Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Jun. 30, 2020 | Dec. 15, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Rocky Mountain Industrials, Inc. | |
Entity Central Index Key | 0001556179 | |
Current Fiscal Year End Date | --03-31 | |
Entity Current Reporting Status | No | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Small Business | true | |
Entity Ex Transition Period | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Interactive Data Current | No | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 0-55402 | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 46-0750094 | |
Entity Address, Address Line One | 4601 DTC Blvd. | |
Entity Address, Address Line Two | SuiteĀ 130 | |
Entity Address, City or Town | Denver | |
City Area Code | 720 | |
Local Phone Number | 614-5213 | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80237 | |
Preferred stock, shares outstanding | 118,500,000 | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 35,785,858 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 4,822,332 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2020 | Mar. 31, 2020 |
Current assets | ||
Cash | $ 247,936 | $ 57,240 |
Accounts receivable | 80,255 | 80,180 |
Inventory | 2,882 | 9,520 |
Prepaid expenses | 220,622 | 388,953 |
Restricted cash | 219,240 | 217,500 |
Assets held for sale | 2,367,660 | 2,674,941 |
Total current assets | 3,138,595 | 3,428,334 |
Property, plant and equipment, net | 2,877,005 | 2,973,221 |
Land under development | 7,003,675 | 6,800,616 |
Right of use asset | 449,668 | 519,754 |
Asset retirement obligation, net | 79,629 | 62,195 |
Other intangibles, net | 73,908 | 68,191 |
Deposits and other assets | 294,338 | 56,785 |
Total assets | 13,916,818 | 13,909,096 |
Current liabilities | ||
Accounts payable | 1,569,536 | 1,223,995 |
Accrued liabilities | 1,256,863 | 1,064,633 |
Accrued liabilities, related party | 1,390,000 | 1,210,000 |
Dividends payable | 297,164 | 140,032 |
Debt due within one year | 701,224 | 1,756,654 |
Liabilities held for sale | 2,316,600 | 2,363,203 |
Total current liabilities | 7,531,387 | 7,758,517 |
Debt due after one year | 530,290 | 250,000 |
Preferred shares debt | 0 | 200,001 |
Lease liability | 449,669 | 519,754 |
Accrued reclamation liability | 111,359 | 108,701 |
Total liabilities | 8,622,705 | 8,836,973 |
Commitments and Contingencies | ||
Stockholders' Equity | ||
Additional paid-in capital | 45,496,936 | 49,276,203 |
Accumulated deficit | (52,095,257) | (48,572,143) |
Total stockholders' equity | 5,294,113 | 5,072,123 |
Total liabilities and stockholders' equity | 13,916,818 | 13,909,096 |
Series A-1 Preferred Stock | ||
Stockholders' Equity | ||
Preferred Stock | 4,827,000 | 4,327,000 |
Series A-2 Preferred Stock | ||
Stockholders' Equity | ||
Preferred Stock | 1,950,000 | 0 |
Series A-3 Preferred Stock | ||
Stockholders' Equity | ||
Preferred Stock | 5,075,140 | 0 |
Class A Common Stock | ||
Stockholders' Equity | ||
Common Stock | 35,786 | 35,786 |
Class B Common Stock | ||
Stockholders' Equity | ||
Common Stock | $ 4,508 | $ 5,277 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2020 | Mar. 31, 2020 |
Preferred stock, shares authorized | 50,000,000 | |
Series A-1 Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 48.27 | 43.27 |
Preferred stock, shares outstanding | 48.27 | 43.27 |
Series A-2 Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 19.45 | 0 |
Preferred stock, shares outstanding | 19.45 | 0 |
Series A-3 Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 50.75 | 0 |
Preferred stock, shares outstanding | 50.75 | 0 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued | 35,785,858 | 35,785,858 |
Common stock, shares outstanding | 35,785,858 | 35,785,858 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 4,507,576 | 4,840,919 |
Common stock, shares outstanding | 4,507,576 | 4,840,919 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Condensed Consolidated Statements of Operations (Unaudited) | ||
Revenue | $ 268,961 | $ 233,951 |
Cost of goods sold | 190,678 | 326,996 |
Gross profit | 78,283 | (93,045) |
Selling, general and administrative (includes depreciation, depletion and amortization of $78,938 in 2020 and $102,011 in 2019) | 2,914,370 | 2,845,607 |
Loss from operations | (2,836,087) | (2,938,652) |
Gain on sale of assets | 18,000 | |
Interest income (expense), net | (118,650) | (65,505) |
Loss before income tax provision | (2,954,737) | (2,986,157) |
Income tax expense | 0 | 0 |
Net loss from continuing operations | (2,954,737) | (2,986,157) |
Income (loss) from discontinued operations, net of tax | (411,245) | 49,815 |
Net Loss | (3,365,982) | (2,936,342) |
Add: Net loss attributed to noncontrolling interests | 0 | (147,319) |
Net loss attributable to Rocky Mountain Industrials, Inc. | $ (3,365,982) | $ (2,789,023) |
Basic loss from continuing operations (in dollars per share) | $ (0.46) | $ (0.58) |
Diluted loss from continuing operations (in dollars per share) | (0.46) | (0.58) |
Basic loss from discontinued operations (in dollars per share) | (0.06) | 0.01 |
Diluted loss from discontinued operations (in dollars per share) | (0.06) | 0.01 |
Basic loss attributable to Rocky Mountain Industrials, Inc. per common share | (0.55) | (0.53) |
Diluted loss attributable to Rocky Mountain Industrials, Inc. per common share | $ (0.55) | $ (0.53) |
Weighted average shares outstanding, basic | 6,462,371 | 5,185,212 |
Weighted average shares outstanding, diluted | 6,462,371 | 5,185,212 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($) | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Condensed Consolidated Statements of Operations (Unaudited) | ||
Depreciation, depletion and amortization | $ 78,938 | $ 102,011 |
Statements of Changes in Stockh
Statements of Changes in Stockholder Equity (Unaudited) - USD ($) | Preferred SharesSeries A-1 Preferred Stock | Preferred SharesSeries A-2 Preferred Stock | Preferred SharesSeries A-3 Preferred Stock | Common StockClass A Common Stock | Common StockClass B Common Stock | Additional Paid-in Capital | Accumulated Deficit | Noncontrolling Interest | Series A-1 Preferred Stock | Series A-2 Preferred Stock | Total |
Balance at Mar. 31, 2019 | $ 35,786 | $ 4,033 | $ 42,102,105 | $ (35,428,938) | $ 99,212 | $ 6,812,198 | |||||
Balance (in shares) at Mar. 31, 2019 | 35,785,858 | 4,032,752 | |||||||||
Forfeiture of common stock | $ (54) | 54 | |||||||||
Forfeiture of common stock (in shares) | (53,500) | ||||||||||
Stock-based compensation from stock options | 750,029 | 750,029 | |||||||||
Issuance of warrant for services | $ 436 | 299,723 | 300,159 | ||||||||
Issuance of common stock for services | $ 12 | (12) | |||||||||
Issuance of common stock for services (Shares) | 12,000 | ||||||||||
Issuance of common shares for subscription | $ 75 | 1,499,925 | 1,500,000 | ||||||||
Issuance of common shares for subscription (in shares) | 75,000 | ||||||||||
Issuance of restricted common shares for compensation | $ 37 | (37) | |||||||||
Issuance of restricted common shares for compensation (in shares) | 37,000 | ||||||||||
Net loss | (2,789,023) | (147,319) | (2,936,342) | ||||||||
Net loss | (2,789,023) | ||||||||||
Balance at Jun. 30, 2019 | $ 35,786 | $ 4,539 | 44,651,787 | (38,217,961) | $ (48,107) | 6,426,044 | |||||
Balance (in shares) at Jun. 30, 2019 | 35,785,858 | 4,103,252 | |||||||||
Balance at Mar. 31, 2020 | $ 4,327,000 | $ 35,786 | $ 5,277 | 49,276,203 | (48,572,143) | 5,072,123 | |||||
Balance (in shares) at Mar. 31, 2020 | 43.27 | 35,785,858 | 4,840,919 | ||||||||
Stock-based compensation from stock options | 1,295,104 | 1,295,104 | |||||||||
Issuance of preferred shares | $ 1,500,000 | 1,500,000 | |||||||||
Issuance of preferred shares (in shares) | 14.95 | ||||||||||
Issuance of preferred shares for services | $ 500,000 | 500,000 | |||||||||
Issuance of preferred shares for services (in shares) | 5 | ||||||||||
Issuance of restricted common shares for compensation | $ 5 | (5) | |||||||||
Issuance of restricted common shares for compensation (in shares) | 5,000 | ||||||||||
Issuance of preferred stock for debt settlement | $ 200,000 | 200,000 | |||||||||
Issuance of preferred stock for debt settlement (in shares) | 2 | ||||||||||
Issuance of preferred stock for notes payable settlement | $ 250,000 | 250,000 | |||||||||
Issuance of preferred stock for notes payable settlement (in shares) | 2.50 | ||||||||||
Exchange of Common Stock for Preferred shares | $ 5,075,140 | $ (338) | (5,074,802) | ||||||||
Exchange of Common Stock for Preferred shares (in shares) | 50.75 | (338,343) | |||||||||
Other | $ (436) | 436 | |||||||||
Quarterly dividends on preferred shares | (157,132) | $ (8,000) | $ (8,000) | (157,132) | |||||||
Net loss | (3,365,982) | ||||||||||
Net loss | (3,365,982) | (3,365,982) | |||||||||
Balance at Jun. 30, 2020 | $ 4,827,000 | $ 1,950,000 | $ 5,075,140 | $ 35,786 | $ 4,508 | $ 45,496,936 | $ (52,095,257) | $ 5,294,113 | |||
Balance (in shares) at Jun. 30, 2020 | 48.27 | 19.45 | 50.75 | 35,785,858 | 4,507,576 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flow from Operating Activities: | ||
Net loss | $ (3,365,982) | $ (2,936,342) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Operating and investing cash flows from (used in) discontinued operations | 311,192 | (519,538) |
Depreciation, depletion and amortization expense | 78,938 | 102,011 |
Stock-based compensation | 1,295,104 | 1,050,188 |
Amortization of debt discount | 118,933 | 0 |
Accretion expense | 2,658 | 16,513 |
Deferred rent | 0 | (39,898) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (75) | 1,715 |
Inventory | 6,638 | 16,730 |
Prepaid expenses | 168,331 | 85,731 |
Restricted cash | (1,740) | (436) |
Deposits and other assets | (237,553) | 34,057 |
Accounts payable | 345,541 | 325,180 |
Accrued liabilities | 192,230 | (8,418) |
Accrued liabilities, related party | 180,000 | (125,000) |
Net cash used in operating activities | (905,785) | (1,997,507) |
Cash Flows from Investing Activities: | ||
Acquisition of other intangibles | 0 | (15,899) |
Investments in land under development | (203,059) | (528,650) |
Purchase of property, plant and equipment | (5,873) | (3,625) |
Net cash used in investing activities | (208,932) | (548,174) |
Cash Flows from Financing Activities: | ||
Proceeds from note payable | 1,188,500 | 1,228,852 |
Repayment of debt | (1,383,087) | (56,545) |
Proceeds from issuance of Class B common stock | 0 | 1,500,000 |
Proceeds from Preferred shares debt | 0 | 203,814 |
Proceeds from issuance of Series A-2 Preferred shares | 1,500,000 | 0 |
Net cash provided by financing activities | 1,305,413 | 2,876,121 |
Net increase in cash | 190,696 | 330,440 |
Cash at beginning of period | 57,240 | 528,417 |
Cash at end of period | 247,936 | 858,857 |
Supplemental cash flow information: | ||
Cash paid for interest | 14,545 | 22,511 |
Right of use asset | 0 | 450,546 |
Lease liability | $ 0 | $ (450,546) |
ORGANIZATION
ORGANIZATION | 3 Months Ended |
Jun. 30, 2020 | |
ORGANIZATION | |
ORGANIZATION | 1. ORGANIZATION On January 1, 2020, the Company changed its name from RMR Industrials, Inc. to Rocky Mountain Industrials, Inc. Rocky Mountain Industrials, Inc. (the āCompanyā, āRMIā, āweā, āourā, āusā) seeks to acquire and consolidate complementary industrial assets. RMIās consolidation strategy is to assemble a portfolio of mature and value-add industrial commodities businesses to generate scalable enterprises with a broad portfolio of products and services addressing a common and stable customer base. Formation Online Yearbook was incorporated in the State of Nevada on August 6, 2012. Online Yearbook was a development stage company with the principal business objective of developing and marketing an online yearbook. On November 17, 2014, Rocky Mountain Resource Holdings Inc., a Nevada Corporation (the āPurchaserā) became the majority shareholder of Online Yearbook, by acquiring 5,200,000 shares of common stock of Online Yearbook (the āSharesā), or 69.06% of the issued and outstanding shares of common stock, pursuant to stock purchase agreements with Messrs. El Maraana and Salah Blal. The Shares were acquired for an aggregate purchase price of $357,670. The Purchaser was the source of the funds used to acquire the Shares. In connection with Online Yearbookās receipt of approval from the Financial Industry Regulatory Authority (āFINRAā), effective December 8, 2014, Online Yearbook amended its Articles of Incorporation to change its name from āOnline Yearbookā to āRMR INDUSTRIALS, INC.ā On February 27, 2015 (the āClosing Dateā), the Company entered into and consummated a merger transaction pursuant to an Agreement and Plan of Merger (the āMerger Agreementā) by and among the Company, OLYB Acquisition Corporation, a Nevada corporation and wholly owned subsidiary of the Company (āMerger Subā) and RMR IP, Inc., a Nevada corporation (āRMR IPā). In accordance with the terms of Merger Agreement, on the Closing Date, Merger Sub merged with and into RMR IP (the āMergerā), with RMR IP surviving the Merger as our wholly owned subsidiary. For financial reporting purposes, the Merger represented a āreverse mergerā rather than a business combination and RMR IP was deemed to be the accounting acquirer in the transaction. Consequently, the assets and liabilities and the historical operations reflected in the Companyās financial statements post-Merger are those of RMR IP. The Companyās assets, liabilities and results of operations have been consolidated with the assets, liabilities and results of operations of RMR IP after consummation of the Merger, and the historical financial statements of the Company before the Merger were replaced with the historical financial statements of RMR IP before the Merger in all post-Merger filings with the SEC. On January 3, 2017, we amended the Articles of Incorporation of RMR IP, Inc. to rename the corporation to RMR Logistics, Inc. (āRMR Logisticsā). RMR Logistics operates as a wholly-owned subsidiary of the Company to provide transportation and logistics services. On July 28, 2016, we formed RMR Aggregates, Inc., a Colorado corporation (āRMR Aggregatesā), as our wholly owned subsidiary. RMR Aggregates was formed to hold assets whose primary focus is the mining and processing of industrial minerals for the manufacturing, construction and agriculture sectors. These minerals include limestone, aggregates, marble, silica, barite and sand. On October 12, 2016, RMR Aggregates acquired substantially all of the assets from CalX Minerals, LLC, a Colorado limited liability company (āCalXā) through an Asset Purchase Agreement. Pursuant to the terms of the Asset Purchase Agreement, RMR Aggregates agreed to purchase, and CalX agreed to sell, substantially all of the assets associated with the Mid-Continent Quarry on 41 BLM unpatented placer mining claims in Garfield County, Colorado, including the mining claims, improvements, access rights, water rights, equipment, inventory, contracts, permits, certain intellectual property rights, and other tangible and intangible assets associated with the limestone mining operation. During January 2018, the Company formed Rail Land Company, LLC (āRail Land Companyā) as a wholly-owned subsidiary to acquire and develop a rail terminal and services facility (the āRail Parkā). Rail Land Company purchased an approximately 470 -acre parcel of real property located in Bennett, Colorado on February 1, 2018. During July 2018, we exercised our option to acquire an additional approximately 150 acres for a total of approximately 620 acres. On April 26, 2019, RMR Logistics entered into an asset purchase agreement with H2K, LLC, a Colorado limited liability company (āthe Sellerā) pursuant to which RMR Logistics acquired the Sellerās trucking assets. In April 2020, the Company began the shutdown of substantially all the operations of RMR Logistics with the closure of its Wellington, Colorado location and the disposal of its operational assets through auction. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited interim consolidated financial statements have been prepared in accordance with the accounting policies described in the consolidated financial statements and related notes included in our annual report on Form 10-K for the year ended March 31, 2020, (ā2020 Form 10-Kā) and should be read in conjunction with such consolidated financial statements and related notes. The 2020 year end consolidated balance sheet data included in the Form 10-Q filing was derived from the audited consolidated financial statements in our 2020 Form 10-K, but does not include all disclosures required by accounting principles generally accepted in the United States. The following notes to these interim consolidated financial statements highlight significant changes to the notes included in the March 31, 2020 audited consolidated financial statements included in our 2020 Form 10-K and present interim disclosures as required by the Securities and Exchange Commission. Consolidation The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (āGAAPā). The condensed consolidated financial statements include the financial condition and results of operations of our wholly-owned subsidiaries, where intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that impact the reported amounts of assets, liabilities, and expenses, and disclosure of contingent assets and liabilities in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including: expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. Although these estimates are based on the Companyās knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from those estimated amounts and assumptions used in the preparation of the financial statements. Fair Value Measurements The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories: - Level 1: Quoted market prices in active markets for identical assets or liabilities - Level 2: Observable market-based inputs or inputs that are corroborated by market data - Level 3: Unobservable inputs that are not corroborated by market data ā The fair value of notes payable was $3,924,742 and $4,324,892 as of June 30, 2020 and March 31, 2020, respectively. Net Loss per Common Share Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders, after deducting preferred dividends, by the weighted average number of common shares outstanding during the period, without consideration of the potentially dilutive effects of converting stock options or restricted stock purchase rights outstanding. Diluted net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period and the potential dilutive effects of stock options or restricted stock purchase rights outstanding during the period determined using the treasury stock method. In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders since dilutive common shares are not assumed to have been issued, as their effect is anti-dilutive. Discontinued Operations In April 2020, the Company began the shutdown and closing of operations located in Wellington, Colorado comprising substantially all the operations of RMR Logistics and the Logistics segment. The closing of the Wellington location was substantially complete in June, 2020. Substantially all of the mobile equipment was sold at auction in August of 2020 at a loss of $836,778. Auction proceeds received was approximately $1,287,000 and was used to pay down debt. Carrying amounts of major classes of assets and liabilities included in discontinued operations are comprised of the following as of: ā ā ā ā ā ā ā ā June 30, 2020 March 31, 2020 Cash $ ā ā $ 1,800 Accounts receivable 30,669 ā 45,287 Property, plant and equipment, net 2,331,991 ā 2,384,877 Goodwill ā ā ā ā 237,977 Other noncurrent assets ā 5,000 ā ā 5,000 Total assets held for sale $ 2,367,660 ā $ 2,674,941 ā ā ā ā ā ā Accounts payable and accrued liabilities $ 79,545 ā $ 75,634 Debt 2,237,055 ā 2,287,569 Total liabilities held for sale $ 2,316,600 ā $ 2,363,203 ā Major line items comprising net income (loss) of discontinued operations are comprised of the following: ā ā ā ā ā ā ā ā Three months ended ā June 30, ā ā 2020 2019 Revenue $ 122,445 ā $ 243,773 Cost of goods sold (190,356) ā (94,304) ā ā (67,911) ā ā 149,469 ā ā ā ā ā ā Selling, general and administrative (including depreciation and amortization) 328,610 ā 81,580 Interest expense, net 14,724 ā 18,074 ā ā ā ā ā ā Net income (loss) from discontinued operations $ (411,245) ā $ 49,815 ā |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Jun. 30, 2020 | |
GOING CONCERN | |
GOING CONCERN | 3. GOING CONCERN The Companyās financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future with neither the intention nor the necessity of liquidation, ceasing trading, or seeking protection from creditors pursuant to applicable laws and regulations. Accordingly, assets and liabilities are recorded on the basis that the entity will be able to realize its assets and discharge its liabilities in the normal course of business. However, the Company does not have sufficient cash or other current assets, nor does it have an established and adequate source of revenues, to cover its operating costs and to allow it to continue as a going concern The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the business plan and eventually attain profitable operations. During the next year, the Companyās foreseeable cash requirements will relate to continual development of the operations of its business, maintaining its good standing and making the requisite filings with the Securities and Exchange Commission, and the payment of expenses associated with research and development. The Company may experience a cash shortfall and be required to raise additional capital. Historically, the Company has mostly relied upon funds from the sale of shares of stock and from acquiring loans to finance its operations and growth. Management may raise additional capital through future public or private offerings of the Companyās stock or through loans from private investors, although there can be no assurance that it will be able to obtain such financing. The Companyās failure to do so could have a material and adverse effect upon it and its shareholders. In the past year, the Company funded operations by using cash proceeds received through the issuance of common and preferred stock and proceeds from debt financing. For the coming year, the Company plans to continue to fund the Company through debt and securities sales and issuances until the company generates enough revenues through the operations as stated above. The Company is currently working through a number of opportunities to ensure the business will continue as a going concern. These include: 1. The development of the Rail Park will generate sustained annual revenues by providing transloading services and realized gains on the sale of land while limiting future capital development costs. 2. Expansion of the Mid-Continent Quarry, which will allow greater volume production with limited fixed cost increases. |
INVENTORY
INVENTORY | 3 Months Ended |
Jun. 30, 2020 | |
INVENTORY | |
INVENTORY | 4. INVENTORY Inventory is valued at the lower of cost (average) or market. ā ā ā ā ā ā ā ā ā June 30, 2020 March 31, 2020 Blasted Rock ā $ ā ā $ 2,316 Packaging ā ā 2,882 ā ā 7,204 Total ā $ 2,882 ā $ 9,520 ā |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Jun. 30, 2020 | |
PROPERTY, PLANT AND EQUIPMENT | |
PROPERTY, PLANT AND EQUIPMENT | ā ā ā ā ā ā 5. PROPERTY, PLANT AND EQUIPMENT The following summarizes the Companyās property, plant and equipment as of: ā ā ā ā ā ā ā ā June 30, 2020 March 31, 2020 Recoverable Limestone ā $ 1,477,469 ā $ 1,477,470 Mill Equipment ā 1,279,270 ā 1,273,395 Mining Equipment ā 336,934 ā 336,934 Mobile Equipment ā 813,975 ā 813,975 Other ā 78,973 ā 78,972 Total ā ā 3,986,621 ā ā 3,980,746 Less: Accumulated Depreciation ā (1,109,616) ā (1,007,525) Property, plant and equipment, net ā $ 2,877,005 ā $ 2,973,221 ā |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended |
Jun. 30, 2020 | |
NOTES PAYABLE. | |
NOTES PAYABLE | ā 6. NOTES PAYABLE In March 2020, the federal government passed the Coronavirus Aid, Relief, and Security Act (the "CARES Act"), which provided among other things the creation of the Paycheck Protection Plan ("PPP"), which is sponsored and administered by the U.S. Small Business Administration ("SBA"). On April 20, 2020, the Company executed a loan agreement (the "PPP Loan") under the PPP, evidenced by promissory notes, with Simmons Bank ("Simmons"), providing for $438,500 in proceeds, which was funded to the Company on April 24, 2020. In June 2020, the Paycheck Protection Program Flexibility Act of 2020 (the "PPPFA") was signed into law and established the payment dates in the event that amounts borrowed under the PPP are not forgiven. The PPP Loans mature April 20, 2022, but may be forgiven subject to the terms of the PPP and approval by the SBA. The Company recorded the PPP Loan as a debt obligation and accrues interest over the term of the PPP Loan. The interest rate on the PPP Loan is 1.00%. The PPP Loan is unsecured and contains customary events of default relating to, among other things, payment defaults, making materially false and misleading representations to the SBA or Simmons, or breaching the terms of the PPP Loan. The occurrence of an event of default may result in the repayment of all amounts outstanding, collection of all amounts owing from the Company, or filing suit and obtaining judgment against the Company. Under the PPPFA, monthly payments of principal and interest commence on the later of 10 months following the "covered period" (as defined in the PPPFA) or the date that Simmons notifies the Company that the SBA has notified Simmons that all or a portion of the PPP Loan has not been forgiven. ā In May 2021, the Company submitted its applications to the SBA for forgiveness of the PPP Loans. As of June 30, 2020, the PPP Loan principal and accrued interest are classified as noncurrent in the Condensed Consolidated Balance Sheets. In June 2021, the Company received formal notification in the form of a letter dated May 25, 2021, from Simmons that the SBA approved the Companyās PPP Loan forgiveness applications for the Companyās Loan in the amount of $438,500 (including accrued interest). The Company will account for the debt forgiveness during its fiscal first quarter of 2022 and will recognize a gain on extinguishment of debt (other income) in the amount of $438,500 in the Consolidated Statements of Operations for the respective quarter. ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Effective ā ā ā ā June 30, 2020 March 31, 2020 Interest Rate ā ā Maturity Date Equipment Loan ā $ 179,086 ā $ 191,530 ā 2.10% - 6.30% ā ā August 25, 2021 - January 22, 2023 Senior unsecured note ā ā ā ā ā 1,247,268 ā 25.00% ā ā April 4, 2020 Term loan ā ā 1,244,227 ā ā 1,297,014 ā 3.74% ā ā July 21, 2020 Unsecured notes ā ā 1,441,705 ā ā 967,856 ā 10.00% ā ā April 3, 2021 - June 30, 2021 Lines of credit ā ā 621,224 ā ā 621,224 ā 5.75% ā ā May 6, 2020 Promissory notes (PPP loan) ā ā 438,500 ā ā ā ā 1.00% ā ā April 20, 2020 ā ā ā 3,924,742 ā ā 4,324,892 ā ā ā ā ā Unamortized debt issuance cost ā ā (456,173) ā ā (30,669) ā ā ā ā ā ā ā ā 3,468,569 ā ā 4,294,223 ā ā ā ā ā Discontinued operations ā ā (2,237,055) ā ā (2,287,569) ā ā ā ā ā Less: current portion ā ā (701,224) ā ā (1,756,654) ā ā ā ā ā Debt due after one year ā $ 530,290 ā $ 250,000 ā ā ā ā ā ā |
TRANSACTIONS WITH RELATED PARTI
TRANSACTIONS WITH RELATED PARTIES | 3 Months Ended |
Jun. 30, 2020 | |
TRANSACTIONS WITH RELATED PARTIES | |
TRANSACTIONS WITH RELATED PARTIES | 7. TRANSACTIONS WITH RELATED PARTIES As of June 30, 2020, the Company has accrued $1,390,000 for unpaid officersā compensation expense in accordance with consulting agreements with our Non-executive Board Chairman and Chief Executive Officer. Under the terms of each consulting agreement, each consultant shall serve as an executive officer to the Company and receive monthly compensation of $35,000. The consulting agreements may be terminated by either party for breach or upon thirty days prior written notice. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 3 Months Ended |
Jun. 30, 2020 | |
SHAREHOLDERS' EQUITY | |
SHAREHOLDERS' EQUITY | 8. SHAREHOLDERSā EQUITY Preferred Stock The Company has authorized 50,000,000 shares of preferred stock for issuance. In April 2021, the Board of Directors of the Company authorized 118.47 shares as Series A Preferred Stock and designated 48.27 as Series A-1 Convertible Preferred Stock, designated 19.45 as Series A-2 Convertible Preferred Stock, and designated 50.75 as Series A-3 Convertible Preferred Stock (collectively referred to as āSeries A Preferred Stockā). The Series A Preferred Stock is senior, with respect to dividend rights and to rights upon any voluntary or involuntary liquidation, dissolution or winding up of the Company (each, a "Liquidation Event") in preference and priority to the Class A Common Stock and Class B Common Stock of the Company. ā Voting Rights ā Series A Preferred Stock is entitled to vote on all matters submitted to a vote of the stockholders of the Company together with the holders of Class B Common Stock and is entitled to that number of votes equal to the number of shares of Class B Common Stock into which the holder's shares of Series A Preferred Stock could then be converted. ā Dividends ā Series A-1 Preferred Stock and Series A-2 converted into Class B Common Stock and (2) the number of shares of Class B Common Stock issuable upon conversion of a share of Series A-I Preferred Stock or Series A-2 Preferred Stock (as applicable), in each case calculated on the record date for determination of holders entitled to receive such dividend. Series A-3 Preferred Stock does not accrue dividends. ā Liquidation Preference ā In the event of any Liquidation Event, the holders of shares of Series A Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders, and in the event of a Deemed Liquidation Event (as defined below), the holders of shares of Series A Preferred Stock then outstanding shall be entitled to be paid out of the consideration payable to stockholders in such Deemed Liquidation Event or out of the available proceeds, as applicable, before any payment shall be made to the holders of Common Stock. A Deemed Liquidation Event is defined as a merger or consolidation in which a change of control of the Company has occurred or the sale, lease, transfer, exclusive license or other disposition, in a single transaction or series of related transactions, by the Company or any subsidiary of the Company of all or substantially all the assets of the Company and its subsidiaries taken as a whole. ā Conversion ā Series A Preferred Stock is convertible, at the option of the holder, into a number of shares of Class B Common Stock determined by dividing (i) the sum of the Series A Original Issue Price and all then-unpaid Accruing Dividends by (ii) the respective conversion price in effect at the time of conversion. The Series A-1 Preferred Stock conversion price is $25.00 per share, the Series A-2 Preferred Stock conversion price is $21.00 per share and the Series A-3 Preferred Stock conversion price is $15.00 per share. ā In the event of an underwritten public offering, public uplist, or qualified equity issuance of at least $10,000,000 in gross proceeds and a minimum price per share of $25.00 for the Company's Common Stock (āQualified Offeringā), Series A Preferred Stock shall automatically be converted into such number of fully paid and non-assessable shares of Class B Common Stock at the then effective conversion rate as noted above. Common Stock The Company has authorized 2,100,000,000 shares of common stock for issuance, including 2,000,000,000 shares of Class A Common Stock and 100,000,000 shares of Class B Common Stock. The holders of Class A Common Stock have the right to vote on all matters on which stockholders have the right to vote. The holders of Class B Common Stock have the right to vote solely on matters where the vote of such holders is explicitly required under Nevada law. The holders of Class A Common Stock and Class B Common Stock have equal distribution rights, provided that distributions in securities shall be made in either identical securities or securities with similar voting characteristics. The holders of Class A Common Stock and Class B Common Stock are entitled to receive identical per-share consideration upon a merger, conversion or exchange of the Company with another entity, and have equal rights upon a dissolution, liquidation or winding-up of the Company. During the period ended June 30, 2019, an accredited investor exercised a warrant to purchase shares of Class B Common Stock for which the Company received $1,500,000 in gross proceeds. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 3 Months Ended |
Jun. 30, 2020 | |
SHARE-BASED COMPENSATION | |
SHARE-BASED COMPENSATION | 9. SHARE-BASED COMPENSATION The RMR Industrials, Inc. 2015 Equity Incentive Plan (the ā2015 Planā) authorizes the issuance of up to 30% of the outstanding shares of Common Stock at any time pursuant to awards made by the Companyās board of directors. As of June 30, 2020, there were 1,592,650 shares still available for future issuance under the 2015 Plan. Stock Options The Company grants stock options to certain employees that give them the right to acquire our Class B common stock under the 2015 Plan. The exercise price of options granted is equal to the closing price per share of our stock at the date of grant. The nonqualified options vest at a rate of 33% on each of the first three anniversaries of the grant date provided that the award recipient continues to be employed by us through each of those vesting dates and expire ten years from the date of grant. |
SEGMENT REPORTING
SEGMENT REPORTING | 3 Months Ended |
Jun. 30, 2020 | |
SEGMENT REPORTING | |
SEGMENT REPORTING | 10. SEGMENT REPORTING For the three months ended June 30, 2020, the Company has two reportable segments: Aggregates and Rail Park. The Company had three reportable segments for the three months ended JuneāÆ30, 2019: Aggregates, Logistics and Rail Park. The Aggregates segment produces chemical grade lime for use in the aggregates market. The Logistics segment was shutdown in AprilāÆ2020, and its results of operations have been included in discontinued operations. The Rail Park segment consists of land under development to provide a rail terminal and service s ā The Aggregates segment has a major customer, a mining operation (āMineā), that accounted for approximately 91% of Aggregates segment revenue for the three months ended JuneāÆ30, 2020. As of June 30, 2020, the Mine accounted for approximately 78%; and a construction company accounted for approximately 11% Aggregate segment accounts receivable balance, respectively. ā The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The Company evaluates performance based on profit or loss from operations before income taxes not including nonrecurring gains and losses. The Company accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current market prices. The Companyās reportable segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and marketing strategies. All assets are held and all operating activities occur within the the United States. ā ā ā ā ā ā ā ā ā ā ā Three months ended June 30, 2020 ā ā Aggregates ā Rail Park ā Other/Corporate ā Total ā ā ā ā ā ā ā ā ā Revenue $ 268,961 $ ā $ ā $ 268,961 Gross profit 78,283 ā ā ā 78,283 Selling, general and administrative 438,621 ā ā 2,475,749 2,914,370 Property, plant and equipment 2,804,847 ā ā 72,158 2,877,005 Land under development ā 6,990,769 ā 12,906 7,003,675 ā The June 30, 2019 segment information has not been retroactively adjusted to reflect the impact of discontinued operations. ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three months ended June 30, 2019 ā Aggregates Logistics Rail Park Other Total Revenues from external customers $ 233,950 $ 325,461 $ ā $ (81,687) $ 477,724 Intersegment revenues (81,689) 81,689 ā ā ā ā ā Interest expense 1,254 18,996 ā ā ā 63,329 83,579 Depreciation, depletion and amortization 73,179 58,178 ā ā ā 302 131,659 Segment loss 483,321 51,949 ā 6,773 ā 2,404,334 2,936,342 Segment assets 3,595,281 2,732,450 ā 5,823,125 ā 1,161,902 13,312,758 Expenditure for segment assets ā 2,271,025 ā ā ā ā 2,271,025 ā |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Jun. 30, 2020 | |
COMMITMENTS AND CONTINGENCIES. | |
COMMITMENTS AND CONTINGENCIES | 11. COMMITMENTS AND CONTINGENCIES Accrued Reclamation Liability The Company incurs reclamation liabilities as part of its mining activities. Quarry activities require the removal and relocation of significant levels of overburden to access materials of usable quantity and quality. The same overburden material is used to reclaim depleted mine areas, which must be sloped to a certain gradient and seeded to prevent erosion in the future. Reclamation methods and requirements can differ depending on the quarry and state rules and regulations in existence for certain locations. As of June 30, 2020, the Companyās undiscounted reclamation obligations totaled approximately $366,000. This obligation is expected to be settled within the next 20 years. Reclamation costs resulting from the normal use of long-lived assets, either owned or leased, are recognized over the period the asset is in use. The obligation, which cannot be reduced by estimated offsetting cash flows, is recorded at fair value as a liability at the obligating event date and is accreted through charges to selling, general and administrative costs, inclusive of depreciation, depletion and amortization. The fair value is based on our estimate of the cost required for a third party to perform the legally required reclamation tasks including a reasonable profit margin. This fair value is also capitalized as part of the carrying amount of the underlying asset and depreciated over the estimated useful life of the asset. The mining reclamation reserve is based on managementās estimate of future cost requirements to reclaim property at its operating quarry site. Costs are estimated in current dollars and inflated until the expected time of payment using a future estimated inflation rate and then discounted back to present value using a credit-adjusted, risk-free rate on obligations of similar maturity adjusted to reflect our credit rating. The Company will review reclamation liabilities at least every three years for a revision to the cost or a change in the estimated settlement date. Additionally, reclamation liabilities are reviewed in the period in which a triggering event occurs that would result in either a revision to the cost or a change in the estimated settlement date. Examples of events that would trigger a change in the cost include a new reclamation law or amendment to an existing mineral lease. Examples of events that would cause a change in the estimated settlement date include the acquisition of additional reserves or early or delayed closure of a site. Any affect to earnings from cost revisions is included in cost of revenue. A reconciliation of the carrying amount of our accrued reclamation liabilities is as follows: ā ā ā ā ā Balance at April 1, 2020 $ 108,701 Liabilities incurred ā ā Accretion expense ā 2,658 Balance at June 30, 2020 ā $ 111,359 ā |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Jun. 30, 2020 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | 12. SUBSEQUENT EVENTS ā Land Under Development ā In 2018, the Company formed the Rocky Mountain Rail Park Metropolitan District (āDistrictā) for the purpose of financing public improvements related to the development of approximately 620 acres, including open space and other right-of-way areas and providing ongoing operations and maintenance services related to the public improvements. Public improvements are generally, any part or all of the public improvements authorized to be planned, designed, acquired, constructed, installed, relocated, redeveloped, operated, maintained and/or financed, including necessary and appropriate landscaping, appurtenances and real property to effect such improvements, as generally described in the Colorado Special District Act (Title 32, Article 1, Colorado Revised Statutes) and as may be necessary to serve the future taxpayers and inhabitants of the District, as determined by the District Board, including public improvements within and without the Districtās boundaries. ā In April 2021, the District closed on its Limited Tax General Obligation and Water Revenue Bonds, Series 2021A and 2021B (āTax -Exempt Bondsā) raising total proceeds of approximately $65.2 million, approximately $51.2 million of which will be directly used to fund the public improvements. The Tax - Exempt Bonds are an obligation of the District and not of the Company and will be repaid through ownership taxes and other enterprise revenues collected by the District from property owners residing in the District. ā Water Rights ā In September 2021, the Company sold its water rights attributable to the Land under development to the District for a sales price of approximately $5.9 million. The proceeds were received on September 30, 2021, resulting in the recording of a gain on sales of assets of approximately $5.8 million, which was recognized in the consolidated statement of operation for the quarter ended September 30, 2021. ā ā ā |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim consolidated financial statements have been prepared in accordance with the accounting policies described in the consolidated financial statements and related notes included in our annual report on Form 10-K for the year ended March 31, 2020, (ā2020 Form 10-Kā) and should be read in conjunction with such consolidated financial statements and related notes. The 2020 year end consolidated balance sheet data included in the Form 10-Q filing was derived from the audited consolidated financial statements in our 2020 Form 10-K, but does not include all disclosures required by accounting principles generally accepted in the United States. The following notes to these interim consolidated financial statements highlight significant changes to the notes included in the March 31, 2020 audited consolidated financial statements included in our 2020 Form 10-K and present interim disclosures as required by the Securities and Exchange Commission. |
Consolidation | Consolidation The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (āGAAPā). The condensed consolidated financial statements include the financial condition and results of operations of our wholly-owned subsidiaries, where intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that impact the reported amounts of assets, liabilities, and expenses, and disclosure of contingent assets and liabilities in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including: expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. Although these estimates are based on the Companyās knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from those estimated amounts and assumptions used in the preparation of the financial statements. |
Fair Value Measurements | Fair Value Measurements The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories: - Level 1: Quoted market prices in active markets for identical assets or liabilities - Level 2: Observable market-based inputs or inputs that are corroborated by market data - Level 3: Unobservable inputs that are not corroborated by market data ā The fair value of notes payable was $3,924,742 and $4,324,892 as of June 30, 2020 and March 31, 2020, respectively. |
Net Loss per Common Share | Net Loss per Common Share Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders, after deducting preferred dividends, by the weighted average number of common shares outstanding during the period, without consideration of the potentially dilutive effects of converting stock options or restricted stock purchase rights outstanding. Diluted net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period and the potential dilutive effects of stock options or restricted stock purchase rights outstanding during the period determined using the treasury stock method. In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders since dilutive common shares are not assumed to have been issued, as their effect is anti-dilutive. |
Discontinued Operations | Discontinued Operations In April 2020, the Company began the shutdown and closing of operations located in Wellington, Colorado comprising substantially all the operations of RMR Logistics and the Logistics segment. The closing of the Wellington location was substantially complete in June, 2020. Substantially all of the mobile equipment was sold at auction in August of 2020 at a loss of $836,778. Auction proceeds received was approximately $1,287,000 and was used to pay down debt. Carrying amounts of major classes of assets and liabilities included in discontinued operations are comprised of the following as of: ā ā ā ā ā ā ā ā June 30, 2020 March 31, 2020 Cash $ ā ā $ 1,800 Accounts receivable 30,669 ā 45,287 Property, plant and equipment, net 2,331,991 ā 2,384,877 Goodwill ā ā ā ā 237,977 Other noncurrent assets ā 5,000 ā ā 5,000 Total assets held for sale $ 2,367,660 ā $ 2,674,941 ā ā ā ā ā ā Accounts payable and accrued liabilities $ 79,545 ā $ 75,634 Debt 2,237,055 ā 2,287,569 Total liabilities held for sale $ 2,316,600 ā $ 2,363,203 ā Major line items comprising net income (loss) of discontinued operations are comprised of the following: ā ā ā ā ā ā ā ā Three months ended ā June 30, ā ā 2020 2019 Revenue $ 122,445 ā $ 243,773 Cost of goods sold (190,356) ā (94,304) ā ā (67,911) ā ā 149,469 ā ā ā ā ā ā Selling, general and administrative (including depreciation and amortization) 328,610 ā 81,580 Interest expense, net 14,724 ā 18,074 ā ā ā ā ā ā Net income (loss) from discontinued operations $ (411,245) ā $ 49,815 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of major classes of assets, liabilities and net income (loss) from discontinued operations | ā ā ā ā ā ā ā ā June 30, 2020 March 31, 2020 Cash $ ā ā $ 1,800 Accounts receivable 30,669 ā 45,287 Property, plant and equipment, net 2,331,991 ā 2,384,877 Goodwill ā ā ā ā 237,977 Other noncurrent assets ā 5,000 ā ā 5,000 Total assets held for sale $ 2,367,660 ā $ 2,674,941 ā ā ā ā ā ā Accounts payable and accrued liabilities $ 79,545 ā $ 75,634 Debt 2,237,055 ā 2,287,569 Total liabilities held for sale $ 2,316,600 ā $ 2,363,203 ā ā ā ā ā ā ā ā Three months ended ā June 30, ā ā 2020 2019 Revenue $ 122,445 ā $ 243,773 Cost of goods sold (190,356) ā (94,304) ā ā (67,911) ā ā 149,469 ā ā ā ā ā ā Selling, general and administrative (including depreciation and amortization) 328,610 ā 81,580 Interest expense, net 14,724 ā 18,074 ā ā ā ā ā ā Net income (loss) from discontinued operations $ (411,245) ā $ 49,815 |
INVENTORY (Tables)
INVENTORY (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
INVENTORY | |
Schedule of inventory | ā ā ā ā ā ā ā ā ā June 30, 2020 March 31, 2020 Blasted Rock ā $ ā ā $ 2,316 Packaging ā ā 2,882 ā ā 7,204 Total ā $ 2,882 ā $ 9,520 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
PROPERTY, PLANT AND EQUIPMENT | |
Schedule of property, plant and equipment | The following summarizes the Companyās property, plant and equipment as of: ā ā ā ā ā ā ā ā June 30, 2020 March 31, 2020 Recoverable Limestone ā $ 1,477,469 ā $ 1,477,470 Mill Equipment ā 1,279,270 ā 1,273,395 Mining Equipment ā 336,934 ā 336,934 Mobile Equipment ā 813,975 ā 813,975 Other ā 78,973 ā 78,972 Total ā ā 3,986,621 ā ā 3,980,746 Less: Accumulated Depreciation ā (1,109,616) ā (1,007,525) Property, plant and equipment, net ā $ 2,877,005 ā $ 2,973,221 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
NOTES PAYABLE. | |
Schedule of notes payable | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Effective ā ā ā ā June 30, 2020 March 31, 2020 Interest Rate ā ā Maturity Date Equipment Loan ā $ 179,086 ā $ 191,530 ā 2.10% - 6.30% ā ā August 25, 2021 - January 22, 2023 Senior unsecured note ā ā ā ā ā 1,247,268 ā 25.00% ā ā April 4, 2020 Term loan ā ā 1,244,227 ā ā 1,297,014 ā 3.74% ā ā July 21, 2020 Unsecured notes ā ā 1,441,705 ā ā 967,856 ā 10.00% ā ā April 3, 2021 - June 30, 2021 Lines of credit ā ā 621,224 ā ā 621,224 ā 5.75% ā ā May 6, 2020 Promissory notes (PPP loan) ā ā 438,500 ā ā ā ā 1.00% ā ā April 20, 2020 ā ā ā 3,924,742 ā ā 4,324,892 ā ā ā ā ā Unamortized debt issuance cost ā ā (456,173) ā ā (30,669) ā ā ā ā ā ā ā ā 3,468,569 ā ā 4,294,223 ā ā ā ā ā Discontinued operations ā ā (2,237,055) ā ā (2,287,569) ā ā ā ā ā Less: current portion ā ā (701,224) ā ā (1,756,654) ā ā ā ā ā Debt due after one year ā $ 530,290 ā $ 250,000 ā ā ā ā ā |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
SEGMENT REPORTING | |
Schedule of segment reporting information | ā ā ā ā ā ā ā ā ā ā ā Three months ended June 30, 2020 ā ā Aggregates ā Rail Park ā Other/Corporate ā Total ā ā ā ā ā ā ā ā ā Revenue $ 268,961 $ ā $ ā $ 268,961 Gross profit 78,283 ā ā ā 78,283 Selling, general and administrative 438,621 ā ā 2,475,749 2,914,370 Property, plant and equipment 2,804,847 ā ā 72,158 2,877,005 Land under development ā 6,990,769 ā 12,906 7,003,675 ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three months ended June 30, 2019 ā Aggregates Logistics Rail Park Other Total Revenues from external customers $ 233,950 $ 325,461 $ ā $ (81,687) $ 477,724 Intersegment revenues (81,689) 81,689 ā ā ā ā ā Interest expense 1,254 18,996 ā ā ā 63,329 83,579 Depreciation, depletion and amortization 73,179 58,178 ā ā ā 302 131,659 Segment loss 483,321 51,949 ā 6,773 ā 2,404,334 2,936,342 Segment assets 3,595,281 2,732,450 ā 5,823,125 ā 1,161,902 13,312,758 Expenditure for segment assets ā 2,271,025 ā ā ā ā 2,271,025 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
COMMITMENTS AND CONTINGENCIES. | |
Schedule of carrying amount of our accrued reclamation liabilities | ā ā ā ā ā Balance at April 1, 2020 $ 108,701 Liabilities incurred ā ā Accretion expense ā 2,658 Balance at June 30, 2020 ā $ 111,359 |
ORGANIZATION (Details)
ORGANIZATION (Details) | Oct. 12, 2016item | Nov. 17, 2014USD ($)shares | Jul. 31, 2018a | Jan. 31, 2018a |
Rocky Mountain Resource Holdings Inc [Member] | ||||
Organization [Line Items] | ||||
Number of BLM unpatented placer mining claims | item | 41 | |||
Rocky Mountain Resource Holdings Inc [Member] | Online Yearbook [Member] | ||||
Organization [Line Items] | ||||
Shares acquired | shares | 5,200,000 | |||
Percentage of issued and outstanding shares of common stock | 69.06% | |||
Shares aggregate purchase price | $ | $ 357,670 | |||
Rail Land Company, LLC [Member] | ||||
Organization [Line Items] | ||||
Area of a real estate property acquired | 150 | |||
Area of a real estate property | 620 | |||
Rail Land Company, LLC [Member] | Property Located in Bennett, Colorado [Member] | ||||
Organization [Line Items] | ||||
Area of a real estate property acquired | 470 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2020 | Mar. 31, 2020 | |
Fair value of notes payable | $ 3,924,742 | $ 4,324,892 |
RMR Logistics and Logistics Segment [Member] | Discontinued Operations, Disposed of by Sale [Member] | ||
Loss on disposition on sale | (836,778) | |
Proceeds received | $ 1,287,000 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Discontinued Operations (Details) - USD ($) | 3 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Total assets held for sale | $ 2,367,660 | $ 2,674,941 | |
Net loss from discontinued operations | |||
Net income (loss) from discontinued operations | (411,245) | $ 49,815 | |
RMR Logistics and Logistics Segment [Member] | Discontinued Operations, Disposed of by Sale [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cash | 1,800 | ||
Accounts receivable | 30,669 | 45,287 | |
Property, plant and equipment, net | 2,331,991 | 2,384,877 | |
Goodwill | 237,977 | ||
Other noncurrent assets | 5,000 | 5,000 | |
Total assets held for sale | 2,367,660 | 2,674,941 | |
Accounts payable and accrued liabilities | 79,545 | 75,634 | |
Debt | 2,237,055 | 2,287,569 | |
Total liabilities held for sale | 2,316,600 | $ 2,363,203 | |
Proceeds received | 1,287,000 | ||
Net loss from discontinued operations | |||
Revenue | 122,445 | 243,773 | |
Cost of goods sold | (190,356) | (94,304) | |
Gross profit (loss) | (67,911) | 149,469 | |
Selling, general and administrative (including depreciation and amortization) | (328,610) | (81,580) | |
Interest expense, net | 14,724 | 18,074 | |
Net income (loss) from discontinued operations | $ (411,245) | $ 49,815 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) | Jun. 30, 2020 | Mar. 31, 2020 |
INVENTORY | ||
Blasted Rock | $ 0 | $ 2,316 |
Packaging | 2,882 | 7,204 |
Total | $ 2,882 | $ 9,520 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2020 | Mar. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 3,986,621 | $ 3,980,746 |
Less: Accumulated Depreciation | (1,109,616) | (1,007,525) |
Property, plant and equipment, net | 2,877,005 | 2,973,221 |
Recoverable Limestone [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 1,477,469 | 1,477,470 |
Mill Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 1,279,270 | 1,273,395 |
Mining Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 336,934 | 336,934 |
Mobile Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 813,975 | 813,975 |
Other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 78,973 | $ 78,972 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - Promissory notes (PPP loan) [Member] - USD ($) | Apr. 20, 2020 | Jun. 30, 2021 |
Proceeds from notes payable | $ 438,500 | |
Loan amount forgiven | $ 438,500 | |
Gain on extinguishment of debt | $ 438,500 |
NOTES PAYABLE - Schedule of Not
NOTES PAYABLE - Schedule of Notes Payable (Details) - USD ($) | Jun. 30, 2020 | Mar. 31, 2020 |
Debt Instrument [Line Items] | ||
Notes payable gross | $ 3,924,742 | $ 4,324,892 |
Unamortized debt issuance cost | (456,173) | (30,669) |
Notes Payable, Total | 3,468,569 | 4,294,223 |
Discontinued operations | (2,237,055) | (2,287,569) |
Less: current portion | (701,224) | (1,756,654) |
Note payable | 530,290 | 250,000 |
Equipment Loan [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable gross | 179,086 | 191,530 |
Secured promissory note [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable gross | $ 438,500 | |
Effective Interest Rate | 1.00% | |
Senior unsecured note [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable gross | $ 1,247,268 | |
Effective Interest Rate | 25.00% | |
Term loan [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable gross | $ 1,244,227 | $ 1,297,014 |
Effective Interest Rate | 3.74% | 3.74% |
Unsecured notes [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable gross | $ 1,441,705 | $ 967,856 |
Effective Interest Rate | 10.00% | 10.00% |
Lines of credit [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable gross | $ 621,224 | $ 621,224 |
Effective Interest Rate | 5.75% | 5.75% |
Minimum [Member] | Equipment Loan [Member] | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 2.10% | 2.10% |
Maximum [Member] | Equipment Loan [Member] | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 6.30% | 6.30% |
TRANSACTIONS WITH RELATED PAR_2
TRANSACTIONS WITH RELATED PARTIES (Details) | 3 Months Ended |
Jun. 30, 2020USD ($) | |
Related Party Transaction [Line Items] | |
Notice period of consulting agreements | 30 days |
Officer [Member] | |
Related Party Transaction [Line Items] | |
Officers' compensation | $ 35,000 |
Non Executive Board Chairman [Member] | |
Related Party Transaction [Line Items] | |
Accrued compensation expense | $ 1,390,000 |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) - USD ($) | 3 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Apr. 30, 2021 | Mar. 31, 2020 | |
Preferred stock, shares authorized | 50,000,000 | |||
Accrued dividends | $ 157,132 | |||
Proceeds from issuance of common stock | 0 | $ 1,500,000 | ||
Minimum [Member] | Qualified Offering [Member] | ||||
Proceeds from issuance of common stock | $ 10,000,000 | |||
Share price | $ 25 | |||
Common Stock | ||||
Common stock, shares authorized | 2,100,000,000 | |||
Class A Common Stock | ||||
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 | ||
Class B Common Stock | ||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||
Class B Common Stock | Common Stock | ||||
Proceeds from issuance of common stock | $ 1,500,000 | |||
Series A Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 118.47 | |||
Series A-1 Preferred Stock | ||||
Preferred stock, shares authorized | 50,000,000 | 48.27 | 50,000,000 | |
Accrued dividends | $ 8,000 | |||
Conversion price | $ 25 | |||
Series A-2 Preferred Stock | ||||
Preferred stock, shares authorized | 50,000,000 | 19.45 | 50,000,000 | |
Accrued dividends | $ 8,000 | |||
Conversion price | $ 21 | |||
Series A-3 Preferred Stock | ||||
Preferred stock, shares authorized | 50,000,000 | 50.75 | 50,000,000 | |
Conversion price | $ 15 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) | 3 Months Ended |
Jun. 30, 2020shares | |
Share-based compensation arrangement by share-based payment award, expiration period | 10 years |
2015 Equity Incentive Plan [Member] | |
Share-based compensation arrangement by share-based payment award, percentage of outstanding stock maximum | 30.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 1,592,650 |
Non Qualified Options [Member] | |
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage | 33.00% |
SEGMENT REPORTING - Description
SEGMENT REPORTING - Description (Details) - segment | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||
Number of reportable segments | 2 | 3 |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Mining Operation [Member] | ||
Segment Reporting Information [Line Items] | ||
Concentration risk, percentage | 78.00% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Construction Company [Member] | ||
Segment Reporting Information [Line Items] | ||
Concentration risk, percentage | 11.00% | |
Revenue [Member] | Customer Concentration Risk [Member] | Mining Operation [Member] | ||
Segment Reporting Information [Line Items] | ||
Concentration risk, percentage | 91.00% |
SEGMENT REPORTING - Reportable
SEGMENT REPORTING - Reportable Segments (Details) - USD ($) | 3 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 268,961 | $ 233,951 | |
Depreciation, depletion and amortization | 78,938 | 102,011 | |
Assets | 13,916,818 | $ 13,909,096 | |
Gross profit | 78,283 | (93,045) | |
Property, plant and equipment | 2,877,005 | 2,973,221 | |
Land under development | 7,003,675 | $ 6,800,616 | |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 268,961 | 477,724 | |
Interest expense | 83,579 | ||
Depreciation, depletion and amortization | 131,659 | ||
Segment loss | 2,936,342 | ||
Segment assets | 13,312,758 | ||
Expenditure for segment assets | 2,271,025 | ||
Gross profit | 78,283 | ||
Selling, general and administrative | 2,914,370 | ||
Property, plant and equipment | 2,877,005 | ||
Land under development | 7,003,675 | ||
Operating Segments [Member] | Aggregates | |||
Segment Reporting Information [Line Items] | |||
Revenue | 268,961 | 233,950 | |
Interest expense | 1,254 | ||
Depreciation, depletion and amortization | 73,179 | ||
Segment loss | 483,321 | ||
Segment assets | 3,595,281 | ||
Expenditure for segment assets | 0 | ||
Gross profit | 78,283 | ||
Selling, general and administrative | 438,621 | ||
Property, plant and equipment | 2,804,847 | ||
Operating Segments [Member] | Logistics | |||
Segment Reporting Information [Line Items] | |||
Revenue | 325,461 | ||
Interest expense | 18,996 | ||
Depreciation, depletion and amortization | 58,178 | ||
Segment loss | 51,949 | ||
Segment assets | 2,732,450 | ||
Expenditure for segment assets | 2,271,025 | ||
Operating Segments [Member] | Rail Park | |||
Segment Reporting Information [Line Items] | |||
Revenue | 0 | ||
Interest expense | 0 | ||
Depreciation, depletion and amortization | 0 | ||
Segment loss | 6,773 | ||
Segment assets | 5,823,125 | ||
Expenditure for segment assets | 0 | ||
Land under development | 6,990,769 | ||
Operating Segments [Member] | Other | |||
Segment Reporting Information [Line Items] | |||
Revenue | (81,687) | ||
Interest expense | 63,329 | ||
Depreciation, depletion and amortization | 302 | ||
Segment loss | 2,404,334 | ||
Segment assets | 1,161,902 | ||
Selling, general and administrative | 2,475,749 | ||
Property, plant and equipment | 72,158 | ||
Land under development | $ 12,906 | ||
Intersegment Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 0 | ||
Intersegment Eliminations [Member] | Aggregates | |||
Segment Reporting Information [Line Items] | |||
Revenue | (81,689) | ||
Intersegment Eliminations [Member] | Logistics | |||
Segment Reporting Information [Line Items] | |||
Revenue | 81,689 | ||
Intersegment Eliminations [Member] | Rail Park | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 0 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Additional Information (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2020 | Mar. 31, 2020 | |
COMMITMENTS AND CONTINGENCIES. | ||
Undiscounted reclamation liability | $ 366,000 | |
Reclamation liability settlement term | 20 years | |
Reclamation liabilities review period | 3 years | |
Lease liability | $ 449,669 | $ 519,754 |
Right of use asset | $ 449,668 | $ 519,754 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Schedule of Reconciliation of Carrying Amount of Accrued Reclamation Liabilities (Details) | 3 Months Ended |
Jun. 30, 2020USD ($) | |
COMMITMENTS AND CONTINGENCIES. | |
Balance at beginning of period | $ 108,701 |
Accretion expense | 2,658 |
Balance at end of period | $ 111,359 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2021USD ($) | Apr. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Mar. 31, 2018a | |
Subsequent Event [Line Items] | ||||
Area of land under development | a | 620 | |||
Total proceeds | $ 65.2 | |||
Proceeds used in funding public improvements | $ 51.2 | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Sale price | $ 5.9 | |||
Gain on sale of asset | $ 5.8 |