x
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
|
For
the quarterly period ended September 30,
2008
|
|
¨
|
TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
Nevada
|
98-0425310
|
|
(State
or other jurisdiction of incorporation or organization)
|
(IRS
Employer Identification No.)
|
200 S. Virginia, 8th
Floor, Reno, Nevada 89501
|
(Address
of principal executive offices)
|
(775)
398-3005
|
(Registrant’s
telephone number, including area code)
|
________________________________________________________________
|
(Former
name, former address and former fiscal year, if changed since last
report)
|
Large
accelerated filer ¨
|
Accelerated
filer ¨
|
Non-accelerated
filer ¨ (Do
not check if a smaller reporting company)
|
Smaller
reporting company ý
|
Class
|
Outstanding
at November 7, 2008
|
|
Common
Stock, $0.00001 par value
|
4,191,159
|
FORM
10-Q
AMAZON
GOLDSANDS LTD.
SEPTEMBER
30, 2008
|
Page
|
|
PART I – FINANCIAL
INFORMATION
|
||
Item
1.
|
3
|
|
Item
2.
|
4
|
|
Item
3.
|
13
|
|
Item
4T.
|
13
|
|
PART II – OTHER
INFORMATION
|
||
Item
1.
|
15
|
|
Item
1A.
|
15
|
|
Item
2.
|
15
|
|
Item
3.
|
15
|
|
Item
4.
|
15
|
|
Item
5.
|
15
|
|
Item
6.
|
15
|
|
|
||
|
||
Our
unaudited consolidated financial statements included in this Form 10-Q are
as follows:
|
|
F-1
|
Unaudited
Consolidated Balance Sheet as of September 30, 2008.
|
F-2
|
Unaudited
Consolidated Statements of Operations for the three and nine months ended
September 30, 2008 and 2007 and from inception on September 5, 1997 to
September 30, 2008.
|
F-3
|
Unaudited
Consolidated Statement of Changes in Stockholders' Equity from
inception on September 5, 1997 to September 30, 2008.
|
F-4
|
Unaudited
Consolidated Statements of Cash Flows for the nine months ended September
30, 2008 and 2007 and from inception on September 5, 1997 to September 30,
2008.
|
F-5
|
Notes
to Unaudited Consolidated Financial
Statements.
|
September
30,
|
December
31,
|
|||||||
As
at
|
2008
|
2007
|
||||||
$ | $ | |||||||
ASSETS
|
||||||||
Current
|
||||||||
Cash
and cash equivalents
|
284,859 | 1,957,856 | ||||||
Exploration
program advances
|
- | 87,600 | ||||||
Taxes
recoverable
|
2,465 | 19,226 | ||||||
Prepaid
expenses and deposit
|
5,886 | 5,723 | ||||||
293,210 | 2,070,415 | |||||||
Mineral
property interests (Note 4(i))
|
625,000 | - | ||||||
Property
and equipment, net of accumulated amortization
|
||||||||
(Note
4(ii))
|
27,533 | 35,214 | ||||||
Website
development cost, net of accumulated amortization
|
||||||||
of
$12,500 (December 31, 2007: $4,167)
|
27,500 | 5,833 | ||||||
Total
Assets
|
973,243 | 2,111,453 | ||||||
LIABILITIES
|
||||||||
Current
|
||||||||
Accounts
payable and accrued liabilities
|
30,985 | 647,414 | ||||||
Amounts
due to related parties (Note 3)
|
- | 54,365 | ||||||
Advances
payable, non-interest bearing (4)
|
32,889 | |||||||
Total
Liabilities
|
63,874 | 701,779 | ||||||
STOCKHOLDERS’
EQUITY
|
||||||||
Common
stock (Note 6)
|
||||||||
Authorized:
- 5,000,000
common shares, $0.00001 par value
|
||||||||
Issued
and outstanding:
- 4,191,159
common shares (December 31, 2007: 1,722,409 common
shares)
|
42 | 17 | ||||||
Additional
paid-in capital
|
11,694,408 | 14,314,965 | ||||||
Deferred
stock based compensation (Note 6)
|
- | (725,796 | ) | |||||
(Deficit)
accumulated during the exploration stage
|
(10,785,081 | ) | (12,179,512 | ) | ||||
Total
Stockholders’ Equity
|
909,369 | 1,409,674 | ||||||
Total
Liabilities and Stockholders’ Equity
|
973,243 | 2,111,453 |
Cumulative
|
|||||||||||||||
From
|
|||||||||||||||
Inception
on
|
|||||||||||||||
September
5,
|
|||||||||||||||
Fiscal
quarter ended
|
Nine
months ended
|
1997
to
|
|||||||||||||
September 30,
|
September 30,
|
September
30,
|
|||||||||||||
2008
|
2007
|
2008
|
2007
|
2008
|
|||||||||||
GENERAL
AND ADMINISTRATIVE EXPENSES
|
$
|
$
|
$
|
$
|
$
|
||||||||||
Amortization
– property and equipment
|
2,466
|
2,171
|
9,208
|
6,514
|
19,076
|
||||||||||
Amortization
– website development costs
|
3,333
|
833
|
8,333
|
2,500
|
12,500
|
||||||||||
Bank
charges
|
759
|
605
|
2,265
|
1,854
|
7,508
|
||||||||||
Consulting
and management
fees
(recovery) (Note 6)
|
142,803
|
1,468,634
|
(2,244,105)
|
4,159,527
|
4,365,353
|
||||||||||
Foreign
exchange (gain) loss
|
4,926
|
(4,639)
|
(2,878)
|
(4,698)
|
15,880
|
||||||||||
Investor
communication and promotion
|
81,786
|
78,405
|
161,986
|
237,318
|
467,906
|
||||||||||
Office
and administrative
|
2,603
|
6,324
|
34,365
|
17,166
|
109,547
|
||||||||||
Professional
fees
|
46,272
|
32,700
|
155,184
|
121,620
|
380,303
|
||||||||||
Rent
|
2,737
|
3,583
|
15,807
|
11,661
|
39,417
|
||||||||||
Telephone
|
544
|
6,747
|
17,257
|
26,158
|
52,383
|
||||||||||
Transfer
agent and filing fees
|
380
|
1,194
|
3,298
|
12,306
|
35,556
|
||||||||||
Travel
and accommodation
|
-
|
30,452
|
83,813
|
190,765
|
355,372
|
||||||||||
Website
maintenance
|
4,500
|
4,500
|
13,500
|
13,500
|
34,500
|
||||||||||
Mineral
property acquisition and exploration expenditures
|
(9,360)
|
130,132
|
351,170
|
1,360,184
|
5,013,692
|
||||||||||
283,748
|
1,761,641
|
(1,390,797)
|
6,156,375
|
10,908,993
|
|||||||||||
OTHER
INCOME AND (EXPENSES)
|
|||||||||||||||
Forgiveness
of debt
|
-
|
-
|
-
|
-
|
24,000
|
||||||||||
Gain
on sale of oil and gas property
|
-
|
-
|
-
|
-
|
10,745
|
||||||||||
Interest
income
|
803
|
28,022
|
9,148
|
61,905
|
102,199
|
||||||||||
Recovery
of expenses
|
-
|
-
|
-
|
-
|
4,982
|
||||||||||
Write-down
of incorporation cost
|
-
|
-
|
-
|
-
|
(12,500)
|
||||||||||
Write-down
of assets
|
(5,514)
|
(5,514)
|
(5,514)
|
||||||||||||
NET
(INCOME) LOSS
|
$
|
288,459
|
$
|
1,733,619
|
$
|
(1,394,431)
|
$
|
6,094,4700
|
$
|
10,785,081
|
|||||
Net
income (loss) per share
|
$
|
(0.16)
|
$
|
(0.95)
|
$
|
0.80
|
$
|
$ (3.50)
|
|||||||
Weighted
average shares outstanding
|
1,799,855
|
1,819,909
|
1,740,037
|
1,742,028
|
|||||||||||
See
accompanying Notes to the Financial
Statements
|
Common
Shares
|
Stock
Amount
|
Additional
Paid-in
Capital
|
Deferred
Stock
Based
Compensation
|
Deficit
Accumulated
During
The
Exploration
Stage
|
Total
Stockholders’
Equity
(Deficiency)
|
|||||||||||||||||||
$ | $ | $ | $ | $ | ||||||||||||||||||||
Balance,
September 5, 1997
|
- | - | - | - | - | - | ||||||||||||||||||
Issuance
of common shares for cash at $0.25 per share on September 28,
1997
|
4,000 | 1 | 999 | - | - | 1,000 | ||||||||||||||||||
Net
loss for the period
|
- | - | - | - | (2,522 | ) | (2,522 | ) | ||||||||||||||||
Balance,
September 30, 1997
|
4,000 | 1 | 999 | - | (2,522 | ) | (1,522 | ) | ||||||||||||||||
Issuance
of common shares on acquisition of oil and gas property in New Zealand at
$25 per share on June 25, 1998
|
400 | - | 10,000 | - | - | 10,000 | ||||||||||||||||||
Issuance
of common shares for cash at $0.25 per share on July 8,
1998
|
4,000 | 1 | 999 | - | - | 1,000 | ||||||||||||||||||
Net
loss for the year
|
- | - | - | - | (1,246 | ) | (1,246 | ) | ||||||||||||||||
Balance,
September 30, 1998
|
8,400 | 2 | 11,998 | - | (3,768 | ) | 8,232 | |||||||||||||||||
Issuance
of common shares for cash at $25 per share on November 20,
1998
|
4,000 | 1 | 99,999 | - | - | 100,000 | ||||||||||||||||||
Repurchase
of common shares for cash at $0.25 per share on November 28,
1998
|
(4,000 | ) | (1 | ) | (999 | ) | - | - | (1,000 | ) | ||||||||||||||
Net
loss for the year
|
- | - | - | - | (9,569 | ) | (9,569 | ) | ||||||||||||||||
Balance,
September 30, 1999
|
8,400 | 1 | 110,999 | - | (13,337 | ) | 97,663 | |||||||||||||||||
Net
loss for the year
|
- | - | - | - | (34,290 | ) | (34,290 | ) | ||||||||||||||||
Balance,
September 30, 2000
|
8,400 | 1 | 110,999 | - | (47,627 | ) | 63,373 |
Common
Shares
|
Stock
Amount
|
Additional
Paid-in
Capital
|
Deferred
Stock
Based
Compensation
|
Deficit
Accumulated
During
The
Exploration
Stage
|
Total
Stockholders’
Equity
(Deficiency)
|
|||||||||||||||||||
$ | $ | $ | $ | $ | ||||||||||||||||||||
Balance,
September 30, 2000
(carried
forward)
|
8,400 | 1 | 110,999 | - | (47,627 | ) | 63,373 | |||||||||||||||||
Net
loss for the year
|
- | - | - | - | (14,296 | ) | (14,296 | ) | ||||||||||||||||
Balance,
September 30, 2001
|
8,400 | 1 | 110,999 | - | (61,923 | ) | 49,077 | |||||||||||||||||
Net
income for the year
|
- | - | - | - | 10,954 | 10,954 | ||||||||||||||||||
Balance,
September 30, 2002
|
8,400 | 1 | 110,999 | - | (50,969 | ) | 60,031 | |||||||||||||||||
Net
income for the year
|
- | - | - | - | 2,387 | 2,387 | ||||||||||||||||||
Balance,
September 30, 2003
|
8,400 | 1 | 110,999 | - | (48,582 | ) | 62,418 | |||||||||||||||||
Issuance
of common shares for cash at $1.50 per share and services at $6 per share
on April 2, 2004
|
8,476 | 1 | 62,699 | - | - | 62,700 | ||||||||||||||||||
Donated
capital
|
- | - | 5,000 | - | - | 5,000 | ||||||||||||||||||
Net
loss for the year
|
- | - | - | - | (64,175 | ) | (64,175 | ) | ||||||||||||||||
Balance,
September 30, 2004
|
16,876 | 1 | 178,699 | - | (112,757 | ) | 65,943 | |||||||||||||||||
Donated
capital
|
- | - | 3,000 | - | - | 3,000 | ||||||||||||||||||
Net
loss for the year
|
- | - | - | - | (7,750 | ) | (7,750 | ) | ||||||||||||||||
Balance,
December 31, 2004
|
16,876 | 1 | 181,699 | - | (120,507 | ) | 61,193 |
Common
Shares
|
Stock
Amount
|
Additional
Paid-in
Capital
|
Deferred
Stock
Based
Compensation
|
Deficit
Accumulated
During
The
Exploration
Stage
|
Total
Stockholders’
Equity
(Deficiency)
|
|||||||||||||||||||
$ | $ | $ | $ | $ | ||||||||||||||||||||
Balance,
December 31, 2004
(carried
forward)
|
16,876 | 1 | 181,699 | - | (120,507 | ) | 61,193 | |||||||||||||||||
Repurchase
of common stock for cash at $ 0.25 per share on March 3,
2005
|
(4,000 | ) | (1 | ) | (999 | ) | - | - | (1,000 | ) | ||||||||||||||
Donated
Capital
|
- | - | 8,200 | - | - | 8,200 | ||||||||||||||||||
Net
loss for year
|
- | - | - | - | (40,652 | ) | (40,652 | ) | ||||||||||||||||
Balance,
December 31, 2005
|
12,876 | 1 | 188,892 | - | (161,159 | ) | 27,741 | |||||||||||||||||
Issue
of common stock for
cash
at $0.125 per share
on
April 7, 2006
|
1,200,000 | 12 | 149,988 | - | - | 150,000 | ||||||||||||||||||
Cancellation
of shares on September 6, 2006
|
(8,467 | ) | (1 | ) | 1 | - | - | - | ||||||||||||||||
Issue
of common stock on purchase of Finmetal Mining Oy at a deemed value of
$25.60 per share on November 27, 2006
|
50,000 | 1 | 1,279,999 | - | - | 1,280,000 | ||||||||||||||||||
Stock
grant issued as stock based compensation at a deemed value of $24.80 per
share on November 30, 2006
|
97,500 | 1 | 2,417,999 | (2,321,280 | ) | - | 96,720 | |||||||||||||||||
Issue
of 254,500 common shares for cash at $10 per share and 25,450 common
shares as a finder’s fee on December 7, 2006
|
279,950 | 3 | 2,544,997 | - | - | 2,545,000 | ||||||||||||||||||
Net
loss for the year
|
- | - | - | - | (2,506,896 | ) | (2,506,896 | ) | ||||||||||||||||
Balance,
December 31, 2006
|
1,631,859 | 17 | 6,581,883 | (2,321,280 | ) | (2,668,055 | ) | 1,592,565 |
Common
Shares
|
Stock
Amount
|
Additional
Paid-in
Capital
|
Deferred
Stock
Based
Compensation
|
Deficit
Accumulated
During
The
Exploration
Stage
|
Total
Stockholders’
Equity
(Deficiency)
|
|||||||||||||||||||
$ | $ | $ | $ | $ | ||||||||||||||||||||
Balance,
December 31, 2006
(carried
forward)
|
1,631,859 | 17 | 6,581,883 | (2,321,280 | ) | (2,668,055 | ) | 1,592,565 | ||||||||||||||||
Issue
of 121,800 common shares for cash at $25 per unit on April 17, 2007, net
of finder’s fees of $312,896
|
121,800 | 1 | 2,732,128 | - | - | 2,732,129 | ||||||||||||||||||
Issue
of 8,358 warrants as a finder’s fee on April 17, 2007 pursuant
to an unit offering
|
- | - | 100,421 | - | - | 100,421 | ||||||||||||||||||
Stock
grant issued as stock based compensation at a deemed value of $29 per
share on April 17, 2007 (Note 6)
|
46,250 | 1 | 1,341,249 | (1,341,250 | ) | - | - | |||||||||||||||||
Issue
of 20,000 common shares as a finder’s fee for mineral interests at a
deemed value of $26.80 on May 4, 2007 (Note 4(i))
|
20,000 | 1 | 535,999 | - | - | 536,000 | ||||||||||||||||||
Stock
based compensation on granting of stock options and stock (Note
6)
|
- | - | 3,023,282 | 2,936,734 | - | 5,960,016 | ||||||||||||||||||
Cancellation
of stock awards (Note 6)
|
(97,500 | ) | (1 | ) | 1 | - | - | - | ||||||||||||||||
Net
loss for the year
|
- | - | - | - | (9,511,457 | ) | (9,511,457 | ) | ||||||||||||||||
Balance,
December 31, 2007
|
1,722,409 | 18 | 14,314,964 | (725,796 | ) | (12,179,512 | ) | 1,409,674 |
Common
Shares
|
Stock
Amount
|
Additional
Paid-in
Capital
|
Deferred
Stock
Based
Compensation
|
Deficit
Accumulated
During
The
Exploration
Stage
|
Total
Stockholders’
Equity
(Deficiency)
|
|||||||||||||||||||
$ | $ | $ | $ | $ | ||||||||||||||||||||
Balance,
December 31, 2007
(carried
forward)
|
1,722,409 | 18 | 14,314,964 | (725,796 | ) | (12,179,512 | ) | 1,409,674 | ||||||||||||||||
Stock
based compensation on stock grants (Note 6)
|
- | - | - | 725,796 | 725,796 | |||||||||||||||||||
Cancellation
of stock awards (Note 6)
|
(31,250 | ) | (1 | ) | 1 | - | - | - | ||||||||||||||||
Cancellation
and expiration of stock options (Note 6)
|
(3,245,532 | ) | (3,245,532 | ) | ||||||||||||||||||||
Issuance
of common shares on acquisition of mineral rights option in Peru
at $0.25 per share on September 24, 2008
|
2,500,000 | 25 | 624,975 | 625,000 | ||||||||||||||||||||
Net
income for the period
|
- | - | - | - | 1,394,431 | 1,394,431 | ||||||||||||||||||
Balance,
September 30, 2008
|
4,191,159 | 42 | 11,069,433 | - | (10,785,081 | ) | 905,369 |
Cumulative
from
|
||||||||||||
Nine
|
Nine
|
Inception
(September
5, 1997)
|
||||||||||
Months
Ended
|
Months
Ended
|
Through
|
||||||||||
September
30,
|
September
30,
|
September
30,
|
||||||||||
2008
|
2007
|
2008
|
||||||||||
$ | $ | $ | ||||||||||
OPERATING
ACTIVITIES:
|
||||||||||||
Net
income ( loss) from operations
|
1,394,431 | (6,094,470 | ) | (10,785,081 | ) | |||||||
Items
not requiring cash outlay:
|
||||||||||||
-
Consulting fees
|
- | - | 40,200 | |||||||||
-
Forgiveness of debt
|
- | - | (24,000 | ) | ||||||||
-
Gain on sale of oil and gas property
|
- | - | (10,745 | ) | ||||||||
-
Stock-based compensation
|
(2,519,736 | ) | 3,901,103 | 3,587,000 | ||||||||
-
Amortization of equipment
|
9,208 | 6,514 | 19,076 | |||||||||
-
Amortization of website development cost
|
8,333 | 2,500 | 12,500 | |||||||||
-
Mineral property acquisition
|
- | 536,000 | 1,816,000 | |||||||||
-
Write-down of assets
|
5,514 | - | 5,514 | |||||||||
Cash
provided by (used in) changes in operating
|
||||||||||||
Assets
and liabilities:
|
||||||||||||
- Taxes
recoverable
|
16,761 | 1,379 | (2,465 | ) | ||||||||
- Exploration
program advances
|
87,600 | (217,868 | ) | - | ||||||||
- Prepaid
expenses and deposit
|
(163 | ) | 53,236 | (5,886 | ) | |||||||
- Accounts
payable and accrued liabilities
|
(616,429 | ) | 33,490 | 30,985 | ||||||||
- Advances
from related parties
|
(54,365 | ) | (36,616 | ) | - | |||||||
Net
cash used in operating activities
|
(1,668,846 | ) | (1,814,730 | ) | (5,316,902 | ) | ||||||
FINANCING
ACTIVITIES:
|
||||||||||||
Advances
|
32,889 | - | 32,889 | |||||||||
Cost
of repurchase of common stock
|
- | - | (1,000 | ) | ||||||||
Proceeds
from issuance of common stock, net
|
- | 2,832,550 | 5,641,250 | |||||||||
Net
cash provided by financing activities
|
32,889 | 2,832,550 | 5,673,139 | |||||||||
INVESTING
ACTIVITIES:
|
||||||||||||
Proceeds
from sale of oil and gas property
|
- | - | 46,200 | |||||||||
Oil
and gas property acquisitions
|
- | - | (2,846 | ) | ||||||||
Oil
and gas exploration
|
- | - | (22,609 | ) | ||||||||
Purchase
of equipment
|
(7,040 | ) | (35,406 | ) | (52,123 | ) | ||||||
Website
development costs
|
(30,000 | ) | - | (40,000 | ) | |||||||
Net
cash provided used in investing activities
|
(37,040 | ) | (35,406 | ) | (71,378 | ) | ||||||
INCREASE
(DECREASE) IN CASH AND CASH EQUIVALENTS
|
(1,672,997 | ) | 982,414 | 284,859 | ||||||||
CASH
AND CASH EQUIVALENTS, BEGINNING OF PERIOD
|
1,957,856 | 1,648,814 | - | |||||||||
CASH
AND CASH EQUIVALENTS, END OF PERIOD
|
$ | 284,859 | $ | 2,631,228 | $ | 284,859 |
Cumulative
from
|
||||||||||||
Nine
|
Nine
|
Inception
(September
5, 1997)
|
||||||||||
Months
Ended
|
Months
Ended
|
Through
|
||||||||||
September
30,
|
September
30,
|
September
30,
|
||||||||||
2008
|
2007
|
2008
|
||||||||||
$ | $ | $ | ||||||||||
SUPPLEMENTAL
CASH FLOWS INFORMATION
|
||||||||||||
Interest
expense
|
- | - | 1,906 | |||||||||
Foreign
exchange (gain) loss
|
4,926 | (4,639 | ) | 15,880 | ||||||||
SUPPLEMENTAL
DISCLOSURE OF NON-CASH INVESTING AND FINANCING
|
||||||||||||
Purchase
of oil and gas property for consideration of 400 of the Company’s common
shares at $25
|
- | - | 10,000 | |||||||||
Issuance
of 8,476 common shares for services at $6.00 per share on April 2,
2004
|
- | - | 50,000 | |||||||||
Donated
consulting services
|
- | - | 16,200 | |||||||||
On
September 6, 2006, 8,467 shares were cancelled and returned to the
un-issued share capital of the Company by a former
director
|
- | - | (2 | ) | ||||||||
On
November 27, 2006 the Company issued 50,000 shares at a deemed price of
$25.60 per share pursuant to the equity acquisition of 100% of the issued
common shares of FM OY
|
- | - | 1,280,000 | |||||||||
On
November 30, 2006 the Company granted 97,500 restricted shares
at a deemed price of $24.80 per share to officers of the
company
|
- | - | 2,418,000 | |||||||||
On
December 7, 2006, the Company issued 25,450 units at a deemed value of $10
per unit as a finder’s fee related to the private
placement
|
- | - | 254,500 | |||||||||
On
April 17, 2007 the Company issued 8,358 warrants exercisable on or before
April 17, 2008 at an exercise price of $35
|
- | - | 100,421 | |||||||||
On
May 4, 2007 the Company issued 20,000 common shares at a deemed price of
$26.80 per share as a finders’ fee pursuant to the acquisition of mineral
property interests
|
- | - | 536,000 | |||||||||
On
September 26, 2008 the Company issued 2,500,000 common shares at a deemed
price of $0.25 per share pursuant to the acquisition of mineral rights
options
|
625,000 | - | 625,000 |
·
|
paying
$250,000 (paid subsequent to September 30, 2008) to Temasek on the date
the Agreement is executed;
|
·
|
issuing
2,500,000 shares (issued ) of common stock to Temasek within five (5)
business days from the Effective Date;
and
|
·
|
paying
an additional $250,000 to Temasek within ninety (90) days of the Effective
Date.
|
·
|
paying
an additional $750,000 to Temasek,
and
|
·
|
issuing
3,500,000 additional shares of our common stock to
Temasek.
|
·
|
paying
an additional $1,250,000 to Temasek,
and
|
·
|
issuing
4,500,000 additional shares of our common stock to
Temasek.
|
·
|
paying
an additional $2,500,000 to Temasek,
and
|
·
|
issuing
5,500,000 additional shares of our common stock to
Temasek.
|
As
at September 30, 2008:
|
Cost
$
|
Accumulated
Amortization
$
|
Net
book
Value
$
|
|||||||||
Furniture,
computer and office equipment
|
38,505 | 11,712 | 26,793 | |||||||||
Computer
software
|
5,928 | 5,188 | 740 | |||||||||
44,433 | 16,900 | 27,533 |
As
at December 31, 2007:
|
Cost
$
|
Accumulated
Amortization
$
|
Net
book
Value
$
|
|||||||||
Furniture,
computer and office equipment
|
38,291 | 6,041 | 32,250 | |||||||||
Computer
software
|
5,928 | 2,964 | 2,964 | |||||||||
44,219 | 9,005 | 35,214 |
·
|
paid
$236,350 (2007: $258,424) for consulting and management fees and
management salaries to current officers and directors of the
Company
|
·
|
paid
$25,486 (2007: $99,103) for consulting fees included in mineral property
acquisition and exploration expenditures, to companies controlled by the
Vice-President of Exploration and the
President.
|
·
|
The
Company is committed for one year, commencing November 1, 2007, for
monthly consulting services in the amount of $5,000 to a party who shall
provide business development strategies and corporate
marketing.
|
·
|
The
Company committed for a one year period commencing January 1, 2008, to a
consulting firm for monthly services in the amount of $1,500, for website
maintenance.
|
·
|
The
Company committed for two years, commencing April 1, 2008, for a monthly
consulting services in the amount of $ 5,000 to a party who will provide
management services in Europe.
|
·
|
The
Company committed for one year, commencing June 1, 2008 for monthly
consulting services in the amount of $ 10,000 to a party who will provide
investor relations services.
|
·
|
The
due date of the second option payment of 100,000 euros, with respect to
the Rautavaara property, was extended to April 30, 2008 in consideration
of a 10,000 Euro extension payment (which has been paid) and by FinMetal
Oy maintaining the claims in good standing by paying the applicable
government and landowner payments according to Finnish law. As
we have decided to allow this option to lapse, we have not paid the second
option payment.
|
·
|
After
the above-mentioned extension payment was paid and the second year option
payment was paid with respect to the Rautavaara property, the due date of
the first year work commitment of 250,000 euros with respect to such
property would have been extended such that such work commitment would not
be due until August 31, 2008.
|
·
|
The
due date of the first year work commitment of 250,000 euros with respect
to the Tainiovarra property would have been extended such that such work
commitment would not be due until May 31, 2008. We have also
decided to allow this option to
lapse.
|
·
|
Payment
of $250,000 to Temasek on the date the Temasek Option Agreement is
executed;
|
·
|
Issuance
of 2,500,000 shares of Common Stock to Temasek within five business days
from the Effective Date; and
|
·
|
Payment
of an additional amount of $250,000 to Temasek within ninety days of the
Effective Date.
|
·
|
Payment
of an additional amount of $750,000 to Temasek,
and
|
·
|
Issuance
of 3,500,000 additional shares of Common Stock to
Temasek.
|
·
|
Payment
of an additional amount $1,250,000 to Temasek,
and
|
·
|
Issuance
of 4,500,000 additional shares of Common Stock to
Temasek.
|
·
|
Payment
of an additional amount $2,500,000 to Temasek,
and
|
·
|
Issuance
of 5,500,000 additional shares of Common Stock to
Temasek.
|
·
|
Payment
of an additional amount of $250,000 to Temasek on or about December 18,
2008;
|
·
|
Payment
of an additional amount of $750,000 to Temasek on or about March 18, 2009;
and
|
·
|
Payment
of an additional amount of $1,250,000 to Temasek on or about September 18,
2009.
|
·
|
Monetary
assets and liabilities are translated at the year-end exchange
rate;
|
·
|
Non-monetary
assets are translated at the rate of exchange in effect at their
acquisition, unless such assets are carried at market or nominal value, in
which case they are translated at the year-end exchange
rate;
|
·
|
Revenue
and expense items are translated at the average exchange rate for the
year; and
|
·
|
Foreign
exchange gains and losses in the year are included in
operations.
|
Amazon
Goldsands Ltd.
|
|
Date:
|
November
14, 2008
|
By: /s/ Hector
Ponte
Hector
Ponte
Title: Chief
Executive Officer and Director
|
|
Date:
|
November
14, 2008
|
By: /s/ Carlos
Stocker
Carlos
Stocker
Title: Chief
Financial Officer
|
Exhibit
No.
|
Description
|
Incorporated
Herein by
Reference
to
|
Filed
Herewith
|
2.1
|
Articles
of Merger
|
Exhibit
2.1 to the Registrant's Current Report on Form 8-K filed May 27,
2008
|
|
2.2
|
Agreement
and Plan of Merger
|
Exhibit
2.2 to the Registrant's Current Report on Form 8-K filed May 27,
2008
|
|
3.1
|
Certificate
of Change pursuant to NRS 78.209
|
Exhibit
2.3 to the Registrant's Current Report on Form 8-K filed May 27,
2008
|
|
10.1
|
Stock
Purchase Agreement between the Company and Peter Löfberg, dated November
2, 2006, relating to the acquisition of FinMetal OY
|
Exhibit
10.1 to the Registrant's Current Report on Form 8-K filed November 30,
2006
|
|
10.2
|
Letter
Agreement dated January 22, 2007 between the Company and AB Apofas
OY
|
Exhibit
10.1 to the Registrant's Current Report on Form 8-K filed January 26,
2007
|
|
10.3
|
Amendment
No. 1 to Option Agreement between Company and Magnus Minerals Oy, dated
December 28, 2007
|
Exhibit
10.1 to the Registrant's Current Report on Form 8-K filed January 4,
2008
|
|
10.4
|
Mineral
Property Option and Joint Venture Agreement between the Company and Magnus
Minerals Oy, dated June 11, 2007
|
Exhibit
10.1 to the Registrant's Current Report on Form 8-K filed June 13,
2007
|
|
10.5
|
Mineral
Right Option Agreement between the Company and Temasek Investments
Inc.
|
Exhibit
10.1 to the Registrant's Current Report on Form 8-K filed September 22,
2008
|
|
X
|
|||
31.2
|
X
|
||
32.1
|
X
|