Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jul. 31, 2017 | Sep. 15, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | REALBIZ MEDIA GROUP, INC | |
Entity Central Index Key | 1,430,523 | |
Document Type | 10-Q | |
Document Period End Date | Jul. 31, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --10-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 241,651,943 | |
Trading Symbol | RBIZ | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,017 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jul. 31, 2017 | Oct. 31, 2016 |
Current Assets | ||
Cash | $ 197,271 | $ 148,887 |
Accounts receivable | 645,937 | 26,474 |
Inventory | 125,928 | |
Prepaid expenses | 7,860 | 3,300 |
Other assets | 16,620 | |
Total Current Assets | 993,616 | 178,661 |
Property and equipment, net | 10,311 | |
Total Assets | 993,616 | 188,972 |
Current Liabilities | ||
Accounts payable and accrued expenses | 953,447 | 758,293 |
Due to officer | 85,301 | |
Deferred revenue | 2,250 | 17,250 |
Convertible notes, net of discount of $0 and $85,319, respectively | 693,750 | 1,044,681 |
Loans payable | 170,000 | 170,000 |
Total Current Liabilities | 1,904,748 | 1,990,224 |
Commitments and Contingencies (Note 11) | ||
Stockholders' Deficit | ||
Common stock, $0.001 par value, 1,000,000,000 shares authorized, 241,651,943 shares and 155,521,500 shares issued and outstanding, respectively | 241,652 | 155,522 |
Additional paid-in-capital | 22,086,582 | 19,939,518 |
Accumulated other comprehensive loss | (31,549) | (63,588) |
Accumulated deficit | (22,966,603) | (21,692,417) |
Total stockholders' deficit attributable to common stockholders | (669,658) | (1,615,214) |
Non-controlling interest | (241,474) | (186,038) |
Total Stockholders' Deficit | (911,132) | (1,801,252) |
Total Liabilities and Stockholders' Deficit | 993,616 | 188,972 |
Series A Preferred Stock [Member] | ||
Stockholders' Deficit | ||
Convertible Preferred Stock, value | 100 | 45,716 |
Series B Preferred Stock [Member] | ||
Stockholders' Deficit | ||
Convertible Preferred Stock, value | ||
Series C Preferred Stock [Member] | ||
Stockholders' Deficit | ||
Convertible Preferred Stock, value | $ 160 | $ 35 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jul. 31, 2017 | Oct. 31, 2016 |
Convertible notes payable, net of discount | $ 0 | $ 85,319 |
Convertible Preferred Stock, par value | $ 0.001 | |
Convertible Preferred Stock, shares authorized | 570,000,000 | |
Convertible Preferred Stock, shares outstanding | 320,000,000 | |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 241,651,943 | 155,521,500 |
Common stock, shares outstanding | 241,651,943 | 155,521,500 |
Series A Preferred Stock [Member] | ||
Convertible Preferred Stock, par value | $ 0.001 | $ 0.001 |
Convertible Preferred Stock, shares authorized | 120,000,000 | 120,000,000 |
Convertible Preferred Stock, shares issued | 100,000 | 45,716,385 |
Convertible Preferred Stock, shares outstanding | 100,000 | 45,716,385 |
Series B Preferred Stock [Member] | ||
Convertible Preferred Stock, par value | $ 0.001 | $ 0.001 |
Convertible Preferred Stock, shares authorized | 1,000,000 | 1,000,000 |
Convertible Preferred Stock, shares issued | 0 | 0 |
Convertible Preferred Stock, shares outstanding | 0 | 0 |
Series C Preferred Stock [Member] | ||
Convertible Preferred Stock, par value | $ 0.001 | $ 0.001 |
Convertible Preferred Stock, shares authorized | 4,000,000 | 4,000,000 |
Convertible Preferred Stock, shares issued | 160,000 | 35,000 |
Convertible Preferred Stock, shares outstanding | 160,000 | 35,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2017 | Jul. 31, 2016 | |
Revenues | ||||
Real estate media revenue | $ 106,055 | $ 226,625 | $ 299,982 | $ 759,963 |
Food revenues | 1,048,576 | 2,033,644 | ||
Total Revenues | 1,154,631 | 226,625 | 2,333,626 | 759,963 |
Cost of revenues | 855,481 | 1,244 | 1,889,704 | 47,551 |
Gross Profit | 299,150 | 225,381 | 443,922 | 712,412 |
Operating Expenses: | ||||
Salaries and benefits | 197,141 | 117,494 | 975,406 | 480,359 |
Selling and promotions expense | 1,301 | 2,673 | 6,459 | 7,636 |
General and administrative | 261,897 | 116,378 | 662,130 | 320,652 |
Total Operating Expenses | 460,339 | 236,545 | 1,643,995 | 808,647 |
Operating Loss | (161,189) | (11,164) | (1,200,073) | (96,235) |
Other Expenses: | ||||
Interest expense | (9,745) | (164,773) | (98,363) | (487,318) |
(Loss) Gain on legal settlement of accounts payable and convertible debt | (23,716) | 158,035 | ||
Foreign exchange gain | 9,450 | |||
Total Other Expenses | (9,745) | (164,773) | (122,079) | (319,833) |
Loss Before Income Taxes | (170,934) | (175,937) | (1,322,152) | (416,068) |
Income taxes | ||||
Net Loss | (170,934) | (175,937) | (1,322,152) | (416,068) |
Net loss attributable to non-controlling interest | 10,647 | 3,511 | 55,435 | 15,321 |
Net Loss attributable to Common Stockholders | (160,287) | (172,426) | (1,266,717) | (400,747) |
Comprehensive Loss: | ||||
Unrealized gain (loss) on currency translation adjustment | (6,344) | (1,942) | 32,039 | (2,689) |
Comprehensive Loss | $ (177,278) | $ (177,879) | $ (1,290,113) | $ (418,758) |
Per Share Data: | ||||
Net loss per share - basic and diluted | $ 0 | $ 0 | $ (0.01) | $ 0 |
Weighted average shares outstanding - basic and diluted | 241,651,943 | 149,112,992 | 224,918,972 | 146,502,264 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (1,322,152) | $ (416,068) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Loss (gain) on legal settlement of accounts payable and convertible debt | 23,716 | (158,035) |
Amortization and depreciation | 10,311 | 18,339 |
Amortization of debt discount | 61,603 | 286,771 |
Stock based compensation | 626,469 | |
Stock based consulting fees | 32,000 | |
Changes in operating assets and liabilities: | ||
(Increase) decrease in accounts receivable | (619,463) | 2,474 |
Increase in restricted cash | (27,977) | |
Decrease in due from former officer | 87,500 | |
Increase in inventory | (125,928) | |
(Increase) decrease in other assets | (16,620) | 110,063 |
Increase in due to officer | 85,301 | |
Increase (decrease) in accounts payable, accrued expenses and other | 530,787 | (176,183) |
Net cash used in operating activities | (745,976) | (241,117) |
Cash flows from investing activities: | ||
Payments towards software developments costs | (110,063) | |
Net cash used in investing activities | (110,063) | |
Cash flows from financing activities: | ||
Proceeds from convertible notes | 693,750 | |
Payments on notes payable | (500,000) | |
Proceeds from issuance of Series A Convertible Preferred Stock | 610 | |
Proceeds from the sale of common stock and warrants | 680,000 | |
Net cash provided by financing activities | 794,360 | 180,000 |
Net increase (decrease) in cash | 48,384 | (171,180) |
Cash at beginning of period | 148,887 | 307,774 |
Cash at end of period | 197,271 | 136,594 |
Supplemental disclosure: | ||
Cash paid for interest | 51,300 | 76,950 |
Settlement f Loans Payable Through Issuance of Series C Convertible Preferred Stock [Member] | ||
Supplemental disclosure of non-cash investing and financing activity: | ||
Value | $ 25,000 | $ 126,450 |
Shares | 25,000 | 1,246,500 |
Common Stock Issued for Accrued Interest on Convertible Notes [Member] | ||
Supplemental disclosure of non-cash investing and financing activity: | ||
Value | $ 126,450 | |
Shares | 1,246,500 | |
Settlement of Loans Payable and Accrued Interest Through Issuance of Common Stock [Member] | ||
Supplemental disclosure of non-cash investing and financing activity: | ||
Value | $ 1,185,624 | $ 50,000 |
Shares | 69,368,539 | 1,000,000 |
Settlement of Accrued Compensation Through Issuance of Common Stock [Member] | ||
Supplemental disclosure of non-cash investing and financing activity: | ||
Value | $ 267,839 | |
Shares | 21,782,800 | |
Common Stock Issued to Settle Note Payable [Member] | ||
Supplemental disclosure of non-cash investing and financing activity: | ||
Value | $ 50,000 | |
Shares | 1,000,000 | |
Series A Convertible Preferred Stock [Member] | ||
Cash flows from financing activities: | ||
Proceeds from issuance of Series A Convertible Preferred Stock | $ 610 | |
Series C Convertible Preferred Stock [Member] | ||
Cash flows from financing activities: | ||
Proceeds from issuance of Series A Convertible Preferred Stock | $ 100,000 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Jul. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | NOTE 1: BASIS OF PRESENTATION The unaudited interim consolidated financial information furnished herein reflects all adjustments, consisting only of normal recurring items, which in the opinion of management are necessary to fairly state RealBiz Media Group, Inc. and its subsidiaries’ (collectively, the “Company” or “we,” “us” or “our”) financial position, results of operations and cash flows for the dates and periods presented and to make such information not misleading. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been omitted pursuant to rules and regulations of the Securities and Exchange Commission (“SEC”); nevertheless, management of the Company believes that the disclosures herein are adequate to make the information presented not misleading. These unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended October 31, 2016, contained in the Company’s Annual Report on Form 10-K filed with the SEC on February 10, 2017. The results of operations for the nine months ended July 31, 2017, are not necessarily indicative of results to be expected for any other interim period or the fiscal year ending October 31, 2017. The Company evaluated subsequent events through the date its financial statements were issued. No significant recognized or non recognized subsequent events were noted other than those discussed in Note 7, Debt. Reclassifications We have reclassified certain prior period amounts in our consolidated financial statements to conform to our current period presentation. |
Organization and Nature of Busi
Organization and Nature of Business | 9 Months Ended |
Jul. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Business | NOTE 2: ORGANIZATION AND NATURE OF BUSINESS We are currently engaged in two primary businesses, which include providing digital media and marketing services for the real estate industry and the international food business. We intend to divest the real estate business during this fiscal year. Food Products Verus Foods, Inc. (“Verus”) a Nevada corporation, and our wholly owned subsidiary, was incorporated in January 2017, and is an international supplier of consumer food products. Verus markets under its own brand primarily to supermarkets, hotels and other members of the wholesale trade. In 2017, Verus is pursuing a three-pronged development program through the addition of cold-storage facilities, product line expansion and new vertical farm-to-market operations. Verus’ initial focus is on frozen foods, particularly meat, poultry, seafood, vegetables and french fries. Verus has a significant regional presence in the Middle East and North Africa (“MENA”) and sub-Saharan Africa (excluding Office of Foreign Assets Control (“OFAC”) restricted nations), with deep roots in the Gulf Cooperation Council (“GCC”) countries, which includes the United Arab Emirates, Oman, Bahrain, Qatar, Kingdom of Saudi Arabia and Kuwait. In January 2017, Verus received a contract valued at $78 million to supply beef to the GCC countries. The first orders under this contract were shipped in February 2017. Real Estate We have generated revenue from service fees (video creation and production and website hosting (ReachFactor)) and product sales (Nestbuilder Agent 2.0 and Microvideo app). We were formed through the merging of three divisions: (i) our fully licensed real estate division (formerly known as Webdigs); (ii) our TV media contracts (Home Preview Channel /Extraordinary Vacation Homes) division; and (iii) our Real Estate Virtual Tour and Media group (RealBiz 360). The assets of these divisions were used to create a new suite of real estate products and services that create stickiness through the utilization of video, social media and loyalty programs. At the core of our programs is our proprietary video creation technology which allows for an automated conversion of data (text and pictures of home listings) to a video with voice and music. We provide video search, storage and marketing capabilities on multiple platform dynamics for web, mobile and TV. Once a home, personal or community video is created using our proprietary technology, it can be published to social media, email or distributed to multiple real estate websites, broadband or television for consumer viewing. |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Jul. 31, 2017 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | NOTE 3: NEW ACCOUNTING PRONOUNCEMENTS In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In March 2016, the FASB issued ASU 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Jul. 31, 2017 | |
Investments, All Other Investments [Abstract] | |
Fair Value of Financial Instruments | NOTE 4: FAIR VALUE OF FINANCIAL INSTRUMENTS The Company has adopted FASB ASC Topic 820, Fair Value Measurements and Disclosures Fair Value Measurements ASC 820 also describes three levels of inputs that may be used to measure fair value: Level 1: Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities traded in active markets. Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3: Inputs that are generally unobservable. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. Financial instruments consist principally of cash, accounts receivable, prepaid expenses, due from affiliates, accounts payable, accrued liabilities and other current liabilities. The carrying amounts of such financial instruments in the accompanying balance sheets approximate their fair values due to their relatively short-term nature. The fair value of long-term debt is based on current rates at which the Company could borrow funds with similar remaining maturities. The carrying amounts approximate fair value. It is management’s opinion that the Company is not exposed to any significant currency or credit risks arising from these financial instruments. |
Going Concern
Going Concern | 9 Months Ended |
Jul. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 5: GOING CONCERN The accompanying unaudited interim consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred a net loss of $1,322,152 and negative cash flows from operations of $745,976 for the nine months ended July 31, 2017. As of July 31, 2017, the Company had a working capital deficit of $911,132 and an accumulated deficit of $22,966,603. It is management’s opinion that these facts raise substantial doubt about the Company’s ability to continue as a going concern. The unaudited interim consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts nor do the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern for a period of twelve months from the date of this report. In order to meet its working capital needs through the next twelve months, the Company may consider plans to raise additional funds through the issuance of additional shares of common or preferred stock or through the issuance of debt instruments. Although the Company intends to obtain additional financing to meet our cash needs, the Company may be unable to secure any additional financing on terms that are favorable or acceptable to it, if at all. |
Due From_To Affiliates
Due From/To Affiliates | 9 Months Ended |
Jul. 31, 2017 | |
Brokers and Dealers [Abstract] | |
Due From/To Affiliates | NOTE 6: DUE FROM/TO AFFILIATES During the normal course of business, the Company received and/or made advances for operating expenses and various debt obligation conversions to/from our former parent company, Monaker Group, Inc. (“Monaker”). As a result of these transactions, the Company has recorded a receivable of $1,287,517 as of July 31, 2017 and October 31, 2016, respectively. On May 11, 2016, the Company filed a lawsuit against Monaker seeking collection of this balance. Due to uncertainty surrounding our ability to collect this amount, management has elected to record an allowance against the full amount of this receivable (See Note 11). |
Debt
Debt | 9 Months Ended |
Jul. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 7: DEBT The Company records debt net of debt discount for beneficial conversion features and warrants, on a relative fair value basis. Beneficial conversion features are recorded pursuant to the Beneficial Conversion and Debt Topics of the FASB Accounting Standards Codification. The amounts allocated to warrants and beneficial conversion rights are recorded as debt discount and as additional paid-in-capital. Debt discount is amortized to interest expense over the life of the debt. As of July 31, 2017 and October 31, 2016, there was $693,750 and $1,044,681 of convertible notes payable outstanding, net of discounts, respectively. On September 1, 2017, the Company issued Power Up Lending Group Ltd. a convertible note in the principal amount of $78,000 (the “Power Up Note 4”). The Power Up Note 4 accrues interest at a rate of 8% per annum and matures on June 10, 2018. Pursuant to the terms of the Power Up Note 4, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to February 28, 2018, subject to certain prepayment penalties. Pursuant to the terms of the convertible note, the outstanding principal and accrued interest of the note are generally convertible into shares of the Company’s common stock at a discount rate of 39% of the market price on the date of conversion, subject to certain restrictions. On August 2, 2017, the Company issued JSJ Investments Inc. a convertible note in the principal amount of $125,000 (the “JSJ Note 2”). The JSJ Note 2 accrues interest at a rate of 8% per annum and matures on May 2, 2018. Pursuant to the terms of the JSJ Note 2, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to January 29, 2018, subject to certain prepayment penalties. Pursuant to the terms of the convertible note, the outstanding principal and accrued interest of the note are generally convertible into shares of the Company’s common stock at a discount rate of 39% of the market price on the date of conversion, subject to certain restrictions. On July 17, 2017, the Company issued Crossover Capital Fund II, LLC a convertible note in the principal amount of $100,250 (the “Crossover Note”). The Crossover Note accrues interest at a rate of 9% per annum and matures on April 17, 2018. Pursuant to the terms of the Power Up Note 3, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to January 13, 2018, subject to certain prepayment penalties. Pursuant to the terms of the convertible note, the outstanding principal and accrued interest of the note are generally convertible into shares of the Company’s common stock at a discount rate of 38.5% of the market price on the date of conversion, subject to certain restrictions. On June 29, 2017, the Company issued Power Up Lending Group Ltd. a convertible note in the principal amount of $40,000 (the “Power Up Note 3”). The Power Up Note 3 accrues interest at a rate of 8% per annum and matures on March 30, 2018. Pursuant to the terms of the Power Up Note 3, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to December 26, 2017, subject to certain prepayment penalties. Pursuant to the terms of the convertible note, the outstanding principal and accrued interest of the note are generally convertible into shares of the Company’s common stock at a discount rate of 39% of the market price on the date of conversion, subject to certain restrictions. On June 20, 2017, the Company issued EMA Financial, LLC a convertible note in the principal amount of $100,000 (the “EMA Note”). The EMA Note accrues interest at a rate of 8% per annum and matures on June 20, 2018. Pursuant to the terms of the EMA Note, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to December 17, 2017, subject to certain prepayment penalties. Pursuant to the terms of the convertible note, the outstanding principal and accrued interest of the note are generally convertible into shares of the Company’s common stock at a discount rate of 40% of the market price on the date of conversion, subject to certain restrictions. On June 15, 2017, the Company issued GS Capital Partners, LLC a convertible note in the principal amount of $82,000 (the “GS Note”). The GS Note accrues interest at a rate of 8% per annum and matures on June 15, 2018. Pursuant to the terms of the GS Note, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to December 12, 2017, subject to certain prepayment penalties. Pursuant to the terms of the convertible note, the outstanding principal and accrued interest of the note are generally convertible into shares of the Company’s common stock at a discount rate of 36% of the market price on the date of conversion, subject to certain restrictions. On May 17, 2017, the Company issued Auctus Fund, LLC a convertible note in the principal amount of $130,000 (the “Auctus Note”). The Auctus Note accrues interest at a rate of 8% per annum and matures on February 17, 2018. Pursuant to the terms of the Auctus Note, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to November 13, 2017, subject to certain prepayment penalties. Pursuant to the terms of the convertible note, the outstanding principal and accrued interest of the note are generally convertible into shares of the Company’s common stock at a discount rate of 40% of the market price on the date of conversion, subject to certain restrictions. On April 19, 2017, the Company issued JSJ Investments Inc. a convertible note in the principal amount of $125,000 (the “JSJ Note 1”). The JSJ Note 1 accrues interest at a rate of 8% per annum and matures on January 19, 2018. Pursuant to the terms of the JSJ Note 1, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to October 16, 2017, subject to certain prepayment penalties. Pursuant to the terms of the convertible note, the outstanding principal and accrued interest of the note are generally convertible into shares of the Company’s common stock at a discount rate of 39% of the market price on the date of conversion, subject to certain restrictions. On April 4, 2017, the Company issued Power Up Lending Group Ltd. a convertible note in the principal amount of $38,000 (the “Power Up Note 2”). The Power Up Note 2 accrues interest at a rate of 8% per annum and matures on January 30, 2018. Pursuant to the terms of the Power Up Note 2, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to October 1, 2017, subject to certain prepayment penalties. Pursuant to the terms of the convertible note, the outstanding principal and accrued interest of the note are generally convertible into shares of the Company’s common stock at a discount rate of 39% of the market price on the date of conversion, subject to certain restrictions. On February 21, 2017, the Company issued Power Up Lending Group Ltd. a convertible note in the principal amount of $78,500 (the “Power Up Note 1”). The Power Up Note 1 accrues interest at a rate of 8% per annum and matures on November 30, 2017. Pursuant to the terms of the Power Up Note 1, the Company may prepay the principal amount of the note together with accrued interest at any time on or prior to August 28, 2017, subject to certain prepayment penalties. On August 25, 2017, the Company repaid the principal and accrued interest in full on the Power Up Note 1 in the amount of $114,211. In December 2016, one of our convertible noteholders converted $25,000 of outstanding principal into 25,000 shares of our Series C Convertible Preferred Stock, at a price of $1.00 per share. On December 31, 2016, the holders of convertible notes with aggregate outstanding principal and accrued interest balances of $1,185,624 converted their notes into 69,368,539 shares of our common stock. In November 2015, the Company consummated a settlement with Himmil Investments Ltd. (“Himmil”) pursuant to which we redeemed our outstanding 7.5% convertible promissory note issued to Himmil and cancellation of their common stock purchase warrants for $475,000. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jul. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 8: STOCKHOLDERS’ EQUITY The total number of shares of all classes of stock that the Company shall have the authority to issue is 1,125,000,000 shares consisting of 1,000,000,000 shares of common stock with a $0.001 par value per shares (increased from 250,000,000 as of April 7, 2017); of which 241,651,943 are outstanding as of the date of this report and 320,000,000 shares of preferred stock, par value $0.001 per share of which (A) 120,000,000 shares have been designated as Series A Convertible Preferred of which 100,000 are outstanding as of the date of this report, (B) 1,000,000 shares have been designated as Series B Convertible Preferred Stock, of which no shares are outstanding as of the date of this report and (C) 1,000,000 have been designated as Series C Convertible Preferred Stock, of which 160,000 shares are outstanding as of the date of this report. On November 18, 2016, the Board and the holders of a majority of the voting power of our shareholders approved an amendment to our articles of incorporation to affect a 200:1 reverse split of our $0.001 par value common stock. The reverse split was not approved by FINRA due to concerns related to the Series A Preferred Stock litigation discussed in Note 11. The Company plans to resubmit its request to FINRA for approval of the reverse split once the outstanding litigation has been resolved. Common Stock On January 2, 2017, we granted shares of restricted stock to Mr. Alex Aliksanyan and Mr. Thomas Grbelja, the Company’s former chief executive officer and chief financial officer, respectively, pursuant to their separate Restricted Stock Grant Agreements, both dated January 2, 2017, and the terms of their separate Employment Agreements. Mr. Aliksanyan was granted 13,699,350 shares of restricted common stock and Mr. Grbelja was granted 6,109,597 shares of restricted common stock. The shares of restricted common stock issued pursuant to these grants cannot be transferred for six months. These shares were granted for services previously performed in their roles as officers of the Company. On December 10, 2015, the Company retired 1,000,000 shares of its common stock with a value of $50,000 received from a former employee. Conversion of Convertible Notes On December 31, 2016, the holders of convertible notes with aggregate outstanding principal and accrued interest balances of $1,185,624 converted their notes into 69,368,539 shares of our common stock. Issuance of Series C Convertible Preferred Stock On January 6, 2017, we issued 100,000 shares of Series C Convertible Preferred Stock to Mr. Anshu Bhatnagar, the Company’s chief executive officer, for $100,000. In December 2016, one of our convertible noteholders converted $25,000 of outstanding principal into 25,000 shares of our Series C Convertible Preferred Stock, at a price of $1.00 per share. Common Stock Warrants The following table sets forth common share purchase warrants outstanding as of July 31, 2017: Weighted Average Exercise Intrinsic Warrants Price Value Outstanding, October 31, 2016 16,055,000 $ 0.058 $ 0 Warrants granted and issued 15,581,467 $ 0.007 $ 160,396 Warrants exercised/forfeited/expired (14,850,000 ) $ (0.054 ) $ 0 Outstanding, July 31, 2017 16,786,467 $ 0.014 $ 160,396 Range of Remaining Contractual Average Average Exercise Number Life Exercise Number Exercise Prices Outstanding (Years) Price Exercisable Price $ 0.006 14,581,467 4.67 $ 0.006 14,581,467 $ 0.006 $ 0.026 1,000,000 4.75 $ 0.025 1,000,000 $ 0.025 $ 0.100 1,205,000 2.42 $ 0.100 1,205,000 $ 0.100 16,786,467 4.16 $ 0.014 16,786,467 $ 0.014 Series A Convertible Preferred Stock On October 14, 2014, the Company filed a certificate of amendment pursuant to the July 31, 2014 Board of Directors approval to increase the designated Preferred A shares from 100,000,000 shares to 120,000,000 shares. The preferred shares were issued at $.001 par and bear dividends at a rate of 10% per annum payable on a quarterly basis when declared by the board of directors. Dividends accumulate whether or not they have been declared by the board. At the election of the Company, Preferred Dividends may be converted into Series A Convertible Preferred Stock, with each converted share having a value equal to the market price per share, subject to adjustment for stock splits. In order to exercise such option, the Company delivers written notice to the holder. Each share of Series A Convertible Preferred Stock is convertible at the option of the holder thereof at any time into a number of shares of common stock determined by dividing the stated value of a $1 per share by the conversion price then in effect. The conversion price for the Series A Convertible Preferred Stock is equal to $1.00 per share. Each holder of Series A Convertible Preferred Stock shall be entitled to one vote for each whole share of common stock that would be issuable upon conversion of such share on the record date for determining eligibility to participate in the action being taken. In December 2016, the Company cancelled 44,470,101 shares of Series A Convertible Preferred Stock and 10,359,892 shares of common stock which were held by Monaker. in connection with an over issuance of shares of common stock relating the conversion of the Monaker dual convertible preferred shares (See Note 11). In December 2016, the Company converted 1,155,725 of its Series A Convertible Preferred Stock into 1,155,800 shares of common stock. There were 100,000 and 45,716,385 shares of Series A Convertible Preferred Stock outstanding as of July 31, 2017 and October 31, 2016, respectively. Series B Convertible Preferred Stock On July 31, 2014, the Company’s Board of Directors approved the creation of a new Series B Convertible Preferred Stock and on October 14, 2014 a certificate of designation was filed with the state of Delaware designating 1,000,000 shares with a par value of $0.001, a stated value of $5.00 per share and convertible into the Company’s common stock at $0.05 per share. The Series B Convertible Preferred Stock will bear dividends at a rate of 10% per annum and shall accrue on the stated value of such shares of the Series B Preferred Stock. Dividends accrue whether or not they have been declared by the Board of Directors. At the election of the Company, it may satisfy its obligations hereunder to pay dividends on the Series B Convertible Preferred Stock by issuing shares of common stock to the holders of Series B Convertible Preferred Stock on a uniform and prorated basis. Each share of Series B Convertible Preferred Stock is convertible at the option of the holder thereof at any time into a number of shares of common stock determined by dividing the stated value by the conversion price then in effect. The conversion price for the Series B Convertible Preferred Stock is equal to $0.05 per share. Each holder of Series B Convertible Preferred Stock shall be entitled to the number of votes equal to two hundred (200) votes for each share of Series B Convertible Preferred Stock held. There were no Series B Convertible Preferred Stock outstanding as of July 31, 2017 and October 31, 2016. Series C Convertible Preferred Stock Pursuant to authority granted by our certificate of incorporation and applicable state law, our Board of Directors, without any action or approval by our stockholders, may designate and issue shares in such classes or series (including other classes or series of preferred stock) as it deems appropriate and establish the rights, preferences and privileges of such shares, including dividends, liquidation and voting rights. The rights of holders of other classes or series of capital stock, including preferred stock that may be issued could be superior to the rights of the shares of common stock offered hereby. The designation and issuance of shares of capital stock having preferential rights could adversely affect other rights appurtenant to the shares of our common stock. Finally, any issuances of additional capital stock (common or preferred) will dilute the percentage of ownership interest of our stockholders and may dilute the per-share book value of the Company. Each share of our Series C Convertible Preferred Stock is convertible into the number of shares of common stock determined by dividing (i) the stated value ($5.00) by (ii) the conversion price then in effect ($0.05). For example, our Series C Convertible Preferred Stock contains voting rights which provide each share of Series C Convertible Preferred Stock with 100 votes for each shares of common stock into which the Series C Convertible Preferred Stock is convertible. Accordingly, our currently outstanding 160,000 shares of Series C Convertible Preferred Stock (which are convertible into 16,000,000 shares of common stock) are entitled to 1,600,000,000 votes on any matter presented for a vote to our common stockholders. This has resulted in the holders of our Series C Convertible Preferred Stock having voting majority voting control of our corporation. There were 160,000 and 35,000 shares of Series C Convertible Preferred Stock outstanding as of July 31, 2017 and October 31, 2016, respectively. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Jul. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | NOTE 9: NET LOSS PER SHARE The following table sets forth the computation of basic and diluted net loss per common share: Three Months Ended July 31, Nine Months Ended July 31, 2017 2016 2017 2016 Numerator for basic and diluted net loss per common share $ (160,287 ) $ (172,426 ) $ (1,266,717 ) $ (400,747 ) Denominator for basic and diluted weighted average common shares 241,651,943 149,112,992 224,918,972 146,502,264 Basic and diluted net loss per common share $ (0.00 ) $ (0.00 ) $ (0.01 ) $ (0.00 ) In accordance with the provisions of FASB ASC Topic 260, Earnings per Share In computing diluted EPS, only potential common shares that are dilutive, those that reduce EPS or increase loss per share, are included. The effect of contingently issuable shares are not included if the result would be anti-dilutive, such as when a net loss is reported. Therefore, basic and diluted EPS are computed using the same number of weighted average shares for the three and nine months ended July 31, 2017 and 2016 as we incurred a net loss for those periods. As of July 31, 2017, there were outstanding warrants to purchase 16,786,467 shares of the Company’s common stock and approximately 427,000,000 shares of the Company’s common stock are reserved for convertible notes which may dilute future earnings per share. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Jul. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting | Note 10: Segment reporting The Company has two reportable segments: Real Estate and Food Business. The Real Estate segment provides service in the form of video creation and production and website hosting (ReachFactor) and product sales (Nestbuilder Agent 2.0 and Microvideo app). The Food Business segment is an international supplier of consumer food products, marketing its own brand primarily to supermarkets, hotels and other members of the wholesale trade. The Food Business commenced operations in January 2017. The Company evaluates segment performance based on segment net income (loss). Costs excluded from segment net income (loss) and reported as “Other” consist of corporate general and administrative costs which are not allocable to the two reportable segments. Legal fee expense incurred for general corporate matters are considered a component of the Other segment. Legal fee expense specific to other segments’ activities has been allocated to those segments. Management of the Company reviews assets on a consolidated basis only and, therefore, assets by reportable segment have not been included in the disclosure below. The following financial information represents the operating results of the reportable segments of the Company for the nine months ended July 31, 2017: Real Estate Food Business Other Consolidated Revenues $ 299,982 $ 2,033,644 $ - $ 2,333,626 Cost of revenues 120,402 1,769,302 - 1,889,704 Gross Profit 179,580 264,342 - 443,922 Operating Expenses: Salaries and benefits 141,123 834,283 - 975,406 Selling and promotions expense 5,494 965 - 6,459 General and administrative 91,769 420,361 150,000 662,130 Total Operating Expenses 238,386 1,150,987 150,000 1,643,995 Operating Loss (58,806 ) (886,645 ) (150,000 ) (1,200,073 ) Other Expenses: Interest expense (760 ) - (97,603 ) (98,363 ) Loss on legal settlement of accounts payable - - (23,716 ) (23,716 ) Total Other Expenses (760 ) - (121,319 ) (122,079 ) Net Loss $ (59,566 ) $ (886,645 ) $ (271,319 ) $ (1,322,152 ) |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jul. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 11: COMMITMENTS AND CONTINGENCIES In December 2016, Monaker filed a lawsuit against us in Eleventh Circuit Federal Court seeking an injunction against our action to cancel 44,470,101 shares of Series A Convertible Preferred Stock and 10,359,892 shares of common stock which were issued to Monaker (see Note 8). On January 15, 2017, the court denied Monaker’s motion for a preliminary injunction. On May 11, 2016, we filed a lawsuit in the United States District Court for the Southern District of Florida against Monaker seeking collection of the balance owed to us, in the amount of $1,287,517, for advances on operating expenses and various debt obligation conversions to and from Monaker (see Note 6). Currently, a trial date of May 2018 has been scheduled. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jul. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 12: SUBSEQUENT EVENTS Effective August 9, 2017, the Company appointed Mark Lindsey to serve as Chief Financial Officer. Effective August 11, 2017, the Board of Directors of the Company appointed Mr. Michael O’ Gorman, Mr. Thomas Butler Fore and Mr. Lalit Lal to serve as directors of the Board, effective immediately. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Jul. 31, 2017 | |
Equity [Abstract] | |
Schedule of Common Share Purchase Warrants Outstanding | The following table sets forth common share purchase warrants outstanding as of July 31, 2017: Weighted Average Exercise Intrinsic Warrants Price Value Outstanding, October 31, 2016 16,055,000 $ 0.058 $ 0 Warrants granted and issued 15,581,467 $ 0.007 $ 160,396 Warrants exercised/forfeited/expired (14,850,000 ) $ (0.054 ) $ 0 Outstanding, July 31, 2017 16,786,467 $ 0.014 $ 160,396 |
Schedule of Share-based Compensation, Activity | Range of Remaining Contractual Average Average Exercise Number Life Exercise Number Exercise Prices Outstanding (Years) Price Exercisable Price $ 0.006 14,581,467 4.67 $ 0.006 14,581,467 $ 0.006 $ 0.026 1,000,000 4.75 $ 0.025 1,000,000 $ 0.025 $ 0.100 1,205,000 2.42 $ 0.100 1,205,000 $ 0.100 16,786,467 4.16 $ 0.014 16,786,467 $ 0.014 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Jul. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Computation of Earnings Per Share | The following table sets forth the computation of basic and diluted net loss per common share: Three Months Ended July 31, Nine Months Ended July 31, 2017 2016 2017 2016 Numerator for basic and diluted net loss per common share $ (160,287 ) $ (172,426 ) $ (1,266,717 ) $ (400,747 ) Denominator for basic and diluted weighted average common shares 241,651,943 149,112,992 224,918,972 146,502,264 Basic and diluted net loss per common share $ (0.00 ) $ (0.00 ) $ (0.01 ) $ (0.00 ) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Jul. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Operating Results of the Reportable Segments | The following financial information represents the operating results of the reportable segments of the Company for the nine months ended July 31, 2017: Real Estate Food Business Other Consolidated Revenues $ 299,982 $ 2,033,644 $ - $ 2,333,626 Cost of revenues 120,402 1,769,302 - 1,889,704 Gross Profit 179,580 264,342 - 443,922 Operating Expenses: Salaries and benefits 141,123 834,283 - 975,406 Selling and promotions expense 5,494 965 - 6,459 General and administrative 91,769 420,361 150,000 662,130 Total Operating Expenses 238,386 1,150,987 150,000 1,643,995 Operating Loss (58,806 ) (886,645 ) (150,000 ) (1,200,073 ) Other Expenses: Interest expense (760 ) - (97,603 ) (98,363 ) Loss on legal settlement of accounts payable - - (23,716 ) (23,716 ) Total Other Expenses (760 ) - (121,319 ) (122,079 ) Net Loss $ (59,566 ) $ (886,645 ) $ (271,319 ) $ (1,322,152 ) |
Organization and Nature of Bu21
Organization and Nature of Business (Details Narrative) | 1 Months Ended |
Jan. 31, 2017USD ($) | |
Gulf Cooperation Council [Member] | |
Cost of food supply | $ 78,000,000 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2017 | Jul. 31, 2016 | Oct. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Net income loss | $ 170,934 | $ 175,937 | $ 1,322,152 | $ 416,068 | |
Net cash used in operating activities | (745,976) | $ (241,117) | |||
Working capital deficit | 911,132 | 911,132 | |||
Accumulated deficit | $ 22,966,603 | $ 22,966,603 | $ 21,692,417 |
Due From_To Affiliates (Details
Due From/To Affiliates (Details Narrative) - USD ($) | Jul. 31, 2017 | Oct. 31, 2016 |
Monaker Group Inc [Member] | ||
Due from/to affiliates | $ 1,287,517 | $ 1,287,517 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) | Jul. 17, 2017 | Jun. 29, 2017 | Jun. 20, 2017 | Jun. 15, 2017 | May 17, 2017 | Apr. 19, 2017 | Apr. 04, 2017 | Feb. 21, 2017 | Dec. 31, 2016 | Nov. 30, 2015 | Dec. 31, 2016 | Jul. 31, 2017 | Jul. 30, 2017 | Oct. 31, 2016 |
Convertible notes payable outstanding, net of discounts | $ 693,750 | $ 1,044,681 | ||||||||||||
Conversion of debt converted value | $ 1,185,624 | |||||||||||||
Conversion of debt converted into shares | 69,368,539 | |||||||||||||
Series C Convertible Preferred Stock [Member] | ||||||||||||||
Conversion of debt converted value | $ 25,000 | |||||||||||||
Conversion of debt converted into shares | 25,000 | |||||||||||||
Conversion of debt converted, price per share | $ 1 | $ 1 | ||||||||||||
Common Stock [Member] | ||||||||||||||
Conversion of debt converted value | $ 1,185,624 | |||||||||||||
Conversion of debt converted into shares | 69,368,539 | |||||||||||||
August 25, 2017 [Member] | ||||||||||||||
Repayment of debt and accrued interest | 114,211 | |||||||||||||
Power Up Lending Group Ltd [Member] | ||||||||||||||
Convertible debt principal amount | $ 40,000 | $ 38,000 | $ 78,500 | |||||||||||
Debt interest rate | 8.00% | 8.00% | 8.00% | |||||||||||
Debt maturity date | Mar. 30, 2018 | Jan. 30, 2018 | Nov. 30, 2017 | |||||||||||
Convertible discount rate | 39.00% | 39.00% | ||||||||||||
Power Up Lending Group Ltd [Member] | September 1, 2017 [Member] | ||||||||||||||
Convertible debt principal amount | $ 78,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt maturity date | Jun. 10, 2018 | |||||||||||||
Convertible discount rate | 39.00% | |||||||||||||
JSJ Investments Inc [Member] | ||||||||||||||
Convertible debt principal amount | $ 125,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt maturity date | Jan. 19, 2018 | |||||||||||||
Convertible discount rate | 39.00% | |||||||||||||
JSJ Investments Inc [Member] | August 2, 2017 [Member] | ||||||||||||||
Convertible debt principal amount | $ 125,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt maturity date | May 2, 2018 | |||||||||||||
Convertible discount rate | 39.00% | |||||||||||||
Crossover Capital Fund II, LLC [Member] | ||||||||||||||
Convertible debt principal amount | $ 100,250 | |||||||||||||
Debt interest rate | 9.00% | |||||||||||||
Debt maturity date | Apr. 17, 2018 | |||||||||||||
Convertible discount rate | 38.50% | |||||||||||||
EMA Financial, LLC [Member] | ||||||||||||||
Convertible debt principal amount | $ 100,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt maturity date | Jun. 20, 2018 | |||||||||||||
Convertible discount rate | 40.00% | |||||||||||||
GS Capital Partners, LLC [Member] | ||||||||||||||
Convertible debt principal amount | $ 82,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt maturity date | Jun. 15, 2018 | |||||||||||||
Convertible discount rate | 36.00% | |||||||||||||
Auctus Fund, LLC [Member] | ||||||||||||||
Convertible debt principal amount | $ 130,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt maturity date | Feb. 17, 2018 | |||||||||||||
Convertible discount rate | 40.00% | |||||||||||||
Himmil Investments Ltd [Member] | ||||||||||||||
Convertible promissory note redemption, percent | 7.50% | |||||||||||||
Common stock purchase warrants | $ 475,000 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) | Jan. 06, 2017USD ($)shares | Jan. 02, 2017shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 10, 2015USD ($)shares | Oct. 14, 2014$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Nov. 18, 2016$ / shares | Jul. 31, 2017NumberOfVotings$ / sharesshares | Oct. 31, 2014NumberOfVotings$ / sharesshares | Apr. 07, 2017$ / sharesshares | Oct. 31, 2016$ / sharesshares |
Share capital authorized | 1,125,000,000 | ||||||||||
Common stock, shares authorized | 1,000,000,000 | 250,000,000 | 1,000,000,000 | ||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Preferred stock, shares authorized | 570,000,000 | 125,000,000 | |||||||||
Common stock, shares outstanding | 241,651,943 | 155,521,500 | |||||||||
Preferred stock, shares outstanding | 320,000,000 | ||||||||||
Reverse stock split, description | affect a 200:1 reverse split | ||||||||||
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | |||||||||
Common stock shares issued for former employee | 1,000,000 | ||||||||||
Common stock value issued for former employee | $ | $ 50,000 | ||||||||||
Conversion of debt converted value | $ | $ 1,185,624 | ||||||||||
Conversion of debt converted into shares | 69,368,539 | ||||||||||
Number of voting rights, votes per share | NumberOfVotings | 1,600,000,000 | ||||||||||
Mr. Aliksanyan [Member] | |||||||||||
Restricted common stock, granted | 13,699,350 | ||||||||||
Mr. Grbelja [Member] | |||||||||||
Restricted common stock, granted | 6,109,597 | ||||||||||
Series A Convertible Preferred Stock [Member] | |||||||||||
Preferred stock, shares authorized | 120,000,000 | ||||||||||
Preferred stock, shares outstanding | 100,000 | ||||||||||
Series A Convertible Preferred Stock [Member] | Board Of Directors [Member] | |||||||||||
Preferred stock, par value | $ / shares | $ 0.001 | ||||||||||
Conversion of debt converted, price per share | $ / shares | $ 1 | ||||||||||
Preferred stock dividend interest rate | 10.00% | ||||||||||
Preferred stock conversion price per share | $ / shares | $ 1 | ||||||||||
Series A Convertible Preferred Stock [Member] | Monaker Group Inc [Member] | |||||||||||
Conversion of debt converted into shares | 1,155,725 | ||||||||||
Number of preferred shares cancelled | 44,470,101 | ||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||
Common stock, par value | $ / shares | $ 0.05 | ||||||||||
Preferred stock, shares authorized | 1,000,000 | ||||||||||
Preferred stock, shares outstanding | 0 | ||||||||||
Conversion of debt converted, price per share | $ / shares | $ 0.05 | ||||||||||
Preferred stock dividend interest rate | 10.00% | ||||||||||
Preferred stock conversion price per share | $ / shares | $ 5 | ||||||||||
Number of voting rights, votes per share | NumberOfVotings | 200 | ||||||||||
Series B Convertible Preferred Stock [Member] | Board Of Directors [Member] | |||||||||||
Preferred stock, par value | $ / shares | $ 0.001 | ||||||||||
Preferred stock shares designated | 1,000,000 | ||||||||||
Series C Convertible Preferred Stock [Member] | |||||||||||
Preferred stock, shares authorized | 1,000,000 | ||||||||||
Preferred stock, shares outstanding | 160,000 | ||||||||||
Conversion of debt converted value | $ | $ 25,000 | ||||||||||
Conversion of debt converted into shares | 25,000 | ||||||||||
Conversion of debt converted, price per share | $ / shares | $ 1 | $ 1 | |||||||||
Series C Preferred Stock [Member] | |||||||||||
Preferred stock, shares authorized | 4,000,000 | 4,000,000 | |||||||||
Preferred stock, shares outstanding | 160,000 | 35,000 | |||||||||
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | |||||||||
Preferred stock, shares issued | 160,000 | 35,000 | |||||||||
Conversion of debt converted into shares | 16,000,000 | ||||||||||
Conversion of debt converted, price per share | $ / shares | $ 5 | ||||||||||
Preferred stock conversion price per share | $ / shares | $ 0.05 | ||||||||||
Number of voting rights, votes per share | NumberOfVotings | 100 | ||||||||||
Series C Preferred Stock [Member] | Mr. Anshu Bhatnagar [Member] | |||||||||||
Conversion of debt converted value | $ | $ 100,000 | ||||||||||
Conversion of debt converted into shares | 100,000 | ||||||||||
Common Shares [Member] | Monaker Group Inc [Member] | |||||||||||
Conversion of debt converted into shares | 1,155,800 | ||||||||||
Number of preferred shares cancelled | 10,359,892 | ||||||||||
Series A Preferred Stock [Member] | |||||||||||
Preferred stock, shares authorized | 120,000,000 | 120,000,000 | |||||||||
Preferred stock, shares outstanding | 100,000 | 45,716,385 | |||||||||
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | |||||||||
Preferred stock, shares issued | 100,000 | 45,716,385 | |||||||||
Number of voting rights, votes per share | NumberOfVotings | 1 | ||||||||||
Series B Preferred Stock [Member] | |||||||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||||||||
Preferred stock, shares outstanding | 0 | 0 | |||||||||
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | |||||||||
Preferred stock, shares issued | 0 | 0 | |||||||||
Minimum [Member] | Series A Convertible Preferred Stock [Member] | Board Of Directors [Member] | |||||||||||
Preferred stock, shares authorized | 100,000,000 | ||||||||||
Maximum [Member] | Series A Convertible Preferred Stock [Member] | Board Of Directors [Member] | |||||||||||
Preferred stock, shares authorized | 120,000,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Share Purchase Warrants Outstanding (Details) - Warrant [Member] | 9 Months Ended |
Jul. 31, 2017USD ($)$ / sharesshares | |
Balance Outstanding at the Beginning | shares | 16,055,000 |
Warrants Granted and Issued | shares | 15,581,467 |
Warrants Execised/forfeited/expired | shares | (14,850,000) |
Balance Outstanding at the Ending | shares | 16,786,467 |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 0.058 |
Weighted Average Exercise Price, Warrants Granted and Issued | $ / shares | 0.007 |
Weighted Average Exercise Price, Warrants Exercised/forfeited/expired | $ / shares | (0.054) |
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 0.014 |
Intrinsic Value, Beginning Balance | $ | $ 0 |
Intrinsic Value, Warrants Granted and Issued | $ | 160,396 |
Intrinsic Value, Warrants Exercised/forfeited/expired | $ | 0 |
Intrinsic Value, Ending Balance | $ | $ 160,396 |
Stockholders' Equity - Schedu27
Stockholders' Equity - Schedule of Share-based Compensation, Activity (Details) | 9 Months Ended |
Jul. 31, 2017$ / sharesshares | |
Number of Warrants Outstanding shares | shares | 16,786,467 |
Warrants Outstanding Weighted Average Remaining Contractual Life (Years) | 4 years 1 month 27 days |
Warrants Outstanding Weighted Average Exercise Price | $ 0.014 |
Number of Warrants Exercisable shares | shares | 16,786,467 |
Warrants Exercisable Weighted Average Exercise Price | $ 0.014 |
Range One [Member] | |
Exercise Prices | $ 0.006 |
Number of Warrants Outstanding shares | shares | 14,581,467 |
Warrants Outstanding Weighted Average Remaining Contractual Life (Years) | 4 years 8 months 2 days |
Warrants Outstanding Weighted Average Exercise Price | $ 0.006 |
Number of Warrants Exercisable shares | shares | 14,581,467 |
Warrants Exercisable Weighted Average Exercise Price | $ 0.006 |
Range Two [Member] | |
Exercise Prices | $ 0.026 |
Number of Warrants Outstanding shares | shares | 1,000,000 |
Warrants Outstanding Weighted Average Remaining Contractual Life (Years) | 4 years 9 months |
Warrants Outstanding Weighted Average Exercise Price | $ 0.025 |
Number of Warrants Exercisable shares | shares | 1,000,000 |
Warrants Exercisable Weighted Average Exercise Price | $ 0.025 |
Range Three [Member] | |
Exercise Prices | $ 0.100 |
Number of Warrants Outstanding shares | shares | 1,205,000 |
Warrants Outstanding Weighted Average Remaining Contractual Life (Years) | 2 years 5 months 1 day |
Warrants Outstanding Weighted Average Exercise Price | $ 0.100 |
Number of Warrants Exercisable shares | shares | 1,205,000 |
Warrants Exercisable Weighted Average Exercise Price | $ 0.100 |
Net Loss Per Share (Details Nar
Net Loss Per Share (Details Narrative) | Jul. 31, 2017shares |
Accounting Policies [Abstract] | |
Warrants to purchase common stock | 16,786,467 |
Common stock reserved for convertible notes | 427,000,000 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Earnings Per Share (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2017 | Jul. 31, 2016 | |
Accounting Policies [Abstract] | ||||
Numerator for basic and diluted net loss per common share | $ (160,287) | $ (172,426) | $ (1,266,717) | $ (400,747) |
Denominator for basic and diluted weighted average common shares | 241,651,943 | 149,112,992 | 224,918,972 | 146,502,264 |
Basic and diluted net loss per common share | $ 0 | $ 0 | $ (0.01) | $ 0 |
Segment Reporting (Details Narr
Segment Reporting (Details Narrative) | 9 Months Ended |
Jul. 31, 2017Segments | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Operating Results of the Reportable Segments (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2017 | Jul. 31, 2016 | |
Revenus | $ 2,333,626 | |||
Cost of revenues | $ 855,481 | $ 1,244 | 1,889,704 | $ 47,551 |
Gross Profit | 299,150 | 225,381 | 443,922 | 712,412 |
Salaries and benefits | 197,141 | 117,494 | 975,406 | 480,359 |
Selling and promotions expense | 1,301 | 2,673 | 6,459 | 7,636 |
General and administrative | 261,897 | 116,378 | 662,130 | 320,652 |
Total Operating Expenses | 460,339 | 236,545 | 1,643,995 | 808,647 |
Operating Loss | (161,189) | (11,164) | (1,200,073) | (96,235) |
Interest expense | (9,745) | (164,773) | (98,363) | (487,318) |
Loss on legal settlement of accounts payable | (23,716) | 158,035 | ||
Total Other Expenses | (9,745) | (164,773) | (122,079) | (319,833) |
Net Loss | $ (170,934) | $ (175,937) | (1,322,152) | $ (416,068) |
Real Estate [Member] | ||||
Revenus | 299,982 | |||
Cost of revenues | 120,402 | |||
Gross Profit | 179,580 | |||
Salaries and benefits | 141,123 | |||
Selling and promotions expense | 5,494 | |||
General and administrative | 91,769 | |||
Total Operating Expenses | 238,386 | |||
Operating Loss | (58,806) | |||
Interest expense | (760) | |||
Loss on legal settlement of accounts payable | ||||
Total Other Expenses | (760) | |||
Net Loss | (59,566) | |||
Food Business [Member] | ||||
Revenus | 2,033,644 | |||
Cost of revenues | 1,769,302 | |||
Gross Profit | 264,342 | |||
Salaries and benefits | 834,283 | |||
Selling and promotions expense | 965 | |||
General and administrative | 420,361 | |||
Total Operating Expenses | 1,150,987 | |||
Operating Loss | (886,645) | |||
Interest expense | ||||
Loss on legal settlement of accounts payable | ||||
Total Other Expenses | ||||
Net Loss | (886,645) | |||
Other [Member] | ||||
Revenus | ||||
Cost of revenues | ||||
Gross Profit | ||||
Salaries and benefits | ||||
Selling and promotions expense | ||||
General and administrative | 150,000 | |||
Total Operating Expenses | 150,000 | |||
Operating Loss | (150,000) | |||
Interest expense | (97,603) | |||
Loss on legal settlement of accounts payable | (23,716) | |||
Total Other Expenses | (121,319) | |||
Net Loss | $ (271,319) |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | May 11, 2016 | Dec. 31, 2016 | Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2017 | Jul. 31, 2016 |
Operating expenses | $ 460,339 | $ 236,545 | $ 1,643,995 | $ 808,647 | ||
Monaker Group Inc [Member] | Series A Convertible Preferred Stock [Member] | ||||||
Number of preferred shares cancelled | 44,470,101 | |||||
Monaker Group Inc [Member] | Common Shares [Member] | ||||||
Number of preferred shares cancelled | 10,359,892 | |||||
Monaker Seeking Collection [Member] | ||||||
Operating expenses | $ 1,287,517 |