10QSB 1 form10qsb.htm QUARTERLY REPORT FOR THE PERIOD ENDED MARCH 31, 2005 Filed by Automated Filing Services Inc. (604) 609-0244 - New Jersey Mining Company - Form 10-QSB

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2005

¨ 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  (IRS employer identification no.) 
of incorporation)   

89 Appleberg Road, Kellogg, Idaho 83837
(Address of principal executive offices)

Registrant’s telephone number, including area code: (208) 783-3331

Common Stock  The OTC-Bulletin Board 
 Title of each class  Name and exchange on which registered 

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 ¨

At May 5, 2005, 21,934,500 shares of the registrant’s common stock were outstanding.


NEW JERSEY MINING COMPANY
QUARTERLY REPORT ON FORM 10-QSB
FOR THE QUARTERLY PERIOD
ENDED MARCH 31, 2005

TABLE OF CONTENTS

Page
 
PART I – FINANCIAL INFORMATION 3
   
Item 1: Financial Statements 3
   
Item 2: Management’s Discussion and Analysis of Financial Condition and Plan of Operation 6
   
Item 3: Controls and Procedures 7
 
PART II – OTHER INFORMATION 8
   
Item 1: Legal Proceedings 8
   
Item 2: Changes in Securities 8
   
Item 3: Defaults among Senior Securities 8
   
Item 4: Submission of Matters to a Vote of Security Holders 8
   
Item 5: Other Information 9
   
Item 6: Exhibits and Reports on Form 8-K 9
   
SIGNATURES 9

[The balance of this page has been intentionally left blank.]

2


PART I-FINANCIAL INFORMATION

Item 1.     Financial Statements

NEW JERSEY MINING COMPANY
(An Exploration Stage Company)
BALANCE SHEET
March 31, 2005
(Unaudited)

ASSETS 
       
Current assets:     
         Cash and cash equivalents  114,378  
         Accounts receivable    24,814  
                 Total current assets    139,192  
       
Building and equipment    650,631  
Mineral properties and deferred development costs    852,274  
       
                 Total assets  1,642,097  
       
LIABILITIES AND STOCKHOLDERS’ EQUITY 
       
Current liabilities:     
         Accounts payable  28,459  
         Accrued payroll and payroll-related expenses    5,365  
         Obligation under capital lease, current    13,009  
                 Total current liabilities    46,833  
       
Accrued reclamation costs    12,500  
Obligation under capital lease, noncurrent    54,012  
       
                 Total liabilities    113,345  
       
Stockholders’ equity:     
         Preferred stock, no par value; 1,000,000     
                 shares authorized; no shares issued or outstanding     
         Common stock, no par value; 50,000,000 shares     
                 authorized; 21,934,500 shares issued and outstanding    3,154,557  
       
         Deficit accumulated during the development stage    (1,625,805
       
                 Total stockholders’ equity    1,528,752  
       
         Total liabilities and stockholders’ equity  1,642,097  

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

3


NEW JERSEY MINING COMPANY
(An Exploration Stage Company)
STATEMENTS OF OPERATIONS
For the Three-Month Periods ended March 31, 2005 and 2004 and for the period from inception
(July 18, 1996) through March 31, 2005
(Unaudited)

            From Inception  
            (July 18, 1996)  
    March 31,     March 31,     Through  
    2005     2004     March 31, 2005  
Sales of concentrate  24,814       24,814  
Cost of sales    38,342         38,342  
Gross profit (loss)    (13,528       (13,528
                   
Costs and expenses:             
     Expenses paid with common stock:             
             Management fees    23,313         213,712  
             Directors fees            58,450  
             Services    9,800   1,500     44,240  
             Exploration    5,500         25,500  
     Exploration expense    21,760     35,717     640,150  
     General and administrative expenses    89,261     58,773     571,525  
             Total operating expenses    149,634     95,990     1,553,577  
                   
Other (income) expense:             
     Royalty and other income    (432   (818   (62,250
     Write-off of goodwill            30,950  
     Write-off of investment            90,000  
             Total other (income) expense    (432   (818   58,700  
                   
Net loss  162,730   95,172   1,625,805  
                   
Net loss per common share-basic  0.01   Nil   0.11  
                   
Weighted average common             
shares outstanding-basic    21,733,238     19,606,478     14,583,136  

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

4


NEW JERSEY MINING COMPANY
(An Exploration Stage Company)
STATEMENTS OF CASH FLOWS
For the Three-Month Periods ended March 31, 2005 and 2004 and for the period from inception
(July 18, 1996) through March 31, 2005
(Unaudited)

          From Inception  
          (July 18, 1996)  
    March 31,   March 31,     Through  
    2005   2004     March 31, 2005  
Cash flows from operating activities:           
     Net loss  (162,730 $ (95,172 (1,625,805
     Adjustments to reconcile net loss to net cash           
             used by operating activities:           
                       Depreciation    1,898       1,898  
                       Write-off of equipment    11,272       11,272  
                       Write-off of goodwill          30,950  
                       Write-off of investment          90,000  
             Stock issued for:           
                       Management fees    23,313       213,712  
                       Directors fees          58,450  
                       Services    9,800   1,500     44,240  
                       Exploration    5,500       25,500  
             Change in           
                       Accounts receivable    (24,814     (24,814
                       Other assets    2,346       1,722  
             Accounts payable    20,348   66,630     25,489  
                       Accounts payable to related party      (1,000    
                       Accrued payroll and related payroll expenses    (350     5,365  
                       Accrued reclamation costs and other liabilities          12,500  
                             Net cash used by operating activities    (124,689 (28,042   (1,129,521
                   
Cash flows from investing activities:           
     Purchases of building and equipment    5,357   (85,804   (374,783
     Purchases of mineral property          (5,904
     Deferral of development costs      (13,755   (225,535
                             Net cash used by investing activities    5,357   (99,559   (606,222
                   
Cash flows from financing activities:           
     Exercise of stock purchase warrants          599,500  
     Sales of common stock, net of issuance costs    85,000   373,500     1,283,807  
     Principal payments on capital lease    (3,054     (51,455
     Payments on note payable to bank          (20,000
                             Net cash provided by financing activities    81,946   373,500     1,811,852  
Cash of acquired companies          38,269  
Net change in cash    (37,386 245,899     114,378  
Cash, beginning of period    151,764   346,268     0  
Cash, end of period  114,378   $ 592,167   114,378  
Interest paid in cash  1,725     4,767  
Non-cash investing and financing activities:           
     Common stock issued for:           
             Buildings and equipment        3,000  
             Mineral properties and deferred development costs  65,000     264,300  
             Acquisitions of companies, excluding cash        743,653  
             Capital lease obligation for equipment acquired          93,275  

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

5


NEW JERSEY MINING COMPANY
NOTES TO FINANCIAL STATEMENTS

(Unaudited)

1.     Basis of Presentation:

The unaudited financial statements have been prepared by 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-QSB. 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 Company’s management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation of the interim financial statements have been included. Operating results for the three-month period ended March 31, 2005 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2005.

For further information refer to the financial statements and footnotes thereto in the Company’s Annual Report on Form 10-KSB for the year ended December 31, 2004.

2.     Description of Business

New Jersey Mining Company (“the Company”) was incorporated as an Idaho corporation on July 18, 1996. The Company's primary business is exploring for and developing gold, silver and base-metal resources in Idaho.

Item 2.     Management's Discussion and Analysis of Financial Condition and Plan of Operation

General

This report contains both historical and prospective statements concerning the Company and its operations. Prospective statements (known as "forward-looking statements") may or may not prove true with the passage of time because of future risks and uncertainties. The Company cannot predict what factors might cause actual results to differ materially from those indicated by prospective statements.

Plan of Operation

The Company is executing its plan to continue exploration for gold, silver and base metal deposits in the greater Coeur d’Alene Mining District of northern Idaho. The Company has three advanced-stage properties with reserves. One of the properties, the Silver Strand, owned by the Company is in the advanced permitting stage with the U.S. Forest Service (USFS) and will be readied for production once operating permits are received. A Decision Notice has been issued by the USFS indicating a Finding of No Significant Impact of the Silver Strand mining operation, but the Decision is still subject to appeal thus delaying any work at the mine. At the Golden Chest mine production commenced in May 2005 from the Katie Dora vein which was developed by a ramp in 2004. It is planned to mine about 4,000 tonnes grading 13 grams/tonne gold in 2005 from the Katie Dora reserves. The third advanced property, the Coleman vein in the New Jersey Area of Interest has an open pit which can be operated to fill out the

6


mill production capacity. It is planned to mine and process about 2,000 tonnes grading 3 grams/tonne gold from the Coleman pit in 2005.

The Company has upgraded its mineral processing plant, the New Jersey mill, to add the flotation process which was needed to produce marketable concentrates for buyers. The mill has been successfully commissioned and sulfide concentrates were produced and sold to Barrick Goldstrike Mines, Inc. in Nevada. Other gold-bearing products are produced and sold to gold refiners. Currently, the mill is starting to process ore produced at the Golden Chest mine. Ore from the Coleman open pit will be used to fill the mill operating schedule.

An exploration drilling program may be executed in 2005 depending on the availability of funding. Drilling would be done at the Golden Chest mine to test the continuity of deep mineralization discovered in 2004 on the Idaho vein. Drilling would also be done at the Scotch Thistle prospect in the New Jersey Area of Interest where higher grade gold mineralization was discovered in 2004. A third drilling project may be executed at the Silver Button prospect discovered in 2004.

The Company has sufficient funding to execute the planned production schedule for the next 12 months, as well as fund necessary management tasks such as auditing/accounting and SEC reporting. However, additional funding would be needed to execute the exploration plan or fund the development of the Silver Strand mine in 2005, should final approvals be obtained. Plans are being reviewed to secure additional funding.

The Company currently has seven employees and uses consultants or contractors for project tasks. Up to three additional employees may be hired if the production schedule is increased.

Item 3.    Controls and Procedures

An evaluation was performed by the Company’s president and principal financial officer of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. And on that evaluation, the Company’s president and principal financial officer concluded that disclosure controls and procedures were effective as of March 31, 2005, in ensuring that all material information required to be filed in this quarterly report has been made known to them in a timely fashion.

There has been no change in the Company’s internal controls over financial reporting during the quarter ended March 31, 2005, that has materially affected, or is reasonably likely to materially affect, the Company’s internal controls over financial reporting.

[The balance of this page has been intentionally left blank.]

7


PART II - OTHER INFORMATION

Item 1.     Legal Proceedings

None

Item 2.     Changes in Securities

Neither the constituent instruments defining the rights of the registrant’s securities filers nor the rights evidenced by the registrant’s outstanding common stock have been modified, limited or qualified.

In February 2005, the Company sold 9,100 units for $0.55 to an accredited investor. Each unit consisted of one share of common stock plus one-half of a warrant with each full warrant exercisable to purchase a share of common stock for $0.80 until April 1, 2006. In March 2005, the Company sold 200,000 units for $0.40 to an accredited investor. Each unit consisted of one share of common stock plus one warrant exercisable to purchase a share of common stock for $0.60 until April 1, 2007. The securities issued in both of these transactions were issued pursuant to exemptions from registration under Section 4(2) and Rule 506 of Regulation D of the Securities Act of 1933 as amended.

On January 3, 2005, the Company exercised the Option to Lease the Golden Chest mine in accordance with the exploration agreements with Metaline Contact Mines and Prichard Creek Resource Partners LLC. The Company issued 130,000 shares of restricted common stock upon the signing of these leases and the securities were issued pursuant to exemptions from registration under Section 4(2) and Rule 506 of Regulation D of the Securities Act of 1933 as amended.

The Company issued 46,625 shares of restricted common stock to President Fred W. Brackebusch for management services rendered in the first quarter of 2005. A price of $0.50 per share was used to calculate the number of shares to be issued. The securities were issued pursuant to exemptions from registration under Section 4(2) and Rule 506 of Regulation D of the Securities Act of 1933 as amended.

In January 2005, the Company issued 10,000 units at a price of $0.55 to sophisticated investors for exploration services related to a geophysical survey at the Silver Strand mine. Each unit consisted of one share of common stock plus one-half of a warrant with each full warrant exercisable to purchase a share of common stock for $0.80 until April 1, 2006. The securities were issued pursuant to exemptions from registration under Section 4(2) and Rule 506 of Regulation D of the Securities Act of 1933 as amended.

During the first quarter of 2005, the Company issued 17,975 shares at an average price of $0.55 to various accredited and sophisticated individuals for services performed. The securities were issued pursuant to exemptions from registration under Section 4(2) and Rule 506 of Regulation D of the Securities Act of 1933 as amended.

Item 3.     Defaults Upon Senior Securities

The registrant has no outstanding senior securities.

Item 4.     Submission of Matters to a Vote of Security Holders

None

8


Item 5.     Other Information

None

Item 6.     Exhibits and Reports on Form 8-K

Exhibits

  31.1 Section 302 Certification of Chief Executive Officer and Chief Financial Officer
     
  32.1 Section 906 Certification of Chief Executive Officer and Chief Financial Officer

Reports on Form 8-K.

None

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, 2005 
     
     
  By:  /s/ Grant A. Brackebusch 
     
    Grant A. Brackebusch, its
    Vice President & Director 
    May 14, 2005 

[The balance of this page has been intentionally left blank.]

9