EXHIBIT 99.2
WOLFE CREEK MINING, INC.
UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 2009
Historical | ||||||||||||||||
Wolfe Creek | GET | Adjustments | Consolidated | |||||||||||||
ASSETS | ||||||||||||||||
Current Assets | ||||||||||||||||
Cash | $ | 6,442 | $ | 17,761 | $ | - | $ | 24,203 | ||||||||
Total current assets | 6,442 | 17,761 | - | 24,203 | ||||||||||||
Fixed Assets | ||||||||||||||||
Property and equipment | - | - | - | - | ||||||||||||
TOTAL ASSETS | $ | 6,442 | $ | 17,761 | $ | - | $ | 24,203 | ||||||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||||||||||
Current Liabilities | ||||||||||||||||
Accounts payable | $ | - | $ | 38,212 | $ | - | $ | 38,212 | ||||||||
Due to related parties | 5,000 | 166,290 | - | 171,290 | ||||||||||||
TOTAL LIABILITIES | 5,000 | 204,502 | - | 209,502 | ||||||||||||
Common stock | 4,000 | 8,824 | (8,824 | ) | 4,000 | |||||||||||
Additional paid-in capital | 36,000 | 79,411 | (29,734 | ) | 85,677 | |||||||||||
Deficits accumulated during the development | (38,558 | ) | (274,976 | ) | 38,558 | (274,976 | ) | |||||||||
stage | ||||||||||||||||
TOTAL STOCKHOLDERS' DEFICIT | 1,442 | (186,741 | ) | - | (185,299 | ) | ||||||||||
TOTAL LIABILITIES & STOCKHOLDERS' | ||||||||||||||||
EQUITY | $ | 6,442 | $ | 17,761 | $ | - | $ | 24,203 | ||||||||
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WOLFE CREEK MINING, INC.
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2009
Historical | ||||||||||||||||
Wolfe Creek | GET | Adjustment | Consolidated | |||||||||||||
Revenues, net | $ | - | $ | - | $ | - | $ | - | ||||||||
Expenses | ||||||||||||||||
General and administration | 9,845 | 178,041 | - | 187,886 | ||||||||||||
Depreciation and amortization expense | - | - | - | |||||||||||||
Total expenses | 9,845 | 178,041 | - | 187,886 | ||||||||||||
Net loss before provision for | ||||||||||||||||
income taxes | $ | (9,845 | ) | $ | (178,041 | ) | $ | - | $ | (187,886 | ) | |||||
Loss per share, basic and diluted | $ | (0.00 | ) | $ | (0.02 | ) | $ | (0.05 | ) | |||||||
Weighted average number of shares outstanding | 4,000,000 | 8,823,529 | 4,000,000 |
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WOLFE CREEK MINING, INC.
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2008
Historical | ||||||||||||||||
Wolfe Creek | GET | Adjustment | Consolidated | |||||||||||||
Revenues, net | $ | - | $ | - | $ | - | $ | - | ||||||||
Expenses | ||||||||||||||||
General and administration | 12,608 | 96,877 | - | 109,485 | ||||||||||||
Depreciation and amortization expense | 7,000 | - | - | 7,000 | ||||||||||||
Total expenses | 19,608 | 96,877 | - | 116,485 | ||||||||||||
Net loss before provision for | ||||||||||||||||
income taxes | $ | (19,608 | ) | $ | (96,877 | ) | $ | - | $ | (116,485 | ) | |||||
Loss per share, basic and diluted | $ | (0.00 | ) | $ | (0.01 | ) | $ | (0.03 | ) | |||||||
Weighted average number of shares outstanding | 4,000,000 | 8,823,529 | 4,000,000 | |||||||||||||
3
WOLFE CREEK MINING, INC.
PRO FORMA UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
The following unaudited pro forma consolidated financial statements give effect to the reverse acquisition of Green EnviroTech Corp. (“GET”) by Wolfe Creek Mining, Inc. (“Wolfe Creek” and the “Company”) and are based on estimates and assumptions set forth herein and in the notes to such pro forma statements.
In October 2009, GET entered into an Agreement and Plan of Merger with Wolfe Creek and upon closing of the transaction, GET became a wholly-owned subsidiary of Wolfe Creek (the “Agreement”).
In accordance with the Agreement, the 4,000,000 issued and outstanding shares of common stock of Wolfe Creek and simultaneously, the 8,823,529 shares of common stock that GET has issued and outstanding will convert at a .3400005 per share ratio into new shares of Wolfe Creek. On October 14, 2009 Kristen Paul, the sole officer and director of the Company sold her 3,000,000 shares of Common Stock to Green EnviroTech Corp., which shares are being cancelled.
This transaction is being accounted for as a reverse acquisition and a recapitalization. Magnolia is the acquirer for accounting purposes.
The following unaudited pro forma consolidated statement of operations for the nine months ended September 30, 2009 and the year ended December 31, 2008 gives effect to the above as if the transactions had occurred at the beginning of the period. The unaudited pro forma consolidated balance sheet at September 30, 2009 assumes the effects of the above as if this transaction had occurred as of January 1, 2008.
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WOLFE CREEK MINING, INC.
PRO FORMA UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
The unaudited pro forma consolidated financial statements are based upon, and should be read in conjunctions with Wolfe Creek’s audited financial statements as of and for the year ended December 31, 2008 and interim financial statements for the nine months ended September 30, 2009 and the historical financial statements of GET for the period October 6, 2008 (Inception) through December 31, 2008 and for the nine months ended September 30, 2009.
The unaudited pro forma consolidated financial statements and notes thereto contained forward-looking statements that involve risks and uncertainties. Therefore, our actual results may vary materially from those discussed herein. The unaudited pro forma consolidated financial statements do not purport to be indicative of the results that would have been reported had such events actually occurred on the dates specified, nor is it indicative our future results.
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WOLFE CREEK MINING, INC.
NOTES TO UNAUDITED PRO FORMA
CONSOLIDATED FINANCIAL STATEMENTS
NOTE A – ACCOUNTING TREATMENT APPLIED AS A RESULT OF THIS TRANSACTION
The transaction is being accounted for as reverse acquisition and recapitalization. GET is the acquirer for accounting purposes. Wolfe Creek is the issuer. Accordingly, GET’s historical financial statements for periods prior to the acquisition become those of the acquirer retroactively restated for the equivalent number of shares received in the transaction. The accumulated deficit of GET is carried forward after the acquisition. Operations prior to the transactions are those of GET. Earnings per share for the period prior to the transaction are restated to reflect the equivalent number of shares outstanding.
NOTE B – ADJUSTMENT
(a) | To eliminate Wolfe Creek’s historical expenses to reflect reverse acquisition and a recapitalization treatment. |
(b) | To record the cancellation of the Kristen Paul 3,000,000 shares and the simultaneous conversion of the GET shares into new Wolfe Creek shares. |
NOTE C – PRO FORMA WEIGHTED AVERAGES SHARES OUTSTANDING
Pro forma shares outstanding assuming the transaction occurred as of September 30, 2009:
Wolfe Creek Shares Outstanding | 4,000,000 | |||
Cancellation of shares | (3,000,000 | ) | ||
Shares issued in reverse merger with GET | 3,000,000 | |||
Pro forma shares outstanding | 4,000,000 |