Cover
Cover - shares | 3 Months Ended | |
Jul. 31, 2022 | Aug. 13, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q/A | |
Amendment Flag | true | |
Amendment Description | The purpose of this amendment on Form 10-Q/A to Treasure & Shipwreck Recover, Inc.'s Quarterly Report on Form 10-Q for the period ended July 31, 2022, filed with the Securities and Exchange Commission on September 19, 2022 is solely to furnish the Inline eXtensible Business Reporting Language (iXBRL) data under Exhibit 101 and 104 to the Form 10-Q in accordance with Rule 405 of Regulation S-T.No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q. | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jul. 31, 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --04-30 | |
Entity File Number | 333-219700 | |
Entity Registrant Name | Treasure & Shipwreck Recovery, Inc. | |
Entity Central Index Key | 0001703625 | |
Entity Primary SIC Number | 7310 | |
Entity Tax Identification Number | 37-1844836 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 13046 Racetrack Road | |
Entity Address, Address Line Two | #234 | |
Entity Address, City or Town | Tampa | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33626 | |
City Area Code | (813) | |
Local Phone Number | 504-7831 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 11,115,169 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Jul. 31, 2022 | Apr. 30, 2022 |
Current Assets | ||
Cash | $ 4,515 | $ 47,003 |
Total current assets | 4,515 | 47,003 |
Fixed Assets | ||
Fixed assets, net of depreciation | 18,011 | 21,644 |
Total fixed assets | 18,011 | 21,644 |
Other Assets | ||
Security deposit | 1,000 | 11,000 |
Total other assets | 1,000 | 11,000 |
Total Assets | 23,526 | 79,647 |
Current liabilities | ||
Accounts payable | 31,482 | 30,350 |
Accrued expenses | 86,324 | 66,332 |
Customer deposits | 8,700 | 8,700 |
Convertible notes payable, net of discounts | 795,666 | 774,552 |
Short term loans | 16,763 | 16,763 |
Related party convertible loan | 53,890 | 53,890 |
Total current liabilities | 992,825 | 950,587 |
Total Liabilities | 992,825 | 950,587 |
Stockholders Deficit | ||
Preferred stock, $0.001 par value; 100 shares authorized, 51 shares issued and outstanding. | ||
Common stock, par value $0.001; 75,000,000 shares authorized, 11,155,169 and 9,488,502 shares issued at July 31, 2022 and April 30, 2022, respectively | 11,156 | 9,489 |
Common stock to be issued | 118,500 | 118,500 |
Additional paid in capital | 2,383,862 | 2,335,529 |
Accumulated deficit | (3,482,817) | (3,334,458) |
Total Stockholders Deficit | (969,299) | (870,940) |
Total Liabilities and Stockholders Deficit | $ 23,526 | $ 79,647 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jul. 31, 2022 | Apr. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 100 | 100 |
Preferred Stock, Shares Issued | 51 | 51 |
Preferred Stock, Shares Outstanding | 51 | 51 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 75,000,000 | 75,000,000 |
Common Stock, Shares, Issued | 11,155,169 | 9,488,502 |
Common Stock, Shares, Outstanding | 11,155,169 | 9,488,502 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
Income Statement [Abstract] | ||
REVENUES | ||
Cost of revenues | ||
Gross profit | ||
OPERATING EXPENSES | ||
Boat expenses | 34,465 | 117,621 |
Professional fees | 20,088 | 58,089 |
Consulting and accounting | 23,486 | 50,408 |
General and administrative expenses | 13,581 | 42,333 |
Research and Development | 20,000 | |
Legal Fees | 12,000 | 14,750 |
Labor | 11,605 | |
Depreciation | 3,633 | 3,633 |
TOTAL OPERATING EXPENSES | 107,253 | 318,439 |
NET LOSS FROM OPERATIONS | (107,253) | (318,439) |
OTHER EXPENSES | ||
Interest expense | 41,106 | 171,670 |
NET LOSS BEFORE INCOME TAXES | (148,359) | (490,109) |
Provision for income taxes | ||
NET LOSS | $ (148,359) | $ (490,109) |
NET LOSS PER SHARE: BASIC AND DILUTED | $ (0.02) | $ (0.05) |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED | 9,673,687 | 9,160,946 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES TO STOCKHOLDERS' DEFICIT (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Common Stock to be Issued [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Apr. 30, 2021 | $ 8,147 | $ 312,500 | $ 1,709,258 | $ (1,264,891) | $ 765,014 | |
Beginning Balance, Shares at Apr. 30, 2021 | 51 | 8,146,502 | ||||
Common stock issued for financing fees | $ 800 | 200,875 | 201,675 | |||
Common stock issued for financing fees, Shares | 800,000 | |||||
Stock compensation | $ 350 | (204,500) | 204,150 | |||
Stock compensation, Shares | 350,000 | |||||
Warrants issued with debt | 158,325 | 158,325 | ||||
Warrants issued for services | 11,700 | 11,700 | ||||
Net loss | (490,109) | (490,109) | ||||
Ending balance, value at Jul. 31, 2021 | $ 9,297 | 108,000 | 2,284,308 | (1,755,000) | 646,605 | |
Ending Balance, Shares at Jul. 31, 2021 | 51 | 9,296,502 | ||||
Beginning balance, value at Apr. 30, 2022 | $ 9,489 | 118,500 | 2,335,529 | (3,334,458) | (870,940) | |
Beginning Balance, Shares at Apr. 30, 2022 | 51 | 9,488,502 | ||||
Common stock issued for financing fees | 201,675 | |||||
Stock compensation, Shares | 350,000 | |||||
Warrants issued with debt | ||||||
Net loss | (148,359) | (148,359) | ||||
Sale of common stock | $ 1,667 | 48,333 | 50,000 | |||
Sale of common stock, Shares | 1,666,667 | |||||
Ending balance, value at Jul. 31, 2022 | $ 11,156 | $ 118,500 | $ 2,383,862 | $ (3,482,817) | $ (969,299) | |
Ending Balance, Shares at Jul. 31, 2022 | 51 | 11,155,169 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (148,359) | $ (490,109) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 3,633 | 3,633 |
Warrants issued for services | 11,700 | |
Amortization of discount | 21,114 | 145,409 |
Changes in operating assets and liabilities: | ||
Security deposits | 10,000 | (10,000) |
Accounts payable | 1,132 | 1,568 |
Accrued expenses | 19,992 | (16,875) |
CASH FLOWS USED IN OPERATING ACTIVITIES | (92,488) | (354,674) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from sale of common stock | 50,000 | |
Proceed from sales of convertible notes | 400,000 | |
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES | 50,000 | 400,000 |
NET CHANGE IN CASH | (42,488) | 45,326 |
Cash, beginning of period | 47,003 | 197,761 |
Cash, end of period | 4,515 | 243,087 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for interest expense | ||
Cash paid for income taxes | ||
NON-CASH OPERATING AND FINANCING ACTIVITIES: | ||
Warrants issued with debt | $ 158,325 |
ORGANIZATION AND NATURE OF BUSI
ORGANIZATION AND NATURE OF BUSINESS | 3 Months Ended |
Jul. 31, 2022 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND NATURE OF BUSINESS | Note 1 – ORGANIZATION AND NATURE OF BUSINESS Treasure & Shipwreck Recovery, Inc (TSR or the Company), was incorporated in the State of Nevada on October 24, 2016 as Beliss Corp. The Company changed its name to Treasure & Shipwreck Recovery Inc. on June 26, 2019. TSR formed TSR Holdings, Inc., a wholly owned subsidiary, on August 22, 2019 as the Companys operating vehicle to focus on the recovery of sunken treasure from historic shipwrecks. The Company was originally focused on the development of high impact internet marketing, search engine optimization (SEO) software and techniques, and the development of digital properties (collectively Internet Marketing). On April 6, 2020, TSR formed TSR Media Group, Inc. (TSR Media), a wholly owned subsidiary, in order to develop various digital media properties. TSR Media is in the process of developing, through an outside app developer, a treasure search and salvage gaming app. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Jul. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | Note 2 – GOING CONCERN These consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred net losses since inception, which raises substantial doubt about the Companys ability to continue as a going concern. Based on its historical rate of expenditures, the Company expects to expend its available cash in less than three months from September 19, 2022. Managements plans include raising capital through the equity markets to fund operations and, eventually, the generation of revenue through its business. The Company does not expect to generate any significant revenues for the foreseeable future. At July 31, 2022, the Company had net working capital of $ 988,310 Failure to raise adequate capital and generate adequate revenues could result in the Company having to curtail or cease operations. The Companys ability to raise additional capital through the future issuances of the common stock is unknown. Additionally, even if the Company does raise sufficient capital to support its operating expenses and generate adequate revenues, there can be no assurances that the revenue will be sufficient to enable it to develop to a level where it will generate profits and cash flows from operations. These matters raise substantial doubt about the Companys ability to continue as a going concern; however, the accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. These consolidated financial statements do not include any adjustments relating to the recovery of the recorded assets or the classifications of the liabilities that might be necessary should the Company be unable to continue as a going concern. Covid-19 Disclosure The Companys operations may be adversely affected by the ongoing outbreak of the coronavirus disease 2019 (COVID-19) which was declared a pandemic by the World Health Organization (WHO) in March 2020. The ultimate disruption which may be caused by the outbreak is uncertain; however, it may result in a material adverse impact on TSRs financial position, operations and cash flows. Additionally, it is possible that the Company may face additional challenges in obtaining financing due to COVID-19s effects on the general economy and the capital markets. If the Company is not able to obtain financing due to COVID-19, then it is highly likely that it will be forced to cease operations. The impact on smaller companies such as TSR of having to cease operations due to the effects of COVID-19 would likely result in the Company not being able to survive and would cause a complete loss of all capital invested in the Company. To date TSR has not suffered any significant setback due to COVID-19 interfering with operations. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Jul. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Note 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation This summary of significant accounting policies of TSR is presented to assist in understanding the Companys consolidated financial statements. The consolidated financial statements and notes are representations of the Companys management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America (GAAP) and have been consistently applied in the preparation of the consolidated financial statements. The Companys year-end is April 30. Principles of Consolidation The consolidated financial statements of the Company include the accounts of TSR Holdings, Inc. and TSR Media Group, Inc., which are wholly owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The process of preparing consolidated financial statements in conformity with GAAP requires the use of estimates and assumptions regarding certain types of assets, liabilities, revenues, and expenses. Significant estimates include the useful life of property and equipment, valuation allowances against deferred tax assets and fair value of non cash equity transactions. Cash and Cash Equivalents For purposes of the consolidated statements of cash flows, the Company considers all highly liquid investments and short-term debt instruments with original maturities of three months or less to be cash equivalents. There were no cash equivalents at July 31, 2022 and April 30, 2022. Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash deposits. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (FDIC) up to $ 250,000 0 Research and Development Expenses Expenditures for research and development are expensed as incurred. Revenue Recognition The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from contracts with customers. The core principle of ASC 606 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity recognizes revenue in accordance with that core principle by applying the following steps: Step 1: Identify the contract(s) with a customer, Step 2: Identify the performance obligations in the contract, Step 3: Determine the transaction price, Step 4: Allocate the transaction price to the performance obligations in the contract and Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation. Specifically, Section 606-10-50 requires an entity to provide information about: a. Revenue recognized from contracts with customers, including the disaggregation of revenue into appropriate categories; b. Contract balances, including the opening and closing balances of receivables, contract assets, and contract liabilities; c. Performance obligations, including when the entity typically satisfies its performance obligations and the transaction price that is allocated to the remaining performance obligations in a contract; and d. Significant judgments, and changes in judgments, made in applying the requirements to those contracts. The Company offers no discounts, rebates, rights of return, or other allowances to clients which would result in the establishment of reserves against service revenue. Additionally, to date, the Company has not incurred incremental costs in obtaining a client contract. Basic Loss per Share The Company has adopted the Financial Accounting Standards Board (FASB) ASC 260-10, which provides for the calculation of basic and diluted earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income or loss available to common stockholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. The potentially dilutive common stock equivalents for the quarters ended July 31, 2022 and 2021 were excluded from the dilutive loss per share calculation as they would be antidilutive due to the net loss. As of July 31, 2022 and 2021, there were 9,812,327 7,736,596 Fair Value of Financial Instruments The carrying amounts of financial assets and liabilities, such as cash, accounts payable, short term loans, and the Companys related party loan from a shareholder approximate their fair values because of the short maturity of these instruments. Fixed Assets Fixed assets are recorded at historical cost. Depreciation is computed on the straight-line method over the estimated useful lives of the respective assets. Gains and losses upon disposition are reflected in the consolidated statements of operations in the period of disposition. Maintenance and repair expenditures are charged to expense as incurred. Currently the Companys only assets are a diving vessel and a magnetometer. They are being depreciated over three twelve Impairment of Long-Lived and Intangible Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the book value of the asset may not be recoverable. The Company periodically evaluates whether events and circumstances have occurred that indicate possible impairment. When impairment indicators exist, the Company uses market quotes, if available or an estimate of the future undiscounted net cash flows of the related asset or asset group over the remaining life in measuring whether or not the asset values are recoverable. Identified intangible assets are reviewed for impairment at least annually, or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Stock Based Compensation to Employees and Service Providers The Company recognizes all share-based payments to employees and service providers, including grants of employee stock options, as compensation expense in the consolidated financial statements based on their fair values. That expense will be recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period) or immediately if the share-based payments vest immediately. Convertible Notes Payable The Company accounts for convertible notes deemed conventional and conversion options embedded in non-conventional convertible notes which qualify as equity under ASC 815, in accordance with the provisions of ASC 470-20, which provides guidance on accounting for convertible securities with beneficial conversion features. ASC 470-10 addresses classification determination for specific obligations, such as short-term obligations expected to be refinanced on a long-term basis, due-on-demand loan arrangements, callable debt, sales of future revenue, increasing rate debt, debt that includes covenants, revolving credit agreements subject to lock-box arrangements and subjective acceleration clauses. Accordingly, the Company records, as a discount to convertible notes, the intrinsic value of such conversion options based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt. Customer Deposits Customer deposits discloses an amount paid by a customer prior to the Company providing it with goods or services. The Company has an obligation to provide the goods or services to the customer or to return the money. Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. Recent Accounting Pronouncements All other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Companys present or future consolidated financial statements. |
FIXED ASSETS
FIXED ASSETS | 3 Months Ended |
Jul. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
FIXED ASSETS | Note 4 – FIXED ASSETS Fixed assets at July 31 and April 30, 2022 are summarized below: Schedule of Fixed Assets Fixed Assets July 31, 2022 April 30, 2022 Diving Vessel $ 36,390 $ 36,390 Magnetometer 24,000 24,000 Accumulated Depreciation (42,379 ) (38,746 ) Fixed Assets, Net $ 18,011 $ 21,644 Depreciation expense was $ 3,633 |
PURCHASE OF TRADEMARK, GRAPHICS
PURCHASE OF TRADEMARK, GRAPHICS, RELATED MEDIA AND PRODUCT MATERIALS | 3 Months Ended |
Jul. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
PURCHASE OF TRADEMARK, GRAPHICS, RELATED MEDIA AND PRODUCT MATERIALS | Note 5 – PURCHASE OF TRADEMARK, GRAPHICS, RELATED MEDIA AND PRODUCT MATERIALS The Company entered into a Trademark and Usage Purchase Agreement with Galleon Quest, LLC (GQ), a privately held limited liability company, on March 5, 2020. Under the terms of the Trademark and Usage Purchase Agreement, the Company agreed to issue 1,200,000 shares of its restricted common stock to GQ in exchange for the acquisition of a registered trademark and all other developed graphics, including for gaming, web site and all other material for television, multimedia, gaming, food and products such as beverages, and all other issues. In addition, the Company agreed that GQ shall retain the right to ten percent of the gaming rights and five percent of the television media revenue, which shall be for rights of the gaming name rights, as used in all app, online or other gaming as owned by TSR and any television related media. All shares issued by both parties under the agreement have all rights and entitlements as the common stock of every other shareholder of such share class. The purchase of the trademark and related graphics and materials was valued at $636,000 based on fair value of TSRs shares on the date of the Trademark and Usage Purchase Agreement. At April 30, 2022, the Company wrote down the balance to $0 and recorded an impairment loss of $636,000. |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended |
Jul. 31, 2022 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | Note 6 – NOTES PAYABLE Related Party Convertible Loan An officer of the Company has provided a loan to TSR under a convertible promissory note. This convertible promissory note is unsecured, non-interest bearing, and is convertible into common shares of the Company stock at $2.75 per share and due on demand. The balance due to the officer was $ 53,890 On April 20, 2022, the Company entered into a convertible note payable with an individual who is a member of the Companys Board of Directors. The note payable, with a face value of $50,000, bears interest at 10.0% per annum and is due on July 21, 2022. The convertible note payable is convertible upon default, at the note holders option, into the Companys common shares at a fixed conversation rate of $0.05. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. This convertible promissory note is currently in default due to non payment of principal and interest. Short Term Loans As of July 31 and April 30, 2022, the Company had loans totaling $ 16,763 14,063 2,700 Convertible Notes Payable The following table reflects the convertible notes payable as of July 31, 2022 and April 30, 2022: Schedule of Notes Payable Issue Date Maturity July 31, 2022 April 30, 2022 Rate Conversion Convertible notes payable Face Value 4/26/2021 4/26/2023 $ 250,000 $ 250,000 10.00 % 0.10 Face Value 4/26/2021 4/26/2023 25,000 25,000 10.00 % 0.10 Face Value 5/5/2021 5/5/2023 150,000 150,000 10.00 % 0.10 Face Value 5/7/2021 5/7/2023 100,000 100,000 10.00 % 0.10 Face Value 5/19/2021 5/19/2023 150,000 150,000 10.00 % 0.10 Face Value 12/06/2021 3/6/2023 70,666 70,666 10.00 % 0.10 Face Value 4/20/2022 7/21/2023 50,000 $ 50,000 10.00 % 0.05 Face value 795,666 795,666 Less unamortized discounts - 21,114 Balance convertible notes payable $ 795,666 $ 774,552 The convertible notes payable are convertible into a fixed number of shares and with no down round protection features. The Company accounted for the beneficial conversion features based on the intrinsic value at the date of issuance. During the quarter ended July 31, 2022 and year ended April 30, 2022, the Company recognized beneficial conversion features totaling $0 and $479,579, respectively. The discount from the beneficial conversion features are being amortized through charges to interest expense over the term of the convertible notes payable. The Company recorded interest expense related to the amortization of debt discounts of $21,114 and $145,409 for the quarters ended July 31, 2022 and 2021, respectively. New Convertible Notes Payable Issued During the Three Month Periods Ended July 31, 2022 and 2021 2022 The Company did not enter into any new convertible note payable agreements during the three month period ended July 31, 2022. 2021 On May 5, 2021, the Company entered into a convertible note payable with a corporation. The note payable, with a face value of $150,000, including a $15,000 original issue discount, bears interest at 10.0% per annum and is due on May 5, 2023. The convertible note payable is convertible, at the holders option, into the Companys common shares at a fixed conversation rate of $0.10. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. On May 7, 2021, the Company entered into a convertible note payable with a corporation. The note payable, with a face value of $100,000, including a $10,000 original issue discount, bears interest at 10.0% per annum and is due on May 7, 2023. The convertible note payable is convertible, at the holders option, into the Companys common shares at a fixed conversation rate of $0.10. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. On May 19, 2021, the Company entered into a convertible note payable with a corporation. The note payable, with a face value of $150,000, including a $15,000 original issue discount, bears interest at 10.0% per annum and is due on May 19, 2023. The convertible note payable is convertible, at the holders option, into the Companys common shares at a fixed conversation rate of $0.10. The conversion of the note into shares of the Companys common stock is potentially highly dilutive to current shareholders. If the note holder elects to sell the shares that it has acquired as a result of converting the note into shares of common stock, then any such sales may result in a significant decrease in the market price of the Companys shares. |
STOCKHOLDERS_ DEFICIT
STOCKHOLDERS’ DEFICIT | 3 Months Ended |
Jul. 31, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS’ DEFICIT | Note 7 – STOCKHOLDERS DEFICIT Common Stock The Company is authorized to issue 75,000,000 0.001 Common Stock Issuances During the three month period ended July 31, 2022, the Company issued or was to issue the following shares of restricted common stock: - 1,666,667 50,000 During the three month period ended July 31, 2021, the Company issued the following shares of restricted common stock: - 800,000 201,675 - 350,000 The Company is in the process of canceling the shares issued to an individual from the canceled Southern Amusement transaction. All such shares are held in escrow for cancellation under the Companys Counsel and President. Series A Preferred Stock On May 1, 2020, the Companys Board authorized the creation of 100 At July 31, 2022, the Company had 51 shares of Series A preferred shares outstanding. Warrants At April 30, 2022 there were 1,255,667 warrants outstanding with a weighted average exercise price of $0.25, weighted average reaming life of 5 years and an average intrinsic value of $0.11. There were no warrants granted during the three month period ended July 31, 2022. A total of 282,667 warrants expired during the three month period ended ended July 31, 2022. At July 31, 2022, there were 973,000 warrants with a weighted average exercise price of $0.25, weighted average reaming life of 4.75 years, and an average intrinsic value of $0.11. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Jul. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Note 8 – COMMITMENTS AND CONTINGENCIES Partnering Agreement In April of 2021, TSR entered into an agreement with a limited liability company and an individual consultant who controls the limited liability company for both services and the rights to treasure that is successfully recovered in a known shipwreck area. The term of the agreement is for a minimum of one year. Under the terms of the agreement TSR and the consultant agreed: 1. That the consultant has rights as a third party to certain known treasure sites controlled through a third party. Such rights exist under such agreement between the consultant and the company owning such rights. The consultant has been working such site area for an extensive period, and has produced finds of artifacts, as well as other scanned, researched, and targeted areas for further search and recovery. 2. The consultant is agreeing to take capital in, as well as contributions of available and as available, boats, crew and equipment, which TSR may have in exchange for a percentage of recovery from such site, which the consultant is entitled to from recoveries made. TSR shall receive that portion set out below for such investment of funds. 3. The consultant, agreed to enter into a partnership for such shipwreck noted above where the consultant will work, in exchange for 25% of the net due to the consultant from finds made, during the time period of this agreement, in exchange for $50,000, payable in monthly amounts starting at the time of the first payment. Each payment of $10,000 shall entitle TSR to 5% of such net proceeds up to the 25% of the net due to the consultant. Such net, means that amount after the State of Florida proceeds, and the amount due to the owner of the shipwreck site. Such amount of investment shall entitle TSR to such share for a period to December 31, 2021. In addition, after a two month term of this agreement, TSR will award the consultant 100,000 common shares of restricted stock, and additional shares upon success at the discretion of TSR. 4. TSR shall also contribute, on a project and availability basis, for such operations, supporting vessels through TSR, to include the RV Bellows, with appropriate crew, and use for project site use, for survey use, etc. to support operations directed by the consultant on site from number 1 above, as well as addressed below. TSR shall have the right to contribute crew, technical, divers or other persons to observe and participate on such ventures. 5. Additional sites which may be identified by the consultant for future joint ventures which have not been explored, within or outside the state of Florida waters, where TSR shall provide capital and other materials, crew and vessels, to be agreed upon by the Parties, but wherein TSR if funding such ventures, shall be entitled to 50% of such finds, sites and artifacts. Operations Managers Agreement In October of 2020, TSR entered into an agreement with an individual consultant to be the Companys operations manager for site selection and operational oversight. The term of the agreement is for a minimum of one year. The services to be rendered, on an as needed basis include selection for sites, and personnel for diving for recovery operations, assistance in the selection of personnel, contractors, and parties for wreck site scanning, search operations, and recovery operations of wreck sites, analysis and review of shipwreck sites, interaction with state and governmental authorities as necessary for wreck site approval and operations, and at the option of TSR participate in and have the right to appear in media productions involving the Company. There are additional terms in the agreement where the Company has agreed to pay to the consultant shares of its restricted common stock for successfully locating treasure. Trademark and Usage Purchase Agreement Gaming and Media Rights Payments TSR entered into a Trademark and Usage Purchase Agreement on March 5, 2020, see Note 5 Purchase of Trademark, Graphics, Related Media and Product Materials. Under the terms of the agreement TSR is obligated to pay ten percent of the gaming rights and five percent of television media revenue, which shall be for rights of the gaming name rights, as used in all such app, online or other gaming as owned by TSR and any television related media. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Jul. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | Note 9 – RELATED PARTY TRANSACTIONS As of July 31, 2022, an officer of the Company has provided a loan to TSR under a convertible promissory note. This convertible promissory note is unsecured, non-interest bearing, and is convertible into common shares of the Company stock at $2.75 per share and due on demand. The balance due to the officer was $ 53,890 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Jul. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | Note 10 – SUBSEQUENT EVENTS The Company has evaluated all subsequent events through September 19, 2022, the date the consolidated financial statements were available to be issued. There are no subsequent events to report. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Jul. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation This summary of significant accounting policies of TSR is presented to assist in understanding the Companys consolidated financial statements. The consolidated financial statements and notes are representations of the Companys management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America (GAAP) and have been consistently applied in the preparation of the consolidated financial statements. The Companys year-end is April 30. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements of the Company include the accounts of TSR Holdings, Inc. and TSR Media Group, Inc., which are wholly owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The process of preparing consolidated financial statements in conformity with GAAP requires the use of estimates and assumptions regarding certain types of assets, liabilities, revenues, and expenses. Significant estimates include the useful life of property and equipment, valuation allowances against deferred tax assets and fair value of non cash equity transactions. |
Cash and Cash Equivalents | Cash and Cash Equivalents For purposes of the consolidated statements of cash flows, the Company considers all highly liquid investments and short-term debt instruments with original maturities of three months or less to be cash equivalents. There were no cash equivalents at July 31, 2022 and April 30, 2022. Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash deposits. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (FDIC) up to $ 250,000 0 |
Research and Development Expenses | Research and Development Expenses Expenditures for research and development are expensed as incurred. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from contracts with customers. The core principle of ASC 606 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity recognizes revenue in accordance with that core principle by applying the following steps: Step 1: Identify the contract(s) with a customer, Step 2: Identify the performance obligations in the contract, Step 3: Determine the transaction price, Step 4: Allocate the transaction price to the performance obligations in the contract and Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation. Specifically, Section 606-10-50 requires an entity to provide information about: a. Revenue recognized from contracts with customers, including the disaggregation of revenue into appropriate categories; b. Contract balances, including the opening and closing balances of receivables, contract assets, and contract liabilities; c. Performance obligations, including when the entity typically satisfies its performance obligations and the transaction price that is allocated to the remaining performance obligations in a contract; and d. Significant judgments, and changes in judgments, made in applying the requirements to those contracts. The Company offers no discounts, rebates, rights of return, or other allowances to clients which would result in the establishment of reserves against service revenue. Additionally, to date, the Company has not incurred incremental costs in obtaining a client contract. |
Basic Loss per Share | Basic Loss per Share The Company has adopted the Financial Accounting Standards Board (FASB) ASC 260-10, which provides for the calculation of basic and diluted earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income or loss available to common stockholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. The potentially dilutive common stock equivalents for the quarters ended July 31, 2022 and 2021 were excluded from the dilutive loss per share calculation as they would be antidilutive due to the net loss. As of July 31, 2022 and 2021, there were 9,812,327 7,736,596 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of financial assets and liabilities, such as cash, accounts payable, short term loans, and the Companys related party loan from a shareholder approximate their fair values because of the short maturity of these instruments. |
Fixed Assets | Fixed Assets Fixed assets are recorded at historical cost. Depreciation is computed on the straight-line method over the estimated useful lives of the respective assets. Gains and losses upon disposition are reflected in the consolidated statements of operations in the period of disposition. Maintenance and repair expenditures are charged to expense as incurred. Currently the Companys only assets are a diving vessel and a magnetometer. They are being depreciated over three twelve |
Impairment of Long-Lived and Intangible Assets | Impairment of Long-Lived and Intangible Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the book value of the asset may not be recoverable. The Company periodically evaluates whether events and circumstances have occurred that indicate possible impairment. When impairment indicators exist, the Company uses market quotes, if available or an estimate of the future undiscounted net cash flows of the related asset or asset group over the remaining life in measuring whether or not the asset values are recoverable. Identified intangible assets are reviewed for impairment at least annually, or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. |
Stock Based Compensation to Employees and Service Providers | Stock Based Compensation to Employees and Service Providers The Company recognizes all share-based payments to employees and service providers, including grants of employee stock options, as compensation expense in the consolidated financial statements based on their fair values. That expense will be recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period) or immediately if the share-based payments vest immediately. |
Convertible Notes Payable | Convertible Notes Payable The Company accounts for convertible notes deemed conventional and conversion options embedded in non-conventional convertible notes which qualify as equity under ASC 815, in accordance with the provisions of ASC 470-20, which provides guidance on accounting for convertible securities with beneficial conversion features. ASC 470-10 addresses classification determination for specific obligations, such as short-term obligations expected to be refinanced on a long-term basis, due-on-demand loan arrangements, callable debt, sales of future revenue, increasing rate debt, debt that includes covenants, revolving credit agreements subject to lock-box arrangements and subjective acceleration clauses. Accordingly, the Company records, as a discount to convertible notes, the intrinsic value of such conversion options based upon the differences between the fair value of the underlying common stock at the commitment date of the note transaction and the effective conversion price embedded in the note. Debt discounts under these arrangements are amortized over the term of the related debt. |
Customer Deposits | Customer Deposits Customer deposits discloses an amount paid by a customer prior to the Company providing it with goods or services. The Company has an obligation to provide the goods or services to the customer or to return the money. |
Income Taxes | Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements All other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Companys present or future consolidated financial statements. |
FIXED ASSETS (Tables)
FIXED ASSETS (Tables) | 3 Months Ended |
Jul. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Fixed Assets | Fixed assets at July 31 and April 30, 2022 are summarized below: Schedule of Fixed Assets |
FIXED ASSETS | Fixed Assets July 31, 2022 April 30, 2022 Diving Vessel $ 36,390 $ 36,390 Magnetometer 24,000 24,000 Accumulated Depreciation (42,379 ) (38,746 ) Fixed Assets, Net $ 18,011 $ 21,644 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 3 Months Ended |
Jul. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable | The following table reflects the convertible notes payable as of July 31, 2022 and April 30, 2022: Schedule of Notes Payable |
NOTES PAYABLE | Issue Date Maturity July 31, 2022 April 30, 2022 Rate Conversion Convertible notes payable Face Value 4/26/2021 4/26/2023 $ 250,000 $ 250,000 10.00 % 0.10 Face Value 4/26/2021 4/26/2023 25,000 25,000 10.00 % 0.10 Face Value 5/5/2021 5/5/2023 150,000 150,000 10.00 % 0.10 Face Value 5/7/2021 5/7/2023 100,000 100,000 10.00 % 0.10 Face Value 5/19/2021 5/19/2023 150,000 150,000 10.00 % 0.10 Face Value 12/06/2021 3/6/2023 70,666 70,666 10.00 % 0.10 Face Value 4/20/2022 7/21/2023 50,000 $ 50,000 10.00 % 0.05 Face value 795,666 795,666 Less unamortized discounts - 21,114 Balance convertible notes payable $ 795,666 $ 774,552 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) | Apr. 30, 2022 USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Working Capital Deficit | $ 988,310 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Cash, FDIC Insured Amount | $ 250,000 | |
Cash, Uninsured Amount | $ 0 | |
Weighted Average Number of Shares Outstanding, Diluted, Adjustment | 9,812,327 | 7,736,596 |
Automobiles [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Automobiles [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 12 years | |
Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 12 years |
FIXED ASSETS (Details)
FIXED ASSETS (Details) - USD ($) | Jul. 31, 2022 | Apr. 30, 2022 |
Property, Plant and Equipment [Line Items] | ||
Accumulated Depreciation | $ (42,379) | $ (38,746) |
Fixed Assets, Net | 18,011 | 21,644 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Magnetometer | 36,390 | 36,390 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Magnetometer | $ 24,000 | $ 24,000 |
FIXED ASSETS (Details Narrative
FIXED ASSETS (Details Narrative) - USD ($) | 3 Months Ended | 15 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 3,633 | $ 3,633 | $ 3,633 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) | 2 Months Ended | 3 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2022 | Apr. 30, 2022 | |
Short-Term Debt [Line Items] | |||
Debt Instrument, Face Amount | $ 795,666 | $ 795,666 | |
Debt Instrument, Face Amount | 795,666 | ||
Debt Instrument, Unamortized Discount, Current | $ 21,114 | ||
Convertible Notes Payable, Current | $ 795,666 | 795,666 | $ 774,552 |
Convertible Notes Payable 04/26/2021 [Member] | |||
Short-Term Debt [Line Items] | |||
Debt Instrument, Issuance Date | Apr. 26, 2021 | ||
Debt Instrument, Maturity Date | Apr. 26, 2023 | ||
Debt Instrument, Face Amount | $ 250,000 | $ 250,000 | |
Debt Instrument, Face Amount | $ 250,000 | ||
Debt, Weighted Average Interest Rate | 1,000% | 1,000% | |
Debt Instrument, Convertible, Conversion Price | $ 0.10 | $ 0.10 | |
Convertible Notes Payable 04/26/2021 [Member] | |||
Short-Term Debt [Line Items] | |||
Debt Instrument, Issuance Date | Apr. 26, 2021 | ||
Debt Instrument, Maturity Date | Apr. 26, 2023 | ||
Debt Instrument, Face Amount | $ 25,000 | $ 25,000 | |
Debt Instrument, Face Amount | $ 25,000 | ||
Debt, Weighted Average Interest Rate | 1,000% | 1,000% | |
Debt Instrument, Convertible, Conversion Price | $ 0.10 | $ 0.10 | |
Convertible Notes Payable 05/05/2021 [Member] | |||
Short-Term Debt [Line Items] | |||
Debt Instrument, Issuance Date | May 05, 2021 | ||
Debt Instrument, Maturity Date | May 05, 2023 | ||
Debt Instrument, Face Amount | $ 150,000 | $ 150,000 | |
Debt Instrument, Face Amount | $ 150,000 | ||
Debt, Weighted Average Interest Rate | 1,000% | 1,000% | |
Debt Instrument, Convertible, Conversion Price | $ 0.10 | $ 0.10 | |
Convertible Notes Payable 05/05/2021 [Member] | |||
Short-Term Debt [Line Items] | |||
Debt Instrument, Issuance Date | May 07, 2021 | ||
Debt Instrument, Maturity Date | May 07, 2023 | ||
Debt Instrument, Face Amount | $ 100,000 | $ 100,000 | |
Debt Instrument, Face Amount | $ 100,000 | ||
Debt, Weighted Average Interest Rate | 1,000% | 1,000% | |
Debt Instrument, Convertible, Conversion Price | $ 0.10 | $ 0.10 | |
Convertible Notes Payable 05/19/2021 [Member] | |||
Short-Term Debt [Line Items] | |||
Debt Instrument, Issuance Date | May 19, 2021 | ||
Debt Instrument, Maturity Date | May 19, 2023 | ||
Debt Instrument, Face Amount | $ 150,000 | $ 150,000 | |
Debt Instrument, Face Amount | $ 150,000 | ||
Debt, Weighted Average Interest Rate | 1,000% | 1,000% | |
Debt Instrument, Convertible, Conversion Price | $ 0.10 | $ 0.10 | |
Convertible Notes Payable 6 [Member] | |||
Short-Term Debt [Line Items] | |||
Debt Instrument, Issuance Date | Dec. 06, 2021 | ||
Debt Instrument, Maturity Date | Mar. 06, 2023 | ||
Debt Instrument, Face Amount | $ 70,666 | $ 70,666 | |
Debt Instrument, Face Amount | $ 70,666 | ||
Debt, Weighted Average Interest Rate | 1,000% | 1,000% | |
Debt Instrument, Convertible, Conversion Price | $ 0.10 | $ 0.10 | |
Convertible Notes Payable 7 [Member] | |||
Short-Term Debt [Line Items] | |||
Debt Instrument, Issuance Date | Apr. 20, 2022 | ||
Debt Instrument, Maturity Date | Jul. 21, 2023 | ||
Debt Instrument, Face Amount | $ 50,000 | $ 50,000 | |
Debt Instrument, Face Amount | $ 50,000 | ||
Debt, Weighted Average Interest Rate | 1,000% | 1,000% | |
Debt Instrument, Convertible, Conversion Price | $ 0.05 | $ 0.05 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | Jul. 31, 2022 | Apr. 30, 2022 |
Extinguishment of Debt [Line Items] | ||
Due to Related Parties, Current | $ 53,890 | $ 53,890 |
Short-Term Debt [Member] | ||
Extinguishment of Debt [Line Items] | ||
Loans Payable | 16,763 | 16,763 |
Short-term Loan - First Party [Member] | ||
Extinguishment of Debt [Line Items] | ||
Loans Payable | 14,063 | 14,063 |
Short-term Loan - Second Party [Member] | ||
Extinguishment of Debt [Line Items] | ||
Loans Payable | 2,700 | 2,700 |
Officer [Member] | ||
Extinguishment of Debt [Line Items] | ||
Due to Related Parties, Current | $ 53,890 | $ 53,890 |
STOCKHOLDERS_ DEFICIT (Details
STOCKHOLDERS’ DEFICIT (Details Narrative) - USD ($) | 3 Months Ended | |||
Jul. 31, 2022 | Jul. 31, 2021 | Apr. 30, 2022 | May 02, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Common Stock, Shares Authorized | 75,000,000 | 75,000,000 | ||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | ||
Stock Issued During Period, Value, New Issues | $ 50,000 | |||
Common Stock Issued for Financing Fees | $ 201,675 | $ 201,675 | ||
Preferred Stock, Shares Authorized | 100 | 100 | 100 | |
Preferred Stock, Shares Outstanding | 51 | 51 | ||
Common Stock [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Stock Issued During Period, Shares, New Issues | 1,666,667 | |||
Stock Issued During Period, Value, New Issues | $ 1,667 | |||
Common Stock Allocated for Financing Fees (in shares) | 800,000 | |||
Common Stock Issued for Financing Fees | $ 800 | |||
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture | 350,000 | 350,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Jul. 31, 2022 | Apr. 30, 2022 |
Related Party Transactions [Abstract] | ||
Due to Related Parties, Current | $ 53,890 | $ 53,890 |