UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
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[X] | QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2008 |
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OR | |
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[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 |
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Commission file number 333-144051
LAKE VICTORIA MINING COMPANY, INC.
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
6805 Sundance Trail
Riverside, California 92506
(Address of principal executive offices, including zip code.)
(951) 907-9911
(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.
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| Large accelerated filer | [ ] | Accelerated filer | [ ] |
| Non-accelerated filer | [ ] | Smaller reporting company | [X] |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [X] NO [ ]
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 17,003,000 as of August 14, 2008.
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LAKE VICTORIA MINING, INC. |
(AN EXPLORATION STAGE COMPANY) | | | | |
BALANCE SHEETS | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | June 30, | | March 31 |
| | | | | | | | 2008 | | 2008 |
| | | | | | | | (UNAUDITED) | | |
ASSETS | | | | | | | | |
| | | | | | | | | | |
| Current assets | | | | | | |
| | Cash | | | | | $ 327,452 | | $ 101,925 |
| | Advances and Accounts receivable | | 1,884 | | - |
| | | | | | | | | | |
| | | Total Current Assets | | | 329,336 | | 101,925 |
| | | | | | | | | | |
| PROPERTY AND EQUIPMENT, NET | | - | | - |
| | | | | | | | | | |
TOTAL ASSETS | | | | $ 329,336 | | $ 101,925 |
| | | | | | | | | | |
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LIABILITIES AND SHAREHOLDERS' DEFICIT | | | | |
| | | | | | | | | | |
CURRENT LIABILITIES | | | | | |
| Accounts payable | | | | $ - | | $ 2,580 |
| Accrued expenses | | | | - | | 1,290 |
| Advances payable - related party | | | 54,142 | | 53,920 |
| Other Payables | | | | 79 | | 79 |
| | Total Current Liabilities | | | 54,221 | | 57,869 |
| | | | | | | | | | |
COMMITMENTS AND CONTINGENCIES | | - | | - |
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STOCKHOLDERS' DEFICIT | | | | | |
| Preferred stock, $0.00001 par value: 100,000,000 | | - | | - |
| | authorized, no shares outstanding | | | | |
| Common stock, $0.00001 par value; | | | | |
| | 100,000,000 shares authorized, (17,503,000 and 5,003,000) | | | | |
| | shares issued and outstanding, respectively | | 175 | | 50 |
| Additional paid-in capital | | | 350,165 | | 100,290 |
| Subscription receivable | | | | (35) | | (35) |
| Accumulated deficit during exploration stage | | (75,190) | | (56,249) |
| | Total stockholders' Deficit | | | 275,115 | | 44,056 |
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TOTAL LIABILITIES AND | | | | | |
| STOCKHOLDERS DEFICIT | | | $ 329,336 | | $ 101,925 |
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The accompanying condensed notes are an integral part of these interim financial statements |
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LAKE VICTORIA MINING, INC. | | | | | | | |
(AN EXPLORATION STAGE COMPANY) | | | | | | | |
STATEMENT OF OPERATIONS | | | | | | | |
(UNAUDITED) | | | | | | | | |
| | | | | | | | | | |
| | | | | For the Three | | For the Three | | | Period from |
| | | | | Month Period | | Month Period | | | March 14, 2007 |
| | | | | Ended | | Ended | | | (Inception) to |
| | | | | June 30, 2008 | | June 30, 2007 | | | June 30, 2008 |
| | | | | | | | | | |
| | | | | | | | | | |
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REVENUE | | | $ - | | $ - | | | $ - |
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OPERATING EXPENSES | | | | | | | |
| General and administrative expenses | | 18,987 | | 8,695 | | | 75,342 |
| | | | | | | | | | |
| | Total operating expense | | 18,987 | | 8,695 | | | 75,342 |
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LOSS FROM OPERATIONS | | (18,987) | | (8,695) | | | (75,342) |
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OTHER INCOME(EXPENSES) | | | | | | | |
| Interest income | | | 45 | | - | | | 152 |
| Total other income | | | 45 | | - | | | 152 |
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LOSS BEFORE TAXES | | | (18,942) | | (8,695) | | | (75,190) |
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INCOME TAX EXPENSE | | - | | - | | | - |
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NET LOSS | | | $ (18,942) | | $ (8,695) | | | $ (75,190) |
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NET LOSS PER COMMON SHARE, | | | | | | | |
| BASIC AND DILUTED | | $ nil | | $ nil | | | $ (0.01) |
| | | | | | | | | | |
WEIGHTED AVERAGE NUMBER | | | | | | | |
| OF COMMON SHARES OUTSTANDING, | | | | | | | |
| BASIC AND DILUTED | | 9,586,333 | | 4,000,000 | | | 5,562,652 |
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The accompanying condensed notes are an integral part of these interim financial statements |
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LAKE VICTORIA MINING, INC. | | | | | |
(AN EXPLORATION STAGE COMPANY) | | | | | |
STATEMENT OF CASH FLOWS | | | | | |
(UNAUDITED) | | | | | | |
| | | | | | | | |
| | | | | | | | |
| | | | For the Three | | For the Three | | Period from |
| | | | Month Period | | Month Period | | March 14, 2007 |
| | | | Ended | | Ended | | (Inception) to |
| | | | June 30, 2008 | | June 30, 2007 | | June 30, 2008 |
| | | | | | | | |
CASH FLOWS FROM OPERATING ACTIVITIES | | | | | |
| Net loss | | $ (18,942) | | $ (8,695) | | $ (75,190) |
| Adjustments to reconcile net loss to net cash | | | | | |
| provided (used) by operating activities: | | | | | |
| | Increase in Advance and Accounts receivable | (1,884) | | | | (1,884) |
| | Increase in Accounts payable | (2,357) | | - | | - |
| | Increase in accrued expenses | (1,290) | | 9,600 | | - |
| | Increase in other payables | - | | - | | 79 |
| | Net cash used by operating activities | (24,473) | | 905 | | (76,995) |
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CASH FLOWS PROVIDED BY INVESTING ACTIVITIES: | - | | - | | - |
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CASH FLOWS PROVIDED BY FINANCING ACTIVITIES: | | | | | |
| | Proceeds from issuance of stock | 250,000 | | 5 | | 350,305 |
| | Related party payable proceeds | - | | 20,420 | | 54,142 |
| | Net cash provided by financing activities | 250,000 | | 20,425 | | 404,447 |
| | | | | | | | |
| Net increase in cash and cash equivalents | 225,527 | | 21,330 | | 327,452 |
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Cash at beginning of period | 101,925 | | - | | - |
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Cash at end of period | | $ 327,452 | | $ 21,330 | | $ 327,452 |
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SUPPLEMENTAL CASH DISCLOSURES: | | | | | |
| Income taxes paid | | $ - | | $ - | | $ - |
| Interest paid | | $ - | | $ - | | $ - |
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NON-CASH INVESTING AND FINANCING ACTIVITIES: | | | | | |
| Stock issued for subscription receivable | $ (35) | | $ (35) | | $ (35) |
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The accompanying condensed notes are an integral part of these interim financial statements |
LAKE VICTORIA MINING COMPANY, INC.
CONDENSED NOTES TO THE FINANCIAL STATEMENTS
June 30, 2008
(Unaudited)
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NOTE 1 – DESCRIPTION OF BUSINESS
Lake Victoria Mining Company, Inc. (hereinafter “the Company”) was incorporated March 14, 2007 under the laws of the State of Nevada.
The principal business of the Company is to search for mineral deposits or reserves which are not in either the development or production stage. The Company is an exploration stage corporation that intends to conduct exploration activities on a gold property located in Tanzania. This property consists of one mining license for an area of approximately 70.72 square kilometers.
The Company’s administrative office is located in Riverside, California. The Company’s year-end is March 31.
The foregoing unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Regulation S-B as promulgated by the Securities and Exchange Commission (“SEC”). Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States of America for complete financial statements. These unaudited interim financial statements should be read in conjunction with the Company’s audited financial statements for the year ended March 31, 2008, included in the Company’s Form 10 KSB filing. In the opinion of management, the unaudited interim financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented. Operating results for the three month period ended June 30, 2008 are not necessarily indicative of the results that may be expected for the full year.
The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company’s financial statements; accordingly, it is possible that the actual results could differ from the estimates and assumptions and could have a material effect on the reported amounts of the Company’s financial position and results of operations.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES
This summary of significant accounting policies of Lake Victoria Mining Company, Inc. are presented to assist in understanding the Company’s financial statements. The
LAKE VICTORIA MINING COMPANY, INC.
CONDENSED NOTES TO THE FINANCIAL STATEMENTS
June 30, 2008
(Unaudited)
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financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity.
These accounting policies conform to accounting principles generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements.
Accounting Method
The Company’s financial statements are prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all short-term debt with original maturities of three months or less to be equivalent.
Derivative Instruments
The Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 133, “Accounting for Derivative Instruments and Hedging Activities” (hereinafter “SFAS No. 133”), as amended by SFAS No. 137, “Accounting for Derivative Instruments and Hedging Activities – Deferral of the Effective Date of FASB No. 133”, and SFAS No. 138, “Accounting for Certain Derivative Instruments and Certain Hedging Activities”, and SFAS No. 149, “Amendment of Statement 133 on Derivative Instruments and Hedging Activities”. These statements establish accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, and for hedging activities.
If certain conditions are met, a derivative may be specifically designated as a hedge, the objective of which is to match the timing of gain or loss recognition on the hedging derivative with the recognition of (i) the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk or (ii) the earnings effect of the hedged forecasted transaction. For a derivative not designated as a hedging instrument, the gain or loss is recognized in income in the period of change.
At June 30, 2008, the Company has not engaged in any transactions that would be considered derivative instruments or hedging activities.
Earnings Per Share
The Company has adopted Statement of Financial Accounting Standards No. 128, which provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. Basic and
LAKE VICTORIA MINING COMPANY, INC.
CONDENSED NOTES TO THE FINANCIAL STATEMENTS
June 30, 2008
(Unaudited)
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diluted losses per share were the same, at the reporting dates, as there were no common stock equivalents outstanding.
Exploration Stage
The Company has been in an exploration stage since its formation and has not realized any revenues from operations. It is primarily engaged in searching for mineral deposits or reserves which are not in either the development or production stage.
Fair Value of Financial Instruments
The Company's financial instruments as defined by Statement of Financial Accounting Standards No. 107, "Disclosures about Fair Value of Financial Instruments," include cash, trade accounts receivable, and accounts payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at June 30, 2008.
Income Taxes
Income taxes are provided based upon the liability method of accounting pursuant to Statement of Financial Accounting Standards No. 109, “Accounting for Income Taxes” (hereinafter “SFAS No.109”). Under this approach, deferred income taxes are recorded to reflect the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year-end. A valuation allowance is recorded against deferred tax assets if management does not believe the Company has met the “more likely than not” standard imposed by SFAS No. 109 to allow recognition of such an asset.
Use of Estimates
The process of preparing financial statements in conformity with accounting principles generally accepted in the United States of America requires the use of estimates and assumptions regarding certain types of assets, liabilities, revenues, and expenses. Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements. Accordingly, upon settlement, actual results may differ from estimated amounts.
Going Concern
As shown in the accompanying financial statements, the Company had an accumulated deficit of $75,190 incurred through June 30, 2008. The Company has no revenues, limited cash and losses from operations. Management intends to seek additional capital from new equity securities offerings that will provide funds needed begin the exploration for gold. These plans, if successful, will mitigate the factors which raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence. The Company anticipates that it will need
LAKE VICTORIA MINING COMPANY, INC.
CONDENSED NOTES TO THE FINANCIAL STATEMENTS
June 30, 2008
(Unaudited)
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$100,000 to continue in existence for the following twelve months. The Company expects to be able to control its cash outflows based upon funds received.
Mineral Properties
Costs of acquiring mineral properties are capitalized by project area upon purchase of the associated claims. Costs to maintain the mineral rights and leases are expensed as incurred. When a property reaches the production stage, the related capitalized costs will be amortized, using the units of production method on the basis of periodic estimates of ore reserves.
Mineral properties are periodically assessed for impairment of value and any diminution in value.
On May 25, 2007, license 2747/2004 was granted by the Ministry of Energy and Minerals to Uyowa Gold Mining and Exploration Company Limited for the period of seven years with the intention of conducting exploration.
The license is owned 100% by Uyowa Gold Mining and Exploration Company Limited and with the present agreement (see Note 3) the license will be optioned 80% interest to Lake Victoria Mining Company, Inc. No royalties or other encumbrances exist with respect to this property.
NOTE 3 - MINERAL PROPERTY PURCHASE/OPTION AGREEMENT
On April 1, 2007, the Company signed mineral property purchase/option agreement to acquire a license to explore the property from Uyowa Gold Mining and Exploration Company Limited, P.O. Box 80079, Dar es Salaam, Tanzania. Under the terms of the license, the Company is able to acquire 100% interest in the property by contracting its own geologist, paying the owner $20,000 (Initial Payment Date) within a maximum of 100 days of the Initial Signing Date and issuing 10% of Company's share capital on the Initial Payment Date.
On June 3, 2008, Lake Victoria Mining Company, Inc. agreed to a fourth amendment to the Mineral Property Purchase/Option Agreement dated April 1, 2007 between Lake Victoria Mining Company and Uyowa Gold Mining and Exploration Limited.
The parties have mutually agreed to a Fourth Amendment Agreement that in summary contains the following material changes:
1.
The number of days or the date for the cash and shares payment (Initial Payment Date) has been amended and must occur no later than August 31, 2008.
LAKE VICTORIA MINING COMPANY, INC.
CONDENSED NOTES TO THE FINANCIAL STATEMENTS
June 30, 2008
(Unaudited)
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2.
The payment amount has been increased from $20,000 USD to $75,000 USD.
3.The option to acquire a 100% interest in and to the property has been amended to an option to acquire an 80% interest in and to the property.
4.
Schedule C "Production and Pre Production Agreement" has be amended to a new Schedule C "Exploration Commitments" and commits Lake Victoria to perform a total of $1,600,000 in exploration work over a forty-eight month period from the "Initial Payment Date".
NOTE 4 – CAPITAL STOCK
Preferred Stock
The Company is authorized to issue 100,000,000 shares of preferred stock with a par value of $0.00001. As of June 30, 2008, the Company has not issued any preferred stock.
Common Stock
The Company is authorized to issue 100,000,000 shares of common stock. All shares have equal voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.
On May 28, 2008, the company completed a non-brokered Regulation S private placement of 12,500,000 shares of the company’s restricted common stock at $0.02 per share for cash of $250,000.
NOTE 5 – RELATED PARTY TRANSACTIONS
As of June 30, 2008 the Company’s shareholder Kilimanjaro mining company Inc. loaned the Company in the total amount of $53,500. This loan is noncollateralized and due on demand.
At June 30, 2008, a former officer and director loaned the company $300, which is uncollateralized and noninterest bearing, and paid expenses of $120 on behalf of the Company.
During the three months ended June 30, 2008, an officer and director paid expenses of $223 on behalf of the Company.
NOTE 6 – SUBSEQUENT EVENTS
On July 14, 2008, the Company made cash payment of $75,000 to acquire 80% interest of Kalemela licenses PL2747/2004.
LAKE VICTORIA MINING COMPANY, INC.
CONDENSED NOTES TO THE FINANCIAL STATEMENTS
June 30, 2008
(Unaudited)
.
On July 23, 2008, the Company has signed an exploration services agreement with Geo Can Resources Company Limited, Tanzania, to provide the initial exploration program on Kalemela license.
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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS.
We are a start-up, exploration stage corporation and have not yet generated or realized any revenues from our business operations.
Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our expenditures. This is because we have not generated any revenues. Accordingly, cash must be raised from other sources. Our only other source for cash at this time is investments by others. We must raise cash to implement our project and stay in business. We believe the money we raised in the public offering will last twelve months.
We will be conducting research in the form of exploration of the property. Our exploration program is explained in as much detail as possible in the business section of this report.
Plan of Operation
Our exploration target is to find an ore body containing gold. Our success depends upon finding mineralized material. This includes a determination by our consultant if the property contains reserves. We have not selected a consultant as of the date of this report. Mineralized material is a mineralized body, which has been delineated by appropriate spaced drilling or underground sampling to support sufficient tonnage and average grade of metals to justify removal. If we don’t find mineralized material or we cannot remove mineralized material, either because we do not have the money to do it or because it is not economically feasible to do it, we will cease operations and you will lose your investment.
In addition, we may not have enough money to complete our exploration of the property. If it turns out that we have not raised enough money to complete our exploration program, we will try to raise additional funds from another public offering, a private placement or loans. At the present time, we have not made any plans to raise additional money and there is no assurance that we would be able to raise additional money in the future. In we need additional money and can’t raise it, we will have to suspend or cease operations.
We must conduct exploration to determine what amount of minerals, if any, exist on our properties and if any minerals which are found can be economically extracted and profitably processed.
The property is undeveloped raw land. Exploration and surveying has not been initiated and we intend to start exploration operations. To our knowledge, the property has never been mined. The only event that has occurred is the acquisition of the prospecting license of the property from Uyowa Gold Mining and Exploration Company Limited, P.O. Box 3167, Dar es Salaam, Tanzania and a physical examination of the property by Mr. Gamache, our former president and a director. The license was recorded in our name.
We are searching for mineralized material. Mineralized material is an ore body, which has been delineated by appropriate spaced drilling or underground sampling to support sufficient tonnage and average grade of metals to justify removal. Before minerals retrieval can begin, we must explore for and find mineralized material. After
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that has occurred we have to determine if it is economically feasible to remove the mineralized material. Economically feasible means that the costs associated with the removal of the mineralized material will not exceed the price at which we can sell the mineralized material. We can’t predict what that will be until we find mineralized material.
We do not know if we will find mineralized material. We believe that activities occurring on adjoining properties are not material to our activities. The reason is that whatever is located under adjoining property may or may not be located under the property.
We do not license to have any minerals or reserves whatsoever at this time on any of the property.
We intend to implement an exploration program which consists of geochemical surveys such as rockchip/soil sampling and geological mapping should be undertaken across faults inferred from the aeromagnetic lineaments.
We do not intend to interest other companies in the property if we find mineralized materials. We intend to try to develop the reserves ourselves through the use of consultant. We have no plans to interest other companies in the property if we do not find mineralized material.
If we are unable to complete any phase of exploration because we don’t have enough money, we will cease operations until we raise more money. If we can’t or don’t raise more money, we will cease operations. If we cease operations, we don’t know what we will do and we don’t have any plans to do anything.
All of the work on the property will be conducted by contractors that we will hire. The contractors will be responsible for surveying, geology, engineering, exploration, and excavation. The geologists will evaluate the information derived from the exploration and excavation and the engineers will advise us on the economic feasibility of removing the mineralized material.
Limited Operating History; Need for Additional Capital
There is no 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.
To become profitable and competitive, we conduct the research and exploration of our properties before we start production of any minerals we may find. We are seeking equity financing to provide for the capital required to implement our research and exploration phases. We believe that the funds raised from the public offering will allow us to operate for one year.
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.
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Liquidity and Capital Resources
In March 2007, 3,000,000 shares of common stock were issued to Kilimanjaro Mining Company, Inc., a corporation owned and controlled by Heidi Kalenuik. Further, in March 2007, 500,000 shares of common stock were issued to David Gamache, one officer and director and 500,000 shares of common stock were issued to George Lennox, one of officer and director. The 4,000,000 shares are restricted securities, as defined in Rule 144 of the Rules and Regulations of the SEC promulgated under the Securities Act. Under Rule 144, the shares can be publicly sold, subject to volume restrictions and restrictions on the manner of sale, commencing one year after their acquisition. Rule 144 provides that a person may not sell more than 1% of the total outstanding shares in any three month period and the sales must be sold either in a brokers’ transaction or in a transaction directly with a market maker.
On October 17, 2007, the Company completed our public offering selling 1,003,000 shares of common stock at a price of $0.10 per share for cash of $100,300. These proceeds will be applied to the items set forth in the Use of Proceeds section of the public offering. 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.
On May 28, 2008, the company completed a non-brokered Regulation S private placement of 12,500,000 shares of the company’s restricted common stock at $0.02 per share for cash of $250,000.
As of June 30, 2008, we have issued 17,503,000 shares of common stock for cash of $350,340 and a subscription receivable of $35.
As of the date of this report, we have yet to begin operations and therefore have not generated any revenues.
As of June 30, 2008, our total assets were $329,336 and our total liabilities were $54,221.
Directors, Executive Officers and Control Persons
On June 26, 2008, Mr. Roger Newell was appointed to the Board of Directors and as President and CEO, and Mr. David Gamache resigned from the Board of Directors and as an officer of the Company. On June 28, 2008, Ms. Heidi Kalenuik and Mr. Ahmed Magoma were appointed to the Board of Directors, Ms. Kalenuik was appointed as Secretary and Treasurer, and Mr. George Lennox resigned as a director and as Secretary. Officers are elected by the board of directors to a term of one (1) year and serves until their successor is duly elected and qualified, or until they are removed from office. The board of directors has no nominating, auditing or compensation committees.
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ITEM 4. CONTROLS AND PROCEDURES.
Evaluation of Disclosure Controls and Procedures:Our Principal Executive Officer and Principal Financial Officer, after evaluating the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report, have concluded that, based on the evaluation of these controls and procedures, that our disclosure controls and procedures were effective.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS.
The following documents are included herein:
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Exhibit No. | Document Description |
31.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant toRule 13a-15(e) or 15d-15(e), promulgated under the Securities and Exchange Act of1934, as amended. |
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32.1 | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 ofthe Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer). |
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SIGNATURES
In accordance with Section 13 or 15(d) of the Securities and Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 19th day of August, 2008.
LAKE VICTORIA MINING COMPANY, INC.
BY: /s/ Roger Newell
Roger Newell, President, Chief
Executive Officer, Principal Financial Officer,
Principal Accounting Officer,
and a member of the Board of Directors
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates included.
.
/s/ Roger Newell
Dr. Roger Newell, President, Chief Executive Officer, Principal Financial Officer, Principal Accounting Officer
/s/ Heidi Kalenuik
Heidi Kalenuik, Secretary, Treasurer, Director
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