Spire 10-Q 2010 Q3 Quarterly report

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 ENDED SEPTEMBER 30, 2010
OR
[   ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 000-50664

DRAVCO MINING INC.

(Exact name of registrant as specified in its charter)

NEVADA

(State or other jurisdiction of incorporation or organization)

1909 Dufferin Avenue

Saskatoon, Saskatchewan

Canada   S7J 1B6

(Address of principal executive offices, including zip code.)

1-888-437-5268

(telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 requirements for the last 90 days.

YES [X]   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 the definitions of “large accelerated filer, “accelerated filer,” “non-accelerated filer,” and “smaller 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 [X]   NO [  ]

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 18,000,000 as of October 26th, 2010.

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Balance Sheets (Unaudited)	F-1
Statements of Expenses (Unaudited)	F-2
Statements of Cash Flows (Unaudited)	F-3
Notes to Unaudited Financial Statements	F-4

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Dravco Mining Inc.

(An Exploration Stage Company)

Balance Sheets (Unaudited)

	September 30,			December 31,
	2010			2009
Assets
Current Assets
Cash	$	49		$	14,739
Total Assets		49			14,739
Liabilities and Stockholders’ Deficit
Current Liabilities
Accounts payable	$	5,881		$	3,550
Due to a stockholder		25,127			23,127
Total liabilities		31,008			26,677
Stockholders’ Deficit
Common Stock
100,000,000 shares authorized, with a $0.00001 par value,
18,000,000 shares issued and outstanding		180			180
Additional Paid-in Capital		203,170			202,270
Deficit Accumulated During the Exploration Stage		(234,309	)		(214,388	)
Total Stockholders’ Deficit		(30,959	)		(11,938	)
Total Liabilities and Stockholders’ Deficit	$	49		$	14,739

The accompanying notes are an integral part of these unaudited financial statements

F-1

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Dravco Mining Inc.

(An Exploration Stage Company)

Statements of Expenses (Unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,						September 20, 2000 (date of inception) to September 30,
	2010			2009			2010			2009			2010
Expenses
Consulting fees	$	–		$	–		$	–		$	–		$	2,500
Mineral property costs		–			–			–			–			8,370
Office and administrative		1,775			2,068			4,574			6,054			49,549
Professional fees		1,500			1,800			10,000			12,372			136,578
Transfer agent and filing fees		1,036			1,198			5,347			6,827			34,493
Travel		–			–			–			–			2,819
Total Expenses		4,311			5,066			19,921			25,253			234,309
Net Loss	$	(4,311	)	$	(5,066	)	$	(19,921	)	$	(25,253	)	$	(234,309	)
Net Loss Per Common Share-
Basic and Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted Average Number of Common
Shares Outstanding		18,000,000			18,000,000			18,000,000			18,000,000

The accompanying notes are an integral part of these unaudited financial statements

F-2

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Dravco Mining Inc.

(An Exploration Stage Company)

Statements of Cash Flows (Unaudited)

	Nine Months Ended September 30, 2010			Nine Months Ended September 30, 2009			September 20, 2000 (date of inception) to September 30, 2010
Operating Activities
Net loss	$	(19,921	)	$	(25,253	)	$	(234,309	)
Adjustment to reconcile net loss to net cash used
in operating activities:
Donated rent		900			900			3,300
Changes in operating assets and liabilities
Accounts payable		2,331			160			5,881
Net Cash Used in Operating Activities		(16,690	)		(24,193	)		(225,128	)
Financing Activities
Due to Stockholder		2,000			–			25,127
Proceeds from sale of Stock		–			–			200,050
Net Cash Provided By Financing Activities		2,000			–			225,177
Change in Cash		(14,690	)		(24,193	)		49
Cash - Beginning of Period		14,739			41,181			-
Cash- End of Period	$	49		$	16,988		$	49
Supplemental Disclosures
Interest paid	$	–		$	–		$	–
Income taxes paid	$	–		$	–		$	–

The accompanying notes are an integral part of these unaudited financial statements

F-3

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Dravco Mining Inc.

(An Exploration Stage Company)

Notes to the Unaudited Financial Statements

September 30, 2010

1.         Basis of Financial Statement Presentation

The accompanying unaudited interim financial statements of Dravco Mining Inc. have been prepared in accordance with the accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in Dravco’s latest Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate the disclosures contained in the audited financial statements for the most recent year, 2009, as reported in Form 10-K, have been omitted. Operating results for the nine months ended September 30, 2010 are not necessarily indicative of the results that may be expected for the year ending December 31, 2010.

2.         Going Concern

As at September 30, 2010, the Company has never generated any revenues, and has accumulated losses since inception. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. The continuation of the Company as a going concern is dependent upon the ability of the Company to meet financial requirements, raise additional capital; which will likely involve the issuance of debt and/or equity securities, and to identify any new business opportunities.

3.         Related Party Transactions

As of September 30, 2010, the President of the Company is owed $25,127 for expenses paid on behalf of the Company.  The amount due is unsecured, non-interest bearing and due on demand.

During the nine month period ending September 30, 2010, the President has provided office space to the Company for $900 which was recorded as donated capital.

F-4

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ITEM 2.          MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

This quarterly report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995.  These statements relate to future events or our future financial performance.  In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential”, or “continue” or the negative of these terms or other comparable terminology.  These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, lev els of activity, performance or achievements to be materially different from future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.  In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars.  All references to “common shares” refer to the common shares in our capital stock.

As used in this quarter report the terms “we”, “us”, “our”, and the “Company” means Dravco Mining Inc., unless otherwise indicated.

General

We were incorporated in the State of Nevada on September 20, 2000 as Dundee Mining Inc.  On October 2, 2002 the Company changed its name to Dravco Mining Inc.  To date, our only activities have been directed at raising our initial capital and developing our business plan.

We are a start-up, exploration stage corporation and have not yet generated or realized any revenues from our business operations.  Our auditors have issued a going concern opinion.  This is because we have not generated any revenues from our business operations and we expect to generate operating losses during some or all of our planned development stages, which raises substantial doubt about our ability to continue as a going concern. Accordingly, we will need to raise cash from sources other than internal revenues.

Our original plan of operation was to prospect for gold. In July 2000, Rodney L. Lozinski, our sole officer and director, entered into an oral agreement with Locke Goldsmith, an unrelated third party, to stake one property containing ten unpatented mining claims in the Nickel Plate Mountain area of Hedley, Osoyoos Mining Division, British Columbia, Canada.

During the year ended December 31, 2007, we renewed five of the ten mineral claims with the Ministry of Energy and Mines in British Columbia and the claims remained valid until September 23, 2008.  During the year ended December 31, 2008 we continued to hold the property, but at the time of renewal decided that it was in our best interest to forfeit the remaining five mineral claims due to the costs associated with maintaining title to the claims. Due to our failure to commence our exploration work on a timely basis our original geologist was unavailable to do work for us.  Our continued search for a new geologist was not successful and as a result, we have been exploring alternative business opportunities.

On July 28, 2010, we entered into a Letter of Intent with Solauro Industries Inc. (“Solauro”) whereby we will acquire from Solauro, certain mining projects and properties located in British Columbia, Canada, Newfoundland, Canada and six tailing reclamation projects located in Nevada.

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Solauro Industries Inc. is a privately held environmentally friendly "green" focused mining company that explores, acquires and develops mining properties throughout North America. Solauro's business model focuses on the acquisition and development of lucrative ore tailings reclamation projects as well as early and advanced staged exploration projects. Solauro places emphasis on green mining practices wherever possible such as lined ponds, non-toxic chemical separation, recycled water systems, resource efficiency, and limited waste to minimize environmental damage.

The Letter of Intent will expire on October 31, 2010 unless otherwise mutually agreed to in writing by both parties.  There are no assurances that all the conditions of the Letter of Intent can be satisfied or that all subjects will be removed such that the transaction as contemplated can be completed and closed.

As of September 30, 2010 we had cash resources of $49 and total liabilities of $31,008 for a working capital deficit of $30,959.  The Letter of Intent that we entered into with Solauro Industries Inc., on July 28, 2010 requires that we complete a financing of not less than $1,500,000 nor more than $2,000,000.  Should we complete the terms of the Letter of Intent, we will have sufficient funds to initiate operations on the acquired mining projects and working capital for at least twelve months.

Plan of Operations

Our original plan of operation was to prospect for gold. Due to our failure to commence our exploration work on a timely basis our original geologist was no longer available to do work for us.  Our search for a new geologist was not successful and as a result, we decided to explore alternative business opportunities.

On July 28, 2010, we (the “Company”) entered into a Letter of Intent with Solauro Industries Inc. (“Solauro”) whereby we will acquire from Solauro, certain mining projects and properties located in British Columbia, Canada, Newfoundland, Canada and six tailing reclamation projects located in Nevada under the following terms and conditions:

1.      The Company completing a 2.5 times forward split of its capital stock.

2.      The Company completing a private placement of not less than $1,500,000 nor more than $2,000,000 at a price not less than $0.25 per share.

3.      Solauro completing a bridge financing of not less than $250,000 nor more than $500,000 at a price being a 20% discount to the shares being offered in the private placement.  The amount of funding required to be completed prior to the closing of the acquisition will be not less than $2,000,000 in any combination of the private placement and the bridge financings.

4.      The Company’s current President, CEO and Director will resign and will tender his current holdings of 25,000,000 post-split shares of common stock for cancellation and will appoint Dion Tulk, Solauro’s current President and CEO as the Company’s new president, CEO and Director.

5.      The issuance of 20,000,000 post-split restricted shares of common stock to the holders of the mining properties as further described in the LOI.

The Letter of Intent will expire on October 31, 2010 unless otherwise mutually agreed to in writing by both parties.

We are presently working towards the completion of the subject clauses.

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Limited Operating History; Need for Additional Capital

There is limited historical financial information about Dravco Mining Inc. upon which to base an evaluation of our performance.  We are an exploration stage corporation and have not generated any revenues from operations.  We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible delays in the exploitation of the business opportunities.  Any new business opportunities will likely require additional capital.

If additional capital is required we will raise funds by issuing debt and/or equity securities. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations.  Equity financing could result in additional dilution to existing shareholders.

Results of Operations

For the nine months ended September 30, 2010 compared to September 30, 2009 and for the three months ended September 30, 2010 compared to September 30, 2009

For the three months ended September 30, 2010 and 2009: We had a net loss of $4,311 for the three months ended September 30, 2010 compared to a net loss of $5,066 for the three months ended September 30, 2009.  The decrease of $755 was attributable to the decrease in our operating expenses.

For the nine months ended September 30, 2010 and 2009: We had a net loss of $19,921 for the nine months ended September 30, 2010 compared to a net loss of $25,253 for the nine months ended September 30, 2009.  The decrease of $5,332 was primarily due to a decrease in professional fees, due to a change in auditors during the nine months ended September 30, 2009.

The Company had no revenues for the three and nine month periods ended September 30, 2010 and 2009 and does not expect to recognize revenue in the foreseeable future.  Since inception, we have used our common stock to raise money for the property acquisition, for corporate expenses and to repay outstanding indebtedness.  Net cash provided by the sale of shares from inception is $200,050.  In addition, Mr. Lozinski has advanced a total of $25,127 to us.  The balance of the $25,127 will be repaid once additional funds become available.

Liquidity and Capital Resources

As of the date of this report, we have yet to generate any revenues from our business operations.  We issued 10,000,000 shares of common stock through a Section 4(2) offering in September 2000 to Rodney L. Lozinski, our sole officer and director.   This was accounted for as a cash shares purchase of $50.

On March 10, 2004 we issued an additional 8,000,000 shares of common stock for proceeds of $200,000 pursuant to our public offering.

Since our inception, Mr. Lozinski, has advanced the total sum of $45,127 to us to pay for the initial start up costs, $20,000 of this amount has been repaid by the Company. The outstanding amount of $25,127 does not bear interest and is not due on a specific date. There are no documents reflecting the loan and Mr. Lozinski has indicated that he will accept repayment from us when money is available.

As of September 30, 2010 we had $49 in total current assets and total current liabilities of $31,008 for a working capital deficit of $30,959 compared to $14,739 in total current assets and total current liabilities of $26,677 for a working capital deficit of $11,938 as of December 31, 2009.  Total liabilities for both periods were comprised of general administrative costs, transfer agent and EDGAR filing fees and the loan payable to Mr. Lozinski.

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The Company's management is exploring a variety of options to meet the Company's cash requirements and future capital requirements, including the possibility of equity offerings, debt financing, and business combinations. During the period we entered into a Letter of Intent with Solauro Industries Inc. (“Solauro”) whereby we will acquire from Solauro, certain mining projects and properties located in British Columbia, Canada, Newfoundland, Canada and six tailing reclamation projects located in Nevada. The Letter of Intent that we entered into with Solauro Industries Inc. requires that we complete a financing of not less than $1,500,000 nor more than $2,000,000.  Should we complete the terms of the Letter of Intent, we will have sufficient funds to initiate operations o n the acquired mining projects and working capital for at least twelve months.

There can be no assurance that all the conditions of the Letter of Intent can be satisfied or that all subjects will be removed such that the transaction as contemplated can be completed and closed.  If the Company is unable to raise additional capital, it will unlikely be able to continue as a going concern.

The Company’s failure to generate revenues and conduct operations since its inception raises substantial doubt about the Company’s ability to continue as a going concern.  The financial statements included in this quarterly report have been prepared on the going concern basis, which assumes that the Company will be able to realize its assets and discharge its obligations in the normal course of business.  If the Company were not to continue as a going concern, it would likely not be able to realize its assets at values comparable to the carrying value or the fair value estimates reflected in the balances set out in the preparation of the financial statements.

Off Balance Sheet Arrangements

We have no off balance sheet arrangements.

Critical Accounting Policies

There have been no material changes in our existing accounting policies and estimates from the disclosures included in our 2009 Form 10-K, except for the newly adopted accounting policies as disclosed in the interim financial statements.

ITEM 3.          QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4.          CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including the Principal Executive Officer

and Principal Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures are not effective since the following material weaknesses exist:

(i) The Company’s management is relying on external consultants for purposes of preparing its financial reporting package; the company’s sole officer may not be able to identify errors and irregularities in the financial reporting package before its release as a continuous disclosure document.

(ii) As the Company is governed by one officer who is also the only director, there is an inherent lack of segregation of duties and lack of independent governing board.

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(iii) The Company does not have standard procedures in place to ensure that the financial statements agree to the underlying source documents and accounting records, that all of its transactions are completely reflected in the financial statements.

(iv) There are no controls in place to ensure that expenses are recorded when incurred, as opposed to when invoices are presented by suppliers, increasing the risk of incomplete expenses and accrued liabilities.

Once the Company is engaged in a business of merit and has sufficient personnel available, our Board of Directors will nominate an audit committee and audit committee financial expert and we will appoint additional personnel to assist with the preparation of our financial statements; which will allow for proper segregation of duties as well as additional manpower for proper documentation.

Changes in Internal Controls

There were no changes in our internal control over financial reporting during the quarter ended September 30, 2010 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 

PART II. OTHER INFORMATION

ITEM 1.          LEGAL PROCEEDINGS

We know of no material, active or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceedings or pending litigation.  There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

ITEM 2.          UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

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.

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ITEM 6.          EXHIBITS.

The following documents are included herein:

Exhibit No.	Document Description
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended.
32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer).

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SIGNATURES

In accordance with Section 13 or 15 (d) of the Exchange Act, the registrant caused this report to be signed on behalf by the undersigned, thereto duly authorized on this 26th day of October 2010.

DRAVCO MINING INC. (Registrant)
BY:	RODNEY LOZINSKI Rodney Lozinski President, Principal Executive and Principal Financial Officer, Treasurer/Secretary, Principal Accounting Officer,  and sole member of the Board of Directors

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EXHIBIT INDEX

Exhibit No.	Document Description
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended.
32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer).

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