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Camrova Resources Inc. — Interim / Quarterly Report 2021
May 26, 2021
43925_rns_2021-05-26_1cc01754-1c93-40f9-ae68-d8d049e7c18a.pdf
Interim / Quarterly Report
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Camrova Resources Inc.
Financial Statem e nts March 31, 2021 (expres s ed in Uni t ed States d ollars)
Camrova Resources Inc. Statement of Financial Position As at March 31, 2021 and December 31, 2020
(expressed in United States dollars)
| March 31, | December 31, | |
|---|---|---|
| 2021 | 2020 | |
| ASSETS | ||
| Cash and cash equivalents | 5,802 | 1,415 |
| Prepayments and other assets(note3) | 5,577 | 114 |
| Total assets | 11,379 | 1,529 |
| LIABILITIES AND EQUITY | ||
| Accounts payable | 884,963 | 757,762 |
| Promissory Notes | 247,140 | 238,802 |
| Current liabilities(note 7) | 1,132,103 | 996,564 |
| Government COVID Loans(note 8) | 47,712 |
32,416 |
| Total liabilities | 1,179,815 | 1,027,980 |
| Share capital | 291,804,541 | 291,804,541 |
| Contributed surplus | 144,311,138 | 144,311,138 |
| Deficit | (443,782,378) | (443,670,113) |
| Accumulated other comprehensive income | 6,498,263 | 6,527,983 |
| Total shareholders’ equity (note 4) | (1,168,436) | (1,026,451) |
| Total liabilities and shareholders’ equity | 11,379 | 1,529 |
Nature of operations and going concern (note 1) Guarantees and commitments (note 10)
Approved by the Board and authorized for issue on May 25, 2021.
s/ C. Thomas Ogryzlo Director /s/ Wolf Seidler Director
The accompanying notes form an integral part of these financial statements
1
Camrova Resources Inc.
Statement of Operations and Statement of Comprehensive Loss As at March 31, 2021 and December 31, 2020
(expressed in United States dollars)
| Statement of Operations | March 31,2021 December 31,2020 |
|---|---|
| Expenses General and administration (note 5) |
119,949 354,554 |
| Loss before other items | (119,949) (354,554) |
| Foreign exchange gain (loss) Finance(expense)income |
16,022 8,195 (8,339) (26,815) |
| Loss for theyear | (112,265) (373,174) |
| Loss per share Basic and diluted Weighted average number of shares outstanding Basic and diluted Statement of Comprehensive Loss |
(0.01) (0.020) 23,011,760 23,011,760 March 31, December 31, 2021 2020 (112,265) (373,174) 29,702 (18,177) (82,563) (391,351) |
| Loss for the quarter Other comprehensive income (loss) Items that may be reclassified subsequent to profit or loss Currencytranslation adjustment |
|
| Total comprehensive loss |
The accompanying notes form an integral part of these financial statements
2
Camrova Resources Inc.
Statement of Changes in Equity
(expressed in United States dollars)
| Share capital Contributed surplus Number Amount |
Accumulated other comprehensive income Deficit |
||
|---|---|---|---|
| Total | |||
| Balance – January 01, 2020 | 23,011,760 291,804,541 144,309,860 |
(443,296,939) 6,558,737 |
(623,801) |
| Loss for the year | - - - - - - - - 1,278 |
(373,174) - - (30,754) - - |
(373,174) (30,754) 1,278 |
| Currency translation adjustment | |||
| Stock Based Comp | |||
| Balance – December 31, 2020 | 23,011,760 291,804,541 144,311,138 - - - - - - - - - - - - |
(443,670,113) 6,527,983 (112,265) - - (29,720) - - - - |
(1,026,451) (112,265) (29,720) - - |
| Loss for the year | |||
| Currency translation adjustment | |||
| Stock-based compensation expense Private Placement |
|||
| Balance – March 31, 2021 | 23,011,760 291,804,541 144,311,138 |
(443,782,378) 6,498,263 |
(1,168,436) |
The accompanying notes form an integral part of these financial statements
3
Camrova Resources Inc. Statement of Cash flows As at March 31, 2021 and December 31, 2020
(expressed in United States dollars)
| M | |||
|---|---|---|---|
| a | March 31, December 31, | ||
| 2021 | 2020 |
||
| Cash flows from operating activities | |||
| Loss for the period | (112,265) | (373,174) |
|
| Items not affecting cash | |||
| Stock-based compensation expense | - | 1,278 | |
| (112,265) | (371,896) |
||
| Net changes in working capital balances | |||
| Prepayments and other assets | 5,463 | 10,070 | |
| Accountspayable and accrued liabilities | 73,489 | 302,831 | |
| (33,313) | (58,995) | ||
| Cash flow from financing activities | |||
| Government Loan | 15,296 | 31,416 | |
| PromissoryNotes | 62,050 | 49,992 | |
| 77,346 | 81,408 | ||
| Net change incash and cash equivalents/CTA | 44,033 | 22,413 | |
| Effect of exchange rate changes on cash and cash equivalents | (39,646) | (30,754) | |
| Increase (decrease) in cash and cash equivalents | 4,387 | (8,341) | |
| Cash and cash equivalents -beginning of year | 1,415 | 9,756 | |
| Cash and cash equivalents - end ofperiod | 5,802 | 1,415 |
The accompanying notes form an integral part of these financial statements
4
Camrova Resources Inc. Notes to the Financial Statements As at March 31, 2021 and December 31, 2020
(expressed in United States dollars, unless stated otherwise)
1 NATURE OF OPERATIONS AND GOING CONCERN
Camrova Resources Inc. (the “Company” or “Camrova”) was incorporated on July 15, 1985, under the Company Act of British Columbia. The Company has a minority investment in the El Boleo copper-cobaltzinc-manganese deposit (the “Boleo Mine” or the “Mine”) located near Santa Rosalia, Baja California Sur, Mexico. Minera y Metalúrgica del Boleo, S.A.P.I. de C.V. (“MMB”) holds the mineral property rights to the Boleo Mine. In addition, the Company intends to investigate and potentially pursue alternative project opportunities (note 9). The Company is domiciled in Canada and its registered office is 600 – 890 West Pender Street, Vancouver, British Columbia, V6C 1J9.
The Company is a reporting issuer in Canada and trades on the TSX Venture Exchange, the Frankfurt Stock Exchange, the OTC market and the Santiago Stock Exchange (SSE).
These financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of operations. The Company’s ability to continue as a going concern is dependent on its ability to generate future profitable operations and/or obtain the necessary financing to meet its obligations and repay its liabilities from normal operations when they become due. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least but not limited to twelve months from the end of the reporting period.
As at March 31, 2021, the Company had cash and cash equivalents of $5,802, working capital deficiency of $1,120,724 and an accumulated deficit of $443,782,378.
The Company had cash inflows from operating activities of $4,388 for the period ended March 31, 2021. The Company expects to incur further losses in the development of its business. Based on the Company’s cash flow forecasts, it will require additional financing within the next 12 months in order to meet its ongoing corporate overhead, and to continue its discretionary evaluation programs. Management cannot provide assurance that the Company will ultimately achieve profitable operations or become cash flow positive, or will be able to raise additional future funding when required. These factors cast significant doubt on the Company’s ability to continue as a going concern.
These financial statements do not include the adjustments to the amounts and classification of assets and liabilities that would be necessary should the Company be unable to continue as a going concern. These adjustments may be material.
At this time COVID 19 poses an immeasurable and indefinable uncertainty to MMB and Camrova’s operations.
5
Camrova Resources Inc. Notes to the Financial Statements As at March 31, 2021 and December 31, 2020
(expressed in United States dollars, unless stated otherwise)
2 BASIS OF PREPARATION AND NEW ACCOUNTING POLICIES
These condensed interim financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) applicable to the preparation of interim financial statements, including International Accounting Standard (“IAS”) 34 Interim Financial Reporting .
These condensed interim financial statements follow the same accounting policies and methods of application as the Company’s most recent annual financial statements, and should be read in conjunction with the Company’s annual financial statements for the year ended December 31, 2020 which were prepared in accordance with IFRS as issued by the IASB.
3 PREPAYMENTS AND OTHER ASSETS
| March 31, | December 31, | |
|---|---|---|
| 2021 | 2020 | |
| Prepaid expenses | 5,511 | - |
| Other receivables,advances,and deposits | 66 | 114 |
| 5,577 | 114 |
4 SHAREHOLDERS’ EQUITY
a) Authorized Share Capital
The Company is authorized to issue an unlimited number of common shares without par value.
- b) Issued
On May 1, 2019 the TSX Venture approved a Private Placement of 1,216,667 Common Shares at Cdn$0.06 per share realizing $54,575 along with Warrants for the number of Common Shares at the exercise price of Cdn$0.010 per share with an expiry date of May 1, 2021. (Press Release #7 dated May 1,2019).
On May 30, 2018 the TSXV Exchange approved a Private Placement of 2,830,000 Common Shares at Cdn$0.08 per share realising $171,929 along with Warrants for the same number of Common Shares at the exercised price of Cdn$0.15 per share with an expiry date of May 30, 2020. On September 21, 2018 ( Press Release # 4 dated June 15,2018) final approval was received from the TSXV Exchange with respect to converting $111,037 of indebtedness to certain arm’s length and non-arm’s length creditors to 1,954,440 Common Shares valued at Cdn$0.075.
6
Camrova Resources Inc. Notes to the Financial Statements As at March 31, 2021 and December 31, 2020
(expressed in United States dollars, unless stated otherwise)
4 SHAREHOLDERS’ EQUITY (CONTINUED)
c) Stock options
Details of the Company’s outstanding stock options are as follows:
| Wtd. Average | ||
|---|---|---|
| Number of | Exercise price | |
| options | (Cdn$ peroption) | |
| Balance, December 31, 2020 | 1,463,750 | $0.205 |
| Granted during the year | - | - |
| Expired during the year | - | - |
| Balance,March31,2021 | 1,463,750 | $0.205 |
The following table summarizes information about stock options outstanding and exercisable at March 31, 2021:
| Weighted | Weighted | Weighted | |||
|---|---|---|---|---|---|
| average | average | average | |||
| years to | exercise price | exercise price | |||
| Range of prices | Number of | expiry for | for outstanding | Number of | for exercisable |
| (Cdn$ per | outstanding | outstanding | options | exercisable | options |
| option) | options | options | (Cdn$) | options | (Cdn$) |
| $0.75-$0.215 | 1,463,750 | 0.90 | $0.21 | 1,463,750 | $0.205 |
The Company’s stock option plan (the “Plan”) allows the Company to grant stock options up to a maximum of 10% of the number of issued shares of the Company. Stock options granted under the Plan will vest with the right to exercise one-quarter of the options upon conclusion of every six months subsequent to the grant date, unless otherwise specified by the board of directors at the time the particular options are granted.
The model inputs for the valuation of the stock options issued in the period ended March 31, 2021 are as follows:
| 2021 | 2020 | |
|---|---|---|
| Volatility | 100% | 100% |
| Risk-free interest rate | 1.4% | 1.4% |
| Expected life | 1 year | 1 year |
| Expected volatility | 100% | 100% |
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Camrova Resources Inc. Notes to the Financial Statements As at March 31, 2021 and December 31, 2020
(expressed in United States dollars, unless stated otherwise)
4 SHAREHOLDERS’ EQUITY (CONTINUED)
The total stock-based compensation recorded during the first quarter of 2021 was $Nil (2020 - Nil). This is usually recognized in general and administration expense and contributed surplus.
At March 31, 2021, there were no (2020 – nil) potentially dilutive shares related to stock options that have been included in the diluted earnings per share calculation for the year presented because their effect is anti-dilutive.
5 GENERAL AND ADMINISTRATION EXPENSES
| March 31, | March 31, | |
|---|---|---|
| 2021 | 2020 | |
| Wages, salaries, and management fees | 49,858 | 47,791 |
| Directors’ fees | 5,924 | 5,582 |
| Professional and consulting fees | (1,108) | 17,464 |
| Office and administration | 7,469 | 7,654 |
| Shareholders information | 6,752 | 6,825 |
| Due Diligence | 50,029 | - |
| Business and Capital AdvisoryServices | 1,025 | 12,095 |
| 119,949 | 97,411 |
6 RELATED PARTY TRANSACTIONS
Compensation of key management personnel
Key management personnel are those persons that have the authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly. Key management personnel of the Company include executive officers and directors.
The compensation accrued but not paid to key management, or to companies in common with key management personnel, for services provided is shown below.
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Camrova Resources Inc. Notes to the Financial Statements As at March 31, 2021 and December 31, 2020
(expressed in United States dollars, unless stated otherwise)
6 RELATED PARTY TRANSACTIONS (CONTINUED)
| Quarter ended March 31, 2021 2020 |
|
|---|---|
| Short-term employee benefits/Key Personnel salary Stock-based compensation |
55,782 53,373 -- - |
| 55,782 53,373 |
Included in accounts payable at March 31, 2021 is an amount of $55,782 (2020 -$53,373) due to related parties. These amounts are non-interest bearing and have no specific terms of repayment.
7 CURRENT LIABILITIES-ACCOUNTS PAYABLE
As at March 31, 2021 the Company had the following undiscounted contractual obligations:
| Contractual Obligations | Payments | due by period | ||||
|---|---|---|---|---|---|---|
| Total | Less than 1yr | 1-3yrs | 4-5yrs | 5yrs | ||
| Accounts payable and | $884,963 | $340,554 | $544,409 | $ - |
$ | - |
| Accruals | ||||||
| Promissory Notes | $247,140 | $8,746 | $238,394 | - |
- | |
| 1,132,103 | $349,300 | $782,803 | $- |
$ | - |
.
The promissory notes of $247,140 are made up of $63,895 contributed by related parties and $183,245 by non related parties. The notes are unsecured, due on June 30, 2021 and bear interest at an annual rate of 15%.
8 COVID 19 ECONOMIC ASSISTANCE
Under the Canada Emergency Business Account and to assist companies during the COVID 19 Pandemic, the Government of Canada provided two loans of to the Company in the amount of $47,712 (Cdn $60,000) as part of an economic stimulus package. The loans are interest free and require no principal repayments until December 31, 2022. After the interest free period ends the loans will bear interest at a rate of 5% per annum. If the loan is repaid prior to December 31, 2022 Cdn $20,000 will be forgiven.
9
Camrova Resources Inc. Notes to the Financial Statements As at March 31, 2021 and December 31, 2020
(expressed in United States dollars, unless stated otherwise)
9 SEGMENTED INFORMATION
Operating Segments
The Company currently operates in one business segment, being the acquisition, exploration and development of resource properties.
No revenues were earned from external customers in either 2020 or 2021.
10 GUARANTEES AND COMITTMENTS
In 2012, the Company entered into a lease assignment for offices no longer being used by the Company. In order to induce the landlord to approve the assignment, the Company provided an indemnity agreement to the landlord. The Company remained liable during the balance of the lease term in the event the assignee did not fulfill its obligations to the landlord. The lease expired September 30, 2020.
11 SUPPLEMENTAL CASH FLOW INFORMATION
| March 31, | March 31, | |
|---|---|---|
| 2021 | 2020 | |
| Cash in bank | 5,802 | 881 |
| Cash equivalents | - | - |
| 5,802 | 881 |
12 COVID 19
The Company’s business could be adversely affected by the effects of health epidemics, including the global COVID-19 pandemic. In December 2019, a novel strain of COVID-19 was reported in China. Since then, the COVID-19 has spread globally, to include Canada, the United States and most European countries. The spread of COVID-19 from China to other countries has resulted in the World Health Organization (WHO) declaring the outbreak of COVID-19 as a “pandemic,” or a worldwide spread of a new disease, on March 11, 2020. Many countries around the world, including Canada, have imposed quarantines and restrictions on travel and mass gatherings to slow the spread of the virus, and have closed non-essential businesses. The spread of COVID-19, which has caused a broad impact globally, may materially affect the Company economically. While the potential economic impact brought by, and the duration of, COVID-19 may be difficult to assess or predict, a pandemic could result in significant disruption of global financial markets, reducing the Company’s ability to access capital, which could in the future negatively affect the Company’s liquidity. In addition, a recession or market correction resulting from the spread of COVID- 19 could materially affect the Company’s business and
10
Camrova Resources Inc. Notes to the Financial Statements As at March 31, 2021 and December 31, 2020
(expressed in United States dollars, unless stated otherwise)
12 COVID 19 (CONTINUED)
value of the Company’s common shares The global outbreak of COVID-19 continues to rapidly evolve. The extent to which COVID-19 may impact the Company’s business, operations and clinical trials will depend on future developments, including the duration of the outbreak, travel restrictions and social distancing in Canada and other countries, the effectiveness of actions taken in Canada, the United States and other countries to contain and treat the disease and whether Canada and other countries are required to move to complete lockdown status. The ultimate long-term impact of COVID-19 is highly uncertain and cannot be predicted with confidence.
13 SUBSEQUENT EVENTS
Nothing to report.
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