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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
---------------- ----------------------
Commission file number 000-2631
---- ---------------------------------
NEWLANDS OIL & GAS INC.
Nevada 98-0197707
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
#300 - 750 West Pender Street, Vancouver, British Columbia CANADA V6C 2T7
(Address of principal executive offices)
(604)689-1180
(Issuer's telephone number)
State the number of shares outstanding of each of the issuer's classes of common
equity, as of April 30, 2000.
10,047,167
- ----------
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
<PAGE>
NEWLANDS OIL & GAS INC.
INDEX TO FORM 10-QSB
PART I PAGE
Item 1. Financial Statements 1
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 5
PART II
Item 1. Legal Proceedings 7
Item 2. Changes in Securities 7
Item 3. Defaults Upon Senior Securities 7
Item 4. Submission of Matters to a Vote of Securities Holders 7
Item 5. Other Information 7
Item 6. Exhibits and Reports on Form 8-K 7
SIGNATURE PAGE 8
<PAGE>
ii
PART I
FINANCIAL INFORMATION
The unaudited financial statements are attached hereto.
<PAGE>
NEWLANDS OIL & GAS INC.
(An Exploration Stage Company)
BALANCE SHEET
March 31, 2000 and December 31, 1999
(Stated in US Dollars)
(Unaudited - See Note 1)
----------------------
ASSETS
------
March 31, December 31,
2000 1999
---- ----
Current
Cash $ 8,708 $ 4,409
Accounts receivable - 3,734
-------- -------
8,708 8,143
Oil and gas property - Note 2 73,000 73,000
-------- -------
$ 81,708 $ 81,143
LIABILITIES
-----------
Current
Accounts payable $ 139,707 $ 120,431
Loans payable 86,000 78,500
-------- -------
225,707 198,931
-------- -------
STOCKHOLDERS' DEFICIENCY
------------------------
Capital stock - Note 3 150,708 150,708
Deficit accumulated during the exploration stage (294,707) (268,496)
-------- -------
(143,999) (117,788)
-------- -------
$ 81,708 $ 81,143
======== ========
<PAGE>
NEWLANDS OIL & GAS INC.
(An Exploration Stage Company)
STATEMENT OF LOSS AND DEFICIT
ACCUMULATED DURING THE EXPLORATION STAGE
for the three month periods ended March 31, 2000 and 1999
and for the period June 17, 1998 (Date of Incorporation) to March 31, 2000
(Stated in US Dollars)
(Unaudited - See Note 1)
----------------------
June 17, 1998
Three months Three months (Date of
ended ended Incorporation) to
March 31, March 31, March 31,
2000 1999 2000
---- ---- ----
Administrative Expenses
Accounting and audit fees $ 1,870 $ 500 $ 14,667
Consulting fees 21,000 6,000 148,000
Filing fees 400 - 8,871
Interest and bank charges 99 128 616
Legal fees 1,064 6,081 41,249
Office and other - 104 5,598
Rent 1,605 - 5,762
Transfer agent fees 253 1,228 3,195
Travel - 669 1,240
-------- -------- ---------
Net loss before other 26,291 14,710 229,198
Other
Exploration and development
Expenses - - 66,077
Interest income (80) (167) (568)
-------- -------- ---------
Net loss for the period 26,211 14,543 294,707
Deficit, beginning of the period 268,496 29,916 -
-------- -------- ---------
Deficit, end of the period $ 294,707 $ 44,459 $ 294,707
======== ======== ========
Net loss per share $ 0.003 $ 0.004
======== ========
Weighted average number of
shares outstanding 10,047,167 10,047,167
========== ==========
<PAGE>
NEWLANDS OIL & GAS INC.
(An Exploration Stage Company)
STATEMENT OF CASH FLOWS
for the three month periods ended March 31, 2000 and 1999
and for the period June 17, 1998 (Date of Incorporation) to March 31, 2000
(Stated in US Dollars)
(Unaudited - See Note 1)
----------------------
June 17, 1998
Three months Three months (Date of
ended ended Incorporation) to
March 31, March 31, March 31,
2000 1999 2000
---- ---- ----
Cash Flows from (used in)
Operating Activities
Net loss for the period $( 26,211) $( 14,543) $(294,707)
Changes in non-cash working
capital balances related to
operations
Accounts receivable 3,734 - -
Accounts payable 19,276 10,247 139,707
Loans payable 7,500 - 86,000
-------- -------- ---------
4,299 (4,296) (69,000)
Cash Flows from Financing Activity
Issue of common shares - - 150,708
-------- -------- ---------
Cash Flows used in Investing Activity
Oil and gas property - (23,000) (73,000)
-------- -------- ---------
Net increase (decrease) in cash
during the period 4,299 (27,296) 8,708
Cash, beginning of the period 4,409 29,472 -
-------- -------- ---------
Cash, end of the period $ 8,708 $ 2,176 $ 8,708
======== ======== ========
<PAGE>
NEWLANDS OIL & GAS INC.
(An Exploration Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
for the period June 17, 1998 (Date of Incorporation) to December 31, 1999
and for the three months ended March 31, 2000
(Stated in US Dollars)
(Unaudited - See Note 1)
----------------------
Deficit
Accumulated
Additional During the
Common Shares Paid-in Exploration
-------------
# Par Value Capital Stage Total
------ --------- ------- ----- -----
Shares issued
pursuant to
offering
memorandum 10,047,167 $ 10,047 $ 140,661 $ - $ 150,708
Net loss for
the period - - - (29,916) (29,916)
---------- ------- --------- --------- -------
Balance, as
at December
31, 1998 10,047,167 10,047 140,661 (29,916) 120,792
Net loss for
the year - - - (238,580) (238,580)
---------- ------- --------- --------- -------
Balance, as
at December
31, 1999 10,047,167 10,047 140,661 (268,496) (117,788)
Net loss for
the period - - - (26,211) (26,211)
---------- ------- --------- ------- -------
Balance, as
at March 31,
2000 10,047,167 $ 10,047 $ 140,661 $(294,707) $ (143,999)
========== ======= ========= ======== =========
<PAGE>
NEWLANDS OIL & GAS INC.
(An Exploration Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
March 31, 2000
(Stated in U.S. dollars)
(Unaudited - See Note 1)
----------------------
Note 1 Interim Reporting
-----------------
These financial statements have not been audited or reviewed and have
been prepared on a compilation basis only. Readers are cautioned that
these statements may not be appropriate for their purposes. While the
information presented in the accompanying interim three month financial
statements is unaudited, it includes all adjustments which are, in the
opinion of management, necessary to present fairly the financial
position, results of operations and cash flows for the interim period
presented. It is suggested that the financial statements be read in
conjunction with the company's December 31, 1999 annual financial
statements.
Note 2 Oil and Gas Project Costs
-------------------------
Pursuant to an exploration conveyance and assignment agreement with a
related company, (related by virtue of common directors), the company
may earn a 7% working interest in the Travis Oil and Gas project for
total consideration of $73,000 (paid). The company is required to pay
10% of the costs for each test well drilled. If its does not pay it's
portion within 15 days of a cash call, it will not have any right to
the test wells nor will it have any right to an interest in any
proposed development well for that prospect. The company can only
participate in development wells by contributing to an initial test
well in the prospect area.
Note 3 Capital Stock
-------------
Authorized:
50,000,000 common shares, $0.001 par value
1,000,000 preferred shares, $0.01 par value
Note 4 Uncertainty Due to the Year 2000 Issue
--------------------------------------
The Year 2000 Issue arises because many computerized systems use two
digits rather than four to identify a year. Date-sensitive systems may
recognize the year 2000 as 1900 or some other date, resulting in errors
when information using the year 2000 date is processed. In addition,
similar problems may arise in some systems which use certain dates in
1999 to represent something other than a date. Although the change in
date has occurred, it is not possible to conclude that all aspects of
the Year 2000 Issue that may affect the company, including those
related to customers, suppliers or other third parties, have been
fully resolved.
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the
financial statements and notes thereto included herein.
<PAGE>
The company generated no revenues during the three month period ended
March 31, 2000 and has recorded a net loss of $26,211 compared to a net loss of
$14,543 for the three month period ended March 31, 1999.
All losses are due to administrative costs of the company and to
exploration expenses.
LIQUIDITY AND CAPITAL RESOURCES
As of March 31, 2000, the company had a net worth of ($143,999)
compared to a net worth of $106,249 at March 31, 1999. This decrease is
primarily due to operating expenses of $189,103 for the twelve month period
between March 31, 1999 and March 31, 2000. There was a working capital
deficit of $216,999 at March 31, 2000 compared to a deficit of $11,751 at
March 31, 1999.
STRATEGY, BUSINESS PLANS AND NEED FOR THE INFUSION OF CAPITAL
Additional capital is needed to cover overhead expenses as well as
continue the expected 1999/2000 exploration program. Various sources of
financing, including the issuance of debt and equity securities are being
investigated. There is no guarantee that the company will be successful in
arranging the required financing.
<PAGE>
PART II.
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
NONE
ITEM 2. CHANGES IN SECURITIES
NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
NONE
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDER
NONE
ITEM 5 OTHER INFORMATION
NONE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
NONE
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the understanding, thereunto duly
authorized.
Date: May 10, 2000
NEWLANDS OIL & GAS INC.
By: /s/ Allen Sewell Date: May 10, 2000
Allen Sewell/Principal Executive Officer
By: /s/ Graeme Sewell Date: May 10, 2000
Graeme Sewell/Principal Financial Officer
<PAGE>
