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GRAPHIC - PDF VERSION - Riverdale Mining Inc.riverdale10qfor06302010.pdf
EX-31.1 - SOX SECTION 302(A) CERTIFICATION OF THE CEO & CFO - Riverdale Mining Inc.exh311.htm
EX-32.1 - SOX SECTION 906 CERTIFICATION OF THE CEO & CFO - Riverdale Mining Inc.exh321.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-Q

[X]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2010

 

 

 

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 000-53309

RIVERDALE MINING INC.
(Exact name of registrant as specified in its charter)

NEVADA

68-0672900

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification No.)

20 Carl Crescent
Toronto, Ontario
Canada M1W 3R2
(Address of principal executive offices, including zip code.)

1-877-536-0333
(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 by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [   ] No [   ]

 

 

 



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] 

(Do not check if a smaller reporting company) 

 

 

 

 

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: 7,000,000 as of August 16, 2010.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2



RIVERDALE MINING INC.

FORM 10-Q
June 30, 2010
INDEX

 

PART I-- FINANCIAL INFORMATION

Item 1.

Financial Statements (Unaudited)

Item 2.

Management's Discussion and Analysis of Financial Condition

Item 3

Quantitative and Qualitative Disclosures About Market Risk

Item 4T.

Control and Procedures

PART II-- OTHER INFORMATION

Item 1

Legal Proceedings

Item 1A

Risk Factors

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.

Defaults Upon Senior Securities

Item 4.

Removed and Reserved

Item 5.

Other Information

Item 6.

Exhibits

SIGNATURE

EXHIBIT INDEX

 

 

 

 

 

 

 

 

 

 

3



PART I - Financial Information

ITEM 1.     FINANCIAL STATEMENTS

Riverdale Mining Inc.
(An Exploration Stage Company)

June 30, 2010

 

Balance Sheets (unaudited)

F-1

 

Statements of Expenses (unaudited)

F-2

 

Statements of Cash Flows (unaudited)

F-3

 

Notes to (unaudited) Financial Statements

F-4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4



RIVERDALE MINING INC.

(AN EXPLORATION STAGE COMPANY)

BALANCE SHEETS
(Unaudited)

         
         

ASSETS

 

June 30,

 

March 31,

   

2010

 

2010

CURRENT ASSETS

        Cash

$

6,238

$

128

         

TOTAL ASSETS

$

6,238

$

128

         

LIABILITIES AND STOCKHOLDERS' DEFICIT

       
         
 

CURRENT LIABILITIES

     

 

Accounts payable

$

10,000

$

10,705

 

Accounts payable - related party

 

20,490

 

3,701

           
 

TOTAL LIABILITIES

 

30,490

 

14,406

         
           
         
 

STOCKHOLDERS' DEFICIT

       

Preferred Stock, 100,000,000 shares authorized, $0.00001 par value. No shares are issued and outstanding

-

-

Common stock, 100,000,000 shares authorized, $0.00001 par value; 7,000,000 shares issued and outstanding


70


70

   

Additional paid-in capital

 

199,980

 

199,980

Deficit accumulated during exploration stage

(224,302)

(214,328)

   

TOTAL STOCKHOLDERS' DEFICIT

 

(24,252)

 

(14,278)

         
 

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

$

6,238

$

128

 

 

 

 

 

 

See accompanying condensed notes to interim unaudited financial statements.
F-1

5



RIVERDALE MINING INC.

(AN EXPLORATION STAGE ENTERPRISE)

STATEMENTS OF EXPENSES

(Unaudited)

For the period from March 30,

Three Month
Ended

Three Month Ended

2007 (Inception) Through

June 30, 2010

June 30, 2009

June 30, 2010

EXPENSES

Consulting fees

$

4,500

$

6,525

$

95,482

Legal and accounting

2,500

5,000

66,582

Exploration

-

-

14,000

Other general and administrative

2,974

3,944

48,238

NET LOSS

$

(9,974)

$

(15,469)

(224,302)

NET LOSS PER COMMON SHARE- BASIC AND DILUTED


$


(0.00)

$


(0.00)

 

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC AND DILUTED

7,000,000

 

7,000,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying condensed notes to interim unaudited financial statements.
F-2

6



RIVERDALE MINING INC.

(AN EXPLORATION STAGE COMPANY)

STATEMENTS OF CASH FLOWS
(Unaudited)


For the Three


For the Three

For the period from March 30, 2007

Months Ended

Months Ended

(Inception) through

June 30, 2010

June 30, 2009

June 30, 2010

CASH FLOWS FROM OPERATING ACTIVITIES

Net loss

$

(9,974)

$

(15,469)

$

(224,302)

Adjustments to reconcile net loss to net cash used in operating activities:

Increase (decrease) in accounts payable

(705)

-

10,000

Net cash used in operating activities

(10,679)

(15,469)

(214,302)

CASH FLOWS FROM INVESTING ACTIVITIES

-

-

-

CASH FLOWS FROM FINANCING ACTIVITIES

Net advances from (repayments to) related party

16,789

672

20,490

Proceeds from sale of common stock

-

-

200,050

Net cash provided by financing activities

-

-

220,540

Change in cash

6,110

(14,797)

6,238

Cash, beginning of period

$

128

$

52,941

$

-

Cash, end of period

$

6,238

$

38,144

$

6,238

SUPPLEMENTAL CASHFLOW DISCLOSURES

Interest paid

$

-

$

-

$

-

Income taxes paid

$

-

$

-

$

-

 

 

 

 

 

 

 

 

 

See accompanying condensed notes to interim unaudited financial statements.
F-3

7



RIVERDALE MINING INC.

(AN EXPLORATION STAGE COMPANY)

NOTES TO THE FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. - BASIS OF PRESENTATION

The accompanying unaudited interim financial statements of Riverdale Mining Inc., 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, and should be read in conjunction with the audited financial statements and notes thereto contained in Riverdale's Annual Report filed with the SEC on Form 10-K. 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 interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which substantially duplicate the disclosure contained in the audited financial statements for fiscal 2010 as reported in the Form 10-K have been omitted.

NOTE 2. - GOING CONCERN

From March 30, 2007 (date of inception) to June 30, 2010, Riverdale Mining has not generated revenues and has accumulated losses since inception. The continuation of Riverdale Mining as a going concern is dependent upon the continued financial support from its shareholders, the ability of Riverdale Mining to obtain necessary equity financing to continue operations, and the attainment of profitable operations. There is no guarantee that Riverdale Mining will be able to complete any of the above objectives. These factors raise substantial doubt regarding the Riverdale Mining's ability to continue as a going concern.

NOTE 3. - RELATED PARTY TRANSACTIONS

During the quarter ended June 30, 2010 Riverdale Mining Inc's President advanced an additional $19,980 and the Secretary advanced an additional $510 to the company. The company paid $3,701 for prior year advances. The combined balance owed as of June 30, 2010 was $20,490, is unsecured, bears no interest and is due on demand.

NOTE 4 - SUBSEQUENT EVENTS

The Company evaluated all events or transactions that occurred after June 30, 2010 up through the date the Company issued these financial statements and concluded that there were significant or material transactions to be reported. On July 15, 2010, the Company purchased the Sheelagh Creek Gold mining claim for $5,000. The property is registered in our president's name.

On August 4, 2010, the Company allowed its previous mining claims, Rainy Day #1, 2, and 3, (tenure numbers 403434, 403435, 533578) to be forfeited. The Company completed its exploration program and the sample evaluations indicated that there was minimal mineralized material on the property and it was not economically feasible to continue with the claims.

 

F-4

8



ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS.

    This section of this quarterly report on Form 10-Q 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 this annual 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.

Plan of Operation

    We are a start-up, exploration stage corporation and have not yet generated or realized any revenues from our business operations.

    Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we begin removing and selling minerals. There is no assurance we will ever reach this point.

Estimates and Assumptions

    In the preparation of our financial statements, no estimates have been used since there is insufficient historical information in which to base such estimates.

Trends Affecting Our Business

    We do not recognize any trends which will affect our business.  While it appears that we are in a world-wide recession, the demand for mineralized materials remains constant in good or bad economical cycles.

Plan of Operation for the Next Twelve Months

    On July 15, 2010, we purchased the Sheelagh Creek Gold mining claim for $5,000. The property is registered in our president's name.

Geological Information:

    The Sheelagh Creek showing is located on the east wall of a small intermittent stream draining from the north into Sheelagh Creek within the Eskay Creek region of Northwestern British Columbia The showing consists of a 2.5 (8.2 feet) to 3.5-metre (11.5 feet) wide quartz vein striking approximately 045 degrees and dipping about 75 degrees to the northwest. It is traceable over 8 metres (26.25 feet) before it disappears under the surrounding overburden.

    Mineralization consists of disseminated to semi massive pods of pyrite. Three one-metre rock chip samples were taken across the face of vein and produced assay results of 15.77 grams per tonne gold and 41.83 grams per tonne silver over 3.0 meters. A selected grab sample returned values of 61.37 grams per tonne gold and 109.4 grams per tonne silver.

 

9



Plan of Operations:

    A helicpter supported geological mapping and sampling program in combination with a micro-grid soil geochemical survey is recommended. The objective of this work is to locate and sample the exposed vein and locate the potentional extensions of the vein (which are covered by overburden) utilizing the geochemical (soil sampling) survey. As helicopter support is required for this work the estimated cost of the program is $10,000 to $12,000.

    On August 4, 2010, we allowed our previous mining claims, Rainy Day #1, 2, and 3, (tenure numbers 403434, 403435, 533578) to be forfeited. We completed our exploration program and the sample evaluations indicated that there was minimal mineralized material on the property and it was not economically feasible to continue with the claims.

Results of Operations

Period Ended June 30, 2009 Compared to Period Ended June 30, 2010

1.     Revenue and Operating Expenses

    We did not generate any revenue during the period ended June 30, 2010, which remained unchanged from the period ended June 30, 2009. The reason we have not generated any revenue is because we are still in the exploration stage.

    Consulting fee decreased by $2,025 or 31% from $6,525 for the period ended June 30, 2009 to $4,500 for the period ended June 30, 2010. The reason for the decrease was the result of decreased consultants needed for our OTCBB listing.

    Other administrative and general expenses decreased by $970 or 25% from $3,944 for the period ended June 30, 2009 to $2,974 for the period ended June 30, 2010. The decrease was primarily due a reduction telephone and office supply expenses.

2.     Assets and Liabilities

    Cash and cash equivalents were $6,238 at June 30, 2010 as compared to $128 at June 30, 2009. The reason for the increase was the result of officer loans made by our president to maintain operations and pay for our reporting requirements.

Limited Operating History; Need for Additional Capital

    There is no historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, and possible cost overruns due to price and cost increases in services.

    We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Future equity financing could result in additional dilution to existing shareholders.

 

10



Liquidity and Capital Resources

    At the present time, we have not made any arrangements to raise additional cash. If we need additional cash and cannot raise it we will either have to suspend operations until we do raise the cash, or cease operations entirely.

    We have the right to explore one property which consists of one claim comprising a total of 179 acres. The property is registered in our president's name.

    Since inception, we have issued 7,000,000 shares of our common stock and received $200,050.

    In March 2007, we issued 5,000,000 shares of common stock to our officers and directors pursuant to the exemption from registration contained in Regulation S of the Securities Act of 1933. The purchase price of the shares was $50. This was accounted for as an acquisition of shares.

    In December 2007, we completed our public offering by raising $200,000 and issued 2,000,000 shares of common stock.

    As of June 30, 2010, our total assets were $6,238 consisting entirely of cash and our total liabilities were $30,490.

Off Balance Sheet Arrangements

    We have no off balance sheet arrangements.


ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

    We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.


ITEM 4T.     CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

    We maintain "disclosure controls and procedures," as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act"), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. We conducted an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15 of the Exchange Act. Based on this Evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our Disclosure Controls were effective as of the end of the period covered by this report.

 

11



Changes in Internal Controls

    We have also evaluated our internal control for financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of their last evaluation.


PART II. OTHER INFORMATION


ITEM 1.     LEGAL PROCEEDINGS.

    Currently we are not aware of any litigation pending or threatened by or against the Company.


ITEM 1A.     RISK FACTORS

    We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.


ITEM 2.     UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

    On August 13, 2007, the SEC declared our Form SB-2 registration statement effective (SEC File no. 333-145049) allowing us to sell 1,000,000 shares of common stock minimum, 2,000,000 shares of common stock maximum at an offering price of $0.10 per share. There was not underwriter involved in our public offering. On December 3, 2007 we completed our public offering by issuing 2,000,000 shares of our common stock and raising $200,000. As of the date of this report, we have used all of the funds raised through our public offering.


ITEM 3.     DEFAULTS UPON SENIOR SECURITIES.

    None.


ITEM 4.     (REMOVED AND RESERVED)


ITEM 5.     OTHER INFORMATION.

    None.

 

 

 

 

 

12



ITEM 6.     EXHIBITS.

    The following documents are included herein:

Exhibit No. 

Document Description

 

31.1

Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended.

 

32.1

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13



SIGNATURES

    In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this 16th day of August, 2010.

 

 

RIVERDALE MINING INC.

 

 

 

 

 

 

BY:

VLADIMIR VASKEVICH

 

 

 

Vladimir Vaskevich, President, Principal

 

 

 

Executive Officer, Treasurer, Principal

 

 

 

Financial Officer and Principal Accounting

 

 

 

Officer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14



EXHIBIT INDEX

Exhibit No. 

Document Description

 

31.1

Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended.

 

32.1

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer).


 

 

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