Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Aug. 31, 2014 | 31-May-14 | Feb. 28, 2014 | |
Document and Entity Information: | |||
Entity Registrant Name | SAUER ENERGY, INC. | ||
Document Type | 10-K | ||
Document Period End Date | 31-Aug-14 | ||
Amendment Flag | FALSE | ||
Entity Central Index Key | 1446152 | ||
Current Fiscal Year End Date | -23 | ||
Entity Common Stock, Shares Outstanding | 109,526,296 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Entity Public Float | $109,526 |
Statement_of_Financial_Positio
Statement of Financial Position (USD $) | Aug. 31, 2014 | Aug. 31, 2013 |
Balance Sheets | ||
Cash and Cash Equivalents, at Carrying Value | $459,363 | $19,178 |
Prepaid Expense, Current | 593 | |
Other Assets, Current | 1,500 | |
Assets, Current | 461,456 | 19,178 |
Property, Plant and Equipment, Gross | 146,704 | 62,782 |
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 1,410,973 | 1,425,231 |
Other Assets, Noncurrent | 14,000 | 14,000 |
Assets, Noncurrent | 1,571,677 | 1,502,013 |
Assets | 2,033,133 | 1,521,191 |
Accrued Liabilities, Current | 21,516 | 5,267 |
Loans Payable, Current | 600,000 | 424,456 |
Derivative Instruments and Hedges, Liabilities | 1,025,000 | 350,344 |
Liabilities, Current | 1,646,516 | 780,067 |
Liabilities | 1,646,516 | 780,067 |
Common Stock, Value, Issued | 11,515 | 9,374 |
Additional Paid in Capital, Common Stock | 8,191,503 | 6,329,521 |
Retained Earnings (Accumulated Deficit) | -7,816,401 | -5,597,771 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 386,617 | 741,124 |
Liabilities and Equity | $2,033,133 | $1,521,191 |
Statement_of_Income
Statement of Income (USD $) | 12 Months Ended | 73 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | Aug. 31, 2014 | |
Income Statement | |||
Professional Fees | $115,469 | $63,201 | $449,802 |
Consulting | 140,364 | 418,629 | 1,353,671 |
Research and Development Expense | 128,387 | 91,493 | 1,042,199 |
General and Administrative Expense | 384,058 | 775,040 | 2,623,907 |
Operating Expenses | 768,278 | 1,348,363 | 5,469,579 |
Operating Income (Loss) | -768,278 | -1,348,363 | -5,469,579 |
Interest Expense | -325,989 | 546,123 | 220,137 |
Settlement Expense | 1,101,685 | 1,101,685 | |
Derivative Loss On Derivative | 674,656 | 350,344 | 1,025,000 |
Interest and Debt Expense | 1,450,352 | 896,467 | 2,346,822 |
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest | -2,218,630 | -2,244,830 | -7,816,401 |
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest | -2,218,630 | -2,244,830 | -7,816,401 |
Net Income (Loss) Attributable to Parent | -2,218,630 | -2,244,830 | -7,816,401 |
ComprehensiveIncomeNetOfTax | ($2,218,630) | ($2,244,830) | ($7,816,401) |
Earnings Per Share, Basic | ($0.02) | ($0.02) | |
Weighted Average Number of Shares Outstanding, Basic | 102,456,356 | 90,897,168 | |
Earnings Per Share, Diluted | ($0.02) | ($0.02) | |
Weighted Average Number of Shares Outstanding, Diluted | 102,456,356 | 90,897,168 |
Statement_of_Shareholders_Equi
Statement of Shareholders' Equity (USD $) | Common Stock | Additional Paid-in Capital | Retained Earnings | Total |
Stockholders' Equity at Aug. 06, 2008 | ||||
Stock Issued During Period, Value, New Issues | $12,500 | $12,500 | ||
Stock Issued During Period, Shares, New Issues | 325 | 325 | ||
Net Income (Loss) | -45,541 | |||
Stockholders' Equity at Aug. 31, 2008 | 12,500 | -45,541 | -33,041 | |
Shares, Outstanding at Aug. 31, 2008 | 325 | 325 | ||
Stock Issued During Period, Value, New Issues | 13,894 | -13,894 | ||
Stock Issued During Period, Shares, New Issues | 138,937,175 | |||
Net Income (Loss) | -12,666 | |||
Stockholders' Equity at Aug. 31, 2009 | 13,894 | -1,394 | -58,207 | -45,707 |
Shares, Outstanding at Aug. 31, 2009 | 138,937,500 | 138,937,500 | ||
Stock Issued During Period, Value, New Issues | -6,744 | 6,744 | ||
Stock Issued During Period, Shares, New Issues | -67,437,500 | -67,437,500 | ||
Net Income (Loss) | -214,899 | |||
Adjustments to Additional Paid in Capital, Warrant Issued | 0 | 0 | ||
Stock Repurchased and Retired During Period, Shares | 0 | |||
Stockholders' Equity, Other | 157,200 | 157,200 | ||
Stockholders' Equity at Aug. 31, 2010 | 7,150 | 162,550 | -273,106 | -103,406 |
Shares, Outstanding at Aug. 31, 2010 | 71,500,000 | 71,500,000 | ||
Stock Issued During Period, Value, New Issues | 409 | 1,521,574 | 1,521,983 | |
Stock Issued During Period, Shares, New Issues | 4,090,749 | 4,090,749 | ||
Net Income (Loss) | -1,366,199 | |||
Adjustments to Additional Paid in Capital, Warrant Issued | 0 | 0 | ||
Stock Repurchased and Retired During Period, Shares | 0 | |||
Stockholders' Equity, Other | 63,910 | |||
Stockholders' Equity at Aug. 31, 2011 | 7,559 | 1,684,124 | -1,639,305 | 116,288 |
Shares, Outstanding at Aug. 31, 2011 | 75,590,749 | 75,590,749 | ||
Stock Issued During Period, Value, New Issues | 1,163 | 3,272,130 | 3,273,293 | |
Stock Issued During Period, Shares, New Issues | 11,627,357 | 11,627,357 | ||
Net Income (Loss) | -1,713,636 | |||
Stockholders' Equity, Other | -63,910 | |||
Stockholders' Equity at Aug. 31, 2012 | 8,722 | 4,956,254 | -3,352,941 | 1,612,035 |
Shares, Outstanding at Aug. 31, 2012 | 87,218,106 | 87,218,106 | ||
Stock Issued During Period, Value, New Issues | 652 | 1,373,267 | 1,373,919 | |
Stock Issued During Period, Shares, New Issues | 6,524,458 | 6,524,458 | ||
Net Income (Loss) | -2,244,830 | -2,244,830 | ||
Adjustments to Additional Paid in Capital, Warrant Issued | 0 | 0 | ||
Stock Repurchased and Retired During Period, Shares | 0 | |||
Stockholders' Equity at Aug. 31, 2013 | 9,374 | 6,329,521 | -5,597,771 | 741,124 |
Shares, Outstanding at Aug. 31, 2013 | 93,742,564 | 93,742,564 | ||
Stock Issued During Period, Value, New Issues | 2,141 | 1,861,982 | 1,864,123 | |
Stock Issued During Period, Shares, New Issues | 21,407,682 | 21,407,682 | ||
Net Income (Loss) | -2,218,630 | |||
Adjustments to Additional Paid in Capital, Warrant Issued | 0 | 0 | ||
Stock Repurchased and Retired During Period, Shares | 0 | |||
Stockholders' Equity at Aug. 30, 2014 | $11,515 | $8,191,503 | ($7,816,401) | $386,617 |
Shares, Outstanding at Aug. 30, 2014 | 115,150,246 | 115,150,246 |
Statement_of_Cash_Flows
Statement of Cash Flows (USD $) | 12 Months Ended | 73 Months Ended | |
Aug. 31, 2014 | Aug. 31, 2013 | Aug. 31, 2014 | |
Statement of Cash Flows | |||
Net Income (Loss) | ($2,218,630) | ($2,244,830) | ($7,816,401) |
Security Deposit | -14,000 | -14,000 | |
Amortization | 73,962 | 529,157 | 603,119 |
Depreciation | 30,169 | 33,485 | 95,535 |
Fair Value Change of Derivative Liability | 674,650 | 350,344 | 1,024,994 |
Allocated Share Based Compensation Expense | 29,890 | ||
Issuance of Stock and Warrants for Services or Claims | 25,000 | 73,323 | 2,973,463 |
Adjustment of Warrants Granted for Services | 27,449 | 27,449 | |
Other Noncash Income (Expense) | 778,125 | 778,125 | |
Adjustments, Noncash Items, to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities | -609,275 | -1,258,521 | -2,297,826 |
Increase (Decrease) in Inventories | 1,000 | ||
Increase (Decrease) in Prepaid Expense and Other Assets | -2,093 | -2,093 | |
Increase (Decrease) in Operating Assets | -2,093 | 1,000 | -2,093 |
Increase (Decrease) in Accounts Payable and Accrued Liabilities | 16,249 | 5,267 | 21,516 |
Increase (Decrease) in Operating Capital | 16,249 | 5,267 | 21,516 |
Net Cash Provided by (Used in) Operating Activities | -595,119 | -1,252,254 | -2,278,403 |
Payments to Acquire Property, Plant, and Equipment | -114,091 | -3,700 | -136,736 |
Payments to Acquire Intangible Assets | -59,704 | -479,388 | -539,092 |
Net Cash Provided by (Used in) Investing Activities | -173,795 | -483,088 | -675,828 |
Payments for (Proceeds from) Deposit on Loan | 204,200 | 351,132 | 830,022 |
Proceeds From Issuance Of Other Long Term Debt | 82,256 | ||
Proceeds from (Repayments of) Notes Payable | -7,487 | -230,022 | |
Proceeds from (Repayments of) Other Long-term Debt | -10,000 | -82,256 | |
Proceeds from Issuance of Common Stock | 754,899 | 1,373,920 | 2,563,594 |
Proceeds from Other Equity | 250,000 | 250,000 | |
Net Cash Provided by (Used in) Financing Activities | 1,209,099 | 1,707,565 | 3,413,594 |
Cash and Cash Equivalents, Period Increase (Decrease) | 440,185 | -27,777 | 459,363 |
Cash and Cash Equivalents, at Carrying Value | 19,178 | 46,955 | |
Cash and Cash Equivalents, at Carrying Value | $459,363 | $19,178 | $459,363 |
Note_1_Organization_and_Nature
Note 1 Organization and Nature of Operations | 12 Months Ended |
Aug. 31, 2014 | |
Notes | |
Note 1 Organization and Nature of Operations | NOTE 1 ORGANIZATION AND NATURE OF OPERATIONS |
Organization | |
Sauer Energy, Inc. was incorporated in California on August 7, 2008. The Company was incorporated to develop and market wind power electric generators. | |
Current Business of the Company | |
On July 25, 2010, the Company executed a plan of reorganization with BCO Hydrocarbon Ltd., a Nevada exploration stage enterprise, in which Sauer Energy Inc. became a subsidiary of BCO. BCO changed its name to Sauer Energy, Inc. | |
The Company leases warehouse/office facilities in Camarillo, California, in which the Company develops wind power technology. A production prototype of a vertical axis wind turbine (“VAWT”) has been developed. Its compact size is aimed at the small business and home market. The company is focused on plans to manufacture and distribute the product. In May, 2012, the acquisition of the entire assets of a wind turbine company added two more wind turbine models to the Company, together with patents and a distribution network. |
Basis_of_Accounting
Basis of Accounting | 12 Months Ended | |
Aug. 31, 2014 | ||
Notes | ||
Basis of Accounting | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
NOTE 2 | ||
These financial statements have been prepared using the basis of accounting generally accepted in the United States of America. Under this basis of accounting, revenues are recorded as earned and expenses are recorded at the time liabilities are incurred. The Company has adopted August 31 as the fiscal year-end. | ||
Cash and Cash Equivalents | ||
The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. | ||
Use of Estimates | ||
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||
Fair Value of Financial Instruments | ||
The Financial Accounting Standards Board issued ASC (Accounting Standards Codification) 820-10 (SFAS No. 157), “Fair Value Measurements and Disclosures" for financial assets and liabilities. ASC 820-10 provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. FASB ASC 820-10 defines fair value as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. FASB ASC 820-10 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs required by the standard that the Company uses to measure fair value: | ||
· Level 1: Quoted prices in active markets for identical assets or liabilities. | ||
· Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. | ||
· Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | ||
The carrying amounts of the Company’s financial instruments as of August 31, 2013, reflect | ||
Cash: Level One measurement based on bank reporting. | ||
Loans from Officers and related parties: Level 2 based on promissory notes. | ||
Federal income taxes | ||
The Company utilizes FASB ACS 740, “Income Taxes”, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. . A valuation allowance is recorded when, in the opinion of management, it is “more likely-than-not” that a deferred tax asset will not be realized. The Company generated a deferred tax credit through net operating loss carry-forward. A valuation allowance of 100% has been established. | ||
Interest and penalties on tax deficiencies recognized in accordance with ASC accounting standards are classified as income taxes in accordance with ASC Topic 740-10-50-19. | ||
Research and development costs | ||
The Company expenses costs of research and development cost as incurred. The costs for the fiscal years ended August 31, 2014, and August 31, 2013, were $120,076 and $91,493 respectively. | ||
Advertising and marketing expenses | ||
Costs for advertising and marketing for the fiscal years ended August 31, 2014and 2013were $9,387 and $7,229respectively. | ||
Stock-based Compensation | ||
The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Based Compensation and ASC 505, Equity Based Payments to Non-Employees, which requires the measurement and recognition of compensation expense based on estimated fair values for all share-based awards made to employees and directors, including stock options. | ||
ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Company uses the Black-Scholes option-pricing model as its method of determining fair value. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to the Company’s expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the portion of the award that is ultimately expected to vest is recognized as an expense in the statement of operations over the requisite service period. | ||
All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. | ||
Basic and Diluted Earnings (Loss) Per Share – | ||
Net loss per share is calculated in accordance with FASB ASC 260, Earnings Per Share, for the period presented. Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. The Company has potentially dilutive securities outstanding consisting of warrants to purchase common stock, (see Note 10). However their exercise would be anti-dilutive, since the Company is in a loss position, and they are not counted in the calculation of loss per share. | ||
Development Stage Company - The Company is considered a development stage company, with no operating revenues during the periods presented, as defined by FASB Accounting Standards Codification ASC 915. ACS 915 requires companies to report their operations, shareholders’ deficit and cash flows since inception through the date that revenues are generated from management’s intended operations, among other things. Management has defined inception as August 7, 2008. Since inception, the Company has incurred an operating loss of $6,783,087. The Company’s working capital has been generated through advances from the principal of the Company and solicitation of subscriptions. Management has provided financial data since August 7, 2008 in the financial statements, as a means to provide readers of the Company’s financial information to be able to make informed investment decisions. | ||
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 12 Months Ended |
Aug. 31, 2014 | |
Notes | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
In July of 2013, the Financial Accounting Standards Board (FASB) issuced Accounting Standards Update (ASU) No. 2013-13,"Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists." The provisions of ASU No. 2013-11 require an entity to present an unrecognized tax benefit, or portion thereof, in the statement of financial position as a reduction to a deferred tax asset for a net operating loss carryforward or a tax credit carryforward, with certain exceptions related to availability. ASU No. 2013-11 is effective for interim and annual reporting periods beginning after December 15, 2013. The adoption of ASU No. 2013-11 is not expected to have a material impact on the Company's Financial Statements until the Company can reasonably project future income. As such, the Company will disclose the Reserve pertaining to the NOL Carryforward in the Notes to the Financial Statements until such time as the Company is able to present the unrecognized NOL in the statement of financial position. | |
In April of 2014, the FASB issued ASU 2014-08, “Presentation of Financial Statements and Property Plant, and Equipment Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. The amendments in this Update affect an entity that has a component that is disposed of or held for sale. We are evaluating the inclusion of this information should it apply in the future. This pronouncement will be adopted should it become relevant. | |
In June of 2014, the FASB issued ASU 2014-10, “Development State Entities Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, The amendments in this Update affect entities that are development stage entities under U.S. GAAP. A development stage entity is defined in the Master Glossary of the Accounting Standards Codification as follows: An entity devoting substantially all of its efforts to establishing a | |
new business and for which either of the following conditions exists: | |
a. Planned principal operations have not commenced. | |
b. Planned principal operations have commenced, but there has been no significant revenue therefrom. | |
This update applies to the Company as no significant revenue has been received, although there will be no significant impact on the financial statements since the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. This amendment will become effective as of December 15, 2014 for the Company, after which the presentation of the financial statements will be revised as noted above. | |
In August of 2014, the FASB issued ASU 2014-15,”Presentation of Financial Statements—Going Concern (Subtopic 205-40) Disclosure of Uncertainties about an Entity’s Abiltiy to Continue as a Going Concern. The amendments in this Update apply to all entities and will become effective as of the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. The Company will implement this Update if substantial doubt is ever raised about the Company’s ability to contine as a going concern within one year after the financial statements are issued or at the date the financial statements are available to be issue when applicable. | |
The Company is reviewing this standard and its effect upon our disclosures in the financial statements. The Company does not expect that the adoption of the standard will have a material effect upon the Company’s financial statements. | |
A variety of proposed or otherwise potential accounting standards are currently under study by standard setting organizations and various regulatory agencies. Due to the tentative and preliminary nature of those proposed standards, the Company’s management has not determined whether implementation of such standards would be material to its financial statements. | |
Liquidity_Disclosure
Liquidity Disclosure | 12 Months Ended |
Aug. 31, 2014 | |
Notes | |
Liquidity Disclosure | |
Note 3 – Going Concern | |
The Company's financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has accumulated a deficit of $(7,816,401 as of August 31, 2014. | |
In view of the matters described above, recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheets is dependent upon continued operations of the Company, which in turn is dependent upon the Company’s ability to raise additional capital, obtain financing and to succeed in its future operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management plans to raise additional capital through the sale of stock to pursue business development activities. |
Note_4_Property_and_Equipment
Note 4 - Property and Equipment | 12 Months Ended | |||||
Aug. 31, 2014 | ||||||
Notes | ||||||
Note 4 - Property and Equipment | Note 4 – Property and Equipment | |||||
Property and Equipment consisted of the following at August 31, 2014 and August 31, 2013: | ||||||
2014 | 2013 | |||||
Computers and equipment | $243,880 | $132,489 | ||||
Truck & Trailers | 9,400 | 6,700 | ||||
Less accumulated depreciation/amortization | -106,576 | -76,407 | ||||
Property and equipment, net | $ 146,704 | $ 62,782 | ||||
Equity_Method_Investments_and_
Equity Method Investments and Joint Ventures Disclosure | 12 Months Ended | |
Aug. 31, 2014 | ||
Notes | ||
Equity Method Investments and Joint Ventures Disclosure | ||
Note 5 – Asset Purchase | ||
On May 11, 2012, the Company entered into an Asset Purchase Agreement with St. George Investments LLC, an Illinois limited liability company, to acquire certain assets in foreclosure for 6,000,000 common shares. The assets were formerly owned by Helix Wind, Inc., a Nevada corporation in the same business as the Company. The assets and agreed prices were: | ||
Tangible Assets | ||
Equipment | $23,000 | |
Supplies | $ 1,000 | |
Inventory | $ 1,000 | |
$ 25,000 | ||
Intangible Assets | ||
Goodwill | $ 5,000 | |
Intellectual Property (10 patents, 2 trademarks, network | ||
systems, wind turbine monitoring system, URL) | $1,467,500 | |
Restrictive Covenant | $ 2,500 | |
$1,475,000 |
Note_6_Related_Party_Transacti
Note 6 - Related Party Transactions | 12 Months Ended |
Aug. 31, 2014 | |
Notes | |
Note 6 - Related Party Transactions: | Note 6 – Related Party Transactions: |
A shareholder of the Company advanced $10,000 to the Company in the prior year ended August 31, 2012. The balance of the loan was paid off as of August 31, 2013. The loan carried no interest, was unsecured, had no maturity date and was payable upon demand. | |
Commitments_and_Contingencies_
Commitments and Contingencies Disclosure | 12 Months Ended | ||
Aug. 31, 2014 | |||
Notes | |||
Commitments and Contingencies Disclosure | |||
Note 8 – Commitments and Contingencies: | |||
On August 17, 2012, the Company leased a 10,410 square foot “industrial condominium” in Camarillo, California, for three years for monthly lease payments of $7,000 per month. There are no common area costs. All company operations are concentrated at the site. | |||
Lease Commitments – following five fiscal years: | |||
Fiscal year ended | |||
August 31, | |||
2013 | $63,700 | ||
2014 | 84,000 | ||
2015 | 84,000 | ||
$231,700 | |||
Income_Tax_Disclosure
Income Tax Disclosure | 12 Months Ended |
Aug. 31, 2014 | |
Notes | |
Income Tax Disclosure | |
Note 8 - Federal income tax | |
No provision was made for federal income tax, since the Company had a significant net operating loss. Net operating loss carryforwards may be used to reduce taxable income through the year 2030. The availability of the Company’s net operating loss carryforwards are subject to limitation if there is a 50% or more positive change in the ownership of the Company’s stock, unless the same or similar business is carried on. The net operating loss carryforward for federal and state income tax purposes was approximately $7,816,401, which will expire in 2029 through 2034 if not utilized. | |
No provision was made for federal income tax, since the Company had an operating loss and has accumulated net operating loss carryforwards. | |
The Company generated a deferred tax credit of $26,200 through net operating loss carryforward, a decrease of $26,200 in the fiscal year ended August 31, 2014. The Company recorded a 100% valuation allowance for the deferred tax asset since it is more likely than not that some part or all of the deferred tax asset will not be realized. | |
Stockholders_Equity_Note_Discl
Stockholders' Equity Note Disclosure | 12 Months Ended | |||
Aug. 31, 2014 | ||||
Notes | ||||
Stockholders' Equity Note Disclosure | ||||
Note 9 – Capital Stock | ||||
Starting on July 25, 2010, the Company entered into a series of private placement agreements with various investors. The arrangement involved issuing 800,000 units of securities at $0.25 per unit for a total amount of $200,000. Each unit consisted of one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrant expiring July 31, 2012 with an exercise price of $0.50 each. The private placement was oversubscribed and the Company accepted additional private placement funds. As of August 31, 2011, the Company issued 938,000 units of the securities in consideration of funds received of $234,500. | ||||
Starting on January 1, 2011, the Company entered into a series of private placement agreements with various investors. The arrangement involved issuing 666,667 units of securities at $0.30 per unit for a total amount of $200,000. Each unit consisted of one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrant expiring July 31, 2013 with an exercise price of $0.60 each. The private placement was oversubscribed and the Company accepted additional private placement funds. As of August 31, 2011, the Company issued 2,599,849 units of the securities in consideration of funds received of $779,955. | ||||
During the fiscal year ended August 31, 2011, the Company issued a total of 362,900 shares of common stock to certain consultants as compensation for services. The range of fair value of the stock was $0.75 ~ $1.55. Based on the fair value of the common stock on the day of issuance, $436,730 was charged to consulting expenses. | ||||
During the fiscal year ended August 31, 2011, the Company issued 150,000 shares of common stock to an investor relations firm for services to be provided. The fair value of the common stock on the day it was issued was $1.20 per share. Based on the fair value of the stock on the day of issuance, $180,000 was charged to investor relations expenses.A further 1,000,000 shares were issued to the firm in the fiscal year ended August 31, 2012. The fair value of the common stock on the day it was issued was $0.12 per share. Based on the fair value of the stock on the day of issuance, $120,000 was charged to investor relations expenses. The contract with the firm was cancelled in August, 2012. | ||||
During the fiscal year ended August 31, 2011, the Company issued 40,000 shares of common stock as directors’ fees to certain directors of the Company. The fair value of the common stock on the day it was issued was $1.20 per share. Based on the fair value of the common stock on the date of issuance, $48,000 was charged to director fees. | ||||
During the period September 1 to October 17, 2011, the Company entered into a series of private placement agreements with various investors involving issuing units of securities at $0.30 per unit. Each unit consisted of one (1) share of common stock, par value $0.0001 per share and one (1) common stock | ||||
purchase warrant with an exercise price of $0.60 each, expiring July 31, 2013. The private placement was oversubscribed and the Company accepted additional private placement funds. On October 17, 2011 the Company issued 1,275,337 units of the securities in consideration of funds received of $382,601. | ||||
On October 17, 2011, the Company issued a total of 522,900 shares of restricted common stock to certain consultants as compensation for services. The fair value of the stock was $0.51. Based on the fair value of the common stock on the day of issuance, $266,220 was charged to consulting expense. | ||||
On October 17, 2011, the Company issued 200,000 shares of common stock to a consulting firm for services to be provided. The fair value of the common stock on the day it was issued was $0.51 per share. Based on the fair value of the stock on the day of issuance, $102,000 less $200 contributed was charged to consulting expense. | ||||
On October 17, 2011, the Company issued a total of 535,000 shares of restricted common stock to certain consultants as compensation for services. The fair value of the stock was $0.51. Based on the fair value of the common stock on the day of issuance, $272,850 was charged to consulting expense. | ||||
On December 1, 2011, the Company issued 650,000 units of securities to seven investors at $0.30 per unit for $195,000 cash, pursuant to a private placement agreement. Each unit consisted of one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrant with an exercise price of $0.60 each, expiring July 31, 2013. | ||||
On December 1, 2011, the Company issued 24,000 units of securities to an investor at $0.25 per unit for $6,000 cashpursuant to a private placement agreement. Each unit consisted of one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrant with an exercise price of $0.60 each, expiring July 31, 2014. | ||||
On January 24, 2012, the Company issued 125,000 shares of common stock at the closing price of $0.60 per share for legal fees of $75,000. | ||||
On January 26, 2012, the Company issued 25,000 shares of common stock at the closing price of $0.60 per share for legal fees of $15,000. | ||||
On April 30, 2012, the Company issued 363,000 shares of common stock at the closing price of $0.34 per share for services by six providers. An expense of $123,420 was recorded. | ||||
On May 11, 2012, the Company issued 6,000,000 shares of common stock pursuant to an Asset Purchase Agreement for certain wind turbine assets at the agreed price of $0.25 per share, including intangible assets. The fair market value of the assets was recorded, $1,500,000. | ||||
On July 31, 3012, the Company issued 808,000 units of securities at $0.25 per unit for $202,000 cashpursuant to a private placement agreement. Each unit consisted of one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrant with an exercise price of $0.50 each, expiring July 31, 2014. | ||||
On July 31, 2012, the Company issued 100,000 shares of common stock at $0.12 per share for legal fees of $12,000. | ||||
On July 31, 2012, the Company issued 1,000,000 shares of common stock at $0.12 per share for contract services of $120,000. | ||||
On September 18, 2012, the Company issued 200,000 units of securities at $0.25 per unit for $50,000 cash pursuant to a private placement agreement. Each unit consisted on one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrant with an exercise price of $0.50 each, expiring March 31, 2014. | ||||
On October 10, 2012 the Company issued 950,980shares of common stock at $0.12 per share for cash of $120,000 pursuant to an investment agreement as the commitment fee for an equity line. | ||||
On October 10, 2012, the Company entered into a private placement agreement that involved issuing 200,000 units of securities at $0.25 per unit for a total amount of $50,000. Each unit consisted of one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrant expiring March 31, 2014, with an exercise price of $0.50 each. | ||||
On December 14, 2012, the Company issued 100,000 shares of common stock for $0.21 per share for consulting services of $21,000. | ||||
On December 14, 2012, the Company issued 1,479,963 shares of common stock at $0.22 per share as a commitment fee. The shares were subsequently canceled and have been reissued to the escrow agent until the transaction is quantifiable and completely resolved. | ||||
On December 14, 2012, the Company issued 12,000 shares of common stock for $0.21 per share for consulting services of $2,520. | ||||
On January 7, 2013, the Company issued 2,000,000 shares of common stock for $0.215 per share pursuant to a restrictive covenant. | ||||
On March 12, 2013, the Company issued 240,000 shares of common stock for $0.12 per share for consulting services of $28,800. | ||||
On April 5, 2013, the Company issued 250,000 shares of common stock for $0.10 per share for consulting services of $25,000. | ||||
On August 16, 2013, the Company issued 151,515 shares of common stock for $19,956 at $0.132 per share pursuant to a convertible note. | ||||
On September 16, 2013, the Company issued 110,375 shares of common stock for $10,000 at $0.0906 per share pursuant to a convertible note. | ||||
On October 1, 2013, the Company issued 200,000 shares of common stock for $13,600 at $0.06800 per share pursuant to a convertible note. | ||||
On October 9, 2013, the Company issued 500,000 shares of common stock for $28,000 at $0.0560 per share pursuant to a convertible note. | ||||
On October 16, 2013, the Company issued 555,720 shares of common stock for $74,915 at $0.16870 per share pursuant to an Equity Purchase Agreement. | ||||
On November 6, 2013, the Company issued 250,000 shares of common stock for $26,355 at $0.1056 per share pursuant to an Equity Purchase Agreement. | ||||
On November 11, 2013, the Company issued 300,000 shares of common stock for $30,819 at $0.10288 per share pursuant to an Equity Purchase Agreement. | ||||
On November 14, 2013, the Company issued 300,000 shares of common stock for $20,160 at $0.0672 per share pursuant to a convertible note. | ||||
On November 18, 2013, the Company issued 300,000 shares of common stock for $32,091 at $0.1071 per share pursuant to an Equity Purchase Agreement. | ||||
On December 2, 2013, the Company issued 290,000 shares of common stock for $19,314 at $0.06660 per share pursuant to a convertible note. | ||||
On December 2, 2013, the Company issued 300,000 shares of common stock for $29,619 at $0.09888 per share pursuant to an Equity Purchase Agreement. | ||||
On December 9, 2013, the Company issued 300,000 shares of common stock for $28,707 at $0.09584 per share pursuant to an Equity Purchase Agreement. | ||||
On January 6, 2014, the Company issued 300,000 shares of common stock for $18,180 at $0.06060 per share pursuant to a convertible note. | ||||
On January 9, 2014, the Company issued 332,742 shares of common stock for $29,955 at $0.0902 per share pursuant to an Equity Purchase Agreement. | ||||
On January 21, 2014, the Company issued 349,097 shares of common stock for $29,955 at $0.0857 per share pursuant to an Equity Purchase Agreement. | ||||
On January 29, 2014, the Company issued 310,000 shares of common stock for $15,066 at $0.0486 per share pursuant to a convertible note. | ||||
On February 14, 2014, the Company issued 500,741 shares of common stock for $24,336 at $0.0486 per share pursuant to a convertible note. | ||||
On March 3, 2014, the Company issued 330,235 shares of common stock for $26,980 at $0.08176 per share pursuant to an Equity Purchase Agreement. | ||||
On March 28, 2014, the Company issued 577,741 shares of common stock for $49,980 at $0.0900 per share pursuant to an Equity Purchase Agreement. | ||||
On April 1, 2014, the Company issued 371,645 shares of common stock for $34,980 at $0.0942 per share pursuant to an Equity Purchase Agreement. | ||||
On April 9, 2014, the Company issued 400,000 shares of common stock for $37,996 at $0.0950 per share pursuant to an Equity Purchase Agreement. | ||||
On April 15, 2014, the Company issued 352,936 shares of common stock for $34,954 at $0.0992 per share pursuant to an Equity Purchase Agreement. | ||||
On April 24, 2014, the Company issued 320,000 shares of common stock for $32,277 at $0.1010 per share pursuant to an Equity Purchase Agreement. | ||||
On May 7, 2014, the Company issued 310,000 shares of common stock for $27,280 at $0.0880 per share pursuant to an Equity Purchase Agreement. | ||||
On May 23, 2014, the Company issued 310,000 shares of common stock for $25,567 at $0.0826 per share pursuant to an Equity Purchase Agreement. | ||||
On June 4, 2013, the Company entered into a private placement agreement that involved issuing 400,000 units of securities at $0.25 per unit for $100,000 cash pursuant to a private placement agreement. Each unit consisted of one (1) share of common stock, par value $0.0001 per share and two (2) common stock purchase warrants for a total of 800,000 warrants with an exercise price of $0.40 each,expiring July 31, 2015. | ||||
On June 9, 2014, the Company issued 300,000 shares of common stock for $20,229 at $0.06758 per share pursuant to an Equity Purchase Agreement. | ||||
On June 23, 2014, the Company issued 323,950 shares of common stock for $19,956 at $0.06174 per share pursuant to an Equity Purchase Agreement. | ||||
On July 12, 2013 the Company issued 220,000 shares of common stock for $0.34 per share for consulting services of $74,800. | ||||
On July 12, 2013, the Company issued 50,000 shares of common stock for $0.34 per share for consulting services of $17,000. | ||||
On July 12, 2013, the Company issued 200,000 shares of common stock for $0.34 per share for consulting services of $68,000. | ||||
On July 12, 2013, the Company issued 50,000 shares of common stock for $0.34 per share for a bonus for consulting services of $17,000. | ||||
On July 12, 2013, the Company issued 50,000 shares of common stock for $0.34 per share for a bonus for consulting services of $17,000. | ||||
On July 12, 2013, the Company issued 35,000 shares of common stock for $0.34 per share for a bonus for consulting services of $11,900. | ||||
On July 12, 2013, the Company issued 100,000 shares of common stock for $0.34 per share for consulting services of $34,000. | ||||
On July 12, 2013, the Company issued 35,000 shares of common stock for $0.34 per share for consulting services of $11,900. | ||||
On August 16, 2013, the Company issued 151,515 shares of common stock for $0.132 per share as a conversion of a Note Payable of $20,000. | ||||
On May 30, 2014, the Company issued 500,000 shares of common stock for $0.05 per share for consulting services of $25,000. | ||||
On July 7, 2014, the Company entered into a private placement agreement that involved issuing 5,000,000 units of securities at $0.05 per unit for a total amount of cash of $250,000. Each unit consisted of one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrants for a total of 5,000,000 warrants with an exercise price of $0.30 eachexpiring January 31, 2016. | ||||
Note 10 – Warrants | ||||
During the fiscal year ended August 31, 2013, the Company entered two private placement agreements with various investors. (Refer to Note 9 – Capital Stock). | ||||
Under the private placements, the Company issued 600,000 units of securities for total cash proceeds of $150,000. One private placement of 200,000 units of securities consisted of one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrant with an exercise price of $0.50 and expiring March 31, 2014. The other private placement of 400,000 units of securities consisted of one (1) share of common stock, par value $0.0001 per share and two (2) common stock purchase warrants with an exercise price of $0.40 and expiring July 31, 2015. | ||||
During the fiscal year ended August 31, 2014, the Company entered into four private placement agreements for total cash proceeds of $250,000. The private placements of 5,000,000 units consist of one (1) share of common stock, par value $0.0001 per share and one (1) common stock purchase warrant with an exercise price of $0.30 and expiring January 31, 2016. | ||||
. | ||||
The following table is a summary of information about the warrants outstanding at August 31, 2013: | ||||
Shares Underlying Warrants Outstanding | ||||
Range of Exercise Price | Shares Underlying \Warrants Outstanding | Weighted Average Remaining Contractual Life | Weighted Average | |
Exercise Price | ||||
$0.40 | 800,000 Shares \ 1,600,000 Warrants | 0.73 years | $0.32 | |
$0.18 - $0.30 | 6,000,000 Shares \ 6,000,000 Warrants | 1.27 years | $0.28 | |
The following table is a summary of activity of outstanding stock warrants: | ||||
Number of Warrants | Weighted Average Exercise Price | |||
Balance, August 31, 2013 | 1,832,000 | 0.46 | ||
Warrants expired | (1,032,000) | 0 | ||
Warrants cancelled | - | 0 | ||
Warrants Granted | 6,000,000 | 0.28 | ||
Warrants exercised | - | 0 | ||
Balance, August 31, 2014 | 6,800,000 | 0.29 | ||
Note_11_Contingencies_Litigati
Note 11 - Contingencies, Litigation | 12 Months Ended |
Aug. 31, 2014 | |
Notes | |
Note 11 - Contingencies, Litigation | NOTE 11 - Contingencies, Litigation |
There were no loss contingencies or legal proceedings against the Company with respect to matters arising in the ordinary course of business. | |
On October 23, 2013, the Company filed a complaint against St George Investments, LLC (“St. George") in Superior Court, Ventura County California seeking declaratory relief as to contracts relating to the Company’s May, 2012 purchase of the assets of Helix Wind from St. George for treasury stock then valued in excess of $1.8 Million and a subsequent February 2013 promissory note for $275,000 executed under the terms of an amendment to the May, 2012 asset purchase agreement. The Company alleged that the Helix Wind asset purchase price had been substantially paid and, in fact, may have been overpaid in light of St. George’s failure to deliver all of the intellectual property of Helix Wind. St. George interpreted the contracts and promissory note as entitling it to a windfall recovery above and beyond the asset purchase price and promissory note amount. On November 21, 2013, St George exercised its right as a non-California based entity to remove the action from the Ventura state court to the federal court sitting in Los Angeles, the United States District Court for the Central District of California. On November 26, 2013, St. George filed its answer and counterclaim seeking to enforce its interpretation of the contracts and to thereby collect approximately $440,000 above and beyond what is otherwise due, plus costs and attorneys fees. On February 3, 2014, the parties participated in a mediation session at the Federal Court and executed an agreement reflecting a settlement in principal (the “Settlement”) which becomes binding only if the parties are unable to come to terms on more formal settlement agreements. The parties have since executed more formal settlement agreements which are included as an exhibit hereto. The basic terms of the Settlement required the issuance of an additional 5,000,000 shares of our common stock to St George under the Helix APA; required St. George to purchase an additional shares of our common stock for $300,000 ($0.15 per share) which is a price above the market price at the time of the Settlement; fixed the amount due on the note issued to St George in connection with the Helix APA at $600,000 and granted the Company certain prepayment rights. The Settlement provides for limitations on the amounts of our common stock that St. George may sell into the market. The foregoing is a summary only and is qualified by reference to the settlement agreement included as an exhibit to this report. | |
Note_12_Subsequent_Events
Note 12 Subsequent Events | 12 Months Ended |
Aug. 31, 2014 | |
Notes | |
Note 12 Subsequent Events | NOTE 12 Subsequent Events |
Subsequent Event (unaudited) | |
Management has reviewed and evaluated subsequent events and transactions occurring after the balance sheet date, August 31st, 2014, through the filing of this Annual Report on Form 10-K on December 15th, 2014 and determined that no additional subsequent events have occurred. |
Note_1_Organization_and_Nature1
Note 1 Organization and Nature of Operations: Organization (Policies) | 12 Months Ended |
Aug. 31, 2014 | |
Policies | |
Organization | Organization |
Sauer Energy, Inc. was incorporated in California on August 7, 2008. The Company was incorporated to develop and market wind power electric generators. | |
Current Business of the Company | |
On July 25, 2010, the Company executed a plan of reorganization with BCO Hydrocarbon Ltd., a Nevada exploration stage enterprise, in which Sauer Energy Inc. became a subsidiary of BCO. BCO changed its name to Sauer Energy, Inc. | |
The Company leases warehouse/office facilities in Camarillo, California, in which the Company develops wind power technology. A production prototype of a vertical axis wind turbine (“VAWT”) has been developed. Its compact size is aimed at the small business and home market. The company is focused on plans to manufacture and distribute the product. In May, 2012, the acquisition of the entire assets of a wind turbine company added two more wind turbine models to the Company, together with patents and a distribution network. |
Basis_of_Accounting_Cash_and_C
Basis of Accounting: Cash and Cash Equivalents (Policies) | 12 Months Ended |
Aug. 31, 2014 | |
Policies | |
Cash and Cash Equivalents | Cash and Cash Equivalents |
The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. |
Basis_of_Accounting_Use_of_Est
Basis of Accounting: Use of Estimates (Policies) | 12 Months Ended |
Aug. 31, 2014 | |
Policies | |
Use of Estimates | Use of Estimates |
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Basis_of_Accounting_Fair_Value
Basis of Accounting: Fair Value of Financial Instruments (Policies) | 12 Months Ended |
Aug. 31, 2014 | |
Policies | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments |
The Financial Accounting Standards Board issued ASC (Accounting Standards Codification) 820-10 (SFAS No. 157), “Fair Value Measurements and Disclosures" for financial assets and liabilities. ASC 820-10 provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. FASB ASC 820-10 defines fair value as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. FASB ASC 820-10 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs required by the standard that the Company uses to measure fair value: | |
· Level 1: Quoted prices in active markets for identical assets or liabilities. | |
· Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. | |
· Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | |
The carrying amounts of the Company’s financial instruments as of August 31, 2013, reflect | |
Cash: Level One measurement based on bank reporting. | |
Loans from Officers and related parties: Level 2 based on promissory notes. |
Basis_of_Accounting_Federal_In
Basis of Accounting: Federal Income Taxes (Policies) | 12 Months Ended |
Aug. 31, 2014 | |
Policies | |
Federal Income Taxes | Federal income taxes |
The Company utilizes FASB ACS 740, “Income Taxes”, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. . A valuation allowance is recorded when, in the opinion of management, it is “more likely-than-not” that a deferred tax asset will not be realized. The Company generated a deferred tax credit through net operating loss carry-forward. A valuation allowance of 100% has been established. | |
Interest and penalties on tax deficiencies recognized in accordance with ASC accounting standards are classified as income taxes in accordance with ASC Topic 740-10-50-19. |
Basis_of_Accounting_Research_a
Basis of Accounting: Research and Development Costs (Policies) | 12 Months Ended |
Aug. 31, 2014 | |
Policies | |
Research and Development Costs | Research and development costs |
The Company expenses costs of research and development cost as incurred. The costs for the fiscal years ended August 31, 2014, and August 31, 2013, were $120,076 and $91,493 respectively. |
Basis_of_Accounting_Advertisin
Basis of Accounting: Advertising and Marketing Expenses (Policies) | 12 Months Ended |
Aug. 31, 2014 | |
Policies | |
Advertising and Marketing Expenses | Advertising and marketing expenses |
Costs for advertising and marketing for the fiscal years ended August 31, 2014and 2013were $9,387 and $7,229respectively. |
Basis_of_Accounting_Stockbased
Basis of Accounting: Stock-based Compensation (Policies) | 12 Months Ended |
Aug. 31, 2014 | |
Policies | |
Stock-based Compensation | Stock-based Compensation |
The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Based Compensation and ASC 505, Equity Based Payments to Non-Employees, which requires the measurement and recognition of compensation expense based on estimated fair values for all share-based awards made to employees and directors, including stock options. | |
ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Company uses the Black-Scholes option-pricing model as its method of determining fair value. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to the Company’s expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the portion of the award that is ultimately expected to vest is recognized as an expense in the statement of operations over the requisite service period. | |
All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. | |
Basic and Diluted Earnings (Loss) Per Share – | |
Net loss per share is calculated in accordance with FASB ASC 260, Earnings Per Share, for the period presented. Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. The Company has potentially dilutive securities outstanding consisting of warrants to purchase common stock, (see Note 10). However their exercise would be anti-dilutive, since the Company is in a loss position, and they are not counted in the calculation of loss per share. | |
Development Stage Company - The Company is considered a development stage company, with no operating revenues during the periods presented, as defined by FASB Accounting Standards Codification ASC 915. ACS 915 requires companies to report their operations, shareholders’ deficit and cash flows since inception through the date that revenues are generated from management’s intended operations, among other things. Management has defined inception as August 7, 2008. Since inception, the Company has incurred an operating loss of $6,783,087. The Company’s working capital has been generated through advances from the principal of the Company and solicitation of subscriptions. Management has provided financial data since August 7, 2008 in the financial statements, as a means to provide readers of the Company’s financial information to be able to make informed investment decisions. |
Note_4_Property_and_Equipment_
Note 4 - Property and Equipment: Property, Plant and Equipment (Tables) | 12 Months Ended | |||||
Aug. 31, 2014 | ||||||
Tables/Schedules | ||||||
Property, Plant and Equipment | ||||||
2014 | 2013 | |||||
Computers and equipment | $243,880 | $132,489 | ||||
Truck & Trailers | 9,400 | 6,700 | ||||
Less accumulated depreciation/amortization | -106,576 | -76,407 | ||||
Property and equipment, net | $ 146,704 | $ 62,782 | ||||
Equity_Method_Investments_and_1
Equity Method Investments and Joint Ventures Disclosure: Equity Method Investments (Tables) | 12 Months Ended | |
Aug. 31, 2014 | ||
Tables/Schedules | ||
Equity Method Investments | ||
Tangible Assets | ||
Equipment | $23,000 | |
Supplies | $ 1,000 | |
Inventory | $ 1,000 | |
$ 25,000 | ||
Intangible Assets | ||
Goodwill | $ 5,000 | |
Intellectual Property (10 patents, 2 trademarks, network | ||
systems, wind turbine monitoring system, URL) | $1,467,500 | |
Restrictive Covenant | $ 2,500 | |
$1,475,000 |
Commitments_and_Contingencies_1
Commitments and Contingencies Disclosure: August 31, (Tables) | 12 Months Ended | ||
Aug. 31, 2014 | |||
Tables/Schedules | |||
August 31, | August 31, | ||
2013 | $63,700 | ||
2014 | 84,000 | ||
2015 | 84,000 | ||
$231,700 |
Stockholders_Equity_Note_Discl1
Stockholders' Equity Note Disclosure: Schedule of Stockholders' Equity Note, Warrants or Rights (Tables) | 12 Months Ended | ||
Aug. 31, 2014 | |||
Tables/Schedules | |||
Schedule of Stockholders' Equity Note, Warrants or Rights | |||
Number of Warrants | Weighted Average Exercise Price | ||
Balance, August 31, 2013 | 1,832,000 | 0.46 | |
Warrants expired | (1,032,000) | 0 | |
Warrants cancelled | - | 0 | |
Warrants Granted | 6,000,000 | 0.28 | |
Warrants exercised | - | 0 | |
Balance, August 31, 2014 | 6,800,000 | 0.29 | |