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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q
                 Quarterly Report under Section 13 or 15 (d) of
                         Securities Exchange Act of 1934

                For the quarterly period ended December 31, 2012

                        Commission File Number 000-54667


                              RAIDER VENTURES INC.
                 (Name of small business issuer in its charter)

                             NORTHERN MINERALS INC.
                     (Former Name of small business issuer)

        Nevada                                                 20-8624019
(State of incorporation)                                (IRS Employer ID Number)

                         16133 Ventura Blvd., Suite 700
                                Encino, CA 91436
                                 (818) 995-9107
          (Address and telephone number of principal executive offices)

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 (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 [X] No [ ]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [X] 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.

Large accelerated filer [ ]                        Accelerated Filer [ ]

Non-accelerated filer [ ]                          Smaller reporting company [X]
(Do not check if Smaller reporting company)

There were 54,000,000 shares of Common Stock outstanding as of February 14,
2013.

RAIDER VENTURES INC. TABLE OF CONTENTS Page No. -------- Part I Item 1. Financial Statements 3 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 Item 3. Quantitative and Qualitative Disclosures about Market Risk 10 Item 4. Controls and Procedures 10 Part II Item 1. Legal Proceedings 12 Item 1A. Risk Factors 12 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 12 Item 3. Defaults Upon Senior Securities 12 Item 4. Mine Safety Disclosures 12 Item 5. Other Information 12 Item 6. Exhibits 12 Signatures 13 2
ITEM 1. FINANCIAL STATEMENTS. The following consolidated unaudited condensed financial statements of Raider Ventures Inc. (the "Company") for the nine-month period ended December 31, 2012 are included with this Quarterly Report on Form 10-Q: (a) Condensed Balance Sheets as at December 31, 2012 and March 31, 2012. (b) Condensed Statements of Operations and Comprehensive Loss for (i) the three and nine months ended December 31, 2012 and 2011, and (ii) the cumulative period from inception (March 5, 2007) to December 31, 2012. (c) Condensed Statements of Cash Flows for (i) the nine months ended December 31, 2012 and 2011, and (ii) the cumulative period from inception (March 5, 2007) to December 31, 2012. (d) Notes to Condensed Financial Statements. 3
RAIDER VENTURES INC. (f/k/a NORTHERN MINERALS INC.) (An Exploration Stage Company) Condensed Balance Sheets -------------------------------------------------------------------------------- As of As of December 31, March 31, 2012 2012 ---------- ---------- (unaudited) ASSETS CURRENT ASSETS Cash $ 15,556 $ 1,293 Prepaid expenses 3,000 -- ---------- ---------- TOTAL CURRENT ASSETS 18,556 1,293 ---------- ---------- $ 18,556 $ 1,293 ========== ========== LIABILITIES & STOCKHOLDERS' DEFICIT CURRENT LIABILITIES Accounts payable $ 356 $ -- Accrued interest 537 -- Note payable 80,000 -- Loan from a director -- 42,800 ---------- ---------- TOTAL CURRENT LIABILITIES 80,893 42,800 TOTAL LIABILITIES 80,893 42,800 STOCKHOLDERS' DEFICIT Common stock, ($0.001 par value, 750,000,000 shares authorized; 54,000,000 shares issued and outstanding as at December 31, 2012 and March 31, 2012 54,000 54,000 Additional paid-in capital 3,000 3,000 Deficit accumulated during exploration stage (119,336) (98,507) ---------- ---------- TOTAL STOCKHOLDERS' DEFICIT (62,336) (41,507) ---------- ---------- TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT $ 18,556 $ 1,293 ========== ========== See Notes to Condensed Financial Statements 4
RAIDER VENTURES INC. (f/k/a NORTHERN MINERALS INC.) (An Exploration Stage Company) Condensed Statements of Operations (Unaudited) -------------------------------------------------------------------------------- March 5, 2007 Three Months Three Months Nine Months Nine Months (inception) Ended Ended Ended Ended through December 31, December 31, December 31, December 31, December 31, 2012 2011 2012 2011 2012 ------------ ------------ ------------ ------------ ------------ REVENUES Revenues $ -- $ -- $ -- $ -- $ -- ------------ ------------ ------------ ------------ ------------ TOTAL REVENUES -- -- -- -- -- EXPENSES Professional fees 4,632 1,500 12,861 9,000 57,861 General & administrative expenses 4,285 1,150 7,431 2,770 60,938 ------------ ------------ ------------ ------------ ------------ NET OPERATING LOSS 8,917 2,650 20,293 11,770 118,800 OTHER EXPENSES Interest expense 375 -- 537 -- 537 ------------ ------------ ------------ ------------ ------------ NET (LOSS) $ (9,292) $ (2,650) $ (20,829) $ (11,770) $ (119,336) ============ ============ ============ ============ ============ BASIC EARNINGS PER SHARE $ (0.00) $ (0.00) $ (0.00) $ (0.00) ============ ============ ============ ============ WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 54,000,000 54,000,000 54,000,000 54,000,000 ============ ============ ============ ============ See Notes to Condensed Financial Statements 5
RAIDER VENTURES INC. (f/k/a NORTHERN MINERALS INC.) (An Exploration Stage Company) Condensed Statements of Cash Flows (Unaudited) -------------------------------------------------------------------------------- March 5, 2007 Nine Months Nine Months (inception) Ended Ended through December 31, December 31, December 31, 2012 2011 2012 ---------- ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES Net (loss) $ (20,829) $ (11,770) $ (119,336) Adjustments to reconcile net loss to net cash (used in) operating activities: Changes in operating assets and liabilities: Increase (decrease) in prepaid expenses (3,000) -- (3,000) Increase (decrease) in accounts payable and accrued interest 893 (1,000) 893 ---------- ---------- ---------- NET CASH (USED IN) OPERATING ACTIVITIES (22,937) (12,770) (121,444) CASH FLOWS FROM INVESTING ACTIVITIES NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES -- -- -- CASH FLOWS FROM FINANCING ACTIVITIES Increase (decrease) in loan from a director (42,800) 15,500 -- Increase (decrease) in note payable 80,000 -- 80,000 Issuance of common stock -- -- 57,000 ---------- ---------- ---------- NET CASH PROVIDED BY FINANCING ACTIVITIES 37,200 15,500 137,000 ---------- ---------- ---------- NET INCREASE IN CASH 14,263 2,730 15,556 CASH AT BEGINNING OF PERIOD 1,293 2,493 -- ---------- ---------- ---------- CASH AT END OF PERIOD $ 15,556 $ 5,223 $ 15,556 ========== ========== ========== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during period for: Interest $ -- $ -- $ -- ========== ========== ========== Income Taxes $ -- $ -- $ -- ========== ========== ========== See Notes to Condensed Financial Statements 6
RAIDER VENTURES INC. (f/k/a NORTHERN MINERALS INC.) (An Exploration Stage Company) Notes to Financial Statements As at December 31, 2012 -------------------------------------------------------------------------------- NOTE 1. BASIS OF PRESENTATION The accompanying unaudited interim financial statements of Raider Ventures Inc. (f/k/a Northern Minerals 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 Raider Ventures' Form 10-K filed with SEC. 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 would substantially duplicate the disclosure contained in the audited financial statements for fiscal 2012 as reported in the Form 10-K have been omitted. It is management's opinion that all adjustments necessary for a fair statement of the results of the interim periods have been made, and all adjustments are of a normal recurring nature. NOTE 2. GOING CONCERN The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying financial statements, the Company has no sales and has incurred a net loss of $119,336 since inception. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from any business the Company engages in. The financial statements do not include any adjustments relating to the recoverability and classifications of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence. These factors raise substantial doubt regarding Raider Ventures' ability to continue as a going concern. If we experience a shortfall of funds, our director has agreed to continue to loan us funds; however, he has no obligation to do so. NOTE 3. LOAN PAYABLE - RELATED PARTY The Company neither owns nor leases any real or personal property. The officers and directors for the Company are involved in other business activities and may, in the future, become involved in other business opportunities. If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company and their other business interest. The Company has not formulated a policy for the resolution of such conflicts. As of December 31, 2012 and March 31, 2012, related party payable was $0 and $42,800, respectively. The amount owed to a former officer was repaid on December 20, 2012. 7
RAIDER VENTURES INC. (f/k/a NORTHERN MINERALS INC.) (An Exploration Stage Company) Notes to Financial Statements As at December 31, 2012 -------------------------------------------------------------------------------- NOTE 4. NOTES PAYABLE Notes payable as of December 31, 2012 are: Unsecured promissory note payable, dated August 13, 2012 bearing interest at 4% per annum, due August 13, 2013 $30,000 Unsecured promissory note payable, dated December 17, 2012 bearing interest at 4% per annum, due December 17, 2013 50,000 ------- $80,000 ======= Interest expense incurred under debt obligations amounted to $375 and $0 for the three months ended December 31, 2012 and 2011, respectively, and $537 and $0 for the nine months ended December 31, 2012 and 2011, respectively. Accrued interest was $537 and $0 as of December 31, 2012 and March 31, 2012, respectively. NOTE 5. STOCK TRANSACTIONS Effective September 28, 2012, the Company effected a 10 for one forward stock split of its issued and outstanding common stock. As a result, its authorized capital increased from 75,000,000 to 750,000,000 shares of common stock with a par value of $0.001 and it's issued and outstanding shares increased from 5,400,000 shares of common stock to 54,000,000 shares of common stock. All share amounts have been retroactively adjusted for all periods presented. It also effected a name change from Northern Minerals, Inc. to Raider Ventures, Inc. 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains forward-looking statements. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act. The words "believes," "anticipates," "plans," "seeks," "expects," "intends" and similar expressions identify some of the forward-looking statements. Forward-looking statements are not guarantees of performance or future results and involve risks, uncertainties and assumptions. The factors discussed elsewhere in this Form 10-Q could also cause actual results to differ materially from those indicated by the Company's forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements. BUSINESS AND PLAN OF OPERATION Raider Ventures was incorporated in the State of Nevada on March 5, 2007 as Northern Minerals, Inc. to engage in the acquisition, exploration and development of natural resource properties. We are an exploration stage company with no revenues or operating history. We received the results of Phase 1 and Phase 1A of the exploration program from the consulting geologist. The findings were not promising and management determined it was in the best interests of the shareholders to allow the claim to lapse. As a result, we are investigating other properties on which exploration could be conducted and other business opportunities to enhance shareholder value. During the next twelve months we anticipate spending approximately $8,500 on professional fees, including fees payable in complying with reporting obligations, and general administrative costs. On September 28, 2012, we filed Articles of Merger with the Nevada Secretary of State to change our name from "Northern Minerals Inc." to "Raider Ventures Inc.", to be effected by way of a merger with our wholly-owned subsidiary Raider Ventures Inc., which was created solely for the name change. Also on September 28, 2012, we filed a Certificate of Change with the Nevada Secretary of State to give effect to a forward split of our authorized and issued and outstanding shares of common stock on a ten (10) new for one (1) old basis and, consequently, our authorized capital increased from 75,000,000 to 750,000,000 and correspondingly, our issued and outstanding shares of common stock increased from 5,400,000 to 54,000,000 shares of common stock, all with a par value of $0.001. These amendments became effective on October 3, 2012 upon approval from the Financial Industry Regulatory Authority ("FINRA"). The forward split and name change became effective with the Over-the-Counter Bulletin Board at the opening of trading on October 3, 2012. After 30 business days from October 3, 2012, our ticker symbol was changed from "NHMID" to "RDVN" to better reflect our new name. LIQUIDITY AND CAPITAL RESOURCES Our cash in the bank at December 31, 2012 was $15,556 and outstanding liabilities were $80,893. We have sold $57,000 in equity securities since inception, $10,000 from the sale of 2,000,000 shares of stock to our officers and directors, $7,000 from the issuance of 1,400,000 shares of stock to a director in repayment of the funds paid by him for the acquisition of the mineral claim and $40,000 from the sale of 2,000,000 shares registered pursuant to our SB-2 Registration Statement which became effective on October 12, 2007. If we experience a shortfall of funds, our director has agreed to continue to loan us funds; however, he has no obligation to do so. 9
As of December 31, 2012, there are loans payable to an unrelated party for $80,000 principal and $537 accrued interest. The loans bear interest at 4% per annum and are due August 2013 and December 2013. RESULTS OF OPERATIONS We are still in our exploration stage and have no revenues to date. Our net loss since inception through December 31, 2012 was $119,336. We incurred operating expenses of $8,917 and $2,650 for the three months ended December 31, 2012 and 2011, respectively. Our net losses for the same periods were $9,292 and $2,650, respectively. These expenses consisted of general operating expenses and professional fees incurred in connection with the day-to-day operation of our business and the filing of our required statements with the Securities and Exchange Commission. We incurred operating expenses of $20,293 and $11,770 for the nine months ended December 31, 2012 and 2011, respectively. Our net losses for the same periods were $20,829 and $11,770, respectively. These expenses consisted of general operating expenses and professional fees incurred in connection with the day-to-day operation of our business and the filing of our required statements with the Securities and Exchange Commission. If we experience a shortage of funds we may utilize funds from our Director, who has informally agreed to advance funds, however he has no formal commitment, arrangement or legal obligation to advance or loan funds to the company. If he fails to do so we may be required to terminate our business. We are an exploration stage company and have generated no revenue to date. Through December 31, 2012 we had sold $57,000 in equity securities to pay for our business operations. On February 18, 2008, we closed our offering pursuant to a SB-2 Registration Statement filed with the U.S. Securities and Exchange Commission, which became effective on October 12, 2007. We sold 2,000,000 shares of common stock to 30 unaffiliated shareholders at $.02 per share for total proceeds of $40,000. Our prior auditor has issued a going concern opinion on the March 31, 2012 financial statements. As of December 31, 2012, the Company has not generated revenues and has accumulated losses since inception. The continuation of Raider Ventures as a going concern is dependent upon the continued financial support from its shareholders, its ability to obtain necessary equity financing to continue operations, and the attainment of profitable operations. These factors raise substantial doubt regarding Raider Ventures' ability to continue as a going concern. OFF-BALANCE SHEET ARRANGEMENTS We have no off-balance sheet arrangements. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. As a smaller reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information required by this item. ITEM 4. CONTROLS AND PROCEDURES. EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES Management maintains "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 Raider Ventures' Exchange Act reports is recorded, processed, 10
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 management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In connection with the preparation of this quarterly report on Form 10-Q, an evaluation was carried out by management, with the participation of the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of December 31, 2012. Based on that evaluation, management concluded, as of the end of the period covered by this report, that Raider Ventures' disclosure controls and procedures were effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Securities and Exchange Commission's rules and forms. CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING As of the end of the period covered by this report, there have been no changes in Raider Ventures' internal controls over financial reporting during the quarter ended December 31, 2012, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting subsequent to the date of management's last evaluation. 11
PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS. Raider Ventures is not currently involved in any legal proceedings and we are not aware of any pending or potential legal actions. ITEM 1A. RISK FACTORS. There has been no change to the Risk Factors disclosed in our Form 10-K filed with the Securities and Exchange Commission for the year ended March 31, 2012. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS. There were no sales of unregistered securities during the period covered by this report. ITEM 3. DEFAULTS UPON SENIOR SECURITIES. There were no defaults upon senior securities during the period covered by this report. ITEM 4. MINE SAFETY DISCLOSURES. None. ITEM 5. OTHER INFORMATION. None. 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 333-144840, at the SEC website at www.sec.gov: Exhibit No. Description ----------- ----------- 3.1 Articles of Incorporation* 3.2 Bylaws* 31 Rule 13a-14(a)/15d-14(a) Certification 32 Certification Pursuant to 18 U.S.C. 1350 101 Interactive data files pursuant to Rule 405 of Regulation S-T 12
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. February 14, 2013 Raider Ventures, Registrant /s/ Larry Segal --------------------------------------------- By: Larry Segal, President & Director (Chief Executive Officer, Principal Financial Officer & Principal Accounting 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. /s/ Larry Segal February 14, 2013 ---------------------------------- ----------------- Larry Segal, President & Director Date (Chief Executive Officer, Principal Financial Officer, Principal Accounting Officer) 1