XOTC:IXPLD Quarterly Report 10-Q Filing - 7/31/2012

Effective Date 7/31/2012

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JULY 31, 2012 Commission file number 000-54666 IMPACT EXPLORATIONS INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization) 78 York Street London W1H 1DP England (Address of principal executive offices, including zip code) Telephone +44 207 681 1620 Facsimile +44 207 681 1620 (Telephone number, including area code) Resident Agents of Nevada 711 S. Carson Street #4 Carson City, NV 89701 Telephone (775)882-4641 Facsimile (775)882-6818 (Name, address and telephone number of agent for service) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days. YES [X] NO [ ] Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).? YES [X] NO [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer, "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [X] NO [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 6,000,000 shares as of September 14, 2012 <PAGE> ITEM 1. FINANCIAL STATEMENTS The un-audited quarterly financial statements for the period ended July 31, 2012, prepared by the company, immediately follow. 2 <PAGE> IMPACT EXPLORATIONS INC. (An Exploration Stage Company) Balance Sheet -------------------------------------------------------------------------------- As of As of July 31, 2012 January 31, 2012 ------------- ---------------- <S> <C> <C> ASSETS CURRENT ASSETS Cash $ 432 $ 20,461 Deposit -- -- -------- -------- TOTAL CURRENT ASSETS 432 20,461 -------- -------- TOTAL ASSETS $ 432 $ 20,461 ======== ======== LIABILITIES & STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts Payable $ 5,080 $ 2,440 -------- -------- TOTAL CURRENT LIABILITIES 5,080 2,440 -------- -------- TOTAL LIABILITIES 5,080 2,440 -------- -------- STOCKHOLDERS' EQUITY Common stock, ($0.001 par value, 75,000,000 shares authorized; 6,000,000 shares issued and outstanding as of July 31, 2012 and January 31, 2012 6,000 6,000 Additional paid-in capital 54,000 54,000 Deficit accumulated during exploration stage (64,648) (41,979) -------- -------- TOTAL STOCKHOLDERS' EQUITY (4,648) 18,021 -------- -------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 432 $ 20,461 ======== ======== See Notes to Financial Statements 3 <PAGE> IMPACT EXPLORATIONS INC. (An Exploration Stage Company) Statement of Operations -------------------------------------------------------------------------------- January 6, 2010 Three Months Three Months Six Months Six Months (inception) ended ended ended ended through July 31, 2012 July 31, 2011 July 31, 2012 July 31, 2011 July 31, 2012 ------------- ------------- ------------- ------------- ------------- <S> <C> <C> <C> <C> <C> REVENUES Revenues $ -- $ -- $ -- $ -- $ -- ---------- ---------- ---------- ---------- ---------- TOTAL REVENUES -- -- -- -- -- EXPENSES General and Administrative 955 491 17,670 2,383 28,448 Mineral Exploration Expense -- -- -- 10,000 14,000 Professional Fees 1,900 1,600 5,000 4,700 22,200 ---------- ---------- ---------- ---------- ---------- TOTAL EXPENSES 2,855 2,091 22,670 17,083 64,648 ---------- ---------- ---------- ---------- ---------- NET INCOME (LOSS) $ (2,855) $ (2,091) $ (22,670) $ (17,083) $ (64,648) ========== ========== ========== ========== ========== BASIC EARNING (LOSS) PER SHARE $ 0.00 $ 0.00 $ 0.00 $ 0.00 ========== ========== ========== ========== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 6,000,000 6,000,000 6,000,000 6,000,000 ========== ========== ========== ========== See Notes to Financial Statements 4 <PAGE> IMPACT EXPLORATIONS INC. (An Exploration Stage Company) Statement of Cash Flows -------------------------------------------------------------------------------- January 6, 2010 Six Months Six Months (inception) ended ended through July 31, 2012 July 31, 2011 July 31, 2012 ------------- ------------- ------------- <S> <C> <C> <C> CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $(22,670) $(17,083) $(64,648) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Changes in operating assets and liabilities: Deposit -- 10,000 -- Accounts Payable 2,640 590 5,080 -------- -------- -------- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (20,030) (6,493) (59,568) CASH FLOWS FROM INVESTING ACTIVITIES NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES -- -- -- CASH FLOWS FROM FINANCING ACTIVITIES Issuance of common stock -- -- 60,000 -------- -------- -------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES -- -- 60,000 -------- -------- -------- NET INCREASE (DECREASE) IN CASH (20,030) (6,493) 432 CASH AT BEGINNING OF PERIOD 20,461 30,683 -- -------- -------- -------- CASH AT END OF PERIOD $ 432 $ 24,191 $ 432 ======== ======== ======== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during period for: Interest $ -- $ -- $ -- ======== ======== ======== Income Taxes $ -- $ -- $ -- ======== ======== ======== See Notes to Financial Statements 5 <PAGE> IMPACT EXPLORATIONS INC. (An Exploration Stage Company) Notes to Financial Statements July 31, 2012 -------------------------------------------------------------------------------- NOTE 1. BASIS OF PRESENTATION The accompanying unaudited interim financial statements of Impact Explorations Inc., have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in Impact Explorations' Form 10-K filed with SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for fiscal 2012 as reported in the Form 10-K have been omitted. It is management's opinion that all adjustments necessary for a fair statement of the results of the interim periods have been made, and all adjustments are of a normal recurring nature. NOTE 2. GOING CONCERN As of July 31, 2012, Impact Explorations has not generated revenues and has accumulated losses since inception. The continuation of Impact Explorations as a going concern is dependent upon the continued financial support from its shareholders, its ability to obtain necessary equity financing to continue operations, and the attainment of profitable operations. These factors raise substantial doubt regarding Impact Explorations' ability to continue as a going concern. 6 <PAGE> ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION FORWARD LOOKING STATEMENTS This report contains forward-looking statements that involve risk and uncertainties. We use words such as "anticipate", "believe", "plan", "expect", "future", "intend", and similar expressions to identify such forward-looking statements. Investors should be aware that all forward-looking statements contained within this filing are good faith estimates of management as of the date of this filing. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions. RESULTS OF OPERATIONS We are an exploration stage company and have generated no revenues since inception (January 6, 2010) and have incurred $64,648 in expenses through July 31, 2012. For the three months ended July 31, 2012 we incurred $2,855 in expenses. These expenses consisted of $1,900 in professional fees and $955 in general and administrative expenses. For the same three month period ended July 31, 2011 we incurred $2,091 in expenses. These expenses consisted of $1,600 in professional fees and $491 in general and administrative expenses. For the six months ended July 31, 2012 we incurred $22,670 in expenses. These expenses consisted of $5,000 in professional fees and $17,670 in general and administrative expenses. For the same six month period ended July 31, 2011 we incurred $17,083 in expenses. These expenses consisted of $4,700 in professional fees, $2,383 in general and administrative expenses and $10,000 in exploration expenses. The following table provides selected financial data about our company for the period ended July 31, 2012. Balance Sheet Data: 7/31/12 ------------------- ------- Cash $ 432 Total assets $ 432 Total liabilities $ 5,080 Shareholders' equity $(4,648) Cash provided by financing activities since inception through July 31, 2012 was $15,000 from the sale of 3,000,000 shares of common stock to our officer and director in January 2010 and on September 14, 2010 we issued a total of 3,000,000 shares of common stock to 26 unrelated shareholders for cash at $0.015 per share for a total of $45,000 pursuant to the S-1 Registration Statement we filed with the US Securities and Exchange Commission. 7 <PAGE> LIQUIDITY AND CAPITAL RESOURCES Our cash balance at July 31, 2012 was $432, with $5,080 in outstanding liabilities. Our plan of operation for the next twelve months is to continue our exploration efforts, either on our current claim or possibly on another mineral property if we are able to find one with better prospects than our current property. During the quarter ended April, 2011 we paid the geologist $10,000 to proceed with Phase 1 of the exploration program. In addition to the additional $14,000 we may spend for Phase 2 of the exploration program as outlined below, we anticipate spending an additional $7,000 on professional fees, including fees payable in connection with complying with reporting obligations, and general administrative costs. Total expenditures over the next 12 months are therefore expected to be approximately $21,000 if we proceed with Phase 2. We are an exploration stage company and have generated no revenue to date. PLAN OF OPERATION Our exploration target is to find exploitable minerals. Our success depends on achieving that target. There is the likelihood of our current mineral claim containing little or no economic mineralization or reserves of silver and other minerals. There is the possibility that our current claim does not contain any reserves and funds that we spend on exploration will be lost. Even if we complete our current exploration program and are successful in identifying a mineral deposit we will be required to expend substantial funds to bring our claim to production. We are unable to assure you we will be able to raise the additional funds necessary to implement any future exploration or extraction program even if mineralization is found. The following work program has been recommended by the consulting geologist who prepared the geology report on our current claim. PHASE 1 Prospecting, mapping and grid controlled soil geochemistry $10,000 (completed) PHASE 2 A program of grid controlled ground magnetometer and very low frequency electro magnetometer (VLF-EM) surveys should be undertaken over the areas of interest as determined by the Phase 1 program $14,000 ------- Total $24,000 ======= The above program costs are management's estimates based upon the recommendations of the professional consulting geologist's report and the actual project costs may exceed our estimates. We paid the geologist $10,000 for Phase 1 of the exploration program. On April 12, 2011 we received his report on his findings. Management is currently 8 <PAGE> pursuing additional exploration assets, and may return to this project in the future, but the results of Phase 1 were not so good that they wish to complete phase 2 immediately. If we decide to move on to Phase 2 of the exploration program on our current claim, this would be done during the summer of 2012. The estimated cost of this program is $14,000 and will take approximately 3 weeks to complete and an additional two to three months for the consulting geologist to receive the results from the assay lab and prepare his report. We have a verbal agreement with James McLeod, the consulting geologist who prepared the geology report on our claim, to retain his services for Phase 2 of the exploration program. We cannot provide investors with any assurance that we will be able to raise sufficient funds to proceed with any work after the exploration program if we find mineralization. OFF-BALANCE SHEET ARRANGEMENTS We have no off-balance sheet arrangements. ITEM 4. CONTROLS AND PROCEDURES EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES Under the supervision and with the participation of our management, including our principal executive officer and the principal financial officer, we have conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the end of the period covered by this report. Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were effective such that the material information required to be included in our Securities and Exchange Commission reports is accumulated and communicated to our management, including our principal executive and financial officer so that it may be recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, particularly during the period when this report was being prepared. CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING There have been no changes in our internal control over financial reporting that occurred during the last fiscal quarter ended July 31, 2012 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting 9 <PAGE> PART II. OTHER INFORMATION ITEM 6. EXHIBITS The following exhibits are included with this quarterly filing. Those marked with an asterisk and required to be filed hereunder, are incorporated by reference and can be found in their entirety in our original Registration Statement on Form S-1, filed under SEC File Number 333-165365, at the SEC website at www.sec.gov: Exhibit No. Description ----------- ----------- 3.1 Articles of Incorporation* 3.2 Bylaws* 31.1 Sec. 302 Certification of Principal Executive Officer 31.2 Sec. 302 Certification of Principal Financial Officer 32.1 Sec. 906 Certification of Principal Executive Officer 32.2 Sec. 906 Certification of Principal Financial Officer 101 Interactive data files pursuant to Rule 405 of Regulation S-T SIGNATURES Pursuant to the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. September 14, 2012 Impact Explorations Inc., Registrant By: /s/ Jenny Brown ------------------------------------------------ Jenny Brown, President, Chief Executive Officer, Principal Accounting Officer, and Chief Financial Officer In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. September 14, 2012 Impact Explorations Inc., Registrant By: /s/ Jenny Brown ------------------------------------------------ Jenny Brown, President, Chief Executive Officer, Principal Accounting Officer, and Chief Financial Officer 10

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XOTC:IXPLD Quarterly Report 10-Q Filing - 7/31/2012
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