Graphene & Solar Technologies Limited (GSTX) 10-Q 17 Jan 18 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Jun. 30, 2016	Sep. 30, 2017
Document And Entity Information
Entity Registrant Name	SOLAR QUARTZ TECHNOLOGIES CORPORATION
Entity Central Index Key	1,497,649
Document Type	10-Q
Document Period End Date	Jun. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--09-30
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	No
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		224,426,229
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,016

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2016	Sep. 30, 2015
Current assets
Cash and cash equivalents	$ 65	$ 5
Other receivables	966
Total current assets	1,031	5
Fixed assets
Total assets	1,031	5
Current liabilities
Accounts payable	14,000	20,217
Accrued interest payable	33,391	38,571
Accrued liabilities	15,386	10,463
Short term notes payable	85,000	50,000
Other liabilities	92	275
Current portion of notes payable, net of discount $- and $71,754	70,747	146,937
Total current liabilities	218,616	266,463
Commitments and contingencies
Stockholders' deficit
Preferred stock, $0.00001 par value; 5,000,000 shares authorized; none issued or outstanding
Common stock, $0.00001 par value; 100,000,000 and 50,000,000 shares authorized; 1,002,134 and 979,109 shares issued and outstanding	1,002	979
Additional paid-in capital	6,318,920	6,318,920
Accumulated deficit	(6,537,507)	(6,586,357)
Total stockholders' deficit	(217,585)	(266,458)
Total liabilities and stockholders' deficit	$ 1,031	$ 5

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Jun. 30, 2016	Sep. 30, 2015
Current liabilities
Current portion of notes payable, net of discount		$ 71,754
Stockholders' equity
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, authorized shares	5,000,000	5,000,000
Preferred stock, issued shares	0	0
Preferred stock, outstanding shares	0	0
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, authorized shares	100,000,000	50,000,000
Common stock, issued shares	1,002,134	979,109
Common stock, outstanding shares	1,002,134	979,109

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Revenues
Sales
Costs and expenses
General and administrative	2,754	11,005	27,549	90,419
Total costs and expenses	2,754	11,005	27,549	90,419
Loss from operations	(2,754)	(11,005)	(27,549)	(90,419)
Other income (expense)
Interest expense	(2,624)	(5,510)	(11,004)	(24,161)
Other interest costs	(2,096)		(3,699)
Gain on debt extinguishment			91,102	2,570,926
Total other income (expense)	(4,720)	(5,510)	76,399	2,546,765
Net Income (Loss) before income taxes	(7,474)	(5,500)	48,850	2,456,346
Provision for income taxes
Net Income (Loss)	$ (7,474)	$ (16,515)	$ 48,850	$ 2,456,346
Income (Loss) per share:
Basic and diluted	$ 0.02	$ (0.02)	$ 0.06	$ 2.52
Weighted average shares outstanding	1,002,134	973,139	996,650	973,139

CONSOLIDATED STATEMENT OF CASH

CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) - USD ($)	9 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Cash flows from operating activities
Net Income (loss)	$ 48,850	$ 2,456,346
Adjustments to reconcile net income/(loss) to net cash from operating activities:
Amortization of debt issuance costs		4,107
Gain on debt extinguishment	91,102	2,570,926
Amortization of debt discount		3,523
Change in operating assets and liabilities:
Other assets	(966)	12,500
Accounts payable	(6,217)	8,813
Accrued interest payable	(5,180)	105,341
Accrued liabilities	4,923
Other liabilities	(183)
Net cash from operating activities	(349,963)	(87,068)
Cash flows from investing activities
Capital expenditures on oil and gas properties
Net cash from investing activities
Cash flows from financing activities
Issuance of common stock	23
Issuance of short term note payable	35,000	50,000
Net cash from financing activities	35,023	50,000
Net change in cash and cash equivalents	60	(37,068)
Cash and cash equivalents
Beginning of period	5	39,251
End of period	65	2,183
Supplemental cash flow information Noncash investing and financing activities:
Issuance of shares for settlement of debt		$ 797,562

BASIS OF PRESENTATION

BASIS OF PRESENTATION	9 Months Ended
	Jun. 30, 2016
Notes to Financial Statements
NOTE 1 - BASIS OF PRESENTATION	These consolidated financial statements of Solar Quartz Technologies Corporation (Solar Quartz or the Company) have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). In the opinion of management, these financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results for the interim periods. Certain information, accounting policies and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to Securities and Exchange Commission (SEC) rules and regulations. These financial statements should be read along with Solar Quartz’s audited financial statements as of September 30, 2015. Going Concern Future issuances of the Company’s equity or debt securities will be required in order for the Company to finance operations and continue as a going concern. The financial statements do not include any adjustments that may result from the outcome of these aforementioned uncertainties.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Jun. 30, 2016
Notes to Financial Statements
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	As of June 30, 2016, Solar Quartz’s significant accounting policies were consistent with those discussed in the audited financial statements as of September 30, 2015. Earnings (Loss) Per Share—

SUBSEQUENT EVENT

SUBSEQUENT EVENT	9 Months Ended
	Jun. 30, 2016
Notes to Financial Statements
NOTE 3 - SUBSEQUENT EVENT	On July 1, 2017 the Company acquired all of the shares of Solar Quartz Technologies Limited, a company incorporated in New Zealand (“SQTNZ”). These shares were purchased from Solar Quartz Technologies, Inc. (“SQTI”). The agreed value of that company’s assets is US$530 million. We subsequently changed our name from Vanguard Energy Corporation to Solar Quartz Technologies Corporation in Colorado and with FINRA, and have also been cleared by FINRA to use the new trading symbol SQTX. In July 2017 the Company issued 213,402,755 new shares of common stock to SQTI in exchange for 122 (100%) of the common shares of SQTNZ. The issuance of these shares was equivalent to 95% of the Company’s shares issued, after we issue an additional 10,021,224 shares of common stock to those holders of our common stock immediately prior to the acquisition. The Company does not anticipate any further reorganization of its common stock. We are currently preparing filing all necessary reports to the SEC with audited financial statements to resume our status as fully reporting with the SEC, and subsequently apply to trade on the more senior OTCQX exchange or NASDAQ. SQTNZ is a corporation that has no prior business activity other than being the title owner of the exclusive mining and development rights for two High Purity Quartz (HPQ) Silica deposits known as Quartz Hill (represented by leases ML 30235, ML 30236 and ML 30237) and White Springs (represented by leases ML 30238 and ML 30239) located in North Queensland, Australia. Together they contain deposits in excess of 15 million tons of 99% pure High Purity Quartz which is feedstock in high demand in the marketplace to be used in the production of High Purity Quartz Sand (HPQS) based on independent professional reports. HPQS is an essential primary material for the manufacture of: Photo-Voltaic (PV) solar panels; Semiconductors; all High-end Electronic products; Fiber Optical cables; Halogen Lamps; HD and LCD television screens; and Epoxy Mounding Compounds (EMC).

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	9 Months Ended
	Jun. 30, 2016
Notes to Financial Statements
NOTE 4 - CONVERTIBLE NOTES PAYABLE	At June 30, 2016, convertible notes totaling $70,747 remained outstanding together with accrued interest of $33,391.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Jun. 30, 2016
Notes to Financial Statements
NOTE 5 - INCOME TAXES	The Company estimates its annual effective income tax rate in recording its quarterly provision for income taxes in the various jurisdictions in which the Company operates. Statutory tax rate changes and other significant or unusual items are recognized as discrete items in the quarter in which they occur. The Company recorded no income tax expense for the nine-month period ended June 30, 2016 because the Company estimates it will record no income tax expense for the tax year ending September 30, 2016. The Company has a valuation allowance that fully offsets net deferred tax assets.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	9 Months Ended
	Jun. 30, 2016
Notes to Financial Statements
NOTE 6 - STOCKHOLDERS' EQUITY	Preferred Stock Common Stock Treasury Stock Common shares of 866,350 and 23,025 were issued in conjunction with the settlement of debt during the years ended September 30, 2016 and 2015, respectively, resulting in increases to common stock of $866 and $23, respectively and additional paid-in capital of $796,702 and $0, respectively.

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	9 Months Ended
	Jun. 30, 2016
Notes to Financial Statements
NOTE 7 - STOCK-BASED COMPENSATION	On January 10, 2011, the Board of Directors approved a Non-Qualified Stock Option Plan (the "Plan") which authorizes the issuance of up to 1,500,000 shares of Company common stock to persons that exercise options granted pursuant to the Plan. The Company's employees, directors, officers, consultants and advisors are eligible to be granted options pursuant to the Plan, provided however, that bona fide services must be rendered by such consultants or advisors, and such services must not be in connection with the offer or sale of securities in a capital-raising transaction. As of June 30, 2016, no options were outstanding.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Jun. 30, 2016
Notes to Financial Statements
NOTE 8 - COMMITMENTS AND CONTINGENCIES	Office Lease

SUMMARY OF SIGNIFICANT ACCOUN14

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Jun. 30, 2016
Summary Of Significant Accounting Policies Policies
Earnings (Loss) Per Share	Basic earnings (loss) per share have been calculated based upon the weighted-average number of common shares outstanding. The calculation of diluted weighted-average shares outstanding for the nine-month periods ended June 30, 2016 and 2015 excludes 79,474 shares, issuable pursuant to outstanding warrants, stock options and debt conversion features because their effect is anti-dilutive.

SUMMARY OF SIGNIFICANT ACCOUN15

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Details Narrative] - shares	9 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Warrants, stock options and debt conversion features [Member]
Anti-Dilutive securities excluded from the computation of earning per share, shares	79,474	79,474

SUBSEQUENT EVENT (Details Narra

SUBSEQUENT EVENT (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
	Jul. 31, 2017	Jun. 30, 2016	Jul. 01, 2017
Subsequent Event [Member]
Description for High Purity Quartz Silica deposits	Quartz Hill (represented by leases ML 30235, ML 30236 and ML 30237) and White Springs (represented by leases ML 30238 and ML 30239) located in North Queensland, Australia. Together they contain deposits in excess of 15 million tons of 99% pure High Purity Quartz which is feedstock in high demand in the marketplace to be used in the production of High Purity Quartz Sand (HPQS) based on independent professional reports.
SQTNZ [Member] | Subsequent Event [Member]
Business acquisition acquired entity, total assets			$ 530,000,000
Ownership interest acquired	100.00%
Business acquisition, shares acquired from SQTI	122
SQTI [Member] | Subsequent Event [Member]
Business acquisition consideration transferred, shares issued	213,402,755
Business acquisition shares issued or issuable, percentage	95.00%
Additional common stock shares reserved for future issuance	10,021,224
Solar Quartz Technologies Limited [Member]
State of Incorporation		New Zealand

CONVERTIBLE NOTES PAYABLE (Deta

CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($)	Jun. 30, 2016	Sep. 30, 2015
Convertible debt	$ 70,747	$ 146,937
Accrued interest payable	33,391	$ 38,571
Convertible Notes Payable [Member]
Convertible debt	70,747
Accrued interest payable	$ 33,391

STOCKHOLDERS EQUITY (Details Na

STOCKHOLDERS EQUITY (Details Narrative) - USD ($)	12 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Jul. 31, 2017	Jun. 30, 2016
Preferred stock, authorized shares		5,000,000		5,000,000
Common stock, authorized shares		50,000,000		100,000,000
Common stock, par value		$ 0.00001		$ 0.00001
Treasury shares		14,355
Common Stock
Issuance of shares for debt settlement, Shares	866,350	23,025
Issuance of shares for debt settlement, Amount	$ 866	$ 23
Additional Paid-In Capital
Issuance of shares for debt settlement, Amount	$ 796,702	$ 0
Subsequent Event [Member]
Preferred stock, authorized shares			10,000,000
Common stock, authorized shares			500,000,000
Common stock, par value			$ 0.00001

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details Narrative)	Jan. 10, 2011shares
Non-Qualified Stock Option Plan [Member] | Maximum [Member]
Common stock shares issuable upon exercise of options	1,500,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - Woodlands, Texas [Member]	9 Months Ended
	Jun. 30, 2016USD ($)
Office Lease periodic payments	$ 197
Frequency of periodic payments	Monthly
Lease description	The Company leases a virtual office lease in The Woodlands, Texas until June 30, 2019 at $197 per month.