SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q
 
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the Quarterly period ended   June 30, 2014
 
[] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

Commission File No. 0-53029

WESTMOUNTAIN ALTERNATIVE ENERGY, INC.
(Exact Name of Issuer as specified in its charter)
.

Colorado
26-1315585
(State or other jurisdiction
(IRS Employer File Number)
of incorporation)
 
   
181 W Boardwalk, Suite 202
 
Fort Collins, Colorado
80525
(Address of principal executive offices)
(zip code)

(970) 223-4499
(Registrant's telephone number, including area code)
 
 
Check whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.    Yes þ   No o
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T(Section 232.405 of this chapter) during the preceding 12 months(or such shorter period that the registrant was required to submit and post such files. Yes  þ   No o

Indicate by check mark whether the registrant is a large accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “small reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o
  Accelerated filer o
Non-accelerated filer  o (Do not check if a smaller reporting company)    
 Smaller reporting company   þ

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)  Yes  o     No þ
  
The number of shares outstanding of the Registrant's common stock, as of the latest practicable date, August 8 , 2014 was 9,106,250.
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
 
 
 
 
 
 
 
 
 
FORM 10-Q
WestMountain Alternative Energy, Inc.

TABLE OF CONTENTS
 
 
PART I  FINANCIAL INFORMATION
 
 
Item 1. Financial Statements
 
   
Balance Sheets (Unaudited) at June 30, 2014 and December 31, 2013
  3
      
 
Statements of Operations (Unaudited) for the three and six months ended June 30 , 2014 and 2013
  4
   
Statements of Cash Flows (Unaudited) for the six months ended June 30, 2014 and 2013
  5
   
 Notes to the Financial Statements
  6
   
Item 2. Management’s Discussion and Analysis and Plan of Operation
  8
   
Item 3. Quantitative and Qualitative Disclosures About Market Risk
  9
   
Item 4. Controls and Procedures
  9
   
Item 4T. Controls and Procedures
10
   
PART II  OTHER INFORMATION
 
   
Item 1. Legal Proceedings
10
   
Item 1A. Risk Factors
10
   
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
17
   
Item 3. Defaults Upon Senior Securities
17
   
Item 4. Submission of Matters to a Vote of Security Holders
17
   
Item 5. Other Information
17
   
Item 6. Exhibits
18
   
Signatures
19
   
 
 
2
 
 
 
 

PART I  FINANCIAL INFORMATION

References in this document to "us," "we," or "Company" refer to West Mountain Alternative Energy, Inc.

ITEM 1.  FINANCIAL STATEMENTS
 
 
WestMountain Alternative Energy, Inc.
           
Balance Sheets
           
   
(Unaudited)
       
   
June 30,
   
December 31,
 
   
2014
   
2013
 
                    Assets
           
             
Cash
  $ 209,216     $ 225,056  
Certificates of deposit
    205,536       205,466  
Accounts receivable, related party
    -       19,390  
Income tax receivable
    7,891       7,891  
Prepaid expenses and other assets
    1,435       580  
Property and equipment, net
    9,261       11,588  
Deferred tax asset
    5,089       457  
      Total assets
  $ 438,428     $ 470,428  
                 
   Liabilities and Shareholders' Equity
               
Liabilities:
               
   Indebtedness to related parties
    654       700  
   Accrued liabilities
    6,370       18,500  
      Total liabilities
    7,024       19,200  
                 
Commitments and contingencies
               
                 
Shareholders' equity:
               
   Preferred stock, $.10 par value; 1,000,000 shares authorized,
    -       -  
      -0- shares issued and outstanding for 2014 and 2013
               
   Common stock, $.001 par value; 100,000,000 shares authorized,
    9,106       9,106  
      9,106,250 shares issued and outstanding 2014 and 2013
               
   Additional paid-in-capital
    366,659       366,659  
   Retained earnings
    55,639       75,463  
      Total shareholders' equity
    431,404       451,228  
Total liabilities and shareholders' equity
  $ 438,428     $ 470,428  

The accompanying notes are an integral part of these financial statements.

 
 
 
3
 
 
 
WestMountain Alternative Energy, Inc.
                       
Statement of Operations (Unaudited)
                       
For the three and six months ended June 30, 2014 and 2013
 
                         
                         
   
For the three months ended
   
For the six months ended
 
   
June 30,
   
June 30,
 
   
2014
   
2013
   
2014
   
2013
 
Revenue:
                       
   Management fees, related parties
  $ -     $ 19,550     $ -     $ 38,913  
Total revenue
    -       19,550       -       38,913  
                                 
Operating Expenses
                               
Sales, general and administrative expense
    12,197       10,981       24,527       32,833  
  Total operating expenses
    12,197       10,981       24,527       32,833  
                                 
Net (loss)income from operations
    (12,197 )     8,569       (24,527 )     6,080  
                                 
Other income/(expense)
                               
  Interest income
    32       44       71       95  
Net (loss)income before income taxes
    (12,165 )     8,613       (24,456 )     6,175  
Provision for income taxes
    (2,304 )     1,631       (4,632 )     1,170  
Net (loss)income
  $ (9,861 )   $ 6,982     $ (19,824 )   $ 5,005  
                                 
                                 
Basic and diluted income per share
  $ (0.00 )   $ 0.00     $ (0.00 )   $ 0.00  
Basic and diluted weighted average common
                               
   shares outstanding
    9,106,250       9,106,250       9,106,250       9,106,250  
 
The accompanying notes are an integral part of these financial statements.

 
 
 
4
 
 
 
 
WestMountain Alternative Energy, Inc.
           
Statements of Cash Flows (Unaudited)
           
For the six months ended June 30, 2014 and 2013
           
             
             
   
For the six months ended
 
   
June 30,
 
   
2014
   
2013
 
             
Cash flows from operating activities:
           
Net (loss)income
  $ (19,824 )   $ 5,005  
Adjustments to reconcile net (loss)income to net cash used by
               
  operating activities:
               
  Deferred tax (benefit)expense
    (4,632 )     149  
  Depreciation and write off of assets
    2,327       199  
    Changes in operating assets and operating liabilities:
               
      Accounts receivable, related party
    19,390       19,712  
      Income tax receivable
    -       1,021  
      Prepaid expenses and other assets
    (855 )     (317 )
      Indebtedness to related parties and accrued liabilities
    (12,176 )     (7,400 )
        Net cash (used in) provided by operating activities
    (15,770 )     18,369  
                 
Cash flows from investing activities:
               
      Purchases of property and equipment
    -       (7,179 )
      Payments for certificates of deposit
    (70 )     (93 )
        Net cash (used in) investing activities
    (70 )     (7,272 )
                 
        Net change in cash
    (15,840 )     11,097  
                 
Cash, beginning of period
    225,056       207,386  
                 
Cash, end of period
  $ 209,216     $ 218,483  
Supplemental disclosure of cash flow information:
               
  Cash paid during the period for:
               
    Income tax
  $ -       -  
 
The accompanying notes are an integral part of these financial statements.
 
 
5
 
 
 

WestMountain Alternative Energy, Inc.
Notes to the Financial Statements
(Unaudited)
 

(1) Nature of Organization and Summary of Significant Accounting Policies
 
Nature of Organization and Basis of Presentation
 
WestMountain Alternative Energy, Inc. (the “Company”) was incorporated in the state of Colorado on November 13, 2007 and on this date approved its business plan and commenced operations.  The Company currently provides consulting services to clients with respect to their investments in alternative energy projects.
 
Unaudited Interim Condensed Financial Statements
The accompanying interim financial statements have been prepared pursuant to the rules of the Securities and Exchange Commission (the "SEC") for quarterly reports on Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles. These financial statements and notes herein are unaudited, but in the opinion of management, include all the adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows for the periods presented. These financial statements should be read in conjunction with the Company's audited financial statements and notes thereto included in the Company’s Form 10-K and 10-K/A for the year ended December 31, 2013 as filed with the SEC. Interim operating results are not necessarily indicative of operating results for any future interim period or for the full year.

Cash and Cash Equivalents
The Company considers all highly liquid securities with original maturities of three months or less when acquired to be cash equivalents. At June 30, 2014 and December 31, 2013, the Company had no cash equivalents.

Income Taxes
The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.
 
 
(2) Related Parties
 
Bohemian Companies, LLC and BOCO Investments, LLC are two companies under common control. Mr. Klemsz, our President, has been the Chief Investment Officer of BOCO Investments, LLC since March 2007. Since there is common control between the two companies and a relationship with our Company President, we are considering all transactions with Bohemian Companies, LLC and BOCO Investments, LLC, to be related party transactions.
 
We received invoices on a monthly basis from Bohemian Companies, LLC. This Service Agreement was originally for the term of one year, ending December 31, 2009 but was extended to December 31, 2014. As of March 31, 2014, the agreement was terminated by agreement of both parties. Total expenses incurred with Bohemian Companies were $-0- and $3,000 for the three months ended June 30, 2014 and 2013, respectively. Total expenses incurred with Bohemian Companies were $-0- and $6,000 for the six months ended June 30, 2014 and 2013, respectively. As of June 30, 2014 the Company had no balance due to Bohemian Companies, LLC.

We earn management fees based on the size of the funds managed, and incentive income based on the performance of the funds. For the three months ended June 30, 2014 and 2013, we recorded $-0- and $19,550, respectively in revenue for management fees charged to EastMountain Alternative Energy, LLC, a related party through its ownership interest in WestMountain Green, LLC. For the six month ended June 30, 2014 and 2013, we recorded $-0- and $38,913 in management fee revenue.
 
 
6
 
 
 
 
(2) Related Parties (continued)
 
EastMountain Alternative Energy, LLC, a related party, gave the Company notice that, effective December 31, 2013 it will terminate the asset management services contract it has with the Company.  Historically, the Company earned management fees based on the size of the funds managed, and incentive income based on the performance of the funds. With the termination of the asset management services contract between the Company and EastMountain Alternative Energy, LLC, the Company will potentially no longer provide asset management services to any clients and have no current revenue source going forward. While the Company will lose its only current source of revenue, the Company plans to pursue new clients to replace the lost revenue stream and also to explore the possibility of merging with an existing company who has revenues and, potentially, earnings. At this time, the Company has no definitive arrangements for either replacing its lost revenue or identifying a merger candidate.

The Company entered into an agreement with SP Business Solutions (“SP”) to provide accounting and related services for the Company. The owner, Joni Troska, was appointed Secretary of WestMountain Alternative Energy, Inc. on March 19, 2010, and is considered to be a related party. Total expenses incurred with SP were $500 for the quarters ended June 30, 2014 and 2013, respectively.   Total expenses incurred with SP were $1,200 for the six months ended June 30, 2014 and 2013, respectively.   As of June 30, 2014 an accrual of $500 has been recorded for unpaid services. An additional $193 has been recorded for reimbursable expenses related to a shareholder mailing.
 
 
 
 

 
7
 
 
 
 
ITEM 2.      MANAGEMENT’S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION

The following discussion of our financial condition and results of operations should be read in conjunction with, and is qualified in its entirety by, the consolidated financial statements and notes thereto included in, Item 1 in this Quarterly Report on Form 10-Q.  This item contains forward-looking statements that involve risks and uncertainties.  Actual results may differ materially from those indicated in such forward-looking statements.

Forward-Looking Statements
 
           This Quarterly Report on Form 10-Q and the documents incorporated herein by reference contain forward-looking statements. Such forward-looking statements are based on current expectations, estimates, and projections about our industry, management beliefs, and certain assumptions made by our management.  Words such as “anticipates”, “expects”, “intends”, “plans”, “believes”, “seeks”, “estimates”, variations of such words, and similar expressions are intended to identify such forward-looking statements.  These statements are not guarantees of future performance and are subject to certain risks, uncertainties, and assumptions that are difficult to predict; therefore, actual results may differ materially from those expressed or forecasted in any such forward-looking statements.  Unless required by law, we undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.  However, readers should carefully review the risk factors set forth herein and in other reports and documents that we file from time to time with the Securities and Exchange Commission, particularly Annual Reports on Form 10-K, Quarterly reports on Form 10-Q and any Current Reports on Form 8-K.
 
General
 
We plan to make early stage investments that will bring alternative energy technologies to commercialization, and then actively manage these investments. We also currently provide consulting to clients with respect to their investments in alternative energy projects. EastMountain Alternative Energy, LLC, a related party, gave notice that, effective December 31, 2013 it will terminate the asset management services contract it had with us.  Historically, we earned management fees based on the size of the funds managed, and incentive income based on the performance of the funds. With the termination of the asset management services contract between us and EastMountain Alternative Energy, LLC, we will potentially no longer provide asset management services to any clients and have no current revenue source going forward. While we will lose our only current source of revenue, we plan to pursue new clients to replace the lost revenue stream and also to explore the possibility of merging with an existing company who has revenues and, potentially, earnings. At this time, we have no definitive arrangements for either replacing our lost revenue or identifying a merger candidate.

As to our investments, we will not limit ourselves to any single area of alternative energy. We will look at any and all forms of alternative energy. We actively screen investments with emphasis towards finding opportunities with potential for long term success.

Effective May 20, 2014, we amended our Articles of Incorporation to increase the number of authorized common shares to One Hundred Million (100,000,000) shares from Fifty Million (50,000,000) shares. The par value of the common shares remains at $0.001 per share.

Our principal business address is 181 W Boardwalk, Suite 202, Fort Collins, Colorado 80525. Our phone number is (970) 223-4499.We operate out of one office in Colorado. We have no specific plans at this point for additional offices.  

Bohemian Companies, LLC and BOCO Investments, LLC are two companies under common control.  Mr. Klemsz, our President, has been the Chief Investment Officer of BOCO Investments, LLC since March 2007.  Since there is common control between the two companies and a relationship with our Company President, we are considering all transactions with Bohemian Companies, LLC and BOCO Investments, LLC. related party transactions.

On January 1, 2008, we entered into a Service Agreement with Bohemian Companies, LLC to provide us with certain defined services. These services include financial, bookkeeping, accounting, legal and tax matters, as well as cash management, custody of assets, preparation of financial documents, including tax returns and checks, and coordination of professional service providers as may be necessary to carry out the matters covered by the Service Agreement.  We compensate Bohemian Companies, LLC by reimbursing this entity for the allocable portion of the direct and indirect costs of each employee of Bohemian Companies, LLC that performs services on our behalf. As of March 31, 2014, the agreement was terminated by agreement of both parties.

We have not been subject to any bankruptcy, receivership or similar proceeding.
 
 
8
 
 
 
 
Results of Operations
 
The following discussion involves our results of operations for the three and six months ended June 30, 2014 and 2013.

We had revenues of $-0- for the three months ended June 30, 2014, compared to $19,550 for the three months ended June 30, 2013. EastMountain Alternative Energy, LLC, a related party, terminated the asset management services contract as of December 31, 2013. For the six months ended June 30, 2014 and 2013, we had $-0- and $38,913, respectively, of revenue from the EastMountain Alternative Energy contract.
 
Operating expenses, consisting primarily of selling, general and administrative costs were $12,197 for the three months ended June 30, 2014, compared to $10,981 for the three months ended June 30, 2013. For the six months ended June 30, 2014 and 2013, operating expenses were $24,527 and $32,833, respectively. Most of the costs were attributable to professional and contract services. We do not anticipate these professional fees or contract services to increase significantly in the near future.
 
We had a net loss of $9,861 for the three months ended June 30, 2014, compared to a net income of $6,982 for the three months ended June 30, 2013. We had a net loss of $19,824 for the six months ended June 30, 2014 compared to a net income of $5,005 for the six month ended June 30, 2013.  

Liquidity and Capital Resources

Our cash on June 30, 2014 was $209,216.  We had an additional amount of $205,536 in Certificates of Deposit.

Cash flows used in operating activities were $15,770 for the six months ended June 30, 2014, compared to cash flows provided by operating activities of $18,369 for the six months ended June 30, 2013. EastMountain Alternative Energy, LLC, a related party, terminated the asset management services contract as of December 31, 2013. We had revenues of $-0- for the six months ended June 30, 2014, compared to $38,913 for the six months ended June 30, 2013.
 
Net cash used in investing activities was $70 for the six months ended June 30, 2014, compared to net cash used in investing activities of $7,272 for the six months ended June 30, 2013.
 
Over the next twelve months we do not expect any material capital costs in our operations.

We believe that we have sufficient capital in the next twelve months for our current level of operations. While we lost our only source of revenue, effective December 31, 2013, we are seeking replacement clients, although we have no definite arrangements at this point. In the alternative, we may seek a merger candidate, although we have not identified any definitive acquisitions at this time. We do not anticipate needing to raise additional capital resources in the next twelve months.
 
    In any case, we try to operate with minimal overhead. Our primary activity will be to seek to develop alternative energy consulting clients and, consequently, continue our revenues. We cannot guarantee that this will ever occur. Our plan is to build our company in any manner which will be successful.
 

TEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 None.
 

ITEM 4. CONTROLS AND PROCEDURES

 Not applicable

 
9
 
 
 
 
ITEM 4T. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, based on an evaluation of our disclosure controls and procedures (as defined in Rules 13a -15(e) and 15(d)-15(e) under the Exchange Act), our Chief Executive Officer and the Chief Financial Officer has concluded that our disclosure controls and procedures are effective.
 
There were no changes in our internal controls over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

This report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting.
 
PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

There are no legal proceedings, to which we are a party, which could have a material adverse effect on our business, financial condition or operating results.
 

ITEM 1A. RISK FACTORS
 
 You should carefully consider the risks and uncertainties described below; and all of the other information included in this document. Any of the following risks could materially adversely affect our business, financial condition or operating results and could negatively impact the value of your investment.
 
 The occurrence of any of the following risks could materially and adversely affect our business, financial condition and operating result. In this case, the trading price of our common stock could decline and you might lose all or part of your investment.

We have a limited operating history. While we have been profitable for our three most recent fiscal year ends, we may never continue to be profitable, and, as a result, we could go out of business.
 
We were formed as a Colorado business entity in November, 2007. At the present time, we have been profitable during our three most recent fiscal year ends, but not our most recent fiscal quarter. We cannot guarantee that we will ever return to profitability, and, as a result, we could go out of business.

We have relied upon one client for all of our revenues, which means that the loss of this client could potentially severely impact our operations. If we cannot replace the lost revenue or merge with a company, we could go out of business.

            One client in fiscal year 2013 accounted for 100% of our revenues. This client was a related party, EastMountain Alternative Energy, LLC. EastMountain Alternative Energy, LLC gave notice to us that, effective December 31, 2013, it terminated the asset management services contract it had with us.  We could be materially impacted by the loss of this client. The loss of this one client makes us subject to uncertain revenue results. Since the termination of the asset management services contract between us and EastMountain Alternative Energy, LLC, we no longer provide asset management services to any clients and have no current revenue source going forward. While we have lost our only current source of revenue, we continue to seek additional clients to replace our lost revenue, although we have no definite arrangements at this point. In the alternative, we may seek a merger candidate, although we have not identified any definitive acquisitions at this time. We cannot guarantee that we will be able to replace our lost revenue or to identify a merger candidate. If we cannot either replace our lost revenue or identify a merger candidate, we may eventually cease business. An investor could lose his entire investment.
   
Our lack of operating history makes it difficult for us to evaluate our future business prospects and make decisions based on those estimates of our future performance. An investor could lose his entire investment.

We have a limited operating history. An investor has no frame of reference to evaluate our future business prospects.  This makes it difficult, if not impossible, to evaluate us as an investment. An investor could lose his entire investment if our future business prospects do not result in profitability.
 
 
10
 
 
 
 
  If we do not generate adequate revenues to finance our operations, our business may fail.
 
We began generating revenues in 2008. As of June 30, 2014, we had a cash position of $209,216 and an additional $205,536 in Certificates of Deposit. We anticipate that operating costs will range between $60,000 and $100,000, for the fiscal year ending December 31, 2014. These operating costs include insurance, taxes, utilities, maintenance, contract services and all other costs of operations. We will use contract employees who will be paid on an hourly basis as each investment transaction is evaluated. However, the operating costs and expected revenue generation are difficult to predict. We expect to generate revenues in the next twelve months from making investments and receiving fees for the placement of capital as well as providing consulting services to clients. At the present time, we have no current revenue source going forward. While we have lost our only source of revenue, we continue to seek additional clients to replace our lost revenue, although we have no definite arrangements at this point. In the alternative, we may seek a merger candidate, although we have not identified any definitive acquisitions at this time. We cannot guarantee that we will be able to replace our lost source of revenue or identify a merger candidate. If we cannot either replace our lost source of revenue or identify a merger candidate, we may eventually cease business. An investor could lose his entire investment.

Competition in the alternative energy industry is intense.
 
      Our business plan involves making investments in alternative energy projects. This business is highly competitive. There are numerous similar companies seeking such investments in the United States of America. Our competitors will have greater financial resources and more expertise in this business. Our ability to develop our business will depend on our ability to successfully develop investments in this highly competitive environment. We cannot guarantee that we will be able to do so successfully.

The share control position of WestMountain Green, LLC will limit the ability of other shareholders to influence corporate actions.
 
             Our largest shareholder, WestMountain Green, LLC, of which Mr. Klemsz is a 16.8% member, owns 8,050,000 shares and thereby controls approximately 90% of our outstanding shares. Because WestMountain Green, LLC individually beneficially controls more than a majority of the outstanding shares, other shareholders, individually or as a group, will be limited in their ability to effectively influence the election or removal of our directors, the supervision and management of our business or a change in control of or sale of our company, even if they believed such changes were in the best interest of our shareholders generally.
 
Our future success depends, in large part, on the continued service of our President and Treasurer and the continued financing of WestMountain Green, LLC.
 
             We depend almost entirely on the efforts and continued employment of Mr. Klemsz, our President and Treasurer. Mr. Klemsz is our primary executive officer, and we will depend on him for nearly all aspects of our operations. In addition, WestMountain Green, LLC, is our only source of external financing. We do not have an employment contract with Mr. Klemsz, and we do not carry key person insurance on his life. The loss of the services of Mr. Klemsz through incapacity or otherwise, would have a material adverse effect on our business. It would be very difficult to find and retain qualified personnel such as Mr. Klemsz and a financing source to replace WestMountain Green, LLC. At the present time, there is no contractual commitment for WestMountain Green, LLC. to fund us.

Our revenue and profitability fluctuate, particularly inasmuch as we cannot predict the timing of realization events in developing future investments, which may make it difficult for us to achieve steady earnings growth on a quarterly basis and may cause volatility in the price of our shares.

      We expect to experience significant variations in revenues and profitability during the year.  At the present time, we have no current revenue source going forward, as of December 31, 2013, and have no definite arrangements at this point to replace this lost revenue. In the alternative, we may seek a merger candidate, although we have not identified any definitive acquisitions at this time. We cannot guarantee that we will be able to replace our lost source of revenue or identify a merger candidate. If we cannot either replace our lost source of revenue or identify a merger candidate, we may eventually cease business. An investor could lose his entire investment.   Further, the timing and receipt of income generated by bringing new alternative energy projects to market is event driven and thus highly variable, which contributes to the volatility of our revenue, and our ability to realize incentive income from our funds may be limited. We cannot predict when, or if, any realization of investments will occur. If we were to have a realization event in a particular quarter, it may have a significant impact on our revenues and profits for that particular quarter which may not be replicated in subsequent quarters. In addition, our equity investments are adjusted for accounting purposes to fair value at the end of each quarter, resulting in revenue attributable to our principal investments, even though we receive no cash distributions from our equity funds, which could increase the volatility of our quarterly earnings. 
 
 
11
 
 
 
 
Difficult market conditions can adversely affect our funds in many ways, including reducing the value or performance of the investments we make in our investments and reducing the ability of our company to raise or deploy capital, which could materially reduce our revenue and results of operations.

      If economic conditions are unfavorable our projects may not perform well and we may not be able to raise money in existing or new projects. Our investments will be materially affected by conditions in the global financial markets and economic conditions throughout the world. The global market and economic climate may deteriorate because of many factors beyond our control, including rising interest rates or inflation, terrorism or political uncertainty. In the event of a market downturn, our businesses could be affected in different ways.

A general market downturn, or a specific market dislocation, may cause our revenue and results of operations to decline by causing:
 
  ●
The value of our investments to decrease;

 
●
lower investment returns, reducing incentive income; and

  ●
material reductions in the value of our ownership in investments.

      Furthermore, while difficult market conditions may increase opportunities to make certain alternative energy investments, such conditions also increase the risk of default with respect to investments held by us with debt investments.

The success of our business depends, in part, upon proprietary technologies and information which may be difficult to protect and may infringe on the intellectual property rights of third parties.

We believe that the identification, acquisition and development of proprietary technologies are key drivers of our business. Our success depends, in part, on our ability to obtain patents, license the patents of others, maintain the secrecy of our proprietary technology and information, and operate without infringing on the proprietary rights of third parties. We currently do not license any patents. We cannot assure you that the patents of others will not have an adverse effect on our ability to conduct our business, that the patents that we license will provide us with competitive advantages or will not be challenged by third parties, that we will acquire additional proprietary technology that is patentable or that any patents issued to us will provide us with competitive advantages or will not be challenged by third parties. Further, we cannot assure you that others will not independently develop similar or superior technologies, duplicate elements of any technology we may own or design around it.
 
In order to successfully commercialize any proprietary technologies, it is possible that we may need to acquire licenses to, or to contest the validity of, issued or pending patents or claims of third parties. We cannot assure you that any license acquired under such patents would be made available to us on acceptable terms, if at all, or that we would prevail in any such contest. In addition, we could incur substantial costs in defending ourselves in suits brought against us for alleged infringement of another party’s patents or in defending the validity or enforceability of our patents, or in bringing patent infringement suits against other parties based on our patents.

In addition to the protection afforded by patents, we may also rely on trade secrets, proprietary know-how and technology that we seek to protect, in part, by confidentiality agreements with our prospective joint venture partners, employees and consultants. We cannot assure you that these agreements will not be breached, that we will have adequate remedies for any such breach, or that our trade secrets and proprietary know-how will not otherwise become known or be independently discovered by others.
 
 
12
 
 
 


Because we are smaller and have fewer financial and other resources than many alternative energy companies, we may not be able to successfully compete in the very competitive alternative energy industry.
 
Alternative energy functions as a commodity. There is significant competition among existing alternative energy producers. Our business could face competition from a number of producers that can produce significantly greater volumes of alternative energy than we can or expect to produce, producers that can produce a wider range of products than we can, and producers that have the financial and other resources that would enable them to expand their production rapidly if they chose to. These producers may be able to achieve substantial economies of scale and scope, thereby substantially reducing their fixed production costs and their marginal productions costs. If these producers are able to substantially reduce their marginal production costs, the market price of alternative energy products may decline and we may not be able to produce alternative energy products at a cost that allows us to operate profitably. Even if we are able to operate profitably, these other producers may be substantially more profitable than us, which may make it more difficult for us to raise any financing necessary for us to achieve our business plan and may have a materially adverse effect on the market price of our common stock.

Increased alternative energy production in the United States could increase the demand for feedstocks and the resulting price of feedstocks, reducing our profitability.

New alternative energy   projects are under construction throughout the United States. Increased production from alternative energy sources could increase feedstock demand and prices, resulting in higher production costs and lower profits.
 
Price increases or interruptions in needed energy supplies could cause loss of customers and impair our profitability.
 
Alternative energy production requires a constant and consistent supply of energy. If there is any interruption in our supply of energy for whatever reason, such as availability, delivery or mechanical problems, we may be required to halt production. If we halt production for any extended period of time, it will have a material, adverse effect on our business. Natural gas and electricity prices have historically fluctuated significantly. We expect to purchase significant amounts of these resources as part of our alternative energy production. Increases in the price of natural gas or electricity would harm our business and financial results by increasing our energy costs.
 
Risks Related to Government Regulation and Subsidization

The United States alternative energy industry is highly dependent upon federal and state legislation and regulation and any changes in that legislation or regulation could materially adversely affect our results of operations and financial condition. The elimination or significant reduction in the federal tax incentive could have a material adverse effect on our results of operations.
 
The production of alternative energy has historically been related to federal tax incentives. The elimination or significant reduction in the federal tax incentives on any or all alternative energy projects could negatively impact or proposed operations.

 
13
 
 
 
 
Lax enforcement of environmental and energy policy regulations may adversely affect the demand for alternative energy products.
 
Our success will depend, in part, on effective enforcement of existing environmental and energy policy regulations. Many of our potential customers are unlikely to switch from the use of conventional fuels unless compliance with applicable regulatory requirements leads, directly or indirectly, to the use of alternative energy. Both additional regulation and enforcement of such regulatory provisions are likely to be vigorously opposed by the entities affected by such requirements. If existing emissions-reducing standards are weakened, or if governments are not active and effective in enforcing such standards, our business and results of operations could be adversely affected. Even if the current trend toward more stringent emissions standards continues, our future prospects will depend on the ability of alternative energy to satisfy these emissions standards more efficiently than other existing technologies. Certain standards imposed by regulatory programs may limit or preclude the use of our products to comply with environmental or energy requirements. Any decrease in the emission standards or the failure to enforce existing emission standards and other regulations could result in a reduced demand for alternative energy products. A significant decrease in the demand for alternative energy products will reduce the price of such products, adversely affect our profitability and decrease the value of your stock.
 
Costs of compliance with burdensome or changing environmental and operational safety regulations could cause our focus to be diverted away from our business and our results of operations to suffer.
 
We expect to be subject to complicated environmental regulations of the U.S. Environmental Protection Agency and regulations and permitting requirements of the various states with respect to our alternative energy projects. These regulations are subject to change and such changes may require additional capital expenditures or increased operating costs. Consequently, considerable resources may be required to comply with future environmental regulations. We do not currently expect to incur material capital expenditures for environmental controls in this or the succeeding fiscal year. In addition, our proposed projects could be subject to environmental nuisance or related claims by employees, property owners or residents near our projects arising from air or water discharges. Environmental and public nuisance claims, or tort claims based on emissions, or increased environmental compliance costs could significantly increase our operating costs.
 
Any new alternative energy plants will be subject to federal and state laws regarding occupational safety. Risks of substantial compliance costs and liabilities are inherent in alternative energy production. We may be subject to costs and liabilities related to worker safety and job related injuries, some of which may be significant. Possible future developments, including stricter safety laws for workers and other individuals, regulations and enforcement policies and claims for personal or property damages resulting from operation of our projects could reduce the amount of cash that would otherwise be available to further enhance our business.
 
Risks Related to an Investment in Our Common Stock
 
The lack of a broker or dealer to create or maintain a market in our stock could adversely impact the price and liquidity of our securities.
 
      We have no agreement with any broker or dealer to act as a market maker for our securities and there is no assurance that we will be successful in obtaining any market makers. Thus, no broker or dealer will have an incentive to make a market for our stock. The lack of a market maker for our securities could adversely influence the market for and price of our securities, as well as your ability to dispose of, or to obtain accurate information about, and/or quotations as to the price of, our securities.
 
 
14
 
 
 
 
We have limited experience as a public company.

We have only operated as a public company since January, 2009. We trade on the OTC Bulletin Board under the trading symbol WETM. Thus, we have limited experience in complying with the various rules and regulations which are required of a public company. As a result, we may not be able to operate successfully as a public company, even if our operations are successful. We plan to comply with all of the various rules and regulations which are required of a public company. However, if we cannot operate successfully as a public company, your investment may be materially adversely affected. Our inability to operate as a public company could be the basis of your losing your entire investment in us.
 
We may be required to register under the Investment Company Act of 1940, or the Investment Advisors Act, which could increase the regulatory burden on us and could negatively affect the price and trading of our securities.

Because our proposed business involves the identification, acquisition and development of alternative energy investments, we may be required to register as an investment company under the Investment Company Act of 1940 or the Investment Advisors Act and analogous state law. While we believe that we are currently either not an investment company or an investment advisor or are exempt from registration as an investment company under the Investment Company Act of 1940 or the Investment Advisors Act and analogous state law, either the SEC or state regulators, or both, may disagree and could require registration either immediately or at some point in the future. As a result, there could be an increased regulatory burden on us which could negatively affect the price and trading of our securities.

We may be impacted by new regulatory requirements as a result of the passage of the Dodd-Frank Act.

In July, 2010, Congress enacted the Dodd-Frank Act, which instituted major changes in the regulatory regime for public companies, particularly those in the financial sector. At the present time, we do not believe that we will be impacted in a material way by this legislation. However, the implementation of the provisions of the Dodd-Frank Act are subject to regulations which have not yet been written and its statutory provisions have not been the subject of extensive judicial review, so we cannot guarantee that we may not come under its purview at some point in the future and be affected negatively by it.

Our stock has a limited public trading market and there is no guarantee a trading market will ever develop for our securities.

There has been, and continues to be, a limited public market for our common stock. An active trading market for our shares has not, and may never develop or be sustained. If you purchase shares of common stock, you may not be able to resell those shares at or above the initial price you paid. The market price of our common stock may fluctuate significantly in response to numerous factors, some of which are beyond our control, including the following:
 
 *    actual or anticipated fluctuations in our operating results;

 *    changes in financial estimates by securities analysts or our failure to perform in line with such estimates;

 *    changes in market valuations of other companies, particularly those that market services such as ours;

 *    announcements by us or our competitors of significant innovations, acquisitions, strategic partnerships, joint ventures or capital commitments;

 *    introduction of product enhancements that reduce the need for the products our projects may develop;

 *    departures of key personnel.

 
15
 
 
 
 
    Of our total outstanding shares as of March 31, 2014, a total of 8,325,000, or approximately 91.4%, will be restricted from immediate resale but may be sold into the market in the near future. This could cause the market price of our common stock to drop significantly, even if our business is doing well.
 
      As restrictions on resale end, the market price of our stock could drop significantly if the holders of restricted shares sell them or are perceived by the market as intending to sell them.

Applicable SEC rules governing the trading of “Penny Stocks” limit the liquidity of our common stock, which may affect the trading price of our common stock.
 
Our common stock is currently not quoted in any market. If our common stock becomes quoted, we anticipate that it will trade well below $5.00 per share. As a result, our common stock is considered a “penny stock” and is subject to SEC rules and regulations that impose limitations upon the manner in which our shares can be publicly traded.  These regulations require the delivery, prior to any transaction involving a penny stock, of a disclosure schedule explaining the penny stock and the associated risks.  Under these regulations, certain brokers who recommend such securities to persons other than established customers or certain accredited investors must make a special written suitability determination for the purchaser and receive the written purchaser’s agreement to a transaction prior to purchase.  These regulations have the effect of limiting the trading activity of our common stock and reducing the liquidity of an investment in our common stock.
 
The over-the-counter market for stock such as ours is subject to extreme price and volume fluctuations.

The securities of companies such as ours have historically experienced extreme price and volume fluctuations during certain periods. These broad market fluctuations and other factors, such as new product developments and trends in the our industry and in the investment markets generally, as well as economic conditions and quarterly variations in our operational results, may have a negative effect on the market price of our common stock.

Buying low-priced penny stocks is very risky and speculative.

The shares being offered are defined as a penny stock under the Securities and Exchange Act of 1934, and rules of the Commission. The Exchange Act and such penny stock rules generally impose additional sales practice and disclosure requirements on broker-dealers who sell our securities to persons other than certain accredited investors who are, generally, institutions with assets in excess of $5,000,000 or individuals with net worth in excess of $1,000,000, exclusive of the value of principal residence, or annual income exceeding $200,000, or $300,000 jointly with spouse, or in transactions not recommended by the broker-dealer. For transactions covered by the penny stock rules, a broker-dealer must make a suitability determination for each purchaser and receive the purchaser's written agreement prior to the sale. In addition, the broker-dealer must make certain mandated disclosures in penny stock transactions, including the actual sale or purchase price and actual bid and offer quotations, the compensation to be received by the broker-dealer and certain associated persons, and deliver certain disclosures required by the Commission. Consequently, the penny stock rules may affect the ability of broker-dealers to make a market in or trade our common stock and may also affect your ability to resell any shares you may purchase in the public markets.
 
Issuances of our stock could dilute current shareholders and adversely affect the market price of our common stock, if an active public trading market develops.
 
       We have the authority to issue up to 100 ,000,000 shares of common stock, 1,000,000 shares of preferred stock, and to issue options and warrants to purchase shares of our common stock without stockholder approval. Although no financing is planned currently, we may need to raise additional capital to fund operating losses. If we raise funds by issuing equity securities, our existing stockholders may experience substantial dilution. In addition, we could issue large blocks of our common stock to fend off unwanted tender offers or hostile takeovers without further stockholder approval.
 
 
16
 
 
 
 
               The issuance of preferred stock by our board of directors could adversely affect the rights of the holders of our common stock. An issuance of preferred stock could result in a class of outstanding securities that would have preferences with respect to voting rights and dividends and in liquidation over the common stock and could, upon conversion or otherwise, have all of the rights of our common stock. Our board of directors' authority to issue preferred stock could discourage potential takeover attempts or could delay or prevent a change in control through merger, tender offer, proxy contest or otherwise by making these attempts more difficult or costly to achieve.
 
Colorado law and our Articles of Incorporation protect our directors from certain types of lawsuits, which could make it difficult for us to recover damages from them in the event of a lawsuit.
 
       Colorado law provides that our directors will not be liable to our company or to our stockholders for monetary damages for all but certain types of conduct as directors. Our Articles of Incorporation require us to indemnify our directors and officers against all damages incurred in connection with our business to the fullest extent provided or allowed by law. The exculpation provisions may have the effect of preventing stockholders from recovering damages against our directors caused by their negligence, poor judgment or other circumstances. The indemnification provisions may require our company to use our assets to defend our directors and officers against claims, including claims arising out of their negligence, poor judgment, or other circumstances.

We do not expect to pay dividends on common stock.

We have not paid any cash dividends with respect to our common stock, and it is unlikely that we will pay any dividends on our common stock in the foreseeable future. Earnings, if any, that we may realize will be retained in the business for further development and expansion.
 
 
ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
 
None


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
 
None


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
          We had a shareholders consent as of April 14, 2014. A total of 8,050,000 shares out of an aggregate of 9,106,250 shares eligible to vote at a meeting of stockholders, representing approximately 88.4%, consented favorably to the following actions, with no negative votes or abstensions:
 
 
1.
  that the Articles of Incorporation of the Company be amended by increasing the number of authorized Common Shares to One Hundred Million (100,000,000), from Fifty Million (50,000,000).
 
 
2. 
The reelection of Brian L. Klemsz to our Board of Directors, to hold office until his resignation orremoval or until his successor is elected and qualified; and,
 
 
3. 
The approval and ratification of EKS&H LLLP as our independent auditors for the fiscal year endingDecember 31, 2014..
 
 
ITEM 5.  OTHER INFORMATION
           
              Effective April 1, 2014, we relocated our principal executive office to 181 W. Boardwalk, Suite 202, Fort Collins, Colorado 80525. We signed a two year lease for a total of 565 square feet of office space at a price of $188 per month plus costs associated with yearly common area fees. For the current year, the additional cost will be $61.  Our phone number is 970-223-4499.
 
 
17
 
 
 
 

ITEM 6.  EXHIBITS

 
Exhibit
Number
 
 
 
Description
     
3.1*
 
Articles of Incorporation
3.2*
 
Bylaws
 3.3   Amendment to the Articles of Incorporation 
10.1**
 
Service Agreement With Bohemian Companies, LLC
31.1
 
Certification of CEO/CFO pursuant to Sec. 302
32.1
 
Certification of CEO/CFO pursuant to Sec. 906
101.DEF
 
XBRL Taxonomy Extension Definition Linkbase Document*
101.INS
 
XBRL Instance Document
101SCH
 
XBRL Taxonomy Extension Schema Document
101.CAL
 
XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB
 
XBRL Taxonomy Extension Label Linkbase Document
101.PRE
 
XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF
 
XBRL Taxonomy Extension Definition Linkbase Document
 
            * Previously filed with Form SB-2 Registration Statement, January 2, 2008.
 ** Previously filed with Form 10-KSB, February 29, 2008.

Reports on Form 8-K

No reports were filed under cover of Form 8-K for the fiscal quarter ended June 30, 2014.

 
18
 
 
 



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized August 11, 2014.


 
WEST MOUNTAIN ALTERNATIVE ENERGY, INC.,
a  Colorado corporation
 
       
 
By:
/s/ Brian L. Klemsz
 
   
Brian L. Klemsz, President, Chief Executive Officer,
Chief Financial Officer and Director (Principal Executive, 
Accounting and Financial Officer)
 
       
       
 
 
 
 
 
 
 
 
19
 
Exhibit 3.3
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 

 

 
This Attachment to the foregoing Articles of Amendment to the Articles of Incorporation of
WestMountain Alternative Energy, Inc. is hereby incorporated into said Articles of Amendment:

Article II, Section 1 of the Articles of Incorporation of WestMountain Alternative Energy, Inc. is hereby amended as follows:

   
The aggregate number of authorized common shares of WestMountain Alternative Energy, Inc. are hereby increased from Fifty Million (50,000,000) to One Hundred Million (100,000,000) Common Shares of one class, with unlimited voting rights. The par value of the common shares will remain at $0.001 per share.

 
 
 
 
Exhibit 31.1


CERTIFICATION PURSUANT TO SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002

     I, Brian L. Klemsz,  certify that:

1.   I have reviewed this quarterly report of West Mountain Alternative Energy, Inc. on Form 10-Q;

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;

4.   I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))  for the Registrant and have;

 
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure the material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 
(b)
Designed such internal control over financial reporting, or caused such internal control over   financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 
(c)
Evaluated the effectiveness of the Registrant 's disclosure controls and procedures and  presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation.

 
(d)
Disclosed in this report any change in the Registrant 's  internal control over financial reporting that occurred during Registrant 's most recent fiscal quarter (the Registrant 's  fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant 's internal control over financial reporting; and

5.  I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the issuer's auditors and the audit committee of the issuer's board of directors (or person performing the equivalent functions);

 
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer's ability to record, process summarize and report financial information; and

 
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer's internal controls over financial reporting.

   
Date:   August 11, 2014
   
   
 /s/ Brian L. Klemsz
   
Brian L. Klemsz
Chief Executive Officer
   
Chief Financial Officer

 
 
 

   Exhibit 32.1


CERTIFICATION PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT 0F 2002

In connection with the Quarterly Report of West Mountain Alternative Energy, Inc. (the Company") on Form 10-Q for the period ended herein as filed with the Securities and Exchange Commission (the "Report"), I. Brian L. Klemsz, Chief Executive and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to ss.906 of the Sarbanes-Oxley Act of 2002, that:

     (1)  The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

     (2)  The information contained in the Report fully presents, in all material respects, the financial condition and results of operations or the Company.

 
WEST MOUNTAIN ALTERNATIVE ENERGY, INC.
Date:  August 11, 2014
   
   
/s/ Brian L. Klemsz
   
Brian L. Klemsz
Chief Executive Officer
   
Chief Financial Officer