flooidCX (FLCX) 10-K 29 May 18 2018 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Feb. 28, 2018	May 29, 2018	Aug. 31, 2017
Document and Entity Information
Entity Registrant Name	GRIPEVINE INC.
Entity Central Index Key	1,609,988
Document Type	10-K
Document Period End Date	Feb. 28, 2018
Amendment Flag	false
Current Fiscal Year End Date	--02-28
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Entity Public Float			$ 8,752,500
Entity Common Stock, Shares Outstanding		133,268,055
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,018

COMBINED BALANCE SHEETS

COMBINED BALANCE SHEETS - USD ($)	Feb. 28, 2018	Feb. 28, 2017
CURRENT ASSETS
Cash	$ 24,008	$ 32,678
Prepaid and other receivables	27,760	20,281
Total current assets	51,768	52,959
Equipment [Note 5]	32,118	41,655
TOTAL ASSETS	83,886	94,614
Liabilities
Accounts payable	11,532	22,325
Accrued liabilities	28,643	78,827
Loans payable [Note 6]	2,034,671	1,822,953
Due to related parties [Note 6]	175,983	178,906
Due to a shareholder [Note 6]	626,250	568,547
Total current liabilities	2,877,079	2,671,558
Total liabilities	2,877,079	2,671,558
Stockholders' deficiency
Preferred stock, $0.001 par value, 20,000,000 authorized. 1,000,000 shares issued and outstanding as at February 28, 2018 and 2017 [Note 7]	1,000	1,000
Common stock, $0.001 par value, 300,000,000 authorized, 132,883,504 and 120,000,000 shares issued and outstanding as at February 28, 2018 and 2017, respectively [Note 7]	132,884	120,000
Common stock to be issued [Note 7]	1,249	5,249
Additional paid-in-capital	47,111,615	43,698,125
Accumulated other comprehensive income	118,660	233,651
Accumulated deficit	(50,158,601)	(46,634,969)
Total stockholders' deficiency	(2,793,193)	(2,576,944)
Total liabilities and stockholders' deficiency	$ 83,886	$ 94,614

COMBINED BALANCE SHEETS (Parent

COMBINED BALANCE SHEETS (Parenthetical) - $ / shares	Feb. 28, 2018	Feb. 28, 2017
Combined Balance Sheets Parenthetical
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	1,000,000	1,000,000
Preferred stock, shares outstanding	1,000,000	1,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	132,883,504	120,000,000
Common stock, shares outstanding	132,883,504	120,000,000

COMBINED STATEMENTS OF OPERATIO

COMBINED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($)	12 Months Ended
	Feb. 28, 2018	Feb. 28, 2017
Statements Of Operations
REVENUE
EXPENSES
Stock based compensation [Note 7]	2,299,211	40,804,747
Research and development expenses [Note 8]	774,454	1,069,627
General and administrative expenses	449,967	449,546
Total operating expenses	3,523,632	42,323,920
Income taxes [Note 10]
Net loss	3,523,632	42,323,920
Foreign currency translation adjustment	(114,991)	(7,614)
Comprehensive loss	$ 3,408,641	$ 42,316,306
Loss per share, basic and diluted	$ 0.0286	$ 0.3527
Weighted average number of common shares outstanding	123,059,001	120,000,000

COMBINED STATEMENTS OF STOCKHOL

COMBINED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($)	Preferred Stock	Common Stock	Common stock to be issued	Additional Paid-In Capital	Accumulated other comprehensive income	Accumulated Deficit	Total
Beginning Balance, Amount at Feb. 29, 2016		$ 120,000	$ 5,249	$ 2,894,378	$ 241,265	$ (4,311,049)	$ (1,050,157)
Beginning Balance, Shares at Feb. 29, 2016		120,000,000	5,248,626
Issuance of preferrence shares, Shares	1,000,000
Issuance of preferrence shares, Amount	$ 1,000			38,693,414			38,694,414
Issuance of warrants				2,110,333			2,110,333
Foreign currency translation					(7,614)		(7,614)
Net loss for the year						(42,323,920)	(42,323,920)
Endiing Balance,Amount at Feb. 28, 2017	$ 1,000	$ 120,000	$ 5,249	43,698,125	233,651	(46,634,969)	(2,576,944)
Ending Balance, Shares at Feb. 28, 2017	1,000,000	120,000,000	5,248,626
Foreign currency translation					$ (114,991)		(114,991)
Issuance of shares, Shares		4,720,532	(4,720,532)
Issuance of shares, Amount		$ 4,721	$ (4,721)
Issuance of stock options				880,475			880,475
Issuance of shares for services, Shares		5,674,944
Issuance of shares for services, Amount		$ 5,675		1,413,061			1,418,736
Issuance of shares for cash, Shares		2,488,028	721,007
Issuance of shares for cash, Amount		$ 2,488	$ 721	1,119,954			1,123,163
Net loss for the year						(3,523,632)	(3,523,632)
Endiing Balance,Amount at Feb. 28, 2018	$ 1,000	$ 132,884	$ 1,249	$ 47,111,615	$ 118,660	$ (50,158,601)	$ (2,793,193)
Ending Balance, Shares at Feb. 28, 2018	1,000,000	132,883,504	1,249,101

COMBINED STATEMENTS OF CASH FLO

COMBINED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Feb. 28, 2018	Feb. 28, 2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the year	$ (3,523,632)	$ (42,323,920)
Adjustments to reconcile net loss to net cash used in operations:
Stock based compensation	2,299,211	40,804,747
Depreciation	22,970	10,587
Changes in operating assets and liabilities:
Prepaid and other receivables	(7,031)	(15,069)
Accounts payable	(11,344)	22,163
Accrued liabilities	(52,611)	64,400
Cash used in operating activities	(1,272,437)	(1,437,092)
INVESTING ACTIVITIES
Purchase of equipment	(12,083)	(41,080)
Cash used in financing activities	(12,083)	(41,080)
FINANCING ACTIVITIES
Proceeds from issuance of shares	1,123,163
Loans payable	143,744	1,323,707
Due to related parties	(9,025)	(38,105)
Due to a shareholder	38,037	201,589
Cash provided by financing activities	1,295,919	1,487,191
Net increase in cash during the year	11,399	9,019
Effect of foreign currency translation	(20,069)	(267)
Cash at beginning	32,678	23,926
Cash at end	24,008	32,678
Additional cash flow information
Interest paid
Taxes paid

NATURE OF OPERATIONS

NATURE OF OPERATIONS	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 1 - NATURE OF OPERATIONS	Gripevine, Inc. (formerly Baixo Relocation Services, Inc. (the “Company”) was incorporated in the state of Nevada on January 7, 2014. The Company operated as a relocation service provider for clients moving to the State of Goa, India and ceased this business and engaged in developing and building an online resolution platform after the Share Exchange Agreement as explained in the subsequent paragraphs. The Company’s fiscal year-end is February end. MBE Holdings Inc. (“MBE”) was incorporated as a limited liability company on April 13, 2010 under the laws of the State of Delaware. MBE is engaged in research and development activities to offer an online complaint resolution platform for consumers and business, including ratings, reviews and polling’s. As such, its efforts to date have been devoted in building technology that enables access to this market through the development of a tangible product. As explained in Note 7 to the combined financial statements, on February 28, 2017, the Company and MBE and the shareholders of MBE who collectively own 100% of MBE entered into and consummated transactions pursuant to a Share Exchange Agreement, whereby the Company agreed to issue to the MBE shareholders an aggregate of approximately 5,248,626 shares of its common stock, par value $0.001, in exchange for 100% of equity interests of MBE held by the MBE shareholders. As a result of the share exchange, MBE became a wholly owned subsidiary of Gripevine. As a result of the Share Exchange Agreement, the acquisition transaction has been accounted for as a common control transaction in accordance with the Financial Accounting Standards Board (“FASB”) (Accounting Standard Codification (“ASC”) 805-50, Business Combinations – Common control transactions). The Company has evaluated the guidance contained in ASC 805 with respect to the combinations among entities or businesses under common control and conclude that since the majority shareholders of the Company and MBE are same, therefore, this is a common control transaction and do not result in a change in control at the ultimate parent or the controlling shareholder level. Consequently, common control transactions are not accounted for at fair value. Rather, common control transactions are generally accounted for at the carrying amount of the net assets or equity interests transferred. Any differences between the proceeds received or transferred and the carrying amounts of the net assets are considered equity transactions that would be eliminated in consolidation, and no gain or loss would be recognized in the condensed combined financial statements of the ultimate parent. Resultantly, the financial position and the results of operations of Gripevine and MBE are combined together as if they were operating as one entity from the beginning.

BASIS OF PRESENTATION AND COMBI

BASIS OF PRESENTATION AND COMBINATION	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 2 - BASIS OF PRESENTATION AND COMBINATION	The combined financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and are expressed in United States dollars (“USD”). As explained above in Note 1 to the combined financial statements, as a result of the Share Exchange Agreement, the acquisition transaction has been accounted for as a common control transaction in accordance with the Financial Accounting Standards Board (ASC 805-50, Business Combinations – Common control transactions). Consequently, the combined financial statements have been prepared as if the Company and MBE were a single organization by the aggregation of their financial statements from the beginning of the previous year and the elimination of transactions and balances between them.

GOING CONCERN

GOING CONCERN	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 3 - GOING CONCERN	The combined financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has incurred recurring losses from operations and as at February 28, 2018 and 2017 had a working capital deficiency of $2,825,311 and $2,618,599 respectively and an accumulated deficit of $50,158,601 and $46,634,969, respectively. Management anticipates the Company will attain profitable status and improve its liquidity through continued business development and additional debt or equity investment in the Company. The Company’s continued existence is dependent upon its ability to continue to execute its operating plan and to obtain additional debt or equity financing. There can be no assurance that the necessary debt or equity financing will be available, or will be available on terms acceptable to the Company, in which case the Company may be unable to meet its obligations. Should the Company be unable to realize its assets and discharge its liabilities in the normal course of business, the net realizable value of its assets may be materially less than the amounts recorded in the combined financial statements. The combined financial statements do not include any adjustments relating to the recoverability of recorded asset amounts that might be necessary should the Company be unable to continue in existence.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Cash Cash includes cash on hand and balances with banks. Use of Estimates The preparation of combined financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the combined financial statements and the reported amounts of revenues and expenses during the reporting period. Areas involving significant estimates and assumptions include: useful lives of equipment, deferred income tax assets and related valuation allowance and accruals. Actual results could differ from those estimates. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in earnings in the period in which they become known. Loss Per Share The Company has adopted the FASB, ASC Topic 260-10 which provides for calculation of “basic” and “diluted” earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. Diluted earnings per share exclude all potentially dilutive shares if their effect is anti-dilutive. There were no potentially dilutive shares outstanding as at February 28, 2018 and February 28, 2017. Foreign Currency Translation The functional currency of the Parent Company is United States dollar and the functional currency of the wholly owned subsidiary is Canadian dollar. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Non-monetary assets and liabilities are translated using the historical rate on the date of the transaction. All exchange gains or losses arising from translation of these foreign currency transactions are included in net loss for the year. The translation gains and losses resulting from the changes in exchange rates are reported in accumulated other comprehensive gain (loss). Equipment Equipment is stated at cost less accumulated depreciation and depreciated over their estimated useful lives at the following rate and method. Furniture and fixtures Computer equipment 20% per annum – declining balance method 55% per annum – declining balance method Routine repairs and maintenance are expensed as incurred. Improvements, that are betterments, are capitalized at cost. The Company applies a half-year rule in the year of acquisition. Impairment of Long-Lived Assets In accordance with ASC 360-10, the Company, on a regular basis, reviews the carrying amount of long-lived assets for the existence of facts or circumstances, both internally and externally, that suggest impairment. The Company determines if the carrying amount of a long-lived asset is impaired based on anticipated undiscounted cash flows, before interest, from the use of the asset. In the event of impairment, a loss is recognized based on the amount by which the carrying amount exceeds the fair value of the asset. Fair value is determined based on appraised value of the assets or the anticipated cash flows from the use of the asset or asset group, discounted at a rate commensurate with the risk involved. Fair Value of Financial Instruments ASC 820 defines fair value, establishes a framework for measuring fair value and expands required disclosure about fair value measurements of assets and liabilities. ASC 820-10 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820-10 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: · Level 1 – Valuation based on quoted market prices in active markets for identical assets or liabilities. · Level 2 – Valuation based on quoted market prices for similar assets and liabilities in active markets. · Level 3 – Valuation based on unobservable inputs that are supported by little or no market activity, therefore requiring management’s best estimate of what market participants would use as fair value. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments or interest rates that are comparable to market rates. These financial instruments include cash and accounts payable. The Company’s cash, which is carried at fair value, is classified as a Level 1 financial instrument. The Company’s bank accounts are maintained with financial institutions of reputable credit, therefore, bear minimal credit risk. Income Taxes The Company accounts for income taxes in accordance with ASC 740. The Company provides for federal and provincial income taxes payable, as well as for those deferred because of the timing differences between reporting income and expenses for financial statement purposes versus tax purposes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recoverable or settled. The effect of a change in tax rates is recognized as income or expense in the period of the change. A valuation allowance is established, when necessary, to reduce deferred income tax assets to the amount that is more likely than not to be realized. Research and Development Research and development costs, which relate primarily to product and software development, are charged to operations as incurred. Under certain research and development arrangements with third parties, the Company may be required to make payments that are contingent on the achievement of specific developmental, regulatory and/or commercial milestones. Before a product receives regulatory approval, milestone payments made to third parties are expensed when the milestone is achieved. Milestone payments made to third parties after regulatory approval is received are capitalized and amortized over the estimated useful life of the approved product. Operating Leases The Company leases office space under operating lease agreements. The lease term begins on the date of initial possession of the leased property for purposes of recognizing lease expense on a straight-line basis over the term of the lease. Lease renewal periods are considered on a lease-by-lease basis and are generally not included in the initial lease term. Stock Based Compensation The Company accounts for share-based payments in accordance with the provision of ASC 718, which requires that all share-based payments issued to acquire goods or services, including grants of employee stock options, be recognized in the statement of operations based on their fair values, net of estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Compensation expense related to share-based awards is recognized over the requisite service period, which is generally the vesting period. The Company accounts for stock based compensation awards issued to non-employees for services, as prescribed by ASC 718-10, at either the fair value of the services rendered or the instruments issued in exchange for such services, whichever is more readily determinable, using the guidelines in ASC 505-50. The Company issues compensatory shares for services including, but not limited to, executive, management, accounting, operations, corporate communication, financial and administrative consulting services Recently Issued Accounting Pronouncements In May 2017, an accounting pronouncement was issued by the Financial Accounting Standards Board (“FASB”) ASU 2017-09, “Compensation - Stock Compensation: Scope of Modification Accounting.” ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. The updated guidance is effective for interim and annual periods beginning after December 15, 2017, and early adoption is permitted. The adoption of this pronouncement will not have a material impact on the combined financial position and/or results of operations. In March 2016, the Company adopted the accounting pronouncement issued by the FASB to update guidance on how companies account for certain aspects of share-based payments to employees. This guidance requires all income tax effects of awards to be recognized in the income statement when the awards vest or are settled and changes the presentation of excess tax benefits on the statement of cash flows. We adopted these provisions on a prospective basis. In addition, this pronouncement changes guidance on: (a) accounting for forfeitures of share-based awards and (b) employers’ accounting for an employee’s use of shares to satisfy the employer’s statutory income tax withholding obligation. The adoption of this pronouncement did not have any impact on the Company’s combined financial position and/or results of operations In January 2017, an accounting pronouncement was issued by the Financial Accounting Standards Board (“FASB”) to simplify the accounting for goodwill impairment. This guidance eliminates the requirement that an entity calculates the implied fair value of goodwill when measuring an impairment charge. Instead, an entity would record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value. This pronouncement is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The adoption is required to be applied on a prospective basis. The Company does not believe this guidance will have a material impact on its combined financial position and/or results of operations. In February 2016, an accounting pronouncement was issued by the FASB to replace existing lease accounting guidance. This pronouncement is intended to provide enhanced transparency and comparability by requiring lessees to record right-of-use assets and corresponding lease liabilities on the balance sheet for most leases. Expenses associated with leases will continue to be recognized in a manner similar to current accounting guidance. This pronouncement is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted. The adoption is required to be applied on a modified retrospective basis for each prior reporting period presented. The Company has not yet determined the effect that the adoption of this pronouncement may have on its combined financial position and/or results of operations. In March 2016, the Company adopted the accounting pronouncement issued by the FASB which eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment. The adoption of this pronouncement did not have a material impact on the Company’s combined financial position and/or results of operations. In March 2016, we adopted the accounting pronouncement issued by the FASB to update the guidance related to the presentation of debt issuance costs. This guidance requires debt issuance costs, related to a recognized debt liability, be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability rather than being presented as an asset. The Company adopted this pronouncement on a retrospective basis, and the adoption did not have a material impact on the Company’s combined financial position and/or results of operations. In May 2014, an accounting pronouncement was issued by the FASB to clarify existing guidance on revenue recognition. This guidance includes the required steps to achieve the core principle that a company should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This pronouncement is effective for fiscal years and interim periods beginning after December 15, 2017, with early adoption permitted. The guidance permits the use of one of two retrospective transition methods. The Company will adopt the standard on March 1, 2018 using the modified retrospective method. The adoption of this pronouncement is not expected to have a material impact on the combined financial position and/or results of operations.

EQUIPMENT

EQUIPMENT	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 5 - EQUIPMENT	Year ended February 28, 2018 Year ended February 28, 2017 $ $ Furniture 38,428 31,889 Computer equipment 32,406 24,864 Total cost 70,834 56,753 Less: Accumulated depreciation (38,716 ) (15,098 ) 32,118 41,655

LOANS PAYABLE_DUE TO RELATED PA

LOANS PAYABLE/DUE TO RELATED PARTIES / DUE TO A SHAREHOLDER	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 6 - LOANS PAYABLE/DUE TO RELATED PARTIES / DUE TO A SHAREHOLDER	Loans payable Loans payable represents advances from a related corporation to meet the working capital requirements of the Company. These advances are interest free, unsecured and are repayable on demand. These loans payable as at February 28, 2018 and 2017 include Canadian dollar denominated loans of $2,034,761 and $1,802,540, respectively (CAD 2,606,211 and CAD 2,395,076, respectively). Due to related parties and due to a shareholder The balances due to related parties and a shareholder are mainly in connection with the consulting services and financing provided for the development of an online complaint resolution platform as explained in Note 1 to the combined financial statements. These balances are interest free, unsecured and are repayable on demand. Due to related parties as at February 28, 2018 and 2017 are denominated in Canadian dollar (CAD 225,417 and CAD 237,024 respectively). Due to a shareholder as at February 28, 2018 and 2017 are denominated in Canadian dollar (CAD 802,164 and CAD 753,242 respectively).

STOCKHOLDERS_ DEFICIENCY

STOCKHOLDERS’ DEFICIENCY	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 7 - STOCKHOLDERS’ DEFICIENCY	Share Exchange Agreement On February 28, 2017, the Company, MBE and the shareholders of MBE entered into a Share Exchange Agreement (the “Share Exchange Agreement”). The Board of Directors of the Company approved the execution and consummation of the transaction under the Share Exchange Agreement on February 28, 2017. In accordance with the terms and provisions of the Share Exchange Agreement, the Company is to issue an aggregate of 5,248,626 shares of its restricted common stock to the MBE Shareholders in exchange for 157,458,778 of the total issued and outstanding shares of MBE (constituting 100%), thus making MBE its wholly-owned subsidiary. The Board of Directors of the Company and MBE deemed it in the best interests of the respective shareholders to enter into the Share Exchange Agreement pursuant to which the Company would acquire all the technology and assets and assume all liabilities of MBE. Authorized stock On October 31, 2016, the Board of Directors of the Company authorized an increase in the Company’s shares of common stock to three hundred million (300,000,000) shares with par value remaining at $0.001 and creation of twenty million (20,000,000) shares of preferred stock, par value $0.001. On November 4, 2016, the Company filed a Certificate of Amendment with the Nevada Secretary of State increasing its authorized capital to 300,000,000 shares of common stock, par value $0.001, and 20,000,000 shares of preferred stock, par value $0.001 (the “Amendment). The Amendment was effective with the Nevada Secretary of State on November 4, 2016 when the Certificate of Amendment was filed. The Amendment was approved by the Board of Directors pursuant to written consent resolutions dated October 31, 2016 and further approved by the shareholders holding a majority of the total issued and outstanding shares of common stock of the Company pursuant to written consent resolutions dated October 31, 2016. Common stock issued and outstanding On May 31, 2016 and effective October 3, 2016, the Company’s previous majority shareholder, sole executive officer and member of the Board of Directors, entered into certain stock purchase agreements (collectively, the “Stock Purchase Agreements”) with certain individuals and/or entities (collectively, the “Investors”). In accordance with the terms and provisions of the Stock Purchase Agreements, the then majority shareholder sold and transferred at a per share price of $0.037 the control block of the Company consisting of 5,000,000 shares of restricted common stock and representing approximately 62.5% of the total issued and outstanding shares of common stock. During September to November 2017, the Company issued 4,720,532 shares in connection with the Share Exchange Agreement as explained above. The remaining shares of 528,094 are included in common stock to be issued. On January 5, 2018, the Company issued 5,674,944 shares in connection with past services provided by a number of consultants. The fair value of these shares amounting to $1,418,736, were determined based on the market price at the time of issuance, and is included in stock based compensation in the combined statement of operations. On January 8, 2018, the Company issued 2,488,028 shares in connection with the private placements at a price of $0.35 per common stock. As at February 28, 2018 the Company has 132,883,504 outstanding common stock comprising of 87,883,504 restricted stock and 45,000,000 unrestricted stock. As at February 28, 2017, the Company had 120,000,000 outstanding common stock comprising of 75,000,000 restricted stock and 45,000,000 unrestricted stock. Common stock to be issued Common stock to be issued of 1,249,101 shares comprise of: · 528,094 shares in connection with the “Share Exchange Agreement” as explained above (also refer Note 11); and · During December 2017 and January 2018, the Company sold 721,007 shares of common stock to investors through a private placement at a price of $0.35 per common stock and received gross proceeds of $252,352. Preferred stock On April 20, 2017, the Board of Directors authorized the issuance of the 1,000,000 shares of Series A Preferred Stock to its sole executive officer and member of the Board of Directors in consideration of his services performed during the year ended February 28, 2017. These preferred stocks contain certain rights and preference as detailed below: · In the event of acquisition of the Company, the preferred stock holder to receive 20% of the aggregate valuation of such merger; · The holder can convert each share of preferred stock into 100 shares of common stock; and · Each holder of preferred stock shall be entitled to cast 200 votes. The fair value of these 1,000,000 preferred stock amounting to $38,694,414 was determined by an independent valuation using the assumptions i. e. conversion value, control premium of 11.15% based on similar publicly trading companies, voting and sale/merger rights of the stock and stock price of $0.69. As the issuance of preferred stock related to past services, therefore, this amount was recorded as stock based compensation in the combined statements of operations during the previous year ended February 28, 2017. Warrants On December 1, 2016, the Company issued 18,275,000 warrants to certain shareholders of the Company for their services for the year ended February 28, 2017. These warrants have a strike price of $0.40 and will expire on December 1, 2019. The fair value of these warrants was measured at the date of grant using the Black-Scholes option pricing model using the following assumptions: · Forfeiture rate of 0%; · Stock price of $0.12 per share; · Exercise price of $0.4 per share; · Volatility at 265%; · Risk free interest rate of 1.45%; · Expected life of 3 years; and · Expected dividend rate of 0% At grant date the fair value of these warrants were determined at $2,110,333. As the issuance of warrants related to past services, therefore, this amount was recorded as stock based compensation in the combined statements of operations during the year (fourth quarter) ended February 28, 2017. As at February 28, 2018 and 2017, there were 18,275,000 warrants were outstanding, fully vested and with a remaining contractual life term of 1.75 and 2.75 years, respectively. Stock Based Options On August 16, 2017, the Company approved Directors, Officers, Employees and Consultants Stock Option Plan, under which it authorized 50,000,000 options and issued 5,486,500 options. This plan was established to enable the Company to attract and retain the services of highly qualified and experience directors, officers, employees and consultants and to give such person an interest in the success of the Company. On November 27, 2017, the Company approved the issue of a second tranche of 120,000 options to a new Director of the Company pursuant to the Directors, Officers, Employees and Consultants Stock Option Plan, under which it authorized 50,000,000 options. As at February 28, 2018, the company has issued 5,606,500 options. The fair value of each option granted is estimated at the time of grant using Black-Scholes option pricing model with the following assumptions: · Forfeiture rate of: Tranche 1 - 0%; Tranche 2 - 0% · Stock price of: Tranche 1 - $0.20 per share; Tranche 2 - $0.20 per share · Volatility at: Tranche 1 - 291%; Tranche 2 - 259% · Market price of: Tranche 1 - $0.20 per share; Tranche 2 - $0.20 per share · Risk free interest rate of: Tranche - 1.49%; Tranche 2 - 1.62% · Expected life of: Tranche 1 - 5 years; Tranche 2 - 5 years · Expected dividend rate of: Tranche 1 - 0%; Tranche 2 - 0% · Fair value of options of: Tranche 1 - $0.20; Tranche 2 - $0.20 For Tranche 1, 2,741,500 options will vest immediately and remaining will vest one year from grant date and for Tranche 2, 100% of the grant vest immediately. All grants will expire on the fifth anniversary of the grant date. The risk-free interest rate is based on the yield of U.S. Treasury securities that correspond to the expected holding period of the options. The volatility was determined based on company’s historical stock prices. The expected forfeiture (attrition) rates were based on the position of the consultants receiving the options. The dividend yield was based on an expected future dividend rate for the period at the time of grant. The following table summarizes the stock option activities of the Company: Number of options Weighted average exercise price Granted 5,606,500 0.200 Exercised — 0.200 Outstanding as of February 28, 2018 5,606,500 0.200 The fair value of tranche 1 options at the issuance date was determined at $1,087,917 out of which $861,122 was expensed during the year ended February 28, 2018 based on vesting period and were included in stock based compensation with corresponding credit to additional paid-in-capital. The fair value of tranche 2 options at the issuance date was determined at $19,353 and expensed entirely during the year ended February 28, 2018 and were included in stock based compensation with corresponding credit to additional paid-in-capital. As at February 28, 2018 there were 5,606,500 stock options outstanding, 2,861,500 vested and with a remaining contractual life term of 4.46 years.

RELATED PARTY TRANSACTIONS AND

RELATED PARTY TRANSACTIONS AND BALANCES	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 8 - RELATED PARTY TRANSACTIONS AND BALANCES	The Company’s transactions with related parties were carried out on normal commercial terms and in the normal course of the Company’s business. Other than disclosed elsewhere in the combined financial statements, the related party transactions and balances are as follows: Research and development expenses for the years ended February 28, 2018 and 2017 include consulting charges from shareholders and related parties of $230,258 and $365,318, respectively.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 9 - INCOME TAXES	Income taxes recovery The provision for income taxes differs from the amounts which would be provided by applying the combined statutory income tax rates of approximately 34% for the years ended February 28, 2018 and 2017 as follows: Year ended February 28, 2018 Year ended February 28, 2017 $ $ Net loss for the year (3,523,632 ) (42,323,920 ) Expected income tax recovery 1,198,035 14,390,133 Non-deductible expenses (781,732 ) (13,873,614 ) Change in valuation allowance (416,303 ) (516,519 ) — — Deferred tax asset Year ended February 28, 2018 Year ended February 28, 2017 $ $ Non-capital loss carry forwards (1,481,475 ) (1,982,275 ) Change in valuation allowance 1,481,475 1,982,275 — — On December 22, 2017, the U.S. government enacted comprehensive tax legislation, commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code, including, among other things, reducing the U.S. federal corporate tax rate to 21%, effective January 1, 2018. As a result of the reduction of the U.S. corporate tax rate to 21%, U.S. generally accepted accounting principles require companies to re-value their deferred tax assets and liabilities as of the date of enactment, with the resulting tax effects accounted for in the reporting period of enactment. Accordingly, the deferred tax asset as at February 28, 2018 has been calculated based on the revised rate. As of February 28, 2018 and February 28, 2017, the Company determined that a valuation allowance relating to above deferred tax asset of the Company was necessary. This determination was based largely on the negative evidence represented by the losses incurred. The Company decided not to recognize any deferred tax asset, as it is not more likely than not to be realized. Therefore, a valuation allowance of $1,481,475 and $1,982,275, for the years ended February 28, 2018 and February 28, 2017, respectively, was recorded to offset deferred tax assets. As of February 28, 2018 and February 28, 2017, the Company has approximately $7,054,643 and $5,830,222, respectively, of non-capital losses available to offset future taxable income. As of February 28, 2018 and February 28, 2017, the Company is not subject to any uncertain tax positions.

COMMITMENTS

COMMITMENTS	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 10 - COMMITMENTS	On March 8, 2016, the Company entered into an operating lease contract for its office premises in Oakville, Ontario for a three year and eight months term commenced from May 1, 2016. The monthly lease payment is between $3,350 to $4,890 plus applicable taxes. On December 6, 2016, the Company entered into a second operating lease contract for its additional office premises in Oakville, Ontario for a three year term commencing from January 1, 2017. The monthly lease payment is between $2,500 to $3,800 plus applicable taxes.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 11 - SUBSEQUENT EVENTS	The Company’s management has evaluated subsequent events up to May 29, 2018, the date the combined financial statements were issued, pursuant to the requirements of ASC 855 and has determined the following subsequent event to report: As disclosed in Note 7 to the combined financial statements, during May 2018, the Company issued 384,551 shares pursuant to Share Exchange Agreement.

SUMMARY OF SIGNIFICANT ACCOUN18

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Feb. 28, 2018
Summary Of Significant Accounting Policies Policies
Cash	Cash includes cash on hand and balances with banks.
Use of Estimates	The preparation of combined financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the combined financial statements and the reported amounts of revenues and expenses during the reporting period. Areas involving significant estimates and assumptions include: useful lives of equipment, deferred income tax assets and related valuation allowance and accruals. Actual results could differ from those estimates. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in earnings in the period in which they become known.
Loss Per Share	The Company has adopted the FASB, ASC Topic 260-10 which provides for calculation of “basic” and “diluted” earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. Diluted earnings per share exclude all potentially dilutive shares if their effect is anti-dilutive. There were no potentially dilutive shares outstanding as at February 28, 2018 and February 28, 2017.
Foreign Currency Translation	The functional currency of the Parent Company is United States dollar and the functional currency of the wholly owned subsidiary is Canadian dollar. Transactions denominated in currencies other than the functional currency are translated into the functional currency at the exchange rates prevailing at the dates of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Non-monetary assets and liabilities are translated using the historical rate on the date of the transaction. All exchange gains or losses arising from translation of these foreign currency transactions are included in net loss for the year. The translation gains and losses resulting from the changes in exchange rates are reported in accumulated other comprehensive gain (loss).
Equipment	Equipment is stated at cost less accumulated depreciation and depreciated over their estimated useful lives at the following rate and method. Furniture and fixtures Computer equipment 20% per annum – declining balance method 55% per annum – declining balance method Routine repairs and maintenance are expensed as incurred. Improvements, that are betterments, are capitalized at cost. The Company applies a half-year rule in the year of acquisition.
Impairment of Long-Lived Assets	In accordance with ASC 360-10, the Company, on a regular basis, reviews the carrying amount of long-lived assets for the existence of facts or circumstances, both internally and externally, that suggest impairment. The Company determines if the carrying amount of a long-lived asset is impaired based on anticipated undiscounted cash flows, before interest, from the use of the asset. In the event of impairment, a loss is recognized based on the amount by which the carrying amount exceeds the fair value of the asset. Fair value is determined based on appraised value of the assets or the anticipated cash flows from the use of the asset or asset group, discounted at a rate commensurate with the risk involved.
Fair Value of Financial Instruments	ASC 820 defines fair value, establishes a framework for measuring fair value and expands required disclosure about fair value measurements of assets and liabilities. ASC 820-10 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820-10 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: · Level 1 – Valuation based on quoted market prices in active markets for identical assets or liabilities. · Level 2 – Valuation based on quoted market prices for similar assets and liabilities in active markets. · Level 3 – Valuation based on unobservable inputs that are supported by little or no market activity, therefore requiring management’s best estimate of what market participants would use as fair value. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments or interest rates that are comparable to market rates. These financial instruments include cash and accounts payable. The Company’s cash, which is carried at fair value, is classified as a Level 1 financial instrument. The Company’s bank accounts are maintained with financial institutions of reputable credit, therefore, bear minimal credit risk.
Income Taxes	The Company accounts for income taxes in accordance with ASC 740. The Company provides for federal and provincial income taxes payable, as well as for those deferred because of the timing differences between reporting income and expenses for financial statement purposes versus tax purposes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recoverable or settled. The effect of a change in tax rates is recognized as income or expense in the period of the change. A valuation allowance is established, when necessary, to reduce deferred income tax assets to the amount that is more likely than not to be realized.
Research and Development	Research and development costs, which relate primarily to product and software development, are charged to operations as incurred. Under certain research and development arrangements with third parties, the Company may be required to make payments that are contingent on the achievement of specific developmental, regulatory and/or commercial milestones. Before a product receives regulatory approval, milestone payments made to third parties are expensed when the milestone is achieved. Milestone payments made to third parties after regulatory approval is received are capitalized and amortized over the estimated useful life of the approved product.
Operating Leases	The Company leases office space under operating lease agreements. The lease term begins on the date of initial possession of the leased property for purposes of recognizing lease expense on a straight-line basis over the term of the lease. Lease renewal periods are considered on a lease-by-lease basis and are generally not included in the initial lease term.
Stock Based Compensation	The Company accounts for share-based payments in accordance with the provision of ASC 718, which requires that all share-based payments issued to acquire goods or services, including grants of employee stock options, be recognized in the statement of operations based on their fair values, net of estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Compensation expense related to share-based awards is recognized over the requisite service period, which is generally the vesting period. The Company accounts for stock based compensation awards issued to non-employees for services, as prescribed by ASC 718-10, at either the fair value of the services rendered or the instruments issued in exchange for such services, whichever is more readily determinable, using the guidelines in ASC 505-50. The Company issues compensatory shares for services including, but not limited to, executive, management, accounting, operations, corporate communication, financial and administrative consulting services
Recently Issued Accounting Pronouncements	In May 2017, an accounting pronouncement was issued by the Financial Accounting Standards Board (“FASB”) ASU 2017-09, “Compensation - Stock Compensation: Scope of Modification Accounting.” ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. The updated guidance is effective for interim and annual periods beginning after December 15, 2017, and early adoption is permitted. The adoption of this pronouncement will not have a material impact on the combined financial position and/or results of operations. In March 2016, the Company adopted the accounting pronouncement issued by the FASB to update guidance on how companies account for certain aspects of share-based payments to employees. This guidance requires all income tax effects of awards to be recognized in the income statement when the awards vest or are settled and changes the presentation of excess tax benefits on the statement of cash flows. We adopted these provisions on a prospective basis. In addition, this pronouncement changes guidance on: (a) accounting for forfeitures of share-based awards and (b) employers’ accounting for an employee’s use of shares to satisfy the employer’s statutory income tax withholding obligation. The adoption of this pronouncement did not have any impact on the Company’s combined financial position and/or results of operations In January 2017, an accounting pronouncement was issued by the Financial Accounting Standards Board (“FASB”) to simplify the accounting for goodwill impairment. This guidance eliminates the requirement that an entity calculates the implied fair value of goodwill when measuring an impairment charge. Instead, an entity would record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value. This pronouncement is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The adoption is required to be applied on a prospective basis. The Company does not believe this guidance will have a material impact on its combined financial position and/or results of operations. In February 2016, an accounting pronouncement was issued by the FASB to replace existing lease accounting guidance. This pronouncement is intended to provide enhanced transparency and comparability by requiring lessees to record right-of-use assets and corresponding lease liabilities on the balance sheet for most leases. Expenses associated with leases will continue to be recognized in a manner similar to current accounting guidance. This pronouncement is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted. The adoption is required to be applied on a modified retrospective basis for each prior reporting period presented. The Company has not yet determined the effect that the adoption of this pronouncement may have on its combined financial position and/or results of operations. In March 2016, the Company adopted the accounting pronouncement issued by the FASB which eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize a measurement-period adjustment during the period in which it determines the amount of the adjustment. The adoption of this pronouncement did not have a material impact on the Company’s combined financial position and/or results of operations. In March 2016, we adopted the accounting pronouncement issued by the FASB to update the guidance related to the presentation of debt issuance costs. This guidance requires debt issuance costs, related to a recognized debt liability, be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability rather than being presented as an asset. The Company adopted this pronouncement on a retrospective basis, and the adoption did not have a material impact on the Company’s combined financial position and/or results of operations. In May 2014, an accounting pronouncement was issued by the FASB to clarify existing guidance on revenue recognition. This guidance includes the required steps to achieve the core principle that a company should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This pronouncement is effective for fiscal years and interim periods beginning after December 15, 2017, with early adoption permitted. The guidance permits the use of one of two retrospective transition methods. The Company will adopt the standard on March 1, 2018 using the modified retrospective method. The adoption of this pronouncement is not expected to have a material impact on the combined financial position and/or results of operations.

EQUIPMENT (Tables)

EQUIPMENT (Tables)	12 Months Ended
	Feb. 28, 2018
Equipment Tables
EQUIPMENT	Year ended February 28, 2018 Year ended February 28, 2017 $ $ Furniture 38,428 31,889 Computer equipment 32,406 24,864 Total cost 70,834 56,753 Less: Accumulated depreciation (38,716 ) (15,098 ) 32,118 41,655

STOCKHOLDERS' DEFICIENCY (Table

STOCKHOLDERS' DEFICIENCY (Tables)	12 Months Ended
	Feb. 28, 2018
Stockholders Deficiency Tables
Schedule of Stock Option Activities	Number of options Weighted average exercise price Granted 5,606,500 0.200 Exercised — 0.200 Outstanding as of February 28, 2018 5,606,500 0.200

INCOME TAXES (Table)

INCOME TAXES (Table)	12 Months Ended
	Feb. 28, 2018
Income Taxes Table
Income tax recovery	Year ended February 28, 2018 Year ended February 28, 2017 $ $ Net loss for the year (3,523,632 ) (42,323,920 ) Expected income tax recovery 1,198,035 14,390,133 Non-deductible expenses (781,732 ) (13,873,614 ) Change in valuation allowance (416,303 ) (516,519 ) — —
Deferred tax asset	Year ended February 28, 2018 Year ended February 28, 2017 $ $ Non-capital loss carry forwards (1,481,475 ) (1,982,275 ) Change in valuation allowance 1,481,475 1,982,275 — —

NATURE OF OPERATIONS (Details N

NATURE OF OPERATIONS (Details Narrative) - $ / shares	12 Months Ended
	Feb. 28, 2018	Feb. 28, 2017	Nov. 04, 2016	Oct. 31, 2016
Entity incorporation state name	Nevada
Entity incorporation date	Jan. 7, 2014
Common stock, par value	$ 0.001	$ 0.001	$ 0.001	$ 0.001
MBE [Member] | Share exchange agreement [Member]
Equity interests		100.00%
Aggregate exchange common stock shares		5,248,626
Common stock, par value		$ 0.001

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative) - USD ($)	Feb. 28, 2018	Feb. 28, 2017
Going Concern Details Narrative
Accumulated deficit	$ (50,158,601)	$ (46,634,969)
Working capital deficit	$ (2,825,311)	$ (2,618,599)

SUMMARY OF SIGNIFICANT ACCOUN24

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)	12 Months Ended
	Feb. 28, 2018
Furniture and Fixtures [Member]
Depreciation rate and method	20% per annum – declining balance method
Computer Equipment [Member]
Depreciation rate and method	55% per annum – declining balance method

EQUIPMENT (Details)

EQUIPMENT (Details) - USD ($)	Feb. 28, 2018	Feb. 28, 2017
Equipment Details
Furniture	$ 38,428	$ 31,889
Computer equipment	32,406	24,864
Total cost	70,834	56,753
Less: Accumulated depreciation	(38,716)	(15,098)
Total	$ 32,118	$ 41,655

LOANS PAYABLE _ DUE TO RELATED

LOANS PAYABLE / DUE TO RELATED PARTIES / DUE TO A SHAREHOLDER (Details Narrative)	Feb. 28, 2018USD ($)	Feb. 28, 2018CAD ($)	Feb. 28, 2017USD ($)	Feb. 28, 2017CAD ($)
Loans Payable Due To Related Parties Due To Shareholder Details Narrative
Loan payable	$ 2,034,761		$ 1,802,540
Due to related parties		$ 225,417		$ 237,024
Due to a shareholder		$ 802,164		$ 753,242

STOCKHOLDERS_ DEFICIENCY (Detai

STOCKHOLDERS’ DEFICIENCY (Details) - $ / shares	12 Months Ended
	Feb. 28, 2018	Feb. 28, 2017
Number of options
Granted	5,606,500
Exercised		5,606,500
Outstanding as of February 28, 2018	5,606,500
Weighted average exercise price
Granted	$ 0.200
Exercised	0.200
Outstanding as of February 28, 2018	$ 0.200

STOCKHOLDERS DEFICIENCY (Detail

STOCKHOLDERS DEFICIENCY (Details Narrative)	Jan. 05, 2018USD ($)shares	Aug. 16, 2017$ / sharesshares	Jan. 31, 2018USD ($)$ / sharesshares	Nov. 30, 2017USD ($)shares	Nov. 27, 2017shares	Feb. 28, 2018USD ($)$ / sharesshares	Feb. 28, 2017USD ($)Integer$ / sharesshares	Jan. 08, 2018$ / sharesshares	Apr. 20, 2017USD ($)shares	Nov. 04, 2016$ / sharesshares	Oct. 31, 2016$ / sharesshares	Oct. 03, 2016$ / sharesshares
Common stock, shares issued						132,883,504	120,000,000
Common stock, par value | $ / shares						$ 0.001	$ 0.001			$ 0.001	$ 0.001
Common stock, shares authorized						300,000,000	300,000,000			300,000,000	300,000,000
Preferred stock, par value | $ / shares						$ 0.001	$ 0.001			$ 0.001	$ 0.001
Preferred stock, shares authorized						20,000,000	20,000,000			20,000,000	20,000,000
Issuance of shares for services, Shares	5,674,944
Issuance of shares for services, Amount | $	$ 1,418,736					$ 1,418,736
Restricted common stock issued and outstanding percentage												62.50%
Restricted common stock												5,000,000
Stock Purchase agreement per share | $ / shares												$ 0.037
Common stock, shares outstanding						132,883,504	120,000,000
Proceeds from sale of common stock | $						$ 1,123,163
Preferred stock, shares issued						1,000,000	1,000,000
Percentage of aggregate valuation									20.00%
Common stock, shares converted							100
Number of votes | Integer							200
Preferred stock, shares									1,000,000
Preferred stock, value | $									$ 38,694,414
Premium									11.15%
Merger and stock price | $ / shares							$ 0.69
Warrant issued						18,275,000
Strike price | $ / shares							$ 0.40
Expiration date							Dec. 1, 2019
Forfeiture rate							0.00%
Stock price | $ / shares						$ 0.12
Exercise price | $ / shares						$ 0.4
Volatility							265.00%
Risk free interest rate							1.45%
Expected life							3 years
Expected dividend rate							0.00%
Fair value of warrants | $							$ 2,110,333
Outstanding warrants						18,275,000
Contractual life remaining							2 years 9 months
Stock options outstanding						5,606,500
Stock option issued							5,606,500
Share Exchange Agreement [Member]
Restricted common stock						528,094
Private Placement [Member]
Common stock, shares issued								2,488,028
Common stock, par value | $ / shares								$ 0.35
Common stock sold			721,007
Proceeds from sale of common stock | $			$ 252,352
Sale of common stock price per share | $ / shares			$ 0.35
Unrestricted Stock [Member]
Common stock, shares outstanding						45,000,000	45,000,000
Restricted Stock [Member]
Common stock, shares outstanding						87,883,504	75,000,000
Series A Preferred Stock [Member]
Preferred stock, shares issued									1,000,000
Minimum [Member]
Contractual life remaining							1 year 9 months
Maximum [Member]
Contractual life remaining							2 years 9 months
Stock Based Options [Member]
Fair value of warrants | $				$ 861,122
Stock Based Options [Member] | Director [Member]
Stock option issued		5,486,500
Stock option authorized		50,000,000
Stock Based Options [Member] | Tranche 1 [Member]
Forfeiture rate		0.00%
Stock price | $ / shares		$ 0.20
Volatility		291.00%
Market price per share | $ / shares		$ 0.20
Risk free interest rate		1.49%
Expected life		5 years
Expected dividend rate		0.00%
Vesting description		2,741,500 options will vest immediately and remaining will vest one year from grant date
Fair value of options per share | $ / shares		$ 0.20
Fair value of warrants | $						$ 1,087,917
Stock Based Options [Member] | Tranche 2 [Member]
Forfeiture rate		0.00%
Stock price | $ / shares		$ 0.20
Volatility		259.00%
Market price per share | $ / shares		$ 0.20
Risk free interest rate		1.62%
Expected life		5 years
Expected dividend rate		0.00%
Vesting description		100% of the grants vest immediately.
Fair value of options per share | $ / shares		$ 0.20
Fair value of warrants | $						$ 19,353
Stock Based Options [Member] | Tranche 2 [Member] | Director [Member]
Stock option issued					120,000
Stock option authorized					50,000,000
MBE [Member] | Share exchange agreement [Member]
Common stock, shares issued				4,720,532
Common stock shares reserved for future issuance				528,094			5,248,626
Restricted common stock issued and outstanding							157,458,778
Common stock, par value | $ / shares							$ 0.001
Common Stock
Common stock, shares issued						1,249,101
Issuance of shares for services, Shares						5,674,944
Issuance of shares for services, Amount | $						$ 5,675

RELATED PARTY TRANSACTIONS AN29

RELATED PARTY TRANSACTIONS AND BALANCES (Details Narrative) - USD ($)	12 Months Ended
	Feb. 28, 2018	Feb. 28, 2017
Related Party Transactions And Balances Details Narrative
Research and development expenses	$ 230,258	$ 365,318

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($)	12 Months Ended
	Feb. 28, 2018	Feb. 28, 2017
Income Taxes Details
Net loss for the year	$ (3,523,632)	$ (42,323,920)
Expected income tax recovery	1,198,035	14,390,133
Non-deductible expenses	(781,732)	(13,873,614)
Change in valuation allowance	(416,303)	(516,519)
Income tax provision

INCOME TAXES (Details 1)

INCOME TAXES (Details 1) - USD ($)	Feb. 28, 2018	Feb. 28, 2017
Income Taxes Details 1
Non-capital loss carry forwards	$ (1,481,475)	$ (1,982,275)
Change in valuation allowance	1,481,475	1,982,275
Deferred tax asset

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($)	12 Months Ended
	Feb. 28, 2018	Feb. 28, 2017
Income Taxes Details Narrative
Change in valuation allowance	$ 1,481,475	$ 1,982,275
Non-capital losses	$ 7,054,643	$ 5,830,222
U.S. federal corporate tax rate, deduction	21.00%
Effective date of tax rate	Jan. 1, 2018

COMMITMENTS (Details Narrative)

COMMITMENTS (Details Narrative) - USD ($)	Dec. 06, 2016	Mar. 08, 2016
Operating lease contract	3 years	3 years 8 months
Minimum [Member]
Monthly lease payment	$ 2,500	$ 3,350
Maximum [Member]
Monthly lease payment	$ 3,800	$ 4,890

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative)	May 31, 2018shares
Subsequent Event [Member] | Share Exchange Agreement [Member]
Shares issued	384,551