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FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K of Odenza Corp., a Nevada corporation, contains “forward-looking statements,” as defined in the United States Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “could”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology. These forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Actual results may differ materially from the predictions discussed in these forward-looking statements. The economic environment within which we operate could materially affect our actual results. Additional factors that could materially affect these forward-looking statements and/or predictions include, among other things: the volatility of minerals prices, the possibility that exploration efforts will not yield economically recoverable quantities of minerals, accidents and other risks associated with mineral exploration and development operations, the risk that the Company will encounter unanticipated geological factors, the Company’s need for and ability to obtain additional financing, the possibility that the Company may not be able to secure permitting and other governmental clearances necessary to carry out the Company’s exploration and development plans, the exercise of the approximately 68.3% control the Company’s sole officer and director holds of the Company’s voting securities, other factors over which we have little or no control; and other factors discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”).
Our management has included projections and estimates in this Form 10-K, which are based primarily on management’s experience in the industry, assessments of our results of operations, discussions and negotiations with third parties and a review of information filed by our competitors with the SEC or otherwise publicly available. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.
All references in this Form 10-K to the “Company”, “Odenza”, “we”, “us,” or “our” are to Odenza Corp.
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ITEM 1.
BUSINESS
ORGANIZATION WITHIN THE LAST FIVE YEARS
On July 16, 2009, the Company was incorporated under the laws of the State of Nevada. We are engaged in the business of acquisition, exploration and development of natural resource properties.
William O’Neill has served as our Director, President and Chief Executive Officer, Secretary and Treasurer, from July 16, 2009, until the current date. Our board of directors is comprised of one person: William O’Neill.
We are authorized to issue 75,000,000 shares of common stock, par value $.001 per share. In November 2010, we issued 2,500,000 shares of common stock to our sole officer and director. Said issuance was paid at a purchase price of the par value per share or a total of $2,500. We hold our cash in bank accounts located in Australia.
On September 25, 2010 we entered into a Mineral Property Option Agreement, as amended no September 16, 2011, whereby we have the right to acquire a 100% interest in an anticipated- to-be-granted Prospecting License P21/709, located in the Murchison Mineral-filed in Western Australia and known as the Island Project Lake Austin. The option agreement requires us to make an initial cash payment of AUD$4,000 (US$3,680), which we paid on September 25, 2010. The option agreement has an exercise price of approximately fifty thousand AUD$50,000 (US$46,000) cash to be paid if exercised by the Company. The option expires September 25, 2012. We retained a consulting geologist to prepare an evaluation report on the prospects. We intend to conduct exploratory activities on the claim and if feasible, develop the prospects.
IN GENERAL
We are an exploration stage company engaged in the acquisition and exploration of mineral properties. We currently hold an option to acquire for AUS$50,000 (US$46,000) a 100% undivided interest Prospecting License P21/709 located in the Murchison Mineral-filed in Western Australia and known as the Island Project Lake Austin. We are currently conducting mineral exploration activities on the Island Project Lake Austin in order to assess whether it contains any commercially exploitable mineral reserves. Currently there are no known mineral reserves on the Island Project Lake Austin.
We have not earned any revenues to date. Our independent auditor has issued an audit opinion which includes a statement expressing substantial doubt as to our ability to continue as a going concern. The source of information contained in this discussion is our geology report prepared Gregory Curnow, B. SC (Geology), M AusIMM, dated February 13, 2008.
There is the likelihood of our mineral claim containing little or no economic mineralization or reserves of gold and other minerals. We are presently in the exploration stage of our business and we can provide no assurance that any commercially viable mineral deposits exist on our mineral claims, that we will discover commercially exploitable levels of mineral resources on our property, or, if such deposits are discovered, that we will enter into further substantial exploration programs. Further exploration is required before a final determination can be made as to whether our mineral claims possess commercially exploitable mineral deposits. If our claim does not contain any reserves all funds that we spend on exploration will be lost.
We have no current plans, proposals or arrangements, written or otherwise, to seek a business combination with another entity in the near future.
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POTENTIAL ACQUISITION OF THE ISLAND PROJECT LAKE AUSTIN
In September 25, 2010, we purchased an option to acquire a 100% undivided interest in a mineral claim known as Prospecting License P21/709 located in the Murchison Mineral-filed in Western Australia and known as the Island Project Lake Austin, for a price of AUD$4,000 (US$3,600). The mineral claim underlying the option was granted by the Department of Mines and Petroleum, Western Australia, on July 16, 2010.
We engaged Gregory Curnow, B. SC (Geology). M AusIMM, to prepare a geological evaluation report on the Island Project Lake Austin. Mr. Curnow is a consulting professional geologist and Member of the Australasian Institute of Mining & Metallurgy. Mr. Curnow attended Monash University, Melbourne, Australia and graduated in 1986 with Bachelor of Science degree in geology.
The work completed by Mr. Curnow in preparing the geological report consisted of a review of geological data from previous exploration within the region. The acquisition of this data involved the research and investigation of historical files to locate and retrieve data information acquired by previous exploration companies in the area of the mineral claims.
DESCRIPTION OF PROPERTY
The property on which the Company has an option is the Lake Austin prospect which is comprised of one located mineral claim, Prospecting License 21/709. The Lake Austin prospect is in the Day Dawn district of the Murchison Mineral Fields approximately 550 kilometers north north-east of Perth. The nearest towns are the mining centers of Cue 25 kilometers to the north and Mt Magnet 50 kilometers to the south.
The license occurs in the central part of Lake Austin adjacent to an area known as the Island. The Island covers an area of about eight square kilometers and is approximately five kilometers from north to south and two kilometers across its widest point. The highest ridge on the Island rises approximately 50 meters above the lake floor.
The Great Northern Highway crosses Lake Austin via the Island and a causeway connects the Island to the mainland. A graded track leads from the highway to Mining Lease M 21/66 from which access to Prospecting License P 21/709 is obtained.
The license was applied for by Victor Caruso on July 12, 2010 and covers approximately 140 hectares of salt lake ground at Lake Austin. Mr. Caruso is the third party with whom we have entered into our Mineral Property Option Agreement.
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PHYSIOGRAPHY, CLIMATE, VEGETATION & WATER
The Lake Austin prospect is situated in the state of Western Australia, Australia, at the southern end of the Sheep Mountain Range, a north-south trending range of mountains with peaks reaching an elevation of 4,184 feet. The western portion of the claim covers a plateau-like area with the northeastern portion of descending elevations to a local valley and road. Elevations within the confines of the Claim are within the range of 300 feet.
The area is of a typically desert climate and relatively high temperature and low precipitation. Vegetation consists mainly of desert shrubs and cactus. Sources of water would be available from valley wells.
PROPERTY HISTORY
There is no prior mining exploration activity for the property to which our Mineral Property Option Agreement relates.
REGIONAL GEOLOGY
The portion of the Golconda Formation exposed in the property to which our Mineral Property Option relates (the “Project Area”) forms part of a steep westerly dipping limb of a north trending and north plunging anticline. Geologically the Island consists of two contrasting halves with the eastern side, where all the old workings are located, consisting of a series of ridges that run the full length of the Island.
The stratigraphic succession is reasonably well known. In contrast, the western side of the Island has no outcrop and, until recently received little attention. A series of rotary air-blast holes along widely spaced traverses encountered ultramafic rocks that displayed signs of shearing. This program was followed by 15 angled reverse circulation air core drill holes. Most of the drilling was west of the Project Area but they also encountered ultramafics. The Golconda Formation on the eastern side of the Island has been divided into five lithostratigraphic units.
Quartz veining is common in the BIF and mafic volcanics. Some geologists suggest that the veins represent axial plane fracture filling of various fold structures generally trending north. However, auriferous quartz veins with other orientations occur on the Island.
One geologist notes the existence of irregular quartz reefs which adopt “a somewhat tortuous course” Yet another geologist reports the presence of an east striking quartz reef at the Chicago workings and indicates that it was very rich in gold where it intersected a large north striking reef.
Three sets of faults are present locally and include a set of strike slip faults and two sets of cross faults; one set trending east- northeast and the other trending west- northwest. The strike slip faults are most commonly developed in the mafic volcanics and are potential sites for gold mineralization.
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Figure 2: Project Area Geology
Unit
Description
Associated Mine
Camp Dolerite
Coarse grained dolerite and gabbro intruding most stratigraphic formation
Austin Trigg series
Mafic volcanic/sediments, banded iron formation(carbonate facies) Mafic volcanic/sediments with dolerite BIF (carbonate facies)
Eureka Series
Mafic volcanic /sediments with dolerite Mafic volcanic BIF sequence(sulphide-carbonate facies Mafic volcanic /sediments with dolerite BIF (oxide facies)
Eureka, Golconda Hevrons, Baxters
Miners Hut series
Mafic volcanic banded iron formation ( carbonate facies) Mafic volcanic /sediments with dolerite BIF (silicate-sulphide-carbonate facies) Mafic volcanic /sediment. Banded iron formation with dolerite BIF (oxide-sulphide facies)
Golconda Golconda, Scottish Chief Evening Star
Ironclad series
Mafic volcanic /sediments with dolerite BIF ( sulphide-carbonate facies) Mafic volcanic sediment with dolerite BIF/chert (oxide-silicate facies and mafic volcanic black shale) BIF/chert (oxide silicate facies) Rhyolite. Mafic volcanic /sediment with dolerite
Ironclad, Chicago Shamrock, Orient
Lake Basalt
Pyroclastics and basalt