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| SILVER AMERICA, INC. |
|
(Exact
Name of Registrant as Specified in Its
Charter)
|
|
Nevada
|
35-2302128
|
|
|
(State
or Other Jurisdiction
Of
Incorporation or Organization)
|
(I.R.S.
Employer Identification
Number)
|
|
|
10775
Double R Boulevard, Reno, NV
|
89521
|
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
Large
accelerated filer
|
o
|
Accelerated
filer
|
o
|
|
Non-accelerated
filer
|
o
|
Smaller
reporting company
|
x
|
|
(Do
not check if a smaller reporting company)
|
|
Page Numbe
r
|
||
| PART I – FINANCIAL INFORMATION | ||
| Item 1. |
Financial
Statements
|
2 |
|
Condensed
Balance Sheets as of January 31, 2010 (Unaudited) and July 31,
2009
|
3
|
|
|
Condensed
Statements of Operations for the Three Months and Six
Months
Ended January 31, 2010 and January 31, 2009 and for the period
from
July 2, 2007 (Inception) to January 31, 2010 (Unaudited)
|
4
|
|
|
Condensed
Statements of Stockholders' Deficiency for the period from
July
2, 2007 (Inception) to January 31, 2010 (Unaudited)
|
5
|
|
|
Condensed
Statements of Cash Flows for the Six Months Ended
January
31, 2010 and January 31, 2009 and for the period from July 2,
2007
(Inception)
to January 31, 2010 (Unaudited)
|
6
|
|
|
Notes
to Interim Condensed Financial Statements (Unaudited)
|
7
|
|
| Item 2. |
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
13 |
| Item 3. |
Quantitative
and Qualitative Disclosures About Market Risk
|
15 |
| Item 4T. |
Controls
and Procedures
|
15 |
| PART II – OTHER INFORMATION | ||
| Item 1. |
Legal
Proceedings
|
16 |
| Item 1A. |
Risk
Factors
|
16 |
| Item 2. |
Unregistered
Sales of Equity Securities and Use of Proceeds
|
16 |
| Item 3. |
Defaults
Upon Senior Securities
|
16 |
| Item 4. |
Submission
of Matters to a Vote of Security Holders
|
16 |
| Item 5. |
Other
Information
|
16 |
| Item 6. |
Exhibits
|
16 |
| Signature Page | 17 | |
| ASSETS | ||||||||
|
January
31, 2010
|
July
31, 2009
|
|||||||
|
(Unaudited)
|
||||||||
|
Current
Assets
|
||||||||
|
Cash
|
$ | 21 | $ | 4,611 | ||||
|
Total
Assets
|
$ | 21 | $ | 4,611 | ||||
| LIABILITIES AND STOCKHOLDERS' DEFICIENCY | ||||||||
|
Current
Liabilities
|
||||||||
|
Accounts
Payable and accrued expenses
|
$ | 1,200 | $ | 1,260 | ||||
|
Loans
payable - related party
|
24,283 | 17,400 | ||||||
|
Total Liabilities
|
25,483 | 18,660 | ||||||
|
Stockholders'
Deficiency
|
||||||||
|
Preferred
stock, $0.00001 par value; 10,000,000
shares
authorized,
none
issued and outstanding
|
- | - | ||||||
|
Common
stock, $0.00001 par value;
500,000,000
shares authorized, 290,000,000
and
290,000,000 issued and
outstanding,
respectively
|
2,900 | 2,900 | ||||||
|
Additional
paid-in capital
|
93,513 | 90,006 | ||||||
|
Deficit
accumulated during the development stage
|
(121,875 | ) | (106,955 | ) | ||||
|
Total
Stockholders' Deficiency
|
(25,462 | ) | (14,049 | ) | ||||
|
Total
Liabilities and Stockholders' Deficiency
|
$ | 21 | $ | 4,611 | ||||
|
For
the Period
|
||||||||||||||||||||
|
For
the Three Months Ended
|
For
the Six Months Ended
|
From
July 2, 2007 (Inception) to
|
||||||||||||||||||
|
January
31, 2010
|
January
31, 2009
|
January
31, 2010
|
January
31, 2009
|
January
31, 2010
|
||||||||||||||||
|
Operating
Expenses
|
||||||||||||||||||||
|
Professional
fees
|
$ | 2,912 | $ | 2,823 | $ | 8,870 | $ | 9,861 | $ | 80,331 | ||||||||||
|
General
and administrative
|
2,408 | 4,965 | 5,423 | 9,849 | 40,601 | |||||||||||||||
|
Total
Operating Expenses
|
5,320 | 7,788 | 14,293 | 19,710 | 120,932 | |||||||||||||||
|
Loss
from Operations
|
(5,320 | ) | (7,788 | ) | (14,293 | ) | (19,710 | ) | (120,932 | ) | ||||||||||
|
Other
Expenses
|
||||||||||||||||||||
|
Interest
Expense
|
(364 | ) | - | (627 | ) | - | (943 | ) | ||||||||||||
|
LOSS
FROM OPERATIONS BEFORE INCOME TAXES
|
(5,684 | ) | (7,788 | ) | (14,920 | ) | (19,710 | ) | (121,875 | ) | ||||||||||
|
Provision
for Income Taxes
|
- | - | - | - | - | |||||||||||||||
|
NET
LOSS
|
$ | (5,684 | ) | $ | (7,788 | ) | $ | (14,920 | ) | $ | (19,710 | ) | $ | (121,875 | ) | |||||
|
Net
Loss Per Share - Basic and Diluted
|
$ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | ||||||||
|
Weighted
average number of shares outstanding
|
||||||||||||||||||||
|
during
the period - Basic and Diluted
|
290,000,000 | 290,000,000 | 290,000,000 | 290,000,000 | ||||||||||||||||
|
|
|
Additional
|
Deficit
accumulated
during
|
Total
|
||||||||||||||||||||||||
|
Preferred
Stock
|
Common
stock
|
paid-in
|
development
|
Stockholder's
|
||||||||||||||||||||||||
|
Shares
|
Amount
|
Shares
|
Amount
|
capital
|
stage
|
Deficiency
|
||||||||||||||||||||||
|
Balance
July 2, 2007
|
- | $ | - | - | $ | - | $ | - | $ | - | $ | - | ||||||||||||||||
|
Common
stock issued for services to founder ($0.00001)
|
- | - | 250,000,000 | 2,500 | (2,450 | ) | 50 | |||||||||||||||||||||
|
In
kind contribution of services
|
1,080 | 1,080 | ||||||||||||||||||||||||||
|
Net
loss for the period July 2, 2007 (inception) to July 31,
2007
|
- | - | - | - | - | (4,879 | ) | (4,879 | ) | |||||||||||||||||||
|
Balance,
July 31, 2007
|
- | - | 250,000,000 | 2,500 | (1,370 | ) | (4,879 | ) | (3,749 | ) | ||||||||||||||||||
|
Common
stock issued for cash ($0.10 per share)
|
- | - | 40,000,000 | 400 | 79,600 | - | 80,000 | |||||||||||||||||||||
|
In
kind contribution of services
|
- | - | - | - | 5,760 | - | 5,760 | |||||||||||||||||||||
|
Net
loss for the year ended July 31, 2008
|
- | - | - | - | - | (70,555 | ) | (70,555 | ) | |||||||||||||||||||
|
Balance,
July 31, 2008
|
- | - | 290,000,000 | 2,900 | 83,990 | (75,434 | ) | 11,456 | ||||||||||||||||||||
|
In
kind contribution of services
|
- | - | - | - | 5,760 | - | 5,760 | |||||||||||||||||||||
|
In
kind contribution of interest
|
- | - | - | - | 256 | - | 256 | |||||||||||||||||||||
|
Net
loss for the year ended July 31, 2009
|
- | - | - | - | - | (31,521 | ) | (31,521 | ) | |||||||||||||||||||
|
Balance,
July 31, 2009
|
- | - | 290,000,000 | 2,900 | 90,006 | (106,955 | ) | (14,049 | ) | |||||||||||||||||||
|
In
kind contribution of services
|
- | - | - | - | 2,880 | - | 2,880 | |||||||||||||||||||||
|
In
kind contribution of interest
|
- | - | - | - | 627 | - | 627 | |||||||||||||||||||||
|
Net
loss for the six months ended January 31, 2010
|
- | - | - | - | - | (14,920 | ) | 14,920 | ) | |||||||||||||||||||
|
Balance
January 31, 2010
|
- | $ | - | 290,000,000 | $ | 2,900 | $ | 93,513 | $ | (121,875 | ) | $ | (25,462 | ) | ||||||||||||||
|
For
the Six
Months
Ended
January
31, 2010
|
For
the Six
Months
Ended
January
31, 2009
|
For
the Period from
July
2, 2007 (Inception) to
January
31, 2010
|
||||||||||
|
Cash
Flows From Operating Activities:
|
||||||||||||
|
Net
Loss
|
$ | (14,920 | ) | $ | (19,710 | ) | $ | (121,875 | ) | |||
|
Adjustments
to reconcile net loss to net cash used in operations
|
||||||||||||
|
In-kind
contribution of services
|
2,880 | 2,880 | 15,480 | |||||||||
|
In-kind
contribution of interest
|
627 | - | 883 | |||||||||
|
Changes
in operating assets and liabilities:
|
||||||||||||
|
Increase/(Decrease)
in accounts payable and accrued expenses
|
(60 | ) | 1,110 | 1,200 | ||||||||
|
(Increase)/Decrease
in prepaid expenses
|
- | 5,041 | - | |||||||||
|
Net
Cash Used In Operating Activities
|
(11,473 | ) | (10,679 | ) | (104,312 | ) | ||||||
|
Cash
Flows From Investing Activities:
|
- | - | - | |||||||||
|
Net
Cash Provided by Investing Activities
|
- | - | - | |||||||||
|
Cash
Flows From Financing Activities:
|
||||||||||||
|
Repayment
of loan payable- related party
|
- | - | (3,100 | ) | ||||||||
|
Proceeds
from loan payable-related party
|
6,883 | 3,000 | 27,383 | |||||||||
|
Proceeds
from issuance of common stock
|
- | - | 80,050 | |||||||||
|
Net
Cash Provided by Financing Activities
|
6,883 | 3,000 | 104,333 | |||||||||
|
Net
Increase / (Decrease) in Cash
|
(4,590 | ) | (7,679 | ) | 21 | |||||||
|
Cash
at Beginning of Period
|
4,611 | 7,690 | - | |||||||||
|
Cash
at End of Period
|
$ | 21 | $ | 11 | $ | 21 | ||||||
|
Supplemental disclosure of cash flow
information:
|
||||||||||||
|
Cash
paid for interest
|
$ | - | $ | - | $ | 60 | ||||||
|
Cash
paid for taxes
|
$ | 60 | $ | 60 | $ | 60 | ||||||
|
|
|
Three-Months
Ended
|
||||||||||||
|
January
31,
|
Increase
|
|||||||||||
|
2010
|
2009
|
(Decrease)
|
||||||||||
|
Revenues
|
$
|
0
|
$
|
0
|
$
|
0
|
||||||
|
Professional
Fees
|
$
|
2,912
|
$
|
2,823
|
$
|
89
|
||||||
|
General
and Administrative
|
2,408
|
4,965
|
(2,557)
|
|||||||||
|
Total
Operating Expenses
|
5,320
|
7,788
|
(2,468)
|
|||||||||
|
(Loss)
from Operations
|
(5,320)
|
(7,788)
|
2,468
|
|||||||||
|
Interest
Expense
|
(364)
|
0
|
(364)
|
|||||||||
|
(Loss)
from Operations Before Taxes
|
(5,684)
|
(7,788)
|
2,104
|
|||||||||
|
Net
(Loss)
|
$
|
(5,684)
|
$
|
(7,788)
|
$
|
2,104
|
||||||
|
At
January
31,
2010
|
At
July 31,
2009
|
|||||||
|
Current
assets
|
$ | 21 | $ | 4,611 | ||||
|
Current
liabilities
|
25,483 | 18,660 | ||||||
|
Working
capital
|
$ | (25,462 | ) | $ | (14,049 | ) | ||
|
Six-Months
Ended
|
||||||||
|
January
31,
|
||||||||
|
2010
|
2009
|
|||||||
|
Net
Cash Provided by (Used in) Operating Activities
|
$
|
(11,473)
|
$
|
(10,679)
|
||||
|
Net
Cash Provided by (Used in) Investing Activities
|
0
|
0
|
||||||
|
Net
Cash Provided by Financing Activities
|
6,883
|
3,000
|
||||||
|
Net
Increase (Decrease) in Cash
|
$
|
(4,590)
|
$
|
(7,679)
|
||||
|
Exhibit
No.
|
Description
|
||
|
3.1
|
Articles
of Incorporation
(1)
|
||
|
3.2
|
Certificate
of Amendment, effective March 5, 2010
(2)
|
||
|
3.3
|
Bylaws
(1)
|
||
|
31.1
|
Certification
by the Chief Executive Officer and Chief Financial Officer pursuant to
Section 302 of the
Sarbanes-Oxley
Act of 2002*
|
||
|
32.1
|
Certification
by the Chief Executive Officer and Chief Financial Officer pursuant to
Section 906 of the
Sarbanes-Oxley
Act of 2002*
|
||
|
*
|
Filed
herewith
|
||
|
(1)
|
Incorporated
by reference from Form SB-2 filed with the SEC on October 31,
2007
|
||
|
(2)
|
Incorporated
by reference from Form 8-K filed with the SEC on March 10,
2010.
|
||
|
SILVER
AMERICA, INC.
|
||
|
Date: March
16, 2010
|
By:
|
/s/ Johannes Petersen |
|
Johannes
Petersen
Title: Chief
Executive Officer,
Chief
Financial Officer,
Principal
Accounting Officer, President,
Chairman
of the Board of Directors
|
||
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|