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 SECURITES EXCHANGE
ACT OF 1934
For the quarterly period ended February 29, 2000
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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 February 29, 2000
-------------------------------- -----------------------------------
Common Stock, $0.001 per share 11,040,050
<PAGE>
INDEX
<TABLE>
<CAPTION>
Page
Number
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<S> <C>
PART 1.
ITEM 1. Financial Statements (unaudited)......................................... 3
Balance Sheet as at February 29, 2000
(with comparative figures as at November 30, 1999)................ 4
Statement of Operations
For the three months ended February 29, 2000, for the three
months ended February 28, 1999 and for the period from
December 2, 1998 (Date of Incorporation) to February 29, 2000.... 5
Statement of Changes in Shareholders' Equity
For the period from December 2, 1998 (Date of
Incorporation) to February 29, 2000.............................. 6
Statement of Cash Flows
For the three months ended February 29, 2000, for the three
months ended February 28, 1999 and for the period from
December 2, 1998 (Date of Incorporation) to February 29, 2000.... 7
Notes to the Financial Statements....................................... 8
ITEM 2. Plan of Operations...................................................... 11
PART 11 Signatures.............................................................. 12
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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 February 29, 2000 (with comparative figures as at November 30,
1999) and the statement of operations and statement of cash flow for the three
months ended February 29, 2000, for the three months ended February 28, 1999 and
for the period from December 2, 1999 (date of incorporation) to February 29,
2000 and the statement of stockholders' equity for the period from December 2,
1998 (date of incorporation) to February 29, 2000 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 February 29, 2000, are not necessarily
indicative of the results that can be expected for the year ending November 30,
2000.
3
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
BALANCE SHEET
February 29, 2000 and November 30, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
2000 1999
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<S> <C> <C>
ASSETS
CURRENT ASSETS
Bank $ 448 $ 3,324
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TOTAL CURRENT ASSETS 448 3,324
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OTHER ASSETS
Mining claim - Note 3 1 1
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$ 449 $ 3,325
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LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 2,950 $ 4,200
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Total current liabilities 2,950 4,200
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STOCKHOLDERS' EQUITY
Common stock
200,000,000 shares authorized, at $0.001 par
value, 11,040,050 shares issued and outstanding 11,040 11,040
Capital in excess of par value 15,972 15,972
Deficit accumulated during the development stage (29,513) (27,887)
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Total Stockholders' Equity (Deficit) (2,501) (875)
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$ 449 $ 3,325
========== ==========
</TABLE>
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 February 29, 2000,
for the three months ended February 28, 1999
and for period from
December 2, 1998 (Date of Inception) to February 29, 2000
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE For the Three From Inception
MONTHS ENDED Months Ended To
FEBRUARY 29, 2000 February 29, 1999 February 29, 2000
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<S> <C> <C> <C>
SALES $ -- $ -- $ --
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GENERAL AND
ADMINISTRATIVE
EXPENSES
Accounting and audit 450 1,320 4,450
Assessment fees -- -- 1,200
Bank charges and interest 22 106 188
Consulting -- 4,000 6,063
Filing fees - Edgar system 874 -- 4,695
Geological report -- 1,270 1,270
Incorporation costs written off -- 670 670
Legal -- -- 4,020
Office expenses 70 160 1,214
Miscellaneous -- 39 39
Staking costs -- -- 1,155
Transfer agent's fees 210 2,045 2,923
Travel -- -- 1,626
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NET LOSS $ ( 1,626) $ ( 9,610) $ (29,513)
============= ============= ==============
NET LOSS PER COMMON SHARE
Basic $ -- $ --
============= =============
AVERAGE OUTSTANDING SHARES
Basic 11,040,050 4,885,923
============= =============
</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 February 29, 2000
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
CAPITAL IN
COMMON STOCK EXCESS OF ACCUMULATED
SHARES AMOUNT PAR VALUE DEFICIT
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<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 February 29, 2000 -- -- -- (29,513)
---------- -------- ---------- ----------
BALANCE FEBRUARY 29, 2000 11,040,050 $ 11,040 $ 15,972 $ (29,513)
========== ======== ========== ==========
</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 February 29, 2000,
for the three months ended February 29, 2000 and
for the period from
December 2, 1998 (Date of Inception) to February 29, 2000
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE For the Three From Inception
MONTHS ENDED Months Ended To
FEBRUARY 29, 2000 February 29, 1999 February 29, 2000
----------------- ----------------- -----------------
<S> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net loss $ (1,626) $ (9,610) $ (29,513)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Increase in accounts payable (1,250) 671 2,950
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Net Cash from Operations (2,876) (8,939) (26,563)
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CASH FLOWS FROM INVESTING
ACTIVITIES:
Purchase of mineral claim - Note 3 -- (1) (1)
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CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from issuance of common
stock -- 27,012 27,012
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Net Increase in Cash (2,876) 18,072 448
Cash at Beginning of Period 3,324 -- --
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CASH AT END OF PERIOD $ 448 $ 18,072 $ 448
========== ========== =========
</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
February 29, 2000
(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
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The Company recognizes income and expenses based on the accrual method of
accounting.
Dividend Policy
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The Company has not yet adopted a policy regarding payment of dividends.
Income Taxes
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On February 29, 2000, the Company had a net operating loss carry forward of
$29,513. The tax benefit from the loss carry forward has been fully offset
by the valuation reserve because the use of the future tax benefit is
undeterminable since the Company has no operations. The net operating loss
carry forward will expire in 2020.
8
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
February 29, 2000
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Earnings (Loss) per Share
-------------------------
Earnings (loss) per share amounts are computed based on the weighted
average number of shares actually outstanding
Comprehensive Income
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The Company adopted Statement of Financial Accounting Standards No. 130.
The adoption of this standard had no impact on the total stockholder's
equity.
Recent Accounting Pronouncements
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The Company does not expect that the adoption of other recent accounting
pronouncements will have a material impact on its financial statements.
Cash and Cash Equivalents
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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
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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
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The carrying amounts of financial instruments, including cash and accounts
payable, are considered by management to be their estimated fair values. .
9
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
February 29, 2000
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
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
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, 2001.
4. RELATED PARTY TRANSACTIONS
Related parties acquired 45% of the common shares issued for cash.
5. GOING CONCERN
Management is currently seeking other mineral leases which it believes can
be profitable. To be successful in this effort the Company will need
additional working capital.
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
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ITEM 2. PLAN OF OPERATIONS
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The Company's management undertook an exploration program on the Golden claim in
the latter part of September 1999 and took various soil samples for assaying.
The Company is testing these assays for precious minerals only and not
industrial minerals.
Since the fall of 1999 no other work has been undertaken on the Golden claim due
to winter conditions in the Bralorne area of British Columbia.
Liquidity and Capital Resources
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The Company will require additional funds to undertake a further work program in
2000. These funds may be provided by the directors or, if warranted, through the
sale of shares.
Results of Operations
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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)
June 22, 2000 /s/ "James Bruce"
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Date James Bruce - President and Director
June 22, 2000 /s/ "Raymond Contoli"
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Date Raymond Contoli - Secretary Treasurer
and Director
12
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