EX-99 3 exhibit99-18ka070803.txt EXHIBIT 99.1 PRO FORMA FINANCIAL STATEMENTS EXHIBIT 99.1 GL Energy and Exploration, Inc. (A Development Stage Company) Pro Forma Consolidated Financial Statements On May 29, 2003, GL Energy and Exploration Inc. ("GLEE") and Wellstar International Inc., a Nevada corporation ("Wellstar"), entered into an asset purchase agreement to acquire all of Wellstar's 60% interest in two mineral claims located in Chile. GLEE issued 20,000,000 shares of its common stock to two individuals. Consideration for these shares was $35,000 cash and a 100% of Wellstar's 60% interest in the joint ventures. GLEE utilized the $35,000 in cash proceeds to reduce the loans that were payable to shareholders. In addition, GLEE transferred to one of the shareholders its 100% interest in its GL Gold subsidiary to settle the remaining debt due them in the amount of $32,225. On May 29, 2003, GLEE issued 210,000 shares of its unrestricted common stock under the 2003 Equity Performance Plan to 3 individuals for services rendered that were valued at $5,310. On June 12, 2003, GLEE issued 3,040,000 shares of its unrestricted common stock under the 2003 Equity Performance Plan to 3 sole proprietors for future services to be rendered in connection with company shareholder relations and company promotion. On May 28, 2003 the company effected a 22 for 1 reverse stock split approved by the Board of Directors with a written consent of a majority of the shareholders. The Pro Forma financial statements reflect all of the transactions contemplated by these Plans and are accounted for on a purchase accounting basis. The pro forma adjustments represent, in the opinion of management, all adjustments necessary to present the Company's consolidated pro forma financial statements based upon available information and certain assumptions considered reasonable under the circumstances. The consolidated pro forma financial statements presented herein do not purport to present what the Company's consolidated financials would actually have been had the events leading to the pro forma adjustments in fact occurred on the date or at the beginning of the period indicated or to project the Company's consolidated financials for any future date or period. The consolidated pro forma financial statements should be read in conjunction with the audited financial statements of the Company and the notes thereto and management's discussion and analysis thereof, included in the Company's annual statements together.

3 GL Energy and Exploration, Inc. (A Company in the Development Stage) Notes to Unaudited Consolidated Proforma Financial Statements Year ended December 31, 2002 NOTE 1 - BASIS OF ORGANIZATION --------------------- The acquisition of the joint venture interest from Wellstar was accounted for on a purchase basis. NOTE 2 - The pro forma adjustments to the consolidated balance sheet include the elimination of intercompany consolidation entries. NOTE 3 - The Company settled its notes payable to shareholders by utilizing the $35,000 in cash proceeds acquired during the transfer of control and transferring to one of the shareholders its 100% interest in its GL Gold subsidiary to settle the remaining debt due them in the amount of $32,225. 4

GL ENERGY & EXPLORATION INC 8-K/A