6-K 1 d91376e6-k.txt FORM 6-K FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 QUARTERLY REPORT FOR PERIOD ENDED JULY 31, 2001 Achieva Development Corp. ----------------------------------------------- (Translation of Registrant's name into English) 905 West Pender Street, Suite 201, Vancouver, British Columbia V6C 3L6 ---------------------------------------------------------------------- (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or 40-F. Form 20-F x Form 40-F --- --- Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No x --- --- If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- --------- INDEX

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ACHIEVA DEVELOPMENT CORP. By /s/ James Bryce ---------------------------------- James Bryce, President, Chief Executive Officer and Director Date: October 16, 2001 2 ======================================================================================================================= Issuer Details For Quarter Ended Date of Report Name of Issuer Y M D Achieva Development Corp. July 31, 2001 01 09 28 ----------------------------------------------------------------------------------------------------------------------- Issuer's Address #201 - 905 West Pender Street ----------------------------------------------------------------------------------------------------------------------- City Province Postal Code Issuer Fax No. Issuer Telephone No Vancouver BC V6C 1L6 (604) 689-1925 (604) 682-8628 ----------------------------------------------------------------------------------------------------------------------- Contact Name Contact Position Contact Telephone No. James Bryce Director (604) 682-8628 ----------------------------------------------------------------------------------------------------------------------- Contact Email Address Website Address N/A N/A =======================================================================================================================

CERTIFICATE The three schedules required to complete this Quarterly Report are attached and the disclosure contained therein has been approved by the Board of Directors. A copy of this Quarterly Report will be provided to any shareholder who requests it. ======================================================================================================================= Director's Signature Print Full Name Date Signed Y M D "James Bryce" James Bryce 01 09 28 ----------------------------------------------------------------------------------------------------------------------- Director's Signature Print Full Name Date Signed Y M D "Raymond Roland" Raymond Roland 01 09 28 =======================================================================================================================

F-1 ACHIEVA DEVELOPMENT CORP. QUARTERLY REPORT JULY 31, 2001 SCHEDULE A: Financial information See attached financial statements SCHEDULE B: Supplementary information 1. See attached financial statements There have been no transactions with related parties during the period. 2. a) No securities issued during the period. b) No stock options were issued during the period. 3. a) Authorized Capital 100,000,000 Common voting shares, no par value 100,000,000 Class A preference non-voting shares, par value $10 each 100,000,000 Class B preference non-voting shares, par value $50 each

b) See Notes 5(c) and 5(e) to the attached financial statements. c) See Note 5(d) to the attached financial statements. d) List of Directors and Officers: James Bryce, President George Anagnost, Secretary Raymond Roland F-2 ACHIEVA DEVELOPMENT CORP. QUARTERLY REPORT JULY 31, 2001 SCHEDULE C: Management Discussion 1. The Company is a natural resource company engaged in the exploration of grass roots mineral properties. The Company has a 100% interest in the Ladue Mineral Claims in Alaska which it has optioned, as to a 50% interest, to another company who is conducting exploration work on the property. 2. As described in Note 6, the terms and conditions of the loan receivable described in Note 3 have changed as a result of the guarantor of the loan assuming responsibility for repayment. 3. The Company continues to control operating expenses and other than the increase in regulatory cost relating to the filing of an amendment to the Form 20F Registration Statement, operating expenses remain low. 4. There were no issuances of shares or other financing activities during the period, however, working capital of $473,048 at July 31, 2001 leaves the Company well equipped to handle its operating and other needs for the future. 5. There were no investor relations activities undertaken by or on behalf of the Company during the period except for dissemination of press releases and exploration updates to the media, interested shareholders, investors, and brokers. No investor relations arrangements or other contracts were entered into during the period. F-3 NOTICE TO READER We have compiled the balance sheet of Achieva Development Corp. as at July 31, 2001 and the statements of deferred exploration expenditures, operations and deficit, and cash flows for the nine months then ended from information provided by management. We have not audited, reviewed or otherwise attempted to verify the accuracy or completeness of such information. Readers are cautioned that these statements may not be appropriate for their purposes. Vancouver, B.C. "Morgan & Company" Chartered Accountants September 26, 2001 F-4 ACHIEVA DEVELOPMENT CORP. BALANCE SHEET (UNAUDITED - SEE NOTICE TO READER) (IN CANADIAN DOLLARS)

F-5 ACHIEVA DEVELOPMENT CORP. STATEMENT OF DEFERRED EXPLORATION EXPENDITURES (UNAUDITED - SEE NOTICE TO READER) (IN CANADIAN DOLLARS)

F-6 ACHIEVA DEVELOPMENT CORP. STATEMENT OF OPERATIONS AND DEFICIT (UNAUDITED - SEE NOTICE TO READER) (IN CANADIAN DOLLARS)

F-7 ACHIEVA DEVELOPMENT CORP. STATEMENT OF CASH FLOWS (UNAUDITED - SEE NOTICE TO READER) (IN CANADIAN DOLLARS)

F-8 ACHIEVA DEVELOPMENT CORP. NOTES TO FINANCIAL STATEMENTS JULY 31, 2001 (UNAUDITED - SEE NOTICE TO READER) 1. A) NATURE OF OPERATIONS The Company is in the process of exploring its mineral properties and has not yet determined whether the properties contain ore reserves that are economically recoverable. The recoverability of amounts shown for mineral properties and related deferred costs is dependent upon the discovery of economically recoverable reserves, confirmation of the Company's interest in the underlying mineral claims, the ability of the Company to obtain necessary financing to complete the development, and upon future profitable production or proceeds from the disposition thereof. B) ACCOUNTING POLICIES i) Depreciation Office furniture is depreciated at the rate of 20% on the declining balance basis. ii) Investments The Company records portfolio investments at cost. The cost of portfolio investments is written down to market value when a decline in value is other than temporary. iii) Mineral Property and Related Exploration Expenditures The Company defers all direct expenditures on properties and areas in which it is interested. At such time as the Company loses or abandons title or its interest in any property, the accumulated expenditure on such property is charged to operations. If any property reaches commercial production applicable deferred expenditures will be amortized against related production revenues on the unit of production method based on the property's estimated reserves. The amounts shown for mineral properties represent costs to date and do not necessarily represent present or future values. iv) Stock Based Compensation Employee and director stock options granted by the Company (as described in Note 5(e)) are not recognized in the accounts until exercised, and then are recorded only as a credit to share capital to the extent of the exercise price. No remuneration expense is recorded by the Company on the excess, if any, of the trading price of the stock over the exercise price. F-9 ACHIEVA DEVELOPMENT CORP. NOTES TO FINANCIAL STATEMENTS JULY 31, 2001 (UNAUDITED - SEE NOTICE TO READER) 1. B) ACCOUNTING POLICIES (Continued) v) Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from management's best estimate as additional information become available in the future. vi) Financial Instruments The Company's financial instruments consist of cash, accounts receivable, and accounts payable and accrued liabilities. 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, unless otherwise noted. vii) Loss per Share Loss per share has not been calculated as it is not considered meaningful at this stage of the Company's operations. 2. INVESTMENTS

F-10 ACHIEVA DEVELOPMENT CORP. NOTES TO FINANCIAL STATEMENTS JULY 31, 2001 (UNAUDITED - SEE NOTICE TO READER) 3. LOANS RECEIVABLE

4. MINERAL PROPERTIES

F-11 ACHIEVA DEVELOPMENT CORP. NOTES TO FINANCIAL STATEMENTS JULY 31, 2001 (UNAUDITED - SEE NOTICE TO READER) 4. MINERAL PROPERTIES (Continued)

F-12 ACHIEVA DEVELOPMENT CORP. NOTES TO FINANCIAL STATEMENTS JULY 31, 2001 (UNAUDITED - SEE NOTICE TO READER) 5. SHARE CAPITAL a) Authorized 100,000,000 Common voting shares, no par value 100,000,000 Class A preference non-voting shares, par value $10 each 100,000,000 Class B preference non-voting shares, par value $50 each

c) As at April 30, 2001, the Company has outstanding non-transferable share purchase warrants for the purchase of up to 2,333,333 common shares at $0.15 per share for one year, or at $0.175 per share during the second year. The warrants expire on different dates from January 14, 2002 through February 16, 2002. d) Of the issued shares, 140,626 are held in escrow subject to approval for release by the regulatory authorities. e) As at July 31, 2001, the Company had outstanding incentive stock options for the purchase of up to 447,000 shares at $0.26 per share to July 16, 2003. 6. SUBSEQUENT EVENT Subsequent to July 31, 2001, the guarantor of the loan described in Note 3 has assumed responsibility for the repayment of the loan, and has agreed to make 12 consecutive monthly payments of US$12,500 plus accrued interest. F-13

ACHIEVA DEVELOPMENT CORP/CAN 6-K