Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Apr. 30, 2019 | Jun. 19, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | Mirage Energy Corp | |
Entity Central Index Key | 0001623360 | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --07-31 | |
Document Period End Date | Apr. 30, 2019 | |
Entity Current Reporting Status | No | |
Amendment Flag | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 395,739,327 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2019 | |
Entity Emerging Growth Company | true | |
Entity Small Business | false | |
Entity Ex Transition Period | false | |
Entity Shell Company | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Apr. 30, 2019 | Jul. 31, 2018 |
Current Assets | ||
Cash and cash equivalents | $ 33,439 | $ 13,480 |
Prepaid expenses | 2,780 | 2,306 |
Total Current Assets | 36,219 | 15,786 |
Property, plant and equipment, net | 3,425 | 4,611 |
Other Assets | ||
Deposits | 6,921 | 6,921 |
Total Other Assets | 6,921 | 6,921 |
TOTAL ASSETS | 46,565 | 27,318 |
Current Liabilities | ||
Loans payable, related parties | 155,105 | |
Accounts payable and accrued liabilities | 601,554 | 479,964 |
Loan payable | 77,844 | 77,844 |
Convertible debentures | 387,726 | 257,206 |
Accrued salaries and payroll taxes, related parties | 1,796,838 | 1,413,176 |
Total Current Liabilities | 2,913,962 | 2,383,295 |
Long-Term Liabilities | ||
Loan payable | 50,000 | 50,000 |
TOTAL LIABILITIES | 2,926,943 | 2,433,295 |
STOCKHOLDERS' EQUITY (DEFICIT) | ||
Preferred stock, par value $0.001, 10,000,000 shares authorized, 10,000,000 shares issued and outstanding as of April 30, 2019 and July 31, 2018 | 10,000 | 10,000 |
Common stock, par value $0.001, 900,000,000 shares authorized, 394409327 shares issued and outstanding as of April 30, 2019; 342,628,540 shares issued and outstanding as of July 31, 2018 | 394,409 | 342,628 |
Additional paid-in capital | 2,165,357 | 580,540 |
Accumulated deficit | (5,437,063) | (3,339,045) |
Accumulated other comprehensive loss | (100) | (100) |
TOTAL STOCKHOLDERS' (DEFICIT) | (2,867,397) | (2,405,977) |
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) | $ 46,565 | $ 27,318 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Apr. 30, 2019 | Jul. 31, 2018 |
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 | 394,409,327 | 342,628,540 |
Common stock, shares outstanding | 394,409,327 | 342,628,540 |
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 | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | |
OPERATING EXPENSES | ||||
General and administrative expenses | $ 220,655 | $ 208,854 | $ 655,336 | $ 748,466 |
Professional fees | 24,907 | 19,389 | 79,597 | 64,957 |
Total Operating Expenses | 245,562 | 228,243 | 734,933 | 813,423 |
LOSS BEFORE OPERATIONS | (245,562) | (228,243) | (734,933) | (813,423) |
OTHER EXPENSES (INCOME) | ||||
Interest expense (Income) | (914,295) | 115,227 | 1,363,084 | 230,017 |
Total Other Expense (Income) | (914,295) | 115,227 | 1,363,084 | 230,017 |
INCOME (LOSS) BEFORE INCOME TAXES | 668,733 | (343,470) | (2,098,017) | (1,043,440) |
NET INCOME (LOSS) | 668,732 | (343,470) | (2,098,017) | (1,043,440) |
TOTAL COMPREHENSIVE INCOME (LOSS) | $ 668,733 | $ (343,470) | $ (2,098,017) | $ (1,043,440) |
Basic Income (Loss) per Common Share | $ 0 | $ 0 | $ (0.01) | $ 0 |
Weighted Average Common Shares Outstanding, Basic | 367,662,091 | 316,567,075 | 363,104,279 | 313,795,366 |
Diluted Income (Loss) per Common Share | $ 0 | $ 0 | $ (0.01) | $ 0 |
Weighted Average Common Shares Outstanding, Diluted | 369,364,648 | 316,567,075 | 363,104,279 | 313,795,366 |
Statement of Stockholders (Defi
Statement of Stockholders (Deficit) (Unaudited) - USD ($) | Common Stock | Preferred Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total |
Beginning Balance, Shares at Jul. 31, 2017 | 310,190,456 | 10,000,000 | ||||
Beginning Balance, Amount at Jul. 31, 2017 | $ 310,190 | $ 10,000 | $ 66,101 | $ (1,843,358) | $ (100) | $ (1,457,167) |
Net income | (263,502) | (263,502) | ||||
Ending Balance, Shares at Oct. 31, 2017 | 310,190,456 | 10,000,000 | ||||
Ending Balance, Amount at Oct. 31, 2017 | $ 310,190 | $ 10,000 | 66,101 | (2,106,860) | (100) | (1,720,669) |
Beginning Balance, Shares at Jul. 31, 2017 | 310,190,456 | 10,000,000 | ||||
Beginning Balance, Amount at Jul. 31, 2017 | $ 310,190 | $ 10,000 | 66,101 | (1,843,358) | (100) | (1,457,167) |
Net income | (1,043,440) | |||||
Ending Balance, Shares at Apr. 30, 2018 | 324,516,064 | 10,000,000 | ||||
Ending Balance, Amount at Apr. 30, 2018 | $ 324,516 | $ 10,000 | 325,146 | (2,886,798) | (100) | (2,227,236) |
Beginning Balance, Shares at Oct. 31, 2017 | 310,190,456 | 10,000,000 | ||||
Beginning Balance, Amount at Oct. 31, 2017 | $ 310,190 | $ 10,000 | 66,101 | (2,106,860) | (100) | (1,720,669) |
Net income | $ (436,468) | $ (436,468) | ||||
Common shares issued for services, shares | 1,000,000 | |||||
Common shares issued for services, amount | $ 1,000 | $ 41,500 | $ 42,500 | |||
Common shares issued for conversion of debt, shares | 3,472,892 | |||||
Common shares issued for conversion of debt, amount | $ 3,473 | $ 85,515 | $ 88,988 | |||
Ending Balance, Shares at Jan. 31, 2018 | 314,663,348 | 10,000,000 | ||||
Ending Balance, Amount at Jan. 31, 2018 | $ 314,663 | $ 10,000 | 193,116 | (2,543,328) | (100) | (2,025,649) |
Net income | $ (343,470) | (343,470) | ||||
Common shares issued for conversion of debt, shares | 9,802,716 | |||||
Common shares issued for conversion of debt, amount | $ 9,803 | $ 107,080 | $ 116,883 | |||
Sale of common stock, shares | 50,000 | |||||
Sale of common stock, amount | $ 50 | $ 24,950 | $ 25,000 | |||
Ending Balance, Shares at Apr. 30, 2018 | 324,516,064 | 10,000,000 | ||||
Ending Balance, Amount at Apr. 30, 2018 | $ 324,516 | $ 10,000 | 325,146 | (2,886,798) | (100) | (2,227,236) |
Beginning Balance, Shares at Jul. 31, 2018 | 342,628,540 | 10,000,000 | ||||
Beginning Balance, Amount at Jul. 31, 2018 | $ 342,628 | $ 10,000 | 580,540 | (3,339,045) | (100) | (2,405,977) |
Net income | (406,896) | (406,896) | ||||
Common shares issued for conversion of debt and interest, shares | 11,691,502 | |||||
Common shares issued for conversion of debt and interest, amount | $ 11,692 | 211,026 | 222,718 | |||
Ending Balance, Shares at Oct. 31, 2018 | 354,320,042 | 10,000,000 | ||||
Ending Balance, Amount at Oct. 31, 2018 | $ 354,320 | $ 10,000 | 791,566 | (3,745,941) | (100) | (2,590,155) |
Beginning Balance, Shares at Jul. 31, 2018 | 342,628,540 | 10,000,000 | ||||
Beginning Balance, Amount at Jul. 31, 2018 | $ 342,628 | $ 10,000 | 580,540 | (3,339,045) | (100) | (2,405,977) |
Net income | $ (2,098,017) | |||||
Common shares issued for conversion of debt, shares | 39,115,120 | |||||
Ending Balance, Shares at Apr. 30, 2019 | 394,409,327 | 10,000,000 | ||||
Ending Balance, Amount at Apr. 30, 2019 | $ 394,409 | $ 10,000 | 2,165,357 | (5,437,063) | (100) | $ (2,867,397) |
Beginning Balance, Shares at Oct. 31, 2018 | 354,320,042 | 10,000,000 | ||||
Beginning Balance, Amount at Oct. 31, 2018 | $ 354,320 | $ 10,000 | 791,566 | (3,745,941) | (100) | (2,590,155) |
Net income | (2,359,854) | (2,359,854) | ||||
Sale of common stock, shares | 5,000,000 | |||||
Sale of common stock, amount | $ 5,000 | 120,000 | 125,000 | |||
Ending Balance, Shares at Jan. 31, 2019 | 359,320,042 | 10,000,000 | ||||
Ending Balance, Amount at Jan. 31, 2019 | $ 359,320 | $ 10,000 | 911,566 | (6,105,795) | (100) | (4,825,009) |
Net income | 668,732 | 668,732 | ||||
Sale of common stock, shares | 7,665,667 | |||||
Sale of common stock, amount | $ 7,666 | 162,314 | 169,980 | |||
Common shares issued for conversion of debt and interest, shares | 27,423,618 | |||||
Common shares issued for conversion of debt and interest, amount | $ 27,423 | 1,091,477 | 1,118,900 | |||
Ending Balance, Shares at Apr. 30, 2019 | 394,409,327 | 10,000,000 | ||||
Ending Balance, Amount at Apr. 30, 2019 | $ 394,409 | $ 10,000 | $ 2,165,357 | $ (5,437,063) | $ (100) | $ (2,867,397) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Apr. 30, 2019 | Apr. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (loss) | $ (2,098,017) | $ (1,043,440) |
Adjustments to reconcile net (loss) to net cash used in operating activities: | ||
Depreciation expense | 1,186 | 1,185 |
Financing Fees | 21,500 | |
Loss on change in fair value of convertible debt | 1,058,798 | 121,391 |
Penalty on convertible debt | 267,250 | 83,500 |
Issuance of stock for services and fees | 42,500 | |
Changes in operating assets and liabilities | ||
Prepaid expenses | (474) | 1,019 |
Accounts payable and accrued expenses | 174,725 | 199,173 |
Accrued salaries and payroll taxes, related parties | 383,662 | 419,500 |
Net cash (used) in operating activities | (191,370) | (175,172) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from loan, related party | 27,700 | |
Repayments of loan, related party | (170,401) | (93,122) |
Repayment of loan, convertible note | (65,250) | |
Proceeds from sale of common stock | 294,980 | 25,000 |
Proceeds from convertible debt | 152,000 | 209,000 |
Net cash provided by financing activities | 211,329 | 168,578 |
Net increase (decrease) in cash | 19,959 | (6,594) |
Cash and cash equivalents - beginning of period | 13,480 | 11,776 |
Cash and cash equivalents - end of period | 33,439 | 5,182 |
Supplemental Cash Flow Disclosures | ||
Cash paid for interest | 25,344 | 2,714 |
Cash payments for income taxes | ||
Supplemental Non-Cash Activity Disclosures | ||
Expenses paid by shareholder | 15,296 | 22,621 |
Stock issued for convertible debt and interest | 1,341,619 | 205,871 |
Proceeds from sale of convertible debt paid directly to vendor | $ 20,000 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 9 Months Ended |
Apr. 30, 2019 | |
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 Company’s fiscal year end is July 31. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Apr. 30, 2019 | |
Notes to Financial Statements | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation 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 Company’s 10-K filed with the Securities and Exchange Commission on December 24, 2018. In February 2016, the FASB issued guidance regarding the accounting for leases on “Leases” (ASC 842). The guidance requires recognition of most leases on the balance sheet and to disclose key information about leasing arrangements. The Company has assessed the impact of remaining time on the office rental lease as immaterial. The term of the existing lease on the office premises ends June 30, 2019. The lease allows a month to month rent thereafter which the Company has decided to accept. Net Income (Loss) Per Share of Common Stock The Company has adopted ASC Topic 260, “Earnings per Share,” (“EPS”) which requires presentation of basic EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation. In the accompanying financial statements, basic income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. 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. In the period of net loss, diluted EPS calculation is not deemed necessary as the effect would be anti-dilutive. As of April 30, 2019 and July 31, 2018, the Company has convertible notes with a total base principal of $88,000 and $206,000, respectively, which become convertible in 180 days. There is a potential for 5,281,794 shares if the principal of $88,000 were converted at April 30, 2019. These notes will have a dilutive effect on common stock for the three months ended April 30, 2019. The Company has 10,000,000 shares of Mirage’s Series A Preferred Stock which possess 20 votes per share and are convertible into 200,000,000 common shares. As of April 30, 2019 there were 328,124 warrants issued and outstanding which are equal to 328,124 shares which have not been exercised. 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. Financial Instruments The Company’s notes that have become convertible are subject to ASC Topic 480, “Distinguishing Liabilities from Equity,” as the debt is a mostly fixed amount to be settled with a variable number of shares. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Apr. 30, 2019 | |
Notes to Financial Statements | |
NOTE 3 - GOING CONCERN | The Company’s 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 $2,098,017 and had net cash used in operations of $191,370 for the nine months ended April 30, 2019 and had an accumulated deficit and working capital deficit of $5,437,063 and $2,827,743 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. Management’s 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 | 9 Months Ended |
Apr. 30, 2019 | |
Notes to Financial Statements | |
NOTE 4 - DEBT | A summary of debt at April 30, 2019 and July 31, 2018 is as follows: April 30, July 31, 2019 2018 Notes payables related party, unsecured, interest bearing at 5% rate per annum, on demand $ - $ 152,876 Note, unsecured interest bearing at 2% per annum, due July 9, 2020 50,000 50,000 Note, unsecured interest bearing at 7.5% per annum, due April 15, 2018. This was an accounts payable bill that was converted to a loan as per Note 7 - Commitments and Contingencies. This note is now in default as of April 16, 2018 and has a default interest of 17.5%. 77,844 77,844 Convertible debenture, unsecured, interest bearing at 12% per annum, issued January 5, 2018 in the amount of $75,000 with an original issue discount of $2,000 and cash proceeds of $73,000 during the year ended July 31, 2018, convertible at July 4, 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 January 5, 2019. During September 2018, $25,000 of this debt was converted and the Company issued 3,223,726 shares of common stock with a fair value of $49,968 in payment leaving a principal balance of $30,000. This note defaulted in November 2018 and a default penalty of $144,000 was added to the note for a total of $219,000. During February and March 2019, $174,000 of this debt plus $6,148 in interest was converted and the Company issued 13,967,264 shares of common stock with a fair value of $553,734. The convertible note had a net change in fair value of $305,028. - 104,706 Convertible debenture, unsecured, interest bearing at 12% per annum, issued February 26, 2018 in the amount of $43,000 with fees of $3,000 and cash proceeds of $40,000 during the year ended July 31, 2018, convertible at August 25, 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 November 30, 2018. This note defaulted on March 25, 2018 and a default penalty of $21,500 was added to the note for a total of $64,500 during the year ended July 31, 2018 and incurred default interest rate of 22%. During August and September 2018, $64,500 of this debt plus $2,580 in interest was converted and the Company issued 8,467,776 shares of common stock with a fair value of $167,534 in payment leaving no balance due. The convertible note had a net change in fair value principal of $103,034 and a net change in fair value accrued interest of $2,077. - 64,500 Convertible debenture, unsecured, interest bearing at 12% per annum, issued June 12, 2018 in the amount of $32,000 with fees of $2,000, cash proceeds of $28,200 and disbursement of $1,800, convertible at December 9, 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 March 30, 2019. This note became convertible on December 9, 2018. This note defaulted on November 14, 2018 and a default penalty of $16,000 was added to the note for a total of $48,000 and incurred default interest rate of 22%. During February 2019, $48,000 of this debt plus $1,920 in interest was converted and the Company issued 3,081,482 shares of common stock with a fair value of $147,531 in payment leaving no balance due. The convertible note had a net change in fair value of $99,531. - 32,000 Convertible debenture, unsecured, interest bearing at 12% per annum, issued June 12, 2018 in the amount of $18,000 with fees of $0 and cash proceeds of $18,000 which was paid directly to the vendor in the year ended July 31, 2018, convertible at December 9, 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 March 30, 2019. This note became convertible on December 9, 2018. This note defaulted on November 14, 2018 and a default penalty of $9,000 was added to the note for a total of $27,000 and incurred default interest rate of 22%. The convertible note had a net change in fair value of $27,546. 54,546 18,000 Convertible debenture, unsecured, interest bearing at 12% per annum,, issued July 10, 2018 in the amount of $38,000 with fees of $3,000 and cash proceeds of $35,000 during the year ended July 31, 2018, convertible at January 6, 2019 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 April 30, 2019. This note becomes convertible on January 6, 2019. This note defaulted on November 14, 2018 and a default penalty of $19,000 was added to the note for a total of $57,000 and incurred default interest rate of 22%. During February 2019, $57,000 of this debt plus $2,280 in interest was converted and the Company issued 3,207,302 shares of common stock with a fair value of $113,047. The convertible note had a net change in fair value of $56,047. - 38,000 Convertible debenture, unsecured, interest bearing at 12% per annum, issued August 6, 2018 in the amount of $35,000 with fees of $3,000, cash proceeds of $32,000, convertible at February 2, 2019 with conversion price at a discount rate of 49% 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 May 30, 2019. This note becomes convertible on February 2, 2019. This note defaulted on November 14, 2018 and a default penalty of $17,500 was added to the note for a total of $52,500 and incurred default interest rate of 22%. During February 2019, $52,500 of this debt plus $2,100 in interest was converted and the Company issued 3,689,190 shares of common stock with a fair value of $121,612. The convertible note had a net change in fair value of $69,112. - - Convertible debenture, unsecured, interest bearing at 12% per annum,, issued August 27, 2018 in the amount of $33,000 with fees of $3,000 and cash proceeds of $30,000, convertible at February 23, 2019 with conversion price at a discount rate of 49% 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 June 15, 2019. This note becomes convertible on February 23, 2019. This note defaulted on November 14, 2018 and a default penalty of $16,500 was added to the note for a total of $49,500 and incurred default interest rate of 22%. During March 2019, $49,500 of this debt plus $1,980 in interest was converted and the Company issued 3,478,380 shares of common stock with a fair value of $172,162. The convertible note had a net change in fair value of $122,662. - - Convertible debenture, unsecured, interest bearing at 12% per annum, issued September 20, 2018 in the amount of $33,000 with fees of $3,000 and cash proceeds of $30,000, convertible at March 19, 2019 with conversion price at a discount rate of 49% 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 July 15, 2019. This note becomes convertible on March 19, 2019. This note defaulted on November 14, 2018 and a default penalty of $16,500 was added to the note for a total of $49,500 and incurred default interest rate of 22%. This note was repaid on March 6, 2019 directly to holder. - - Convertible debenture, unsecured, interest bearing at 12% per annum, issued October 25, 2018 in the amount of $10,500 with fees of $500 and cash proceeds of $10,000 which was paid directly to the vendor, convertible at April 23, 2019 with conversion price at a discount rate of 49% 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 August 15, 2019. This note becomes convertible on April 23, 2019. This note defaulted on November 14, 2018 and a default penalty of $5,250 was added to the note for a total of $15,750 and incurred default interest rate of 22%. This note was repaid on April 22, 2019 directly to holder. - - Convertible debenture, unsecured, interest bearing at 10% per annum, issued November 13, 2018 in the aggregate principal amount of $105,000 and total cash proceeds of $90,000 to be funded in three (3) tranches. The principal sum due shall be prorated based on the consideration actually paid. For each tranche paid, the Company will have to provide 164,062 warrant shares for holder to purchase for a total of 492,186 warrants which are equal to 492,186 shares. During the 3rd Quarter Ended April 30, 2019, the second tranche of $35,000 was received with fees of $5,000 and cash proceeds of $30,000. The Holder shall have the right at any time to convert all or any part of outstanding and unpaid principal amount. The conversion price is the lessor of lowest traded price and lowest closing bid price with a 45% discount during the previous twenty-five (25) trading day period ending on the last complete trading day prior to the conversion dates, maturity date for first tranche of November 13, 2019. This note defaulted on November 14, 2018 and a default penalty of $17,500 was added to the note for a total of $52,500 and incurred default interest rate of 15%. Also, an additional 25% discount for a total of 70% discount must be factored in the conversion price until this note is no longer outstanding. The Company has not received any notice of default and associated default penalties remain unassessed by Lender. The convertible note has a net change in fair value of $227,680. 315,180 Convertible debenture, unsecured, interest bearing at 12% per annum, issued December 28, 2018 in the amount of $12,000 with fees of $2,000 and cash proceeds of $10,000 which was paid directly to the vendor, convertible at June 26, 2019 with conversion price at a discount rate of 49% of market price which is the average of the lowest closed trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date, maturity date of October 30, 2019. This note becomes convertible on June 26, 2019. This note defaulted on November 14, 2018 and a default penalty of $6,000 was added to the note for a total of $18,000 and incurred default interest rate of 22%. 18,000 - Loan payable related party, unsecured, non-interest bearing, on demand - 2,229 Total Debt 515,570 540,155 Less: Current Maturities 465,570 490,155 Total Long-Term Debt $ 50,000 $ 50,000 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Apr. 30, 2019 | |
Notes to Financial Statements | |
NOTE 5 - RELATED PARTY TRANSACTIONS | As of April 30, 2019, the CEO and two other members of management and one other employee had earned accrued unpaid salary in the amount of $1,739,250. Accrued salaries of $1,739,250 combined with accrued payroll taxes of $57,589 for a total accrued related party salaries and payroll tax of $1,796,839 for the period from June 2015 until April 30, 2019. Also, Mr. Michael Ward, President was owed $2,229 at July 31, 2018 which has decreased to $0 as of April 30, 2019 resulting from additional expenses paid of $15,296 and repayments of $17,525 during the nine months ended April 30, 2019. Additionally, White Boy Partnership, LLC, a company owned by the spouse of the CEO, had provided a total loan of $187,600. Repayments of $34,724 were made during the year ended July 31, 2018, which reduced the balance due to $152,876 as of July 31, 2018. Due to additional payments totaling $152,876 for the period ended April 30, 2019, the balance has decreased to a total loan amount of $0. |
LEASES
LEASES | 9 Months Ended |
Apr. 30, 2019 | |
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 landlord is holding $6,921 as security and shall be returned at the end of the lease. 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 thirty-four (34) months of this thirty-six (36) month lease, no such additional charges have been made. The Company has incurred rent expense in the amount of $21,100 and $82,178 for the three month ended April 30, 2019 and the year ended July 31, 2018 respectively. Below is the schedule of base rent for the remaining Lease term as of April 30, 2019. Year Amount 2019 $ 14,066 Total Remaining Base Rent $ 14,066 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Apr. 30, 2019 | |
Notes to Financial Statements | |
NOTE 7 - COMMITMENTS AND CONTINGENCIES | The Company committed to eighteen (18) months of Acquisition of Pipeline Rights of Way to Marcos y Asociados with a total amount of $77,844 which was due April 15, 2018 and not paid as of April 30, 2019. Interest will continue accruing after April 30, 2019 until it is paid. 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 Company’s financial position or results of operations. |
EQUITY
EQUITY | 9 Months Ended |
Apr. 30, 2019 | |
Notes to Financial Statements | |
Note 8 - EQUITY | For the period ended April 30, 2019, the Company issued 39,115,120 shares of common stock for conversion of convertible notes totaling $1,341,619. For the period ended April 30, 2019, the Company sold 12,665,667 shares of common stock to investors for cash proceeds of $294,980. Below you will find the individual transactions. On August 28, 2018, Power Up Lending Group Ltd converted principal in the amount of $20,000 of the $43,000 note issued February 26, 2018 that was defaulted to $64,500 for 2,702,703 shares of common stock. On August 31, 2018, Power Up Lending Group Ltd converted principal in the amount of $15,000 of the $43,000 note issued February 26, 2018 that was defaulted to $64,500 for 2,000,000 shares of common stock. On September 5, 2018, Power Up Lending Group Ltd converted principal in the amount of $15,000 of the $43,000 note issued February 26, 2018 that was defaulted to $64,500 for 1,948,052 shares of common stock. On September 10, 2018, Power Up Lending Group Ltd converted the remaining principal in the amount of $14,500 of the $43,000 note issued February 26, 2018 that was defaulted to $64,500 for 1,542,553 shares of common stock along with $2,580 of accrued interest for 274,468 shares of common stock. On September 11, 2018, JSJ Investments, Inc. converted principal in the amount of $25,000 of the $75,000 note issued January 5, 2018 for 3,223,726 shares of common stock. On January 7, 2019, the Company offered and sold Eight Hundred Thousand (800,000) shares of common stock to Robert Soer valued at $0.0250 per share for $20,000. On January 9, 2019, the Company offered and sold One Million (1,000,000) shares of common stock to David Damerjian valued at $0.0250 per share for $25,000. On January 14, 2019, the Company offered and sold Eight Hundred Thousand (800,000) shares of common stock to David Damerjian valued at $0.0250 per share for $20,000. On January 14, 2019, the Company offered and sold Eight Hundred Thousand (800,000) shares of common stock to Henry Lackner valued at $0.0250 per share for $20,000. On January 15, 2019, the Company offered and sold Eight Hundred Thousand (800,000) shares of common stock to Christine Maly valued at $0.0250 per share for $20,000. On January 18, 2019, the Company offered and sold Eight Hundred Thousand (800,000) shares of common stock to Henry Lackner valued at $0.0250 per share for $20,000. On February 11, 2019, Power Up Lending Group Ltd converted principal in the amount of $20,000 of the $32,000 note issued June 12, 2018 that was defaulted to $48,000 for 1,234,568 shares of common stock. On February 12, 2019, JSJ Investments Inc converted the remaining principal in the amount of $30,000 of the $75,000 note issued January 5, 2018 that defaulted to $174,000 along with $6,148 of accrued interest for 4,694,538 shares of common stock. On February 13, 2019, the Company offered and sold Four Hundred Thousand (400,000) shares of common stock to John Drobecker valued at $0.0250 per share for $10,000. On February 13, 2019, the Company offered and sold Four Hundred Thousand (400,000) shares of common stock to Robert P Soer valued at $0.0250 per share for $10,000. On February 13, 2019, the Company offered and sold Two Hundred Thousand (200,000) shares of common stock to Henry Lackner, Jr valued at $0.0250 per share for $5,000. On February 13, 2019, the Company offered and sold Two Hundred Thousand (200,000) shares of common stock to Dylan Lackner valued at $0.0250 per share for $5,000. On February 11, 2019, Power Up Lending Group Ltd converted principal in the amount of $15,000 of the $32,000 note issued June 12, 2018 that was defaulted to $48,000 for 925,926 shares of common stock. On February 14, 2019, the Company offered and sold Eight Hundred Thousand (800,000) shares of common stock to Richard A Lewis valued at $0.0250 per share for $20,000. On February 14, 2019, Power Up Lending Group Ltd converted the remaining principal in the amount of $13,000 of the $32,000 note issued June 12, 2018 that was defaulted to $48,000 along with $2,580 of accrued interest for 920,988 shares of common stock. On February 15, 2019, Power Up Lending Group Ltd converted principal in the amount of $15,000 of the $38,000 note issued July 10, 2018 that was defaulted to $57,000 for 887,574 shares of common stock. On February 19, 2019, Power Up Lending Group Ltd converted principal in the amount of $15,000 of the $38,000 note issued July 10, 2018 that was defaulted to $57,000 for 681,818 shares of common stock. On February 21, 2019, Power Up Lending Group Ltd converted principal in the amount of $18,000 of the $38,000 note issued July 10, 2018 that was defaulted to $57,000 for 978,261 shares of common stock. On February 22, 2019, the Company offered and sold One Million Five Hundred Thousand (1,500,000) shares of common stock to David Damerjian valued at $0.0200 per share for $30,000. On February 22, 2019, the Company offered and sold One Million Thousand (1,000,000) shares of common stock to Christine M Bulva valued at $0.0200 per share for $20,000. On February 22, 2019, the Company offered and sold Two Hundred Fifty Thousand (250,000) shares of common stock to Henry J Lackner valued at $0.0200 per share for $5,000. On February 22, 2019, the Company offered and sold Two Hundred Fifty Thousand (250,000) shares of common stock to Lisa Rooney valued at $0.0200 per share for $5,000. On February 22, 2019, the Company offered and sold Two Hundred Fifty Thousand (250,000) shares of common stock to Danielle Lackner valued at $0.0200 per share for $5,000. On February 22, 2019, Power Up Lending Group Ltd converted the remaining principal in the amount of $9,000 of the $38,000 note issued July 10, 2018 that was defaulted to $57,000 along with $2,280 of accrued interest for 659,649 shares of common stock. On February 25, 2019, the Company offered and sold Five Hundred Thousand (500,000) shares of common stock to William Grimms valued at $0.0200 per share for $10,000. On February 25, 2019, the Company offered and sold Five Hundred Thousand (500,000) shares of common stock to John Drobecker valued at $0.0200 per share for $10,000. On February 25, 2019, Power Up Lending Group Ltd converted principal in the amount of $15,000 of the $35,000 note issued August 6, 2018 that was defaulted to $52,500 for 1,013,514 shares of common stock. On February 25, 2019, Power Up Lending Group Ltd converted principal in the amount of $17,000 of the $35,000 note issued August 6, 2018 that was defaulted to $52,500 for 1,148,649 shares of common stock. On February 26, 2019, Power Up Lending Group Ltd converted the remaining principal in the amount of $20,500 of the $35,000 note issued August 6, 2018 that was defaulted to $52,500 along with $2,100 of accrued interest for 1,527,027 shares of common stock. On February 27, 2019, JSJ Investments, Inc. converted principal in the amount of $45,000 of the $144,000 penalty on note issued January 5, 2018 for 2,727,272 shares of common stock. On February 28, 2019, the Company offered and sold Five Hundred Thousand (500,000) shares of common stock to Christopher Thompson valued at $0.0200 per share for $10,000. On March 1, 2019, Power Up Lending Group Ltd converted principal in the amount of $15,000 of the $33,000 note issued August 27, 2018 that was defaulted to $49,500 for 1,013,514 shares of common stock. On March 4, 2019, Power Up Lending Group Ltd converted principal in the amount of $14,500 of the $33,000 note issued August 27, 2018 that was defaulted to $49,500 for 979,730 shares of common stock. On March 4, 2019, Power Up Lending Group Ltd converted principal in the amount of $15,000 of the $33,000 note issued August 27, 2018 that was defaulted to $49,500 for 1,013,514 shares of common stock. On March 6, 2019, the Company offered and sold Two Hundred Forty Nine Thousand (249,000) shares of common stock to Cameron Douglas McDonald valued at $0.0200 per share for $4,980. On March 6, 2019, Power Up Lending Group Ltd converted the remaining principal in the amount of $5,000 of the $33,000 note issued August 27, 2018 that was defaulted to $49,500 along with $1,980 of accrued interest for 471,622 shares of common stock. On March 6, 2019, JSJ Investments, Inc. converted principal in the amount of $99,000 of the $144,000 penalty on note issued January 5, 2018 for 6,545,454 shares of common stock. On April 16, 2019, the Company offered and sold Six Hundred Sixty Six Thousand Six Hundred Sixty Seven (666,667) shares of common stock to 321gold Ltd valued at $0.0300 per share for $20,000. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Apr. 30, 2019 | |
Notes to Financial Statements | |
NOTE 9 - SUBSEQUENT EVENTS | The Company evaluated events occurring subsequent to April 30, 2019, identifying those that are required to be disclosed as follows: On May 1, 2019, the Company entered into Securities Purchase Agreement with Power Up Lending Group Ltd to issue a convertible note in the aggregate principal amount of $103,500, with unsecured, interest bearing at 12% per annum and a maturity date of February 28, 2020. On May 24, 2019, Crown Bridge Partners, LLC converted principal in the amount of $9,750 consisting of $9,250 of principal and $500 of fees for 500,000 shares of common stock on the first tranche of $35,000 of the note that was issued November 13, 2018 in the aggregate principal amount of $105,000 to be funded in three (3) tranches and the first tranche defaulted with a penalty of $17,500. On June 10, 2018, Crown Bridge Partners, LLC converted principal in the amount of $14,940 consisting of $14,440 of principal and $500 of fees for 830,000 shares of common stock on the first tranche of $35,000 of the note that was issued November 13, 2018 in the aggregate principal amount of $105,000 to be funded in three (3) tranches and the first tranche defaulted with a penalty of $17,500. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Apr. 30, 2019 | |
Summary Of Significant Accounting Policies | |
Basis of Presentation | 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 Company’s 10-K filed with the Securities and Exchange Commission on December 24, 2018. In February 2016, the FASB issued guidance regarding the accounting for leases on “Leases” (ASC 842). The guidance requires recognition of most leases on the balance sheet and to disclose key information about leasing arrangements. The Company has assessed the impact of remaining time on the office rental lease as immaterial. The term of the existing lease on the office premises ends June 30, 2019. The lease allows a month to month rent thereafter which the Company has decided to accept. |
Net Income (Loss) Per Share of Common Stock | The Company has adopted ASC Topic 260, “Earnings per Share,” (“EPS”) which requires presentation of basic EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation. In the accompanying financial statements, basic income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. 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. In the period of net loss, diluted EPS calculation is not deemed necessary as the effect would be anti-dilutive. As of April 30, 2019 and July 31, 2018, the Company has convertible notes with a total base principal of $88,000 and $206,000, respectively, which become convertible in 180 days. There is a potential for 5,281,794 shares if the principal of $88,000 were converted at April 30, 2019. These notes will have a dilutive effect on common stock for the three months ended April 30, 2019. The Company has 10,000,000 shares of Mirage’s Series A Preferred Stock which possess 20 votes per share and are convertible into 200,000,000 common shares. As of April 30, 2019 there were 328,124 warrants issued and outstanding which are equal to 328,124 shares which have not been exercised. |
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. |
Financial Instruments | The Company’s notes that have become convertible are subject to ASC Topic 480, “Distinguishing Liabilities from Equity,” as the debt is a mostly fixed amount to be settled with a variable number of shares. |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Debt | |
Schedule of debt | A summary of debt at April 30, 2019 and July 31, 2018 is as follows: April 30, July 31, 2019 2018 Notes payables related party, unsecured, interest bearing at 5% rate per annum, on demand $ - $ 152,876 Note, unsecured interest bearing at 2% per annum, due July 9, 2020 50,000 50,000 Note, unsecured interest bearing at 7.5% per annum, due April 15, 2018. This was an accounts payable bill that was converted to a loan as per Note 7 - Commitments and Contingencies. This note is now in default as of April 16, 2018 and has a default interest of 17.5%. 77,844 77,844 Convertible debenture, unsecured, interest bearing at 12% per annum, issued January 5, 2018 in the amount of $75,000 with an original issue discount of $2,000 and cash proceeds of $73,000 during the year ended July 31, 2018, convertible at July 4, 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 January 5, 2019. During September 2018, $25,000 of this debt was converted and the Company issued 3,223,726 shares of common stock with a fair value of $49,968 in payment leaving a principal balance of $30,000. This note defaulted in November 2018 and a default penalty of $144,000 was added to the note for a total of $219,000. During February and March 2019, $174,000 of this debt plus $6,148 in interest was converted and the Company issued 13,967,264 shares of common stock with a fair value of $553,734. The convertible note had a net change in fair value of $305,028. - 104,706 Convertible debenture, unsecured, interest bearing at 12% per annum, issued February 26, 2018 in the amount of $43,000 with fees of $3,000 and cash proceeds of $40,000 during the year ended July 31, 2018, convertible at August 25, 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 November 30, 2018. This note defaulted on March 25, 2018 and a default penalty of $21,500 was added to the note for a total of $64,500 during the year ended July 31, 2018 and incurred default interest rate of 22%. During August and September 2018, $64,500 of this debt plus $2,580 in interest was converted and the Company issued 8,467,776 shares of common stock with a fair value of $167,534 in payment leaving no balance due. The convertible note had a net change in fair value principal of $103,034 and a net change in fair value accrued interest of $2,077. - 64,500 Convertible debenture, unsecured, interest bearing at 12% per annum, issued June 12, 2018 in the amount of $32,000 with fees of $2,000, cash proceeds of $28,200 and disbursement of $1,800, convertible at December 9, 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 March 30, 2019. This note became convertible on December 9, 2018. This note defaulted on November 14, 2018 and a default penalty of $16,000 was added to the note for a total of $48,000 and incurred default interest rate of 22%. During February 2019, $48,000 of this debt plus $1,920 in interest was converted and the Company issued 3,081,482 shares of common stock with a fair value of $147,531 in payment leaving no balance due. The convertible note had a net change in fair value of $99,531. - 32,000 Convertible debenture, unsecured, interest bearing at 12% per annum, issued June 12, 2018 in the amount of $18,000 with fees of $0 and cash proceeds of $18,000 which was paid directly to the vendor in the year ended July 31, 2018, convertible at December 9, 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 March 30, 2019. This note became convertible on December 9, 2018. This note defaulted on November 14, 2018 and a default penalty of $9,000 was added to the note for a total of $27,000 and incurred default interest rate of 22%. The convertible note had a net change in fair value of $27,546. 54,546 18,000 Convertible debenture, unsecured, interest bearing at 12% per annum,, issued July 10, 2018 in the amount of $38,000 with fees of $3,000 and cash proceeds of $35,000 during the year ended July 31, 2018, convertible at January 6, 2019 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 April 30, 2019. This note becomes convertible on January 6, 2019. This note defaulted on November 14, 2018 and a default penalty of $19,000 was added to the note for a total of $57,000 and incurred default interest rate of 22%. During February 2019, $57,000 of this debt plus $2,280 in interest was converted and the Company issued 3,207,302 shares of common stock with a fair value of $113,047. The convertible note had a net change in fair value of $56,047. - 38,000 Convertible debenture, unsecured, interest bearing at 12% per annum, issued August 6, 2018 in the amount of $35,000 with fees of $3,000, cash proceeds of $32,000, convertible at February 2, 2019 with conversion price at a discount rate of 49% 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 May 30, 2019. This note becomes convertible on February 2, 2019. This note defaulted on November 14, 2018 and a default penalty of $17,500 was added to the note for a total of $52,500 and incurred default interest rate of 22%. During February 2019, $52,500 of this debt plus $2,100 in interest was converted and the Company issued 3,689,190 shares of common stock with a fair value of $121,612. The convertible note had a net change in fair value of $69,112. - - Convertible debenture, unsecured, interest bearing at 12% per annum,, issued August 27, 2018 in the amount of $33,000 with fees of $3,000 and cash proceeds of $30,000, convertible at February 23, 2019 with conversion price at a discount rate of 49% 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 June 15, 2019. This note becomes convertible on February 23, 2019. This note defaulted on November 14, 2018 and a default penalty of $16,500 was added to the note for a total of $49,500 and incurred default interest rate of 22%. During March 2019, $49,500 of this debt plus $1,980 in interest was converted and the Company issued 3,478,380 shares of common stock with a fair value of $172,162. The convertible note had a net change in fair value of $122,662. - - Convertible debenture, unsecured, interest bearing at 12% per annum, issued September 20, 2018 in the amount of $33,000 with fees of $3,000 and cash proceeds of $30,000, convertible at March 19, 2019 with conversion price at a discount rate of 49% 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 July 15, 2019. This note becomes convertible on March 19, 2019. This note defaulted on November 14, 2018 and a default penalty of $16,500 was added to the note for a total of $49,500 and incurred default interest rate of 22%. This note was repaid on March 6, 2019 directly to holder. - - Convertible debenture, unsecured, interest bearing at 12% per annum, issued October 25, 2018 in the amount of $10,500 with fees of $500 and cash proceeds of $10,000 which was paid directly to the vendor, convertible at April 23, 2019 with conversion price at a discount rate of 49% 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 August 15, 2019. This note becomes convertible on April 23, 2019. This note defaulted on November 14, 2018 and a default penalty of $5,250 was added to the note for a total of $15,750 and incurred default interest rate of 22%. This note was repaid on April 22, 2019 directly to holder. - - Convertible debenture, unsecured, interest bearing at 10% per annum, issued November 13, 2018 in the aggregate principal amount of $105,000 and total cash proceeds of $90,000 to be funded in three (3) tranches. The principal sum due shall be prorated based on the consideration actually paid. For each tranche paid, the Company will have to provide 164,062 warrant shares for holder to purchase for a total of 492,186 warrants which are equal to 492,186 shares. During the 3rd Quarter Ended April 30, 2019, the second tranche of $35,000 was received with fees of $5,000 and cash proceeds of $30,000. The Holder shall have the right at any time to convert all or any part of outstanding and unpaid principal amount. The conversion price is the lessor of lowest traded price and lowest closing bid price with a 45% discount during the previous twenty-five (25) trading day period ending on the last complete trading day prior to the conversion dates, maturity date for first tranche of November 13, 2019. This note defaulted on November 14, 2018 and a default penalty of $17,500 was added to the note for a total of $52,500 and incurred default interest rate of 15%. Also, an additional 25% discount for a total of 70% discount must be factored in the conversion price until this note is no longer outstanding. The Company has not received any notice of default and associated default penalties remain unassessed by Lender. The convertible note has a net change in fair value of $227,680. 315,180 Convertible debenture, unsecured, interest bearing at 12% per annum, issued December 28, 2018 in the amount of $12,000 with fees of $2,000 and cash proceeds of $10,000 which was paid directly to the vendor, convertible at June 26, 2019 with conversion price at a discount rate of 49% of market price which is the average of the lowest closed trading price during the twenty trading day period ending on the latest complete trading day prior to the conversion date, maturity date of October 30, 2019. This note becomes convertible on June 26, 2019. This note defaulted on November 14, 2018 and a default penalty of $6,000 was added to the note for a total of $18,000 and incurred default interest rate of 22%. 18,000 - Loan payable related party, unsecured, non-interest bearing, on demand - 2,229 Total Debt 515,570 540,155 Less: Current Maturities 465,570 490,155 Total Long-Term Debt $ 50,000 $ 50,000 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Leases | |
Schedule of rent for remaining lease term | Year Amount 2019 $ 14,066 Total Remaining Base Rent $ 14,066 |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Detail Narrative) | 9 Months Ended |
Apr. 30, 2019 | |
Organization And Description Of Business | |
Date of incorporation | May 6, 2014 |
State of incorporation | Nevada |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Narrative) - USD ($) | 9 Months Ended | |
Apr. 30, 2019 | Jul. 31, 2018 | |
Convertible note | $ 88,000 | $ 206,000 |
Convertible note, maturity Period | 180 days | |
Potential securities excluded from computation of earnings per share, amount | 5,281,794 | |
Warrants issued | 328,124 | |
Warrants outstanding | 328,124 | |
Series A Preferred Stock [Member] | ||
Stock issued during period | 10,000,000 | |
Shares issuable upon conversion | 200,000,000 | |
Voting rights | 20 votes per share |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Apr. 30, 2019 | Jan. 31, 2019 | Oct. 31, 2018 | Apr. 30, 2018 | Jan. 31, 2018 | Oct. 31, 2017 | Apr. 30, 2019 | Apr. 30, 2018 | Jul. 31, 2018 | |
Going Concern | |||||||||
Net loss | $ 668,732 | $ (2,359,854) | $ (406,896) | $ (343,470) | $ (436,468) | $ (263,502) | $ (2,098,017) | $ (1,043,440) | |
Net cash used in operations | (191,370) | $ (175,172) | |||||||
Accumulated deficit | (5,437,063) | (5,437,063) | $ (3,339,045) | ||||||
Working capital deficit | $ (2,827,743) | $ (2,827,743) |
DEBT (Details)
DEBT (Details) - USD ($) | Apr. 30, 2019 | Jul. 31, 2018 |
Loan payable related party, unsecured, non-interest bearing, on demand | $ 2,229 | |
Total Debt | 515,570 | 540,155 |
Less: Current Maturities | 465,570 | 490,155 |
Total Long-Term Debt | 50,000 | 50,000 |
Notes Payable [Member] | ||
Total Debt | 152,876 | |
Notes Payable 1 [Member] | ||
Total Debt | 50,000 | 50,000 |
Notes Payable 2 [Member] | ||
Total Debt | 77,844 | 77,844 |
Convertible Debt [Member] | ||
Total Debt | 104,706 | |
Convertible Debt 1 [Member] | ||
Total Debt | 64,500 | |
Convertible Debt 2 [Member] | ||
Total Debt | 32,000 | |
Convertible Debt 3 [Member] | ||
Total Debt | 54,546 | 18,000 |
Convertible Debt 4 [Member] | ||
Total Debt | 38,000 | |
Convertible Debt 5 [Member] | ||
Total Debt | ||
Convertible Debt 6 [Member] | ||
Total Debt | ||
Convertible Debt 7 [Member] | ||
Total Debt | ||
Convertible Debt 8 [Member] | ||
Total Debt | ||
Convertible Debt 9 [Member] | ||
Total Debt | 315,180 | |
Convertible Debt 10 [Member] | ||
Total Debt | $ 18,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Detail Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Apr. 30, 2019 | Apr. 30, 2018 | Jul. 31, 2018 | |
Accrued payroll taxes | $ 57,589 | ||
Accrued salaries and payroll taxes, related parties | 1,796,838 | $ 1,413,176 | |
Expenses paid by shareholder | 15,296 | $ 22,621 | |
Loan payable related party, unsecured, non-interest bearing, on demand | 2,229 | ||
CEO And Two Other [Member] | |||
Accrued unpaid salaries | 1,739,250 | ||
Mr. Michael Ward [Member] | |||
Repayments of related parties | 17,525 | ||
Expenses paid by shareholder | 15,296 | ||
Loan payable related party, unsecured, non-interest bearing, on demand | 0 | 2,229 | |
Spouse Of CEO [Member] | |||
Repayments of related parties | 152,876 | 34,724 | |
Proceeds from loan | 187,600 | ||
Total due to related parties | $ 0 | $ 152,876 |
LEASES (Details)
LEASES (Details) | Apr. 30, 2019USD ($) |
Leases Details Abstract | |
2019 | $ 14,066 |
Total Remaining Base Rent | $ 14,066 |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended |
Apr. 30, 2019 | Jul. 31, 2018 | |
Leases Details Narrative Abstract | ||
Lease agreement description | The Lease Period is for three (3) years beginning July 1, 2016. The landlord is holding $6,921 as security and shall be returned at the end of the lease. 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 thirty-four (34) months of this thirty-six (36) month lease, no such additional charges have been made. | |
Rent expense | $ 21,100 | $ 82,178 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - Marcos Y Asociados [Member] | 9 Months Ended |
Apr. 30, 2019USD ($) | |
Acquisition description | The Company committed to eighteen (18) months of Acquisition of Pipeline Rights of Way to Marcos y Asociados with a total amount of $77,844 which was due April 15, 2018 and not paid as of January 31, 2019. |
Commitment and contingencies acquisition amount | $ 77,844 |
EQUITY (Details Narrative)
EQUITY (Details Narrative) - USD ($) | Mar. 06, 2019 | Mar. 04, 2019 | Feb. 12, 2019 | Feb. 11, 2019 | Jan. 15, 2019 | Jan. 14, 2019 | Jan. 09, 2019 | Jan. 07, 2019 | Sep. 11, 2018 | Sep. 10, 2018 | Sep. 05, 2018 | Apr. 16, 2019 | Feb. 28, 2019 | Feb. 27, 2019 | Feb. 26, 2019 | Feb. 25, 2019 | Feb. 22, 2019 | Feb. 21, 2019 | Feb. 19, 2019 | Feb. 15, 2019 | Feb. 14, 2019 | Feb. 13, 2019 | Jan. 18, 2019 | Aug. 31, 2018 | Aug. 28, 2018 | Apr. 30, 2019 | Jan. 31, 2019 | Apr. 30, 2018 | Jan. 31, 2018 | Apr. 30, 2019 | Jul. 31, 2018 |
Convertible debt, converted amount | $ 1,341,619 | ||||||||||||||||||||||||||||||
Convertible debt | $ 387,726 | $ 387,726 | $ 257,206 | ||||||||||||||||||||||||||||
Debt conversion converted instrument, shares issued | 39,115,120 | ||||||||||||||||||||||||||||||
Common stock shares issued, shares | |||||||||||||||||||||||||||||||
Common stock shares issued, value | 169,980 | $ 125,000 | $ 25,000 | ||||||||||||||||||||||||||||
JSJ Investment [Member] | |||||||||||||||||||||||||||||||
Convertible debt, converted amount | $ 99,000 | $ 30,000 | $ 25,000 | $ 45,000 | |||||||||||||||||||||||||||
Convertible debt | 75,000 | $ 75,000 | |||||||||||||||||||||||||||||
Debt default | $ 174,000 | ||||||||||||||||||||||||||||||
Debt conversion converted instrument, shares issued | 6,545,454 | 4,694,538 | 3,223,726 | 2,727,272 | |||||||||||||||||||||||||||
Debt issuance date | Jan. 5, 2018 | Jan. 5, 2018 | Jan. 5, 2018 | Jan. 5, 2018 | |||||||||||||||||||||||||||
Accrued interest | $ 6,148 | ||||||||||||||||||||||||||||||
Debt default, penalty | $ 144,000 | $ 144,000 | |||||||||||||||||||||||||||||
PowerUp Lending Group Ltd [Member] | |||||||||||||||||||||||||||||||
Convertible debt, converted amount | $ 14,500 | $ 15,000 | $ 15,000 | $ 20,000 | |||||||||||||||||||||||||||
Convertible debt | $ 32,000 | 43,000 | 43,000 | $ 35,000 | $ 38,000 | 43,000 | 43,000 | ||||||||||||||||||||||||
Debt default | $ 48,000 | $ 64,500 | $ 64,500 | $ 52,500 | $ 57,000 | $ 64,500 | $ 64,500 | ||||||||||||||||||||||||
Debt conversion converted instrument, shares issued | 1,542,553 | 1,948,052 | 2,000,000 | 2,702,703 | |||||||||||||||||||||||||||
Debt issuance date | Jun. 12, 2018 | Feb. 26, 2018 | Feb. 26, 2018 | Aug. 6, 2018 | Jul. 10, 2018 | Feb. 26, 2018 | Feb. 26, 2018 | ||||||||||||||||||||||||
Accrued interest | $ 2,580 | ||||||||||||||||||||||||||||||
Common stock shares issued, shares | 274,468 | ||||||||||||||||||||||||||||||
PowerUp Lending Group Ltd [Member] | March 1, 2019 [Member] | |||||||||||||||||||||||||||||||
Convertible debt | 33,000 | $ 33,000 | |||||||||||||||||||||||||||||
Debt default | $ 49,500 | $ 49,500 | |||||||||||||||||||||||||||||
Debt issuance date | Aug. 27, 2018 | ||||||||||||||||||||||||||||||
PowerUp Lending Group Ltd [Member] | Conversion 4 [Member] | |||||||||||||||||||||||||||||||
Convertible debt, converted amount | $ 5,000 | $ 9,000 | |||||||||||||||||||||||||||||
Debt conversion converted instrument, shares issued | 471,622 | 659,649 | |||||||||||||||||||||||||||||
Accrued interest | $ 1,980 | $ 2,280 | |||||||||||||||||||||||||||||
PowerUp Lending Group Ltd [Member] | Conversion 3 [Member] | |||||||||||||||||||||||||||||||
Convertible debt, converted amount | $ 15,000 | $ 20,500 | $ 18,000 | $ 13,000 | |||||||||||||||||||||||||||
Debt conversion converted instrument, shares issued | 1,013,514 | 1,527,027 | 978,261 | 920,988 | |||||||||||||||||||||||||||
Accrued interest | $ 2,100 | $ 2,580 | |||||||||||||||||||||||||||||
PowerUp Lending Group Ltd [Member] | Conversion 2 [Member] | |||||||||||||||||||||||||||||||
Convertible debt, converted amount | $ 14,500 | $ 15,000 | $ 17,000 | $ 15,000 | |||||||||||||||||||||||||||
Debt conversion converted instrument, shares issued | 979,730 | 925,926 | 1,148,649 | 681,818 | |||||||||||||||||||||||||||
PowerUp Lending Group Ltd [Member] | Conversion 1 [Member] | |||||||||||||||||||||||||||||||
Convertible debt, converted amount | $ 20,000 | $ 15,000 | $ 15,000 | ||||||||||||||||||||||||||||
Debt conversion converted instrument, shares issued | 1,234,568 | 1,013,514 | 887,574 | ||||||||||||||||||||||||||||
PowerUp Lending Group Ltd [Member] | Conversion 1 [Member] | March 1, 2019 [Member] | |||||||||||||||||||||||||||||||
Convertible debt, converted amount | $ 15,000 | ||||||||||||||||||||||||||||||
Debt conversion converted instrument, shares issued | 1,013,514 | ||||||||||||||||||||||||||||||
Henry Lackner [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 800,000 | 800,000 | |||||||||||||||||||||||||||||
Common stock shares issued, value | $ 20,000 | $ 20,000 | |||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0250 | $ 0.0250 | |||||||||||||||||||||||||||||
Christine Maly [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 800,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 20,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0250 | ||||||||||||||||||||||||||||||
David Damerjian [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 800,000 | 1,000,000 | |||||||||||||||||||||||||||||
Common stock shares issued, value | $ 20,000 | $ 25,000 | |||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0250 | $ 0.0250 | |||||||||||||||||||||||||||||
Robert Soer [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 800,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 20,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0250 | ||||||||||||||||||||||||||||||
321gold Ltd [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 666,667 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 20,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0300 | ||||||||||||||||||||||||||||||
Cameron Douglas McDonald [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 249,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 4,980 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0200 | ||||||||||||||||||||||||||||||
Christopher Thompson [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 500,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 10,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0200 | ||||||||||||||||||||||||||||||
John Drobecker [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 500,000 | 400,000 | |||||||||||||||||||||||||||||
Common stock shares issued, value | $ 10,000 | $ 10,000 | |||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0200 | $ 0.0250 | |||||||||||||||||||||||||||||
William Grimms [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 500,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 10,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0200 | ||||||||||||||||||||||||||||||
Danielle Lackner [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 250,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 5,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0200 | ||||||||||||||||||||||||||||||
Lisa Rooney [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 250,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 5,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0200 | ||||||||||||||||||||||||||||||
Henry J Lackner [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 250,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 5,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0200 | ||||||||||||||||||||||||||||||
Christine M Bulva [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 1,000,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 20,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0200 | ||||||||||||||||||||||||||||||
David Damerjian [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 1,500,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 30,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0200 | ||||||||||||||||||||||||||||||
Richard A Lewis [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 800,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 20,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0250 | ||||||||||||||||||||||||||||||
Dylan Lackner [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 200,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 5,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0250 | ||||||||||||||||||||||||||||||
Henry Lackner, Jr [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 200,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 5,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0250 | ||||||||||||||||||||||||||||||
Robert P Soer [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 400,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 10,000 | ||||||||||||||||||||||||||||||
Common stock shares issued, per share | $ 0.0250 | ||||||||||||||||||||||||||||||
Investor [Member] | |||||||||||||||||||||||||||||||
Common stock shares issued, shares | 12,665,667 | ||||||||||||||||||||||||||||||
Common stock shares issued, value | $ 294,980 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Jun. 10, 2019 | Sep. 10, 2018 | Sep. 05, 2018 | May 24, 2019 | Aug. 31, 2018 | Aug. 28, 2018 | Jan. 31, 2018 | Apr. 30, 2019 | Feb. 25, 2019 | Feb. 15, 2019 | Feb. 11, 2019 | Nov. 13, 2018 | Jul. 31, 2018 |
Convertible debt, converted amount | $ 1,341,619 | ||||||||||||
Debt conversion converted instrument, shares issued | 39,115,120 | ||||||||||||
Convertible debt | $ 387,726 | $ 257,206 | |||||||||||
PowerUp Lending Group Ltd [Member] | |||||||||||||
Convertible debt, converted amount | $ 14,500 | $ 15,000 | $ 15,000 | $ 20,000 | |||||||||
Debt conversion converted instrument, shares issued | 1,542,553 | 1,948,052 | 2,000,000 | 2,702,703 | |||||||||
Convertible debt | $ 43,000 | $ 43,000 | $ 43,000 | $ 43,000 | $ 35,000 | $ 38,000 | $ 32,000 | ||||||
Crown Bridge Partners, LLC [Member] | |||||||||||||
Convertible debt | $ 105,000 | ||||||||||||
First Tranche [Member] | Crown Bridge Partners, LLC [Member] | |||||||||||||
Convertible debt | 35,000 | ||||||||||||
Debt default, penalty | $ 17,500 | ||||||||||||
Subsequent Event [Member] | Crown Bridge Partners, LLC [Member] | |||||||||||||
Convertible debt, converted amount | $ 14,940 | $ 9,750 | |||||||||||
Convertible debt converted amount, principal | 14,440 | 9,250 | |||||||||||
Convertible debt converted amount, accrued interest | $ 500 | $ 500 | |||||||||||
Debt conversion converted instrument, shares issued | 830,000 | 500,000 | |||||||||||
Subsequent Event [Member] | Securities Purchase Agreement [Member] | PowerUp Lending Group Ltd [Member] | May 1, 2019 [Member] | |||||||||||||
Convertible note to be issued under agreement | $ 103,500 | ||||||||||||
Convertible note, interest rate | 12.00% | ||||||||||||
Convertible note, maturity date | Feb. 28, 2020 |