SLTN 10-Q Quarterly Report March 31, 2014 | Alphaminr
SILVERTON ENERGY, INC.
ALPHAMINR

SLTN 10-Q Quarter ended March 31, 2014

Balance Sheet
Cash Flow
Income Statement
10-Q 1 form10-q.htm form10-q.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2014
o
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: 000-54920

Meta Gold, Inc.
(Exact name of small business issuer as specified in its charter)

Nevada
98-0680168
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)

297 Kingsbury Grade, Suite 208, Stateline, Nevada 89449
(Address of principal executive offices)

702-522-1521
(Issuer’s Telephone Number)
2360 Corporate Circle – suite 400, Henderson, NV, 89074-7722
(Former address of principal executive office)
Indicate by check mark whether the issuer (1) has 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 past 90 days.  X Yes o No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).     X Yes o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
o
Accelerated filer
o
Non-accelerated filer
o
(Do not check if a smaller reporting company)
Smaller reporting company
X

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

As of May 14, 2014, there were 104,849,750 shares of the issuer’s common stock issued and outstanding.



PART I – FINANCIAL INFORMATION


ITEM 1.  CONSOLIDATED FINANCIAL STATEMENTS

The accompanying unaudited interim consolidated financial statements of Meta Gold, Inc. (“Meta Gold” or the “Company”) as of March 31, 2014, and for the three and six months ended March 31, 2014 and March 31, 2013 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statement presentation and in accordance with the instructions to Form 10-Q and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in Meta Gold’s Form 10-K filing with the SEC for the year ended September 30, 2013.  In the opinion of management, the consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the consolidated financial position and the consolidated results of operations for the interim periods. The consolidated results of operations for the three and six months ended March 31, 2014 are not necessarily indicative of the results that may be expected for the full year.


1

Meta Gold Inc.
(fka Tireless Steps, Inc.)
(A Development Stage Company)
CONDENSED FINANCIAL STATEMENTS
March 31, 2014
Unaudited
CONDENSED BALANCE SHEETS
CONDENSED STATEMENT OF OPERATIONS
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
CONDENSED STATEMENT OF CASH FLOWS
NOTES TO UNAUDITED CONDENSED INTERIM FINANCIAL STATEMENTS


F-1


Meta Gold Inc.
(fka Tireless Steps, Inc.)
(A Development Stage Company)
CONDENSED BALANCE SHEETS
March 31, 2014
September 30, 2013
(Unaudited)
(Audited)
ASSETS
CURRENT ASSETS
Cash
$ - $ 844
Other current assets
2,360
Loan receivable
20,264 0
TOTAL ASSETS
$ 22,624 $ 844
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities
$ 31,137 $ 26,864
Bank overdraft
87 -
Loan payable
90,000 0
Interest payable
827 0
Loans from related party
18,654 18,454
TOTAL CURRENT LIABILITIES
$ 140,705 $ 45,318
STOCKHOLDERS' EQUITY (DEFICIT)
Capital stock
Authorized
250,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
104,849,750 shares as of December 31, 2013 and at September 30, 2013
$ 104,850 $ 104,850
Additional Paid in Capital
(88,460 ) (88,460 )
Deficit accumulated during the development stage
(134,471 ) (60,864 )
TOTAL STOCKHOLDERS' EQUITY/(DEFICIT)
$ (118,081 ) $ (44,474 )
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT)
$ 22,624 $ 844
The accompanying notes are an integral part of these financial statements


F-2
Meta Gold Inc.
(fka Tireless Steps, Inc.)
(A Development Stage Company)
CONDENSED STATEMENT OF OPERATIONS
Unaudited
Cumulative results
Three months
Three months
Six months
Six months
from inception
ended
ended
ended
ended
(September 21, 2010) to
March 31, 2014
March 31, 2013
March 31, 2014
March 31, 2013
March 31, 2014
REVENUE
Revenues
$ - $ - $ - $ $ -
Total Revenues
$ - $ - $ - $ $ -
EXPENSES
Office and general
$ 17,075 $ 1,425 $ 17,375 $ 2,070 $ 29,889
Interest expense, net
759 - 759 - 759
Professional Fees
53,723 3,500 55,473 7,000 103,823
Total Expenses
$ 71,557 $ 4,925 $ 73,607 $ 9,070 $ 134,471
NET LOSS
$ (71,557 ) $ (4,925 ) $ (73,607 ) $ (9,070 ) $ (134,471 )
BASIC AND DILUTED LOSS PER COMMON SHARE
$ - $ - $ - $ - $ -
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
104,849,750 1,619,138,869 104,849,750 1,683,696,144
The accompanying notes are an integral part of these financial statements


F-3


Meta Gold Inc.
(fka Tireless Steps, Inc.)
(A Development Stage Company)
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
From inception (September 21, 2010) to March 31, 2014
Unaudited
Deficit
Common Stock
accumulated
Additional
during the
Number of
Paid-in
development
shares
Amount
Capital
stage
Total
Balance at inception - September 21, 2010
- - - - -
Net loss for the period from inception to
September 30,2010
(6,768 ) (6,768 )
Balance, September 30, 2010
- $ - $ - $ (6,768 ) $ (6,768 )
Common Shares issued at $0.000006
on October 1, 2010
1,705,000,000 1,705,000 (1,694,000 ) 11,000
Net loss for the year ended
September 30, 2011
(13,995 ) (13,995 )
Balance, September 30, 2011
1,705,000,000 $ 1,705,000 $ (1,694,000 ) $ (20,763 ) $ (9,763 )
Common Shares issued at $0.000129 in
March, 2012
25,962,500 26,040 (22,690 ) 3,350
Common Shares issued at $0.0001292 in
April, 2012
15,887,500 15,810 (13,760 ) 2,050
Net loss for the year ended
September 30, 2012
(16,562 ) (16,562 )
Balance, September 30, 2012
1,746,850,000 $ 1,746,850 $ (1,730,450 ) $ (37,325 ) $ (20,925 )
Redemption of common shares
(1,642,000,250 ) (1,642,000 ) 1,641,990 (10 )
Net loss for the year ended
September 30, 2013
(23,539 ) (23,539 )
Balance, September 30, 2013
104,849,750 $ 104,850 $ (88,460 ) $ (60,864 ) $ (44,474 )
Net loss for the six month ended
March 31, 2014
(73,607 ) (73,607 )
Balance, March 31, 2014
104,849,750 $ 104,850 $ (88,460 ) $ (134,471 ) $ (118,081 )
All shares numbers reflect forward split of 155:1
The accompanying notes are an integral part of these financial statements


F-4


Meta Gold Inc.
(fka Tireless Steps, Inc.)
(A Development Stage Company)
CONDENSED STATEMENT OF CASH FLOWS
Unaudited
6 months
6 months
September 21, 2010
ended
ended
(inception date) to
March 31, 2014
March 31, 2013
March 31, 2014
OPERATING ACTIVITIES
Net loss
$ (73,607 ) $ (9,070 ) $ (134,471 )
Adjustment to reconcile net loss to net cash
used in operating activities
Decrease (increase) in interest payable
827 - 827
Increase (decrease) in Prepaid expenses
(2,360 ) 1,250 (2,360 )
Increase (decrease) in accounts payable and accrued expenses
4,273 (2,554 ) 31,137
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
$ (70,867 ) $ (10,374 ) $ (104,867 )
INVESTING ACTIVITIES
Increased in loan receivable
(20,264 ) (20,264 )
NET CASH USED BY INVESTING ACTIVITIES
(20,264 ) (20,264 )
FINANCING ACTIVITIES
Proceeds from sale of common stock
- - 16,400
Bank overdraft
87 - 87
Proceeds from loan payable
90,000 90,000
Loan from related party
200 6,104 18,644
NET CASH PROVIDED BY FINANCING ACTIVITIES
$ 90,287 $ 6,104 $ 125,131
NET INCREASE (DECREASE) IN CASH
$ (844 ) $ (4,270 ) $ -
CASH, BEGINNING OF PERIOD
844 5,114 -
CASH, END OF PERIOD
$ - $ 844 $ -
Supplemental cash flow information and noncash financing activities:
Cash paid for:
Interest
$ - $ - $ -
Income taxes
$ - $ - $ -
The accompanying notes are an integral part of these financial statements


F-5


Meta Gold Inc.
(fka Tireless Steps, Inc.)
(A Development Stage Company)
NOTES TO THE UNAUDITED CONDENSED INTERIM FINANCIAL STATEMENTS
March 31, 2014
NOTE 1 – CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at March 31, 2014, and for all periods presented herein, have been made.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s September 30, 2013 audited financial statements.  The results of operations for the periods ended March 31, 2014 and the same period last year are not necessarily indicative of the operating results for the full years.
In March 2013 the Company approved a name change to Meta Gold, Inc.
NOTE 2 – GOING CONCERN
The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern.  This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company has a working capital deficit of $118,081 and net loss from operations since inception of $134,471.  The Company does not have a source of revenue sufficient to cover its operation costs giving substantial doubt for it to continue as a going concern. The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan, or merge with an operating company.  There can be no assurance that the Company will be successful in either situation in order to continue as a going concern.  The Company is funding its initial operations by way of issuing Founder’s shares.
In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
NOTE 3 - LOAN RECEIVABLE - RELATED PARTY LOANS
The Company loaned $20,264 to a related party.  $10,000 is due on February 9, 2014. The interest is 5% per annum. The company accrued interest of $68.00 as of March 31, 2014. $10,264 is on demand and without interest.
NOTE 4 - LOAN PAYABLE - RELATED PARTY LOANS
The Company has received $18,654 as a loan from related parties as of March 31, 2014 ($18,454 as of December 31, 2013 and September 30, 2013).  The loan is on demand and without interest.

F-6
NOTE 5 – LOAN PAYABLE
The Company entered loan agreement with Future Gen Holding Ltd. on January 9, 2014. The company may draw by $70,000 from time to time. The Expiration date is January 8, 2015. On January 31, 2014, the Company increased loan amount by $90,000. The Company borrowed $90,000 during this quarter. The interest is 5% per annum on the loan. The Company accrued interest of $827 as of March 31, 2014.
NOTE 6 – CAPITAL STOCK
On October 1, 2010 the Company issued 1,705,000,000 Founder’s shares at $0.000006 per share for net funds to the Company of $11,000.
During March and April, 2012, the Company issued 41,850,000 common shares for $0.02 per share, for cash of $5,400
In March 2013 the Company increased its Authorized common shares to 250,000,000 shares at $0.001 per share.
In March 2013, the Company declared a 155:1 forward split and on the same day redeemed 1,642,000,250 common shares for $10.
As at December 31, 2013 the Company has issued 104,849,750 common shares.
NOTE 7 - SUBSEQUENT EVENTS
The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no further events to disclose except the below.
On April 4, 2014, the Company entered loan agreement with Future Gen Holding Ltd. The company may draw by $60,000 from time to time. The Expiration date is April 3, 2015. The interest is 5% per annum on the loan.
F-7
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 financial statements and related notes included elsewhere in this report.

This report contains forward looking statements relating to our Company's future economic  performance,  plans and objectives of management for future operations, projections of revenue  mix  and  other financial items that are  based on the beliefs of, as well as assumptions made  by  and  information currently  known  to,  our  management.  The words "expects”, “intends”, “believes”, “anticipates”, “may”, “could”, “should" and similar expressions and variations thereof are intended to identify forward-looking statements.  The cautionary statements set forth in this section are intended to emphasize that actual results may differ materially from those contained in any forward looking statement.

Our auditor’s report on our September 30, 2013 financial statements expresses an opinion that substantial doubt exists as to whether we can continue as an ongoing business. We believe that if we do not raise additional capital over the next 12 months, we may be required to suspend or cease our business.

As of March 31, 2014, we had $0 cash on hand and in the bank. Management believes this amount will not satisfy our cash requirements for the next twelve months or until such time that additional proceeds are raised. We plan to satisfy our future cash requirements - primarily legal and accounting fees - by additional equity financing. This will likely be in the form of private placements of common stock.  Additional equity financing may not be available to us on acceptable terms or at all, and thus we could fail to satisfy our future cash requirements.
If we are unsuccessful in raising the additional proceeds through a private placement offering, we will then have to seek additional funds through debt financing, which would be highly difficult for a shell company to secure. Therefore, we depend upon the success of the any private placement offering and failure thereof would result in our having to seek capital from other sources such as debt financing, which may not even be available to us. However, if such financing were available, because we are a shell company, we would likely have to pay additional costs associated with high risk loans and be subject to an above market interest rate. At such time these funds are required, management would evaluate the terms of such debt financing and determine whether the business could manage the debt load. If we cannot raise additional proceeds via a private placement of our common stock or secure debt financing we would be required to cease as a business. As a result, investors in TS common stock would lose all of their investment.

We did not generate any revenue during the three and six months ended March 31, 2014 and 2013.   We incurred operating expenses in the amount of $71,557 in the three months ended March 31, 2014. These operating expenses were comprised of professional fees ($53,723), office and general expenses ($17,075), and interest expense ($759).   Since inception we have incurred operating expenses of $134,471.

We have no current agreements to merge with any other entity.

As of the date of this quarterly report, the current funds available to the Company will not be sufficient to continue operations. The cost to of maintaining our reporting status is estimated to be over $35,000.

Results of Operations for the three months and six months ended March 31, 2014, as compared to the three months and six months ended March 31, 2013.

Our expenses increased to $71,557 for the three months ended March 31, 2014 from $4,925 in the three months ended March 31, 2013 and to $73,607 for the six months ended March 31, 2014 from $9,070 in the six months ended March 31, 2013.  This increase was primarily the result of an increase in the three months ended March 31, 2014 of professional fees to $53,723 from $3,500 in the prior period.  The increase in professional fees was due to c onsulting fees paid to management of $30,000 and legal fees of $15,000. This increase in expenses was also the result of an increase in the three months ended March 31, 2014 of office and general expenses to $17.075 from $1,424 in the prior period.  The increase in office and general expenses was due to our opening and maintaining a physical office.

2


As we had no revenues or additional losses in either period, our net losses were the same as our total expenses.

OFF BALANCE SHEET ARRANGEMENTS

As of the date of this Quarterly Report, the current funds available to the Company will not be sufficient to continue operations. The cost to of maintaining our reporting status is estimated to be $20,000 over the next year. Management believes that if the Company cannot raise sufficient revenues or maintain its reporting status with the SEC it will have to cease all efforts directed towards the Company.  As such, any investment previously made would be lost in its entirety.

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Item 3. Quantitative and Qualitative Disclosures about Market Risk
Not applicable.
Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures. Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. As of the end of the period covered by this report, in accordance with Exchange Act Rules 13a-15 and 15d-15, we carried out an evaluation, under the supervision and with the participation of Tom Sawyer, our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon and as of the date of that evaluation, Mr. Sawyer concluded that our disclosure controls and procedures are not effective to ensure that information required to be disclosed in our reports filed and submitted under the Exchange Act is recorded, processed, summarized and reported as and when required.  The reason we believe our disclosure controls and procedures are not effective is because:

1.
No independent directors;
2.
No segregation of duties;
3.
No audit committee; and
4.
Ineffective controls over financial reporting.

Changes in internal controls. There were no changes in our internal control over financial reporting that occurred during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II:  OTHER INFORMATION

Item 1. Legal Proceedings.

None.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

3


Item 3.  Defaults Upon Senior Securities

None.

Item 4.  Mine Safety Disclosures

None

Item 5.  Other Information

None.

Item 6.  Exhibits
10.1 Consulting Agreement with Thomas Roger Sawyer
31.1
Certification of Principal Executive Officer  and Acting Principal Accounting Officer pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934
32.1
Certification of Principal Executive Officer and Acting Principal Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
Exhibit 101
101.INS - XBRL Instance Document
101.SCH - XBRL Taxonomy Extension Schema Document
101.CAL - XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF - XBRL Taxonomy Extension Definition Linkbase Document
101.LAB - XBRL Taxonomy Extension Label Linkbase Document
101.PRE - XBRL Taxonomy Extension Presentation Linkbase Document

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Meta Gold, Inc.

By: /s/ Thomas Roger Sawyer
Thomas Roger Sawyer
Date: May 19, 2014
Its: President, Chief Executive Officer, Director (Principal Executive Officer).

By: /s/ Thomas  Roger Sawyer
Thomas Roger Sawyer
Its: Chief Financial Officer (Principal Accounting Officer)
Date: May 19, 2014



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