UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2008
Commission file number 333-148735
JASPER VENTURES INC.
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
69 Ross Street West #638
Moose Jaw, Saskatchewan S6H 2M0
(Address of principal executive offices, including zip code.)
(416)981-7838
(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 [ ] 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 [ ] 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 [X] NO [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 6,160,000 shares as of January 31,
2008
ITEM 1. FINANCIAL STATEMENTS
The un-audited quarterly financial statements for the period ended January 31,
2008, prepared by the company, immediately follow.
2
JASPER VENTURES INC.
(An Exploration Stage Company)
BALANCE SHEET
(UNAUDITED)
- --------------------------------------------------------------------------------
January 31,
2008
- $ -
-------
ASSETS
Current
Cash 42,325
-------
Total current assets 42,325
-------
TOTAL ASSETS 42,325
=======
LIABILITIES
TOTAL LIABILITIES 0
-------
STOCKHOLDERS' EQUITY
Common stock
Authorized:
75,000,000 common shares with a par value of $0.001
Issued and outstanding:
6,160,000 common shares 6,160
Additional paid in capital 63,840
Deficit accumulated during the exploration stage (27,675)
-------
Total stockholders' equity 42,325
-------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 42,325
=======
See accompanying summary of accounting policies and
notes to financial statements
3
JASPER VENTURES INC.
(An Exploration Stage Company)
STATEMENTS OF OPERATIONS
(UNAUDITED)
- --------------------------------------------------------------------------------
Period from Period from
Three months November 28, 2006 November 28, 2006
ended (Inception) to (Inception) to
January 31, January 31, January 31,
2008 2007 2008
- $ - - $ - - $ -
--------- --------- ---------
Exploration expenditures -- -- 4,000
Management fees 3,000 -- 14,000
General and administrative 2,325 4 9,675
--------- --------- ---------
Net loss (5,325) (4) (27,675)
========= ========= =========
Basic and diluted net loss per share (0.00) (0.00)
Weighted average number of shares outstanding 6,160,000 3,400,313
========= =========
See accompanying summary of accounting policies and
notes to financial statements
4
JASPER VENTURES INC.
(An Exploration Stage Company)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
- --------------------------------------------------------------------------------
Period from Period from
Three months November 28, 2006 November 28, 2006
ended (Inception) to (Inception) to
January 31, January 31, January 31,
2008 2007 2008
- $ - - $ - - $ -
------- ------- -------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss (5,325) (4) (27,675)
Adjustments to reconcile net loss to cash
used by operating activities:
Donated Services 4,500 -- 21,000
------- ------- -------
CASH FLOWS USED IN OPERATING ACTIVITIES (825) (4) (6,675)
------- ------- -------
CASH FLOWS FROM FINANCING ACTIVITIES
Cash received from sale of common stock -- 7,400 49,000
------- ------- -------
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES -- 7,400 49,000
------- ------- -------
NET INCREASE (DECREASE) IN CASH (825) 7,396 42,325
CASH, BEGINNING OF PERIOD 43,150 -- --
------- ------- -------
CASH, END OF PERIOD 42,325 7,396 42,325
======= ======= =======
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid -- -- --
======= ======= =======
See accompanying summary of accounting policies and
notes to financial statements
5
JASPER VENTURES INC.
NOTES TO FINANCIAL STATEMENTS
(An Exploration Stage Company)
January 31, 2008
- --------------------------------------------------------------------------------
1. BASIS OF PRESENTATION
The accompanying unaudited interim financial statements of Jasper Ventures, Inc.
("Jasper" or the "Company") have been prepared in accordance with accounting
principles generally accepted in the United States of America and the rules of
the Securities and Exchange Commission ("SEC"), and should be read in
conjunction with the audited financial statements and notes thereto contained in
the Company's Annual Report filed with the SEC on Form SB-2. In the opinion of
management, all adjustments, consisting of normal recurring adjustments,
necessary for a fair presentation of financial position and the results of
operations for the interim periods presented have been reflected herein. The
results of operations for our interim periods are not necessarily indicative of
the results to be expected for the full year. Notes to the financial statements
that would substantially duplicate the disclosure contained in the audited
financial statements for fiscal 2007, as reported in the Form SB-2, have been
omitted.
These financial statements have been prepared on a going concern basis which
assumes the Company will be able to realize its assets and discharge its
liabilities in the normal course of business for the foreseeable future. The
Company anticipates future losses in the development of its business raising
substantial doubt about the Company's ability to continue as a going concern.
The ability to continue as a going concern is dependent upon the Company
generating profitable operations in the future and/or to obtain the necessary
financing to meet its obligations and repay its liabilities arising from normal
business operations when they come due. Management intends to finance operating
costs over the next twelve months with existing cash on hand, loans from
directors and/or issuance of common shares.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
FORWARD LOOKING STATEMENTS
This section of this 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 our 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. We are an exploration stage company
and have not yet generated or realized any revenues.
BUSINESS
Jasper Ventures Inc. was incorporated in Nevada on November 28, 2006 to engage
in the acquisition, exploration and development of natural resource properties.
We are an exploration stage company with no revenues and limited operating
history. The principal executive offices are located at 69 Ross Street West
#638, Moose Jaw, Saskatchewan. The telephone number is (416)981-7838.
Our mineral claim has been acquired per Quebec government requirements and we
hired a professional geologist to prepare a geological report. We have not yet
commenced any exploration activities on the claim. Our property, known as the
River Property may not contain any mineral reserves and funds that we spend on
exploration will be lost. Even if we complete our current exploration program
and are successful in identifying a mineral deposit we will be required to
expend substantial funds to bring our claim to production. The cost of the
proposed exploration program is $60,776. We plan to commence the first phase of
the exploration program in the spring of 2008.
The property is situated in the Otish Mountains, 199 miles northeast of the town
of Chibougamau, near the geographic centre of the Province of Quebec. The
nearest population centre is the Cree Village of Mistissini, 53 miles by road
north of Chibougamau. The nearest all weather road is the access road from
Mistissini to the float plane base at Riviere Temiscamie, where a single
Turbo-Otter float-plane is stationed and available for charter. The distance
from Temiscamie to the property is 102 miles. There is no permanent population
or developed infrastructure in the area. The property can be reached by float
plane (summer), or ski plane (winter), from Riviere Temiscamie or a helicopter
can be chartered in Chibougamau. The area has a continental climate typical for
this latitude, characterised by long winters lasting from late October to late
April and short, cool summers with temperatures up to 59 degrees. Lakes freeze
over in late October and are usable again for float planes in early May. Most
precipitation falls in the form of snow during the wintertime with accumulations
of several meters considered normal. Total precipitation averages 32 inches.
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RESULTS OF OPERATIONS
We have generated no revenues since inception and have incurred $27,675 in
expenses through January 31, 2008.
The following table provides selected financial data about our company for the
period ended January 31, 2008.
Balance Sheet Data: 1/31/08
------------------- -------
Cash $42,325
Total assets $42,325
Total liabilities $ 0
Shareholders' equity $42,325
In December 2006, a total of 5,000,000 shares of common stock were issued in
exchange for $5,000 US, or $.001 per share. These securities were issued to the
directors of the company.
In January 2007 we offered and sold 240,000 common stock shares at $0.01 per
share to 6 non-affiliated private investors for proceeds of $2,400. In April
2007 we offered and sold 360,000 common stock shares at $0.01 per share to 9
non-affiliated private investors for proceeds of $3,600. In September 2007 we
offered and sold 360,000 common stock shares at $0.05 per share to 18
non-affiliated private investors for proceeds of $18,000. In October 2007 we
offered and sold 200,000 common stock shares at $0.10 per share to 4
non-affiliated private investors for proceeds of $20,000.
PLAN OF OPERATION
Our cash in the bank at January 31, 2008 was $42,325. We incurred operating
expenses of $5,325 for the three months ended January 31, 2008. As we had no
revenues our net loss for the period was also $5,325. These expenses consisted
of general operating expenses incurred in connection with the day to day
operation of our business and the preparation and filing of our periodic
reports. Our net loss since inception through January 31, 2008 was $27,675.
Our plan of operation for the next twelve months is to complete the first of the
three phases of the exploration program on our claim. In addition to the $19,000
we anticipate spending for the first phase of the exploration program as
outlined below, we anticipate spending an additional $15,000 on professional
fees, including fees payable in connection with the filing of our registration
statement and complying with reporting obligations, and general administrative
costs. Total expenditures over the next 12 months are therefore expected to be
approximately $34,000. If we experience a shortage of funds we may utilize funds
from our directors, however they have no formal commitment, arrangement or legal
obligation to advance or loan funds to the company.
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The following three phase exploration proposal and cost estimate is offered with
the understanding that each phase is contingent upon positive (encouraging)
results being obtained from the prior phases and our ability to raise additional
capital:
Phase 1 DATA EVALUATION AND PROSPECTING Aeromagnetic data for the claim area
should be researched for anomalies potentially caused by kimberlite. Priority
areas for prospecting will be any such aeromagnetic anomalies. A team of 2
prospectors can systematically cover the area to prospect for kimberlite rocks
in float or in outcrop in 10 to 15 days. Any kimberlite rock found will be
sampled and analyzed for diamonds and diamond indicator minerals.
Phase 2 GEOCHEMICAL SAMPLING: All aeromagnetic kimberlite targets found will be
prospected in detail and systematic soil sampling will be done along lines
spaced no more than 100 m apart and with samples at 50 or 25 meter intervals.
Aeromagnetic targets totally covered by overburden should also be sampled.
Sampling methods should follow the MMI protocol and samples need to be analyzed
at a specialized MMI laboratory. Positive results will be the outline of
kimberlite bodies, through indicator element signatures. Total duration of the
field campaign depends on the number of targets present. Duration will be 1 to 2
days per target for a 2 person prospecting-sampling crew. Processing of samples
during summer can be up to 6 weeks
Phase 3 Drilling: Positive targets will need to be drill tested, The amount of
drilling will depend on the success of phase 1 and 2.
BUDGET
PHASE 1 PROSPECTING AND RESEARCH C $ US $
- ---------------------------------- ----- -----
Mobilization anf travel cost to Chibougamau 2,500 2,375
Prospector 8 days @ $375/day 2,800 2,660
Assisstant 8 days @ $275/day 2,200 2,090
Camping equipment and food 2,500 2,375
Floatplane rental 6,000 5,700
Organization planning and aeromagnetic research 4,000 3,800
------ ------
TOTAL 20,000 19,000
PHASE 2 GEOCHEMICAL SAMPLING
- ----------------------------
Mobilization anf travel cost to Chibougamau 2,500 2,375
Technician 15 days @ $400/day 6,000 5,700
Assisstant 15 days @ $275/day 4,125 3,919
Camping equipment and food 2,500 2,375
Floatplane rental 6,000 5,700
Sampling equipment 600 570
MIM analysis 250 samples @ C$35 8,750 8,313
Sample shipping 500 475
Drafting Interpretation and report 8,000 7,600
Assessment fees 2,000 1,900
Organization planning and aeromagnetic research 3,000 2,850
------ ------
TOTAL 43,975 41,777
------
OVERALL TOTAL 60,777
======
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We plan to commence Phase 1 of the exploration program on the claim in the
spring of 2008. We expect this phase to take 8 days to complete and an
additional one to two months for the geologist to prepare his report.
The above program costs are management's estimates based upon the
recommendations of the professional geologist's report and the actual project
costs may exceed our estimates. To date, we have not commenced exploration.
Following phase one of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with phase two of our
exploration program. Subject to financing and the results of phase one, we
anticipate commencing with phase 2 in summer 2008 or spring 2009. We have a
verbal agreement with Andre Pauwels, the professional geologist who prepared the
geology report on the River property, to retain his services for our planned
exploration program. We will require additional funding to proceed with any
subsequent work on the claim; we have no current plans on how to raise the
additional funding. We cannot provide any assurance that we will be able to
raise sufficient funds to proceed with any work after the first phase of the
exploration program.
LIQUIDITY AND CAPITAL RESOURCES
Our cash balance at January 31, 2008 was $42,325, with no outstanding
liabilities. Total expenditures over the next 12 months are expected to be
approximately $34,000. We are an exploration stage company and have generated no
revenue to date.
ITEM 4. CONTROLS AND PROCEDURES.
Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer, we have
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is recorded, processed, summarized and reported within the time periods
specified in SEC rules and forms relating to our company, particularly during
the period when this report was being prepared.
Additionally, there were no significant changes in our internal controls or in
other factors that could significantly affect these controls subsequent to the
evaluation date. We have not identified any significant deficiencies or material
weaknesses in our internal controls, and therefore there were no corrective
actions taken.
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PART II. OTHER INFORMATION
ITEM 6. EXHIBITS.
The following exhibits are included with this quarterly filing. Those marked
with an asterisk and required to be filed hereunder, are incorporated by
reference and can be found in their entirety in our original Form SB-2
Registration Statement, filed under SEC File Number 333-148735, at the SEC
website at www.sec.gov:
Exhibit No. Description
----------- -----------
3.1 Articles of Incorporation*
3.2 Bylaws*
31.1 Sec. 302 Certification of Principal Executive Officer
31.2 Sec. 302 Certification of Principal Financial Officer
32.1 Sec. 906 Certification of Principal Executive Officer
32.2 Sec. 906 Certification of Principal Financial Officer
SIGNATURES
Pursuant to the requirements of Section 13(a) or 15(d) 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.
March 10, 2008 Jasper Ventures, Inc., Registrant
/s/ Jean Smith
--------------------------------------------------
By: Jean Smith
(Principal Executive Officer, Principal Financial
Officer, Principal Accounting Officer & Director)
/s/ Allen Bond
--------------------------------------------------
By: Allen Bond
(Director)
In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
March 10, 2008 Jasper Ventures, Inc., Registrant
/s/ Jean Smith
--------------------------------------------------
By: Jean Smith
(Principal Executive Officer, Principal Financial
Officer, Principal Accounting Officer & Director)
/s/ Allen Bond
--------------------------------------------------
By: Allen Bond
(Director)
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