Altona Resources 10-Q 2014 Q1 Quarterly report

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 MARCH 31, 2014
	OR
[   ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number:  000-54919

ALTONA RESOURCES INC.

(Exact name of registrant as specified in its charter)

NEVADA

(State or other jurisdiction of incorporation or organization)

46-2755675

(I.R.S. Employer Identification No.)

3414 Pino Circle

Las Vegas, NV   89121

(Address of principal executive offices, including zip code.)

(702) 738-8614

(Registrant's 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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (SS 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).     YES [   ]     NO [X]

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  (Do not check if smaller reporting company)	[   ]	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:

12,020,000 as of May 15, 2014.

TABLE OF CONTENTS

			Page
	PART I.
Item 1.	Financial Statements.		3
	Financial Statements:
		Balance Sheets	3
		Statements of Operations	4
		Statements of Stockholders' Deficiency	5
		Statements of Cash Flows	6
		Notes to the Financial Statements	7
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations.		10
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.		11
Item 4.	Controls and Procedures.		11
	PART II.
Item 1A.	Risk Factors.		12
Item 2.	Unregistered Sales Of Equity Securities and Use of Proceeds.		12
Item 6.	Exhibits.		13
Signatures			14
Exhibit Index			15

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PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

Altona Resources Inc.
(A Development Stage Company)
Balance Sheets
(Expressed in US Dollars)
	March 31,			December 31,
	2014			2013
	(Unaudited)
ASSETS
Current Assets
Cash	$	-		$	102,443
Total Current Assets		-			102,443
Total Assets	$	-		$	102,443
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities
Accounts payable and accrued liabilities	$	8,452		$	6,800
Due to related party		-			59,153
Total current liabilities		8,452			65,953
Stockholders' Deficiency
Common stock, $0.00001 par value
Authorized: 200,000,000 shares
Issued and outstanding:
12,020,000 and 12,020,000 common shares, respectively		120			120
Additional paid-in capital		77,880			77,880
Deficit accumulated during
the development stage		(86,452	)		(41,510	)
Total stockholders' deficiency		(8,452	)		36,490
Total Liabilities and Stockholders' Deficiency	$	-		$	102,443

See notes to financial statements.

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Altona Resources Inc.
(A Development Stage Company)
Statements of Operations
(Expressed in US Dollars)
							Period from
	Three months			Three months			inception,
	ended			ended			April 4, 2011 to
	March 31,			March 31,			March 31,
	2014			2013			2014
	(Unaudited)			(Unaudited)			(Unaudited)
Revenue
Revenue	$	-		$	-		$	-
Total Revenue		-			-			-
Expenses
General and administrative		44,942			2,034			86,452
Total Costs and Expenses		44,942			2,034			86,452
Net Loss	$	(44,942	)	$	(2,034	)	$	(86,452	)
Net Loss per share
Basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.01	)
Number of common shares used to compute loss per share
Basic and Diluted		12,020,000			10,000,000			12,020,000

See notes to financial statements.

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Altona Resources Inc.
(A Development Stage Company)
Statements of Stockholders' Deficiency
For the period April 4, 2011 (inception) to March 31, 2014
(Expressed in US Dollars)
	Common Stock, $0.00001 Par Value					Additional Paid-in Capital		Deficit Accumulated During the Development Stage			Total Stockholders' Deficiency
	Shares		Amount
Balance, April 4, 2011 (Date of Inception)		-	$	-		$	-	$	-		$	-
Shares sold at $0.0001 per share on        October 4, 2011		10,000,000		100			1,900		-			2,000
Net loss for the period April 4, 2011 (Inception)        to December 31, 2011		-		-			-		(9,183	)		(9,183	)
Balance, December 31, 2011		10,000,000		100			1,900		(9,183	)		(7,183	)
Net loss for year ended December 31, 2012		-		-			-		(15,577	)		(15,577	)
Balance, December 31, 2012		10,000,000		100			1,900		(24,760	)		(22,760	)
Shares sold at $0.05 per share on May 10, 2013
(less offering costs of $25,000)		2,020,000		20			75,980					76,000
Net loss for year ended December 31, 2013		-		-			-		(16,750	)		(16,750	)
Balance, December 31, 2013		12,020,000		120	��		77,880		(41,510	)		36,490
Unaudited:
Net loss for the three months        ended March 31, 2014		-		-			-		(44,942	)		(44,942	)
Balance, March 31, 2014		12,020,000		120			77,880		(86,452	)		(8,452	)

See notes to financial statements.

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Altona Resources Inc.
(A Development Stage Company)
Statements of Cash Flows
(Expressed in US Dollars)
							Period from
	Three months			Three months			inception,
	ended			ended			April 4, 2011 to
	March 31,			March 31,			March 31,
	2014			2013			2014
	(Unaudited)			(Unaudited)			(Unaudited)
Cash Flows from Operating Activities
Net loss	$	(44,942	)	$	(2,034	)	$	(86,452	)
Changes in operating assets and liabilities
Accounts payable and accrued liabilities		1,652			(6,311	)		8,452
Net cash provided by (used for) operating activities		(43,290	)		(8,345	)		(78,000	)
Cash Flows from Financing Activities
Loans from related party		-			8,253			59,153
Repayment of due to related party		(59,153	)		-			(59,153	)
Proceeds from sales of common stock		-			-			103,000
Offering cost paid		-			-			(25,000	)
Net cash provided by financing activities		(59,153	)		8,253			78,000
Increase in cash		(102,443	)		(92	)		-
Cash, beginning of period		102,443			1,715			-
Cash, end of period	$	-		$	1,623		$	-
Supplemental disclosures of cash flow information:
Interest paid	$	-		$	-		$	-
Income taxes paid	$	-		$	-		$	-

See notes to financial statements.

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ALTONA RESOURCES INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2014

(Expressed in US Dollars)

1. OPERATIONS

Organization

The Company was incorporated in the State of Nevada on April 4, 2011. The Company is an Exploration Stage Company as defined by Accounting Standards Codification ("ASC") Topic 915, "Development Stage Entities". The Company's plan of operations anticipates purchasing at least one oil and gas lease. There is no assurance we will ever be able to acquire an oil and gas lease or if we do acquire an oil and gas lease, that the oil and gas lease will produce any oil or gas.

Going Concern

The accompanying financial statements have been prepared on a "going concern" basis, which assumes that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. At March 31, 2014, the Company had cash of $0, negative working capital of $8,452 and a stockholders' deficiency of $8,452. Further, the Company has incurred a net loss of $86,452 for the period from April 4, 2011 (inception) to March 31, 2014. These factors raise substantial doubt regarding the Company's ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

2. INTERIM FINANCIAL STATEMENTS

The unaudited financial statements as of March 31, 2014 and for the three months ended March 31, 2014 and 2013 and for the period from April 4, 2011 (inception) to March 31, 2014 have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with instructions to Form 10-Q.  In the opinion of management, the unaudited financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position as of March 31, 2014 and the results of operations and cash flows for periods ended March 31, 2014 and 2013 and for the period from April 4, 2011 (inception) to March 31, 2014.  The financial data and other information disclosed in these notes to the interim financial statements related to these periods are unaudited.  The results for the three months ended March 31, 2014 are not necessarily indicative of the results to be expected for any subsequent quarter of the entire year ending December 31, 2014.  The balance sheet at March 31, 2014 has been derived from the audited financial statements at that date.

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ALTONA RESOURCES INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2014

(Expressed in US Dollars)

3. DUE TO RELATED PARTY

 At March 31, 2014 and 2013, the Company was indebted to the treasurer (and a director) of the Company for cash and other advances of $0 and $59,153, respectively. The liability, which was unsecured, non-interest bearing and due on demand, was repaid on January 23, 2014.

4. COMMON STOCK

On October 4, 2011, the Company sold a total of 10,000,000 shares of common stock to its president and a director (5,000,000 shares each) at a price of $0.0002 per share for cash proceeds of $2,000.

On May 10, 2013, the Company closed its public offering. The Company sold a total of 2,020,000 shares of common stock to two subscribers at a price of $0.05 per share for cash proceeds of $101,000. One subscriber, father of our treasurer (and director), subscribed to 1,020,000 shares ($51,000); the other subscriber subscribed to 1,000,000 shares ($50,000).

The Company has no stock option plan and has not issued any warrants or other potentially dilutive securities.

5. INCOME TAXES

The provision for (benefit from) income taxes differs from the amount computed by applying the statutory United States federal income tax rate of 35% to income (loss) before income taxes. The sources of the difference follow:

	Three Months Ended								April 4, 2011
	March 31,								(Inception) to
	2014				2013				March 31, 2014
Expected tax at 35%		$	(15,729	)		$	(819	)		$	(30,258	)
Increase in valuation allowance			15,729				819				30,258
Income Tax provision		$	-			$	-			$	-

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ALTONA RESOURCES INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2014

(Expressed in US Dollars)

Significant components of the Company's deferred income tax assets are as follows:

	March 31, 2014			December 31, 2013
Net operating loss carryforward	$	30,258		$	14,529
Less valuation allowance		(30,258	)		(14,529	)
Deferred income tax assets - net	$	-		$	-

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. At March 31, 2014, the Company has a net operating loss carryforward of $86,452, which $9,183 expires in year 2031, $15,577 expires in year 2032, $16,750 expires in year 2033, and $44,942 expires in year 2034.  Pursuant to ASC 740, the Company is required to compute tax asset benefits for net operating losses carried forward. Potential benefit of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

6.GENERAL AND ADMINISTRATIVE EXPENSES

On January 23, 2014, the Company paid a total of $39,983 to Magnus Management N.A. Ltd. ("Magnus") for consulting services rendered pursuant to an Agreement for Services dated January 1, 2014 with Magnus. Magnus is controlled by the father of the Company's treasurer.

On January 23, 2014, the Company paid $3,300 to Walter Brenner ("Brenner") for consulting services pursuant to an Agreement for Services dated January 1, 2014 with Brenner.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

This section of this quarterly 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, exploration stage corporation and have not yet generated or realized any revenues from our business operations. An exploration stage corporation is one engaged in the search for oil and gas reserves which are not in either the development or production stage.

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 selling oil and gas. Accordingly, we must raise cash from sources other than the sale of oil and natural gas. Our only other source for cash at this time is loans and/or investments by others. We must raise cash to implement our project and stay in business. Our success or failure will be determined by what we find under the ground. The more money we raise, the more oil and gas leases we can acquire and the more drilling we can conduct. Since we do not know what we will find under the ground, we cannot tell you if we will be successful. We will not acquire an oil and gas lease or begin drilling until we have sufficient funds to do so. We believe we will need to $60,000, in order to acquire one lease and drill one well to a depth of between 1,500 to 2,000 feet. If we find oil and gas, and have additional proceeds available, we may drill additional wells on the property. We will begin selling the oil and gas and proceed to raise additional capital to acquire additional leases and drill more wells. If we do not find oil and gas, we intend to find a new property and raise additional funds to drill thereon. We have targeted the geographical area of Hughes, Seminole and Pontotoc counties in central Oklahoma.

We do not intend to interest other companies in the property if we find oil and/or gas. We intend to develop the property our self.

If we are unable to complete drilling one well on the property, we will suspend 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.

We do not intend to hire additional employees at this time. All of the work on any property will be conducted by unaffiliated independent contractors that we will hire. The independent contractors will be responsible for drilling one well.

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 the property, and possible cost overruns due to price and cost increases in services.

To become profitable and competitive, we must find oil and/or gas in paying quantities. We are seeking equity financing to provide for the capital required to drill one or two wells.

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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 April 4, 2011

Since inception, Hui Deng, one of our officers and directors has paid or advanced funds to the Company for payment of our legal and accounting expenses. Net cash provided by Ms. Deng from inception on April 4, 2011 to March 31, 2014 was $59,153.

For the three months ended March 31, 2014 as compared to March 31, 2013

During the three months ended March 31, 2014, we had a loss of $44,942 versus a loss of $2,034 for the three months ended March 31, 2013.  The loss for both periods relates mainly to general administrative expenses.

Liquidity and Capital Resources

We issued 5,000,000 restricted shares of common stock to Barry Underhill, one of our officers and directors, pursuant to the exemption contained in Section 4(a)(2) of the Securities Act of 1933, as amended and 5,000,000 restricted shares of common stock to Hui Deng, one of officers and directors, pursuant to Regulation S of the Securities Act of 1933. The transaction with Ms. Deng took place outside the United States and Ms. Deng is not a US person. The purchase price of the 10,000,000 shares of common stock was $2,000. This was accounted for as an acquisition of shares. Hui Deng has paid or advanced funds to the Company for payment of our legal and accounting expenses ($59,153 through December 31, 2013). The amount owed to Ms. Deng was non-interest bearing, unsecured and due on demand. Further, the agreement with Ms. Deng was oral and there is no written document evidencing the agreement. On January 23, 2014, the Company paid $59,153 to Ms. Deng in repayment of the $59,153 due to related party balance at December 31, 2013.

As of March 31, 2014, our total assets were $0 and our total liabilities were $8,452.

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.

Under the supervision and with the participation of our management, including the Principal Executive Officer and Principal 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 Principal Executive Officer and Principal Financial Officer have concluded that these disclosure controls and procedures are effective.  There was no change in our internal control over financial reporting during the quarter ended March 31, 2014 that has affected, or is reasonably likely to affect, our internal control over financial reporting.

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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 6. EXHIBITS.

		Incorporated by reference			Filed
Exhibit	Document Description	Form	Date	Number	herewith
3.1	Articles of Incorporation	S-1	6/04/12	3.1
3.2	Bylaws	S-1	6/04/12	3.2
14.1	Code of Ethics	10-K	3/22/13	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 of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002				X
99.1	Subscription Agreement	S-1	6/04/12	99.1
99.2	Audit Committee Charter	10-K	3/22/13	99.2
99.3	Disclosure Committee Charter	10-K	3/22/13	99.3
101.INS	XBRL Instance Document				X
101.SCH	XBRL Taxonomy Extension – Schema				X
101.CAL	XBRL Taxonomy Extension – Calculations				X
101.DEF	XBRL Taxonomy Extension – Definitions				X
101.LAB	XBRL Taxonomy Extension – Labels				X
101.PRE	XBRL Taxonomy Extension – Presentation				X

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized on this 14^th day of May, 2014.

ALTONA RESOURCES INC.
(the "Registrant")
BY:	BARRY UNDERHILL
	Barry Underhill
	President, Principal Executive Officer, Principal Accounting Officer, Principal Financial Officer, Secretary, Treasurer and a member of the Board of Directors

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EXHIBIT INDEX

		Incorporated by reference			Filed
Exhibit	Document Description	Form	Date	Number	herewith
3.1	Articles of Incorporation.	S-1	6/04/12	3.1
3.2	Bylaws.	S-1	6/04/12	3.2
14.1	Code of Ethics.	10-K	3/22/13	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 of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.				X
99.1	Subscription Agreement.	S-1	6/04/12	99.1
99.2	Audit Committee Charter.	10-K	3/22/13	99.2
99.3	Disclosure Committee Charter.	10-K	3/22/13	99.3
101.INS	XBRL Instance Document.				X
101.SCH	XBRL Taxonomy Extension – Schema.				X
101.CAL	XBRL Taxonomy Extension – Calculations.				X
101.DEF	XBRL Taxonomy Extension – Definitions.				X
101.LAB	XBRL Taxonomy Extension – Labels.				X
101.PRE	XBRL Taxonomy Extension – Presentation.				X

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