Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Nov. 30, 2015 | Jan. 13, 2016 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Nov. 30, 2015 | |
Trading Symbol | wolv | |
Entity Registrant Name | Wolverine Technologies Corp. | |
Entity Central Index Key | 1,424,404 | |
Current Fiscal Year End Date | --05-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 294,870,993 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well Known Seasoned Issuer | No | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 |
Balance Sheets
Balance Sheets - USD ($) | Nov. 30, 2015 | May. 31, 2015 |
Current Assets | ||
Cash | $ 10,507 | $ 89,934 |
Amounts receivable | 5,073 | 3,986 |
Loans receivable from related party | 14,978 | 0 |
Prepaid expenses | 0 | 5,000 |
Total Assets | 30,558 | 98,920 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 108,983 | 102,557 |
Due to related party | 2,510 | 27,155 |
Total Liabilities | 111,493 | 129,712 |
Stockholders' Deficit | ||
Common stock, 500,000,000 shares authorized, $0.001 par value 294,870,993 and 272,664,328 shares issued and outstanding, respectively | 294,871 | 272,664 |
Additional paid-in capital | 4,712,261 | 4,550,914 |
Accumulated deficit | (5,088,067) | (4,854,370) |
Total Stockholders' Deficit | (80,935) | (30,792) |
Total Liabilities and Stockholders' Deficit | $ 30,558 | $ 98,920 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Nov. 30, 2015 | May. 31, 2015 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares, Issued | 294,870,993 | 272,664,328 |
Common Stock, Shares, Outstanding | 294,870,993 | 272,664,328 |
Statements of Operations
Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2015 | Nov. 30, 2014 | Nov. 30, 2015 | Nov. 30, 2014 | |
Operating Expenses | ||||
Foreign exchange loss | $ 602 | $ 20,815 | $ 2,759 | $ 20,050 |
General and administrative | 85,187 | 59,331 | 225,928 | 106,816 |
Impairment of mineral rights | 0 | 201,250 | 0 | 201,250 |
Mineral exploration costs | 0 | 0 | 2,010 | 0 |
Total Operating Expenses | 85,789 | 281,396 | 230,697 | 328,116 |
Net Loss Before Other Expenses | (85,789) | (281,396) | (230,697) | (328,116) |
Other Expenses | ||||
Loss on settlement of debt | (3,000) | 0 | (3,000) | 0 |
Net Loss | $ (88,789) | $ (281,396) | $ (233,697) | $ (328,116) |
Net Loss Per Share, Basic and Diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted Average Shares Outstanding | 282,800,501 | 199,645,751 | 280,519,154 | 196,839,289 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 6 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Operating Activities | ||
Net loss | $ (233,697) | $ (328,116) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Loss on settlement of debt | 3,000 | 0 |
Impairment of mineral rights | 0 | 201,250 |
Changes in operating assets and liabilities: | ||
Amounts receivable | (1,087) | (3,638) |
Accounts payable | 54,426 | 97,976 |
Accrued liabilities | 0 | 5,966 |
Due to related parties | (24,645) | 11,430 |
Prepaid expenses | 5,000 | 0 |
Net Cash Used In Operating Activities | (197,003) | (15,132) |
Investing Activities | ||
Loan to related party | (14,978) | 0 |
Net Cash Used In Investing Activities | (14,978) | 0 |
Financing Activities | ||
Proceeds from issuance of common stock | 132,554 | 15,000 |
Net Cash Provided By Financing Activities | 132,554 | 15,000 |
Decrease in Cash | (79,427) | (132) |
Cash, Beginning of Period | 89,934 | 135 |
Cash, End of Period | 10,507 | 3 |
Non-cash Investing and Financing Activities: | ||
Shares issued to settle accounts payable | 51,000 | 50,000 |
Supplemental Disclosures: | ||
Interest paid | 0 | 0 |
Income taxes paid | $ 0 | $ 0 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Nov. 30, 2015 | |
Basis of Presentation [Text Block] | 1. Basis of Presentation Wolverine Technologies Corp. (the “Company”) was incorporated in the State of Nevada on February 23, 2006. The Company’s prior principal business was the acquisition and exploration of mineral resources. The Company had not determined that its properties contain mineral reserves that were economically recoverable, financing had not yet become available, and commodity prices had not fully recovered. Therefore, management decided to change the focus of the Company from mineral exploration to cyber security. On April 14, 2015, the Company entered into a Share Exchange and Royalty Agreement pursuant to which the Company will acquire 25% interest in the process technology and cyber security company ENIGMAMobil Inc. (“Enigma”). Refer to Note 7(a). Enigma is in the business of developing security applications for cyber systems focusing on the mobile smartphone markets. This agreement has not yet closed. Effective August 12, 2015, the Company changed its name from Wolverine Exploration Inc. to Wolverine Technologies Corp. The accompanying financial statements of Wolverine Technologies Corp. (the “Company”) should be read in conjunction with the financial statements and accompanying notes filed with the U.S. Securities and Exchange Commission in the Company’s Annual Report on Form 10-K for the fiscal year ended May 31, 2015. In the opinion of management, the accompanying financial statements reflect all adjustments of a recurring nature considered necessary to present fairly the Company’s financial position and the results of its operations and its cash flows for the periods shown. The preparation of financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates. The results of operations and cash flows for the periods shown are not necessarily indicative of the results to be expected for the full year. Going Concern These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has never generated revenues and is unlikely generate earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. The Company plans to raise financing of debt or equity for an aggregate of $2,500,000 prior to the closing of the Enigma Share Exchange and Royalty Agreement described in Note 7. There can be no assurance that additional financing will be available when needed or, if available, that it can be obtained on commercially reasonable terms. As November 30, 2015, the Company has a working capital deficiency of $80,935 and has accumulated losses of $5,088,067 since inception. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Nov. 30, 2015 | |
Recent Accounting Pronouncements [Text Block] | 2. Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Nov. 30, 2015 | |
Related Party Transactions [Text Block] | 3. Related Party Transactions (a) During the six months ended November 30, 2015, the Company incurred consulting fees of $13,585 (2014 - $nil) to a company controlled by the President of the Company. (b) During the six months ended November 30, 2015, the Company incurred consulting fees of $50,072 (2014 - $nil) to a Director of the Company. (c) During the six months ended November 30, 2014, the Company incurred consulting fees of $57,338 and rent of $5,734 to a company controlled by the brother of the former President of the Company which is included in general and administrative expenses. (d) During the six months ended November 30, 2014, the Company incurred consulting fees of $16,082 to the former President of the Company. (e) As at November 30, 2015, the Company has an outstanding advance of $1,983 (May 31, 2015 - $nil) to a company controlled by the President of the Company as a retainer for consulting services. (f) As at November 30, 2015, the Company owes $4,493 (May 31, 2015 - $nil) to a Director of the Company, which is non-interest bearing, unsecured and due on demand. (g) As at November 30 2015, the Company owes $3,765 to a company controlled by the brother of the former President of the Company that is included in accounts payable. As at May 31, 2015, the Company owed $16,082 for cash advances received from this company and $4,969 that was included in accounts payable. (h) As at November 30, 2015, the Company owes $nil (May 31, 2015 - $11,073) to the former President of the Company, which is non-interest bearing, unsecured, and due on demand. (i) During November 2015, the Company advanced as loans a total of $14,978 (Cdn$20,000) to Enigma, a company controlled by a director of the Company and with whom the Company has entered into a Share Exchange and Royalty Agreement. The loans bear interest at 5% per annum commencing December 7, 2015, are unsecured and due on December 7, 2016. Refer to Note 7(b).The loan was advanced in order to assist Enigma in securing its rights to the underlying technology, and thereby allow it to fulfil its obligations to Wolverine. |
Common Stock
Common Stock | 6 Months Ended |
Nov. 30, 2015 | |
Common Stock [Text Block] | 4. Common Stock Stock transactions during the six months ended November 30, 2015: (a) On July 2, 2015, the Company issued 3,000,000 shares of common stock with a fair value of $30,000 to settle accounts payable of $30,000. (b) On July 13, 2015, the Company issued 4,906,665 shares of common stock pursuant to a private placement at Cdn$0.0075 per share for proceeds of $29,635 (Cdn$36,800). (c) On July 13, 2015, the Company issued 1,500,000 shares of common stock pursuant to a private placement at Cdn$0.01 per share for proceeds of $12,021 (Cdn$15,000). (d) On August 31, 2015, the Company issued 500,000 shares of common stock pursuant to a private placement at Cdn$0.01 per share for proceeds of $3,852 (Cdn$5,000). (e) On November 2, 2015, the Company issued 1,500,000 shares of common stock with a fair value of $18,000 to settle accounts payable of $15,000 resulting in a loss on the settlement of debt of $3,000. (f) On November 30, 2015, the Company issued 300,000 shares of common stock with a fair value of $3,000 to settle accounts payable of $3,000. (g) On November 30, 2015, the Company issued 3,000,000 shares of common stock pursuant to a private placement at $0.01 per share for proceeds of $30,000. (h) On November 30, 2015, the Company issued 7,500,000 shares of common stock pursuant to a private placement at Cdn$0.01 per share for proceeds of $57,046 (Cdn$75,000). |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
Nov. 30, 2015 | |
Stock-based Compensation [Text Block] | 5. Stock-based Compensation On May 28, 2010, the Board of Directors of the Company adopted the 2010 Stock Plan (the “Plan”). The maximum number of shares of the Company’s common stock available for issuance under the Plan is 10,294,500 shares. An aggregate of 5,147,250 shares may be issued under stock options and an aggregate of 5,147,250 shares may be issued in the form of restricted shares. A summary of the Company’s stock option activity is as follows: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Options Price Life (years) Value Outstanding and exercisable: November 30, 2015 200,000 $ 0.05 0.78 $ – May 31, 2015 200,000 $ 0.05 1.28 $ – |
Commitments
Commitments | 6 Months Ended |
Nov. 30, 2015 | |
Commitments [Text Block] | 6. Commitments On January 31, 2007, the Company entered into a consulting agreement with a company whereby it has agreed to pay $7,489 (Cdn$10,000) per month. The Company is obligated to issue a bonus of 5% of the Company’s issued and outstanding common shares as of the date of the payment of the bonus upon and only in the event of the discovery of a major commercially viable mineral resource deposit. As at November 30, 2015, the Company has not issued a bonus. During the six months ended November 30, 2015, the Company recorded consulting fees of $46,427 (Cdn$60,000). |
Subsequent Events
Subsequent Events | 6 Months Ended |
Nov. 30, 2015 | |
Subsequent Events [Text Block] | 7. Subsequent Events (a) On April 14, 2015, the Company entered into a Share Exchange and Royalty Agreement pursuant to which the Company will acquire 25% interest in the process technology and cyber security company ENIGMAMobil Inc. (“Enigma”) for the purchase price of $3,000,000, to be paid in shares of common stock of the Company. The Company will also receive 25% royalty of all gross revenue received by Enigma from the sale of licenses of ENIGMAMobil™ mobile security app. The Company agreed to issue a finder’s fee consisting of 30,000,000 shares of common stock of the Company (the “Finder’s Shares”). The Agreement is subject to Enigma completing a financing of $2,500,000 and the Company increasing its authorized capital of common stock to allow for the issuance of the Shares and Finder’s Shares. At January 13, 2016, the agreement has not yet closed. (b) On December 7, 2015, the Company received a promissory note from Enigma in exchange for the USD$14,978 it had advanced to Enigma during the six months ended November 30, 2015. Effective that date the note will start to accrue interest from day to day at a rate of 5% per annum. The note is unsecured, however all amounts owing are guaranteed by a director of the Company. The principal sum and accrued interest are due one year after the note was received. |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended |
Nov. 30, 2015 | |
Stock Option Activity [Table Text Block] | Weighted Weighted Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Options Price Life (years) Value Outstanding and exercisable: November 30, 2015 200,000 $ 0.05 0.78 $ – May 31, 2015 200,000 $ 0.05 1.28 $ – |
Basis of Presentation (Narrativ
Basis of Presentation (Narrative) (Details) | 6 Months Ended |
Nov. 30, 2015USD ($) | |
Basis Of Presentation 1 | 25.00% |
Basis Of Presentation 2 | $ 2,500,000 |
Basis Of Presentation 3 | 80,935 |
Basis Of Presentation 4 | $ 5,088,067 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) | 6 Months Ended | |
Nov. 30, 2015USD ($) | Nov. 30, 2015CAD | |
Related Party Transactions 1 | $ 13,585 | |
Related Party Transactions 2 | 0 | |
Related Party Transactions 3 | 50,072 | |
Related Party Transactions 4 | 0 | |
Related Party Transactions 5 | 57,338 | |
Related Party Transactions 6 | 5,734 | |
Related Party Transactions 7 | 16,082 | |
Related Party Transactions 8 | 1,983 | |
Related Party Transactions 9 | 0 | |
Related Party Transactions 10 | 4,493 | |
Related Party Transactions 11 | 0 | |
Related Party Transactions 12 | 3,765 | |
Related Party Transactions 13 | 16,082 | |
Related Party Transactions 14 | 4,969 | |
Related Party Transactions 15 | 0 | |
Related Party Transactions 16 | 11,073 | |
Related Party Transactions 17 | $ 14,978 | |
Related Party Transactions 18 | CAD | CAD 20,000 | |
Related Party Transactions 19 | 5.00% | 5.00% |
Common Stock (Narrative) (Detai
Common Stock (Narrative) (Details) | 6 Months Ended | |
Nov. 30, 2015USD ($)$ / sharesshares | Nov. 30, 2015CADCAD / sharesshares | |
Common Stock 1 | shares | 3,000,000 | 3,000,000 |
Common Stock 2 | $ 30,000 | |
Common Stock 3 | $ 30,000 | |
Common Stock 4 | shares | 4,906,665 | 4,906,665 |
Common Stock 5 | CAD / shares | CAD 0.0075 | |
Common Stock 6 | $ 29,635 | |
Common Stock 7 | CAD | CAD 36,800 | |
Common Stock 8 | shares | 1,500,000 | 1,500,000 |
Common Stock 9 | CAD / shares | CAD 0.01 | |
Common Stock 10 | $ 12,021 | |
Common Stock 11 | CAD | CAD 15,000 | |
Common Stock 12 | shares | 500,000 | 500,000 |
Common Stock 13 | CAD / shares | CAD 0.01 | |
Common Stock 14 | $ 3,852 | |
Common Stock 15 | CAD | CAD 5,000 | |
Common Stock 16 | shares | 1,500,000 | 1,500,000 |
Common Stock 17 | $ 18,000 | |
Common Stock 18 | 15,000 | |
Common Stock 19 | $ 3,000 | |
Common Stock 20 | shares | 300,000 | 300,000 |
Common Stock 21 | $ 3,000 | |
Common Stock 22 | $ 3,000 | |
Common Stock 23 | shares | 3,000,000 | 3,000,000 |
Common Stock 24 | $ / shares | $ 0.01 | |
Common Stock 25 | $ 30,000 | |
Common Stock 26 | shares | 7,500,000 | 7,500,000 |
Common Stock 27 | CAD / shares | CAD 0.01 | |
Common Stock 28 | $ 57,046 | |
Common Stock 29 | CAD | CAD 75,000 |
Stock-based Compensation (Narra
Stock-based Compensation (Narrative) (Details) | 6 Months Ended |
Nov. 30, 2015shares | |
Stock-based Compensation 1 | 10,294,500 |
Stock-based Compensation 2 | 5,147,250 |
Stock-based Compensation 3 | 5,147,250 |
Commitments (Narrative) (Detail
Commitments (Narrative) (Details) - 6 months ended Nov. 30, 2015 | USD ($)CAD / mo | CADCAD / mo |
Commitments 1 | $ 7,489 | |
Commitments 2 | CAD / mo | 10,000 | 10,000 |
Commitments 3 | 5.00% | 5.00% |
Commitments 4 | $ 46,427 | |
Commitments 5 | CAD | CAD 60,000 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) | 6 Months Ended |
Nov. 30, 2015USD ($)shares | |
Subsequent Events 1 | 25.00% |
Subsequent Events 2 | $ 3,000,000 |
Subsequent Events 3 | 25.00% |
Subsequent Events 4 | shares | 30,000,000 |
Subsequent Events 5 | $ 2,500,000 |
Subsequent Events 6 | $ 14,978 |
Subsequent Events 7 | 5.00% |
Stock Option Activity (Details)
Stock Option Activity (Details) | 6 Months Ended |
Nov. 30, 2015USD ($) | |
Stock-based Compensation Stock Option Activity 1 | $ 200,000 |
Stock-based Compensation Stock Option Activity 2 | 0.05 |
Stock-based Compensation Stock Option Activity 3 | 0.78 |
Stock-based Compensation Stock Option Activity 4 | $ 0 |
Stock-based Compensation Stock Option Activity 5 | $ 200,000 |
Stock-based Compensation Stock Option Activity 6 | 0.05 |
Stock-based Compensation Stock Option Activity 7 | 1.28 |
Stock-based Compensation Stock Option Activity 8 | $ 0 |