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Astra Exploration Inc. — Interim / Quarterly Report 2021
Aug 31, 2021
48027_rns_2021-08-30_69afb415-203e-40a1-ae81-dd6f8dd85306.pdf
Interim / Quarterly Report
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Momentous Capital Corp.
Unaudited Condensed Interim Financial Statements
Three and six months ended June 30, 2021
Momentous Capital Corp. Condensed interim statements of financial position – unaudited As at June 30, 2021 (in Canadian Dollars except share information)
| Notes | June 30, 2021 | December 31, 2020 | |||
|---|---|---|---|---|---|
| ASSETS | |||||
| Cash | $ | 245,597 | $ | 150,000 | |
| $ | 245, 597 | $ | 150,000 | ||
| LIABILITIES | |||||
| Accounts payable and accrued liabilities | $ | 7,881 | $ | 36,963 | |
| $ | 7,881 | $ | 36,963 | ||
| SHAREHOLDERS’ EQUITY | |||||
| Share Capital | 3 | $ | 323,268 | $ | 150,000 |
| Contributed Surplus | 3, 4 | 48,916 | - | ||
| Retained Deficit | (134,468) | (36,963) | |||
| $ | 237,716 | $ | 113,037 | ||
| $ | 245,597 | $ | 150,000 |
Note 1: nature and description of business
Note 8: subsequent event
The accompanying notes are an integral part of these condensed interim financial statements
Approved by:
/s/Raymond Harari Director
/s/ Darren Collins
Director
Momentous Capital Corp.
Condensed interim statements of loss and comprehensive loss – unaudited For the three and six months ended June 30, 2021 (in Canadian Dollars except share information)
| Note | Three months end June | Six months ended June | ||
|---|---|---|---|---|
| 30, 2021 | 30, 2021 | |||
| Legal | $ | -$ | 24,841 | |
| Filing and regulatory | 13,391 | 19,229 | ||
| Financial advisory fee | 625 | 625 | ||
| Consulting fee | 3,000 | 3,000 | ||
| Accounting | 7,500 | 12,859 | ||
| General and administration | 25 | 37 | ||
| Stock-based compensation | 4 | 36,914 | 36,914 | |
| Loss and comprehensive | $ | 61,455$ | 97,505 | |
| loss | ||||
| Basic and diluted loss per | 0.041 | 0.132 | ||
| share | ||||
| Weighted avg. shares | 5 | 1,465,934 | 737,017 |
The accompanying notes are an integral part of these condensed interim financial statements.
Momentous Capital Corp.
Condensed interim statements of changes in shareholders’ equity – unaudited As at June 30, 2021
(in Canadian Dollars except share information)
| Note | Number of | Share capital | Contributed | Retained Deficit | Total | |||
|---|---|---|---|---|---|---|---|---|
| common shares | Surplus | |||||||
| Balance, July 31, 2020 (incorporation) |
- | $ | **-$ ** | - $ | - | $ | - | |
| Share issued upon incorporation | 1 | - | - | - | ||||
| Seed Financing | 3,000,000 | 150,000 | - | - | 150,000 | |||
| Lossforthe period | - | - | (36,963) | (36,963) | ||||
| Balance, December 31, 2020 | **3,000,001 ** | $ | 150,000 $ | -$ | (36,963) | $ | **113,037 ** | |
| Lossforthe period | - | - | - | (36,050) | (36,050) | |||
| Balance, March 31, 2021 | 3,000,001 | $ | 150,000 $ | - $ | (73,013) | $ | 76,987 | |
| Initial public offering | 2,300,000 | 230,000 | - | - | 230,000 | |||
| Share issuance costs | - | (56,732) | 12,002 | - | (44,730) | |||
| Share based payments | - | - | 36,914 | - | 36,914 | |||
| Loss for the period | - | - | - | (61,455) | (61,455) | |||
| Balance, June 30, 2021 | **5,300,001 ** | $ | 323,268 $ | 48,916 $ | (134,468) | $ | 237,716 |
The accompanying notes are an integral part of these condensed interim financial statements.
Momentous Capital Corp. Condensed statements of cash flow – unaudited For the three and six months ended June 30, 2021 (in Canadian Dollars except share information)
| Notes | Three months ended | Six months ended | |||
|---|---|---|---|---|---|
| June 30, 2021 | June 30, 2021 | ||||
| Cash used from operations | |||||
| Net loss for the period | $ | (61,455) | $ | (97,505) | |
| Stock-based compensation | 36,914 | 36,914 | |||
| Changes in working capital | |||||
| Accounts payable and accrued | (59,870) | (29,082) | |||
| liabilities | |||||
| Net cash used from operations | $ | (84,411) | $ | (89,673) | |
| Cash generated from financing | |||||
| Share issuance | 3 | $ | 230,000 | $ | 230,000 |
| Share issuance costs | 3 | (44,730) | (44,730) | ||
| Net cash used from financing | $ | 185,270 | $ | 185,270 | |
| Cash, beginning | $ | 144,738 | $ | 150,000 | |
| Net change in cash | $ | 100,859 | $ | 95,597 | |
| Cash, ending | $ | 245,602 | $ | 245,597 |
The accompanying notes are an integral part of these condensed interim financial statements.
Momentous Capital Corp. Notes to the condensed interim financial statements For the six months ended June 30, 2021 (in Canadian Dollars except share information)
1. Incorporation and Nature of Operations
Momentous Capital Corp. (the “ Company ”) was incorporated on July 31, 2020 under the Business Corporations Act (British Columbia) with its registered office located at Suite 2300, Bentall 5, 550 Burrard Street, Vancouver, British Columbia, V6C 2B5. The Company intends to carry on business as a Capital Pool Corporation, as defined in Policy 2.4 of the TSX Venture Exchange (the “ Exchange ”) Corporate Finance Manual.
Subsequent to the approval from the Exchange, the principal business of the Company will be the identification and evaluation of assets or businesses with a view of completing a Qualifying Transaction, as defined in Policy 2.4 of the Exchange Corporate Finance Manual. The Company has not commenced operations and has no assets other than cash. The Company’s continuing operations are intended and dependent upon its ability to identify, evaluate, and negotiate an acquisition, or business, or an interest therein to complete a Qualifying Transaction. Such an acquisition will be subject to the approval of the regulatory authorities concerned and, in the case of a non-arms’ length transaction, of the majority of the disinterested shareholders.
On March 11, 2020, the World Health Organization declared the 2019 novel coronavirus (" COVID-19 ") a global pandemic. This contagious disease outbreak and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, leading to an economic downturn. The impact on the Company is not currently determinable, but management continues to monitor the situation.
On June 7, 2021, the Company announced that it has entered into a binding letter of intent dated June 2, 2021 with Astra Exploration Limited (“Astra”), whereby the Company proposes to acquire all the issued and outstanding securities of Astra.
On August 30, 2021, the Board of Directors approved of these financial statements.
2. Significant Accounting Policies
Statement of compliance
These financial statements have been prepared in accordance with International Accounting Standard (IAS) 34, “Interim Financial Reporting” as issued by the International Accounting Standards Board (“IASB”). Accordingly, certain financial information and disclosures normally included in the annual financial statements prepared in accordance with International Financial Reporting Standards (IFRS) has been omitted or condensed. The disclosure provided herein is incremental to the disclosure included in the audited annual financial statements.
The unaudited condensed interim financial statements should be read in conjunction with the annual audited financial statements for the period from July 31, 2020 (date of incorporation) to December 31, 2020.
3. Share Capital
The Company is authorized to issue an unlimited number of common shares.
| # of shares | Share capital | ||
|---|---|---|---|
| Incorporation | 1 | $ | - |
| Founders’ shares | 3,000,000 | 150,000 | |
| IPO shares issued (net of share issuance costs) | 2,300,000 | 173,268 | |
| Total | 5,300,001 | $ | 323,268 |
The Company is authorized to issue an unlimited number of preferred shares and since inception has issued nil preferred shares.
Momentous Capital Corp. Notes to the condensed interim financial statements For the six months ended June 30, 2021 (in Canadian Dollars except share information)
The issued and outstanding common shares of 3,000,001 will be held in escrow pursuant to the requirements of the Exchange to be released as to 25% thereof on completion of the Company’s Qualifying Transaction, as defined in the policies of the Exchange, and as to 25% thereof on each of the 6th, 12th and 18th month anniversaries following the initial release.
On May 3, 2021, the Company completed its initial public offering (the “ Offering ”), raising gross proceeds of $230,000 pursuant to a prospectus dated April 9, 2021. An aggregate 2,300,000 Common Shares were issued to subscribers for a price of $0.10 per share. The Company paid a cash commission of 10% of the gross proceeds, a corporate finance fee of $12,500, other cash costs totalling $9,230, and issued to the agent, 230,000 options to purchase an aggregate of 230,000 common shares of the Company at an exercise price of $0.10 per share exercisable for two years.
The Company allocated a fair value of $12,002 to the options issued to the agents based upon the following assumptions:
| Exercise price | $0.10 |
|---|---|
| Stock price | $0.10 |
| Expected life of options | 2.0 |
| Risk-free interest rate | 0.28% |
| Expected volatility | 100% |
| Expected dividendyield | 0% |
4. Stock options
Upon closing of the Offering, the Company granted 500,000 incentive stock options to its directors and officers which are exercisable within ten years from the date of the grant at an exercise price of $0.10 per Common Share. The Company allocated a fair value of $36,914 based on upon the following assumptions:
| Exercise price | $0.10 |
|---|---|
| Stock price | $0.10 |
| Expected life of options | 5.0 |
| Risk-free interest rate | 0.28% |
| Expected volatility | 100% |
| Expected dividendyield | 0% |
| Number of options | |||
|---|---|---|---|
| Outstanding | Exercisable | Exercise Price | Expiry Date |
| 500,000 | 500,000 | $0.10 | May 4, 2031 |
None of the outstanding options have been included in the calculation of weighted average of shares as they would be anti-dilutive.
5. Loss per share
Basic loss per share is computed by dividing the net loss available to common shareholders by the weighted average number of common shares outstanding during the period. The dilutive effect of outstanding options and warrants and their equivalents are reflected in diluted earnings per share. The computation of diluted earnings per share assumes conversion, exercise or contingent issuance of securities only when such conversion, exercise or issuance would have a dilutive effect on earnings per share.
Momentous Capital Corp. Notes to the condensed interim financial statements For the six months ended June 30, 2021 (in Canadian Dollars except share information)
Basic loss per share is calculated using the weighted-average number of shares outstanding during the period. Outstanding common shares that are contingently cancelable are excluded from the weighted average number of shares outstanding.
6. Management of capital
The Company considers its capital to include the components of equity attributable to common shareholders which amounts to a surplus of $237,716 as at June 30, 2021 and is comprised of issued share capital, contributed surplus, and retained deficit in the definition of capital.
The Company’s primary objective with respect to its capital management is to ensure that it has sufficient cash resources to develop, market and to maintain its ongoing operations. To secure the additional capital necessary to pursue these plans, the Company may attempt to raise additional funds through the issuance of equity.
The proceeds raised from the issuance of share capital may only be used to identify and evaluate assets or businesses for future investment, with the exception that up to $3,000 per month may be used for reasonable general and administrative expenses of the Company. These restrictions apply until completion of a Qualifying Transaction by the Company, as defined under Policy 2.4 of the Exchange Corporate Finance Manual.
7. Financial risk management
a. Fair value hierarchy
Financial instruments recorded at fair value are classified using a fair value hierarchy that reflects the significance of inputs used in making the measurements. Cash held by the Company is classified as level 1. The hierarchy is summarized as follows:
Level 1 Quoted prices (unadjusted) in active markets for identical assets and liabilities. Level 2 Inputs that are observable for the asset or liability, either directly (prices) or indirectly (derived from prices) from observable market data.
Level 3 Inputs for assets and liabilities not based upon observable market data.
b. Market risk
-
i. Currency risk: Currency risk is the risk that fluctuations in the rates of exchange on foreign currencies would impact the Company’s future cash flows. The Company is currently not exposed to the foreign exchange market.
-
ii. Interest rate risk: The Company does not believe it is exposed to any significant risk related to the movements in interest rates.
-
c. Credit risk: The Company does not believe it is exposed to any significant concentration of credit risk.
d. Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its obligations as they fall due.
The Company manages its liquidity risk by forecasting cash flows from operations and anticipated investing and financing activities. Senior management of the Company is also actively involved in the review and approval of planned expenditures.
Momentous Capital Corp. Notes to the condensed interim financial statements For the six months ended June 30, 2021 (in Canadian Dollars except share information)
As at June 30, 2021, the Company has current liabilities of $7,881 due within 12 months and cash of $245,597. As at June 30, 2021, the Company has positive working capital of $237,716.
8. Subsequent Event
On July 7, 2021 the Company entered into an amalgamation agreement with Astra Exploration Limited (“Astra”) whereby the Company will acquire all of the issued an outstanding shares of Astra.