Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Nov. 30, 2014 | Jan. 14, 2015 | |
Document And Entity Information | ||
Entity Registrant Name | Panex Resources Inc. | |
Entity Central Index Key | 1345756 | |
Document Type | 10-Q | |
Document Period End Date | 30-Nov-14 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -23 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 1,416,136,507 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2015 |
Balance_Sheets
Balance Sheets (USD $) | Nov. 30, 2014 | Aug. 31, 2014 |
Current Assets | ||
Investment | $632,447 | $1,351,587 |
Cash | 40,356 | 2,524 |
Total Current Assets | 672,803 | 1,354,111 |
Total Assets (all current) | 672,803 | 1,354,111 |
Current Liabilities | ||
Accounts payable and accrued expenses | 44,763 | 42,922 |
Accounts payable and accrued expenses related parties (Notes (b)) | 45,523 | |
Loans and borrowings, related party | 35,000 | |
Total Liabilities (all current) | 44,763 | 123,445 |
Stockholders' Equity (Deficiency) | ||
Common stock Authorized: 2,000,000,000 common shares with par value of $0.001 each Issued and outstanding: 1,416,136,507 (August 31, 2014: 1,416,136,507) common shares | 1,416,136 | 1,416,136 |
Additional paid-in capital | 13,131,129 | 13,131,129 |
Donated capital | 77,627 | 77,627 |
Accumulated deficit during the exploration stage | -13,996,852 | -13,394,226 |
Stockholders' equity (deficiency) | 628,040 | 1,230,666 |
Total liabilities and stockholders' equity (deficiency) | $672,803 | $1,354,111 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Nov. 30, 2014 | Aug. 31, 2014 |
Balance Sheets Parenthetical | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 2,000,000,000 | 500,000,000 |
Common stock, shares issued | 1,416,136,507 | 1,416,136,507 |
Common stock, shares outstanding | 1,416,136,507 | 1,416,136,507 |
Statements_of_Operations
Statements of Operations (USD $) | 3 Months Ended | |||
Nov. 30, 2014 | Nov. 30, 2013 | |||
Statements Of Operations | ||||
Listing and filing fees | $3,538 | $3,631 | ||
Investor relation expense | 16,944 | 80,975 | ||
Professional fees | 38,412 | 42,900 | ||
Travel costs | 5,095 | |||
General and administrative | 20,089 | 76,290 | ||
Foreign currency transaction loss | 5,184 | |||
Mineral property and exploration costs | 2,384 | 329,080 | ||
Total operating expenses | 91,646 | 532,876 | ||
Other income (expense) | ||||
Gain (Loss) on sale of investment | -3,060 | |||
Investment revaluation | -507,921 | |||
Total other income (expenses) | -510,981 | |||
Net income (loss) | ($602,627) | ($532,876) | ||
Net income (loss) per share - basic and diluted | $0 | [1] | $0 | [1] |
Weighted average shares outstanding | 1,416,136,507 | 159,594,840 | ||
[1] | Amounts are less than $0.01 per share |
Statements_of_Cash_Flows
Statements of Cash Flows (USD $) | 3 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Cash Flows from Operating Activities | ||
Net (loss) income | ($602,627) | ($532,876) |
Adjustment to reconcile net loss to net cash used in operating activities: | ||
Foreign currency transaction loss (gain) | 5,184 | |
(Gain) Loss on sale of investment | 3,060 | |
Investment revaluation | 507,921 | |
Changes in operating assets and liabilities: | ||
Increase (decrease) in accounts payable and accrued liabilities | 1,841 | 146,883 |
Increase (decrease) in amounts due to related parties | -45,523 | 63,011 |
Net cash used in operating activities | -130,144 | -322,982 |
Cash Flows from Investing Activities | ||
Cash received from sale of investment | 208,159 | |
Net cash used in investing activities | 208,159 | |
Cash Flows from Financing Activities | ||
Loan (repaid) to related parties | -35,000 | 50,000 |
Advance received for common stock subscriptions | 278,400 | |
Net cash provided by financing activities | -35,000 | 328,400 |
Effect of exchange rates on cash | -5,183 | |
Increase (decrease) in cash | 37,832 | 5,418 |
Cash, beginning of period | 2,524 | 519 |
Cash, end of period | $40,356 | $5,937 |
Statement_of_Shareholders_Equi
Statement of Shareholders Equity (USD $) | Common Stock | Additional Paid-In Capital | Donated capital | Accumulated (deficit) during exploration stage | Total |
Beginning Balance, Amount at Aug. 31, 2014 | $1,416,136 | $13,131,129 | $77,627 | ($13,394,226) | $1,230,666 |
Beginning Balance, Shares at Aug. 31, 2014 | 1,416,136,507 | ||||
Net income (loss) for the period | -602,627 | -602,627 | |||
Ending Balance, Amount at Nov. 30, 2014 | $1,416,136 | $13,131,129 | $77,627 | ($13,996,853) | $628,040 |
Ending Balance, Shares at Nov. 30, 2014 | 1,416,136,507 |
Organization_Nature_of_Busines
Organization, Nature of Business, Going Concern and Management's Plans | 3 Months Ended |
Nov. 30, 2014 | |
Notes to Financial Statements | |
Organization, Nature of Business, Going Concern and Management's Plans | Panex Resources Inc. (‘Panex” or the “Company”) was incorporated in the State of Nevada on May 28, 2004. The Company is considered to be an Exploration Stage Company. The Company’s principal business is the acquisition and exploration of mineral resources. |
Going concern and management’s plans: | |
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. Since its inception on May 28, 2004, the Company has not generated revenue and has incurred net losses. | |
The Company incurred a net loss of $602,627 for the three months ended November 30, 2014, and a deficit accumulated during the exploration stage of $13,996,852 for the period May 28, 2004 (inception) through November 30, 2014. | |
Accordingly, it has not generated cash flow from operations and has primarily relied upon advances from shareholders and proceeds from equity financings to fund its operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. | |
The Company has no mineral property interests as of the date of this report. Certain mineral property interests are presently being considered, however it is too early to determine whether they may be considered appropriate for acquisition. | |
During the next 12 months, management’s objective is to recapitalize Panex, continue to raise new capital and to seek new investment opportunities in the mineral sector. Management believes that its worldwide industry contacts will make it possible to identify and assess new projects for acquisition purposes. | |
Panex is seeking a viable business opportunity through acquisition, merger or other suitable business combination method, with a focus on undervalued mineral properties for eventual acquisition. Panex intends to concentrate its acquisition efforts on mineral properties or mineral exploration businesses that management believes to be undervalued or that management believes may realize a substantial benefit from being publicly owned. Panex will continue to identify and assess undervalued mineral properties when capital raisings are completed. A small number of mineral properties are presently being reviewed, but it is too early to say whether they may be considered appropriate for acquisition. | |
The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts or classification of liabilities that may result from the possible inability of the Company to continue as a going concern. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended |
Nov. 30, 2014 | |
Notes to Financial Statements | |
Summary of Significant Accounting Policies | a. Basis of Preparation |
These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States (US GAAP). The Company’s fiscal year-end is August 31. | |
b. Use of Estimates | |
The preparation of financial statements in conformity with US GAAP 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. | |
c. Basic and Diluted Net Income (Loss) Per Share | |
Earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the reporting period including common stock issued effective the date committed. Common stock issuable is considered outstanding as of the original approval date for the purposes of earnings per share computations. Diluted earnings (loss) per common share is computed by dividing net earnings (loss) by the sum of (a) the basic weighted average number of shares of common stock outstanding during the period and (b) additional shares that would have been issued and potentially dilutive securities. During the reporting periods the diluted earnings (loss) per share was equivalent to the basic earnings (loss) per share because all potentially dilutive securities were anti-dilutive due to the net losses incurred. Potentially dilutive securities consist of stock options outstanding at the end of the reporting period. | |
d. Cash | |
Cash includes deposits in banks, which are unrestricted as to withdrawal or use. | |
e. Investments in Securities | |
The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. Marketable securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and are reported at fair value, with unrealized gains and losses are recognized in earnings. At November 30, 2014 investments consist of 43,705,232 shares (August 31, 2014, 55,705,232 shares) of Burey Gold Ltd., an Australian listed entity, which were acquired in August 2014 (note 7) and are accounted for as trading securities. Unrealized losses for the three months ended November 30, 2014 were approximately $508,000 (August 31, 2014 a gain of approximately $216,000). | |
f. Mineral Property and Exploration Costs | |
The Company has been in the exploration stage since its formation on May 28, 2004 and has not realized any revenues from its planned operations. It has been primarily engaged in the acquisition and exploration of mining properties. Mineral property acquisition and exploration costs are expensed as incurred. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs incurred to develop such property are capitalized. Such costs will be amortized using the units-of-production method over the estimated life of the probable reserve. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations. | |
g. Fair Value Measurements | |
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market. The Company uses a fair value hierarchy that has three levels of inputs, both observable and unobservable, with use of the lowest possible level of input to determine fair value. | |
Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities; | |
Level 2 - observable inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable; and | |
Level 3 - assets and liabilities whose significant value drivers are unobservable. | |
The Company's investments are classified as Level 1 and there are no Level 2 or 3 assets or liabilities. | |
Observable inputs are based on market data obtained from independent sources, while unobservable inputs are based on the Company’s market assumptions. Unobservable inputs require significant management judgment or estimation. In some cases, the inputs used to measure an asset or liability may fall into different levels of the fair value hierarchy. In those instances, the fair value measurement is required to be classified using the lowest level of input that is significant to the fair value measurement. Such determination requires significant management judgment. | |
Financial instruments, which include cash, accounts payable, and loans and borrowings, were estimated to approximate their carrying values due to the immediate or short-term maturity of these financial instruments. The fair value of amounts due to related parties are not practical to estimate, due to the related party nature of the underlying transactions. The financial risk to the Company’s operations arises from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk. | |
h. Income Taxes | |
The Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their tax bases, as well as net operating losses. | |
Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets or liabilities of a change in tax rates is recognized in the period in which the tax change occurs. A valuation allowance is provided to reduce the deferred tax assets to a level, that more likely than not, will be realized. | |
Management does not believe that the Company has any unrecognized tax positions. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. | |
i. Stock-Based Compensation | |
The Company accounts for share-based payments under the fair value method of accounting for stock-based compensation consistent with US GAAP. Under the fair value method, stock-based compensation cost is measured at the grant date based on the fair value of the award using the Black-Sholes option pricing model and is recognized to expense on a straight-line basis over the requisite service period, which is generally the vesting period. Where upon grant the options vest immediately the stock-based costs are expensed immediately. During the current period, there are no options outstanding. | |
j. Foreign Currency Translation and Transactions | |
The Company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated into the United States dollar using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the determination of income. | |
k. Concentration of Credit Risk | |
The Company’s financial instruments that are exposed to concentration of credit risk consist of cash. The Company’s cash is in demand deposit accounts placed with federally insured financial institutions in Canada. | |
l. Interim Financial Statements | |
In the opinion of management, the accompanying unaudited condensed financial statements contain all adjustments which include only normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period. | |
m. Recent Accounting Pronouncements | |
In June 2014, the Financial Accounting Standards Board issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company has elected to early adopt this standard commencing for the reporting period August 31, 2014. | |
In May 2014, FASB issued ASU No. 2014-09 “Revenue from Contracts from Customers,” which supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605),” and requires entities to recognize revenue in a way that depicts the transfer of potential goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to the exchange for those goods or services. ASU 2014-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and is to be applied retrospectively, with early adoption not permitted. The Company is currently evaluating the new standard and assessing the potential impact on its operations and financial statements. | |
Management has evaluated other recently issued accounting pronouncements to determine their applicability and does not believe that any of these pronouncements will have a significant impact on the Company’s financial statements. |
Stock_Options
Stock Options | 3 Months Ended |
Nov. 30, 2014 | |
Notes to Financial Statements | |
Stock Options | In August 2012, the Company's Board of Directors approved the issuance of stock options as an incentive to obtain services of key employees, directors and consultants of the Company. For the periods presented there were no stock options outstanding. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended | |
Nov. 30, 2014 | ||
Notes to Financial Statements | ||
Related Party Transactions | ||
a. | During the year ended August 31, 2014 Coresco forgave money owing for an amount of $50,430, which was reported as an extinguishment of liabilities in the Statements of Stockholder’s equity (deficiency) (November 30, 2014: $Nil). | |
b. | During November 2013, Ross Doyle, CFO, loaned the Company $50,000 as a short term unsecured bridge loan at an interest rate of 10% (November 30, 2014: Nil). The loan was subsequently debt settled for shares issued during the year ended August 31, 2014. | |
c. | The Company incurred $36,819 in total for management, exploration and contractor expenses during the quarter ended November 30, 2014 (November 30, 2013: $107,572). This amount is a combination of exploration contracting services, the CEO, Non-Executive Director, Company Secretarial and CFO of the Company. Total management fees for Coresco are determined in relation to the level of services required and comprise office rental, infrastructure, investor meeting rooms, company secretarial services, CEO, CFO, Technical Services and Non Executive Director fees. As of November 30, 2014, the Company has an accrued liability of $Nil for these services due to this related party (November 30, 2013: $126,654). | |
d. | During July 2014, Coresco loaned the Company $44,000, with no specified interest or due date. The parties may agree to settle the borrowing through repayment or issuance of equity. In August 2014, the Company repaid $9,000 of the loan and $35,000 is outstanding at August 31, 2014. During the quarter ended 30 November 2014 the balance of $35,000 was repaid in full. |
Loans_and_Borrowings
Loans and Borrowings | 3 Months Ended |
Nov. 30, 2014 | |
Notes to Financial Statements | |
Loans and Borrowings | In September 2012, November 2012 and June 2013 the Company received loan proceeds of $75,000, $25,000 and $10,000 respectively (totalling $110,000), from an unrelated third party. The loan is unsecured, and had no stated interest rate. $75,000 of these funds received was used to pay aged outstanding accounts payable in December 2012. During November 2013, the Company entered into a debt settlement agreement with this unrelated third party in consideration for the issuance of the Company’s common stock, par value $0.001, at a per share price of $0.001 per share. As a result, the Company extinguished $110,000, for a total of 110,000,000 shares at a price of $0.001 per share. |
During November 2013, Ross Doyle loaned the Company $50,000 as a short term unsecured bridge loan at an interest rate of 10% (November 30, 2012: Nil). The loan was subsequently debt settled during the quarter ended February 28, 2014. | |
During March 2014, the Company received loan proceeds of $300,000, from an unrelated third party. The loan is unsecured, and had no stated interest rate. The loan was assigned to Burey Gold Ltd upon the successful conclusion of the transaction with Burey Gold Ltd consummated on August 12, 2014. The funds received were used to pay aged outstanding accounts payable during the quarter ending May 31 2014. Of the total $300,000 loan proceeds, the full $300,000 was distributed directly by the lender to repay certain vendors of the Company in Democratic Republic of Congo, with the majority being license fees. | |
During June 2014, the Company received loan proceeds of $466,027 (AUD $500,000), from an unrelated third party. The loan is unsecured, and had no stated interest rate. The loan was assigned to Burey Gold Ltd after the successful conclusion of the transaction with Burey Gold Ltd consummated on August 12, 2014. The funds received were used to pay aged outstanding accounts payable during the quarter ending May 31, 2014. Of the total $466,027 loan proceeds, $96,027 was distributed directly by the lender to repay certain vendors of the Company in Democratic Republic of Congo. | |
During July 2014, the Company received loan proceeds of $80,000 from Burey Gold Ltd. The loan is unsecured and had no stated interest rate. The loan was assigned to Burey Gold Ltd upon successful conclusion of the transaction with Burey Gold Ltd consummated on August 12, 2014. | |
During July 2014, Coresco loaned the Company $44,000, with no specified interest or due date. The parties may agree to settle the borrowing through repayment or issuance of equity. In August 2014, the Company repaid $9,000 of the loan and $35,000 is outstanding at August 31, 2014. During the quarter ended 30 November 2014 the balance of $35,000 was repaid in full. |
Material_Contingencies_and_Com
Material Contingencies and Commitments | 3 Months Ended |
Nov. 30, 2014 | |
Notes to Financial Statements | |
Material Contingencies and Commitments | Panex has no material contingencies or long-term commitments. |
While Panex has raised capital to meet its working capital and financing needs in the past, additional financing is required in order to fully complete its plan of operation and launch its business operations. Panex is seeking financing in the form of equity in order to provide the necessary working capital. Panex currently has no commitments for financing. There are no assurances Panex will be completely successful in raising the funds required. |
Stockholders_Equity
Stockholders' Equity | 3 Months Ended |
Nov. 30, 2014 | |
Notes to Financial Statements | |
Stockholders' Equity Note | Common Stock |
On November 5, the Company filed a Form S-1 Registration Statement with the Securities and Exchange Commission, file number 333-172375, permitting Panex to offer up to 500,000,000 shares of common stock at $0.001 per share. The offering was being conducted on a best efforts basis and there will be no underwriter involved in this public offering. The Company is currently in communication with the Securities and Exchange Commission regarding the Form S-1 and the registration has not yet been declared effective. | |
During November 2013, the Company entered into debt settlement agreements with creditors in consideration for the issuance of the Company’s common stock, par value $0.001, at a per share price of $0.001 per share. As a result, the Company extinguished certain liabilities with creditors via debt settlement agreements for a total of $248,000, for a total of 248,000,000 shares at a price of $0.001 per share. The $0.001 per share value is consistent with the cash per share value received by the Company in a November 2013 stock transaction (described below). | |
During November 2013 (share certificates issued during quarter ended February 28, 2014), the Company entered into debt settlement agreements with creditors in consideration for the issuance of the Company’s common stock, par value $0.001, at a per share price of $0.001 per share. As a result, the Company extinguished certain liabilities with creditors via debt settlement agreements for a total of $50,975, for a total of 50,975,000 shares at a price of $0.001 per share. | |
On December 7, 2013 the Company entered into an agreement to acquire 85% of Amani Consulting SPRL currently in Joint Venture with state entity La Société Minière de Kilo Moto (Sokimo). Upon completion of the acquisition the Company will own an ultimate 55% interest in Giro Goldfields SPRL (Giro). Amani has a 65% interest and Sokimo has a 35% free carried interest in Giro which is comprised of two exploitation permits, PE’s 5046 and 5049, covering a surface area of 610sqkm. The permits lie within 20–30km west of Randgold/Ashanti’s 20Moz Kibali gold deposits. | |
Pursuant to the terms and conditions of the Term Sheet dated May 22, 2014 and final agreement executed in August 2014, Panex has assigned and surrendered all of the rights and interests it may have in the share purchase agreement dated December 7, 2013 with Amani (the "Purchase Agreement") to Burey Gold Limited ("Burey"). In addition, Panex has assigned to Burey all of its rights, title, and interest in the loans it has provided for the purpose of funding exploration on the Giro Project (the "Loans"). These loans totalled $846,027. In consideration of the assignment of all of Panex's rights and interests in the Purchase Agreement and the Loans Burey has issued an aggregate 55,705,232 shares in the capital of Burey to Panex (the "Burey Shares"). The parties agreed that the terms and conditions provided in the Term Sheet are binding. Certain shareholders of Panex are also officers and non-controlling shareholders of Burey; however, Panex has no board or other management rights in the operations of Burey. The Burey Shares represented approximately 11.8% of the total outstanding share issuances of Burey. Burey is listed on the Australian Securities Exchange and the Burey Shares issued to Panex are fully tradeable. At the date of the final executed agreement, the Company’s carrying value of the Amani agreement was nil as the Company previously expensed all Amani related exploration costs, the Burey shares had a fair value of $1,135,000 (trading for AUD $0.022 per share), and the loans assigned to Burey totalled $846,000 resulting is a gain of approximately $1,981,000. During the quarter ended November 30, 2014, the Company sold 12,000,000 shares of Burey ordinary shares for cash proceeds of approximately $208,000. At November 30, 2014, Burey ordinary shares were trading for AUD $0.017 per share. | |
On July 23, 2014 the Company approved a conditional equity financing to raise working capital for operations, exploration and administration. On August 12, 2014 the Company issued 861,900 restricted shares of common stock at a price of $0.001 per share to raise the working capital. The Company set the value of the restricted shares arbitrarily without reference to its assets, book value, revenues or other established criteria of value. All the restricted shares to be issued in the offering were issued for investment purposes in “private transactions”. | |
Financing Activities: | |
During November 2013, the Company entered into debt settlement agreements with creditors in consideration for the issuance of the Company’s common stock, par value $0.001, at a per share price of $0.001 per share. As a result, the Company extinguished certain liabilities with creditors via debt settlement agreements for a total of $248,000, for a total of 248,000,000 shares at a price of $0.001 per share. | |
During November 2013, Ross Doyle loaned the Company $50,000 as a short term unsecured bridge loan at an interest rate of 10% (November 30, 2012: Nil), which was subsequently debt settled. | |
Through May 31, 2014, $861,900 was received in advance for subscriptions for 861,900,000 shares of common stock paid at $0.001 per share. In addition, 50,975,000 shares of common stock at $0.001 per share were issued in consideration of settlement of liabilities of $50,975 during the quarter ended February 28, 2014. Of these 861,900,000 shares, 40,300,000 have been issued during the quarter ended May 31, 2014 and the rest have been issued during the quarter ended 31 August, 2014. | |
During May 2014, the Company entered into debt settlement agreements with creditors in consideration for the issuance of the Company’s common stock, par value $0.001, at a per share price of $0.001 per share. As a result, the Company extinguished certain liabilities with creditors via debt settlement agreements for a total of $87,000, for a total of 87,000,000 shares at a price of $0.001 per share. The shares were issued during the quarter ended August 31, 2014. | |
During June 2014, the Company received loan proceeds of $466,027 (AUD $500,000), from an unrelated third party. The loan is unsecured, and had no stated interest rate. The loan was assigned to Burey Gold Ltd after the successful conclusion of the transaction with Burey Gold Ltd consummated on August 12, 2014. The funds received were used to pay aged outstanding accounts payable during the quarter ending May 31, 2014. Of the total $466,027 loan proceeds, $96,027 was distributed directly by the lender to repay certain vendors of the Company in Democratic Republic of Congo. On July 23, 2014 the Company approved a conditional equity financing to raise up to $958,600 in working capital for operations, exploration and administration. On August 12, 2014 the Company issued 958,600,000 restricted shares of common stock at a price of $0.001 per share to raise the working capital. The Company set the value of the restricted shares arbitrarily without reference to its assets, book value, revenues or other established criteria of value. All the restricted shares to be issued in the offering were issued for investment purposes in “private transactions”. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Nov. 30, 2014 | |
Notes to Financial Statements | |
Subsequent Events | Other than as disclosed in the financial statements there are no subsequent events to report at lodgement date. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Nov. 30, 2014 | |
Summary Of Significant Accounting Policies Policies | |
Basis of Preparation | These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States (US GAAP). The Company’s fiscal year-end is August 31. |
Use of Estimates | The preparation of financial statements in conformity with US GAAP 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. |
Basic and Diluted Net Income (loss) Per Share | Earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the reporting period including common stock issued effective the date committed. Common stock issuable is considered outstanding as of the original approval date for the purposes of earnings per share computations. Diluted earnings (loss) per common share is computed by dividing net earnings (loss) by the sum of (a) the basic weighted average number of shares of common stock outstanding during the period and (b) additional shares that would have been issued and potentially dilutive securities. During the reporting periods the diluted earnings (loss) per share was equivalent to the basic earnings (loss) per share because all potentially dilutive securities were anti-dilutive due to the net losses incurred. Potentially dilutive securities consist of stock options outstanding at the end of the reporting period. |
Cash Policy | Cash includes deposits in banks, which are unrestricted as to withdrawal or use. |
Investments in Securities, Policy | The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. Marketable securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and are reported at fair value, with unrealized gains and losses are recognized in earnings. At November 30, 2014 investments consist of 43,705,232 shares (August 31, 2014, 55,705,232 shares) of Burey Gold Ltd., an Australian listed entity, which were acquired in August 2014 (note 7) and are accounted for as trading securities. Unrealized losses for the three months ended November 30, 2014 were approximately $508,000 (August 31, 2014 a gain of approximately $216,000). |
Mineral Property and Exploration Costs Policy | The Company has been in the exploration stage since its formation on May 28, 2004 and has not realized any revenues from its planned operations. It has been primarily engaged in the acquisition and exploration of mining properties. Mineral property acquisition and exploration costs are expensed as incurred. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs incurred to develop such property are capitalized. Such costs will be amortized using the units-of-production method over the estimated life of the probable reserve. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations. |
Fair Value Measurements | Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market. The Company uses a fair value hierarchy that has three levels of inputs, both observable and unobservable, with use of the lowest possible level of input to determine fair value. |
Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities; | |
Level 2 - observable inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable; and | |
Level 3 - assets and liabilities whose significant value drivers are unobservable. | |
The Company's investments are classified as Level 1 and there are no Level 2 or 3 assets or liabilities. | |
Observable inputs are based on market data obtained from independent sources, while unobservable inputs are based on the Company’s market assumptions. Unobservable inputs require significant management judgment or estimation. In some cases, the inputs used to measure an asset or liability may fall into different levels of the fair value hierarchy. In those instances, the fair value measurement is required to be classified using the lowest level of input that is significant to the fair value measurement. Such determination requires significant management judgment. | |
Financial instruments, which include cash, accounts payable, and loans and borrowings, were estimated to approximate their carrying values due to the immediate or short-term maturity of these financial instruments. The fair value of amounts due to related parties are not practical to estimate, due to the related party nature of the underlying transactions. The financial risk to the Company’s operations arises from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk. | |
Income Tax Policy | The Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their tax bases, as well as net operating losses. |
Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets or liabilities of a change in tax rates is recognized in the period in which the tax change occurs. A valuation allowance is provided to reduce the deferred tax assets to a level, that more likely than not, will be realized. | |
Management does not believe that the Company has any unrecognized tax positions. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. | |
Stock-based Compensation Policy | The Company accounts for share-based payments under the fair value method of accounting for stock-based compensation consistent with US GAAP. Under the fair value method, stock-based compensation cost is measured at the grant date based on the fair value of the award using the Black-Sholes option pricing model and is recognized to expense on a straight-line basis over the requisite service period, which is generally the vesting period. Where upon grant the options vest immediately the stock-based costs are expensed immediately. During the current period, there are no options outstanding. |
Foreign Currency Translation and Transactions | The Company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated into the United States dollar using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the determination of income. |
Concentration of Credit Risk | The Company’s financial instruments that are exposed to concentration of credit risk consist of cash. The Company’s cash is in demand deposit accounts placed with federally insured financial institutions in Canada. |
Interim Financial Statements | In the opinion of management, the accompanying unaudited condensed financial statements contain all adjustments which include only normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period. |
Recent Accounting Pronouncements | In June 2014, the Financial Accounting Standards Board issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company has elected to early adopt this standard commencing for the reporting period August 31, 2014. |
In May 2014, FASB issued ASU No. 2014-09 “Revenue from Contracts from Customers,” which supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605),” and requires entities to recognize revenue in a way that depicts the transfer of potential goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to the exchange for those goods or services. ASU 2014-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and is to be applied retrospectively, with early adoption not permitted. The Company is currently evaluating the new standard and assessing the potential impact on its operations and financial statements. | |
Management has evaluated other recently issued accounting pronouncements to determine their applicability and does not believe that any of these pronouncements will have a significant impact on the Company’s financial statements. |
Organization_Nature_of_Busines1
Organization, Nature of Business, Going Concern and Management's Plans (Details Narrative) (USD $) | 3 Months Ended | 126 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | |
Organization Nature Of Business Going Concern And Managements Plans Details Narrative | |||
Net income (loss) | ($602,627) | ($532,876) | |
Deficit accumulated during the exploration stage | $13,996,852 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details Narrative) (USD $) | 3 Months Ended | 12 Months Ended |
Nov. 30, 2014 | Aug. 31, 2014 | |
Summary Of Significant Accounting Policies Details Narrative | ||
Marketable securities owned | 43,705,232 | 55,705,232 |
Marketable securities, unrealized gains & losses | ($508,000) | $216,000 |
Related_Party_Transactions_Det
Related Party Transactions (Details Narrative) (USD $) | 3 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Aug. 31, 2014 | |
Accrued liability due for services | $45,523 | ||
Loan amount repaid | 35,000 | -50,000 | |
Loan balance | 35,000 | ||
CEO, Non Executive Director and CFO | |||
Related party management, exploration and contractor expenses | 36,819 | 107,572 | |
Accrued liability due for services | 126,654 | ||
Coresco | |||
Loan amount repaid | 35,000 | ||
Loan balance | $35,000 |
Loans_and_Borrowings_Details_N
Loans and Borrowings (Details Narrative) (USD $) | 3 Months Ended | |
Nov. 30, 2014 | Nov. 30, 2013 | |
Loan amount repaid | $35,000 | ($50,000) |
Coresco | ||
Loan amount repaid | $35,000 |
Stockholders_Equity_Note_Detai
Stockholders' Equity Note (Details Narrative) (USD $) | 3 Months Ended |
Nov. 30, 2014 | |
Stockholders Equity Note Details Narrative | |
Proceeds | $208,000 |
Shares issued | 12,000,000 |
Weighted average exercise price, options granted in AUD | $0.02 |