UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB/A
AMENDMENT NO. 1
[X]
Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended December 31, 2006
[ ]
Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from __________ to __________
Commission File Number - 333-140024
Blanca Corp.
(Exact name of Small Business Issuer as specified in its charter)
Nevada
98-0495938
(State or other jurisdiction of
(IRS Employer
incorporation)
Identification No.)
Unit 114, 219 Grant St., Saskatoon, SK, S7N 2A1
(Address of principal executive offices)
306-880-2441
(Issuers telephone number)
_________________________________________________________________
(Former name, former address and former fiscal year if changed since last report)
State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date: 54,742,500 shares of Common Stock as at December 31, 2006.
Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated 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 [ 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 [ ]
EXPLANATORY NOTE
The Registrant hereby amends its quarterly report on Form 10QSB for the period ended December 31, 2006 solely for the purpose of amending the Registrants designation as a shell company as defined by SEC Release No. 33-8587 and to amend the Registrants designation as a non-accelerated filer..
PART I FINANCIAL INFORMATION
Item 1.
Financial Statements
GENERAL
Our unaudited financial statements for the three months ended December 31, 2006 are included with this Form 10-QSB. The unaudited financial statements for the three months ended December 31, 2006 include:
(a)
Balance Sheet as of December 31, 2006, and September 30, 2006;
(b)
Statement of Operations three months ended December 31, 2006 and 2005 and July 30, 2004 (Date of Inception) to December 31, 2006;
(c)
Statement of Cash flows three months ended December 31, 2006 and 2005 and July 30, 2004 (Date of Inception) to December 31, 2006;
(d)
Statement of Changes in Stockholders' Equity (Deficiency); and
(e)
Notes to Financial Statements.
The unaudited financial statements have been prepared in accordance with the instructions to Form 10-QSB and, therefore, do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the three months ended December 31, 2006 are not necessarily indicative of the results that can be expected for the fiscal year ending September 30, 2007.
BLANCA CORP.
(A Pre-exploration Stage Company)
INTERIM FINANCIAL STATEMENTS
December 31, 2006
(Stated in US Dollars)
(Unaudited)
BLANCA CORP.
(A Pre-exploration Stage Company)
INTERIM BALANCE SHEETS
December 31, 2006 and September 30, 2006
(Stated in US Dollars)
(Unaudited)
December 31, | September 30, | |
2006 | 2006 | |
ASSETS | ||
Current | ||
Cash | $ 25,989 | $ 21,849 |
LIABILITIES | ||
Current | ||
Accounts payable and accrued liabilities | $ 9,306 | $ 7,306 |
Related party loan Notes 4 and 7 | 30,100 | 10,100 |
39,406 | 17,406 | |
STOCKHOLDERS EQUITY (DEFICIENCY) | ||
Common stock, $0.001 par value | ||
75,000,000 shares authorized 54,742,500 (2006: 54,742,500) shares issued Note 4 | ||
54,743 | 54,743 | |
Additional paid-in capital | (19,350) | (19,753) |
Deficit accumulated during the pre-exploration stage | (48,810) | (30,547) |
(13,417) | 4,443 | |
$ 25,989 | $ 21,849 | |
SEE ACCOMPANYING NOTES
BLANCA CORP.
(A Pre-exploration Stage Company)
INTERIM STATEMENTS OF OPERATIONS
for the three months ended December 31, 2006 and 2005 and
for the period July 30, 2004 (Date of Inception) to December 31, 2006
(Stated in US Dollars)
(Unaudited)
July 30, | |||
2004 | |||
(Date of | |||
Three months ended | Inception) to | ||
December 31, | December 31, | ||
2006 | 2005 | 2006 | |
Expenses | |||
Accounting and audit fees | $ 3,100 | $ | $ 7,600 |
Bank charges | 32 | - | 205 |
Interest expense Note 5 | 403 | - | 403 |
Management fees Note 4 | 4,000 | - | 23,200 |
Mineral property costs | 3,953 | - | 4,557 |
Office and miscellaneous | 1,259 | - | 2,466 |
Telephone | 1,028 | - | 3,283 |
Transfer agent and filing fees | 2,000 | - | 2,120 |
Travel | 2,488 | - | 4,976 |
Net loss for the period | $ (18,263) | $ - | $ (48,810) |
Basic and diluted loss per share | $ (0.00) | $ (0.00) | |
Weighted average number of shares outstanding | 54,742,500 | 30,000,000 | |
SEE ACCOMPANYING NOTES
BLANCA CORP.
(A Pre-exploration Stage Company)
INTERIM STATEMENTS OF CASH FLOWS
for the three months ended December 31, 2006 and 2005 and
for the period July 30, 2004 (Date of Inception) to December 31, 2006
(Stated in US Dollars)
(Unaudited)
July 30, | |||
2004 | |||
(Date of | |||
Three months ended | Inception) to | ||
December 31, | December 31, | ||
2006 | 2005 | 2006 | |
Operating Activities | |||
Net loss for the period | $ (18,263) | $ - | $ (48,810) |
Items not affecting cash: | |||
Interest expense | 403 | - | 403 |
Management fees | - | - | 2,000 |
Changes in non-cash working capital balances related to operations | |||
Accounts payable and accrued liabilities | 2,000 | - | 9,306 |
Cash used in operating activities | (15,860) | - | (37,101) |
Financing Activities | |||
Capital stock issued | - | - | 32,990 |
Increase in related party loan | 20,000 | - | 30,100 |
Cash from financing activities | 20,000 | - | 63,090 |
Increase in cash during the period | 4,140 | - | 25,989 |
Cash, beginning of the period | 21,849 | - | - |
Cash, end of the period | $ 25,989 | $ - | $ 25,989 |
Non-cash Transaction Note 5
SEE ACCOMPANYING NOTES
BLANCA CORP.
(A Pre-exploration Stage Company)
INTERIM STATEMENT OF STOCKHOLDERS EQUITY (DEFICIENCY)
for the period July 30, 2004 (Date of Inception) to December 31, 2006
(Stated in US Dollars)
(Unaudited)
Deficit | |||||
Accumulated | |||||
During the | |||||
Additional | Pre- | ||||
*Common Shares | Paid-in | Exploration | |||
Number | Par Value | Capital | Stage | Total | |
Capital stock issued for services at $0.000067 | 30,000,000 | $ 30,000 | $ (28,000) | $ - | $ 2,000 |
Net loss for the period | - | - | - | (2,280) | (2,280) |
Balance, as at September 30, 2004 and 2005 | 30,000,000 | 30,000 | (28,000) | (2,280) | (280) |
Capital stock issued for cash at $0.0013 | 24,742,500 | 24,743 | 8,247 | - | 32,990 |
Net loss for the year | - | - | - | (28,267) | (28,267) |
Balance, September 30, 2006 | 54,742,500 | 54,743 | (19,753) | (30,547) | 4,443 |
Imputed interest Note 5 | - | - | 403 | - | 403 |
Net loss for the period | - | - | - | (18,263) | (18,263) |
Balance, December 31, 2006 | $ 54,742,500 | $ 54,743 | $ (19,350) | $ (48,810) | $ (13,417) |
* On July 29, 2006, the Companys shares were forward split on a 15 new for 1 old basis. The number of shares issued, par value and additional paid-in capital have been restated to reflect this forward split.
SEE ACCOMPANYING NOTES
BLANCA CORP.
(A Pre-exploration Stage Company)
NOTES TO THE INTERIM FINANCIAL STATEMENTS
December 31, 2006
(Stated in US Dollars)
(Unaudited)
Note 1
Interim Reporting
While information presented in the accompanying interim financial statements is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim period presented. All adjustments are of a normal recurring nature. It is suggested that these interim financial statements be read in conjunction with the Companys September 30, 2006 financial statements. Operating results for the period ended September 30, 2006 are not necessarily indicative of the results that can be expected for the year ending September 30, 2007.
Note 2
Continuance of Operations
These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next twelve months. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. At December 31, 2006, the Company had not yet achieved profitable operations, has accumulated losses of $48,810 since its inception, has a working capital deficiency of $13,417 and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Companys ability to continue as a going concern. The Companys ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available.
The Company has filed a prospectus with the Securities and Exchange Commission on form SB-2 for the registration of up to 24,742,500 common shares at $0.10 per share. These shares will be sold by existing shareholders and the Company will not receive any proceeds from this sale. The Company also intends to seek a listing on the United States Over-the-Counter Bulletin Board.
Note 3
Mineral Property
Blanca Mineral Claim
The Company staked a mineral claim known as the Blanca 1 Project located in the Atlin Mining District in the Northwest British Columbia, Canada.
Note 4
Related Party Transactions Note 5
The Company was charged the following by a director of the Company:
July 30, 2004 | |||
(Date of | |||
Three months ended | Inception) to | ||
December 31, | December 31, | ||
2006 | 2005 | 2006 | |
Management fees | $ 4,000 | $ - | $ 23,200 |
The related party loan is due to a director of the Company for funds advanced. The loan is unsecured, non-interest bearing and has no specific terms for repayment.
Note 5
Non-cash Transaction
Investing and financing activities that do not have an impact on current cash flows are excluded from the statements of cash flows.
During the three months ended December 31, 2006, the Company recorded the imputed interest expense of $403 (10%) to the director of the Company. Additional paid-in capital has been increased accordingly.
During the period July 30, 2004 (date of inception) to December 31, 2006, the Company issued 30,000,000 common shares of the Company to a director of the company for management fees totalling $2,000.
These transactions have been excluded from the statements of cash flows.
Item 2.
Managements Discussion and Analysis or Plan of Operation
Forward Looking Statements
This report on Form 10-QSB contains certain forward-looking statements within the meaning of section 21e of the Securities Exchange Act of 1934, as amended, and other applicable securities laws. All statements other than statements of historical fact are forward-looking statements for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.
OVERVIEW
We are a start-up mineral exploration company. We have had no revenues as of the end of our most recent fiscal year and we have only recently begun operations.
Our principal offices are located at #114, 219 Grant Street, Saskatoon, Saskatchewan, S7N 2A1. Our telephone number is (360)-880-2441. Our fiscal year end is September 30.
On August 1, 2006 we staked a 405 hectare (approximately 1,000 acres) mineral claim in the Province of British Columbia, Canada using an online staking system operated by the government of British Columbia. The name of this claim is Blanca 1..
We paid approximately $147 to the Province of British Columbia to acquire the mineral rights to the Blanca 1 claim. In order to maintain our claim, we need to spend approximately $1,350 in exploration expenses for each of the three years beginning on August 1, 2007, and approximately $1,700 for each of the subsequent years. Instead of incurring exploration expenses, we may pay these amounts to the Province of British Columbia. If we fail to either incur these exploration expenses or make payments in the equivalent amounts our claim will be forfeited.
Plan of Operations
Our plan of operations is to carry out exploration of the Blanca 1 mineral property. Our specific exploration plan for the mineral property, together with information regarding the location and accessibility, geology, age and structure of the mineral property, and general considerations related to uranium mineralization, is presented in this prospectus under the heading Description of Property. Our exploration program is preliminary in nature in that its completion will not result in a determination that the mineral property contains commercially exploitable quantities of mineralization. We require additional financing in order to complete full exploration of the mineral claim. We do not have sufficient financing to complete the purchase of the mineral rights or to explore the mineral claim at present and there is no assurance that we will be able to obtain the necessary financing.
Our objective is to conduct exploration activities on our mineral claim to assess whether the claim has any commercially viable gold or silver deposits. Until we can validate otherwise, the claim is without known resources or reserves and we have planned a one phase program to explore our claim. Access to the claim is restricted to the period of June 1 to October 15 of each year due to snow in the area. This means that our exploration activities are limited to a period of about four and a half months per year. We will explore our claim between June 1, 2007 and October 15, 2007 and our goal is to complete our first phase of exploration within this period. A small programme of stream sediment and rock sampling, based upon a budget of $22,000, is proposed to confirm the economic significance of the property.
If our exploration activities indicate that there are no commercially viable gold deposits on our mining claims we will abandon the claims and stake one or more new claims to explore in British Columbia. We will continue to stake and explore claims in British Columbia as long as we can afford to do so.
Our most recent cash needs have been met by loans from Mr. Elgood our president and prior to that by equity financing via private placements. Mr. Elgood has been providing financing to us to meet our needs to make it to the next equity or debt financing, although there is no assurance that funds of this kind will be ongoing. All loans from directors or employees are non-interest bearing with no specific terms of repayment. It is expected that these loans will be repaid when further debt or equity financing or revenues from operations allows the possibility of repayment. It is our goal to raise $200,000 over the next 12 months.
RESULTS OF OPERATIONS
We incurred a loss $18,263 for the three months ended December 31, 2006 compared to a loss of $0 for the three months ended December 31, 2005 as the company was not active for that period. Professional fees were $3,100 for the three months ended December 31, 2006 and $0 for the corresponding quarter of December 31, 2005 again because the company was not active for this period. Management expense totalled $4000 for the three months ended December 31, 2006 and $0 for the three months ending December 31, 2005. We are engaged in business for profit, but cannot predict future profitability.
LIQUIDITY AND CAPITAL RESOURCES
We had cash of $25,989 as of December 31, 2006. We anticipate that we will operate at a loss for the foreseeable future. We hope to expand our team as soon as possible but there is no indication that this is inevitable. Our management is currently providing capital through debt financing. We have no agreements for additional financing and we can provide no assurance that additional funding will be available to us on acceptable terms in order to enable us to complete any plan of operations.
We have limited assets and will require significant capital to complete any future research and development programs. We do not know the specific financial requirements of the projects, products or ventures in which we may eventually participate, and therefore do not know what our exact capital needs will be. In addition, we may incur substantial costs in connection with any research and/or negotiations for business opportunities, which may deplete our assets.
Item 3.
Controls and Procedures
(a)
Evaluation of disclosure controls and procedures. Based on the evaluation of our disclosure controls and procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934) as of a date within 90 days of the filing date of this Quarterly Report on Form 10-QSB, our principal executive officer and principal financial officer has concluded that our disclosure controls and procedures are designed to ensure that the information we are required to disclose in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and are operating in an effective manner.
(b)
Changes in internal controls. There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their most recent evaluation.
PART II OTHER INFORMATION
Item 1.
Legal Proceedings
None
Item 2.
Changes in 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 on Form 8-K.
(a)
Exhibits
31.1
Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14 Or 15d-14 of the Securities Exchange Act of 1934,as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(a)
Reports on Form 8-K:
None
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: March 6th, 2007
Blanca Corp.
By:
/s/ Scott Elgood
Scott Elgood, President
(Principal Executive Officer and
Principal Financial Officer)