0001319643 false --12-31 2023 Q2 P2M12D 0001319643 2023-01-01 2023-06-30 0001319643 2023-08-10 0001319643 2023-06-30 0001319643 2022-12-31 0001319643 2023-04-01 2023-06-30 0001319643 2022-04-01 2022-06-30 0001319643 2022-01-01 2022-06-30 0001319643 2021-12-31 0001319643 2022-06-30 0001319643 us-gaap:CommonStockMember 2021-12-31 0001319643 lsmg:SharesToBeIssuedMember 2021-12-31 0001319643 us-gaap:AdditionalPaidInCapitalMember 2021-12-31 0001319643 us-gaap:RetainedEarningsMember 2021-12-31 0001319643 us-gaap:CommonStockMember 2022-12-31 0001319643 lsmg:SharesToBeIssuedMember 2022-12-31 0001319643 us-gaap:AdditionalPaidInCapitalMember 2022-12-31 0001319643 us-gaap:RetainedEarningsMember 2022-12-31 0001319643 us-gaap:CommonStockMember 2022-01-01 2022-03-31 0001319643 lsmg:SharesToBeIssuedMember 2022-01-01 2022-03-31 0001319643 us-gaap:AdditionalPaidInCapitalMember 2022-01-01 2022-03-31 0001319643 us-gaap:RetainedEarningsMember 2022-01-01 2022-03-31 0001319643 2022-01-01 2022-03-31 0001319643 us-gaap:CommonStockMember 2022-04-01 2022-06-30 0001319643 lsmg:SharesToBeIssuedMember 2022-04-01 2022-06-30 0001319643 us-gaap:AdditionalPaidInCapitalMember 2022-04-01 2022-06-30 0001319643 us-gaap:RetainedEarningsMember 2022-04-01 2022-06-30 0001319643 us-gaap:CommonStockMember 2023-01-01 2023-03-31 0001319643 lsmg:SharesToBeIssuedMember 2023-01-01 2023-03-31 0001319643 us-gaap:AdditionalPaidInCapitalMember 2023-01-01 2023-03-31 0001319643 us-gaap:RetainedEarningsMember 2023-01-01 2023-03-31 0001319643 2023-01-01 2023-03-31 0001319643 us-gaap:CommonStockMember 2023-04-01 2023-06-30 0001319643 lsmg:SharesToBeIssuedMember 2023-04-01 2023-06-30 0001319643 us-gaap:AdditionalPaidInCapitalMember 2023-04-01 2023-06-30 0001319643 us-gaap:RetainedEarningsMember 2023-04-01 2023-06-30 0001319643 us-gaap:CommonStockMember 2022-03-31 0001319643 lsmg:SharesToBeIssuedMember 2022-03-31 0001319643 us-gaap:AdditionalPaidInCapitalMember 2022-03-31 0001319643 us-gaap:RetainedEarningsMember 2022-03-31 0001319643 2022-03-31 0001319643 us-gaap:CommonStockMember 2022-06-30 0001319643 lsmg:SharesToBeIssuedMember 2022-06-30 0001319643 us-gaap:AdditionalPaidInCapitalMember 2022-06-30 0001319643 us-gaap:RetainedEarningsMember 2022-06-30 0001319643 us-gaap:CommonStockMember 2023-03-31 0001319643 lsmg:SharesToBeIssuedMember 2023-03-31 0001319643 us-gaap:AdditionalPaidInCapitalMember 2023-03-31 0001319643 us-gaap:RetainedEarningsMember 2023-03-31 0001319643 2023-03-31 0001319643 us-gaap:CommonStockMember 2023-06-30 0001319643 lsmg:SharesToBeIssuedMember 2023-06-30 0001319643 us-gaap:AdditionalPaidInCapitalMember 2023-06-30 0001319643 us-gaap:RetainedEarningsMember 2023-06-30 0001319643 lsmg:SettlementAgreementMember us-gaap:CommonStockMember 2022-01-01 2022-12-31 0001319643 lsmg:SapirPharmaceuticalMember 2023-06-08 2023-06-08 0001319643 lsmg:SapirPharmaceuticalMember us-gaap:CommonStockMember 2023-06-08 2023-06-08 0001319643 us-gaap:CommonStockMember 2022-10-01 2022-12-31 0001319643 us-gaap:StockOptionMember 2021-12-31 0001319643 us-gaap:StockOptionMember 2021-01-01 2021-12-31 0001319643 us-gaap:StockOptionMember 2022-01-01 2022-12-31 0001319643 us-gaap:StockOptionMember 2022-12-31 0001319643 lsmg:LodeStarGoldIncMember lsmg:BridgeLoanVendorFinancingMember 2023-06-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 10-Q

 

x QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2023

 

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission file number 000-53676

 

LODE-STAR MINING INC.

 

(Exact name of registrant as specified in its charter)

 

nevada 47-4347638
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)

 

1 East Liberty Street, Suite 600

Reno, NV 89501

 

(Address of principal executive offices, including zip code.)

 

(775) 234-5443

 

(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 last 90 days. Yes þ NO o

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ NO o

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large Accelerated Filer o Accelerated Filer o
Non-accelerated Filer o Smaller Reporting Company x
Emerging Growth Company o    

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES þ NO o

 

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 120,937,442 at August 10, 2023.

1

 

TABLE OF CONTENTS

 

    Page
PART I - FINANCIAL INFORMATION  
     
Item 1. Financial Statements 3
     
Balance Sheets as of June 30, 2023 (unaudited) and December 31, 2022 4
     
Statements of Operations for the Three Months and Six Months ended June 30, 2023 and 2022 (unaudited) 5
     
Statements of Cash Flows for the Six Months ended June 30, 2023 and 2022 (unaudited) 6
     
Statements of Stockholders’ Deficiency for the Three Months and Six Months ended June 30, 2023 and 2022 (unaudited) 7
     
Notes to Financial Statements (unaudited) 8
     
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 11
     
Item 3. Quantitative and Qualitative Disclosures About Market Risk 14
     
Item 4. Controls and Procedures 14
     
PART II - OTHER INFORMATION 14
     
Item 1A. Risk Factors 14
     
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 14
     
Item 6. Exhibits 15
     
SIGNATURES 16

2

 

PART I – FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS.

 

LODE-STAR MINING INC.

 

INTERIM FINANCIAL STATEMENTS

FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(Unaudited)

3

 

LODE-STAR MINING INC.

 

BALANCE SHEETS

(Unaudited)

 

   June 30   December 31 
   2023   2022 
   (Unaudited)     
ASSETS          
           
Current assets          
Cash  $511   $886 
Total current assets and total assets   511    886 
           
LIABILITIES          
           
Current liabilities          
Accounts payable and accrued liabilities  $637   $7,260 
Due to related parties   57,987    20,136 
Total current liabilities and total liabilities   58,624    27,396 
           
STOCKHOLDERS’ DEFICIENCY          
           
Capital Stock
Authorized:
480,000,000 voting common shares with a par value of $0.001 per share
20,000,000 preferred shares with a par value of $0.001 per share
Issued
120,937,442 common shares and no preferred shares at June 30, 2023
120,937,442 common shares and no preferred shares at December 31, 2022		   73,757    73,757 
Additional Paid-In Capital   4,163,056    4,163,056 
Accumulated Deficit   (4,294,926)   (4,263,323)
Total stockholders’ deficiency   (58,113)   (26,510)
           
Total liabilities and stockholders’ deficiency  $511   $886 

 

The accompanying notes are an integral part of these unaudited interim financial statements.

4

 

LODE-STAR MINING INC.

 

STATEMENTS  OF OPERATIONS

(Unaudited)

 

   THREE MONTHS ENDED   SIX MONTHS ENDED 
   JUNE 30   JUNE 30 
   2023   2022   2023   2022 
Revenue  $-   $-   $-   $- 
                     
Operating Expenses                    
Consulting services   -    52,074    -    58,295 
Corporate support services   466    504    910    1,002 
Office, foreign exchange and sundry   948    (5,665)   1,716    (3,929)
Professional Fees   21,929    45,164    22,385    52,254 
Transfer and filing fees   2,104    7,469    6,592    25,271 
Total operating expenses   25,448    99,546    31,603    132,893 
                     
Operating Loss   (25,448)   (99,546)   (31,603)   (132,893)
                     
Other Items                    
Interest, bank and finance charges   -    (234)   -    (807)
Rescinded Sapir transaction   -    2,186,917    -    2,186,917 
Total other items   -    2,186,683    -    2,186,110 
                     
Net Inocme (Loss) and Comprehensive Income (Loss) For The Period  $(25,448)  $2,087,137   $(31,603)  $2,053,217 
                     
Basic And Diluted Net Income (Loss) Per Common Share  $0.00   $0.02   $0.00   $0.02 
                     
Weighted Average Number of Common Shares Outstanding – Basic and Diluted   120,937,442    57,587,571    120,937,442    54,130,261 

 

The accompanying notes are an integral part of these unaudited interim financial statements.

5

 

LODE-STAR MINING INC.

 

STATEMENTS OF CASH FLOWS

(Unaudited)

 

   SIX MONTHS ENDED 
   JUNE 30 
   2023   2022 
Operating Activities          
Net income (loss) for the period  $(31,603)  $2,053,217 
Adjustments to reconcile net loss to net cash used in operating activities:          
Foreign exchange loss   -    1,050 
Rescinded Sapir transaction   -    (2,186,917)
Changes in operating assets and liabilities:          
Accounts payable and accrued liabilities   (6,623)   73,749 
Accrued interest payable   -    1,139 
Net cash used in operating activities   (38,226)   (57,762)
           
Financing Activities          
Proceeds from loans payable – related party   37,851    52,315 
Net cash provided by financing activities   37,851    52,315 
           
Net Decrease In Cash   (375)   (5,447)
           
Cash, Beginning of Period   886    6,008 
           
Cash, End of Period  $511   $561 
           
Supplemental Disclosure of Cash Flow Information          
Cash paid during the period for:          
Interest  $-   $- 
Income taxes  $-   $- 
           
Non-cash Financing Activity          
Expenses paid by related parties on behalf of the Company  $-   $24,025 
Reinstated debt   -    2,246,146 
Shares issued to settle debt   -    2,601,207 

 

The accompanying notes are an integral part of these unaudited interim financial statements.

6

 

LODE-STAR MINING INC.

 

STATEMENTS OF STOCKHOLDERS’ DEFICIENCY

 

   NUMBER OF           ADDITIONAL         
   COMMON   PAR   SHARES TO   PAID-IN   ACCUMULATED     
   SHARES   VALUE   BE ISSUED   CAPITAL   DEFICIT   TOTAL 
                         
Balance, January 1, 2022   50,605,965   $3,425    -   $1,632,181   $(4,048,109)  $(2,412,503)
                               
Shares issued on cashless exercise of stock options   28,571    29    -    (29)   -    - 
                               
Net loss for the period   -    -    -    -    (33,920)   (33,920)
                               
Balance, March 31, 2022   50,634,536   $3,454   $2,186,917   $1,632,152   $(4,082,029)  $(259,506)
                               
Rescinded Sapir Transaction   -    -    (2,186,917)   -    -    (2,186,917)
                               
Reinstated debt   -    -    -    -    (2,246,146)   (2,246,146)
                               
Shares issued to shareholder to settle debt   70,302,906    70,303    -    2,530,904    -    2,601,207 
                               
Net income for the period   -    -    -    -    2,087,137    2,087,137 
                               
Balance, June 30, 2022   120,937,442   $73,757   $-   $4,163,056   $(4,241,038)  $(4,225)
                               
Balance, January 1, 2023   120,937,442   $73,757   $-   $4,163,056   $(4,263,323)  $(26,510)
                               
Net loss for the period   -    -    -    -    (6,155)   (6,155)
                               
Balance, March 31, 2023   120,937,442   $73,757   $-   $4,163,056   $(4,269,478)  $(32,665)
                               
Net loss for the period   -    -    -    -    (25,448)   (25,448)
                               
Balance, June 30, 2023   120,937,442   $73,757   $-   $4,163,056   $(4,294,926)  $(58,113)

 

The accompanying notes are an integral part of these unaudited interim financial statements.

7

 

LODE-STAR MINING INC.

 

NOTES TO INTERIM FINANCIAL STATEMENTS

 

FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(Unaudited)

 

  1. BASIS OF PRESENTATION AND NATURE OF OPERATIONS

 

Lode-Star Mining Inc. (“the Company”) was incorporated in the State of Nevada, U.S.A., on December 9, 2004. The Company’s principal executive offices are in Reno, Nevada. The Company was originally formed to acquire exploration stage natural resource properties. At present, the Company has no business activity and is actively seeking a project to invest in.  

 

Going Concern

 

The accompanying unaudited interim financial statements have been prepared assuming the Company will continue as a going concern. The future of the Company is dependent upon its ability to establish a business and to obtain new financing to execute its business plan. As shown in the accompanying financial statements, the Company has had no revenue and has incurred accumulated losses of $4,294,926 as of June 30, 2023. These factors raise substantial doubt about the Company’s ability to continue as a going concern. To continue as a going concern, the Company will need, among other things, additional capital resources. The Company is significantly dependent upon its ability and will continue to attempt to secure additional equity and/or debt financing. There are no assurances that the Company will be successful and without sufficient financing, it would be unlikely for the Company to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

 

Basis of Presentation

 

The unaudited interim financial information reflects all adjustments which, in the opinion of management, are necessary to fairly state the Company’s financial position and the results of its operations for the periods presented. These financial statements should be read in conjunction with the Company’s financial statements and notes thereto included in the Company’s Annual report on Form 10-K for the year ended December 31, 2022. The Company assumes that the users of the interim financial information herein have read, or have access to, the audited financial statements for the year ended December 31, 2022, and that the adequacy of additional disclosure needed for a fair presentation may be determined in that context. Accordingly, certain footnote disclosures, which would substantially duplicate the disclosures contained in the Company’s financial statements for the fiscal year ended December 31, 2022, have been omitted. The results of operations for the six months ended June 30, 2023 are not necessarily indicative of results for the entire year ending December 31, 2023.

8

 

LODE-STAR MINING INC.

 

NOTES TO INTERIM FINANCIAL STATEMENTS

 

FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(Unaudited)

 

2.

 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates which have been made using careful judgment. All dollar amounts are in U.S. dollars unless otherwise noted. The financial statements have, in management’s opinion, been properly prepared within reasonable limits of materiality.

 

The Company has implemented all applicable new accounting pronouncements that are in effect. Those pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

3.TRANSACTIONS WITH LODE-STAR GOLD INC. (“LSG”)

 

The Company’s mineral property interest was in a group of thirty-one claims known as the “Goldfield Bonanza Project” (the “Property”), in the State of Nevada. Pursuant to an option agreement dated October 14, 2014, as amended October 31, 2019 (“Option Agreement”), with LSG, the Company acquired an initial 20% undivided interest in and to the mineral claims owned by LSG and an option to earn a further 60% interest in the claims. LSG received 35,000,000 shares of the Company’s common stock and is its controlling shareholder.

 

Termination of the Option Agreement

 

On January 14, 2022, in connection with the Sapir Agreements (note 4),   the Company executed a settlement and termination agreement (the “Settlement Agreement”) with LSG to terminate the Option Agreement between the parties. Pursuant to the Settlement Agreement, the Company and LSG have agreed to the immediate termination of the Option Agreement (other than certain standard provisions that will survive according to their terms), with the result that the Company will return its 20% undivided interest in and to the Property to LSG. The carrying value of the 20% undivided interest was $230,179 at the date of the Settlement Agreement. In exchange, LSG has agreed to forgive all amounts owing by the Company to LSG under the Option Agreement, which included $2,246,145 in accrued, unpaid penalties and other payments. The Settlement Agreement also includes a broad mutual release.

 

The full terms of the Settlement Agreement were agreed to between the parties prior to December 31, 2021, with the formal execution to be completed as soon as the documentation was prepared. Therefore, the impact of the Settlement Agreement has been reflected in the financial statements for the year ended December 31, 2021, to most accurately report the Company’s financial position on December 31, 2021, resulting in a gain on settlement of shareholder debt of $2,015,966 recognized in stockholders’ deficiency.

 

On June 8, 2022, and in connection with the rescission of the Sapir Agreements (note 4), we entered into a debt reinstatement agreement (the “Reinstatement Agreement”) with LSG pursuant to which we agreed to reinstate the Debt. Also on June 8, 2022, we entered into debt conversion agreements with three related parties, including LSG, pursuant to which the creditors converted an aggregate of $2,601,207 in accrued, unpaid debt into 70,302,906 shares of our common stock at a price of $0.037 per share.

9

 

LODE-STAR MINING INC.

 

NOTES TO INTERIM FINANCIAL STATEMENTS

 

FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(Unaudited)

 

4.CAPITAL STOCK

 

Capitalization

 

The authorized capital of the Company is 500,000,000 shares of capital stock, divided into 480,000,000 shares of common stock with a par value of $0.001 per share, and 20,000,000 shares of preferred stock with a par value of $0.001 per share. The Company reserved 10,000,000 shares of common stock for issuance under its 2016 Omnibus Equity Incentive Plan. The Company has issued 120,937,442 common shares and no preferred shares. During the year ended December 31, 2022, the Company issued 70,302,906 shares of its common stock in three debt settlement agreements dated June 8, 2022.   

 

Options

 

On November 20, 2018, the Company granted 500,000 non-qualified stock options pursuant to its Equity Incentive Plan, to key outside consultants. Each option is exercisable into one share of the Company’s common stock at a price of $0.06 per share, for a term of five years. During the year ended December 31, 2021, 50,000 of the options were exercised on March 4, 2021 on a cashless basis, resulting in the issuance of 28,571 common shares. At December 31, 2021, the remaining 450,000 options had an intrinsic value of $15,750 based on the exercise price of $0.06 per option and a market price of $0.095 per share.

 

During the year ended December 31, 2022, the remaining 450,000 options were cancelled.

 

On February 14, 2017, the Company granted 9,500,000 non-qualified stock options pursuant to the Equity Incentive Plan, to key corporate officers and outside consultants. Each option is exercisable into one share of the Company’s common stock at a price of $0.06 per share for a term of five years. At December 31, 2021, the options had an intrinsic value of $332,500 based on the exercise price of $0.06 per option and a market price of $0.095 per share.

 

During the year ended December 31, 2022, the options expired unexercised.

 

Summary of option activity for the fiscal years ended December 31, 2022 and for the period June 30, 2023: 

 

 

       Weighted Average     
   Options   Life Remaining     
   Outstanding   (Years)   Intrinsic Value 
Balance December 31, 2021   9,950,000    0.20   $348,250 
Issued   -           
Cancelled   (450,000)          
Expired   (9,500,000)          
Balance December 31, 2022 and June 30, 2023   -    -   $Nil 

 

5.RELATED PARTY TRANSACTIONS AND AMOUNTS DUE

 

At June 30, 2023, the Company had the following amounts due to related parties: $57,987 in bridge loan vendor financing; with no specific terms of repayment, due to LSG, the Company’s majority shareholder, with no accrued interest payable.

10

 

ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited interim financial statements and related notes appearing elsewhere in this Quarterly Report. In addition to historical financial information, the following discussion includes certain forward-looking statements that reflect our plans, estimates and our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. 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.

 

New Business

 

The Company has no active business at the present time. We are actively seeking business opportunities to engage in.

 

Funding

 

All of our ongoing operations have continued to be funded by monies advanced to us by Lode-Star Gold INC. (LSG), our largest shareholder. We do not currently have enough funds to carry out our entire plan of operations, so we intend to meet the balance of our cash requirements for the next 12 months through a combination of debt financing and equity financing through private placements. There is no assurance that we will be successful in completing any such financings.

 

If we are unsuccessful in obtaining sufficient funds through our capital-raising efforts, we may review other financing options, although we cannot provide any assurance that any such options will be available to us or on terms reasonably acceptable to us. Further, if we are unable to secure any additional financing then we plan to reduce the amount that we spend on our operations, including our management-related consulting fees and other general expenses, so as not to exceed the capital resources available to us. Regardless, our current cash reserves and working capital will not be sufficient for us to sustain our business for the next 12 months, even if we decide to scale back our operations.

 

Intellectual Property

 

We do not have any intellectual property.

 

 Personnel

 

We have no employees. Our President, CEO, CFO and corporate secretary Mark Walmesley, receives no compensation for his services. We expect to continue to use outside consultants, advisors, attorneys and accountants as necessary.

11

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

 

Going Concern

 

There is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our expenses. This is because we have not generated any revenues to-date and we cannot currently estimate the timing of any possible future revenues. Our only source of cash at this time is from loans or investments by others in our common stock.

 

Results of Operations

 

The  following summary of our results of operations should be read in conjunction with our financial statements for the period ended June 30, 2023 which are included above in Part I, Item 1.

   

   Three Months Ended June 30   Change 
   2023   2022   Amount   Percentage 
Revenue  $-   $-   $-    - 
Operating Expenses   25,448    99,546    (74,099)   -74%
Operating Loss   (25,448)   (99,546)   74,099    -74%
Other Income (Expense)   -    2,186,683    (2,186,683)   -100%
Net Loss  $(25,448)  $2,087,137   $(2,112,585)   -101%
                     
   Six Months Ended June 30   Change 
   2023   2022   Amount   Percentage 
Revenue  $-   $-   $-    - 
Operating Expenses   31,603    132,893    (101,290)   -76%
Operating Loss   (31,603)   (132,893)   101,290    -76%
Other Income (Expense)   -    2,186,110    (2,186,110)   -100%
Net Loss  $(31,603)  $2,053,217   $(2,084,820)   -102%

 

Revenues

 

We had no operating revenues during the six-months ended June 30, 2023 and 2022. We recorded a net loss of $25,448 for the current quarter.

 

Expenses

 

Notable  year over year differences in expenses for the second quarter are as follows:

 

   Three Months Ended June 30   Change 
   2023   2022   Amount   Percentage 
   $   $   $     
Consulting services   -    52,074    52,074    100%
Corporate support services   466    504    38    -100%
Office, foreign exchange and sundry   948    (5,665)   (6,613)   -100%
Professional fees   21,929    45,164    23,235    -51%
Interest, bank and finance charges   2,104    7,469    5,365    -72%
                     
   Six Months Ended June 30   Change 
   2023   2022   Amount   Percentage 
   $   $   $     
Consulting services   -    58,295    58,295    100%
Corporate support services   910    1,002    92    -100%
Office, foreign exchange and sundry   1,716    (3,929)   (5,645)   -100%
Professional fees   22,385    52,254    29,869    -57%
Interest, bank and finance charges   6,592    25,271    18,679    -74%

 

Consulting  services for mining consultants decreased as the company no longer has a mining project in 2023 as compared to 2022.

 

Professional  fees in 2022 were higher due to accounting, audit and legal fees related to the rescinded Sapir Pharmaceutical asset purchase and the unwinding of the transaction.

12

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

 

Balance Sheets at June 30, 2023 and December 31, 2022

 

Items with notable period-end differences are as follows:

 

           Change 
   June 30, 2023   December 31, 2022   Amount   Percentage 
   $   $   $     
Cash   511    886    375    42%
Accounts payable and accrued liabilities   637    7,260    6,623    91%
Due to related parties and accrued interest   57,987    20,136    (37,851)   -188%

 

Accounts payable and accrued liabilities were lower as the Company was searching for another project to invest in. Due to related parties increased due to legal and accounting expenses to maintain filing status.

 

Liquidity and Capital Resources

 

At June 30, 2023, our total assets were $511 and our total liabilities were $58,624. Our working capital deficiency at June 30, 2023 and December 31, 2022 and the changes between those dates were as follows:

 

           Change 
   June 30, 2023   December 31, 2022   Amount   Percentage 
   $   $   $     
Current Assets   511    886    (375)   -42%
Current Liabilities   58,624    27,396    31,228    114%
Working Capital Deficiency   (58,113)   (26,510)   (31,603)   119%

  

The decrease in our working capital deficiency from December 31, 2022 to June 30, 2023 was primarily due to the debt owed to LSG for legal and accounting fees.

 

Cash Flows

 

   Six Months Ended June 30   Change 
   2023   2022   Amount   Percentage 
   $   $   $     
Operating Activities   (38,226)   (57,762)   19,536    -34%
Financing Activities   37,851    52,315    (14,464)   -28%
Net Decrease in Cash   (375)   (5,447)   5,072    -93%

  

We have yet to generate any revenues from our business operation and our ability to generate adequate amounts of cash to meet our needs is entirely dependent on the issuance of shares or loans, which have been our principal sources of working capital so far. For the foreseeable future, we will have to continue to rely on those sources for funding. We have no assurance that we can successfully engage in any further private sales of our securities or that we can obtain any additional loans.

13

 

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

ITEM 4.  CONTROLS AND PROCEDURES.

 

Evaluation of Disclosure Controls and Procedures

 

We conducted an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by the company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures also include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, our Chief Executive Officer concluded that, as of June 30, 2023, our disclosure controls and procedures were not effective, due to the size and nature of the existing business operation. Given the size of our current operation and existing personnel, the opportunity to implement disclosure control procedures is limited. Until the organization can increase sufficiently in size to warrant an increase in personnel required to effectively execute and monitor formal disclosure control procedures, those formal procedures will not be implemented. Given the current size of the organization, there are not significant levels of supervision, review, independent directors or a formal audit committee 

 

Changes in Internal Control over Financial Reporting

 

There were no changes in our internal control over financial reporting during the quarter ended June 30, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

PART II - OTHER INFORMATION

 

ITEM 1A. RISK FACTORS

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide information under this item. Our business is subject to risks inherent in the establishment of a new business enterprise, including, without limitation, the items listed in Item 1A RISK FACTORS in our report filed on Form 10-K for the year ended December 31, 2022.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

 

We had no unregistered sales of securities during the six months ended June 30, 2023.

  

Other than as disclosed above and in previous reports filed with the SEC, we have not issued any equity securities that were not registered under the Securities Act within the past three years.

14

 

ITEM 6. EXHIBITS.

 

The following documents are included herein:

 

Exhibit No. Document Description
31.1 Certification of Principal Executive and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   
32.1 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive and Chief Financial Officer.
   
101.INS Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
   
101.SCH Inline XBRL Taxonomy Extension Schema Document
   
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
   
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
   
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document
   
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

15

 

SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 14th day of August 2023.

 

  LODE-STAR MINING INC.
       
  BY “Mark Walmesley”  
    Mark Walmesley  
    President, Principal Executive
Officer, and Principal Accounting 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:

 

Signature   Title Date
       
/s/ Mark Walmesley   Director, President, Chief Executive Officer August 14, 2023
Mark Walmesley      

16

 

EXHIBIT INDEX

 

Exhibit No. Document Description
31.1 Certification of Principal Executive and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   
32.1 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive and Chief Financial Officer.
   
101.INS Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
   
101.SCH Inline XBRL Taxonomy Extension Schema
   
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase
   
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase
   
101.LAB Inline XBRL Taxonomy Extension Label Linkbase
   
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase
   
104  Cover Page Interactive Data File (embedded within the Inline XBRL document)

17

 

 

Exhibit 31.1

 

SARBANES-OXLEY SECTION 302(a) CERTIFICATION

 

I, Mark Walmesley, certify that:

 

1.       I have reviewed this annual report on Form 10-Q for the period ended June 30, 2023 of Lode-Star Mining Inc.;

 

2.       Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.       Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.       I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a.       Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant is made known to me by others within those entities, particularly during the period in which this report is being prepared;

 

b.       Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c.       Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and,

 

d.       Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and,

 

5.       I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

a.       All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

b.       Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 14, 2023 /s/ Mark Walmesley
  Mark Walmesley
  President, Principal Executive Officer, and Principal Accounting Officer

 

 

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. Section 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the quarterly report of Lode-Star Mining Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Mark Walmesley, President, Principal Executive Officer, Treasurer, Principal Financial Officer, and Principal Accounting Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

  (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

  (2) The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Dated this 14th day of August 2023

 

  /s/ Mark Walmesley
 

Mark Walmesley

President, Principal Executive Officer, and Principal Accounting Officer

 

v3.23.2
Cover - shares
 6 Months Ended
Jun. 30, 2023
Aug. 10, 2023
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Jun. 30, 2023  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2023  
Current Fiscal Year End Date --12-31  
Entity File Number 000-53676  
Entity Registrant Name LODE-STAR MINING INC.  
Entity Central Index Key 0001319643  
Entity Tax Identification Number 47-4347638  
Entity Incorporation, State or Country Code NV  
Entity Address, Address Line One 1 East Liberty Street  
Entity Address, Address Line Two Suite 600  
Entity Address, City or Town Reno  
Entity Address, State or Province NV  
Entity Address, Postal Zip Code 89501  
City Area Code (775)  
Local Phone Number 234-5443  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company true  
Entity Common Stock, Shares Outstanding   120,937,442
v3.23.2
BALANCE SHEETS (Unaudited) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Current assets    
Cash $ 511 $ 886
Total current assets and total assets 511 886
Total Assets 511 886
Current liabilities    
Accounts payable and accrued liabilities 637 7,260
Due to related parties 57,987 20,136
Total current liabilities and total liabilities 58,624 27,396
Total liabilities 58,624 27,396
STOCKHOLDERS’ DEFICIENCY    
Capital Stock Authorized: 480,000,000 voting common shares with a par value of $0.001 per share 20,000,000 preferred shares with a par value of $0.001 per share Issued 120,937,442 common shares and no preferred shares at June 30, 2023 120,937,442 common shares and no preferred shares at December 31, 2022 73,757 73,757
Additional Paid-In Capital 4,163,056 4,163,056
Accumulated Deficit (4,294,926) (4,263,323)
Total stockholders’ deficiency (58,113) (26,510)
Total liabilities and stockholders’ deficiency $ 511 $ 886
v3.23.2
BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares
Jun. 30, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Common Stock, Shares Authorized 480,000,000 480,000,000
Commmon Stock, Par Value $ 0.001 $ 0.001
Preferred Stock, Shares Authorized 20,000,000 20,000,000
Preferred Stock, Par Value $ 0.001 $ 0.001
Common Stock, Shares, Issued 120,937,442 120,937,442
Preferred Stock, Shares Issued 0 0
v3.23.2
STATEMENT OF OPERATIONS (Unaudited) - USD ($)
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Income Statement [Abstract]        
Revenue
Operating Expenses        
Consulting services 52,074 58,295
Corporate support services 466 504 910 1,002
Office, foreign exchange and sundry 948 (5,665) 1,716 (3,929)
Professional Fees 21,929 45,164 22,385 52,254
Transfer and filing fees 2,104 7,469 6,592 25,271
Total operating expenses 25,448 99,546 31,603 132,893
Operating Loss (25,448) (99,546) (31,603) (132,893)
Other Items        
Interest, bank and finance charges (234) (807)
Rescinded Sapir transaction 2,186,917 2,186,917
Total other items 2,186,683 2,186,110
Net Inocme (Loss) and Comprehensive Income (Loss) For The Period $ (25,448) $ 2,087,137 $ (31,603) $ 2,053,217
Basic And Diluted Net Income (Loss) Per Common Share $ 0.00 $ 0.02 $ 0.00 $ 0.02
Weighted Average Number of Common Shares Outstanding – Basic and Diluted 120,937,442 57,587,571 120,937,442 54,130,261
v3.23.2
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Operating Activities    
Net income (loss) for the period $ (31,603) $ 2,053,217
Adjustments to reconcile net loss to net cash used in operating activities:    
Foreign exchange loss 1,050
Rescinded Sapir transaction (2,186,917)
Accounts payable and accrued liabilities (6,623) 73,749
Accrued interest payable 1,139
Net cash used in operating activities (38,226) (57,762)
Financing Activities    
Proceeds from loans payable – related party 37,851 52,315
Net cash provided by financing activities 37,851 52,315
Net Decrease In Cash (375) (5,447)
Cash, Beginning of Period 886 6,008
Cash, End of Period 511 561
Supplemental Disclosure of Cash Flow Information    
Interest
Income taxes
Non-cash Financing Activity    
Expenses paid by related parties on behalf of the Company 24,025
Reinstated debt 2,246,146
Shares issued to settle debt $ 2,601,207
v3.23.2
STATEMENTS OF STOCKHOLDERS' DEFICIENCY (EQUITY) (Unaudited) - USD ($)
Common Stock [Member]
Shares To Be Issued
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Total
Beginning balance, value at Dec. 31, 2021 $ 3,425 $ 1,632,181 $ (4,048,109) $ (2,412,503)
Beginning Balance, Shares at Dec. 31, 2021 50,605,965        
Shares issued on cashless exercise of stock options $ 29 (29)
Shares issued on cashless exercise of stock options, Shares 28,571        
Net loss for the period (33,920) (33,920)
Ending balance, value at Mar. 31, 2022 $ 3,454 2,186,917 1,632,152 (4,082,029) (259,506)
Ending Balance, Shares at Mar. 31, 2022 50,634,536        
Beginning balance, value at Dec. 31, 2021 $ 3,425 1,632,181 (4,048,109) (2,412,503)
Beginning Balance, Shares at Dec. 31, 2021 50,605,965        
Net loss for the period         2,053,217
Rescinded Sapir Transaction         (2,186,917)
Reinstated debt         2,246,146
Shares issued to shareholder to settle debt         2,601,207
Ending balance, value at Jun. 30, 2022 $ 73,757 4,163,056 (4,241,038) (4,225)
Ending Balance, Shares at Jun. 30, 2022 120,937,442        
Beginning balance, value at Mar. 31, 2022 $ 3,454 2,186,917 1,632,152 (4,082,029) (259,506)
Beginning Balance, Shares at Mar. 31, 2022 50,634,536        
Net loss for the period 2,087,137 2,087,137
Rescinded Sapir Transaction (2,186,917) (2,186,917)
Reinstated debt (2,246,146) (2,246,146)
Shares issued to shareholder to settle debt $ 70,303 2,530,904 2,601,207
Shares issued to shareholder to settle debt, Shares 70,302,906        
Ending balance, value at Jun. 30, 2022 $ 73,757 4,163,056 (4,241,038) (4,225)
Ending Balance, Shares at Jun. 30, 2022 120,937,442        
Beginning balance, value at Dec. 31, 2022 $ 73,757 4,163,056 (4,263,323) (26,510)
Beginning Balance, Shares at Dec. 31, 2022 120,937,442        
Net loss for the period (6,155) (6,155)
Ending balance, value at Mar. 31, 2023 $ 73,757 4,163,056 (4,269,478) (32,665)
Ending Balance, Shares at Mar. 31, 2023 120,937,442        
Beginning balance, value at Dec. 31, 2022 $ 73,757 4,163,056 (4,263,323) (26,510)
Beginning Balance, Shares at Dec. 31, 2022 120,937,442        
Net loss for the period         (31,603)
Rescinded Sapir Transaction        
Reinstated debt        
Shares issued to shareholder to settle debt        
Ending balance, value at Jun. 30, 2023 $ 73,757 4,163,056 (4,294,926) (58,113)
Ending Balance, Shares at Jun. 30, 2023 120,937,442        
Beginning balance, value at Mar. 31, 2023 $ 73,757 4,163,056 (4,269,478) (32,665)
Beginning Balance, Shares at Mar. 31, 2023 120,937,442        
Net loss for the period (25,448) (25,448)
Rescinded Sapir Transaction        
Ending balance, value at Jun. 30, 2023 $ 73,757 $ 4,163,056 $ (4,294,926) $ (58,113)
Ending Balance, Shares at Jun. 30, 2023 120,937,442        
v3.23.2
BASIS OF PRESENTATION AND NATURE OF OPERATIONS
 6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
BASIS OF PRESENTATION AND NATURE OF OPERATIONS

  1. BASIS OF PRESENTATION AND NATURE OF OPERATIONS

 

Lode-Star Mining Inc. (“the Company”) was incorporated in the State of Nevada, U.S.A., on December 9, 2004. The Company’s principal executive offices are in Reno, Nevada. The Company was originally formed to acquire exploration stage natural resource properties. At present, the Company has no business activity and is actively seeking a project to invest in.  

 

Going Concern

 

The accompanying unaudited interim financial statements have been prepared assuming the Company will continue as a going concern. The future of the Company is dependent upon its ability to establish a business and to obtain new financing to execute its business plan. As shown in the accompanying financial statements, the Company has had no revenue and has incurred accumulated losses of $4,294,926 as of June 30, 2023. These factors raise substantial doubt about the Company’s ability to continue as a going concern. To continue as a going concern, the Company will need, among other things, additional capital resources. The Company is significantly dependent upon its ability and will continue to attempt to secure additional equity and/or debt financing. There are no assurances that the Company will be successful and without sufficient financing, it would be unlikely for the Company to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

 

Basis of Presentation

 

The unaudited interim financial information reflects all adjustments which, in the opinion of management, are necessary to fairly state the Company’s financial position and the results of its operations for the periods presented. These financial statements should be read in conjunction with the Company’s financial statements and notes thereto included in the Company’s Annual report on Form 10-K for the year ended December 31, 2022. The Company assumes that the users of the interim financial information herein have read, or have access to, the audited financial statements for the year ended December 31, 2022, and that the adequacy of additional disclosure needed for a fair presentation may be determined in that context. Accordingly, certain footnote disclosures, which would substantially duplicate the disclosures contained in the Company’s financial statements for the fiscal year ended December 31, 2022, have been omitted. The results of operations for the six months ended June 30, 2023 are not necessarily indicative of results for the entire year ending December 31, 2023.
v3.23.2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.

 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates which have been made using careful judgment. All dollar amounts are in U.S. dollars unless otherwise noted. The financial statements have, in management’s opinion, been properly prepared within reasonable limits of materiality.

 

The Company has implemented all applicable new accounting pronouncements that are in effect. Those pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
v3.23.2
TRANSACTIONS WITH LODE-STAR GOLD INC. (“LSG”)
 6 Months Ended
Jun. 30, 2023
Extractive Industries [Abstract]  
TRANSACTIONS WITH LODE-STAR GOLD INC. (“LSG”)

3.TRANSACTIONS WITH LODE-STAR GOLD INC. (“LSG”)

 

The Company’s mineral property interest was in a group of thirty-one claims known as the “Goldfield Bonanza Project” (the “Property”), in the State of Nevada. Pursuant to an option agreement dated October 14, 2014, as amended October 31, 2019 (“Option Agreement”), with LSG, the Company acquired an initial 20% undivided interest in and to the mineral claims owned by LSG and an option to earn a further 60% interest in the claims. LSG received 35,000,000 shares of the Company’s common stock and is its controlling shareholder.

 

Termination of the Option Agreement

 

On January 14, 2022, in connection with the Sapir Agreements (note 4),   the Company executed a settlement and termination agreement (the “Settlement Agreement”) with LSG to terminate the Option Agreement between the parties. Pursuant to the Settlement Agreement, the Company and LSG have agreed to the immediate termination of the Option Agreement (other than certain standard provisions that will survive according to their terms), with the result that the Company will return its 20% undivided interest in and to the Property to LSG. The carrying value of the 20% undivided interest was $230,179 at the date of the Settlement Agreement. In exchange, LSG has agreed to forgive all amounts owing by the Company to LSG under the Option Agreement, which included $2,246,145 in accrued, unpaid penalties and other payments. The Settlement Agreement also includes a broad mutual release.

 

The full terms of the Settlement Agreement were agreed to between the parties prior to December 31, 2021, with the formal execution to be completed as soon as the documentation was prepared. Therefore, the impact of the Settlement Agreement has been reflected in the financial statements for the year ended December 31, 2021, to most accurately report the Company’s financial position on December 31, 2021, resulting in a gain on settlement of shareholder debt of $2,015,966 recognized in stockholders’ deficiency.

 

On June 8, 2022, and in connection with the rescission of the Sapir Agreements (note 4), we entered into a debt reinstatement agreement (the “Reinstatement Agreement”) with LSG pursuant to which we agreed to reinstate the Debt. Also on June 8, 2022, we entered into debt conversion agreements with three related parties, including LSG, pursuant to which the creditors converted an aggregate of $2,601,207 in accrued, unpaid debt into 70,302,906 shares of our common stock at a price of $0.037 per share.
v3.23.2
CAPITAL STOCK
 6 Months Ended
Jun. 30, 2023
Equity [Abstract]  
CAPITAL STOCK

4.CAPITAL STOCK

 

Capitalization

 

The authorized capital of the Company is 500,000,000 shares of capital stock, divided into 480,000,000 shares of common stock with a par value of $0.001 per share, and 20,000,000 shares of preferred stock with a par value of $0.001 per share. The Company reserved 10,000,000 shares of common stock for issuance under its 2016 Omnibus Equity Incentive Plan. The Company has issued 120,937,442 common shares and no preferred shares. During the year ended December 31, 2022, the Company issued 70,302,906 shares of its common stock in three debt settlement agreements dated June 8, 2022.   

 

Options

 

On November 20, 2018, the Company granted 500,000 non-qualified stock options pursuant to its Equity Incentive Plan, to key outside consultants. Each option is exercisable into one share of the Company’s common stock at a price of $0.06 per share, for a term of five years. During the year ended December 31, 2021, 50,000 of the options were exercised on March 4, 2021 on a cashless basis, resulting in the issuance of 28,571 common shares. At December 31, 2021, the remaining 450,000 options had an intrinsic value of $15,750 based on the exercise price of $0.06 per option and a market price of $0.095 per share.

 

During the year ended December 31, 2022, the remaining 450,000 options were cancelled.

 

On February 14, 2017, the Company granted 9,500,000 non-qualified stock options pursuant to the Equity Incentive Plan, to key corporate officers and outside consultants. Each option is exercisable into one share of the Company’s common stock at a price of $0.06 per share for a term of five years. At December 31, 2021, the options had an intrinsic value of $332,500 based on the exercise price of $0.06 per option and a market price of $0.095 per share.

 

During the year ended December 31, 2022, the options expired unexercised.

 

Summary of option activity for the fiscal years ended December 31, 2022 and for the period June 30, 2023: 

 

 

       Weighted Average     
   Options   Life Remaining     
   Outstanding   (Years)   Intrinsic Value 
Balance December 31, 2021   9,950,000    0.20   $348,250 
Issued   -           
Cancelled   (450,000)          
Expired   (9,500,000)          
Balance December 31, 2022 and June 30, 2023   -    -   $Nil 
v3.23.2
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE
 6 Months Ended
Jun. 30, 2023
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE

5.RELATED PARTY TRANSACTIONS AND AMOUNTS DUE

 

At June 30, 2023, the Company had the following amounts due to related parties: $57,987 in bridge loan vendor financing; with no specific terms of repayment, due to LSG, the Company’s majority shareholder, with no accrued interest payable.
v3.23.2
BASIS OF PRESENTATION AND NATURE OF OPERATIONS (Policies)
 6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Going Concern

Going Concern

 

The accompanying unaudited interim financial statements have been prepared assuming the Company will continue as a going concern. The future of the Company is dependent upon its ability to establish a business and to obtain new financing to execute its business plan. As shown in the accompanying financial statements, the Company has had no revenue and has incurred accumulated losses of $4,294,926 as of June 30, 2023. These factors raise substantial doubt about the Company’s ability to continue as a going concern. To continue as a going concern, the Company will need, among other things, additional capital resources. The Company is significantly dependent upon its ability and will continue to attempt to secure additional equity and/or debt financing. There are no assurances that the Company will be successful and without sufficient financing, it would be unlikely for the Company to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

 
Basis of Presentation

Basis of Presentation

 

The unaudited interim financial information reflects all adjustments which, in the opinion of management, are necessary to fairly state the Company’s financial position and the results of its operations for the periods presented. These financial statements should be read in conjunction with the Company’s financial statements and notes thereto included in the Company’s Annual report on Form 10-K for the year ended December 31, 2022. The Company assumes that the users of the interim financial information herein have read, or have access to, the audited financial statements for the year ended December 31, 2022, and that the adequacy of additional disclosure needed for a fair presentation may be determined in that context. Accordingly, certain footnote disclosures, which would substantially duplicate the disclosures contained in the Company’s financial statements for the fiscal year ended December 31, 2022, have been omitted. The results of operations for the six months ended June 30, 2023 are not necessarily indicative of results for the entire year ending December 31, 2023.
v3.23.2
CAPITAL STOCK (Tables)
 6 Months Ended
Jun. 30, 2023
Equity [Abstract]  
Schedule of Options Outstanding

Summary of option activity for the fiscal years ended December 31, 2022 and for the period June 30, 2023: 

 

 

       Weighted Average     
   Options   Life Remaining     
   Outstanding   (Years)   Intrinsic Value 
Balance December 31, 2021   9,950,000    0.20   $348,250 
Issued   -           
Cancelled   (450,000)          
Expired   (9,500,000)          
Balance December 31, 2022 and June 30, 2023   -    -   $Nil 
v3.23.2
BASIS OF PRESENTATION AND NATURE OF OPERATIONS (Details Narrative) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Accounting Policies [Abstract]    
Retained Earnings (Accumulated Deficit) $ 4,294,926 $ 4,263,323
v3.23.2
TRANSACTIONS WITH LODE-STAR GOLD INC. (“LSG”) (Details Narrative) - USD ($)
 12 Months Ended
Jun. 08, 2023
Dec. 31, 2022
Sapir Pharmaceutical [Member]    
Reserve Quantities [Line Items]    
Debt Conversion, Converted Instrument, Amount $ 2,601,207  
Common Stock [Member] | Sapir Pharmaceutical [Member]    
Reserve Quantities [Line Items]    
Debt Conversion, Converted Instrument, Shares Issued 70,302,906  
Settlement Agreement [Member] | Common Stock [Member]    
Reserve Quantities [Line Items]    
Gain (Loss) on Extinguishment of Debt   $ 2,015,966
v3.23.2
CAPITAL STOCK (Details) - Equity Option [Member] - USD ($)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Offsetting Assets [Line Items]    
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number, Beginning Balance 9,950,000  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term   2 months 12 days
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value $ 348,250  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Forfeitures in Period (450,000)  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Expirations in Period (9,500,000)  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number, Ending Balance 9,950,000
v3.23.2
CAPITAL STOCK (Details Narrative) - $ / shares
 3 Months Ended
Dec. 31, 2022
Jun. 30, 2022
Jun. 30, 2023
Accumulated Other Comprehensive Income (Loss) [Line Items]      
Common Stock, Shares Authorized 480,000,000   480,000,000
Common Stock, Par or Stated Value Per Share $ 0.001   $ 0.001
Preferred Stock, Shares Authorized 20,000,000   20,000,000
Preferred Stock, Par or Stated Value Per Share $ 0.001   $ 0.001
Common Stock, Shares, Issued 120,937,442   120,937,442
Common Stock [Member]      
Accumulated Other Comprehensive Income (Loss) [Line Items]      
Shares Issued to Shareholder to Settle Debt (in shares) 70,302,906 70,302,906  
v3.23.2
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE (Details Narrative)
Jun. 30, 2023
USD ($)
Lode Star Gold Inc [Member] | Bridge Loan Vendor Financing [Member]  
Related Party Transaction [Line Items]  
Due to Related Parties $ 57,987
Lode Star Mining (PK) (USOTC:LSMG)
Historical Stock Chart
From Nov 2024 to Dec 2024 Click Here for more Lode Star Mining (PK) Charts.
Lode Star Mining (PK) (USOTC:LSMG)
Historical Stock Chart
From Dec 2023 to Dec 2024 Click Here for more Lode Star Mining (PK) Charts.