Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Apr. 30, 2015 | Jun. 18, 2015 | |
Document And Entity Information | ||
Entity Registrant Name | HOMELAND RESOURCES LTD. | |
Entity Central Index Key | 1,409,624 | |
Document Type | 10-Q | |
Document Period End Date | Apr. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --07-31 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 34,582,036 | 36,082,036 |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,014 |
BALANCE SHEETS (Unaudited)
BALANCE SHEETS (Unaudited) - USD ($) | Apr. 30, 2015 | Jul. 31, 2014 |
Current Assets | ||
Cash | $ 7,405 | $ 10,721 |
Accounts receivable | 2,000 | 4,000 |
Total Current Assets | $ 9,405 | 14,721 |
Mineral property | 1 | |
Crude oil and natural gas properties, at cost (full cost method) | ||
Proved properties | $ 960,416 | 960,148 |
Less: accumulated depletion, depreciation and impairment | (919,993) | (911,627) |
Net crude oil and natural gas properties | 40,423 | 48,521 |
Total Assets | 49,828 | 63,243 |
Current Liabilities | ||
Accounts payable and accrued liabilities | $ 510,498 | 326,793 |
Accounts payable - related party | 249,854 | |
Convertible note payable, net of unamortized discount | $ 110,685 | $ 855,709 |
Derivative liability associated with convertible securities | 126,986 | |
Total Current Liabilities | 748,169 | $ 1,432,356 |
Long Term Liabilities | ||
Asset retirement obligation | 4,553 | 4,306 |
Total Liabilities | $ 752,722 | $ 1,436,662 |
Stockholders' (Deficit) | ||
Preferred stock - $0.0001 par value; authorized - 250,000,000 shares issued and outstanding - nil and nil, respectively | ||
Common stock - $0.0001 par value; authorized - 100,000,000 shares Issued and outstanding - 34,582,036 and 12,160,000 shares respectively (Restated to reflect September 30, 2014 5-to-1 reverse stock split) | $ 3,458 | $ 1,216 |
Additional paid in capital | 6,566,740 | 208,954 |
Accumulated (Deficit) | (7,273,092) | (1,583,589) |
Total Stockholders' (Deficit) | (702,894) | (1,373,419) |
Total Liabilities and Stockholders' (Deficit) | $ 49,828 | $ 63,243 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) | Apr. 30, 2015$ / sharesshares | Jul. 31, 2014$ / sharesshares |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 250,000,000 | 250,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 34,582,036 | 12,160,000 |
Common stock, shares outstanding | 34,582,036 | 12,160,000 |
STATEMENTS OF OPERATIONS (Unaud
STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2015 | Apr. 30, 2014 | Apr. 30, 2015 | Apr. 30, 2014 | |
REVENUES | ||||
Oil and gas revenue | $ 2,768 | $ 8,757 | $ 13,415 | $ 68,673 |
Total Revenues | 2,768 | 8,757 | 13,415 | 68,673 |
COSTS AND EXPENSES | ||||
Lease operating expenses | 1,400 | 1,846 | 7,457 | 5,548 |
Depreciation, depletion and accretion | $ 2,308 | 24,167 | $ 8,614 | 62,869 |
Impairment of crude oil and natural gas properties | 663,179 | 663,179 | ||
Consulting fees - related party | 10,500 | 31,500 | ||
General and administrative | $ 534,260 | 45,323 | $ 941,475 | 114,580 |
TOTAL OPERATING EXPENSES | 537,968 | 745,015 | 957,546 | 877,676 |
(LOSS) FROM OPERATIONS | (535,200) | (736,258) | (944,131) | (809,003) |
OTHER INCOME (EXPENSES) | ||||
Interest expense | $ (66,234) | $ (15,586) | (125,789) | $ (62,042) |
Loss on conversion of notes payable | (4,629,257) | |||
Derivative expense | $ (14,389) | (96,301) | ||
Change in fair value of derivative liability | 164,042 | 105,975 | ||
TOTAL OTHER INCOME (EXPENSES) | $ 83,419 | $ (15,586) | $ (4,745,372) | $ (62,042) |
Gain on conveyance of interest in oil and gas properties | 147,978 | |||
Net (Loss) | $ (451,781) | $ (751,844) | $ (5,689,503) | $ (723,067) |
Net (Loss) Per Common Share Basic and Diluted | $ (0.01) | $ (0.06) | $ (0.18) | $ (0.06) |
Weighted average number of common shares outstanding Basic and Diluted | 33,213,111 | 12,160,000 | 31,534,271 | 12,160,000 |
STATEMENTS OF CASH FLOWS (Unaud
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
OPERATING ACTIVITIES | ||
Net (Loss) | $ (5,689,503) | $ (723,067) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation, depletion, and accretion | 8,614 | $ 62,869 |
Common stock issued for services | 77,500 | |
Share based compensation | $ 325,185 | |
Impairment of oil and gas properties | $ 663,179 | |
Gain on sale of interest in oil and gas properties | $ (147,978) | |
Amortization of debt discount | $ 116,685 | |
Loss on conversion of notes payable | 4,629,257 | |
Derivative expense | 96,301 | |
Change in fair value of derivative liabilities | (105,975) | |
Change in non-cash working capital items: | ||
Decrease in accounts receivable | $ 2,000 | $ 12,000 |
(Increase) in prepaid assets | (1,925) | |
Increase in accounts payable and accrued liabilities | $ 142,212 | 75,787 |
Increase in accrued interest payable | $ 9,104 | 47,042 |
Increase in accounts payable related party | 31,500 | |
Net cash (used in) provided by operating activities | $ (388,620) | 19,407 |
INVESTING ACTIVITIES | ||
Additions to interests in crude oil and gas properties | $ 254 | (203,807) |
Proceeds from conveyance of interest in crude oil and natural gas properties | 141,505 | |
Net cash provided by (used in) investing activities | $ 254 | (62,302) |
FINANCING ACTIVITIES | ||
Proceeds from notes payable | 223,000 | $ 90,000 |
Proceeds from the sale of common stock (net of offering costs) | 162,050 | |
Net cash provided by financing activities | 385,050 | $ 90,000 |
Net (decrease) increase in cash | (3,316) | 47,105 |
Cash beginning of period | 10,721 | 5,989 |
Cash end of period | $ 7,405 | $ 53,094 |
SUPPLEMENTAL CASH FLOW DISCLOSURES | ||
Cash paid for interest | ||
Cash paid for income taxes | ||
NON CASH INVESTING AND FINANCING TRANSACTIONS | ||
Discount on convertible notes recorded to additional paid in capital | $ 61,340 | |
Common stock issued in conversion of notes payable | $ 61,340 | |
Forgiveness of Joint Interest billing costs owed from conveyance of interest in oil and gas properties | $ 58,495 |
ORGANIZATION AND BASIS OF PRESE
ORGANIZATION AND BASIS OF PRESENTATION | 9 Months Ended |
Apr. 30, 2015 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND BASIS OF PRESENTATION | NOTE 1 ORGANIZATION AND BASIS OF PRESENTATION Homeland Resources Ltd. (the Company, we, our, Homeland) was incorporated under the laws of the State of Nevada on July 8, 2003. The Companys principal historical activities had been the acquisition of a mineral property in the State of New Mexico. During the fiscal year ended July 31, 2010, the Company began to acquire working interests in a seismic exploration program as well as a drilling program in crude oil and natural gas properties primarily in Oklahoma. (Note 8) Effective September 30, 2014, we amended our Articles of Incorporation to (i) decrease the number of authorized common stock from 500,000,000 to 100,000,000 with a par value of $0.0001 per share, and (ii) to reverse split the number of outstanding shares on a 5-to-1 basis. The interim financial statements of Homeland Resources Ltd. (we, us, our, Homeland or the Company) are unaudited and contain all adjustments (consisting primarily of normal recurring accruals) necessary for a fair statement of the results for the interim periods presented. Results for interim periods are not necessarily indicative of results to be expected for a full year or for previously reported periods due in part, but not limited to, interest rates, drilling risks, geological risks, the timing of acquisitions, and our ability to obtain additional capital. These interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in Homelands Annual Report on Form 10-K for the year ended July 31, 2014, as filed with the Securities and Exchange Commission (SEC) on November 14, 2014. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Apr. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 2 GOING CONCERN As of April 30, 2015, our current liabilities exceeded our current assets by $738,764 and for the nine months ended April 30, 2015, our net loss was $5,689,503. Our results of operations have resulted in an accumulated deficit of $7,273,092 and a total stockholders deficit of $702,894 as of April 30, 2015. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Apr. 30, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounts Receivable Asset Retirement Obligation Accounting for Asset Retirement Obligations. Concentrations Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates under different assumptions or conditions. Fair Value Impairment of Long-Lived Assets Accounting for the Impairment or Disposal of Long-Lived Assets, Income Taxes Income Taxes. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. Based upon the level of historical losses and the level of uncertainty with respect to future taxable income over the periods in which the deferred tax assets are deductible, a full valuation allowance has been provided. Revenue Recognition Debt with Conversion Options Debt with Conversion and Other Options, Derivative Financial Instruments does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company reviews the terms of convertible debt, equity instruments and other financing arrangements to determine whether there are embedded derivative instruments, including embedded conversion options that are required to be bifurcated and accounted for separately as a derivative financial instrument. Also, in connection with the issuance of financing instruments, the Company may issue freestanding options or warrants that may, depending on their terms, be accounted for as derivative instrument liabilities, rather than as equity. The Company may also issue options or warrants to non-employees in connection with consulting or other services. Derivative financial instruments are initially measured at their fair value. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income. For warrant-based derivative financial instruments, the Company uses the Black-Scholes option pricing model to value the derivative instruments. To the extent that the initial fair values of the freestanding and/or bifurcated derivative instrument liabilities exceed the total proceeds received, an immediate charge to income is recognized, in order to initially record the derivative instrument liabilities at their fair value. The discount from the face value of the convertible debt or equity instruments resulting from allocating some or all of the proceeds to the derivative instruments, together with the stated interest on the instrument, is amortized over the life of the instrument through periodic charges to income, usually using the effective interest method. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is reassessed at the end of each reporting period. If reclassification is required, the fair value of the derivative instrument, as of the determination date, is reclassified. Any previous charges or credits to income for changes in the fair value of the derivative instrument are not reversed. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within twelve months of the balance sheet date. |
RECENTLY ISSUED ACCOUNTING PRON
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Apr. 30, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | NOTE 4 RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS In December 2011, the Financial Accounting Standards Board (FASB) issued ASU 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities. In July 2013, the FASB issued ASU No. 2013-11 Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry-Forward, a Similar Tax Loss, or a Tax Credit Carry-Forward Exists (ASU 2013-11). ASU 2013-11 addresses the diversity in practice that exists for the balance sheet presentation of an unrecognized tax benefit when a net operating loss carry-forward, a similar tax loss, or a tax credit carry-forward exists. ASU 2013-11 requires that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carry-forward, a similar tax loss, or a tax credit carry-forward. ASU No. 2013-11 is in effect for our fiscal quarter ending April 30, 2015. ASU 2013-11 impacted the balance sheet presentation only. The adoption of ASU No 2013-11 did not have a material impact on the Companys financial statements. In May 2014, FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which converges the FASB and the International Accounting Standards Board standard on revenue recognition. Areas of revenue recognition that will be affected include, but are not limited to, transfer of control, variable consideration, allocation of transfer pricing, licenses, time value of money, contract costs and disclosures. This is effective for the fiscal years and interim reporting periods beginning after December 15, 2017. We are currently evaluating the impact that the adoption of ASU 2014-09 will have on our consolidated financial statements or related disclosures. In June 2014, the FASB issued ASU No. 2014-10 Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation (ASU 2014-10). ASU 2014-10 addresses the cost and complexity associated with the incremental reporting requirements for development stage entities, such as startup companies, without compromising the availability of relevant information and eliminates an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The Company elected to apply ASU 2014-10 for our fiscal year ended July 31, 2014. ASU 2014-10 impacts financial statement presentation only and removes the requirement to present additional inception-to-date information. In June 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period, which provides guidance requiring that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. This is effective for the fiscal years and interim reporting periods beginning after December 15, 2015. We are currently evaluating the impact that the adoption of ASU 2014-12 will have on our consolidated financial statements or related disclosures. In August 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entitys Ability to Continue as a Going Concern (ASU 2014-15). ASU 2014-15 is intended to define managements responsibility to evaluate whether there is substantial doubt about an entitys ability to continue as a going concern and to provide related footnote disclosures. Specifically, ASU 2014-15 provides a definition of the term substantial doubt and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). It also requires certain disclosures when substantial doubt is alleviated as a result of consideration of managements plans and requires an express statement and other disclosures when substantial doubt is not alleviated. The new standard will be effective for reporting periods beginning after December 15, 2016, with early adoption permitted. The Company will evaluate the going concern considerations in this ASU; however, as of the current period, management believes that is current disclosures meet the requirement under this ASU. |
ACQUISITION AGREEMENT
ACQUISITION AGREEMENT | 9 Months Ended |
Apr. 30, 2015 | |
Business Combinations [Abstract] | |
ACQUISITION AGREEMENT | NOTE 5 ACQUISITION AGREEMENT On January 15, 2015, the Company entered into a Letter Agreement (the Letter Agreement) with TSS, under which we agreed to purchase $7,500,000 of TSSs common stock and were granted a warrant to purchase an additional $7,500,000 of TSS common stock. Upon completion of its stock purchases, including exercise of the warrants, we will own 50% of the capital stock of TSS. In addition, upon completion of the stock purchases, it is the intention of the parties that TSS and the Company enter into a business combination transaction which would result in a combination of the two companies with our shareholders owning 50% of the capital stock of the combined companies. TSS is a Delaware corporation, based in Nevada, engaged in the development of advanced imaging systems and devices for both the medical and security fields. Under the terms of the Letter Agreement which was scheduled to close on February 15, 2015, we will purchase 743,373 shares of the common stock of TSS (representing approximately 25% of TSSs outstanding common stock) and a warrant (the A Warrant) to purchase an additional 743,373 shares of common stock of TSS (approximately 25%). Of the shares to be acquired, 99,116 shares will be fully paid with the payment of $1,000,000 in cash at the closing and 644,257 (the Partially Paid Shares) will be partially paid for at closing. The Company will pay for the Partially Paid Shares by making 20 payments of $300,000 per month commencing April 15, 2015 and a final payment of $500,000 on December 15, 2016. A proportionate amount of the Partially Paid Shares will become fully paid with each payment. The A Warrant will be exercisable until January 15, 2017. Exercise of the A Warrant will be subject to the purchase price for the Partially Paid Shares being fully paid. The Company will exercise the A Warrant by paying $2,000,000 in cash to TSS, together with a $5,500,000 secured promissory note (the Promissory Note) bearing interest at 5% per annum and payable in 11 monthly installments of $500,000 plus accrued interest. At the Closing, the Company will also acquire an additional warrant (the B Warrant) entitling it to purchase a number of shares of common stock of TSS equal to 50% of the amount of shares issued by TSS to third parties prior to a business combination with the Company as a result of the exercise of stock options or warrants of TSS (other than the warrants issued to the Company). The purpose of the B Warrant is to protect the Company from dilution accruing from the exercises of outstanding options and warrants of TSS prior to a business combination between the parties. The exercise price of the B Warrant will be equal to 50% of the aggregate exercise price paid to TSS by third parties exercising options or warrants. Exercise of the B Warrant will be subject to the purchase price for the Partially Paid Shares being fully paid, and the A Warrant being exercised and the Promissory Note being fully paid. Upon the purchase price for the Partially Paid Shares being fully paid, the A Warrant being exercised and the Promissory Note being fully paid, the Company and TSS have agreed to use the best efforts to enter into and cause their respective shareholders to approve a business combination between the parties (the Business Combination) on terms (without taking into account shares issuable on exercise of options and warrants outstanding) that would result in an entity (the Resulting Entity) being owned 50% by the Companys shareholders and 50% by TSS shareholders. During the first year following the Business Combination, TSS shall be entitled to nominate three of the Resulting Entitys five directors and the Chief Executive Officer of TSS would be appointed to as the Chairman of the Board and Chief Executive Officer of the resulting entity combined entity. As of February 15, 2015, we failed to close on the initial purchase of shares per the terms in the January 15, 2015 Letter Agreement. On March 10, 2015, an Extension of the closing and payment dates under the Letter Agreement (Extension) was executed. In connection with the Extension the initial closing was extended from February 15, 2015 to May 15, 2015, and all other payment dates were also moved forward 90 days. In connection with the execution of the Extension the Company paid $19,000 of TSSs legal costs related to the execution of the Extension. On May 15, 2015, we further extended the closing date and payment dates under the terms of the March 10, 2015 extension to the Letter Agreement dated January 15, 2015 with TSS. In connection with this second Extension, we agreed to pay TSS $5,000, the parties agreed to extend the extended closing date from May 15, 2015 to July 15, 2015, and all other closing and payment dates were also deferred 60 days. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Apr. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 6 - FAIR VALUE MEASUREMENTS The Company utilizes the guidance under ASC Topic 820, Fair Value Measurements and Disclosures. ASC Topic 820 establishes a fair value hierarchy, giving the highest priority to quoted prices in active markets and the lowest priority to unobservable data and requires disclosures for assets and liabilities measured at fair value based on their level in the hierarchy. Further new authoritative accounting guidance (ASU 2009-05) under ASC Topic 820, provides clarification that in circumstances in which a quoted price in an active market for the identical liabilities is not available, a reporting entity is required to measure fair value using one or more of the techniques provided for in this update. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: · Level 1 Quoted prices in active markets for identical assets of liabilities · Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. · Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. The Company analyzes all financial instruments with features of both liabilities and equity under ASC 480, Distinguishing Liabilities from Equity and ASC 815, Derivatives and Hedging. Derivative liabilities are adjusted to reflect fair value at each period end, with any increase or decrease in the fair value being recorded in results of operations as adjustments to fair value of derivatives. The effects of interactions between embedded derivatives are calculated and accounted for in arriving at the overall fair value of the financial instruments. In addition, the fair values of freestanding derivative instruments such as warrant and option derivatives are valued using the Black-Scholes model. The Company uses Level 3 inputs for its valuation methodology for the derivative liabilities and embedded conversion option liabilities contained in various convertible notes payable which the Company is party to as their fair values were determined by using the Black-Scholes option pricing model based on various assumptions. The Companys derivative liabilities are adjusted to reflect fair value at each period end, with any increase or decrease in the fair value being recorded in results of operations as adjustments to fair value of derivatives. The following table sets forth the liabilities as April 30, 2015, which are recorded on the balance sheet at fair value on a recurring basis by level within the fair value hierarchy. As required, these are classified based on the lowest level of input that is significant to the fair value measurement: Fair Value Measurements at Reporting Date Using Description April 30, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Derivative liabilities associated with convertible promissory notes $ 126,986 - - $ 126,986 The following table sets forth a summary of changes in fair value of our derivative liabilities for the period ended April 30, 2015. April 30, 2015 Beginning balance August 1, 2014 $ - Embedded conversion option liability recorded in connection with the issuance of convertible promissory notes 259,301 Changes in derivative liabilities recorded in connection with the conversion of convertible promissory notes (26,340) Change in fair value of embedded beneficial conversion feature of convertible promissory notes included in earnings (105,975) Ending balance April 30, 2015 $ 126,986 |
INCOME (LOSS) PER SHARE
INCOME (LOSS) PER SHARE | 9 Months Ended |
Apr. 30, 2015 | |
Earnings Per Share [Abstract] | |
INCOME (LOSS) PER SHARE | NOTE 7 INCOME (LOSS) PER SHARE Basic income per common share is computed by dividing the net income attributable to common shareholders by the weighted average number of shares of common stock outstanding during the period. (restated to reflect September 30, 2014 5-to-1 reverse stock split). Basic (loss) per common share is computed by dividing net (loss) attributable to common shareholders by the weighted average number of shares of common stock outstanding during the period. (restated to reflect September 30, 2014 5-to-1 reverse stock split). Diluted net (loss) per common share is computed in the same manner, but also considers the effect of common shares underlying the following; April 30, 2015 Convertible notes payable (1) 2,691,582 Stock options 5,000,000 Warrants 1,675,000 Total 9,366,582 (1) Common shares potentially issuable as of April 30, 2015. Actual conversion amounts may vary related to share prices at the time of conversion. All common shares underlying the convertible notes payable and warrants above were excluded from the diluted weighted average shares outstanding for the three and nine months ended April 30, 2015, because there effects were considered anti-dilutive. There were no potentially dilutive securities outstanding for the three and nine month periods ended April 30, 2014. |
CRUDE OIL AND NATURAL GAS PROPE
CRUDE OIL AND NATURAL GAS PROPERTIES | 9 Months Ended |
Apr. 30, 2015 | |
Extractive Industries [Abstract] | |
CRUDE OIL AND NATURAL GAS PROPERTIES | NOTE 8 CRUDE OIL AND NATURAL GAS PROPERTIES The aggregate amount of capitalized costs related to our crude oil and natural gas properties and the aggregate amount of accumulated depletion and impairment as of April 30, 2015 and July 31, 2014, are as follows: April 30, 2015 July 31, 2014 Proved crude oil and natural gas properties 956,755 956,487 Asset Retirement Cost 3,661 3,661 Less: Accumulated Impairment (770,631) (770,631) Less: Accumulated Depletion (149,362) (140,996) Total $ 40,423 $ 48,521 Capitalized costs relate to our non-operated ownership interests in three wells located in Oklahoma. Impairment Under the full cost method, the Company is subject to a ceiling test. This ceiling test determines whether there is impairment to the proved properties. The impairment amount represents the excess of capitalized costs over the present value, discounted at 10%, of the estimated future net cash flows from the proven crude oil and natural gas reserves plus the cost, or estimated fair market value. We recorded no impairment expense for the three and nine months ended April 30, 2015, and we recorded impairment expense of $663,179 for the three and nine months ended April 30, 2014. Depletion Under the full cost method, depletion is computed on the units of production method based on proved reserves, or upon reasonable estimates where proved reserves have not yet been established due to the recent commencement of production. Depletion expense recognized was $2,225 and $24,092 for the three month periods ended April 30, 2015 and 2014, respectively, and was $8,367 and $62,650 for the nine month periods ended April 30, 2015 and 2014, respectively. |
ASSET RETIREMENT OBLIGATIONS
ASSET RETIREMENT OBLIGATIONS | 9 Months Ended |
Apr. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | NOTE 9 ASSET RETIREMENT OBLIGATIONS As of April 30, 2015, the Company recognized the future cost to plug and abandon its wells over the estimated useful lives of the wells. The liability for the fair value of an asset retirement obligation with a corresponding increase in the carrying value of the related long-lived asset is recorded at the time a well is cased and being made ready for production. The Company amortizes the amount added to the crude oil and natural gas properties and will recognize accretion expense in connection with the discounted liability over the remaining life of the respective well. The estimated liability is based on historical experience in plugging and abandoning wells, estimated useful lives based on engineering studies, external estimates as to the cost to plug and abandon wells in the future and federal and state regulatory requirements. The liability is a discounted liability using a credit-adjusted risk-free rate of 7.5%. Revisions to the liability could occur due to changes in plugging and abandonment costs, well useful lives or if federal or state regulators enact new guidance on the plugging and abandonment of wells. The Company will amortize the amount added to crude oil and natural gas properties and will recognize accretion expense in connection with the discounted liability over the remaining useful lives of the respective wells. The information below reflects the change in the asset retirement obligations during the nine month period ended April 30, 2015 and the year ended July 31, 2014: Nine month period ended April 30, 2015 Year ended July 31, 2014 Balance, beginning of year $ 4,306 $ 3,875 Liabilities assumed - 1,641 Revisions - (1,509) Accretion expense 247 299 Balance, end of period $ 4,553 $ 4,306 The reclamation obligation relates to the Gehrke#1-24, Jack#1-13, and Bunch #1-17 wells located in Oklahoma. The present value of the reclamation liability may be subject to change based on managements current estimates, changes in remediation technology or changes in applicable laws and regulations. Such changes will be recorded in the accounts of the Company as they occur. |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended |
Apr. 30, 2015 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTE 10 NOTES PAYABLE The Company has recorded the following notes payable: April 30, 2015 July 31, 2014 Radium Ventures 6.5% (A) $ - $ 55,000 Radium Ventures 6.5% (A) - 50,000 Radium Ventures 7.5% (A) - 604,709 Radium Ventures 6.5% demand loans (A) - 146,000 Convertible notes payable (B) 86,500 - Convertible notes payable (C) 25,000 - Convertible notes payable (D) 70,000 - Convertible notes payable (E) 16,500 - Discount (87,315) - Total $ 110,685 $ 855,709 (A) On July 8, 2014, Radium Ventures assigned $825,709 in principal and $205,982 in accrued interest to 18 investors related to these various notes. Radium retained $31,586 in principal and accrued interest. On various dates in August, 2014 all principal and interest totaling $1,063,277 were converted into shares of our common stock as described further below. From the beginning of the current period through the date of the conversion, interest expense recorded related to these notes amounted to $1,028. Interest expense recorded related to these notes for the corresponding prior period amounted to $15,345. The various notes and related accrued interest held by the 18 investors of $825,709 and $205,982 were converted into 19,058,314 shares of our common stock on various dates in August, 2014. Radium Ventures had retained $31,586 in principal and accrued interest, which was converted into 1,003,514 shares of our common stock in August 2014. (Note 11) The conversion of the notes payable into our shares of our common stock has resulted in a loss on conversion of $4,629,257 related to the market value of the common stock on the dates of conversions relative to the prescribed number of shares to be issued in the conversion agreements executed by the respective note holders. (B) On September 8, 2014, we issued a convertible promissory note in the principal amount of $88,500. Under the terms of the Convertible Note, the Company agreed to repay the principal amount of $88,500 plus interest accrued at a rate of 8% per annum on June 12, 2015. On December 31, 2014, we borrowed and agreed to repay $33,000 plus interest accrued at a rate of 8% from the same lender with the note maturing on October 1, 2015. We retained the right to prepay the principal and accrued interest on both notes in full upon giving three trading days prior written notice by paying a premium of 15% if paid within 30 days of the issue date increasing by 5% per month to a maximum of 40% if paid within 180 days following the issue date, after which the Company has no further rights of prepayment of the Convertible Notes. At any time commencing 180 days from the date of issuance of the Convertible Note, the lender has the right to convert all or any portion of the outstanding and unpaid principal amount and interest of the Convertible Note into shares of the Companys common stock at a conversion price equal to 61% of the average of the lowest five closing bid prices for the Companys common stock during the 10 trading days prior to the conversion date, subject to a limitation that the lender and its affiliates cannot at any time hold, as a result of conversion, more than 4.9% of the outstanding common stock of the Company. In connection with these conversion features we have recorded debt discounts in the amount of $88,500 and $33,000 on the notes respectively related to the Level III fair value measurement of the conversion features on the day one issuance of the debt. This discount will be accreted over the term of the instrument. Accretion expense for the discounts for the three and nine months ended April 30, 2015 amounted to $39,154 and $89,215 respectively, and we recorded no such expense in the comparable prior periods. As of April 30, 2015, we have recorded an initial liability of $182,551 related to the embedded conversion features of the two notes and recorded income of $131,578 and $60,019 respectively for the three and nine months ended April 30, 2015 related to the change in the fair value of the liabilities. We used the black-scholes model in establishing the date of issuance fair value and end of reporting period fair value of the conversion liability. Key assumptions included in the fair value measurement of this liability included a grant date discounted conversion prices of $0.23 and $0.13 per share respectively, volatility of 386% and 381%, respectively, a dividend yield of 0%, and risk free interest rates of 0.10% and 0.25%, respectively. As of April 30, 2015, assumptions used to perform a fair value measurement included a discounted conversion price of $0.0521 per share; volatility of 83.61% and 286.24% respectively; dividend yield of 0%; and a risk free interest rate of 0.24%. On March 13, 2015, $15,000 in principal of the September 8, 2014 note was converted into 189,155 shares of our common stock at a discounted share price of $0.0793. On April 16, 2015, $20,000 in principal of the September 8, 2014 note was converted into 421,053 shares of our common stock at a discounted share price of $0.0475. (Note 11) In connection with these conversions we have recorded charges to additional paid in capital of $61,279 related to the value of the shares issued as compared to the value of the principal converted. The Convertible Note contains anti-dilutive provisions and restrictions on the Company completing dilutive financing or sales of all or substantially all of its assets, it also includes customary conditions, representations and warranties. In the event that the Company defaults in the payment of any amount due under the Convertible Note, the unpaid amount shall bear interest (Default Interest) at 22% per annum and defaults under certain provisions of the agreement can result in additional penalties of 50% or 100% of the amount outstanding with the higher amount applicable to situations where the Company refuses or hinders the issuance of shares on conversion of the Note or any portion thereof. The Convertible Note matured on June 12, 2015, the remaining principal balance of $53,500 and accrued interest is past due and in default. (C) On December 30, 2014, we issued a convertible promissory note in the principal amount of $25,000. Under the terms of the Convertible Note, the Company agreed to repay the principal amount of $25,000 plus accrued interest at a rate of 8% per annum due on December 23, 2015. We retained the right to prepay the principal and accrued interest on both notes in full upon giving three trading days prior written notice by paying a premium of 15% if paid within 30 days of the issue date increasing by 6% per month to a maximum of 45% if paid within 180 days following the issue date, after which the Company has no further rights of prepayment of the Convertible Notes. At any time commencing 180 days from the date of issuance of the Convertible Note, the lender has the right to convert all or any portion of the outstanding and unpaid principal amount and interest of the Convertible Note into shares of the Companys common stock at a conversion price equal to 61% of the average of the lowest five closing bid prices for the Companys common stock during the 10 trading days prior to the conversion date, subject to a limitation that the lender and its affiliates cannot at any time hold, as a result of conversion, more than 9.9% of the outstanding common stock of the Company. In connection with the conversion feature we have recorded a debt discount in the amount of $25,000 on the note related to the Level III fair value measurement of the conversion feature on the day one issuance of the debt. This discount will be accreted over the term of the instrument. Accretion expense for the three and nine months ended April 30, 2015, amounted to $8,091 and $11,000 respectively, and we recorded no such expense in the comparable prior periods. As of April 30, 2015, we have recorded a an initial liability of $45,861 related to the embedded conversion feature of the note and recorded income of $26,467 and $20,495 respectively for the three and nine months ended April 30, 2015, related to the change in its fair value. We used the black-scholes model in establishing the date of issuance fair value and end of reporting period fair value of the conversion liability. Key assumptions included in the fair value measurement of this liability included a grant date discounted conversion price of $0.13 per share, volatility of 381%, a dividend yield of 0%, and a risk free interest rate of 0.23%. As of April 30, 2015, assumptions used to perform a fair value measurement included a discounted conversion price of $0.0521 per share; volatility of 286.24%; dividend yield of 0%; and a risk free interest rate of 0.24%. The Convertible Note contains restrictions on the Company completing sales of all or substantially all of its assets. It also includes customary conditions, representations and warranties. In the event that the Company defaults in the payment of any amount due under the Convertible Note, the unpaid amount shall bear interest (Default Interest) at 24% per annum and defaults under certain provisions of the agreement can result in additional penalties of 50% of the amount outstanding. Although the Convertible Note is dated for reference December 23, 2014, it was not effective until December 30, 2014, when the funds were advanced to the Company. (D) On January 22, 2015, we issued a convertible promissory note in the principal amount of $70,000. Under the terms of the Convertible Note, the Company agreed to repay the principal amount of $70,000 plus interest at a rate of 10% per annum in five equal installments of $14,000, plus accrued interest commencing on July 22, 2015. The Company has the right, subject to certain condition, to prepay the outstanding balance by paying a premium of 25%. At any time commencing from the date of issuance of the Convertible Note, the lender has the right to convert all or any portion of the outstanding and unpaid principal amount and interest of the Convertible Promissory Note into shares of the Companys common stock at a conversion price of $0.30, subject to adjustment. Conversion is subject to a limitation that the lender and its affiliates cannot at any time hold, as a result of conversion, more than 4.99% of the outstanding common stock of the Company. In connection with the issuance of this note we issued to the lender stock purchase warrants to purchase 175,000 shares of our common stock at $0.20 per share. The warrants are exercisable immediately and for a period of five years from the date of issuance and contain a cashless exercise provision. We have recorded a debt discount of $35,000 in connection with the issuance of the warrants. The discount will be amortized over the term of the note. Accretion expense related to the amortization of the discount for the three and nine months ended April 30, 2015 amounted to $12,003 and $13,217 respectively, and we recorded no such expense in the comparable prior periods. Assumptions used to value the stock purchase warrants using the black-scholes model include an exercise price of $0.20, volatility of 534%, a dividend yield of 0% and a risk free interest rate of 1.18%. (E) On March 6, 2015, we issued a convertible promissory note in the principal amount of $16,500. Under the terms of the convertible note, we agreed to repay the principal amount of $16,500 plus accrued interest at a rate of 8% per annum due on December 10, 2015. The note contains terms comparable to our September 8, 2014 and December 31, 2014 convertible notes payable as described elsewhere herein. The borrowing was effective March 19, 2015. In connection with the embed conversion feature contained in the note we have recorded a debt discount in the amount of $16,500 on the note related to the Level III fair value measurement of the conversion feature on the day one issuance of the debt. This discount will be accreted over the term of the instrument. Accretion expense for the three and nine months ended April 30, 2015 amounted to $3,253 and $3,253 respectively, and we recorded no such expense in the comparable prior periods. As of April 30, 2015, we have recorded a an initial liability of $30,889 related to the embedded conversion feature of the note and recorded income of $5,977 and $5,977, respectively, for the three and nine months ended April 30, 2015, related to the change in its fair value. We used the black-scholes model in establishing the date of issuance fair value and end of reporting period fair value of the conversion liability. Key assumptions included in the fair value measurement of this liability included a grant date discounted conversion price of $0.0891 per share, volatility of 370%, a dividend yield of 0%, and a risk free interest rate of 0.27%. As of April 30, 2015, assumptions used to perform a fair value measurement included a discounted conversion price of $0.0521 per share; volatility of 310%; dividend yield of 0%; and a risk free interest rate of 0.24%. Interest expense incurred during the three and nine months ended April 30, 2015, amounted to $66,234 and $125,789, respectively, compared to $15,586 and $62,042 during the three and nine months ended April 30, 2014, respectively. Accrued interest expense related to these notes amounted to $7,921 at April 30, 2015, and has been included in accrued liabilities on the Companys balance sheet. |
STOCKHOLDERS' (DEFICIT)
STOCKHOLDERS' (DEFICIT) | 9 Months Ended |
Apr. 30, 2015 | |
Equity [Abstract] | |
STOCKHOLDERS' (DEFICIT) | NOTE 11 STOCKHOLDERS (DEFICIT) Effective September 30, 2014, we amended our Articles of Incorporation to (i) decrease the number of authorized common stock from 500,000,000 to 100,000,000 with a par value of $0.0001 per share, and (ii) to reverse split the number of outstanding shares on a 5-to-1 basis. As of April 30, 2015, the Company had 34,582,036 shares of our common stock and no shares of preferred stock outstanding. In August 2014, 20,061,828 shares our common stock were issued to 18 investors and to Radium Ventures related to the conversion of $1,063,277 in principal and accrued interest. (Note 10) The conversions occurred on various dates in August, 2014 and were issued at prices ranging from $0.23 to $0.33 per share. The prescribed conversion price as set forth in the conversion agreement was $0.053 per share. The difference between the market value of the shares and the conversion price as per the individual conversion agreements resulted in the recognition of a loss of $4,629,257 on the conversions. On October 23, 2014, we issued 250,000 shares of our common stock in connection with the execution of a Fiscal Advisory Agreement, (the Fiscal Advisory Agreement). Under the terms of the Fiscal Advisory Agreement, the counterparty has agreed to introduce us to investment advisors, investment banks and institutional investors in Europe and the Middle East over a period of nine months. In consideration of services received, we issued 250,000 shares of our common stock to the counterparty at $0.31 per share. The issuance of the common shares resulted in a charge of $77,500 which had been recorded as a prepaid expense. These costs have been amortized over the nine month term of the agreement. For the nine months ended April 30, 2015, we recorded $77,500 in consulting expense related to the amortization of this prepaid. On March 13, 2015, we issued 189,155 shares of our common stock at a discounted price per of $0.0793 per share related to the conversion of $15,000 in principal of our September 8, 2014 convertible note payable. In connection with the conversion we have recorded a charge to additional paid in capital related to the discounted value of the shares issued. (Note 10) On March 27, 2015, we completed common stock unit sales to certain accredited investors. We sold 1,500,000 stock purchase units at $0.12 per unit for gross proceeds of $180,000. Units each contained one share of our common stock and one warrant to purchase our common shares at $0.25 per share. (Note 12) In connection with the issuance of the stock purchase units we incurred financing fees of $18,000. On April 16, 2015, we issued 421,053 shares of our common stock at a discounted price of $0.0475 per share related to the conversion of $20,000 in principal of our September 8, 2014 convertible note payable. In connection with the conversion we have recorded a charge to additional paid in capital related to the discounted value of the shares issued. (Note 10) Subsequent to April 30, 2015 the exercise price of the 1,500,000 warrants associated with our common stock unit sales was temporarily reduced from $0.25 to $0.03 for the period June 1, 2015 through June 15, 2015. The warrants were exercised for gross proceeds of $45,000. In connection therewith we plan to issue 1,500,000 shares of common stock. (Note 15) |
WARRANTS
WARRANTS | 9 Months Ended |
Apr. 30, 2015 | |
Warrants and Rights Note Disclosure [Abstract] | |
WARRANTS | NOTE 12 WARRANTS On March 27, 2015, we issued 1,500,000 warrants to purchase our common shares in connection with the sale of 1,500,000 stock purchase units. The warrants are exercisable for a period of one year from the date of grant and are exercisable at $0.25. The table below summarizes warrants to purchase our common shares as of April 30, 2015 and July 31, 2014: 2015 2014 Number of warrants 1,500,000 - Exercise price $ 0.25 $ - Expiration date 2016 - Subsequent to April 30, 2015 the exercise price of the 1,500,000 warrants associated with our common stock unit sales was temporarily reduced from $0.25 to $0.03 for the period June 1, 2015 through June 15, 2015. The warrants were exercised for gross proceeds of $45,000. In connection therewith we plan to issue 1,500,000 shares of common stock. (Note 15) |
STOCK OPTIONS
STOCK OPTIONS | 9 Months Ended |
Apr. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK OPTIONS | NOTE 13 STOCK OPTIONS Effective October 8, 2014, we adopted the 2014 Stock Incentive Plan (the 2014 Plan"). On April 10, 2015, the Company adopted the 2015 Stock Option Plan (the "2015 Plan"), as amended. The 2014 and 2015 Plans allow us to grant certain options to our directors, officers, employees, and eligible consultants. The purpose of the 2014 and 2015 Plans is to enhance our long-term stockholder value by offering opportunities to our directors, officers, employees, and eligible consultants to acquire and maintain stock ownership in us in order to give these persons the opportunity to participate in our growth and success, and to encourage them to remain in our service. The 2015 and 2014 Plans allow us to grant options to our officers, directors, and employees. In addition, we may grant options to individuals who act as our consultants, so long as those consultants do not provide services connected to the offer or sale of our securities in capital raising transactions and do not directly or indirectly promote or maintain a market for our securities. A total of 3,200,000 shares of our common stock are available for issuance under the 2014 Plan. A total of 5,000,000 shares are available for issuance under the 2015 plan. We may increase the maximum aggregate number of shares that may be optioned and sold under the 2015 and 2014 Plans provided the maximum aggregate number of shares that may be optioned and sold under the 2015 and 2014 Plans shall at no time be greater than 15% of the total number of shares of common stock outstanding. The 2015 and 2014 Plans provide for the grant of incentive stock options and non-qualified stock options. Incentive stock options granted under the 2014 Plan are those intended to qualify as incentive stock options as defined under Section 422 of the Internal Revenue Code. However, in order to qualify as incentive stock options under Section 422 of the Internal Revenue Code, the 2014 Plan must be approved by our stockholders within 12 months of its adoption. The 2014 Plan has not been approved by our stockholders. Non-qualified stock options granted under the 2014 Plan are option grants that do not qualify as incentive stock options under Section 422 of the Internal Revenue Code. Options granted under the 2015 and 2014 Plans are non-transferable, other than by will or the laws of descent and distribution. The 2015 plan terminates on April 10, 2025 and the 2014 Plan terminates on October 8, 2024, unless sooner terminated by action of our Board of Directors. No option is exercisable by any person after such expiration. If an award expires, terminates or is canceled, the shares of our common stock not purchased thereunder shall again be available for issuance under the 2015 and 2014 Plans. On April 10, 2015, our Board of Directors authorized the issuance of 3,500,000 and 1,500,000 shares under the terms of the 2015 and 2014 Plans respectively. A summary of the activity under the 2015 and 2014 plans is as follows: Number of Shares Weighted Avg. Exercise Price Term Options outstanding July 31, 2014 - - - Granted during period 5,000,000 $0.10 2.57 Exercised during period - - - Forfeited during period - - - Expired during period - - - Options outstanding April 30, 2015 5,000,000 $0.10 2.57 Options exercisable April 30, 2015 5,000,000 $0.10 2.57 In computing the share based compensation expense, the Company applied fair value accounting for stock option issuances. The fair value of each stock option granted is estimated on the date of issuance using the Black-Scholes option-pricing model. The Black-Scholes assumptions used are as follows: Exercise Price $0.10 Dividend Yield 0% Volatility 164.72% - 243.63% Risk-free interest rate 0.91% Expected life of options 1-1.5 years Expected forfeitures 0% During the three and nine months ended April 30, 2015, the Company recognized $325,185 and $325,185 in share-based compensation expense respectively there was no share based compensation expense recognized in the prior periods. As of April 30, 2015, there was no deferred share based compensation expense recorded as there were no unvested stock options under the 2015 and 2014 plans. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Apr. 30, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 14 RELATED PARTY TRANSACTIONS As of April 30, 2015 and July 31, 2014, the Company owed $nil and $249,854 to a related party. During the nine months ended April 30, 2015, the Company incurred no related party expense. During the nine months ended April 30, 2014, the Company incurred $31,500 in consulting expense with the related party. The Company made no cash payments to related parties during the nine months ended April 30, 2015. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Apr. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 15 SUBSEQUENT EVENTS On May 15, 2015, we further extended the closing date and payment dates under the terms of the March 10, 2015 extension to the Letter Agreement dated January 15, 2015 with TSS. In connection with this second Extension, we agreed to pay TSS $5,000, the parties agreed to extend the extended closing date from May 15, 2015 to July 15, 2015 and all other closing and payment dates were also deferred 60 days. Subsequent to April 30, 2015 the exercise price of the 1,500,000 warrants associated with our common stock unit sales was temporarily reduced from $0.25 to $0.03 for the period June 1, 2015 through June 15, 2015. The warrants were exercised for gross proceeds of $45,000. In connection therewith we plan to issue 1,500,000 shares of common stock. On June 12, 2015, our September 8, 2014 convertible note payable matured. The principal balance of $53,500 and accrued interest became past due and in default. |
SUMMARY OF SIGNIFICANT ACCOUN21
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Apr. 30, 2015 | |
Accounting Policies [Abstract] | |
Accounts Receivable | Accounts Receivable |
Asset Retirement Obligation | Asset Retirement Obligation Accounting for Asset Retirement Obligations. |
Concentrations | Concentrations |
Estimates | Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates under different assumptions or conditions. |
Fair Value | Fair Value |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Accounting for the Impairment or Disposal of Long-Lived Assets, |
Income Taxes | Income Taxes Income Taxes. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. Based upon the level of historical losses and the level of uncertainty with respect to future taxable income over the periods in which the deferred tax assets are deductible, a full valuation allowance has been provided. |
Revenue Recognition | Revenue Recognition |
Debt with Conversion Options | Debt with Conversion Options Debt with Conversion and Other Options, |
Derivative Financial Instruments | Derivative Financial Instruments does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company reviews the terms of convertible debt, equity instruments and other financing arrangements to determine whether there are embedded derivative instruments, including embedded conversion options that are required to be bifurcated and accounted for separately as a derivative financial instrument. Also, in connection with the issuance of financing instruments, the Company may issue freestanding options or warrants that may, depending on their terms, be accounted for as derivative instrument liabilities, rather than as equity. The Company may also issue options or warrants to non-employees in connection with consulting or other services. Derivative financial instruments are initially measured at their fair value. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income. For warrant-based derivative financial instruments, the Company uses the Black-Scholes option pricing model to value the derivative instruments. To the extent that the initial fair values of the freestanding and/or bifurcated derivative instrument liabilities exceed the total proceeds received, an immediate charge to income is recognized, in order to initially record the derivative instrument liabilities at their fair value. The discount from the face value of the convertible debt or equity instruments resulting from allocating some or all of the proceeds to the derivative instruments, together with the stated interest on the instrument, is amortized over the life of the instrument through periodic charges to income, usually using the effective interest method. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is reassessed at the end of each reporting period. If reclassification is required, the fair value of the derivative instrument, as of the determination date, is reclassified. Any previous charges or credits to income for changes in the fair value of the derivative instrument are not reversed. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within twelve months of the balance sheet date. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Apr. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Derivative Liabilities Fair Value Measurements | Fair Value Measurements at Reporting Date Using Description April 30, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Derivative liabilities associated with convertible promissory notes $ 126,986 - - $ 126,986 |
Summary of Changes in Fair Value Measurements of Derivative Liabilities | April 30, 2015 Beginning balance August 1, 2014 $ - Embedded conversion option liability recorded in connection with the issuance of convertible promissory notes 259,301 Changes in derivative liabilities recorded in connection with the conversion of convertible promissory notes (26,340) Change in fair value of embedded beneficial conversion feature of convertible promissory notes included in earnings (105,975) Ending balance April 30, 2015 $ 126,986 |
INCOME (LOSS) PER SHARE (Tables
INCOME (LOSS) PER SHARE (Tables) | 9 Months Ended |
Apr. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share | April 30, 2015 Convertible notes payable (1) 2,691,582 Stock options 5,000,000 Warrants 1,675,000 Total 9,366,582 |
CRUDE OIL AND NATURAL GAS PRO24
CRUDE OIL AND NATURAL GAS PROPERTIES (Tables) | 9 Months Ended |
Apr. 30, 2015 | |
Extractive Industries [Abstract] | |
Capitalized Costs Relating to Oil and Gas Producing Activities Disclosure | April 30, 2015 July 31, 2014 Proved crude oil and natural gas properties 956,755 956,487 Asset Retirement Cost 3,661 3,661 Less: Accumulated Impairment (770,631) (770,631) Less: Accumulated Depletion (149,362) (140,996) Total $ 40,423 $ 48,521 |
ASSET RETIREMENT OBLIGATIONS (T
ASSET RETIREMENT OBLIGATIONS (Tables) | 9 Months Ended |
Apr. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Change in Asset Retirement Obligations | Nine month period ended April 30, 2015 Year ended July 31, 2014 Balance, beginning of year $ 4,306 $ 3,875 Liabilities assumed - 1,641 Revisions - (1,509) Accretion expense 247 299 Balance, end of period $ 4,553 $ 4,306 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 9 Months Ended |
Apr. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | April 30, 2015 July 31, 2014 Radium Ventures 6.5% (A) $ - $ 55,000 Radium Ventures 6.5% (A) - 50,000 Radium Ventures 7.5% (A) - 604,709 Radium Ventures 6.5% demand loans (A) - 146,000 Convertible notes payable (B) 86,500 - Convertible notes payable (C) 25,000 - Convertible notes payable (D) 70,000 - Convertible notes payable (E) 16,500 - Discount (87,315) - Total $ 110,685 $ 855,709 |
WARRANTS (Tables)
WARRANTS (Tables) | 9 Months Ended |
Apr. 30, 2015 | |
Warrants and Rights Note Disclosure [Abstract] | |
Schedule of Warrants | 2015 2014 Number of warrants 1,500,000 - Exercise price $ 0.25 $ - Expiration date 2016 - |
STOCK OPTIONS (Tables)
STOCK OPTIONS (Tables) | 9 Months Ended |
Apr. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Activity | Number of Shares Weighted Avg. Exercise Price Term Options outstanding July 31, 2014 - - - Granted during period 5,000,000 $0.10 2.57 Exercised during period - - - Forfeited during period - - - Expired during period - - - Options outstanding April 30, 2015 5,000,000 $0.10 2.57 Options exercisable April 30, 2015 5,000,000 $0.10 2.57 |
Share Based Compensation Expense | Exercise Price $0.10 Dividend Yield 0% Volatility 164.72% - 243.63% Risk-free interest rate 0.91% Expected life of options 1-1.5 years Expected forfeitures 0% |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - Derivative Liabilities Fair Value Measurements | Apr. 30, 2015USD ($) |
Derivative Liabilities Associated With Convertible Promissory Notes | $ 126,986 |
Quoted Prices in Active Markets for Identical Assets [Member] | |
Derivative Liabilities Associated With Convertible Promissory Notes | |
Significant Other Observable Inputs [Member] | |
Derivative Liabilities Associated With Convertible Promissory Notes | |
Significant Unobservable Inputs [Member] | |
Derivative Liabilities Associated With Convertible Promissory Notes | $ 126,986 |
FAIR VALUE MEASUREMENTS (Deta30
FAIR VALUE MEASUREMENTS (Details) - Summary of Changes in Fair Value Measurements of Derivative Liabilities | 9 Months Ended |
Apr. 30, 2015USD ($) | |
Fair Value Disclosures [Abstract] | |
Beginning balance August 1, 2014 | |
Embedded conversion option liability recorded in connection with the issuance of convertible promissory notes | $ 259,301 |
Changes in derivative liabilities recorded in connection with the conversion of convertible promissory notes | (26,340) |
Change in fair value of embedded beneficial conversion feature of convertible promissory notes included in earnings | (105,975) |
Ending balance April 30, 2015 | $ 126,986 |
INCOME (LOSS) PER SHARE (Detail
INCOME (LOSS) PER SHARE (Details) - Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share - shares | 6 Months Ended | 9 Months Ended |
Jan. 31, 2015 | Apr. 30, 2015 | |
Share Amount | 9,366,582 | |
Convertible notes payable [Member] | ||
Share Amount | 2,691,582 | |
Stock Options [Member] | ||
Share Amount | 5,000,000 | |
Warrants [Member] | ||
Share Amount | 1,675,000 |
CRUDE OIL AND NATURAL GAS PRO32
CRUDE OIL AND NATURAL GAS PROPERTIES (Details) - Capitalized Costs Relating to Oil and Gas Producing Activities Disclosure - USD ($) | Apr. 30, 2015 | Jul. 31, 2014 |
Extractive Industries [Abstract] | ||
Proved crude oil and natural gas properties | $ 956,755 | $ 956,487 |
Asset Retirement Cost | 3,661 | 3,661 |
Less: Accumulated Impairment | (770,631) | (770,631) |
Less: Accumulated Depletion | (149,362) | (140,996) |
Total | $ 40,423 | $ 48,521 |
ASSET RETIREMENT OBLIGATIONS (D
ASSET RETIREMENT OBLIGATIONS (Details) - Schedule of Change in Asset Retirement Obligations - USD ($) | 9 Months Ended | 12 Months Ended |
Apr. 30, 2015 | Jul. 31, 2014 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Balance, beginning of year | $ 4,306 | $ 3,875 |
Liabilities assumed | 1,641 | |
Revisions | (1,509) | |
Accretion expense | $ 247 | 299 |
Balance, end of period | $ 4,553 | $ 4,306 |
NOTES PAYABLE (Details) - Sched
NOTES PAYABLE (Details) - Schedule of Debt - USD ($) | Apr. 30, 2015 | Apr. 16, 2015 | Mar. 13, 2015 | Jul. 31, 2014 |
Notes payable | $ 20,000 | $ 15,000 | ||
Radium Ventures 6.5% (A) I [Member] | ||||
Notes payable | $ 55,000 | |||
Radium Ventures 6.5% (A) II [Member] | ||||
Notes payable | 50,000 | |||
Radium Ventures 7.5% (A) [Member] | ||||
Notes payable | 604,709 | |||
Radium Ventures 6.5% demand loans (A) [Member] | ||||
Notes payable | $ 146,000 | |||
Convertible notes payable (B) [Member] | ||||
Notes payable | $ 86,500 | |||
Convertible notes payable (C) [Member] | ||||
Notes payable | 25,000 | |||
Convertible notes payable (D) [Member] | ||||
Notes payable | 70,000 | |||
Convertible notes payable (E) [Member] | ||||
Notes payable | 16,500 | |||
Discount [Member] | ||||
Notes payable | (87,315) | |||
Total [Member] | ||||
Notes payable | $ 110,685 | $ 855,709 |
WARRANTS (Details) - Schedule o
WARRANTS (Details) - Schedule of Warrants - 9 months ended Apr. 30, 2015 - $ / shares | Total |
Warrants and Rights Note Disclosure [Abstract] | |
Number of warrants | 1,500,000 |
Exercise price | $ 0.25 |
Expiration date | Dec. 31, 2016 |
STOCK OPTIONS (Details) - Sched
STOCK OPTIONS (Details) - Schedule of Share-based Compensation, Activity - $ / shares | 9 Months Ended | 12 Months Ended |
Apr. 30, 2015 | Jul. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Options outstanding, beginning, shares | ||
Options outstanding, beginning, weighted average exercise price | ||
Options outstanding, term | ||
Granted during period, shares | 5,000,000 | |
Granted during period, weighted average exercise price | $ 0.10 | |
Granted during period, term | 2 years 7 months | |
Exercised during period, shares | ||
Exercised during period, term | ||
Forfeited during period, shares | ||
Forfeited, weighted average exercise price | ||
Forfeited remaining, contractual term | ||
Expired during period, shares | ||
Expired during period, weighted average exercise price | ||
Expired during period, term | ||
Options outstanding, end, shares | 5,000,000 | |
Options outstanding, end, weighted average exercise price | $ 0.10 | |
Options outstanding, end, term | 2 years 7 months | |
Options exercisable, end, shares | 5,000,000 | |
Options exercisable, end, weighted average exercise price | $ 0.10 | |
Options exercisable, end, term | 2 years 7 months |
STOCK OPTIONS (Details) - Share
STOCK OPTIONS (Details) - Share Based Compensation Expense - 9 months ended Apr. 30, 2015 - $ / shares | Total |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Exercise Price | $ 0.10 |
Dividend Yield | 0.00% |
Volatility, minimum | 164.72% |
Volatility, maximum | 243.63% |
Risk-free interest rate | 0.91% |
Expected life of options | 1-1.5 years |
Expected forfeitures | 0.00% |
ORGANIZATION AND BASIS OF PRE38
ORGANIZATION AND BASIS OF PRESENTATION (Details Narrative) - 1 months ended Sep. 30, 2014 | $ / shares |
Accounting Policies [Abstract] | |
Reverse Stock Split | decrease the number of authorized common stock from 500,000,000 to 100,000,000 |
Common stock, par value | $ 0.0001 |
Reverse Stock Split Ratio (5 to 1) | 5 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Apr. 30, 2015 | Apr. 30, 2014 | Apr. 30, 2015 | Apr. 30, 2014 | Jul. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Current Liabilities Exceed Current Assets | $ 738,764 | $ 738,764 | |||
Operating Loss | 451,781 | $ 751,844 | 5,689,503 | $ 723,067 | |
Accumulated Deficit Resulted From Operations | 7,273,092 | 7,273,092 | |||
Total Stockholders' (Deficit) | $ 702,894 | $ 702,894 | $ 1,373,419 |
SUMMARY OF SIGNIFICANT ACCOUN40
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 6 Months Ended | 9 Months Ended |
Jan. 31, 2014 | Apr. 30, 2015 | |
Accounts receivable | $ 2,000 | |
Crude Oil And Natural Gas Properties [Member] | ||
Concentration of Risk | 100.00% | 100.00% |
ACQUISITION AGREEMENT (Details
ACQUISITION AGREEMENT (Details Narrative) | 9 Months Ended |
Apr. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisition Agreement Date | Jan. 15, 2015 |
Acquired Entity Description | TSS is a Delaware corporation, based in Nevada, engaged in the development of advanced imaging systems and devices for both the medical and security fields. |
Step Acquisition Shares Acquired Description | Under the terms of the Letter Agreement which was scheduled to close on February 15, 2015, we will purchase 743,373 shares of the common stock of TSS (representing approximately 25% of TSS's outstanding common stock) and a warrant (the "A" Warrant) to purchase an additional 743,373 shares of common stock of TSS (approximately 25%). Of the shares to be acquired, 99,116 shares will be fully paid with the payment of $1,000,000 in cash at the closing and 644,257 (the "Partially Paid Shares") will be partially paid for at closing. The Company will pay for the Partially Paid Shares by making 20 payments of $300,000 per month commencing April 15, 2015 and a final payment of $500,000 on December 15, 2016. A proportionate amount of the Partially Paid Shares will become fully paid with each payment. The "A" Warrant will be exercisable until January 15, 2017. Exercise of the "A" Warrant will be subject to the purchase price for the Partially Paid Shares being fully paid. The Company will exercise the "A" Warrant by paying $2,000,000 in cash to TSS, together with a $5,500,000 secured promissory note (the "Promissory Note") bearing interest at 5% per annum and payable in 11 monthly installments of $500,000 plus accrued interest. At the Closing, the Company will also acquire an additional warrant (the "B" Warrant) entitling it to purchase a number of shares of common stock of TSS equal to 50% of the amount of shares issued by TSS to third parties prior to a business combination with the Company as a result of the exercise of stock options or warrants of TSS (other than the warrants issued to the Company). The purpose of the "B" Warrant is to protect the Company from dilution accruing from the exercises of outstanding options and warrants of TSS prior to a business combination between the parties. The exercise price of the "B" Warrant will be equal to 50% of the aggregate exercise price paid to TSS by third parties exercising options or warrants. Exercise of the "B" Warrant will be subject to the purchase price for the Partially Paid Shares being fully paid, and the "A" Warrant being exercised and the Promissory Note being fully paid. Upon the purchase price for the Partially Paid Shares being fully paid, the "A" Warrant being exercised and the Promissory Note being fully paid, the Company and TSS have agreed to use the best efforts to enter into and cause their respective shareholders to approve a business combination between the parties (the "Business Combination") on terms (without taking into account shares issuable on exercise of options and warrants outstanding) that would result in an entity (the "Resulting Entity") being owned 50% by the Company's shareholders and 50% by TSS shareholders. During the first year following the Business Combination, TSS shall be entitled to nominate three of the Resulting Entity's five directors and the Chief Executive Officer of TSS would be appointed to as the Chairman of the Board and Chief Executive Officer of the resulting entity combined entity. As of February 15, 2015, we failed to close on the initial purchase of shares per the terms in the January 15, 2015 Letter Agreement. On March 10, 2015, an Extension of the closing and payment dates under the Letter Agreement ("Extension") was executed. In connection with the Extension the initial closing was extended from February 15, 2015 to May 15, 2015, and all other payment dates were also moved forward 90 days. In connection with the execution of the Extension the Company paid $19,000 of TSS's legal costs related to the execution of the Extension. On May 15, 2015, we further extended the closing date and payment dates under the terms of the March 10, 2015 extension to the Letter Agreement dated January 15, 2015 with TSS. In connection with this second Extension, we agreed to pay TSS $5,000, the parties agreed to extend the extended closing date from May 15, 2015 to July 15, 2015, and all other closing and payment dates were also deferred 60 days. |
CRUDE OIL AND NATURAL GAS PRO42
CRUDE OIL AND NATURAL GAS PROPERTIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2015 | Apr. 30, 2014 | Apr. 30, 2015 | Apr. 30, 2014 | |
Extractive Industries [Abstract] | ||||
Impairment Description | Under the full cost method, the Company is subject to a ceiling test. This ceiling test determines whether there is impairment to the proved properties. The impairment amount represents the excess of capitalized costs over the present value, discounted at 10%, of the estimated future net cash flows from the proven crude oil and natural gas reserves plus the cost, or estimated fair market value. | |||
Impairment Expense | $ 663,179 | $ 663,179 | ||
Depletion Expense | $ 2,225 | $ 24,092 | $ 8,367 | $ 62,650 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | Mar. 06, 2015 | Sep. 08, 2014 | Jul. 08, 2014 | Jan. 22, 2015 | Dec. 30, 2014 | Apr. 30, 2015 | Apr. 30, 2014 |
Debt Disclosure [Abstract] | |||||||
Notes Payable | $ 16,500 | $ 88,500 | $ 825,709 | $ 70,000 | $ 25,000 | ||
Accrued Interest | $ 205,982 | ||||||
Interest Rate, Stated Percentage | 8.00% | 8.00% | 10.00% | 8.00% | |||
Conversion Terms | The note contains terms comparable to our September 8, 2014 and December 31, 2014 convertible notes payable as described elsewhere herein. | At any time commencing 180 days from the date of issuance of the Convertible Note, the lender has the right to convert all or any portion of the outstanding and unpaid principal amount and interest of the Convertible Note into shares of the Company's common stock at a conversion price equal to 61% of the average of the lowest five closing bid prices for the Company's common stock during the 10 trading days prior to the conversion date, subject to a limitation that the lender and its affiliates cannot at any time hold, as a result of conversion, more than 4.9% of the outstanding common stock of the Company. | The various notes and related accrued interest held by the 18 investors of $825,709 and $205,982 were converted into 19,058,314 shares of our common stock on various dates in August, 2014. Radium Ventures had retained $31,586 in principal and accrued interest, which was converted into 1,003,514 shares of our common stock in August 2014. | At any time commencing from the date of issuance of the Convertible Note, the lender has the right to convert all or any portion of the outstanding and unpaid principal amount and interest of the Convertible Promissory Note into shares of the Company's common stock at a conversion price of $0.30, subject to adjustment. Conversion is subject to a limitation that the lender and its affiliates cannot at any time hold, as a result of conversion, more than 4.99% of the outstanding common stock of the Company. | At any time commencing 180 days from the date of issuance of the Convertible Note, the lender has the right to convert all or any portion of the outstanding and unpaid principal amount and interest of the Convertible Note into shares of the Company's common stock at a conversion price equal to 61% of the average of the lowest five closing bid prices for the Company's common stock during the 10 trading days prior to the conversion date, subject to a limitation that the lender and its affiliates cannot at any time hold, as a result of conversion, more than 9.9% of the outstanding common stock of the Company. | ||
Debt Discount | $ 16,500 | $ 88,500 | $ 35,000 | $ 25,000 | |||
Loss on Conversion | $ 4,629,257 | $ 4,629,257 |
STOCKHOLDERS' (DEFICIT) (Detail
STOCKHOLDERS' (DEFICIT) (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||
Mar. 27, 2015 | Oct. 23, 2014 | Sep. 30, 2014 | Apr. 30, 2015 | Apr. 30, 2014 | Apr. 30, 2015 | Apr. 30, 2014 | Jun. 18, 2015 | Apr. 16, 2015 | Mar. 13, 2015 | Aug. 31, 2014 | Jul. 31, 2014 | |
Reverse Stock Split | decrease the number of authorized common stock from 500,000,000 to 100,000,000 | |||||||||||
Entity Common Stock, Shares Outstanding | 34,582,036 | 34,582,036 | 36,082,036 | |||||||||
Common stock, shares issued | 1,500,000 | 34,582,036 | 34,582,036 | 421,053 | 189,155 | 12,160,000 | ||||||
Common stock, share price | $ 0.12 | |||||||||||
Share Conversion Features | Units each contained one share of our common stock and one warrant to purchase our common shares at $0.25 per share. | |||||||||||
Debt Conversion, share price | $ 0.0475 | $ 0.0793 | ||||||||||
Notes Payable, Current | $ 20,000 | $ 15,000 | ||||||||||
Consulting Expense | $ 10,500 | $ 31,500 | ||||||||||
Financing Fees | $ 18,000 | |||||||||||
Eighteen Investors And To Radium Ventures [Member] | ||||||||||||
Common stock, shares issued | 20,061,828 | |||||||||||
Debt Conversion, share price | $ 0.053 | |||||||||||
Notes Payable, Current | $ 1,063,277 | |||||||||||
Eighteen Investors And To Radium Ventures [Member] | Maximum [Member] | ||||||||||||
Debt Conversion, share price | $ 0.23 | |||||||||||
Eighteen Investors And To Radium Ventures [Member] | Minimum [Member] | ||||||||||||
Debt Conversion, share price | $ 0.33 | |||||||||||
Fiscal Advisory Agreement [Member] | ||||||||||||
Common stock, shares issued | 250,000 | |||||||||||
Debt Conversion, share price | $ 0.31 | |||||||||||
Prepaid Expense | $ 77,500 | |||||||||||
Consulting Expense | $ 77,500 |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - $ / shares | Apr. 30, 2015 | Mar. 27, 2015 |
Warrants and Rights Note Disclosure [Abstract] | ||
Warrants | 1,500,000 | |
Exercise Price | $ 0.25 | $ 0.25 |
STOCK OPTIONS (Details Narrativ
STOCK OPTIONS (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Apr. 30, 2015 | Apr. 30, 2015 | Apr. 30, 2014 | Apr. 16, 2015 | Mar. 27, 2015 | Mar. 13, 2015 | Jul. 31, 2014 | |
Shares Issued | 34,582,036 | 34,582,036 | 421,053 | 1,500,000 | 189,155 | 12,160,000 | |
Share based compensation expense | $ 325,185 | $ 325,185 | |||||
2014 Plan [Member] | |||||||
Share Based Compensation Plan Description | The 2014 and 2015 Plans allow us to grant certain options to our directors, officers, employees, and eligible consultants. The purpose of the 2014 and 2015 Plans is to enhance our long-term stockholder value by offering opportunities to our directors, officers, employees, and eligible consultants to acquire and maintain stock ownership in us in order to give these persons the opportunity to participate in our growth and success, and to encourage them to remain in our service. | ||||||
Shares Offered Under "2014 Plan" | 3,200,000 | 3,200,000 | |||||
Share Based Compensation Percentage of Outstanding Stock Maximum | 15.00% | ||||||
Shares Issued | 1,500,000 | 1,500,000 | |||||
2015 Plan [Member] | |||||||
Share Based Compensation Plan Description | The 2014 and 2015 Plans allow us to grant certain options to our directors, officers, employees, and eligible consultants. The purpose of the 2014 and 2015 Plans is to enhance our long-term stockholder value by offering opportunities to our directors, officers, employees, and eligible consultants to acquire and maintain stock ownership in us in order to give these persons the opportunity to participate in our growth and success, and to encourage them to remain in our service. | ||||||
Shares Offered Under "2014 Plan" | 5,000 | 5,000 | |||||
Share Based Compensation Percentage of Outstanding Stock Maximum | 15.00% | ||||||
Shares Issued | 3,500,000 | 3,500,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Apr. 30, 2015 | Apr. 30, 2014 | Apr. 30, 2015 | Apr. 30, 2014 | Jul. 31, 2014 | |
Related Party Transactions [Abstract] | |||||
Related Party Payable | $ 249,854 | ||||
Related Party Expense | |||||
Consulting fees - related party | $ 10,500 | $ 31,500 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) | 9 Months Ended |
Apr. 30, 2015 | |
Letter Agreement [Member] | |
Event Date | Mar. 15, 2015 |
Event Description | On May 15, 2015, we further extended the closing date and payment dates under the terms of the March 10, 2015 extension to the Letter Agreement dated January 15, 2015 with TSS. In connection with this second Extension, we agreed to pay TSS $5,000, the parties agreed to extend the extended closing date from May 15, 2015 to July 15, 2015 and all other closing and payment dates were also deferred 60 days. |
Warrants [Member] | |
Event Date | Apr. 30, 2015 |
Event Description | Subsequent to April 30, 2015 the exercise price of the 1,500,000 warrants associated with our common stock unit sales was temporarily reduced from $0.25 to $0.03 for the period June 1, 2015 through June 15, 2015. The warrants were exercised for gross proceeds of $45,000. In connection therewith we plan to issue 1,500,000 shares of common stock. |
September 8, 2014 Convertible Note Payable [Member] | |
Event Date | Jun. 12, 2015 |
Event Description | On June 12, 2015, our September 8, 2014 convertible note payable matured. The principal balance of $53,500 and accrued interest became past due and in default. |