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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
|_| 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 0-2660
NAPTAU GOLD CORPORATION
(Exact name of small business issuer as specified in its charter)
Delaware 22-3386947
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
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5391 Blundell Road
Richmond BC
Canada V7C 1H3
(Address of principal executive offices)
(604) 277-5252
(Issuer's telephone number)
(Former name, former address and former fiscal year,
if changed since last report)
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State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
5,933,500 shares of Common Stock, $.001 par value, were outstanding,
as of June 30, 2000.
Transitional Small Business Disclosure Format (check one):
Yes |_| No |X|
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<PAGE>
Form 10-QSB
INDEX
Page
Number
"Safe Harbor" Statement.................................................... 1
PART I. FINANCIAL INFORMATION.............................................. 2
Item 1. Balance Sheets..................................................... 2
Statements of Operations and Deficit............................... 3
Statements of Cash Flows........................................... 4
NOTES TO FINANCIAL STATEMENTS...................................... 5
Item 2. Plan of Operation.................................................. 6
PART II OTHER INFORMATION ................................................. 6
Item 6. Exhibits and Reports on Form 8-K................................... 6
SIGNATURES.......................................................... 7
FINANCIAL DATA SCHEDULE............................................. 8
<PAGE>
"Safe Harbor" Statement
Cautionary Statement for purposes of the "Safe Harbor" Provisions of the Private
Securities Litigation Reform Act of 1995. With the exception of historical
matters, the matters discussed in this report are forward-looking statements
that involve risks and uncertainties that could cause actual results to differ
materially from projections or estimates contained herein. Such forward-looking
statements include statements regarding planned levels of development,
exploration and other expenditures, anticipated production and schedules for
development. Factors that could cause actual results to differ materially
include, among others, decisions and activities related to the mining
properties, unanticipated grade, geological, metallurgical, processing or other
problems, conclusion of feasibility studies, changes in project parameters or
plans, the timing and receipt of governmental permits, the failure of plant,
equipment or processors to operate in accordance with specifications or
expectations, results of current exploration activities, accidents, delays in
start-up dates, environmental costs and risks, changes in gold prices, as well
as other factors described elsewhere in this Form 10-QSB. Most of these factors
are beyond the Registrant's ability to predict or control. The Registrant
disclaims any obligation to update any forward-looking statement made herein.
1
<PAGE>
PART 1. FINANCIAL INFORMATION
Item 1.
NAPTAU GOLD CORPORATION
Balance Sheets
(expressed in United States dollars)
<TABLE>
<CAPTION>
June 30, 2000 December 31, 1999
------------- -----------------
<S> <C> <C>
Assets
Current assets
Cash $ 289 $ 1,042
----------- -----------
$ 289 $ 1,042
=========== ===========
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable and accrued liabilities $ 517,464 $ 469,705
Loans payable 145,060 138,631
Loans payable to related parties 38,536 34,797
----------- -----------
$ 701,060 $ 643,133
Shareholders' equity
Capital stock
Authorized:
5,000,000 preferred shares with a par
value of $0.001 per share
20,000,000 common shares with a par
value of $0.001 per share
Issued and outstanding:
5,933,500 common shares 5,934 5,934
Additional paid-in capital 1,582,105 1,582,105
Deficit (2,298,810) (2,230,130)
----------- -----------
$ (700,772) $ (642,091)
----------- -----------
$ 289 $ 1,042
=========== ===========
</TABLE>
See accompanying notes to financial statements.
2
<PAGE>
NAPTAU GOLD CORPORATION
Statements of Operations and Deficit
(expressed in United States dollars)
<TABLE>
<CAPTION>
Six Months Ended Three Months Ended
June 30, 2000 June 30, 1999 June 30, 2000 June 30, 1999
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Expenses:
Exploration expenditures $ 2,291 639
Interest and financing 7,258 57,717 4,383 29,143
Investor relations 3,195 3,195
Management salary 45,000 45,000 22,500 22,500
Professional fees 3,867 22,032 1,285 10,674
Office and administrative 2,556 3,243 793 1,191
----------- ----------- ----------- -----------
Loss for the period (58,681) (133,478) (28,961) (67,342)
Deficit, beginning of period (2,230,130) (2,339,021) (2,259,850) (2,405,163)
----------- ----------- ----------- -----------
Deficit, end of period $(2,288,811) $(2,472,505) (2,288,811) (2,472,505)
=========== =========== =========== ===========
Loss per share $ (0.01) $ (0.02) $ (0.005) (0.01)
=========== =========== =========== ===========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
NAPTAU GOLD CORPORATION
Statements of Cash Flows
(expressed in United States dollars)
<TABLE>
<CAPTION>
Six Months Ended Three Months Ended
June 30, 2000 June 30, 1999 June 30, 2000 June 30, 1999
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Cash generated from (used in):
Operations:
Loss for the period $(58,681) (133,478) (28,961) (67,342)
Changes in non-cash
operating working capital:
Accounts payable and
accrued liabilities 47,759 113,691 24,715 75,259
-------- -------- -------- --------
(10,922) (19,787) (4,246) 7,917
Financing:
Contracts payable 6,430 22,844 2,865 (3,644)
Loans payable to
related parties 3,739 (3,301) 1,195 (4,563)
-------- -------- -------- --------
10,169 19,543 4,060 (8,207)
-------- -------- -------- --------
Increase in cash (753) (244) (186) (290)
Cash, beginning of period 1,042 2,734 475 2,780
-------- -------- -------- --------
Cash, end of period $ 289 2,490 289 2,490
======== ======== ======== ========
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
NAPTAU GOLD CORPORATION
Notes to Financial Statements
June 30, 2000
1. The Company and basis of presentation:
Naptau Gold Corporation (the "Company") was formed under the laws of the
State of Delaware on January 8, 1988 and was inactive until 1995 when it
entered into an agreement to acquire certain mineral properties. The
operation of the mineral properties was unsuccessful and as at December
31, 1999 the Company entered into a recission and release agreement
whereby all assets previously acquired, including staked placer leases and
related production equipment located on the properties, were conveyed back
in consideration for the release from all related debts and obligations.
The Company agreed to transfer all exploration account balances for
Canadian tax purposes relating to the operation of the mineral properties.
The Company's principal business activity is the exploration and
development of mineral properties.
The financial statements presented herein as of June 30, 2000 and for the
three-month periods ending June 30, 2000 and 1999 are unaudited and, in
the opinion of management, include all adjustments (consisting only of
normal and recurring adjustments) necessary for a fair presentation of
financial position and results of operations. Such financial statements do
not include all of the information and footnote disclosures normally
included in audited financial statements prepared in accordance with
generally accepted accounting principles.
Mineral property interests:
Mineral property acquisition costs and related interest and financing
costs are deferred until the property is placed into production, sold or
abandoned. These costs will be amortized on a unit-of-production basis
over the estimated proven and probable reserves of the property following
commencement of commercial production or written off if the property is
sold, allowed to lapse or abandoned.
Mineral property acquisition costs include cash consideration and the
estimated fair value of common shares issued for mineral properties, based
on recent share issuances. Exploration and development expenditures are
expensed in the period incurred until such time as the Company establishes
the existence of commercial feasibility, at which time these costs will be
deferred. Administrative expenditures are expensed in the period incurred.
On an on-going basis, the Company evaluates the status of its mineral
properties based on results to date to determine the nature of exploration
and development work that is warranted in the future. If there is little
prospect of further work on a property being carried out, the deferred
costs related to that property are written down to their estimated
recoverable amount.
Results of operations for the three month period ended June 30, 2000 are
not necessarily indicative of the results that may be expected for the
full year ended December 31, 2000. It is suggested that these financial
statements be read in conjunction with the financial statements and notes
thereto included in the Company's 1999 Annual Report on Form 10-KSB.
These financial statements have been prepared on the basis of accounting
principles applicable to a going concern. At June 30, 2000, the Company
had a working capital deficiency of approximately $701,000, a significant
portion of which is due to related parties. The Company's continuing
operations and the ability of the Company to discharge its liabilities are
dependent upon the continued financial support of its related parties and
the ability of the Company to obtain the necessary financing to meet its
liabilities as they come due.
5
<PAGE>
Item 2. Plan of Operation
The Company, historically, has been engaged in the acquisition,
exploration and development of mineral properties, primarily gold or platinum.
The Company has been approached to review several business opportunities outside
the resource industry. In particular, internet related opportunities in the
fields of entertainment and associated technology, corporate incubator projects,
and non-internet projects which involve the reduction or elimination of exhaust
emissions created by the internal combustion engine either by fuel additives or
by other pre-conditioning of fuels before they enter the engine.
The Company is actively reviewing these potential business opportunities
and will issue further information if matters develop.
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
On May 18th, 2000 Mr. Larry Fix, Director, consented and was appointed to
act as Secretary of the Company.
On May 18th, 2000, under the Stock Grant Program(1) established June 30,
1995, the Company authorized the issuing of common stock as follows:
Larry Fix 50,000 common shares at par value of $0.001 per share
Lloyd Mear 75,000 common shares at par value of $0.001 per share
Edward Renyk 75,000 common shares at par value of $0.001 per share
As of June 30, 2000 this common stock had not been formally issued from
the treasury of the Company.
On May 18, 2000, under the Stock Option Plan(1) established June 30, 1995,
the Company issued 300,000 Stock Options which entitle the Optionee to purchase
one fully paid common share of the Company at the price of $0.05 per common
share for a period of two years from the date of granting.
On May 18, 2000 the Company's shares traded on the OTC Bulletin Board at $0.055
on a volume of 43,500 shares.
(1) Incorporated by reference to the Company's Form 10-SB, Commission File No.
0-25786.
The Company is presently negotiating with Mr. Edward Renyk to extend his
position as President of the Company. His contract expired on June 30, 2000 but
he has agreed to carry on the duties and responsibilities of CEO, President and
Principal Accounting Officer on a month to month basis until the conclusion of
negotiations and signing of a new contract.
6
<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.
NAPTAU GOLD CORPORATION
/s/ Edward D. Renyk
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Dated: August 04, 2000 By: Edward D. Renyk, CA
President and
Principal Accounting Officer
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