Item 1. FINANCIAL STATEMENTS


MAVERICK MINERALS CORPORATION
(An Exploration Stage Company)
Consolidated Balance Sheets
(Expressed in U.S. Dollars)
Unaudited

    March 31     December 31  
    2007     2006  
             
             
             
Current Assets            
 Cash $  17   $  29  
 Prepaid expenses   -     3,186  
TOTAL ASSETS $  17     3,215  
             
             
Current Liabilities            
 Accounts payable (Note 5) $  74,203   $  35,970  
 Accrued liabilities   44,603     84,480  
 Loans payable (Note 4)   1,072,040     1,039,040  
TOTAL LIABILITIES   1,190,846     1,159,490  
             
Capital Deficit            
 Capital Stock            
    Authorized:            
         100,000,000 common shares at $0.001 par value            
   Issued and fully paid 27,407,208 (2006 - 27,407,208) common shares            
           Par value   27,407     27,407  
 Share subscription receivable   (600 )   (600 )
 Additional paid-in capital   536,204     536,204  
 Deficit, accumulated during the exploration stage   (1,754,713 )   (1,720,159 )
 Accumulated other comprehensive income   873     873  
TOTAL CAPITAL DEFICIT   (1,190,829 )   (1,156,275 )
TOTAL LIABILITIES AND CAPITAL DEFICIT $  17   $  3,215  

The accompanying notes are an integral part of these financial statements

- F-1 -

MAVERICK MINERALS CORPORATION
(An Exploration Stage Company)
Consolidated Statements of Operations and Comprehensive Loss
Unaudited

    Cumulative From              
    Date of Inception              
    (April 21, 2003)   Three months Ended  
    to March 31,     March 31  
    2007     2007     2006  
                Restated - Note 8  
                   
General and administration expenses                  
 Audit fees $  142,405   $  -   $  -  
 Freight   7,601     -     -  
 Insurance   186,297     -     -  
 Accounting, legal, engineering & consulting,                  
      investor relations   177,022     8,853     9,125  
 Management fees and stock based compensation (Note 5)   666,018     22,500     22,500  
 Office   55,001     432     858  
 Telephone and utilities   83,059     -     -  
 Transfer agent fees   7,075     -     284  
 Travel   169,193     2,769     8,962  
 Wages and benefits   86,588     -     -  
 Gain on disposal of assets   (795,231 )   -     -  
Loss from operations   (785,028 )   (34,554 )   (41,729 )
Other income (expenses)                  
 Interest expense   (49,357 )   -     (10,500 )
 Loss on settlement of loan payable (Note 6)   (71,600 )   -     -  
 Gain on liabilities write-off   300,973     -     -  
Loss from continuing operations   (605,012 )   (34,554 )   (52,229 )
Loss from discontinued operations (Note 3)   (1,149,701 )   -     -  
Loss for the period   (1,754,713 )   (34,554 )   (93,958 )
Other Comprehensive Income                  
 Foreign currency translation adjustments   873     -     -  
Comprehensive Loss $  (1,753,840 ) $  (34,554 ) $  (93,958 )
Loss per share - basic and diluted         ($0.00 )   ($0.00 )
Weighted average shares outstanding         27,407,208     27,347,208  

The accompanying notes are an integral part of these financial statements

- F-2 -

MAVERICK MINERALS CORPORATION
(An Exploration Stage Company)
Consolidated Statements of Cash Flows
Unaudited

    Cumulative From              
    Date of Inception              
    (April 21, 2003)   Three Month Period Ended  
    to March 31,     March 31  
    2007     2007     2006  
                   
Operating Activities                  
 Net loss for the period $  (1,754,713 ) $  (34,554 ) $  (52,229 )
 Adjustments to reconcile net loss for the period                  
   to cash flows used in operating activities                  
   Impairment of investment in oil and gas leases   419,959     -     -  
   Gain on disposal of assets   (933,995 )   -     -  
   Gain on liabilities write-off   (300,973 )   -     -  
   Stock based compensation   196,559     -     -  
   Depreciation   277,578     -     -  
   Shares issued for services   105,000     -     -  
   Loss on settlement of loan payable   71,600     -     -  
 Changes in non-cash working capital items                  
   Prepaid expenses   -     3,186     (10,500 )
   Accounts payable   1,534,562     38,233     (4,935 )
   Accrued liabilities   44,603     (39,877 )   (2,350 )
Cash used in operating activities   (339,820 )   (33,012 )   (70,014 )
                   
Investing Activities                  
 Investment in oil and gas leases   (474,959 )   -     (55,000 )
 Purchase of property and equipment   (311,367 )   -     -  
Cash used in investing activities   (786,326 )   -     (55,000 )
                   
Financing Activities                  
 Shares issued for cash   53,250     -     -  
 Proceeds from loans payable   1,072,040     33,000     124,920  
Cash provided by financing activities   1,125,290     33,000     124,920  
                   
Decrease in Cash during the period   (856 )   (12 )   (94 )
Effect of cumulative currency translation   873     -     -  
Cash, beginning of the period   -     29     196  
Cash, end of the period $  17   $  17   $  102  
                   
                   
Supplemental Cash Flow information                  
 Interest paid $  56,000   $  -   $  10,500  
 Non-cash investing and financing activities:                  
   Impairment in oil and gas leases   419,959     -     -  
   Investment in oil and gas leases in exchange                  
         for notes payable to Veneto   1,400,000     -     -  
   Transfer of leases in settlement of notes payable   1,400,000     -     -  
   Assignment of accounts payable from transfer of leases   193,764     -     -  
   Settlement of loan payable (Note 6)   53,700     -     -  
   Forgiveness of related party balances payable (Note 5)   1,027,791     -     -  

The accompanying notes are an integral part of these financial statements

- F-3 -


MAVERICK MINERALS CORPORATION
(An Exploration Stage Company)
Statement of Changes in Capital Deficit
For the Period From date of inception on April 21, 2003 to March 31, 2007
(Expressed in U.S. Dollars)
Unaudited

  Number of     Par Value     Additional     Share     Accumulated     Other     Total  
  Common     @$0.001     Paid-in      Subscription     Deficit     Comprehensive     Capital  
  Shares     Per Share     Capital     Receivable           Loss     Deficit  
Balance, April 21, 2003 100   $  -   $  -   $  -   $  -   $  -   $  -  
Adjustment for the issuance of                                        
 common stock on recapitalization 37,580,400     37,580     (37,580 )   -     -     -     -  
  37,580,500     37,580     (37,580 )   -     -     -     -  
Adjustment to capital deficit of the                                        
 Company at the recapitalization date 4,176,026     4,176     (949,065 )   -     -     -     (944,889 )
  41,756,526     41,756     (986,645 )   -     -     -     (944,889 )
Shares issued for management services (Note 6) 1,500,000     1,500     103,500     -     -     -     105,000  
Currency translation adjustment -     -     -     -     -     873     873  
Net loss for the period -     -     -     -     (626,985 )   -     (626,985 )
Balance, December 31, 2003 43,256,526     43,256     (883,145 )   -     (626,985 )   873     (1,466,001 )
Shares issued for cash (Note 6) 10,000,000     10,000     15,000     -     -     -     25,000  
Shares subscribed but unissued -     27,500     -     -     -     -     27,500  
Forgiveness of related party balances payable(Note 5) -     -     1,027,791     -     -     -     1,027,791  
Net income for the year -     -     -     -     71,698     -     71,698  
Balance, December 31, 2004 53,256,526     80,756     159,646     -     (555,287 )   873     (314,012 )
Shares subscribed but unissued -     (27,500 )   -     -     -     -     (27,500 )
Shares issued for cash (Note 6) 27,500,000     27,500     -     -     -     -     27,500  
Cancellation of shares (Note 6) (54,379,318 )   (54,379 )   54,379     -     -     -     -  
Compensation expense on share cancellation (Note 6) -     -     44,720     -     -     -     44,720  
Shares issued for loan payable settlement (Note 6) 895,000     895     124,405     -     -     -     125,300  
Shares issued for cash (Note 6) 75,000     75     675     -     -     -     750  
Stock based compensation -     -     140,438     -     -     -     140,438  
Net loss for the year -     -     -     -     (1,036,098 )   -     (1,036,098 )
Balance, December 31, 2005 27,347,208     27,347     524,263     -     (1,591,385 )   873     (1,038,902 )
Shares issued for cash (Note 6) 60,000     60     540     (600 )   -     -     -  
Stock based compensation -     -     11,401     -     -     -     11,401  
Net loss for the year -     -     -     -     (128,774 )   -     (128,774 )
Balance, December 31, 2006 27,407,208     27,407     536,204     (600 )   (1,720,159 )   873     (1,156,275 )
Net loss for the period -     -     -     -     (34,554 )   -     (34,554 )
Balance, March 31, 2007 27,407,208   $  27,407   $  536,204   $  (600 ) $  (1,754,713 ) $  873   $  (1,190,829 )

The accompanying notes are an integral part of these financial statements

- F-4 -


MAVERICK MINERALS CORPORATION
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
March 31, 2007
(Expressed in U.S. Dollars)
Unaudited

Note 1.

NATURE OF OPERATIONS AND ABILITY TO CONTINUE AS A GOING CONCERN

 

Maverick Minerals Corporation (“the Company”) was incorporated on August 27, 1998 under the Company Act of the State of Nevada, U.S.A. to pursue opportunities in the business of franchising fast food distributor systems. On May 23, 2001, the Company changed its direction to the energy and mineral resource fields, as an exploration stage company, and still is an exploration stage company.

 

On April 21, 2003 the Company closed a transaction, as set out in the Purchase Agreement (the “Agreement) with UCO Energy Corporation (“UCO”) to purchase the outstanding equity of UCO. To facilitate the transaction, the Company consolidated its share capital at a ratio of one for five. Subsequent to the share consolidation, the Company issued 37,580,400 common shares in exchange for all the issued and outstanding common shares of UCO. As a result of the transaction, the former shareholders of UCO held approximately 90% of the issued and outstanding common shares of the Company. The acquisition of UCO was recorded as a reverse acquisition for accounting purposes as a recapitalization of UCO. A net distribution of $944,889 was recoded in connection with the common stock of the Company for the acquisition of UCO in respect of the Company’s net liabilities at the acquisition date. The Company had minimal assets and had liabilities owing to suppliers as well as amounts owing under agreements with third parties as well as related parties and as there were no other business interests, the Company was acting as a public shell company. The financial statements are now presented as a continuation of UCO. UCO was in the business of pursuing opportunities in the coal mining industry. The Company has since disposed of its mining and oil and gas interests and is seeking new projects in these industries.

 

These accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. As at March 31, 2007, the Company has negative working capital of $1,190,829 (December 31, 2006 - $1,156,275), and had an accumulated deficit of $1,754,713 at March 31, 2007. The continuation of the Company is dependent upon obtaining a successful new exploration project, the continuing support of creditors and stockholders as well as achieving and maintaining a profitable level of operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Management anticipates that it requires approximately $1,065,000 to December 31, 2008 to continue operations. To the extent that cash needs are not achieved from operating cash flow and existing cash on hand, the Company plans to raise necessary cash through equity issuances and/or debt financing. Amounts raised will be used to continue the development of the Company's explorations activities, and for other working capital purposes.

Management cannot provide any assurances that the Company will be successful in any of its plans. Although there are no assurances that management's plans will be realized, management believes that the Company will be able to continue operations in the future. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

 

Note 2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

 

Interim Financial Statements

 

The interim financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.

- F-5 -


MAVERICK MINERALS CORPORATION
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
March 31, 2007
(Expressed in U.S. Dollars)
Unaudited

 

These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein. It is suggested that these interim financial statements be read in conjunction with the audited financial statements of the Company for the year ended December 31, 2006. The Company follows the same accounting policies in the preparation of interim reports.

     
 

Results of the operations for the interim periods are not indicative of the annual results.

     
  (a)

New Accounting Pronouncements

     
 

Effective January 1, 2007, for US GAAP accounting purposes, the Company has adopted SFAS No. 155, “Accounting for Certain Hybrid Financial Instruments – an amendment of FASB Statements No. 133 and No. 140” (“SFAS 155”). SFAS 155 allows any hybrid financial instrument that contains an embedded derivative that otherwise would require bifurcation under SFAS No. 133, “Accounting for Derivative Instruments and Hedging Activities,” to be carried at fair value in its entirety, with changes in fair value recognized in earnings. In addition, SFAS 155 requires that beneficial interests in securitized financial assets be analyzed to determine whether they are freestanding derivatives or contain an embedded derivative. There in no impact on the Company’s March 31, 2007 quarterly financial statements resulting from the adoption of SFAS 155.

     
 

The FASB has issued FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109” (“FIN 48”). FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Interpretation also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. The provisions of FIN 48 are to be applied to all tax positions upon initial adoption, with the cumulative effect adjustment reported as an adjustment to the opening balance of retained earnings. The Company did not have any unrecognized benefits at January 1, 2007. In addition, no adjustments were recognized for uncertain tax benefits during the year. Accordingly, there is no impact on the Company’s March 31, 2007 consolidated financial statements resulting from the adoption of FIN 48.

     
 

FIN 48 requires that interest expense and penalties related to unrecognized tax benefits be recognized in the Statement of Loss and Comprehensive Loss. FIN 48 allows recognized interest and penalties to be classified as either income tax expense or another appropriate expense classification. If the Company recognizes interest expense or penalties on future unrecognized tax benefits, they will be classified as income tax expense.

     
 

In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements” (“SFAS No. 157”). SFAS No. 157 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. The provisions of SFAS 157 are effective for fiscal years beginning after November 15, 2007. The Company is currently evaluating the impact of the provisions of SFAS No. 157.

     
 

In February 2007, FASB issued FASB Statement No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities". FASB 159 is effective for fiscal years beginning after November 15, 2007. FASB 159 allows entities to choose, at specified election dates, to measure eligible financial assets and liabilities at fair value that are not otherwise required to be measured at fair value. If a company elects the fair value option for an eligible item, changes in that item's fair value in subsequent reporting periods must be recognized in current earnings. FASB 159 also establishes presentation and disclosure requirements designed to draw comparison between entities that elect different measurement attributes for similar assets and liabilities. The Company is currently evaluating the impact of the provisions of FASB 159.

- F-6 -


MAVERICK MINERALS CORPORATION
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
March 31, 2007
(Expressed in U.S. Dollars)
Unaudited

Note 3. INVESTMENT IN OIL AND GAS LEASES
   

The Company had working interests in petroleum and natural gas properties and cost and results of operations were as follows:


  S. Neill Unitized Lease      
  Costs of unitized lease acquired on August 31, 2005 $  1,775,000  
  Development costs during the year ended December 31, 2005   44,959  
  Impairment write down as at December 31, 2005   (419,959 )
  Balance at, December 31, 2005   1,400,000  
  Transfer of unitized lease to vendor as settlement of note payable   (1,400,000 )