' EQUITY
Common stock
200,000,000 shares authorized, at $0.001 par
value, 11,040,050 shares issued and outstanding 11,040
Capital in excess of par value 15,972
Deficit accumulated during the development stage (17,154)
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Total Stockholders' Equity 9,858
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$ 12,658
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The accompanying notes are an integral part of these
unaudited financial statements.
4
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
STATEMENT OF OPERATIONS
For the three months ended August 31, 1999 and for period from
December 2, 1998 (Date of Inception) to August 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE FROM INCEPTION
MONTHS ENDED TO
AUGUST 31, 1999 AUGUST 31, 1999
--------------- ---------------
<S> <C> <C>
SALES $ -- $ --
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GENERAL AND ADMINISTRATIVE EXPENSES:
Accounting and audit 300 2,300
Assessment fees -- 1,200
Bank charges and interest 19 142
Consulting -- 4,000
Filing fees - Edgar system 259 1,315
Geological report -- 1,270
Incorporation costs written off -- 670
Legal -- 2,520
Office expenses 337 865
Miscellaneous -- 39
Staking costs -- 120
Transfer agent's fees 28 2,713
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NET LOSS $ 943 $ 17,154
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NET LOSS PER COMMON SHARE
Basic $ 0.0001 $ 0.001
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AVERAGE OUTSTANDING SHARES
Basic 11,040,050 9,358,671
============== ==============
</TABLE>
The accompanying notes are an integral part of these
unaudited financial statements.
5
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the period from December 2, 1998 (Date of Inception)
to August 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
Capital in
COMMON STOCK EXCESS OF ACCUMULATED
SHARES AMOUNT PAR VALUE DEFICIT
------ ------ ---------- -----------
<S> <C> <C> <C> <C>
BALANCE DECEMBER 2, 1998 (date of inception) -- $ -- $ -- $ --
Issuance of common shares for cash at
$0.001 - January 15, 1999 5,000,000 5,000 -- --
Issuance of common shares for cash at
$0.002 - January 26, 1999 6,000,000 6,000 6,000 --
Issuance of common shares for cash at
$0.25 - February 5, 1999 40,050 40 9,972 --
Net operating loss for the period from
December 2, 1998 to August 31, 1999 -- -- -- (17,154)
---------- ------- --------- ------------
BALANCE AUGUST 31, 1999 11,040,050 $11,040 $ 15,972 $ (17,154)
========== ======= ========= ============
</TABLE>
The accompanying notes are an integral part of these
unaudited financial statements.
6
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
STATEMENT OF CASH FLOWS
For the three months ended August 31, 1999 and for the period from
December 2, 1998 (Date of Inception) to August 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE FROM INCEPTION
MONTHS ENDED TO
AUGUST 31, 1999 AUGUST 31, 1999
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<S> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net loss $ (943) $ (17,154)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Increase in accounts payable 300 2,800
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Net Cash from Operations (643) (14,354)
CASH FLOWS FROM INVESTING
ACTIVITIES:
Purchase of mineral claim - Note 3 -- (1)
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CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from issuance of common stock -- 27,012
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Net Increase in Cash (643) 12,657
Cash at Beginning of Period 13,300 --
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CASH AT END OF PERIOD $ 12,657 $ 12,657
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</TABLE>
The accompanying notes are an integral part of these
unaudited financial statements.
7
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
August 31, 1999
(Unaudited - Prepared by Management)
1. ORGANIZATION
The Company was incorporated under the laws of the State of Nevada on
December 2, 1998 with the authorized common shares of 200,000,000
shares at $0.001 par value.
The Company was organized for the purpose of acquiring and developing
mineral properties. As at the date of the balance sheet a mineral
property, with unknown reserves, has been acquired. The Company has not
established the existence of a commercially minable ore deposit and
therefore has not reached the development stage and is considered to be
in the exploration stage. (see Note 3).
Since its inception the Company has completed Regulation D offerings of
11,040,050 shares of its capital stock for cash.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
The Company recognizes income and expenses based on the accrual method
of accounting.
Dividend Policy
The Company has not yet adopted a policy regarding payment of
dividends.
Income Taxes
The Company has elected a fiscal year ending November 30 and has not
completed an operating period and therefore has not filed an income tax
return; however, the Company may incur an operating loss for the year
ending November 30, 1999 which will be available for carryover and
applied against future taxable income resulting in a tax benefit. The
potential tax benefit from any loss carry forward has been fully offset
by a valuation reserve because the use of any future tax benefit is
doubtful since the Company has no operations.
Any loss carry forward from the year ended November 30, 1999 will
expire in the year 2019.
8
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
August 31, 1999
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Loss per Share
Loss per share amounts are computed based on the weighted average
number of shares actually outstanding using the treasury stock method
in accordance with FABS Statement No. 128.
Cash and Cash Equivalents
The Company considers all highly liquid instruments purchased with a
maturity, at the time of purchase, of less than three months, to be
cash equivalents.
Capitalization of Mineral Claim Costs
Cost of acquisition, exploration, carrying and retained unproven
properties are expensed as incurred. Cost incurred in proving and
developing a property ready for production are capitalized and
amortized over the life of the mineral deposit or over a shorter period
if the property is shown to have an impairment in value. Expenditures
for mining equipment are capitalized and depreciated over their useful
life.
Environmental Requirements
At the report date environmental requirements related to the mineral
claims acquired (Note 3) are unknown and therefore an estimate of any
future cost cannot be made.
Financial Instruments
The carrying amounts of financial instruments, including cash, prepaid
expenses and deferred offering costs are considered by management to be
their standard fair values. These values are not necessarily indicative
of the amounts that the Company could realize in a current market
exchange.
Estimates and Assumptions
Management uses estimates and assumptions in preparing financial
statements in accordance with generally accepted accounting principles.
Those estimates and assumptions affect the reported amounts of the
assets and liabilities, the disclosure of contingent assets and
liabilities, and the
9
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
August 31, 1999
(Unaudited - Prepared by Management)
Estimates and Assumptions - continued
reported revenues and expenses. Actual results could vary from the
estimates that were assumed in preparing these financial statements.
3. MINING CLAIMS
During February, 1999 the Company acquired, for $1.00 from a related
party, a mineral claim known as the "Golden" consisting of one 18 unit
metric claim situated within the Bridge River gold camp near the town
of Gold Bridge, British Columbia, with an expiration date of March 17,
2000.
4. RELATED PARTY TRANSACTIONS
Related parties acquired 43% of the common shares issued for cash.
5. GOING CONCERN
Continuation of the Company as a going concern is dependent upon
obtaining additional working capital and the management of the Company
has developed a strategy, which it believes will accomplish this
objective through additional equity funding, and long term financing,
which will enable the Company to operate in the future.
10
<PAGE>
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ITEM 2. PLAN OF OPERATIONS
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The Company's management will concentrate its efforts on the Golden claims
located in the Bridge River mining camp near the town of Gold Bridge, British
Columbia during 1999. Since the end of September 1999 the Company has employed a
three man crew to extend the previous geochemcial gird which was first done in
February 1999. Once the grid has been completed the Company will take soil
samples for subsequent assay. Depending upon the results of the initial soil
samples, the Company will extend the soil samples around the area where
anomalies or trends are found. The additional soil samples will have to be done
in the spring of 2000 since snow will be on the property shortly.
The Company has no intention at this time in seeking other mineral properties.
Before the Company is able to undertake any further exploration activities on
the Golden claim it will require additional working capital.
Liquidity and Capital Resources
As mentioned above the Company will require additional working capital to
undertake an exploration program on the Golden claim in the spring of 2000. The
Company has working capital sufficient to meet its financial commitments, audit,
transfer and filing fees, for the next three to four months. If funds are
required to meet these commitments for a few months longer the directors are
prepared to advance funds to the Company. To undertaken the proposed exploration
program in the spring of 2000, the Company will have to consider raising funds
through the issuance of its capital stock.
As at August 31, 1999 the Company had cash on hand of $12,657 and accounts
payable of $2,800. The cost of the current exploration program being undertaken
has been budgeted at $5,000 including assays of the soil samples.
Results of Operations
There have been no operations during the current period.
11
<PAGE>
SIGNATURES
Pursuant to the requirements 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.
THE BRALORNE MINING COMPANY
(Registrant)
October 4, 1999 /s/ "James Bruce"
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Date James Bruce - President and Director
October 4, 1999 /s/ "Raymond Contoli"
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Date Raymond Contoli - Secretary Treasurer and
Director
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