Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jan. 31, 2020 | Apr. 30, 2020 | Jul. 31, 2019 | |
Document And Entity Information | |||
Entity Registrant Name | LIBERTY STAR URANIUM & METALS CORP. | ||
Entity Central Index Key | 0001172178 | ||
Document Type | 10-K | ||
Document Period End Date | Jan. 31, 2020 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --01-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 5,944,908 | ||
Entity Common Stock, Shares Outstanding | 4,742,269,679 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2020 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jan. 31, 2020 | Jan. 31, 2019 |
Current: | ||
Cash and cash equivalents | $ 25,024 | $ 890 |
Prepaid expenses | 8,311 | 7,044 |
Total current assets | 33,335 | 7,934 |
Property and equipment, net | 39,892 | 1,739 |
Total assets | 73,227 | 9,673 |
Current: | ||
Accounts payable and accrued liabilities | 458,350 | 708,877 |
Accounts payable to related parties | 51,119 | 52,332 |
Accrued wages to related parties | 811,711 | 775,574 |
Advances from related party | 101,631 | |
Notes payable to related parties | 166,560 | 106,943 |
Convertible promissory note, net of debt discount of $15,364 and $20,584 | 152,504 | 1,057 |
Derivative liability | 58,656 | |
Total current liabilities | 1,741,875 | 1,703,439 |
Long-term: | ||
Long-term accounts payable | 37,400 | |
Total long-term liabilities | 37,400 | |
Total liabilities | 1,779,275 | 1,703,439 |
Commitments and Contingencies (Note 13) | ||
Stockholders' deficit | ||
Common stock - $.00001 par value; 6,250,000,000 authorized; 4,558,362,693 and 4,097,457,393 shares issued and outstanding, respectively | 45,584 | 40,975 |
Additional paid-in capital | 55,028,764 | 54,708,186 |
Accumulated deficit | (56,780,396) | (56,442,927) |
Total stockholders' deficit | (1,706,048) | (1,693,766) |
Total liabilities and stockholders' deficit | $ 73,227 | $ 9,673 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jan. 31, 2020 | Jan. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Convertible promissory note, debt discount | $ 15,364 | $ 20,584 |
Common stock, par value | $ .00001 | $ .00001 |
Common stock, shares authorized | 6,250,000,000 | 6,250,000,000 |
Common stock, shares issued | 4,558,362,693 | 4,097,457,393 |
Common stock, shares outstanding | 4,558,362,693 | 4,097,457,393 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Income Statement [Abstract] | ||
Revenues | ||
Expenses: | ||
Geological and geophysical costs | 70,332 | 45,121 |
Salaries and benefits | 219,188 | 287,136 |
Public relations | 209,216 | |
Depreciation | 2,684 | 2,360 |
Legal | 37,706 | 18,233 |
Professional services | 79,069 | 77,047 |
General and administrative | 56,158 | 133,701 |
Travel | 2,659 | 4,332 |
Net operating expenses | 467,796 | 777,146 |
Loss from operations | (467,796) | (777,146) |
Other income (expense): | ||
Interest expense | (155,216) | (525,011) |
Impairment of stock subscription receivable | (55,673) | |
Gain on settlement of accounts payable | 177,000 | |
Gain on change in fair value of derivative liability | 108,543 | 52,578 |
Total other income (expense) | 130,327 | (528,106) |
Net loss | $ (337,469) | $ (1,305,252) |
Net loss per share of common stock - basic and diluted | $ 0 | $ 0 |
Weighted average number of shares of common stock outstanding - basic and diluted | 4,360,723,723 | 2,966,157,698 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit - USD ($) | Common Stock [Member] | Stock Subscription Receivable [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Beginning Balance at Jan. 31, 2018 | $ 24,464 | $ (55,673) | $ 53,674,104 | $ (55,137,675) | $ (1,494,780) |
Beginning Balance, shares at Jan. 31, 2018 | 2,446,425,982 | ||||
Issuance of common shares for cash pursuant to investment agreement | $ 260 | 12,740 | 13,000 | ||
Issuance of common shares for cash pursuant to investment agreement, shares | 26,000,000 | ||||
Shares issued for conversion of notes | $ 16,251 | 502,301 | 518,552 | ||
Shares issued for conversion of notes, shares | 1,625,031,411 | ||||
Resolution of derivative liabilities due to debt conversions and untainted warrants | 519,041 | 519,041 | |||
Impairment of stock subscription receivable | 55,673 | 55,673 | |||
Net loss | (1,305,252) | (1,305,252) | |||
Ending Balance at Jan. 31, 2019 | $ 40,975 | 54,708,186 | (56,442,927) | (1,693,766) | |
Ending Balance, shares at Jan. 31, 2019 | 4,097,457,393 | ||||
Shares issued for conversion of notes | $ 3,908 | 128,046 | 131,954 | ||
Shares issued for conversion of notes, shares | 390,811,083 | ||||
Resolution of derivative liabilities due to debt conversions and untainted warrants | 372,119 | 372,119 | |||
Impairment of stock subscription receivable | |||||
Issuance of common stock and warrants in private placement | $ 643 | 70,056 | 70,699 | ||
Issuance of common stock and warrants in private placement, shares | 64,336,641 | ||||
Settlement of accounts payable through issuance of common stock | $ 300 | 35,700 | 36,000 | ||
Settlement of accounts payable through issuance of common stock, shares | 30,000,000 | ||||
Reclass of APIC to derivative liabilities for tainted warrants | (322,006) | (322,006) | |||
Return of common stock | $ (242) | (43,758) | (44,000) | ||
Return of common stock, shares | (24,242,424) | ||||
Stock based compensation | 80,421 | 80,421 | |||
Net loss | (337,469) | (337,469) | |||
Ending Balance at Jan. 31, 2020 | $ 45,584 | $ 55,028,764 | $ (56,780,396) | $ (1,706,048) | |
Ending Balance, shares at Jan. 31, 2020 | 4,558,362,693 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (337,469) | $ (1,305,252) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 2,684 | 2,360 |
Amortization of debt discount | 134,821 | 467,133 |
Impairment of stock subscription receivable | 55,673 | |
(Gain) on settlement of accounts payable | (177,000) | |
(Gain) on change in fair value of derivative liabilities | (108,543) | (52,578) |
Share-based compensation | 80,421 | |
Changes in assets and liabilities: | ||
Prepaid expenses | (1,267) | 7,176 |
Accounts payable and accrued expenses | (44,127) | 331,937 |
Accounts payable to related partyies | (1,213) | 17,534 |
Accrued wages related parties | 36,137 | 91,000 |
Changes in advances from related party | 60,794 | |
Accrued interest | 20,396 | 25,121 |
Cash flows used in operating activities: | (334,366) | (359,896) |
Cash flows from financing activities: | ||
Proceeds from note payable | 10,000 | |
Proceeds from notes payable, related parties | 48,500 | 83,700 |
Proceeds from convertible promissory notes | 240,000 | 228,000 |
Proceeds from the issuance of common stock, net of expenses | 60,000 | 13,000 |
Net cash provided by financing activities | 358,500 | 324,700 |
Increase (decrease) in cash and cash equivalents | 24,134 | (35,196) |
Cash and cash equivalents, beginning of period | 890 | 36,086 |
Cash and cash equivalents, end of period | 25,024 | 890 |
Supplemental disclosure of cash flow information: | ||
Income tax paid | ||
Interest paid | 32,317 | |
Supplemental disclosure of non-cash items investing and financing activities: | ||
Settlement of accounts payable through issuance of common stock | 36,000 | |
Related party loan advance - payment of Company expenses | 22,193 | |
Resolutions of derivative liabilities due to debt conversions and untainted warrants | 372,119 | 521,801 |
Reclass of APIC to derivative liabilities for tainted warrants | 322,006 | 2,760 |
Debt discounts due to derivative liabilities | 100,000 | 461,589 |
Common stock issued for conversion of debt and interest | 131,954 | 518,552 |
Equipment purchase paid by related party | 40,837 | |
Return of common shares issued for settlement of accounts payable | 44,000 | |
Debt extinguishment through issuance of common stock | $ 10,699 |
Organization
Organization | 12 Months Ended |
Jan. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | NOTE 1 – Organization Liberty Star Uranium & Metals Corp. (the “Company”, “we”, “our”, or “Liberty Star”) was formerly Liberty Star Gold Corp. and formerly Titanium Intelligence, Inc. (“Titanium”). Titanium was incorporated on August 20, 2001 under the laws of the State of Nevada. On February 5, 2004, we commenced operations in the acquisition and exploration of mineral properties business. Big Chunk Corp. (“Big Chunk”) was our wholly owned subsidiary and was incorporated on December 14, 2003 in the State of Alaska. Until 2016 Big Chunk was engaged in the acquisition and exploration of mineral properties business in the State of Alaska. until its dissolution on July 26, 2019. Redwall Drilling Inc. (“Redwall”) was our wholly owned subsidiary and was incorporated on August 31, 2007 in the State of Arizona. Redwall performed drilling services on the Company’s mineral properties. Redwall ceased drilling activities in July 2008 and was dissolved on March 30, 2010. We formed the wholly owned subsidiary, Hay Mountain Super Project LLC (“HMSP”) incorporated on October 24, 2014, to serve as the primary holding company for development of the potential ore bodies encompassed in the Hay Mountain area of interest in Arizona. We renamed HMSP to Hay Mountain Holdings LLC (“HMH”) on March 5, 2019. In April 2007, we changed our name to Liberty Star Uranium & Metals Corp. On February 22, 2019, the Company registered the tradename ‘Liberty Star Minerals’ with the state of Arizona to be recognized as ‘doing business as’, or ‘d/b/a’ Liberty Star Minerals. We have not generated any revenues from operations. On April 11, 2019 we formed a new subsidiary named Earp Ridge Mines LLC (“Earp Ridge”) wholly owned by HMH. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 – Summary of significant accounting policies The summary of significant accounting policies presented below is designed to assist in understanding the Company’s consolidated financial statements. Such consolidated financial statements and accompanying notes are the representations of the Company’s management, who is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America in all material respects and have been consistently applied in preparing the accompanying consolidated financial statements. The significant accounting policies adopted by the Company are as follows: Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. The valuation of stock-based compensation, classification and valuation of common stock purchase warrants, classification and value of embedded conversion options, value of beneficial conversion features, valuation allowance on deferred tax assets, the determination of useful lives and recoverability of depreciable assets, accruals, and contingencies are significant estimates made by management. It is at least reasonably possible that a change in these estimates may occur in the near term. Principles of consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary HMH and the HMH wholly-owned subsidiary Earp Ridge. All significant intercompany accounts and transactions have been eliminated upon consolidation. Cash and cash equivalents We consider cash held at banks and all highly liquid investments with original maturities of three months or less to be cash and cash equivalents. We maintain our cash in bank deposit accounts which, for periods of time, may exceed federally insured limits. At January 31, 2020 and 2019, we had no cash balances in bank deposit accounts that exceeded federally insured limits. Mineral claim costs We account for costs incurred to acquire, maintain and explore mineral properties as a charge to expense in the period incurred until the time that a proven mineral resource is established, at which point development of the mineral property would be capitalized. Currently, we do not have any proven mineral resources on any of our mineral properties. Long-lived assets and impairment of long-lived assets Property and equipment is stated at cost. We capitalize all purchased equipment over $500 with a useful life of more than one year. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are stated at cost and are amortized over their estimated useful lives or the lease term, whichever is shorter. Maintenance and repairs are expensed as incurred while betterments or renewals are capitalized. Property and equipment is reviewed periodically for impairment. The estimated useful lives range from 3 to 7 years. We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Recoverability of a long-lived asset group to be held and used in operations is measured by a comparison of the carrying amount to the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset group. If such asset group is considered to be impaired, the impairment loss is measured as the amount by which the carrying amount of the asset group exceeds its fair value. Long-lived assets to be disposed of are carried at the lower of cost or fair value less the costs of disposal. Convertible promissory notes We report convertible promissory notes as liabilities at their carrying value less unamortized discounts, which approximates fair value. We bifurcate conversion options and detachable common stock purchase warrants and report them as liabilities at fair value at each reporting period when required in accordance with the applicable accounting guidance. When convertible promissory notes are converted into shares of our common stock in accordance with the debt’s terms, no gain or loss is recognized. We account for inducements to convert as an expense in the period incurred, included in debt conversion expense. Derivative liabilities The valuation of the derivative liability of our warrants is determined through the use of a Monte Carlo options model that values the liability of the warrants based on a risk-neutral valuation where the price of the option is its discounted expected value. The technique applied generates a large number of possible (but random) price paths for the underlying common stock via simulation, and then calculates the associated exercise value (i.e. “payoff”) of the option for each path. These payoffs are then averaged and discounted to a current valuation date resulting in the fair value of the option. The valuation of the derivative liability attached to the convertible debt is arrived at through the use of a Monte Carlo model that values the derivative liability within the notes. The technique applied generates a large number of possible (but random) price paths for the underlying (or underlyings) via simulation, and then calculates the associated payment value (cash, stock, or warrants) of the derivative features. The price of the underlying common stock is modeled such that it follows a geometric Brownian motion with constant drift, and elastic volatility (increasing as stock price decreases). The stock price is determined by a random sampling from a normal distribution. Since the underlying random process is the same, for enough price paths, the value of the derivative is derived from path dependent scenarios and outcomes. The features in the notes are analyzed and incorporated into the model included the conversion features with the reset provisions, the call/redemption/prepayment options, and the default provisions. Based on these features, there are six primary events that can occur; payments are made in cash; payments are made with stock; the note holder converts upon receiving a redemption notice; the note holder converts the note; the issuer redeems the note; or the Company defaults on the note. The model simulates the underlying economic factors that influenced which of these events would occur, when they were likely to occur, and the specific terms that would be in effect at the time (i.e. stock price, conversion price, etc.). Probabilities are assigned to each variable such as redemption likelihood, default likelihood, and timing and pricing of reset events over the remaining term of the notes based on management projections. This leads to a cash flow simulation over the life of the note. A discounted cash flow for each simulation is completed and is compared to the discounted cash flow of the note without the embedded features, thus determining a value for the derivative liability. Common stock purchase warrants We report common stock purchase warrants as equity unless a condition exists which requires reporting as a derivative liability at fair market value. Stock based compensation The Company recognizes stock-based compensation for all share-based payment awards made to employees based on the estimated fair values, using the Black-Scholes option pricing model. Non-employee stock-based compensation is accounted for based on the fair value of the related stock or options. The fair value of options to be granted are estimated on the date of each grant using the Black-Scholes option pricing model and amortized ratably over the option’s vesting periods, which approximates the service period. Environmental expenditures Our operations have been and may in the future be affected from time to time in varying degree by changes in environmental regulations, including those for future removal and site restoration costs. The likelihood of new regulations and their overall effect upon us are not predictable. We provide for any reclamation costs in accordance with the accounting standards codification section 410-30. It is management’s opinion that we are not currently exposed to significant environmental and reclamation liabilities and have recorded no reserve for environmental and reclamation expenditures as of January 31, 2020 or 2019. Fair Value of Financial Assets and Liabilities The Company measures and discloses certain financial assets and liabilities at fair value. Authoritative guidance defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Authoritative guidance also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 Income taxes Income taxes are recorded using the asset and liability method. Under the asset and liability method, tax assets and liabilities are recognized for the tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Future tax assets and liabilities are measured using the enacted tax rates expected to apply when the asset is realized or the liability settled. The effect on future tax assets and liabilities of a change in tax rates is recognized in income in the period that enactment occurs. To the extent that the Company does not consider it more likely than not that a future tax asset will be recovered, it provides a valuation allowance against the excess. Interest and penalties associated with unrecognized tax benefits, if any, are classified as additional income taxes in the statement of operations. With few exceptions, we are no longer subject to U.S. federal, state and local examinations by tax authorities for the tax year ended January 31, 2016 and prior. Net income (loss) per share Basic net income (loss) per share is computed by dividing net loss attributable to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per share takes into consideration shares of common stock outstanding (computed under basic income or loss per share) and potentially dilutive shares of common stock that are not anti-dilutive. For the years ended January 31, 2020 and 2019, the following number of potentially dilutive shares have been excluded from diluted net income (loss) since such inclusion would be anti-dilutive: Year Ended January 31, 2020 2019 Stock options outstanding 88,500,000 90,379,950 Warrants 181,707,809 154,414,489 Shares to be issued upon conversion of notes payable 301,904,879 132,441,607 Total 572,112,688 377,236,046 Newly Issued Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes the existing guidance for lease accounting, Leases (Topic 840). ASU 2016-02 requires lessees to recognize leases on their balance sheets, and leaves lessor accounting largely unchanged. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early application is permitted for all entities. ASU 2016-02 requires a modified retrospective approach for all leases existing at, or entered into after, the date of initial application, with an option to elect to use certain transition relief. The Company adopted this standard on February 1, 2019 and determined that the adoption had no significant impact on the Company’s consolidated financial position or results of operations. |
Going Concern
Going Concern | 12 Months Ended |
Jan. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 3 – Going concern These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) with the on-going assumption that we will be able to realize our assets and discharge our liabilities in the normal course of business. However, certain conditions noted below currently exist which raise substantial doubt about our ability to continue as a going concern. These consolidated financial statements do not include any adjustments to the amounts and classifications of assets and liabilities that might be necessary should we be unable to continue as a going concern. Our operations have primarily been funded by the issuance of common stock and debt. Continued operations are dependent on our ability to complete equity financings or generate profitable operations in the future. Management’s plan in this regard is to secure additional funds through future equity financings, joint venture agreements or debt. Such financings may not be available or may not be available on reasonable terms. The Company has incurred losses from operations, has a working capital deficit and requires additional funds for further exploratory activity and to maintain its claims prior to attaining a revenue generating status. There are no assurances that a commercially viable mineral deposit exists on any of our properties. In addition, the Company may not find sufficient ore reserves to be commercially mined. As such, there is substantial doubt about the Company’s ability to continue as a going concern. Management is working to secure additional funds through the exercise of stock warrants already outstanding, equity financings, debt financings or joint venture agreements. The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties. |
Mineral Claims
Mineral Claims | 12 Months Ended |
Jan. 31, 2020 | |
Extractive Industries [Abstract] | |
Mineral Claims | NOTE 4 – Mineral claims At January 31, 2020, we held a 100% interest in 66 standard federal lode mining claims located in the Tombstone region of Arizona. At January 31, 2020, we held 28 Arizona State Land Department Mineral Exploration Permits covering 12,557.77 acres in the Tombstone region of Arizona. Title to mineral claims involves certain inherent risks due to difficulties of determining the validity of certain claims as well as potential for problems arising from the frequently ambiguous conveyance history characteristic of many mineral properties. All of the Company’s claims for mineral properties are in good standing as of January 31, 2020. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 5 – Property and equipment The balances of our major classes of depreciable assets and useful lives are: January 31, 2020 January 31, 2019 Geology Equipment (3 to 7 years) $ 315,052 $ 274,215 Vehicles and transportation equipment (5 years) 48,592 48,592 Office furniture and equipment (3 to 7 years) 71,584 71,584 435,228 394,391 Less: accumulated depreciation (395,336 ) (392,652 ) $ 39,892 $ 1,739 Depreciation expense was $2,684 and $2,360 for the years ended January 31, 2020 and 2019, respectively. |
Long-term Debt and Convertible
Long-term Debt and Convertible Promissory Notes | 12 Months Ended |
Jan. 31, 2020 | |
Debt Disclosure [Abstract] | |
Long-term Debt and Convertible Promissory Notes | NOTE 6 – Long-term debt and convertible promissory notes Following is a summary of convertible promissory notes: January 31, 2020 January 31, 2019 12% convertible note payable issued July 2018, due July 2019 $ - $ 21,641 8% convertible note payable issued August 2019, due May 2020 79,886 - 8% convertible note payable issued October 2019, due August 2020 48,347 - 8% convertible note payable issued January 2020, due November 2020 39,635 - 167,868 21,641 Less debt discount (15,364 ) (20,584 ) Less current portion of convertible notes (152,504 ) (1,057 ) Long-term convertible notes payable $ - $ - On July 23, 2018, we received net proceeds of $48,000 under a convertible note dated July 19, 2018 (the “July 2018 Note”). The total principal under the note is $50,000, bears interest at 12% per annum, includes OID of $2,000, is due on July 19, 2019, and is convertible in shares of the Company’s common stock after 180 days at a conversion price with a 45% discount to the lowest weighted average market price during the previous 20 trading days to the date of conversion. During the year ended January 31, 2020, the noteholder converted an aggregate of $21,714 of the remaining balance of this note for 197,400,727shares of the Company’s common stock, leaving a balance of $0 as of January 31, 2020. On April 12, 2019, we received net proceeds of $50,000 from the issuance of a convertible note dated April 10, 2019 (the “April 2019 Note”). The note bears interest at 8%, includes OID of $3,000, matures on February 28, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 65% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the year ended January 31, 2020, the noteholder converted the note in full (an aggregate of $55,120) for 73,670,329 shares of the Company’s common stock, leaving a balance of $0 as of January 31, 2020. On May 21, 2019, we received net proceeds of $50,000 from the issuance of a convertible note dated May 17, 2019 (the “May 2019 Note”). The note bears interest at 8%, includes OID of $3,000, matures on March 17, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 65% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the year ended January 31, 2020, the noteholder converted a total of $55,120 of the note in for 119,740,027 shares of the Company’s common stock, leaving a balance of $0 as of January 31, 2020. On August 15, 2019, we received net proceeds of $67,000 from the issuance of a convertible note dated August 13, 2019 (the “August 2019 Note”). The note bears interest at 8%, includes OID of $10,000, matures on May 30, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. On October 25, 2019, we received net proceeds of $40,000 from the issuance of a convertible note dated October 22, 2019 (the “October 2019 Note”). The note bears interest at 8%, includes OID of $7,300, matures on August 15, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. On January 30, 2020, we received net proceeds of $33,000 from the issuance of a convertible note dated January 27, 2020 (the “January 2020 Note”). The note bears interest at 8%, includes OID of $3,600 and legal fees of $3,000, matures on November 15, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the years ended January 31, 2020 and 2019, the Company recorded debt discounts of $100,000 and $461,589, respectively, due to the derivative liabilities, and original issue debt discounts of $29,900 and $14,000, respectively, due to the convertible notes. The Company recorded amortization of these discounts of $134,821 and $467,133 for the years ended January 31, 2020 and 2019, respectively. Note payable: In March 2019, the Company received proceeds of $10,000 from a third-party under a promissory note due in March 2020, with interest at 10%. On November 19, 2019, the Company sold 21,121,429 shares of the Company’s common stock to this noteholder for $20,699, or $0.00098 per unit, in a private placement. The consideration received included $10,000 in cash plus the settlement of this note payable of $10,000 and accrued interest of $699, leaving a balance of $0 as of January 31, 2020. |
Derivative Liabilities
Derivative Liabilities | 12 Months Ended |
Jan. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Liabilities | NOTE 7 – Derivative Liabilities The embedded conversion feature in the convertible debt instruments that the Company issued (See Note 6), that became convertible during the years ended January 31, 2020 and 2019, qualified it as a derivative instrument since the number of shares issuable under the note is indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. This convertible note tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt on the date that the instrument became convertible. The valuation of the derivative liability of the warrants was determined through the use of a Monte Carlo options model that values the liability of the warrants based on a risk-neutral valuation where the price of the option is its discounted expected value. The technique applied generates a large number of possible (but random) price paths for the underlying common stock via simulation, and then calculates the associated exercise value (i.e. “payoff”) of the option for each path. These payoffs are then averaged and discounted to a current valuation date resulting in the fair value of the option. The valuation of the derivative liability attached to the convertible debt was arrived at through the use of a Monte Carlo model that values the derivative liability within the notes. The technique applied generates a large number of possible (but random) price paths for the underlying (or underlyings) via simulation, and then calculates the associated payment value (cash, stock, or warrants) of the derivative features. The price of the underlying common stock is modeled such that it follows a geometric Brownian motion with constant drift, and elastic volatility (increasing as stock price decreases). The stock price is determined by a random sampling from a normal distribution. Since the underlying random process is the same, for enough price paths, the value of the derivative is derived from path dependent scenarios and outcomes. The features in the notes that were analyzed and incorporated into the model included the conversion features with the reset provisions, the call/redemption/prepayment options, and the default provisions. Based on these features, there are six primary events that can occur; payments are made in cash; payments are made with stock; the note holder converts upon receiving a redemption notice; the note holder converts the note; the issuer redeems the note; or the Company defaults on the note. The model simulates the underlying economic factors that influenced which of these events would occur, when they were likely to occur, and the specific terms that would be in effect at the time (i.e. stock price, conversion price, etc.). Probabilities were assigned to each variable such as redemption likelihood, default likelihood, and timing and pricing of reset events over the remaining term of the notes based on management projections. This led to a cash flow simulation over the life of the note. A discounted cash flow for each simulation was completed, and it was compared to the discounted cash flow of the note without the embedded features, thus determining a value for the derivative liability. Key inputs and assumptions used to value the convertible notes and warrants upon issuance or tainting and also as of January 31, 2020: ● The stock projections are based on the historical volatilities for each date. These ranged in the 166% to 271% range. The stock price projection was modeled such that it follows a geometric Brownian motion with constant drift and a constant volatility, starting with the market stock price at each valuation date; ● An event of default would not occur during the remaining term of the note; ● Conversion of the notes to stock would be completed monthly after any holding period and would be limited based on: 5% of the last 6 months average trading volume and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month. ● The effective discount was determined based on the historical trading history of the Company based on the specific pricing mechanism in each note; ● The Company would not have funds available to redeem the notes during the remaining term of the convertible notes; ● Discount rates were based on risk free rates in effect based on the remaining term and date of each valuation and instrument. ● The Holder would exercise the warrant at maturity if the stock price was above the exercise price; ● The Holder would exercise the warrant after any holding period prior to maturity at target prices starting at 2 times the exercise price for the Warrants or higher subject to monthly limits of: 5% of the last 6 months average trading volume increasing by 1% per month and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month. Using the results from the model, the Company recorded a derivative liability during the year ended January 31, 2020 of $322,006 for newly granted and existing warrants (see Note 10) that were tainted and a derivative liability of $123,057 for the fair value of the convertible feature included in the Company’s convertible debt instruments. The derivative liability recorded for the convertible feature created a “day 1” derivative loss of $23,057 and a debt discount of $100,000 that was amortized over the remaining term of the note using the effective interest rate method. Interest expense related to the amortization of this debt discount for the year ended January 31, 2020, was $100,000. The remaining unamortized debt discount related to the derivative liability was $0 as the note was fully converted by January 31, 2020. During the year ended January 31, 2020, the Company recorded a reclassification from derivative liability to equity of $234,650 for warrants becoming untainted and $137,469 due to the conversions of a portion of the Company’s convertible notes. The Company also recorded the change in the fair value of the derivative liability as a gain of $108,543 to reflect the value of the derivative liability for warrants and convertible notes as of January 31, 2020. The Company did not have a derivative liability as of January 31, 2020 since none of the outstanding notes remained convertible during the period and consequently, the outstanding warrants were no longer tainted. The following table sets forth a reconciliation of changes in the fair value of the Company’s derivative liability: Year Ended January 31, 2020 2019 Beginning balance $ 58,656 $ 168,686 Total gains (108,543 ) (52,578 ) Settlements (372,119 ) (519,041 ) Additions recognized as debt discount 100,000 461,589 Additions due to tainted warrants 322,006 - Ending balance $ - $ 58,656 Change in unrealized gains included in earnings relating to derivatives as of January 31, 2020 and 2019 $ (108,543 ) $ (52,578 ) |
Common Stock
Common Stock | 12 Months Ended |
Jan. 31, 2020 | |
Equity [Abstract] | |
Common Stock | NOTE 8 – Common stock Our common shares are all of the same class, are voting and entitle stockholders to receive dividends as defined. Upon liquidation or wind-up, stockholders are entitled to participate equally with respect to any distribution of net assets or any dividends that may be declared. On July 15, 2015, the Company’s shareholders approved an amendment to the Company’s articles of incorporation to increase the number of authorized common shares from 1,250,000,000 to 6,250,000,000. Common Stock Issued During the Year Ended January 31, 2020 During the year ended January 31, 2020, the Company issued a total of 390,811,083 shares of our common stock for conversions of $131,954 of convertible notes payable at an exercise prices ranging from of $0.00011 to $0.00078. In July 2019, the Company issued 30,000,000 shares of its common stock to satisfy $213,000 owed for services due an investor relations consultant for services provided in prior years which was previously included in accounts payable and accrued liabilities, resulting in a gain on settlement of accounts payable of $177,000. In July 2019, the Company issued 43,215,212 shares of its common stock and 21,607,606 warrants to an investor, who also subsequently became a director, for proceeds of $50,000, or $0.001157 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $0.00162. On November 19, 2019, the Company sold 21,121,429 shares of the Company’s common stock to a noteholder for $20,699, or $0.00098 per unit, in a private placement. The consideration received included $10,000 cash plus the settlement of a note payable of $10,000 and accrued interest of $699. On January 8, 2020, a consultant returned to the Company a total of 24,242,424 shares of common stock issued for accounts payable for services totaling $44,000. The exchange resulted in an increase in accounts payable of $44,000 which the Company has agreed to repay in installments of $600 for twelve months, $1,500 for the following 12 months, and $2,500 per month thereafter until paid in full. The consultant has agreed to waive the final $4,000 if all payments are made timely. A total of $44,000 remains outstanding as of January 31, 2020, of which $37,400 is classified as long-term accounts payable. Common Stock Issued During the Year Ended January 31, 2019 Between February 2014 and July 2014, pursuant to the investment agreement with KVM, KVM purchased 34,214,226 shares for $456,924, of which $55,673 is still owed to the Company and is reflected as a stock subscription receivable as of January 31, 2018. During the year ended January 31, 2019 the Company determined that this receivable was impaired and reduced the balance to $0, resulting in a loss of $55,673. During the year ended January 31, 2019, the Company issued a total of 1,625,031,411 shares of our common stock for conversions of $518,552 of convertible notes payable at exercise prices ranging from $0.0002 to $0.0007. During the year ended January 31, 2019, the Company issued 26,000,000 units to investors for total proceeds of $13,000. Each unit consists of one share of the Company’s common stock and one-half warrant to purchase one-half equivalent share each of the Company’s common stock. The warrants have an exercise price of $0.0007 and have a three-year term. |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Jan. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation | NOTE 9 – Share-based compensation The 2010 Stock Option Plan was approved and adopted by the Board of Directors on August 10, 2010. The plan allows for up to 95,500,000 shares to be granted to key employees and non-employee consultants after specific objectives are met. The 2007 Stock Option Plan was approved and adopted by the Board of Directors on December 10, 2007. The plan allows for up to 2,500,000 shares to be granted to key employees and non-employee consultants after specific objectives are met. The 2004 Stock Option Plan was approved and adopted by the Board of Directors on December 27, 2004. The plan allows for up to 962,500 shares to be granted to key employees and non-employee consultants after specific objectives are met. Employees can receive incentive stock options and non-qualified stock options while non-employee consultants can receive only non-qualified stock options. The options granted vest under various provisions using graded vesting, not to exceed four years. The options granted have a term not to exceed ten years from the date of grant or five years for options granted to more than 10% stockholders. The option price set by the Plan Administration shall not be less than the fair market value per share of the common stock on the grant date or 110% of the fair market value per share of the common stock on the grant date for options granted to greater than 10% stockholders. Options remaining available for grant under the 2010 Stock Option Plan at January 31, 2020 and 2019 are 10,208,750 and 8,328,800, respectively. Options remaining available for grant under the 2007 Stock Option Plan at January 31, 2020 and 2019 are 212,500 and 212,500, respectively. Options remaining available for grant under the 2004 Stock Option Plan at January 31, 2020 and 2019 are 41,250 and 41,250. The Company granted 15,000,000 stock options each to four directors (60,000,000 total) during the year ended January 31, 2020 and recognized $80,421 of compensation expense using the Black-Scholes valuation method with the following assumptions: stock prices of $0.0014 to $0.0015, exercise price of $0.003, expected term of 5 years, volatility of 180.7% to 181.3%, annual rate of dividends of 0%, and discount rates of 1.59% to 1.85%. No stock options were granted during the year ended January 31, 2019. The following tables summarize the Company’s stock option activity during the years ended January 31, 2020 and 2019: Number of options Weighted Weighted Aggregate Outstanding, January 31, 2018 91,308,750 $ 0.033 3.53 $ - Granted - - Cancelled and/or forfeited (928,800 ) 0.097 Exercised - - Outstanding, January 31, 2019 90,379,950 $ 0.033 2.56 $ - Granted 60,000,000 0.003 Cancelled and/or forfeited (61,879,950 ) 0.034 Exercised - - Outstanding, January 31, 2020 88,500,000 $ 0.012 7.20 $ - Exercisable, January 31, 2020 88,500,000 $ 0.012 7.20 $ - The aggregate intrinsic value is calculated based on the stock price of $0.0011 and $0.0003 per share as of January 31, 2020 and 2019, respectively. During the years ended January 31, 2020 and 2019, we recognized $80,421 and $0 of compensation expense related to incentive and non-qualified stock options previously granted to officers, employees and consultants. Share-based compensation expense is reported in our consolidated statements of operations as follows: January 31, 2020 January 31, 2019 Geological and geophysical costs $ - $ - Salaries and benefits 80,421 - Investor relations - - General and administrative - - $ 80,421 $ - At January 31, 2020, there was $0 of unrecognized share-based compensation for all share-based awards outstanding. |
Warrants
Warrants | 12 Months Ended |
Jan. 31, 2020 | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants | NOTE 10 – Warrants As of January 31, 2020, there were 181,707,809 whole share purchase warrants outstanding and exercisable. The warrants have a three-year term, a weighted average remaining life of 1.86 years and a weighted average exercise price of $0.005 per whole warrant for one common share. Whole share purchase warrants outstanding at January 31, 2020 and 2019 are as follows: Number of whole share purchase warrants Weighted Outstanding, January 31, 2018 141,414,489 $ 0.006 Issued 13,000,000 0.0007 Expired - - Exercised - - Outstanding, January 31, 2019 154,414,489 $ 0.005 Issued 32,168,320 0.0015 Expired (4,875,000 ) 0.003 Exercised - - Outstanding, January 31, 2020 181,707,809 0.005 Exercisable, January 31, 2020 181,707,809 0.005 The weighted average intrinsic value for warrants outstanding was $5,200 and $0 as of January 31, 2020 and 2019, respectively. On July 12, 2019, the Company issued 21,607,606 warrants to an investor, who also subsequently became a director of the Company, as part of their purchase of common stock during the year ended January 31, 2020. The warrants have a three-year term and are exercisable at any time at an exercise price of $0.00162. On November 19, 2019, the Company issued 10,560,714 warrants to an investor, as part of their purchase of common stock during the year ended January 31, 2020. The warrants have a three-year term and are exercisable at any time at an exercise price of $0.00137. Effective May 1, 2019, the Company extended the due date of all warrants expiring during the three months ended July 31, 2019, totaling 33,001,166 warrants, for an additional three years. There was no expense related to the extension of these warrants since these were held by investors. Effective December 5, 2019, the Company extended the due date of all warrants expiring during the five months ending December 31, 2019, totaling 19,499,882 warrants, for an additional three years. There was no expense related to the extension of these warrants since these were held by investors. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 11 – Income taxes As of January 31, our deferred tax asset is as follows: January 31, 2020 January 31, 2019 Deferred Tax Assets $ 6,641,000 $ 6,535,000 Less Valuation Allowance (6,641,000 ) (6,535,000 ) $ - $ - Management has elected to provide a deferred tax asset valuation allowance equal to the potential benefit due to our history of losses. If we demonstrate the ability to generate future taxable income, management will re-evaluate the allowance. The increase of $106,000 during the year ended January 31, 2020 primarily represents the increase in net operating loss carry-forwards during the period offset against the valuation allowance. As of January 31, 2020, our estimated net operating loss carry-forward is approximately $32 million and expires beginning in 2026 through 2038, with no expiration date for our 2019 and 2020 net operating losses under the Tax Cuts and Jobs Act. We have identified our federal and Arizona state tax returns as “major” tax jurisdictions. The periods our income tax returns are subject to examination for these jurisdictions are the tax years ended January 31, 2017 through January 31, 2020. We believe our income tax filing positions and deductions will be sustained on audit, and we do not anticipate any adjustments that would result in a material change to our financial position. Therefore, no liabilities for uncertain income tax positions have been recorded. Internal Revenue Code Section 382 limits the ability to utilize net operating losses if a 50% change in ownership occurs over a three-year period. Such limitation of the net operating losses may have occurred but we have not analyzed it at this time as the deferred tax asset is fully reserved. We have federal and state net operating loss carry-forwards that are available to offset future taxable income. The Tax Cuts and Jobs Act (the Act) was enacted on December 22, 2017. The Act reduces the US federal corporate tax rate from 35% to 21% and requires the Company to re-measure certain deferred tax assets and liabilities based on the rates at which they are anticipated to reverse in the future, which is generally 21%. The Company adopted the new rate as it relates to the calculations of deferred tax amounts as of January 31, 2018. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jan. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 12 – Related party transactions We were a party to the following transactions with related parties during the year ended January 31, 2020: Our CEO, Brett Gross, was elected as President and Chief Executive Officer on December 7, 2018 and received no compensation for these services during the years ended January 31, 2020 and 2019. At January 31, 2020 and 2019, we had a balance of accrued unpaid wages of $759,949 to James Briscoe, our former Chairman of the Board, CEO, CFO and President. Additionally, we had a balance of accrued unpaid wages of $15,625 to a former President. We had a balance of accrued unpaid wages of $36,137 and $31,137 to Patricia Madaris, CFO, as of January 31, 2020 and 2019, respectively. At January 31, 2020 and 2019, we had accounts payable to JABA (controlled by James Briscoe) of $34,798, which is reflected as accounts payable to related party on the accompanying consolidated balance sheets. At January 31, 2020 and 2019, we had a balance of $13,325 due to the spouse of James Briscoe. At January 31, 2020 and 2019, we had an aggregate balance due of approximately $167,000 on credit cards guaranteed by James Briscoe reflected in accounts payable and accrued liabilities on the accompanying consolidated balance sheets. During the year ended January 31, 2020, the Company received advances of $48,500 from two directors under two promissory notes with interest at 10%. Total principal maturities under these two notes are $106,302 due October 31, 2020 (extended from October 31, 2019) and $35,430 due October 31, 2020 (extended from January 31, 2020). Additionally, the Company has a note payable of $10,000 from James Briscoe, under a promissory note dated September 17, 2018, due September 17, 2019 with interest at 10% and is currently past due. As of January 31, 2020, the total balance of all related party notes was $166,560, which includes accrued interest of $14,828. During the year ended January 31, 2020, our CEO, Brett Gross, made various payments on behalf of the Company totaling $101,631, reflected as advances from related party on the accompanying consolidated balance sheet. The advances bear no interest and have no specified repayment date. In July 2019, the Company issued 43,215,212 shares of its common stock and 21,607,606 warrants to an investor, who also subsequently became a director, for proceeds of $50,000, or $0.001157 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $0.00162. In July and October 2019, the Company issued an aggregate of 60,000,000 non-qualified stock options to four new directors for services. The options vest immediately, have a 10-year term, an exercise price of $0.003, and resulted in share-based compensation expense of $80,421 during the year ended January 31, 2020. We had an option to explore 1 standard federal lode mining claim at the East Silverbell project and 29 standard federal lode mining claims at the Walnut Creek project from JABA. We were required to pay annual rentals to maintain the claims in good standing. We paid $4,650 in rental fees to maintain these mineral claims during the year ended January 31, 2019 until September 1, 2019. The original option agreement was for the period from April 11, 2008 through January 1, 2011 and was extended through June 1, 2013, June 1, 2015 and then to June 1, 2021, The Company did not renew this option and it expired on September 1, 2019. We were a party to the following transactions with related parties during the year ended January 31, 2019: We rented an office from James Briscoe on a month-to-month basis for $522 per month through December 2018. The total rent expense related to this office was approximately $0 and $6,264 for the years ended January 31, 2020 and 2019. A total of $2,996 was due as of January 31, 2020 and 2019. During the year ended January 31, 2019, the Company received advances of $73,193 from a director under a promissory note dated October 31, 2018, due October 31, 2020, with interest at 10%. We also received advances of $22,700 from another director under a promissory note dated December 20, 2018, due October 31, 2020 (extended from January 31, 2020), with interest at 10%. We also received an advance of $10,000 from James Briscoe under a promissory note dated September 17, 2018, due September 17, 2019 with interest at 10%. As of January 31, 2019, the total balance of these notes was $106,943, which includes accrued interest of $1,050. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 13 – Commitments and Contingencies We currently rent a storage space for $45 per month in Tombstone, Arizona on a month-to-month basis. We are required to pay annual rentals for Liberty Star’s federal lode mining claims for the Tombstone project in the State of Arizona. The rental period begins at noon on September 1st through the following September 1st and rental payments are due by the first day of the rental period. The annual rentals are $165 per claim. The rentals due by September 1, 2020 for the period from September 1, 2020 through September 1, 2021 of $10,890 have not been paid yet, but we plan to pay when due. We are required to pay annual rentals for our Arizona State Land Department Mineral Exploration Permits (“AZ MEP”) at our Tombstone Hay Mountain project in the State of Arizona. AZ MEP permits cost $500 per permit per year in non-refundable filing fees and are valid for 1 year and renewable for up to 5 years. The rental fee is $2.00 per acre for the first year, which includes the second year, and $1.00 per acre per year for years three through five. The minimum work expenditure requirements are $10 per acre per year for years one and two and $20 per acre per year for years three through five. If the minimum work expenditure requirement is not met the applicant can pay the equal amount in fees to the Arizona State Land Department to keep the AZ MEP permits current. The rental period begins on the date of acceptance for each permit. Rental payments are due by the first day of the rental period. We hold AZ MEP permits for 12,557.77 acres at our Tombstone project. We paid filing and rental fees for our AZ MEP’s before their respective due dates in the amount of $30,764. Legal Matter On August 22, 2019 (and amended on December 23, 2019), the Company filed a complaint with the Superior Court of Arizona (Case No. C20194139), demanding the titles and possession of certain vehicles and equipment of the Company from our former CEO, as well as seeking recovery of damages from the former CEO in an amount of not less than $50,000. None of the vehicles and equipment, individually or in total, have any material net book value (being fully depreciated) as of January 31, 2020. The matter is ongoing as of the date of this filing. On February 18, 2020, our former CEO and his spouse (the “Counterclaimants”) filed a First Amended Answer: First Amended Complaint and Counterclaim with the Superior Court of Arizona seeking dismissal of the Company’s complaint and reimbursement of Counterclaimants’ |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Jan. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | NOTE 14 – Fair value of financial instruments Fair value measurements at reporting date using: Description Fair Value Quoted prices in Significant Significant Warrant and convertible note derivative liability at January 31, 2020 $ - - - $ - Warrant and convertible note derivative liability at January 31, 2019 $ 58,656 - - $ 58,656 Our financial instruments consist of cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities, convertible notes payable, notes payable, and derivative liability. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from these financial instruments. With the exception of the derivative liability, the fair value of these financial instruments approximates their carrying values based on their short maturities or for long-term debt based on borrowing rates currently available to us for loans with similar terms and maturities. Gains and losses recognized on changes in estimated fair value of the warrant liability are reported in other income (expense) as gain (loss) on change in fair value. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jan. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 15 – Subsequent events In March and April 2020, we received aggregate proceeds of $55,000 under the promissory note with Pete O’Heeron, a director. The note bears interest at 10% and matures on October 31, 2020. On April 27, 2020, we received an advance from our CEO of $10,000. The advance bears no interest and has no specified repayment date. In March 2020, our CEO made payments on behalf of the Company totaling approximately $25,000. These payments will be recorded as advances to the Company, bearing no interest with no specified repayment date. In March 2020, the Company issued 22,000,000 shares of its common stock and 11,000,000 warrants to an investor for proceeds of $17,600, or $0.0008 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $0.0011. In February, March and April 2020, we issued a total of 161,906,986 shares of our common stock for conversions of convertible debt totaling $91,800, at prices ranging from $0.0047 to $0.0072. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 31, 2020 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. The valuation of stock-based compensation, classification and valuation of common stock purchase warrants, classification and value of embedded conversion options, value of beneficial conversion features, valuation allowance on deferred tax assets, the determination of useful lives and recoverability of depreciable assets, accruals, and contingencies are significant estimates made by management. It is at least reasonably possible that a change in these estimates may occur in the near term. |
Principles of Consolidation | Principles of consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary HMH and the HMH wholly-owned subsidiary Earp Ridge. All significant intercompany accounts and transactions have been eliminated upon consolidation. |
Cash and Cash Equivalents | Cash and cash equivalents We consider cash held at banks and all highly liquid investments with original maturities of three months or less to be cash and cash equivalents. We maintain our cash in bank deposit accounts which, for periods of time, may exceed federally insured limits. At January 31, 2020 and 2019, we had no cash balances in bank deposit accounts that exceeded federally insured limits. |
Mineral Claim Costs | Mineral claim costs We account for costs incurred to acquire, maintain and explore mineral properties as a charge to expense in the period incurred until the time that a proven mineral resource is established, at which point development of the mineral property would be capitalized. Currently, we do not have any proven mineral resources on any of our mineral properties. |
Long-lived Assets and Impairment of Long-lived Assets | Long-lived assets and impairment of long-lived assets Property and equipment is stated at cost. We capitalize all purchased equipment over $500 with a useful life of more than one year. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are stated at cost and are amortized over their estimated useful lives or the lease term, whichever is shorter. Maintenance and repairs are expensed as incurred while betterments or renewals are capitalized. Property and equipment is reviewed periodically for impairment. The estimated useful lives range from 3 to 7 years. We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Recoverability of a long-lived asset group to be held and used in operations is measured by a comparison of the carrying amount to the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset group. If such asset group is considered to be impaired, the impairment loss is measured as the amount by which the carrying amount of the asset group exceeds its fair value. Long-lived assets to be disposed of are carried at the lower of cost or fair value less the costs of disposal. |
Convertible Promissory Notes | Convertible promissory notes We report convertible promissory notes as liabilities at their carrying value less unamortized discounts, which approximates fair value. We bifurcate conversion options and detachable common stock purchase warrants and report them as liabilities at fair value at each reporting period when required in accordance with the applicable accounting guidance. When convertible promissory notes are converted into shares of our common stock in accordance with the debt’s terms, no gain or loss is recognized. We account for inducements to convert as an expense in the period incurred, included in debt conversion expense. |
Derivative Liabilities | Derivative liabilities The valuation of the derivative liability of our warrants is determined through the use of a Monte Carlo options model that values the liability of the warrants based on a risk-neutral valuation where the price of the option is its discounted expected value. The technique applied generates a large number of possible (but random) price paths for the underlying common stock via simulation, and then calculates the associated exercise value (i.e. “payoff”) of the option for each path. These payoffs are then averaged and discounted to a current valuation date resulting in the fair value of the option. The valuation of the derivative liability attached to the convertible debt is arrived at through the use of a Monte Carlo model that values the derivative liability within the notes. The technique applied generates a large number of possible (but random) price paths for the underlying (or underlyings) via simulation, and then calculates the associated payment value (cash, stock, or warrants) of the derivative features. The price of the underlying common stock is modeled such that it follows a geometric Brownian motion with constant drift, and elastic volatility (increasing as stock price decreases). The stock price is determined by a random sampling from a normal distribution. Since the underlying random process is the same, for enough price paths, the value of the derivative is derived from path dependent scenarios and outcomes. The features in the notes are analyzed and incorporated into the model included the conversion features with the reset provisions, the call/redemption/prepayment options, and the default provisions. Based on these features, there are six primary events that can occur; payments are made in cash; payments are made with stock; the note holder converts upon receiving a redemption notice; the note holder converts the note; the issuer redeems the note; or the Company defaults on the note. The model simulates the underlying economic factors that influenced which of these events would occur, when they were likely to occur, and the specific terms that would be in effect at the time (i.e. stock price, conversion price, etc.). Probabilities are assigned to each variable such as redemption likelihood, default likelihood, and timing and pricing of reset events over the remaining term of the notes based on management projections. This leads to a cash flow simulation over the life of the note. A discounted cash flow for each simulation is completed and is compared to the discounted cash flow of the note without the embedded features, thus determining a value for the derivative liability. |
Common Stock Purchase Warrants | Common stock purchase warrants We report common stock purchase warrants as equity unless a condition exists which requires reporting as a derivative liability at fair market value. |
Stock Based Compensation | Stock based compensation The Company recognizes stock-based compensation for all share-based payment awards made to employees based on the estimated fair values, using the Black-Scholes option pricing model. Non-employee stock-based compensation is accounted for based on the fair value of the related stock or options. The fair value of options to be granted are estimated on the date of each grant using the Black-Scholes option pricing model and amortized ratably over the option’s vesting periods, which approximates the service period. |
Environmental Expenditures | Environmental expenditures Our operations have been and may in the future be affected from time to time in varying degree by changes in environmental regulations, including those for future removal and site restoration costs. The likelihood of new regulations and their overall effect upon us are not predictable. We provide for any reclamation costs in accordance with the accounting standards codification section 410-30. It is management’s opinion that we are not currently exposed to significant environmental and reclamation liabilities and have recorded no reserve for environmental and reclamation expenditures as of January 31, 2020 or 2019. |
Fair Value of Financial Assets and Liabilities | Fair Value of Financial Assets and Liabilities The Company measures and discloses certain financial assets and liabilities at fair value. Authoritative guidance defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Authoritative guidance also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 |
Income Taxes | Income taxes Income taxes are recorded using the asset and liability method. Under the asset and liability method, tax assets and liabilities are recognized for the tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Future tax assets and liabilities are measured using the enacted tax rates expected to apply when the asset is realized or the liability settled. The effect on future tax assets and liabilities of a change in tax rates is recognized in income in the period that enactment occurs. To the extent that the Company does not consider it more likely than not that a future tax asset will be recovered, it provides a valuation allowance against the excess. Interest and penalties associated with unrecognized tax benefits, if any, are classified as additional income taxes in the statement of operations. With few exceptions, we are no longer subject to U.S. federal, state and local examinations by tax authorities for the tax year ended January 31, 2016 and prior. |
Net Income (Loss) Per Share | Net income (loss) per share Basic net income (loss) per share is computed by dividing net loss attributable to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per share takes into consideration shares of common stock outstanding (computed under basic income or loss per share) and potentially dilutive shares of common stock that are not anti-dilutive. For the years ended January 31, 2020 and 2019, the following number of potentially dilutive shares have been excluded from diluted net income (loss) since such inclusion would be anti-dilutive: Year Ended January 31, 2020 2019 Stock options outstanding 88,500,000 90,379,950 Warrants 181,707,809 154,414,489 Shares to be issued upon conversion of notes payable 301,904,879 132,441,607 Total 572,112,688 377,236,046 |
Newly Issued Accounting Pronouncements | Newly Issued Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes the existing guidance for lease accounting, Leases (Topic 840). ASU 2016-02 requires lessees to recognize leases on their balance sheets, and leaves lessor accounting largely unchanged. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early application is permitted for all entities. ASU 2016-02 requires a modified retrospective approach for all leases existing at, or entered into after, the date of initial application, with an option to elect to use certain transition relief. The Company adopted this standard on February 1, 2019 and determined that the adoption had no significant impact on the Company’s consolidated financial position or results of operations. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | For the years ended January 31, 2020 and 2019, the following number of potentially dilutive shares have been excluded from diluted net income (loss) since such inclusion would be anti-dilutive: Year Ended January 31, 2020 2019 Stock options outstanding 88,500,000 90,379,950 Warrants 181,707,809 154,414,489 Shares to be issued upon conversion of notes payable 301,904,879 132,441,607 Total 572,112,688 377,236,046 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | The balances of our major classes of depreciable assets and useful lives are: January 31, 2020 January 31, 2019 Geology Equipment (3 to 7 years) $ 315,052 $ 274,215 Vehicles and transportation equipment (5 years) 48,592 48,592 Office furniture and equipment (3 to 7 years) 71,584 71,584 435,228 394,391 Less: accumulated depreciation (395,336 ) (392,652 ) $ 39,892 $ 1,739 |
Long-term Debt and Convertibl_2
Long-term Debt and Convertible Promissory Notes (Tables) | 12 Months Ended |
Jan. 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Convertible Promissory Notes | Following is a summary of convertible promissory notes: January 31, 2020 January 31, 2019 12% convertible note payable issued July 2018, due July 2019 $ - $ 21,641 8% convertible note payable issued August 2019, due May 2020 79,886 - 8% convertible note payable issued October 2019, due August 2020 48,347 - 8% convertible note payable issued January 2020, due November 2020 39,635 - 167,868 21,641 Less debt discount (15,364 ) (20,584 ) Less current portion of convertible notes (152,504 ) (1,057 ) Long-term convertible notes payable $ - $ - |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 12 Months Ended |
Jan. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Changes in Fair Value of Derivative Liabilities | The following table sets forth a reconciliation of changes in the fair value of the Company’s derivative liability: Year Ended January 31, 2020 2019 Beginning balance $ 58,656 $ 168,686 Total gains (108,543 ) (52,578 ) Settlements (372,119 ) (519,041 ) Additions recognized as debt discount 100,000 461,589 Additions due to tainted warrants 322,006 - Ending balance $ - $ 58,656 Change in unrealized gains included in earnings relating to derivatives as of January 31, 2020 and 2019 $ (108,543 ) $ (52,578 ) |
Share-based Compensation (Table
Share-based Compensation (Tables) | 12 Months Ended |
Jan. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Options Activity | The following tables summarize the Company’s stock option activity during the years ended January 31, 2020 and 2019: Number of options Weighted Weighted Aggregate Outstanding, January 31, 2018 91,308,750 $ 0.033 3.53 $ - Granted - - Cancelled and/or forfeited (928,800 ) 0.097 Exercised - - Outstanding, January 31, 2019 90,379,950 $ 0.033 2.56 $ - Granted 60,000,000 0.003 Cancelled and/or forfeited (61,879,950 ) 0.034 Exercised - - Outstanding, January 31, 2020 88,500,000 $ 0.012 7.20 $ - Exercisable, January 31, 2020 88,500,000 $ 0.012 7.20 $ - |
Schedule of Share-based Compensation Expense | Share-based compensation expense is reported in our consolidated statements of operations as follows: January 31, 2020 January 31, 2019 Geological and geophysical costs $ - $ - Salaries and benefits 80,421 - Investor relations - - General and administrative - - $ 80,421 $ - |
Warrants (Tables)
Warrants (Tables) | 12 Months Ended |
Jan. 31, 2020 | |
Warrants and Rights Note Disclosure [Abstract] | |
Schedule of Warrant Activity | Whole share purchase warrants outstanding at January 31, 2020 and 2019 are as follows: Number of whole share purchase warrants Weighted Outstanding, January 31, 2018 141,414,489 $ 0.006 Issued 13,000,000 0.0007 Expired - - Exercised - - Outstanding, January 31, 2019 154,414,489 $ 0.005 Issued 32,168,320 0.0015 Expired (4,875,000 ) 0.003 Exercised - - Outstanding, January 31, 2020 181,707,809 0.005 Exercisable, January 31, 2020 181,707,809 0.005 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Asset | As of January 31, our deferred tax asset is as follows: January 31, 2020 January 31, 2019 Deferred Tax Assets $ 6,641,000 $ 6,535,000 Less Valuation Allowance (6,641,000 ) (6,535,000 ) $ - $ - |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Jan. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | Fair value measurements at reporting date using: Description Fair Value Quoted prices in Significant Significant Warrant and convertible note derivative liability at January 31, 2020 $ - - - $ - Warrant and convertible note derivative liability at January 31, 2019 $ 58,656 - - $ 58,656 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Cash balances in bank deposit accounts | ||
Purchase of equipment | $ 500 | |
Property and equipment useful life, description | Useful life of more than one year | |
Minimum [Member] | ||
Property and equipment useful life | 3 years | |
Maximum [Member] | ||
Property and equipment useful life | 7 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Antidilutive securities excluded from computation of earnings per share | 572,112,688 | 377,236,046 |
Stock Options Outstanding [Member] | ||
Antidilutive securities excluded from computation of earnings per share | 88,500,000 | 90,379,950 |
Warrants [Member] | ||
Antidilutive securities excluded from computation of earnings per share | 181,707,809 | 154,414,489 |
Shares to be Issued Upon Conversion of Notes Payable [Member] | ||
Antidilutive securities excluded from computation of earnings per share | 301,904,879 | 132,441,607 |
Mineral Claims (Details Narrati
Mineral Claims (Details Narrative) - Tombstone Region of Arizona [Member] | Jan. 31, 2020a |
Mineral interest rate | 100.00% |
Mineral exploration area | 12,557.77 |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 2,684 | $ 2,360 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Property and equipment, gross | $ 435,228 | $ 394,391 |
Less: accumulated depreciation and amortization | (395,336) | (392,652) |
Property and equipment | $ 39,892 | 1,739 |
Minimum [Member] | ||
Property and equipment useful life | 3 years | |
Maximum [Member] | ||
Property and equipment useful life | 7 years | |
Geology Equipment [Member] | ||
Property and equipment, gross | $ 315,052 | 274,215 |
Geology Equipment [Member] | Minimum [Member] | ||
Property and equipment useful life | 3 years | |
Geology Equipment [Member] | Maximum [Member] | ||
Property and equipment useful life | 7 years | |
Vehicles and Transportation Equipment [Member] | ||
Property and equipment, gross | $ 48,592 | 48,592 |
Property and equipment useful life | 5 years | |
Office Furniture and Equipment [Member] | ||
Property and equipment, gross | $ 71,584 | $ 71,584 |
Office Furniture and Equipment [Member] | Minimum [Member] | ||
Property and equipment useful life | 3 years | |
Office Furniture and Equipment [Member] | Maximum [Member] | ||
Property and equipment useful life | 7 years |
Long-term Debt and Convertibl_3
Long-term Debt and Convertible Promissory Notes (Details Narrative) | Jan. 30, 2020USD ($)Integer | Nov. 19, 2019USD ($)$ / sharesshares | Oct. 25, 2019USD ($)Integer | Aug. 15, 2019USD ($)Integer | May 21, 2019USD ($)Integer | Apr. 12, 2019USD ($)Integer | Jul. 23, 2018USD ($)Integer | Mar. 31, 2019USD ($) | Jan. 31, 2020USD ($)shares | Jan. 31, 2019USD ($) |
Debt Instrument [Line Items] | ||||||||||
Net proceeds from debt | $ 240,000 | $ 228,000 | ||||||||
Original issue discount amount | 29,900 | 14,000 | ||||||||
Legal fees | 37,706 | 18,233 | ||||||||
Debt discounts amount | 100,000 | 461,589 | ||||||||
Amortization of debt discount | 134,821 | 467,133 | ||||||||
Proceeds from note payable | 10,000 | |||||||||
Debt instrument consideration received | 10,000 | |||||||||
Settlement notes payable amount | 10,000 | |||||||||
Accrued interest | 699 | |||||||||
Notes payable | 0 | |||||||||
Private Placement [Member] | Noteholder [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Sale of common stock, shares | shares | 21,121,429 | |||||||||
Sale of common stock, value | $ 20,699 | |||||||||
Sale of stock price | $ / shares | $ 0.00098 | |||||||||
Third Party [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument interest rate | 10.00% | |||||||||
Debt instrument, maturity date | Mar. 31, 2020 | |||||||||
Proceeds from note payable | $ 10,000 | |||||||||
July 2018 Note [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Net proceeds from debt | $ 48,000 | |||||||||
Principal amount | $ 50,000 | |||||||||
Debt instrument interest rate | 12.00% | |||||||||
Original issue discount amount | $ 2,000 | |||||||||
Debt instrument, maturity date | Jul. 19, 2019 | |||||||||
Debt instrument convertible consecutive trading days | Integer | 180 | |||||||||
Common stock conversion price per share | 45.00% | |||||||||
Debt instrument, convertible, threshold trading days | Integer | 20 | |||||||||
Debt instrument conversion, amount | $ 21,714 | |||||||||
Debt conversion on convertible shares | shares | 197,400,727 | |||||||||
Principal and interest total amount | $ 0 | |||||||||
April 2019 Note [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Net proceeds from debt | $ 50,000 | |||||||||
Debt instrument interest rate | 8.00% | |||||||||
Original issue discount amount | $ 3,000 | |||||||||
Debt instrument, maturity date | Feb. 28, 2020 | |||||||||
Debt instrument convertible consecutive trading days | Integer | 180 | |||||||||
Common stock conversion price per share | 65.00% | |||||||||
Debt instrument, convertible, threshold trading days | Integer | 10 | |||||||||
Debt instrument conversion, amount | $ 55,120 | |||||||||
Debt conversion on convertible shares | shares | 73,670,329 | |||||||||
Principal and interest total amount | $ 0 | |||||||||
May 2019 Note [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Net proceeds from debt | $ 50,000 | |||||||||
Debt instrument interest rate | 8.00% | |||||||||
Original issue discount amount | $ 3,000 | |||||||||
Debt instrument, maturity date | Mar. 17, 2020 | |||||||||
Debt instrument convertible consecutive trading days | Integer | 180 | |||||||||
Common stock conversion price per share | 65.00% | |||||||||
Debt instrument, convertible, threshold trading days | Integer | 10 | |||||||||
Debt instrument conversion, amount | $ 55,120 | |||||||||
Debt conversion on convertible shares | shares | 119,740,027 | |||||||||
Principal and interest total amount | $ 0 | |||||||||
August 2019 Note [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Net proceeds from debt | $ 67,000 | |||||||||
Debt instrument interest rate | 8.00% | |||||||||
Original issue discount amount | $ 10,000 | |||||||||
Debt instrument, maturity date | May 30, 2020 | |||||||||
Debt instrument convertible consecutive trading days | Integer | 180 | |||||||||
Common stock conversion price per share | 75.00% | |||||||||
Debt instrument, convertible, threshold trading days | Integer | 10 | |||||||||
October 2019 [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Net proceeds from debt | $ 40,000 | |||||||||
Debt instrument interest rate | 8.00% | |||||||||
Original issue discount amount | $ 7,300 | |||||||||
Debt instrument, maturity date | Aug. 15, 2020 | |||||||||
Debt instrument convertible consecutive trading days | Integer | 180 | |||||||||
Common stock conversion price per share | 75.00% | |||||||||
Debt instrument, convertible, threshold trading days | Integer | 10 | |||||||||
January 2020 Note [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Net proceeds from debt | $ 33,000 | |||||||||
Debt instrument interest rate | 8.00% | |||||||||
Original issue discount amount | $ 3,600 | |||||||||
Debt instrument, maturity date | Nov. 15, 2020 | |||||||||
Debt instrument convertible consecutive trading days | Integer | 180 | |||||||||
Common stock conversion price per share | 75.00% | |||||||||
Debt instrument, convertible, threshold trading days | Integer | 10 | |||||||||
Legal fees | $ 3,000 |
Long-term Debt and Convertibl_4
Long-term Debt and Convertible Promissory Notes - Summary of Convertible Promissory Notes (Details) - USD ($) | Jan. 31, 2020 | Jan. 31, 2019 |
Debt Instrument [Line Items] | ||
Convertible note payable | $ 167,868 | $ 21,641 |
Less debt discount | (15,364) | (20,584) |
Less current portion of convertible notes | (152,504) | (1,057) |
Long-term convertible notes payable | ||
Convertible Debt One [Member] | ||
Debt Instrument [Line Items] | ||
Convertible note payable | 21,641 | |
Convertible Debt Two [Member] | ||
Debt Instrument [Line Items] | ||
Convertible note payable | 79,886 | |
Convertible Debt Three [Member] | ||
Debt Instrument [Line Items] | ||
Convertible note payable | 48,347 | |
Convertible Debt Four [Member] | ||
Debt Instrument [Line Items] | ||
Convertible note payable | $ 39,635 |
Long-term Debt and Convertibl_5
Long-term Debt and Convertible Promissory Notes - Summary of Convertible Promissory Notes (Details) (Parenthetical) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Convertible Debt One [Member] | ||
Percentage of convertible notes | 12.00% | 12.00% |
Debt issuance date | Jul. 31, 2018 | Jul. 31, 2018 |
Due date | Jul. 31, 2019 | Jul. 31, 2019 |
Convertible Debt Two [Member] | ||
Percentage of convertible notes | 8.00% | 8.00% |
Debt issuance date | Aug. 31, 2019 | Aug. 31, 2019 |
Due date | May 31, 2020 | May 31, 2020 |
Convertible Debt Three [Member] | ||
Percentage of convertible notes | 8.00% | 8.00% |
Debt issuance date | Oct. 31, 2019 | Oct. 31, 2019 |
Due date | Aug. 31, 2020 | Aug. 31, 2020 |
Convertible Debt Four [Member] | ||
Percentage of convertible notes | 8.00% | 8.00% |
Debt issuance date | Jan. 31, 2020 | Jan. 31, 2020 |
Due date | Nov. 30, 2020 | Nov. 30, 2020 |
Derivative Liabilities (Details
Derivative Liabilities (Details Narrative) | 12 Months Ended | |
Jan. 31, 2020USD ($) | Jan. 31, 2019USD ($) | |
Unamortized debt discount | $ 29,900 | $ 14,000 |
Derivative Liability [Member] | ||
Conversion note description | Conversion of the notes to stock would be completed monthly after any holding period and would be limited based on: 5% of the last 6 months average trading volume and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month. | |
Percentage of exercise price for warrant, description | The Holder would exercise the warrant after any holding period prior to maturity at target prices starting at 2 times the exercise price for the Warrants or higher subject to monthly limits of: 5% of the last 6 months average trading volume increasing by 1% per month and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month. | |
Derivative loss | $ 23,057 | |
Amortization of debt discount | 100,000 | |
Interest expense | 100,000 | |
Unamortized debt discount | 0 | |
Reclassification of derivative liability to equity | 234,650 | |
Reclassification due to conversion of convertible notes | 137,469 | |
Derivative Liability [Member] | Warrants and Convertible Notes [Member] | ||
Gain on derivative liability | 108,543 | |
Derivative Liability [Member] | Convertible Debt [Member] | ||
Derivative liabilities | 123,057 | |
Derivative Liability [Member] | Warrant [Member] | ||
Derivative liabilities | $ 322,006 | |
Measurement Input, Price Volatility [Member] | Minimum [Member] | ||
Fair value assumptions, measurement input, percentages | 166 | |
Measurement Input, Price Volatility [Member] | Maximum [Member] | ||
Fair value assumptions, measurement input, percentages | 271 |
Derivative Liabilities - Schedu
Derivative Liabilities - Schedule of Changes in Fair Value of Derivative Liabilities (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Beginning balance | $ 58,656 | $ 168,686 |
Total gains | (108,543) | (52,578) |
Settlements | (372,119) | (519,041) |
Additions recognized as debt discount | 100,000 | 461,589 |
Additions due to tainted warrants | 322,006 | |
Ending balance | 58,656 | |
Change in unrealized gains included in earnings relating to derivatives as of January 31, 2020 and 2019 | $ (108,543) | $ (52,578) |
Common Stock (Details Narrative
Common Stock (Details Narrative) - USD ($) | Jan. 08, 2020 | Nov. 19, 2019 | Jul. 31, 2019 | Jul. 31, 2014 | Jan. 31, 2020 | Jan. 31, 2019 | Jan. 31, 2018 | Jul. 15, 2015 |
Increase number of authorized common shares | 6,250,000,000 | 6,250,000,000 | 1,250,000,000 | |||||
Shares issued for services | $ 44,000 | |||||||
Gain on settlement of accounts payable | (177,000) | |||||||
Debt instrument consideration received | 10,000 | |||||||
Settlement notes payable amount | 10,000 | |||||||
Accrued interest | 699 | |||||||
Purchase of common stock | 36,000 | |||||||
Impairment of stock subscription receivable | 55,673 | |||||||
Proceeds from issuance of common stock | 60,000 | 13,000 | ||||||
Investor [Member] | ||||||||
Shares issued for services, shares | 30,000,000 | |||||||
Shares issued for services | $ 213,000 | |||||||
Gain on settlement of accounts payable | $ 177,000 | |||||||
Number of common stock shares issued | 43,215,212 | |||||||
Number of warrants issued | 21,607,606 | |||||||
Proceeds from warrants exercise | $ 50,000 | |||||||
Warrant exercise price per share | $ 0.00162 | |||||||
Warrant exercise price description | The warrants have a three-year term and are exercisable at any time at an exercise price of $0.00162. | |||||||
Warrants term | 3 years | |||||||
Proceeds from issuance of common stock | $ 50,000 | |||||||
Consultant [Member] | Accounts Payable [Member] | ||||||||
Shares issued for services, shares | 24,242,424 | |||||||
Shares issued for services | $ 44,000 | |||||||
Increase in accounts payable | 44,000 | |||||||
Repayments of debt | 4,000 | |||||||
Accounts payable outstanding | 44,000 | |||||||
Long-term accounts payable | $ 37,400 | |||||||
Consultant [Member] | Accounts Payable [Member] | Twelve Months [Member] | ||||||||
Repayments of debt | 600 | |||||||
Consultant [Member] | Accounts Payable [Member] | Following Twelve Months [Member] | ||||||||
Repayments of debt | 1,500 | |||||||
Consultant [Member] | Accounts Payable [Member] | Month There After [Member] | ||||||||
Repayments of debt | $ 2,500 | |||||||
Private Placement [Member] | Noteholder [Member] | ||||||||
Common stock shares sold | 21,121,429 | |||||||
Common stock shares sold value | $ 20,699 | |||||||
Sale of stock price | $ 0.00098 | |||||||
KVM [Member] | ||||||||
Number of common stock shares issued | 34,214,226 | |||||||
Purchase of common stock | $ 456,924 | |||||||
Stock subscription receivable | $ 55,673 | |||||||
Impairment of stock subscription receivable | 0 | |||||||
Loss on settlement | $ 55,673 | |||||||
Investors [Member] | ||||||||
Warrant exercise price per share | $ 0.0007 | |||||||
Warrants term | 3 years | |||||||
Common units issued to investor | 26,000,000 | |||||||
Proceeds from issuance of common stock | $ 13,000 | |||||||
Convertible Notes Payable [Member] | ||||||||
Number of common stock shares issued in conversion | 390,811,083 | 1,625,031,411 | ||||||
Number of common stock shares issued in conversion, value | $ 131,954 | $ 518,552 | ||||||
Minimum [Member] | Convertible Notes Payable [Member] | ||||||||
Conversion exercise price per share | $ 0.00011 | $ 0.0002 | ||||||
Maximum [Member] | Convertible Notes Payable [Member] | ||||||||
Conversion exercise price per share | $ 0.00078 | $ 0.0007 |
Share-Based Compensation (Detai
Share-Based Compensation (Details Narrative) - USD ($) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Stock option, granted | 60,000,000 | |
Share based compensation | $ 80,421 | |
Exercise price | $ 0.003 | |
Expected term | 5 years | |
Expected volatility, minimum | 180.70% | |
Expected volatility, maximum | 181.30% | |
Annual rate of dividend | 0.00% | |
Intrinsic value of stock price | $ 0.0011 | $ 0.0003 |
Director One [Member] | ||
Stock option, granted | 15,000,000 | |
Director Two [Member] | ||
Stock option, granted | 15,000,000 | |
Director Three [Member] | ||
Stock option, granted | 15,000,000 | |
Director Four [Member] | ||
Stock option, granted | 15,000,000 | |
Employee Stock Option [Member] | ||
Stock option, description | The options granted have a term not to exceed ten years from the date of grant or five years for options granted to more than 10% stockholders. The option price set by the Plan Administration shall not be less than the fair market value per share of the common stock on the grant date or 110% of the fair market value per share of the common stock on the grant date for options granted to greater than 10% stockholders. | |
Maximum [Member] | ||
Stock price | $ 0.0015 | |
Discount rates | 1.85% | |
Minimum [Member] | ||
Stock price | $ 0.0014 | |
Discount rates | 1.59% | |
2010 Stock Option Plan [Member] | ||
Stock option, granted | 10,208,750 | 8,328,800 |
2007 Stock Option Plan [Member] | ||
Stock option, granted | 212,500 | 212,500 |
2004 Stock Option Plan [Member] | ||
Stock option, granted | 41,250 | 41,250 |
Key Employees and Non-employee Consultants [Member] | 2010 Stock Option Plan [Member] | Maximum [Member] | ||
Stock option, granted | 95,500,000 | |
Key Employees and Non-employee Consultants [Member] | 2007 Stock Option Plan [Member] | Maximum [Member] | ||
Stock option, granted | 2,500,000 | |
Key Employees and Non-employee Consultants [Member] | 2004 Stock Option Plan [Member] | Maximum [Member] | ||
Stock option, granted | 962,500 | |
Officers, Employees and Consultants [Member] | Incentive and Non-QualifiedStock Options [Member] | ||
Share based compensation | $ 80,421 | $ 0 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Stock Options Activity (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | ||
Number of options, Outstanding | 90,379,950 | 91,308,750 |
Number of options, Granted | 60,000,000 | |
Number of options, Cancelled and/or forfeited | (61,879,950) | (928,800) |
Number of options, Exercised | ||
Number of options, Outstanding | 88,500,000 | 90,379,950 |
Number of options, Exercisable | 88,500,000 | |
Weighted average exercise price per share, Outstanding | $ 0.033 | $ 0.033 |
Weighted average exercise price per share, Granted | 0.003 | |
Weighted average exercise price per share, Cancelled and/or forfeited | 0.034 | 0.097 |
Weighted average exercise price per share, Exercised | ||
Weighted average exercise price per share, Outstanding | 0.012 | $ 0.033 |
Weighted average exercise price per share, Exercisable | $ 0.012 | |
Weighted average remaining life (years), Outstanding Beginning | 2 years 6 months 21 days | 3 years 6 months 10 days |
Weighted average remaining life (years), Outstanding Ending | 7 years 2 months 12 days | 2 years 6 months 21 days |
Weighted average remaining life (years), Exercisable | 7 years 2 months 12 days | |
Aggregate intrinsic value, Outstanding | ||
Aggregate intrinsic value, Outstanding | ||
Aggregate intrinsic value, Exercisable |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of Share-based Compensation Expense (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Warrants [Line Items] | ||
Share-based compensation expense | $ 80,421 | |
Geological and Geophysical Costs [Member] | ||
Warrants [Line Items] | ||
Share-based compensation expense | ||
Salaries and Benefits [Member] | ||
Warrants [Line Items] | ||
Share-based compensation expense | 80,421 | |
Investor Relations [Member] | ||
Warrants [Line Items] | ||
Share-based compensation expense | ||
General and Administrative [Member] | ||
Warrants [Line Items] | ||
Share-based compensation expense |
Warrants (Details Narrative)
Warrants (Details Narrative) - USD ($) | 12 Months Ended | |||||
Jan. 31, 2020 | Dec. 05, 2019 | Nov. 19, 2019 | Jul. 12, 2019 | May 01, 2019 | Jan. 31, 2019 | |
Warrants [Line Items] | ||||||
Share purchase warrants outstanding and exercisable | 181,707,809 | |||||
Warrants weighted average remaining life | 1 year 10 months 10 days | |||||
Weighted average exercise price of warrant | $ 0.005 | |||||
Weighted average intrinsic value for warrants outstanding | $ 5,200 | $ 0 | ||||
Warrant [Member] | ||||||
Warrants [Line Items] | ||||||
Weighted average exercise price of warrant | $ 0.005 | |||||
Number of warrants issued | 19,499,882 | 33,001,166 | ||||
Warrants terms | 3 years | 3 years | ||||
Investor [Member] | ||||||
Warrants [Line Items] | ||||||
Number of warrants issued | 10,560,714 | 21,607,606 | ||||
Warrants terms | 3 years | 3 years | ||||
Warrant exercise price per share | $ 0.00137 | $ 0.00162 |
Warrants - Schedule of Warrant
Warrants - Schedule of Warrant Activity (Details) - Warrant [Member] - $ / shares | 12 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Warrants [Line Items] | ||
Number of warrants, Outstanding | 154,414,489 | 141,414,489 |
Number of warrants, Issued | 32,168,320 | 13,000,000 |
Number of warrants, Expired | (4,875,000) | |
Number of warrants, Exercised | ||
Number of warrants, Outstanding | 181,707,809 | 154,414,489 |
Number of warrants, Exercisable | 181,707,809 | |
Weighted average exercise price, Outstanding | $ 0.005 | $ 0.006 |
Weighted average exercise price, Issued | 0.0015 | 0.0007 |
Weighted average exercise price, Expired | 0.003 | |
Weighted average exercise price, Exercised | ||
Weighted average exercise price, Outstanding | 0.005 | $ 0.005 |
Weighted average exercise price, Exercisable | $ 0.005 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | 12 Months Ended |
Jan. 31, 2020USD ($) | |
Income Tax Disclosure [Abstract] | |
Increase in net operating loss carry-forwards | $ 106,000 |
Net operating loss carry-forward | $ 32,000,000 |
Operating loss carryforwards expiration, description | Beginning in 2026 through 2038 |
Limitations on use of operating loss carryforwards, description | Internal Revenue Code Section 382 limits the ability to utilize net operating losses if a 50% change in ownership occurs over a three-year period. |
Income tax reconciliation description | The Act reduces the US federal corporate tax rate from 35% to 21% and requires the Company to re-measure certain deferred tax assets and liabilities based on the rates at which they are anticipated to reverse in the future, which is generally 21%. |
Federal corporate tax rate | 21.00% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Asset (Details) - USD ($) | Jan. 31, 2020 | Jan. 31, 2019 |
Income Tax Disclosure [Abstract] | ||
Deferred Tax Assets | $ 6,641,000 | $ 6,535,000 |
Less Valuation Allowance | (6,641,000) | (6,535,000) |
Deferred Tax Assets, Net |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2019 | Jul. 31, 2019 | Jan. 31, 2020 | Jan. 31, 2019 | |
Related Party Transaction [Line Items] | ||||
Compensation for services | ||||
Accrued unpaid wages | 811,711 | 775,574 | ||
Accounts payable | 51,119 | 52,332 | ||
Notes payable to related party | 166,560 | 106,943 | ||
Accrued interest | 14,828 | 1,050 | ||
Advances from related party | 101,631 | |||
Net proceeds from issuance of common stock | $ 60,000 | $ 13,000 | ||
Number of option issued | 60,000,000 | |||
Options exercise price per share | $ 0.003 | |||
Investor [Member] | ||||
Related Party Transaction [Line Items] | ||||
Issuance of common stock, shares | 43,215,212 | |||
Warrant issued | 21,607,606 | |||
Net proceeds from issuance of common stock | $ 50,000 | |||
Shares issued price | $ 0.001157 | |||
Warrants terms | 3 years | |||
Warrant exercise price per share | $ 0.00162 | |||
Four New Directors [Member] | Non-qualified Incentive Stock Options [Member] | ||||
Related Party Transaction [Line Items] | ||||
Number of option issued | 60,000,000 | 60,000,000 | ||
Stock option vesting periods | 10 years | 10 years | ||
Options exercise price per share | $ 0.003 | $ 0.003 | ||
Stock based compensation | $ 80,421 | |||
January 31, 2019 until September 1, 2019 [Member] | ||||
Related Party Transaction [Line Items] | ||||
Monthly payment of rent | $ 4,650 | |||
Fees due date | Sep. 1, 2019 | |||
Two Promissory Notes [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt instrument, description | Total principal maturities under these two notes are $106,302 due October 31, 2020 (extended from October 31, 2019) and $35,430 due October 31, 2020 (extended from January 31, 2020). | |||
Promissory Note One [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt maturity due amount | $ 106,302 | |||
Debt instrument, maturity date | Oct. 31, 2020 | |||
Promissory Note Two [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt maturity due amount | $ 35,430 | |||
Debt instrument, maturity date | Jan. 31, 2020 | |||
James Briscoe [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accrued unpaid wages | $ 759,949 | $ 759,949 | ||
Monthly payment of rent | 0 | 6,264 | ||
Operating lease due | $ 2,996 | $ 2,996 | ||
James Briscoe [Member] | September 17, 2018 [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt instrument interest rate | 10.00% | 10.00% | ||
Debt instrument, maturity date | Sep. 17, 2019 | Sep. 17, 2019 | ||
Notes payable to related party | $ 10,000 | |||
James Briscoe [Member] | Through December 2018 [Member] | ||||
Related Party Transaction [Line Items] | ||||
Monthly payment of rent | 522 | |||
Former President [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accrued unpaid wages | 15,625 | |||
Patricia Madaris, CFO [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accrued unpaid wages | 36,137 | $ 31,137 | ||
JABA [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts payable | 34,798 | 34,798 | ||
Spouse of James Briscoe [Member] | ||||
Related Party Transaction [Line Items] | ||||
Due to related party | 13,325 | 13,325 | ||
Due to related party on credit cards guaranteed | 167,000 | $ 167,000 | ||
Two Directors [Member] | Two Promissory [Member] | ||||
Related Party Transaction [Line Items] | ||||
Advances from a director | $ 48,500 | |||
Debt instrument interest rate | 10.00% | |||
Director [Member] | October 31, 2018 [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt instrument interest rate | 10.00% | |||
Debt instrument, maturity date | Oct. 31, 2020 | |||
Director [Member] | December 20, 2018 [Member] | ||||
Related Party Transaction [Line Items] | ||||
Debt instrument interest rate | 10.00% | |||
Debt instrument, maturity date | Oct. 31, 2020 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | Aug. 22, 2019USD ($) | Jan. 31, 2020USD ($)a$ / shares |
Commitments and contingencies, description | We hold AZ MEP permits for 12,557.77 acres at our Tombstone project. We paid filing and rental fees for our AZ MEP's before their respective due dates in the amount of $30,764. | |
Former Chief Executive Officer [Member] | ||
Loss contingency damages sought value | $ 50,000 | |
AZ MEP [Member] | ||
Project validity description | AZ MEP permits cost $500 per permit per year in non-refundable filing fees and are valid for 1 year and renewable for up to 5 years. | |
AZ MEP [Member] | Phase 1 [Member] | ||
Minimum work expenditure requirements | $ 30,764 | |
Tombstone Project [Member] | ||
Accrued rent | $ 10,890 | |
Project validity description | The rentals due by September 1, 2020 for the period from September 1, 2020 through September 1, 2021 of $10,890 have not been paid yet, but we plan to pay when due. | |
Lease due date | Sep. 1, 2020 | |
Area of land | a | 12,557.77 | |
September 1, 2020 to September 1, 2021 [Member] | East Silver Bell Project [Member] | ||
Accrued rent | $ 165 | |
First Year [Member] | AZ MEP [Member] | ||
Rental fee per acre | $ / shares | $ 2 | |
Minimum work expenditure requirements | $ 10 | |
Second Year [Member] | AZ MEP [Member] | ||
Rental fee per acre | $ / shares | $ 2 | |
Minimum work expenditure requirements | $ 10 | |
Third Year [Member] | AZ MEP [Member] | ||
Rental fee per acre | $ / shares | $ 1 | |
Minimum work expenditure requirements | $ 20 | |
Fourth Year [Member] | AZ MEP [Member] | ||
Rental fee per acre | $ / shares | $ 1 | |
Minimum work expenditure requirements | $ 20 | |
Fifth Year [Member] | AZ MEP [Member] | ||
Rental fee per acre | $ / shares | $ 1 | |
Minimum work expenditure requirements | $ 20 | |
Tombstone Region of Arizona [Member] | ||
Payment of rent for storage space | $ 45 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Fair Value of Financial Instruments (Details) - USD ($) | Jan. 31, 2020 | Jan. 31, 2019 |
Warrant and convertible note derivative liability | $ 58,656 | |
Fair Value, Inputs, Level 1 [Member] | ||
Warrant and convertible note derivative liability | ||
Fair Value, Inputs, Level 2 [Member] | ||
Warrant and convertible note derivative liability | ||
Fair Value, Inputs, Level 3 [Member] | ||
Warrant and convertible note derivative liability | $ 58,656 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Apr. 27, 2020 | Apr. 30, 2020 | Mar. 31, 2020 | Feb. 29, 2020 | Jan. 31, 2020 | Jan. 31, 2019 | Nov. 19, 2019 | Jul. 12, 2019 |
Subsequent Event [Line Items] | ||||||||
Advance from related party | $ 48,500 | $ 83,700 | ||||||
Investor [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Warrants | 10,560,714 | 21,607,606 | ||||||
Warrants term | 3 years | 3 years | ||||||
Warrant exercise price per share | $ 0.00137 | $ 0.00162 | ||||||
Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt conversion of convertible shares issued | 161,906,986 | 161,906,986 | 161,906,986 | |||||
Debt conversion of convertible debt | $ 91,800 | $ 91,800 | $ 91,800 | |||||
Subsequent Event [Member] | Minimum [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Conversion price per share | $ 0.0047 | $ 0.0047 | $ 0.0047 | |||||
Subsequent Event [Member] | Maximum [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Conversion price per share | $ 0.0072 | $ 0.0072 | $ 0.0072 | |||||
Subsequent Event [Member] | Investor [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Number of common stock shares issued | 22,000,000 | |||||||
Warrants | 11,000,000 | |||||||
Proceeds from issuance of warrants | $ 17,600 | |||||||
Shares issued price per unit | $ 0.0008 | |||||||
Warrants term | 3 years | |||||||
Warrant exercise price per share | $ 0.0011 | |||||||
Subsequent Event [Member] | Pete O'Heeron [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Proceeds from debt | $ 55,000 | $ 55,000 | ||||||
Debt instrument interest rate | 10.00% | 10.00% | ||||||
Debt instrument, due date | Oct. 31, 2020 | Oct. 31, 2020 | ||||||
Subsequent Event [Member] | CEO [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Advance from related party | $ 10,000 | |||||||
Payments of related party | $ 25,000 |