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: September 30, 2000
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 205 - 16055 Fraser Highway
Surrey, British Columbia, Canada V3S 2W9
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code: (604) 597-0036
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 November 15, 2000, the Registrant had 11,470,218 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.
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Part I Financial Information
Item 1 Financial Statements.
Consolidated Balance Sheet
(Unaudited)
<TABLE>
<CAPTION>
9 Months ended 9 Months ended
Sept. 30, 2000 Sept. 30, 1999
Assets
Current
<S> <C> <C>
Accounts receivable $ 25,958 $ 4,957
-------------- -------------
Capital Assets 197,302
Intangible Assets 66,311 7,500
-------------- -------------
$ 289,571 $ 12,457
============== =============
Liabilities
Current
Bank 2,287 $ 353
Accounts payable and accrued liabilities 546,312 1,040,897
-------------- -------------
548,599 1,041,250
Stockholders' Deficiency
Capital stock 2,168,264 1,084,474
Deficit (2,427,292) (2,113,267)
-------------- -------------
(289,571) (1,028,793)
-------------- -------------
$ 289,571 $ 12,457
============== =============
</TABLE>
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Interim Consolidated Statement of Loss and Deficit
(Unaudited)
9 Months ended 9 Months ended
Sept. 30, 2000 Sept. 30, 1999
-------------- --------------
Expenses
Amortization $ 12,301 $ --
Administration 202,364 130,702
Executive compensation 27,374 61,000
Rent 13,447 12,374
Research and development (26,322) 69,230
------------- -------------
229,164 273,306
------------- -------------
Net Income (Loss) (229,164) (273,306)
Deficit, beginning of period (2,427,292) (1,839,961)
------------- -------------
Deficit, end of (2,430,470) (2,113,267)
============= =============
The foregoing unaudited financial statements contain all adjustments considered
necessary by management to make the financial statements not misleading.
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Item 2 - Management's Discussion and Analysis or Plan of Operation.
(a) Liquidity
The Company is experiencing illiquidity and has been dependent upon a
shareholder to provide funds to maintain its activities. The shareholder has
provided $1,285,325 to September 30, 2000, and was repaid $53,230 during 1999,
and $1,009,889 in 2000, leaving a balance of $222,206 which is included in
accounts payable. There are no specific terms of repayment.
(b) Capital Resources
The Company had a working capital deficiency of $522,641 at September 30, 2000.
As noted above, the Company is receiving funding from a shareholder.
(c) Results of Operations
For the nine months ended September 30, 2000, the Company incurred a net loss of
$229,164.
Administration expenses for the nine-month period amounted to $202,364, compared
to $130,702 in the same period of 1999.
On July 7, 2000, the acquisition agreement to acquire all of the issued and
outstanding shares of Interactive Travel Systems Media Group Inc. ("TPI") was
closed and completed. As a result, the Company's financial statements for the
quarter ended September 30, 2000 include the accounts of TPI And its the results
of operations with effect from July 7, 2000.
TPI has developed marketing and reservation system for on-line booking of
tourist attractions, sightseeing tours, ground transportation, restaurants and
other visitor attractions. The Company's Travelport Stations will be installed
in a variety of prime international tourist destinations. Each Travelport
Station will be located strategically in high profile, four and five star hotels
and other destination sites, and give the traveling public the ability to view
and book reservations and tickets for local attractions and facilities.
Travelport Stations play high definition DVD interactive video on flat touch
screens.
In addition to significant advertising revenue, the Company anticipates income
by way of commissions from booking on-line attractions, restaurants, etc. The
Company will maintain ownership of all digital content, which will provide an
on-line video library for licensing to a growing number of travel related
internet sites.
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Part II - Other Information
Item 1 - Legal Proceedings:
Harvey Productions Inc.
-----------------------
In settlement of litigation, the Company agreed to make a series of payments
totalling $20,000 over the period from February to December 2000. The agreement
stipulated that in the event the Company defaults on any payment, the amount of
$50,000 would then become due and payable. During the nine-month period, the
Company paid $15,500 under the terms of the agreement.
Item 2. - Changes in Securities: On June 14, 2000 the Company entered into an
Acquisition Agreement with Interactive Travel Systems Media Group Inc. (TPI) a
Nevada corporation. The Acquisition Agreement closed on July 7, 2000. Pursuant
to this Agreement the Company issued unregistered Warrants to acquire up to
3,000,000 shares if the Company's common stock at $0.27 per share to the sole
shareholder of TPI. The Warrants have a term of five years and are first
exercisable on June 14, 2001 with the shares vesting upon exercise. The Company
relied upon the exemption from the registration requirements of the Securities
Act of 1933 provided by section 4(2) being a transaction by an issuer not
involving a public offering for these conversions.
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: November 17, 2000
/s/ Patrick A. McGowan
-----------------------------
Patrick A. McGowan, President
/s/ Peter G. Rook-Green
-----------------------
Peter G. Rook-Green, Chief Financial Officer
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