Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Oct. 31, 2017 | Dec. 19, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | BLACK CACTUS GLOBAL, INC. | |
Entity Central Index Key | 1,575,345 | |
Document Type | 10-Q | |
Trading Symbol | ENVV | |
Document Period End Date | Oct. 31, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --04-30 | |
Entity a Well-known Seasoned Issuer | No | |
Entity a Voluntary Filer | No | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 157,900,000 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,018 |
BALANCE SHEETS (Unaudited)
BALANCE SHEETS (Unaudited) - USD ($) | Oct. 31, 2017 | Apr. 30, 2017 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 255 | $ 3 |
Prepaid expenses (Note 9) | 167,981 | |
TOTAL ASSETS | 168,236 | 3 |
CURRENT LIABILITIES | ||
Accounts payable and accrued liabilities | 74,648 | 37,151 |
Amount payable for BitReturn (Note 8) | 350,000 | |
Due to related parties (Note 6) | 415,012 | 1,872 |
Loans payable (Note 7) | 45,778 | 32,916 |
Total Current Liabilities | 885,438 | 71,939 |
Loans payable (Note 7) | 33,782 | |
Total Liabilities | 885,438 | 105,721 |
STOCKHOLDERS' DEFICIT | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized, of which 10,000 shares designated as Series A, no shares issued and outstanding (Note 10) | ||
Common stock, $0.0001 par value; 490,000,000 shares authorized; 97,900,000 and 83,000,000 shares issued and outstanding as of October 31, 2017 and April 30, 2017, respectively (Note 10) | $ 9,790 | $ 8,300 |
Share subscriptions received | 14,000 | |
Additional paid-in capital | $ 2,637,546 | $ 74,559 |
Accumulated deficit | (3,364,538) | (202,577) |
Total Stockholders' Deficit | (717,202) | (105,718) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 168,236 | $ 3 |
BALANCE SHEETS (Unaudited) (Par
BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Oct. 31, 2017 | Apr. 30, 2017 | May 09, 2014 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Preferred stock, issued | |||
Preferred stock, outstanding | |||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, authorized | 490,000,000 | 490,000,000 | 240,000,000 |
Common stock, issued | 97,900,000 | 83,000,000 | |
Common stock, outstanding | 97,900,000 | 83,000,000 | |
Series A Preferred Stock [Member] | |||
Preferred stock, authorized | 10,000 | 10,000 | 10,000 |
STATEMENTS OF OPERATIONS AND CO
STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Oct. 31, 2016 | |
OPERATING EXPENSES | ||||
Consulting (Note 9) | $ 275,951 | $ 700,948 | ||
General and administrative | 9,823 | 20,308 | 22,192 | 19,245 |
Professional fees | 62,764 | 90,158 | ||
Product development and website costs (Note 8) | 93,476 | 2,348,663 | ||
NET LOSS AND COMPREHENSIVE LOSS | $ (442,014) | $ (20,308) | $ (3,161,961) | $ (19,245) |
NET LOSS PER COMMON SHARE, BASIC AND DILUTED (in dollars per share) | $ 0 | $ 0 | $ (0.03) | $ 0 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED (in shares) | 97,900,000 | 80,000,000 | 93,762,465 | 80,000,000 |
STATEMENTS OF CASH FLOWS (Unaud
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 6 Months Ended | |
Oct. 31, 2017 | Oct. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (3,161,961) | $ (19,245) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Accretion of loan discounts | 1,971 | 449 |
Issuance of common stock for BitReturn (Note 8) | 1,900,000 | |
Issuance of common stock for services | 483,333 | |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (1,314) | |
Accounts payable and accrued liabilities | 36,561 | |
Amount payable for BitReturn | 350,000 | |
Net Cash Used in Operating Activities | (391,410) | (18,796) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Advances from related party, net of repayments | 413,681 | (17,362) |
Proceeds from loans payable, net of repayments | (22,974) | 38,075 |
Net Cash Provided by Financing Activities | 390,707 | 20,713 |
Net effect of exchange rate changes on cash | 955 | (1,757) |
Net Increase in Cash and Cash Equivalents | 252 | 160 |
Cash and Cash Equivalents, Beginning of Period | 3 | |
Cash and Cash Equivalents, End of Period | 255 | 160 |
SUPPLEMENTARY CASH FLOW INFORMATION: | ||
Interest paid | ||
Income taxes paid |
NATURE OF BUSINESS
NATURE OF BUSINESS | 6 Months Ended |
Oct. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS | 1. NATURE OF BUSINESS Black Cactus Global, Inc. (formerly Envoy Group Corp.) (the “Company”), was incorporated in the State of Florida on April 8, 2013. The address of the head office is Suite 200, 8275 South Eastern Avenue, Las Vegas, Nevada 89123. In December 2017 the Company acquired an exclusive software license for the Black Cactus blockchain development software platform and related intellectual property (the “Software”) and the Agreement includes a contract with the CEO of Black Cactus LLC to become a Director and Officer of the Company. The Company plans to use the Software platform to create a crypto trading exchange to support crypto and fiat currencies, music publishing, distribution, supply chain, medical research and trials (refer to Note 11). On December 4, 2017, the Company changed its name to “Black Cactus Global, Inc.”. |
GOING CONCERN
GOING CONCERN | 6 Months Ended |
Oct. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | 2. GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has had no revenue or operations, and only incurred losses since inception. As at October 31, 2017, the Company has a working capital deficiency of $717,202 and an accumulated deficit of $3,364,538. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. In view of these matters, the Company’s ability to continue as a going concern is dependent upon the Company’s ability to raise sufficient financing to acquire or develop a profitable business. The Company intends to finance its future development activities and its working capital needs largely from the sale of public equity securities with some additional funding from other traditional financing sources, including related party advances and term notes until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Oct. 31, 2017 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | 3. SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION These unaudited financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States of America (“US GAAP”), and are expressed in United States dollars. The Company’s fiscal year-end is April 30. These interim unaudited financial statements have been prepared in accordance with US GAAP for interim financial information and with the instructions to Securities and Exchange Commission (“SEC”) Form 10-Q. They do not include all of the information and footnotes required by US GAAP to complete financial statements. Therefore, these interim financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended April 30, 2017, included in the Company’s Annual Report on Form 10-K filed with the SEC. The financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company’s financial position at October 31, 2017, and the results of its operations for the three and six months ended October 31, 2017 and cash flows for the six months ended October 31, 2017. The results of operations for the period ended October 31, 2017 are not necessarily indicative of the results to be expected for future quarters or the full year. The significant accounting policies followed are: USE OF ESTIMATES The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates related to fair value measurements, stock-based compensation and deferred income tax asset valuation allowance. Actual results could differ from those estimates. FINANCIAL INSTRUMENTS ASC 825, Financial Instruments, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 825 prioritizes the inputs into three levels that may be used to measure fair value: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The financial instruments consist principally of cash and cash equivalents, accounts payable, due to related party and loans payable. The fair value of cash and cash equivalents when applicable is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. The Company believes that the recorded values of all other financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or durations. Assets measured at fair value on a recurring basis were presented on the Company’s balance sheet as of October 31, 2017 and April 30, 2017: Fair Value Measurements Using Quoted Prices in Significant Active Markets Other Significant For Identical Observable Unobservable Balance as of Balance as of Instruments Inputs Inputs October 31, April 30, (Level 1) (Level 2) (Level 3) 2017 2017 Assets: Cash and cash equivalents $ 255 $ — $ — $ 255 $ 3 The Company does not have any liabilities measured at fair value on a recurring basis presented on the Company’s balance sheet as of October 31, 2017, and April 30, 2017. Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents. The Company limits its exposure to credit loss by placing its cash and cash equivalents with high credit quality financial institutions. RECENT ACCOUNTING PRONOUNCEMENTS The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
FINANCIAL RISK FACTORS
FINANCIAL RISK FACTORS | 6 Months Ended |
Oct. 31, 2017 | |
Financial Risk Factors | |
FINANCIAL RISK FACTORS | 4. FINANCIAL RISK FACTORS LIQUIDITY RISK Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at October 31, 2017, the Company has a cash balance of $255 and current liabilities of $885,438. The Company’s accounts payable and accrued liabilities have contractual maturities of less than 60 days and are subject to normal trade terms. The ability of the Company to continue to identify and evaluate feasible business opportunities, develop products and generate working capital is dependent on its ability to secure additional equity or debt financing. FOREIGN EXCHANGE RISK Foreign exchange risk is the risk that the Company will be subject to foreign currency fluctuations in satisfying obligations related to foreign activities. Loans payable to unrelated third parties may be denominated in Canadian dollars. Foreign exchange risk arises from purchase transactions as well as financial assets and liabilities denominated in these foreign currencies. The Company does not use derivative instruments to hedge exposure to foreign exchange rate risk. However, management of the Company believes there is no significant exposure to foreign currency fluctuations. |
EQUIPMENT
EQUIPMENT | 6 Months Ended |
Oct. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
EQUIPMENT | 5. EQUIPMENT On June 22, 2017, the Company purchased computer equipment totaling $364,590. The equipment was pledged as security on a loan (See Note 6(b)). Pursuant to the terms of the loan, should the loan remain unpaid past September 30, 2017, the lender would take sole possession of the equipment. The Company did not make the required payment and the equipment was returned to the lender and as at October 31, 2017 the Company had no equipment. |
RELATED PARTY TRANSACTIONS AND
RELATED PARTY TRANSACTIONS AND BALANCES | 6 Months Ended |
Oct. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS AND BALANCES | 6. RELATED PARTY TRANSACTIONS AND BALANCES (a) As at October 31, 2017, the Company was indebted to the majority shareholder in the amount of $415,012 (April 30, 2017- $1,872) for advances of working capital and expenses paid on behalf of the Company. The amount is unsecured, non-interest bearing and due on demand. (b) On June 22, 2017, the Company entered into a secured loan with a corporation with a significant shareholder for a loan up to CAD$450,000 for the purpose of purchasing digital currency mining hardware (“Mining Hardware”). The loan was non-interest bearing and due on August 31, 2017. The Mining Hardware purchased with the loaned funds is held as collateral until the loan amount has been fully repaid. Furthermore, revenue produced by the Mining Hardware purchased with the loaned funds is to be paid to the Lender until the loaned funds are repaid in full. Should the loan remain unpaid past September 30, 2017, the Lender will take sole possession of the Mining Hardware, in lieu of the loan. As at September 30, 2017, the Company had not made the required payment of the loan and the Lender took sole possession of the Mining Hardware (refer to Note 5). |
LOANS PAYABLE
LOANS PAYABLE | 6 Months Ended |
Oct. 31, 2017 | |
Loans Payable [Abstract] | |
LOANS PAYABLE | 7. LOANS PAYABLE (a) The balance presented for loans payable consist of the following amounts:On July 15, 2016, the Company entered into a loan agreement for a principal balance of up to $50,000 at any given time. The amount is unsecured, non-interest bearing and due on July 15, 2018. As at October 31, 2017, the Company has received gross loan proceeds of $54,176. Upon receipt of the funds, the Company recorded fair value discounts of $6,836. During the year ended April 30, 2017, the Company repaid $10,600 of principal and recognized accretion of the discount of $2,067. During the six months ended October 31, 2017, the Company repaid $5,000 of principal and recognized accretion of the discount of $1,971. At October 31, 2017, the net carrying value of the loan was $35,778. (b) As at October 31, 2017, the Company was indebted for loans amounting to $10,000 (April 30, 2017 - $24,129). The amounts are unsecured, non-interest bearing and due on demand. (c) As at October 31, 2017, the Company was indebted for loans in the amount of $nil (April 30, 2017 - $8,786 (CAD $12,000)). The amount is unsecured, non-interest bearing and due on demand. |
PRODUCT DEVELOPMENT AND WEBSITE
PRODUCT DEVELOPMENT AND WEBSITE COSTS | 6 Months Ended |
Oct. 31, 2017 | |
Product Development And Website Costs | |
PRODUCT DEVELOPMENT AND WEBSITE COSTS | 8. PRODUCT DEVELOPMENT AND WEBSITE COSTS On June 18, 2017, the Company entered into a Definitive Acquisition Agreement involving the internet domain and brand BitReturn. The Agreement represents the Company’s development of a plan to create a technology business in mining digital currency with an operating name of BitReturn. The Company issued 10,000,000 shares of restricted common stock with a fair value of $1,900,000 as payment under the terms of the Agreement, which have been recognized as and included in product development and website costs (Refer to Note 10). The Company is also to make cash payments totaling $350,000 under the terms of the Agreement, which is to be paid as follows, $200,000 from the first $500,000 raised by private placements, and the final portion of $150,000 within six months or when a cumulative amount of $1,000,000 has been raised by private placements. As at October 31, 2017, the Company has not raised $500,000 or $1,000,000 by private placements and as a result, $350,000 is recorded as an amount payable for BitReturn. Product development and website expenses represent costs of acquiring the brand BitReturn, development of the crypto currency mining product, and creation of the website. These costs do not meet the criteria for capitalization, and therefore have been treated as an operating expense. |
COMMITMENTS
COMMITMENTS | 6 Months Ended |
Oct. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENT | 9. COMMITMENTS On July 1, 2017, the Company entered into a Strategic Management and Advisory Agreement for consulting services and investor relations services to be provided over a period of twelve months commencing July 1, 2017. In consideration, the Company will pay a total monthly fee of $3,000 cash and issue a total of 1,000,000 shares of common stock. On July 26, 2017, the Company issued 1,000,000 shares of common stock with a fair value of $250,000, which has been recorded as a prepaid expense and will be amortized over the term of the agreement (Refer to Note 10). During the six months ended October 31, 2017, the Company recognized $83,333 of consulting expense. |
STOCKHOLDERS' DEFICIT
STOCKHOLDERS' DEFICIT | 6 Months Ended |
Oct. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' DEFICIT | 10. STOCKHOLDERS’ DEFICIT On May 9, 2014, the Company amended its Articles of Incorporation, decreasing the number of common stock authorized from 250,000,000 to 240,000,000, par value of $0.0001, and authorizing 10,000,000, par value of $0.0001, shares of preferred shares. At the time of the amendment, the Company designated 10,000 shares of its authorized but unissued shares of preferred stock as Series A Preferred Stock. The 10,000 Series A Preferred Stock shall have an aggregate voting power of 45% of the combined voting power of the entire Company’s shares, common stock and preferred stock, as long as the Company is in existence. Each holder of the Series A Preferred Stock shall have full voting rights and powers equal to the voting rights and powers of the holders of common stock, and shall be entitled, notwithstanding any provision hereof, to notice of any stockholders’ meeting in accordance with the by-laws of the Company, and shall be entitled to vote, together with holders of common stock, with respect to any question upon which holders of common stock have the right to vote. Without the vote or consent of holders of at least a majority of the shares of Series A Preferred Stock then outstanding, the Company may not (i) authorize, create or issue, or increase the authorized number of shares of, any class or series of capital stock ranking prior to or on a parity with the Series A Preferred Stock, (ii) authorize, create or issue any class or series of common stock of the Company other than the common stock, (iii) authorize any reclassification of the Series A Preferred Stock, (iv) authorize, create or issue any securities convertible into or exercisable for capital stock prohibited by (i) or (ii), (v) amend this Certificate of Designations or (vi) enter into any merger or reorganization, or disposal of assets involving 20% of the total capitalization of the Company. Subject to the rights of the holders of any other series of preferred stock ranking senior to or on a parity with the Series A Preferred Stock with respect to liquidation and any other class or series of capital stock of the Company ranking senior to or on a parity with the Series A Preferred Stock with respect to liquidation, in the event of any liquidation, dissolution or winding up of the affairs of the Company, whether voluntary or involuntary, the holders of record of the issued and outstanding shares of Series A Preferred Stock shall be entitled to receive, out of the assets of the Company available for distribution to the holders of shares of Series A Preferred Stock, prior and in preference to any distribution of any of the assets of the Company to the holders of common stock and any other series of preferred stock ranking junior to the Series A Preferred Stock with respect to liquidation. The holders of the Series A Preferred Stock shall not be entitled to receive dividends per share of Series A Preferred Stock. The Company shall have no rights to redeem Series A Preferred Stock. Subsequent to October 31, 2017, the Company amended its Articles of Incorporation, increasing the number of common stock authorized from 240,000,000 to 490,000,000, par value of $0.0001 (Refer to Note 11). COMMON STOCK On June 26, 2017, the Company issued 1,400,000 shares of common stock for gross proceeds of $14,000, which was received during the year ended April 30, 2017. On June 27, 2017, the Company issued 10,000,000 shares of common stock with a fair value of $1,900,000 for BitReturn pursuant to a Definitive Acquisition Agreement (Refer to Note 8). On July 1, 2017, the Company issued 1,000,000 shares of common stock with a fair value of $250,000 for investor relations services pursuant to a Strategic Management and Advisory Agreement (Refer to Note 9). On July 26, 2017, the Company issued 2,500,000 shares of common stock with a fair value of $400,000 as signing bonuses pursuant to service agreements and the $400,000 fair value was expensed and included in consulting fees. As at October 31, 2017, there are 97,900,000 shares of common stock issued and outstanding. PREFERRED STOCK - SERIES A As at October 31, 2017, there are no issued and outstanding Series A Preferred Stock. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Oct. 31, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 11. SUBSEQUENT EVENTS (a) In November 2017 the Company issued 60,000,000 shares of common stock pursuant to the terms of an Exclusive Software License Agreement (the “Agreement”) with Black Cactus Holdings, LLC (“Black Cactus LLC”) to acquire an exclusive software license for the Black Cactus blockchain development software platform and related intellectual property (the “Software”) and the Agreement includes a service contract with the CEO of Black Cactus LLC to join the Company as a director and officer. The Company plans to use the Software platform to create a crypto trading exchange to support crypto and fiat currencies, music publishing, distribution, supply chain, medical research and trials. The term of the Agreement will remain in effect in perpetuity. In addition, the Company agreed to pay Black Cactus a royalty in the amount of 5% of the net revenue received from the sublicense of the Software and any revenues generated from the use of the Software including other intellectual property that the Company licensed from Black Cactus LLC pursuant to the terms of the Agreement. (b) On November 27, 2017 the Company received $500,000 from Bellridge Capital L.P. as the first tranche in a total agreement of up to $1,500,000 in subscriptions for Senior Secured Convertible Promissory Notes (the “Notes”). The principal amount of the note issued in the first tranche is $526,316, bears interest at 5% and has a maturity date of November 27, 2018. The Notes are secured by all assets and intellectual property of the Company and the Company is restricted from various debt and other transactions as defined in the agreement as variable rate transactions. The Notes are convertible into common shares at the lesser of (i) $0.10 and (ii) 70% of the lowest traded market price in the 20 consecutive trading days prior to the conversion date. In the event that a S-1 registration statement is declared effective the percentage is 25% in (ii) or in the event of breach the percentage in (ii) is 60%. As part of the subscription agreement for the Notes common shares are also to be issued by the Company and for the first tranche this requires 2,793,296 common shares which have not yet been issued by the Company as at December 19, 2017. (c) On November 13, 2017, the Company amended its Articles of Incorporation, increasing the number of common stock authorized from 240,000,000 to 490,000,000, par value of $0.0001, and leaving the number of preferred stock authorized at 10,000,000, par value of $0.0001. |
SIGNIFICANT ACCOUNTING POLICI17
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Oct. 31, 2017 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION These unaudited financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States of America (“US GAAP”), and are expressed in United States dollars. The Company’s fiscal year-end is April 30. These interim unaudited financial statements have been prepared in accordance with US GAAP for interim financial information and with the instructions to Securities and Exchange Commission (“SEC”) Form 10-Q. They do not include all of the information and footnotes required by US GAAP to complete financial statements. Therefore, these interim financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended April 30, 2017, included in the Company’s Annual Report on Form 10-K filed with the SEC. The financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Company’s financial position at October 31, 2017, and the results of its operations for the three and six months ended October 31, 2017 and cash flows for the six months ended October 31, 2017. The results of operations for the period ended October 31, 2017 are not necessarily indicative of the results to be expected for future quarters or the full year. The significant accounting policies followed are: |
USE OF ESTIMATES | USE OF ESTIMATES The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates related to fair value measurements, stock-based compensation and deferred income tax asset valuation allowance. Actual results could differ from those estimates. |
FINANCIAL INSTRUMENTS | FINANCIAL INSTRUMENTS ASC 825, Financial Instruments, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 825 prioritizes the inputs into three levels that may be used to measure fair value: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The financial instruments consist principally of cash and cash equivalents, accounts payable, due to related party and loans payable. The fair value of cash and cash equivalents when applicable is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. The Company believes that the recorded values of all other financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or durations. Assets measured at fair value on a recurring basis were presented on the Company’s balance sheet as of October 31, 2017 and April 30, 2017: Fair Value Measurements Using Quoted Prices in Significant Active Markets Other Significant For Identical Observable Unobservable Balance as of Balance as of Instruments Inputs Inputs October 31, April 30, (Level 1) (Level 2) (Level 3) 2017 2017 Assets: Cash and cash equivalents $ 255 $ — $ — $ 255 $ 3 The Company does not have any liabilities measured at fair value on a recurring basis presented on the Company’s balance sheet as of October 31, 2017, and April 30, 2017. Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents. The Company limits its exposure to credit loss by placing its cash and cash equivalents with high credit quality financial institutions. |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
SIGNIFICANT ACCOUNTING POLICI18
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Oct. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of assets measured at fair value on a recurring basis | Assets measured at fair value on a recurring basis were presented on the Company’s balance sheet as of October 31, 2017 and April 30, 2017: Fair Value Measurements Using Quoted Prices in Significant Active Markets Other Significant For Identical Observable Unobservable Balance as of Balance as of Instruments Inputs Inputs October 31, April 30, (Level 1) (Level 2) (Level 3) 2017 2017 Assets: Cash and cash equivalents $ 255 $ — $ — $ 255 $ 3 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 6 Months Ended | |
Oct. 31, 2017 | Apr. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Working capital deficit | $ 717,202 | |
Accumulated deficit | $ (3,364,538) | $ (202,577) |
SIGNIFICANT ACCOUNTING POLICI20
SIGNIFICANT ACCOUNTING POLICIES (Details) - Recurring Basic [Member] - USD ($) | Oct. 31, 2017 | Apr. 30, 2017 |
Assets: | ||
Cash and cash equivalents | $ 255 | $ 3 |
Quoted Prices in Active Markets For Identical Instruments (Level 1) [Member] | ||
Assets: | ||
Cash and cash equivalents | 255 | |
Significant Other Observable Inputs (Level 2) [Member] | ||
Assets: | ||
Cash and cash equivalents | ||
Significant Unobservable Inputs (Level 3) [Member] | ||
Assets: | ||
Cash and cash equivalents |
FINANCIAL RISK FACTORS (Details
FINANCIAL RISK FACTORS (Details Narrative) - USD ($) | Oct. 31, 2017 | Apr. 30, 2017 | Oct. 31, 2016 | Apr. 30, 2016 |
Financial Risk Factors Details Narrative | ||||
Cash balance | $ 255 | $ 3 | $ 160 | |
Current liabilities | $ 885,438 | $ 71,939 |
EQUIPMENT (Details Narrative)
EQUIPMENT (Details Narrative) | Jun. 22, 2017USD ($) |
Property, Plant and Equipment [Abstract] | |
Purchased equipment | $ 364,590 |
RELATED PARTY TRANSACTIONS AN23
RELATED PARTY TRANSACTIONS AND BALANCES (Details Narrative) - USD ($) | Oct. 31, 2017 | Jun. 22, 2017 | Apr. 30, 2017 |
Related Party Transaction [Line Items] | |||
Due to related party | $ 415,012 | $ 1,872 | |
President [Member] | |||
Related Party Transaction [Line Items] | |||
Due to related party | |||
Majority Shareholder [Member] | |||
Related Party Transaction [Line Items] | |||
Due to related party | $ 415,012 | $ 1,872 | |
CAD | Secured Loan Due on August 31, 2017 | |||
Related Party Transaction [Line Items] | |||
Face amount | $ 450,000 |
LOANS PAYABLE (Details Narrativ
LOANS PAYABLE (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Oct. 31, 2017 | Oct. 31, 2016 | Apr. 30, 2017 | Jul. 15, 2016 | |
Loans payable | $ 8,786 | |||
Loans payable | $ 35,778 | |||
Accretion of loan discounts | (1,971) | $ (449) | ||
Loan Agreement [Member] | ||||
Principal balance | $ 50,000 | |||
Proceeds from loan payable | 54,176 | |||
Unamortized discount | 6,836 | |||
Repayment of principal | 5,000 | 10,600 | ||
Accretion of loan discounts | 1,971 | 2,067 | ||
CAD | ||||
Loans payable | 12,000 | |||
Loans Payable [Member] | ||||
Loans payable | $ 10,000 | $ 24,129 |
PRODUCT DEVELOPMENT AND WEBSI25
PRODUCT DEVELOPMENT AND WEBSITE COSTS (Details Narrative) - USD ($) | 6 Months Ended | ||
Oct. 31, 2017 | Oct. 31, 2016 | Apr. 30, 2017 | |
Value of shares issued | $ (1,900,000) | ||
Amount payable to BitReturn | 350,000 | ||
BitReturn Agreement [Member] | |||
Cash payments under agreement | 350,000 | ||
BitReturn Agreement [Member] | Portion 1 [Member] | |||
Cash payments under agreement | 200,000 | ||
Proceeds from private placement | 500,000 | ||
BitReturn Agreement [Member] | Portion 2 [Member] | |||
Cash payments under agreement | 150,000 | ||
Proceeds from private placement | $ 1,000,000 | ||
BitReturn Agreement [Member] | Restricted Stock [Member] | |||
Number of shares issued | 10,000,000 | ||
Value of shares issued | $ 1,900,000 |
COMMITMENT (Details Narrative)
COMMITMENT (Details Narrative) - USD ($) | Jul. 26, 2017 | Oct. 31, 2017 | Oct. 31, 2016 |
Value of shares issued | $ (1,900,000) | ||
Consulting expense | $ 83,333 | ||
Strategic Management and Advisory Agreement [Member] | |||
Number of shares issued | 1,000,000 | ||
Value of shares issued | $ 250,000 | ||
Consulting expense | $ 3,000 |
STOCKHOLDERS' DEFICIT (Details
STOCKHOLDERS' DEFICIT (Details Narrative) - USD ($) | Jul. 26, 2017 | Jul. 01, 2017 | Jun. 27, 2017 | May 09, 2014 | Apr. 30, 2017 | Oct. 31, 2017 | Jun. 26, 2017 |
Common shares, authorized pre amendment | 250,000,000 | 240,000,000 | |||||
Common shares, authorized post amendment | 240,000,000 | 490,000,000 | 490,000,000 | ||||
Common shares, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, authorized | 10,000,000 | 10,000,000 | 10,000,000 | ||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, issued | |||||||
Preferred stock, outstanding | |||||||
Common stock, issued | 83,000,000 | 97,900,000 | |||||
Common stock, outstanding | 83,000,000 | 97,900,000 | |||||
BitReturn Agreement [Member] | |||||||
Proceeds from common stock | $ 1,900,000 | ||||||
Strategic Management and Advisory Agreement [Member] | |||||||
Proceeds from common stock | $ 250,000 | ||||||
Services agreements [Member] | |||||||
Proceeds from common stock | $ 400,000 | ||||||
Common Stock [Member] | |||||||
Proceeds from common stock | $ 14,000 | ||||||
Common stock, issued | 2,500,000 | 1,000,000 | 10,000,000 | 1,400,000 | |||
Series A Preferred Stock [Member] | |||||||
Preferred stock, authorized | 10,000 | 10,000 | 10,000 | ||||
Preferred stock, authorized but unissued shares | 10,000 | ||||||
Description of voting rights | Aggregate voting power of 45% of the combined voting power of the entire Companys shares, common stock and preferred stock, as long as the Company is in existence. |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Nov. 27, 2017 | Nov. 30, 2017 | Nov. 13, 2017 | Oct. 31, 2017 | Apr. 30, 2017 | May 09, 2014 |
Subsequent Event [Line Items] | ||||||
Common shares, authorized pre amendment | 240,000,000 | 250,000,000 | ||||
Common shares, authorized post amendment | 490,000,000 | 490,000,000 | 240,000,000 | |||
Common shares, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Preferred stock, authorized | 10,000,000 | 10,000,000 | 10,000,000 | |||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Common shares, authorized pre amendment | 240,000,000 | |||||
Common shares, authorized post amendment | 490,000,000 | |||||
Common shares, par value (in dollars per share) | $ 0.0001 | |||||
Preferred stock, authorized | 10,000,000 | |||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | |||||
Subsequent Event [Member] | Bellridge Capital L.P [Member] | 5% Senior Secured Convertible Promissory Notes Matured On November 27, 2018 [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Proceeds from convertible debt | $ 500,000 | |||||
Face amount | $ 1,500,000 | |||||
Description of debt | The Notes are convertible into common shares at the lesser of (i) $0.10 and (ii) 70% of the lowest traded market price in the 20 consecutive trading days prior to the conversion date. In the event that a S-1 registration statement is declared effective the percentage is 25% in (ii) or in the event of breach the percentage in (ii) is 60%. | |||||
Subsequent Event [Member] | Bellridge Capital L.P [Member] | 5% Senior Secured Convertible Promissory Notes Matured On November 27, 2018 [Member] | Tranche One [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Face amount | $ 526,316 | |||||
Subsequent Event [Member] | Software License Agreement [Member] | Black Cactus Holdings, LLC [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Number of common shares issued | 60,000,000 |