Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Apr. 30, 2020 | Jul. 13, 2020 | Oct. 31, 2019 | |
Cover [Abstract] | |||
Entity Registrant Name | U.S. GOLD CORP. | ||
Entity Central Index Key | 0000027093 | ||
Document Type | 10-K | ||
Document Period End Date | Apr. 30, 2020 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --04-30 | ||
Entity a Well-known Seasoned Issuer | No | ||
Entity a Voluntary Filer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 17,082,567 | ||
Entity Common Stock, Shares Outstanding | 2,919,867 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2020 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Apr. 30, 2020 | Apr. 30, 2019 |
CURRENT ASSETS: | ||
Cash | $ 2,749,957 | $ 2,197,181 |
Income tax receivable | 219,072 | |
Prepaid expenses and other current assets | 212,718 | 613,261 |
Total current assets | 3,181,747 | 2,810,442 |
NON - CURRENT ASSETS: | ||
Property, net | 133,371 | 74,929 |
Reclamation bond deposit | 355,556 | 339,447 |
Mineral rights | 6,163,559 | 4,176,952 |
Total non - current assets | 6,652,486 | 4,591,328 |
Total assets | 9,834,233 | 7,401,770 |
CURRENT LIABILITIES: | ||
Accounts payable | 154,381 | 112,303 |
Accounts payable - related parties | 3,459 | 42,539 |
Accrued liabilities | 5,367 | |
Total current liabilities | 157,840 | 160,209 |
LONG- TERM LIABILITIES | ||
Asset retirement obligation | 168,392 | 88,746 |
Total liabilities | 326,232 | 248,955 |
Commitments and Contingencies | ||
STOCKHOLDERS' EQUITY : | ||
Common stock ($0.001 Par Value; 200,000,000 Shares Authorized; 2,903,393 and 1,986,063 shares issued and outstanding as of April 30, 2020 and 2019) | 2,903 | 1,986 |
Additional paid-in capital | 41,093,050 | 33,425,931 |
Accumulated deficit | (31,587,952) | (26,275,102) |
Total stockholders' equity | 9,508,001 | 7,152,815 |
Total liabilities and stockholders' equity | 9,834,233 | 7,401,770 |
Convertible Series F Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY : | ||
Preferred stock value | ||
Convertible Series G Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY : | ||
Preferred stock value |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Apr. 30, 2020 | Apr. 30, 2019 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 2,903,393 | 1,986,063 |
Common stock, shares outstanding | 2,903,393 | 1,986,063 |
Convertible Series F Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,250 | 1,250 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Preferred stock, liquidation preference | $ 0 | $ 0 |
Convertible Series G Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 127 | 127 |
Preferred stock, shares issued | 57 | |
Preferred stock, shares outstanding | 57 | |
Preferred stock, liquidation preference | $ 114,000 | $ 114,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Income Statement [Abstract] | ||
Net revenues | ||
Operating expenses: | ||
Compensation and related taxes - general and administrative | 1,366,168 | 2,246,202 |
Exploration costs | 1,278,372 | 2,584,417 |
Professional and consulting fees | 2,381,513 | 2,204,359 |
General and administrative expenses | 661,442 | 576,227 |
Total operating expenses | 5,687,495 | 7,611,205 |
Loss before benefit (provision) for income taxes | (5,687,495) | (7,611,205) |
Benefit (provision) for income taxes | 438,145 | (435,345) |
Net loss | (5,249,350) | (8,046,550) |
Deemed dividend related to beneficial conversion feature of preferred stock | (2,086,212) | |
Net loss applicable to U.S. Gold Corp. common shareholders | $ (7,335,562) | $ (8,046,550) |
Net Loss per common share, basic and diluted | $ (3.17) | $ (4.36) |
Weighted average common shares outstanding - basic and diluted | 2,316,610 | 1,847,156 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) | Preferred Stock - Series F [Member] | Preferred Stock - Series G [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Apr. 30, 2018 | $ 1,759 | $ 30,927,054 | $ (18,228,552) | $ 12,700,261 | ||
Balance, shares at Apr. 30, 2018 | 1,759,057 | |||||
Issuance of common stock for cash, net of offering cost | $ 29 | 219,767 | 219,796 | |||
Issuance of common stock for cash, net of offering cost, shares | 29,007 | |||||
Issuance of common stock for salaries | $ 57 | 567,443 | 567,500 | |||
Issuance of common stock for salaries, shares | 56,976 | |||||
Issuance of common stock for exploration expenses | $ 20 | 183,206 | 183,226 | |||
Issuance of common stock for exploration expenses, shares | 19,916 | |||||
Issuance of common stock for services | $ 120 | 1,187,880 | 1,188,000 | |||
Issuance of common stock for services, shares | 120,187 | |||||
Issuance of common stock for accrued services | $ 1 | 12,499 | 12,500 | |||
Issuance of common stock for accrued services, shares | 920 | |||||
Stock options granted for services | 328,082 | 328,082 | ||||
Stock-based compensation in connection with restricted common stock award grants and restricted common stock unit grants | 880,623 | |||||
Net loss | (8,046,550) | (8,046,550) | ||||
Balance at Apr. 30, 2019 | $ 1,986 | 33,425,931 | (26,275,102) | 7,152,815 | ||
Balance, shares at Apr. 30, 2019 | 1,986,063 | |||||
Issuance of common stock for cash, net of offering cost | $ 357 | 1,889,898 | 1,890,255 | |||
Issuance of common stock for cash, net of offering cost, shares | 357,142 | |||||
Issuance of common stock for services | $ 78 | 572,525 | 572,603 | |||
Issuance of common stock for services, shares | 78,153 | |||||
Issuance of common stock for accrued services | $ 3 | 26,900 | 26,903 | |||
Issuance of common stock for accrued services, shares | 2,862 | |||||
Stock options granted for services | 196,046 | 196,046 | ||||
Issuance of preferred stock and warrants for cash, net of offering cost | $ 1 | 2,401,201 | 2,401,202 | |||
Issuance of preferred stock and warrants for cash, net of offering cost, shares | 1,250 | |||||
Issuance of preferred stock in connection with the Exchange Agreement | ||||||
Issuance of preferred stock in connection with the Exchange Agreement, shares | (127) | 127 | ||||
Issuance of common stock to private placement agent related to sale of common stock | $ 25 | (25) | ||||
Issuance of common stock to private placement agent related to sale of common stock, shares | 25,281 | |||||
Conversion of preferred stock into common stock | $ (1) | $ 222 | (221) | |||
Conversion of preferred stock into common stock, shares | (1,123) | (70) | 222,018 | |||
Issuance of common stock in connection with the share exchange agreement | $ 200 | 2,019,800 | 2,020,000 | |||
Issuance of common stock in connection with the share exchange agreement, shares | 200,000 | |||||
Stock-based compensation in connection with restricted common stock award grants and restricted common stock unit grants | $ 33 | 497,495 | 497,528 | |||
Stock-based compensation in connection with restricted common stock award grants and restricted common stock unit grants, shares | 32,454 | |||||
Fractional difference due to the reverse stock split | $ (1) | (1) | ||||
Fractional difference due to the reverse stock split, shares | (580) | |||||
Net loss | (5,249,350) | (5,249,350) | ||||
Balance at Apr. 30, 2020 | $ 2,903 | $ 41,029,550 | $ (31,524,452) | $ 9,508,001 | ||
Balance, shares at Apr. 30, 2020 | 57 | 2,903,393 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (5,249,350) | $ (8,046,550) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 10,730 | 6,956 |
Accretion | 10,474 | 6,861 |
Stock based compensation | 1,266,177 | 2,275,337 |
Amortization of prepaid stock based expenses | 160,377 | 45,253 |
Deferred income taxes | 435,345 | |
Changes in operating assets and liabilities: | ||
Income tax receivable | (219,072) | |
Prepaid expenses and other current assets | 240,166 | (40,715) |
Reclamation bond deposit | (16,109) | (246,519) |
Accounts payable | (83,592) | (132,139) |
Accounts payable - related parties | (12,177) | 40,108 |
Accrued liabilities | (5,367) | (12,831) |
NET CASH USED IN OPERATING ACTIVITIES | (3,897,743) | (5,668,894) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Net proceeds received in connection with the share exchange agreement | 159,063 | |
NET CASH PROVIDED BY INVESTING ACTIVITIES | 159,063 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Issuance of preferred stock and warrants, net of issuance cost | 2,401,201 | |
Issuance of common stock, net of offering costs | 1,890,255 | 219,796 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 4,291,456 | 219,796 |
NET INCREASE (DECREASE) IN CASH | 552,776 | (5,449,098) |
CASH - beginning of year | 2,197,181 | 7,646,279 |
CASH - end of year | 2,749,957 | 2,197,181 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest | ||
Income taxes | ||
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Increase in asset retirement obligation | 81,885 | |
Issuance of common stock for accrued services | 26,903 | 12,500 |
Deemed dividends - Series F and G preferred stock | 2,086,212 | |
Issuance of common stock in connection with the share exchange agreement | 2,020,000 | |
Assumption of liabilities in connection with the share exchange agreement | 125,670 | |
Increase in mineral properties in connection with the share exchange agreement | 1,986,607 | |
Issuance of common stock for prepaid services | 160,377 | |
Increase in asset retirement cost and obligation | $ 69,172 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Apr. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS Organization U.S. Gold Corp., formerly known as Dataram Corporation (the “Company”), was originally incorporated in the State of New Jersey in 1967 and was subsequently re-incorporated under the laws of the State of Nevada in 2016. Effective June 26, 2017, the Company changed its name to U.S. Gold Corp. from Dataram Corporation. On June 13, 2016, Gold King Corp. (“Gold King”), a private Nevada corporation, entered into an Agreement and Plan of Merger (the “Merger Agreement”) with the Company, the Company’s wholly-owned subsidiary Dataram Acquisition Sub, Inc., a Nevada corporation (“Acquisition Sub”), and all of the principal shareholders of Gold King (the “Gold King Shareholders”). Upon closing of the transactions contemplated under the Merger Agreement (the “Merger”), Gold King merged with and into Acquisition Sub with Gold King as the surviving corporation and became a wholly-owned subsidiary of the Company. The Merger was treated as a reverse acquisition and recapitalization, and the business of Gold King became the business of the Company. The financial statements are those of Gold King (the accounting acquirer) prior to the merger and include the activity of the Company (the legal acquirer) from the date of the Merger. Gold King is a gold and precious metals exploration company pursuing exploration and development opportunities primarily in Nevada and Wyoming. The Company has a wholly owned subsidiary, U.S. Gold Acquisition Corporation, formerly Dataram Acquisition Sub, Inc. (“U.S. Gold Acquisition”), a Nevada corporation which was formed in April 2016. On May 23, 2017, the Company closed the Merger with Gold King. The Merger constituted a change of control and the majority of the Board of Directors changed with the consummation of the Merger. The Company issued shares of common stock to Gold King which represented approximately 90% of the combined company. On September 10, 2019, the Company, 2637262 Ontario Inc., a corporation incorporated under the laws of the Providence of Ontario (“NumberCo”), and all of the shareholders of NumberCo (the “NumberCo Shareholders”), entered into a Share Exchange Agreement (the “Share Exchange Agreement”), pursuant to which, among other things, the Company agreed to issue to the NumberCo Shareholders 200,000 shares of the Company’s common stock in exchange for all of the issued and outstanding shares of NumberCo, with NumberCo becoming a wholly-owned subsidiary of the Company (see Note 4). On March 17, 2020, the board of directors of the Company (the “Board”) approved a 1-for-10 reverse stock split of the Company’s issued and outstanding shares of common stock (the “Reverse Stock Split”), and on March 18, 2020, the Company filed with the Secretary of State of the State of Nevada a Certificate of Amendment to its Articles of Incorporation to effect the Reverse Stock Split. The Reverse Stock Split became effective as of 5:00 p.m. Eastern Time on March 19, 2020, and the Company’s common stock began trading on a split-adjusted basis when the market opened on March 20, 2020. Accordingly, all common share and per share data are retrospectively restated to give effect of the split for all periods presented herein. None of the Company’s properties contain proven and probable reserves and all of the Company’s activities are exploratory in nature. Unless the context otherwise requires, all references herein to the “Company” refer to U.S. Gold Corp. and its consolidated subsidiaries. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Apr. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation and principles of consolidation The accompanying consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), the instructions to Form 10-K, and the rules and regulations of the United States Securities and Exchange Commission for financial information, which includes the consolidated financial statements and presents the consolidated financial statements of the Company and its wholly-owned subsidiaries as of April 30, 2020. All intercompany transactions and balances have been eliminated. It is management’s opinion that all material adjustments (consisting of normal recurring adjustments) have been made, which are necessary for a fair financial statement presentation. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when acquired to be cash equivalents. The Company places its cash with high credit quality financial institutions. At April 30, 2020 and 2019, the Company does not have any cash equivalents. The Company’s accounts at these institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. At April 30, 2020 and 2019, the Company had bank balances exceeding the FDIC insurance limit on interest bearing accounts. To reduce its risk associated with the failure of such financial institutions, the Company evaluates at least annually the rating of the financial institutions in which it holds deposits. Use of Estimates and Assumptions In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated balance sheet, and revenues and expenses for the period then ended. Actual results may differ significantly from those estimates. Significant estimates made by management include, but are not limited to, valuation of mineral rights, stock-based compensation, the fair value of common and preferred stock, valuation of warrants, asset retirement obligations and the valuation of deferred tax assets and liabilities. Fair Value Measurements The Company has adopted Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures” (“ASC 820”), for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied in accordance with U.S. GAAP, which requires the use of fair value measurements, establishes a framework for measuring fair value and expands disclosure about such fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below: Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. The Company analyzes all financial instruments with features of both liabilities and equity under the Financial Accounting Standard Board’s (“FASB”) accounting standard for such instruments. Under this standard, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. At April 30, 2020 and 2019, the Company had no financial instruments or liabilities accounted for at fair value on a recurring basis or nonrecurring basis. Prepaid expenses and other current assets Prepaid expenses and other current assets of $212,718 and $613,261 at April 30, 2020 and 2019, respectively, consist primarily of costs paid for future services which will occur within a year. Prepaid expenses principally include prepayments in cash and equity instruments for consulting, public relations, and business advisory services, insurance premiums, mining claim fees and mineral lease fees which are being amortized over the terms of their respective agreements. Property Property is carried at cost. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in income in the year of disposition. Depreciation is calculated on a straight-line basis over the estimated useful life of the assets, generally ten years. Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. The Company did not recognize any impairment during the years ended April 30, 2020 and 2019. Mineral Rights Costs of leasing, exploring, carrying and retaining unproven mineral lease properties are expensed as incurred. The Company expenses all mineral exploration costs as incurred as it is still in the exploration stage. If the Company identifies proven and probable reserves in its investigation of its properties and upon development of a plan for operating a mine, it would enter the development stage and capitalize future costs until production is established. When a property reaches the production stage, the related capitalized costs will be amortized on a units-of-production basis over the proven and probable reserves following the commencement of production. The Company assesses the carrying costs of the capitalized mineral properties for impairment under ASC 360-10, “Impairment of Long-Lived Assets”, and evaluates its carrying value under ASC 930-360, “Extractive Activities—Mining”, annually. An impairment is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral properties. Impairment losses, if any, are measured as the excess of the carrying amount of the mineral properties over its estimated fair value. To date, the Company has not established the commercial feasibility of any exploration prospects; therefore, all exploration costs are being expensed. ASC 930-805, “Extractive Activities—Mining: Business Combinations” (“ASC 930-805”), states that mineral rights consist of the legal right to explore, extract, and retain at least a portion of the benefits from mineral deposits. Mining assets include mineral rights. Acquired mineral rights are considered tangible assets under ASC 930-805. ASC 930-805 requires that mineral rights be recognized at fair value as of the acquisition date. As a result, the direct costs to acquire mineral rights are initially capitalized as tangible assets. Mineral rights include costs associated with acquiring patented and unpatented mining claims. ASC 930-805 provides that in measuring the fair value of mineral assets, an acquirer should take into account both: ● The value beyond proven and probable reserves (“VBPP”) to the extent that a market participant would include VBPP in determining the fair value of the assets. ● The effects of anticipated fluctuations in the future market price of minerals in a manner that is consistent with the expectations of market participants. Leases to explore for or use of natural resources are outside the scope of ASU 2016-02, “Leases”. Goodwill and other intangible assets In accordance with ASC 350-30-65, the Company assesses the impairment of identifiable intangibles whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors the Company considers to be important which could trigger an impairment review include the following: 1. Significant underperformance relative to expected historical or projected future operating results; 2. Significant changes in the manner of use of the acquired assets or the strategy for the overall business; and 3. Significant negative industry or economic trends. When the Company determines that the carrying value of intangibles may not be recoverable based upon the existence of one or more of the above indicators of impairment and the carrying value of the asset cannot be recovered from projected undiscounted cash flows, the Company records an impairment charge. The Company measures any impairment based on a projected discounted cash flow method using a discount rate determined by management to be commensurate with the risk inherent in the current business model. Significant management judgment is required in determining whether an indicator of impairment exists and in projecting cash flows. Share-Based Compensation Share-based compensation is accounted for based on the requirements of ASC 718, “Compensation—Stock Compensation’ (“ASC 718”), which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). ASC 718 also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Pursuant to ASC 505, “Equity—Equity Based Payments to Non-Employees” (“ASC 505-50”), for share-based payments to consultants and other third parties, compensation expense is determined at the measurement date, which is the grant date. Until the measurement date is reached, the total amount of compensation expense remains uncertain. ASU 2018-07 applies to all share-based payment transactions in which the grantor acquires goods and services to be used or consumed in its own operations by issuing share-based payment awards. ASU 2018-07 also clarifies that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under ASC 606. ASU 2018-07 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted, but no earlier than adoption of ASC 606. The Company chose to early adopt ASU 2018-07 in July 2018. The adoption of this standard did not have a material effect on the Company’s consolidated financial statements and related disclosures. Accounting for Warrants Warrants are accounted for in accordance with the applicable accounting guidance provided in ASC 815, “Derivatives and Hedging” (“ASC 815”) as either derivative liabilities or as equity instruments, depending on the specific terms of the agreements. The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) give the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). Instruments that are classified as liabilities are recorded at fair value at each reporting period, with any change in fair value recognized as a component of change in fair value of derivative liabilities in the consolidated statements of operations. The Company assessed the classification of its outstanding common stock purchase warrants as of the date of issuance and determined that such instruments met the criteria for equity classification under the guidance in ASU 2017-11 “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Feature”. The Company has no outstanding warrants that contain a “down round” feature under Topic 815 of ASU 2017-11. Convertible Preferred Stock The Company accounts for its convertible preferred stock under the provisions of ASC 480, “Distinguishing Liabilities from Equity” (“ASC 480”), which sets forth the standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity. ASC 480 requires an issuer to classify a financial instrument that is within the scope of ASC 480 as a liability if such financial instrument embodies an unconditional obligation to redeem the instrument at a specified date and/or upon an event certain to occur. During the periods ended April 30, 2020 and 2019, the Company’s outstanding convertible preferred shares were accounted for as equity, with no liability recorded. Convertible Instruments The Company bifurcates conversion options from their host instruments and accounts for them as free standing derivative financial instruments according to certain criteria. The criteria includes circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. An exception to this rule when the host instrument is deemed to be conventional as that term is described under applicable U.S. GAAP. When the Company has determined that the embedded conversion options should not be bifurcated from their host instruments, the Company records, when necessary, a beneficial conversion feature (“BCF”) related to the issuance of convertible debt and equity instruments that have conversion features at fixed rates that are in-the-money when issued, and the fair value of warrants issued in connection with those instruments. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds to warrants, based on their relative fair value, and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion feature. The discounts recorded in connection with the BCF and warrant valuation are recognized (a) for convertible debt as interest expense over the term of the debt, using the effective interest method or (b) for convertible preferred stock as dividends at the time the stock first becomes convertible. The incremental fair value of the Company’s outstanding Series F Convertible Preferred shares during the year ended April 30, 2020, $2,022,712, was accounted for as a deemed dividend to holders of the Series F Convertible Preferred shares for fiscal year 2020 and increased the net loss applicable to common shareholders. In connection with the April Offering, on March 29, 2020, we entered into an exchange agreement with holders of shares of our 0% Series F Convertible Preferred Stock (the “Series F Preferred Stock”) pursuant to which 127 shares of our Series F Preferred Stock exchanged for 127 shares of the Series G Convertible Preferred Stock (“Series G Preferred Stock”). The Series G Preferred Stock had substantially the same terms as that of the Series F Preferred Stock except the conversion price of the Series G Preferred Stock is $5.60 per share. As of June 3, 2020, all Series G Preferred Stock had converted and there are no shares of Series G Preferred Stock outstanding. Remediation and Asset Retirement Obligation Asset retirement obligations (“ARO”), consisting primarily of estimated reclamation costs at the Company’s Copper King and Keystone properties, are recognized in the period incurred and when a reasonable estimate can be made, and recorded as liabilities at fair value. Such obligations, which are initially estimated based on discounted cash flow estimates, are accreted to full value over time through charges to accretion expense. Corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful life. AROs are periodically adjusted to reflect changes in the estimated present value resulting from revisions to the estimated timing or amount of reclamation and closure costs. The Company reviews and evaluates its AROs annually or more frequently at interim periods if deemed necessary. Foreign Currency Transactions The reporting and functional currency of the Company is the U.S. dollar. Transactions denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing on the transaction dates. Assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the balance sheet date with any transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency included in the results of operations as incurred. Transaction gains or losses have not had, and are not expected to have, a material effect on the results of operations of the Company, and are included in General and administrative expenses. Income Taxes The Company accounts for income taxes pursuant to the provision of ASC 740-10, “Accounting for Income Taxes” (“ASC 740-10”), which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. The Company follows the provision of ASC 740-10, “Accounting for Uncertain Income Tax Positions” (“ASC 740-10”). When tax returns are filed, there may be uncertainty about the merits of positions taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more likely than not recognition threshold are measured at the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefit associated with tax positions taken that exceed the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all more likely than not to be upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. The Company has adopted ASC 740-10-25, “Definition of Settlement”, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion and examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The federal and state income tax returns of the Company are subject to examination by the Internal Revenue Service and state taxing authorities, generally for three years after they are filed. Recent Accounting Pronouncements Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material effect on the financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an effect on or are unrelated to its financial condition, results of operations, cash flows or disclosures. |
Going Concern
Going Concern | 12 Months Ended |
Apr. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 3 — GOING CONCERN The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of April 30, 2020, the Company had cash of approximately $2.7 million, working capital of approximately $3.0 million, and an accumulated deficit of approximately $31.6 million. The Company had a net loss and cash used in operating activities of approximately $5.2 million and $3.9 million, respectively, during the year ended April 30, 2020. As a result of the utilization of cash in its operating activities, and the development of its assets, the Company has incurred losses since it commenced operations. The Company’s primary source of operating funds since inception has been equity financings. As of April 30, 2020, the Company had sufficient cash to fund its operations for approximately 9 to 12 months and expects that it will be required to raise additional funds to fund its operations thereafter. These matters raise substantial doubt about the Company’s ability to continue as a going concern for the twelve months following the issuance of these financial statements. On June 20, 2019, the Company sold 1,250 Series F Preferred units for an aggregate purchase price of $2,500,000, or $2,000 per unit. Each unit consisted of one (1) share of 0% Series F Preferred Stock and 87 Class X Warrants on a registered basis and 175 Class A Warrants on an unregistered basis (see Note 8). On April 1, 2020, the Company sold 357,142 units of common shares and warrants for an aggregate purchase price of $2,000,000 (see Note 8), which the Company believes may not be indicative of the Company’s ability to raise additional funds for operations, due to a further downturn in equity markets for companies in its industry. There can be no assurance that the Company will be able to raise additional capital or if the terms will be favorable. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Mineral Rights
Mineral Rights | 12 Months Ended |
Apr. 30, 2020 | |
Extractive Industries [Abstract] | |
Mineral Rights | NOTE 4 — MINERAL RIGHTS Copper King Project The Company owns the Copper King gold and copper development project (the “Copper King Project”), which is comprised of two State of Wyoming Metallic and Non-metallic Rocks and Minerals Mining Leases covering an area of approximately 1.8 square miles located in the Silver Crown Mining District of southeast Wyoming. On July 2, 2014, the Company entered into an Asset Purchase Agreement whereby the Company acquired certain mining leases and other mineral rights comprising the Copper King Project. The purchase price consisted of (a) cash payment in the amount of $1.5 million and (b) closing shares calculated at 50% of the issued and outstanding shares of the Company’s common stock and valued at $1.5 million. In accordance with ASC 360-10, “Property, Plant, and Equipment”, assets are recognized based on their cost to the acquiring entity, which generally includes the transaction costs of the asset acquisition. Accordingly, the Company recorded a total cost of the acquired mineral properties of $3,091,738 at the date of purchase, which included the purchase price ($3,000,000) and related transaction costs. Keystone Project The Company, through its wholly-owned subsidiary, U.S. Gold Acquisition Corporation (“USGAC”), a Nevada corporation, acquired the mining claims comprising the Keystone Project on May 27, 2016 from Nevada Gold Ventures, LLC (“Nevada Gold”) and Americas Gold Exploration, Inc. under the terms of a purchase and sale agreement. At the time of purchase, the Keystone Project consisted of 284 unpatented lode mining claims situated in Eureka County, Nevada. The purchase price for the Keystone Project consisted of the following: (a) cash payment in the amount of $250,000, (b) 46,250 shares of the Company’s common stock and (c) an aggregate of 23,145 five-year options to purchase shares of the Company’s common stock at an exercise price of $36.00 per share. The Company valued the shares of common stock at the fair value of $555,000 or $12.00 per share of common stock based on the contemporaneous sale of its preferred stock in a private placement at $1.00 per common share. The options were valued at $184,968. The options vested over a period of two years whereby 1/24 of the options vested and became exercisable each month for the 24 months following the closing of the acquisition. The options are non-forfeitable and are not subject to obligations or service requirements. Accordingly, at the date of acquisition, the Company recorded a total cost of the acquired mineral properties of $1,028,885 which includes the purchase price ($989,968) and related transaction cost ($38,917). Some of the Keystone Project claims are subject to pre-existing net smelter royalty (“NSR”) obligations. In addition, under the terms of the purchase and sale agreement, Nevada Gold retained additional NSR rights of 0.5% with regard to certain claims and 3.5% with regard to certain other claims. Under the terms of the Purchase and Sale Agreement, the Company may buy down one percent (1%) of the royalty from Nevada Gold at any time through the fifth anniversary of the closing date for $2,000,000. In addition, the Company may buy down an additional one percent (1%) of the royalty anytime through the eighth anniversary of the closing date for $5,000,000. Gold Bar North Project In August 2017, the Company closed on a transaction under a purchase and sale agreement executed in June 2017 with Nevada Gold and USGAC, pursuant to which Nevada Gold sold and USGAC purchased all rights, title and interest in the Gold Bar North Property, a gold development project located in Eureka County, Nevada. The purchase price for the Gold Bar North Property was: (a) cash payment in the amount of $20,479, which was paid in August 2017, and (b) 1,500 shares of common stock of the Company, which were issued in August 2017, valued at $35,850. Maggie Creek Project On September 10, 2019, the Company, NumberCo and the NumberCo Shareholders, entered into the Share Exchange Agreement, pursuant to which, among other things, the Company agreed to issue to the NumberCo Shareholders 200,000 shares of the Company’s common stock in exchange for all of the issued and outstanding shares of NumberCo, with NumberCo becoming a wholly owned subsidiary of the Company (see Note 1). NumberCo owns all of the issued and outstanding shares of Orevada Metals Inc. (“Orevada”), a corporation under the laws of the state of Nevada. At the time of acquisition, the Company acquired from NumberCo cash of $159,063, and assumed liabilities consisting of accounts payable totaling $125,670. As a result, the Company acquired Orevada’s right to an option agreement dated in February 2019 (the “Option Agreement”). The Option Agreement grants Orevada the exclusive right and option to earn-in and acquire up to 50% undivided interest in a property called Maggie Creek, located in Eureka County, Nevada by completing a $4.5 million in exploration and development expenditures (“Initial Earn-in”) and payment to Renaissance Exploration, Inc. (“Renaissance”), the grantor, of $250,000. Orevada may elect within 60 days after making the $250,000 payment, to increase its interest by an additional 20% (total interest of 70%) by producing a feasibility study by the end of the ninth year of the Option Agreement. One of the directors of the Company, Mr. Tim Janke, is also a director of Renaissance, a company which is not under common control. No Earn-in expenditures have yet been invested toward the Option Agreement. Pursuant to ASU 2017-01 and ASC 805, each titled “Business Combinations”, the Company analyzed the Share Exchange Agreement to determine if the Company acquired a business or assets. Based on this analysis, it was determined that the Company acquired assets, primarily consisting of cash and the right to an Option Agreement The monetary value of the 200,000 shares issued to the NumberCo Shareholders is deemed by the Company to be $2,020,000. In accordance with ASC 805-50-30 “Business Combinations”, the Company determined that if the consideration paid is not in the form of cash, the measurement may be based on either (i) the cost which is measured based on the fair value of the consideration given or (ii) the fair value of the assets (or net assets) acquired, whichever is more clearly evident and thus more reliably measurable. The 200,000 shares issued to the NumberCo Shareholders were valued at $2,020,000, or $10.10 per share, the fair value of the Company’s common stock based on the quoted trading price on the date of the Share Exchange Agreement (see Note 8). No goodwill was recorded as the Share Exchange Agreement was accounted for as an asset purchase. The relative fair value of the assets acquired and liabilities assumed were based on management’s estimates of the fair values on September 10, 2019, the date of the Share Exchange Agreement. Based upon the purchase price allocation, the following table summarizes the estimated relative fair value of the assets acquired and liabilities assumed at the date of acquisition: Cash $ 159,063 Mineral property – Maggie Creek 1,986,607 Total assets acquired at fair value 2,145,670 Total Liabilities assumed at fair value (125,670 ) Total purchase consideration $ 2,020,000 As of the date of these consolidated financial statements, the Company has not established any proven or probable reserves on its mineral properties and has incurred only acquisition costs and exploration costs. As of the dates presented, mineral properties consisted of the following: April 30, 2020 April 30, 2019 Copper King Project $ 3,091,738 $ 3,091,738 Keystone Project 1,028,885 1,028,885 Gold Bar North Project 56,329 56,329 Maggie Creek Project 1,986,607 - Total $ 6,163,559 $ 4,176,952 |
Property
Property | 12 Months Ended |
Apr. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property | NOTE 5 — PROPERTY Property consisted of the following: April 30, 2020 April 30, 2019 Site costs $ 151,057 $ 81,885 Less: accumulated depreciation (17,686 ) (6,956 ) Total $ 133,371 $ 74,929 For the years ended April 30, 2020 and 2019, depreciation expense amounted to $10,730 and $6,956, respectively. |
Asset Retirement Obligation
Asset Retirement Obligation | 12 Months Ended |
Apr. 30, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligation | NOTE 6 — ASSET RETIREMENT OBLIGATION In conjunction with various permit approvals permitting the Company to undergo exploration activities at the Copper King Project and Keystone Project, the Company has recorded an ARO based upon the reclamation plans submitted in connection with the various permits. The following table summarizes activity in the Company’s ARO for the periods presented: April 30, 2020 April 30, 2019 Balance, beginning of period $ 88,746 $ - Addition and changes in estimates 69,172 81,885 Accretion expense 10,474 6,861 Balance, end of period $ 168,392 $ 88,746 For the year ended April 30, 2020 and 2019, accretion expense amounted to $10,474 and $6,861, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Apr. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 7 — RELATED PARTY TRANSACTIONS On April 16, 2019, the Company entered into a one-year consulting agreement with a director of the Company for providing services related to investor and strategic introduction to potential industry partners. In consideration for the services, the consultant shall be paid $3,750 per month in cash, and shares of the Company’s common stock with a value of $45,000. In April 2019, the Company issued 4,592 shares of the Company’s common stock, valued at $45,000 at the market price on the dates of grant, in connection with this consulting agreement. The Company paid consulting fees to such director for a total of $90,000 in cash and shares during the year ended April 30, 2020. One director provided consulting services to the Company and was paid total consulting fees in the amount of $0 and $12,500 during the years ended April 30, 2020 and 2019, respectively. Accounts payable to related parties as of April 30, 2020 and 2019 was $3,459 and $42,539, respectively, and was reflected as accounts payable – related party in the accompanying consolidated balance sheets. The related party to which accounts were payable as of April 30, 2020 was the Chief Financial Officer, who was owed a total of $3,459 (includes $2,700 payable in shares of common stock). The related parties to which accounts were payable as of April 30, 2019 were the former Vice President-Head of Exploration, who was owed $12,500 payable in shares of common stock and the Chief Financial Officer, who was owed a total of $30,039 (includes $14,403 payable in shares of common stock). The amounts payable in shares of common stock to these two related parties were fully vested at the date of issuance. On September 10, 2019, the Company acquired from Orevada its right to an option agreement dated in February 2019 (see Note 4). One of the board of directors of the Company, Mr. Tim Janke, is also a director of Renaissance. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Apr. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 8 — STOCKHOLDERS’ EQUITY As of April 30, 2020, authorized capital stock consisted of 200,000,000 shares of common stock, par value $0.001 per share, and 50,000,000 shares of “blank check” preferred stock, par value $0.001 per share, of which 1,300,000 shares are designated as Series A Convertible Preferred Stock, 400,000 shares are designated as Series B Convertible Preferred Stock, 45,002 shares are designated as Series C Convertible Preferred Stock, 7,402 shares are designated as Series D Convertible Preferred Stock, 2,500 shares are designated as Series E Convertible Preferred Stock, 1,250 shares are designated as Series F Preferred Stock and 127 shares are designated as Series G Preferred Stock. The Company’s Board has the authority, without further action by the stockholders, to issue shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions granted to or imposed upon the preferred stock. As of July 13, 2020, there were 2,919,867 shares of common stock issued and outstanding, and no shares of preferred stock outstanding. The holders of common stock are entitled to one vote per share on all matters to be voted upon by the stockholders and there are no cumulative rights. Subject to preferences that may be applicable to any outstanding preferred stock, the holders of common stock are entitled to receive ratably any dividends that may be declared from time to time by the Board out of funds legally available for that purpose. The Company does not anticipate paying any cash dividends on its common stock in the foreseeable future but intends to retain its capital resources for reinvestment in its business. In the event of liquidation, dissolution or winding up, the holders of common stock are entitled to share ratably in all assets remaining after payment of liabilities, subject to prior distribution rights of preferred stock then outstanding. The common stock has no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the common stock. The outstanding shares of common stock are fully paid and non-assessable, and any shares of common stock to be issued upon an offering will be fully paid and nonassessable upon issuance. To the extent that additional shares of our common stock may be issued in the future, the relative interests of the then existing stockholders may be diluted. Series F Convertible Preferred Stock On June 20, 2019, the Company sold, under the terms of a securities purchase agreement (the “Purchase Agreement”) dated June 19, 2019, 1,250 Series F Preferred units for an aggregate purchase price of $2,500,000, or $2,000 per unit. Each unit consisted of one (1) share of 0% Series F Preferred Stock and 87 Class X Warrants on a registered basis and 175 Class A Warrants on an unregistered basis. The Series F Preferred Stock contains no redemption feature. The Company sold a total of 1,250 shares of Series F Preferred Stock, 219,375 Class A Warrants and 109,750 Class X Warrants under the Purchase Agreement. Each share of Series F Preferred Stock, at the option of the holder at any time, was convertible into the number of shares of common stock of the Company determined by dividing the $2,000 (the stated value per share of the Series F Preferred Stock) by a conversion price of $11.40 per share (approximately 219,375 shares of common stock), subject to adjustment. Each Class X Warrant was exercisable to acquire one share of the Company’s common stock and one Class Y Warrant at an exercise price of $11.40, for a period of six (6) months from the date of issuance. Class X Warrants expired on December 19, 2019. Each Class Y Warrant was exercisable to acquire one share of the Company’s common stock at an exercise price of $11.40 per share, commencing six (6) months from the date of issuance (the “Initial Exercise Date”) and would have expired on a date that is the five (5) year anniversary of the Initial Exercise Date. No Class X Warrant was exercised prior to its expiration and, as such, no Class Y Warrants were issued. Each Class A Warrant is exercisable to acquire one share of the Company’s common stock at an exercise price of $11.40 per share, commencing six (6) months from the date of issuance and will expire on a date that is the five (5) year anniversary of the date of issuance. The Company incurred $98,799 in offering costs for this placement. The fair value of the Series F Preferred Stock and warrants if converted on the date of issuance was greater than the value allocated to the Series F Preferred Stock and warrants. As a result, the Company recorded a BCF of approximately $2.0 million that the Company recognized as deemed dividend to the preferred stockholders and accordingly, an adjustment to net loss to arrive at net loss available to common stockholders and a corresponding increase in additional paid in capital upon issuance of the Series F Preferred Stock and warrants. The Company accounted for the deemed dividend resulting from the issuance of Series F Preferred Stock and warrants using the relative fair value method (see Note 2). The Purchase Agreement includes customary representations, warranties and covenants by the Company and provides for indemnification of the purchasers against certain liabilities, including liabilities incurred as a result of or relating to any breach of the representations, warranties, covenants or agreements made by the Company in the Purchase Agreement. The Company assessed the classification of these warrants and determined that such instruments met the criteria for equity classification under the guidance in ASC 815. During the three months ended July 31, 2019, the Company issued an aggregate of 108,070 shares of the Company’s common stock in exchange for the conversion of 616 shares of the Company’s Series F Preferred Stock. During the three months ended October 31, 2019, the Company issued an aggregate of 63,860 shares of the Company’s common stock in exchange for the conversion of 364 shares of the Company’s Series F Preferred Stock. During the three months ended April 30, 2020, the Company issued an aggregate of 25,088 shares of the Company’s common stock in exchange for the conversion of 143 shares of the Company’s Series F Preferred Stock. After the conversion of these shares, there remained 127 shares of Series F Convertible Preferred Stock outstanding, which were exchanged for Series G Convertible Preferred Stock, as discussed below. Series G Convertible Preferred Stock On March 29, 2020, concurrent with the issuance of shares of common stock and warrants for cash, the Company entered into an exchange agreement with holders of shares of the Series F Preferred Stock pursuant to which the remaining 127 shares of the Company’s Series F Preferred Stock were exchanged for 127 shares of the Series G Preferred Stock at a stated value of $2,000 per share, the same as the Series F Convertible Preferred Stock. The Series G Preferred Stock had substantially the same terms as that of the Series F Preferred Stock except the conversion price of the Series G Preferred Stock was $5.60 per share, for a total of 45,357 common shares. During April 2020, the Company issued an aggregate of 25,000 shares of the Company’s common stock in exchange for the conversion of 70 shares of Series G Preferred Stock. As a result of the exchange, the Company recorded approximately $64,000 of deemed dividend to the preferred stockholders and accordingly, an adjustment to net loss to arrive at net loss available to common stockholders and a corresponding increase in additional paid in capital upon issuance of the Series G Preferred Stock. The Company accounted for the deemed dividend resulting from the exchange of Series F Preferred Stock into Series G Preferred Stock in accordance with ASC 470-50 and ASC 260-10-S99-2. Common Stock Issued for Cash On November 2, 2018, the Company entered into an ATM Agreement with H.C. Wainwright & Co., LLC (“Wainwright”) as sales manager. Under the terms of the ATM Agreement, the Company was entitled to sell, at its sole discretion and from time to time as it may choose, common stock of the Company through Wainwright, with such sales having an aggregate gross sales value of up to $1,000,000. Subject to the terms and conditions of the ATM Agreement, Wainwright used its commercially reasonable efforts to sell the shares of common stock from time to time, based upon the Company’s instructions. The Company has provided Wainwright with customary indemnification rights, and Wainwright was entitled to a commission at a fixed commission rate equal to 3.0% of the gross proceeds per share sold. The ATM program has expired. For the year ended April 30, 2019, the Company has sold 29,006 shares of common stock and raised net proceeds of $219,796, net of issuance costs including legal cost related to the sale of shares of common stock of $79,031, through the ATM Agreement at prices per share averaging $10.30. On April 1, 2020, the Company, issued 357,142 shares of common stock of the Company at a price of $5.60 per share, for gross proceeds of approximately $2.0 million before the deduction of placement agent fees and offering expenses. In relation to this offering, the Company entered into the advisory agreement, dated March 29, 2020 (the “Advisory Agreement”), with Palladium Capital Advisors (“Palladium”) pursuant to which a fixed fee of $135,000 in shares of common stock would be issued, to be valued at the closing price on the date of issuance. On March 30, 2020, pursuant to the Advisory Agreement, the Company issued 25,281 shares of its common stock to Palladium, based on the closing price as of March 30, 2020 of $5.34. Common Stock Issued for Accrued Services On May 6, 2019, the Company paid an accrued service liability to its former Chief Geologist in the amount of $12,500 by issuing 1,068 shares of common stock at a price of $11.70 per share of common stock based on the quoted trading price on the date of grant. In connection with this issuance, the Company reduced accrued salaries by $12,500 during the year ended April 30, 2020. On November 26, 2019, the Company paid an accrued service liability to its Chief Financial Officer in the amount of $14,403 and stock-based accounting fees of $3,881 by issuing 2,276 shares of restricted common stock at a price of $8.00 per share of common stock based on the quoted trading price on the date of grant. In connection with this issuance, the Company reduced accrued expenses by $14,403 and recorded stock-based accounting fees of $3,881 during the year ended April 30, 2020. The restricted common shares issued to this officer were fully vested at the date of issuance. On February 1, 2020, the Company paid stock-based accounting fees to its Chief Financial Officer in the amount of $5,158 by issuing 639 shares of restricted common stock at a price of $8.10 per share of common stock based on the quoted trading price on the date of grant. In connection with this issuance, the Company recorded stock-based accounting fees of $5,158 during the year ended April 30, 2020. The restricted common shares issued to this officer were fully vested at the date of issuance. Common Stock Issued for Salaries Between May 2019 and June 2019, the Company issued an aggregate of 2,153 shares of common stock to satisfy a stock payable to its former Chief Geologist for services rendered between May 2019 and June 2019. The shares were valued at $25,000 using a share price ranging from $10.30 to $13.30 on the dates of grant. Common Stock Issued, Restricted Stock Awards, and RSUs Granted for Services On September 18, 2019, the Compensation Committee of the Board awarded Edward Karr, the Company’s Chief Executive Officer, President and Director, 20,000 performance-based restricted stock units (“RSUs”), David Rector, the Company’s Chief Operating Officer, 7,500 performance-based RSUs and an employee of the Company 5,000 performance-based RSUs pursuant to respective restricted stock unit award agreements. The RSUs will vest upon the earlier to occur of (i) a Change in Control (as defined in the 2020 Plan), or (ii) a material discovery of a mineral deposit, as determined by the Compensation Committee of the Board in its sole discretion. Additionally, on September 18, 2019, the Compensation Committee of the Board awarded five directors of the Company an aggregate of 25,000 shares of restricted stock pursuant to respective restricted stock award agreements. The shares of restricted stock vested immediately on the date of grant. The total 25,000 shares of restricted stock had a fair value of $257,500 or $10.30 per share based on the quoted trading price on the date of grant, which was expensed immediately. On November 26, 2019, the Company issued 2,100 shares of restricted common stock to a consultant for investor relations-related services rendered . On November 26, 2019, the Company issued 3,703 shares of restricted stock to a consultant for services to be rendered. The shares vest over a six-month period. The 3,703 shares of restricted stock had a fair value of $29,848, or $8.10 per share, based on quoted trading price on the date of grant and will be expensed over the vesting period. On January 14, 2020, the Compensation Committee of the Board awarded Edward Karr, the Company’s Chief Executive Officer, and David Rector, the Company’s Chief Operating Officer as 2019 Executive Bonus Awards. On January 6, 2020, the Compensation Committee of the Board awarded four directors of the Company an aggregate of 1,875 shares of restricted stock pursuant to respective restricted stock award agreements. The shares of restricted stock vested immediately on the date of grant. On April 9, 2020, the Company issued 25,000 shares of restricted common stock to a consultant for investor relations-related services rendered . On April 30, 2020, the Compensation Committee of the Board awarded four directors of the Company an aggregate of 1,875 shares of restricted stock pursuant to respective restricted stock award agreements. The shares of restricted stock vested immediately on the date of grant. A total of $497,528 and $880,623 was expensed for the year ended April 30, 2020 and 2019, respectively. A balance of $339,725 remains to be expensed over future vesting periods. Common Stock Issued Pursuant to Share Exchange Agreement On September 10, 2019, the Company, NumberCo and the NumberCo Shareholders, entered into the Share Exchange Agreement, pursuant to which, among other things, the Company agreed to issue to the NumberCo Shareholders 200,000 shares of the Company’s common stock in exchange for all of the issued and outstanding shares of NumberCo, with NumberCo becoming a wholly owned subsidiary of the Company. The 200,000 shares issued to the NumberCo Shareholders were valued at $2,020,000, or $10.10 per share, the fair value of the Company’s common stock based on the quoted trading price on the date of the Share Exchange Agreement (see Note 4). Equity Incentive Plan In August 2017, the Board approved the Company’s 2017 Equity Incentive Plan (the “2017 Plan”) including the reservation of 165,000 shares of common stock thereunder. On August 6, 2019, the Board approved and adopted, subject to stockholder approval, the U.S. Gold Corp. 2020 Stock Incentive Plan (the “2020 Plan”). The 2020 Plan reserves 330,710 shares for future issuance to officers, directors, employees and contractors as directed from time to time by the Compensation Committee of the Board. The Board directed that the 2020 Plan be submitted to the Company’s stockholders for their approval at the 2019 Annual Meeting of Stockholders of the Company (the “Annual Meeting”), which was held on September 18, 2019. The 2020 Plan was approved by a vote of stockholders at the Annual Meeting. With the approval and effectivity of the 2020 Plan, no further grants will be made under the 2017 Plan. Stock options issued for services On November 26, 2019, the Company granted 5,000 options to purchase the Company’s common stock to the Company’s Chief Financial Officer. The options have a term of 10 years from the date of grant and are exercisable at an exercise price of $8.10. The options vest over 24 months at 208 options per month. The Company used the Black-Scholes model to determine the fair value of stock options granted during the year ended April 30, 2020. In applying the Black-Scholes option pricing model to options granted, the Company used the following assumptions: For the Risk free interest rate 1.74 % Dividend yield 0.00 % Expected volatility 72 % Contractual term (in years) 10.0 Forfeiture rate 0.00 % The following is a summary of the Company’s stock option activity during the years ended April 30, 2020 and 2019: Number of Weighted Weighted Balance at April 30, 2018 153,146 17.90 3.43 Granted — — — Exercised — — — Forfeited (7,500 ) 14.80 — Cancelled — — — Balance at April 30, 2019 145,646 $ 18.00 2.29 Granted 5,000 8.10 10.00 Exercised — — — Forfeited (50,646 ) 24.44 — Cancelled — — — Balance at April 30, 2020 100,000 14.31 2.87 Options exercisable at end of period 76,041 $ 14.55 Options expected to vest 23,959 $ 13.54 Weighted average fair value of options granted during the period $ 0.62 At April 30, 2020 and 2019, the aggregate intrinsic value of options outstanding and exercisable was $0 for each year. Stock-based compensation for stock options recorded in the consolidated statements of operations totaled $196,046 and $328,082 for the years ended April 30, 2020 and 2019, respectively. A balance of $214,050 remains to be expensed over future vesting periods. Stock Warrants In relation to the issuance of the shares of Series F Convertible Preferred Stock in June 2019, the Company issued 219,375 Class A Warrants and 109,750 Class X Warrants. The fair value of the warrants was $2,022,712, as measured on the date of the issuance with a Black-Scholes pricing model using the assumptions noted in the following table: Class A Warrants Issued During the Year Ended Expected volatility 46% - 74 % Stock price on date of grant $ 11.40 Exercise price $ 11.40 Expected dividends - Expected term (in years) 0.5 – 5 Risk-free rate 1.77% - 2.11 % Expected forfeiture rate 0 % Each Class A Warrant is exercisable to acquire one share of the Company’s common stock at an exercise price of $11.40 per share, commencing six (6) months from the date of issuance and will expire on a date that is the five (5) year anniversary of the date of issuance. Each Class X Warrant was exercisable to acquire one share of the Company’s common stock and one Class Y Warrant at an exercise price of $11.40, for a period of six (6) months from the date of issuance. Class X Warrants expired on December 19, 2019. Each Class Y Warrant was exercisable to acquire one share of the Company’s common stock at an exercise price of $11.40 per share, commencing on the Initial Exercise Date and would have expired on a date that is the five (5) year anniversary of the Initial Exercise Date. No Class X Warrant was exercised prior to its expiration, and, as such, no Class Y Warrants were issued. Concurrent with the April 1, 2020 issuance of shares of common stock, the Company issued 357,142 warrants. The warrants are exercisable six months following the initial exercise date and terminate five years following issuance. The warrants have an exercise price of $7.00 per share and each warrant is exercisable to purchase one share of common stock. Generally, a holder of a warrant will not have the right to exercise any portion of its warrants if the holder, together with its affiliates, would beneficially own in excess of 4.99% (or 9.99% at the election of the holder prior to the date of issuance) of the number of shares of common stock outstanding immediately after giving effect to such exercise (the “Beneficial Ownership Limitation”). The fair value of the warrants was $1,613,765, as measured on the date of the issuance with a Black-Scholes pricing model using the assumptions noted in the following table: Common Warrants Issued During the Year Ended Expected volatility 133.0 % Stock price on date of grant $ 5.34 Exercise price $ 7.00 Expected dividends - Expected term (in years) 5.00 Risk-free rate 0.39 % Expected forfeiture rate 0 % The fair value of the warrant would be credited to Additional paid-in capital, and also represents a deemed dividend to those shareholders, which would be charged to Additional paid-in capital, therefore with no effect on that account. A summary of the Company’s outstanding warrants to purchase shares of common stock as of April 30, 2020 and changes during the year then ended are presented below, restated to post-split: Number of Warrants Weighted Average Weighted Average Remaining Contractual Warrants with no Class designation: Balance at April 30, 2018 170,236 $ 31.11 1.25 Granted — — — Exercised — — — Forfeited — — — Canceled — — — Balance at April 30, 2019 170,236 $ 31.11 1.25 Granted 357,142 7.00 4.92 Exercised — — — Forfeited — — — Canceled — — — Balance at April 30, 2020 527,378 3.73 Class A Warrants: Balance at April 30, 2019 — — — Granted 219,375 11.40 4.22 Exercised — — — Forfeited — — — Canceled — — — Balance at April 30, 2020 219,375 11.40 4.22 Class X Warrants: Balance at April 30, 2019 — — — Granted 109,750 11.40 0.50 Exercised — — — Forfeited, with no financial effect (109,750 ) 11.40 — Canceled — — — Balance at April 30, 2020 - - - Class Y Warrants: Balance at April 30, 2019 — — — Granted — — — Exercised — — — Forfeited — — — Canceled — — — Balance at April 30, 2020 — — — Total Warrants Outstanding at April 30, 2020 746,753 $ 7.41 3.88 Warrants exercisable at end of period 746,753 $ 7.78 Weighted average fair value of warrants granted during the period $ 4.21 As of April 30, 2020, the aggregate intrinsic value of warrants outstanding and exercisable was $0. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Apr. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | NOTE 9 — NET LOSS PER SHARE Net loss per share of common stock is calculated in accordance with ASC 260, “Earnings Per Share”. Basic loss per share is computed by dividing net loss available to common stockholder, by the weighted average number of shares of common stock outstanding during the period. The following were excluded from the computation of diluted shares outstanding as they would have had an anti-dilutive impact on the Company’s net loss. In periods where the Company has a net loss, all dilutive securities are excluded. Year Ended April 30, 2020 Year Ended April 30, 2019 Common stock equivalents: Preferred stock 20,357 - Restricted stock units 33,117 51,200 Stock options 100,000 145,646 Stock warrants 746,753 170,236 Total 900,227 367,082 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Apr. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 10 — COMMITMENTS AND CONTINGENCIES Mining Leases The Copper King property position consists of two State of Wyoming Metallic and Non-metallic Rocks and Minerals Mining Leases. These leases were assigned to the Company in July 2014 through the acquisition of the Copper King Project. Leases to explore for or use of natural resources are outside the scope of ASU 2016-02 “Leases”. There are no lease contracts for office space or other Company expenses which qualify for treatment as capital assets under ASU 2016-02. The Company’s rights to the Copper King Project arise under two State of Wyoming mineral leases; 1) State of Wyoming Mining Lease No. 0-40828, consisting of 640 acres, and 2) State of Wyoming Mining Lease No. 0-40858 consisting of 480 acres. Lease 0-40828 was renewed in February 2013 for a second ten-year term and Lease 0-40858 was renewed for its second ten-year term in February 2014. Each lease requires an annual payment of $2.00 per acre. In connection with the Wyoming Mining Leases, the following production royalties must be paid to the State of Wyoming, although once the project is in operation, the Board of Land Commissioners has the authority to reduce the royalty payable to the State of Wyoming: FOB Mine Value per Ton Percentage Royalty $00.00 to $50.00 5 % $50.01 to $100.00 7 % $100.01 to $150.00 9 % $150.01 and up 10 % The future minimum lease payments at April 30, 2020 under these mining leases are as follows, each payment to be made in the fourth quarter of the respective fiscal years. The Fiscal 2020 payment was made during the quarter ended January 31, 2020: Fiscal 2021 $ 2,240 Fiscal 2022 2,240 Fiscal 2023 2,240 Fiscal 2024 960 $ 7,680 The Company may renew each lease for a third ten-year term, which will require one annual payment of $3.00 per acre for the first year and $4.00 per acre for each year thereafter. Orevada option: Pursuant to the acquisition of NumberCo on September 10, 2019, the Company acquired from Orevada its right to the Option Agreement. The option agreement grants Orevada the exclusive right and option to earn-in and acquire up to 50% undivided interest in a property called Maggie Creek, located in Eureka County, Nevada by completing the Initial Earn-in over a seven-year period: First agreement year $ 100,000 Second agreement year 200,000 Third agreement year 500,000 Fourth agreement year 700,000 Fifth agreement year 1,000,000 Sixth agreement year 1,000,000 Seventh agreement year 1,000,000 $ 4,500,000 The Initial Earn-in is vested by paying $250,000 to Renaissance Exploration, Inc. at the end of the Initial Earn-in period. |
Income Tax
Income Tax | 12 Months Ended |
Apr. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Tax | NOTE 11 — INCOME TAX The components of income tax provision (benefit) are as follows: Year Ended April 30, 2020 2019 Current Federal $ (438,145 ) $ - State and local - - Total current (438,145 ) - Deferred Federal $ - $ 435,345 State and local - - Total deferred - 435,345 Total income tax provision (benefit) $ (438,145 ) $ 435,345 The Company has a net operating loss carryforward for federal tax purposes totaling approximately $24.2 million at April 30, 2020. Approximately $13.2 million expires through the year 2038, with approximately $11.0 million net operating losses incurred in fiscal 2020 and fiscal 2019 that do not expire and can be utilized to offset up to 80% of future taxable income under the Tax Cuts and Jobs Act described below. The Company has approximately $3.0 million of various state net operating loss carryforwards that expire through the year 2038; however, the Company’s business is currently conducted in states with no income tax, so these carryforwards may never be used. The deferred tax assets are summarized as follows: April 30, 2020 April 30, 2019 Net operating loss carryover $ 5,083,000 $ 3,777,000 Stock-based compensation 2,019,000 1,753,000 Capitalized exploration costs 340,000 341,000 Accrued remediation costs 7,000 3,000 Alternative minimum tax credit carryover - 438,000 Subtotal 7,449,000 6,312,000 Less: valuation allowance (7,449,000 ) (6,312,000 ) Net deferred tax asset $ - $ - On December 22, 2017, the United States enacted the Tax Cuts and Jobs Act (the “Act”) resulting in significant modifications to existing law. The Company completed the accounting for the effects of the Act during the fiscal year April 30, 2019. The Company recognized an income tax benefit of 438,145 for the year ended April 30, 2020 as a result of the changes to tax laws and tax rates under the Act. The Act modified the application of alternative minimum tax credits previously being carried forward, to allow for refunds of the credits. The Company had been carrying forward a total of $438,000 in alternative minimum tax credits. As a result of the change, the Company received a federal tax refund during the fiscal year ended April 30, 2020 and will receive another refund of like amount in the year ending April 30, 2021. As of April 30, 2020, the Company had deferred tax assets arising principally from the net operating loss carryforward for income tax purposes multiplied by an expected blended federal and state tax rate of 21.0%. Due to the physical presence (nexus) of the Company in the states of Wyoming and Nevada, the Company no longer has significant income or loss apportioned to any taxable state. Any minor apportionment that may occur to any taxable state will be immaterial to current and future operations of the company. Therefore, the effective state tax rate used in the calculation of deferred tax is 0%. As management of the Company cannot determine that it is more likely than not that the Company will realize the benefits of the deferred tax assets, a valuation allowance equal to 100% of the net deferred tax asset has been established at April 30, 2020. The differences between the provision (benefit) for federal income taxes and federal income taxes computed using the U.S. statutory tax rate of 21% were as follows: Year Ended April 30, 2020 2019 Federal income tax provision (benefit) based on statutory rate $ (1,194,000 ) 21.0 % $ (1,598.000 ) 21.0 % State income tax provision (benefit), net of federal taxes - - % - - % Change in effective state tax rate - - % 340,000 (4.5 )% Change in prior year estimate (381,000 ) 6.7 % (971,000 12.8 % Increase (decrease) in valuation allowance 1,137,000 (20.0 )% 2,664,000 (35.0 )% Total tax provision (benefit) on income (loss) $ (438,000 ) 7.7 % $ 435,000 (5.7 )% The Company has assessed its tax positions and has determined that it has not taken a position that would give rise to an unrecognized tax liability being reported. In the event that the Company is assessed penalties and/or interest, penalties will be charged to other operating expense and interest will be charged to interest expense. The Company files income tax returns in the U.S. federal jurisdiction and various states. For both federal and state income tax purposes, the Company’s fiscal 2017 through 2020 tax years remain open for examination by the tax authorities under the normal three-year statute of limitations. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Apr. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 12 – SUBSEQUENT EVENTS On June 2, 2020, 57 shares of Series G Convertible Preferred shares were converted to 20,357 common shares. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Apr. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of presentation and principles of consolidation The accompanying consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), the instructions to Form 10-K, and the rules and regulations of the United States Securities and Exchange Commission for financial information, which includes the consolidated financial statements and presents the consolidated financial statements of the Company and its wholly-owned subsidiaries as of April 30, 2020. All intercompany transactions and balances have been eliminated. It is management’s opinion that all material adjustments (consisting of normal recurring adjustments) have been made, which are necessary for a fair financial statement presentation. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when acquired to be cash equivalents. The Company places its cash with high credit quality financial institutions. At April 30, 2020 and 2019, the Company does not have any cash equivalents. The Company’s accounts at these institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. At April 30, 2020 and 2019, the Company had bank balances exceeding the FDIC insurance limit on interest bearing accounts. To reduce its risk associated with the failure of such financial institutions, the Company evaluates at least annually the rating of the financial institutions in which it holds deposits. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated balance sheet, and revenues and expenses for the period then ended. Actual results may differ significantly from those estimates. Significant estimates made by management include, but are not limited to, valuation of mineral rights, stock-based compensation, the fair value of common and preferred stock, valuation of warrants, asset retirement obligations and the valuation of deferred tax assets and liabilities. |
Fair Value Measurements | Fair Value Measurements The Company has adopted Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures” (“ASC 820”), for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied in accordance with U.S. GAAP, which requires the use of fair value measurements, establishes a framework for measuring fair value and expands disclosure about such fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below: Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. The Company analyzes all financial instruments with features of both liabilities and equity under the Financial Accounting Standard Board’s (“FASB”) accounting standard for such instruments. Under this standard, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. At April 30, 2020 and 2019, the Company had no financial instruments or liabilities accounted for at fair value on a recurring basis or nonrecurring basis. |
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets Prepaid expenses and other current assets of $212,718 and $613,261 at April 30, 2020 and 2019, respectively, consist primarily of costs paid for future services which will occur within a year. Prepaid expenses principally include prepayments in cash and equity instruments for consulting, public relations, and business advisory services, insurance premiums, mining claim fees and mineral lease fees which are being amortized over the terms of their respective agreements. |
Property | Property Property is carried at cost. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in income in the year of disposition. Depreciation is calculated on a straight-line basis over the estimated useful life of the assets, generally ten years. |
Impairment of Long-lived Assets | Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. The Company did not recognize any impairment during the years ended April 30, 2020 and 2019. |
Mineral Rights | Mineral Rights Costs of leasing, exploring, carrying and retaining unproven mineral lease properties are expensed as incurred. The Company expenses all mineral exploration costs as incurred as it is still in the exploration stage. If the Company identifies proven and probable reserves in its investigation of its properties and upon development of a plan for operating a mine, it would enter the development stage and capitalize future costs until production is established. When a property reaches the production stage, the related capitalized costs will be amortized on a units-of-production basis over the proven and probable reserves following the commencement of production. The Company assesses the carrying costs of the capitalized mineral properties for impairment under ASC 360-10, “Impairment of Long-Lived Assets”, and evaluates its carrying value under ASC 930-360, “Extractive Activities—Mining”, annually. An impairment is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral properties. Impairment losses, if any, are measured as the excess of the carrying amount of the mineral properties over its estimated fair value. To date, the Company has not established the commercial feasibility of any exploration prospects; therefore, all exploration costs are being expensed. ASC 930-805, “Extractive Activities—Mining: Business Combinations” (“ASC 930-805”), states that mineral rights consist of the legal right to explore, extract, and retain at least a portion of the benefits from mineral deposits. Mining assets include mineral rights. Acquired mineral rights are considered tangible assets under ASC 930-805. ASC 930-805 requires that mineral rights be recognized at fair value as of the acquisition date. As a result, the direct costs to acquire mineral rights are initially capitalized as tangible assets. Mineral rights include costs associated with acquiring patented and unpatented mining claims. ASC 930-805 provides that in measuring the fair value of mineral assets, an acquirer should take into account both: ● The value beyond proven and probable reserves (“VBPP”) to the extent that a market participant would include VBPP in determining the fair value of the assets. ● The effects of anticipated fluctuations in the future market price of minerals in a manner that is consistent with the expectations of market participants. Leases to explore for or use of natural resources are outside the scope of ASU 2016-02, “Leases”. |
Goodwill and Other Intangible Assets | Goodwill and other intangible assets In accordance with ASC 350-30-65, the Company assesses the impairment of identifiable intangibles whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors the Company considers to be important which could trigger an impairment review include the following: 1. Significant underperformance relative to expected historical or projected future operating results; 2. Significant changes in the manner of use of the acquired assets or the strategy for the overall business; and 3. Significant negative industry or economic trends. When the Company determines that the carrying value of intangibles may not be recoverable based upon the existence of one or more of the above indicators of impairment and the carrying value of the asset cannot be recovered from projected undiscounted cash flows, the Company records an impairment charge. The Company measures any impairment based on a projected discounted cash flow method using a discount rate determined by management to be commensurate with the risk inherent in the current business model. Significant management judgment is required in determining whether an indicator of impairment exists and in projecting cash flows. |
Share-based Compensation | Share-Based Compensation Share-based compensation is accounted for based on the requirements of ASC 718, “Compensation—Stock Compensation’ (“ASC 718”), which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). ASC 718 also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Pursuant to ASC 505, “Equity—Equity Based Payments to Non-Employees” (“ASC 505-50”), for share-based payments to consultants and other third parties, compensation expense is determined at the measurement date, which is the grant date. Until the measurement date is reached, the total amount of compensation expense remains uncertain. ASU 2018-07 applies to all share-based payment transactions in which the grantor acquires goods and services to be used or consumed in its own operations by issuing share-based payment awards. ASU 2018-07 also clarifies that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under ASC 606. ASU 2018-07 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted, but no earlier than adoption of ASC 606. The Company chose to early adopt ASU 2018-07 in July 2018. The adoption of this standard did not have a material effect on the Company’s consolidated financial statements and related disclosures. |
Accounting for Warrants | Accounting for Warrants Warrants are accounted for in accordance with the applicable accounting guidance provided in ASC 815, “Derivatives and Hedging” (“ASC 815”) as either derivative liabilities or as equity instruments, depending on the specific terms of the agreements. The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) give the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). Instruments that are classified as liabilities are recorded at fair value at each reporting period, with any change in fair value recognized as a component of change in fair value of derivative liabilities in the consolidated statements of operations. The Company assessed the classification of its outstanding common stock purchase warrants as of the date of issuance and determined that such instruments met the criteria for equity classification under the guidance in ASU 2017-11 “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Feature”. The Company has no outstanding warrants that contain a “down round” feature under Topic 815 of ASU 2017-11. |
Convertible Preferred Stock | Convertible Preferred Stock The Company accounts for its convertible preferred stock under the provisions of ASC 480, “Distinguishing Liabilities from Equity” (“ASC 480”), which sets forth the standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity. ASC 480 requires an issuer to classify a financial instrument that is within the scope of ASC 480 as a liability if such financial instrument embodies an unconditional obligation to redeem the instrument at a specified date and/or upon an event certain to occur. During the periods ended April 30, 2020 and 2019, the Company’s outstanding convertible preferred shares were accounted for as equity, with no liability recorded. |
Convertible Instruments | Convertible Instruments The Company bifurcates conversion options from their host instruments and accounts for them as free standing derivative financial instruments according to certain criteria. The criteria includes circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. An exception to this rule when the host instrument is deemed to be conventional as that term is described under applicable U.S. GAAP. When the Company has determined that the embedded conversion options should not be bifurcated from their host instruments, the Company records, when necessary, a beneficial conversion feature (“BCF”) related to the issuance of convertible debt and equity instruments that have conversion features at fixed rates that are in-the-money when issued, and the fair value of warrants issued in connection with those instruments. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds to warrants, based on their relative fair value, and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion feature. The discounts recorded in connection with the BCF and warrant valuation are recognized (a) for convertible debt as interest expense over the term of the debt, using the effective interest method or (b) for convertible preferred stock as dividends at the time the stock first becomes convertible. The incremental fair value of the Company’s outstanding Series F Convertible Preferred shares during the year ended April 30, 2020, $2,022,712, was accounted for as a deemed dividend to holders of the Series F Convertible Preferred shares for fiscal year 2020 and increased the net loss applicable to common shareholders. In connection with the April Offering, on March 29, 2020, we entered into an exchange agreement with holders of shares of our 0% Series F Convertible Preferred Stock (the “Series F Preferred Stock”) pursuant to which 127 shares of our Series F Preferred Stock exchanged for 127 shares of the Series G Convertible Preferred Stock (“Series G Preferred Stock”). The Series G Preferred Stock had substantially the same terms as that of the Series F Preferred Stock except the conversion price of the Series G Preferred Stock is $5.60 per share. As of June 3, 2020, all Series G Preferred Stock had converted and there are no shares of Series G Preferred Stock outstanding. |
Redemption and Asset Retirement Obligation | Remediation and Asset Retirement Obligation Asset retirement obligations (“ARO”), consisting primarily of estimated reclamation costs at the Company’s Copper King and Keystone properties, are recognized in the period incurred and when a reasonable estimate can be made, and recorded as liabilities at fair value. Such obligations, which are initially estimated based on discounted cash flow estimates, are accreted to full value over time through charges to accretion expense. Corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful life. AROs are periodically adjusted to reflect changes in the estimated present value resulting from revisions to the estimated timing or amount of reclamation and closure costs. The Company reviews and evaluates its AROs annually or more frequently at interim periods if deemed necessary. |
Foreign Currency Transactions | Foreign Currency Transactions The reporting and functional currency of the Company is the U.S. dollar. Transactions denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing on the transaction dates. Assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the balance sheet date with any transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency included in the results of operations as incurred. Transaction gains or losses have not had, and are not expected to have, a material effect on the results of operations of the Company, and are included in General and administrative expenses. |
Income Taxes | Income Taxes The Company accounts for income taxes pursuant to the provision of ASC 740-10, “Accounting for Income Taxes” (“ASC 740-10”), which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. The Company follows the provision of ASC 740-10, “Accounting for Uncertain Income Tax Positions” (“ASC 740-10”). When tax returns are filed, there may be uncertainty about the merits of positions taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more likely than not recognition threshold are measured at the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefit associated with tax positions taken that exceed the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all more likely than not to be upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. The Company has adopted ASC 740-10-25, “Definition of Settlement”, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion and examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The federal and state income tax returns of the Company are subject to examination by the Internal Revenue Service and state taxing authorities, generally for three years after they are filed. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material effect on the financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an effect on or are unrelated to its financial condition, results of operations, cash flows or disclosures. |
Mineral Rights (Tables)
Mineral Rights (Tables) | 12 Months Ended |
Apr. 30, 2020 | |
Extractive Industries [Abstract] | |
Schedule of Fair Value of Assets Acquired and Liabilities Assumed | . Based upon the purchase price allocation, the following table summarizes the estimated relative fair value of the assets acquired and liabilities assumed at the date of acquisition: Cash $ 159,063 Mineral property – Maggie Creek 1,986,607 Total assets acquired at fair value 2,145,670 Total Liabilities assumed at fair value (125,670 ) Total purchase consideration $ 2,020,000 |
Schedule of Mineral Properties | As of the dates presented, mineral properties consisted of the following: April 30, 2020 April 30, 2019 Copper King Project $ 3,091,738 $ 3,091,738 Keystone Project 1,028,885 1,028,885 Gold Bar North Project 56,329 56,329 Maggie Creek Project 1,986,607 - Total $ 6,163,559 $ 4,176,952 |
Property (Tables)
Property (Tables) | 12 Months Ended |
Apr. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property consisted of the following: April 30, 2020 April 30, 2019 Site costs $ 151,057 $ 81,885 Less: accumulated depreciation (17,686 ) (6,956 ) Total $ 133,371 $ 74,929 |
Asset Retirement Obligation (Ta
Asset Retirement Obligation (Tables) | 12 Months Ended |
Apr. 30, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Asset Retirement Obligation | The following table summarizes activity in the Company’s ARO for the periods presented: April 30, 2020 April 30, 2019 Balance, beginning of period $ 88,746 $ - Addition and changes in estimates 69,172 81,885 Accretion expense 10,474 6,861 Balance, end of period $ 168,392 $ 88,746 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Apr. 30, 2020 | |
Schedule of Weighted-average Black-Scholes Assumptions | In applying the Black-Scholes option pricing model to options granted, the Company used the following assumptions: For the Risk free interest rate 1.74 % Dividend yield 0.00 % Expected volatility 72 % Contractual term (in years) 10.0 Forfeiture rate 0.00 % |
Schedule of Stock Option Activity | The following is a summary of the Company’s stock option activity during the years ended April 30, 2020 and 2019: Number of Weighted Weighted Balance at April 30, 2018 153,146 17.90 3.43 Granted — — — Exercised — — — Forfeited (7,500 ) 14.80 — Cancelled — — — Balance at April 30, 2019 145,646 $ 18.00 2.29 Granted 5,000 8.10 10.00 Exercised — — — Forfeited (50,646 ) 24.44 — Cancelled — — — Balance at April 30, 2020 100,000 14.31 2.87 Options exercisable at end of period 76,041 $ 14.55 Options expected to vest 23,959 $ 13.54 Weighted average fair value of options granted during the period $ 0.62 |
Schedule of Stock Warrant Activity | A summary of the Company’s outstanding warrants to purchase shares of common stock as of April 30, 2020 and changes during the year then ended are presented below, restated to post-split: Number of Warrants Weighted Average Weighted Average Remaining Contractual Warrants with no Class designation: Balance at April 30, 2018 170,236 $ 31.11 1.25 Granted — — — Exercised — — — Forfeited — — — Canceled — — — Balance at April 30, 2019 170,236 $ 31.11 1.25 Granted 357,142 7.00 4.92 Exercised — — — Forfeited — — — Canceled — — — Balance at April 30, 2020 527,378 3.73 Class A Warrants: Balance at April 30, 2019 — — — Granted 219,375 11.40 4.22 Exercised — — — Forfeited — — — Canceled — — — Balance at April 30, 2020 219,375 11.40 4.22 Class X Warrants: Balance at April 30, 2019 — — — Granted 109,750 11.40 0.50 Exercised — — — Forfeited, with no financial effect (109,750 ) 11.40 — Canceled — — — Balance at April 30, 2020 - - - Class Y Warrants: Balance at April 30, 2019 — — — Granted — — — Exercised — — — Forfeited — — — Canceled — — — Balance at April 30, 2020 — — — Total Warrants Outstanding at April 30, 2020 746,753 $ 7.41 3.88 Warrants exercisable at end of period 746,753 $ 7.78 Weighted average fair value of warrants granted during the period $ 4.21 |
Class A Warrants [Member] | |
Schedule of Fair Value of Assumptions | Class A Warrants Issued During the Year Ended Expected volatility 46% - 74 % Stock price on date of grant $ 11.40 Exercise price $ 11.40 Expected dividends - Expected term (in years) 0.5 – 5 Risk-free rate 1.77% - 2.11 % Expected forfeiture rate 0 % |
Common Warrants [Member] | |
Schedule of Fair Value of Assumptions | Common Warrants Issued During the Year Ended Expected volatility 133.0 % Stock price on date of grant $ 5.34 Exercise price $ 7.00 Expected dividends - Expected term (in years) 5.00 Risk-free rate 0.39 % Expected forfeiture rate 0 % |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Apr. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following were excluded from the computation of diluted shares outstanding as they would have had an anti-dilutive impact on the Company’s net loss. In periods where the Company has a net loss, all dilutive securities are excluded. Year Ended April 30, 2020 Year Ended April 30, 2019 Common stock equivalents: Preferred stock 20,357 - Restricted stock units 33,117 51,200 Stock options 100,000 145,646 Stock warrants 746,753 170,236 Total 900,227 367,082 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Apr. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Royalty Payable | In connection with the Wyoming Mining Leases, the following production royalties must be paid to the State of Wyoming, although once the project is in operation, the Board of Land Commissioners has the authority to reduce the royalty payable to the State of Wyoming: FOB Mine Value per Ton Percentage Royalty $00.00 to $50.00 5 % $50.01 to $100.00 7 % $100.01 to $150.00 9 % $150.01 and up 10 % |
Schedule of Future Minimum Lease Payments | The Fiscal 2020 payment was made during the quarter ended January 31, 2020: Fiscal 2021 $ 2,240 Fiscal 2022 2,240 Fiscal 2023 2,240 Fiscal 2024 960 $ 7,680 |
Schedule of Right and Option to Earn-in and Acquire Undivided Interest | The option agreement grants Orevada the exclusive right and option to earn-in and acquire up to 50% undivided interest in a property called Maggie Creek, located in Eureka County, Nevada by completing the Initial Earn-in over a seven-year period: First agreement year $ 100,000 Second agreement year 200,000 Third agreement year 500,000 Fourth agreement year 700,000 Fifth agreement year 1,000,000 Sixth agreement year 1,000,000 Seventh agreement year 1,000,000 $ 4,500,000 |
Income Tax (Tables)
Income Tax (Tables) | 12 Months Ended |
Apr. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Provision (Benefit) | The components of income tax provision (benefit) are as follows: Year Ended April 30, 2020 2019 Current Federal $ (438,145 ) $ - State and local - - Total current (438,145 ) - Deferred Federal $ - $ 435,345 State and local - - Total deferred - 435,345 Total income tax provision (benefit) $ (438,145 ) $ 435,345 |
Schedule of Net Deferred Tax Asset | The deferred tax assets are summarized as follows: April 30, 2020 April 30, 2019 Net operating loss carryover $ 5,083,000 $ 3,777,000 Stock-based compensation 2,019,000 1,753,000 Capitalized exploration costs 340,000 341,000 Accrued remediation costs 7,000 3,000 Alternative minimum tax credit carryover - 438,000 Subtotal 7,449,000 6,312,000 Less: valuation allowance (7,449,000 ) (6,312,000 ) Net deferred tax asset $ - $ - |
Schedule of Effective Tax Rate | The differences between the provision (benefit) for federal income taxes and federal income taxes computed using the U.S. statutory tax rate of 21% were as follows: Year Ended April 30, 2020 2019 Federal income tax provision (benefit) based on statutory rate $ (1,194,000 ) 21.0 % $ (1,598.000 ) 21.0 % State income tax provision (benefit), net of federal taxes - - % - - % Change in effective state tax rate - - % 340,000 (4.5 )% Change in prior year estimate (381,000 ) 6.7 % (971,000 12.8 % Increase (decrease) in valuation allowance 1,137,000 (20.0 )% 2,664,000 (35.0 )% Total tax provision (benefit) on income (loss) $ (438,000 ) 7.7 % $ 435,000 (5.7 )% |
Organization and Description _2
Organization and Description of Business (Details Narrative) - shares | Mar. 17, 2020 | Sep. 10, 2019 | May 23, 2017 |
Equity ownership interest rate percent | 90.00% | ||
Board of Directors [Member] | |||
Reverse stock split description | 1-for-10 reverse stock split of the Company's issued and outstanding shares of common stock (the "Reverse Stock Split"), | ||
Share Exchange Agreement [Member] | |||
Number of shares issued for common stock | 200,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Mar. 29, 2020 | Apr. 30, 2020 | Apr. 30, 2019 |
Cash equivalents | |||
Fdic insurance amount | 250,000 | ||
Prepaid expenses and other current assets | $ 212,718 | 613,261 | |
Estimated useful life | 10 years | ||
Impairment of goodwill | |||
Income tax examination description | Tax positions that meet the more likely than not recognition threshold are measured at the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. | ||
Series F Convertible Preferred Shares [Member] | |||
Preferred stock, deemed dividend | $ 2,022,712 | ||
Series F Convertible Preferred Stock [Member] | |||
Conversion percentage | 0.00% | ||
Number of conversion shares | 127 | ||
Series G Convertible Preferred Stock [Member] | |||
Number of conversion shares | 127 | ||
Conversion price per share | $ 5.60 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | Apr. 02, 2020 | Jun. 20, 2019 | Apr. 30, 2020 | Apr. 30, 2019 |
Cash | $ 2,749,957 | $ 2,197,181 | ||
Working capital | 3,000,000 | |||
Accumulated deficit | (31,587,952) | (26,275,102) | ||
Net loss | (5,249,350) | (8,046,550) | ||
Cash used in operating activities | $ (3,897,743) | $ (5,668,894) | ||
Sale of stock description | Each unit consisted of one (1) share of 0% Series F Preferred Stock and 87 Class X Warrants on a registered basis and 175 Class A Warrants on an unregistered basis | |||
Common Shares and Warrants [Member] | ||||
Number of shares sold | 357,142 | |||
Number of shares sold, value | $ 2,000,000 | |||
Series F Preferred Stock [Member] | ||||
Number of shares sold | 1,250 | |||
Number of shares sold, value | $ 2,500,000 | |||
Share sold price per share | $ 2,000 |
Mineral Rights (Details Narrati
Mineral Rights (Details Narrative) | Sep. 10, 2019USD ($)$ / sharesshares | May 27, 2016USD ($)$ / sharesshares | Jul. 02, 2014USD ($) | Aug. 31, 2017USD ($)shares | Apr. 30, 2020USD ($)mi²$ / shares | Apr. 30, 2019USD ($)$ / shares |
Aggregate options term | 10 years | |||||
Common stock value per share | $ / shares | $ 0.001 | $ 0.001 | ||||
Royalty revenue | ||||||
Number of value issued for common stock | $ 1,890,255 | $ 219,796 | ||||
Purchase and Sale Agreement [Member] | Gold Bar North Project [Member] | ||||||
Payments to acquire mineral properties | $ 20,479 | |||||
Number of common shares issued for acquisitions | shares | 1,500 | |||||
Common shares fair value | $ 35,850 | |||||
Share Exchange Agreement [Member] | ||||||
Number of shares issued for common stock | shares | 200,000 | |||||
Share Exchange Agreement [Member] | NumberCo [Member] | ||||||
Number of shares issued for common stock | shares | 200,000 | |||||
Copper King Project [Member] | ||||||
Area of land | mi² | 1.8 | |||||
Copper King Project [Member] | Asset Purchase Agreement [Member] | ||||||
Payments to acquire mineral properties | $ 1,500,000 | $ 3,091,738 | ||||
Percentage of issued and outstanding shares | 50.00% | |||||
Common stock outstanding value | $ 1,500,000 | |||||
Purchase price and related transaction costs | 3,000,000 | |||||
Keystone Project [Member] | Purchase and Sale Agreement [Member] | ||||||
Payments to acquire mineral properties | $ 250,000 | 989,968 | ||||
Purchase price and related transaction costs | 38,917 | |||||
Number of common shares issued for acquisitions | shares | 46,250 | |||||
Number of options to purchase shares of common stock | shares | 23,145 | |||||
Aggregate options term | 5 years | |||||
Option exercise price per share | $ / shares | $ 36 | |||||
Common shares fair value | $ 555,000 | |||||
Common stock value per share | $ / shares | $ 12 | |||||
Sale of stock price per share | $ / shares | $ 1 | |||||
Grant of stock options for the acquisition of mineral rights | $ 184,968 | |||||
Mineral properties cost | $ 1,028,885 | |||||
Royalty rights description | Under the terms of the purchase and sale agreement, Nevada Gold retained additional NSR rights of 0.5% with regard to certain claims and 3.5% with regard to certain other claims. Under the terms of the Purchase and Sale Agreement, the Company may buy down one percent (1%) of the royalty from Nevada Gold at any time through the fifth anniversary of the closing date for $2,000,000. In addition, the Company may buy down an additional one percent (1%) of the royalty anytime through the eighth anniversary of the closing date for $5,000,000. | |||||
Royalty percentage | 1.00% | |||||
Keystone Project [Member] | Purchase and Sale Agreement [Member] | Eight Anniversary of Closing Date [Member] | ||||||
Royalty percentage | 1.00% | |||||
Keystone Project [Member] | Purchase and Sale Agreement [Member] | Royalty [Member] | Fifth Anniversary [Member] | ||||||
Royalty revenue | $ 2,000,000 | |||||
Keystone Project [Member] | Purchase and Sale Agreement [Member] | Royalty [Member] | Eight Anniversary of Closing Date [Member] | ||||||
Royalty revenue | $ 5,000,000 | |||||
Maggie Creek Project [Member] | NumberCo [Member] | ||||||
Sale of stock price per share | $ / shares | $ 10.10 | |||||
Number of shares issued for common stock | shares | 200,000 | |||||
Number of value issued for common stock | $ 2,020,000 | |||||
Maggie Creek Project [Member] | Share Exchange Agreement [Member] | NumberCo [Member] | ||||||
Payment to acquire business gross | 159,063 | |||||
Assumed liabilities for accounts payable | $ 125,670 | |||||
Business acquisition percentage | 50.00% | |||||
Exploration and development expenditures | $ 4,500,000 | |||||
Maggie Creek Project [Member] | Share Exchange Agreement [Member] | Renaissance [Member] | NumberCo [Member] | ||||||
Payments to grantor | $ 250,000 | |||||
Payments to grantor term | 60 days | |||||
Percentage to increase additional interest | 20.00% | |||||
Percentage for overall interest | 70.00% |
Mineral Rights - Schedule of Fa
Mineral Rights - Schedule of Fair Value of Assets Acquired and Liabilities Assumed (Details) | Sep. 10, 2019USD ($) |
Extractive Industries [Abstract] | |
Cash | $ 159,063 |
Mineral property - Maggie Creek | 1,986,607 |
Total assets acquired at fair value | 2,145,670 |
Total Liabilities assumed at fair value | (125,670) |
Total purchase consideration | $ 2,020,000 |
Mineral Rights - Schedule of Mi
Mineral Rights - Schedule of Mineral Properties (Details) - USD ($) | Apr. 30, 2020 | Apr. 30, 2019 |
Total | $ 6,163,559 | $ 4,176,952 |
Copper King Project [Member] | ||
Total | 3,091,738 | 3,091,738 |
Keystone Project [Member] | ||
Total | 1,028,885 | 1,028,885 |
Gold Bar North Project [Member] | ||
Total | 56,329 | 56,329 |
Maggie Creek Project [Member] | ||
Total | $ 1,986,607 |
Property (Details Narrative)
Property (Details Narrative) - USD ($) | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 10,730 | $ 6,956 |
Property - Schedule of Property
Property - Schedule of Property and Equipment (Details) - USD ($) | Apr. 30, 2020 | Apr. 30, 2019 |
Less: accumulated depreciation | $ (17,686) | $ (6,956) |
Total | 133,371 | 74,929 |
Site Costs [Member] | ||
Property gross | $ 151,057 | $ 81,885 |
Asset Retirement Obligation (De
Asset Retirement Obligation (Details Narrative) - USD ($) | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Accretion expense | $ 10,474 | $ 6,861 |
Asset Retirement Obligation - S
Asset Retirement Obligation - Schedule of Asset Retirement Obligation (Details) - USD ($) | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Balance, beginning of period | $ 88,746 | |
Addition and changes in estimates | 69,172 | 81,885 |
Accretion expense | 10,474 | 6,861 |
Balance, end of period | $ 168,392 | $ 88,746 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Feb. 02, 2020 | Nov. 26, 2019 | Apr. 16, 2019 | Apr. 30, 2020 | Apr. 30, 2019 |
Shares issued for services, value | $ 572,603 | $ 1,188,000 | |||
Consulting fees | 2,381,513 | 2,204,359 | |||
Accounts payable to related party | 3,459 | 42,539 | |||
Directors [Member] | |||||
Consulting fees | 90,000 | ||||
Chief Financial Officer [Member] | |||||
Shares issued for services, value | $ 5,158 | $ 14,403 | 14,403 | ||
Shares issued for services | 639 | 2,276 | |||
Accounts payable to related party | 3,459 | 30,039 | |||
Accounts payable in shares of common stock | 2,700 | 14,403 | |||
Vice President-Head of Exploration [Member] | |||||
Accounts payable in shares of common stock | 12,500 | ||||
Consulting Agreement [Member] | |||||
Payment due to related parties | $ 3,750 | ||||
Shares issued for services, value | $ 45,000 | $ 45,000 | |||
Shares issued for services | 4,592 | ||||
Consulting Services [Member] | One Directors [Member] | |||||
Consulting fees | $ 0 | $ 12,500 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | Apr. 09, 2020 | Apr. 02, 2020 | Mar. 30, 2020 | Mar. 29, 2020 | Feb. 02, 2020 | Jan. 14, 2020 | Jan. 06, 2020 | Nov. 26, 2019 | Sep. 18, 2019 | Sep. 10, 2019 | Jun. 20, 2019 | Jun. 19, 2019 | Nov. 02, 2018 | May 06, 2018 | Jun. 30, 2019 | Apr. 30, 2020 | Oct. 31, 2019 | Jul. 31, 2019 | Apr. 30, 2020 | Apr. 30, 2019 | Jul. 13, 2020 | May 06, 2019 | Aug. 31, 2017 | Aug. 06, 2017 |
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | |||||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||||
Preferred stock, shares designated | 50,000,000 | 50,000,000 | 50,000,000 | |||||||||||||||||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||||
Common stock, shares issued | 2,903,393 | 2,903,393 | 1,986,063 | |||||||||||||||||||||
Common stock, shares outstanding | 2,903,393 | 2,903,393 | 1,986,063 | |||||||||||||||||||||
Sale of stock description | Each unit consisted of one (1) share of 0% Series F Preferred Stock and 87 Class X Warrants on a registered basis and 175 Class A Warrants on an unregistered basis | |||||||||||||||||||||||
Warrants to purchase up preferred stock | 357,142 | |||||||||||||||||||||||
Warrant right exercise price | $ 7 | |||||||||||||||||||||||
Deemed dividend related to beneficial conversion feature | $ 2,000,000 | $ (2,086,212) | ||||||||||||||||||||||
Shares issued price per share | $ 8.70 | $ 10.30 | ||||||||||||||||||||||
Shares issued for services, value | 572,603 | 1,188,000 | ||||||||||||||||||||||
Number of performance based restricted stock | 2,100 | 32,500 | ||||||||||||||||||||||
Number of performance based restricted stock, value | $ 18,297 | $ 334,750 | 497,528 | 880,623 | ||||||||||||||||||||
Fair value of shares over vesting period | 339,725 | |||||||||||||||||||||||
Proceeds from issuance of common stock | 1,890,255 | 219,796 | ||||||||||||||||||||||
Stock-based compensation for stock options | $ 196,046 | $ 328,082 | ||||||||||||||||||||||
Warrant exercise price, description | Each Class A Warrant is exercisable to acquire one share of the Company's common stock at an exercise price of $11.40 per share, commencing six (6) months from the date of issuance and will expire on a date that is the five (5) year anniversary of the date of issuance. Each Class X Warrant was exercisable to acquire one share of the Company's common stock and one Class Y Warrant at an exercise price of $11.40, for a period of six (6) months from the date of issuance. Class X Warrants expired on December 19, 2019. Each Class Y Warrant was exercisable to acquire one share of the Company's common stock at an exercise price of $11.40 per share, commencing on the Initial Exercise Date and would have expired on a date that is the five (5) year anniversary of the Initial Exercise Date. No Class X Warrant was exercised prior to its expiration, and, as such, no Class Y Warrants were issued. | |||||||||||||||||||||||
Fair value of warrant | $ 2,022,712 | |||||||||||||||||||||||
Warrants, description | Generally, a holder of a warrant will not have the right to exercise any portion of its warrants if the holder, together with its affiliates, would beneficially own in excess of 4.99% (or 9.99% at the election of the holder prior to the date of issuance) of the number of shares of common stock outstanding immediately after giving effect to such exercise (the "Beneficial Ownership Limitation"). | |||||||||||||||||||||||
Warrants outstanding, intrinsic value | $ 0 | $ 0 | ||||||||||||||||||||||
Warrants exercisable, intrinsic value | 0 | $ 0 | ||||||||||||||||||||||
2017 Equity Incentive Plan [Member] | ||||||||||||||||||||||||
Common stock reservation of shares | 165,000 | |||||||||||||||||||||||
2020 Incentive Plan [Member] | ||||||||||||||||||||||||
Common stock reservation of shares | 330,710 | |||||||||||||||||||||||
Chief Geologist [Member] | ||||||||||||||||||||||||
Shares issued price per share | $ 11.70 | |||||||||||||||||||||||
Shares issued for services, value | $ 12,500 | $ 25,000 | ||||||||||||||||||||||
Shares issued for services | 1,068 | 2,153 | ||||||||||||||||||||||
Reduction in accrued salaries | $ 12,500 | |||||||||||||||||||||||
Chief Financial Officer [Member] | ||||||||||||||||||||||||
Shares issued price per share | $ 8.10 | $ 8 | ||||||||||||||||||||||
Shares issued for services, value | $ 5,158 | $ 14,403 | $ 14,403 | |||||||||||||||||||||
Shares issued for services | 639 | 2,276 | ||||||||||||||||||||||
Share based compensation | $ 5,158 | $ 3,881 | $ 3,881 | |||||||||||||||||||||
Vesting period description | The options vest over 24 months at 208 options per month. | |||||||||||||||||||||||
Vesting period | 10 years | |||||||||||||||||||||||
Number of options, vested | 5,000 | |||||||||||||||||||||||
Exercise price | $ 8.10 | |||||||||||||||||||||||
Edward Karr [Member] | ||||||||||||||||||||||||
Number of performance based restricted stock | 20,000 | |||||||||||||||||||||||
David Rector [Member] | ||||||||||||||||||||||||
Number of performance based restricted stock | 7,500 | |||||||||||||||||||||||
Employee [Member] | ||||||||||||||||||||||||
Number of performance based restricted stock | 5,000 | |||||||||||||||||||||||
Board of Director [Member] | ||||||||||||||||||||||||
Shares issued price per share | $ 8.30 | $ 9.30 | $ 10.30 | |||||||||||||||||||||
Number of performance based restricted stock | 47,777 | 1,875 | 25,000 | |||||||||||||||||||||
Number of performance based restricted stock, value | $ 396,520 | $ 17,438 | $ 257,500 | |||||||||||||||||||||
Consultant [Member] | ||||||||||||||||||||||||
Shares issued price per share | $ 8.10 | |||||||||||||||||||||||
Vesting period | 6 months | |||||||||||||||||||||||
Number of performance based restricted stock | 3,703 | |||||||||||||||||||||||
Number of performance based restricted stock, value | $ 29,848 | |||||||||||||||||||||||
Investors [Member] | ||||||||||||||||||||||||
Shares issued price per share | $ 4.95 | |||||||||||||||||||||||
Number of performance based restricted stock | 25,000 | |||||||||||||||||||||||
Number of performance based restricted stock, value | $ 123,750 | |||||||||||||||||||||||
Board of Directors [Member] | ||||||||||||||||||||||||
Shares issued price per share | $ 5.11 | $ 5.11 | ||||||||||||||||||||||
Number of performance based restricted stock | 1,875 | |||||||||||||||||||||||
Number of performance based restricted stock, value | $ 9,581 | |||||||||||||||||||||||
Remaining balance of unvested stock options | 214,050 | 214,050 | ||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||
Common stock issue shares | 357,142 | 29,007 | ||||||||||||||||||||||
Shares issued for services, value | $ 78 | $ 120 | ||||||||||||||||||||||
Shares issued for services | 78,153 | 120,187 | ||||||||||||||||||||||
Number of performance based restricted stock | 32,454 | |||||||||||||||||||||||
Number of performance based restricted stock, value | $ 33 | |||||||||||||||||||||||
Class A Warrants [Member] | ||||||||||||||||||||||||
Warrants to purchase up preferred stock | 219,375 | |||||||||||||||||||||||
Warrant right exercise price | $ 11.40 | $ 11.40 | ||||||||||||||||||||||
Warrant right exercise period | 5 years | 5 years | ||||||||||||||||||||||
Exercise price | $ 11.40 | $ 11.40 | ||||||||||||||||||||||
Class X Warrants [Member] | ||||||||||||||||||||||||
Warrants to purchase up preferred stock | 109,750 | |||||||||||||||||||||||
Class Y Warrants [Member] | ||||||||||||||||||||||||
Warrant right exercise price | $ 11.40 | $ 11.40 | ||||||||||||||||||||||
Warrant right exercise period | 5 years | 5 years | ||||||||||||||||||||||
Common Warrants [Member] | ||||||||||||||||||||||||
Fair value of warrant | $ 1,613,765 | |||||||||||||||||||||||
Class Y Warrant and Class X Warrant [Member] | ||||||||||||||||||||||||
Sale of stock description | Each Class X Warrant was exercisable to acquire one share of the Company's common stock and one Class Y Warrant at an exercise price of $11.40, for a period of six (6) months from the date of issuance. Class X Warrants expired on December 19, 2019. Each Class Y Warrant was exercisable to acquire one share of the Company's common stock at an exercise price of $11.40 per share, commencing six (6) months from the date of issuance (the "Initial Exercise Date") and would have expired on a date that is the five (5) year anniversary of the Initial Exercise Date. No Class X Warrant was exercised prior to its expiration and, as such, no Class Y Warrants were issued. Each Class A Warrant is exercisable to acquire one share of the Company's common stock at an exercise price of $11.40 per share, commencing six (6) months from the date of issuance and will expire on a date that is the five (5) year anniversary of the date of issuance. | |||||||||||||||||||||||
Class Y Warrant [Member] | ||||||||||||||||||||||||
Warrant right expired date | Dec. 19, 2019 | |||||||||||||||||||||||
Warrant right exercise price | $ 11.40 | |||||||||||||||||||||||
Warrant right exercise period | 6 months | |||||||||||||||||||||||
Class A Warrant [Member] | ||||||||||||||||||||||||
Warrant right exercise period | 5 years | |||||||||||||||||||||||
Offering costs | $ 98,799 | |||||||||||||||||||||||
Class A Warrant [Member] | Common Stock [Member] | ||||||||||||||||||||||||
Warrant right exercise price | $ 11.40 | |||||||||||||||||||||||
ATM Agreement [Member] | ||||||||||||||||||||||||
Number of shares sold | 29,006 | |||||||||||||||||||||||
Gross sales | $ 1,000,000 | |||||||||||||||||||||||
Commission rate | 3.00% | |||||||||||||||||||||||
Net proceeds from sales of preferred stock | $ 219,796 | |||||||||||||||||||||||
Proceeds from sale of common stock | $ 79,031 | |||||||||||||||||||||||
Shares issued price per share | $ 10.30 | |||||||||||||||||||||||
Advisory Agreement [Member] | Palladium Capital Advisors [Member] | ||||||||||||||||||||||||
Common stock issue shares | 357,142 | 25,281 | ||||||||||||||||||||||
Gross sales | $ 2,000,000 | |||||||||||||||||||||||
Shares issued price per share | $ 5.60 | $ 5.34 | ||||||||||||||||||||||
Common stock fixed fee | $ 135,000 | |||||||||||||||||||||||
Employment Agreement [Member] | Chief Geologist [Member] | Minimum [Member] | ||||||||||||||||||||||||
Shares issued price per share | $ 10.30 | |||||||||||||||||||||||
Employment Agreement [Member] | Chief Geologist [Member] | Maximum [Member] | ||||||||||||||||||||||||
Shares issued price per share | $ 13.30 | |||||||||||||||||||||||
Share Exchange Agreement [Member] | ||||||||||||||||||||||||
Common stock issue shares | 200,000 | |||||||||||||||||||||||
Share Exchange Agreement [Member] | Number Co [Member] | ||||||||||||||||||||||||
Common stock issue shares | 200,000 | |||||||||||||||||||||||
Shares issued price per share | $ 10.10 | |||||||||||||||||||||||
Proceeds from issuance of common stock | $ 2,020,000 | |||||||||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||||||||
Common stock, shares issued | 2,919,867 | |||||||||||||||||||||||
Common stock, shares outstanding | 2,919,867 | |||||||||||||||||||||||
Preferred stock, shares outstanding | 0 | |||||||||||||||||||||||
Series A Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred stock, shares designated | 1,300,000 | 1,300,000 | ||||||||||||||||||||||
Series B Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred stock, shares designated | 400,000 | 400,000 | ||||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred stock, shares designated | 45,002 | 45,002 | ||||||||||||||||||||||
Series D Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred stock, shares designated | 7,402 | 7,402 | ||||||||||||||||||||||
Series E Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred stock, shares designated | 2,500 | 2,500 | ||||||||||||||||||||||
Series E Convertible Preferred Stock [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||
Number of shares sold | 1,250 | |||||||||||||||||||||||
Shares issued price per share | $ 2,500,000 | |||||||||||||||||||||||
Shares issued price per unit | $ 2,000 | |||||||||||||||||||||||
Sale of stock description | Each unit consisted of one (1) share of 0% Series F Preferred Stock and 87 Class X Warrants on a registered basis and 175 Class A Warrants on an unregistered basis. The Series F Preferred Stock contains no redemption feature. | |||||||||||||||||||||||
Series F Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred stock, shares designated | 1,250 | 1,250 | ||||||||||||||||||||||
Series G Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred stock, shares designated | 127 | 127 | ||||||||||||||||||||||
Series F Preferred Stock [Member] | ||||||||||||||||||||||||
Number of shares sold | 1,250 | |||||||||||||||||||||||
Shares issued price per unit | $ 2,000 | |||||||||||||||||||||||
Preferred stock, stated value | 2,000 | |||||||||||||||||||||||
Preferred stock, conversion price per share | $ 11.40 | |||||||||||||||||||||||
Common stock issue shares | 25,088 | 63,860 | 108,070 | |||||||||||||||||||||
Shares issued upon conversion of preferred stock | 143 | 364 | 616 | 143 | ||||||||||||||||||||
Convertible preferred stock shares reserved for future issuance | 127 | 127 | ||||||||||||||||||||||
Proceeds from sale of common stock | $ 2,500,000 | |||||||||||||||||||||||
Series F Preferred Stock [Member] | Class A Warrants [Member] | ||||||||||||||||||||||||
Number of shares sold | 1,250 | |||||||||||||||||||||||
Warrants to purchase up preferred stock | 219,375 | |||||||||||||||||||||||
Series F Preferred Stock [Member] | Class X Warrants [Member] | ||||||||||||||||||||||||
Warrants to purchase up preferred stock | 109,750 | |||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||
Warrants to purchase up preferred stock | 219,375 | |||||||||||||||||||||||
Series G Preferred Stock [Member] | ||||||||||||||||||||||||
Deemed dividend related to beneficial conversion feature | $ 64,000 | |||||||||||||||||||||||
Series G Preferred Stock [Member] | Common Stock [Member] | ||||||||||||||||||||||||
Common stock, shares authorized | 25,000 | 25,000 | ||||||||||||||||||||||
Shares issued upon conversion of preferred stock | 70 | 70 | ||||||||||||||||||||||
Series G Preferred Stock [Member] | Exchange Agreement [Member] | ||||||||||||||||||||||||
Preferred stock, stated value | $ 2,000 | |||||||||||||||||||||||
Preferred stock, conversion price per share | $ 5.60 | |||||||||||||||||||||||
Common stock issue shares | 45,357 | |||||||||||||||||||||||
Convertible preferred stock shares reserved for future issuance | 127 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Weighted-average Black-Scholes Assumptions (Details) | 12 Months Ended |
Apr. 30, 2020 | |
Equity [Abstract] | |
Risk free interest rate | 1.74% |
Dividend yield | 0.00% |
Expected volatility | 72.00% |
Contractual term (in years) | 10 years |
Forfeiture rate | 0.00% |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Stock Option Activity (Details) - $ / shares | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Equity [Abstract] | ||
Number of Options Outstanding, Beginning of Period | 145,646 | 153,146 |
Number of Options, Granted | 5,000 | |
Number of Options, Exercised | ||
Number of Options, Forfeited | (50,646) | (7,500) |
Number of Options, Cancelled | ||
Number of Options Outstanding, End of Period | 100,000 | 145,646 |
Number of Options exercisable at end of period | 76,041 | |
Number of Options expected to vest | 23,959 | |
Weighted Average Exercise Price Outstanding, Beginning of Period | $ 18 | $ 17.90 |
Weighted Average Exercise Price, Granted | 8.10 | |
Weighted Average Exercise Price, Exercised | ||
Weighted Average Exercise Price, Forfeited | 24.44 | 14.80 |
Weighted Average Exercise Price, Cancelled | ||
Weighted Average Exercise Price Outstanding, End of Period | 14.31 | $ 18 |
Weighted Average Exercise Price Options exercisable at end of period | 14.55 | |
Weighted Average Exercise Price Options expected to vest | 13.54 | |
Weighted Average Exercise Price Weighted average fair value of options granted during the period | $ 0.62 | |
Weighted Average Remaining Contractual Life (Years), Beginning of Period | 2 years 3 months 15 days | 3 years 5 months 5 days |
Weighted Average Remaining Contractual Life in Years, Granted | 10 years | 0 years |
Weighted Average Remaining Contractual Life (Years), Ending of Period | 2 years 10 months 14 days | 2 years 3 months 15 days |
Stockholders' Equity - Schedu_3
Stockholders' Equity - Schedule of Fair Value of Assumptions (Details) | Apr. 30, 2020$ / shares | Apr. 02, 2020$ / shares |
Warrants, exercise price | $ 7 | |
Class A Warrants [Member] | ||
Warrants, exercise price | $ 11.40 | |
Warrant term | 5 years | |
Class A Warrants [Member] | Expected Volatility [Member] | Minimum [Member] | ||
Warrants and rights outstanding, measurement input | 46 | |
Class A Warrants [Member] | Expected Volatility [Member] | Maximum [Member] | ||
Warrants and rights outstanding, measurement input | 74 | |
Class A Warrants [Member] | Stock Price on Date of Grant [Member] | ||
Warrants, exercise price | $ 11.40 | |
Class A Warrants [Member] | Exercise Price [Member] | ||
Warrants, exercise price | $ 11.40 | |
Class A Warrants [Member] | Expected Dividends [Member] | ||
Warrants and rights outstanding, measurement input | 0 | |
Class A Warrants [Member] | Expected Term (in years) [Member] | Minimum [Member] | ||
Warrant term | 6 months | |
Class A Warrants [Member] | Expected Term (in years) [Member] | Maximum [Member] | ||
Warrant term | 5 years | |
Class A Warrants [Member] | Risk-free Rate [Member] | Minimum [Member] | ||
Warrants and rights outstanding, measurement input | 1.77 | |
Class A Warrants [Member] | Risk-free Rate [Member] | Maximum [Member] | ||
Warrants and rights outstanding, measurement input | 2.11 | |
Class A Warrants [Member] | Expected Forfeiture Rate [Member] | ||
Warrants and rights outstanding, measurement input | 0 | |
Common Warrants [Member] | Expected Volatility [Member] | ||
Warrants and rights outstanding, measurement input | 133 | |
Common Warrants [Member] | Stock Price on Date of Grant [Member] | ||
Warrants, exercise price | $ 5.34 | |
Common Warrants [Member] | Exercise Price [Member] | ||
Warrants, exercise price | $ 7 | |
Common Warrants [Member] | Expected Dividends [Member] | ||
Warrants and rights outstanding, measurement input | 0 | |
Common Warrants [Member] | Expected Term (in years) [Member] | ||
Warrant term | 5 years | |
Common Warrants [Member] | Risk-free Rate [Member] | ||
Warrants and rights outstanding, measurement input | 0.39 | |
Common Warrants [Member] | Expected Forfeiture Rate [Member] | ||
Warrants and rights outstanding, measurement input | 0 |
Stockholders' Equity - Schedu_4
Stockholders' Equity - Schedule of Stock Warrant Activity (Details) - $ / shares | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Number of Warrants Outstanding, End of Period | 746,753 | |
Warrants exercisable at end of period | 746,753 | |
Weighted Average Exercise Price of Warrants Outstanding, End of Period | $ 7.41 | |
Weighted Average Exercise Price, exercisable at end of period | 7.78 | |
Weighted average fair value of warrants granted during the period | $ 4.21 | |
Weighted Average Remaining Contractual Life in Years, End of Period | 3 years 10 months 17 days | |
Warrants [Member] | ||
Number of Warrants Outstanding, Beginning of Period | 170,236 | 170,236 |
Number of Warrants, Granted | 357,142 | |
Number of Warrants, Exercised | ||
Number of Warrants, Forfeited, with no financial effect | ||
Number of Warrants, Cancelled | ||
Number of Warrants Outstanding, End of Period | 527,378 | 170,236 |
Weighted Average Exercise Price of Warrants Outstanding, Beginning of Period | $ 31.11 | $ 31.11 |
Weighted Average Exercise Price, Granted | 7 | |
Weighted Average Exercise Price, Exercised | ||
Weighted Average Exercise Price, Forfeited, with no financial effect | ||
Weighted Average Exercise Price, Cancelled/Expired | ||
Weighted Average Exercise Price of Warrants Outstanding, End of Period | $ 31.11 | |
Weighted Average Remaining Contractual Life in Years, Beginning of Period | 1 year 2 months 30 days | 1 year 2 months 30 days |
Weighted Average Remaining Contractual Life in Years, Granted | 4 years 11 months 1 day | |
Weighted Average Remaining Contractual Life in Years, End of Period | 3 years 8 months 23 days | 1 year 2 months 30 days |
Class A Warrants [Member] | ||
Number of Warrants Outstanding, Beginning of Period | ||
Number of Warrants, Granted | 219,375 | |
Number of Warrants, Exercised | ||
Number of Warrants, Forfeited, with no financial effect | ||
Number of Warrants, Cancelled | ||
Number of Warrants Outstanding, End of Period | 219,375 | |
Weighted Average Exercise Price of Warrants Outstanding, Beginning of Period | ||
Weighted Average Exercise Price, Granted | 11.40 | |
Weighted Average Exercise Price, Exercised | ||
Weighted Average Exercise Price, Forfeited, with no financial effect | ||
Weighted Average Exercise Price, Cancelled/Expired | ||
Weighted Average Exercise Price of Warrants Outstanding, End of Period | $ 11.40 | |
Weighted Average Remaining Contractual Life in Years, Beginning of Period | 0 years | |
Weighted Average Remaining Contractual Life in Years, Granted | 4 years 2 months 19 days | |
Weighted Average Remaining Contractual Life in Years, End of Period | 4 years 2 months 19 days | |
Class X Warrants [Member] | ||
Number of Warrants Outstanding, Beginning of Period | ||
Number of Warrants, Granted | 109,750 | |
Number of Warrants, Exercised | ||
Number of Warrants, Forfeited, with no financial effect | (109,750) | |
Number of Warrants, Cancelled | ||
Number of Warrants Outstanding, End of Period | ||
Weighted Average Exercise Price of Warrants Outstanding, Beginning of Period | ||
Weighted Average Exercise Price, Granted | 11.40 | |
Weighted Average Exercise Price, Exercised | ||
Weighted Average Exercise Price, Forfeited, with no financial effect | 11.40 | |
Weighted Average Exercise Price, Cancelled/Expired | ||
Weighted Average Exercise Price of Warrants Outstanding, End of Period | ||
Weighted Average Remaining Contractual Life in Years, Granted | 6 months | |
Class Y Warrants [Member] | ||
Number of Warrants Outstanding, Beginning of Period | ||
Number of Warrants, Granted | ||
Number of Warrants, Exercised | ||
Number of Warrants, Forfeited, with no financial effect | ||
Number of Warrants, Cancelled | ||
Number of Warrants Outstanding, End of Period | ||
Weighted Average Exercise Price of Warrants Outstanding, Beginning of Period | ||
Weighted Average Exercise Price, Granted | ||
Weighted Average Exercise Price, Exercised | ||
Weighted Average Exercise Price, Forfeited, with no financial effect | ||
Weighted Average Exercise Price, Cancelled/Expired | ||
Weighted Average Exercise Price of Warrants Outstanding, End of Period |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Total | 900,227 | 367,082 |
Preferred Stock [Member] | ||
Total | 20,357 | |
Restricted Stock Units [Member] | ||
Total | 33,117 | 51,200 |
Stock Options [Member] | ||
Total | 100,000 | 145,646 |
Stock Warrants [Member] | ||
Total | 746,753 | 170,236 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) | Sep. 10, 2019 | Apr. 30, 2020USD ($)a$ / T |
Renaissance Exploration Inc [Member] | ||
Payment to initial earn in amount | $ | $ 250,000 | |
NumberCo [Member] | ||
Undivided interest Percentage | 0.50 | |
State of Wyoming Mining Lease One [Member] | ||
Area of land | a | 640 | |
Lease renewed date | Feb. 28, 2013 | |
Lease term | 10 years | |
Lease annual payment per acre | 2 | |
Lease annual payment per acre third ten year term | 3 | |
Lease annual payment per acre thereafter | 4 | |
State of Wyoming Mining Lease Two [Member] | ||
Area of land | a | 480 | |
Lease renewed date | Feb. 28, 2014 | |
Lease term | 10 years | |
Lease annual payment per acre | 2 | |
Lease annual payment per acre third ten year term | 3 | |
Lease annual payment per acre thereafter | 4 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Royalty Payable (Details) | Apr. 30, 2020$ / T |
FOB Mine Value Per Ton Range One [Member] | |
Percentage Royalty | 5.00% |
FOB Mine Value Per Ton Range One [Member] | Minimum [Member] | |
FOB Mine Value per Ton | 0 |
FOB Mine Value Per Ton Range One [Member] | Maximum [Member] | |
FOB Mine Value per Ton | 50 |
FOB Mine Value Per Ton Range Two [Member] | |
Percentage Royalty | 7.00% |
FOB Mine Value Per Ton Range Two [Member] | Minimum [Member] | |
FOB Mine Value per Ton | 50.01 |
FOB Mine Value Per Ton Range Two [Member] | Maximum [Member] | |
FOB Mine Value per Ton | 100 |
FOB Mine Value Per Ton Range Three [Member] | |
Percentage Royalty | 9.00% |
FOB Mine Value Per Ton Range Three [Member] | Minimum [Member] | |
FOB Mine Value per Ton | 100.01 |
FOB Mine Value Per Ton Range Three [Member] | Maximum [Member] | |
FOB Mine Value per Ton | 150 |
FOB Mine Value Per Ton Range Four [Member] | |
FOB Mine Value per Ton | 150.01 |
Percentage Royalty | 10.00% |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Details) | Apr. 30, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Fiscal 2021 | $ 2,240 |
Fiscal 2022 | 2,240 |
Fiscal 2023 | 2,240 |
Fiscal 2024 and thereafter | 960 |
Total | $ 7,680 |
Commitments and Contingencies_4
Commitments and Contingencies - Schedule of Right and Option to Earn-in and Acquire Undivided Interest (Details) | Sep. 10, 2019USD ($) |
Initial earn in amount | $ 4,500,000 |
First Agreement Year [Member] | |
Initial earn in amount | 100,000 |
Second Agreement Year [Member] | |
Initial earn in amount | 200,000 |
Third Agreement Year [Member] | |
Initial earn in amount | 500,000 |
Fourth Agreement Year [Member] | |
Initial earn in amount | 700,000 |
Fifth Agreement Year [Member] | |
Initial earn in amount | 1,000,000 |
Sixth Agreement Year [Member] | |
Initial earn in amount | 1,000,000 |
Seventh Agreement Year [Member] | |
Initial earn in amount | $ 1,000,000 |
Income Tax (Details Narrative)
Income Tax (Details Narrative) - USD ($) | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Net operating loss carryforwards | $ 11,000,000 | |
Future taxable income offset percentage | 80.00% | |
Income tax benefit | $ (438,145) | $ 435,345 |
Alternative minimum tax credits | $ 438,000 | |
State income tax expense (benefit), net of federal taxes | 0.00% | 0.00% |
Valuation allowance on deferred tax assets, percentage | 100.00% | |
Expires through the Year 2038 [Member] | ||
Net operating loss carryforwards | $ 13,200,000 | |
Federal [Member] | ||
Net operating loss carryforwards | 24,200,000 | |
State [Member] | ||
Net operating loss carryforwards | $ 3,000,000 | |
Net operating loss carryforwards, expiration date | State net operating loss carryforwards that expire through the year 2038 |
Income Tax - Schedule of Compon
Income Tax - Schedule of Components of Income Tax Provision (Benefit) (Details) - USD ($) | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||
Current: Federal | $ (438,145) | |
Current: State and local | ||
Total current | (438,145) | |
Deferred: Federal | 435,345 | |
Deferred: State and local | ||
Total deferred | 435,345 | |
Total income tax provision (benefit) | $ (438,145) | $ 435,345 |
Income Tax - Schedule of Net De
Income Tax - Schedule of Net Deferred Tax Asset (Details) - USD ($) | Apr. 30, 2020 | Apr. 30, 2019 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryover | $ 5,083,000 | $ 3,777,000 |
Stock-based compensation | 2,019,000 | 1,753,000 |
Capitalized exploration costs | 340,000 | 341,000 |
Accrued remediation costs | 7,000 | 3,000 |
Alternative minimum tax credit carryover | 438,000 | |
Subtotal | 7,449,000 | 6,312,000 |
Less: valuation allowance | (7,449,000) | (6,312,000) |
Net deferred tax asset |
Income Tax - Schedule of Effect
Income Tax - Schedule of Effective Tax Rate (Details) - USD ($) | 12 Months Ended | |
Apr. 30, 2020 | Apr. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||
Federal income tax provision (benefit) based on statutory rate, amount | $ (1,194,000) | $ (1,598,000) |
State income tax provision (benefit), net of federal taxes, amount | ||
Change in effective state tax rate, amount | 340,000 | |
Change in prior year estimate, amount | (381,000) | (971,000) |
Increase (decrease) in valuation allowance, amount | 1,137,000 | 2,664,000 |
Total taxes on income (loss), amount | $ (438,000) | $ 435,000 |
Federal income tax expense (benefit) based on statutory rate | 21.00% | 21.00% |
State income tax expense (benefit), net of federal taxes | 0.00% | 0.00% |
Change in effective state tax rate | 0.00% | (4.50%) |
Change in prior year estimate | 6.70% | 12.80% |
Increase (decrease) in valuation allowance | (20.00%) | (35.00%) |
Total tax provision (benefit) on income (loss) | 7.70% | (5.70%) |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - Subsequent Event [Member] - Common Stock [Member] | Jun. 02, 2020shares |
Number of shares converted during period, shares | 20,357 |
Shares conversion, description | 57 shares of Series G Convertible Preferred shares were converted to 20,357 common shares |