x
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QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 2010
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OR
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Large Accelerated Filer | o | Accelerated Filer | o | |
Non-accelerated Filer | o | Smaller Reporting Company | x |
CONSOLIDATED FINANCIAL STATEMENTS
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|
CONSOLIDATED Balance Sheets – August 31, 2010 (Unaudited) and November 30, 2009 | F-1 |
UNAUDITED CONSOLIDATED Statements of Operations –
Three Months ended August 31, 2010 and August 31, 2009
Nine Months ended August 31, 2010 and August 31, 2009 and
From February 21, 2007 (Inception) to August 31, 2010
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F-2 |
UNAUDITED CONSOLIDATED Statements of Cash Flows
Nine Months ended August 31, 2010 and August 31, 2009
From February 21, 2007 (Inception) to August 31, 2010
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F-3 |
UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS | F-4 |
CALIBERT EXPLORATIONS LTD.
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|||||||
(An Exploration Stage Company)
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|||||||
CONSOLIDATED BALANCE SHEETS
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|||||||
August 31,
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November 30,
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||||||
2010
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2009
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||||||
(Unaudited)
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|||||||
ASSETS
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|||||||
CURRENT ASSETS:
|
|||||||
Cash and cash equivalents
|
$
|
1,400
|
$
|
3,708
|
|||
TOTAL CURRENT ASSETS
|
1,400
|
3,708
|
|||||
TOTAL ASSETS
|
$
|
1,400
|
$
|
3,708
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|||
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
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|||||||
Accounts payable and accrued expenses
|
$
|
65,183
|
$
|
14,750
|
|||
Loan Payable - Stockholder
|
82,428
|
-
|
|||||
CURRENT LIABILITIES:
|
147,611
|
14,750
|
|||||
COMMITMENTS AND CONTINGENCIES
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|||||||
STOCKHOLDERS’ EQUITY (DEFICIT)
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|||||||
Common Stock, $0.001 par value;
|
|||||||
authorized 200,000,000 shares,
|
|||||||
77,400,000 shares issued and outstanding as of August 31, 2010 and
77,400,000 as of November 30, 2009
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77,400
|
77,400
|
|||||
Paid-in capital
|
(8,668)
|
(8,668)
|
|||||
Deficit accumulated during the exploration stage
|
(214,943)
|
(79,774)
|
|||||
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT)
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(146,211)
|
(11,042)
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|||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
|
$
|
1,400
|
$
|
3,708
|
CALIBERT EXPLORATIONS LTD
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|||||||||||||||||||
(An Exploration Stage Company)
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|||||||||||||||||||
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
|
Three months ended August 31, 2010
|
Three months
ended
August 31, 2009
|
Nine months
ended
August 31, 2010
|
Nine months ended
August 31, 2009
|
Cumulative from February 21, 2007 (inception) to
August 31, 2010
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|||||||||
REVENUES
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$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
|||
Cost of operations
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-
|
-
|
-
|
-
|
-
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||||||||
OPERATING EXPENSES
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|||||||||||||
General and administrative expenses
|
111,298
|
500
|
135,169
|
11,275
|
214,943
|
||||||||
Total operating expenses
|
111,298
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500
|
135,169
|
11,275
|
214,943
|
||||||||
Loss from continuing operations
|
|||||||||||||
Before provision for income taxes
|
(111,298 )
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(500)
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(135,169)
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(11,275)
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(214,943)
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||||||||
Provision for income taxes
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-
|
-
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-
|
-
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-
|
||||||||
NET LOSS
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$
|
(111,298)
|
$
|
(500)
|
$
|
(135,169)
|
$
|
(11,275)
|
$
|
(214,943)
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|||
Weighted average common shares outstanding -
|
|||||||||||||
Basic and diluted
|
77,400,000
|
77,400,000
|
77,400,000
|
77,400,000
|
77,400,000
|
||||||||
Net loss per share -
|
|||||||||||||
Basic and diluted
|
$
|
(0.00)
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$
|
(0.00)
|
$
|
(0.00)
|
$
|
(0.00)
|
(0.00)
|
||||
CALIBERT EXPLORATIONS LTD
|
||||||||||||||
(An Exploration Stage Company)
|
||||||||||||||
UNAUDITED CONSOLIDATED STATEMENTSOF CASH FLOWS
|
||||||||||||||
Nine months
ended
August 31, 2010
|
Nine months
ended
August 31, 2009
|
Period from
February 21, 2007 (Inception) to
August 31, 2010
|
||||||||||||
Cash Flows from Operating Activities
|
||||||||||||||
Net loss
|
$
|
(135,169)
|
$
|
(11,275)
|
$
|
(214,943)
|
||||||||
Change in operating assets and liabilities:
|
||||||||||||||
Accounts payable and accrued expenses
|
50,433
|
(250)
|
65,183
|
|||||||||||
-
|
||||||||||||||
Net cash used in operating activities
|
(84,736)
|
(11,525)
|
(149,760)
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|||||||||||
Cash Flows from Financing Activities
|
||||||||||||||
Subscriptions received from investor
|
-
|
-
|
68,732
|
|||||||||||
Proceeds of loan from stockholder
|
82,428
|
-
|
82,428
|
|||||||||||
Net cash provided by financing activities
|
82,428
|
-
|
151,160
|
|||||||||||
Decrease in cash and cash equivalents
|
(2,308)
|
(11,525)
|
1,400
|
|||||||||||
Cash - beginning of period
|
3,708
|
17,233
|
-
|
|||||||||||
Cash - end of period
|
$
|
1,400
|
$
|
5,708
|
$
|
1,400
|
||||||||
Supplemental disclosures of cash flow information:
|
||||||||||||||
Cash paid interest
|
$
|
-
|
$
|
-
|
$
|
-
|
||||||||
Cash paid for income taxes
|
$
|
-
|
$
|
-
|
$
|
-
|
||||||||
Three Months Ended August 31, | Nine Ended August 31, | |||
2010
|
2009
|
2010
|
2009
|
|
Numerator:
|
||||
Continuing operations:
|
||||
Loss from continuing operations
|
($111,298)
|
($500)
|
($135,169)
|
($11,275)
|
Effect of dilutive convertible debt
|
--
|
--
|
--
|
--
|
Total
|
($
111,298)
|
($
500)
|
($
135,169)
|
($
11,275)
|
Discontinued operations
|
||||
Loss from discontinued operations
|
--
|
--
|
--
|
--
|
Net loss
|
($111,298)
|
($
500)
|
($135,169)
|
($
11,275)
|
Denominator:
|
||||
Weighted average number of shares outstanding – basic and diluted | 77,400,000 |
77,400,000
|
77,400,000
|
77,400,000
|
1.
|
As of August 19, 2009 the Company had insufficient funds to meet the work requirements in order to retain its claim to the property. As a result the Company was unable to retain the Claims on the Calibert Property and is currently seeking other business opportunities. In order to keep the claim in good standing we must perform and register exploration work with the province of Quebec of at least CDN$25,200 on our mining claim as recommended by our consulting Mining Engineer, we plan to conduct the first phase of our four phase exploration program starting in July or August, 2010. This Phase One exploration program is expected to cost approximately $13,000. A Geologist and assistant will cover the property mapping and taking rock samples then ship to a laboratory for assay.
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2.
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The results obtained during the Phase One exploration program will be assembled, interpreted and we will review the results.
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3.
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With respect to our Phase Two program, our consulting geologist has indicated that we should budget approximately $29,000 for our Phase Two program. Our Phase two program is scheduled to proceed Between May 1, 2011 and July 31, 2011 A field crew will mobilize onto our claims, survey the claims and perform stripping, trenching, additional mapping and sampling (both soil And rock) and then demobilize from the area.
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4.
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In the case of our Phase Two program, the results obtained during the Phase Two program will be assembled, interpreted and we will review the results of the Phase Two program. We will then engage our consulting geologist to interpret the results of Phase Two and develop a summary report.
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5.
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If the Phase three program were to proceed, our consulting mining engineer has indicated that we should budget approximately $140,000 for our Phase three program. If we proceed with a Phase Three program we would do so between August 1, 2011 and October31, 2011 A field crew will mobilize onto our claim and perform a significant amount of line cutting, VLF-EM and Magnetometer surveys.
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·
|
Our ability to raise additional funding;
|
·
|
The market price for copper and silver;
|
·
|
The results of our proposed exploration programs on the mineral property; and
|
·
|
Our ability to find joint venture partners for the development of our property interests
|
Summary of Three Months Ended Results
|
||
Ended August 31
|
||
2010
|
2009
|
|
Revenue
|
---------
|
-------
|
Expenses
|
111,298
|
500
|
Net Loss
|
(111,298)
|
(500)
|
Working Capital
|
||
At August 31, 2010
|
At November 30, 2009
|
|
Current Assets
|
1,400
|
3,708
|
Current Liabilities
|
(147,611)
|
(14,750)
|
Working Capital (Deficit)
|
(146,211)
|
(11,042)
|
Cash Flows
|
||
Nine Months Ended
|
From inception
(February 21,20007) to
|
|
August 31, 2010
|
August 31, 2010,
|
|
Cash Flows used in Operating Activities
|
(84,736)
|
(149,760)
|
Cash Flows used in Investing Activities
|
-
|
-
|
Cash Flows provided by Financing Activities
|
82,428
|
151,160
|
Net (Decrease) Increase in Cash During Period
|
(2,308)
|
1,400
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
|
ITEM 4.
|
CONTROLS AND PROCEDURES.
|
ITEM 6.
|
EXHIBITS.
|
CALIBERT EXPLORATIONS, LTD.
|
||
|
||
BY:
|
DAVID SALTRELLI
|
|
David Saltrelli, President, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer, and a member of the Board of Directors.
|
Exhibit No.
|
Document Description
|
31.1
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.1
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Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
1.
|
I have reviewed this
Form 10-Q for the period ended August 31, 2010 of Calibert Explorations Ltd.
;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and,
|
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: October 20, 2010
|
DAVID SALTELLI
|
David Saltrelli
|
|
Principal Executive Officer and Principal Financial Officer
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
|
(2)
|
The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
DAVID SALTRELLI
|
|
David Saltrelli
|
|
Chief Executive Officer and Chief Financial Officer
|