FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended (the
"Securities Act") and Section 21E of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). These forward-looking statements are not
historical facts but rather are based on current expectations, estimates and
projections. We may use words such as "anticipate," "expect," "intend," "plan,"
"believe," "foresee," "estimate" and variations of these words and similar
expressions to identify forward-looking statements. These statements are not
guarantees of future performance and are subject to certain risks, uncertainties
and other factors, some of which are beyond our control, are difficult to
predict and could cause actual results to differ materially from those expressed
or forecasted. You should read this report completely and with the understanding
that actual future results may be materially different from what we expect. The
forward-looking statements included in this report are made as of the date of
this report and should be evaluated with consideration of any changes occurring
after the date of this Report. We will not update forward-looking statements
even though our situation may change in the future and we assume no obligation
to update any forward-looking statements, whether as a result of new
information, future events or otherwise.
Our Business
Altair International Corp. ("Altair") is a development stage company that was
incorporated in Nevada on December 20, 2012. The Company is currently in very
preliminary discussions with a number of acquisition targets, each of which we
believe would deliver significant value to our shareholders.
The Company is currently engaged in identifying and assessing new business
opportunities. In this regard, the Company entered into a Mining Lease effective
August 3, 2020 with Oliver Geoservices LLC under which the Company received an
exclusive lease to mine certain unpatented lode mining claims known as the
Walker Ridge located in Elko County, Nevada for a period of five years. The
lease can be extended for an additional twenty years if certain extension
payments are made within the term of the lease. The Company made an initial
payment of $25,000 to secure the lease and is required to make advance royalty
payments to maintain its exclusivity commencing December 1, 2020, starting at
$25,000 and increasing in $25,000 increments each year for the initial five year
term to $100,000 as well as a 3% net smelter fee royalty on all mineral
production from the leased property. The foregoing description of the Agreement
does not purport to be complete and is qualified in its entirety by reference to
the Agreement which was filed as Item 1.01 to a Form 8-K filed on August 14,
2020. On December 1, 2021, an advanced royalty payment of $50,000 and 500,000
common shares were due to OGS per the terms of the lease agreement. To date,
neither the cash nor equity portion of the payment has been made to OGS, and OGS
has not given the Company written notice of default.
About Walker Ridge
Location
The Walker Ridge Property is located in Elko County, Nevada, approximately 40
air miles (64 km) north of Elko. It is reached by driving north approximately 55
miles (88 km) from Elko on highway 225 to the PX ranch near mile marker 55.
Traveling west on the gravel road for 20 miles (32 km) reaches the eastern
boundary of the property. The center of the target area is at a
latitude/longitude of 41 30'38" North and 115 55'48" West. Driving time from
Elko to the property is approximately one hour.
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Walker Ridge Property History
A large area (boundaries uncertain), located between the Jerritt Canyon and Big
Springs properties, including ground covered by the present Walker Ridge
Property claims, was explored by Tenneco (subsequently acquired by Echo Bay).
From 1985-87, Tenneco/Echo Bay conducted geologic mapping, rock chip and soil
geochemistry sampling (3400 samples) and drilled 31 shallow holes (maximum depth
400 ft or 122m), mostly to the southwest of the Walker Ridge Property. There are
no useable maps available from this work, only summary reports. One shallow hole
drilled within the present claim block (Figure 7.3), hole number FC1-87,
intercepted Snow Canyon Fm below McAfee Quartzite at 245 feet (75m). It was
anomalous in gold from there to TD at 300 feet (91m).
Independence Mining Company optioned the same property from Echo Bay between
1988 and 1993, drilling 6 holes totaling 4,920 feet (1,500m), southwest of the
present claims. A deep rotary/core hole reached favorable Carlin-style host
lithologies (Roberts Mountain Formation) at 1,495 feet (456m), or approximately
6,000 feet (1,830m) above mean sea level. There are no maps showing this work
currently available, only summary reports. Echo Bay was absorbed by Kinross
several years ago. It is possible that some of that data may be preserved in the
archives of Kinross.
In 2007 an infill soil sampling program was carried out by Stratos over the
central part of the current claim block to reduce the sample spacing to 200 feet
(60m). The Company optioned the property in 2011. At the direction of the
Company, Walker Ridge Gold Corp staked additional claims in 2011 and 2012. All
claim staking has been paid by the Company and all additional claims have become
a part of the option agreement. The Company has carried out gravity and CSAMT
geophysical surveys in the fall of 2012.
There are no resource estimates, historical or current, and no recorded
production from the property.
Earn-In Agreement
On November 23, 2020, the Company entered into an Earn-In Agreement with
American Lithium Minerals, Inc. ("AMLM") under which we agreed to make total
payments of $75,000 to AMLM in exchange for a 10% undivided interest in 63
unpatented placer mining claims comprised of approximately 1,260 acres, and 3
unpatented lode mining claims in Nevada. This $75,000 obligation has been fully
satisfied by the Company ($30,000 paid 12/8/2020 and $45,000 paid 1/5/2021),
resulting in Altair owning a 10% undivided interest in the claims. The Company
has the option to increase its ownership interest by an additional 50% by a
total payment of $1,300,648 for exploration and development costs as follows:
$100,648 within year one for an additional 10/%, $600,000 in year two for an
additional 20% and $600,000 in year three for an additional 20% ownership
interest. The Earn-In Agreement grants Altair the exclusive right to explore the
properties. In July 2021, the Company undertook a sampling and testing program
on the Stonewall lithium project, which returned results showing anomalous
lithium content. Further sampling and testing will be required to advance the
Stonewall project.
License and Royalty Agreement
On February 10, 2021, the Company entered into a License and Royalty Agreement
(the "License Agreement") with St-Georges Eco-Mining Corp. ("SX") and St-Georges
Metallurgy Corp. ("SXM") under which Altair has received a perpetual,
non-exclusive license from SX of its lithium extraction technology for Altair to
develop its lithium bearing prospects in the United States and SXM's EV battery
recycling technology for which Altair has agreed to act as exclusive master
agent to promote the licensing and deployment of the EV battery recycling
technology in North America. Altair has agreed to provide SX with a net revenue
interest royalty on all metals and minerals extracted (the "Products") and sold
from Altair's mineral interests in the United States and SX has agreed to
provide Altair with a 1% trailer fee on any royalty received by SX from the
licensing of the SX EV battery recycling technology to each licensee of the SX
EV battery recycling technology referred by Altair or Altair's sub-agents.
Altair will pay a royalty of 5% of the net revenue received by Altair for sales
of Products using the lithium extraction technology which decreases to 3% of the
net revenue on all payments in excess of US$8,000,000 of production on an
annualized basis.
Activities of our wholly-owned subsidiary, EV Lithium Solution, Inc. (EVLS)
On March 19, 2021, EVLS acquired a 100% interest in the IP related to a novel,
solid state lithium/graphene battery technology from Cryptosolar Ltd., a Company
domiciled in the United Kingdom. We have, and continue to invest in the research
and development of this technology, and such development is moving forward
rapidly. We are currently in the process of patenting the technology and are
exploring options for commercialization. On July 21, 2021, the Company engaged
Mr. Matthew Kiang to assist in our efforts to commercialize our battery
technology, and on August 6, 2021, the Company filed its first patent
application for this technology, which referenced 20 claims. In December, we
received a non-final rejection of the claims on various grounds, and we our
working with our patent law counsel on a go-forward approach. Our intent is to
refine, amend, and re-file our application. In the interim, development and
refinement of the technology remains ongoing, with our current largest prototype
able to power high-draw outdoor power equipment.
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RESULTS OF OPERATIONS
We have incurred recurring losses to date. Our financial statements have been
prepared assuming that we will continue as a going concern and accordingly do
not include adjustments relating to the recoverability and realization of assets
and classification of liabilities that might be necessary should we be unable to
continue in operation.
We expect we will require additional capital to meet our long term operating
requirements. Management intends to finance operating costs over the next twelve
months with existing cash on hand, loans from third parties andor private
placements of common stock. No assurance can be given that such funds will be
available.
Results of operations for the three months ended December 31, 2021 compared to
the three months ended December 31, 2020.
Revenues
The Company has not recognized any revenue to date.
Operating Expenses
Mining and exploration expense for the three months ended December 31, 2021 was
$32,797 compared to $22,875 for the three months ended December 31, 2020, and
increase of $9,922 or 43.4%. The Company's mining and exploration expense has
increased in the current period as it pursues its new mining activities.
Consulting expense for the three months ended December 31, 2021 was $10,000
compared to $0 for the three months ended December 31, 2020. In addition to
$6,000 of consulting expense, in the current period we also granted 50,000
shares of common stock for total non-cash consulting expense of approximately
$3,000.
Compensation expense - related party, for the three months ended December 31,
2021 was $12,000 compared to $14,000 for the three months ended December 31,
2020. The Company incurs compensation expense for its CEO.
Director fees for the three months ended December 31, 2021 was $7,500 compared
to $0 for the three months ended December 31, 2020.
General and administrative expense for the three months ended December 31, 2021
was $37,822 compared to $1,890,280 for the three months ended December 31, 2020.
In the current period we incurred professional fees of $12,000, state fees of
$3,375 and other outside services of $18,374. In the prior period we issued
stock and warrants for services for total non-cash expense of $1,863,000.
Other Expense
Total other expense for the three months ended December 31, 2021, was $302,756,
consisting of $289,909 of interest expense, which includes $278,732 of debt
discount amortization, a loss on the change in the fair value of derivative of
$7,520 and a loss on the issuance of convertible debt of $5,328. For the three
months ended December 31, 2020, we had total other expense of $367,672,
consisting of $2,708 of interest expense and a loss on the issuance of
convertible debt of $364,964.
Net Loss
Net loss for the three months ended December 31, 2021 was $402,875, in
comparison to a net loss of $2,294,827 for the three months ended December 31,
2020. The large decrease to our net loss is largely attributed to our non-cash
stock-based compensation expense we incurred in the prior period.
Results of operations for the nine months ended December 31, 2021 compared to
the nine months ended December 31, 2020.
Revenues
The Company has not recognized any revenue to date.
Operating Expenses
Mining and exploration expense for the nine months ended December 31, 2021 was
$364,327 compared to $79,001 for the nine months ended December 31, 2020, and
increase of $285,326 or 361.2%. The Company's mining and exploration expense has
increased in the current period as it pursues its new mining activities.
Consulting expense for the nine months ended December 31, 2021 was $1,302,862
compared to $0 for the nine months ended December 31, 2020. In the current
period we granted 13,950,000 shares of common stock for total non-cash
consulting expense of approximately $1,243,000.
Compensation expense - related party for the nine months ended December 31, 2021
was $36,000 compared to $14,000 for the nine months ended December 31, 2020. The
Company incurs compensation expense for its CEO.
Director fees for the nine months ended December 31, 2021 was $22,500 compared
to $0 for the nine months ended December 31, 2020.
General and administrative expense for the nine months ended December 31, 2021
was $162,734 compared to $1,971,210 for the nine months ended December 31, 2020.
In the current period we incurred professional fees of $60,000, OTC and state
fees of $18,3755 and other outside services of $49,374. In the prior period we
issued stock and warrants for services for total non-cash expense of $1,863,000.
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Other Expense
Total other expense for the nine months ended December 31, 2021, was $327,913,
consisting of $520,571 of interest expense, which includes $489,689 of debt
discount amortization, a gain on the change in the fair value of derivative of
$442,646, a loss on the issuance of convertible debt of $215,611, a loss on the
settlement of debt of $5,647, and impairment expense of $32,000. For the nine
months ended December 31, 2020, we had total other expense of $373,248,
consisting of $5,247 of interest expense and a loss on the issuance of
convertible debt of $368,001.
Net Loss
Net loss for the nine months ended December 31, 2021 was $2,216,336, in
comparison to a net loss of $2,437,459 for the nine months ended December 31,
2020. A decrease of $419,752. A majority of our expense in both periods and the
decrease in net loss is due to our stock compensation expense.
Liquidity and Capital Resources
Cash flow used in Operating Activities.
We have not generated positive cash flows from operating activities. During the
nine months ended December 31, 2021, the Company used $355,640 of cash for
operating activities compared to $109,361 of cash for operating activities in
the prior period.
Cash flow from Financing Activities
We have financed our operations primarily from either advancements or the
issuance of equity and debt instruments. During the nine months ended December
31, 2021 the Company received $542,500 of cash from financing activities offset
by payments of $300,000 to settle loans payable. In the prior period we received
$359,490 of cash from financing activities offset by payments of $20,000 to
settle loans payable.
Going Concern
We have not attained profitable operations and are dependent upon obtaining
financing to pursue any extensive acquisitions and activities. For these
reasons, our auditors stated in their report on our audited financial statements
that they have substantial doubt that we will be able to continue as a going
concern without further financing. The financial statements have been prepared
"assuming that we will continue as a going concern," which contemplates that we
will realize our assets and satisfy our liabilities and commitments in the
ordinary course of business.
Off-Balance Sheet Arrangements
We have no significant off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that are material to
stockholders.
Future Financings
We will continue to rely on equity sales of our common shares or debt financing
arrangements in order to continue to fund our business operations. Issuances of
additional shares will result in dilution to existing stockholders. There is no
assurance that we will achieve any additional sales of the equity securities or
arrange for debt or other financing to fund our operations and other activities.
Critical Accounting Policies
Our financial statements and accompanying notes have been prepared in accordance
with United States generally accepted accounting principles applied on a
consistent basis. The preparation of financial statements in conformity with
U.S. generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities, 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 periods.
We regularly evaluate the accounting policies and estimates that we use to
prepare our financial statements. A complete summary of these policies is
included in the notes to our financial statements. In general, management's
estimates are based on historical experience, on information from third party
professionals, and on various other assumptions that are believed to be
reasonable under the facts and circumstances. Actual results could differ from
those estimates made by management.
Contractual Obligations
We are a smaller reporting company as defined by Rule 12b-2 of the Securities
Exchange Act of 1934 and are not required to provide the information under this
item.
Recently Issued Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in
effect. These pronouncements did not have any material impact on the financial
statements unless otherwise disclosed, and the Company does not believe that
there are any other new accounting pronouncements that have been issued that
might have a material impact on its financial position or results of operations.
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ALTAIR INTERNATIONAL CORP. 
