Return to Shoshone Silver Mining
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED September 30, 2005
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ________________________ TO ________________________.
Commission File Number 000-21623
SHOSHONE SILVER MINING COMPANY
(Exact name of registrant as specified in its charter)
| Idaho | 82-0304993 |
| (State or other jurisdiction of | (I.R.S. Employer |
| incorporation or organization) | Identification No.) |
1176 Big Creek Road, Ste E-106, Kellogg, ID 83837
(Address of principal executive offices) (Zip Code)
(208) 752-1070
(Registrant’s telephone number,
including area code)
Check whether the issuer: (1) filed all reports required to be
filed by section 13 or 15(d) of the Exchange Act
during the past 12 months
(or for such shorter period that the registrant was required to file such
reports), and
(2) has been subject to such filing requirements for the past
90 days. Yes [ ] No [X]
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act).
Yes [
] No [X]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports
required to be filed by Section 12, 13, or 15(d) of
the Exchange Act after
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:
| Class | Outstanding as of September 30, 2005 |
| Common Stock ($0.10 par value) | 17,513,800 |
Transitional Small Business Disclosure Format (check one): Yes [X] No [ ]

SHOSHONE SILVER MINING COMPANY
FORM 10-QSB
For the Quarter Ended September 30,
2005
TABLE OF CONTENTS
PART I – FINANCIAL INFORMATION
We have provided the following information to our certifying independent accountants. We are filing this information prior to the completion of the accountant's services under Regulation S-X Article 2. We expect to file amended filings after these services are completed to correct this departure from the requirements of Regulation S-X Article 2.
SHOSHONE SILVER MINING COMPANY
CONSOLIDATED BALANCE
SHEETS
(Unaudited)
| September 30, | December 31, | |||||
| 2005 | 2004 | |||||
| ASSETS | ||||||
| CURRENT ASSETS | ||||||
| Cash | $ | 4,480 | $ | 251,683 | ||
| Receivable from related party | - | - | ||||
| Deposits and prepaids | 44,697 | 24,583 | ||||
| Supplies inventory | 4,955 | 5,303 | ||||
| Total Current Assets | 54,132 | 281,569 | ||||
| PROPERTY, PLANT AND EQUIPMENT | ||||||
| Property, plant and equipment | 1,636,815 | 1,636,815 | ||||
| Accumulated depreciation | (1,111,532 | ) | (1,087,958 | ) | ||
| Total Property Plant and Equipment | 525,283 | 548,857 | ||||
| MINERAL AND MINING PROPERTIES | 382,745 | 311,218 | ||||
| OTHER ASSETS | ||||||
| Notes receivable from related parties | 93,214 | 93,214 | ||||
| Accrued interest | 9,411 | 4,923 | ||||
| Investments | 558,439 | 1,020,236 | ||||
| Total Other Assets | 661,064 | 1,118,373 | ||||
| TOTAL ASSETS | $ | 1,623,224 | $ | 2,260,017 | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||
| CURRENT LIABILITIES | ||||||
| Accounts payable | $ | 227,739 | $ | 270,879 | ||
| Total Current Liabilities | 227,739 | 270,879 | ||||
| COMMITMENTS AND CONTINGENCIES | - | - | ||||
| STOCKHOLDERS' EQUITY | ||||||
| Common stock, 20,000,000 shares authorized, $0.10 par value; | ||||||
| 17,513,800 and 17,393,797 shares issued and outstanding | 1,751,380 | 1,739,380 | ||||
| Additional paid-in capital | 2,970,756 | 2,966,756 | ||||
| Treasury stock | (26,834 | ) | (26,834 | ) | ||
| Stock options | 12,221 | 12,221 | ||||
| Subscriptions receivable | (20,225 | ) | (20,225 | ) | ||
| Accumulated deficit | (3,597,466 | ) | (3,416,017 | ) | ||
| Accumulated other comprehensive income | 305,653 | 733,857 | ||||
| Total Stockholders' Equity | 1,395,485 | 1,989,138 | ||||
| TOTAL LIABILITIES AND STOCKHOLDERS' | ||||||
| EQUITY | $ | 1,623,224 | $ | 2,260,017 |
The accompanying notes are an integral part of these financial statements.
SHOSHONE SILVER MINING COMPANY
CONSOLIDATED
STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
| Three Months Ended Sept. 30, | Nine Months Ended Sept. 30, | |||||||||||
| 2005 | 2004 | 2005 | 2004 | |||||||||
| REVENUES | $ | 55 | $ | 39,325 | $ | 489 | $ | 39,963 | ||||
| COST OF REVENUES | - | - | 348 | - | ||||||||
| GROSS PROFIT | 55 | 39,325 | 141 | 39,963 | ||||||||
| OPERATING EXPENSES | ||||||||||||
| General and administrative | 9,678 | 24,158 | 82,594 | 142,211 | ||||||||
| Professional fees | 3,056 | 8,401 | 23,805 | 24,150 | ||||||||
| Depreciation | 7,858 | 7,858 | 23,574 | 23,575 | ||||||||
| Mining and exploration expenses | 14,913 | 45,418 | 51,379 | 88,570 | ||||||||
| Total Operating Expenses | 35,505 | 85,835 | 181,352 | 278,506 | ||||||||
| LOSS FROM OPERATIONS | (35,450 | ) | (46,510 | ) | (181,211 | ) | (238,543 | ) | ||||
| OTHER INCOME (EXPENSES) | ||||||||||||
| Net gain (loss) on sale of securities | - | 21,835 | (5,995 | ) | 35,770 | |||||||
| Lease income | - | 5,150 | - | 10,250 | ||||||||
| Other income | 540 | - | 540 | - | ||||||||
| Dividend and interest income | 93 | 206 | 5,217 | 398 | ||||||||
| Total Other Income (Expenses) | 633 | 27,191 | (238 | ) | 46,418 | |||||||
| LOSS BEFORE INCOME TAXES | (34,817 | ) | (19,319 | ) | (181,449 | ) | (192,125 | ) | ||||
| INCOME TAXES | - | - | - | - | ||||||||
| NET LOSS | (34,817 | ) | (19,319 | ) | (181,449 | ) | (192,125 | ) | ||||
| OTHER COMPREHENSIVE INCOME (LOSS) | ||||||||||||
| Unrealized holding gain (loss) on investments | (11,792 | ) | (17,308 | ) | (428,205 | ) | (175,633 | ) | ||||
| NET COMPREHENSIVE INCOME (LOSS) | $ | (46,609 | ) | $ | (36,627 | ) | $ | (609,654 | ) | $ | (367,758 | ) |
| NET LOSS PER COMMON SHARE, BASIC | ||||||||||||
| AND DILUTED | $ | (0.002 | ) | $ | (0.001 | ) | $ | (0.010 | ) | $ | (0.011 | ) |
| WEIGHTED AVERAGE NUMBER OF | ||||||||||||
| COMMON STOCK SHARES OUTSTANDING, | ||||||||||||
| BASIC AND DILUTED | 17,477,753 | 17,393,798 | 17,430,121 | 16,957,826 | ||||||||
The accompanying notes are an integral part of these financial statements.
SHOSHONE SILVER MINING COMPANY
CONSOLIDATED STATEMENTS OF
CASH FLOWS
(unaudited)
| Nine Months Ended | ||||||
| September 30 | ||||||
| 2005 | 2004 | |||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||
| Net income (loss) | $ | (181,449 | ) | $ | (192,125 | ) |
| Adjustments to reconcile net income (loss) to net | ||||||
| cash used by operations: | ||||||
| Depreciation and amortization expense | 23,574 | 23,575 | ||||
| Common stock issued for services | 8,000 | 26,250 | ||||
| Common stock issued for mining and exploration expenses | - | (542,500 | ) | |||
| Net loss (gain) on sale of investments | 5,995 | (35,770 | ) | |||
| Changes in assets and liabilities: | ||||||
| Increase in receivable from related party | - | - | ||||
| Increase in deposits and prepaids | (20,114 | ) | (94,414 | ) | ||
| Decrease (increase) in supplies inventory | 348 | (3,450 | ) | |||
| Increase in accrued interest receivable | (4,488 | ) | - | |||
| (Decrease) increase in accounts payable | (43,140 | ) | 551,516 | |||
| Net cash used in operating activities | (211,274 | ) | (266,918 | ) | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||
| Purchases of investments | (29,036 | ) | (207,063 | ) | ||
| Proceeds from sale of investments | 56,634 | 55,727 | ||||
| Purchase of mineral and mining properties | (71,527 | ) | (105,053 | ) | ||
| Net cash provided (used) for investing activities | (43,929 | ) | (256,389 | ) | ||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||
| Proceeds from sale of common stock | 8,000 | 651,650 | ||||
| Advances on short-term loan | - | 10,500 | ||||
| Commissions paid on private placement offering | - | (64,465 | ) | |||
| Repayment of short term loan | - | (17,100 | ) | |||
| Net cash provided by financing activities | 8,000 | 580,585 | ||||
| Net increase (decrease) in cash | (247,203 | ) | 57,278 | |||
| Cash, beginning of period | 251,683 | 17,403 | ||||
| Cash, end of period | $ | 4,480 | $ | 74,681 | ||
| SUPPLEMENTAL CASH FLOW DISCLOSURES: | ||||||
| Interest expense paid | $ | - | $ | - | ||
| Income taxes paid | $ | - | $ | 30 | ||
| NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||||||
| Common stock issued for purchase of mining properties | $ | - | $ | 157,500 | ||
| Treasury stock issued for note receivable | $ | - | $ | 20,225 | ||
| Common stock issued for services | $ | 8,000 | $ | - | ||
The accompanying notes are an integral part of these financial statements.
Shoshone Silver Mining Company
Notes to the
Consolidated Financial Statements
NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS
Shoshone Silver Mines Company (hereinafter “the Company”) was incorporated under the laws of the State of Idaho on August 4, 1969, under the name of Sunrise Mining Company and is engaged in the business of mining. On January 22, 1970, the Company's name was changed to Shoshone Silver Mining Company. During 2003, the Company’s focus was broadened to include resource management and sales of mineral and timber interests.
In 2004, the Company incorporated a wholly owned subsidiary in Mexico, Shoshone Mexico, S.A. de C.V, for the purposes of facilitating is Mexico property explorations and future operations.
The Company’s year end is December 31.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This summary of significant accounting policies is presented to assist in understanding Shoshone’s financial statements. The financial statements and notes rely on the integrity and objectivity of the Company’s management. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements.
Accounting Methods
The Company’s financial statements are prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America.
Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Preparation of Interim Consolidated Financial Statements
The foregoing unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim consolidated financial information and with the instructions to Form 10-QSB and Article 10 of Regulation S-X as promulgated by the Securities and Exchange Commission. Accordingly, these financial statements do not include all of the disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. These unaudited interim consolidated financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 2004. In the opinion of management, the unaudited interim consolidated financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim periods presented.
The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the reporting period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of Shoshone Silver Mining Company’s (“Shoshone’s”) financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions, which could have a material effect on the reported amounts of Shoshone’s financial position and results of operations.
Principles of Consolidation
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Shoshone Mexico, S.A. de C.V., after elimination of the intercompany accounts and transactions.
Going Concern
As shown in the accompanying financial statements, the Company has had limited revenues and incurred an accumulated deficit of $3,597,466 through September 30, 2005. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management has established plans designed to increase the sales of the Company’s products. Management intends to seed additional capital from new equity securities offerings that will provide funds needed to increase liquidity, fund internal growth and fully implement its business plan. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.
An estimated $150,000 is believed necessary to continue operations and increase development through the next fiscal year. The timing and amount of capital requirements will depend on a number of factors, including demand for products and services.
NOTE 3: DEPOSITS AND PREPAID EXPENSES
The Company had a prepaid a balance on the credit card of one of its officers to be used for the Company’s expenses that this officer pays out of pocket. Each month the officer presented the receipts and credit card statement to the Company and the board for approval. The remaining prepaid balance on this credit card at September 30, 2005 was $1,365.
During the first nine months of fiscal 2005, the company prepaid advertising services to be performed by an unrelated mining company. The remaining prepaid balance at September 30, 2005, was $4,500.
During the year ended December 31, 2003, the Company prepaid $5,100 to a consulting firm for the development of stock tracking software to be used by the Company’s stock transfer agent for the tracking of the Company’s own common stock issued.
During the fiscal year ended December 31, 2004, the Company prepaid legal services with one of its attorneys. As the attorney accrues expenses on behalf of the Company, the billings are charged against the deposit. The balance held in trust with this attorney at September 30, 2005 is $5,892.
During 2004, the Company, through another attorney, received monthly lease payments on the Lakeview property lease which was being disputed. The attorney held these revenues for the Company and, with the Company’s permission, is deducting expenses that the attorney is accruing. The balance of lease income held in trust with this attorney at September 30, 2005 is $7,061. See Note 5.
During the fiscal year ended December 31, 2004, the Company prepaid administrative services to be performed by a related mining company. The remaining prepaid balance at September 30, 2005, was $7,916.
During the first nine months of fiscal 2005, the Company prepaid $12,500 to a related party. The Company made this prepayment for certain administrative services to be performed by the related party.
NOTE 4: INVESTMENTS
The Company has invested in various privately and publicly held companies. At this time, the Company holds securities classified as available for sale. Amounts are reported at fair value, with unrealized gains and losses excluded from earnings and reported separately as a component of stockholders’ equity.
The Company had an unrealized holding loss during the nine-month period ended September 30, 2005 of $428,205. This is recorded on the income statement as other comprehensive income (loss) and also on the balance sheet as other accumulated comprehensive income.
The investments are summarized as follows:
| Sept. 30, | Dec. 31, | |||||
| 2005 | 2004 | |||||
| Fair value of investments | $ | 558,439 | $ | 1,020,236 | ||
| Gross unrealized gain | 305,653 | 733,857 | ||||
| $ | 252,786 | $ | 286,379 |
NOTE 5: COMMITMENTS AND CONTINGENCIES
Environmental Issues
Shoshone is engaged in mineral
mining and may become subject to certain liabilities as they relate to
environmental cleanup of mining sites or other environmental restoration
procedures as they relate to mineral mining and the operation thereof.
Although the mineral exploration and mining industries are inherently speculative and subject to complex environmental regulations, Shoshone is unaware of any pending litigation or of any specific past or prospective matters which could impair the value of its mining claims.
Litigation
In 2004, the Company entered into
litigation with the lessee of the Lakeview mining property, alleging default of
the lease and seeking confirmation of the cancellation of the lease. During the
three-month period ended September 30, 2005, the lessee was evicted from the
property and the lease was canceled.
Item 2 - Management’s Discussion and Analysis or Plan of Operation
This report contains forward-looking statements
From time to time, Shoshone and its senior managers have made and will make forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are contained in this report and may be contained in other documents that Shoshone files with the Securities and Exchange Commission. Such statements may also be made by Shoshone and its senior managers in oral or written presentations to analysts, investors, the media and others. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. Also, forward-looking statements can generally be identified by words such as “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “seek,” “expect,” “intend,” “plan” and similar expressions.
Forward-looking statements provide our expectations or predictions of future conditions, events or results. They are not guarantees of future performance. By their nature, forward-looking statements are subject to risks and uncertainties. As such, our actual future results, performance or achievements may differ materially from the results expressed in, or implied by, our forward-looking statements. Please refer to descriptions of these risks set forth in our “Risk Factors” in our most recent Annual Report on Form 10-KSB for the fiscal year ended December 31, 2004.
Our forward-looking statements speak only as of the date they are made. We do not undertake to update forward-looking statements to reflect the impact of circumstances or events that arise after the date the forward-looking statements were made.
Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the Consolidated Financial Statements and Notes presented elsewhere in this report.
General
Shoshone Silver Mining Company (“Shoshone”) was incorporated under the laws of the State of Idaho on August 4, 1969, under the name of Sunrise Mining Company and is engaged in the business of mining. On January 22, 1970, the Company’s name was changed to Shoshone Silver Mining Company. The Company’s year end is December 31.
Comparison of the Three and Nine Months Ended September 30, 2005 and 2004:
Results of Operations
The following tables set forth certain information regarding the components of our Consolidated Statements of Operations for the three- and nine-months periods ended September 30, 2005 with the same periods in the prior year. The tables are provided to assist in assessing differences in our overall performance:
| Three
Months Ended September 30, |
||||||||||||
| 2005 | 2004 | $ change | % change | |||||||||
| REVENUES | $ | 55 | $ | 39,325 | $ | (39,270 | ) | -99.9% | ||||
| COST OF REVENUES | - | - | - | 0.0% | ||||||||
| GROSS PROFIT | 55 | 39,325 | (39,270 | ) | -99.9% | |||||||
| General and administrative | 9,678 | 24,158 | (14,480 | ) | -59.9% | |||||||
| Professional fees | 3,056 | 8,401 | (5,345 | ) | -63.6% | |||||||
| Depreciation | 7,858 | 7,858 | - | 0.0% | ||||||||
| Mining and exploration expenses | 14,913 | 45,418 | (30,505 | ) | -67.2% | |||||||
| Total Operating Expenses | 35,505 | 85,835 | (50,330 | ) | -58.6% | |||||||
| LOSS FROM OPERATIONS | (35,450 | ) | (46,510 | ) | 11,060 | -23.8% | ||||||
| Net gain (loss) on sale of securities | - | 21,835 | (21,835 | ) | -100.0% | |||||||
| Lease income | - | 5,150 | (5,150 | ) | -100.0% | |||||||
| Other income | 540 | - | 540 | 0.0% | ||||||||
| Dividend and interest income | 93 | 206 | (113 | ) | -54.9% | |||||||
| Total Other Income (Expenses) | 633 | 27,191 | (26,558 | ) | -97.7% | |||||||
| NET LOSS | $ | (34,817 | ) | $ | (19,319 | ) | $ | (15,498 | ) | 80.2% | ||
| Nine Months Ended September 30, |
||||||||||||
| 2005 | 2004 | $ change | % change | |||||||||
| REVENUES | $ | 489 | $ | 39,963 | $ | (39,474 | ) | -98.8% | ||||
| COST OF REVENUES | 348 | - | 348 | 0.0% | ||||||||
| GROSS PROFIT | 141 | 39,963 | (39,822 | ) | -99.6% | |||||||
| General and administrative | 82,594 | 142,211 | (59,617 | ) | -41.9% | |||||||
| Professional fees | 23,805 | 24,150 | (345 | ) | -1.4% | |||||||
| Depreciation | 23,574 | 23,575 | (1 | ) | 0.0% | |||||||
| Mining and exploration expenses | 51,379 | |||||||||||