SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Pursuant to Section 13 or 15 (d) of the Securities Exchange
Act of 1934
For the quarter ended March 31, 1999
Commission File No. 0-24684
LONE WOLF ENERGY, INC.
(Name of small business issuer in its charter)
Colorado
(State or other jurisdiction of Incorporation or Organization)
73-1550360
(IRS Employer Identification Number)
2400 NW 30th, #814
0klahoma City, Oklahoma 73112
(405) 946-5972
(Address, including zip code and telephone number, including area
Code of registrant's executive offices)
K&S VENTURES, INC.
(Former Name of Registrant)
Securities registered under Section 12 (b) of the Exchange Act: none
Securities registered under Section 12 (g) of the Exchange Act:
Common Stock, $0.001 par value
(Title of class)
Check whether the issuer (1) 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 [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of March 31, 1999 there were
11,170,000 shares of the Company's common stock issued and outstanding.
Documents Incorporated by Reference: None
<PAGE>
PART 1. - FINANCIAL INFORMATION
Item 1. Financial Statements
LONE WOLF ENERGY, INC.
(A Development Stage Company)
BALANCE SHEETS
March 31, 1999 AND 1998
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
------------- -------------
<S> <C> <C>
ASSETS
Current Assets
Cash $ 50 $ 282
-------- --------
TOTAL ASSETS $ 50 $ 282
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable $ 25,900 $ --
-------- --------
Total Liabilities 25,900 --
-------- --------
Stockholders' Equity
Preferred Stock, $0.001 par value, 20,000,000 shares authorized,
No shares issued and outstanding -- --
Common Stock, $0.001 par value, 100,000,000 shares authorized,
11,170,000 shares issued and outstanding at March 31, 1999 and at
December 31, 1998 11,170 11,170
Additional Paid in Capital 45,941 45,941
Retained Earnings (Deficit) (45,689) (19,557)
Deficit Accumulated During The Development Stage (37,272) (37,272)
-------- --------
Total stockholders' equity (25,550) 282
-------- --------
TOTAL LIABILITIES' AND STOCKHOLDERS' EQUITY $ 50 $ 282
======== ========
</TABLE>
The accompanying notes are an integral part of the Financial Statements
2
<PAGE>
LONE WOLF ENRGY, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
For the three months ended March 31, 1999 and 1998
(Unaudited)
March 31, March 31,
1999 1998
--------- --------
Revenue $ 0 $ 0
Expenses
Legal 22,000 2,684
Accounting -- 87
Consulting 3,000 --
Transfer Agent 375 381
Telephone 745 --
Miscellaneous 12 --
---------- ---------
Total Expenses 26,132 3,152
---------- ---------
Net Loss ($ 26,132) ($ 3,152)
---------- ---------
Weighted Average Shares Outstanding 11,170,000 4,250,000
---------- ---------
Loss Per Share $ 0.00 $ 0.00
---------- ---------
The accompanying notes are an integral part of the Financial Statements
3
<PAGE>
LONE WOLF ENERGY INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For the three months ended March 31, 1999 and 1998
(Unaudited)
March 31, March 31,
1999 1998
---------------- ---------------
Operating Activities:
Net Loss ($26,132) ($ 3,152)
Change in Accounts Payable 25,900 2,663
-------- --------
Cash Used In Operating Activities (232) (489)
-------- --------
Financing Activities:
Contribution of Capital by Stockholders -- 489
-------- --------
Cash provided by financing activities -- 489
Investing Activities -- --
-------- --------
Change in Cash (232) --
Cash at Beginning of Period 282 --
-------- --------
Cash at End of Period $ 50 $ 0
-------- --------
The accompanying notes are an integral part of the Financial Statements
4
<PAGE>
LONE WOLF ENERGY, INC.
A Development Stage Company
(Formerly K&S Ventures, Inc.)
NOTES TO FINANCIAL STATEMENTS
For the three months ended March 31, 1999 and 1998
1. SIGNIFICANT ACCOUNTING POLICIES
Organization
Lone Wolf Energy, Inc. (formerly K&S Ventures, Inc.) was incorporated on
March 4, 1991 in the state of Colorado. In February 1999 the Company signed a
Master Sales Agreement with Eagle Capital, Inc. (OTCBB: ECIC) to sell
specialized equipment used in producing patented IMSI blocks for mortarless dry
stack construction. The agreement calls for the Company to provide ten mobile
block plants and five portable Q-Bond plants over the next three years.
Basis of Accounting
Assets, liabilities, equity, revenue and expenses are recorded under the
accrual method of accounting in conformity with generally accepted accounting
principles.
Cash and cash equivalents
The Company considers all cash and marketable securities as cash
equivalents.
Income Taxes
For the years prior to 1997, the Company was taxed under the provisions of
Subchapter S of the Internal Revenue Code. Under the provisions of the Code, all
losses or taxable income flowed to the stockholders of the Company. In January
1997, the Company's standing as a Subchapter S corporation, as defined by the
Internal Revenue Code, was changed because of the purchase of common stock
during 1997 by a corporate shareholder. Beginning with the year ended December
31, 1997, the Company will be considered a "C" corporation for income tax
purposes.
Fiscal Year End
The Company's fiscal year end is December 31.
Earnings (Loss) per Share
Primary income (loss) per share is calculated by dividing net income (loss)
by the weighted average shares of common stock of the Company outstanding during
the period .
Use of Estimates
The preparation of financial statements in conformity with generally
accepted 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 revenues and expenses during the reporting
period. Actual results could differ from those estimates.
5
<PAGE>
2. STOCKHOLDERS' EQUITY
Issuance of Common Stock
During 1998 6,500,000 shares were issued at 0.001 for services rendered by
related parties and stockholders.
3. INCOME TAXES
The deferred tax assets and liabilities are as follows:
Net operating loss carryforward $ 14,909
Less: valuation allowance 14,909
--------------
Net deferred tax asset $ 0
--------------
As of December 31, 1998, the Company has a net operating loss carryforward
of approximately $37,000 for income tax purposes and expires as follows:
Year of Loss Expires Carryforward Amount Deferred Tax Asset
or (Liability)
1997 2012 $ 11,000 $ 4,332
1998 2013 26,000 10,577
---------- ----------
$ 37,000 $ 14,909
========== ==========
Deferred taxes reflect a combined federal and state tax rate of
approximately 40%.
4. DEVELOPMENT STAGE OPERATIONS
The Company is a development stage enterprise. Its primary focus since
inception of the new operating plan has been raising capital.
6
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation
Plan of Operations
In February of 1999 the Company signed a Master Equipment Sales Agreement
with Eagle Capital, Inc, (OTCBB:ECIC) to sell specialized equipment used in
producing patented IMSI blocks for mortarless dry stack construction. The
Agreement calls for the Company to provide ten mobile blocks plants and five
portable Q-Bond plants over the next three years. Through the guarantees of
certain key shareholders the Company has already obtained $500,000 in financing
for the first plant. In April of 1999 Eagle ordered the first plant and paid a
deposit of $48,000 covering the first two and last two payments on the plant.
The Company incurred approximately $22,000 in legal fees to get this contract
signed.
In May of 1999 the company signed a letter of intent to acquire EP
Distributing Company. EP Distributing and its affiliated groups brokers in the
nutritional area with its primary line being Earths' Pharmacy products which
include 17 private labeled nutritional products which are sold through some
retail pharmacies, Doctors, Radio Talk show sponsorship and the internet
(www.epphysiciansformula.com). The Company is currently negotiating financing to
complete this acquisition.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Not Applicable
Item 2. Change in Securities
Not Applicable
Item 3. Defaults Upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
Not Applicable
Item 5. Other Information
Not Applicable
Item 6. Exhibits and Reports on Form 8-K
Exhibits
None
Reports on Form 8-K
None
7
<PAGE>
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.
LONE WOLF ENERGY, INC.
/s/ Douglas A. Newman
---------------------------
By: Douglas A. Newman, Sec,y
Date: May 16, 1999
8
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<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 50
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 50
<PP&E> 0
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<TOTAL-ASSETS> 50
<CURRENT-LIABILITIES> 25,900
<BONDS> 0
0
0
<COMMON> 11,170
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 50
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 26,132
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (26,132)
<INCOME-TAX> 0
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<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (26,132)
<EPS-PRIMARY> 0
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