Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2015 | Nov. 03, 2015 | |
Document and Entity Information: | ||
Entity Registrant Name | AMERICAN GRAPHITE TECHNOLOGIES INC. | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Trading Symbol | agin | |
Amendment Flag | false | |
Entity Central Index Key | 1,497,316 | |
Current Fiscal Year End Date | --06-30 | |
Entity Common Stock, Shares Outstanding | 96,083,348 | |
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 | 2,016 | |
Document Fiscal Period Focus | Q1 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Sep. 30, 2015 | Jun. 30, 2015 |
CURRENT ASSETS | ||
Cash | $ 83,130 | $ 114,605 |
Prepaid expenses | 336,494 | 336,494 |
TOTAL CURRENT ASSETS | 419,624 | 451,099 |
TOTAL ASSETS | 419,624 | 451,099 |
LIABILITIES AND STOCKHOLDERS' EQUITY(DEFICIT) | ||
Accounts payable and accrued liabilities | 54,403 | 48,876 |
TOTAL CURRENT LIABILITIES | 54,403 | 48,876 |
Derivative warrant liabilities (Notes 2, 6) | 552,175 | 574,673 |
TOTAL LIABILITIES | $ 606,578 | $ 623,549 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' EQUITY(DEFICIT) | ||
Capital stock Authorized - 200,000,000 shares of common stock, $0.001 par value. Issued and outstanding 96,083,348 shares of common stock, as at September 30, 2015 and June 30, 2015 | $ 96,083 | $ 96,083 |
Additional paid in capital | 1,357,448 | 1,357,448 |
Accumulated deficit | (1,640,485) | (1,625,981) |
TOTAL STOCKHOLDERS' EQUITY(DEFICIT) | (186,954) | (172,450) |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY(DEFICIT) | $ 419,624 | $ 451,099 |
Balance Sheets Parentheticals
Balance Sheets Parentheticals - $ / shares | Sep. 30, 2015 | Jun. 30, 2015 |
Parentheticals | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 96,083,348 | 96,083,348 |
Common stock, shares outstanding | 96,083,348 | 96,083,348 |
STATEMENTS OF OPERATIONS UNAUDI
STATEMENTS OF OPERATIONS UNAUDITED - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
REVENUE | ||
REVENUE | $ 0 | $ 0 |
OPERATING EXPENSES | ||
Office and general | 5,067 | 2,040 |
Management fees | 15,000 | 37,500 |
Consulting fees | 5,998 | 12,714 |
Professional fees | 10,937 | 12,101 |
OPERATING LOSS | (37,002) | (64,355) |
OTHER EXPENSE | ||
Change in the fair value of warranty liability | 22,498 | (3,062) |
NET LOSS | $ (14,504) | $ (67,417) |
NET LOSS PER COMMON SHARE - BASIC | $ 0 | $ 0 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING- BASIC | 96,083,348 | 96,083,348 |
STATEMENTS OF CASH FLOWS UNAUDI
STATEMENTS OF CASH FLOWS UNAUDITED - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
OPERATING ACTIVITIES | ||
Net loss | $ (14,504) | $ (67,417) |
Adjustments to reconcile net loss to net cash used by | ||
Change in the fair value of warrant liability | (22,498) | 3,062 |
Changes in operating assets and liabilities: | ||
Increase in accounts payable and accrued liabilities | (473) | 934 |
Decrease in accounts payable, related party | 6,000 | 6,000 |
NET CASH USED IN OPERATING ACTIVITIES | (31,475) | (57,421) |
NET INCREASE (DECREASE) IN CASH | (31,475) | (57,421) |
CASH BEGINNING OF PERIOD | 114,605 | 307,693 |
CASH, END OF PERIOD | 83,130 | 250,272 |
Supplemental cash flow information and noncash financing activities: | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | $ 0 | $ 0 |
NATURE OF OPERTIONS AND BASIS O
NATURE OF OPERTIONS AND BASIS OF PRESENTATION | 3 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements: | |
NATURE OF OPERTIONS AND BASIS OF PRESENTATION | NOTE 1 NATURE OF OPERTIONS AND BASIS OF PRESENTATION American Graphite Technologies Inc. Company On May 23, 2012, Rick Walchuk, a director of American Graphite Technologies Inc., acquired a total of 12,000,000 pre-forward split shares of the Companys common stock from Fabio Alexandre Narita, the Companys former director and officer, in a private transaction for an aggregate total of $350,000. The funds used for this share purchase were Mr. Walchuks personal funds. Mr. Walchuks 12,000,000 shares amounted to approximately 98% of the Companys then currently issued and outstanding common stock. This transaction effected a change in control of the Company. With the change in control of the Company management determined to abandon the original business plan and has determined to enter into the business of exploration and development of mining projects and technology related to graphite and grapheme. The Company currently has no projects and is in negotiations to acquire both mining concessions and technology. As part of the sale of his shares Mr. Narita agreed to extinguish all debts owed to him by the Company. Also on May 23, 2012, Fabio Alexandre Narita resigned as a director, President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer of the Company. In connection with the resignation of Mr. Narita, Rick Walchuk was appointed President, Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, Treasurer, Secretary and a director. On December 13, 2013, the Board of Directors of the Company appointed Con Evan Anast to the Board of Directors of the Company and elected him Secretary of the Company, having received the resignation of Mr. Walchuk as Company Secretary. On June 11, 2012, our Board of Directors unanimously approved the following items: 1. an amendment to our Articles of Incorporation to change our name to American Graphite Technologies Inc. (the Name Change 2. an amendment to our Articles of Incorporation to increase our authorized capital from 75,000,000 to 200,000,000 shares of common stock, $0.001 par value (the Increase in Authorized Capital 3. an authorization to the Board of Directors to effect a forward split of the Companys common stock, par value $0.001 per share at an exchange ratio of one hundred and twenty-five (125) for one (1) (the Forward Split On June 11, 2012, our majority stockholder executed written consent in lieu of a special meeting approving the Amendments. Pursuant to these actions to be undertaken by the Company, Mr. Walchuk returned a total of 11,640,000 pre-forward split shares of common stock which were cancelled by the Company and returned to treasury. Effective July 18, 2012, in accordance with approval from the Financial Industry Regulatory Authority ( FINRA On October 16, 2014, the Company incorporated a wholly owned subsidiary, 9311-2571 Québec Inc. in order to stake additional mineral claims in the Province of Quebec. Unaudited Interim Financial Statements The unaudited interim consolidated financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles ( GAAP SEC Going Concern The Companys financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company does not have material assets aside from cash and prepaid expenses, nor does it have operations or a source of revenue sufficient to cover its operating costs. While there are sufficient funds to carry out the current operations of the Company, with no revenue generating operations there remains substantial doubt about our ability to continue as a going concern. As at September 30, 2015, the Company has an accumulated deficit of $1,640,485. While we presently have cash on hand, the Company may be dependent upon the raising of additional capital through placement of our common stock or debt financing in order to fully implement its business plan, or merge with an operating company. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. The ability of the Company to continue as a going concern is dependent on attaining profitable operations, accordingly there remains substantial doubt as to the Companys ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amount and classification of liabilities that might cause results from this uncertainty. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2015 | |
Accounting Policies: | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Consolidation These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, 9311-2571 Québec Inc. All intercompany balances and transactions have been eliminated in consolidation. Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. Use of Estimates and Assumptions Preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Warrants We account for common stock warrants in accordance with applicable accounting guidance provided in ASC Topic 815 Derivatives and Hedging Contracts in Entitys Own Equity See, Income Taxes The Company accounts for income taxes in accordance with accounting guidance now codified as FASB ASC Topic 740, Income Taxes, which requires that the Company recognize deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded when it is more likely than not that some or all deferred tax assets will not be realized. Accounting guidance now codified as FASB ASC Topic 740-20, Income Tax Intra-period Tax Allocation, clarifies the accounting for uncertainties in income taxes recognized in accordance with FASB ASC Topic 740-20 by prescribing guidance for the recognition, de-recognition and measurement in financial statements of income tax positions taken in previously filed tax returns or tax positions expected to be taken in tax returns, including a decision whether to file or not to file in a particular jurisdiction. FASB ASC Topic 740-20 requires that any liability created for unrecognized tax benefits is disclosed. The application of FASB ASC Topic 740-20 may also affect the tax bases of assets and liabilities and therefore may change or create deferred tax liabilities or assets. Net Loss per Share Basic loss per share includes no dilution and is computed by dividing loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period. The Company had the following potential common stock equivalents at September 30, 2015: Warrants 4,012,500 Since the Company reflected a net loss in in three months ended September 30, 2015 and 2014, respectively, the effect of considering any common stock equivalents, if outstanding, would have been anti-dilutive. A separate computation of diluted earnings (loss) per share is not presented. Fair Value of Financial Instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of September 30, 2015 and 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash, prepaid expenses and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. Level 1: The preferred inputs to valuation efforts are quoted prices in active markets for identical assets or liabilities, with the caveat that the reporting entity must have access to that market. Information at this level is based on direct observations of transactions involving the same assets and liabilities, not assumptions, and thus offers superior reliability. However, relatively few items, especially physical assets, actually trade in active markets. Level 2: FASB acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. Fair Value of Financial Instruments (continued) Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as unobservable, and limits their use by saying they shall be used to measure fair value to the extent that observable inputs are not available. This category allows for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Earlier in the standard, FASB explains that observable inputs are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. As set forth in ASC 820 Fair Value in Financial Instruments We analyzed the derivative financial instruments, in accordance with EITF 07-05 and FAS 133. EITF 07-5 is effective for fiscal years beginning after December 15, 2009, and interim periods within those fiscal years. It should be applied to outstanding instruments as of the beginning of the fiscal year in which it is adopted. Any adjustment would be recognized in the opening balance of retained earnings. The objective of EITF 07-5 is to provide guidance for determining whether an equity-linked financial instrument is indexed to an entitys own stock. This determination is needed for a scope exception under Paragraph 11(a) of FAS 133 which would enable a derivative instrument to be accounted for under the accrual method. The classification of a non-derivative instrument that falls within the scope of EITF 00-19 Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Companys Own Stock also hinges on whether the instrument is indexed to an entitys own stock. A nonderivative instrument that is not indexed to an entitys own stock cannot be classified as equity and must be accounted for as a liability. The EITF reached a consensus that would establish a two-step approach in determining whether an instrument or embedded feature is indexed to an entitys own stock. First, the instrument's contingent exercise provisions, if any, must be evaluated, followed by an evaluation of the instrument's settlement provisions. Derivative financial instruments should be recorded as liabilities in the consolidated balance sheet and measured at fair value. For purposes of this engagement and report, we utilized fair value as the basis for formulating our opinion which has been defined by the Financial Accounting Standards Board ( FASB The Warrants issued with debt contain derivatives and require accounting under ASC 815 until exercised or expired. The derivative liability is marked to market each subsequent reporting period. The following table summarizes the components of the derivate liabilities: Warrant liability: September 30, 2015 June 30, 2015 3,750,000 common stock purchase agreement dated March 14, 2014 552,175 574,673 $ 552,175 $ 574,673 *On March 14, 2014, the 3 subscribers, who were subscribers in an offering undertaken by the Company on September 9, 2013, along with 2 subscribers that did not elect to participate in this offering, executed a waiver and consent in regard to their rights under the September 9, 2013 offering (the Original SPA The following table summarizes the number of common shares indexed to the derivative financial instruments as of September 30, 2015 and June 30, 2015 Warrant Derivatives 3,750,000 common stock purchase agreement dated March 14, 2014 4,012,500 4,012,500 The following table summarizes the effects on our income (expense) associated with changes in the fair values of our derivative financial instruments by type of financing: Three Months ended September 30, 2015 2014 3,750,000 common stock purchase agreement dated March 14, 2014 22,498 (3,062 ) $ 22,498 $ (3,062 ) Related Parties Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control or common significant influence. Stock-based Compensation Stock-based compensation is accounted for using the Equity-Based Payments to Non-Employees Topic of the FASB ASC, which establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entitys equity instruments or that may be settled by the issuance of those equity instruments. The Company determines the value of stock issued at the date of grant. It also determines at the date of grant, the value of stock at fair market value or the value of services rendered (based on contract or otherwise) whichever is more readily determinable. Recent Accounting Pronouncements On June 10, 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, consolidation, which removes all incremental financial reporting requirements from GAAP for development stage entities, including the removal of Topic 915 from the FASB Accounting Standards Codification. For the first annual period beginning after December 15, 2014, the presentation and disclosure requirements in Topic 915 will no longer be required for the public business entities. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. Early adoption is permitted. The Company has adopted the amendment. On September 25, 2015, the FASB issued Accounting Standards Update, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. The amendments are effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The amendments should be applied prospectively to adjustments to provisional amounts that occur after the effective date of this Update with earlier application permitted for financial statements that have not been issued. This amendment will not have a material impact on our financial statements. There are several new accounting pronouncements issued by the Financial Accounting Standards Board ( FASB |
TECHNOLOGY AGREEMENTS
TECHNOLOGY AGREEMENTS | 3 Months Ended |
Sep. 30, 2015 | |
TECHNOLOGY AGREEMENTS: | |
TECHNOLOGY AGREEMENTS | NOTE 3 TECHNOLOGY AGREEMENTS On December 3, 2012 we entered into and executed a non-exclusive technology License agreement for patent and trade secret technology in the field of graphene oxide or Bucky paper with Cheap Tubes, Inc. ( Cheap Tubes A minimum of $250,000 over 18 months, payable as follows: - $10,000 on the execution of the agreement; (paid) - $40,000 per quarter on January 1, 2013, April 1, 2013, July 1, 2013 and October 1, 2013 and on January 1, 2014 and April 1, 2014. Under the terms of the agreement, Cheap Tubes was to incorporate a new corporation ( Newco Proprietary Rights As consideration for funding, we will receive 40% of the Net Sales Revenue for Bucky Paper until the amount we have received equals our capital investment regardless of whether we, Cheap Tubes or CTI are the ultimate vendors on the sale. Thereafter, we will receive 30% of our capital investment until such time as we have received an amount equal to 20% of the capital invested, 25% for the next five years and 20% for the remaining five years, at which time all obligations to us from Cheap Tubes or CTI shall cease. Under the agreement, any new opportunities presented to us or Mike Foley (the shareholder of Cheap Tubes), Cheap Tubes or CTI are to be negotiated and if agreement is reached then shall be formalized in a mutually acceptable definitive agreement; with no obligation upon either party to enter into an agreement should they not be able to negotiate mutually acceptable terms. However, it is the intent of the parties to work toward furthering the business of Cheap Tubes, CTI, our business and any new business that may present itself. As at June 30, 2014, the Company has paid cash in the amount of $335,000 pursuant to the agreement, and recorded the amount as prepaid expense - advances on future revenue under the licensing agreement. All payments due under the licensing agreement are current per the terms of the agreement. During the period ended September 30, 2014, CTI provided the Company with a notice claiming that additional payments are due under the terms of the agreement with them. The Company has responded advising that all payments required pursuant to the terms of the agreement have been paid in full. As at September 30, 2015 and June 30, 2015, the Company has not made any further expenditures on this project. Technology Development Agreement On April 24, 2013 the Company signed a letter of intent (LOI) with the National Academy of Science of Ukraine; National Science Centre; Kharkov Institute of Physics and Technology ( KIPT P-600 will research the properties of nanocarbon contained matter (graphene) as working material for 3D printing. The project will be a partnership between the Company, Science and Production Establishment Renewable Energy Sources and Sustainable Technologies ( RESST On October 17, 2013, the Company finalized an intellectual property agreement for its 3D Project P-600 with the project manager and National Science Centre KIPT of the National Academy of Sciences of Ukraine and remitted the funds to allow commencement of the Project. Under the agreement, the Company agreed to Project costs of $42,697. Changes to the proposed budget could be made based on agreement of both sides. On November 1, 2014, the Company entered into an amendment to the Agreement for a term of six months at no additional cost to the Company in order to allow completion of the research as outlined in the Agreement resulting from certain unforeseen delays experienced at the National Science Centre KIPT of the National Academy of Sciences of Ukraine as reported by the project manager. A further amendment was entered into during the last quarter of the fiscal year so that the Agreement will continue until such time as the report is received. During the fiscal year ended June 30, 2014, the Company paid a total of $44,832 as Project costs which have been recorded as research and development expenditures. There were no additional expenditures during the fiscal year ended June 30, 2015, or during the three months ended September 30, 2015. |
MINERAL PROPERTIES
MINERAL PROPERTIES | 3 Months Ended |
Sep. 30, 2015 | |
MINERAL PROPERTIES | |
MINERAL PROPERTIES | NOTE 4 MINERAL PROPERTIES During fiscal 2015, the Company was unable to pursue a proposed exploration program on certain mineral claims originally acquired in January 2013. An expenditure of $120,000 on the claims was required by mid-January 2015 to keep them in good standing. During fiscal 2015 and 2014, the Company did not expend any funds on these claims. The claims expired prior to January 31, 2015. On October 24, 2014, the Company entered into a consulting agreement with Geomap Exploration to stake further graphite exploration claims in the region. The 84 staked mineral claims known as The Lac Rouge Graphite Property is one contiguous block totaling 4,982 hectares (12,311 acres) of land near the town of Mont-Laurier in southern Québec. The mineral claims are 100% owned by the Company with no royalty or net smelter return requirements and will remain in good standing until the close of 2016. The Company is presently working with Geomap on the scope of an exploration work program for the current year ended June 30, 2016. The claims are held by our 100% owned Quebec subsidiary. Costs to stake the claims totaled USD$24,502 (CDN$27,300) including applicable taxes. The Company paid a further $1,146 to transfer all staked claims to its wholly owned Quebec subsidiary. The total amount of $25,648 was recorded as exploration expenses during the fiscal year ended June 30, 2015. During the three months ended September 30, 2015 the Company has not made any further expenditures on the claims. |
PREPAID EXPENSES AND ADVANCES
PREPAID EXPENSES AND ADVANCES | 3 Months Ended |
Sep. 30, 2015 | |
PREPAID EXPENSES AND ADVANCES: | |
PREPAID EXPENSES AND ADVANCES | NOTE 5 PREPAID EXPENSES AND ADVANCES The following table provides detail of the Companys prepaid expenses as of September 30, 2015 and June 30, 2015: September 30, 2015 June 30, 2015 News releases $ 1,494 $ 1,494 Advances related to technology agreement Note 3 335,000 335,000 $ 336,494 $ 336,494 |
SECURITIES PURCHASE AGREEMENT
SECURITIES PURCHASE AGREEMENT | 3 Months Ended |
Sep. 30, 2015 | |
SECURITIES PURCHASE AGREEMENT: | |
SECURITIES PURCHASE AGREEMENT | NOTE 6 SECURITIES PURCHASE AGREEMENT On March 14, 2014, the Company closed a financing with three subscribers, whom had previously completed a financing with the Company. Under this Securities Purchase Agreement (the SPA Under the terms of the SPA, the purchasers that hold outstanding stock or warrants at the time of any subsequent funding have the right to participate in any subsequent financing up to 100% of the subsequent financing on the terms negotiated with any funders for a period of eighteen months from the date of the SPA, Further, the shares of common stock issued under the SPA have a purchase price reset until the sooner of (i) the purchaser no longer holds and securities, and (ii) five years after the initial closing date whereby should the Company issue or sell any shares of common stock or any common stock equivalent at a price less than the per share purchase price (the Dilutive Financing The following table summarizes the number of common shares indexed to the derivative financial instruments as of September 30, 2015 and June 30, 2015: September 30, 2015 June 30, 2015 3,7500,000 common stock purchase agreement dated March 14, 2014 3,750,000 3,750,000 Information and significant assumptions embodied in our valuations (including ranges for certain assumptions during the subject periods that instruments were outstanding) as of September 30, 2015 and June 30, 2015 are illustrated in the following tables: Warrant Derivative Revaluation Date (September 30, 2015) Revaluation Date (June 30, 2015) Warrants to purchase common stock: Strike price $ 0.15 $ 0.15 Volatility 164.34 % 178.17 % Term (years) 2.94 3.70 Risk-free rate 1.37 % 1.63 % Dividends - - On September 30, 2015 as a result of the revaluation of the warrant derivatives the Company recorded a gain of $22,498 in respect of the change in the fair value of the warrant liability. |
COMMITMENTS
COMMITMENTS | 3 Months Ended |
Sep. 30, 2015 | |
COMMITMENTS | |
COMMITMENTS | NOTE 7 COMMITMENTS On August 1, 2014, the Company entered into a consulting agreement with Jim Matthew whereby Jim Matthew will provide the Company with services to include telephone and email investor inquiry responses; dissemination of the Companys public information upon request to investors and third parties; and maintenance of the Companys investor database and circulation of all press releases or other announcements to the membership list. The agreement is for a term of twelve months until July 31, 2015. The Term may be extended by mutual agreement upon the within terms, or such other terms, as the Company and the Consultant may agree in writing. The Company shall pay $1,500 per month, payable in advance on the 1st of each month. On August 1, 2015 the Company and Mr. Matthew agreed to extend the term of the agreement for a further period of one year at the same rate of monthly compensation. During the three month period ended September 30, 2015, the Company paid $4,500 (2014 - $3,000) to Jim Matthew pursuant the agreement. |
CAPITAL STOCK
CAPITAL STOCK | 3 Months Ended |
Sep. 30, 2015 | |
Equity: | |
CAPITAL STOCK | NOTE 8 CAPITAL STOCK Shares issuance during the three months ended September 30, 2015: None As of September 30, 2015 and June 30, 2015, 96,083,348 shares of common stock were issued and outstanding. |
SHARE PURCHASE WARRANTS
SHARE PURCHASE WARRANTS | 3 Months Ended |
Sep. 30, 2015 | |
SHARE PURCHASE WARRANTS: | |
SHARE PURCHASE WARRANTS | NOTE 9 SHARE PURCHASE WARRANTS On March 14, 2014, the Company entered into securities purchase agreements to raise a total $300,000 with three accredited investors introduced by Palladium to the Company. Under the terms of the SPA, the purchasers subscribed for a total of 3,750,000 shares of the common stock of the Company at $0.08 per share and an equal number of warrants exercisable at $0.15 per share for a period of five years (see note 6 above). As at September 30, 2015, the Company had the following warrants outstanding: Exercise Price Expiry Date Weighted Average Remaining Contractual Life (Years) Outstanding at June 30, 20154 Issued Exercised Waived Expired Outstanding at September 30, 2015 $ 0.15 March 14, 2019 3.45 4,012,500 - - - - 4,012,500 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Sep. 30, 2015 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 10 RELATED PARTY TRANSACTIONS On December 15, 2013, the Company entered into a consulting agreement with Mr. Anast for the provision of services to the Company as Secretary and management consultant. Under the terms of the consulting agreement, Mr. Anast agreed to provide a minimum of 40 hours per month to the Companys business operations. The contract is for a term of three years commencing on December 15, 2013 for a monthly consulting fee of $5,000 per month, of which a total of $2,000 is payable and $3,000 per month is to be accrued monthly. Effective May 1, 2014 it was agreed that Mr. Anast would be paid $3,000 per month and $2,000 would be accrued as a result of increased hours required to be devoted to corporate efforts. During the three month period ended September 30, 2015 Mr. Anast invoiced the Company a total of $15,000 of which a total of $6,000 was accrued. As at September 30, 2015 a total amount of $50,740 (June 30, 2015 - $44,740) is payable to Mr. Anast in respect of the services accrued. |
PROVISION FOR INCOME TAXES
PROVISION FOR INCOME TAXES | 3 Months Ended |
Sep. 30, 2015 | |
PROVISION FOR INCOME TAXES | |
PROVISION FOR INCOME TAXES | NOTE 11 PROVISION FOR INCOME TAXES Deferred income taxes are determined using the liability method for the temporary differences between the financial reporting basis and income tax basis of the Companys assets and liabilities. Deferred income taxes are measured based on the tax rates expected to be in effect when the temporary differences are included in the Companys tax return. Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases. Operating loss carry-forwards generated during the period from June 1, 2010 (date of inception) through June 30, 2015 of approximately $1,097,369, will begin to expire in 2030. The Company applies a statutory income tax rate of 35%. Accordingly, deferred tax assets related to net operating loss carry-forwards total approximately $384,000 at September 30, 2015. For the three month period ended September 30, 2015 and 2014, the valuation allowance increased by approximately $5,000 and $23,600, respectively. The Company has no tax positions at June 30, 2015, or June 30, 2014, for which the ultimate deductibility is highly uncertain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company had no accruals for interest and penalties since inception. The tax returns for the years from July 1, 2010 to June 30, 2015 are subject to examination by the Internal Revenue Service. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Sep. 30, 2015 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 12 SUBSEQUENT EVENTS The Company paid $25,000 to Mr. Anast in respect of the services accrued and unpaid, subsequent to September 30, 2015. The Company has evaluated subsequent events from the balance sheet date through the date that the financial statements were issued and determined that there were no subsequent events to disclose. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES (POLICiES) | 3 Months Ended |
Sep. 30, 2015 | |
SIGNIFICANT ACCOUNTING POLICIES (POLICiES): | |
Basis of Consolidation | Basis of Consolidation These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, 9311-2571 Québec Inc. All intercompany balances and transactions have been eliminated in consolidation. |
Cash and Cash Equivalents, Policy | Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions |
Warrants | Warrants We account for common stock warrants in accordance with applicable accounting guidance provided in ASC Topic 815 Derivatives and Hedging Contracts in Entitys Own Equity See, |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with accounting guidance now codified as FASB ASC Topic 740, Income Taxes, which requires that the Company recognize deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded when it is more likely than not that some or all deferred tax assets will not be realized. Accounting guidance now codified as FASB ASC Topic 740-20, Income Tax Intra-period Tax Allocation, clarifies the accounting for uncertainties in income taxes recognized in accordance with FASB ASC Topic 740-20 by prescribing guidance for the recognition, de-recognition and measurement in financial statements of income tax positions taken in previously filed tax returns or tax positions expected to be taken in tax returns, including a decision whether to file or not to file in a particular jurisdiction. FASB ASC Topic 740-20 requires that any liability created for unrecognized tax benefits is disclosed. The application of FASB ASC Topic 740-20 may also affect the tax bases of assets and liabilities and therefore may change or create deferred tax liabilities or assets. |
Net Loss per Share | Net Loss per Share Basic loss per share includes no dilution and is computed by dividing loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period. The Company had the following potential common stock equivalents at September 30, 2015: Warrants 4,012,500 Since the Company reflected a net loss in in three months ended September 30, 2015 and 2014, respectively, the effect of considering any common stock equivalents, if outstanding, would have been anti-dilutive. A separate computation of diluted earnings (loss) per share is not presented. |
Fair Value of Financial Instruments, Policy | Fair Value of Financial Instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of September 30, 2015 and 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash, prepaid expenses and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. Level 1: The preferred inputs to valuation efforts are quoted prices in active markets for identical assets or liabilities, with the caveat that the reporting entity must have access to that market. Information at this level is based on direct observations of transactions involving the same assets and liabilities, not assumptions, and thus offers superior reliability. However, relatively few items, especially physical assets, actually trade in active markets. Level 2: FASB acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as unobservable, and limits their use by saying they shall be used to measure fair value to the extent that observable inputs are not available. This category allows for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Earlier in the standard, FASB explains that observable inputs are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. As set forth in ASC 820 Fair Value in Financial Instruments We analyzed the derivative financial instruments, in accordance with EITF 07-05 and FAS 133. EITF 07-5 is effective for fiscal years beginning after December 15, 2009, and interim periods within those fiscal years. It should be applied to outstanding instruments as of the beginning of the fiscal year in which it is adopted. Any adjustment would be recognized in the opening balance of retained earnings. The objective of EITF 07-5 is to provide guidance for determining whether an equity-linked financial instrument is indexed to an entitys own stock. This determination is needed for a scope exception under Paragraph 11(a) of FAS 133 which would enable a derivative instrument to be accounted for under the accrual method. The classification of a non-derivative instrument that falls within the scope of EITF 00-19 Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Companys Own Stock also hinges on whether the instrument is indexed to an entitys own stock. A nonderivative instrument that is not indexed to an entitys own stock cannot be classified as equity and must be accounted for as a liability. The EITF reached a consensus that would establish a two-step approach in determining whether an instrument or embedded feature is indexed to an entitys own stock. First, the instrument's contingent exercise provisions, if any, must be evaluated, followed by an evaluation of the instrument's settlement provisions. Derivative financial instruments should be recorded as liabilities in the consolidated balance sheet and measured at fair value. For purposes of this engagement and report, we utilized fair value as the basis for formulating our opinion which has been defined by the Financial Accounting Standards Board ( FASB The Warrants issued with debt contain derivatives and require accounting under ASC 815 until exercised or expired. The derivative liability is marked to market each subsequent reporting period. The following table summarizes the components of the derivate liabilities: Warrant liability: September 30, 2015 June 30, 2015 3,750,000 common stock purchase agreement dated March 14, 2014 552,175 574,673 $ 552,175 $ 574,673 *On March 14, 2014, the 3 subscribers, who were subscribers in an offering undertaken by the Company on September 9, 2013, along with 2 subscribers that did not elect to participate in this offering, executed a waiver and consent in regard to their rights under the September 9, 2013 offering (the Original SPA The following table summarizes the number of common shares indexed to the derivative financial instruments as of September 30, 2015 and June 30, 2015 Warrant Derivatives 3,750,000 common stock purchase agreement dated March 14, 2014 4,012,500 4,012,500 The following table summarizes the effects on our income (expense) associated with changes in the fair values of our derivative financial instruments by type of financing: Three Months ended September 30, 2015 2014 3,750,000 common stock purchase agreement dated March 14, 2014 22,498 (3,062 ) $ 22,498 $ (3,062 ) |
Related Parties | Related Parties Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control or common significant influence. |
Stock-based Compensation | Stock-based Compensation Stock-based compensation is accounted for using the Equity-Based Payments to Non-Employees Topic of the FASB ASC, which establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entitys equity instruments or that may be settled by the issuance of those equity instruments. The Company determines the value of stock issued at the date of grant. It also determines at the date of grant, the value of stock at fair market value or the value of services rendered (based on contract or otherwise) whichever is more readily determinable. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On June 10, 2014, The Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, consolidation, which removes all incremental financial reporting requirements from GAAP for development stage entities, including the removal of Topic 915 from the FASB Accounting Standards Codification. For the first annual period beginning after December 15, 2014, the presentation and disclosure requirements in Topic 915 will no longer be required for the public business entities. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. Early adoption is permitted. The Company has adopted the amendment. On September 25, 2015, the FASB issued Accounting Standards Update, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. The amendments are effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The amendments should be applied prospectively to adjustments to provisional amounts that occur after the effective date of this Update with earlier application permitted for financial statements that have not been issued. This amendment will not have a material impact on our financial statements. There are several new accounting pronouncements issued by the Financial Accounting Standards Board ( FASB |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (TABLES) | 3 Months Ended |
Sep. 30, 2015 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (TABLES): | |
Schedule of potential common stock equivalents | The Company had the following potential common stock equivalents at September 30, 2015: Warrants 4,012,500 |
Schedule of Warrants issued with debt contain derivatives | The following table summarizes the components of the derivate liabilities: Warrant liability: September 30, 2015 June 30, 2015 3,750,000 common stock purchase agreement dated March 14, 2014 552,175 574,673 $ 552,175 $ 574,673 |
Schedule of number of common shares indexed to the derivative financial instruments | The following table summarizes the number of common shares indexed to the derivative financial instruments as of September 30, 2015 and June 30, 2015 Warrant Derivatives 3,750,000 common stock purchase agreement dated March 14, 2014 4,012,500 4,012,500 |
Effects on our income (expense) associated with changes in the fair values | The following table summarizes the effects on our income (expense) associated with changes in the fair values of our derivative financial instruments by type of financing: Three Months ended September 30, 2015 2014 3,750,000 common stock purchase agreement dated March 14, 2014 22,498 (3,062 ) $ 22,498 $ (3,062 ) |
PREPAID EXPENSES AND ADVANCES (
PREPAID EXPENSES AND ADVANCES (TABLES) | 3 Months Ended |
Sep. 30, 2015 | |
PREPAID EXPENSES AND ADVANCES (TABLES) | |
PREPAID EXPENSES AND ADVANCES (TABLES) | The following table provides detail of the Companys prepaid expenses as of September 30, 2015 and June 30, 2015: September 30, 2015 June 30, 2015 News releases $ 1,494 $ 1,494 Advances related to technology agreement Note 3 335,000 335,000 $ 336,494 $ 336,494 |
SECURITIES PURCHASE AGREEMENT (
SECURITIES PURCHASE AGREEMENT (TABLES) | 3 Months Ended |
Sep. 30, 2015 | |
SECURITIES PURCHASE AGREEMENT (TABLES): | |
Schedule of common shares indexed to the derivative financial instruments | The following table summarizes the number of common shares indexed to the derivative financial instruments as of September 30, 2015 and June 30, 2015: September 30, 2015 June 30, 2015 3,7500,000 common stock purchase agreement dated March 14, 2014 3,750,000 3,750,000 |
Information and significant assumptions embodied in our valuations | Information and significant assumptions embodied in our valuations (including ranges for certain assumptions during the subject periods that instruments were outstanding) as of September 30, 2015 and June 30, 2015 are illustrated in the following tables: Warrant Derivative Revaluation Date (September 30, 2015) Revaluation Date (June 30, 2015) Warrants to purchase common stock: Strike price $ 0.15 $ 0.15 Volatility 164.34 % 178.17 % Term (years) 2.94 3.70 Risk-free rate 1.37 % 1.63 % Dividends - - |
SHARE PURCHASE WARRANTS (TABLES
SHARE PURCHASE WARRANTS (TABLES) | 3 Months Ended |
Sep. 30, 2015 | |
SHARE PURCHASE WARRANTS {2} | |
Warrants outstanding | As at September 30, 2015, the Company had the following warrants outstanding: Exercise Price Expiry Date Weighted Average Remaining Contractual Life (Years) Outstanding at June 30, 20154 Issued Exercised Waived Expired Outstanding at September 30, 2015 $ 0.15 March 14, 2019 3.45 4,012,500 - - - - 4,012,500 |
NATURE OF OPERTIONS AND BASIS23
NATURE OF OPERTIONS AND BASIS OF PRESENTATION (DETAILS) - USD ($) | Sep. 30, 2015 | Jul. 18, 2012 | Jun. 11, 2012 | May. 23, 2012 |
NATURE OF OPERTIONS AND BASIS OF PRESENTATION DETAILS | ||||
Management determined,percentage | 98.00% | |||
Authorized capital before increase | 75,000,000 | 75,000,000 | ||
Authorized capital after increase | 200,000,000 | 200,000,000 | ||
Authorized capital par value | $ 0.001 | $ 0.001 | ||
Common stock par value $0.001 per share at an exchange ratio of 125 for forward Split | 1 | 1 | ||
One outstanding share of Common Stock before Forward Split shall represent shares of Common Stock after Forward Split | 125 | |||
Issued and outstanding shares of common stock before increase | 619,500 | |||
Issued and outstanding shares of common stock after increase | 77,437,500 | |||
GOING CONCERN | ||||
Accumulated deficit | $ 1,640,485 |
NATURE OF OPERTIONS AND ACQUISI
NATURE OF OPERTIONS AND ACQUISITIONS ( DETAILS) - USD ($) | 1 Months Ended | |
Jun. 11, 2012 | May. 23, 2012 | |
Fabio Alexandre Narita | ||
Acquired ,shares | 12,000,000 | |
Acquired , Value | $ 350,000 | |
Mr. Walchuk | ||
Acquired ,shares | 11,640,000 | 12,000,000 |
POTENTIAL COMMON STOCK EQUIVALE
POTENTIAL COMMON STOCK EQUIVALENTS (DETAILS) | 3 Months Ended |
Sep. 30, 2015shares | |
POTENTIAL COMMON STOCK EQUIVALENTS | |
Warrants | 4,012,500 |
SUMMARIZES THE COMPONENTS OF DE
SUMMARIZES THE COMPONENTS OF DERIVATE LIABILITIES (DETAILS) - USD ($) | Sep. 30, 2015 | Jun. 30, 2015 | Sep. 09, 2013 |
Warrant liability: | |||
3,750,000 common stock purchase agreement dated March 14, 2014 | 552,175 | 574,673 | |
Total Warrant liability | $ 552,175 | $ 574,673 | |
Warrants issued under original SPA from an exercise price before re-pricing | $ 0.30 | ||
Warrants issued under original SPA from an exercise price after re-pricing | $ 0.0724 |
SUMMARIZES THE NUMBER OF COMMON
SUMMARIZES THE NUMBER OF COMMON SHARES TO DERIVATIVE FINANCIAL INSTRUMENTS (DETAILS) - shares | Sep. 30, 2015 | Jun. 30, 2015 |
Warrant Derivatives | ||
3,750,000 common stock purchase agreement dated March 14, 2014 | 4,012,500 | 0 |
Total Warrant Derivatives | 4,012,500 | 0 |
TECHNOLOGY AGREEMENTS (DETAILS)
TECHNOLOGY AGREEMENTS (DETAILS) - USD ($) | Jun. 30, 2014 | Apr. 01, 2014 | Jan. 02, 2014 | Oct. 17, 2013 | Oct. 01, 2013 | Jul. 01, 2013 | Apr. 01, 2013 | Jan. 02, 2013 | Dec. 03, 2012 | Jan. 02, 2012 |
TECHNOLOGY AGREEMENTS DETAILS | ||||||||||
Minimum payable over 18 months | $ 250,000 | |||||||||
Payable on execution of agreement | $ 10,000 | |||||||||
Amount paid per quarter | $ 40,000 | $ 40,000 | $ 40,000 | $ 40,000 | $ 40,000 | $ 40,000 | $ 40,000 | |||
Net sales revenue in percentage | 40.00% | |||||||||
Capital investment | 30.00% | |||||||||
Capital invested | 20.00% | |||||||||
Capital invested for the next five years | 25.00% | |||||||||
Capital invested for the remaining five years | 20.00% | |||||||||
Company has paid cash | $ 335,000 | |||||||||
Technology Development Agreement | ||||||||||
Company agreed to Project costs | $ 42,697 | |||||||||
Company paid a total as Project costs | $ 44,832 |
MINERAL PROPERTIES (DETAILS)
MINERAL PROPERTIES (DETAILS) - USD ($) | Sep. 30, 2015 | Oct. 24, 2014 |
MINERAL PROPERTIES DETAILS | ||
Expenditure on claims | $ 120,000 | |
Lac Rouge Graphite Property block totaling in hectares | $ 4,982 | |
Lac Rouge Graphite Property block totaling in acres | $ 12,311 | |
Mineral claims owned by the company | 100.00% | |
Claims are held by Quebec subsidiary | 100.00% | |
Costs to stake the claims totaled USD | $ 24,502 | |
Costs to stake the claims totaled CDN | 27,300 | |
Company paid to transfer all staked claims to its wholly owned Quebec subsidiary | $ 1,146 |
PREPAID EXPENSES (DETAILS)
PREPAID EXPENSES (DETAILS) - USD ($) | Sep. 30, 2015 | Jun. 30, 2015 |
PREPAID EXPENSES | ||
News releases | $ 1,494 | $ 1,494 |
Advances related to technology agreement - Note 3 | 335,000 | 335,000 |
Total prepaid expenses | $ 336,494 | $ 336,494 |
SECURITIES PURCHASE AGREEMENT31
SECURITIES PURCHASE AGREEMENT (DETAILS) | Mar. 14, 2014USD ($)$ / sharesshares |
SECURITIES PURCHASE AGREEMENT DETAILS | |
Company raised a total with three accredited investors | $ 300,000 |
Purchasers subscribed total shares of common stock | shares | 3,750,000 |
Purchasers subscribed total shares of common stock par value | $ / shares | $ 0.08 |
Warrants exercisable per share | $ / shares | $ 0.15 |
Warrants exercisable in years | 5 |
Warrants within days after the initial exercise date | $ 180 |
Warrants further have exercise limitations as a beneficial ownership limitation | 9.99% |
Beneficial ownership limitation shall not exceed of number of shares held by the holder | 9.99% |
Subsequent financing | 100.00% |
NUMBER OF COMMON SHARES TO DERI
NUMBER OF COMMON SHARES TO DERIVATIVE FINANCIAL INSTRUMENTS (DETAILS) - shares | Sep. 30, 2015 | Jun. 30, 2015 |
NUMBER OF COMMON SHARES TO DERIVATIVE FINANCIAL INSTRUMENTS | ||
3,7500,000 common stock purchase agreement dated March 14, 2014 | 3,750,000 | 3,750,000 |
INFORMATION AND SIGNIFICANT ASS
INFORMATION AND SIGNIFICANT ASSUMPTIONS IN VALUATIONS (DETAILS) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Warrant Derivative | ||
Strike price | $ 0.15 | $ 0.15 |
Volatility | 164.34% | 178.17% |
Risk-free rate | 1.37% | 1.63% |
Dividends | $ 0 | |
Change in the fair value of the warrant liability | $ 22,498 |
COMMITMENTS (DETAILS)
COMMITMENTS (DETAILS) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
COMMITMENTS DETAILS | ||
Company shall pay per month | $ 1,500 | |
Company and Mr. Matthew agreed to extend the term of agreement in year | 1 | |
Company paid to Jim Matthew | $ 4,500 | $ 3,000 |
CAPITAL STOCK TRANSACTIONS (DET
CAPITAL STOCK TRANSACTIONS (DETAILS) - shares | Sep. 30, 2015 | Jun. 30, 2015 |
CAPITAL STOCK TRANSACTIONS | ||
Shares of common stock were issued and outstanding | 96,083,348 | 96,083,348 |
SHARE PURCHASE WARRANTS (DETAIL
SHARE PURCHASE WARRANTS (DETAILS) | Mar. 14, 2014USD ($)$ / sharesshares |
SHARE PURCHASE WARRANTS | |
Company entered into securities purchase agreements to raise a total with three accredited investors | $ | $ 300,000 |
Purchasers subscribed total shares of common stock | shares | 3,750,000 |
Purchasers subscribed total shares of common stock par value | $ 0.08 |
Warrants exercisable per share | $ 0.15 |
Warrants exercisable in years | 5 |
WARRANTS OUTSTANDING (DETAILS)
WARRANTS OUTSTANDING (DETAILS) | 3 Months Ended |
Sep. 30, 2015$ / sharesshares | |
WARRANTS OUTSTANDING | |
Share warrants Exercise Price | $ / shares | $ 0.15 |
Share warrants outstanding | 4,012,500 |
Share warrants Issued | 0 |
Share warrants Exercised | 0 |
Share warrants Waived | 0 |
Share warrants Expired | 0 |
Share warrants outstanding | 4,012,500 |
RELATED PARTY (DETAILS)
RELATED PARTY (DETAILS) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | May. 01, 2014USD ($) | Dec. 15, 2013USD ($) |
RELATED PARTY | ||||
Contract for a term in years | 3 | |||
Consulting fee per month | $ 5,000 | |||
Total Consulting fee payable | 2,000 | |||
Accrued monthly | $ 3,000 | |||
Mr. Anast would be paid per month | $ 3,000 | |||
Accrued | $ 2,000 | |||
Total amount is payable to Mr. Anast in respect of services accrued. | $ 50,740 | $ 44,740 |
INVOICE (DETAILS)
INVOICE (DETAILS) | 3 Months Ended |
Sep. 30, 2015USD ($) | |
INVOICE | |
Mr. Anast invoiced the company total | $ 15,000 |
Invoice was accrued | $ 6,000 |
SUBSEQUENT TRANSACTIONS (DETAIL
SUBSEQUENT TRANSACTIONS (DETAILS) | Sep. 30, 2015USD ($) |
SUBSEQUENT TRANSACTIONS | |
Company paid to Mr. Anast of services accrued and unpaid | $ 25,000 |