Document and Entity Information
Document and Entity Information - shares | 12 Months Ended | |
Dec. 31, 2020 | Apr. 23, 2021 | |
Document And Entity Information | ||
Document Type | 20-F | |
Amendment Flag | false | |
Document Annual Report | true | |
Document Transition Report | false | |
Document Shell Company Report | false | |
Document Period End Date | Dec. 31, 2020 | |
Document Fiscal Period Focus | FY | |
Document Fiscal Year Focus | 2019 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 333-214872 | |
Entity Registrant Name | Jupiter Gold Corp | |
Entity Central Index Key | 0001684688 | |
Entity Incorporation, State or Country Code | 1T | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 5,946,832 |
CONSOLIDATED BALANCE SHEET
CONSOLIDATED BALANCE SHEET - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash & cash equivalents | $ 67,552 | $ 58,498 |
Deposits and advances | 3,699 | |
Related party receivables | 190,581 | 94,575 |
Total current assets | 258,133 | 156,772 |
Property and equipment, net | 51,118 | 90,529 |
Intangible assets, net | 13,590 | 2,044 |
Total assets | 322,841 | 249,345 |
Current liabilities: | ||
Accounts payable and accrued expenses | 10,732 | 17,618 |
Total current liabilities | 10,732 | 17,618 |
Total liabilities | 10,732 | 17,618 |
Stockholders' equity (deficit): | ||
Series A preferred stock, $0.001 par value. 10,000,000 shares authorized; 1 share issued and outstanding | ||
Common stock, $0.001 par value. 40,000,000 shares authorized; 5,780,165 and 4,890,424 shares issued and outstanding as of December 31, 2020 and 2019, respectively | 5,780 | 4,890 |
Additional paid-in capital | 2,327,244 | 1,702,636 |
Accumulated other comprehensive loss | (98,265) | 16,398 |
Accumulated deficit | (1,922,650) | (1,492,197) |
Total stockholders' equity (deficit) | 312,109 | 231,727 |
Total liabilities and stockholders' equity (deficit) | $ 322,841 | $ 249,345 |
CONSOLIDATED BALANCE SHEET (Par
CONSOLIDATED BALANCE SHEET (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, Par Value | $ 0.001 | $ 0.001 |
Preferred stock, Shares Issued | 1 | 1 |
Preferred stock, Shares Outstanding | 1 | 1 |
Common stock, Par Value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 40,000,000 | 40,000,000 |
Common Stock, Shares Issued | 5,780,165 | 4,890,424 |
Common Stock, Shares Outstanding | 5,780,165 | 4,890,424 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | |||
Revenue | $ 8,525 | ||
Costs of revenue | |||
Gross margin | 8,525 | ||
Operating Expenses: | |||
Professional fees | 26,659 | 22,518 | 11,410 |
General and administrative | 266,802 | 143,555 | 194,561 |
Compensation and related costs | 44,711 | 5,816 | |
Stock-based compensation | 74,357 | 116,095 | 204,319 |
Total Operating Expenses | 412,529 | 287,984 | 410,290 |
Loss from Operations | 412,529 | (287,984) | (401,765) |
Other expense (income): | |||
Other expense (income) | 17,924 | 24,344 | |
Total other expense (income) | 17,924 | 24,344 | |
Loss before provision for income taxes | (430,453) | (312,328) | (401,765) |
Provision for income taxes | |||
Net loss | $ (430,453) | $ (312,328) | $ (401,765) |
Basic and diluted loss per share | |||
Net loss per share | $ (0.08) | $ (0.07) | $ (0.09) |
Weighted-average number of common shares outstanding: | |||
Basic and diluted | 5,411,039 | 4,714,866 | 4,313,048 |
Comprehensive loss: | |||
Net loss | $ (430,453) | $ (312,328) | $ (401,765) |
Foreign curreny translation adjustment | (114,663) | 5,716 | 9,455 |
Comprehensive loss | $ (545,116) | $ (306,612) | $ (392,310) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) | Preferred Stock [Member]Series A Preferred Stock [Member] | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Noncontrolling Interest | Total |
Beginning Balance at Dec. 31, 2017 | $ 4,430 | $ 1,097,682 | $ 1,227 | $ (778,104) | $ 325,235 | ||
Beginning Balance, Shares at Dec. 31, 2017 | 1 | 4,429,599 | |||||
Issuance of common stock in connection with sales made under private offerings | $ 5 | 4,995 | 5,000 | ||||
Issuance of common stock in connection with sales made under private offerings, Shares | 5,000 | ||||||
Conversion of convertible debenture(s) and other indebtedness into common stock | |||||||
Issuance of common stock in exchange for consulting, professional and other services | $ 200 | 124,800 | 125,000 | ||||
Issuance of common stock in exchange for consulting, professional and other services, Shares | 200,000 | ||||||
Common stock warrants issued in connection with convertible note to related party | |||||||
Stock based compensation | 204,319 | 204,319 | |||||
Change in foreign currency translation | 9,455 | 9,455 | |||||
Net income (loss) | (401,765) | (401,765) | |||||
Ending Balance at Dec. 31, 2018 | $ 4,635 | 1,431,796 | 10,682 | (1,179,869) | 267,244 | ||
Ending Balance, Shares at Dec. 31, 2018 | 1 | 4,634,599 | |||||
Issuance of common stock in connection with sales made under private offerings | $ 250 | 149,750 | 150,000 | ||||
Issuance of common stock in connection with sales made under private offerings, Shares | 250,333 | ||||||
Conversion of convertible debenture(s) and other indebtedness into common stock | |||||||
Issuance of common stock in exchange for consulting, professional and other services | $ 5 | 4,995 | 5,000 | ||||
Issuance of common stock in exchange for consulting, professional and other services, Shares | 5,492 | ||||||
Common stock warrants issued in connection with convertible note to related party | |||||||
Stock based compensation | 116,095 | 116,095 | |||||
Change in foreign currency translation | 5,716 | 5,716 | |||||
Net income (loss) | (312,328) | (312,328) | |||||
Ending Balance at Dec. 31, 2019 | $ 4,890 | 1,702,636 | 16,398 | (1,492,197) | 231,727 | ||
Ending Balance, Shares at Dec. 31, 2019 | 1 | 4,890,424 | |||||
Issuance of common stock in connection with sales made under private offerings | $ 462 | 274,538 | 275,000 | ||||
Issuance of common stock in connection with sales made under private offerings, Shares | 461,666 | ||||||
Conversion of convertible debenture(s) and other indebtedness into common stock | $ 375 | 224,625 | 225,000 | ||||
Conversion of convertible debenture(s) and other indebtedness into common stock, Shares | 375,000 | ||||||
Issuance of common stock in exchange for consulting, professional and other services | $ 53 | 31,792 | 31,845 | ||||
Issuance of common stock in exchange for consulting, professional and other services, Shares | 53,075 | ||||||
Common stock warrants issued in connection with convertible note to related party | 19,296 | 19,296 | |||||
Stock based compensation | 74,357 | 74,357 | |||||
Change in foreign currency translation | (114,663) | (114,663) | |||||
Net income (loss) | (430,453) | (430,453) | |||||
Ending Balance at Dec. 31, 2020 | $ 5,780 | $ 2,327,244 | $ (98,265) | $ (1,922,650) | $ 312,109 | ||
Ending Balance, Shares at Dec. 31, 2020 | 1 | 5,780,165 |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities of continuing operations: | |||
Net Loss | $ (430,453) | $ (312,328) | $ (401,765) |
Adjustments to reconcile net loss to cash used in operating activities: | |||
Stock based compensation and payment for services | 106,202 | 121,095 | 329,319 |
Amortization of debt discounts | 19,296 | ||
Depreciation and amortization | 20,528 | 24,654 | 17,978 |
Changes in operating assets and liabilities: | |||
Deposits and advances | 2,918 | (182) | |
Accounts payable and accrued expenses | (4,158) | 7,511 | (4,167) |
Net cash provided by (used in) operating activities | (285,667) | (159,250) | (58,635) |
Cash flows from investing activities: | |||
Related party receivable | (192,687) | 86,732 | (24,354) |
Acquisition of property and equipment | (788) | (20,254) | (803) |
Increase in intangible assets | (11,741) | ||
Net cash provided by (used in) investing activities | (205,216) | 66,478 | (25,157) |
Cash flows from financing activities: | |||
Net proceeds from sale of common stock | 275,000 | 150,000 | 5,000 |
Proceeds from convertible notes payable | 225,000 | ||
Net cash provided by (used in) financing activities | 500,000 | 150,000 | 5,000 |
Effect of exchange rates on cash and cash equivalents | (63) | (7) | (284) |
Net increase (decrease) in cash and cash equivalents | 9,054 | 57,221 | (79,076) |
Cash and Cash Equivalents, beginning of period | 58,498 | 1,277 | 80,353 |
Cash and Cash equivalents, end of period | 67,552 | 58,498 | 1,277 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | |||
Cash paid for income taxes | |||
Supplemental disclosure of non-cash investing and financing activities: | |||
Shares issued in connection with conversion of debt and accrued interest | 225,000 | ||
Warrants issued in connection with convertible note payable | $ 19,296 |
ORGANIZATION, BUSINESS AND SUMM
ORGANIZATION, BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
ORGANIZATION, BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 – ORGANIZATION, BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization and Description of Business On July 27, 2016, Jupiter Gold Corporation ("Jupiter Gold" or the "Company") was incorporated under the laws of the Republic of the Marshall Islands. Concurrently, Brazil Minerals, Inc. ("Brazil Minerals"), a U.S. corporation, exchanged its 99.99% ownership in Mineração Jupiter Ltda ("MJL"), a Brazilian company, for 4,000,000 shares of Jupiter Gold's common stock. Brazil Minerals held an approximate 10.5% interest in the Company as of December 31, 2020. The Company has 100%-ownership to several gold projects in development and in exploratory stages aggregating over 154,000 acres in Brazil. It also Basis of Presentation The consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles ("GAAP") of the United States of America and are expressed in United States dollars. For the years ended December 31, 2020, 2019 and 2018, the consolidated financial statements include the accounts of the Company and its 99.99% owned subsidiary, Mineração Jupiter Ltda. All material intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingencies at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results may differ from those estimates. Going Concern The consolidated financial statements have been prepared on a going concern basis which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The Company has limited working capital, has incurred losses since its inception, and has not yet generated material revenues from the sale of its products or services. These factors create substantial doubt about the Company's ability to continue as a going concern. The consolidated financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company generating cash from its operations, the sale of its stock and/or obtaining debt financing. During the year ended December 31, 2020, the Company funded operations primarily through the sale of equity securities. Management plans to fund its capital requirements and ongoing operations from the sale of gold and minerals recovered from mining areas that the Company expects will become operational during 2021. Management intends to cover any operating losses by selling its equity securities and obtaining debt financing. There can be no assurance the Company will be successful in these efforts. Fair Value of Financial Instruments Jupiter Gold follows the guidance of Accounting Standards Codification ("ASC") Topic 820 – Fair Value Measurement and Disclosure. Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of Jupiter Gold. Unobservable inputs are inputs that reflect Jupiter Gold's assumptions about the factors market participants would use in valuing the asset or liability. The guidance establishes three levels of inputs that may be used to measure fair value: Level 1. Observable inputs such as quoted prices in active markets; Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. As of December 31, 2020, Jupiter Gold did not have any level 2 or 3 assets or liabilities. Jupiter Gold's financial instruments consist of cash and cash equivalents, accounts payable, and accrued expenses. The carrying amount of these financial instruments approximates fair value due to either length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these consolidated financial statements. Cash and Cash Equivalents The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents to the extent that the funds are not being held for investment purposes. Funds held in Brazilian banks are insured up to 250,000 Brazilian Real (approximately $48,107 based on the December 31, 2020 exchange rate). Property and Equipment Property and equipment are stated at cost. Major improvements and betterments are capitalized. Maintenance and repairs are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful life. At the time of retirement or other disposition of property and equipment, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the statements of operations as other gain or loss, net. The diamond and gold processing plant and other machinery are depreciated over an estimated useful life of ten years; vehicles are depreciated over an estimated life of five years; and computer and other office equipment over an estimated useful life of three years. Mineral Properties Costs of exploration, carrying and retaining unproven mineral lease properties are expensed as incurred. Mineral property acquisition costs, including licenses and lease payments, are capitalized. Impairment losses are recorded on mineral properties used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amount. The Company did not recognize any impairment losses related to mineral properties held during the years ended December 31, 2020, 2019 and 2018. For intangible assets purchased in a business combination, the estimated fair values of the assets received are used to establish their recorded values. For intangible assets acquired in a non-monetary exchange, the estimated fair values of the assets transferred (or the estimated fair values of the assets received, if more clearly evident) are used to establish their recorded values, unless the values of neither the assets received nor the assets transferred are determinable within reasonable limits, in which case the assets received are measured based on the carrying values of the assets transferred. Valuation techniques consistent with the market approach, income approach and/or cost approach are used to measure fair value. Intangible assets consist of mineral rights held by MJL and hold a recorded value of $13,590, the cost of fees paid to the Brazilian national mining department. These rights are held in perpetuity provided the Company remains in compliance with various government regulations and industry requirements. Impairment of Long-Lived Assets For long-lived assets, such as property and equipment and intangible assets subject to amortization, Jupiter Gold continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future undiscounted cash flows is less than the carrying amount of those assets, Jupiter Gold recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. Revenue Recognition The Company generates revenue from the sale of gold and other minerals excavated from its modular gold recovery plant located in a mining concession in Brazil. The Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The guidance provided in Accounting Standards Codification (“ASC”) Topic 606 ("ASC 606") requires entities to use a five-step model to recognize revenue by allocating the consideration from contracts to performance obligations on a relative standalone selling price basis. Revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. The standard also requires new disclosures regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. ASC 606 also includes Subtopic 340-40, Other Assets and Deferred Costs – Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. The Company recognizes revenue under ASC 606, Revenue from Contracts with Customers. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: · Step 1: Identify the contract with the customer · Step 2: Identify the performance obligations in the contract · Step 3: Determine the transaction price · Step 4: Allocate the transaction price to the performance obligations in the contract · Step 5: Recognize revenue when the company satisfies a performance obligation In order to identify the performance obligations in a contract with a customer, a company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606's definition of a "distinct" good or service (or bundle of goods or services) if both of the following criteria are met: · The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer · The entity's promise to transfer the good or service to the customer is separately identifiable from other promises in the contract If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: · Variable consideration · Constraining estimates of variable consideration · The existence of a significant financing component in the contract · Noncash consideration · Consideration payable to a customer Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate. Stock-Based Compensation The Company records stock-based compensation in accordance with ASC Topic 718, Compensation - Stock Compensation. ASC 718 requires companies to measure compensation cost for stock-based employee compensation at fair value at the grant date and recognize the expense over the employee's requisite service period. Under ASC 718, volatility is based on the historical volatility of our stock or the expected volatility of the stock of similar companies. The expected life assumption is primarily based on historical exercise patterns and employee post-vesting termination behavior. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The Company utilizes the Black-Scholes option-pricing model, which was developed for use in estimating the fair value of options. Option-pricing models require the input of highly complex and subjective variables including the expected life of options granted and the expected volatility of our stock price over a period equal to or greater than the expected life of the options. Because changes in the subjective assumptions can materially affect the estimated value of our employee stock options, it is management's opinion that the Black-Scholes option-pricing model may not provide an accurate measure of the fair value of our employee stock options. Although the fair value of employee stock options is determined in accordance with ASC Topic 718 using an option-pricing model, that value may not be indicative of the fair value observed in a willing buyer/willing seller market transaction. On June 20, 2018, the FASB issued ASU 2018-07 which simplifies the accounting for share-based payments granted to nonemployees for goods and services. Under the ASU, most of the guidance on such payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. Equity classified share-based payments for employees are fixed at the time of grant. Equity-classified nonemployee share-based payment awards are measured at the grant date of the award which is the same as share-based payments for employees. The Company adopted the requirements of the new rule as of January 1, 2019, the effective date of the new guidance. Foreign Currency Jupiter Gold's subsidiary, MJL, uses its local currency as its functional currency. Resulting translation gains or losses are recognized as a component of accumulated other comprehensive income. Transaction gains or losses related to balances denominated in a currency other than the functional currency are recognized in the consolidated statements of operations. Basic Earnings (Loss) Per Share The Company computes loss per share in accordance with ASC Topic 260, Earnings per Share, which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. As of December 31, 2020, the Company's potentially dilutive securities relate to common stock issuable in connection with options. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. Reclassifications Certain prior year amounts have been reclassified to conform to the current period presentation. These reclassifications had no impact on net earnings (loss) or and financial position. Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations except as noted below: In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. ASU 2020-06 will simplify the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models will result in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. ASU 2020-06 also amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. ASU 2020-06 will be effective January 1, 2024, for the Company. Early adoption is permitted, but no earlier than January 1, 2021, including interim periods within that year. The Company is evaluating the effect of the adoption of ASU 2020-06 on the consolidated financial statements, but currently does not believe ASU 2020-06 will have a significant impact on the Company’s accounting for its convertible debt instruments. The effect will largely depend on the composition and terms of the financial instruments at the time of adoption. In February 2020, the FASB issued ASU 2020-02, Financial Instruments-Credit Losses (Topic 326) and Leases (Topic 842) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842), which amends the effective date of the original pronouncement for smaller reporting companies. ASU 2016-13 and its amendments will be effective for the Company for interim and annual periods in fiscal years beginning after December 15, 2022. The Company believes the adoption will modify the way the Company analyzes financial instruments, but it does not anticipate a material impact on results of operations. The Company is in the process of determining the effects adoption will have on its consolidated financial statements. |
COMPOSITION OF CERTAIN FINANCIA
COMPOSITION OF CERTAIN FINANCIAL STATEMENT ITEMS | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
COMPOSITION OF CERTAIN FINANCIAL STATEMENT ITEMS | NOTE 2 – COMPOSITION OF CERTAIN FINANCIAL STATEMENT ITEMS Property and Equipment, Net The following table sets forth the components of the Company's property and equipment at December 31, 2020 and December 31, 2019: December 31, 2020 December 31, 2019 Cost Accumulated Depreciation Net Book Cost Accumulated Depreciation Net Book Computers and office equipment $ 2,192 (867 ) $ 1,325 $ 1,405 (0 ) $ 1,405 Machinery and equipment 108,330 (62,571 ) 45,759 139,667 (66,704 ) 72,963 Vehicles 42,507 (38,473 ) 4,034 54,803 (38,642 ) 16,161 Total fixed assets $ 153,029 $ (101,911 ) $ 51,118 $ 195,875 $ (105,346 ) $ 90,529 For the years ended December 31, 2020, 2019 and 2018, the Company recorded depreciation expense of $20,528, $24,654 and $17,978, respectively. Related Party Receivables As of December 31, 2020, related party receivables totaled $190,581. The entire amount is owed from Brazil Minerals for short term loans made and expenses paid by Jupiter Gold and MJL. As of December 31, 2019, related party receivables totaled $94,575. This amount was comprised of the following components, (i) $3,787 is owed from a Brazil Minerals subsidiary to MJL for expenses paid on behalf of such subsidiary and (ii) $90,788 is owed from Brazil Minerals for short term loans made and expenses paid by Jupiter Gold and MJL. |
STOCKHOLDERS' DEFICIT
STOCKHOLDERS' DEFICIT | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
STOCKHOLDERS' DEFICIT | NOTE 3 – STOCKHOLDERS' DEFICIT Issued and Authorized As of December 31, 2020, Jupiter Gold had 5,780,165 shares of its common stock and 1 share of its preferred stock issued and outstanding. As of December 31, 2020, Jupiter Gold had 40,000,000 common shares and 10,000,000 preferred shares authorized. Common Stock During the year ended December 31, 2020, Jupiter Gold issued and sold 461,666 shares of common stock for cash proceeds of $275,000. Additionally, the Company issued 53,075 shares of its common stock in exchange for fees and services totaling $31,845, or an average price of $0.60 per share which approximated fair market value. Lastly, the Company issued 375,000 shares of common stock in connection with the conversion of $225,000 of note principal with a related party. During the year ended December 31, 2019, Jupiter Gold issued and sold 250,333 shares of common stock for cash proceeds of $150,000. Additionally, the Company issued 5,492 shares of its common stock in exchange for fees and services totaling $5,000, or an average price of $0.91 per share which approximated fair market value. During the year ended December 31, 2018, Jupiter Gold issued and sold 5,000 shares of common stock for cash proceeds of $5,000. Additionally, the Company issued 200,000 shares of its common stock in exchange for fees and services totaling $125,000, or an average price of $0.63 per share which approximated fair market value. Preferred A Stock Jupiter Gold has issued to one of its directors one share of a Series A Convertible Preferred Stock ("Preferred A Stock"). The Certificate of Designations, Preferences and Rights of Preferred A Stock provides that for so long as it is issued and outstanding, its holders shall vote together as a single class with the holders of the Company's common stock, with the holders of Preferred A Stock being entitled to 51% of the total votes on all such matters regardless of the actual number of shares of Preferred A Stock then outstanding, and the holders of common stock are entitled to their proportional share of the remaining 49% of the total votes based on their respective voting power. Stock Options During the year ended December 31, 2020, the Company granted to officers and directors as contractual compensation options to purchase an aggregate of 375,000 shares of its common stock. The options were valued at $74,357 in total. The options were valued using the Black-Scholes option pricing model with the following average assumptions: our stock price on date of grant ($0.300 to $0.525), a strike price of $0.01 to $1.04, expected dividend yield of 0%, historical volatility of 63.08%, risk-free interest rate of 0.29% to 1.69%, and an expected term of five to ten years. During the year ended December 31, 2019, the Company granted to directors as contractual compensation options to purchase an aggregate of 360,000 shares of its common stock. The options were valued at $116,095 in total. The options were valued using the Black-Scholes option pricing model with the following average assumptions: our stock price on date of grant ($0.275 to $1.125), a strike price of $1.00, expected dividend yield of 0%, historical volatility of 63.08%, risk-free interest rate of 1.39% to 2.56%, and an expected term of five years. During the year ended December 31, 2018, the Company granted to directors as contractual compensation options to purchase an aggregate of 365,000 shares of its common stock. The options were valued at $204,319 in total. The options were valued using the Black-Scholes option pricing model with the following average assumptions: our stock price on date of grant ($1.00 to $1.13), a strike price of $1.00, expected dividend yield of 0%, historical volatility of 63.08%, risk-free interest rate of 2.25% to 2.94%, and an expected term of five years. The following table reflects all outstanding and exercisable options at December 31, 2020. All stock options immediately vest and are exercisable for a period of five to ten years from the date of issuance. Number of Options Outstanding and Vested Weighted Average Exercise Price Remaining Contractual Life (Years) Aggregated Intrinsic Value Outstanding, December 31, 2018 1,560,000 $ 1.08 3.53 Issued 360,000 1.00 4.54 Exercised (– ) – – Forfeited (– ) – – Outstanding, December 31, 2019 1,920,000 $ 1.06 2.91 Issued 375,000 0.69 5.68 Exercised (– ) – – Forfeited (– ) – – Outstanding and Vested, December 31, 2020 2,295,000 $ 1.00 2.52 $ 103,600 The remaining contractual life of the options outstanding as of December 31, 2020 ranges from 0.67 to 9.92 years. Stock Warrants During the year ended December 31, 2020, the Company issued warrants to purchase an aggregate of 200,000 shares of its common stock in connection with certain sales of its common stock. The warrants were valued at $110,053 in total. The warrants were valued using the Black-Scholes option pricing model with the following average assumptions: our stock price on date of grant ($0.75 to $0.97), a strike price of $0.60 to $0.90, expected dividend yield of 0%, historical volatility of 254.5% to 277.4%, risk-free interest rate of 0.15% to 0.54%, and an expected term of approximately six months. During the year ended December 31, 2020, the Company issued warrants to purchase an aggregate of 67,000 shares of its common stock in connection with a $225,000 convertible note with a related party. The warrants were valued at $19,296. The warrants were valued using the Black-Scholes option pricing model with the following average assumptions: our stock price on date of grant ($0.35), a strike price of $0.60, expected dividend yield of 0%, historical volatility of 253.1%, risk-free interest rate of 1.42%, and an expected term of approximately two years. The following table reflects all outstanding and exercisable warrants at December 31, 2020. All stock warrants are exercisable for a period ranging from one to four years from the date of issuance. Number of Warrants Outstanding Weighted Average Exercise Price Remaining Contractual Life (Years) Aggregated Intrinsic Value Outstanding, December 31, 2019 – $ – – Issued 267,000 0.79 1.74 Exercised (– ) – – Forfeited (– ) – – Outstanding, December 31, 2020 267,000 $ 0.79 1.18 $ 42,450 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 4 – COMMITMENTS AND CONTINGENCIES Service Agreement Commencing November 1, 2017, Jupiter Gold established a cost sharing arrangement with Brazil Minerals whereby it agreed to pay $1,250 per month for support services including facilities and personnel. Monthly Honorarium MJL pays as honorarium to its administrator, Jupiter Gold's Chief Executive Officer, the minimum monthly salary as set annually by the Brazilian government. The minimum monthly salary was approximately $204 (or 1,045 Brazilian Reais) during 2020, $252 (or 998 Brazilian Reais) during 2019, and $246 (or 954 Brazilian Reais) during 2018. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 5 – SUBSEQUENT EVENTS In light of the SEC's Division of Corporate Finance Disclosure Guidance Topic Number 9, dated March 25, 2020, on the impact of COVID-19, the Company notes the following as of April 30, 2021: · The Company has not had any reports of COVID-19 among its workforce; · The Company has been able to continue to advance its three primary projects with minimal disruption; · Some exploratory research of other projects has been delayed because of certain key personnel not being able to travel; · In 2021, the Company has received gross proceeds of $50,000 from the exercise of warrants and issuance of securities to support ongoing operations. In accordance with FASB ASC 855-10 Subsequent Events, the Company has analyzed its operations subsequent to December 31, 2020 to the date these consolidated financial statements were issued, and has determined that it does not have any material subsequent events to disclose in these consolidated financial statements. |
ORGANIZATION, BUSINESS AND SU_2
ORGANIZATION, BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization and Description of Business | Organization and Description of Business On July 27, 2016, Jupiter Gold Corporation ("Jupiter Gold" or the "Company") was incorporated under the laws of the Republic of the Marshall Islands. Concurrently, Brazil Minerals, Inc. ("Brazil Minerals"), a U.S. corporation, exchanged its 99.99% ownership in Mineração Jupiter Ltda ("MJL"), a Brazilian company, for 4,000,000 shares of Jupiter Gold's common stock. Brazil Minerals held an approximate 10.5% interest in the Company as of December 31, 2020. The Company has 100%-ownership to several gold projects in development and in exploratory stages aggregating over 154,000 acres in Brazil. It also |
Basis of Presentation | Basis of Presentation The consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles ("GAAP") of the United States of America and are expressed in United States dollars. For the years ended December 31, 2019, 2018 and 2017, the consolidated financial statements include the accounts of the Company and its 99.99% owned subsidiary, Mineração Jupiter Ltda. All material intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingencies at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results may differ from those estimates. |
Going Concern | Going Concern The consolidated financial statements have been prepared on a going concern basis which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The Company has limited working capital, has incurred losses since its inception, and has not yet generated material revenues from the sale of its products or services. These factors create substantial doubt about the Company's ability to continue as a going concern. The consolidated financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company generating cash from its operations, the sale of its stock and/or obtaining debt financing. During the year ended December 31, 2020, the Company funded operations primarily through the sale of equity securities. Management plans to fund its capital requirements and ongoing operations from the sale of gold and minerals recovered from mining areas that the Company expects will become operational during 2021. Management intends to cover any operating losses by selling its equity securities and obtaining debt financing. There can be no assurance the Company will be successful in these efforts. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Jupiter Gold follows the guidance of Accounting Standards Codification ("ASC") Topic 820 – Fair Value Measurement and Disclosure. Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of Jupiter Gold. Unobservable inputs are inputs that reflect Jupiter Gold's assumptions about the factors market participants would use in valuing the asset or liability. The guidance establishes three levels of inputs that may be used to measure fair value: Level 1. Observable inputs such as quoted prices in active markets; Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. As of December 31, 2020, Jupiter Gold did not have any level 2 or 3 assets or liabilities. Jupiter Gold's financial instruments consist of cash and cash equivalents, accounts payable, and accrued expenses. The carrying amount of these financial instruments approximates fair value due to either length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these consolidated financial statements. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents to the extent that the funds are not being held for investment purposes. Funds held in Brazilian banks are insured up to 250,000 Brazilian Real (approximately $48,107 based on the December 31, 2020 exchange rate). |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. Major improvements and betterments are capitalized. Maintenance and repairs are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful life. At the time of retirement or other disposition of property and equipment, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the statements of operations as other gain or loss, net. The diamond and gold processing plant and other machinery are depreciated over an estimated useful life of ten years; vehicles are depreciated over an estimated life of five years; and computer and other office equipment over an estimated useful life of three years. |
Mineral Properties | Mineral Properties Costs of exploration, carrying and retaining unproven mineral lease properties are expensed as incurred. Mineral property acquisition costs, including licenses and lease payments, are capitalized. Impairment losses are recorded on mineral properties used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amount. The Company did not recognize any impairment losses related to mineral properties held during the years ended December 31, 2020, 2019 and 2018. For intangible assets purchased in a business combination, the estimated fair values of the assets received are used to establish their recorded values. For intangible assets acquired in a non-monetary exchange, the estimated fair values of the assets transferred (or the estimated fair values of the assets received, if more clearly evident) are used to establish their recorded values, unless the values of neither the assets received nor the assets transferred are determinable within reasonable limits, in which case the assets received are measured based on the carrying values of the assets transferred. Valuation techniques consistent with the market approach, income approach and/or cost approach are used to measure fair value. Intangible assets consist of mineral rights held by MJL and hold a recorded value of $13,590, the cost of fees paid to the Brazilian national mining department. These rights are held in perpetuity provided the Company remains in compliance with various government regulations and industry requirements. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets For long-lived assets, such as property and equipment and intangible assets subject to amortization, Jupiter Gold continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future undiscounted cash flows is less than the carrying amount of those assets, Jupiter Gold recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. |
Revenue Recognition | Revenue Recognition The Company generates revenue from the sale of gold and other minerals excavated from its modular gold recovery plant located in a mining concession in Brazil. The Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The guidance provided in Accounting Standards Codification (“ASC”) Topic 606 ("ASC 606") requires entities to use a five-step model to recognize revenue by allocating the consideration from contracts to performance obligations on a relative standalone selling price basis. Revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. The standard also requires new disclosures regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. ASC 606 also includes Subtopic 340-40, Other Assets and Deferred Costs – Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. The Company recognizes revenue under ASC 606, Revenue from Contracts with Customers. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: · Step 1: Identify the contract with the customer · Step 2: Identify the performance obligations in the contract · Step 3: Determine the transaction price · Step 4: Allocate the transaction price to the performance obligations in the contract · Step 5: Recognize revenue when the company satisfies a performance obligation In order to identify the performance obligations in a contract with a customer, a company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606's definition of a "distinct" good or service (or bundle of goods or services) if both of the following criteria are met: · The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer · The entity's promise to transfer the good or service to the customer is separately identifiable from other promises in the contract If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: · Variable consideration · Constraining estimates of variable consideration · The existence of a significant financing component in the contract · Noncash consideration · Consideration payable to a customer Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate. |
Stock-Based Compensation | Stock-Based Compensation The Company records stock-based compensation in accordance with ASC Topic 718, Compensation - Stock Compensation. ASC 718 requires companies to measure compensation cost for stock-based employee compensation at fair value at the grant date and recognize the expense over the employee's requisite service period. Under ASC 718, volatility is based on the historical volatility of our stock or the expected volatility of the stock of similar companies. The expected life assumption is primarily based on historical exercise patterns and employee post-vesting termination behavior. The risk-free interest rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The Company utilizes the Black-Scholes option-pricing model, which was developed for use in estimating the fair value of options. Option-pricing models require the input of highly complex and subjective variables including the expected life of options granted and the expected volatility of our stock price over a period equal to or greater than the expected life of the options. Because changes in the subjective assumptions can materially affect the estimated value of our employee stock options, it is management's opinion that the Black-Scholes option-pricing model may not provide an accurate measure of the fair value of our employee stock options. Although the fair value of employee stock options is determined in accordance with ASC Topic 718 using an option-pricing model, that value may not be indicative of the fair value observed in a willing buyer/willing seller market transaction. On June 20, 2018, the FASB issued ASU 2018-07 which simplifies the accounting for share-based payments granted to nonemployees for goods and services. Under the ASU, most of the guidance on such payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. Equity classified share-based payments for employees are fixed at the time of grant. Equity-classified nonemployee share-based payment awards are measured at the grant date of the award which is the same as share-based payments for employees. The Company adopted the requirements of the new rule as of January 1, 2019, the effective date of the new guidance. |
Foreign Currency | Foreign Currency Jupiter Gold's subsidiary, MJL, uses its local currency as its functional currency. Resulting translation gains or losses are recognized as a component of accumulated other comprehensive income. Transaction gains or losses related to balances denominated in a currency other than the functional currency are recognized in the consolidated statements of operations. |
Basic Earnings (Loss) Per Share | Basic Earnings (Loss) Per Share The Company computes loss per share in accordance with ASC Topic 260, Earnings per Share, which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. As of December 31, 2020, the Company's potentially dilutive securities relate to common stock issuable in connection with options. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current period presentation. These reclassifications had no impact on net earnings (loss) or and financial position. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations except as noted below: In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. ASU 2020-06 will simplify the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models will result in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. ASU 2020-06 also amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. ASU 2020-06 will be effective January 1, 2024, for the Company. Early adoption is permitted, but no earlier than January 1, 2021, including interim periods within that year. The Company is evaluating the effect of the adoption of ASU 2020-06 on the consolidated financial statements, but currently does not believe ASU 2020-06 will have a significant impact on the Company’s accounting for its convertible debt instruments. The effect will largely depend on the composition and terms of the financial instruments at the time of adoption. In February 2020, the FASB issued ASU 2020-02, Financial Instruments-Credit Losses (Topic 326) and Leases (Topic 842) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842), which amends the effective date of the original pronouncement for smaller reporting companies. ASU 2016-13 and its amendments will be effective for the Company for interim and annual periods in fiscal years beginning after December 15, 2022. The Company believes the adoption will modify the way the Company analyzes financial instruments, but it does not anticipate a material impact on results of operations. The Company is in the process of determining the effects adoption will have on its consolidated financial statements. |
COMPOSITION OF CERTAIN FINANC_2
COMPOSITION OF CERTAIN FINANCIAL STATEMENT ITEMS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Schedule of property and equipment | Property and Equipment, Net The following table sets forth the components of the Company's property and equipment at December 31, 2020 and December 31, 2019: December 31, 2020 December 31, 2019 Cost Accumulated Depreciation Net Book Cost Accumulated Depreciation Net Book Computers and office equipment $ 2,192 (867 ) $ 1,325 $ 1,405 (0 ) $ 1,405 Machinery and equipment 108,330 (62,571 ) 45,759 139,667 (66,704 ) 72,963 Vehicles 42,507 (38,473 ) 4,034 54,803 (38,642 ) 16,161 Total fixed assets $ 153,029 $ (101,911 ) $ 51,118 $ 195,875 $ (105,346 ) $ 90,529 |
STOCKHOLDERS' DEFICIT (Tables)
STOCKHOLDERS' DEFICIT (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Schedule of stock options activity | The following table reflects all outstanding and exercisable options at December 31, 2020. All stock options immediately vest and are exercisable for a period of five to ten years from the date of issuance. Number of Options Outstanding and Vested Weighted Average Exercise Price Remaining Contractual Life (Years) Aggregated Intrinsic Value Outstanding, December 31, 2018 1,560,000 $ 1.08 3.53 Issued 360,000 1.00 4.54 Exercised (– ) – – Forfeited (– ) – – Outstanding, December 31, 2019 1,920,000 $ 1.06 2.91 Issued 375,000 0.69 5.68 Exercised (– ) – – Forfeited (– ) – – Outstanding and Vested, December 31, 2020 2,295,000 $ 1.00 2.52 $ 103,600 |
Schedule of Warrant Activity | The following table reflects all outstanding and exercisable warrants at December 31, 2020. All stock warrants are exercisable for a period ranging from one to four years from the date of issuance. Number of Warrants Outstanding Weighted Average Exercise Price Remaining Contractual Life (Years) Aggregated Intrinsic Value Outstanding, December 31, 2019 – $ – – Issued 267,000 0.79 1.74 Exercised (– ) – – Forfeited (– ) – – Outstanding, December 31, 2020 267,000 $ 0.79 1.18 $ 42,450 |
COMPOSITION OF CERTAIN FINANC_3
COMPOSITION OF CERTAIN FINANCIAL STATEMENT ITEMS (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Cost | $ 153,029 | $ 195,875 |
Accumulated Depreciation | (101,911) | (105,346) |
Net Book Value | 51,118 | 90,529 |
Computers and office equipment [Member] | ||
Cost | 2,192 | 1,405 |
Accumulated Depreciation | (867) | 0 |
Net Book Value | 1,325 | 1,405 |
Machinery and equipment [Member] | ||
Cost | 108,330 | 139,667 |
Accumulated Depreciation | (62,571) | (66,704) |
Net Book Value | 45,759 | 72,963 |
Vehicles [Member] | ||
Cost | 42,507 | 54,803 |
Accumulated Depreciation | (38,473) | (38,642) |
Net Book Value | $ 4,034 | $ 16,161 |
COMPOSITION OF CERTAIN FINANC_4
COMPOSITION OF CERTAIN FINANCIAL STATEMENT ITEMS (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Notes to Financial Statements | |||
Depreciation expense | $ 20,528 | $ 24,654 | $ 17,978 |
Acounts Receivable - Related Party | $ 190,581 | $ 94,575 |
STOCKHOLDERS' DEFICIT (Details)
STOCKHOLDERS' DEFICIT (Details) - Stock Option - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Number of Options Outstanding and Vested | ||
Options outstanding, beginning balance | 1,920,000 | 1,560,000 |
Options issued | 375,000 | 360,000 |
Options outstanding, ending balance | 2,295,000 | 1,920,000 |
Weighted Average Exercise Price | ||
Weighted average exercise price, options outstanding, beginning balance | $ 1.06 | $ 1.08 |
Weighted average exercise price, options issued | 0.69 | 1 |
Weighted average exercise price, options outstanding, ending balance | $ 1 | $ 1.06 |
Remaining Contractual Life (Years) | ||
Weighted average remaining contractural life, outstanding | 2 years 10 months 28 days | 3 years 6 months 11 days |
Weighted average remaining contractural life, issued | 5 years 8 months 5 days | 4 years 6 months 15 days |
Weighted average remaining contractural life, outstanding | 2 years 6 months 7 days | 2 years 10 months 28 days |
Aggregated Intrinsic Value | $ 103,600 |
STOCKHOLDERS' DEFICIT (Details
STOCKHOLDERS' DEFICIT (Details 2) - Warrant [Member] | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | |
Number of Warrants Outstanding | |
Warrants outstanding, beginning balance | shares | |
Warrants issued | shares | 267,000 |
Warrants exercised | shares | |
Warrants forfeited | shares | |
Warrants outstanding, ending balance | shares | 267,000 |
Weighted Average Exercise Price | |
Weighted average exercise price, Warrants outstanding, beginning balance | $ / shares | |
Weighted average exercise price, Warrants issued | $ / shares | 0.79 |
Weighted average exercise price, Warrants exercised | $ / shares | |
Weighted average exercise price, Warrants forfeited | $ / shares | |
Weighted average exercise price, Warrants outstanding, ending balance | $ / shares | $ 0.79 |
Remaining Contractual Life (Years) | |
Weighted average remaining contractural life, issued | 1 year 8 months 26 days |
Weighted average remaining contractural life, outstanding | 1 year 2 months 5 days |
Aggregated Intrinsic Value | $ | $ 42,450 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Monthly Honorarium | $ 204 | $ 252 | $ 246 |
Brazil Minerals [Member] | |||
Cost sharing | $ 1,250 |