SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 1999 Commission File No. 001-10156
ORIGINAL SIXTEEN TO ONE MINE, INC.
(Exact name of registrant as specified in its charter)
CALIFORNIA 94-0735390
(State or other jurisdiction of (I.R.S. Employer
incorporated or organization) Identification No.)
Post Office Box 1621, Alleghany, CA 95910
(Address of principal executive offices)
(530) 287-3223
(Registrant's telephone number)
(including area code)
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 past 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirement for the past 90 days.
Yes: ( X ) No: ( )
As of September 30, 1999, 4,131,900 shares of Common Stock, par value $.10
per share, were issued and outstanding.
<PAGE>
PART I: FINANCIAL INFORMATION
Original Sixteen to One Mine, Inc.
Condensed Balance Sheet
September 30, 1999 and December 31, 1998
ASSETS
September 30, 1999 December 31, 1998
------------------ -----------------
Current Assets:
Cash $ 4,565 $ 25,338
Accounts Receivable - trade 29,762 24,931
Accounts Receivable - employees 22,650 24,982
Accounts Receivable - timber 148,491 0
Inventory 423,913 414,246
Other Current Assets 12,501 14,677
----------- -----------
Total Current Assets 641,882 504,174
----------- -----------
Mining Property:
Real Estate & Property Rights
net of depletion of $524,145 145,435 182,091
Mineral Property 415,263 415,263
Development Costs, net 898,985 799,144
---------- ----------
1,459,683 1,396,498
---------- ----------
Fixed Assets:
Equipment 861,857 861,857
Buildings 170,721 170,721
Vehicles 188,540 188,540
---------- ----------
1,221,118 1,221,118
Less: Accumulated Depreciation (1,010,414) (916,229)
---------- ----------
Net Fixed Assets 210,704 304,889
---------- ----------
Other Assets
net of amortization of
$53,506 and $49,163 in
1999 and 1998, respectively 15,865 21,657
---------- ----------
TOTAL ASSETS $ 2,328,135 $ 2,227,218
=========== ===========
See Accompanying Notes
2
<PAGE>
PART I: FINANCIAL INFORMATION
Original Sixteen to One Mine, Inc.
Condensed Balance Sheet
September 30, 1999 and December 31, 1998
LIABILITIES & STOCKHOLDERS' EQUITY
September 30, 1999 December 31, 1998
------------------ -----------------
Current Liabilities:
Accounts payable and
accrued compensation $ 289,186 $ 201,206
Notes payable to related parties 3,750 302,600
Notes payable due within
one year 201,652 294,027
---------- ----------
Total Current Liabilities 494,588 797,833
---------- ----------
Notes payable due after one year 81,146 2,501
---------- ----------
Total Liabilities 575,734 800,334
---------- ----------
Stockholders' Equity:
Capital Stock, par value $.10
10,000,000 shares authorized;
4,131,904 and 3,544,065 shares
issued & outstanding as of
Sept. 30, 1999 and December 31,
1998, respectively 413,190 354,407
Additional paid-in capital 1,773,881 1,373,540
Notes receivable from employees (26,000) (26,000)
(Retained deficit) (408,670) (275,063)
----------- -----------
Total Stockholders' Equity 1,752,401 1,426,884
----------- -----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 2,328,135 $ 2,227,218
=========== ===========
See Accompanying Notes
3
<PAGE>
PART I: FINANCIAL INFORMATION
Original Sixteen to One Mine, Inc.
Statement of Operations
Three Months Ended Nine Months Ended
9/30/99 9/30/98 9/30/99 9/30/98
-------- -------- ------- -------
Revenue:
Gold (dore), specimen &
jewelry sales $ 72,647 $ 376,640 $ 600,556 $1,033,637
Timber sales 148,491 0 148,491 0
--------- --------- --------- ----------
Total revenue 221,138 376,640 749,047 1,033,637
--------- ---------- --------- ----------
Expenses:
Salaries and wages 22,257 321,290 308,516 1,095,837
Depreciation & amortization
of fixed assets 28,448 33,234 86,792 96,024
Amortization of
development costs 0 10,763 0 29,905
Contract labor 10,549 18,497 101,096 23,228
Telephone and utilities 16,225 29,246 58,603 97,434
Property taxes & permit
fees 14,110 13,589 42,073 38,026
Insurance 11,102 5,610 33,035 75,157
Supplies 9,235 51,295 30,329 149,842
Drayage 2,785 13,392 14,490 42,115
Events & promotional 506 2,389 1,111 5,631
Accounting 4,783 4,453 36,733 41,210
Legal & compliance 2,221 2,982 8,590 13,396
Office expense 5,341 5,219 23,845 13,800
Timber expenses 53,448 0 53,448 0
Other expenses 14,864 12,389 39,465 51,862
-------- ------- -------- --------
Total Expenses 195,874 524,348 838,126 1,773,467
-------- ------- --------- ---------
Gain(loss)
from Operations 25,264 (147,708) (89,079) (739,830)
Other Income (expense): (6,172) (1,139) (44,526) 16,064
-------- -------- -------- --------
Gain(loss) before taxes 19,092 (148,847) (133,605) (723,766)
Provision for income taxes 0 (917) 0 (3,088)
-------- ------- ------- --------
Net Income (Loss) $ 19,092 $(149,764) $(133,605) $(726,854)
========= ========= ========= =========
(Retained deficit)
December 31, 1998 $(275,065)
---------
(Retained deficit)
September 30, 1999 $(408,670)
=========
Gain (Loss) per Share $ 0.005 $(0.04) $(0.03) $(0.21)
------ ----- ----- -----
See Accompanying Notes
4
<PAGE>
PART I: FINANCIAL INFORMATION
Original Sixteen to One Mine, Inc.
Statement of Cash Flows
Nine Months Ended September 30,
1999 1998
Cash Flows From Operating Activities:
Net loss $ (133,605) $ (726,854)
Adjustments to reconcile net loss to
net cash provided by operating
activities:
Depreciation and amortization 136,632 125,930
Decrease in accounts receivable (150,990) 64,375
(Increase)Decrease in inventory (9,667) 163,267
(Increase) decrease in other
current assets 2,176 (18,689)
Increase in accounts payable &
accrued compensation 87,980 58,318
Increase in accrued expenses 0 11,261
Decrease in corporate
income taxes payable 0 0
-------- ---------
Net cash used by
operating activities (67,474) (322,392)
-------- ---------
Cash Flows From Investing Activities:
Proceeds from sale of fixed assets 0 0
Purchase of fixed assets (99,843) (8,169)
Payments made for development 0 0
-------- ---------
Net cash provided
by investing activities (99,843) (8,169)
-------- ---------
Cash Flows From Financing Activities:
Payments made on notes payable (391,225) (3,833)
Payments received on notes
receivable from employees 0 0
Payments made to employees for advance
made to the company 0 0
Proceeds from additional borrowings 78,645 275,767
Proceeds from sales of common stock 459,124 0
Repurchase & retirement of common stock 0 0
------- --------
Net cash provided
By financing activities 146,544 275,767
-------- ---------
Decrease n Cash (20,773) (54,794)
Cash, beginning of year 25,338 64,452
-------- ---------
Cash, end of period $ 4,565 $ 9,658
========= ==========
Supplemental Schedule of Other Cash Flows:
Cash paid during the period for:
Interest expense $ 58,610 $ 24,100
========= ==========
Income taxes $ 0 $ 3,086
========= ==========
See Accompanying Notes
5
<PAGE>
PART I: FINANCIAL INFORMATION
Original Sixteen to One Mine, Inc.
Notes to Financial Statements
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NATURE OF BUSINESS
Original Sixteen to One Mine, Inc., owns and operates mining claims in Sierra
and Trinity Counties located in Northern California.
REVENUE
Revenue consists of gold and silver mined during the reporting period, either
sold during the period or held in inventory. Revenue does not include
unprocessed high-grade ore mined during the reporting period. (Jewelry and
gold specimen sales may include a premium over the quoted market price of
gold. Such premiums are recognized at the date of sale.) Timber sales were
generated from logging the Sierra County property.
INVENTORY
Inventory consists of gold bullion, dore, specimens and jewelry. Inventory
is recorded at the spot price per ounce on the balance sheet date.
FIXED ASSETS
Fixed assets are stated at historical cost. Depreciation is calculated using
straight-line and accelerated methods over the following estimated useful
lives:
Vehicles 3 to 5 years
Equipment 5 to 7 years
Buildings 18 to 31.5 years
DEPLETION POLICY
The Company has established a depletion policy for its mineral and mining
properties. Because of the geological formation in the Alleghany Mining
District, estimates of ore reserves cannot be calculated; therefore, a cost
per unit depletion factor cannot be determined. Management has determined
that a straight-line method of depletion over a 25 year period would most
accurately match the estimated production of the mining properties (see Note
2). If estimates of ore reserves become available, the units of production
method of depletion will be used.
DEVELOPMENT
In February 1994, the Company began development of the 2483 winze into
unexplored ground. Costs associated with the development have been
capitalized. Development was complete at December 1996. Based upon previous
mine experience, management estimates that gold production from the new winze
will approximate 50,000 ounces. Accordingly, capitalized development costs
are being amortized using the units of production method.
INCOME TAXES
Differences exist between the amount of income or loss reported for financial
statements and income tax reporting purposes. These differences are
attributable to the use of the cash basis reporting of more revenues and
accelerated depreciation and depletion methods for income tax purposes. No
provision for income taxes, with the exception of state minimum income tax,
has been made in the current year because of the uncertainty of revenues for
the remainder of the year.
NET GAIN OR LOSS PER SHARE
Net gain or loss per share has been computed using the common shares
outstanding at end of reporting period. The Company's stock equivalents have
been excluded from the calculation of shares outstanding.
NOTE 2 - MINING PROPERTY
The Company's original mining property is carried on the books at its March
1, 1913, value of $379,000 as determined for depletion purposes in connection
with Federal income taxes. This value together with the cost of mining
properties acquired in 1920 and 1924 for the aggregated sum of $145,145 has
been fully amortized through depletion charges. During 1994, the Company
purchased mining properties at a cost of $300,000, and capitalized $86,633 in
legal costs. These legal costs were incurred in defense of certain mining
claims.
The Company acquired a twenty (20) acre patented mining claim and the entire
mineral rights of the Plumbago Mine in the Alleghany Mining District for
50,000 shares of its common stock.
NOTE 3 - INCOME TAXES
For Federal income tax purposes, the Company has operating loss carryforwards
which may provide future tax benefits, expiring as follows:
Year of Expiration
2006 $345,753
2007 48,562
--------
$394,315
========
For California State income taxes, the Company has no operating loss
carryforwards.
NOTE 4 - NOTES PAYABLE
The Company has a note payable to the bank amounting to $4,262 bearing
interest at 9.95% and secured by a Chevrolet Astro Van. The note is payable
in 60 monthly installments of $442 through July, 2000. A third party has
assumed the note; however, the lender has not released the company from
potential responsibility for payment.
At September 30, the Company has a fully extended revolving line of credit in
the amount of $200,000 secured by accounts receivable and inventory; with
interest only payments due commencing March 1, 1999, with principal and
interest due September 30, 1999. Interest is at the bank's prime rate plus
2.5% (10.25% at September 30, 1999).
The Company has a note payable to the bank in the amount of $79,528 secured
by accounts receivable and inventory; due in monthly installments of $2,090
including interest; interest due monthly at the bank's prime rate plus 2%
(10.75%) at September 30, 1999.
PART II: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITIONS AND RESULTS OF OPERATION
LIQUIDITY AND CAPITAL RESOURCES
The Company's liquidity (i.e., its ability to generate adequate amounts of
cash to meet its needs for cash) is substantially dependent upon the results
of its operations. While the Company does maintain a gold inventory which it
can liquidate from time to time to satisfy its working capital needs, there
can be no assurance that such inventory will be adequate to sustain
operations if the Company's gold mining activities are not successful.
Because of the unpredictable nature of the gold mining business, the Company
cannot provide any assurance with respect to long-term liquidity. In
addition, if the Company's mining operation does not produce meaningful
additions to inventory, the Company may determine it is necessary to satisfy
its working capital needs by selling gold in bullion form.
The Company is dependent on continued recovery of gold and sales of gold from
inventory to meets its cash needs. Although the Company has historically
located at least $1.2 million of gold in each of the last five years, there
can be no assurance that the Company's efforts in any particular period will
provide sufficient funding for the Company to continue operations. The
Company has a fully extended line of credit with a bank.
If the Company's cash resources are inadequate and its gold inventory is
depleted, the Company may seek debt or equity financing on the most
reasonable terms available.
BALANCE SHEET
Assets increased primarily due to timber harvested the last two weeks of
September 1999. Total current liabilities have significantly been reduced by
the decrease of notes payable to related parties. Notes due Directors and
other insiders totaling $300,000 plus accumulated interested were paid by
issuing shares of restricted common stock at the market value at the time of
issuance.
STATEMENT OF OPERATIONS
On February 12, 1999, the Company significantly altered its mining operation.
Forty employees were terminated. Fourteen returned as independent
contractors. Compensation was based upon a percentage of the gold mined and
sold. On July 1, 1999, eight former employees remained as independent
contractors. The scope of mining activities was reduced with emphasis placed
on short term underground headings most likely to yield immediate gold.
Mining to produce gold ceased on August 29, 1999, due to a mine closure order
imposed by the Mining Safety and Health Administration (MSHA) based on a
contested citation regarding the second exit. Subsequently, a plan of
operation was proposed to negate the closure by developing a new raise
between the 1700 foot level and the 1500 foot level north of the Tightner
shaft moving the direction of work to the northern part of the mine.
It is difficult to evaluate line by line changes in the financial statements
due to the significant changes in operations over the reporting periods.
Gold (dore), specimen and jewelry revenues decreased dramatically due to the
diminished production of the mining operation as fewer miners worked
underground. The decrease in total revenues for the three-month period was
not as pronounced due to supplemental timber harvest revenues during the last
two weeks of the period. The timber harvest will continue into the fourth
quarter of 1999 and 2000.
Wages were affected by the change in operation was due to (1) fewer employees
and (2) reclassification into the contract labor category. Consumables, such
as supplies, drayage and utilities, decreased because of the reduction in
mining and the type of mining conducted since February 12, 1999. The 98%
increase in insurance expense is due to an error in amortizing during the
first six months of 1998, with the correction being recorded in the third
quarter on that year. The expense for the nine-month period more accurately
reflects comparisons. Timber expense is in conjunction with the revenue for
the last two weeks of the third quarter; therefore, there are no comparisons.
For the three-month period ending September 30, 1999, the Company had a net
income of $19,092 compared to a loss of $149,764 for the same period in 1998.
The Company operates a mine with no provable reserves. Revenue is
unpredictable from quarter-to-quarter; therefore, comparing financial results
from year-to-years quarters has limited value.
SUBSEQUENT EVENTS
On October 22, 1999, the Company's converted its revolving line of credit to
a loan at the bank's prime rate plus 2.5% (10.75% at time of agreement),
secured by accounts receivable and inventory with interest only payments due
commencing November 1, 1999, with principal and interest due July 1, 2000.
On October 14 and November 3, 1999, payments reduced the principal amount of
the loan to $100,000.
Timber harvesting has continued and will continue until at least November 15,
1999, when California mandatory winter restrictions begin. The Company is
applying for modified winter operations in specific areas of its holdings
where conditions will not be significantly impacted due to rain or snow.
Once filed and approved, timber harvesting permits are valid for three (3)
years.
The Trinity County timber harvest plan was approved on October 13, 1999. The
date has compromised the Company's ability to select a timber operator and
mill to purchase the logs during the timber harvest season. It is unlikely
that revenue from Trinity County will be forthcoming in 1999.
YEAR 2000
A Year 2000 (Y2K) problem may arise as a result of the way computer and
process control systems handle dates. Most systems only store the last two
digits of the year. This equipment will not be able to differentiate between
years at the turn of the century and, if the problem is left uncorrected, may
result in malfunctions of the equipment.
The use of computers is limited to Windows operating systems on personal
computers linked to an internal network throughout the Company. Software
consists of standardized packages from major developers. The greatest
internal impact was with the Company's accounting software. January 1, 1999,
the Company began utilizing an accounting software program that is Y2K
compliant at a cost of $2,000.
The Y2K issue also relates to other office equipment, such as telephones,
voice mail and the security system. The Company has contacted all affected
vendors and manufacturers to determine where any updates or replacements will
be required. The cost of the project to date has not been material and the
Company does not expect future costs of the project to be material. An
entire system replacement and software programs would total approximately
$10,000. Companies providing banking, insurance and other administrative
services to the Company are being contacted for Year 2000 compliance.
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
From time to time the Original Sixteen to One Mine, Inc. (the Company), will
make written and oral forward-looking statements about matters that involve
risks and uncertainties that could cause actual results to differ materially
from projected results. Important factors that could cause actual results to
differ materially include, among others:
- Unreasonable interference from Mine Safety and Health Administration
(MSHA), a federal regulatory agency
- Fluctuations in the market prices of gold
- General domestic and international economic and political
conditions
- Unexpected geological conditions or rock stability conditions
resulting in cave-ins, flooding, rock-bursts or rock slides
- Difficulties associated with managing complex operations in remote
areas
- Unanticipated milling and other processing problems
- The speculative nature of mineral exploration
- Environmental risks
- Changes in laws and government regulations, including those
relating to taxes and the environment
- The availability and timing of receipt of necessary governmental
permits and approval relating to operations, expansion of
operations, and financing of operations
- Fluctuations in interest rates and other adverse financial market
conditions
- Other unanticipated difficulties in obtaining necessary financing
- The failure of equipment of processes to operate in accordance
with specifications or expectations
- Labor relations
- Accidents
- Unusual weather or operating conditions
- Force majeure events
- Other risk factors described from time to time in the Original
Sixteen to One Mine, Inc., filings with the Securities and
Exchange Commission
Many of these factors are beyond the Company's ability to control or predict.
Investors are cautioned not to place undue reliance on forward-looking
statements. The Company disclaims any intent or obligation to update its
forward-looking statements, whether as a result of receiving new information,
the occurrence of future events or otherwise.
SIGNATURE
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.
ORIGINAL SIXTEEN TO ONE MINE, INC.
(Registrant)
By:/s/Michael M. Miller
Michael M. Miller
President and Director
Dated: November 12, 1999
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