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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________


FORM 10-Q/A

Amendment #2

____________


[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended: April 30, 2014


[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934


For the transition period from: ______ to _______


Commission File Number: 000-54390


CINDISUE MINING CORP.

(Name of small business issuer in its charter)


Delaware

 

27-1662466

(State of incorporation)

 

(I.R.S. Employer Identification No.)


11255 Tierrasanta Blvd., Unit 78

San Diego, CA 92124

(Address of principal executive offices)


(858) 278-1166

 (Registrant’s telephone number)


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  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 [X]


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer

[   ]

Accelerated filer

[   ]

Non-accelerated filer

[   ]  (Do not check if a smaller reporting company)

Smaller reporting company

[X]


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


As of July 9, 2014, there were 9,520,000 shares of the registrant’s $0.0001 par value common stock issued and outstanding.




CINDISUE MINING CORP.*


TABLE OF CONTENTS

 

Page

PART I. FINANCIAL INFORMATION

 

ITEM 1.

FINANCIAL STATEMENTS

3

 

 

 

ITEM 2.

  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

12

 

 

 

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

14

 

 

 

ITEM 4.

CONTROLS AND PROCEDURES    

15

 

 

 

 

 

PART II. OTHER INFORMATION

 

 

 

ITEM 1.

LEGAL PROCEEDINGS

15

 

 

 

ITEM 1A.

RISK FACTORS

15

 

 

 

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

15

 

 

 

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

15

 

 

 

ITEM 4.

MINE SAFETY DISCLOSURES

16

 

 

 

ITEM 5.

OTHER INFORMATION

16

 

 

 

ITEM 6.

EXHIBITS

16



Special Note Regarding Forward-Looking Statements


Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Cindisue Mining Corp. (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.


*Please note that throughout this Quarterly Report, and unless otherwise noted, the words "we,"”CDMC,” "our," "us," the "Company," refers to Cindisue Mining Corp.



2



PART I - FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS





CINDISUE MINING CORP.

(An Exploration State Company)


Financial Statements


(Expressed in US dollars)


April 30, 2014 (unaudited)





Financial Statement Index



Balance Sheets (unaudited)

4


Statements of Operations (unaudited)

5


Statements of Cash Flows (unaudited)

6


Notes to Financial Statements (unaudited)

7




3




Cindisue Mining Corp.

(An Exploration Stage Company)

Balance Sheets

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

As of

 

As of

 

 

 

April 30,

 

January 31,

 

 

 

2014

 

2014

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

      Cash

$

135

$

155

 

      Stock Receivable

 

14,000

 

-

 

 

 

 

 

 

 

Total Current Assets

 

14,135

 

155

 

 

 

 

 

 

 

      TOTAL ASSETS

$

14,135

$

155

 

 

 

 

 

 

LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Accounts payable

$

8,891 

$

8,061 

 

Advances from officers

 

34,944 

 

34,944 

 

Notes payable

 

 

 

 

 

 

 

 

 

Total Current Liabilities

 

43,835 

 

43,005 

 

 

 

 

 

 

 

Total Liabilities

 

43,835 

 

43,005 

 

 

 

 

 

 

 

Stockholders' Equity (Deficit)

 

 

 

 

 

Common stock, ($0.0001 par value, 100,000,000 shares

 

 

 

 

 

  authorized; 9,520,000 and 9,240,000 shares issued and outstanding

 

 

 

 

  as of April 30, 2014 and January 31, 2014 respectively

 

952 

 

924 

 

Additional paid-in capital

 

95,048 

 

81,076 

 

Deficit accumulated during exploration stage

 

(125,700)

 

(124,850)

 

 

 

 

 

 

 

Total Stockholders' Equity (Deficit)

 

(29,700)

 

(42,850)

 

 

 

 

 

 

 

       TOTAL LIABILITIES &

 

 

 

 

 

             STOCKHOLDERS' EQUITY (DEFICIT)

$

14,135 

$

155 

 

 

 

 

 

 

The accompanying notes to the financial statements are an integral part of these statements.



4




Cindisue Mining Corp.

(An Exploration Stage Company)

Statements of Operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

January 8, 2010

 

 

 

 

Three Months

 

Three Months

 

 (inception)  

 

 

 

 

Ended

 

Ended

 

 through

 

 

 

 

April 30,

 

April 30,

 

April 30,

 

 

 

 

2014

 

2013

 

2014

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

$

$

$

 

 

 

 

 

 

 

 

 

 

Total Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

General & Administrative Expenses

 

 

 

 

 

 

 

 

Administrative expenses

 

250 

 

2,526 

 

44,282 

 

 

Professional fees

 

600 

 

4,000 

 

73,247 

 

 

Exploration costs

 

 

 

13,500 

 

 

 

 

 

 

 

 

 

 

Total General & Administrative Expenses

 

850 

 

6,526 

 

131,029 

 

 

 

 

 

 

 

 

 

 

Loss from Operation

 

(850)

 

(6,526)

 

(131,029)

 

 

 

 

 

 

 

 

 

 

Other Income (Expense)

 

 

 

 

 

 

 

 

Interest (expense)

 

 

 

(320)

 

 

Other comprehensive income/(loss)

 

 

 

29 

 

 

Debt Forgiveness

 

 

 

5,620 

 

 

 

 

 

 

 

 

 

 

Total Other Income (Expense)

 

 

 

5,329 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)

$

(850)

$

(6,526)

$

(125,700)

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

$

(0.00)

$

(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of

 

 

 

 

 

 

 

  common shares outstanding

 

9,501,124 

 

8,996,404 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes to the financial statements are an integral part of these statements.



5




Cindisue Mining Corp.

(An Exploration Stage Company)

Statements of Cash Flows  

 

 

 

 

 

 

 

 

 

 

 

 

 

Three

Months

 

Three

Months

 

January 8,

2010

 

 

 

Ended

 

Ended

 

 (inception)  

 

 

 

Ended

 

Ended

 

 through

 

 

 

April 30,

 

April 30,

 

April 30,

 

 

 

2014

 

2013

 

2014

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

 

    Net income (loss)

$

(850)

$

(6,526)

$

(125,700)

 

    Adjustments to reconcile net loss to net cash

 

 

 

 

 

 

 

       provided by (used in) operating activities:

 

 

 

 

 

 

 

       Common stock issued for service

 

 

 

5,000 

 

       Debt Forgiveness

 

 

 

(5,620)

 

    Changes in operating assets and liabilities:

 

 

 

 

 

 

 

    Decrease (Increase) in prepaid expense

 

 

 

 

    Increase in accounts payable

 

830 

 

264 

 

8,891 

 

    Increase in accrued interest

 

 

(5,379)

 

320 

 

 

 

 

 

 

 

 

 

     Net cash provided by (used in) operating activities

 

(20)

 

(11,641)

 

(117,109)

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     Net cash provided by (used in) investing activities

 

 

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Advance (payment) from officers

 

 

 

34,944 

 

     Proceed  from notes payable

 

 

 

 

6,500 

 

     Payment to notes payable

 

 

 

(1,200)

 

     Issuance of common stock

 

 

12,000 

 

77,000 

 

 

 

 

 

 

 

 

 

     Net cash provided by (used in) financing activities

 

 

12,000 

 

117,244 

 

 

 

 

 

 

 

 

 

    Net increase (decrease) in cash

 

(20)

 

359 

 

135 

 

 

 

 

 

 

 

 

 

    Cash at beginning of year

 

155 

 

814 

 

 

 

 

 

 

 

 

 

 

    Cash at end of year

$

135 

$

1,173 

$

135 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid during period for:

 

 

 

 

 

 

 

     Interest

$

-

$

-

$

-

 

     Income Taxes

$

-

$

-

$

-

 

 

 

 

 

 

 

 

 

Significant non-cash and investing activities:

 

 

 

 

 

 

 

     Increase Stock receivable due to stock issuance

$

14,000

$

-

$

14,000

 

 

 

 

 

 

 

 

The accompanying notes to the financial statements are an integral part of these statements.




6



CINDISUE MINING CORP.

(AN EXPLORATION STATE COMPANY)

NOTES TO FINANCIAL STATEMENTS

April 30, 2014

________________________________________________________________________________________



NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS


Cindisue Mining Corp. (the “Company”) was incorporated on January 8, 2010 under the laws of the State of Delaware.  The Company’s activities to date have been limited to organization and capital.  The Company has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations.


The Company is primarily engaged in the acquisition and exploration of mining properties.  The Company has acquired Ford 1-4 mineral claims in Esmeralda County, NV for exploration and has formulated a business plan to investigate the possibilities of a viable mineral deposit.


Change in control of business


On September 14, 2012, Daniel Martinez, our director, purchased 6,000,000 shares of our common stock from Donovan Cooper, in a private transaction for an aggregate total of $10,000. The funds used for this share purchase were Mr. Martinez’s personal funds.  This transaction resulted in Mr. Martinez taking control of 65% of our currently issued and outstanding shares.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


Accounting Basis


The statements were prepared following generally accepted accounting principles of the United States of America consistently applied.


Use of Estimates


Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses.


Mineral Property Acquisition and Exploration Costs


The Company is an exploration stage mining company and has not yet realized any revenue from its operations.  Mineral property acquisition costs are initially capitalized in accordance with ASC 805-20-55-37, previously referenced as the FASB Emerging Issues Task Force (“EITF”) Issue 04-2.  The Company assesses the carrying costs for impairment under ASC 930 at each fiscal quarter end.  When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs incurred to develop such property will be capitalized.  The Company has determined that all property payments are impaired and written off the acquisition costs to project expenses.  Once capitalized, such costs will be amortized using the units of production method over the estimated life of the probable reserve.


To date, mineral property exploration costs have been expensed as incurred. To date the Company has not established any proven or probable reserves on its mineral properties.


Depreciation, Amortization and Capitalization


The Company records depreciation and amortization, when appropriate, using both straight-line and declining balance methods over the estimated useful life of the assets (five to seven years). Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property’s useful life are capitalized.  Property sold or retired, together with the related accumulated depreciation is removed from the appropriate accounts and the resultant gain or loss is included in net income.






7



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED


Cash and Cash Equivalents


Cash equivalents include short-term, highly liquid investments with maturities of three months or less at the time of acquisition.


Income Taxes


The Company accounts for its income taxes in accordance with FASB Accounting Standards Codification (“ASC”) No.740, "Income Taxes". Under this method, 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 balances.  Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled.  Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment.  


Financial Instruments


Fair value measurements are determined based on the assumptions that market participants would use in pricing an asset or liability.  ASC 820-10 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. FASB ASC 820 establishes a fair value hierarchy that prioritizes the use of inputs used in valuation methodologies into the following three levels:

·

Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and must be used to measure fair value whenever available.

·

Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

·

Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. For example, level 3 inputs would relate to forecasts of future earnings and cash flows used in a discounted future cash flows method.


The recorded amounts of financial instruments, including cash equivalents accounts payable and accrued expenses, loan from officer and note payable approximate their market values as of January 31, 2014 and January 31, 2013.


Net Loss Per Share


Basic loss per share includes no dilution and is computed by dividing loss available to common stockholders by the weighted average number of common shares outstanding for the period.  Dilutive loss per share reflects the potential dilution of securities that could share in the losses of the Company.  Because the Company does not have any potentially dilutive securities, the accompanying presentation is only of basic loss per share.


Share Based Expenses


The Company records stock based compensation in accordance with the guidance in ASC Topic 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using the intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award.


Foreign Currency


The Company’s functional currency is the United States Dollar (USD) and its reporting currency is also the USD.  Foreign currency transactions are primarily undertaken in the British Pound (GBP).



8



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED


The financial statements of the Company are translated to USD in accordance with ASC 830, Foreign Currency Translation Matters.  Assets and liabilities are translated at the current exchange rate prevailing at the balance sheet date. Equity accounts are translated at historical amounts. Revenues and expenses are translated using average rates during the year.  Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in Stockholders’ Equity.


Other Comprehensive Income (Loss)


Comprehensive income (loss) consists of net income (loss) and other gains and losses affecting stockholders’ equity that, under GAAP, are excluded from net income (loss), including foreign currency translation adjustments, gains and losses related to certain derivative contracts, and gains or losses, prior service costs or credits, and transition assets or obligations associated with pension or other postretirement benefits that have not been recognized as components of net periodic benefit cost.


NOTE 3 - PROVISION FOR INCOME TAXES


Realization of deferred tax assets is dependent upon sufficient future taxable income during the period that deductible temporary differences and carry-forwards are expected to be available to reduce taxable income. As the achievement of required future taxable income is uncertain, the Company recorded a valuation allowance.


 

April 30

January 31

 

2014

2014

Net operating loss

 

 

  carryforward

$

42,738 

$

42,425 

Valuation allowance

(42,738)

(42,425)

 

 

 

Net deferred income tax  asset



NOTE 4 - COMMITMENTS AND CONTINGENCIES


Litigation


The Company is not presently involved in any litigation.


NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS


Recent accounting pronouncements that the Company has adopted or that will be required to adopt in the future are summarized below.


In January 2010, the Financial Accounting Standards Board (“FASB”) issued guidance to amend the disclosure requirements related to recurring and nonrecurring fair value measurements. The guidance requires new disclosures on the transfers of assets and liabilities between Level 1 (quoted prices in active market for identical assets or liabilities) and Level 2 (significant other observable inputs) of the fair value measurement hierarchy, including the reasons and the timing of the transfers. Additionally, the guidance requires a roll forward of activities on purchases, sales, issuance, and settlements of the assets and liabilities measured using significant unobservable inputs (Level 3


fair value measurements). The guidance became effective for us with the reporting period beginning January 1, 2010, except for the disclosure on the roll forward activities for Level 3 fair value measurements, which will become effective for us with the reporting period beginning July 1, 2011. Other than requiring additional disclosures, adoption of this new guidance did not have a material impact on our financial statements.


In January 2010, the FASB issued an amendment to ASC 505, Equity, where entities that declare dividends to shareholders that may be paid in cash or shares at the election of the shareholders are considered to be a share issuance that is reflected prospectively in EPS, and is not accounted for as a stock dividend. This standard is effective for interim and annual periods ending on or after December 15, 2009 and is to be applied on a retrospective basis. The adoption of this standard is not expected to have a significant impact on the Company’s financial statements.



9




NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS - CONTINUED


On February 24, 2010, the FASB issued guidance in the “Subsequent Events” topic of the FASC to provide updates including: (1) requiring the company to evaluate subsequent events through the date in which the financial statements are issued; (2) amending the glossary of the “Subsequent Events” topic to include the definition of “SEC filer” and exclude the definition of “Public entity”; and (3) eliminating the requirement to disclose the date through which subsequent events have been evaluated. This guidance was prospectively effective upon issuance. The adoption of this guidance did not impact the Company’s results of operations of financial condition.


The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and 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.


NOTE 6 – GOING CONCERN


Future issuances of the Company’s equity or debt securities will be required in order for the Company to continue to finance its operations and continue as a going concern. The Company’s present revenues are insufficient to meet operating expenses.


The financial statements of the Company have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred cumulative net losses of $125,700 since its inception and requires capital for its contemplated operational and exploration activities to take place. The Company's ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company's ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.


NOTE 7 – RELATED PARTY TRANSACTIONS


Daniel Martinez, the sole officer and director of the Company, may in the future, become involved in other business opportunities as they become available, thus he may face a conflict in selecting between the Company and his other business opportunities.  The Company has not formulated a policy for the resolution of such conflicts.


Daniel Martinez, the sole officer and director of the Company, will not be paid for any underwriting services that he performs on behalf of the Company with respect to the Company’s S-1 offering.  He will also not receive any interest on any funds that he advances to the Company for offering expenses prior to the offering being closed which will be repaid from the proceeds of the offering.


On March 5, 2012 Donovan Cooper resigned as our Treasurer, Chief Financial Officer and Secretary. As a result, concurrent to Mr. Cooper's resignation we appointed Daniel Martinez as Treasurer, Chief Financial Officer, Secretary and as a Director of our company.


On September 14, 2012 Donovan Cooper resigned as our President, Chief Executive Officer and Director. As a result, concurrent to Mr. Cooper’s resignation we appointed Daniel Martinez, our current Treasurer, Chief Financial Officer, Secretary and Director, as President and Chief Executive Officer of our company.


Daniel Martinez, advanced funds to the company to pay costs incurred by it. These funds are interest free. The balance due to the director was $34,944 on April 30, 2014.


NOTE 8 – STOCK TRANSACTIONS


On January 22, 2010, the Company issued a total of 3,000,000 shares of common stock to one director for cash in the amount of $0.005 per share for a total of $15,000.


On March 8, 2011, the company completed its offering of 2,500,000 common stocks to 27 individuals for cash in the amount of $0.01 per share for a total of $25,000.




10



NOTE 8 – STOCK TRANSACTIONS - CONTINUED


On March 12, 2011 3,000,000 shares of common stock were issued to the director Mr. Donavan L. Cooper in exchange for services from inception through January 31, 2011. The shares are valued at $5,000. The shares are

issued under Rule 144 and are restricted securities within the meaning of the rule.  


On January 2, 2013, we issued a total of 300,000 shares of common stock to one private investor for cash in the amount of $15,000 or $0.05 per share.  


On February 11, 2013 the Company issued a total of 200,000 shares of common stock to one private investor for cash in the amount of $0.05 per share for a total of $10,000.


On March 14, 2013, the Company issued a total of 40,000 common shares at $0.05 per share to one private investor for cash in the amount of $2,000.


On October 22, 2013 the Company issued a total of 200,000 shares of common stock to one private investor for cash in the amount of $0.05 per share for a total of $10,000.


On February 11, 2014, the Company issued a total of 280,000 shares of common stock to one private investor for cash in the amount of $0.05 per share for a total of $14,000.


As of April 30, 2014 and January 31, 2014, the Company had 9,520,000 and 9,240,000 shares of common stock issued and outstanding respectively.


NOTE 9 – STOCKHOLDERS’ EQUITY


The stockholders’ equity section of the Company contains the following classes of capital stock as of April 30, 2014:


Common stock, $ 0.0001 par value: 100,000,000 shares authorized; 9,520,000 shares issued and outstanding.


NOTE 10 – MINERAL CLAIMS


On January 28, 2010, the Company acquired a 100% interest in the Ford 1-4 minerals claims located in Esmeralda County, Nevada.


The claims and related geological report were acquired for $7,000.  These costs have been expensed as exploration costs during the period ended January 31, 2010.


On April 12, 2011, the Company paid the consulting geologist $8,000 to commence Phase One of the exploration program on the claims. The consulting geologist refunded $1,500 on September 18, 2011 as the funds were not required to complete the Phase 1 study.


The Company has completed the Phase 1 study of its Ford 1-4 Mineral Claim in Esmeralda County, Nevada. Phase 1 consisted of mobile metal ion (MMI) soil sampling, proprietary IONIC Leach (IL) digestion and induction coupled plasma (ICP) analysis.


The Phase 1 work involved a total of 45 grid controlled MMI soil samples. The Phase 1 data rendered poor results. It is not likely that further study of the claim will yield any better result. Management, with the prime objective of maximizing shareholder value, is considering the options of obtaining additional funds to seek additional claims for exploration or an outright sale of the company.


NOTE 11 – SUBSEQUENT EVENTS


The Company has evaluated all events that occurred after the balance sheet date through the date when the financial statements were issued to determine if they must be reported.  The management of the Company determined that the following were certain reportable subsequent events to be disclosed as follows:


On February 11, 2014, the Company issued a total of 280,000 shares of common stock to one private investor for cash in the amount of $0.05 per share for a total of $14,000. The total of $14,000 was received on June 24, 2014.



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ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION


FORWARD-LOOKING STATEMENTS


This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors, which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.



RESULTS OF OPERATIONS


Working Capital


 

April 30, 2014

$

January 31, 2014

$

Cash

14,135

155

Current Assets   

14,135

155

Current Liabilities

43,835

43,005

Working Capital (Deficit)

(29,700)

(42,850)



Cash Flows


 

April 30, 2014

$

For the Period from

January 8, 2010

(date of inception) to

January 31, 2014

$

Cash Flows from (used in) Operating Activities

(20)

(11,641)

Cash Flows from (used in) Investing Activities

-

-

Cash Flows from (used in) Financing Activities

-

12,000

Net Increase (decrease) in Cash During Period

(20)

359



Results for the Three Months Ended April 30, 2014 Compared to the Three Months Ended April 30, 2013.


Operating Revenues


The Company’s revenues for the three months ended April 30, 2014, and April 30, 2013, were $Nil and $Nil, respectively.


Expenses


The Company’s cost of revenues for the three months ended April 30, 2014, and April 30, 2013, were $Nil and $Nil respectively.


Net Loss from Operations


The Company’s net loss from operations for the three months ended April 30, 2014, and April 30, 2013, was $(850) and $(6,526), respectively.



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General and Administrative Expenses


General and administrative expenses for the three months ended April 30, 2014, and April 30, 2013, were $850 and $6,526, respectively.  General and administrative expenses consisted primarily of consulting fees, officer compensation, and professional fees.  The decrease was primarily attributable to a decrease in administrative fees appropriate for normal operations.


Net Loss


Net loss for the three months ended April 30, 2014, was $850 compared with a net loss of $6,526 for the three months ended April 30, 2013.  The decreased loss is due to reduced reporting expenses.


Results for the Period from January 8, 2010 (inception of exploration stage) Through April 30, 2014.


Operating Revenues


The Company’s revenues for the period from January 8, 2010 (inception of exploration stage) through April 30, 2014 were $Nil.


Expenses


The Company’s cost of revenues for the period from April 11, 2011, (inception of exploration stage) through April 30, 2014, were $Nil.


Net Loss from Operations


The Company’s net loss from operations for the period from April 11, 2011, (inception of exploration stage) through April 30, 2014, was $131,029.


General and Administrative Expenses


General and administrative expenses for the period from April 11, 2011, (inception of exploration stage) through April 30, 2014, were $131,029.  General and administrative expenses consist primarily of consulting fees, officer compensation, management fees, and professional fees appropriate for being a public company.


Net Loss


Net loss for the period from April 11, 2011, (inception of exploration stage) through April 30, 2014, was $125,700.


Liquidity and Capital Resources


As at April 30, 2014, the Company had a cash balance and asset total of $135 and $14,135 respectively, compared with $155 cash which made up total assets, respectively, as at January 31, 2014. The decrease in cash was due to general and administrative expenses, and the increase in total assets was due to a common stock issuance receivable.


As at April 30, 2014, the Company had total liabilities of $43,835 compared with $43,005 as at January 31, 2014. The increase in total liabilities was attributed to the increase in accounts payable.  


The overall working capital deficit increased from $42,850 deficit at January 31, 2014, to $29,700 deficit at April 30, 2014.


Cashflow from Operating Activities


During the three months ended April 30, 2014, cash used in operating activities was $(20) compared to $(11,641) for the three months ended April 30, 2013. The decrease in the amounts of cash used for operating activities was primarily due to an increase in accounts prepayments and a decrease in the net loss.





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Cashflow from Investing Activities


During the three months ended April 30, 2014, cash used in investing activities was $Nil compared to $Nil for the three months ended April 30, 2013.


Cashflow from Financing Activities


During the three months ended April 30, 2014, cash provided by financing activity was $nil compared to $12,000 for the three months ended April 30, 2013.  The decrease in cash was a result of not securing financing activities compared to the private placement from investors during the same  quarter in 2013.


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.


Future Financings


We will continue to rely on equity sales of our common shares 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.


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.


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.


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.


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.




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ITEM 4.  CONTROLS AND PROCEDURES


Evaluation of Disclosure Controls and Procedures


Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act"). Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures were not effective as of April 30, 2014, due to the material weaknesses resulting from the Board of Directors not currently having any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K, and controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements. Please refer to our Annual Report on Form 10-K as filed with the SEC on April 21, 2014, for a complete discussion relating to the foregoing evaluation of Disclosures and Procedures.


Changes in Internal Control over Financial Reporting


Our management has also evaluated our internal control over financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.

 

The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial reporting.



PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS


We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.


ITEM 1A.  RISK FACTORS


We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.


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


1. Quarterly Issuances:


On February 6, 2014, the Company issued a total of Two Hundred and Eighty Thousand (280,000) shares of common stock to one private investor for cash in the amount of $0.05 per share for a total of $14,000.


2. Subsequent Issuances:


Subsequent to the quarter, we did not issue any unregistered securities other than as previously disclosed.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES


None.



15




ITEM 4.  MINE SAFETY DISCLOSURES


Not applicable.


ITEM 5.  OTHER INFORMATION


None


ITEM 6.  EXHIBITS


Exhibit Number

Description of Exhibit

Filing

3.1

Articles of Incorporation

Filed with the SEC on March 8, 2010 as part of our Registration of Securities on Form S-1.

3.2

Bylaws

Filed with the SEC on March 8, 2010 as part of our Registration of Securities on Form S-1.

10.1

Private Placement Agreement by and between the Company ACR Holdings, Ltd., dated January 2, 2013

Filed with the SEC on January 4, 2013 as part of our Current Report on Form 8-K.

10.2

Private Placement Agreement, by and between the ACR Holdings, Ltd., dated February 11, 2013.

Filed with the SEC on February 12, 2013 as part of our Current Report on Form 8-K.

10.3

Private Placement Agreement, by and between the Company and ACR Holdings, Ltd., dated March 14, 2013

Filed with the SEC on March 18, 2013 as part of our Current Report on Form 8-K.

31.1

Certification of Principal Executive Officer Pursuant to Rule 13a-14

Filed herewith.

31.2

Certification of Principal Financial Officer Pursuant to Rule 13a-14

Filed herewith.

32.1

Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act

Filed herewith.

32.2

Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act

Filed herewith.

 

 

 

101.INS*

XBRL Instance Document

Filed herewith.

101.SCH*

XBRL Taxonomy Extension Schema Document

Filed herewith.

101.CAL*

XBRL Taxonomy Extension Calculation Linkbase Document

Filed herewith.

101.LAB*

XBRL Taxonomy Extension Labels Linkbase Document

Filed herewith.

101.PRE*

XBRL Taxonomy Extension Presentation Linkbase Document

Filed herewith.

101.DEF*

XBRL Taxonomy Extension Definition Linkbase Document

Filed herewith.

  

*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.




16




SIGNATURES


In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


CINDISUE MINING CORP.


Dated: July 9, 2014

/s/ Daniel Martinez

DANIEL MARTINEZ

Its: President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer


In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated.


Dated: July 9, 2014

/s/ Daniel Martinez

By: DANIEL MARTINEZ

Its: Director





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