STWC (STWC) 10-Q/A 19 Jun 19 2020 Q1 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information	3 Months Ended
	Apr. 30, 2019shares
Details
Registrant Name	STWC. Holdings, Inc.
Registrant CIK	0001400683
SEC Form	10-Q
Period End date	Apr. 30, 2019
Fiscal Year End	--01-31
Tax Identification Number (TIN)	20-8980078
Number of common stock shares outstanding	34,220,089
Filer Category	Non-accelerated Filer
Current with reporting	Yes
Interactive Data Current	Yes
Shell Company	false
Small Business	true
Emerging Growth Company	true
Ex Transition Period	false
Amendment Flag	false
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q1
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-52825
Entity Incorporation, State or Country Code	CO
Entity Address, Address Line One	1350 Independence St., Suite 300
Entity Address, City or Town	Lakewood
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80215
Entity Address, Address Description	Address of principal executive offices

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Apr. 30, 2019	Jan. 31, 2019
Current assets:
Cash	$ 49,735	$ 2,965
Accounts Receivable, net	56,517	56,459
Inventory	40,810	29,786
Prepaid expenses and other assets	15,470	19,675
Total current assets	162,532	108,885
Property and equipment, net	11,267	2,767
Intangible assets, net	9,119	9,452
Right-of-use asset	139,955	0
Notes receivable, related party	493,520	452,709
Equity method investment in unconsolidated subsidiary	(22,667)	0
Total assets	793,726	573,813
Current liabilities:
Accounts payable	423,062	447,626
Accrued expenses	496,121	437,388
Accrued expenses, related party	316,747	218,165
Restricted cash held for related parties	91,001	0
Loan to related party	29,349	32,021
Deferred revenue	192,500	192,500
Lease liability	56,091	0
Notes payable, current, net of discount	472,951	274,282
Total current liabilities	2,077,822	1,601,982
Lease liability	84,136	0
Long-term loan from related party	48,240	48,240
Long-term notes payable	123,240	125,000
Total liabilities	2,333,438	1,775,222
Stockholders' deficit
Common Stock, Value, Issued	0	0
Additional Paid in Capital	7,331,880	7,238,699
Retained deficit	(8,871,592)	(8,440,108)
Total stockholders' deficit	(1,539,712)	(1,201,409)
Total liabilities and stockholders' deficit	$ 793,726	$ 573,813

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - Parenthetical - $ / shares	Apr. 30, 2019	Jan. 31, 2019
Details
Common Stock, Par or Stated Value Per Share	$ 0	$ 0
Common Stock, Shares Authorized	100,000,000	100,000,000
Common Stock, Shares, Issued	33,872,589	33,792,589
Common Stock, Shares, Outstanding	33,872,589	33,792,589

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Details
Consulting services	$ 20,545	$ 43,813
Product sales	9,822	0
Cost of consulting services	(11,467)	(10,000)
Gross profit	18,900	33,813
Operating costs and expenses
Rents and other occupancy	17,963	12,516
Compensation	162,892	146,204
Professional, legal and consulting	114,977	49,896
General and administrative	60,960	52,511
Depreciation and amortization	584	435
Total operating costs and expenses	357,376	261,562
Other income (expense)
Interest expense	(67,602)	(612)
Impairment on investment	(2,739)	0
Loss on investment in affiliate	(22,667)	0
Total other income (expense)	(93,008)	(612)
Loss from operations, before provision for taxes on income	(431,484)	(228,361)
Provision for taxes on income	0	0
Net income/(loss)	$ (431,484)	$ (228,361)
Basic earnings and fully diluted income (loss) per common share
Continuing operations	$ (0.01)	$ (0.01)
Basic and fully diluted weighted average number of shares outstanding	29,275,708	27,140,550

STATEMENT OF CHANGES IN STOCKHO

STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICT) (Unaudited)	USD ($)shares
Equity balance, start of period at Jan. 31, 2018	$ 5,325,684
Details
Common stock issued	$ 0
Warrants granted | shares	0
Stock-based compensation	$ 0
Retained earnings, Start of period at Jan. 31, 2018	(6,164,832)
Details
Net income/(loss)	(228,361)
Retained earnings, End of period at Apr. 30, 2018	(6,393,193)
Equity balance, end of period at Apr. 30, 2018	5,325,684
Total Stockholders' Equity (Deficit) Balance, end of period at Apr. 30, 2018	(1,067,509)
Equity balance, start of period at Jan. 31, 2019	7,238,699
Details
Common stock issued	$ 41,353
Warrants granted | shares	38,647
Stock-based compensation	$ 13,181
Retained earnings, Start of period at Jan. 31, 2019	(8,440,108)
Details
Net income/(loss)	(431,484)
Retained earnings, End of period at Apr. 30, 2019	(8,871,592)
Equity balance, end of period at Apr. 30, 2019	7,331,880
Total Stockholders' Equity (Deficit) Balance, end of period at Apr. 30, 2019	$ (1,539,712)

CONDENSED STATEMENT OF CASH FLO

CONDENSED STATEMENT OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Cash flows from operating activities:
Net Loss	$ (431,484)	$ (228,361)
Depreciation and amortization	584	435
Accretion of debt discount	40,909	0
Loss on equity investment in unconsolidated subsidiary	22,667	0
Stock based compensation	13,181	0
Changes in assets and liabilities
Accounts receivable	(58)	5,000
Inventory	(11,024)	(17,377)
Right-of-use asset	272	0
Notes receivable, related party	(128,350)	(10,000)
Prepaid expenses and other assets	4,205	(6,158)
Accounts payable	66,517	85,440
Accrued expenses	58,733	81,231
Deferred revenue	0	53,687
Net cash flow used in operating activities	(363,848)	(36,103)
Cash flows from investing activities:
Purchase of fixed assets	(8,751)	0
Net cash flow used in investing activities	(8,751)	0
Cash flows from financing activities:
Proceeds from issuance of stock	80,000	0
Proceeds from debt	150,000	0
Proceeds from related party loans	14,369	8,765
Proceeds from related party loans, restricted cash	175,000	0
Net cash flows from financing activities	419,369	8,765
Net cash flows	46,770	(27,338)
Cash and Cash Equivalents, at Carrying Value, Beginning Balance	2,965	27,925
Cash and Cash Equivalents, at Carrying Value, Ending Balance	49,735	587
Supplemental cash flow disclosures:
Cash paid for interest	223	513
Cash paid for income taxes	$ 0	$ 0

Note 1 - Organization

Note 1 - Organization	3 Months Ended
	Apr. 30, 2019
Notes
Note 1 - Organization	Note 1 – Organization STWC HOLDINGS, INC., through its wholly-owned subsidiary, 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 originally incorporated in the State of Utah on April 25, 2007, and redomiciled to Colorado by merging into a Colorado corporation incorporated on June 7, 2016. Strainwise, Inc., a wholly owned subsidiary of the Company, was originally 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. On December 13, 2018, the Company invested in Meridian A, LLC which owns a CBD retail store located in Oklahoma. The company’s Chief executive officer is the managing member of the entity and STWC Holdings, Inc. owns 75% of the legal entity. In accordance with Accounting Standards Codification 810 Consolidation

Note 2 - Summary of significant

Note 2 - Summary of significant accounting policies	3 Months Ended
	Apr. 30, 2019
Notes
Note 2 - Summary of significant accounting policies	Note 2 – Summary of significant accounting policies Basis of presentation Unaudited Interim Financial Statements Going Concern and Management’s Plan Our ability to continue as a going concern and raise capital for specific strategic initiatives could also depend on obtaining adequate capital to fund operating losses until it becomes profitable. We can give no assurances that any additional capital that it is able to obtain, if any, will be sufficient to meet its needs, or that any such financing will be obtainable on acceptable terms. 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: April 30, 2019 January 31, 2019 Leasehold improvements $ 10,951 $ 2,200 Office equipment, furniture and fixtures 26,276 26,276 37,227 28,476 Accumulated amortization and depreciation (25,960) (25,709) $ 11,267 $ 2,767 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 periods ended April 30, 2019 and 2018 was $251 and $252, respectively. Investment in Unconsolidated Entity – Long-Lived Assets – Trademarks Trademarks April 30, 2019 January 31, 2019 Gross carrying amount $ 13,260 $ 13,260 Accumulated amortization 4,141 3,808 Net intangible assets $ 9,119 $ 9,452 Comprehensive Income (Loss) – Net income per share of common stock Earnings per Share Revenue Recognition Effective February 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers using the modified retrospective method. There was no adjustment required upon transition. Under ASC 606, the Company recognizes revenue applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. For the comparative periods, revenue has not been adjusted and continues to be reported under ASC 605 — Revenue Recognition. Under ASC 605, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. Consulting Services We generate revenues from professional services consulting agreements. These arrangements are generally entered into: (1) on an hourly basis for an hourly fee; or, (2) on a fixed fee basis; or (3) a monthly fee basis. Generally, we require a complete or partial prepayment or retainer prior to performing services for hourly or fixed fee contracts. For hourly based service contracts, we recognize revenue over time as services are performed and customers simultaneously consume such services. Any advances or retainers received from clients for hourly services are reflected in the Deferred revenue liability account until we recognize revenues as we incur and charge billable hours. Our fixed fee basis engagements are recognized at a point in time. Generally, our fixed fee arrangements are for completion of a final deliverable or act which is significant to the arrangement as a whole. Although fees are typically collected in advance and the services provided have no alternative use to the Company, there is not a specific enforceable right to payment for the cost of services provided plus a reasonable profit margin. Accordingly, advances received at contract inception are reflected in the Deferred revenue liability account until the end of the contract when revenue is recognized and the customer takes control of the deliverable. These engagements do not generally exceed a one-year term. Revenue recognition is affected by a number of factors that change the estimated amount of work required to complete the deliverable, such as changes in scope, timing, awaiting notification of license award from local government, and the level of client involvement. Losses, if any, on fixed-fee engagements are recognized in the period in which the loss first becomes probable and reasonably estimable. During the year ended January 31, 2019 we refunded approximately $26,251 of advances or retainers from fixed fee and hourly engagements that terminated prior to completion. We believe if an engagement terminates prior to completion, we can recover the costs incurred related to the services provided. Certain of our fixed fee contracts assisting customers with license applications include a success fee which is earned if the customer is awarded a license. We exclude such variable consideration from the transaction price and recognize the revenue when and if the license is awarded as the uncertainty of the application process creates a probability of significant revenue reversal. Our monthly fee arrangements are billed on a monthly basis in arrears for a variety of services and are recognized over time as the customers simultaneously consume such services. The revenue by contract type for the periods ending April 30, 2019 and 2018 are listed in the table below: 2019 2018 Hourly fee contracts $ - $ - Fixed fee contracts 19,500 42,500 Monthly fee contracts 1,045 1,313 $ 20,545 $ 43,813 Deferred revenue as of April 30, 2019 and January 31, 2019 was $192,500. The Company is unable to determine timing for revenue recognition at this time for its deferred revenue due to state regulation changes. Product Sales Revenue from product sales, including delivery fees, is recognized when an order has been obtained from the customer, the price is fixed and determinable when the order is placed, the product is shipped, title has transferred and collectability is reasonably assured. Given the facts that (1) our customers exercise discretion in determining the timing of when they place their product order; and, (2) the price negotiated in our product sales contracts is fixed and determinable at the time the customer places the order, we are not of the opinion that our product sales indicate or involve any significant financing that would materially change the amount of revenue recognized under the contract, or would otherwise contain a significant financing component for us or the customer under FASB ASC Topic 606. Reclassifications- Certain account reclassifications have been made to prior period balances to reflect the current period’s presentation format; such reclassifications had no impact on the Company’s consolidated statements of operations or consolidated statements of cash flows and had no material impact on the Company’s consolidated balance sheets. Stock-Based Compensation Significant assumptions utilized in determining the fair value of our stock options included the volatility rate, estimated term of the options, risk-free interest rate and forfeiture rate. The term of the options was assumed to be five years. The risk-free interest rate was determined utilizing the treasury rate with a maturity equal to the estimated term of the option grant. Finally, management assumed a 0% forfeiture rate in fiscal year 2018. Non-employee share-based compensation charges generally are immediately vested and have no future performance requirements by the non-employee and the total share-based compensation charge is recorded in the period of the measurement date. 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 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 In August 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-13, Fair Value Measurement (Topic 820), “Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement”.

Note 3 - Going concern

Note 3 - Going concern	3 Months Ended
	Apr. 30, 2019
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 April 30, 2019 of $8.9 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 liabilitie

Note 4 - Fair value of financia

Note 4 - Fair value of financial instruments	3 Months Ended
	Apr. 30, 2019
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 our 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 - Commitments and contin

Note 5 - Commitments and contingencies	3 Months Ended
	Apr. 30, 2019
Notes
Note 5 - Commitments and contingencies	Note 5 – Commitments and contingencies The Company entered into a right-of-use operating lease agreement with an affiliate for the Company’s corporate office needs, consisting of 4,000 square feet of office space. The lease is for a 4-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. The office space lease includes in-substance fixed lease payments, and does not provide an implicit rate, the remaining lease term for the office space is 30 months. As of April 30, 2019, maturities of the lease liability are as follows: For the Fiscal Year Ending January 31, 2020 41,227 2021 56,250 2022 42,750 Thereafter — Total minimum lease payments $ 140,227 During the periods ended April 30, 2019 and 2018, rent expense was $17,963 and $12,516, respectively.

Note 6 - Note Receivable

Note 6 - Note Receivable	3 Months Ended
	Apr. 30, 2019
Notes
Note 6 - Note Receivable	Note 6 – Notes Receivable The Company has management and licensing agreements with a private entity in Puerto Rico 39% owned by the Company’s CEO, Erin Phillips, to operate four dispensaries and one cultivation operation 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 April 30, 2019 the Company has advanced $280,607 related to the note. The Company has management and licensing agreements with two private entities in Oklahoma. STWC has a 25% ownership in 2600 Meridian LLC, and an option to acquire 25% interest in HWH Farms, LLC. In conjunction with these agreements, the Company has begun providing funds for start-up and development costs, which will be evidenced by a promissory note. The terms have not been finalized on these notes and currently there is no specified terms to the agreement. Through April 30, 2019 the Company has advanced $55,110 to 2600 Meridian, LLC and $157,802 to HWH Farms, LLC related to the notes.

Note 7 - Related Party

Note 7 - Related Party	3 Months Ended
	Apr. 30, 2019
Notes
Note 7 - Related Party	Note 7 – Related Party The Company has entered into separate management and licensing contracts with STWC Sorrento Valley, LLC which is partially owned by the Company's CEO, Erin Phillips. Ms. Phillips owns 27.5% of the STWC Sorrento Valley, LLC. Ms. Phillips allocated $200,000 of the Green Acres note to fund the related project in California as directed by the note agreement which reduced the liability to Ms. Phillips for loan advances received as of April 30, 2019. The Company manages its cash flow by utilizing related party loans. During the period ended April 30, 2019 and 2018 the company borrowed $14,369 and $8,765 , respectively, from related parties to fund operations. The loans do no t carry any interest. The Company converted an accrued expense with a related party to a note payable in the amount of $60,300. The note has a maturity of May 2020 , $48,240 is reflected in Long-term loan to related party on the balance sheet. As of April 30, 2019, and 2018, the Company reflected current loans payable to related parties of $29,349 and $32,021 , respectively. The Company received $125,000 for the benefit of the Puerto Rico entities and is disbursing these funds to operate the Puerto Rico operations, the balance as of April 30, 2019 was $65,499. In addition, the Company received $50,000 for the benefit of 2600 Meridian LLC, the funds have been used to cover start-up and development costs, the balance as of April 30, 2019 was $25,502. The funds held for related party entities is held in restricted cash liabilities on the balance sheet.

Note 8 - Notes Payable

Note 8 - Notes Payable	3 Months Ended
	Apr. 30, 2019
Notes
Note 8 - Notes Payable	Note 8 – Notes Payable Note purchase and security agreement to purchase Convertible Promissory Notes of the Company in the aggregate principal amount of $225,000, funded in three tranches, (i) $100,000.00 (the "First Note"), (ii) $67,000.00 (the "Second Note"), and (iii) the balance of $58,000.00 (the "Third Note"). The Notes bear 12% interest per annum, with the last payment under the Notes due December 15, 2020. The Notes are secured by all assets of the Company and guarantees from Shawn and Erin Phillips. The Notes are convertible into common stock of the Company. The conversion price will be equal to the lower of (i) $0.15 cents per share (ii) or the average of the closing bid price of the Company's common stock taken over the three trading days prior to conversion or (iii) upon any issuance by the Company of common stock, or a security that is convertible into common stock, at a price lower than a net receipt to the Company of $0.15 per share, at such price that shall be at the same discount ratio as on the Funding Date. The conversion price of the Notes will be further subject to proportional adjustment for stock splits, reverse stock splits or combinations of shares, stock dividends, and the like. There are penalties for failure to timely deliver conversion shares. The company recognized a beneficial conversion feature on the notes as a discount and additional paid in capital of $225,000. The company has recognized $40,909 in interest expense for the amortization of the debt discount for the period ending April 30, 2019. In connection with the funding agreement, the Company agreed to form and organize a subsidiary. The Company and lender are in discussions regarding the assets to be held in the subsidiary, nothing has been finalized as of the issuance date. Loan Agreement Secured Promissory Note Securities Purchase Agreement On February 13, 2019 , the Company entered into a Securities Purchase Agreement with Power Up Lending Group Ltd. pursuant to which Power Up agreed to purchase a convertible promissory note in the face amount of $103,000 . On February 15, 2019 , the Company issued the Note . The Note matures on February 13, 2020 , and bears interest at 12% per annum, increasing to 22% after maturity. On March 18, 2019, the Company entered into the second tranche of the potential $1,000,000 funding with Power Up. The Company entered into a second Securities Purchase Agreement pursuant to which Power Up agreed to purchase a convertible promissory note in the face amount of $53,000. On March 18, 2019, the Company issued the Note. The Note matures on March 18, 2020, and bears interest at 12% per annum, increasing to 22% after maturity. Under the Note, Power Up may convert all or a portion of the outstanding principal of the Note into shares of common stock of the Company beginning on the date which is 180 days from the date of the Note, at a price equal to 61% of the lowest trading price during the 20 trading day period ending on the last complete trading date prior to the date of conversion; provided, however, that Power Up may not convert the Note to the extent that such conversion would result in beneficial ownership by Power Up and its affiliates of more than 4.99% of the Company’s issued and outstanding Common Stock. If the Company prepays the Note within 30 days of the date of the Note, the Company must pay all of the principal at a cash redemption premium of 110%; if the prepayment is made between the 31 st th st th st th st th st th th The Company is required to reserve for issuance upon conversion of the Note, six times the number of shares that would be issuable upon full conversion of the Note, assuming the 4.99% limitation were not in effect. In connection with the Note, the Company has caused its transfer agent to reserve initially 1,494,276 shares of Common Stock. The Company received a net amount of $150,000, with $6,000 paid for Power Up’s legal and due diligence expenses.

Note 9 - Stockholders Equity

Note 9 - Stockholders Equity	3 Months Ended
	Apr. 30, 2019
Notes
Note 9 - Stockholders Equity	Note 9 – Stockholders Equity Common Stock On February 4, 2019, the Company initiated a private equity offering to accredited investors (the "Offering") in accordance with Regulation D under the Securities Act of 1933 ("Securities Act"). The Offering consisted of 2,000,000 units with each unit consisting of one share of the Company's Common Stock and a warrant to purchase an additional share of common for $2.00 at any time prior to January 31, 2022. During the three months ended April 30, 2019, 80,000 units were sold at a price per unit of $1.00, for offering proceeds of $80,000. The company allocated proceeds at the estimated fair value of the common shares and warrants for value of $41,353 and $38,647, respectively. Warrants Number of Warrants Exercise Price Wtgd Avg Calculation Wtgd Avg Remining Life Balance at 1/31/2018 2,224,700 $ 5.00 $ 11,123,500 1.00 Granted 2,000,000 0.16 $ 322,000 Exercised (311,000) 0.16 $ (49,650) Cancelled (2,013,700) 5.00 $ (11,091,850) Balance at 1/31/2019 1,900,000 $ 0.16 $ 304,000 1.71 Granted 80,000 2.00 $ 160,000 Exercised - - - Cancelled - - - Balance at 4/30/19 1,980,000 $ 0.23 $ 464,000 1.52 Stock Options The Company has 250,000 stock options outstanding at April 30, 2019 and recognized $13,180 in stock compensation expense for the period ended April 30, 2019. The Company has $184,538 in unrecognized stock compensation expense. The Company accounts for unit-based compensation using the Black-Scholes model to estimate the fair value of unit-based awards at the date of grant. The Black-Scholes model requires the use of highly subjective assumptions, including value of the enterprise, expected life, expected volatility, and expected risk-free rate of return. Other reasonable assumptions could provide differing results. The Company amortizes the fair value of stock options on a ratable basis over the requisite service periods, which are generally the vesting periods. The expected life of awards granted represents the period of time that they are expected to be outstanding. The Company determines the expected life based on historical experience with similar awards, giving consideration to the contractual terms, expected time to a liquidity event, exercise patterns, and post-vesting forfeitures. The Company estimates volatility based on the historical volatility of comparable company’s common stock over the most recent period corresponding with the estimated expected life of the award. The Company bases the risk-free interest rate used in the Black-Scholes model on the implied yield currently available on U.S. Treasury zero-coupon issues with an equivalent term equal to the expected life of the award. The Company uses historical data to estimate pre-vesting option forfeitures and record unit-based compensation for those awards that are expected to vest. The Company adjusts unit-based compensation for changes to the estimate of expected equity award forfeitures based on actual forfeiture experience. The effect of adjusting the forfeiture rate is recognized in the period the forfeiture estimate is changed. The assumptions used in the fair value calculations are as follows for the period ended April 30, 2019: Expected term (years) 5 Risk-free interest rate 2.73% Volatility 218% Expected dividend yield 0.00%

Note 10 - Subsequent Events

Note 10 - Subsequent Events	3 Months Ended
	Apr. 30, 2019
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”). On May 1, 2019 we received funds from Crown Bridge Partners, LLC ("Crown Bridge") under a Securities Purchase Agreement dated April 18, 2019 (the “SPA”). Under the terms of the SPA, we received a total of $95,000, after an original issue discount of $5,000, and issued a convertible promissory note dated April 18, 2019, in the principal amount of $100,000 (the " Note"). In addition, we reimbursed Crown Bridge $2,000 for its legal fees. We also issued warrants to purchase 60,606 shares of our common stock (the “Warrant”) associated with this transaction. The maturity date of the Note is 12 months from April 18, 2019. The Note bears interest at 12% per annum at its face amount, with a default rate of 15% per annum (or the maximum amount permitted by law). If we prepay the Note through the 180 th th Crown Bridge may, at any time, convert all or any part of the outstanding principal of the Note into shares of our common stock at a price per share equal to 60% (representing a 40% discount rate) of the lowest trading price of the common stock during the 20 trading day period ending on the last complete trading day prior to the date of conversion. If the conversion price is equal to or lower than $0.35 per share, an additional 15% discount will be applied (resulting in a 55% discount rate, assuming no other adjustments); if we are unable to deliver converted shares via DWAC, an additional 10% discount will be applied (resulting in a discount rate of 50%, assuming no other adjustments); if we fail to comply with our reporting requirements under the Exchange Act, an additional 15% discount will be applied (resulting in a discount rate of 55%, assuming no other adjustments); and if we fail to maintain our status as "DTC Eligible" or if at any time the conversion price is lower than $0.10, an additional 10% discount will be applied (resulting in a discount of 65%, assuming no other adjustments except for the 15% discount due to the conversion price below $0.35). Crown Bridge may not convert the Note to the extent that such conversion would result in beneficial ownership by Crown Bridge and its affiliates of more than 4.99% of our issued and outstanding common stock. We have also granted piggy-back registration rights for the shares issuable upon conversion of the Note. The Note contains certain representations, warranties, covenants (both affirmative and negative), and events of default, including if our common stock is suspended or delisted for trading, or if we are delinquent in our periodic report filings with the SEC. In the event of a default, at the option of Crown Bridge, it may consider the Note immediately due and payable and the amount of repayment increases to 150% of the outstanding balance of the Note. The Note also grants Crown Bridge a right of first refusal for any future capital raises or financings by us. It also contains a most favored nations provision for any more favorable terms in future financing transactions by us. The Warrant may be exercised at any time through the second anniversary date of the Note. The exercise price per share of common stock under the Warrant is $1.65 per share, subject to adjustment, including cashless exercise. The Warrant also contains a most favored nations provision.

Note 2 - Summary of significa_2

Note 2 - Summary of significant accounting policies: Basis of Presentation (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Basis of Presentation	Basis of presentation Unaudited Interim Financial Statements

Note 2 - Summary of significa_3

Note 2 - Summary of significant accounting policies: Going Concern (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Going Concern	Going Concern and Management’s Plan Our ability to continue as a going concern and raise capital for specific strategic initiatives could also depend on obtaining adequate capital to fund operating losses until it becomes profitable. We can give no assurances that any additional capital that it is able to obtain, if any, will be sufficient to meet its needs, or that any such financing will be obtainable on acceptable terms.

Note 2 - Summary of significa_4

Note 2 - Summary of significant accounting policies: Use of estimates (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Use of estimates	Use of estimates –

Note 2 - Summary of significa_5

Note 2 - Summary of significant accounting policies: Cash and cash equivalents (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Cash and cash equivalents	Cash and cash equivalents –

Note 2 - Summary of significa_6

Note 2 - Summary of significant accounting policies: Prepaid expenses and other assets (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Prepaid expenses and other assets	Prepaid expenses and other assets –

Note 2 - Summary of significa_7

Note 2 - Summary of significant accounting policies: Tenant improvements and office equipment (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Tenant improvements and office equipment	Tenant improvements and office equipment – Tenant improvements and office equipment, net of accumulated amortization and depreciation are comprised of the following: April 30, 2019 January 31, 2019 Leasehold improvements $ 10,951 $ 2,200 Office equipment, furniture and fixtures 26,276 26,276 37,227 28,476 Accumulated amortization and depreciation (25,960) (25,709) $ 11,267 $ 2,767 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 periods ended April 30, 2019 and 2018 was $251 and $252, respectively.

Note 2 - Summary of significa_8

Note 2 - Summary of significant accounting policies: Investment in Unconsolidated Entity (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Investment in Unconsolidated Entity	Investment in Unconsolidated Entity –

Note 2 - Summary of significa_9

Note 2 - Summary of significant accounting policies: Long-Lived Assets (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Long-Lived Assets	Long-Lived Assets –

Note 2 - Summary of signific_10

Note 2 - Summary of significant accounting policies: Trademarks (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Trademarks	Trademarks Trademarks April 30, 2019 January 31, 2019 Gross carrying amount $ 13,260 $ 13,260 Accumulated amortization 4,141 3,808 Net intangible assets $ 9,119 $ 9,452

Note 2 - Summary of signific_11

Note 2 - Summary of significant accounting policies: Comprehensive Income (Loss) (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Comprehensive Income (Loss)	Comprehensive Income (Loss) –

Note 2 - Summary of signific_12

Note 2 - Summary of significant accounting policies: Net income per share of common stock (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Net income per share of common stock	Net income per share of common stock Earnings per Share

Note 2 - Summary of signific_13

Note 2 - Summary of significant accounting policies: Revenue Recognition (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Revenue Recognition	Revenue Recognition Effective February 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers using the modified retrospective method. There was no adjustment required upon transition. Under ASC 606, the Company recognizes revenue applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied. For the comparative periods, revenue has not been adjusted and continues to be reported under ASC 605 — Revenue Recognition. Under ASC 605, revenue is recognized when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) the performance of service has been rendered to a customer or delivery has occurred; (3) the amount of fee to be paid by a customer is fixed and determinable; and (4) the collectability of the fee is reasonably assured. Consulting Services We generate revenues from professional services consulting agreements. These arrangements are generally entered into: (1) on an hourly basis for an hourly fee; or, (2) on a fixed fee basis; or (3) a monthly fee basis. Generally, we require a complete or partial prepayment or retainer prior to performing services for hourly or fixed fee contracts. For hourly based service contracts, we recognize revenue over time as services are performed and customers simultaneously consume such services. Any advances or retainers received from clients for hourly services are reflected in the Deferred revenue liability account until we recognize revenues as we incur and charge billable hours. Our fixed fee basis engagements are recognized at a point in time. Generally, our fixed fee arrangements are for completion of a final deliverable or act which is significant to the arrangement as a whole. Although fees are typically collected in advance and the services provided have no alternative use to the Company, there is not a specific enforceable right to payment for the cost of services provided plus a reasonable profit margin. Accordingly, advances received at contract inception are reflected in the Deferred revenue liability account until the end of the contract when revenue is recognized and the customer takes control of the deliverable. These engagements do not generally exceed a one-year term. Revenue recognition is affected by a number of factors that change the estimated amount of work required to complete the deliverable, such as changes in scope, timing, awaiting notification of license award from local government, and the level of client involvement. Losses, if any, on fixed-fee engagements are recognized in the period in which the loss first becomes probable and reasonably estimable. During the year ended January 31, 2019 we refunded approximately $26,251 of advances or retainers from fixed fee and hourly engagements that terminated prior to completion. We believe if an engagement terminates prior to completion, we can recover the costs incurred related to the services provided. Certain of our fixed fee contracts assisting customers with license applications include a success fee which is earned if the customer is awarded a license. We exclude such variable consideration from the transaction price and recognize the revenue when and if the license is awarded as the uncertainty of the application process creates a probability of significant revenue reversal. Our monthly fee arrangements are billed on a monthly basis in arrears for a variety of services and are recognized over time as the customers simultaneously consume such services. The revenue by contract type for the periods ending April 30, 2019 and 2018 are listed in the table below: 2019 2018 Hourly fee contracts $ - $ - Fixed fee contracts 19,500 42,500 Monthly fee contracts 1,045 1,313 $ 20,545 $ 43,813 Deferred revenue as of April 30, 2019 and January 31, 2019 was $192,500. The Company is unable to determine timing for revenue recognition at this time for its deferred revenue due to state regulation changes. Product Sales Revenue from product sales, including delivery fees, is recognized when an order has been obtained from the customer, the price is fixed and determinable when the order is placed, the product is shipped, title has transferred and collectability is reasonably assured. Given the facts that (1) our customers exercise discretion in determining the timing of when they place their product order; and, (2) the price negotiated in our product sales contracts is fixed and determinable at the time the customer places the order, we are not of the opinion that our product sales indicate or involve any significant financing that would materially change the amount of revenue recognized under the contract, or would otherwise contain a significant financing component for us or the customer under FASB ASC Topic 606.

Note 2 - Summary of signific_14

Note 2 - Summary of significant accounting policies: Reclassifications (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Reclassifications	Reclassifications- Certain account reclassifications have been made to prior period balances to reflect the current period’s presentation format; such reclassifications had no impact on the Company’s consolidated statements of operations or consolidated statements of cash flows and had no material impact on the Company’s consolidated balance sheets.

Note 2 - Summary of signific_15

Note 2 - Summary of significant accounting policies: Stock-Based Compensation (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Stock-Based Compensation	Stock-Based Compensation Significant assumptions utilized in determining the fair value of our stock options included the volatility rate, estimated term of the options, risk-free interest rate and forfeiture rate. The term of the options was assumed to be five years. The risk-free interest rate was determined utilizing the treasury rate with a maturity equal to the estimated term of the option grant. Finally, management assumed a 0% forfeiture rate in fiscal year 2018. Non-employee share-based compensation charges generally are immediately vested and have no future performance requirements by the non-employee and the total share-based compensation charge is recorded in the period of the measurement date.

Note 2 - Summary of signific_16

Note 2 - Summary of significant accounting policies: Recently Issued Accounting Pronouncements (Policies)	3 Months Ended
	Apr. 30, 2019
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 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 In August 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-13, Fair Value Measurement (Topic 820), “Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement”.

Note 10 - Subsequent Events_ Su

Note 10 - Subsequent Events: Subsequent Events, Policy (Policies)	3 Months Ended
	Apr. 30, 2019
Policies
Subsequent Events, Policy	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”).

Note 2 - Summary of signific_17

Note 2 - Summary of significant accounting policies: Tenant improvements and office equipment: Schedule of Tenant Improvements and Office Equipment (Tables)	3 Months Ended
	Apr. 30, 2019
Tables/Schedules
Schedule of Tenant Improvements and Office Equipment	April 30, 2019 January 31, 2019 Leasehold improvements $ 10,951 $ 2,200 Office equipment, furniture and fixtures 26,276 26,276 37,227 28,476 Accumulated amortization and depreciation (25,960) (25,709) $ 11,267 $ 2,767

Note 2 - Summary of signific_18

Note 2 - Summary of significant accounting policies: Trademarks: Schedule of Trademarks and other intangible assets (Tables)	3 Months Ended
	Apr. 30, 2019
Tables/Schedules
Schedule of Trademarks and other intangible assets	Trademarks April 30, 2019 January 31, 2019 Gross carrying amount $ 13,260 $ 13,260 Accumulated amortization 4,141 3,808 Net intangible assets $ 9,119 $ 9,452

Note 2 - Summary of signific_19

Note 2 - Summary of significant accounting policies: Revenue Recognition: Schedule of revenue by contract type (Tables)	3 Months Ended
	Apr. 30, 2019
Tables/Schedules
Schedule of revenue by contract type	2019 2018 Hourly fee contracts $ - $ - Fixed fee contracts 19,500 42,500 Monthly fee contracts 1,045 1,313 $ 20,545 $ 43,813

Note 5 - Commitments and cont_2

Note 5 - Commitments and contingencies: Schedule of future minimum lease payments (Tables)	3 Months Ended
	Apr. 30, 2019
Tables/Schedules
Schedule of future minimum lease payments	For the Fiscal Year Ending January 31, 2020 41,227 2021 56,250 2022 42,750 Thereafter — Total minimum lease payments $ 140,227

Note 9 - Stockholders Equity_ S

Note 9 - Stockholders Equity: Schedule of Warrant Activity (Tables)	3 Months Ended
	Apr. 30, 2019
Tables/Schedules
Schedule of Warrant Activity	Number of Warrants Exercise Price Wtgd Avg Calculation Wtgd Avg Remining Life Balance at 1/31/2018 2,224,700 $ 5.00 $ 11,123,500 1.00 Granted 2,000,000 0.16 $ 322,000 Exercised (311,000) 0.16 $ (49,650) Cancelled (2,013,700) 5.00 $ (11,091,850) Balance at 1/31/2019 1,900,000 $ 0.16 $ 304,000 1.71 Granted 80,000 2.00 $ 160,000 Exercised - - - Cancelled - - - Balance at 4/30/19 1,980,000 $ 0.23 $ 464,000 1.52

Note 9 - Stockholders Equity__2

Note 9 - Stockholders Equity: Schedule of assumptions used in fair value calculations (Tables)	3 Months Ended
	Apr. 30, 2019
Tables/Schedules
Schedule of assumptions used in fair value calculations	Expected term (years) 5 Risk-free interest rate 2.73% Volatility 218% Expected dividend yield 0.00%

Note 1 - Organization (Details)

Note 1 - Organization (Details)	3 Months Ended
	Apr. 30, 2019
Details
Entity Incorporation, State or Country Code	CO
Entity Incorporation, Date of Incorporation	Jan. 16, 2014

Note 2 - Summary of signific_20

Note 2 - Summary of significant accounting policies: Tenant improvements and office equipment: Schedule of Tenant Improvements and Office Equipment (Details) - USD ($)	Apr. 30, 2019	Jan. 31, 2019
Details
Leasehold improvements	$ 10,951	$ 2,200
Office equipment, furniture and fixtures	26,276	26,276
Property, Plant and Equipment, Gross	37,227	28,476
Accumulated amortization and depreciation	(25,960)	(25,709)
Property and equipment, net	$ 11,267	$ 2,767

Note 2 - Summary of signific_21

Note 2 - Summary of significant accounting policies: Tenant improvements and office equipment (Details) - USD ($)	3 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Details
Depreciation, Depletion and Amortization	$ 251	$ 252

Note 2 - Summary of signific_22

Note 2 - Summary of significant accounting policies: Trademarks (Details) - USD ($)	3 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Details
Amortization of Intangible Assets	$ 333	$ 183

Note 2 - Summary of signific_23

Note 2 - Summary of significant accounting policies: Trademarks: Schedule of Trademarks and other intangible assets (Details) - USD ($)	Apr. 30, 2019	Jan. 31, 2019
Details
Gross carrying amount	$ 13,260	$ 13,260
Accumulated amortization	4,141	3,808
Net intangible assets	$ 9,119	$ 9,452

Note 2 - Summary of signific_24

Note 2 - Summary of significant accounting policies: Revenue Recognition: Schedule of revenue by contract type (Details) - USD ($)	3 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Details
Hourly fee contracts	$ 0	$ 0
Fixed fee contracts	19,500	42,500
Monthly fee contracts	1,045	1,313
Total Revenue	$ 20,545	$ 43,813

Note 5 - Commitments and cont_3

Note 5 - Commitments and contingencies: Schedule of future minimum lease payments (Details)	Apr. 30, 2019USD ($)
Details
Operating Leases, Future Minimum Payments Receivable, Current	$ 41,227
Operating Leases, Future Minimum Payments Receivable, in Two Years	56,250
Operating Leases, Future Minimum Payments Receivable, in Three Years	42,750
Operating Leases, Future Minimum Payments Receivable, Thereafter	0
Operating Leases, Future Minimum Payments Receivable	$ 140,227

Note 5 - Commitments and cont_4

Note 5 - Commitments and contingencies (Details) - USD ($)	3 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Details
Rents and other occupancy	$ 17,963	$ 12,516

Note 6 - Note Receivable (Detai

Note 6 - Note Receivable (Details)	Apr. 30, 2019USD ($)
Private entity in Puerto Rico 39% owned by Erin Phillips
Advances to Affiliate	$ 280,607
Two private entities in Oklahoma
Advances to Affiliate	$ 55,110

Note 7 - Related Party (Details

Note 7 - Related Party (Details) - To Related Party - USD ($)	3 Months Ended
	Apr. 30, 2019	Apr. 30, 2018	Jan. 31, 2019
Proceeds from Loans	$ 14,369	$ 8,765
Debt Instrument, Interest Rate, Stated Percentage	0.00%
Long-term loan to related party on the balance sheet	$ 48,240
Long-term Debt	$ 29,349		$ 32,021
Minimum
Debt Instrument, Maturity Date	May 1, 2020
Maximum
Debt Instrument, Maturity Date	May 31, 2020

Note 8 - Notes Payable (Details

Note 8 - Notes Payable (Details) - USD ($)	3 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Accretion of debt discount	$ 40,909	$ 0
Proceeds from Loans	150,000
Legal and Due Diligence fees paid	$ 6,000
Richland Fund, LLC., a Delaware limited liability company
Debt Instrument, Issuance Date	Aug. 29, 2018
Debt Instrument, Issuer	Company
Debt Instrument, Description	Note Purchase and Security Agreement
Debt Instrument, Face Amount	$ 225,000
Debt Instrument, Interest Rate, Stated Percentage	12.00%
Debt Instrument, Maturity Date	Dec. 15, 2020
Debt Instrument, Collateral	secured by all assets of the Company and guarantees from Shawn and Erin Phillips
Debt Instrument, Convertible, Terms of Conversion Feature	convertible into common stock
Adjustments to Additional Paid in Capital, Other	$ 225,000
Accretion of debt discount	$ 40,909
Green Acres Partners A, LLC
Debt Instrument, Issuance Date	Apr. 6, 2018
Debt Instrument, Issuer	Company
Debt Instrument, Description	loan agreement
Debt Instrument, Face Amount	$ 205,000
Debt Instrument, Interest Rate, Stated Percentage	12.00%
Debt Instrument, Collateral	personally guaranteed by Shawn Phillips
Debt Instrument, Payment Terms	monthly interest payments are due the first day beginning no later than August 1, 2019
Richland Fund, LLC, (the 'lender')
Debt Instrument, Issuance Date	Dec. 7, 2018
Debt Instrument, Issuer	Company
Debt Instrument, Description	Secured Promissory Note
Debt Instrument, Face Amount	$ 126,100
Debt Instrument, Interest Rate, Stated Percentage	15.00%
Debt Instrument, Maturity Date	Aug. 1, 2019
Securities Purchase Agreement with Power Up Lending Group Ltd
Debt Instrument, Issuance Date	Feb. 13, 2019
Debt Instrument, Description	Company entered into a Securities Purchase Agreement with Power Up Lending Group Ltd. pursuant to which Power Up agreed to purchase a convertible promissory note
Debt Instrument, Face Amount	$ 103,000
Securities Purchase Agreement with Power Up Lending Group
Debt Instrument, Issuance Date	Feb. 15, 2019
Debt Instrument, Issuer	Company
Debt Instrument, Description	Company issued the Note
Debt Instrument, Interest Rate, Stated Percentage	12.00%
Debt Instrument, Maturity Date	Feb. 13, 2020
Second tranche of the potential $1,000,000 funding with Power Up
Debt Instrument, Issuance Date	Mar. 18, 2019
Debt Instrument, Description	Company entered into the second tranche of the potential $1,000,000 funding with Power Up
Debt Instrument, Face Amount	$ 53,000
Second tranche of funding with Puwer Up
Debt Instrument, Issuance Date	Mar. 18, 2019
Debt Instrument, Issuer	Company
Debt Instrument, Description	Company issued the Note
Debt Instrument, Interest Rate, Stated Percentage	12.00%
Debt Instrument, Maturity Date	Mar. 18, 2020

Note 9 - Stockholders Equity_ W

Note 9 - Stockholders Equity: Warrants (Details) - USD ($)	Apr. 30, 2019	Apr. 30, 2018	Jan. 31, 2018	Apr. 30, 2019	Apr. 30, 2018
Details
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance					2,224,700
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance					$ 5
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value					$ 11,123,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	1 year 6 months 7 days	1 year 8 months 16 days	1 year
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross				80,000	2,000,000
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price				$ 2	$ 0.16
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value				$ 160,000	$ 322,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period				0	(311,000)
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price				$ 0	$ 0.16
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value				$ 0	$ (49,650)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period				0	(2,013,700)
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price				$ 0	$ 5
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Intrinsic Value				$ 0	$ (11,091,850)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance	1,980,000	1,900,000	2,224,700	1,980,000	1,900,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance	$ 0.23	$ 0.16	$ 5	$ 0.23	$ 0.16
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value	$ 464,000	$ 304,000	$ 11,123,500	$ 464,000	$ 304,000

Note 9 - Stockholders Equity__3

Note 9 - Stockholders Equity: Stock Options (Details)	3 Months Ended
	Apr. 30, 2019USD ($)shares
Details
Stock options outstanding | shares	250,000
Stock compensation expense, recognized	$ 13,180
Stock compensation expense, unrecognized	$ 184,538

Note 9 - Stockholders Equity (D

Note 9 - Stockholders Equity (Details)	3 Months Ended
	Apr. 30, 2019
Details
Fair Value Measurement Technique	Black-Scholes model

Note 9 - Stockholders Equity__4

Note 9 - Stockholders Equity: Schedule of assumptions used in fair value calculations (Details)	3 Months Ended
	Apr. 30, 2019
Details
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term	5 years
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate	2.73%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate	218.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate	0.00%

Note 10 - Subsequent Events (De

Note 10 - Subsequent Events (Details) - USD ($)	3 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Proceeds from Loans	$ 150,000
Professional, legal and consulting	$ 114,977	$ 49,896
Event 1
Subsequent Event, Date	May 1, 2019
Subsequent Event, Description	we received funds from Crown Bridge Partners, LLC ('Crown Bridge') under a Securities Purchase Agreement
Proceeds from Loans	$ 95,000
Debt Instrument, Unamortized Discount	$ 5,000
Debt Instrument, Description	convertible promissory note
Debt Instrument, Issuance Date	Apr. 18, 2019
Debt Instrument, Face Amount	$ 100,000
Professional, legal and consulting	$ 2,000
Debt Instrument, Interest Rate, Stated Percentage	12.00%
Debt Instrument, Payment Terms	If we prepay the Note through the 180th day following the date thereof, we must pay all of the principal and interest with a prepayment penalty ranging from 135% to 150%. After the 180th day we have no further right of prepayment.
Debt Instrument, Convertible, Terms of Conversion Feature	Crown Bridge may, at any time, convert all or any part of the outstanding principal of the Note into shares of our common stock at a price per share equal to 60% (representing a 40% discount rate) of the lowest trading price of the common stock during the 20 trading day period ending on the last complete trading day prior to the date of conversion.