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SWVI > SEC Filings for SWVI > Form 10-K on 15-Oct-2013All Recent SEC Filings

Show all filings for SWINGPLANE VENTURES, INC. | Request a Trial to NEW EDGAR Online Pro

Form 10-K for SWINGPLANE VENTURES, INC.


15-Oct-2013

Annual Report


ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward Looking Statements

This current report contains forward-looking statements relating to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "intends", "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 which may cause our or our industry's actual results, levels of activity or performance to be materially different from any future results, levels of activity or performance 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 or performance. You should not place undue reliance on these statements, which speak only as of the date that they were made. These cautionary statements should be considered with any written or oral forward-looking statements that we may issue in the future. 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, later events or circumstances or to reflect the occurrence of unanticipated events.

In this report unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to "common shares" refer to the common shares of our capital stock.

The management's discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP").

Results of Operations

We generated no revenue for the fiscal years ended June 30, 2013 and June 30, 2012, and we have never generated any revenue.

For the fiscal year ended June 30, 2013, we incurred operating expenses of $873,903 as compared to $751,850 incurred during the fiscal year ended June 30, 2012, an increase of $122,053. The increase was due to an increase in legal fees of $47,938 (2012: $Nil), professional fees of $16,751 (2012:$Nil), management fees of $25,000 (2012: Nil), an increase in general and administrative expenses to $51,484 from $1,850 (2012) offset by a decrease in consulting fees to $34,771 as compared to $50,000 (2012) and a decrease in explorations expenses from $700,000 to $697,959(2012).

During the fiscal year ended June 30, 2013 we incurred a net loss of $900,143 as compared to a net loss of $751,850 incurred during the fiscal year ended June 30, 2012. Of this amount, loss from operations totaled $873,903 at June 30, 2013 as compared to $751,850 as at June 30, 2012. Other expenses included in the net loss for 2013 relate to interest expenses in the amount of $26,240 for the fiscal year ended June 30, 2013 with no comparable expense for the fiscal year ended June 30, 2012.

General and administrative expenses generally include corporate overhead, financial and administrative contracted services, and marketing costs. Professional fees include accounting and tax service fees.

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Liquidity and Capital Resources

As of June 30, 2013, our current assets were $8,153 as compared to $Nil as at June 30, 2012 and our current liabilities were $923,684 ($401,850 as at June 30, 2012), resulting in a working capital deficit of $915,531 as at June 30, 2013 as compared to deficit of working capital of $401,850 as at June 30, 2012. The increase in current assets was due to cash in the amount of $2,724 ($Nil as of June 30, 2012) and prepaid expenses in the amount of $5,429. This substantive change in our working capital is due to loans in the amount of $725,000 during the fiscal year ended June 30, 2013. Our current liabilities as of June 30, 2013 increased substantially due to the loan and increased operating expenses as a result of new management and a change in our business focus to the mining sector. Current liabilities were comprised of: (i) $152,335 in accounts payable and accrued liabilities ($401,850 - June 30, 2012) ;( ii) $6,000 in accounts payable - related party ($Nil - June 30, 2012); (iii) $725,000 in short term loans ($Nil - June 30, 2012) and (vi) $40,349 interest payable related to the short term loans ($Nil - June 30, 2012).

As of the date of this Annual Report, we have yet to generate any revenues from our business operations and we do not expect to generate any revenues in the near future.

We estimate that in the next twelve months we will require a minimum of $500,000 of which we will expend approximately $100,000 for operations and $400,000 as required with respect to the acquisition of projects. It is anticipated that the transaction whereby we acquire the option on the mineral concessions will result in a business combination which will be treated as a reverse merger and recapitalization for accounting purposes.

We are an exploration stage company and are in the early stages of developing our business plan. As of the date of this report, we have not generated any revenues and are just commencing operations under our new business initiative. As a result, we have generated operating losses since our formation and expect to incur substantial losses and negative operating cash flows for the foreseeable future as we attempt to undertake our business plan. Our ability to continue may prove more expensive than we currently anticipate and we may incur significant additional costs and expenses. These conditions could further impact our business and have an adverse effect on our financial position, results of operations and/or cash flows.

We cannot sustain our operations from existing working capital as we have not generated any revenues and there can be no assurance at this time that we can generate significant revenues from operations.

We will require additional working capital, as we currently have inadequate capital to fund our business strategies, which could severely limit our operations. We currently have no cash with which to continue operations and are dependent on debt and equity investments. There can be no assurance that any additional financing will be available or accessible on reasonable terms, either by way of an equity financing or debt. If we cannot raise any additional funding we may either have to suspend operations until we do raise the cash, or cease operations entirely.

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, capital expenditures or capital resources that are material to stockholders.

Critical Accounting Policies and Estimates

The preparation of our financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the 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. On an on-going basis, management evaluates its estimates and judgments which are based on historical experience and on various other factors that are believed to be reasonable under the circumstances. The results of their evaluation form the basis for making judgments about the carrying values of assets and liabilities. Actual results may differ from these estimates under different assumptions and circumstances. Our significant accounting policies are more fully discussed in the Notes to our Financial Statements.

Recent Accounting Pronouncements

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements will have a material impact on its financial condition or the results of its operations.

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