FORM 10-QSB
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the quarterly period ended: March 31, 1999
Or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission file number: 0-22723
WOLF INDUSTRIES INC.
(Exact name of registrant as specified in its charter)
NEVADA 98-0171619
(State of incorporation) (IRS Employer ID No.)
Suite 404 - 110 Cambie Street
Vancouver, British Columbia, Canada V6B 2M8
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code: (604) 688-6306
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
As of May 7, 1999, the Registrant had 11,334,648 shares of Common Stock
outstanding.
Transitional Small Business Disclosure Format (check one); Yes No [X]
THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION AND IS
THEREFORE FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.
<PAGE>
Part I Financial Information
Item 1 Financial Statements.
Consolidated Balance Sheet
(Unaudited)
<TABLE>
<CAPTION>
3 Months ended 3 Months ended
March 31, 1999 March 31, 1998
------------------------- --------------------------
<S> <C> <C>
Assets
Current
Accounts receivable $ 31,898 123,605
Inventory - 56,924
Prepaid expenses 25,000 1,737
------------------------- --------------------------
56,898 182,266
Capital Assets - 269,955
Excess of cost over net identifiable
assets acquired - 221,272
Intangible Asset 1,276,800 -
$ 1,333,698 $ 673,493
========================= ==========================
Liabilities
Current
Bank indebtedness $ 17,412 $ 5,341
Demand bank loan - 52,478
Accounts payable and accrued liabilities 1,016,885 180,116
Due to shareholders 14,946 -
-------------- -------------
1,049,243 237,935
Long term debt - 160,931
---------------------- --------------------------
1,049,243 398,866
---------------------- --------------------------
Stockholders' Equity
Common shares 2,342,973 354,368
Unrealized foreign exchange gain (loss) - 6,923
Deficit (2,058,518) (86,664)
------------------------- --------------------------
284,455 274,627
------------------------- --------------------------
$ 1,333,698 $ 673,493
========================= ==========================
</TABLE>
<PAGE>
Interim Consolidated Statement of Loss and Deficit
(Unaudited)
<TABLE>
<CAPTION>
3 Months ended 3 Months ended
March 31, 1999 March 31, 1998
------------------------- -------------------------
<S> <C> <C>
Expenses
Amortization 16,800 $ -
Administration 88,454 6,076
Executive compensation 21,000 -
Rent 12,374 -
Research and development 29,529 -
------------------------- -------------------------
168,157 6,076
------------------------- -------------------------
Loss from operations (168,157) (6,076)
Income from discontinued operations - 4,366
Net loss (168,157) (1,710)
Deficit, beginning of period (1,890,361) (84,954)
------------------------- -------------------------
Deficit, end of period $ (2,058,518) $ (86,664)
========================= =========================
</TABLE>
<PAGE>
Item 2 - Management's Discussion and Analysis or Plan of Operation.
(a) Liquidity
The Company is experiencing illiquidity and is dependent upon a shareholder to
provide funds to maintain its activities, pending resolution of the AEI Trucolor
Inc. legal matter (See Part II - Item 1 -"Legal Proceedings") whereupon it
expects to be able to raise funds through the issuance of shares.
(b) Capital Resources
The Company had a working capital deficiency of $992,345 at March 31, 1999. As
noted above, the Company is receiving funding from a shareholder pending
resolution of the AEI Trucolor Inc. legal matter.
(c) Results of Operations
For the three months ended March 31, 1999, the Company incurred a net loss of
$168,157.
The Company acquired a world-wide licence to manufacture and market a patented
device for the color matching of dentures to a patient's existing tooth color.
During the three months ended March 31, 1999, the Company incurred $29,529 of
costs for research and development of the device.
Administration expenses for the three-month period amounted to $88,454, compared
to $6,076 in the same period of 1998. The 1998 costs are not comparable, as most
of the administration expenses were incurred by the Company's former subsidiary,
714674 Alberta Ltd. ("Calgary Chemical"). Due to the sale (see Item 5) the
Company has treated the results of Calgary Chemical for the first quarter of
1998 as a discontinued operation.
<PAGE>
Part II - Other Information
Item 1 - Legal Proceedings:
AEI Trucolor Inc.
An action has been brought by AEI Trucolor Inc. ("AEI") in British Columbia
Supreme Court against Wolf Industries Inc., Andrew Engineering Inc. and other
parties to the License Agreement. AEI has made a claim against the defendants as
follows:
(a) Declaration that AEI holds all ownership rights and interest in the dental
color analyzer;
(b) An injunction against the Defendants from continuing the commercial or
other development of the dental color analyzer;
(c) An injunction against the Defendants from disposing of or in any way
dealing with the dental color analyzer;
(d) An order that the dental color analyzer be delivered forthwith to the
Plaintiff;
(e) An accounting of all monies, profits and benefits made and received by the
Defendants for an on account of AEI Trucolor, Inc.;
(f) General damages; and
(g) Punitive damages
The Corporation has filed an appearance and is currently preparing a response
denying the allegations and requesting that the claim be dismissed.
Harvey Productions Inc.
The Company is presently in litigation in the Los Angeles County Superior Court,
West District, Santa Monica, California, concerning the approximately $55,000
demand of the complaint purportedly due and owing by the Company to plaintiff
Harvey Productions Inc. for public relations services allegedly rendered but not
paid. The Company has denied these allegations. The matter is still in the
discovery stage and has not been set for trial.
Item 2. - Changes in Securities: None
Item 3. - Default Upon Senior Securities: There are no defaults to report.
Item 4. - Submission of Matters to a Vote of Security Holders: None during the
quarter.
Item 5. - Other Information: None
Item 6: Exhibits and Reports on Form 8-K: None
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.
WOLF INDUSTRIES INC.
Dated: May 20, 1999
/s/Patrick McGowan
Patrick McGowan, President
/s/Allen Schwabe
Allen. Schwabe, Secretary, Treasurer
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0001040482
<NAME> Wolf Industries, Inc.
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1999 DEC-31-1998
<PERIOD-START> JAN-01-1999 JAN-01-1998
<PERIOD-END> MAR-31-1999 MAR-31-1998
<CASH> 0 0
<SECURITIES> 0 0
<RECEIVABLES> 31,898 123,605
<ALLOWANCES> 0 0
<INVENTORY> 0 56,924
<CURRENT-ASSETS> 56,898 182,266
<PP&E> 0 303,916
<DEPRECIATION> 0 (33,961)
<TOTAL-ASSETS> 1,333,698 673,493
<CURRENT-LIABILITIES> 1,049,243 237,935
<BONDS> 0 0
0 0
0 0
<COMMON> 2,342,973 354,368
<OTHER-SE> 0 0
<TOTAL-LIABILITY-AND-EQUITY> 1,333,698 673,493
<SALES> 0 0
<TOTAL-REVENUES> 0 169,826
<CGS> 0 88,309
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 168,157 79,205
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 0 4,022
<INCOME-PRETAX> (168,157) (1,710)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> (168,157) (6,076)
<DISCONTINUED> 0 (4,366)
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (168,157) (1,710)
<EPS-BASIC> (0.01) (0.00)
<EPS-DILUTED> (0.01) (0.00)
</TABLE>
