Cover
Cover - shares | 3 Months Ended | |
Feb. 29, 2024 | Apr. 15, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Feb. 29, 2024 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --11-30 | |
Entity File Number | 000-55517 | |
Entity Registrant Name | PUREBASE CORPORATION | |
Entity Central Index Key | 0001575858 | |
Entity Tax Identification Number | 27-2060863 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 8631 State Highway 124 | |
Entity Address, City or Town | Ione | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 95640 | |
City Area Code | (209) | |
Local Phone Number | 274-9143 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 240,057,595 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Feb. 29, 2024 | Nov. 30, 2023 |
Current Assets: | ||
Cash and cash equivalents | $ 5,760 | $ 5,572 |
Prepaid expenses and other assets | 22,692 | 15,434 |
Right of use asset | 29,850 | |
Total Current Assets | 58,302 | 21,006 |
Property and equipment, net | 750,716 | 750,716 |
Right of use asset | 0 | 39,799 |
Total Assets | 809,018 | 811,521 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 285,720 | 481,024 |
Settlement liability | 515,000 | 618,000 |
Line of credit | 919,135 | 346,735 |
Lease liability | 30,851 | 40,880 |
Note payable to officer | 8,716 | 8,716 |
Convertible notes payable, related party | 25,000 | 19,000 |
Total Current Liabilities | 1,784,422 | 1,514,355 |
Convertible notes payable; related party, net of current portion | 103,000 | 1,525,676 |
Total Liabilities | 1,887,422 | 3,040,031 |
Commitments and Contingencies (Note 9) | ||
Stockholders’ Deficit: | ||
Preferred stock, $0.001 par value; 10,000,000 shares authorized; no shares issued and outstanding at February 29, 2024 and November 30, 2023 | ||
Common stock, $0.001 par value; 520,000,000 shares authorized; 240,040,928 and 230,863,005 shares issued and outstanding, at February 29, 2024 and November 30, 2023, respectively | 240,041 | 230,863 |
Additional paid in capital | 61,903,505 | 60,271,605 |
Accumulated deficit | (63,221,950) | (62,730,978) |
Total Stockholders’ Deficit | (1,078,404) | (2,228,510) |
Total Liabilities and Stockholders’ Deficit | $ 809,018 | $ 811,521 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Feb. 29, 2024 | Nov. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 520,000,000 | 520,000,000 |
Common stock, shares issued | 240,040,928 | 230,863,005 |
Common stock, shares outstanding | 240,040,928 | 230,863,005 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Feb. 29, 2024 | Feb. 28, 2023 | |
Income Statement [Abstract] | ||
Revenue, net | $ 52,256 | |
Cost of goods sold | 22,463 | |
Gross margin | 29,793 | |
Operating expenses | ||
Selling, general and administrative | 453,565 | 401,857 |
Stock based compensation | 8,191 | 5,485,013 |
Total operating expenses | 461,756 | 5,886,870 |
Loss from operations | (461,756) | (5,857,077) |
Other income (expense) | ||
Other income | 35,401 | |
Interest expense related party | (29,216) | (9,123) |
Total other income (expense), net | (29,216) | 26,278 |
Net loss | $ (490,972) | $ (5,830,799) |
Loss per share - basic | $ 0 | $ (0.03) |
Loss per share - diluted | $ 0 | $ (0.03) |
Weighted average number of common shares outstanding - basic | 233,712,013 | 230,749,672 |
Weighted average number of common shares outstanding - diluted | 233,712,013 | 230,749,672 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Deficit - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Nov. 30, 2022 | $ 230,753 | $ 52,480,436 | $ (53,643,649) | $ (572,460) | |
Balance, shares at Nov. 30, 2022 | 230,753,005 | ||||
Stock based compensation – shares | 5,485,013 | 5,485,013 | |||
Shares for services | $ (300) | 300 | |||
Settlement shares surrendered, shares | (300,000) | ||||
Net loss | (5,830,799) | (5,830,799) | |||
Balance at Feb. 28, 2023 | $ 230,453 | 58,325,749 | (59,474,448) | (918,246) | |
Balance, shares at Feb. 28, 2023 | 230,453,005 | ||||
Balance at Nov. 30, 2023 | $ 230,863 | 60,271,605 | (62,730,978) | (2,228,510) | |
Balance, shares at Nov. 30, 2023 | 230,863,005 | ||||
Shares for services | $ 300 | 23,700 | 24,000 | ||
Net loss | (490,972) | (490,972) | |||
Stock based compensation – options | 4,191 | 4,191 | |||
Shares for services , shares | 300,000 | ||||
Convertible debt converted into common stock, related party | $ 8,878 | 1,604,009 | 1,612,887 | ||
Convertible debt converted into common stock, related party, shares | 8,877,923 | ||||
Balance at Feb. 29, 2024 | $ 240,041 | $ 61,903,505 | $ (63,221,950) | $ (1,078,404) | |
Balance, shares at Feb. 29, 2024 | 240,040,928 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Feb. 29, 2024 | Feb. 28, 2023 | |
Cash Flows From Operating Activities: | ||
Net loss | $ (490,972) | $ (5,830,799) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock based compensation | 8,191 | 5,485,013 |
Stock issued for services | 24,000 | |
Non-cash director compensation | 6,000 | 6,000 |
Gain on debt forgiveness | (35,401) | |
Right of use asset and liability, net | (80) | 412 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (53,880) | |
Prepaid expenses and other assets | (11,258) | 1,774 |
Accounts payable and accrued expenses | (108,093) | 139,249 |
Settlement liability | (103,000) | |
Net Cash Used In Operating Activities | (675,212) | (287,632) |
Cash Flows From Investing Activities: | ||
Purchase of property and equipment | ||
Net Cash Used In Investing Activities | ||
Cash Flows From Financing Activities: | ||
Advances from related party | 103,000 | 300,000 |
Proceeds from line of credit | 572,400 | |
Payments on notes payable, related party | (10,000) | |
Net Cash Provided By Financing Activities | 675,400 | 290,000 |
Net Increase In Cash and Cash Equivalents | 188 | 2,368 |
Cash and Cash Equivalents - Beginning of Period | 5,572 | 19,055 |
Cash and Cash Equivalents – End of Period | 5,760 | 21,423 |
Supplemental Cash Flow Information: | ||
Interest paid | ||
Income taxes paid | ||
Noncash operating and financing activities: | ||
Vendors paid for on behalf of the Company by USMC | 8,320 | |
Due to affiliates exchanged for convertible debt | 300,000 | |
Convertible debt and accrued interest converted to common stock, related party | 1,612,887 | |
Director compensation - accrued as convertible debt converted to common stock | $ 6,000 | $ 6,000 |
ORGANIZATION AND BUSINESS OPERA
ORGANIZATION AND BUSINESS OPERATIONS | 3 Months Ended |
Feb. 29, 2024 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND BUSINESS OPERATIONS | NOTE 1 – ORGANIZATION AND BUSINESS OPERATIONS Corporate Overview Purebase Corporation (“Purebase” or the “Company”) was incorporated in the State of Nevada March 2, 2010 The Company’s headquarters is in Ione, California. Agricultural Sector The Company develops specialized fertilizers, sun protectants, soil amendments, and bio-stimulants for organic and non-organic sustainable agriculture. The Company has developed and will seek to develop additional products derived from mineralized materials of leonardite, kaolin clay, laterite, and other natural minerals. These mineral and soil amendments are used to protect crops, plants, and fruits from the sun and winter damage, to provide nutrients to plants, and to improve dormancy and soil ecology to help farmers increase the yields of their harvests. The Company is building a brand family under the parent trade name “Purebase,” consisting of its Purebase Shade Advantage (WP) product, a kaolin-clay based sun protectant for crops and Humic Advantage, a humic acid product derived from leonardite. The Company also sells the Crop White II product under a private label for an end user. Construction Sector The Company has been developing and testing a kaolin-based product that it believes will help create a lower CO2-emitting concrete through the use of high-quality supplementary cementitious materials (“SCMs”). The Company is developing an SCM that it believes can potentially replace up to 40% of cement, the most polluting part of concrete. As government agencies continue to enact stricter requirements for less-polluting forms of concrete, the Company believes there are significant opportunities for high-quality SCM products in the construction materials sector. The Company utilizes the services of US Mine Corporation (“USMC”), a Nevada corporation and a significant shareholder of the Company, for the development and contract mining of industrial mineral and metal projects, exploration drilling, preparation of feasibility studies, mine modeling, on-site construction, production, site reclamation, and product fulfillment. Exploration services include securing necessary permits, environmental compliance, and reclamation plans. A. Scott Dockter, the Company’s Principal Executive Officer and a director, and John Bremer, a director, are also officers, directors, and owners of USMC. In addition, a substantial portion of the minerals used by the Company are obtained from properties owned or controlled by US Mine LLC. A. Scott Dockter, the Company’s Chief Executive Officer and a director, and John Bremer, a director, are also owners of US Mine, LLC. |
GOING CONCERN AND LIQUIDITY
GOING CONCERN AND LIQUIDITY | 3 Months Ended |
Feb. 29, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN AND LIQUIDITY | NOTE 2 – GOING CONCERN AND LIQUIDITY The accompanying condensed consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business. As of February 29, 2024, the Company had a significant accumulated deficit of $ 63,221,950 1,726,120 490,972 675,212 The Company’s plan, through the continued promotion of its products to existing and potential customers, is to generate sufficient revenues to cover its anticipated expenses. The Company issued a promissory note to USMC on February 8, 2024 and received a new line of credit from USMC on March 7, 2024, and is currently exploring several other options to meet its short-term cash requirements, including issuances of equity securities or equity-linked securities to USMC and other third parties. Although no assurances can be given as to the Company’s ability to deliver on its revenue plans or that unforeseen expenses may arise, management currently believes that the revenue to be generated from operations together with equity and debt financing, including funding from USMC in the form of a line of credit up to $ 1,000,000 On February 8, 2024, the Company issued a two-year $ 618,000 8 0.08 309,000 On March 7, 2024, the Company entered into a $ 1,000,000 8 0.08 198,135 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Feb. 29, 2024 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company has prepared the accompanying unaudited consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) including Form 10-Q and Regulation S-X. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments, unless otherwise indicated) which are, in the opinion of management, necessary to fairly state the operating results for the respective periods. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted pursuant to such rules and regulations. These financial statements and the information included under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read in conjunction with the audited financial statements and notes thereto for the year ended November 30, 2023, in our Annual Report on Form 10-K filed on February 28, 2024, with the SEC. The results of the three months ended February 29, 2024, (unaudited) are not necessarily indicative of the results to be expected for the full year ending November 30, 2024. Principles of Consolidation These condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries Purebase AG and Purebase AM. Intercompany accounts and transactions have been eliminated upon consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and equity-based transactions at the date of the financial statements and the revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience, and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations may be affected. The Company believes the following critical accounting policies affect its more significant judgments and estimates used in the preparation of the condensed consolidated financial statements. Significant estimates include the useful lives of property and equipment, deferred tax asset and valuation allowance, and assumptions used in the Black-Scholes valuation methods, such as expected volatility, risk-free interest rate, and expected dividend rate. Revenue The Company accounts for revenue in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Practical Expedients As part of ASC Topic 606, the Company has adopted practical expedients including: ● Significant Financing Component – the Company does not adjust the promised amount of consideration for the effects of a significant financing component since the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to the customer and when the customer pays for that good or service will be one year or less. ● Unsatisfied and Partially Unsatisfied Performance Obligations – for all performance obligations related to contracts with a duration for less than one year, the Company has elected to apply the optional exemption provided in ASC Topic 606 and therefore is not required to disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied or partially satisfied at the end of the reporting period. ● Shipping and Handling Activities – the Company elected to account for shipping and handling activities as a fulfillment cost rather than as a separate performance obligation. ● Right to Invoice – the Company has a right to consideration from a customer in an amount that corresponds directly with the value provided to the customer of the Company’s performance completed to date. The Company may recognize revenue in the amount to which the entity has a right to invoice. Disaggregated Revenue The Company did not have any revenue for the three months ended February 29, 2024: Revenue consists of the following by product offering for the three months ended February 28, 2023: SCHEDULE OF DISAGGREGATED REVENUE CROP WHITE II SHADE SulFe Hume Si ADVANTAGE Total $ - $ 776 $ 51,480 $ 52,256 Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. There were no Accounts Receivable The Company periodically assesses its accounts and other receivables for collectability on a specific identification basis. If collectability of an account becomes unlikely, an allowance is recorded for that doubtful account. As of February 29, 2024 and November 30, 2023, the Company has determined that no NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Property and Equipment Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets, generally three to five years. Expenditures that enhance the useful lives of the assets are capitalized and depreciated. SCHEDULE OF ESTIMATED USEFUL LIFE OF PROPERTY AND EQUIPMENT Equipment 3 5 Autos and trucks 5 Maintenance and repairs are charged to expense as incurred. At the time of retirement or other disposition of property and equipment, the cost and accumulated depreciation will be removed from the accounts and the resulting gain or loss, if any, will be reflected in operations. The Company currently has $ 620,000 130,716 67,164 Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The recoverability of these assets is determined by comparing the forecasted undiscounted net cash flows of the operation to which the assets relate to the carrying amount. If the operation is determined to be unable to recover the carrying amount of its assets, then these assets are written down first, followed by other long-lived assets of the operation to fair value. Fair value is determined based on discounted cash flows or appraised values, depending on the nature of the assets. No impairment losses were recorded during the three months ended February 29, 2024 and February 28, 2023. Shipping and Handling The Company incurs shipping and handling costs which are charged back to the customer. There were no Advertising and Marketing Costs The Company expenses advertising and marketing costs as incurred and such costs are recorded in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations. Advertising and marketing expenses were $ 6,500 0 NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Fair Value Measurements As defined in ASC 820, Fair Value Measurements and Disclosures, Level 1: Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities. Level 2: Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars. Level 3: Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. Fair Value of Financial Instruments The carrying value of cash, accounts receivable, accounts payable, and accrued expenses approximate their fair values based on the short-term maturity of these instruments. The carrying amount of the notes approximates the estimated fair value for these financial instruments as management believes that such notes constitute all of the Company’s debt and interest payable on the notes based on the Company’s incremental borrowing rate. Loss Per Common Share Net loss per share of common stock is computed by dividing the net loss by the weighted average number of shares of common stock outstanding during the three months ended February 29, 2024 and February 28, 2023. All outstanding options are considered potential common stock. The dilutive effect, if any, of stock options are calculated using the treasury stock method. All outstanding convertible notes are considered common stock at the beginning of the period or at the time of issuance, if later, pursuant to the if-converted method. Since the effect of common stock equivalents is anti-dilutive with respect to losses, outstanding options have been excluded from the Company’s computation of net loss per share of common stock for the three months ended February 29, 2024 and February 28, 2023. NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) The following table summarizes the securities that were excluded from the diluted per share calculation because the effect of including these potential shares was antidilutive due to the Company’s net loss position even though the exercise price could be less than the average market price of the common stock: SCHEDULE OF OUTSTANDING SHARES EXCLUDED FROM DILUTED LOSS PER SHARE Three Months Ended, February 29, 2024 February 28, 2023 Convertible Notes 9,546,247 2,753,278 Stock Options 129,638,187 128,688,187 Total 139,184,434 131,441,465 Stock-Based Compensation The Company applies the provisions of ASC 718, Compensation—Stock Compensation For stock options issued to employees and members of the Company’s Board of Directors (the “Board”) for their services, the Company estimates the grant date fair value of each option using the Black-Scholes option pricing model. The use of the Black-Scholes option pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected life of the option, risk-free interest rates and expected dividend yields of the common stock. For awards subject to service-based vesting conditions, including those with a graded vesting schedule, the Company recognizes stock-based compensation expense equal to the grant date fair value of stock options on a straight-line basis over the requisite service period, which is the vesting term. Forfeitures are recorded as they are incurred as opposed to being estimated at the time of grant and revised. Pursuant to ASU 2018-07 Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting Leases With the adoption of ASC 842, Leases, NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) The Company leases its corporate offices. The lease is classified as an operating lease. The Company is a party to a two-year lease with USMC for 1,000 700 3,500 0.75 5 In accordance with ASC 842, the Company recognized a ROU asset and corresponding lease liability on the condensed consolidated balance sheet for long-term office leases. See Note 7 – Leases for further discussion, including the impact on the accompanying unaudited condensed consolidated financial statements and related disclosures. Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the condensed consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carry forwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. The Company utilizes ASC 740, Income Taxes For uncertain tax positions that meet a “more likely than not” threshold, the Company recognizes the benefit of uncertain tax positions in the condensed consolidated financial statements. The Company’s practice is to recognize interest and penalties, if any, related to uncertain tax positions in income tax expense in the condensed consolidated statements of operations. Exploration Stage In accordance with U.S. GAAP, expenditures relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time as the Company exits the exploration stage by establishing proven or probable reserves. Expenditures relating to exploration activities such as drill programs to establish mineralized materials are expensed as incurred. Expenditures relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for that project, after which expenditures relating to mine development activities for that particular project are capitalized as incurred. As of February 29, 2024, the Company was not engaged in any mine exploration. NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Mineral Rights In accordance with U.S. GAAP, expenditures relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time as the Company exits the Exploration Stage by establishing proven or probable reserves. Expenditures relating to exploration activities such as drill programs to establish mineralized materials are expensed as incurred. Expenditures relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for that project, after which expenditures relating to mine development activities for that particular project are capitalized as incurred. Where proven and probable reserves have been established, the project’s capitalized expenditures are depleted over proven and probable reserves upon commencement of production using the units-of-production method. Where proven and probable reserves have not been established, such capitalized expenditures are depleted over the estimated production life upon commencement of extraction using the straight-line method. The carrying values of the mineral rights are assessed for impairment by management on a quarterly basis or when indicators of impairment exist. Should management determine that these carrying values cannot be recovered, the unrecoverable amounts are written off against earnings. As of February 29, 2024 and November 30, 2023, the Company did not have any capitalized mineral rights. Recent Accounting Pronouncements All newly issued but not yet effective accounting pronouncements have been deemed to be not applicable or immaterial to the Company. |
MINING RIGHTS
MINING RIGHTS | 3 Months Ended |
Feb. 29, 2024 | |
Mining Rights | |
MINING RIGHTS | NOTE 4 – MINING RIGHTS Snow White Mine located in San Bernardino County, CA – Deposit On November 28, 2014, US Mining and Minerals Corporation entered into a Purchase Agreement in which it agreed to sell its fee simple property interest and certain mining claims to USMC. On December 1, 2014, USMC assigned its rights and obligations under the Purchase Agreement to the Company pursuant to an Assignment of Purchase Agreement. As a result of the Assignment, the Company assumed the purchaser position under the Purchase Agreement. The Purchase Agreement provides for the sale of approximately 280 5 50,000 600,000 25,000 575,000 575,000 3,500 NOTE 4 – MINING RIGHTS (CONTINUED) On April 1, 2020, the Company entered into a purchase and sale agreement with the Bremer Family 1995 Living Trust (the “Trust”), pursuant to which the Company will purchase the Snow White Mine for $ 836,000 (the “Purchase Price”) from the Trust. The Purchase Price plus 5 % interest is payable in cash at closing. On April 14, 2022, the agreement was amended to extend the closing date to April 14, 2023. On April 7, 2023, the agreement was amended to extend the closing date to April 1, 2024. The parties are currently discussing extending the |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 3 Months Ended |
Feb. 29, 2024 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 5 – PROPERTY AND EQUIPMENT Property and equipment consisted of the following at: SCHEDULE OF PROPERTY AND EQUIPMENT February 29, 2024 November 30, 2023 Furniture and equipment $ 6,952 $ 6,952 Machinery and equipment 35,151 35,151 Automobiles and trucks 25,061 25,061 Pilot plant 130,716 130,716 Construction in process 620,000 620,000 Property and equipment, gross 817,880 817,880 Less: accumulated depreciation (67,164 ) (67,164 ) Property and equipment, net $ 750,716 $ 750,716 There was no |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended |
Feb. 29, 2024 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTE 6 – NOTES PAYABLE Bayshore Capital Advisors, LLC On February 26, 2016, the Company issued a promissory note to Bayshore Capital Advisors, LLC (“Bayshore Capital”), an affiliate through common ownership of a 10 25,000 6 August 26, 2016 25,000 10,401 no A. Scott Dockter – Chief Executive Officer On August 31, 2017, the Company issued a note in the amount of $ 197,096 6 130 8,716 42,195 42,065 NOTE 6 – NOTES PAYABLE (CONTINUED) Convertible Promissory Notes – USMC August 30, 2022 On August 30, 2022, in connection with the April 7, 2022 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $ 470,862 August 30, 2024 5 0.39 3,999 5,805 470,862 33,476 1,293,175 November 29, 2022 On November 29, 2022, in connection with the April 7, 2022 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $ 140,027 August 30, 2024 5 0.39 1,189 1,726 140,027 8,210 380,095 February 28, 2023 On February 28, 2023, in connection with the April 7, 2022 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $ 308,320 February 28, 2025 5 0.39 2,619 0 308,320 14,233 827,060 May 31, 2023 On May 31, 2023, in connection with the March 20, 2023 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $ 412,533 May 31, 2025 8 0.10 5,606 0 412,533 22,152 4,346,855 NOTE 6 – NOTES PAYABLE (CONTINUED) June 30, 2023 On June 30, 2023, in connection with the March 20, 2023 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $ 193,935 June 30, 2025 8 0.10 2,635 0 193,935 9,139 2,030,738 February 8, 2024 On February 8, 2024, the Company issued a convertible promissory note in the amount of $ 618,000 February 7, 2026 upon issuance date $103,000; on or about March 1, 2024 $103,000; on or about April 1, 2024 $103,000; on or about May 1, 2024 $103,000; on or about June 1, 2024 $103,000; on or about July 1, 2024 $103,000 8 0.08 Line of Credit –USMC July 10, 2023 On July 10, 2023, the Company entered into a line of credit agreement and unsecured convertible grid promissory note with USMC. The July 10, 2023 line of credit agreement provides for the issuance of up to an aggregate of $ 1,000,000 8 0.10 919,135 18,823 Convertible Debt – Board of Directors On April 8, 2021, the Company entered into a twelve-month director agreement with Jeffrey Guzy, as amended on August 26, 2022 (the “Guzy Director Agreement”) pursuant to which Mr. Guzy will serve as a director of the Company, which agreement will automatically renew (the “Renewal Date”) for successive one-year terms unless either party notifies the other of its desire not to renew the Agreement within 30 days of the expiration of the then current term. As compensation therefor, Mr. Guzy is entitled to a cash fee of $ 1,000 1,500 24,000 80,000 0.15 150,000 0.08 no NOTE 6 – NOTES PAYABLE (CONTINUED) On August 13, 2021, the Company entered into a twelve-month director agreement with Dr. Kurtis, as amended on August 26, 2022 (the “Kurtis Director Agreement”) pursuant to which Dr. Kurtis will provide board services, which agreement will automatically renew for successive one-year terms unless either party notifies the other of its desire not to renew the Agreement within 30 days of the expiration of the then current term. As compensation therefor, Dr. Kurtis is entitled to a cash fee of $ 1,000 12,000 80,000 0.15 19,000 On September 11, 2023, the Company entered into a twelve-month director agreement with Brady Barto (“the Barto Agreement”) pursuant to which Mr. Barto will serve as a director. Mr. Barto shall be notified within 30 days before the end of the twelve months whether his contract will be renewed under the same terms of compensation. As compensation therefor, Mr. Barto is entitled to a cash fee of $ 1,000 0.15 6,000 |
LEASES
LEASES | 3 Months Ended |
Feb. 29, 2024 | |
Leases | |
LEASES | NOTE 7 – LEASES The following table presents net lease cost and other supplemental lease information: SCHEDULE OF LEASE COST AND OTHER SUPPLEMENTAL LEASE INFORMATION Three Months Ended February 29, 2024 Lease cost Operating lease cost (cost resulting from lease payments) $ 10,500 Short term lease cost - Sublease income - Net lease cost $ 10,500 Operating lease – operating cash flows (fixed payments) $ 10,500 Operating lease – operating cash flows (liability reduction) $ 10,029 Current assets – right of use asset $ 29,850 Current liabilities – operating lease liabilities $ 30,851 Non-current liabilities – operating lease liabilities $ - NOTE 7 – LEASES (CONTINUED) Three Months Ended Lease cost Operating lease cost (cost resulting from lease payments) $ 10,500 Short term lease cost - Sublease income - Net lease cost $ 10,500 Operating lease – operating cash flows (fixed payments) $ 10,500 Operating lease – operating cash flows (liability reduction) $ 9,538 Non-current liabilities – right of use assets $ 69,649 Current liabilities – operating lease liabilities $ 39,372 Non-current liabilities – operating lease liabilities $ 30,852 Future minimum payments under non-cancelable leases for operating leases for the remaining terms of the leases following the three months ended February 29, 2024: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Fiscal Year Operating Leases Remainder of 2024 $ 31,500 Amount representing interest (649 ) Present value of net future minimum lease payments $ 30,851 |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 3 Months Ended |
Feb. 29, 2024 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | NOTE 8 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consisted of the following amounts as of: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES February 29, 2024 November 30, 2023 Accounts payable $ 190,091 $ 314,502 Accrued interest – related party 61,019 120,011 Accrued compensation 34,610 39,080 Accrued consultants - 7,431 Accounts payable and accrued expenses $ 285,720 $ 481,024 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Feb. 29, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 9 – COMMITMENTS AND CONTINGENCIES Office and Rental Property Leases The Company is leasing office space from USMC, which is owned by the Company’s majority stockholders and directors, A. Scott Dockter and John Bremer (See Note 12). NOTE 9 – COMMITMENTS AND CONTINGENCIES (CONTINUED) Mineral Properties The Company’s mineral rights require various annual lease payments (See Note 4). Legal Matters On July 8, 2020, the Company’s former Chief Financial Officer, Al Calvanico (“Calvanico”), filed a demand for arbitration alleging retaliation, wrongful termination, and demand for a minimum of $ 600,000 618,000 103,000 On March 29, 2019, the Company was served with a complaint filed by Superior Soils Supplements LLC (“Superior Soils”) in the Superior Court of the State of California in and for the County of Kings (Case #19C-0124) relating to 64 truckloads of soil amendments delivered to a customer by the Company on behalf of Superior Soils. Superior Soils alleged that the soil amendments were not labeled correctly requiring the entire shipment of product to be returned to the Company. The complaint alleges breach of contract, misrepresentations, fraudulent concealment and unfair competition. The complaint seeks damages of approximately $ 400,000 400,000 125,000 275,000 400,000 Contractual Matters On November 1, 2013, the Company entered into an agreement with USMC, in which USMC provides various technical evaluations and mine development services for the Company regarding the various mining properties/rights owned by the Company. Terms of services and compensation will be determined for each project undertaken by USMC. On October 12, 2018, the Company entered into a material supply agreement with USMC, pursuant to which USMC provides designated natural resources to the Company at predetermined prices (See Note 12). |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 3 Months Ended |
Feb. 29, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | Note 10 - STOCKHOLDERS’ EQUITY On February 27, 2023, 300,000 On January 31, 2024, the Company issued 8,877,923 1,525,676 87,211 On February 23, 2024, the board of directors authorized the immediate issuance of 300,000 16,667 16,663 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Feb. 29, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | Note 11 – STOCK-BASED COMPENSATION The Company accounted for its stock-based compensation in accordance with the fair value recognition provisions of FASB ASC Topic 718. 2017 Equity Incentive Plan On November 10, 2017, the Board approved the 2017 Purebase Corporation Stock Option Plan which is intended to be a qualified stock option plan (the “Option Plan”). The Board reserved ten million 4,468,787 The Company has also granted options to purchase an aggregate of 500,000 . On April 8, 2023, the Company granted a director an option to purchase 350,000 0.10 26,623 On August 10, 2023, the Company granted a director an option to purchase 200,000 0.15 17,987 On September 13, 2023, the Company granted a director an option to purchase 200,000 0.15 16,267 On December 13, 2023, the Company granted the Chief Financial Officer an option to purchase 200,000 0.09 16,762 one year Note 11 – STOCK-BASED COMPENSATION (CONTINUED) SCHEDULE OF BLACK-SCHOLES OPTION PRICING MODEL ASSUMPTIONS Grant Date Number of Stock Exercise Expected Risk-free Dividend Expected Fair 04/08/2023 350,000 $ 0.08 $ 0.10 202.26 % 3.72 % 0.00 % 3.50 $ 26,623 08/10/2023 200,000 $ 0.10 $ 0.15 201.69 % 4.47 % 0.00 % 3.50 $ 17,987 09/13/2023 200,000 $ 0.10 $ 0.15 198.67 % 4.64 % 0.00 % 3.50 $ 16,267 12/13/2023 200,000 $ 0.09 $ 0.09 206.88 % 4.18 % 0.00 % 3.00 $ 16,762 The Company granted options to purchase an aggregate of 200,000 The weighted average grant date fair value of options granted and vested during the three months ended February 29, 2024 was $ 0 16,762 Compensation based stock option activity for qualified and unqualified stock options are summarized as follows: SCHEDULE OF STOCK OPTION ACTIVITY Weighted Number of Average Shares Exercise Price Outstanding at November 30, 2022 128,688,187 $ 0.53 Granted - - Exercised - - Expired or cancelled - - Outstanding at February 28, 2023 128,688,187 $ 0.53 Outstanding at November 30, 2023 129,438,187 $ 0.53 Granted 200,000 0.09 Exercised - - Expired or cancelled - - Outstanding at February 29, 2024 129,638,187 $ 0.53 Note 11 – STOCK-BASED COMPENSATION (CONTINUED) The following table summarizes information about options to purchase shares of the Company’s common stock outstanding and exercisable at February 29, 2024: SCHEDULE OF STOCK OPTION SHARES OUTSTANDING AND EXERCISABLE Weighted- Weighted- Average Average Exercise Outstanding Remaining Life Exercise Number Price Options In Years Price Exercisable $ 0.09 200,000 3.79 $ 0.09 - 0.099 400,000 0.39 0.099 400,000 0.10 995,000 2.44 0.10 995,000 0.12 50,000 4.57 0.12 50,000 0.15 400,000 4.50 0.15 400,000 0.24 2,223,787 3.16 0.24 2,223,787 0.36 200,000 2.45 0.36 200,000 0.38 116,000,000 4.59 0.38 116,000,000 2.50 8,669,400 3.26 2.50 8,669,400 3.00 500,000 2.00 3.00 500,000 129,638,187 4.43 $ 0.53 129,438,187 The compensation expense attributed to the issuance of the options is recognized as vested options. The stock options granted are exercisable over various terms from three to ten years five years Total compensation expense related to the options was $ 8,191 5,485,013 4,191 As of February 29, 2024, the aggregate intrinsic value of the total outstanding and exercisable options was $ 0 0.068 as of such date and which represents the aggregate fair value of the common stock that would have been received by the option holders had all option holders exercised their options as of that date, net of the aggregate exercise price. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Feb. 29, 2024 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 12 – RELATED PARTY TRANSACTIONS Bayshore Capital Advisors, LLC On February 26, 2016, the Company issued a promissory note to Bayshore Capital Advisors, LLC (“Bayshore Capital”), an affiliate through common ownership of a 10 25,000 6 August 26, 2016 25,000 10,401 0 NOTE 12 – RELATED PARTY TRANSACTIONS (CONTINUED) US Mine Corporation The Company entered into a contract mining agreement with USMC, a company which A. Scott Dockter, the Company’s Chief Executive Officer and a director, and John Bremer, a director, each own 33 0 21,914 0 8,320 675,400 300,000 USMC Notes The Company has entered into various securities purchase agreements with USMC pursuant to which USMC may purchase the Company’s unsecured convertible promissory notes (See Note 6). The outstanding balance on the convertible notes due to USMC was $ 103,000 1,525,676 16,048 7,532 8,877,923 1,525,676 87,211 618,000 103,000 USMC Line of Credit On July 10, 2023, the Company entered into a line of credit agreement and unsecured convertible grid promissory note with USMC. The July 10, 2023 line of credit agreement provides for the issuance of up to an aggregate of $ 1,000,000 8 0.10 1,000,000 USMC Mining Agreements On April 22, 2020, the Company entered into a Material Supply Agreement (the “Supply Agreement”) with USMC which amended the prior Materials Supply Agreement entered on October 12, 2018. Under the terms of the Supply Agreement, all kaolin clay purchased by the Company from USMC under the Supply Agreement must be used exclusively for agricultural products and supplementary cementitious materials. The Company will pay $ 25 145 5 0 21,914 501,262 NOTE 12 – RELATED PARTY TRANSACTIONS (CONTINUED) US Mine LLC On May 27, 2021, the Company entered into the Materials Extraction Agreement with US Mine, LLC, pursuant to which the Company acquired the right to extract up to one hundred million of certain raw clay materials. The Materials Extraction Agreement is effective until one hundred million tons of material are extracted. 50,000,000 2.5 0.43 The noteholder may convert (i) up to 50% of the outstanding balance on or after such date as the Company’s common stock is listed for trading on any national securities exchange, (ii) up to an additional 25% of the outstanding balance on or after the six-month anniversary of such initial trading date, and (iii) the remaining 25% on or after the twelve-month anniversary of such initial trading date. In addition, the Company will pay US Mine, LLC a royalty fee of $5.00 per ton of materials extracted and any royalty not paid in a timely manner will be subject to 15% interest per annum compounded monthly On October 6, 2021, and prior to consummation of activities under the Materials Extraction Agreement, the Company and US Mine, LLC executed an amendment to the Materials Extraction Agreement (the “Amendment”). Pursuant to the Amendment, as further amended on June 17, 2022, the US Mine Note was retroactively rescinded, ab initio and an option to purchase an aggregate of 116,000,000 0.38 58,000,000 29,000,000 29,000,000 5,485,013 Transactions with Officers On August 31, 2017, the Company issued a note in the amount of $ 197,096 6 0 10,000 130 8,716 42,195 42,065 Convertible Debt – Board of Directors On April 8, 2021, the Company entered into the Guzy Director Agreement (See Note 6) pursuant to which Mr. Guzy will serve as a director of the Company, which agreement will automatically renew for successive one-year terms unless either party notifies the other of its desire not to renew the Agreement within 30 days of the expiration of the then current term. As compensation therefor, Mr. Guzy is entitled to a cash fee of $ 1,000 0 1,500 0.10 NOTE 12 – RELATED PARTY TRANSACTIONS (CONTINUED) On August 13, 2021, the Company entered into the Kurtis Director Agreement (See Note 6) pursuant to which Dr. Kurtis will serve as a director and provide board services, which agreement will automatically renew for successive one-year terms unless either party notifies the other of its desire not to renew the Agreement within 30 days of the expiration of the then current term. As compensation therefor, Dr. Kurtis is entitled to a cash fee of $ 1,000 200,000 0.15 19,000 On September 11, 2023, the Company entered into the Barto Agreement (see Note 6) pursuant to which Mr. Barto agrees to devote as much time as is necessary to perform completely the duties as a director. Mr. Barto shall be notified within 30 days before the end of the twelve months whether his contract shall be renewed under the same terms of compensation. As compensation therefor, Mr. Barto is entitled to a cash fee of $ 1,000 0.15 200,000 0.15 6,000 On June 9, 2023, the Company entered into the Scrivener Agreement pursuant to which Dr. Scrivener will provide certain strategic advisory services to the Company. As compensation therefor, Dr. Scrivener was issued 100,000 0.08 On February 16, 2024, the Company entered into a one-year consulting agreement with Magmatics, Inc. pursuant to which Joe Thomas will assist in the design, production, testing, and certification of metakaolin and an HP-SCM. Magmatics was issued 300,000 16,667 16,663 Leases On October 1, 2020, the Company entered into a two-year lease agreement for its office space with USMC with a monthly rent of $ 1,500 two years 700 3,500 |
CONCENTRATION OF CREDIT RISK
CONCENTRATION OF CREDIT RISK | 3 Months Ended |
Feb. 29, 2024 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATION OF CREDIT RISK | NOTE 13 – CONCENTRATION OF CREDIT RISK Cash Deposits Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash deposits. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 Revenues The Company had no Two customers accounted for 100 SCHEDULE OF CONCENTRATION OF CREDIT RISK Customer A 99 % Customer B 1 % Accounts Receivable The Company had no One customer accounted for 100 Vendors The Company had no One supplier accounted for 100 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Feb. 29, 2024 | |
Subsequent Events | |
SUBSEQUENT EVENTS | NOTE 14 – SUBSEQUENT EVENTS In accordance with ASC 855, Subsequent Events On March 7, 2024, the Company entered into a line of credit agreement and unsecured convertible grid promissory note with USMC. The March 7, 2024 line of credit agreement provides for the issuance of up to an aggregate of $ 1,000,000 8 0.08 198,135 On March 31, 2024, the noteholder converted the July 10, 2023 line of credit principal of $ 1,000,000 25,640 10,256,400 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Feb. 29, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company has prepared the accompanying unaudited consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) including Form 10-Q and Regulation S-X. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments, unless otherwise indicated) which are, in the opinion of management, necessary to fairly state the operating results for the respective periods. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted pursuant to such rules and regulations. These financial statements and the information included under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read in conjunction with the audited financial statements and notes thereto for the year ended November 30, 2023, in our Annual Report on Form 10-K filed on February 28, 2024, with the SEC. The results of the three months ended February 29, 2024, (unaudited) are not necessarily indicative of the results to be expected for the full year ending November 30, 2024. |
Principles of Consolidation | Principles of Consolidation These condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries Purebase AG and Purebase AM. Intercompany accounts and transactions have been eliminated upon consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and equity-based transactions at the date of the financial statements and the revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience, and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations may be affected. The Company believes the following critical accounting policies affect its more significant judgments and estimates used in the preparation of the condensed consolidated financial statements. Significant estimates include the useful lives of property and equipment, deferred tax asset and valuation allowance, and assumptions used in the Black-Scholes valuation methods, such as expected volatility, risk-free interest rate, and expected dividend rate. |
Revenue | Revenue The Company accounts for revenue in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Practical Expedients As part of ASC Topic 606, the Company has adopted practical expedients including: ● Significant Financing Component – the Company does not adjust the promised amount of consideration for the effects of a significant financing component since the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to the customer and when the customer pays for that good or service will be one year or less. ● Unsatisfied and Partially Unsatisfied Performance Obligations – for all performance obligations related to contracts with a duration for less than one year, the Company has elected to apply the optional exemption provided in ASC Topic 606 and therefore is not required to disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied or partially satisfied at the end of the reporting period. ● Shipping and Handling Activities – the Company elected to account for shipping and handling activities as a fulfillment cost rather than as a separate performance obligation. ● Right to Invoice – the Company has a right to consideration from a customer in an amount that corresponds directly with the value provided to the customer of the Company’s performance completed to date. The Company may recognize revenue in the amount to which the entity has a right to invoice. Disaggregated Revenue The Company did not have any revenue for the three months ended February 29, 2024: Revenue consists of the following by product offering for the three months ended February 28, 2023: SCHEDULE OF DISAGGREGATED REVENUE CROP WHITE II SHADE SulFe Hume Si ADVANTAGE Total $ - $ 776 $ 51,480 $ 52,256 |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. There were no |
Accounts Receivable | Accounts Receivable The Company periodically assesses its accounts and other receivables for collectability on a specific identification basis. If collectability of an account becomes unlikely, an allowance is recorded for that doubtful account. As of February 29, 2024 and November 30, 2023, the Company has determined that no NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets, generally three to five years. Expenditures that enhance the useful lives of the assets are capitalized and depreciated. SCHEDULE OF ESTIMATED USEFUL LIFE OF PROPERTY AND EQUIPMENT Equipment 3 5 Autos and trucks 5 Maintenance and repairs are charged to expense as incurred. At the time of retirement or other disposition of property and equipment, the cost and accumulated depreciation will be removed from the accounts and the resulting gain or loss, if any, will be reflected in operations. The Company currently has $ 620,000 130,716 67,164 |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The recoverability of these assets is determined by comparing the forecasted undiscounted net cash flows of the operation to which the assets relate to the carrying amount. If the operation is determined to be unable to recover the carrying amount of its assets, then these assets are written down first, followed by other long-lived assets of the operation to fair value. Fair value is determined based on discounted cash flows or appraised values, depending on the nature of the assets. No impairment losses were recorded during the three months ended February 29, 2024 and February 28, 2023. |
Shipping and Handling | Shipping and Handling The Company incurs shipping and handling costs which are charged back to the customer. There were no |
Advertising and Marketing Costs | Advertising and Marketing Costs The Company expenses advertising and marketing costs as incurred and such costs are recorded in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations. Advertising and marketing expenses were $ 6,500 0 NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Fair Value Measurements | Fair Value Measurements As defined in ASC 820, Fair Value Measurements and Disclosures, Level 1: Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities. Level 2: Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars. Level 3: Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying value of cash, accounts receivable, accounts payable, and accrued expenses approximate their fair values based on the short-term maturity of these instruments. The carrying amount of the notes approximates the estimated fair value for these financial instruments as management believes that such notes constitute all of the Company’s debt and interest payable on the notes based on the Company’s incremental borrowing rate. |
Loss Per Common Share | Loss Per Common Share Net loss per share of common stock is computed by dividing the net loss by the weighted average number of shares of common stock outstanding during the three months ended February 29, 2024 and February 28, 2023. All outstanding options are considered potential common stock. The dilutive effect, if any, of stock options are calculated using the treasury stock method. All outstanding convertible notes are considered common stock at the beginning of the period or at the time of issuance, if later, pursuant to the if-converted method. Since the effect of common stock equivalents is anti-dilutive with respect to losses, outstanding options have been excluded from the Company’s computation of net loss per share of common stock for the three months ended February 29, 2024 and February 28, 2023. NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) The following table summarizes the securities that were excluded from the diluted per share calculation because the effect of including these potential shares was antidilutive due to the Company’s net loss position even though the exercise price could be less than the average market price of the common stock: SCHEDULE OF OUTSTANDING SHARES EXCLUDED FROM DILUTED LOSS PER SHARE Three Months Ended, February 29, 2024 February 28, 2023 Convertible Notes 9,546,247 2,753,278 Stock Options 129,638,187 128,688,187 Total 139,184,434 131,441,465 |
Stock-Based Compensation | Stock-Based Compensation The Company applies the provisions of ASC 718, Compensation—Stock Compensation For stock options issued to employees and members of the Company’s Board of Directors (the “Board”) for their services, the Company estimates the grant date fair value of each option using the Black-Scholes option pricing model. The use of the Black-Scholes option pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected life of the option, risk-free interest rates and expected dividend yields of the common stock. For awards subject to service-based vesting conditions, including those with a graded vesting schedule, the Company recognizes stock-based compensation expense equal to the grant date fair value of stock options on a straight-line basis over the requisite service period, which is the vesting term. Forfeitures are recorded as they are incurred as opposed to being estimated at the time of grant and revised. Pursuant to ASU 2018-07 Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting |
Leases | Leases With the adoption of ASC 842, Leases, NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) The Company leases its corporate offices. The lease is classified as an operating lease. The Company is a party to a two-year lease with USMC for 1,000 700 3,500 0.75 5 In accordance with ASC 842, the Company recognized a ROU asset and corresponding lease liability on the condensed consolidated balance sheet for long-term office leases. See Note 7 – Leases for further discussion, including the impact on the accompanying unaudited condensed consolidated financial statements and related disclosures. |
Income Taxes | Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the condensed consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carry forwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. The Company utilizes ASC 740, Income Taxes For uncertain tax positions that meet a “more likely than not” threshold, the Company recognizes the benefit of uncertain tax positions in the condensed consolidated financial statements. The Company’s practice is to recognize interest and penalties, if any, related to uncertain tax positions in income tax expense in the condensed consolidated statements of operations. |
Exploration Stage | Exploration Stage In accordance with U.S. GAAP, expenditures relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time as the Company exits the exploration stage by establishing proven or probable reserves. Expenditures relating to exploration activities such as drill programs to establish mineralized materials are expensed as incurred. Expenditures relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for that project, after which expenditures relating to mine development activities for that particular project are capitalized as incurred. As of February 29, 2024, the Company was not engaged in any mine exploration. NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Mineral Rights | Mineral Rights In accordance with U.S. GAAP, expenditures relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time as the Company exits the Exploration Stage by establishing proven or probable reserves. Expenditures relating to exploration activities such as drill programs to establish mineralized materials are expensed as incurred. Expenditures relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for that project, after which expenditures relating to mine development activities for that particular project are capitalized as incurred. Where proven and probable reserves have been established, the project’s capitalized expenditures are depleted over proven and probable reserves upon commencement of production using the units-of-production method. Where proven and probable reserves have not been established, such capitalized expenditures are depleted over the estimated production life upon commencement of extraction using the straight-line method. The carrying values of the mineral rights are assessed for impairment by management on a quarterly basis or when indicators of impairment exist. Should management determine that these carrying values cannot be recovered, the unrecoverable amounts are written off against earnings. As of February 29, 2024 and November 30, 2023, the Company did not have any capitalized mineral rights. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements All newly issued but not yet effective accounting pronouncements have been deemed to be not applicable or immaterial to the Company. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Feb. 29, 2024 | |
Accounting Policies [Abstract] | |
SCHEDULE OF DISAGGREGATED REVENUE | Revenue consists of the following by product offering for the three months ended February 28, 2023: SCHEDULE OF DISAGGREGATED REVENUE CROP WHITE II SHADE SulFe Hume Si ADVANTAGE Total $ - $ 776 $ 51,480 $ 52,256 |
SCHEDULE OF ESTIMATED USEFUL LIFE OF PROPERTY AND EQUIPMENT | SCHEDULE OF ESTIMATED USEFUL LIFE OF PROPERTY AND EQUIPMENT Equipment 3 5 Autos and trucks 5 |
SCHEDULE OF OUTSTANDING SHARES EXCLUDED FROM DILUTED LOSS PER SHARE | The following table summarizes the securities that were excluded from the diluted per share calculation because the effect of including these potential shares was antidilutive due to the Company’s net loss position even though the exercise price could be less than the average market price of the common stock: SCHEDULE OF OUTSTANDING SHARES EXCLUDED FROM DILUTED LOSS PER SHARE Three Months Ended, February 29, 2024 February 28, 2023 Convertible Notes 9,546,247 2,753,278 Stock Options 129,638,187 128,688,187 Total 139,184,434 131,441,465 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended |
Feb. 29, 2024 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT | Property and equipment consisted of the following at: SCHEDULE OF PROPERTY AND EQUIPMENT February 29, 2024 November 30, 2023 Furniture and equipment $ 6,952 $ 6,952 Machinery and equipment 35,151 35,151 Automobiles and trucks 25,061 25,061 Pilot plant 130,716 130,716 Construction in process 620,000 620,000 Property and equipment, gross 817,880 817,880 Less: accumulated depreciation (67,164 ) (67,164 ) Property and equipment, net $ 750,716 $ 750,716 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Feb. 29, 2024 | |
Leases | |
SCHEDULE OF LEASE COST AND OTHER SUPPLEMENTAL LEASE INFORMATION | The following table presents net lease cost and other supplemental lease information: SCHEDULE OF LEASE COST AND OTHER SUPPLEMENTAL LEASE INFORMATION Three Months Ended February 29, 2024 Lease cost Operating lease cost (cost resulting from lease payments) $ 10,500 Short term lease cost - Sublease income - Net lease cost $ 10,500 Operating lease – operating cash flows (fixed payments) $ 10,500 Operating lease – operating cash flows (liability reduction) $ 10,029 Current assets – right of use asset $ 29,850 Current liabilities – operating lease liabilities $ 30,851 Non-current liabilities – operating lease liabilities $ - NOTE 7 – LEASES (CONTINUED) Three Months Ended Lease cost Operating lease cost (cost resulting from lease payments) $ 10,500 Short term lease cost - Sublease income - Net lease cost $ 10,500 Operating lease – operating cash flows (fixed payments) $ 10,500 Operating lease – operating cash flows (liability reduction) $ 9,538 Non-current liabilities – right of use assets $ 69,649 Current liabilities – operating lease liabilities $ 39,372 Non-current liabilities – operating lease liabilities $ 30,852 |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS | Future minimum payments under non-cancelable leases for operating leases for the remaining terms of the leases following the three months ended February 29, 2024: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Fiscal Year Operating Leases Remainder of 2024 $ 31,500 Amount representing interest (649 ) Present value of net future minimum lease payments $ 30,851 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 3 Months Ended |
Feb. 29, 2024 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES | Accounts payable and accrued expenses consisted of the following amounts as of: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES February 29, 2024 November 30, 2023 Accounts payable $ 190,091 $ 314,502 Accrued interest – related party 61,019 120,011 Accrued compensation 34,610 39,080 Accrued consultants - 7,431 Accounts payable and accrued expenses $ 285,720 $ 481,024 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Feb. 29, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
SCHEDULE OF BLACK-SCHOLES OPTION PRICING MODEL ASSUMPTIONS | SCHEDULE OF BLACK-SCHOLES OPTION PRICING MODEL ASSUMPTIONS Grant Date Number of Stock Exercise Expected Risk-free Dividend Expected Fair 04/08/2023 350,000 $ 0.08 $ 0.10 202.26 % 3.72 % 0.00 % 3.50 $ 26,623 08/10/2023 200,000 $ 0.10 $ 0.15 201.69 % 4.47 % 0.00 % 3.50 $ 17,987 09/13/2023 200,000 $ 0.10 $ 0.15 198.67 % 4.64 % 0.00 % 3.50 $ 16,267 12/13/2023 200,000 $ 0.09 $ 0.09 206.88 % 4.18 % 0.00 % 3.00 $ 16,762 |
SCHEDULE OF STOCK OPTION ACTIVITY | Compensation based stock option activity for qualified and unqualified stock options are summarized as follows: SCHEDULE OF STOCK OPTION ACTIVITY Weighted Number of Average Shares Exercise Price Outstanding at November 30, 2022 128,688,187 $ 0.53 Granted - - Exercised - - Expired or cancelled - - Outstanding at February 28, 2023 128,688,187 $ 0.53 Outstanding at November 30, 2023 129,438,187 $ 0.53 Granted 200,000 0.09 Exercised - - Expired or cancelled - - Outstanding at February 29, 2024 129,638,187 $ 0.53 |
SCHEDULE OF STOCK OPTION SHARES OUTSTANDING AND EXERCISABLE | The following table summarizes information about options to purchase shares of the Company’s common stock outstanding and exercisable at February 29, 2024: SCHEDULE OF STOCK OPTION SHARES OUTSTANDING AND EXERCISABLE Weighted- Weighted- Average Average Exercise Outstanding Remaining Life Exercise Number Price Options In Years Price Exercisable $ 0.09 200,000 3.79 $ 0.09 - 0.099 400,000 0.39 0.099 400,000 0.10 995,000 2.44 0.10 995,000 0.12 50,000 4.57 0.12 50,000 0.15 400,000 4.50 0.15 400,000 0.24 2,223,787 3.16 0.24 2,223,787 0.36 200,000 2.45 0.36 200,000 0.38 116,000,000 4.59 0.38 116,000,000 2.50 8,669,400 3.26 2.50 8,669,400 3.00 500,000 2.00 3.00 500,000 129,638,187 4.43 $ 0.53 129,438,187 |
CONCENTRATION OF CREDIT RISK (T
CONCENTRATION OF CREDIT RISK (Tables) | 3 Months Ended |
Feb. 29, 2024 | |
Risks and Uncertainties [Abstract] | |
SCHEDULE OF CONCENTRATION OF CREDIT RISK | Two customers accounted for 100 SCHEDULE OF CONCENTRATION OF CREDIT RISK Customer A 99 % Customer B 1 % |
ORGANIZATION AND BUSINESS OPE_2
ORGANIZATION AND BUSINESS OPERATIONS (Details Narrative) | 3 Months Ended |
Feb. 29, 2024 | |
Accounting Policies [Abstract] | |
Entity incorporation, state or country code | NV |
Entity incorporation, date of incorporation | Mar. 02, 2010 |
GOING CONCERN AND LIQUIDITY (De
GOING CONCERN AND LIQUIDITY (Details Narrative) - USD ($) | 3 Months Ended | ||||||
Feb. 29, 2024 | Feb. 28, 2023 | Mar. 31, 2024 | Mar. 07, 2024 | Feb. 08, 2024 | Nov. 30, 2023 | Jul. 10, 2023 | |
Accumulated deficit | $ 63,221,950 | $ 62,730,978 | |||||
Working capital deficit | 1,726,120 | ||||||
Loss from operations | 490,972 | $ 5,830,799 | |||||
Cash used in operating activities | 675,212 | 287,632 | |||||
Common Stock [Member] | |||||||
Loss from operations | |||||||
Unsecured Convertible Note [Member] | Common Stock [Member] | |||||||
Outstanding principal and acrued interest | 8% | ||||||
Unsecured Convertible Note [Member] | Common Stock [Member] | Subsequent Event [Member] | |||||||
Outstanding principal and acrued interest | 8% | ||||||
US Mining and Minerals Corp [Member] | |||||||
Debt issued amount | $ 309,000 | ||||||
Conversion price | $ 0.08 | ||||||
US Mining and Minerals Corp [Member] | Subsequent Event [Member] | |||||||
Debt issued amount | $ 198,135 | ||||||
Conversion price | $ 0.08 | ||||||
US Mining and Minerals Corp [Member] | Unsecured Convertible Promissory Notes [Member] | |||||||
Debt issued amount | $ 1,000,000 | $ 618,000 | $ 1,000,000 | ||||
Outstanding principal and acrued interest | 8% | ||||||
Conversion price | $ 0.10 | ||||||
US Mining and Minerals Corp [Member] | Unsecured Convertible Promissory Notes [Member] | Subsequent Event [Member] | |||||||
Debt issued amount | $ 1,000,000 | $ 1,000,000 |
SCHEDULE OF DISAGGREGATED REVEN
SCHEDULE OF DISAGGREGATED REVENUE (Details) - USD ($) | 3 Months Ended | |
Feb. 29, 2024 | Feb. 28, 2023 | |
Product Information [Line Items] | ||
Revenue, net | $ 52,256 | |
CROP WHITE II [Member] | ||
Product Information [Line Items] | ||
Revenue, net | ||
Shade Advantage (WP) [Member] | ||
Product Information [Line Items] | ||
Revenue, net | 776 | |
SulFe Hume Si Advantage [Member] | ||
Product Information [Line Items] | ||
Revenue, net | $ 51,480 |
SCHEDULE OF ESTIMATED USEFUL LI
SCHEDULE OF ESTIMATED USEFUL LIFE OF PROPERTY AND EQUIPMENT (Details) | Feb. 29, 2024 |
Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Autos and Trucks [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
SCHEDULE OF OUTSTANDING SHARES
SCHEDULE OF OUTSTANDING SHARES EXCLUDED FROM DILUTED LOSS PER SHARE (Details) - shares | 3 Months Ended | |
Feb. 29, 2024 | Feb. 28, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities | 139,184,434 | 131,441,465 |
Convertible Debt Securities [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities | 9,546,247 | 2,753,278 |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities | 129,638,187 | 128,688,187 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 3 Months Ended | ||
Feb. 29, 2024 USD ($) ft² | Feb. 28, 2023 USD ($) | Nov. 30, 2023 USD ($) | |
Property, Plant and Equipment [Line Items] | |||
Cash equivalents | $ 0 | $ 0 | |
Allowance for doubtful accounts receivable | 0 | 0 | |
Property and equipment, net | 620,000 | ||
Property, Plant and Equipment, Gross | 817,880 | 817,880 | |
Other fixed assets | 67,164 | ||
Selling, general and administrative | 453,565 | $ 401,857 | |
Advertising and marketing expenses | $ 6,500 | 0 | |
Area of land | ft² | 700 | ||
Payments for rent | $ 3,500 | ||
Weighted average term | 9 months | ||
Weighted average borrowing rate | 5% | ||
US Mine Corporation [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Area of land | ft² | 1,000 | ||
Shipping and Handling [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Selling, general and administrative | $ 0 | $ 0 | |
Pilot Plant [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 130,716 | $ 130,716 |
MINING RIGHTS (Details Narrativ
MINING RIGHTS (Details Narrative) | 3 Months Ended | |||||
Apr. 01, 2020 USD ($) | Oct. 15, 2015 USD ($) | Dec. 01, 2014 USD ($) a Placer | Nov. 28, 2014 USD ($) | Feb. 29, 2024 USD ($) ft² | Feb. 28, 2023 USD ($) | |
Acres of land | ft² | 700 | |||||
Payment for purchased property | ||||||
Purchase and Sale Agreement [Member] | Snow White Pozzolan Mine [Member] | ||||||
Payments to Acquire Royalty Interests in Mining Properties | $ 836,000 | |||||
Investment Interest Rate | 5% | |||||
Snow White Mine [Member] | California, San Bernardino [Member] | Purchase Agreement [Member] | US Mining and Minerals Corp [Member] | ||||||
Acres of land | a | 280 | |||||
Number of placer mining claim | Placer | 5 | |||||
Escrow deposit | $ 50,000 | $ 600,000 | ||||
Payment for extend to close purchase agreement | $ 25,000 | |||||
Snow White Mine [Member] | California, San Bernardino [Member] | Purchase Agreement [Member] | US Mining and Minerals Corp [Member] | Mr. John Bremer [Member] | ||||||
Payment for purchased property | $ 575,000 | |||||
Royalty payment | $ 3,500 |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($) | Feb. 29, 2024 | Nov. 30, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 817,880 | $ 817,880 |
Less: accumulated depreciation | (67,164) | (67,164) |
Property and equipment, net | 750,716 | 750,716 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 6,952 | 6,952 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 35,151 | 35,151 |
Automobiles And Trucks [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 25,061 | 25,061 |
Pilot Plant [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 130,716 | 130,716 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 620,000 | $ 620,000 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | |
Feb. 29, 2024 | Feb. 28, 2023 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 0 | $ 0 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 3 Months Ended | ||||||||||||||||||
Feb. 08, 2024 | Jan. 31, 2024 | Sep. 11, 2023 | Jun. 30, 2023 | May 31, 2023 | Apr. 14, 2023 | Mar. 01, 2023 | Feb. 28, 2023 | Feb. 04, 2023 | Nov. 29, 2022 | Aug. 30, 2022 | Aug. 13, 2021 | Apr. 08, 2021 | Feb. 26, 2016 | Feb. 29, 2024 | Feb. 28, 2023 | Nov. 30, 2023 | Jul. 10, 2023 | Aug. 31, 2017 | |
Officers compensation | $ 6,000 | $ 6,000 | |||||||||||||||||
Convertible notes payable | 25,000 | $ 19,000 | |||||||||||||||||
Director Agreement [Member] | Jeffrey Guzy [Member] | |||||||||||||||||||
Debt conversion, converted instrument, amount | $ 24,000 | ||||||||||||||||||
Officers compensation | $ 1,500 | $ 1,000 | |||||||||||||||||
Director Agreement [Member] | Jeffrey Guzy [Member] | Share Price 0.15 [Member] | |||||||||||||||||||
Conversion price | $ 0.15 | ||||||||||||||||||
Debt conversion, converted instrument, shares issued | 80,000 | ||||||||||||||||||
Director Agreement [Member] | Jeffrey Guzy [Member] | Share Price 0.08 [Member] | |||||||||||||||||||
Conversion price | $ 0.08 | ||||||||||||||||||
Debt conversion, converted instrument, shares issued | 150,000 | ||||||||||||||||||
Director Agreement [Member] | Mr Guzy [Member] | |||||||||||||||||||
Officers compensation | 0 | ||||||||||||||||||
Director Agreement [Member] | Kimberly Kurtis [Member] | |||||||||||||||||||
Officers compensation | $ 1,000 | ||||||||||||||||||
Conversion of stock amount | $ 12,000 | ||||||||||||||||||
Conversion of stock, shares | 80,000 | ||||||||||||||||||
Stock price per share | $ 0.15 | ||||||||||||||||||
Convertible notes payable | 19,000 | ||||||||||||||||||
Director Agreement [Member] | Brady Barto [Member] | |||||||||||||||||||
Officers compensation | $ 1,000 | ||||||||||||||||||
Stock price per share | $ 0.15 | ||||||||||||||||||
Due to officers | 6,000 | ||||||||||||||||||
Convertible Promissory Notes [Member] | |||||||||||||||||||
Debt issuance date | upon issuance date $103,000; on or about March 1, 2024 $103,000; on or about April 1, 2024 $103,000; on or about May 1, 2024 $103,000; on or about June 1, 2024 $103,000; on or about July 1, 2024 $103,000 | ||||||||||||||||||
Convertible Promissory Notes [Member] | US Mine Corporation [Member] | |||||||||||||||||||
Simple interest at an annual rate | 8% | ||||||||||||||||||
Debt maturity date | Feb. 07, 2026 | ||||||||||||||||||
Debt issued amount | $ 618,000 | ||||||||||||||||||
Conversion price | $ 0.08 | ||||||||||||||||||
Convertible Promissory Notes [Member] | US Mine Corporation [Member] | Tranche #7 [Mmeber] | |||||||||||||||||||
Simple interest at an annual rate | 5% | ||||||||||||||||||
Debt maturity date | Aug. 30, 2024 | ||||||||||||||||||
Accrued interest | $ 470,862 | ||||||||||||||||||
Interest expenses | 3,999 | 5,805 | |||||||||||||||||
Debt issued amount | $ 470,862 | ||||||||||||||||||
Conversion price | $ 0.39 | ||||||||||||||||||
Debt conversion, converted instrument, amount | $ 33,476 | ||||||||||||||||||
Debt conversion, converted instrument, shares issued | 1,293,175 | ||||||||||||||||||
Convertible Promissory Notes [Member] | US Mine Corporation [Member] | Tranche #8 [Mmeber] | |||||||||||||||||||
Simple interest at an annual rate | 5% | ||||||||||||||||||
Debt maturity date | Aug. 30, 2024 | ||||||||||||||||||
Accrued interest | $ 140,027 | ||||||||||||||||||
Interest expenses | 1,189 | $ 1,726 | |||||||||||||||||
Debt issued amount | $ 140,027 | ||||||||||||||||||
Conversion price | $ 0.39 | ||||||||||||||||||
Debt conversion, converted instrument, amount | $ 8,210 | ||||||||||||||||||
Debt conversion, converted instrument, shares issued | 380,095 | ||||||||||||||||||
Convertible Promissory Notes [Member] | US Mine Corporation [Member] | Tranche #9 [Mmeber] | |||||||||||||||||||
Simple interest at an annual rate | 5% | 5% | |||||||||||||||||
Debt maturity date | Feb. 28, 2025 | ||||||||||||||||||
Accrued interest | $ 308,320 | ||||||||||||||||||
Interest expenses | 2,619 | $ 0 | |||||||||||||||||
Debt issued amount | $ 308,320 | $ 308,320 | |||||||||||||||||
Conversion price | $ 0.39 | $ 0.39 | |||||||||||||||||
Debt conversion, converted instrument, amount | $ 14,233 | ||||||||||||||||||
Debt conversion, converted instrument, shares issued | 827,060 | ||||||||||||||||||
Convertible Promissory Notes [Member] | US Mine Corporation [Member] | Tranche #10 [ Member] | |||||||||||||||||||
Simple interest at an annual rate | 8% | ||||||||||||||||||
Debt maturity date | May 31, 2025 | ||||||||||||||||||
Accrued interest | $ 412,533 | ||||||||||||||||||
Interest expenses | 5,606 | $ 0 | |||||||||||||||||
Debt issued amount | $ 412,533 | ||||||||||||||||||
Conversion price | $ 0.10 | ||||||||||||||||||
Debt conversion, converted instrument, amount | $ 22,152 | ||||||||||||||||||
Debt conversion, converted instrument, shares issued | 4,346,855 | ||||||||||||||||||
Convertible Promissory Notes [Member] | US Mine Corporation [Member] | Tranche #11 [Member] | |||||||||||||||||||
Simple interest at an annual rate | 8% | ||||||||||||||||||
Debt maturity date | Jun. 30, 2025 | ||||||||||||||||||
Accrued interest | $ 193,935 | ||||||||||||||||||
Interest expenses | 2,635 | 0 | |||||||||||||||||
Debt issued amount | $ 193,935 | ||||||||||||||||||
Conversion price | $ 0.10 | ||||||||||||||||||
Debt conversion, converted instrument, amount | $ 9,139 | ||||||||||||||||||
Debt conversion, converted instrument, shares issued | 2,030,738 | ||||||||||||||||||
Unsecured Convertible Promissory Notes [Member] | US Mine Corporation [Member] | |||||||||||||||||||
Simple interest at an annual rate | 8% | ||||||||||||||||||
Debt issued amount | 919,135 | $ 1,000,000 | |||||||||||||||||
Conversion price | $ 0.10 | ||||||||||||||||||
Accrued interest line of credit | 18,823 | ||||||||||||||||||
A. Scott Dockter [Member] | |||||||||||||||||||
Note payable balance | 8,716 | 8,716 | |||||||||||||||||
Simple interest at an annual rate | 6% | ||||||||||||||||||
Accrued interest | 42,195 | $ 42,065 | |||||||||||||||||
Interest expenses | 130 | 130 | |||||||||||||||||
Debt issued amount | $ 197,096 | ||||||||||||||||||
Bayshore Capital Advisors, LLC [Member] | |||||||||||||||||||
Note payable balance | $ 25,000 | ||||||||||||||||||
Simple interest at an annual rate | 6% | ||||||||||||||||||
Debt maturity date | Aug. 26, 2016 | ||||||||||||||||||
Cancellation amount | $ 25,000 | ||||||||||||||||||
Debt conversion, converted instrument, amount | 10,401 | ||||||||||||||||||
Bayshore Capital Advisors, LLC [Member] | |||||||||||||||||||
Equity method investment, ownership percentage | 10% | ||||||||||||||||||
Cancellation amount | 25,000 | ||||||||||||||||||
Accrued interest | $ 10,401 | ||||||||||||||||||
Interest expenses | $ 0 | $ 0 |
SCHEDULE OF LEASE COST AND OTHE
SCHEDULE OF LEASE COST AND OTHER SUPPLEMENTAL LEASE INFORMATION (Details) - USD ($) | 3 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Nov. 30, 2023 | |
Leases | |||
Operating lease cost (cost resulting from lease payments) | $ 10,500 | $ 10,500 | |
Short term lease cost | |||
Sublease income | |||
Net lease cost | 10,500 | 10,500 | |
Operating lease - operating cash flows (fixed payments) | 10,500 | 10,500 | |
Operating lease - operating cash flows (liability reduction) | 10,029 | 9,538 | |
Non-current leases - right of use assets | 29,850 | ||
Current liabilities - operating lease liabilities | 30,851 | 39,372 | |
Non-current liabilities - operating lease liabilities | 30,852 | ||
Non-current leases - right of use assets | $ 0 | $ 69,649 | $ 39,799 |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details) - USD ($) | Feb. 29, 2024 | Nov. 30, 2023 |
Leases | ||
Remainder of 2024 | $ 31,500 | |
Amount representing interest | (649) | |
Present value of net future minimum lease payments | $ 30,851 | $ 40,880 |
SCHEDULE OF ACCOUNTS PAYABLE AN
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($) | Feb. 29, 2024 | Nov. 30, 2023 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 190,091 | $ 314,502 |
Accrued interest – related party | 61,019 | 120,011 |
Accrued compensation | 34,610 | 39,080 |
Accrued consultants | 7,431 | |
Accounts payable and accrued expenses | $ 285,720 | $ 481,024 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | May 31, 2023 | Jul. 08, 2020 | Mar. 29, 2019 | Feb. 29, 2024 | Feb. 08, 2024 | Feb. 06, 2024 | Nov. 30, 2023 | May 02, 2023 |
Monthly payments | $ 515,000 | $ 618,000 | ||||||
Superior Soils Supplements LLC [Member] | ||||||||
Complaint seeks damages | $ 400,000 | |||||||
Damages accrual | $ 400,000 | $ 400,000 | $ 125,000 | |||||
Gain on settlement | $ 275,000 | |||||||
Chief Financial Officer, Al Calvanico [Member] | ||||||||
Complaint seeks damages | $ 600,000 | |||||||
Monthly payments | $ 618,000 | |||||||
Chief Financial Officer, Al Calvanico [Member] | Six Months [Member] | ||||||||
Monthly payments | $ 103,000 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 11 Months Ended | ||||||
Feb. 28, 2025 | Feb. 23, 2024 | Jan. 31, 2024 | Feb. 27, 2023 | Jan. 31, 2025 | Feb. 29, 2024 | Nov. 30, 2023 | |
US Mining and Minerals Corp [Member] | |||||||
Convertible debt | $ 1,525,676 | ||||||
Accrued interest | $ 87,211 | ||||||
US Mine Corporation [Member] | |||||||
Shares new issued | 8,877,923 | ||||||
Convertible debt | $ 1,525,676 | $ 103,000 | $ 1,525,676 | ||||
Settlement Agreement [Member] | |||||||
Shares surrendered back | 300,000 | ||||||
Consulting Agreement [Member] | |||||||
Shares new issued | 300,000 | ||||||
Consulting Agreement [Member] | Subsequent Event [Member] | |||||||
Shares new issued | 16,663 | 16,667 |
SCHEDULE OF BLACK-SCHOLES OPTIO
SCHEDULE OF BLACK-SCHOLES OPTION PRICING MODEL ASSUMPTIONS (Details) - USD ($) | 3 Months Ended | |||
Feb. 29, 2024 | Feb. 28, 2023 | Nov. 30, 2023 | Nov. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of Options | 129,638,187 | 128,688,187 | 129,438,187 | 128,688,187 |
Exercise price | $ 0.09 | |||
Option 1 [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Grant Date | Apr. 08, 2023 | |||
Number of Options | 350,000 | |||
Share price | $ 0.08 | |||
Exercise price | $ 0.10 | |||
Expected Volatility | 202.26% | |||
Risk-free Interest Rate | 3.72% | |||
Dividend Rate | 0% | |||
Expected Term | 3 years 6 months | |||
Fair Value | $ 26,623 | |||
Option Two [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Grant Date | Aug. 10, 2023 | |||
Number of Options | 200,000 | |||
Share price | $ 0.10 | |||
Exercise price | $ 0.15 | |||
Expected Volatility | 201.69% | |||
Risk-free Interest Rate | 4.47% | |||
Dividend Rate | 0% | |||
Expected Term | 3 years 6 months | |||
Fair Value | $ 17,987 | |||
Option Three [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Grant Date | Sep. 13, 2023 | |||
Number of Options | 200,000 | |||
Share price | $ 0.10 | |||
Exercise price | $ 0.15 | |||
Expected Volatility | 198.67% | |||
Risk-free Interest Rate | 4.64% | |||
Dividend Rate | 0% | |||
Expected Term | 3 years 6 months | |||
Fair Value | $ 16,267 | |||
Option Four [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Grant Date | Dec. 13, 2023 | |||
Number of Options | 200,000 | |||
Share price | $ 0.09 | |||
Exercise price | $ 0.09 | |||
Expected Volatility | 206.88% | |||
Risk-free Interest Rate | 4.18% | |||
Dividend Rate | 0% | |||
Expected Term | 3 years | |||
Fair Value | $ 16,762 |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITY (Details) - $ / shares | 3 Months Ended | |
Feb. 29, 2024 | Feb. 28, 2023 | |
Share-Based Payment Arrangement [Abstract] | ||
Outstanding Options | 129,438,187 | 128,688,187 |
Weighted Average Exercise Price | $ 0.53 | $ 0.53 |
Number of Options, Granted | 200,000 | |
Weighted Average Exercise Price, Granted | $ 0.09 | |
Number of Options, Exercised | ||
Weighted Average Exercise Price, Exercised | ||
Number of Options, Expired or Cancelled | ||
Weighted Average Exercise Price, Expired or Cancelled | ||
Outstanding Options | 129,638,187 | 128,688,187 |
Weighted Average Exercise Price | $ 0.53 | $ 0.53 |
SCHEDULE OF STOCK OPTION SHARES
SCHEDULE OF STOCK OPTION SHARES OUTSTANDING AND EXERCISABLE (Details) - $ / shares | 3 Months Ended | |||
Feb. 29, 2024 | Nov. 30, 2023 | Feb. 28, 2023 | Nov. 30, 2022 | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Outstanding Options | 129,638,187 | 129,438,187 | 128,688,187 | 128,688,187 |
Weighted- Average Remaining Life in Years | 4 years 5 months 4 days | |||
Weighted- Average Exercise Price | $ 0.53 | $ 0.53 | $ 0.53 | $ 0.53 |
Number Exercisable | 129,438,187 | |||
Exercise Price One [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 0.09 | |||
Outstanding Options | 200,000 | |||
Weighted- Average Remaining Life in Years | 3 years 9 months 14 days | |||
Weighted- Average Exercise Price | $ 0.09 | |||
Number Exercisable | ||||
Exercise Price Two [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 0.099 | |||
Outstanding Options | 400,000 | |||
Weighted- Average Remaining Life in Years | 4 months 20 days | |||
Weighted- Average Exercise Price | $ 0.099 | |||
Number Exercisable | 400,000 | |||
Exercise Price Three [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 0.10 | |||
Outstanding Options | 995,000 | |||
Weighted- Average Remaining Life in Years | 2 years 5 months 8 days | |||
Weighted- Average Exercise Price | $ 0.10 | |||
Number Exercisable | 995,000 | |||
Exercise Price Four [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 0.12 | |||
Outstanding Options | 50,000 | |||
Weighted- Average Remaining Life in Years | 4 years 6 months 25 days | |||
Weighted- Average Exercise Price | $ 0.12 | |||
Number Exercisable | 50,000 | |||
Exercise Price Five [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 0.15 | |||
Outstanding Options | 400,000 | |||
Weighted- Average Remaining Life in Years | 4 years 6 months | |||
Weighted- Average Exercise Price | $ 0.15 | |||
Number Exercisable | 400,000 | |||
Exercise Price Six [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 0.24 | |||
Outstanding Options | 2,223,787 | |||
Weighted- Average Remaining Life in Years | 3 years 1 month 28 days | |||
Weighted- Average Exercise Price | $ 0.24 | |||
Number Exercisable | 2,223,787 | |||
Exercise Price Seven [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 0.36 | |||
Outstanding Options | 200,000 | |||
Weighted- Average Remaining Life in Years | 2 years 5 months 12 days | |||
Weighted- Average Exercise Price | $ 0.36 | |||
Number Exercisable | 200,000 | |||
Exercise Price Eight [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 0.38 | |||
Outstanding Options | 116,000,000 | |||
Weighted- Average Remaining Life in Years | 4 years 7 months 2 days | |||
Weighted- Average Exercise Price | $ 0.38 | |||
Number Exercisable | 116,000,000 | |||
Exercise Price Nine [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 2.50 | |||
Outstanding Options | 8,669,400 | |||
Weighted- Average Remaining Life in Years | 3 years 3 months 3 days | |||
Weighted- Average Exercise Price | $ 2.50 | |||
Number Exercisable | 8,669,400 | |||
Exercise Price Ten [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Range of Exercise Prices | $ 3 | |||
Outstanding Options | 500,000 | |||
Weighted- Average Remaining Life in Years | 2 years | |||
Weighted- Average Exercise Price | $ 3 | |||
Number Exercisable | 500,000 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details Narrative) - USD ($) | 3 Months Ended | ||||||
Dec. 13, 2023 | Sep. 13, 2023 | Aug. 10, 2023 | Apr. 08, 2023 | Nov. 10, 2017 | Feb. 29, 2024 | Feb. 28, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Granted stock options purchased | 200,000 | ||||||
Exercise price | $ 0.09 | ||||||
Option vested | 4 years 5 months 4 days | ||||||
Stock option exercisable term | 10 years | ||||||
Stock option vesting term | 5 years | ||||||
Compensation expense | $ 8,191 | $ 5,485,013 | |||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | |||||||
Option Holders [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 0 | ||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $ 0.068 | ||||||
Equity Option [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Compensation expense | $ 8,191 | $ 5,485,013 | |||||
Non vested stock options | $ 4,191 | ||||||
Share-Based Payment Arrangement, Option [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Granted stock options purchased | 200,000 | ||||||
Weighted average grant date fair value of options granted | $ 0 | ||||||
Weighted average grant date fair value of options, non-vested | $ 16,762 | ||||||
Common Stock [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Granted stock options purchased | 200,000 | 200,000 | 200,000 | 350,000 | |||
Exercise price | $ 0.09 | $ 0.15 | $ 0.15 | $ 0.10 | |||
Fair value | $ 16,762 | $ 16,267 | $ 17,987 | $ 26,623 | |||
Option vested | 1 year | ||||||
2017 Equity Incentve Plan [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Granted stock options purchased | 10,000,000 | 4,468,787 | |||||
2017 Equity Incentve Plan [Member] | Employment Contracts [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Granted stock options purchased | 500,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) | 3 Months Ended | ||||||||||||||||||||||||||||
Feb. 16, 2024 shares | Jan. 31, 2024 USD ($) shares | Dec. 13, 2023 shares | Sep. 13, 2023 shares | Sep. 11, 2023 USD ($) $ / shares shares | Aug. 10, 2023 shares | Jun. 09, 2023 $ / shares shares | Apr. 14, 2023 USD ($) | Apr. 08, 2023 shares | Mar. 01, 2023 USD ($) | Feb. 04, 2023 USD ($) | Oct. 06, 2021 $ / shares shares | Aug. 13, 2021 USD ($) $ / shares | Aug. 13, 2021 USD ($) | May 27, 2021 USD ($) $ / shares | Apr. 08, 2021 USD ($) | Apr. 08, 2021 USD ($) $ / shares | Oct. 01, 2020 USD ($) ft² | Apr. 22, 2020 USD ($) | Feb. 26, 2016 USD ($) | Feb. 29, 2024 USD ($) ft² $ / shares shares | Feb. 28, 2023 USD ($) $ / shares shares | Feb. 08, 2024 USD ($) $ / shares | Nov. 30, 2023 USD ($) | Jul. 10, 2023 USD ($) $ / shares | Apr. 06, 2023 shares | Oct. 06, 2022 shares | Apr. 06, 2022 shares | Aug. 31, 2017 USD ($) | |
Cash advances | $ 675,400 | $ 300,000 | |||||||||||||||||||||||||||
Common shares to purchase | shares | 200,000 | ||||||||||||||||||||||||||||
Share-based payment arrangement noncash expense | $ 8,191 | $ 5,485,013 | |||||||||||||||||||||||||||
Payments to director | $ 6,000 | $ 6,000 | |||||||||||||||||||||||||||
Exercise price | $ / shares | |||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | shares | 16,667 | ||||||||||||||||||||||||||||
Operating lease monthly rent expense | $ 3,500 | ||||||||||||||||||||||||||||
Office space | ft² | 700 | ||||||||||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||||||||
Shares new issued | shares | 300,000 | ||||||||||||||||||||||||||||
Common shares to purchase | shares | 200,000 | 200,000 | 200,000 | 350,000 | |||||||||||||||||||||||||
Stock issued during period, shares, issued for services | shares | 16,663 | 300,000 | |||||||||||||||||||||||||||
A. Scott Dockter [Member] | |||||||||||||||||||||||||||||
Notes payable | $ 8,716 | $ 8,716 | |||||||||||||||||||||||||||
Interest rate | 6% | ||||||||||||||||||||||||||||
Interest expense | 130 | $ 130 | |||||||||||||||||||||||||||
Debt issued amount | $ 197,096 | ||||||||||||||||||||||||||||
Repayment of short term debt | 0 | 10,000 | |||||||||||||||||||||||||||
Interest expense | 42,195 | 42,065 | |||||||||||||||||||||||||||
Brady Barto [Member] | |||||||||||||||||||||||||||||
Convertible debt | 6,000 | ||||||||||||||||||||||||||||
Common shares to purchase | shares | 200,000 | ||||||||||||||||||||||||||||
Payments to director | $ 1,000 | ||||||||||||||||||||||||||||
Common stock, share price | $ / shares | $ 0.15 | ||||||||||||||||||||||||||||
Director Agreement [Member] | Jeffrey Guzy [Member] | |||||||||||||||||||||||||||||
Debt instrument converted instrument amount | $ 24,000 | ||||||||||||||||||||||||||||
Payments to director | $ 1,500 | $ 1,000 | |||||||||||||||||||||||||||
Director Agreement [Member] | Jeffrey Guzy [Member] | |||||||||||||||||||||||||||||
Interest rate | 0% | 0% | |||||||||||||||||||||||||||
Payments to director | $ 1,000 | ||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 0.10 | ||||||||||||||||||||||||||||
Director Agreement [Member] | Kimberly Kurtis [Member] | |||||||||||||||||||||||||||||
Payments to director | $ 1,000 | ||||||||||||||||||||||||||||
Debt | 19,000 | ||||||||||||||||||||||||||||
Director Agreement [Member] | Kimberly Kurtis [Member] | Related Party [Member] | |||||||||||||||||||||||||||||
Due to officers | $ 200,000 | $ 200,000 | |||||||||||||||||||||||||||
Director Agreement [Member] | Kurtis [Member] | |||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 0.15 | ||||||||||||||||||||||||||||
Scrivener Agreement [Member] | |||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | shares | 300,000 | ||||||||||||||||||||||||||||
Scrivener Agreement [Member] | Dr Scrivener [Member] | |||||||||||||||||||||||||||||
Stock issued during period, shares, issued for services | shares | 100,000 | ||||||||||||||||||||||||||||
Share price | $ / shares | $ 0.08 | ||||||||||||||||||||||||||||
Bayshore Capital Advisors, LLC [Member] | |||||||||||||||||||||||||||||
Notes payable | $ 25,000 | ||||||||||||||||||||||||||||
Interest rate | 6% | ||||||||||||||||||||||||||||
Maturity date | Aug. 26, 2016 | ||||||||||||||||||||||||||||
Debt cancellation amount | $ 25,000 | ||||||||||||||||||||||||||||
Debt instrument converted instrument amount | 10,401 | ||||||||||||||||||||||||||||
US Mine Corporation [Member] | |||||||||||||||||||||||||||||
Interest expense | 16,048 | 7,532 | |||||||||||||||||||||||||||
Payment for purchases made | 0 | 21,914 | |||||||||||||||||||||||||||
Cash advances | 0 | 8,320 | |||||||||||||||||||||||||||
Convertible debt | $ 1,525,676 | 103,000 | $ 1,525,676 | ||||||||||||||||||||||||||
Shares new issued | shares | 8,877,923 | ||||||||||||||||||||||||||||
Operating lease monthly rent expense | $ 1,500 | ||||||||||||||||||||||||||||
Lease extension term | 2 years | ||||||||||||||||||||||||||||
Office space | ft² | 700 | ||||||||||||||||||||||||||||
Operating lease monthly rent expense | $ 3,500 | ||||||||||||||||||||||||||||
US Mine Corporation [Member] | Material Supply Agreement [Member] | |||||||||||||||||||||||||||||
Payments for inventory | $ 501,262 | 0 | 21,914 | ||||||||||||||||||||||||||
US Mine Corporation [Member] | Material Supply Agreement [Member] | Kaolin Clay for Supplementary Cementitious Materials [Member] | |||||||||||||||||||||||||||||
Payments to materials and products for agriculture, per ton | 25 | ||||||||||||||||||||||||||||
US Mine Corporation [Member] | Material Supply Agreement [Member] | Bagged Products for Clay [Member] | |||||||||||||||||||||||||||||
Payments to materials and products for agriculture, per ton | 145 | ||||||||||||||||||||||||||||
Royalty fee, per ton | $ 5 | ||||||||||||||||||||||||||||
US Mine Corporation [Member] | Unsecured Promissory Notes [Member] | |||||||||||||||||||||||||||||
Unsecured promissory note | $ 618,000 | ||||||||||||||||||||||||||||
US Mine LLC [Member] | |||||||||||||||||||||||||||||
Share-based payment arrangement noncash expense | 5,485,013 | ||||||||||||||||||||||||||||
US Mine LLC [Member] | Materials Extraction Agreement [Member] | |||||||||||||||||||||||||||||
Interest rate | 2.50% | ||||||||||||||||||||||||||||
Conversion price | $ / shares | $ 0.43 | ||||||||||||||||||||||||||||
Extraction agreement description | On May 27, 2021, the Company entered into the Materials Extraction Agreement with US Mine, LLC, pursuant to which the Company acquired the right to extract up to one hundred million of certain raw clay materials. The Materials Extraction Agreement is effective until one hundred million tons of material are extracted. | ||||||||||||||||||||||||||||
Convertible note payable balance | $ 50,000,000 | ||||||||||||||||||||||||||||
Debt conversion description | The noteholder may convert (i) up to 50% of the outstanding balance on or after such date as the Company’s common stock is listed for trading on any national securities exchange, (ii) up to an additional 25% of the outstanding balance on or after the six-month anniversary of such initial trading date, and (iii) the remaining 25% on or after the twelve-month anniversary of such initial trading date. In addition, the Company will pay US Mine, LLC a royalty fee of $5.00 per ton of materials extracted and any royalty not paid in a timely manner will be subject to 15% interest per annum compounded monthly | ||||||||||||||||||||||||||||
Common shares to purchase | shares | 116,000,000 | ||||||||||||||||||||||||||||
Common stock exercise price | $ / shares | $ 0.38 | ||||||||||||||||||||||||||||
Options vested and expected to vest outstanding number | shares | 29,000,000 | 29,000,000 | 58,000,000 | ||||||||||||||||||||||||||
Bayshore Capital Advisors, LLC [Member] | |||||||||||||||||||||||||||||
Ownership percent | 10% | ||||||||||||||||||||||||||||
Debt cancellation amount | 25,000 | ||||||||||||||||||||||||||||
Interest expense | 0 | $ 0 | |||||||||||||||||||||||||||
Interest expense | $ 10,401 | ||||||||||||||||||||||||||||
USMC [Member] | |||||||||||||||||||||||||||||
Ownership percent | 33% | ||||||||||||||||||||||||||||
US Mining and Minerals Corp [Member] | |||||||||||||||||||||||||||||
Convertible debt | $ 1,525,676 | ||||||||||||||||||||||||||||
Accrued interest | $ 87,211 | ||||||||||||||||||||||||||||
Debt issued amount | $ 309,000 | ||||||||||||||||||||||||||||
Conversion price | $ / shares | $ 0.08 | ||||||||||||||||||||||||||||
US Mining and Minerals Corp [Member] | Unsecured Convertible Promissory Notes [Member] | |||||||||||||||||||||||||||||
Interest rate | 8% | ||||||||||||||||||||||||||||
Debt issued amount | $ 1,000,000 | $ 618,000 | $ 1,000,000 | ||||||||||||||||||||||||||
Conversion price | $ / shares | $ 0.10 |
SCHEDULE OF CONCENTRATION OF CR
SCHEDULE OF CONCENTRATION OF CREDIT RISK (Details) - Revenue from Contract with Customer Benchmark [Member] - Customer Concentration Risk [Member] | 3 Months Ended |
Feb. 29, 2024 | |
Customer A [Member] | |
Concentration Risk [Line Items] | |
Concentration risk percentage | 99% |
Customer B [Member] | |
Concentration Risk [Line Items] | |
Concentration risk percentage | 1% |
CONCENTRATION OF CREDIT RISK (D
CONCENTRATION OF CREDIT RISK (Details Narrative) - USD ($) | 3 Months Ended | |
Feb. 29, 2024 | Feb. 28, 2023 | |
Concentration Risk [Line Items] | ||
FDIC insured amount | $ 250,000 | |
Revenue | $ 52,256 | |
Account receivables | ||
Account payable | ||
Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | Two Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 100% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | One Customer [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 100% | |
Accounts Payable [Member] | Supplier Concentration Risk [Member] | One Supplier [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 100% |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 3 Months Ended | |||||
Mar. 31, 2024 | Feb. 28, 2023 | Mar. 07, 2024 | Feb. 29, 2024 | Feb. 08, 2024 | Jul. 10, 2023 | |
Common Stock [Member] | ||||||
Issuance of shares | 300,000 | |||||
Unsecured Convertible Note [Member] | Common Stock [Member] | ||||||
Outstanding principal and acrued interest | 8% | |||||
Unsecured Convertible Note [Member] | Subsequent Event [Member] | Common Stock [Member] | ||||||
Outstanding principal and acrued interest | 8% | |||||
US Mining and Minerals Corp [Member] | ||||||
Debt issued amount | $ 309,000 | |||||
Conversion price | $ 0.08 | |||||
US Mining and Minerals Corp [Member] | Subsequent Event [Member] | ||||||
Debt issued amount | $ 198,135 | |||||
Conversion price | $ 0.08 | |||||
US Mining and Minerals Corp [Member] | Unsecured Convertible Promissory Notes [Member] | ||||||
Debt issued amount | $ 1,000,000 | $ 618,000 | $ 1,000,000 | |||
Outstanding principal and acrued interest | 8% | |||||
Conversion price | $ 0.10 | |||||
US Mining and Minerals Corp [Member] | Unsecured Convertible Promissory Notes [Member] | Subsequent Event [Member] | ||||||
Debt issued amount | $ 1,000,000 | $ 1,000,000 | ||||
Accrued interest | $ 25,640 | |||||
Issuance of shares | 10,256,400 | |||||
US Mining and Minerals Corp [Member] | Unsecured Convertible Promissory Notes [Member] | Subsequent Event [Member] | Maximum [Member] | ||||||
Debt issued amount | $ 1,000,000 |