UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
For the month of September, 2013
Commission File Number: 001-14611
![[cclfs20130930q36kfin001.jpg]](https://capedge.com/proxy/6-K/0001325310-13-000012/cclfs20130930q36kfin001.jpg)
----------------------------------------------------
(Translation of registrant's name into English)
Floor Six 65 Front Street Hamilton Islands of Bermuda HM 12
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F [ X ] |
| Form 40-F [ ] |
|
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] |
| No [ X ] |
|
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CREATOR CAPITAL LIMITED
By: Deborah Fortescue-Merrin
Deborah Fortescue-Merrin,
President
Date: November 15, 2013
EXHIBIT INDEX
1.
Interim Financial Statements for the Nine Months ended September 30, 2013
2.
Management Discussion and Analysis for the Nine Months ended September 30, 2013
CREATOR CAPITAL LIMITED
FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013
U.S. Dollars
UNAUDITED
NOTICE TO READER
These are the Interim unaudited Consolidated Financial Statements for this Third Financial Quarter ending September 30, 2013, for the Third Financial Quarter ended September 30, 2012 with the consolidated statements of operations, deficit and cash flows for those periods, and with comparatives to the year-end Audited Consolidated Financial Statements for December 31, 2012.
These Interim Unaudited Consolidated Financial Statements have been prepared by Company management in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”). The Interim unaudited Consolidated Financial Statements for the Third Financial Quarter ending September 30, 2011 were re-prepared in accordance with International Financial Reporting Standards (“IFRS”).
These Interim unaudited Consolidated Financial Statements should be read in conjunction with the year-end Audited Consolidated Financial Statements for December 31, 2012, prepared in accordance with International Financial Reporting Standards (“IFRS”). Note 2 provides IFRS information that are material to understanding these Interim Unaudited Consolidated Financial Statements.
Under Canada’s National Instrument 51-102, “Continuous Disclosure Obligations”, Part 4, subsection 4/3(30)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the interim financial statements have not been reviewed by an auditor. The Company’s external auditors, James Stafford, Inc. Chartered Accountants, of Vancouver, British Columbia, Canada, have not performed a review of these interim financial statements
All financial statements and Notes are expressed in United States of America Dollar Currency.
Hamilton, Bermuda
November 15, 2013
_______________________________________________________________________________________________________________
Creator Capital Limited September 30, 2013 Q3 Interim Financials
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| CREATOR CAPITAL LIMITED AND SUBSIDIARIES CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION (UNAUDITED) | |||||||
|
| |||||||
| September 30 2013 |
| December 31 2012 | |||||
ASSETS Current Assets | ||||||||
Cash and cash equivalents | $ 1081 |
| $ 1,416
| |||||
Prepaid expenses | 4,304 |
| 2,023 | |||||
Total current assets | 5,385 |
| 3,439 | |||||
| ||||||||
Total Assets | $ 5,385 |
| $ 3,439 | |||||
LIABILITIES | ||||||||
Current liabilities | ||||||||
Accounts payable and accrued expenses | 617,971 |
| 551,521 | |||||
Accrued Interest payable | 49,921 |
| 35,162 | |||||
Notes Payable | 109,312 |
| 111,133 | |||||
Notes Payable – Related Parties | 100,205 |
| 80,887 | |||||
Accrued dividends | 5, 198,347 |
| 5,299,415 | |||||
Preferred shares – Note 4 | 2,237,443 |
| 2,237,443 | |||||
Total current liabilities | 8,934,200 |
| 8,315,561 | |||||
Total Liabilities | $ 8,934,200 |
| $ 8,315,561 | |||||
SHAREHOLDERS' EQUITY | ||||||||
Share Capital Additional paid-in-capital Stock Option Reserve Deficit | 874,673 63,362,764 320,395 (73,486,645) |
| 874,673 63,683,159 320,395 (72,869,952) | |||||
Total Shareholder Equity | (8,928,815) |
| (8,312,122) | |||||
Total Liabilities and Shareholders' Equity | $ 6,526 |
| $ 3,439 | |||||
Nature of Operations and going concern Note 1
Contingencies Note 6
Subsequent events Note 14
APPROVED ON BEHALF OF THE BOARD:
/s/ Deborah Fortescue-Merrin
/s/ Anthony P Clements
Deborah Fortescue-Merrin
Anthony P Clements
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART TO THESE CONSOLIDATED FINANCIAL STATEMENTS |
_______________________________________________________________________________________________________________
Creator Capital Limited September 30, 2013 Q3 Interim Financials
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| CREATOR CAPITAL LIMITED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (with comparative figures to the Nine Months Ended September 30, 2013 (UNAUDITED) | ||||||||
| Nine Months Ended September 30, |
| Three Months Ended September, 30 |
| |||||
2012 |
| 2013 | 2012 | 2013 |
| ||||
| |||||||||
Revenue | $ 1,750 |
| $ 0 |
| $ 0 | $ 0 |
| ||
Operating Expenses | |||||||||
Consulting and contract services General and administrative Foreign Exchange Interest Professional Marketing Comprehensive Income (loss) from operations | 31,500 15,445 10,500 511 138,054 |
| 31,500 14,760 11,626 675 |
| 10,500 8,603 3,000 | 10,500 17,435 5,043 5,326 |
| ||
Other: Preferred stock dividends Expense recoveries Net and Comprehensive Income (loss) |
5,155 ( 466,499) |
|
2,871 |
|
0 | ( 177,801) 0 ( 160,934) |
| ||
| |||||||||
BASIC AND DILUTED LOSS PER SHARE Numerator for basic and diluted loss per share: | |||||||||
Net and Comprehensive Income (loss) Gain (loss) to common shareholders |
|
|
|
|
| $( 214,187) |
| ||
| |||||||||
Denominator for basic and diluted loss per share: Weighted average shares outstanding |
|
|
|
|
| 87,467,288 |
| ||
| |||||||||
Net loss per share | $ (0.0069) |
| $ (0.0071) |
| $ (0.0027) | $ (0.0024) |
| ||
SEE ACCOMPANYING NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
_______________________________________________________________________________________________________________
Creator Capital Limited September 30, 2013 Q3 Interim Financials
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CREATOR CAPITAL LIMITED AND SUBSIDIARIES INTERIM STATEMENT OF CHANGES IN EQUITY (UNAUDITED) |
| Share Capital | Contributed Surplus $ | Accumulated Other Comprehensive Income $ | Deficit $ | Total $ | |
Number of Shares | Amount $ | |||||
|
|
|
|
|
|
|
Balance, December 31, 2011 Net Loss for the interim period | 87,467,288 | $ 874,673 | $ 63,362,764 | 320,395 | $(72,062,469) $( 602,803) | $( 7,504,637) $( 602,803) |
Balance, September 30, 2012 | 87,474,288 | $ 874,673 | $ 63,362,764 | 320,395 | $(72,665,272) | $( 8,107,440) |
| Share Capital | Contributed Surplus $ | Shareholder Option Reserve $ | Deficit $ | Total $ | |
Number of Shares | Amount $ | |||||
Balance, December 31, 2012 Current Period’s Activities Net Loss for the interim period | 87,467,228 0 | $ 874,673 0 | $ 63,362,764 0 | 320,395 | $(72,869,953) 0 $( 619,693) | $(8,4312,122) 0 $( 619,693) |
Balance, September 30, 2013 | 87,467,228 | $ 874,673 | $ 63,362,764 | 320,395 | $(73,819,646) | $(8,931,815) |
SEE ACCOMPANYING NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
_______________________________________________________________________________________________________________
Creator Capital Limited September 30, 2013 Q3 Interim Financials
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CREATOR CAPITAL LIMITED AND SUBSIDIARIES INTERIM STATEMENT OF CASH FLOWS (with comparative figures to the Nine Months Ended September 30, 2012) (UNAUDITED) | |||||||
| |||||||
| Nine Months Ended September 30, 2012 | Nine Months Ended September 30 2013 |
|
| |||
CASH FLOWS FROM OPERATING ACTIVITIES Net & Comprehensive Income (Loss) for the period Items not affecting cash: Accrued dividends payable Foreign exchange Interest costs Changes in non-cash working capital balances: Accounts receivable Prepaid expenses Accounts payable and accrued expenses Net cash provided by (used in) operating activities | $( 602,803)
471,655 11,718 ( 118,305) 0 51,143 ( 69,376) | $( 616,693) 519,932 14,760 0 ( 2,281) |
| | |||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||||
Investing activities Net cash provided by (used in) investing activities |
0 |
|
|
| |||
CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
| |||
Notes Payable Notes Payable - Related Foreign Exchange Net cash provided by (used in) financing activities | 33,124 37,626 ( 1,125) 69,625 | (1,821) 19,318 3,074 |
|
| |||
Net increase (decrease) in cash Cash, beginning of period Cash, end of period | 249 3,036 | ( 335) |
| | |||
Non Cash investing and financing activities | 0 | 0 |
|
| |||
Supplemental disclosures Income Taxes paid | 0 |
|
|
| |||
SEE ACCOMPANYING NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
_______________________________________________________________________________________________________________
Creator Capital Limited September 30, 2013 Q3 Interim Financials
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CREATOR CAPITAL LIMITED
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
For the Nine Months Ended September 30, 2013
(Stated in US Dollars)
Note 1
Nature and Continuance of Operations
Creator Capital Limited (the “Company”) is a Bermuda exempted company, which in June 1997, changed its name from Sky Games International Ltd. to Interactive Entertainment Limited and on September 27, 2000 changed its name to Creator Capital Limited. At the 2010 Annual General Meeting the Shareholders approved to change the name of the Company to Fireflies Environmental Limited. At the 2011 Annual General Meeting the Shareholder approved the return the Company name to Creator Capital Limited
The Company is publicly quoted on the NASD Over the Counter Bulletin Board in the United States of America.
The Company is engaged in providing in-flight gaming and entertainment software and services by developing, implementing and operating or licensing computerized video gaming and other entertainment software on, but not limited to the aircraft of international commercial air carriers. Gaming software is marketed using the name Sky Games® and the entertainment software is marketed using the name Sky Play®.
These consolidated financial statements have been prepared on a going concern basis, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these consolidated financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. As at September 30, 2013, the Company had not yet achieved profitable operations, having a working capital deficit of $8,925,200 (September 30, 2012: $8,714,527) has accumulated losses of $73,272,357 (September 30, 2012: $72,272,357) since its inception and expects to incur further losses in the development of its business, all of which cast substantial doubt about the Company’s ability to continue as a going concern. The Company will require additional financing in order to meet its ongoing levels of corporate overhead and discharge its liabilities as they come due. While the Company has been successful in securing financings in the past, there is no assurance that it will be able to do so in the future, particularly in light of current global economic conditions. Accordingly, these consolidated financial statements do not give effect to adjustments, if any, that would be necessary should the Company be unable to continue as a going concern.
Note 2
Summary of Significant Accounting Policies
At the date of these consolidated financial statements, the IASB and IFRIC have issued the following new and revised standards, amendments and interpretations which were not yet effective during the year ended 31 December 2012.
·
IFRS 9 ‘Financial Instruments: Classification and Measurement’ is a new financial instruments standard effective for annual periods beginning on or after 1 January 2015 that replaces IAS 39 and IFRIC 9 for classification and measurement of financial assets and financial liabilities.
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Note 2
Summary of Significant Accounting Policies continued
·
IFRS 10 ‘Consolidated Financial Statements’ is a new standard effective for annual periods beginning on or after 1 January 2013 that replaces consolidation requirements in IAS 27 (as amended in 2008) and SIC-12. The IASB issued a number of new and revised IASs, IFRSs, amendments and related IFRICs which are effective for the Company’s financial year beginning on 1 January 2011. For the purpose of preparing and presenting the consolidated financial statements, the Company has consistently adopted all these new standards for the years ended 31 December 2011 and 2012.
·
IFRS 13 ‘Fair Value Measurement’ is a new standard effective for annual periods beginning on or after 1 January 2013 that replaces fair value measurement guidance in other IFRSs.
·
IAS 1 (Amendment) ‘Presentation of Financial Statements’ is effective for annual periods beginning on or after 1 July 2012 and includes amendments regarding Presentation of Items of Other Comprehensive Income.
·
IAS 27 (Amendment) ‘Separate Financial Statements’ is effective for annual periods beginning on or after 1 January 2013 that prescribes the accounting and disclosure requirements for investments in subsidiaries, joint ventures and associates when an entity prepares separate financial statements.
The Company has determined that the application of these standards, amendments and interpretations will not have a material impact on the financial position and financial performance of the Company.
These consolidated interim financial statements are presented in the Dollar currency of the United States of America.
These consolidated interim financial statements were authorized for issue by the Board of Directors on August 15, 2013.
The consolidated interim 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:
IAS 34 statement of compliance
These consolidated interim financial statements of the Company have been prepared in accordance with IAS 34, “Interim Financial Reporting of the International Financial Reporting Standards” (known by its abbreviation “IFRS”). These Interim Financial Statements are the Company’s fifth IFRS interim financial statements after its transition to reporting in accordance with IFRS and before the issuance of its first publicly issued consolidated annual IFRS financial statements. IFRS 1, “First-time Adoption of International Financial Reporting Standards” (herein addressed as “IFRS 1”) was applied to the March 31, 2011 consolidated interim financial statements.
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Note 2
Significant Accounting Policies
a)
Principles of Consolidation
The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries:
Creator Capital (Nevada) Inc., (formerly Sky Games International Corp.) (a Nevada corporation) (Annual Fees were not paid to maintain this Company, it is now struck off); and Creator Island Equities Inc. (a British Columbia corporation).
The subsidiary companies are inactive. All material inter-company accounts and transactions have been eliminated on consolidation.
b)
Equipment
As at the end of the current Interim period there are no equipment assets.
c)
Website Development Costs
As at the end of the current interim period there are no current website development costs.
d)
Financial Instruments
The carrying value of the Company’s financial instruments, consisting of cash, accounts receivable, accounts payable and accrued liabilities, accrued dividends payable and notes payable approximate their fair value due to the short-term maturity of such instruments. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest or currency risk arising from these financial instruments. For accounts receivable, the Company estimates, on a continuing basis, the probable losses and provides a provision for losses based on the estimated realizable value.
e)
Basic and Diluted Loss Per Share
Basic loss per share (“LPS”) is calculated by dividing loss applicable to common shareholders by the weighted average number of common shares outstanding for the year. Diluted LPS reflects the potential dilution that could occur if potentially dilutive securities are exercised or converted to common stock. The dilutive effect of options and warrants and their equivalent is computed by application of the treasury stock method and the effect of convertible securities by the “if converted” method. Fully diluted amounts are not presented when the effect of the computations are anti-dilutive due to the losses incurred. Accordingly, there is no difference in the amounts presented for basic and diluted loss per share.
f)
Revenue Recognition
The Company recognizes revenues when the following criteria are met: persuasive evidence of an agreement exists, shipment has occurred, the price to the buyer is fixed and determinable, and collection is reasonably assured.
g)
Foreign Currency Translation
The Company’s functional currency is the United States dollar. Monetary assets and liabilities are translated into the functional currency at the exchange rate in effect at the end of the year. Non-monetary assets and liabilities are translated at the exchange rate prevailing when the assets were acquired or liabilities assumed. Revenues and expenses are translated at the rate approximating the rate of exchange on the transaction date. All exchange gains and losses are included in the determination of net loss for the year.
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h)
Impairment of Long-lived Assets
Long-lived assets and intangibles held and used by the Company are reviewed for possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If changes in circumstances indicate that the carrying amount of an asset that an entity expects to hold and use may not be recoverable, future cash flows expected to result from the use of the asset and its disposition must be estimated. If the undiscounted value of the future cash flows is less than the carrying amount of the asset, impairment is recognized.
i)
Stock-based Compensation
CCL records a compensation cost attributable to all stock options granted at fair value at the grant date,. The Black-Scholes valuation model is used and the cost is expensed over their vesting period, with a corresponding increase to the equity account, Additional Paid-in Capital. Upon exercise of the share purchase options, the consideration paid by the option holder, together with the amount previously recognized in the Additional Paid-in Capital, is recorded as an increase to Share capital.
The Black Scholes option valuation model requires the input of highly subjective assumptions, including price volatility, if any. Changes in these assumptions can materially affect the fair value estimate.
j)
Accounting Standards Issued, But not yet Effective
Effective for annual periods beginning on or after January 1, 2013 are the New Standard IFRS 9, “Financial Instruments”, New Standard IFRS 13,”Fair Value Measurement”.
IFRS 13 replaces the fair value measurement guidance currently dispersed across different IFRS standards with a single definition of fair value and extensive application guidance. IFRS 13 provides guidance on how to measure fair value and does not introduce new requirements for when fair value is required or permitted. It also establishes disclosure requirements to provide users of the financial statements with more information about fair value measurements.
The Company has not early adopted these revised standards and is currently assessing the impact that
Note 3
Notes Payable
IFRS 39 stipulates that the Company’s financial liabilities be measured at ‘amortized cost’. This is defined as the originally recorded amount: less any principal repayments; plus or minus the cumulative amortization, using the effective interest method’ of any difference between the originally recorded amount and the maturity amount. The various loan amounts, represented by the Notes Payable, have been recorded at their principal amount at the date of each loan, which are deemed to be fair value. No premium was paid on any of these Notes Payable. No transaction costs were incurred in the borrowing of these funds. The interest bearing Notes Payable have their interest cost calculated and recorded monthly. Hence, the use of the measurement of value of the Notes Payable at amortized cost would not be materially different from the amounts presented.
| September 30, 2013 | December 31, 2012 |
|
|
|
Unsecured, interest bearing at 10% per annum Unsecured, interest bearing at 10% per annum, related party | $ 109,312 100,205 | 111,133 192,020 |
|
| |
|
|
|
| $ 209,517 | $ 115,605 |
|
|
|
These notes are past due and, consequently, are classified as current liabilities.
All interest incurred on interest bearing notes is included in the Accrued Interest payable account.
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Note 4
Capital Stock
The Class A preference shares are non-voting and are convertible at any time into common shares at the option of the holder. Dividends on the Class A preference shares are cumulative, compounded quarterly and payable quarterly at an annual dividend rate of 9%. The Company, at its option, may redeem the Class A preference shares, in whole or in part, at any time and from time to time, at a redemption price of $1,000 per share plus any accrued and unpaid dividends thereon. The Company is not required to redeem the Class A preference shares.
In 1997, the Company exchanged a promissory note in the amount of $2,737,000 for 2,737 Class A preference shares at $1,000 per share. In 1998, the Company redeemed 500 of the Class A preference shares at their redemption price of $1,000 per share. As of December 31, 2006 and 2005, 2,237 Class A Preference Stock remained outstanding.
In 1997, the Company exchanged a promissory note in the amount of $2,737,000 for 2,737 Class A preference shares at $1,000 per share. In 1998, the Company redeemed 500 of the Class A preference shares at their redemption price of $1,000 per share. As of December 31, 2012 and as of September 30, 2013, 2,237 Class A Preference Stock remain outstanding.
The Accrued Dividends on the Class A preference shares for the Interim Period ended September 30, 2013 was $519,932 (September 30, 2012:$470,551). They remain unpaid and are in arrears.
During the year ended December 31, 2007, CCL restated the presentation of the Class A Preferred shares reclassifying them from Equity to Current Liability of the Class A Preferred Shares, and their paid in capital totaling $2,237,421. On the Balance sheet this has been added to the Current Liability of Accrued dividends. The Preferred shares have the contractual obligation to either delivered a fixed amount or settle the obligation be delivering its out equity instrument. They meet the definition of a financial liability
Note 5
Stock Options
On April 6, 2007, the Company granted 6,950,000 stock options to directors, officers, and consultants at a price of $0.25 per share expiring on April 6, 2012.
The following table summarizes the continuity of the Company’s stock options:
| Number |
| Weighted |
|
|
|
|
Outstanding, December 31, 2012 | 00 |
| 0.00 |
Activity during the period | 00 |
| 0.00 |
Outstanding, June 30, 2013 | 00 |
| 0.00 |
Additional information regarding stock options outstanding as at September 30, 2013 is as follows:
| Outstanding and exercisable |
|
| ||
Range of exercise prices$ | Number of shares | Weighted average remaining contractual life (years) | Weighted average exercise price $ |
| |
|
|
|
|
| |
0.00 | nil | 0 | 00 |
| |
|
|
|
|
| |
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Note 6
Contingency
None during the Quarter.
Note 7
Income Taxes
As a Bermuda exempted company, the Company is exempt from income tax filing requirements in Bermuda. Prior to 1999 the Company operated in the U.S. as a branch of a foreign corporation. Currently, the Company is represented in Canada by a Director who provides Corporate Services.
The tax effect (computed by applying the Canadian federal and provincial statutory rate) of the significant temporary differences, which comprise future tax assets and liabilities, are as follows:
Year ended December 31 | 2012 $ | 2011 $ | 2010 $ |
|
|
|
|
Canadian statutory income tax rate | 26.50% | 26.50% | 28.50% |
|
|
|
|
Income tax recovery at statutory rate | 201,871 | 167,000 | 177,000 |
|
|
|
|
Tax effect of: |
|
|
|
Permanent differences and other | – | – | – |
Foreign income tax other than Canadian statutory rate | (201,871) | (167,000) | (177,000) |
| – | – | - |
Change in valuation allowance | -- | -- | (20,000) |
|
|
|
|
Income tax provision | – | – | – |
The significant components of future income tax assets and liabilities are as follows:
| 2012 | 2011 |
|
|
|
Future income tax assets |
|
|
|
|
|
Non-capital losses carried forward | 116,000 | 116,000 |
Valuation allowance | (116,000) | (116,000) |
|
|
|
Net future income tax asset | – | – |
The Company has estimated accumulated non-capital losses of $452,000 in Canada which may be carried forward to reduce taxable income in future years. As at September 3, 2013, the Company is in arrears on filing its statutory corporate income tax returns and the amounts presented above are based on estimates. The actual losses available could differ from these estimates.
Note 8
Related Party Transactions
A company controlled by management (the owner being Rex E. Fortescue, the father of the Company’s President) of the Company provides to the Company. During the Period ended September 30, 2013, the Company incurred $31,500 ($31,500 for same period in 2012) in consulting fees and $1,354 ($1,354 for the same period in 2012) in expense reimbursements. Included in the Account Payable accounts is $237,460 representing outstanding fees and reimbursements.
A company controlled by management (the owner being Deborah E. Fortescue-Merrin, the Company’s President) of the Company formerly provided the corporate management services of Deborah Fortescue-Merrin and incurred expense reimbursements. Included in the Accounts Payable account is $71,914 representing outstanding fees and reimbursements.
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A company controlled by management (the owners being Rex E. Fortescue, the father of the Company’s President, and Richard E. Fortescue, the brother the Company’s President) of the Company provides accounting and administrative services to the Company. During the Period ended September 30, 2013 the Company incurred $21,000 ($21,000 for the same 2012 period) for such accounting and administrative services, and $8,100 ($6,919 for the same period in 2012) in expense reimbursements. Included in the Account Payable accounts is $212,168 representing outstanding fees and reimbursements.
Note 9
Economic Dependence
During the Nine months period ended September 30, 2012 and for 2011, one customer accounted for 100.0% of total sales. During the Nine months period ended September 30, 2010, two customers accounted for 75.9% and 24.1%, respectively, of total sales.
During the three months Third Fiscal Quarter period ended September 30, 2011 there were no clients for either Sky Play or Sky Games. During the three months Third Fiscal Quarter period ended September 30, 2010, one customer accounted for 100.00% of total sales.
Note 10
Segmented Information
For the Nine months year-to-date period ended September 30, 2013 and 2012 the details of identifiable revenues by geographic segments are as follows:
| September 30, 2012 | September 30, 2013 |
|
|
|
|
|
Asia | $ 0 | $ |
|
Middle East | 1,750 | 0 |
|
|
|
|
|
Total Revenues per Quarter Period | $ 1,750 | $ 0 |
|
Note 11
Non-cash Transactions
Investing and financing activities that do not have a direct impact on current cash flows are excluded from the statements of cash flows. However, the accrued Dividends Payable on the re-categorized Preferred Shares are included. During the Nine month Quarter period ended September 30, 2012, the Company recognized preferred share dividends payable of $519.932 (for the same period during 2011: $470,551). During the three month Third Quarter ended September 30, 2012, the Company recognized preferred share dividends payable of $177,801 (for the same period during 2012: $160,934).
Note 12
Management of Capital
The Company’s objectives when managing capital are to safeguard its ability to continue as a going concern, to pursue the development of its business and to maintain a flexible capital structure which optimizes the cost of capital within a framework of acceptable risk. In the management of capital, the Company includes the components of stockholders’ deficiency and preferred shares.
The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust its capital structure, the Company may issue new shares, issue new debt, acquire or dispose of assets or adjust the amount of. As at September 30, 2012, the Company has not entered into any debt financing, except for short-term notes payable.
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The Company is dependent on the related parties ability to provide capital and the existing sales to customers as its source of operating capital and the Company’s capital resources are largely determined by the strength of the airline market and by the status of the Company’s projects in relation to these markets, and its ability to compete for investor support of its projects. The Company’s primary target market includes the Asian and Pacific Rim airlines.
The Company is not subject to any external capital requirements.
Note 14
Financial Instruments
Foreign Exchange Risk
Foreign exchange risk is the risk that the fair value of future cash flows will fluctuate as a result of changes in foreign exchange rate. As at September 30, 2012, and as in all past fiscal periods, all of the Company’s cash is held in US dollars, the Company’s functional currency. The Company has no significant currency risk associated with its operations.
Credit Risk
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company’s cash and receivables are exposed to credit risk. The Company reduces its credit risk on cash by placing these instruments with institutions of high credit worthiness. The Company reduces its credit risk on accounts receivables by monitoring all accounts frequently. As at September 30, 2013 the Company is not exposed to any significant credit risk.
Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Included in the loss for the period in the financial statements is interest income on US dollar cash. As at September 30, 2012, the Company’s cash is subject to or exposed to interest rate risk, however, this risk is not significant.
Note 14
Financial Instruments (continued)
Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities. The Company manages liquidity risk by maintaining sufficient cash balance to enable settlement of transactions on the due date. Accounts payable and accrued liabilities are current. Primarily the Company addresses its liquidity through its close relationship with its related parties, and secondarily, through equity financing obtained through the sale of common shares and the exercise of stock options.
Note 15
Subsequent Events
There were no events subsequent to the Period end or as at the date of this document.
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Creator Capital Limited September 30, 2013 Q3 Interim Financials
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