IRONCLAD ENCRYPTION (IRNC) 10-K 17 Apr 18 2017 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2017	Apr. 11, 2018	Jun. 30, 2017
Entity Registrant Name	Ironclad Encryption Corp
Document Type	10-K
Document Period End Date	Dec. 31, 2017
Amendment Flag	false
Entity Central Index Key	1,455,926
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		66,523,475
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	2,017
Document Fiscal Period Focus	FY
Entity Public Float			$ 54,582,818
Trading Symbol	irnc
Entity Incorporation, State Country Name	Delaware
Entity Information, Former Legal or Registered Name	Butte Highlands Mining Corporation

IronClad Encryption Corporation

IronClad Encryption Corporation and Subsidiary (Previously named Butte Highlands Mining Corporation) Consolidated Balance Sheets - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 34,325	$ 110,807
Prepaid expenses and deposits	25,000	110
Total current assets	59,325	110,917
Other assets
Patents, net	157,054	68
Total other assets	157,054	68
Total assets	216,379	110,985
Current liabilities:
Accounts payable	437,835	1,365
Accounts payable, legal fees	357,515
Accounts payable, related parties	32,314
Accrued liabilities	86,353	23,029
Accrued liabilities, compensation	444,670
Accrued interest	23,859	4,142
Convertible note payable, 12%, net	4,116
Convertible note payable, 12%, derivative liability	126,578
Convertible note payable, 10%, net, one	82,500
Convertible note payable, 10%, net, two	101,179
Convertible note payable, 10%, net, three	26,726
Advances payable to related party		10,662
Total current liabilities	1,723,645	39,198
Convertible notes payable 5%		210,000
Total other liabilities		210,000
Commitments and contingencies	0	0
Total liabilities	1,723,645	249,198
Shareholders' equity:
Preferred stock, $0.001 par value; 20,000,000 shares authorized, none issued or outstanding	0	0
Common stock, Class A, $0.001 par value, 150,000,000 shares authorized; 66,303,195 and 58,098,900 shares issued and outstanding, respectively	66,303	58,099
Common stock, Class B, $0.001 par value, 1,707,093 shares authorized; 1,538,872 and 1,538,872 shares issued and outstanding, respectively	1,539	1,539
Additional paid-in capital	9,116,674	77,298
Subscriptions receivable	(81,481)	(81,481)
Accumulated deficit	(10,691,782)	(193,668)
Total shareholders' equity (deficit)	(1,507,266)	(138,213)
Total liabilities and shareholders' equity	$ 216,379	$ 110,985

Statement of Financial Position

Statement of Financial Position - Parenthetical - $ / shares	Dec. 31, 2017	Dec. 31, 2016
Statement of financial position
Preferred Stock, Par Value	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	20,000,000	20,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Class A, Par Value	$ 0.001	$ 0.001
Common Stock, Class A, Shares Authorized	150,000,000	150,000,000
Common Stock, Class A, Shares Issued	66,303,195	58,098,900
Common Stock, Class A, Shares Outstanding	66,303,195	58,098,900
Common Stock, Class B, Par Value	$ 0.01	$ 0.01
Common Stock, Class B, Shares Authorized	1,707,093	1,707,093
Common Stock, Class B, Shares Issued	1,538,872	1,538,872
Common Stock, Class B, Shares Outstanding	1,538,872	1,538,872

IronClad Encryption Corporatio4

IronClad Encryption Corporation and Subsidiary(Previously named Butte Highlands Mining Corporation) Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income statement
Revenue	$ 0	$ 0
Operating expenses:
Product development costs	1,540,712	42,000
General, administrative and other operating	2,938,087	69,868
Officer and director fees	3,688,852
Investor relations	1,282,345
Professional fees	468,651	29,558
Amortization	30	30
Total operating expenses	9,918,677	141,456
Loss from operations	(9,918,677)	(141,456)
Other income (expense):
Interest income	122	1
Interest expense	(160,240)	(4,160)
Financing expenses	(370,129)
Loss on issuance of derivative	(49,190)
Total other income (expense)	(579,437)	(4,159)
Loss before income taxes	(10,498,114)	(145,615)
Income taxes
Income tax benefit	0	0
Income tax expense	0	0
Total other income tax benefit (expense)	0	0
Net loss	$ (10,498,114)	$ (145,615)
Basic and diluted loss per common share	$ (0.16)	$ (0.02)
Weighted average shares outstanding, basic and diluted	66,671,954	6,758,824

IronClad Encryption Corporatio5

IronClad Encryption Corporation and Subsidiary (Previously named Butte Highlands Mining Corporation) Consolidated Statements of Stockholders' Equity - USD ($)	Members Units Shares	Members Units Amount	Common Stock Class A Shares	Common Stock Class A Amount	Common Stock Class B Shares	Common Stock Class B Amount	Paid-in Capital	Subscriptions receivable	Accumulated Deficit	Total
Stockholders' Equity at Dec. 31, 2015		$ 1,000		$ 1,443		$ 1,539	$ 45,398		$ (48,052)	$ 1,328
Shares issued at Dec. 31, 2015	1,000		1,443,017		1,538,872
Conversion of members units, value		$ (1,000)		1,000
Conversion of members units, stock	(1,000)		1,000,000
Common stock issued for cash at $0.001 per share, value				54,556						54,556
Common stock issued for cash at $0.001 per share, stock			54,555,891
Common stock issued for cash at $0.03 per share, value				1,100			31,900			33,000
Common stock issued for cash at $0.03 per share, stock			1,100,000
Subscriptions receivable								$ (81,481)		(81,481)
Net income (loss)									(145,616)	(145,616)
Stockholders' Equity at Dec. 31, 2016				58,099		1,539	77,298	(81,481)	(193,668)	(138,213)
Shares issued at Dec. 31, 2016			58,098,908		1,538,872
Subscriptions receivable collected								81,481		81,481
Common stock issued for cash at $0.15 per share, value				6,084			906,559			912,643
Common stock issued for cash at $0.15 per share, stock			6,084,287
Common stock issued for convertible debt at $0.15 per share, value				1,400			208,600			210,000
Common stock issued for convertible debt at $0.15 per share, stock			1,400,000
Common stock issued for exercise of options at $0.15, value				25			3,725			3,750
Common stock issued for exercise of options at $0.15, stock			25,000
Common stock issued for services, development, value				100			409,900			410,000
Common stock issued for services, development, stock			100,000
Common stock issued for services, general, administrative, value				120			430,880			431,000
Common stock issued for services, general, administrative, stock			120,000
Common stock issued for services, investor relations, value				475			535,775			536,250
Common stock issued for services, investor relations, stock			475,000
Beneficial conversion feature of NP, Tangiers $165K							138,000			138,000
Beneficial conversion feature of NP, Tangiers $165K, additional							69,000			69,000
Stock options issued for development							521,597			521,597
Stock options issued for services, general and administrative							1,794,123			1,794,123
Stock options issued: officers, directors							3,163,819			3,163,819
Stock options issued: investor relations							569,765			569,765
Stock options issued: financing fees							287,629			287,629
Net income (loss)									(10,498,114)	(10,498,114)
Stockholders' Equity at Dec. 31, 2017				$ 66,303		$ 1,539	$ 9,116,670	$ 0	$ (10,691,782)	$ (1,507,270)
Shares issued at Dec. 31, 2017			66,303,195		1,538,872

IronClad Encryption Corporatio6

IronClad Encryption Corporation and Subsidiary (Previously named Butte Highlands Mining Corporation) Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Cash flows from operating activities:
Net loss:	$ (10,498,114)	$ (145,615)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization	30	30
Amortization of notes discounts and beneficial conversion features	134,409
Investment agreement fees	82,500
Loss on issuance of note with embedded derivative	49,190
Common stock issued for services, development	451,000
Common stock issued for services, general and administrative	41,000
Common stock issued for services, business development	349,000
Common stock issued for services, investor relations	536,250
Stock options issued` for services, development	521,597
Stock options issued for services, general and administrative	1,794,123
Stock options issued for services, officers and directors	3,163,819
Stock options issued for services, investor relations	569,765
Stock options issued for services, financing fees	287,629
Changes in operating assets and liabilities:
Increase in prepaid expenses and deposits	(24,890)
Increase (decrease) in accounts payable	826,299	(36,488)
Increase in accrued liabilities	507,994	12,538
Increase in accrued interest	19,717	4,142
Net cash used in operating activities	(1,188,682)	(165,393)
Cash flows from investing activities:
Patent applications	(157,016)
Net cash used in investing activities	(157,016)
Cash flows from financing activities:
Proceeds from issuance of common stock	983,693	7,075
Proceeds from issuance of convertible notes payable, 12% and 5%, respectively	78,500	210,000
Less transaction costs, three	(3,500)
Proceeds from issuance of convertible note payable, 10%, two	165,000
Less transaction costs, two	(27,000)
Proceeds from issuance of convertible note payable, 10%, one	82,500
Less transaction costs, one	(13,500)
Exercise and conversion of stock options	3,750
Advances payable to related party	(227)	(1,000)
Net cash provided by financing activities	1,269,216	216,075
Increase (decrease) in cash and cash equivalents	(76,482)	50,682
Cash and cash equivalents at beginning of year	110,807	60,125
Cash and cash equivalents at end of year	34,325	110,807
Supplemental disclosures:
Interest paid in cash	6,115
Income taxes paid	0	$ 0
Common stock issued for convertible notes payable	210,000
Non-cash beneficial conversion rights, 10% notes payable	$ 207,000

Note 1. Organization, Recent Hi

Note 1. Organization, Recent History, and Description of Businesses-Present and Past	12 Months Ended
	Dec. 31, 2017
Notes
Note 1. Organization, Recent History, and Description of Businesses-Present and Past	Note 1. Organization, Recent History, and Description of Businesses-Present and Past Description of Businesses: Present and Past IronClad Encryption Corporation (formerly Butte Highlands Mining Corporation) is a company developing and licensing cyber software technology to secure data files (stored and at rest) and electronic communications (in motion from electronic transmission over the internet or through telephone systems). Data at rest and in motion are both safeguarded from unauthorized access through the use of dynamic encryption and perpetual authentication. InterLok Key Management, Inc. (formerly InterLok Key Management, LLC) is the company that initially developed and maintained the patents and was formed in Texas on June 12, 2006 and incorporated ten years later on June 16, 2016. On January 6, 2017 InterLok entered into a Share Exchange Agreement ("Share Exchange") with Butte Highlands Mining Company. Under the terms of the agreement, the shareholders of InterLok Key Management, Inc. exchanged all 56,655,891 outstanding shares of InterLok’s common stock for 56,655,891 shares of Class A common stock of Butte Highlands Mining Company. The Share Exchange was treated as a “reverse merger” with InterLok Key Management, Inc. which is deemed—for accounting recognition purposes—as the accounting acquirer and Butte Highlands Mining Company deemed the accounting acquiree under the acquisition method of accounting. The reverse merger is deemed a recapitalization and the consolidated financial statements represent the substantive continuation of the operations and thus the prior year financial statements of operations are the operating results of its subsidiary InterLok Key Management, Inc., while the capital structure (in terms of authorized preferred and common stock) of its parent Butte Highlands Mining Company remains intact. Subsequently, the company was renamed IronClad Encryption Corporation to better identify with IronClad’s products and services. IronClad Encryption Corporation is a next-generation cyber defense company that secures digital assets and communications across a wide range of industries and technologies. IronClad Encryption-powered solutions use our patented Dynamic Encryption and Perpetual Authentication technologies to make all known key-based encryption technologies virtually impossible to compromise. Dynamic Encryption Technology eliminates vulnerabilities caused by exposure of any single encryption key by continuously changing encryption keys and keeping the keys synchronized in a fault-tolerant manner. Perpetual Authentication Technology uses multiple virtual channels for encryption so that in the event one channel is compromised, the other channels maintain encryption integrity. Together, these technologies not only eliminate the single point of failure problem created by having keys exposed through brute force, side channel, or other types of attack, but do so with very low latency and system performance overhead. Developers, MSPs, MSSPs and IT organizations can now easily and effectively integrate ultra-secure authentication and encryption measures across essentially all mediums. This includes the latest processors and operating systems, legacy hardware and software, within or between networks, and on compartmentalized data or entire databases. History and Recent Transaction The “Company” is the term used in these statements and notes to refer to the entity originally incorporated in the State of Delaware in 1929. The registered name of the Company until early in 2017 was Butte Highlands Mining Company (“Butte”). Butte was formed to explore and mine primarily for gold in the Butte Highlands’ “Only Chance” mine, south of Butte, Montana. Butte ceased operating as a mining company in 1942. The Company was reorganized in October 1996 for the purpose of acquiring and developing additional mineral properties. At the time of the 1996 reorganization, stockholders representing approximately 76% of the outstanding capital stock could not be located. In order to obtain the quorum necessary for the special meetings of shareholders to authorize the reorganization, Butte obtained an order from the Superior Court of Spokane County, Washington appointing a trustee for the benefit of those stockholders who could not be located. By May 17, 2007, eleven years after the reorganization and very limited results from its mining activities, the Company had disposed of all of its historical mineral properties or mining claims and eventually became a “shell company” under the rules of the Securities and Exchange Commission (“SEC”). In 2009, Butte registered under the Securities Exchange Act of 1934, as amended, for the purpose of becoming a reporting company. The Company’s common stock then became listed on the OTCBB, but in time the Company also listed its common stock to trade on the OTC QB electronic market, one of the OTC Markets Group over-the-counter markets, where the Company’s common stock is listed. Now, following ten years of being a shell company with only nominal activity and limited cash or other assets, the business focus of Butte changed early in 2017. Most notably the Company raised significant capital to implement its new business and financial plans to further develop the licensing and commercial use of its patented encryption software. The change caused Butte to lose its previous shell company status. The Company also changed its state of incorporation to Nevada and its name to IronClad Encryption Corporation (“IronClad”) and changed the stock symbol from BTHI to IRNC to more appropriately reflect the fundamental change of its business to developing cyber encryption technology and away from its historical mining activities. On October 16, 2017, the Company redomiciled in Delaware from Nevada and adopted a certificate of incorporation and bylaws as a Delaware corporation. The terms “Company”, “IronClad” and “Butte” all refer to the same individual corporate entity, but the uses of the IronClad and Butte names are used to refer to different eras of the Company’s long history. The historical eras generally coincide with the changes in business focus before and after the first weeks of 2017. The business changes are a result of a common stock exchange transaction, accounted for as a “reverse merger”, between Butte and the owners of InterLok Key Management, Inc. (“InterLok”; at the time an independent and privately-held Texas corporation) whereby InterLok became a wholly-owned subsidiary of Butte. Butte issued shares of its common stock in exchange for acquiring all of the common stock of InterLok. Through December 31, 2017, InterLok was the only subsidiary of the Company and InterLok’s patents and line of business now are the main basis of the business of the Company on a consolidated basis. Principles of consolidation The accompanying consolidated financial statements include the accounts of IronClad and its wholly-owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. The above consolidated financial statements have been prepared in accordance with generally accepted accounting principles.

Note 2. Summary of Significant

Note 2. Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2017
Notes
Note 2. Summary of Significant Accounting Policies	Note 2. Summary of Significant Accounting Policies This summary of significant accounting policies is presented to assist in understanding the Company’s consolidated financial statements. The financial statements and notes are representations of the Company’s management which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States and have been consistently applied in the preparation of the financial statements. Going Concern As shown in the accompanying financial statements, the Company has incurred cumulative operating losses since inception. As of December 31, 2017, the Company has limited financial resources with which to achieve its objectives and attain profitability and positive cash flows from operations. As shown in the accompanying balance sheets and statements of operations, the Company has an accumulated deficit of $10,691,782. The Company's working capital deficit is $1,664,320 (current assets minus current liabilities; current liabilities in this case being greater than current assets). Achievement of the Company's objectives will depend on its ability to obtain additional financing, to generate revenue from current and planned business operations, and to effectively manage product and software development, operating and capital costs. The Company is in a development stage and has generated no operating revenue, profits or positive cash flows from operations. The Company plans to fund its future operations by potential sales of its common stock or by issuing debt securities. However, there is no assurance that IronClad will be able to achieve these objectives, therefore substantial doubt about its ability to continue as a going concern exists. The financial statements do not include adjustments relating to the recoverability of recorded assets nor the implication of associated bankruptcy costs should IronClad be unable to continue as a going concern. Fair Value Measures The Company's financial instruments, as defined by the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) 825-10-50 Financial Instruments—Overall (and subtopics) The standards under ASC 820 Fair Value Measurement · · · At December 31, 2017 the Company had one conversion feature embedded in one of its convertible notes payable. The fair value measurement of that feature, using a Black-Scholes valuation model, was $126,578 and is reported as derivative liability on the balance sheet. The Company did not have any assets measured at fair value other than cash and deposits December 31, 2016. Provision for Income Taxes Income taxes are provided based upon the liability method of accounting pursuant to ASC 740-10-25 Income Taxes – Recognition Capitalization of Patent and Trademark Costs The Company capitalizes its legal, patent agent and related filing fees and costs associated with the patents it holds and is developing. The amounts are carried as an intangible asset in the financial statements. The costs of the patents or trademarks are amortized ratably (expensed) over the expected useful technological or economic life of the individual assets. The legal life of a patent is typically about 17 years. See Note 3. Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified to provide greater line item detail for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. This change in classification has no effect on previously reported cash flows in the Condensed Consolidated Statement of Cash Flows, and had no effect on the previously reported Condensed Consolidated Statements of Operations for any period New Accounting Requirements and Disclosures Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. One standard issued by the FASB, Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses at the balance sheet date and for the period then ended. We believe our estimates and assumptions are reasonable; however, such estimates and assumptions are subject to a number of risks and uncertainties that may cause actual results to differ materially from such estimates. Significant estimates and assumptions underlying these financial statements include: · · · · We are subject to claims and liabilities that arise in the ordinary course of business. We accrue for losses when such losses are considered probable and the amounts can be reasonably estimated.

Note 3. Patents

Note 3. Patents	12 Months Ended
	Dec. 31, 2017
Notes
Note 3. Patents	Note 3. Patents Patents and trademarks are as follows: December 31, 2017 December 31, 2016 Patents and trademarks under development $ 157,016 $ - Patents issued 398 398 Less accumulated amortization (360) (330) 38 68 Patents, net $ 157,054 $ 68 Amortization expense for intangible assets during the twelve month periods ended December 31, 2017 and 2016 was $30 and $30, respectively. Costs totaling $157,016 for new patents and trademarks under development (but as yet not awarded) are capitalized at December 31, 2017. The patents and trademarks under development will not be amortized until formally issued. To the extent that a patent or trademark is not ultimately awarded the associated costs will be expensed accordingly at the time such an outcome is apparent. In addition to its three original patents IronClad also has fifteen, and soon to be sixteen, patents pending (both in the US and internationally). These pending patents expand upon the initial scope of the original “seminal” patents and provide up to twenty additional years of enforceable intellectual property rights regarding authentication, validation, and encryption for all electronic transmissions associated devices. IronClad’s current and original patent portfolio includes three granted US patents. One patent expired in September 2017 and two are scheduled to expire in 2018.

Note 4 - Concentration of Credi

Note 4 - Concentration of Credit Risk	12 Months Ended
	Dec. 31, 2017
Notes
Note 4 - Concentration of Credit Risk	Note 4. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash deposits. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. At December 31, 2017 and 2016, the Company had no amounts on deposit in excess of the FDIC insured limit.

Note 5. Convertible Notes Payab

Note 5. Convertible Notes Payable	12 Months Ended
	Dec. 31, 2017
Notes
Note 5. Convertible Notes Payable	Note 5. Convertible Notes Payable Securities Purchase Agreement On June 26, 2017 IronClad entered into a Securities Purchase Agreement to issue a 12% convertible note payable for an aggregate principal amount of $78,500 with the intent of meeting certain conditions precedent to closing and funding on or before July 7, 2017. The closing conditions were met prior to that date and the convertible note payable was closed and funded on July 6, 2017. The Company received cash proceeds of $75,000 net of transaction costs of $3,500. The $3,500 is recorded as a discount amount on the note payable and will be amortized as interest expenses over the life of the note. $1,226 was amortized in the three months ended December 31, 2017; accrued interest payable at December 31, 2017 was $4,877. The note matures on March 30, 2018 and interest costs accrue on the unpaid principal balance at 12% annually until March 30, 2018, and after that if not paid at maturity interest accrues annually at 22% until the principal amount and all interest accrued and unpaid are paid. The holder of the note, at its sole election, could convert the note into shares of common stock of the Company at any time during the period beginning on the date which is one hundred and eighty days following the date of the note (dated June 26, 2017) and ending on the later of i) the maturity date, or ii) the date of payment of a default amount, if any. The shares to be issued are a function of a variable conversion price which is 65% of a market price defined to be the lowest one day closing bid price for the Company’s common stock during the fifteen day trading period ending on the last trading day prior to exercising the conversion right. The Company will keep available authorized shares reserved, initially 289,846 shares, but in any event authorized shares equal to six times the number of shares that would be issuable upon full conversion of the note from time to time. The conversion feature of the note represents an embedded derivative. The derivative value at December 23, 2017 was determined using a Black-Scholes valuation model. Accounting recognition of $126,578 for the fair value of the derivative liability, $73,272 (net of $4,116 of amortization) was recorded as a contra liability to the original $78,500 recorded liability of the underlying convertible note, and a $49,190 loss was recognized as a fair valuation adjustment to earnings. Between January 10, 2018 and January 28, 2018 the note holder exercised its rights under the conversion provisions and through operation of the five conversion elections was issued, in total, 50,322 shares of stock which effectively repaid the loan balance. See Note 14 Subsequent Events below for additional details. Commitment Note and Convertible Note On August 24, 2017, IronClad entered into an Investment Agreement to establish an equity line of funding for the potential future issuance and purchase of IronClad’s shares of Class A common stock. See Note 7. As consideration for its commitment to purchase shares of IronClad’s Class A common stock pursuant to the Investment Agreement, IronClad issued to the counterparty of the agreement a seven month 10% convertible promissory note (the “Commitment Note”) in the principal amount of $100,000. The Commitment Note matures on March 24, 2018. The Commitment Note is convertible into shares of IronClad’s Class A common stock at the fixed price of $3.25 per share; provided, however, that at any time and from time to time after a default (as of September 30, 2017, and to the date of the filing of this report, no events of default have occurred) occurs solely due to the fact the Commitment Note is not retired on or before the maturity date, all or any part of the Commitment Note is convertible into shares of Class A common stock of the Company at a per share price equal to the lower of: (a) $3.25 or (b) 65% of the average of the two lowest per share trading prices of the Class A common stock during the twenty consecutive trading days prior to the conversion date. The Commitment Note is included as a financing fee expense at the date of the transaction. The Commitment Note was to finance the $100,000 cost of the commitment fee to the counterparty of the Investment Agreement, and is accordingly included in the financing fee expenses for the period ended September 30, 2017. The amount of the commitment fee could be reduced by $35,000 or $17,500 if a registration statement registering the shares that would be issued under the equity line becomes effective within 90 or 135 days, respectively, of August 24, 2017. The registration statement was declared effective on December 18, 2017 a period less than 135 days (but more than 90 days) after August 24, 2017. Consequently the principal balance of the commitment fee was reduced by $17,500 and $100,000 of financing fee expenses originally recognized in the three month period ended September 30, 2017 were adjusted to reflect a lower $82,500 financing fee expense. On August 24, 2017, in connection with the entry into the Investment Agreement, IronClad also issued a 10% convertible note (the “Convertible Note”) in an aggregate principal amount of $330,000 with a 10% original issue discount (“OID”). The initial consideration in the amount of $165,000 was funded on August 24, 2017. The Company received net proceeds of $150,000 (which represents the deduction of the 10% original issue discount for the note holder’s due diligence and legal fees). The Company may make additional borrowings in such amounts and at such dates as the note holder may choose in its sole discretion. The balance of an individual borrowings mature seven months from its funding date. The Convertible Note also has an embedded beneficial conversion feature (“BCF”) based on a stated conversion price of $1.00 per share. The market price of a share of IronClad’s common stock at the time of the first borrowing under the note was $3.50 thus establishing an intrinsic value of $2.50 on that date. The Company received the first borrowing for $165,000 under the Convertible Note on August 24, 2017 and net cash proceeds of $150,000 were received after deducting for the original issue discount and lender transaction costs of $15,000. An additional $12,000 of costs was incurred by IronClad directly relating to the note. Both the $15,000 and the $12,000 are recorded as discount amounts on the $165,000 note payable and are amortized as interest expenses over the life of the borrowing. The maturity date of this borrowing under the note is seven months from its funding date which is March 24, 2018. On March 26, 2018 the Convertible Note holder elected to convert $10,000 of principal balance to 9,958 shares of Class A common stock. The valuation of the BCF related to the $165,000 borrowing on the Convertible Note and with an intrinsic value of $2.50 per share (based on a $3.50 closing price less the $1.00 per share conversion price) is approximately $424,407 using a Black-Scholes valuation model. That amount is recorded as a contra-note payable amount (similar to the recorded OID and transaction costs), but only for an amount not in excess of and thus capped by the otherwise undiscounted amount of the note payable. The amount of the beneficial conversion feature formally recorded is $138,000 ($165,000 net of $27,000) and will be amortized as interest expense over the life of the loan. On October 23, 2017, a second borrowing of $82,500 under the Convertible Note for $330,000 was closed and funded. The Company received net proceeds of $75,000 after deducting for original issue discount and lender transaction costs of $7,500. An additional $6,000 of costs was incurred by IronClad relating to the Convertible Note. Both the $7,500 and the $6,000 were recorded as discount amounts on the $82,500 note payable and amortized as interest expenses over the life of the borrowing. The maturity date of this borrowing under the Convertible Note is also defined to be seven months from its borrowing date which is May 24, 2018. The market price of a share of IronClad’s common stock at the time of funding was $4.40 making the intrinsic value of the derivative $3.40. The valuation of the BCF is estimated to be approximately $289,000 and is capped at $69,000, the otherwise undiscounted amount of the note payable. On March 15, 2018, a third and final borrowing of $82,500 under the Convertible Note for $330,000 was closed and funded. The Company received net proceeds of $75,000 after deducting for original issue discount and lender transaction costs of $7,500. The maturity date of this borrowing under the Convertible Note is also defined to be seven months from its borrowing date which is October 24, 2018. The market price of a share of IronClad’s common stock at the time of funding was $1.85 making the intrinsic value of the derivative $0.85. InterLok Convertible Notes On August 8, 2016, InterLok issued two 5% convertible senior promissory notes for a principal amount of $30,000 each and, on August 16, 2016, issued one 5% convertible senior promissory note for $150,000 for an aggregate principal amount of $210,000. Interest costs accrued on the unpaid principal balances at five percent (5%) annually until the principal amount and all interest accrued thereon was paid at the earlier of 1) the maturity date two years later on August 8, 2018 or August 16, 2018, respectively, or 2) on the conversion of the notes into shares of common stock at a price equal to a conversion price of $0.15 per share. The notes automatically converted into shares of common stock at a conversion price of $0.15 per share, subject to adjustment under certain circumstances in the event of an acquisition transaction or a public offering event. The Company was precluded from entering into an acquisition or public offering event without first obtaining the prior written approval of any of the note holders. If any holder declined to provide approval for an acquisition transaction or public offering, the Company could have immediately prepaid the entire outstanding principal amounts and accrued interest amounts on the notes. Two of the notes contained the option to purchase additional shares of common stock. During the period ended March 31, 2017, the principal balances of all three 5% convertible senior promissory notes were converted into 1,400,000 shares of IronClad Class A common stock. Accrued interest of $6,115 on the notes was paid in cash during the quarter ended June 30, 2017, $1,973 of which was incurred as interest expense in 2017.

Note 6 - Share Exchange Agreeme

Note 6 - Share Exchange Agreement	12 Months Ended
	Dec. 31, 2017
Notes
Note 6 - Share Exchange Agreement	Note 6. Share Exchange Agreement On January 6, 2017, the Company entered into a Share Exchange Agreement with InterLok Key Management, Inc. wherein Butte agreed to issue 56,655,891 restricted shares of Butte’s common stock in exchange for 100% of the outstanding shares of InterLok Key Management, Inc. common stock. InterLok Key Management, Inc. is engaged in the business of developing and licensing its patented key-based encryption methods. On January 6, 2017, Butte completed its Share Exchange Agreement with the owners of InterLok, and issued 56,655,891 restricted shares of Butte’s common stock to 29 persons and entities in exchange for all of the outstanding shares of InterLok Key Management, Inc.’s common stock. Immediately following completion of the share exchange agreement the Company’s new board of directors elected, through a series of board resolutions and regulatory filings, to change the Company’s name to IronClad Encryption Corporation from Butte, to move the Company to Nevada from Delaware, and to change its stock trading symbol to IRNC from BTHI. The Share Exchange was treated as a reverse merger with InterLok Key Management, Inc. deemed, for accounting recognition purposes, the accounting acquirer and Butte Highlands Mining Company deemed the accounting acquiree under the acquisition method of accounting. The reverse merger is deemed a recapitalization and the unaudited pro forma consolidated financial statements of operations represent the substantive continuation of the operations and thus the financial statements of InterLok Key Management, Inc., while the capital structure (with respect to authorized, issued and outstanding shares of preferred and common stock) of Butte Highlands Mining Company--now using the name IronClad--remains intact.

Note 7 - Common Stock

Note 7 - Common Stock	12 Months Ended
	Dec. 31, 2017
Notes
Note 7 - Common Stock	Note 7. Common Stock During the three month period ended March 31, 2017, i) the Company issued 5,843,954 shares of its Class A common stock at $0.15 per share for cash in the amount of $876,597 ($35,343 of which was only subscribed and still receivable at December 31, 2016), and ii) 75,000 shares at $0.15 per share for investment banking services in the amount of $11,250. Additionally, i) the three convertible note holders elected to convert their $210,000 of notes into 1,400,000 shares of Class A common stock at $0.15 per share, and ii) 250,000 shares were issued pursuant to the Share Exchange Agreement at $0.03 per share. Also, iii) subscriptions receivable that were outstanding at December 31, 2016 in the amount of $81,481 were collected. During the three month period ended June 30, 2017, the Company issued i) 240,333 shares of Class A common stock at $0.15 per share for cash in the amount of $36,050 pursuant to a Section 4(a)2 private placement offering, ii) 25,000 shares at $0.15 per share for the conversion of stock options (see Note 8), and iii) 75,000 shares at $2.90 per share for investment banking services valued at $217,500. During the three month period ended September 30, 2017, the Company issued i) 100,000 shares of Class A common stock at $3.49 per share for consulting services in the amount of $349,000 and ii) 37,500 shares at $3.50 per share for investment banking services valued at $131,250. During the three month period ended December 31, 2017, the Company issued 157,500 shares of Class A common stock at $4.10 per share to seven parties for consulting services in the amount of $660,750. On August 24, 2017 IronClad entered into an Investment Agreement for the potential future issuance and purchase of shares of its Class A common stock to establish an equity line of funding to IronClad. The agreement enables IronClad to issue stock to the counterparty of the agreement in exchange for cash amounts under certain defined conditions for the purchase of IronClad’s stock. In addition to the equity line, the agreement also included IronClad entering into the Commitment Note in the principal amount of $100,000 to finance the commitment fee of the Investment Agreement and the Convertible Note to borrow up to $330,000 (of which $165,000 was borrowed on August 24, 2017 and a subsequent $82,500 was borrowed on October 23, 2017). See Notes 5 and 14. On January 24, 2018 IronClad issued, under the terms of the Investment Agreement, 14,331 shares of its Class A stock in exchange for receipts totaling $25,823 ($1.80 per share) from the counterparty of the Investment Agreement. Similarly, on February 16, 2018 24,265 shares were issued in exchange for proceeds of $38,824 ($1.60 per share).

Note 8. Share Based Compensatio

Note 8. Share Based Compensation	12 Months Ended
	Dec. 31, 2017
Notes
Note 8. Share Based Compensation	Note 8. Share Based Compensation Equity Incentive Plan The Board of Directors adopted, and the Company’s stockholders subsequently approved, the IronClad Encryption Corporation 2017 Equity Incentive Plan (the “Plan”) effective as of January 6, 2017. The purpose of the Plan is to foster and promote the long-term financial success of the Company and thereby increase stockholder value. The Plan provides for the award of equity incentives to certain employees, directors, or officers of, or key advisers or consultants to, the Company and its subsidiaries who are responsible for or contribute to the management, growth or success of the Company or any of its subsidiaries. The maximum number of shares available for issuance under the Plan is thirty million (30,000,000) shares of Class A common stock. On October 17, 2017, in connection with the change of the Company’s jurisdiction of incorporation from the State of Nevada to the State of Delaware, the Board of Directors adopted the Amended and Restated IronClad Encryption Corporation 2017 Equity Incentive Plan (the “Amended Plan”). Additionally, from time to time, we issue non compensatory warrants, such as warrants issued to investors. Restricted Stock The fair value of restricted stock awards classified as equity awards is based on the Company’s stock price as of the date of grant. Such awards do not grant any rights as a shareholder of the company until a certificate for the vested shares of common stock has been issued. During the year ended December 31, 2017, 287,500 shares were granted for services, none were forfeited (none were issued prior to 2017). Expenses of $709,000 were recorded in connection with the stock issued as grants for services; $349,000 for business development and $360,000 for investor relations. Other stock grants were awarded for services, but the underlying stock was issued as unrestricted stock because it was otherwise registered under our S-8 and effective on November 28, 2017 and our S-1 as amended and effective on December 19, 2017,

Note 9. Stock Options and Warra

Note 9. Stock Options and Warrants	12 Months Ended
	Dec. 31, 2017
Notes
Note 9. Stock Options and Warrants	Note 9. Stock Options and Warrants During the three month period ended March 31, 2017, the Company awarded 1,045,000 stock options and warrants for services and conversions of convertible notes valued at $1,305,565 and 9,000,000 stock options to officers of IronClad valued at $622,045. Of the total 10,145,000 options and warrants awarded, 1,045,000 vested immediately and received full expense recognition in the three month period ended March 31, 2017. The remaining 9,883,470 options vest periodically over the subsequent three years and will be expensed as they periodically vest. In addition, 25,000 stock options that were awarded during the three month period ending March 31, 2017 were exercised for cash in the amount of $3,750. During the three month period ended June 30, 2017, the Company awarded 2,945,000 stock options for services valued at $4,657,850 (using the Black-Scholes option pricing model) and 500,000 stock options to an officer of IronClad valued at $731,659 (using the Black-Scholes option pricing model). Of the total 3,445,000 options awarded during the period 85,000 vested immediately and received full expense recognition during the three month period ended June 30, 2017. The remaining 3,360,000 options vest periodically over the next two to four years and will be expensed as they periodically vest. During the three month period ended September 30, 2017, the Company recorded the award of 372,500 stock options for services valued at $261,991 (using the Black-Scholes option pricing model) and 82,500 stock warrants for financing fees valued at $287,629 (using the Black-Scholes option pricing model). Of the total 455,000 options and warrants awarded during the period 155,000 vested immediately and received full expense recognition during the three month period ended September 30, 2017. The remaining 300,000 options vest periodically over the next four years and will be expensed as they periodically vest. During the three month period ended December 31, 2017, the Company recorded the award of 37,500 stock options for services valued at $161,921 (using the Black-Scholes option pricing model). All of the options vested immediately and received full expense recognition during the three month period ended December 31,, 2017. The fair value of stock options and warrants is estimated on the date of each award using the Black-Scholes option pricing model to value the stock option or warrant based on its terms and conditions. All options and warrants were only issued in 2017. There was one exercise of 25,000 options during 2017. The tables below summarize the assumptions used to estimate the fair values of the options and warrants at December 31, 2017: Number of Options* Date Issued Exercise Price Risk-free Interest Rate Volatility Life of Options in Years Vested Options* 75,000 01/16/17 $0.75 1.54% 226.01% 3.00 75,000 6,000,000 01/20/17 $0.15 1.54% 220.00% 3.00 — 3,000,000 01/20/17 $0.15 1.54% 220.00% 4.00 — 350,000 01/31/17 $0.15 1.19% 132.84% 1.93 350,000 100,000 02/01/17 $0.15 1.22% 134.90% 2.00 100,000 100,000 03/13/17 $0.15 1.40% 144.84% 2.00 † 25,000 20,000 03/21/17 $0.15 1.5% 233.07% 3.00 20,000 5,000 04/30/17 $0.75 1.45% 219.35% 3.00 5,000 1,700,000 05/05/17 $1.47 1.71% 565.34% 4.00 — 1,000,000 05/05/17 $1.47 1.32% 202.99% 2.00 — 80,000 05/31/17 $0.75 1.44% 196.06% 3.00 80,000 660,000 06/12/17 $2.50 1.64% 589.85% 4.00 — 5,000 06/30/17 $3.49 1.55% 197.13% 3.00 5,000 5,000 07/31/17 $3.50 1.51% 170.61% 3.00 — 300,000 07/31/17 $3.16 1.63% 296.38% 4.00 — 37,500 08/25/17 $2.50 1.62% 170.38% 3.00 37,500 25,000 08/31/17 $3.75 1.44% 170.57% 3.00 25,000 37,500 10/26/17 $4.50 1.76% 220.28% 3.00 37,500 13,500,000 Issued Vested 765,000 † (25,000) Exercised Exercised † (25,000) 13,475,000 Unexercised Unexercised 740,000 Number of Warrants Date Issued Exercise Price Risk-free Interest Rate Volatility Life of Warrants in Years Vested Warrants 500,000 03/15/17 $0.15 1.02% 114.94% 1.40 500,000 82,500 08/24/17 $3.00 1.63% 285.16% 4.00 82,500 582,500 Issued 582,500 Options* and Warrants Options and Warrants 14,082,500 Issued Vested 1,347,500 † (25,000) Exercised Exercised † (25,000) 14,057,500 Unexercised Unexercised 1,322,500 * The number of outstanding options above does not include an option awarded to the Company’s President to purchase 10,000,000 shares of Class A common stock at an exercise price of $1.00 per share. The option is only exercisable under certain limited circumstances, one of which is that the market price of the Class A common stock reaches a price of $15.00 per share. Once vested, these additional options must be exercised within two years of vesting. The number of options and warrants including these 10,000,000 options totals 24,045,000. † On April 11, 2017 an independent company advisor exercised options for 25,000 shares of Class A common stock for $3,750 in cash.

Note 10. Income Taxes

Note 10. Income Taxes	12 Months Ended
	Dec. 31, 2017
Notes
Note 10. Income Taxes	Note 10. Income Taxes Federal Income taxes are not currently due since IronClad has had losses since inception. Income taxes are provided based upon the liability method of accounting pursuant to ASC 740-10-25 Income Taxes – Recognition. Deferred income tax amounts reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes. Significant components of the deferred tax asset amounts at an anticipated tax rate of 21% for the period ended December 31, 2017 and 35% for the period ended December 31, 2016 are as follows: December 31, 2017 December 31, 2016 Net operating losses carryforwards $ 4,194,568 $ 193,668 Deferred tax asset $ 880,859 $ 67,780 Valuation allowance for deferred asset (880,859) (67,780) Net deferred tax asset $ - $ - At December 31, 2017, the Company has net operating loss carryforwards of approximately $4,194,568 which will begin to expire in the year 2033. The increase in the allowance account amount (and also in the deferred tax asset amount) from December 31, 2016 to December, 2017 was $813,079. On December 22, 2017 H.R. 1, originally known as the Tax Cuts and Jobs Act, (the “Tax Act”) was enacted. Among the significant changes to the U.S. Internal Revenue Code, the Tax Act lowers the U.S. federal corporate income tax rate (“Federal Tax Rate”) from 35% to 21% effective January 1, 2018. The Company will compute its income tax expense for the December 31, 2017 fiscal year using a Federal Tax Rate of 21%. In December 2017, the Securities and Exchange Commission staff issued Staff Accounting Bulletin No. 118, which addresses how a company recognizes provisional amounts when a company does not have the necessary information available, prepared or analyzed (including computations) in reasonable detail to complete its accounting for the effect of the changes in the Tax Act. The measurement period ends when a company has obtained, prepared and analyzed the information necessary to finalize its accounting, but cannot extend beyond one year. As of December 31, 2017, the Company can determine a reasonable estimate for certain effects of tax reform and is recording that estimate as a provisional amount. The provisional remeasurement of the deferred tax assets resulted in a $587,239 reduction in tax assets to $880,859 from an estimate of $1,468,099 that the assets would have been using a 35% effective tax rate. The provisional remeasurement amount is anticipated to possibly change as data becomes available allowing more accurate estimations of our tax positions. IronClad is subject to federal level income taxes under the jurisdiction of the US, but is not subject to income taxes at any state level. Tax periods that may still be subject to review by the Internal Revenue Service are the years 2014, 2015, and 2016. The Company has not identified any aggressive tax positions.

Note 11. Related Party Transact

Note 11. Related Party Transaction	12 Months Ended
	Dec. 31, 2017
Notes
Note 11. Related Party Transaction	Note 11. Related Party Transactions At December 31, 2017 the Company owed approximately $32,314 in accounts payable to management and related parties. Of the $86,353 of accrued liabilities, approximately $75,000 of that amount relates to the president of the Company; the costs primarily relate to travel costs incurred in raising funds for the Company. The Company paid $15,249 in consulting fees during 2016 to Eagle Mountain 21, LLC, an entity owned by an officer of the Company. At December 31, 2016 the Company owed an additional $10,662 amount to that same officer for operating costs incurred and submitted for reimbursement during 2016. Reimbursement to the officer was made at the start of the quarter ended June 30, 2017. See also Note 9 regarding stock option awards to management of the Company.

Note 12. General and Administra

Note 12. General and Administrative Expenses	12 Months Ended
	Dec. 31, 2017
Notes
Note 12. General and Administrative Expenses	Note 12. General and Administrative Expenses General and administrative expenses recognized for the twelve month period were $2,938,087 of which $1,794,123 were recognized as compensation expenses in connection with the issuance of stock options or warrants; an additional $390,000 of expense was recognized as a result of issuing stock for consulting services ($349,000 of which related to business development services).

Note 13. Commitments and Contin

Note 13. Commitments and Contingencies	12 Months Ended
	Dec. 31, 2017
Notes
Note 13. Commitments and Contingencies	Note 13. Commitments and Contingencies We are not engaged in any litigation and, to our knowledge, are not aware of any matters that would give rise to possible litigation. We lease office space on a month-to-month basis. The annual cost is less than $5,000. We have no other leases or rental agreements.

Note 14. Subsequent Events

Note 14. Subsequent Events	12 Months Ended
	Dec. 31, 2017
Notes
Note 14. Subsequent Events	Note 14. Subsequent Events Customer Service: Information Center During the first quarter of 2018, IronClad formed a new wholly-owned subsidiary, Ironclad Pipeline IC, Inc. which has begun generating a modest level of revenue through a moderately profitable service contract with a major energy company in the eastern United States to provide an array of services in support of an infrastructure project. Series of Conversions of the Convertible Note, 12% The Convertible Note 12% was fully retired through a series of conversion elections during January 2018. The dates, shares issued and principal amounts repaid at each conversion event are as follows: Conversion Date Principal Outstanding Principal Reduction Shares Issued Exercise Price 12/31/2017 $78,500 1/10/2018 $63,500 ($15,000) 8,242 $1.82 1/12/2018 $43,500 ($20,000) 10,989 $1.82 1/18/2018 $28,500 ($15,000) 8,242 $1.82 1/23/2018 $13,500 ($15,000) 9,819 $1.53 1/25/2018 $ — ($13,500) 13,030 $1.40 Total 50,322 New Convertible Notes, 12% On January 25, 2018 IronClad entered into a Securities Purchase Agreement to issue a 12% convertible note payable for an aggregate principal amount of $88,000. The Company received cash proceeds of $85,000 net of transaction costs of $3,000. The $3,000 is recorded as a discount amount on the note payable and will be amortized as interest expenses over the life of the note. The general terms of the note, except for the principal amount borrowed, are identical to the initial 12% Convertible note entered into in 2017 and converted earlier in January 2018. The note matures on October 30, 2018 and interest costs accrue on the unpaid principal balance at 12% annually until October 30, 2018, and after that if not paid at maturity interest accrues annually at 22% until the principal amount and all interest accrued and unpaid are paid. The holder of the note, at its sole election, may convert the note into shares of common stock of the Company at any time during the period beginning on the date which is one hundred and eighty days following the date of the note (dated January 25, 2018) and ending on the later of i) the maturity date, or ii) the date of payment of a default amount, if any. The shares to be issued are a function of a variable conversion price which is 65% of a market price defined to be the lowest one day closing bid price for the Company’s common stock during the fifteen day trading period ending on the last trading day prior to exercising the conversion right. The Company will keep available authorized shares reserved, initially 289,846 shares, but in any event authorized shares equal to six times the number of shares that would be issuable upon full conversion of the note from time to time. The conversion feature of the note represents an embedded derivative. Once definitive pricing facts and circumstances are known in later in the year regarding the market value of IronClad’s common stock at that time, the cost of that derivative will be determined using a Black-Scholes valuation model. At the close of accounting periods subsequent to the initial valuation a redetermination of the derivative valuation will be made using an updated Black-Scholes valuation model. Any gain or loss in the liability value will be recognized as a fair valuation adjustment to earnings. On February 27, 2018 IronClad entered into a Securities Purchase Agreement to issue a 12% convertible note payable for an aggregate principal amount of $53,000. The Company received cash proceeds of $50,000 net of transaction costs of $3,000. The $3,000 is recorded as a discount amount on the note payable and will be amortized as interest expenses over the life of the note. The general terms of the note, except for the principal amount borrowed, are identical to the initial 12% Convertible note entered into in 2017 and converted earlier in January 2018. The note matures on November 03, 2018 and interest costs accrue on the unpaid principal balance at 12% annually until November 30, 2018, and after that if not paid at maturity interest accrues annually at 22% until the principal amount and all interest accrued and unpaid are paid. The holder of the note, at its sole election, may convert the note into shares of common stock of the Company at any time during the period beginning on the date which is one hundred and eighty days following the date of the note (dated February 27, 2018) and ending on the later of i) the maturity date, or ii) the date of payment of a default amount, if any. The shares to be issued are a function of a variable conversion price which is 65% of a market price defined to be the lowest one day closing bid price for the Company’s common stock during the fifteen day trading period ending on the last trading day prior to exercising the conversion right. The Company will keep available authorized shares reserved, initially 289,846 shares, but in any event authorized shares equal to six times the number of shares that would be issuable upon full conversion of the note from time to time. The conversion feature of the note represents an embedded derivative. Once definitive pricing facts and circumstances are known in later in the year regarding the market value of IronClad’s common stock at that time, the cost of that derivative will be determined using a Black-Scholes valuation model. At the close of accounting periods subsequent to the initial valuation a redetermination of the derivative valuation will be made using an updated Black-Scholes valuation model. Any gain or loss in the liability value will be recognized as a fair valuation adjustment to earnings. New Convertible Note, 10% under Investment Agreement On March 15, 2018, a third and final borrowing of $82,500 under the Convertible Note for $330,000 was closed and funded. The Company received net proceeds of $75,000 after deducting for original issue discount and lender transaction costs of $7,500. The maturity date of this borrowing under the Convertible Note is also defined to be seven months from its borrowing date which is October 24, 2018. The market price of a share of IronClad’s common stock at the time of funding was $1.85 making the intrinsic value of the derivative $0.85. Working Capital Loan for Services to New Customer by IronClad Pipeline IC, Inc. On February 27, 2018, IronClad borrowed $255,000 gross proceeds as an initial advance on a Credit Agreement (the “Agreement”) with a lending party. The Agreement, agreed to by both parties on February 1, 2018, enabled the Company, at its sole election, to borrow up to an aggregate amount of $500,000. The outstanding balance of any advances accrues interest at the annual rate of 8.5%. There is a transaction financing fee of 2% for any amount drawn under the facility. Proceeds received net of the transaction fee were $250,000. On March 21, 2018, IronClad borrowed and additional $245,000 gross proceeds as a second advance under the Agreement. Proceeds received net of the transaction fee were $240,000. Interest is to be paid annually in cash on March 1, 2019 and 2020. There is no penalty for any early principal repayments. The Company has pledged 500,000 of its common stock as collateral under the terms of the Agreement. In the event of default by the Company, the lender is entitled to receive one share of Company common stock for every one dollar in principle, interest, penalties, and fees that are owed and outstanding by the Company to Layer 3 Communications. The Agreement is also supported by a personal $500,000 guarantee from an officer of the Company. Stock Issuances Pursuant to Investment Agreement On January 24, 2018 IronClad issued, under the terms of the Investment Agreement, 14,331 shares of its Class A stock in exchange for receipts totaling $25,823 ($1.80 per share) from the counterparty of the Investment Agreement. Similarly, on February 16, 2018 24,265 shares were issued in exchange for proceeds of $38,824 ($1.60 per share). Awards of Stock Grants On January 23, 2018, the Company issued 10,000 shares of its Class A common stock at $2.25 per share to two advisors for services in the amount of about $22,500. On March 13, 2018, the Company issued 100,000 shares of its Class A common stock at $1.85 per share to five parties for services in the amount of about $185,000. On April 2, 2018, the Company issued 50,000 shares of its Class A common stock at $1.69 per share to one party for services in the amount of about $84,500.

Note 1. Organization, Recent 21

Note 1. Organization, Recent History, and Description of Businesses-Present and Past: Principles of Consolidation (Policies)	12 Months Ended
	Dec. 31, 2017
Policies
Principles of Consolidation	Principles of consolidation The accompanying consolidated financial statements include the accounts of IronClad and its wholly-owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. The above consolidated financial statements have been prepared in accordance with generally accepted accounting principles.

Note 2. Summary of Significan22

Note 2. Summary of Significant Accounting Policies: Going Concern (Policies)	12 Months Ended
	Dec. 31, 2017
Policies
Going Concern	Going Concern As shown in the accompanying financial statements, the Company has incurred cumulative operating losses since inception. As of December 31, 2017, the Company has limited financial resources with which to achieve its objectives and attain profitability and positive cash flows from operations. As shown in the accompanying balance sheets and statements of operations, the Company has an accumulated deficit of $10,691,782. The Company's working capital deficit is $1,664,320 (current assets minus current liabilities; current liabilities in this case being greater than current assets). Achievement of the Company's objectives will depend on its ability to obtain additional financing, to generate revenue from current and planned business operations, and to effectively manage product and software development, operating and capital costs. The Company is in a development stage and has generated no operating revenue, profits or positive cash flows from operations. The Company plans to fund its future operations by potential sales of its common stock or by issuing debt securities. However, there is no assurance that IronClad will be able to achieve these objectives, therefore substantial doubt about its ability to continue as a going concern exists. The financial statements do not include adjustments relating to the recoverability of recorded assets nor the implication of associated bankruptcy costs should IronClad be unable to continue as a going concern.

Note 2. Summary of Significan23

Note 2. Summary of Significant Accounting Policies: Fair Value Measures (Policies)	12 Months Ended
	Dec. 31, 2017
Policies
Fair Value Measures	Fair Value Measures The Company's financial instruments, as defined by the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) 825-10-50 Financial Instruments—Overall (and subtopics) The standards under ASC 820 Fair Value Measurement · · · At December 31, 2017 the Company had one conversion feature embedded in one of its convertible notes payable. The fair value measurement of that feature, using a Black-Scholes valuation model, was $126,578 and is reported as derivative liability on the balance sheet. The Company did not have any assets measured at fair value other than cash and deposits December 31, 2016.

Note 2. Summary of Significan24

Note 2. Summary of Significant Accounting Policies: Provision For Income Taxes (Policies)	12 Months Ended
	Dec. 31, 2017
Policies
Provision For Income Taxes	Provision for Income Taxes Income taxes are provided based upon the liability method of accounting pursuant to ASC 740-10-25 Income Taxes – Recognition

Note 2. Summary of Significan25

Note 2. Summary of Significant Accounting Policies: Capitalization of Internal Costs, Policy (Policies)	12 Months Ended
	Dec. 31, 2017
Policies
Capitalization of Internal Costs, Policy	Capitalization of Patent and Trademark Costs The Company capitalizes its legal, patent agent and related filing fees and costs associated with the patents it holds and is developing. The amounts are carried as an intangible asset in the financial statements. The costs of the patents or trademarks are amortized ratably (expensed) over the expected useful technological or economic life of the individual assets. The legal life of a patent is typically about 17 years. See Note 3.

Note 2. Summary of Significan26

Note 2. Summary of Significant Accounting Policies: Reclassifications (Policies)	12 Months Ended
	Dec. 31, 2017
Policies
Reclassifications	Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified to provide greater line item detail for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. This change in classification has no effect on previously reported cash flows in the Condensed Consolidated Statement of Cash Flows, and had no effect on the previously reported Condensed Consolidated Statements of Operations for any period

Note 2. Summary of Significan27

Note 2. Summary of Significant Accounting Policies: New Accounting Pronouncements, Policy (Policies)	12 Months Ended
	Dec. 31, 2017
Policies
New Accounting Pronouncements, Policy	New Accounting Requirements and Disclosures Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. One standard issued by the FASB,

Note 2. Summary of Significan28

Note 2. Summary of Significant Accounting Policies: Estimates (Policies)	12 Months Ended
	Dec. 31, 2017
Policies
Estimates	Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses at the balance sheet date and for the period then ended. We believe our estimates and assumptions are reasonable; however, such estimates and assumptions are subject to a number of risks and uncertainties that may cause actual results to differ materially from such estimates. Significant estimates and assumptions underlying these financial statements include: · · · · We are subject to claims and liabilities that arise in the ordinary course of business. We accrue for losses when such losses are considered probable and the amounts can be reasonably estimated.

Note 3. Patents_ Schedule of Fi

Note 3. Patents: Schedule of Finite-Lived Intangible Assets (Tables)	12 Months Ended
	Dec. 31, 2017
Tables/Schedules
Schedule of Finite-Lived Intangible Assets	December 31, 2017 December 31, 2016 Patents and trademarks under development $ 157,016 $ - Patents issued 398 398 Less accumulated amortization (360) (330) 38 68 Patents, net $ 157,054 $ 68

Note 9. Stock Options and War30

Note 9. Stock Options and Warrants: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Tables)	12 Months Ended
	Dec. 31, 2017
Tables/Schedules
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions	Number of Options* Date Issued Exercise Price Risk-free Interest Rate Volatility Life of Options in Years Vested Options* 75,000 01/16/17 $0.75 1.54% 226.01% 3.00 75,000 6,000,000 01/20/17 $0.15 1.54% 220.00% 3.00 — 3,000,000 01/20/17 $0.15 1.54% 220.00% 4.00 — 350,000 01/31/17 $0.15 1.19% 132.84% 1.93 350,000 100,000 02/01/17 $0.15 1.22% 134.90% 2.00 100,000 100,000 03/13/17 $0.15 1.40% 144.84% 2.00 † 25,000 20,000 03/21/17 $0.15 1.5% 233.07% 3.00 20,000 5,000 04/30/17 $0.75 1.45% 219.35% 3.00 5,000 1,700,000 05/05/17 $1.47 1.71% 565.34% 4.00 — 1,000,000 05/05/17 $1.47 1.32% 202.99% 2.00 — 80,000 05/31/17 $0.75 1.44% 196.06% 3.00 80,000 660,000 06/12/17 $2.50 1.64% 589.85% 4.00 — 5,000 06/30/17 $3.49 1.55% 197.13% 3.00 5,000 5,000 07/31/17 $3.50 1.51% 170.61% 3.00 — 300,000 07/31/17 $3.16 1.63% 296.38% 4.00 — 37,500 08/25/17 $2.50 1.62% 170.38% 3.00 37,500 25,000 08/31/17 $3.75 1.44% 170.57% 3.00 25,000 37,500 10/26/17 $4.50 1.76% 220.28% 3.00 37,500 13,500,000 Issued Vested 765,000 † (25,000) Exercised Exercised † (25,000) 13,475,000 Unexercised Unexercised 740,000

Note 9. Stock Options and War31

Note 9. Stock Options and Warrants: Schedule of Stockholders' Equity Note, Warrants or Rights (Tables)	12 Months Ended
	Dec. 31, 2017
Tables/Schedules
Schedule of Stockholders' Equity Note, Warrants or Rights	Number of Warrants Date Issued Exercise Price Risk-free Interest Rate Volatility Life of Warrants in Years Vested Warrants 500,000 03/15/17 $0.15 1.02% 114.94% 1.40 500,000 82,500 08/24/17 $3.00 1.63% 285.16% 4.00 82,500 582,500 Issued 582,500 Options* and Warrants Options and Warrants 14,082,500 Issued Vested 1,347,500 † (25,000) Exercised Exercised † (25,000) 14,057,500 Unexercised Unexercised 1,322,500

Note 10. Income Taxes_ Schedule

Note 10. Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Tables)	12 Months Ended
	Dec. 31, 2017
Tables/Schedules
Schedule of Deferred Tax Assets and Liabilities	December 31, 2017 December 31, 2016 Net operating losses carryforwards $ 4,194,568 $ 193,668 Deferred tax asset $ 880,859 $ 67,780 Valuation allowance for deferred asset (880,859) (67,780) Net deferred tax asset $ - $ -

Note 1. Organization, Recent 33

Note 1. Organization, Recent History, and Description of Businesses-Present and Past (Details)	12 Months Ended
	Dec. 31, 2017
Details
Entity Information, Former Legal or Registered Name	Butte Highlands Mining Corporation
Entity Incorporation, State Country Name	Delaware

Note 2. Summary of Significan34

Note 2. Summary of Significant Accounting Policies: Going Concern (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Details
Accumulated deficit	$ 10,691,782	$ 193,668
Working capital deficit	$ 1,664,320
Substantial Doubt about Going Concern, Management's Evaluation	The Company plans to fund its future operations by potential sales of its common stock or by issuing debt securities.

Note 2. Summary of Significan35

Note 2. Summary of Significant Accounting Policies: Fair Value Measures (Details)	Dec. 31, 2017USD ($)
Details
Convertible note payable, 12%, derivative liability	$ 126,578

Note 3. Patents_ Schedule of 36

Note 3. Patents: Schedule of Finite-Lived Intangible Assets (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Details
Finite-Lived Intangible Assets, Gross	$ 157,016
Patents issued	398	$ 398
Finite-Lived Intangible Assets, Accumulated Amortization	(360)	(330)
Patents, net	$ 157,054	$ 68

Note 3. Patents (Details)

Note 3. Patents (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Details
Amortization of Intangible Assets	$ 30	$ 30
Other Intangible Assets, Net	$ 157,016

Note 5. Convertible Notes Pay38

Note 5. Convertible Notes Payable (Details) - USD ($)	Jun. 26, 2017	Jan. 28, 2018	Dec. 31, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2017	Dec. 23, 2017	Dec. 31, 2016	Aug. 16, 2016	Aug. 08, 2016
Securities Purchase Agreement Aggregate Principal	$ 78,500
Cash proceeds from securities purchase agreement, net	75,000
Debt Related Commitment Fees and Debt Issuance Costs	$ 3,500
Amortization of Debt Issuance Costs			$ 1,226
Proceeds from securities purchase agreement, accrued interest payable			4,877
Convertible note payable, 12%, derivative liability			126,578			$ 126,578
Derivative liability net							$ 73,272
Derivative liability amortization							4,116
Original recorded liability of the underlying convertible note							78,500
Fair valuation adjustment to earnings							$ 49,190
Stock issued to repay agreement		50,322
Convertible notes payable 5%								$ 210,000
Convertible Debt					$ 210,000
Represents the CommonStockIssuedForConvertibleDebtStockIssued (number of shares), during the indicated time period.					1,400,000
Interest paid in cash				$ 6,115		$ 6,115
Interest expense on convertible notes				$ 1,973
Commitment Note
Debt Instrument, Description						On August 24, 2017, IronClad entered into an Investment Agreement to establish an equity line of funding for the potential future issuance and purchase of IronClad’s shares of Class A common stock. See Note 7. As consideration for its commitment to purchase shares of IronClad’s Class A common stock pursuant to the Investment Agreement, IronClad issued to the counterparty of the agreement a seven month 10% convertible promissory note (the “Commitment Note”) in the principal amount of $100,000. The Commitment Note matures on March 24, 2018. The Commitment Note is convertible into shares of IronClad’s Class A common stock at the fixed price of $3.25 per share; provided, however, that at any time and from time to time after a default (as of September 30, 2017, and to the date of the filing of this report, no events of default have occurred) occurs solely due to the fact the Commitment Note is not retired on or before the maturity date, all or any part of the Commitment Note is convertible into shares of Class A common stock of the Company at a per share price equal to the lower of: (a) $3.25 or (b) 65% of the average of the two lowest per share trading prices of the Class A common stock during the twenty consecutive trading days prior to the conversion date. The Commitment Note is included as a financing fee expense at the date of the transaction. The Commitment Note was to finance the $100,000 cost of the commitment fee to the counterparty of the Investment Agreement, and is accordingly included in the financing fee expenses for the period ended September 30, 2017. The amount of the commitment fee could be reduced by $35,000 or $17,500 if a registration statement registering the shares that would be issued under the equity line becomes effective within 90 or 135 days, respectively, of August 24, 2017. The registration statement was declared effective on December 18, 2017 a period less than 135 days (but more than 90 days) after August 24, 2017. Consequently the principal balance of the commitment fee was reduced by $17,500 and $100,000 of financing fee expenses originally recognized in the three month period ended September 30, 2017 were adjusted to reflect a lower $82,500 financing fee expense.
Convertible notes payable 5%			$ 100,000			$ 100,000
Convertible Note
Debt Instrument, Description						On August 24, 2017, in connection with the entry into the Investment Agreement, IronClad also issued a 10% convertible note (the “Convertible Note”) in an aggregate principal amount of $330,000 with a 10% original issue discount (“OID”). The initial consideration in the amount of $165,000 was funded on August 24, 2017. The Company received net proceeds of $150,000 (which represents the deduction of the 10% original issue discount for the note holder’s due diligence and legal fees). The Company may make additional borrowings in such amounts and at such dates as the note holder may choose in its sole discretion. The balance of an individual borrowings mature seven months from its funding date. The Convertible Note also has an embedded beneficial conversion feature (“BCF”) based on a stated conversion price of $1.00 per share. The market price of a share of IronClad’s common stock at the time of the first borrowing under the note was $3.50 thus establishing an intrinsic value of $2.50 on that date.
Convertible Note aggregate principal amount						$ 330,000
Convertible Note Initial Consideration						165,000
Convertible Note Net Proceeds						$ 150,000
Interlok
Debt Instrument, Description						On August 8, 2016, InterLok issued two 5% convertible senior promissory notes for a principal amount of $30,000 each and, on August 16, 2016, issued one 5% convertible senior promissory note for $150,000 for an aggregate principal amount of $210,000. Interest costs accrued on the unpaid principal balances at five percent (5%) annually until the principal amount and all interest accrued thereon was paid at the earlier of 1) the maturity date two years later on August 8, 2018 or August 16, 2018, respectively, or 2) on the conversion of the notes into shares of common stock at a price equal to a conversion price of $0.15 per share.
Convertible Notes Payable, Noncurrent									$ 150,000	$ 30,000
Convertible Debt									$ 210,000

Note 6 - Share Exchange Agree39

Note 6 - Share Exchange Agreement (Details)	12 Months Ended
	Dec. 31, 2017shares
Details
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	56,655,891
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	56,655,891

Note 7 - Common Stock (Details)

Note 7 - Common Stock (Details) - USD ($)	Jan. 24, 2018	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2017
Details
Stock issued for cash, stock				$ 240,333	$ 5,843,954
Stock issued for cash, value				$ 36,050	$ 876,597
Stock issued for investment banking services, stock		37,500	37,500	75,000	75,000
Convertible Debt					$ 210,000
Stock Issued During Period, Shares, Other					1,400,000
Subscriptions receivable collected					$ 81,481
Stock Issued During Period, Shares, Conversion of Convertible Securities				25,000
Stock issued for investment banking services, value		$ 161,921	$ 131,250	$ 217,500
Stock issued for consulting services, stock			100,000
Stock issued for consulting services, value		$ 660,750	$ 349,000
Line of Credit Facility, Description						On August 24, 2017 IronClad entered into an Investment Agreement for the potential future issuance and purchase of shares of its Class A common stock to establish an equity line of funding to IronClad. The agreement enables IronClad to issue stock to the counterparty of the agreement in exchange for cash amounts under certain defined conditions for the purchase of IronClad’s stock. In addition to the equity line, the agreement also included IronClad entering into the Commitment Note in the principal amount of $100,000 to finance the commitment fee of the Investment Agreement and the Convertible Note to borrow up to $330,000 (of which $165,000 was borrowed on August 24, 2017 and a subsequent $82,500 was borrowed on October 23, 2017). See Notes 5 and 14.
Shares issued for receipts	14,331
Shares issued for receipts value	$ 25,823
Shares issued for proceeds	24,265
Shares issued for proceeds value	38,824

Note 8. Share Based Compensat41

Note 8. Share Based Compensation (Details)	12 Months Ended
	Dec. 31, 2017USD ($)
Details
Stock Issued During Period, Value, Issued for Services	$ 287,500
Stock issued for services, expense	709,000
Common stock issued for services, business development	349,000
Stock issued for services	$ 360,000

Note 9. Stock Options and War42

Note 9. Stock Options and Warrants (Details) - USD ($)	3 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017
Details
Stock options for services, and contractual obligations associated with the conversion of senior convertible notes, shares		372,500	2,945,000	1,045,000
Stock options for services, and contractual obligations associated with the conversion of senior convertible notes, value		261,991	4,657,850	1,305,565
Stock options to officers, shares			500,000	9,000,000
Stock options to officers, value			731,659	622,045
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number			3,445,000	10,145,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares		155,000	85,000	1,045,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares		300,000	3,360,000	9,883,470
Stock options exercised, shares				25,000
Stock options exercised, value				$ 3,750
Warrants issued for finance fees, stock		82,500
Warrants issued for finance fees, value		287,629
Stock issued for investment banking services, stock	37,500	37,500	75,000	75,000
Stock issued for investment banking services, value	$ 161,921	$ 131,250	$ 217,500

Note 9. Stock Options and War43

Note 9. Stock Options and Warrants: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details)	Dec. 31, 2017shares
Details
Stock options issued	13,500,000
Stock options	765,000
Stock options exercised	(25,000)
Stock options exercised vested	(25,000)
Stock options unexercised	13,475,000
Stock options unexercised vested	740,000

Note 9. Stock Options and War44

Note 9. Stock Options and Warrants: Schedule of Stockholders' Equity Note, Warrants or Rights (Details)	Dec. 31, 2017shares
Details
Option and warrants issued	14,082,500
Option and warrants issued vested	1,347,500
Option and warrants exercised	(25,000)
Option and warrants exercised vested	(25,000)
Option and warrants unexercised	14,057,500
Option and warrants unexercised vested	1,322,500

Note 10. Income Taxes_ Schedu45

Note 10. Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Details
Deferred Tax Assets, Operating Loss Carryforwards	$ 4,194,568	$ 193,668
Deferred Tax Assets, Gross	880,859	67,780
Deferred Tax Assets, Valuation Allowance	$ (880,859)	$ (67,780)

Note 10. Income Taxes (Details)

Note 10. Income Taxes (Details)	12 Months Ended
	Dec. 31, 2017USD ($)
Details
Operating Loss Carryforwards	$ 4,194,568
Valuation Allowances and Reserves, Period Increase (Decrease)	$ 813,079

Note 11. Related Party Transa47

Note 11. Related Party Transaction (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Details
Accounts payable, related parties	$ 32,314
Accrued liabilities	86,353	$ 23,029
Costs and Expenses, Related Party	$ 75,000
Consulting fees paid, related party		15,249
Accrued consulting fees, related party		$ 10,662

Note 12. General and Administ48

Note 12. General and Administrative Expenses (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Details
General, administrative and other operating	$ 2,938,087	$ 69,868
Stock options issued for services, general and administrative	1,794,123
Stock options issued for services consulting	390,000
Stock options issued for services business development	$ 349,000

Note 14. Subsequent Events (Det

Note 14. Subsequent Events (Details)	12 Months Ended
	Dec. 31, 2017
Customer Service: Information Center
Subsequent Event, Description	Customer Service: Information Center During the first quarter of 2018, IronClad formed a new wholly-owned subsidiary, Ironclad Pipeline IC, Inc. which has begun generating a modest level of revenue through a moderately profitable service contract with a major energy company in the eastern United States to provide an array of services in support of an infrastructure project.
Series of Conversions of the Convertible Note
Subsequent Event, Description	Series of Conversions of the Convertible Note, 12% The Convertible Note 12% was fully retired through a series of conversion elections during January 2018.
New Convertible Notes
Subsequent Event, Description	New Convertible Notes, 12% On January 25, 2018 IronClad entered into a Securities Purchase Agreement to issue a 12% convertible note payable for an aggregate principal amount of $88,000. The Company received cash proceeds of $85,000 net of transaction costs of $3,000. The $3,000 is recorded as a discount amount on the note payable and will be amortized as interest expenses over the life of the note. The general terms of the note, except for the principal amount borrowed, are identical to the initial 12% Convertible note entered into in 2017 and converted earlier in January 2018.
New Convertible Note under Investment Agreement
Subsequent Event, Description	New Convertible Note, 10% under Investment Agreement On March 15, 2018, a third and final borrowing of $82,500 under the Convertible Note for $330,000 was closed and funded. The Company received net proceeds of $75,000 after deducting for original issue discount and lender transaction costs of $7,500. The maturity date of this borrowing under the Convertible Note is also defined to be seven months from its borrowing date which is October 24, 2018. The market price of a share of IronClad’s common stock at the time of funding was $1.85 making the intrinsic value of the derivative $0.85.
Working Capital Loan for Services
Subsequent Event, Description	Working Capital Loan for Services to New Customer by IronClad Pipeline IC, Inc. On February 27, 2018, IronClad borrowed $255,000 gross proceeds as an initial advance on a Credit Agreement (the “Agreement”) with a lending party. The Agreement, agreed to by both parties on February 1, 2018, enabled the Company, at its sole election, to borrow up to an aggregate amount of $500,000. The outstanding balance of any advances accrues interest at the annual rate of 8.5%. There is a transaction financing fee of 2% for any amount drawn under the facility. Proceeds received net of the transaction fee were $250,000. On March 21, 2018, IronClad borrowed and additional $245,000 gross proceeds as a second advance under the Agreement. Proceeds received net of the transaction fee were $240,000.
Stock Issuances Pursuant to Investment Agreement
Subsequent Event, Description	Stock Issuances Pursuant to Investment Agreement On January 24, 2018 IronClad issued, under the terms of the Investment Agreement, 14,331 shares of its Class A stock in exchange for receipts totaling $25,823 ($1.80 per share) from the counterparty of the Investment Agreement. Similarly, on February 16, 2018 24,265 shares were issued in exchange for proceeds of $38,824 ($1.60 per share).
Awards of Stock Grants
Subsequent Event, Description	Awards of Stock Grants On January 23, 2018, the Company issued 10,000 shares of its Class A common stock at $2.25 per share to two advisors for services in the amount of about $22,500. On March 13, 2018, the Company issued 100,000 shares of its Class A common stock at $1.85 per share to five parties for services in the amount of about $185,000. On April 2, 2018, the Company issued 50,000 shares of its Class A common stock at $1.69 per share to one party for services in the amount of about $84,500.