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 APRIL 30, 2013 | ||
| OR | ||
| o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission file number 333-171572
| SUJA MINERALS, CORP. |
| (Exact name of registrant as specified in its charter) |
| NEVADA |
| (State or other jurisdiction of incorporation or organization) |
| 10300 W. Charleston Blvd., #13-56 |
| Las Vegas, NV 89135 |
| (Address of principal executive offices, including zip code.) |
| (702) 425-2873 |
| (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 o
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 o | Accelerated filer o |
Non-accelerated filer o | 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 o NO x
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 19,450,000 shares of common stock as of June 15, 2013.
1
TABLE OF CONTENTS
| PART I. - FINANCIAL INFORMATION | ||
| Page | ||
| ITEM 1 | FINANCIAL STATEMENTS | 3 |
| Balance Sheets as of April 30, 2013 (unaudited) and October 31, 2012 | 3 | |
Unaudited Statements of Operations for the three and six months period ended April 30, 2013 and 2012 and the periods from (April 28, 2010) to April 30, 2013 | 4 | |
Unaudited Statements of Cash Flows for the six months period ended April 30, 2013 and 2012 and the periods from (April 28, 2010) to April 30, 2013 | 5 | |
| Condensed Notes to Interim Financial Statements | 6 | |
| ITEM 2 | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 11 |
| ITEM 3 | Quantitative and Qualitative Disclosures about Market Risk | 13 |
| ITEM 4 | Controls and Procedures | 13 |
| PART II | OTHER INFORMATION | 13 |
| ITEM 1A | Risk Factors | 13 |
| ITEM 4 | Mine Safety Disclosures | 13 |
| ITEM 6 | Exhibits | 13 |
| INDEX TO EXHIBITS | 13 | |
| SIGNATURES | 14 | |
2
| SUJA MINERALS CORPORATION | ||||||||
| (AN EXPLORATION STAGE COMPANY) | ||||||||
| BALANCE SHEETS | ||||||||
| (unaudited) | ||||||||
| April 30, | October 31, | |||||||
| 2013 | 2012 | |||||||
| ASSETS | ||||||||
| Current assets: | $ | - | $ | - | ||||
| Other assets: | ||||||||
| Property option - related party | - | 128,478 | ||||||
| Total other assets | - | 128,478 | ||||||
| Total assets | $ | - | $ | 128,478 | ||||
| LIABILITIES AND STOCKHOLDERS' EQUITY/ (DEFICIT) | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 36,302 | $ | 32,452 | ||||
| Accrued payroll | 35,000 | 30,000 | ||||||
| Accrued interest payable - related party | 2,907 | 2,200 | ||||||
| Accrued interest payable | 1,724 | 655 | ||||||
| Notes payable - related party | 27,708 | 27,708 | ||||||
| Notes payable | 49,222 | 31,860 | ||||||
| Total current liabilities | 152,863 | 124,875 | ||||||
| Total liabilities | 152,863 | 124,875 | ||||||
| Stockholders' equity/ (deficit): | ||||||||
| Common stock, $0.001 par value, 75,000,000 shares | ||||||||
| authorized, 19,450,000 shares issued and outstanding | 19,450 | 19,450 | ||||||
| Additional paid-in capital | 175,050 | 175,050 | ||||||
| Deficit accumulated during exploration stage | (347,363 | ) | (190,897 | ) | ||||
| Total stockholders' equity/ (deficit) | (152,863 | ) | 3,603 | |||||
| Total liabilities and stockholders' equity/ (deficit) | $ | - | $ | 128,478 | ||||
“The accompanying notes are an integral part of these financial statements”.
3
| SUJA MINERALS CORPORATION | ||||||||||||||||||||
| (AN EXPLORATION STAGE COMPANY) | ||||||||||||||||||||
| STATEMENTS OF OPERATIONS | ||||||||||||||||||||
| (unaudited) | ||||||||||||||||||||
| For the | For the | For the | For the | Inception | ||||||||||||||||
| three months | three months | six months | six months | (April 28, 2010) | ||||||||||||||||
| ended | ended | ended | ended | to | ||||||||||||||||
| April 30, | April 30, | April 30, | April 30, | April 30, | ||||||||||||||||
| 2013 | 2012 | 2013 | 2012 | 2013 | ||||||||||||||||
| Revenue | $ | - | $ | - | $ | - | $ | - | $ | - | ||||||||||
| Operating expenses: | ||||||||||||||||||||
| Impairment of mineral property cost | 128,478 | 128,478 | 128,478 | |||||||||||||||||
| General and administrative | - | 3,450 | - | 3,450 | 3,918 | |||||||||||||||
| General and administrative - related party | - | - | 5,000 | - | 45,112 | |||||||||||||||
| Professional fees | 15,992 | 8,849 | 21,212 | 16,135 | 165,197 | |||||||||||||||
| Total operating expenses | 144,470 | 12,299 | 154,690 | 19,585 | 342,705 | |||||||||||||||
| Loss from operations | (144,470 | ) | (12,299 | ) | (154,690 | ) | (19,585 | ) | (342,705 | ) | ||||||||||
| Other income (expense): | ||||||||||||||||||||
| Foreign currency transaction gain | - | - | - | - | 104 | |||||||||||||||
| Interest expense | (647 | ) | (94 | ) | (1,069 | ) | (158 | ) | (1,856 | ) | ||||||||||
| Interest expense - related party | (353 | ) | (354 | ) | (707 | ) | (704 | ) | (2,906 | ) | ||||||||||
| Total other income (expense) | (1,000 | ) | (448 | ) | (1,776 | ) | (862 | ) | (4,658 | ) | ||||||||||
| Net loss | $ | (145,470 | ) | $ | (12,747 | ) | $ | (156,466 | ) | $ | (20,447 | ) | $ | (347,363 | ) | |||||
| Weighted average number of common | 19,450,000 | 19,450,000 | 19,450,000 | 19,450,000 | ||||||||||||||||
| shares outstanding - basic | ||||||||||||||||||||
| Net loss per share - basic | $ | (0.01 | ) | $ | (0.00 | ) | $ | (0.01 | ) | $ | (0.00 | ) | ||||||||
“The accompanying notes are an integral part of these financial statements”.
4
| SUJA MINERALS CORPORATION | ||||||||||||
| (AN EXPLORATION STAGE COMPANY) | ||||||||||||
| STATEMENTS OF CASH FLOWS | ||||||||||||
| (unaudited) | ||||||||||||
| For the | For the | Inception | ||||||||||
| six months | six months | (April 28, 2010) | ||||||||||
| ended | ended | to | ||||||||||
| April 30, | April 30, | April 30, | ||||||||||
| 2013 | 2012 | 2013 | ||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||||||
| Net loss | $ | (156,466 | ) | $ | (20,447 | ) | $ | (347,363 | ) | |||
| Adjustments to reconcile net loss | ||||||||||||
| to net cash used in operating activities: | ||||||||||||
| Shares issued for services | - | - | 10,000 | |||||||||
| Changes in operating assets and liabilities: | ||||||||||||
| Impairment of mineral property option cost | 128,478 | 128,478 | ||||||||||
| Increase in accounts payable | 3,850 | 4,094 | 36,302 | |||||||||
| Increase in accrued payroll | 5,000 | - | 35,000 | |||||||||
| Decrease in accrued interest payable - related party | 707 | 704 | 2,907 | |||||||||
| Decrease in accrued interest payable | 1,069 | 94 | 1,724 | |||||||||
| Net cash used in operating activities | (17,362 | ) | (15,555 | ) | (132,952 | ) | ||||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||||||
| Purchase of property option - related party | - | - | (1,755 | ) | ||||||||
| Net cash used in investing activities | - | - | (1,755 | ) | ||||||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||||||
| Proceeds from notes payable - related party | - | 555 | 985 | |||||||||
| Proceeds from notes payable | 17,362 | 15,000 | 49,222 | |||||||||
| Proceeds from sale of common stock, net of offering costs | - | - | 84,500 | |||||||||
| Net cash provided by financing activities | 17,362 | 15,555 | 134,707 | |||||||||
| NET CHANGE IN CASH | - | - | - | |||||||||
| CASH AT BEGINNING OF PERIOD | - | - | - | |||||||||
| CASH AT END OF PERIOD | $ | - | $ | - | $ | - | ||||||
| SUPPLEMENTAL INFORMATION: | ||||||||||||
| Interest paid | $ | - | $ | - | $ | - | ||||||
| Income taxes paid | $ | - | $ | - | $ | - | ||||||
| Non-cash activities: | ||||||||||||
| Shares issued for property option - related party | $ | - | $ | - | $ | 100,000 | ||||||
| Note payable - related party issued for purchase of | ||||||||||||
| property option, net of payments of $1,755 | $ | - | $ | - | $ | 26,723 | ||||||
“The accompanying notes are an integral part of these financial statements”.
5
SUJA MINERALS CORPORATION
(AN EXPLORATION STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation
The financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, 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 generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.
These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these interim financial statements be read in conjunction with the financial statements of the Company for the period ended October 31, 2012 and notes thereto included in the Company’s 10-K annual report. The Company follows the same accounting policies in the preparation of interim reports.
Results of operations for the interim period are not indicative of annual results.
Use of estimates
The preparation of financial statements in conformity with 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 revenue and expenses during the reporting period. Actual results could differ significantly from those estimates.
Cash and cash equivalents
For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value.
Stock-based compensation
The Company records stock based compensation in accordance with the guidance in ASC Topic 505 and 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using the intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award.
The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with FASB ASC 718-10 and the conclusions reached by the FASB ASC 505-50. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services as defined by FASB ASC 505-50.
Earnings per share
The Company follows ASC Topic 260 to account for the earnings per share. Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation.
6
SUJA MINERALS CORPORATION
(AN EXPLORATION STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Fair value of financial instruments
The carrying amounts reflected in the balance sheets for accounts payable and accrued expenses approximate the respective fair values due to the short maturities of these items. The Company does not hold any investments that are available-for-sale.
As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.
The three levels of the fair value hierarchy are described below:
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
Level 2: Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability;
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).
Recent pronouncements
The Company has evaluated all the recent accounting pronouncements through June 2013 and believes that none of them will have a material effect on the Company’s financial statement.
NOTE 2 – GOING CONCERN
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. As noted above, the Company is in the development stage and, accordingly, has not yet generated revenues from operations. Since its inception, the Company has been engaged substantially in financing activities and developing its business plan and incurring start up costs and expenses. As a result, the Company incurred accumulated net losses from Inception (April 28, 2010) through the period ended April 30, 2013 of ($347,363). In addition, the Company’s development activities since inception have been financially sustained through debt and equity financing.
The ability of the Company to continue as a going concern is dependent upon its ability to raise additional capital from the sale of common stock and, ultimately, the achievement of significant operating revenues. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.
7
SUJA MINERALS CORPORATION
(AN EXPLORATION STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 3 – PROPERTY OPTION – RELATED PARTY
On August 9, 2010, the Company executed an option to acquire a 100% undivided interest on mineral claims in Canada. As part of the agreement, the Company agreed to issue 10,000,000 shares of common stock valued at $0.01 per share and issued a promissory note for $8,400 which was due by August 31, 2010. The second payment of $76,800 was due by August 31, 2011. The Company agreed to payments of $50,000 due by August 31, 2012 and payments of $50,000 for the next four years. The Company must pay $250,000 per year for the following five year periods until such time as the project is abandoned or put into production. The options will be deemed exercised upon satisfaction of all the above stated terms; at which point the Company will have acquired 100% interest in the property. Once it is put into production, the payments of $250,000 per year will cease and the Company will pay $3 per ton adjusted annual by the Canadian Cost of Living Index.
As of October 31, 2010, the Company issued 10,000,000 shares of common stock and has paid a total of $1,755 as part of the agreement. As a result of the transaction, the counterparty is now considered a related party since it is a shareholder of the Company.
On June 15, 2011, the Company renegotiated the payment terms of the option agreement. The promissory note was amended to account for the increase in the payment amount in the amended option agreement. See Note 4 for details of the promissory note. The counterparty retained the 10,000,000 shares of common stock and the first payment has increased to Canadian Dollars “CAD” $26,000 and is due on April 30, 2012. The second payment of CAD $76,800 is due on August 31, 2013. The Company agreed to payments of $50,000 due by August 31, 2014 and payments of $50,000 for the next four years. The Company must pay $250,000 per year for the following five year periods until such time as the project is abandoned or put into production. The options will be deemed exercised upon satisfaction of all the above stated terms; at which point the Company will have acquired 100% interest in the property. Once it is put into production, the payments of $250,000 per year will cease and the Company will pay $3 per ton adjusted annual by the Canadian Cost of Living Index.
On April 15, 2012, the Company renegotiated the payment terms of the option agreement. The first payment of $26,000 is due on July 31, 2012. The second payment of $76,800 is due on August 31, 2012. The rest of the terms remain the same.On July 15, 2012, the Company renegotiated the payment terms of the option agreement. The first payment of $26,000 which was originally due on August 31, 2012 has been extended to October 31, 2012. The rest of the terms remain the same.
On October 15, 2012, the Company renegotiated the payment terms of the option agreement. The first payment of $26,000 which was due on October 31, 2012 has been extended to January 31, 2013. The second payment of $76,800 is due on August 31, 2014. The third through seventh payment of $50,000 is due on August 31, 2015 and for each year thereafter. The rest of the terms remain the same.
On January 15, 2013, the Company renegotiated the payment terms of the option agreement. The first payment of $26,000 which was due on January 31, 2013 has been extended to April 30, 2013. The rest of the terms remain the same.
On April 15, 2013, the Company renegotiated the payment terms of the option agreement. The first payment of $26,000 which was due on January 31, 2013 has been extended to August 31, 2013. The rest of the terms remain the same.
During the three months ended April 30, 2013, the Company impaired $128,478 of the mineral property option cost.
As of April 30, 2013 and October 31, 2012, the Company has an outstanding principal amount of $26,723 and $26,723, respectively, in notes payable related to the agreement.
8
SUJA MINERALS CORPORATION
(AN EXPLORATION STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 4 – NOTES PAYABLE – RELATED PARTY
Note Payable with Officer, Director and Shareholder
On February 14, 2011, the Company had a verbal arrangement with Matt Reams, an officer, director and shareholder of the Company, for a total of $430. During the year ended October 31, 2012, the Company received an additional loan from Matt Reams for $555. The unsecured loan is due upon demand and bears interest at 8% per annum. As of April 30, 2013 and October 31, 2012, the principal amount of the loan is $985 and $985, respectively.
During the three months ended April 30, 2013 and 2012, the interest expense totaled $20 and $20, respectively. During the six months ended April 30, 2013 and 2012, the interest expense totaled $40 and $36, respectively. As of April 30, 2013, the Company had accrued interest of $139.
Note Payable with Shareholder
On August 9, 2010, the Company executed a promissory note for $8,400. The loan was due on August 9, 2011 and bears interest at 5% per annum. The Company paid a total of $1,755 in principal payments and the accrued interest on the loan commenced on September 1, 2010. On June 15, 2011, the promissory note was amended and increased to CAD $26,000 which is approximately $26,723. The increase in the loan amount was due to the increase in the amended property option. See Note 3. The loan is due on April 30, 2013 and bears interest at 5% per annum.
During the three months ended April 30, 2013 and 2012, the interest expense totaled $334 and $334, respectively. During the six months ended April 30, 2013 and 2012, the interest expense totaled $668 and $668, respectively. As of January 31, 2013, the Company had accrued interest of $2,768.
NOTE 5 – NOTES PAYABLE
On March 15, 2012, the Company executed a promissory note for $15,000. The loan was due on March 15, 2013 and bears interest at 5% per annum. As of April 30, 2013, the loan was in default and accrues interest at 10% per annum from the date of default.
During the three months ended April 30, 2013 and 2012, the interest expense totaled $281 and $94, respectively. During the six months ended April 30, 2013 and 2012, the interest expense totaled $469 and $94, respectively. As of April 30, 2013, the Company had accrued interest of $938.
On August 15, 2012, the Company executed a promissory note for $9,420. The loan is due on August 15, 2013 and bears interest at 5% per annum. As of April 30, 2013, the principal balance of the promissory note was $9,420.
During the three months ended April 30, 2013, the interest expense totaled $118. During the six months ended April 30, 2013, the interest expense totaled $236. As of April 30, 2013, the Company had accrued interest of $387.
On October 15, 2012, the Company executed a promissory note for $7,440. The loan is due on October 15, 2013 and bears interest at 5% per annum. As of April 30, 2013, the principal balance of the promissory note was $7,440.
During the three months ended April 30, 2013, the interest expense totaled $93. During the six months ended April 30, 2013, the interest expense totaled $186. As of April 30, 2013, the Company had accrued interest of $220.
9
SUJA MINERALS CORPORATION
(AN EXPLORATION STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 5 – NOTES PAYABLE (CONTINUED)
On October 5, 2012, the Company executed a promissory note for $4,000. The loan is due on October 5, 2013 and bears interest at 5% per annum. As of April 30, 2013, the principal balance of the promissory note was $4,000.
During the three months ended April 30, 2013, the interest expense totaled $50. During the six months ended April 30, 2013, the interest expense totaled $74. As of April 30, 2013, the Company had accrued interest of $74.
On April 30, 2013, the Company executed a promissory note for $13,362. The loan is due on April 30, 2014 and bears interest at 5% per annum. As of April 30, 2013, the principal balance of the promissory note was $13,362.
During the three months ended April 30, 2013, the interest expense totaled $105. During the six months ended April 30, 2013, the interest expense totaled $105. As of April 30, 2013, the Company had accrued interest of $105.
NOTE 6 – STOCKHOLDERS’ EQUITY
The Company is authorized to issue 75,000,000 shares of its $0.001 par value common stock.
Common Stock
During the six months ended April 30, 2013, there have been no other issuances of common stock.
NOTE 7 – WARRANTS AND OPTIONS
As of April 30, 2013, there were no warrants or options outstanding to acquire any additional shares of common stock.
NOTE 8 – RELATED PARTY TRANSACTIONS
During the three months ended April 30, 2013, the Company authorized a bonus of $0 for the President of the Company. During the six months ended April 30, 2013, the Company authorized a bonus of $5,000 for the President of the Company. As of April 30, 2013, the entire amount was unpaid and is recorded to accrued payroll. As of April 30, 2013, the balance of $35,000 in accrued payroll is due to the President of the Company.
10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
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.
Plan of Operation
We are a start-up corporation and have not yet generated or realized any revenues from our business operations.
12 month Plan
Our plan of operation for the next 12 months will be to complete the recommended two Phases of the exploration work program on the Crawford Creek mineral property consisting of 1, prospecting, trenching and sampling and , 2, diamond drilling. We anticipate that the total cost of these exploration programs will be approximately $86,904. In addition, under our renegotiated option agreement, we will need to pay $26,000 (at an exchange rate of $1 CAD to $1.012 USD) to the property vendor on or before August 31, 2013.
We plan to commence Phase 1 of the recommended exploration program on the Crawford Creek in 2nd half of 2013. This initial exploration program consists of prospecting, trenching and soil sampling. This initial Phase 1 program is anticipated to be completed in approximately two months at a cost of approximately $8,568.
We will then review results and information from the completed phase 1 of the exploration work program on the Crawford Creek and, based on positive results and recommendations, we plan to commence Phase two of the recommended exploration program consisting of diamond drilling. The drilling program is anticipated to be completed approximately 10 months following completion of phase 1 at a cost of approximately $78,336.
After Phase II is completed, we will review findings from the diamond drilling program on the Crawford Creek property and will proceed with additional exploration work program that may be recommended by our professional Geologist or Engineer. Management estimates that it would then take another $350,000 of drilling costs to outline sufficient tonnage to commence production from the property, although there is no assurance that $350,000 or any amount of drilling costs will prove up a mineral resource at Crawford Creek.
If an economic resource is established through drilling, there will be substantial additional costs to place the property in production, such as the costs of permitting, bonding, equipment and working capital, which costs cannot be estimated until such time as the Crawford Creek mineral resource, if any, has been explored and is better understood.
We do not have any verbal or written agreement regarding the retention of any qualified engineer or geologist for the recommended two phases exploration program.
We will require additional funding in order to cover phase one of the exploration program, as well as administrative expenses and to proceed with the recommended phase two exploration program and any additional exploration programs that may be recommended as a result of findings of the initial two phases of the exploration work on the Crawford Creek property.
11
Business Plan Risks
The Company’s business plan is prone to significant risks and uncertainties which could have an immediate impact on its efforts to generate a positive net cash flow and could deter the anticipated exploration and development of its mining interests. Historically, the Company has not generated sufficient cash flow to sustain operations and has had to rely on debt or equity financing to remain in business. Therefore, we cannot offer future expectations that any interests owned by the Company will be commercially developed or that its operations will be sufficient to generate the revenue required. Should we be unable to generate cash flow, the Company may be forced to seek additional debt or equity financing as alternatives to the cessation of operations. The success of such measures can in no way be assured. Inherently, in the exploration of mineral properties, there are substantial risks which the Company may not be able to mitigate and could result in a cessation of operations.
Going Concern
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 bills. This is because we have not generated any revenues and no revenues are anticipated until we begin operations. There is no assurance we will ever reach this point. Accordingly, we must raise cash from sources other than operations.
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 have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in goods and services. We need additional capital to operate during the next twelve months.
To become profitable and competitive, we have to explore our Crawford Creek mining claims and, if economically feasible, develop and open a mine.
Equity financing could result in additional dilution to existing shareholders.
As of the date of this report, we have yet to begin operations and therefore have not generated any revenues.
Liquidity and Capital Resources
As of April 30, 2013, our total assets were $0, including cash of $0. Our total liabilities were $152,863. If we are unable to raise additional cash we will either have to suspend operations until we do raise the cash, or cease operations entirely. As of the date of this report, we have not initiated revenue-producing operations.
Results of Operations
Period from April 28, 2010 to April 30, 2013:
Since the Company’s original inception on April 28, 2010, we have not generated any revenues. Our expenses from that inception through April 30, 2013 were $347,363.
Three and Six Month Periods Ending April 30, 2013:
In the three and six month periods ending April 30, 2013, the loss from continuing operations was $145,470 and $156,466, respectively. The Company’s most significant expense was for the impairment of the mineral property cost and for professional fees. We have had ongoing professional fees payable as a result of becoming a public company and the professional fees will vary from period to period based on the level and nature of professional services required.
12
Recent Accounting Pronouncements
The Company has analyzed the Accounting Standards Updates that were issued through June 2013 and have determined that none are anticipated to have a material impact on the Company’s financial position or results of operations.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKETRISK.
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.
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were not effective during the quarter ended April 30, 2013.
There were no changes in our internal control over financial reporting during the quarter ended April 30, 2013 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
ITEM 1A. RISK FACTORS
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. MINE SAFETY DISCLOSURES
The exploration activities of the Company are yet to start; hence the mine safety disclosures are not applicable.
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 Section 302 of the Sarbanes-Oxley Act of 2002 | |
| 32.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
| 101* | Interactive data files pursuant to Rule 405 of Regulation S-T |
*Pursuant to applicable securities laws and regulations, we are deemed to have complied with the reporting obligation relating to the submission of interactive data files in such exhibits and are not subject to liability under any anti-fraud provisions of the federal securities laws as long as we have made a good faith attempt to comply with the submission requirements and promptly amend the interactive data files after becoming aware that the interactive data files fail to comply with the submission requirements. Users of this data are advised that, pursuant to Rule 406T, these interactive data files are deemed not filed and otherwise are not subject to liability.
13
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 19th day of June, 2013.
| SUJA MINERALS, CORP. | |||
| BY: | MATT REAMS | ||
| /s/ | MATT REAMS | ||
President and Principal Executive Officer and | |||
| BY: | MATT REAMS | ||
| /s/ | MATT REAMS | ||
Chief Financial Officer and Principal Financial Officer | |||
14