Judgement Settlement Forgiveness Debt Income

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					             ISX RESOURCES INC.

REPORT AND CONSOLIDATED FINANCIAL STATEMENTS

             April 30, 2007 and 2006
A PARTNERSHIP OF INCORPORATED PROFESSIONALS                                AMISANO HANSON
                                                                        CHARTERED ACCOUNTANTS




                                     AUDITORS' REPORT


To the Shareholders,
ISX Resources Inc.

We have audited the consolidated balance sheets of ISX Resources Inc. as at April 30, 2007 and 2006
and the consolidated statements of operations and deficit and cash flows for the years then ended.
These financial statements are the responsibility of the Company's management. Our responsibility is
to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with Canadian generally accepted auditing standards. Those
standards require that we plan and perform an audit to obtain reasonable assurance whether the
consolidated financial statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the consolidated financial statements.
An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.

In our opinion, these consolidated financial statements present fairly, in all material respects, the
financial position of the Company as at April 30, 2007 and 2006 and the results of its operations and
its cash flows for the years then ended in accordance with Canadian generally accepted accounting
principles.


Vancouver, Canada                                                            “AMISANO HANSON”
August 14, 2007                                                               Chartered Accountants




                                                                                          $      ) +$ &)
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                                   ISX RESOURCES INC.
                              CONSOLIDATED BALANCE SHEETS
                                    April 30, 2007 and 2006


                                               ASSETS                      2007                2006

Current
  Cash and cash equivalents                                           $ 3,063,177       $ 1,211,596
  Advances receivable – Note 3                                                  -            17,069
  GST receivable                                                                -            11,223

                                                                          3,063,177          1,239,888
Advances receivable – Note 3                                                 71,527                  -
Mineral properties – Notes 3 and 9                                          421,853             30,320
Oil and gas properties – Note 3                                             153,178             98,385

                                                                      $ 3,709,735       $ 1,368,593

                                               LIABILITIES

Current
  Accounts payable and accrued liabilities – Note 6                   $     220,939     $      119,757
  Due to a related party – Note 6                                             4,000             15,000

                                                                            224,939            134,757
Note payable – Note 4                                                             -            153,658

                                                                            224,939            288,415

                                        SHAREHOLDERS’ EQUITY

Share capital – Notes 5 and 9                                              7,640,790          5,060,861
Share subscriptions received – Note 9                                         54,300                  -
Contributed surplus                                                          398,485            202,599
Deficit                                                                   (4,608,779)        (4,183,282)

                                                                          3,484,796          1,080,178

                                                                      $ 3,709,735       $ 1,368,593

Commitments – Notes 3 and 5
Subsequent Events – Notes 3 and 9

APPROVED BY THE DIRECTORS:


        “Thomas R. Tough”                Director            “Glen Macdonald”               Director
         Thomas R. Tough                                      Glen Macdonald



                                 SEE ACCOMPANYING NOTES
                                   ISX RESOURCES INC.
                CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT
                         for the years ended April 30, 2007 and 2006


                                                                  2007              2006

General and administrative expenses
  Accounting and legal – Note 6                             $      85,597     $      26,937
  Interest on long-term debt                                        8,723             1,629
  Management fees – Note 6                                         24,000            24,000
  Office and miscellaneous                                          8,257             7,510
  Premises and communications                                      22,200            22,200
  Regulatory and transfer agent                                    37,095            33,075
  Stock-based compensation – Note 5                               260,215            79,401
  Travel and promotion                                             14,222            10,987

Loss before other items                                           (460,309)        (205,739)

Other items
  Interest income                                                   33,343                 -
  Gain on forgiveness of debt                                       11,469                 -
  Settlement of claim                                              (10,000)                -

Net loss for the year                                             (425,497)        (205,739)

Deficit, beginning of the year                                  (4,183,282)       (3,977,543)

Deficit, end of the year                                    $ (4,608,779) $ (4,183,282)

Basic and diluted loss per share                            $        (0.03) $          (0.02)

Weighted average number of shares outstanding                   13,573,436        8,671,141




                                   SEE ACCOMPANYING NOTES
                                     ISX RESOURCES INC.
                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                           for the years ended April 30, 2007 and 2006


                                                                      2007            2006

Operating Activities
  Net loss for the year                                          $   (425,497) $     (205,739)
  Items not involving cash:
    Gain on forgiveness of debt                                       (11,469)              -
    Stock-based compensation                                          260,215         202,599

                                                                     (176,751)         (3,140)
   Changes in non-cash working capital items:
    Advances receivable                                               (54,458)        (17,069)
    GST receivable                                                     11,223          (5,153)
    Accounts payable and accrued liabilities                          112,651         (32,977)

                                                                     (107,335)        (58,339)

Investing Activities
   Oil and gas properties                                             (54,793)        (98,385)
   Mineral properties                                                (391,533)         (5,320)

                                                                     (446,326)       (103,705)

Financing Activities
   Due to a related party                                              (11,000)       (21,000)
   Note payable                                                       (153,658)       (18,364)
   Common shares issued                                              2,515,600      1,557,878
   Share subscriptions                                                  54,300       (145,356)

                                                                     2,405,242      1,373,158

Increase in cash and cash equivalents during the year                1,851,581      1,211,114

Cash and cash equivalents, beginning of the year                     1,211,596           482

Cash and cash equivalents, end of the year                       $ 3,063,177      $ 1,211,596

                                                                                    …/cont’d




                                  SEE ACCOMPANYING NOTES
                                                                                    Continued
                                     ISX RESOURCES INC.
                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                           for the years ended April 30, 2007 and 2006


                                                                     2007             2006

Cash and cash equivalents consist of:
  Cash                                                           $ 3,063,177    $     344,596
  Cash equivalents                                                         -          867,000

                                                                 $ 3,063,177    $ 1,211,596

Supplemental disclosure of cash flow information:
  Cash paid for:
    Interest                                                     $          -   $            -

     Income taxes                                                $          -   $            -

Non-cash Transaction – Note 8




                                  SEE ACCOMPANYING NOTES
                             ISX RESOURCES INC.
              NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                              April 30, 2007 and 2006


Note 1   Nature of Operations

         ISX Resources Inc. (the “Company”) was incorporated under the British Columbia
         Business Corporations Act. Its principal activity is the acquisition and development of
         mineral and oil and gas properties. The Company’s shares are listed for trading on the
         TSX Venture Exchange.

         The Company is in the process of exploring its mineral and oil and gas properties and has
         not yet determined whether these properties contain reserves that are economically
         recoverable. The recoverability of amounts shown for mineral and oil and gas properties
         and related deferred exploration costs is dependent upon the discovery of economically
         recoverable reserves and confirmation of the Company’s interest in the underlying
         properties, the development of the properties, and upon future profitable production or the
         sale thereof.

Note 2   Significant Accounting Policies

         These financial statements have been prepared in accordance with Canadian generally
         accepted accounting principles. Because a precise determination of many assets and
         liabilities is dependent upon future events, the preparation of financial statements for a
         period necessarily involves the use of estimates, which have been made using careful
         judgement.

         These financial statements have, in management’s opinion been properly prepared within
         the framework of the significant accounting policies summarized below:

         Principles of Consolidation

         These consolidated financial statements include the accounts of the Company and its
         wholly-owned subsidiary, ISX Oil and Gas Inc. which was incorporated under the Alberta
         Business Corporations Act. All inter-company transactions and balances have been
         eliminated on consolidation.

         Cash and Cash Equivalents

         Cash and cash equivalents consist of highly liquid investments that are readily convertible
         to cash within 90 days.
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 2


Note 2     Significant Accounting Policies – (cont’d)

           Mineral Properties

           The Company defers the cost of acquiring, maintaining its interest, exploring and
           developing mineral properties until such time as the properties are placed into production,
           abandoned, sold or considered to be impaired in value. Costs of producing properties will
           be amortized on a unit of production basis and costs of abandoned properties are written-
           off. Proceeds received on the sale of interests in mineral properties are credited to the
           carrying value of the mineral properties, with any excess included in operations. Write-
           downs due to impairment in value are charged to operations.

           The Company is in the process of exploring and developing its mineral properties and has
           not yet determined the amount of reserves available. Management reviews the carrying
           value of mineral properties on a periodic basis and will recognize impairment in value
           based upon current exploration results, the prospect of further work being carried out by
           the Company and the assessment of future probability of profitable revenues from the
           property or from the sale of the property. Amounts shown for mineral properties represent
           costs incurred net of write-downs and recoveries, and are not intended to represent present
           or future values.

           Oil and Gas Properties

           The Company follows the full cost method of accounting for oil and gas operations
           whereby all costs of exploring for and developing oil and gas reserves are initially
           capitalized on a country-by-country (cost centre) basis. Such costs include land
           acquisition costs, geological and geophysical expenses, carrying charges on non-
           producing properties, costs of drilling and overhead charges directly related to acquisition
           and exploration activities.

           Costs capitalized, together with the costs of production equipment, are depleted and
           amortized on the unit-of-production method based on the estimated gross proved reserves.
           Petroleum products and reserves are converted to a common unit of measure, using 6
           MCF of natural gas to one barrel of oil.

           Costs of acquiring and evaluating unproved properties are initially excluded from
           depletion calculations. These unevaluated properties are assessed periodically to ascertain
           whether impairment has occurred. When proved reserves are assigned or the property is
           considered to be impaired, the cost of the property or the amount of the impairment is
           added to costs subject to depletion calculations.

           Future net cash flows from proved reserves using period-end, non-escalated prices and
           costs, are discounted to present value and compared to the carrying value of oil and gas
           properties.
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 3


Note 2     Significant Accounting Policies – (cont’d)

           Oil and Gas Properties – (cont’d)

           Proceeds from a sale of petroleum and natural gas properties are applied against
           capitalized costs, with no gain or loss recognized, unless such a sale would alter the rate of
           depletion by more than 20%. Royalties paid net of any tax credits received are netted with
           oil and gas sales.

           Environmental Costs

           Environmental expenditures that relate to current operations are expensed or capitalized as
           appropriate. Expenditures that relate to an existing condition caused by past operations
           and which do not contribute to current or future revenue generation are expensed.
           Liabilities are recorded when environmental assessments and/or remedial efforts are
           probable, and the costs can be reasonably estimated. Generally, the timing of these
           accruals coincides with the earlier of completion of a feasibility study or the Company’s
           commitment to a plan of action based on the then known facts.

           Impairment of Long-Lived Assets

           Canadian generally accepted accounting principles require that long-lived assets and
           intangibles to be held and used by the Company be reviewed for possible impairment
           whenever events or changes in circumstances indicate that the carrying amount of an asset
           may not be recoverable. If changes in circumstances indicate that the carrying amount of
           an asset that an entity expects to hold and use may not be recoverable, future cash flows
           expected to result from the use of the asset and its disposition must be estimated. If the
           undiscounted value of the future cash flows is less than the carrying amount of the asset,
           impairment is recognized. Management believes there has been no impairment of the
           Company’s long-lived assets as at April 30, 2007.

           Asset Retirement Obligations

           The fair value of obligations associated with the retirement of tangible long-lived assets
           are recorded in the period the asset is put into use, with a corresponding increase to the
           carrying amount of the related asset. The obligations recognized are statutory, contractual
           or legal obligations. The liability is accreted over time for changes in the fair value of the
           liability through charges to accretion, which is included in depletion, deprecation and
           accretion expense. The costs capitalized to the related assets are amortized in a manner
           consistent with the depletion and depreciation of the related asset. At April 30, 2007, the
           fair value of resource property site restoration costs are not significant.
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 4


Note 2     Significant Accounting Policies – (cont’d)

           Income Taxes

           The Company uses the asset and liability method of accounting for income taxes. Under
           the asset and liability method, future tax assets and liabilities are recognized for the future
           tax consequences attributable to differences between the financial statement carrying
           amounts of existing assets and liabilities and their respective tax bases. Future tax assets
           and liabilities are measured using the substantively enacted tax rates expected to apply
           when the asset is realized or liability settled. The effect on future tax assets and liabilities
           of a change in tax rates is recognized as income in the period that substantive enactment or
           enactment occurs. To the extent that the Company does not consider it to be more likely
           than not that a future tax asset will be recovered, it provides a valuation allowance against
           the excess.

           Financial Instruments

           The Company’s financial instruments consist of cash and cash equivalents, advances
           receivable, accounts payable and accrued liabilities, due to a related party and note
           payable. Unless otherwise noted, it is management’s opinion that the Company is not
           exposed to significant interest, currency or credit risks arising from these financial
           instruments. The fair values of these financial instruments approximate their carrying
           values.

           Stock-based Compensation

           The fair value of all share purchase options granted is expensed over their vesting period
           with a corresponding increase to contributed surplus. Upon exercise of share purchase
           options, the consideration paid by the option holder, together with the amount previously
           recognized in contributed surplus, is recorded as an increase to share capital.

           The Company uses the Black-Scholes option valuation model to calculate the fair value of
           share purchase options at the date of grant. Option pricing models require the input of
           highly subjective assumptions, including the expected price volatility. Changes in these
           assumptions can materially affect the fair value estimate and, therefore, the existing
           models do not necessarily provide a reliable single measure of the fair value of the
           Company’s share purchase options.
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 5


Note 2     Significant Accounting Policies – (cont’d)

           Basic and Diluted Earnings Per Share

           Basic loss per share is computed by dividing the loss for the year by the weighted average
           number of common shares outstanding during the year. Diluted loss per share reflects the
           potential dilution that could occur if potentially dilutive securities were exercised or
           converted to common shares. The dilutive effect of options and warrants and their
           equivalent is computed by application of the treasury stock method and the effect of
           convertible securities by the “if converted” method. Fully diluted amounts are not
           presented when the effect of the computations is anti-dilutive due to the loss incurred.
           Accordingly, there is no difference in the amounts presented for basic and diluted loss per
           share.

Note 3     Resource Properties

           a) Mineral Properties

                                                                            2007            2006

               Mineral property – McConnell River
                 Acquisition costs – cash                              $     25,000     $    25,000

               Deferred exploration expenditures
                 Assays                                                         150             150
                 Claim fees                                                     840             420
                 Field work                                                     600             600
                 Travel and accommodation                                     4,150           4,150

                                                                              5,740           5,320

                                                                             30,740          30,320

               Mineral property – Saskatchewan Potash Property
                 Acquisition costs - cash                                   250,000                -

               Deferred exploration expenditures
                 Consulting                                                  82,493                -
                 Government permit fees                                      48,620                -
                 Option to purchase gross override royalty                   10,000                -

                                                                            141,113                -

                                                                            391,113                -

               Totals                                                  $    421,853     $    30,320
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 6


Note 3     Resource Properties – (cont’d)

           a) Mineral Properties – (cont’d)

               McConnell River

               Pursuant to a mineral property purchase agreement dated August 2, 2004, the
               Company acquired four mineral claims located in the Watson Lake Mining District,
               Yukon Territory for consideration of $25,000 cash.

               Saskatchewan Potash

               Pursuant to an Option Agreement dated May 15, 2006 with Invictus Minerals Corp.,
               ISX Oil has agreed to acquire up to a 100% interest in the Saskatchewan Potash
               Property (the “Property”) comprised of 97,239 acres located in Southern
               Saskatchewan for the following consideration:

               –   staged cash payments totalling $3,000,000;
               –   incurring exploration expenditures totalling $2,500,000;
               –   issuance of $1,000,000 worth of common shares of the Company.

               Subsequent to April 30, 2007, the terms of the Option Agreement were amended
               (refer to Note 9).

               During the year ended April 30, 2007, the Company paid $10,000 to acquire an option
               to purchase a 2% gross overriding royalty on the Property for cash consideration of
               $200,000. Subsequent to April 30, 2007, the Company paid $100,000 against the
               purchase price.

           b) Oil and Gas Properties

                                                                              2007          2006

               Balance, beginning of year                              $       98,385   $        -
               Acquisition costs                                                    -       81,316
               Deferred exploration expenditures – drilling                    54,793       17,069

               Balance, end of year                                    $      153,178   $   98,385

           By agreement dated October 1, 2005, the Company acquired a 100% interest in two
           Saskatchewan petroleum and natural gas leases known as the Ingoldsby Oil and Gas
           property for $50,000 plus a finder’s fee of $2,500. On February 17, 2006, ISX Oil
           executed a farm-out agreement pursuant to which it granted an arm’s-length company the
           option to earn a 25% working interest in a proposed horizontal well and spacing unit or
           drainage unit to be drilled on the property by paying 50% of the costs and drilling a
           horizontal well. As at April 30, 2007, advances receivable of $71,527 (2006: $17,069) are
           owed to the Company in respect to the farm-out agreement.
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 7


Note 4     Note Payable

                                                                             2007               2006

           Note payable, unsecured, interest at 10% per annum           $           -       $   153,658

Note 5    Share Capital

           Authorized:

           Unlimited number of common shares without par value
           50,000,000 Class B preferred shares with a par value of $5

           Issued Common Shares:

                                                                            Number of
                                                                             Shares             Amount

            Balance, April 30, 2005                                          4,515,822      $ 3,502,983
              For cash:
                Pursuant to a private placement         – at $0.06           2,550,000           153,000
                Pursuant to a private placement         – at $0.15           1,000,000           150,000
                Pursuant to a private placement         – at $0.45           1,000,000           450,000
                Pursuant to a private placement         – at $0.20           1,500,000           300,000
                Warrants exercised                      – at $0.13           1,205,000           156,650
                Warrants exercised                      – at $0.30           1,051,600           315,480
                Warrants exercised                      – at $0.70              50,000            35,000
                Warrants exercised                      – at $0.40             430,000           172,000
              Less: share issue costs                                                -          (174,252)

            Balance, April 30, 2006                                         13,302,422          5,060,861
              For cash:
                Pursuant to a private placement         – at $0.35           7,000,000          2,450,000
                Less: share issue costs                                        636,000           (148,060)
                Share purchase options exercised        – at $0.30             480,000            144,000
              Transferred from contributed surplus on
                 exercise of share purchase options                                     -        133,989

            Balance, April 30, 2007                                         21,418,422      $ 7,640,790
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 8


Note 5     Share Capital – (cont’d)

           Commitments:

           Share Purchase Warrants

                                                          2007                        2006
                                                              Weighted                    Weighted
                                                               Average                     Average
                                                 Number of     Exercise      Number of     Exercise
                                                 Warrants       Price        Warrants       Price

           Outstanding at beginning
            of the year                           4,849,400     $0.35         1,455,000        $0.13
           Issued                                 7,636,000     $0.60         6,381,000        $0.36
           Exercised                                      -       -          (2,736,600)       $0.28
           Expired                               (2,299,400)    $0.61          (250,000)       $0.13

           Outstanding, end of the year          10,186,000     $0.48         4,849,400        $0.35

           At April 30, 2007, 10,186,000 share purchase warrants were outstanding. Each warrant
           entitles the holder to purchase one common share as follows:

                                                 Exercise
                     Number                       Price                      Expiry Date

                     2,550,000                     $0.12                    June 29, 2007
                    *7,636,000                     $0.60                    April 20,2008

                    10,186,000

            * 7,636,000 share purchase warrants are subject to an accelerated exercise wherein the
              remaining exercise period may be reduced, upon notice and at the election of the
              Company, to 30 days, if the shares close trading at or greater than $1.20 for 10
              consecutive trading days.

           During the year ended April 30, 2007, share issue costs of $69,660 (2006: $123,198) for
           agent’s warrants issued were recorded using the Black-Scholes option pricing model with
           the following assumptions:

                                                                          2007              2006

            Risk-free interest rate                                       4.18%             3.89%
            Dividend yield                                                  Nil                Nil
            Expected stock price volatility                                 63%              135%
            Weighted average expected stock option life                   1 year            1 year
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 9


Note 5     Share Capital – (cont’d)

           Commitments: – (cont’d)

           Stock-based Compensation Plan

           The Company grants share purchase options to directors and consultants to purchase
           common shares of the Company at market related prices. Options vest over 24 months
           when granted. Information regarding the Company’s outstanding share purchase options
           is summarized below:

                                                            2007                        2006
                                                                   Weighted                 Weighted
                                                                   Average                   Average
                                                                   Exercise                  Exercise
                                                  Shares            Price        Shares       Price

           Outstanding, beginning of the year    1,280,000          $0.30               -       -
           Exercised                              (480,000)         $0.30                -      -
           Granted                                 600,000          $0.54        1,280,000    $0.30

           Outstanding, end of the year          1,400,000          $0.40        1,280,000    $0.30

           Exercisable, end of year              1,126,665                        213,333

           At April 30, 2007, the following stock options were outstanding:

                                                 Exercise
                    Number                        Price                            Expiry

                      800,000                     $0.30                       December 31, 2007
                      500,000                     $0.50                       February 27, 2009
                      100,000                     $0.75                         April 20, 2009

                    1,400,000

           During the year ended April 30, 2007, stock-based compensation expense of $260,215
           (2006: $79,401) for share purchase options was recorded.

           The following assumptions were used in the calculation of stock-based compensation
           expense using the Black-Scholes option pricing model.
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 10


Note 5     Share Capital – (cont’d)

           Commitments: – (cont’d)

           Stock-based Compensation Plan – (cont’d)

                                                                           2007                  2006

            Risk-free interest rate                                   4.18% - 4.33%              3.8%
            Dividend yield                                                       0%                0%
            Expected stock price volatility                                   102%              195%
            Weighted average expected stock option life                      2 years           2 years

Note 6     Related Party Transactions

           During the year ended April 30, 2007, the Company incurred management fees of $24,000
           (2006: $24,000) to a director of the Company.

           During the year ended April 30, 2007, the Company incurred accounting fees of $20,000
           (2006: $Nil) to an officer of the Company. At April 30, 2007, accounts payable and
           accrued liabilities include $2,000 (2006: $Nil) payable with respect to these accounting
           fees.

           These transactions were measured at the exchange amount, which represents the amount
           agreed upon by the transacting parties.

           The amount due to a related party consists of advances owing to a director of the
           Company. This amount is unsecured, non-interest bearing and has no specific terms of
           repayment.

Note 7     Income Taxes

           The Company has accumulated non-capital losses and exploration expenditure pools, the
           amounts, which are not determinable as at April 30, 2007. Future income tax assets have
           been fully allowed for as the Company considers that it is more likely-than-not that
           sufficient taxable income will not be generated to utilize these amounts.

Note 8     Non-cash Transaction

           Investing and financing activities that do not have a direct impact on current cash flows
           are excluded from the statements of cash flows. The following transaction was excluded
           from the statement of cash flows:
           -   During the year ended April 30, 2007, 636,000 units comprising one common share
               and one common share purchase warrant were issued for finders’ fees with respect to
               a private placement.
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 11


Note 9    Subsequent Events

           Subsequent to April 30, 2007, the Company:

           a) issued 800,000 common shares at $0.30 per share pursuant to the exercise of share
              purchase options outstanding at April 30, 2007 for proceeds of $240,000;

           b) issued 2,550,000 common shares at $0.12 per share pursuant to the exercise of share
              purchase warrants outstanding at April 30, 2007 for proceeds of $306,000. As at
              April 30, 2007, the Company had received $54,300 in respect to this share issuance;

           c) amended its option agreement dated May 15, 2006 with Invictus Minerals Corp. in
              which the Company has an option to acquire up to a 100-per-cent interest in the
              Potash Property, located in Saskatchewan. Under the terms of the amended
              agreement, the Company has the following obligations:

               Stage one (to earn a 25% undivided interest):

               1. Cash payments totalling $750,000 to be paid within the first year ($250,000 of
                  which had been paid at April 30, 2007). The remaining $500,000 was paid on
                  July 3, 2007.

               Stage two (to earn a 51% undivided interest):

               1. Incur cumulative exploration expenditures on the property totalling $1,000,000
                  within 13 months of May 29, 2007; and

               2. A cash payment of $1,250,000 to be paid within 90 days of completion of the
                  required stage two exploration work.

               Stage three (to earn a 100-per-cent undivided interest):

               1. Cash payment of $1,000,000 payable within 90 days of the company completing
                  the requirements outlined at stage two above; and

               2. Issuance of $1,000,000 worth of common shares of the Company, based on the
                  average closing price of such shares for the previous 20 trading days prior to
                  issuance.

               In addition, the Company has issued 500,000 share purchase warrants exercisable into
               one common share at $1.00 for a period of one year.

           d) granted share purchase options entitling the holders thereof the right to purchase up to
              1,800,000 common shares at $0.80 per share expiring June 18, 2009.
ISX Resources Inc.
Notes to the Consolidated Financial Statements
April 30, 2007 and 2006 – Page 12


Note 10    Comparative Figures

           Certain comparative figures as at April 30, 2006 and for the year then ended have been
           reclassified in order to comply with the financial statement presentation adopted for the
           current year.

				
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