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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10QSB
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from to
COMMISSION FILE NUMBER 000-30065
IRON MASK MINING COMPANY
(Exact name of registrant as specified in its charter)
IDAHO Unavailable
(State of other jurisdiction (IRS Employer Identification
of incorporation or organization) Number)
656 Cedar Street
Ponderay, Idaho 83852
(Address of principal executive offices)
(208) 263-3834
(Registrant's telephone number, including area code)
Indicate by check mark whether 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 such filing requirements for
the past 90 days.
Yes [ x ] No [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of September 30, 2000: 22,187,316
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Board of Directors
Iron Mask Mining Company
PO Box 1713
Sandpoint, Idaho 83864
We have reviewed the accompanying Balance Sheet of Iron Mask Mining
Company as of September 30, 2000 and the related Statement of Income
and Accumulated Deficit and Statement of Cash Flows for the three
months then ended, in accordance with Statements on Standards for
Accounting and Review Services issued by the American Institute of
Certified Public Accountants. All information included in these
financial statements is the representation of the management of Iron
mask Mining Company.
A review consists principally of inquiries of company personnel and
analytical procedures applied to the financial data. It is
substantially less in scope than an audit in accordance with generally
accepted auditing standards, the objective of which is the expression
of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the accompanying financial statements in order
for them to be in conformity with generally accepted accounting
principles.
Scott Beggs & Company, Inc
Scott Beggs & Company, Inc
Kellogg, Idaho 83837
November 13, 2000
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Iron Mask Mining Company
A Development Stage Corporation
Balance Sheet
September 30, 2000 and 1999
2000 1999
ASSETS
Current Assets
Cash in Bank 710 73
Prepaid Insurance 750
------------ ----------
Total Current Assets 710 823
Property and Equipment
Land 87,380
Buildings 1,032
Equipment 46,176
Accumulated Depreciation 0 (47,208)
------------ ----------
Net Property and Equipment 0 87,380
Total Assets 710 88,203
============ ==========
LIABILITIES AND EQUITY
Current Liabilities
Accounts Payable 19,950 1,419
Interest Payable 970
Notes Payable - Due within
One Year 28,355
------------ ----------
Total Current Liabilities 20,920 29,774
Long Term Liabilities
Notes Payable - Due in more
than One Year 12,748 0
------------ ----------
Total Long Term Liabilties 12,748 0
Total Liabilities 33,668 29,774
Equity
Common Stock, par value $ .005,
authorized 100,000,000 shares,
issued and outstanding
22,187,316 830,366 799,366
Additional Paid in Capital 215,936 215,936
Deficit accumulated during
Development Stage (1,079,260) (956,873)
------------ ----------
Total Equity (32,958) 58,429
Total Liabilities and Equity 710 88,203
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See the accompanying accountant's report and notes, which are integral
parts of these financial statements.
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Iron Mask Mining Company
A Development Stage Corporation
Statement of Income and Accumulated Deficit
For the Three Months Ended - September 30, 2000 and 1999
Qtr Ended Cumulative Qtr Ended Cumulative
09/30/00 Total 09/30/99 Total
Income
Interest Income 17 83,922 1 83,790
All Other Income 10,094 375
---------- ---------- -------- --------
Total Income 17 94,016 1 84,165
Expenses
Professional Fees 7,450 112,847 78,142
Payroll Taxes and
Insurance 866 50,688 49,422
Interest and
Bank Fees 412 23,482 17 19,112
Taxes and Licenses 30 7,873 7,052
Other 4,620 8,953 3,114
Assessments 20,000 20,000 0
Right to Mine 31,000
Other Operating Costs 576,635 574,565
Rounding 2 2
---------- ---------- -------- --------
Total Expenses 33,378 831,480 17 731,409
Net Loss (33,361) (737,464) (16) (647,244)
Extra Ordinary
Transactions-Acquistions
See Notes 3 and 4 (341,796)
Accumulated Deficit
- Start of Year (1,045,899) 0 (608,279) 0
---------- ---------- -------- --------
Accumulated Deficit
- End of Year (1,079,260) (1,079,260) (608,295) (647,244)
========== ========== ======== ========
See accompanying accountant's report and notes, which are integral
parts of these financial statements
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Iron Mask Mining Company
A Development Stage Corporation
Statement of Cash Flows
For the Three Months Ended - September 30, 2000 and 1999
Year Ended Cumulative Year Ended Cumulative
09/30/00 Total 09/30/00 Total
Cash Flow from Operating Activities
Net Loss (33,361) (707,912) (16) (615,092)
Adjustments to Reconcile
to Net Cash
Depreciation Expense 47,208 47,208
Loss on Sale of Land 452 452
Changes in Operating Assets
(Increase) Decrease in
Prepaid Insurance 750 (750)
Increase (Decrease) in
Payble Accounts 17,227 20,920 1,419
----------- --------- -------- ---------
Net Cash (Used) Provided
by Operating Activities (15,384) (639,332) (16) (566,763)
Cash Flow from Investing
Activities
Sale of Land 73,397 15,568
Purchase of Property (150,609) (150,609)
----------- --------- -------- ---------
Net Cash (Used) Provided by
Investing Activities 0 (77,212) 0 (135,041)
Cash Flow from Financing
Activities
Common Stock Proceeds 704,506 673,506
Loan Proceeds 12,748 46,103 28,355
Loan Repayments (33,355) 0 0
----------- --------- -------- ---------
Net Cash (Used) Provided
by Financing Activities 12,748 717,254 0 701,861
Net Increase (Decrease)
in Cash (2,636) 710 (16) 57
Cash - Start of Year 3,346 0 73 0
----------- --------- -------- ---------
Cash - End of Year 710 710 57 57
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See accompanying accountant's report and notes, which are integral parts of
these financial statements.
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Iron Mask Mining Company
A Development Stage Company
Notes to the Financial Statements
September 30, 2000
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Development Stage Company - General Accounting In June 1975, the Financial
Accounting Standards Board (FASB) issued Statement of Financial Standards No
7 effective for fiscal periods beginning after January 1, 1976, for companies
in the development stage. That statement requires that such companies follow
the same accounting practices as operating companies and, thus, defer only
those costs which an operating company would normally defer and that dollar
amounts be assigned to shares issued for noncash considerations.
Development Activities The primary business purpose of the Company is the
purchase and development of mining properties. The realization of profits
and recovery of development costs are dependent upon increased market values
and the recover ability of the minerals of the Company's properties.
Cash and Cash Equivalents For the purpose of the statement of cash flows,
the Company considers all highly liquid debt instruments with a maturity of
three months or less to be cash equivalents.
Notes Payable The Company had various notes payable to individuals. These
notes are to Bob Evans, Gerald Sarff, and Bob and Don Delany in the
respective amounts of $5,476, $4,867, and $2,405. These individuals are
related parties to Iron Mask Mining Company.
Income Taxes The Company files its corporate income tax returns as a
development stage company. Accordingly, all income and expense items are
being capitalized as development costs.
NOTE 2: CUMULATIVE DATA
Cumulative data has been recorded on the Statement of Income and Accumulated
Deficit and the Statement of Cash Flows. The cumulative data is from May 1,
1957, the date of organization, to September 30, 2000. Also included in
Deficit accumulated is the amount incurred by Yellow Pine Resources Inc. See
Notes 3 and 4 for more information.
NOTE 3: ACQUISITION AGREEMENT YELLOW PINE RESOURCES INC
The Company entered an agreement with Yellow Pine Resources Inc to acquire
all of the outstanding shares of Yellow Pine Resources Inc in a stock for
stock exchange. After concluding the transaction, Iron Mask Mining Company
owns 100% of the outstanding stock of Yellow Pine Resources Inc. Iron Mask
Mining Company issued 6,000,000 shares to the shareholders of record of
Yellow Pine Resources Inc. Iron Mask received $341,796 of capitalized
development costs and the applicable mining leases and other assets of Yellow
Pine Resources. $300,000 has been included as Common stock and $41,796 as
additional paid in capital.
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Iron Mask Mining Company
A Development Stage Company
Notes to the Financial Statements
September 30, 2000
NOTE 4: CONSOLIDATION INFORMATION
Included in the deficit accumulated during development stage activities is
$341,796 incurred by Iron Mask Mining Company's wholly owned subsidiary
Yellow Pine Resources Inc. See Note 3 for more information concerning the
acquisition of Yellow Pine Resources Inc.
NOTE 5: LAND SALE
During the year ended June 30, 2000, the company sold some land. This land
was acquired in approximately 1957 and the recorded book basis was $132,588
for land, buildings, and equipment. The buildings and equipment had been
fully depreciated over their useful lives, and were either included in the
sale or had been discarded over the years and not recorded. The Company
currently does not own any real property, improvements, or equipment. The
sales price for the land, net of selling expenses was $57,829. The loan from
Montana Land Investments LLC, plus interest, was paid directly by the title
company.
NOTE 6: AMERICAN DIATOMITE LLC AGREEMENT AND RELATED PARTY ACTIVITY
In May of 1999, Iron Mask Mining Company entered into an agreement American
Diatomite LLC. Under the terms of this agreement, Iron Mask Mining Company
issued to American Diatomite LLC 6,200,000 shares of restricted common stock,
par value $0.005. Iron Mask Mining Company received in exchange for this
stock, the right to mine and develop of property currently owned by American
Diatomite LLC. There is a provision for an option to purchase in 5 years.
Two of the principals in American Diatomite LLC also serve on the board of
directors of Iron Mask Mining Company. Thus, the agreement with American
Diatomite LLC is considered a related party transaction. This transaction
has been recorded as a credit to common stock of $31,000 and a Right to Mine
operating expense. The value of this transaction was recorded at par value
for the stock.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION
The Company is a mining company engaged in exploration and development
activities. The Company is pursuing opportunities within the mining industry
as well as other industries. The Company filed Form 10-SB General Form for
Registration of Securities with the Security and Exchange Commission on March
22, 2000. The Company's registration became effective on April 26, 2000.
Pennaluna and Company has made formal application with NASD (National
Association of Security Dealers) to list Iron Mask Mining Company's stock on
the electronic bulletin board. Public trading will begin when and if the
application is approved. The Company expects its shares will be listed on
the bulletin board exchange before calendar year end. The Company's fiscal
year end is June 30th.
OVERVIEW
The Company was formed on May 16, 1957 and engaged in mining activities
from 1957 to 1991. From 1991 to February 1999 the Company was inactive. On
March 5, 1999, the Company acquired 100% of the stock of Yellow Pine
Resources, Inc., in exchange for 6,000,000 shares of the Company's common
stock. On May 10th, 2000, the Company entered into an agreement with
American Diatomite, L.L.C., to develop, mine and retain profits from 42
unpatented mining claims in exchange for 6,200,000 shares of iron Mask Mining
Company common stock. The Company has a five-year option to purchase the 42
mining claims for $3,000,000 from American Diatomite, L.L.C. The $3,000,000
purchase option price is exclusive of capital gains taxes incurred by
American Diatomite, L.L.C.
Revenues
The Company's revenues of $17 for the first quarter ended September 30,
2000 was derived entirely from interest income, compared to total revenues of
$1 from interest income for the same period in the prior year.
Expenses
Total expenses for the first quarter ended September 30, 2000 and
September 30, 1999 were $33,378 and $17 respectively. In the current quarter
significant costs were related to the registration and filing requirements of
the Company's common stock. Professional fees were $7,450 and zero
respectively and were related to the costs of registering the Company's stock
and SEC filings. Interest expense on short-term loans was $398 and zero
respectively. Taxes and license costs were $ 30 and zero for each period.
Insurance costs were $766 and zero respectively. Assessment expense was
$20,000 and zero for each period. Other costs were $4,620 and zero
respectively. Amounts included as other costs were related to office
expenses, office supplies, travel and miscellaneous expenses.
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FINANCIAL CONDITION
Liquidity
Cash decreased $2,636 during the quarter. Prepaid insurance decreased $750.
Accounts payable increased $19,600 due to assessment and professional fees
incurred. Interest payable decreased $2,373. The interest payable amounts
were added to notes payable to related parties. Long-term debt increased
$12,748. All long-term debt is owed to related parties.
Capital Requirements
The Company's stock registration, listing, and subsequent offering will allow
the Company to raise the capital needed to pursue its long-term goals of
developing its gold and diatomite mining operation and other opportunities
identified by management.
PART II
ITEM 6. EXHIBITS.
Exhibit No. Description
27 Financial Data Schedule.
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.
Dated this 14th day of November, 2000.
IRON MASK MINING COMPANY
(Registrant)
By: /s/ Robert Evans
Robert Evans, Vice President,
Treasurer, Chief Financial Officer,
and member of the Board of
Directors