UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
August 31, 2009
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to______.
SUPATCHA RESOURCES INC.
(Exact name of registrant as specified in Charter)
Nevada
|
333-153293
|
98-0593835
|
(State or other jurisdiction of
|
(Commission File No.)
|
(IRS Employee Identification No.)
|
incorporation or organization)
|
|
|
80 S. Court Street
Thunder Bay, Ontario
Canada P7B 2X4
(Address of Principal Executive Offices)
(807) 344 - 2644
(Issuer Telephone number)
__________________________________
(Former Name or
Former Address if Changed Since Last Report)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the preceding 12 months (or for such shorter period that the issuer was required
to file such reports), and (2)has been subject to such filing requirements for
the past 90 days.
Yes [x] No [ ]
Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files).
Yes [ ] No [ ]
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer or a smaller
reporting company filer. See definition of accelerated filer and large
accelerated filer in Rule 12b-2 of the Exchange Act (Check one):
Large Accelerated Filer [ ]
|
Accelerated Filer [ ]
|
Non-Accelerated Filer [ ]
|
Smaller Reporting Company [x ]
|
Indicate by check mark whether the registrant is a shell company
as defined in Rule 12b-2 of the Exchange Act. Yes [x] No [ ]
State the number of shares outstanding of each of the issuers
classes of common equity, as of October 13, 2009: 12,200,000 shares of Common
Stock.
FORM 10-Q
|
August 31, 2009
|
INDEX
|
Item 1. Financial Statements.
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
CONDENSED UNAUDITED FINANCIAL STATEMENTS
|
August 31, 2009
|
(STATED IN U.S. DOLLARS)
|
SUPATCHA RESOURCES INC.
(AN EXPLORATION STAGE COMPANY)
CONTENTS
PAGE
|
1
|
CONDENSED
BALANCE SHEETS AS OF AUGUST 31, 2009 (UNAUDITED) AND FEBRUARY 28, 2009
|
|
|
|
PAGE
|
2
|
CONDENSED
STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED AUGUST 31,
2009 AND 2008, FOR THE PERIOD FROM AUGUST 21, 2007 (INCEPTION) TO AUGUST
31, 2009 (UNAUDITED)
|
|
|
|
PAGE
|
3
|
CONDENSED
STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY (DEFICIENCY) FOR THE
PERIOD FROM AUGUST 21, 2007 (INCEPTION) TO AUGUST 31, 2009 (UNAUDITED)
|
|
|
|
PAGE
|
4
|
CONDENSED
STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED AUGUST 31, 2009 AND
2008, FOR THE PERIOD FROM AUGUST 21, 2007 (INCEPTION) TO AUGUST 31, 2009
(UNAUDITED)
|
|
|
|
PAGES
|
5-10
|
NOTES
TO CONDENSED UNAUDITED FINANCIAL STATEMENTS
|
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
CONDENSED BALANCE SHEETS
|
(STATED IN U.S. DOLLARS)
|
|
|
August 31,
|
|
|
February 28,
|
|
|
|
2009
|
|
|
2009
|
|
|
|
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
CURRENT ASSETS
|
|
|
|
|
|
|
Cash
|
$
|
1,918
|
|
$
|
8,469
|
|
|
|
|
|
|
|
|
TOTAL ASSETS
|
$
|
1,918
|
|
$
|
8,469
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS EQUITY
(DEFICIENCY)
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
$
|
9,256
|
|
$
|
4,169
|
|
Due to related party
|
|
6,150
|
|
|
1,150
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES
|
|
15,406
|
|
|
5,319
|
|
|
|
|
|
|
|
|
STOCKHOLDERS EQUITY (DEFICIENCY)
|
|
|
|
|
|
|
Preferred stock, $0.001 par value, 1,000,000
shares
|
|
|
|
|
|
|
authorized, none issued and outstanding
|
|
-
|
|
|
-
|
|
Common stock, $0.001 par value, 69,000,000
shares
|
|
|
|
|
|
|
authorized, 12,200,000 shares issued and
outstanding
|
|
12,200
|
|
|
12,200
|
|
Additional paid in capital
|
|
59,229
|
|
|
56,229
|
|
Accumulated deficit during exploration stage
|
|
(84,917
|
)
|
|
(65,279
|
)
|
Total Stockholders Equity (Deficiency)
|
|
(13,488
|
)
|
|
3,150
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND STOCKHOLDERS
|
$
|
1,918
|
|
$
|
8,469
|
|
EQUITY (DEFICIENCY)
|
|
|
|
|
|
|
See accompanying notes to condensed unaudited financial statements
1
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
CONDENSED STATEMENTS OF OPERATIONS
|
(STATED IN U.S. DOLLARS)
|
(UNAUDITED)
|
|
|
For the Three
|
|
|
For the Three
|
|
|
For the Six
|
|
|
For the Six
|
|
|
For the Period
|
|
|
|
Months
|
|
|
Months
|
|
|
Months
|
|
|
Months
|
|
|
From August
|
|
|
|
Ended
|
|
|
Ended
|
|
|
Ended
|
|
|
Ended
|
|
|
21, 2007
|
|
|
|
August 31,
|
|
|
August 31,
|
|
|
August 31,
|
|
|
August 31,
|
|
|
(Inception) to
|
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
August 31, 2009
|
|
OPERATING EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounting and auditing fees
|
$
|
5,861
|
|
$
|
5,175
|
|
$
|
11,745
|
|
$
|
12,441
|
|
$
|
38,500
|
|
Consulting fees
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
5,000
|
|
Exploration costs and
|
|
1,300
|
|
|
836
|
|
|
1,300
|
|
|
836
|
|
|
12,636
|
|
expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General and administrative
|
|
1,578
|
|
|
47
|
|
|
3,102
|
|
|
87
|
|
|
10,977
|
|
Listing and filing fees
|
|
873
|
|
|
1,589
|
|
|
991
|
|
|
1,589
|
|
|
6,379
|
|
Legal fees
|
|
2,500
|
|
|
2,475
|
|
|
2,500
|
|
|
2,475
|
|
|
11,425
|
|
Total
Operating Expenses
|
|
12,112
|
|
|
10,122
|
|
|
19,638
|
|
|
17,428
|
|
|
84,917
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LOSS FROM
|
|
(12,112
|
)
|
|
(10,122
|
)
|
|
(19,638
|
)
|
|
(17,428
|
)
|
|
(84,917
|
)
|
OPERATIONS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET LOSS BEFORE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PROVISION FOR INCOME
|
|
(12,112
|
)
|
|
(10,122
|
)
|
|
(19,638
|
)
|
|
(17,428
|
)
|
|
(84,917
|
)
|
TAXES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for Income Taxes
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET LOSS
|
$
|
(12,112
|
)
|
$
|
(10,122
|
)
|
|
(19,638
|
)
|
|
(17,428
|
)
|
$
|
(84,917
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share - basic and
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
|
|
diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
shares outstanding during the
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
period basic and diluted
|
|
12,200,000
|
|
|
12,200,000
|
|
|
12,200,000
|
|
|
12,200,000
|
|
|
|
|
See accompanying notes to the condensed unudited Financial Statements
2
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
CONDENSED STATEMENT OF STOCKHOLDERS EQUITY (DEFICIENCY)
|
FOR THE PERIOD FROM AUGUST 21, 2007 (INCEPTION) TO
AUGUST 31, 2009
|
(STATED IN U.S. DOLLARS)
|
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional
|
|
|
Deficit During
|
|
|
|
|
|
|
Preferred Stock
|
|
|
Common Stock
|
|
|
Paid-In
|
|
|
Exploration
|
|
|
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Stage
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
to founders for cash
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($0.001 per share)
|
|
-
|
|
$
|
-
|
|
|
6,500,000
|
|
$
|
6,500
|
|
$
|
-
|
|
$
|
-
|
|
$
|
6,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
for cash ($0.01 per
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
share)
|
|
|
|
|
-
|
|
|
5,700,000
|
|
|
5,700
|
|
|
51,300
|
|
|
-
|
|
|
57,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discount on sale of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
common stock
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(1,071
|
)
|
|
-
|
|
|
(1,071
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss for the period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
from August 21, 2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(inception) to February
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29, 2008
|
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(13,196
|
)
|
|
(13,196
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, February 29,
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
|
|
-
|
|
|
12,200,000
|
|
|
12,200
|
|
|
50,229
|
|
|
(13,196
|
)
|
|
49,233
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In-kind contribution of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
services
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
6,000
|
|
|
-
|
|
|
6,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss for the year
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(52,083
|
)
|
|
(52,083
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BALANCE,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FEBRUARY 28, 2009
|
|
-
|
|
|
-
|
|
|
12,200,000
|
|
|
12,200
|
|
|
56,229
|
|
|
(65,279
|
)
|
|
3,150
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In-kind contribution of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
services
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
3,000
|
|
|
-
|
|
|
3,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss for the period
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(19,638
|
)
|
|
(19,638
|
)
|
BALANCE, AUGUST
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31, 2009
|
|
-
|
|
$
|
-
|
|
|
12,200,000
|
|
$
|
12,200
|
|
$
|
59,229
|
|
$
|
(84,917
|
)
|
$
|
(13,488
|
)
|
See accompanying notes to the condensed unaudited Financial Statements.
3
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
CONDENSED STATEMENTS OF CASH FLOWS
|
(STATED IN U.S. DOLLARS)
|
(UNAUDITED)
|
|
|
For the Six
|
|
|
For the Six
|
|
|
For the Period
|
|
|
|
Months Ended
|
|
|
Months Ended
|
|
|
From August 21,
|
|
|
|
August 31,
|
|
|
August 31,
|
|
|
2007 (Inception)
|
|
|
|
2009
|
|
|
2008
|
|
|
to August 31,
|
|
|
|
|
|
|
|
|
|
2009
|
|
CASH FLOWS FROM OPERATING
|
|
|
|
|
|
|
|
|
|
ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
Net loss for the period
|
$
|
(19,638
|
)
|
$
|
(17,428
|
)
|
$
|
(84,917
|
)
|
In-kind contribution of services
|
|
3,000
|
|
|
-
|
|
|
9,000
|
|
Changes in operating activities
|
|
|
|
|
|
|
|
|
|
Prepaid expenses
|
|
-
|
|
|
(2,525
|
)
|
|
-
|
|
Accounts
payable and accrued
|
|
|
|
|
|
|
|
|
|
expenses
|
|
5,087
|
|
|
(362
|
)
|
|
9,256
|
|
Due to related
party
|
|
5,000
|
|
|
-
|
|
|
6,150
|
|
Net Cash Used in Operating
|
|
|
|
|
|
|
|
|
|
Activities
|
|
(6,551
|
)
|
|
(20,315
|
)
|
|
(60,511
|
)
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING
|
|
|
|
|
|
|
|
|
|
ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
Issuance of common shares
|
|
-
|
|
|
-
|
|
|
62,429
|
|
Net Cash Provided By Financing
|
|
|
|
|
|
|
|
|
|
Activities
|
|
-
|
|
|
-
|
|
|
62,429
|
|
|
|
|
|
|
|
|
|
|
|
NET INCREASE (DECREASE) IN
|
|
|
|
|
|
|
|
|
|
CASH
|
|
(6,551
|
)
|
|
(20,315
|
)
|
|
1,918
|
|
|
|
|
|
|
|
|
|
|
|
CASH AT BEGINNING OF PERIOD
|
|
8,469
|
|
|
53,683
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
CASH AT END OF PERIOD
|
$
|
1,918
|
|
$
|
33,368
|
|
$
|
1,918
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash paid for interest
|
|
|
|
$
|
-
|
|
$
|
-
|
|
Cash paid for taxes
|
|
|
|
$
|
-
|
|
$
|
-
|
|
See accompanying notes to the condensed unaudited Financial Statements.
4
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS
|
AUGUST 31, 2009
|
(STATED IN U.S. DOLLARS)
|
NOTE 1
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
AND ORGANIZATION
|
(A) Organization
Supatcha Resources Inc. (an exploration
stage company) (the Company) was incorporated under the laws of
the State of Nevada on August 21, 2007. The Company is a natural resource exploration
company with an objective of acquiring, exploring and if warranted and feasible,
developing natural resource properties.
(B) Basis of Presentation
The accompanying unaudited financial
statements have been prepared in accordance with accounting principles generally
accepted in The United States of America and the rules and regulations of the
Securities and Exchange Commission for interim financial information. Accordingly,
they do not include all the information necessary for a comprehensive presentation
of financial position and results of operations.
It is management's opinion, however
that all material adjustments (consisting of normal recurring adjustments) have
been made which are necessary for a fair financial statements presentation.
The results for the interim period are not necessarily indicative of the results
to be expected for the year.
(C) Use of Estimates
In preparing financial statements in
conformity with generally accepted accounting principles, management is required
to make estimates and assumptions that affect the reported amounts of assets
and liabilities and the 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.
(D) Mineral Property
Pursuant to Statement of Financial Accounting
Standards (SFAS) No. 144, the recoverability of the acquisition costs associated
with the purchase of mineral rights presumes to be insupportable prior to determining
the existence of a commercially minable deposit and have to be expensed. As
of August 31, 2009, the Company had expensed $12,636 related to the mineral
rights acquisition and exploration costs since inception.
(E) Loss Per Share
Basic and diluted net loss per common
share is computed based upon the weighted average common shares outstanding
as defined by SFAS No. 128, Earnings Per Share. As of August 31,
2009 and August 31, 2008, there were no common share equivalents outstanding.
5
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS
|
AUGUST 31, 2009
|
(STATED IN U.S. DOLLARS)
|
(F) Foreign Currency Translation
In accordance with SFAS 52 "Foreign
Currency Translation", the Company has determined that its functional currency
is the United States Dollar.
(G) Business Segments
The Company operates in one segment
and therefore segment information is not presented.
(H) Income Taxes
The Company accounts for income taxes
under the Statement of Financial Accounting Standards No. 109, Accounting
for Income Taxes (Statement 109). Under Statement 109, deferred
tax assets and liabilities are recognized for the future tax consequences attributable
to differences between the financial statement carrying amounts of existing
assets and liabilities and their respective tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled. Under Statement 109, the effect on deferred tax assets
and liabilities of a change in tax rates is recognized in income in the period
that includes the enactment date.
(I) Cash and Cash Equivalents
Cash and cash equivalents are highly
liquid investments, such as term deposits with major financial institutions,
having a maturity of three months or less at acquisition, that are readily convertible
to contracted amounts of cash.
(J) Recent Accounting Pronouncements
In May 2009, the FASB issued SFAS No.
165 Subsequent Events (SFAS 165). SFAS 165 establishes
general standards of accounting for and disclosure of events that occur after
the balance sheet date but before financial statements are issued or are available
to be issued. SFAS 165 sets forth (1) The period after the balance sheet date
during which management of a reporting entity should evaluate events or transactions
that may occur for potential recognition or disclosure in the financial statements,
(2) The circumstances under which an entity should recognize events or transactions
occurring after the balance sheet date in its financial statements and (3) The
disclosures that an entity should make about events or transactions that occurred
after the balance sheet date. SFAS 165 is effective for interim or annual financial
periods ending after June 15, 2009. The adoption of this statement did not have
a material effect on the Companys financial statements.
6
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS
|
AUGUST 31, 2009
|
(STATED IN U.S. DOLLARS)
|
In June 2009, the FASB issued SFAS No.
166 Accounting for Transfers of Financial Assetsan amendment of
FASB Statement No. 140 (SFAS 166). SFAS 166 improves the relevance,
representational faithfulness, and comparability of the information that a reporting
entity provides in its financial statements about a transfer of financial assets;
the effects of a transfer on its financial position, financial performance,
and cash flows; and a transferors continuing involvement, if any, in transferred
financial assets. SFAS 166 is effective as of the beginning of each reporting
entitys first annual reporting period that begins after November 15, 2009,
for interim periods within that first annual reporting period and for interim
and annual reporting periods thereafter. The Company is evaluating the impact
the adoption of SFAS 166 will have on its financial statements.
In June 2009, the FASB issued SFAS No.
167 Amendments to FASB Interpretation No. 46(R) (SFAS 167).
SFAS 167 improves financial reporting by enterprises involved with variable
interest entities and to address (1) the effects on certain provisions of FASB
Interpretation No. 46 (revised December 2003), Consolidation of Variable
Interest Entities, as a result of the elimination of the qualifying special-purpose
entity concept in SFAS 166 and (2) constituent concerns about the application
of certain key provisions of Interpretation 46(R), including those in which
the accounting and disclosures under the Interpretation do not always provide
timely and useful information about an enterprises involvement in a variable
interest entity. SFAS 167 is effective as of the beginning of each reporting
entitys first annual reporting period that begins after November 15, 2009,
for interim periods within that first annual reporting period, and for interim
and annual reporting periods thereafter. The Company is evaluating the impact
the adoption of SFAS 167 will have on its financial statements.
In June 2009, the FASB issued SFAS No.
168 The FASB Accounting Standards Codification and the Hierarchy of Generally
Accepted Accounting Principlesa replacement of FASB Statement No. 162.
The FASB Accounting Standards Codification (Codification) will be
the single source of authoritative nongovernmental U.S. generally accepted accounting
principles. Rules and interpretive releases of the SEC under authority of federal
securities laws are also sources of authoritative GAAP for SEC registrants.
SFAS 168 is effective for interim and annual periods ending after September
15, 2009. All existing accounting standards are superseded as described in SFAS
168. All other accounting literature not included in the Codification is nonauthoritative.
The Company is evaluating the impact the adoption of SFAS 168 will have on its
financial statements.
Bonanza Property
Pursuant to a mineral property purchase
and sale agreement dated October 22, 2007, the Company acquired a 100% interest
in the 9 Units Mineral Claim, known as the Bonanza Mineral Claim, located in
the Greenwood Mining Division of British Columbia, Canada, for a purchase price
of $6,500. As of August 31, 2009, the Company incurred $12,636 of exploration
7
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS
|
AUGUST 31, 2009
|
(STATED IN U.S. DOLLARS)
|
expenditures since inception. Pursuant
to SFAS No. 144, the recoverability of the acquisition costs associated with
the purchase of mineral rights presumes to be insupportable prior to determining
the existence of a commercially minable deposit and have to be expensed.
NOTE 3
|
STOCKHOLDERS EQUITY
|
On October 15, 2007, the Company issued
6,500,000 shares of common stock at par value to its founders for cash of $6,500
($0.001 par value per share).
On December 12, 2007, the Company issued
5,700,000 shares of common stock for cash of $57,000. The discount of $1,071
on sale of shares was recognized due to currency rate fluctuations.
As of August 31, 2009, the Companys
President contributed rent and administrative expenses with a fair value of
$9,000 to the Company since inception (See Note 4).
As of August 31, 2009, the Companys
President paid expenditures of $1,150 on behalf of the Company since inception.
This amount is unsecured, bears no interest and is due on demand.
As of August 31, 2009, the Companys
President contributed rent and administrative expenses with a fair value of
$9,000 to the Company since inception (See Note 3).
During the period ended August 31, 2009
the Companys President loaned the Company $5,000. This amount is unsecured,
bears no interest and is due on demand.
NOTE 5
|
CONCENTRATION OF CREDIT RISK
|
Cash includes deposits at Canadian financial
institutions in US currency which is not covered by either the US FDIC limits
or the Canadian CDI limits and therefore the entire cash balance of $1,918 is
uninsured. The company has placed its cash in a high credit quality financial
institution.
The accompanying financial statements
included herein have been prepared in conformity with generally accepted accounting
principles, which contemplate continuation of the Company as a going concern.
The Company has accumulated a deficit of $84,917 and has used cash from operations
of $60,511 since inception, has yet to achieve profitable operations and further
losses
8
SUPATCHA RESOURCES INC.
|
(AN EXPLORATION STAGE COMPANY)
|
NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS
|
AUGUST 31, 2009
|
(STATED IN U.S. DOLLARS)
|
are anticipated in the development of
its business, raising substantial doubt about the Companys ability to
continue as a going concern. Its ability to continue as a going concern is dependent
upon the ability of the Company to generate profitable operations in the future
and/or to obtain the necessary financing to meet its obligations and repay its
liabilities arising from normal business operations when they come due. These
financial statements do not include any adjustments to the amounts and classification
of assets and liabilities that may be necessary should the Company be unable
to continue as a going concern. The Company anticipates that additional funding
will be in the form of equity financing from the sale of common stock. The Company
may also seek to obtain short-term loans from the directors of the Company.
There are no current arrangements in place for equity funding or short-term
loans. There can be no assurance that the Company will be successful in obtaining
such financing, or that it will attain positive cash flow from operations.
In preparing these financial statements,
the Company has evaluated events and transactions for potential recognition
or disclosure through October 13, 2009, the date the financial statements were
issued.
9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Forward Looking Information and Cautionary Statements
When used in this report on Form 10-Q, the words "may," "will,"
"expect," "anticipate," "continue," "estimate," "project," "intend," and similar
expressions are intended to identify forward-looking regarding events,
conditions, and financial trends that may affect the Company's future plans of
operations, business strategy, operating results, and financial position.
Persons reviewing this report are cautioned that any forward-looking statements
are not guarantees of future performance and are subject to risks and
uncertainties and those actual results may differ materially from those included
within the forward-looking statements as a result of various factors.
Condition and Results of Operation, and also include general
economic factors and conditions that may directly or indirectly impact the
Company's financial condition or results of operations.
Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance, or achievements. Moreover, we do not assume
responsibility for the accuracy and completeness of such forward-looking
statements. We are under no duty to update any of the forward-looking statements
after the date of this report to conform such statements to actual results.
Plan of Operation
We are an exploration stage company. We have not yet started
operations or generated or realized any revenues from our business operations.
Our auditors have issued a going concern opinion. This means
that there is substantial doubt that we can continue as an ongoing business for
the next twelve months unless we obtain additional capital to cover our
financial obligations. This is because we have not generated any revenues and no
revenues are anticipated until we identify minerals worthy of exploration and
begin removing and selling such minerals. Accordingly, we must raise cash from
sources other than the sale of minerals found on the property. Our only other
sources for cash at this time are loans from related parties and additional
sales of common stock. Our success or failure will be determined by what
additional financing we obtain and what we find under the ground.
If we find mineralized material and it is economically feasible
to remove the mineralized material, we will attempt to raise additional money
through a subsequent private placement, public offering or through loans. If we
do not have enough money to complete our exploration of the property, we will
have to find alternative sources, like a second public offering, a private
placement of securities, or loans from our officers or others.
Our officers and directors are unwilling to make any commitment
to loan us any money except to cover expenses relating to reclamation if
materialized material is not found at this time. At the present time, we have
not made any arrangements to raise additional cash. If we need additional cash
and can't raise it, we will either have to suspend activities until we do raise
the cash, or cease activities entirely. Other than as described in this
paragraph, we have no other financing plans.
We own a 100% interest in one mineral claim. Even if we
complete our current exploration program and it is successful in identifying a
mineral deposit, we will have to spend substantial funds on further drilling and
engineering studies before we will know if we have a commercially viable mineral
deposit, a reserve.
We will be conducting research in the form of exploration of
the property. Our exploration program is explained in as much detail as possible
in the business section of this prospectus. We are not going to buy or sell any
plant or significant equipment during the next twelve months. We will not buy
any equipment until have located a reserve and we have determined it is
economical to extract the minerals from the land.
We do not intend to interest other companies in the property if
we find mineralized materials. We intend to try to develop the reserves
ourselves.
If we are unable to complete any phase of exploration because
we dont have enough money, we will cease activities until we raise more money.
If we cant or dont raise more money, we will cease activities. If we cease
activities, we dont know what we will do and we dont have any plans to do
anything.
We do not intend to hire additional employees at this time. All
of the work on the property will be conduct by unaffiliated independent
contractors that we will hire. The independent contractors will be responsible
for surveying, geology, engineering, exploration, and excavation. The geologists
will evaluate the information derived from the exploration and excavation and
the engineers will advise us on the economic feasibility of removing the
mineralized material.
Limited Operating History; Need for Additional Capital
There is no historical financial information about us upon
which to base an evaluation of our performance. We are an exploration stage
corporation and have not generated any revenues from activities. We cannot
guarantee we will be successful in our business activities. Our business is
subject to risks inherent in the establishment of a new business enterprise,
including limited capital resources, possible delays in the exploration of our
properties, and possible cost overruns due to price and cost increases in
services.
To become profitable and competitive, we conduct research and
exploration of our properties before we start production of any minerals we may
find. We are seeking equity financing to provide for the capital required to
implement our research and exploration phases.
We have no assurance that future financing will be available to
us on acceptable terms. If financing is not available on satisfactory terms, we
may be unable to continue, develop or expand our operations. Equity financing
could result in additional dilution to existing shareholders.
RESULTS OF OPERATIONS
Results from Operations for the 3 and 6 months ended August 31,
2009.
As of August 31, 2009 the Company had total assets of $1,918
consisting of only cash. This represents the Companys present and only source
of liquidity.
The Companys liabilities at August 31, 2009 totaled $15,406
consisting of $9,256 in accounts payables and accrued liabilities and $6,150 due
to related party.
For the three month period ending August 31, 2009 the Company
generated no revenues and has incurred operating expenses of $12,112 consisting
of $5, 861 in accounting and auditing fees, $1,300 in exploration costs and
expenses, $ 1,578 in general and administrative expenses, $873 in listing and
filing fees and 2,500 in legal fees.
For the six month period ending August 31, 2009 the company
generated no revenues and has incurred operating expenses of $19,638 consisting
of $11,745 in accounting and auditing fees, $1,300 in exploration costs and
expenses, $ 3,102 in general and administrative expenses, $991 in listing and
filing fees and 2,500 in legal fees.
Liquidity and Capital Resources
As of August 31, 2009, our total assets were $1,918 and our
total liabilities were $15,406. This is the companys sole asset and resource.
As a result, the independent auditors of the Company have expressed substantial
doubt about the Companys ability to continue as a going concern.
Our present sources of cash are not adequate to support our
operation for the next twelve months. If we are unable to raise sufficient cash
to support our operation for the next twelve months, we will cease our operation
as a going concern.
As of our year end date of February 28, 2009, our total assets
were $8,469 and our total liabilities were $5,319.
CRITICAL ACCOUNTING POLICIES
The Company has identified the policies outlined below as
critical to our business operations and an understanding of our results of
operations. The list is not intended to be a comprehensive list of all of our
accounting policies. In many cases, the accounting treatment of a particular
transaction is specifically dictated by accounting principles generally accepted
in the United States, with no need for management's judgment in their
application. The impact and any associated risks related to these policies on
our business operations is discussed throughout Management's Discussion and
Analysis or Plan of Operations where such policies affect our reported and
expected financial results. For a detailed discussion on the application of
these and other accounting policies, see the Notes to the May 31, 2009 Financial
Statements. Note that our preparation of the financial statements requires us to
make estimates and assumptions that affect the reported amount of assets and
liabilities, disclosure of contingent assets and liabilities at the date of our
financial statements, and the reported amounts of revenue and
expenses during the reporting period. There can be no assurance that actual
results will not differ from those estimates.
Use of Estimates
The preparation of
financial statements in conformity with United States generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amount of assets and liabilities at the date of the
financial statements and revenues and expenses during the period reported. By
their nature, these estimates are subject to measurement uncertainty and the
effect on the financial statements of changes in such estimates in future
periods could be significant. Significant areas requiring managements estimates
and assumptions are determining the fair value of transactions involving common
stock, valuation and impairment losses on mineral property acquisitions and
valuation of stock-based compensation.
Cash and Cash Equivalents
Cash and cash
equivalents are highly liquid investments, such as term deposits with major
financial institutions, having a maturity of three months or less at
acquisition, that are readily convertible to contracted amounts of cash.
Mineral Property
Pursuant to Statement
of Financial Accounting Standards (SFAS) No. 144, the recoverability of the
acquisition costs associated with the purchase of mineral rights presumes to be
insupportable prior to determining the existence of a commercially minable
deposit and have to be expensed. As of August 31, 2009, the Company had expensed
$12,636 related to the mineral rights acquisition and exploration costs since
inception.
Loss Per Share
Basic and diluted net
loss per common share is computed based upon the weighted average common shares
outstanding as defined by SFAS No. 128, Earnings Per Share. As of August 31,
2009 and August 31, 2008, there were no common share equivalents outstanding.
Income Taxes
The Company accounts for
income taxes under the Statement of Financial Accounting Standards No. 109,
Accounting for Income Taxes (Statement 109). Under Statement 109, deferred
tax assets and liabilities are recognized for the future tax consequences
attributable to differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases. Deferred tax
assets and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to
be recovered or settled. Under Statement 109, the effect on deferred tax assets
and liabilities of a change in tax rates is recognized in income in the period
that includes the enactment date.
Foreign Currency Translation
In
accordance with SFAS 52 "Foreign Currency Translation", the Company has
determined that its functional currency is the United States Dollar.
Business Segments
The Company operates
in one segment and therefore segment information is not presented.
RECENT ACCOUNTING PRONOUNCEMENTS
In May 2009, the FASB issued SFAS No. 165 Subsequent Events
(SFAS 165). SFAS 165 establishes general standards of accounting for and
disclosure of events that occur after the balance sheet date but before
financial statements are issued or are available to be issued. SFAS 165 sets
forth (1) The period after the balance sheet date during which management of a
reporting entity should evaluate events or transactions that may occur for
potential recognition or disclosure in the financial statements, (2) The
circumstances under which an entity should recognize events or transactions
occurring after the balance sheet date in its financial statements and (3) The
disclosures that an entity should make about events or transactions that
occurred after the balance sheet date. SFAS 165 is effective for interim or
annual financial periods ending after June 15, 2009. The adoption of this
statement did not have a material effect on the Companys financial
statements.
In June 2009, the FASB issued SFAS No. 166 Accounting for
Transfers of Financial Assetsan amendment of FASB Statement No. 140 (SFAS
166). SFAS 166 improves the relevance, representational faithfulness, and
comparability of the information that a reporting entity provides in its
financial statements about a transfer of financial assets; the effects of a
transfer on its financial position,
financial performance, and cash flows; and a transferors
continuing involvement, if any, in transferred financial assets. SFAS 166 is
effective as of the beginning of each reporting entitys first annual reporting
period that begins after November 15, 2009, for interim periods within that
first annual reporting period and for interim and annual reporting periods
thereafter. The Company is evaluating the impact the adoption of SFAS 166 will
have on its financial statements.
In June 2009, the FASB issued SFAS No. 167 Amendments to FASB
Interpretation No. 46(R) (SFAS 167). SFAS 167 improves financial reporting by
enterprises involved with variable interest entities and to address (1) the
effects on certain provisions of FASB Interpretation No. 46 (revised December
2003), Consolidation of Variable Interest Entities, as a result of the
elimination of the qualifying special-purpose entity concept in SFAS 166 and (2)
constituent concerns about the application of certain key provisions of
Interpretation 46(R), including those in which the accounting and disclosures
under the Interpretation do not always provide timely and useful information
about an enterprises involvement in a variable interest entity. SFAS 167 is
effective as of the beginning of each reporting entitys first annual reporting
period that begins after November 15, 2009, for interim periods within that
first annual reporting period, and for interim and annual reporting periods
thereafter. The Company is evaluating the impact the adoption of SFAS 167 will
have on its financial statements.
In June 2009, the FASB issued SFAS No. 168 The FASB Accounting
Standards Codification and the Hierarchy of Generally Accepted Accounting
Principlesa replacement of FASB Statement No. 162. The FASB Accounting
Standards Codification (Codification) will be the single source of
authoritative nongovernmental U.S. generally accepted accounting principles.
Rules and interpretive releases of the SEC under authority of federal securities
laws are also sources of authoritative GAAP for SEC registrants. SFAS 168 is
effective for interim and annual periods ending after September 15, 2009. All
existing accounting standards are superseded as described in SFAS 168. All other
accounting literature not included in the Codification is nonauthoritative. The
Company is evaluating the impact the adoption of SFAS 168 will have on its
financial statements.
Item 3. Quantitative and Qualitative Disclosures About
Market Risk
Not required for Smaller Reporting Companies.
Item 4T. Controls and Procedures
a)
Evaluation of Disclosure Controls.
Pursuant to Rule
13a-15(b) under the Securities Exchange Act of 1934 (Exchange Act), the
Company carried out an evaluation, with the participation of the Companys
management, including the Companys Chief Executive Officer (CEO) and Chief
Financial Officer (CFO) (the Companys principal financial and accounting
officer), of the effectiveness of the Companys disclosure controls and
procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the
end of the period covered by this report. Based upon that evaluation, the
Companys CEO and CFO concluded that the Companys disclosure controls and
procedures are effective to ensure that information required to be disclosed by
the Company in the reports that the Company files or submits under the Exchange
Act, is recorded, processed, summarized and reported, within the time periods
specified in the SECs rules and forms, and that such information is accumulated
and communicated to the Companys management, including the Companys CEO and
CFO, as appropriate, to allow timely decisions regarding required disclosure.
(b)
Changes in internal control over financial
reporting.
There have been no changes in our internal control over financial
reporting that occurred during the last fiscal quarter that has materially
affected, or is reasonably likely to materially affect, our internal control
over financial reporting.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
We are currently not involved in any litigation that we believe
could have a material adverse effect on our financial condition or results of
operations. There is no action, suit, proceeding, inquiry or investigation
before or by any court, public board, government agency, self-regulatory
organization or body pending or, to the knowledge of the executive officers of
our company or any of our subsidiaries, threatened against or affecting our
company, our common stock, any of our subsidiaries or of our companies or our
subsidiaries officers or directors in their capacities as such, in which an
adverse decision could have a material adverse effect.
Item 1A. Risk Factors.
None.
Item 2. Unregistered Sales of Equity Securities and Use of
Proceeds
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
None
Item 6. Exhibits and Reports of Form 8-K.
(a) Exhibits
(b) Reports of Form 8-K
None.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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SUPATCHA RESOURCES INC.
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Date: October 13, 2009
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By:
/s/
DONALD AXENT
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Donald Axent
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President,
Principal Executive
|
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Officer,
Chief Executive Officer,
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and Director
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|
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By:
/s
/ BRIAN MATSUN
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Brian Matsun
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Treasurer,
Principal Financial
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Officer,
Principal Accounting
|
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Officer and
Director
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Supatcha Resources (CE) (USOTC:SAEI)
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