Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Jan. 31, 2018 | Jul. 31, 2017 | |
Document and Entity Information: | ||
Entity Registrant Name | STWC. Holdings, Inc. | |
Document Type | 10-K | |
Document Period End Date | Jan. 31, 2018 | |
Trading Symbol | stwc | |
Amendment Flag | false | |
Entity Central Index Key | 1,400,683 | |
Current Fiscal Year End Date | --01-31 | |
Entity Common Stock, Shares Outstanding | 27,140,550 | |
Entity Public Float | $ 0 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | FY |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) | Jan. 31, 2018 | Jan. 31, 2017 | |||
Current assets: | |||||
Cash | $ 27,925 | $ 133,189 | |||
Accounts Receivable | 5,000 | ||||
Inventory | 11,888 | ||||
Prepaid expenses and other assets | 17,592 | ||||
Assets of discontinued operations, net | 663,280 | ||||
Total current assets | 62,405 | 796,469 | |||
Office equipment | 3,773 | [1] | 1,325 | [2] | |
Equity method investment in unconsolidated subsidiary | 39,159 | ||||
Notes receivable | 94,061 | ||||
Trademark | 8,021 | [3] | 8,753 | [4] | |
Total assets | 168,260 | 845,706 | |||
Current liabilities: | |||||
Accounts payable and accrued expenses | 366,438 | 190,958 | |||
Due to related party | 490,970 | 298,731 | |||
Deferred revenue | 150,000 | ||||
Liabilities of discontinued operations | 3,757,471 | ||||
Total current liabilities | 1,007,408 | 4,247,160 | |||
Stockholders' deficit | |||||
Common stock | [5] | 0 | 0 | ||
Additional Paid in Capital | 5,325,684 | 3,152,658 | |||
Retained deficit | (6,164,832) | (6,554,112) | |||
Total stockholders' deficit | (839,148) | (3,401,454) | |||
Total liabilities and stockholders' deficit | $ 168,260 | $ 845,706 | |||
[1] | Net of accumulated amortization and depreciation of $24,703 at January 31, 2018. | ||||
[2] | Net of accumulated amortization and depreciation of $23,126 at January 31, 2017. | ||||
[3] | Net of accumulated amortization of $2,989 at January 31, 2018. | ||||
[4] | Net of accumulated amortization of $2,257 at January 31, 2017. | ||||
[5] | No par value, 100,000,000 shares authorized, 27,140,550 issued and outstanding at January 31, 2018 and 2017. |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Jan. 31, 2018 | Jan. 31, 2017 | |
Statement of Income | ||
Consulting services | $ 263,500 | $ 23,250 |
Cost of consulting services | (233,529) | |
Gross profit | 29,971 | 23,250 |
Operating costs and expenses | ||
Rents and other occupancy | 67,927 | 64,203 |
Compensation | 523,805 | 732,203 |
Professional, legal and consulting | 193,950 | 182,581 |
Depreciation and amortization | 2,308 | 8,575 |
General and administrative | 307,023 | 299,789 |
Total operating costs and expenses | 1,095,013 | 1,287,351 |
Loss from continuing operations | (1,065,042) | (1,264,101) |
Other costs and expenses | ||
Loss on equity investment in unconsolidated subsidiary | (24,159) | 7,500 |
Interest and financing costs | (1,016) | (4,501) |
Loss from continuing operations, before provision for taxes on income | (1,090,217) | (1,261,102) |
Loss from continuing operations, net of tax | (1,090,217) | (1,261,102) |
Income from discontinued operations, net of tax | 1,479,497 | 285,682 |
Net (loss) | $ 389,280 | $ (975,420) |
Basic earnings and fully diluted loss per common share - Continuing operations | $ (0.04) | $ (0.05) |
Basic earnings and fully diluted loss per common share - Discontinued operations | $ 0.05 | $ 0.01 |
Basic and fully diluted weighted average number of shares outstanding | 27,140,550 | 27,140,550 |
CONDENSED STATEMENT OF CASH FLO
CONDENSED STATEMENT OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | ||
Cash flows from operating activities: | |||
Net (loss) | $ 389,280 | $ (975,420) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Decrease (Increase) in prepaid expenses and other assets | (17,592) | ||
Depreciation and Amortization | 1,576 | 7,843 | |
Decrease in trademark | 732 | 732 | |
Increase in accounts receivable | (5,000) | ||
Increase in inventory | (11,888) | ||
Increase in accounts payable and accrued expenses | 175,480 | 26,343 | |
Increase in deferred revenue | 150,000 | ||
Earnings/loss on equity investment in unconsolidated subsidiary | 24,159 | (7,500) | |
Net cash flow provided by/used in operating activities from continuing operations | 790,772 | (736,540) | |
Net cash flow used in operating activities from discontinued operations | (1,047,215) | (266,958) | |
Net cash flow used in operating activities | (256,443) | (1,003,498) | |
Cash flows from investing activities: | |||
Purchase of equipment | (20,000) | ||
Net cash flow used in investing activities from continuing operations | (20,000) | ||
Net cash flow provided by investing activities from discontinued activities | 2,137,026 | 1,000,000 | |
Net cash flow provided by investing activities | 2,137,026 | 980,000 | |
Cash flows from financing activities: | |||
Cash advances for notes receivable | [1] | (94,061) | 0 |
Cash advances from related parties | 108,214 | 298,731 | |
Net cash flows from financing activities from continuing operations | 14,153 | 298,731 | |
Net cash flow from financing activities from discontinued activities | (2,000,000) | (293,355) | |
Net cash flows from financing activities | (1,985,847) | 5,376 | |
Net cash flows | (105,264) | (18,123) | |
Cash and equivalent, beginning of period | 133,189 | 151,311 | |
Cash and equivalent, end of period | 27,925 | 133,189 | |
Supplemental cash flow disclosures: | |||
Cash paid for interest | $ 171,736 | $ 759,526 | |
[1] | For Puerto Rico notes receivable. |
STATEMENT OF CHANGES IN STOCKHO
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICT) For the Years ending January 31, 2018 and January 31, 2017 - USD ($) | Total | Common Stock | Additional Capital In Excess of Par Value | Deficit Accumulated |
Balance, Value at Jan. 31, 2016 | $ (2,426,034) | $ 3,152,658 | $ (5,578,692) | |
Balance, Shares at Jan. 31, 2016 | 27,140,550 | |||
Profit (loss) | (975,420) | (975,420) | ||
Balance, Value at Jan. 31, 2017 | (3,401,454) | 3,152,658 | (6,554,112) | |
Balance, Shares at Jan. 31, 2017 | 27,140,550 | |||
Gain from related party transaction | 2,173,026 | 2,173,026 | ||
Profit (loss) | 389,280 | 389,280 | ||
Balance, Value at Jan. 31, 2018 | $ (839,148) | $ 5,325,684 | $ (6,164,832) | |
Balance, Shares at Jan. 31, 2018 | 27,140,550 |
Note 1 - Organization
Note 1 - Organization | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 1 - Organization | Note 1 Organization STWC HOLDINGS, INC., formerly known as Strainwise, Inc., (identified in these footnotes as "STWC" "we" "us" or the "Company") provides branding marketing, administrative, accounting, financial and compliance services ("Fulfillment Services") to entities in the cannabis retail and production industry. The Company was incorporated in the state of Colorado as a limited liability company on June 8, 2012, and subsequently converted to a Colorado corporation on January 16, 2014. The Company was established to provide sophisticated Fulfillment Services to medical and retail stores, and cultivation facilities in the regulated cannabis industry throughout the United States. Such Fulfillment Services would only be provided to stores and facilities located in geographical areas where the governing state and local ordinances allow for the unfettered provisions of such services. The Fulfillment Services that we currently are able to provide are summarized, as follows: Opportunity Assessment: For a standard fee, we will complete an Opportunity Assessment for a client, which would include financial modeling, completed with the Company's proprietary assessment software. Application Filing Assistance: Based upon the Company's knowledge of the various rules and regulations of respective state and local jurisdictions, the Company will provide turn-key application preparation and submission services for a client, and/or provide consulting assistance to a client who is self-preparing their application. Branding, Marketing and Administrative Consulting Services: Customers may contract with us to use the Strainwise® name, logo and affinity images in their retail store locations. A monthly fee will permit a branding customer to use the Strainwise® brand at a specific location. In addition, we will assist operators in marketing and managing their businesses, setting up new retail locations and general business planning and execution at an hourly rate. This includes services to establish an efficient, predictable production process, as well as, nutrient recipes for consistent and appealing marijuana strains. Accounting and Financial Services: For a monthly fee, we will provide a customers with a fully implemented general ledger system, with an industry centric chart of accounts, which enables management to readily monitor and manage all facets of a marijuana medical dispensary and cultivation facility. We will provide bookkeeping, accounts payable processing, cash management, general ledger processing, financial statement preparation, state and municipal sales tax filings, and state and federal income tax compilation and filings. Compliance Services: The rules, regulations and state laws governing the production, distribution and retail sale of marijuana can be complex, and compliance may prove cumbersome. Thus, customers may contract with us to implement a compliance process, based upon the number and type of licenses and permits for their specific business. We will provide this service on both an hourly rate and stipulated monthly fee. Lending: We will provide loans to individuals and businesses in the cannabis industry. We do NOT |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 2 - Summary of Significant Accounting Policies | Note 2 Summary of significant accounting policies Use of estimates Cash and cash equivalents Prepaid expenses and other assets Tenant improvements and office equipment Tenant improvements and office equipment, net of accumulated amortization and depreciation are comprised of the following: January 31, 2018 January 31, 2017 Leasehold improvements $ 2,200 $ 2,200 Office equipment, furniture and fixtures 26,276 22,251 28,476 24,451 Accumulated amortization and depreciation (24,703 ) (23,126) $ 3,773 $ 1,325 Tenant improvements are amortized over the term of the lease, and office equipment is depreciated over its useful lives, which has been deemed by management to be three years. Amortization and depreciation expense related to tenant improvements and office equipment for the fiscal years ended January 31, 2018 and 2017 was $1,576 and $7,843, respectively. Income taxes Investment in Unconsolidated Entity Accounting Standard Codification 810-10, Consolidation-Overall Fair value of 50% interest at January 31, 2017 $ 39,159 Distribution during current period (15,000 ) Recognition of operating loss of the current period (24,159 ) Fair value at January 31, 2017 $ SSL was dissolved during 2018. Long-Lived Assets Trademarks Gross Carrying Amount Accumulated Amortization Net Trademarks $ 11,010 $ 2,989 $ 8,021 Discontinued Operations Discontinued Operations Income Statement Year Ended January 31, 2018 2017 Rental income from the Regulated Entities (Affiliates) $ 2,342,391 $ 3,895,191 Total revenues 2,342,391 3,895,191 Operating costs and expenses Reserve for amounts due from Regulated Entities (Affiliates) 657,402 (467,392 ) Rents and other occupancy 1,762,858 3,283,656 Depreciation and amortization 146,150 183,105 Total operating costs and expenses 2,566,410 2,999,369 Loss from continuing operations (224,019 ) 895,822 Other income and (expenses) Interest expense (171,636 ) (987,075 ) Gain on settlement and cancellation of leases 1,959,177 Gain on sale of assets 376,935 Income (loss) from discontinued operations $ 1,563,522 $ 285,682 Discontinued Operations Balance Sheet January 31, 2018 2017 ASSETS Due from Regulated Entities (Affiliates), net of collection allowance reserve of $ and $2,523,681 at January 31, 2018 and 2017, respectively $ $ Tenant improvements and office equipment, net of accumulated amortization and depreciation of $ and $147,271 at January 31, 2018 and 2017, respectively 353,940 Commercial operating property, net of accumulated amortization of $ and $5,641 at January 31, 2018 and 2017, respectively 109,340 Prepaid expenses and other assets 200,000 Total assets $ $ 663,280 LIABILITIES Accounts payable and accrued expenses $ $ 231,092 Accrued interest payable 423,522 Deferred rent 1,102,857 Notes payable 2,000,000 Total liabilities $ $ 3,757,471 Comprehensive Income (Loss) Net income per share of common stock Earnings per Share Recently Issued Accounting Pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company's financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and ensure that there are proper controls in place to ascertain that the Company's financial statements properly reflect the change. New pronouncements assessed by the Company recently are discussed below: In August 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers Revenue Recognition Revenue Recognition- Construction-Type and Production-Type Contracts Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases In July 2016, the FASB issued ASU No. 2016-13, Financial Instruments Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments |
Note 3 - Going Concern
Note 3 - Going Concern | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 3 - Going Concern: | Note 3 Going concern: The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. Since inception, we have not achieved profitable operations, and have cumulative losses through January 31, 2018 of $6.2 million. The Company's losses to date raise substantial doubt about the Company's ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon the Company's achieving a sustainable level of profitability. The Company intends to continue financing its future development activities and its working capital needs largely from the private sale of the Company's securities, with additional funding from other traditional financing sources, including convertible term notes, until such time that funds provided by operations are sufficient to fund working capital requirements. However, the financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Note 4 - Fair Value of Financia
Note 4 - Fair Value of Financial Instruments | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 4 - Fair Value of Financial Instruments | Note 4 Fair value of financial instruments The carrying amounts of cash and current liabilities approximate fair value because of the short maturity of these items. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates. We do not hold or issue financial instruments for trading purposes, nor do we utilize derivative instruments in the management of the Company's foreign exchange, commodity price or interest rate market risks. The FASB Codification clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. |
Note 5 - Operating Leases
Note 5 - Operating Leases | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 5 - Operating Leases | Note 5 Operating Leases The Company entered into a lease agreement with an affiliate for the Company's corporate office needs, consisting of 6,176 square feet of office space. The lease originally provided for a 31-month period, that commenced in January 2014 through October 31, 2016. The lease was extended in November 2016 for a 5-year period ending October 31, 2021. This lease to the Company is on the same terms and conditions as is the direct lease between the affiliate and the independent lessor. Consequently, management believes that the lease terms to the Company are comparable to lease terms we would receive directly from third party lessors in the Company's market, because the related party terms mirror the terms of the direct lease between the independent, third party lessor and the affiliated entity. During the year's ended January 31, 2018 and 2017, rent expense was $67,927 and $64,203, respectively. As of January 31, 2018, future minimum lease payments are as follows: For the Fiscal Year Ending January 31, 2019 $ 54,250 2020 55,250 2021 56,250 2022 42,750 Thereafter Total minimum lease payments $ 208,500 |
Note 6 - Notes Receivable
Note 6 - Notes Receivable | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 6 - Notes Receivable | Note 6 Notes Receivable The Company entered into management and licensing agreements with a private entity in Puerto Rico 49% owned by Erin Phillips to operate five dispensaries and two cultivation operations in Puerto Rico. In conjunction with these agreements, the Company as begun providing funds to operate the Puerto Rico operations, which will be evidenced by a promissory note. The terms have not been finalized on this note and currently there is no specified terms to the agreement. Through January 31, 2018 the Company has advanced $94,061 related to the note. For additional information see the Company's Current Report on Form 8-K filed with the SEC on June 19, 2018. |
Note 7 - Income Taxes
Note 7 - Income Taxes | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 7 - Income Taxes: | Note 7 Income Taxes: The Company uses the liability method of accounting for income taxes under which deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the accounting bases and the tax bases of the Company's assets and liabilities. The deferred tax assets and liabilities are computed using enacted tax rates in effect for the year in which the temporary differences are expected to reverse. The Company adopted the provisions of ASC 740, "Income Taxes" on July 1, 2007. FASB ASC 740 provides detailed guidance for the financial statement recognition, measurement and disclosure of uncertain tax positions recognized in the financial statements. Tax positions must meet a "more-likely-than-not" recognition threshold at the effective date to be recognized upon the adoption of FASB ASC 740 and in subsequent periods. The components of the income tax provision are as follows: Year Ended January 31, 2018 2017 Income tax expense (benefit): Current: Federal $ 138,483 $ (345,893 ) State 18,024 (41,911 ) Deferred income tax expense (benefit): 156,507 (387,804 ) Valuation allowance (156,507 ) 387,804 Provision $ $ We have a net operating loss carryforward for financial statement reporting purposes of $6,164,832 and $6,554,112 from the years ended January 31, 2018 and 2017, respectively. |
Note 8 - Due To Related Party
Note 8 - Due To Related Party | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 8 - Due To Related Party | Note 8 Due to Related Party The Company borrowed $192,239 from related parties to fund operations during the year ended January 31, 2018. The loans do not carry an interest rate and do not have a maturity date. As of January 31, 2018, and 2017, the Company owed related parties $490,970 and $298,731, respectively. |
Note 9 - Contingencies
Note 9 - Contingencies | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 9 - Contingencies | Note 9 Contingencies Subsequent to the end of the quarter, the Company was named as a defendant in one civil suit filed with the District Court of the City and County of Denver, Colorado (the "Court"): This discussion of the Headgate Agreement is qualified in its entirety by the provisions of the agreement, which was attached as an Exhibit to the Company's Current Report on Form 8-K filed with the SEC on June 19, 2018. |
Note 10 - Subsequent Events
Note 10 - Subsequent Events | 12 Months Ended |
Jan. 31, 2018 | |
Notes | |
Note 10 - Subsequent Events | Note 10 Subsequent Events GAAP requires an entity to disclose events that occur after the balance sheet date but before financial statements are issued or are available to be issued ("subsequent events") as well as the date through which an entity has evaluated subsequent events. There are two types of subsequent events. The first type consists of events or transactions that provide additional evidence about conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, ("recognized subsequent events"). The second type consists of events that provide evidence about conditions that did not exist at the date of the balance sheet but arose subsequent to that date ("non-recognized subsequent events"). Recognized Subsequent Events None. Unrecognized Subsequent Events None. |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies: Use of Estimates, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Use of Estimates, Policy | Use of estimates |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies: Cash and Cash Equivalents, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Cash and Cash Equivalents, Policy | Cash and cash equivalents |
Note 2 - Summary of Significa_4
Note 2 - Summary of Significant Accounting Policies: Prepaid expenses and other assets, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Prepaid expenses and other assets, Policy | Prepaid expenses and other assets |
Note 2 - Summary of Significa_5
Note 2 - Summary of Significant Accounting Policies: Property, Plant and Equipment, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Property, Plant and Equipment, Policy | Tenant improvements and office equipment Tenant improvements and office equipment, net of accumulated amortization and depreciation are comprised of the following: January 31, 2018 January 31, 2017 Leasehold improvements $ 2,200 $ 2,200 Office equipment, furniture and fixtures 26,276 22,251 28,476 24,451 Accumulated amortization and depreciation (24,703 ) (23,126) $ 3,773 $ 1,325 Tenant improvements are amortized over the term of the lease, and office equipment is depreciated over its useful lives, which has been deemed by management to be three years. Amortization and depreciation expense related to tenant improvements and office equipment for the fiscal years ended January 31, 2018 and 2017 was $1,576 and $7,843, respectively. |
Note 2 - Summary of Significa_6
Note 2 - Summary of Significant Accounting Policies: Income Tax, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Income Tax, Policy | Income taxes |
Note 2 - Summary of Significa_7
Note 2 - Summary of Significant Accounting Policies: Investment, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Investment, Policy | Investment in Unconsolidated Entity Accounting Standard Codification 810-10, Consolidation-Overall Fair value of 50% interest at January 31, 2017 $ 39,159 Distribution during current period (15,000 ) Recognition of operating loss of the current period (24,159 ) Fair value at January 31, 2017 $ SSL was dissolved during 2018. |
Note 2 - Summary of Significa_8
Note 2 - Summary of Significant Accounting Policies: Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy | Long-Lived Assets |
Note 2 - Summary of Significa_9
Note 2 - Summary of Significant Accounting Policies: Goodwill and Intangible Assets, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Goodwill and Intangible Assets, Policy | Trademarks Gross Carrying Amount Accumulated Amortization Net Trademarks $ 11,010 $ 2,989 $ 8,021 |
Note 2 - Summary of Signific_10
Note 2 - Summary of Significant Accounting Policies: Discontinued Operations, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Discontinued Operations, Policy | Discontinued Operations Discontinued Operations Income Statement Year Ended January 31, 2018 2017 Rental income from the Regulated Entities (Affiliates) $ 2,342,391 $ 3,895,191 Total revenues 2,342,391 3,895,191 Operating costs and expenses Reserve for amounts due from Regulated Entities (Affiliates) 657,402 (467,392 ) Rents and other occupancy 1,762,858 3,283,656 Depreciation and amortization 146,150 183,105 Total operating costs and expenses 2,566,410 2,999,369 Loss from continuing operations (224,019 ) 895,822 Other income and (expenses) Interest expense (171,636 ) (987,075 ) Gain on settlement and cancellation of leases 1,959,177 Gain on sale of assets 376,935 Income (loss) from discontinued operations $ 1,563,522 $ 285,682 Discontinued Operations Balance Sheet January 31, 2018 2017 ASSETS Due from Regulated Entities (Affiliates), net of collection allowance reserve of $ and $2,523,681 at January 31, 2018 and 2017, respectively $ $ Tenant improvements and office equipment, net of accumulated amortization and depreciation of $ and $147,271 at January 31, 2018 and 2017, respectively 353,940 Commercial operating property, net of accumulated amortization of $ and $5,641 at January 31, 2018 and 2017, respectively 109,340 Prepaid expenses and other assets 200,000 Total assets $ $ 663,280 LIABILITIES Accounts payable and accrued expenses $ $ 231,092 Accrued interest payable 423,522 Deferred rent 1,102,857 Notes payable 2,000,000 Total liabilities $ $ 3,757,471 |
Note 2 - Summary of Signific_11
Note 2 - Summary of Significant Accounting Policies: Comprehensive Income, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Comprehensive Income, Policy | Comprehensive Income (Loss) |
Note 2 - Summary of Signific_12
Note 2 - Summary of Significant Accounting Policies: Earnings Per Share, Policy (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Earnings Per Share, Policy | Net income per share of common stock Earnings per Share |
Note 2 - Summary of Signific_13
Note 2 - Summary of Significant Accounting Policies: Recently Issued Accounting Pronouncements (Policies) | 12 Months Ended |
Jan. 31, 2018 | |
Policies | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company's financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and ensure that there are proper controls in place to ascertain that the Company's financial statements properly reflect the change. New pronouncements assessed by the Company recently are discussed below: In August 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers Revenue Recognition Revenue Recognition- Construction-Type and Production-Type Contracts Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases In July 2016, the FASB issued ASU No. 2016-13, Financial Instruments Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments |
Note 2 - Summary of Signific_14
Note 2 - Summary of Significant Accounting Policies: Property, Plant and Equipment, Policy: Property, Plant and Equipment (Tables) | 12 Months Ended |
Jan. 31, 2018 | |
Tables/Schedules | |
Property, Plant and Equipment | January 31, 2018 January 31, 2017 Leasehold improvements $ 2,200 $ 2,200 Office equipment, furniture and fixtures 26,276 22,251 28,476 24,451 Accumulated amortization and depreciation (24,703 ) (23,126) $ 3,773 $ 1,325 |
Note 2 - Summary of Signific_15
Note 2 - Summary of Significant Accounting Policies: Investment, Policy: Equity Method Investments (Tables) | 12 Months Ended |
Jan. 31, 2018 | |
Tables/Schedules | |
Equity Method Investments | Fair value of 50% interest at January 31, 2017 $ 39,159 Distribution during current period (15,000 ) Recognition of operating loss of the current period (24,159 ) Fair value at January 31, 2017 $ |
Note 2 - Summary of Signific_16
Note 2 - Summary of Significant Accounting Policies: Goodwill and Intangible Assets, Policy: Schedule of Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Jan. 31, 2018 | |
Tables/Schedules | |
Schedule of Intangible Assets and Goodwill | Gross Carrying Amount Accumulated Amortization Net Trademarks $ 11,010 $ 2,989 $ 8,021 |
Note 2 - Summary of Signific_17
Note 2 - Summary of Significant Accounting Policies: Discontinued Operations, Policy: Disposal Groups, Including Discontinued Operations (Tables) | 12 Months Ended |
Jan. 31, 2018 | |
Tables/Schedules | |
Disposal Groups, Including Discontinued Operations | Discontinued Operations Income Statement Year Ended January 31, 2018 2017 Rental income from the Regulated Entities (Affiliates) $ 2,342,391 $ 3,895,191 Total revenues 2,342,391 3,895,191 Operating costs and expenses Reserve for amounts due from Regulated Entities (Affiliates) 657,402 (467,392 ) Rents and other occupancy 1,762,858 3,283,656 Depreciation and amortization 146,150 183,105 Total operating costs and expenses 2,566,410 2,999,369 Loss from continuing operations (224,019 ) 895,822 Other income and (expenses) Interest expense (171,636 ) (987,075 ) Gain on settlement and cancellation of leases 1,959,177 Gain on sale of assets 376,935 Income (loss) from discontinued operations $ 1,563,522 $ 285,682 |
Note 2 - Summary of Signific_18
Note 2 - Summary of Significant Accounting Policies: Discontinued Operations, Policy: Schedule of Other Assets and Other Liabilities (Tables) | 12 Months Ended |
Jan. 31, 2018 | |
Tables/Schedules | |
Schedule of Other Assets and Other Liabilities | Discontinued Operations Balance Sheet January 31, 2018 2017 ASSETS Due from Regulated Entities (Affiliates), net of collection allowance reserve of $ and $2,523,681 at January 31, 2018 and 2017, respectively $ $ Tenant improvements and office equipment, net of accumulated amortization and depreciation of $ and $147,271 at January 31, 2018 and 2017, respectively 353,940 Commercial operating property, net of accumulated amortization of $ and $5,641 at January 31, 2018 and 2017, respectively 109,340 Prepaid expenses and other assets 200,000 Total assets $ $ 663,280 LIABILITIES Accounts payable and accrued expenses $ $ 231,092 Accrued interest payable 423,522 Deferred rent 1,102,857 Notes payable 2,000,000 Total liabilities $ $ 3,757,471 |
Note 5 - Operating Leases_ Sche
Note 5 - Operating Leases: Schedule of Future Minimum Rental Payments for Operating Leases (Tables) | 12 Months Ended |
Jan. 31, 2018 | |
Tables/Schedules | |
Schedule of Future Minimum Rental Payments for Operating Leases | For the Fiscal Year Ending January 31, 2019 $ 54,250 2020 55,250 2021 56,250 2022 42,750 Thereafter Total minimum lease payments $ 208,500 |
Note 7 - Income Taxes_ Schedule
Note 7 - Income Taxes: Schedule of Components of Income Tax Expense (Benefit) (Tables) | 12 Months Ended |
Jan. 31, 2018 | |
Tables/Schedules | |
Schedule of Components of Income Tax Expense (Benefit) | Year Ended January 31, 2018 2017 Income tax expense (benefit): Current: Federal $ 138,483 $ (345,893 ) State 18,024 (41,911 ) Deferred income tax expense (benefit): 156,507 (387,804 ) Valuation allowance (156,507 ) 387,804 Provision $ $ |
Note 2 - Summary of Signific_19
Note 2 - Summary of Significant Accounting Policies: Property, Plant and Equipment, Policy: Property, Plant and Equipment (Details) - USD ($) | Jan. 31, 2018 | Jan. 31, 2017 |
Details | ||
Leasehold Improvements, Gross | $ 2,200 | $ 2,200 |
Furniture and Fixtures, Gross | $ 26,276 | $ 22,251 |
Note 2 - Summary of Signific_20
Note 2 - Summary of Significant Accounting Policies: Property, Plant and Equipment, Policy (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2018 | Jan. 31, 2017 | |
Details | ||
Accumulated Depreciation, Depletion and Amortization, Property, Plant and Equipment, Period Increase (Decrease) | $ 1,576 | $ 7,843 |
Note 2 - Summary of Signific_21
Note 2 - Summary of Significant Accounting Policies: Goodwill and Intangible Assets, Policy (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2018 | Jan. 31, 2017 | |
Details | ||
Amortization of Intangible Assets | $ 2,989 | $ 2,257 |
Note 5 - Operating Leases (Deta
Note 5 - Operating Leases (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2018 | Jan. 31, 2017 | |
Details | ||
Rents and other occupancy | $ 67,927 | $ 64,203 |
Note 6 - Notes Receivable (Deta
Note 6 - Notes Receivable (Details) - USD ($) | 12 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | ||
Details | |||
Cash advances for notes receivable | [1] | $ 94,061 | $ 0 |
[1] | For Puerto Rico notes receivable. |
Note 8 - Due To Related Party (
Note 8 - Due To Related Party (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2018 | Jan. 31, 2017 | |
Details | ||
Proceeds from Loans | $ 192,239 | |
Due to related party | $ 490,970 | $ 298,731 |