UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[xx]
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2007
Commission file Number: 000-50978
TREND TECHNOLOGY CORPORATION
(Exact name of small business issuer as specified in its charter)
Nevada
(State or other jurisdiction of incorporation or organization)
98-0343712
(I.R.S. Employer Identification Number)
Suite 501, 1166 Alberni Street
Vancouver, British Columbia, V6E 3Z3 Canada
(Address of principal executive offices)
(604) 681-9588
(Issuer's telephone number)
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 past 90 days. [ X ] Yes [ ] No
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
(check one): Yes [ ] No [ X ]
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 20,404,600 common shares as of February 12, 2008
Transitional Small Business Disclosure Format (check one): Yes [ ] No [ X ]
TREND TECHNOLOGY CORPORATION
INDEX
PART 1.
FINANCIAL INFORMATION
Item 1.
Financial Statements
Unaudited Balance Sheet as of December 31, 2007
Unaudited Statements of Operations for the three and nine month periods ended December 31, 2007 and 2006 and for the period from March 1, 2003 to December 31, 2007
Unaudited Statement of Stockholders' Equity for the period from March 1, 2003 to December 31, 2007
Unaudited Statements of Cash Flows for the nine month periods ended December 31, 2007 and 2006 and for the period from March 1, 2003 to December 31, 2007
Condensed Notes to Financial Statements
Item 2
Plan of Operation
Item 3
Controls and Procedures
PART II.
OTHER INFORMATION
Item 1
Legal Proceedings
Item 2
Unregistered Sales of Equity Securities and Use of Proceeds
Item 3
Defaults Upon Senior Securities
Item 4
Submission of Matters to a Vote of Security Holders
Item 5
Other Information
Item 6
Exhibits and Reports on Form 8K
SIGNATURES
TREND TECHNOLOGY CORPORATION
(An exploration stage company)
Financial Statements
(Expressed in U.S. Dollars)
(Unaudited)
December 31, 2007
Index
Balance Sheet
Statements of Operations
Statements of Stockholders’ Equity
Statements of Cash Flows
Condensed Notes to Financial Statements
| | |
TREND TECHNOLOGY CORPORATION |
(An exploration stage company) |
| | |
Balance Sheet |
(Expressed in U.S. Dollars) | | |
| | |
| | December 31, |
| | 2007 |
| | (Unaudited) |
ASSETS | | |
| | |
Current Assets | | |
Cash | $ | 20,451 |
Prepaid expenses | | 413 |
Total Current Assets | | 20,864 |
| | |
Total Assets | $ | 20,864 |
| | |
LIABILITIES AND STOCKHOLDERS' EQUITY | | |
| | |
Current Liabilities | | |
Accounts payable and accrued expenses | $ | 4,915 |
| | |
STOCKHOLDERS' EQUITY | | |
Capital Stock | | |
Authorized: | | |
100,000,000 shares of common stock with a par value of $0.0001 | |
Issued and outstanding: | | |
20,404,600 shares of common stock | | 2,040 |
| | |
Additional paid-in capital | | 156,983 |
Deficit accumulated during the exploration stage | | (143,074) |
Total Stockholders' Equity | | 15,949 |
| | |
Total liabilities and stockholders’ equity | $ | 20,864 |
| | |
| | |
The accompanying notes are an integral part of these financial statements. |
| | |
| | | | | | | | | | |
TREND TECHNOLOGY CORPORATION | | | | | | | | |
(An exploration stage company) | | | | | | | | |
| | | | | | | | | | |
Statements of Operations | | | | | | | | | | |
(Expressed in U.S. Dollars) | | | | | | | | | | |
(Unaudited) | | | | | | | | | | |
| | | | | | | | |
| | March 1, 2003 | | Three | | Three | | Nine | | Nine |
| | (commencement | | Months | | Months | | Months | | Months |
| | of operation) | | Ended | | Ended | | Ended | | Ended |
| | to December 31, | | December 31, | | December 31, | | December 31, | | December 31, |
| | 2007 | | 2007 | | 2006 | | 2007 | | 2006 |
| | | | | | | | | | |
Expenses | | | | | | | | | | |
Bank charges and exchange loss | | $ 3,709 | | $ 24 | | $ 22 | | $ 72 | | $ 70 |
Filing and transfer agent fees | | 12,417 | | 2,203 | | 320 | | 3,118 | | 1,729 |
Office and miscellaneous | | 14,597 | | 1,972 | | 1,998 | | 6,034 | | 5,652 |
Mineral exploration (Note 5) | | 48,587 | | - | | - | | - | | 10,050 |
Professional fees | | 63,323 | | 6,805 | | 10,888 | | 16,737 | | 18,295 |
Travel expenses | | 441 | | - | | - | | - | | - |
Total expenses | | $ 143,074 | | $ 11,004 | | $ 13,228 | | $ 25,961 | | $ 35,796 |
| | | | | | | | | | |
Net loss for the period | | $ (143,074) | | $ (11,004) | | $ (13,228) | | $ (25,961) | | $ (35,796) |
| | | | | | | | | | |
Loss per shares - basic and diluted | | | | $ (0.00) | | $ (0.00) | | $ (0.00) | | $ (0.00) |
| | | | | | | | | | |
Weighted average number of shares | | | | | | | | | | |
outstanding - basic and diluted | | | | 20,404,600 | | 20,404,600 | | 20,404,600 | | 20,404,600 |
| | | | | | | | | | |
The accompanying notes are an integral part of these financial statements. | | | | | | |
| | | | | |
TREND TECHNOLOGY CORPORATION |
(An exploration stage company) |
| | | | | |
Statements of Stockholders' Equity |
Period from March 1, 2003 (commencement of operations) to December 31, 2007 |
(Expressed in U.S. Dollars) | | | | | |
(Unaudited) | | | | | |
|
| | | | Deficit | |
| | | | accumulated | |
| | | Additional | during the | Total |
| Common stock | paid-in | exploration | stockholders' |
| Shares | Amount | capital | stage | equity |
| | | | | |
Issuance of common stock for cash at $0.01 per share | 19,804,600 | $1,980 | $ 97,043 | $ - | $ 99,023 |
| | | | | |
Net loss and comprehensive loss for the period | - | - | - | (7,433) | (7,433) |
| | | | | |
Balance, March 31, 2004 | 19,804,600 | 1,980 | 97,043 | (7,433) | 91,590 |
| | | | | |
Net loss and comprehensive loss for the year | - | - | - | (32,493) | (32,493) |
| | | | | |
Balance, March 31, 2005 | 19,804,600 | 1,980 | 97,043 | (39,926) | 59,097 |
| | | | | |
Issuance of common stock for cash at $0.20 per share | 600,000 | 60 | 59,940 | - | 60,000 |
| | | | | |
Net loss and comprehensive loss for the year | - | - | - | (38,944) | (38,944) |
| | | | | |
Balance, March 31, 2006 | 20,404,600 | 2,040 | 156,983 | (78,870) | 80,153 |
| | | | | |
Net loss and comprehensive loss for the year | - | - | - | (38,243) | (38,243) |
| | | | | |
Balance, March 31, 2007 | 20,404,600 | 2,040 | 156,983 | (117,113) | 41,910 |
| | | | | |
Net loss and comprehensive loss for the period | - | - | - | (25,961) | (25,961) |
| | | | | |
Balance, December 31, 2007 | 20,404,600 | $2,040 | $156,983 | $ (143,074) | $ 15,949 |
| | | | | |
| | | | | |
The accompanying notes are an integral part of these financial statements | | |
| | | | | | |
TREND TECHNOLOGY CORPORATION | | | | |
(An exploration stage company) | | | | |
| | | | | | |
Statements of Cash Flows | | | | |
(Expressed in U.S. Dollars) | | | | | | |
(Unaudited) | | | | | | |
| | | | |
| | March 1, 2003 | | Nine | | Nine |
| | (commencement | | Months | | Months |
| | of operation) | | Ended | | Ended |
| | to December 31, | | December 31, | | December 31, |
| | 2007 | | 2007 | | 2006 |
| | | | | | |
Cash flows from (used in) operating activities | | | | | | |
Net loss for the period | | $ (143,074) | | $ (25,961) | | $ (35,796) |
Adjustments to reconcile net loss to net cash | | | | | | |
used in operating activities : | | | | | | |
Prepaid expenses | | (413) | | 1,237 | | |
Accounts payable and accrued expenses | | 4,915 | | 3,768 | | 8,113 |
Net cash flows used in operating activities | | (138,572) | | (20,956) | | (27,683) |
| | | | | | |
Cash flows from financing activities | | | | | | |
Proceeds from issuance of common stock | | 159,023 | | - | | - |
Net cash flows provided by financing activities | | 159,023 | | - | | - |
| | | | | | |
Increase (decrease) in cash during the period | | 20,451 | | (20,956) | | (27,683) |
| | | | | | |
Cash, beginning of period | | - | | 41,407 | | 83,931 |
| | | | | | |
Cash, end of period | | $ 20,451 | | $ 20,451 | | $ 56,248 |
| | | | | | |
Supplemental cash flow information | | | | | | |
| | | | | | |
Interest paid in cash | | $ - | | $ - | | $ - |
| | | | | | |
Income taxes paid in cash | | $ - | | $ - | | $ - |
| | | | | | |
| | | | | | |
The accompanying notes are an integral part of these financial statements | | |
TREND TECHNOLOGY CORPORATION
(An exploration stage company)
Condensed notes to the financial statements
(Expressed in U.S. Dollars)
(Unaudited)
December 31, 2007
1.
Incorporation and Continuance of Operations
The Company was formed on February 16, 2001 under the laws of the State of Nevada and commenced operations on March 1, 2003. It is engaged in the acquisition and exploration of mineral properties. The Company has an office in Vancouver, British Columbia, Canada. The Company had no operations before March 1, 2003.
2.
Basis of Presentation
The accompanying unaudited financial statements have been prepared in accordance with the instruction from Form 10-QSB pursuant to the rules and regulations of the Securities and Exchange Commission and, therefore, do not include all information and notes normally provided in the audited financial statements and should be read in conjunction with the Company’s audited financial statements for fiscal year ended March 31, 2007 filed with the United States Securities and Exchange Commission. The result of operations for the interim periods presented is not necessarily indicative of the results to be expected for the full year.
The accompanying unaudited interim balance sheet, statements of operations, stockholders’ equity and cash flows reflected all adjustments, consisting of normal recurring adjustments, that are, in the opinion of management, necessary for a fair presentation of the financial position of the Company, at December 31, 2007, and the results of operations and cash flows for the nine months ended December 31, 2007, and for the period from March 1, 2003 (Date of Commencement) to December 31, 2007.
3.
Going Concern Matters
In view of certain conditions, the ability of the Company to continue as a going concern is in substantial doubt and dependent upon achieving a profitable level of operations and on the ability of the Company to obtain necessary financing to fund ongoing operations. Management believes that its current and future plans enable it to continue as a going concern. Management plans to continue to seek other sources of debt and equity financing on favorable terms and expects to keep its operating costs to a minimum until cash is available through financing or operating activities. There are no assurances that the Company will be successful in achieving these goals. The Company has incurred a loss of $25,961 for the nine months ended December 31, 2007 and at December 31, 2007 has an accumulated deficit of $143,074. These financial statements do not give effect to any adjustments which would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and discharge its liabilities in other than normal course of business and at amounts different from those reflected in the accompanying financial statements.
TREND TECHNOLOGY CORPORATION
(An exploration stage company)
Condensed notes to the financial statements
(Expressed in U.S. Dollars)
(Unaudited)
December 31, 2007
4. Earnings per share
Basic earnings or loss per share is based on the weighted average number of shares outstanding during the period of the financial statements. Diluted earnings or loss per share are based on the weighted average number of common shares outstanding and dilutive common stock equivalents. All per share and per share information are adjusted retroactively to reflect stock splits (note 7) and changes in par value, when applicable. All loss per share amounts in the financial statements are basic loss per share because the inclusion of stock options and warrants outstanding would be antidilutive.
5. Mineral Properties and Exploration
On April 23, 2004, the Company purchased the Rain #1 to Rain #20 (tenure number 407912 to 407931) mineral claims located in the Similkameen Mining Division, British Columbia, Canada, collectively known as Copper Prince Property, for a nominal amount from an officer of the Company.
The titles of the claims are held in the name of this officer of the Company. These claims were staked by this officer and as a result, there was no initial cost of acquisition. As of December 31, 2006, the Company completed the phase one program on prospecting and geological mapping of the mineral claims and phase two program of geophysical surveying the mineral claims.
On September 29, 2005, the Company’s Vice President of Exploration staked and recorded a new exploration property (the “Dalvenie Property”) on behalf of the Company in north central British Columbia. The Company incurred expenses of $1,800 in the staking and recording of the Dalvenie Property.
On November 1, 2005, the Company acquired the Dalvenie Property located near Dease Lake, British Columbia which is comprised of 72 claims units covering approximately 4,446 acres through the Vice President of Exploration for a nominal amount of consideration. The Company has completed a phase one exploration program for the property.
TREND TECHNOLOGY CORPORATION
(An exploration stage company)
Condensed notes to the financial statements
(Expressed in U.S. Dollars)
(Unaudited)
December 31, 2007
5. Mineral Properties and Exploration – Continued
| | March 1, 2003 | | | | | | | | |
| (Commencement of | | Three months ended | | Six months ended |
| | operation) to | | December 31, | | December 31, |
| December 31, 2007 | | 2007 | | 2006 | | 2007 | | 2006 |
Mineral Exploration Expenses: | | | | | | | | | |
(a) Copper Prince Property | | | | | | | | | | |
Consulting | $ | 23,000 | $ | - | $ | - | $ | - | $ | - |
Geochemical survery | | 2,700 | | - | | - | | - | | - |
Geophysical survey | | 4,237 | | - | | - | | - | | - |
Travel | | 6,800 | | - | | - | | - | | - |
| $ | 36,737 | $ | - | $ | - | $ | - | $ | - |
(b) Dalvenie Property | | | | | | | | | | |
Acquisition cost | $ | 1,800 | $ | - | $ | - | $ | - | $ | - |
Assay fees | | 1,000 | | - | | - | | - | | 1,000 |
Consulting | | 5,050 | | - | | - | | - | | 5,050 |
Legal and regulatory | | 1,000 | | - | | - | | - | | 1,000 |
Travel | | 3,000 | | - | | - | | - | | 3,000 |
| $ | 11,850 | $ | - | $ | - | $ | - | $ | 10,050 |
Total | $ | 48,587 | $ | - | $ | - | $ | - | $ | 10,050 |
6.
Related Party Transactions
As of December 31, 2007, $50 was due to an officer on expenses incurred for exploration work in 2006. Certain directors and officers of the Company provided services to the Company and received nominal compensation for their services.
The related party transactions are recorded at the exchange amount established and agreed to between the related parties.
7.
Share Capital
On September 26, 2007, the Company completed a forward common stock split of 2 new shares for 1 outstanding old share. The financial statements have been retroactively restated to reflect the split.
TREND TECHNOLOGY CORPORATION
(An exploration stage company)
Condensed notes to the financial statements
(Expressed in U.S. Dollars)
(Unaudited)
December 31, 2007
8.
New Accounting Pronouncements
In December 2007, the FASB issued SFAS No. 141(R), "Business Combinations" ("SFAS 141(R)"), which replaces SFAS No. 141. SFAS No. 141(R) establishes principles and requirements for how an acquirer recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, any non-controlling interest in the acquiree and the goodwill acquired. The Statement also establishes disclosure requirements which will enable users to evaluate the nature and financial effects of the business combination. SFAS 141(R) is effective for fiscal years beginning after December 15, 2008. The adoption of SFAS 141(R) will have an impact on accounting for business combinations once adopted, but the effect is dependent upon acquisitions at that time.
In December 2007, the FASB issued SFAS No. 160, "Non-controlling Interests in Consolidated Financial Statements - an amendment of Accounting Research Bulletin No. 51" ("SFAS 160"), which establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, the amount of consolidated net income attributable to the parent and to the non-controlling interest, changes in a parent's ownership interest and the valuation of retained non-controlling equity investments when a subsidiary is deconsolidated. The Statement also establishes reporting requirements that provide sufficient disclosures that clearly identify and distinguish between the interests of the parent and the interests of the non-controlling owners. SFAS 160 is effective for fiscal years beginning after December 15, 2008. The adoption of SFAS 160 is not expected to have an impact on the Company.
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PLAN OF OPERATION
The following Plan of Operation contains forward-looking statements that involve risks and uncertainties, as described below. Trend Technology Corporation (the “Company”, “we”, or “us”) actual results could differ materially from those anticipated in these forward-looking statements. The following discussion should be read in conjunction with the unaudited financial statements and notes thereto and the Plan of Operation included in this quarterly report on Form 10-QSB for the quarter ended December 31, 2007.
Our unaudited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.
Forward-Looking Statements
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, including the risks in the section entitled "Risk Factors", that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any 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.
During the period June to December, 2003, we obtained stock subscriptions for 9,902,300 shares at $0.01 per share under Regulation S and Rule 506 of Regulation D to raise proceeds of $99,023. This financing activity was done concurrently with our start up exploration activities. The proceeds obtained from our initial financing allowed us to complete the first two phases of our exploration program on the Copper Prince property. In October, 2005, we raised additional proceeds of $60,000 through a Regulation S private placement of 300,000 shares at $0.20 per share. Our cash on hand is sufficient to fund the next phase of our exploration program on the Copper Prince Property which is budgeted at a minimum of $16,000 and a maximum of $25,000. These funds will also cover our general and administrative expenses for at least the next 12 months which are budgeted at $20,000. Completion of our Phase 3 operations o n the Copper Prince property and phase two operations on the Dalvenie Property represent the full extent of our planned business operations for the next 12 months. A description of the Phase 3 work on the Copper Prince property follows under the heading “Phase 3 Geophysical Surveying”. Planning and commencement of a Phase 4 exploration program is possible within the next 12 months but only if warranted by prospective exploration results from our Phase 3 program and only if the Company has sufficient cash reserves to complete the program.
We do not expect any significant changes in the number of our employees over the next 12 months. Our current management team will satisfy our requirements for the foreseeable future. Our Vice President of Exploration, Mr. Gerry Diakow, spends approximately 10 hours per month on our company's affairs when he is not involved in field operations. When Mr. Diakow is involved in field operations, he may spend up to 50 hours per month on our company's affairs. Our President, C.E.O. and C.F.O., Mr. Leonard MacMillan spends approximately five hours per month on our company's affairs.
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We expect to acquire additional mineral exploration prospects over the next 12 months. Where possible we will issue common shares in payment of new mineral properties or options to acquire mineral properties to preserve our cash reserves.
Our Copper Prince property comprises a total of 35 claim units covering approximately 2,162 acres. Lying at 49º 26' North latitude, 120º 26' West longitude, our property is located 4.5 km southeast of the town of Princeton in the Similkameen Mining Division of British Columbia. Our consultants carried out our phase one exploration program in the spring and summer of 2004. Our phase one program of prospecting and geological mapping cost approximately $15,000. Our phase 2 program of geophysical surveying was carried out in September, 2005. Our phase 2 program of geophysical surveying cost approximately $4,200. The phase one and two programs are described in detail under the heading "Exploration Completed on our Copper Prince Property".
To date, we have completed three milestones in the execution of our business plan. The first milestone was the successful raising of start up financing in the amount of $99,023. In October, 2005, we raised an additional $60,000 through a private placement offering of 300,000 shares at $0.20 per share. We also consider this offering to be part of the financing milestone in the execution of our business plan. The second milestone was the completion of the first two phases of exploration on our Copper Prince Property. The next significant milestone in the execution of our business plan will be the completion of additional phase 3 geophysical work on the Copper Prince Property. We have now completed phase one exploration work on the Dalvenie Property. In the opinion of our Vice President of Exploration, a phase three geophysical program on the Copper Prince Property is warranted based on geophysical re sults from our phase two program. The funds which we have obtained from our two private placement financings are sufficient to fund phase three exploration on the Copper Prince property and to cover all of our general and administrative expenses for the next 12 months of operations. Detailed discussions of our phase three exploration program on the Copper Prince property are set out under the heading "Phase 3 Geophysical Surveying". This disclosure contains a detailed analysis of the costs of each step of our exploration programs.
Exploration Completed on our Copper Prince Property
Phase 1
The initial program of prospecting and geological mapping occupied two persons for a 15-day period and cost about $15,000. The phase one program implemented the recommendations contained in our consultants' report and included the following work.
Phase I of exploration included prospecting and geological mapping of rock outcrops. Rock samples were collected and sent to Acme Analytical Laboratories for analysis. Soil samples were collected from areas that featured no outcropping rock. All locations were mapped using a modern geographical positioning instrument commonly referred to as a G.P.S. receiver. Data was plotted onto North American datum 1983 (NAD83) maps, which are the industry standard.
The North Zone showings not covered by existing staking were staked and added to the claim group becoming part of the Copper Prince property.
A Geographical Information System (GIS) was set up for the enlarged property using North America Datum 1983 (NAD 83) as the grid points for all past and future surveys. Geological investigations have been conducted on various parts of the Copper Prince claims, and numerous maps and reports have been produced over the previous 100 years. Each author used a different grid and survey benchmark to locate the geological work. These old surveys have been replotted onto maps based on the North American Datum 1983 (NAD83) system which standardized the older surveys, many of which were based on the North America Datum 1927 (NAD27) system.
- 14 -
Consequently, a large part of our exploration task has involved correlating this information and reconciling survey inconsistencies. Previous surveys have now been incorporated into the “Geographical Information System” (GIS) where all work locations and mineral showings are located on a NAD83 map.
The whole Copper Prince property-area was mapped at a scale of 1:5,000 in order to define stratigraphic, structural, fracture and alteration controls on exposed mineralization. Particular attention was paid to the geological guides:
(a)
Silicate-deficient, magnetite-rich composite alkaline intrusions.
(b)
Limestone deficient, alkaline to subalkaline members of volcanic, volcaniclastic, and clastic sedimentary assemblages in accreted Upper Triassic to Lower Jurassic oceanic-arc terranes.
(c)
Magnetite breccias, breccia pipes, and dykes, with and without associated copper sulphides.
(d)
Extensive potassic and sodic alteration of the pluton, skarn, and hornfels; sericitic alteration; distal Zn and Pb mineralization.
Completed Phase 1 Work
| | | |
Planning, permitting, consultation with communities and ranchers, reporting, final report preparation: | $2,000.00 |
Wages | | |
|
Senior professional geoscientist | 7 field days | @ $350.00/day | $2,450.00 |
Senior technician | 15 field days | @ $300.00/day | $4,500.00 |
Junior assistant | 7 field days | @ $200.00/day | $1,400.00 |
Room and Board | 25 man days | @ $100.00/day | $2,500.00 |
Truck 4x4 and fuel | 15 field days | @ $100.00/day | $1,500.00 |
Equipment | | |
|
Chain saw, axes, hip chains, flagging, claim tags, etc. | | $150.00 |
Assays, soil samples and rock analysis | | | $500.00 |
| | |
|
Total Phase 1 Budget Expended | | | $15,000.00 |
Results of Phase I Exploration
We examined and sampled copper-gold mineral showings, occurrences at the SZ prospect and the Knob Hill prospect of our Copper Prince property. The SZ showings are along the eastern edge of our Rain claims and the Knob Hill prospect is a mineralized quartz vein centered in the Rain number 1 claim. Eight rock samples collected from the Copper Prince property were sent to Acme Analytical Laboratories for analysis. In addition, during Phase I, 72 soil samples were collected and sent to SGS Canada Inc. Mineral Services for analysis. Our phase one results justify a second phase of exploration consisting of a geochemical grid over our Knob Hill prospect.
Phase 2 Geophysical Surveying
We completed a Phase 2 geophysical exploration program on our Copper Prince property in September 2005. Our Phase 2 exploration program was conducted with a magnetic survey. The magnetic survey uses an instrument called a magnetometer to read the magnetic field generated by subsurface magnetic minerals. This
- 15 -
survey covered the same area as our Phase 1 geochemical survey. The magnetometer survey identified sub-surface interface of magnetic volcanic rocks and granitic rock which could potentially host copper mineralization. Our magnetometer survey was also useful in generating targets for diamond drilling.
Completed Phase 2 Work
| | | |
Planning, mobilization, surveying grid and completing magnetometer survey: |
|
Wages | | |
|
Field manager senior technician | 4 days | @ $424.00/day | $1,695.00 |
Room and Board | 8 man days | @ $106.00/day | $848.00 |
Truck and fuel | 4 field days | @ $127.00/day | $508.00 |
Disposables | | | $339.00 |
Contracted Geophysicist: | | |
|
Data reduction including interpretation and report | 2 days | @ $424.00/day | $847.00 |
Total Phase 2 Budget Expended | | | $4,237.00 |
Results of Phase 2 Exploration
Results from our Phase 2 magnetometer survey were analyzed by geophysicist, David Mark of Geotronics Survey Ltd., Surrey, British Columbia. Mr. Mark’s report on our magnetometer survey contains the following conclusions:
1.
a magnetic high is centered over the anomalous Mobile Metals Ion (“MMI”) survey results from our Phase One work;
2.
the area of magnetic high extends from line 300 south to line 1,050 south (750 meters) in a north to south direction and from line 500 west to line 400 east in an east to west direction (900 meters).
Mr. Mark’s report contains the following recommendations:
1.
Although our initial MMI survey was successful in locating two highly anomalous copper and gold zones on the Copper Prince Property, the reconnaissance nature of this sample spacing should now be filled with closer spaced sampling. The original survey took samples every 100 meters on lines 500 meters apart. Mr. Mark recommends that MMI geochemistry sampling be conducted on the two main anomalies at a 50 meter spacing on lines 200 meters apart.
2.
Mr. Mark recommends that an induced potential (IP) survey then be conducted over the anomalous areas. The resulting IP survey information could indicate a conductive zone and therefore generate targets for a diamond drill program.
As a result of geophysical survey results obtained in our Phase 2 exploration program, we are considering the following Phase 3 exploration program on the Copper Prince Property.
Phase 3 Geophysical Surveying
Our Phase 3 exploration program will consist of MMI geochemistry sampling on the two main anomalies identified in our Phase 2 exploration program. The MMI geochemistry sampling will be conducted at 50 meter spacing on lines 200 meters apart. After analyzing the results of the MMI survey, we will conduct an induced potential (“IP”) survey over the main anomalies. The extent of the IP survey we conduct will be determined by
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the quality of the results generated from the second MMI survey in Phase 3. Accordingly, the budget for our IP survey in Phase 3 varies from a low of $12,000 to a high of $25,000.
Budget for Phase 3 Geophysical Exploration:
1.
Collect 60 MMI samples, analyze samples and plot results; budget = $4,000
2.
Conduct an induced potential survey over the main anomalies including information generated from the second MMI survey; budget = $12,000 to $25,000 depending on results of MMI survey.
Dalvenie Property – Completed Phase 1 Work
Property History
The Dalvenie claim area was first staked in 1899. In 1935, the Dalvenie Syndicate acquired the property. Work in 1935 traced the mineralization for 1,200 feet by means of 13 shallow opencuts. In 1966, Copper Pass Mines Ltd. acquired the Crown grants and staked additional claims. Work completed in 1966 included geological mapping, induced polarization and soil geochemical surveys, trenching and some short X-Ray diamond-drill holes. The claims were most recently worked in the late 1980’s up to 1990 by Equity Silver Mines Ltd. (“Equity Silver”). Equity Silver performed soil geochemistry and some geophysical surveys while operating the property. Equity Silver recommended more exploration work in Assessment Report #19885 filed with the British Columbia Provincial Department of Mines in 1990.
In management’s opinion, the Dalvenie Property warrants further exploration. The size, grade of mineralization and location near a paved highway make it an attractive exploration target for both precious metals (gold, silver, and platinum group) and base metal (copper, nickel) deposits. Previous operators have contributed valuable exploration work towards the development of this property. This valuable early work consists of trenching and exposing the shear zone for nearly 4,000 feet. While staking the property, management was able to relocate portions of the previous survey grid established by Equity Silver. Equity Silver’s geological, geophysical and geochemical surveys can be retrieved from the BC Mining Ministry Assessment Report Files. Our future surveys can continue past surveys making them more economical to perform.
Completed Phase 1 Work
Before commencing Phase 1 work on the Dalvenie Property in the second quarter of 2006, the Company added six additional claims in this area to the original five claims which comprised our Dalvenie Property. As of February, 2008, our Dalvenie Property consists of 3,376.567 hectares or 7,428 acres (11.6 square miles). The claims comprising the Dalvenie Property are as follows:
Sunshine Hill
15 cells good to Feb 2/08
Tenure #505453
255.96 hectares
Sparrow
8 cells good to Mar. 15th/08
Tenure #530051
136.387 hectares
Swan
25 cells good to Mar. 15th/08
Tenure #530049
426.455 hectares
Hawkowl
24 cells good to Mar. 15th/08
Tenure #530046
409.017 hectares
Shrike
22 cells good to Mar. 15th/08
Tenure #530036
357.794 hectares
Spike
24 cells good to Mar. 15th/08
Tenure #530039
409.149 hectares
Strike
24 cells good to Mar. 15th/08
Tenure #530036
409.160 hectares
Initial fieldwork on the Dalvenie Property was completed in mid July 2006. The last fieldwork of the season was completed in early October 2006. Initial work on the property involved improving access through brush cutting to permit four wheel drive access to the old upper trenches at the south end of the property. The copper and gold exploration work entailed prospecting all of the original claims on the property. A two man field crew
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worked under the supervision of the Company’s Vice-President of Exploration, Mr. Gerry Diakow. Fifty rock samples were collected including both mineralized samples for analysis and host rocks needed for understanding the chemistry and type of mineralization present on the property. Geological mapping was carried out over parts of the new claims which was difficult in some areas due to dense forest cover and less rock outcrop exposure. Our nickel exploration focused on the ultra mafic rocks at the southeast end of the property. An iron sulfide vein was discovered outcropping in the ultra mafics. This type of occurrence is often associated with nickel and copper mineralization. A rigorous heavy metal silt sample program was also included in the Company’s 2006 fieldwork program. This survey covered 8.6 kilometers. All rock and silt locations were recorded using the North American Datum 1983 Universal Transverse Mercator (UTM) coordinates. Expenditures on the phase one Dalvenie Property exploration program were as follows:
Wages:
Field crew member 6 days @ $175/day
$1,050.00
Field crew member 6 days @ $200/day
$1,200.00
VP of Exploration 8 days@ $350.00/day
$2,800.00
Claim recording $1,000.00
$1,000.00
Vehicle:
4wheel drive truck @ $50/day
$ 500.00
Room and board:
3 men @ $75/day/man x 20 man days
$1,500.00
Fuel approx. $1,000.00
$1,000.00
Assays approx. $1,000.00
$1,000.00
Totals:
$10,050.00
All rock samples have been sent for laboratory analysis. Results of the Company’s Dalvenie Property exploration program will be released by the Company in due course.
No Phase 2 exploration program is currently planned. A Phase 2 exploration program is contingent upon prospective exploration results from our Phase 1 program. In September, 2007 we allowed the Dalvenie #1-4 claims to lapse as we plan no further exploration on these non-core claims.
ITEM 3. - Controls and Procedures.
(a)
Evaluation of disclosure controls and procedures.
As required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Company carried out an evaluation under the supervision and with the participation of the Company's management, including the President and Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the Company's disclosure controls and procedures as of December 31, 2007. In designing and evaluating the Company's disclosure controls and procedures, the Company and its management recognize that there are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their desired control objectives. Additionally, in evaluating and imple menting possible controls and procedures, the Company's management was required to apply its reasonable judgment. Furthermore, in the course of this evaluation, management considered certain internal control areas, in which we have made and are continuing to make changes to improve and enhance controls. Based upon the required evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that as of December 31, 2007, the Company's disclosure controls and procedures were effective (at the "reasonable assurance" level mentioned above) to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.
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From time-to-time, the Company and its management have conducted and will continue to conduct further reviews and, from time-to-time put in place additional documentation of the Company's disclosure controls and procedures, as well as its internal control over financial reporting. The Company may from time-to-time make changes aimed at enhancing their effectiveness, as well as changes aimed at ensuring that the Company's systems evolve with, and meet the needs of, the Company's business. These changes may include changes necessary or desirable to address recommendations of the Company's management, its counsel and/or its independent auditors, including any recommendations of its independent auditors arising out of their audits and reviews of the Company's financial statements. These changes may include changes to the Company's own systems, as well as to the systems of businesses that the Company has acquired or that the C ompany may acquire in the future and will, if made, be intended to enhance the effectiveness of the Company's controls and procedures. The Company is also continually striving to improve its management and operational efficiency and the Company expects that its efforts in that regard will from time to time directly or indirectly affect the Company's disclosure controls and procedures, as well as the Company's internal control over financial reporting.
(b)
Changes in internal controls.
There were no changes in the Company's internal controls or other factors that could affect the Company's internal controls subsequent to the date of their evaluation.
PART II
OTHER INFORMATION
Item 1.
LEGAL PROCEEDINGS
We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding 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
Item 6
EXHIBITS AND REPORTS ON FORM 8-K
(a)
Exhibits
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31
Section 302 Certification of C.E.O. and C.F.O.
32
Section 906 Certification
(b)
Reports on Form 8-K
None
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
TREND TECHNOLOGY CORPORATION
Dated: February 12, 2008
Per:
/s/Leonard MacMillan
Leonard MacMillan,
President, C.E.O. and Director