Nevada
|
98-0170247
|
|
(State or other jurisdiction of incorporation)
|
(I.R.S. Employer Identification No.)
|
|
430 Park Avenue, Suite 702, New York, NY
|
10022
|
|
(Address of principal executive offices)
|
(Zip Code)
|
Large accelerated filer
|
o
|
Accelerated filer
|
o
|
|
Non-accelerated filer
|
o
|
Smaller reporting company
|
x
|
PART I - FINANCIAL INFORMATION
|
||||
Item 1.
|
Financial Statements
|
|||
Consolidated Balance Sheets
|
3
|
|||
Consolidated Statements of Operations
|
4
|
|||
Consolidated Statement of Stockholders’ Equity (Deficit) and Comprehensive Income (Loss)
|
5
|
|||
Consolidated Statements of Cash Flows
|
6
|
|||
Notes to Consolidated Financial Statements
|
7
|
|||
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
15
|
||
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
23
|
||
Item 4.
|
Controls and Procedures
|
23
|
||
PART II - OTHER INFORMATION
|
||||
Item 1.
|
Legal Proceedings
|
25
|
||
Item 1A.
|
Risk Factors
|
25
|
||
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
26
|
||
Item 3.
|
Defaults Upon Senior Securities
|
26
|
||
Item 4.
|
(Removed and Reserved)
|
26
|
||
Item 5.
|
Other Information
|
26
|
||
Item 6.
|
Exhibits
|
27
|
||
Signatures
|
28
|
(Unaudited)
|
||||||||
June 30,
|
December 31,
|
|||||||
2011
|
2010
|
|||||||
ASSETS
|
||||||||
Current assets
|
||||||||
Cash and cash equivalents
|
$ | 1,132,749 | $ | 2,052,305 | ||||
Accounts receivable
|
14,885 | 2,615 | ||||||
Total current assets
|
1,147,634 | 2,054,920 | ||||||
Oil and gas properties
|
||||||||
Proven properties
|
433,522 | 432,089 | ||||||
Unproven properties
|
103,087 | 103,087 | ||||||
Accumulated depreciation, depletion, amortization and impairment
|
(511,187 | ) | (508,583 | ) | ||||
Oil and gas properties, net
|
25,422 | 26,593 | ||||||
Mineral properties
|
514,155 | - | ||||||
Total assets
|
$ | 1,687,211 | $ | 2,081,513 | ||||
LIABILITIES AND STOCKHOLDERS' DEFICIT
|
||||||||
Current liabilities
|
||||||||
Accounts payable and accrued liabilities
|
$ | 9,080 | $ | 9,404 | ||||
Accounts payable - related parties
|
3,688 | 13,270 | ||||||
Warrant liability
|
2,247,393 | 5,248,041 | ||||||
Total current liabilities
|
2,260,161 | 5,270,715 | ||||||
Long-term liabilities
|
||||||||
Asset retirement obligation
|
53,886 | 52,558 | ||||||
Total liabilities
|
2,314,047 | 5,323,273 | ||||||
STOCKHOLDERS' DEFICIT
|
||||||||
Preferred stock: $0.0001 par value: Authorized: 10,000,000 shares Issued and outstanding: nil
|
- | - | ||||||
Common stock: $0.00001 par value: Authorized: 200,000,000 shares Issued and outstanding: 63,075,122 shares (2010: 63,075,122)
|
631 | 631 | ||||||
Additional paid-in capital
|
5,462,236 | 5,462,236 | ||||||
Accumulated deficit
|
(6,081,693 | ) | (8,704,627 | ) | ||||
Accumulated other comprehensive income (loss)
|
(8,010 | ) | - | |||||
Total stockholders' deficit
|
(626,836 | ) | (3,241,760 | ) | ||||
Total liabilities and stockholders' deficit
|
$ | 1,687,211 | $ | 2,081,513 |
Three months ended June 30,
|
Six months ended June 30,
|
|||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Revenue
|
||||||||||||||||
Oil and gas sales
|
$ | 10,080 | $ | 12,353 | $ | 17,713 | $ | 24,087 | ||||||||
Expenses
|
||||||||||||||||
Lease operating expenses
|
5,590 | 4,942 | 10,761 | 11,639 | ||||||||||||
Exploration costs
|
101,935 | - | 101,935 | - | ||||||||||||
General and administrative expenses
|
132,056 | 40,085 | 280,127 | 131,516 | ||||||||||||
Impairment and depreciation
|
1,301 | 22,132 | 2,604 | 40,883 | ||||||||||||
Total operating expenses
|
240,882 | 67,159 | 395,427 | 184,038 | ||||||||||||
Operating Loss
|
(230,802 | ) | (54,806 | ) | (377,714 | ) | (159,951 | ) | ||||||||
Other income / (expense)
|
||||||||||||||||
Change in fair value of warrant liability
|
2,994,812 | 1,938,524 | 3,000,648 | 15,600 | ||||||||||||
2,994,812 | 1,938,524 | 3,000,648 | 15,600 | |||||||||||||
Net income (loss) attributable to common stockholders
|
$ | 2,764,010 | $ | 1,883,718 | $ | 2,622,934 | $ | (144,351 | ) | |||||||
Earnings per share - basic
|
||||||||||||||||
Income (loss) per common share
|
$ | 0.04 | $ | 0.03 | $ | 0.04 | $ | (0.00 | ) | |||||||
Weighted average shares outstanding
|
63,075,122 | 63,075,122 | 63,075,122 | 63,075,122 | ||||||||||||
Earnings per share - diluted
|
||||||||||||||||
Income (loss) per common share
|
$ | 0.04 | $ | 0.03 | $ | 0.04 | $ | (0.00 | ) | |||||||
Weighted average shares and dilutive potential common shares outstanding
|
65,669,420 | 63,075,122 | 64,447,506 | 63,075,122 |
Accumulated
|
||||||||||||||||||||||||||||
other
|
Total
|
|||||||||||||||||||||||||||
Common Stock
|
Additional
|
Comprehensive
|
Accumulated
|
comprehensive
|
stockholders'
|
|||||||||||||||||||||||
Shares
|
Amount
|
paid-in capital
|
income (loss)
|
earnings (deficit)
|
income (loss)
|
equity (deficit)
|
||||||||||||||||||||||
Balance, December 31, 2010
|
63,075,122 | $ | 631 | $ | 5,462,236 | $ | (8,704,627 | ) | $ | - | $ | (3,241,760 | ) | |||||||||||||||
Comprehensive income:
|
||||||||||||||||||||||||||||
Net income, June 30, 2011
|
- | - | - | $ | 2,622,934 | 2,622,934 | - | 2,622,934 | ||||||||||||||||||||
Foreign currency translation adjustment
|
- | - | - | (8,010 | ) | - | (8,010 | ) | (8,010 | ) | ||||||||||||||||||
Total comprehensive income
|
$ | 2,614,924 | ||||||||||||||||||||||||||
Balance, June 30, 2011
|
63,075,122 | $ | 631 | $ | 5,462,236 | $ | (6,081,693 | ) | $ | (8,010 | ) | $ | (626,836 | ) |
Six months ended June 30,
|
||||||||
2011
|
2010
|
|||||||
Cash flows from operating activities
|
||||||||
Net income (loss)
|
$ | 2,622,934 | $ | (144,351 | ) | |||
Adjustments to reconcile net income (loss) to net cash flows from operating activities:
|
||||||||
Impairment and depreciation
|
2,604 | 40,883 | ||||||
Stock-based compensation
|
- | 13,991 | ||||||
Accretion of asset retirement obligation
|
1,328 | 1,263 | ||||||
Change in fair value of warrant liability
|
(3,000,648 | ) | (15,600 | ) | ||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
(12,270 | ) | 2,674 | |||||
Accounts payable & accrued liabilities including related party payables
|
(9,906 | ) | (32,227 | ) | ||||
Net cash flows from operating activities
|
(395,958 | ) | (133,367 | ) | ||||
Cash flows from investing activities
|
||||||||
Acquisition of oil and gas properties
|
(1,433 | ) | (8,119 | ) | ||||
Acquisition of mineral properties
|
(514,155 | ) | - | |||||
Net cash flows from investing activities
|
(515,588 | ) | (8,119 | ) | ||||
Effect of exchange rate changes on cash
|
(8,010 | ) | - | |||||
Decrease in cash and cash equivalents
|
(919,556 | ) | (141,486 | ) | ||||
Cash and cash equivalents, beginning of period
|
2,052,305 | 2,409,770 | ||||||
Cash and cash equivalents, end of period
|
$ | 1,132,749 | $ | 2,268,284 | ||||
Supplemental disclosure of cash flow information:
|
||||||||
Interest paid in cash
|
$ | - | $ | - | ||||
Income tax paid in cash
|
$ | - | $ | - |
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Net income (loss) for the period
|
$ | 2,764,010 | $ | 1,883,718 | $ | 2,622,934 | $ | (144,351 | ) | |||||||
Foreign currency translation adjustments
|
(8,010 | ) | - | (8,010 | ) | - | ||||||||||
Total comprehensive income (loss)
|
$ | 2,756,000 | $ | 1,883,718 | $ | 2,614,924 | $ | (144,351 | ) |
Three Months Ended June 30,
|
Six Months Ended June 30,
|
|||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Basic weighted average shares outstanding
|
63,075,122 | 63,075,122 | 63,075,122 | 63,075,122 | ||||||||||||
Effect of dilutive securities - warrants
|
2,594,298 | - | 1,372,384 | - | ||||||||||||
Diluted weighted average shares outstanding
|
65,669,420 | 63,075,122 | 64,447,506 | 63,075,122 |
June 30,
|
December 31,
|
|||||||||||
2011
|
2010
|
Change ($)
|
||||||||||
Proven properties
|
$ | 433,522 | $ | 432,089 | $ | 1,433 | ||||||
Unproven properties
|
103,087 | 103,087 | - | |||||||||
536,609 | 535,176 | 1,433 | ||||||||||
Impairment and depletion, depreciation and amortization
|
(511,187 | ) | (508,583 | ) | (2,604 | ) | ||||||
Oil and gas properties, net
|
$ | 25,422 | $ | 26,593 | $ | (1,171 | ) |
June 30,
|
December 31,
|
|||||||
2011
|
2010
|
|||||||
Asset retirement obligations, beginning of period
|
$ | 52,558 | $ | 50,000 | ||||
Accretion expense
|
1,328 | 2,558 | ||||||
Asset retirement obligations, end of period
|
53,886 | 52,558 | ||||||
Less: current portion
|
- | - | ||||||
Long-term asset retirement obligations, end of period
|
$ | 53,886 | $ | 52,558 |
Level 1:
|
Valuations consist of unadjusted quoted prices in active markets for identical assets and liabilities and has the highest priority;
|
Level 2:
|
Valuations rely on quoted prices in markets that are not active or observable inputs over the full term of the asset or liability;
|
Level 3:
|
Valuations are based on prices or third party or internal valuation models that require inputs that are significant to the fair value measurement and are less observable and thus have the lowest priority.
|
June 30, 2011
|
||||||||||||||||
Level 1
|
Level 2
|
Level 3
|
Total
|
|||||||||||||
LIABILITIES
|
||||||||||||||||
Warrant liability
|
$ | - | $ | - | $ | 2,247,393 | $ | 2,247,393 |
December 31, 2010
|
||||||||||||||||
Level 1
|
Level 2
|
Level 3
|
Total
|
|||||||||||||
LIABILITIES
|
||||||||||||||||
Warrant liability
|
$ | - | $ | - | $ | 5,248,041 | $ | 5,248,041 |
June 30, 2011
|
||||||||||||||||
Level 1
|
Level 2
|
Level 3
|
Total
|
|||||||||||||
ASSETS
|
||||||||||||||||
Oil and gas properties, net
|
$ | - | $ | - | $ | 25,422 | $ | 25,422 | ||||||||
LIABILITIES
|
||||||||||||||||
Asset retirement obligation
|
$ | - | $ | - | $ | 53,886 | $ | 53,886 |
December 31, 2010
|
||||||||||||||||
Level 1
|
Level 2
|
Level 3
|
Total
|
|||||||||||||
ASSETS
|
||||||||||||||||
Oil and gas properties, net
|
$ | - | $ | - | $ | 26,593 | $ | 26,593 | ||||||||
LIABILITIES
|
||||||||||||||||
Asset retirement obligation
|
$ | - | $ | - | $ | 52,558 | $ | 52,558 |
Series A Warrants
|
Series B Warrants
|
|||||||
Warrants outstanding and exercisable at June 30, 2011
|
6,450,000 | 6,450,000 | ||||||
Exercise price
|
$ | 0.60 | $ | 0.75 | ||||
Black-Scholes option pricing model assumptions:
|
||||||||
Risk-free interest rate
|
0.100 | % | 0.100 | % | ||||
Expected term (in years)
|
0.50 | 0.50 | ||||||
Expected volatility
|
47.12 | % | 47.12 | % | ||||
Dividend per share
|
$ | 0 | $ | 0 | ||||
Expiration date
|
December 31, 2011
|
December 31, 2011
|
Series A
Warrants
|
Series B
Warrants
|
Total
|
||||||||||
Balance as of December 31, 2010
|
$ | 2,744,200 | $ | 2,503,841 | $ | 5,248,041 | ||||||
Change in fair value
|
58,652 | (64,488 | ) | (5,836 | ) | |||||||
Ending balance, March 31, 2011
|
$ | 2,802,852 | $ | 2,439,353 | $ | 5,242,205 | ||||||
Change in fair value
|
(1,367,682 | ) | (1,627,130 | ) | (2,994,812 | ) | ||||||
Ending balance, June 30, 2011
|
$ | 1,435,170 | $ | 812,223 | $ | 2,247,393 |
|
|
Month
|
||||||||||||||
Acquisition
|
Interest
|
Production
|
||||||||||||||
Date
|
Working
|
Net Revenue
|
Started
|
Acreage
|
Formation
|
|||||||||||
Proven Properties:
|
|
|
|
|
||||||||||||
Cooke #6
|
9/1/2008
|
21.75 | % | 16.3125 | % |
Dec-07
|
40 |
Escondido
|
||||||||
Onnie Ray #1
|
9/12/2008
|
20.00 | % | 15.00 | % |
Oct-08
|
80 |
Austin Chalk
|
||||||||
Stahl #1
|
9/12/2008
|
20.00 | % | 15.00 | % |
Oct-08
|
20 |
Austin Chalk
|
||||||||
Pearce #1
|
10/31/2008
|
20.00 | % | 15.00 | % |
Dec-08
|
360 |
Austin Chalk
|
||||||||
Unproven Properties:
|
|
|||||||||||||||
Haile #1
|
9/12/2008
|
20.00 | % | 15.00 | % |
-
|
100 |
Austin Chalk
|
June 30,
|
December 31,
|
|||||||||||
2011
|
2010
|
Change ($)
|
||||||||||
Proven properties
|
$ | 433,522 | $ | 432,089 | $ | 1,433 | ||||||
Unproven properties
|
103,087 | 103,087 | - | |||||||||
536,609 | 535,176 | 1,433 | ||||||||||
Impairment and depletion, depreciation and amortization
|
(511,187 | ) | (508,583 | ) | (2,604 | ) | ||||||
Oil and gas properties, net
|
$ | 25,422 | $ | 26,593 | $ | (1,171 | ) |
Three Months Ended June 30,
|
|
|||||||||||||||
2011
|
2010
|
change
|
% change
|
|||||||||||||
Production:
|
|
|
||||||||||||||
Oil (Bbls)
|
81.7 | 130.0 | (48.3 | ) | (37 | )% | ||||||||||
Gas (Mcf)
|
201.6 | 336.8 | (135.2 | ) | (40 | )% | ||||||||||
Total production (BOE)
|
115.3 | 186.1 | (70.8 | ) | (38 | )% | ||||||||||
Average daily production (BOE)
|
1.3 | 2.1 | (0.8 | ) | (38 | )% | ||||||||||
% oil of production
|
71 | % | 70 | % | 1 | % | 1 | % | ||||||||
Average sales price:
|
||||||||||||||||
Oil (per Bbl)
|
$ | 96.56 | $ | 76.19 | $ | 20.37 | 27 | % | ||||||||
Gas (per Mcf)
|
$ | 10.88 | $ | 7.27 | $ | 3.61 | 50 | % | ||||||||
Total production (per BOE)
|
$ | 87.42 | $ | 66.37 | $ | 21.05 | 32 | % | ||||||||
Oil and gas revenues:
|
||||||||||||||||
Oil revenue
|
$ | 7,886 | $ | 9,904 | $ | (2,018 | ) | (20 | )% | |||||||
Gas revenue
|
$ | 2,194 | $ | 2,449 | $ | (255 | ) | (10 | )% | |||||||
Total
|
$ | 10,080 | $ | 12,353 | $ | (2,273 | ) | (18 | )% | |||||||
Lease operating expenses
|
$ | 5,590 | $ | 4,942 | $ | 648 | 13 | % | ||||||||
Additional per BOE data:
|
||||||||||||||||
Sales price
|
$ | 87.42 | $ | 66.37 | $ | 21.05 | 32 | % | ||||||||
Lease operating expenses
|
$ | 48.48 | $ | 26.55 | $ | 21.93 | 83 | % | ||||||||
Operating Margin per BOE
|
$ | 38.93 | $ | 39.82 | $ | (0.89 | ) | (2 | )% | |||||||
Impairment and DDA
|
$ | 1,301 | $ | 22,132 | $ | (20,831 | ) | (94 | )% | |||||||
Exploration costs
|
$ | 101,935 | $ | - | $ | 101,935 | 100 | % | ||||||||
General and administrative:
|
||||||||||||||||
Management fees
|
$ | 21,000 | $ | 14,496 | $ | 6,504 | 45 | % | ||||||||
Accounting & legal
|
$ | 59,935 | $ | 15,027 | $ | 44,908 | 299 | % | ||||||||
Consulting, travel, and investor relations
|
$ | 51,121 | $ | 10,562 | $ | 40,559 | 384 | % | ||||||||
Total
|
$ | 132,056 | $ | 40,085 | $ | 91,971 | 229 | % | ||||||||
Change in fair value of warrant liability
|
$ | 2,994,812 | $ | 1,938,524 | $ | 1,056,288 | 54 | % |
Six Months Ended June 30,
|
||||||||||||||||
2011
|
2010
|
change
|
% change
|
|||||||||||||
Production:
|
|
|
|
|||||||||||||
Oil (Bbls)
|
147.8 | 256.4 | (108.6 | ) | (42 | )% | ||||||||||
Gas (Mcf)
|
443.3 | 674.1 | (230.8 | ) | (34 | )% | ||||||||||
Total production (BOE)
|
221.7 | 368.7 | (147.0 | ) | (40 | )% | ||||||||||
Average daily production (BOE)
|
2.5 | 2.0 | 0.5 | 24 | % | |||||||||||
% oil of production
|
67 | % | 70 | % | (3 | )% | (4 | )% | ||||||||
Average sales price:
|
||||||||||||||||
Oil (per Bbl)
|
$ | 91.04 | $ | 73.49 | $ | 17.55 | 24 | % | ||||||||
Gas (per Mcf)
|
$ | 9.61 | $ | 7.78 | $ | 1.83 | 24 | % | ||||||||
Total production (per BOE)
|
$ | 79.90 | $ | 65.33 | $ | 14.57 | 22 | % | ||||||||
Oil and gas revenues:
|
||||||||||||||||
Oil revenue
|
$ | 13,453 | $ | 18,840 | $ | (5,387 | ) | (29 | )% | |||||||
Gas revenue
|
$ | 4,260 | $ | 5,247 | $ | (987 | ) | (19 | )% | |||||||
Total
|
$ | 17,713 | $ | 24,087 | $ | (6,374 | ) | (26 | )% | |||||||
Lease operating expenses
|
$ | 10,761 | $ | 11,639 | $ | (878 | ) | (8 | )% | |||||||
Additional per BOE data:
|
||||||||||||||||
Sales price
|
$ | 79.90 | $ | 65.33 | $ | 14.57 | 22 | % | ||||||||
Lease operating expenses
|
$ | 48.54 | $ | 31.57 | $ | 16.97 | 54 | % | ||||||||
Operating Margin per BOE
|
$ | 31.35 | $ | 33.76 | $ | (2.41 | ) | (7 | )% | |||||||
Impairment and DDA
|
$ | 2,604 | $ | 40,883 | $ | (38,279 | ) | (94 | )% | |||||||
Exploration costs
|
$ | 101,935 | $ | - | 101,935 | 100 | % | |||||||||
General and administrative:
|
||||||||||||||||
Management fees
|
$ | 42,000 | $ | 28,992 | $ | 13,008 | 45 | % | ||||||||
Accounting & legal
|
$ | 132,985 | $ | 73,078 | $ | 59,907 | 82 | % | ||||||||
Consulting, travel, and investor relations
|
$ | 105,142 | $ | 29,446 | $ | 75,696 | 257 | % | ||||||||
Total
|
$ | 280,127 | $ | 131,516 | $ | 148,611 | 113 | % | ||||||||
Change in fair value of warrant liability
|
$ | 3,000,648 | $ | 15,600 | $ | 2,985,048 | 19135 | % |
|
·
|
interruptions caused by adverse weather conditions; and
|
|
·
|
unforeseen limited sources of supplies resulting in shortages of materials, equipment and availability of experienced manpower.
|
Exhibit No.
|
Description of Exhibit
|
|
3.1
|
Articles of incorporation (exhibit 3.1). S-8 filing dated October 3, 2003.
|
|
3.2
|
Bylaws (exhibit 3.2). S-8 filing dated October 3, 2003.
|
|
10.1
|
Subscription Agreement (exhibit 10.1), Series A Warrant Agreement (exhibit 10.2), Series B Warrant Agreement (exhibit 10.2), Registration Rights Agreement (exhibit 10.4) for 6,450,000 unit private placement on July 28, 2008. 8-K filing dated August 1, 2008.
|
|
10.2
|
Participation Agreement dated September 9, 2008 with respect to the Stahl #1 Well located Fayette County, Texas. 8-K filing dated October 24, 2008.
|
10.3
|
Participation Agreement dated September 9, 2008 with respect to the Onnie Ray #1 Well located Lee County, Texas. 8-K filing dated October 24, 2008.
|
|
10.4
|
Participation Agreement dated September 9, 2008 with respect to the Haile #1 Well located Frio County, Texas. 8-K filing dated October 24, 2008.
|
|
10.5
|
2001 Incentive Stock Option Plan (exhibit 99.1). S-8 filing dated October 3, 2003.
|
|
10.6
|
Purchase and Sale Agreement for the acquisition of the Fostung Tungsten Property. 8-K filing dated May 7, 2011.
|
|
14.1
|
Code of Ethics. 10-K filing dated April 14, 2009.
|
|
31.1*
|
Certification of the Chief Executive Officer pursuant to Rule 13a-14(a).*
|
|
32.1*
|
Certification by the Chief Executive Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
|
Janus Resources, Inc.
|
||
(Registrant)
|
||
Date
|
Signature
|
Title
|
August 12, 2011
|
/s/ Antonino Cacace
|
President, Chief Executive Officer,
|
Antonino Cacace
|
Chief Financial Officer and Director
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Janus Resources, 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.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) ) 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 our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us 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 our 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 our 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
|
|
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.
|
The registrant's other certifying officer(s) and I have disclosed, based on our 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
|
|
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: August 12, 2011
|
By:
|
/s/ Antonino Cacace
|
Antonino Cacace
President, Chief Executive Officer, Chief Financial Officer
and Director
|
JANUS RESOURCES, INC.
|
||
Date: August 12, 2011
|
By:
|
/s/ Antonino Cacace
|
Antonino Cacace
President, Chief Executive Officer, Chief Financial Officer and Director
|
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
|
Jun. 30, 2011
|
Dec. 31, 2010
|
---|---|---|
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, Authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares Issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, Authorized | 200,000,000 | 200,000,000 |
Common stock, shares Issued | 63,075,122 | 63,075,122 |
Common stock, shares outstanding | 63,075,122 | 63,075,122 |
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)
|
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2011
|
Jun. 30, 2010
|
Jun. 30, 2011
|
Jun. 30, 2010
|
|
Revenue | Â | Â | Â | Â |
Oil and gas sales | $ 10,080 | $ 12,353 | $ 17,713 | $ 24,087 |
Expenses | Â | Â | Â | Â |
Lease operating expenses | 5,590 | 4,942 | 10,761 | 11,639 |
Exploration costs | 101,935 | Â | 101,935 | Â |
General and administrative expenses | 132,056 | 40,085 | 280,127 | 131,516 |
Impairment and depreciation | 1,301 | 22,132 | 2,604 | 40,883 |
Total operating expenses | 240,882 | 67,159 | 395,427 | 184,038 |
Operating Loss | (230,802) | (54,806) | (377,714) | (159,951) |
Other income / (expense) | Â | Â | Â | Â |
Change in fair value of warrant liability | 2,994,812 | 1,938,524 | 3,000,648 | 15,600 |
Nonoperating Income (Expense), Total | 2,994,812 | 1,938,524 | 3,000,648 | 15,600 |
Net income (loss) attributable to common stockholders | $ 2,764,010 | $ 1,883,718 | $ 2,622,934 | $ (144,351) |
Earnings per share - basic | Â | Â | Â | Â |
Income (loss) per common share | $ 0.04 | $ 0.03 | $ 0.04 | $ 0.00 |
Weighted average shares outstanding | 63,075,122 | 63,075,122 | 63,075,122 | 63,075,122 |
Earnings per share - diluted | Â | Â | Â | Â |
Income (loss) per common share | $ 0.04 | $ 0.03 | $ 0.04 | $ 0.00 |
Weighted average shares and dilutive potential common shares outstanding | 65,669,420 | 63,075,122 | 64,447,506 | 63,075,122 |
Document and Entity Information
|
6 Months Ended | |
---|---|---|
Jun. 30, 2011
|
Aug. 05, 2011
|
|
Document Information [Line Items] | Â | Â |
Document Type | 10-Q | Â |
Amendment Flag | false | Â |
Document Period End Date | Jun. 30, 2011 | |
Document Fiscal Year Focus | 2011 | Â |
Document Fiscal Period Focus | Q2 | Â |
Trading Symbol | JANI | Â |
Entity Registrant Name | JANUS RESOURCES, INC. | Â |
Entity Central Index Key | 0001016708 | Â |
Current Fiscal Year End Date | --12-31 | Â |
Entity Filer Category | Smaller Reporting Company | Â |
Entity Common Stock, Shares Outstanding | Â | 63,075,122 |
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Fair Value Measurement
|
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Jun. 30, 2011
|
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Fair Value Measurement |
Note 6. Fair Value Measurement
Fair
value is defined within the accounting rules as the price that
would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the
measurement date. The rules established a fair value hierarchy that
prioritizes the inputs to valuation techniques used to measure fair
value. As presented in the tables below, this hierarchy consists of
three broad levels:
Assets and Liabilities Measured at Fair Value on a Recurring
Basis
Certain
assets and liabilities are reported at fair value on a recurring
basis in the Company’s Balance Sheet. The following methods
and assumptions were used to estimate the fair values:
Warrant Liability. Warrant liability derivatives are valued
at each quarter-end using the Black-Scholes option pricing model
and are affected by changes in inputs to that model including the
Company’s stock price, expected stock price volatility, the
contractual term, and the risk-free interest rate. These
unobservable inputs reflect the Company’s own assumptions
that market participants would use in pricing the liability. Given
the unobservable nature of the inputs, the measurement of fair
value is deemed to use Level 3 inputs. The changes in value are
recognized as other income (expense) in the statements of
operations. A reconciliation of the beginning and ending balances
and changes in the warrant liability is included in Note
7.
The
following table presents the Company’s financial liabilities,
which were accounted for at fair value on a recurring basis as of
June 30, 2011, by level within the fair value
hierarchy.
The
following table presents the Company’s financial liabilities,
which were accounted for at fair value on a recurring basis as of
December 31, 2010, by level within the fair value
hierarchy:
Assets and Liabilities Measured at Fair Value on a Nonrecurring
Basis
Certain
assets and liabilities are reported at fair value on a nonrecurring
basis in the Company’s Balance Sheet. The following methods
and assumptions were used to estimate the fair values:
Oil and Gas Properties. Oil and gas properties which are not
being amortized are assessed quarterly, on a property-by-property
basis, to determine whether they are recorded at the lower of cost
or fair market value. In determining whether such costs should be
impaired, the Company evaluates historical experience, current
drilling results, lease expiration dates, current oil and gas
industry conditions, international economic conditions, capital
availability, and available geological and geophysical information.
Given the unobservable nature of the inputs, the measurement of
fair value is deemed to use Level 3 inputs. The impairment is
included in operating costs. See Note 4 for a summary of changes in
capitalized costs of oil and gas properties.
Asset Retirement Obligation. The Company estimates asset
retirement obligations pursuant to the provisions of FASB ASC Topic
410, “ Asset Retirement and
Environmental Obligations .” The income valuation
technique is utilized by the Company to determine the fair value of
the liability at the point of inception by taking into account 1)
the cost of abandoning oil and gas wells, which is based on the
Company’s historical experience for similar work, or
estimates from independent third-parties; 2) the economic lives of
its properties, which is based on estimates by management; 3) the
inflation rate; and 4) the credit adjusted risk-free rate, which
takes into account the Company’s credit risk and the time
value of money. Given the unobservable nature of the inputs, the
initial measurement of the asset retirement obligation liability is
deemed to use Level 3 inputs. See Note 4 for a summary of changes
in the Company’s ARO liability.
The
following table presents the Company’s financial assets and
liabilities, which were accounted for at fair value on a
non-recurring basis as of June 30, 2011, by level within the fair
value hierarchy.
The
following table presents the Company’s financial assets and
liabilities, which were accounted for at fair value on a
non-recurring basis as of December 31, 2010, by level within the
fair value hierarchy.
|
Accounting Policies
|
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2011
|
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Accounting Policies |
Note 2. Accounting Policies
Basis of Presentation and Principles of Accounting
The
accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-Q and do
not include all information and disclosures required by generally
accepted accounting principles (“GAAP”) in the United
States (“U.S.”), and pursuant to the rules and
regulations of the Securities and Exchange Commission (the
“SEC”). Therefore, this information should
be read in conjunction with Janus Resources, Inc. financial
statements and notes contained in its 2010 Annual Report on Form
10-K. The information furnished herein reflects all
adjustment that are, in the opinion of management, necessary for
the fair statement of the results for the interim periods
reported. All such adjustments are, in the opinion of
management, of a normal recurring nature. Operating
results for the six month period ended June 30, 2011, are not
necessarily indicative of the results that may be expected for the
year ending December 31, 2011.
In
preparing the accompanying consolidated financial statements, the
Company has evaluated information about subsequent events that
became available to them through the date the financial statements
were issued. This information relates to events, transactions or
changes in circumstances that would require us to adjust the
amounts reported in the financial statements or to disclose
information about those events, transactions or changes in
circumstances.
Principles of Consolidation
The
consolidated financial statements include the accounts of the
Company and its wholly-owned subsidiary, Fostung Resources, Ltd
(“Fostung”). Collectively, they are referred
to herein as “the Company”. Significant inter-company
accounts and transactions have been eliminated. Fostung
Resources, Ltd. was incorporated on May 10, 2011 in Ontario,
Canada.
The
Company accounts for its undivided interest in oil and gas
properties using the proportionate consolidation method, whereby
its share of assets, liabilities, revenues and expenses are
included in its financial statements.
Applicable Accounting Guidance
Any
reference in these notes to applicable accounting guidance is meant
to refer to the authoritative non-governmental United States GAAP
as found in the Financial Accounting Standards Board's ("FASB")
Accounting Standards Codification ("ASC").
Accounting Estimates
The
preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and the reported
amounts of revenues and expenses during the reporting period.
Management’s judgments and estimates in these areas are based
on information available from both internal and external sources,
including engineers, geologists, consultants and historical
experience in similar matters. The more significant reporting areas
impacted by management’s judgments and estimates are accruals
related to oil and gas sales and expenses; estimates used in the
impairment of oil and gas properties; and the estimated future
timing and cost of asset retirement obligations.
Actual
results could differ from the estimates as additional information
becomes known. The carrying values of oil and gas properties are
particularly susceptible to change in the near term. Changes in the
future estimated oil and gas reserves or the estimated future cash
flows attributable to the reserves that are utilized for impairment
analysis could have a significant impact on the future results of
operations.
Full Cost Method of Accounting for Oil and Gas
Properties
The
Company has elected to utilize the full cost method of accounting
for its oil and gas activities. In accordance with the full cost
method of accounting, all costs associated with acquisition,
exploration, and development of oil and gas reserves, including
directly related overhead costs and related asset retirement costs,
are capitalized.
All
capitalized costs of oil and gas properties, including the
estimated future costs to develop proved reserves, are amortized on
the unit-of-production method using estimates of proved reserves
once proved reserves are determined to exist. The Company has not
yet obtained reserve reports. Management is assessing production
data to determine the feasibility of obtaining reserves studies. At
June 30, 2011, there were no capitalized costs subject to
amortization.
Oil
and gas properties without estimated proved reserves are not
amortized until proved reserves associated with the properties can
be determined or until impairment occurs. As a result of
management’s impairment analysis, the Company recorded an
impairment loss of $2,604 and $40,883 during the six month periods
ended June 30, 2011 and 2010, respectively. The impairment is
similar to amortization and therefore is not added to the costs of
properties being amortized. See “Note 6. Fair Value
Measurement” for further information.
Sales
of oil and gas properties are accounted for as adjustments of
capitalized costs with no gain or loss recognized, unless such
adjustments would significantly alter the relationship between
capitalized costs and proved reserves of oil and gas, in which case
the gain or loss is recognized in income. The Company has not sold
any oil and gas properties.
Full Cost Ceiling Test
At
the end of each quarterly reporting period, the unamortized costs
of oil and gas properties are subject to a “ceiling
test” which basically limits capitalized costs to the sum of
the estimated future net revenues from proved reserves, discounted
at 10% per annum to present value, based on current economic and
operating conditions, adjusted for related income tax
effects.
Asset Retirement Obligation
The
Company accounts for its future asset retirement obligations by
recording the fair value of the liability during the period in
which it was incurred. The associated asset retirement costs are
capitalized as part of the carrying amount of the long-lived asset.
The increase in carrying value of a property associated with the
capitalization of an asset retirement obligation is included in
proven oil and gas properties in the balance sheets. The
Company’s asset retirement obligation consists of costs
related to the plugging of wells, removal of facilities and
equipment and site restoration on its oil and gas properties. The
asset retirement liability is allocated to operating expense using
a systematic and rational method. Asset retirement obligations
amounted to $53,886 and $52,558 at June 30, 2011 and December 31,
2010, respectively.
Mineral Properties and Explorations Costs
The
Company accounts for its mineral properties on a cost basis whereby
all direct costs, net of pre-production revenue, relative to the
acquisition of the properties are capitalized. All sales
received are first credited against the costs of the related
property, with any excess credited to earnings. Once commercial
production has commenced, the net costs of the applicable property
will be charged to operations using the unit-of-production method
based on estimated proven and probable recoverable reserves. The
net costs related to abandoned properties are charged to
operations.
Exploration
costs are charged to operations as incurred until such time that
proven reserves are discovered. From that time forward, the Company
will capitalize all costs to the extent that future cash flow from
mineral reserves equals or exceeds the costs deferred. The deferred
costs will be amortized over the recoverable reserves when a
property reaches commercial production.
The
Company reviews the carrying values of its mineral properties on a
regular basis by reference to the project economics including the
timing of the exploration and/or development work, the work
programs and the exploration results experienced by the Company and
others. The review of the carrying value of any producing property
will be made by reference to the estimated future operating results
and net cash flows. When the carrying value of a property exceeds
its estimated net recoverable amount, provision is made for the
decline in value.
The
recoverability of the amounts recorded for mineral properties is
dependent on the confirmation of economically recoverable reserves,
confirmation of the Company’s interest in the underlying
mineral claims, the ability of the Company to obtain the necessary
financing to successfully complete their development and the
attainment of future profitable operations or proceeds from
disposition.
Estimated
costs related to site restoration programs during the commercial
development stage of the property are accrued over the life of the
project.
Warrant Liability Derivative
The
Company evaluates financial instruments for freestanding or
embedded derivatives. As part of the July 2008 financing, the
Company issued warrants that did not meet the specific conditions
for equity classification. The Company is required to classify the
fair value of the warrants issued as a liability, with subsequent
changes in fair value recorded as income (loss). The fair value of
the warrants will continue to be classified as a liability until
the warrants are exercised, expire or are amended in a way that
would no longer require classification as a liability.
Oil and Gas Revenues
The
Company recognizes oil and gas revenues when oil and gas production
is sold to a purchaser at a fixed or determinable price, when
delivery has occurred and title has transferred, and if
collectability of the revenue is probable. Delivery occurs and
title is transferred when production has been delivered to a
purchaser’s pipeline or truck. As a result of the numerous
requirements necessary to gather information from purchasers or
various measurement locations, calculate volumes produced, perform
field and wellhead allocations, distribute and disburse funds to
various working interest partners and royalty owners, the
collection of revenues from oil and gas production may take up to
45 days following the month of production. Therefore, the Company
may make accruals for revenues and accounts receivable based on
estimates of its share of production. Since the settlement process
may take 30 to 60 days following the month of actual production,
its financial results may include estimates of production and
revenues for the related time period. The Company will record any
differences between the actual amounts ultimately received and the
original estimates in the period they become
finalized.
Comprehensive income
The
Company displays comprehensive income (loss) and its components as
part of the consolidated statements of stockholders’
equity. Comprehensive income (loss) is as follows for
the three and six months ended June 30, 2011 and 2010:
Accumulated
other comprehensive income consists entirely of foreign currency
translation adjustments at June 30, 2011 and December 31,
2010.
Earnings (Loss) Per Share
The
computation of basic net income (loss) per common share is based on
the weighted average number of shares that were outstanding during
the year. The computation of diluted net income (loss) per common
share is based on the weighted average number of shares used in the
basic net income (loss) per share calculation plus the number of
common shares that would be issued assuming the exercise of all
potentially dilutive common shares outstanding using the treasury
stock method for shares subject to stock options and warrants. See
“Note 3. Earnings (Loss) Per Share” for further
discussion.
Related Party Transactions
A
related party is generally defined as (i) any person who holds 10%
or more of the Company’s securities and their immediate
families, (ii) the Company’s management, (iii) someone who
directly or indirectly controls, is controlled by or is under
common control with the Company, or (iv) anyone who can
significantly influence the financial and operating decisions of
the Company. A transaction is considered to be a related party
transaction when there is a transfer of resources or obligations
between related parties. See “Note 9. Related Party
Transactions” for further discussion.
Concentration of Risk
Financial
instruments that subject the Company to concentrations of credit
risk consist primarily of cash and cash equivalents, and accounts
receivable. The Company occasionally has cash deposits in excess of
federally insured limits. The Company has not experienced any
losses related to these balances, and management believes its
credit risk to be minimal. Accounts receivable are with the
operators of the oil wells in which the Company participates. Given
the close working relationship between the operators and the
Company, management believes its credit risk is
minimal.
Fair Values of Financial Instruments
The
Company measures certain financial assets and liabilities at fair
value based on the exchange price that would be received for an
asset or paid to transfer a liability (an exit price) in the
principal or most advantageous market for the asset or liability in
on orderly transaction between market participants. The carrying
amounts of cash and cash equivalents, accounts receivable, and
accounts payable approximate fair value due to the short-term
nature of maturity of the instruments. See Note 6 for further
discussion on fair value of financial instruments.
Recent and Adopted Accounting Pronouncements
From
time to time, new accounting guidance is issued by FASB that the
Company adopts as of the specified effective date. If not
discussed, management believes that the impact of recently issued
standards, which are not yet effective, will not have a material
impact on our financial statements upon adoption.
In
June 2011, the FASB updated its guidance to make the presentation
of comprehensive income more prominent in financial statements. The
updated guidance requires companies to present net income, items of
other comprehensive income and total comprehensive income in one
continuous statement or two separate but consecutive statements.
Presentation in the statement of stockholders’ equity will no
longer be permitted. These updates will become effective for the
Company for interim and annual periods beginning in 2012, with
early adoption permitted. The Company is still in the process of
evaluating the manner in which it will implement this
guidance.
|
Commitments and Contingencies
|
6 Months Ended |
---|---|
Jun. 30, 2011
|
|
Commitments and Contingencies |
Note 8. Commitments and Contingencies
As
part of the acquisition of the Fostung tungsten property, located
in Foster Township, Sudbury Mining Division, Ontario, Canada, the
Company will pay to Breakwater Resources Ltd. (i) a Production
Bonus in the amount of CAD $500,000 within thirty (30) business
days following the commencement of commercial production from the
property and (ii) a 1% Net Smelter Return royalty.
|
Related Party Transactions
|
6 Months Ended |
---|---|
Jun. 30, 2011
|
|
Related Party Transactions |
Note 9. Related Party Transactions
Legal Fees
Legal
fees expensed for the three and six month periods ended June 30,
2011, totaled $18,375 (2010: $1,405) and $34,017 (2010: $10,435),
respectively, were paid or are due to the Company’s attorney,
Mr. Sierchio, who was appointed to the board effective August 26,
2010.
|
Stockholders' Equity
|
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Jun. 30, 2011
|
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Stockholders' Equity |
Note 7. Stockholders’ Equity
On
July 28, 2008, the Company completed a self-directed private
placement of 6,450,000 units at a price of $0.50 per unit or
$3,225,000 in the aggregate. Each unit consists of one share of the
Company’s common stock, one Series A stock purchase warrant
(“Series A warrant”) to purchase one share of common
stock at $0.60 per share for a period of 18 months from the date of
issuance and one Series B stock purchase warrant (“Series B
warrant”) to purchase one share of common stock at $0.75 per
share for a period of 24 months from the date of issuance (refer to
the “Warrants” section below for a discussion of the
extension of the expiration date of the warrants).
In
the event that during the period when the warrants are outstanding,
if the Company issues common stock or common stock equivalents at a
price per share which is less than the warrant exercise price,
$0.60 per share for Series A warrants and $0.75 per share for
Series B warrants, then the exercise price for the warrants shall
be reduced to equal the share price of the new issuance and the
number of warrant shares issuable shall be increased such that the
aggregate exercise price payable shall be equal to the aggregate
exercise price prior to such adjustment according to the Securities
Purchase Agreement (the “Dilutive
Issuance”).
Warrants
Each
of the Company’s warrants outstanding entitles the holder to
purchase one share of the Company’s common stock for each
warrant share held. No warrants were exercised during the six month
periods ended June 30, 2011 and June 30, 2010.
On
August 27, 2010, the Company extended the expiration date of the
6,450,000 Series A warrants and the 6,450,000 Series B warrants to
December 31, 2011. The exercise price of the warrants was not
changed.
The
potential of a Dilutive Issuance to the warrants’ exercise
price and number of underlying shares of common stock may result in
a settlement amount that does not equal the difference between the
fair value of a fixed number of the Company’s common stock
and a fixed exercise price. Accordingly, the warrants are not
considered indexed to the Company’s stock and, therefore, are
accounted for as a derivative pursuant to ASC 815-40 Contracts in an
Entity’s Own Equity which became effective January 1,
2009. Upon the adoption of this guidance, the Company recognized a
one-time decrease to opening accumulated deficit of
$1,624,513.
As
of June 30, 2011, the Company has not sold any shares of common
stock or common stock equivalents that would result in an
adjustment to the exercise price or number of shares of common
stock underlying the warrants outstanding. Additionally, the
Company does not intend to sell any shares of common stock or
common stock equivalents at a price that is below the exercise
price of the warrants, prior to their expiration dates, which would
result in a Dilutive Issuance. Since the Company determined that
the future probability of a Dilutive Issuance is deemed unlikely,
it did not have a material impact on the fair value estimate of the
warrant liability at June 30, 2011 as it relates to the Series A or
Series B Warrants.
At
June 30, 2011, the Company valued the warrant liability using a
Black-Scholes model (Level 3 inputs) containing the following
assumptions:
The
following table is a roll forward of the fair value of the warrant
liability related to the common stock warrants using the
Black-Scholes assumptions as of June 30, 2011 (Level 3
inputs):
As
a result of adjusting the warrant liability to fair value, the
Company recorded a non-cash gain of $1,367,682 and $1,627,130
relating to the Series A and Series B Warrants, respectively, for
the three month period ended June 30, 2011.
|
Earnings (Loss) Per Share (EPS)
|
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2011
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings (Loss) Per Share (EPS) |
Note 3. Earnings (Loss) Per Share (EPS)
There
were no adjustments to net income in calculating diluted net income
per share. The table below reconciles basic weighted
shares outstanding to diluted weighted average shares
outstanding:
|
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MUR+[UI(EFYW9
Oil and Gas Properties
|
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2011
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Oil and Gas Properties |
Note 4. Oil and Gas Properties
The
aggregate amount of capitalized costs relating to crude oil and
natural gas producing activities and the aggregate amount of
related accumulated depreciation, depletion and amortization at
June 30, 2011 and December 31, 2010:
The
Company amortizes all capitalized costs of oil and gas properties
on the unit-of-production method using proved reserves. The Company
has not obtained reserve studies with estimated proved reserves.
Management is assessing production data to determine the
feasibility of obtaining reserves studies. Therefore at June 30,
2011 and December 31, 2010 there were no capitalized costs subject
to amortization.
Unproven
properties costs as of June 30, 2011 and December 31, 2010 are
associated with a development oil well which was completed in
August 2009 and did not produce. Management has impaired the well
to the extent of anticipated salvage value of the
equipment. During January 2011, the operator of this
well presented a two-phase drilling plan to the working interest
owners that required a significant
investment. Management determined to not participate in
the plan due to the required capital investment and the risk of a
dry well. According to the Joint Operating Agreement the
Company is subject to non-consent penalties that include a
relinquishment of its interest in production from the well in favor
of the participating working interest owners until the
participating working interest owners have recovered 400% of the
costs which would have been borne by the Company if it had elected
to participate.
Properties
which are not being amortized are assessed quarterly, on a
property-by-property basis, to determine whether they are recorded
at the lower of cost or fair market value. As a result of this
analysis and lack of reserve studies, the Company recorded an
impairment loss of $2,604 and $40,883 for the six month periods
ended June 30, 2011 and 2010, respectively. The impairment is
similar to amortization and therefore is not added to the cost of
properties being amortized.
Asset Retirement Obligation
The
following table summarizes the activity for the Company’s
asset retirement obligations:
|
Mineral Properties and Exploration Expenses
|
6 Months Ended |
---|---|
Jun. 30, 2011
|
|
Mineral Properties and Exploration Expenses |
Note 5. Mineral Properties and Exploration Expenses
Foster Township, Sudbury Ontario, Canada – Fostung Tungsten
Property
On
June 8, 2011, pursuant to an asset purchase agreement, the Company
paid CAD $500,000 in cash for the acquisition of EMC Metals Corp's.
100% leasehold interest in two mining leases known as the Fostung
tungsten property. The Fostung tungsten property consists of two
contiguous claim blocks of 30 claims totaling 485
hectors. The nine claims covered by Mining Lease 108592
("Lease One") expire on October 31, 2031. The twenty one claims
covered by Mining Lease 105604 ("Lease Two") which originally
expired on March 31, 2011 are in the process of being renewed and
extended three years to 2014 by the Ministry of Northern
Development, Mines and Forestry ("MNDMF"). The Company
has performed the necessary assessment work and applied to the
MNDMF to extend the expiry of Lease Two to October 2032. The
Fostung property is located in Foster Township, Sudbury Mining
Division, Ontario, Canada. It is approximately 8
kilometers southeast of the town of Espanola and 70 kilometers
west-southwest of the town of Sudbury. An excellent all-weather
gravel road extends from Espanola, crossing the property and
providing access to the west bay of Lake Panache.
A
production bonus in the amount of CAD $500,000 is payable to
Breakwater Resources Ltd. by the Company within thirty business
days following the commencement of commercial production from the
property. A 1% net smelter return royalty on the property is also
payable to Breakwater Resources Ltd. by the Company. No capitalized
costs have been amortized as of June 30, 2011. The Company did not
incur any impairment of these capitalized costs through June 30,
2011.
|
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) AND COMPREHENSIVE INCOME (LOSS) (USD $)
|
Total
|
Common Stock
|
Additional paid-in capital
|
Comprehensive income (loss)
|
Accumulated earnings (deficit)
|
Accumulated other comprehensive income (loss)
|
---|---|---|---|---|---|---|
Beginning Balance at Dec. 31, 2010 | $ (3,241,760) | $ 631 | $ 5,462,236 | Â | $ (8,704,627) | Â |
Beginning Balance (in shares) at Dec. 31, 2010 | Â | 63,075,122 | Â | Â | Â | Â |
Comprehensive income: | Â | Â | Â | Â | Â | Â |
Net income | 2,622,934 | Â | Â | 2,622,934 | 2,622,934 | Â |
Foreign currency translation adjustment | (8,010) | Â | Â | (8,010) | Â | (8,010) |
Total comprehensive income | Â | Â | Â | 2,614,924 | Â | Â |
Ending Balance at Jun. 30, 2011 | $ (626,836) | $ 631 | $ 5,462,236 | Â | $ (6,081,693) | $ (8,010) |
Ending Balance (in shares) at Jun. 30, 2011 | Â | 63,075,122 | Â | Â | Â | Â |
Organization and Nature of Operations
|
6 Months Ended |
---|---|
Jun. 30, 2011
|
|
Organization and Nature of Operations |
Note 1. Organization and Nature of Operations
Janus
Resources, Inc. (formerly Entheos Technologies, Inc.) (the
“Company”) is in the business of location, acquisition,
exploration and, if warranted, development of both mineral
exploration properties and oil and gas properties. The
Company pursues oil and gas prospects in partnership with oil and
gas companies with exploration, development and production
expertise. Currently, its interests consist of non-operating,
minority working interests in oil and gas properties. On June 8,
2011, the Company completed the acquisition of the Fostung tungsten
property, located in Foster Township, Sudbury, Ontario,
Canada.
The
Company’s general business strategy is to acquire mineral
properties and oil and gas properties either directly or through
the acquisition of operating entities. Its continued operations and
the recoverability of property costs are dependent upon the
existence of economically recoverable mineral and oil and gas
reserves, the confirmation of its interest in the underlying
properties, its ability to obtain necessary financing to complete
development, and future profitable production.
Incorporated
under the laws of the State of Nevada, the Company has an
authorized capital of 200,000,000 shares of $0.00001 par value
common stock, of which 63,075,122 shares are outstanding and
10,000,000 shares of $0.0001 par value preferred stock, of which
none are outstanding as of June 30, 2011.
Effective
January 5, 2011, the Company changed its name from “Entheos
Technologies, Inc.” to “Janus Resources, Inc.” so
as to more fully reflect the Company’s
operations.
|