Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Mar. 31, 2015 | 12-May-15 | |
Document and Entity Information | ||
Entity Registrant Name | Timberline Resources Corp | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Entity Central Index Key | 1288750 | |
Current Fiscal Year End Date | -21 | |
Entity Common Stock, Shares Outstanding | 12,000,084 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q2 | |
Entity Incorporation, State Country Name | Delaware |
TIMBERLINE_RESOURCES_CORPORATI
TIMBERLINE RESOURCES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (interim period unaudited) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 | ||
CURRENT ASSETS: | ||||
Cash | $1,018,804 | $2,825,320 | ||
Prepaid expenses and other current assets | 104,860 | 30,769 | ||
Joint venture receivable | 2,188 | 11,576 | ||
Current portion of prepaid drilling services | 144,315 | |||
TOTAL CURRENT ASSETS | 1,270,167 | 2,867,665 | ||
PROPERTY, MINERAL RIGHTS AND EQUIPMENT | 15,339,579 | 14,431,038 | ||
OTHER ASSETS: | ||||
Prepaid drilling services, net of current portion | 220,000 | 440,000 | ||
Investment in joint venture | 642,450 | 642,450 | ||
Restricted cash | 971,854 | 971,854 | ||
Deposits and other assets | 5,700 | 4,500 | ||
TOTAL OTHER ASSETS | 1,840,004 | 2,058,804 | ||
TOTAL ASSETS | 18,449,750 | 19,357,507 | ||
CURRENT LIABILITIES: | ||||
Accounts payable | 169,934 | 140,697 | ||
Accrued expenses | 110,000 | 57,419 | ||
Accrued director fees | 91,000 | |||
Accrued payroll, benefits and taxes | 40,600 | 35,958 | ||
TOTAL CURRENT LIABILITIES | 320,534 | 325,074 | ||
LONG-TERM LIABILITIES: | ||||
Common stock payable | 80,000 | |||
Asset retirement obligation | 135,378 | 132,115 | ||
TOTAL LONG-TERM LIABILITIES | 135,378 | 212,115 | ||
COMMITMENTS | 0 | [1] | 0 | [1] |
STOCKHOLDERS' EQUITY: | ||||
Common stock, $0.001 par value; 200,000,000 shares authorized, 12,000,084 and 9,816,751 shares issued and outstanding, respectively | 12,000 | 9,817 | ||
Additional paid-in capital | 65,046,402 | 63,573,675 | ||
Accumulated deficit | -47,064,564 | -44,763,174 | ||
TOTAL STOCKHOLDERS' EQUITY | 17,993,838 | 18,820,318 | ||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $18,449,750 | $19,357,507 | ||
[1] | Notes 5 and 11 |
Statement_of_Financial_Positio
Statement of Financial Position - Parenthetical (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
Statement of financial position | ||
Preferred Stock, Par Value | $0.01 | $0.01 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par Value | $0.00 | $0.00 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares Issued | 12,000,084 | 9,816,751 |
Common Stock, Shares Outstanding | 12,000,084 | 9,816,751 |
TIMBERLINE_RESOURCES_CORPORATI1
TIMBERLINE RESOURCES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (USD $) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
OPERATING EXPENSES: | ||||
Mineral exploration expenses | $498,373 | $88,674 | $740,693 | $252,624 |
Impairment of mineral rights | 426,000 | 426,000 | ||
Salaries and benefits | 315,761 | 319,982 | 516,208 | 521,494 |
Professional fees expense | 123,092 | 78,544 | 212,170 | 136,463 |
Insurance expense | 31,740 | 19,048 | 52,951 | 41,361 |
Gain on disposal of equipment | -16,565 | |||
Other general and administrative expenses | 211,977 | 99,339 | 348,260 | 178,553 |
TOTAL OPERATING EXPENSES | 1,606,943 | 605,587 | 2,296,282 | 1,113,930 |
LOSS FROM OPERATIONS | -1,606,943 | -605,587 | -2,296,282 | -1,113,930 |
OTHER INCOME (EXPENSE): | ||||
Foreign exchange gain/(loss) | -5,806 | -1,017 | -5,271 | -1,443 |
Interest income, net | 44 | -1,017 | 163 | -939 |
Loss on settlement of prepaid drilling services | -70,000 | -70,000 | ||
TOTAL OTHER INCOME (EXPENSE) | -5,762 | -72,034 | -5,108 | -72,382 |
LOSS BEFORE INCOME TAXES | -1,612,705 | -677,621 | -2,301,390 | -1,186,312 |
NET LOSS | ($1,612,705) | ($677,621) | ($2,301,390) | ($1,186,312) |
NET LOSS PER SHARE AVAILABLE TO COMMON STOCKHOLDERS, BASIC AND DILUTED | ($0.16) | ($0.11) | ($0.23) | ($0.19) |
WEIGHTED AVERAGE SHARES OUTSTANDING,BASIC AND DILUTED | 9,971,195 | 6,234,884 | 9,934,333 | 6,207,458 |
TIMBERLINE_RESOURCES_CORPORATI2
TIMBERLINE RESOURCES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (USD $) | 6 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | ($2,301,390) | ($1,186,312) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Depreciation and amortization | 3,959 | 7,158 |
Loss on settlement of prepaid drilling services | 70,000 | |
Stock based compensation | 194,911 | |
Gain on disposal of equipment | -16,565 | |
Accretion of asset retirement obligation | 3,263 | 3,108 |
Stock issued for mineral exploration expenses | 110,000 | |
Impairment of mineral rights | 426,000 | |
Changes in operating assets and liabilities: | ||
Prepaid drilling services, prepaid expenses and other current assets, deposits and other assets | 394 | -84,414 |
Joint venture receivable | 9,388 | 19,311 |
Accounts payable | 29,237 | -77,173 |
Accrued expenses | -38,420 | -28,098 |
Accrued payroll, benefits and taxes | 4,642 | -15,446 |
Net cash used by operating activities | -1,668,016 | -1,198,431 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property, mineral rights and equipment | -147,000 | -72,000 |
Proceeds from sale of property, mineral rights and equipment | 8,500 | 22,056 |
Settlement of prepaid drilling services | 150,000 | |
Change in restricted cash | 15,000 | |
Net cash provided (used) by investing activities | -138,500 | 115,056 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of note payable | 500,000 | |
Net cash provided by financing activities | 500,000 | |
Net decrease in cash and cash equivalents | -1,806,516 | -583,375 |
CASH AT BEGINNING OF PERIOD | 2,825,320 | 824,919 |
CASH AT END OF PERIOD | 1,018,804 | 241,544 |
NON-CASH FINANCING AND INVESTING ACTIVITIES: | ||
Common stock issued for property, mineral rights and equipment purchase | 1,200,000 | 40,000 |
Common stock issued for common stock payable | $80,000 |
Note_1_Organization_and_Descri
Note 1 - Organization and Description of Business | 6 Months Ended |
Mar. 31, 2015 | |
Notes | |
Note 1 - Organization and Description of Business: | NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS: |
Timberline Resources Corporation (“Timberline” or “the Company”, “we”, “us”, “our”) was incorporated in August of 1968 under the laws of the State of Idaho as Silver Crystal Mines, Inc., for the purpose of exploring for precious metal deposits and advancing them to production. In 2008, we reincorporated into the State of Delaware pursuant to a merger agreement approved by our shareholders. | |
In 2006, we acquired Kettle Drilling, Inc. and its Mexican subsidiary, World Wide Exploration S.A. de C.V. (“World Wide”). In 2008, Kettle Drilling, Inc. changed its name to Timberline Drilling Incorporated (“Timberline Drilling”). In November 2011, we sold Timberline Drilling and World Wide and became solely a mineral exploration enterprise. |
Note_2_Summary_of_Significant_
Note 2 - Summary of Significant Accounting Policies | 6 Months Ended | |||
Mar. 31, 2015 | ||||
Notes | ||||
Note 2 - Summary of Significant Accounting Policies: | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | |||
a. Basis of Presentation and Going Concern – The accompanying unaudited consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America for interim financial information, as well as the instructions to Form 10-Q. Accordingly, the financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of our management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation of the interim financial statements have been included. Operating results for the three and six month periods ended March 31, 2015 are not necessarily indicative of the results that may be expected for the full year ending September 30, 2015. All amounts presented are in U.S. dollars. For further information refer to the financial statements and footnotes thereto in our Annual Report on Form 10-K for the fiscal year ended September 30, 2014. | ||||
The consolidated financial statements for the three and six month periods ended March 31, 2015 were prepared on the basis that the Company is a going concern, which contemplates the realization of its assets and the settlement of its liabilities in the normal course of operations. These financial statements do not reflect adjustments that would be necessary if the going concern assumption were not appropriate. The Company’s ability to continue as a going concern is dependent upon its ability to receive cash flow from its operations or to successfully obtain additional financing. While the Company has been successful in the past in obtaining financing, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be on terms acceptable to the Company. | ||||
b. Reclassifications – Certain amounts in the prior period financial statements have been reclassified for comparative purposes to conform to current period presentation with no effect on previously reported net loss and accumulated deficit. | ||||
c. Net Loss per Share – Basic earnings per share (“EPS”) is computed as net loss divided by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from common shares issuable through stock options, warrants, and other convertible securities. | ||||
The dilutive effect of convertible and outstanding securities, in periods of future income as of March 31, 2015 and 2014, would be as follows: | ||||
2015 | 2014 | |||
Stock options | 594,189 | 277,833 | ||
Warrants | 25,000 | 25,000 | ||
Total possible dilution | 619,189 | 302,833 | ||
At March 31, 2015 and 2014, the effect of the Company’s outstanding options and common stock equivalents would have been anti-dilutive. | ||||
d. Asset retirement obligation – We account for asset retirement obligations by following the uniform methodology for accounting for estimated reclamation and abandonment costs as prescribed by authoritative accounting guidance. This guidance provides that the fair value of a liability for an asset retirement obligation (“ARO”) will be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. The ARO is capitalized as part of the carrying value of the assets to which it is associated, and depreciated over the useful life of the asset. Adjustments are made to the liability for changes resulting from passage of time and changes to either the timing or amount of the original present value estimate underlying the obligation. We have an ARO associated with our exploration program at the Lookout Mountain exploration project. | ||||
Note_3_Fair_Value_Measurements
Note 3 - Fair Value Measurements | 6 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Notes | ||||||||||
Note 3 - Fair Value Measurements: | NOTE 3 – FAIR VALUE MEASUREMENTS: | |||||||||
The table below sets forth our financial assets and liabilities that were accounted for at fair value on a recurring basis and the fair value calculation input hierarchy level that we have determined applies to each asset and liability category. | ||||||||||
March 31, 2015 | 30-Sep-14 | Input Hierarchy Level | ||||||||
Assets: | ||||||||||
Cash | $ | 1,018,804 | $ | 2,825,320 | Level 1 | |||||
Restricted cash | 971,854 | 971,854 | Level 1 | |||||||
Note_4_Acquisition_of_Wolfpack
Note 4 - Acquisition of Wolfpack Gold (Nevada) Corp. | 6 Months Ended | ||
Mar. 31, 2015 | |||
Notes | |||
Note 4 - Acquisition of Wolfpack Gold (Nevada) Corp.: | NOTE 4 - ACQUISITION OF WOLFPACK GOLD (NEVADA) CORP.: | ||
On August 15, 2014, we completed our acquisition of all of the issued and outstanding common shares of Wolfpack Gold (Nevada) Corp. (“Wolfpack Nevada”) in accordance with the terms of an Arrangement Agreement, dated May 6, 2014, by and between the Company and the parent company of Wolfpack Nevada, Wolfpack Gold Corp. (“Wolfpack”). The acquisition was approved by the stockholders of both Timberline and Wolfpack. Wolfpack Nevada was a subsidiary company of Wolfpack, a publicly held Canadian corporation engaged in the exploration of precious metals properties in Nevada. We acquired Wolfpack Nevada in order to further the exploration and development of mineral properties owned or leased by Wolfpack Nevada, as well as to increase our working capital. | |||
This transaction was accounted for as a business combination. We acquired all of the shares of Wolfpack Nevada in consideration for the issuance of one share of common stock of Timberline for each 0.75 common shares of Wolfpack. Pre-acquisition Timberline shareholders own approximately 64% of our issued and outstanding common stock as of the acquisition date, and former Wolfpack shareholders own approximately 36%. | |||
The purchase price of the transaction was $5,151,847, consisting entirely of the issuance of 3,577,672 shares of our common stock. Of the 3,577,672 shares of common stock issued, 706,407 shares of common stock were issued to Wolfpack in exchange for the cancellation of a $1,000,000 promissory note of Timberline held by Wolfpack, as well as $17,226 of accrued and unpaid interest on the promissory note (see Note 10). | |||
We incurred $256,223 in expenses specifically related to the acquisition, $236,866 of which is included in professional fees expense, $1,918 is included in mineral exploration expenses, and $17,439 is included in other general and administrative expenses in the consolidated statement of operations for the year ended September 30, 2014. | |||
The acquisition of Wolfpack Nevada closed at 9:00 a.m. pacific time on August 15, 2014. The closing price of the Company’s common stock on the NYSE MKT on the day prior to this date was $1.44 per share (adjusted for the reverse stock split – See Note 11). | |||
The purchase price allocation of the acquisition is summarized as follows: | |||
Purchase price: | |||
Shares issued on acquisition | $ | 5,151,847 | |
Cancellation of promissory note and accrued interest | -1,017,226 | ||
$ | 4,134,621 | ||
Net assets acquired: | |||
Cash | $ | 3,554,143 | |
Restricted cash | 348,616 | ||
Property, mineral rights, and equipment, net | 231,862 | ||
$ | 4,134,621 | ||
Note_5_Entry_Into_Property_Opt
Note 5 - Entry Into Property Option Agreement | 6 Months Ended |
Mar. 31, 2015 | |
Notes | |
Note 5 - Entry Into Property Option Agreement: | NOTE 5 – ENTRY INTO PROPERTY OPTION AGREEMENT: |
On March 12, 2015 (the “Effective Date”), we entered into a property option agreement (“Agreement”) with Gunpoint Exploration Ltd. (“Gunpoint”), which closed on March 31, 2015. Gunpoint granted us an exclusive and irrevocable option (“Option”) to purchase a 100% interest in Gunpoint’s Talapoosa project (the “Project”) in western Nevada. Pursuant to the Agreement, we have the right to exercise the Option at any time beginning on March 31, 2015 and ending within thirty (30) months of March 12, 2015, unless sooner terminated (“Option Period”). | |
As consideration for the Option, we agreed to issue two million (2,000,000) shares of common stock and pay $300,000 in cash. A $100,000 cash payment was made on March 31, 2015. The common stock was valued at fair value on the Effective Date and capitalized with the cash payment of $100,000 for a total of $1,300,000. The remaining $200,000 cash payment is due the earlier of (a) two business days following the completion of a financing for at least $2 million in gross aggregate proceeds or (b) 180 days from March 31, 2015. The common stock was issued on March 31, 2015 and is being held in escrow. The shares are irrevocable and will be released to Gunpoint as follows: 25% on September 12, 2015; 25% on March 12, 2016; 25% on September 12, 2016; and 25% on March 12, 2017. Gunpoint will receive the total of 2,000,000 shares even if the Company does not exercise the Option. | |
At any time during the Option Period, we may purchase 100% of Talapoosa by providing written notification thereof and paying to Gunpoint $10 million in cash (the “Option Payment”) within ninety (90) days of the notification date. Upon the date that Gunpoint receives the Option Payment (the “Closing Date”), we will have earned a 100% interest in the Project. | |
For a period of five (5) years following the Closing Date (“Contingent Payment Period”), should the daily price of gold (as determined by the London PM Fix) be fixed at or above $1,600, on any single day during the Contingent Payment Period (the “Initial Threshold Event”) and at any time after the Initial Threshold Event during the Contingent Payment Period the daily price of gold (as determined by the London PM Fix) averages U.S.$1,600 per ounce or greater for a period of ninety (90) consecutive trading days (the “Trigger Event”), we shall be required to pay or cause to be paid to Gunpoint an additional payment of $10 million (the “Contingent Payment”) within ninety (90) days of the date that the Trigger Event is deemed to have occurred. The Contingent Payment shall consist of $5 million in cash, and the remainder shall be paid either in cash or in shares of our common stock or a combination thereof at our sole discretion. | |
Following our exercise of the Option, effective as of the Closing Date, Gunpoint reserves a net smelter returns royalty in all minerals mined and removed from the Project, in the amount of one percent (1%). We may purchase the royalty from Gunpoint at any time for a cash payment of $3 million. |
Note_6_Investment_in_Joint_Ven
Note 6 - Investment in Joint Venture | 6 Months Ended |
Mar. 31, 2015 | |
Notes | |
Note 6 - Investment in Joint Venture: | NOTE 6 – INVESTMENT IN JOINT VENTURE: |
In July 2009, we entered into a joint venture operating agreement (the “Agreement”) with Highland Mining, LLC (“Highland”). The joint venture entity, Butte Highlands JV, LLC (“BHJV”) was created for the purpose of developing and mining the Butte Highlands Gold Project. As a result of our contribution of our 100% interest in the Butte Highlands Gold Project, carried on our balance sheet at cost, we hold a 50% interest in BHJV. Under terms of the Agreement, our interest in BHJV will be carried to production by Highland, which will fund all future project exploration and mine development costs. | |
Under the Agreement, Highland contributed property and agreed to fund all future mine development costs at Butte Highlands. Both the Company’s and Highland’s share of development costs will be paid from proceeds of future mine production. The Operating Agreement stipulates that Highland shall appoint a manager of BHJV and that Highland will manage BHJV until such time as all mine development costs, less $2 million (the deemed value of our contribution of property to BHJV), are distributed to Highland out of the proceeds from future mine production. | |
At March 31, 2015 and September 30, 2014, we have a receivable from BHJV for expenses incurred on behalf of BHJV in the amount of $2,188 and $11,576, respectively. | |
Note_7_Prepaid_Drilling_Servic
Note 7 - Prepaid Drilling Services | 6 Months Ended | ||||
Mar. 31, 2015 | |||||
Notes | |||||
Note 7 - Prepaid Drilling Services: | NOTE 7 – PREPAID DRILLING SERVICES: | ||||
During the year ended September 30, 2012, we obtained $1,100,000 in prepaid drilling services as a portion of the consideration received from the sale of Timberline Drilling. The prepayment amount represents discounts on future drilling services, or cash if we do not use the prepaid drilling services, to be provided by Timberline Drilling to us between November 2011 and November 2016. During the year ended September 30, 2014, we accepted $150,000 as settlement of the portion of the prepaid drilling services that was due to be paid to the Company in November 2014 ($220,000). During the six months ended March 31, 2015, we used $75,685 in prepaid drilling services. | |||||
The following table summarizes activity in the Company’s prepaid drilling services: | |||||
Six months ended March 31, 2015 | Year ended | ||||
30-Sep-14 | |||||
Beginning balance | $ | 440,000 | $ | 660,000 | |
Cash received in lieu of drilling services | - | -150,000 | |||
Loss on settlement of prepaid drilling services | - | -70,000 | |||
Prepaid drilling services used | -75,685 | - | |||
Less current portion | -144,315 | - | |||
Ending balance | $ | 220,000 | $ | 440,000 | |
Note_8_Impairment_of_Mineral_R
Note 8 - Impairment of Mineral Rights | 6 Months Ended |
Mar. 31, 2015 | |
Notes | |
Note 8 - Impairment of Mineral Rights: | NOTE 8 – IMPAIRMENT OF MINERAL RIGHTS: |
During the six months ended March 31, 2015, we elected to terminate the lease on the Iron Butte property, resulting in a write off of $426,000. We expect to focus our resources on advancing the Talapoosa project and therefore decided to return the Iron Butte property to the underlying owner before any further property payments were due. |
Note_9_Related_Party_Transacti
Note 9 - Related Party Transactions | 6 Months Ended |
Mar. 31, 2015 | |
Notes | |
Note 9 - Related Party Transactions: | NOTE 9 – RELATED PARTY TRANSACTIONS: |
Director fees | |
The Company has accrued nil and $91,000 in director fees as of March 31, 2015 and September 30, 2014, respectively. | |
Note_10_Note_Payable
Note 10 - Note Payable | 6 Months Ended |
Mar. 31, 2015 | |
Notes | |
Note 10 - Note Payable: | NOTE 10 – NOTE PAYABLE: |
On March 14, 2014, the Company entered into a promissory note (the “Note”) and deed of trust, security agreement, assignment of leases and rents and fixture filing to secure promissory note (the “Deed of Trust”) with Wolfpack. The Company and Wolfpack entered into the Note and the Deed of Trust in connection with a proposed business combination (the “Proposed Transaction”) that was the subject of a letter of intent between the parties dated effective March 11, 2014 and was completed on August 15, 2014 (see Note 4). | |
Pursuant to the Note, the Company agreed to repay Wolfpack the unpaid principal amount of advances made under the Note up to a maximum principal amount of $1,000,000, together with accrued interest thereon. The amount drawn on the Note bore interest at 5% during the first six months of the loan and 10% thereafter until repaid. Interest was payable in arrears on the date that the Note was prepaid, in proportion to the principal amount being prepaid, or on the date that the Note was due and payable. The Note became payable five business days after the Proposed Transaction closed. The outstanding principal amount of $1,000,000, together with accrued interest of $17,226, was paid to Wolfpack with the issuance of 706,407 shares of our common stock on August 15, 2014. | |
Note_11_Common_Stock_Warrants_
Note 11 - Common Stock, Warrants and Preferred Stock | 6 Months Ended |
Mar. 31, 2015 | |
Notes | |
Note 11 - Common Stock, Warrants and Preferred Stock: | NOTE 11 – COMMON STOCK, WARRANTS AND PREFERRED STOCK: |
One-for-twelve Reverse Stock Split | |
In September 2014, our board of directors and stockholders approved a one-for-twelve reverse stock split of the Company’s common stock. After the reverse stock split, effective October 31, 2014, each holder of record held one share of common stock for every 12 shares held immediately prior to the effective date. As a result of the reverse stock split, the number of shares underlying outstanding stock options and warrants and the related exercise prices were adjusted to reflect the change in the share price and outstanding shares on the date of the reverse stock split. The effect of fractional shares was not material. | |
Following the effective date of the reverse stock split, the par value of the common stock remained at $0.001 per share. As a result, we have reduced the common stock in the consolidated balance sheets and statement of changes in stockholders’ equity included herein on a retroactive basis for all periods presented, with a corresponding increase to additional paid-in capital. All share and per-share amounts and related disclosures have been retroactively adjusted for all periods presented to reflect the one-for-twelve reverse stock split. | |
Increase in Authorized Shares | |
During the year ended September 30, 2014, our board of directors and stockholders approved an increase in the number of authorized shares of common stock from 100,000,000 shares, par value $0.001, to 200,000,000 shares of common stock, par value $0.001. | |
Stock Issued for Mineral Rights, Property and Equipment | |
In October 2013, pursuant to an amended mineral property lease and option agreement for mineral claims, we issued 16,667 restricted common shares with a value of $40,000 based upon the closing price of our shares of common stock on the date of issuance as quoted on the NYSE MKT. | |
In January 2014, pursuant to a vendor agreement related to the provision of metallurgical testing services, we issued 53,922 restricted common shares with a value of $110,000 based upon the closing price of our shares of common stock on the date of issuance as quoted on the NYSE MKT. | |
In October 2014, pursuant to a mineral property lease and option agreement for mineral claims, we issued 83,334 restricted common shares with a value of $80,000 based upon the closing price of our shares of common stock on the date of issuance as quoted on the NYSE MKT. The value of these shares was listed as common stock payable on September 30, 2014. | |
Stock Issued for Property Option Agreement | |
On March 31, 2015, pursuant to a property option agreement (Note 5), we issued 2,000,000 restricted common shares with a value of $1,200,000 based upon the closing price of our shares of common stock as quoted on the NYSE MKT on March 12, 2015, the effective date of the property option agreement. | |
Stock Issued for Compensation | |
On January 27, 2015, we issued 100,000 restricted common shares for employee compensation. The shares were valued at $69,000 based upon the closing price of our shares of common stock on the date of issuance as quoted on the NYSE MKT. | |
Stock Issued for Repayment of Note Payable | |
On March 14, 2014, we entered into a promissory note (the “Note”) and deed of trust, security agreement, assignment of leases and rents and fixture filing to secure promissory note (the “Deed of Trust”) with Wolfpack (see Notes 4 and 8). The outstanding principal amount of $1,000,000, together with accrued interest of $17,226, was paid to Wolfpack with the issuance of 706,407 shares of our common stock on August 15, 2014. | |
Warrants | |
We issued 25,000 warrants during the year ended September 30, 2013 in connection with our public offerings. 12,500 of the warrants are exercisable on a cashless basis, at the holders’ option, for a two-year term commencing December 26, 2013. The remaining 12,500 warrants are exercisable on a cashless basis, at the holders’ option, for a two-year term commencing September 10, 2014. No warrants were issued during the six months ended March 31, 2015 or the year ended September 30, 2014, and no warrants were exercised or expired during the six months ended March 31, 2015 or the year ended September 30, 2014. | |
Preferred Stock | |
We are authorized to issue up to 10,000,000 shares of preferred stock, $0.01 par value. Our board of directors is authorized to issue the preferred stock from time to time in series, and is further authorized to establish such series, to fix and determine the variations in the relative rights and preferences as between series, to fix voting rights, if any, for each series, and to allow for the conversion of preferred stock into common stock. | |
Note_12_Stock_Options
Note 12 - Stock Options | 6 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Notes | ||||||||
Note 12 - Stock Options: | NOTE 12 – STOCK OPTIONS: | |||||||
We have established the Amended 2005 Equity Incentive Plan (as amended by our shareholders on May 28, 2010) to authorize the granting of up to 833,334 stock options to employees, directors and consultants. Upon exercise of options, shares are issued from the available authorized shares of the Company. Option awards are granted with an exercise price equal to the fair market value of our stock at the date of grant. | ||||||||
On December 17, 2014, 365,000 options were granted, with a vesting date of January 1, 2015. Total compensation cost of options is generally recognized from the grant date through the vesting date. Total compensation cost of options for employees was $55,500. These costs are classified under salaries and benefits expense. Total compensation cost of options for directors was $54,000. These costs are classified as other general and administrative expenses. The fair value of the option awards was estimated to be $109,500 on the date of grant with a Black-Scholes option-pricing model using the assumptions noted in the following table. | ||||||||
17-Dec-14 | ||||||||
Expected volatility | 100.90% | |||||||
Stock price on date of grant | $0.48 | |||||||
Expected dividends | 0 | |||||||
Expected term (in years) | 3 | |||||||
Risk-free rate | 1.06% | |||||||
Expected forfeiture rate | 0% | |||||||
On January 14, 2015, 34,189 options were granted, with a vesting date of January 14, 2015. Total compensation cost of options for employees was $16,411. These costs are classified under salaries and benefits expense. The fair value of the option awards was estimated to be $16,411 on the date of grant with a Black-Scholes option-pricing model using the assumptions noted in the following table. | ||||||||
14-Jan-15 | ||||||||
Expected volatility | 110.10% | |||||||
Stock price on date of grant | $0.74 | |||||||
Expected dividends | 0 | |||||||
Expected term (in years) | 3 | |||||||
Risk-free rate | 0.83% | |||||||
Expected forfeiture rate | 0% | |||||||
No option awards were granted during the three or six months ended March 31, 2014, and no option awards vested under the plan during those periods. | ||||||||
The following is a summary of our options issued under the Amended 2005 Equity Incentive Plan: | ||||||||
Options | Weighted Average | |||||||
Exercise Price | ||||||||
Outstanding at September 30, 2014 | 203,334 | $ | 9.09 | |||||
Granted | 399,189 | 0.5 | ||||||
Exercised | - | - | ||||||
Expired | -8,334 | 12.48 | ||||||
Outstanding at March 31, 2015 | 594,189 | $ | 3.27 | |||||
Exercisable at March 31, 2015 | 594,189 | $ | 3.27 | |||||
Weighted average fair value of options granted during the six months ended March 31, 2015 | $ | 0.32 | ||||||
Unrecognized compensation expense related to options at March 31, 2015 | $ | - | ||||||
Average remaining contractual term of options outstanding and exercisable | ||||||||
at March 31, 2015 (years) | ||||||||
Outstanding | 3.58 | |||||||
Exercisable | 3.58 | |||||||
The aggregate of options exercisable as of March 31, 2015 had an intrinsic value of $62,050 based on the closing price of $0.65 per share of our common stock on March 31, 2015. | ||||||||
Note_13_Commitments
Note 13 - Commitments | 6 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Notes | |||||||||
Note 13 - Commitments: | NOTE 13 – COMMITMENTS: | ||||||||
Real Estate Lease Commitments | |||||||||
The Company has real estate lease commitments related to its main office in Coeur d’Alene, Idaho and a facility in Eureka, Nevada. | |||||||||
Total office lease expense from continuing operations is included in the consolidated statements of operations as follows: | |||||||||
Three months ended March 31, | Six months ended March 31, | ||||||||
2015 | 2014 | 2015 | 2014 | ||||||
Mineral exploration expenses | $ | 3,900 | $ | 3,900 | $ | 7,800 | $ | 7,800 | |
Other general and administrative expenses | 10,500 | 12,000 | 21,000 | 24,000 | |||||
Total | $ | 14,400 | $ | 15,900 | $ | 28,800 | $ | 31,800 | |
Note_2_Summary_of_Significant_1
Note 2 - Summary of Significant Accounting Policies: a. Basis of Presentation (Policies) | 6 Months Ended |
Mar. 31, 2015 | |
Policies | |
a. Basis of Presentation | a. Basis of Presentation and Going Concern – The accompanying unaudited consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America for interim financial information, as well as the instructions to Form 10-Q. Accordingly, the financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of our management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation of the interim financial statements have been included. Operating results for the three and six month periods ended March 31, 2015 are not necessarily indicative of the results that may be expected for the full year ending September 30, 2015. All amounts presented are in U.S. dollars. For further information refer to the financial statements and footnotes thereto in our Annual Report on Form 10-K for the fiscal year ended September 30, 2014. |
The consolidated financial statements for the three and six month periods ended March 31, 2015 were prepared on the basis that the Company is a going concern, which contemplates the realization of its assets and the settlement of its liabilities in the normal course of operations. These financial statements do not reflect adjustments that would be necessary if the going concern assumption were not appropriate. The Company’s ability to continue as a going concern is dependent upon its ability to receive cash flow from its operations or to successfully obtain additional financing. While the Company has been successful in the past in obtaining financing, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be on terms acceptable to the Company. |
Note_2_Summary_of_Significant_2
Note 2 - Summary of Significant Accounting Policies: b. Reclassifications (Policies) | 6 Months Ended |
Mar. 31, 2015 | |
Policies | |
b. Reclassifications | b. Reclassifications – Certain amounts in the prior period financial statements have been reclassified for comparative purposes to conform to current period presentation with no effect on previously reported net loss and accumulated deficit. |
Note_2_Summary_of_Significant_3
Note 2 - Summary of Significant Accounting Policies: Earnings Per Share, Policy (Policies) | 6 Months Ended | |||
Mar. 31, 2015 | ||||
Policies | ||||
Earnings Per Share, Policy | c. Net Loss per Share – Basic earnings per share (“EPS”) is computed as net loss divided by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from common shares issuable through stock options, warrants, and other convertible securities. | |||
The dilutive effect of convertible and outstanding securities, in periods of future income as of March 31, 2015 and 2014, would be as follows: | ||||
2015 | 2014 | |||
Stock options | 594,189 | 277,833 | ||
Warrants | 25,000 | 25,000 | ||
Total possible dilution | 619,189 | 302,833 | ||
At March 31, 2015 and 2014, the effect of the Company’s outstanding options and common stock equivalents would have been anti-dilutive. |
Note_2_Summary_of_Significant_4
Note 2 - Summary of Significant Accounting Policies: d. Asset Retirement Obligation (Policies) | 6 Months Ended |
Mar. 31, 2015 | |
Policies | |
d. Asset Retirement Obligation | d. Asset retirement obligation – We account for asset retirement obligations by following the uniform methodology for accounting for estimated reclamation and abandonment costs as prescribed by authoritative accounting guidance. This guidance provides that the fair value of a liability for an asset retirement obligation (“ARO”) will be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. The ARO is capitalized as part of the carrying value of the assets to which it is associated, and depreciated over the useful life of the asset. Adjustments are made to the liability for changes resulting from passage of time and changes to either the timing or amount of the original present value estimate underlying the obligation. We have an ARO associated with our exploration program at the Lookout Mountain exploration project. |
Note_2_Summary_of_Significant_5
Note 2 - Summary of Significant Accounting Policies: Earnings Per Share, Policy: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Tables) | 6 Months Ended | |||
Mar. 31, 2015 | ||||
Tables/Schedules | ||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||
2015 | 2014 | |||
Stock options | 594,189 | 277,833 | ||
Warrants | 25,000 | 25,000 | ||
Total possible dilution | 619,189 | 302,833 |
Note_3_Fair_Value_Measurements1
Note 3 - Fair Value Measurements: Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Tables) | 6 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Tables/Schedules | ||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | ||||||||||
March 31, 2015 | 30-Sep-14 | Input Hierarchy Level | ||||||||
Assets: | ||||||||||
Cash | $ | 1,018,804 | $ | 2,825,320 | Level 1 | |||||
Restricted cash | 971,854 | 971,854 | Level 1 |
Note_4_Acquisition_of_Wolfpack1
Note 4 - Acquisition of Wolfpack Gold (Nevada) Corp.: Schedule of Business Acquisitions, by Acquisition (Tables) | 6 Months Ended | ||
Mar. 31, 2015 | |||
Tables/Schedules | |||
Schedule of Business Acquisitions, by Acquisition | |||
Purchase price: | |||
Shares issued on acquisition | $ | 5,151,847 | |
Cancellation of promissory note and accrued interest | -1,017,226 | ||
$ | 4,134,621 | ||
Net assets acquired: | |||
Cash | $ | 3,554,143 | |
Restricted cash | 348,616 | ||
Property, mineral rights, and equipment, net | 231,862 | ||
$ | 4,134,621 |
Note_7_Prepaid_Drilling_Servic1
Note 7 - Prepaid Drilling Services: Schedule of Other Assets (Tables) | 6 Months Ended | ||||
Mar. 31, 2015 | |||||
Tables/Schedules | |||||
Schedule of Other Assets | |||||
Six months ended March 31, 2015 | Year ended | ||||
30-Sep-14 | |||||
Beginning balance | $ | 440,000 | $ | 660,000 | |
Cash received in lieu of drilling services | - | -150,000 | |||
Loss on settlement of prepaid drilling services | - | -70,000 | |||
Prepaid drilling services used | -75,685 | - | |||
Less current portion | -144,315 | - | |||
Ending balance | $ | 220,000 | $ | 440,000 |
Note_12_Stock_Options_Compensa
Note 12 - Stock Options: Compensation and Employee Benefit Plans (Tables) | 6 Months Ended |
Mar. 31, 2015 | |
Tables/Schedules | |
Compensation and Employee Benefit Plans | We have established the Amended 2005 Equity Incentive Plan (as amended by our shareholders on May 28, 2010) to authorize the granting of up to 833,334 stock options to employees, directors and consultants. Upon exercise of options, shares are issued from the available authorized shares of the Company. Option awards are granted with an exercise price equal to the fair market value of our stock at the date of grant. |
Note_12_Stock_Options_Schedule
Note 12 - Stock Options: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | Dec. 31, 2014 | ||||||||
Tables/Schedules | |||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | |||||||||
14-Jan-15 | |||||||||
Expected volatility | 110.10% | 17-Dec-14 | |||||||
Stock price on date of grant | $0.74 | Expected volatility | 100.90% | ||||||
Expected dividends | 0 | Stock price on date of grant | $0.48 | ||||||
Expected term (in years) | 3 | Expected dividends | 0 | ||||||
Risk-free rate | 0.83% | Expected term (in years) | 3 | ||||||
Expected forfeiture rate | 0% | Risk-free rate | 1.06% | ||||||
Expected forfeiture rate | 0% | ||||||||
Note_12_Stock_Options_Schedule1
Note 12 - Stock Options: Schedule of Share-based Compensation, Stock Options, Activity (Tables) | 6 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Tables/Schedules | ||||||||
Schedule of Share-based Compensation, Stock Options, Activity | ||||||||
Options | Weighted Average | |||||||
Exercise Price | ||||||||
Outstanding at September 30, 2014 | 203,334 | $ | 9.09 | |||||
Granted | 399,189 | 0.5 | ||||||
Exercised | - | - | ||||||
Expired | -8,334 | 12.48 | ||||||
Outstanding at March 31, 2015 | 594,189 | $ | 3.27 | |||||
Exercisable at March 31, 2015 | 594,189 | $ | 3.27 | |||||
Weighted average fair value of options granted during the six months ended March 31, 2015 | $ | 0.32 | ||||||
Unrecognized compensation expense related to options at March 31, 2015 | $ | - | ||||||
Average remaining contractual term of options outstanding and exercisable | ||||||||
at March 31, 2015 (years) | ||||||||
Outstanding | 3.58 | |||||||
Exercisable | 3.58 | |||||||
Note_13_Commitments_Schedule_o
Note 13 - Commitments: Schedule of Rent Expense (Tables) | 6 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Tables/Schedules | |||||||||
Schedule of Rent Expense | |||||||||
Three months ended March 31, | Six months ended March 31, | ||||||||
2015 | 2014 | 2015 | 2014 | ||||||
Mineral exploration expenses | $ | 3,900 | $ | 3,900 | $ | 7,800 | $ | 7,800 | |
Other general and administrative expenses | 10,500 | 12,000 | 21,000 | 24,000 | |||||
Total | $ | 14,400 | $ | 15,900 | $ | 28,800 | $ | 31,800 |
Note_1_Organization_and_Descri1
Note 1 - Organization and Description of Business (Details) | 6 Months Ended |
Mar. 31, 2015 | |
Details | |
Entity Incorporation, State Country Name | Delaware |
Note_2_Summary_of_Significant_6
Note 2 - Summary of Significant Accounting Policies: a. Basis of Presentation (Details) | 6 Months Ended |
Mar. 31, 2015 | |
Details | |
Going Concern Note | The consolidated financial statements for the three and six month periods ended March 31, 2015 were prepared on the basis that the Company is a going concern, which contemplates the realization of its assets and the settlement of its liabilities in the normal course of operations. These financial statements do not reflect adjustments that would be necessary if the going concern assumption were not appropriate. The Company’s ability to continue as a going concern is dependent upon its ability to receive cash flow from its operations or to successfully obtain additional financing. While the Company has been successful in the past in obtaining financing, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be on terms acceptable to the Company. |
Note_2_Summary_of_Significant_7
Note 2 - Summary of Significant Accounting Policies: Earnings Per Share, Policy: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) | 6 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Details | ||
Stock options | 594,189 | 277,833 |
Warrants | 25,000 | 25,000 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 619,189 | 302,833 |
Note_3_Fair_Value_Measurements2
Note 3 - Fair Value Measurements: Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
Details | ||
Cash and Cash Equivalents, Fair Value Disclosure | $1,018,804 | $2,825,320 |
Restricted Cash and Cash Equivalents, Current | $971,854 | $971,854 |
Note_4_Acquisition_of_Wolfpack2
Note 4 - Acquisition of Wolfpack Gold (Nevada) Corp. (Details) (USD $) | 3 Months Ended | |||
Mar. 31, 2015 | Sep. 30, 2014 | Aug. 15, 2014 | Jun. 30, 2014 | |
Details | ||||
Business Combination, Consideration Transferred, Other | $5,151,847 | |||
Stock Issued During Period, Shares, Acquisitions | 2,000,000 | 3,577,672 | ||
Stock issued during period stock acquisitions detail 1 | 706,407 | |||
Notes Payable | 1,000,000 | |||
Interest Paid | 17,226 | |||
Business Combination, Acquisition Related Costs | 256,223 | |||
Professional fees, business combination detail | 236,866 | |||
Mineral Exploration Expense, business combination detail | 1,918 | |||
General and Administrative Expense, business combination detail | $17,439 | |||
Business Acquisition, Share Price | $1.44 |
Note_4_Acquisition_of_Wolfpack3
Note 4 - Acquisition of Wolfpack Gold (Nevada) Corp.: Schedule of Business Acquisitions, by Acquisition (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Sep. 30, 2014 | |
Details | ||
Business Combination, Consideration Transferred, Other | $5,151,847 | |
Stock Issued During Period, Value, Acquisitions | 1,200,000 | 4,134,621 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 3,554,143 | |
Business combination recognized identifiable assets acquired and liabilities assumed, restricted cash | 348,616 | |
Business combination recognized identifiable assets acquired and liabilities assumed, property, mineral rights and equipment, net | 231,862 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | $4,134,621 |
Note_5_Entry_Into_Property_Opt1
Note 5 - Entry Into Property Option Agreement (Details) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Details | |
Land Purchase Options, Description | On March 12, 2015 (the “Effective Date”), we entered into a property option agreement (“Agreement”) with Gunpoint Exploration Ltd. (“Gunpoint”), which closed on March 31, 2015. Gunpoint granted us an exclusive and irrevocable option (“Option”) to purchase a 100% interest in Gunpoint’s Talapoosa project (the “Project”) in western Nevada. Pursuant to the Agreement, we have the right to exercise the Option at any time beginning on March 31, 2015 and ending within thirty (30) months of March 12, 2015, unless sooner terminated (“Option Period”). |
Cash payment for property option agreement | $100,000 |
Payments to Acquire Mineral Rights | $1,300,000 |
Note_6_Investment_in_Joint_Ven1
Note 6 - Investment in Joint Venture (Details) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
Details | ||
Due from Affiliate, Current | $2,188 | $11,576 |
Note_7_Prepaid_Drilling_Servic2
Note 7 - Prepaid Drilling Services (Details) (USD $) | 6 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Sep. 30, 2014 | Sep. 30, 2012 | |
Details | |||
Prepaid drilling services acquired | $1,100,000 | ||
Cash received in lieu of drilling services | 150,000 | ||
Prepaid Expense, Noncurrent | 220,000 | ||
Increase (Decrease) in Prepaid Expenses, Other | ($75,685) |
Note_7_Prepaid_Drilling_Servic3
Note 7 - Prepaid Drilling Services: Schedule of Other Assets (Details) (USD $) | 6 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Sep. 30, 2014 | |
Details | ||
Beginning balance, Prepaid drilling services | 440,000 | 660,000 |
Cash received in lieu of drilling services | ($150,000) | |
Other Nonoperating Gains (Losses) | -70,000 | |
Increase (Decrease) in Prepaid Expenses, Other | -75,685 | |
Current portion of prepaid drilling services | -144,315 | |
Prepaid Expense, Noncurrent, Total | $220,000 |
Note_8_Impairment_of_Mineral_R1
Note 8 - Impairment of Mineral Rights (Details) (USD $) | 3 Months Ended | 6 Months Ended |
Mar. 31, 2015 | Mar. 31, 2015 | |
Details | ||
Impairment of mineral rights | $426,000 | $426,000 |
Note_9_Related_Party_Transacti1
Note 9 - Related Party Transactions (Details) (USD $) | 6 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Sep. 30, 2014 | |
Details | ||
Noninterest Expense Directors Fees | $0 | $91,000 |
Note_10_Note_Payable_Details
Note 10 - Note Payable (Details) (USD $) | 3 Months Ended | |
Sep. 30, 2014 | Jun. 30, 2014 | |
Details | ||
Notes Payable | $1,000,000 | |
Interest Paid | $17,226 | |
Stock issued during period stock acquisitions detail 1 | 706,407 |
Note_11_Common_Stock_Warrants_1
Note 11 - Common Stock, Warrants and Preferred Stock (Details) (USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 24 Months Ended | |||||
Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Mar. 31, 2015 | Sep. 30, 2014 | Sep. 10, 2016 | Dec. 26, 2015 | Jun. 30, 2014 | Sep. 30, 2013 | |
Details | |||||||||
Stockholders' Equity, Reverse Stock Split | One-for-twelve Reverse Stock Split In September 2014, our board of directors and stockholders approved a one-for-twelve reverse stock split of the Company’s common stock. After the reverse stock split, effective October 31, 2014, each holder of record held one share of common stock for every 12 shares held immediately prior to the effective date. As a result of the reverse stock split, the number of shares underlying outstanding stock options and warrants and the related exercise prices were adjusted to reflect the change in the share price and outstanding shares on the date of the reverse stock split. The effect of fractional shares was not material. Following the effective date of the reverse stock split, the par value of the common stock remained at $0.001 per share. As a result, we have reduced the common stock in the consolidated balance sheets and statement of changes in stockholders’ equity included herein on a retroactive basis for all periods presented, with a corresponding increase to additional paid-in capital. All share and per-share amounts and related disclosures have been retroactively adjusted for all periods presented to reflect the one-for-twelve reverse stock split. | ||||||||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 100,000,000 | ||||
Common Stock, Par Value | $0.00 | $0.00 | $0.00 | $0.00 | $0.00 | ||||
Common stock issued, mineral claims | 83,334 | 16,667 | |||||||
Common stock issued value, mineral claims | $80,000 | $40,000 | |||||||
Common stock issued, vendor | 53,922 | ||||||||
Common stock issued value, vendor | 110,000 | ||||||||
Stock Issued During Period, Shares, Acquisitions | 2,000,000 | 3,577,672 | |||||||
Stock Issued During Period, Value, Acquisitions | 1,200,000 | 4,134,621 | |||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 100,000 | ||||||||
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures | 69,000 | ||||||||
Notes Payable | 1,000,000 | ||||||||
Interest Paid | $17,226 | ||||||||
Stock issued during period stock acquisitions detail 1 | 706,407 | ||||||||
Class of Warrant or Right, Outstanding | 25,000 | ||||||||
Common Stock Public Offering, warrants issued | 12,500 | 12,500 | |||||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | |||||
Preferred Stock, Par Value | $0.01 | $0.01 | $0.01 | $0.01 |
Note_12_Stock_Options_Details
Note 12 - Stock Options (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Jan. 14, 2015 | |
Details | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 365,000 | 34,189 | ||
Stock or Unit Option Plan Expense | $16,411 | $55,500 | ||
Stock option plan expense, directors | 54,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | 109,500 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | 16,411 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $62,050 | $62,050 | ||
Share Price | $0.65 | $0.65 |
Note_12_Stock_Options_Schedule2
Note 12 - Stock Options: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Details | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum | 110.10% | 100.90% |
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent | 0.74% | 0.48% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Payments | $0 | $0 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 3 years | 3 years |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 0.83% | 1.06% |
Sharebased Compensation Arrangement By Sharebased Payment Award FairValue Assumptions Expected Forfeiture Rate | 0.00% | 0.00% |
Note_12_Stock_Options_Schedule3
Note 12 - Stock Options: Schedule of Share-based Compensation, Stock Options, Activity (Details) (USD $) | 6 Months Ended | |
Mar. 31, 2015 | Sep. 30, 2014 | |
Details | ||
Outstanding | 594,189 | 203,334 |
Weighted Average Exercise Price, Exercisable | $3.27 | $9.09 |
Granted | 399,189 | |
Weighted Average Exercise Price, Granted | $0.50 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | -8,334 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price | $12.48 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $3.27 | |
Exercisable | 594,189 | |
Weighted average fair value of options granted | $0.32 | |
Average remaining contractual term of options outstanding | 3.58 | |
Average remaining contractual term of options exercisable | 3.58 |
Note_13_Commitments_Schedule_o1
Note 13 - Commitments: Schedule of Rent Expense (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Details | ||||
Results of Operations Exploration Expense Mining | $3,900 | $3,900 | $7,800 | $7,800 |
Other General and Administrative Expense | 10,500 | 12,000 | 21,000 | 24,000 |
Operating Leases, Rent Expense | $14,400 | $15,900 | $28,800 | $31,800 |