Document and Entity Information
Document and Entity Information - USD ($) | Oct. 30, 2017 | Jul. 31, 2017 | Jan. 31, 2017 |
Details | |||
Registrant Name | HAMMER FIBER OPTICS HOLDINGS CORP | ||
Registrant CIK | 1,539,680 | ||
SEC Form | 10-K | ||
Period End date | Jul. 31, 2017 | ||
Fiscal Year End | --07-31 | ||
Trading Symbol | hmmr | ||
Tax Identification Number (TIN) | 981,032,170 | ||
Number of common stock shares outstanding | 60,503,341 | ||
Public Float | $ 0 | ||
Filer Category | Smaller Reporting Company | ||
Current with reporting | Yes | ||
Voluntary filer | No | ||
Well-known Seasoned Issuer | No | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Entity Incorporation, State Country Name | Nevada | ||
Entity Address, Address Line One | 311 Broadway | ||
Entity Address, City or Town | Point Pleasant Beach | ||
Entity Address, State or Province | NJ | ||
Entity Address, Postal Zip Code | 8,742 | ||
City Area Code | 844 | ||
Local Phone Number | 413-2600 | ||
Entity Listing, Par Value Per Share | $ 0.001 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jul. 31, 2017 | Jul. 31, 2016 |
Assets, Current | ||
Cash and cash equivalents | $ 528,380 | $ 563,754 |
Accounts Receivable | 7,488 | 0 |
Notes, Loans and Financing Receivable, Net, Current | 750,000 | 815,000 |
Other Assets, Current | 69,791 | 82,011 |
Assets, Current | 1,355,659 | 1,460,765 |
Other Assets | ||
Property, Plant and Equipment, Net | 5,005,016 | 5,122,383 |
Intangible Assets, Net (Excluding Goodwill) | 18,934 | 18,934 |
Notes, Loans and Financing Receivable, Net, Noncurrent | 235,000 | 235,000 |
Total other assets | 5,258,950 | 5,376,317 |
Assets | 6,614,609 | 6,837,082 |
Liabilities, Current | ||
Accounts Payable, Current | 111,612 | 651,215 |
Long-term Debt and Capital Lease Obligations, Current | 6,905 | 28,040 |
Current portion of long-term notes payable - related parties | 1,210,000 | 933,333 |
Accrued interest | 107,094 | 201,684 |
Liabilities, Current | 1,435,611 | 1,814,272 |
Notes and Loans, Noncurrent | 0 | 14,022 |
Notes payable - related parties | 2,394,567 | 2,167,167 |
Liabilities | 3,830,178 | 3,995,461 |
Stockholders' Equity Attributable to Parent | ||
Common Stock, Value, Issued | 60,503 | 60,503 |
Additional Paid in Capital | 10,625,287 | 5,422,284 |
Retained Earnings (Accumulated Deficit) | (7,901,359) | (2,641,166) |
Stockholders' Equity Attributable to Parent | 2,784,431 | 2,841,621 |
Liabilities and Equity | $ 6,614,609 | $ 6,837,082 |
Consolidated Balance Sheets - P
Consolidated Balance Sheets - Parenthetical - $ / shares | Jul. 31, 2017 | Jul. 31, 2016 |
Details | ||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 250,000,000 | 250,000,000 |
Common Stock, Shares, Issued | 60,503,341 | 60,503,341 |
Common Stock, Shares, Outstanding | 60,503,341 | 60,503,341 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Details | ||
Revenue, Net | $ 87,692 | $ 0 |
Costs and Expenses | ||
Operations and maintenance | 23,979 | 0 |
General and administrative | 4,134,652 | 1,704,010 |
Depreciation, Depletion and Amortization, Nonproduction | 872,103 | 302,458 |
Total operating expenses | 5,030,734 | 2,006,468 |
Operating Income (Loss) | (4,943,042) | (2,006,468) |
OTHER INCOME (EXPENSE) | ||
Interest Expense | (351,643) | (201,684) |
Interest income | 32,642 | 2,841 |
Other Income | 1,850 | 17,212 |
Total other income (expense) | (317,151) | (181,631) |
NET LOSS | $ (5,260,193) | $ (2,188,099) |
Weighted Average Number of Shares Outstanding, Basic and Diluted | 60,503,341 | 59,821,788 |
Loss per common share - basic and diluted | $ (0.09) | $ (0.04) |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) | Common Stock | Additional Paid-in Capital | Stock Subscription Receivble | Retained Earnings | Total |
Equity Balance, Starting at Jul. 31, 2015 | $ 10,465 | $ 2,988,524 | $ (4,000) | $ (459,954) | $ 2,535,035 |
Shares Outstanding, Starting at Jul. 31, 2015 | 10,464,980 | ||||
Subscription Receivable, Amount | $ 0 | 0 | 4,000 | 0 | 4,000 |
Subscription Receivable, Shares | 0 | ||||
Stock Issued During Period, Value, New Issues | $ 36,903 | 2,299,420 | 0 | 0 | 2,336,323 |
Stock Issued During Period, Shares, New Issues | 36,902,820 | ||||
Stock Issued During Period, Value, Issued for Services | $ 2,632 | 144,843 | 0 | 0 | 147,475 |
Stock Issued During Period, Shares, Issued for Services | 2,632,200 | ||||
Recapitalization, Amount | $ 10,503 | (10,503) | 0 | 0 | 0 |
Recapitalization, Shares | 10,503,341 | ||||
Net Income (Loss) | $ 0 | 0 | 0 | (2,181,212) | (2,181,212) |
Equity Balance, Ending at Jul. 31, 2016 | $ 60,503 | 5,422,284 | 0 | (2,641,166) | 2,841,621 |
Shares Outstanding, Ending at Jul. 31, 2016 | 60,503,341 | ||||
Stock Issued During Period, Value, New Issues | $ 0 | 5,203,003 | 0 | 0 | 5,203,003 |
Stock Issued During Period, Shares, New Issues | 0 | ||||
Net Income (Loss) | $ 0 | 0 | 0 | (5,260,193) | (5,260,193) |
Equity Balance, Ending at Jul. 31, 2017 | $ 60,503 | $ 10,263,287 | $ 0 | $ (7,901,359) | $ 2,784,431 |
Shares Outstanding, Ending at Jul. 31, 2017 | 60,503,341 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Cash flows from operating activities: | ||
Net Income (Loss) | $ (5,260,193) | $ (2,188,099) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 872,103 | 302,458 |
Changes in operating assets and liabilities: | ||
Increase (Decrease) in other current assets | 12,220 | (82,011) |
(Increase) in Accounts Receivable | (7,488) | |
(Decrease) Increase in accounts payable | (560,078) | 350,848 |
Increase in accrue d interest | 99,477 | 197,554 |
Services received for common stock issued | 0 | 147,475 |
Net cash used in operating activities | (4,843,959) | (449,453) |
Cash flows from investing activities: | ||
Acquisition of property and equipment | (734,261) | (3,834,417) |
Acquisition of intangible assets | 0 | (8,384) |
Cash repaid (loaned) on note receivable | 65,000 | (1,050,000) |
Net cash used in investing activities | (669,261) | (4,892,801) |
Cash flows from financing activities: | ||
Proceeds from loans payable | 310,000 | 320,000 |
Repayment of loans payable | (35,157) | (267,000) |
Proceeds from subscription of shares held by subsidiary | 5,203,003 | 2,340,323 |
Net cash provided by financing activities | 5,477,846 | 5,343,803 |
Net increase (decrease) in cash | (35,374) | (820,773) |
Cash and cash equivalents | 563,754 | 1,384,527 |
Cash and cash equivalents | 528,380 | 563,754 |
Cash Flow, Noncash Investing and Financing Activities Disclosure | ||
Interest Paid | $ 250,831 | $ 194,067 |
NOTE 1 - ORGANIZATION AND DESCR
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 ORGANIZATION AND DESCRIPTION OF BUSINESS Hammer Fiber Optics Holdings Corp. (the Company) is an alternative telecommunications carrier formed to provide high capacity broadband through a wireless access network. Hammer Fiber Optics Holdings Corp. is the parent company and sole shareholder of Hammer Wireless Corporation. The financial statements for Hammer Fiber Optics Holdings Corp. and its wholly-owned subsidiary are reported on a consolidated basis. All significant intercompany accounts and transactions have been eliminated. |
NOTE 2 - CORPORATE HISTORY AND
NOTE 2 - CORPORATE HISTORY AND BACKGROUND ON MERGER | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 2 - CORPORATE HISTORY AND BACKGROUND ON MERGER | NOTE 2 CORPORATE HISTORY AND BACKGROUND ON MERGER The originally t . . On On h On chang fro Tanari Powe Holdings Inc t Hamme Fibe Optic Holding Corp Th Pla o Merge als provide fo fo 1,000 i On the g i |
NOTE 3 - SUMMARY OF SIGNIFICANT
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The consolidated t t Use of estimates The n n n u t d i Cash and cash equivalents Cash Property and equipment Property e m a Impairment of long-lived assets The i Notes Receivable These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Subsequent to initial recognition, they are recorded at amortized cost less any provision for impairment. Individually significant receivables are considered for impairment when they are past due or when other objective evidence is received that a specific counterparty is more likely than not to default. The Company has not recognized any related impairment losses. Indefinite lived intangible assets The Company reviews property, plant and equipment, inventory component prepayments and certain identifiable intangibles, excluding goodwill, for impairment. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by comparison of their carrying amounts to future undiscounted cash flows the assets are expected to generate. If property, plant and equipment, inventory component prepayments and certain identifiable intangibles are considered to be impaired, the impairment to be recognized equals the amount by which the carrying value of the assets exceeds its fair value. The Company has not recorded any related impairment losses. The Company does not amortize goodwill and intangible assets with indefinite useful lives, rather such assets are required to be tested for impairment at least annually or sooner whenever events or changes in circumstances indicate that the assets may be impaired. The Company has not recorded any related impairment losses. Capitalized software costs Costs incurred during the application development stage for software programs are capitalized. These costs consist primarily of direct costs incurred for professional services provided by third parties and compensation costs of employees which relate to software developed for internal use during the application stage. Costs incurred in the preliminary project stage of development and the post-implementation stage are expensed in the periods when they are incurred. Capitalized software costs are included in property and equipment, net and are being amortized over their estimated useful life of five years. Revenue recognition The Company recognizes revenues and the related costs when a sales or service arrangement exists, delivery and acceptance has occurred or service has been rendered, the price is fixed or determinable, and collection of the resulting receivable is reasonably assured. Amounts invoiced or collected in advance of product delivery or providing services are recorded as deferred revenue or customer deposits. The company accrues for sales returns, bad debts, and other allowances based on its historical experience. The Companys revenues consist primarily of subscription agreements for its broadband internet and voice-over-IP phone services. Residential broadband service delivered to customers over the Companys hybrid fiber and wireless network in Atlantic County, New Jersey is the primary revenue source. Revenues are supplemented by phone and add-on services. Broadband services delivered via fiber optics to enterprise businesses account for the remaining sources of revenue. Services are billed monthly to subscribers on either a one-year or two-year contract for residential customers and three-year contracts for enterprise business customers. Revenue begins accruing as service is delivered at commencement of the customers service contract. Income taxes The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, Accounting for Income Taxes. The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities and for operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized. As of July 31, 2017, the Company did not have any amounts recorded pertaining to uncertain tax positions. Fair value measurements The S The ASC u r m v Level e Level i e c t The l v Consolidation of financial statements Hammer Fiber Optics Holdings Corp. is the parent company and sole shareholder of Hammer Wireless Corporation. The financial statements for Hammer Fiber Optics Holdings Corp. and its wholly-owned subsidiary are reported on a consolidated basis. All significant intercompany accounts and transactions have been eliminated. Basic and Diluted Earnings (Loss) per Common Share The m Recent accounting pronouncements The |
NOTE 4 - GOING CONCERN
NOTE 4 - GOING CONCERN | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 4 - GOING CONCERN | NOTE 4 GOING CONCERN The The Company has consistently l The a h h o The Company intends continue to issuance of debt and/or the may |
NOTE 5 - NOTES RECEIVABLE
NOTE 5 - NOTES RECEIVABLE | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 5 - NOTES RECEIVABLE | NOTE 5 NOTES RECEIVABLE During fiscal period ending July 31, 2016 the Company entered into a loan agreement with Zena Capital LLC for the aggregate amount of $1,000,000 . The agreement requires repayment of the loan at a rate of $185,000 per month for 5 months with a final payment of $75,000 in month 6 plus accumulated interest. As of July 31, 2017, two payments have been received. A payment of $185,000 was received in July 2016 and a payment of $65,000 was received in December 2016, leaving an outstanding balance of $750,000 at July 31, 2017. The note continues to be in default. The loan is collateralized by Hammer common stock issued in the name of Zena Capital LLC having a market value greater than the outstanding loan balance. Hammer has determined to continue to hold such stock in escrow for the benefit of Hammer at this time. Based upon the market value of the Hammer stock held in escrow, and therefore subject to forfeiture by Zena Capital LLC, the Company believes the outstanding balance is fully collectible. If Hammer concludes to re-acquire the collateral in advance of the loan being repaid, the Company would record an allowance for bad debts against the note. A reserve has therefore not been recorded as of July 31, 2017. During the fiscal year ended July 31, 2016, the Company entered into a loan agreement with MEK Investments Inc. for an aggregate amount of $235,000 . The loan matures June 30, 2018 at which time the principal is due in its entirety, in addition to simple interest accrued at 3%. |
NOTE 6 - PROPERTY AND EQUIPMENT
NOTE 6 - PROPERTY AND EQUIPMENT | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 6 - PROPERTY AND EQUIPMENT | NOTE 6 PROPERTY AND EQUIPMENT As s Amount Life Computer m $ 3,398,440 5 Office i 82,460 5-6 Computer 63,508 3 Capitalized 1,880,554 5,424,962 Less (302,579) Total $ 5,122,383 As s Amount Life Computer m $ 3,993,914 5 Building & Structures 110,516 10 Office i 94,287 5-6 Computer 79,952 3 Capitalized 1,880,554 5 6,159,223 Less (1,174,682) Total $ 5,005,016 Depreciation expense was $872,103 and $302, 458for the years ended July 31, 2017 and 2016, respectively. |
NOTE 7 - INDEFINITE LIVED INTAN
NOTE 7 - INDEFINITE LIVED INTANGIBLE ASSETS | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 7 - INDEFINITE LIVED INTANGIBLE ASSETS | NOTE 7 INDEFINITE LIVED INTANGIBLE ASSETS The Company has routinely potential i n |
NOTE 8 - RELATED PARTY TRANSACT
NOTE 8 - RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 8 - RELATED PARTY TRANSACTIONS | NOTE 8 RELATED PARTY TRANSACTIONS On October 9, 2016, the Company entered into a short term loan agreement with a family member of a member of the Companys Board of Directors. Under the agreement, the lender advanced $100,000 to the Company for the purpose of providing working capital. The loan is for a period of 6 months and shall accumulate interest at an annual rate of 3%. The Company is currently in default on this loan. On September 15, 2016, the Company received $210,000 from a family member of a member of the Board of Directors, also for the purpose of working capital, and has recorded such amount as a deposit in anticipation of executing a loan agreement. During the fiscal year ended July 31, 2016, the Company entered into two promissory notes with a related party (Lender) for an aggregate amount of $2,400,000 and $1,000,000, respectively. The $2,400,000 note matures on December 31, 2018. The terms consist of ten principal and interest payments due quarterly in the amount of $300,000 for total payments of $3,000,000. The Company is currently in default on this loan. A payment of $129,831, representing a portion of accrued interest, was made during the three months ended April 30, 2017. The $1,000,000 note matures June 9, 2018 at which time the principal is due in its entirety, in addition to simple interest accrued at 3%. |
NOTE 9 - INCOME TAXES
NOTE 9 - INCOME TAXES | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 9 - INCOME TAXES | NOTE 9 - INCOME TAXES Our s r o The a Income e o $ (2,188,099) Change 2,188,099 Income t $ - The e h e o Net $ 2,188,099 Valuation (2,188,009) Net $ - The a Income e o $ (1,841,068) Change 1,841,068 Income t $ - The e h e o Net $ 7,448,202 Valuation (7,448,202) Net $ - The i t s |
NOTE 10 - STOCKHOLDERS' EQUITY
NOTE 10 - STOCKHOLDERS' EQUITY | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 10 - STOCKHOLDERS' EQUITY | NOTE 10 STOCKHOLDERS EQUITY In July 2016, certain shareholders of the Company contributed 9,291,670 restricted shares of their common stock to the Companys wholly-owned subsidiary, Hammer Wireless Corporation, for the purpose of effecting acquisitions, joint ventures or other business combinations with third parties. Then, Hammer Wireless sold a portion of these restricted shares to third parties and contributed the proceeds to the Company. Since such contribution was an inter-company transaction, any impact on the financial statements is eliminated in the consolidation of these financial statements. During the year ended July 31, 2016, the Company issued an additional 759,619 Class A shares and 992,481 Class B shares for proceeds of $3,140,094. After the merger effected July 19, 2016 the Company had 60,503,341 common shares outstanding with a par value of $0.001 per share. The Class A share of HFOI have been converted to common stock and as a result the company currently has only one class of stock (common). During the twelve months ended July 31, 2017, the Company received cash of $5,203,003 from the sale of 787,563 shares of Hammer Fiber Optics Holdings Corp. held by Hammer Wireless Corporation, and sold to third parties. These transactions represent capital contributions and did not result in an increase in shares outstanding. During the twelve months ended July 31, 2016 the company had been recapitalized and subsequently, received cash of $2,336,323 from the sale of 36,902,820 shares of Hammer Fiber Optics Holdings Corp. held by Hammer Wireless Corporation. In addition, 2,632,200 shares were issued for services from shares held by Hammer Wireless Corporation. |
NOTE 11 - COMMITMENTS AND LEASE
NOTE 11 - COMMITMENTS AND LEASES | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 11 - COMMITMENTS AND LEASES | NOTE 11 COMMITMENTS AND LEASES The Company is committed under numerous operating leases for its offices and various installations of operating equipment. The office leases are commitments of 1 to 3 years and have extension options of varying live. Equipment and installation locations have varying leases of between 3 and 5 years and also have varying renewal options of up to 5 years at a time for 15 additional years The Company is also committed to long term technical agreements governed under service orders with several different major telecommunications operators for access to dark fiber in conjunction with rack space and power at data centers. Commitments on these technical agreements run from 5 to 10 years. Future Minimum Lease Payments Fiscal Year Ending 2018 $846,459 Fiscal Year Ending 2019 $834,969 Fiscal Year Ending 2020 $820,464 Fiscal Year Ending 2021 $404,276 Fiscal Year Ending 2022 and thereafter $1,197,056 |
NOTE 12 - SUBSEQUENT EVENTS
NOTE 12 - SUBSEQUENT EVENTS | 12 Months Ended |
Jul. 31, 2017 | |
Notes | |
NOTE 12 - SUBSEQUENT EVENTS | NOTE 12 SUBSEQUENT EVENTS Subsequent to July 31, 017, the Company received cash of $1,398,509 from the sale of 199,787 shares of Hammer Fiber Optics Holdings Corp. held by Hammer Wireless Corporation, and sold to third parties. The Company also issued 24,000 shares of common stock for services to employees of the Company from the shares held by Hammer Wireless Corporation. |
NOTE 3 - SUMMARY OF SIGNIFICA19
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Basis of presentation (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Basis of presentation | Basis of presentation The consolidated t t |
NOTE 3 - SUMMARY OF SIGNIFICA20
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Use of estimates (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Use of estimates | Use of estimates The n n n u t d i |
NOTE 3 - SUMMARY OF SIGNIFICA21
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Cash and cash equivalents (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Cash and cash equivalents | Cash and cash equivalents Cash |
NOTE 3 - SUMMARY OF SIGNIFICA22
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Property and equipment (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Property and equipment | Property and equipment Property e m a |
NOTE 3 - SUMMARY OF SIGNIFICA23
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Impairment of long-lived assets (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Impairment of long-lived assets | Impairment of long-lived assets The i |
NOTE 3 - SUMMARY OF SIGNIFICA24
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Notes receivable (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Notes receivable | Notes Receivable These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Subsequent to initial recognition, they are recorded at amortized cost less any provision for impairment. Individually significant receivables are considered for impairment when they are past due or when other objective evidence is received that a specific counterparty is more likely than not to default. The Company has not recognized any related impairment losses. |
NOTE 3 - SUMMARY OF SIGNIFICA25
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Indefinite-lived intangible assets (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Indefinite-lived intangible assets | Indefinite lived intangible assets The Company reviews property, plant and equipment, inventory component prepayments and certain identifiable intangibles, excluding goodwill, for impairment. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by comparison of their carrying amounts to future undiscounted cash flows the assets are expected to generate. If property, plant and equipment, inventory component prepayments and certain identifiable intangibles are considered to be impaired, the impairment to be recognized equals the amount by which the carrying value of the assets exceeds its fair value. The Company has not recorded any related impairment losses. The Company does not amortize goodwill and intangible assets with indefinite useful lives, rather such assets are required to be tested for impairment at least annually or sooner whenever events or changes in circumstances indicate that the assets may be impaired. The Company has not recorded any related impairment losses. |
NOTE 3 - SUMMARY OF SIGNIFICA26
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Capitalized software costs (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Capitalized software costs | Capitalized software costs Costs incurred during the application development stage for software programs are capitalized. These costs consist primarily of direct costs incurred for professional services provided by third parties and compensation costs of employees which relate to software developed for internal use during the application stage. Costs incurred in the preliminary project stage of development and the post-implementation stage are expensed in the periods when they are incurred. Capitalized software costs are included in property and equipment, net and are being amortized over their estimated useful life of five years. |
NOTE 3 - SUMMARY OF SIGNIFICA27
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Revenue recognition (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Revenue recognition | Revenue recognition The Company recognizes revenues and the related costs when a sales or service arrangement exists, delivery and acceptance has occurred or service has been rendered, the price is fixed or determinable, and collection of the resulting receivable is reasonably assured. Amounts invoiced or collected in advance of product delivery or providing services are recorded as deferred revenue or customer deposits. The company accrues for sales returns, bad debts, and other allowances based on its historical experience. The Companys revenues consist primarily of subscription agreements for its broadband internet and voice-over-IP phone services. Residential broadband service delivered to customers over the Companys hybrid fiber and wireless network in Atlantic County, New Jersey is the primary revenue source. Revenues are supplemented by phone and add-on services. Broadband services delivered via fiber optics to enterprise businesses account for the remaining sources of revenue. Services are billed monthly to subscribers on either a one-year or two-year contract for residential customers and three-year contracts for enterprise business customers. Revenue begins accruing as service is delivered at commencement of the customers service contract. |
NOTE 3 - SUMMARY OF SIGNIFICA28
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Income taxes (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Income taxes | Income taxes The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, Accounting for Income Taxes. The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities and for operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized. As of July 31, 2017, the Company did not have any amounts recorded pertaining to uncertain tax positions. |
NOTE 3 - SUMMARY OF SIGNIFICA29
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Fair value measurements (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Fair value measurements | Fair value measurements The S The ASC u r m v Level e Level i e c t The l v |
NOTE 3 - SUMMARY OF SIGNIFICA30
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Consolidation of financial statements (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Consolidation of financial statements | Consolidation of financial statements Hammer Fiber Optics Holdings Corp. is the parent company and sole shareholder of Hammer Wireless Corporation. The financial statements for Hammer Fiber Optics Holdings Corp. and its wholly-owned subsidiary are reported on a consolidated basis. All significant intercompany accounts and transactions have been eliminated. |
NOTE 3 - SUMMARY OF SIGNIFICA31
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Basic and Diluted Earnings (Loss) per Common Share (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Basic and Diluted Earnings (Loss) per Common Share | Basic and Diluted Earnings (Loss) per Common Share The m |
NOTE 3 - SUMMARY OF SIGNIFICA32
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Recent Accounting Pronouncements (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Policies | |
Recent Accounting Pronouncements | Recent accounting pronouncements The |
NOTE 6 - PROPERTY AND EQUIPME33
NOTE 6 - PROPERTY AND EQUIPMENT: Property, Plant and Equipment (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Tables/Schedules | |
Property, Plant and Equipment | As s Amount Life Computer m $ 3,398,440 5 Office i 82,460 5-6 Computer 63,508 3 Capitalized 1,880,554 5,424,962 Less (302,579) Total $ 5,122,383 As s Amount Life Computer m $ 3,993,914 5 Building & Structures 110,516 10 Office i 94,287 5-6 Computer 79,952 3 Capitalized 1,880,554 5 6,159,223 Less (1,174,682) Total $ 5,005,016 |
NOTE 9 - INCOME TAXES_ Schedule
NOTE 9 - INCOME TAXES: Schedule of Income Tax Expense, Deferred Tax Assets and Liabilities, and Reconciliation of Income Tax Benefit (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Tables/Schedules | |
Schedule of Income Tax Expense, Deferred Tax Assets and Liabilities, and Reconciliation of Income Tax Benefit | The a Income e o $ (2,188,099) Change 2,188,099 Income t $ - The e h e o Net $ 2,188,099 Valuation (2,188,009) Net $ - The a Income e o $ (1,841,068) Change 1,841,068 Income t $ - The e h e o Net $ 7,448,202 Valuation (7,448,202) Net $ - |
NOTE 11 - COMMITMENTS AND LEA35
NOTE 11 - COMMITMENTS AND LEASES: Schedule of Future Minimum Lease Payments (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Tables/Schedules | |
Schedule of Future Minimum Lease Payments | Fiscal Year Ending 2018 $846,459 Fiscal Year Ending 2019 $834,969 Fiscal Year Ending 2020 $820,464 Fiscal Year Ending 2021 $404,276 Fiscal Year Ending 2022 and thereafter $1,197,056 |
NOTE 2 - CORPORATE HISTORY AN36
NOTE 2 - CORPORATE HISTORY AND BACKGROUND ON MERGER (Details) | 12 Months Ended |
Jul. 31, 2017 | |
Details | |
Entity Incorporation, State Country Name | Nevada |
Entity Incorporation, Date of Incorporation | Sep. 23, 2010 |
NOTE 5 - NOTES RECEIVABLE (Deta
NOTE 5 - NOTES RECEIVABLE (Details) | Jul. 31, 2017USD ($) |
Zena Capital LLC | |
Financing Receivable, Gross | $ 1,000,000 |
MEK Investments Inc. | |
Financing Receivable, Gross | $ 235,000 |
NOTE 6 - PROPERTY AND EQUIPME38
NOTE 6 - PROPERTY AND EQUIPMENT: Property, Plant and Equipment (Details) - USD ($) | Jul. 31, 2017 | Jul. 31, 2016 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | $ (1,174,682) | $ (302,579) |
Property, Plant and Equipment, Net | 5,005,016 | 5,122,383 |
Computer Equipment | ||
Property, Plant and Equipment, Gross | $ 3,993,914 | $ 3,398,440 |
Property, Plant and Equipment, Useful Life | 5 years | 5 years |
Office Equipment | ||
Property, Plant and Equipment, Gross | $ 94,287 | $ 82,460 |
Software Development | ||
Property, Plant and Equipment, Gross | $ 79,952 | $ 63,508 |
Property, Plant and Equipment, Useful Life | 3 years | 3 years |
Other Capitalized Property Plant and Equipment | ||
Property, Plant and Equipment, Gross | $ 1,880,554 | $ 1,880,554 |
Property, Plant and Equipment, Useful Life | 5 years | |
Building | ||
Property, Plant and Equipment, Gross | $ 110,516 | |
Property, Plant and Equipment, Useful Life | 10 years | |
Minimum | Office Equipment | ||
Property, Plant and Equipment, Useful Life | 5 years | 5 years |
Maximum | Office Equipment | ||
Property, Plant and Equipment, Useful Life | 6 years | 6 years |
NOTE 7 - INDEFINITE LIVED INT39
NOTE 7 - INDEFINITE LIVED INTANGIBLE ASSETS (Details) - USD ($) | Jul. 31, 2017 | Jul. 31, 2016 |
Details | ||
Intangible Assets, Net (Excluding Goodwill) | $ 18,934 | $ 18,934 |
NOTE 8 - RELATED PARTY TRANSA40
NOTE 8 - RELATED PARTY TRANSACTIONS (Details) | 12 Months Ended |
Jul. 31, 2017USD ($) | |
Family member of a member of the Company's Board of Directors | |
Related Party Transaction, Date | Oct. 9, 2016 |
Related Party Transaction, Description of Transaction | Company entered into a short term loan agreement with a family member of a member of the Company’s Board of Directors |
Related Party Transaction, Amounts of Transaction | $ 100,000 |
Related Party Transaction, Terms and Manner of Settlement | loan is for a period of 6 months |
Related Party Transaction, Rate | 3.00% |
Revenue from Related Parties | $ 210,000 |
Promissory Note with related party | |
Related Party Transaction, Description of Transaction | Company entered into two promissory notes with a related party (“Lender”) |
Related Party Transaction, Terms and Manner of Settlement | terms consist of ten principal and interest payments due quarterly |
Promissory Note with related party - 1 | |
Related Party Transaction, Amounts of Transaction | $ 2,400,000 |
Promissory Note with related party - 2 | |
Related Party Transaction, Amounts of Transaction | $ 1,000,000 |
NOTE 9 - INCOME TAXES_ Schedu41
NOTE 9 - INCOME TAXES: Schedule of Income Tax Expense, Deferred Tax Assets and Liabilities, and Reconciliation of Income Tax Benefit (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Details | ||
Federal Statutory Rate | 35.00% | 35.00% |
Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount | $ (1,841,068) | $ (2,188,099) |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 1,841,068 | 2,188,099 |
Income Tax Expense (Benefit) | 0 | 0 |
Deferred Tax Assets, Operating Loss Carryforwards | 7,448,202 | 2,188,099 |
Deferred Tax Assets, Valuation Allowance | (7,448,202) | (2,188,009) |
Deferred Tax Assets, Net of Valuation Allowance | $ 0 | $ 0 |
NOTE 10 - STOCKHOLDERS' EQUITY
NOTE 10 - STOCKHOLDERS' EQUITY (Details) - $ / shares | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 19, 2016 | |
Common Stock, Shares, Outstanding | 60,503,341 | 60,503,341 | 60,503,341 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | $ 0.001 |
In July 2016 | |||
Equity Method Investment, Additional Information | certain shareholders of the Company contributed 9,291,670 restricted shares of their common stock to the Company’s wholly-owned subsidiary, Hammer Wireless Corporation | ||
During the year ended July 31, 2016 | |||
Equity Method Investment, Additional Information | Company issued an additional 759,619 Class A shares and 992,481 Class B shares for proceeds of $3,140,094 | ||
During the twelve months ended July 31, 2017 | |||
Equity Method Investment, Additional Information | Company received cash of $5,203,003 from the sale of 787,563 shares of Hammer Fiber Optics Holdings Corp. | ||
During the twelve months ended July 31, 2016 | |||
Equity Method Investment, Additional Information | company had been recapitalized and subsequently, received cash of $2,336,323 from the sale of 36,902,820 shares of Hammer Fiber Optics Holdings Corp. held by Hammer Wireless Corporation | ||
From shares held by Hammer Wireless Corporation | |||
Stock Issued During Period, Shares, Issued for Services | 2,632,200 |
NOTE 11 - COMMITMENTS AND LEA43
NOTE 11 - COMMITMENTS AND LEASES (Details) | 12 Months Ended |
Jul. 31, 2017 | |
Office leases | |
Long-term Purchase Commitment, Description | commitments of 1 to 3 years and have extension options of varying live |
Equipment and installation | |
Long-term Purchase Commitment, Description | varying leases of between 3 and 5 years and also have varying renewal options of up to 5 years at a time for 15 additional years |
Technical agreements | |
Long-term Purchase Commitment, Description | Commitments on these technical agreements run from 5 to 10 years |
NOTE 11 - COMMITMENTS AND LEA44
NOTE 11 - COMMITMENTS AND LEASES: Schedule of Future Minimum Lease Payments (Details) | Jul. 31, 2017USD ($) |
Details | |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | $ 846,459 |
Operating Leases, Future Minimum Payments, Due in Two Years | 834,969 |
Operating Leases, Future Minimum Payments, Due in Three Years | 820,464 |
Operating Leases, Future Minimum Payments, Due in Four Years | 404,276 |
Operating Leases, Future Minimum Payments, Due Thereafter | $ 1,197,056 |
NOTE 12 - SUBSEQUENT EVENTS (De
NOTE 12 - SUBSEQUENT EVENTS (Details) | 12 Months Ended |
Jul. 31, 2017 | |
Event 1 | |
Subsequent Event, Description | Company received cash of $1,398,509 from the sale of 199,787 shares |
Event 2 | |
Subsequent Event, Description | Company also issued 24,000 shares of common stock for services |