Attached files
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended June 30, 2015
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 000-55303
SKYWOLF WIND TURBINE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 47-1990043
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
156 Court Street
Geneseo, New York 14454
(Address of principal executive offices) (zip code)
585-447-9135
(Registrant's telephone number, including area code)
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 __
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer Accelerated Filer
Non-accelerated filer Smaller reporting company X
(do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).
Yes X No __
Indicate the number of shares outstanding of each of the issuer's classes of
stock, as of the latest practicable date.
Class Outstanding at
August 13, 2015
Common Stock, par value $0.0001 3,250,000
Documents incorporated by reference: None
Page 1
UNAUDITED CONDENSED FINANCIAL STATEMENTS
Unaudited Condensed Financial Statements 3-5
Notes to Unaudited Condensed Financial Statements 6-13
Page 2
SKYWOLF WIND TURBINE CORPORATION
CONDENSED BALANCE SHEETS
June 30, December 31,
2015 2014
------------- -------------
(unaudited) (audited)
Current assets
$ -- --
Total assets ============= =============
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities
Total liabilities $ -- $ --
------------- -------------
Stockholders' deficit
Common stock, $0.0001 par value, 100,000,000
shares authorized; 3,250,000 shares issued
and outstanding as of June 30, 2015
and December 31, 2014 325 325
Discount on Common Stock (325) (325)
Additional paid-in capital 4,912 712
Accumulated deficit (4,912) (712)
------------- -------------
Total stockholders' deficit -- --
------------- -------------
Total liabilities and stockholders' deficit $ -- $ --
============= =============
The accompanying notes are an integral part of these unaudited condensed
financial statements.
Page 3
SKYWOLF WIND TURBINE CORPORATION
UNAUDITED CONDENSED STATEMENTS OF OPERATIONS
For the three For the six
months ended months ended
June 30, 2015 June 30, 2015
------------- -------------
Revenue $ -- $ --
Cost of revenue -- --
------------- -------------
Gross profit -- --
Operating expenses 4,200 4,200
------------- -------------
Operating loss (4,200) (4,200)
Loss before income taxes -- --
============= =============
Income tax expense -- --
Net loss
$ (4,200) $ (4,200)
============= =============
Loss per share - basic and diluted $ (0.00) $ (0.00)
============= =============
Weighted average shares-basic and diluted 3,250,000 3,250,000
============= =============
The accompanying notes are an integral part of these condensed financial
statements (unaudited).
Page 4
SKYWOLF WIND TURBINE CORPORATION
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS
For the six
months ended
June 30, 2015
-------------
OPERATING ACTIVITIES
Netloss $ (4,200)
Non cash adjustments to reconcile loss to net cash
Expenses paid by stockholder and contributed as capital $ 4,200
-------------
Changes in Operating Assets and Liabilities
-------------
Net cash used in operating activities --
-------------
Net increase in cash --
Cash, beginning of period --
-------------
Cash, end of period $ --
=============
Supplemental cash flow information:
Interest paid --
-------------
Income tax paid --
-------------
The accompanying notes are an integral part of these condensed financial
statements (unaudited).
Page 5
SKYWOLF WIND TURBINE CORPORATION
Notes to Unaudited Condensed Financial Statements
NOTE 1 NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Skywolf Wind Turbine Corporation ("Skywolf" or "the Company") was incorporated
on September 25, 2014 under the laws of the state of Delaware to engage in any
lawful corporate undertaking, including, but not limited to, selected mergers
and acquisitions.
The Company will attempt to locate and negotiate with a business entity for the
combination of that target company with the Company. The combination will
normally take the form of a merger, stock-for-stock exchange or stock-for-assets
exchange. In most instances the target company will wish to structure the
business combination to be within the definition of a tax-free reorganization
under Section 351 or Section 368 of the Internal Revenue Code of 1986, as
amended. No assurances can be given that the Company will be successful in
locating or negotiating with any target company. The Company has been formed to
provide a method for a foreign or domestic private company to become a reporting
company with a class of securities registered under the Securities Exchange Act
of 1934.
BASIS OF PRESENTATION
The summary of significant accounting policies presented below is designed to
assist in understanding the Company's financial statements. Such financial
statements and accompanying notes are the representations of the Company's
management, who are responsible for their integrity and objectivity. These
accounting policies conform to accounting principles generally accepted in the
United States of America ("GAAP") in all material respects, and have been
consistently applied in preparing the accompanying financial statements.
USE OF ESTIMATES
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements, and the reported amounts of revenues and
expenses during the reporting periods. Actual results could differ from those
estimates.
CASH
Cash and cash equivalents include cash on hand and on deposit at banking
institutions as well as all highly liquid short-term investments with original
maturities of 90 days or less. The Company did not have cash equivalents as of
June 30, 2015 and December 31, 2014.
CONCENTRATION OF RISK
Financial instruments that potentially subject the Company to concentrations of
credit risk consist principally of cash. The Company places its cash with high
quality banking institutions. The Company did not have cash balances in excess
of the Federal Deposit Insurance Corporation limit as of June 30, 2015.
INCOME TAXES
Under ASC 740, "Income Taxes," deferred tax assets and liabilities are
recognized for the future tax consequences attributable to temporary differences
between the financial statement carrying amounts of existing assets and
liabilities and their respective tax bases. Deferred tax assets and liabilities
are measured using enacted tax rates expected to apply to taxable income in the
years in which those temporary differences are expected to be recovered or
settled. Valuation allowances are established when it is more likely than not
that some or all of the deferred tax assets will not be realized. As of June 30,
2015, there were no deferred taxes due to the uncertainty of the realization of
net operating loss or carry forward prior to expiration.
Page 6
LOSS PER COMMON SHARE
Basic loss per common share excludes dilution and is computed by dividing net
loss by the weighted average number of common shares outstanding during the
period. Diluted loss per common share reflect the potential dilution that could
occur if securities or other contracts to issue common stock were exercised or
converted into common stock or resulted in the issuance of common stock that
then shared in the loss of the entity. As of June 30, 2015, there are no
outstanding dilutive securities.
FAIR VALUE OF FINANCIAL INSTRUMENTS
The Company follows guidance for accounting for fair value measurements of
financial assets and financial liabilities and for fair value measurements of
nonfinancial items that are recognized or disclosed at fair value in the
financial statements on a recurring basis. Additionally, the Company adopted
guidance for fair value measurement related to nonfinancial items that are
recognized and disclosed at fair value in the financial statements on a
nonrecurring basis. The guidance establishes a fair value hierarchy that
prioritizes the inputs to valuation techniques used to measure fair value. The
hierarchy gives the highest priority to unadjusted quoted prices in active
markets for identical assets or liabilities (Level 1 measurements) and the
lowest priority to measurements involving significant unobservable inputs (Level
3 measurements). The three levels of the fair value hierarchy are as follows:
Level 1 inputs are quoted prices (unadjusted) in active markets for identical
assets or liabilities that the Company has the ability to access at the
measurement date.
Level 2 inputs are inputs other than quoted prices included within Level 1 that
are observable for the asset or liability, either directly or indirectly.
Level 3 inputs are unobservable inputs for the asset or liability. The carrying
amounts of financial assets such as cash approximate their fair values because
of the short maturity of these instruments.
Page 7
NOTE 2 - GOING CONCERN
The Company has not yet generated any revenue since inception to date and has
sustained operating losses during the period ended June 30, 2015.
The Company had working capital of $0 and an accumulated deficit of $4,912 as of
June 30, 2015. The Company's continuation as a going concern is dependent on its
ability to generate sufficient cash flows from a business combination or other
operations to meet its obligations and/or obtaining additional financing from
its shareholders or other sources, as may be required.
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern; however, the above condition raises
substantial doubt about the Company's ability to do so. The financial statements
do not include any adjustments to reflect the possible future effects on the
recoverability and classification of assets or the amounts and classifications
of liabilities that may result should the Company be unable to continue as a
going concern.
In order to maintain its current level of operations, the Company will require
additional working capital from either cash flow from operations or from the
sale of its equity. However, the Company currently has no commitments from any
third parties for the purchase of its equity. If the Company is unable to
acquire additional working capital, it will be required to significantly reduce
its current level of operations.
NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS
On June 12, 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-10-Technical Corrections and
Improvements. The amendments in this Update cover a wide range of Topics in the
Codification. The amendments in this Update represent changes to make minor
corrections or minor improvements to the Codification that are not expected to
have a significant effect on current accounting practice or create a significant
administrative cost to most entities. This Accounting Standards Update is the
final version of Proposed Accounting Standards Update 2014-240-Technical
Corrections and Improvements, which has been deleted. Transition guidance varies
based on the amendments in this Update. The amendments in this Update that
require transition guidance are effective for all entities for fiscal years, and
interim periods within those fiscal years, beginning after December 15, 2015.
Early adoption is permitted, including adoption in an interim period. All other
amendments will be effective upon the issuance of this Update. Management is in
the process of assessing the impact of this ASU on the Company's financial
statements.
Page 8
On May 21, 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-09 Financial Services Insurance
(Topic 944): Disclosures about Short-Duration Contracts. The objectives of the
amendments in this Update are to increase transparency of significant estimates
made in measuring the liability for unpaid claims and claim adjustment expenses,
improve comparability through consistently disclosed information, and provide
financial statements users with information to facilitate analysis of the
amount, timing, and uncertainty of cash flows arising from contracts issued by
insurance entities and the development of loss reserve estimates. For public
business entities, effective for annual periods beginning after December 15,
2015, and interim periods within annual periods beginning after December 15,
2016. For all other entities, effective for annual periods beginning after
December 15, 2016, and interim periods within annual periods beginning after
December 15, 2017. Management is in the process of assessing the impact of this
ASU on the Company's financial statements.
On May 12, 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-08 Business Combinations (Topic 805):
Pushdown Accounting: Amendments to SEC Paragraphs Pursuant to Staff Accounting
Bulletin No. 115. This Accounting Standards Update amends various SEC paragraphs
pursuant to the issuance of Staff Accounting Bulletin No. 115. The amendments
are effective upon issuance (May 12, 2015). Management is in the process of
assessing the impact of this ASU on the Company's financial statements.
On May 1, 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-07 Fair Value Measurement (Topic
820): Disclosures for Investments in Certain Entities That Calculate Net Asset
Value per Share (or Its Equivalent). Topic 820, Fair Value Measurement, permits
a reporting entity, as a practical expedient, to measure the fair value of
certain investments using the net asset value per share of the investment.
Currently, investments valued using the practical expedient are categorized
within the fair value hierarchy on the basis of whether the investment is
redeemable with the investee at net asset value on the measurement date, never
redeemable with the investee at net asset value, or redeemable with the investee
at net asset value at a future date. To address the diversity in practice
related to how certain investments measured at net asset value with future
redemption dates are categorized, the amendments in this Update remove the
requirement to categorize investments for which fair values are measured using
the net asset value per share practical expedient. It also limits disclosures to
investments for which the entity has elected to measure the fair value using the
practical expedient. This Accounting Standards Update is the final version of
Proposed Accounting Standards Update EITF-14B Fair Value Measurement Disclosures
for Investments in Certain Entities that Calculate Net Asset Value per Share (or
Its Equivalent) (Topic 820), which has been deleted. Effective for public
business entities for fiscal years beginning after December 15, 2015, and
interim periods within those fiscal years. For all other entities, the
amendments in this Update are effective for fiscal years beginning after
December 15, 2016, and interim periods within those fiscal years. A reporting
entity should apply the amendments retrospectively to all periods presented. The
retrospective approach requires that an investment for which fair value is
measured using the net asset value per share practical expedient be removed from
the fair value hierarchy in all periods presented in an entity's financial
statements. Earlier application is permitted. Management is in the process of
assessing the impact of this ASU on the Company's financial statements.
Page 9
On April 30, 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-06 Earnings Per Share (Topic 260):
Effects on Historical Earnings per Units of Master Limited Partnership Dropdown
Transactions. Under Topic 260, Earnings Per Share, master limited partnerships
(MLPs) apply the two-class method to calculate earnings per unit (EPU) because
the general partner, limited partners, and incentive distribution rights holders
each participate differently in the distribution of available cash. When a
general partner transfers (or "drops down") net assets to a master limited
partnership and that transaction is accounted for as a transaction between
entities under common control, the statements of operations of the master
limited partnership are adjusted retrospectively to reflect the dropdown
transaction as if it occurred on the earliest date during which the entities
were under common control. The amendments in this Update specify that for
purposes of calculating historical EPU under the two-class method, the earnings
(losses) of a transferred business before the date of a dropdown transaction
should be allocated entirely to the general partner interest, and previously
reported EPU of the limited partners would not change as a result of a dropdown
transaction. Qualitative disclosures about how the rights to the earnings
(losses) differ before and after the dropdown transaction occurs also are
required. This Accounting Standards Update is the final version of Proposed
Accounting Standards Update EITF-14A Earnings Per Share Effects on Historical
Earnings per Unit of Master Limited Partnership Dropdown Transactions (Topic
260), which has been deleted. Effective for fiscal years beginning after
December 15, 2015, and interim periods within those fiscal years. Earlier
application is permitted. The amendments in this Update should be applied
retrospectively for all financial statements presented. Management is in the
process of assessing the impact of this ASU on the Company's financial
statements.
On April 15, 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-05 Intangibles Goodwill and Other
Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in
a Cloud Computing Arrangement. The objective of the amendments in this Update is
to address the concerns of stakeholders that the lack of guidance about a
customer's accounting for fees in a cloud computing arrangement leads to
unnecessary cost and complexity when evaluating the accounting for those fees,
as well as some diversity in practice. The amendments in this Update will help
entities evaluate the accounting for fees paid by a customer in a cloud
computing arrangement by providing guidance as to whether an arrangement
includes the sale or license of software. This Accounting Standards Update is
the final version of Proposed Accounting Standards Update 2014-230 Intangibles
Goodwill and Other Internal-Use Software (Subtopic 350-40), which has been
deleted. Effective for annual periods, including interim periods within those
annual periods, beginning after December 15, 2015. For all other entities, the
amendments will be effective for annual periods beginning after December 15,
2015, and interim periods in annual periods beginning after December 15, 2016.
Early adoption is permitted for all entities. Management is in the process of
assessing the impact of this ASU on the Company's financial statements.
Page 10
On April 15, 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-04 Compensation Retirement Benefits
(Topic 715): Practical Expedient for the Measurement Date of an Employer's
Defined Benefit Obligation and Plan Assets. The amendments in this Update would
provide a practical expedient for employers with fiscal year-ends that do not
fall on a month-end by permitting those employers to measure defined benefit
plan assets and obligations as of the month-end that is closest to the entity's
fiscal year-end. This Accounting Standards Update is the final version of
Proposed Accounting Standards Update 2014-260 Compensation Retirement Benefits
(Topic 715), which has been deleted. Effective for public business entities for
financial statements issued for fiscal years beginning after December 15, 2015,
and interim periods within those fiscal years. For all other entities, the
amendments in this Update are effective for financial statements issued for
fiscal years beginning after December 15, 2016, and interim periods within
fiscal years beginning after December 15, 2017. Earlier application is
permitted. Management is in the process of assessing the impact of this ASU on
the Company's financial statements.
On April 7, 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-03 Interest Imputation of Interest
(Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. To
simplify presentation of debt issuance costs, the amendments in this Update
would require that debt issuance costs be presented in the balance sheet as a
direct deduction from the carrying amount of debt liability, consistent with
debt discounts or premiums. The recognition and measurement guidance for debt
issuance costs would not be affected by the amendments in this Update. This
Accounting Standards Update is the final version of Proposed Accounting
Standards Update 2014-250 Interest Imputation of Interest (Subtopic 835-30),
which has been deleted. For public business entities, the amendments in this
Update are effective for financial statements issued for fiscal years beginning
after December 15, 2015, and interim periods within those fiscal years. For all
other entities, the amendments in this Update are effective for financial
statements issued for fiscal years beginning after December 15, 2015, and
interim periods within fiscal years beginning after December 15, 2016. Early
adoption of the amendments in this Update is permitted for financial statements
that have not been previously issued. Management is in the process of assessing
the impact of this ASU on the Company's financial statements.
Page 11
On February 18, 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-02 Consolidation (Topic 810):
Amendments to the Consolidation Analysis. The amendments in this Update affect
reporting entities that are required to evaluate whether they should consolidate
certain legal entities. All legal entities are subject to reevaluation under the
revised consolidation model. Specifically, the amendments: (1) Modify the
evaluation of whether limited partnerships and similar legal entities are
variable interest entities (VIEs) or voting interest entities; (2) Eliminate the
presumption that a general partner should consolidate a limited partnership; (3)
Affect the consolidation analysis of reporting entities that are involved with
VIEs, particularly those that have fee arrangements and related party
relationships; and (4) Provide a scope exception from consolidation guidance for
reporting entities with interests in legal entities that are required to comply
with or operate in accordance with requirements that are similar to those in
Rule 2a-7 of the Investment Company Act of 1940 for registered money market
funds. This Accounting Standards Update is the final version of Proposed
Accounting Standards Update 2011- 220 Consolidation (Topic 810), which has been
deleted. Effective for public business entities for fiscal years, and for
interim periods within those fiscal years, beginning after December 15, 2015.
For all other entities, the amendments in this Update are effective for fiscal
years beginning after December 15, 2016, and for interim periods within fiscal
years beginning after December 15, 2017. Early adoption is permitted, including
adoption in an interim period. If an entity early adopts the amendments in an
interim period, any adjustments should be reflected as of the beginning of the
fiscal year that includes that interim period. A reporting entity may apply the
amendments in this Update using a modified retrospective approach by recording a
cumulative-effect adjustment to equity as of the beginning of the fiscal year of
adoption. A reporting entity also may apply the amendments retrospectively.
Management is in the process of assessing the impact of this ASU on the
Company's financial statements.
In January 2015, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update (ASU) No. 2015-01 Income Statement Extraordinary and
Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by
Eliminating the Concept of Extraordinary Items. The objective of this Update is
to simplify the income statement presentation requirements in Subtopic 225-20 by
eliminating the concept of extraordinary items. Extraordinary items are events
and transactions that are distinguished by their unusual nature and by the
infrequency of their occurrence. Eliminating the extraordinary classification
simplifies income statement presentation by altogether removing the concept of
extraordinary items from consideration. This Accounting Standards Update is the
final version of Proposed Accounting Standards Update 2014-220 Income Statement
Extraordinary Items (Subtopic 225-20), which has been deleted. Effective for
fiscal years, and interim periods within those fiscal years, beginning after
December 15, 2015. A reporting entity may apply the amendments prospectively. A
reporting entity also may apply the amendments retrospectively to all prior
periods presented in the financial statements. Early adoption is permitted
provided that the guidance is applied from the beginning of the fiscal year of
adoption. The effective date is the same for both public business entities and
all other entities. Management is in the process of assessing the impact of this
ASU on the Company's financial statements.
Page 12
NOTE 4 STOCKHOLDERS' DEFICIT
On September 25, 2014, the Company issued 20,000,000 common shares to two
directors and officers at a discount of $2,000 of which 19,750,000 were redeemed
on December 30, 2014.
On December 30, 2014, the Company issued 3,000,000 shares of common stock at par
to Gerald Eugene Brock its new sole officer and director.
The Company is authorized to issue 100,000,000 shares of common stock and
20,000,000 shares of preferred stock. As of June 30, 2015 3,250,000 shares of
common stock and no preferred stock were issued and outstanding.
NOTE 5 CHANGE IN CONTROL
The Company filed a Form 8-K to report the following events:
On December 30, 2014 the Company redeemed an aggregate of 19,750,000 of the then
20,000,000 shares of outstanding stock at a redemption price of par.
James Cassidy and James McKillop, both directors of the Company and the then
president and vice president, respectively, resigned such directorships and all
offices of the Company. Messrs. Cassidy and McKillop each beneficially retain
125,000 shares of the Company's common stock.
Gerald Eugene Brock was named as the sole director of the Company and serves as
its President, Secretary and Treasurer.
The Company issued 3,000,000 shares of its common stock at par to Gerald Eugene
Brock.
The Company changed its name to Skywolf Wind Turbine Corporation.
Page 13
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Skywolf Wind Turbine Corporation (formerly Coyote Valley Acquisition
Corporation) ("Skywolf" or the "Company") was incorporated on September 25, 2014
under the laws of the State of Delaware to engage in any lawful corporate
undertaking, including, but not limited to, selected mergers and acquisitions.
The Company has not had any activity during the period covered by this report.
In addition to a change in control of its management and shareholders in
December 2014, the Company's operations to date have been limited to issuing
shares and filing a registration statement on Form 10 pursuant to the Securities
Exchange Act of 1934. The Company was formed to provide a method for a foreign
or domestic private company to become a reporting company with a class of
securities registered under the Securities Exchange Act of 1934.
On November 3, 2014, the Company registered its common stock on a Form 10
registration statement filed pursuant to the Securities Exchange Act of 1934
(the "Exchange Act") and Rule 12(g) thereof which became automatically effective
60 days thereafter.
The Company files with the Securities and Exchange Commission periodic and
current reports under Rule 13(a) of the Exchange Act, including quarterly
reports on Form 10-Q and annual reports Form 10-K.
The Company has no employees and only one director who also serves as the
Company's sole officer.
The Company intends to combine with SkyWolf Wind Turbine Corporation, a
private company that designs, develops, manufactures and sells "small wind"
turbines. That company currently sells a 3.5 KW high efficiency wind turbine
model that was designed to address the pitfalls of traditional wind turbines,
namely traditional wind turbines have an average height of about 140 feet,
require approximately an acre of land for the structure and need minimum winds
of about 7 mph. The company's wind turbines have a height of only 30 feet,
require only a 10-foot square piece of land and need minimum winds of 5.5 mph.
In addition, the Registrant's SkyWolf 3.5 KW High Efficiency wind turbine
produces twice the power output of a conventional wind turbine. The private
company is developing its patented 3.5 KW Wind-Solar Hybrid unit which will
produce twice the power output of its earlier model. The anticipates effecting a
business combination with the private company and targeting its initial sales in
the Upstate New York market,
Page 14
As of June 30, 2015, the Company had not generated revenues and had no
income or cash flows from operations since inception. As of June 30, 2015, the
Company had sustained a net loss of $4,200 and had an accumulated deficit of
$4,912.
The Company's independent auditors have issued a report raising
substantial doubt about the Company's ability to continue as a going concern. At
present, the Company has no operations and the continuation of the Company as a
going concern is dependent upon financial support from its stockholders, its
ability to obtain necessary equity financing to continue operations and/or to
successfully locate and negotiate with a business entity for a business
combination that would provide a basis of possible operations.
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk.
Information not required to be filed by Smaller reporting companies.
ITEM 4. Controls and Procedures.
Disclosures and Procedures
Pursuant to Rules adopted by the Securities and Exchange Commission, the
Company carried out an evaluation of the effectiveness of the design and
operation of its disclosure controls and procedures pursuant to Exchange Act
Rules. This evaluation was done as of the end of the period covered by this
report under the supervision and with the participation of the Company's
principal executive officer (who is also the principal financial officer).
Based upon that evaluation, he believes that the Company's disclosure
controls and procedures are effective in gathering, analyzing and disclosing
information needed to ensure that the information required to be disclosed by
the Company in its periodic reports is recorded, processed, summarized and
reported, within the time periods specified in the Commission's rules and forms.
Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed by an
issuer in the reports that it files or submits under the Act is accumulated and
communicated to the issuer's management, including its principal executive and
principal financial officers, or persons performing similar functions, as
appropriate to allow timely decisions regarding required disclosure.
Page 15
This Quarterly Report does not include an attestation report of the
Company's registered public accounting firm regarding internal control over
financial reporting. Management's report was not subject to attestation by the
Company's registered public accounting firm pursuant to temporary rules of the
Securities and Exchange Commission that permit the Company to provide only
management's report in this Quarterly Report.
Changes in Internal Controls
There was no change in the Company's internal control over financial
reporting that was identified in connection with such evaluation that occurred
during the period covered by this report that has materially affected, or is
reasonably likely to materially affect, the Company's internal control over
financial reporting.
PART II -- OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There are no legal proceedings against the Company and the Company is
unaware of such proceedings contemplated against it.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
During the past three years, the Company has issued 20,000,000 common
shares pursuant to Section 4(2) of the Securities Act of 1933 as folllows:
On September 25, 2014, the Company issued 20,000,000 common shares to two
directors and officers at a discount of $2,000. Of these issued shares,
19,750,000 were redeemded December 30, 2014.
On December 31, 2014, the Company issued 3,000,000 shares of its common
stock.
Page 16
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
(a) Not applicable.
(b) Item 407(c)(3) of Regulation S-K:
During the quarter covered by this Report, there have not been any
material changes to the procedures by which security holders may recommend
nominees to the Board of Directors.
ITEM 6. EXHIBITS
(a) Exhibits
31 Certification of the Chief Executive Officer and Chief Financial
Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32 Certification of the Chief Executive Officer and Chief Financial
Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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.
SKYWOLF WIND TURBINE CORPORATION
By: /s/ Gerald Eugene Brock
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President, Chief Financial Officer
Dated: August 13, 2015
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