UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
| [X] | | QUARTERLYREPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THEQUARTERLYPERIOD ENDED SEPTEMBER 30, 2019 |
OR
| [ ] | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number 000-30675
EnXnet,Inc.
(Name of issuer in its charter)
| Oklahoma | 73-1561191 |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
7450 S Winston Ave - Tulsa, Ok 74136
(Address of principal executive offices & zip code)
(918) 494 - 6663
Registrant’s telephone number, including area code:
Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days.YES [X] NO [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporateWebsite, ifany,every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (SS 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
YES [ ] NO [X]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
| Large Accelerated Filer | [ ] | Accelerated Filer | [ ] |
| Non-accelerated Filer | [X] | Smaller Reporting Company | [X] |
| (Do not check if smaller reporting company) | | | |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
YES [ ] NO [X]
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of November 13, 2019, there were outstanding 60,801,518 shares of the registrant’s common stock, $0.00005 par value.
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| PART I. FINANCIAL INFORMATION | |
| | |
| Item 1. | Financial Statements | |
| | Consolidated Balance Sheets as of September 30, 2019 and March 31, 2019 (unaudited) | 3 |
| | Consolidated Statements of Operations for the Three and Six months ended September 30, 2019 and 2018 (unaudited) | 4 |
| | Consolidated Statements of Stockholders’ Deficit for the Three and Six months ended September 30, 2019 and 2018 (Unaudited) | 5 |
| | Consolidated Statements of Cash Flows for the Six months ended September 30, 2019 and 2018 (unaudited) | 7 |
| | Notes to Consolidated Financial Statements (unaudited) | 8 |
| | | |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 11 |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 14 |
| Item 4. | Controls and Procedures | 14 |
| | | |
| | | |
| | PART II. OTHER INFORMATION | |
| | | |
| Item 1. | Legal Proceedings | 14 |
| Item 1A. | Risk Factors | 14 |
| Item 6. | Exhibits and Reports on Form 8-K | 15 |
| | | |
| Signatures | 16 |
| | |
| Exhibit Index | 17 |
PART I. FINANCIAL INFORMATION
| ITEM 1. | FINANCIALSTATEMENTS. |
ENXNET, INC
CONSOLIDATED BALANCE SHEETS
(Unaudited)
| | | September 30, | | March 31, |
| | | 2019 | | 2019 |
| ASSETS | | | | | | | | |
| CURRENT ASSETS | | | | | | | | |
| Cash | | $ | 7,590 | | | $ | 8,155 | |
| Restricted cash | | | 2,845 | | | | 2,439 | |
| TOTAL CURRENT ASSETS | | | 10,435 | | | | 10,594 | |
| OTHER ASSETS | | | | | | | | |
| Oil and gas cash bond | | | 100,000 | | | | 100,000 | |
| TOTAL OTHER ASSETS | | | 100,000 | | | | 100,000 | |
| TOTAL ASSETS | | $ | 110,435 | | | $ | 110,594 | |
| | | | | | | | | |
| LIABILITIES AND STOCKHOLDERS’ DEFICIT | | | | | | | | |
| CURRENT LIABILITIES | | | | | | | | |
| Accounts payable and accrued expenses | | $ | 733,639 | | | $ | 713,962 | |
| Advances from officer - related party | | | 10,500 | | | | 10,500 | |
| Advances from stockholder | | | 31,000 | | | | 31,000 | |
| Convertible notes payable | | | 350,000 | | | | 400,000 | |
| Convertible notes payable - related parties | | | 985,101 | | | | 935,101 | |
| TOTAL CURRENT LIABILITIES | | | 2,110,240 | | | | 2,090,563 | |
| LONG-TERM LIABILITIES | | | | | | | | |
| TOTAL LIABILITIES | | | 2,110,240 | | | | 2,090,563 | |
| STOCKHOLDERS’ DEFICIT | | | | | | | | |
| Common stock, $0.00005 par value; 200,000,000 shares authorized, 60,801,518 and 59,301,518 shares issued and outstanding, respectively | | | 3,040 | | | | 2,965 | |
| Additional paid-in capital | | | 5,939,550 | | | | 5,879,625 | |
| Accumulated deficit | | | (7,842,395 | ) | | | (7,762,559 | ) |
| Other comprehensive loss | | | (100,000 | ) | | | (100,000 | ) |
| TOTAL STOCKHOLDERS’ DEFICIT | | | (1,999,805 | ) | | | (1,979,969 | ) |
| TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | | $ | 110,435 | | | $ | 110,594 | |
The accompanying notes are an integral part of these unaudited consolidated financial statements.
ENXNET, INC
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| | | For the Three Months Ended September 30, | | For the Six Months Ended September 30, |
| | | | | | | | | |
| EXPENSES | | | 2019 | | | | 2018 | | | | 2019 | | | | 2018 | |
| Impairment of oil and gas properties, unproven | | $ | 15,366 | | | $ | 15,366 | | | $ | 32,394 | | | $ | 32,494 | |
| Payroll | | | 1,500 | | | | 1,500 | | | | 3,000 | | | | 3,000 | |
| Professional services | | | 5,819 | | | | 7,499 | | | | 21,161 | | | | 22,606 | |
| Occupancy and offices | | | 1,286 | | | | 1,578 | | | | 2,743 | | | | 3,466 | |
| Travel | | | 297 | | | | 295 | | | | 671 | | | | 520 | |
| Total Expenses | | | 24,268 | | | | 26,238 | | | | 59,969 | | | | 62,086 | |
| LOSS FROM OPERATIONS | | | (24,268 | ) | | | (26,238 | ) | | | (59,969 | ) | | | (62,086 | ) |
| OTHER EXPENSE | | | | | | | | | | | | | | | | |
| Loss on conversion of notes payable | | | — | | | | (17,500 | ) | | | — | | | | (17,500 | ) |
| Interest expense | | | (9,934 | ) | | | (9,934 | ) | | | (19,867 | ) | | | (20,817 | ) |
| Total other expense | | | (9,934 | ) | | | (27,434 | ) | | | (19,867 | ) | | | (38,317 | ) |
| NET LOSS | | $ | (34,202 | ) | | $ | (53,672 | ) | | $ | (79,836 | ) | | $ | (100,403 | ) |
| BASIC AND DILUTED NET LOSS PER SHARE | | $ | (0.00 | ) | | $ | (0.00 | ) | | $ | (0.00 | ) | | $ | (0.00 | ) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
BASIC AND DILUTED | | | 60,554,265 | | | | 57,096,298 | | | | 60,020,097 | | | | 56,181,436 | |
The accompanying notes are an integral part of these unaudited consolidated financial statements.
ENXNET, INC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
For the three Months ended September 30, 2019 and 2018
(Unaudited)
| For the three Months ended September 30, 2018 |
| | | | | Additional | | | | Other | | Total |
| | | Common Stock | | Paid-in | | Accumulated | | Comprehensive | | Stockholders’ |
| | | Shares | | Amount | | Capital | | Deficit | | Loss | | Deficit |
| | | | | | | | | | | | | |
| Balance, June 30, 2018 | | | 55,276,518 | | | | 2,764 | | | | 5,689,654 | | | | (7,647,565 | ) | | | (100,000 | ) | | | (2,055,147 | ) |
| Common stock issued for: | | | | | | | | | | | | | | | | | | | | | | | | |
| Conversion of notes payable | | | 2,500,000 | | | | 125 | | | | 117,375 | | | | — | | | | — | | | | 117,500 | |
| Cash | | | 600,000 | | | | 30 | | | | 29,970 | | | | | | | | | | | | 30,000 | |
| Stock option expense | | | | | | | | | | | 1,672 | | | | | | | | | | | | 1,672 | |
| Net loss | | | — | | | | — | | | | — | | | | (53,672 | ) | | | — | | | | (53,672 | ) |
| Balance, September 30, 2018 | | | 58,376,518 | | | | 2,919 | | | | 5,838,671 | | | | (7,701,237 | ) | | | (100,000 | ) | | | (1,959,647 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| For the three Months ended September 30, 2019 |
| | | | | | | Additional | | | | Other | | Total |
| | | Common Stock | | Paid-in | | Accumulated | | Comprehensive | | Stockholders’ |
| | | Shares | | Amount | | Capital | | Deficit | | Loss | | Deficit |
| | | | | | | | | | | | | |
| Balance, June 30, 2019 | | | 60,176,518 | | | | 3,009 | | | | 5,914,581 | | | | (7,808,193 | ) | | | (100,000 | ) | | | (1,990,603 | ) |
| Common stock issued for: | | | | | | | | | | | | | | | | | | | | | | | | |
| Cash | | | 625,000 | | | | 31 | | | | 24,969 | | | | — | | | | — | | | | 25,000 | |
| Net loss | | | — | | | | — | | | | — | | | | (34,202 | ) | | | — | | | | (34,202 | ) |
| Balance, September 30, 2019 | | | 60,801,518 | | | $ | 3,040 | | | $ | 5,939,550 | | | $ | (7,842,395 | ) | | $ | (100,000 | ) | | $ | (1,999,805 | ) |
The accompanying notes are an integral part of these unaudited consolidated financial statements.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
For the six Months ended September 30, 2019 and 2018
(Unaudited)
| For the six Months ended September 30, 2018 |
| | | | Additional | | | | Other | | Total |
| | Common Stock | | Paid-in | | Accumulated | | Comprehensive | | Stockholders’ |
| | Shares | | Amount | | Capital | | Deficit | | Loss | | Deficit |
| | | | | | | | | | | | |
| Balance, March 31, 2018 | 55,276,518 | | 2,764 | | 5,689,654 | | (7,600,834) | | (100,000) | | (2,008,416) |
| Common stock issued for: | | | | | | | | | | | |
| Conversion of notes payable | 2,500,000 | | 125 | | 117,375 | | - | | - | | 117,500 |
| Cash | 600,000 | | 30 | | 29,970 | | | | | | 30,000 |
| Stock option expense | | | | | 1,672 | | | | | | 1,672 |
| Net loss | - | | - | | - | | (100,403) | | - | | (100,403) |
| Balance, September 30, 2018 | 58,376,518 | | 2,919 | | 5,838,671 | | (7,701,237 | ) | (100,000) | | (1,959,647) |
| | | | | | | | | | | | |
| For the six Months ended September 30, 2019 |
| | | | | | Additional | | | | Other | | Total |
| | Common Stock | | Paid-in | | Accumulated | | Comprehensive | | Stockholders’ |
| | Shares | | Amount | | Capital | | Deficit | | Loss | | Deficit |
| | | | | | | | | | | | |
| Balance, March 31, 2019 | 59,301,518 | | 2,965 | | 5,879,625 | | (7,762,559 | ) | (100,000) | | (1,979,969) |
| Common stock issued for: | | | | | | | | | | | |
| Cash | 1,500,000 | | 75 | | 59,925 | | - | | - | | 60,000 |
| Net loss | - | | - | | - | | (79,836) | | - | | (79,836) |
| Balance, September 30, 2019 | 60,801,518 | $ | 3,040 | $ | 5,939,550 | $ | (7,842,395) | $ | (100,000) | $ | (1,999,805) |
The accompanying notes are an integral part of these unaudited consolidated financial statements.
ENXNET, INC
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| | | For the Six months Ended |
| | | September 30, |
| | | 2019 | | 2018 |
| CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | | | |
| Net loss | | $ | (79,836 | ) | | $ | (100,403 | ) |
| Adjustments to reconcile net loss to net cash used in operating activities: | | | | | | | | |
| Loss on conversion of notes payable | | | — | | | | 17,500 | |
| Stock options extended | | | — | | | | 1,672 | |
| Impairment of oil and gas properties, unproved | | | 32,394 | | | | 32,494 | |
| Changes in operating assets and liabilities: | | | | | | | | |
| Prepaid expenses | | | — | | | | 1,118 | |
| Accounts payable & accrued expenses | | | 19,677 | | | | 19,984 | |
| Net cash used in operating activities | | | (27,765 | ) | | | (27,635 | ) |
| | | | | | | | | |
| CASH FLOWS FROM INVESTING ACTIVITIES | | | | | | | | |
| Additions to oil and gas properties, unproved | | | (32,394 | ) | | | (32,494 | ) |
| Net cash used in investing activities | | | (32,394 | ) | | | (32,494 | ) |
| CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | | | |
| Proceeds from sale of stock | | | 60,000 | | | | 30,000 | |
| Net cash provided by financing activities | | | 60,000 | | | | 30,000 | |
| NET CHANGE IN CASH AND RESTRICTED CASH | | | (159 | ) | | | (30,129 | ) |
| CASH AND RESTRICTED CASH - Beginning of period | | | 10,594 | | | | 41,364 | |
| CASH AND RESTRICTED CASH - End of period | | $ | 10,435 | | | $ | 11,235 | |
| SUPPLEMENTAL CASH FLOW DISCLOSURES: | | | | | | | | |
| Cash paid for interest | | $ | — | | | $ | — | |
| Cash paid for taxes | | $ | — | | | $ | — | |
| NON-CASH FINANCING AND INVESTING TRANSACTIONS: | | | | | | | | |
| Conversion of advances from officer-related party to convertible notes payable-related party | | $ | — | | | $ | 15,000 | |
| Conversion of notes payable stockholder with stock issuance | | $ | — | | | $ | 100,000 | |
The accompanying notes are an integral part of these unaudited consolidated financial statements.
ENXNET, INC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of EnXnet, Inc. (“EnXnet” or “the Company”) for the six months ended September 30, 2019 have been prepared in accordance with generally accepted accounting principles in the United States of America, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission for interim financial information. Accordingly, the financial statements do not include all information and footnotes required by generally accepted accounting principles in the United States for complete annual financial statements. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the fullyear.The accompanying unaudited consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s March 31, 2019 Annual Report on Form 10-K.
Reclassification
Certain amounts in the March 31, 2019 financial statements have been reclassified to conform to the September 30, 2019 financial presentation. These reclassifications have no impact on net loss.
Cash and Restricted Cash
The following table sets forth a reconciliation of cash and restricted cash reported in the consolidated statements of cash flows that agrees to the total of those amounts as presented in the consolidated statements of cash flows.
| Cash and restricted cash consist of the following: | | September 30, 2019 | | September 30, 2018 |
| Cash | | $ | 7,590 | | | $ | 8,922 | |
| Restricted cash | | | 2,845 | | | | 2,313 | |
| Total cash and restricted cash | | $ | 10,435 | | | $ | 11,235 | |
NOTE 2 – GOING CONCERN
The Company has a working capital deficit and has incurred losses since inception. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern.
Management of the Company has undertaken certain actions to address these conditions. Funds required to carry out management’s plans are expected to be derived from future stock sales and borrowings from outside parties. There can be no assurances that the Company will be successful in executing its plans.
NOTE 3 – NOTES PAYABLE
| Convertible notes payable-related party consists of the following: | | |
| | | September 30, 2019 | | March 31, 2019 |
| 7% convertible notes payable to stockholder, convertible into a maximum of 250,000 common shares, | | | 50,000 | | | | 50,000 | |
| 2% convertible notes payable to Ryan Corley, President of the Company, due on demand, convertible into a maximum of 38,238,984 common shares | | | 764,455 | | | | 764,455 | |
| 2% convertible note payable to an entity controlled by Ryan Corley, President of the Company, due on demand, convertible into a maximum of 978,000 common shares | | | 48,900 | | | | 48,900 | |
| 3% convertible notes payable to an entity controlled by Ryan Corley, President of the Company, due on demand, convertible into a maximum of 1,619,500 common shares | | | 111,350 | | | | 111,350 | |
| 2% convertible notes payable to Douglas Goodsell, a related party, due on demand, convertible into a maximum of 519,828 common shares | | | 10,396 | | | | 10,396 | |
| Total notes payable-related party | | $ | 985,101 | | | $ | 985,101 | |
| | | | | | | | | |
| | | | | | | | | |
| Convertible notes payable consists of the following: | | | | | | | | |
| | | | September 30, 2019 | | | | March 31, 2019 | |
| 7% convertible note payable to stockholder, due on August 15, 2019, convertible into a maximum of 250,000 common shares, | | | 50,000 | | | | 50,000 | |
| 7% convertible note payable to stockholder, which is past due, convertible into a maximum of 250,000 common shares, | | | 50,000 | | | | 50,000 | |
| 7% convertible notes payable to stockholder, which is past due, convertible into a maximum of 250,000 common shares, | | | 50,000 | | | | 50,000 | |
| 4% convertible notes payable to a stockholder, due on demand, convertible into a maximum of 350,000 common shares | | | 175,000 | | | | 175,000 | |
| 2% convertible notes payable to stockholders, due on demand, convertible into a maximum of 1,100,000 common shares | | | 25,000 | | | | 25,000 | |
| Total notes payable | | $ | 350,000 | | | $ | 350,000 | |
NOTE 4 – RELATED PARTY TRANSACTIONS
Advances from Stockholder:
Advances from a stockholder at September 30, 2019 and March 31, 2019 was $31,000.
Accrued Interest - officer
The Company has notes payable to the CEO in the aggregate amount of $764,455 and $764,455 as of September 30, 2019 and March 31, 2019, respectively. Accrued interest owed on these notes at September 30, 2019 and March 31, 2019 is $227,795 and $220,150, respectively. These notes and accrued interest are convertible into 43,152,945 and 42,770,550 shares of restricted common stock of the Company, as of September 30, 2019 and March 31, 2019 respectively.
Advances from officer - related party
At September 30, 2019 and March 31, 2019, advances from the entity controlled by the CEO was $10,500 and notes payable totaled $160,250. Accrued interest owed on these notes at September 30, 2019 and March 31, 2019 is $38,611 and $37,242, respectively. These notes and accrued interest are convertible into 3,228,510 and 3,204,312 shares of restricted common stock of the Company, as of September 30, 2019 and March 31, 2019, respectively.
The Company conducts its business from the office of its CEO, Ryan Corley, rent free.
NOTE 5 – STOCK OPTIONS
On July 24, 2001, the Company filed with the SEC Form S-8, for its 2002 Stock Option Plan, (the Plan). An aggregate amount of common stock that may be awarded and purchased under the Plan is 3,000,000 shares of the Company’s common stock.
A summary of the status of the Company’s stock options as of September 30, 2019 is presented below:
| | | 2019 |
| Options outstanding at beginning of year | | | 1,240,000 | |
| Options granted | | | — | |
| Options exercised | | | — | |
| Options canceled/expired | | | (100,000 | ) |
| Options outstanding at end of year | | | 1,140,000 | |
The following table summarizes the information about the stock options as of September 30, 2019:
| Weighted Average Range | | | Weighted Average | | |
| | of | Number | Remaining Contractual | Number |
| | Exercise Price | Outstanding | Life Years | Exercisable |
| | 0.08 | | 900,000 | | 2.80 | | 900,000 | |
| | 0.10 | 240,000 | 2.80 | 240,000 | |
| | | | | | | | | |
| $ | 0.08 - 0.10 | | 1,140,000 | 2.80 | 1,140,000 |
NOTE 6 – COMMON STOCK
On June 11, 2019, the Company issued 875,000 common shares in exchange for $35,000 in cash.
On August 6, 2019 the Company issued 625,000 common shares in exchange for $25,000 in cash
| ITEM 2. | MANAGEMENT’S DISCUSSION ANDANALYSISOF FINANCIAL CONDITION ANDRESULTSOF OPERATIONS. |
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS.
This Quarterly Report includes “forward-looking statements” within the meaning of Section 27A of the Exchange Act which represent the expectations or beliefs concerning future events that involve risks and uncertainties, including but not limited to the demand for Company products and services and the costs associated with such goods and services. All other statements other than statements of historical fact included in this Quarterly Report including, without limitation, the statements under “Management’s Discussion and Analysis or Plan of Operations” and elsewhere in the Quarterly Report, are forward-looking statements. While the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct.
The following discussion of the results of operations and financial conditions should be read in conjunction with the financial statements and related notes appearing in this report.
EnXnet, Inc. (the “Company”) was formed under the laws of the State of Oklahoma on March 30, 1999. On November 7, 2015, the Company incorporated EnXnet Energy Company LLC. in the State of Colorado as a wholly owned subsidiary. EnXnet Inc. and its wholly owned subsidiary, EnXnet Energy Company, LLC. (the “Company”) is a natural gas and petroleum exploitation, development and production company engaged in locating and developing hydrocarbon resources, primarily in the Rocky Mountain region. The Company’s principal business strategy is to enhance stockholder value by generating and developing high-potential exploitation resources in these areas. The Company’s principal business is the acquisition of leasehold interests in petroleum and natural gas rights, either directly or indirectly, and the exploitation and development of properties subject to these leases. The Company has leased property in Colorado and is currently searching for additional opportunities in the natural gas and petroleum industry. Our goal is to lease the oil and gas properties of acreage that has a high likelihood of becoming a producing property. We will require additional funding to drill and complete a producing natural gas and petroleum well.
The Company currently can satisfy its current cash requirements for approximately 90 days and will raise additional working capital by the sale of shares of the Company common stock to select perspective individuals and from additional borrowings. This plan should provide the additional necessary funds required to enable the Company to initiate its drilling program on the oil and gas lease properties.
The Company does not anticipate any significant cash requirements for the purchase of any facilities. The Company currently has no full-time employee on the payroll.
Results of Operations – Three months ended September 30, 2019 and 2018.
The Company incurred operating expenses of $24,268 and $26,238 for the three months ended September 30, 2019 and 2018, respectively, a minimal decrease of $1,970. Of this increase, $1,680 was attributed to a decrease in professional services.
Other expenses from the three months ended September 30, 2018 included $17,500 of the loss on conversion of notes payable. We did not have this expense in the current period.
During the three months ended September 30, 2019 and 2018 we incurred net losses of $34,202 and $53,672, respectively.
Results of Operations – Six months ended September 30, 2019 and 2018.
The Company incurred operating expenses of $59,969 and $62,086 for the six months ended September 30, 2019 and 2018, respectively, a minimal decrease of $2,117. Of this decrease, $1,445 was attributed to a decrease in professional services and $723 to a decrease in occupancy and offices expenses.
Other expenses from the six months ended September 30, 2018 included $17,500 of the loss on conversion of notes payable. We did not have this expense in the current period.
During the six months ended September 30, 2019 and 2018 we incurred net losses of $79,836 and $100,403, respectively.
Liquidity and Capital Resources.
From inception through September 30, 2019, the Company has issued 60,801,518 shares of its Common Stock to officers, directors and outside shareholders. The Company has little operating history and no material assets other than the oil and gas cash bond and 22,507 acres of mineral lease properties. The Company has $7,590 of unrestricted cash and $2,845 of restricted cash as of September 30, 2019.
The Company has incurred operating losses each year since its inception and has a working capital deficit at September 30, 2019. At September 30, 2019 and March 31, 2019, the working capital deficit was $2,099,805 and $2,079,969, respectively. The working capital deficit and operating losses raise substantial doubt about the Company’s ability to continue as a going concern. As a result of these factors, the Company’s independent certified public accountants have included an explanatory paragraph in their report on the Company’s March 31, 2019 financial statements which expressed substantial doubt about the Company’s ability to continue as a going concern.
Contractual Obligations.
At the present time, the Company has no material commitments for capital expenditures. If capital expenditures are required after operations commence, the Company will pay for the same through the sale of common stock, or through loans from third parties. There is no assurance, however, that such financing will be available and in the event such financing is not available, the Company may have to cease operations.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES.
Management’s discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements. These statements have been prepared in accordance with generally accepted accounting principles in the United States of America.
Use of estimates in preparation of financial statements
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, based on historical experience, and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The following critical accounting policies rely upon assumptions, judgments and estimates and were used in the preparation of our consolidated financial statements:
Cash and cash equivalents
Cash equivalents are highly liquid investments with an original maturity of three months or less.
Use of estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States necessarily requires management to make estimates and assumptions that affect the amounts reported in the financial statements. We regularly evaluate estimates and judgments based on historical experience and other relevant facts and circumstances. Actual results could differ from those estimates.
Fair Value of Financial Instruments
Under FASB ASC 825 the Company is required to disclose the fair value of financial instruments for which it is practicable to estimate value.
The Company’s financial instruments consist of cash, accounts receivable, accounts payable, accrued liabilities and debt. The Company believes that the carrying amounts approximate fair value for all such instruments.
FASBASC 820 defines fair value, establishes a framework for measurement, and expands disclosure about fair value measurements.TopicNo. 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 (exit price).TopicNo. 820 classifies the inputs used to measure fair value into the following hierarchy:
| | Level 1: | Quoted prices for identical assets or liabilities in active markets. |
| | Level 2: | Quoted market prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. |
| | Level 3: | Pricing inputs are unobservable for the assets and liabilities, including situations in which there is little to no market activity. |
Stock Based Compensation
FASB ASC 718 requires that measurement of the cost of employee services received in exchange for an award of equity instruments be based on the grant-date fair value of the award. Such costs are recorded over the periods employees are required to render services in exchange for the awards.
Income taxes
Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. These assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to reverse.
Wehave net operating loss carryforwards available to reduce future taxable income. Future tax benefits for these net operating loss carryforwards are recognized to the extent that realization of these benefits is considered more likely than not.Tothe extent that we will not realize a future tax benefit, a valuation allowance is established.
Basic and diluted net loss per share
Basic loss per share is computed using the weighted average number of shares of common stock outstanding during each period. Diluted loss per share includes the dilutive effects of common stock equivalents on an “as if converted” basis. For the periods ended September 30, 2019 and 2018, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share
Unaudited Financial Statements
The accompanying unaudited financial statements for the six months ended September 30, 2019 have been prepared in accordance with generally accepted accounting principles for interim financia1 information. In the opinion of management all adjustments considered necessary for a fair presentation, which consist of normal recurring adjustments, have been included. The accompanying unaudited financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s March 31, 2019 Annual Report on Form 10-K.
Off Balance Sheet Arrangements
Wecurrently have no off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
CURRENT TRADING MARKET FOR THE COMPANY’S SECURITIES.
Currently the Company’s stock is traded under the symbol “EXNT” on the OTC PINK. There can be no assurance that an active or regular trading market for the common stock will develop or that, if developed, will be sustained.Variousfactors, such as operating results, changes in laws, rules or regulations, general market fluctuations, changes in financial estimates by securities analysts and other factors may have a significant impact on the market of the Company securities. The market price for the securities of public companies often experience wide fluctuations that are not necessarily related to the operating performance of such public companies such as high interest rates or impact of overseas markets.
| ITEM 3. | QUANTITATIVEANDQUALITATIVEDISCLOSURES ABOUT MARKET RISK. |
Not Applicable
| ITEM 4. | CONTROL AND PROCEDURES. |
Evaluation of Disclosure Controls and Procedures. Our Chief Executive Officer and Chief Financial Officer have concluded, based on their evaluation as of the end of the period covered by this report, that our disclosure controls and procedures (as defined in Rules 13(a)-15(e) under the Securities Act of 1934, as amended) are not effective to ensure that all information required to be disclosed by us in the reports filed or submitted by us under the Securities and Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and include controls and procedures designed to ensure that information required to be disclosed by us in such reports is accumulated and communicated to the management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate and allow timely decisions regarding required disclosure.
Changes in Internal Controls. In connection with the above-referenced evaluation, no change in our internal control over financial reporting occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
| ITEM 1. | LEGAL PROCEEDINGS. |
The Company is not involved in litigation at this time. We may from time to time be a party to various legal actions in the ordinary course of business. There can be no assurance that the Company will not be a party to litigation in the future that could have an adverse effect on the Company.
There have been no material changes with regard to the risk factors previously disclosed in our most recent Annual Report on Form 10- K.
| ITEM 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS |
On June 11, 2019, the Company issued 875,000 common shares in exchange for $35,000 in cash.
On August 6, 2019 the Company issued 625,000 common shares in exchange for $25,000 in cash
| ITEM 6. | EXHIBITS AND REPORTS ON FORM 8-K. |
The following are included herein: The following are included herein:
Incorporated by reference Filed
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized on this 14th day of November 2019.
| | ENXNET, INC. |
| | (the “Registrant”) |
| | |
| | BY: | RYAN CORLEY |
| | | Ryan Corley |
| | | President, Principal Executive Officer and a member of the Board of Directors |
| | | |
| | BY: | STEPHEN HOELSCHER |
| | | Stephen Hoelscher |
| | | Principal Financial Officer and Principal Accounting Officer |
| | |
EXHIBIT INDEX
Incorporated by reference Filed
