Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Aug. 31, 2017 | Jan. 22, 2018 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Aug. 31, 2017 | |
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 | 346,520,993 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well Known Seasoned Issuer | No | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 |
Balance Sheets
Balance Sheets - USD ($) | Aug. 31, 2017 | May 31, 2017 |
Current Assets | ||
Cash | $ 76 | $ 47 |
Other receivable | 1,792 | 1,733 |
Total Assets | 1,868 | 1,780 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 245,018 | 205,436 |
Advances from shareholder | 15,433 | 15,950 |
Short term debt - related parties | 80,124 | 59,023 |
Total Liabilities | 340,575 | 280,409 |
Stockholders' Deficit | ||
Common stock, 500,000,000 shares authorized, $0.001 par value 346,520,993 shares issued and outstanding at August 31, and May 31, 2017, respectively | 346,521 | 346,521 |
Subscriptions received | 30,501 | 26,798 |
Additional paid-in capital | 4,882,331 | 4,882,331 |
Accumulated deficit | (5,598,060) | (5,534,279) |
Total Stockholders' Deficit | (338,707) | (278,629) |
Total Liabilities and Stockholders' Deficit | $ 1,868 | $ 1,780 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Aug. 31, 2017 | May 31, 2017 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares, Issued | 346,520,993 | 346,520,993 |
Common Stock, Shares, Outstanding | 346,520,993 | 346,520,993 |
Statements of Operations
Statements of Operations - USD ($) | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Operating Expenses | ||
General and administrative | $ 50,957 | $ 97,214 |
Mineral exploration costs | 222 | 0 |
Total Operating Expenses | 51,179 | 97,214 |
Net Loss Before Other Expenses | (51,179) | (97,214) |
Other Income (Expenses) | ||
Interest income | 0 | 192 |
Foreign exchange loss | (12,602) | (704) |
Total Other Income (Expenses) | (12,602) | (512) |
Net Loss | $ (63,781) | $ (97,726) |
Net Loss Per Share, Basic and Diluted | $ 0 | $ 0 |
Weighted Average Shares Outstanding, Basic and Diluted | 346,520,993 | 315,170,993 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Operating Activities | ||
Net loss | $ (63,781) | $ (97,726) |
Changes in operating assets and liabilities: | ||
Tax receivable | 0 | (1,593) |
Prepaid expenses | 0 | 10,000 |
Accounts payable | 32,223 | 31,577 |
Accrued liabilities | 0 | (1,046) |
Due to related parties | 16,558 | 2,414 |
Net Cash Used in Operating Activities | (15,000) | (56,374) |
Financing Activities | ||
Proceeds from common stock subscriptions | 3,703 | 51,943 |
Proceeds from loans payable | 0 | 3,812 |
Advances from shareholder | 718 | 0 |
Repayment on advances to shareholder | (1,994) | 0 |
Net Cash Provided by Financing Activities | 2,427 | 55,755 |
Effect of foreign currency on cash | 12,602 | 0 |
Increase (Decrease) in Cash | 29 | (619) |
Cash, Beginning of Period | 47 | 2,594 |
Cash, End of Period | 76 | 1,975 |
Non-cash Investing and Financing Activities: | ||
Payments made by shareholders on behalf of Company | 158 | 0 |
Supplemental Disclosures: | ||
Interest paid | 0 | 0 |
Income taxes paid | $ 0 | $ 0 |
Organization
Organization | 3 Months Ended |
Aug. 31, 2017 | |
Organization [Text Block] | 1. Organization 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 to include 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. 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, 2017. 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 result 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 to 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 and/or Enigma 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 August 31, 2017, the Company has a working capital deficiency of $338,707 and has accumulated losses of $5,598,060 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 | 3 Months Ended |
Aug. 31, 2017 | |
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 | 3 Months Ended |
Aug. 31, 2017 | |
Related Party Transactions [Text Block] | 3. Related Party Transactions (a) During the three months ended August 31, 2017, the Company incurred consulting fees of $7,977 (2016 - $7,636) to a company controlled by the President of the Company. (b) During the three months ended August 31, 2017, the Company incurred consulting fees of $11,966 (2016 - $nil) to a Director of the Company. (c) As at August 31, 2017, the Company owes $28,034 (May 31, 2017 - $21,765) to a company controlled by the President of the Company, which is non-interest bearing, unsecured and due on demand. (d) As at August 31, 2017, the Company owes $52,090 (May 31, 2017 - $37,257) to a Director of the Company, which is non-interest bearing, unsecured and due on demand. (e) As at August 31, 2017, the Company owes $15,433 (May 31, 2017 - $15,950) to a shareholder of the Company, which is non-interest bearing, unsecured and due on demand. This amount consists of advances to the Company of $718 and expenses incurred on behalf of the Company of $139, repayment of $1,994 with remaining change due to foreign exchange during the three months ended August 31, 2017. We note the shareholder is not considered a related party as he owns less than 1% of the shares outstanding as of balance sheet date. |
Common Stock
Common Stock | 3 Months Ended |
Aug. 31, 2017 | |
Common Stock [Text Block] | 4. Common Stock Stock transactions during the three months ended August 31, 2017: (a) During the three months ended August 31, 2017, the Company received cash proceeds of $3,724 (Cdn$5,000) relating to a subsequent share issuance. As at October 23, 2017 these shares have not yet been issued. Stock transactions during the three months ended August 31, 2016: (b) During the three months ended August 31, 2016, the Company received cash proceeds of $51,943 relating to a portion of a share issuance on September 16, 2016 at $0.005 per share. |
Stock-based Compensation
Stock-based Compensation | 3 Months Ended |
Aug. 31, 2017 | |
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. As at August 31, 2017 and May 31, 2017, the Company did not have outstanding stock options. |
Commitments
Commitments | 3 Months Ended |
Aug. 31, 2017 | |
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 $7,407 (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 August 31, 2017, the Company has not issued a bonus. During the three months ended August 31, 2017, the Company recorded consulting fees of $23,931 (Cdn$30,000). The Company entered into various debt settlement agreements with several creditors to settle $23,086 (Cdn$31,000) of debt with the issuance of 6,200,000 shares of common stock. As at August 31, 2017, the shares have not been issued. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Aug. 31, 2017 | |
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 to Texada Consulting Inc. consisting of 30,000,000 shares of common stock of the Company (the “Finder’s Shares”). The Agreement is subject to Wolverine and/or 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. As at October 23, 2017, the agreement has not yet closed. (b) On April 19, 2016, the Company signed a Share Purchase Agreement with a Director of the Company, whereby the Company will issue, in a private placement, 400,000,000 shares of common stock of the Company in consideration for one-third of the net proceeds that the Director will receive from the sale of the Director’s 15% interest in Decision-Zone Inc. The Agreement is subject to the Company increasing its authorized capital of common stock to allow for the issuance of the shares to the Director. As at October 23, 2017, the agreement has not yet closed. (c) In September 2017, the Company received cash proceeds of Cdn$15,000 relating to a subsequent issuance of 3,000,000 shares of common stock. As of the date of this filing, these shares have not yet been issued. (d) In October 2017, a creditor of the Company assigned $110,000 of debt to various parties. In October 2017, the Company then entered into various accounts payable settlement agreements with these parties to settle Cdn$110,000 of debt with the issuance of 22,000,000 shares of common stock. As of the date of this filing these shares have not yet been issued and the amounts due are reflected in accounts payable. (e) In October 2017, the Company entered into accounts payable settlement agreements with two creditors to settle Cdn$62,500 and USD$10,000 of debt with the issuance of 14,500,000 shares of common stock. As of the date of this filing, the shares have not been issued and the amounts due are reflected in accounts payables. (f) The Company entered into an accounts payable settlement agreement with company controlled by the President of the Company to settle Cdn$20,000 of debt with the issuance of 4,000,000 shares of common stock. As of the date of this filing, the shares have not been issued and the amount is reflected in accounts payable. (g) In January 2018, the Company received cash proceeds of Cdn$100,000 relating to a subsequent issuance of 20,000,000 shares of common stock. As of the date of this filing these shares have not yet been issued. |
Organization (Narrative) (Detai
Organization (Narrative) (Details) | 3 Months Ended |
Aug. 31, 2017USD ($) | |
Organization 1 | 25.00% |
Organization 2 | $ 2,500,000 |
Organization 3 | 338,707 |
Organization 4 | $ 5,598,060 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) | 3 Months Ended |
Aug. 31, 2017USD ($) | |
Related Party Transactions 1 | $ 7,977 |
Related Party Transactions 2 | 7,636 |
Related Party Transactions 3 | 11,966 |
Related Party Transactions 4 | 0 |
Related Party Transactions 5 | 28,034 |
Related Party Transactions 6 | 21,765 |
Related Party Transactions 7 | 52,090 |
Related Party Transactions 8 | 37,257 |
Related Party Transactions 9 | 15,433 |
Related Party Transactions 10 | 15,950 |
Related Party Transactions 11 | 718 |
Related Party Transactions 12 | 139 |
Related Party Transactions 13 | $ 1,994 |
Related Party Transactions 14 | 1.00% |
Common Stock (Narrative) (Detai
Common Stock (Narrative) (Details) - 3 months ended Aug. 31, 2017 | USD ($)$ / shares | CAD |
Common Stock 1 | $ 3,724 | |
Common Stock 2 | CAD | CAD 5,000 | |
Common Stock 3 | $ 51,943 | |
Common Stock 4 | $ / shares | $ 0.005 |
Stock-based Compensation (Narra
Stock-based Compensation (Narrative) (Details) | 3 Months Ended |
Aug. 31, 2017shares | |
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) - 3 months ended Aug. 31, 2017 | USD ($)CAD / moshares | CADCAD / moshares |
Commitments 1 | $ 7,407 | |
Commitments 2 | CAD / mo | 10,000 | 10,000 |
Commitments 3 | 5.00% | 5.00% |
Commitments 4 | $ 23,931 | |
Commitments 5 | CAD | CAD 30,000 | |
Commitments 6 | $ 23,086 | |
Commitments 7 | CAD | CAD 31,000 | |
Commitments 8 | shares | 6,200,000 | 6,200,000 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - 3 months ended Aug. 31, 2017 | USD ($)shares | CADshares |
Subsequent Events 1 | 25.00% | 25.00% |
Subsequent Events 2 | $ | $ 3,000,000 | |
Subsequent Events 3 | 25.00% | 25.00% |
Subsequent Events 4 | 30,000,000 | 30,000,000 |
Subsequent Events 5 | $ | $ 2,500,000 | |
Subsequent Events 6 | 400,000,000 | 400,000,000 |
Subsequent Events 7 | 15.00% | 15.00% |
Subsequent Events 8 | CAD | CAD 15,000 | |
Subsequent Events 9 | 3,000,000 | 3,000,000 |
Subsequent Events 10 | $ | $ 110,000 | |
Subsequent Events 11 | CAD | CAD 110,000 | |
Subsequent Events 12 | 22,000,000 | 22,000,000 |
Subsequent Events 13 | CAD | CAD 62,500 | |
Subsequent Events 14 | $ | $ 10,000 | |
Subsequent Events 15 | 14,500,000 | 14,500,000 |
Subsequent Events 16 | CAD | CAD 20,000 | |
Subsequent Events 17 | 4,000,000 | 4,000,000 |
Subsequent Events 18 | CAD | CAD 100,000 | |
Subsequent Events 19 | 20,000,000 | 20,000,000 |