UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C.
20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2009
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: 000-28837
NEW JERSEY MINING COMPANY
(Exact name of registrant as specified in its charter)
Idaho | 82-0490295 |
(State or other jurisdiction | (I.R.S. employer identification No.) |
of incorporation or organization) |
89 Appleberg Road, Kellogg, Idaho 83837
(Address of principal executive offices) (zip code)
(208) 783-3331
Registrants telephone
number, including area code
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 as the
registrant was required to file such reports), and (2) has been subject to
filing requirements for the past 90 days.
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 definitions of large accelerated filer, accelerated filer and small 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 [ ] No [X]
On April 30, 2009, 37,436,692 shares of the registrants common stock were outstanding.
NEW JERSEY MINING COMPANY |
QUARTERLY REPORT ON FORM 10-Q |
FOR THE QUARTERLY PERIOD |
ENDED MARCH 31, 2009 |
TABLE OF CONTENTS |
2
PART I-FINANCIAL INFORMATION
Item 1: FINANCIAL STATEMENTS
New Jersey Mining Company |
(A Development Stage Company) |
Balance Sheets (Unaudited) |
March 31, 2009 and December 31, 2008 |
ASSETS | ||||||
March 31, 2009 | December 31, 2008 | |||||
Current assets: | ||||||
Cash and cash equivalents | $ | 73,361 | $ | 321,254 | ||
Investment in marketable equity security at market | ||||||
(cost-$6,531) | 9,797 | 16,328 | ||||
Interest receivable | 324 | |||||
Miscellaneous receivable | 34,151 | 5,516 | ||||
Prepaid expense | 572 | 572 | ||||
Inventory | 119,152 | 99,092 | ||||
Total current assets | 237,033 | 443,086 | ||||
Property, plant, and equipment, net of accumulated depreciation | 1,430,479 | 1,470,355 | ||||
Mineral properties, net of accumulated amortization | 1,395,078 | 1,398,334 | ||||
Reclamation bonds | 123,755 | 123,520 | ||||
Total assets | $ | 3,186,345 | $ | 3,435,295 | ||
LIABILITIES AND STOCKHOLDERS EQUITY | ||||||
Current liabilities: | ||||||
Accounts payable | $ | 49,576 | $ | 44,677 | ||
Accrued payroll and related payroll expenses | 28,137 | 45,706 | ||||
Obligations under capital lease-current portion | 20,157 | 26,665 | ||||
Notes payable-current portion | 102,761 | 114,534 | ||||
Total current liabilities | 200,631 | 231,582 | ||||
Accrued reclamation costs | 53,500 | 53,500 | ||||
Obligations under capital lease-non-current | 17,929 | 20,292 | ||||
Notes payable-non-current | 164,059 | 184,147 | ||||
Total liabilities | 436,119 | 489,521 | ||||
Stockholders equity: | ||||||
Preferred stock, no par value, 1,000,000 shares | ||||||
authorized; no shares issued and outstanding | ||||||
Common stock, no par value, 50,000,000 shares authorized; | ||||||
March 31, 2009-37,419,442 and | ||||||
December 31, 2008-37,160,392 | ||||||
shares issued and outstanding | 8,933,766 | 8,858,237 | ||||
Deficit accumulated during the development stage | (6,186,806 | ) | (5,922,260 | ) | ||
Accumulated other comprehensive income | ||||||
Unrealized gain in marketable equity security | 3,266 | 9,797 | ||||
Total stockholders equity | 2,750,226 | 2,945,774 | ||||
Total liabilities and stockholders equity | $ | 3,186,345 | $ | 3,435,295 |
3
The accompanying notes are an integral part of these financial statements.
New Jersey Mining Company |
(A Development Stage Company) |
Statements of Operations and Comprehensive Loss (Unaudited) |
For the Three Month Periods Ended March 31, 2009 and 2008, |
And from Inception (July 18, 1996) through March 31, 2009 |
From Inception | |||||||||
March 31, | (July 18, 1996) | ||||||||
Through | |||||||||
2009 | 2008 | March 31, 2009 | |||||||
Income earned during the development stage: | |||||||||
Sales of gold | $ | 111,321 | $ | 50,559 | $ | 261,036 | |||
Sales of concentrate | 601,168 | ||||||||
111,321 | 50,559 | 862,204 | |||||||
Costs and expenses: | |||||||||
Direct production costs | 127,004 | 65,933 | 1,076,541 | ||||||
Management | 96,283 | 67,073 | 1,376,266 | ||||||
Exploration | 16,324 | 113,407 | 2,185,598 | ||||||
Gain on sale of mineral property | (90,000 | ) | |||||||
Gain on default of mineral | |||||||||
property sale (Note 8) | (270,000 | ) | |||||||
Depreciation and amortization | 47,524 | 52,616 | 592,152 | ||||||
General and administrative expenses | 82,227 | 142,333 | 2,208,599 | ||||||
Total operating expenses | 369,362 | 441,362 | 7,079,156 | ||||||
Other (income) expense: | |||||||||
Timber sales | (54,699 | ) | |||||||
Timber expense | 14,554 | ||||||||
Royalties and other income | (1,266 | ) | (71,703 | ) | |||||
Royalties expense | 1,113 | 656 | 35,386 | ||||||
Contract income | (23,725 | ) | |||||||
Gain on sale of marketable equity security | (70,109 | ) | |||||||
Interest income | (334 | ) | (3,563 | ) | (46,776 | ) | |||
Interest expense | 5,726 | 3,252 | 65,976 | ||||||
Write-off of goodwill | 30,950 | ||||||||
Write-off of investment | 90,000 | ||||||||
Total other (income) expense | 6,505 | (921 | ) | (30,146 | ) | ||||
Net loss | 264,546 | 389,882 | 6,186,806 | ||||||
Other comprehensive income: | |||||||||
Unrealized (gain) loss on marketable | |||||||||
equity security | 6,531 | 122,460 | (3,266 | ) | |||||
Comprehensive loss | $ | 271,077 | $ | 512,342 | $ | 6,183,540 | |||
Net loss per common share-basic | $ | 0.01 | $ | .01 | $ | 0.32 | |||
Weighted average common | |||||||||
shares outstanding-basic | 37,187,592 | 33,538,593 | 19,086,071 |
4
The accompanying notes are an integral part of these financial statements.
New Jersey Mining Company |
(A Development Stage Company) |
Statements of Cash Flows (Unaudited) |
For the Three Month Periods Ended March 31, 2009 and 2008, |
And from Inception (July 18, 1996) through March 31, 2009 |
From Inception | |||||||||
March 31, | (July 18, 1996) | ||||||||
through | |||||||||
2009 | 2008 | March 31, 2009 | |||||||
Cash flows from operating activities: | |||||||||
Net loss | $ | (264,546 | ) | $ | (389,882 | ) | $ | (6,186,806 | ) |
Adjustments to reconcile net loss to net cash | |||||||||
used by operating activities: | |||||||||
Depreciation and amortization | 47,524 | 52,616 | 592,152 | ||||||
Write-off of equipment | 11,272 | ||||||||
Write-off of goodwill and investment | 120,950 | ||||||||
Gain on sale of mineral property | (90,000 | ) | |||||||
Gain on default of mineral property sale | (270,000 | ) | |||||||
Gain on sale of marketable equity securities | (70,109 | ) | |||||||
Common stock issued for: | |||||||||
Management and directors fees | 70,800 | 19,350 | 845,837 | ||||||
Services and other | 2,230 | 11,125 | 195,539 | ||||||
Exploration | 2,500 | 3,000 | 86,771 | ||||||
Mineral property agreement | 15,000 | ||||||||
Change in: | |||||||||
Prepaid expense | (572 | ) | |||||||
Inventory | (20,059 | ) | 31,209 | (119,152 | ) | ||||
Miscellaneous receivable | (28,634 | ) | (34,151 | ) | |||||
Interest receivable | 324 | (1,045 | ) | ||||||
Other assets | (778 | ) | |||||||
Accounts payable | 4,899 | 11,327 | 58,812 | ||||||
Accrued payroll and related payroll expenses | (17,569 | ) | 1,512 | 28,137 | |||||
Accrued reclamation costs | 20,300 | ||||||||
Net cash used by operating activities | (202,531 | ) | (260,788 | ) | (4,796,798 | ) | |||
Cash flows from investing activities: | |||||||||
Purchases of property, plant, and equipment | (4,395 | ) | (7,304 | ) | (1,084,248 | ) | |||
Purchase of mineral property | (17,904 | ) | |||||||
Proceeds from sale of mineral property | 120,000 | ||||||||
Deposit received on sale of mineral property | 270,000 | ||||||||
Purchase of reclamation bonds | (235 | ) | (123,755 | ) | |||||
Purchase of marketable equity security | (7,500 | ) | |||||||
Proceeds from sales of marketable equity securities | 71,078 | ||||||||
Cash of acquired companies | 38,269 | ||||||||
Deferral of development costs | (68,781 | ) | (759,209 | ) | |||||
Net cash used by investing activities | (4,630 | ) | (76,085 | ) | (1,493,269 | ) | |||
Cash flows from financing activities: | |||||||||
Exercise of stock purchase warrants | 1,206,000 | 2,537,600 | |||||||
Sales of common stock, net of issuance costs | 4,226,576 | ||||||||
Principal payments on capital lease | (8,870 | ) | (9,545 | ) | (165,702 | ) | |||
Principal payments on notes payable | (31,862 | ) | (28,746 | ) | (235,046 | ) | |||
Net cash provided (used) by financing activities | (40,732 | ) | 1,167,709 | 6,363,428 | |||||
Net change in cash and cash equivalents | (247,893 | ) | 830,836 | 73,361 | |||||
Cash and cash equivalents, beginning of period | 321,254 | 271,473 | 0 | ||||||
Cash and cash equivalents, end of period | $ | 73,361 | $ | 1,102,309 | $ | 73,361 | |||
Supplemental disclosure of cash flow information: | |||||||||
Interest paid in cash | $ | 5,726 | $ | 9,504 | $ | 56,612 | |||
Non-cash investing and financing activities: | |||||||||
Common stock issued for: | |||||||||
Property, plant, and equipment | $ | 50,365 | |||||||
Mineral properties | $ | 315,300 | |||||||
Payment of accounts payable | $ | 12,205 | |||||||
Acquisitions of companies, excluding cash | $ | 743,653 | |||||||
Capital lease obligation incurred for equipment acquired | $ | 178,588 | |||||||
Notes payable for property and equipment acquired | $ | 482,634 |
5
The accompanying notes are an integral part of these financial statements.
New Jersey Mining Company |
Notes to Financial Statements |
(Unaudited) |
1. | Basis of Presentation: |
These unaudited interim financial statements have been prepared by New Jersey Mining Company (the Company) in accordance with accounting principles generally accepted in the United States of America for interim financial information, as well as the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of the Companys management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation of the interim financial statements have been included.
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 the Company'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 the Company's financial position and results of operations. Operating results for the three month period ended March 31, 2009, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2009.
For further information refer to the financial statements and footnotes thereto in the Companys Annual Report on Form 10-K for the year ended December 31, 2008.
The Company presents its financial statements in accordance with Statement of Financial Accounting Standards (SFAS) No. 7, Accounting for Development Stage Entities, as management believes that while the Companys planned principal operations have commenced, the revenue generated from them is not sufficient to cover all corporate costs. Additional development of the Companys properties is necessary before a transition is made to reporting as a production stage company.
2. | Description of Business |
The Company is an exploration stage company incorporated as an Idaho corporation on July 18, 1996. The Company's primary business is exploring for and developing gold, silver, and base metal mining resources in Idaho.
3. | Going Concern |
As shown in the accompanying financial statements, the Company has minimal revenue and incurred an accumulated deficit of $6,186,806 through March 31, 2009. These factors raise substantial doubt about the Companys ability to continue as a going concern. Management intends to seek additional capital from new equity securities offerings and joint venture agreements 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.
Should the Company be unable to raise capital through future private placements and/or joint venture agreements or achieve significant revenues from its operations, its business, and, as a result, its financial position, results of operations and cash flow will likely be materially adversely impacted. We expect to receive cash flow from the gold sales and by providing drilling services to Newmont on our joint venture.
6
4. | Equity |
Common Stock Issued for Cash, Goods, and Services
The Company issued 153,000 shares of unregistered common stock to President Fred W. Brackebusch for management services rendered in the three month period ending March 31, 2009. The shares were valued at $0.30 per share. The Company also issued 83,000 shares of unregistered common stock to Vice President Grant A. Brackebusch for management services rendered in the three month period ending March 31, 2009. The shares were valued at $0.30 per share.
During the three month period ended March 31, 2009, the Company issued 10,550 shares of unregistered common stock to individuals for goods and services at fair value prices ranging from $0.20 to $0.30 per share.
During the three month period ended March 31, 2009, the Company issued 12,500 shares of unregistered common stock to individuals for exploration services. The shares were valued at $0.20.
5. | Fair Value Measurement |
On January 1, 2008, the Company adopted SFAS 157, which establishes a framework for measuring fair value and expands disclosure about fair value measurements. It also establishes a fair value hierarchy.
Hierarchy level is determined by segregating fair value measurements using quoted prices in active markets for identical assets or liabilities (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3).
The table below sets forth our financial assets that were accounted for at fair value at March 31, 2009 and December 31, 2008, and its respective hierarchy level. We had no other financial assets or liabilities accounted for at fair value at March 31, 2009 and December 31, 2008.
Balance at March 31, 2009 |
Balance at December 31, 2008 |
Hierarchy Level | |
Investments in marketable equity securities |
$ 9,797 |
$16,328 |
Level 1 |
Inventories | 119,152 | 99,092 | Level 2 |
6. | New Accounting Pronouncement |
In April 2009, FASB Staff Position (FSP) No. 107-1 and APB 28-1 was issued to amend SFAS No. 107, Disclosures about Fair Value of Financial instruments, to require disclosures about fair value of financial instruments for interim reporting periods as well as in annual financial statements. This FSP also amends APB Opinion No. 28, Interim Financial Reporting, to require those disclosures in summarized financial information at interim reporting periods. FSP No. FAS 107-1 and APB 28-1 is effective for interim reporting periods ending after June 15, 2009. Adoption of this guidance is not expected to have a material impact on our financial statements.
In April 2009, FSP No. FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly, was issued to provide additional guidance for estimating fair value in accordance with SFAS No. 157, Fair Value Measurements, when the volume and level of activity for the asset or liability have significantly decreased. This FSP also provides guidance on identifying circumstances that indicate a transaction is not orderly. FSP No. FAS 157-4 is effective for interim and annual reporting periods ending after June 15, 2009, and shall be applied prospectively. Adoption of this guidance is not expected to have a material impact on our financial statements.
7
7. | Mining Venture Agreements |
Newmont Venture Agreement
The Company entered into a venture agreement with Newmont North America Exploration Limited ("Newmont") in March 2008, relating to exploration of the Company's Toboggan Project. Newmont is conducting exploration in a 38 square mile area centered on the prospects that the Company has staked. To earn a participating interest in the Venture, Newmont is required to contribute $2,000,000 in exploration expenditures as follows: $300,000 on or before March 2009, an additional $700,000 by March 2010, and an additional $1,000,000 by March 2011.
Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
When we use the terms "New Jersey Mining Company," the "Company," "we," "us," or "our," we are referring to New Jersey Mining Company (the "Company") and its subsidiaries, unless the context otherwise requires.
Cautionary Statement about Forward-Looking Statements
This Quarterly Report on Form 10-Q includes certain statements that may be deemed to be "forward-looking statements." All statements, other than statements of historical facts, included in this Form 10-Q that address activities, events or developments that our management expects, believes or anticipates will or may occur in the future are forward-looking statements. Such forward-looking statements include discussion of such matters as:
The amount and nature of future capital, development and exploration expenditures;
The timing of exploration activities; and
Business strategies and development of our business plan.
Forward-looking statements also typically include words such as "anticipate," "estimate," "expect," "potential," "could" or similar words suggesting future outcomes. These statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate in the circumstances. Such statements are subject to a number of assumptions, risks and uncertainties, including such factors as the volatility and level of metal prices, currency exchange rate fluctuations, uncertainties in cash flow, expected acquisition benefits, exploration mining and operating risks, competition, litigation, environmental matters, the potential impact of government regulations, and other matters related to the mining industry, many of which are beyond our control. Readers are cautioned that forward-looking statements are not guarantees of future performance and that actual results or developments may differ materially from those expressed or implied in the forward-looking statements.
The Company is under no duty to update any of these forward-looking statements after the date of this report. You should not place undue reliance on these forward-looking statements.
Plan of Operation
The Company is executing its strategy to conduct exploration for gold, silver and base metal deposits in the greater Coeur dAlene Mining District of northern Idaho while concurrently conducting mining and mineral processing operations on higher grade ore reserves it has located on its exploration properties. The financial strategy is to generate cash from these operations to pay for corporate expenses and to provide additional funds for exploration, thus reducing the need to raise funds through financing activities including sale of common stock. The strategy includes finding and developing ore reserves in order to increase production of gold, silver, and base metals. In addition, the sale or joint venture of mineral properties is used as a source of funds and to reduce exploration costs.
The Company has several properties at which most exploration is being conducted; the Toboggan Project, the Niagara, the Golden Chest, the Silver Strand, the Coleman, and the Giant Ledge. The Toboggan Project is a group
8
of prospects in the Murray, Idaho District that appear to be related to alkaline magmatism and contain gold and silver telluride minerals. The Toboggan Project is being explored by Newmont North America Exploration Limited under a joint venture agreement. Newmont is conducting exploration in a 38 square mile area centered on the prospects that the Company has staked previously and on new claims staked by Newmont. During 2008 Newmont completed soil and stream sediment sampling surveys, geological mapping, and geophysical surveys. Newmont has made plans for drilling certain targets in 2009. The Niagara copper-silver deposit, also located in the Murray, Idaho area, in the Revett formation was drilled in the 1970s, and the Company drilled 5 holes in 2008 which expanded the resource. Results of the 2008 drilling also indicate that gold would be a significant byproduct. The Company will continue in-fill drilling on the known resource and is planning to drill to intercept a deeper stratabound target in the Revett formation. At the Golden Chest mine, during 2008, a ramp was being driven to access a block of reserves discovered by drilling from the surface. The ramp development work was suspended near yearend in order to conserve cash, and small scale production from remnants was re-started and continued through the first quarter of 2009. Currently, most of the remnants have been mined and further work on the ramp will have to await financing. Permits are in place and development of infrastructure has been completed in order to be able to begin production of silver-gold ore at the Silver Strand mine in May 2009, although it has not been decided to operate the mine in 2009. At the Coleman underground mine, no work is planned in 2009.
The Company did not conduct any core drilling operations in the first quarter of 2009 but will commence drilling at the Toboggan Project for Newmont in May 2009.
The New Jersey mineral processing plant processed 862 dry tonnes during the first quarter. The plant operated on a regular schedule of 4 days per week, 10 hours per day, processing ore from the Golden Chest mine.
Changes in Financial Condition
The
Company maintains an adequate cash balance by increasing or decreasing its
exploration expenditures as limited by availability of cash from operations or
from financing activities. The cash balance at the end of the first quarter of
2009 was $73,361, and Figure 1 shows the corresponding balances for previous
accounting periods.
The cash balance declined during the first quarter due to lack of sufficient sales and financing activities.
Results of Operations
Income Earned
during the Development Stage (Revenue) for the first quarter of 2009 was
$111,321 as compared to $50,559 for the first quarter of 2008. Figure 2 shows a
net loss for the first quarter of 2009 of $264,546 compared to $389,882 for the
first quarter of 2008.
9
Gold production was 134 ounces in the first quarter of 2009 as compared to 31 ounces for the comparable period of 2008. Gold production for the remainder of 2009 is expected to decrease due to the lack of ore from the Golden Chest mine.
Ore mining operations at the Golden Chest mine will end in May 2009 when all known remnants have been mined. If financing can be obtained, ramp access will be extended to the Idaho vein reserves. If the Idaho vein ramp development can be completed there will be more than 200,000 tonnes available.
Ore production could start at the Silver Strand mine in the second quarter of 2009 but that is dependent on financing of sufficient working capital. If the Company is able to proceed depending on financing, production could commence in 30 days after mobilization in May 2009, depending on weather. Operating results at the Silver Strand mine will depend upon the price of silver as well as gold. Present silver and gold prices are sufficient in managements estimation to generate a gross profit at the Silver Strand mine based on the operating plan which was part of the permitting process.
No capital expenditures are planned at the New Jersey mineral processing plant at the present time.
The amount of money to be spent on exploration at the Companys mines and prospects will depend upon the amount of gross profit generated by operations and the amount of money raised by financing activities. Management expects that all mines and the mineral processing plant will be idled in the second quarter of 2009 and remain idle indefinitely.
Plans have been made for the Company to drill for Newmont at the Toboggan Project on a contract basis during the summer season, and a Service Contract has been signed. Newmont currently pays for all exploration activities on the Toboggan Project.
As shown in the accompanying financial statements, the Company has minimal revenue and incurred an accumulated deficit of $6,186,806 through March 31, 2009. These factors raise substantial doubt about the Companys ability to continue as a going concern. Management intends to seek additional capital from new equity securities offerings and joint venture agreements 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.
10
Should the Company be unable to raise capital through future private placements and/or joint venture agreements or achieve significant revenues from its operations, its business, and, as a result, its financial position, results of operations and cash flow will likely be materially adversely impacted. We expect to receive cash flow from the gold sales and by providing drilling services to Newmont on our joint venture.
For the remainder of 2009, the Company has plans to reduce its discretionary exploration expenditures as well as its overhead expenses. With these reductions, the Company believes it will only need an estimated $200,000 to continue operations through the next nine months.
Changes in Direct Production Costs
Direct
production costs increased because milling activity was more consistent in the
three month period ended March 31, 2009 compared to the comparable period last
year. The increase was due to suspension of other activities and concentration
on mining accessible remnants at the Golden Chest mine. Also, inventory
increased for the period and the grade of the ore that was mined resulted in
costs that exceeded the current sale price.
Changes in Management Costs
Management
expenses increased for the three month period ending March 31, 2009 compared to
the comparable period last year. The increase was due to increased production
activities and salaries. 50% of management salary was paid in stock to help
conserve available funds.
Changes in Exploration Costs
Exploration
expenses decreased for the three month period ending March 31, 2009 compared to
the comparable period last year. The decrease was due to a lack of discretionary
funding being available.
Changes in General and Administrative Costs
General and administrative cost decreased for the three month periods ending
March 31, 2009 compared to the comparable period last year. The Company
decreased the number of its employees, and other costs were cut to conserve
available funds.
Item 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not required for small reporting companies.
Item 4: CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
The
Companys President and Chief Executive Officer who also serves as the Companys
principal financial officer, has evaluated the effectiveness of the Companys
disclosure controls and procedures pursuant to Rule 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934 (the Exchange Act), as of the
end of the period covered by this report. Based on such evaluation, the
Companys President, Chief Executive Officer, and principal financial officer
has concluded that, as of the end of such period, the Companys disclosure
controls and procedures are effective in recording, processing, summarizing, and
reporting, on a timely basis, information required to be disclosed by the
Company in the reports that it files under the Exchange Act
Changes in internal control over financial
reporting.
The President, Chief Executive Officer, and
principal financial officer conducted evaluations of the Companys internal
controls over financial reporting to determine whether any changes occurred
during the quarter ended March 31, 2009 that have materially affected, or are
reasonably likely to materially affect, the Companys internal control over
financial reporting. No material changes in internal control over financial
reporting occurred in the quarter ended March 31, 2009.
11
Item 4T. CONTROLS AND PROCEDURES
Information regarding internal control over financial reporting has been set forth in Item 4.
PART II - OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
None
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
Neither the constituent instruments defining the rights of the Companys securities filers nor the rights evidenced by the Companys outstanding common stock have been modified, limited or qualified.
The Company issued 153,000 shares of unregistered common stock to President Fred W. Brackebusch for management services rendered on March 31, 2009. The shares were valued at a price of $0.30 per share. In managements opinion, the securities were issued pursuant to exemption from registration under Section 4(2) of the Securities Act of 1933, as amended.
The Company issued 83,000 shares of unregistered common stock to Vice President Grant A. Brackebusch for management services rendered on March 31, 2009. The shares were valued at a price of $0.30 per share. In managements opinion, the securities were issued pursuant to exemption from registration under Section 4(2) of the Securities Act of 1933, as amended.
During the first quarter the Company issued 10,550 shares of unregistered common stock at an average price of $0.21 to other accredited and sophisticated individuals for goods and services, and 12,500 shares valued at $0.20 for exploration services during the quarter. In managements opinion, the securities were issued pursuant to exemptions from registration under Section 4(2) of the Securities Act of 1933, as amended.
Item 3. DEFAULTS UPON SENIOR SECURITIES
The Company has no outstanding senior securities.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
Item 5. OTHER INFORMATION
None
Item 6. EXHIBITS
Number | Description |
3.1 | Articles of Incorporation. Filed as an exhibit to the registrant's registration statement on Form 10- SB (Commission File No. 000-28837) and incorporated by reference herein. |
3.2 | Bylaws. Filed as an exhibit to the registrant's registration statement on Form 10-SB (Commission File No. 000-28837) and incorporated by reference herein. |
31.1 | Certification pursuant to Section 302 of the Sarbanes-Oxley act of 2002. |
32.1 |
12
SIGNATURES
Pursuant to the requirements 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.
NEW JERSEY MINING COMPANY | ||
By: | /s/ Fred W. Brackebusch | |
Fred W. Brackebusch, its | ||
President, Treasurer & Director | ||
Date: May 14, 2009 | ||
By: | /s/ Grant A. Brackebusch | |
Grant A. Brackebusch, its | ||
Vice President & Director | ||
Date: May 14, 2009 |
13