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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the quarterly period ended March 31, 2000
Commission file number 001-03323
PRINCETON MINING COMPANY
(Exact name of registrant as specified in its charter)
IDAHO 82-6008727
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
413 Cedar Street
Wallace, Idaho
(Address of principal executive offices)
83873
(Zip Code)
(208) 752-1131
(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 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
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of March 31, 2000: 9,569,140
**************************************************************************
<PAGE>
PART I
ITEM 1 REVIEWED FINANCIAL STATEMENTS FOR THE THREE MONTH PERIOD ENDED
MARCH 31, 2000
PRINCETON MINING COMPANY
FINANCIAL STATEMENTS
MARCH 31, 2000
WILLIAMS & WEBSTER PS
CERTIFIED PUBLIC ACCOUNTANTS
BANK OF AMERICA FINANCIAL CENTER
W 601 RIVERSIDE, SUITE 1940
SPOKANE, WA 99201
(509) 838-5111
PRINCETON MINING COMPANY
TABLE OF CONTENTS
March 31, 2000
ACCOUNTANT'S REVIEW REPORT 1
FINANCIAL STATEMENTS
Balance Sheets 2
Statements of Operations 3
Statement of Stockholders' Equity (Deficit) 4
Statements of Cash Flows 5
NOTES TO FINANCIAL STATEMENTS 6
<PAGE>
Board of Directors
Princeton Mining Company
Wallace, Idaho
Accountant's Review Report
--------------------------
We have reviewed the accompanying balance sheet of Princeton Mining Company, as
of March 31, 2000, and the related statements of operations, stockholders'
equity, and cash flows for the three-months then ended. All information included
in these financial statements is the representation of the management of
Princeton Mining Company.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit in accordance with
generally accepted auditing standards, the objective of which is the expression
of an opinion regarding the financial statements taken as a whole. Accordingly,
we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.
The financial statements for the year ended December 31, 1999 were audited by us
and we expressed an unqualified opinion on it in our report dated February 29,
2000. We have not performed any auditing procedures since that date.
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 2, the Company
has had no revenues, has an accumulated deficit of $708,772 since inception, and
has negative working capital at March 31, 2000. Realization of a major portion
of the assets is dependent upon the Company's ability to meet its future
financing requirements, and the success of future operations. These factors
raise substantial doubt about the Company's ability to continue as a going
concern. Management's plans regarding those matters also are described in Note
2. The financial statements do not include any adjustments that might result
from the outcome of this uncertainty.
Williams & Webster, P.S.
Certified Public Accountants
Spokane, Washington
May 9, 2000
<PAGE>
PRINCETON MINING COMPANY
BALANCE SHEETS
<TABLE>
March 31, December 31,
2000 1999
(Unaudited)
--------------- ---------------
<S> <C> <C>
A S S E T S
CURRENT ASSETS
Cash $ 87 $ 113
--------------- ---------------
Total Current Assets 87 113
--------------- ---------------
OTHER ASSETS
Mining claims 10,000 10,000
--------------- ---------------
TOTAL ASSETS $ 10,087 $ 10,113
=============== ===============
L I A B I L I T I E S A N D S T O C K H O L D E R S ' E Q U I T Y
(D E F I C I T)
CURRENT LIABILITIES
Accounts payable $ 6,352 $ 7,073
Accrued expenses 2,711 -
Loans from a related party 33,000 28,400
--------------- ---------------
Total Current Liabilities 42,063 35,473
--------------- ---------------
COMMITMENTS AND CONTINGENCIES - -
--------------- ---------------
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, $0.10 par value,
1,000,000 shares authorized;
no shares issued and outstanding - -
Common stock, $0.10 par value,
29,000,000 shares authorized;
9,569,140 shares issued
and outstanding 956,914 956,914
Discount on common stock (280,681) (280,681)
Additional paid-in-capital 563 563
Accumulated deficit (708,772) (702,156)
--------------- ---------------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (31,976) (25,360)
--------------- ---------------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ 10,087 $ 10,113
=============== ===============
</TABLE>
See accompanying notes and accountants' review report.
<PAGE>
PRINCETON MINING COMPANY
STATEMENTS OF OPERATIONS
<TABLE>
For the Three-month For the Three-month
Period Ending Period Ending
March 31, 2000 March 31, 1999 December 31,
(Unaudited) (Unaudited) 1999
------------------- -------------------- ------------
<S> <C> <C> <C>
REVENUES $ - $ - $ -
------------------- -------------------- ------------
E X P E N S E S
Filing and recording fees - - 434
Legal and professional 4,400 - 7,200
Office expense 1,516 2,480 2,112
Taxes 10 10 10
Mining exploration and
engineering expense - - 613
------------------- -------------------- ------------
TOTAL EXPENSES 5,926 2,490 10,369
------------------- -------------------- ------------
LOSS FROM OPERATIONS (5,926) (2,490) (10,369)
OTHER INCOME (EXPENSE)
Loss on impairment of assets - - (15,000)
Interest expense (690) (400) (2,021)
------------------- -------------------- ------------
TOTAL OTHER INCOME (EXPENSE) (690) (400) (17,021
------------------- -------------------- ------------
LOSS BEFORE INCOME TAXES (6,616) (2,890) (27,390)
INCOME TAXES - - -
------------------- -------------------- ------------
NET LOSS $ (6,616) $ (2,890) $ (27,390)
=================== ==================== ============
BASIC AND DILUTED NET LOSS PER
COMMON SHARE $ nil $ nil $ nil
=================== ==================== ============
BASIC AND DILUTED WEIGHTED AVERAGE
NUMBER OF COMMON SHARES
OUTSTANDING 9,569,140 9,569,140 9,569,140
=================== ==================== ============
</TABLE>
See accompanying notes and accountants' review report.
<PAGE>
PRINCETON MINING COMPANY
STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
<TABLE>
Common Stock Total
---------------------- Discount Additional Accum- Stockholders'
Number on Common Paid-in ulated Equity
Of Shares Amount Stock Capital Deficit (Deficit)
---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Balance,
December 31,
1998 9,569,140 $ 956,914 $ (280,681) $ - $ (674,766) $ 1,467
Contribution
of capital - - - 563 - 563
Loss for year
ending,
December 31,
1999 - - - - (27,390) (27,390)
---------- ---------- ---------- ---------- ---------- ----------
Balance,
December 31,
1999 9,569,140 956,914 (280,681) 563 (702,156) (25,360)
Loss for
period ending,
March 31, 2000 - - - - (6,616) (6,616)
---------- ---------- ---------- ---------- ---------- ----------
Balance,
March 31, 2000
(Unaudited) 9,569,140 $ 956,914 $ (280,681) $ 563 $ (708,772) $ (31,976)
========== ========== ========== ========== ========== ===========
</TABLE>
See accompanying notes and accountants' review report.
<PAGE>
PRINCETON MINING COMPANY
STATEMENT OF CASH FLOWS
<TABLE>
For the Three-month For the Three-month
Period Ending Period Ending
March 31, 2000 March 31, 1999 December 31,
(Unaudited) (Unaudited) 1999
------------------- -------------------- ------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING
ACTIVITIES
Net loss $ (6,616) $ (2,890) $ (27,390)
Adjustments to reconcile
net loss to net cash used
by operating activities:
Write off of impaired
mining claims - - 15,000
Increase (decrease) in
accounts payable (721) (999) 1,268
Increase (decrease) in
accrued expenses 2,711 - -
------------------- -------------------- ------------
Net cash used in
operating activities (4,626) (3,889) (11,122)
CASH FLOWS FROM INVESTING
ACTIVITIES - - -
CASH FLOWS FROM FINANCING
ACTIVITIES
Proceeds from shareholder
Advances 4,600 3,900 10,600
Proceeds from shareholder
contribution of capital - - 563
------------------- -------------------- ------------
Net cash provided by
financing activities 4,600 3,900 11,163
------------------- -------------------- ------------
Change in cash (26) 11 41
Cash, beginning of period 113 72 72
------------------- -------------------- ------------
Cash, end of period $ 87 $ 83 $ 113
=================== ==================== ============
Supplemental disclosures:
Interest paid $ - $ - $ -
Income taxes paid $ - $ - $ -
</TABLE>
See accompanying notes and accountants' review report.
<PAGE>
PRINCETON MINING COMPANY
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2000 AND DECEMBER 31, 1999
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS
Princeton Mining Company (hereinafter "the Company") was incorporated on
September 29, 1950 under the laws of the State of Idaho for the purpose of
acquiring, exploring and developing mining properties. The Company maintains
offices in Wallace, Idaho. The Company's fiscal year end is December 31.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This summary of significant accounting policies of Princeton Mining Company is
presented to assist in understanding the Company's financial statements. The
financial statements and notes are representations of the Company's management,
which is responsible for their integrity and objectivity. These accounting
policies conform to generally accepted accounting principles and have been
consistently applied in the preparation of the financial statements.
Principal Business Activities
- -------------------------------
The Company has been in the minerals exploration business since its formation in
September 1950 and has not yet realized any significant revenues from its
planned operations. It is primarily engaged in the acquisition, exploration and
development of mining properties. Upon location of commercial minable reserves,
the Company expects to actively prepare such sites for ore extraction and
further development.
Going Concern
- --------------
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern.
As shown in the accompanying financial statements, the Company incurred a net
loss of $6,616 for the three-month period ended March 31, 2000 and has an
accumulated deficit of $708,772. The Company has no sales and has negative
working capital. The future of the Company is dependent upon its ability to
obtain financing and upon future successful explorations for and profitable
operations from the development of mineral properties. The financial statements
do not include any adjustments relating to the recoverability and classification
of recorded assets, or the amounts and classification of liabilities that might
be necessary in the event the Company cannot continue in existence.
Accounting Method
- ------------------
The Company's financial statements are prepared using the accrual method of
accounting.
<PAGE>
PRINCETON MINING COMPANY
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2000 AND DECEMBER 31, 1999
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Loss Per Share
- ----------------
Loss per share was computed by dividing the net loss by the weighted average
number of shares outstanding during the period. The weighted average number of
shares was calculated by taking the number of shares outstanding and weighting
them by the amount of time that they were outstanding. Diluted net loss per
share is the same as basic net loss per share as inclusion of the common stock
equivalents would be antidilutive.
Cash and Cash Equivalents
- ----------------------------
For purposes of the Statement of Cash Flows, the Company considers all
short-term debt securities purchased with a maturity of three months or less to
be cash equivalents.
Provision for Taxes
- ---------------------
For income tax reporting purposes, the Company has elected to treat its current
and historical operating expenses as capitalizable exploration and development
costs under IRC Code Section 616 (b). Accordingly, the Company has no net
operating loss carryforwards.
Use of Estimates
- ------------------
The process of preparing financial statements in conformity with generally
accepted accounting principles requires the use of estimates and assumptions
regarding certain types of assets, liabilities, revenues, and expenses. Such
estimates primarily relate to unsettled transactions and events as of the date
of the financial statements. Accordingly, upon settlement, actual results may
differ from estimated amounts.
Impaired Asset Policy
- -----------------------
In March 1995, the Financial Accounting Standards Board issued a statement
titled "Accounting for Impairment of Long-lived Assets." In complying with this
standard, the Company reviews its long-lived assets quarterly to determine if
any events or changes in circumstances have transpired which indicate that the
carrying value of its assets may not be recoverable. The Company determines
impairment by comparing the undiscounted future cash flows estimated to be
generated by its assets to their respective carrying amounts. The Company does
not believe any additional adjustments are needed to the carrying value of its
assets at March 31, 2000. See Note 3.
Exploration Costs
- ------------------
In accordance with generally accepted accounting principles, the Company
expenses exploration costs as incurred.
<PAGE>
PRINCETON MINING COMPANY
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2000 AND DECEMBER 31, 1999
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Interim Financial Statements
- ------------------------------
The interim financial statements as of and for the three months ended March 31,
2000, included herein have been prepared for the Company, without audit. They
reflect all adjustments, which are, in the opinion of management, necessary to
present fairly the results of operations for these periods. All such
adjustments are normal recurring adjustments. The results of operations for the
periods presented are not necessarily indicative of the results to be expected
for the full fiscal year.
Derivative Instruments
- -----------------------
In June 1998 the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging Activities." This new standard establishes accounting
and reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities. It
requires that an entity recognize all derivatives as either assets or
liabilities in the balance sheet and measure those instruments at fair value.
At March 31, 2000, the Company has not engaged in any transactions that would be
considered derivative instruments or hedging activities.
NOTE 3 - MINERAL PROPERTIES
The Company maintains unpatented mining property east of Mullan, Idaho in the
Coeur d'Alene Mining district of Shoshone County, Idaho.
During the year ended December 31, 1999, the Company wrote down the carrying
value of its mining claims to $10,000, thereby incurring an asset impairment
loss of $15,000, in recognition of the decreased value of its mineral
properties.
NOTE 4 - STOCKHOLDERS' EQUITY
In prior years, the Company has issued its common stock in exchange for services
at values less than the underlying par value of the Company's common stock. The
aggregate effect of such transactions is the Company's recording of $280,681 as
a discount on common stock in the stockholders' equity section of the Company's
balance sheet.
In the year ended December 31, 1999, a shareholder paid $563 of corporate
expenses while relinquishing the opportunity for repayment. These funds have
been recorded as additional paid-in capital in the stockholders' equity section
of the Company's balance sheet.
<PAGE>
PRINCETON MINING COMPANY
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2000 AND DECEMBER 31, 1999
NOTE 5 - STOCK OPTIONS
Although the Company has not adopted a stock option plan, the Company's board of
directors agreed to grant an option in January 1998 to an outside consultant to
purchase 1,200,000 shares of the Company's common stock at a strike price of
$0.01 per share (which was then the market price). The exercise of the option
is contingent upon the Company's stock being listed upon the OTC Bulletin Board.
There is no written instrument memorializing the length and other terms of the
options, which has not been formally granted or exercised as of the date of
these financial statements.
NOTE 6 - COMMITMENTS AND CONTINGENCIES
The Company is engaged in the exploration and development of mineral properties.
At present, there are no feasibility studies establishing proven and probable
reserves.
Although the minerals exploration and mining industries are inherently
speculative and subject to complex environmental regulations, the Company is
unaware of any pending litigation or of any specific past or prospective matters
which could impair the value of its mining claims.
NOTE 7 - RELATED PARTIES
The Company occupies office space provided by H. F. Magnuson, a significant
shareholder, at no charge. The value of this space is not considered materially
significant for financial reporting purposes.
A shareholder and officer of the Company has advanced monies to the Company
totaling $33,000 at March 31, 2000, in payment of expenses. These are recorded
as unsecured short-term loans, bearing 9% interest and is payable upon demand.
<PAGE>
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION
The Company currently maintains ten unpatented mining claims east of Mullan,
Idaho, in the Coeur d'Alene Mining District, Shoshone County, Idaho. As of
March 31, 2000, current liabilities exceeded current assets by $41,976.
During the quarter ended March 31, 2000, the Company had a net operating loss of
$6,616, which was primarily due to normal operating expenses.
PART II
ITEM 1 LEGAL PROCEEDINGS
NONE
ITEM 2 CHANGES IN SECURITIES
NONE
ITEM 3 DEFAULTS UPON SENIOR SECURITIES
NONE
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
NONE
ITEM 5 OTHER INFORMATION
NONE
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
NONE
<PAGE>
*****************************************************************************
SIGNATURES
*****************************************************************************
Pursuant to the requirements of Section 13 of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
Princeton Mining Company
------------------------
(Registrant)
/s/ H. James Magnuson Date: May 11, 2000
____________________________________ __________________________
H. James Magnuson
President and Director
/s/ Dennis O'Brien Date: May 11, 2000
____________________________________ __________________________
Dennis O'Brien
Secretary-Treasurer and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following person on behalf of the
registrant and in the capacities and as of the date indicated.
/s/ H. James Magnuson Date: May 11, 2000
____________________________________ __________________________
H. James Magnuson
President and Director
/s/ Dennis O'Brien Date: May 11, 2000
____________________________________ __________________________
Dennis O'Brien
Secretary-Treasurer and Director
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Statement of Financial Condition for Princeton Mining Company at March 31,
2000 (unaudited) and the Statement of Income for the nine month period ended
March 31, 2000 (unaudited) and is qualified in its entirety by reference
to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 87
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 87
<PP&E> 10,000
<DEPRECIATION> 0
<TOTAL-ASSETS> 10,087
<CURRENT-LIABILITIES> 42,063
<BONDS> 0
0
0
<COMMON> 956,914
<OTHER-SE> (988,890)
<TOTAL-LIABILITY-AND-EQUITY> 10,087
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 5,926
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 690
<INCOME-PRETAX> (6,616)
<INCOME-TAX> 0
<INCOME-CONTINUING> (6,616)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,616)
<EPS-BASIC> (0.00)
<EPS-DILUTED> (0.00)
</TABLE>
