Cover
Cover - shares | 9 Months Ended | |
Apr. 30, 2022 | Jun. 14, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Apr. 30, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --07-31 | |
Entity File Number | 000-56356 | |
Entity Registrant Name | POINT OF CARE NANO-TECHNOLOGY, INC. | |
Entity Central Index Key | 0001504239 | |
Entity Tax Identification Number | 27-2830681 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 109 Ambersweet Way | |
Entity Address, City or Town | Davenport | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33897 | |
City Area Code | (732) | |
Local Phone Number | 723-7395 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 939,621 |
INTERIM CONSOLIDATED BALANCE SH
INTERIM CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Apr. 30, 2022 | Jul. 31, 2021 |
Current Assets | ||
Cash | $ 100 | |
License fee receivable (Notes 8 and 9) | 100,000 | |
Total Assets | 100,100 | 0 |
Current Liabilities: | ||
Accounts payable and accrued charges | 92,226 | 20,240 |
Royalty fee payable (Notes 7 and 9) | 90,000 | |
Total Liabilities | 182,226 | 20,240 |
Stockholders Deficit | ||
Preferred stock, par value $0.0001, (Note 5) 10,000,000 shares authorized; 1,000 shares issued and outstanding | 1 | |
Common stock, par value $0.0001, (Note 5) 100,000,000 shares authorized 419,621 shares issued and outstanding (939,621 shares in 2021) | 420 | 940 |
Additional paid-in capital | 120,191,707 | 120,191,187 |
Accumulated deficit | (120,274,254) | (120,212,367) |
Total Stockholders Deficit | (82,126) | (20,240) |
Total Liabilities and Stockholders Deficit | $ 100,100 | $ 0 |
INTERIM CONSOLIDATED BALANCE _2
INTERIM CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Apr. 30, 2022 | Jul. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 1,000 | 1,000 |
Preferred Stock, Shares Outstanding | 1,000 | 1,000 |
Common Stock, Par Value | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares, Issued | 419,621 | 939,621 |
Common Stock, Shares, Outstanding | 419,621 | 939,621 |
INTERIM CONSOLIDATED STATEMENTS
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2022 | Apr. 30, 2021 | Apr. 30, 2022 | Apr. 30, 2021 | |
Income Statement [Abstract] | ||||
Revenues | $ 100,000 | $ 100,000 | ||
Operating expenses | ||||
Royalty fees | 90,000 | 90,000 | ||
General and administration | 2,472 | 14,828 | ||
Professional fees | 13,365 | 57,058 | ||
Officer compensation | 1 | |||
Operating expenses | 105,837 | 161,887 | ||
Net loss and Comprehensive loss | $ (5,837) | $ (61,887) | ||
Weighted average Net Loss per share, basic and diluted | $ (0.01) | $ 0 | $ (0.08) | $ 0 |
Weighted average number of common shares outstanding | 632,218 | 939,621 | 787,183 | 939,621 |
INTERIM CONSOLIDATED STATEMEN_2
INTERIM CONSOLIDATED STATEMENTS OF EQUITY (Unaudited) - USD ($) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] |
Balance, July 31, 2020 at Jul. 31, 2020 | $ (12,740) | $ 940 | $ 120,191,187 | $ (120,204,867) | |
Shares, Outstanding, Beginning Balance at Jul. 31, 2020 | 939,621 | ||||
Net loss for the period | |||||
Balance, April 30, 2021 at Oct. 31, 2020 | (12,740) | $ 940 | 120,191,187 | (120,204,867) | |
Shares, Outstanding, Ending Balance at Oct. 31, 2020 | 939,621 | ||||
Balance, July 31, 2020 at Jul. 31, 2020 | (12,740) | $ 940 | 120,191,187 | (120,204,867) | |
Shares, Outstanding, Beginning Balance at Jul. 31, 2020 | 939,621 | ||||
Net loss for the period | |||||
Balance, April 30, 2021 at Apr. 30, 2021 | (12,740) | $ 940 | 120,191,187 | (120,204,867) | |
Shares, Outstanding, Ending Balance at Apr. 30, 2021 | 939,621 | ||||
Balance, July 31, 2020 at Oct. 31, 2020 | (12,740) | $ 940 | 120,191,187 | (120,204,867) | |
Shares, Outstanding, Beginning Balance at Oct. 31, 2020 | 939,621 | ||||
Net loss for the period | |||||
Balance, April 30, 2021 at Jan. 31, 2021 | (12,740) | $ 940 | 120,191,187 | (120,204,867) | |
Shares, Outstanding, Ending Balance at Jan. 31, 2021 | 939,621 | ||||
Net loss for the period | |||||
Balance, April 30, 2021 at Apr. 30, 2021 | (12,740) | $ 940 | 120,191,187 | (120,204,867) | |
Shares, Outstanding, Ending Balance at Apr. 30, 2021 | 939,621 | ||||
Balance, July 31, 2020 at Jul. 31, 2021 | (20,240) | $ 4,698 | 120,187,429 | (120,212,367) | |
Shares, Outstanding, Beginning Balance at Jul. 31, 2021 | 939,621 | ||||
Shares issued | 1 | $ 1 | |||
Stock Issued During Period, Shares, New Issues | 1,000 | ||||
Net loss for the period | (42,255) | (42,255) | |||
Balance, April 30, 2021 at Oct. 31, 2021 | (62,494) | $ 1 | $ 4,698 | 120,187,429 | (120,254,622) |
Shares, Outstanding, Ending Balance at Oct. 31, 2021 | 1,000 | 939,621 | |||
Balance, July 31, 2020 at Jul. 31, 2021 | (20,240) | $ 4,698 | 120,187,429 | (120,212,367) | |
Shares, Outstanding, Beginning Balance at Jul. 31, 2021 | 939,621 | ||||
Net loss for the period | (61,887) | ||||
Balance, April 30, 2021 at Apr. 30, 2022 | (82,126) | $ 1 | $ 420 | 120,191,707 | (120,274,254) |
Shares, Outstanding, Ending Balance at Apr. 30, 2022 | 1,000 | 419,621 | |||
Balance, July 31, 2020 at Oct. 31, 2021 | (62,494) | $ 1 | $ 4,698 | 120,187,429 | (120,254,622) |
Shares, Outstanding, Beginning Balance at Oct. 31, 2021 | 1,000 | 939,621 | |||
Net loss for the period | (13,795) | (13,795) | |||
Balance, April 30, 2021 at Jan. 31, 2022 | (76,289) | $ 1 | $ 4,698 | 120,187,429 | (120,268,417) |
Shares, Outstanding, Ending Balance at Jan. 31, 2022 | 1,000 | 939,621 | |||
Net loss for the period | (5,837) | (5,837) | |||
Balance, April 30, 2021 at Apr. 30, 2022 | (82,126) | $ 1 | $ 420 | 120,191,707 | (120,274,254) |
Shares, Outstanding, Ending Balance at Apr. 30, 2022 | 1,000 | 419,621 | |||
Settlement (Note 6) | $ (520) | $ 520 | |||
Stock Redeemed or Called During Period, Shares | (520,000) |
INTERIM CONSOLIDATED STATEMEN_3
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Apr. 30, 2022 | Oct. 31, 2021 | Apr. 30, 2021 | Oct. 31, 2020 | Apr. 30, 2022 | Apr. 30, 2021 | |
Cash flows from operating activities | ||||||
Net loss for the period | $ (5,837) | $ (42,255) | $ (61,887) | |||
Non-cash expense, Officer compensation | 1 | |||||
Change in working capital items Accounts payable and accrued charges | 61,986 | |||||
Net cash flows from operating activities | 100 | |||||
Change in cash for the period | 100 | |||||
Cash, beginning of period | ||||||
Cash, end of period | $ 100 | $ 100 |
COMPANY AND BACKGROUND
COMPANY AND BACKGROUND | 9 Months Ended |
Apr. 30, 2022 | |
Accounting Policies [Abstract] | |
COMPANY AND BACKGROUND | Note 1 COMPANY AND BACKGROUND Point of Care Nano-Technology, Inc. (the Company) was incorporated under the laws of the State of Nevada on June 10, 2010, under the name of Alternative Energy and Environmental Solutions, Inc. On August 28, 2014, the Company filed an amendment to its Articles of Incorporation changing the name of the Company to Unique Growing Solutions, Inc. On March 31, 2015, the Company filed an amendment to its Articles of Incorporation changing the name of the Company to Point of Care Nano-Technology, Inc. From February 2015 through July 2016, the Companys business model related to the planning for the development and then manufacture of saliva-based medical diagnosis products under a certain license agreement (the License Agreement) with Lamina Equities Corporation. The Company was not successful in its endeavors related to the License Agreement and discontinued the majority of its operations by July 31, 2016. Beginning from August 2016, the Companys plan, which it has since discontinued, was to provide business services and financing to emerging growth entities. The Companys plan of operation over the next 12 months is to seek new business assets in the life sciences industry. The Company cannot make any guarantee that it will be successful in achieving this goal. On April 15, 2021, the Company accepted the resignations of Dr. Guirguis and Mr. El-Salhy, received a mutual release from both, and appointed Mr. Nicholas DeVito as Director, Chief Executive Officer and Chief Financial Officer. On April 11, 2022, the Company, through DSI, acquired an exclusive license to distribute certain intellectual property in animal nutrition and animal supplements from Cedoga Consulting, LLC (Cedoga). On April 19, 2022, DSI signed an exclusive sales and promotion agreement with Lucy Pet Products Inc. (Lucy) pursuant to which Lucy will manufacture, market and distribute pet products from the Cedoga intellectual property. The Companys principal executive office location and mailing address is 109 Ambersweet Way, Davenport, FL 33897. These financial statements have been prepared in accordance with generally accepted principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next twelve months. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classifications of assets and liabilities should the Company be unable to continue as a going concern. At April 30, 2022, the Company had not yet achieved profitable operations and had accumulated losses of $120,284,254 since its inception, all of which casts substantial doubt about the Companys ability to continue as a going concern. The Companys ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. |
CONTROL BY PRINCIPAL OWNERS
CONTROL BY PRINCIPAL OWNERS | 9 Months Ended |
Apr. 30, 2022 | |
Control By Principal Owners | |
CONTROL BY PRINCIPAL OWNERS | Note 2 CONTROL BY PRINCIPAL OWNERS The sole director and executive officer owns, directly, beneficially and in the aggregate, the majority of the voting power of the outstanding capital stock of the Company. Accordingly, the sole director and executive officer has the ability to control the approval of most corporate actions, including approving significant expenses, increasing the authorized capital and the dissolution, merger, or sale of the Companys assets. |
INTERIM REPORTING
INTERIM REPORTING | 9 Months Ended |
Apr. 30, 2022 | |
Interim Reporting | |
INTERIM REPORTING | Note 3 INTERIM REPORTING While the information presented in the accompanying interim nine month financial statements is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented in accordance with accounting principles generally accepted in the United States of America. These interim financial statements follow the same accounting policies and methods of their application as the Companys July 31, 2021 annual financial statements. All adjustments are of a normal recurring nature. It is suggested that these interim financial statements be read in conjunction with the Companys July 31, 2021 annual financial statements. Operating results for the nine months ended April 30, 2022 are not necessarily indicative of the results that can be expected for the year ended July 31, 2022. |
ACCOUNTING POLICIES
ACCOUNTING POLICIES | 9 Months Ended |
Apr. 30, 2022 | |
Accounting Policies [Abstract] | |
ACCOUNTING POLICIES | Note 4 ACCOUNTING POLICIES The consolidated financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America and included the accounts of its wholly owned subsidiary, Duo Sciences Inc. Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Change in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Actual results could differ from those estimates. Change in significant accounting policies There has been no change in accounting policies from disclosed in the noted to the audited financial statements for the year ended July 31, 2021. Recent accounting pronouncements The Company adopts new pronouncements relating to generally accepted accounting principles applicable to the Company as they are issued, which may be in advance of their effective date. The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Companys results of operations, financial position, or cash flow. |
COMMON and PREFERRED STOCK
COMMON and PREFERRED STOCK | 9 Months Ended |
Apr. 30, 2022 | |
Equity [Abstract] | |
COMMON and PREFERRED STOCK | Note 5 COMMON and PREFERRED STOCK The Company has authorized capital of 100,000,000 0.0001 10,000,000 0.0001 On June 8, 2022, the Company received approval from the Financial Industry Regulatory Authority to effect a 50:1 reverse split of the Companys outstanding common stock. On August 2, 2021, the Company issued 1,000 Nicholas DeVito On April 15, 2022, as part of the Settlement agreement (see below), the Company received and cancelled 520,000 shares of common stock (26,000,000 pre reverse split shares). There were no transactions in the Companys common or preferred stock in the year ended July 31, 2021. There were no warrants or options outstanding as of April 30, 2022. |
SETTLEMENT AGREEMENT
SETTLEMENT AGREEMENT | 9 Months Ended |
Apr. 30, 2022 | |
Settlement Agreement | |
SETTLEMENT AGREEMENT | Note 6 SETTLEMENT AGREEMENT On April 15, 2021, the Company formed a wholly owned subsidiary, Duo Sciences Inc. (DSI) and transferred all Company debts relating to the License Agreement business and the License Agreement to DSI to be split off to Dr. Guirguis in exchange for 520,000 share (26,000,000 shares pre reverse split) of the Companys common stock held by Dr. Guirguis. This transaction closed on March 26, 2022 with Dr. Guirguis giving up and transferring to DSI all the rights, title and interest in the 520,000 shares and DSI contributing all of the legacy business debt and the License Agreement to DRG Transfer, Inc, a Nevada corporation, and transferring all of the outstanding capital stock in DRG Transfer, Inc. to Dr. Guirguis. |
LICENSE PURCHASED
LICENSE PURCHASED | 9 Months Ended |
Apr. 30, 2022 | |
License Purchased | |
LICENSE PURCHASED | Note 7 LICENSE PURCHASED On April 11, 2022, the Company, through its wholly owned subsidiary DSI, acquired an exclusive license to distribute in the USA, Canada and Mexico, certain intellectual property in animal nutrition and animal supplements from Cedoga Consulting, LLC. The Company receives 10% of all licensing fees due to Cedoga in exchange for 300,000 post reverse split shares of common stock of the Company. Under the terms of the agreement, the Company will pay royalties from sub-licensing on the following basis: ● 90% of net royalties for sale and initial payments up to $100,000,000 per calendar year. ● 95% of net royalties received for continuing sales above $100,000,000 per calendar year. ● 90% of any lump up-front payment sub-licensing fees. ● Option to purchase 200,000 shares of the Companys common stock when net sales exceed $100,000,000. |
EXCLUSIVE SALES SUB-LICENSING A
EXCLUSIVE SALES SUB-LICENSING AGREEMENT | 9 Months Ended |
Apr. 30, 2022 | |
Exclusive Sales Sub-licensing Agreement | |
EXCLUSIVE SALES SUB-LICENSING AGREEMENT | Note 8 EXCLUSIVE SALES SUB-LICENSING AGREEMENT On April 19, 2022, DSI signed an exclusive sales and promotion sub-licensing agreement with Lucy Pet Products Inc. (Lucy) pursuant to which Lucy will manufacture, market and distribute pet products derived from the Cedoga intellectual property. The terms of the sub-licensing agreement are as follows: ● Lucy will pay the Company a one-time sub-license fee of $100,000 on execution of the sub-licensing agreement. ● Lucy will pay the Company royalties of 5% of Net Revenue, calculated and payable quarterly. Net Revenue is defined as total revenue less direct cost of materials, manufacturing, packaging and delivery expenses and less excise, sales or similar taxes. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Apr. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | Note 9 SUBSEQUENT EVENTS On May 11, 2022, the Company received the first payment from Lucy of $100,000 under its sub-license agreement with Lucy and remitted $90,000 to Cedoga according to the Cedoga license agreement. On June 8, 2022, the Company received approval from the Financial Industry Regulatory Authority to effect a 50:1 reverse split of the Companys outstanding common stock. The split was reflected in the public markets on June 9, 2022.and has been given retroactive disclosure in the financial statements. |
ACCOUNTING POLICIES (Policies)
ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Apr. 30, 2022 | |
Accounting Policies [Abstract] | |
Use of estimates | Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Change in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Actual results could differ from those estimates. |
Change in significant accounting policies | Change in significant accounting policies There has been no change in accounting policies from disclosed in the noted to the audited financial statements for the year ended July 31, 2021. |
Recent accounting pronouncements | Recent accounting pronouncements The Company adopts new pronouncements relating to generally accepted accounting principles applicable to the Company as they are issued, which may be in advance of their effective date. The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Companys results of operations, financial position, or cash flow. |
COMMON and PREFERRED STOCK (Det
COMMON and PREFERRED STOCK (Details Narrative) - $ / shares | Jun. 08, 2022 | Apr. 30, 2022 | Aug. 02, 2021 | Jul. 31, 2021 |
Subsequent Event [Line Items] | ||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | ||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | ||
Preferred Stock, Shares Issued | 1,000 | 1,000 | 1,000 | |
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Stockholders' Equity, Reverse Stock Split | On June 8, 2022, the Company received approval from the Financial Industry Regulatory Authority to effect a 50:1 reverse split of the Companys outstanding common stock. |