Document_and_Entity_Informatio
Document and Entity Information (USD $) | 6 Months Ended | |
31-May-13 | Sep. 08, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'American Mineral Group, Inc. | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-May-13 | ' |
Amendment Flag | 'false | ' |
Entity Central Index Key | '0001427644 | ' |
Current Fiscal Year End Date | '--11-30 | ' |
Entity Common Stock, Shares Outstanding | ' | 15,135,231 |
Entity Public Float | $121,082 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Current Reporting Status | 'No | ' |
Entity Voluntary Filers | 'No | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
BALANCE_SHEETS
BALANCE SHEETS (USD $) | 31-May-13 | Nov. 30, 2012 |
CURRENT ASSETS: | ' | ' |
Cash | $9 | $470 |
Prepaid Expense, Current | 500 | 3,500 |
TOTAL CURRENT ASSETS | 509 | 3,970 |
MINERAL RIGHTS AND PROPERTIES | ' | ' |
Working Interest in oil & gas property | 800,000 | ' |
Oil field equipment | 1,200,000 | ' |
TOTAL MINERAL AND FIXED ASSETS | 2,000,000 | ' |
TOTAL ASSETS | 2,000,509 | 3,970 |
CURRENT LIABILITIES: | ' | ' |
Accounts Payable, Current | 103,644 | 103,523 |
Accrued Liabilities, Current | 188,678 | 106,887 |
Accrued payroll | 754,759 | 580,581 |
Convertible debentures | 241,925 | 253,450 |
Notes payable | 1,782,557 | 261,244 |
Due to former CEO | 18,346 | 19,816 |
Due to Related Parties, Noncurrent | 1,294 | 1,025 |
Derivative liability | 192,123 | 200,535 |
TOTAL CURRENT LIABILITIES | 3,283,326 | 1,527,061 |
STOCKHOLDERS' EQUITY (DEFICIT) | ' | ' |
Preferred A Stock | 3 | 3 |
Preferred B Stock | 88 | 88 |
Preferred C Stock to be issued | 250 | ' |
Common Stock | 15,135 | 13,202 |
Additional paid-in capital | 12,880,985 | 12,371,612 |
Deficit accumulated during the exploration stage | -14,179,278 | -13,907,996 |
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) | -1,282,817 | -1,523,091 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | $2,000,509 | $3,970 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) (USD $) | 31-May-13 | Nov. 30, 2012 |
Balance Sheet (Parenthetical) | ' | ' |
Working Interest in oil & gas property | $800,000 | ' |
Oil field equipment | 1,200,000 | ' |
Convertible debentures | 241,925 | 253,450 |
Common Stock, par value | $0.00 | $0.00 |
Common Stock, authorized | 500,000,000 | 500,000,000 |
Common Stock, issued | 15,135,231 | 13,201,898 |
Common Stock, outstanding | 15,135,231 | 13,201,898 |
Preferred Stock, par value | $0.00 | $0.00 |
Preferred Stock, authorized | 1,000,000 | 1,000,000 |
Preferred A Stock, authorized | 100,000 | 100,000 |
Preferred A Stock, issued | 3,000 | 3,000 |
Preferred A Stock, outstanding | 3,000 | 3,000 |
Preferred B Stock, authorized | 100,000 | 100,000 |
Preferred B Stock, issued | 87,500 | 87,500 |
Preferred B Stock, outstanding | 87,500 | 87,500 |
Preferred C Stock, issued | 250,000 | ' |
STATEMENTS_OF_OPERATIONS
STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 6 Months Ended | 70 Months Ended | ||
31-May-13 | 31-May-12 | 31-May-13 | 31-May-12 | 31-May-13 | |
OPERATING EXPENSES: | ' | ' | ' | ' | ' |
General and administrative | $114,050 | $128,580 | $218,128 | $404,535 | $10,204,815 |
Bank charges and interest | 45 | 75 | 75 | 114 | 2,417 |
Foreign exchange (gain) loss | 257 | -1,534 | -2,817 | -1,812 | 314 |
Mineral claim maintenance and geological costs | ' | ' | ' | ' | 456,933 |
TOTAL OPERATING EXPENSES | 114,352 | 127,121 | 215,386 | 402,837 | 10,664,479 |
OPERATING LOSS | -114,352 | -127,121 | -215,386 | -402,837 | -10,664,479 |
INTEREST EXPENSE | 46,266 | 17,115 | 64,308 | 32,671 | 333,051 |
CHANGE IN FAIR VALUE OF DERIVATIVE LIABILITY | ' | -67,903 | -8,412 | -346,948 | -533,316 |
AMORTIZATION OF DEBT DISCOUNT | ' | 115,407 | ' | 234,617 | 877,514 |
LOSS OF MINERAL RIGHTS | ' | ' | ' | ' | 2,837,550 |
NET LOSS | ($160,618) | ($191,740) | ($271,282) | ($323,177) | ($14,179,278) |
BASIC AND DILUTED - LOSS PER SHARE | ($0.01) | ($0.02) | ($0.02) | ($0.05) | ' |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | ' | ' | ' | ' | ' |
Basic and Diluted | 15,135,231 | 8,929,480 | 14,917,453 | 6,178,149 | ' |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 6 Months Ended | 70 Months Ended | |
31-May-13 | 31-May-12 | 31-May-13 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' | ' |
Net loss | ($271,282) | ($323,177) | ($14,179,278) |
Amortization of debt discount | ' | 234,617 | 877,514 |
Stock issued for compensation | ' | 163,750 | 8,333,350 |
Penalty on debenture default | 54,500 | ' | 54,500 |
Change in fair value of derivative liability | -8,412 | -346,948 | -533,316 |
Loss of mineral rights | ' | ' | 2,837,550 |
Increase Decrease in Prepaid expenses | 3,000 | 2,458 | -500 |
Accounts payable and accrued expenses | 254,652 | 190,175 | 1,210,959 |
Net cash used in operating activities | -22,042 | -79,125 | -1,399,221 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' | ' |
Payments on acquistion of Mineral Rights Agreement | ' | ' | -202,000 |
Acquistion of additional claims | ' | ' | -35,550 |
NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES | ' | ' | -237,550 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' | ' |
Proceeds from expenses paid by stockholder | ' | ' | 14,996 |
Proceeds from notes payable | 21,312 | 78,150 | 708,828 |
Payments of notes payable | ' | ' | -66,280 |
Proceeds from private placement | ' | ' | 290,000 |
Proceeds from convertible debentures | ' | ' | 614,500 |
Proceeds from /(Payments) to officer and prior CEO | 269 | 620 | 74,736 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 21,581 | 78,770 | 1,636,780 |
NET INCREASE (DECREASE) IN CASH | -461 | -355 | 9 |
CASH - BEGINNING OF PERIOD | 470 | 399 | ' |
CASH - END OF PERIOD | 9 | 41 | 9 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ' | ' | ' |
Cash paid for interest | ' | 5,400 | ' |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ' | ' | ' |
Stock issued in connection with conversion of debentures | $11,525 | $224,025 | ' |
Nature_of_Operations_and_Going
Nature of Operations and Going Concern | 6 Months Ended |
31-May-13 | |
Notes | ' |
Nature of Operations and Going Concern | ' |
Nature of Operations and Going Concern | |
American Mineral Group, Inc. (the “Company”) was incorporated in the State of Nevada on August 10, 2007. The Company is engaged in the exploration, development, and acquisition of mineral properties. | |
The accompanying financial statements have been prepared on the basis of accounting principles applicable to a going concern; accordingly, they do not give effect to adjustment that would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and retire its liabilities in other than the normal course of business and at amounts different from those in the accompanying financial statements. As shown in the accompanying financial statements, the Company incurred a net loss of $271,282 for the six months ended May 31, 2013, and has an accumulated deficit of $14,179,278. Management plans to raise cash from public or private debt or equity financing, on an as needed basis and in the longer term, to generate revenues from the acquisition, exploration and development of mineral interests, if found. The Company's ability to continue as a going concern is dependent upon achieving profitable operations and/or upon obtaining additional financing. The outcome of these matters cannot be predicted at this time. |
Accounting_Principles
Accounting Principles | 6 Months Ended |
31-May-13 | |
Notes | ' |
Accounting Principles | ' |
Summary of Significant Accounting Policies | |
a) Basis of Presentation | |
These interim financial statements have been prepared in accordance with U.S. generally accepted accounting principles for financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six months ended May 31, 2013 are not necessarily indicative of the results that may be expected for any interim period or an entire year. The Company applies the same accounting policies and methods in its interim financial statements as those in the most recent annual financial statements. The financial statements and notes included herein should be read in conjunction with the annual financial statements and notes for the year ended November 30, 2012 included in the Company’s filing of Form 10K. | |
b) Exploration Stage Company | |
The Company is considered to be in the exploration stage. The Company is devoting substantially all of its present efforts to exploring and identifying mineral properties suitable for development. | |
c) Accounting Principles | |
The accounting and reporting policies of the Company conform to United States generally accepted accounting principles applicable to exploration stage enterprises. | |
d) Mineral Property Exploration | |
The Company is in the exploration stage and has not yet realized any revenue from its planned operations. Mineral property acquisition costs are capitalized. Additionally, mine development costs incurred either to develop new ore deposits and constructing new facilities are capitalized until operations commence. All such capitalized costs are amortized using a straight-line basis, based on the minimum original license term at acquisition, but do not exceed the useful life of the capitalized costs. Upon commercial development of an ore body, the applicable capitalized costs would then be amortized using the units-of-production method. Exploration costs, costs incurred to maintain current production or to maintain assets on a standby basis are charged to operations. Costs of abandoned projects are charged to operations upon abandonment. The Company evaluates, at least quarterly, the carrying value of capitalized mining costs and related property, plant and equipment costs, if any, to determine if these costs are in excess of their net realizable value and if a permanent impairment needs to be recorded. The periodic evaluation of carrying value of capitalized costs and any related property, plant and equipment costs are based upon expected cash flows and/or estimated salvage value in accordance with guidance issued by the FASB, "Accounting for Impairment or Disposal of Long-Lived Assets." | |
e) Foreign Currency Translation | |
The Company's functional and reporting currency is the U.S. Dollar. All transactions initiated in foreign currencies are translated into U.S. dollars in accordance with guidelines issued by the FASB as follows: | |
i) monetary assets and liabilities at the rate of exchange in effect at the balance sheet date; | |
ii) non-monetary assets at historical rates; and | |
iii) revenue and expense items at the average rate of exchange prevailing during the period. | |
Gains and losses from foreign currency transactions are included in the statement of operations. | |
As of May 31, 2013, the Company only operates in the United States. | |
f) Cash and Cash Equivalents | |
For purposes of the statement of cash flows, cash includes demand deposits, saving accounts and money market accounts. The Company considers all highly liquid instruments with maturities of three months or less when purchased to be cash equivalents. | |
g) Use of Estimates | |
The preparation of financial statements in conformity with US generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenditures during the reporting period. Actual results could differ from those reported. | |
h) Accounts receivable and concentration of credit risk | |
The Company currently has no accounts receivable, no customers, and therefore, does not currently foresee a concentrated credit risk associated with trade receivables. If and when the Company commences operations that generate revenue, the Company will evaluate the receivable in light of the collectability in the normal course of business. | |
i) Loss per Common Share | |
Net loss per common share is based on the weighted average number of shares outstanding. Potential common shares includable in the computation of fully diluted per share results are not presented in the financial statements as their effect would be anti-dilutive. | |
j) Reclassifications | |
Certain prior year financial statement balances have been reclassified to conform to the current year presentation. These reclassifications had no effect on the recorded net loss. | |
k) Recently Adopted Accounting Pronouncements | |
There are several new accounting pronouncement issued or proposed by the Financial Accounting Standards Board (“FASB”). Each of these pronouncements, as applicable, has been or will be adopted by the Company. Management does not believe any of these accounting pronouncements has had or will have a material impact on the Company’s financial position or operating results. |
Fair_Value_Measurements
Fair Value Measurements | 6 Months Ended | |||||||||||
31-May-13 | ||||||||||||
Notes | ' | |||||||||||
Fair Value Measurements | ' | |||||||||||
Fair Value Measurements | ||||||||||||
Valuation Hierarchy | ||||||||||||
ASC 820 establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on the Company’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. | ||||||||||||
The following table provides the assets and liabilities carried at fair value measured on a recurring and non-recurring basis as of May 31, 2013: | ||||||||||||
Fair Value Measurements at May 31, 2013 | ||||||||||||
Quoted prices | Significant | |||||||||||
Total Carrying | in active | other | Significant | |||||||||
Value at | markets | observable | unobservable | |||||||||
31-May-13 | (Level 1) | inputs (Level 2) | inputs (Level 3) | |||||||||
Derivative liabilities | $ | 192,123 | $ | - | $ | - | $ | 192,123 | ||||
The derivative liabilities are measured at fair value using quoted market prices and estimated volatility factors based on historical quoted market prices for the Company’s common stock, and are classified within Level 3 of the valuation hierarchy. | ||||||||||||
The following is a reconciliation of the beginning and ending balances for assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3): | ||||||||||||
31-May-13 | 30-Nov-12 | |||||||||||
Beginning balance | $ | 200,535 | $ | 434,063 | ||||||||
Derivative liabilities recorded | - | 72,246 | ||||||||||
Derivative liabilities converted | - | - | ||||||||||
Unrealized gain attributable to the change in liabilities still held | -8,412 | -305,774 | ||||||||||
Ending balance | $ | 192,123 | $ | 200,535 | ||||||||
The fair value of the derivative liability at May 31, 2013 and November 30, 2012, totaling $192,123 and $200,535, respectively, was calculated using the Black-Scholes Option Pricing model under the assumptions detailed in Note 4. | ||||||||||||
Gains and losses (realized and unrealized) included in earnings (to change in fair value of derivative liability) for the six months ended May 31, 2013 and three months ended May 31, 2012, are reported in other expenses as follows: | ||||||||||||
31-May-13 | ||||||||||||
31-May-12 | ||||||||||||
(Gain) Loss on derivative liabilities recorded during the period | $ | - | $ | 72,246 | ||||||||
Debt discount attributable to derivative liabilities recorded | - | -55,000 | ||||||||||
Derivative liabilities converted during the period | - | - | ||||||||||
Unrealized gain attributable to the change in liabilities still held | -8,412 | -364,194 | ||||||||||
Net unrealized (gain) loss included in earnings | $ | -8,412 | $ | -346,948 | ||||||||
Derivative_Liabilities
Derivative Liabilities | 6 Months Ended | |||||
31-May-13 | ||||||
Notes | ' | |||||
Derivative Liabilities | ' | |||||
Derivative Liabilities | ||||||
In June 2008, the FASB finalized ASC 815, “Determining Whether an Instrument (or Embedded Feature) is indexed to an Entity’s Own Stock.” Under ASC 815, instruments which do not have fixed settlement provisions are deemed to be derivative instruments. The Company has determined that it needs to account for 8 convertible debentures (see note 3h) issued for its shares of common stock, as derivative liabilities, and apply the provisions of ASC 815. The instruments have a ratchet provision that adjust either the exercise price and/or quantity of the shares as the conversion price equals to 60% of the "market price" at the time of conversion, which "market price" will be calculated as the average of the three lowest "trading prices" for the Company's common stock during the ten day trading period prior to the date the conversion note is sent to the Company. | ||||||
As a result, the instruments need to be accounted for as derivative liabilities. In accordance with ASC 815, these convertible debentures have been re-characterized as derivative liabilities. ASC 815, “Accounting for Derivative Instruments and Hedging Activities” (“ASC 815”) requires that the fair value of these liabilities be re-measured at the end of every reporting period with the change in fair value reported in the consolidated statement of operations. | ||||||
The fair value of the derivative liabilities was measured using the Black-Scholes option pricing model and the following assumptions: | ||||||
May 31, | November 30, | Date of | ||||
2013 | 2012 | issuance | ||||
$32,500 Debenture: | ||||||
Discount Rate – Bond Equivalent Yield | 0.30% | 0.30% | 0.30% | |||
Annual rate of dividends | - | - | - | |||
Volatility | 196.41% | 196.41% | 319.58% | |||
Weighted Average life (months) | 0 | 0 | 9 | |||
$40,000 Debenture: | ||||||
Discount Rate – Bond Equivalent Yield | 0.30% | 0.30% | 0.30% | |||
Annual rate of dividends | - | - | - | |||
Volatility | 227.29% | 196.41% | 319.58% | |||
Weighted Average life (months) | 0 | 0 | 9 | |||
$35,000 Debenture: | ||||||
Discount Rate – Bond Equivalent Yield | 0.30% | 0.30% | 0.30% | |||
Annual rate of dividends | - | - | - | |||
Volatility | 227.29% | 196.41% | 262.42% | |||
Weighted Average life (months) | 0 | 0 | 9 | |||
$174,530 Debenture: | ||||||
Discount Rate – Bond Equivalent Yield | 0.30% | 0.30% | 0.30% | |||
Annual rate of dividends | - | - | - | |||
Volatility | 227.29% | 196.41% | 262.42% | |||
Weighted Average life (months) | 0 | 0 | 6 | |||
Fair Value | $ 192,123 | $ 200,535 | ||||
The discount rate was based on rates established by the Federal Reserve. The Company based expected volatility on the historical volatility for its common stock. The expected life of the debentures was based on their full term. The expected dividend yield was based upon the fact that the Company has not historically paid dividends, and does not expect to pay dividends in the future. | ||||||
The Company recorded a derivative liability associated with the convertible debts, as the conversion price of most debentures is variable with a conversion threshold of 60% of the market value of the Company’s common stock on the date of conversion except for debentures totaling $174,530 which has a conversion threshold of 70% of the market value of the Company’s common stock on the date of conversion. The initial measurement of this derivative liability is based on the value of the shares that could be issued upon entry into the convertible debt agreement. Such valuation is determined using a fair value valuation model of the potential shares that could be issued. The difference between the initial value of the derivative liability and the debt discount is charged as an expense on the change in fair value of derivative liabilities upon entry into the debt agreement. The derivative liability is adjusted at each reporting period date based on the conversion rate available at each reporting date, or until such time as the convertible debt is converted. During the six months ended May 31, 2013, $8,412 was charged to change in fair value of derivative liabilities. The value of the derivative is presented as the derivative liability in the accompanying balance sheet of the Company, less any adjustments to the value of the derivative. | ||||||
At May 31, 2013, the Company reevaluated the derivative liability based on the fair value assumptions for the convertible debt that it had previously entered into as well as convertible debt entered into during the six months then ended. As of May 31, 2013, the derivative liability recorded during the six months then ended, decreased by $8,412 due to the conversion threshold being lower at this reporting date than on the date that the convertible debt had been entered into. |
Notes_Payable
Notes Payable | 6 Months Ended |
31-May-13 | |
Notes | ' |
Notes Payable | ' |
Notes Payable | |
During the year, by mutual agreement between the Company and the investor, the following sums (which included the balance forward of $231,507 the investor had loaned in the previous year ending November 30, 2011) were converted or re-written to a number of one year notes: as described below: | |
· December 1, 2011 for loans and accrued interest loaned on or before August 31, 2010 - $147,076 | |
· December 1, 2011 for loans and accrued interest loaned on or before November 18, 2010 - $169,030. | |
· March 31, 2011 for loans and accrued interest loaned on or before March 31, 2011 - $105,500 | |
· June 30, 2011 for loans and accrued interest loaned on or before June 30, 2011 - $60,000 | |
The Company raised $269 and $925 in demand notes to from its CFO during the six month period ended May 31, 2013 and the fiscal year ended November 30, 2012 respectively. | |
During the six months ended May 31, 2013, the Company borrowed $21,312 from an affiliated, accredited investor. The notes are unsecured, carry interest at 15% per annum and are due on demand. | |
On February 27, 2013, the Company issued a secured note in the amount of $1.5 million in connection with the acquisition of a 28% Working Interest in the Grand Chenier oil and gas prospect. |
Related_Party_Transactions
Related Party Transactions | 6 Months Ended |
31-May-13 | |
Notes | ' |
Related Party Transactions | ' |
Related party transactions | |
From time to time, our former CEO, Mal Bains lent money to the Company. At May 31, 2013 the balance owed was $18,346. The balance does not bear interest and is due on demand. | |
During 2013 and 2012, our CEO and CFO have from time to time lent money to the Company. These advances are non-interest bearing and payable upon demand. At May 31, 2013 the balance owed was $1,294. |
Capital_Stock
Capital Stock | 6 Months Ended |
31-May-13 | |
Notes | ' |
Capital Stock | ' |
Capital Stock | |
On April 24, 2013, the Company affected a reverse stock split of 1:125 of its common shares issued and outstanding. Effective with the reverse, the Company reduced its authorized shares to 500,000,000 million shares. | |
a) | |
Authorized | |
Authorized capital stock consists of: | |
500,000,000 common shares with a par value of $0.001 per share; and | |
1,000,000 preferred shares with a par value of $0.001 per share | |
b) | |
Share Issuances | |
In December 2011, The Company issued 73,254,759 common shares in connection with the conversion of $46,170 of convertible debentures and interest. The shares were issued at an average price of $0.00063 per share. | |
In January 2012, the Company issued 164,097,069 common shares in connection with the conversion of $39,023 of convertible debentures and interest. The shares were issued at an average price of $0.00024 per share. | |
In February 2012, the Company issued 148,806,139 common shares in connection with the conversion of $35,050 of convertible debentures and interest. The shares were issued at an average price of $0.00021 per share. | |
In February 2012, the Company issued 28,000 preferred B shares to a consultant as compensation for consulting services rendered. The shares were issued at a price of $0.0005 per common share equivalent the closing market price on the date of issuance. | |
In February 2012, the Company issued 12,500 preferred B shares to each of its three directors (a total of 37,500 preferred B shares) as compensation for services rendered. The shares were issued at a price of $0.0005 per common share equivalent the closing market price on the date of issuance. | |
In March 2012, The Company issued 193,000,000 common shares in connection with the conversion of $50,771 of convertible debentures and interest. The shares were issued at an average price of $0.00026 per share. | |
In April 2012, the Company issued 316,473,684 common shares in connection with the conversion of $33,120 of convertible debentures and interest. The shares were issued at an average price of $0.0001 per share. | |
In May 2012, the Company issued 389,871,429 common shares in connection with the conversion of $22,041 of convertible debentures and interest. The shares were issued at an average price of $0.00006 per share. | |
In February 2013, the Company in connection with the acquisition of a 28% working interest in the Grand Chenier oil and gas prospect recorded 250,000 shares of Preferred C Stock to be issued at $2.00 per share. |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended |
31-May-13 | |
Notes | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
In August, 2009, trading in the Company’s stock was temporarily suspended in British Columbia, Canada by the British Columbia Securities Commission (BCSC). The temporary suspension was the result of what the BCSC termed “suspicious trading activity” due to a significant increase in the share price of the Company’s stock price. Various shareholders, and the former CEO and President, Malkeet Bains have been interviewed. To date, no charges of wrongdoing have been made against the Company; however, the BCSC has requested various documents and information as part of the investigation. The Cease Trade Order is still in effect regarding trading in British Columbia, Canada, and the residents thereof. The Company cannot be certain of the outcome of the proceedings; however, we do not believe they will impact the Company itself. Accordingly, the Company has not reserved for any additional legal fees, which the Company believes will be nominal and expensed as incurred. | |
In ongoing proceedings, the BCSC accepted plea agreements from several individuals in connection with its investigation into the above referenced matter. The Company and current management are NOT involved in the proceedings and have no connection to any of the individuals under investigation. | |
Under a consulting agreement between American Mineral and Internet Marketing Solutions, Inc. (IMS) provides that IMS will receive a Consulting Fee of ten percent (10%) of the gross value of the project received by American Mineral including cash, stock and stock purchase warrants. |
Subsequent_Events
Subsequent Events | 6 Months Ended |
31-May-13 | |
Notes | ' |
Subsequent Events | ' |
Subsequent Events | |
Management evaluated subsequent events through the date of this filing to determine if such events would require adjustment to or disclosure in the financial statements. | |
On April 24, 2013, the Company affected a reverse stock split of 1:125 of its common shares issued and outstanding. |
Acquisition_of_Working_Interes
Acquisition of Working Interest | 6 Months Ended |
31-May-13 | |
Notes | ' |
Acquisition of Working Interest | ' |
Acquisition of Working Interest | |
On February 27, 2013, the Company acquired a 28% Working Interest in the Grand Chenier oil and gas prospect in Louisiana for $2.0 million in stock and notes as follows: | |
· 250,000 shares of Preferred C Stock at a price of $2.00 per share for a total value of $500,000. The Preferred C Stock converts 1:100 into Common Shares of the Company; and | |
· $1.5 million in secured notes carrying the following features: | |
o Secured by the Working Interest; | |
o Interest rate of 8% per annum; | |
o To be repaid upon commencement of production at the lesser of (i) $40,552.79 per month, or (ii) 20% of the Net Income from any production |
Fair_Value_Measurements_Reconc
Fair Value Measurements: Reconciliation Schedule of Derivative Liabilities at Fair Value (Tables) | 6 Months Ended | |||||||||||
31-May-13 | ||||||||||||
Tables/Schedules | ' | |||||||||||
Reconciliation Schedule of Derivative Liabilities at Fair Value | ' | |||||||||||
Fair Value Measurements at May 31, 2013 | ||||||||||||
Quoted prices | Significant | |||||||||||
Total Carrying | in active | other | Significant | |||||||||
Value at | markets | observable | unobservable | |||||||||
31-May-13 | (Level 1) | inputs (Level 2) | inputs (Level 3) | |||||||||
Derivative liabilities | $ | 192,123 | $ | - | $ | - | $ | 192,123 |
Fair_Value_Measurements_Fair_V
Fair Value Measurements: Fair Value, (Gains) Losses on Derivative Liabilities included in Earnings (Tables) | 6 Months Ended | ||||||
31-May-13 | |||||||
Tables/Schedules | ' | ||||||
Fair Value, (Gains) Losses on Derivative Liabilities included in Earnings | ' | ||||||
Gains and losses (realized and unrealized) included in earnings (to change in fair value of derivative liability) for the six months ended May 31, 2013 and three months ended May 31, 2012, are reported in other expenses as follows: | |||||||
31-May-13 | |||||||
31-May-12 | |||||||
(Gain) Loss on derivative liabilities recorded during the period | $ | - | $ | 72,246 | |||
Debt discount attributable to derivative liabilities recorded | - | -55,000 | |||||
Derivative liabilities converted during the period | - | - | |||||
Unrealized gain attributable to the change in liabilities still held | -8,412 | -364,194 | |||||
Net unrealized (gain) loss included in earnings | $ | -8,412 | $ | -346,948 | |||
Reconciliation_Schedule_of_Der
Reconciliation Schedule of Derivative Liabilities at Fair Value (Tables) | 6 Months Ended | |||||||||||
31-May-13 | ||||||||||||
Tables/Schedules | ' | |||||||||||
Reconciliation Schedule of Derivative Liabilities at Fair Value | ' | |||||||||||
Fair Value Measurements at May 31, 2013 | ||||||||||||
Quoted prices | Significant | |||||||||||
Total Carrying | in active | other | Significant | |||||||||
Value at | markets | observable | unobservable | |||||||||
31-May-13 | (Level 1) | inputs (Level 2) | inputs (Level 3) | |||||||||
Derivative liabilities | $ | 192,123 | $ | - | $ | - | $ | 192,123 |
Fair_Value_Gains_Losses_on_Der
Fair Value, (Gains) Losses on Derivative Liabilities included in Earnings (Tables) | 6 Months Ended | ||||||
31-May-13 | |||||||
Tables/Schedules | ' | ||||||
Fair Value, (Gains) Losses on Derivative Liabilities included in Earnings | ' | ||||||
Gains and losses (realized and unrealized) included in earnings (to change in fair value of derivative liability) for the six months ended May 31, 2013 and three months ended May 31, 2012, are reported in other expenses as follows: | |||||||
31-May-13 | |||||||
31-May-12 | |||||||
(Gain) Loss on derivative liabilities recorded during the period | $ | - | $ | 72,246 | |||
Debt discount attributable to derivative liabilities recorded | - | -55,000 | |||||
Derivative liabilities converted during the period | - | - | |||||
Unrealized gain attributable to the change in liabilities still held | -8,412 | -364,194 | |||||
Net unrealized (gain) loss included in earnings | $ | -8,412 | $ | -346,948 | |||