WHITE KNIGHT RESOURCES LTD.
(An Exploration Stage Company)
CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in Canadian Dollars)
FOR THE SECOND QUARTER ENDED
December 31, 2006
(unaudited)
White Knight Resources Ltd. |
(An Exploration Stage Company) |
CONSOLIDATED BALANCE SHEETS |
Unaudited – prepared by management |
(Expressed in Canadian Dollars) |
|
| | Dec 31 2006 | | | June 30 2006 | |
ASSETS | | | | | | |
Current | | | | | | |
Cash | $ | 11,988,005 | | $ | 11,397,885 | |
Temporary investments | | 135,646 | | | 2,107,699 | |
Receivables (net of allowance - $Nil; June 30, 2006 - $NIL) | | 172,534 | | | 117,490 | |
Prepaid expenses | | 6,455 | | | 49,370 | |
Total Current Assets | | 12,302,640 | | | 13,672,444 | |
Mineral property interests(Note 3) | | 2,764,782 | | | 2,799,619 | |
Deferred exploration costs(Note 4) | | 4,421,865 | | | 3,864,359 | |
Restricted reclamation bonds(Note 9) | | 258,498 | | | 234,783 | |
Long term loans receivable(Note 5) | | 1,126,203 | | | 805,269 | |
Equipment | | 140,651 | | | 125,584 | |
Total Assets | $ | 21,014,639 | | $ | 21,502,058 | |
LIABILITIES | | | | | | |
Current | | | | | | |
Accounts payable and accrued liabilities | $ | 104,327 | | $ | 315,515 | |
Due to related parties (Note 7) | | 81,642 | | | 118,002 | |
Total current liabilities | | 185,969 | | | 433,517 | |
Asset retirement obligation | | 165,985 | | | 165,985 | |
Total Liabilities | | 351,954 | | | 599,502 | |
| | | | | | |
SHAREHOLDERS’ EQUITY | | | | | | |
Capital stock (Note 6) | | | | | | |
Authorized: unlimited common shares without par value | | | | | | |
Issued and outstanding 59,434,972 (June 30/06 – 59,384,972) | | 33,700,575 | | | 33,630,385 | |
Contributed surplus | | 3,214,975 | | | 3,153,572 | |
Deficit accumulated during the exploration stage | | (16,252,865 | ) | | (15,881,401 | ) |
Total Shareholders’ Equity | | 20,662,685 | | | 20,902,556 | |
Total liabilities and shareholders’ equity | $ | 21,014,639 | | $ | 21,502,058 | |
Approved by the Board:Director: | | Director: |
| | |
| | |
“John M. Leask”” | | “Megan Cameron-Jones”” |
John M. Leask, P.Eng | | Megan Cameron-Jones |
The accompanying notes are an integral part of these consolidated financial statements.
White Knight Resources Ltd. |
(An Exploration Stage Company) |
CONSOLIDATED STATEMENTS OF OPERATIONS |
Unaudited – prepared by management |
(Expressed in Canadian Dollars) |
For the period ended December 31 |
|
| | Cumulative | | | | | | | | | | | | | |
| | Amounts from | | | 2006 | | | 2005 | |
| | Inception on | | | | | | | | | | | | | |
| | Dec 18, 1986 | | | | | | | | | | | | | |
| | to Dec 31, 2006 | | | Quarter to Date | | | Year to Date | | | Quarter to Date | | | Year to Date | |
EXPENSES | | | | | | | | | | | | | | | |
Amortization | $ | 236,961 | | $ | 8,461 | | $ | 16,816 | | $ | 8,557 | | $ | 17,214 | |
Audit | | 279,302 | | | (6,121 | ) | | 23,879 | | | 41,023 | | | 41,023 | |
Bank charges & interest | | 26,952 | | | 303 | | | 603 | | | 1,402 | | | 3,265 | |
Consulting | | 1,356,608 | | | 45,083 | | | 72,981 | | | 32,035 | | | 63,030 | |
Consulting – stock-based compensation | | 3,357,939 | | | 30,425 | | | 94,093 | | | 35,245 | | | 62,011 | |
Investor relations & shareholder info | | 718,209 | | | 29,733 | | | 52,235 | | | 35,687 | | | 65,303 | |
Legal | | 645,474 | | | 933 | | | 3,843 | | | 14,996 | | | 23,958 | |
Management fees | | 1,569,910 | | | 66,000 | | | 132,000 | | | 66,000 | | | 132,000 | |
Office & miscellaneous | | 795,847 | | | 26,083 | | | 42,177 | | | 14,110 | | | 41,109 | |
Rent | | 366,189 | | | 14,121 | | | 27,990 | | | 13,566 | | | 26,960 | |
Telephone | | 213,425 | | | 4,378 | | | 9,210 | | | 4,426 | | | 10,322 | |
Transfer agent & listing fees | | 315,990 | | | 8,723 | | | 10,393 | | | 11,985 | | | 16,615 | |
Travel & entertainment | | 532,750 | | | 15,534 | | | 27,413 | | | 25,708 | | | 64,092 | |
Wages & benefits | | 883,637 | | | 32,386 | | | 52,566 | | | 39,586 | | | 62,130 | |
LOSS BEFORE UNDER-NOTED ITEMS | | (11,299,193 | ) | | (276,042 | ) | | (566,199 | ) | | (344,326 | ) | | (629,032 | ) |
` | | | | | | | | | | | | | | | |
Interest income | | 1,547,091 | | | 122,162 | | | 251,357 | | | 153,096 | | | 181,973 | |
Gain on foreign exchange | | 143,059 | | | 15,553 | | | 17,485 | | | 25,619 | | | 4,185 | |
Option payments received (net) | | 633,519 | | | | | | | | | | | | 13,617 | |
Gain on disposal of equipment | | 13,867 | | | | | | | | | | | | | |
Unrealized recovery (loss) on temporary | | | | | | | | | | | | | | | |
investments | | (40,478 | ) | | (30,182 | ) | | (31,632 | ) | | 7,535 | | | 7,836 | |
Gain on disposal of temporary | | | | | | | | | | | | | | | |
investments | | 166,591 | | | | | | | | | | | | | |
Write-off of deferred exploration costs | | (3,603,064 | ) | | (22,509 | ) | | (42,475 | ) | | (21,348 | ) | | (60,060 | ) |
Write-off of mineral property interests | | (3,814,257 | ) | | | | | | | | | | | | |
LOSS FOR THE PERIOD | $ | (16,252,865 | ) | $ | (191,018 | ) | $ | (371,464 | ) | $ | (179,424 | ) | $ | (481,481 | ) |
| | | | | | | | | | | | | | | |
Basic and diluted loss per common share | | | | $ | (0.003 | ) | $ | (0.006 | ) | $ | (0.003 | ) | $ | (0.008 | ) |
| | | | | | | | | | | | | | | |
Weighted average number of common | | | | | | | | | | | | | | | |
shares outstanding | | | | | 59,402,363 | | | 59,393,668 | | | 59,163,287 | | | 58,410,892 | |
The accompanying notes are an integral part of these consolidated financial statements.
White Knight Resources Ltd. |
(An Exploration Stage Company) |
CONSOLIDATED STATEMENT OF SHAREHOLDERS’ EQUITY |
Unaudited –prepared by management |
(Expressed in Canadian Dollars) |
|
| | Number of | | | | | | | | | Contributed | | | | | | | |
| | Shares | | | Price | | | Amount | | | Surplus | | | Deficit | | | Total | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
Balance, June 30, 2006 | | 59,384,972 | | $ | | | $ | 33,630,385 | | $ | 3,153,572 | | $ | (15,881,401 | ) | $ | 20,902,556 | |
| | | | | | | | | | | | | | | | | | |
Shares issued for: | | | | | | | | | | | | | | | | | | |
Exercise of stock options (Note 5) | | 50,000 | | | 0.75 | | | 70,190 | | | | | | | | | 70,190 | |
Stock-based compensation | | | | | | | | | | | 94,093 | | | | | | 94,093 | |
Less: fair market value of | | | | | | | | | | | | | | | | | | |
stock options exercised | | | | | | | | | | | (32,690 | ) | | | | | (32,690 | ) |
Loss for the period | | | | | | | | | | | | | | (371,464 | ) | | (371,464 | ) |
| | | | | | | | | | | | | | | | | | |
Balance, December 31, 2006 | | 59,434,972 | | | | | $ | 33,700,575 | | $ | 3,214,975 | | $ | (16,252,865 | ) | $ | 20,662,685 | |
The accompanying notes are an integral part of these consolidated financial statements.
White Knight Resources Ltd.
(An Exploration Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
Unaudited –prepared by management
(Expressed in Canadian Dollars)
For the period ended December 31
| | | | | 2006 | | | 2005 | |
| | Cumulative | | | | | | | | | | | | | |
| | Amounts from | | | | | | | | | | | | | |
| | Inception on | | | | | | | | | | | | | |
| | Dec 18, 1986 | | | | | | | | | | | | | |
| | to Dec 31, 2006 | | | Quarter to Date | | | Year to Date | | | Quarter to Date | | | Year to Date | |
Cash Flows from Operating Activities | | | | | | | | | | | | | | | |
Loss for the period | $ | (16,252,865 | ) | $ | (191,018 | ) | $ | (371,464 | ) | $ | (179,424 | ) | $ | (481,481 | ) |
Items not affecting cash: | | | | | | | | | | | | | | | |
Amortization | | 236,961 | | | 8,461 | | | 16,816 | | | 8,557 | | | 17,214 | |
Write-off of deferred exploration costs | | 3,603,064 | | | 22,509 | | | 42,475 | | | 21,348 | | | 60,060 | |
Write-off of mineral property interests | | 3,814,257 | | | | | | | | | | | | | |
Stock-based compensation | | 3,357,939 | | | 30,425 | | | 94,093 | | | 35,245 | | | 62,011 | |
Gain on disposal of equipment | | (13,867 | ) | | | | | | | | | | | | |
Unrealized (recovery) loss on temporary | | | | | | | | | | | | | | | |
investments | | 40,478 | | | 30,182 | | | 31,632 | | | (7,535 | ) | | (7,836 | ) |
Gain on disposal of investments | | (166,591 | ) | | | | | | | | | | | | |
Shares issued for management bonus | | 150,000 | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Changes in non-cash working capital | | | | | | | | | | | | | | | |
Decrease (increase) in prepaid exp. | | (6,455 | ) | | 41,656 | | | 42,915 | | | 21,244 | | | 38,825 | |
Decrease (increase) in receivables | | (172,534 | ) | | (39,201 | ) | | (55,044 | ) | | 321,108 | | | 56,150 | |
Increase (decrease) in accounts payable | | | | | | | | | | | | | | | |
& accrued. liabilities | | 312,931 | | | (46,356 | ) | | (63,453 | ) | | 53,927 | | | (104,826 | ) |
Increase (decrease) in due to related | | | | | | | | | | | | | | | |
parties | | 81,642 | | | (18,887 | ) | | (36,360 | ) | | (46,029 | ) | | 46,324 | |
| | | | | | | | | | | | | | | |
Net cash provided by (used in) operating | | | | | | | | | | | | | | | |
activities | | (5,015,040 | ) | | (162,229 | ) | | (298,390 | ) | | 228,441 | | | (313,559 | ) |
| | | | | | | | | | | | | | | |
Cash Flows from Financing Activities | | | | | | | | | | | | | | | |
Issuance of capital stock | | 32,762,273 | | | 37,500 | | | 37,500 | | | 33,351 | | | 6,272,284 | |
| | | | | | | | | | | | | | | |
Net cash provided by financing activities | | 32,762,273 | | | 37,500 | | | 37,500 | | | 33,351 | | | 6,272,284 | |
| | | | | | | | | | | | | | | |
Cash Flows from Investing Activities | | | | | | | | | | | | | | | |
Recovery (acquisition) of mineral property | | | | | | | | | | | | | | | |
interest | | (6,038,946 | ) | | 44,159 | | | 10,461 | | | (146,547 | ) | | (294,891 | ) |
Deferred exploration costs | | (7,978,887 | ) | | (253,732 | ) | | (699,924 | ) | | (1,136,660 | ) | | (1,538,936 | ) |
Restricted reclamation bond posted | | (264,828 | ) | | (20,417 | ) | | (30,045 | ) | | (25,106 | ) | | (37,330 | ) |
Disposal (acquisition) of temporary | | | | | | | | | | | | | | | |
investments (net) | | 70,467 | | | 1,992,976 | | | 1,980,421 | | | 567,932 | | | (4,092,159 | ) |
Proceeds from disposal of equipment | | 58,141 | | | | | | | | | | | | | |
Acquisition of long term loans | | (1,183,289 | ) | | (165,382 | ) | | (378,020 | ) | | (155,699 | ) | | (155,699 | ) |
Acquisition of equipment | | (421,886 | ) | | (246 | ) | | (31,883 | ) | | (952 | ) | | (19,215 | ) |
| | | | | | | | | | | | | | | |
Net cash provided by (used in) investing | | | | | | | | | | | | | | | |
activities | | (15,759,228 | ) | | 1,597,358 | | | 851,010 | | | (897,032 | ) | | (6,138,230 | ) |
| | | | | | | | | | | | | | | |
Increase (decrease) in cash during the | | | | | | | | | | | | | | | |
period | | 11,988,005 | | | 1,472,629 | | | 590,120 | | | (635,240 | ) | | (179,505 | ) |
| | | | | | | | | | | | | | | |
Cash, beginning of period | | | | | 10,515,376 | | | 11,397,885 | | | 738,194 | | | 282,459 | |
| | | | | | | | | | | | | | | |
Cash, end of period | $ | 11,988,005 | | $ | 11,988,005 | | $ | 11,988,005 | | $ | 102,954 | | $ | 102,954 | |
Supplemental disclosures with respect to cash flows (Note 10)
The accompanying notes are an integral part of these consolidated financial statements.
White Knight Resources Ltd.
(An Exploration Stage Company)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Unaudited –prepared by management
(Expressed in Canadian Dollars)
For the period ended December 31, 2006
1. | NATURE AND CONTINUANCE OF OPERATIONS |
| |
| White Knight Resources Ltd. (the "Company") is a Canadian company incorporated in British Columbia. The Company is an Exploration Stage Company, as defined by Statement of Financial Accounting Standards (“SFAS”) No. 7, “Accounting and Reporting by Development Stage Enterprises”. The Company is primarily engaged in the acquisition and exploration of mineral property interests. |
| |
| The ability of the Company to realize the costs it has incurred to date on its mineral property interests is dependent upon the Company being able to lever its property interests and cash, by way of exploration activities and option/joint ventures, into assets of greater value or to identify ore bodies, to finance its exploration costs and to resolve any environmental, regulatory or other constraints which may hinder the successful development of the mineral property interest. To date, the Company has not earned revenues and is considered to be in the exploration stage. |
| |
| These consolidated financial statements have been prepared assuming the Company will continue on a going- concern basis. The Company has incurred losses since inception and the ability of the Company to continue as a going-concern depends upon its ability to develop profitable operations and to continue to raise adequate financing. Management is actively targeting sources of additional financing through alliances with financial, exploration and mining entities, or other business and financial transactions which would assure continuation of the Company’s operations and exploration programs. In order for the Company to meet its liabilities as they come due and to continue its operations, the Company is solely dependent upon its ability to generate such financing. The Company has sufficient resources to meet its obligations for the foreseeable future at its current level of activity. |
| |
| There can be no assurance that the Company will be able to continue to raise funds in which case the Company may be unable to meet its obligations. Should the Company be unable to realize on its assets and discharge its liabilities in the normal course of business, the net realizable value of its assets may be materially less than the amounts recorded on the consolidated balance sheets. |
| |
| All amounts are in Canadian dollars unless otherwise stated. |
| | | Dec 31, 2006 | | | Jun 30, 2006 | |
| | | | | | | |
| Working capital | $ | 12,116,671 | | $ | 13,238,927 | |
| Deficit | | (16,252,865 | ) | | (15,881,401 | ) |
2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
| |
| The unaudited interim consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles (“Canadian GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for audited financial statements. In the opinion of management, all adjustments (consisting of normal and recurring accruals) considered necessary for fair presentation have been included. Operating results for the six month period ended December 31, 2006 are not necessarily indicative of the results that may be expected for the year ended June 30, 2007. |
| |
| The interim consolidated financial statements have been prepared by management in accordance with the accounting policies described in the Company’s annual consolidated financial statements for the year ended June 30, 2006. For further information, refer to the consolidated financial statements and footnotes thereto included for the year ended June 30, 2006. |
White Knight Resources Ltd. |
(An Exploration Stage Company) |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS |
Unaudited –prepared by management |
(Expressed in Canadian Dollars) |
For the period ended December 31, 2006 |
Page 2 |
2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(cont’d…) |
Asset retirement obligations
Effective July 1, 2004, the Company recognizes the fair value of a liability for an asset retirement obligation in the year in which it is incurred when a reasonable estimate of fair value can be made. The carrying amount of the related long-lived asset is increased by the same amount as the liability. Changes in the liability for an asset retirement obligation due to the passage of time will be measured by applying an interest method of allocation. The amount will be recognized as an increase in the liability and an accretion expense in the statement of operations. Changes resulting from revisions to the timing or the amount of the original estimate of undiscounted cash flows are recognized as an increase or a decrease in the carrying amount of the liability for an asset retirement obligation and the cost of the related long-lived asset.
Stock-based compensation
The Company has an employee stock option plan. The Company recognizes an expense arising from stock options granted to both employees and non-employees using the fair value method. The fair value of option grants is generally established at the date of grant using the Black Scholes option pricing model and the compensation amount, equal to the option’s fair value, is then recognized over the options vesting periods.
Comparative figures
Certain comparative figures have been reclassified to conform to the current period’s presentation.
3. | MINERAL PROPERTY INTERESTS |
| | | Balance at | | | | | | | | | Balance at | |
| | | June 30, 2006 | | | Additions | | | Recovery | | | Dec 31, 2006 | |
| | | | | | | | | | | | | |
| Nevada Properties | | | | | | | | | | | | |
| Benmark | $ | 81,118 | | $ | 15,092 | | $ | | | $ | 96,210 | |
| Celt | | 284,919 | | | | | | | | | 284,919 | |
| Cottonwood | | 160,214 | | | 17,294 | | | | | | 177,508 | |
| Fye Canyon | | 173,825 | | | 1,515 | | | (99,153 | ) | | 76,187 | |
| Gold Bar Horst | | 149,237 | | | 27,618 | | | | | | 176,855 | |
| Gold Pick | | 24,556 | | | 4,075 | | | | | | 28,631 | |
| Goldstone | | 32,309 | | | 9,357 | | | | | | 41,666 | |
| Hunter | | 136,891 | | | 7,244 | | | | | | 144,135 | |
| Ian | | 31,317 | | | 8,451 | | | | | | 39,768 | |
| Knolls | | 86,102 | | | 27,169 | | | | | | 113,271 | |
| McClusky Pass | | 134,460 | | | 36,672 | | | | | | 171,132 | |
| New Pass | | 419,732 | | | 16,152 | | | (113,315 | ) | | 322,569 | |
| Pat Canyon | | 108,797 | | | 26,863 | | | | | | 135,660 | |
| Patty | | 108,402 | | | | | | | | | 108,402 | |
| Slaven Canyon | | 365,427 | | | 87,866 | | | | | | 453,293 | |
| South Cabin Creek | | 47,389 | | | 12,677 | | | | | | 60,066 | |
| Squaw Creek | | 270,261 | | | 22,792 | | | (184,104 | ) | | 108,949 | |
| Tonkin Summit | | 129,663 | | | 28,070 | | | | | | 157,733 | |
| Other | | 55,000 | | | 12,828 | | | | | | 67,828 | |
| Total Nevada Properties | $ | 2,799,619 | | $ | 361,735 | | $ | (396,572 | ) | $ | 2,764,782 | |
White Knight Resources Ltd. | |
(An Exploration Stage Company) | |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS | |
Unaudited –prepared by management | |
(Expressed in Canadian Dollars) | |
For the period ended December 31, 2006 | Page 3 |
3. | MINERAL PROPERTY INTERESTS(cont’d…) |
Title to mineral property interests involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the frequently ambiguous conveyancing history characteristic of many mineral claims. The Company has investigated title to all of its mineral property interests and, to the best of its knowledge, expects title to all of its interests to be in good standing. The mineral property interests in which the Company has committed to earn an interest are located in the United States and the Company is therefore relying on advice by legal counsel who are basing such advice on the laws of the United States.
Nevada Properties
Celt Project
During the quarter, Teck Cominco American Incorporated (“Teck Cominco”) terminated its agreement on the Celt property. The Company maintains its 100% interest in the property.
New Pass Project
In fiscal 2005, the Company entered into an option agreement with Bonaventure Enterprises Inc. (“Bonaventure”) whereby Bonaventure may earn a 50% interest in the property by incurring exploration expenditures of US$2,000,000, issuing 500,000 shares and making cash payments of US$500,000 over a 4-year period (US$125,000 and 100,000 shares received during the period). Upon vesting, Bonaventure may elect to earn an additional 10% interest by financing the completion of a feasibility study.
Squaw Creek Project
In fiscal 2005, the Company entered into an option agreement with Bonaventure whereby Bonaventure may earn a 50% interest in the property by incurring exploration expenditures of US$2,000,000, issuing 500,000 shares and making cash payments of US$500,000 over a 4-year period (US$125,000 and 100,000 shares received during the period). Upon vesting, Bonaventure may elect to earn an additional 10% interest by financing the completion of a feasibility study.
4. | DEFERRED EXPLORATION COSTS |
| | | Balance at | | | | | | Balance at | |
| | | Jun 30, | | | | | | Dec 31, | |
| By Type of Cost | | 2006 | | | Additions | | | 2006 | |
| | | | | | | | | | |
| Assays | $ | 883,710 | | $ | 49,124 | | $ | 932,834 | |
| Consulting | | 3,448,571 | | | 201,721 | | | 3,650,292 | |
| Drafting and report preparation | | 443,562 | | | 1,283 | | | 444,845 | |
| Drilling | | 4,578,673 | | | 321,669 | | | 4,900,342 | |
| Field operations | | 999,468 | | | 60,408 | | | 1,059,876 | |
| Reclamation | | 368,170 | | | 3,559 | | | 371,729 | |
| Recording | | 80,079 | | | | | | 80,079 | |
| Supervision | | 391,707 | | | 3,816 | | | 395,523 | |
| Surveys | | 810,749 | | | 14,617 | | | 825,366 | |
| Trenching and site preparation | | 472,709 | | | 21,825 | | | 494,534 | |
| Recovery | | (5,222,378 | ) | | (78,041 | ) | | (5,300,419 | ) |
| Write-off | | (3,390,661 | ) | | (42,475 | ) | | (3,433,136 | ) |
| | | | | | | | | | |
| Total | $ | 3,864,359 | | $ | 557,506 | | $ | 4,421,865 | |
White Knight Resources Ltd. | |
(An Exploration Stage Company) | |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS | |
Unaudited –prepared by management | |
(Expressed in Canadian Dollars) | |
For the period ended December 31, 2006 | Page 4 |
4. | DEFERRED EXPLORATION COSTS(cont…) |
| | | Balance at | | | | | | | | | | | | Balance at | |
| | | June 30, | | | | | | | | | | | | Dec 31, | |
| By Property | | 2006 | | | Additions | | | Recoveries | | | Write-offs | | | 2006 | |
| | | | | | | | | | | | | | | | |
| Nevada Properties | | | | | | | | | | | | | | | |
| Benmark | $ | 32,131 | | $ | 6,306 | | $ | | | $ | | | $ | 38,437 | |
| Celt | | 17,505 | | | | | | | | | | | | 17,505 | |
| Cottonwood | | 457,248 | | | 139,306 | | | | | | | | | 596,554 | |
| Fye Canyon | | 20,811 | | | 924 | | | (13,892 | ) | | | | | 7,843 | |
| Gold Bar Horst | | 147,447 | | | 337,668 | | | | | | | | | 485,115 | |
| Gold Pick | | 464,861 | | | 26,238 | | | | | | | | | 491,099 | |
| Goldstone | | 3,864 | | | 45,551 | | | | | | | | | 49,415 | |
| Hunter | | 34,186 | | | 42,545 | | | | | | | | | 76,731 | |
| Ian | | 625 | | | 13,437 | | | | | | | | | 14,062 | |
| Knolls | | 21,359 | | | | | | | | | | | | 21,359 | |
| McClusky Pass | | 529,164 | | | 15,180 | | | | | | | | | 544,344 | |
| New Pass | | 64,149 | | | | | | (64,149 | ) | | | | | | |
| Pat Canyon | | 22,846 | | | | | | | | | | | | 22,846 | |
| Patty | | 116,710 | | | 1,942 | | | | | | | | | 118,652 | |
| Slaven Canyon | | 1,806,259 | | | 6,111 | | | | | | | | | 1,812,370 | |
| South Cabin Creek | | 38,645 | | | 339 | | | | | | | | | 38,984 | |
| Tonkin Summit | | 86,549 | | | | | | | | | | | | 86,549 | |
| General exploration | | | | | 42,475 | | | | | | (42,475 | ) | | | |
| | | | | | | | | | | | | | | | |
| Total Nevada Properties | $ | 3,864,359 | | $ | 678,022 | | $ | (78,041 | ) | $ | (42,475 | ) | $ | 4,421,865 | |
5. | LONG TERM LOANS RECEIVABLE |
| |
| Under the terms of separate agreements, the Company is financing the reconstruction of two drill rigs to be repaid by an arms length third party drill contractor over a period of 20 months upon completion of the reconstructions. One of the drill rigs is currently in operation and repayments have commenced. |
| |
6. | CAPITAL STOCK |
| |
| Authorized: unlimited common shares without par value. |
| |
| Share Issuances |
| |
| There were no shares issued during the period other than 50,000 common shares issued on the exercise of stock options. |
| |
| Warrants |
| |
| At December 31, 2006, there were no warrants outstanding. |
White Knight Resources Ltd. |
(An Exploration Stage Company) |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS |
Unaudited –prepared by management |
(Expressed in Canadian Dollars) |
For the period ended December 31, 2006 |
Page 5 |
Stock options
Under the Company’s stock option plan effective November 4, 2002 and amended November 6, 2003 and October 3, 2006, the Company may grant options for up to 7,072,935 common shares to directors, employees and consultants at exercise prices to be determined by the market value on the date of grant. Vesting of options is made at the discretion of the Board of Directors at the time the options are granted with the exception of options granted in relation to investor relations. Options granted to consultants engaged in investor relations activities must vest no earlier than as to one-quarter upon the grant date and as to a further one-quarter after each of the following three four-month periods.
At December 31, 2006, the following incentive stock options were outstanding:
| Number | Exercise | |
| of Shares | Price | Expiry Date |
| 755,500 | $ 0.23 | January 23, 2008 |
| 2,074,500 | 0.41 | September 23, 2008 |
| 100,000 | 0.75 | March 1, 2009 |
| 50,000 | 0.85 | March 21, 2010 |
| 40,000 | 0.67 | April 6, 2010 |
| 50,000 | 1.50 | October 19, 2010 |
| 1,875,000 | 1.91 | January 10, 2011 |
| 4,945,000 | | |
| | | |
Stock option transactions and the number of stock options outstanding are summarized as follows:
| | | Number of | | | Weighted Average | |
| | | Options | | | Exercise Price | |
| Balance, June 30, 2006 | | 5,120,000 | | $ | 1.00 | |
| Options exercised | | (50,000 | ) | | 0.75 | |
| Options cancelled | | (125,000 | ) | | 1.91 | |
| | | | | | | |
| Balance, December 31, 2006 | | 4,945,000 | | | 0.98 | |
| | | | | | | |
| Number of options currently exercisable | | 4,920,000 | | $ | 0.97 | |
7. | RELATED PARTY TRANSACTIONS |
During the year to date, the Company paid management fees in the amount of $132,000 (2005 - $132,000) to directors and officers of the Company and companies controlled by directors.
During the year to date, the Company paid consulting fees in the amount of $66,579 (2005 - $61,240) to directors and officers of the Company and companies controlled by directors. Of that amount, $54,262 (2005 - $57,000) is included or written off to deferred exploration costs.
During the year to date, the Company paid administrative consulting fees in the amount of $71,410 (2005 - $56,058) to officers and directors of the Company and a company controlled by a director.
White Knight Resources Ltd. | |
(An Exploration Stage Company) | |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS | |
Unaudited –prepared by management | |
(Expressed in Canadian Dollars) | |
For the period ended December 31, 2006 | Page 6 |
7. | RELATED PARTY TRANSACTIONS (cont’d…) |
| |
| Amounts payable to related parties at December 31, 2006 aggregated $81,642 (June 30, 2006 - $118,002). The fair value for amounts due to related parties is not determinable since there are no stated terms of repayment. |
| |
| The amounts charged to the Company for the services provided have been determined by negotiation among the parties and are covered by signed agreements. These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties. |
| |
8. | SEGMENTED INFORMATION |
| |
| The Company’s one reportable segment is the exploration and development of mineral properties. Geographical information is as follows: |
| | | | | | | | | Mineral | | | | |
| | | | | | | | | Property | | | | |
| | | | | | | | | Interests and | | | | |
| | | | | | | | | Deferred | | | | |
| | | Total | | | | | | Exploration | | | Other | |
| | | Assets | | | Equipment | | | Costs | | | Assets | |
| | | | | | | | | | | | | |
| December 31, 2006 | | | | | | | | | | | | |
| Canada | $ | 12,303,803 | | $ | 21,545 | | $ | | | $ | 12,282,258 | |
| United States | | 8,710,836 | | | 119,106 | | | 7,186,647 | | | 1,405,083 | |
| | | | | | | | | | | | | |
| | $ | 21,014,639 | | $ | 140,651 | | $ | 7,186,647 | | $ | 13,687,341 | |
| | | | | | | | | | | | | |
| June 30, 2006 | | | | | | | | | | | | |
| Canada | $ | 13,637,654 | | $ | 24,639 | | $ | | | $ | 13,613,015 | |
| United States | | 7,864,404 | | | 906,214 | | | 6,663,978 | | | 294,212 | |
| | | | | | | | | | | | | |
| | $ | 21,502,058 | | $ | 930,853 | | $ | 6,663,978 | | $ | 13,907,227 | |
| | | 2006 | | | 2005 | |
| | | | | | | | | | | | | |
| | | Quarter | | | Year | | | Quarter | | | Year | |
| | | to Date | | | to Date | | | to Date | | | to Date | |
| | | | | | | | | | | | | |
| Loss before other items: | | | | | | | | | | | | |
| Canada | $ | 219,388 | | $ | 466,526 | | $ | 277,298 | | $ | 514,682 | |
| United States | | 56,654 | | | 99,673 | | | 67,028 | | | 114,350 | |
| | | | | | | | | | | | | |
| | $ | 276,042 | | $ | 566,199 | | $ | 344,326 | | $ | 629,032 | |
9. | RESTRICTED RECLAMATION BONDS |
| |
| The Company has secure funds in place with the United States government, a Canadian bank and a United States bank as security for restricted reclamation bonds on its mineral properties. These restricted reclamation bonds were required by the local jurisdictions at the time exploration activities commenced on the properties and do not represent an asset retirement obligation (Note 2). Interest on the certificates of deposit with Canadian and United States banks is paid on a periodic basis to the Company. |
White Knight Resources Ltd. | |
(An Exploration Stage Company) | |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS | |
Unaudited –prepared by management | |
(Expressed in Canadian Dollars) | |
For the period ended December 31, 2006 | Page 7 |
10. | SUPPLEMENTAL DISCLOSURES WITH RESPECT TO CASH FLOWS |
| |
| Significant non-cash transactions during the period (2005 – 200,000 common shares of Bonaventure valued at $0.20 per share) include the acquisition of 200,000 common shares of Bonaventure valued at $0.16 per share as per the terms of option agreements (Note 3). Included in accounts payable are $11,754 (2005 – $317,961) related to deferred exploration costs, $72,242 (2005 - $4,822) related to acquisition of equipment and $Nil (2005 - $25,053) related to restricted reclamation bonds. |
| |
11. | DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES |
| |
| These financial statements have been prepared in accordance with Canadian GAAP. Material variations in the accounting principles, practices and methods used in preparing these financial statements from principles, practices and methods accepted in the United States (“United States GAAP”) are described and quantified below. |
| |
| The impact of the differences between Canadian GAAP and United States GAAP on the consolidated balance sheets would be as follows: |
| | | December 31, 2006 | | | June 30, 2006 | |
| | | | | | | | | | | | | | | | | | | |
| | | Balance, | | | | | | Balance, | | | Balance, | | | | | | Balance, | |
| | | Canadian | | | | | | United States | | | Canadian | | | | | | United States | |
| | | GAAP | | | Adjustments | | | GAAP | | | GAAP | | | Adjustments | | | GAAP | |
| | | | | | | | | | | | | | | | | | | |
| Temporary investments | $ | 135,646 | | $ | | | $ | 135,646 | | $ | 2,107,699 | | $ | 48,282 | | $ | 2,155,981 | |
| Other current assets | | 12,166,994 | | | | | | 12,166,994 | | | 11,564,745 | | | | | | 11,564,745 | |
| Mineral property interests | | 2,764,782 | | | (1,948,223 | ) | | 816,559 | | | 2,799,619 | | | (2,032,127 | ) | | 767,492 | |
| Deferred exploration costs | | 4,421,865 | | | (4,421,865 | ) | | | | | 3,864,359 | | | (3,864,359 | ) | | | |
| Long term loans | | 1,126,203 | | | | | | 1,126,203 | | | 805,269 | | | | | | 805,269 | |
| Equipment | | 140,651 | | | | | | 140,651 | | | 125,584 | | | | | | 125,584 | |
| Restricted reclamation bonds | | 258,498 | | | | | | 258,498 | | | 234,783 | | | | | | 234,783 | |
| | | | | | | | | | | | | | | | | | | |
| | $ | 21,014,639 | | $ | (6,370,088 | ) | $ | 14,644,551 | | $ | 21,502,058 | | $ | (5,848,204 | ) | $ | 15,653,854 | |
| | | | | | | | | | | | | | | | | | | |
| Current liabilities | $ | 185,969 | | $ | | | $ | 185,969 | | $ | 433,517 | | $ | | | $ | 433,517 | |
| Asset retirement obligation | | 165,985 | | | | | | 165,985 | | | 165,985 | | | | | | 165,985 | |
| Shareholders' equity | | 20,662,685 | | | (6,370,088 | ) | | 14,292,597 | | | 20,902,556 | | | (5,848,204 | ) | | 15,054,352 | |
| | | | | | | | | | | | | | | | | | | |
| | $ | 21,014,639 | | $ | (6,370,088 | ) | $ | 14,644,551 | | $ | 21,502,058 | | $ | (5,848,204 | ) | $ | 15,653,854 | |
White Knight Resources Ltd. | |
(An Exploration Stage Company) | |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS | |
Unaudited –prepared by management | |
(Expressed in Canadian Dollars) | |
For the period ended December 31, 2006 | Page 8 |
11. | DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (cont’d…) |
| |
| The impact of the differences between Canadian GAAP and United States GAAP on the consolidated statements of operations would be as follows: |
| | | Cumulative | | | | | | | | | | | | | |
| | | Amounts from | | | | | | | | | | | | | |
| | | Inception on | | | Three Month | | | Three Month | | | Six Month | | | Six Month | |
| | | Dec 18, 1986 to | | | Period Ended | | | Period Ended | | | Period Ended | | | Period Ended | |
| | | Dec 31, 2006 | | | Dec 31, 2006 | | | Dec 31, 2005 | | | Dec 31, 2006 | | | Dec 31, 2005 | |
| Loss for the period, Canadian GAAP | $ | (16,252,865 | ) | $ | (191,018 | ) | $ | (179,424 | ) | $ | (371,464 | ) | $ | (481,481 | ) |
| Adjustments: | | | | | | | | | | | | | | | |
| Mineral property interests | | (1,948,223 | ) | | 81,488 | | | (107,334 | ) | | 59,527 | | | (227,346 | ) |
| Deferred exploration costs | | (4,421,865 | ) | | (162,035 | ) | | (1,152,158 | ) | | (557,506 | ) | | (1,776,837 | ) |
| Increase in temporary investments | | (58,762 | ) | | (58,762 | ) | | 4,148 | | | | | | 36,951 | |
| Loss for the period, United States GAAP | $ | (22,681,715 | ) | $ | (330,327 | ) | $ | (1,434,768 | ) | $ | (869,443 | ) | $ | (2,448,713 | ) |
| | | | | | | | | | | | | | | | |
| Basic and diluted loss per share, United States | | | | | | | | | | | | | | | |
| GAAP | | | | $ | (0.01 | ) | $ | (0.02 | ) | $ | (0.01 | ) | $ | (0.04 | ) |
| Weighted average number of common shares | | | | | | | | | | | | | | | |
| outstanding, United States GAAP | | | | | 59,402,363 | | | 59,393,668 | | | 59,163,287 | | | 58,410,892 | |
The impact of the differences between Canadian GAAP and United States GAAP on the consolidated statements of cash flows would be as follows:
| | | Cumulative | | | | | | | | | | | | | |
| | | Amounts from | | | | | | | | | | | | | |
| | | Inception on | | | Three Month | | | Three Month | | | Six Month | | | Six Month | |
| | | Dec 18, 1986 to | | | Period Ended | | | Period Ended | | | Period Ended | | | Period Ended | |
| | | Dec 31, 2006 | | | Dec 31, 2006 | | | Dec 31, 2005 | | | Dec 31, 2006 | | | Dec 31, 2005 | |
| | | | | | | | | | | | | | | | |
| Cash flows used in operating activities, Canadian | $ | (5,015,040 | ) | $ | (162,229 | ) | $ | 228,441 | | $ | (298,390 | ) | $ | (313,559 | ) |
| GAAP | | | | | | | | | | | | | | | |
| Acquisition of mineral property interests | | (5,392,987 | ) | | 81,488 | | | (107,334 | ) | | 59,527 | | | (227,346 | ) |
| Deferred exploration costs | | (7,978,887 | ) | | (253,732 | ) | | (1,136,660 | ) | | (699,924 | ) | | (1,538,936 | ) |
| Disposal (acquisition) of temporary investments | | 70,467 | | | 1,998,182 | | | 572,080 | | | 1,921,659 | | | (4,055,208 | ) |
| | | | | | | | | | | | | | | | |
| Cash flows provided by (used in) operating | | (18,316,447 | ) | | 1,663,709 | | | (443,473 | ) | | 982,872 | | | (6,135,049 | ) |
| activities, | | | | | | | | | | | | | | | |
| United States GAAP | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| Cash flows provided by financing activities, | | | | | | | | | | | | | | | |
| Canadian GAAP and United States GAAP | | 32,762,273 | | | 37,500 | | | 33,351 | | | 37,500 | | | 6,272,284 | |
| | | | | | | | | | | | | | | | |
| Cash flows provided by (used in) investing | | | | | | | | | | | | | | | |
| activities, Canadian GAAP | | (15,759,228 | ) | | 1,597,358 | | | (897,032 | ) | | 851,010 | | | (6,138,230 | ) |
| Acquisition of mineral property interests | | 5,392,987 | | | (81,488 | ) | | 107,334 | | | (59,527 | ) | | 227,346 | |
| Deferred exploration costs | | 7,978,887 | | | 253,732 | | | 1,136,660 | | | 699,924 | | | 1,538,936 | |
| Acquisition of temporary investments | | (70,467 | ) | | (1,998,182 | ) | | (572,080 | ) | | (1,921,659 | ) | | 4,055,208 | |
| | | | | | | | | | | | | | | | |
| Cash flows used in investing activities, | | (2,457,821 | ) | | (228,580 | ) | | (225,118 | ) | | (430,252 | ) | | (316,740 | ) |
| United States GAAP | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| Increase (decrease) in cash and cash equivalents | | | | | | | | | | | | | | | |
| during the year | | 11,988,005 | | | 1,472,629 | | | (635,240 | ) | | 590,120 | | | (179,505 | ) |
| | | | | | | | | | | | | | | | |
| Cash and cash equivalents, beginning of year | | | | | 10,515,376 | | | 738,194 | | | 11,397,885 | | | 282,459 | |
| | | | | | | | | | | | | | | | |
| Cash and cash equivalents, end of year | $ | 11,988,005 | | $ | 11,988,005 | | $ | 102,954 | | $ | 11,988,005 | | $ | 102,954 | |
White Knight Resources Ltd. | |
(An Exploration Stage Company) | |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS | |
Unaudited –prepared by management | |
(Expressed in Canadian Dollars) | |
For the period ended December 31, 2006 | Page 9 |
11. | DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (cont’d…) |
| |
| Mineral property interests and deferred exploration costs |
| |
| In accordance with EITF 04-02, the Company classifies the costs of acquiring its mineral interests as tangible assets resulting in no difference between Canadian and U.S GAAP. Under U.S. GAAP exploration costs on mineral properties, other than acquisition costs, prior to the establishment of proven or probable reserves are expensed as incurred. Under Canadian GAAP these costs may be deferred. |
| |
| Under US GAAP, the Company performs evaluations of its investment in mineral properties to assess the recoverability and the residual value of its investments in these assets. All mineral properties are reviewed for impairment whenever events or circumstances change which indicates the carrying amount of an asset may not be recoverable, utilizing established guidelines based on undiscounted future net cash flows from the asset or upon the determination that certain exploration properties do not have sufficient potential for economic mineralization. |
| |
| Asset retirement obligations |
| |
| The Company adopted new accounting and disclosure standards under Canadian GAAP (Note 2) since the 2005 fiscal year. Accordingly there were no differences between Canadian GAAP and United States GAAP as at December 31, 2006 and 2005. |
| |
| Under Canadian GAAP, the Company was not required to record asset retirement obligations as at December 31, 2005. The Company determined there were no asset retirement obligations as at December 31, 2005. |
| |
| Temporary Investments |
| |
| Under Canadian GAAP, temporary investments are carried at the lower of aggregate cost or current market value, with any unrealized gain or loss included in the statement of operations. Long-term investments are carried on the cost or equity basis and are only written down when there is evidence of a decline in value that is other than temporary. |
| |
| Under United States GAAP, SFAS 115 requires that certain debt and equity investments must be classified into available-for-sale or trading securities and stated at fair market values. Any unrealized holding gains or losses are reported as a separate component of shareholders’ equity until realized for available-for-sale securities, and included in earnings for trading securities. For United States GAAP purposes, the Company's investment in debt securities Canadian GAAP or United States GAAP as these debt securities have been written down to their fair market value, with an unrealized loss of $31,632 included in the consolidated statement of operations. For the period ending December 31, 2006, an excess holding gain of $Nil (June, 2006 - $48,282) would be recognized under United States GAAP. |
| |
| New accounting pronouncements |
| |
| In May 2005, the Financial Accounting Standards Board (FASB) issued SFAS No. 154,“Accounting Changes and Error Corrections – A Replacement of APB Opinion No. 20 and SFAS No. 3”. SFAS 154 changes the requirements for the accounting for and reporting of a change in accounting principle and applies to all voluntary changes in accounting principle. It also applies to changes required by an accounting pronouncement in the unusual instance that the pronouncement does not include specific transition provisions. SFAS 154 requires retrospective application to prior periods’ financial statements of changes in accounting principle, unless it is impracticable to determine either the period-specific effects or the cumulative effect of the change. The provisions of SFAS No. 154 are effective for accounting changes and correction of errors made in fiscal years beginning after December 15, 2005. The adoption of this standard is not expected to have a material effect on the Company’s results of operations or financial position. |
White Knight Resources Ltd. |
(An Exploration Stage Company) |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS |
Unaudited –prepared by management |
(Expressed in Canadian Dollars) |
For the period ended December 31, 2006 |
Page 10 |
11. | DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (cont’d…) |
| |
| The FASB has also issued SFAS No. 155“Accounting for Certain Hybrid Financial Instruments” and SFAS No. 156“Accounting for Servicing of Financial Assets”,but they will not have any relationship to the operations of the Company. Therefore a description and its impact for each on the Company’s operations and financial position have not been disclosed. |
| |
| The adoption of these new pronouncements is not expected to have a material effect on the Company's consolidated financial position or results of operations. |
| |
12. | SUBSEQUENT EVENTS |
| |
| In February 2007, the Company received a formal offer to purchase all of the issued shares of the Company from U.S. Gold Corporation and a wholly-owned subsidiary of U.S. Gold Corporation. |

JOHN M. LEASK, P.Eng | GORDON P. LEASK, P.Eng. |
Chairman, President & CEO | Director |
Vancouver, BC, Canada | Vancouver, BC, Canada |
| |
BRIAN D. EDGAR | MEGAN M. CAMERON-JONES |
Director | Director, Secretary & CFO |
Vancouver, BC, Canada | Vancouver, BC, Canada |
| |
ROBERT G. CUFFNEY | KAREEN McKINNON |
Vice-President, Exploration | Vice-President, Corporate Development |
Reno, Nevada, USA | Vancouver, BC, Canada |
| |
| |
HEAD OFFICE | NEVADA OFFICE |
Suite 922, 510 West Hastings Street | Suite 140, 121 Woodland Avenue |
Vancouver, BC, Canada | Reno, Nevada, USA |
V6B 1L8 | 89523 |
| |
Tel: (604) 681-4462 | Tel: (775) 787-3444 |
Fax: (604) 681-0180 | Fax: (775) 787-3447 |
E-mail: info@whiteknightres.com | |
Website: www.whiteknightres.com | |
| |
| |
LEGAL COUNSEL | TRANSFER AGENT |
Axium Law Corporation | Pacific Corporate Trust Company |
Vancouver, BC, Canada | Vancouver, BC Canada |
| |
| |
REGISTERED OFFICE | AUDITOR |
Suite 3350 | Davidson & Company |
1055 Dunsmuir Street | Chartered Accountants |
Vancouver, BC, Canada V7X 1L2 | Vancouver, BC, Canada |
| |
| |
CAPITALIZATION | FINANCIAL INSTITUTION |
Authorized: | Bank of Montreal |
Unlimited common shares | Vancouver, BC, Canada |
Issued as at February 15, 2007: 59,434,972 | |
STOCK EXCHANGE
Listed: TSX Venture Exchange
Symbol: WKR-V