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0001204459-10-002420.txt : 20101013
0001204459-10-002420.hdr.sgml : 20101013
20101013115558
ACCESSION NUMBER: 0001204459-10-002420
CONFORMED SUBMISSION TYPE: 6-K
PUBLIC DOCUMENT COUNT: 6
CONFORMED PERIOD OF REPORT: 20100630
FILED AS OF DATE: 20101013
DATE AS OF CHANGE: 20101013
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: NWT Uranium Corp.
CENTRAL INDEX KEY: 0001290982
STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000]
IRS NUMBER: 000000000
STATE OF INCORPORATION: A6
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 6-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-50822
FILM NUMBER: 101120880
BUSINESS ADDRESS:
STREET 1: 70 YORK STREET
STREET 2: SUITE 1102
CITY: TORONTO
STATE: A6
ZIP: M5J 1S9
BUSINESS PHONE: 416-504-3978
MAIL ADDRESS:
STREET 1: 70 YORK STREET
STREET 2: SUITE 1102
CITY: TORONTO
STATE: A6
ZIP: M5J 1S9
FORMER COMPANY:
FORMER CONFORMED NAME: Northwestern Mineral Ventures Inc.
DATE OF NAME CHANGE: 20040519
6-K
1
form6k.htm
FORM 6-K
NWT Uranium Corp.: Form 6-K - Filed by newsfilecorp.com
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act of 1934
For the period September 2010
Commission File Number 000-50822
NWT URANIUM CORP.
(Translation of Registrant's name into English)
70 York Street, Suite 1102, Toronto,
Ontario, M5J 1S9, Canada
(Address of principal executive offices)
Indicate by check mark whether the registrant
files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F [X]
Form 40-F [ ]
Indicate by check mark if the registrant is
submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
[ ]
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ]
No [X]
Exhibit Index
2
SIGNATURE
Pursuant to the
requirements of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
|
NWT URANIUM CORP. |
|
|
|
By: /s/ John P. Lynch
|
|
John P. Lynch
President and Chief Executive Officer |
Date:
September 20, 2010
3
EX-99.1
2
exhibit99-1.htm
EXHIBIT 99.1
NWT Uranium Corp.: Exhibit 99.1 - Filed by newsfilecorp.com
Exhibit 99.1
NWT URANIUM CORP.
(AN EXPLORATION STAGE COMPANY)
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2010
(Expressed in Canadian Dollars)
(Unaudited)
Managements Responsibility for Financial Reporting
The accompanying unaudited interim consolidated financial
statements of NWT Uranium Corp. (an exploration stage company) were prepared by
management in accordance with Canadian generally accepted accounting principles.
The most significant of these accounting principles have been set out in the
December 31, 2009 audited consolidated financial statements. Only changes in
accounting policies have been disclosed in these unaudited interim consolidated
financial statements. Management acknowledges responsibility for the preparation
and presentation of the unaudited interim consolidated financial statements,
including responsibility for significant accounting judgments and estimates and
the choice of accounting principles and methods that are appropriate to the
Companys circumstances.
Management has established processes, which are in place to
provide them sufficient knowledge to support management representations that
they have exercised reasonable diligence that (i) the unaudited interim
consolidated financial statements do not contain any untrue statement of
material fact or omit to state a material fact required to be stated or that is
necessary to make a statement not misleading in light of the circumstances under
which it is made, as of the date of and for the periods presented by the
unaudited interim consolidated financial statements and (ii) the unaudited
interim consolidated financial statements fairly present in all material
respects the financial condition, results of operations and cash flows of the
Company, as of the date of and for the periods presented by the unaudited
interim consolidated financial statements.
The Board of Directors is responsible for reviewing and
approving the unaudited interim consolidated financial statements together with
other financial information of the Company and for ensuring that management
fulfills its financial reporting responsibilities. An Audit Committee assists
the Board of Directors in fulfilling this responsibility. The Audit Committee
meets with management to review the financial reporting process and the
unaudited interim consolidated financial statements together with other
financial information of the Company. The Audit Committee reports its findings
to the Board of Directors for its consideration in approving the unaudited
interim consolidated financial statements together with other financial
information of the Company for issuance to the shareholders.
Management recognizes its responsibility for conducting the
Companys affairs in compliance with established financial standards, and
applicable laws and regulations, and for maintaining proper standards of conduct
for its activities.
Notice to Reader
Under National Instrument 51-102, Part 4, subsection 4.3(3)(a),
if an auditor has not performed a review of the unaudited interim consolidated
financial statements, they must be accompanied by a notice indicating that the
consolidated financial statements have not been reviewed by an auditor.
The accompanying unaudited interim consolidated financial
statements of the Company have been prepared by and are the responsibility of
the Company's management.
The Company's independent auditor has not performed a review of
these unaudited interim consolidated financial statements in accordance with
standards established by the Canadian Institute of Chartered Accountants for a
review of interim financial statements by an entity's auditor.
NWT URANIUM CORP.
(AN EXPLORATION STAGE COMPANY)
Interim Consolidated Balance Sheets
(Unaudited - Expressed
in Canadian Dollars)
|
|
June 30, |
|
|
December 31, |
|
|
|
2010 |
|
|
2009
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
|
|
|
|
Cash |
$ |
22,384,752 |
|
$ |
5,360,698 |
|
Amounts
receivable and prepaid expenses |
|
317,827 |
|
|
488,091 |
|
Income taxes recoverable
|
|
- |
|
|
1,453,751 |
|
Current portion of loan
receivable (Note 8) |
|
10,699 |
|
|
10,050 |
|
|
|
22,713,278 |
|
|
7,312,590 |
|
Loan receivable (Note 8) |
|
199,133 |
|
|
196,079 |
|
Fixed assets (Note 9) |
|
60,087 |
|
|
19,497 |
|
Other investments (Note 5) |
|
1,864,500 |
|
|
1,987,500 |
|
Investment in Niger Uranium Limited (Note 6) |
|
3,156,002 |
|
|
20,742,448 |
|
Investment in Kalahari Minerals Plc. (Note 7) |
|
4,125,162 |
|
|
- |
|
|
$ |
32,118,162 |
|
$ |
30,258,114 |
|
|
|
|
|
|
|
|
Liabilities and Shareholders' Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
|
|
|
|
Accounts
payable and accrued liabilities (Note 14) |
$ |
231,340 |
|
$ |
139,116 |
|
Income taxes payable |
|
1,105,249 |
|
|
- |
|
|
|
|
|
|
|
|
Shareholders'
equity (statement and Note 10) |
|
30,781,573 |
|
|
30,118,998 |
|
|
$ |
32,118,162 |
|
$ |
30,258,114 |
|
NATURE OF OPERATIONS (Note 1)
APPROVED ON BEHALF OF THE BOARD:
Signed "John
Lynch"
, Director |
Signed "David
Subotic"
, Director |
The accompanying notes are an integral part of these unaudited
interim consolidated financial statements.
- 1 -
NWT URANIUM CORP.
(AN EXPLORATION STAGE COMPANY)
Interim Consolidated Statements of Operations
(Unaudited -
Expressed in Canadian Dollars)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
Cumulative |
|
|
|
June 30, |
|
|
June 30, |
|
|
from |
|
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
|
Inception |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock based compensation expense |
$ |
- |
|
$ |
28,169 |
|
$ |
- |
|
$ |
302,904 |
|
$ |
3,338,800 |
|
Management and administrative
services (Note 14) |
|
949,153 |
|
|
112,160 |
|
|
1,053,146 |
|
|
199,420 |
|
|
3,560,315 |
|
Investor relations and promotion |
|
2,617 |
|
|
6,144 |
|
|
4,282 |
|
|
13,632 |
|
|
1,276,116 |
|
Professional fees |
|
159,617 |
|
|
(2,768 |
) |
|
259,593 |
|
|
116,278 |
|
|
2,383,352 |
|
Office and administration |
|
87,756 |
|
|
75,652 |
|
|
168,484 |
|
|
137,465 |
|
|
1,176,323 |
|
Travel expenses |
|
41,688 |
|
|
105,877 |
|
|
97,872 |
|
|
175,751 |
|
|
857,795 |
|
Shareholders information |
|
43,639 |
|
|
65,986 |
|
|
48,147 |
|
|
68,012 |
|
|
513,143 |
|
Regulatory fees |
|
626 |
|
|
2,718 |
|
|
8,277 |
|
|
11,238 |
|
|
283,844 |
|
Amortization |
|
2,576 |
|
|
35,690 |
|
|
5,037 |
|
|
71,380 |
|
|
346,384 |
|
Government fees and taxes |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
34,874 |
|
Foreign exchange (gain) loss |
|
(942,640 |
) |
|
60,571
|
|
|
(882,983 |
) |
|
33,907
|
|
|
(702,885 |
)
|
|
|
345,032 |
|
|
490,199 |
|
|
761,855 |
|
|
1,129,987 |
|
|
13,068,061 |
|
Net loss for the period before the following: |
|
(345,032 |
) |
|
(490,199 |
) |
|
(761,855 |
) |
|
(1,129,987 |
) |
|
(13,068,061 |
) |
Dividend income (Notes 6 and 7) |
|
9,443,967 |
|
|
- |
|
|
21,983,532 |
|
|
- |
|
|
21,983,532 |
|
Interest income |
|
9,034 |
|
|
- |
|
|
13,689 |
|
|
- |
|
|
22,659 |
|
Gain on disposition of Irhazer and In Gall
Projects, Niger |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
19,260,008 |
|
Loss on disposition of Daniel Lake and North Rae Uranium
Projects |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(1,192,250 |
) |
Loss on sale of investment in Niger Uranium
Limited |
|
(49,791 |
) |
|
- |
|
|
(49,791 |
) |
|
- |
|
|
(49,791 |
) |
Gain on sale of investment in Kalahari Minerals Plc. (Note
7) |
|
500,033 |
|
|
- |
|
|
500,033 |
|
|
- |
|
|
500,033 |
|
Loss on disposition of fixed assets |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(168,917 |
) |
Exploration properties and deferred exploration
expenditures written-off |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(4,676,122 |
) |
Strategic Alliance fee |
|
- |
|
|
(146,196 |
) |
|
- |
|
|
(292,392 |
) |
|
(1,193,934 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period before
provision for (recovery of) corporate taxes: |
|
9,558,211 |
|
|
(636,395 |
) |
|
21,685,608 |
|
|
(1,422,379 |
) |
|
21,417,157 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for (recovery of) corporate
taxes: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current income taxes |
|
2,082,000 |
|
|
- |
|
|
3,000,000 |
|
|
- |
|
|
4,860,044 |
|
Future income taxes |
|
23,250 |
|
|
- |
|
|
444,952 |
|
|
- |
|
|
(494,118 |
) |
|
|
2,105,250 |
|
|
- |
|
|
3,444,952 |
|
|
- |
|
|
4,365,926 |
|
Net income (loss) for the period |
$ |
7,452,961 |
|
$ |
(636,395 |
) |
$ |
18,240,656 |
|
$ |
(1,422,379 |
) |
$ |
17,051,231 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share - basic (Note 12)
|
$ |
0.06 |
|
$ |
(0.01 |
) |
$ |
0.14 |
|
$ |
(0.01 |
) |
|
|
|
Earnings (loss) per share - diluted (Note 12) |
$ |
0.06 |
|
$ |
(0.01 |
) |
$ |
0.14 |
|
$ |
(0.01 |
) |
|
|
|
The accompanying notes are an integral part of these unaudited
interim consolidated financial statements.
- 2 -
NWT URANIUM CORP.
(AN EXPLORATION STAGE COMPANY)
Interim Consolidated Statements of Deficit
(Unaudited -
Expressed in Canadian Dollars)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
Cumulative |
|
|
|
June 30, |
|
|
June 30, |
|
|
from |
|
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
|
Inception |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at beginning of period |
$ |
9,598,270 |
|
$ |
2,812,474 |
|
$ |
(1,189,425 |
) |
$ |
3,598,458 |
|
$ |
- |
|
Net income (loss)
for the period |
|
7,452,961 |
|
|
(636,395 |
) |
|
18,240,656 |
|
|
(1,422,379 |
) |
|
17,051,231 |
|
Balance at end of period |
$ |
17,051,231 |
|
$ |
2,176,079 |
|
$ |
17,051,231 |
|
$ |
2,176,079 |
|
$ |
17,051,231 |
|
The accompanying notes are an integral part of these unaudited
interim consolidated financial statements.
- 3 -
NWT URANIUM CORP.
(AN EXPLORATION STAGE COMPANY)
Interim Consolidated Statements of Comprehensive Income
(Unaudited - Expressed in Canadian Dollars)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
Cumulative |
|
|
|
June 30, |
|
|
June 30, |
|
|
from |
|
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
|
Inception |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
$ |
7,452,961 |
|
$ |
(636,395 |
) |
$ |
18,240,656 |
|
$ |
(1,422,379 |
) |
$ |
17,051,231 |
|
Other comprehensive (loss) income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized (loss) gain on
available-for-sale investments, net of tax |
|
(8,997,630 |
) |
|
2,262,407 |
|
|
(17,606,352 |
) |
|
11,187,107 |
|
|
(13,931,252 |
) |
Reclassification
of realized gain on available-for-sale investments to income |
|
28,271 |
|
|
- |
|
|
28,271 |
|
|
- |
|
|
56,542
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net comprehensive income for the period |
$ |
(1,516,398 |
) |
$ |
1,626,012 |
|
$ |
662,575 |
|
$ |
9,764,728 |
|
$ |
3,176,521 |
|
The accompanying notes are an integral part of these unaudited
interim consolidated financial statements.
- 4 -
NWT URANIUM CORP.
(AN EXPLORATION STAGE COMPANY)
Interim Consolidated Statements of Cash Flows
(Unaudited -
Expressed in Canadian Dollars)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
Cumulative |
|
|
|
June 30, |
|
|
June 30, |
|
|
from |
|
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
|
Inception |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash provided by (used in) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
$ |
7,452,961 |
|
$ |
(636,395 |
) |
$ |
18,240,656 |
|
$ |
(1,422,379 |
) |
$ |
17,051,231 |
|
Stock based compensation expense |
|
- |
|
|
28,169 |
|
|
- |
|
|
302,904 |
|
|
3,338,800 |
|
Future income taxes |
|
23,250 |
|
|
- |
|
|
444,952 |
|
|
- |
|
|
(494,118 |
) |
Shares received in lieu of dividend income
|
|
(9,823,064 |
) |
|
- |
|
|
(9,823,064 |
) |
|
- |
|
|
(9,823,064 |
) |
Interest income received and capitalized |
|
- |
|
|
8,021 |
|
|
- |
|
|
18,526 |
|
|
1,460,096 |
|
Gain on disposition of Irhazer and In Gall
Projects, Niger |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(19,260,008 |
) |
Loss on disposition of Daniel Lake and North Rae Uranium
Projects |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
1,192,250 |
|
Loss on disposition of fixed assets |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
168,917 |
|
Loss on sale of investment in Niger Uranium Limited |
|
49,791 |
|
|
- |
|
|
49,791 |
|
|
- |
|
|
49,791 |
|
Gain on sale of investment in Kalahari
Minerals Plc. |
|
(500,033 |
) |
|
- |
|
|
(500,033 |
) |
|
- |
|
|
(500,033 |
) |
Interest income accrued |
|
(532 |
) |
|
- |
|
|
(1,035 |
) |
|
- |
|
|
(1,035 |
) |
Amortization |
|
2,576 |
|
|
35,690 |
|
|
5,037 |
|
|
71,380 |
|
|
346,384 |
|
Exploration properties and deferred exploration
expenditures written-off |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
4,676,122 |
|
Changes in non-cash working capital items
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts receivable and
prepaid expenses |
|
150,240 |
|
|
859,600 |
|
|
170,264 |
|
|
1,061,318 |
|
|
1,381,235 |
|
Accounts payable
and accrued liabilities |
|
113,600 |
|
|
(106,951 |
) |
|
92,224 |
|
|
(138,696 |
) |
|
(17,302 |
) |
Income taxes recoverable (payable) |
|
1,641,000 |
|
|
- |
|
|
2,559,000 |
|
|
- |
|
|
1,105,249 |
|
|
|
(890,211 |
) |
|
188,134 |
|
|
11,237,792 |
|
|
(106,947 |
) |
|
674,515 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of common shares, net of issue costs
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
21,541,385 |
|
Exercise of warrants |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
1,240,214 |
|
Exercise of options |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
935,361 |
|
|
$ |
-
|
|
$ |
- |
|
$ |
- |
|
$ |
- |
|
$ |
23,716,960 |
|
The accompanying notes are an integral part of these unaudited
interim consolidated financial statements.
- 5 -
NWT URANIUM CORP.
(AN EXPLORATION STAGE COMPANY)
Interim Consolidated Statements of Cash Flows (Continued)
(Unaudited - Expressed in Canadian Dollars)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
Cumulative |
|
|
|
June 30, |
|
|
June 30, |
|
|
from |
|
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
|
Inception |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loan receivable |
$ |
- |
|
$ |
- |
|
$ |
- |
|
$ |
- |
|
$ |
(206,129 |
) |
Fixed asset purchases |
|
(3,877 |
) |
|
- |
|
|
(45,627 |
) |
|
- |
|
|
(1,117,597 |
) |
Proceeds from sale of fixed assets |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
287,447 |
|
Interest in exploration properties and deferred exploration
|
|
- |
|
|
(49,963 |
) |
|
- |
|
|
(196,300 |
) |
|
(10,059,707 |
) |
Redemption of short-term investment |
|
- |
|
|
52,975 |
|
|
- |
|
|
52,724 |
|
|
230,708 |
|
Purchase of other investments |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(450,000 |
) |
Purchase of investment in Niger Uranium
Limited |
|
- |
|
|
(619,781 |
) |
|
(77,071 |
) |
|
(717,184 |
) |
|
(1,400,405 |
) |
Proceeds from sale of investment in Niger Uranium Limited
|
|
58,339 |
|
|
- |
|
|
58,339 |
|
|
- |
|
|
58,339 |
|
Proceeds from sale of investment in
Kalahari Minerals Plc. |
|
5,941,242 |
|
|
- |
|
|
5,941,242 |
|
|
- |
|
|
5,941,242 |
|
Cash proceeds from disposition of Irhazer and In Gall
Projects, Niger |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
4,800,000 |
|
|
|
5,995,704 |
|
|
(616,769 |
) |
|
5,876,883 |
|
|
(860,760 |
) |
|
(1,916,102 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in cash |
|
5,105,493 |
|
|
(428,635 |
) |
|
17,114,675 |
|
|
(967,707 |
) |
|
22,475,373 |
|
Foreign exchange effect |
|
(97,538 |
) |
|
- |
|
|
(90,621 |
) |
|
- |
|
|
(90,621 |
) |
Cash, beginning of period |
|
17,376,797 |
|
|
6,895,430 |
|
|
5,360,698 |
|
|
7,434,502 |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash, end of period |
$ |
22,384,752 |
|
$ |
6,466,795 |
|
$ |
22,384,752 |
|
$ |
6,466,795 |
|
$ |
22,384,752 |
|
The accompanying notes are an integral part of these unaudited
interim consolidated financial statements.
- 6 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Interim Consolidated Statements of Shareholders'
Equity |
(Unaudited - Expressed in Canadian Dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
Retained |
|
|
|
|
|
|
Common |
|
|
Contributed |
|
|
Comprehensive |
|
|
Earnings |
|
|
|
|
|
|
Shares |
|
|
Surplus |
|
|
(Loss) Income |
|
|
(Deficit) |
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2008 |
$ |
20,633,843 |
|
$ |
6,532,535 |
|
$ |
(13,480,729 |
) |
$ |
3,598,458 |
|
$ |
17,284,107 |
|
Stock based compensation |
|
- |
|
|
302,904 |
|
|
- |
|
|
- |
|
|
302,904 |
|
Net unrealized (loss) on available-for-sale
long-term investments |
|
- |
|
|
- |
|
|
11,187,107 |
|
|
- |
|
|
11,187,107 |
|
Loss for the
period |
|
- |
|
|
- |
|
|
- |
|
|
(1,422,379 |
) |
|
(1,422,379 |
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, June
30, 2009 |
$ |
20,633,843 |
|
$ |
6,835,439 |
|
$ |
(2,293,622 |
) |
$ |
2,176,079 |
|
$ |
27,351,739 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2009 |
$ |
20,633,843 |
|
$ |
6,999,480 |
|
$ |
3,675,100 |
|
$ |
(1,189,425 |
) |
$ |
30,118,998 |
|
Reclassification of realized gain (loss) on
available-for-sale investments to income |
|
- |
|
|
- |
|
|
28,271 |
|
|
- |
|
|
28,271 |
|
Net unrealized gain on available-for-sale
long-term investments |
|
- |
|
|
- |
|
|
(17,606,352 |
) |
|
- |
|
|
(17,606,352 |
) |
Income for the
period |
|
- |
|
|
- |
|
|
- |
|
|
18,240,656 |
|
|
18,240,656 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, June
30, 2010 |
$ |
20,633,843 |
|
$ |
6,999,480 |
|
$ |
(13,902,981 |
) |
$ |
17,051,231 |
|
$ |
30,781,573 |
|
The accompanying notes are an integral part of these unaudited
interim consolidated financial statements.
- 7 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Notes to Interim Consolidated Financial Statements
|
Three and Six Months Ended June 30, 2010 |
(Unaudited -
Expressed in Canadian Dollars) |
NWT Uranium Corp. (formerly Northwestern Mineral Ventures Inc.)
(the "Company" or "NWT") was incorporated under the laws of the Province of
Ontario, Canada by Articles of Incorporation dated September 26, 2003. The
Company, which is in the development stage as defined by the Canadian Institute
of Chartered Accountants ("CICA") Accounting Guideline 11 "Enterprises in the
Development Stage", is engaged in the acquisition, exploration and development
of mineral resource properties with a focus on uranium. As of December 31, 2009,
the Company has disposed of all current property interests, and is in the
process of acquiring new properties in Vietnam. The Company is in the process of
investigating the potential of properties for mineral resources and has not
determined whether the properties contain economically recoverable reserves. The
recovery of the amounts of potential properties for acquisition and the related
deferred expenditures is dependent upon the existence of economically
recoverable reserves, confirmation of the Company's interest in the underlying
mineral claims, the ability of the Company to obtain necessary financing to
complete the exploration, and upon future profitable production.
On February 5, 2010, the Company was granted approval to
conduct preliminary survey and exploration of the minerals in Cam Quang Tri
province in Vietnam, covering an area of approximately 1,500 square kilometres.
The Company is completing preliminary exploration on the property to confirm
historical resource data. It is anticipated that there are copper, gold, iron
ores and other mineral reserves on this property.
On February 11, 2010, the Company incorporated a wholly-owned
subsidiary, Niketo Co. Ltd. ("Niketo") under the laws of Cyprus.
As at June 30, 2010, the Company had cash of $22,384,752
(December 31, 2009 - $5,360,698) and working capital of $21,376,689 (December
31, 2009 - $7,173,474). Management of the Company believes that it has
sufficient funds to pay its ongoing work commitments, administrative expenses
and its liabilities for the ensuing period as they fall due.
The unaudited interim consolidated financial statements have
been prepared in accordance with Canadian generally accepted accounting
principles ("GAAP") for interim financial information. Accordingly, they do not
include all of the information and notes to the financial statements required by
Canadian GAAP for annual consolidated financial statements. In the opinion of
management, all adjustments considered necessary for a fair presentation have
been included. Operating results for the six months ended June 30, 2010 may not
necessarily be indicative of the results that may be expected for the year
ending December 31, 2010.
The consolidated balance sheet at December 31, 2009 has been
derived from the audited consolidated financial statements at that date but does
not include all of the information and footnotes required by Canadian GAAP for
annual consolidated financial statements. The unaudited interim consolidated
financial statements have been prepared by management in accordance with the
accounting policies described in the Corporation's annual audited consolidated
financial statements for the year ended December 31, 2009, except as noted
below. For further information, refer to the audited consolidated financial
statements and notes thereto for the year ended December 31, 2009.
- 8 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Notes to Interim Consolidated Financial Statements
|
Three and Six Months Ended June 30, 2010 |
(Unaudited -
Expressed in Canadian Dollars) |
2. |
ACCOUNTING POLICIES
(continued) |
Future Accounting Changes
International Financial Reporting Standards (IFRS)
In January 2006, the CICAs Accounting Standards Board ("AcSB")
formally adopted the strategy of replacing Canadian GAAP with IFRS for Canadian
enterprises with public accountability. On February 13, 2008, the AcSB confirmed
that publicly accountable, profit oriented enterprises will be required to
report under IFRS for interim and annual financial statements for periods
commencing on or after January 1, 2011. Accordingly, the Company will be
required to have prepared, in time for its fiscal 2011 first quarter filing,
comparative financial statements in accordance with IFRS for the three months
ended March 31, 2010. This will be an ongoing process as the International
Accounting Standards Board and the AcSB continue to issue new standards and
recommendations. The Company is in the process of evaluating the potential
impact of IFRS on its financial statements. Based on the current guidance
provided regulatory bodies, it is anticipated that the Company's financial
results and position as disclosed in its current Canadian GAAP financial
statements will not differ significantly from that which is required in
accordance with IFRS. The Company is currently assessing the impact of the
transition to IFRS on its consolidated financial statements.
Business Combinations, Consolidated Financial Statements and
Non-Controlling Interests
The CICA issued three new accounting standards in January 2009:
Section 1582, "Business Combinations" ("Section 1582"), Section 1601,
"Consolidated Financial Statements" ("Section 1601") and Section 1602,
"Non-Controlling interests" ("Section 1602"). These new standards will be
effective for fiscal years beginning on or after January 1, 2011. Section 1582
replaces section 1581 and establishes standards for the accounting for a
business combination. It provides the Canadian equivalent to IFRS 3 - Business
Combinations. Sections 1601 and 1602 together replace Section 1600,
"Consolidated Financial Statements". Section 1601, establishes standards for the
preparation of consolidated financial statements. Section 1602 establishes
standards for accounting for a non-controlling interest in a subsidiary in
consolidated financial statements subsequent to a business combination. It is
equivalent to the corresponding provisions of IFRS lAS 27 - "Consolidated and
Separate Financial Statements". The Company is currently assessing the impact of
these new accounting standards.
When managing capital, the Companys objective is to ensure the
entity continues as a going concern as well as to achieve optimal returns for
shareholders and benefits for other stakeholders. Management adjusts the capital
structure as necessary, in order to support the acquisition, exploration and
development of its projects. The Board of Directors does not establish
quantitative return on capital criteria for management, but rather relies on the
expertise of the Company's management to sustain future development of the
business. The Company defines capital that it manages as its shareholders'
equity. As at June 30, 2010, total shareholders' equity (managed capital) was
$30,781,573 (December 31, 2009 - $30,118,998).
The Company is currently looking to acquire properties, as such
the Company will be dependent on external financing to fund its activities. In
order to carry out the planned exploration programs and pay for administrative
costs, the Company will spend its existing working capital and raise additional
amounts when economic conditions permit it to do so.
- 9 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Notes to Interim Consolidated Financial Statements
|
Three and Six Months Ended June 30, 2010 |
(Unaudited -
Expressed in Canadian Dollars) |
3. |
CAPITAL MANAGEMENT
(continued) |
Management has chosen to mitigate the risk and uncertainty
associated with raising additional capital within the current economic
environment by:
(i) |
minimizing discretionary disbursements; |
(ii) |
reducing or eliminating exploration expenditures which
have limited strategic value; and |
(iii) |
maintaining a liquidity cushion in order to address any
potential disruptions or industry downturns. |
The Company invests all capital that is surplus to its
immediate needs in short-term, liquid and highly rated financial instruments.
Management reviews its capital management approach on an
ongoing basis and believes that this approach, given the relative size of the
Company, is reasonable.
There were no changes in the Company's approach to capital
management during the six months ended June 30, 2010. The Company is not subject
to externally imposed capital requirements.
4. |
FINANCIAL RISK FACTORS |
The Companys activities expose it to a variety of financial
risks: credit risk, liquidity risk and market risk (including interest rate,
foreign currency risk and commodity and equity price risk).
Risk management is carried out by the Company's management team
with guidance from the Audit Committee under policies approved by the Board of
Directors. The Board of Directors also provides regular guidance for overall
risk management.
Credit Risk
Credit risk is the risk of loss associated with a
counterpartys inability to fulfill its payment obligations. The Company's
credit risk is primarily attributable to cash, amounts receivable and loan
receivable. Cash is held with reputable financial institutions. Financial
instruments included in amounts receivable consist of goods and services tax due
from the Federal Government of Canada and deposits held with service providers.
Amounts receivable are in good standing as of June 30, 2010. Loan receivable
consist of a loan to a consultant of the Company. The loan receivable is in good
standing as at June 30, 2010. Management believes that the credit risk
concentration with respect to financial instruments included in cash, amounts
receivable and loan receivable is minimal.
Liquidity Risk
Liquidity risk refers to the risk that the Company will not be
able to meet its financial obligations when they become due, or can only do so
at excessive cost. The Company's approach to managing liquidity risk is to
ensure that it will have sufficient liquidity to meet liabilities when due. As
at June 30, 2010, the Company had a cash balance of $22,384,752 (December 31,
2009 - $5,360,698) to settle current liabilities of $1,336,589 (December 31,
2009 - $139,116). All of the Company's accounts payable and accrued liabilities
have contractual maturities of less than 30 days and are subject to normal trade
terms.
- 10 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Notes to Interim Consolidated Financial Statements
|
Three and Six Months Ended June 30, 2010 |
(Unaudited -
Expressed in Canadian Dollars) |
4. |
FINANCIAL RISK FACTORS
(continued) |
Market Risk
(i) |
Interest Rate Risk |
|
|
|
Interest rate risk is the risk that the fair value of
future cash flows of a financial instrument will fluctuate due to changes
in market interest rates. The Company has cash balances and no
interest-bearing debt. The Company's current policy is to invest excess
cash in investment-grade short term guaranteed investment certificates or
treasury bills issued by its banking institutions. The Company
periodically monitors the investments it makes and is satisfied with the
creditworthiness of its banks. |
|
|
(ii) |
Foreign Currency Risk |
|
|
|
Foreign currency risk arises from future commercial
transactions and recognised assets and liabilities denominated in a
currency that is not the entitys functional currency. The risk is
measured using cash flow forecasting. The Company maintains Mexican Peso,
US dollar and UK pound sterling bank accounts. The Company's functional
and reporting currency is the Canadian dollar and major purchases are
transacted in Canadian dollars. Management believes the foreign exchange
risk derived from currency conversions is negligible and therefore does
not hedge its foreign exchange risk. |
|
|
(iii) |
Price Risk |
|
|
|
The Company is exposed to price risk with respect to
commodity and equity prices. Equity price risk is defined as the potential
adverse impact on the Company's earnings due to movements in individual
equity prices or general movements in the level of the stock market.
Commodity price risk is defined as the potential adverse impact on
earnings and economic value due to commodity price movements and
volatilities. The Company closely monitors commodity prices of uranium,
individual equity movements and the stock market in general to determine
the appropriate course of action to be taken by the
Company. |
Fair Value
The Company has classified, for accounting purposes, its cash
as held-for-trading, which are measured at fair value. Amounts receivable and
loan receivable are classified for accounting purposes as loans and receivables,
which are measured at amortized cost which is approximately equivalent to fair
value. Accounts payable and accrued liabilities are classified as other
financial liabilities, which are measured at amortized cost which is also
approximately equivalent to fair value. The carrying value of loan receivable
approximates fair value as the interest rate is representative of the current
market loans.
Sensitivity Analysis
Based on management's knowledge and experience of the financial
markets, the Company believes the following movements are "reasonably possible"
over a six month period. The sensitivity analysis shown in the notes below may
differ materially from actual results.
(i) |
The Company is exposed to foreign currency risk on
fluctuations of financial instruments related to cash and accounts payable
and accrued liabilities that are denominated in Mexican Pesos, United
States dollars and UK Sterling. As at June 30, 2010, had the Mexican Peso,
US dollar and UK Sterling varied by 5% against the Canadian dollar with
all other variables held constant, the Companys reported net income for
the six months ended June 30, 2010 would have varied by approximately
$885,300. |
- 11 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Notes to Interim Consolidated Financial Statements
|
Three and Six Months Ended June 30, 2010 |
(Unaudited -
Expressed in Canadian Dollars) |
4. |
FINANCIAL RISK FACTORS
(continued) |
Sensitivity Analysis (continued)
(ii) |
Commodity price risk could adversely affect the Company.
In particular, the Companys future profitability and viability of
development depends upon the world market price of uranium. Commodity
prices have fluctuated significantly in recent years. There is no
assurance that, even as commercial quantities of uranium may be produced
in the future, a profitable market will exist for them. As of June 30,
2010, the Company was not a producer of uranium. As a result, commodity
price risk may affect the completion of future equity transactions such as
equity offerings and the exercise of stock options and warrants. This may
also affect the Company's liquidity and its ability to meet its ongoing
obligations. |
|
|
(iii) |
The Company's long term investment in Niger Uranium
Limited, Kalahari Minerals Plc. and other public companies is sensitive to
an estimated plus or minus 20% change in equity prices which would affect
comprehensive income (loss) by approximately
$1,826,800. |
The following table illustrates the classification of the
Company's financial instruments within the fair value hierarchy as at June 30,
2010:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash |
$ |
22,384,752 |
|
$ |
- |
|
$ |
- |
|
$ |
22,384,752 |
|
Other investments |
|
1,864,500 |
|
|
- |
|
|
- |
|
|
1,864,500 |
|
Investment in Niger Uranium Limited |
|
3,156,002 |
|
|
- |
|
|
- |
|
|
3,156,002 |
|
Investment in
Kalahari Minerals Plc. |
|
4,125,162 |
|
|
- |
|
|
- |
|
|
4,125,162 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
31,530,416 |
|
$ |
- |
|
$ |
- |
|
$ |
31,530,416 |
|
Other investments consist of the following:
|
|
Number of |
|
|
Fair market |
|
|
|
shares |
|
|
value |
|
|
|
|
|
|
|
|
NWM Mining Corporation (1) |
|
7,500,000 |
|
$ |
712,500 |
|
Azimut Exploration
Inc. |
|
1,800,000 |
|
|
1,152,000 |
|
|
|
|
|
|
|
|
Balance, June
30, 2010 |
|
9,300,000 |
|
$ |
1,864,500 |
|
(1) |
Includes 7,500,000 warrants which expire 24 months from
the date of issuance and are exercisable at $0.08 for the first 12 months
and $0.10 for the second 12 months. |
- 12 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Notes to Interim Consolidated Financial Statements
|
Three and Six Months Ended June 30, 2010 |
(Unaudited -
Expressed in Canadian Dollars) |
6. |
INVESTMENT IN NIGER URANIUM
LIMITED |
As at June 30, 2010, the Company owned 39,818,339 common shares
of Niger Uranium Limited ("Niger Uranium") which represents approximately 34% of
Niger Uranium's shareholding. On February 19, 2010, the Company sold 33,474,018
of its shares in Niger Uranium to its wholly owned subsidiary, Niketo, at market
value as per the London Stock Exchanges AIM market place on the date of the
sale. The Company received all of the outstanding common voting shares of Niketo
Co. Ltd. as consideration. The parent company has retained 6,344,321 of Niger
Uranium's shares.
On March 17, 2010, the Company received dividends in the amount
of $12,160,467 (GBP£8,112,670). The parent company received $1,976,932
(GBP£1,284,041) and Niketo received $10,183,535 (GBP£6,828,629) from Niger
Uranium.
7. |
INVESTMENT IN KALAHARI MINERAL
PLC. |
On May 7, 2010, the shareholders of Niger Uranium Limited
approved a special dividend in specie of Kalahari Minerals Plc. shares (a
publicly traded company on the AIM exchange). The Company received 3,837,977
shares in Kalahari Minerals Plc. (valued at $9,823,065 (GBP£6,390,232)). The
parent company received 611,511 shares and Niketo received 3,226,466 shares.
During the quarter ended June 30, 2010, Niketo sold 2,125,939 of the shares
acquired for gross proceeds of $5,941,242, resulting in a gain of $500,033.
On June 30, 2010, the market value was GBP£1,672,801
(CAD$2,651,724) and GBP£929,497 (CAD$1,473,438) for Niketo Co. Ltd. and the
parent company, respectively.
The loan receivable was issued during fiscal 2009 to a
consultant of the Company in the amount of US$201,000. This consultant provides
consulting services related to the acquisition of properties in Asia, among
other things. The loan was provided for temporary housing and office space. As
at June 30, 2010, US$197,099 was outstanding.
The terms of the loan are as follows:
- |
Interest will be paid annually, prior to the
end of the calendar year; |
- |
The interest rate on the loan will be the same
rate as is used to calculate taxable benefits for employees and
shareholders per Canada Revenue Agency; |
- |
The term of the loan is 20 years, renewable at
the option of the Company; |
- |
Minimum annual principal repayment is
USD$10,050 (CAD$10,699); |
- |
Any annual principal repayment amounts in
excess of the minimum annual principal repayment amount can be carried
forward to reduce the minimum amount of principal repayments required in
subsequent years; and |
- |
The loan is unsecured and can be repaid at any
time without penalty. |
- 13 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Notes to Interim Consolidated Financial Statements
|
Three and Six Months Ended June 30, 2010 |
(Unaudited -
Expressed in Canadian Dollars) |
|
|
|
|
|
|
|
|
Net Carrying |
|
|
|
|
|
|
|
|
Net Carrying |
|
|
|
|
|
|
|
|
|
Value |
|
|
|
|
|
|
|
|
Value |
|
|
|
|
|
|
Accumulated |
|
|
June 30, |
|
|
|
|
|
Accumulated |
|
|
December 31, |
|
|
|
Cost |
|
|
Amortization |
|
|
2010 |
|
|
Cost
|
|
|
Amortization |
|
|
2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Computer equipment |
$ |
36,904 |
|
$ |
23,836 |
|
$ |
13,068 |
|
$ |
35,327 |
|
$ |
21,738 |
|
$ |
13,589 |
|
Furniture and fixtures |
|
5,924 |
|
|
2,032 |
|
|
3,892 |
|
|
3,624 |
|
|
1,792 |
|
|
1,832 |
|
Field equipment |
|
41,750 |
|
|
2,088 |
|
|
39,662 |
|
|
- |
|
|
- |
|
|
- |
|
Vehicle |
|
9,786 |
|
|
6,321 |
|
|
3,465 |
|
|
9,786
|
|
|
5,710
|
|
|
4,076
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
94,364 |
|
$ |
34,277 |
|
$ |
60,087 |
|
$ |
48,737 |
|
$ |
29,240 |
|
$ |
19,497 |
|
a) |
Authorized |
|
Unlimited number of common shares |
|
|
b) |
Issued and outstanding |
|
|
Number of |
|
|
|
|
|
|
Shares |
|
|
Amount |
|
|
|
|
|
|
|
|
Balance, June 30, 2010 and December 31, 2009 |
|
126,131,342 |
|
$ |
20,633,843 |
|
The following table represents a continuity of stock options
for the six months ended June 30, 2010:
|
|
Number of |
|
|
Weighted Average |
|
|
|
Stock Options |
|
|
Exercise Price |
|
|
|
|
|
|
|
|
Balance, June 30, 2010 and December 31, 2009 |
|
11,800,000 |
|
$ |
0.16 |
|
- 14 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Notes to Interim Consolidated Financial Statements
|
Three and Six Months Ended June 30, 2010 |
(Unaudited -
Expressed in Canadian Dollars) |
11. |
STOCK OPTIONS (continued) |
As at June 30, 2010, the Company had the following stock
options outstanding:
|
|
Weighted |
|
|
|
|
Average |
Weighted |
|
|
|
Remaining |
Average |
|
Outstanding |
Exercisable |
Contractual |
Exercise |
Expiry |
Options |
Options |
Life
(years) |
Price ($) |
Date
|
|
|
|
|
|
200,000 |
200,000 |
0.90 |
0.68 |
May 25, 2011 |
100,000 |
100,000 |
1.93 |
0.72 |
June 4, 2012 |
200,000 |
200,000 |
2.01 |
1.03 |
July 4, 2012 |
100,000 |
100,000 |
2.16 |
0.71 |
August 28, 2012 |
4,300,000 |
4,300,000 |
3.13 |
0.15 |
August 15, 2013 |
5,200,000 |
5,200,000 |
3.63 |
0.10 |
February 14, 2014 |
1,700,000 |
1,700,000 |
4.03 |
0.115 |
July 9, 2014 |
|
|
|
|
|
11,800,000 |
11,800,000 |
3.40 |
0.16 |
|
12. |
EARNINGS (LOSS) PER
SHARE |
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
$ |
0.06 |
|
$ |
(0.01 |
) |
$ |
0.14 |
|
$ |
(0.01 |
) |
Diluted |
$ |
0.06 |
|
$ |
(0.01 |
) |
$ |
0.14 |
|
$ |
(0.01 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares
outstanding - basic |
|
126,131,342 |
|
|
126,131,342 |
|
|
126,131,342 |
|
|
126,131,342 |
|
Dilutive effect of
stock options |
|
4,519,447 |
|
|
- |
|
|
3,834,799 |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
number of shares outstanding - diluted |
|
130,650,789 |
|
|
126,131,342 |
|
|
129,966,141 |
|
|
126,131,342 |
|
- 15 -
NWT URANIUM CORP. |
(AN EXPLORATION STAGE COMPANY) |
Notes to Interim Consolidated Financial Statements
|
Three and Six Months Ended June 30, 2010 |
(Unaudited -
Expressed in Canadian Dollars) |
13. |
SEGMENTED INFORMATION |
Operating segments are defined as components of an enterprise
about which separate financial information is available that is evaluated
regularly by the chief operation decision maker, or decision making group, in
deciding how to allocate resources and in assessing performance.
The Companys principal operations are the acquisition,
exploration and development of mineral properties. As at June 30, 2010, cash of
$5,465,069 (December 31, 2009 - $5,340,190) were held in Canadian chartered
banks, $16,916,034 (December 31, 2009 - $nil) held in Cyprus and $3,649
(December 31, 2009 - $20,508) held in Mexico. Total assets are held as follows:
June 30,
2010 |
|
Canada |
|
|
Mexico |
|
|
Africa |
|
|
Cyprus |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
$ |
5,793,595 |
|
$ |
3,649 |
|
$ |
- |
|
$ |
16,916,034 |
|
$ |
22,713,278 |
|
Fixed assets |
|
60,087 |
|
|
- |
|
|
- |
|
|
- |
|
|
60,087 |
|
Other assets |
|
2,063,633 |
|
|
- |
|
|
7,281,164 |
|
|
- |
|
|
9,344,797 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
$ |
7,917,315 |
|
$ |
3,649 |
|
$ |
7,281,164 |
|
$ |
16,916,034 |
|
$ |
32,118,162 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income allocation for the period |
$ |
5,278,799 |
|
$ |
625,071 |
|
$ |
7,570,410 |
|
$ |
4,766,376 |
|
$ |
18,240,656 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2009 |
|
Canada |
|
|
Mexico |
|
|
Africa |
|
|
Cyprus |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
$ |
7,292,082 |
|
$ |
20,508 |
|
$ |
- |
|
$ |
- |
|
$ |
7,312,590 |
|
Fixed assets |
|
19,497 |
|
|
- |
|
|
- |
|
|
- |
|
|
19,497 |
|
Other assets |
|
2,183,579 |
|
|
- |
|
|
20,742,448 |
|
|
- |
|
|
22,926,027 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
$ |
9,495,158 |
|
$ |
20,508 |
|
$ |
20,742,448 |
|
$ |
- |
|
$ |
30,258,114 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income allocation for the period |
$ |
(2,212,647 |
) |
$ |
(214,342 |
) |
$ |
(2,360,894 |
) |
$ |
- |
|
$ |
(4,787,883 |
) |
The allocation of net income (loss) for each segment is based
on the weighted average of the balance of the assets associated with each
segment in the period reported and the ending balance of assets associated with
each segment in the period ended 12 months prior.
14. |
RELATED PARTY TRANSACTIONS |
For the three and six months ended June 30, 2010, the Company
incurred $949,153 and $1,053,146 respectively (three and six months ended June
30, 2009 - $112,160 and 197,156) for consulting and directors' fees paid to
directors and officers of the Company. The entire amount has been expensed in
the statements of operations. Included in accounts payable and accrued
liabilities at June 30, 2010 is $34,663 (December 31, 2009 - $49,170) owing to
these related parties.
These transactions are in the normal course of operations and
are measured at the exchange amount which is the consideration established and
agreed to by the related parties.
- 16 -
EX-99.2
3
exhibit99-2.htm
EXHIBIT 99.2
NWT Uranium Corp.: Exhibit 99.2 - Filed by newsfilecorp.com
Exhibit 99.2
NWT URANIUM CORP.
Managements Discussion and Analysis
For the six months ended June 30, 2010
GENERAL
This Management Discussion and Analysis (MD&A) of the
financial results of NWT Uranium Corp. (NWT) and its subsidiaries
(collectively, the Company) for the second quarter ended June 30, 2010 should
be read in conjunction with the audited consolidated financial statements of NWT
and the notes thereto. This discussion covers the most recently completed
quarter and the subsequent period to August 27, 2010.
The interim unaudited consolidated financial statements of NWT
and the notes thereto for the second quarter ended June 30, 2010 have been
prepared in accordance with Canadian generally accepted accounting principles
(GAAP). These documents, along with others published by the Company, are
available on SEDAR at www.sedar.com. All dollar amounts are stated in Canadian
dollars unless otherwise noted.
The Company is in the process of developing an exploration
program for its property in Quang Tri province in Vietnam for exploration of
mineral resources and has not yet determined whether the property contains
economically recoverable reserves. The recovery of the amounts for this property
and related deferred expenditures are dependent on the ability of the Company to
obtain necessary financing, if required, to complete the exploration and
development of its property and upon future profitable production or proceeds
from the disposition of such properties, and has not yet determined whether the
properties contain economically recoverable reserves.
FORWARD-LOOKING STATEMENTS
Certain statements in this MD&A constitute forward-looking
statements. Such forward-looking statements involve a number of known and
unknown risks, uncertainties and other factors which may cause actual results
and performance of the Company to be materially different from those expressed
or implied by such forward-looking statements. Readers are advised to consider
such forward-looking statements while considering the risks set forth later in
this MD&A.
The Company assumes no obligation to publicly release any
revision to any forward-looking statements contained in this MD&A, except as
required by law.
DESCRIPTION OF THE BUSINESS
NWT was incorporated under the laws of the Province of Ontario,
Canada by articles of incorporation on September 26, 2003 and NWTs outstanding
common shares became publicly listed on March 19, 2004 on the TSX Venture
Exchange under the symbol NWT. Subsequently, the outstanding common shares of
the company were listed on the OTCBB under the symbol NWURF and on the
Frankfurt Exchange.
NWT is an exploration stage company. The Company has interests
in several other publicly traded junior mining companies through which it has
exposure to several prospective properties. The properties are at the
exploratory stage and thus non-producing and consequently do not generate
operating income or cash flow from operations at this time. The Company may be
dependent on additional equity or debt capital or divestitures to finance its
activities.
- 2 -
The Companys near term goal is to raise its global portfolio
of mining property assets by continuing to locate prospective properties in
Vietnam and Europe in order to acquire new properties for exploration.
In the longer term, NWT is seeking out properties which could
contain significant value for shareholders. These prospective properties are
located across the globe including, but not limited to, South America, Asia, and
Africa. Acquiring properties involves either direct acquisition of exploration
rights from governments, earn-in option agreements, or interests in other
companies.
For direct acquisition of exploration rights from governments,
upon completion of due diligence and technical review by advisors and
management, the company will submit a proposal to the government and legislated
bodies in charge of issuing permits to obtain licenses with respect to required
work commitments. The time periods involved with this activity vary with each
jurisdiction.
For acquisition of properties through earn-in option agreements
or interests in other companies, the Company will enter into agreements only
upon completion of due diligence and technical review by the board of directors,
advisors and management.
NWT may also enter into Joint Venture agreements for properties
in order to distribute risk amongst multiple companies, or to gain the expertise
of companies.
Upon potential completion of a successful exploration program,
the property may go towards the next step to prepare for production. The process
generally involves new mining permits, and may require the outlay of significant
resources.
NWT currently has two wholly-owned subsidiaries, Northwest
Mineral Mexico, S.A. de C.V. and Niketo Co. Ltd. (Niketo).
GENERAL UPDATE
The Company intends to raise its global portfolio of mining
property assets by looking to acquire assets in Asia by leveraging current
relationships. Recently, management has looked into several properties in Europe
as well.
Over the past year, NWT has made significant progress in
Vietnam.
In September 2009, NWT was invited to join in several meetings
held by a delegation of Vietnamese officials, led by the Deputy Prime Minister
of Vietnam. After studying numerous properties, NWT has successfully managed to
narrow down its selection to a few properties the Company deems valuable.
On February 5, 2010, the Company was granted approval to
conduct preliminary survey and exploration of the minerals in Quang Tri province
in Vietnam, covering an area of approximately 1,500 square kilometers. The
Company is completing preliminary investigations on the property to confirm
historical resource data. It is anticipated that there are copper, gold, iron
ores and other mineral reserves on this property.
NWT is currently looking into several other properties and
companies in Vietnam for the purposes of exploration or collaboration on
exploration properties.
NWT continues to negotiate with high level government officials
as well as government mining ministry officials on NWTs involvement in Vietnam
to build value in the country that goes beyond exploration and the future
extraction of just a few properties. The management team has met with Vietnamese
officials as well as a delegation lead by the chairman of the Vietnam Atomic
Energy Commission and continues its discussion of NWTs future involvement.
- 3 -
OVERALL PERFORMANCE
The Company is in the process of developing an exploration
program for its property in Quang Tri province in Vietnam for exploration of
mineral resources. Due to the coordination required with the Vietnamese
authorities, it is expected that the program will be complete before the end of
the year.
On March 17, 2010, the Company received dividends in the amount
of $12,160,467 (GBP£8,112,670). The parent company received $1,976,932
(GBP£1,284,041) and Niketo received $10,183,535 (GBP£6,828,629) from Niger
Uranium.
On May 7, 2010, the shareholders of Niger Uranium Limited
approved a special dividend in specie of Kalahari Minerals Plc. shares (a
publicly traded company on the AIM exchange). The Company received 3,837,977
shares in Kalahari Minerals Plc. (valued at $9,823,065 (GBP£6,390,232)). The
parent company received 611,511 shares and Niketo received 3,226,466 shares.
During the quarter ended June 30, 2010, Niketo sold 2,125,939 of the shares
acquired for gross proceeds of $5,941,242, resulting in a gain of $500,033.
RESULTS OF OPERATIONS
The net income from operations for the quarter ended June 30,
2010 was $7,452,961 ($0.06 per share on a diluted basis) compared to a loss of
$636,395 ($0.01 per share) for the three month period ending June 30, 2009. The
income in the current period was due to the receipt of the special dividend of
Kalahari Minerals, Plc. shares from the companys holding of Niger Uranium, and
the subsequent sale of a portion of the Kalahari Minerals Plc shares by NWTs
wholly owned subsidiary, Niketo.
Interests in Mining Companies and Mineral Properties
transferred
Niger Uranium Limited
On June 4, 2007, NWT entered in to a
Joint Venture Agreement with UraMin inc. (UraMin), an arms length party,
which was subsequently acquired by Areva NC, to form a new corporation called
Niger Uranium Limited to conduct an exploration program on a total of eight
highly prospective uranium concessions in Niger.
On July 26, 2007, NWT and UraMin
announced that they had completed the Joint Venture Agreement by forming Niger
Uranium. Furthermore, NWT and UraMin contributed a total of eight uranium
concessions to Niger Uranium SA, a wholly-owned subsidiary of Niger Uranium.
On August 1, 2007, Niger Uranium
completed a private placement to raise gross proceeds of US$19 million
($20,244,500), 9,515,000 UK pound sterling), with Haywood Securities (UK) Ltd.
as agent. In the financing, Niger Uranium issued 19,090,000 shares at a price of
0.50 UK pound sterling per share. Cash commission of 6% was paid on gross
proceeds together with 1,145,400 broker warrants, each entitling the holder to
acquire shares of Niger Uranium at a price of 0.50 UK pound sterling per share
for a period of two years. On closing, the private placees held a total of 23%
of Niger Uranium consisting of 19,090,000 shares. NWT maintained a 38.5%
interest consisting of 31,955,000 shares. UraMins 38.5% equity stake, which
consisted of 31,955,000 shares, was distributed to its shareholders due to the
purchase of UraMin by Areva NC. Niger Uranium had issued a total of 83,000,000
shares as of December 31, 2007.
On March 20, 2008, Niger Uranium agreed
to acquire up to 27,680,000 shares of Kalahari Minerals PLC (Kalahari), an
AIM-listed corporation with assets in Namibia, which would represent 17.5% of
Kalahari, upon completion of a Kalahari private placement. The purchase price
was 12,400,000 UK pounds sterling ($24.96 million), satisfied through a cash
payment of 7,470,000 UK pounds sterling ($15 million) from Niger Uranium's
existing cash balances, and the issuance of 17,000,000 Niger Uranium shares from
treasury.
On April 21, 2008, Niger Uranium agreed
to acquire up to 8,842,000 shares of UrAmerica, a private company with uranium
exploration prospects in Argentina, Paraguay and Columbia, which upon completion would represent 33.58% of
UrAmerica . The purchase price was US$11.5 million ($12,195,750), satisfied
through a cash payment of US$2.5 million ($2,651,250) and an initial issuance of
4,664,306 shares of Niger Uranium, which resulted in ownership of 4,421,000
shares of UrAmerica. The purchase of the remaining 4,421,000 shares of UrAmerica
was related to warrants which could be exercised within a two year period at an
estimated cost of US$7.2 million ($7,635,600).
- 4 -
On March 17th, 2010, the
Company received dividends, through direct ownership and through its
wholly-owned subsidiary in the amount of $12,160,467.
On May 7, 2010, the received a special
dividend in specie of Kalahari Minerals Plc. shares. The Company received
3,837,977 shares in Kalahari Minerals Plc. (valued at $9,823,065
(GBP£6,390,232)). The parent company received 611,511 shares and Niketo received
3,226,466 shares.
NWTs holdings represent approximately
34% of Niger Uraniums 117,504,300 outstanding shares. As of June 30, 2010, this
represented a liquid market value of $3,156,002.
Azimut Exploration
On July 9th 2009, NWT
entered a termination agreement on its option agreements for North Rae and
Daniel Lake with Azimut Exploration. In accordance with the terms of the
termination agreement, 1,800,000 shares in the Capital stock of Azimut
Exploration were delivered to NWT on July 27th, 2009, giving NWT a
9.4% interest in Azimut Exploration at the time. NWT feels this is a positive
transaction as it gives it one of the largest interests in the common shares of
Azimut Exploration, one of the largest claims holder in Quebec with a diverse
portfolio of properties. NWT will thus avoid an intensive and expensive work
program on the properties, at the same time sharing in the upside of the
properties as well as others held by Azimut.
Azimut Exploration Inc. is a Canadian
mineral exploration company trading on Toronto's TSX Venture Exchange. Its
objective is to discover major ore deposits using an innovative targeting
methodology combined with considerable exploration know-how.
Azimut's portfolio includes 23
exploration properties in Quebec for uranium, gold, rare earths, chromium and
platinum group metals. The properties represent about 20,000 claims
(approximately 10,000 km2 or about 10% of the provincial total),
making it the largest claim-holder in this mining-friendly province.
For more information see
www.azimut-exploration.com.
As of June 30, 2010, the shares held by
the company in Azimut represented a liquid market value of $1,152,000.
Canada - North Rae
property
On March 2, 2006, the Company signed a
Letter of Intent to acquire a controlling interest in a uranium project located
in the Ungava Bay region of northern Quebec, Canada from Azimut Exploration Inc.
(Azimut). The North Rae Uranium Project consists of three blocks representing
668 claims with a total area of 298.9 square kilometres or 73,835 acres (29,880
hectares).
The Company entered into an option
agreement with Azimut in respect of the property on January 9, 2007. In
addition, on January 24, 2007, the Company and Azimut entered into the Daniel
Lake Option Agreement, the property referred to below, following the North Rae
property.
Under the terms of the North Rae
agreement, the Company could earn an initial 50% in the North Rae property by
incurring $2.9 million in work expenditures, paying $210,000 cash (of which,
$80,000 has been paid to date) and the issuance of 150,000 common shares of NWT
(issued and valued at $134,500) over the next five years. The terms allowed for
NWT to subsequently increase its interest to 65% by making cash payments
totaling $100,000, issuing an additional 100,000 common shares of NWT, incurring
$1.0 million ($200,000/year) in work expenditures over the next five years and
delivering a bankable feasibility study. Azimut would retain a 2% yellow cake
royalty.
On July 7, 2008, Azimut and NWT entered
into an agreement to terminate each of the option agreements (the Termination
Agreement). The termination of the option agreements was conditional upon
Azimut making a cash payment within 90 days of the Termination Agreement to NWT
of $4,000,000, which Azimut planned to
finance by way of an equity financing, as well as issuing 1,100,000 common
shares of Azimut to NWT. The shares to be issued to NWT would be subject to a
one-year contractual hold period commencing on the date of issuance. In the
event that Azimut was unable to satisfy these conditions, the Termination
Agreement was to be of no further force or effect and the current option
agreements would remain in force. All of the exploration expenditures incurred
by Azimut during the period following July 7, 2008, were to be attributable to
NWT as earned-in exploration costs, though incurred by Azimut. The share
issuance and the termination of the option agreements were conditional on the
receipt of approval of the TSX Venture Exchange.
- 5 -
On November 7, 2008, the Company agreed
to extend to December 31, 2008 the closing date for completing the transaction
contemplated in the Termination Agreement. The Termination Agreement expired on
December 31, 2008 as Azimut did not fulfill its obligations as of that date.
NWT Uranium incurred $967,855 in
exploration expenditures on the property during 2006, $2,364,812 during 2007 and
$232,189 during 2008 and $57,636 in 2009. As part of the Termination Agreement,
exploration expenditures of $1,135,337 were also deemed to be incurred by NWT
for 2008 for the purposes of the earn-in under the terms of the North Rae option
agreement. These exploration expenditures were conducted and paid for by Azimut.
These were expenditures budgeted to be incurred by NWT Uranium for 2008
exploration. However, as part of the negotiations with Azimut in regards to the
termination agreement, Azimut would take responsibility to incur these
expenditures for 2008. In the case that the transaction did not close, the
exploration costs incurred by Azimut would be credited towards NWTs earn-in.
NWT has fulfilled all of its obligations of cash payments and share issuances to
Azimut according to the North Rae option agreement.
Canada - Daniel Lake
property
On January 24, 2007, the Company
entered into a definitive option agreement (Daniel Lake Option Agreement) with
Azimut to expand its uranium project in the Ungava Bay region of northern
Quebec. Under the terms of the Daniel Lake Option Agreement, NWT may acquire a
controlling interest in a third property that is contiguous with the North Rae
Uranium Project discussed above. This new property, the Daniel Lake Uranium
Project, consists of an additional two blocks representing 862 claims with a
total area of 390.3 km2 or 96,445 acres (39,030 hectares).
Under the terms of the Daniel Lake
Option Agreement, NWT will pay $230,000 in cash installments over a four-year
period and issue 200,000 common shares of NWT (100,000 common shares issued and
valued at $37,500 upon signing the Daniel Lake Option Agreement and 100,000
shares issued on the first anniversary thereof). An initial payment of $50,000
was due within 15 days of the Daniel Lake Option Agreement (which amount has
been paid) and $30,000 was payable and paid upon the first anniversary thereof.
Per the agreement, NWT was required to spend a total of $2.6 million in
exploration expenditures on the property in tranches over five years, of which
the Company had committed to incur expenditures of $300,000 during the first
year of the Daniel Lake Option Agreement (of which, $227,000 was incurred in
fiscal 2007) to earn an initial 50% interest in the project from Azimut, at
which stage Azimut would retain a 2% yellow cake royalty. Shares are to be
issued in two stages with 100,000 common shares to be issued upon the first
anniversary of the Daniel Lake Option Agreement (subject, in each case, to TSX
Venture Exchange approval). NWT can subsequently increase its ownership to 65%
by issuing an additional 100,000 common shares and paying an additional $150,000
in cash over an additional five years. To earn its 65% interest, NWT must also
incur a minimum additional $1.0 million in exploration expenditures over five
years and produce a bankable feasibility study during the five-year period,
subject to extension in certain circumstances. In the event NWT does not elect
to increase its interest in the property up to 65% once it has fully exercised
its 50% option, it is required to pay Azimut a final cash payment of $100,000.
On January 11, 2008, 100,000 common
shares of NWT valued at $59,000 were issued to Azimut to comply with the terms
of the Daniel Lake Option Agreement.
The Daniel Lake property is part of the
Termination Agreement referred to above in the North Rae Property description.
As the operator at the time, NWT
commenced exploration activities on Daniel Lake in June 2007 including airborne
geophysics and reconnaissance prospecting. A total of 15 rock grab samples were
collected from two main 1,640-foot (500-meter) long anomalous areas that were
identified using preliminary data from a 2007 airborne
survey conducted by Geo Data Solutions Inc. (GDS). Of the 15 samples, five
returned values above 0.02% uranium with a maximum value of 0.65% uranium. The
anomalous pegmatite dykes have been followed over a length of 800 meters. Final
results from the GDS airborne survey confirm that the Daniel Lake Uranium
Project has similar geophysical characteristics and uranium potential as the
adjoining North Rae property.
- 6 -
NWT Uranium incurred $404,590 in
expenditures during 2007 and $142,296 during 2008 and $45,798 during 2009. As
part of the Termination Agreement, exploration expenditures of $423,185 were
deemed to be incurred by NWT for 2008 for the purposes of the earn-in under the
terms of the Daniel Lake Option Agreement. These exploration expenditures for
2008 were conducted and paid for by Azimut. NWT has fulfilled all of its
obligations of cash payments and share issuances to Azimut according to the
agreement.
Combined Ungava Region (Daniel
Lake & North Rae) Region property results for 2008
The North Rae and Daniel Lake
properties consist of a total of 2,825 claims covering 1,267
km2. After preliminary exploration of the lake sediment
anomalies was completed in 2006, the 2007 field program has used the 2006
airborne magnetic and radiometric survey and lead to the discovery of 9
mineralized areas (Amitujaq, Aqpiq, Cirrus, Ilaluga, Jonaz, Puqila, Tasialuk,
Tasiq, Torrent). Each mineralized zone has returned clusters of grab samples
with +0,1%U308. Three of these zones were tested by drilling with a total
metrage of 560 m, mostly on Tasialuk and Tasik zones, and a short hole (44,7m)
on Jonaz. The highest value obtained was 752 ppm U3O8/1m.
In 2008, Azimut operated and funded the
exploration program in accordance with the Termination Agreement, with total
expenses of approximately $1,550,000. Summer fieldwork was conducted by IOS
Services Géoscientifiques Inc. of Saguenay, Quebec and results are pending.
The exploration program consisted of
additional reconnaissance of the 2007 airborne radiometric anomalies. A total of
1,355 grab samples were collected, mapping of mineralized zones (Jonas, Aqpiq,
Cirrus and Puqila zones), with new airborne survey program on the North Rae
property that almost completed the propertys coverage and shows new anomalous
areas still to be explored. According to Azimut, the drilling program planned
for 2008 (12 holes totalling 320 m) had to be stopped due to repeated mechanical
breakdowns of the rig. At Puqila, two incomplete holes delivered results of
270 ppm U3O8 over 5.2 m from 0.65 m to 5.85 m
(total of 13.9 m drilled in hole DDH-08-01) and 70 ppm
U3O8 over 9.2 m starting from surface (23.7 m
drilled in hole DDH-08-02).
All rock samples were assayed at the
Saskatchewan Research Council Laboratory in Saskatoon, an ISO-IEC 17025
accredited facility.
The potential for uranium ore body on
the North Rae and Daniel Lake properties is also emphasised by the current
exploration program performed by Areva SA on its nearby Cage property, with the
2006 program report now available on the Le Ministère des Ressources
naturelles et de la Faune (MRNF Quebec mines ministry)
http://www.mrnf.gouv.qc.ca/.
NWM Mining Corporation
On 29th September, 2009, NWT
participated in a private placement financing for NWM Mining Corp (NWM). The
transaction involved subscribing to 7,500,000 common share units for total
proceeds of $450,000; price per unit was $0.06, with each unit consisting of one
common share and common share warrant. NWM is commissioning a SART (Sulphidation
Acidification Recycling Thickening) plant and ADR circuit at the past producing
Lluvia de Oro gold mine. NWM has assembled by option, purchase agreement and
staking, a ground package totaling 5,074.52 hectares in the area around and to
the west of the mine. This claim area covers 2 known gold ore bodies that are
separated by 3.5 km. NWM has combined two mineral properties; the past producing
Lluvia de Oro gold mine and La Jojoba gold resource, and has secured exploration
rights to the surrounding ground with a view to developing a district level gold
project.
Subsequent to this transaction, NWT
sold its drill at Ungava Bay for $300,000 to NWM.
- 7 -
Lluvia-Jojoba Project
The Lluvia-Jojoba project consists of 2
gold ore bodies with total combined claim area of 5,075 Ha. The property has
been a past producing gold mine & has a refurbished plant onsite. Copper
recovery plant (SART circuit)
will provide economic credit for copper, materially improve project economics
and reduce the environmental footprint of operations.
Lluvia de Oro Gold Mine
After several years of pursuing mining
claims at the Lluvia de Oro gold mine, and after securing operating access to
and purchase rights for those claims, NWM Mining Corporation ("NWM") is now
starting commercial production at the mine. This will establish NWM as a gold
and copper producer and will provide a cash flow for developing the Companys
projects in Mexico.
La Jojoba Gold Resource
The La Jojoba property is comprised of
4 claims totaling 528.9 hectares. At a cutoff grade of .3 (g/t) an NI 43-101
measured and indicated resource on the northeast zone contains some 218,808 oz.
of gold. The La Jojoba property is located 3.5 km west of the Lluvia de Oro
mine. NWM has staked the ground around and between La Jojoba and Lluvia de Oro,
and has mineral rights in the area totaling some 5,075 hectares.
Sierra Pinta Gold Mine
The Sierra Pinta gold mine was
developed on two shafts (Dolores shaft / La Pinta shaft). The shafts were sunk
along narrow, high-grade, gold bearing veins. The property titled by NWM
includes the past producing underground gold mines and surrounding areas. NWM
has a combined total ground holding of some 2,715 hectares. This property is
located approximately 25 km from La Herradura gold mine which is Mexicos
largest producing gold mine and is a joint venture between Industriales Penoles
and Newmont Mining Corp (NYSE: NEM). The Penmont joint venture has been
responsible for the discovery of two new ore bodies in recent years, dipolos and
soledad, and these deposits are also now being progressed toward production.
PII Colorado Exploration
Project
In 2005, following the recommendations
set forth by S. Sears (43-101 Report, October, 2004), NWM embarked on an
exploration program consisting of detailed geological mapping, soil and rock
geochemistry, ground geophysics and the initiation of a 3,000 meter diamond
drill program.
As of June 30, 2010, the shares held by
the company in NWM represented a liquid market value of $712,500.
- 8 -
SUMMARY OF QUARTERLY RESULTS
|
|
|
2010 |
|
|
|
June 30 |
March 31
|
|
|
|
$ |
$ |
Net Income/(loss) for the period |
|
|
7,452,961
|
10,787,695
|
Net Income/(loss) per share (2) |
|
|
0.06 |
0.08 |
Total assets |
|
|
32,118,162
|
32,415,711
|
Shareholders' equity |
|
|
30,781,573 |
32,297,971 |
|
|
|
|
|
|
2009 |
|
December 31
|
September 30
|
June 30 |
March 31
|
|
$ |
$ |
$ |
$ |
Net Income/(loss) for the period |
904,571 |
(4,270,075)
|
(636,395)
|
(785,984)
|
Net Income/(loss) per share (1) |
0.00 |
(0.03) |
(0.01) |
(0.01)
|
Total assets |
30,258,114
|
32,138,744
|
32,618,565
|
30,147,254
|
Shareholders' equity |
30,118,998 |
25,859,587 |
27,351,739 |
25,697,558 |
|
|
|
|
|
|
2008 |
|
December 31
|
September 30
|
June 30 |
March 31
|
|
$ |
$ |
$ |
$ |
Net Income/(loss) for the period |
(273,785)
|
(1,589,706)
|
(466,745)
|
(460,575)
|
Net Income/(loss) per share (1) |
- |
(0.01) |
- |
- |
Total assets |
18,120,248
|
31,524,794
|
35,123,372
|
35,637,746
|
Shareholders' equity |
17,284,107 |
30,102,734 |
31,328,737 |
31,689,330 |
(1) |
Loss per share remains the same on a fully diluted
basis |
|
|
(2) |
Diluted earnings per share |
The income in the first quarter of 2010
is attributable to dividends distributed by Niger Uranium from the proceeds of
the sale of its partial stake in the publicly traded company Kalahari Minerals
Plc. Accordingly, since much of the value of Niger Uranium was based on the
holding of these shares in Kalahari Minerals, Plc., a significant decrease in
share price occurred subsequent to the distribution of the shares.
The income in the second quarter of
2010 is attributable to the receipt of the special dividend of Kalahari
Minerals, Plc. shares from the companys holding of Niger Uranium, and the
subsequent sale of a portion of the Kalahari Minerals, Plc. shares by NWTs
wholly owned subsidiary, Niketo.
LIQUIDITY AND CAPITAL RESOURCES
As at June 30, 2010, the Company had
cash of $22,384,752 (June 30, 2009 - $6,466,795) and working capital of
$21,376,689 (June 30, 2009 - $8,146,521). Management of the Company believes
that it has sufficient funds to pay its ongoing work commitments, administrative
expenses and its liabilities for the ensuing period as they fall due.
The Company has no long-term
contractual obligations.
OFF-BALANCE SHEET ARRANGEMENTS
The Company has no off-balance sheet
arrangements.
- 9 -
TRANSACTIONS WITH RELATED PARTIES
For the three and six months ended June
30, 2010, the Company incurred $949,153 and $1,053,146 respectively (three and
six months ended June 30, 2009 - $112,160 and 197,156) for consulting and
directors' fees paid to directors and officers of the Company. The entire amount
has been expensed in the statements of operations. Included in accounts payable
and accrued liabilities at June 30, 2010 is $34,663 (December 31, 2009 -
$49,170) owing to these related parties.
A loan receivable was issued during
fiscal 2009 to a consultant of the Company in the amount of US$201,000. This
consultant provides consulting services related to the acquisition of properties
in Asia, among other things. The loan was provided for temporary housing and
office space. As at June 30, 2010, US$196,126 was outstanding.
These transactions were in the normal
course of operations and were measured at the exchange value which represented
the amount of consideration established and agreed to by the related
parties.
OUTSTANDING SHARE DATA
As of the date of this report, NWT has
an unlimited number of common shares authorized for issuance, with 126,131,342
common shares issued and outstanding. The Company currently has 11,800,000
options outstanding, all of which are have vested and are exercisable.
PROPOSED TRANSACTIONS
As is typical of the mineral
exploration and development industry, the Company is continually reviewing
potential merger, acquisition, investment and joint venture transactions and
opportunities that could enhance shareholder value.
- 10 -
FUTURE ACCOUNTING CHANGES
International Financial Reporting
Standards (IFRS)
In January 2006, the CICAs Accounting
Standards Board ("AcSB") formally adopted the strategy of replacing Canadian
GAAP with IFRS for Canadian enterprises with public accountability. The current
conversion timetable calls for financial reporting under IFRS for accounting
periods commencing on or after January 1, 2011. On February 13, 2008 the AcSB
confirmed that the use of IFRS will be required in 2011 for publicly accountable
profit-oriented enterprises. For these entities, IFRS will be required for
interim and annual financial statements relating to fiscal years beginning on or
after January 1, 2011.
Accordingly, the Company will report
interim and annual financial statements in accordance with IFRS beginning with
the quarter ended March 30, 2011. The Company's 2011 interim and annual
financial statements will include comparative 2010 financial statements,
adjusted to comply with IFRS.
IFRS Transition Plan
The Company has established a
comprehensive IFRS transition plan and engaged third-party advisers to assist
with the planning and implementation of its transition to IFRS. The following
summarizes the Company's progress and expectations with respect to its IFRS
transition plan:
Initial scoping and analysis of key areas for which
accounting policies may be impacted by the transition to IFRS. |
Complete. |
Detailed evaluation of potential changes required to
accounting policies, information systems and business processes, including
the application of IFRS 1 First-time Adoption of International Financial
Reporting Standards. |
Complete. |
Final determination of changes to accounting policies and
choices to be made with respect to first-time adoption alternatives. |
In progress, completion expected during Q4
2010 |
Resolution of the accounting policy change implications on
information technology, business processes and contractual arrangements.
|
In progress, completion expected during Q4
2010 |
Quantification of the financial statement impact of changes
in accounting policies. |
Throughout 2010 |
Management and employee education and training. |
Throughout the transition process
|
Impact of Adopting IFRS on the
Companys Business
As part of its analysis of potential
changes to significant accounting policies, the Company is assessing what
changes may be required to its accounting systems and business processes. The
Company believes that the changes identified to date are minimal and the systems
and processes can accommodate the necessary changes.
To date, the Company has not identified
any contractual arrangements that may be affected by potential changes to
significant accounting policies.
The Company's staff and advisers
involved in the preparation of the consolidated financial statements are being
trained on the relevant aspects of IFRS and the anticipated changes to
accounting policies.
- 11 -
Employees of the Company who will be
affected by a change to business processes as a result of the conversion to IFRS
will also be trained as necessary.
The Board of Directors and the Audit
Committee have been regularly updated on the progress of the IFRS conversion
plan, and made aware of the evaluation to date of the key aspects of IFRS
affecting the Company.
First-time adoption of IFRS
The adoption of IFRS requires the
application of IFRS 1 First-time Adoption of International Financial
Reporting Standards (IFRS 1), which provides guidance for an entitys
initial adoption of IFRS. IFRS 1 generally requires retrospective application of
IFRS, effective at the end of its first annual IFRS reporting period. However,
IFRS 1 also provides certain optional exemptions and mandatory exceptions to
this retrospective treatment.
The Company has identified the
following optional exemptions that it expects apply in its preparation of an
opening IFRS statement of financial position as at January 1, 2010, the
Companys Transition date:
- To apply IFRS 2 Share-based Payments only to equity instruments
issued after November 7, 2002, and that had not vested by the Transition date.
- To apply IFRS 3 Business Combinations prospectively from the
Transition date, therefore not restating business combinations that took place
prior to the Transition date.
- To apply the transition provisions of IFRIC 14 Determining whether an
Arrangement Contains a Lease, therefore determining if arrangements
existing at the Transition date contain a lease based on the circumstances
existing at that date.
- To apply IAS 23 Borrowing Costs prospectively from the Transition
Date. IAS 23 requires the capitalization of borrowing costs directly
attributable to the acquisition, production or construction of certain assets.
Prior to reporting interim financial
statements in accordance with IFRS for the quarter ending March 31, 2011, the
Company may decide to apply other optional exemptions contained in IFRS 1.
IFRS 1 does not permit changes to
estimates that have been made previously. Accordingly, estimates used in the
preparation of the Companys opening IFRS statement of financial position as at
the Transition date will be consistent with those made under current Canadian
GAAP. If necessary, estimates will be adjusted to reflect any difference in
accounting policy.
Impact of Adopting IFRS on the
Companys Financial Statements
The adoption of IFRS will result in
some changes to the Company's accounting policies that are applied in the
recognition, measurement and disclosure of balances and transactions in its
financial statements.
The following provides a summary of the
Company's evaluation to date of potential changes to accounting policies in key
areas based on the current standards and guidance within IFRS. This is not
intended to be a complete list of areas where the adoption of IFRS will require
a change in accounting policies, but to highlight the areas the Company has
identified as having the most potential for a significant change. The
International Accounting Standards Board has a number of ongoing projects, the
outcome of which may have an effect on the changes required to the Companys
accounting policies on adoption of IFRS. At the present time, however, the
Company is not aware of any significant expected changes prior to its adoption
of IFRS that would affect the summary provided below.
1) |
Exploration and Evaluation Expenditures |
|
|
|
Subject to certain conditions, IFRS currently allows an
entity to determine an accounting policy that specifies the treatment of
costs related to the exploration for and evaluation of mineral properties.
The Company expects to establish an accounting policy to expense, as
incurred, all costs relating to exploration and evaluation until such time
as it has been determined that a property has economically recoverable
reserves. |
- 12 -
|
The application of this policy on the adoption of IFRS
will have a significant impact on the Companys financial statements. On
adoption of IFRS, the carrying value of the mineral resource properties
will be reduced to zero (as at the Transition Date), with a corresponding
adjustment to accumulated deficit. All subsequent exploration and
evaluation costs will be expensed as incurred until such time as it has
been determined that a property has economically recoverable
reserves. |
|
|
2) |
Impairment of (Non-financial) Assets |
|
|
|
IFRS requires a write down of assets if the higher of the
fair market value and the value in use of a group of assets is less than
its carrying value. Value in use is determined using discounted estimated
future cash flows. Current Canadian GAAP requires a write down to
estimated fair value only if the undiscounted estimated future cash flows
of a group of assets are less than its carrying value. |
|
|
|
The Company's accounting policies related to impairment
of non-financial assets will be changed to reflect these differences.
However, the Company does not expect that this change will have an
immediate impact on the carrying value of its assets. The Company will
perform impairment assessments in accordance with IFRS at the transition
date. |
|
|
3) |
Share-based Payments |
|
|
|
In certain circumstances, IFRS requires a different
measurement of stock-based compensation related to stock options than
current Canadian GAAP. |
|
|
|
The Company does not expect any changes to its accounting
policies related to share-based payments that would result in a
significant change to line items within its consolidated financial
statements. |
|
|
4) |
Asset Retirement Obligations (Decommissioning
Liabilities) |
|
|
|
IFRS requires the recognition of a decommissioning
liability for legal or constructive obligations, while current Canadian
GAAP only requires the recognition of such liabilities for legal
obligations. A constructive obligation exists when an entity has created
reasonable expectations that it will take certain actions. |
|
|
|
The Company's accounting policies related to
decommissioning liabilities will be changed to reflect these differences.
However, the Company does not expect this change will have an immediate
impact on the carrying value of its assets. |
|
|
5) |
Property and Equipment |
|
|
|
IFRS contains different guidance related to recognition
and measurement of property and equipment than current Canadian
GAAP. |
|
|
|
The Company does not expect any changes to its accounting
policies related to property and equipment that would result in a
significant change to line items within its consolidated financial
statements. |
|
|
6) |
Income Taxes |
|
|
|
In certain circumstances, IFRS contains different
requirements related to recognition and measurement of future (deferred)
income taxes. |
|
|
|
The Company does not expect any changes to its accounting
policies related to income taxes that would result in a significant change
to line items within its consolidated financial statements. |
|
|
7) |
Foreign Currency |
- 13 -
IFRS requires that the functional
currency of Company and its subsidiaries be determined separately, and the
factors considered to determine functional currency are somewhat different than
current Canadian GAAP.
The Company does not expect any changes
to its accounting policies related to foreign currency that would result in a
significant change to line items within its financial statements at the
Transition Date.
Subsequent Disclosures
Further disclosures of the IFRS
transition process are expected as follows:
- The Companys MD&A for the 2010 interim periods and the year ended
December 31, 2010, will include updates on the progress of the transition
plan, and, to the extent known, further information regarding the impact of
adopting IFRS on key line items in the annual consolidated financial
statements.
- The Company's first financial statements prepared in accordance with IFRS
will be the interim consolidated financial statements for the three months
ending March 31, 2011, which will include notes disclosing transitional
information and disclosure of new accounting policies under IFRS. The interim
financial statements for the three months ending March 31, 2011, will also
include 2010 consolidated financial statements for the comparative period,
adjusted to comply with IFRS, and the Companys transition date IFRS statement
of financial position (at January 1, 2010).
Business Combinations, Consolidated
Financial Statements and Non-Controlling Interests
The CICA issued three new accounting
standards in January 2009: Section 1582, "Business Combinations" ("Section
1582"), Section 1601, "Consolidated Financial Statements" ("Section 1601") and
Section 1602, "Non-Controlling interests" ("Section 1602"). These new standards
will be effective for fiscal years beginning on or after January 1, 2011.
Section 1582 replaces section 1581 and establishes standards for the accounting
for a business combination. It provides the Canadian equivalent to IFRS 3 -
Business Combinations. Sections 1601 and 1602 together replace Section 1600,
"Consolidated Financial Statements". Section 1601, establishes standards for the
preparation of consolidated financial statements. Section 1602 establishes
standards for accounting for a non-controlling interest in a subsidiary in
consolidated financial statements subsequent to a business combination. It is
equivalent to the corresponding provisions of IFRS lAS 27 - "Consolidated and
Separate Financial Statements".
The Company is currently assessing the
impact of these new accounting standards
- 14 -
CAPITAL MANAGEMENT
When managing capital, the Companys
objective is to ensure the entity continues as a going concern as well as to
achieve optimal returns for shareholders and benefits for other stakeholders.
Management adjusts the capital structure as necessary, in order to support the
acquisition, exploration and development of its projects. The Board of Directors
does not establish quantitative return on capital criteria for management, but
rather relies on the expertise of the Company's management to sustain future
development of the business. The Company defines capital that it manages as its
shareholders' equity. As at June 30, 2010, total shareholders' equity (managed
capital) was $30,781,573 (December 31, 2009-$30,118,998).
The Company is currently looking to
acquire properties. As such the Company may be dependent on external financing
to fund its activities. In order to carry out the planned exploration programs
and pay for administrative costs, the Company will spend its existing working
capital and raise additional amounts when economic conditions permit it to do
so.
Management has chosen to mitigate the
risk and uncertainty associated with raising additional capital within the
current economic environment by:
(i) minimizing discretionary disbursements;
(ii) reducing or eliminating exploration expenditures which have limited
strategic value; and
(iii) maintaining a liquidity cushion in order to address
any potential disruptions or industry downturns.
The Company invests all capital that is
surplus to its immediate needs in short-term, liquid and highly rated financial
instruments, such as cash and other short-term guaranteed deposits, all held
with major financial institutions.
There were no changes in the Company's
approach to capital management during the three months ended June 30, 2010. The
Company is not subject to externally imposed capital requirements.
FINANCIAL RISK FACTORS
The Companys activities expose it to a
variety of financial risks: credit risk, liquidity risk and market risk
(including interest rate, foreign currency risk and commodity and equity price
risk).
Risk management is carried out by the
Company's management team with guidance from the Audit Committee under policies
approved by the Board of Directors. The Board of Directors also provides regular
guidance for overall risk management.
Credit Risk
Credit risk is the risk of loss
associated with a counterpartys inability to fulfill its payment obligations.
The Company's credit risk is primarily attributable to cash, amounts receivable
and loan receivable. Cash is held with reputable financial institutions.
Financial instruments included in amounts receivable consist of goods and
services tax due from the Federal Government of Canada and deposits held with
service providers. Amounts receivable are in good standing as of June 30, 2010.
Loan receivable consist of a loan to a consultant of the Company. The loan
receivable is in good standing as at June 30, 2010. Management believes that the
credit risk concentration with respect to financial instruments included in
cash, amounts receivable and loan receivable is minimal.
- 15 -
Liquidity Risk
Liquidity risk refers to the risk that
the Company will not be able to meet its financial obligations when they become
due, or can only do so at excessive cost. The Company's approach to managing
liquidity risk is to ensure that it will have sufficient liquidity to meet
liabilities when due. As at June 30, 2010, the Company had a cash balance of
$22,384,752 (December 31, 2009 - $5,360,698) to settle current liabilities of
$1,336,589 (December 31, 2009 - $139,116). All of the Company's accounts payable
and accrued liabilities have contractual maturities of less than 30 days and are
subject to normal trade terms.
Market Risk
Interest rate risk is the risk that the
fair value of future cash flows of a financial instrument will fluctuate due to
changes in market interest rates. The Company has cash balances and no
interest-bearing debt. The Company's current policy is to invest excess cash in
investment-grade short term guaranteed investment certificates or treasury bills
issued by its banking institutions. The Company periodically monitors the
investments it makes and is satisfied with the creditworthiness of its banks.
(ii) |
Foreign Currency Risk |
Foreign currency risk arises from
future commercial transactions and recognized assets and liabilities denominated
in a currency that is not the entitys functional currency. The risk is measured
using cash flow forecasting. The Company maintains Mexican Peso, US dollar and
UK pound sterling bank accounts. The Company's functional and reporting currency
is the Canadian dollar and major purchases are transacted in Canadian dollars.
Management believes the foreign exchange risk derived from currency conversions
is negligible and therefore does not hedge its foreign exchange risk.
The Company is exposed to price risk
with respect to commodity and equity prices. Equity price risk is defined as the
potential adverse impact on the Company's earnings due to movements in
individual equity prices or general movements in the level of the stock market.
Commodity price risk is defined as the potential adverse impact on earnings and
economic value due to commodity price movements and volatilities. The Company
closely monitors commodity prices of uranium, individual equity movements and
the stock market in general to determine the appropriate course of action to be
taken by the Company.
FAIR VALUE
The Company has classified, for
accounting purposes, its cash as held-for-trading, which are measured at fair
value. Amounts receivable and loan receivable are classified for accounting
purposes as loans and receivables, which are measured at amortized cost which is
approximately equivalent to fair value. Accounts payable and accrued liabilities
are classified as other financial liabilities, which are measured at amortized
cost which is also approximately equivalent to fair value. The carrying value of
loan receivable approximates fair value as the interest rate is representative
of the current market loans.
- 16 -
SENSITIVITY ANALYSIS
Based on management's knowledge and
experience of the financial markets, the Company believes the following
movements are "reasonably possible" over a six month period. The sensitivity
analysis shown in the notes below may differ materially from actual results.
(i) The Company is exposed to foreign
currency risk on fluctuations of financial instruments related to cash and
accounts payable and accrued liabilities that are denominated in Mexican Pesos,
United States dollars and UK Sterling. As at June 30, 2010, had the Mexican
Peso, US dollar and UK Sterling varied by 5% against the Canadian dollar with
all other variables held constant, the Companys reported net income for the six
months ended June 30, 2010 would have varied by approximately $885,300.
(ii) Commodity price risk could
adversely affect the Company. In particular, the Companys future profitability
and viability of development depends upon the world market price of uranium.
Commodity prices have fluctuated significantly in recent years. There is no
assurance that, even as commercial quantities of uranium may be produced in the
future, a profitable market will exist for them. As of June 30, 2010, the
Company was not a producer of uranium. As a result, commodity price risk may
affect the completion of future equity transactions such as equity offerings and
the exercise of stock options and warrants. This may also affect the Company's
liquidity and its ability to meet its ongoing obligations.
(iii) The Company's long term
investment in Niger Uranium Limited, Kalahari Minerals Plc. and other public
companies is sensitive to an estimated plus or minus 20% change in equity prices
which would affect comprehensive income (loss) by approximately $1,826,800.
FINANCIAL INSTRUMENTS
The Company has not entered into any
specialized financial agreements to minimize its investment risk, commodity risk
and currency risk.
UNCERTAINTIES AND RISK FACTORS
The mining business is inherently risky
in nature. Exploration activities rely on professional judgments and
statistically based tests and calculations and often yield few rewarding
results. Mineral properties are often non-productive for reasons that cannot be
anticipated in advance and operations may be subject to risks including labour
disputes, environmental hazards, safety issues, geological issues, weather
conditions, and changing regulatory requirements as examples. The Company is
subject to competitive risk as its ability to finance its activities and
generate profitable operations or proceeds from disposal of assets are subject
to the world price for the precious metals and the economic forces that
influence capital markets. As a result the securities of the Company must be
considered speculative. A prospective investor in the Company should carefully
consider the following factors:
Liquidity Concerns and Future
Financings
The Company may require significant
capital and operating expenditures in connection with the development of any
potential properties. There can be no assurance that the Company will be
successful in obtaining required financing as and when needed. Volatile markets
may make it difficult or impossible for the Company to obtain equity financing
or debt financing on favorable terms, if at all. Failure to obtain additional
financing on a timely basis may cause the Company to postpone or slow down its
development plans, forfeit rights in some or all of its properties or reduce or
terminate some or all of its activities.
No Revenues from Mining
Operations
To date, the Company has recorded no
revenues from mining operations and the Company has not commenced commercial
production or development on any property. The revenues to date relate to the
disposition of acquired mining exploration properties for development and
dividends received for shareholdings. There can be no assurance that significant
losses will not occur in the near future or that the Company will
be profitable in the future. If the Company acquires the rights for the
exploration of a property, the Companys operating expenses and capital
expenditures will increase in relation to the engagement of consultants,
personnel and equipment associated with advancing exploration, development and
commercial production of such Companys properties. The Company expects to
continue to incur losses for the foreseeable future. The development of the
Companys properties will require the commitment of substantial resources to
conduct time-consuming exploration. There can be no assurance that the Company
will generate any revenues or achieve profitability.
- 17 -
Regulations and Mining
Law
Mining operations and exploration
activities are subject to extensive local and overseas laws and regulations
governing exploration, development, production, taxes, labour standards,
occupational health, waste disposal, protection and remediation of the
environment, reclamation, mine safety, toxic substances and other matters.
Compliance with such laws and regulations increases the costs of planning,
designing, developing, constructing, operating and closing mines and other
facilities. It is possible that the costs and delays associated with compliance
with such laws and regulations could become such that the Company would not
proceed with or would postpone the development and operation of a mine or mines.
Share Price Fluctuations
The market price of securities of many
companies, particularly exploration stage companies, experience wide
fluctuations in price that are not necessarily related to the operating
performance, underlying asset values or prospects of such companies. There can
be no assurance that fluctuations in the Companys share price will not
occur.
Environmental
Factors
All phases of the Companys operations
are subject to environmental regulation in the various jurisdictions in which
they operate. Environmental legislation is evolving in a manner which will
require stricter standards and enforcement, increased fines and penalties for
non-compliance, more stringent environmental assessments of proposed projects,
and a heightened degree of responsibility for companies and their officers,
directors and employees. There is no assurance that future changes in
environmental regulation, if any, will not adversely affect the Companys
operations or result in substantial costs and liabilities in the future.
Permits and Licenses
The operations of the Company may
require licenses and permits from various governmental authorities. Obtaining
the necessary governmental permits is a complex and time-consuming process
involving numerous jurisdictions. There can be no assurance that the Company
will be able to obtain all necessary licenses and permits that may be required
to carry out exploration, development and mining operations at its projects.
Governmental
Regulation
Exploration, development and mining of
the properties will be affected to varying degrees by: (i) government
regulations relating to such matters as environmental protection, health, safety
and labour; (ii) mining law; (iii) restrictions on production; price controls;
and tax increases; (iv) maintenance of claims; (v) tenure; and (vi)
expropriation of property. There is no assurance that future changes in such
regulation, if any, will not adversely affect the Companys operations.
Government approvals and permits are
required in connection with the exploration activities proposed for the
properties. To the extent such approvals are required and not obtained, the
Companys planned exploration, development and production activities may be
delayed, curtailed, or cancelled entirely.
Failure to comply with applicable
laws, regulations and requirements may result in enforcement action against the
Company, including orders calling for the curtailment or termination of
operations on the properties, or calling for corrective or remedial measures
requiring considerable capital investment. Parties engaged in mineral
exploration and mining activities may be subject to civil and criminal liability
as a result of failure to comply with applicable laws and regulations.
- 18 -
Amendments to current laws,
regulations and permitting requirements affecting mineral exploration and mining
activities could have a material adverse impact on the Companys operations and
prospects.
Exploration and
Development
Exploration for uranium and other
minerals is highly speculative in nature, involves many risks and frequently is
unsuccessful. There can be no assurance that exploration efforts will result in
the discovery of mineralization or that any mineralization discovered will
result in the definition reserves. If reserves are developed, it may take a
number of years and substantial expenditures from the initial phases of drilling
until production is possible, during which time the economic feasibility of
production may change. No assurance can be given that exploration programs will
result in the definition of reserves or that reserves may be economically
mined.
The long-term profitability of the
Companys operations will be in part directly related to the cost and success of
its exploration programs, which may be affected by a number of factors, which
are beyond the control of the Company.
All exploration and development
evaluation expenditures incurred by the Company prior to establishing that a
property has economically recoverable reserves are capitalized.
Operating Hazards and
Risks
Mineral exploration and development
involves many risks, which even a combination of experience, knowledge and
careful evaluation may not be able to overcome. The work that the Company
proposes to undertake will be subject to all the hazards and risks normally
incidental to such activities, any of which could result in work stoppages and
damage to persons or property or the environment and possible legal liability
for any and all damage. Although the Company has secured liability insurance and
property insurance in an amount which it considers adequate, the nature of these
risks is such that liabilities might exceed policy limits, the liabilities and
hazards might not be insurable, or the Company might elect not to insure itself
against such liabilities due to high premium costs or other reasons, in which
event the Company could incur significant costs or uninsured losses that could
have a material adverse effect upon its financial condition.
No Dividends
The Company has not paid any dividends
on its outstanding common shares. Any decision to pay dividends on its shares in
the future will be dependent upon the financial requirements of the Company to
finance future growth, the financial condition of the Company and other factors
which the board of directors of the Company may consider appropriate in the
circumstances.
Dependence on Key
Employees
The Companys future growth and its
ability to develop depend, to a significant extent, on its ability to attract
and retain highly qualified personnel. The Company is highly dependent on the
principal members of its senior management group and the loss of their services
might impede the Companys business strategy and growth.
Conflicts Of Interest
Certain of the Companys directors and
officers serve or may agree to serve as directors or officers of other reporting
companies or may have significant shareholdings in other reporting companies
and, to the extent that such other companies may participate in ventures in
which the Company may participate, the directors of the Company may have a
conflict of interest in negotiating and concluding terms respecting the extent
of such participation. In the event that such a conflict of interest arises at a
meeting of the Companys directors, a director who has such a conflict will
abstain from voting for or against the approval of such participation or such
terms.
Competition
The mineral industry is intensely
competitive in all its phases. NWT Uranium competes with many companies
possessing greater financial resources and technical facilities than itself for
the acquisition of mineral concessions, claims, leases and other mineral
interests as well as for the recruitment and retention of qualified employees.
August 27, 2010
On behalf of the Board of Directors
Toronto, Ontario
EX-99.3
4
exhibit99-3.htm
EXHIBIT 99.3
NWT Uranium Corp.: Exhibit 99.3 - Filed by newsfilecorp.com
Exhibit 99.3
FORM 52-109FV2
CERTIFICATION OF INTERIM FILINGS
VENTURE ISSUER BASIC CERTIFICATE
I,
John Lynch, Chief Executive Officer of NWT
Uranium Corp., certify the following:
1.
Review: I have
reviewed the interim financial statements and interim MD&A (together, the
"interim filings") of NWT Uranium Corp. (the "issuer") for the
interim period ended June 30, 2010.
2.
No
misrepresentations: Based on my knowledge, having exercised reasonable
diligence, the interim filings do not contain any untrue statement of a material
fact or omit to state a material fact required to be stated or that is necessary
to make a statement not misleading in light of the circumstances under which it
was made, with respect to the period covered by the interim filings.
3.
Fair
presentation: Based on my knowledge, having exercised reasonable
diligence, the interim financial statements together with the other financial
information included in the interim filings fairly present in all material
respects the financial condition, results of operations and cash flows of the
issuer, as of the date of and for the periods presented in the interim filings.
Date: September 20, 2010
"John Lynch"
[Signature]
Chief Executive Officer
NOTE TO READER
In contrast to the certificate required for non-venture
issuers under National Instrument 52-109 Certification of Disclosure in
Issuers Annual and Interim Filings (NI 52-109), this Venture Issuer Basic
Certificate does not include representations relating to the establishment and
maintenance of disclosure controls and procedures (DC&P) and internal control
over financial reporting (ICFR), as defined in NI 52-109. In particular, the
certifying officers filing this certificate are not making any representations
relating to the establishment and maintenance of
i) controls and
other procedures designed to provide reasonable assurance that information
required to be disclosed by the issuer in its annual filings, interim filings
or other reports filed or submitted under securities legislation is recorded,
processed, summarized and reported within the time periods specified in
securities legislation; and
ii) a process to
provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in
accordance with the issuers GAAP.
The issuers certifying officers are responsible for
ensuring that processes are in place to provide them with sufficient knowledge
to support the representations they are making in this certificate. Investors
should be aware that inherent limitations on the ability of certifying
officers of a venture issuer to design and implement on a cost effective basis
DC&P and ICFR as defined in NI 52-109 may result in additional risks to the
quality, reliability, transparency and timeliness of interim and annual
filings and other reports provided under securities legislation.
EX-99.4
5
exhibit99-4.htm
EXHIBIT 99.4
NWT Uranium Corp.: Exhibit 99.4 - Filed by newsfilecorp.com
Exhibit 99.4
FORM 52-109FV2
CERTIFICATION OF INTERIM FILINGS
VENTURE ISSUER BASIC CERTIFICATE
I,
Raphael Danon, Chief Financial
Officer of NWT Uranium Corp., certify the following:
1.
Review:
I have reviewed the interim financial statements and interim MD&A
(together, the "interim filings") of NWT Uranium Corp. (the
"issuer") for the interim period ended June
30, 2010.
2.
No
misrepresentations: Based on my knowledge, having exercised reasonable
diligence, the interim filings do not contain any untrue statement of a material
fact or omit to state a material fact required to be stated or that is necessary
to make a statement not misleading in light of the circumstances under which it
was made, with respect to the period covered by the interim filings.
3.
Fair
presentation: Based on my knowledge, having exercised reasonable
diligence, the interim financial statements together with the other financial
information included in the interim filings fairly present in all material
respects the financial condition, results of operations and cash flows of the
issuer, as of the date of and for the periods presented in the interim filings.
Date: September 20, 2010
"Raphael Danon"
[Signature]
Chief Financial Officer
NOTE TO READER
In contrast to the certificate required for non-venture
issuers under National Instrument 52-109 Certification of Disclosure in
Issuers Annual and Interim Filings (NI 52-109), this Venture Issuer Basic
Certificate does not include representations relating to the establishment and
maintenance of disclosure controls and procedures (DC&P) and internal control
over financial reporting (ICFR), as defined in NI 52-109. In particular, the
certifying officers filing this certificate are not making any representations
relating to the establishment and maintenance of
i) controls and
other procedures designed to provide reasonable assurance that information
required to be disclosed by the issuer in its annual filings, interim filings
or other reports filed or submitted under securities legislation is recorded,
processed, summarized and reported within the time periods specified in
securities legislation; and
ii) a process to
provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in
accordance with the issuers GAAP.
The issuers certifying officers are responsible for
ensuring that processes are in place to provide them with sufficient knowledge
to support the representations they are making in this certificate. Investors
should be aware that inherent limitations on the ability of certifying
officers of a venture issuer to design and implement on a cost effective basis
DC&P and ICFR as defined in NI 52-109 may result in additional risks to the
quality, reliability, transparency and timeliness of interim and annual
filings and other reports provided under securities legislation.
EX-99.5
6
exhibit99-5.htm
EXHIBIT 99.5
NWT Uranium Corp.: Exhibit 99.5 - Filed by newsfilecorp.com
Exhibit 99.5
For immediate release
September 7, 2010
Press Release
NWT Uranium Corp Signs Memorandum of Understanding
With
Vietnam Atomic Energy Institute
Toronto, Ontario NWT Uranium Corp. (TSX-V: NWT,
Frankfurt: NMV) (NWT or The Company) is pleased to announce
that it has signed a Memorandum of Understanding (MOU) with Vietnam Atomic
Energy Institute (VAEI). The Socialist Republic of Vietnam has classified
Uranium as a mineral of national interest with all uranium related agreements
approved directly from the highest levels of government. Discussions regarding
NWTs potential involvement in Vietnams uranium exploration sector have been
ongoing over the past year with various government agencies involved. This MOU
will set the roadmap for continued and further co-operation between NWT and
VAEI.
Under the current MOU, NWT will be directly involved in all
aspects of Uranium exploration including analyzing and assessing uranium ore,
evaluating technical and economic feasibility of properties and ultimately, and
assistance with developing the Countrys nuclear energy sector.
The management team of NWT Uranium believes that this MOU is
the first step to realizing its strategy in Vietnam of discovering, exploring
and mining Uranium properties in the country. In conjunction with the Institute
for Technology of Radioactive Rare Elements (ITRRE), a government agency
reporting to VAEI, NWT is currently planning to execute the terms of this
agreement.
Contact and Information
Nadir Mirza, Investor Relations
Tel.: (416)
504-3978
nmirza@nwturanium.com
www.nwturanium.com
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