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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 MARCH 31, 2024
   
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 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 o NO þ

 

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 May 15, 2024.

1

 

TABLE OF CONTENTS

 

    Page
  PART I - FINANCIAL INFORMATION 3
     
Item 1. Financial Statements 3
     
Balance Sheets as of March 31, 2024 (unaudited) and December 31, 2023 4
     
Statements of Operations for the Three Months ended March 31, 2024 and 2023 (unaudited) 5
     
Statements of Cash Flows for the Three Months ended March 31, 2024 and 2023 (unaudited) 6
     
Statements of Stockholders’ Deficiency for the Three Months ended March 31, 2024 and 2023 (unaudited) 7
     
Notes to Financial Statements (unaudited) 8
     
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 10
     
Item 3. Quantitative and Qualitative Disclosures About Market Risk 12
     
Item 4. Controls and Procedures 13
     
  PART II - OTHER INFORMATION 13
     
Item 1A. Risk Factors 13
     
Item 1C. Cybersecurity Factors 13
     
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 13
     
Item 6. Exhibits 14
     
SIGNATURES   15

2

 

PART I – FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS.

 

LODE-STAR MINING INC.

 

INTERIM FINANCIAL STATEMENTS

 

FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023

(Unaudited)

3

 

LODE-STAR MINING INC.

 

BALANCE SHEETS

(Unaudited)

 

   31-Mar   31-Dec 
   2024   2023 
   (Unaudited)     
ASSETS          
           
Current assets          
Cash  $1,898   $2,474 
Total current assets and total assets   1,898    2,474 
Total Assets   1,898    2,474 
           
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY          
           
Current liabilities          
Accounts payable and accrued liabilities  $19,361   $14,689 
Due to related parties   80,861    77,235 
Total current liabilities and total liabilities   100,222    91,924 
Total liabilities   100,222    91,924 
           
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 March 31, 2024 120,937,442 common shares and no preferred shares at December 31, 2023

   73,757    73,757 
Additional Paid-In Capital   4,163,056    4,163,056 
Accumulated Deficit   (4,335,137)   (4,326,263)
Total stockholders’ deficiency   (98,324)   (89,450)
           
Total liabilities and stockholders’ deficiency  $1,898   $2,474 

 

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 MARCH 31 
   2024   2023 
Revenue  $-   $- 
           
Operating Expenses          
Corporate support services   466    444 
Office, foreign exchange and sundry   (3,459)   767 
Professional Fees   8,749    456 
Transfer and filing fees   3,118    4,488 
Total operating expenses   8,874    6,155 
           
Operating Loss   (8,874)   (6,155)
           
Other Items          
Interest, bank and finance charges   -    - 
Total other items   -    - 
           
Net Loss and Comprehensive Loss For The Period  $(8,874)  $(6,155)
           
Basic And Diluted Net Loss Per Common Share  $0.00   $0.00 
           
Weighted Average Number of Common Shares Outstanding – Basic and Diluted   120,937,442    120,937,442 

 

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

5

 

LODE-STAR MINING INC.

 

STATEMENTS OF CASH FLOWS

(Unaudited)

 

   THREE MONTHS ENDED MARCH 31 
   2024   2023 
Operating Activities          
Net loss for the period  $(8,874)  $(6,155)
Adjustments to reconcile net loss to net cash used in operating activities:          
Accounts payable and accrued liabilities   4,672    (6,014)
Net cash provided (used) in operating activities   (4,202)   (12,169)
           
Financing Activities          
Proceeds from loans payable – related party   3,626    22,050 
Net cash provided by financing activities   3,626    22,050 
           
Net Increase (Decrease) In Cash   (576)   9,881 
           
Cash, Beginning of Period   2,474    886 
           
Cash, End of Period  $1,898   $10,767 
           
Supplemental Disclosure of Cash Flow Information          
Cash paid during the period for:          
Interest  $-   $- 
Income taxes  $-   $- 

 

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

6

 

LODE-STAR MINING INC.

 

STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIENCY

 

   NUMBER OF
COMMON
SHARES		   PAR
VALUE		   ADDITIONAL
PAID-IN
CAPITAL		   ACCUMULATED
DEFICIT		   TOTAL 
                          
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)
                          
Balance, January 1, 2024   120,937,442   $73,757   $4,163,056   $(4,326,263)  $(89,450)
                          
Net loss for the period   -    -    -    (8,874)   (8,874)
                          
Balance, March 31, 2024   120,937,442   $73,757   $4,163,056   $(4,335,137)  $(98,324)

 

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 THREE MONTHS ENDED MARCH 31, 2024 AND 2023

(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 $4,335,137 as of March 31, 2024. These factors raise substantial doubt about the Company’s ability to continue as a going concern. In order to continue as a going concern, the Company will need, among other things, to identify new business opportunities and raise 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  , such adjustments could be material.

 

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 unaudited interim 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, 2023. 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 21, 2023, 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, 2023, have been omitted. The results of operations for the three months ended March 31, 2024, are not necessarily indicative of results for the entire year ending December 31, 2024.

 

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”) with accounting policies as disclosed in the Company’s annual audited financial statements. 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.

8

 

LODE-STAR MINING INC.

 

NOTES TO INTERIM FINANCIAL STATEMENTS

 

FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023
(Unaudited)

 

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. Until the Company has earned the additional 60% interest, the net smelter royalty will be split 79.2% to LSG, 19.8% to the Company and 1% to the former Property owner.

 

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.

 

Options

 

No options are outstanding at March 31, 2024, and December 31, 2023.

 

5.RELATED PARTY TRANSACTIONS AND AMOUNTS DUE

 

In addition to transactions with related parties discussed elsewhere in these unaudited interim financial statements, the following transactions occurred with related parties.

 

At March 31, 2024, the Company had amounts due to related parties of $80,861 in bridge loan vendor financing; with no specific terms of repayment, due to the Company’s majority shareholder and president, with no accrued interest payable.

9

 

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. . 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.

10

 

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

 

Intellectual Property

 

We do not have any intellectual property.

 

Personnel

 

We have no employees. Our President, Chief Executive Officer, Chief Financial Officer, Treasurer, Director and Secretary Mark Walmesley, receives no compensation for his services. We expect to continue to use outside consultants, advisors, attorneys and accountants as necessary.

 

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 unaudited interim financial statements for the period ended March 31, 2024 which are included above in Part I, Item 1.

 

   Three Months Ended March 31   Change
   2024   2023   Amount   Percentage
Revenue  $-   $-   $-    
Operating Expenses   8,874    6,155    2,719   44%
Operating Loss   (8,874)   (6,155)   (2,719)  44%
Other Income (Expense)   -    -    -    
Net Loss  $(8,874)  $(6,155)  $(2,719)  44%

 

Revenues

 

We had no operating revenues during the three months ended March 31, 2024 and 2023. We recorded a net loss of $8,874 for the current quarter and have an accumulated deficit of $4,335,137.

 

Expenses

 

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

 

   Three Months Ended March 31   Change 
   2024   2023   Amount   Percentage 
   $   $   $     
Corporate support services   466    444    (22)   -5%
Office, foreign exchange and sundry   (3,459)   767    4,226    551%
Professional fees   8,749    456    (8,293)   -1819%
Interest, bank and finance charges   3,118    4,488    1,370    31%

11

 

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

 

The increase in the first quarter of 2024 is related to higher professional fees for accounting fees offset by a gain in foreign exchange fees.

 

Balance Sheets at March 31, 2024, and December 31, 2023

 

Items with notable period-end differences are as follows:

 

           Change 
   March 31, 2024   December 31, 2023   Amount   Percentage 
   $   $   $     
Cash   1,898    2,474    576    23%
Accounts payable and accrued liabilities   19,361    14,689    (4,672)   -32%
Due to related parties and accrued interest   80,861    77,235    (3,626)   -5%

 

The increase in accounts payable and related party accruals is due to professional fees incurred for accounting fees.

 

Liquidity and Capital Resources

 

At March 31, 2024, our total assets were $1,898 and our total liabilities were $100,222. Our working capital deficiency at March 31, 2024, and December 31, 2023, and the changes between those dates were as follows:

 

           Increase/(Decrease) 
   March 31, 2024   December 31, 2023   Amount   Percentage 
   $   $   $     
Current Assets   1,898    2,474    (576)   -23%
Current Liabilities   100,222    91,924    8,298    9%
Working Capital Deficiency   (98,324)   (89,450)   (8,874)   10%

 

The increase in our working capital deficiency from December 31, 2023, to March 31, 2024, was due to cash outflow from operating activities. 

 

Cash Flows

 

   Three Months Ended March 31   Increase/(Decrease) 
   2024   2023   Amount   Percentage 
   $   $   $     
Cash Flows Provided by (Used In):                    
Operating Activities   (4,202)   (12,169)   7,967    -65%
Financing Activities   3,626    22,050    (18,424)   -84%
Net Increase (Decrease) in Cash   (576)   9,881    (10,457)   -106%

 

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.

 

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.

12

 

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 March 31, 2024, 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 March 31, 2024 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, 2023.

 

ITEM 1 C. CYBERSECURITY

 

At present the Company has minimal risk related to Cybersecurity as no operational business is conducted on the internet or available through the internet.

 

Cybersecurity risk management will be an integral part of our overall enterprise risk management efforts once the Company has determined how and what security measures will need to be deployed. No enterprise risk can be eliminated entirely. We will seek to mitigate as much risk as possible and manage the remaining financial risk through a cyber insurance policy. The Company has chosen the National Institute of Standards (NIST) for its base framework because it is compatible with certain risk management business functions required by customers and US Government oversight. Controls in the SP 800-53 catalog will be tailored-in based on governance found in SP 800-171, internally determined IT General Controls, and industry best practices to create a balanced approach protecting confidentiality, integrity, and availability.

 

Governance

 

Our Board of Directors has primary responsibility for evaluating cybersecurity risk management, overseeing our major cybersecurity risk exposures and the steps management has taken to monitor and control these exposures, including policies and procedures for assessing and managing risk, as well as oversight of compliance related to legal and regulatory exposure.

 

The “to be newly formed” management positions responsible for assessing and managing cybersecurity risks will be a Director of Cybersecurity and a Chief Information Officer (“CIO”), who will report directly to our CFO. Presently our CFO is undertaking the actions of both the Director of Cybersecurity and CIO. The CIO will be responsible for ensuring that we have a cybersecurity risk management program in place that is fully aligned with business requirements and strategy

 

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

 

We had no unregistered sales of securities during the three months ended March 31, 2024.

 

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.

13

 

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)
   
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101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

14

 

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 15th day of May 2024.

 

  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 May 15, 2024
Mark Walmesley    

15

 

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)

16

 

 

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 March 31, 2024 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: May 15, 2024 /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, 2024, 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.

 

Date: May 15, 2024

 

  /s/ Mark Walmesley
 

Mark Walmesley

President, Principal Executive Officer, and Principal Accounting Officer

 

v3.24.1.1.u2
Cover - shares
 3 Months Ended
Mar. 31, 2024
May 15, 2024
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Mar. 31, 2024  
Document Fiscal Period Focus Q1  
Document Fiscal Year Focus 2024  
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 Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   120,937,442
v3.24.1.1.u2
BALANCE SHEETS (Unaudited) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Current assets    
Cash $ 1,898 $ 2,474
Total current assets and total assets 1,898 2,474
Total Assets 1,898 2,474
Current liabilities    
Accounts payable and accrued liabilities 19,361 14,689
Due to related parties 80,861 77,235
Total current liabilities and total liabilities 100,222 91,924
Total liabilities 100,222 91,924
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 March 31, 2024 120,937,442 common shares and no preferred shares at December 31, 2023 73,757 73,757
Additional Paid-In Capital 4,163,056 4,163,056
Accumulated Deficit (4,335,137) (4,326,263)
Total stockholders’ deficiency (98,324) (89,450)
Total liabilities and stockholders’ deficiency $ 1,898 $ 2,474
v3.24.1.1.u2
BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
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
Preferred Stock, Shares Issued 0 0
v3.24.1.1.u2
STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Income Statement [Abstract]    
Revenue
Operating Expenses    
Corporate support services 466 444
Office, foreign exchange and sundry (3,459) 767
Professional Fees 8,749 456
Transfer and filing fees 3,118 4,488
Total operating expenses 8,874 6,155
Operating Loss (8,874) (6,155)
Other Items    
Interest, bank and finance charges
Total other items
Net Loss and Comprehensive Loss For The Period $ (8,874) $ (6,155)
Basic And Diluted Net Loss Per Common Share $ 0.00 $ 0.00
Weighted Average Number of Common Shares Outstanding – Basic and Diluted 120,937,442 120,937,442
v3.24.1.1.u2
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Operating Activities    
Net loss for the period $ (8,874) $ (6,155)
Adjustments to reconcile net loss to net cash used in operating activities:    
Accounts payable and accrued liabilities 4,672 (6,014)
Net cash provided (used) in operating activities (4,202) (12,169)
Financing Activities    
Proceeds from loans payable – related party 3,626 22,050
Net cash provided by financing activities 3,626 22,050
Net Increase (Decrease) In Cash (576) 9,881
Cash, Beginning of Period 2,474 886
Cash, End of Period 1,898 10,767
Supplemental Disclosure of Cash Flow Information    
Interest
Income taxes
v3.24.1.1.u2
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIENCY - USD ($)
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Balance, January 1, 2024 $ (89,450) $ (26,510)
Net loss for the period (8,874) (6,155)
Balance, March 31, 2024 (98,324) (32,665)
Common Stock [Member]    
Balance, January 1, 2024 $ 73,757 $ 73,757
Ending Balance, Shares 120,937,442 120,937,442
Net loss for the period
Balance, March 31, 2024 $ 73,757 $ 73,757
Ending Balance, Shares 120,937,442 120,937,442
Additional Paid-in Capital [Member]    
Balance, January 1, 2024 $ 4,163,056 $ 4,163,056
Net loss for the period
Balance, March 31, 2024 4,163,056 4,163,056
Retained Earnings [Member]    
Balance, January 1, 2024 (4,326,263) (4,263,323)
Net loss for the period (8,874) (6,155)
Balance, March 31, 2024 $ (4,335,137) $ (4,269,478)
v3.24.1.1.u2
BASIS OF PRESENTATION AND NATURE OF OPERATIONS
 3 Months Ended
Mar. 31, 2024
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 $4,335,137 as of March 31, 2024. These factors raise substantial doubt about the Company’s ability to continue as a going concern. In order to continue as a going concern, the Company will need, among other things, to identify new business opportunities and raise 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  , such adjustments could be material.

 

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 unaudited interim 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, 2023. 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 21, 2023, 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, 2023, have been omitted. The results of operations for the three months ended March 31, 2024, are not necessarily indicative of results for the entire year ending December 31, 2024.
v3.24.1.1.u2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 3 Months Ended
Mar. 31, 2024
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”) with accounting policies as disclosed in the Company’s annual audited financial statements. 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.
v3.24.1.1.u2
TRANSACTIONS WITH LODE-STAR GOLD INC. (“LSG”)
 3 Months Ended
Mar. 31, 2024
Transactions With Lode-star Gold Inc.  
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. Until the Company has earned the additional 60% interest, the net smelter royalty will be split 79.2% to LSG, 19.8% to the Company and 1% to the former Property owner.

 
v3.24.1.1.u2
CAPITAL STOCK
 3 Months Ended
Mar. 31, 2024
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.

 

Options

 

No options are outstanding at March 31, 2024, and December 31, 2023.

 
v3.24.1.1.u2
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE
 3 Months Ended
Mar. 31, 2024
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE

5.RELATED PARTY TRANSACTIONS AND AMOUNTS DUE

 

In addition to transactions with related parties discussed elsewhere in these unaudited interim financial statements, the following transactions occurred with related parties.

 

At March 31, 2024, the Company had amounts due to related parties of $80,861 in bridge loan vendor financing; with no specific terms of repayment, due to the Company’s majority shareholder and president, with no accrued interest payable.
v3.24.1.1.u2
BASIS OF PRESENTATION AND NATURE OF OPERATIONS (Policies)
 3 Months Ended
Mar. 31, 2024
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 $4,335,137 as of March 31, 2024. These factors raise substantial doubt about the Company’s ability to continue as a going concern. In order to continue as a going concern, the Company will need, among other things, to identify new business opportunities and raise 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  , such adjustments could be material.

 
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 unaudited interim 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, 2023. 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 21, 2023, 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, 2023, have been omitted. The results of operations for the three months ended March 31, 2024, are not necessarily indicative of results for the entire year ending December 31, 2024.
v3.24.1.1.u2
BASIS OF PRESENTATION AND NATURE OF OPERATIONS (Details Narrative) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Accounting Policies [Abstract]    
Retained Earnings (Accumulated Deficit) $ 4,335,137 $ 4,326,263
v3.24.1.1.u2
CAPITAL STOCK (Details Narrative) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
Equity [Abstract]    
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
Preferred Stock, Shares Issued 0 0
v3.24.1.1.u2
RELATED PARTY TRANSACTIONS AND AMOUNTS DUE (Details Narrative) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Related Party Transactions [Abstract]    
Due to related parties $ 80,861 $ 77,235
Lode Star Mining (PK) (USOTC:LSMG)
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