Attached files
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 APRIL 30, 2011
Commission file number 333-165365
IMPACT EXPLORATIONS INC.
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
78 York Street
London W1H 1DP England
(Address of principal executive offices, including zip code)
Telephone +44 207 681 1620 Facsimile +44 207 681 1620
(Telephone number, including area code)
Resident Agents of Nevada
711 S. Carson Street #4
Carson City, NV 89701
Telephone (775)882-4641 Facsimile (775)882-6818
(Name, address and telephone number of agent for service)
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 [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 (ss.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]
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: 6,000,000 shares as of June 13, 2011
ITEM 1. FINANCIAL STATEMENTS
The un-audited quarterly financial statements for the period ended April 30,
2011, prepared by the company, immediately follow.
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IMPACT EXPLORATIONS INC.
(An Exploration Stage Company)
Balance Sheet
--------------------------------------------------------------------------------
As of As of
April 30, January 31,
2011 2011
-------- --------
ASSETS
CURRENT ASSETS
Cash $ 26,321 $ 30,683
Deposit -- 10,000
-------- --------
TOTAL CURRENT ASSETS 26,321 40,683
-------- --------
TOTAL ASSETS $ 26,321 $ 40,683
======== ========
LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable $ 630 $ --
-------- --------
TOTAL CURRENT LIABILITIES 630 --
-------- --------
TOTAL LIABILITIES 630 --
-------- --------
STOCKHOLDERS' EQUITY
Common stock, ($0.001 par value, 75,000,000 shares
authorized; 6,000,000 shares issued and outstanding
as of April 30, 2011 and January 31, 2011 6,000 6,000
Additional paid-in capital 54,000 54,000
Deficit accumulated during exploration stage (34,309) (19,317)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 25,691 40,683
-------- --------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 26,321 $ 40,683
======== ========
See Notes to Financial Statements
3
IMPACT EXPLORATIONS INC.
(An Exploration Stage Company)
Statement of Operations
--------------------------------------------------------------------------------
January 6, 2010
Three Months Three Months (inception)
ended ended through
April 30, April 30, April 30,
2011 2010 2011
---------- ---------- ----------
REVENUES
Revenues $ -- $ -- $ --
---------- ---------- ----------
TOTAL REVENUES -- -- --
---------- ---------- ----------
EXPENSES
General and Administrative 1,892 3,288 7,909
Mineral Exploration Expense 10,000 4,000 14,000
Professional Fees 3,100 4,600 12,400
---------- ---------- ----------
TOTAL EXPENSES 14,992 11,888 34,309
---------- ---------- ----------
NET INCOME (LOSS) $ (14,992) $ (11,888) $ (34,309)
========== ========== ==========
BASIC EARNING (LOSS) PER SHARE $ 0.00 $ 0.00
========== ==========
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 6,000,000 3,000,000
========== ==========
See Notes to Financial Statements
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IMPACT EXPLORATIONS INC.
(An Exploration Stage Company)
Statement of Cash Flows
--------------------------------------------------------------------------------
January 6, 2010
Three Months Three Months (inception)
ended ended through
April 30, April 30, January 31,
2011 2010 2011
-------- -------- --------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $(14,992) $(11,888) $(34,309)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Changes in operating assets and liabilities:
Deposit 10,000 --
Accounts Payable 630 3,768 630
-------- -------- --------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (4,362) (8,120) (33,679)
-------- -------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES -- -- --
-------- -------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock -- -- 60,000
-------- -------- --------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES -- -- 60,000
-------- -------- --------
NET INCREASE (DECREASE) IN CASH (4,362) (8,120) 26,321
CASH AT BEGINNING OF PERIOD 30,683 14,980 --
-------- -------- --------
CASH AT END OF YEAR $ 26,321 $ 6,860 $ 26,321
======== ======== ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during year for:
Interest $ -- $ -- $ --
======== ======== ========
Income Taxes $ -- $ -- $ --
======== ======== ========
See Notes to Financial Statements
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IMPACT EXPLORATIONS INC.
(An Exploration Stage Company)
Notes to Financial Statements
April 30, 2011
--------------------------------------------------------------------------------
NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS
Impact Explorations Inc. (the Company) was incorporated under the laws of the
State of Nevada on January 6, 2010. The Company was formed to engage in the
acquisition, exploration and development of natural resource properties.
The Company is in the exploration stage. Its activities to date have been
limited to capital formation, organization and development of its business plan
and the first phase of its planned exploration program.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. BASIS OF ACCOUNTING
The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected a January 31, year-end.
B. BASIC EARNINGS PER SHARE
ASC No. 260, "Earnings Per Share", specifies the computation, presentation and
disclosure requirements for earnings (loss) per share for entities with publicly
held common stock. The Company has adopted the provisions of ASC No. 260.
Basic net loss per share amounts is computed by dividing the net loss by the
weighted average number of common shares outstanding. Diluted earnings per share
are the same as basic earnings per share due to the lack of dilutive items in
the Company.
C. CASH EQUIVALENTS
The Company considers all highly liquid investments purchased with an original
maturity of three months or less to be cash equivalents.
D. USE OF ESTIMATES AND ASSUMPTIONS
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 during the reporting period.
Actual results could differ from those estimates. In accordance with ASC No. 250
all adjustments are normal and recurring.
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IMPACT EXPLORATIONS INC.
(An Exploration Stage Company)
Notes to Financial Statements
April 30, 2011
--------------------------------------------------------------------------------
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
E. INCOME TAXES
Income taxes are provided in accordance with ASC No. 740, Accounting for Income
Taxes. A deferred tax asset or liability is recorded for all temporary
differences between financial and tax reporting and net operating loss
carryforwards. Deferred tax expense (benefit) results from the net change during
the year of deferred tax assets and liabilities.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion of all of the deferred
tax assets will be realized. Deferred tax assets and liabilities are adjusted
for the effects of changes in tax laws and rates on the date of enactment.
F. REVENUE
The Company records revenue on the accrual basis when all goods and services
have been performed and delivered, the amounts are readily determinable, and
collection is reasonably assured. The Company has not generated any revenue
since its inception.
G. ADVERTISING
The Company will expense its advertising when incurred. There has been no
advertising since inception.
H. RECENT ACCOUNTING PRONOUNCEMENTS
The Company has evaluated all the recent accounting pronouncements through the
date the financial statements were issued and filed with the Securities and
Exchange Commission and believe that none of them will have a material effect on
the company's financial statements.
NOTE 3. GOING CONCERN
The accompanying financial statements are presented on a going concern basis.
The Company had limited operations during the period from January 6, 2010
(inception) to April 30, 2011 and generated a net loss of $34,309. This
condition raises substantial doubt about the Company's ability to continue as a
going concern. Because the Company is currently in the exploration stage and has
minimal expenses, management believes that the company's current cash of $26,321
is sufficient to cover the expenses they will incur during the next twelve
months in a limited operations scenario or until they raise additional funding.
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IMPACT EXPLORATIONS INC.
(An Exploration Stage Company)
Notes to Financial Statements
April 30, 2011
--------------------------------------------------------------------------------
NOTE 4. WARRANTS AND OPTIONS
There are no warrants or options outstanding to acquire any additional shares of
common.
NOTE 5. RELATED PARTY TRANSACTIONS
The Company neither owns nor leases any real or personal property. The sole
officer and director of the Company is involved in other business activities and
may, in the future, become involved in other business opportunities as they
become available.
Thus she may face a conflict in selecting between the Company and her other
business interests. The Company has not formulated a policy for the resolution
of such conflicts.
NOTE 6. INCOME TAXES
As of
April 30,
2011
--------
Deferred tax assets:
Net operating tax carryforwards $ 34,309
Other 0
--------
Gross deferred tax assets 11,665
Valuation allowance (11,665)
--------
Net deferred tax assets $ 0
========
Realization of deferred tax assets is dependent upon sufficient future taxable
income during the period that deductible temporary differences and carryforwards
are expected to be available to reduce taxable income. As the achievement of
required future taxable income is uncertain, the Company recorded a valuation
allowance.
NOTE 7. NET OPERATING LOSSES
As of April 30, 2011, the Company has a net operating loss carryforwards of
approximately $34,309. Net operating loss carryforwards expires twenty years
from the date the loss was incurred.
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IMPACT EXPLORATIONS INC.
(An Exploration Stage Company)
Notes to Financial Statements
April 30, 2011
--------------------------------------------------------------------------------
NOTE 8. STOCK TRANSACTIONS
Transactions, other than employees' stock issuance, are in accordance with ASC
No. 505. Thus issuances shall be accounted for based on the fair value of the
consideration received. Transactions with employees' stock issuance are in
accordance with ASC No. 718. These issuances shall be accounted for based on the
fair value of the consideration received or the fair value of the equity
instruments issued, or whichever is more readily determinable.
On January 6, 2010 the Company issued a total of 3,000,000 shares of common
stock to one director for cash at $0.005 per share for a total of $15,000.
On September 14, 2010 the Company issued a total of 3,000,000 shares of common
stock to 26 unrelated shareholders for cash at $.015 per share for a total of
$45,000 pursuant to a S-1 registration statement.
As of April 30, 2011 the Company had 6,000,000 shares of common stock issued and
outstanding.
NOTE 9. STOCKHOLDERS' EQUITY
The stockholders' equity section of the Company contains the following classes
of capital stock as of April 30, 2011:
* Common stock, $ 0.001 par value: 75,000,000 shares authorized;
6,000,000 shares issued and outstanding.
NOTE 10. SUBSEQUENT EVENTS
The Company evaluated all events or transactions that occurred after April 30,
2011 up through the date the Company issued these financial statements. During
this period, the Company did not have any material recognizable subsequent
events.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
FORWARD LOOKING STATEMENTS
This report contains forward-looking statements that involve risk and
uncertainties. We use words such as "anticipate", "believe", "plan", "expect",
"future", "intend", and similar expressions to identify such forward-looking
statements. Investors should be aware that all forward-looking statements
contained within this filing are good faith estimates of management as of the
date of this filing. 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.
RESULTS OF OPERATIONS
We are an exploration stage company and have generated no revenues since
inception (January 6, 2010) and have incurred $34,309 in expenses through April
30, 2011. For the three months ended April 30, 2011 we incurred $14,992 in
expenses. These expenses consisted of $3,100 in professional fees, $1,892 in
general and administrative expenses and $10,000 in exploration expenses. For the
same three month perioed ended April 30, 2010 we incurred $11,888 in expenses.
These expenses consisted of $4,600 in professional fees, $3,288 in general and
administrative expenses and $4,000 in mineral exploration expenses.
The following table provides selected financial data about our company for the
period ended April 30, 2011.
Balance Sheet Data: 4/30/11
------------------- -------
Cash $26,321
Total assets $26,321
Total liabilities $ 630
Shareholders' equity $25,691
Cash provided by financing activities since inception through April 30, 2011 was
$15,000 from the sale of 3,000,000 shares of common stock to our officer and
director in January 2010 and on September 14, 2010 we issued a total of
3,000,000 shares of common stock to 26 unrelated shareholders for cash at $0.015
per share for a total of $45,000 pursuant to the S-1 Registration Statement we
filed with the US Securities and Exchange Commission.
LIQUIDITY AND CAPITAL RESOURCES
Our cash balance at April 30, 2011 was $26,321, with $630 in outstanding
liabilities. Our plan of operation for the next twelve months is to complete the
exploration program. During the quarter we paid the geologist a deposit of
$10,000 to proceed with Phase 1 of the exploration program. In addition to the
additional $14,000 we anticipate spending for the exploration program as
outlined below, we anticipate spending an additional $20,000 on professional
fees, including fees payable in connection with complying with reporting
obligations, and general administrative costs. Total expenditures over the next
12 months are therefore expected to be approximately $34,000. We are an
exploration stage company and have generated no revenue to date.
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PLAN OF OPERATION
Our exploration target is to find exploitable minerals on our property. Our
success depends on achieving that target. There is the likelihood of our mineral
claim containing little or no economic mineralization or reserves of silver and
other minerals. There is the possibility that our claim does not contain any
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. We are unable to assure you we will be able to raise the
additional funds necessary to implement any future exploration or extraction
program even if mineralization is found.
The following work program has been recommended by the consulting geologist who
prepared the geology report.
PHASE 1
Prospecting, mapping and grid controlled soil geochemistry $ 10,000 (paid)
PHASE 2
A program of grid controlled ground magnetometer and very
low frequency electro magnetometer (VLF-EM) surveys should
be undertaken over the areas of interest as determined by
the Phase 1 program $ 14,000
--------
Total $ 24,000
========
We have given the geologist a deposit of $10,000 for Phase 1 or the exploration
program. He informed us that he completed the fieldwork for Phase 1 and sent the
samples to the assay lab in Australia. On April 12, 2011 we received his report
on his findings and are currently reviewing his recommendations.
The above program costs are management's estimates based upon the
recommendations of the professional consulting geologist's report and the actual
project costs may exceed our estimates.
If we decide to move on to Phase 2 of the exploration program, this would be
done during the summer of 2011. The estimated cost of this program is $14,000
and will take approximately 3 weeks to complete and an additional two to three
months for the consulting geologist to receive the results from the assay lab
and prepare his report. We have a verbal agreement with James McLeod, the
consulting geologist who prepared the geology report on our claim, to retain his
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services for our planned exploration program. We cannot provide investors with
any assurance that we will be able to raise sufficient funds to proceed with any
work after the exploration program if we find mineralization.
OFF-BALANCE SHEET ARRANGEMENTS
We have no off-balance sheet arrangements.
ITEM 4. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE 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 accumulated and communicated to our management, including our
principal executive and financial officer so that it may be 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.
CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING
There have been no changes in our internal control over financial reporting that
occurred during the last fiscal quarter ended April 30, 2011 that have
materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting
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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 Registration
Statement on Form S-1, filed under SEC File Number 333-165365, 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.
June 13, 2011 Impact Explorations Inc., Registrant
By: /s/ Jenny Brown
---------------------------------------
Jenny Brown, President, Chief Executive
Officer, Principal Accounting Officer,
and Chief Financial Officer
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.
June 13, 2011 Impact Explorations Inc., Registrant
By: /s/ Jenny Brown
---------------------------------------
Jenny Brown, President, Chief Executive
Officer, Principal Accounting Officer,
and Chief Financial Officer
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