Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Feb. 28, 2018 | Apr. 20, 2018 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Feb. 28, 2018 | |
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 | 432,420,993 | |
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 | Q3 |
Balance Sheets
Balance Sheets - USD ($) | Feb. 28, 2018 | May 31, 2017 |
Current Assets | ||
Cash | $ 29,303 | $ 47 |
Other receivable | 7,308 | 1,733 |
Total Assets | 36,611 | 1,780 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 182,539 | 205,436 |
Advances from shareholder | 0 | 15,950 |
Short term debt - related parties | 30,540 | 59,023 |
Total Liabilities | 213,079 | 280,409 |
Stockholders' Deficit | ||
Common stock, 500,000,000 shares authorized, $0.001 par value 420,420,993 and 346,520,993 shares issued and outstanding at February 28, 2018 and May 31, 2017, respectively | 420,421 | 346,521 |
Subscriptions received | 45,708 | 26,798 |
Additional paid-in capital | 5,107,414 | 4,882,331 |
Accumulated deficit | (5,750,011) | (5,534,279) |
Total Stockholders' Deficit | (176,468) | (278,629) |
Total Liabilities and Stockholders' Deficit | $ 36,611 | $ 1,780 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Feb. 28, 2018 | 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 | 420,420,993 | 346,520,993 |
Common Stock, Shares, Outstanding | 420,420,993 | 346,520,993 |
Statements of Operations
Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Feb. 28, 2018 | Feb. 28, 2017 | Feb. 28, 2018 | Feb. 28, 2017 | |
Operating Expenses | ||||
General and administrative | $ 102,156 | $ 57,826 | $ 202,686 | $ 228,207 |
Write-off of interest and loan receivable | 0 | 15,993 | 0 | 15,993 |
Mineral exploration costs | 0 | 0 | 222 | 0 |
Total Operating Expenses | 102,156 | 73,819 | 202,908 | 244,200 |
Net Loss Before Other Expenses | (102,156) | (73,819) | (202,908) | (244,200) |
Other Income (Expenses) | ||||
Interest income | 0 | 191 | 0 | 570 |
Foreign exchange gain (loss) | (5,521) | (613) | (12,786) | (409) |
Gain (loss) on settlement of debt | (38) | 0 | (38) | 3,617 |
Net Loss | $ (107,715) | $ (74,241) | $ (215,732) | $ (240,422) |
Net Loss Per Common Share, Basic and Diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted Average Common Shares Outstanding, Basic and Diluted | 358,016,549 | 346,520,993 | 369,829,052 | 334,118,795 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 9 Months Ended | |
Feb. 28, 2018 | Feb. 28, 2017 | |
Operating Activities | ||
Net loss | $ (215,732) | $ (240,422) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization of prepaid from shares issued for services | 0 | 17,000 |
(Gain) loss on settlement of debt | 38 | (3,617) |
Write-off of interest and loan receivable | 0 | 15,993 |
Changes in operating assets and liabilities: | ||
Other receivable | (5,575) | 0 |
Accounts payable | 122,498 | 114,134 |
Due to related parties | (11,832) | 13,230 |
Net Cash Used in Operating Activities | (110,603) | (83,682) |
Financing Activities | ||
Proceeds from issuance of common stock | 129,035 | 63,369 |
Proceeds from common stock subscriptions | 45,708 | 17,628 |
Advances from shareholder | 10,805 | 0 |
Repayment on advances to shareholder | (32,903) | 0 |
Net Cash Provided by Financing Activities | 152,645 | 80,997 |
Effect of foreign currency on cash | (12,786) | 96 |
Increase (decrease) in Cash | 29,256 | (2,589) |
Cash, Beginning of Period | 47 | 2,594 |
Cash, End of Period | 29,303 | 5 |
Non-cash Investing and Financing Activities: | ||
Payments made by shareholders on behalf of Company | 7,021 | 15,697 |
Shares issued to settle accounts payable | 126,750 | 35,625 |
Shares issued to settle related party accounts payable | 16,400 | 14,000 |
Stock issued for prior year subscriptions | 26,798 | 0 |
Shares issued for prepaid services | 0 | 7,000 |
Supplemental Disclosures: | ||
Interest paid | 0 | 0 |
Income taxes paid | $ 0 | $ 0 |
Organization
Organization | 9 Months Ended |
Feb. 28, 2018 | |
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 would acquire 25% interest in the process technology and cyber security company ENIGMAMobil Inc. (“Enigma”). Enigma is in the business of developing security applications for cyber systems focusing on the mobile smartphone markets. On December 31, 2017, the parties agreed to let the Share Exchange and Royalty Agreement expire to enable the Company to focus on its indirect interest in Decision-Zone Inc. which the Company acquired through a Share Purchase Agreement, which was announced April 19, 2016. The Company will no longer be pursuing an interest in Enigma. Refer to Note 7. 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 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 plans to raise financing of debt or equity. 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. At February 28, 2018, the Company has a working capital deficiency of $176,468 and has accumulated losses of $5,750,011 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 | 9 Months Ended |
Feb. 28, 2018 | |
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 | 9 Months Ended |
Feb. 28, 2018 | |
Related Party Transactions [Text Block] | 3. Related Party Transactions (a) During the nine months ended February 28, 2018, the Company incurred consulting fees of $26,766 (2017 - $22,613) to a company controlled by the President of the Company. (b) During the nine months ended February 28, 2018, the Company incurred consulting fees of $23,418 (2017 - $22,466) to a Director of the Company. (c) As at February 28, 2018, the Company owes $17,582 (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 February 28, 2018, the Company owes $12,958 (May 31, 2017 - $37,257) to a Director of the Company, which is non-interest bearing, unsecured and due on demand. (e) As at February 28, 2017, the Company owes $0 (May 31, 2017 - $15,950) to a shareholder of the Company, which is non-interest bearing, unsecured and due on demand. During the nine months ended November 30, 2017 the change consisted of advances to the Company of $10,805 and expenses incurred on behalf of the Company of $7,021, and repayment of $32,903. On February 14, 2018, the Company issued 10,000,000 shares of common stock with a fair value of $41,000 to settle Cdn$50,000 ($39,844) of amounts owing to a shareholder, resulting in a loss on settlement of debt of $1,156. We note the shareholder is not considered a related party as he owns less than 5% of the shares outstanding as of balance sheet date and does not have significant influence in the Company. (f) On February 14, 2018, the Company issued 4,000,000 shares of common stock with a fair value of $16,400 to settle Cdn$20,000 ($15,938) of amounts owing to a company controlled by the President of the Company, resulting in a loss on settlement of debt of $462 |
Common Stock
Common Stock | 9 Months Ended |
Feb. 28, 2018 | |
Common Stock [Text Block] | 4. Common Stock Stock transactions during the nine months ended February 28, 2018: (a) On February 14, 2018, the Company issued 31,700,000 shares of common stock with a fair value of $85,750 to settle accounts payable of $126,750, resulting in a gain on settlement of $424. (b) On February 14, 2018, the Company issued 4,000,000 shares of common stock with a fair value of $16,400 to settle related party accounts payable of $15,938 (Cdn$20,000), resulting in a loss on settlement of $462. (c) On February 14, 2018, the Company issued 5,000,000 shares of common stock pursuant to a private placement at $0.005 per share for proceeds of $25,000. (d) On February 14, 2018, the Company issued 33,200,000 shares of common stock pursuant to a private placement at Cdn$0.005 per share for proceeds of $130,833 (Cdn$166,000). Proceeds of $26,798 (Cdn$36,000) which were received during the year ended May 31, 2017. (e) In February 2018, the Company received cash proceeds of $45,708 (Cdn$58,000) relating to share subscriptions. The shares were unissued at February 28, 2018 and the amounts received have been reflected in stock subscriptions received in the balance sheet. These shares have been issued subsequent to February 28, 2018. |
Stock-based Compensation
Stock-based Compensation | 9 Months Ended |
Feb. 28, 2018 | |
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 February 28, 2018, the Company did not have outstanding stock options. |
Commitments
Commitments | 9 Months Ended |
Feb. 28, 2018 | |
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 February 28, 2018, the Company has not issued a bonus. During the nine months ended February 28, 2018, the Company recorded consulting fees of $94,042 (Cdn$120,000), which included $70,531 (Cdn$90,000) of consulting fees under the above agreement, and additional consulting fees of $23,511 due to an increase in financing activities (Cdn$30,000) for the three months ended February 28, 2018. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Feb. 28, 2018 | |
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. Both parties mutually agreed to let the agreement expire in the current fiscal year. (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 of the date of this filing, the agreement has not yet closed. (c) In February 2018, the Company received cash proceeds of $45,276 (Cdn$58,000) relating to share subscriptions. The shares were unissued at February 28, 2018 and the amounts received have been reflected in stock subscriptions received in the balance sheet. These shares have been issued subsequent to February 28, 2018. |
Organization (Narrative) (Detai
Organization (Narrative) (Details) | 9 Months Ended |
Feb. 28, 2018USD ($) | |
Organization 1 | 25.00% |
Organization 2 | $ 176,468 |
Organization 3 | $ 5,750,011 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - 9 months ended Feb. 28, 2018 | USD ($)shares | CAD ($)shares |
Related Party Transactions 1 | $ 26,766 | |
Related Party Transactions 2 | 22,613 | |
Related Party Transactions 3 | 23,418 | |
Related Party Transactions 4 | 22,466 | |
Related Party Transactions 5 | 17,582 | |
Related Party Transactions 6 | 21,765 | |
Related Party Transactions 7 | 12,958 | |
Related Party Transactions 8 | 37,257 | |
Related Party Transactions 9 | 0 | |
Related Party Transactions 10 | 15,950 | |
Related Party Transactions 11 | 10,805 | |
Related Party Transactions 12 | 7,021 | |
Related Party Transactions 13 | $ 32,903 | |
Related Party Transactions 14 | shares | 10,000,000 | 10,000,000 |
Related Party Transactions 15 | $ 41,000 | |
Related Party Transactions 16 | $ 50,000 | |
Related Party Transactions 17 | 39,844 | |
Related Party Transactions 18 | $ 1,156 | |
Related Party Transactions 19 | 5.00% | 5.00% |
Related Party Transactions 20 | shares | 4,000,000 | 4,000,000 |
Related Party Transactions 21 | $ 16,400 | |
Related Party Transactions 22 | $ 20,000 | |
Related Party Transactions 23 | 15,938 | |
Related Party Transactions 24 | $ 462 |
Common Stock (Narrative) (Detai
Common Stock (Narrative) (Details) - 9 months ended Feb. 28, 2018 | USD ($)$ / sharesshares | CAD ($)$ / sharesshares |
Common Stock 1 | shares | 31,700,000 | 31,700,000 |
Common Stock 2 | $ 85,750 | |
Common Stock 3 | 126,750 | |
Common Stock 4 | $ 424 | |
Common Stock 5 | shares | 4,000,000 | 4,000,000 |
Common Stock 6 | $ 16,400 | |
Common Stock 7 | 15,938 | |
Common Stock 8 | $ 20,000 | |
Common Stock 9 | $ 462 | |
Common Stock 10 | shares | 5,000,000 | 5,000,000 |
Common Stock 11 | $ / shares | $ 0.005 | |
Common Stock 12 | $ 25,000 | |
Common Stock 13 | shares | 33,200,000 | 33,200,000 |
Common Stock 14 | $ / shares | $ 0.005 | |
Common Stock 15 | $ 130,833 | |
Common Stock 16 | $ 166,000 | |
Common Stock 17 | 26,798 | |
Common Stock 18 | 36,000 | |
Common Stock 19 | $ 45,708 | |
Common Stock 20 | $ 58,000 | |
Common Stock 21 | 2,018 | 2,018 |
Stock-based Compensation (Narra
Stock-based Compensation (Narrative) (Details) | 9 Months Ended |
Feb. 28, 2018shares | |
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) - 9 months ended Feb. 28, 2018 | USD ($)$ / mo | CAD ($)$ / mo |
Commitments 1 | $ 7,407 | |
Commitments 2 | $ / mo | 10,000 | 10,000 |
Commitments 3 | 5.00% | 5.00% |
Commitments 4 | $ 94,042 | |
Commitments 5 | $ 120,000 | |
Commitments 6 | 70,531 | |
Commitments 7 | 90,000 | |
Commitments 8 | $ 23,511 | |
Commitments 9 | $ 30,000 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - 9 months ended Feb. 28, 2018 | USD ($)shares | CAD ($)shares |
Subsequent Events 1 | 25.00% | 25.00% |
Subsequent Events 2 | $ 3,000,000 | |
Subsequent Events 3 | 25.00% | 25.00% |
Subsequent Events 4 | shares | 30,000,000 | 30,000,000 |
Subsequent Events 5 | $ 2,500,000 | |
Subsequent Events 6 | shares | 400,000,000 | 400,000,000 |
Subsequent Events 7 | 15.00% | 15.00% |
Subsequent Events 8 | $ 45,276 | |
Subsequent Events 9 | $ 58,000 |