FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One) |
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| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2007
OR
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| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File No. 333-113296
AmMex Gold Mining Corp.
(Exact name of registrant as specified in its charter)
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Nevada |
| 98-0409895 |
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(State or other jurisdiction of incorporation or organization) |
| (I.R.S. Employer Identification No.) |
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346 Waverley Street Ottawa, Ontario, Canada |
| K2P 0W5 |
33----dddd33 | ||
(Address of principal executive office) |
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Registrants telephone number, including area code: |
| (613)226-7883 |
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______________N/A__________________________________________________
(Former name, former address and former fiscal year, if changed since last report.)
Indicate by a 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 o
Indicate by a check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes o No x
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the Registrant has filed all documents and reports required to be filed by Section 12, 13, or 15 (d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ___________ No___________
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuers classes of Common Stock as of the latest practicable date:
46,280,000 shares of Common Stock, $0.001 par value as of October 31, 2007
Transitional Small Business Issuer Format ____ Yes __X____ No
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet as of September 30, 2007 (unaudited) and June 30, 2007 (audited)
Consolidated Statement of Operations for the Three Months Ended September 30, 2007 and September 30,
2006, and Cumulative Since Inception (November 20, 2002) to September 30, 2007 (unaudited)
Consolidated Statements of Cash Flows for the Three Months Ended September 30, 2007 and September 30,
2006, and Cumulative Since Inception to September 30, 2007 (unaudited)
Consolidated Statements of Stockholders Equity from Inception to September 30, 2007
Notes to Interim Financial Statements as of September 30, 2007 (unaudited)
AmMex Gold Mining Corp.
(An Exploration Stage Mining Company)
Unaudited
Consolidated Financial Statements
Period ended September 30, 2007 and 2006
MANAGEMENTS RESPONSIBILITY FOR CONSOLIDATED FINANCIAL STATEMENTS
To the shareholders of AmMex Gold Mining Corp. (An Exploration Stage Mining Company)
The consolidated financial statements and the notes thereto are the responsibility of the management of AmMex Gold Mining Corp. (An Exploration Stage Mining Company). These consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles.
Management has developed and maintained a system of internal controls to provide reasonable assurance that all assets are safeguarded and to facilitate the preparation of relevant, reliable and timely financial information.
The Board of Directors is responsible for ensuring that management fulfills its responsibilities for financial reporting and internal control.
Christopher Crupi
Christopher Crupi, CA
President
AmMex Gold Mining Corp.
(An Exploration Stage Mining Company)
Consolidated Balance Sheets (Unaudited)
As at September 30, 2007 and June 30, 2007
(Expressed in United States dollars, unless otherwise stated)
September 30,
June 30,
2007
2007
(Unaudited)
(Audited)
Assets
Current Assets | |||||||
Cash | $ | 389,048 | $ | 25,183 | |||
Prepaid Expenses | 628,550 |
| 81,793 | ||||
Accounts Receivable | 219 |
| 108 | ||||
1,017,817 |
| 107,084 | |||||
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Fixed Assets: (Note 6) | 6,924 |
| 7,292 | ||||
Mineral Properties: (Note 8) | 2,396,650 |
| 2,406,650 | ||||
$ | 3,421,391 | $ | 2,521,026 | ||||
Liabilities and Stockholders Equity | |||||||
Liabilities | |||||||
Current Liabilities | |||||||
Accounts payable | $ | 102,294 | $ | 51,409 | |||
Demand Note (Note 2) | - | 180,000 | |||||
102,294 | 231,409 | ||||||
Stockholders Equity |
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Common stock, $0.001 par value | 45,780 | 42,902 | |||||
Additional Paid-in capital (Notes 3 and 5) | 5,895,175 | 4,557,678 | |||||
Deficit accumulated during the Development Stage | (2,617,458) | (2,306,563) | |||||
Accumulated other comprehensive loss | (4,400) | (4,400) | |||||
3,319,097 | 2,289,617 | ||||||
$ | 3,421,391 | $ | 2,521,026 |
The accompanying notes are an integral part of the consolidated financial statements.
AmMex Gold Mining Corp.
(An Exploration Stage Mining Company)
Consolidated Statement of Operations (Unaudited)
For the Period Ended September 30, 2007 and September 30, 2006
(Expressed in United States dollars, unless otherwise stated)
For the Period Ended September 30, 2007 | For the Period Ended September 30, 2006 | Cumulative Since Inception November 20, 2002 to September 30, 2007 | |
Revenue | |||
Interest Income | $ 2,517 | $ - | $ 5,148 |
Expenses | |||
Exploration Expenses | 91,635 | - | 1,208,172 |
Geologists | 11,750 | - | 246,626 |
Advertising and Promotion | 11,904 | 16,946 | 66,703 |
Consulting Fees | 1,250 | 60,222 | 260,961 |
Corporate Communications | 37,857 | 29,302 | 158,835 |
Employment Compensation | 52,175 | 18,750 | 247,175 |
Insurance | 13,356 | 1,302 | 54,997 |
Amortization | 368 | - | 1,178 |
Office and Miscellaneous | 4,648 | 29,271 | 44,978 |
Professional Fees | 61,288 | 69,584 | 390,626 |
Rent | 1,996 | 7,257 | 12,782 |
Travel and Lodging | 3 | - | 8,626 |
Interest and Service charges | 181 | - | 3,306 |
Write-down of Mineral Properties | 25,000 | 25,000 | |
Total Operating Expenses | 313,411 | 232,634 | 2,729,965 |
Loss for the year before other item and discontinued operations | 310,894 | 232,634 | 2,724,817 |
Other item: | |||
Gain on forgiveness of debt | - | - | 102,960 |
Loss from continuing operations | 310,894 | 232,634 | 2,621,857 |
Discontinued operations-Schedule 1 | - | (334) | - |
Net loss for the period | 310,894 | 232,300 | 2,621,857 |
Other comprehensive loss- | - | 4,400 | - |
Comprehensive loss for the period | $ 310,894 | $ 236,700 | $ 2,621,857 |
The accompanying notes are an integral part of the consolidated financial statement
AmMex Gold Mining Corp.
(An Exploration Stage Mining Company)
Consolidated Statement of Cash Flows (Unaudited)
For the Period September 30, 2007 and September 30, 2006
(Expressed in United States dollars, unless otherwise stated)
| Period Ended September 30, 2007 | Period Ended September 30, 2006 | November 20, 2002 (Date of Inception) to September 30, 2007 |
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Cash Flows from Operating Activities |
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Net Loss for the period | $ (310,894) | $ (2,797,591) | $ (2,566,857) |
Add (deduct) non-cash items: |
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Amortization | 368 | - | 1,178 |
Write-down of Mineral Properties | 25,000 | - | - |
Services issued for shares | 180,135 | 90,996 | 1,050,375 |
Management fees | - | - | 195,000 |
Mineral Properties | - | 2,371,650 | - |
Write-off of accounts receivable | - | - | 333 |
Loss on disposal of assets | - | - | (675) |
Gain on forgiveness of debt | - | - | (137,412) |
Changes in non-cash working capital items: |
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Subscription receivable | - | (242,303) | - |
Accounts receivable | (111) | - | (219) |
Prepaid expenses | (121,517) | (131,641) | (563,958) |
Accounts payable and accrued liabilities | 50,884 | 138,621 | 72,193 |
| (176,135) | (570,268) | (1,950,038) |
Cash Flows from Investing Activities | |||
Purchase of equipment | - | - | (8,102) |
Acquisition of mineral properties | (15,000) | - | (50,000) |
(15,000) | - | (58,102) | |
Cash Flows from Financing Activities |
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Capital stock issued | 555,000 | 1,500,000 | 2,259,780 |
Advances from related parties | - | - | 137,412 |
| 555,000 | 1,500,000 | 2,397,192 |
Increase (decrease) in cash from continuing operations | 363,865 | 929,732 | 389,048 |
Cash, beginning of the period | 25,183 | - | - |
Cash, end of the period | $ 389,048 | $ 929,732 | $ 389,048 |
Supplemental Cash Flow Disclosure:
Interest Received
$
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$
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$
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Taxes Paid
- -
- Demand Note Settled for Shares (Note 180,000 - 180,000
AMMEX GOLD MINING CORP.
(An Exploration Stage Mining Company)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS ERQUITY
for the period November 20, 2002 (Date of Inception) to September 30, 2007
(Stated in US Dollars) (Unaudited)
Common Shares | ||||||
Number | Amount | Additional Paid-in Capital and Warrants | Deficit Accumulated During the Pre-exploration Stage | Accumulated Other Comprehensive Loss | Total Stockholders Deficiency | |
Issued for services on November 23, 2002 at $0.0002 per share | 57,600,000 | $ 57,600 | $ (45,600) | $ - | $ - | $ 12,000 |
Issued for cash at $0.0004 per share | 48,600,000 | 48,600 | (28,350) | - | - | 20,250 |
Foreign currency translation adjustment | - | - | - | - | (374) | (374) |
Net loss for the period ended June 30, 2003 | - | - | - | (47,677) | - | (47,677) |
Balance, June 30, 2003 | 106,200,000 | 106,200 | (73,950) | (47,677) | (374) | (15,801) |
Issued for cash at $0.025 per share | 181,200 | 181 | 4,349 | - | - | 4,530 |
Contributed services | - | - | 40,000 | - | - | 40,000 |
Foreign currency translation adjustment | - | - | - | - | (229) | (229) |
Net loss for the year ended June 30, 2004 | - | - | - | (80,605) | - | (80,605) |
Balance, June 30, 2004 | 106,381,200 | 106,381 | (29,601) | (128,282) | (603) | (52,105) |
Contributed services Note 4 | - | - | 30,000 | - | - | 30,000 |
Foreign currency translation adjustment | - | - | - | - | (1,705) | (1,705) |
Net loss for the year ended June 30, 2005 | - | - | - | (83,763) | - | (83,763) |
Balance, June 30, 2005 | 106,381,200 | 106,381 | 399 | (212,045) | (2,308) | (107,573) |
..........contd |
The accompanying notes are an integral part of the consolidated financial statement
AMMEX GOLD MINING CORP.
(An Exploration Stage Mining Company)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY
for the period November 20, 2002 (Date of Inception) to September 30, 2007
(Stated in US Dollars)
(Unaudited)
Common Shares | ||||||
Number | Amount | Additional Paid-in Capital | Deficit Accumulated During the Pre-exploration Stage | Accumulated Other Comprehensive Loss | Total Stockholders Equity | |
Issued for services Notes 5 and 8 | 3,000,000 | 3,000 | 117,000 | - | - | 120,000 |
Shares returned to treasury Note 8 | (7,297,360) | (7,298) | 7,298 | - | - | - |
Contributed services Note 5 | - | - | 40,000 | - | - | 40,000 |
Foreign currency translation adjustment | - | - | - | - | (2,092) | (2,092) |
Net loss for the year ended June 30, 2006 | - | - | - | (59,587) | - | (59,587) |
Balance June 30, 2006 | 102,083,840 | 102,083 | 164,697 | (271,632) | (4,400) | (9,252) |
Capital issued for financing | 750,000 | 750 | 1,499,250 | - | - | 1,500,000 |
Capital issued for services | 668,000 | 668 | 461,482 | - | - | 462,150 |
Capital issued on acquisition of Minera Jeronimo SA de CV | 1,455,000 | 1,455 | 2,370,195 | - | - | 2,371,650 |
Cancellation of shares | (62,054,000) | (62,054) | 62,054 | - | - | - |
Net Loss | - | - | - | (2,034,931) | - | (2,034,931) |
Balance June 30, 2007 | 42,902,840 | 42,902 | 4,557,678 | (2,306,563) | (4,400) | 2,289,617 |
..........contd |
The accompanying notes are an integral part of the consolidated financial statement
AMMEX GOLD MINING CORP.
(An Exploration Stage Mining Company)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY
for the period November 20, 2002 (Date of Inception) to September 30, 2007
(Stated in US Dollars)
(Unaudited)
Common Shares | ||||||
Number | Amount | Additional Paid-in Capital | Deficit Accumulated During the Pre-exploration Stage | Accumulated Other Comprehensive Loss | Total Stockholders Equity | |
Capital issued for conversion of demand note | 327,272 | 327 | 179,673 | - | - | 180,000 |
Capital issued for financing | 1,009,091 | 1,010 | 553,990 | - | - | 555,000 |
Capital issued for services | 1,540,761 | 1,541 | 603,834 | - | - | 605,375 |
Net Loss | - | - | - | (310,894) | - | (310,894) |
Balance September 30, 2007 | 45,779,964 | 45,780 | 5,895,175 | (2,617,458) | (4,400) | 3,319,097 |
The number of shares issued and outstanding has been restated to give retroactive effect for four forward stock splits, on a six for one basis, a two for one basis, a two for one basis and a two for one basis effective April 29, 2003, March 1, 2006, May 3, 2006 and May 31, 2006, respectively. The par value and additional paid in capital were adjusted in conformity with the number of shares then issued.
The accompanying notes are an integral part of the consolidated financial statement
AMMEX GOLD MINING CORP.
(An Exploration Stage Mining Company)
CONSOLIDATED STATEMENTS OF OPERATIONS
FROM DISCONTINUED OPERATIONS OF OASIS WIRELESS INC.
For the Period September 30, 2007 and 2006 and
For the period from November 20, 2002 (Date of Inception) to September 30, 2007
(Stated in US Dollars)
(Unaudited)
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| November 20, |
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| Period Ended | Inception) to | |
| September 30 | September 30, | |
| 2007 | 2006 | 2007 |
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Revenue |
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Contract income | $ - | $ - | $ 1,027 |
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Expenses |
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Amortization | - | - | 1,250 |
Consulting fees | - | - | 23,577 |
Office and miscellaneous | - | - | 9,642 |
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| - | - | (34,469) |
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Loss before the following | - |
| (33,442) |
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Loss on disposal of equipment | - | - | (676) |
Gain on forgiveness of debt | - | - | 34,452 |
Write-off of receivables | - | (334) | (334) |
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Net loss for the period | - | (334) | - |
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Other comprehensive loss foreign exchange | - | (4,400) | - |
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Comprehensive loss for the period | $ - | $ (4,734) | $ - |
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The accompanying notes are an integral part of the consolidated financial statement
AMMEX GOLD MINING CORP.
(An Exploration Stage Mining Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2007
(Stated in US Dollars) |
(Unaudited)
Note 1
a)
Basis of Presentation
The Company, incorporated under the laws of the State of Nevada, is a natural resource company engaged in the acquisition, exploration and development of silver, gold and precious metal properties. The Consolidated financial statements of AmMex Gold Mining Corp. include the accounts of its wholly owned subsidiary. In the opinion of management, these consolidated financial statements reflect all adjustments necessary to present fairly the Companys consolidated financial position at September 30, 2007 and the consolidated results of operations and consolidated statements of cash flows for the period ended September 30, 2007.
b)
Going Concern
These financial statements have been prepared with the on-going assumption that the Company will be able to realize its assets and discharge its liabilities in the normal course of business. However, certain conditions noted below currently exist with raise substantial doubt about the Companys ability to continue as a going concern. These financial statements do not include any adjustments to the amounts and classifications of assets and liabilities that might be necessary should the Company be unable to continue as a going concern.
The operations of the Company have primarily been funded by the sale of common stock. Continued operations of the Company are dependent on the Companys ability to complete additional equity financings or generate profitable operations in the future. Managements plan in this regard is to secure additional funds through future equity financings.
September 30, 2007 | June 30, 2007 | |
Deficit accumulated during the exploration stage | $2,617,458 | $2,306,563 |
Working capital (deficiency) | $ 915,523 | $ (124,325) |
Note 2
Principal Accounting Policies
The consolidated financial statements are prepared by management in accordance with generally accepted accounting principles of the United States of America. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates. The principal accounting policies followed by the Company are as follows:
Note 2
Principal Accounting Policies (Continued)
Cash and cash equivalents
Cash and cash equivalents include cash and highly liquid investments with an original maturity of three months or less.
Fair Value of Financial Instruments
The following disclosure of the estimated fair value of financial instruments is made in accordance with the requirements of SFAS No. 107 Disclosures about Fair Value of Financial Instruments. The estimated fair value amounts have been determined by the Company, using available market information and appropriate valuation methodologies. The fair value of financial instruments classified as current assets including cash approximate carrying value due to the short-term maturity of the instruments.
Fixed Assets
Fixed Assets are capitalized at cost. Amortization is recorded on a declining balance basis at a rate between 20% and 30% per annum.
Mineral Properties
The Company has been in the exploration stage since its inception on November 20, 2002, and has not yet realized any revenues from its planned operations. It is primarily engaged in the acquisition and exploration of mining properties. The Company expenses all costs related to the maintenance and exploration of mineral claims in which it has secured exploration rights prior to establishment of proven and probable reserves. To date, the Company has not established the commercial feasibility of its exploration prospects; therefore, all exploration costs are being expensed. Mineral property acquisition costs are initially capitalized when incurred using the guidance in EITF 04-02, Whether Mineral Rights Are Tangible or Intangible Assets. The Company assesses the carrying cost for impairment under SFAS No. 144, Accounting for Impairment or Disposal of Long Lived Assets at each fiscal quarter end. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs then incurred to develop such property are capitalized. Such costs will be amortized using the units-of-production method over the estimated lie of the probable reserve. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.
Demand Note
The note was non-interest bearing and payable on demand. The note has been converted into 327,272 common shares of the company at a rate of $0.55 per share.
Note 2
Principal Accounting Policies (Continued)
Income Taxes
Potential benefits of income tax losses are not recognized in the accounts until realization is more likely that not. The company has adopted SFAS No. 109 as of its inception. Pursuant to SFAS No. 109 the company is required to compute tax asset benefits for net operating losses carried forward. Potential benefits of net operating losses have not been recognized in these financial statements because the company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future year; and accordingly is offset by a valuation allowance.
Foreign Currency Translation
The Companys functional currency is the U.S. dollar. Translation gains and losses that arise from exchange rates fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. Transactions in foreign currency are translated into U.S dollars as follows:
- Monetary items at the rate prevailing at the balance sheet date;
- Non-monetary items at the historical exchange rate;
- Revenue and expenses that are monetary items are valued at the average rate in effect during the applicable accounting period.
Comprehensive Income
SFAS No. 130, Reporting Comprehensive Income establishes standards for the reporting and display of comprehensive income and its components in the financial statements. As at September 30, 2007, the Companys only component of comprehensive income was foreign currency translation adjustments.
Asset Retirement Obligation
The Company has adopted Statement of Financial Accounting Standards No. 143 (SFAS 143), Accounting for Asset Retirement Obligations, which requires that an asset retirement obligation (ARO) associated with the retirement of a tangible long-lived asset be recognized as a liability in the period in which it is incurred and becomes determinable, with an offsetting increase in the carrying amount of the associated asset. The cost of the tangible asset, including the initially recognized ARO, is depleted, such that the cost of the ARO is recognized over the useful life of the asset. The ARO is recorded at fair value, and accretion expense is recognizable over time as the discounted liability is accreted to its expected settlement value. The fair value of the ARO is measured using expected future cash flow, discounted at the Companys credit-adjusted-risk-free interest rate. To date, no material asset retirement obligation exists due to the early stage of the Companys mineral exploration. Accordingly, no liability has been recorded.
Note 2
Principal Accounting Policies (Continued)
Environmental Protection and Reclamation Costs
The operations of the Company have been, and may in the future be affected from time to time in varying degrees by changes in environmental regulations, including those for future removal and site restoration costs. Both the likelihood of new regulations and their overall effect upon the Company may vary form region to region and are not predictable.
Environmental expenditures that relate to ongoing environmental and reclamation programs are charged against statements of operations as incurred or capitalized and amortized depending upon their future economic benefits. The Company does not anticipate any material capital expenditures for environmental control facilities.
Basic and Diluted Net Loss Per Share
The Company computes net income (loss) per share in accordance with SFAS No. 128, Earnings per Share. SFAS No. 128 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS give effect to all dilutive potential common shares outstanding during the period using the treasury stock method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive.
Note 3
Business Combination
By a conditional sale purchase contract dated July 25, 2006, the Company acquired 100% of Minera Jeronimo S.A. de C.V. (Jeronimo), a Mexican corporation, by the issuance of 1,455,000 restricted common shares at $1.63 per share for a total consideration of $2,371,650. Jeronimo has the option to acquire a 65% interest in six mining concessions located in NW Sonora, Mexico, subject to $400,000 in exploration work commitments. The acquisition was accounted for by the purchase method, however, there were no identifiable assets acquired other than the rights to six mining concessions in Mexico.
Note 4
Related Party Transactions
During the period ended September 30, 2007, directors received payments on account of professional fees and reimbursement of expenses in the amount of $9,375 (2006: $36,322).
During the period ended September 30, 2007, 40,761 common shares were granted to a director for services. The shares issued for services rendered, valued at fair market value on the dates of issuance for total value of $9,375.
By a lease agreement dated July 6, 2006, with a company having a director in common with a director of the Company, the Company agreed to lease office premises for three years commencing August 1, 2006.
Note 5
Non-cash Transactions
During the period ended September 30, 2007, the company entered into certain non-cash operating activities as follows:
a)
The Company issued 1,540,761 common shares valued at $605,375 for services. At September 30, 2007, $138,419 has been charged to expenses and $466,956 has been included in prepaid expenses.
b)
The Company converted a demand note into 327,272 common shares.
Note 6
Fixed Assets
Cost Opening Balance | Additions During the period | Accumulated Depreciation | Net Book Value at September 30, 2007 | Net Book Value at June 30, 2007 |
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$ 8,103 | $ - | $ 1,179 | $ 6,924 | $ 7.293 |
Note 7
Share Capital
During the period ended September 30, 2007:
a)
The Company issued 1,500,000 shares valued at $596,000 for services. At September 30, 2007, 129,044 has been charged to expenses and $466,956 has been included in prepaid expenses.
b)
The Company issued 1009,091 shares for cash proceeds of $555,000.
c)
The Company converted a demand note into 327,272 shares.
Note 8
Mineral Properties
The Company has three properties located within Nevada and Mexico. The Company has capitalized acquisition costs on these mineral properties as follows:
2007 | 2006 | |||
Austin, Nevada | $ | 0 | $ | 10,000 |
Elko, Nevada | 25,000 | 25,000 | ||
Jeronimo, Mexico | 2,371,650 | 2,394,543 | ||
$ | 2,396,650 | $ | 2,429,543 |
On October 18, 2008, the Company abandoned its interest in the Elco, Nevada property. The company wrote off $ 25,000 of capitalized mineral property costs related to this property, this write off is reflected in these financial statements.
Note 8
Mineral Properties (contd)
a)
Austin, Nevada
By a Letter of Intent dated July 12, 2006, the Company has the right to earn a 100% interest in 29 unpatented mining claims situated near Austin, Nevada in consideration for minimum advance royalty payments totaling $145,141 over a six year period and $35,000 every year thereafter as follows:
- $10,141 upon signing of agreement (paid);
- $10,000 by July 12, 2007;
- $15,000 by July 12, 2008;
- $20,000 by July 12, 2009;
- $25,000 by July 12, 2010;
- $30,000 by July 12, 2011;
- $35,000 by July 12, 2012 and on each anniversary date thereafter.
In addition, an annual work commitment of $25,000 per year commencing from July 12, 2007 and costs to keep the property in good standing are required. In addition, the property vendor is entitled to a 2% net smelter return royalty (NSR) on any production up to a maximum of $10,000,000. The Company will have the right to purchase 1% of the NSR for $1,000,000.
The term of the contract is 25 years and renewable for another 25 years. As noted in Note 12 to the financial statements, the company terminated its agreement related to this property.
b) Jeronimo, México
The Companys subsidiary, Minera Jeronimo S.A. de C.V. has the option to acquire a 65% interest in six mining concessions located in NW Sonora, Mexico, subject to $400,000 in exploration work commitments.
Note 9
Commitments
By a lease agreement dated July 6, 2006, with a company having a director in common with a director of the Company, the Company agreed to lease office premises for three years commencing August 1, 2006 for the following consideration:
2008 | $ 7,832 |
2009 | $ 7,832 |
2010 | $ 7,832 |
Note 10
Subsequent Events
Subsequent to September 30, 2007, the Company abandoned its interest in the Austin, Nevada property. The company wrote off $ 25,000 of capitalized mineral property costs related to this property, the write off is reflected in these financial statements.
Subsequent to September 30, 2007, the Company approved issuance of 500,000 shares for services valued at $0.24, for a total consideration of $ 120,000.
Note 11
Discontinued Operations
By a special resolution of the shareholders of the Company dated December 19, 2006, the Company has dissolved its wholly owned subsidiary Oasis. The only asset of Oasis as at June 30, 2006, was amount receivable totaling $334 this asset was written-off in the period ended September 30, 2006.
Item 1A.
RISK FACTORS
There have been no material changes in our risk factors from those disclosed in our Annual Report on Form 10-KSB for the period ended June 30, 2007.
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operation
THE FOLLOWING DISCUSSION OF THE RESULTS OF OUR OPERATIONS AND FINANCIAL CONDITION SHOULD BE READ IN CONJUNCTION WITH OUR FINANCIAL STATEMENTS AND THE NOTES THERETO INCLUDED ELSEWHERE IN THIS REPORT.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements in this quarterly report on Form 10-QSB contain or may contain forward-looking statements that are subject to known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements were based on various factors and were derived utilizing numerous assumptions and other factors that could cause our actual results to differ materially from those in the forward-looking statements. These factors include, but are not limited to, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors. Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described in connection with any forward-looking statements that may be made herein. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. Readers should carefully review this quarterly report in its entirety, including but not limited to our financial statements and the notes thereto. Except for our ongoing obligations to disclose material information under the Federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events. For any forward-looking statements contained in any document, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
Background
Ammex Gold Mining Corp. ("Ammex the company the corporation "we" or "us") is an exploration stage mining company with no ore reserves or mining operations. Our activities to date have been, and our current activities are, limited to searching for material from which we may be able to extract precious minerals and designing a process for profitable extraction. There is no assurance that commercially viable mineral deposits exist on any property we own or may acquire. Further exploration will be required before a final evaluation as to the economic and legal feasibility of our plans can be made.
Properties
Exploration Stage Company
We are an exploratory stage company engaged in the search of gold and other precious metal deposits primarily in the United States and Mexico. As of the date of this report, we have not established that mineral reserves exist on any of our properties of a type and in a quantity and concentration that would warrant commercial mining. There can be no assurance that commercially viable mineral deposits will be found to exist on our properties, or that we will be able to design a commercially viable process to extract the precious metals.
We expense all costs related to the maintenance and exploration of mineral claims in which we have secured exploration rights prior to establishment of proven and probable reserves. To date, we have not established the commercial feasibility of our exploration prospects; therefore, all exploration costs are being expensed. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs then incurred to develop such property are capitalized.
As an exploration stage company, we are not in a position to fund our cash requirements through our current operations. We will require additional equity or debt financing to fully implement our ongoing exploratory drilling program. There is no assurance that we will be able to secure adequate capital to continue our exploration efforts. As a result, shareholders may lose some or all of the value of their common stock.
Properties
Minera Jeronimo:
On July 25, 2006 the corporation acquired 100% of Minera Jeronimo S.A. de C.V. We acquired Minera Jeronimo by issuing 1,455,000 restricted common shares, valued at $1.63 per share for a total consideration of $2,371,650. We must maintain the concessions in good standing. Minera Jeronimo has the option to acquire a 65% interest in six mining concessions located in NW Sonora, Mexico, subject to $400,000 in exploration work commitments.
The key asset in Minera Jeronimo is the El Tiliche project, located in NW Sonora, Mexico, approximately 50 kilometers NE of the Penoles-Newmont Herradura Gold Mine, within the gold belt that stretches from southern California to central Sonora. The Mesquite mine and the Picacho mine are among other large gold producers in this belt. Minera Jeronimo controls a very strategically located and large 14,300 hectares of mineral rights in 6 contiguous mining concessions. El Tiliche has been advanced over the past 2 years with a number of exploration programs and now boasts at least 6 drill-ready targets. Numerous surface samples have yielded over 5 grams gold per ton and over 100 grams silver per ton, which compares very well with early results at other producing mines in this belt.
The El Tiliche concessions are located at the intersection of a series of NE-SW high angle structures that pass through the Herradura gold deposit, and NW trending transform faults that makeup part of the Sonora-Mojave Megashear. Gold and silver mineralization associated with low angle faulting, as well as with higher angle structures, has been recognized in a number of areas within the concession block. Numerous small mine workings and prospects were mapped and sampled during a recently completed detailed reconnaissance of the property.
Intrusive and volcanic rocks of Jurassic age outcrop over a wide area in numerous low hills that are separated by areas of thin alluvial cover, and mineralized zones often project under this alluvial cover. During the recently completed detailed reconnaissance of the area, 584 rock chip samples were collected and sent to ALS Chemex Laboratories for analysis. Based on this analysis, we began a 4,000-plus meter drill program.
Drilling results to date have been inconclusive.
Bailey Hills Property (Elko Nevada):
On July 31, 2006 we entered into an option agreement to earn an 80% interest from Consolidated Global Minerals Ltd. in the Bailey Hills property located along the Carlin Trend within the Great Basin of Nevada. The Bailey Hills project covers approximately 4.5 square miles (approx. 3,000 acres) and consists of 150 mining claims within the southernmost part of the Carlin Trend, along a prospective northwest structural zone which hosts numerous world-class gold deposits.
After further due diligence and exploratory drilling, we terminated our interest in this property and all rights, title and interest therein reverted to Consolidated Global Minerals.
Callaghan Property (Austin, Nevada):
On July 17, 2006 we signed a Letter of Intent to acquire a 100% interest in 29 claims, located 13 miles northeast of Austin, Nevada (Callaghan Property). Pursuant to this Letter of Intent, we must make a minimum advance royalty payment totaling $145,141 over a six year period and $35,000 every year thereafter.
After incurring approximately $25,000 in exploratory costs, we determined that the mining claims were not commercially viable. As a result, we terminated our agreement and abandoned all rights , title and interest to the property.
Castle Copper Property:
During the quarter, we signed a letter of intent to acquire a 100% interest in the Castle Copper property located in Yavapai County, Arizona. Scoping studies indicate potential deposits of copper and molybdenum. Pursuant to the terms of the contract AmMex was required to make property payments, issue stock and conduct certain exploration activities. After conducting due diligence, we determined that the claims were not commercially viable and we did not proceed with the agreement.
Market Description
Gold and Silver
We are a precious metals exploration and development company. The gold and silver markets have been strong since 2001, where gold and silver has increased from $268 per ounce to its current price of $835 per ounce and silver has increased from $4.58 per ounce to its current price of $15.50 per ounce (as of November 8, 2007). Management believes that both the gold and silver markets will remain strong for the foreseeable future. Based on the current price of both gold and silver, management believes that our current exploratory project remains commercially viable if geological results prove positive.
Future Prospects
We are currently evaluating several projects in the United States and Mexico for future exploration targets.
Employees
As of September 30, 2007 we have 3 executive officers and one manger of exploration.
Comparison of Operating Results for the Three Months ended September 30, 2007 to the Three Months Ended September 30, 2006
Revenues
We are an exploratory mining company with no revenues from operations to date. All of our revenues to date represent interest income which we have earned as a result of our cash holdings. Our cash holdings were generated from the sale of our securities. Interest income for the three months ended September 30, 2007 was $2,517. We did not generate any interest income during the comparable period in 2006. Monies are deposited in interest bearing accounts until such time as needed for drilling and general working capital purposes.
Operating Expenses
For the three months ended September 30, 2007 as compared to the three months ended September 30, 2006 we incurred expenses of $ 313,411 as compared to $232,634, an increase of approximately 35%. There were two primary reasons for this increase in operating costs:
·
The expansion of our drilling program including exploration and geology fees; and
·
Increase in our compensation expenses
Specifically, exploration and geology costs were $91,635 and $11,750 respectively for the period ended September 30, 2007. We did not incur any of these expenses during the comparable period in 2006. Offsetting these costs was a reduction in consulting fees from $60,222 to $1,250. Partially offsetting this reduction in consulting fees was an increase in employment compensation from $18,750 to $52,175. Professional fees, primarily legal and accounting, decreased from $69,584 to $61,288. We were able to reduce our office and related expenses from $29,271 to $4,648.
Since we made the decision to terminate our agreement in connection with the Bailey Hills property in Elko, Nevada, we wrote off $25,000 of the capitalized costs related to this property.
Net Income (loss)
Our Net Loss for the three months ended September 30, 2007 was $(310,894) as s compared to a Net Loss of $(232,634 ), and increase of $78,594. We have cumulative losses totaling $2,729,965 and cumulative losses from continuing operations of $2,621,857. Until such time as we are able to identify mineral deposits which we believe can be extracted in a commercially reasonable manner, of which there can be no assurance, we anticipate that we will continue to incur ongoing losses.
Liquidity and Capital Resources
Assets and Liabilities
As of September 30, 2007, we had cash totaling $389,048 and prepaid expenses totaling $628,550 as compared to $25,183 in cash and $81,793 in prepaid expenses as of June 30, 2007. Total current assets were $1,017,817 as compared to $107,084.
Our fixed assets as of September 30, 2007 were $6,924 and our mineral properties were valued at $2,396,650 as compared to $7,292 and $2,406,650 as of June 30, 2007. We have total assets of $3,421,391 as compared to $2,521,026, an increase of approximately 36%.
Our current liabilities as of September 30, 2007 totaled $102,294 as compared to $231,409 at June 30, 2007. The reduction in our current liabilities is primarily attributable to satisfaction of a demand note in the amount of $180,000. The note was converted into 327,272 shares of our common stock at the rate of $0.55 per share.
We have a working capital surplus (current assets less current liabilities) of $915,523 as compared to a working capital deficit of $124,325. We anticipate that we will be able to meet our currently existing ongoing contractual commitments for any property or mineral rights and have sufficient financial resources to fund our ongoing exploration and geological endeavors.
Off-Balance Sheet Arrangements
We are not currently a party to, or otherwise involved with, any off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
Critical Accounting Policies
Financial Reporting Release No. 60, which was released by the Securities and Exchange Commission (the "SEC"), encourages all companies to include a discussion of critical accounting policies or methods used in the preparation of financial statements. The Company's consolidated financial statements include a summary of the significant accounting policies and methods used in the preparation of the consolidated financial statements. Management believes the following critical accounting policies affect the significant judgments and estimates used in the preparation of the financial statements.
Pre-exploration Stage Company
The Company complies with Financial Accounting Standard Board Statement No. 7 and The Securities and Exchange Commission Exchange Act Guide 7 for its characterization of the Company as pre-exploration stage.
Capitalization of Mineral Claim Costs
Cost of acquisition, exploration, carrying and retaining unproven properties are expensed as incurred until such time as reserves are proven. Costs incurred in proving and developing a property ready for production are capitalized and amortized over the life of the mineral deposit or over a shorter period if the property is shown to have an impairment in value. Expenditures for mining equipment are capitalized and depreciated over their useful life.
Foreign Currency Translation
The Companys former subsidiary, Oasis, translated amounts from its functional currency, Canadian dollars, to the reporting currency, United States dollars, in accordance with the Statement of Financial Accounting Standards (SFAS) No. 52, Foreign Currency Translation. At cash balance sheet date, recorded balances that are denominated in a currency other than US dollars are adjusted to reflect the current exchange rate which may give rise to a foreign currency translation adjustment accounted for as a separate component of stockholders deficiency and included in comprehensive loss.
Monetary assets and liabilities are translated into the reporting currency at the exchange rate in effect at the end of the year. Non-monetary assets and liabilities are translated at the exchange rate prevailing when the assets were acquired or the liabilities assumed. Revenues and expenses are translated at the rate approximating the rate of exchange on the transaction date. All exchange gains and losses are included in the determination of net income (loss) for the year.
Income Taxes
The Company uses the asset and liability method of accounting for income taxes pursuant to SFAS No. 109 Accounting for Income Taxes. Under the assets and liability method of SFAS 109, deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carryforwards and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.
Fair Value of Financial Instruments
The carrying values of the Companys financial instruments, consisting of amounts receivable, accounts payable and accrued liabilities approximate their fair values due to the short-term maturity of such instruments. Due to related parties also approximates its fair value. Unless otherwise noted, it is managements opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.
Comprehensive Loss
The Company has adopted SFAS No. 130 Reporting Comprehensive Income. Comprehensive loss is comprised of net loss and foreign currency translation adjustments.
New Accounting Standards
In December 2004, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 123R, Share Based Payment, that addresses the accounting transactions in which a company exchanges its equity instruments for goods or services. SFAS No. 123R requires that such transactions be accounted for using a fair value based method. Adoption of SFAS No. 123R is effective for fiscal periods beginning after December 15, 2005.
Item 3. Controls and Procedures.
As of the end of the period covered by this Report, the Company's chief executive officer and its principal financial officer (the Certifying Officers), evaluated the effectiveness of the Company's "disclosure controls and procedures," as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934. Based on that evaluation, the Certifying Officers concluded that, as of the date of their evaluation, the Company's disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in the Company's periodic filings under the Securities Exchange Act of 1934 is accumulated and communicated to management, including these officers, to allow timely decisions regarding required disclosure.
The Certifying Officer has also indicated that there were no significant changes in our internal controls or other factors that could significantly affect such controls subsequent to the date of their evaluation and there were no corrective actions with regard to significant deficiencies and material weaknesses.
Our management, including the Certifying Officer, does not expect that our disclosure controls or our internal controls will prevent all errors and fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. In addition, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the control. The design of any systems of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Because of these inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
PART II. OTHER INFORMATION
Item 1.
Legal Proceedings.
None.
Item 2. Unregistered Sales of Equity Securities,
During the three month period covered by this report, we issued the following unregistered securities:
Date Title Number Consideration |
7/1/07 C/S 50,000 Services Rendered and to be rendered(1) |
8/1/07 C/S 500,000 Services Rendered and to be rendered(1)(2) |
8/1/07 C/S 500,000 Services Rendered and to be rendered(1)(2) |
8/1/07 C/S 300,000 Services Rendered and to be rendered(1)(2) |
8/1/07 C/S 50,000 Services Rendered and to be rendered(1) |
8/16/07 C/S 54,545 $ 30,000 |
8/16/07 C/S 45,455 $ 25,000 |
8/16/07 C/S 909,091 $500,000 |
8/16/07 C/S 500,000 $180,000(3) |
(1) The shares of common stock were issued to various consultants, including our officers for services rendered and to be rendered. The shares were issued pursuant to the Companys 2007/08 Stock Incentive and Compensation Plan.
(2)
Represents shares of our common stock issued to officers of the Company.
(3)
Represents shares of our common stock issued pursuant to the conversion of a demand note in the amount of $180,000
The shares of common stock issued on August 16, 2007 were issued pursuant to an exemption from registration under Section 4(2) of the Act and/or Regulation S thereof. Any shares of common stock issued for services rendered were valued at the date of grant.
Item 3.
Defaults upon senior securities.
None.
Item 4. Submission of matters to a vote of security holders.
There were no matters submitted during the quarter ended September 30, 2007 to a vote of the Companys securities holders.
Item 5. Other Information
Not applicable
Item 6. Exhibits and Report on Form 8-K
There were no reports filed on Form 8-K during the quarter ended September 30, 2007
Exhibit No. Description
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31.1 Section 302 Certification of the Principal Executive Officer *
31.2 Section 302 Certification of the Principal Financial Officer *
32.1 Section 906 Certification of Principal Executive Officer *
32.2 Section 906 Certification of Principal Financial and Accounting Officer *
* Filed herewith
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AmMex Gold Mining Corp.
Date: November 13, 2007
By: /s/ Christopher Crupi
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Christopher Crupi,
CEO and 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.
By: /s/ Christopher Crupi
Date: November 13, 2007
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Christopher Crupi
CEO/ Director