Document And Entity Information
Document And Entity Information | 3 Months Ended |
May 31, 2021shares | |
Document Information [Line Items] | |
Entity Central Index Key | 0001295961 |
Entity Registrant Name | QUANTUM ENERGY INC. |
Amendment Flag | true |
Current Fiscal Year End Date | --02-28 |
Document Fiscal Period Focus | Q1 |
Document Fiscal Year Focus | 2022 |
Document Type | 10-Q/A |
Document Quarterly Report | true |
Document Period End Date | May 31, 2021 |
Document Transition Report | false |
Entity File Number | 333-225892 |
Entity Incorporation, State or Country Code | NV |
Entity Tax Identification Number | 98-0428608 |
Entity Address, Address Line One | 3825 Rockbottom |
Entity Address, City or Town | North Las Vegas |
Entity Address, State or Province | NV |
Entity Address, Postal Zip Code | 89030 |
City Area Code | 702 |
Local Phone Number | 323-6455 |
Title of 12(b) Security | Common stock, $0.001 Par Value |
Trading Symbol | QEGY |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 48,491,485 |
Amendment Description | This Amendment is being filed to restate the financial statements (See Footnote 12 to the financial statements) and to correct certain outdated information. |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | May 31, 2021 | Feb. 28, 2021 | May 31, 2020 | Feb. 29, 2020 |
Current Assets | ||||
Cash | $ 1,353,848 | $ 1,969,508 | ||
Work in Progress | 63,000 | 0 | ||
Total Current Assets | 1,416,848 | 1,969,508 | ||
Deposits - Related Party | 3,630,000 | 1,200,000 | ||
Total Assets | 5,046,848 | 3,169,508 | ||
Current Liabilities | ||||
Accounts Payable and Accrued Expenses | 210,740 | 220,140 | ||
Accounts Payable and Accrued Expenses - Related Parties | 306,669 | 305,170 | ||
Common Stock Payable - for Contracts/Agreements | 1,400,000 | 1,500,000 | ||
Common Stock Payable - Deposits Received on Subscription Agreements | 11,179,973 | 9,128,104 | ||
Convertible Note Payable | 0 | 67,500 | ||
Derivative Liability | 0 | 116,399 | ||
Promissory Notes Payable | 76,305 | 76,305 | ||
Promissory notes payable, related party | 106,015 | 106,015 | ||
Total Current Liabilities | 13,279,702 | 11,519,633 | ||
Total Liabilities | 13,279,702 | 11,519,633 | ||
Stockholders' Deficit | ||||
Common Stock - $0.001 Par; 495,000,000 Shares Authorized, 48,491,485 Issued and Outstanding, Respectively | 48,491 | 48,491 | ||
Additional Paid-In-Capital | 11,449,681 | 11,449,681 | ||
Accumulated Deficit | (19,731,026) | (19,848,297) | ||
Total Stockholders' Deficit | (8,232,854) | (8,350,125) | $ (899,621) | $ (912,683) |
Total Liabilities and Stockholders' Deficit | $ 5,046,848 | $ 3,169,508 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | May 31, 2021 | Feb. 28, 2021 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 495,000,000 | 495,000,000 |
Common stock, shares issued (in shares) | 48,491,485 | 48,491,485 |
Common stock, shares outstanding (in shares) | 48,491,485 | 48,491,485 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ / shares in Thousands | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Operating Expenses | ||
General and Administrative | $ 335,139 | $ 0 |
Professional Fees | 333,090 | 0 |
Total Operating Expenses | 668,229 | 0 |
Loss Before Other Income and (Expense) | (668,229) | 0 |
Other Income and (Expense) | ||
Gain on Debt Settlement | 140,395 | 0 |
Gain on Derivative | 0 | 20,441 |
Unrealized Gain on Common Stock Payable | 648,473 | 0 |
Interest Expense | (3,368) | (7,379) |
Total Other Income and (Expense) | 785,500 | 13,062 |
Income Before Income Tax Expense | 117,271 | 13,062 |
Income Tax Expense | 0 | 0 |
Net Income for the Period | $ 117,271 | $ 13,062 |
Weighted Average Number of Common Shares - Basic and Diluted (in shares) | 48,491,485 | 48,491,485 |
Net Income for the Period Per Common Shares - Basic and Diluted (in dollars per share) | $ 0 | $ 0 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
May 31, 2021 | May 31, 2020 | |
Cash Flows from Operating Activities | ||
Net Income for the Period | $ 117,271 | $ 13,062 |
Non-Cash Adjustments: | ||
Gain on Derivative | 0 | (20,441) |
Gain on Debt Settlement | (140,395) | 0 |
Unrealized Gain on Common Stock Payable | (648,473) | 0 |
Changes in Assets and Liabilities: | ||
Accounts Payable and Accrued Expenses | 14,596 | 7,379 |
Accounts Payable and Accrued Expenses - Related Parties | 1,499 | 0 |
Work in Progress | (63,000) | 0 |
Net Cash Flows Used In Operating Activities | (718,502) | 0 |
Cash Flows from Investing Activities | ||
Deposits Paid - Related Party | (2,430,000) | 0 |
Net Cash Flows Used In Investing Activities | (2,430,000) | 0 |
Cash Flows from Financing Activities | ||
Proceeds from Stock Subscription | 2,600,342 | 0 |
Repayment of Convertible Note Payable | (67,500) | 0 |
Net Cash Flows Provided By Financing Activities | 2,532,842 | 0 |
Net Change in Cash | (615,660) | 0 |
Cash - Beginning of Period | 1,969,508 | 47 |
Cash - End of Period | 1,353,848 | 47 |
Cash Paid During the Period for: | ||
Interest | 2,500 | 0 |
Income Taxes | $ 0 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Feb. 29, 2020 | 48,491,485 | |||
Balance at Feb. 29, 2020 | $ 48,491 | $ 11,449,681 | $ (12,410,855) | $ (912,683) |
Net Income (Loss) for the Period | 0 | 0 | 13,062 | 13,062 |
Net Income (Loss) for the Period | $ 0 | 0 | 13,062 | 13,062 |
Balance (in shares) at May. 31, 2020 | 48,491,485 | |||
Balance at May. 31, 2020 | $ 48,491 | 11,449,681 | (12,397,793) | (899,621) |
Balance (in shares) at Feb. 28, 2021 | 48,491,485 | |||
Balance at Feb. 28, 2021 | $ 48,491 | 11,449,681 | (19,848,297) | (8,350,125) |
Net Income (Loss) for the Period | 0 | 0 | 117,271 | 117,271 |
Net Income (Loss) for the Period | $ 0 | 0 | 117,271 | 117,271 |
Balance (in shares) at May. 31, 2021 | 48,491,485 | |||
Balance at May. 31, 2021 | $ 48,491 | $ 11,449,681 | $ (19,731,026) | $ (8,232,854) |
Note 1 - Nature of Operations
Note 1 - Nature of Operations | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Nature of Operations [Text Block] | NOTE 1 QUANTUM ENERGY INC. (“the Company”) was incorporated under the name “Boomers Cultural Development Inc.” under the laws of the State of Nevada on February 5, 2004. May 18, 2006, The Company is a development stage diversified holding company with an emphasis in land holdings, refinery and fuel distribution. The Company is domiciled in the Unites States of America and trades on the OTC market under the symbol QEGY. |
Note 2 - Significant Accounting
Note 2 - Significant Accounting Policies | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | NOTE 2 Basis of Presentation The accompanying condensed consolidated balance sheet has been derived from the February 28, 2021 May 31, 2021 2020, 10 8 X. not 10 February 28, 2021 ( “2020 three May 31, 2021, not February 28, 2022. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries FTPM Resources Ltd. and Dominion Energy Processing Group, Inc. after elimination of the intercompany accounts and transactions. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Risks and uncertainties The Company’s operations are subject to significant risks and uncertainties, including financial, operational, technological and other risks associated with operating an emerging business, including the potential risk of business failure. Cash and cash equivalents The Company considers all highly liquid investments with original maturities of three Fair value of financial instruments The Company's financial instruments include cash and cash equivalents, promissory notes payable, and promissory notes payable - related parties. All instruments are accounted for on a cost basis, which, due to the short maturity of these financial instruments, approximates fair value at May 31, 2021 February 28, 2021, When required to measure assets or liabilities at fair value, the Company uses a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used. The Company determines the level within the fair value hierarchy in which the fair value measurements in their entirety fall. The categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 2 3 At May 31, 2021 February 28, 2021, Long-Lived Assets The Company reviews long-lived assets which include a deposit on land purchase for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not may Stock-based Compensation The Company estimates the fair value of options to purchase common stock using the Black-Scholes model, which requires the input of some subjective assumptions. These assumptions include estimating the length of time stock options will be held before they are exercised (“expected life”), the estimated volatility of the Company’s common stock price over the expected term (“volatility”), forfeiture rate, the risk-free interest rate and the dividend yield. Changes in the subjective assumptions can materially affect the estimate of fair value of stock-based compensation. Options granted have a ten Related Parties In accordance with ASC 850 one may one one Reclassifications In the prior accompanying unaudited financial statements Investments – IEC have been reclassified to Deposits – Related Party. These reclassifications had no 5. New Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and is evaluating any that may not not |
Note 3 - Going Concern
Note 3 - Going Concern | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Substantial Doubt about Going Concern [Text Block] | NOTE 3 GOING CONCERN These consolidated financial statements have been prepared in accordance with U.S. GAAP to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for the next twelve As shown in the accompanying financial statements, the Company has incurred operating losses since inception. As of May 31, 2021 February 28, 2021, May 31, 2021 February 28, 2021. no |
Note 4 - Earnings Per Share
Note 4 - Earnings Per Share | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | NOTE 4 EARNINGS PER SHARE Basic Earnings Per Share (“EPS”) is computed as net income (loss) available to common stockholders 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 and warrants. The dilutive effect of outstanding securities as of May 31, 2021 February 28, 2021, May 31, 2021 February 28, 2021 Warrants 2,425,000 2,925,000 TOTAL POSSIBLE DILUTION 2,425,000 2,925,000 At May 31, 2021 February 28, 2021, |
Note 5 - Other Assets
Note 5 - Other Assets | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Other Assets Disclosure [Text Block] | NOTE 5 OTHER ASSETS Peconic Note Receivable On April 17, 2019, May 31, 2019, $30,000 May 31, 2019. Deposit on land purchase On December 5, 2016, The purchase contract originally expired on December 15, 2017; July 10, 2018 On June 8, 2018, December 31, 2018 no December 31, 2018. On June 3, 2019, October 31, 2019 no May 31, 2019, 13 Work in Progress Work in progress consists of partially manufactured and raw rare earth metal products used in production in the amount of $63,000 at May 31, 2021. Deposits – Related Party Deposits – Related Party consist of deposits made to a related party that share board members of the Company. A letter of intent signed on October 12, 2021 eighteen December 15, 2022. not May 31, 2021. |
Note 6 - Promissory and Convert
Note 6 - Promissory and Convertible Notes Payable | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 6 PROMISSORY and CONVERTIBLE NOTES PAYABLE The Company’s outstanding notes payable are summarized as follows: May 31, 2021 February 28 2021 0% unsecured note payable - December 2013, due on demand $ 2,000 $ 2,000 0% unsecured note payable - November 2015, due on demand 980 980 8% unsecured note payable - October 2018, due on demand 5,000 5,000 6% unsecured note payable – April 2019, due on demand 3,325 3,325 8% unsecured notes payable - October 2019, due on demand 65,000 65,000 Total Notes Payable $ 76,305 $ 76,305 Interest expense for the three May 31, 2021 2020 Convertible note payable consists of one May 31, 2021 February 28, 2021, April 2019 April 2020. 150% October 7, 2020. On June 18, 2019, 1934 April 2021 three May 31, 2021 not |
Note 7 - Promissory Notes Payab
Note 7 - Promissory Notes Payable, Related Party and Other Related Party Transactions | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | NOTE 7 PROMISSORY NOTES PAYABLE, RELATED PARTY AND OTHER RELATED PARTY TRANSACTIONS The Company’s outstanding notes payable, related party are summarized as follows: May 31, 2021 February 28, 2021 0% unsecured note payable - October 2015, due on demand $ 2,300 $ 2,300 0% unsecured note payable – November 2015, due on demand 2,000 2,000 8% unsecured note payable - October 2018, due on demand 60,000 60,000 6% unsecured note payable – April 2019, due on demand 15,825 15,825 6% unsecured note payable – April 2019, due on demand 15,890 15,890 8% unsecured note payable - October 2019, due on demand 10,000 10,000 TOTAL $ 106,015 $ 106,015 Interest expense for the three May 31, 2021 2020 1,455 Starting January 1, 2019, February 28, 2019, February 28, 2019. February 28, 2019, no December 31, 2018. no 10 ten 2019. May 31. 2021 February 28, 2021 Certain officers, directors and other related parties of the Company have paid various expenses on behalf of the Company. Balances due to the officers, directors and a related company for reimbursement of these expenses were $198,801 and $197,302 at May 31, 2021and February 28, 2021, |
Note 8 - Common Stock Payable
Note 8 - Common Stock Payable | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Common Stock Payable - Contracts/Agreements and Deposits Received on Subscription Agreements [Text Block] | NOTE 8 COMMON STOCK PAYABLE Common Stock Payable – for Contracts/Agreements Common stock payable for contracts/agreements consist of 1 million shares owed to Raul Factor per the joint venture agreement (Note 11 May 31, 2021, three May 31, 2021 2020, Common Stock Payable – Deposits Received on Subscriptions Agreements Common stock payable for deposits received on stock subscription agreements consist of 15,971,391 shares owed to various investors who have paid for these shares. At May 31, 2021, three May 31, 2021 2020, |
Note 9 - Common Stock
Note 9 - Common Stock | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 9 COMMON STOCK Common stock The Company is authorized to issue 495,000,000 shares of its common stock with a par value of $0.001 per share. All shares of common stock are equal to each other with respect to voting, liquidation, dividend, and other rights. Owners of shares are entitled to one vote for each share owned at any Shareholders’ meeting. Preferred stock The Company is authorized to issue 5,000,000 shares of its preferred stock with a no no |
Note 10 - Warrants
Note 10 - Warrants | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Warrants and Rights [Text Block] | NOTE 10 WARRANTS The following is a summary of the Company’s warrants issued and outstanding: May 31, 2021 February 28, 2021 Warrants Price (a) Warrants Price (a) Beginning balance 2,925,000 $ .25 3,925,000 $ .25 Issued –– –– –– –– Exercised –– –– –– –– Expired (500,000 ) –– (1,000,000 ) –– Ending balance 2,425,000 $ 0.25 2,925,000 $ .25 (a) Weighted average exercise price per shares The following table summarizes additional information about the warrants granted by the Company as of May 31, 2021 February 28, 2021: Date of Grant Warrants Warrants Price Remaining term July 10, 2017 500,000 500,000 .25 0.58 March 20, 2019 1,250,000 1,250,000 .25 0.80 April 17, 2019 675,000 675,000 .25 0.88 Total warrants 2,425,000 2,425,000 $ .25 .77 (a) Weighted average exercise price per shares |
Note 11 - Other Matters - Joint
Note 11 - Other Matters - Joint Venture | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Other Matters [Text Block] | NOTE 11 OTHER MATTERS- Joint Venture Easy Energy Systems Inc. Memorandums of Understanding On April 2, 2019, 1” 1, April 30, 2019, 1M, 2M, 5M On April 16, 2016 2” 2, 9.3 2, February 29, 2020. As of May 31, 2021, no Private Placement – Raul Factor In furtherance of the June 28, 2019, July 8, 2019, 1 1 July 8, 2019, 1 February 29, 2020, not In connection with and as part of the foregoing joint venture transactions with JV- 1 July 11, 2019, $150,000, 6 Pursuant to this June 28, 2019, 90 not October 29, 2019, June 28, 2019 not Pursuant to these two $150,000 6 $200,000 $200,000 May 31, 2021 May 31, 2021. Also, as part of the transactions contemplated by these agreements: (i) the stock purchase warrant issued on November 20, 2016, No. 002” May 19, 2021 June 9, 2017, March 15, 2018, No. 003” December 9, 2021, December 9, 2021, December 20, 2020; ( December 20, 2020. ( 10 The sale of the Units and the warrants to Kevin Holinaty and Haaye de Jong, the principals of Raul Factor, who have represented that they are “accredited investors” and non-U.S. citizens and in offshore transactions, was made in reliance on Rule 506 |
Note 12 - Restatement of Financ
Note 12 - Restatement of Financial Statements | 3 Months Ended |
May 31, 2021 | |
Notes to Financial Statements | |
Error Correction [Text Block] | NOTE 12 RESTATEMENT OF FINANCIAL STATEMENTS The Company restated its previously issued financial statements as of May 31, 2021 The following tables summarize the effect of the restatement on the specific items presented in our previously reported financial statements: QUANTUM ENERGY, INC. CONSOLIDATED BALANCE SHEET May 31, May 31, 2021 2021 (As Filed) Adjustments (As Restated) ASSETS Current Assets Cash $ 1,353,848 $ — $ 1,353,848 Work in Progress — 63,000 63,000 Total Current Assets 1,353,848 63,000 1,416,848 Investment - IEC 3,630,000 (3,630,000) — Deposits - Related Party — 3,630,000 3,630,000 Total Assets $ 4,983,848 $ 63,000 $ 5,046,848 LIABILITIES AND STOCKHOLDERS' DEFICIT Current Liabilities Accounts Payable and Accrued Expenses $ 210,740 $ — $ 210,740 Accounts Payable and Accrued Expenses - Related Parties 677,311 (370,642 ) 306,669 Common Stock Payable 6,180,170 (6,180,170 ) — Common Stock Payable - for Contracts/Agreements — 1,400,000 1,400,000 Common Stock Payable - Deposits Received on Subscription Agreements — 11,179,973 11,179,973 Convertible Note Payable — — — Derivative Liability — — — Promissory Notes Payable 76,305 — 76,305 Promissory Notes Payable - Related Parties 106,015 — 106,015 Total Current Liabilities 7,250,541 6,029,161 13,279,702 Total Liabilities 7,250,541 6,029,161 13,279,702 Stockholders' Deficit Common Stock - $ 0.001 495,000,000 48,491,485 48,491 — 48,491 Additional Paid-In-Capital 11,449,681 — 11,449,681 Accumulated Deficit (13,764,865 ) (5,966,161 ) (19,731,026 ) Total Stockholders' Deficit (2,266,693 ) (5,966,161 ) (8,232,854 ) Total Liabilities and Stockholders' Deficit $ 4,983,848 $ 63,000 $ 5,046,848 QUANTUM ENERGY, INC. CONSOLIDATED STATEMENT OF OPERATIONS For the Three Months Ended May 31, May 31, 2021 2021 (As Filed) Adjustments (Restated) Operating Expenses Management Fees and Consulting 56,250 (56,250 ) — General and Administrative 335,667 (528 ) 335,139 Professional Fees 881,721 (548,631 ) 333,090 Total Operating Expenses 1,273,638 (605,409 ) 668,229 Income (Loss) Before Other Income and (Expense) (1,273,638 ) 605,409 (668,229 ) Other Income and (Expense) Gain on Debt Settlement 140,395 — 140,395 Gain on Derivative — — — Unrealized Gain on Common Stock Payable — 648,473 648,473 Interest Expense (3,368 ) — (3,368 ) Total Other Income and (Expense) 137,027 648,473 785,500 Income (Loss) from Operations Before Loss on Liability Settlement (1,136,611 ) 1,253,882 117,271 Other Expenses Loss on Liability Settlement — — Income (Loss) Before Income Tax Expense (1,136,611 ) 1,253,882 117,271 Income Tax Expense — — — Net Income (Loss) for the Period $ (1,136,611 ) $ 1,253,882 $ 117,271 Weighted Average Number of Common Shares - Basic and Diluted 48,491,485 48,491,485 Net Loss for the Period Per Common Shares - Basic and Diluted $ (0.02 ) $ 0.00 QUANTUM ENERGY, INC. CONSOLIDATED STATEMENT OF CASH FLOWS May 31, May 31, For the Three Months Ended 2021 2021 (As Filed) Adjustments (Restated) Cash Flows from Operating Activities Net Income (Loss) for the Period $ (1,136,611 ) $ 1,253,882 $ 117,271 Non-Cash Adjustments: Gain on Derivative — — — Gain on Debt Settlement (140,395 ) — (140,395 ) Unrealized Gain on Common Stock Payable — (648,473 ) (648,473 ) Changes in Assets and Liabilities: Accounts Payable and Accrued Expenses 14,596 — 14,596 Accounts Payable and Accrued Expenses - Related Parties 333,541 (332,042 ) 1,499 Work in Progress — (63,000 ) (63,000 ) Net Cash Flows Used In Operating Activities (928,869 ) 210,367 (718,502 ) Cash Flows from Investing Activities Cash Paid for Investment (3,630,000 ) 3,630,000 — Deposits - Related Party — (2,430,000 ) (2,430,000 ) Net Cash Flows Used In Investing Activities (3,630,000 ) 1,200,000 (2,430,000 ) Cash Flows from Financing Activities Cash Received for Stock Payable 5,980,170 (3,379,828 ) 2,600,342 Cash Repayment of Convertible Note Payable (67,500 ) — (67,500 ) Net Cash Flows Provided by Financing Activities 5,912,670 (3,379,828 ) 2,532,842 Net Change in Cash 1,353,801 (1,969,461 ) (615,660 ) Cash - Beginning of Period 47 1,969,461 1,969,508 Cash - End of Period $ 1,353,848 $ — $ 1,353,848 Cash Paid During the Period for: Interest $ 2,500 $ — $ 2,500 Income Taxes $ — $ — $ — QUANTUM ENERGY, INC. CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT FOR THE THREE MONTHS ENDED MAY 31, 2021 Common Stock Additional Total $0.001 Par Paid-In Accumulated Stockholders' As Filed Shares Amount Capital Deficit Deficit Balance - March 1, 2021 48,491,485 $ 48,491 $ 11,449,681 $ (12,628,254 ) $ (1,130,082 ) Net Loss for the Period - (As Filed) — — — (1,136,611 ) (1,136,611 ) Balance - May 31, 2021 - (As Filed) 48,491,485 $ 48,491 $ 11,449,681 $ (13,764,865 ) $ (2,266,693 ) Common Stock Additional Total $0.001 Par Paid-In Accumulated Stockholders' As Restated Shares Amount Capital Deficit Deficit Balance - March 1, 2021 - (Restated) 48,491,485 $ 48,491 $ 11,449,681 $ (19,848,297 ) $ (8,350,125 ) Net Income for the Period - (Restated) — — — 117,271 117,271 Balance - May 31, 2021 - (Restated) 48,491,485 $ 48,491 $ 11,449,681 $ (19,731,026 ) $ (8,232,854 ) |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
May 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying condensed consolidated balance sheet has been derived from the February 28, 2021 May 31, 2021 2020, 10 8 X. not 10 February 28, 2021 ( “2020 three May 31, 2021, not February 28, 2022. |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries FTPM Resources Ltd. and Dominion Energy Processing Group, Inc. after elimination of the intercompany accounts and transactions. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Risks and Uncertainties [Policy Text Block] | Risks and uncertainties The Company’s operations are subject to significant risks and uncertainties, including financial, operational, technological and other risks associated with operating an emerging business, including the potential risk of business failure. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and cash equivalents The Company considers all highly liquid investments with original maturities of three |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair value of financial instruments The Company's financial instruments include cash and cash equivalents, promissory notes payable, and promissory notes payable - related parties. All instruments are accounted for on a cost basis, which, due to the short maturity of these financial instruments, approximates fair value at May 31, 2021 February 28, 2021, When required to measure assets or liabilities at fair value, the Company uses a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used. The Company determines the level within the fair value hierarchy in which the fair value measurements in their entirety fall. The categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 2 3 At May 31, 2021 February 28, 2021, |
Property, Plant and Equipment, Policy [Policy Text Block] | Long-Lived Assets The Company reviews long-lived assets which include a deposit on land purchase for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not may |
Share-based Payment Arrangement [Policy Text Block] | Stock-based Compensation The Company estimates the fair value of options to purchase common stock using the Black-Scholes model, which requires the input of some subjective assumptions. These assumptions include estimating the length of time stock options will be held before they are exercised (“expected life”), the estimated volatility of the Company’s common stock price over the expected term (“volatility”), forfeiture rate, the risk-free interest rate and the dividend yield. Changes in the subjective assumptions can materially affect the estimate of fair value of stock-based compensation. Options granted have a ten |
Related Parties [Policy Text Block] | Related Parties In accordance with ASC 850 one may one one |
Reclassification, Comparability Adjustment [Policy Text Block] | Reclassifications In the prior accompanying unaudited financial statements Investments – IEC have been reclassified to Deposits – Related Party. These reclassifications had no 5. |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and is evaluating any that may not not |
Note 4 - Earnings Per Share (Ta
Note 4 - Earnings Per Share (Tables) | 3 Months Ended |
May 31, 2021 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | May 31, 2021 February 28, 2021 Warrants 2,425,000 2,925,000 TOTAL POSSIBLE DILUTION 2,425,000 2,925,000 |
Note 6 - Promissory and Conve_2
Note 6 - Promissory and Convertible Notes Payable (Tables) | 3 Months Ended |
May 31, 2021 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | May 31, 2021 February 28 2021 0% unsecured note payable - December 2013, due on demand $ 2,000 $ 2,000 0% unsecured note payable - November 2015, due on demand 980 980 8% unsecured note payable - October 2018, due on demand 5,000 5,000 6% unsecured note payable – April 2019, due on demand 3,325 3,325 8% unsecured notes payable - October 2019, due on demand 65,000 65,000 Total Notes Payable $ 76,305 $ 76,305 |
Note 7 - Promissory Notes Pay_2
Note 7 - Promissory Notes Payable, Related Party and Other Related Party Transactions (Tables) | 3 Months Ended |
May 31, 2021 | |
Notes Tables | |
Schedule of Related Party Transactions [Table Text Block] | May 31, 2021 February 28, 2021 0% unsecured note payable - October 2015, due on demand $ 2,300 $ 2,300 0% unsecured note payable – November 2015, due on demand 2,000 2,000 8% unsecured note payable - October 2018, due on demand 60,000 60,000 6% unsecured note payable – April 2019, due on demand 15,825 15,825 6% unsecured note payable – April 2019, due on demand 15,890 15,890 8% unsecured note payable - October 2019, due on demand 10,000 10,000 TOTAL $ 106,015 $ 106,015 |
Note 10 - Warrants (Tables)
Note 10 - Warrants (Tables) | 3 Months Ended |
May 31, 2021 | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | May 31, 2021 February 28, 2021 Warrants Price (a) Warrants Price (a) Beginning balance 2,925,000 $ .25 3,925,000 $ .25 Issued –– –– –– –– Exercised –– –– –– –– Expired (500,000 ) –– (1,000,000 ) –– Ending balance 2,425,000 $ 0.25 2,925,000 $ .25 |
Schedule of Warrants Granted [Table Text Block] | Date of Grant Warrants Warrants Price Remaining term July 10, 2017 500,000 500,000 .25 0.58 March 20, 2019 1,250,000 1,250,000 .25 0.80 April 17, 2019 675,000 675,000 .25 0.88 Total warrants 2,425,000 2,425,000 $ .25 .77 |
Note 12 - Restatement of Fina_2
Note 12 - Restatement of Financial Statements (Tables) | 3 Months Ended |
May 31, 2021 | |
Notes Tables | |
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | May 31, May 31, 2021 2021 (As Filed) Adjustments (As Restated) ASSETS Current Assets Cash $ 1,353,848 $ — $ 1,353,848 Work in Progress — 63,000 63,000 Total Current Assets 1,353,848 63,000 1,416,848 Investment - IEC 3,630,000 (3,630,000) — Deposits - Related Party — 3,630,000 3,630,000 Total Assets $ 4,983,848 $ 63,000 $ 5,046,848 LIABILITIES AND STOCKHOLDERS' DEFICIT Current Liabilities Accounts Payable and Accrued Expenses $ 210,740 $ — $ 210,740 Accounts Payable and Accrued Expenses - Related Parties 677,311 (370,642 ) 306,669 Common Stock Payable 6,180,170 (6,180,170 ) — Common Stock Payable - for Contracts/Agreements — 1,400,000 1,400,000 Common Stock Payable - Deposits Received on Subscription Agreements — 11,179,973 11,179,973 Convertible Note Payable — — — Derivative Liability — — — Promissory Notes Payable 76,305 — 76,305 Promissory Notes Payable - Related Parties 106,015 — 106,015 Total Current Liabilities 7,250,541 6,029,161 13,279,702 Total Liabilities 7,250,541 6,029,161 13,279,702 Stockholders' Deficit Common Stock - $ 0.001 495,000,000 48,491,485 48,491 — 48,491 Additional Paid-In-Capital 11,449,681 — 11,449,681 Accumulated Deficit (13,764,865 ) (5,966,161 ) (19,731,026 ) Total Stockholders' Deficit (2,266,693 ) (5,966,161 ) (8,232,854 ) Total Liabilities and Stockholders' Deficit $ 4,983,848 $ 63,000 $ 5,046,848 For the Three Months Ended May 31, May 31, 2021 2021 (As Filed) Adjustments (Restated) Operating Expenses Management Fees and Consulting 56,250 (56,250 ) — General and Administrative 335,667 (528 ) 335,139 Professional Fees 881,721 (548,631 ) 333,090 Total Operating Expenses 1,273,638 (605,409 ) 668,229 Income (Loss) Before Other Income and (Expense) (1,273,638 ) 605,409 (668,229 ) Other Income and (Expense) Gain on Debt Settlement 140,395 — 140,395 Gain on Derivative — — — Unrealized Gain on Common Stock Payable — 648,473 648,473 Interest Expense (3,368 ) — (3,368 ) Total Other Income and (Expense) 137,027 648,473 785,500 Income (Loss) from Operations Before Loss on Liability Settlement (1,136,611 ) 1,253,882 117,271 Other Expenses Loss on Liability Settlement — — Income (Loss) Before Income Tax Expense (1,136,611 ) 1,253,882 117,271 Income Tax Expense — — — Net Income (Loss) for the Period $ (1,136,611 ) $ 1,253,882 $ 117,271 Weighted Average Number of Common Shares - Basic and Diluted 48,491,485 48,491,485 Net Loss for the Period Per Common Shares - Basic and Diluted $ (0.02 ) $ 0.00 May 31, May 31, For the Three Months Ended 2021 2021 (As Filed) Adjustments (Restated) Cash Flows from Operating Activities Net Income (Loss) for the Period $ (1,136,611 ) $ 1,253,882 $ 117,271 Non-Cash Adjustments: Gain on Derivative — — — Gain on Debt Settlement (140,395 ) — (140,395 ) Unrealized Gain on Common Stock Payable — (648,473 ) (648,473 ) Changes in Assets and Liabilities: Accounts Payable and Accrued Expenses 14,596 — 14,596 Accounts Payable and Accrued Expenses - Related Parties 333,541 (332,042 ) 1,499 Work in Progress — (63,000 ) (63,000 ) Net Cash Flows Used In Operating Activities (928,869 ) 210,367 (718,502 ) Cash Flows from Investing Activities Cash Paid for Investment (3,630,000 ) 3,630,000 — Deposits - Related Party — (2,430,000 ) (2,430,000 ) Net Cash Flows Used In Investing Activities (3,630,000 ) 1,200,000 (2,430,000 ) Cash Flows from Financing Activities Cash Received for Stock Payable 5,980,170 (3,379,828 ) 2,600,342 Cash Repayment of Convertible Note Payable (67,500 ) — (67,500 ) Net Cash Flows Provided by Financing Activities 5,912,670 (3,379,828 ) 2,532,842 Net Change in Cash 1,353,801 (1,969,461 ) (615,660 ) Cash - Beginning of Period 47 1,969,461 1,969,508 Cash - End of Period $ 1,353,848 $ — $ 1,353,848 Cash Paid During the Period for: Interest $ 2,500 $ — $ 2,500 Income Taxes $ — $ — $ — Common Stock Additional Total $0.001 Par Paid-In Accumulated Stockholders' As Filed Shares Amount Capital Deficit Deficit Balance - March 1, 2021 48,491,485 $ 48,491 $ 11,449,681 $ (12,628,254 ) $ (1,130,082 ) Net Loss for the Period - (As Filed) — — — (1,136,611 ) (1,136,611 ) Balance - May 31, 2021 - (As Filed) 48,491,485 $ 48,491 $ 11,449,681 $ (13,764,865 ) $ (2,266,693 ) Common Stock Additional Total $0.001 Par Paid-In Accumulated Stockholders' As Restated Shares Amount Capital Deficit Deficit Balance - March 1, 2021 - (Restated) 48,491,485 $ 48,491 $ 11,449,681 $ (19,848,297 ) $ (8,350,125 ) Net Income for the Period - (Restated) — — — 117,271 117,271 Balance - May 31, 2021 - (Restated) 48,491,485 $ 48,491 $ 11,449,681 $ (19,731,026 ) $ (8,232,854 ) |
Note 2 - Significant Accounti_2
Note 2 - Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Feb. 28, 2021 | May 31, 2021 | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | |
Fair Value, Recurring [Member] | ||
Assets, Fair Value Disclosure | $ 0 | $ 0 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | $ 0 | $ 0 |
Note 4 - Earnings Per Share - D
Note 4 - Earnings Per Share - Dilutive Effect of Outstanding Securities (Details) - shares | 3 Months Ended | 12 Months Ended |
May 31, 2021 | Feb. 28, 2021 | |
Warrants (in shares) | 2,425,000 | 2,925,000 |
TOTAL POSSIBLE DILUTION (in shares) | 2,425,000 | 2,925,000 |
Note 5 - Other Assets (Details
Note 5 - Other Assets (Details Textual) | Oct. 12, 2021 | Jun. 03, 2019USD ($) | Apr. 17, 2019USD ($) | Dec. 05, 2016USD ($) | May 31, 2021USD ($) | Feb. 28, 2021USD ($) | May 31, 2019USD ($) | Jun. 08, 2018CAD ($) | Dec. 05, 2016CAD ($) |
Inventory, Work in Process, Gross | $ 63,000 | ||||||||
Deposits Assets, Noncurrent | $ 3,630,000 | $ 1,200,000 | |||||||
Subsequent Event [Member] | |||||||||
Related Party Purchase of Shares Agreement, Price Per Share | 2.10% | ||||||||
Related Party Purchase of Shares Agreement, Term (Month) | 18 months | ||||||||
Land [Member] | |||||||||
Purchase Price of Property | $ 525,000 | $ 500,000 | |||||||
Payments for Deposits on Real Estate Acquisitions | $ 7,822 | ||||||||
Deposits Written Off | $ 7,822 | ||||||||
Peconic Energy, Inc. [Member] | |||||||||
Payments to Acquire Notes Receivable | $ 30,000 | ||||||||
Financing Receivable, Allowance for Credit Loss, Ending Balance | $ 30,000 | ||||||||
Notes Receivable, Term (Month) | 18 months | ||||||||
Notes Receivable, Interest Rate, Stated Percentage | 12.00% | ||||||||
Notes Receivable, Interest Rate, Percentage of Gross Revenues | 40.00% | ||||||||
Notes Receivable, Collateral, Percentage of Assets | 100.00% | ||||||||
Notes Receivable, Convertible, Percentage of Assets | 40.00% |
Note 6 - Promissory and Conve_3
Note 6 - Promissory and Convertible Notes Payable (Details Textual) - USD ($) | 3 Months Ended | |||||
May 31, 2021 | May 31, 2020 | Apr. 30, 2021 | Feb. 28, 2021 | Jun. 18, 2019 | Apr. 30, 2019 | |
Interest Expense, Total | $ 3,368 | $ 7,379 | ||||
Convertible Notes Payable, Current | 0 | $ 67,500 | ||||
Gain (Loss) on Debt Conversion | 140,395 | 0 | ||||
Derivative Liability, Current | 0 | 116,399 | ||||
The Power Up Note [Member] | ||||||
Debt Instrument, Debt Default, Amount | $ 67,500 | |||||
Long-term Debt, Total | $ 70,200 | |||||
Gain (Loss) on Debt Conversion | 140,395 | |||||
Interest Payable, Current | 23,996 | |||||
Derivative Liability, Current | 116,399 | |||||
Unsecured Debt [Member] | ||||||
Interest Expense, Total | 1,913 | $ 1,953 | ||||
Convertible Notes Payable [Member] | ||||||
Convertible Notes Payable, Current | $ 0 | $ 67,500 | $ 45,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | |||||
Debt Instrument, Default Interest Rate | 22.00% |
Note 6 - Promissory and Conve_4
Note 6 - Promissory and Convertible Notes Payable - Summary of Outstanding Notes Payable (Details) - USD ($) | May 31, 2021 | Feb. 28, 2021 |
Promissory notes payable | $ 76,305 | $ 76,305 |
The 0 Percent Unsecured Note Payable Issued December 2013 [Member] | ||
Promissory notes payable | 2,000 | 2,000 |
The 0 Percent Unsecured Note Payable Issued November 2015 [Member] | ||
Promissory notes payable | 980 | 980 |
The 8 Percent Unsecured Note Payable Issued October 2018 [Member] | ||
Promissory notes payable | 5,000 | 5,000 |
The 6 Percent Promissory Notes Issued April 2019 [Member] | ||
Promissory notes payable | 3,325 | 3,325 |
The 8 Percent Promissory Notes Issued October 2019 [Member] | ||
Promissory notes payable | $ 65,000 | $ 65,000 |
Note 7 - Promissory Notes Pay_3
Note 7 - Promissory Notes Payable, Related Party and Other Related Party Transactions (Details Textual) - USD ($) | Jan. 01, 2019 | May 31, 2021 | May 31, 2020 | May 31, 2021 | Feb. 28, 2021 | Feb. 28, 2019 |
Interest Expense, Total | $ 3,368 | $ 7,379 | ||||
Accounts Payable, Related Parties, Current | 306,669 | $ 306,669 | $ 305,170 | |||
Advisory Company Owned by Former CEO [Member] | ||||||
Interest Expense, Total | 1,455 | $ 1,713 | ||||
Related Party Transaction, Monthly Management Fee | $ 15,000 | |||||
Due to Related Parties, Current, Total | 30,000 | 30,000 | ||||
Related Party Transaction, Disputed Amount | 150,000 | 150,000 | ||||
Accounts Payable, Related Parties, Current | 107,868 | 107,868 | 17,868 | |||
Advisory Company Owned by Former CEO [Member] | Management Fee [Member] | ||||||
Due to Related Parties, Current, Total | $ 30,000 | |||||
Related Party Transaction, Amounts of Transaction | 0 | |||||
Advisory Company Owned by Former CEO [Member] | Reimbursement of Expenses [Member] | ||||||
Accounts Payable, Related Parties, Current | $ 198,801 | $ 198,801 | $ 197,302 |
Note 7 - Promissory Notes Pay_4
Note 7 - Promissory Notes Payable, Related Party and Other Related Party Transactions - Outstanding Notes Payable, Related Party (Details) - USD ($) | May 31, 2021 | Feb. 28, 2021 |
Promissory notes payable, related party | $ 106,015 | $ 106,015 |
The 0 Percent Unsecured Note Payable Issued October 2015 [Member] | ||
Promissory notes payable, related party | 2,300 | 2,300 |
The 0 Percent Unsecured Note Payable Issued November 2015 [Member] | ||
Promissory notes payable, related party | 2,000 | 2,000 |
The 8 Percent Unsecured Note Payable Issued October 2018 [Member] | ||
Promissory notes payable, related party | 60,000 | 60,000 |
The 6 Percent Promissory Notes Issued April 2019 [Member] | ||
Promissory notes payable, related party | 15,825 | 15,825 |
The Second 6 Percent Promissory Notes Issued April 2019 [Member] | ||
Promissory notes payable, related party | 15,890 | 15,890 |
The 8 Percent Promissory Notes Issued October 2019 [Member] | ||
Promissory notes payable, related party | $ 10,000 | $ 10,000 |
Note 8 - Common Stock Payable (
Note 8 - Common Stock Payable (Details Textual) - USD ($) | 3 Months Ended | ||
May 31, 2021 | May 31, 2020 | Feb. 28, 2021 | |
Common Stock Payable, Contract Agreements, Fair Value of Shares | $ 1,400,000 | ||
Common Stock Payable, Contract Agreements, Unrealized Gain | 100,000 | $ 0 | |
Common Stock Payable, Deposit Received on Subscription Agreements, Fair Value of Shares | 11,179,973 | ||
Common Stock Payable, Deposits Received on Subscriptions Agreements, Unrealized Gain | $ 548,473 | $ 0 | |
Raul Factor [Member] | |||
Common Stock Payable for Contracts/Agreements, Current (in shares) | 1,000,000 | ||
Landlord [Member] | |||
Common Stock Payable for Contracts/Agreements, Current (in shares) | 1,000,000 | ||
Various Investors [Member] | |||
Common Stock, Shares Subscribed but Unissued (in shares) | 15,971,391 |
Note 9 - Common Stock (Details
Note 9 - Common Stock (Details Textual) | May 31, 2021$ / sharesshares | Feb. 28, 2021$ / sharesshares |
Common Stock, Shares Authorized (in shares) | shares | 495,000,000 | 495,000,000 |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Common Stock, Voting Rights, Number of Votes Per Share | 1 | |
Preferred Stock, Shares Authorized (in shares) | shares | 5,000,000 | |
Preferred Stock, No Par Value (in dollars per share) | $ / shares | $ 0 |
Note 10 - Warrants - Summary of
Note 10 - Warrants - Summary of Warrants Issued and Outstanding (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |
May 31, 2021 | Feb. 28, 2021 | ||
Beginning balance (in shares) | 2,925,000 | 3,925,000 | |
Beginning balance (in dollars per share) | [1] | $ 0.25 | $ 0.25 |
Expired (in shares) | (500,000) | (1,000,000) | |
Ending balance (in shares) | 2,425,000 | 2,925,000 | |
Ending balance (in dollars per share) | [1] | $ 0.25 | $ 0.25 |
[1] | Weighted average exercise price per shares |
Note 10 - Warrants - Additional
Note 10 - Warrants - Additional Information About Warrants Granted (Details) - $ / shares | 3 Months Ended | |||
May 31, 2021 | Feb. 28, 2021 | Feb. 29, 2020 | ||
Warrants outstanding (in shares) | 2,425,000 | 2,925,000 | 3,925,000 | |
Warrants exercisable (in shares) | 2,425,000 | |||
Warrants, price (in dollars per share) | [1] | $ 0.25 | $ 0.25 | $ 0.25 |
Warrants, remaining term (Year) | 9 months 7 days | |||
Warrants Granted November 19, 2016 [Member] | ||||
Warrants outstanding (in shares) | 500,000 | |||
Warrants exercisable (in shares) | 500,000 | |||
Warrants, price (in dollars per share) | $ 0.25 | |||
Warrants, remaining term (Year) | 6 months 29 days | |||
Warrants Granted July 10, 2017 [Member] | ||||
Warrants outstanding (in shares) | 1,250,000 | |||
Warrants exercisable (in shares) | 1,250,000 | |||
Warrants, price (in dollars per share) | $ 0.25 | |||
Warrants, remaining term (Year) | 9 months 18 days | |||
Warrants Granted March 20, 2019 [Member] | ||||
Warrants outstanding (in shares) | 675,000 | |||
Warrants exercisable (in shares) | 675,000 | |||
Warrants, price (in dollars per share) | $ 0.25 | |||
Warrants, remaining term (Year) | 10 months 17 days | |||
[1] | Weighted average exercise price per shares |
Note 11 - Other Matters - Joi_2
Note 11 - Other Matters - Joint Venture (Details Textual) - USD ($) | Jul. 11, 2019 | Apr. 02, 2019 | Apr. 16, 2016 | Feb. 29, 2020 | May 31, 2021 | Feb. 28, 2021 | Jul. 08, 2019 | Jun. 28, 2019 | |
Memorandum of Understanding, Joint Venture, Percentage of Ownership | 33.00% | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | [1] | $ 0.25 | $ 0.25 | $ 0.25 | |||||
Warrants to Purchase Restricted Shares Issued to RF [Member] | |||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,000,000 | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,000,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | ||||||||
Warrants and Rights Outstanding, Term (Month) | 18 months | ||||||||
Warrant Issued to Mr. Haaye de Jong [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 250,000 | ||||||||
Warrants Issued to Mr. Haaye de Jong in June 2019 [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 500,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | ||||||||
Warrants Issued to Mr. Kevin Holinaty in June 2019 [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 500,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | ||||||||
EES - E and EETC [Member] | |||||||||
Equity Method Investment, Ownership Percentage | 25.00% | ||||||||
License and Operating Agreement, Aggregate Purchase Price, Licensing and Distribution | $ 150,000 | ||||||||
Easy Energy Systems, Inc. [Member] | |||||||||
Memorandum of Understanding, Option to Merge, Term (Day) | 90 days | ||||||||
Memorandum of Understanding, Anticipated Cost of Power Plant | $ 10,000,000 | ||||||||
Payments for Power Plant Under Memorandum of Understanding | $ 25,000 | ||||||||
Binding Letter of Intent, Capital to be Raised Within 90 Days | $ 10,000,000 | ||||||||
Easy Energy Systems, Inc. [Member] | General and Administrative Expense [Member] | |||||||||
Memorandum of Understanding, Power Plant Expense | $ 25,000 | ||||||||
Raul Factor BV [Member] | |||||||||
Proceeds from Issuance or Sale of Equity, Total | $ 200,000 | ||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,000,000 | ||||||||
Equity Offering, Units Issued or Issuable (in shares) | 1,000,000 | ||||||||
Equity Offering, Units Issued, Price Per Share (in dollars per share) | $ 0.20 | ||||||||
Raul Factor [Member] | |||||||||
Common Stock Payable Current for Contracts Agreements Current | $ 700,000 | ||||||||
Mr. Kevin Holinaty [Member] | Warrant No. 002 [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 500,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | ||||||||
Mr. Kevin Holinaty [Member] | Warrant No. 003 [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 250,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | ||||||||
Easy Energy Systems, Inc. [Member] | |||||||||
Memorandum of Understanding, Joint Venture, Percentage of Ownership | 67.00% | ||||||||
Easy Energy Systems, Inc. [Member] | EES - E and EETC [Member] | |||||||||
Equity Method Investment, Ownership Percentage | 25.00% | ||||||||
Raul Factor BV [Member] | EES - E and EETC [Member] | |||||||||
Equity Method Investment, Ownership Percentage | 50.00% | ||||||||
[1] | Weighted average exercise price per shares |
Note 12 - Restatement of Fina_3
Note 12 - Restatement of Financial Statements - Restatement of Financial Statements (Details) - USD ($) | 3 Months Ended | ||
May 31, 2021 | May 31, 2020 | Feb. 28, 2021 | |
Current Assets | |||
Cash | $ 1,353,848 | $ 1,969,508 | |
Work in Progress | 63,000 | 0 | |
Total Current Assets | 1,416,848 | 1,969,508 | |
Investment - IEC | 0 | ||
Deposits - Related Party | 3,630,000 | 1,200,000 | |
Total Assets | 5,046,848 | 3,169,508 | |
Current Liabilities | |||
Accounts Payable and Accrued Expenses | 210,740 | 220,140 | |
Accounts Payable and Accrued Expenses - Related Parties | 306,669 | 305,170 | |
Common Stock Payable | 0 | ||
Common Stock Payable - for Contracts/Agreements | 1,400,000 | 1,500,000 | |
Common Stock Payable - Deposits Received on Subscription Agreements | 11,179,973 | 9,128,104 | |
Convertible Note Payable | 0 | 67,500 | |
Derivative Liability | 0 | 116,399 | |
Promissory Notes Payable | 76,305 | 76,305 | |
Promissory notes payable, related party | 106,015 | 106,015 | |
Total Current Liabilities | 13,279,702 | 11,519,633 | |
Total Liabilities | 13,279,702 | 11,519,633 | |
Stockholders' Deficit | |||
Common Stock - $0.001 Par; 495,000,000 Shares Authorized, 48,491,485 Issued and Outstanding, Respectively | 48,491 | 48,491 | |
Additional Paid-In-Capital | 11,449,681 | 11,449,681 | |
Accumulated Deficit | (19,731,026) | (19,848,297) | |
Total Stockholders' Deficit | (8,232,854) | $ (899,621) | (8,350,125) |
Total Liabilities and Stockholders' Deficit | 5,046,848 | 3,169,508 | |
Operating Expenses | |||
Management Fees and Consulting | 0 | ||
General and Administrative | 335,139 | 0 | |
Professional Fees | 333,090 | 0 | |
Total Operating Expenses | 668,229 | 0 | |
Loss Before Other Income and (Expense) | (668,229) | 0 | |
Other Income and (Expense) | |||
Gain on Debt Settlement | 140,395 | 0 | |
Gain on Derivative | 0 | 20,441 | |
Unrealized Gain on Common Stock Payable | 648,473 | 0 | |
Interest Expense | (3,368) | (7,379) | |
Total Other Income and (Expense) | 785,500 | 13,062 | |
Income Before Income Tax Expense | 117,271 | 13,062 | |
Income Tax Expense | 0 | 0 | |
Net Income for the Period | $ 117,271 | $ 13,062 | |
Weighted Average Number of Common Shares - | |||
Weighted Average Number of Common Shares - Basic and Diluted (in shares) | 48,491,485 | 48,491,485 | |
Net Loss for the Period Per Common Shares - | |||
Net Income for the Period Per Common Shares - Basic and Diluted (in dollars per share) | $ 0 | $ 0 | |
Cash Flows from Operating Activities | |||
Net Income (Loss) for the Period | $ 117,271 | $ 13,062 | |
Non-Cash Adjustments: | |||
Gain on Derivative | 0 | (20,441) | |
Gain on Debt Settlement | (140,395) | 0 | |
Unrealized Gain on Common Stock Payable | (648,473) | 0 | |
Changes in Assets and Liabilities: | |||
Accounts Payable and Accrued Expenses | 14,596 | 7,379 | |
Accounts Payable and Accrued Expenses - Related Parties | 1,499 | 0 | |
Work in Progress | (63,000) | 0 | |
Net Cash Flows Used In Operating Activities | (718,502) | 0 | |
Cash Flows from Investing Activities | |||
Cash Paid for Investment | 0 | ||
Deposits Paid - Related Party | (2,430,000) | 0 | |
Net Cash Flows Used In Investing Activities | (2,430,000) | 0 | |
Cash Flows from Financing Activities | |||
Proceeds from Stock Subscription | 2,600,342 | 0 | |
Repayment of Convertible Note Payable | (67,500) | 0 | |
Net Cash Flows Provided By Financing Activities | 2,532,842 | 0 | |
Net Change in Cash | (615,660) | 0 | |
Cash - Beginning of Period | 1,969,508 | 47 | |
Cash - End of Period | 1,353,848 | 47 | |
Cash Paid During the Period for: | |||
Interest | 2,500 | 0 | |
Income Taxes | 0 | 0 | |
Balance | (8,350,125) | (912,683) | |
Net Income (Loss) for the Period | 117,271 | 13,062 | |
Net Income (Loss) for the Period | 117,271 | 13,062 | |
Balance | (8,232,854) | (899,621) | |
Common Stock [Member] | |||
Stockholders' Deficit | |||
Total Stockholders' Deficit | 48,491 | 48,491 | 48,491 |
Other Income and (Expense) | |||
Net Income for the Period | 0 | 0 | |
Cash Flows from Operating Activities | |||
Net Income (Loss) for the Period | $ 0 | $ 0 | |
Cash Paid During the Period for: | |||
Balance (in shares) | 48,491,485 | 48,491,485 | |
Balance | $ 48,491 | $ 48,491 | |
Net Income (Loss) for the Period | 0 | 0 | |
Net Income (Loss) for the Period | $ 0 | $ 0 | |
Balance (in shares) | 48,491,485 | 48,491,485 | |
Balance | $ 48,491 | $ 48,491 | |
Additional Paid-in Capital [Member] | |||
Stockholders' Deficit | |||
Total Stockholders' Deficit | 11,449,681 | 11,449,681 | 11,449,681 |
Other Income and (Expense) | |||
Net Income for the Period | 0 | 0 | |
Cash Flows from Operating Activities | |||
Net Income (Loss) for the Period | 0 | 0 | |
Cash Paid During the Period for: | |||
Balance | 11,449,681 | 11,449,681 | |
Net Income (Loss) for the Period | 0 | 0 | |
Net Income (Loss) for the Period | 0 | 0 | |
Balance | 11,449,681 | 11,449,681 | |
Retained Earnings [Member] | |||
Stockholders' Deficit | |||
Total Stockholders' Deficit | (19,731,026) | (12,397,793) | (19,848,297) |
Other Income and (Expense) | |||
Net Income for the Period | 117,271 | 13,062 | |
Cash Flows from Operating Activities | |||
Net Income (Loss) for the Period | 117,271 | 13,062 | |
Cash Paid During the Period for: | |||
Balance | (19,848,297) | (12,410,855) | |
Net Income (Loss) for the Period | 117,271 | 13,062 | |
Net Income (Loss) for the Period | 117,271 | 13,062 | |
Balance | (19,731,026) | $ (12,397,793) | |
Previously Reported [Member] | |||
Current Assets | |||
Cash | 1,353,848 | ||
Work in Progress | 0 | ||
Total Current Assets | 1,353,848 | ||
Investment - IEC | 3,630,000 | ||
Deposits - Related Party | 0 | ||
Total Assets | 4,983,848 | ||
Current Liabilities | |||
Accounts Payable and Accrued Expenses | 210,740 | ||
Accounts Payable and Accrued Expenses - Related Parties | 677,311 | ||
Common Stock Payable | 6,180,170 | ||
Common Stock Payable - for Contracts/Agreements | 0 | ||
Common Stock Payable - Deposits Received on Subscription Agreements | 0 | ||
Convertible Note Payable | 0 | ||
Derivative Liability | 0 | ||
Promissory Notes Payable | 76,305 | ||
Promissory notes payable, related party | 106,015 | ||
Total Current Liabilities | 7,250,541 | ||
Total Liabilities | 7,250,541 | ||
Stockholders' Deficit | |||
Common Stock - $0.001 Par; 495,000,000 Shares Authorized, 48,491,485 Issued and Outstanding, Respectively | 48,491 | ||
Additional Paid-In-Capital | 11,449,681 | ||
Accumulated Deficit | (13,764,865) | ||
Total Stockholders' Deficit | (2,266,693) | (1,130,082) | |
Total Liabilities and Stockholders' Deficit | 4,983,848 | ||
Operating Expenses | |||
Management Fees and Consulting | 56,250 | ||
General and Administrative | 335,667 | ||
Professional Fees | 881,721 | ||
Total Operating Expenses | 1,273,638 | ||
Loss Before Other Income and (Expense) | (1,273,638) | ||
Other Income and (Expense) | |||
Gain on Debt Settlement | 140,395 | ||
Gain on Derivative | 0 | ||
Unrealized Gain on Common Stock Payable | 0 | ||
Interest Expense | (3,368) | ||
Total Other Income and (Expense) | 137,027 | ||
Income Before Income Tax Expense | (1,136,611) | ||
Income Tax Expense | 0 | ||
Net Income for the Period | $ (1,136,611) | ||
Weighted Average Number of Common Shares - | |||
Weighted Average Number of Common Shares - Basic and Diluted (in shares) | 48,491,485 | ||
Net Loss for the Period Per Common Shares - | |||
Net Income for the Period Per Common Shares - Basic and Diluted (in dollars per share) | $ (0.02) | ||
Cash Flows from Operating Activities | |||
Net Income (Loss) for the Period | $ (1,136,611) | ||
Non-Cash Adjustments: | |||
Gain on Derivative | 0 | ||
Gain on Debt Settlement | (140,395) | ||
Unrealized Gain on Common Stock Payable | 0 | ||
Changes in Assets and Liabilities: | |||
Accounts Payable and Accrued Expenses | 14,596 | ||
Accounts Payable and Accrued Expenses - Related Parties | 333,541 | ||
Work in Progress | 0 | ||
Net Cash Flows Used In Operating Activities | (928,869) | ||
Cash Flows from Investing Activities | |||
Cash Paid for Investment | (3,630,000) | ||
Deposits Paid - Related Party | 0 | ||
Net Cash Flows Used In Investing Activities | (3,630,000) | ||
Cash Flows from Financing Activities | |||
Proceeds from Stock Subscription | 5,980,170 | ||
Repayment of Convertible Note Payable | (67,500) | ||
Net Cash Flows Provided By Financing Activities | 5,912,670 | ||
Net Change in Cash | 1,353,801 | ||
Cash - Beginning of Period | 47 | ||
Cash - End of Period | 1,353,848 | ||
Cash Paid During the Period for: | |||
Interest | 2,500 | ||
Income Taxes | 0 | ||
Balance | (1,130,082) | ||
Net Income (Loss) for the Period | (1,136,611) | ||
Net Income (Loss) for the Period | (1,136,611) | ||
Balance | (2,266,693) | ||
Previously Reported [Member] | Common Stock [Member] | |||
Stockholders' Deficit | |||
Total Stockholders' Deficit | 48,491 | 48,491 | |
Other Income and (Expense) | |||
Net Income for the Period | 0 | ||
Cash Flows from Operating Activities | |||
Net Income (Loss) for the Period | $ 0 | ||
Cash Paid During the Period for: | |||
Balance (in shares) | 48,491,485 | ||
Balance | $ 48,491 | ||
Net Income (Loss) for the Period | 0 | ||
Net Income (Loss) for the Period | $ 0 | ||
Balance (in shares) | 48,491,485 | ||
Balance | $ 48,491 | ||
Previously Reported [Member] | Additional Paid-in Capital [Member] | |||
Stockholders' Deficit | |||
Total Stockholders' Deficit | 11,449,681 | 11,449,681 | |
Other Income and (Expense) | |||
Net Income for the Period | 0 | ||
Cash Flows from Operating Activities | |||
Net Income (Loss) for the Period | 0 | ||
Cash Paid During the Period for: | |||
Balance | 11,449,681 | ||
Net Income (Loss) for the Period | 0 | ||
Net Income (Loss) for the Period | 0 | ||
Balance | 11,449,681 | ||
Previously Reported [Member] | Retained Earnings [Member] | |||
Stockholders' Deficit | |||
Total Stockholders' Deficit | (13,764,865) | $ (12,628,254) | |
Other Income and (Expense) | |||
Net Income for the Period | (1,136,611) | ||
Cash Flows from Operating Activities | |||
Net Income (Loss) for the Period | (1,136,611) | ||
Cash Paid During the Period for: | |||
Balance | (12,628,254) | ||
Net Income (Loss) for the Period | (1,136,611) | ||
Net Income (Loss) for the Period | (1,136,611) | ||
Balance | (13,764,865) | ||
Revision of Prior Period, Adjustment [Member] | |||
Current Assets | |||
Cash | 0 | ||
Work in Progress | 63,000 | ||
Total Current Assets | 63,000 | ||
Investment - IEC | (3,630,000) | ||
Deposits - Related Party | 3,630,000 | ||
Total Assets | 63,000 | ||
Current Liabilities | |||
Accounts Payable and Accrued Expenses | 0 | ||
Accounts Payable and Accrued Expenses - Related Parties | (370,642) | ||
Common Stock Payable | (6,180,170) | ||
Common Stock Payable - for Contracts/Agreements | 1,400,000 | ||
Common Stock Payable - Deposits Received on Subscription Agreements | 11,179,973 | ||
Convertible Note Payable | 0 | ||
Derivative Liability | 0 | ||
Promissory Notes Payable | 0 | ||
Promissory notes payable, related party | 0 | ||
Total Current Liabilities | 6,029,161 | ||
Total Liabilities | 6,029,161 | ||
Stockholders' Deficit | |||
Common Stock - $0.001 Par; 495,000,000 Shares Authorized, 48,491,485 Issued and Outstanding, Respectively | 0 | ||
Additional Paid-In-Capital | 0 | ||
Accumulated Deficit | (5,966,161) | ||
Total Stockholders' Deficit | (5,966,161) | ||
Total Liabilities and Stockholders' Deficit | 63,000 | ||
Operating Expenses | |||
Management Fees and Consulting | (56,250) | ||
General and Administrative | (528) | ||
Professional Fees | (548,631) | ||
Total Operating Expenses | (605,409) | ||
Loss Before Other Income and (Expense) | 605,409 | ||
Other Income and (Expense) | |||
Gain on Debt Settlement | 0 | ||
Gain on Derivative | 0 | ||
Unrealized Gain on Common Stock Payable | 648,473 | ||
Interest Expense | 0 | ||
Total Other Income and (Expense) | 648,473 | ||
Income Before Income Tax Expense | 1,253,882 | ||
Income Tax Expense | 0 | ||
Net Income for the Period | $ 1,253,882 | ||
Weighted Average Number of Common Shares - | |||
Weighted Average Number of Common Shares - Basic and Diluted (in shares) | 48,491,485 | ||
Net Loss for the Period Per Common Shares - | |||
Net Income for the Period Per Common Shares - Basic and Diluted (in dollars per share) | $ 0 | ||
Cash Flows from Operating Activities | |||
Net Income (Loss) for the Period | $ 1,253,882 | ||
Non-Cash Adjustments: | |||
Gain on Derivative | 0 | ||
Gain on Debt Settlement | 0 | ||
Unrealized Gain on Common Stock Payable | (648,473) | ||
Changes in Assets and Liabilities: | |||
Accounts Payable and Accrued Expenses | 0 | ||
Accounts Payable and Accrued Expenses - Related Parties | (332,042) | ||
Work in Progress | (63,000) | ||
Net Cash Flows Used In Operating Activities | 210,367 | ||
Cash Flows from Investing Activities | |||
Cash Paid for Investment | 3,630,000 | ||
Deposits Paid - Related Party | (2,430,000) | ||
Net Cash Flows Used In Investing Activities | 1,200,000 | ||
Cash Flows from Financing Activities | |||
Proceeds from Stock Subscription | (3,379,828) | ||
Repayment of Convertible Note Payable | 0 | ||
Net Cash Flows Provided By Financing Activities | (3,379,828) | ||
Net Change in Cash | (1,969,461) | ||
Cash - Beginning of Period | 1,969,461 | ||
Cash - End of Period | 0 | ||
Cash Paid During the Period for: | |||
Interest | 0 | ||
Income Taxes | 0 | ||
Net Income (Loss) for the Period | 1,253,882 | ||
Net Income (Loss) for the Period | 1,253,882 | ||
Balance | $ (5,966,161) |
Note 12 - Restatement of Fina_4
Note 12 - Restatement of Financial Statements - Restatement of Financial Statements (Details) (Parentheticals) - $ / shares | May 31, 2021 | Feb. 28, 2021 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 495,000,000 | 495,000,000 |
Common stock, shares outstanding (in shares) | 48,491,485 | 48,491,485 |
Common stock, shares issued (in shares) | 48,491,485 | 48,491,485 |