UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the
quarterly period ended
November
30
,
2009
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the
transition period from ______ to______.
SUPATCHA
RESOURCES INC.
(Exact
name of registrant as specified in Charter)
|
Nevada
|
333-153293
|
98-0593835
|
|
(State or other jurisdiction of
|
(Commission File No.)
|
(IRS Employee Identification No.)
|
|
incorporation or organization)
|
|
`
|
80
S. Court Street
Thunder
Bay, Ontario
Canada P7B
2X4
(Address
of Principal Executive Offices)
(807) 344 -
2644
(Issuer
Telephone number)
(Former
Name or Former Address if Changed Since Last Report)
Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months
(or for such shorter period that the issuer was required to file such reports),
and (2)has been subject to such filing requirements for the past 90
days.
Yes
x
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).
Yes
¨
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 filer.
See definition of “accelerated filer” and “large accelerated filer” in Rule
12b-2 of the Exchange Act (Check one):
|
Large Accelerated Filer
¨
|
Accelerated Filer
¨
|
Non-Accelerated Filer
¨
|
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. Yes
x
No
o
State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of January 13, 2010: 12,200,000 shares of Common Stock.
FORM
10-Q
November
30, 2009
INDEX
|
PART
I— FINANCIAL INFORMATION
|
|
|
|
|
|
Item
1.
|
Financial
Statements
|
2
|
|
|
|
|
|
Item
2.
|
Management’s
Discussion and Analysis of Financial Condition
|
3
|
|
|
|
|
|
Item
3
|
Quantitative
and Qualitative Disclosures About Market Risk
|
6
|
|
|
|
|
|
Item
4T.
|
Control
and Procedures
|
6
|
|
|
|
|
|
PART
II— OTHER INFORMATION
|
|
|
|
|
|
Item
1
|
Legal
Proceedings
|
6
|
|
|
|
|
|
Item
1A
|
Risk
Factors
|
7
|
|
|
|
|
|
Item
2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
|
7
|
|
|
|
|
|
Item
3.
|
Defaults
Upon Senior Securities
|
7
|
|
|
|
|
|
Item
4.
|
Submission
of Matters to a Vote of Security Holders
|
7
|
|
|
|
|
|
Item
5.
|
Other
Information
|
7
|
|
|
|
|
|
Item
6.
|
Exhibits
and Reports on Form 8-K
|
7
|
|
|
|
|
|
SIGNATURE
|
|
8
|
Item 1. Financial
Statements.
SUPATCHA RESOURCES
INC.
(AN
EXPLORATION STAGE COMPANY)
CONDENSED
UNAUDITED FINANCIAL STATEMENTS
November
30, 2009
(STATED
IN U.S. DOLLARS)
SUPATCHA RESOURCES
INC.
(AN
EXPLORATION STAGE COMPANY)
CONTENTS
|
PAGE
|
F-2
|
CONDENSED
BALANCE SHEETS AS OF NOVEMBER 30, 2009 (UNAUDITED) AND FEBRUARY 28,
2009
|
|
|
|
|
|
PAGE
|
F-3
|
CONDENSED
STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED NOVEMBER 30,
2009 AND 2008, FOR THE PERIOD FROM AUGUST 21, 2007 (INCEPTION) TO NOVEMBER
30, 2009 (UNAUDITED)
|
|
|
|
|
|
PAGE
|
F-4
|
CONDENSED
STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIENCY) FOR THE PERIOD
FROM AUGUST 21, 2007 (INCEPTION) TO NOVEMBER 30, 2009
(UNAUDITED)
|
|
|
|
|
|
PAGE
|
F-5
|
CONDENSED
STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED NOVEMBER 30, 2009 AND
2008, FOR THE PERIOD FROM AUGUST 21, 2007 (INCEPTION) TO NOVEMBER 30, 2009
(UNAUDITED)
|
|
|
|
|
|
PAGES
|
F-6
- F-10
|
NOTES
TO CONDENSED UNAUDITED FINANCIAL
STATEMENTS
|
SUPATCHA RESOURCES
INC.
(AN
EXPLORATION STAGE COMPANY)
CONDENSED
BALANCE SHEETS
(STATED
IN U.S. DOLLARS)
|
|
|
November 30,
|
|
|
February 28,
|
|
|
|
|
2009
|
|
|
2009
|
|
|
|
|
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
CURRENT
ASSETS
|
|
|
|
|
|
|
|
Cash
|
|
$
|
1,528
|
|
|
$
|
8,469
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL
ASSETS
|
|
$
|
1,528
|
|
|
$
|
8,469
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES
AND STOCKHOLDERS’ EQUITY (DEFICIENCY)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT
LIABILITIES
|
|
|
|
|
|
|
|
|
|
Accounts
payable and accrued liabilities
|
|
$
|
9,256
|
|
|
$
|
4,169
|
|
|
Due
to related party
|
|
|
6,150
|
|
|
|
1,150
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL
LIABILITIES
|
|
|
15,406
|
|
|
|
5,319
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS’
EQUITY (DEFICIENCY)
|
|
|
|
|
|
|
|
|
|
Preferred
stock, $0.001 par value, 1,000,000 shares
|
|
|
|
|
|
|
|
|
|
authorized,
none issued and outstanding
|
|
|
-
|
|
|
|
-
|
|
|
Common
stock, $0.001 par value, 69,000,000 shares
|
|
|
|
|
|
|
|
|
|
authorized,
12,200,000 shares issued and outstanding
|
|
|
12,200
|
|
|
|
12,200
|
|
|
Additional
paid in capital
|
|
|
59,229
|
|
|
|
56,229
|
|
|
Accumulated
deficit during exploration stage
|
|
|
(85,307
|
)
|
|
|
(65,279
|
)
|
|
Total
Stockholders’ Equity (Deficiency)
|
|
|
(13,878
|
)
|
|
|
3,150
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES
AND STOCKHOLDERS’
EQUITY
(DEFICIENCY)
|
|
$
|
1,528
|
|
|
$
|
8,469
|
|
See
accompanying notes to condensed unaudited financial statements
SUPATCHA RESOURCES
INC.
(AN
EXPLORATION STAGE COMPANY)
CONDENSED
STATEMENTS OF OPERATIONS
(STATED
IN U.S. DOLLARS)
(UNAUDITED)
|
|
|
For the Three
|
|
|
For the Three
|
|
|
For the Nine
|
|
|
For the Nine
|
|
|
|
|
|
|
|
Months
|
|
|
Months
|
|
|
Months
|
|
|
Months
|
|
|
For the Period
|
|
|
|
|
Ended
|
|
|
Ended
|
|
|
Ended
|
|
|
Ended
|
|
|
From August
|
|
|
|
|
November
30,
|
|
|
November
30,
|
|
|
November
30,
|
|
|
November
30,
|
|
|
21, 2007
(Inception) to
|
|
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
November 30, 2009
|
|
|
OPERATING
EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounting
and auditing fees
|
|
$
|
-
|
|
|
$
|
9,900
|
|
|
$
|
11,745
|
|
|
$
|
20,555
|
|
|
$
|
38,500
|
|
|
Consulting
fees
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
5,000
|
|
|
Exploration costs and
expenses
|
|
|
-
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
2,336
|
|
|
|
12,636
|
|
|
General
and administrative
|
|
|
36
|
|
|
|
1,500
|
|
|
|
3,138
|
|
|
|
4,588
|
|
|
|
11,013
|
|
|
Listing
and filing fees
|
|
|
354
|
|
|
|
366
|
|
|
|
1,345
|
|
|
|
1,954
|
|
|
|
6,733
|
|
|
Legal
fees
|
|
|
-
|
|
|
|
5,925
|
|
|
|
2,500
|
|
|
|
8,400
|
|
|
|
11,425
|
|
|
Total
Operating Expenses
|
|
|
390
|
|
|
|
19,191
|
|
|
|
20,028
|
|
|
|
37,833
|
|
|
|
85,307
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LOSS FROM
OPERATIONS
|
|
|
(390
|
)
|
|
|
(19,191
|
)
|
|
|
(20,028
|
)
|
|
|
(37,833
|
)
|
|
|
(85,307
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET
LOSS BEFORE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PROVISION FOR INCOME
TAXES
|
|
|
(390
|
)
|
|
|
(19,191
|
)
|
|
|
(20,028
|
)
|
|
|
(37,833
|
)
|
|
|
(85,307
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision
for Income Taxes
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET
LOSS
|
|
$
|
(390
|
)
|
|
$
|
(19,191
|
)
|
|
|
(20,028
|
)
|
|
|
(37,833
|
)
|
|
$
|
(85,307
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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
|
|
|
12,200,000
|
|
|
|
12,200,000
|
|
|
|
12,200,000
|
|
|
|
12,200,000
|
|
|
|
|
|
See
accompanying notes to the condensed unaudited Financial Statements
SUPATCHA RESOURCES
INC.
(AN
EXPLORATION STAGE COMPANY)
CONDENSED
STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIENCY)
FOR THE PERIOD FROM AUGUST
21, 2007 (INCEPTION) TO NOVEMBER 30, 2009
(STATED
IN U.S. DOLLARS)
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional
|
|
|
Deficit During
|
|
|
|
|
|
|
|
Preferred Stock
|
|
|
Common Stock
|
|
|
Paid-In
|
|
|
Exploration
|
|
|
|
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Stage
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
stock issued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
to
founders for cash
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($0.001
per share)
|
|
|
-
|
|
|
$
|
-
|
|
|
|
6,500,000
|
|
|
$
|
6,500
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
6,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
stock issued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
for
cash ($0.01 per
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
share)
|
|
|
|
|
|
|
-
|
|
|
|
5,700,000
|
|
|
|
5,700
|
|
|
|
51,300
|
|
|
|
-
|
|
|
|
57,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discount
on sale of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
common
stock
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,071
|
)
|
|
|
-
|
|
|
|
(1,071
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss for the period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
from
August 21, 2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(inception)
to February
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,
2008
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(13,196
|
)
|
|
|
(13,196
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance,
February 29,
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
|
|
|
|
-
|
|
|
|
12,200,000
|
|
|
|
12,200
|
|
|
|
50,229
|
|
|
|
(13,196
|
)
|
|
|
49,233
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In-kind
contribution of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
services
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
6,000
|
|
|
|
-
|
|
|
|
6,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(52,083
|
)
|
|
|
(52,083
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BALANCE,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FEBRUARY
28, 2009
|
|
|
-
|
|
|
|
-
|
|
|
|
12,200,000
|
|
|
|
12,200
|
|
|
|
56,229
|
|
|
|
(65,279
|
)
|
|
|
3,150
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In-kind
contribution of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
services
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
3,000
|
|
|
|
-
|
|
|
|
3,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss for the period
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(20,028
|
)
|
|
|
(20,028
|
)
|
|
BALANCE,
NOVEMBER
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30,
2009
|
|
|
-
|
|
|
$
|
-
|
|
|
|
12,200,000
|
|
|
$
|
12,200
|
|
|
$
|
59,229
|
|
|
$
|
(85,307
|
)
|
|
$
|
(13,878
|
)
|
See
accompanying notes to the condensed unaudited Financial
Statements.
SUPATCHA RESOURCES
INC.
(AN
EXPLORATION STAGE COMPANY)
CONDENSED
STATEMENTS OF CASH FLOWS
(STATED
IN U.S. DOLLARS)
(UNAUDITED)
|
|
|
|
|
|
|
|
|
For the Period
|
|
|
|
|
|
|
|
|
|
|
From August 21,
|
|
|
|
|
For the Nine
|
|
|
For the Nine
|
|
|
2007 (Inception)
|
|
|
|
|
Months Ended
|
|
|
Months Ended
|
|
|
To November
|
|
|
|
|
November 30,
|
|
|
November 30,
|
|
|
30,
|
|
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH
FLOWS FROM OPERATING
|
|
|
|
|
|
|
|
|
|
|
|
ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss for the period
|
|
$
|
(20,028
|
)
|
|
$
|
(37,833
|
)
|
|
$
|
(85,307
|
)
|
|
In-kind
contribution of services
|
|
|
3,000
|
|
|
|
4,500
|
|
|
|
9,000
|
|
|
Changes
in operating activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prepaid
expenses
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
Accounts
payable and accrued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
expenses
|
|
|
5,087
|
|
|
|
2,552
|
|
|
|
9,256
|
|
|
Due
to related party
|
|
|
5,000
|
|
|
|
-
|
|
|
|
6,150
|
|
|
Net
Cash Used in Operating
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Activities
|
|
|
(6,941
|
)
|
|
|
(30,781
|
)
|
|
|
(60,901
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH
FLOWS FROM FINANCING
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance
of common shares
|
|
|
-
|
|
|
|
-
|
|
|
|
62,429
|
|
|
Net
Cash Provided By Financing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Activities
|
|
|
-
|
|
|
|
-
|
|
|
|
62,429
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET
INCREASE (DECREASE) IN
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH
|
|
|
(6,941
|
)
|
|
|
(30,781
|
)
|
|
|
1,528
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH
AT BEGINNING OF PERIOD
|
|
|
8,469
|
|
|
|
53,683
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH
AT END OF PERIOD
|
|
$
|
1,528
|
|
|
$
|
22,902
|
|
|
$
|
1,528
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
paid for interest
|
|
|
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
Cash
paid for taxes
|
|
|
|
|
|
$
|
-
|
|
|
$
|
-
|
|
See
accompanying notes to the condensed unaudited Financial
Statements.
|
SUPATCHA RESOURCES
INC.
|
|
(AN EXPLORATION STAGE
COMPANY)
|
|
NOTES TO CONDENSED UNAUDITED
FINANCIAL STATEMENTS
|
|
NOVEMBER 30,
2009
|
|
(STATED IN U.S.
DOLLARS)
|
|
NOTE
1
|
SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES AND
ORGANIZATION
|
(A)
Organization
Supatcha Resources Inc. (an exploration
stage company) (the “Company”) was incorporated under the laws of the State of
Nevada on August 21, 2007. The Company is a natural resource exploration company
with an objective of acquiring, exploring and if warranted and feasible,
developing natural resource properties.
(B) Basis of
Presentation
The accompanying unaudited financial
statements have been prepared in accordance with accounting principles generally
accepted in The United States of America and the rules and regulations of the
Securities and Exchange Commission for interim financial information.
Accordingly, they do not include all the information necessary for a
comprehensive presentation of financial position and results of
operations.
It is management's opinion, however that
all material adjustments (consisting of normal recurring adjustments) have been
made which are necessary for a fair financial statements presentation. The
results for the interim period are not necessarily indicative of the results to
be expected for the year.
(C) Use of
Estimates
In preparing financial statements in
conformity with generally accepted accounting principles, management is required
to make estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities at the date
of the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
(D) Mineral
Property
Pursuant to Statement of Financial
Accounting Standards (SFAS) No. 144, the recoverability of the acquisition costs
associated with the purchase of mineral rights presumes to be insupportable
prior to determining the existence of a commercially minable deposit and
have
to be expensed. As of
November 30
, 2009, the
Company had expensed $12,636 related to the mineral rights acquisition and
exploration costs since inception.
(E) Loss Per
Share
Basic and diluted net loss per common
share is computed based upon the weighted average common shares outstanding as
defined by SFAS No. 128, “Earn
ings Per Share.” As of November 30, 2009
and November 30
, 2008,
there were no common share equivalents outstanding.
|
SUPATCHA RESOURCES
INC.
|
|
(AN EXPLORATION STAGE
COMPANY)
|
|
NOTES TO CONDENSED UNAUDITED
FINANCIAL STATEMENTS
|
|
NOVEMBER 30,
2009
|
|
(STATED IN U.S.
DOLLARS)
|
(F) Foreign
Currency Translation
In accordance with SFAS 52 "Foreign
Currency Translation", the Company has determined that its functional currency
is the United States Dollar.
(G) Business
Segments
The Company operates in one segment and
therefore segment information is not presented.
(H) Income
Taxes
The Company accounts for income taxes
under the Statement of Financial Accounting Standards No. 109, “Accounting for
Income Taxes” (“Statement 109”). Under Statement 109, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled. Under Statement 109, the effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date.
(I) Cash and
Cash Equivalents
Cash and cash equivalents are highly
liquid investments, such as term deposits with major financial institutions,
having a maturity of three months or less at acquisition, that are readily
convertible to contracted amounts of cash.
(J) Recent
Accounting Pronouncements
In May 2009, the FASB issued SFAS No.
165 “Subsequent Events” (“SFAS 165”). SFAS 165 establishes general standards of
accounting for and disclosure of events that occur after the balance sheet date
but before financial statements are issued or are available to be issued. SFAS
165 sets forth (1) The period after the balance sheet date during which
management of a reporting entity should evaluate events or transactions that may
occur for potential recognition or disclosure in the financial statements, (2)
The circumstances under which an entity should recognize events or transactions
occurring after the balance sheet date in its financial statements and (3) The
disclosures that an entity should make about events or transactions that
occurred after the balance sheet date. SFAS 165 is effective for interim or
annual financial periods ending after June 15, 2009. The adoption of this
statement did not have a material effect on the Company’s financial
statements.
|
SUPATCHA RESOURCES
INC.
|
|
(AN EXPLORATION STAGE
COMPANY)
|
|
NOTES TO CONDENSED UNAUDITED
FINANCIAL STATEMENTS
|
|
NOVEMBER 30,
2009
|
|
(STATED IN U.S.
DOLLARS)
|
In June 2009, the FASB issued SFAS No.
166 “Accounting for Transfers of Financial Assets—an amendment of FASB Statement
No. 140” (“SFAS 166”). SFAS 166 improves the relevance, representational
faithfulness, and comparability of the information that a reporting entity
provides in its financial statements about a transfer of financial assets; the
effects of a transfer on its financial position, financial performance, and cash
flows; and a transferor’s continuing involvement, if any, in transferred
financial assets. SFAS 166 is effective as of the beginning of each reporting
entity’s first annual reporting period that begins after November 15, 2009, for
interim periods within that first annual reporting period and for interim and
annual reporting periods thereafter. The Company is evaluating the impact the
adoption of SFAS 166 will have on its financial statements.
In June 2009, the FASB issued SFAS No.
167 “Amendments to FASB Interpretation No. 46(R)” (“SFAS 167”). SFAS 167
improves financial reporting by enterprises involved with variable interest
entities and to address (1) the effects on certain provisions of FASB
Interpretation No. 46 (revised December 2003), “Consolidation of Variable
Interest Entities”, as a result of the elimination of the qualifying
special-purpose entity concept in SFAS 166 and (2) constituent concerns about
the application of certain key provisions of Interpretation 46(R), including
those in which the accounting and disclosures under the Interpretation do not
always provide timely and useful information about an enterprise’s involvement
in a variable interest entity. SFAS 167 is effective as of the beginning of each
reporting entity’s first annual reporting period that begins after November 15,
2009, for interim periods within that first annual reporting period, and for
interim and annual reporting periods thereafter. The Company is evaluating the
impact the adoption of SFAS 167 will have on its financial
statements.
In June 2009, the FASB issued SFAS No.
168 “The FASB Accounting Standards Codification and the Hierarchy of Generally
Accepted Accounting Principles—a replacement of FASB Statement No. 162”. The
FASB Accounting Standards Codification (“Codification”) will be the single
source of authoritative nongovernmental U.S. generally accepted accounting
principles. Rules and interpretive releases of the SEC under authority of
federal securities laws are also sources of authoritative GAAP for SEC
registrants. SFAS 168 is effective for interim and annual periods ending after
September 15, 2009. All existing accounting standards are superseded as
described in SFAS 168. All other accounting literature not included in the
Codification is nonauthoritative. The Company is evaluating the impact the
adoption of SFAS 168 will have on its financial statements.
Bonanza
Property
Pursuant to a mineral property purchase
and sale agreement dated October 22, 2007, the Company acquired a 100% interest
in the 9 Units Mineral Claim, known as the Bonanza Mineral Claim, located in the
Greenwood Mining Division of British Columbia, Canada, for a purchase
price of $6,500. As of
November 30
, 2009, the
Company incurred $12,636 of exploration expenditures since inception. Pursuant
to SFAS No. 144, the recoverability of the acquisition costs associated with the
purchase of mineral rights presumes to be insupportable prior to determining the
existence of a commercially minable deposit and have to be
expensed.
|
SUPATCHA RESOURCES
INC.
|
|
(AN EXPLORATION STAGE
COMPANY)
|
|
NOTES TO CONDENSED UNAUDITED
FINANCIAL STATEMENTS
|
|
NOVEMBER 30,
2009
|
|
(STATED IN U.S.
DOLLARS)
|
|
NOTE 3
|
STOCKHOLDERS’
EQUITY
|
On October 15, 2007, the Company issued
6,500,000 shares of common stock at par value to its founders for cash of $6,500
($0.001 par value per share).
On December 12, 2007, the Company issued
5,700,000 shares of common stock for cash of $57,000. The discount of $1,071 on
sale of shares was recognized due to currency rate
fluctuations.
As of November 30
, 2009, the Company’s President
contributed rent and administrative expenses with a fair value of $9,000 to the
Company since inception (See Note 4).
As of November 30
, 2009, the Company’s President paid
expenditures of $1,150 on behalf of the Company since inception. This amount is
unsecured, bears no interest and is due on demand.
As of November 30
, 2009, the Company’s President
contributed rent and administrative expenses with a fair value of $9,000 to the
Company since inception (See Note 3).
D
uring the period ended November
30
, 2009 the Company’s
President loaned the Company $5,000. This amount is unsecured, bears no interest
and is due on demand.
|
NOTE 5
|
CONCENTRATION OF CREDIT
RISK
|
Cash includes deposits at Canadian
financial institutions in US currency which is not covered by either the US FDIC
limits or the Canadian CDI limits and therefore
the entire cash balance of
$1,52
8 is uninsured. The
company has placed its cash in a high credit quality financial
institution.
|
SUPATCHA RESOURCES
INC.
|
|
(AN EXPLORATION STAGE
COMPANY)
|
|
NOTES TO CONDENSED UNAUDITED
FINANCIAL STATEMENTS
|
|
NOVEMBER 30,
2009
|
|
(STATED IN U.S.
DOLLARS)
|
The accompanying financial statements
included herein have been prepared in conformity with generally accepted
accounting principles, which contemplate continuation of the Company as a going
concern. The Company has
accumulated a deficit of $85,30
7 and has use
d cash from operations of
$60,90
1 since inception,
has yet to achieve profitable operations and further losses
are anticipated in the development of
its business, raising substantial doubt about the Company’s ability to continue
as a going concern. Its ability to continue as a going concern is dependent upon
the ability of the Company to generate profitable operations in the future
and/or to obtain the necessary financing to meet its obligations and repay its
liabilities arising from normal business operations when they come due. These
financial statements do not include any adjustments to the amounts and
classification of assets and liabilities that may be necessary should the
Company be unable to continue as a going concern. The Company anticipates that
additional funding will be in the form of equity financing from the sale of
common stock. The Company may also seek to obtain short-term loans from the
directors of the Company. There are no current arrangements in place for equity
funding or short-term loans. There can be no assurance that the Company will be
successful in obtaining such financing, or that it will attain positive cash
flow from operations.
In preparing these financial statements,
the Company has evaluated events and transactions for potential
recogniti
on or disclosure
through January 13, 2010
,
the date the financial statements were issued.
Effective December 9, 2009,
there were changes to the management of
the Company as follows:
Donald Axent resigned as president,
chief executive officer a
nd
director,
William
Kosoris
resigned as
secretary and
directo
r,
Brian Matson resigned as chief financial
officer, treasurer a
nd
director.
Steve
Talley, Nikolae Yagodka and Andrei B. Yasinskij were appointed directors of the
company. In addition, Steve Talley was appointed president and
Nikolae
Yagodka
was appointed secretary and
treasurer.
ITEM 2. MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Forward Looking Information and
Cautionary Statements
When used in this report on Form 10-Q,
the words "may," "will," "expect," "anticipate," "continue," "estimate,"
"project," "intend," and similar expressions are intended to identify
forward-looking regarding events, conditions, and financial trends that may
affect the Company's future plans of operations, business strategy, operating
results, and financial position. Persons reviewing this report are cautioned
that any forward-looking statements are not guarantees of future performance and
are subject to risks and uncertainties and those actual results may differ
materially from those included within the forward-looking statements as a result
of various factors.
Condition and Results of Operation, and
also include general economic factors and conditions that may directly or
indirectly impact the Company's financial condition or results of
operations.
Although we believe that the
expectations reflected in the forward-looking statements are reasonable, we
cannot guarantee future results, levels of activity, performance, or
achievements. Moreover, we do not assume responsibility for the accuracy and
completeness of such forward-looking statements. We are under no duty to update
any of the forward-looking statements after the date of this report to conform
such statements to actual results.
Plan of
Operation
We are an exploration stage company. We
have not yet started operations or generated or realized any revenues from our
business operations.
Our auditors have issued a going concern
opinion. This means that there is substantial doubt that we can continue as an
ongoing business for the next twelve months unless we obtain additional capital
to cover our financial obligations. This is because we have not generated any
revenues and no revenues are anticipated until we identify minerals worthy of
exploration and begin removing and selling such minerals. Accordingly, we must
raise cash from sources other than the sale of minerals found on the property.
Our only other sources for cash at this time are loans from related parties and
additional sales of common stock. Our success or failure will be determined by
what additional financing we obtain and what we find under the
ground.
If we find mineralized material and it
is economically feasible to remove the mineralized material, we will attempt to
raise additional money through a subsequent private placement, public offering
or through loans. If we do not have enough money to complete our exploration of
the property, we will have to find alternative sources, like a second public
offering, a private placement of securities, or loans from our officers or
others.
Our officers and directors are unwilling
to make any commitment to loan us any money except to cover expenses relating to
reclamation if materialized material is not found at this time. At the present
time, we have not made any arrangements to raise additional cash. If we need
additional cash and can't raise it, we will either have to suspend activities
until we do raise the cash, or cease activities entirely. Other than as
described in this paragraph, we have no other financing
plans.
We own a 100% interest in one mineral
claim. Even if we complete our current exploration program and it is successful
in identifying a mineral deposit, we will have to spend substantial funds on
further drilling and engineering studies before we will know if we have a
commercially viable mineral deposit, a reserve.
We will be conducting research in the
form of exploration of the property. Our exploration program is explained in as
much detail as possible in the business section of this prospectus. We are not
going to buy or sell any plant or significant equipment during the next twelve
months. We will not buy any equipment until have located a reserve and we have
determined it is economical to extract the minerals from the
land.
We do not intend to interest other
companies in the property if we find mineralized materials. We intend to try to
develop the reserves ourselves.
If we are unable to complete any phase
of exploration because we don’t have enough money, we will cease activities
until we raise more money. If we can’t or don’t raise more money, we will cease
activities. If we cease activities, we don’t know what we will do and we don’t
have any plans to do anything.
We do not intend to hire additional
employees at this time. All of the work on the property will be conduct by
unaffiliated independent contractors that we will hire. The independent
contractors will be responsible for surveying, geology, engineering,
exploration, and excavation. The geologists will evaluate the information
derived from the exploration and excavation and the engineers will advise us on
the economic feasibility of removing the mineralized
material.
Limited Operating
History; Need for Additional Capital
There is no historical financial
information about us upon which to base an evaluation of our performance. We are
an exploration stage corporation and have not generated any revenues from
activities. We cannot guarantee we will be successful in our business
activities. Our business is subject to risks inherent in the establishment of a
new business enterprise, including limited capital resources, possible delays in
the exploration of our properties, and possible cost overruns due to price and
cost increases in services.
To become profitable and competitive, we
conduct research and exploration of our properties before we start production of
any minerals we may find. We are seeking equity financing to provide for the
capital required to implement our research and exploration
phases.
We have no assurance that future
financing will be available to us on acceptable terms. If financing is not
available on satisfactory terms, we may be unable to continue, develop or expand
our operations. Equity financing could result in additional dilution to existing
shareholders.
RESULTS OF
OPERATIONS
Results
from Operations for the 3 and 9 months
ended November 30
,
2009.
As of November 30
, 2009 the C
ompany had total assets of
$1,52
8 consisting of only
cash. This represents the Company’s present and only source of
liquidity.
The Co
mpany’s liabilities at November
30
, 2009 totaled $15,406
consisting of $9,256 in accounts payables and accrued liabilities and $6,150 due
to related party.
For the thr
ee month period ending November
30
, 2009 the Company
generated no revenues and has incurr
ed operating expenses of
$390
c
onsisting of $ 36
in general and administrative
expen
ses, $354
in listing and fil
ing fees
.
For the nine month period ending
November 30
, 2009 the
company generated no revenues and has incur
red operating expenses of
$20,02
8 consisting of
$11,745 in accounting and auditing fees, $1,300 in explora
tion costs and expenses, $
3,138
in general
a
nd administrative
expenses, $1,345
in listing
and filing fees and 2,500 in legal fees.
Liquidity and Capital
Resources
As of November 30
, 2
009, our total assets were
$1,52
8 and our total
liabilities were $15,406. This is the company’s sole asset and resource. As a
result, the independent auditors of the Company have expressed substantial doubt
about the Company’s ability to continue as a going concern.
Our present sources of cash are not
adequate to support our operation for the next twelve months. If we are unable
to raise sufficient cash to support our operation for the next twelve months, we
will cease our operation as a going concern.
As of our year end date of February 28,
2009, our total assets were $8,469 and our total liabilities were
$5,319.
CRITICAL ACCOUNTING
POLICIES
The Company has identified the policies
outlined below as critical to our business operations and an understanding of
our results of operations. The list is not intended to be a comprehensive list
of all of our accounting policies. In many cases, the accounting treatment of a
particular transaction is specifically dictated by accounting principles
generally accepted in the United States, with no need for management's judgment
in their application. The impact and any associated risks related to these
policies on our business operations is discussed throughout Management's
Discussion and Analysis or Plan of Operations where such policies affect our
reported and expected financial results. For a detailed discussion on the
application of these and other accounting policies, see the Notes to the May 31,
2009 Financial Statements. Note that our preparation of the financial statements
requires us to make estimates and assumptions that affect the reported amount of
assets and liabilities, disclosure of contingent assets and liabilities at the
date of our
financial statements, and the reported
amounts of revenue and expenses during the reporting period. There can be no
assurance that actual results will not differ from those
estimates.
Use of
Estimates
The preparation of financial statements
in conformity with United States generally accepted accounting principles
requires management to make estimates and assumptions that affect the reported
amount of assets and liabilities at the date of the financial statements and
revenues and expenses during the period reported. By their nature, these
estimates are subject to measurement uncertainty and the effect on the financial
statements of changes in such estimates in future periods could be significant.
Significant areas requiring management’s estimates and assumptions are
determining the fair value of transactions involving common stock, valuation and
impairment losses on mineral property acquisitions and valuation of stock-based
compensation.
Cash and
Cash Equivalents
Cash and cash equivalents are highly
liquid investments, such as term deposits with major financial institutions,
having a maturity of three months or less at acquisition, that are readily
convertible to contracted amounts of cash.
Mineral
Property
Pursuant to Statement of Financial
Accounting Standards (SFAS) No. 144, the recoverability of the acquisition costs
associated with the purchase of mineral rights presumes to be insupportable
prior to determining the existence of a commercially minable deposit and
have
to be expensed. As of
November 30
, 2009, the
Company had expensed $12,636 related to the mineral rights acquisition and
exploration costs since inception.
Loss Per
Share
Basic and diluted net loss per common
share is computed based upon the weighted average common shares outstanding as
defined by SFAS No. 128, “Earn
ings Per Share.” As of November 30, 2009
and November 30
, 2008,
there were no common share equivalents outstanding.
Income
Taxes
The Company accounts for income taxes
under the Statement of Financial Accounting Standards No. 109, “Accounting for
Income Taxes” (“Statement 109”). Under Statement 109, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled. Under Statement 109, the effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date.
Foreign
Currency Translation
In accordance with SFAS 52 "Foreign
Currency Translation", the Company has determined that its functional currency
is the United States Dollar.
Business
Segments
The Company operates in one segment and
therefore segment information is not presented.
RECENT ACCOUNTING
PRONOUNCEMENTS
In May 2009, the FASB issued SFAS No.
165 “Subsequent Events” (“SFAS 165”). SFAS 165 establishes general standards of
accounting for and disclosure of events that occur after the balance sheet date
but before financial statements are issued or are available to be issued. SFAS
165 sets forth (1) The period after the balance sheet date during which
management of a reporting entity should evaluate events or transactions that may
occur for potential recognition or disclosure in the financial statements, (2)
The circumstances under which an entity should recognize events or transactions
occurring after the balance sheet date in its financial statements and (3) The
disclosures that an entity should make about events or transactions that
occurred after the balance sheet date. SFAS 165 is effective for interim or
annual financial periods ending after June 15, 2009. The adoption of this
statement did not have a material effect on the Company’s financial
statements.
In June 2009, the FASB issued SFAS No.
166 “Accounting for Transfers of Financial Assets—an amendment of FASB Statement
No. 140” (“SFAS 166”). SFAS 166 improves the relevance, representational
faithfulness, and comparability of the information that a reporting entity
provides in its financial statements about a transfer of financial assets; the
effects of a transfer on its financial position,
financial performance, and cash flows;
and a transferor’s continuing involvement, if any, in transferred financial
assets. SFAS 166 is effective as of the beginning of each reporting entity’s
first annual reporting period that begins after November 15, 2009, for interim
periods within that first annual reporting period and for interim and annual
reporting periods thereafter. The Company is evaluating the impact the adoption
of SFAS 166 will have on its financial statements.
In June 2009, the FASB issued SFAS No.
167 “Amendments to FASB Interpretation No. 46(R)” (“SFAS 167”). SFAS 167
improves financial reporting by enterprises involved with variable interest
entities and to address (1) the effects on certain provisions of FASB
Interpretation No. 46 (revised December 2003), “Consolidation of Variable
Interest Entities”, as a result of the elimination of the qualifying
special-purpose entity concept in SFAS 166 and (2) constituent concerns about
the application of certain key provisions of Interpretation 46(R), including
those in which the accounting and disclosures under the Interpretation do not
always provide timely and useful information about an enterprise’s involvement
in a variable interest entity. SFAS 167 is effective as of the beginning of each
reporting entity’s first annual reporting period that begins after November 15,
2009, for interim periods within that first annual reporting period, and for
interim and annual reporting periods thereafter. The Company is evaluating the
impact the adoption of SFAS 167 will have on its financial
statements.
In June 2009, the FASB issued SFAS No.
168 “The FASB Accounting Standards Codification and the Hierarchy of Generally
Accepted Accounting Principles—a replacement of FASB Statement No. 162”. The
FASB Accounting Standards Codification (“Codification”) will be the single
source of authoritative nongovernmental U.S. generally accepted accounting
principles. Rules and interpretive releases of the SEC under authority of
federal securities laws are also sources of authoritative GAAP for SEC
registrants. SFAS 168 is effective for interim and annual periods ending after
September 15, 2009. All existing accounting standards are superseded as
described in SFAS 168. All other accounting literature not included in the
Codification is nonauthoritative. The Company is evaluating the impact the
adoption of SFAS 168 will have on its financial statements.
Item 3. Quantitative
and Qualitative Disclosures About Market Risk
Not required for Smaller Reporting
Companies.
Item 4T. Controls and
Procedures
a)
Evaluation of
Disclosure Controls.
Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange
Act”), the Company carried out an evaluation, with the participation of the
Company’s management, including the Company’s Chief Executive Officer (“CEO”)
and Chief Financial Officer (“CFO”) (the Company’s principal financial and
accounting officer), of the effectiveness of the Company’s disclosure controls
and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of
the end of the period covered by this report. Based upon that evaluation, the
Company’s CEO and CFO concluded that the Company’s disclosure controls and
procedures are effective to ensure that information required to be disclosed by
the Company in the reports that the Company files or submits under the Exchange
Act, is recorded, processed, summarized and reported, within the time periods
specified in the SEC’s rules and forms, and that such information is accumulated
and communicated to the Company’s management, including the Company’s CEO and
CFO, as appropriate, to allow timely decisions regarding required
disclosure.
(b)
Changes in internal
control over financial reporting.
There have been no changes in our
internal control over financial reporting that occurred during the last fiscal
quarter that has materially affected, or is reasonably likely to materially
affect, our internal control over financial reporting.
PART II - OTHER
INFORMATION
Item 1. Legal
Proceedings.
We are currently not involved in any
litigation that we believe could have a material adverse effect on our financial
condition or results of operations. There is no action, suit, proceeding,
inquiry or investigation before or by any court, public board, government
agency, self-regulatory organization or body pending or, to the knowledge of the
executive officers of our company or any of our subsidiaries, threatened against
or affecting our company, our common stock, any of our subsidiaries or of our
companies or our subsidiaries’ officers or directors in their capacities as
such, in which an adverse decision could have a material adverse
effect.
Item 1A. Risk
Factors.
None.
Item 2. Unregistered Sales of Equity
Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior
Securities.
None.
Item 4. Submission of Matters to a Vote
of Security Holders.
None.
Item 5. Other
Information.
None
Item 6. Exhibits and Reports of Form
8-K.
(a) Exhibits
|
31.1
|
Section
302 Certification - CEO
|
|
|
|
|
31.2
|
Section
302 Certification - CFO
|
|
|
|
|
32.1
|
Section
906 Certification - CEO
|
|
|
|
|
32.2
|
Section
906 Certification -
CFO
|
(b) Reports of Form
8-K
None.
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, as amended, the registrant caused this report
to be signed on its behalf by the undersigned, thereunto duly
authorized.
|
|
SUPATCHA RESOURCES
INC.
|
|
|
|
|
Date: January
13, 2010
|
By:
|
/s/
STEVE
TALLEY
|
|
|
|
Steve
Talley
|
|
|
|
President,
Principal Executive
|
|
|
|
Officer
and Director
|
|
|
|
|
|
|
|
|
By:
|
/s
/ NIKOLAE
YAGODKA
|
|
|
|
Nikolae
Yagodka
|
|
|
|
Secretary,
Treasurer, Principal Financial
|
|
|
|
Officer,
Principal Accounting
|
|
|
|
Officer
and Director
|
Supatcha Resources (CE) (USOTC:SAEI)
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