Wolverine Technologies (WOLV) 10-Q 13 Jan 16 2016 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Nov. 30, 2015	Jan. 13, 2016
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Nov. 30, 2015
Trading Symbol	wolv
Entity Registrant Name	Wolverine Technologies Corp.
Entity Central Index Key	1,424,404
Current Fiscal Year End Date	--05-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		294,870,993
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well Known Seasoned Issuer	No
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q2

Balance Sheets

Balance Sheets - USD ($)	Nov. 30, 2015	May. 31, 2015
Current Assets
Cash	$ 10,507	$ 89,934
Amounts receivable	5,073	3,986
Loans receivable from related party	14,978	0
Prepaid expenses	0	5,000
Total Assets	30,558	98,920
Current Liabilities
Accounts payable and accrued liabilities	108,983	102,557
Due to related party	2,510	27,155
Total Liabilities	111,493	129,712
Stockholders' Deficit
Common stock, 500,000,000 shares authorized, $0.001 par value 294,870,993 and 272,664,328 shares issued and outstanding, respectively	294,871	272,664
Additional paid-in capital	4,712,261	4,550,914
Accumulated deficit	(5,088,067)	(4,854,370)
Total Stockholders' Deficit	(80,935)	(30,792)
Total Liabilities and Stockholders' Deficit	$ 30,558	$ 98,920

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Nov. 30, 2015	May. 31, 2015
Common Stock, Shares Authorized	500,000,000	500,000,000
Common Stock, Par Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares, Issued	294,870,993	272,664,328
Common Stock, Shares, Outstanding	294,870,993	272,664,328

Statements of Operations

Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Nov. 30, 2015	Nov. 30, 2014	Nov. 30, 2015	Nov. 30, 2014
Operating Expenses
Foreign exchange loss	$ 602	$ 20,815	$ 2,759	$ 20,050
General and administrative	85,187	59,331	225,928	106,816
Impairment of mineral rights	0	201,250	0	201,250
Mineral exploration costs	0	0	2,010	0
Total Operating Expenses	85,789	281,396	230,697	328,116
Net Loss Before Other Expenses	(85,789)	(281,396)	(230,697)	(328,116)
Other Expenses
Loss on settlement of debt	(3,000)	0	(3,000)	0
Net Loss	$ (88,789)	$ (281,396)	$ (233,697)	$ (328,116)
Net Loss Per Share, Basic and Diluted	$ 0	$ 0	$ 0	$ 0
Weighted Average Shares Outstanding	282,800,501	199,645,751	280,519,154	196,839,289

Statements of Cash Flows

Statements of Cash Flows - USD ($)	6 Months Ended
	Nov. 30, 2015	Nov. 30, 2014
Operating Activities
Net loss	$ (233,697)	$ (328,116)
Adjustments to reconcile net loss to net cash used in operating activities:
Loss on settlement of debt	3,000	0
Impairment of mineral rights	0	201,250
Changes in operating assets and liabilities:
Amounts receivable	(1,087)	(3,638)
Accounts payable	54,426	97,976
Accrued liabilities	0	5,966
Due to related parties	(24,645)	11,430
Prepaid expenses	5,000	0
Net Cash Used In Operating Activities	(197,003)	(15,132)
Investing Activities
Loan to related party	(14,978)	0
Net Cash Used In Investing Activities	(14,978)	0
Financing Activities
Proceeds from issuance of common stock	132,554	15,000
Net Cash Provided By Financing Activities	132,554	15,000
Decrease in Cash	(79,427)	(132)
Cash, Beginning of Period	89,934	135
Cash, End of Period	10,507	3
Non-cash Investing and Financing Activities:
Shares issued to settle accounts payable	51,000	50,000
Supplemental Disclosures:
Interest paid	0	0
Income taxes paid	$ 0	$ 0

Basis of Presentation

Basis of Presentation	6 Months Ended
	Nov. 30, 2015
Basis of Presentation [Text Block]	1. Basis of Presentation Wolverine Technologies Corp. (the “Company”) was incorporated in the State of Nevada on February 23, 2006. The Company’s prior principal business was the acquisition and exploration of mineral resources. The Company had not determined that its properties contain mineral reserves that were economically recoverable, financing had not yet become available, and commodity prices had not fully recovered. Therefore, management decided to change the focus of the Company from mineral exploration to cyber security. On April 14, 2015, the Company entered into a Share Exchange and Royalty Agreement pursuant to which the Company will acquire 25% interest in the process technology and cyber security company ENIGMAMobil Inc. (“Enigma”). Refer to Note 7(a). Enigma is in the business of developing security applications for cyber systems focusing on the mobile smartphone markets. This agreement has not yet closed. Effective August 12, 2015, the Company changed its name from Wolverine Exploration Inc. to Wolverine Technologies Corp. The accompanying financial statements of Wolverine Technologies Corp. (the “Company”) should be read in conjunction with the financial statements and accompanying notes filed with the U.S. Securities and Exchange Commission in the Company’s Annual Report on Form 10-K for the fiscal year ended May 31, 2015. In the opinion of management, the accompanying financial statements reflect all adjustments of a recurring nature considered necessary to present fairly the Company’s financial position and the results of its operations and its cash flows for the periods shown. The preparation of financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates. The results of operations and cash flows for the periods shown are not necessarily indicative of the results to be expected for the full year. Going Concern These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has never generated revenues and is unlikely generate earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. The Company plans to raise financing of debt or equity for an aggregate of $2,500,000 prior to the closing of the Enigma Share Exchange and Royalty Agreement described in Note 7. There can be no assurance that additional financing will be available when needed or, if available, that it can be obtained on commercially reasonable terms. As November 30, 2015, the Company has a working capital deficiency of $80,935 and has accumulated losses of $5,088,067 since inception. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	6 Months Ended
	Nov. 30, 2015
Recent Accounting Pronouncements [Text Block]	2. Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Nov. 30, 2015
Related Party Transactions [Text Block]	3. Related Party Transactions (a) During the six months ended November 30, 2015, the Company incurred consulting fees of $13,585 (2014 - $nil) to a company controlled by the President of the Company. (b) During the six months ended November 30, 2015, the Company incurred consulting fees of $50,072 (2014 - $nil) to a Director of the Company. (c) During the six months ended November 30, 2014, the Company incurred consulting fees of $57,338 and rent of $5,734 to a company controlled by the brother of the former President of the Company which is included in general and administrative expenses. (d) During the six months ended November 30, 2014, the Company incurred consulting fees of $16,082 to the former President of the Company. (e) As at November 30, 2015, the Company has an outstanding advance of $1,983 (May 31, 2015 - $nil) to a company controlled by the President of the Company as a retainer for consulting services. (f) As at November 30, 2015, the Company owes $4,493 (May 31, 2015 - $nil) to a Director of the Company, which is non-interest bearing, unsecured and due on demand. (g) As at November 30 2015, the Company owes $3,765 to a company controlled by the brother of the former President of the Company that is included in accounts payable. As at May 31, 2015, the Company owed $16,082 for cash advances received from this company and $4,969 that was included in accounts payable. (h) As at November 30, 2015, the Company owes $nil (May 31, 2015 - $11,073) to the former President of the Company, which is non-interest bearing, unsecured, and due on demand. (i) During November 2015, the Company advanced as loans a total of $14,978 (Cdn$20,000) to Enigma, a company controlled by a director of the Company and with whom the Company has entered into a Share Exchange and Royalty Agreement. The loans bear interest at 5% per annum commencing December 7, 2015, are unsecured and due on December 7, 2016. Refer to Note 7(b).The loan was advanced in order to assist Enigma in securing its rights to the underlying technology, and thereby allow it to fulfil its obligations to Wolverine.

Common Stock

Common Stock	6 Months Ended
	Nov. 30, 2015
Common Stock [Text Block]	4. Common Stock Stock transactions during the six months ended November 30, 2015: (a) On July 2, 2015, the Company issued 3,000,000 shares of common stock with a fair value of $30,000 to settle accounts payable of $30,000. (b) On July 13, 2015, the Company issued 4,906,665 shares of common stock pursuant to a private placement at Cdn$0.0075 per share for proceeds of $29,635 (Cdn$36,800). (c) On July 13, 2015, the Company issued 1,500,000 shares of common stock pursuant to a private placement at Cdn$0.01 per share for proceeds of $12,021 (Cdn$15,000). (d) On August 31, 2015, the Company issued 500,000 shares of common stock pursuant to a private placement at Cdn$0.01 per share for proceeds of $3,852 (Cdn$5,000). (e) On November 2, 2015, the Company issued 1,500,000 shares of common stock with a fair value of $18,000 to settle accounts payable of $15,000 resulting in a loss on the settlement of debt of $3,000. (f) On November 30, 2015, the Company issued 300,000 shares of common stock with a fair value of $3,000 to settle accounts payable of $3,000. (g) On November 30, 2015, the Company issued 3,000,000 shares of common stock pursuant to a private placement at $0.01 per share for proceeds of $30,000. (h) On November 30, 2015, the Company issued 7,500,000 shares of common stock pursuant to a private placement at Cdn$0.01 per share for proceeds of $57,046 (Cdn$75,000).

Stock-based Compensation

Stock-based Compensation	6 Months Ended
	Nov. 30, 2015
Stock-based Compensation [Text Block]	5. Stock-based Compensation On May 28, 2010, the Board of Directors of the Company adopted the 2010 Stock Plan (the “Plan”). The maximum number of shares of the Company’s common stock available for issuance under the Plan is 10,294,500 shares. An aggregate of 5,147,250 shares may be issued under stock options and an aggregate of 5,147,250 shares may be issued in the form of restricted shares. A summary of the Company’s stock option activity is as follows: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Options Price Life (years) Value Outstanding and exercisable: November 30, 2015 200,000 $ 0.05 0.78 $ – May 31, 2015 200,000 $ 0.05 1.28 $ –

Commitments

Commitments	6 Months Ended
	Nov. 30, 2015
Commitments [Text Block]	6. Commitments On January 31, 2007, the Company entered into a consulting agreement with a company whereby it has agreed to pay $7,489 (Cdn$10,000) per month. The Company is obligated to issue a bonus of 5% of the Company’s issued and outstanding common shares as of the date of the payment of the bonus upon and only in the event of the discovery of a major commercially viable mineral resource deposit. As at November 30, 2015, the Company has not issued a bonus. During the six months ended November 30, 2015, the Company recorded consulting fees of $46,427 (Cdn$60,000).

Subsequent Events

Subsequent Events	6 Months Ended
	Nov. 30, 2015
Subsequent Events [Text Block]	7. Subsequent Events (a) On April 14, 2015, the Company entered into a Share Exchange and Royalty Agreement pursuant to which the Company will acquire 25% interest in the process technology and cyber security company ENIGMAMobil Inc. (“Enigma”) for the purchase price of $3,000,000, to be paid in shares of common stock of the Company. The Company will also receive 25% royalty of all gross revenue received by Enigma from the sale of licenses of ENIGMAMobil™ mobile security app. The Company agreed to issue a finder’s fee consisting of 30,000,000 shares of common stock of the Company (the “Finder’s Shares”). The Agreement is subject to Enigma completing a financing of $2,500,000 and the Company increasing its authorized capital of common stock to allow for the issuance of the Shares and Finder’s Shares. At January 13, 2016, the agreement has not yet closed. (b) On December 7, 2015, the Company received a promissory note from Enigma in exchange for the USD$14,978 it had advanced to Enigma during the six months ended November 30, 2015. Effective that date the note will start to accrue interest from day to day at a rate of 5% per annum. The note is unsecured, however all amounts owing are guaranteed by a director of the Company. The principal sum and accrued interest are due one year after the note was received.

Stock-based Compensation (Table

Stock-based Compensation (Tables)	6 Months Ended
	Nov. 30, 2015
Stock Option Activity [Table Text Block]	Weighted Weighted Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Options Price Life (years) Value Outstanding and exercisable: November 30, 2015 200,000 $ 0.05 0.78 $ – May 31, 2015 200,000 $ 0.05 1.28 $ –

Basis of Presentation (Narrativ

Basis of Presentation (Narrative) (Details)	6 Months Ended
	Nov. 30, 2015USD ($)
Basis Of Presentation 1	25.00%
Basis Of Presentation 2	$ 2,500,000
Basis Of Presentation 3	80,935
Basis Of Presentation 4	$ 5,088,067

Related Party Transactions (Nar

Related Party Transactions (Narrative) (Details)	6 Months Ended
	Nov. 30, 2015USD ($)	Nov. 30, 2015CAD
Related Party Transactions 1	$ 13,585
Related Party Transactions 2	0
Related Party Transactions 3	50,072
Related Party Transactions 4	0
Related Party Transactions 5	57,338
Related Party Transactions 6	5,734
Related Party Transactions 7	16,082
Related Party Transactions 8	1,983
Related Party Transactions 9	0
Related Party Transactions 10	4,493
Related Party Transactions 11	0
Related Party Transactions 12	3,765
Related Party Transactions 13	16,082
Related Party Transactions 14	4,969
Related Party Transactions 15	0
Related Party Transactions 16	11,073
Related Party Transactions 17	$ 14,978
Related Party Transactions 18 | CAD		CAD 20,000
Related Party Transactions 19	5.00%	5.00%

Common Stock (Narrative) (Detai

Common Stock (Narrative) (Details)	6 Months Ended
	Nov. 30, 2015USD ($)$ / sharesshares	Nov. 30, 2015CADCAD / sharesshares
Common Stock 1 | shares	3,000,000	3,000,000
Common Stock 2	$ 30,000
Common Stock 3	$ 30,000
Common Stock 4 | shares	4,906,665	4,906,665
Common Stock 5 | CAD / shares		CAD 0.0075
Common Stock 6	$ 29,635
Common Stock 7 | CAD		CAD 36,800
Common Stock 8 | shares	1,500,000	1,500,000
Common Stock 9 | CAD / shares		CAD 0.01
Common Stock 10	$ 12,021
Common Stock 11 | CAD		CAD 15,000
Common Stock 12 | shares	500,000	500,000
Common Stock 13 | CAD / shares		CAD 0.01
Common Stock 14	$ 3,852
Common Stock 15 | CAD		CAD 5,000
Common Stock 16 | shares	1,500,000	1,500,000
Common Stock 17	$ 18,000
Common Stock 18	15,000
Common Stock 19	$ 3,000
Common Stock 20 | shares	300,000	300,000
Common Stock 21	$ 3,000
Common Stock 22	$ 3,000
Common Stock 23 | shares	3,000,000	3,000,000
Common Stock 24 | $ / shares	$ 0.01
Common Stock 25	$ 30,000
Common Stock 26 | shares	7,500,000	7,500,000
Common Stock 27 | CAD / shares		CAD 0.01
Common Stock 28	$ 57,046
Common Stock 29 | CAD		CAD 75,000

Stock-based Compensation (Narra

Stock-based Compensation (Narrative) (Details)	6 Months Ended
	Nov. 30, 2015shares
Stock-based Compensation 1	10,294,500
Stock-based Compensation 2	5,147,250
Stock-based Compensation 3	5,147,250

Commitments (Narrative) (Detail

Commitments (Narrative) (Details) - 6 months ended Nov. 30, 2015	USD ($)CAD / mo	CADCAD / mo
Commitments 1	$ 7,489
Commitments 2 | CAD / mo	10,000	10,000
Commitments 3	5.00%	5.00%
Commitments 4	$ 46,427
Commitments 5 | CAD		CAD 60,000

Subsequent Events (Narrative) (

Subsequent Events (Narrative) (Details)	6 Months Ended
	Nov. 30, 2015USD ($)shares
Subsequent Events 1	25.00%
Subsequent Events 2	$ 3,000,000
Subsequent Events 3	25.00%
Subsequent Events 4 | shares	30,000,000
Subsequent Events 5	$ 2,500,000
Subsequent Events 6	$ 14,978
Subsequent Events 7	5.00%

Stock Option Activity (Details)

Stock Option Activity (Details)	6 Months Ended
	Nov. 30, 2015USD ($)
Stock-based Compensation Stock Option Activity 1	$ 200,000
Stock-based Compensation Stock Option Activity 2	0.05
Stock-based Compensation Stock Option Activity 3	0.78
Stock-based Compensation Stock Option Activity 4	$ 0
Stock-based Compensation Stock Option Activity 5	$ 200,000
Stock-based Compensation Stock Option Activity 6	0.05
Stock-based Compensation Stock Option Activity 7	1.28
Stock-based Compensation Stock Option Activity 8	$ 0