UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended June 30, 2001
[ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act
of 1934
For the transition period to
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Commission File Number 0-25827
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BRADEN TECHNOLOGIES INC.
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(Exact name of small Business Issuer as specified in its charter)
Nevada 88-0419475
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
Suite 505 - 1155 Robson Street
Vancouver, British Columbia, Canada V6E 1B5
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: 604-689-1659
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(Former name, former address and former fiscal year, if changed since
last report)
Check whether the issuer (1) 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 issuer was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days [X] Yes [ ] No
State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date: 2,850,000 Shares of $.001 par value
Class A Common Stock outstanding as of June 30, 2001.
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements
The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-QSB and Item 310 (b) of Regulation S-B, and,
therefore, do not include all information and footnotes necessary for a complete
presentation of financial position, results of operations, cash flows, and
stockholders" equity in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been included and all such adjustments are of a normal recurring nature.
Operating results for the six months ended June 30, 2001 are not necessarily
indicative of the results that can be expected for the year ending December 31,
2001.
BRADEN TECHNOLOGIES, INC.
(An Exploration Stage Company)
FINANCIAL STATEMENTS
JUNE 30, 2001
(Unaudited)
(Stated in U.S. Dollars)
BRADEN TECHNOLOGIES, INC.
(An Exploration Stage Company)
BALANCE SHEET
(Unaudited)
(Stated in U.S. Dollars)
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JUNE 30 DECEMBER 31
2001 2000
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ASSETS
Current
Cash $ 1,548 $ 1,702
Mineral Property (Note 3) 1,000 1,000
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$ 2,548 $ 2,702
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LIABILITIES
Current
Accounts payable $ 37,570 $ 23,122
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SHAREHOLDERS' DEFICIENCY
Share Capital
Authorized:
25,000,000 common shares, par value
$0.001 per share
Issued and Outstanding:
2,850,000 common shares 2,850 2,850
Additional paid-in capital 44,650 44,650
Deficit Accumulated During The Exploration Stage (82,522) (67,920)
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(35,022) (20,420)
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$ 2,548 $ 2,702
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BRADEN TECHNOLOGIES, INC.
(An Exploration Stage Company)
STATEMENT OF LOSS AND DEFICIT
(Unaudited)
(Stated in U.S. Dollars)
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INCEPTION
FEBRUARY 17
THREE MONTHS ENDED SIX MONTHS ENDED 1999 TO
JUNE 30 JUNE 30 JUNE 30
2001 2000 2001 2000 2001
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Expenses
Bank charges, interest and foreign
exchange $ 408 $ 62 $ 247 $ 171 $ 866
Mineral property exploration
expenditures - - - - 3,972
Professional fees 6,101 2,041 7,795 9,090 43,991
Office and sundry 269 240 560 735 5,265
Office facilities and services 3,000 3,000 6,000 6,000 28,428
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Net Loss For The Period 9,778 5,343 14,602 15,996 $ 82,522
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Deficit Accumulated During
The Exploration Stage, Beginning Of
Period 72,744 52,176 67,920 41,523
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Deficit Accumulated During The
Exploration Stage, End Of Period $ 82,522 $ 57,519 $ 82,522 $ 57,519
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Net Loss Per Share $ 0.01 $ 0.01 $ 0.01 $ 0.01
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Weighted Average Number Of Shares
Outstanding 2,850,000 2,850,000 2,850,000 2,850,000
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BRADEN TECHNOLOGIES, INC.
(An Exploration Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
(Stated in U.S. Dollars)
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INCEPTION
FEBRUARY 17
THREE MONTHS ENDED SIX MONTHS ENDED 1999 TO
JUNE 30 JUNE 30 JUNE 30
2001 2000 2001 2000 2001
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Cash Flows From Operating Activities
Net loss for the period $ (9,778) $ (5,343) $ (14,602) $ (15,996) $ (82,522)
Adjustment To Reconcile Net Loss To
Net Cash Used By Operating
Activities
Change in accounts payable 9,700 3,964 14,448 11,830 37,570
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(78) 1,379 (154) (4,166) (44,952)
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Cash Flows From Investing Activity
Mineral property - - - - (1,000)
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Cash Flows From Financing Activity
Share capital issued - - - - 47,500
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Increase (Decrease) In Cash (78) (1,379) (154) (4,166) 1,548
Cash, Beginning Of Period 1,626 3,868 1,702 6,655 -
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Cash, End Of Period $ 1,548 $ 2,489 $ 1,548 $ 2,489 $ 1,548
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BRADEN TECHNOLOGIES, INC.
(An Exploration Stage Company)
STATEMENT OF STOCKHOLDERS' DEFICIENCY
JUNE 30, 2001
(Unaudited)
(Stated in U.S. Dollars)
Common Stock
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Additional
Paid-In
Shares Amount Capital Deficit Total
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Shares issued for cash at
$0.01 2,750,000 $ 2,750 $ 24,750 $ - $ 27,500
Shares issued for cash at
$0.20 100,000 100 19,900 - 20,000
Net loss for the period - - - (41,523) (41,523)
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Balance, December 31, 1999 2,850,000 2,850 44,650 (41,523) 5,977
Net loss for the year - - - (26,397) (26,397)
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Balance, December 31, 2000 2,850,000 2,850 44,650 (67,920) (20,420)
Net loss for the period - - - (14,602) (14,602)
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Balance, June 30, 2001 2,850,000 $ 2,850 $ 44,650 $ (82,522) $ (35,022)
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BRADEN TECHNOLOGIES, INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2001
(Unaudited)
(Stated in U.S. Dollars)
1. NATURE OF OPERATIONS
a) Organization
The Company was incorporated in the State of Nevada, U.S.A. on February
17, 1999.
b) Exploration Stage Activities
The Company is in the process of exploring its mineral property and has
not yet determined whether the property contains ore reserves that are
economically recoverable.
The Company is in the exploration stage; therefore, recovery of its
assets is dependent upon future events, the outcome of which is
indeterminable. In addition, successful completion of the Company's
exploration program and its transition, ultimately to the attainment of
profitable operations, is dependent upon obtaining adequate financing to
fulfil its exploration activities and achieve a level of sales adequate
to support its cost structure.
2. SIGNIFICANT ACCOUNTING POLICIES
The financial statements of the Company have been prepared in accordance
with generally accepted accounting principles in the United States.
Because a precise determination of many assets and liabilities is dependent
upon future events, the preparation of financial statements for a period
necessarily involves the use of estimates which have been made using
careful judgement.
The 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:
a) Mineral Property and Related Deferred Exploration Expenditures
The Company capitalizes the acquisition costs of mineral properties in
which it has a continuing interest to be amortized over the recoverable
reserves when a property reaches commercial production. On abandonment
of any property, applicable acquisition costs will be written off. To
date, the Company has not established the commercial feasibility of its
mineral property, therefore, all exploration expenditures are being
expensed.
BRADEN TECHNOLOGIES, INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2001
(Unaudited)
(Stated in U.S. Dollars)
2. SIGNIFICANT ACCOUNTING POLICIES (Continued)
a) 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 revenues and expenses
for the reporting period. Actual results could differ from these
estimates.
b) Foreign Currency Translation
The Company's functional currency is the U.S. dollar. Transactions in
foreign currency are translated into U.S. dollars as follows:
i) monetary items at the rate prevailing at the balance sheet date;
ii) non-monetary items at the historical exchange rate;
iii) revenue and expense at the average rate in effect during the
applicable accounting period.
c) Income Taxes
The Company has adopted Statement of Financial Accounting Standards No.
109 - "Accounting for Income Taxes" (SFAS 109). This standard requires
the use of an asset and liability approach for financial accounting and
reporting on income taxes. If it is more likely than not that some
portion or all of a deferred tax asset will not be realized, a valuation
allowance is recognized.
d) Net Loss Per Share
The net loss per share is calculated using the weighted average number of
common shares outstanding during the year. Fully diluted loss per share
is not presented, as the impact of the exercise of options is anti-
dilutive.
BRADEN TECHNOLOGIES, INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2001
(Unaudited)
(Stated in U.S. Dollars)
3. MINERAL PROPERTY
The Company has entered into an option agreement to acquire a 50% interest
in the Secret Basin, Nevada property for the following consideration:
- cash payment of U.S. $1,000;
- exploration expenditures totalling U.S. $250,000 by February 28, 2002,
U.S. $10,000 of which must be expended by December 31, 2001.
Consideration to date $ 1,000
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4. CONTINGENCY
Mineral Property
The Company's mineral property interest has been acquired pursuant to an
option agreement. In order to retain its interest, the Company must satisfy
the terms of the option agreement described in Note 3.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Company is a natural resource company engaged in the acquisition,
exploration and development of mineral properties. The Company has an interest
in certain properties located in Nevada, and intends to carry out exploration
work on this property in order to ascertain whether it possesses commercially
developable quantities of gold and other precious minerals.
The Company holds an option agreement from Miranda Industries Inc. ("Miranda")
to acquire a 50% interest in the "Secret Basin" project situated in the State of
Nevada (the "Basin claims"). The consideration paid by the Company to Miranda
for the grant of the Option at the time of execution was $1,000 US. The Option
is exercisable by the Company incurring the following property exploration
expenditures on the Basin claims:
1. The Company received an extension to perform initial exploration
expenditures in the amount of $10,000 US by December 31, 2001; and
2. Cumulative exploration expenditures in the amount of $250,000 US by February
28, 2002.
The Company has not incurred exploration expenditures to date on the Basin
Claims which can be applied towards exercise of the Option.
Upon the Company acquiring a 50% interest in the Basin claims by exercise of the
Option, the Company and Miranda will enter into a joint venture for the purpose
of further exploring and developing and, if economically and politically
feasible, constructing and operating a mine on the Basin claims.
Plan of Operations
With its current cash position, the Company cannot complete Phase I without
additional financing. The approximate cost of the Phase I work program is
$10,000. If the Company is not successful in raising additional financing, the
Company may attempt to negotiate another extension to the date for the
completion of the required exploration expenses under the option agreement. If
the Company does not negotiate an extension then the Company's interest in the
property will terminate. There is no assurance that the Company will be able to
negotiate any extension or obtain additional financing if an extension is
negotiated.
Completion of Phase Two of the exploration program (as described in the First
Amended Form 10-SB Registration Statement) is conditional upon completion of
Phase I. If the Company determines to proceed with Phase Two, it will need
additional financing which it intends to obtain through a private offering of
stock to accredited investors under Regulation D of the Securities Act of 1933.
The Company's primary source of funds since incorporation has been through the
issue of its common stock. The Company has no revenue from mining to date and
does not anticipate mining revenues in the foreseeable future.
The Company had cash on hand in the amount of $1,548 as of June 30, 2001
compared to $1,702 for the period ending December 31, 2000. (The Company was
incorporated Feb 18, 1999) The Company will require additional funding in order
to complete Phase I of the exploration program.
The Company's general and administrative expenses were $9,778 for the three
month period ending June 30, 2001 compared to $5,343 for the three month period
ending June 30, 2000. Of the above amount, $3,000 was paid to Senate Capital
under the management services agreement. There are limited resources to
continue paying the fee of $1,000 per month under the Management Agreement with
Senate Capital. The Company will require additional funding in order to finance
its ongoing general and administrative expenses. There is no assurance that the
Company will obtain the necessary financing.
The Company incurred professional fees of $6,101 for the three month period
ending June 30, 2001 compared to $2,041 for the three month period ending June
30, 2000.
In addition, the Company does not have sufficient cash to pay for its overhead
expenses including professional fees associated with the Company's ongoing
obligations as a reporting company under the Securities Exchange Act of 1934.
The Company has not purchased or sold any plant or significant equipment and
does not expect to do so in the foreseeable future.
The Company currently has no employees, and does not expect to hire any
employees in the foreseeable future. The Company conducts its business through
agreements with consultants and arms-length third parties.
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995
From time to time, the "Company will make written and oral forward-looking
statements about matters that involve risk and uncertainties that could cause
actual results to differ materially from projected results. Important factors
that could cause actual results to differ materially include, among others:
* Fluctuations in the market prices of gold
* General domestic and international economic and political conditions
* Unexpected geological conditions or rock instability conditions resulting
in cave-ins, flooding, rock-bursts or rock slides
* Difficulties associated with managing complex operations in remote areas
* Unanticipated milling and other processing problems
* The speculative nature of mineral exploration
* Environmental risks
* Changes in laws and government regulations, including those relating to
taxes and the environment
* The availability and timing of receipt of necessary governmental permits
and approval relating to operations, expansion of operations, and
financing of operations
* Fluctuations in interest rates and other adverse financial market
conditions
* Other unanticipated difficulties in obtaining necessary financing
* The failure of equipment or processes to operate in accordance with
specifications or expectations
* Labor relations
* Accidents
* Unusual weather or operating conditions
* Force majeure events
* Other risk factors described from time to time in the Company's filings
with the Securities and Exchange Commission.
Many of these factors are beyond the Company's ability to control and predict.
Investors are cautioned not to place undue reliance on forward-looking
statements. The Company disclaims any intent or obligation to update its
forward-looking statements, whether as a result of receiving new information,
the occurrence of future events, or otherwise.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K.
(a) Reports on Form 8-K--None
SIGNATURES
In accordance with the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BRADEN TECHNOLOGIES INC.
Date: July 31, 2001
By: /s/ Peter Bell
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PETER BELL, Director, President
Chief Executive Officer