UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
Form 10-Q
(Mark One)
☒ QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the quarterly period ended
June 30, 2020
Or
☐ TRANSITION REPORT
UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the transition period from
________________to ________________
Commission File Number
000-54332
LITHIUM CORPORATION
|
(Exact name of
registrant as specified in its charter)
|
Nevada
|
|
98-0530295
|
(State or other
jurisdiction of
incorporation or
organization)
|
|
(IRS Employer
Identification No.)
|
|
|
|
1031 Railroad
St. Ste. 102B, Elko, Nevada
|
|
89801
|
(Address of principal
executive offices)
|
|
(Zip Code)
|
(775)
410-5287
(Registrant’s telephone
number, including area code)
(Former name, former
address and former fiscal year, if changed since last report)
Securities registered pursuant to Section
12(b) of the Act:
Title of each class
|
|
Trading Symbol(s)
|
|
Name of exchange on
which registered
|
Common Stock
|
|
LTUM
|
|
N/A
|
Indicate by check mark
whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 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 past 90 days. Yes
☒ No ☐
Indicate by check mark
whether the registrant has submitted electronically every
Interactive Data File required to be submitted pursuant to Rule 405
of Regulation S-T (§232.405 of this chapter) during the preceding
12 months (or for such shorter period that the registrant was
required to submit such files). Yes ☒ No
☐
Indicate by check mark
whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, a smaller reporting company, or an
emerging growth company. See the definitions of “large accelerated
filer,” “accelerated filer,” “smaller reporting company,” and
“emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
|
☐
|
Accelerated filer
|
☐
|
Non-Accelerated filer
|
☒
|
Smaller reporting company
|
☒
|
|
|
Emerging growth
company
|
☐
|
If an emerging growth
company, indicate by check mark if the registrant has elected not
to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section
13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No ☒
APPLICABLE ONLY TO
ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:
Indicate by check mark
whether the registrant has filed all documents and reports required
to be filed by Sections 12, 13 or 15(d) of the Securities Exchange
Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court. Yes ☐ No
☐
APPLICABLE ONLY TO
CORPORATE ISSUERS:
Indicate the number of shares outstanding of
each of the issuer’s classes of common stock, as of the latest
practicable date. 95,651,644 common shares issued and outstanding
as of August 14, 2020.
LITHIUM
CORPORATION
FORM
10-Q
TABLE OF
CONTENTS
PART I - FINANCIAL
INFORMATION
Item 1. Financial Statements
Our unaudited interim
financial statements for the six month period ended June 30, 2020
form part of this quarterly report. They are stated in United
States Dollars (US$) and are prepared in accordance with United
States Generally Accepted Accounting Principles.
LITHIUM Corporation
Balance Sheets
ASSETS
|
|
|
June
30, 2020
(unaudited)
|
|
|
December 31,
2019
|
|
CURRENT ASSETS
|
|
|
|
|
|
|
Cash
|
|
$ |
266,653 |
|
|
$ |
346,260 |
|
Deposits
|
|
|
700 |
|
|
|
700 |
|
Prepaid expenses
|
|
|
14,504 |
|
|
|
20,504 |
|
Total Current Assets
|
|
|
281,857 |
|
|
|
367,464 |
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS
|
|
$ |
281,857 |
|
|
$ |
367,464 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|
LIABILITIES
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES
|
|
|
|
|
|
|
|
|
Accounts payable and accrued
liabilities
|
|
$ |
12,701 |
|
|
$ |
16,909 |
|
|
|
|
|
|
|
|
|
|
TOTAL CURRENT LIABILITIES
|
|
|
12,701 |
|
|
|
16,909 |
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES
|
|
|
12,701 |
|
|
|
16,909 |
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
Common stock, 3,000,000,000
shares authorized, par value $0.001; 95,651,644 and 95,651,644
common shares outstanding, respectively
|
|
|
95,652 |
|
|
|
95,652 |
|
Additional paid in capital
|
|
|
4,322,347 |
|
|
|
4,322,347 |
|
Additional paid in capital -
options
|
|
|
191,513 |
|
|
|
191,513 |
|
Additional paid in capital -
warrants
|
|
|
369,115 |
|
|
|
369,115 |
|
Accumulated deficit
|
|
|
(4,709,471 |
) |
|
|
(4,628,072 |
) |
|
|
|
|
|
|
|
|
|
TOTAL STOCKHOLDERS' EQUITY
|
|
|
269,156 |
|
|
|
350,555 |
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY
|
|
$ |
281,857 |
|
|
$ |
367,464 |
|
The
accompanying notes are an integral part of these financial
statements.
LITHIUM Corporation
Statements of Operations
(unaudited)
|
|
Three Months
Ended
June 30, 2020
|
|
|
Three Months
Ended
June 30, 2019
|
|
|
Six
Months
Ended
June 30, 2020
|
|
|
Six
Months
Ended
June 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
REVENUE
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING
EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional fees
|
|
|
6,901 |
|
|
|
6,839 |
|
|
|
18,551 |
|
|
|
19,989 |
|
Exploration expenses
|
|
|
4,139 |
|
|
|
7,078 |
|
|
|
4,139 |
|
|
|
7,078 |
|
Consulting fees - related
party
|
|
|
18,000 |
|
|
|
30,000 |
|
|
|
40,500 |
|
|
|
60,000 |
|
Insurance expense
|
|
|
- |
|
|
|
1,734 |
|
|
|
- |
|
|
|
6,935 |
|
Investor relations
|
|
|
- |
|
|
|
19,526 |
|
|
|
- |
|
|
|
37,389 |
|
Transfer agent and filing
fees
|
|
|
4,548 |
|
|
|
2,571 |
|
|
|
9,113 |
|
|
|
7,282 |
|
Travel
|
|
|
55 |
|
|
|
439 |
|
|
|
3,138 |
|
|
|
886 |
|
General and administrative
expenses
|
|
|
2,583 |
|
|
|
3,223 |
|
|
|
5,958 |
|
|
|
5,471 |
|
TOTAL OPERATING EXPENSES
|
|
|
36,226 |
|
|
|
71,410 |
|
|
|
81,399 |
|
|
|
145,030 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LOSS FROM OPERATIONS
|
|
|
(36,226 |
) |
|
|
(71,410 |
) |
|
|
(81,399 |
) |
|
|
(145,030 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER INCOME (EXPENSES)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain (Loss) on sale of
marketable securities
|
|
|
- |
|
|
|
(919 |
) |
|
|
- |
|
|
|
(919 |
) |
Gain on sale of mineral
property
|
|
|
- |
|
|
|
443,308 |
|
|
|
- |
|
|
|
443,308 |
|
Loss on investment
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(10,000 |
) |
Interest income
|
|
|
- |
|
|
|
38 |
|
|
|
- |
|
|
|
140 |
|
TOTAL OTHER INCOME
(EXPENSE)
|
|
|
- |
|
|
|
442,427 |
|
|
|
- |
|
|
|
432,529 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INCOME (LOSS) BEFORE
INCOME TAXES
|
|
|
(36,226 |
) |
|
|
371,017 |
|
|
|
(81,399 |
) |
|
|
287,499 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PROVISION FOR INCOME
TAXES
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME
(LOSS)
|
|
$ |
(36,226 |
) |
|
$ |
371,017 |
|
|
$ |
(81,399 |
) |
|
$ |
287,499 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME (LOSS) PER
SHARE: BASIC AND DILUTED
|
|
$ |
(0.00 |
) |
|
$ |
0.00 |
|
|
$ |
(0.00 |
) |
|
$ |
0.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING: BASIC AND DILUTED
|
|
|
95,651,644 |
|
|
|
95,651,644 |
|
|
|
95,651,644 |
|
|
|
95,651,644 |
|
The
accompanying notes are an integral part of these financial
statements.
LITHIUM Corparation
Statements of Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
|
Additional
|
|
|
Additional
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional
|
|
|
Paid-in
|
|
|
Paid-in
|
|
|
Other
|
|
|
|
|
|
Total
|
|
|
|
Common Stock
|
|
|
Paid-in
|
|
|
Capital -
|
|
|
Capital -
|
|
|
Comprehensive
|
|
|
Accumulated
|
|
|
Stockholders'
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Warrants
|
|
|
Options
|
|
|
Loss
|
|
|
Deficit
|
|
|
Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2018
|
|
|
95,651,644 |
|
|
$ |
95,652 |
|
|
$ |
4,322,347 |
|
|
$ |
369,115 |
|
|
$ |
191,513 |
|
|
$ |
(771 |
) |
|
$ |
(4,408,175 |
) |
|
$ |
569,681 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized loss on sale of
marketable securities
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
771 |
|
|
|
- |
|
|
|
771 |
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(219,897 |
) |
|
|
(219,897 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2019
|
|
|
95,651,644 |
|
|
|
95,652 |
|
|
|
4,322,347 |
|
|
|
369,115 |
|
|
|
191,513 |
|
|
|
- |
|
|
|
(4,628,072 |
) |
|
|
350,555 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(81,399 |
) |
|
|
(81,399 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, June 30, 2020
(unaudited)
|
|
|
95,651,644 |
|
|
$ |
95,652 |
|
|
$ |
4,322,347 |
|
|
$ |
369,115 |
|
|
$ |
191,513 |
|
|
$ |
- |
|
|
$ |
(4,709,471 |
) |
|
$ |
269,156 |
|
The
accompanying notes are an integral part of these financial
statements.
LITHIUM Corporation
Statements of Cash Flows
(unaudited)
|
|
Six
Months Ended
June 30,
2020
|
|
|
Six
Months Ended
June 30,
2019
|
|
CASH FLOWS FROM OPERATING
ACTIVITIES:
|
|
|
|
|
|
|
Net income (loss) for the
period
|
|
$ |
(81,399 |
) |
|
$ |
287,499 |
|
Adjustment to reconcile net income to net
cash used in operating activities
|
|
|
|
|
|
|
|
|
Loss on investment in Summa,
LLC
|
|
|
- |
|
|
|
10,000 |
|
Loss on sale of marketable
securities
|
|
|
- |
|
|
|
919 |
|
Gain on sale of mineral
property
|
|
|
- |
|
|
|
(443,308 |
) |
Changes in assets and liabilities:
|
|
|
|
|
|
|
|
|
Decrease in prepaid expenses
|
|
|
6,000 |
|
|
|
52,227 |
|
Increase (decrease) in accounts
payable and accrued liabilities
|
|
|
(4,208 |
) |
|
|
2,539 |
|
Net Cash Used in Operating Activities
|
|
|
(79,607 |
) |
|
|
(90,124 |
) |
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING
ACTIVITIES:
|
|
|
|
|
|
|
|
|
Cash paid for investment in
Summa, LLC
|
|
|
- |
|
|
|
(10,000 |
) |
Cash from sale of marketable
securities
|
|
|
- |
|
|
|
623 |
|
Net Cash Provided by (Used in) Investing
Activities
|
|
|
- |
|
|
|
(9,377 |
) |
|
|
|
|
|
|
|
|
|
Decrease in cash
|
|
|
(79,607 |
) |
|
|
(99,501 |
) |
Cash, beginning of period
|
|
|
346,260 |
|
|
|
555,029 |
|
Cash, end of period
|
|
$ |
266,653 |
|
|
$ |
455,528 |
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL CASH FLOW
INFORMATION:
|
|
|
|
|
|
|
|
|
Cash paid for interest
|
|
$ |
- |
|
|
$ |
- |
|
Cash paid for income taxes
|
|
$ |
- |
|
|
$ |
- |
|
The
accompanying notes are an integral part of these financial
statements.
Lithium
Corporation
Notes to the Financial
Statements
June 30, 2020
(unaudited)
Note 1 -
Summary of Significant Accounting Policies
Lithium Corporation
(formerly Utalk Communications Inc.) (the “Company”) was
incorporated on January 30, 2007 under the laws of Nevada. On
September 30, 2009, Utalk Communications Inc. changed its name to
Lithium Corporation.
Nevada Lithium
Corporation was incorporated on March 16, 2009 under the laws of
Nevada under the name Lithium Corporation. On September 10, 2009,
the Company amended its articles of incorporation to change its
name to Nevada Lithium Corporation. By agreement dated October 9,
2009 Nevada Lithium Corporation and Lithium Corporation amalgamated
as Lithium Corporation. Lithium Corporation is engaged in the
acquisition and development of certain lithium interests in the
state of Nevada, and battery or Tech metals prospects in British
Columbia and is currently in the exploration stage.
Accounting
Basis
The Company uses the
accrual basis of accounting and accounting principles generally
accepted in the United States of America (“GAAP” accounting). The
Company has adopted a December 31 fiscal year end.
Cash and Cash
Equivalents
Cash includes cash on
account, demand deposits, and short-term instruments with
maturities of three months or less.
Concentrations of
Credit Risk
The Company maintains
its cash in bank deposit accounts, the balances of which at times
may exceed federally insured limits. The Company continually
monitors its banking relationships and consequently has not
experienced any losses in such accounts. The Company believes it is
not exposed to any significant credit risk on cash and cash
equivalents.
Use of
Estimates
The preparation of
financial statements in conformity with generally accepted
accounting principles 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 amount of
revenues and expenses during the reporting period. Actual results
could differ from those estimates.
Revenue
Recognition
Effective January 1, 2018, the Company adopted
ASC 606 — Revenue from Contracts with Customers. Under ASC 606, the
Company recognizes revenue from the commercial sales of products,
licensing agreements and contracts to perform pilot studies by
applying the following steps: (1) identify the contract with a
customer; (2) identify the performance obligations in the contract;
(3) determine the transaction price; (4) allocate the transaction
price to each performance obligation in the contract; and (5)
recognize revenue when each performance obligation is satisfied.
For the comparative periods, revenue has not been adjusted and
continues to be reported under ASC 605 — Revenue Recognition. Under
ASC 605, revenue is recognized when the following criteria are met:
(1) persuasive evidence of an arrangement exists; (2) the
performance of service has been rendered to a customer or delivery
has occurred; (3) the amount of fee to be paid by a customer is
fixed and determinable; and (4) the collectability of the fee is
reasonably assured.
There was no impact on
the Company’s financial statements as a result of adopting Topic
606 for the six months ended June 30, 2020 and 2019, or the twelve
months ended December 31, 2019.
Income per
Share
Basic income per share
is computed by dividing loss available to common shareholders by
the weighted average number of common shares outstanding during the
period. The computation of diluted earnings per share assumes the
conversion, exercise or contingent issuance of securities only when
such conversion, exercise or issuance would have a dilutive effect
on earnings per share. The dilutive effect of convertible
securities is reflected in diluted earnings per share by
application of the “if converted” method. In the periods in which a
loss is incurred, the effect of potential issuances of shares under
options and warrants would be anti-dilutive, and therefore basic
and diluted losses per share are the same. The Company did not have
any dilutive securities for the periods ended June 30, 2020 and
2019.
Income Taxes
The asset and liability
approach is used to account for income taxes by recognizing
deferred tax assets and liabilities for the expected future tax
consequences of temporary differences between the carrying amounts
and the tax basis of assets and liabilities.
Financial
Instruments
The Company’s financial
instruments consist of cash, deposits, prepaid expenses, and
accounts payable and accrued liabilities. Unless otherwise noted,
it is management’s opinion that the Company is not exposed to
significant interest, currency or credit risks arising from these
financial instruments. Because of the short maturity and capacity
of prompt liquidation of such assets and liabilities, the fair
value of these financial instruments approximate their carrying
values, unless otherwise noted.
Mineral
Properties
Costs of exploration,
carrying and retaining unproven mineral lease properties are
expensed as incurred. Mineral property acquisition costs are
capitalized including licenses and lease payments. Although the
Company has taken steps to verify title to mineral properties in
which it has an interest, these procedures do not guarantee the
Company’s title. Such properties may be subject to prior agreements
or transfers and title may be affected by undetected defects.
Impairment losses are recorded on mineral properties used in
operations when indicators of impairment are present and the
undiscounted cash flows estimated to be generated by those assets
are less than the assets’ carrying amount.
Optioned
Properties
Properties under the
Company’s ownership which have been optioned to a third party are
deemed the Company’s property until all obligations under an option
agreement are met, at which point the ownership of the property
transfers to the third party. All non-refundable payments received
prior to all obligations under an option agreement being met are
considered liabilities until such time all obligations have been
met, at which time ownership of the property transfers to the third
party and the Company includes option payments into its statement
of operations.
Recent Accounting
Pronouncements
In January 2016, the Financial Accounting
Standards Board (“FASB”), issued Accounting Standards Update
(“ASU”) 2016-01, “Financial Instruments-Overall (Subtopic 825-10):
Recognition and Measurement of Financial Assets and Financial
Liabilities,” which amends the guidance in U.S. generally accepted
accounting principles on the classification and measurement of
financial instruments. Changes to the current guidance primarily
affect the accounting for equity investments, financial liabilities
under the fair value option, and the presentation and disclosure
requirements for financial instruments. In addition, the ASU
clarifies guidance related to the valuation allowance assessment
when recognizing deferred tax assets resulting from unrealized
losses on available-for-sale debt securities.
In May 2017, the Financial Accounting Standards
Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-09,
Compensation-Stock Compensation (Topic 718): Scope of
Modification Accounting , which clarifies when a change to the
terms or conditions of a share-based payment award must be
accounted for as a modification. The new guidance requires
modification accounting if the fair value, vesting condition or the
classification of the award is not the same immediately before and
after a change to the terms and conditions of the award.
In February 2016, the FASB issued ASU 2016-02,
“Leases” Topic 842, which amends the guidance in former ASC Topic
840, Leases. The new standard increases transparency and
comparability most significantly by requiring the recognition by
lessees of right-of-use (“ROU”) assets and lease liabilities on the
balance sheet for all leases longer than 12 months. Under the
standard, disclosures are required to meet the objective of
enabling users of financial statements to assess the amount,
timing, and uncertainty of cash flows arising from leases. For
lessees, leases will be classified as finance or operating, with
classification affecting the pattern and classification of expense
recognition in the income statement. The Company adopted the new lease guidance
effective January 1, 2019. The Company only has one lease in
effect; its office lease located in Elko, Nevada. The lease rate is
350/month and is on a month to month term. The office lease is
insignificant to the financial presentation of the Company,
therefore, it is not shown on the Company’s financial statements.
The Company has adopted the modified retrospective approach
therefore the Company has no plans of restating prior periods and
that there is no asset or liability currently.
Note 2 – Going
Concern
As reflected in the accompanying financial
statements, the Company has a working capital of $269,156 as at
June 30, 2020 (December 31, 2019: $350,555) and has used $79,607
(2019: $53,759) of cash in operations for the six months ended June
30, 2020. This raises substantial doubt about its ability to
continue as a going concern. The ability of the Company to continue
as a going concern is dependent on the Company’s ability to raise
additional capital and implement its business plan. The financial
statements do not include any adjustments that might be necessary
if the Company is unable to continue as a going concern.
Management believes that actions presently being
taken to obtain additional funding and implement its strategic
plans provide the opportunity for the Company to continue as a
going concern.
Note 3
– Fair Value of Financial Instruments
Under FASB ASC
820-10-5, fair value is defined as the price that would be received
to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date (an
exit price). The standard outlines a valuation framework and
creates a fair value hierarchy in order to increase the consistency
and comparability of fair value measurements and the related
disclosures. Under GAAP, certain assets and liabilities must be
measured at fair value, and FASB ASC 820-10-50 details the
disclosures that are required for items measured at fair value.
The Company has certain
financial instruments that must be measured under the new fair
value standard. The Company’s financial assets and liabilities are
measured using inputs from the three levels of the fair value
hierarchy. The three levels are as follows:
|
-
|
Level 1 - Inputs are unadjusted
quoted prices in active markets for identical assets or liabilities
that the Company has the ability to access at the measurement
date. |
|
|
|
|
-
|
Level 2 - Inputs include
quoted prices for similar assets and liabilities in active markets,
quoted prices for identical or similar assets or liabilities in
markets that are not active, inputs other than quoted prices that
are observable for the asset or liability (e.g., interest rates,
yield curves, etc.), and inputs that are derived principally from
or corroborated by observable market data by correlation or other
means (market corroborated inputs). |
|
|
|
|
-
|
Level 3 - Unobservable inputs that reflect our
assumptions about the assumptions that market participants would
use in pricing the asset or liability. |
The following schedule
summarizes the valuation of financial instruments at fair value on
a recurring basis in the balance sheets as of June 30, 2020 and
December 31, 2019, respectively:
|
|
Fair Value
Measurements at June 30, 2020
|
|
|
|
Level
1
|
|
|
Level
2
|
|
|
Level
3
|
|
Assets
|
|
|
|
|
|
|
|
|
|
Cash
|
|
$ |
266,653 |
|
|
$ |
- |
|
|
$ |
- |
|
Total Assets
|
|
|
266,653 |
|
|
|
- |
|
|
|
- |
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
$ |
266,653 |
|
|
$ |
- |
|
|
$ |
- |
|
|
|
Fair Value
Measurements at December 31, 2019
|
|
|
|
Level
1
|
|
|
Level
2
|
|
|
Level
3
|
|
Assets
|
|
|
|
|
|
|
|
|
|
Cash
|
|
$ |
346,260 |
|
|
$ |
- |
|
|
$ |
- |
|
Total Assets
|
|
|
346,260 |
|
|
|
- |
|
|
|
- |
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
$ |
346,260 |
|
|
$ |
- |
|
|
$ |
- |
|
Note 4 -
Prepaid Expenses
Prepaid expenses consisted of the following
at June 30, 2020 and December 31, 2019:
|
|
June
30,
2020
|
|
|
December
31,
2018
|
|
Bonds
|
|
$ |
9,381 |
|
|
$ |
9,381 |
|
Transfer agent fees and filing fees
|
|
|
5,123 |
|
|
|
11,123 |
|
Total prepaid expenses
|
|
$ |
14,504 |
|
|
$ |
20,504 |
|
Note 5 -
Mineral Properties
Yeehaw and
Melissa Properties
On March 17, 2017, the Company entered into an
agreement whereby the Company has the option to acquire mineral
properties in Revelstoke, British Columbia. To acquire the
properties, the Company must issue 1,000,000 common shares on March
1, 2017 (issued) and 400,000 common shares (issued) on the
anniversary of the agreement. The properties are subject to a 1%
NSR, which may be purchased by the Company for $500,000. During the
year-ended December 31, 2019, the Company recorded a $217,668
allowance for the properties and has a net book value of
$Nil.
Fish Lake
Property
The Company purchased a
100% interest in the Fish Lake property by making staged payments
of $350,000 worth of common stock. Title to the pertinent claims
was transferred to the Company through quit claim deed dated June
1, 2011, and this quit claim was recorded at the county level on
August 3, 2011 and at the BLM on August 4, 2011. Quarterly stock
disbursements were made on the following schedule:
1st
Disbursement: Within 10 days of signing agreement (paid)
2nd
Disbursement: within 10 days of June 30, 2009 (paid)
3rd
Disbursement: within 10 days of December 30, 2009 (paid)
4th
Disbursement: within 10 days of March 31, 2010 (paid)
5th
Disbursement: within 10 days of June 30, 2010 (paid)
6th
Disbursement: within 10 days of September 30, 2010 (paid)
7th
Disbursement: within 10 days of December 31, 2010 (paid)
8th
Disbursement: within 10 days of March 31, 2011 (paid)
During the year-ended
December 31, 2019, the Company recorded a $159,859 allowance for
the properties and has a net book value of $Nil.
On March 10, 2016, the
Company entered into an agreement with respect to the Fish Lake
Property whereby the purchaser may earn an 80% interest in the
property for payments of $300,000, 80,000 shares (post 10:1
rollback and 2:1 split) and work performed on the property over the
next three years totaling $1,100,000 and $30,000 reimbursement of
costs relating to the property. Should these terms be met, the
purchaser has the ability to purchase the remaining 20% of the
property for $1,000,000. The Company shall retain a 2.5% NSR on the
property should they sell 100% of their interest.
As of June 30, 2020, the Company has received
$330,000 and 240,000 common shares (valued at $112,267) in relation
to the option agreement. The $443,308 had been recorded as a
liability against the property until either the purchaser returns
the property to the Company or the purchaser has met all the
obligations associated with the agreement, at which time the
liability will be charged to the statement of operations. During
the year-ended December 31, 2019, the property was returned to the
Company and $443,308 was taken into income.
Staked
Properties
The Company has staked
claims with various registries as summarized below:
Name
|
|
Claims
|
|
|
Cost
|
|
|
Impairment
|
|
|
Net Carry
Value
|
|
San Emidio
|
|
|
20
(1,600acres) |
|
|
$ |
11,438 |
|
|
$ |
(11,438 |
) |
|
$ |
0 |
|
BC Sugar
|
|
|
8019.41
(hectares) |
|
|
$ |
21,778 |
|
|
|
(21,778 |
) |
|
$ |
0 |
|
The Company performs an
impairment test on an annual basis to determine whether a
write-down is necessary with respect to the properties. The Company
believes no circumstances have occurred and no evidence has been
uncovered that warrant a write-down of the mineral properties other
than those abandoned by management and thus included in write-down
of mineral properties.
On May 3, 2016, the
Company entered into an agreement with respect to the San Emidio
Property whereby the purchaser could have earned an 80% interest in
the property for payments of $100,000, 30,000 shares (post 10:1
rollback and 2:1 split) and work performed on the property over the
next three years totaling $600,000. Should these terms had been
met, the purchaser had the ability to purchase the remaining 20% of
the property for $1,000,000 in which case te Company would have
retained a 2.5% NSR on the property.
During the fiscal year
2019, the Company has received $100,000 and 40,000 common shares
(valued at $102,901) in relation to the option agreement. The
Company recorded $202,901 as a liability against the property until
either the purchaser returns the property to the Company or the
purchaser has met all the obligations associated with the
agreement, at which time the liability will be charged to the
statement of operations. During the year ended December 31, 2018,
the Company received notification that the purchaser had returned
the property and, as such, $202,901 was taken into income.
Note 6 –
Allowance for Optioned Properties
Fish Lake
Valley
On March 10, 2016, the
Company entered into an agreement with respect to the Fish Lake
Property whereby the purchaser may earn an 80% interest in the
property for payments of $300,000, 80,000 shares (post 10:1
rollback and 2:1 split) and work performed on the property over the
next three years totaling $1,100,000 and $30,000 reimbursement of
costs relating to the property. Should these terms be met, the
purchaser has the ability to purchase the remaining 20% of the
property for $1,000,000. The Company shall retain a 2.5% NSR on the
property should they sell 100% of their interest.
As of June 30, 2020,
the Company has received $330,000 and 240,000 common shares (valued
at $113,308) in relation to the option agreement. The Company
recorded $443,308 as a liability against the property until either
the purchaser returns the property to the Company or the purchaser
has met all the obligations associated with the agreement, at which
time the liability will be charged to the statement of operations.
During the year ended December 31, 2019, the Company received
notification that the purchaser had returned the property and, as
such, $443,308 was taken into income.
San Emidio
On May 3, 2016, the
Company entered into an agreement with respect to the San Emidio
Property whereby the purchaser may earn an 80% interest in the
property for payments of $100,000, 60,000 shares (post 10:1
rollback and 2:1 split) and work performed on the property over the
next three years totaling $600,000. Should these terms be met, the
purchaser has the ability to purchase the remaining 20% of the
property for $1,000,000. The Company shall retain a 2.5% NSR on the
property should they sell 100% of their interest.
As of June 30, 2020,
the Company has received $100,000 and 40,000 common shares (valued
at $102,901) in relation to the option agreement. The $202,901 has
been recorded as a liability against the property until either the
purchaser returns the property to the Company or the purchaser has
met all the obligations associated with the agreement, at which
time the liability will be charged to the statement of operations.
During the year ended December 31, 2018, the Company received
notification that the purchaser had returned the property and, as
such, $202,901 was taken into income.
Note 7 -
Capital Stock
The Company is
authorized to issue 300,000,000 shares of it $0.001 par value
common stock. On September 30, 2009, the Company effected a
60-for-1 forward stock split of its $0.001 par value common
stock.
All share and per share
amounts have been retroactively restated to reflect the splits
discussed above.
Common Stock
During the six
months ended June 30, 2020, there was no activity in the Company’s
common stock.
There were 95,651,644
shares of common stock issued and outstanding as of June 30, 2020
(December 31, 2019: 95,651,644).
Note 8 –
Related Party Transactions
The Company paid
consulting fees totaling $18,000 and $40,500 to related parties for
the three and six months ended June 30, 2020 (2019: $30,000 and
$60,000).
Note 9 - Subsequent
Events
The Company has
analyzed its operations subsequent to June 30, 2020 through the
date these financial statements were issued, and has determined
that it does not have any material subsequent events to
disclose.
Item
2. Management’s Discussion and Analysis of Financial Condition and
Results of Operations
FORWARD LOOKING
STATEMENTS
This quarterly report
contains forward-looking statements. These statements relate to
future events or our future financial performance. In some cases,
you can identify forward-looking statements by terminology such as
“may”, “should”, “expects”, “plans”, “anticipates”, “believes”,
“estimates”, “predicts”, “potential” or “continue” or the negative
of these terms or other comparable terminology. These statements
are only predictions and involve known and unknown risks,
uncertainties and other factors that may cause our or our
industry’s actual results, levels of activity, performance or
achievements to be materially different from any future results,
levels of activity, performance or achievements expressed or
implied by these forward-looking statements. Although we believe
that the expectations reflected in the forward-looking statements
are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States,
we do not intend to update any of the forward-looking statements to
conform these statements to actual results.
Our unaudited financial
statements are stated in United States Dollars (US$) and are
prepared in accordance with United States Generally Accepted
Accounting Principles. The following discussion should be read in
conjunction with our financial statements and the related notes
that appear elsewhere in this quarterly report. The following
discussion contains forward-looking statements that reflect our
plans, estimates and beliefs. Our actual results could differ
materially from those discussed in the forward-looking statements.
Factors that could cause or contribute to such differences include,
but are not limited to, those discussed below and elsewhere in this
quarterly report.
Our financial
statements are stated in United States Dollars (US$) and are
prepared in accordance with United States Generally Accepted
Accounting Principles.
In this quarterly
report, unless otherwise specified, all dollar amounts are
expressed in United States dollars and all references to “common
shares” refer to the common shares in our capital stock.
As used in this
quarterly report, the terms “we”, “us”, “our” and “our company”
mean Lithium Corporation and our now defunct wholly-owned
subsidiary Lithium Royalty Corp., a Nevada company, unless
otherwise indicated.
General
Overview
We were incorporated
under the laws of the State of Nevada on January 30, 2007 under the
name “Utalk Communications Inc.”. At inception, we were a
development stage corporation engaged in the business of developing
and marketing a call-back service using a call-back platform.
Because we were not successful in implementing our business plan,
we considered various alternatives to ensure the viability and
solvency of our company.
On August 31, 2009, we
entered into a letter of intent with Nevada Lithium Corporation
regarding a business combination which could be effected in one of
several different ways, including an asset acquisition, merger of
our company and Nevada Lithium, or a share exchange whereby we
would purchase the shares of Nevada Lithium from its shareholders
in exchange for restricted shares of our common stock.
Effective September 30,
2009, we effected a 1 old for 60 new forward stock split of our
issued and outstanding common stock. As a result, our authorized
capital increased from 50,000,000 shares of common stock with a par
value of $0.001 to 3,000,000,000 shares of common stock with a par
value of $0.001 and our then issued and outstanding shares
increased from 4,470,000 shares of common stock to 268,200,000
shares of common stock.
Also effective
September 30, 2009, we changed our name from “Utalk Communications,
Inc.” to “Lithium Corporation”, by way of a merger with our wholly
owned subsidiary Lithium Corporation, which was formed solely for
the change of name. The name change and forward stock split
became effective with the Over-the-Counter Bulletin Board at the
opening for trading on October 1, 2009 under the stock symbol
“LTUM”. Our CUSIP number is 536804107.
On October 9, 2009, we
entered into a share exchange agreement with Nevada Lithium and the
shareholders of Nevada Lithium. The closing of the transactions
contemplated in the share exchange agreement and the acquisition of
all of the issued and outstanding common stock in the capital of
Nevada Lithium occurred on October 19, 2009. In accordance with the
closing of the share exchange agreement, we issued 12,350,000
shares of our common stock to the former shareholders of Nevada
Lithium in exchange for the acquisition, by our company, of all of
the 12,350,000 issued and outstanding shares of Nevada Lithium.
Also, pursuant to the terms of the share exchange agreement, a
director of our company cancelled 220,000,000 restricted shares of
our common stock. Nevada Lithium’s corporate status was allowed to
lapse and the company’s status with the Nevada Secretary of State
has been revoked.
In April of 2016 our
company established a wholly owned subsidiary called Lithium
Royalty Corp. The subsidiary was a Nevada Corporation in which we
had planned to build a portfolio of lithium mineral property
royalties. Also in April of 2016 Lithium Royalty Corp. staked a
lithium property consisting of a block of mineral claims that
became known as the North Big Smoky Property. On May
13th, 2016 Lithium Royalty Corp. sold the North Big
Smoky property to 1069934 Nevada Ltd., retaining a Net Smelter
Royalty. On April 28, 2017, the Company entered into an Assignment
Agreement with Lithium Royalty Corp. for the assignment of the
residual interest in the North Big Smoky Property and the
subsidiary was subsequently voluntarily dissolved with the Nevada
Secretary of State with an effective date of April 28, 2017.
Our Current
Business
We are an exploration
stage mining company engaged in the identification, acquisition,
and exploration of metals and minerals with a primary focus on
lithium mineralization on properties located in Nevada, and
Graphite and Rare Earth Element properties in British Columbia.
Our current operational
focus is to guide and assist in the conduct of exploration
activities on our 25% owned precious and energy metals properties
in Nevada, and our 100% owned Fish Lake Valley, and San Emidio
lithium brine properties, also in Nevada. The Company is not
currently conducting any work on its Graphite or Rare Earths
properties in British Columbia, in large part due to the issues
surrounding ease of movement across the border presently due to the
Corona Virus crisis. The Company continues to evaluate and generate
additional prospects for our exploration portfolio.
On March 2, 2017 we
issued a news release announcing that we had signed a letter of
intent with Bormal Resources Inc. with respect to three
Tantalum-Niobium properties (Michael, Yeehaw, and Three Valley Gap)
located in British Columbia, Canada. The Michael property in the
Trail Creek Mining Division was originally staked to cover one of
the most compelling tantalum (Ta) in stream sediment anomalies as
seen in the government RGS database in British Columbia. Bormal
conducted a stream sediment sampling program in 2014, and
determined that the tantalum-niobium in stream sediment anomaly
here is bona fide, and in the order of 6 kilometers in length. In
November of 2016 Lithium Corporation conducted a short soil
geochemistry orientation program on the property as part of its due
diligence, and determined that there are elevated levels of
Niobium-Tantalum in soils here.
Also in the general
area of the Michael property the Yeehaw property had been staked
over a similar but lower amplitude Tantalum/rare earth elements in
stream sediment anomaly. Both properties are situated in the Eocene
Coryell Batholith, and it is thought that these anomalies may arise
from either Carbonatite or Pegmatite type deposits. The Company
conducted a helicopter borne bio-geochemical survey on these two
properties in June 2017, which did return anomalous results. This
was followed up by a geological and geochemical examination of the
Yeehaw property in early July 2017, and additional work of a
similar nature subsequently in July 2017, and in early October
2017. The examination uncovered a zone roughly 30 meters wide which
includes an interval that is mineralized with approximately 0.75%
Total Rare Earth Elements (TREE’s). Preliminary geological, and
geochemical work were performed on the Michael property in October
of 2016, followed by a brief airborne biogeochemical survey in June
of 2017, and additional ground geological and geochemical
assessment work in early October, 2017, follow-up work in May of
2018, and more work in June and October of 2019.
The third property –
Three Valley Gap, is in the Revelstoke Mining Division and is
situated in a locale where several Nb-Ta enriched carbonatites have
been noted to occur. A brief field program by Bormal in 2015
located one of these carbonatites, and concurrent soil sampling
determined that the soils here are enriched with Nb-Ta over the
known carbonatite, and indicated that there are other geochemical
anomalies locally that may indicate that more carbonatites exist
here and are shallowly buried.
On February 23, 2018 we
issued a news release announcing that we had dropped any interest
in the Michael and Three Valley Gap properties, and had
renegotiated the final share payment as required in the agreement
from 750,000 to 400,000 shares. The final consideration shares have
been issued and the Yeehaw property has been transferred by Bormal.
During 2017 the Company conducted initial stream, rock and
magnetometer surveys on the property, and discovered a 30 meter
wide structure (Horseshoe Bend showing) that exhibits anomalous
Titanium/REE mineralization. The company has staked an additional
5227 acre (2115.51 hectares) mineral claim and conducted a brief
exploration program in Spring 2018 of geological mapping and rock
and soil sampling on the property. This program discovered a
slightly stronger zone of similar mineralization approximately 660
feet (200 meters) to the northwest of the Horseshoe Bend, and
similar float mineralization another 0.75 miles (1.2 kms) further
to the northwest. Work in 2019 discovered the extension to the west
of the mineralized structure, and also similar mineralized float
was found to the east that possibly indicates it strikes under
cover in that direction also.
On February 16, 2017 we
issued a news release announcing that we had signed a letter of
intent with Nevada Sunrise Gold Corp. with respect to our Salt
Wells lithium in brine prospect located in Churchill County
Nevada.
Under the terms of the agreement NEV (TSX-V -
NEV, OTC - NVSGF) could have earned a 100% interest in the Property
subject to a 2% Net Smelter Royalty (NSR) by making staged payments
of cash and shares over the next two years. The terms are;
|
·
|
$10,000 non-refundable deposit on
signing the LOI |
|
·
|
$15,000 & issue 400,000 common
shares of NEV on the later of TSX-V approval or the signing of a
formal definitive agreement |
|
·
|
$50,000 & 500,000 shares - 1st
anniversary |
|
·
|
$75,000 &
600,000 shares - 2nd anniversary |
NEV was to pay all
claim and other property related fees during the earn-in phase of
the agreement, and would have also retained the right to purchase
one half (1%) of the NSR at any time up until the third anniversary
of the signing of the formal agreement for $1,000,000. Issues arose
with respect to the claim block and Nevada Sunrise’s understanding
of the placement of the block, and ultimately it was determined
that the Company would be best served by cancelling the agreement
and refunding the money (minus bank fees) that Nevada Sunrise had
sent. An informal letter agreement releasing the parties of all
obligations save for the Area of Mutual Interest clause, was
executed by both parties on May 5, 2017.
On May 13, 2016 our
wholly owned subsidiary sold 100% of the interest in the North Big
Smoky Property through a Property Acquisition Agreement with the
private company 1069934 Nevada Ltd. (“Purchaser”). Consideration
paid to Lithium Royalty Corp. consisted of $10,000.00,
reimbursement of staking and filing fees, 300,000 shares in the
“Purchaser Parent”, 1069934 B.C. Ltd., Lithium Royalty Corp.
retained a 2.5% Net Smelter Royalty (“Vendor NSR”) on the North Big
Smoky Property and the Purchaser has the right to purchase up to
one-half (50%) of the Vendor NSR for $1,000,000 to reduce the
Vendor NSR to 1.25%. On September 16, 2017 Lithium Corporation
agreed to sell back the shares of 1069934 Nevada Ltd. to San Antone
Minerals Corp. (successor of 1069934) by an agreement dated Sept
13th, 2017 for $3,000. Lithium Corporation was
compensated on November 02, 2017.
On February 16, 2016,
we issued a news release announcing that our company has entered
into a letter of intent with 1032701 B.C. Ltd. with respect to our
Fish Lake Valley lithium brine property in Esmeralda County,
Nevada. On March 10, 2016 we issued a news release announcing the
signing of the Fish Lake Valley Earn-In Agreement. The terms of the
Earn-In Agreement allow 1032701 to earn an 80% interest in Fish
Lake Valley for payments over two years totaling $300,000 and
issuance of 400,000 common shares of the publicly traded company
anticipated to result from a Going Public Transaction, and work
performed on the property over three years in the amount of
$1,100,000. 1032701 then has a Subsequent Earn-In option to
purchase Lithium Corporation’s remaining 20% working interest
within one year of earning the 80% by paying the Company a further
$1,000,000, at that point the Company would retain a 2.5% Net
Smelter Royalty, half of which may be purchased by 1032701 for an
additional $1,000,000. Should the Purchaser elect not to exercise
the Subsequent Earn-In, a joint venture will be established. During
the Joint Venture, should either party be diluted below a 10%
working interest - their interest in the property will revert to a
7.5% Net Smelter Royalty. The first tranche of cash and shares are
to be issued within 60 days of the signing of the formal agreement.
Menika Mining, a publicly traded company on the TSX Venture
Exchange trading under the symbol MML announced on March 8, 2016
that it intended to acquire 1032701 B.C. Ltd and the right to
acquire the Fish Lake Valley Property. Menika Mining completed the
acquisition of 1032701 B.C. and changed their name to American
Lithium Corp. They fulfilled the initial obligations of the Fish
Lake Valley Earn-In-Agreement in April of 2016, and all year 1 and
year 2 anniversary obligations have been met. To date, we have
received $300,000 and have received 480,000 common shares
(effectively 210,000 shares subsequent to a 10:1 reverse split and
then a 2:1 forward split) in relation to the Fish Lake option
agreement. The Company received formal relinquishment of the
Purchasers right to earn the interest in the property on April
30th 2019.
Effective May 3, 2016,
our company entered in to an Exploration Earn-In Agreement with
1067323 B.C. Ltd. with respect to our San Emidio property. The
terms of the formal agreement are; payment of $100,000, issuance of
300,000 common shares of 1067323 B.C. Ltd., or of the publicly
traded company anticipated to result from a Going Public
Transaction, and work performed on the property by the Optionee in
the amount of $600,000 over the next three years to earn an 80%
interest in the property. 1067323 then has a subsequent Earn-In
option to purchase Lithium Corporation’s remaining 20% working
interest within three years of earning the 80% by paying our
company a further $1,000,000, at that point our company would
retain a 2.5% Net Smelter Royalty, half of which may be purchased
by 1067323 for an additional $1,000,000. Should the Purchaser elect
not to exercise the Subsequent Earn-In, a joint venture will be
established. 1067323 B.C. Ltd. merged with American Lithium Corp.,
and the first tranche of cash and shares were issued in June of
2016. The Company waived the work requirement for the first year
and received 100,000 shares of American Lithium Corp. in May of
2017. During the period ended June 30, 2018, the Company received
notification that the purchaser had returned the property and, as
such, $202,901 was taken into income.
Effective April 23,
2014, we entered into an operating agreement with All American
Resources, L.L.C and TY & Sons Investments Inc. with respect to
Summa, LLC, a Nevada limited liability company incorporated on
December 12, 2013, wherein we hold a 25% membership. Our company’s
initial capital contribution to Summa, LLC was $125,000, of which
$100,000 was in cash and the balance in services. To date we have
contributed an additional $31,700 to Summa, LLC. Summa recently
signed an option agreement with 1237025 Nevada Ltd., (now Summa
Silver Corp (CSE – SSVR) under which Summa undertakes to explore
the property, pay $400,000 in cash and $400,000 in shares and
incurs $1.5 million in exploration expenditures. Summa, LLC will
retain a 1% Net Smelter Royalty, one half of which Summa Silver may
purchase for $4 million. Summa Silver had commenced drilling
activities at the end of June 2020.
Our company intends to
continue identifying additional lithium properties in Nevada and to
conduct exploration on all our properties on a rational and
judicious basis, taking into account financial, and market
conditions. We will continue assessing our options with respect to
our 25% interest in Summa, LLC, a private Nevada company, which
holds the residue of the “Howard Hughes” Summa Corp., while
generating new prospects and evaluating property submittals for
option or purchase.
Fish Lake Valley
Property
Fish Lake Valley is a
lithium enriched playa (also known as a salar, or salt pan), which
is located in northern Esmeralda County in west central Nevada, and
the property is roughly centered at 417050E 4195350N (NAD 27
CONUS). We currently hold eighteen, 80-acre Association Placer
claims that cover approximately 1,440 acres (582.75 hectares).
Lithium-enriched Tertiary-era Fish Lake formation rhyolitic tuffs
or ash flow tuffs have accumulated in a valley or basinal
environment. Over time interstitial formational waters in contact
with these tuffs, have become enriched in lithium, boron and
potassium which could possibly be amenable to extraction by
evaporative methods. Our claim block here has expanded and
contracted twice, at times when the lithium market has contracted,
and the prudent thing to do would be to only maintain essential
claims, in order to preserve capital.
The property was
originally held under mining lease purchase agreement dated June 1,
2009, between Nevada Lithium Corporation, and Nevada Alaska Mining
Co. Inc., Robert Craig, Barbara Craig, and Elizabeth Dickman.
Nevada Lithium issued to the vendors $350,000 worth of common stock
of our company in eight regular disbursements. All disbursements
were made of stock worth a total of $350,000, and claim ownership
was transferred to our company.
The geological setting
at Fish Lake Valley is highly analogous to the salars of Chile,
Bolivia, and Peru, and more importantly Clayton Valley, where
Albemarle has its Silver Peak lithium-brine operation. Access is
excellent in Fish Lake Valley with all-weather gravel roads leading
to the property from state highways 264, and 265, and maintained
gravel roads ring the playa. Power is available approximately 10
miles from the property, and the village of Dyer is approximately
12 miles to the south, while the town of Tonopah, Nevada is
approximately 50 miles to the east.
Our company completed a
number of geochemical and geophysical studies on the property, and
conducted a short drill program on the periphery of the playa in
the fall of 2010. Near-surface brine sampling during the spring of
2011 outlined a boron/lithium/potassium anomaly on the northern
portions of the northern playa, that is roughly 1.3 x 2 miles long,
which has a smaller higher grade core where lithium mineralization
ranges from 100 to 150 mg/L (average 122.5 mg/L), with boron
ranging from 1,500 to 2,670 mg/L (average 2,219 mg/L), and
potassium from 5,400 to 8,400 mg/L (average 7,030 mg/L). Wet
conditions on the playa precluded drilling there in 2011, and for a
good portion of 2012, however a window of opportunity presented
itself in late fall 2012. In November/December 2012 we conducted a
short direct push drill program on the northern end of the playa,
wherein a total of 1,240.58 feet (378.09 meters) was drilled in 20
holes at 17 discrete sites, and an area of 3,356 feet (1,023
meters) by 2,776 feet (846 meters) was systematically explored by
grid probing. The deepest hole was 81 feet (24.69 meters), and the
shallowest hole that produced brine was 34 feet (10.36 meters). The
average depth of the holes drilled during the program was 62 feet
(18.90 meters). The program successfully demonstrated that
lithium-boron-potassium-enriched brines exist to at least 62 feet
(18.9 meters) depth in sandy or silty aquifers that vary from
approximately three to ten feet (one to three meters) in thickness.
Average lithium, boron and potassium contents of all samples are
47.05 mg/L, 992.7 mg/L, and 0.535% respectively, with lithium
values ranging from 7.6 mg/L to 151.3 mg/L, boron ranging from 146
to 2,160.7 mg/L, and potassium ranging from 0.1 to 1.3%. The
anomaly outlined by the program is 1,476 by 2,461 feet (450 meters
by 750 meters), and is not fully delimited, as the area available
for probing was restricted due to soft ground conditions to the
east and to the south. A 50 mg/L lithium cutoff is used to define
this anomaly and within this zone average lithium, boron and
potassium contents are 90.97 mg/L, 1,532.92 mg/L, and 0.88%
respectively. On September 3, 2013, we announced that drilling had
commenced at Fish Lake Valley. Due to storms and wet conditions in
the area which our company hoped to concentrate on, the playa was
not passable, and so the program concentrated on larger step-out
drilling well off the playa. This 11 hole, 1,025 foot program did
prove that mineralization does not extend much, if at all, past the
margins of the playa, as none of the fluids encountered in this
program were particularly briny, and returned values of less than 5
mg/L lithium.
Our company is very
pleased with the results here, and believes that the playa at Fish
Lake Valley may be conducive to the formation of a “silver peak”
style lithium brine deposit. Our company reviewed the results in
regards to the overall geological interpretation of the lithium,
boron and potassium bearing strata. The results confirm the
presence of targeted mineralization and further evaluation programs
will focus on determining the extent and depth of mineralization.
Our company is currently assessing options on how best to further
explore here.
We signed an
Exploration Earn-In Agreement in February 2016 with 1032701 B.C.
Ltd., a private British Columbia company with respect to our Fish
Lake Valley lithium brine property.
1032701 B.C. Ltd., had
the option to acquire an initial 80% undivided interest in the Fish
Lake Valley property through the payment of an aggregate of
US$300,000 in cash, completing a Going Public Transaction on or
before May 6, 2016, and subject to the completion of the Going
Public Transaction, arranging for the issuance of a total of
400,000 common shares in the capital of the Resulting Issuer as
follows: (i) within five Business Days following the effective
date,
|
·
|
Pay $100,000 to our company and
issue 200,000 common shares of the TSX-V listed public
company. |
|
·
|
On or before the first anniversary
of the signing of the Definitive Agreement pay $100,000 to our
company and issue 100,000 common shares of the Optionee/TSX-V
listed public company. |
|
·
|
On or before the second anniversary
of the signing of the definitive agreement pay $100,000 to our
company and issue 100,000 common shares of the Optionee/TSX-V
listed public company. |
The Optionee had to
make qualified exploration or development expenditures on the
property of $200,000 before the first anniversary, an additional
$300,000 before the second anniversary, an additional $600,000
prior to the third anniversary, and make all payments and perform
all other acts to maintain the Property in good standing before
fully earning their 80% interest. Additionally, terms were to be
negotiated for the Optionee to purchase our 20% interest in the
property for $1,000,000, at which point our interest would revert
to a 2 1/2% Net Smelter Royalty (NSR). The Optionee may then elect
at any time to purchase one half of our NSR for $1,000,000.
On April 7, 2016,
1032701 B.C. Ltd. was acquired by Menika Mining Ltd., which
subsequently changed its name to American Lithium Corp.(TSXV: LI)
In connection with the acquisition of 1032701 and in accordance
with the Exploration Earn-In Agreement, 200,000 common shares were
issued to our company. In addition, we received payment of
$130,000. In March of 2017 American Lithium Corp. issued 100,000
common shares and paid the company $100,000 to satisfy their option
commitment. In March of 2018 issued 10,000 common shares (as they
had recently rolled their stock back on a 1 for 10 basis), and paid
the company $100,000. In addition it was agreed that Lithium
Corporation would extend the deadline for the year two exploration
expenditure until September 30th 2018 for consideration
of a further 80,000 shares.
American Lithium
Corporation conducted confirmation shallow brine sampling on the
property, and drilled two exploratory wells off the playa area in
2016. In Summer 2018 they reportedly completed a short seismic
survey adjacent to the Company’s claims here, and attempted to
drill a hole on the Company’s claims but were unsuccessful due to
wet ground conditions. On April 30th 2019 American
Lithium issued formal relinquishment of Purchasers right to earn
the interest under the agreement. The company continues to assess
its options with respect to this property, and has recently
submitted samples to a lithium processing company based in
California to assess its suitability for processing utilizing their
proprietary technique.
San Emidio
Property
The San Emidio
property, located in Washoe County in northwestern Nevada, was
acquired through the staking of claims in September 2011. The four,
80-acre, Association Placer claims currently held here cover an
area of approximately 320 acres (129.50 hectares). The claim block
has expanded and contracted a couple of times, in accordance with
the state of the Lithium market. The property is approximately 65
miles north-northeast of Reno, Nevada, and has excellent
infrastructure.
We developed this
prospect during 2009, and 2010 through surface sampling, and the
early reconnaissance sampling determined that anomalous values for
lithium occur in the playa sediments over a good portion of the
playa. This sampling appeared to indicate that the most prospective
areas on the playa may be on the newly staked block proximal to the
southern margin of the basin, where it is possible the structures
that are responsible for the geothermal system here may also have
influenced lithium deposition in sediments.
Our company conducted
near-surface brine sampling in the spring of 2011, and a high
resolution gravity geophysical survey in summer/fall 2011. Our
company then permitted a 7 hole drilling program with the Bureau of
Land Management in late fall 2011, and a direct push drill program
was commenced in early February 2012. Drilling here delineated a
narrow elongated shallow brine reservoir which is greater than 2.5
miles length, and which is adjacent to a basinal feature outlined
by the earlier gravity survey. Two values of over 20
milligrams/liter lithium were obtained from two holes located
centrally in this brine anomaly.
Most recently we
drilled this prospect in late October 2012, further testing the
area of the property in the vicinity where prior exploration by our
company discovered elevated lithium levels in subsurface brines.
During the 2012 program a total of 856 feet (260.89 meters) was
drilled at 8 discrete sites. The deepest hole was 160 feet (48.76
meters), and the shallowest hole that produced brine was 90 feet
(27.43 meters). The average depth of the seven hole program was 107
feet (32.61 meters). The program better defined a lithium-in-brine
anomaly that was discovered in early 2012. This anomaly is
approximately 0.6 miles (370 meters) wide at its widest point by
more than 2 miles (3 kilometers) long. The peak value seen within
the anomaly is 23.7 mg/l lithium, which is 10 to 20 times
background levels outside the anomaly. Our company believes that,
much like Fish Lake Valley, the playa at San Emidio may be
conducive to the formation of a “Silver Peak” style lithium brine
deposit, and the recent drilling indicates that the anomaly occurs
at or near the intersection of several faults that may have
provided the structural setting necessary for the formation of a
lithium-in-brine deposit at depth.
In 2016 we signed an
Exploration Earn-In Agreement with 1067323 B.C. Ltd. with respect
to our San Emidio property.
1067323 B.C. Ltd.,
could have acquired an initial 80% undivided interest in the San
Emidio property through the payment of an aggregate of US$100,000
in cash, completing a Going Public Transaction and subject to the
completion of the Going Public Transaction, arranging for the
issuance of a total of 300,000 common shares in the capital of the
Resulting Issuer as follows:
|
·
|
Within 30 days of the Effective
Date pay $100,000 to our company and issue 100,000 common shares of
the TSX-V listed public company. |
|
·
|
On or before the first anniversary
of the signing of the Definitive Agreement issue 100,000 common
shares of the Optionee/TSX-V listed public company. |
|
·
|
On or before the second anniversary
of the signing of the definitive agreement issue 100,000 common
shares of the Optionee/TSX-V listed public company. |
The Optionee had to
have made qualified exploration or development expenditures on the
property of $100,000 before the first anniversary, an additional
$200,000 before the second anniversary, an additional $300,000
prior to the third anniversary, and make all payments and perform
all other acts to maintain the Property in good standing before
fully earning their 80% interest. Additionally, Optionee has the
right to purchase our 20% interest in the property for $1,000,000,
at which point the our interest would revert to a 2 1/2% Net
Smelter Royalty (NSR). The Optionee may then elect at any time to
purchase one half of our NSR for $1,000,000.
On May 24, 2016,
1067323 B.C. Ltd. was acquired by American Lithium Corp.(TSXV: LI)
In connection with the acquisition of 1067323 and in accordance
with the Exploration Earn-In Agreement, 100,000 common shares were
issued to our company. In addition, we received payment of
$100,000. To date the Company has received 200,000 shares of
American Lithium as consideration under this option agreement.
American Lithium Corp
did not conduct any appreciable exploration work on this prospect,
and the Company waived the $100,000 exploration expenditure
provision for Year 1 of the option agreement. In early June 2018
the Company was notified that American Lithium was allowing the
option earn-in to lapse. The Company received a drilling permit
from the BLM in Winnemucca, for up to 3 RC drill holes here, and
the Company was intent on drilling these in 2019, however since the
return of the Fish Lake Valley property the Company has determined
that its resources would better be utilized in moving that property
along.
BC Sugar Flake
Graphite Property
On June 6, 2013, we
entered into a mining claim sale agreement with Herb Hyder wherein
Mr. Hyder agreed to sell to our company a 50.829 acre (20.57
hectare) claim located in the Cherryville area of British Columbia.
As consideration for the purchase of the property, we issued
250,000 shares of our company’s common stock to Mr. Hyder. In
addition to the acquired claim, our company staked or acquired
another 13 claims at various times over the subsequent months, to
bring the total area held under tenure to approximately 19,816
acres (8,020 hectares). The flake graphite mineralization of
interest here is hosted predominately in graphitic quartz/biotite,
and lesser graphitic calc-silicate gneisses. The rocks in the
general area of the BC Sugar prospect are similar to the host rocks
in the area of the Crystal Graphite deposit 55 miles (90 kms) to
the southeast. Over the past three years the claim block here has
been strategically decreased, and the Company currently holds one
tenure encompassing 203 acres (82.23 hectares).
The BC Sugar property
is within in the Shushwap Metamorphic Complex, in a geological
environment favorable for the formation of flake graphite deposits,
and is in an area of excellent logistics, with a considerable
network of logging roads within the project area. Additionally the
town of Lumby is approximately 19 miles (30 kms) to the south of
the property, while the City of Vernon is only 30 miles (50 kms) to
the southwest of the western portions of the claim block.
We received final
assays from the October 2013 prospecting and geological program at
the BC Sugar property in December of 2013. That work increased the
area known to be underlain by graphitic bearing gneisses, and
further evaluations were made in the area of the Sugar Lake,
Weather Station, and Taylor Creek showings. In the general vicinity
of the Weather Station showing, a further 13 samples were taken,
and hand trenching was performed at one of several outcrops in the
area. In the trench a 5.2 meter interval returned an average of
3.14% graphitic carbon, all in an oxidized relatively friable
gneissic host rock. Additionally a hydrothermal or vein type
mineralized graphitic quartz boulder was discovered in the area
which graded up to 4.19% graphitic carbon. The source of this
boulder was not discovered during this program, but it is felt to
be close to its point of origin. Samples representative of the
mineralization encountered here were taken for petrographic study,
which was received in late 2013. A brief assessment work program
was performed in September 2014 to ensure all claims in the package
were in good standing prior to the anticipated sale of this asset
to Pathion. Recommendations were made by the consulting geologist
who wrote the assessment report with respect to trenching, and
eventually drilling the Weather Station showing. Our company
submitted a Notice of Work to the BC Government in early May 2015
to enable our company to conduct a program of excavator trenching,
sampling and geological mapping on the Weather Station showing. In
May of 2015 we signed an agreement with KLM Geosciences LLC of Las
Vegas to conduct a short Ground Penetrating Radar (GPR) survey on
the property in the Weather Station – Taylor Creek areas. The GPR
survey as well as a GEM-2 electromagnetic (EM) survey took place in
approximately mid-May 2015. The GPR survey did not provide useful
data because of the moisture saturation in the shallow subsurface.
The EM survey successfully generated an anomaly over known
mineralization as well as extended the anomaly to the west under an
area of cover consisting of glacial/fluvial till. Lithium
Corporation is pleased with the results of the EM survey and has
modified our work plans to include additional work that builds on
the results of this survey.
In August of 2015 our
Notice of Work for trenching was approved by the BC Government and
in October we commenced work. A trench of 265.76 feet (81 meters)
was excavated and graphitic gneiss was mapped and sampled. In all
23 samples were taken over the 69 meters of exposed mineralization
that could be safely sampled. Trench depths varied from 1.2 meters
in areas of semi-consolidated rock to 4.8 meters in areas of mainly
decomposed material. There was an approximately 12 meter section of
the trench of sand, and fluvial till in an ancient stream bed where
the excavator could not reach the graphitic material that is
inferred to exist at depths greater than 5 meters. Also there was a
4 meter section at depths from 4.8 to 5 meters where graphite
mineralization could be seen at depth, but could not be safely
sampled.
The entire 69 meter
interval that was sampled averaged 1.997% graphitic carbon, and
mineralization remains open in all directions. Within that interval
there was a 30 meter section that averaged 2.73% graphitic carbon,
and within that interval there was a 12 meter section that averaged
2.99% graphitic carbon. The best mineralization, and most friable
material is proximal to the aforementioned abandoned creek channel,
and it appears that proximity to this feature gave rise to the deep
weathering profile encountered here. Determining the tenor, and
extent of the friable material were the two major objectives of
this program as this material, which is very similar to that mined
at Eagle Graphite’s operation is very easy/economical to be mined
and processed, and typically contains the highest percentages of
graphite over consistent widths.
The Company revised its
trenching permit in 2017 and conducted a program of 12 mechanized
test pits in May 2018. This work was done in an area ranging from 1
to 1.5 kilometers to the east of the Weather Station Zone in a zone
of numerous discrete conductors detected during the 2015 FDEM
geophysical survey. Three of these pits intercepted weathered weak
to moderately mineralized graphitic material with the best assay
being 2.62% graphitic, carbon, and six test pits bottomed in
non-mineralized bedrock. The remaining three did not reach bedrock
or intercept graphitic material prior to reaching the maximum
digging capability of the excavating equipment used. The Company
has reduced its acreage holdings here to approximately 203 acres (
82 hectares) to facilitate applying 5 years assessment credit to
the property, and is effectively looking to place it on the “back
burner” in favor of developing other prospects that are of greater
commercial interest at this point.
The Hughes
Claims
Effective April 23,
2014, we entered into an operating agreement with All American
Resources, L.L.C and TY & Sons Investments Inc. with respect to
Summa, LLC, a Nevada limited liability company incorporated on
December 12, 2013, wherein we hold a 25% membership in a number of
patented mining claims that spring from the once vast holdings of
Howard Hughes. Our company’s initial capital contribution paid to
Summa, LLC was $125,000, of which $100,000 was in cash and the
balance in services.
Our company
participated in the formation of Summa, which holds 88 fee-title
patented lode claims, which cover approximately 1,191.3 acres of
prospective mineral lands. Our company has recently signed a joint
operating agreement with the other participants to govern the
conduct of Summa, and the development of the lands. Our company’s
president, Tom Lewis, has been named as a managing member of
Summa.
The Hughes lands are
situated in six discrete prospect areas in Nevada, the most notable
of which being the Tonopah block in Nye County where Summa holds 56
claims that cover approximately 770 acres in the heart of the
historic mining camp where over 1.8 million ounces of gold and 174
million ounces of silver were produced predominately in the early
1900’s. The Hughes claims include a number of the prolific past
producers in Tonopah, such as the Belmont, the Desert Queen, and
the Midway mines. In addition there are also claims in the area of
the past producing Klondyke East mining district, which is to the
south of Tonopah, and at the town of Belmont (not to be confused
with the Belmont claim in Tonopah), Nevada, another notable silver
producer from the 1800’s, which is roughly 40 miles to the
northeast of Tonopah.
Recently research has
been conducted on the Hughes properties, focusing on the Tonopah
area where reporting in the 1980’s, indicate that over 2.175
million tons of mine dumps and mill tailings exist at surface on
Summa’s properties that contain in the order of 3.453 million
ounces of silver, and 28,500 ounces of gold. In addition to this
easily extractable surficial resource, other reports indicate that
300 - 500,000 tons of mineralized material is expected to remain at
depth in old workings on Summa’s properties, which is believed to
contain an average 20 ounces silver and 0.20 ounces gold per ton.
Also several partially tested exploration targets have been
identified on Summa’s Tonopah claims, where further work could
potentially lead to a marked increase in known underground
resources.
West Kirkland Mining
has been working on the development of their 75% owned project in
Tonopah, most recently drilling to increase the resource at the
Three Hills gold/silver deposit where they intend to kick-off their
mining efforts in the future. To that end they have bought an
additional six patented mining claims here recently, and have also
negotiated an agreement to procure rights for the water that they
will need for processing. Presently the reserve at their
Hasbrouck/Three Hills/Hill of Gold project stands at 45.3 million
tons containing 762,000 ounces gold, and 10.6 million ounces
Silver. Coeur Mines and partner Idaho North Resources drilled in
the Klondyke area to the south of Tonopah (the same area where
Summa holds several patented mining claims that arise from the
Hughes acquisition), and have done some drilling recently in
Tonopah on a prospect they have optioned adjacent and to the west
of Summa’s holdings.
The ongoing litigation
with respect to Summa’s Tonopah holdings had precluded investing
time or money into the property, however in 2018 Summa won a “quiet
title” case in the Fifth Judicial Court in Tonopah, which
determined that Summas’ title is superior to all other claimants.
We have received expressions of interest from a couple of mining or
exploration companies, but have currently not entered into an
agreement on this property. Also Summa has listed a number of
surface lots for sale through MLS. The Company contributed
significant resources to the preparation of an NI 43-101 compliant
report on the Tonopah prospect in Spring 2019, and most recently
conducted a tailings re-sampling program on the Belmont mill
tailings that will eventually be used in the preparation of an NI
43-101compliant surface resource estimation.
Summa recently signed
an option agreement with 1237025 Nevada Ltd (now Summa Silver
CSE-SSVR)., under which SSVR undertakes to explore the property,
pay $400,000 in cash and $400,000 in shares and incurs $1.5 million
in exploration expenditures in installments over the next five
years. Summa will retain a 1% Net Smelter Royalty, one half of
which SSVR may purchase for $4 million.
We are currently
pursuing other properties which are believed to be prospective for
hosting lithium, graphite, nickle - cobalt and Rare Earth Element
mineralization, as well as evaluating a wide range of opportunities
brought to our company by third parties.
Additionally our
company continues its generative program exploring for new deposits
of next generation battery related materials.
Results of
Operations
Three Months Ended
June 30, 2020 Compared to the Three Months Ended June 30,
2019
We had a net loss of
$36,226 for the three month period ended June 30, 2020, which was
$407,243 more than the net income of $371,017 for the three month
period ended June 30, 2019. The change in our results over the two
periods is primarily the result of a gain on sale of mineral
property that was realized in the comparative period and a decrease
in exploration expenses, consulting fees, insurance expense,
investor relations and travel.
|
|
Three Months
Ended
June 30,
2020
|
|
|
Three Months
Ended
June 30,
2020
|
|
|
Change Between
Three Month Period Ended
June 30, 2020 and June 30,
2019
|
|
Professional fees
|
|
$ |
6,901 |
|
|
$ |
6,839 |
|
|
$ |
62 |
|
Exploration expenses
|
|
|
4,139 |
|
|
|
7,078 |
|
|
|
(2,939 |
) |
Consulting fees
|
|
|
18,000 |
|
|
|
30,000 |
|
|
|
(12,000 |
) |
Insurance expense
|
|
|
- |
|
|
|
1,734 |
|
|
|
(1,734 |
) |
Investor relations
|
|
|
- |
|
|
|
19,526 |
|
|
|
(19,526 |
) |
Transfer agent and filing fees
|
|
|
4,548 |
|
|
|
2,571 |
|
|
|
1,977 |
|
Travel
|
|
|
55 |
|
|
|
439 |
|
|
|
(384 |
) |
General and administrative
|
|
|
2,583 |
|
|
|
3,223 |
|
|
|
(640 |
) |
Other loss (income)
|
|
|
- |
|
|
|
(442,427 |
) |
|
|
442,427 |
|
Net loss (income)
|
|
$ |
36,226 |
|
|
$ |
(371,017 |
) |
|
$ |
407,243 |
|
Six Months Ended June 30, 2020 Compared
to the Six Months Ended June 30, 2019
We had a net loss of $81,399 for the six
month period ended June 30, 2020, which was $368,898 more than the
net income of $287,499 for the six month period ended June 30,
2019. The change in our results over the two periods is primarily
the result of a gain on sale of mineral property that was realized
in the comparative period and a decrease in exploration expenses,
consulting fees, insurance expense and investor relations.
The following table summarizes key items of
comparison and their related increase (decrease) for the six month
periods ended June 30, 2020 and 2019:
|
|
Six Months Ended
June 30,
2020
|
|
|
Six Months Ended
June 31,
2019
|
|
|
Change Between
Six Month Period Ended June 30,
2020 and June 30,
2019
|
|
Professional fees
|
|
$ |
18,551 |
|
|
$ |
19,989 |
|
|
$ |
(1,438 |
) |
Exploration expenses
|
|
|
4,139 |
|
|
|
7,078 |
|
|
|
(2,939 |
) |
Consulting fees
|
|
|
40,500 |
|
|
|
60,000 |
|
|
|
(19,500 |
) |
Insurance expense
|
|
|
- |
|
|
|
6,935 |
|
|
|
(6,935 |
) |
Investor relations
|
|
|
- |
|
|
|
37,389 |
|
|
|
(37,389 |
) |
Transfer agent and filing fees
|
|
|
9,113 |
|
|
|
7,282 |
|
|
|
1,831 |
|
Travel
|
|
|
3,138 |
|
|
|
886 |
|
|
|
2,252 |
|
General and administrative
|
|
|
5,958 |
|
|
|
5,471 |
|
|
|
487 |
|
Other loss (income)
|
|
|
- |
|
|
|
(432,529 |
) |
|
|
432,529 |
|
Net loss (income)
|
|
$ |
81,399 |
|
|
$ |
(287,499 |
) |
|
$ |
368,898 |
|
Revenue
We have not earned any
revenues since our inception and we do not anticipate earning
revenues in the upcoming quarter.
Liquidity and
Capital Resources
Our balance sheet as of
June 30, 2020 reflects current assets of $281,857. We had cash in
the amount of $266,653 and working capital in the amount of
$269,156 as of June 30, 2020. We have sufficient working capital to
enable us to carry out our stated plan of operation for the next
twelve months.
Working Capital
|
|
At
June 30,
2020
|
|
|
At
Dec 31,
2019
|
|
Current assets
|
|
$ |
281,857 |
|
|
$ |
367,464 |
|
Current liabilities
|
|
|
12,701 |
|
|
|
16,909 |
|
Working capital
|
|
$ |
269,156 |
|
|
$ |
350,555 |
|
We anticipate generating losses and,
therefore, may be unable to continue operations further in the
future.
Cash Flows
|
|
Three Months
Ended
|
|
|
|
June
30,
|
|
|
|
2020
|
|
|
2019
|
|
Net cash (used in) operating activities
|
|
$ |
(79,607 |
) |
|
$ |
(90,124 |
) |
Net cash provided by investing activities
|
|
|
- |
|
|
|
(9,377 |
) |
Net cash provided by financing activities
|
|
|
- |
|
|
|
- |
|
Net increase (decrease) in cash during
period
|
|
$ |
(79,607 |
) |
|
$ |
(99,501 |
) |
Operating
Activities
Net cash used in
operating activities during the six months ended June 30, 2020 was
$79,607, a decrease of $10,517 from the $90,124 net cash outflow
during the six months ended June 30, 2019.
Investing
Activities
Cash used in investing
activities during the six months ended June 30, 2020 was $Nil,
which was a $9,377 change from the $9,377 cash used in investing
activities during the three months ended June 30, 2019.
Financing
Activities
The Company did not
have financing activities during the six months ended June 30, 2020
and 2019.
We estimate that our
operating expenses and working capital requirements for the next 12
months to be as follows:
Estimated Net
Expenditures During The Next Twelve Months
|
|
|
|
|
|
General and administrative expenses
|
|
$ |
120,000 |
|
Exploration expenses
|
|
|
100,000 |
|
Travel
|
|
|
30,000 |
|
Total
|
|
$ |
250,000 |
|
To date we have relied
on proceeds from the sale of our shares in order to sustain our
basic, minimum operating expenses; however, we cannot guarantee
that we will secure any further sales of our shares or that our
sole officer and director with provide us with any future loans. We
estimate that the cost of maintaining basic corporate operations
(which includes the cost of satisfying our public reporting
obligations) will be approximately $2,000 per month. Due to our
current cash position of approximately $266,653 as of June 30,
2020, we estimate that we have sufficient cash to sustain our basic
operations for the next twelve months.
We are not aware of any
known trends, demands, commitments, events or uncertainties that
will result in or that are reasonably likely to result in our
liquidity increasing or decreasing in any material way.
Future
Financings
We anticipate
continuing to rely on equity sales of our common stock in order to
continue to fund our business operations. Issuances of additional
shares will result in dilution to our existing stockholders. There
is no assurance that we will achieve any additional sales of our
equity securities or arrange for debt or other financing to fund
our planned business activities.
We presently do not
have any arrangements for additional financing for the expansion of
our exploration operations, and no potential lines of credit or
sources of financing are currently available for the purpose of
proceeding with our plan of operations.
Off-Balance
Sheet Arrangements
We have no off-balance
sheet arrangements that have or are reasonably likely to have a
current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations,
liquidity, and capital expenditures or capital resources that are
material to stockholders.
Critical
Accounting Policies
Exploration Stage
Company
The accompanying
financial statements have been prepared in accordance with
generally accepted accounting principles related to accounting and
reporting by exploration stage companies. An exploration stage
company is one in which planned principal operations have not
commenced or if its operations have commenced, there has been no
significant revenues there from.
Accounting
Basis
Our company uses the
accrual basis of accounting and accounting principles generally
accepted in the United States of America (“GAAP” accounting). Our
company has adopted a December 31 fiscal year end.
Cash and Cash
Equivalents
Cash includes cash on
account, demand deposits, and short-term instruments with
maturities of three months or less.
Concentrations of
Credit Risk
Our company maintains
its cash in bank deposit accounts, the balances of which at times
may exceed federally insured limits. Our company continually
monitors its banking relationships and consequently has not
experienced any losses in such accounts. Our company believes we
are not exposed to any significant credit risk on cash and cash
equivalents.
Use of
Estimates
The preparation of
financial statements in conformity with generally accepted
accounting principles 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 amount of
revenues and expenses during the reporting period. Actual results
could differ from those estimates.
Revenue
Recognition
Our company has yet to
realize revenues from operations. Once our company has commenced
operations, we will recognize revenues when delivery of goods or
completion of services has occurred provided there is persuasive
evidence of an agreement, acceptance has been approved by its
customers, the fee is fixed or determinable based on the completion
of stated terms and conditions, and collection of any related
receivable is probable.
Loss per
Share
Basic loss per share is
computed by dividing loss available to common shareholders by the
weighted average number of common shares outstanding during the
year. The computation of diluted earnings per share assumes the
conversion, exercise or contingent issuance of securities only when
such conversion, exercise or issuance would have a dilutive effect
on earnings per share. The dilutive effect of convertible
securities is reflected in diluted earnings per share by
application of the “if converted” method. In the periods in which a
loss is incurred, the effect of potential issuances of shares under
options and warrants would be anti-dilutive, and therefore basic
and diluted losses per share are the same.
Income
Taxes
The asset and liability
approach is used to account for income taxes by recognizing
deferred tax assets and liabilities for the expected future tax
consequences of temporary differences between the carrying amounts
and the tax basis of assets and liabilities.
Financial
Instruments
Our company’s financial
instruments consist of cash, deposits, prepaid expenses, and
accounts payable and accrued liabilities. Unless otherwise noted,
it is management’s opinion that our company is not exposed to
significant interest, currency or credit risks arising from these
financial instruments. Because of the short maturity and capacity
of prompt liquidation of such assets and liabilities, the fair
value of these financial instruments approximate their carrying
values, unless otherwise noted.
Mineral
Properties
Costs of exploration,
carrying and retaining unproven mineral lease properties are
expensed as incurred. Mineral property acquisition costs are
capitalized including licenses and lease payments. Although our
company has taken steps to verify title to mineral properties in
which it has an interest, these procedures do not guarantee our
company’s title. Such properties may be subject to prior agreements
or transfers and title may be affected by undetected defects.
Impairment losses are recorded on mineral properties used in
operations when indicators of impairment are present and the
undiscounted cash flows estimated to be generated by those assets
are less than the assets’ carrying amount. Impairment of $0 and $0
was recorded during the periods ended June 30, 2020 and 2019,
respectively.
Recent Accounting
Pronouncements
In January 2016, the
Financial Accounting Standards Board (“FASB”), issued Accounting
Standards Update (“ASU”) 2016-01, “Financial Instruments-Overall
(Subtopic 825-10): Recognition and Measurement of Financial Assets
and Financial Liabilities,” which amends the guidance in U.S.
generally accepted accounting principles on the classification and
measurement of financial instruments. Changes to the current
guidance primarily affect the accounting for equity investments,
financial liabilities under the fair value option, and the
presentation and disclosure requirements for financial instruments.
In addition, the ASU clarifies guidance related to the valuation
allowance assessment when recognizing deferred tax assets resulting
from unrealized losses on available-for-sale debt securities. The
new standard is effective for fiscal years and interim periods
beginning after December 15, 2017, and are to be adopted by means
of a cumulative-effect adjustment to the balance sheet at the
beginning of the first reporting period in which the guidance is
effective. Early adoption is not permitted except for the provision
to record fair value changes for financial liabilities under the
fair value option resulting from instrument-specific credit risk in
other comprehensive income. Our company is currently evaluating the
impact of adopting this standard.
Item 3. Quantitative and Qualitative
Disclosures About Market Risk
As a “smaller reporting
company”, we are not required to provide the information required
by this Item.
Item 4. Controls and
Procedures
Management’s Report
on Disclosure Controls and Procedures
We maintain disclosure
controls and procedures that are designed to ensure that
information required to be disclosed in our reports filed under the
Securities Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission’s rules and
forms, and that such information is accumulated and communicated to
our management, including our president (our principal executive
officer, principal financial officer and principle accounting
officer) to allow for timely decisions regarding required
disclosure.
As of the end of the
quarter covered by this report, we carried out an evaluation, under
the supervision and with the participation of our president (our
principal executive officer, principal financial officer and
principle accounting officer), of the effectiveness of the design
and operation of our disclosure controls and procedures. Based on
the foregoing, our president (our principal executive officer,
principal financial officer and principle accounting officer)
concluded that our disclosure controls and procedures were
effective as of the end of the period covered by this quarterly
report.
Changes in Internal
Control Over Financial Reporting
During the period
covered by this report there were no changes in our internal
control over financial reporting that materially affected, or are
reasonably likely to materially affect, our internal control over
financial reporting.
PART II - OTHER
INFORMATION
Item 1. Legal Proceedings
From time to time, we
may become involved in litigation relating to claims arising out of
its operations in the normal course of business. We are not
involved in any pending legal proceeding or litigation and, to the
best of our knowledge, no governmental authority is contemplating
any proceeding to which we area party or to which any of our
properties is subject, which would reasonably be likely to have a
material adverse effect on us, except for the following:
Item 1A. Risk
Factors
As a “smaller reporting
company”, we are not required to provide the information required
by this Item.
Item 2. Unregistered Sales of Equity
Securities and Use of Proceeds
No Unregistered sales
of Equity Securities.
Item 3. Defaults Upon Senior
Securities
None.
Item 4. Mine Safety
Disclosures
Not applicable.
Item 5. Other
Information
None.
Item 6. Exhibits
Exhibit
Number
|
|
Description
|
(3)
|
|
Articles of Incorporation and
Bylaws
|
3.1
|
|
Articles of Incorporation (Incorporated by reference to our
Registration Statement on Form SB-2 filed on December 21,
2007)
|
3.2
|
|
Bylaws (Incorporated by reference to our Registration Statement on
Form SB-2 filed on December 21, 2007)
|
3.3
|
|
Articles of Merger (Incorporated by reference to our Current Report
on Form 8-K filed on October 2, 2009)
|
3.4
|
|
Certificate of Change (Incorporated by reference to our Current
Report on Form 8-K filed on October 2, 2009)
|
(4)
|
|
Instruments
Defining the Rights of Security Holders, Including
Indentures
|
4.1
|
|
2009 Stock Option Plan (Incorporated by reference to our Current
Report on Form 8-K filed on December 30, 2009)
|
(10)
|
|
Material
Contracts
|
10.1
|
|
Lease Purchase Agreement dated June 1, 2009 between Nevada Lithium
Corporation, Nevada Mining Co., Inc., Robert Craig, Barbara Craig
and Elizabeth Dickman. (Incorporated by reference to our Current
Report on Form 8-K filed on October 26, 2009)
|
10.3
|
|
Mining Option Agreement dated April 15, 2013 between our company
and Thomas Lewis (incorporated by reference to our Current Report
on Form 8-K filed on April 22, 2013)
|
10.4
|
|
Mining Claim Sale Agreement dated June 6, 2013 between our company
and Herb Hyder (incorporated by reference to our Current Report on
Form 8-K filed on June 12, 2013)
|
10.5
|
|
Trust Agreement dated August 30, 2013 between our company and Tom
Lewis (incorporated by reference to our Quarterly Report on Form
10-Q filed on November 7, 2013)
|
10.6
|
|
Operating Agreement dated effective April 23, 2014 between our
company, All American Resources, L.L.C. and TY & Sons
Investments Inc. (incorporated by reference to our Current Report
on Form 8-K filed on April 29, 2014)
|
10.7
|
|
Asset Purchase Agreement dated August 15, 2014 between our company
and Pathion, Inc. (incorporated by reference to our Quarterly
Report on Form 10-Q filed on November 7, 2014)
|
10.8
|
|
Exploration Earn-In Agreement dated effective February 10, 2016
between our company and 1032701 B.C. Ltd. (incorporated by
reference to our Current Report on Form 8-K filed on March 15,
2016)
|
10.9
|
|
Exploration Earn-In Agreement dated effective February 10, 2016
between our company, 1067323 Nevada Ltd. and 1067323 B.C. Ltd.
(incorporated by reference to our Current Report on Form 8-K filed
on May 11, 2016)
|
(14)
|
|
Code of
Ethics
|
14.1
|
|
Code of Business Conduct and Ethics (incorporated by reference to
our Annual Report on Form 10-K filed on April 15, 2013)
|
(21)
|
|
Subsidiaries of
the Registrant
|
21.1
|
|
Lithium Royalty Corp, a
Nevada corporation
|
(31)
|
|
Rule 13a-14
(d)/15d-14d) Certifications
|
31.1*
|
|
Section 302 Certification by the Principal
Executive Officer, Principal Financial Officer and Principal
Accounting Officer
|
(32)
|
|
Section 1350
Certifications
|
32.1*
|
|
Section 906 Certification by the Principal
Executive Officer, Principal Financial Officer and Principal
Accounting Officer
|
101*
|
|
Interactive
Data File
|
101.INS
|
|
XBRL Instance
Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema
Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation
Linkbase Document
|
101.DEF
|
|
XBRL Taxonomy Extension Definition
Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
Document
|
* Filed herewith.
SIGNATURES
Pursuant to the requirements of Section 13 or
15(d) of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
|
|
LITHIUM
CORPORATION
|
|
|
|
(Registrant)
|
|
|
|
|
|
Dated: August 14, 2020
|
|
|
|
|
|
Tom Lewis
|
|
|
|
President, Treasurer, Secretary and
Director
|
|
|
|
(Principal Executive Officer, Principal
Financial Officer and
Principal Accounting Officer)
|
|
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