-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V2xu4/oVlaVJ5MEXS9eomXXqxlGlG7w8JMR0y7B7wivRuzoM2nFNaIJRAIfwHS1C sIAuITIVwfAFkKq9w+VN8Q== 0001165527-09-000727.txt : 20091006 0001165527-09-000727.hdr.sgml : 20091006 20091006104849 ACCESSION NUMBER: 0001165527-09-000727 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20090831 FILED AS OF DATE: 20091006 DATE AS OF CHANGE: 20091006 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Laredo Mining, Inc. CENTRAL INDEX KEY: 0001442492 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 262435874 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 333-153168 FILM NUMBER: 091107347 BUSINESS ADDRESS: STREET 1: 1426 COLE LANE CITY: UPLAND STATE: CA ZIP: 91784 BUSINESS PHONE: 909-556-1597 MAIL ADDRESS: STREET 1: 1426 COLE LANE CITY: UPLAND STATE: CA ZIP: 91784 10-Q 1 g3504.txt QTRLY REPORT FOR THE QTR ENDED 8-31-09 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 2009 Commission File Number 333-153168 Laredo Mining, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 1426 Cole Lane Upland, CA 91784 (Address of principal executive offices, including zip code) Phone (909)556-1597 Fax (303)200-8518 (Telephone number, including area code) Copy to: Abby Lynn Ertz 3960 W. Point Loma Blvd. Suite H-436 San Diego, CA 92110 (619)840-4566 Phone (619)564-8753 Fax Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days. YES [X] No [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 or the Exchange Act). YES [X] NO [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 5,000,000 shares of common stock issued and outstanding as of October 5, 2009. ITEM 1. FINANCIAL STATEMENTS The quarterly financial statements for the 3 months ended August 31, 2009, prepared by the company, immediately follow. 2 Laredo Mining, Inc. (An Exploration Stage Enterprise) Balance Sheets
August 31, May 31, 2009 2009 -------- -------- (Unaudited) ASSETS Current Assets Cash in bank $ 25,725 $ 114 Restricted cash -- 23,625 -------- -------- Total Current Assets 25,725 23,739 -------- -------- Total Assets $ 25,725 $ 23,739 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ -- $ 80 Loan from director 12,400 12,400 -------- -------- 12,400 12,480 STOCKHOLDERS' EQUITY Common stock subscribed -- 23,625 Preferred stock: $0.0001 par value; authorized 10,000,000 shares; no shares issued or outstanding -- -- Common stock: $0.0001 par value; 90,000,000 authorized; 5,000,000 common shares issued and outstanding at August 31, 2009 and 3,000,000 common shares issued and outstanding at May 31, 2009 respectively 500 300 Additional paid in capital 38,500 8,700 Accumulated deficit during exploration stage (25,675) (21,366) -------- -------- Total stockholders' equity 13,325 11,259 -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 25,725 $ 23,739 ======== ========
The accompanying notes are an integral part of these financial statements. 3 Laredo Mining, Inc. (An Exploration Stage Enterprise) Statements of Operations (Unaudited)
March 31, 2008 (Date of Inception) 3 Months Ended 3 Months Ended through August 31, August 31, August 31, 2009 2008 2009 ---------- ---------- ---------- Revenue $ -- $ -- $ -- ---------- ---------- ---------- Cost of revenue -- -- -- ---------- ---------- ---------- Gross profit -- -- -- General, selling, and administrative expenses 4,309 5,450 18,675 Mineral expenditures -- 7,000 7,000 ---------- ---------- ---------- Operating loss (4,309) (12,450) (25,675) Non-operating income (expense) -- -- -- Net loss $ (4,309) $ (12,450) $ (25,675) ========== ========== ========== Net loss per share, basic and diluted $ (0.00) $ (0.00) ========== ========== Weighted average number of common shares outstanding 4,934,783 3,000,000 ========== ==========
The accompanying notes are an integral part of these financial statements. 4 Laredo Mining, Inc. (An Exploration Stage Enterprise) Statement of Stockholders' Equity From Inception March 31, 2008 to August 31, 2009 (Unaudited)
Deficit Accumulated Common Stock Preferred Stock Common During ------------------ ----------------- Paid in Stock Exploration Total Shares Amount Shares Amount Capital Subscribed Stage Equity ------ ------ ------ ------ ------- ---------- ----- ------ Common Shares issued to founders @ $0.003 per share, par value .0001 3,000,000 $ 300 -- $ -- $ 8,700 $ -- $ -- $ 9,000 Net loss, May 31, 2008 (36) (36) --------- ------- ------- ------- ------- -------- -------- -------- Balance, May 31, 2008 3,000,000 300 -- -- 8,700 -- (36) 8,964 Common stock subscribed 23,625 23,625 Net loss, May 31, 2009 (21,580) (21,580) --------- ------- ------- ------- ------- -------- -------- -------- Balance, May 31, 2009 3,000,000 300 -- -- 8,700 23,625 (21,616) 11,009 Common stock subscribed (23,625) (23,625) Common shares issued to various individuals @ $0.015 per share, par value $0.0001 2,000,000 200 29,800 30,000 Net loss, August 31, 2009 (4,309) (4,309) --------- ------- ------- ------- ------- -------- -------- -------- Balance, August 31, 2009 5,000,000 $ 500 -- $ -- $38,500 $ -- $(25,675) $ 13,325 ========= ======= ======= ======= ======= ======== ======== ========
The accompanying notes are an integral part of these financial statements. 5 Laredo Mining, Inc. (An Exploration Stage Enterprise) Statements of Cash Flows (Unaudited)
March 31, 2008 (Date of Inception) 3 Months Ended 3 Months Ended through August 31, August 31, August 31, 2009 2008 2009 -------- -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (4,309) $(12,450) $(25,675) To reconcile cash at end of period Increase in accounts payable (80) 3,335 -- -------- -------- -------- NET CASH USED IN OPERATING ACTIVITIES (4,389) (9,115) (25,675) -------- -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES -- -- -- -------- -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES Increase in loan from director -- 2,800 12,400 Issuance of common stock 30,000 -- 39,000 -------- -------- -------- NET CASH PROVIDED BY FINANCING ACTIVITIES 30,000 2,800 51,400 -------- -------- -------- Net increase (decrease) in cash 25,611 (6,315) 25,725 Cash at beginning of period 114 8,964 -- -------- -------- -------- CASH AT END OF PERIOD $ 25,725 $ 2,649 $ 25,725 ======== ======== ======== Supplemental Information and Non-Monetary Transactions Cash paid for: Interest expense $ -- $ -- $ -- ======== ======== ======== Income taxes $ -- $ -- $ -- ======== ======== ========
The accompanying notes are an integral part of these financial statements. 6 Laredo Mining, Inc. (An Exploration Stage Enterprise) Notes to Financial Statements August 31, 2009 (Unaudited) NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS The unaudited financial statements have been prepared by the Company, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such SEC rules and regulations; nevertheless, the Company believes that the disclosures are adequate to make the information presented not misleading. These financial statements and the notes attached hereto should be read in conjunction with the financial statements and notes included in the Company's Form 10-K, which was filed with the SEC on August 12, 2009. In the opinion of the Company, all adjustments, including normal recurring adjustments necessary to present fairly the financial position of Laredo Mining, Inc., as of August 31, 2009 and the results of its operations and cash flows for the three month periods then ended, have been included. The results of operations for the interim period are not necessarily indicative of the results for the full year. Laredo Mining, Inc. (the Company) was incorporated on March 31, 2008 under the laws of the State of Delaware. The Company is primarily engaged in the acquisition and exploration of mining properties. The Company currently has no operations and, in accordance with Statement of Financial Accounting Standard (SFAS) No. 7, "Accounting and Reporting by Development Stage Enterprises," is considered an Exploration Stage Enterprise. The Company has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The Company reports revenue and expenses using the accrual method of accounting for financial and tax reporting purposes. USE OF ESTIMATES Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from those estimates. 7 Laredo Mining, Inc. (An Exploration Stage Enterprise) Notes to Financial Statements August 31, 2009 (Unaudited) CASH For the Statement of Cash Flows, all highly liquid investments with maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of August 31, 2009 and May 31, 2009. MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS Mineral property acquisition, exploration and development costs are expensed as incurred until such time as economic reserves are quantified. To date the Company has not established any proven or probable reserves on its mineral properties. DEPRECIATION, AMORTIZATION AND CAPITALIZATION The Company records depreciation and amortization, when appropriate, using straight-line method over the estimated useful lives of the assets (five to seven years). Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired, together with the related accumulated depreciation is removed from the appropriate accounts and the resultant gain or loss is included in net income. INCOME TAXES The Company accounts for its income taxes in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes," and clarified by FASB Interpretation Number ("FIN") 48, "Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement No. 109". Under Statement 109, a liability method is used whereby deferred tax assets and liabilities are determined based on temporary differences between basis used for financial reporting and income tax reporting purposes. Income taxes are provided based on tax rates in effect at the time such temporary differences are expected to reverse. A valuation allowance is provided for certain deferred tax assets if it is more likely than not, that the Company will not realize the tax assets through future operations. Deferred tax assets and liabilities are adjusted for the effect of changes in tax laws and rates on the date of enactment. FAIR VALUE OF FINANCIAL INSTRUMENTS Financial accounting Standards Statement No. 107, "Disclosures about Fair Value of Financial Instruments", requires the Company to disclose, when reasonably attainable, the fair market values of its assets and liabilities which are deemed to be financial instruments. The Company's financial instruments consist primarily of cash and certain investments. 8 Laredo Mining, Inc. (An Exploration Stage Enterprise) Notes to Financial Statements August 31, 2009 (Unaudited) EARNINGS PER SHARE INFORMATION The Company computes per share information in accordance with SFAS No. 128, "Earnings per Share" which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. 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 such period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. SHARE BASED EXPENSES In December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS No. 123R "Share Based Payment." This statement is a revision to SFAS 123 and supersedes Accounting Principles Board (APB) Opinion No. 25, "Accounting for Stock Issued to Employees," and amends FASB Statement No. 95, "Statement of Cash Flows." This statement requires a public entity to expense the cost of employee services received in exchange for an award of equity instruments. This statement also provides guidance on valuing and expensing these awards, as well as disclosure requirements of these equity arrangements. The Company adopted SFAS No. 123R upon creation of the company and expenses share based costs in the period incurred. NOTE 3 - COMMITMENTS AND CONTINGENCIES The Company is not presently involved in any litigation. NOTE 4 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS In April 2009, the FASB issued FASB Staff Position 107-1 and Accounting Principles Board 28-1, "Interim Disclosures about Fair Value of Financial Instruments," ("FSP 107-1"). FSP 107-1 amends SFAS No. 107, "Disclosures About Fair Value of Financial Instruments," to require disclosures about fair value of financial instruments for interim reporting periods of publicly traded companies as well as in annual financial statements. FSP 107-1 also amends APB Opinion No. 28, "Interim Financial Reporting," to require those disclosures in summarized financial information at interim reporting periods. FSP 107-1 is effective for interim reporting periods ending after June 15, 2009. FSP107-1 does not require disclosures for earlier periods presented for comparative purposes at initial adoption. In periods after initial adoption, this FSP requires comparative disclosures only for periods ending after initial adoption. The Company adopted FSP 107-1 in the first quarter of 2009. FSP 107-1 did not have a material impact on the financial statements. In April 2009, the FASB issued FASB Staff Positions 115-2 and 124-2, "Recognition and Presentation of Other-Than-Temporary Impairments" ("FSP 115-2 and 124-2"). FSP 115-2 and 124-2 amends the other-than-temporary impairment guidance for debt securities to make the guidance more operational and to 9 Laredo Mining, Inc. (An Exploration Stage Enterprise) Notes to Financial Statements August 31, 2009 (Unaudited) improve the presentation and disclosure of other-than-temporary impairments on debt and equity securities in the financial statements. FSP 115-2 and 124-2 does not amend existing recognition and measurement guidance related to other-than-temporary impairments of equity securities. The Company adopted FSP 115-2 and 124-2 in the first quarter of 2009. FSP 115-2 and 124-2 did not have a material impact on the financial statements. In April 2009, the FASB issued FASB Staff Position 157-4, "Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly," ("FSP 157-4"). FSP 157-4 provides additional guidance for estimating fair value in accordance with SFAS No. 157, "Fair Value Measurements," when the volume and level of activity for the asset or liability have significantly decreased. FSP 157-4 also includes guidance on identifying circumstances that indicate a transaction is not orderly. FSP 157-4 is effective for interim and annual reporting periods ending after June 15, 2009. The Company adopted FSP 157-4 in the first quarter of 2009. FSP 107-1 did not have a material impact on the financial statements. In June 2009, the FASB issued Statement of Financial Accounting Standards No. 165, "Subsequent Events," ("SFAS No. 165"). SFAS 165 establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. SFAS 165 applies to both interim financial statements and annual financial statements. SFAS 165 is effective for interim or annual financial periods ending after June 15, 2009. SFAS 165 does not have a material impact on our financial statements. In June 2009, the FASB issued Statement of Financial Accounting Standards No. 166, "Accounting for Transfers of Financial Assets, an amendment to SFAS No. 140," ("SFAS 166"). SFAS 166 eliminates the concept of a "qualifying special-purpose entity," changes the requirements for derecognizing financial assets, and requires additional disclosures in order to enhance information reported to users of financial statements by providing greater transparency about transfers of financial assets, including securitization transactions, and an entity's continuing involvement in and exposure to the risks related to transferred financial assets. SFAS 166 is effective for fiscal years beginning after November 15, 2009. The Company will adopt SFAS 166 in fiscal 2010. The Company does not expect that the adoption of SFAS 166 will have a material impact on the consolidated financial statements. In June 2009, the FASB issued Statement of Financial Accounting Standards No. 167, "Amendments to FASB Interpretation No. 46(R)," ("SFAS 167"). The amendments include: (1) the elimination of the exemption for qualifying special purpose entities, (2) a new approach for determining who should consolidate a variable-interest entity, and (3) changes to when it is necessary to reassess who should consolidate a variable-interest entity. SFAS 167 is effective for the first annual reporting period beginning after November 15, 2009 and for interim periods within that first annual reporting period. The Company will adopt SFAS 10 Laredo Mining, Inc. (An Exploration Stage Enterprise) Notes to Financial Statements August 31, 2009 (Unaudited) 167 in fiscal 2010. The Company does not expect that the adoption of SFAS 166 will have a material impact on the consolidated financial statements. In June 2009, the FASB issued Statement of Financial Accounting Standards No. 168, "The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles," ("SFAS 168"). SFAS 168 replaces FASB Statement No. 162, "The Hierarchy of Generally Accepted Accounting Principles", and establishes the FASB Accounting Standards Codification ("Codification") as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with generally accepted accounting principles ("GAAP"). SFAS 168 is effective for interim and annual periods ending after September 15, 2009. The Company will begin to use the new Codification when referring to GAAP in its annual report on Form 10-K for the fiscal year ending January 3, 2010. This will not have an impact on the consolidated results of the Company. NOTE 5 - GOING CONCERN Future issuances of the Company's equity or debt securities will be required in order for the Company to continue to finance its operations and continue as a going concern. The Company's present revenues are insufficient to meet operating expenses. The financial statements of the Company have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred cumulative net losses of $25,675 since its inception and requires capital for its contemplated operational and marketing activities to take place. The Company's ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company's ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties. NOTE 6 - RELATED PARTY TRANSACTIONS The sole officer and director of the Company may, in the future, become involved in other business opportunities as they become available, thus she may face a conflict in selecting between the Company and her other business opportunities. The Company has not formulated a policy for the resolution of such conflicts. While the Company is seeking additional capital, the sole officer and director has advanced funds to the Company to pay for any costs incurred by it. These funds are interest free. The balance due the sole officer and director was $12,400 and $12,400 on August 31, 2009 and May 31, 2009, respectively. 11 Laredo Mining, Inc. (An Exploration Stage Enterprise) Notes to Financial Statements August 31, 2009 (Unaudited) NOTE 7 - STOCKHOLDERS' EQUITY The stockholders' equity section of the Company contains the following classes of capital stock as of August 31, 2009 Preferred Shares, $ 0.0001 par value: 10,000,000 shares authorized. Common Stock, $ 0.0001 par value: 90,000,000 shares authorized; 5,000,000 shares issued and outstanding. On March 31, 2008 the Company issued a total of 3,000,000 shares of common stock to one director for cash in the amount of $0.003 per share for a total of $ 9,000. On June 4, 2009 the Company issued a total of 2,000,000 shares of common stock to various individuals for cash in the amount of $0.015 per share for a total of $ 30,000 to complete it's S-1 offering. As of August 31, 2009, the Company has not granted any stock options and has not recorded any stock-based compensation. NET LOSS PER COMMON SHARE Net loss per share is calculated in accordance with SFAS No. 128, "EARNINGS PER SHARE." The weighted-average number of common shares outstanding during each period is used to compute basic loss per share. Diluted loss per share is computed using the weighted averaged number of shares and dilutive potential common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised. Basic net loss per common share is based on the weighted average number of shares of common stock outstanding of 5,000,000 for the period ended August 31, 2009 and 3,000,000 for the year ended May 31, 2009. As of August 31, 2009, May 31, 2009 and since inception, the Company had no dilutive potential common shares. 12 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION This report contains forward-looking statements that involve risk and uncertainties. We use words such as "anticipate", "believe", "plan", "expect", "future", "intend", and similar expressions to identify such forward-looking statements. Investors should be aware that all forward-looking statements contained within this filing are good faith estimates of management as of the date of this filing. Our actual results could differ materially from those anticipated in these forward-looking statements. GENERAL INFORMATION We are an exploration stage company engaged in the acquisition and exploration of mineral properties. Laredo Mining Inc. was incorporated in the State of Delaware on March 31, 2008. We intend to use the net proceeds from an offering pursuant to the Registration Statement on Form S-1 to develop our business operations. We are an exploration stage company with no revenues or operating history. The principal executive offices are located at1426 Cole Lane, Upland, CA 91784. We received our initial funding of $9,000 through the sale of common stock to our director who purchased 3,000,000 shares of common stock at $.003 per share on March 31, 2008. On June 4, 2009 we issued a total of 2,000,000 shares of common stock to various individuals for cash in the amount of $0.015 per share for a total of $30,000 to complete our S-1 offering. Our financial statement from inception through the quarter ended August 31, 2009 report no revenues and a net loss of $25,675. Our independent auditor has issued an audit opinion for the Company which includes a statement expressing substantial doubt as to our ability to continue as a going concern. We currently own a 100% undivided interest in a mineral property, the Tab 1-4 Claims, located in the State of Nevada. The Tab Property consists of an area of approximately 83 acres located in the Mount Jackson Ridge area of Esmeralda County. Title to the property is held by Laredo Mining, Inc. Our plan of operation is to conduct mineral exploration activities on the property in order to assess whether it possesses deposits of gold, silver, barite or other minerals capable of commercial extraction. We have not earned any revenues to date. We do not anticipate earning revenues until such time as we enter into commercial production of our mineral properties. We are presently in the exploration stage of our business and we can provide no assurance that we will discover commercially exploitable levels of mineral resources on our property, or if such deposits are discovered, that we will enter into further substantial exploration programs. Our shares are currently listed for trading on the Over-the-Counter Bulletin Board under the symbol LRDM. As of the date of this report, there has been no active trading market for our common stock and no assurance that an active trading market for our securities will ever develop. RESULTS OF OPERATIONS We have generated no revenues since inception and have incurred $25,675 in expenses through August 31, 2009. The following table provides selected financial data about our company for the period ended Augsut 31, 2009. Balance Sheet Data: 8/31/09 ------------------- ------- Cash $25,725 Total assets $25,725 Total liabilities $12,400 Shareholders' equity $13,325 13 We received our initial funding of $9,000 through the sale of common stock to our director who purchased 3,000,000 shares of common stock at $.003 per share on March 31, 2008. On June 4, 2009 we issued a total of 2,000,000 shares of common stock to various individuals for cash in the amount of $0.015 per share for a total of $30,000 to complete our S-1 offering. We incurred operating expenses of $4,309 and $12,450 for the three months ended August 31, 2009 and 2008, respectively. These expenses consisted of general operating expenses incurred in connection with the day to day operation of our business and the preparation and filing of our registration statement and required reports. LIQUIDITY AND CAPITAL RESOURCES Our cash in the bank at August 31, 2009 was $25,725, total assets were $25,725 and outstanding liabilities were $12,400, consisting of a loan from our director. Our director has agreed to provide additional funding that will enable us to maintain a positive cash flow needed to pay for our current level of operating expenses over the next twelve months, if needed. There are no formal commitments or arrangements with our director to advance or loan funds. There are no terms regarding repayment of any loan or capital contribution. We are a development stage company and have generated no revenue to date. We estimate our current cash balance of $25,725, along with loans from our director, will be sufficient for operations over the next 12 months. PLAN OF OPERATION Our plan of operation is to conduct mineral exploration activities on the Tab 1-4 Mineral Claims in order to assess whether the property contains mineral reserves capable of commercial extraction. Our exploration program is designed to explore for commercially viable deposits of silver, gold and other minerals. We have not, nor has any predecessor, identified any commercially exploitable reserves of these minerals on the property. Our plan of operation for the twelve months following funding from our offering is to complete the first phase of the exploration program on our claim consisting of detailed prospecting, mapping, soil surveys and VLF-EM and magnetometer surveys. In addition to the $19,000 we anticipate spending for Phase 1 and 2 for the exploration program as outlined below, we anticipate spending over the next 12 months an additional $10,000 on professional fees, including fees payable in connection with the filing of this registration statement and complying with reporting obligations. Total expenditures are therefore expected to be approximately $29,000. If we experience a shortage of funds prior to funding during the next 12 months, we may utilize funds from our director, who has informally agreed to advance funds to allow us to pay for professional fees, including fees payable in connection with the filing of this registration statement and operation expenses, however she has no formal commitment, arrangement or legal obligation to advance or loan funds to the company. We engaged James McLeod, P. Eng., to prepare a geological evaluation report on the Tab 1-4 Mineral Claims. Mr. McLeod's report summarizes the results of the history of the exploration of the mineral claims, the regional and local geology of the mineral claims and the mineralization and the geological formations identified as a result of the prior exploration in the claim areas. The following three phase exploration proposal and cost estimate is offered with the understanding that consecutive phases are contingent upon positive and encouraging results being obtained from each preceding phase: PHASE 1 Detailed prospecting, mapping and soil geochemistry. The estimated cost for this program is all inclusive. It is estimated that it could take a week of work and a number of more weeks to perform the analyses $ 9,500 14 PHASE 2 Magnetometer and VLF electromagnetic, grid controlled surveys over the areas of interest determined by the Phase 1 survey. Included in this estimated cost is transportation, accommodations, board, grid installation, two geophysical surveys, maps and report 9,500 PHASE 3 Induced polarization survey over grid controlled anomalous areas of interest outlined by Phase 1&2 fieldwork. Hoe or bulldozer trenching, mapping and sampling of bedrock anomalies. Includes assays, detailed maps and reports 25,000 ------- Total $44,000 ======= If we are successful in raising the funds from our offering, we plan to commence Phase I of the exploration program on the claim in October 2009. We expect this phase to take 2 weeks to complete and an additional two months for the consulting geologist to receive the results of the surveys and prepare his report. The above program costs are management's estimates based upon the recommendations of the professional consulting geologist's report and the actual project costs may exceed our estimates. Following Phase I of the exploration program, if it proves successful in identifying mineral deposits, we intend to proceed with Phase II of our exploration program. The estimated cost of this program is $9,500 and will take approximately 10 days to complete and an additional two months for the consulting geologist to receive the results from the assay lab and prepare his report. Following Phase II of the exploration program, if it proves successful in identifying mineral deposits, we intend to proceed with Phase III of our exploration program if we are able to raise the funds necessary. The estimated cost of this program is $25,000 and will take approximately 4 weeks to complete and an additional two months for the consulting geologist to receive the results from the assay lab and prepare his report. We anticipate commencing Phase II of our exploration program in winter 2009, depending on whether Phase 1 program proves successful in identifying mineral deposits. Subject to financing, we anticipate commencing Phase III of our exploration program in early 2010, depending on whether Phase II program proves successful in identifying mineral deposits. We have a verbal agreement with James McLeod, P.Eng., the consulting geologist who prepared the geology report on our claim, to retain his services for our planned exploration program. We will require additional funding to proceed with Phase III and any subsequent work on the claims, we have no current plans on how to raise the additional funding. We cannot provide investors with any assurance that we will be able to raise sufficient funds to proceed with any work after the first two phases of the exploration program. OFF-BALANCE SHEET ARRANGEMENTS We have no off-balance sheet arrangements. 15 GOING CONCERN As of August 31, 2009 we had generated no revenues. We have been issued an opinion by our auditor that raises substantial doubt about our ability to continue as a going concern based on our current financial position. ITEM 4. CONTROLS AND PROCEDURES EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES Under the supervision and with the participation of our management, including our principal executive officer and the principal financial officer, we have conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the end of the period covered by this report. Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were effective such that the material information required to be included in our Securities and Exchange Commission reports is accumulated and communicated to our management, including our principal executive and financial officer, recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, particularly during the period when this report was being prepared. CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING There have been no changes in our internal control over financial reporting that occurred during the last fiscal quarter ended August 31, 2009 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 16 PART II - OTHER INFORMATION ITEM 6. EXHIBITS The following exhibits are included with this filing: Exhibit Number Description ------ ----------- 3(i) Articles of Incorporation* 3(ii) Bylaws* 31 Sec. 302 Certification of CEO/CFO 32 Sec. 906 Certification of CEO/CFO - ---------- * Included in our S-1 filing under Commission File Number 333-153168. SIGNATURES Pursuant to the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf in Upland, CA, by the undersigned, thereunto duly authorized on October 5, 2009. Laredo Mining, Inc, Registrant By: /s/ Nancy L. Farrell -------------------------------------------------- Nancy L. Farrell President, Secretary, Treasurer Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer and and Sole Director 17
EX-31 2 ex31.txt SECTION 302 CERTIFICATION EXHIBIT 31 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002) I, Nancy L. Farrell, certify that: 1. I have reviewed this Report on Form 10-Q of Laredo Mining, Inc..; 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. The other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) 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 5, 2009 By: /s/ Nancy L. Farrell --------------------------------------------------- Nancy L. Farrell Chief Executive Officer and Chief Financial Officer EX-32 3 ex32.txt SECTION 906 CERTIFICATION EXHIBIT 32 CERTIFICATION Pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002) In connection with the Report on Form 10-Q of Laredo Mining, Inc. (the "Company") for the period ended August 31, 2009, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), Nancy L. Farrell, as Chief Executive Officer and Chief Financial Officer of the Company, hereby certifies, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to ss.906 Of the Sarbanes-Oxley Act of 2002, that: (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 the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Date: October 5, 2009 By: /s/ Nancy L. Farrell ------------------------------------ Nancy L. Farrell Chief Executive Officer Chief Financial Officer This certification accompanies each Report pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of ss.18 of the Securities Exchange Act of 1934, as amended. A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
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