NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS
Apolo Gold & Energy, Inc., formerly known as Apolo Gold Inc., (hereinafter "the Company") was incorporated in March of 1997 under the laws of the State of Nevada primarily for the purpose of acquiring and developing mineral properties. The Company conducts operations primarily from its administrative offices in Vancouver, British Columbia, Canada. In 1997, the Company formed a subsidiary corporation, Compania Minera Apologold C.A., in Venezuela, which was originally used to acquire a Venezuelan mining property. The subsidiary has had no financial transactions since 2001 and is no longer active.
On April 16, 2002, the Company signed an agreement to enter into a joint venture to explore a mineral property (the “Napal Gold Property”) in Indonesia. Upon signing this agreement, the Company entered a new exploration stage and commenced exploration of the Napal Gold Property, which was not yet under production. In the year ended June 30, 2008, the Company abandoned the Napal Gold Property and its exploration efforts in Indonesia. As at June 30, 2013 and 2012 the Company does not have any mineral property interests. The Company is presently investigating new mineral property exploration and other energy related investments.
The Company’s year-end is June 30th.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This summary of significant accounting policies is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements.
Accounting Method
The Company uses the accrual basis of accounting, in accordance with accounting principles generally accepted in the United States of America.
Basic and Diluted Loss Per Share
Loss per share was computed by dividing the net loss by the weighted average number of shares outstanding during the period. The weighted average number of shares was calculated by taking the number of shares outstanding and weighting them by the amount of time that they were outstanding. Basic and diluted loss per share are the same, as inclusion of common stock equivalents would be anti-dilutive.
Cash and Cash Equivalents
The Company considers all short-term debt securities purchased with maturity of three months or less to be cash equivalents. As at June 30, 2013 and 2012, the Company does not have any cash equivalents.
APOLO GOLD & ENERGY, INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
Comprehensive Income
In accordance with FASB ASC Topic 220
Comprehensive Income
, comprehensive income consists of net income and other gains and losses affecting stockholder’s equity that are excluded from net income, such as unrealized gains and losses on investments available for sale, foreign currency translation gains and losses when the Company has a functional currency other than U.S. dollars, and minimum pension liability. For the year ended June 30, 2013 and 2012 the Company’s financial statements include none of the additional elements that affect comprehensive income. Accordingly, net income and comprehensive income are identical.
Concentration of Risk
The Company maintains its cash account in one commercial bank in Vancouver, British Columbia, Canada. The account is insured up to a maximum of $100,000.
The Company is not exposed to significant interest, credit or currency risk due to the short term nature of its financial instruments.
Derivative Instruments
The Company as adopted FASB ASC Topic 815
Derivates and Hedging,
which establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, and for hedging activities. They require that an entity recognize all derivatives as either assets or liabilities in the balance sheet and measure those instruments at fair value.
If certain conditions are met, a derivative may be specifically designated as a hedge, the objective of which is to match the timing of gain or loss recognition on the hedging derivative with the recognition of (i) the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk or (ii) the earnings effect of the hedged forecasted transaction. For a derivative not designated as a hedging instrument, the gain or loss is recognized in income in the period of change.
Historically, the Company has not entered into derivatives contracts to hedge existing risks or for speculative purposes. At June 30, 2013 and 2012, the Company has not engaged in any transactions that would be considered derivative instruments or hedging activities.
Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
APOLO GOLD & ENERGY, INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
Exit or Disposal Activities
The Company has adopted FASB ASC Topic 420
Exit or Disposal Cost Obligations
, which addresses significant issues regarding the recognition, measurement, and reporting of costs associated with exit and disposal activities, including restructuring activities, as well as addresses recognition of certain costs related to terminating a contract that is not a capital lease, costs to consolidate facilities or relocate employees, and termination benefits provided to employees that are involuntarily terminated under the terms of a one-time benefit arrangement that is not an ongoing benefit arrangement or an individual deferred-compensation contract. There have been no exit or disposal activities during the years ended June 30, 2013 and 2012.
Exploration Stage
The Company began a new exploration stage on April 16, 2002 at which time it commenced the exploration of the Napal Gold Property, including a drilling program. In the year ended June 30, 2008, the Company abandoned the Napal Gold Property and its exploration efforts in Indonesia. As at June 30, 2013 and 2012 the Company does not have any mineral property interests. The Company is presently investigating new mineral property exploration and development investments.
Fair Value of Financial Instruments
A fair value hierarchy was established that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
Level 1: classification is applied to any asset or liability that has a readily available quoted market price from an active market where there is significant transparency in the executed/quoted price. As at June 30, 2013 and 2012 the Company has classified cash as being a Level 1 fair value financial instrument.
Level 2: classification is applied to assets and liabilities that have evaluated prices where the data inputs to these valuations are observable either directly or indirectly, but do not represent quoted market prices from an active market. As at June 30, 2013 and 2012 the Company did not have any Level 2 fair value financial instruments.
Level 3: classification is applied to assets and liabilities when prices are not derived from existing market data and requires us to develop our own assumptions about how market participants would price the asset or liability. As at June 30, 2013 and 2012 the Company classified its loans payable, related parties as being a Level 3 fair value financial instrument.
The carrying amounts for cash, accounts payable and accrued liabilities and loans payable to related parties approximate their fair value due to their short term nature.
Foreign Currency Translation
The Company’s functional currency is the U.S. dollar. Assets and liabilities of the Company’s foreign operations are translated into U.S. dollars at the period-end exchange rates, and revenue and expenses are translated at the average exchange rates during the period. Realized gains and losses from foreign currency transactions are reflected in the results of operations.
APOLO GOLD & ENERGY, INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
Going Concern
As shown in the financial statements, the Company incurred a net loss of $30,620 for the year ended June 30, 2013 (2012 - $35,912) and has an accumulated deficit of $7,676,291 (2012 - $7,645,671), no revenues, and limited cash resources as at June 30, 2013 and 2012.
These factors raise substantial doubt that the Company may be able to continue as a going concern. The financial statements do not include any adjustments related to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue as a going concern. The Company’s management is actively seeking additional capital and management believes that new properties can ultimately be developed to enable the Company to continue its operations. However, there are inherent uncertainties in mining operations and management cannot provide assurances that it will be successful in its endeavors. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Impaired Asset Policy
The Company applies the provisions of FASB ASC Topic 360,
Property, Plant, and Equipment
, and FASB ASC Topic 205
Presentation of Financial Statements
, which addresses financial accounting and reporting for the impairment or disposal of long-lived assets. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the future net cash flows estimated by the Company to be generated by such assets. If such assets are considered to be impaired, the impairment to be recognized is the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of by sale are recorded as held for sale at the lower of carrying value or estimated net realizable value. As of June 30, 2013 and 2012 no impairment was considered necessary. During the year ended June 30, 2008, the Company had abandoned its mining equipment resulting from discontinued exploration operations in Indonesia.
Mineral Exploration and Development Costs
All exploration expenditures are expensed as incurred. Significant property acquisition payments for active exploration properties are capitalized. If no ore body able to be mined is discovered, previously capitalized costs are expensed in the period the property is abandoned.
Expenditures to develop new mines, to define further mineralization in existing ore bodies, and to expand the capacity of operating mines are capitalized and amortized on a units-of-production basis over proven and probable reserves. Should a property be abandoned, its capitalized costs are charged to operations. The Company charges to operations the allocable portion of capitalized costs attributable to properties sold. Capitalized costs are allocated to properties sold based on the proportion of claims sold to the claims remaining within the project area.
Provision for Taxes
Income taxes are provided based upon the liability method of accounting pursuant to FASB ASC Topic 740
Income Taxes
(“ASC 740”). Under this approach, deferred income taxes are recorded to reflect the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year-end. A valuation allowance is recorded against deferred tax assets if management does not believe the Company has met the “more likely than not” standard imposed by ASC 740 to allow recognition of such an asset.
APOLO GOLD & ENERGY, INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
At June 30, 2013, the Company had net deferred tax assets calculated at an expected rate of 25.00% (2012 – 25.80%) of approximately $1,921,000 (2012 - $1,975,000) principally arising from approximate net operating loss carry forward for income tax purposes, which expire in the years 2017 through 2033. As management of the Company cannot determine that it is more likely than not that the Company will realize the benefit of the net deferred tax asset, a valuation allowance equal to the net deferred tax asset has been recorded. The significant components of the deferred tax asset at June 30, 2013 and June 30, 2012 were as follows:
|
|
June 30, 2013
|
|
|
June 30, 2012
|
|
|
|
|
|
|
|
|
Net operating loss carry forward
|
|
$
|
7,685,000
|
|
|
$
|
7,654,000
|
|
|
|
|
|
|
|
|
|
|
Deferred tax asset
|
|
$
|
1,921,000
|
|
|
$
|
1,975,000
|
|
Deferred tax asset valuation allowance
|
|
|
(1,921,000
|
)
|
|
|
(1,975,000
|
)
|
Net deferred tax asset
|
|
$
|
-
|
|
|
$
|
-
|
|
The change in the allowance account from June 30, 2012 to June 30, 2013 was approximately $54,000 (2012 - $121,000)..
|
|
June 30, 2013
|
|
|
June 30, 2012
|
|
Statutory rate
|
|
|
25.00
|
%
|
|
|
25.80
|
%
|
|
|
|
|
|
|
|
|
|
Income taxes recovered at the effective tax rate
|
|
$
|
7,500
|
|
|
$
|
9,000
|
|
|
|
|
|
|
|
|
|
|
Temporary timing differences:
|
|
|
-
|
|
|
|
-
|
|
Permanent timing differences:
|
|
|
-
|
|
|
|
-
|
|
Change in tax rate:
|
|
|
(61,500
|
)
|
|
|
(130,000
|
)
|
Change in valuation allowance:
|
|
|
54,000
|
|
|
|
121,000
|
|
Income tax recovery (expense) recognized in year
|
|
$
|
-
|
|
|
$
|
-
|
|
APOLO GOLD & ENERGY, INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
Reclamation Costs
Reclamation costs that related to current operations are charged to operations or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations, and which do not contribute to current or future revenue generation, are charged to operations. Liabilities are recorded when environmental assessments and/or remedial efforts are probable, and the cost can be reasonably estimated. Generally, the timing of these accruals coincides with the earlier of completion of a feasibility study or the Company’s commitments to plan of action based on the then known facts. The Company has determined that it does not have any reclamation costs as at June 30, 2013 and 2012.
Recent Accounting Pronouncements
Recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA, and the SEC did not, or are not believed by management to, have a material impact on our present or future financial statements.
Revenue Recognition
Sales are recorded when minerals are delivered to the purchaser.
The Company records revenue arising from the leasing or optioning of its mineral properties when it has a written contract with the lessee/optionee and reasonable assurance exists regarding measurement and collectability. The revenue is recognized as it accrues in accordance with the terms of the relevant agreement, and is first allocated against the carrying amount of mineral exploration and development costs retained, with any excess included in profit and loss.
Stock-Based Compensation
The Company has adopted FASB ASC Topic 505,
Equity
, and FASB ASC Topic 718,
Compensation – Stock Compensation
to account for its stock options and similar equity instruments issued. Accordingly, compensation costs attributable to stock options or similar equity instruments granted are measured at the fair value at the grant date, and expensed over the expected vesting period. Transactions in which goods or services are received from non-employees in exchange for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable.
APOLO GOLD & ENERGY, INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
NOTE 3 – RELATED PARTY TRANSACTIONS
As at June 30, 2013, the loans payable to related parties of $86,399 (2012 - $59,629) are due to a director of the Company. During the year ended June 30, 2013, the director advanced loans in the amount of $26,770 (2012 - $45,542), These loans are non-interest bearing, unsecured and have no stated terms of repayment.
In the fiscal 2013 year, consulting fees of $6,000 to an officer were recognized in operations for services rendered (2012- $15,000 to an officer).
NOTE 4 – PREFERRED STOCK
The Company’s directors authorized 25,000,000 preferred shares with a par value of $0.001. The preferred shares will have rights and preferences set from time to time by the Board of Directors. As of June 30, 2013 and 2012, the Company has no preferred shares issued and outstanding.
NOTE 5 – COMMON STOCK
The common shares have equal voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.
There were no stock options, warrants or other potentially dilutive securities outstanding as at June 30, 2013 and June 30, 2012.
The Company’s policy is to record stock at its fair market value on the date of issuance.
NOTE 6– COMMITMENTS AND CONTINGENCIES
Compliance with Environmental Regulations
The Company’s mining activities are subject to laws and regulations controlling not only the exploration and mining of mineral properties, but also the effect of such activities on the environment. Compliance with such laws and regulations may necessitate additional capital outlays, affect the economics of a project, and cause changes or delays in the Company’s activities.
Foreign Operations
The Company’s balance sheet at June 30, 2013 includes $417 of cash in Canada (2012 - $314). Although Canada is considered economically stable, it is always possible that unanticipated events in foreign countries could disrupt the Company’s operations.