Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jan. 31, 2020 | Mar. 15, 2020 | |
Document And Entity Information | ||
Entity Registrant Name | mCig, Inc. | |
Entity Central Index Key | 0001525852 | |
Document Type | 10-Q | |
Document Period End Date | Jan. 31, 2020 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --04-30 | |
Entity File Number | 000-55986 | |
Is Entity's Reporting Status Current? | Yes | |
Is Entity's Interactive Data Current? | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 503,374,596 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 | |
Emerging Growth Company | false | |
Small Business | true | |
Entity Shell Company | false | |
Entity Incorporation, State or Country Code | NV |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jan. 31, 2020 | Apr. 30, 2019 |
Current Assets | ||
Cash and cash equivalents | $ 19,766 | $ 281,832 |
Accounts receivable, net | 40,000 | 265,181 |
Inventory | 818,359 | |
Work in Progress | 21,605 | |
Reserve for Cancelled Stock | 1,357,925 | |
Notes and other receivable | 669,359 | 130,193 |
Prepaid expenses | 13,940 | |
Total current assets | 2,087,050 | 1,531,110 |
Property, plant and equipment, net | 2,473 | 2,676,734 |
Cost basis investment | 834,824 | 911,534 |
Equity investments | 2,642,462 | |
Intangible assets, net | 512,537 | 486,896 |
Total assets | 6,079,346 | 5,606,274 |
Current liabilities | ||
Accounts payable and accrued expenses | 180,817 | 830,621 |
Due to shareholder | 83,236 | 1,219,412 |
Other current liabilities | 240,954 | 391,885 |
Deferred revenue | 20,977 | |
Total current liabilities | 505,007 | 2,462,895 |
Long term liabilities | ||
Notes payable | 253,706 | 275,000 |
Total long term liabilities | 253,706 | 275,000 |
Total Liabilities | 758,713 | 2,737,895 |
Stockholders equity | ||
Preferred stock, $0.0001 par value; 50,000,000 shares authorized; 3,350,000 and 4,350,000 shares issued and outstanding, as of January 31, 2020 and April 30, 2019, respectively. | 335 | 435 |
Common stock, $0.0001 par value, voting; 560,000,000 shares authorized; 502,874,596 and 515,124,596 shares issued, and outstanding, as of Januaary 31, 2020 and April 30, 2019, respectively. | 50,287 | 51,512 |
Treasury stock | (680,330) | (680,330) |
Additional paid in capital | 15,311,067 | 13,968,212 |
Accumulated deficit | (9,343,824) | (9,265,671) |
Total stockholders equity | 5,337,535 | 4,074,158 |
Non-controlling interest | (16,902) | (1,205,779) |
Total equity | 5,320,633 | 2,868,379 |
Total liabilities and stockholders equity | $ 6,079,346 | $ 5,606,274 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jan. 31, 2020 | Apr. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Common Stock, Par Value | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 560,000,000 | 560,000,000 |
Common Stock, Issued | 502,874,596 | 515,124,596 |
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 |
Preferred Stock, Issued | 3,350,000 | 4,350,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2020 | Jan. 31, 2019 | Jan. 31, 2020 | Jan. 31, 2019 | |
Statement of Cash Flows [Abstract] | ||||
Sales | $ 33,415 | $ 763,084 | $ 908,871 | $ 1,941,478 |
Construction costs | 6,586 | 186,686 | ||
Merchandise | 20,685 | 322,328 | 498,062 | 884,147 |
Commissions | 33,881 | 28,658 | 83,356 | |
Merchant fees, shipping, and other costs | 347 | 26,241 | 24,183 | 163,032 |
Amortization and depreciation as a COG | 121,159 | 363,135 | ||
Total Cost of Sales | 21,032 | 510,195 | 550,903 | 1,680,356 |
Gross Profit | 12,383 | 252,889 | 357,968 | 261,122 |
Selling, general, and administrative | 83,716 | 144,830 | 379,535 | 383,041 |
Professional fees | 19,900 | 73,578 | 60,023 | 259,956 |
Stock based compensation | 153,000 | 261,000 | 28,990 | |
Marketing & advertising | 559 | 40,098 | 44,316 | 60,487 |
Research and development | ||||
Consultant fees | 36,760 | 142,495 | 207,544 | 632,682 |
Bad Debts | 1,250,000 | 16,243 | 1,250,000 | |
Amortization and depreciation | 67,137 | 69,176 | 208,741 | 219,063 |
Total operating expenses | 361,072 | 1,720,177 | 1,177,402 | 2,834,219 |
Income (Loss) from operations | (348,689) | (1,467,288) | (819,434) | (2,573,097) |
Other income (expense) | (3,414) | 1,541 | 1,032,695 | 25,319 |
Net income (loss) before non-controlling interest | (352,103) | (1,465,747) | 213,261 | (2,547,778) |
Loss on discontinued operations | (307,468) | (16,568) | (319,052) | (16,568) |
Net income(loss) before minority interest | (659,571) | (1,482,315) | (105,791) | (2,564,346) |
Gain attributable to non-controlling interest | $ 14,907 | 731,671 | 33,975 | 1,022,382 |
Net income (loss) attributable to controlling interest | $ (750,644) | $ (71,816) | $ (2,564,358) | |
Basic and diluted (Loss) per share: | ||||
Income(Loss) per share from continuing operations | $ (0.0007) | $ (0.0015) | $ 0.0005 | $ (0.0033) |
Income(Loss) per share | $ (0.0013) | $ (0.0015) | $ (0.0001) | $ (0.0033) |
Weighted average shares outstanding - basic and diluted | 494,192,531 | 502,437,639 | 508,022,241 | 462,457,256 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Jan. 31, 2020 | Jan. 31, 2019 | |
Cash flows from operating activities: | ||
Net (Loss) | $ (71,816) | $ (2,564,358) |
Adjustments to reconcile net loss to net Cash provided by (used in) operating activities: | ||
Depreciation and amortization | 208,741 | 570,739 |
Common stock issued for services | 256,500 | 28,990 |
Net effect to cash flow from non-consolidation | (157,193) | |
Minority Interest in earnings of subsidiaries, Net | 153,365 | |
Decrease (Increase) in: | ||
Accounts receivable, net | 36,928 | (320,164) |
Other receivable | (48,550) | (146,471) |
Inventories | 459,557 | (1,342,837) |
Prepaid expenses and other current assets | 10,100 | 66,112 |
Accounts payable, accrued expenses and taxes payable | (91,630) | 359,653 |
Deferred revenue | (21,257) | 49,165 |
Reserve for uncollectable accounts | (452) | 1,417,284 |
Total adjustment to reconcile net income to net cash | 806,109 | 682,471 |
Net cash provided In operating activities | 734,293 | (1,881,887) |
Cash flows from investing activities: | ||
Cost basis investments | (315,550) | 409,502 |
Acquisition of property, plant and equipment | (149,874) | (179,000) |
Acquisition of intangible assets | 1,459 | 79,912 |
Net cash received in investing activities | (463,965) | 310,414 |
Cash Flows From Financing Activities: | ||
Borrowing from related party, net | 85,695 | 646,427 |
Notes Payable | (172,225) | 91,365 |
Proceeds from Issuance of Stock, Net | (445,864) | 702,028 |
Net Cash Provided By Financing Activities | (532,394) | 1,439,820 |
Net Change in Cash | (262,066) | (131,653) |
Cash at Beginning of Year | 281,832 | 511,950 |
Cash at End of Period | 19,766 | 380,297 |
Supplemental Disclosure of Cash Flows Information: | ||
Cash paid for interest | 13,481 | |
Cash paid for income taxes | ||
Non-cash Investing and Financing Activities: | ||
Stock issued for cannabis licenses in California | 292,500 | |
Stock issued for purchase of CBJ Distributing | 3,043,537 | |
Stock issued for land acquisition in California | 67,500 | |
Intangible Assets exchanges for accounts payable | 27,930 | |
Notes receivable in exchange for accounts payable | 100,000 | |
Land transfer in exchange for accounts payable | 314,105 | |
Settlement of Due to Related Party | 1,221,871 | |
Joint Venture investment with BRRX Management | 166,675 | |
Settlement of CBJ Distributing | $ 1,357,473 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Jan. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | The accompanying consolidated audited financial statements of mCig, Inc., (the "Company", "we", "our"), have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"). Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries and have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). All significant intercompany accounts and transactions have been eliminated. The consolidated financial statements include the accounts of the Company and its subsidiaries: · CAL Foundation (FKA NewCo2, Inc.,) (“CALF”) – 80% ownership · mCig Internet Sales, Inc., (“MINT”) · Tuero Asset Management, Inc. (“TAMI”) · Vapolution, Inc., (“VAPO”) · VitaCig, Inc., (“VITA”) Description of Business The Company was incorporated in the State of Nevada on December 30, 2010 originally under the name Lifetech Industries, Inc. Effective August 2, 2013, the name was changed from "Lifetech Industries, Inc." to "mCig, Inc." reflecting the new business model. All agreements related to the Lifetech business were terminated and closed as of April 30, 2014. It will not have any impact on the current and future operations because all of these agreements are related to the previous business directions of the Company. The Company initially earned revenue through wholesale and retail sales of electronic cigarettes, vaporizers, and accessories in the United States. It offered electronic cigarettes and related products through its online store at www.mcig.org, as well as through the company’s wholesale, distributor, and retail programs. We expanded operations to include the VitaCig brand in 2014. Due to the recent awareness and negative publicity associated with vaping, we elected to shut down this part of the Company’s operation on October 31, 2019. The Company sold the websites and trademarks effective October 31, 2019 in exchange for the reduction of accounts payable to Michael Hawkins, the Company’s former CFO and Paul Rosenberg. (see related party transactions) The Company has been involved in the marijuana and cannabinoid (CBD), and electronic cigarette industries. It currently markets, sales, services, and distributes cannabis wholesale supplies, CBD products, software, and electronic cigarettes, vaporizers, and accessories internationally and in the United States. In FY2015 we began offering hemp based cannabinoid (“CBD”) products through various websites and wholesale distribution. In 2016 the Company expanded its products and services to include construction. In 2018 we added consulting services in the cannabis industry. In addition, we launched a social media platform, 420Cloud, in the cannabis markets. The Company continues to look at strategic acquisitions and product and service developments for future growth. We are currently incubating a cannabis supply company. In 2018 we added agriculture by entering into a relationship with FarmOn! Foundation, a not-for-profit New York based business, planting approximately 13-acres of hemp crops under a license obtained by FarmOn! Foundation in New York state. FarmOn! Foundation has unilaterally attempted to terminate the agreement, has failed to compensate MCIG for the crop, and has failed to reimburse MCIG the funds paid for production of the hemp. MCIG has initiated legal action to protect its shareholders rights and to ensure MCIG is properly compensated for the endeavor. We acquired approximately two acres of land in California City, California and obtained three cannabis licenses (cultivating, manufacturing, and distribution of cannabis products in California). We subsequently transferred the property to Paul Rosenberg in exchange for debt reduction. (See related party transactions) In addition, the Company continues to look at strategic acquisitions in product and service developments for future growth. On June 30, 2018 we acquired 80% of CBJ Distributing, a cannabis supply company in Nevada. On December 12, 2019 we entered into a settlement agreement with minority shareholders of CBJ Distributing, where MCIG would relinquish its ownership of CBJ Distributing in exchange for $120,000 and the return of 4,526,419 shares of MCIG common stock owned by the minority shareholders of CBJ Distributing. The payment of the $120,000 will be paid over a 13-month period, with $45,000 paid on December 12, 2019, $25,000 due on January 25, 2020, and the remainder to be paid in 12 equal month installments of $4,166. MCIG entered into a joint venture agreement with BRRX, Inc., to manage multiple pharmaceutical operations, in anticipation of the development of a premiere retail CBD division. During this fiscal year, we operated multiple websites (which are not incorporated as part of this Form 10Q report). The Company’s primary website is www.mciggroup.com Subsidiaries of the Company The Company currently operates, in addition to mCig, Inc., the following subsidiaries which are consolidated: CAL Foundation (FKA Newco2, Inc) NewCo2, Inc., was created on January 19, 2018 as a California not-for-profit company. We own 80% of the not-for-profit business. NewCo2, Inc., maintains three cannabis licenses in the State of California. On August 6, 2018 the name was changed to Cal Acres Foundation, Inc. mCig Internet Sales, Inc. On June 1, 2016, the Company incorporated mCig Internet Sales, Inc., (“mCig Internet”) in the state of Florida in order to operate our CBD business and to consolidate all wholesale and online retail sales from various websites. mCig Internet is a wholly owned subsidiary of the Company. We closed the CBJ Operations on December 12, 2019. Tuero Asset Management, Inc. We incorporated Tuero Asset Management, Inc., in which to manage all our intellectual and intangible assets. Vapolution, Inc. On January 23, 2014, the Company entered into a Stock Purchase Agreement acquiring 100% ownership in Vapolution, Inc., which manufactures and retails home-use vaporizers. As part of this transaction, .mCig, Inc. issued 5,000,000 common shares to shareholders of Vapolution, Inc. in two separate payments of 2,500,000 common shares. The shareholders of Vapolution, Inc. retained the right to rescind the transaction, which expired on January 23, 2015 but was extended to May 23, 2015. Subsequently, on August 25, 2015, the final payment to the shareholders of Vapolution as extended to September 30, 2015 and the right to rescind the transaction was extended to June 30, 2017. On April 30, 2015 the Company impaired the $625,000 initial investment into Vapolution, Inc., but maintains the $67,500 investment on its balance sheet for the second payment. On January 23, 2014, Paul Rosenberg, CEO of mCig, Inc. cancelled an equal amount (2,500,000 shares) of common shares owned by him resulting in a net non-dilutive transaction to existing mCig, Inc. shareholders. The remaining 2,500,000 of common shares owned by Paul Rosenberg were cancelled to offset the 2,500,000 new shares issued from the treasury to complete the purchase of Vapolution, Inc. On January 17, 2017 the Company entered into a settlement agreement with the previous owners of Vapolution, Inc., whereby they returned to the Company 1,700,000 shares of MCIG common stock, $961 in cash, and $40,541 in inventory. Prior to this, Vapolution was not incorporated in to the consolidated financial statements of the Company. Effective January 17, 2017 we began consolidating Vapolution with the Company’s financial reports. Vapolution, Inc., is wholly owned by mCig, Inc. We closed the Vapolution operation on December 12, 2019. VitaCig, Inc. On May 26, 2016 we incorporated VitaCig, Inc., (“VitaCig”) in the state of Florida. VitaCig headquarters our global e-cig operations. VitaCig, Inc., is a wholly owned subsidiary of the Company. We closed the VitaCig operation on October 31, 2019. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Jan. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Principles of Consolidation The consolidated financial statements include the accounts of the Company, the wholly owned subsidiaries of MINT, TAMI, VAPO, and VITA. We have also consolidated our subsidiaries in which we have controlling interest. These subsidiaries include CAACRES, and CALF. Significant intercompany balances and transactions have been eliminated. Concentration of Credit Risk and Significant Customers Financial instruments which potentially subject the Company to a concentration of credit risk consist principally of temporary cash investments and accounts receivable. The Company places its temporary cash investments with financial institutions insured by the FDIC. Concentrations of credit risk with respect to trade receivables are limited due to the diverse group of customers to whom the Company sells. The Company establishes an allowance for doubtful accounts when events and circumstances regarding the collectability of its receivables warrant based upon factors such as the credit risk of specific customers, historical trends, other information and past bad debt history. The outstanding balances are stated net of an allowance for doubtful accounts. Under Topic 606, revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: · identification of the contract, or contracts, with a customer; · identification of the performance obligations in the contract; · determination of the transaction price; · allocation of the transaction price to the performance obligations in the contract; and · recognition of revenue when, or as, we satisfy a performance obligation. Segment Information In accordance with the provisions of SFAS No. 131 Disclosures about Segments of an Enterprise and Related Information, · Cultivation, Manufacturing, and Distribution · Retail Sales · Media and Technology · Agriculture Inventory In accordance with ASU 2015-11 – Inventory (Topic 330) – Simplifying the Measurement of Inventory As of January 31, 2020, the Company had no allowance for obsolescence. Property, Plant, and Equipment Property, plant and equipment (“PPE”) are stated at cost less accumulated depreciation and amortization. Expenditures for maintenance and repairs are charged to expense as incurred. Additions, improvements and major replacements that extend the life of the asset are capitalized. Depreciation and amortization is recorded using the straight-line method over the estimated useful lives of depreciable assets, which are generally three to five years. Accounts Receivable The Company’s accounts receivable in its retail operations. As the retail division is either paid through credit card processing and prepaid wholesale purchases, the Company projects insignificant amounts of outstanding accounts receivable for its retail division. The Company recognizes receipt of payment at the time the funds are deposited with the merchant services account of the Company. When the merchant services vendor determines to maintain a reserve for potential refunds and chargebacks, the Company reviews the reserve, to i) determine if the reserve is probably uncollectible, and ii) if a loss is probable, a reasonable estimate of the amount of the loss. We then allocate a portion of the reserve for bad debt, in accordance with FASB ASC 450-20-25-2 Intangible Assets The Company’s intangible assets consist of certain website development costs that is amortized over their useful life in accordance with the guidelines of ASC 350-30 General Intangible Other than Goodwill ASC 350-50 Website Development Costs Basic and Diluted Net Loss Per Share The Company follows ASC Topic 260 – Earnings Per Share FASB 2015-06, Earnings Per Share Basic net earnings (loss) per common share are computed by dividing the net earnings (loss) for the period by the weighted average number of common shares outstanding during the period. Diluted earnings (loss) per share are computed using the weighted average number of common and dilutive common stock equivalent shares outstanding during the period. Dilutive common stock equivalent shares consist of Series A convertible preferred stock, convertible debentures, stock options and warrant common stock equivalent shares. Concentration of Credit Risk Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of cash and trade receivables. Concentrations of credit risk with respect to trade receivables are limited due to the clients that comprise our customer base and their dispersion across different business and geographic areas. We estimate and maintain an allowance for potentially uncollectible accounts and such estimates have historically been within management's expectations. We rely almost exclusively on one Chinese factory as our principle supplier for our e-cig products. Therefore, our ability to maintain operations is dependent on this third-party manufacturer. Our cash balances are maintained in accounts held by major banks and financial institutions located in the United States. The Company may occasionally maintain amounts on deposit with a financial institution that are in excess of the federally insured limit of $250,000. The risk is managed by maintaining all deposits in high quality financial institutions. The Company had $0 and $0 in excess of federally insured limits at January 31, 2020 and April 30, 2019. |
Going Concern
Going Concern | 9 Months Ended |
Jan. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | The Company's financial statements are prepared using generally accepted accounting principles, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. Because the business is new and has a limited history and relatively few sales, no certainty of continuation can be stated. The accompanying financial statements for the three months ended October 31, 2019 and 2018 have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has suffered losses from operations and has an accumulated deficit, which raise substantial doubt about its ability to continue as a going concern. Management is taking steps to raise additional funds to address its operating and financial cash requirements to continue operations in the next twelve months. Management has devoted a significant amount of time in the raising of capital from additional debt and equity financing. However, the Company’s ability to continue as a going concern is dependent upon raising additional funds through debt and equity financing and generating revenue. There are no assurances the Company will receive the necessary funding or generate revenue necessary to fund operations. The financial statements contain no adjustments for the outcome of this uncertainty. |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Jan. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | The following is a detail of equipment at January 31, 2020 and April 30, 2019: Property, Plant, and Equipment As of As of January 31, 2019 April 30, 2019 Office furniture $ 29,090 $ 29,090 Rollies machine 5,066 5,066 Computer equipment 1,723 1,544 420 Cloud 3,129,412 3,129,412 Farm equipment 30,765 30,765 Warehouse equipment 193,388 67,471 Plant Development 21,605 - Land 292,500 292,500 Total acquisition cost $ 3,703,549 $ 3,555,848 Accumulated depreciation 892,234 835,986 Write-down 43,128 43,128 Sell of assets 314,105 - Discontinued operations 2,451,609 - Total property, plant, and equipment $ 2,473 $ 2,676,734 Depreciation expense on property, plant and equipment was $255 and $381,876 for the three months ended January 31, 2020 and 2019, respectively. |
Work in Progress
Work in Progress | 9 Months Ended |
Jan. 31, 2020 | |
Notes to Financial Statements | |
Work in Progress | The Company reports its development of the facilities for its land owned in California as work in progress. The Company has expended funds in site development and design. The Company expended $0 for the quarter ending January 31, 2020 and $21,605 for the year ended April 30, 2019. The Company no longer tracks Work in Progress as it no longer has an ownership interest in CAAcres, Inc. |
Inventory
Inventory | 9 Months Ended |
Jan. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory is primarily held in retail sales. Inventory consists of resale items. We had no inventory as of January 31, 2020 compared to $818,359 as of April 30, 2019. |
Accounts Receivable
Accounts Receivable | 9 Months Ended |
Jan. 31, 2020 | |
Accounts Receivable | |
Accounts Receivable | The Company’s accounts receivable is from the settlement agreement with CBJ Distributing in the amount of $40,000 as of January 31, 2020. The amount of accounts receivable from its direct customers as of April 30, 2019 was $265,181. We utilize high risks credit card processing companies. Vendors tasked with accepting all credit card payments for purchases from its customers, are typically held in escrow for potential chargebacks. As traditional credit card processing is unavailable in the cannabis markets, we utilize services that require greater holding periods and higher retention requirements. The Company has negotiated the settlement of CBJ Distributing and as such all the accounts for outstanding receivable owed by customers, including the reserve for uncollectible accounts have been eliminated. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Jan. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | The following reflects our intangible assets: Intangible Assets As of As of January 31, 2020 April 30, 2019 Domains $ 290,468 $ 365,847 Trademarks 400,000 455,860 Website 22,841 30,491 California City cannabis licenses 228,085 - VitaCBD 200,000 200,000 Total acquisition cost $ 1,141,394 $ 1,052,198 Less: Amortization (622,882) (486,447) Adjustment for sale of asset - (72,880) Write-off (5,975) (5,975) Current Intangible Assets $ 512,537 $ 486,896 |
Cost Basis Investments
Cost Basis Investments | 9 Months Ended |
Jan. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Cost Basis Investments | The Company has invested $852,624 through January 31, 2020. A breakdown of these investments includes: Cost Basis Investments As of As of January 31, 2020 April 30, 2019 Stony Hill Corp $ 700,000 $ 700,000 Omni Health, Inc 152,023 152,023 BRRX Management 148,875 - New York Hemp Pilot Program - 50,000 California City cannabis licenses - 225,585 Agri-Contractors, LLC - 160,008 Redfern BioSystems, Inc. 9,949 9,949 Total acquisition cost $ 1,010,847 $ 1,297,565 Impairment (176,023) (386,031) $ 834,824 $ 911,534 The Company reclassified the California City cannabis licenses from a cost basis investment in 2019 to an intangible asset on May 1, 2019 for Fiscal Year 2020. |
Equity Investments
Equity Investments | 9 Months Ended |
Jan. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Investments | As OBITX is no longer a subsidiary controlled by the Company we have reclassified the investment as an equity basis investment. Effective May 1, 2019 OBITX is no longer consolidated with MCIG’s financial statements. The Company records its equity investment (loss) as other income(expense) on the profit and loss statement. The Company has recorded a loss of $156,698 for the nine months ended January 31, 2020. |
Business Segments
Business Segments | 9 Months Ended |
Jan. 31, 2020 | |
Segment Reporting [Abstract] | |
Business Segments | The Company no longer operates primarily in segments. We will continue to report segments for fiscal year 2020 in order to provide our shareholders a comparable performance capability. In FY2019, which ended April 30, 2019, we had 4 segments; i) cultivation, manufacturing, and distribution, ii) retail sales, iii) technology, and iv) agriculture, and vi) corporate. Information concerning the revenues and operating income (loss) for the three and nine months ended January 31, 2020 and 2019, and the identifiable assets for the segments in which the Company operates are shown in the following table: Business Segments For the three months ended January 31, 2020 Construction Retail Technology Agriculture Corporate Total Revenue $ - $ 33,415 $ - $ - $ - $ 33,415 Segment Income (Loss) from Operations - (85,405) - - (559,259) (644,664) Total Assets - 379,637 - - 5,699,709 6,079,346 Capital Expenditures - (149,874) - - 289,030 139,156 Depreciation and Amortization - 24,076 - - 43,061 67,137 For the three months ended January 31, 2019 Construction Retail Technology Agriculture Corporate Total Revenue $ - $ 754,114 $ 8,970 $ - $ - $ 763,084 Segment Income from Operations (54,407) 208,617 (1,436,719) (44,261) (140,518) (1,467,288) Total Assets 641,294 978,299 4,113,713 (79,385) 4,363,153 10,017,074 Capital Expenditures - 72,636 312 - - 72,948 Depreciation and Amortization 2,070 21,316 121,805 2,067 43,077 190,335 Business Segments For the nine months ended January 31, 2020 Construction Retail Technology Agriculture Corporate Total Revenue $ - $ 908,871 $ - $ - $ - $ 908,871 Segment Income (Loss) from Operations - (187,225) - - 115,409 (71,816) Total Assets - 379,637 - - 5,699,709 6,079,346 Capital Expenditures - (149,874) - - 1,459 (148,415) Depreciation and Amortization - 79,526 - - 129,215 208,741 For the nine months ended January 31, 2019 Construction Retail Technology Agriculture Corporate Total Revenue $ 70,000 $ 1,816,188 $ 46,320 $ - $ - $ 1,941,478 Segment Income from Operations (286,002) 341,126 (1,929,462) (243,902) (454,857) (2,564,346) Total Assets 641,294 978,299 4,113,713 (79,385) 4,363,153 10,017,074 Capital Expenditures - 72,636 277,966 (503,554) (232,470) (385,422) Depreciation and Amortization 6,211 75,243 365,312 6,201 129,231 582,198 |
NonGAAP Accounting and GAAP Rec
NonGAAP Accounting and GAAP Reconciliation Net Income and EBITDA | 9 Months Ended |
Jan. 31, 2020 | |
Notes to Financial Statements | |
NonGAAP Accounting and GAAP Reconciliation Net Income and EBITDA | The Company reports all financial information required in accordance with generally accepted accounting principles (GAAP). The Company believes, however, that evaluating its ongoing operating results will be enhanced if it also discloses certain non-GAAP information because it is useful to understand MCIG’s performance that many investors believe may obscure MCIG’s ongoing operational results. For example, MCIG uses non-GAAP net income (Adjusted Net Income), which excludes stock-based compensation, amortization of acquired intangible assets, impairment of intangible assets, costs from acquisitions, restructurings and other infrequently occurring items, non-cash deferred tax provision and litigation and related settlement costs. MCIG uses EBITDA and Adjusted Net Income, which adjusts net income (loss) for amortization of intangible assets, impairment of intangible assets, stock-based compensation, costs related to acquisitions, restructuring and other infrequently occurring items, settlement of litigation, gains or losses on dispositions, pro forma adjustments to exclude lines of business that have been acquired during the periods presented, current cash tax provision, depreciation, and interest expense (income), net. The company believes that excluding certain costs from Adjusted Net Income and EBITDA provides a meaningful indication to investors of the expected on-going operating performance of the company. Whenever MCIG uses such historical non-GAAP financial measures, it provides a reconciliation of historical non-GAAP financial measures to the most closely applicable GAAP financial measure. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these historical non-GAAP financial measures to their most directly comparable GAAP financial measure. The following tables reflect the non-GAAP Consolidated Statements of Operations for the three and nine months ended January 31, 2020 and 2019, respectively. mCig, Inc. and SUBSIDIARIES Adjusted Consolidated Statements of Operations (Unaudited) For the quarter ended January 31, For the nine months ended January 31, 2020 2019 2020 2019 Sales $ 33,415 $ 763,084 $ 908,871 $ 1,941,478 Construction costs - 6,586 - 186,686 Merchandise 20,685 322,328 498,062 884,147 Commissions - 33,881 28,658 83,356 Merchant fees, shipping, and other costs 347 26,241 24,183 163,032 Total Cost of Sales 21,032 389,036 550,903 1,317,221 Gross Profit 12,383 374,048 357,968 624,257 Selling, general, and administrative 83,716 144,830 379,535 383,041 Professional fees 19,900 27,635 60,023 114,984 Marketing & advertising 559 40,098 44,316 60,487 Consultant fees 36,760 142,495 207,544 632,682 Total operating expenses 140,935 355,058 691,418 1,191,194 Income (Loss) from operations (128,552) 18,990 (333,450) (566,937) Other income (expense) - - - - Net income from operations (128,552) 18,990 (333,450) (566,937) Loss on discontinued operations - 6,282 (319,052) 121,300 Net income(loss) before minority interest (128,552) 25,272 (652,502) (445,637) Gain attributable to non-controlling interest 14,907 - 33,975 - Net income (loss) attributable to controlling interest $ (113,645) $ 18,990 $ (618,527) $ (445,637) Basic and diluted (Loss) per share: Income(Loss) per share from continuing operations (0.0002) 0.0000 0.0000 (0.0010) Income(Loss) per share (0.0002) 0.0000 0.0000 (0.0010) Weighted average shares outstanding - basic and diluted 494,192,531 502,437,639 508,022,241 462,457,256 See accompanying notes to unaudited consolidated financial statements. |
Acquisitions
Acquisitions | 9 Months Ended |
Jan. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | On May 1, 2018, the Company exercised its option to acquire CBJ Distributing, LLC. The Company acquired all cash, inventory, prepaid expenses, inventory, fixed assets, and intellectual property for a total of $3,578,861. The Company issued $3,388,078 in MCIG stock at the rate of $0.29 per share and paid $190,783 in cash a\through reduction of loans, option price, and accounts receivable owed by CBJ Distributing to the Company. As a condition to this acquisition, the Company entered into Employment Agreements with Charlie Fox and Alex Levitsky. In accordance to rule, the following table reflects the determination of the purchase price of the CBJ Distributing, LLC business: Acquisition of CBJ Distributing Cash $ 112,557 Accounts Receivable 158,064 Prepaid Expenses 3,840 Inventory 385,379 Fixed Assets 47,758 Total assets acquired $ 707,598 Current Liabilities $ 94,226 Total liabilities assumed $ 94,226 Total Purchase Price Stock issued as part of acquisition (11,293,593) $ 3,388,078 Reduction of Loan Receivable 1,529 Reduction of Accounts Receivable 139,254 Conversion of stock option 50,000 Total Purchase Price $ 3,578,861 Total assets acquired (707,598) Total liabilities assumed 94,226 Gains in assets 540 Investment into CBJ Distributing $ 2,966,029 The Company adjusted the investment to $ 1,198,272 during its impairment analysis at the conclusion of the April 30, 2019 fiscal year audit. On December 12, 2019 we entered into a settlement agreement with minority shareholders of CBJ Distributing, where MCIG would relinquish its ownership of CBJ Distributing in exchange for $120,000 and the return of 4,526,419 shares of MCIG common stock owned by the minority shareholders of CBJ Distributing. The payment of the $120,000 will be paid over a 13-month period, with $45,000 paid on December 12, 2019, $25,000 due on January 25, 2020, and the remainder to be paid in 12 equal month installments of $4,166. |
Related Parties and Related Par
Related Parties and Related Party Transactions | 9 Months Ended |
Jan. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Parties and Related Party Transactions | The Company entered a Line of Credit with Paul Rosenberg (see Subsequent Events) for up to $100,000 in funding on May 1, 2016. During 2016, the Company had various transactions in which Paul Rosenberg, the Company’s CEO and Chairman of the Board personally paid expenses on behalf of the Company. As of April 30, 2018, the Company borrowed $173,312 from Paul Rosenberg. On May 1, 2018, the Company increased the amount of the Line of Credit and Convertible Promissory Note for up to $250,000 in funding by Paul Rosenberg to accurately record the day-to-day transactions of the Company and Paul Rosenberg. In February 2019 we increased the line of credit to $1,000,000. On August 1, 2019 the Company entered into a settlement agreement with Paul Rosenberg. The Company transferred the 80% ownership of CAAcres, Inc., with a book value of $414,105 to Paul Rosenberg in exchange for eliminating the debt of $1,221,871 that was owed under the Line of Credit Agreement as of July 31, 2019. The Company recorded the $907,766 forgiven by Paul Rosenberg as a gain on the sale of an asset. This transaction was not an arms length transaction; however, the benefits were clearly favorable to MCIG. Since August 1, 2019 the Company has borrowed an additional $41,930 from Paul Rosenberg to sustain operations. OBITX has a line of credit agreement with MCIG for up to $1,000,000. Currently OBITX has borrowed $639,358 against the line of credit. The line of credit has been periodically extended to support the initial operations of OBITX. OBITX was previously consolidated with MCIG financial statements, but effective May 1, 2019 MCIG no longer has a controlling interest in OBITX. On October 23, 2019 Paul Rosenberg retired 30,000,000 shares of common stock. On January 31, 2019 the Company entered into a settlement agreement with Paul Rosenberg and Michael Hawkins (who is no longer a related party). MCIG owed Paul Rosenberg $295,724.99 in accounts payable and owed Michael Hawkins $129,140.21 in accounts payable. Paul Rosenberg and Michael Hawkins forgave these balances in exchange for the assignment of the $100,000 senior secured loan owed by Redfern BioSystems, Inc., to MCIG and the VitaCig assets (websites and trademarks), in which the Company was no longer conducting business. The book value of the VitaCig assets was $27,931. The Company recorded the difference between the amount it owed to Paul Rosenberg and Michael Hawkins and the value of the assets it transferred as a gain on the sale of an asset. This transaction was not an arms length transaction; however, the benefits were clearly favorable to MCIG. Mike W. Aertker. become Co-CEO of MCIG Inc. on 5th of July, 2019. He left the company on November 1, 2019. |
Stockholders Equity
Stockholders Equity | 9 Months Ended |
Jan. 31, 2020 | |
Stockholders equity | |
Stockholders Equity | Common Stock As of January 31, 2020, the Company was authorized to issue 560,000,000 common shares at a par value of $0.0001. As of January 31, 2020, the Company had issued and outstanding 502,874,596 common shares. During the nine months ended January 31, 2020 the Company issued 1,500,000 for legal services rendered and 2,500,000 in stock based compensation. The Company issued 3,750,000 in the establishment of BRRX Management, Inc. In addition, on January 23, 2019 Paul Rosenberg retired 30,000,000 shares of common stock. An additional 10,000,000 shares were issued as a conversion of Series A Preferred stock by APO Holdings, LLC. Preferred Stock The Company has authorized 50,000,000 shares of preferred stock, of which it has designated 23,000,000 as Series A Preferred, at $0.0001 par value. The Company has 3,350,000 issued and outstanding as of January 31, 2020. During the quarter ending January 31, 2020 1,000,000 shares of Series A Preferred stock was converted into 10,000,000 shares of common stock. Each share of the Preferred Stock has 10 votes on all matters presented to be voted by the holders of the Company’s common stock. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jan. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | There are no reportable subsequent events. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Jan. 31, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | The consolidated financial statements include the accounts of the Company, the wholly owned subsidiaries of MINT, TAMI, VAPO, and VITA. We have also consolidated our subsidiaries in which we have controlling interest. These subsidiaries include CAACRES, and CALF. Significant intercompany balances and transactions have been eliminated. |
Concentration of Credit Risk and Significant Customers | Financial instruments which potentially subject the Company to a concentration of credit risk consist principally of temporary cash investments and accounts receivable. The Company places its temporary cash investments with financial institutions insured by the FDIC. Concentrations of credit risk with respect to trade receivables are limited due to the diverse group of customers to whom the Company sells. The Company establishes an allowance for doubtful accounts when events and circumstances regarding the collectability of its receivables warrant based upon factors such as the credit risk of specific customers, historical trends, other information and past bad debt history. The outstanding balances are stated net of an allowance for doubtful accounts. Under Topic 606, revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: · identification of the contract, or contracts, with a customer; · identification of the performance obligations in the contract; · determination of the transaction price; · allocation of the transaction price to the performance obligations in the contract; and · recognition of revenue when, or as, we satisfy a performance obligation. |
Segment Information | In accordance with the provisions of SFAS No. 131 Disclosures about Segments of an Enterprise and Related Information, · Cultivation, Manufacturing, and Distribution · Retail Sales · Media and Technology · Agriculture |
Inventory | In accordance with ASU 2015-11 – Inventory (Topic 330) – Simplifying the Measurement of Inventory As of January 31, 2020, the Company had no allowance for obsolescence. |
Property, Plant and Equipment | Property, plant and equipment (“PPE”) are stated at cost less accumulated depreciation and amortization. Expenditures for maintenance and repairs are charged to expense as incurred. Additions, improvements and major replacements that extend the life of the asset are capitalized. Depreciation and amortization is recorded using the straight-line method over the estimated useful lives of depreciable assets, which are generally three to five years. |
Accounts Receivable | The Company’s accounts receivable in its retail operations. As the retail division is either paid through credit card processing and prepaid wholesale purchases, the Company projects insignificant amounts of outstanding accounts receivable for its retail division. The Company recognizes receipt of payment at the time the funds are deposited with the merchant services account of the Company. When the merchant services vendor determines to maintain a reserve for potential refunds and chargebacks, the Company reviews the reserve, to i) determine if the reserve is probably uncollectible, and ii) if a loss is probable, a reasonable estimate of the amount of the loss. We then allocate a portion of the reserve for bad debt, in accordance with FASB ASC 450-20-25-2 |
Intangible Assets | The Company’s intangible assets consist of certain website development costs that is amortized over their useful life in accordance with the guidelines of ASC 350-30 General Intangible Other than Goodwill ASC 350-50 Website Development Costs |
Basic and Diluted Net Loss Per Share | The Company follows ASC Topic 260 – Earnings Per Share FASB 2015-06, Earnings Per Share Basic net earnings (loss) per common share are computed by dividing the net earnings (loss) for the period by the weighted average number of common shares outstanding during the period. Diluted earnings (loss) per share are computed using the weighted average number of common and dilutive common stock equivalent shares outstanding during the period. Dilutive common stock equivalent shares consist of Series A convertible preferred stock, convertible debentures, stock options and warrant common stock equivalent shares. |
Concentration of Credit Risk | Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of cash and trade receivables. Concentrations of credit risk with respect to trade receivables are limited due to the clients that comprise our customer base and their dispersion across different business and geographic areas. We estimate and maintain an allowance for potentially uncollectible accounts and such estimates have historically been within management's expectations. We rely almost exclusively on one Chinese factory as our principle supplier for our e-cig products. Therefore, our ability to maintain operations is dependent on this third-party manufacturer. Our cash balances are maintained in accounts held by major banks and financial institutions located in the United States. The Company may occasionally maintain amounts on deposit with a financial institution that are in excess of the federally insured limit of $250,000. The risk is managed by maintaining all deposits in high quality financial institutions. The Company had $0 and $0 in excess of federally insured limits at January 31, 2020 and April 30, 2019. |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Jan. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property, Plant, and Equipment As of As of January 31, 2019 April 30, 2019 Office furniture $ 29,090 $ 29,090 Rollies machine 5,066 5,066 Computer equipment 1,723 1,544 420 Cloud 3,129,412 3,129,412 Farm equipment 30,765 30,765 Warehouse equipment 193,388 67,471 Plant Development 21,605 - Land 292,500 292,500 Total acquisition cost $ 3,703,549 $ 3,555,848 Accumulated depreciation 892,234 835,986 Write-down 43,128 43,128 Sell of assets 314,105 - Discontinued operations 2,451,609 - Total property, plant, and equipment $ 2,473 $ 2,676,734 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Jan. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible Assets As of As of January 31, 2020 April 30, 2019 Domains $ 290,468 $ 365,847 Trademarks 400,000 455,860 Website 22,841 30,491 California City cannabis licenses 228,085 - VitaCBD 200,000 200,000 Total acquisition cost $ 1,141,394 $ 1,052,198 Less: Amortization (622,882) (486,447) Adjustment for sale of asset - (72,880) Write-off (5,975) (5,975) Current Intangible Assets $ 512,537 $ 486,896 |
Cost Basis Investments (Tables)
Cost Basis Investments (Tables) | 9 Months Ended |
Jan. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Cost Basis Investments | Cost Basis Investments As of As of January 31, 2020 April 30, 2019 Stony Hill Corp $ 700,000 $ 700,000 Omni Health, Inc 152,023 152,023 BRRX Management 148,875 - New York Hemp Pilot Program - 50,000 California City cannabis licenses - 225,585 Agri-Contractors, LLC - 160,008 Redfern BioSystems, Inc. 9,949 9,949 Total acquisition cost $ 1,010,847 $ 1,297,565 Impairment (176,023) (386,031) $ 834,824 $ 911,534 |
Business Segments (Tables)
Business Segments (Tables) | 3 Months Ended | 9 Months Ended |
Jan. 31, 2020 | Jan. 31, 2020 | |
Segment Reporting [Abstract] | ||
Schedule of Segment Reporting | Business Segments For the three months ended January 31, 2020 Construction Retail Technology Agriculture Corporate Total Revenue $ - $ 33,415 $ - $ - $ - $ 33,415 Segment Income (Loss) from Operations - (85,405) - - (559,259) (644,664) Total Assets - 379,637 - - 5,699,709 6,079,346 Capital Expenditures - (149,874) - - 289,030 139,156 Depreciation and Amortization - 24,076 - - 43,061 67,137 For the three months ended January 31, 2019 Construction Retail Technology Agriculture Corporate Total Revenue $ - $ 754,114 $ 8,970 $ - $ - $ 763,084 Segment Income from Operations (54,407) 208,617 (1,436,719) (44,261) (140,518) (1,467,288) Total Assets 641,294 978,299 4,113,713 (79,385) 4,363,153 10,017,074 Capital Expenditures - 72,636 312 - - 72,948 Depreciation and Amortization 2,070 21,316 121,805 2,067 43,077 190,335 | Business Segments For the nine months ended January 31, 2020 Construction Retail Technology Agriculture Corporate Total Revenue $ - $ 908,871 $ - $ - $ - $ 908,871 Segment Income (Loss) from Operations - (187,225) - - 115,409 (71,816) Total Assets - 379,637 - - 5,699,709 6,079,346 Capital Expenditures - (149,874) - - 1,459 (148,415) Depreciation and Amortization - 79,526 - - 129,215 208,741 For the nine months ended January 31, 2019 Construction Retail Technology Agriculture Corporate Total Revenue $ 70,000 $ 1,816,188 $ 46,320 $ - $ - $ 1,941,478 Segment Income from Operations (286,002) 341,126 (1,929,462) (243,902) (454,857) (2,564,346) Total Assets 641,294 978,299 4,113,713 (79,385) 4,363,153 10,017,074 Capital Expenditures - 72,636 277,966 (503,554) (232,470) (385,422) Depreciation and Amortization 6,211 75,243 365,312 6,201 129,231 582,198 |
NonGAAP Accounting and GAAP R_2
NonGAAP Accounting and GAAP Reconciliation Net Income and EBITDA (Tables) | 9 Months Ended |
Jan. 31, 2020 | |
Notes to Financial Statements | |
Schedule of NonGAAP Consolidated Statements of Operations | mCig, Inc. and SUBSIDIARIES Adjusted Consolidated Statements of Operations (Unaudited) For the quarter ended January 31, For the nine months ended January 31, 2020 2019 2020 2019 Sales $ 33,415 $ 763,084 $ 908,871 $ 1,941,478 Construction costs - 6,586 - 186,686 Merchandise 20,685 322,328 498,062 884,147 Commissions - 33,881 28,658 83,356 Merchant fees, shipping, and other costs 347 26,241 24,183 163,032 Total Cost of Sales 21,032 389,036 550,903 1,317,221 Gross Profit 12,383 374,048 357,968 624,257 Selling, general, and administrative 83,716 144,830 379,535 383,041 Professional fees 19,900 27,635 60,023 114,984 Marketing & advertising 559 40,098 44,316 60,487 Consultant fees 36,760 142,495 207,544 632,682 Total operating expenses 140,935 355,058 691,418 1,191,194 Income (Loss) from operations (128,552) 18,990 (333,450) (566,937) Other income (expense) - - - - Net income from operations (128,552) 18,990 (333,450) (566,937) Loss on discontinued operations - 6,282 (319,052) 121,300 Net income(loss) before minority interest (128,552) 25,272 (652,502) (445,637) Gain attributable to non-controlling interest 14,907 - 33,975 - Net income (loss) attributable to controlling interest $ (113,645) $ 18,990 $ (618,527) $ (445,637) Basic and diluted (Loss) per share: Income(Loss) per share from continuing operations (0.0002) 0.0000 0.0000 (0.0010) Income(Loss) per share (0.0002) 0.0000 0.0000 (0.0010) Weighted average shares outstanding - basic and diluted 494,192,531 502,437,639 508,022,241 462,457,256 See accompanying notes to unaudited consolidated financial statements. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Jan. 31, 2020 | |
Business Combinations [Abstract] | |
Schedule of Acquisition #12 | Acquisition of CBJ Distributing Cash $ 112,557 Accounts Receivable 158,064 Prepaid Expenses 3,840 Inventory 385,379 Fixed Assets 47,758 Total assets acquired $ 707,598 Current Liabilities $ 94,226 Total liabilities assumed $ 94,226 Total Purchase Price Stock issued as part of acquisition (11,293,593) $ 3,388,078 Reduction of Loan Receivable 1,529 Reduction of Accounts Receivable 139,254 Conversion of stock option 50,000 Total Purchase Price $ 3,578,861 Total assets acquired (707,598) Total liabilities assumed 94,226 Gains in assets 540 Investment into CBJ Distributing $ 2,966,029 |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details Narrative) | 9 Months Ended |
Jan. 31, 2020 | |
Date of Incorporation | Dec. 30, 2010 |
Current Fiscal Year End Date | --04-30 |
Subsidiary #1 | |
Date of Incorporation | May 10, 2018 |
Subsidiary #2 | |
Date of Incorporation | Jan. 19, 2018 |
Percentage of Ownership | 80.00% |
Subsidiary #5 | |
Date of Incorporation | Jun. 1, 2016 |
Percentage of Ownership | 100.00% |
Subsidiary #8 | |
Date of Agreement | Jan. 17, 2017 |
Percentage of Ownership | 100.00% |
Date Operations Closed | Dec. 12, 2019 |
Subsidiary #9 | |
Date of Incorporation | May 26, 2016 |
Percentage of Ownership | 100.00% |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2020 | Jan. 31, 2019 | Jan. 31, 2020 | Jan. 31, 2019 | Apr. 30, 2019 | |
Accounting Policies [Abstract] | |||||
Bad Debt, Uncollectable Reserve | $ 0 | $ 0 | |||
Marketing & advertising | $ 559 | $ 40,098 | 44,316 | 60,487 | |
Research and development | |||||
Federally insured limit | 250,000 | 250,000 | |||
Federally insured limit, excess | $ 0 | 0 | $ 0 | ||
Cost basis investments | $ (315,550) | $ 409,502 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property and Equipment (Details) - USD ($) | Jan. 31, 2020 | Apr. 30, 2019 |
Write-downs | $ 43,128 | $ 43,128 |
Sell of Assets | 314,105 | |
Discontinued operations | 2,451,609 | |
Total Property and Equipment | 2,473 | 2,676,734 |
Office Equipment | ||
Equipment Expense | 29,090 | 29,090 |
Other Machinery | ||
Equipment Expense | 5,066 | 5,066 |
Computer Equipment | ||
Equipment Expense | 1,723 | 1,544 |
420 Cloud | ||
Equipment Expense | 3,129,412 | 3,129,412 |
Ag Equipment | ||
Equipment Expense | 30,765 | 30,765 |
Warehouse Equipment | ||
Equipment Expense | 193,388 | 67,471 |
Plant Dev | ||
Equipment Expense | 21,605 | |
Land | ||
Equipment Expense | 292,500 | 292,500 |
Total | ||
Depreciation | $ 892,234 | $ 835,986 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details Narrative) - USD ($) | Jan. 31, 2020 | Apr. 30, 2019 |
Property Plant And Equipment | ||
Depreciation expense | $ 255 | $ 381,876 |
Work in Progress (Details Narra
Work in Progress (Details Narrative) - USD ($) | Jan. 31, 2020 | Apr. 30, 2019 |
Work In Progress | ||
Work in Progress | $ 21,605 |
Inventory (Details Narrative)
Inventory (Details Narrative) - USD ($) | Jan. 31, 2020 | Apr. 30, 2019 | Oct. 31, 2018 |
Inventory | $ 818,359 | ||
Retail Sales | |||
Inventory | $ 818,359 |
Accounts Receivable (Details Na
Accounts Receivable (Details Narrative) - USD ($) | Jan. 31, 2020 | Apr. 30, 2019 |
Accounts Receivable, Net | $ 40,000 | $ 265,181 |
Retail Sales | ||
Accounts Receivable, Net | $ 265,181 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | Jan. 31, 2020 | Apr. 30, 2019 |
Adjustment for sale of asset | $ (72,880) | |
Intangible Assets, Write-offs | (5,975) | (5,975) |
Total Intangible Assets | 512,537 | 486,896 |
Internet Domains | ||
Finite Lived intangible assets, gross carrying amount | 290,468 | 365,847 |
Trademarks | ||
Finite Lived intangible assets, gross carrying amount | 400,000 | 455,637 |
Website Designs | ||
Finite Lived intangible assets, gross carrying amount | 22,841 | 30,491 |
CA Licenses | ||
Finite Lived intangible assets, gross carrying amount | 228,085 | |
VitaCBD | ||
Finite Lived intangible assets, gross carrying amount | 200,000 | 200,000 |
Total | ||
Finite Lived intangible assets, gross carrying amount | 1,141,394 | 1,052,198 |
Finite Lived intangible assets, accumulated amortization | $ (622,882) | $ (486,447) |
Cost Basis Investments - Schedu
Cost Basis Investments - Schedule of Cost Basis Investments (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Jan. 31, 2020 | Apr. 30, 2019 | |
Investments | $ 852,624 | |
Impairment | (176,023) | $ (386,031) |
Cost basis investment | 834,824 | 911,534 |
#1 | ||
Investments | 700,000 | 700,000 |
#2 | ||
Investments | 152,023 | 152,023 |
#3 | ||
Investments | 148,875 | |
#4 | ||
Investments | 50,000 | |
#5 | ||
Investments | 225,585 | |
#7 | ||
Investments | 160,008 | |
#8 | ||
Investments | $ 9,949 | $ 9,949 |
Cost Basis Investments (Details
Cost Basis Investments (Details Narrative) | 9 Months Ended |
Jan. 31, 2020USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | $ 852,624 |
Equity Investments (Details Nar
Equity Investments (Details Narrative) | 9 Months Ended |
Jan. 31, 2020USD ($) | |
Equity Investments Details Narrative Abstract | |
Equity Investment (loss) | $ 156,698 |
Business Segments - Schedule of
Business Segments - Schedule of Segment Reporting (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2020 | Jan. 31, 2019 | Jan. 31, 2020 | Jan. 31, 2019 | |
Revenue | $ 33,415 | $ 763,084 | $ 908,871 | $ 1,941,478 |
Depreciation and Amortization | 208,741 | 570,739 | ||
Construction Segment | ||||
Revenue | 70,000 | |||
Segment Income (Loss) from Operations | (54,407) | (286,002) | ||
Total Assets | 641,294 | 641,294 | ||
Capital Expenditures | ||||
Depreciation and Amortization | 2,070 | 6,211 | ||
Retail Segment | ||||
Revenue | 908,871 | 1,816,188 | ||
Segment Income (Loss) from Operations | (187,255) | 341,126 | ||
Total Assets | 379,637 | 978,299 | ||
Capital Expenditures | (149,874) | 72,636 | ||
Depreciation and Amortization | 79,526 | 75,243 | ||
Media Segment | ||||
Revenue | 8,970 | 46,320 | ||
Segment Income (Loss) from Operations | (1,436,719) | (1,929,462) | ||
Total Assets | 4,113,713 | 4,113,713 | ||
Capital Expenditures | 312 | 277,966 | ||
Depreciation and Amortization | 121,805 | 365,312 | ||
Ag Segment | ||||
Revenue | ||||
Segment Income (Loss) from Operations | (44,261) | (243,902) | ||
Total Assets | (79,385) | (79,385) | ||
Capital Expenditures | (503,554) | |||
Depreciation and Amortization | 2,067 | 6,201 | ||
Corporate Segment | ||||
Revenue | ||||
Segment Income (Loss) from Operations | (559,259) | (140,518) | 115,409 | (454,857) |
Total Assets | 5,699,709 | 4,363,153 | 5,699,709 | 4,362,153 |
Capital Expenditures | 289,030 | 1,459 | (232,470) | |
Depreciation and Amortization | 43,061 | 43,077 | 129,215 | 129,231 |
Total | ||||
Revenue | 33,415 | 763,084 | 908,871 | 1,941,478 |
Segment Income (Loss) from Operations | (644,664) | (1,467,288) | (71,816) | (2,564,346) |
Total Assets | 6,079,346 | 10,017,074 | 6,079,346 | 10,017,074 |
Capital Expenditures | 139,156 | 72,948 | (148,415) | (385,422) |
Depreciation and Amortization | 67,137 | 190,335 | $ 208,741 | $ 582,198 |
Retail Segment | ||||
Revenue | 33,415 | 754,114 | ||
Segment Income (Loss) from Operations | (85,405) | 208,617 | ||
Total Assets | 379,637 | 978,299 | ||
Capital Expenditures | (149,874) | 72,636 | ||
Depreciation and Amortization | $ 24,076 | $ 31,316 |
NonGAAP Accounting and GAAP R_3
NonGAAP Accounting and GAAP Reconciliation Net Income and EBITDA - Schedule of Non-GAAP Consolidated Statements of Operations (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2020 | Jan. 31, 2019 | Jan. 31, 2020 | Jan. 31, 2019 | |
Sales | $ 33,415 | $ 763,084 | $ 908,871 | $ 1,941,478 |
Construction costs | 6,586 | 186,686 | ||
Merchandise | 20,685 | 322,328 | 498,062 | 884,147 |
Commissions | 33,881 | 28,658 | 83,356 | |
Merchant fees, shipping, and other costs | 347 | 26,241 | 24,183 | 163,032 |
Amortization and depreciation as a COG | 121,159 | 363,135 | ||
Total Cost of Sales | 21,032 | 510,195 | 550,903 | 1,680,356 |
Gross Profit | 12,383 | 252,889 | 357,968 | 261,122 |
Selling, general, and administrative | 83,716 | 144,830 | 379,535 | 383,041 |
Professional Fees | 19,900 | 73,578 | 60,023 | 259,956 |
Stock based compensation | 153,000 | 261,000 | 28,990 | |
Marketing & advertising | 559 | 40,098 | 44,316 | 60,487 |
Research and development | ||||
Consultant Fees | 36,760 | 142,495 | 207,544 | 632,682 |
Bad Debts | 1,250,000 | 16,243 | 1,250,000 | |
Amortization and depreciation | 67,137 | 69,176 | 208,741 | 219,063 |
Total Operating Expenses | 361,072 | 1,720,177 | 1,177,402 | 2,834,219 |
Income (Loss) from operations | (348,689) | (1,467,288) | (819,434) | (2,573,097) |
Other income (expense) | (3,414) | 1,541 | 1,032,695 | 25,319 |
Net income (loss) before non-controlling interest | (352,103) | (1,465,747) | 213,261 | (2,547,778) |
Loss on discontinued operations | (307,468) | (16,568) | (319,052) | (16,568) |
Net income (loss) before minority interest | (659,571) | (1,482,315) | (105,791) | (2,564,346) |
Gain (Loss) Attributable to Non-Controlling Interest | $ 14,907 | 731,671 | 33,975 | 1,022,382 |
Net Income (Loss) Attributable to Controlling Interest | $ (750,644) | $ (71,816) | $ (2,564,358) | |
Basic and diluted (Loss) per share: | ||||
Income(Loss) per share from Continuing Operations | $ (0.0007) | $ (0.0015) | $ 0.0005 | $ (0.0033) |
Income(Loss) Per Share | $ (0.0013) | $ (0.0015) | $ (0.0001) | $ (0.0033) |
Weighted Average Shares Outstanding - Basic and Diluted | 494,192,531 | 502,437,639 | 508,022,241 | 462,457,256 |
Adjustments | ||||
Sales | $ 33,415 | $ 763,084 | $ 1,941,478 | $ 1,178,710 |
Construction costs | 6,586 | 186,686 | 180,100 | |
Merchandise | 20,685 | 322,328 | 884,147 | 561,820 |
Commissions | 33,881 | 83,356 | 49,475 | |
Merchant fees, shipping, and other costs | 347 | 26,241 | 163,032 | 136,883 |
Amortization and depreciation as a COG | 21,032 | 389,036 | 1,317,221 | |
Total Cost of Sales | 12,383 | 374,048 | 624,257 | 928,278 |
Gross Profit | 83,716 | 144,830 | 383,041 | 250,432 |
Selling, general, and administrative | 19,900 | 27,635 | 114,984 | 241,045 |
Professional Fees | 39,029 | 57,623 | 220,598 | |
Marketing & advertising | 559 | 40,098 | 44,316 | 60,487 |
Consultant Fees | 36,760 | 142,495 | 207,544 | 632,682 |
Total Operating Expenses | 140,935 | 355,058 | 691,418 | 1,191,194 |
Income (Loss) from operations | (128,552) | 18,990 | (333,450) | (566,937) |
Other income (expense) | ||||
Net income (loss) before non-controlling interest | (128,552) | 18,990 | (333,450) | (566,937) |
Loss on discontinued operations | 6,282 | (319,052) | 121,300 | |
Net income (loss) before minority interest | (128,552) | 25,272 | (652,502) | (445,637) |
Gain (Loss) Attributable to Non-Controlling Interest | 14,907 | 33,975 | ||
Net Income (Loss) Attributable to Controlling Interest | $ (113,645) | $ 18,990 | $ (618,527) | $ (445,637) |
Basic and diluted (Loss) per share: | ||||
Income(Loss) per share from Continuing Operations | $ (0.0002) | $ 0 | $ 0 | $ (0.0010) |
Income(Loss) Per Share | $ (0.0002) | $ 0 | $ 0 | $ (0.0010) |
Weighted Average Shares Outstanding - Basic and Diluted | 494,192,531 | 502,437,639 | 508,022,241 | 462,457,256 |
Acquisitions - Schedule of Acqu
Acquisitions - Schedule of Acquisitions (Details) - USD ($) | 9 Months Ended | |
Jan. 31, 2020 | Apr. 30, 2019 | |
Cash and cash equivalents | $ 19,766 | $ 281,832 |
Accounts receivable, net | 40,000 | 265,181 |
Prepaid expenses | 13,940 | |
Inventory | 818,359 | |
Intangible assets, net | 512,537 | 486,896 |
Total assets | 6,079,346 | 5,606,274 |
Total current liabilities | 505,007 | 2,462,895 |
Total Liabilities | 758,713 | 2,737,895 |
Notes receivable | 669,359 | $ 130,193 |
CBJ | ||
Cash and cash equivalents | 112,557 | |
Accounts receivable, net | 158,064 | |
Prepaid expenses | 3,840 | |
Inventory | 385,379 | |
Intangible assets, net | 47,758 | |
Total assets | 707,598 | |
Total current liabilities | 94,226 | |
Total Liabilities | $ 94,226 | |
Shares Issued, Purchase of Assets | 3,388,078 | |
Notes receivable | $ 1,529 | |
Related Party Receivable | 139,254 | |
Conversion of stock option | 50,000 | |
Total Purchase Price | 3,578,861 | |
Total assets acquired | 707,598 | |
Total liabilities assumed | 94,226 | |
Gains not in ordinary course of business | 540 | |
Investment | $ 2,966,029 |
Acquisitions (Details Narrative
Acquisitions (Details Narrative) - USD ($) | 9 Months Ended | |
Jan. 31, 2020 | Apr. 30, 2019 | |
Shares Issued, Par Value | $ 0.0001 | $ 0.0001 |
CBJ | ||
Date of Agreement | May 1, 2018 | |
Shares Issued, Purchase of Assets | 3,388,078 | |
Shares Issued, Par Value | $ 0.29 | |
Cash Payment for Acquisition | $ 190,783 | |
Total Purchase Price | 3,578,861 | |
Impairment of Purchase | $ 1,198,272 | |
Settlement Agmt of CBJ | ||
Date of Agreement | Dec. 12, 2019 | |
Total Purchase Price | $ 120,000 | |
Shares Returned | 4,526,419 |
(FINISH) Related Parties and Re
(FINISH) Related Parties and Related Party Transactions (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Jan. 31, 2020 | Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2016 | |
Shares retired | 30,000,000 | |||
Settlement Agmt | ||||
Date of Agreement | Jan. 31, 2019 | |||
Shares retired | 30,000,000 | |||
Line of Credit Agmt | ||||
Date of Agreement | Feb. 28, 2018 | May 1, 2018 | May 1, 2016 | |
Line of Credit, Borrowing Capacity | $ 1,000,000 | $ 250,000 | $ 100,000 | |
Line of Credit, Borrowed | $ 41,930 | |||
Debt forgiven | (1,221,871) | $ (907,766) | ||
Line of Credit Agmt - OBITX | ||||
Line of Credit, Borrowing Capacity | 1,000,000 | |||
Line of Credit, Borrowed | $ 639,358 |
Stockholders Equity (Details Na
Stockholders Equity (Details Narrative) - $ / shares | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Jan. 31, 2020 | Jan. 31, 2020 | Apr. 30, 2019 | |
Equity [Abstract] | |||
Common Stock, Par Value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 560,000,000 | 560,000,000 | 560,000,000 |
Common Stock, Issued | 502,874,596 | 502,874,596 | 515,124,596 |
Stock issued for services, shares | 1,500,000 | ||
Shares retired | 30,000,000 | ||
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 | 50,000,000 |
Preferred Stock, Issued | 3,350,000 | 3,350,000 | 4,350,000 |
Preferred Stock, Shares Converted | 10,000,000 | ||
Stock converted from preferred to common, shares | 1,000,000 | ||
Preferred Stock, Series A, Designated | 23,000,000 | 23,000,000 | 23,000,000 |
Stock issued from ESOP, shares | 2,500,000 | ||
Shares Issued, investing acquisitions, shares | 3,750,000 |