UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] | QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2008 |
| |
OR | |
| |
[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission file number 000-52813
SNOWDON RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
789 West Pender Street, Suite 1010
Vancouver, British Columbia
Canada V6C 1H2
(Address of principal executive offices, including zip code.)
(604) 606-7979
(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 [ ] NO [X]
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 15,500,000 as of December 8, 2008.
PART I - FINANCIAL INFORMATION
ITEM 1. | FINANCIAL STATEMENTS |
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
INTERIM BALANCE SHEETS
(Unaudited)
(Stated in U.S. Dollars)
| | October 31 2008 | | April 30 2008 |
| | | | |
ASSETS | | | | |
| | | | |
Current | | | | |
| Cash | $ | 156,610 | $ | 531,283 |
| Recoverable advance (Note 3) | | 187,347 | | - |
| Recoverable goods and services tax | | 625 | | - |
| | | | | |
| | $ | 344,582 | $ | 531,283 |
| | | | |
| | | | |
LIABILITIES | | | | |
| | | | |
Current | | | | |
| Accounts payable and accrued liabilities | $ | 550 | $ | 1,170 |
| Due to related parties (Note 4) | | - | | 66,258 |
| | 550 | | 67,428 |
| | | | |
STOCKHOLDERS’ EQUITY | | | | |
| | | | |
Capital Stock (Note 6) | | | | |
| Authorized: | | | | |
| 100,000,000 common shares with a par value of $0.00001 per share | | | | |
| 100,000,000 preferred shares with a par value of $0.00001 per share | | | | |
| (none issued) | | | | |
| | | | |
| Issued and outstanding: | | | | |
| 15,500,000 common shares at October 31, 2008 and April 30, 2008 | | 155 | | 155 |
| | | | |
Additional Paid-in Capital | | 549,945 | | 549,945 |
| | | | |
Deficit Accumulated During The Exploration Stage | | (206,068) | | (86,245) |
| | 344,032 | | 463,855 |
| | | | |
| $ | 344,582 | $ | 531,283 |
The accompanying notes are an integral part of these financial statements.
F-1
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
INTERIM STATEMENTS OF OPERATIONS
(Unaudited)
(Stated in U.S. Dollars)
| | | | | | CUMULATIVE |
| | | | | | PERIOD FROM |
| | | | | | INCEPTION |
| | THREE MONTHS | | SIX MONTHS | | (MARCH 1, 2006) |
| | ENDED | | ENDED | | TO |
| | OCTOBER 31 | | OCTOBER 31 | | OCTOBER 31 |
| | 2008 | | 2007 | | 2008 | | 2007 | | 2008 |
| | | | | | | | | | |
Revenue | $ | - | $ | - | $ | - | $ | - | $ | - |
| | | | | | | | | | |
Operating Expenses | | | | | | | | | | |
| Consulting fees | | 6,000 | | - | | 6,000 | | - | | 6,000 |
| Mineral claim payment | | - | | - | | - | | - | | 10,000 |
| Office and sundry | | 12,729 | | 969 | | 16,006 | | 1,285 | | 23,840 |
| Professional fees | | 24,138 | | 18,293 | | 24,138 | | 21,119 | | 81,768 |
| Project development | | 5,250 | | - | | 73,679 | | - | | 84,460 |
| | 48,117 | | 19,262 | | 119,823 | | 22,404 | | 206,068 |
| | | | | | | | | | |
Net Loss for the period | $ | (48,117) | $ | (19,262) | $ | (119,823) | $ | (22,404) | $ | (206,068) |
| | | | | | | | | | |
Basic And Diluted Loss Per Common | | | | | | | | | | |
Share | $ | (0.00) | $ | (0.00) | $ | (0.01) | $ | (0.00) | | |
| | | | | | | | | | |
Weighted Average Number Of Common Shares Outstanding | | 15,500,000 | | 10,000,000 | | 15,500,000 | | 10,000,000 | | |
The accompanying notes are an integral part of these financial statements.
F-2
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
INTERIM STATEMENTS OF CASH FLOWS
(Unaudited)
(Stated in U.S. Dollars)
| | Six Months ended October 31 | Cumulative Period From Inception (March 1, 2006) To October 31, 2008 |
2008 | | 2007 |
Cash Used In Operating Activities | | | | | | |
| Net loss for the period | $ | (119,823) | $ | (22,404) | $ | (206,068) |
| Net changes in non-cash operating working capital items: | | | | | | |
| Recoverable goods and services tax | | (625) | | - | | (625) |
| Accounts payable and accrued liabilities | | (620) | | 8,292 | | 550 |
| | (121,068) | | (14,112) | | (206,143) |
Cash Flows From (Used In) Financing Activities | | | | | | |
| Issue of share capital | | - | | - | | 550,100 |
| Recoverable advance | | (187,347) | | - | | (187,347) |
| Advances (to) from related parties | | (66,258) | | 14,312 | | - |
| | (253,605) | | 14,312 | | 362,753 |
| | | | | | |
Increase (Decrease) In Cash | | (374,673) | | 200 | | 156,610 |
| | | | | | |
Cash, Beginning Of Period | | 531,283 | | 213 | | - |
| | | | | | |
Cash, End Of Period | $ | 156,610 | $ | 413 | $ | 156,610 |
| | | | | | |
Supplemental Disclosure of Cash Flow Information | | | | |
Cash Activities: | | | | | | |
Interest paid | $ | - | $ | - | $ | - |
Income taxes paid | $ | - | $ | - | $ | - |
| | | | | | |
The accompany notes are an integral part of these financial statements.
F-3
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIENCY)
(Unaudited)
(Stated in U.S. Dollars)
PERIOD FROM INCEPTION (MARCH 1, 2006) TO OCTOBER 31, 2008
| | | | | DEFICIT | |
| NUMBER | | | | ACCUMULATED | |
| OF | | ADDITIONAL | | DURING THE | |
| COMMON | | PAID-IN | PAR | EXPLORATION | |
| SHARES | | CAPITAL | VALUE | STAGE | TOTAL |
| | | | | | | | | |
Beginning balance, March 1, 2006 | - | $ | - | $ | - | $ | - | $ | - |
| | | | | | | | | |
March 22, 2006 – Shares issued for cash at $0.00001 | 10,000,000 | | - | | 100 | | - | | 100 |
| | | | | | | | | |
Net loss for the period | - | | - | | - | | (30,300) | | (30,300) |
| | | | | | | | | |
Balance, April 30, 2006 | 10,000,000 | | - | | 100 | | (30,300) | | (30,200) |
| | | | | | | | | |
Net loss for the year | - | | - | | - | | (12,820) | | (12,820) |
| | | | | | | | | |
Balance, April 30, 2007 | 10,000,000 | | - | | 100 | | (43,120) | | (43,020) |
| | | | | | | | | |
April 4, 2008 – Shares issued for cash at $0.10 | 5,500,000 | | 549,945 | | 55 | | - | | 550,000 |
| | | | | | | | | |
Net loss for the year | - | | - | | - | | (43,125) | | (43,125) |
| | | | | | | | | |
Balance, April 30, 2008 | 15,500,000 | | 549,945 | | 155 | | (86,245) | | 463,855 |
| | | | | | | | | |
Net loss for the period | - | | - | | - | | (119,823) | | (119,823) |
| | | | | | | | | |
Balance, October 31, 2008 | 15,500,000 | $ | 549,945 | $ | 155 | $ | (206,068) | $ | 344,032 |
The accompany notes are an integral part of these financial statements.
F-4
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
NOTES TO INTERIM FINANCIAL STATEMENTS
October 31, 2008
(Unaudited)
(Stated in U.S. Dollars)
1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION
Organization
Snowdon Resources Corporation (“the Company”) was incorporated in the State of Nevada, U.S.A., on March 1, 2006.
Exploration Stage Activities
The Company has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations. It is engaged in the acquisition and exploration of mining claims. Upon location of a commercial minable reserve, the Company expects to actively prepare the site for extraction and to enter a development state.
The accompanying financial statements have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. It is suggested that these financial statements be read in conjunction with the April 30, 2008 audited financial statements and notes thereto. Results of this period are not necessarily indicative of the results for the year ending April 30, 2009.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America. Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates which have been made using careful judgment. Actual results may vary from these estimates. The financial statements have, in management’s opinion, been properly prepared within reasonable limits of materiality and within the framework of the significant accounting policies summarized below:
F-5
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
NOTES TO INTERIM FINANCIAL STATEMENTS
October 31, 2008
(Unaudited)
(Stated in U.S. Dollars)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
| a) Exploration Stage Enterprise |
The Company’s financial statements are prepared using the accrual method of accounting and according to the provisions of Statement of Financial Accounting Standards No. 7 (“SFAS No. 7”), “Accounting and Reporting for Development Stage Enterprises,” as it devotes substantially all of its efforts to acquiring and exploring mineral properties. Until such properties are acquired and developed, the Company will continue to prepare its financial statements and related disclosures in accordance with entities in the exploration stage.
Cash consists of cash on deposit with high quality major financial institutions, and to date the Company has not experienced losses on any of its balances. The carrying amounts approximated fair market value due to the liquidity of these deposits. However, funds on deposit at this financial institution exceed federally regulated insurance limits. Accordingly, the Company is at risk for the excess over these limits by approximately $157,000 at October 31, 2008.
| c) Mineral Property Acquisition Payments |
The Company expenses all costs incurred on mineral properties to which it has secured exploration rights prior to the establishment of proven and probable reserves. If and when proven and probable reserves are determined for a property and a feasibility study prepared with respect to the property, then subsequent exploration and development costs of the property will be capitalized.
The Company regularly performs evaluations of any investment in mineral properties to assess the recoverability and/or the residual value of its investments in these assets. All long-lived assets are reviewed for impairment whenever events or circumstances change which indicate the carrying amount of an asset may not be recoverable.
F-6
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
NOTES TO INTERIM FINANCIAL STATEMENTS
October 31, 2008
(Unaudited)
(Stated in U.S. Dollars)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
| d) Exploration Expenditures |
The Company follows a policy of expensing exploration expenditures until a production decision in respect of the project and the Company is reasonably assured that it will receive regulatory approval to permit mining operations, which may include the receipt of a legally binding project approval certificate.
Management periodically reviews the carrying value of its investments in mineral leases and claims with internal and external mining related professionals. A decision to abandon, reduce or expand a specific project is based upon many factors including general and specific assessments of mineral deposits, anticipated future mineral prices, anticipated future costs of exploring, developing and operating a production mine, the expiration term and ongoing expenses of maintaining mineral properties and the general likelihood that the Company will continue exploration on such project. The Company does not set a pre-determined holding period for properties with unproven deposits, however, properties which have not demonstrated suitable metal concentrations at the conclusion of each phase of an exploration program are re-evaluated to determine if future exploration is warranted, whether there has been any impairment in value and that their carrying values are appropriate.
If an area of interest is abandoned or it is determined that its carrying value cannot be supported by future production or sale, the related costs are charged against operations in the year of abandonment or determination of value. The amounts recorded as mineral leases and claims represent costs to date and do not necessarily reflect present or future values.
The Company’s exploration activities and proposed mine development are subject to various laws and regulations governing the protection of the environment. These laws are continually changing, generally becoming more restrictive. The Company has made, and expects to make in the future, expenditures to comply with such laws and regulations.
The accumulated costs of properties that are developed to the stage of commercial production will be amortized to operations through unit-of-production depletion.
F-7
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
NOTES TO INTERIM FINANCIAL STATEMENTS
October 31, 2008
(Unaudited)
(Stated in U.S. Dollars)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
| e) Use of Estimates and Assumptions |
The preparation of financial statements in conformity with United States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
f) Financial Instruments
The carrying values of cash and accounts payable and accrued liabilities approximate their fair value because of the short maturity of these instruments. While the Company’s head office operations are in Canada, the majority of its exploration and development costs are incurred in United States dollars and the bulk of its cash is maintained in US dollars. Consequently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk. The Company’s financial risk is the risk that arises from fluctuations in foreign exchange rates and the degree of volatility of these rates.
g) Basic and Diluted Net Income (Loss) Per Share
The Company computes net income (loss) per share in accordance with Statement of Financial Accounting Standards No. 128. (“SFAS 128”) "Earnings per Share", which requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. As the Company generated net losses in the year presented, the basic and diluted loss per share are the same as any exercise of options or warrants would be anti-dilutive.
F-8
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
NOTES TO INTERIM FINANCIAL STATEMENTS
October 31, 2008
(Unaudited)
(Stated in U.S. Dollars)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
| h) Foreign Currency Translation |
The Company’s functional currency is the U.S. dollar. Transactions in Canadian dollars are translated into U.S. dollars as follows:
i) monetary items at the rate prevailing at the balance sheet date;
ii) non-monetary items at the historical exchange rate;
| iii) revenue and expense at the average rate in effect during the applicable accounting period. |
Gains and losses on translation are recorded in the statement of operations.
3. RECOVERABLE ADVANCE
During the six month period ended October 31, 2008, the Company paid a total of $187,347 ($220,000 CAD) to an Alberta corporation as a recoverable advance in connection with discussions regarding a potential business venture. The full amount is to be repaid on or before December 17, 2008 should the Company elect to not pursue the business opportunity. As part of the agreement, a $1,556 fee ($2,000 CAD) was received from the Alberta corporation on November 21, 2008.
The amounts due to related parties are unsecured and interest free with no specific terms of repayment. All related party transactions occurred in the normal course of business and are recorded at their exchange amount, which is the amount of consideration paid or received as established and agreed to between the related parties. The exchange amount was negotiated, established and agreed to by the related parties as if they were dealing at arm’s length.
F-9
SNOWDON RESOURCES CORPORATION
(An Exploration Stage Company)
NOTES TO INTERIM FINANCIAL STATEMENTS
October 31, 2008
(Unaudited)
(Stated in U.S. Dollars)
5. MINERAL CLAIM INTEREST
During the year ended April 30, 2006, the Company acquired a 100% interest in five mineral claims located in Gila Country, Arizona, USA. The consideration for the acquisition was a cash payment of $10,000, which represented reimbursement of the cost paid by the vendor for the mineral claims.
The claims were re-staked in February, 2008 and a further seven contiguous claims were added. In order to keep the claims in good standing, a claim maintenance fee in the amount of $125 per claim must be paid to the Bureau of Land Management each year on or before September 1st.
On March 22, 2006, the Company issued 10,000,000 common shares at $0.00001 per share to two founding shareholders.
On March 10, 2008 the Company completed an initial public offering, selling 5,500,000 common shares at a price of $0.10 per share, for total proceeds of $550,000. The shares were issued on April 4, 2008.
The Company has no warrants or other dilutive securities. On December 2, 2008, the Company filed a registration statement with the SEC on Form S-8 to register 10,000,000 common shares underlying options available to be issued through a new nonqualified stock option plan. No options have been issued as of December 5, 2008.
7. | COMMITMENTS AND CONTRACTUAL OBLIGATIONS |
On September 30, 2008, the Company entered into an agreement with a privately held company owned by a Director of the Company for consulting services commencing October, 2008 for three years at the rate of $3,000 per month plus applicable goods and services tax.
On September 30, 2008, the Company entered into an agreement with a significant shareholder of the Company for consulting services commencing October, 2008 for three years at the rate of $3,000 per month plus applicable goods and services tax.
On September 30, 2008, the Company executed an agreement for office space and administrative support services with a privately held company controlled by a significant shareholder, effective July, 2008 for three years at a rate of $2,500 per month plus applicable goods and services tax.
The Company has no significant commitments or contractual obligations with any parties respecting executive compensation.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
This section of this report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.
We are an exploration stage mining company and currently intend to prospect for uranium on our one property which now contains twelve claims. We acquired five claims on April 1, 2006. The claims were re-staked in March, 2008 and increased to a total of twelve. Each claim measures 600 feet by 1,500 feet and covers 20 acres. Total land position is 240 acres. All claims are located in Gila County, Arizona. The next phase of our exploration program on these claims requires approximately $66,000, of which $15,000 is a refundable bond.
The Company is considering acquiring further uranium claims in Arizona and subsequent to October 31, 2008 paid $9,562 in order to keep certain additional uranium claims active in Arizona. The Company is evaluating whether it will acquire the claims. If it does, the amounts will be expensed. If it does not, the payments are recoverable. A decision on acquiring the additional claims is expected by the end of January, 2009.
We have no ore bodies and have not yet generated any revenues from our business operations. Accordingly, we must raise cash from sources other than the sale of minerals found on the property. We raised $550,000 from a public offering in March, 2008. Ultimately, our success or failure will be determined by what we find under the ground. If we find mineralized material and it is economically feasible to remove the mineralized material, we will attempt to raise additional money through a subsequent private placement, public offering or through loans.
We are not going to buy or sell any plant or significant equipment during the next twelve months. We will not buy any equipment until have located a body of ore and have determined it is economical to extract the ore.
We do not intend to hire any employees at this time. All of the work on the property will be conducted by unaffiliated, independent contractors. Administrative work will be handled by the directors, a part-time bookkeeper, and a financial consultant.
During the period ended October 31, 2008, the Company paid a total of $187,347 ($220,000 CAD) to an Alberta corporation as a recoverable advance in connection with discussions regarding a potential business venture. The full amount is to be repaid on or before December 17, 2008 should the Company elect to not pursue the business opportunity. Discussions regarding the business opportunity are continuing and the Company expects that it will extend the repayment period for a further 30 days to allow adequate time to complete the discussions. As part of the agreement, a $1,556 fee ($2,000 CAD) was received from the Alberta corporation on November 21, 2008.
The Company has no warrants or other dilutive securities. On December 2, 2008, the Company filed a registration statement with the SEC on Form S-8 to register 10,000,000 common shares underlying options available to be issued through a new nonqualified stock option plan. No options have been issued as of December 5, 2008.
Milestones
Phase 1 of our exploration program, consisting of a Radon survey of the claims area was completed in June, 2008. Four recommended drill sites have been identified, and will form the first phase of a drilling program.
The following are our Phase 2 milestones:
1. | We will submit a Plan of Operation to the Tonto National Forest Service to conduct a drill program. Approval can take up to six months. |
2. | If our submission is approved, we will proceed with a reverse circulation drilling program at the locations recommended in the Radon survey report. This program will consist of 4 vertical holes drilled to a depth of 300 feet. The cost is estimated to be approximately $25,000 and the time involved is estimated to be 10 days. |
3. | As the drill holes are completed, a radiometric, down-hole probe will be immediately inserted in the holes to measure gamma ray counts. Cost is estimated to be approximately $6,000. |
4. | Administration and supervision by the field geologist during the drilling program and for the radiometric measurements is estimated to cost approximately $10,000. |
5. | Reclamation work cost is estimated to be approximately $10,000 and time involved is estimated to be 4 days. A refundable bond payment for reclamation work will need to be posted and is expected to be approximately $15,000. |
Limited Operating History; Need for Additional Capital
There is limited historical financial information about us 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, possible delays in the exploration of our properties, and possible cost overruns due to price and cost increases in services.
We have no assurance that future financing will be available to us on acceptable terms. 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
From Inception on March 1, 2006 to October 31, 2008
We have no revenue and have incurred a net loss from inception to October 31, 2008 of $206,068.
From inception on March 1, 2006 to the point that funds were available in March, 2008 as a result of our initial public offering, we were funded by loans from Woodburn Holdings Ltd. a corporation controlled by Robert Baker, our secretary, and from West Peak Ventures of Canada Limited, a corporation controlled by Timothy Brock, one of our shareholders. These loans have been used for the original mineral claim fee, to re-stake the property, to incorporate us, for legal and accounting expenses, and office and sundry costs. Those loans were fully repaid by October 31, 2008 (April 30, 2008: $66,258).
Cash Requirements and Liquidity
As of the date of this report, we have yet to generate any revenues from our business operations. The Company has incurred a deficit of $206,068 from inception to October 31, 2008 and has no revenue. The future of the Company is dependent upon its ability to obtain ongoing financing and eventually, upon future profitable operations from the development of its mineral property.
As of October 31, 2008, cash was in excess of current liabilities by approximately $156,000. Our total assets were $344,582, of which approximately 45% was cash, and approximately 55% was refundable advances and recoverable goods and services tax. Our total liabilities were $550 in accounts payable.
Our milestones outlined above are expected to cost approximately $66,000, of which $15,000 is a refundable bond to be posted in connection with reclamation work. If we acquire the additional claims referred to above, exploration costs will increase. At this time however, the acquisition of those additional claims is not certain and we have no estimate of potential exploration costs that might be incurred if the claims are acquired. Professional fees (legal, accounting, audit, and regulatory reporting), Consulting, and Office and sundry are expected to make up our other main expense categories going forward and we forecast those to annually be in the range of $50,000, $72,000 and $35,000 respectively.
No consideration is given here to possible cash requirements if the Company decides to pursue the potential business opportunity in connection with which we made recoverable advances of $187,347. If the opportunity is not pursued, we expect that those recovered advances, together with existing cash, will cover our cash requirements to the end of our April 30, 2010 fiscal year. If the Company does pursue the potential business opportunity, additional cash will need to be raised either through debt or equity, to replace those advances as well as to cover additional cash requirements resulting from the new business opportunity itself.
Notable Balance Sheet changes from April 30, 2008 are as follows:
- | Cash decreased approximately $375,000 primarily due to expenditures on project development of our mineral claims (Radon survey and other claim-related costs): $73,679; recoverable advances made in connection with a potential business opportunity: $187,347; repayment of short term advances from related parties to fund start-up costs: $66,258; and professional fees: $24,138. |
- | Recoverable advances of $187,347 (April 30, 2008: $Nil) were made, as described above. |
Notable changes in results of operations between the interim periods presented are as follows:
| - | Project development expenditures increased from Nil in the three months ended October 31, 2007 to $5,250 in the same three month period in 2008, as claim-related work increased. For the six month periods ended at the same respective dates, Project development expenditures increased from Nil to $73,679 as a result of the Radon survey and other claim-related expenditures. |
| - | Professional fees increased by $5,845 in the three month, year over year period and $3,019 in the six month, year over year period, primarily due to the use of a financial consultant in the current fiscal year for preparation of financial statements and regulatory filings. |
- | Office and sundry increased by $11,760 in the three month, year over year period and $14,721 in the six month, year over year period, as the development of the Company’s claims ramped up, with a corresponding increase in general and administrative activity. |
- | Consulting fees were higher by $6,000 for both of the comparative periods as the Company commenced paying consulting fees in October, 2008. |
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
We maintain “disclosure controls and procedures”, as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. We conducted an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15 of the Exchange Act. Based on this Evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our Disclosure Controls were effective as of the end of the period covered by this report.
Changes in Internal Controls
We have also evaluated our internal control for financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of their last evaluation.
PART II - OTHER INFORMATION
ITEM 1A. RISK FACTORS.
We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.
ITEM 2. UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS
On June 14, 2007, the Securities and Exchange Commission declared our Form SB-2 Registration Statement effective (File number 333-134943) permitting us to offer up to 10,000,000 shares of common stock at $0.10 per share.
On March 10, 2008, we completed our public offering and sold 5,500,000 shares of common stock at an offering price of $0.10 per share for a total of $550,000. No underwriter was involved in our public offering. Since that time, to December 5, 2008, we have spent the proceeds as follows:
RADON SURVEY AND OTHER CLAIM-RELATED EXPENSES | $ | 86,279 |
WORKING CAPITAL | | 50,862 |
CONSULTING | | 12,000 |
REPAYMENT OF RELATED PARTIES | | 66,258 |
OFFERING EXPENSES | | 2,963 |
TOTAL | $ | 218,362 |
The Radon survey and other claim-related expenses to date are less than the total of the Geochemical and Geophysical surveys (which the Radon survey replaced) and other claim-related expenses listed in the Use of Proceeds.
We deviated from the Use of Proceeds section in our prospectus in that we spent the following on items not contemplated in that Use of Proceeds section:
Consulting - - $12,000
Consulting fees paid for business development, strategic planning, and financing and management advice from a director and from a major shareholder of the Company.
Repayment of related parties - $66,258
As noted above, from the Company’s inception on March 1, 2006 to the point that funds were available in March, 2008 as a result of our initial public offering, we were funded by loans from related parties. Those loans were used for the original mineral claim fee, to re-stake the property, to incorporate us, for legal and accounting expenses, and office and sundry costs.
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 Section 302 of the Sarbanes-Oxley Act of 2002. |
| |
32.1 | Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive Officer and Chief Financial Officer. |
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 on this 15th day of December, 2008.
SNOWDON RESOURCES CORPORATION
| BY: | ______Bob____Baker________________________________________ |
| Robert Baker, President, Principal Executive Officer, Treasurer, Principal Financial Officer, Principal Accounting Officer, and a member of the Board of Directors |
EXHIBIT INDEX
| | Incorporated by reference | |
Exhibit Number | Document Description | Form | Date | Number | Filed herewith |
| | | | | |
3.1 | Articles of Incorporation. | SB-2 | 06/06/06 | 3.1 | |
| | | | | |
3.2 | Bylaws. | SB-2 | 06/06/06 | 3.2 | |
| | | | | |
4.1 | Specimen Stock Certificate. | SB-2 | 06/06/06 | 4.1 | |
| | | | | |
14.1 | Code of Ethics. | 10-KSB | 9/14/07 | 14.1 | |
| | | | | |
31.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | | | X |
| | | | | |
32.1 | Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive Officer and Chief Financial Officer. | | | | X |
| | | | | |
99.1 | Subscription Agreement. | SB-2 | 06/06/06 | 99.1 | |
| | | | | |
99.2 | Audit Committee Charter. | 10-KSB | 9/14/07 | 99.2 | |
| | | | | |
99.3 | Disclosure Committee Charter. | 10-KSB | 9/14/07 | 99.3 | |