Wolverine Technologies (WOLV) 10-Q 20 Apr 18 2018 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Feb. 28, 2018	Apr. 20, 2018
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Feb. 28, 2018
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		432,420,993
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well Known Seasoned Issuer	No
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q3

Balance Sheets

Balance Sheets - USD ($)	Feb. 28, 2018	May 31, 2017
Current Assets
Cash	$ 29,303	$ 47
Other receivable	7,308	1,733
Total Assets	36,611	1,780
Current Liabilities
Accounts payable and accrued liabilities	182,539	205,436
Advances from shareholder	0	15,950
Short term debt - related parties	30,540	59,023
Total Liabilities	213,079	280,409
Stockholders' Deficit
Common stock, 500,000,000 shares authorized, $0.001 par value 420,420,993 and 346,520,993 shares issued and outstanding at February 28, 2018 and May 31, 2017, respectively	420,421	346,521
Subscriptions received	45,708	26,798
Additional paid-in capital	5,107,414	4,882,331
Accumulated deficit	(5,750,011)	(5,534,279)
Total Stockholders' Deficit	(176,468)	(278,629)
Total Liabilities and Stockholders' Deficit	$ 36,611	$ 1,780

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Feb. 28, 2018	May 31, 2017
Common Stock, Shares Authorized	500,000,000	500,000,000
Common Stock, Par Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares, Issued	420,420,993	346,520,993
Common Stock, Shares, Outstanding	420,420,993	346,520,993

Statements of Operations

Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Feb. 28, 2018	Feb. 28, 2017	Feb. 28, 2018	Feb. 28, 2017
Operating Expenses
General and administrative	$ 102,156	$ 57,826	$ 202,686	$ 228,207
Write-off of interest and loan receivable	0	15,993	0	15,993
Mineral exploration costs	0	0	222	0
Total Operating Expenses	102,156	73,819	202,908	244,200
Net Loss Before Other Expenses	(102,156)	(73,819)	(202,908)	(244,200)
Other Income (Expenses)
Interest income	0	191	0	570
Foreign exchange gain (loss)	(5,521)	(613)	(12,786)	(409)
Gain (loss) on settlement of debt	(38)	0	(38)	3,617
Net Loss	$ (107,715)	$ (74,241)	$ (215,732)	$ (240,422)
Net Loss Per Common Share, Basic and Diluted	$ 0	$ 0	$ 0	$ 0
Weighted Average Common Shares Outstanding, Basic and Diluted	358,016,549	346,520,993	369,829,052	334,118,795

Statements of Cash Flows

Statements of Cash Flows - USD ($)	9 Months Ended
	Feb. 28, 2018	Feb. 28, 2017
Operating Activities
Net loss	$ (215,732)	$ (240,422)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of prepaid from shares issued for services	0	17,000
(Gain) loss on settlement of debt	38	(3,617)
Write-off of interest and loan receivable	0	15,993
Changes in operating assets and liabilities:
Other receivable	(5,575)	0
Accounts payable	122,498	114,134
Due to related parties	(11,832)	13,230
Net Cash Used in Operating Activities	(110,603)	(83,682)
Financing Activities
Proceeds from issuance of common stock	129,035	63,369
Proceeds from common stock subscriptions	45,708	17,628
Advances from shareholder	10,805	0
Repayment on advances to shareholder	(32,903)	0
Net Cash Provided by Financing Activities	152,645	80,997
Effect of foreign currency on cash	(12,786)	96
Increase (decrease) in Cash	29,256	(2,589)
Cash, Beginning of Period	47	2,594
Cash, End of Period	29,303	5
Non-cash Investing and Financing Activities:
Payments made by shareholders on behalf of Company	7,021	15,697
Shares issued to settle accounts payable	126,750	35,625
Shares issued to settle related party accounts payable	16,400	14,000
Stock issued for prior year subscriptions	26,798	0
Shares issued for prepaid services	0	7,000
Supplemental Disclosures:
Interest paid	0	0
Income taxes paid	$ 0	$ 0

Organization

Organization	9 Months Ended
	Feb. 28, 2018
Organization [Text Block]	1. Organization 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 to include cyber security. On April 14, 2015, the Company entered into a Share Exchange and Royalty Agreement pursuant to which the Company would acquire 25% interest in the process technology and cyber security company ENIGMAMobil Inc. (“Enigma”). Enigma is in the business of developing security applications for cyber systems focusing on the mobile smartphone markets. On December 31, 2017, the parties agreed to let the Share Exchange and Royalty Agreement expire to enable the Company to focus on its indirect interest in Decision-Zone Inc. which the Company acquired through a Share Purchase Agreement, which was announced April 19, 2016. The Company will no longer be pursuing an interest in Enigma. Refer to Note 7. 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 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, 2017. 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 result 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 to 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. 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. At February 28, 2018, the Company has a working capital deficiency of $176,468 and has accumulated losses of $5,750,011 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	9 Months Ended
	Feb. 28, 2018
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	9 Months Ended
	Feb. 28, 2018
Related Party Transactions [Text Block]	3. Related Party Transactions (a) During the nine months ended February 28, 2018, the Company incurred consulting fees of $26,766 (2017 - $22,613) to a company controlled by the President of the Company. (b) During the nine months ended February 28, 2018, the Company incurred consulting fees of $23,418 (2017 - $22,466) to a Director of the Company. (c) As at February 28, 2018, the Company owes $17,582 (May 31, 2017 - $21,765) to a company controlled by the President of the Company, which is non-interest bearing, unsecured and due on demand. (d) As at February 28, 2018, the Company owes $12,958 (May 31, 2017 - $37,257) to a Director of the Company, which is non-interest bearing, unsecured and due on demand. (e) As at February 28, 2017, the Company owes $0 (May 31, 2017 - $15,950) to a shareholder of the Company, which is non-interest bearing, unsecured and due on demand. During the nine months ended November 30, 2017 the change consisted of advances to the Company of $10,805 and expenses incurred on behalf of the Company of $7,021, and repayment of $32,903. On February 14, 2018, the Company issued 10,000,000 shares of common stock with a fair value of $41,000 to settle Cdn$50,000 ($39,844) of amounts owing to a shareholder, resulting in a loss on settlement of debt of $1,156. We note the shareholder is not considered a related party as he owns less than 5% of the shares outstanding as of balance sheet date and does not have significant influence in the Company. (f) On February 14, 2018, the Company issued 4,000,000 shares of common stock with a fair value of $16,400 to settle Cdn$20,000 ($15,938) of amounts owing to a company controlled by the President of the Company, resulting in a loss on settlement of debt of $462

Common Stock

Common Stock	9 Months Ended
	Feb. 28, 2018
Common Stock [Text Block]	4. Common Stock Stock transactions during the nine months ended February 28, 2018: (a) On February 14, 2018, the Company issued 31,700,000 shares of common stock with a fair value of $85,750 to settle accounts payable of $126,750, resulting in a gain on settlement of $424. (b) On February 14, 2018, the Company issued 4,000,000 shares of common stock with a fair value of $16,400 to settle related party accounts payable of $15,938 (Cdn$20,000), resulting in a loss on settlement of $462. (c) On February 14, 2018, the Company issued 5,000,000 shares of common stock pursuant to a private placement at $0.005 per share for proceeds of $25,000. (d) On February 14, 2018, the Company issued 33,200,000 shares of common stock pursuant to a private placement at Cdn$0.005 per share for proceeds of $130,833 (Cdn$166,000). Proceeds of $26,798 (Cdn$36,000) which were received during the year ended May 31, 2017. (e) In February 2018, the Company received cash proceeds of $45,708 (Cdn$58,000) relating to share subscriptions. The shares were unissued at February 28, 2018 and the amounts received have been reflected in stock subscriptions received in the balance sheet. These shares have been issued subsequent to February 28, 2018.

Stock-based Compensation

Stock-based Compensation	9 Months Ended
	Feb. 28, 2018
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. As at February 28, 2018, the Company did not have outstanding stock options.

Commitments

Commitments	9 Months Ended
	Feb. 28, 2018
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 $7,407 (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 February 28, 2018, the Company has not issued a bonus. During the nine months ended February 28, 2018, the Company recorded consulting fees of $94,042 (Cdn$120,000), which included $70,531 (Cdn$90,000) of consulting fees under the above agreement, and additional consulting fees of $23,511 due to an increase in financing activities (Cdn$30,000) for the three months ended February 28, 2018.

Subsequent Events

Subsequent Events	9 Months Ended
	Feb. 28, 2018
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 to Texada Consulting Inc. consisting of 30,000,000 shares of common stock of the Company (the “Finder’s Shares”). The Agreement is subject to Wolverine and/or 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. Both parties mutually agreed to let the agreement expire in the current fiscal year. (b) On April 19, 2016, the Company signed a Share Purchase Agreement with a Director of the Company, whereby the Company will issue, in a private placement, 400,000,000 shares of common stock of the Company in consideration for one-third of the net proceeds that the Director will receive from the sale of the Director’s 15% interest in Decision-Zone Inc. The Agreement is subject to the Company increasing its authorized capital of common stock to allow for the issuance of the shares to the Director. As of the date of this filing, the agreement has not yet closed. (c) In February 2018, the Company received cash proceeds of $45,276 (Cdn$58,000) relating to share subscriptions. The shares were unissued at February 28, 2018 and the amounts received have been reflected in stock subscriptions received in the balance sheet. These shares have been issued subsequent to February 28, 2018.

Organization (Narrative) (Detai

Organization (Narrative) (Details)	9 Months Ended
	Feb. 28, 2018USD ($)
Organization 1	25.00%
Organization 2	$ 176,468
Organization 3	$ 5,750,011

Related Party Transactions (Nar

Related Party Transactions (Narrative) (Details) - 9 months ended Feb. 28, 2018	USD ($)shares	CAD ($)shares
Related Party Transactions 1	$ 26,766
Related Party Transactions 2	22,613
Related Party Transactions 3	23,418
Related Party Transactions 4	22,466
Related Party Transactions 5	17,582
Related Party Transactions 6	21,765
Related Party Transactions 7	12,958
Related Party Transactions 8	37,257
Related Party Transactions 9	0
Related Party Transactions 10	15,950
Related Party Transactions 11	10,805
Related Party Transactions 12	7,021
Related Party Transactions 13	$ 32,903
Related Party Transactions 14 | shares	10,000,000	10,000,000
Related Party Transactions 15	$ 41,000
Related Party Transactions 16		$ 50,000
Related Party Transactions 17	39,844
Related Party Transactions 18	$ 1,156
Related Party Transactions 19	5.00%	5.00%
Related Party Transactions 20 | shares	4,000,000	4,000,000
Related Party Transactions 21	$ 16,400
Related Party Transactions 22		$ 20,000
Related Party Transactions 23	15,938
Related Party Transactions 24	$ 462

Common Stock (Narrative) (Detai

Common Stock (Narrative) (Details) - 9 months ended Feb. 28, 2018	USD ($)$ / sharesshares	CAD ($)$ / sharesshares
Common Stock 1 | shares	31,700,000	31,700,000
Common Stock 2	$ 85,750
Common Stock 3	126,750
Common Stock 4	$ 424
Common Stock 5 | shares	4,000,000	4,000,000
Common Stock 6	$ 16,400
Common Stock 7	15,938
Common Stock 8		$ 20,000
Common Stock 9	$ 462
Common Stock 10 | shares	5,000,000	5,000,000
Common Stock 11 | $ / shares	$ 0.005
Common Stock 12	$ 25,000
Common Stock 13 | shares	33,200,000	33,200,000
Common Stock 14 | $ / shares		$ 0.005
Common Stock 15	$ 130,833
Common Stock 16		$ 166,000
Common Stock 17	26,798
Common Stock 18		36,000
Common Stock 19	$ 45,708
Common Stock 20		$ 58,000
Common Stock 21	2,018	2,018

Stock-based Compensation (Narra

Stock-based Compensation (Narrative) (Details)	9 Months Ended
	Feb. 28, 2018shares
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) - 9 months ended Feb. 28, 2018	USD ($)$ / mo	CAD ($)$ / mo
Commitments 1	$ 7,407
Commitments 2 | $ / mo	10,000	10,000
Commitments 3	5.00%	5.00%
Commitments 4	$ 94,042
Commitments 5		$ 120,000
Commitments 6	70,531
Commitments 7		90,000
Commitments 8	$ 23,511
Commitments 9		$ 30,000

Subsequent Events (Narrative) (

Subsequent Events (Narrative) (Details) - 9 months ended Feb. 28, 2018	USD ($)shares	CAD ($)shares
Subsequent Events 1	25.00%	25.00%
Subsequent Events 2	$ 3,000,000
Subsequent Events 3	25.00%	25.00%
Subsequent Events 4 | shares	30,000,000	30,000,000
Subsequent Events 5	$ 2,500,000
Subsequent Events 6 | shares	400,000,000	400,000,000
Subsequent Events 7	15.00%	15.00%
Subsequent Events 8	$ 45,276
Subsequent Events 9		$ 58,000