<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X] Quarterly Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended June 30, 2000
[ ] Transition Report pursuant to 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from __________ to __________
Commission File Number 0-26341
NEWLANDS OIL & GAS INC.
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(Exact name of Small Business Issuer as specified in its charter)
Nevada 98-0197707
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(State or other jurisdiction of (IRS Employer
incorporation) Identification No.)
#300 - 750 West Pender Street, Vancouver, British Columbia, Canada V6C 2T7
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(Address of principal executive offices)
604-689-1180
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(Issuer's telephone number)
_______________________________________________________________
(Former name, former address and former fiscal year if changed
since last report)
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date:
10,047,167 shares of Common Stock as of June 30, 2000.
Transitional Small Business Disclosure Format (check one):
Yes [ ] No [X]
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PART I FINANCIAL INFORMATION
Item 1. Financial Statements
GENERAL
The Company's un-audited financial statements for the six months
ended June 30, 2000 are included with this Form 10-QSB. The un-
audited financial statements for the six months ended June 30,
2000 include:
(a) Consolidated Balance Sheet as of June 30, 2000 and
December 31, 1999;
(b) Consolidated Statements of Loss and Deficit Accumulated
During the Exploration Stage - six and three month
periods ended June 30, 2000 and 1999 and for the period
June 17, 1998 (Date of Incorporation) to June 30, 2000;
(c) Consolidated Statement of Cash Flows - six months ended
June 30, 2000 and June 30, 1999 and for the period June
17, 1998 (Date of Incorporation) to June 30, 2000;
(d) Consolidated Statement of Changes in Shareholders'
Equity - for the period June 17, 1998 (Date of
Incorporation) to December 31, 1999 and for the six
months ended June 30, 2000;
(e) Notes to Consolidated Financial Statements
The un-audited financial statements have been prepared in
accordance with the instructions to Form 10-QSB and Item 310 (b)
of Regulation S-B and, therefore, do not include all information
and footnotes necessary for a complete presentation of financial
position, results of operations, cash flows, and stockholders'
equity in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments
considered necessary for a fair presentation of the results of
operations and financial position have been included and all such
adjustments are of a normal recurring nature. Operating results
for the six months ended June 30, 2000 are not necessarily
indicative of the results that can be expected for the year
ending December 31, 2000.
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NEWLANDS OIL & GAS INC.
(An Exploration Stage Company)
BALANCE SHEETS
June 30, 2000 and December 31, 1999
(Stated in US Dollars)
(Un-audited)
ASSETS
------
June 30, December 31,
2000 1999
----------- ------------
Current
Cash $ 2,779 $ 4,409
Accounts receivable - 3,734
----------- ------------
2,779 8,143
Oil and gas property - Note 2 - 73,000
----------- ------------
$ 2,779 $ 81,143
=========== ============
LIABILITIES
-----------
Current
Accounts payable $ 185,156 $ 120,431
Loans payable 86,000 78,500
----------- ------------
271,156 198,931
----------- ------------
STOCKHOLDERS' DEFICIENCY
------------------------
Capital stock - Note 3 150,708 150,708
Deficit accumulated during the
exploration stage (419,085) (268,496)
----------- ------------
(268,377) (117,788)
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$ 2,779 $ 81,143
=========== ============
Subsequent Event - Note 4
APPROVED BY THE DIRECTORS:
/s/ Graeme Sewell , Director /s/ Negar Towfigh , Director
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SEE ACCOMPANYING NOTES
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NEWLANDS OIL & GAS INC.
(An Exploration Stage Company)
STATEMENTS OF LOSS AND DEFICIT
ACCUMULATED DURING THE EXPLORATION STAGE
for the six and three month periods ended June 30, 2000 and 1999
and for the period June 17, 1998 (Date of Incorporation) to June 30, 2000
(Stated in US Dollars)
(Unaudited)
June 17,
1999 (Date
Three Six Three Six of Incor-
months months months months poration)
ended ended ended ended to
June 30, June 30, June 30, June 30, June 30,
2000 2000 1999 1999 2000
--------- ---------- --------- --------- ----------
Administrative expenses
Accounting and audit $ 1,606 $ 3,476 $ 1,967 $ 2,467 $ 16,273
Consulting fees 21,000 42,000 6,000 12,000 169,000
Filing fees 400 800 - - 9,271
Interest and bank
Charges 148 247 95 223 764
Legal fees 5,047 6,111 14,262 20,343 46,296
Office 117 117 1,086 1,190 5,715
Rent 456 2,061 - - 6,218
Transfer agent 720 973 - 1,511 3,915
Travel - - 283 669 1,240
--------- ---------- --------- --------- ----------
Net loss before other 29,494 55,785 23,693 38,403 258,692
Other
Exploration and
development expenses 21,960 21,960 - - 88,037
Write-off of oil and
gas property 73,000 73,000 - - 73,000
Interest income (76) (156 (135) (302) (644)
--------- ---------- --------- --------- ----------
Net loss for the period 124,378 150,589 23,558 38,101 419,085
Deficit, beginning of
the period 294,707 268,496 44,459 29,916 -
--------- ---------- --------- --------- ----------
Deficit, end of
the period $ 419,085 $ 419,085 $ 68,017 $ 68,017 $ 419,085
========= ========== ========= ========= ==========
Net loss per share $ 0.012 $ 0.015 $ 0.002 $ 0.004
========= ========== ========= =========
Weighted average number
of shares outstanding 10,047,167 10,047,167 10,047,167 10,047,167
========== ========== ========== ==========
SEE ACCOMPANYING NOTES
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NEWLANDS OIL & GAS INC.
(An Exploration Stage Company)
STATEMENTS OF CASH FLOWS
for the six month periods ended June 30, 2000 and 1999
and for the period June 17, 1998 (Date of Incorporation) to
June 30, 2000
(Stated in US Dollars)
(Un-audited)
June 17,
1999 (Date
Six Six of Incor-
months months poration)
ended ended to
June 30, June 30, June 30,
2000 1999 2000
---------- --------- ----------
Cash Flows from (used in)
Operating Activities
Net loss for the period $ (150,589) $ (38,101) $ (419,085)
Less: item not involving
cash:
Write-off of oil and gas
property 73,000 - 73,000
Changes in non-cash working
capital balances related
to operations
Accounts receivable 3,734 - -
Accounts payable 64,725 30,515 185,156
Loans payable 7,500 17,200 86,000
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(1,630) 9,614 (74,929)
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Cash Flows from Financing Activity
Issue of common shares - - 150,708
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Cash Flows used in Investing
Activity
Oil and gas property - (23,000) (73,000)
---------- --------- ----------
Net increase (decrease) in cash
during the period (1,630) (13,386) 2,779
Cash, beginning of the period 4,409 29,472 -
---------- --------- ----------
Cash, end of the period $ 2,779 $ 16,086 $ 2,779
========== ========= ==========
SEE ACCOMPANYING NOTES
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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 six months ended June 30, 2000
(Stated in US Dollars)
(Unaudited)
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 - - - (150,589) (150,589)
----------- --------- ---------- ------------ ----------
Balance, as
at June 30,
2000 10,047,167 $ 10,047 $ 140,661 $ (419,085) $ (268,377)
=========== ========= ========== ============ ==========
SEE ACCOMPANYING NOTES
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NEWLANDS OIL & GAS INC.
(An Exploration Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
June 30, 2000
(Stated in U.S. dollars)
(Un-audited)
Note 1 Interim Reporting
-----------------
While the information presented in the accompanying interim six
months financial statements is un-audited, 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
these interim financial statements be read in conjunction with the
company's December 31, 1999 annual audited financial statements.
Note 2 Oil and Gas Property 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. As at
June 30, 2000, the property was abandoned.
Note 3 Capital Stock - Note 4
----------------------
Authorized:
50,000,000 common shares, $0.001 par value
1,000,000 preferred shares, $0.01 par value
Note 4 Subsequent Event
----------------
Subsequent to June 30, 2000, the company issued 2,500,000 common
shares at $0.10 per share pursuant to debt settlement agreements to
settle $250,000 in debts included in accounts payable ($164,000)
and loans payable ($86,000) at June 30, 2000.
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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.
The company generated no revenues during the six month
period ended June 30, 2000 and has recorded a net loss
of $150,589 compared to a net loss of $38,101 for the
six month period ended June 30, 1999.
All losses are due to administrative costs, exploration
and development costs, and the write-off of the
company's oil and gas property.
LIQUIDITY AND CAPITAL RESOURCES
As of June 30, 2000, the company had a net worth of
($268,377) compared to a net worth of $82,691 at June
30, 1999. This decrease is primarily due to operating
expenses and the write down of oil exploration expenses
for the twelve-month period between June 30, 1999 and
June 30, 2000. There was a working capital deficit of
$268,377 at June 30, 2000 compared to a deficit of
$35,309 at June 30, 1999.
STRATEGY, BUSINESS PLANS AND NEED FOR THE INFUSION OF CAPITAL
Additional capital is needed to cover overhead
expenses. The company has dropped its mineral property
and is in the process of seeking new acquisitions. Mr.
Allen Sewell resigned as President, Treasurer and
Director of the company on August 18, 2000 and on the
same day Mr. Graeme Sewell, an existing director, was
named interim President. On September 12, 2000 Mr.
Doug Yee was appointed President of the Company and has
also joined the board of directors. 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.
3
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PART II.
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
NONE
ITEM 2. CHANGES IN SECURITIES
Subsequent to June 30, 2000, the company issued
2,500,000 common shares at $0.10 per share
pursuant to debt settlement agreements to settle
$250,000 in debts.
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
The Company filed a Form 8-K on September 5,
2000 relating to Item 5 therein announcing that
the Company will not be exercising its option to
proceed with the Travis oil and gas property
located in Solano County, California. The Form
8-K also referred to Mr. Allen Sewell having
resigned as President, Treasurer and Director of
the company on August 18, 2000 and on the same
day Mr. Graeme Sewell, an existing director,
was named interim President.
4
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SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
Date: September 20, 2000
NEWLANDS OIL & GAS INC.
/s/ Negar Towfigh
By: _________________________
Negar Towfigh / Director
/s/ Graeme Sewell
By: _________________________
Graeme Sewell / Director
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