x
|
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
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TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Florida
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98-0203244
|
|
(State or other jurisdiction of incorporation or organization)
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(IRS Employer Identification No.)
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c.Velazquez 150, Madrid, Spain
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E-28002
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|
(Address of principal executive offices)
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(Zip Code)
|
Large accelerated filer o
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Accelerated filer o
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Non-accelerated filer o (do not check if a smaller reporting company)
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Smaller reporting company x
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Page
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Item 1.
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Financial Statements
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3
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4
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5
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6
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10
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11
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Item 2.
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17
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Item 3.
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28
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Item 4T.
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28
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PART II – OTHER INFORMATION
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||
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||
Item 1.
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28
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Item 1A.
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28
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Item 2.
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28
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Item 3.
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29
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Item 4.
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29
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Item 5.
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29
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Item 6.
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29
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30
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Item 1.
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Financial Statements
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March 31
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December 31
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|||||||
(Unaudited) 2012
|
2011
|
|||||||
|
||||||||
ASSETS
|
||||||||
Current
|
||||||||
Cash
|
$ | 38,651 | $ | 71,647 | ||||
Available-for-sale securities
|
48,202 | 40,426 | ||||||
Cost method investments
|
177,266 | 177,266 | ||||||
Prepaid expenses and other assets
|
15,885 | 5,600 | ||||||
Total current assets
|
280,004 | 294,939 | ||||||
Mineral properties
|
500,000 | 500,000 | ||||||
Total assets
|
$ | 780,004 | $ | 794,939 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
||||||||
Current liabilities
|
||||||||
Accounts payable and accrued expenses
|
$ | 14,440 | $ | 15,218 | ||||
Accounts payable - related party
|
44,789 | 44,789 | ||||||
Total current liabilities
|
59,229 | 60,007 | ||||||
Stockholders' Equity
|
||||||||
Common stock | ||||||||
Authorized 100,000,000 common shares, par value $0.0001 Issued and outstanding: 54,500,000 (2011 - 54,500,000) common shares
|
5,450 | 5,450 | ||||||
Additional paid in capital
|
11,092,994 | 11,092,994 | ||||||
Accumulated deficit during the development stage
|
(10,304,503 | ) | (10,282,570 | ) | ||||
Accumulated other comprehensive income (loss)
|
(73,166 | ) | (80,942 | ) | ||||
Stockholders' equity
|
720,775 | 734,932 | ||||||
Total liabilities and stockholders' equity
|
$ | 780,004 | $ | 794,939 |
CIGMA METALS CORPORATION
|
||||||||||||
(An exploration stage enterprise)
|
Cumulative
|
|||||||||||
January 13
|
Three months
|
Three months
|
||||||||||
(Expressed in U.S. Dollars)
|
1989 (inception)
|
Ended
|
Ended
|
|||||||||
(Unaudited)
|
March 31
|
March 31
|
March 31
|
|||||||||
2012
|
2012
|
2011
|
||||||||||
Expenses
|
||||||||||||
Administrative and general
|
$ | 957,929 | $ | 8,729 | $ | 20,393 | ||||||
Exploration costs
|
||||||||||||
- HaldeyGold Project - partnership
|
796,261 | - | - | |||||||||
- HaldeyGold Project - other
|
185,126 | - | - | |||||||||
- Tugojakovsk Project
|
453,821 | - | - | |||||||||
- Kazakhstan
|
5,077,672 | - | - | |||||||||
- Mexico
|
5,500 | 1,500 | 2,500 | |||||||||
Impairment of mineral properties
|
1,009,597 | - | - | |||||||||
Interest, bank charges and foreign currency exchange (gains) losses
|
118,741 | (309 | ) | (4,761 | ) | |||||||
Professional fees
|
823,487 | - | 2,560 | |||||||||
Property investigation costs
|
119,717 | - | - | |||||||||
Management and consulting fees
|
2,121,922 | 12,013 | 25,392 | |||||||||
Loss before other items
|
11,669,773 | 21,933 | 46,084 | |||||||||
Other income (loss)
|
||||||||||||
Writedown of available-for-sale securities
|
(148,180 | ) | - | - | ||||||||
Writedown of investment in partnership interest
|
(190,601 | ) | - | - | ||||||||
Gain (loss) on sale of assets
|
(12,342 | ) | - | - | ||||||||
Gain (loss) on sale of available-for-sale securities
|
361,704 | - | 71,737 | |||||||||
Gain (loss) on disposition of subsidiary
|
958,591 | - | - | |||||||||
Interest income
|
265,359 | - | 2,959 | |||||||||
Total other income (loss)
|
1,234,531 | - | 74,696 | |||||||||
Net income (loss) before non-controlling interest
|
(10,435,242 | ) | (21,933 | ) | 28,612 | |||||||
Non-controlling interest
|
130,739 | - | - | |||||||||
Net income (loss) for the period
|
$ | (10,304,503 | ) | $ | (21,933 | ) | $ | 28,612 | ||||
Basic and diluted income (loss) per share
|
$ | (0.00 | ) | $ | 0.00 | |||||||
Weighted average number of common shares outstanding
|
54,500,000 | 54,500,000 |
Cumulative
|
||||||||||||
Three Months Ended
|
January 13
|
|||||||||||
March 31
|
March 31
|
1989 (inception) to
|
||||||||||
2012
|
2011
|
March 31, 2012
|
||||||||||
Net income (loss) for the period
|
$ | (21,933 | ) | $ | 28,612 | $ | (10,304,503 | ) | ||||
Other comprehensive loss
|
||||||||||||
Cumulative translation adjustment
|
- | - | - | |||||||||
Unrealized gains (losses) on available-for-sale securities
|
7,776 | (56,015 | ) | (73,166 | ) | |||||||
Comprehensive income (loss)
|
$ | (14,157 | ) | $ | (27,403 | ) | $ | (10,377,669 | ) |
(Expressed in U.S. Dollars)
|
|
|
|
|
|
|
||||||||||||||||||||||
|
||||||||||||||||||||||||||||
Accumulated
|
Accumulated
|
Total
|
||||||||||||||||||||||||||
Additional
|
Advances for
|
other
|
(deficit) during
|
stockholders'
|
||||||||||||||||||||||||
Common stock
|
paid-in
|
Stock
|
comprehensive
|
exploration
|
equity
|
|||||||||||||||||||||||
Shares
|
Amount
|
capital
|
Subscriptions
|
income (loss)
|
stage
|
(deficiency)
|
||||||||||||||||||||||
Issuance of common stock for
|
|
|||||||||||||||||||||||||||
- for services on August 2, 1989
|
2,000,000 | $ | 200 | $ | 800 | $ | - | $ | - | $ | - | $ | - | |||||||||||||||
- Net (loss) for the year
|
(1,000 | ) | (1,000 | ) | ||||||||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
Balance, December 31, 1991 to 1997
|
2,000,000 | 200 | 800 | - | - | (1,000 | ) | (1,000 | ) | |||||||||||||||||||
Issuance of common stock for
|
||||||||||||||||||||||||||||
- for mineral property rights on April 2, 1998
|
12,000,000 | 1,200 | (600 | ) | - | - | 600 | |||||||||||||||||||||
- Net (loss) for the year
|
(600 | ) | (600 | ) | ||||||||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
Balance, December 31, 1998
|
14,000,000 | 1,400 | 200 | - | - | (1,600 | ) | - | ||||||||||||||||||||
Issuance of common stock for
|
||||||||||||||||||||||||||||
- cash on March 31, 1999
|
14,000,000 | 1,400 | 698,600 | - | - | 700,000 | ||||||||||||||||||||||
- Net (loss) for the year
|
- | - | - | - | - | (141,392 | ) | (141,392 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
Balance, December 31, 1999
|
28,000,000 | 2,800 | 698,800 | - | - | (142,992 | ) | 558,608 | ||||||||||||||||||||
- Net (loss) for the year
|
- | - | - | - | - | (211,182 | ) | (211,182 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
- | - | - | - | (77,734 | ) | - | (77,734 | ) | |||||||||||||||||||
Balance, December 31, 2000
|
28,000,000 | 2,800 | 698,800 | - | (77,734 | ) | (354,174 | ) | 269,692 | |||||||||||||||||||
- Net (loss) for the year
|
- | - | - | - | - | (25,510 | ) | (25,510 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
- | - | - | - | (17,803 | ) | - | (17,803 | ) | |||||||||||||||||||
Balance, December 31, 2001
|
28,000,000 | 2,800 | 698,800 | - | (95,537 | ) | (379,684 | ) | 226,379 |
- Net (loss) for the year
|
- | - | - | - | - | (20,943 | ) | (20,943 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
- | - | - | - | 48,407 | - | 48,407 | |||||||||||||||||||||
Balance, December 31, 2002
|
28,000,000 | 2,800 | 698,800 | - | (47,130 | ) | (400,627 | ) | 253,843 | |||||||||||||||||||
- Net (loss) for the year
|
- | - | - | - | - | (17,631 | ) | (17,631 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
- | - | - | - | (3,723 | ) | - | (3,723 | ) | |||||||||||||||||||
Balance, December 31, 2003
|
28,000,000 | 2,800 | 698,800 | - | (50,853 | ) | (418,258 | ) | 232,489 | |||||||||||||||||||
Cash advanced on stock subscriptions
|
- | - | - | 1,000,000 | - | 1,000,000 | ||||||||||||||||||||||
- Net (loss) for the year
|
- | - | - | - | - | (657,031 | ) | (657,031 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
- | - | - | - | (31,020 | ) | - | (31,020 | ) | |||||||||||||||||||
Balance, December 31, 2004
|
28,000,000 | 2,800 | 698,800 | 1,000,000 | (81,873 | ) | (1,075,289 | ) | 544,438 | |||||||||||||||||||
Issuance of common stock for
|
||||||||||||||||||||||||||||
- cash on May 20, 2005
|
2,000,000 | 200 | 999,800 | (1,000,000 | ) | - | - | |||||||||||||||||||||
- cash on December 13, 2005
|
700,000 | 70 | 349,930 | - | - | 350,000 | ||||||||||||||||||||||
Cash advanced on stock subscriptions
|
- | - | - | 300,000 | - | 300,000 | ||||||||||||||||||||||
- Net (loss) for the year
|
- | - | - | - | - | (888,224 | ) | (888,224 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Recongnition of other than temporary decline in market value
|
||||||||||||||||||||||||||||
of available-foe-sale securities
|
- | - | - | - | 81,873 | - | 81,873 | |||||||||||||||||||||
Balance, December 31, 2005
|
30,700,000 | 3,070 | 2,048,530 | 300,000 | - | (1,963,513 | ) | 388,087 | ||||||||||||||||||||
Issuance of common stock for
|
||||||||||||||||||||||||||||
- cash on March 30, 2006
|
800,000 | 80 | 299,920 | (300,000 | ) | - | - | |||||||||||||||||||||
- cash on May 12, 2006
|
6,540,000 | 654 | 3,269,346 | - | - | 3,270,000 | ||||||||||||||||||||||
- cash on May 26, 2006
|
1,460,000 | 146 | 729,854 | - | - | 730,000 | ||||||||||||||||||||||
Grant of options to employees and directors
|
- | - | 366,844 | - | - | 366,844 | ||||||||||||||||||||||
- Net (loss) for the year
|
- | - | - | - | - | (1,545,617 | ) | (1,545,617 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
- | - | - | - | (15,488 | ) | - | (15,488 | ) |
Balance, December 31, 2006
|
39,500,000 | 3,950 | 6,714,494 | - | (15,488 | ) | (3,509,130 | ) | 3,193,826 | |||||||||||||||||||
Issuance of common stock for
|
||||||||||||||||||||||||||||
- finders fee in March/April 2007
|
200,000 | 20 | 136,980 | - | - | 137,000 | ||||||||||||||||||||||
- finders fee in June 2007
|
200,000 | 20 | 95,980 | - | - | 96,000 | ||||||||||||||||||||||
- cancel finders fee in March/April 2007
|
(200,000 | ) | (20 | ) | (136,980 | ) | - | - | (137,000 | ) | ||||||||||||||||||
- Net (loss) for the period
|
- | - | - | - | - | (1,909,808 | ) | (1,909,808 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Cumulative translation adjustment
|
- | - | - | - | 8,101 | - | 8,101 | |||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
- | - | - | - | (73,864 | ) | - | (73,864 | ) | |||||||||||||||||||
Balance, December 31, 2007
|
39,700,000 | 3,970 | 6,810,474 | - | (81,251 | ) | (5,418,938 | ) | 1,314,255 | |||||||||||||||||||
Issuance of common stock for
|
||||||||||||||||||||||||||||
- shares to be issued
|
- | - | 449,842 | 158 | - | 450,000 | ||||||||||||||||||||||
- finders fee in January 2008
|
300,000 | 30 | 113,970 | - | - | 114,000 | ||||||||||||||||||||||
- cash in June 2008
|
6,500,000 | 650 | 1,949,350 | - | - | 1,950,000 | ||||||||||||||||||||||
- cash in October 2008
|
1,600,000 | 160 | 399,840 | - | - | 400,000 | ||||||||||||||||||||||
- Net (loss) for the period
|
- | - | - | - | - | (3,482,651 | ) | (3,482,651 | ) | |||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Cumulative translation adjustment
|
- | - | - | - | 18,746 | - | 18,746 | |||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
- | - | - | - | (43,593 | ) | - | (43,593 | ) | |||||||||||||||||||
Balance, December 31, 2008
|
48,100,000 | 4,810 | 9,723,476 | 158 | (106,098 | ) | (8,901,589 | ) | 720,757 | |||||||||||||||||||
Issuance of common stock for
|
||||||||||||||||||||||||||||
- shares to be issued
|
- | - | (449,842 | ) | (158 | ) | - | (450,000 | ) | |||||||||||||||||||
- cash in February 2009
|
500,000 | 50 | 99,950 | 100,000 | ||||||||||||||||||||||||
- cash in March 2009
|
1,000,000 | 100 | 199,900 | - | 200,000 | |||||||||||||||||||||||
- cash in July 2009
|
3,900,000 | 390 | 1,169,610 | - | 1,170,000 | |||||||||||||||||||||||
- cash in
|
- | |||||||||||||||||||||||||||
- Net (loss) for the period
|
- | (2,235,893 | ) | (2,235,893 | ) | |||||||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Cumulative translation adjustment
|
(197,162 | ) | (197,162 | ) | ||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
175,994 | 175,994 |
Balance, December 31, 2009
|
53,500,000 | 5,350 | 10,743,094 | - | (127,266 | ) | (11,137,482 | ) | (516,304 | ) | ||||||||||||||||||
Issuance of common stock for
|
||||||||||||||||||||||||||||
- for mineral property rights on March 31, 2010
|
1,000,000 | 100 | 349,900 | - | 350,000 | |||||||||||||||||||||||
- Net income for the period
|
- | 917,649 | 917,649 | |||||||||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Cumulative translation adjustment
|
170,315 | 170,315 | ||||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
(57,632 | ) | (57,632 | ) | ||||||||||||||||||||||||
Balance, December 31, 2010
|
54,500,000 | 5,450 | 11,092,994 | - | (14,583 | ) | (10,219,833 | ) | 864,028 | |||||||||||||||||||
- Net loss for the period
|
- | (62,737 | ) | (62,737 | ) | |||||||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
(66,359 | ) | (66,359 | ) | ||||||||||||||||||||||||
Balance, December 31, 2011
|
54,500,000 | 5,450 | 11,092,994 | - | (80,942 | ) | (10,282,570 | ) | 734,932 | |||||||||||||||||||
- Net loss for the period
|
- | (21,933 | ) | (21,933 | ) | |||||||||||||||||||||||
Components of comprehensive income (loss)
|
||||||||||||||||||||||||||||
- Unrealized gains (losses) on available-for-sale securities
|
7,776 | 7,776 | ||||||||||||||||||||||||||
Balance, March 31, 2012
|
54,500,000 | $ | 5,450 | $ | 11,092,994 | $ | - | $ | (73,166 | ) | $ | (10,304,503 | ) | $ | 720,775 |
CIGMA METALS CORPORATION
|
Cumulative
|
|||||||||||
(An exploration stage enterprise)
|
January 13
|
Three months
|
Three months
|
|||||||||
1989 (inception)
|
Ended
|
Ended
|
||||||||||
(Expressed in U.S. Dollars)
|
to March 31
|
March 31
|
March 31
|
|||||||||
(Unaudited)
|
2012
|
2012
|
2011
|
|||||||||
Cash flows used in operating activities
|
||||||||||||
Net income (loss) for the period
|
$ | (10,304,503 | ) | $ | (21,933 | ) | $ | 28,612 | ||||
Adjustments to reconcile net income (loss) to net cash used in operating activities
|
||||||||||||
- depreciation
|
51,626 | - | - | |||||||||
- stock compensation expense on stock option grants
|
366,844 | - | - | |||||||||
- accrued interest on notes receivable
|
(19,901 | ) | - | (2,959 | ) | |||||||
- issuance of common stock for mineral property rights
|
600 | - | - | |||||||||
- expenses satisfied with issuance of common stock
|
211,000 | - | - | |||||||||
- partnership exploration costs
|
1,125,711 | - | - | |||||||||
- writedown of investment in partnership interest
|
190,601 | - | - | |||||||||
- writedown of available for sale securities
|
148,180 | - | - | |||||||||
- realized gain on sale of available-for-sale investments
|
(361,704 | ) | - | (71,737 | ) | |||||||
- gain on disposition of subsidiary
|
(958,591 | ) | - | - | ||||||||
- impairment of mineral properties
|
1,009,597 | - | - | |||||||||
- minority interest in income (loss) of subsidiary
|
(130,739 | ) | ||||||||||
- realized loss on sale of equipment
|
12,342 | - | - | |||||||||
Changes in working capital assets and liabilities, net of disposal of subsidiary
|
||||||||||||
- decrease (increase) in trade and other receivables
|
(11,180 | ) | - | - | ||||||||
- decrease (increase) in prepaid expenses and other assets
|
(40,374 | ) | (10,285 | ) | (3,100 | ) | ||||||
- increase (decrease) in accounts payables and accrued liabilities
|
250,220 | (778 | ) | (8,216 | ) | |||||||
- increase (decrease) in accounts payables related party
|
44,788 | - | - | |||||||||
- increase (decrease) in deposits
|
- | - | - | |||||||||
Net cash used in operating activities
|
(8,415,483 | ) | (32,996 | ) | (57,400 | ) | ||||||
Cash provided by (used in) investing activities
|
||||||||||||
- collections on notes receivable
|
200,000 | - | - | |||||||||
- purchase equipment
|
(217,093 | ) | - | - | ||||||||
- proceeds from sale of equipment
|
35,717 | - | - | |||||||||
- proceeds from disposition of subsidiary, net of cash deposit
|
1,452,949 | - | - | |||||||||
- investment in available-for-sale securities
|
(337,342 | ) | - | - | ||||||||
- proceeds from disposition of marketable securities
|
422,132 | - | 82,887 | |||||||||
- investment in partnership interest
|
(1,316,312 | ) | - | - | ||||||||
- acquisition of mineral property costs
|
(2,550,000 | ) | - | - | ||||||||
Net cash provided by (used in) investing activities
|
(2,309,949 | ) | - | 82,887 | ||||||||
Cash flows from financing activities
|
||||||||||||
- issuance of common stock
|
10,170,001 | - | - | |||||||||
- loan proceeds
|
1,160,255 | - | - | |||||||||
- loan payments
|
(633,396 | ) | - | - | ||||||||
Net cash provided by financing activities
|
10,696,860 | - | - | |||||||||
Effect of exchange rate changes on cash and cash equivalents
|
67,223 | - | - | |||||||||
Increase in cash and cash equivalents
|
38,651 | (32,996 | ) | 25,487 | ||||||||
Cash and cash equivalents, beginning of period
|
- | 71,647 | 223,334 | |||||||||
Cash and cash equivalents, end of period
|
$ | 38,651 | $ | 38,651 | $ | 248,821 | ||||||
Supplement Disclosures of Cash Information:
|
||||||||||||
Interest paid (net of amounts capitalized)
|
$ | - | $ | - | ||||||||
Income taxes paid
|
$ | - | $ | - |
1.
|
Nature of Business and Going Concern
|
2.
|
Significant Accounting Policies
|
a)
|
Principles of Accounting:
|
b)
|
Accounting Estimates
|
c)
|
Cash Equivalents
|
d)
|
Marketable securities
|
e)
|
Mineral Properties and Exploration Expenses
|
f)
|
Stock-based compensation
|
g)
|
Interest Expense
|
h)
|
Foreign Currency Translations and Transactions
|
i)
|
Concentration of Credit Risk
|
j)
|
Long-Lived Assets Impairment
|
k)
|
Comprehensive income
|
l)
|
Fair Value of Financial Instruments and Risks
|
m)
|
Income Taxes
|
n)
|
Earnings (Loss) Per Share
|
o)
|
Fair Value Measurement
|
p)
|
New Accounting Pronouncements
|
3.
|
Available-for-sale securities
|
Cost $
|
Other-than –temporary
losses $
|
Gross
unrealized gains $
|
Gross
unrealized
losses $
|
Accumulated
unrealized
gains/(losses) $
|
Market
value $
|
|||||||||||||||||||
December 31, 2010
|
132,518 | - | 73,833 | (88,416 | ) | (14,583 | ) | 117,935 | ||||||||||||||||
Change in year
|
(11,150 | ) | - | (73,833 | ) | 7,474 | (66,359 | ) | (77,509 | ) | ||||||||||||||
December 31, 2011
|
121,368 | - | - | (80,942 | ) | (80,942 | ) | 40,426 | ||||||||||||||||
Change in year
|
- | - | 7,776 | 7,776 | 7,776 | 7,776 | ||||||||||||||||||
March 31, 2012
|
121,368 | - | - | (73,166 | ) | (73,166 | ) | 48,202 |
4.
|
Mineral Properties and Exploration Expenses
|
5.
|
Stock Options
|
6.
|
Common Stock
|
7.
|
Related Party Transactions
|
8.
|
Non-Cash Investing and Financing Activities
|
9.
|
Subsequent Events
|
|
·
|
On August 1, 2012, the Company signed a property purchase agreement with Alphamin regarding the sale and transfer by Alphamin of a 100% interest in the Aurora (title No. 238662), Aurora Fraccion 1 (title No. 238663), La Huerta (title No. 231940), La Pastoria (title No. 232204), and Lupita (title No. 232725) mining concessions located in the State of Guerrero, Mexico, to us, in consideration for MXN $20,000. Alphamin will retain a 1.5% Net Smelter Returns Royalty on production from the Aurora and Aurora Fraccion mining concessions.
|
|
·
|
On August 24, 2012, the Company completed a private placement of 4 million common shares at $0.05 per share for total proceeds of $200,000. The shares were issued in September 2012.
|
|
·
|
In September 2012, the Company issued 1,000,000 shares of common stock of the Company in settlement of indebtedness amounting to $50,000.
|
|
·
|
On January 27, 2007, we were granted 51% interest in Dostyk in return for a commitment to spend US$300,000 for exploration pursuant to the Maykubinsk Licence;
|
|
·
|
We obtained the rights to a further 20% interest in Dostyk by spending an additional US$700,000 for exploration pursuant to the Maykubinsk Licence;
|
|
·
|
We obtained the rights to a further 19% interest in Dostyk by spending an additional US$1,000,000 for exploration pursuant to the Maykubinsk Licence, to increase our interest in Dostyk to 90%; and
|
|
·
|
We paid Eureka US$400,000 to obtain the remaining 10% interest in Dostyk.
|
Concession
|
Title Number
|
File Number
|
Title Date
|
Surface area in Ha.
|
La Huerta
|
231940
|
033/09856
|
05/23/08
|
1470.0246
|
La Pastoria
|
232204
|
033/09857
|
07/04/08
|
1207.8195
|
Lupita
|
232725
|
033/09832
|
10/15/08
|
1420.1978
|
Total
|
4098.0419
|
Concession
|
Title Number
|
File Number
|
Title Date
|
Surface area in Ha.
|
Aurora II
|
235480
|
033/09795
|
12/04/09
|
1946.6488
|
Aurora
|
238662
|
033/09787
|
10/11/11
|
89558.6322
|
Aurora Fraccion I
|
238663
|
033/09787
|
10/11/11
|
54.1121
|
Total
|
91,559.3931
|
|
·
|
accrued interest on notes receivable $0 (2011 - $2,959);
|
|
·
|
gain on sale of available-for-sale securities $0 (2011 - $71,737);
|
|
·
|
Authorized share capital of 100,000,000 common shares with par value of $0.0001 each.
|
|
·
|
59,500,000 common shares were issued and outstanding as at October 26, 2012 (March 31, 2012 – 54,500,000 and December 31, 2011 – 54,500,000).
|
|
·
|
Vehicles - 10 years;
|
|
·
|
Office equipment, furniture and fixtures – 2 to 10 years.
|
Item 4T.
|
PART II.
|
OTHER INFORMATION
|
Item 1.
|
Item 1A.
|
|
(i)
|
we did not modify the instruments defining the rights of our shareholders;
|
|
(ii)
|
no rights of any shareholders were limited or qualified by any other class of securities; and
|
|
(iii)
|
we have issued the following unregistered equity securities:
|
Item 3.
|
Item 4.
|
Item 5.
|
Item 6.
|
(a)
|
InIndex to and Description of Exhibits
|
3.1.1
|
Certificate of Incorporation incorporated by reference to the registration statement on Form 10SB filed on September 16, 1999 (SEC File No. 000-27355 99712713).
|
3.1.2
|
Certificate of Amendment to the Certificate of Incorporation incorporated by reference to the Form 10SB12G filed on September 16, 1999 (SEC File No. 000-27355 99712713).
|
3.2.1
|
By-laws incorporated by reference to the Form 10SB12G filed on September 16, 1999 (SEC File No. 000-27355 99712713).
|
10.1.1
|
Haldeevskaya Joint Activity Agreement dated August 30, 2004, incorporated by reference to the Form 10-KSB filed on June 6, 2006 (SEC File No. 000-27355-06888704).
|
10.1.2
|
Amendment to Haldeevskaya Joint Activity Agreement dated April 22, 2005, incorporated by reference to the Form 10-KSB filed on June 6, 2006 (SEC File No. 000-27355-06888704).
|
10.1.3
|
Amendment to Haldeevskaya Joint Activity Agreement dated December 31, 2005, incorporated by reference to the Form 10-KSB filed on June 6, 2006 (SEC File No. 000-27355-06888704).
|
10.1.4
|
Amendment to Haldeevskaya Joint Activity Agreement dated July 7, 2006, incorporated by reference to the Form 10-QSB filed on August 14, 2006 (SEC File No. 000-27355-061028644).
|
10.2.1
|
Tugoyakovka Joint Activity Agreement dated June 17, 2005, incorporated by reference to the Form 10-KSB filed on June 6, 2006 (SEC File No. 000-27355-06888704).
|
10.2.2
|
Amendment to Tugoyakovka Joint Activity Agreement dated December 31, 2005, incorporated by reference to the Form 10-KSB filed on June 6, 2006 (SEC File No. 000-27355-06888704).
|
10.2.3
|
Amendment to Tugoyakovka Joint Activity Agreement dated July 7, 2006, incorporated by reference to the Form 10-QSB filed on August 14, 2006 (SEC File No. 000-27355-061028644).
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
|
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
|
|
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
|
|
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
|
|
99.1
|
Corporate Governance Principles, incorporated by reference to the registration statement on Form 10KSB filed on November 4, 2004 SEC File No. 000-27355 041117794).
|
101.INS
|
XBRL Instance Document*
|
101.SCH
|
XBRL Taxonomy Extension Schema Document*
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document*
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document*
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document*
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document*
|
Cigma Metals Corporation
|
|
Registrant
|
/s/ Antonio Jaramillo
|
Dated: November 27, 2012
|
By:
|
Antonio Jaramillo
|
Title:
|
Chief Executive Officer and President (Principal Executive Officer Chief financial Officer, Principal Financial Officer,
Principal Accounting Officer and Director)
|
/s/ Michelle Robinson
|
Dated: November 27, 2012
|
By:
|
Michelle Robinson
|
Title:
|
Director
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Cigma Metals Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Antonio Jaramillo
|
Dated: November 27, 2012
|
By:
|
Antonio Jaramillo
|
Title:
|
Chief Executive Officer and President (Principal Executive Officer Chief Financial Officer, Principal Financial Officer,
Principal Accounting Officer and Director)
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Cigma Metals Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Antonio Jaramillo
|
Dated: November 27, 2012
|
By:
|
Antonio Jaramillo
|
Title:
|
Chief Executive Officer and President (Principal Executive Officer Chief Financial Officer, Principal Financial Officer,
Principal Accounting Officer and Director)
|
1.
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material aspects, the financial condition and result of operations of the Company.
|
/s/ Antonio Jaramillo
|
Dated: November 27, 2012
|
By:
|
Antonio Jaramillo
|
Title:
|
Chief Executive Officer and President (Principal Executive Officer Chief Financial Officer, Principal Financial Officer,
Principal Accounting Officer and Director)
|
1.
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material aspects, the financial condition and result of operations of the Company.
|
/s/ Antonio Jaramillo
|
Dated: November 27, 2012
|
By:
|
Antonio Jaramillo
|
Title:
|
Chief Executive Officer and President (Principal Executive Officer Chief Financial Officer, Principal Financial Officer,
Principal Accounting Officer and Director)
|
Significant Accounting Policies
|
3 Months Ended | ||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2012
|
|||||||||||||||||||||||||||||||||||
Significant Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||
Significant Accounting Policies |
The Company follows accounting standards set by the Financial Accounting Standards Board, referred to as the "FASB". The FASB sets accounting principles generally accepted in the United States ("GAAP") that the Company follows to ensure they consistently report their financial condition, results of operations, and cash flows. References to GAAP issued by the FASB in these footnotes are to the FASB Accounting Standards Codification, referred to as "ASC". These consolidated financial statements have been prepared in accordance with GAAP and include the accounts of the Company and its 100% owned subsidiaries Exploraciones Cigma S.A. de C.V. ("Exploraciones Cigma") and Cigma Metals (BVI) Limited ("Cigma BVI"), collectively, they are referred to herein as "the Company". Significant inter-company accounts and transactions have been eliminated.
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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 and assumptions.
Cash equivalents comprise certain highly liquid instruments with a maturity of three months or less when purchased. The Company did not have any cash equivalents at March 31, 2012 and December 31 2011.
Non-derivative financial assets that do not meet the definition of loans and receivables are classified as available-for-sale and comprise principally all of the Company's strategic investments in entities not qualifying as subsidiaries or associates. The Company's available-for-sale securities consist of shares of common stock of three small cap publicly traded companies at both March 31, 2012 and December 31, 2011, and are stated at fair value. Any unrealized holding gains or losses in these securities are included in the determination of accumulated other comprehensive income (loss). If a loss in value in the available-for-sale securities is considered to be other than temporary, it is recognized in the determination of net income. Cost is based on the specific identification method for the individual securities to determine realized gains or losses. On sale of available-for-sale investments, the cumulative amount recognized in other comprehensive loss/income is reclassified from accumulated other comprehensive loss/income to profit or loss. Investee companies where no quoted market price in an active market is available are accounted for under the cost method of accounting. Under this method, the Company's share of the earnings or losses of such Investee companies is not included in the Consolidated Balance Sheet or Statement of Operations. However, impairment charges are recognized in the Consolidated Statement of Operations. If circumstances suggest that the value of the Investee Company has subsequently recovered, such recovery is not recorded. Cost method investments at March 31, 2012, consist of an investment in a privately held corporation headquartered in Europe.
The Companies policy is to account for its mineral properties on a cost basis whereby all direct costs, net of pre-production revenue, relative to the acquisition of the properties are capitalized. All sales and option proceeds received are first credited against the costs of the related property, with any excess credited to earnings. Once commercial production has commenced, the net costs of the applicable property will be charged to operations using the unit-of-production method based on estimated proven and probable recoverable reserves. The net costs related to abandoned properties are charged to operations. Exploration costs are charged to operations as incurred until such time that proven reserves are discovered. From that time forward, the Company will capitalize all costs to the extent that future cash flow from mineral reserves equals or exceeds the costs deferred. The deferred costs will be amortized over the recoverable reserves when a property reaches commercial production. As at March 31, 2012 and December 31, 2011, the Company did not have proven reserves. Exploration activities conducted jointly with others are reflected at the Company's proportionate interest in such activities. The Company reviews the carrying values of its mineral properties on a regular basis by reference to the project economics including the timing of the exploration and/or development work, the work programs and the exploration results experienced by the Company and others. The review of the carrying value of any producing property will be made by reference to the estimated future operating results and net cash flows. When the carrying value of a property exceeds its estimated net recoverable amount, provision is made for the decline in value. The recoverability of the amounts shown for mineral properties is dependent on the confirmation of economically recoverable reserves, confirmation of the Company's interest in the underlying mineral claims, the ability of the Company to obtain the necessary financing to successfully complete their development and the attainment of future profitable operations or proceeds from disposition. Estimated costs related to site restoration programs during the commercial development stage of the property are accrued over the life of the project.
The Company accounts for share-based payments under the fair value method of accounting whereby stock-based compensation cost is measured at the grant date based on the fair value of the common stock on the award date.
Interest expense was approximately $0 in 2012 (2011 - $116) respectively.
The Company and Cigma Metals (BVI) Limited's reporting currency is the U.S. Dollar. Exploraciones Cigma S.A. de C.V. is a foreign operation and its functional currency is the Mexico Peso. Certain contractual obligations in these consolidated financial statements are stated in the Mexican Peso. The Mexican Peso to U.S. dollar exchange rate at March 31, 2012 was U.S. $0.0781 to 1 Peso. The Company translates foreign assets and liabilities of its subsidiaries, other than those denominated in U.S. dollars, at the rate of exchange at the balance sheet date. Income and Expenses are translated at the average rate of exchange throughout the year. Gains or losses from these translations are reported as a separate component of other comprehensive income (loss) until all or a part of the investment in the subsidiaries is sold or liquidated. The translation adjustments do not recognize the effect of income tax because the Company expects to reinvest the amounts indefinitely in operations. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency foreign exchange loss in the consolidated statements of operations and were not material in 2012 or 2011 or in the cumulative period ending March 31, 2012.
Financial instruments that subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents. The Company places its cash with high credit quality financial institutions in Canada. The Company occasionally has cash deposits in excess of federally insured limits. The Company did not have funds deposited in banks beyond the insured limits as of March 31, 2012 and December 31, 2011.
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable, in accordance with GAAP. An impairment loss would be recognized when the carrying amount of an asset exceeds the estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition.
The Company has adopted FASB ASC 220, Reporting Comprehensive Income, which establishes standards for reporting and display of comprehensive income, its components and accumulated balances. The Company is disclosing this information on its Consolidated Statement of Stockholders' Equity and Comprehensive Income (Loss). Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners.
Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair value. The carrying value of cash, accounts payable and accrued expenses (including related parties) approximate their fair value because of the short-term nature of these instruments. Management is of the opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments. The Company operates outside of the United States of America and is exposed to foreign currency risk due to the fluctuation between the currency in which the Company operates in and the U.S. dollar.
The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been recognized in the Company's financial statements or tax returns using the liability method. Under this method, deferred tax liabilities and assets are determined based on the differences between the financial statement carrying amounts and tax bases of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Income taxes recognized in a company's financial statements are in accordance with GAAP. GAAP prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken in a tax return. It also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Estimated interest and penalties related to recording uncertain tax positions when recorded are included as a component of income tax expense on the consolidated statement of operations. The Company has not recorded any liabilities for uncertain tax positions or any related interest and penalties. The Company's tax returns are open to review by federal tax authorities from 2007 to current.
Earnings (loss) per share is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding during the year including common stock issued effective the date committed. Common stock issuable is considered outstanding as of the original approval date for the purposes of earnings per share computations. Diluted loss per common share is computed by dividing net loss by the sum of (a) the basic weighted average number of shares of common stock outstanding during the period and (b) additional shares that would have been issued and potentially dilutive securities and is equivalent to basic income (loss) per share for 2012 and 2011and because there were no potentially dilutive securities outstanding at March 31, 2012 and December 31, 2011.
Fair value is defined in GAAP as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP established a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. As presented in the tables below, this hierarchy consists of three broad levels: Level 1: Valuations consist of unadjusted quoted prices in active markets for identical assets and liabilities and has the highest priority; Level 2: Valuations rely on quoted prices in markets that are not active or observable inputs over the full term of the asset or liability; Level 3: Valuations are based on prices or third party or internal valuation models that require inputs that are significant to the fair value measurement and are less observable and thus have the lowest priority. Assets and Liabilities Measured at Fair Value on a Recurring Basis Certain assets and liabilities are reported at fair value on a recurring basis in the Company's Balance Sheet. The following methods and assumptions were used to estimate the fair values: Available-for-sale securities The Company's available-for-sale securities consist of shares of common stock of three small cap publicly traded companies at March 31, 2012 and December 31, 2011, respectively, and are stated at fair value, which is based on Level 1 inputs under the Fair Value hierarchy consisting of quoted prices in active markets for identical shares. A reconciliation of the Available-for-sale securities is included in Note 3.
At present, there are no pronouncements that the Company expects will have a material impact on these consolidated financial statements. |