The SEC has instituted a Section 12(j) administrative proceeding against Wolf Energy Services Inc. after the oilfield transportation and logistics company stopped filing periodic reports following its Form 10-Q for the quarter ended June 30, 2023. The reporting breakdown followed a major corporate transformation: the issuer was formerly Enviro Technologies U.S., Inc., completed a reverse merger with Banner Midstream Corp. in 2022, changed its name to Wolf Energy Services in 2023, and shifted its operating focus toward frac-sand transportation and equipment financing for oilfield contractors. Its final quarterly filing also disclosed a $2.2 million working-capital deficit, a $17.2 million accumulated deficit and substantial doubt about its ability to continue as a going concern.
U.S. Securities and Exchange Commission (SEC)
Official Release: https://www.sec.gov/files/litigation/admin/2026/34-106270.pdf
NEWS:
The U.S. Securities and Exchange Commission instituted administrative proceedings against Wolf Energy Services Inc. on September 3, 2026 under Section 12(j) of the Securities Exchange Act of 1934. The SEC identifies Wolf Energy, CIK No. 1043894, as a Florida corporation located in Kilgore, Texas with securities registered under Section 12(g). According to the Commission, Wolf Energy has not filed any periodic reports since its Form 10-Q for the period ended June 30, 2023. Unsolicited quotations for the company's common stock continue to be submitted on OTC Link ATS under the symbol WOEN. The SEC also alleges repeated failure to meet periodic reporting obligations and says the company failed to heed a delinquency letter or may not have received it because it failed to maintain a valid address with the Commission.
Wolf Energy's filing history shows that the issuer had undergone a substantial corporate transformation shortly before its reporting stopped. The company was formerly known as Enviro Technologies U.S., Inc., which had developed environmental and industrial separation technology. In September 2022, Banner Midstream Corp. entered the public company through a reverse merger. BitNile Metaverse transferred all of its Banner shares in exchange for 51,987,832 shares of the public issuer, and Banner became a wholly owned subsidiary. The transaction resulted in Banner becoming the accounting acquirer, while management later discontinued the historical operating business of the former Enviro Technologies entity. In February 2023, the public company changed its name to Wolf Energy Services Inc. to reflect the new operating direction. :chatgpt-content-reference{index="1"}
The post-merger business was centered on oilfield transportation rather than the environmental technology historically associated with the issuer. Banner operated Pinnacle Frac Transport and Capstone Equipment Leasing. Pinnacle Frac provided transportation of frac sand and logistics services to hydraulic-fracturing and drilling operations, including a 24-hour dispatch operation in Texas, while Capstone procured and financed equipment for oilfield transportation contractors. The reverse merger therefore represented more than a corporate-name change: it effectively replaced the public company's earlier business with a different operating platform and capital structure. :chatgpt-content-reference{index="2"}
Financial pressure was already visible in the last quarterly report identified by the SEC. Wolf Energy reported a net loss of approximately $1.14 million for the three months ended June 30, 2023, cash of about $166,644 and an accumulated deficit of approximately $17.18 million. Management also disclosed a working-capital deficit of about $2.21 million and stated that these conditions raised substantial doubt about the company's ability to continue as a going concern. The SEC reporting record then stopped. That sequence makes Wolf Energy different from a dormant shell or a company whose business disappeared decades ago: an operating business had recently entered the public issuer through a reverse merger, changed the corporate identity and disclosed meaningful liquidity pressure shortly before federal reporting ceased. :chatgpt-content-reference{index="3"}
The SEC's September 3 order does not state that WOEN's registration has already been revoked. It begins an administrative process in which the Commission will determine whether the allegations are true and whether suspension for up to 12 months or revocation of the registered securities is appropriate. For investors researching WOEN, the key verification issue is therefore the gap between the company's continuing OTC visibility and a public financial record that ends shortly after a major reverse-merger-driven business transformation. :chatgpt-content-reference{index="4"}
KEY POINTS:
- The SEC instituted Section 12(j) proceedings against Wolf Energy Services Inc. on September 3, 2026.
- The matter is Exchange Act Release No. 106270 and Administrative Proceeding File No. 3-22698.
- Wolf Energy's CIK is 1043894 and its OTC symbol is WOEN.
- The SEC says the company has filed no periodic reports since its Form 10-Q for the quarter ended June 30, 2023.
- Unsolicited quotations for WOEN continue to be submitted through OTC Link ATS.
- The issuer was formerly known as Enviro Technologies U.S., Inc.
- Banner Midstream entered the company through a reverse merger in September 2022 and became the accounting acquirer.
- BitNile Metaverse received 51,987,832 shares in connection with the Banner transaction.
- The company changed its name to Wolf Energy Services Inc. in February 2023.
- Its operating focus shifted to frac-sand transportation, oilfield logistics and equipment financing.
- The June 2023 quarter showed an approximately $1.14 million net loss.
- The company reported a working-capital deficit of about $2.21 million and an accumulated deficit of approximately $17.18 million.
- Management disclosed substantial doubt about the company's ability to continue as a going concern.
- The September 3 SEC order starts the administrative process and is not itself a final revocation of WOEN's registration.