|
Document and Entity
Information
|
6 Months Ended | |
|---|---|---|
|
Jun. 30, 2011
|
Aug. 12, 2011
|
|
| Document And Entity Information [Abstract] | ||
| Document Type | 10-Q | |
| Amendment Flag | false | |
| Document Period End Date | Jun. 30, 2011 | |
| Entity Registrant Name | CAN CAL RESOURCES LTD | |
| Entity Central Index Key | 0001083848 | |
| Current Fiscal Year End Date | --12-31 | |
| Document Fiscal Year Focus | 2011 | |
| Document Fiscal Period Focus | Q2 | |
| Entity Filer Category | Smaller Reporting Company | |
| Entity Common Stock, Shares Outstanding | 37,632,453 |
|
CONDENSED BALANCE SHEETS
(Parenthetical) (USD $)
|
Jun. 30, 2011
|
Dec. 31, 2010
|
|---|---|---|
| CONDENSED BALANCE SHEETS [Abstract] | ||
| Property and equipment, accumulated depreciation | $ 31,839 | $ 27,454 |
| Preferred stock, par value per share | $ 0.001 | $ 0.001 |
| Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
| Preferred stock, shares issued | 0 | 0 |
| Preferred stock, shares outstanding | 0 | 0 |
| Common stock, par value per share | $ 0.001 | $ 0.001 |
| Common stock, shares authorized | 100,000,000 | 100,000,000 |
| Common stock, shares issued | 37,548,453 | 30,711,203 |
| Common stock, shares outstanding | 37,548,453 | 30,711,203 |
| Common stock, shares payable | 157,893 | 2,193,166 |
|
CONDENSED STATEMENTS OF
OPERATIONS (USD $)
|
3 Months Ended | 6 Months Ended | 198 Months Ended | ||
|---|---|---|---|---|---|
|
Jun. 30, 2011
|
Jun. 30, 2010
|
Jun. 30, 2011
|
Jun. 30, 2010
|
Jun. 30, 2011
|
|
| CONDENSED STATEMENTS OF OPERATIONS [Abstract] | |||||
| Material sales | $ 245,500 | ||||
| Cost of sales | 263,400 | ||||
| Gross loss | (17,900) | ||||
| Operating expenses: | |||||
| General and administrative | 85,603 | 68,343 | 147,906 | 158,531 | 6,846,634 |
| Exploration costs | 12,158 | 393 | 20,006 | 8,390 | 569,356 |
| Depreciation | 2,192 | 2,442 | 4,385 | 4,937 | 254,939 |
| Officer salary | 30,000 | 30,000 | 60,000 | 60,000 | 1,021,176 |
| Impairment of operating assets | 443,772 | ||||
| Total operating expenses | 129,953 | 101,178 | 232,297 | 231,858 | 9,135,877 |
| Loss from operations | (129,953) | (101,178) | (232,297) | (231,858) | (9,153,777) |
| Other income (expense): | |||||
| Other income | 3,000 | 6,000 | 56,798 | ||
| Interest income | 8 | 23 | 52,945 | ||
| Rental revenue | 7,375 | 9,166 | 24,250 | 16,041 | 380,158 |
| Gain on sale of fixed assets | 26,801 | ||||
| Interest expense | (76,671) | (19,041) | (96,835) | (34,278) | (1,443,790) |
| Total other income (expense) | (66,296) | (9,867) | (66,585) | (18,214) | (927,088) |
| Loss before provision for income taxes | (196,249) | (111,045) | (298,882) | (250,072) | (10,080,865) |
| Provision for income taxes | |||||
| Net loss from continuing operations | (196,249) | (111,045) | (298,882) | (250,072) | (10,080,865) |
| Income from discontinued operations | |||||
| Income from discontinued operations | 116,400 | ||||
| Loss on disposal of operations (net of taxes) | (590,000) | ||||
| Net (loss) | $ (196,249) | $ (111,045) | $ (298,882) | $ (250,072) | $ (10,554,465) |
| Weighted average number of common shares outstanding - basic and fully diluted | 35,260,847 | 30,738,196 | 34,470,674 | 30,733,555 | |
| Net (loss) per share - basic and fully diluted | $ (0.01) | $ (0.01) | $ (0.01) | ||
|
STATEMENT OF STOCKHOLDERS'
EQUITY (DEFICIT) (Parenthetical) (USD $)
|
6 Months Ended | 12 Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|---|
|
Jun. 30, 2011
|
Dec. 31, 2010
|
Dec. 31, 2004
|
Dec. 31, 2009
Related Party [Member]
|
Dec. 31, 2007
Related Party [Member]
|
Dec. 31, 2006
Related Party [Member]
|
Dec. 31, 2004
Related Party [Member]
|
Dec. 31, 2003
Related Party [Member]
|
Dec. 31, 2002
Related Party [Member]
|
|
| Reduction in accounts payable and accrued liabilities resulting from issuance of common stock | $ 229,400 | ||||||||
| Reduction of debt resulting from issuance of common stock | 99,700 | 398,593 | 82,700 | 78,300 | 119,800 | ||||
| Interest paid in common stock | 57,626 | 14,700 | 29,093 | 1,895 | 43,300 | 74,800 | |||
| Accrued wages paid in common stock | $ 22,000 | ||||||||
| Common shares awarded for debt conversion, shares | 2,146,666 | ||||||||
| Finance costs on inducement of conversion, warrants | 2,146,666 | ||||||||
| Common shares awarded for commissions, shares | 51,917 | 46,500 | |||||||
| Extension of previously granted warrants, warrants | 6,377,496 | ||||||||
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Basis of Presentation
|
6 Months Ended |
|---|---|
|
Jun. 30, 2011
|
|
| Basis of Presentation [Abstract] | |
| Basis of Presentation |
Note 1 - Basis of Presentation
The accompanying unaudited condensed financial statements have been
prepared in accordance with Securities and Exchange Commission
requirements for interim financial statements. Therefore, they do
not include all of the information and footnotes required by
accounting principles generally accepted in the United States for
complete financial statements. The financial statements should be
read in conjunction with the Form 10-K for the year ended December
31, 2010 of Can-Cal Resources Ltd. (the "Company").
The interim condensed financial statements present the balance
sheets, statements of operations, stockholders' equity (deficit)
and cash flows of Can-Cal Resources Ltd. The financial statements
have been prepared in accordance with accounting principles
generally accepted in the United States.
The interim financial information is unaudited. In the opinion of
management, all adjustments (which include normal recurring
adjustments) necessary to present fairly the financial position as
of June 30, 2011 and the results of operations and cash flows
presented herein have been included in the financial statements.
Interim results are not necessarily indicative of results of
operations for the full year.
The preparation of financial statements in conformity with
accounting principles generally accepted in the United States
requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those
estimates.
Certain amounts in the prior periods presented have been
reclassified to conform to the current period financial statement
presentation.
Exploration Stage Company
The Company is currently an exploration stage company. As an
exploration stage enterprise, the Company discloses the deficit
accumulated during the exploration stage and the cumulative
statements of operations and cash flows from inception to the
current balance sheet date. The Company has incurred net losses of
$10,554,465 and used net cash in operations of $6,691,042 for the
period from inception (March 22, 1995) through June 30, 2011. An
entity remains in the exploration stage until such time as proven
or probable reserves have been established for its deposits. Upon
the location of commercially mineable reserves, the Company plans
to prepare for mineral extraction and enter the development stage.
To date, the exploration stage of the Company's operations consists
of contracting with geologists who sample and assess the mining
viability of the Company's claims.
Recent Accounting Pronouncements
In June 2011, the Financial Accounting Standards Board (FASB)
issued Accounting Standards Update (ASU) 2011-05, "Comprehensive
Income (Topic 220): Presentation of Comprehensive Income", which is
effective for annual reporting periods beginning after December 15,
2011. ASU 2011-05 will become effective for the Company
on January 1, 2012. This guidance eliminates the option
to present the components of other comprehensive income as part of
the statement of changes in stockholders' equity. In
addition, items of other comprehensive income that are reclassified
to profit or loss are required to be presented separately on the
face of the financial statements. This guidance is
intended to increase the prominence of other comprehensive income
in financial statements by requiring that such amounts be presented
either in a single continuous statement of income and comprehensive
income or separately in consecutive statements of income and
comprehensive income. The adoption of ASU 2011-05 is not
expected to have a material impact on our financial position or
results of operations.
In May 2011, the FASB issued ASU 2011-04, "Fair Value Measurement
(Topic 820): Amendments to Achieve Common Fair Value Measurement
and Disclosure Requirements in U.S. GAAP and IFRSs", which is
effective for annual reporting periods beginning after December 15,
2011. This guidance amends certain accounting and
disclosure requirements related to fair value
measurements. Additional disclosure requirements in the
update include: (1) for Level 3 fair value measurements,
quantitative information about unobservable inputs used, a
description of the valuation processes used by the entity, and a
qualitative discussion about the sensitivity of the measurements to
changes in the unobservable inputs; (2) for an entity's use of a
nonfinancial asset that is different from the asset's highest and
best use, the reason for the difference; (3) for financial
instruments not measured at fair value but for which disclosure of
fair value is required, the fair value hierarchy level in which the
fair value measurements were determined; and (4) the disclosure of
all transfers between Level 1 and Level 2 of the fair value
hierarchy. ASU 2011-04 will become effective for the
Company on January 1, 2012. We are currently evaluating
ASU 2011-04 and have not yet determined the impact that adoption
will have on our financial statements.
In April 2011, the FASB issued ASU 2011-02, "Receivables (Topic
310): A Creditor's Determination of Whether a Restructuring is a
Troubled Debt Restructuring". This amendment explains which
modifications constitute troubled debt restructurings ("TDR").
Under the new guidance, the definition of a troubled debt
restructuring remains essentially unchanged, and for a loan
modification to be considered a TDR, certain basic criteria must
still be met. For public companies, the new guidance is effective
for interim and annual periods beginning on or after June 15, 2011,
and applies retrospectively to restructuring occurring on or after
the beginning of the fiscal year of adoption. The Company does not
expect that the guidance effective in future periods will have a
material impact on its consolidated financial statements.
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|
Going Concern
|
6 Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
|
Jun. 30, 2011
|
||||||||
| Going Concern [Abstract] | ||||||||
| Going Concern |
Note 2 - Going Concern
The Company incurred a net loss of $298,882 for the six months
ended June 30, 2011. Also, the Company's current liabilities exceed
its current assets by $1,372,686 as of June 30, 2011. These factors
create substantial doubt about the Company's ability to continue as
a going concern. The Company's management plans to continue to fund
its operations in the short term with a combination of debt and
equity financing and with revenue from operations in the long
term.
The ability of the Company to continue as a going concern is
dependent on securing additional sources of capital and the success
of the Company's plan. The financial statements do not include any
adjustments that might be necessary if the Company is unable to
continue as a going concern.
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|
Related Party
|
6 Months Ended |
|---|---|
|
Jun. 30, 2011
|
|
| Related Party [Abstract] | |
| Related Party |
Note 3 - Related Party
On June 30, 2011, the Company extended 348,320 previously granted
common stock warrants issued to the Company's former CEO, with an
exercise price of $0.15 for an additional 15 months from their
expiration on June 30, 2011. These warrants are fully vested and
expire on September 30, 2012. The total estimated value using the
Black-Scholes Pricing Model, based on a volatility rate of 180% and
a call option value of $0.0090, was $3,147 and was recognized as
interest expense during the six months ended June 30, 2011.
On June 30, 2011, the Company extended 2,439,920 previously granted
common stock warrants issued to the Company's CEO, with an exercise
price of $0.15 for an additional 15 months from their expiration on
June 30, 2011. These warrants are fully vested and expire on
September 30, 2012. The total estimated value using the
Black-Scholes Pricing Model, based on a volatility rate of 180% and
a call option value of $0.0090, was $22,047 and was recognized as
interest expense during the six months ended June 30, 2011.
On June 30, 2011, the Company extended a total of 1,301,312
previously granted common stock warrants issued to the one of the
Company's directors, with an exercise price of $0.15 for an
additional 15 months from their expiration on June 30, 2011. These
warrants are fully vested and expire on September 30, 2012. The
total estimated value using the Black-Scholes Pricing Model, based
on a volatility rate of 180% and a call option value of $0.0090,
was $11,758 and was recognized as interest expense during the six
months ended June 30, 2011.
As of June 30, 2011 and December 31, 2010 we owed $282,004 and
$282,004 of accrued salaries to our former CEO, respectively. In
addition, we owed $180,000 of accrued salaries to our current CEO
as of June 30, 2011.
During the year ended December 31, 2010, we received a total of
$28,191 in exchange for an unsecured note payable to our CEO, G.
Michael Hogan, due on demand, bearing interest at 8.00%.
On November 12, 2010, we received a short term loan of $9,000 in
exchange for a non-interest bearing, unsecured note payable to an
employee, due on demand. On December 30, 2010 the Company repaid
$5,000, and the remaining $4,000 was repaid in February of
2011.
On July 1, 2010, the Company entered into a twelve month employment
agreement, subject to automatic monthly renewals, with the
Company's CEO, G. Michael Hogan. The terms of the agreement include
a fixed annual salary of $120,000. The Company may elect to satisfy
payment in shares of common stock in lieu of cash at a market value
equal to $0.10 above the average closing trading price of the
common stock for the preceding five (5) days from the date of such
election. No payments have been made in cash or stock as of June
30, 2011.
On June 30, 2010, the Company entered into a twelve month
consulting agreement, with a Board of Director's consulting firm,
Futureworth Capital Corp. The terms of the agreement include annual
compensation of $60,000, payable monthly. The Company may elect to
satisfy payment in shares of common stock in lieu of cash at a
market value equal to $0.10 above the average closing trading price
of the common stock for the preceding five (5) days from the date
of such election. No payments have been made in cash or stock as of
June 30, 2011. As of June 30, 2011 we owed Futureworth Capital
Corp. $90,000, as included in accounts payable, related parties,
for service prior to, and during the service period under the
consulting agreement.
On September 1, 2010, we received $25,000 in exchange for an
unsecured note payable to a Board of Director's consulting firm,
Futureworth Capital Corp, due on demand, bearing interest at
8.25%.
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Notes Payable
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Jun. 30, 2011
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| Notes Payable [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Notes Payable |
Note 4 - Notes Payable
Notes payable consisted of the following as of June 30, 2011 and
December 31, 2010, respectively:
Future maturities of long-term debt are as follows as of June 30,
2011:
Interest expense totaled $96,835 and $34,278 for the six months
ended June 30, 2011 and 2010, respectively, including $57,626
related to expenses from the extension of warrants to purchase
6,377,496 shares of common stock for an additional 15 month
term.
The Company is in default of its semi-annual interest payment of
$24,000 for 2002 through June 30, 2011 (a total of $460,000) and
the principal on a note payable of $300,000.
|
|
Changes in Securities
|
6 Months Ended |
|---|---|
|
Jun. 30, 2011
|
|
| Changes in Securities [Abstract] | |
| Changes in Securities |
Note 5 - Changes in Securities
1996
During 1996 the Company issued 3,441,217 shares of Can-Cal common
stock to various investors resulting in cash proceeds of
$628,400.
1997
On January 15, 1997 the Company issued 500,000 shares of Can-Cal
common stock along with a cash payment of $100,000 in exchange for
a 50% interest in S&S Joint Venture. Additionally, the Company
agreed to loan the joint venture up to $48,000.
On February 13, 1997 the Board approved the acquisition of Scotmar
Industries, Inc. 200,000 shares of Can-Cal common stock were issued
in return for all of the issued and outstanding stock of the
acquired company.
On October 27, 1997 the Board approved the issuance of 2,181,752
restricted common shares to ARUM, LLC to repay an existing debt of
$315,046 and to purchase a property located in San Bernadino
County, California, known as the Pisgah property.
During November, 1997 the Board approved the sale of 124,683
restricted common shares to various investors.
During December, 1997 the Board approved the issuance of 42,000
restricted common shares in return for services rendered.
1998
In July, 1998 the Board approved the issuance 122,000 restricted
common shares to various investors.
In October, 1998 the Board approved the sale of 172,450 restricted
common shares to various investors.
During December, 1998 the Board approved the sale of 263,059
restricted common shares to various investors.
1999
On February 1, 1999, the Board of Directors approved the Sale of
62,500 shares of Can-Cal common stock to a Board member.
On February 8, 1999 the Board approved the sale of 70,000 shares of
Can-Cal common stock to a Board member.
On March 1, 1999 the Board approved the issuance of 32,121 shares
of Can-Cal common stock in return for services rendered.
On March 15, 1999 the Board approved the sale of 86,000 shares of
Can-Cal common stock to various investors.
On March 17, 1999 the Board approved the issuance of 40,000 shares
of Can-Cal common stock in return for equipment.
On March 10, 1999 the Board approved the sale of 295,500 shares of
Can-Cal common stock to various investors.
On April 1, 1999 the Board approved the sale of 1,000 shares of
restricted common stock in return for equipment.
On July 21, 1999 the Board approved the sale of 357,500 shares of
common stock to various investors.
On August 24, 1999 the Board approved the sale of 274,000 shares of
common stock to various investors.
On September 7, 1999 the Board approved the sale of 20,000 shares
of common stock to an investor.
On November 9, 1999 the board approved the issuance of 10,000
shares of common stock to an investor.
2000
On February 27, 2000, the Board of Directors approved the sale of
500,000 shares of common stock to three of its directors (all of
whom reside in Canada), an offshore trust and another person
affiliated with the Company.
On July 3, 2000, the Board of Directors exercised the option to
acquire technology related to the extraction and processing of ore
and, in accordance with the agreement with the two owners of that
technology, issued 200,000 shares of Can-Cal's common stock to
them.
On November 24, 2000, the Company borrowed $300,000 from a lender.
As part of the transaction, the Company issued 45,000 shares of its
common stock as a loan placement fee and granted the lender an
option to purchase up to 300,000 shares of its common stock. On
November 24, 2000, the lender exercised its option in full and
purchased 300,000 shares of Can-Cal's common stock.
In July 2000 the Board of Directors authorized the sale of 74,009
shares of its common stock to eight persons, all of whom reside
outside the United States. During the third quarter 46,670 shares
were sold and the remaining 27,339 shares were sold during the
fourth quarter. All of those shares were issued on December 15,
2000.
2001
In September, 2001, the Board of Directors authorized the sale of
20,000 shares of its common stock to an individual.
During October, 2001 the Company signed an Investment Agreement
with two funds (Dutchess Private Equities Fund LP and DRH
Investment Company LLC) to sell to those funds up to $8,000,000 in
common stock of the Company, for a period of three years. In
connection with the Investment Agreement, the Company issued
606,059 shares of restricted common stock to Dutchess Fund and its
advisor, and to a broker-dealer firm, for services valued at
$400,000, to induce those entities to enter into the Investment
Agreement and perform services contemplated under such agreement.
The Company also issued 37,000 shares of restricted common stock to
the attorney for Dutchess Fund.
On November 2, 2001 the Board of Directors approved the sale of
82,888 shares of restricted common stock.
On December 12, 2001 the Board of Directors approved the sale of
40,000 shares of restricted common stock.
2002
On January 8, 2002, we sold 36,000 restricted common shares to
three investors (one Canadian resident, and two private companies
controlled and owned by Canadian residents) for $12,600 cash ($0.35
per share, representing a discount of approximately 50% from market
price). These investors also were issued warrants to purchase
36,000 additional restricted shares, at a price of $0.35 per share;
the warrants will expire January 8, 2004.
On February 11, 2002, 10,000 restricted common shares were sold to
one investor (a Canadian resident) for $3,500 cash ($0.35 per
share, representing a discount of approximately 50% from market
price). This investor also was issued warrants to purchase 10,000
additional restricted shares, at a price of $0.35 per share; the
warrants will expire February 11, 2004. Complete information about
the Company was provided to these investors. These shares and
warrants were sold pursuant to the exemption provided by Regulation
S of the 1933 Act. No commissions were paid.
On January 31, 2002, we issued 309,677 restricted common shares to
a lender (First Colony Merchant) for payment of past due and
current interest on debt, $119,800. No commissions were paid.
From March 1, 2002 through June 3, 2002, 369,600 restricted common
shares were issued to 48 investors (all Canadian residents or
companies controlled and owned by Canadian residents) for $92,400
cash ($0.25 per share, representing discounts ranging from 0% to
approximately 50% from market prices at the time of issuance).
These investors also were issued warrants to purchase 369,600
additional restricted shares, at a price of $0.25 per share; the
warrants will expire two years from the date of issuance. No
commissions were paid.
On June 21, 2002, 40,000 restricted common shares were issued to
Financial Communications Corp. for public relations services,
valued at approximately $14,000.
From July 1, 2002 through December 24, 2002, 609,720 restricted
common shares were issued to 20 investors (19 whom are Canadian
residents or companies controlled and owned by Canadian residents,
and one who is a resident of Great Britain) for $152,400 cash
($0.25 per share, representing prices that ranged from 22% over
market to approximately 40% below market prices at the time of
issuance). The investors also were issued warrants to purchase a
total of 609,720 additional restricted shares, at a price of $0.25
per share; the warrants will expire two years from the date of
issuance. No commissions were paid.
During September 2002, the Company issued 32,281 shares of the
Company's common stock for $5,500 in cash related to the Dutchess
Private Equities Fund, net of offering costs of $200, and issued
30,000 shares to Joseph B. LaRocco, attorney for Dutchess Fund and
DRH Investment Company, LLC for legal services to such
entities.
During October 2002, the Company issued 35,679 shares of the
Company's common stock for $4,600 in cash related to the Dutchess
Private Equities Fund, net of offering costs of $700.
In November 2002, the Company issued 52,292 restricted common
shares to four individuals in exchange for various services, valued
at approximately $9,900.
2003
During 2003, 673,410 restricted common shares were issued to 19
Canadian residents or companies controlled and owned by Canadian
resident investors for $134,682 and 150,000 restricted common
shares were issued to 12 U.S. resident investors for $30,000 (all
shares were priced at $0.20 per share, representing premiums of up
to 25% and discounts ranging from 0% to approximately 25% from
market prices at the time of issuance). With respect to 237,410
restricted common shares, the investors were also issued warrants
to purchase 474,820 additional restricted common shares and with
respect to 473,500 restricted common shares, the investors were
also issued warrants to purchase 473,500 additional restricted
common shares; all warrants were priced at $0.20 per share and will
expire two years from the date of issuance. With respect to 112,500
restricted common shares, the investors were also issued 112,500
warrants to purchase additional restricted common shares, at a
price of $0.25 per share for a period of two years from the date of
issuance. The shares and warrants were sold to Canadian investors
pursuant to the exemption provided by Regulation S of the 1933 Act,
and the shares and warrants sold to U.S. investors were sold
pursuant to the exemption provided by section 4(2) of the 1933
Act.
During 2003, 364,305 restricted common shares were issued in
conversion of $35,000 principal and interest on a debenture held by
Dutchess Fund. The conversion prices were $0.099 for 50,710 shares
($5,000 of the debenture); $0.112 for 44,643 shares ($5,000 of the
debenture); $0.061 for 81,433 shares ($5,000 of the debenture);
$0.067 for 75,075 shares ($5,000 of the debenture); and $0.1334 for
112,444 shares ($15,000 of the debenture). All of the prices were
determined by the conversion formula in the debenture (80% of the
average bid prices for the three lowest (out of 15) trading days
before conversion. These shares were sold pursuant to the exemption
provided by section 4(2) of the 1933 Act.
During 2003, 205,166 restricted common shares in payment of $31,500
of services by Luis Vega, consulting geologist. The price per share
was determined by dividing the amount owed by the average closing
price of the Company's stock for each day's service. These shares
were sold pursuant to the exemption provided by section 4(2) of the
1933 Act.
On March 14, 2003, 24,960 restricted common shares were issued to
Catherine Nichols, a Canadian resident, for marketing services
amounting to $5,000. The price per share was based on the average
closing share price for the period during which the services were
rendered. These shares were sold pursuant to the exemption provided
by Regulation S of the 1933 Act.
During the period from July 15 to December 31, 2003, 112,326
restricted common shares in payment of $22,250 of investor
relations services by Jeffrey Whitford, a Canadian resident who is
a consultant to the Company. The price per share was based on the
average monthly closing share prices for the period. These shares
were sold pursuant to the exemption provided by Regulation S of the
1933 Act.
33,600 restricted common shares were issued to pay $4,200 of legal
services provided by Stephen E. Rounds, outside company counsel.
The price per share was based on the average closing share price
for the period during which the services were rendered. These
shares were sold pursuant to the exemption provided by section 4(2)
of the 1933 Act.
On December 30, 2003, 5,208 restricted common shares were issued to
Terry Brown, a Mexican resident, for technical consulting services
amounting to $1,250. The price per share was based on the average
closing share price for the period during which the services were
rendered. These shares were sold pursuant to the exemption provided
by Regulation S of the 1933 Act.
2004
During 2004, 2,255,586 restricted common shares were issued to 107
Canadian residents or companies controlled and owned by Canadian
resident investors for $431,425 and 10,000 restricted common shares
were issued to one U.S. resident investor for $2,000 (245,000
shares were priced at $0.18 per share, 1,620,131 shares were priced
at $0.20 per share, 261,200 shares were priced at $0.25 per share,
and 139,255 shares were issued as a 25% premium on the conversion
of warrants, representing premiums of up to 25% and discounts
ranging from 0% to approximately 25% from market prices at the time
of issuance). With respect to 1,319,308 of these restricted common
shares, the investors were also issued warrants to purchase
1,259,308 additional restricted common shares at $0.25 per share
and 60,000 additional restricted common shares at $0.20 per share.
With respect to 245,000 restricted common shares, the investors
were also issued warrants to purchase 245,000 additional restricted
common shares at $0.25, and with respect to another 245,000
restricted common shares, the investors were also issued warrants
to purchase 245,000 additional restricted common shares at $0.50
per share. Of these, we also sold 5,000 shares to a director of the
Company for proceeds of $1,000 and issued warrants to purchase
5,000 restricted common shares, exercisable at $0.25 per share for
a two year period. All warrants will expire two years from the date
of issuance. The shares and warrants were sold to Canadian
investors pursuant to the exemption provided by Regulation S of the
1933 Act, and the shares and warrants sold to U.S. investors were
sold pursuant to the exemption provided by section 4(2) of the 1933
Act.
During 2004, 702,760 restricted common shares were issued in
conversion of $99,657 principal and interest on a debenture held by
Dutchess Fund. The conversion prices were $0.216 for 92,593 shares
($20,000 of the debenture); $0.160 for 31,250 shares ($5,000 of the
debenture); $0.144 for 34,722 shares ($5,000 of the debenture);
$0.128 for 544,195 shares ($69,657 of the debenture). All of the
prices were determined by the conversion formula in the debenture
(80% of the average bid prices for the three lowest (out of 15)
trading days before conversion). These shares were sold pursuant to
the exemption provided by section 4(2) of the 1933 Act.
During 2004, 215,336 restricted common shares were issued in
payment of $40,932 of services by Luis Vega, consulting geologist.
The price per share was determined by dividing the amount owed by
the average closing price of the Company's stock for each day's
service. These shares were sold pursuant to the exemption provided
by section 4(2) of the 1933 Act.
On February 4, 2004, 10,000 restricted common shares were issued to
Yvonne St. Pierre, a Canadian resident, for computer-related
services, in the amount of $2,500. These shares were issued
pursuant to the exemption provided by Regulation S of the 1933
Act.
Between February 10 and March 31, 2004, 75,000 restricted common
shares were issued to Jeff Whitford, a Canadian resident, for
investor relation services, in the amount of $15,000. In addition,
Mr. Whitford received 50,000 warrants at an exercise price of $0.20
per share; the warrants will expire between February 2006 and March
2006. The warrants were valued at $12,200 utilizing the Black
Scholes model. These shares were issued pursuant to the exemption
provided by Regulation S of the 1933 Act.
On December 22, 2004, 2,500 restricted common shares were issued to
Karen Barra, a U.S. resident, for services amounting to $500. The
price per share was $0.20 based on private placement offering for
the period during which the services were rendered. These shares
were sold pursuant to the exemption provided by Regulation S of the
1933 Act.
During 2004, 15,367 restricted common shares were issued in payment
of accounts payable amounting to $3,842. The price per share was
based on the average closing share price for the period during
which the services were rendered. These shares were sold pursuant
to the exemption provided by Regulation S of the 1933 Act.
During 2004, 87,388 restricted common shares were issued to Terry
Brown, a Mexican resident, for technical consulting services
amounting to $15,247. The price per share was based on the average
closing share price for the period during which the services were
rendered. These shares were sold pursuant to the exemption provided
by Regulation S of the 1933 Act.
On March 1, 2004, in connection with the conversion of $82,687 in
notes payable and $225,595 in accrued officers' salary payable, we
issued 1,233,127 restricted common shares at $0.25 per share and
1,233,127 warrants, with an exercise price of $0.30 and expiring on
March 1, 2006, to two officers, two directors, and a former
director and his insurance agency. These persons and the insurance
agency are accredited investors.
2005
During the twelve months ended December 31, 2005, we sold 712,500
restricted common shares to 21 Canadian residents for a total of
$142,500, and issued warrants to purchase 712,500 restricted common
shares, exercisable at $0.25 per share. These securities were
issued in private transactions in reliance on the exemption from
registration with the SEC provided by Regulation S.
A prior U.S. shareholder exercised other warrants, at exercise
prices ranging from $0.22, for proceeds of $11,000, which resulted
in the issuance of 50,000 restricted common shares. These
securities were issued in private transactions in reliance on the
exemption available under Section 4(2) of the 1933 Act.
We also issued, for services, 349,545 restricted common shares for
a total value of $69,800 valued at fair market value at date of
issuance and granted 13,575 warrants (exercisable for two years at
$0.25 per share) valued at fair market value at date of issuance.
These securities were issued to two Canadian residents, and one
Mexican Corporation in reliance on the exemption from registration
available under Regulation S, and one U.S. resident, in reliance on
the exemption provided by Section 4(2) of the 1933 Act.
2006
During the twelve months ended December 31, 2006, we sold 2,622,213
restricted common shares to 76 Canadian residents, 8 US residents,
5 Israeli Nationals and 1 Swiss National for a total of $688,000,
and issued warrants to purchase 2,348,213 restricted common shares,
exercisable between $0.25 to $.45 per share. These securities were
issued in private transactions, with respect to the Canadian
residents, in reliance on the exemption from registration with the
SEC provided by Regulation S, and with respect to the U.S. citizen,
in reliance on the exemption available under Section 4(2) of the
1933 Act.
We also issued, for services, 8,500 restricted common shares for a
total value of $2,325 and these securities were issued to one U.S.
resident in reliance on the exemption provided by Section 4(2) of
the 1933 Act.
On July 3, 2006, the Company issued 2,200 shares of its par value
common stock for services received by an individual. As of
September 30, 2006, the Company recorded consulting expense in the
amount of $462, the fair value of the shares issued on the date of
grant. Additionally, the Company granted a warrant to purchase
2,200 shares of the Company's common stock at an exercise price of
$0.25 for a period of 2 years. The Company recorded an expense in
the amount of $373, the fair value of the warrant on the date of
grant. Fair value was determined using the Black Scholes option
pricing model based on the following assumptions: expected
dividends: $-0-; volatility: 187%; risk free interest rate:
5.12%.
On July 3, 2006, the Company issued 8,800 shares of its par value
common stock for services received from an individual. As of
September 30, 2006, the Company recorded consulting expense in the
amount of $2,200, the fair value of the shares issued on the date
of grant. Additionally, the Company granted a warrant to purchase
up to 8,800 shares of the Company's common stock at an exercise
price of $0.25 for a period of 2 years. The Company recorded an
expense in the amount of $1,812, the fair value of the warrant on
the date of grant. Fair value was determined using the Black
Scholes option pricing model based on the following assumptions:
expected dividends: $-0-; volatility: 187%; risk free interest
rate: 5.12%.
On July 3, 2006, an officer of the Company elected to convert half
of his accrued salary in exchange for 385,714 shares of common
stock valued at $81,000, the fair value of the shares issued on the
date of grant. Additionally, the Company granted a warrant to
purchase up to 385,714 shares of the Company's common stock at an
exercise price of $0.25 for a period of two years. The Company
recorded an expense in the amount of $65,418, the fair value of the
warrant on the date of grant. Fair value was determined using the
Black Scholes option pricing model based on the following
assumptions: expected dividends: $-0-; volatility: 187%; risk free
interest rate: 5.12%.
On July 3, 2006, the Company issued 56,821 shares of its common
stock for conversion of a note in the amount of $11,932 from a
shareholder of the Company. Additionally, the Company granted a
warrant to purchase up to 56,821 shares of the Company's common
stock at an exercise price of $0.25 for a period of two years. The
Company recorded an expense in the amount of $9,637, the fair value
of the warrant on the date of grant. Fair value was determined
using the Black Scholes option pricing model based on the following
assumptions: expected dividends: $-0-; volatility: 187%; risk free
interest rate: 5.12%.
On July 11, 2006, the Company issued 206,767 shares of its par
value common stock pursuant to the convertible debenture agreement
entered into on January 24, 2006 whereby the Company received a
$40,000 convertible at a rate of $0.20 per share bearing interest
of 10% per annum. The note holder elected to convert all accrued
interest totaling $1,895 into 6,767 shares of the Company's par
value common stock.
On August 22, 2006, the Company entered into an agreement to
purchase mining claims located in Mohave County, Arizona in
exchange for 1,000,000 shares of the Company's par value common
stock. The Company recorded an asset totaling $400,000, the fair
value of the underlying shares.
2007
During the twelve months ended December 31, 2007, we sold 1,238,167
restricted common shares to 72 Canadian residents and 4 US
residents for a total of $375,534 and issued warrants to purchase
492,795 restricted common shares, exercisable between $0.35 and
$.65 per share. These securities were issued in private
transactions, with respect to the Canadian residents, in reliance
on the exemption from registration with the SEC provided by
Regulation S, and with respect to the U.S. citizen, in reliance on
the exemption available under Section 4(2) of the 1933 Act.
On April 30, 2007, the Company also issued 50,000 shares of
restricted common stock as part of a settlement agreement with a
former officer of the Company for compensation of accrued salaries.
The common stock was rendered to a U.S. citizen, in reliance on the
exemption available under Section 4(2) of the 1933 Act. The shares
were valued at a total of $22,000. In addition to monthly cash
payments of $3,500 per month the Company has recorded debt
forgiveness of $147,419 in accordance with the terms of the
settlement agreement. Due to the related party nature of the
transaction the gain has been recorded to additional paid in
capital, therefore there has been no impact on the Company's net
loss.
On June 29, 2007, the Company also issued 4,000 shares of
restricted common stock for services rendered to a U.S. citizen, in
reliance on the exemption available under Section 4(2) of the 1933
Act. The shares were valued at a total of $2,000.
2008
During the year ended December 31, 2008, the Company issued 32,500
shares of common stock and warrants to purchase 32,500 shares
common stock for cash totaling $8,124. The warrants are fully
vested upon grant, expire in two years and have an exercise price
of $0.35 per share.
2009
During the year ended December 31, 2009, the Company issued
2,926,600 shares of its common stock and an equal number of
warrants pursuant to a unit offering whereby each recipient
received one share of common stock and one warrant certificate for
a unit price of $0.125. The Company recorded proceeds from the
offering of $340,825 and a subscription receivable in the amount of
$25,000, subsequently paid in January 2010.
On June 30, 2009, certain note holders elected to convert the
principal balance of their notes together with accrued interest
into shares of the Company's common stock at a rate of $0.125 per
share. In addition, the Company agreed to issue a warrant to
purchase two shares of the Company's common stock for each share
converted. The total principal balance converted was $369,500 and
was converted into 2,956,000 common shares. Total accrued interest
converted was $29,093 or 232,741 common shares.
During the year ended December 31, 2009, the Company issued a total
of 107,000 shares of its restricted common stock to individuals for
services rendered to the Company. As of December 31, 2009, the
Company recorded an expense of $14,260 representing the fair value
of the grant.
On December 31, 2009, the Company authorized the issuance of 9,000
and 6,000 shares of its restricted common stock to a director and
officer of the Company, respectively for services performed for the
Company. As of December 31, 2009, we recorded an expense of $1,200,
representing the fair value of the issuance on the date of
grant.
2010
On January 20, 2010, the Company issued 40,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $5,000. The warrants are exercisable
over fifteen months at an exercise price of $0.15 per share.
On January 20, 2010, the Company received $25,000 in payment on a
subscription receivable outstanding at December 31, 2009.
On March 17, 2010, the Company received $12,125 in payment on a
rescission receivable outstanding at December 31, 2009.
On December 31, 2010, the Company cancelled 26,993 previously
granted shares to related parties.
On December 31, 2010, the Company converted $128,800 of previously
issued convertible debentures to a total of nine investors in
exchange for a total of 2,146,666 shares, at $0.06 per share, and a
total of 2,146,666 warrants exercisable at $0.08 per share over a
two year term, that were not issued until January 5, 2011. The
shares were presented as a subscription payable of $128,800 at
December 31, 2010. A total of $3,598 of accrued interest was
forgiven by the note holders, as presented in other income. The
total estimated value of the warrants granted as an inducement for
conversion using the Black-Scholes Pricing Model, based on a
volatility rate of 179% and a call option value of $0.0347, was
$74,403, as presented in the income statement as interest
expense.
Finders acting in connection with the conversion are entitled to
receive aggregate fees of $2,790 and 46,500 shares of common stock.
The fair market value of the common stock payable based on the
closing stock price at the grant date was $2,790.
2011
On January 4, 2011, the Company issued 680,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $40,800. The warrants are exercisable
over two years at an exercise price of $0.08 per share.
On January 4, 2011, the Company issued 170,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $10,200. The warrants are exercisable
over two years at an exercise price of $0.08 per share.
On January 5, 2011, the Company issued 2,146,666 shares of its
common stock to a total of nine investors in satisfaction for
subscriptions payable on a total of $128,800 of previously
converted debentures.
On January 26, 2011, the Company issued 85,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $5,100. The warrants are exercisable
over two years at an exercise price of $0.08 per share.
On January 26, 2011, the Company issued 85,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $5,100. The warrants are exercisable
over two years at an exercise price of $0.08 per share.
On February 25, 2011, the Company sold 170,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $10,200. The warrants are exercisable
over two years at an exercise price of $0.08 per share. The shares
were subsequently issued on April 12, 2010.
On March 16, 2011, the Company sold 100,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $6,000. The warrants are exercisable
over two years at an exercise price of $0.08 per share. The shares
were subsequently issued on April 12, 2010.
On March 16, 2011, the Company sold 85,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $5,100. The warrants are exercisable
over two years at an exercise price of $0.08 per share. The shares
were subsequently issued on April 12, 2010.
On March 16, 2011, the Company sold 170,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $10,200. The warrants are exercisable
over two years at an exercise price of $0.08 per share. The shares
were subsequently issued on April 12, 2010.
On March 16, 2011, the Company sold 343,334 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $20,600. The warrants are exercisable
over two years at an exercise price of $0.08 per share. The shares
were subsequently issued on April 12, 2010.
On April 1, 2011, the Company sold a total of 320,000 shares of its
common stock and an equal number of warrants pursuant to unit
offerings to a total of three investors in exchange for total
proceeds of $19,200. The warrants are exercisable over two years at
an exercise price of $0.08 per share.
On May 31, 2011, the Company sold a total of 255,000 shares of its
common stock and an equal number of warrants pursuant to unit
offerings to a total of two investors in exchange for total
proceeds of $15,300. The warrants are exercisable over two years at
an exercise price of $0.08 per share.
On June 10, 2011, the Company sold a total of 565,250 shares of its
common stock and an equal number of warrants pursuant to unit
offerings to a total of six investors in exchange for total
proceeds of $33,915. The warrants are exercisable over two years at
an exercise price of $0.08 per share.
On June 22, 2011, the Company sold a total of 595,000 shares of its
common stock and an equal number of warrants pursuant to unit
offerings to a total of three investors in exchange for total
proceeds of $35,700. The warrants are exercisable over two years at
an exercise price of $0.08 per share.
On June 29, 2011, the Company sold a total of 1,067,000 shares of
its common stock and an equal number of warrants pursuant to unit
offerings to a total of five investors in exchange for total
proceeds of $64,020. The warrants are exercisable over two years at
an exercise price of $0.08 per share.
Finders acting in connection with the sales of common stock during
the six months ending June 30, 2011 are entitled to receive
aggregate fees of $4,570 and 111,392 shares of common stock. The
fair market value of the common stock payable was $6,684.
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Options and Warrants
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Jun. 30, 2011
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| Options and Warrants [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Options and Warrants |
Note 6 - Options and Warrants
Options
There were no options issued during the six months ended June 30,
2011 and 2010, respectively.
The following table summarizes the Company's option activity
related to employees and consultants:
Warrants
On January 22, 2010, the Company granted 40,000 stock warrants with
an exercise price of $0.15 per share for its common stock. These
stock warrants were granted in connection with financing activities
relating to stock sold on January 22, 2010. These warrants were
exercisable upon issuance and expired on March 31, 2011.
On December 31, 2010, the Company granted 2,146,666 stock warrants
with an exercise price of $0.08 per share for its common stock.
These stock warrants were granted in connection with the conversion
of $128,800 of previously issued convertible debentures on December
31, 2010 to a total of nine investors in exchange for a total of
2,146,666 shares. These warrants were exercisable upon issuance and
expire on December 31, 2012.
On June 30, 2011, the Company extended a total of 6,377,496
previously granted common stock warrants with an exercise price of
$0.15 for an additional 15 months from their expiration on June 30,
2011. These warrants are fully vested and expire on September 30,
2012. The total estimated value using the Black-Scholes Pricing
Model, based on a volatility rate of 129% and a call option value
of $0.0094, was $57,626 and was recognized as interest expense
during the six months ended June 30, 2011. A total of 4,089,552 of
these warrants, with an estimated value of $36,952 related to
officers and directors.
A total of 1,064,000 and 1,935,100 warrants expired during the six
months ended June 30, 2011 and the year ended December 31, 2010,
respectively.
The following table summarizes the Company's warrant
activities:
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Commitments and
Contingencies
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6 Months Ended |
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Jun. 30, 2011
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| Commitments and Contingencies [Abstract] | |
| Commitments and Contingencies |
Note 7 - Commitments and Contingencies
Mining Claims - The Company has a lease and purchase option
agreement covering six patented claims in the Cerbat Mountains,
Hualapai Mining District and Mohave County Arizona. The Company
pays $1,500 per quarter as minimum advance royalties. The Company
has the option to purchase the property for $250,000 plus interest
at a rate of 8% compounded annually from and after the date of its
exercise of the option to purchase the property. If the Lessee
exercises its option to purchase, all funds paid to Lessors shall
be credited toward the purchase price as of the date the payments
were made.
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Subsequent Events
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6 Months Ended |
|---|---|
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Jun. 30, 2011
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| Subsequent Events [Abstract] | |
| Subsequent Events |
Note 8 - Subsequent Events
On July 15, 2011, the Company issued 84,000 shares of its common
stock and an equal number of warrants pursuant to a unit offering
in exchange for proceeds of $5,040. The warrants are exercisable
over two years at an exercise price of $0.08 per share.
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