UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period endedSeptember 30, 2010
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ______
Commission file number:000-28837
NEW JERSEY MINING COMPANY
(Exact name of registrant as specified in its charter)
| Idaho | 82-0490295 |
| (State or other jurisdiction | (I.R.S. employer identification No.) |
| of incorporation or organization) |
89 Appleberg Road, Kellogg, Idaho 83837
(Address of principal executive offices) (zip code)
(208) 783-3331
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 as the registrant was required to file such reports), and (2) has been subject to filing requirements for the past 90 days.
Yes [X] No [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes [ ] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “small reporting company” in Rule 12b-2 of the Exchange Act.
| Large Accelerated Filer [ ] | Accelerated Filer [ ] |
| Non-Accelerated Filer [ ] | Smaller reporting company [X] |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)
Yes [ ] No [X]
On November 2, 2010, 42,937,862 shares of the registrant’s common stock were outstanding.
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NEW JERSEY MINING COMPANY
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD
ENDED SEPTEMBER 30, 2010
TABLE OF CONTENTS
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PART I-FINANCIAL INFORMATION
Item 1: FINANCIAL STATEMENTS
New Jersey Mining Company
(A Development Stage Company)
Balance Sheets
September 30, 2010and December 31, 2009
| September 30, 2010 | December 31, 2009 | |||||
| (Unaudited) | ||||||
| ASSETS | ||||||
| Current assets: | ||||||
| Cash and cash equivalents | $ | 21,839 | $ | 34,087 | ||
| Investment in marketable equity security at market (cost-$3,868) | 9,672 | 21,665 | ||||
| Interest receivable | 183 | 309 | ||||
| Miscellaneous receivable | 919 | |||||
| Contract drilling receivable | 71,795 | |||||
| Engineering services receivable | 1,665 | |||||
| Prepaid claim fees | 18,480 | 18,573 | ||||
| Inventory | 14,451 | 1,833 | ||||
| Total current assets | 138,085 | 77,386 | ||||
| Property, plant, and equipment, net of accumulated depreciation | 1,336,524 | 1,353,369 | ||||
| Mineral properties, net of accumulated amortization | 1,403,579 | 1,407,959 | ||||
| Reclamation bonds | 121,133 | 121,088 | ||||
| Total assets | $ | 2,999,321 | $ | 2,959,802 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
| Current liabilities: | ||||||
| Accounts payable | $ | 49,888 | $ | 62,858 | ||
| Note and interest payable, related party | 82,717 | 72,107 | ||||
| Accrued payroll and related payroll expenses | 21,661 | 7,160 | ||||
| Deposit received on sale of mineral property | 50,000 | |||||
| Obligations under capital lease, current | 13,512 | 9,894 | ||||
| Notes payable, current | 70,462 | 134,689 | ||||
| Total current liabilities | 238,240 | 336,708 | ||||
| Asset retirement obligation | 28,517 | 25,913 | ||||
| Obligations under capital lease, non-current | 4,335 | 10,398 | ||||
| Notes payable, non-current | 67,604 | 56,650 | ||||
| Total non-current liabilities | 100,456 | 92,961 | ||||
| Total liabilities | 338,696 | 429,669 | ||||
| Stockholders’ equity: | ||||||
| Preferred stock, no par value, 1,000,000 shares authorized; no shares issued and outstanding | ||||||
| Common stock, no par value, 50,000,000 shares authorized; September 30, 2010-42,936,612 and December 31, 2009-38,685,232 shares issued and outstanding | 9,948,367 | 9,285,383 | ||||
| Deficit accumulated during the development stage | (7,293,545 | ) | (6,773,046 | ) | ||
| Accumulated other comprehensive income | ||||||
| Unrealized gain in marketable equity security | 5,803 | 17,796 | ||||
| Total stockholders’ equity | 2,660,625 | 2,530,133 | ||||
| Total liabilities and stockholders’ equity | $ | 2,999,321 | $ | 2,959,802 | ||
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The accompanying notes are an integral part of these financial statements.
New Jersey Mining Company
(A Development Stage Company)
Statements of Operations and Comprehensive Loss (Unaudited)
For the Three and Nine Month Periods Ended September 30, 2010 and 2009,
And from Inception (July 18, 1996) through September 30, 2010
| From Inception | |||||||||||||||
| (July 18, 1996) | |||||||||||||||
| Through | |||||||||||||||
| September 30, 2010 | September 30, 2009 | Sept. 30, 2010 | |||||||||||||
| Three Months | Nine Months | Three Months | Nine Months | ||||||||||||
| Income earned during the development stage: | |||||||||||||||
| Sales of gold | $ | 5,343 | $ | 11,410 | $ | 98,512 | $ | 262,171 | $ | 437,122 | |||||
| Sales of concentrate | 601,168 | ||||||||||||||
| Drilling and exploration contract income | 120,255 | 132,340 | 94,659 | 161,131 | 330,951 | ||||||||||
| Engineering services income | 10,415 | 10,415 | 10,415 | ||||||||||||
| 136,013 | 154,165 | 193,171 | 423,302 | 1,379,656 | |||||||||||
| Costs and expenses: | |||||||||||||||
| Direct production costs | 8,571 | 49,491 | 108,174 | 280,445 | 1,316,693 | ||||||||||
| Drilling and exploration contract expense | 56,287 | 76,896 | 48,224 | 76,386 | 165,582 | ||||||||||
| Engineering servicing expense | 375 | 375 | 375 | ||||||||||||
| Management | 59,205 | 186,231 | 94,597 | 281,668 | 1,882,262 | ||||||||||
| Exploration | 37,575 | 151,203 | 17,956 | 67,500 | 2,401,211 | ||||||||||
| Gain on sale of mineral property | (90,000 | ) | |||||||||||||
| Gain on default of mineral property sale | (50,000 | ) | (320,000 | ) | |||||||||||
| Net gain on sale of equipment | (30,500 | ) | (30,098 | ) | (30,098 | ) | |||||||||
| Depreciation and amortization | 13,050 | 46,493 | 22,932 | 108,536 | 716,585 | ||||||||||
| General and administrative expenses | 65,687 | 240,297 | 55,851 | 191,668 | 2,631,855 | ||||||||||
| Total operating expenses | 210,250 | 670,888 | 347,734 | 1,006,203 | 8,674,465 | ||||||||||
| Other (income) expense: | |||||||||||||||
| Timber sales | (54,699 | ) | |||||||||||||
| Timber expense | 14,554 | ||||||||||||||
| Royalties and other income | (1,284 | ) | (3,095 | ) | (234 | ) | (237 | ) | (75,171 | ) | |||||
| Royalties expense | 6,219 | 9,816 | 44,089 | ||||||||||||
| Gain on sale of marketable equity security | (1,912 | ) | (92,269 | ) | |||||||||||
| Interest income | (112 | ) | (723 | ) | (111 | ) | (548 | ) | (47,816 | ) | |||||
| Interest expense | 3,366 | 7,593 | 4,915 | 15,930 | 89,098 | ||||||||||
| Write-off of goodwill | 30,950 | ||||||||||||||
| Write-off of investment | 90,000 | ||||||||||||||
| Total other (income) expense | 1,970 | 3,775 | 10,789 | 23,049 | (1,264 | ) | |||||||||
| Net loss | 76,207 | 520,498 | 165,352 | 605,950 | 7,293,545 | ||||||||||
| Other comprehensive (income) loss: | |||||||||||||||
| Unrealized (gain) loss on marketable equity security | 11,993 | (3,324 | ) | (7,614 | ) | (5,803 | ) | ||||||||
| Comprehensive loss | $ | 76,207 | $ | 532,491 | $ | 162,028 | $ | 598,336 | $ | 7,287,742 | |||||
| Net loss per common share basic | $ | Nil | $ | 0.01 | $ | Nil | $ | 0.02 | $ | 0.34 | |||||
| Weighted average common shares outstanding basic | 42,703,101 | 42,020,248 | 37,903,858 | 37,535,281 | 21,364,990 | ||||||||||
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The accompanying notes are an integral part of these financial statements.
New Jersey Mining Company
(A Development Stage Company)
Statements of Cash Flows (Unaudited)
For the Nine Month Periods Ended September 30, 2010 and 2009,
And from Inception (July 18, 1996) through September 30, 2010
| From Inception | |||||||||
| September 30, | (July 18, 1996) | ||||||||
| through | |||||||||
| 2010 | 2009 | September 30, 2010 | |||||||
| Cash flows from operating activities: | |||||||||
| Net loss | $ | (520,498 | ) | $ | (605,950 | ) | $ | (7,293,545 | ) |
| Adjustments to reconcile net loss to net cash | |||||||||
| Used by operating activities: | |||||||||
| Depreciation and amortization | 46,493 | 108,536 | 716,586 | ||||||
| Net gain on sale of equipment | (30,098 | ) | (18,826 | ) | |||||
| Write-off of goodwill and investment | 120,950 | ||||||||
| Gain on sale of mineral properties | (50,000 | ) | (410,000 | ) | |||||
| Gain on sale of marketable equity securities | (1,912 | ) | (92,269 | ) | |||||
| Accretion of asset retirement obligation | 2,604 | 4,047 | |||||||
| Common stock issued for: | |||||||||
| Management and directors’ fees | 31,240 | 221,498 | 1,140,575 | ||||||
| Services and other | 17,113 | 16,323 | 239,521 | ||||||
| Exploration | 11,250 | 95,521 | |||||||
| Mineral property agreement | 15,000 | ||||||||
| Change in: | |||||||||
| Prepaid expense | 572 | ||||||||
| Prepaid claim fees | 93 | (25,538 | ) | (18,480 | ) | ||||
| Inventory | (12,618 | ) | 63,583 | (14,451 | ) | ||||
| Miscellaneous receivable | 919 | 5,516 | |||||||
| Interest receivable | 125 | 118 | (184 | ) | |||||
| Contract drilling receivable | (71,795 | ) | (48,073 | ) | (71,795 | ) | |||
| Engineering services receivable | (1,665 | ) | (1,665 | ) | |||||
| Other assets | (778 | ) | |||||||
| Accounts payable | (12,446 | ) | 10,274 | 59,650 | |||||
| Accrued payroll and related payroll expenses | 14,501 | (30,118 | ) | 21,661 | |||||
| Accrued reclamation costs | (1,443 | ) | |||||||
| Net cash used by operating activities | (586,032 | ) | (273,921 | ) | (5,509,925 | ) | |||
| Cash flows from investing activities: | |||||||||
| Purchases of property, plant, and equipment | (21,043 | ) | (4,392 | ) | (1,105,291 | ) | |||
| Purchase of mineral property | (20,904 | ) | |||||||
| Proceeds from sale of mineral property | 120,000 | ||||||||
| Deposit received on sale of mineral property | 320,000 | ||||||||
| Proceeds on sale of equipment | 31,498 | 31,498 | |||||||
| Purchases of or increase in reclamation bonds | (45 | ) | 2,432 | (121,133 | ) | ||||
| Purchase of marketable equity security | (7,500 | ) | |||||||
| Proceeds from sales of marketable equity securities | 2,112 | 95,901 | |||||||
| Cash of acquired companies | 38,269 | ||||||||
| Deferral of development costs | (759,209 | ) | |||||||
| Net cash provided (used) by investing activities | 10,410 | 152 | (1,408,369 | ) | |||||
| Cash flows from financing activities: | |||||||||
| Exercise of stock purchase warrants | 33,936 | 2,571,536 | |||||||
| Sales of common stock, net of issuance costs | 580,170 | 30,000 | 4,841,246 | ||||||
| Principal payments on capital lease | (8,069 | ) | (24,212 | ) | (191,566 | ) | |||
| Principal payments on notes payable | (53,273 | ) | (86,345 | ) | (363,800 | ) | |||
| Note and interest payable, related party net | 10,610 | 70,048 | 82,717 | ||||||
| Net cash provided (used) by financing activities | 563,374 | (10,509 | ) | 6,940,133 | |||||
| Net change in cash and cash equivalents | (12,248 | ) | (284,278 | ) | 21,839 | ||||
| Cash and cash equivalents, beginning of period | 34,087 | 321,254 | 0 | ||||||
| Cash and cash equivalents, end of period | $ | 21,839 | $ | 36,976 | $ | 21,839 | |||
| Supplemental disclosure of cash flow information: | |||||||||
| Interest paid in cash, net of amount capitalized | $ | 7,593 | $ | 14,482 | $ | 77,077 | |||
| Non-cash investing and financing activities: | |||||||||
| Common stock issued for: | |||||||||
| Property, plant, and equipment | $ | 50,365 | |||||||
| Mineral properties | $ | 333,300 | |||||||
| Payment of accounts payable | $ | 525 | $ | 12,730 | |||||
| Acquisitions of companies, excluding cash | $ | 743,653 | |||||||
| Capital lease obligation incurred for equipment acquired | $ | 5,625 | $ | 184,213 | |||||
| Notes payable for property and equipment acquired | $ | 482,634 | |||||||
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The accompanying notes are an integral part of these financial statements.
New Jersey Mining Company
Notes to Financial Statements
(Unaudited)
1. Basis of Presentation:
These unaudited interim financial statements have been prepared by the management of New Jersey Mining Company (“the Company”) in accordance with accounting principles generally accepted in the United States of America for interim financial information, as well as the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of the Company’s management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation of the interim financial statements have been included.
The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the reporting period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company's financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions, which could have a material effect on the reported amounts of the Company's financial position and results of operations. Operating results for the three and nine month periods ended September 30, 2010, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2010.
For further information refer to the financial statements and footnotes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.
The Company presents its financial statements in accordance with accounting guidance for development stage entities, as management believes that while the Company’s planned principal operations have commenced, the revenue generated from them is not sufficient to cover all corporate costs. Additional development of the Company’s properties is necessary before a transition is made to reporting as a production stage company.
2. Related Party Transactions
Stock payments are made to President Fred Brackebusch and Vice President Grant Brackebusch quarterly based on an hourly rate for management services above a predetermined amount and also in some cases in lieu of base salary. These payments have been deferred for the first and second quarters of 2010. As of September 30, 2010, these deferred payments were $48,549 for the first quarter and $31,250 for the second quarter. An unsecured line of credit with 0% interest was extended to the Company by Fred Brackebusch and Grant Brackebusch for the amount of stock due for management services in those quarters. In addition $2,918. in office rent for the second and third quarters of 2010 is payable to Mine Systems Design, a related party.
3. Equity
Warrants
In the second quarter of 2010, 206,500 warrants were exercised; each warrant was exchanged for one unregistered share of the Company’s stock, at $0.16 per share resulting in proceeds of $33,936. No warrants were exercised in the first or third quarters of 2010.
Common Stock Issued for Cash, Goods, and Services
The Company issued 142,000 shares of unregistered common stock to President Fred Brackebusch for management services rendered in the three month period ending September 30, 2010. The shares were valued at $0.22 per share or $31,240.
During the three and nine month periods ended September 30, 2010, the Company issued 72,250 and 79,750 shares, respectively, of unregistered common stock to individuals for goods and services at fair value prices ranging from $0.17 to $0.25 per share for a total of $15,438 and $17,113 respectively.
During the three month period ending September 30, 2010, the Company issued 2,600 shares of unregistered common stock to individuals in exchange for accounts payable at a fair value price of $0.20 per share or $525.
During the three and nine month periods ended September 30, 2010, the Company issued 300,000 and 3,820,530 units, each unit consisting of one share of unregistered common stock and one stock purchase warrant, at an average price of $0.15 per unit. These units consisted of both brokered and non brokered units.
4. Fair Value Measurement
The table below sets forth our financial assets that were accounted for at fair value on at September 30, 2010 and December 31, 2009, and their respective hierarchy level. Hierarchy level is determined by segregating fair value measurements using quoted prices in active markets for identical assets or liabilities (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3).We had no other financial assets or liabilities accounted for at fair value at September 30, 2010 and December 31, 2009.
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| Balance at September 30, 2010 | Balance at December 31, 2009 | Hierarchy Level | |
| Investments in marketable equity securities | $ 9,672 | $21,665 | Level 1 |
5. Mining Venture Agreements
Newmont Venture Agreement
The Company entered into a venture agreement with Newmont North America Exploration Limited ("Newmont") in March 2008, relating to exploration of the Company's Toboggan Project. Newmont is conducting exploration in a 38 square mile area centered on the prospects that the Company has staked. To earn a participating interest in the Venture, Newmont is required to contribute $2,000,000 in exploration expenditures as follows: $300,000 on or before March 2009, an additional $700,000 by March 2010, and an additional $1,000,000 by March 2011. Newmont has completed two field seasons of exploration work and is currently conducting the third season in 2010. Newmont has made satisfactory progress toward completing their required expenditures under the agreement. NJMC has been providing drilling services on a per footage fee basis to Newmont for this project.
6. Subsequent Events
Subsequent to the end of the third quarter of 2010, a Letter of Intent (LOI) was signed with United Mine Services, Inc. (UMS) to form a joint venture for the Company’s mill. UMS would fund the capital necessary to expand the mill to process 15 tonnes/hr and would own 1/3 of the joint venture. The Company would operate the mill and process ores from its own properties as well as from the Crescent mine, operated by UMS. A Definitive Agreement would be signed before the end of 2010. In the LOI, UMS agrees to pay the Company for engineering services related to the mill expansion prior to signing the Definitive Agreement.
Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
When we use the terms "New Jersey Mining Company," the "Company," "we," "us," or "our," we are referring to New Jersey Mining Company (the "Company") and its subsidiaries, unless the context otherwise requires.
Cautionary Statement about Forward-Looking Statements
This Quarterly Report on Form 10-Q includes certain statements that may be deemed to be "forward-looking statements." All statements, other than statements of historical facts, included in this Form 10-Q that address activities, events or developments that our management expects, believes or anticipates will or may occur in the future are forward-looking statements. Such forward-looking statements include discussion of such matters as:
The amount and nature of future capital, development and exploration expenditures;
The timing of exploration activities; and
Business strategies and development of our business plan.
Forward-looking statements also typically include words such as "anticipate," "estimate," "expect," "potential," "could" or similar words suggesting future outcomes. These statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate in the circumstances. Such statements are subject to a number of assumptions, risks and uncertainties, including such factors as the volatility and level of metal prices, currency exchange rate fluctuations, uncertainties in cash flow, expected acquisition benefits, exploration mining and operating risks, competition, litigation, environmental matters, the potential impact of government regulations, and other matters related to the mining industry, many of which are beyond our control. Readers are cautioned that forward-looking statements are not guarantees of future performance and that actual results or developments may differ materially from those expressed or implied in the forward-looking statements.
The Company is under no duty to update any of these forward-looking statements after the date of this report. You should not place undue reliance on these forward-looking statements.
Plan of Operation
The Company is executing its strategy to conduct exploration for gold, silver and base metal deposits in the greater Coeur d’Alene Mining District of northern Idaho while concurrently conducting mining and mineral processing operations on ore reserves it has located on its exploration properties. The financial strategy is to generate cash from these operations to pay for corporate expenses and to provide additional funds for exploration, thus reducing the need to raise funds through financing activities including sale of common stock. The strategy includes finding and developing ore reserves in order to increase production of gold, silver, and base metals. In addition, the sale or joint venture of mineral properties is used as a source of funds and to reduce exploration costs.
The Company has several properties at which most exploration is being conducted; the Toboggan Project, the Niagara, the Golden Chest, the Silver Strand, and the Coleman. The Toboggan Project is a group of prospects in the Murray, Idaho District that contain gold and silver
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telluride minerals. The Toboggan Project is being explored by Newmont North America Exploration Limited under a joint venture agreement. Newmont is conducting exploration in a 38 square mile area centered on prospects that the Company has staked previously and on new claims staked by Newmont. Newmont commenced drilling of certain targets in the second quarter of 2010 and continued through the third quarter. The Niagara copper-silver deposit, also located in the Murray, Idaho area, in the Revett formation was drilled in the 1970’s, and the Company drilled five holes since which expanded the resource. The Company is searching for joint venture opportunities in order to acquire funding to develop the reserves at the Golden Chest mine. An exploration drill hole was completed at the Golden Chest in the second quarter and a thin, high grade vein was intercepted. Production of silver-gold ore commenced at the Silver Strand mine in May 2010, but late in the second quarter crews were reassigned to exploration at the Golden Chest. At the Coleman underground mine, during the first quarter a raise on the vein was started to help determine whether reserves can be calculated on the deeper parts of the Coleman vein.
The Company commenced core drilling operations at the Toboggan Project for Newmont under a service agreement in June 2010 and continued through the end of October 2010.
Subsequent to the end of the third quarter of 2010, a Letter of Intent was signed with United Mine Services, Inc. (UMS) to form a joint venture for the Company’s mill. UMS would fund the capital necessary to expand the mill to process 15 tonnes/hr and would own 1/3 of the joint venture. The Company would operate the mill and process ores from its own properties as well as from the Crescent mine, operated by UMS. A Definitive Agreement would be signed before the end of 2010.
Changes in Financial Condition
The Company maintains an adequate cash balance by increasing or decreasing its exploration expenditures as limited by availability of cash from operations or from financing activities. The cash balance at the end of the third quarter was $21,839, and Figure 1 shows the corresponding balances for previous accounting periods.
The cash balance decreased during the third quarter due to lack of financing activities and limited revenue.
Results of Operations
Income Earned during the Development Stage (Revenue) for the third quarter of 2010 was $136,013 as compared to $193,171 for the comparable period of 2009. Revenue was lower in 2010 due to lower gold sales. Figure 2 shows a net loss for the third quarter of 2010 of $76,207 compared to a loss of $165,352 for the third quarter of 2009. The net loss for the third quarter of 2010 was less than the third quarter of 2009 because of reduced operating costs.
8
There was no gold production in the third quarter of 2010 nor was there any in the comparable period of 2009. No gold production is expected for the remainder of 2010.
At the Golden Chest mine, production depends upon the ability to complete development of reserves. If the Idaho vein ramp development can be completed there will be more than 200,000 tonnes available. There are no plans in 2010 to commence ramp development unless a joint venture partner or other means of financing can be arranged.
Ore production started at the Silver Strand mine in the second quarter of 2010 but was suspended due to low metallurgical recovery in the concentrate leach plant. While management expects that it can solve the metallurgical problems with Silver Strand ore, no production will be possible for the remainder of the operating season.
The amount of money to be spent on exploration at the Company’s mines and prospects will depend upon the amount of gross profit generated by operations and the amount of money raised by financing activities. Management expects that minimal work will be done at the Company’s mines for the remainder of 2010 and that the mineral processing plant will remain idle the remainder of the year.
The Company will continue to look for a joint venture partner at the Golden Chest mine and to pursue equity financing. The Company is drilling for Newmont at the Toboggan Project on a contract basis during the 2010 summer and fall season. Newmont currently pays for all exploration activities on the Toboggan Project. We expect to receive cash flow by providing drilling services to Newmont on our joint venture (see note 5. Mining Venture Agreements – Newmont Venture Agreement).
Changes in Direct Production Costs
Direct production costs decreased for the three and nine month periods ending September 30, 2010 compared to the comparable periods last year because the mining and milling properties have been shut down for the majority of the year.
Changes in Management Costs
Management expenses decreased for the three and nine month periods ending September 30, 2010 compared to the comparable periods last year because of limited activity in 2010. Management continues to receive a portion of payment in stock.
Changes in Exploration Costs
Exploration expenses increased for the nine month period ending September 30, 2010 compared to the comparable period last year. Exploration projects were put on hold in 2009 while production occurred at the Golden Chest property. In March of 2010 exploration activities were resumed at the Coleman and Golden Chest properties.
Item 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not required for small reporting companies.
Item 4: CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
The Company’s President and Chief Executive Officer who also serves as the Company’s principal financial officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures pursuant to Rule 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934 (the “Exchange Act”), as of the end of the period covered by this report. Based on such evaluation, the Company’s President, Chief Executive Officer, and principal financial officer has concluded that, as of the end of such period, the Company’s disclosure
9
controls and procedures are effective in recording, processing, summarizing, and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files under the Exchange Act.
Changes in internal control over financial reporting.
The President, Chief Executive Officer, and principal financial officer conducted evaluations of the Company’s internal controls over financial reporting to determine whether any changes occurred during the quarter ended September 30, 2010 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. No material changes in internal control over financial reporting occurred in the quarter ended September 30, 2010.
PART II - OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
The Company is currently a plaintiff along with Shoshone County, Idaho, and George E. Stephenson in a complaint against the USA, Secretary of the Department of Agriculture, Chief of the Forest Service, etc., for Declaratory Judgment and Quiet Title regarding a public right-of-way for the East Fork of Eagle Creek Road near Murray, Idaho. The complaint was filed on October 5, 2009 in the United States District Court, District of Idaho. The plaintiffs are bringing the action to adjudicate/declare under the Quiet Title Act, and under the Declaratory Judgment Act that the East Fork Eagle Creek Road is a public road as it crosses the lands owned by the USA in accordance with R.S. 2477.
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
Neither the constituent instruments defining the rights of the Company’s securities filers nor the rights evidenced by the Company’s outstanding common stock have been modified, limited or qualified.
During the third quarter of 2010 the Company issued 300,000 shares of unregistered common stock, each unit of stock was accompanied by a purchase warrant. for net proceeds of $51,000 to certain accredited and sophisticated individuals in exchange for cash. In management’s opinion, the sale of the restricted shares, as defined under Rule 144, was made in reliance on exemptions from registration provided by Section 4(2) and Rule 506 of Regulation D of the Securities Act of 1933, as amended and other applicable Federal and state securities laws.
During the third quarter of 2010 the Company issued 2,600 shares of unregistered common stock at $0.20 for accounts payable and 72,250 shares of unregistered common stock at an average price of $0.21 for goods and services to other accredited and sophisticated individuals. In management’s opinion, the securities were issued pursuant to exemptions from registration under Section 4(2) of the Securities Act of 1933, as amended.
Item 3. DEFAULTS UPON SENIOR SECURITIES
The Company has no outstanding senior securities.
Item 4. REMOVED AND RESERVED
Item 5. OTHER INFORMATION
None
Item 6. EXHIBITS
| Number | Description |
| 3.1 | Articles of Incorporation. Filed as an exhibit to the registrant's registration statement on Form 10-SB (Commission File No. 000-28837) and incorporated by reference herein. |
| 3.2 | Bylaws. Filed as an exhibit to the registrant's registration statement on Form 10-SB (Commission File No. 000-28837) and incorporated by reference herein. |
| 31.1 | Certification pursuant to Section 302 of the Sarbanes-Oxley act of 2002. |
| 31.2 | Certification pursuant to Section 302 of the Sarbanes-Oxley act of 2002. |
| 32.1 | |
| 32.2 |
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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.
NEW JERSEY MINING COMPANY
| By: | /s/ Fred W. Brackebusch | |
| Fred W. Brackebusch, its | ||
| President, Treasurer & Director | ||
| Date November 11, 2010 | ||
| By: | /s/ Grant A. Brackebusch | |
| Grant A. Brackebusch, its | ||
| Vice President & Director | ||
| Date: November 11, 2010 |
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