UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X]
Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 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
Transglobal Mining 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 June 30, 2007
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 ]
PART I FINANCIAL INFORMATION
Item 1.
Financial Statements
GENERAL
Our unaudited financial statements for the nine months ended June 30, 2007 are included with this Form 10-QSB. The unaudited financial statements for the nine months ended June 30, 2007 include:
(a)
Balance Sheet as of June 30, 2007, and September 30, 2006;
(b)
Statement of Operations three and nine months ended June 30, 2007, and 2006 and July 30, 2004 (Date of Inception) to June 30, 2007;
(c)
Statement of Cash flows nine months ended June 30, 2007 and 2006 and July 30, 2004 (Date of Inception) to June 30, 2007,;
(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 nine months ended June 30, 2007 are not necessarily indicative of the results that can be expected for the fiscal year ending September 30, 2007.
TRANSGLOBAL MINING CORP.
(formerly Blanca Corp.)
(A Pre-exploration Stage Company)
INTERIM FINANCIAL STATEMENTS
June 30, 2007
(Stated in US Dollars)
(Unaudited)
TRANSGLOBAL MINING CORP.
(formerly Blanca Corp.)
(A Pre-exploration Stage Company)
INTERIM BALANCE SHEETS
June 30, 2007 and September 30, 2006
(Stated in US Dollars)
(Unaudited)
June 30, | September 30, | |
2007 | 2006 | |
ASSETS | ||
Current | ||
Cash | $ 12,337 | $ 21,849 |
Website Note 4 | 7,916 | - |
$ 20,253 | $ 21,849 | |
LIABILITIES | ||
Current | ||
Accounts payable and accrued liabilities | $ 6,806 | $ 7,306 |
Related party loan Notes 6 and 7 | 56,000 | 10,100 |
$ 62,806 | $ 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 7 | 54,743 | 54,743 |
Share subscriptions received Note 8 | 60,000 | - |
Additional paid-in capital | (17,394) | (19,753) |
Deficit accumulated during the pre-exploration stage | (139,902) | (30,547) |
(42,553) | 4,443 | |
$ 20,253 | $ 21,849 | |
SEE ACCOMPANYING NOTES
TRANSGLOBAL MINING CORP.
(formerly Blanca Corp.)
(A Pre-exploration Stage Company)
INTERIM STATEMENTS OF OPERATIONS
for the three and nine months ended June 30, 2007 and 2006 and
for the period July 30, 2004 (Date of Inception) to June 30, 2007
(Stated in US Dollars)
(Unaudited)
July 30, | ||||||
2004 | ||||||
(Date of | ||||||
Three months ended | Nine months ended | Inception) to | ||||
June 30, | June 30, | June 30, | ||||
2007 | 2006 | 2007 | 2006 | 2007 | ||
Expenses | ||||||
Accounting and legal fees | $ 13,012 | $ - | $ 31,640 | $ - | $ 36,140 | |
Advertising and promotion | 46,494 | - | 46,494 | - | 46,494 | |
Bank charges | 173 | - | 223 | - | 396 | |
Interest expense Note 7 | 1,165 | - | 2,359 | - | 2,359 | |
Management fees Note 6 | - | - | 6,000 | - | 25,200 | |
Mineral property costs | 2,000 | - | 5,953 | - | 6,557 | |
Office and miscellaneous | 2,807 | - | 7,145 | - | 8,353 | |
Telephone | - | - | 1,670 | - | 3,924 | |
Transfer agent and filing fees | 1,417 | - | 5,383 | - | 5,503 | |
Travel | - | - | 2,488 | - | 4,976 | |
Net loss for the period | $ (67,068) | $ - | $(109,355) | $ - | $ (139,902) | |
Basic and diluted loss per share | $ (0.00) | $ (0.00) | $ (0.00) | $ (0.00) | ||
Weighted average number of shares outstanding | 54,742,500 | 30,000,000 | 54,742,500 | 30,000,000 | ||
TRANSGLOBAL MINING CORP.
(formerly Blanca Corp.)
(A Pre-exploration Stage Company)
INTERIM STATEMENTS OF CASH FLOWS
for the nine months ended June 30, 2007 and 2006 and
for the period July 30, 2004 (Date of Inception) to June 30, 2007
(Stated in US Dollars)
(Unaudited)
July 30, | |||
2004 | |||
(Date of | |||
Nine months ended | Inception) to | ||
June 30, | June 30, | ||
2007 | 2006 | 2007 | |
Operating Activities | |||
Net loss for the period | $ (109,355) | $ - | $(147,818) |
Items not affecting cash: | |||
Interest expense | 2,359 | - | 2,359 |
Management fees | - | - | 2,000 |
Changes in non-cash working capital balances related to operations | |||
Accounts payable and accrued liabilities | (500) | - | 6,806 |
Cash used in operating activities | (107,496) | - | (136,653) |
Financing Activities | |||
Capital stock issued | - | - | 32,990 |
Share subscription received | 60,000 | - | 60,000 |
Increase in related party loan | 45,900 | - | 56,000 |
Cash from financing activities | 105,900 | - | 148,990 |
Investing Activity | |||
Acquisition of website | (7,916) | - | (7,916) |
Increase (decrease) in cash during the period | (9,512) | - | 12,337 |
Cash, beginning of the period | 21,849 | - | - |
Cash, end of the period | $ 12,337 | $ - | $ 12,337 |
Non-cash Transaction Note 7
TRANSGLOBAL MINING CORP.
(formerly Blanca Corp.)
(A Pre-exploration Stage Company)
INTERIM STATEMENT OF STOCKHOLDERS EQUITY (DEFICIENCY)
for the period July 30, 2004 (Date of Inception) to June 30, 2007
(Stated in US Dollars)
(Unaudited)
Deficit | ||||||
Accumulated | ||||||
During the | ||||||
Additional | Share | Pre- | ||||
*Common Shares | Paid-in | Subscriptions | Exploration | |||
Number | Par Value | Capital | Received | 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 7 | - | - | 2,359 | - | - | 2,359 |
Share subscription received Note 8 | - | - | - | 60,000 | - | 60,000 |
Net loss for the period | - | - | - | - | (109,355) | (109,355) |
Balance, June 30, 2007 | 54,742,500 | $ 54,743 | $ (17,394) | $ 60,000 | $(139,902) | $ (42,553) |
* 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.
TRANSGLOBAL MINING CORP.
(formerly Blanca Corp.)
(A Pre-exploration Stage Company)
NOTES TO THE INTERIM FINANCIAL STATEMENTS
June 30, 2007
(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 June 30, 2007 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 June 30, 2007, the Company had not yet achieved profitable operations, has accumulated losses of $139,902 since its inception, has a working capital deficiency of $50,469 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.
On April 19, 2007, the Company changed its name from Blanca Corp. to Transglobal Mining Corp.
Note 3
Additional Significant Accounting Policy
Website
The Company recognizes the costs associated with developing a website in accordance with the American Institute of Certified Public Accountants (AICPA) Statement of Position (SOP) No. 98-1, Accounting for the Costs of Computer Software Developed or Obtained for Internal Use. Relating to website development costs the Company follows the guidance pursuant to the Emerging Issues Task Force (EITF) No. 00-2, Accounting for Website Development Costs.
Note 3
Additional Significant Accounting Policy (continued)
These capitalized costs are amortized based on their estimated useful life over three years.
Note 4
Equipment
2007 | 2006 | |||
Accumulated | ||||
Cost | Amortization | Net | Net | |
Website development | $ 7,916 | $ - | $ 7,916 | $ - |
No amortization has been recorded as the website was not put into use until just prior to June 30, 2007.
Note 5
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.
By an agreement dated May 30, 2007, the Company acquired seven mineral titles located in the Atlin Mining district in Northwest British Columbia, Canada for $2,000.
Note 6
Related Party Transactions Note 7
The Company was charged the following by a director of the Company:
July 30, 2004 | ||||||
(Date of | ||||||
Three months ended | Nine months ended | Inception) to | ||||
June 30, | June 30, | June 30, | ||||
2007 | 2006 | 2007 | 2006 | 2007 | ||
Management fees | $ - | $ - | $ 6,000 | $ - | $ 25,200 |
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 7
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 nine months ended June 30, 2007, the Company recorded the imputed interest expense of $2,359 (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 June 30, 2007, the Company issued 30,000,000 common shares of the Company to a director of the company for $2,000.
These transactions have been excluded from the statements of cash flows.
Note 8
Commitments
a)
By a private placement agreement dated April 30, 2007, the Company received share subscriptions of $60,000 with respect to the issuance of 75,000 common shares at $0.80 per share.
b)
By a property option agreement dated May 2, 2007, the Company has the exclusive option to construct five mining shafts on a mineral property located in the Hunchun region of Jilin province, China and participate in the related exploration. The participation to carry out exploration will be conducted through a joint venture, wherein the Companys interest will be 65%. In order to exercise the option, the Company must pay the costs of construction of each shaft with a minimum advance by the Company of CDN$50,000 per shaft and pay for other costs up to CDN$100,000 per shaft to the optionor, who will be the operator for the construction of the shafts. The Company will have until May 2, 2008 to exercise the option with respect to all of the shafts.
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 May 2, 2007 Transglobal Mining Corp signed an option agreement to participate in the development and exploitation of a known gold resource in China. China Eastern Mining Corporation (CEM), a private company has given an option to Transglobal to establish five new mining shafts on their Beitumenzhi Property which is located approximately 7 km northeast of Chunhua, Jilin Province. Transglobal will only be able to complete this drilling should it be able to raise the financing to carry out this exploration. The property is located in an area known as the Huangsongdianzi Conglomerate Gold Mine which has been extensively explored in the past. The Huangsongdianzi gold occurrence is a placer deposit of gold bearing conglomerate overlain by some 90 meters of indurated non-marine sediments of late Tertiary age.
Originally 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
Beitumenzhi project
Regarding the Beitumenzhi project in China the company may exercise their option to develop the 5 shafts for the cost of construction (including materials and labor) which will be capped at CDN$100,000 per mining shaft. The construction and operation of the shafts will be overseen on site by management of CEM who have an operating labor crew in place now. Any net profit extracted from one of these newly developed shafts will be split 65% to Transglobal and 35% to CEM. This option will be valid for exercise until the close of business on May 2, 2008. Therefore to complete this program Transglobal will require at least $450,000 to carry out its exploration over the next 12 months.
Blanca 1 Atlin Project
Within our plan of operations we also wish to carry out exploration of the Blanca 1 mineral property in British Columbia which was our original project. 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 have limited finances to explore the mineral claim at present and there is no assurance that we will be able to obtain the necessary financing to move forward.
Our objective is to conduct exploration activities on both properties and assess whether the claims have any commercially viable gold or silver deposits. Regarding the Blanca one project our exploration activities are limited to a period of about four and a half months per year. 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.
On May 1, 2007 Transglobal completed a $45,000 private placement and later a $15,000 private placement. Also our 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 which have started to occur recently, 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 $750,000 over the next 12 months to further exploration on our two projects and for the use of operating expenses in the normal course of business.
RESULTS OF OPERATIONS
We incurred a loss of $67,068 for the three months ended June 30, 2007, compared to a loss of $0 for the three months ended June 30, 2006 as the company was not active for that period. Professional fees were $13,012 for the three months ended June 30, 2007 and $0 for the corresponding quarter of June 30, 2006 again because the company was not active for this period. Management expense totalled $0 for the three months ended June 30, 2007 and $0 for the three months ending June 30, 2006. We are engaged in business for profit, but cannot predict future profitability.
LIQUIDITY AND CAPITAL RESOURCES
We had cash of $12,337 as of June 30, 2007. 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: August 4, 2007
Transglobal Mining Corp.
By:
/s/Scott Elgood
Scott Elgood, President
(Principal Executive Officer,
Principal Financial Officer, and