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Condensed Interim Consolidated Financial Statements for the Three Month Period Ended March 31, 2011
(Expressed in Canadian Dollars) (Unaudited Prepared by Management)
Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of interim consolidated financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor. The accompanying unaudited condensed interim consolidated financial statements of the company have been prepared by and are the responsibility of the Company's management. These condensed interim consolidated financial statements reflect management's best estimates and judgment based on information currently available as of June 29, 2011. The Company's independent auditor has not performed a review of these condensed interim consolidated financial statements in accordance with the standards established by the Canadian Institute of Chartered Accountants for a review of interim consolidated financial statements by an entity's auditor.
ASSETS
Current Assets Cash and cash equivalents Prepaids and sundry receivables 1,304 386 1,690 Other Assets Investment (Notes 3(b) and 11) Investment in Global Mineral Investments, LLC (Notes 3 (c) and 14) Total Assets 200,000 485,400 687,090
(0.00003)
(0.00008)
239,171,893
239,171,893
The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements
Share Capital # of Shares Balance January 1, 2010 Net loss and comprehensive loss for the period Balance March 31, 2010 Net loss and comprehensive loss for the period Balance December 31, 2010 Net loss and comprehensive loss for the period Balance March 31, 2011 239,171,893 17,268,966 $ 890,684 239,171,893 17,268,966 $ 890,684 239,171,893 239,171,893 $ Amount 17,268,966 $ Contributed Surplus 890,684 Deficit (17,346,907) $ (19,212) $ 890,684 (17,366,119) (135,501) (17,501,620) (7,043) (17,508,663) Total 812,743 (19,212) 793,531 (135,501) 658,030 (7,043) 650,987
17,268,966
The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements
The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements
(b) Basis of Presentation These condensed unaudited interim consolidated financial statements have been prepared on the historical cost basis except for certain noncurrent assets and financial instruments, which are measured at fair value, as explained in the accounting policies set out below. Any comparative figures presented in these condensed unaudited interim consolidated financial statements are in accordance with IFRS and have not been audited.
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Management anticipates that the above standards will, where applicable, be adopted in the Companys financial statements for the period beginning January 1, 2013, and has not yet considered the impact of the adoption of these standards. 5. FIRST TIME ADOPTION OF IFRS
The Company prepares its financial statements in accordance with Canadian generally accepted accounting principles as set out in the Handbook of Canadian Institute of Chartered Accountants (CICA Handbook). In 2010, the CICA Handbook was revised to incorporate International Financial Reporting Standards (IFRS), and require publicly accountable enterprises to apply such standards effective for years beginning on or after January 1, 2011. Accordingly, the Company has commenced reporting on this basis in these condensed unaudited consolidated interim financial statements. In these condensed interim consolidated financial statements, the term Canadian GAAP refers to Canadian GAAP before the adoption of IFRS.
These condensed interim consolidated financial statements have been prepared by the Company in accordance with
IFRS applicable to the preparation of interim financial statements, including IAS 34 - Interim Financial Reporting, and IFRS 1 - First-time Adoption of IFRS. Subject to certain transition elections disclosed in Note 6(a), the Company has consistently applied the same accounting policies in its opening IFRS statement of financial position at January 1, 2010 and throughout all periods presented, as if these accounting policies had always been in effect. Note 6(b) discloses the
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Application of exemption The Company has applied the business combinations exemption in IFRS 1. It has not restated business combinations that took place prior to January 1, 2010 transition date. No adjustment was required.
The Company has not applied the following exemptions: Exemption Compound financial instruments exemption Cumulative translation differences exemption Reason for not applying the exemption The Company has not issued any compound instruments. This exemption is not applicable. There was no cumulative translation differences previously recorded under Canadian GAAP. This exemption is not applicable.
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The Company has no securities classified as available-for-sale investments or as financial assets at the fair value through profit and loss. This exemption is not applicable. The Company has no defined benefit plans. This exemption is not applicable. The Company has no hedging relationships or derivatives. This exemption is not applicable. The Company has elected not to measure any items of property, plant and equipment at fair value as at January 1, 2010. This exemption is not applicable. The Company has not applied the exemption offered by the revision of IAS 39 on the initial recognition of the financial instruments measured at the fair value through profit and loss where there is no active market. This exemption is not applicable. The Company has elected not to apply the share-based payment exemption. No adjustment was required.
Exemption from restatement of comparatives for IAS 32 and IAS 39 Fair value as deemed cost exemption
The Company has applied the following mandatory exceptions from retrospective application:
Description of exception and application to the Company Assets held for sale or discontinued operations are recognized in accordance with IFRS 5. The Company did not have any assets that met the held-for-sale criteria during the period presented. No adjustment was required. Financial assets and liabilities derecognized before January 1, 2010 are not re-recognized under IFRS. The Company has no financial assets and liabilities that were de-recognized thus the application of this exemption has no impact on the Company. Estimates under IFRS at January 1, 2010 should be consistent with estimates made for the same date under previous GAAP, unless there is evidence that those estimates were in error. No adjustments for estimates have been made. The Company has never applied hedge accounting. This exception is not applicable.
De-recognition exception
of
financial
assets
and
liabilities
Estimates exception
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Fair Value Measurements Using Quoted prices in Significant other Significant active markets for observable inputs unobservable identical inputs instruments (Level 1) (Level 2) (Level 3)
$
Cash 1,304
$ -
$ -
$
1,304
Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 fair value measurements are those derived from inputs other than quoted prices included within level 1 that are not observable for the asset or liability, either directly(i.e. as prices) or indirectly (i.e. derived from prices); and Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data.
The fair values of other financial instruments, which include accounts receivable, accounts payable and accrued liabilities and loan from director approximate their carrying values due to the relatively short-term maturity of these instruments. Risk The Company has exposure to a credit risk; liquidity risk; foreign currency risk and interest risk from its use of financial instruments. The Company's cash is held in major Canadian banks and their subsidiaries. Management approves and monitors the risk management process. There has been no change in the Company's risk management process for the period ending March 31, 2011 or for the year ended December 31, 2010. Credit Risk Credit risk represents the financial loss that the Company would experience if a counterparty to a financial instrument failed to meet its obligations to the Company. Cash consists of cash bank balances held in a major Canadian financial institution. As a result, there is no significant credit risk related to the Company's assets. The carrying amounts of this financial asset represent the maximum credit exposure.
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recoverable. If the sum of the undiscounted cash flows expected to result from the use and eventual disposition of a group of assets is less than its carrying amount, it is considered impaired. An impairment loss is measured as the amount by which the carrying amount of the group of assets exceeds its fair value. (i) Basic and Diluted Loss per Share The Canadian Institute of Chartered Accountants ("CICA") recommends the use of the treasury stock method in computing earnings/loss per share. Under this method, basic loss per share is computed by dividing earnings available to common shareholders by the weighted average number of common shares outstanding during the year. In computing the loss per share on a fully diluted basis, the treasury stock method assumes that proceeds received from in-themoney stock options are used to repurchase common shares at the prevailing market rate. The weighted average number of common shares outstanding during the period was 239,171,893 (2010 - 239,171,893). (j) Revenue Recognition Revenue is earned from the provision of consulting services, licence fees and if and when the Company receives its share of profits from the Company's 3D graphics and mining and resources business units . The Company recognizes revenue from consulting services when performance of the consulting services are complete and recognizes revenue from the Company's 3D graphics and mining and resources business units when such profit distributions are received. The licence fees represent fees that the New JV is contractually required to pay the Company for use of the Company's CLIK 3D trade name. 8. CAPITAL STOCK Authorized: Issued: Unlimited common stock and special shares without par value March 31, 2011 239,171,893 $17,268,966 March 31, 2010 239,171,893 $17,268,966
As of March 31, 2011, the Company had not issued any warrants or options nor were there any outstanding warrants or options.
9. RELATED PARTY TRANSACTIONS A director of the Company advanced the Company the sum of $7,000 as a loan due and payable on demand which loan is non - interest bearing. These funds were to be used by the Company for it's ongoing corporate and business operations. 10. CAPITAL MANAGEMENT The Companys objectives when managing capital are to safeguard its ability to continue as a going concern to pursue the development of its three business segments and to maintain a flexible capital structure which optimizes the cost of capital within a framework of acceptable risk. In the management of capital, the Company includes share capital, contributed surplus and deficit. The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust its capital structure, the Company may issue new shares, issue new debt, acquire or dispose of assets or adjust the amount of cash and cash equivalents. The Company is dependent on the capital markets and potential private investors as its sole source of operating capital and the Companys capital resources are largely determined by the strength of the junior public markets and by the status of the Companys projects in relation to these markets and its ability to compete for investor support of its projects.
12. VENGA'S LICENCE FEE Pursuant to the terms of the New JV Agreement, the Company granted the New JV a licence (the "Venga Licence") during the currency of the New JV Agreement to use, market, operate and commercially exploit the business trade name 'CLIK 3D'. In consideration of the Company's granting of the Venga Licence, the New JV agreed to pay Venga, the sum of fifty thousand ($50,000.00) dollars (the "Venga Licence Fee") each year or part year during the currency of the New JV Agreement. Notwithstanding the terms of the New JV Agreement, the New JV has failed to pay the Company the required Venga Licence Fee for the years 2006 through 2010. The Company has advised the New JV that the Company is not waiving any right to recover any portion of the accumulated, unpaid and outstanding amount for the Venga Licence Fee and that the Company is and continues to regard the accumulated, unpaid and outstanding amount for the Venga Licence Fee a valid, legal debt owed by the New JV to the Company.
13. IMPAIRMENT OF LONG TERM INVESTMENT In fiscal year 2008, as a direct consequence of the accumulated and unexpected delays that the New JV (notes 3(b) and 8) has encountered in becoming operational, management decided to record approximately 50% as a write-down of the Company's investment interest in the New JV. As a result of the further delays that the New JV has experienced in becoming operational Management decided in 2010 to a further $100,00 write-down of the Company's investment in the New JV.
14. INVESTMENT IN PRIVATE COMPANY Pursuant to the terms and provisions of the Funding Agreement, the Company, currently has a 20% (March 31, 2010 - 20%) interest. The Funding Agreement provides that the Company will participate in the profits generated through GMIs business operations in an amount that is equal to the Companys then investment/equity interest in GMI. Aside from the Companys management of the financial aspects of the Proposed Dredging Operation, for which the Company is entitled to receive a management fee in accordance with the terms of the Funding Agreement, the Company has no management rights or ongoing funding requirements with respect to GMI or the Proposed Dredging Operation. The Company and GMI have specifically agreed that no term, condition or provision in the Funding Agreement will act to, or be deemed to, create or establish in law, or otherwise, a form of partnership between GMI and the Company nor will the terms, conditions and provisions of the Funding Agreement create, or be deemed to create or establish, in law or otherwise, a joint venture between the Company and GMI with respect to the Proposed Dredging Operation or otherwise.
16. SUBSEQUENT EVENTS On April 11, 2011, the Company announced that GMI had signed a funding and operational agreement (the "Operational Agreement") with Kiwi, Inc., a Liberian based mining company to fund and manage GMI's planned land based mining operations at GMI's Kumasi Hill 15 and Kumasi Hill 18 concessions("GMI's Planned Land Based Operations") located in Sinoe County, Liberia. Pursuant to the terms of the Operational Agreement, Kiwi, Inc. has agreed to provide $10 Million of financing to fund GMI's Planned Land Based Operations (the "Operational Funding") and to commence full mining operations at GMI's two Kumasi Hill sites by October 1, 2011. The Operational Agreement further provides that Kiwi, Inc. will have full operational management of GMI's Planned Land Based Operations, with all profit derived from such operations being divided equally between Kiwi, Inc. and GMI. The Operational Agreement specifically requires Kiwi, Inc. to make the Operational Funding available for GMI's Planned Land based Operations by September 5, 2011, failing which, the Operational Agreement will be deemed to be null and void. The Company further announced on April 11, 2011 that GMI will continue to manage the ongoing dredging operations being carried on in the Dugbe River system and that GMI will retain all profits derived from such dredging operations.