Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jan. 31, 2019 | Mar. 12, 2019 | |
Entity Registrant Name | MMEX Resources Corp | |
Entity Central Index Key | 0001440799 | |
Document Type | 10-Q | |
Document Period End Date | Jan. 31, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --04-30 | |
Is Entity's Reporting Status Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2019 | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Ex Transition Period | false | |
Common Class A [Member] | ||
Entity Common Stock, Shares Outstanding | 42,283,561 | |
Common Class B [Member] | ||
Entity Common Stock, Shares Outstanding | 15,000,000 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Current assets: | ||
Cash | $ 161,740 | $ 304,173 |
Prepaid expenses and other current assets | 5,000 | |
Total current assets | 161,740 | 309,173 |
Property and equipment, net | 566,372 | 301,269 |
Deposit | 900 | 900 |
Total assets | 729,012 | 611,342 |
Current liabilities: | ||
Accounts payable | 898,466 | 708,072 |
Accrued expenses | 275,485 | 240,404 |
Accrued expenses - related party | 31,633 | 31,633 |
Note payable, currently in default | 75,001 | 75,001 |
Convertible notes payable, currently in default, net of discount of $0 and $0 at January 31, 2019 and April 30, 2018, respectively | 75,000 | 75,000 |
Convertible notes payable, net of discount of $904,036 and $504,590 at January 31, 2019 and April 30, 2018, respectively | 629,955 | 328,183 |
Derivative liabilities | 2,061,923 | 996,603 |
Total current liabilities | 4,047,463 | 2,454,896 |
Long-term liabilities: | ||
Convertible note payable, net of discount of $238,953and $258,932 at January 31, 2019 and April 30, 2018, respectively | 130,647 | 102,368 |
Total liabilities | 4,178,110 | 2,557,264 |
Commitments and contingencies | ||
Stockholders' deficit: | ||
Additional paid-in capital | 35,068,992 | 33,085,221 |
Non-controlling interest | 9,871 | 9,871 |
Accumulated (deficit) | (38,580,453) | (35,077,288) |
Total stockholders' deficit | (3,449,098) | (1,945,922) |
Total liabilities and stockholders' deficit | 729,012 | 611,342 |
Common Class A [Member] | ||
Stockholders' deficit: | ||
Common stock, value | 37,492 | 21,274 |
Common Class B [Member] | ||
Stockholders' deficit: | ||
Common stock, value | $ 15,000 | $ 15,000 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Current liabilities: | ||
Convertible notes, net of discount currently in default | $ 0 | $ 0 |
Convertible notes payable, net of discount | 904,036 | 504,590 |
Long-term liabilities: | ||
Convertible note payable, net of discount | $ 238,953 | $ 258,932 |
Common Class A [Member] | ||
Stockholders' deficit: | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, Authorized | 10,000,000,000 | 10,000,000,000 |
Common stock, Issued | 37,491,977 | 21,274,369 |
Common stock, outstanding | 37,491,977 | 21,274,369 |
Common Class B [Member] | ||
Stockholders' deficit: | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, Authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, Issued | 15,000,000 | 15,000,000 |
Common stock, outstanding | 15,000,000 | 15,000,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Condensed Consolidated Statements Of Operations | ||||
Revenues | ||||
Operating expenses: | ||||
General and administrative expenses | 351,222 | 173,783 | 1,100,753 | 644,494 |
Refinery start-up costs | 156,124 | 114,616 | 472,769 | 613,147 |
Depreciation and amortization | 571 | 723 | 1,715 | 1,430 |
Total operating expenses | 507,917 | 289,122 | 1,575,237 | 1,259,071 |
Loss from operations | (507,917) | (289,122) | (1,575,237) | (1,259,071) |
Other income (expense): | ||||
Interest expense | (441,447) | (617,198) | (1,496,557) | (1,343,599) |
Gain (loss) on derivative liabilities | (490,980) | 714,736 | (486,069) | 4,667,290 |
Gain on extinguishment of liabilities | 4,584 | 13,500 | 475,587 | |
Gain on conversion of debt | 51,060 | 41,198 | ||
Gain on assignment and assumption agreement | 1,090,271 | |||
Total other income (expense) | (876,783) | 97,538 | (1,927,928) | 4,889,549 |
Income (loss) before income taxes | (1,384,700) | (191,584) | (3,503,165) | 3,630,478 |
Provision for income taxes | ||||
Net income (loss) | (1,384,700) | (191,584) | (3,503,165) | 3,630,478 |
Non-controlling interest in income of consolidated subsidiaries | (84,213) | (734,872) | ||
Net income (loss) attributable to the Company | $ (1,384,700) | $ (275,797) | $ (3,503,165) | $ 2,895,606 |
Net income (loss) per common share: - basic and diluted | ||||
Basic | $ (0.04) | $ (0.02) | $ (0.13) | $ 0.20 |
Diluted | $ (0.04) | $ (0.02) | $ (0.13) | $ 0.18 |
Weighted average number of common shares outstanding: | ||||
Basic | 31,613,339 | 15,396,136 | 27,124,887 | 14,444,272 |
Diluted | 31,613,339 | 15,396,136 | 27,124,887 | 16,393,419 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders’ Deficit (Unaudited) - USD ($) | Class A Common Stock | Class B Common Stock | Additional Paid-in Capital | Stock Subscription Receivable | Non-Controlling Interest | Accumulated Deficit | Total |
Beginning Balance, Shares at Apr. 30, 2017 | 9,876,162 | 15,000,000 | |||||
Beginning Balance, Amount at Apr. 30, 2017 | $ 9,876 | $ 15,000 | $ 28,014,274 | $ 307,978 | $ (378,443) | $ (36,918,594) | $ (8,949,909) |
Shares issued for: Services, Shares | 192,500 | ||||||
Shares issued for: Services, Amount | $ 193 | 226,932 | 227,125 | ||||
Accrued expenses, Shares | 4,400 | ||||||
Accrued expenses, Amount | $ 4 | 4,396 | 4,400 | ||||
Conversion of convertible notes payable and derivative liabilities, Shares | 1,536,166 | ||||||
Conversion of convertible notes payable and derivative liabilities, Amount | $ 1,536 | 1,213,841 | 1,215,377 | ||||
Common stock payable, Shares | 628,469 | ||||||
Common stock payable, Amount | $ 628 | 307,350 | (307,978) | ||||
Cashless exercise of warrants, Shares | 3,533,600 | ||||||
Cashless exercise of warrants, Amount | $ 3,534 | 1,902,472 | 1,906,006 | ||||
Settlement of preferred stock, Shares | 247,500 | ||||||
Settlement of preferred stock, Amount | $ 248 | 200,228 | 200,476 | ||||
Settlement of debt, Shares | 260,000 | ||||||
Settlement of debt, Amount | $ 260 | 234,540 | 234,800 | ||||
Assignment and assumption agreement | (550,041) | (550,041) | |||||
Non-controlling interest in net loss | 734,872 | 734,872 | |||||
Net income | 2,895,606 | 2,895,606 | |||||
Ending Balance, Shares at Jan. 31, 2018 | 16,278,797 | 15,000,000 | |||||
Ending Balance, Amount at Jan. 31, 2018 | $ 16,279 | $ 15,000 | 31,553,992 | 356,429 | (34,022,988) | (2,081,288) | |
Beginning Balance, Shares at Apr. 30, 2018 | 21,274,369 | 15,000,000 | |||||
Beginning Balance, Amount at Apr. 30, 2018 | $ 21,274 | $ 15,000 | 33,085,221 | 9,871 | (35,077,288) | (1,945,922) | |
Shares issued for: Services, Shares | 426,419 | ||||||
Shares issued for: Services, Amount | $ 427 | 80,385 | 80,812 | ||||
Accrued expenses, Shares | 16,031 | ||||||
Accrued expenses, Amount | $ 16 | 6,236 | 6,252 | ||||
Conversion of convertible notes payable and derivative liabilities, Shares | 14,785,215 | ||||||
Conversion of convertible notes payable and derivative liabilities, Amount | $ 14,785 | 1,678,569 | 1,693,354 | ||||
Non-controlling interest in net loss | |||||||
Cash, Shares | 989,474 | ||||||
Cash, Amount | $ 989 | 115,263 | 116,252 | ||||
Reverse split rounding, Shares | 469 | ||||||
Reverse split rounding, Amount | $ 1 | (1) | |||||
Settlement of derivative liabilities | 103,319 | 103,319 | |||||
Net income | (3,503,165) | (3,503,165) | |||||
Ending Balance, Shares at Jan. 31, 2019 | 37,491,977 | 15,000,000 | |||||
Ending Balance, Amount at Jan. 31, 2019 | $ 37,492 | $ 15,000 | $ 35,068,992 | $ 9,871 | $ (38,580,453) | $ (3,449,098) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Jan. 31, 2019 | Jan. 31, 2018 | |
Cash flows from operating activities: | ||
Net income (loss) attributable to the Company | $ (3,503,165) | $ 2,895,606 |
Non-controlling interest in income of consolidated subsidiaries | 734,872 | |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization expense | 1,715 | 1,430 |
Interest expense added to convertible note principal | 39,600 | 73,427 |
Interest expense from issuance of stock options | 42,217 | |
Stock-based compensation | 80,812 | 227,125 |
Loss (gain) on derivative liabilities | 486,069 | (4,667,290) |
Gain on assignment and assumption agreement | (1,090,271) | |
Gain on extinguishment of liabilities | (13,500) | (475,587) |
Gain on conversion of debt | (41,198) | |
Amortization of debt discount | 1,168,100 | 1,033,628 |
Convertible note payable issued for commitment fee | 80,000 | |
(Increase) decrease in prepaid expenses | 5,000 | (22,500) |
Increase in deposits | (900) | |
Increase in liabilities: | ||
Accounts payable | 190,394 | 169,491 |
Accrued expenses | 105,061 | 90,306 |
Net cash used in operating activities | (1,438,895) | (950,663) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (266,818) | (108,410) |
Net cash used in investing activities | (266,818) | (108,410) |
Cash flows from financing activities: | ||
Proceeds from convertible notes payable | 1,650,028 | 1,111,250 |
Proceeds from issuance of common stock | 116,252 | |
Repayments of convertible notes payable | (203,000) | |
Net cash provided by financing activities | 1,563,280 | 1,111,250 |
Net increase (decrease) in cash | (142,433) | 52,177 |
Cash at the beginning of the period | 304,173 | 54,513 |
Cash at the end of the period | 161,740 | 106,690 |
Supplemental disclosure: | ||
Interest paid | 104,990 | |
Income taxes paid | ||
Non-cash investing and financing activities: | ||
Common stock issued in conversion of debt | 1,724,513 | 1,215,377 |
Common stock issued for accrued expenses | 5,000 | 4,400 |
Settlement of derivative liability | 103,319 | |
Derivative liabilities for debt discount | 1,382,595 | 1,348,460 |
Increase in common stock for reverse stock split rounding | 1 | |
Common stock issued for common stock payable | 307,978 | |
Settlement of convertible preferred stock and accrued interest for common stock | 200,476 | |
Common stock and additional paid-in capital for derivative liabilities in cashless exercise of warrants | 1,906,006 | |
Settlement of convertible notes payable and accrued interest for common stock | 124,800 | |
Accrued interest payable added to convertible note principal | $ 8,723 |
BACKGROUND, ORGANIZATION AND BA
BACKGROUND, ORGANIZATION AND BASIS OF PRESENTATION | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 1 - BACKGROUND, ORGANIZATION AND BASIS OF PRESENTATION | MMEX Resources Corporation (the “Company” or “MMEX”) is a company engaged in the exploration, extraction, refining and distribution of oil, gas, petroleum products and electric power. We plan to focus on the acquisition, development and financing of oil, gas, refining and electric power projects in Texas, Peru, and other countries in Latin America using the expertise of our principals to identify, finance and acquire these projects. The most significant focus of our current business plan is to build crude oil refining facilities in the Permian Basin in West Texas. MMEX was formed as a Nevada corporation in 2005. The current management team led an acquisition of the Company (then named Management Energy, Inc.) through a reverse merger completed on September 23, 2010 and changed the Company’s name to MMEX Mining Corporation on February 11, 2011 and to MMEX Resources Corporation on April 6, 2016 The accompanying condensed consolidated financial statements include the accounts of the following entities, all of which the Company maintains control through a majority ownership or through common ownership: Name of Entity % Form of Entity State of Incorporation Relationship MMEX Resources Corporation (“MMEX”) - Corporation Nevada Parent Pecos Refining & Transport, LLC 100 % Corporation Texas Subsidiary Armadillo Holdings Group Corp. (“AHGC”) 100 % Corporation British Virgin Isles Subsidiary Armadillo Mining Corp. (“AMC”) 98.6 % Corporation British Virgin Isles Subsidiary As of April 13, 2016, the Company assigned AMC to an irrevocable trust (the “Trust”), whose beneficiaries are the existing shareholders of MMEX. The accounts of AMC are included in the consolidated financial statements due to the common ownership. AMC through the Trust controls the Hunza coal interest previously owned by MMEX. All significant inter-company transactions have been eliminated in the preparation of the consolidated financial statements. These financial statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for a fair presentation of the information contained therein. The Company has adopted a fiscal year end of April 30. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Our significant accounting policies are described in our Annual Report on Form 10-K for the year ended April 30, 2018 filed with the SEC on July 23, 2018. Consolidation The accompanying consolidated financial statements include the accounts of the Company and its aforementioned subsidiaries and entities under common ownership. All significant intercompany accounts and transactions have been eliminated in consolidation. The ownership interests in subsidiaries that are held by owners other than the Company are recorded as non-controlling interest and reported in our consolidated balance sheets within stockholders’ deficit. Losses attributed to the non-controlling interest and to the Company are reported separately in our consolidated statements of operations. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Derivative liabilities In a series of subscription agreements, we have issued warrants in prior years that contain certain anti-dilution provisions that we have identified as derivatives. We have also identified the conversion feature of certain of our convertible notes payable as derivatives. As of January 31, 2019, the number of warrants or common shares to be issued under these agreements is indeterminate; therefore, the Company concluded that the equity environment is tainted and all additional warrants, stock options and convertible debt are included in the value of the derivative. We estimate the fair value of the derivatives using multinomial lattice models that value the derivative liabilities based on a probability weighted cash flow model using projections of the various potential outcomes. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility and management’s estimates of various potential equity financing transactions. These inputs are subject to significant changes from period to period and to management’s judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material. Property and equipment Property and equipment is recorded at the lower of cost or estimated net recoverable amount, and is depreciated using the straight-line method over the estimated useful life of the related asset as follows: Office furniture and equipment 10 years Computer equipment and software 5 years Maintenance and repairs are charged to expense as incurred. Significant renewals and betterments will be capitalized. At the time of retirement or other disposition of equipment, the cost and accumulated depreciation will be removed from the accounts and the resulting gain or loss, if any, will be reflected in operations. The Company will assess the recoverability of property and equipment by determining whether the depreciation and amortization of these assets over their remaining life can be recovered through projected undiscounted future cash flows. The amount of equipment impairment, if any, will be measured based on fair value and is charged to operations in the period in which such impairment is determined by management. Fair value of financial instruments Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures, Financial Instruments, An entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value using a hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy prioritized the inputs into three levels that may be used to measure fair value: Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in markets that are not active. Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. Our derivative liabilities are measured at fair value on a recurring basis and estimated as follows: January 31, 2019 Total Level 1 Level 2 Level 3 Derivative liabilities $ 2,061,923 $ - $ - $ 2,061,923 April 30, 2018 Total Level 1 Level 2 Level 3 Derivative liabilities $ 996,603 $ - $ - $ 996,603 Revenue Recognition We recognize revenue in accordance with the Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification (“ASC”), Topic 605, Revenue Recognition. Accordingly, we recognize revenue when (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. Refinery start-up costs Costs incurred prior to opening the Company’s proposed crude oil refinery in Pecos County, Texas, including acquisition of refinery rights, planning, design and permitting, are recorded as start-up costs and expensed as incurred. Basic and diluted income (loss) per share Basic net income or loss per share is calculated by dividing net income or loss (available to common stockholders) by the weighted average number of common shares outstanding for the period. Diluted income or loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as stock options, warrants, convertible debt and convertible preferred stock, were exercised or converted into common stock. For the three months and nine months ended January 31, 2019 and 2018, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share, therefore, basic net loss per share is the same as diluted net loss per share. Stock-based compensation Pursuant to FASB ASC 718, all share-based payments to employees, including grants of employee stock options, are recognized in the statement of operations based on their fair values. For the nine months ended January 31, 2019 and 2018, the Company recorded share-based compensation to employees of $12,807 and $0, respectively. Issuance of shares for non-cash consideration The Company accounts for the issuance of equity instruments to acquire goods and/or services based on the fair value of the goods and services or the fair value of the equity instrument at the time of issuance, whichever is more reliably determinable. The Company’s accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services follows the provisions of the standards issued by the FASB. The measurement date for the fair value of the equity instruments issued is determined as the earlier of (i) the date at which a commitment for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendor’s performance is complete. In the case of equity instruments issued to consultants, the fair value of the equity instrument is recognized over the term of the consulting agreement. Reclassifications Certain amounts in the consolidated financial statements for prior year periods have been reclassified to conform with the current year periods presentation. Recently Issued Accounting Pronouncements In August 2018, the FASB issued Accounting Standards Update (“ASU”) 2018-13, “Fair Value Measurement (Topic 820).” The amendments in this Update modify certain disclosure requirements of fair value measurements and are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company is currently unable to determine the impact on its consolidated financial statements of the adoption of this new accounting pronouncement. Although there are several other new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had or will have a material impact on its consolidated financial position or results of operations. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 3 - GOING CONCERN | Our financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. We have incurred continuous losses from operations, have an accumulated deficit of $38,580,453 and a total stockholders’ deficit of $3,449,098 at January 31, 2019, and have reported negative cash flows from operations since inception. In addition, we do not currently have the cash resources to meet our operating commitments for the next twelve months, and we expect to have ongoing requirements for capital investment to implement our business plan, including the construction of our proposed refinery project. Finally, our ability to continue as a going concern must be considered in light of the problems, expenses and complications frequently encountered by entrance into established markets and the competitive environment in which we operate. Since inception, our operations have primarily been funded through private debt and equity financing, and we expect to continue to seek additional funding through private or public equity and debt financing. Our ability to continue as a going concern is dependent on our ability to generate sufficient cash from operations to meet our cash needs and/or to raise funds to finance ongoing operations and repay debt. However, there can be no assurance that we will be successful in our efforts to raise additional debt or equity capital and/or that our cash generated by our operations will be adequate to meet our needs. These factors, among others, raise substantial doubt that we will be able to continue as a going concern for a reasonable period of time. The financial statements do not include any adjustments that might result from the outcome of any uncertainty as to the Company’s ability to continue as a going concern. The financial statements also do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 4 - RELATED PARTY TRANSACTIONS | Accrued expenses (see Note 7) to related parties totaled $31,633 as of January 31, 2019 and April 30, 2018. During the three months ended January 31, 2019 and 2018, we incurred consulting fees and expense reimbursement related to the development of the refinery project to Maple Resources Corporation (“Maple Resources”), a related party controlled by our President and CEO, totaling $92,212 and $22,025, respectively. During the nine months ended January 31, 2019 and 2018, we incurred consulting fees and expense reimbursements to Maple Resources totaling $257,391 and $56,030, respectively. Amounts included in accounts payable due to Maple Resources totaled $1,049 and $5,583 as of January 31, 2019 and April 30, 2018, respectively. During the nine months ended January 31, 2019, we issued to an employee 1,309,257 shares of our Class A common stock valued at $12,807. As a condition for entering into an October 9, 2018 convertible debenture (see Note 8), the lender required affiliates of Jack W. Hanks and Bruce Lemons, our directors (the “Affiliates”), to pledge their shares of Class B Common Stock (constituting 100% of the outstanding shares of Class B Common Stock) to the lender to secure the repayment of the debenture by the Company. As consideration to the Affiliates for entering into the pledge agreement, the Company granted a ten-year option, effective as of December 11, 2018, to the Affiliates to purchase 1,000,000 of Class A Shares and 1,000,000 of the Class B Shares at $0.08 per share. The value of the derivative associated with the option was estimated at $42,217, which amount was charged to interest expense. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 5 - PROPERTY AND EQUIPMENT | Property and equipment consisted of the following at: January 31, 2019 April 30, 2018 Office furniture and equipment $ 13,863 $ 13,863 Computer equipment and software 10,962 10,962 Less accumulated depreciation and amortization (10,027 ) (8,312 ) 14,798 16,513 Land and improvements 551,574 284,756 $ 566,372 $ 301,269 On July 28, 2017, the Company acquired 126 acres of land located near Fort Stockton, Texas for $67,088. This 126-acre parcel is the tract on which the Company intends to build a crude oil refinery (Note 6). Subsequently through January 31, 2018, the Company incurred a total of $484,486 additional costs to acquire certain easements related to the land parcel and make other improvements. Depreciation and amortization expense totaled $571 and $723 for the three months ended January 31, 2019 and 2018, respectively, and $1,715 and $1,430 for the nine months ended January 31, 2019 and 2018, respectively. |
REFINERY PROJECT
REFINERY PROJECT | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 6 - REFINERY PROJECT | On March 4, 2017, we entered into an agreement with Maple Resources, a related party, to acquire all of Maple’s right, title and interest (the “Rights”) in plans to build a crude oil refinery in Pecos County, Texas (the “Refinery Transaction”). Pursuant to the Refinery Transaction, we agreed to acquire the Rights in exchange for the issuance of 15,000,000 Class B common shares. The 15,000,000 Class B common stock issued for the Rights were valued at $150,000 by an independent valuation firm, with the $150,000 expensed to refinery start-up costs. Through our wholly-owned subsidiary, Pecos Refining, we intend initially to build and commence operation of a 10,000 barrel-per-day distillation unit (the “Distillation Unit”) that will produce a non-transportation grade diesel primarily for sale in the local market for drilling mud and frac fluids, along with naphtha for use in petrochemical and refinery processing and residual fuel oil to be sold for use in other refineries or as marine fuel. Through a separate subsidiary, we intend to build and commence operation of a crude oil refinery (the “Large Refinery”) with up to 100,000 barrel-per-day capacity at a near-by location in West Texas (collectively with the Distillation Unit, the “Refinery Project”). The Refinery Project will be built on additional acres located 20 miles northeast of Fort Stockton, Texas. On July 28, 2017, we acquired the 126-acre parcel of the land, which is the site for our planned Distillation Unit (Note 5), at a purchase price of $550 per acre, or $69,249. We continue to negotiate with the seller of property to acquire an additional 381-acre parcel, which is the site for the planned Large Refinery, at a price of $550 per acre, or approximately $210,000. We will be required to obtain additional financing to complete this purchase. On July 31, 2017, we filed an application with the Texas Commission on Environmental Quality (“TCEQ”) to obtain an air quality permit and obtained permit approval from the TCEQ on August 30, 2017. Accordingly, we will begin construction on the Distillation Unit on 15 acres of our 126-acre tract as soon we receive adequate financing to do so. Completion of the Refinery Project will require substantial equity and debt financing and is subject to the receipt of required governmental permits. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 7 - ACCRUED EXPENSES | Accrued expenses consisted of the following at: January 31, 2019 April 30, 2018 Accrued payroll $ 30,090 $ 30,090 Accrued consulting 5,750 5,000 Accrued consulting – related party 31,633 31,633 Accrued interest 177,104 142,773 Other 62,541 62,541 $ 307,118 $ 272,037 |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 8 - NOTES PAYABLE | Note Payable, Currently in Default Note payable, currently in default, consists of the following at: January 31, 2019 April 30, 2018 Note payable to an unrelated party, maturing March 18, 2014, with interest at 10% $ 75,001 $ 75,001 $ 75,001 $ 75,001 Accrued interest payable on note payable, currently in default, totaled $44,009 and $38,384 at January 31, 2019 and April 30, 2018, respectively. Convertible Notes Payable, Currently in Default Convertible notes payable, currently in default, consist of the following at: January 31, 2019 April 30, 2018 Note payable to an unrelated party, maturing January 27, 2012, with interest at 25%, convertible into common shares of the Company at $3.70 per share $ 50,000 $ 50,000 Note payable to an unrelated party, maturing December 31, 2010, with interest at 10%, convertible into common shares of the Company at $1.00 per share 25,000 25,000 75,000 75,000 Less discount - - Total $ 75,000 $ 75,000 Accrued interest payable on convertible notes payable, currently in default, totaled $94,429 and $85,991 at January 31, 2019 and April 30, 2018, respectively. Current Convertible Notes Payable Current convertible notes payable consist of the following at: January 31, 2019 April 30, 2018 Note payable to an accredited investor, maturing two years from each advance, with an original issue discount equal to 10% and a one-time interest charge of 12% added to principal, convertible into common shares of the Company at a defined variable exercise price. Advance dated October 19, 2017, maturing October 19, 2019 $ 27,330 $ - Note payable to an accredited investor, maturing March 21, 2019, with interest at 8%, convertible into common shares of the Company at a defined variable exercise price 107,661 220,000 Note payable to an accredited investor, maturing March 21, 2019, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 60,000 120,000 Note payable to an accredited investor, maturing May 30, 2019, with interest at 12%, convertible into common shares of the Company at a defined variable exercise price 53,000 - Note payable to an accredited investor, maturing September 13, 2019, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 110,000 - Note payable to an accredited investor, maturing September 18, 2019, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 70,000 - Original issue discount convertible debenture to an accredited investor, maturing October 5, 2019, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 600,000 - Note payable to an accredited investor, maturing January 4, 2020, with interest at 9%, convertible into common shares of the Company at a defined variable exercise price 136,000 - Note payable to an accredited investor, maturing January 11, 2020, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 120,000 - Note payable to an accredited investor, maturing January 17, 2020, with interest at 12%, convertible into common shares of the Company at a defined variable exercise price 125,000 - Note payable to an accredited investor, maturing January 31, 2020, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 125,000 - Note payable to an accredited investor, maturing March 14, 2019, with interest at 12%, paid in full in September 2018 - 125,000 Note payable to an accredited investor, maturing November 30, 2018, with interest at 12%, converted in full into shares of Class A common stock - 83,000 Note payable to an accredited investor, maturing January 23, 2019, with interest at 8%, converted in full into shares of Class A common stock - 173,000 Note payable to an accredited investor, maturing November 13, 2018, with interest at 12%, converted in full into shares of Class A common stock - 111,773 Total 1,533,991 832,773 Less discount (904,036 ) (504,590 ) Net $ 629,955 $ 328,183 Effective October 19, 2017, the Company issued and delivered to Vista Capital Investments, LLC (“Vista”) a convertible note in the original maximum principal amount of $550,000 (consisting of an initial advance of $165,000 on such date and two other advances that have been converted in full into shares of Class A common stock). An original issue discount equal to 10% of each advance and a one-time interest charge of 12% were added to the principal. The maturity date of advances under the convertible note is two years from the date of each advance. Terms of the convertible note include certain penalties for additional principal and changes in conversion prices when the trading price of the Company’s common stock decreases to defined levels. The initial advance was issued at a discount, resulting in the receipt of $160,000, net of legal fees paid of $5,000. In addition, an original issue discount of $16,500 and a one-time 12% interest charge of $21,780 was added to the note principal at inception and a $10,000 penalty was added to note principal in December 2017, resulting in total principal of $213,280. Vista has converted principal of $156,250 into Class A common shares of the Company, resulting in a principal balance of $27,330 as of January 31, 2019 and had converted principal of $29,700 into Class A common shares of the Company, resulting a principal balance of $183,580 as of April 30, 2018. Effective March 21, 2018, the Company issued and delivered to Auctus Fund, LLC (“Auctus”) an 8% convertible note in the principal amount of $220,000. The Company received $202,000 of note proceeds after payment of $18,000 of the fees and expenses of the lender and its counsel. The Company can redeem the note at any time prior to 90 days from the issuance date at a redemption price of 130% plus accrued interest. The redemption price thereafter increases to 145%, plus accrued interest, until the 180th day after issuance. Auctus, at its option, may convert the unpaid principal balance and accrued interest into shares of the Company’s Class A common stock at a price of no lower than $3.00 per share of common stock until the 180th day after issuance and thereafter at a 45% discount from the average of the two lowest trading prices during the 25 days prior to conversion. The note also contains penalty provisions in the event of default in repayment of the note (if not converted by Auctus into shares of common stock) on the maturity date of March 21, 2019. During the nine months ended January 31, 2019, Auctus converted principal of $112,339 into Class A common shares of the Company, resulting in a principal balance of $107,661 as of January 31, 2019. Effective March 21, 2018, the Company issued and delivered to One44 Capital LLC (“One44”) a 10% convertible note in the principal amount of $120,000. The Company received $114,000 of note proceeds after payment of $6,000 of the fees and expenses of the lender and its counsel. The convertible note was purchased from One44 by GS Capital Partners, LLC (“GS”) on September 18, 2018. The Company can redeem the note at any time prior to 60 days from the issuance date at a redemption price of 130% of principal and accrued interest. The redemption price thereafter increases to 140% of principal and accrued interest, after 60 days until 120 days from the issuance date and 145% of principal and accrued interest after 120 days until the 180 days after issuance. GS, at its option, may convert the unpaid principal balance and accrued interest into shares of the Company’s Class A common stock at a 40% discount from the lowest trading price during the prior 20 trading days including the day the notice of conversion is received by the Company, with a floor of $0.03 per share until the 180th day after issuance. The note also contains penalty provisions in the event of default in repayment of the note (if not converted by GS into shares of common stock) on the maturity date of March 21, 2019. During the nine months ended January 31, 2019, GS converted principal of $60,000 into Class A common shares of the Company, resulting in a principal balance of $60,000 as of January 31, 2019. Effective July 10, 2018, the Company issued and delivered to Power Up Lending Group Ltd (“Power Up”) a 12% convertible note in the principal amount of $68,000. After deducting $3,000 of lender expenses, the Company received $75,000 of net proceeds. Power Up, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 39% discount from the average of the two lowest trading prices during the 20 days prior to conversion. The Company may prepay the note at a 20% redemption premium during the first 30 days after issuance, increasing in 5% increments each 30-day period thereafter until 180 days from issuance, after which the note may not be prepaid. The note also contains penalty provisions in the event of our default in repayment of the note (if not converted by Power Up into shares of common stock) on the maturity date of April 30, 2019. Effective November 5, 2018, Power Up assigned the convertible note to Redstart Holdings Corp. (“Redstart”). As of January 31, 2018, Redstart had converted in full the $68,000 note into Class A common shares of the Company. Effective August 16, 2018, the Company issued and delivered to Power Up a 12% convertible note in the principal amount of $53,000. After deducting $3,000 of lender expenses, the Company received $50,000 of net proceeds. Power Up, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 39% discount from the average of the two lowest trading prices during the 20 days prior to conversion. The Company may prepay the note at a 20% redemption premium during the first 30 days after issuance, increasing in 5% increments each 30-day period thereafter until 180 days from issuance, after which the note may not be prepaid. The note also contains penalty provisions in the event of our default in repayment of the note (if not converted by Power Up into shares of common stock) on the maturity date of April 30, 2019. Effective November 5, 2018, Power Up assigned the convertible note to Redstart. The note had a principal balance of $53,000 as of January 31, 2019. Effective September 13, 2018, the Company issued and delivered to GS a 10% convertible note in the principal amount of $110,000. The note was issued at a discount, resulting in the Company’s receipt of $100,000 after payment of $5,500 of the fees and expenses of the lender and its counsel. GS, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock (i) during the first 180 days, at a price of $3.00 per share of common stock and (ii) thereafter at a 40% discount from the lowest trading price during the 20 days prior to conversion. The note matures on September 13, 2019. The Company may redeem the note at redemption prices ranging from 115% to 135% during the first 180 days after issuance. The note had a principal balance of $110,000 as of January 31, 2019. Effective September 18, 2018, the Company issued and delivered to GS a 10% convertible note in the principal amount of $70,000. The note was issued at a discount and the Company received no net proceeds. GS paid $56,589 on behalf of the Company to a prior lender in settlement of a dispute and $9,101 was paid for fees and expenses of GS and its counsel. GS, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to conversion (with a floor of $3.00 per share during the first six months after issuance.) The note matures on September 13, 2019. The Company may redeem the note at redemption prices ranging from 130% to 145% during the first 180 days after issuance. The note had a principal balance of $70,000 as of January 31, 2019. Effective October 9, 2018, the Company issued and delivered to GS a 10% convertible debenture in the principal amount of $600,000. The debenture was issued with an original issue discount of $50,000, resulting in the Company’s receipt of $550,000 of net proceeds. The debenture was issued pursuant to a securities purchase agreement, which allows for the issuance of additional debentures to one or more holders on substantially identical terms. GS, at its option on and after the six-month anniversary of the date of issuance, may convert the unpaid principal balance of, and accrued interest on, the debentures into shares of common stock thereafter at a 40% discount from the average of the three lowest trading price during the 25 days prior to conversion. The debenture matures on October 5, 2019. The Company may redeem the debenture at redemption prices ranging from 112% to 137% during the first 180 days after issuance. The debenture had a principal balance of $600,000 as of January 31, 2019. Affiliates of Jack W. Hanks and Bruce Lemons, our directors, have pledged their shares of Class B Common Stock (constituting 100% of the outstanding shares of Class B Common Stock) to GS to secure the repayment of the debenture by the Company. Effective January 4, 2019, the Company issued and delivered to Geneva Roth Remark Holdings, Inc. (“Geneva”) a 9% convertible note in the principal amount of $136,000. The note was issued at a discount, resulting in the Company’s receipt of $125,000 after payment of $3,000 of the fees and expenses of the lender and its counsel. Geneva, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock beginning 180 days following the date of the note at a 29% discount from the average of the three lowest trading price during the 20 days prior to conversion. The note matures on April 4, 2020. The Company may redeem the note at redemption prices ranging from 105% to 130% during the first 180 days after issuance. The note had a principal balance of $136,000 as of January 31, 2019. Effective January 11, 2019, the Company issued and delivered to One44 a 10% convertible note in the principal amount of $120,000. The Company received net proceeds of $114,000 after payment of $6,000 of the fees and expenses of the lender and its counsel. One44, at any time at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to and including the day the notice of conversion is received by the Company, with a floor of $0.03 per share. The note matures on January 11, 2020. The Company may redeem the note at redemption prices ranging from 130% to 140% during the first 180 days after issuance. The Company may not redeem the note after 180 days from the issuance date. The note had a principal balance of $120,000 as of January 31, 2019. Effective January 17, 2019, the Company issued and delivered to JSJ Investments, Inc. (“JSJ”) a 12% convertible note in the principal amount of $125,000. The Company received net proceeds of $122,000 after payment of $3,000 of the fees and expenses of the lender and its counsel. JSJ, at any time at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at $0.03 per share or, upon the occurrence of certain defined defaults, at a 42% discount to the lowest trading price during the 20 days prior to the date the notice of conversion is received by the Company. The note matures on January 17, 2020. The Company may redeem the note at redemption prices ranging from 135% to 150% during the first 180 days after issuance. The note had a principal balance of $125,000 as of January 31, 2019. Effective January 31, 2019, the Company issued and delivered to Auctus a 10% convertible note in the principal amount of $125,000. The Company received net proceeds $112,250 after payment of $12,750 of the fees and expenses of the lender and its counsel. Auctus, on or following the 180 th Effective March 14, 2018, the Company issued and delivered to JSJ a 12% convertible note in the principal amount of $125,000. The note was issued at a discount, resulting in the Company’s receipt of $115,750 after payment of $3,000 of the fees and expenses of the lender and its counsel. The Company can redeem the note at any time prior to 90 days from the issuance date at a redemption price of 120% plus accrued interest. The redemption price thereafter increases to 125%, plus accrued interest, until the 120th day from issuance, and thereafter increases to a redemption price of 145% plus accrued interest until the 180th day after issuance and 150% plus accrued interest until the maturity date of March 14, 2019. JSJ, at its option, may convert the unpaid principal balance and accrued interest into shares of the Company’s Class A common stock at a price of no lower than $3.00 per share of common stock until the 180th day after issuance and thereafter at a price 40% discount from the lowest trading price during the 20 days prior to conversion. The note also contains penalty provisions in the event of default in repayment of the note (if not converted by JSJ into shares of common stock) on the maturity date of March 14, 2019. The note was paid in full in September 2018. Effective February 16, 2018, the Company issued and delivered to Power Up a 12% convertible note in the principal amount of $83,000. The Company received proceeds of $80,000 after payment of $3,000 of the fees and expenses of the lender and its counsel. Power Up, at its option beginning August 15, 2018, may convert the unpaid principal balance of, and accrued interest on, the note into shares of the Company’s common stock at a 39% discount from the average of the two lowest trading price during the 20 days prior to conversion. The Company may prepay the note at a 20% redemption premium during the first 30 days after issuance, increasing to 25% after 30 days from issuance, 33% after 60 days from issuance, 35% after 90 days from issuance, 40% after 120 days from issuance and 45% after 150 days from issuance. After the expiration of 180 days after issuance, the Company has no right of prepayment. The note also contains penalty provisions in the event of our default in repayment of the note (if not converted by Power Up into shares of common stock) on the maturity date of November 30, 2018. During the nine months ended January 31, 2019, the note was converted in full into shares of the Company’s Class A common stock. Effective January 19, 2018, the Company issued and delivered to GS Capital Partners, LLC (“GS”) an 8% convertible note in the principal amount of $173,000. The note was issued at a discount, resulting in the Company’s receipt of $150,000 after payment of $8,000 of the fees and expenses of the lender and its counsel. GS, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock (i) during the first 180 days, at a price of $3.00 per share of common stock and (ii) thereafter at a 40% discount from the average of the three lowest trading price during the 25 days prior to conversion. The note matures on January 23, 2019. The Company may redeem the note at redemption prices ranging from 118% to 133% during the first 180 days after issuance. During the nine months ended January 31, 2019, the note was converted in full into shares of the Company’s Class A common stock. Effective May 1, 2018, the Company issued and delivered to Power Up a 12% convertible note in the principal amount of $78,000. After deducting $3,000 of lender expenses, the Company received $65,000 of net proceeds. Power Up, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 39% discount from the average of the two lowest trading price during the 20 days prior to conversion. The Company may prepay the note at a 20% redemption premium during the first 30 days after issuance, increasing in 5% increments each 30 day period thereafter until 180 days from issuance, after which the note may not be prepaid. The note also contains penalty provisions in the event of our default in repayment of the note (if not converted by Power Up into shares of common stock) on the maturity date of February 15, 2019. The note was paid in full in October 2018. Effective November 13, 2017, the Company issued and delivered to Power Up Lending Group Ltd (“Power Up”) a 12% convertible note in the principal amount of $111,773. The note was issued at a discount, resulting in the Company’s receipt of $97,000 after payment of $3,000 of the fees and expenses of the lender and its counsel. Power Up, at its option, could convert the unpaid principal balance of, and accrued interest on, the note into shares of the Company’s common stock (i) during the first 180 days, at a price of $.03 per share of common stock and (ii) thereafter at a 40% discount from the average of the three lowest trading price during the 25 days prior to conversion. During the nine months ended January 31, 2019, the note was converted in full into shares of the Company’s Class A common stock. Long-Term Convertible Notes Payable Long-term convertible notes payable consist of the following at: January 31, 2019 April 30, 2018 Note payable to an accredited investor, maturing two years from each advance, with an original issue discount equal to 10% and a one-time interest charge of 12% added to principal, convertible into common shares of the Company at a defined variable exercise price: Advance dated September 13, 2018, maturing September 13, 2020 $ 123,200 $ - Advance dated October 16, 2018, maturing October 16, 2020 246,400 - Note payable to an accredited investor, maturing two years from each advance, with an original issue discount equal to 10% and a one-time interest charge of 12% added to principal, convertible into common shares of the Company at a defined variable exercise price: Advance dated October 19, 2017, maturing October 19, 2019 27,330 183,580 Advance dated December 14, 2017, maturing December 14, 2019, converted in full into shares of Class A common stock - 123,200 Advance dated February 28, 2018, maturing February 28, 2020, converted in full into shares of Class A common stock - 54,520 Total 396,930 361,300 Less October 19, 2017 advance recorded as current (27,330 ) - Long-term debt 369,600 Less discount (238,953 ) (258,932 ) Total $ 130,647 $ 102,368 The long-term convertible notes payable are comprised of advances under two long-term convertible notes to Vista. Effective September 13, 2018, the Company issued and delivered to Vista a convertible note in the original maximum principal amount of $550,000 (consisting of an initial advance of $100,000 on such date and possible future advances). An original issue discount equal to 10% of each advance will be added to principal. The maturity date of advances under the convertible note is two years from the date of each advance. Terms of the convertible note include certain penalties for additional principal and changes in conversion prices when the trading price of the Company’s common stock decreases to defined levels. An original issue discount of $10,000 and a one-time 12% interest charge of $13,200 was added to the note principal at inception, resulting in total principal of $123,200, which balance was outstanding as of January 31, 2019. On October 16, 2018, the Company received proceeds of $200,000 from a second advance under the Vista long-term convertible note. An original issue discount of $20,000 and a one-time 12% interest charge of $26,400 was added to the note principal, resulting in total principal of $246,400, which balance was outstanding as of January 31, 2019. Effective October 19, 2017, the Company issued and delivered to Vista a convertible note in the original maximum principal amount of $550,000 (consisting of an initial advance of $165,000 on such date and possible future advances). An original issue discount equal to 10% of each advance will be added to principal. The maturity date of advances under the convertible note is two years from the date of each advance. Terms of the convertible note include certain penalties for additional principal and changes in conversion prices when the trading price of the Company’s common stock decreases to defined levels. The initial advance was issued at a discount, resulting in the receipt of $160,000, net of legal fees paid of $5,000. See the discussion above under Current Convertible Notes Payable On December 14, 2017, the Company received proceeds of $100,000 from a second advance under the Vista long-term convertible note. An original issue discount of $10,000 and a one-time 12% interest charge of $13,200 was added to the note principal, resulting in total principal of $123,200, which balance was outstanding as of April 30, 2018. During the nine months ended January 31, 2019, Vista converted principal of $123,200 into Class A common shares of the Company, extinguishing in full the note. On February 28, 2018, the Company received proceeds of $232,500, net of legal fees paid of $2,500, from a third advance under the Vista long-term convertible note. An original issue discount of $23,500 and a one-time 12% interest charge of $31,020 was added to the note principal, resulting in total principal of $289,520. Through April 30, 2018, Vista converted principal of $235,000 into Class A common shares of the Company, resulting in a principal balance of $54,520 as of April 30, 2018. During the nine months ended January 31, 2019, Vista converted the remaining $54,520 principal into Class A common shares of the Company, extinguishing in full the note. Accrued interest payable on convertible notes payable totaled $38,666 and $24,805 at January 31, 2019 and April 30, 2018, respectively. The Company has identified the conversion feature of its convertible notes payable as a derivative and estimated the fair value of the derivative using a multinomial lattice model simulation and assuming the existence of a tainted equity environment (see Note 9). |
DERIVATIVE LIABILITIES
DERIVATIVE LIABILITIES | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 9 - DERIVATIVE LIABILITIES | In a series of subscription agreements, the Company issued warrants in prior years that contain certain anti-dilution provisions that have been identified as derivatives. In addition, the Company identified the conversion feature of certain convertible notes payable and convertible preferred stock as derivatives. As of January 31, 2019, the number of warrants or common shares to be issued under these agreements is indeterminate; therefore, the Company concluded that the equity environment is tainted and all additional warrants, stock options and convertible debt are included in the value of the derivative. The Company estimates the fair value of the derivative liabilities at the issuance date and at each subsequent reporting date, using a multinomial lattice model simulation. The model is based on a probability weighted discounted cash flow model using projections of the various potential outcomes. During the nine months ended January 31, 2019, we had the following activity in our derivative liabilities: Options and Convertible Warrants Notes Total Balance, April 30, 2018 $ 90,772 $ 905,831 $ 996,603 New issuances of options, warrants and debt 42,217 1,382,595 1,424,812 Debt conversions and warrant exercises - (742,242 ) (742,242 ) Debt repayments - (103,319 ) (103,319 ) Change in fair value of derivative liabilities (57,581 ) 543,650 486,069 Balance, January 31, 2019 $ 75,408 $ 1,986,515 $ 2,061,923 Key inputs and assumptions used in valuing the Company’s derivative liabilities as of January 31, 2019 are as follows: • Stock prices on all measurement dates were based on the fair market value • Risk-free interest rate of 2.87% • The probability of future financing was estimated at 100% • Computed volatility ranging from 156% to 158% These inputs are subject to significant changes from period to period and to management’s judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material. |
EQUITY PURCHASE AGREEMENT
EQUITY PURCHASE AGREEMENT | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 10 - EQUITY PURCHASE AGREEMENT | On June 12, 2017, the Company entered into an Equity Purchase Agreement with Crown Bridge. Pursuant to the terms of the Equity Purchase Agreement, Crown Bridge committed to purchase up to $3,000,000 of our common stock for a period of up to 24 months commencing upon the effectiveness of a registration statement covering the resale of shares issuable to Crown Bridge under the Equity Purchase Agreement. The Equity Purchase Agreement allowed the Company to deliver a put notice to Crown Bridge stating the dollar amount of common stock that it intends to sell to Crown Bridge on the date specified in the put notice. The amount of each put notice is limited to a formula that is equal to the lesser of (i) $100,000 or (ii) 150% of the average dollar value of the trading volume of the Company’s stock, measured at the lowest price during the trading period, for the seven days prior to the purchase of shares by Crown Bridge. The purchase price of shares issued in respect of each put notice is 80% of the average of the three lowest trading prices in the seven trading days immediately preceding the date on which the Company exercises its put right. On February 14, 2018, March 19, 2018 and April 2, 2018, the Company delivered put notices to Crown Bridge pursuant to the Equity Purchase Agreement. A total of 130,095,970 Class A common shares were issued to Crown Bridge for total net cash proceeds of $284,371. A fourth put notice, dated April 6, 2018, was delivered to Crown Bridge for 98,947,321 Class A common shares, which shares were issued in July 2018. The fourth put notice was funded in September 2018 in the amount of $116,252. The Company’s right to deliver further put notices under the Equity Purchase Agreement was terminated on April 10, 2018, when the listing of our Class A common stock was moved to the OTC Pink. |
STOCKHOLDERS' DEFICIT
STOCKHOLDERS' DEFICIT | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 11 - STOCKHOLDERS DEFICIT | Authorized Shares The Company currently has authorized 12,010,000,000 shares consisting of 10,000,000,000 shares of Class A common stock, 2,000,000,000 shares of Class B common stock and 10,000,000 shares of preferred stock. No shares of preferred stock have been issued. On September 14, 2018, the Company amended its articles of incorporation to provide for a 1 for 100 reverse stock split of our Class A and Class B common shares. Shareholders owning in excess of 50.1% of the outstanding shares of voting common stock of the Company executed a written consent approving an amendment to Article IV of the Amended and Restated Articles of Incorporation of the Company. The amendment was also approved by the Company’s Board of Directors and declared effective by FINRA on November 15, 2018. The Company has given retroactive effect to the reverse stock split for all periods presented. Stock Issuances During the nine months ended January 31, 2019, the Company issued a total of 16,217,608 shares of its Class A common stock: 426,419 shares for services valued at $80,812 resulting in a gain on extinguishment of debt of $14,751; 16,031 shares valued at $6,252 in payment of accrued expenses of $5,000 resulting in a loss on extinguishment of liabilities of $1,252; 14,785,215 shares valued at $1,734,552 in conversion of convertible notes principal of $942,082, accrued interest payable of $48,728, derivative liabilities of $742,242 and payment of fees of $1,500, resulting in a gain on conversion of debt of $41,198; 989,473 shares pursuant to Equity Purchase Agreement (Note 10) for stock subscription receivable of $116,252; and 469 shares valued at $1 for reverse split rounding. During the nine months ended January 31, 2018, the Company issued a total of 6,402,635 shares of its Class A common stock: 628,469 shares for common stock payable of $307,978; 192,500 shares for services valued at $227,125; 4,400 shares valued at $4,400 in payment of accrued expenses of $44,000 resulting in a gain on extinguishment of debt of $39,600; 3,533,600 shares in the cashless exercise of warrants and extinguishment of derivative liabilities of $1,906,006; 247,500 shares valued at $200,476 in the extinguishment of preferred stock of $137,500, accrued interest payable of $359,957 and derivative liabilities of $5,614 resulting in a gain on extinguishment of debt of $302,595; 160,000 shares valued at $124,800 in the extinguishment of a convertible note payable of $120,000 and accrued interest payable of $119,365 resulting in a gain on extinguishment of debt of $114,565; 100,000 shares valued at $110,000 for stock-based compensation and 1,536,166 shares valued at $1,215,377 in conversion of convertible notes principal of $660,170, accrued interest payable of $18,469 and derivative liabilities of $536,738. Warrants The Company has issued warrants in prior years to investors in a series of subscription agreements in equity financings or for other stock-based compensation. Certain of the warrants contain anti-dilution provisions that the Company has identified as derivatives. We estimate the fair value of the derivatives using multinomial lattice models that value the warrants based on a probability weighted cash flow model using projections of the various potential outcomes and considering the existence of a tainted equity environment (see Note 9). A summary of warrant activity during the nine months ended January 31, 2019 is presented below: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Outstanding, April 30, 2018 723,803 $ 1.00 3.90 Granted 541,715 $ 1.00 Canceled / Expired - Exercised - Outstanding, January 31, 2019 1,265,518 $ 1.00 3.15 The warrant shares granted during the nine months ended January 31, 2019 are comprised of warrant shares issued to warrant holders pursuant to anti-dilution provisions. Stock Options As a condition for entering into the October 9, 2018 GS convertible debenture (see Note 8), GS required affiliates of Jack W. Hanks and Bruce Lemons, our directors (the “Affiliates”), to pledge their shares of Class B Common Stock (constituting 100% of the outstanding shares of Class B Common Stock) to GS to secure the repayment of the debenture by the Company. As consideration to the Affiliates for entering into the GS pledge agreement, the Company granted a ten-year option, effective as of December 11, 2018, to the Affiliates to purchase 1,000,000 of Class A Shares and 1,000,000 of the Class B Shares at $0.08 per share. A summary of combined Class A and Class B stock option activity during the nine months ended January 31, 2019 is presented below: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Outstanding, April 30, 2018 - $ - Granted 2,000,000 $ 0.08 Canceled / Expired - Exercised - Outstanding, January 31, 2019 2,000,000 $ 0.08 9.87 Common Stock Reserved At January 31, 2019, 1,265,518 and 1,000,000 shares of the Company’s Class A common stock were reserved for issuance of outstanding warrants and stock options, respectively, and 3,820,254,111 shares of the Company’s Class A common stock were reserved for convertible notes payable. At January 31, 2019, 1,000,000 shares of the Company’s Class B common stock were reserved for issuance of outstanding stock options. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 12 - COMMITMENTS AND CONTINGENCIES | Legal There were no legal proceedings against the Company. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Jan. 31, 2019 | |
Notes to Financial Statements | |
NOTE 13 - SUBSEQUENT EVENTS | In accordance with ASC 855-10, all subsequent events have been reported through the filing date as set forth below. Subsequent to January 31, 2019, the Company issued a total of 4,791,584 shares of its Class A common stock: 120,984 shares for compensation valued at $6,194 and 4,670,000 shares in consideration for the conversion of note payable principal totaling $122,677 and accrued interest payable of $3,893. Effective February 7, 2019, the Company issued and delivered to Geneva a 12% convertible note in the principal amount of $56,500. The note was issued at a discount, resulting in the Company’s receipt of $50,000 after payment of $3,000 of fees and expenses of the lender and its counsel. Geneva, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock beginning 180 days following the date of the note at a 29% discount from the lowest trading price during the 20 days prior to conversion. The note matures on May 7, 2020. The Company may redeem the note at redemption prices ranging from 105% to 130% during the first 180 days after issuance. Effective February 20, 2019, the Company issued and delivered to GS a 10% convertible note in the principal amount of $110,000. The note was issued at a discount, resulting in the Company’s receipt of $100,000 after payment of $5,500 of fees and expenses of the lender and its counsel. During the first 180 days after the date of the note, GS, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at $0.08 per share. Beginning on the 180 th Effective February 27, 2019, the Company issued and delivered to One44 a 10% convertible note in the principal amount of $100,000. The Company received net proceeds of $95,000 after payment of $5,000 of fees and expenses of the lender and its counsel. One44, at any time at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to and including the day the notice of conversion is received by the Company, with a floor of $0.03 per share. The note matures on February 27, 2020. The Company may redeem the note at redemption prices ranging from 130% to 140% during the first 180 days after issuance. Effective February 27, 2019, the Company issued and delivered to Coventry Enterprises, LLC (“Coventry”) a 10% convertible note in the principal amount of $55,000. The Company received net proceeds of $50,000 after payment of $5,000 of fees and expenses of the lender and its counsel. Coventry, at any time at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to and including the day the notice of conversion is received by the Company. The note matures on February 27, 2020. The Company may redeem the note at a redemption price of 135% during the first 150 days after issuance. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING (POLICIES) | 9 Months Ended |
Jan. 31, 2019 | |
Summary Of Significant Accounting Policies Policies | |
Consolidation | The accompanying consolidated financial statements include the accounts of the Company and its aforementioned subsidiaries and entities under common ownership. All significant intercompany accounts and transactions have been eliminated in consolidation. The ownership interests in subsidiaries that are held by owners other than the Company are recorded as non-controlling interest and reported in our consolidated balance sheets within stockholders’ deficit. Losses attributed to the non-controlling interest and to the Company are reported separately in our consolidated statements of operations. |
Use of estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Derivative liabilities | In a series of subscription agreements, we have issued warrants in prior years that contain certain anti-dilution provisions that we have identified as derivatives. We have also identified the conversion feature of certain of our convertible notes payable as derivatives. As of January 31, 2019, the number of warrants or common shares to be issued under these agreements is indeterminate; therefore, the Company concluded that the equity environment is tainted and all additional warrants, stock options and convertible debt are included in the value of the derivative. We estimate the fair value of the derivatives using multinomial lattice models that value the derivative liabilities based on a probability weighted cash flow model using projections of the various potential outcomes. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility and management’s estimates of various potential equity financing transactions. These inputs are subject to significant changes from period to period and to management’s judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material. |
Property and equipment | Property and equipment is recorded at the lower of cost or estimated net recoverable amount, and is depreciated using the straight-line method over the estimated useful life of the related asset as follows: Office furniture and equipment 10 years Computer equipment and software 5 years Maintenance and repairs are charged to expense as incurred. Significant renewals and betterments will be capitalized. At the time of retirement or other disposition of equipment, the cost and accumulated depreciation will be removed from the accounts and the resulting gain or loss, if any, will be reflected in operations. The Company will assess the recoverability of property and equipment by determining whether the depreciation and amortization of these assets over their remaining life can be recovered through projected undiscounted future cash flows. The amount of equipment impairment, if any, will be measured based on fair value and is charged to operations in the period in which such impairment is determined by management. |
Fair value of financial instruments | Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures, Financial Instruments, An entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value using a hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy prioritized the inputs into three levels that may be used to measure fair value: Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in markets that are not active. Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. Our derivative liabilities are measured at fair value on a recurring basis and estimated as follows: January 31, 2019 Total Level 1 Level 2 Level 3 Derivative liabilities $ 2,061,923 $ - $ - $ 2,061,923 April 30, 2018 Total Level 1 Level 2 Level 3 Derivative liabilities $ 996,603 $ - $ - $ 996,603 |
Revenue Recognition | We recognize revenue in accordance with the Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification (“ASC”), Topic 605, Revenue Recognition. Accordingly, we recognize revenue when (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. |
Refinery start-up costs | Costs incurred prior to opening the Company’s proposed crude oil refinery in Pecos County, Texas, including acquisition of refinery rights, planning, design and permitting, are recorded as start-up costs and expensed as incurred. |
Basic and diluted income (loss) per share | Basic net income or loss per share is calculated by dividing net income or loss (available to common stockholders) by the weighted average number of common shares outstanding for the period. Diluted income or loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as stock options, warrants, convertible debt and convertible preferred stock, were exercised or converted into common stock. For the three months and nine months ended January 31, 2019 and 2018, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share, therefore, basic net loss per share is the same as diluted net loss per share. |
Stock-based compensation | Pursuant to FASB ASC 718, all share-based payments to employees, including grants of employee stock options, are recognized in the statement of operations based on their fair values. For the nine months ended January 31, 2019 and 2018, the Company recorded share-based compensation to employees of $12,807 and $0, respectively. |
Issuance of shares for non-cash consideration | The Company accounts for the issuance of equity instruments to acquire goods and/or services based on the fair value of the goods and services or the fair value of the equity instrument at the time of issuance, whichever is more reliably determinable. The Company’s accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services follows the provisions of the standards issued by the FASB. The measurement date for the fair value of the equity instruments issued is determined as the earlier of (i) the date at which a commitment for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendor’s performance is complete. In the case of equity instruments issued to consultants, the fair value of the equity instrument is recognized over the term of the consulting agreement. |
Reclassifications | Certain amounts in the consolidated financial statements for prior year periods have been reclassified to conform with the current year periods presentation. |
Recently Issued Accounting Pronouncements | In August 2018, the FASB issued Accounting Standards Update (“ASU”) 2018-13, “Fair Value Measurement (Topic 820).” The amendments in this Update modify certain disclosure requirements of fair value measurements and are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company is currently unable to determine the impact on its consolidated financial statements of the adoption of this new accounting pronouncement. Although there are several other new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had or will have a material impact on its consolidated financial position or results of operations. |
BACKGROUND, ORGANIZATION AND _2
BACKGROUND, ORGANIZATION AND BASIS OF PRESENTATION (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Background Organization And Basis Of Presentation Tables | |
Entity operational details | Name of Entity % Form of Entity State of Incorporation Relationship MMEX Resources Corporation (“MMEX”) - Corporation Nevada Parent Pecos Refining & Transport, LLC 100 % Corporation Texas Subsidiary Armadillo Holdings Group Corp. (“AHGC”) 100 % Corporation British Virgin Isles Subsidiary Armadillo Mining Corp. (“AMC”) 98.6 % Corporation British Virgin Isles Subsidiary |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Summary Of Significant Accounting Policies Tables | |
Estimated useful life of the related asset | Office furniture and equipment 10 years Computer equipment and software 5 years |
Summary of derivative liabilities | January 31, 2019 Total Level 1 Level 2 Level 3 Derivative liabilities $ 2,061,923 $ - $ - $ 2,061,923 April 30, 2018 Total Level 1 Level 2 Level 3 Derivative liabilities $ 996,603 $ - $ - $ 996,603 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Property And Equipment Tables | |
Property and Equipment | January 31, 2019 April 30, 2018 Office furniture and equipment $ 13,863 $ 13,863 Computer equipment and software 10,962 10,962 Less accumulated depreciation and amortization (10,027 ) (8,312 ) 14,798 16,513 Land and improvements 551,574 284,756 $ 566,372 $ 301,269 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Accrued Expenses Tables | |
Accrued expenses | January 31, 2019 April 30, 2018 Accrued payroll $ 30,090 $ 30,090 Accrued consulting 5,750 5,000 Accrued consulting – related party 31,633 31,633 Accrued interest 177,104 142,773 Other 62,541 62,541 $ 307,118 $ 272,037 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Notes payable, currently in default | January 31, 2019 April 30, 2018 Note payable to an unrelated party, maturing March 18, 2014, with interest at 10% $ 75,001 $ 75,001 $ 75,001 $ 75,001 |
Convertible notes payable, currently in default | January 31, 2019 April 30, 2018 Note payable to an unrelated party, maturing January 27, 2012, with interest at 25%, convertible into common shares of the Company at $3.70 per share $ 50,000 $ 50,000 Note payable to an unrelated party, maturing December 31, 2010, with interest at 10%, convertible into common shares of the Company at $1.00 per share 25,000 25,000 75,000 75,000 Less discount - - Total $ 75,000 $ 75,000 |
Long Term Convertible Notes Payable [Member] | |
Long-term convertible notes payable | January 31, 2019 April 30, 2018 Note payable to an accredited investor, maturing two years from each advance, with an original issue discount equal to 10% and a one-time interest charge of 12% added to principal, convertible into common shares of the Company at a defined variable exercise price: Advance dated September 13, 2018, maturing September 13, 2020 $ 123,200 $ - Advance dated October 16, 2018, maturing October 16, 2020 246,400 - Note payable to an accredited investor, maturing two years from each advance, with an original issue discount equal to 10% and a one-time interest charge of 12% added to principal, convertible into common shares of the Company at a defined variable exercise price: Advance dated October 19, 2017, maturing October 19, 2019 27,330 183,580 Advance dated December 14, 2017, maturing December 14, 2019, converted in full into shares of Class A common stock - 123,200 Advance dated February 28, 2018, maturing February 28, 2020, converted in full into shares of Class A common stock - 54,520 Total 396,930 361,300 Less October 19, 2017 advance recorded as current (27,330 ) - Long-term debt 369,600 Less discount (238,953 ) (258,932 ) Total $ 130,647 $ 102,368 |
Convertible Notes Payable [Member] | |
Convertible notes payable, currently in default | January 31, 2019 April 30, 2018 Note payable to an accredited investor, maturing two years from each advance, with an original issue discount equal to 10% and a one-time interest charge of 12% added to principal, convertible into common shares of the Company at a defined variable exercise price. Advance dated October 19, 2017, maturing October 19, 2019 $ 27,330 $ - Note payable to an accredited investor, maturing March 21, 2019, with interest at 8%, convertible into common shares of the Company at a defined variable exercise price 107,661 220,000 Note payable to an accredited investor, maturing March 21, 2019, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 60,000 120,000 Note payable to an accredited investor, maturing May 30, 2019, with interest at 12%, convertible into common shares of the Company at a defined variable exercise price 53,000 - Note payable to an accredited investor, maturing September 13, 2019, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 110,000 - Note payable to an accredited investor, maturing September 18, 2019, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 70,000 - Original issue discount convertible debenture to an accredited investor, maturing October 5, 2019, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 600,000 - Note payable to an accredited investor, maturing January 4, 2020, with interest at 9%, convertible into common shares of the Company at a defined variable exercise price 136,000 - Note payable to an accredited investor, maturing January 11, 2020, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 120,000 - Note payable to an accredited investor, maturing January 17, 2020, with interest at 12%, convertible into common shares of the Company at a defined variable exercise price 125,000 - Note payable to an accredited investor, maturing January 31, 2020, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price 125,000 - Note payable to an accredited investor, maturing March 14, 2019, with interest at 12%, paid in full in September 2018 - 125,000 Note payable to an accredited investor, maturing November 30, 2018, with interest at 12%, converted in full into shares of Class A common stock - 83,000 Note payable to an accredited investor, maturing January 23, 2019, with interest at 8%, converted in full into shares of Class A common stock - 173,000 Note payable to an accredited investor, maturing November 13, 2018, with interest at 12%, converted in full into shares of Class A common stock - 111,773 Total 1,533,991 832,773 Less discount (904,036 ) (504,590 ) Net $ 629,955 $ 328,183 |
DERIVATIVE LIABILITIES (Tables)
DERIVATIVE LIABILITIES (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Derivative Liabilities | |
Derivative liabilities | Options and Convertible Warrants Notes Total Balance, April 30, 2018 $ 90,772 $ 905,831 $ 996,603 New issuances of options, warrants and debt 42,217 1,382,595 1,424,812 Debt conversions and warrant exercises - (742,242 ) (742,242 ) Debt repayments - (103,319 ) (103,319 ) Change in fair value of derivative liabilities (57,581 ) 543,650 486,069 Balance, January 31, 2019 $ 75,408 $ 1,986,515 $ 2,061,923 |
STOCKHOLDERS' DEFICIT (Tables)
STOCKHOLDERS' DEFICIT (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Changes In Stockholders Equity Deficit Tables | |
Summary of warrant activity | Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Outstanding, April 30, 2018 723,803 $ 1.00 3.90 Granted 541,715 $ 1.00 Canceled / Expired - Exercised - Outstanding, January 31, 2019 1,265,518 $ 1.00 3.15 |
Summary of combined stock option activity | Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Outstanding, April 30, 2018 - $ - Granted 2,000,000 $ 0.08 Canceled / Expired - Exercised - Outstanding, January 31, 2019 2,000,000 $ 0.08 9.87 |
BACKGROUND, ORGANIZATION AND _3
BACKGROUND, ORGANIZATION AND BASIS OF PRESENTATION (Details) | 9 Months Ended |
Jan. 31, 2019 | |
State of Incorporation | Nevada |
Mmex Resources Corporation [Member] | |
Form of Entity | Corporation |
State of Incorporation | Nevada |
Relationship | Parent |
Pecos Refining & Transport, LLC [Member] | |
Ownership Percentage | 100.00% |
Form of Entity | Corporation |
State of Incorporation | Texas |
Relationship | Subsidiary |
Armadillo Holdings Group Corp [Member] | |
Ownership Percentage | 100.00% |
Form of Entity | Corporation |
State of Incorporation | British Virgin Isles |
Relationship | Subsidiary |
Armadillo Mining Corp [Member] | |
Ownership Percentage | 98.60% |
Form of Entity | Corporation |
State of Incorporation | British Virgin Isles |
Relationship | Subsidiary |
BACKGROUND, ORGANIZATION AND _4
BACKGROUND, ORGANIZATION AND BASIS OF PRESENTATION (Details Narrative) | 9 Months Ended |
Jan. 31, 2019 | |
Background Organization And Basis Of Presentation Details Narrative Abstract | |
State of Incorporation | Nevada |
Year of Incorporation | 2005 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 9 Months Ended |
Jan. 31, 2019 | |
Office furniture and equipment [Member] | |
Property plant and equipment estimated useful life | 10 years |
Computer equipment and software [Member] | |
Property plant and equipment estimated useful life | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Derivative liabilities | $ 2,061,923 | $ 996,603 |
Level 1 [Member] | ||
Derivative liabilities | ||
Level 2 [Member] | ||
Derivative liabilities | ||
Level 3 [Member] | ||
Derivative liabilities | $ 2,061,923 | $ 996,603 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 9 Months Ended | |
Jan. 31, 2019 | Jan. 31, 2018 | |
Summary Of Significant Accounting Policies | ||
Share-based compensation to employees | $ 12,807 | $ 0 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Going Concern Details Narrative | ||
Accumulated deficit | $ (38,580,453) | $ (35,077,288) |
Stockholders' deficit | $ (3,449,098) | $ (1,945,922) |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | Apr. 30, 2018 | |
Accrued expenses - related party | $ 31,633 | $ 31,633 | $ 31,633 | ||
Accounts payable | 898,466 | 898,466 | 708,072 | ||
Share-based compensation to employees, Value | $ 12,807 | $ 0 | |||
GS pledge agreement, description | December 11, 2018, to the Affiliates to purchase 1,000,000 of Class A Shares and 1,000,000 of the Class B Shares at $0.08 per share. | ||||
Interest expense from issuance of stock options | $ 42,217 | ||||
Maple Resources Corporation [Member] | |||||
Consulting fees expense and expense reimbursement | 92,212 | $ 22,025 | 257,391 | $ 56,030 | |
Accounts payable | $ 1,049 | $ 1,049 | $ 5,583 | ||
Common Class A [Member] | |||||
Share-based compensation to employees, shares | 1,309,257 | ||||
Share-based compensation to employees, Value | $ 12,807 | ||||
Common Class B [Member] | Convertible debenture [Member] | Director [Member] | |||||
Outstanding shares to be kept as pledge to secure debt, percentage | 100.00% |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Less accumulated depreciation and amortization | $ (10,027) | $ (8,312) |
Property and equipment, net of accumulated depreciation and amortization | 14,798 | 16,513 |
Property and equipment, net | 566,372 | 301,269 |
Office furniture and equipment [Member] | ||
Property and equipment, gross | 13,863 | 13,863 |
Computer equipment and software [Member] | ||
Property and equipment, gross | 10,962 | 10,962 |
Land and improvements [Member] | ||
Property and equipment, gross | $ 551,574 | $ 284,756 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jul. 28, 2017USD ($)a | Jan. 31, 2019USD ($) | Jan. 31, 2018USD ($) | Jan. 31, 2019USD ($) | Jan. 31, 2018USD ($) | |
Depreciation and amortization expense | $ 571 | $ 723 | $ 1,715 | $ 1,430 | |
Acquisition of land | a | 126 | ||||
Payment to acquire land | $ 67,088 | ||||
Land Parcel [Member] | |||||
Payments to acquire easements of land | $ 484,486 |
REFINERY PROJECT (Details Narra
REFINERY PROJECT (Details Narrative) | Mar. 04, 2017USD ($)shares | Jul. 28, 2017USD ($)aInteger | Jan. 31, 2019shares | Apr. 30, 2018shares |
Refinery start-up costs | $ 150,000 | |||
Acquisition of land | a | 126 | |||
Payment to acquire of land | $ 67,088 | |||
Common Class B [Member] | ||||
Acquire shares of common stock | shares | 15,000,000 | |||
Common stock, shares issued | shares | 15,000,000 | 15,000,000 | ||
Refinery project operation description | Through our wholly-owned subsidiary, Pecos Refining, we intend initially to build and commence operation of a 10,000 barrel-per-day distillation unit (the “Distillation Unit”) that will produce a non-transportation grade diesel primarily for sale in the local market for drilling mud and frac fluids, along with naphtha and heavy fuel oil to be sold to other refiners. Through a separate subsidiary, we intend to build and commence operation of a crude oil refinery (the “Large Refinery”) with up to 100,000 barrel-per-day capacity at the same location in West Texas (collectively with the Distillation Unit, the “Refinery Project”). The Refinery Project will be built on 476 acres located 20 miles northeast of Fort Stockton, Texas.</font></p> | |||
Common Class B [Member] | Rights [Member] | ||||
Common stock, shares issued | shares | 15,000,000 | |||
Common Stock, Value | $ 150,000 | |||
Land Parcel [Member] | First Tranche [Member] | ||||
Acquisition of land | a | 126 | |||
Land purchase price per acre | $ 550 | |||
Payment to acquire of land | $ 69,249 | |||
Land Parcel [Member] | Second Tranche [Member] | ||||
Remaining property to acquire | Integer | 381 | |||
Land purchase price per acre | $ 550 | |||
Payment to acquire of land | $ 210,000 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Total Accrued Expenses | $ 307,118 | $ 272,037 |
Accrued Payroll [Member] | ||
Total Accrued Expenses | 30,090 | 30,090 |
Accrued Consulting [Member] | ||
Total Accrued Expenses | 5,750 | 5,000 |
Accrued Consulting - Related Party [Member] | ||
Total Accrued Expenses | 31,633 | 31,633 |
Accrued Interest [Member] | ||
Total Accrued Expenses | 177,104 | 142,773 |
Other [Member] | ||
Total Accrued Expenses | $ 62,541 | $ 62,541 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Notes payable, currently in default | $ 75,001 | $ 75,001 |
Note Payable [Member] | ||
Notes payable, currently in default | $ 75,001 | $ 75,001 |
NOTES PAYABLE (Details 1)
NOTES PAYABLE (Details 1) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Convertible notes payable | $ 75,000 | $ 75,000 |
Less discount | 0 | 0 |
Total | 75,000 | 75,000 |
Convertible Notes Payable [Member] | ||
Convertible notes payable | 50,000 | 50,000 |
Convertible Notes Payable One [Member] | ||
Convertible notes payable | $ 25,000 | $ 25,000 |
NOTES PAYABLE (Details 2)
NOTES PAYABLE (Details 2) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Total | $ 1,533,991 | $ 832,773 |
Less discount | (904,036) | (504,590) |
Net | 629,955 | 328,183 |
Convertible Notes Payable [Member] | Accredited investor [Member] | ||
Total | 27,330 | |
Convertible Notes Payable [Member] | Accredited investor one [Member] | ||
Total | 107,661 | 220,000 |
Convertible Notes Payable [Member] | Accredited investor two [Member] | ||
Total | 60,000 | 120,000 |
Convertible Notes Payable [Member] | Accredited investor three [Member] | ||
Total | 53,000 | |
Convertible Notes Payable [Member] | Accredited investor four [Member] | ||
Total | 110,000 | |
Convertible Notes Payable [Member] | Accredited investor five [Member] | ||
Total | 70,000 | |
Convertible Notes Payable [Member] | Accredited investor six [Member] | ||
Total | 600,000 | |
Convertible Notes Payable [Member] | Accredited investor seven [Member] | ||
Total | 136,000 | |
Convertible Notes Payable [Member] | Accredited investor Eight [Member] | ||
Total | 120,000 | |
Convertible Notes Payable [Member] | Accredited investor Nine [Member] | ||
Total | 125,000 | |
Convertible Notes Payable [Member] | Accredited investor Ten [Member] | ||
Total | 125,000 | |
Convertible Notes Payable [Member] | Accredited investor Eleven [Member] | ||
Total | 125,000 | |
Convertible Notes Payable [Member] | Accredited investor twelve [Member] | ||
Total | 83,000 | |
Convertible Notes Payable [Member] | Accredited investor thirteen [Member] | ||
Total | 173,000 | |
Convertible Notes Payable [Member] | Accredited investor fourteen [Member] | ||
Total | $ 111,773 |
NOTES PAYABLE (Details 3)
NOTES PAYABLE (Details 3) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Total | $ 396,930 | $ 361,300 |
Less October 19, 2017 advanced recorded as current | (27,330) | |
Long-term debt | 369,600 | |
Less discount | (238,953) | (258,932) |
Total | 130,647 | 102,368 |
Long Term Convertible Notes Payable [Member] | ||
Total | 123,200 | |
Long Term Convertible Notes Payable One [Member] | ||
Total | 246,400 | |
Long Term Convertible Notes Payable Two [Member] | ||
Total | 27,330 | 183,580 |
Long Term Convertible Notes Payable Three [Member] | ||
Total | 123,200 | |
Long Term Convertible Notes Payable Four [Member] | ||
Total | $ 54,520 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | Jan. 11, 2019 | Jan. 04, 2019 | Dec. 14, 2018 | Nov. 13, 2018 | Oct. 09, 2018 | Sep. 13, 2018 | Jul. 10, 2018 | May 02, 2018 | Mar. 14, 2018 | Jan. 31, 2019 | Jan. 17, 2019 | Oct. 19, 2018 | Oct. 16, 2018 | Sep. 18, 2018 | Aug. 16, 2018 | Mar. 21, 2018 | Feb. 28, 2018 | Feb. 16, 2018 | Jan. 19, 2018 | Dec. 31, 2017 | Oct. 19, 2017 | Jan. 31, 2019 | Jan. 31, 2018 | Apr. 30, 2018 |
Accrued interest payable | $ 38,666 | $ 38,666 | $ 24,805 | |||||||||||||||||||||
Proceeds from issuance of debt | 1,650,028 | $ 1,111,250 | ||||||||||||||||||||||
Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Accrued interest payable | 94,429 | 94,429 | 85,991 | |||||||||||||||||||||
Notes Payable [Member] | ||||||||||||||||||||||||
Accrued interest payable | 44,009 | 44,009 | 38,384 | |||||||||||||||||||||
Vista [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 550,000 | $ 550,000 | ||||||||||||||||||||||
Initial advance amount | $ 100,000 | $ 165,000 | ||||||||||||||||||||||
Original issue discount description | An original issue discount equal to 10% of each advance will be added to principal. | An original issue discount equal to 10% of each advance will be added to principal. | Original issue discount equal to 10% of each advance and a one-time interest charge of 12% were added to the principal. | |||||||||||||||||||||
Proceeds from issuance of debt | $ 160,000 | $ 160,000 | ||||||||||||||||||||||
Legal fees | $ 5,000 | 5,000 | ||||||||||||||||||||||
Debt issue discount | $ 10,000 | 16,500 | ||||||||||||||||||||||
Interest charge | 13,200 | $ 21,780 | ||||||||||||||||||||||
Penalty charges | $ 10,000 | |||||||||||||||||||||||
Principal debt balance | 27,330 | $ 213,280 | 27,330 | 183,580 | ||||||||||||||||||||
Description for maturity period | The maturity date of advances under the convertible note is two years from the date of each advance | |||||||||||||||||||||||
Debt instrument converted amount | 156,250 | 29,700 | ||||||||||||||||||||||
Vista [Member] | Convertible Notes Payable [Member] | Maximum [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 550,000 | |||||||||||||||||||||||
Initial advance amount | $ 165,000 | |||||||||||||||||||||||
Vista [Member] | Second Advance [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Proceeds from issuance of debt | $ 200,000 | |||||||||||||||||||||||
Debt issue discount | 20,000 | |||||||||||||||||||||||
Interest charge | $ 26,400 | |||||||||||||||||||||||
Principal debt balance | $ 246,400 | |||||||||||||||||||||||
Vista One [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Principal debt balance | 123,200 | 123,200 | ||||||||||||||||||||||
Power Up [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 111,773 | $ 68,000 | $ 78,000 | $ 53,000 | $ 83,000 | |||||||||||||||||||
Interest rate | 12.00% | 12.00% | 12.00% | 12.00% | 12.00% | |||||||||||||||||||
Proceeds from issuance of debt | $ 97,000 | $ 75,000 | $ 65,000 | $ 50,000 | $ 80,000 | |||||||||||||||||||
Legal fees | $ 3,000 | $ 3,000 | $ 3,000 | $ 3,000 | $ 3,000 | |||||||||||||||||||
Debt redemption description | Company’s common stock (i) during the first 180 days, at a price of $.03 per share of common stock and (ii) thereafter at a 40% discount from the average of the three lowest trading price during the 25 days prior to conversion. </font></p> <p style="margin: 0pt; text-align: justify"></p>" id="sjs-E35">Power Up, at its option, could convert the unpaid principal balance of, and accrued interest on, the note into shares of the </font><font style="font: 10pt Times New Roman, Times, Serif; word-spacing: 0px">Company’s common stock (i) during the first 180 days, at a price of $.03 per share of common stock and (ii) thereafter at a 40% discount from the average of the three lowest trading price during the 25 days prior to conversion. </font></p> <p style="margin: 0pt; text-align: justify"></p> | Power Up, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 39% discount from the average of the two lowest trading prices during the 20 days prior to conversion. The Company may prepay the note at a 20% redemption premium during the first 30 days after issuance, increasing in 5% increments each 30-day period thereafter until 180 days from issuance, after which the note may not be prepaid.</p> | Power Up, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 39% discount from the average of the two lowest trading price during the 20 days prior to conversion. The Company may prepay the note at a 20% redemption premium during the first 30 days after issuance, increasing in 5% increments each 30 day period thereafter until 180 days from issuance, after which the note may not be prepaid. </font></p> | Power Up, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 39% discount from the average of the two lowest trading prices during the 20 days prior to conversion. The Company may prepay the note at a 20% redemption premium during the first 30 days after issuance, increasing in 5% increments each 30-day period thereafter until 180 days from issuance, after which the note may not be prepaid. </p> | </p>" id="sjs-S35">Power Up, at its option beginning August 15, 2018, may convert the unpaid principal balance of, and accrued interest on, the note into shares of the  Company’scommon stock at a 39% discount from the average of the two lowest trading price during the 20 days prior to conversion. The Company may prepay the note at a 20% redemption premium during the first 30 days after issuance, increasing to 25% after 30 days from issuance, 33% after 60 days from issuance, 35% after 90 days from issuance, 40% after 120 days from issuance and 45% after 150 days from issuance. After the expiration of 180 days after issuance, the Company has no right of prepayment. </font></p> <p style="margin: 0pt; text-align: justify"></p> | |||||||||||||||||||
GS [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 600,000 | $ 110,000 | $ 70,000 | $ 173,000 | ||||||||||||||||||||
Interest rate | 10.00% | 10.00% | 10.00% | 8.00% | ||||||||||||||||||||
Proceeds from issuance of debt | $ 550,000 | $ 100,000 | $ 56,589 | $ 150,000 | ||||||||||||||||||||
Legal fees | $ 50,000 | $ 5,500 | $ 9,101 | $ 8,000 | ||||||||||||||||||||
Principal debt balance | 110,000 | 110,000 | ||||||||||||||||||||||
Debt redemption description | GS, at its option on and after the six month anniversary of the date of issuance, may convert the unpaid principal balance of, and accrued interest on, the debentures into shares of common stock thereafter at a 40% discount from the average of the three lowest trading price during the 25 days prior to conversion. The debenture matures on October 5, 2019. The Company may redeem the debenture at redemption prices ranging from 112% to 137% during the first 180 days after issuance. | i) during the first 180 days, at a price of $3.00 per share of common stock and (ii) thereafter at a 40% discount from the lowest trading price during the 20 days prior to conversion. The note matures on September 13, 2019. The Company may redeem the note at redemption prices ranging from 115% to 135% during the first 180 days after issuance.</font></p>" id="sjs-G42">GS, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock (</font><font style="font: 10pt Times New Roman, Times, Serif; word-spacing: 0px">i) during the first 180 days, at a price of $3.00 per share of common stock and (ii) thereafter at a 40% discount from the lowest trading price during the 20 days prior to conversion. The note matures on September 13, 2019. The Company may redeem the note at redemption prices ranging from 115% to 135% during the first 180 days after issuance.</font></p> | GS, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to conversion (with a floor of $3.00 per share during the first six months after issuance.) The note matures on September 13, 2019. The Company may redeem the note at redemption prices ranging from 130% to 145% during the first 180 days after issuance.</p> | i) during the first 180 days, at a price of $3.00 per share of common stock and (ii) thereafter at a 40% discount from the average of the three lowest trading price during the 25 days prior to conversion. The note matures on January 23, 2019. The Company may redeem the note at redemption prices ranging from 118% to 133% during the first 180 days after issuance.</font></p> <p style="margin: 0pt; text-align: justify"></p>" id="sjs-T42">GS, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock (</font><font style="font: 10pt Times New Roman, Times, Serif; word-spacing: 0px">i) during the first 180 days, at a price of $3.00 per share of common stock and (ii) thereafter at a 40% discount from the average of the three lowest trading price during the 25 days prior to conversion. The note matures on January 23, 2019. The Company may redeem the note at redemption prices ranging from 118% to 133% during the first 180 days after issuance.</font></p> <p style="margin: 0pt; text-align: justify"></p> | ||||||||||||||||||||
JSJ [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 125,000 | |||||||||||||||||||||||
Interest rate | 12.00% | |||||||||||||||||||||||
Proceeds from issuance of debt | $ 115,750 | |||||||||||||||||||||||
Legal fees | $ 3,000 | |||||||||||||||||||||||
Debt redemption description | The Company can redeem the note at any time prior to 90 days from the issuance date at a redemption price of 120% plus accrued interest. The redemption price thereafter increases to 125%, plus accrued interest, until the 120th day from issuance, and thereafter increases to a redemption price of 145% plus accrued interest until the 180th day after issuance and 150% plus accrued interest until the maturity date of March 14, 2019. JSJ, at its option, may convert the unpaid principal balance and accrued interest into shares of the Company’s Class A common stock at a price of no lower than $3.00 per share of common stock until the 180th day after issuance and thereafter at a price 40% discount from the lowest trading price during the 20 days prior to conversion.</p> | |||||||||||||||||||||||
GS Two [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Principal debt balance | 600,000 | 600,000 | ||||||||||||||||||||||
GS One [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Principal debt balance | 70,000 | 70,000 | ||||||||||||||||||||||
Power Up One [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Principal debt balance | 53,000 | 53,000 | ||||||||||||||||||||||
Redstart [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Debt instrument converted amount | 68,000 | |||||||||||||||||||||||
One44 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 120,000 | |||||||||||||||||||||||
Interest rate | 10.00% | |||||||||||||||||||||||
Proceeds from issuance of debt | $ 114,000 | |||||||||||||||||||||||
Legal fees | $ 6,000 | |||||||||||||||||||||||
Principal debt balance | 60,000 | 60,000 | ||||||||||||||||||||||
Debt instrument converted amount | 60,000 | |||||||||||||||||||||||
Debt redemption description | Company’s Class A common stock at a 40% discount from the lowest trading price during the prior 20 trading days including the day the notice of conversion is received by the Company, with a floor of $0.03 per share until the 180th day after issuance.</font></p>" id="sjs-Q64">The Company can redeem the note at any time prior to 60 days from the issuance date at a redemption price of 130% of principal and accrued interest. The redemption price thereafter increases to 140% of principal and accrued interest, after 60 days until 120 days from the issuance date and 145% of principal and accrued interest after 120 days until the 180 days after issuance. GS, at its option, may convert the unpaid principal balance and accrued interest into shares of the </font><font style="font: 10pt Times New Roman, Times, Serif; word-spacing: 0px">Company’s Class A common stock at a 40% discount from the lowest trading price during the prior 20 trading days including the day the notice of conversion is received by the Company, with a floor of $0.03 per share until the 180th day after issuance.</font></p> | |||||||||||||||||||||||
Auctus [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 220,000 | |||||||||||||||||||||||
Interest rate | 8.00% | |||||||||||||||||||||||
Proceeds from issuance of debt | $ 202,000 | |||||||||||||||||||||||
Legal fees | $ 18,000 | |||||||||||||||||||||||
Principal debt balance | 107,661 | 107,661 | ||||||||||||||||||||||
Debt instrument converted amount | 112,339 | |||||||||||||||||||||||
Debt redemption description | Auctus, at its option, may convert the unpaid principal balance and accrued interest into shares of the Company’s Class A common stock at a price of no lower than $3.00 per share of common stock until the 180th day after issuance and thereafter at a 45% discount from the average of the two lowest trading prices during the 25 days prior to conversion.</font></p>" id="sjs-Q72">The Company can redeem the note at any time prior to 90 days from the issuance date at a redemption price of 130% plus accrued interest. The redemption price thereafter increases to 145%, plus accrued interest, until the 180th day after issuance. </font><font style="font: 10pt Times New Roman, Times, Serif; word-spacing: 0px">Auctus, at its option, may convert the unpaid principal balance and accrued interest into shares of the Company’s Class A common stock at a price of no lower than $3.00 per share of common stock until the 180th day after issuance and thereafter at a 45% discount from the average of the two lowest trading prices during the 25 days prior to conversion.</font></p> | |||||||||||||||||||||||
Convertible Note [Member] | Auctus Fund, LLC [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 125,000 | $ 125,000 | ||||||||||||||||||||||
Interest rate | 10.00% | 10.00% | ||||||||||||||||||||||
Proceeds from issuance of debt | $ 112,250 | |||||||||||||||||||||||
Legal fees | $ 12,750 | |||||||||||||||||||||||
Debt redemption description | The Company may redeem the note at redemption prices ranging from 120% to 135% during the first 180 days after issuance. The Company may not redeem the note after 180 days from the issuance date | |||||||||||||||||||||||
Terms of conversion feature | Auctus, on or following the 180th calendar day after the issuance date of the note, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock a 40% discount to the lowest trading price during the 20 days prior to the date the notice of conversion is received by the Company | |||||||||||||||||||||||
Convertible Note [Member] | JSJ Investments, Inc [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 125,000 | |||||||||||||||||||||||
Interest rate | 12.00% | |||||||||||||||||||||||
Proceeds from issuance of debt | $ 122,000 | |||||||||||||||||||||||
Legal fees | $ 3,000 | |||||||||||||||||||||||
Principal debt balance | $ 125,000 | $ 125,000 | ||||||||||||||||||||||
Debt redemption description | The Company may redeem the note at redemption prices ranging from 135% to 150% during the first 180 days after issuance | |||||||||||||||||||||||
Terms of conversion feature | JSJ, at any time at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at $0.03 per share or, upon the occurrence of certain defined defaults, at a 42% discount to the lowest trading price during the 20 days prior to the date the notice of conversion is received by the Company | |||||||||||||||||||||||
Maturity date | Jan. 17, 2020 | |||||||||||||||||||||||
Convertible Note [Member] | One44 Capital LLC [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 120,000 | |||||||||||||||||||||||
Interest rate | 10.00% | |||||||||||||||||||||||
Proceeds from issuance of debt | $ 114,000 | $ 125,000 | ||||||||||||||||||||||
Legal fees | $ 6,000 | $ 3,000 | ||||||||||||||||||||||
Principal debt balance | 120,000 | 120,000 | ||||||||||||||||||||||
Debt redemption description | The Company may redeem the note at redemption prices ranging from 130% to 140% during the first 180 days after issuance. The Company may not redeem the note after 180 days from the issuance date | The Company may redeem the note at redemption prices ranging from 105% to 130% during the first 180 days after issuance | ||||||||||||||||||||||
Terms of conversion feature | One44, at any time at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to and including the day the notice of conversion is received by the Company, with a floor of $0.03 per share | Geneva, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock beginning 180 days following the date of the note at a 29% discount from the average of the three lowest trading price during the 20 days prior to conversion | ||||||||||||||||||||||
Maturity date | Jan. 11, 2020 | Apr. 4, 2020 | ||||||||||||||||||||||
Convertible Note [Member] | Geneva Roth Remark Holding, Inc. [Member] | ||||||||||||||||||||||||
Issuance of debt | $ 136,000 | |||||||||||||||||||||||
Interest rate | 9.00% | |||||||||||||||||||||||
Principal debt balance | $ 136,000 | 136,000 | ||||||||||||||||||||||
Long Term Convertible Note [Member] | Vista Two [Member] | ||||||||||||||||||||||||
Debt instrument converted amount | 54,520 | |||||||||||||||||||||||
Long Term Convertible Note [Member] | Vista [Member] | ||||||||||||||||||||||||
Principal debt balance | 123,200 | |||||||||||||||||||||||
Long Term Convertible Note [Member] | Vista [Member] | Second Advance [Member] | ||||||||||||||||||||||||
Proceeds from issuance of debt | $ 100,000 | |||||||||||||||||||||||
Debt issue discount | 10,000 | |||||||||||||||||||||||
Interest charge | $ 13,200 | |||||||||||||||||||||||
Principal debt balance | 54,520 | |||||||||||||||||||||||
Debt instrument converted amount | $ 123,200 | $ 235,000 | ||||||||||||||||||||||
Long Term Convertible Note [Member] | Vista [Member] | Third Advance [Member] | ||||||||||||||||||||||||
Proceeds from issuance of debt | $ 232,500 | |||||||||||||||||||||||
Legal fees | 2,500 | |||||||||||||||||||||||
Debt issue discount | 23,500 | |||||||||||||||||||||||
Interest charge | 31,020 | |||||||||||||||||||||||
Principal debt balance | $ 289,520 |
DERIVATIVE LIABILITIES (Details
DERIVATIVE LIABILITIES (Details) | 9 Months Ended |
Jan. 31, 2019USD ($) | |
Beginning Balance | $ 996,603 |
New issuances of options, warrants and debt | 1,424,812 |
Debt conversions and warrant exercises | (742,242) |
Debt repayments | (103,319) |
Change in fair value of derivative liabilities | 486,069 |
Ending Balance | 2,061,923 |
Convertible Notes Payable [Member] | |
Beginning Balance | 905,831 |
New issuances of options, warrants and debt | 1,382,595 |
Debt conversions and warrant exercises | (742,242) |
Debt repayments | (103,319) |
Change in fair value of derivative liabilities | 543,650 |
Ending Balance | 1,986,515 |
Options and Warrants [Member] | |
Beginning Balance | 90,772 |
New issuances of options, warrants and debt | 42,217 |
Debt conversions and warrant exercises | |
Debt repayments | |
Change in fair value of derivative liabilities | (57,581) |
Ending Balance | $ 75,408 |
DERIVATIVE LIABILITIES (Detai_2
DERIVATIVE LIABILITIES (Details Narrative) - Derivative liabilites [Member] | 9 Months Ended |
Jan. 31, 2019 | |
Risk-free interest rates | 2.87% |
Probability of future financing | 100.00% |
Minimum [Member] | |
Volatility | 156.00% |
Maximum [Member] | |
Volatility | 158.00% |
EQUITY PURCHASE AGREEMENT (Deta
EQUITY PURCHASE AGREEMENT (Details Narrative) - Equity Purchase Agreement [Member] - Crown Bridge [Member] - USD ($) | Jun. 12, 2017 | Jan. 31, 2019 |
Common stock, purchase agreement, description | Pursuant to the terms of the Equity Purchase Agreement, Crown Bridge committed to purchase up to $3,000,000 of our common stock for a period of up to 24 months commencing upon the effectiveness of a registration statement covering the resale of shares issuable to Crown Bridge under the Equity Purchase Agreement. The Equity Purchase Agreement allowed the Company to deliver a put notice to Crown Bridge stating the dollar amount of common stock that it intends to sell to Crown Bridge on the date specified in the put notice. The amount of each put notice is limited to a formula that is equal to the lesser of (i) $100,000 or (ii) 150% of the average dollar value of the trading volume of the Company’s stock, measured at the lowest price during the trading period, for the seven days prior to the purchase of shares by Crown Bridge. The purchase price of shares issued in respect of each put notice is 80% of the average of the three lowest trading prices in the seven trading days immediately preceding the date on which the Company exercises its put right. | |
Common Class A [Member] | ||
Shares issued for Cash, Shares | 130,095,970 | |
Shares issued for Cash, Amount | $ 284,371 | |
Common Class A [Member] | Fourth Put Notice [Member] | ||
Nature of contract, put notice description | A fourth put notice, dated April 6, 2018, was delivered to Crown Bridge for 98,947,321 Class A common shares, which shares were issued in July 2018. The fourth put notice was funded in September 2018 in the amount of $116,252. |
STOCKHOLDERS' DEFICIT (Details)
STOCKHOLDERS' DEFICIT (Details) - Warrants [Member] | 9 Months Ended |
Jan. 31, 2019$ / sharesshares | |
Number of warrants | |
Beginning Balance | 723,803 |
Granted | 541,715 |
Canceled / Expired | |
Exercised | |
Ending Balance | 1,265,518 |
Weighted Average Exercise Price Per Share | |
Beginning Balance | $ / shares | $ 1 |
Granted | $ / shares | 1 |
Ending Balance | $ / shares | $ 1 |
Weighted Average Remaining Contractual Life (in years) Beginning | 3 years 10 months 25 days |
Weighted Average Remaining Contractual Life (in years) Outstanding Ending | 3 years 1 month 24 days |
STOCKHOLDERS' DEFICIT (Details
STOCKHOLDERS' DEFICIT (Details 1) - Class A and Class B Stock Option [Member] | 9 Months Ended |
Jan. 31, 2019$ / sharesshares | |
Number of warrants | |
Beginning Balance | |
Granted | 2,000,000 |
Canceled / Expired | |
Exercised | |
Ending Balance | 2,000,000 |
Weighted Average Exercise Price Per Share | |
Beginning Balance | $ / shares | |
Granted | $ / shares | 0.08 |
Ending Balance | $ / shares | $ 0.08 |
Weighted Average Remaining Contractual Life (in years) Outstanding Ending | 9 years 10 months 14 days |
STOCKHOLDERS' DEFICIT (Detail_2
STOCKHOLDERS' DEFICIT (Details Narrative) - USD ($) | Sep. 14, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | Apr. 30, 2018 |
Preferred stock, Authorized | 10,000,000 | 10,000,000 | 10,000,000 | |||
Common stock issued for services, value | $ 80,812 | $ 227,125 | ||||
Gain (loss) on extinguishment of debt | $ 4,584 | 13,500 | 475,587 | |||
Share based compensation | $ 80,812 | $ 227,125 | ||||
Common Stock Class A and Class B [Member] | ||||||
Reverse stock split | 1 for 100 | |||||
Ownership percentage of common stock | 50.10% | |||||
Authorized Shares [Member] | ||||||
Common stock, Authorized | 12,010,000,000 | 12,010,000,000 | ||||
Common Class A [Member] | ||||||
Common stock, Authorized | 10,000,000,000 | 10,000,000,000 | 10,000,000,000 | |||
Common Class A [Member] | Stock Option [Member] | ||||||
Common stock shares reserved for future issuance | 1,000,000 | 1,000,000 | ||||
Common Class A [Member] | Warrants [Member] | ||||||
Common stock shares reserved for future issuance | 1,265,518 | 1,265,518 | ||||
Common Class A [Member] | Convertible Notes Payable [Member] | ||||||
Common stock shares reserved for future issuance | 3,820,254,111 | 3,820,254,111 | ||||
Common Class B [Member] | ||||||
Common stock, Authorized | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | |||
Common Class B [Member] | Stock Option [Member] | ||||||
Common stock shares reserved for future issuance | 1,000,000 | 1,000,000 | ||||
Stock Issuances 1 [Member] | Common Class A [Member] | ||||||
Common stock, shares issued | 6,402,635 | |||||
Stock Issuances 1 [Member] | Common Class A [Member] | Stock-based compensation [Member] | ||||||
Common stock, shares issued | 100,000 | |||||
Share based compensation | $ 110,000 | |||||
Stock Issuances 1 [Member] | Common Class A [Member] | Warrants [Member] | ||||||
Common stock, shares issued | 3,533,600 | |||||
Extinguishment of derivative liabilities | $ 1,906,006 | |||||
Stock Issuances 1 [Member] | Common Class A [Member] | Preferred Stock [Member] | ||||||
Common stock, shares issued | 247,500 | |||||
Common stock shares issued upon conversion of debt, value | $ 200,476 | |||||
Convertible preferred stock converted, Value | 137,500 | |||||
Extinguishment of accrued interest | 359,957 | |||||
Extinguishment of derivative liabilities | 5,614 | |||||
Gain (loss) on extinguishment of debt | $ 302,595 | |||||
Stock Issuances 1 [Member] | Common Class A [Member] | Convertible Notes Payable [Member] | ||||||
Common stock, shares issued | 160,000 | |||||
Common stock shares issued upon conversion of debt, value | $ 124,800 | |||||
Debt conversion converted amount, principal | 120,000 | |||||
Extinguishment of accrued interest | 119,365 | |||||
Gain (loss) on extinguishment of debt | $ 114,565 | |||||
Stock Issuances 1 [Member] | Common Class A [Member] | Common Stock Payable [Member] | ||||||
Common stock, shares issued | 628,469 | |||||
Common stock issued for common stock payable, Value | $ 307,978 | |||||
Stock Issuances 1 [Member] | Common Class A [Member] | Convertible Notes Payable One [Member] | ||||||
Common stock shares issued upon conversion of debt, value | 1,536,166 | |||||
Debt conversion converted amount, principal | 660,170 | |||||
Extinguishment of accrued interest | 18,469 | |||||
Extinguishment of derivative liabilities | 536,738 | |||||
Debt conversion total amount converted | $ 1,215,377 | |||||
Stock Issuances 1 [Member] | Common Class A [Member] | Accrued expenses [Member] | ||||||
Common stock, shares issued | 4,400 | |||||
Common stock shares issued upon conversion of debt, value | $ 4,400 | |||||
Debt conversion converted amount, principal | 44,000 | |||||
Gain (loss) on extinguishment of debt | $ 39,600 | |||||
Stock Issuances 1 [Member] | Common Class A [Member] | Services [Member] | ||||||
Common stock, shares issued | 192,500 | |||||
Common stock issued for services, value | $ 227,125 | |||||
Stock Issuances [Member] | Common Class A [Member] | ||||||
Reverse stock split | 469 shares valued at $1 for reverse split rounding | |||||
Common stock, shares issued | 16,217,608 | |||||
Stock Issuances [Member] | Common Class A [Member] | Convertible Notes Payable [Member] | ||||||
Common stock, shares issued | 14,785,215 | |||||
Common stock shares issued upon conversion of debt, value | $ 1,734,552 | |||||
Debt conversion converted amount, principal | 942,082 | |||||
Extinguishment of accrued interest | 48,728 | |||||
Extinguishment of derivative liabilities | 742,242 | |||||
Payment for fees | 1,500 | |||||
Gain (loss) on extinguishment of debt | $ 41,198 | |||||
Stock Issuances [Member] | Common Class A [Member] | Equity Purchase Agreement [Member] | ||||||
Common stock, shares issued | 989,473 | |||||
Stock subscriptions receivable | $ 116,252 | $ 116,252 | ||||
Stock Issuances [Member] | Common Class A [Member] | Accrued expenses [Member] | ||||||
Common stock, shares issued | 16,031 | |||||
Common stock shares issued upon conversion of debt, value | $ 6,252 | |||||
Debt conversion converted amount, principal | 5,000 | |||||
Gain (loss) on extinguishment of debt | $ 1,252 | |||||
Stock Issuances [Member] | Common Class A [Member] | Services [Member] | ||||||
Common stock, shares issued | 426,419 | |||||
Common stock issued for services, value | $ 80,812 | |||||
Gain (loss) on extinguishment of debt | $ 14,751 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Feb. 07, 2019 | Feb. 27, 2019 | Feb. 20, 2019 | Jan. 31, 2019 | Jan. 31, 2018 |
Proceeds from issuance of debt | $ 1,650,028 | $ 1,111,250 | |||
Subsequent Event [Member] | Convertible Note [Member] | |||||
Debt conversion notes payable converted, Principal | $ 56,500 | $ 100,000 | $ 110,000 | ||
Convertible note, percentage | 12.00% | 10.00% | 10.00% | ||
Proceeds from issuance of debt | $ 50,000 | $ 95,000 | $ 100,000 | ||
Fees and expenses | $ 3,000 | $ 5,000 | $ 5,500 | ||
Debt conversion, description | Geneva, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock beginning 180 days following the date of the note at a 29% discount from the lowest trading price during the 20 days prior to conversion. | One44, at any time at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to and including the day the notice of conversion is received by the Company, with a floor of $0.03 per share. | Beginning on the 180th day after the date of the note, the conversion price is a 40% discount from the lowest trading price during the 20 days prior to and including the conversion date. | ||
Maturity date | May 7, 2020 | Feb. 27, 2020 | Feb. 20, 2020 | ||
Debt redemption description | The Company may redeem the note at redemption prices ranging from 105% to 130% during the first 180 days after issuance. | The Company may redeem the note at redemption prices ranging from 130% to 140% during the first 180 days after issuance. | The Company may redeem the note at redemption prices ranging from 115% to 135% during the first 180 days after issuance. | ||
Common stock price per share | $ 0.08 | ||||
Subsequent Event [Member] | Convertible Note [Member] | Coventry Enterprises, LLC [Member] | |||||
Debt conversion notes payable converted, Principal | $ 55,000 | ||||
Convertible note, percentage | 10.00% | ||||
Proceeds from issuance of debt | $ 50,000 | ||||
Fees and expenses | $ 5,000 | ||||
Debt conversion, description | Coventry, at any time at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to and including the day the notice of conversion is received by the Company. | ||||
Maturity date | Feb. 27, 2020 | ||||
Debt redemption description | The Company may redeem the note at a redemption price of 135% during the first 150 days after issuance. | ||||
Subsequent Event [Member] | Issuance of Class A Common Shares [Member] | |||||
Shares issued for compensation, shares | 120,984 | ||||
Shares issued for compensation, value | $ 6,194 | ||||
Shares issued for conversion of note payable | 4,670,000 | ||||
Debt conversion notes payable converted, Principal | $ 122,677 | ||||
Common stock, shares issued | 4,791,584 | ||||
Debt conversion notes payable converted, accrued interest | $ 3,893 |