SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-1Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MAY 31, 2001 RIPPED CANADA ARTISTS INC. ONTARIO 56 TEMPERANCE STREET 6TH FLOOR TORONTO, ONTARIO M5H 3V5 REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 416.363.2114 INDICATE BY CHECK MARK THE REGISTRANT (1) HAS FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DURING THE PRECEDING 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO FILING REQUIREMENTS FOR THE PAST 90 DAYS. YES NO ------- ------- THE NUMBER OF SHARES OUTSTANDING OF REGISTRANT'S COMMON STOCK, PAR VALUE $0.01, ON AUGUST 1, 2001 WAS 4,407,238. Ripped Canada Artists Inc. (Formerly: Findore Gold Resources Ltd.) Financial Statements (Prepared by Management) May 31, 2001 Page Balance Sheet 2 Statement of Loss and Deficit 3 Statement of Cash Flows 4 Notes to Financial Statements 5 - 6 2 Ripped Canada Artists Inc. Balance Sheet As at May 30, 2001 ASSETS Six Months Ended Year Ended May 31, November 30, 2001 2000 ------------- --------------- CURRENT Cash $ 1,058 $ 765 Marketable securities 45,000 - Accounts receivable 37 - 337 ------------- -------------- 46,095 1,102 ------------- -------------- OTHER Organization costs 15,847 16,447 Investment in private company 75,000 75,000 Investment in film production 418,614 416,061 Oil and gas - 45,000 Mining claims and deferred exploration expenditures 15,000 254,527 ------------- -------------- 524,461 807,035 ------------- -------------- $ 570,556 $ 808,137 ============= ============== LIABILITIES CURRENT Accounts payable and accrued liabilities $ 53,414 $ 44,113 Loans and advances from related parties 90,032 80,274 ------------- -------------- Total Liabilities 143,446 124,387 ------------- -------------- SHAREHOLDERS EQUITY SHARE CAPITAL (Note 2) 1,188,196 1,160,071 DEFICIT (Page 3) (761,086) (476,321) -------------- --------------- 427,110 683,750 ------------- -------------- $ 570,556 $ 808,137 ============= ============== See accompanying unaudited notes to financial statements 3 Ripped Canada Artists Inc. Statement of Loss and Deficit (Prepared by Management) Six Months Ended Year Ended May 31, May 31, 2001 2000 ------------- --------------- Office, general and administrative Management fees, salaries and benefits $ 21,000 $ - Office, general and administration 14,335 2,226 Rent 4,750 - Legal and audit 2,300 500 Transfer agent's fees 2,253 - Amortization 600 - ------------- --------------- 45,238 2,726 ------------- --------------- Loss before the under noted item (45,238) (2,726) Write down of mining claims and deferred exploration expenditures (239,527) ------------- ------------- Net Loss for the Period (284,765) (2,726) Deficit, Beginning of Year (476,321) (162,459) ------------- -------------- DEFICIT, END OF PERIOD $ (761,086) $ (165,185) ============= ============== NET LOSS PER SHARE $ (0.09) $ (0.00) ============ ============= See accompanying unaudited notes to financial statements 4 Ripped Canada Artists Inc. Statement of Changes in Cash Flow (Prepared by Management) Six Months Ended Year Ended May 31, May 31, 2001 2000 ------------- --------------- Cash provided by (Used in): Operating Activities Net loss for the period $ (284,765) $ (2,726) Add: items not affecting cash: Write down of mining claims and development expenditures 239,527 - Amortization 600 800 ------------- ------------- (44,638) (1,926) Changes in non-cash operating working capital balances (35,289) (1,490) -------------- -------------- (Used in) Operating Activities (79,827) (3,416) -------------- -------------- Financing Activities Issuance of common shares 28,125 - Loans and advances from related parties 9,758 1,250 ------------- ------------- Provided by Financing Activities 37,883 1,250 ------------- ------------- Investing Activities Investment in film production (2,663) - Reduction in oil and gas 45,000 1,250 ------------- ------------- (Used in) Investing Activities 42,337 1,250 ------------- ------------- Increase (Decrease) in Cash 293 (2,166) Cash, beginning of period 765 2,730 ------------- ------------- CASH, END OF PERIOD $ 1,058 $ 537 ============= ============= See accompanying notes to financial statements - ------------------------------------------------------------------------------- Ripped Canada Artists (Formerly: Findore Gold Resources Ltd.) Notes to Financial Statements November 30, 2000 Ripped Canada Artists Inc. Notes to Financial Statements (Prepared by Management) May 31, 2001 1. Summary of Significant Accounting Policies The accompanying policies and methods followed in preparing these financial statements are those used by Ripped Canada Artists Inc. (the "Company") as set out in the November 30, 2000 audited financial statements. However, the unaudited financial statements for the six months ended May 31, 2001 do not conform in all respects to the disclosures and information that is required for annual financial statements. For further information, see the Company's annual November 30, 2000 audited financial statements. The enclosed unaudited financial statements for the six months ended May 31, 2001 conform to generally accepted accounting principles in Canada for financial reporting for interim financial statements. In the opinion of management, all adjustments considered necessary for fair presentation have been included in these financial statements. Operating results for the six months ended May 31, 2001 is not indicative of the results that may be expected for the full year ended November 30, 2000. 2. Share Capital a) Authorized- An unlimited number of Common shares - An unlimited number of Class A shares, without par value, non-voting - An unlimited number of Class B shares, without par value, non-voting Number $ --------- ---------- b) Issued: Common Shares Balance, November 30, 2000 3,069,738 1,160,071 Issued on acquisition of film rights 300,000 6,000 Issued on exercise of employee stock options 912,500 22,125 --------- ---------- Issued in period 1,212,500 28,125 --------- ---------- Balance: May 31, 2001 4,282,238 $1,188,196 ========= ========== 3. Income taxes As at May 31, 2001, the Company's income tax expense was nil. No benefit has been recognized in these financial statements. The future income tax assets and liabilities that may result from differences in tax values and accounting values have not been reflected in these financial statements. - -------------------------------------------------------------------------------