SEC Company Response from KLONDIKE STAR MINERAL CORP (CIK 0001083321) — Jul 27, 2005
KLONDIKE STAR MINERAL CORP (CIK 0001083321)
Date: July 27, 2005 · CIK: 0001083321 · Accession: 0001056520-05-000128
AI Filing Summary & Sentiment
File numbers found in text: 000-30965
Referenced dates: June 23, 2005
Letter
Re: Klondike Star Mineral Corporation Form 10-KSB for the year ended February 28, 2005 Filed June 15, 2005 File No. 000-30965
Dear Sirs:
This letter is in response to your comment letter dated June 23, 2005, with regard to the Form 10KSB filing of Klondike Star Mineral Corporation, a Delaware corporation ("Company"). Responses have been keyed to your comment letter.
Form 10-KSB for the year ended February 28, 2005
Financial Statements and Notes
Report of Independent Registered Public Accounting Firm
1. The auditor's report will be revised as requested, and will include all periods audited, when Form 10-KSB/A is filed.
Note 7, Stock-Based Compensation and Stock Options
2. The terms for the stock options granted during the year are as follows:
Grant date: July 24, 2004
Number of options - 1,200,000 stock options
Exercise Price- Options are exercisable at $2.50 per share. When exercised, the optionee is required to pay $1.00 per option to the optionor for the option and $2.50 for the share underlying the option.
Vesting period - Stock options vest on a straight line method over a 5 year period.
Fair value of common stock on the date of grant - $3.10/share
Estimated fair value of options - $0.11 calculated as follows:
Equity Price - $3.10
Strike Price - $2.50
Volatility - 12.41%
Rate/year - 4.5%
Term - 5 years
The Company utilized Black Scholes to calculate the value of the options at $1.11 per option. The optionee is required to pay $1.00 for the purchase of the underlying stock option and therefore the compensatory value of the option is $0.11 per option. The value recorded by the Company is calculated by multiplying the number of options that had vested during the period by $0.11 per option (140,000 X $0.11 = $15,400).
All future filings will include a clarification of all stock options granted as requested.
Disclosures under Items 5 and 10 have been reconciled with this information.
3. The Company calculated volatility based upon its historical prices. Please see attached volatility schedule calculation.
Item 13. Exhibits
4. Exhibit 31 Certification and Item 8A have been revised to reflect the language exactly as set forth in Item 610(b)(31) of Regulation SB, and will be filed when Form 10-KSB/A is filed
We will file the amended 10-KSB after the Commission has had an opportunity to review this letter and the attachments. The Company understands that Commission may have additional comments after review of this letter, and/or after review of the Form 10-KSB/A when filed. Please direct any further comments to this office, and feel free to call us at any time.
Very truly yours,
PARSONS LAW FIRM
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PARSONS LAW FIRM
PARSONS LAW FIRM
ATTORNEYS AT LAW
SUITE 2070 SKYLINE
TOWER
10900 NE 4TH STREET
BELLEVUE, WASHINGTON
98004
(425) 451-8036
FAX (425) 451-8568
James B. Parsons*
e-mail firm-info@parsonslaw.biz
*Also admitted in Oregon and
jparsons@parsonslaw.biz
the Northern Mariana Islands
FILED ON EDGAR
CORRESPONDENCE ONLY
July 26, 2005
Mr. Steven Jacobs
Mr. John Forgione
Accounting Branch
U.S. Securities and
Exchange Commission
Washington, D.C.
20549
Re:
Klondike Star Mineral Corporation
Form 10-KSB for the year ended February 28, 2005
Filed June 15, 2005
File No. 000-30965
Dear Sirs:
This letter is in response to your comment letter dated June
23, 2005, with regard to the Form 10KSB filing of Klondike Star Mineral
Corporation, a Delaware corporation ("Company"). Responses have been keyed to
your comment letter.
Form 10-KSB for the year ended February 28, 2005
Financial Statements and Notes
Report of Independent Registered Public Accounting Firm
1. The auditor's report will be revised as requested,
and will include all periods audited, when Form 10-KSB/A is filed.
Note 7, Stock-Based Compensation and Stock Options
2. The terms for the stock options
granted during the year are as follows:
Grant date: July 24, 2004
Number of options - 1,200,000 stock options
Exercise Price- Options are exercisable at $2.50 per share. When
exercised, the optionee is required to pay $1.00 per option to the
optionor for the option and $2.50 for the share underlying the option.
Vesting period - Stock options vest on a straight line method over a 5
year period.
Fair value of common stock on the date of grant - $3.10/share
Estimated fair value of options - $0.11 calculated as follows:
Equity Price - $3.10
Strike Price - $2.50
Volatility - 12.41%
Rate/year - 4.5%
Term - 5 years
The Company utilized Black Scholes to calculate the value of the
options at $1.11 per option. The optionee is required to pay $1.00 for the
purchase of the underlying stock option and therefore the compensatory
value of the option is $0.11 per option. The value recorded by the Company
is calculated by multiplying the number of options that had vested during
the period by $0.11 per option (140,000 X $0.11 = $15,400).
All future filings will include a clarification of all stock options
granted as requested.
Disclosures under Items 5 and 10 have been reconciled with this
information.
3. The Company calculated volatility
based upon its historical prices. Please see attached volatility schedule
calculation.
Item 13. Exhibits
4. Exhibit 31 Certification and Item
8A have been revised to reflect the language exactly as set forth in Item
610(b)(31) of Regulation SB, and will be filed when Form 10-KSB/A is filed
We will file the amended 10-KSB after the Commission has had an opportunity
to review this letter and the attachments. The Company understands that
Commission may have additional comments after review of this letter, and/or
after review of the Form 10-KSB/A when filed. Please direct any further comments
to this office, and feel free to call us at any time.
Very truly yours,
PARSONS LAW FIRM
/s/ James B. Parsons
JAMES B. PARSONS
JBP:
cc: Client