Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Oct. 31, 2017 | Dec. 20, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | Mirage Energy Corp | |
Entity Central Index Key | 1,623,360 | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --07-31 | |
Document Period End Date | Oct. 31, 2017 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Amendment Flag | false | |
Trading Symbol | mrge | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 310,190,456 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,018 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Oct. 31, 2017 | Jul. 31, 2017 |
Current Assets | ||
Cash and cash equivalents | $ 748 | $ 11,776 |
Prepaid expenses | 1,313 | 1,559 |
Total Current Assets | 2,061 | 13,335 |
Property, plant and equipment, net | 5,797 | 6,192 |
Other Assets | ||
Deposits | 6,921 | 6,921 |
Total Other Assets | 6,921 | 6,921 |
TOTAL ASSETS | 14,779 | 26,448 |
Current Liabilities | ||
Loans payable, related parties | 214,694 | 208,678 |
Accounts payable and accrued liabilities | 369,627 | 337,384 |
Convertible debentures | 71,000 | 33,000 |
Accrued salaries and payroll taxes, related parties | 1,030,127 | 854,553 |
Total Current Liabilities | 1,685,448 | 1,433,615 |
Long-Term Liabilities | ||
Loan payable | 50,000 | 50,000 |
TOTAL LIABILITIES | 1,735,448 | 1,483,615 |
STOCKHOLDERS' EQUITY (DEFICIT) | ||
Preferred stock, par value $0.001, 10,000,000 shares authorized, 10,000,000 shares issued and outstanding as of October 31, 2017 and July 31, 2017 | 10,000 | 10,000 |
Common stock, par value $0.001, 900,000,000 shares authorized, 310,190,456 shares issued and outstanding as of October 31, 2017; 310,190,456 shares issued and outstanding as of July 31, 2017 | 310,190 | 310,190 |
Additional paid-in capital | 66,101 | 66,101 |
Accumulated deficit | (2,106,860) | (1,843,358) |
Accumulated other comprehensive loss | (100) | (100) |
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) | (1,720,669) | (1,457,167) |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | $ 14,779 | $ 26,448 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Oct. 31, 2017 | Jul. 31, 2017 |
STOCKHOLDERS' EQUITY (DEFICIT) | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 900,000,000 | 900,000,000 |
Common stock, shares issued | 310,190,456 | 310,190,456 |
Common stock, shares outstanding | 310,190,456 | 310,190,456 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 10,000,000 | 10,000,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Oct. 31, 2017 | Oct. 31, 2016 | |
OPERATING EXPENSES | ||
General and administrative expenses | $ 227,882 | $ 190,926 |
Professional fees | 30,482 | 14,488 |
Total Operating Expenses | 258,364 | 205,414 |
LOSS FROM OPERATIONS | (258,364) | (205,414) |
OTHER EXPENSE | ||
Interest expense | 5,138 | 1,029 |
Total Other Expense | 5,138 | 1,029 |
LOSS BEFORE INCOME TAXES | (263,502) | (206,443) |
NET LOSS | (263,502) | (206,443) |
OTHER COMPREHENSIVE INCOME (LOSS) | ||
Foreign currency translation adjustments | ||
TOTAL COMPREHENSIVE LOSS | $ (263,502) | $ (206,443) |
Basic and Diluted Loss per Common Share | $ 0 | $ 0 |
Basic and Diluted Weighted Average Common Shares Outstanding | 310,190,456 | 127,864,141 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Oct. 31, 2017 | Oct. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (loss) | $ (263,502) | $ (206,443) |
Adjustments to reconcile net (loss) to net cash used in operating activities: | ||
Depreciation expense | 395 | 396 |
Changes in operating assets and liabilities | ||
Salary Advances | (10,000) | |
Prepaid expenses | 246 | (8,378) |
Accounts payable | 36,416 | (45,015) |
Accrued expenses | 14,247 | 15,004 |
Accrued salaries and payroll taxes, related parties | 161,327 | 153,750 |
Net cash (used) in operating activities | (50,871) | (100,686) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Loans receivable, related parties | (22,409) | |
U.S. and Mexican project development costs | (22,099) | |
Net cash (used) in investing activities | (44,508) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from sale of convertible debenture | 38,000 | |
Proceeds from related parties, loans payable | 14,200 | 85,000 |
Repayments of related parties debt | (12,357) | |
Net cash provided by financing activities | 39,843 | 85,000 |
Effects on changes in foreign exchange rate | ||
Net (decrease) in cash | (11,028) | (60,194) |
Cash and cash equivalents - beginning of period | 11,776 | 76,165 |
Cash and cash equivalents - end of period | 748 | 15,971 |
Supplemental Cash Flow Disclosures | ||
Cash paid for interest | 641 | 1,029 |
Cash payments for income taxes | ||
Non-Cash Transactions | ||
Expenses paid by shareholder | $ 4,173 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 3 Months Ended |
Oct. 31, 2017 | |
Notes to Financial Statements | |
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS | Mirage Energy Corporation (formerly Bridgewater Platforms Inc.) (the Company) is a Nevada corporation incorporated on May 6, 2014. On May 20, 2014, the Company incorporated a Canadian subsidiary known as Bridgewater Construction Ltd. in Ontario in association with its construction business. Mirage Energy Corporation is based at 900 Isom Rd Suite 306, San Antonio, TX 78216. The Companys fiscal year end is July 31. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Oct. 31, 2017 | |
Notes to Financial Statements | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles (GAAP) of the United States. In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year. These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Companys 10-K filed with the Securities and Exchange Commission on November 30, 2017. Earnings or Loss per Share: The Company accounts for earnings per share pursuant to ASC 260, Earnings per Share, which requires disclosure on the financial statements of basic and diluted earnings (loss) per share. Basic earnings (loss) per share are computed by dividing net income (loss) by the weighted average number of common shares outstanding for the year. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding plus common stock equivalents (if dilutive) related to convertible debt, stock options and warrants for each year. As of October 31, 2017 and 2016, there were no stock equivalents so basic and diluted losses per share in each of the period presented are the same. Basis of Consolidation These financial statements include the accounts of the Company and its wholly owned subsidiaries, 4Ward Resources, Inc., Cenote Energy, S. de R.L. de C.V., WPF Transmission, Inc., and WPF Mexico Pipelines, S. de R.L. de C.V. All material intercompany balances and transactions have been eliminated. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Oct. 31, 2017 | |
Notes to Financial Statements | |
NOTE 3 - GOING CONCERN | The Companys financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company had a net loss of $263,502 and had net cash used in operations of $50,871 for the three months ended October 31, 2017 and had an accumulated deficit and working capital deficit of $2,106,860 and $1,683,387 at that date. The Company has not established an ongoing source of revenues sufficient to cover its operating cost, and requires additional capital to commence its operating plan. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These factors raise substantial doubt about its ability to continue as a going concern. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Managements plan to obtain such resources for the Company may include, but not be limited to: sales of equity instruments; traditional financing, such as loans; sale of participation interests and obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans. There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
DEBT
DEBT | 3 Months Ended |
Oct. 31, 2017 | |
Notes to Financial Statements | |
NOTE 4 - DEBT | A summary of debt at October 31, 2017 and July 31, 2017 is as follows: October 31, July 31, 2017 2017 Notes payables related party, unsecured, interest bearing at 5% rate per annum, on demand $ 182,600 $ 187,600 Note, unsecured interest bearing at 2% per annum, due 07/09/2020 50,000 50,000 Convertible debenture, unsecured, interest bearing at 12% per annum,, convertible at 12/25/2017 with conversion price at a discount rate of 45% of market price which is the average of the lowest trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date, maturity date of 03/30/2018 33,000 33,000 Convertible debenture, unsecured, interest bearing at 12% per annum,, convertible at 02/18/2018 with conversion price at a discount rate of 45% of market price which is the average of the lowest trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date, maturity date of 05/30/2018 38,000 - Loan payable related party, unsecured, non-interest bearing, on demand 32,094 21,078 Total Debt 335,694 291,678 Less: Current Maturities 285,694 241,678 Total Long-Term Debt $ 50,000 $ 50,000 The Company analyzed the conversion option in the notes for derivative accounting treatment under ASC Topic 815, Derivatives and Hedging, and determined that the instrument does not qualify for derivative accounting. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Oct. 31, 2017 | |
Notes to Financial Statements | |
NOTE 5 - RELATED PARTY TRANSACTIONS | As of October 31, 2017 and 2016, the CEO and two other members of management and one other employee had earned accrued unpaid salary in the amount of $987,750, as of October 31, 2017. Accrued salaries of $987,750 combined with accrued payroll taxes of $42,377 for a total accrued related party salaries and payroll tax of $1,030,127 for the year ended. Also, Mr. Michael Ward, President, is owed $21,078 at July 31, 2017 which has increased to $32,094 as of October 31, 2017 resulting from $14,200 of cash proceeds, expenses paid of $4,173, and repayments of $7,357. Additionally, a company owned by the spouse of the CEO provided a loan of $187,600 to 4Ward Resources, Inc. Due to a $5,000 payment made during the quarter ended, the balance was decreased to a total loan amount of $182,600. |
LEASES
LEASES | 3 Months Ended |
Oct. 31, 2017 | |
Notes to Financial Statements | |
NOTE 6 – LEASES | On June 9, 2016, the Company entered into a Lease Agreement for its San Antonio, Texas office lease location. The Lease Period is for three (3) years beginning July 1, 2016. The Company shall pay as additional rent all other sums of money as shall become due and payable by them under this Lease. To date after sixteen (16) months of this thirty-six (36) month lease, no such additional charges have been made. Below is the schedule of rent for the remaining Lease term as of October 31, 2017. Year Amount 2018 $ 67,854.28 2019 $ 69,204.60 Total Remaining Base Rent $ 137,058.88 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Oct. 31, 2017 | |
Notes to Financial Statements | |
NOTE 7 - COMMITMENTS AND CONTINGENCIES | The Company has committed to Marcos y Asociados for services as of October 31, 2017, two (2) months of Acquisition of Pipeline Rights of Way remaining of the original eighteen (18) months commitment at $5,000 per month which leaves remaining balance of $10,000. From time to time the Company may become a party to litigation matters involving claims against the Company. Management believes that it is adequately insured for its operations and there are no current matters that would have a material effect on the Companys financial position or results of operations. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Oct. 31, 2017 | |
Notes to Financial Statements | |
NOTE 8 - SUBSEQUENT EVENTS | On December 4, 2017, Mirage Energy Corporation entered into Securities Purchase Agreement with PowerUp Lending Group, Ltd. to issue an additional amount of convertible debenture in the amount of $53,000. Convertible debenture, unsecured, interest bearing at 12% per annum, convertible at 06/2/2018 with conversion price at a discount rate of 45% of market price which is the average of the lowest trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date, maturity date of 09/15/2018. |
SUMMARY OF SIGNIFICANT ACCOUN14
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Oct. 31, 2017 | |
Summary Of Significant Accounting Policies Policies | |
Basis of Consolidation | These financial statements include the accounts of the Company and its wholly owned subsidiaries, 4Ward Resources, Inc., Cenote Energy, S. de R.L. de C.V., WPF Transmission, Inc., and WPF Mexico Pipelines, S. de R.L. de C.V. All material intercompany balances and transactions have been eliminated. |
DEBT (Table)
DEBT (Table) | 3 Months Ended |
Oct. 31, 2017 | |
Debt Table | |
Schedule of debt | October 31, July 31, 2017 2017 Notes payables related party, unsecured, interest bearing at 5% rate per annum, on demand $ 182,600 $ 187,600 Note, unsecured interest bearing at 2% per annum, due 07/09/2020 50,000 50,000 Convertible debenture, unsecured, interest bearing at 12% per annum,, convertible at 12/25/2017 with conversion price at a discount rate of 45% of market price which is the average of the lowest trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date, maturity date of 03/30/2018 33,000 33,000 Convertible debenture, unsecured, interest bearing at 12% per annum,, convertible at 02/18/2018 with conversion price at a discount rate of 45% of market price which is the average of the lowest trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date, maturity date of 05/30/2018 38,000 - Loan payable related party, unsecured, non-interest bearing, on demand 32,094 21,078 Total Debt 335,694 291,678 Less: Current Maturities 285,694 241,678 Total Long-Term Debt $ 50,000 $ 50,000 |
LEASES (Table)
LEASES (Table) | 3 Months Ended |
Oct. 31, 2017 | |
Leases Table | |
Schedule of rent for the remaining Lease term | Year Amount 2018 $ 67,854.28 2019 $ 69,204.60 Total Remaining Base Rent $ 137,058.88 |
ORGANIZATION AND DESCRIPTION 17
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details Narrative) | 3 Months Ended |
Oct. 31, 2017 | |
Organization And Description Of Business Details Narrative | |
Date of incorporation | May 6, 2014 |
State of incorporation | Nevada |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | ||
Oct. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2017 | |
Going Concern Details Narrative | |||
Net loss | $ (263,502) | $ (206,443) | |
Net cash used in operations | (50,871) | $ (100,686) | |
Accumulated deficit | (2,106,860) | $ (1,843,358) | |
Working capital deficit | $ (1,683,387) |
DEBT ( Details)
DEBT ( Details) - USD ($) | Oct. 31, 2017 | Jul. 31, 2017 |
Debt Details | ||
Notes payables, unsecured, interest bearing at 5% rate per annum, on demand | $ 182,600 | $ 187,600 |
Note, unsecured interest bearing at 2% per annum, due 07/09/2020 | 50,000 | 50,000 |
Convertible debenture, unsecured, interest bearing at 12% per annum,, convertible at 12/25/2017 with conversion price at a discount rate of 45% of market price which is the average of the lowest trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date, maturity date of 03/30/2018 | 33,000 | 33,000 |
Convertible debenture, unsecured, interest bearing at 12% per annum,, convertible at 02/18/2018 with conversion price at a discount rate of 45% of market price which is the average of the lowest trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date, maturity date of 05/30/2018 | 38,000 | |
Loan payable related party, unsecured, non-interest bearing, on demand | 32,094 | 21,078 |
Total Debt | 335,694 | 291,678 |
Less: Current Maturities | 285,694 | 241,678 |
Total Long-Term Debt | $ 50,000 | $ 50,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | ||
Oct. 31, 2017 | Jul. 31, 2017 | Oct. 31, 2016 | |
Accrued payroll taxes | $ 42,377 | ||
Accrued salaries and payroll taxes, related parties | 1,030,127 | $ 854,553 | |
Loan amount | 182,600 | ||
4Ward Resources Inc [Member] | |||
Loans payable | 5,000 | ||
Mr. Michael Ward [Member] | |||
Due to related parties | $ 21,078 | ||
Due to related parties, increase | 32,094 | ||
Cash proceeds | 14,200 | ||
Payment of expense | 4,173 | ||
Repayments of related parties | 7,357 | ||
President And Ceo [Member] | |||
Accrued unpaid salaries | 987,750 | $ 987,750 | |
Spouse Of Ceo [Member] | |||
Proceeds from loan | $ 187,600 |
LEASES (Details)
LEASES (Details) | Oct. 31, 2017USD ($) |
Leases Details | |
2,018 | $ 67,854 |
2,019 | 69,205 |
Total Remaining Base Rent | $ 137,059 |
LEASES (Details Narrative)
LEASES (Details Narrative) | 3 Months Ended |
Oct. 31, 2017 | |
Leases Details Narrative | |
Lease agreement description | The Lease Period is for three (3) years beginning July 1, 2016. The Company shall pay as additional rent all other sums of money as shall become due and payable by them under this Lease. To date after sixteen (16) months of this thirty-six (36) month lease, no such additional charges have been made. Below is the schedule of rent for the remaining Lease term as of October 31, 2017. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) | 3 Months Ended |
Oct. 31, 2017USD ($) | |
Commitments And Contingencies Details Narrative | |
Acquisition description | The Company has committed to Marcos y Asociados for services as of October 31, 2017, two (2) months of Acquisition of Pipeline Rights of Way remaining of the original eighteen (18) months |
Commitment and contingencies remaining balance | $ 10,000 |
Commitment and contingencies per month | $ 5,000 |
SUBSEQUENT EVENTS ( Details Nar
SUBSEQUENT EVENTS ( Details Narrative) - USD ($) | Dec. 04, 2017 | Oct. 31, 2017 | Jul. 31, 2017 |
Additional amount of convertible debenture | $ 33,000 | $ 33,000 | |
Subsequent Event [Member] | Securities Purchase Agreement [Member] | PowerUp Lending Group, Ltd [Member] | |||
Additional amount of convertible debenture | $ 53,000 | ||
Interest rate | 12.00% | ||
Conversion price | 45.00% | ||
Maturity date | Sep. 15, 2018 |