Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jan. 31, 2021 | Mar. 16, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | U.S. GOLD CORP. | |
Entity Central Index Key | 0000027093 | |
Document Type | 10-Q | |
Document Period End Date | Jan. 31, 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --04-30 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 7,059,223 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Jan. 31, 2021 | Apr. 30, 2020 |
CURRENT ASSETS: | ||
Cash | $ 13,992,772 | $ 2,749,957 |
Income tax receivable | 219,072 | 219,072 |
Prepaid expenses and other current assets | 368,119 | 212,718 |
Total current assets | 14,579,963 | 3,181,747 |
NON - CURRENT ASSETS: | ||
Property, net | 173,258 | 133,371 |
Reclamation bond deposit | 389,556 | 355,556 |
Mineral rights | 16,356,862 | 6,163,559 |
Total non - current assets | 16,919,676 | 6,652,486 |
Total assets | 31,499,639 | 9,834,233 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued liabilities | 572,190 | 154,381 |
Accounts payable - related parties | 3,459 | |
Total current liabilities | 572,190 | 157,840 |
LONG- TERM LIABILITIES | ||
Asset retirement obligation | 194,717 | 168,392 |
Total liabilities | 766,907 | 326,232 |
Commitments and Contingencies | ||
STOCKHOLDERS' EQUITY : | ||
Common stock ($0.001 Par Value; 200,000,000 Shares Authorized; 5,869,751 and 2,903,393 shares issued and outstanding as of January 31, 2021 and April 30, 2020) | 5,870 | 2,903 |
Common stock to be issued 794,136 shares at January 31, 2021 | 794 | |
Additional paid-in capital | 71,816,386 | 41,093,050 |
Accumulated deficit | (41,090,318) | (31,587,952) |
Total stockholders' equity | 30,732,732 | 9,508,001 |
Total liabilities and stockholders' equity | 31,499,639 | 9,834,233 |
Convertible Series F Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY : | ||
Preferred stock value | ||
Convertible Series G Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY : | ||
Preferred stock value | ||
Convertible Series H Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY : | ||
Preferred stock value | ||
Convertible Series I Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY : | ||
Preferred stock value |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Jan. 31, 2021 | Apr. 30, 2020 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 5,869,751 | 2,903,393 |
Common stock, shares outstanding | 5,869,751 | 2,903,393 |
Convertible Series F Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,250 | 1,250 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Convertible Series G Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 127 | 127 |
Preferred stock, shares issued | 57 | |
Preferred stock, shares outstanding | 57 | |
Convertible Series H Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 106,894 | 106,894 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Preferred stock, liquidation preference | ||
Convertible Series I Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 921,666 | 921,666 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Preferred stock, liquidation preference |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2021 | Jan. 31, 2020 | |
Income Statement [Abstract] | ||||
Net revenues | ||||
Operating expenses: | ||||
Compensation and related taxes - general and administrative | 1,241,185 | 591,290 | 2,523,210 | 1,168,736 |
Exploration costs | 1,307,506 | 62,810 | 3,106,065 | 1,201,559 |
Professional and consulting fees | 895,741 | 407,115 | 3,200,741 | 1,873,501 |
General and administrative expenses | 256,148 | 119,316 | 672,350 | 472,420 |
Total operating expenses | 3,700,580 | 1,180,531 | 9,502,366 | 4,716,216 |
Loss from operations | (3,700,580) | (1,180,531) | (9,502,366) | (4,716,216) |
Loss before benefit (provision) for income taxes | (3,700,580) | (1,180,531) | (9,502,366) | (4,716,216) |
Benefit (provision) for income taxes | 219,073 | 219,073 | ||
Net loss | (3,700,580) | (961,458) | (9,502,366) | (4,497,143) |
Deemed dividend related to beneficial conversion feature of preferred stock | (5,530,004) | (2,022,712) | ||
Net loss applicable to U.S. Gold Corp. common shareholders | $ (3,700,580) | $ (961,458) | $ (15,032,370) | $ (6,519,855) |
Net Loss per common share, basic and diluted | $ (0.67) | $ (0.4) | $ (3.78) | $ (2.93) |
Weighted average common shares outstanding - basic and diluted | 5,493,764 | 2,401,350 | 3,974,487 | 2,224,715 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Preferred Stock - Series F [Member] | Preferred Stock - Series G [Member] | Preferred Stock - Series H [Member] | Preferred Stock - Series I [Member] | Common Stock [Member] | Common Stock to be issued [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Apr. 30, 2019 | $ 1,986 | $ 33,425,931 | $ (26,275,102) | $ 7,152,815 | |||||
Balance, shares at Apr. 30, 2019 | 1,986,063 | ||||||||
Issuance of preferred stock and warrants for cash, net of offering cost | $ 1 | 2,401,201 | 2,401,202 | ||||||
Issuance of preferred stock and warrants for cash, net of offering cost, shares | 1,250 | ||||||||
Conversion of preferred stock into common stock | $ 108 | (108) | |||||||
Conversion of preferred stock into common stock, shares | (616) | 108,071 | |||||||
Issuance of common stock for services | $ 2 | 24,998 | 25,000 | ||||||
Issuance of common stock for services, shares | 2,153 | ||||||||
Issuance of common stock for accrued services | $ 1 | 12,499 | 12,500 | ||||||
Issuance of common stock for accrued services, shares | 1,068 | ||||||||
Stock options granted for services | 52,214 | 52,214 | |||||||
Stock-based compensation in connection with restricted common stock unit grants | 52,682 | 52,682 | |||||||
Cancellation of common stock | $ (9) | 9 | |||||||
Cancellation of common stock, shares | (8,500) | ||||||||
Net loss | (1,308,599) | (1,308,599) | |||||||
Balance at Jul. 31, 2019 | $ 1 | $ 2,088 | 35,969,426 | (27,583,701) | 8,387,814 | ||||
Balance, shares at Jul. 31, 2019 | 634 | 2,088,855 | |||||||
Balance at Apr. 30, 2019 | $ 1,986 | 33,425,931 | (26,275,102) | 7,152,815 | |||||
Balance, shares at Apr. 30, 2019 | 1,986,063 | ||||||||
Net loss | (4,497,143) | ||||||||
Balance at Jan. 31, 2020 | $ 2,963 | 38,934,916 | (30,772,245) | 8,165,634 | |||||
Balance, shares at Jan. 31, 2020 | 270 | 2,963,547 | |||||||
Balance at Jul. 31, 2019 | $ 1 | $ 2,088 | 35,969,426 | (27,583,701) | 8,387,814 | ||||
Balance, shares at Jul. 31, 2019 | 634 | 2,088,855 | |||||||
Conversion of preferred stock into common stock | $ (1) | $ 64 | (63) | ||||||
Conversion of preferred stock into common stock, shares | (364) | 63,860 | |||||||
Issuance of common stock for services | $ 200 | 2,019,800 | 2,020,000 | ||||||
Issuance of common stock for services, shares | 200,000 | ||||||||
Stock options granted for services | 52,213 | 52,213 | |||||||
Stock-based compensation in connection with restricted common stock unit grants | $ 34 | 393,064 | 393,098 | ||||||
Stock-based compensation in connection with restricted common stock unit grants, shares | 33,500 | ||||||||
Net loss | (2,227,086) | (2,227,086) | |||||||
Balance at Oct. 31, 2019 | $ 2,386 | 38,434,440 | (29,810,787) | 8,626,039 | |||||
Balance, shares at Oct. 31, 2019 | 270 | 2,386,215 | |||||||
Issuance of common stock for services | $ 503 | 418,195 | 418,698 | ||||||
Issuance of common stock for services, shares | 503,609 | ||||||||
Issuance of common stock for accrued services | $ 18 | 14,385 | 14,403 | ||||||
Issuance of common stock for accrued services, shares | 17,936 | ||||||||
Stock options granted for services | 40,357 | 40,357 | |||||||
Stock-based compensation in connection with restricted common stock unit grants | $ 56 | 27,539 | 27,595 | ||||||
Stock-based compensation in connection with restricted common stock unit grants, shares | 55,787 | ||||||||
Net loss | (961,458) | (961,458) | |||||||
Balance at Jan. 31, 2020 | $ 2,963 | 38,934,916 | (30,772,245) | 8,165,634 | |||||
Balance, shares at Jan. 31, 2020 | 270 | 2,963,547 | |||||||
Balance at Apr. 30, 2020 | $ 2,903 | 41,093,050 | (31,587,952) | 9,508,001 | |||||
Balance, shares at Apr. 30, 2020 | 57 | 2,903,393 | |||||||
Conversion of preferred stock into common stock | $ 21 | (21) | |||||||
Conversion of preferred stock into common stock, shares | (57) | 20,357 | |||||||
Stock options granted for services | 51,262 | 51,262 | |||||||
Stock-based compensation in connection with restricted common stock unit grants | $ 2 | 20,216 | 20,218 | ||||||
Stock-based compensation in connection with restricted common stock unit grants, shares | 1,875 | ||||||||
Net loss | (957,120) | (957,120) | |||||||
Balance at Jul. 31, 2020 | $ 2,926 | 41,164,507 | (32,545,072) | 8,622,361 | |||||
Balance, shares at Jul. 31, 2020 | 2,925,625 | ||||||||
Balance at Apr. 30, 2020 | $ 2,903 | 41,093,050 | (31,587,952) | 9,508,001 | |||||
Balance, shares at Apr. 30, 2020 | 57 | 2,903,393 | |||||||
Net loss | (9,502,366) | ||||||||
Balance at Jan. 31, 2021 | $ 5,870 | $ 794 | 71,816,386 | (41,090,318) | 30,732,732 | ||||
Balance, shares at Jan. 31, 2021 | 5,869,751 | 794,136 | |||||||
Balance at Jul. 31, 2020 | $ 2,926 | 41,164,507 | (32,545,072) | 8,622,361 | |||||
Balance, shares at Jul. 31, 2020 | 2,925,625 | ||||||||
Issuance of common stock for services | $ 147 | 1,442,055 | 1,442,202 | ||||||
Issuance of common stock for services, shares | 147,341 | ||||||||
Stock options granted for services | 137,650 | 137,650 | |||||||
Stock-based compensation in connection with restricted common stock unit grants | 77,250 | 77,250 | |||||||
Issuance of preferred stock and warrants, net of issuance cost | $ 922 | 5,529,082 | 5,530,004 | ||||||
Issuance of preferred stock and warrants, net of issuance cost, shares | 921,666 | ||||||||
Issuance of preferred stock and common stock in connection with the Share Exchange Agreement | $ 107 | $ 581 | 12,640,292 | 12,640,980 | |||||
Issuance of preferred stock and common stock in connection with the Share Exchange Agreement, shares | 106,894 | 581,053 | |||||||
Issuance of common stock for exercise of warrants | $ 10 | 69,990 | 70,000 | ||||||
Issuance of common stock for exercise of warrants, shares | 10,000 | ||||||||
Net loss | (4,844,666) | (4,844,666) | |||||||
Balance at Oct. 31, 2020 | $ 107 | $ 922 | $ 3,664 | 61,060,826 | (37,389,738) | 23,675,781 | |||
Balance, shares at Oct. 31, 2020 | 106,894 | 921,666 | 3,664,019 | ||||||
Conversion of preferred stock into common stock | $ (107) | $ (922) | $ 1,991 | (962) | |||||
Conversion of preferred stock into common stock, shares | 106,894 | (921,666) | 1,990,606 | ||||||
Issuance of common stock for services | $ 8 | 1,590 | 1,598 | ||||||
Issuance of common stock for services, shares | 7,688 | ||||||||
Stock options granted for services | 2,925 | 2,925 | |||||||
Stock-based compensation in connection with restricted common stock unit grants | 1,145,595 | 1,145,595 | |||||||
Issuance of common stock for exercise of warrants | $ 202 | 1,179,794 | 1,179,996 | ||||||
Issuance of common stock for exercise of warrants, shares | 202,429 | ||||||||
Common stock to be issued for cash | $ 794 | 8,370,373 | 8,371,167 | ||||||
Common stock to be issued for cash,shares | 794,136 | ||||||||
Issuance of common stock for prepaid services | $ 5 | 56,245 | 56,250 | ||||||
Issuance of common stock for prepaid services,shares | 5,009 | ||||||||
Net loss | (3,700,580) | (3,700,580) | |||||||
Balance at Jan. 31, 2021 | $ 5,870 | $ 794 | $ 71,816,386 | $ (41,090,318) | $ 30,732,732 | ||||
Balance, shares at Jan. 31, 2021 | 5,869,751 | 794,136 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jan. 31, 2021 | Jul. 31, 2020 | Jan. 31, 2020 | Jul. 31, 2019 | Jan. 31, 2021 | Jan. 31, 2020 | Apr. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||
Net loss | $ (3,700,580) | $ (957,120) | $ (961,458) | $ (1,308,599) | $ (9,502,366) | $ (4,497,143) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
Depreciation | 6,740 | 2,098 | 16,456 | 6,622 | |||
Accretion | 4,585 | 2,335 | 12,973 | 6,666 | $ 10,474 | ||
Stock based compensation | 2,878,700 | 1,061,857 | |||||
Abandonment of mineral properties | 56,329 | ||||||
Amortization of prepaid stock based expenses | 9,375 | 145,210 | |||||
Changes in operating assets and liabilities: | |||||||
Prepaid expenses and other current assets | (108,526) | (77,508) | |||||
Reclamation bond deposit | (34,000) | (16,109) | |||||
Accounts payable and accrued liabilities | 309,156 | (182,964) | |||||
Accounts payable - related parties | (3,459) | 1,967 | |||||
NET CASH USED IN OPERATING ACTIVITIES | (6,365,362) | (3,551,402) | |||||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||
Purchase of property and equipment | (42,991) | ||||||
Proceeds received in connection with the share exchange agreement | 2,500,000 | 159,063 | |||||
NET CASH PROVIDED BY INVESTING ACTIVITIES | 2,457,009 | 159,063 | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||
Issuance of preferred stock and warrants, net of issuance cost | 5,530,004 | 2,401,202 | |||||
Common stock to be issued for cash | 8,371,167 | ||||||
Issuance of common stock for exercise of warrants | 1,249,997 | ||||||
NET CASH PROVIDED BY FINANCING ACTIVITIES | 15,151,168 | 2,401,202 | |||||
NET INCREASE (DECREASE) IN CASH | 11,242,815 | (991,137) | |||||
CASH - beginning of period | $ 2,749,957 | $ 2,197,181 | 2,749,957 | 2,197,181 | 2,197,181 | ||
CASH - end of period | $ 13,992,772 | $ 1,206,044 | 13,992,772 | 1,206,044 | $ 2,749,957 | ||
Cash paid for: | |||||||
Interest | |||||||
Income taxes | |||||||
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||||||
Issuance of common stock for accrued services | 26,903 | ||||||
Issuance of common stock for prepaid services | 56,250 | ||||||
Issuance of common stock in connection with conversion of preferred stock | 21 | 2,020,000 | |||||
Assumption of liabilities in connection with the share exchange agreement | 108,652 | 125,670 | |||||
Increase in acquisition of mineral properties in connection with the share exchange agreement | 10,249,632 | 1,986,607 | |||||
Increase in asset retirement cost and obligation | 13,352 | ||||||
Series F Preferred Stock [Member] | |||||||
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||||||
Deemed Dividends | 2,022,712 | ||||||
Series I Preferred Stock [Member] | |||||||
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||||||
Deemed Dividends | $ 5,530,004 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Jan. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS Organization U.S. Gold Corp., formerly known as Dataram Corporation (the “Company”), was originally incorporated in the State of New Jersey in 1967 and was subsequently re-incorporated under the laws of the State of Nevada in 2016. Effective June 26, 2017, the Company changed its name to U.S. Gold Corp. from Dataram Corporation. On June 13, 2016, Gold King Corp. (“Gold King”), a private Nevada corporation, entered into an Agreement and Plan of Merger (the “Gold King Merger Agreement”) with the Company, the Company’s wholly-owned subsidiary Dataram Acquisition Sub, Inc., a Nevada corporation (“Acquisition Sub”), and all of the principal shareholders of Gold King. Upon closing of the transactions contemplated under the Gold King Merger Agreement (the “Gold King Merger”), Gold King merged with and into Acquisition Sub with Gold King as the surviving corporation and became a wholly-owned subsidiary of the Company. The Gold King Merger was treated as a reverse acquisition and recapitalization, and the business of Gold King became the business of the Company. The financial statements are those of Gold King (the accounting acquirer) prior to the merger and include the activity of the Company (the legal acquirer) from the date of the Gold King Merger. Gold King is a gold and precious metals exploration company pursuing exploration and development opportunities primarily in Nevada and Wyoming. The Company has a wholly owned subsidiary, U.S. Gold Acquisition Corporation, formerly Dataram Acquisition Sub, Inc. (“U.S. Gold Acquisition”), a Nevada corporation which was formed in April 2016. On May 23, 2017, the Company closed the Gold King Merger with Gold King. The Gold King Merger constituted a change of control and the majority of the board of directors changed with the consummation of the Gold King Merger. The Company issued shares of common stock to Gold King which represented approximately 90% of the combined company. On September 10, 2019, the Company, 2637262 Ontario Inc., a corporation incorporated under the laws of the Providence of Ontario (“NumberCo”), and all of the shareholders of NumberCo (the “NumberCo Shareholders”), entered into a Share Exchange Agreement (the “Share Exchange Agreement”), pursuant to which, among other things, the Company agreed to issue to the NumberCo Shareholders 200,000 shares of the Company’s common stock in exchange for all of the issued and outstanding shares of NumberCo, with NumberCo becoming a wholly-owned subsidiary of the Company. On March 17, 2020, the board of directors (the “Board”) of the Company approved a 1-for-10 reverse stock split of the Company’s issued and outstanding shares of common stock (the “Reverse Stock Split”), and on March 18, 2020, the Company filed with the Secretary of State of the State of Nevada a Certificate of Amendment to its Articles of Incorporation to effect the Reverse Stock Split. The Reverse Stock Split became effective as of 5:00 p.m. Eastern Time on March 19, 2020, and the Company’s common stock began trading on a split-adjusted basis when the market opened on March 20, 2020. Accordingly, all common stock and per share data are retrospectively restated to give effect of the split for all periods presented herein. On August 10, 2020, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Gold King Acquisition Corp. (“Acquisition Corp.”), a wholly owned subsidiary of the Company, Northern Panther Resources Corporation (“Northern Panther” or “NPRC”) and the Stockholder Representative named therein, pursuant to which Acquisition Corp. merged with and into NPRC, with NPRC surviving as a wholly-owned subsidiary of the Company (see Note 4). None of the Company’s properties contain proven and probable reserves and all of the Company’s activities are exploratory in nature. Unless the context otherwise requires, all references herein to the “Company” refer to U.S. Gold Corp. and its consolidated subsidiaries. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Jan. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation and principles of consolidation The accompanying interim unaudited condensed consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), the instructions to Form 10-Q, and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for interim financial information, which includes the unaudited condensed consolidated financial statements and presents the unaudited condensed consolidated financial statements of the Company and its wholly-owned subsidiaries as of January 31, 2021. All intercompany transactions and balances have been eliminated. The accounting policies and procedures used in the preparation of these unaudited condensed consolidated financial statements have been derived from the audited financial statements of the Company for the year ended April 30, 2020, which are contained in the Form 10-K filed on July 13, 2020. The unaudited condensed consolidated balance sheet as of April 30, 2020 was derived from those financial statements. It is management’s opinion that all material adjustments (consisting of normal recurring adjustments) have been made, which are necessary for a fair financial statement presentation. Operating results during the three and nine months ended January 31, 2021 are not necessarily indicative of the results to be expected for the year ending April 30, 2021. Use of Estimates and Assumptions In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated balance sheet, and revenues and expenses for the period then ended. Actual results may differ significantly from those estimates. Significant estimates made by management include, but are not limited to, valuation of mineral rights, stock-based compensation, the fair value of common and preferred stock, valuation of warrants, asset retirement obligations and the valuation of deferred tax assets and liabilities. Fair Value Measurements The Company has adopted Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures” (“ASC 820”), for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied in accordance with U.S. GAAP, which requires the use of fair value measurements, establishes a framework for measuring fair value and expands disclosure about such fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below: Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. The Company analyzes all financial instruments with features of both liabilities and equity under the Financial Accounting Standard Board’s (“FASB”) accounting standard for such instruments. Under this standard, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. At January 31, 2021 and April 30, 2020, the Company had no financial instruments or liabilities accounted for at fair value on a recurring basis or nonrecurring basis. Prepaid expenses and other current assets Prepaid expenses and other current assets of $368,119 and $212,718 at January 31, 2021 and April 30, 2020, respectively, consist primarily of costs paid for future services which will occur within a year. Prepaid expenses principally include prepayments in cash and equity instruments for consulting, public relations, and business advisory services, insurance premiums, mining claim fees, drilling fees, and mineral lease fees which are being amortized over the terms of their respective agreements. Property Property is carried at cost. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in income in the year of disposition. Depreciation is calculated on a straight-line basis over the estimated useful life of the assets, generally ten years. Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. The Company did not recognize any impairment during the periods ended January 31, 2021 and April 30, 2020. Mineral Rights Costs of leasing, exploring, carrying and retaining unproven mineral lease properties are expensed as incurred. The Company expenses all mineral exploration costs as incurred as it is still in the exploration stage. If the Company identifies proven and probable reserves in its investigation of its properties and upon development of a plan for operating a mine, it would enter the development stage and capitalize future costs until production is established. When a property reaches the production stage, the related capitalized costs will be amortized on a units-of-production basis over the proven and probable reserves following the commencement of production. The Company assesses the carrying costs of the capitalized mineral properties for impairment under ASC 360-10, “Impairment of Long-Lived Assets”, and evaluates its carrying value under ASC 930-360, “Extractive Activities—Mining”, annually. An impairment is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral properties. Impairment losses, if any, are measured as the excess of the carrying amount of the mineral properties over its estimated fair value. To date, the Company has not established the commercial feasibility of any exploration prospects; therefore, all exploration costs are being expensed. ASC 930-805, “Extractive Activities—Mining: Business Combinations” (“ASC 930-805”), states that mineral rights consist of the legal right to explore, extract, and retain at least a portion of the benefits from mineral deposits. Mining assets include mineral rights. Acquired mineral rights are considered tangible assets under ASC 930-805. ASC 930-805 requires that mineral rights be recognized at fair value as of the acquisition date. As a result, the direct costs to acquire mineral rights are initially capitalized as tangible assets. Mineral rights include costs associated with acquiring patented and unpatented mining claims. ASC 930-805 provides that in measuring the fair value of mineral assets, an acquirer should take into account both: ● The value beyond proven and probable reserves (“VBPP”) to the extent that a market participant would include VBPP in determining the fair value of the assets. ● The effects of anticipated fluctuations in the future market price of minerals in a manner that is consistent with the expectations of market participants. Leases to explore for or use of natural resources are outside the scope of ASU 2016-02, “Leases”. Share-Based Compensation Share-based compensation is accounted for based on the requirements of ASC 718, “Compensation—Stock Compensation” (“ASC 718”), which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). ASC 718 also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Pursuant to ASC 505, “Equity—Equity Based Payments to Non-Employees” (“ASC 505-50”), for share-based payments to consultants and other third parties, compensation expense is determined at the measurement date, which is the grant date. Until the measurement date is reached, the total amount of compensation expense remains uncertain. ASU 2018-07 applies to all share-based payment transactions in which the grantor acquires goods and services to be used or consumed in its own operations by issuing share-based payment awards. ASU 2018-07 also clarifies that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under ASC 606. ASU 2018-07 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted, but no earlier than adoption of ASC 606. The Company chose to early adopt ASU 2018-07 in July 2018. The adoption of this standard did not have a material effect on the Company’s consolidated financial statements and related disclosures. Accounting for Warrants Warrants are accounted for in accordance with the applicable accounting guidance provided in ASC 815, “Derivatives and Hedging” (“ASC 815”) as either derivative liabilities or as equity instruments, depending on the specific terms of the agreements. The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) give the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). Instruments that are classified as liabilities are recorded at fair value at each reporting period, with any change in fair value recognized as a component of change in fair value of derivative liabilities in the consolidated statements of operations. The Company assessed the classification of its outstanding common stock purchase warrants as of the date of issuance and determined that such instruments met the criteria for equity classification under the guidance in ASU 2017-11 “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Feature”. The Company has no outstanding warrants that contain a “down round” feature under Topic 815 of ASU 2017-11. Convertible Preferred Stock The Company accounts for its convertible preferred stock under the provisions of ASC 480, “Distinguishing Liabilities from Equity” (“ASC 480”), which sets forth the standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity. ASC 480 requires an issuer to classify a financial instrument that is within the scope of ASC 480 as a liability if such financial instrument embodies an unconditional obligation to redeem the instrument at a specified date and/or upon an event certain to occur. During the periods ended January 31, 2021 and April 30, 2020, the Company’s outstanding convertible preferred shares were accounted for as equity, with no liability recorded. Convertible Instruments The Company bifurcates conversion options from their host instruments and accounts for them as free standing derivative financial instruments according to certain criteria. The criteria includes circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. An exception to this rule when the host instrument is deemed to be conventional as that term is described under applicable U.S. GAAP. When the Company has determined that the embedded conversion options should not be bifurcated from their host instruments, the Company records, when necessary, a beneficial conversion feature (“BCF”) related to the issuance of convertible debt and equity instruments that have conversion features at fixed rates that are in-the-money when issued, and the fair value of warrants issued in connection with those instruments. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds to warrants, based on their relative fair value, and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion feature. The discounts recorded in connection with the BCF and warrant valuation are recognized (a) for convertible debt as interest expense over the term of the debt, using the effective interest method or (b) for convertible preferred stock as dividends at the time the stock first becomes convertible. Remediation and Asset Retirement Obligation Asset retirement obligations (“ARO”), consisting primarily of estimated reclamation costs at the Company’s CK Gold and Keystone properties, are recognized in the period incurred and when a reasonable estimate can be made, and recorded as liabilities at fair value. Such obligations, which are initially estimated based on discounted cash flow estimates, are accreted to full value over time through charges to accretion expense. Corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful life. AROs are periodically adjusted to reflect changes in the estimated present value resulting from revisions to the estimated timing or amount of reclamation and closure costs. The Company reviews and evaluates its AROs annually or more frequently at interim periods if deemed necessary. Foreign Currency Transactions The reporting and functional currency of the Company is the U.S. dollar. Transactions denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing on the transaction dates. Assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the balance sheet date with any transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency included in the results of operations as incurred. Transaction gains or losses have not had, and are not expected to have, a material effect on the results of operations of the Company and are included in general and administrative expenses. Income Taxes The Company accounts for income taxes pursuant to the provision of ASC 740-10, “Accounting for Income Taxes” (“ASC 740-10”), which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. The Company follows the provision of ASC 740-10, “Accounting for Uncertain Income Tax Positions” (“ASC 740-10”). When tax returns are filed, there may be uncertainty about the merits of positions taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more likely than not recognition threshold are measured at the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefit associated with tax positions taken that exceed the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all more likely than not to be upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. The Company has adopted ASC 740-10-25, “Definition of Settlement”, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion and examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The federal and state income tax returns of the Company are subject to examination by the Internal Revenue Service and state taxing authorities, generally for three years after they are filed. The Unaudited Condensed Consolidated Balance Sheets include a tax refund receivable of $219,072 as of the periods ended January 31, 2021 and April 30, 2020, under the Tax Cuts and Jobs Act of 2017 for carryovers of previously paid alternative minimum tax by Dataram Corporation. Recent Accounting Pronouncements Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material effect on the financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an effect on or are unrelated to its financial condition, results of operations, cash flows or disclosures. In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes.” This guidance, among other provisions, eliminates certain exceptions to existing guidance related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. This guidance also requires an entity to reflect the effect of an enacted change in tax laws or rates in its effective income tax rate in the first interim period that includes the enactment date of the new legislation, aligning the timing of recognition of the effects from enacted tax law changes on the effective income tax rate with the effects on deferred income tax assets and liabilities. Under existing guidance, an entity recognizes the effects of the enacted tax law change on the effective income tax rate in the period that includes the effective date of the tax law. ASU 2019-12 is effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. The Company is evaluating the impact on its consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging Contracts in Entity’s Own Equity (Subtopic 815-40), which eliminates the beneficial conversion and cash conversion accounting models for convertible instruments, amends the accounting for certain contracts in an entity’s own equity that are currently accounted for as derivatives because of specific settlement provisions, and modifies how particular convertible instruments and certain contracts that may be settled in cash or shares impact the diluted EPS calculation. The standard is effective for annual periods beginning after December 15, 2021, and interim periods within those reporting periods. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those reporting periods. The standard can be adopted under the modified retrospective method or the full retrospective method. In October 2020, the FASB issued ASU 2020-09, Debt (Topic 470) - Amendments to SEC Paragraphs Pursuant to SEC Release No. 33-10762, or ASU 2020-09, to reflect the SEC’s amended disclosure rules for guaranteed debt securities offerings. The final rule amends the disclosure requirements in SEC Regulation S-X, Rule 3-10, which require entities to separately present financial statements for subsidiary issuers and guarantors of registered debt securities unless certain exceptions are met. The amended rule allows entities to provide summarized financial information of the parent company and its issuers and guarantors on a combined basis either in a note to the financial statements or as part of management’s discussion and analysis. ASU 2020-09 is effective for filings on or after January 4, 2021, with early adoption permitted. Upon adoption, |
Going Concern
Going Concern | 9 Months Ended |
Jan. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 3 — GOING CONCERN The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of January 31, 2021, the Company had cash of approximately $14.0 million, working capital of approximately $14.0 million and an accumulated deficit of approximately $41.1 million. The Company had a net loss and cash used in operating activities of approximately $9.5 million and $6.4 million, respectively, for the nine-month period ended January 31, 2021. As a result of the utilization of cash in its operating activities, and the development of its assets, the Company has incurred losses since it commenced operations. The Company’s primary source of operating funds since inception has been equity financings. As of the date of the filing of the quarterly report for the interim period January 31, 2021, the Company had sufficient cash to fund its operations for approximately 9 to 12 months and expects that it would be required to raise additional funds to fund its operations thereafter. The ongoing COVID-19 pandemic has and may continue to adversely impact the Company’s business, as the Company’s operations are based in and rely on third parties located in areas affected by the pandemic. These matters raise substantial doubt about the Company’s ability to continue as a going concern for the twelve months following the issuance of these financial statements. Additionally, on January 28, 2021, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional and accredited investors (the “Purchasers”) and such transaction closed on February 1, 2021. Pursuant to the Purchase Agreement, the Company issued and sold to the Purchasers (i) in a registered direct offering (the “Offering”) an aggregate of 914,136 shares of the Company’s common stock at a price of $10.54 per share and (ii) in a concurrent private placement warrants to purchase an aggregate of 457,068 shares of common stock at an exercise price of $14.50 per share for aggregate gross proceeds from the Offering of approximately $9.6 million (see Note 11). As of January 31, 2021, certain of these investors completed and funded their subscription agreements, consequently, the Company recorded 794,136 common stock to be issued valued at par value of $794 and additional paid in capital of $8,370,373 as of January 31, 2021 until which time the Company could administratively issue the shares. The unaudited consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Mineral Rights
Mineral Rights | 9 Months Ended |
Jan. 31, 2021 | |
Extractive Industries [Abstract] | |
Mineral Rights | NOTE 4 — MINERAL RIGHTS As of the date of these consolidated financial statements, the Company has not established any proven or probable reserves on its mineral properties and has incurred only acquisition costs and exploration costs. Northern Panther Merger Agreement On August 10, 2020, the Company entered into the Merger Agreement with Acquisition Corp., NPRC and the Stockholder Representative named therein, pursuant to which Acquisition Corp. merged with and into NPRC, with NPRC surviving as a wholly-owned subsidiary of the Company (such transaction, the “Merger”). At the closing of the Merger, which occurred on August 11, 2020, the shares of common stock of NPRC outstanding immediately prior to the Merger (other than shares held as treasury stock) were converted into and represent the right to receive (i) 581,053 shares of the Company’s common stock and (ii) 106,894 shares of the Company’s Series H Convertible Preferred Stock, par value $0.001 per share (the “Series H Preferred Stock” and, together with the common stock, the “Merger Consideration”), which Series H Preferred Stock was convertible into common stock on a 1 for 10 basis (see Notes 8). On November 13, 2020, the Company issued an aggregate of 1,068,940 shares of the Company’s common stock in exchange for the conversion of all 106,894 outstanding shares of Series H Preferred Stock. Pursuant to ASU 2017-01 and ASC 805, the Company analyzed the Merger Agreement to determine if the Company acquired a business or acquired assets. Based on this analysis, it was determined that the Company acquired assets primarily consisting of 1) cash and 2) mineral rights on a gold exploration project in Idaho called the Challis Gold exploration project In accordance with ASC 805-50-30 “Business Combinations”, the Company determined that if the consideration paid is not in the form of cash, the measurement may be based on either (i) the cost which is measured based on the fair value of the consideration given or (ii) the fair value of the assets (or net assets) acquired, whichever is more clearly evident and thus more reliably measurable. Accordingly, the total consideration given consist of the shares of common stock and common stock equivalents of 1,650,000 shares, valued at the Volume Weighted Average Price for the 30-day period immediately prior to the date of the Merger Agreement of $7.6612 per share of common stock, or $12,640,980. Net assets purchased consist of: Cash – US Dollars $ 2,500,000 Intangible assets – (mineral rights) Challis Gold Project 10,249,632 Total assets acquired at fair value 12,749,632 Total Liabilities assumed at fair value – US Dollars (108,652 ) Total purchase consideration $ 12,640,980 As of the dates presented, mineral properties consisted of the following: January 31, 2021 April 30, 2020 CK Gold Project $ 3,091,738 $ 3,091,738 Keystone Project 1,028,885 1,028,885 Gold Bar North Project - 56,329 Maggie Creek Project 1,986,607 1,986,607 Challis Gold Project 10,249,632 - Total $ 16,356,862 $ 6,163,559 During the nine months ended January 31, 2021, the Company did not renew the mineral claims on the Gold Bar North mineral properties and as such the Company recorded an abandonment expense of $56,329 included in general and administrative expenses in the accompanying unaudited condensed consolidated statements of operations. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Jan. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 5 — PROPERTY AND EQUIPMENT As of the dates presented, property consisted of the following: January 31, 2021 April 30, 2020 Site costs $ 164,409 $ 151,057 Computer equipment 3,498 - Vehicle 39,493 - Total 207,400 151,057 Less: accumulated depreciation (34,142 ) (17,686 ) Total $ 173,258 $ 133,371 For the three months ended January 31, 2021 and 2020, depreciation expense amounted to $6,740 and $2,098, respectively. For the nine months ended January 31, 2021 and 2020, depreciation expense amounted to $16,456 and $6,622, respectively. |
Asset Retirement Obligation
Asset Retirement Obligation | 9 Months Ended |
Jan. 31, 2021 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligation | NOTE 6 — ASSET RETIREMENT OBLIGATION In conjunction with various permit approvals permitting the Company to undergo exploration activities at the CK Gold Project and Keystone Project, the Company has recorded an ARO based upon the reclamation plans submitted in connection with the various permits. The following table summarizes activity in the Company’s ARO for the periods presented: January 31, 2021 April 30, 2020 Balance, beginning of period $ 168,392 $ 88,746 Addition and changes in estimates 13,352 69,172 Accretion expense 12,973 10,474 Balance, end of period $ 194,717 $ 168,392 For the three months ended January 31, 2021 and 2020, accretion expense amounted to $4,585 and $2,335, respectively. For the nine months ended January 31, 2021 and 2020, accretion expense amounted to $12,973 and $6,666, respectively. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Jan. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 7 — RELATED PARTY TRANSACTIONS On April 16, 2019, the Company entered into a one-year consulting agreement with a director of the Company for providing services related to investor and strategic introduction to potential industry partners. In consideration for the services, the consultant was paid $3,750 per month in cash, and total shares of the Company’s common stock with a value of $45,000. In April 2019, the Company issued 4,592 shares of the Company’s common stock, valued at $45,000 at the market price on the dates of grant, in connection with this consulting agreement. On January 7, 2021, the Company entered into another one-year agreement with the director providing for an annual fee of $86,000 consisting of shares of the Company’s common stock with a value of $50,000 and cash payments of $36,000, paid $3,000 per month. The Company paid consulting fees to such director of $3,000 and $11,250 in cash during the three months ended January 31, 2021 and 2020, respectively. The Company paid consulting fees to such director of $6,750 and $33,750 in cash during the nine months ended January 31, 2021 and 2020, respectively. As of January 31, 2021, the Company recorded accrued expenses of $4,167 in connection with the January 7, 2021 consulting agreement and reflected in accounts payable and accrued liabilities in the accompanying unaudited condensed consolidated balance sheets. Accounts payable to related parties as of January 31, 2021 and April 30, 2020 was $0 and $3,459, respectively, and was reflected as accounts payable – related party in the accompanying condensed consolidated balance sheets. The related party to which accounts were payable as of April 30, 2020 was the former Chief Financial Officer, who was owed a total of $3,459 (including $2,700 payable in shares of common stock). |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jan. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 8 — STOCKHOLDERS’ EQUITY As of January 31, 2021, authorized capital stock consisted of 200,000,000 shares of common stock, par value $0.001 per share, and 50,000,000 shares of “blank check” preferred stock, par value $0.001 per share, of which 1,300,000 shares are designated as Series A Convertible Preferred Stock, 400,000 shares are designated as Series B Convertible Preferred Stock, 45,002 shares are designated as Series C Convertible Preferred Stock, 7,402 shares are designated as Series D Convertible Preferred Stock, 2,500 shares are designated as Series E Convertible Preferred Stock, 1,250 shares are designated as Series F Preferred Stock, 127 shares are designated as Series G Preferred Stock, 106,894 shares are designated as Series H Preferred Stock, and 921,666 shares are designated as Series I Preferred Stock. The Company’s Board has the authority, without further action by the stockholders, to issue shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions granted to or imposed upon the preferred stock. Series G Convertible Preferred Stock During the nine months ended January 31, 2021, the Company issued an aggregate of 20,357 shares of the Company’s common stock in exchange for the conversion of 57 shares of Series G Preferred Stock. As of January 31, 2021, all Series G Preferred Stock had converted and there were no shares of Series G Preferred Stock outstanding. Series H Convertible Preferred Stock Northern Panther Merger Agreement On August 10, 2020, the Company entered into the Merger Agreement with Acquisition Corp., NPRC and the Stockholder Representative named therein, pursuant to which the Company agreed to issue (i) 581,053 shares of the Company’s common stock, and (ii) 106,894 shares of the Company’s Series H Preferred Stock in exchange for all the issued and outstanding shares of NPRC with NPRC becoming a wholly owned subsidiary of the Company. The Merger closed on August 11, 2020 (see Note 4). On August 11, 2020, the Company filed a Certificate of Designations, Preferences and Rights of the Series H Preferred Stock with the Secretary of State of the State of Nevada amending its Articles of Incorporation to establish the Series H Preferred Stock and the number, relative rights, preferences and limitations thereof. Pursuant to the Certificate of Designations, 106,894 shares of preferred stock have been designated as Series H Preferred Stock. The Series H Preferred Stock was convertible into common stock on a 1 for 10 basis upon the receipt of the approval by the requisite vote of the Company’s stockholders at the Company’s 2020 annual meeting, which was held on November 9, 2020. The Company’s stockholders approved such conversion on November 9, 2020. On November 13, 2020, the Company issued an aggregate of 1,068,940 shares of the Company’s common stock in exchange for the conversion of all 106,894 outstanding shares of Series H Preferred Stock. In connection with the Merger, Luke Norman Consulting Ltd. received a finder’s fee equal to the quotient of (a) 5% of the purchase value for the Merger and (b) the 30-day Volume Weighted Average Price (“VWAP”) of a share of the Company’s common stock as reported on the Nasdaq Capital Market prior to the execution Merger Agreement, which was paid in 82,500 shares of restricted common stock on August 11, 2020. Total consideration given consist of the shares of common stock and common stock equivalents of 1,650,000 shares, valued at the Volume Weighted Average Price for the 30-day period immediately prior to the date of the Merger Agreement of $7.6612 per share of common stock, or $12,640,980. Series I Convertible Preferred Stock Securities Purchase Agreement In connection with the Merger, on August 10, 2020, the Company entered into a securities purchase agreement (the “SPA”) with certain investors, pursuant to which the Company sold to such investors in a private placement (i) an aggregate of 921,666 shares of the Company’s Series I Convertible Preferred Stock, par value $0.001 per share (the “Series I Preferred Stock”) and (ii) warrants to purchase an aggregate of 921,666 shares of common stock at an exercise price of $6.00 per share for aggregate consideration of $5,530,004. On August 11, 2020, the Company filed a Certificate of Designation of Rights, Powers, Preferences, Privileges and Restrictions of the Series I Preferred Stock (the “Series I Certificate of Designation”) with the Secretary of State of the State of Nevada amending its Articles of Incorporation to establish the Series I Preferred Stock and the number, relative rights, powers, preferences, privileges and restrictions thereof. Pursuant to the Series I Certificate of Designations, 921,666 shares of preferred stock have been designated as Series I Preferred Stock. The Series I Preferred Stock has substantially the same terms as the Series H Preferred Stock, except that each share of Series I Preferred Stock is convertible into one share of common stock. The Warrants are exercisable in whole or in part at any time, from time to time following the initial exercise date, and terminate five years following the issuance. The sale of the Series I Preferred Stock and warrants under the SPA closed on August 11, 2020. The conversion of the Series I Preferred Stock and the warrants into common stock was subject to the Company’s stockholders’ approval, which was received on November 9, 2020. On November 17, 2020, the Company issued an aggregate of 921,666 shares of the Company’s common stock in exchange for the conversion of all 921,666 outstanding shares of Series I Preferred Stock. The fair value of the Series I Preferred Stock and warrants if converted on the date of issuance was greater than the value allocated to the Series I Preferred Stock and warrants. As a result, the Company recorded a BCF of approximately $5.5 million that the Company recognized as deemed dividend to the holders of Series I Preferred Stock and accordingly, an adjustment to net loss to arrive at net loss available to common stockholders and a corresponding increase in additional paid in capital upon issuance of the Series I Preferred Stock and warrants. The Company accounted for the deemed dividend resulting from the issuance of Series I Preferred Stock and warrants using the relative fair value method. Common Stock Issued, Restricted Stock Awards, and RSUs Granted for Services On April 30, 2020, the Company granted four former directors of the Company an aggregate of 1,875 shares of restricted stock for board services pursuant to respective restricted stock award agreements. The shares of restricted stock vested immediately on the date of grant. On July 31, 2020, the Company granted four former directors of the Company an aggregate of 1,875 shares of restricted stock for board services pursuant to respective restricted stock award agreements. The shares of restricted stock vested immediately on the date of grant. On August 11, 2020, the Company issued 82,500 shares of restricted common stock to a consultant for finder’s fee related to the Merger. The 82,500 shares of common stock had a fair value of $786,225, or $9.53 per share, based on the quoted trading price on the date of grant, which was fully vested and expensed immediately. On September 16, 2020, the Company and David Rector, the Company’s former Chief Operating Officer, agreed by mutual understanding that Mr. Rector’s employment as an officer and employee of the Company would terminate, effective as of October 31, 2020 (the “Separation Date”). In connection with Mr. Rector’s departure, the Company entered into a General Release and Severance Agreement with Mr. Rector (the “Separation Agreement”), pursuant to which Mr. Rector provided certain transition services to the Company from the Separation Date until December 31, 2020. Pursuant to the Separation Agreement, Mr. Rector received (i) a prorated annual bonus for the 2020 calendar year and through the Separation Date equal to $150,000 (the “Prorated Bonus”), which was paid in the number of fully vested shares of restricted common stock of the Company equal to the Prorated Bonus determined based on the common stock’s fair market value on the date of grant, and subject to the terms and conditions of the Company’s 2020 Stock Incentive Plan (the “2020 Plan”) and the Company’s standard form Restricted Stock Award Agreement; and (ii) any equity awards granted to Mr. Rector by the Company pursuant to its 2014 Equity Incentive Plan (the “2014 Plan”), 2017 Equity Incentive Plan (the “2017 Plan”), or 2020 Plan (the 2014 Plan, 2017 Plan, and 2020 Plan are collectively referred to herein as, the “Equity Plans”) during the term of Mr. Rector’s employment, were 100% vested and retained by Mr. Rector, notwithstanding any terms in an award agreement or plan document regarding forfeiture of such awards under the Equity Plans upon termination of employment provided that the foregoing did not in any way extend the awards beyond their original term. The $150,000 bonus was paid in 18,502 shares of restricted common stock and had a fair value of $150,000, or $8.11 per share, based on the quoted trading price on the date of grant, which were fully vested and expensed immediately. Additionally, the Company recognized stock-based compensation of $77,250 due to the accelerated vesting of the 7,500 restricted stock units granted on September 18, 2019. Accordingly, the Company issued 7,500 shares in November 2020 in connection with the vested 7,500 restricted stock units. On September 17, 2020, the Compensation Committee of the Board awarded five directors of the Company an aggregate of 12,500 shares of restricted common stock. The shares of restricted common stock vested immediately on the date of grant. On September 17, 2020, the Company issued 30,107 shares of restricted common stock to Edward Karr, then Chief Executive Officer, and now Executive Chairman, as bonus in connection with the consummation of the acquisition by the Company of the NPRC (see Note 4). The Company agreed to pay Mr. Karr a bonus in the amount of $450,000 payable as follows: (i) 75% or $337,500 of the bonus payable in fully vested shares of restricted common stock and (ii) the remaining 25% or $112,500 in cash which was paid in October 2020. The $337,500 bonus was paid in 30,107 shares of restricted common stock and had a fair value of $337,500, or $11.21 per share, based on the quoted trading price on the date of grant, which was fully vested and expensed immediately. On October 31, 2020, the Company granted four former directors of the Company an aggregate of 1,875 shares of restricted common stock for board services. The shares of restricted common stock vested immediately on the date of grant. On October 31, 2020, the Company paid its former Chief Financial Officer for accounting services rendered from February 2020 to September 2020 by issuing 1,857 shares of restricted common stock at an average price of $7.08 per share of common stock based on the quoted trading prices on the date of grants. In connection with this issuance, the Company recorded stock-based accounting fees of $13,145 during the nine months ended January 31, 2021. The restricted common stock issued to the former Chief Financial Officer were fully vested at the date of issuance. On November 9, 2020, the Company issued an aggregate of 188 shares of restricted common stock for director services rendered from November 1 to November 9, 2020. On December 8, 2020, the Company entered into a one-year consulting agreements for investor relation services under which it was required to pay for services either in cash or shares of the Company’s common stock. On December 8, 2020, the Company issued 5,009 shares at a fair value of $56,250 or $11.23 per share of common stock based on the quoted trading prices on the date of grant. The Company recognized stock-based compensation of $9,375 during the nine months ended January 31, 2021 and recorded prepaid stock-based expense of $46,875 at January 31, 2021 to be amortized over the term of the consulting agreement. On December 9, 2020, the Company granted an aggregate of 304,464 restricted stock units to three officers, and one employee of the Company for services rendered. The restricted stock units vested 25% on the date of issuance and 25% vest on each of the first, second and third anniversaries of the date of grant. The 304,464 restricted stock units had a fair value of $3,413,041 or $11.21 per share of common stock based on the quoted trading price on the date of grant and will be expensed over the vesting period. On December 9, 2020, the Company granted an aggregate of 13,392 restricted stock units to three directors of the Company for services rendered. The 13,392 restricted stock units had a fair value of $150,124 or $11.21 per share of common stock based on the quoted trading price on the date of grant. The restricted stock units fully vested and expensed immediately. Total stock compensation expense for awards issued for services of $1,145,595 and $27,596 was expensed for the three months ended January 31, 2021 and 2020, respectively. Total stock compensation expense for awards issued for services of $1,243,063 and $138,322 was expensed for the nine months ended January 31, 2021 and 2020, respectively. A balance of $2,675,071 remains to be expensed over future vesting periods related to unvested restricted stock units issued for services. Common Stock issued for exercise of Stock Warrants In October 2020, the Company issued 10,000 shares of common stock for the exercise of stock warrants and received proceeds of $70,000. In November and December 2020, the Company issued an aggregate of 168,571 shares of common stock for the exercise of stock warrants and received proceeds of $1,179,997. In December 2020, the Company issued 33,858 shares of common stock for the cashless exercise of 109,688 stock warrants. Common Stock to be issued for cash On January 28, 2021, the Company entered the Purchase Agreement with the Purchasers and such transaction closed on February 1, 2021. Pursuant to the Purchase Agreement, the Company issued and sold to the Purchasers (i) in the Offering an aggregate of 914,136 shares of the Company’s common stock at a price of $10.54 per share and (ii) in a concurrent private placement warrants to purchase an aggregate of 457,068 shares of common stock at an exercise price of $14.50 per share for aggregate gross proceeds from the Offering of approximately $9.6 million (see Note 11). As of January 31, 2021, certain of these investors completed and funded their subscription agreements, consequently, the Company recorded 794,136 common stock to be issued valued at par value of $794 and additional paid in capital of $8,370,373 as of January 31, 2021 until which time the Company could administratively issue the shares. Equity Incentive Plan In August 2017, the Board approved the Company’s 2017 Plan including the reservation of 165,000 shares of common stock thereunder. On August 6, 2019, the Board approved and adopted, subject to stockholder approval, the 2020 Plan. The 2020 Plan reserves 330,710 shares for future issuance to officers, directors, employees and contractors as directed from time to time by the Compensation Committee of the Board. The 2020 Plan was approved by a vote of stockholders at the 2019 annual meeting. With the approval and effectivity of the 2020 Plan, no further grants will be made under the 2017 Plan. On August 31, 2020, the Board approved and adopted, subject to stockholder approval, an amendment (the “2020 Plan Amendment”) to the 2020 Plan. The 2020 Plan Amendment increased the number of shares of common stock available for issuance pursuant to awards under the 2020 Plan by an additional 836,385, to a total of 1,167,095 shares of the Company’s common stock. The 2020 Plan Amendment was approved by the Company’s stockholders on November 9, 2020. Stock options The following is a summary of the Company’s stock option activity during the periods ended January 31, 2021 and April 30, 2020: Number of Weighted Weighted Balance at April 30, 2020 100,000 $ 14.31 2.87 Granted — — — Exercised — — — Forfeited — — — Cancelled (5,000 ) — — Balance at January 31, 2021 95,000 14.63 1.81 Options exercisable at end of period 93,750 $ 14.65 Options expected to vest 1,250 $ 13.40 Weighted average fair value of options granted during the period $ - At January 31, 2021 and April 30, 2020, the aggregate intrinsic value of options outstanding and exercisable were de minimus for each period. In September 2020, the Board approved the acceleration of the vesting terms of the 50,000 stock options granted to Edward Karr, Executive Chairman of the Company, and 25,000 stock options granted to David Rector, former Chief Operating Officer of the Company on December 21, 2017 and therefore the total 75,000 stock options are fully vested. Additionally, the Board of Directors of the Company approved to extend the exercise period of the stock options granted to Mr. Rector and three former directors, to December 21, 2022, the original termination date of the respective stock option agreements. The Company recognized stock-based compensation of $133,439 due to the accelerated vesting of the 75,000 fully vested stock options granted on December 21, 2017. Stock-based compensation for stock options recorded in the unaudited consolidated statements of operations totaled $2,925 and $40,357 for the three months ended January 31, 2021 and 2020, respectively. Stock-based compensation for stock options recorded in the unaudited consolidated statements of operations totaled $191,836 and $144,785 for the nine months ended January 31, 2021 and 2020, respectively. A balance of $2,924 remains to be expensed over future vesting periods. Stock Warrants A summary of the Company’s outstanding warrants to purchase shares of common stock as of January 31, 2021 and changes during the nine months ended are presented below: Number of Weighted Average Weighted Average Warrants with no Class designation: Balance at April 30, 2020 527,378 $ 14.83 3.73 Granted 921,666 6.00 5.00 Exercised (178,571 ) 7.00 4.16 Forfeited — — — Canceled — — — Balance at January 31, 2021 1,270,473 9.52 3.94 Class A Warrants: Balance at April 30, 2020 219,375 11.40 4.22 Granted — — — Exercised (109,688 ) 11.40 3.47 Forfeited — — — Canceled — — — Balance at January 31, 2021 109,687 11.40 3.47 Total Warrants Outstanding at January 31, 2021 1,380,160 $ 9.67 3.90 Warrants exercisable at end of period 1,380,160 $ 9.67 Weighted average fair value of warrants granted during the period $ 9.09 As of January 31, 2021, the aggregate intrinsic value of warrants outstanding and exercisable was $5,311,612. In October 2020, the Company issued 10,000 shares of common stock for the exercise of stock warrants and received proceeds of $70,000. In November and December 2020, the Company issued an aggregate of 168,571 shares of common stock for the exercise of stock warrants and received proceeds of $1,179,997. In December 2020, the Company issued 33,858 shares of common stock for the cashless exercise of 109,688 stock warrants. Pursuant to the SPA, the Company issued 921,666 warrants which are exercisable in whole or in part at any time, from time to time following the initial exercise date, and terminate five years following the issuance. The fair value of the warrants was $5,530,004, as measured on the date of the issuance with a Black-Scholes pricing model using the assumptions noted in the following table: Warrants Issued Expected volatility 169.0 % Stock price on date of grant $ 9.53 Exercise price $ 6.00 Expected dividends - Expected term (in years) 5.00 Risk-free rate 0.27 % Expected forfeiture rate 0 % The fair value of the warrants was credited to Additional paid-in capital, and also represented a deemed dividend to those shareholders, which was charged to Additional paid-in capital, therefore with no effect on that account. |
Net Loss Per Common Share
Net Loss Per Common Share | 9 Months Ended |
Jan. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | NOTE 9 — NET LOSS PER COMMON SHARE Net loss per share of common stock is calculated in accordance with ASC 260, “Earnings Per Share”. Basic loss per share is computed by dividing net loss available to common stockholder, by the weighted average number of shares of common stock outstanding during the period. The following were excluded from the computation of diluted shares outstanding as they would have had an anti-dilutive impact on the Company’s net loss. In periods where the Company has a net loss, all dilutive securities are excluded. January 31, 2021 January 31, 2020 Common stock equivalents: Preferred stock - 473,684 Restricted stock units 342,856 349,691 Stock options 95,000 1,000,000 Stock warrants 1,380,160 3,896,109 Total 1,818,016 5,719,484 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jan. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 10 — COMMITMENTS AND CONTINGENCIES The CK Gold property position consists of two State of Wyoming Metallic and Non-metallic Rocks and Minerals Mining Leases. These leases were assigned to the Company in July 2014 through the acquisition of the CK Gold Project. Leases to explore for or use of natural resources are outside the scope of ASU 2016-02 “Leases”. There are no lease contracts for office space or other Company expenses which qualify for treatment as capital assets under ASU 2016-02. The Company’s rights to the CK Gold Project arise under two State of Wyoming mineral leases; 1) State of Wyoming Mining Lease No. 0-40828, consisting of 640 acres, and 2) State of Wyoming Mining Lease No. 0-40858 consisting of 480 acres. Lease 0-40828 was renewed in February 2013 for a second ten-year term and Lease 0-40858 was renewed for its second ten-year term in February 2014. Each lease requires an annual payment of $2.00 per acre. In connection with the Wyoming Mining Leases, the following production royalties must be paid to the State of Wyoming, although once the project is in operation, the Board of Land Commissioners has the authority to reduce the royalty payable to the State of Wyoming: FOB Mine Value per Ton Percentage Royalty $00.00 to $50.00 5 % $50.01 to $100.00 7 % $100.01 to $150.00 9 % $150.01 and up 10 % The future minimum lease payments at January 31, 2021 under these mining leases are as follows, each payment to be made in the fourth quarter of the respective fiscal years: Fiscal 2022 $ 2,240 Fiscal 2023 2,240 Fiscal 2024 960 $ 5,440 The Company may renew each lease for a third ten-year term, which will require one annual payment of $3.00 per acre for the first year and $4.00 per acre for each year thereafter. Maggie Creek option: The Maggie Creek option agreement grants the Company the exclusive right and option to earn-in and acquire up to 50% undivided interest in a property called Maggie Creek, located in Eureka County, Nevada by completing the Initial Earn-in over a seven-year period, as amended: First agreement year $ - Second agreement year 300,000 Third agreement year 500,000 Fourth agreement year 700,000 Fifth agreement year 1,000,000 Sixth agreement year 1,000,000 Seventh agreement year 1,000,000 $ 4,500,000 Once the Initial Earn-in has been met, the Company is required to pay an additional $250,000 to the counter-party to vest the Company’s 50% interest in the Maggie Creek property. NPRC option: Pursuant to the Merger (see Note 4), the Company acquired from NPRC a mineral property called Challis Gold located in Idaho pursuant to an option agreement dated in February 2020 which was later amended in June 2020. The annual advance minimum royalty payments at January 31, 2021 under the option agreement are as follows, each payment to be made in the beginning on the first anniversary of the effective date of this option agreement and continuing until the tenth anniversary: Fiscal 2022 $ 25,000 Fiscal 2023 25,000 Fiscal 2024 25,000 Fiscal 2025 25,000 Fiscal 2026 and thereafter 150,000 $ 250,000 100% of the advance minimum royalty payments will be applied to the royalty credits. On November 11, 2020, the Company entered into a one-year consulting agreement for business advisory services. The term may be extended for an additional 6 months increment by both parties. In consideration for the services, the Company shall pay the consultant $12,500 per month ($3,750 in cash and $8,750 worth of the Company’s common stock) during the first 6 months and $7,500 per month ($3,750 in cash and $3,750 worth of the Company’s common stock) during the last 6 months of the agreement. As of January 31, 2021, the Company recorded accrued expenses of $26,250 in connection with the November 11, 2020 consulting agreement and reflected in accounts payable and accrued liabilities in the accompanying unaudited condensed consolidated balance sheets. Legal Matters On October 27, 2020, Mandeep Singh (“Plaintiff”), through his attorney, filed a complaint ( Singh v. U.S. Gold Corp., et al., The complaint alleges, among other things, that the Company’s definitive proxy statement on Schedule 14A (as further amended and supplemented, the “proxy statement”) filed with the Commission on September 14, 2020 contains material omissions and materially misleading statements in connection with the acquisition of NPRC (such acquisition, the Merger”) and the related financing transactions and that the Directors breached their duty by failing to disclose the required information in the proxy statement. The complaint seeks to enjoin the Company from taking any actions that would allow the issuances of shares of the Company’s common stock upon the conversion of Series H Convertible Preferred Stock, Series I Convertible Preferred Stock and exercise of certain warrants, all of which were previously issued in connection with the Merger and the related financing or, in the event that the proposed share issuances are consummated, seeks a judgment for damages. The complaint alleges that the proxy statement failed to disclose, among other things, (i) the background process leading up to the Merger and related transactions, (ii) the discussion of due diligence undertaken by the Company and financial analysis prepared in connection with the Merger, (iv) the discussion of the Company’s financial advisor and the fairness opinion delivered by the financial advisor in connection with the Merger, and (v) a summary of financial projections prepared by the Company in connection with the share issuances. The Company believes that the suit is without merit and intends to defend vigorously against the suit. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jan. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 11 — SUBSEQUENT EVENTS Purchase Agreement On January 28, 2021, the Company entered into the Purchase Agreement with the Purchasers, pursuant to which the Company issued and closed on February 1, 2021, (i) in the Offering an aggregate of 914,136 shares of common stock of the Company, at an offering price of $10.54 per share and (ii) in a concurrent private placement warrants to purchase an aggregate of 457,068 shares of common stock at an exercise price of $14.50 per share, for gross proceeds from the Offering of approximately $9.6 million before the deduction of financial advisory fees and offering expenses. As of January 31, 2021, certain of these investors completed and funded their subscription agreements (see Note 8). Pursuant to the Purchase Agreement, the warrants are exercisable six months following the date of issuance and terminate five years following the initial exercise date. A holder of such warrant will not have the right to exercise any portion of its warrants if the holder, together with its affiliates, would beneficially own in excess of 4.99% (or 9.99% at the election of the holder prior to the date of issuance) of the number of shares of common stock outstanding immediately after giving effect to such exercise (the “Beneficial Ownership Limitation”); provided, however, that upon 61 days’ prior notice to the Company, the holder may increase the Beneficial Ownership Limitation, provided that in no event shall the Beneficial Ownership Limitation exceed 9.99%. On January 27, 2021, the Company entered into an amendment to that certain engagement agreement (“Engagement Agreement Amendment”) with Palladium Capital Group, LLC (“Palladium”), dated March 29, 2020, in connection with the Offering, among other things. Pursuant to the Engagement Agreement Amendment, the Company agreed to pay Palladium a cash fee equal to 8% of the aggregate gross proceeds received by the Company in the Offering from investors introduced to the Company by Palladium. In addition, the Company issued to Palladium warrants to purchase up to 46,490 shares of common stock which are identical in all material respects to the warrants issued pursuant to the Purchase Agreement. Restricted Stock Unit On February 14, 2021, the Company granted an aggregate of 3,946 restricted stock units to a director of the Company for services rendered. The 3,946 restricted stock units had a fair value of $50,000 or $12.67 per share of common stock based on the quoted trading price on the date of grant. The restricted stock units fully vested and expensed immediately. Income Tax Refund On March 1, 2021, the Company collected $219,072 of the income tax receivable. Common Stock issued for exercise of Stock Warrants In February 2021 and March 2021, the Company issued an aggregate of 178,571 shares of common stock for the exercise of stock warrants and received proceeds of $1,250,000. In February 2021, the Company issued 91,894 shares of common stock for the cashless exercise of 166,666 stock warrants. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Jan. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of presentation and principles of consolidation The accompanying interim unaudited condensed consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), the instructions to Form 10-Q, and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for interim financial information, which includes the unaudited condensed consolidated financial statements and presents the unaudited condensed consolidated financial statements of the Company and its wholly-owned subsidiaries as of January 31, 2021. All intercompany transactions and balances have been eliminated. The accounting policies and procedures used in the preparation of these unaudited condensed consolidated financial statements have been derived from the audited financial statements of the Company for the year ended April 30, 2020, which are contained in the Form 10-K filed on July 13, 2020. The unaudited condensed consolidated balance sheet as of April 30, 2020 was derived from those financial statements. It is management’s opinion that all material adjustments (consisting of normal recurring adjustments) have been made, which are necessary for a fair financial statement presentation. Operating results during the three and nine months ended January 31, 2021 are not necessarily indicative of the results to be expected for the year ending April 30, 2021. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated balance sheet, and revenues and expenses for the period then ended. Actual results may differ significantly from those estimates. Significant estimates made by management include, but are not limited to, valuation of mineral rights, stock-based compensation, the fair value of common and preferred stock, valuation of warrants, asset retirement obligations and the valuation of deferred tax assets and liabilities. |
Fair Value Measurements | Fair Value Measurements The Company has adopted Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures” (“ASC 820”), for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied in accordance with U.S. GAAP, which requires the use of fair value measurements, establishes a framework for measuring fair value and expands disclosure about such fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below: Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. The Company analyzes all financial instruments with features of both liabilities and equity under the Financial Accounting Standard Board’s (“FASB”) accounting standard for such instruments. Under this standard, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. At January 31, 2021 and April 30, 2020, the Company had no financial instruments or liabilities accounted for at fair value on a recurring basis or nonrecurring basis. |
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets Prepaid expenses and other current assets of $368,119 and $212,718 at January 31, 2021 and April 30, 2020, respectively, consist primarily of costs paid for future services which will occur within a year. Prepaid expenses principally include prepayments in cash and equity instruments for consulting, public relations, and business advisory services, insurance premiums, mining claim fees, drilling fees, and mineral lease fees which are being amortized over the terms of their respective agreements. |
Property | Property Property is carried at cost. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized. When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in income in the year of disposition. Depreciation is calculated on a straight-line basis over the estimated useful life of the assets, generally ten years. |
Impairment of Long-lived Assets | Impairment of long-lived assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. The Company did not recognize any impairment during the periods ended January 31, 2021 and April 30, 2020. |
Mineral Rights | Mineral Rights Costs of leasing, exploring, carrying and retaining unproven mineral lease properties are expensed as incurred. The Company expenses all mineral exploration costs as incurred as it is still in the exploration stage. If the Company identifies proven and probable reserves in its investigation of its properties and upon development of a plan for operating a mine, it would enter the development stage and capitalize future costs until production is established. When a property reaches the production stage, the related capitalized costs will be amortized on a units-of-production basis over the proven and probable reserves following the commencement of production. The Company assesses the carrying costs of the capitalized mineral properties for impairment under ASC 360-10, “Impairment of Long-Lived Assets”, and evaluates its carrying value under ASC 930-360, “Extractive Activities—Mining”, annually. An impairment is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral properties. Impairment losses, if any, are measured as the excess of the carrying amount of the mineral properties over its estimated fair value. To date, the Company has not established the commercial feasibility of any exploration prospects; therefore, all exploration costs are being expensed. ASC 930-805, “Extractive Activities—Mining: Business Combinations” (“ASC 930-805”), states that mineral rights consist of the legal right to explore, extract, and retain at least a portion of the benefits from mineral deposits. Mining assets include mineral rights. Acquired mineral rights are considered tangible assets under ASC 930-805. ASC 930-805 requires that mineral rights be recognized at fair value as of the acquisition date. As a result, the direct costs to acquire mineral rights are initially capitalized as tangible assets. Mineral rights include costs associated with acquiring patented and unpatented mining claims. ASC 930-805 provides that in measuring the fair value of mineral assets, an acquirer should take into account both: ● The value beyond proven and probable reserves (“VBPP”) to the extent that a market participant would include VBPP in determining the fair value of the assets. ● The effects of anticipated fluctuations in the future market price of minerals in a manner that is consistent with the expectations of market participants. Leases to explore for or use of natural resources are outside the scope of ASU 2016-02, “Leases”. |
Share-based Compensation | Share-Based Compensation Share-based compensation is accounted for based on the requirements of ASC 718, “Compensation—Stock Compensation” (“ASC 718”), which requires recognition in the financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). ASC 718 also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Pursuant to ASC 505, “Equity—Equity Based Payments to Non-Employees” (“ASC 505-50”), for share-based payments to consultants and other third parties, compensation expense is determined at the measurement date, which is the grant date. Until the measurement date is reached, the total amount of compensation expense remains uncertain. ASU 2018-07 applies to all share-based payment transactions in which the grantor acquires goods and services to be used or consumed in its own operations by issuing share-based payment awards. ASU 2018-07 also clarifies that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under ASC 606. ASU 2018-07 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted, but no earlier than adoption of ASC 606. The Company chose to early adopt ASU 2018-07 in July 2018. The adoption of this standard did not have a material effect on the Company’s consolidated financial statements and related disclosures. |
Accounting for Warrants | Accounting for Warrants Warrants are accounted for in accordance with the applicable accounting guidance provided in ASC 815, “Derivatives and Hedging” (“ASC 815”) as either derivative liabilities or as equity instruments, depending on the specific terms of the agreements. The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) give the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). Instruments that are classified as liabilities are recorded at fair value at each reporting period, with any change in fair value recognized as a component of change in fair value of derivative liabilities in the consolidated statements of operations. The Company assessed the classification of its outstanding common stock purchase warrants as of the date of issuance and determined that such instruments met the criteria for equity classification under the guidance in ASU 2017-11 “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Feature”. The Company has no outstanding warrants that contain a “down round” feature under Topic 815 of ASU 2017-11. |
Convertible Preferred Stock | Convertible Preferred Stock The Company accounts for its convertible preferred stock under the provisions of ASC 480, “Distinguishing Liabilities from Equity” (“ASC 480”), which sets forth the standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity. ASC 480 requires an issuer to classify a financial instrument that is within the scope of ASC 480 as a liability if such financial instrument embodies an unconditional obligation to redeem the instrument at a specified date and/or upon an event certain to occur. During the periods ended January 31, 2021 and April 30, 2020, the Company’s outstanding convertible preferred shares were accounted for as equity, with no liability recorded. |
Convertible Instruments | Convertible Instruments The Company bifurcates conversion options from their host instruments and accounts for them as free standing derivative financial instruments according to certain criteria. The criteria includes circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. An exception to this rule when the host instrument is deemed to be conventional as that term is described under applicable U.S. GAAP. When the Company has determined that the embedded conversion options should not be bifurcated from their host instruments, the Company records, when necessary, a beneficial conversion feature (“BCF”) related to the issuance of convertible debt and equity instruments that have conversion features at fixed rates that are in-the-money when issued, and the fair value of warrants issued in connection with those instruments. The BCF for the convertible instruments is recognized and measured by allocating a portion of the proceeds to warrants, based on their relative fair value, and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion feature. The discounts recorded in connection with the BCF and warrant valuation are recognized (a) for convertible debt as interest expense over the term of the debt, using the effective interest method or (b) for convertible preferred stock as dividends at the time the stock first becomes convertible. |
Remediation and Asset Retirement Obligation | Remediation and Asset Retirement Obligation Asset retirement obligations (“ARO”), consisting primarily of estimated reclamation costs at the Company’s CK Gold and Keystone properties, are recognized in the period incurred and when a reasonable estimate can be made, and recorded as liabilities at fair value. Such obligations, which are initially estimated based on discounted cash flow estimates, are accreted to full value over time through charges to accretion expense. Corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful life. AROs are periodically adjusted to reflect changes in the estimated present value resulting from revisions to the estimated timing or amount of reclamation and closure costs. The Company reviews and evaluates its AROs annually or more frequently at interim periods if deemed necessary. |
Foreign Currency Transactions | Foreign Currency Transactions The reporting and functional currency of the Company is the U.S. dollar. Transactions denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing on the transaction dates. Assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the balance sheet date with any transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency included in the results of operations as incurred. Transaction gains or losses have not had, and are not expected to have, a material effect on the results of operations of the Company and are included in general and administrative expenses. |
Income Taxes | Income Taxes The Company accounts for income taxes pursuant to the provision of ASC 740-10, “Accounting for Income Taxes” (“ASC 740-10”), which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. The Company follows the provision of ASC 740-10, “Accounting for Uncertain Income Tax Positions” (“ASC 740-10”). When tax returns are filed, there may be uncertainty about the merits of positions taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more likely than not recognition threshold are measured at the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefit associated with tax positions taken that exceed the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all more likely than not to be upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. The Company has adopted ASC 740-10-25, “Definition of Settlement”, which provides guidance on how an entity should determine whether a tax position is effectively settled for the purpose of recognizing previously unrecognized tax benefits and provides that a tax position can be effectively settled upon the completion and examination by a taxing authority without being legally extinguished. For tax positions considered effectively settled, an entity would recognize the full amount of tax benefit, even if the tax position is not considered more likely than not to be sustained based solely on the basis of its technical merits and the statute of limitations remains open. The federal and state income tax returns of the Company are subject to examination by the Internal Revenue Service and state taxing authorities, generally for three years after they are filed. The Unaudited Condensed Consolidated Balance Sheets include a tax refund receivable of $219,072 as of the periods ended January 31, 2021 and April 30, 2020, under the Tax Cuts and Jobs Act of 2017 for carryovers of previously paid alternative minimum tax by Dataram Corporation. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material effect on the financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an effect on or are unrelated to its financial condition, results of operations, cash flows or disclosures. In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes.” This guidance, among other provisions, eliminates certain exceptions to existing guidance related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. This guidance also requires an entity to reflect the effect of an enacted change in tax laws or rates in its effective income tax rate in the first interim period that includes the enactment date of the new legislation, aligning the timing of recognition of the effects from enacted tax law changes on the effective income tax rate with the effects on deferred income tax assets and liabilities. Under existing guidance, an entity recognizes the effects of the enacted tax law change on the effective income tax rate in the period that includes the effective date of the tax law. ASU 2019-12 is effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. The Company is evaluating the impact on its consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging Contracts in Entity’s Own Equity (Subtopic 815-40), which eliminates the beneficial conversion and cash conversion accounting models for convertible instruments, amends the accounting for certain contracts in an entity’s own equity that are currently accounted for as derivatives because of specific settlement provisions, and modifies how particular convertible instruments and certain contracts that may be settled in cash or shares impact the diluted EPS calculation. The standard is effective for annual periods beginning after December 15, 2021, and interim periods within those reporting periods. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those reporting periods. The standard can be adopted under the modified retrospective method or the full retrospective method. In October 2020, the FASB issued ASU 2020-09, Debt (Topic 470) - Amendments to SEC Paragraphs Pursuant to SEC Release No. 33-10762, or ASU 2020-09, to reflect the SEC’s amended disclosure rules for guaranteed debt securities offerings. The final rule amends the disclosure requirements in SEC Regulation S-X, Rule 3-10, which require entities to separately present financial statements for subsidiary issuers and guarantors of registered debt securities unless certain exceptions are met. The amended rule allows entities to provide summarized financial information of the parent company and its issuers and guarantors on a combined basis either in a note to the financial statements or as part of management’s discussion and analysis. ASU 2020-09 is effective for filings on or after January 4, 2021, with early adoption permitted. Upon adoption, |
Mineral Rights (Tables)
Mineral Rights (Tables) | 9 Months Ended |
Jan. 31, 2021 | |
Extractive Industries [Abstract] | |
Schedule of Fair Value of Assets Acquired and Liabilities Assumed | Net assets purchased consist of: Cash – US Dollars $ 2,500,000 Intangible assets – (mineral rights) Challis Gold Project 10,249,632 Total assets acquired at fair value 12,749,632 Total Liabilities assumed at fair value – US Dollars (108,652 ) Total purchase consideration $ 12,640,980 |
Schedule of Mineral Properties | As of the dates presented, mineral properties consisted of the following: January 31, 2021 April 30, 2020 CK Gold Project $ 3,091,738 $ 3,091,738 Keystone Project 1,028,885 1,028,885 Gold Bar North Project - 56,329 Maggie Creek Project 1,986,607 1,986,607 Challis Gold Project 10,249,632 - Total $ 16,356,862 $ 6,163,559 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Jan. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | As of the dates presented, property consisted of the following: January 31, 2021 April 30, 2020 Site costs $ 164,409 $ 151,057 Computer equipment 3,498 - Vehicle 39,493 - Total 207,400 151,057 Less: accumulated depreciation (34,142 ) (17,686 ) Total $ 173,258 $ 133,371 |
Asset Retirement Obligation (Ta
Asset Retirement Obligation (Tables) | 9 Months Ended |
Jan. 31, 2021 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Asset Retirement Obligation | The following table summarizes activity in the Company’s ARO for the periods presented: January 31, 2021 April 30, 2020 Balance, beginning of period $ 168,392 $ 88,746 Addition and changes in estimates 13,352 69,172 Accretion expense 12,973 10,474 Balance, end of period $ 194,717 $ 168,392 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Jan. 31, 2021 | |
Equity [Abstract] | |
Schedule of Stock Option Activity | The following is a summary of the Company’s stock option activity during the periods ended January 31, 2021 and April 30, 2020: Number of Weighted Weighted Balance at April 30, 2020 100,000 $ 14.31 2.87 Granted — — — Exercised — — — Forfeited — — — Cancelled (5,000 ) — — Balance at January 31, 2021 95,000 14.63 1.81 Options exercisable at end of period 93,750 $ 14.65 Options expected to vest 1,250 $ 13.40 Weighted average fair value of options granted during the period $ - |
Schedule of Stock Warrant Activity | A summary of the Company’s outstanding warrants to purchase shares of common stock as of January 31, 2021 and changes during the nine months ended are presented below: Number of Weighted Average Weighted Average Warrants with no Class designation: Balance at April 30, 2020 527,378 $ 14.83 3.73 Granted 921,666 6.00 5.00 Exercised (178,571 ) 7.00 4.16 Forfeited — — — Canceled — — — Balance at January 31, 2021 1,270,473 9.52 3.94 Class A Warrants: Balance at April 30, 2020 219,375 11.40 4.22 Granted — — — Exercised (109,688 ) 11.40 3.47 Forfeited — — — Canceled — — — Balance at January 31, 2021 109,687 11.40 3.47 Total Warrants Outstanding at January 31, 2021 1,380,160 $ 9.67 3.90 Warrants exercisable at end of period 1,380,160 $ 9.67 Weighted average fair value of warrants granted during the period $ 9.09 |
Schedule of Fair Value Assumptions of Warrants | The fair value of the warrants was $5,530,004, as measured on the date of the issuance with a Black-Scholes pricing model using the assumptions noted in the following table: Warrants Issued Expected volatility 169.0 % Stock price on date of grant $ 9.53 Exercise price $ 6.00 Expected dividends - Expected term (in years) 5.00 Risk-free rate 0.27 % Expected forfeiture rate 0 % |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 9 Months Ended |
Jan. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following were excluded from the computation of diluted shares outstanding as they would have had an anti-dilutive impact on the Company’s net loss. In periods where the Company has a net loss, all dilutive securities are excluded. January 31, 2021 January 31, 2020 Common stock equivalents: Preferred stock - 473,684 Restricted stock units 342,856 349,691 Stock options 95,000 1,000,000 Stock warrants 1,380,160 3,896,109 Total 1,818,016 5,719,484 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Jan. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Royalty Payable | In connection with the Wyoming Mining Leases, the following production royalties must be paid to the State of Wyoming, although once the project is in operation, the Board of Land Commissioners has the authority to reduce the royalty payable to the State of Wyoming: FOB Mine Value per Ton Percentage Royalty $00.00 to $50.00 5 % $50.01 to $100.00 7 % $100.01 to $150.00 9 % $150.01 and up 10 % |
Schedule of Future Minimum Lease Payments | The future minimum lease payments at January 31, 2021 under these mining leases are as follows, each payment to be made in the fourth quarter of the respective fiscal years: Fiscal 2022 $ 2,240 Fiscal 2023 2,240 Fiscal 2024 960 $ 5,440 |
Schedule of Right and Option to Earn-in and Acquire Undivided Interest | The Maggie Creek option agreement grants the Company the exclusive right and option to earn-in and acquire up to 50% undivided interest in a property called Maggie Creek, located in Eureka County, Nevada by completing the Initial Earn-in over a seven-year period, as amended: First agreement year $ - Second agreement year 300,000 Third agreement year 500,000 Fourth agreement year 700,000 Fifth agreement year 1,000,000 Sixth agreement year 1,000,000 Seventh agreement year 1,000,000 $ 4,500,000 |
Schedule of Advance Minimum Royalty Payments | The annual advance minimum royalty payments at January 31, 2021 under the option agreement are as follows, each payment to be made in the beginning on the first anniversary of the effective date of this option agreement and continuing until the tenth anniversary: Fiscal 2022 $ 25,000 Fiscal 2023 25,000 Fiscal 2024 25,000 Fiscal 2025 25,000 Fiscal 2026 and thereafter 150,000 $ 250,000 |
Organization and Description _2
Organization and Description of Business (Details Narrative) - shares | Mar. 17, 2020 | Sep. 10, 2019 | May 23, 2017 |
Equity ownership interest rate percent | 90.00% | ||
Board of Directors [Member] | |||
Reverse stock split description | 1-for-10 reverse stock split of the Company's issued and outstanding shares of common stock (the "Reverse Stock Split"), | ||
Share Exchange Agreement [Member] | |||
Number of shares issued for common stock | 200,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Jan. 31, 2021 | Apr. 30, 2020 | Apr. 30, 2019 | |
Accounting Policies [Abstract] | |||
Prepaid expenses and other current assets | $ 368,119 | $ 212,718 | $ 212,718 |
Impairment of goodwill | |||
Tax refund receivable | $ 219,072 | $ 219,072 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | Jan. 28, 2021 | Jan. 31, 2021 | Oct. 31, 2020 | Jul. 31, 2020 | Jan. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2019 | Jan. 31, 2021 | Jan. 31, 2020 | Apr. 30, 2020 |
Cash | $ 13,992,772 | $ 13,992,772 | $ 2,749,957 | |||||||
Working capital | 14,000,000 | 14,000,000 | ||||||||
Accumulated deficit | (41,090,318) | (41,090,318) | $ (31,587,952) | |||||||
Net loss | $ (3,700,580) | $ (4,844,666) | $ (957,120) | $ (961,458) | $ (2,227,086) | $ (1,308,599) | (9,502,366) | $ (4,497,143) | ||
Cash used in operating activities | (6,365,362) | (3,551,402) | ||||||||
Proceeds from issuance of private placement | $ 8,371,167 | |||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Additional paid in capital | $ 71,816,386 | $ 71,816,386 | $ 41,093,050 | |||||||
Purchase Agreement [Member] | Accredited Investors [Member] | ||||||||||
Number of common stock issued for sale | 914,136 | |||||||||
Common stock at per share | $ 10.54 | |||||||||
Purchase Agreement [Member] | Accredited Investors [Member] | Private Placement [Member] | ||||||||||
Number of warrats issued | 457,068 | |||||||||
Exercise price of warrants | $ 14.50 | |||||||||
Proceeds from issuance of private placement | $ 9,600,000 | |||||||||
Subscription Agreements [Member] | ||||||||||
Common stock, shares to be issued | 794,136 | 794,136 | ||||||||
Common stock, par value | $ 794 | $ 794 | ||||||||
Additional paid in capital | $ 8,370,373 | $ 8,370,373 |
Mineral Rights (Details Narrati
Mineral Rights (Details Narrative) - USD ($) | Nov. 13, 2020 | Aug. 11, 2020 | Jan. 31, 2021 | Jan. 31, 2020 | Apr. 30, 2020 |
Common stock, par value | $ 0.001 | $ 0.001 | |||
Abandonment expense | $ 56,329 | ||||
General and Administrative Expense [Member] | |||||
Abandonment expense | $ 56,329 | ||||
Series H Preferred Stock [Member] | |||||
Number of shares issued of common stock | 106,894 | ||||
Common stock, par value | $ 0.001 | ||||
Reverse stock split | 1 for 10 basis | ||||
Conversion of shares | 106,894 | ||||
Common Stock [Member] | |||||
Number of shares issued of common stock | 581,053 | ||||
Common stock, par value | $ 0.001 | ||||
Common Stock [Member] | Merger Agreement [Member] | |||||
Number of shares issued of common stock | 1,650,000 | ||||
Share price per share | $ 7.6612 | ||||
Number of shares issued of common stock, value | $ 12,640,980 |
Mineral Rights - Schedule of Fa
Mineral Rights - Schedule of Fair Value of Assets Acquired and Liabilities Assumed (Details) | 9 Months Ended |
Jan. 31, 2021USD ($) | |
Extractive Industries [Abstract] | |
Cash - US Dollars | $ 2,500,000 |
Intangible assets - (mineral rights) Challis Gold Project | 10,249,632 |
Total assets acquired at fair value | 12,749,632 |
Total Liabilities assumed at fair value - US Dollars | (108,652) |
Total purchase consideration | $ 12,640,980 |
Mineral Rights - Schedule of Mi
Mineral Rights - Schedule of Mineral Properties (Details) - USD ($) | Jan. 31, 2021 | Apr. 30, 2020 |
Total | $ 16,356,862 | $ 6,163,559 |
CK Gold Project [Member] | ||
Total | 3,091,738 | 3,091,738 |
Keystone Project [Member] | ||
Total | 1,028,885 | 1,028,885 |
Gold Bar North Project [Member] | ||
Total | 56,329 | |
Maggie Creek Project [Member] | ||
Total | 1,986,607 | 1,986,607 |
Challis Gold Project [Member] | ||
Total | $ 10,249,632 |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2021 | Jan. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 6,740 | $ 2,098 | $ 16,456 | $ 6,622 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | Jan. 31, 2021 | Apr. 30, 2020 |
Property gross | $ 207,400 | $ 151,057 |
Less: accumulated depreciation | (34,142) | (17,686) |
Total | 173,258 | 133,371 |
Site Costs [Member] | ||
Property gross | 164,409 | 151,057 |
Computer Equipment [Member] | ||
Property gross | 3,498 | |
Vehicles [Member] | ||
Property gross | $ 39,493 |
Asset Retirement Obligation (De
Asset Retirement Obligation (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2021 | Jan. 31, 2020 | Apr. 30, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | |||||
Accretion expense | $ 4,585 | $ 2,335 | $ 12,973 | $ 6,666 | $ 10,474 |
Asset Retirement Obligation - S
Asset Retirement Obligation - Schedule of Asset Retirement Obligation (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2021 | Jan. 31, 2020 | Apr. 30, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | |||||
Balance, beginning of period | $ 168,392 | $ 88,746 | $ 88,746 | ||
Addition and changes in estimates | 13,352 | 69,172 | |||
Accretion expense | $ 4,585 | $ 2,335 | 12,973 | $ 6,666 | 10,474 |
Balance, end of period | $ 194,717 | $ 194,717 | $ 168,392 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Jan. 07, 2021 | Nov. 11, 2020 | Apr. 16, 2019 | Apr. 30, 2019 | Jan. 31, 2021 | Oct. 31, 2020 | Jan. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2019 | Jan. 31, 2021 | Jan. 31, 2020 | Apr. 30, 2020 |
Shares issued for services, value | $ 1,598 | $ 1,442,202 | $ 418,698 | $ 2,020,000 | $ 25,000 | |||||||
Consulting fees | 895,741 | 407,115 | $ 3,200,741 | $ 1,873,501 | ||||||||
Accrued expenses | 4,167 | 4,167 | ||||||||||
Accounts payable to related party | $ 3,459 | |||||||||||
Directors [Member] | ||||||||||||
Consulting fees | 3,000 | $ 11,250 | $ 6,750 | $ 33,750 | ||||||||
Chief Financial Officer [Member] | ||||||||||||
Accounts payable to related party | 3,459 | |||||||||||
Accounts payable in shares of common stock | $ 2,700 | |||||||||||
Consulting Agreement [Member] | ||||||||||||
Payment due to related parties | $ 3,750 | |||||||||||
Shares issued for services, value | $ 45,000 | $ 45,000 | ||||||||||
Shares issued for services | 4,592 | |||||||||||
Agreement term | 1 year | 1 year | ||||||||||
Accrued expenses | $ 26,250 | $ 26,250 | ||||||||||
Consulting Agreement [Member] | Director [Member] | ||||||||||||
Payment due to related parties | $ 3,000 | |||||||||||
Shares issued for services, value | $ 50,000 | |||||||||||
Agreement term | 1 year | |||||||||||
Consulting fees | $ 86,000 | |||||||||||
Cash payments to related parties | $ 36,000 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | Feb. 28, 2021 | Feb. 14, 2021 | Feb. 02, 2021 | Jan. 31, 2021 | Dec. 31, 2020 | Dec. 09, 2020 | Dec. 08, 2020 | Nov. 30, 2020 | Nov. 17, 2020 | Nov. 11, 2020 | Nov. 09, 2020 | Oct. 30, 2020 | Sep. 17, 2020 | Sep. 16, 2020 | Aug. 31, 2020 | Aug. 11, 2020 | Aug. 10, 2020 | Jul. 31, 2020 | Apr. 30, 2020 | Dec. 21, 2017 | Jan. 31, 2021 | Nov. 13, 2020 | Sep. 30, 2020 | Jan. 31, 2021 | Oct. 31, 2020 | Jul. 31, 2020 | Jan. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2019 | Jan. 31, 2021 | Jan. 31, 2020 | Aug. 06, 2019 | Aug. 31, 2017 |
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | ||||||||||||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||||||||||||
Preferred stock, shares designated | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | ||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||||||||||||
Common stock, shares issued | 5,869,751 | 2,903,393 | 5,869,751 | 5,869,751 | 5,869,751 | ||||||||||||||||||||||||||||
Common stock, shares outstanding | 5,869,751 | 2,903,393 | 5,869,751 | 5,869,751 | 5,869,751 | ||||||||||||||||||||||||||||
Business acquisition, purchase consideration | $ 12,640,980 | ||||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 1,145,595 | $ 77,250 | $ 20,218 | $ 27,595 | $ 393,098 | $ 52,682 | |||||||||||||||||||||||||||
Share based compensation | 1,243,063 | $ 138,322 | |||||||||||||||||||||||||||||||
Proceeds from exercise of stock warrants | $ 1,249,997 | ||||||||||||||||||||||||||||||||
Stock options granted | 75,000 | 75,000 | |||||||||||||||||||||||||||||||
Recognized stock-based compensation | $ 133,439 | ||||||||||||||||||||||||||||||||
Stock option share based compensation | 2,925 | $ 40,357 | $ 191,836 | $ 144,785 | |||||||||||||||||||||||||||||
Stock option, outstanding intrinsic value | $ 5,311,612 | $ 5,311,612 | 5,311,612 | 5,311,612 | |||||||||||||||||||||||||||||
Stock option, exercisable intrinsic value | 5,311,612 | $ 5,311,612 | 5,311,612 | 5,311,612 | |||||||||||||||||||||||||||||
2017 Equity Incentive Plan [Member] | |||||||||||||||||||||||||||||||||
Common stock reservation of shares | 165,000 | ||||||||||||||||||||||||||||||||
2020 Incentive Plan [Member] | |||||||||||||||||||||||||||||||||
Number of shares issued for common stock | 1,167,095 | ||||||||||||||||||||||||||||||||
Common stock reservation of shares | 330,710 | ||||||||||||||||||||||||||||||||
Increased number of shares of common stock available for issuance | 836,385 | ||||||||||||||||||||||||||||||||
Warrants [Member] | |||||||||||||||||||||||||||||||||
Common stock exercise of stock warrants | 168,571 | 168,571 | |||||||||||||||||||||||||||||||
Proceeds from exercise of stock warrants | $ 1,179,997 | $ 1,179,997 | |||||||||||||||||||||||||||||||
Remains to be Expensed Over Future Vesting Periods [Member] | |||||||||||||||||||||||||||||||||
Share based compensation | 2,675,071 | ||||||||||||||||||||||||||||||||
Stock option share based compensation | 2,924 | ||||||||||||||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||||||||||||||||||||||||||
Common stock exercise of stock warrants | 10,000 | ||||||||||||||||||||||||||||||||
Proceeds from exercise of stock warrants | $ 70,000 | ||||||||||||||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | SubsequentEvent [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 3,946 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 12.67 | ||||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 50,000 | ||||||||||||||||||||||||||||||||
Cashless Exercise of Stock Warrants [Member] | |||||||||||||||||||||||||||||||||
Common stock exercise of stock warrants | 33,858 | ||||||||||||||||||||||||||||||||
Proceeds from exercise of stock warrants | $ 109,688 | ||||||||||||||||||||||||||||||||
Cashless Exercise of Stock Warrants [Member] | SubsequentEvent [Member] | |||||||||||||||||||||||||||||||||
Common stock exercise of stock warrants | 91,894 | ||||||||||||||||||||||||||||||||
Proceeds from exercise of stock warrants | $ 166,666 | ||||||||||||||||||||||||||||||||
Four Board of Directors [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 1,875 | 1,875 | |||||||||||||||||||||||||||||||
Shares issued price per share | $ 5.11 | $ 8.13 | |||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 15,244 | $ 9,581 | |||||||||||||||||||||||||||||||
Consultant [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 82,500 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 9.53 | ||||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 786,225 | ||||||||||||||||||||||||||||||||
Edward Karr [Member] | |||||||||||||||||||||||||||||||||
Vesting percentage | 25.00% | ||||||||||||||||||||||||||||||||
Bonus payable | $ 450,000 | ||||||||||||||||||||||||||||||||
Cash | $ 112,500 | $ 112,500 | $ 112,500 | $ 112,500 | |||||||||||||||||||||||||||||
Stock options granted | 50,000 | ||||||||||||||||||||||||||||||||
Edward Karr [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 30,107 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 11.21 | ||||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 337,500 | ||||||||||||||||||||||||||||||||
Vesting percentage | 75.00% | ||||||||||||||||||||||||||||||||
Bonus payable | $ 337,500 | ||||||||||||||||||||||||||||||||
Four Former Directors [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 1,875 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 8.11 | $ 8.11 | $ 8.11 | $ 8.11 | |||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 15,206 | ||||||||||||||||||||||||||||||||
Chief Financial Officer [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 188 | 1,857 | |||||||||||||||||||||||||||||||
Shares issued price per share | $ 7.08 | $ 8.50 | $ 7.08 | $ 7.08 | $ 7.08 | ||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 1,598 | $ 13,145 | |||||||||||||||||||||||||||||||
Three officers and one employee[Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 304,464 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 11.21 | ||||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 3,413,041 | ||||||||||||||||||||||||||||||||
Vesting percentage | 25.00% | ||||||||||||||||||||||||||||||||
Three officers and one employee[Member] | Restricted Stock [Member] | Third Anniversary [Member] | |||||||||||||||||||||||||||||||||
Vesting percentage | 25.00% | ||||||||||||||||||||||||||||||||
Three officers and one employee[Member] | Restricted Stock [Member] | First Anniversary [Member] | |||||||||||||||||||||||||||||||||
Vesting percentage | 25.00% | ||||||||||||||||||||||||||||||||
Three officers and one employee[Member] | Restricted Stock [Member] | Second Anniversary [Member] | |||||||||||||||||||||||||||||||||
Vesting percentage | 25.00% | ||||||||||||||||||||||||||||||||
Three Directors [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 13,392 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 11.21 | ||||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 150,124 | ||||||||||||||||||||||||||||||||
David Rector [Member] | |||||||||||||||||||||||||||||||||
Stock options granted | 25,000 | ||||||||||||||||||||||||||||||||
Three Former Directors [Member] | |||||||||||||||||||||||||||||||||
Exercise period of stock options granted | Dec. 21, 2022 | ||||||||||||||||||||||||||||||||
Merger Agreement [Member] | Northern Panther [Member] | |||||||||||||||||||||||||||||||||
Number of shares issued for acquisition, shares | 581,053 | ||||||||||||||||||||||||||||||||
Reverse stock split description | The Series H Preferred Stock was convertible into common stock on a 1 for 10 basis upon the receipt of the approval by the requisite vote of the Company's stockholders at the Company's 2020 annual meeting. | ||||||||||||||||||||||||||||||||
Common stock in exchange of conversion, shares | 1,068,940 | ||||||||||||||||||||||||||||||||
Business acquisition, equity interest issued, number of shares | 1,650,000 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 7.6612 | ||||||||||||||||||||||||||||||||
Business acquisition, purchase consideration | $ 12,640,980 | ||||||||||||||||||||||||||||||||
Merger Agreement [Member] | Luke Norman Consulting Ltd [Member] | |||||||||||||||||||||||||||||||||
Purchase value, percentage | 5.00% | ||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 82,500 | ||||||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | |||||||||||||||||||||||||||||||||
Business acquisition, purchase consideration | $ 5,530,004 | ||||||||||||||||||||||||||||||||
Number of warrants to purchase common shares | 921,666 | 921,666 | 921,666 | 921,666 | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Private Placement [Member] | |||||||||||||||||||||||||||||||||
Business acquisition, purchase consideration | $ 5,530,004 | ||||||||||||||||||||||||||||||||
Number of warrants to purchase common shares | 921,666 | ||||||||||||||||||||||||||||||||
Warrants exercise price per share | $ 6 | ||||||||||||||||||||||||||||||||
Separation Agreement [Member] | Mr.Rector [Member] | |||||||||||||||||||||||||||||||||
Agreement description | Pursuant to the Separation Agreement, Mr. Rector is entitled to receive (i) a prorated annual bonus for the 2020 calendar year and through the Separation Date equal to $150,000 (the "Prorated Bonus"), payable in the number of fully vested shares of restricted common stock of the Company equal to the Prorated Bonus determined based on the common stock's fair market value on the date of grant, and subject to the terms and conditions of the Company's 2020 Stock Incentive Plan (the "2020 Plan") and the Company's standard form Restricted Stock Award Agreement; and (ii) any equity awards granted to Mr. Rector by the Company pursuant to its 2014 Equity Incentive Plan (the "2014 Plan"), 2017 Equity Incentive Plan (the "2017 Plan"), or 2020 Plan (the 2014 Plan, 2017 Plan, and 2020 Plan are collectively referred to herein as, the "Equity Plans") during the term of Mr. Rector's employment, shall be 100% vested and retained by Mr. Rector, notwithstanding any terms in an award agreement or plan document regarding forfeiture of such awards under the Equity Plans upon termination of employment provided that the foregoing shall not in any way extend the awards beyond their original term. | ||||||||||||||||||||||||||||||||
Prorated annual bonus | $ 150,000 | ||||||||||||||||||||||||||||||||
Vesting percentage | 100.00% | ||||||||||||||||||||||||||||||||
Separation Agreement [Member] | Officers and Employees [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 7,500 | 18,502 | |||||||||||||||||||||||||||||||
Shares issued price per share | $ 8.11 | ||||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 150,000 | ||||||||||||||||||||||||||||||||
Share based compensation | $ 77,250 | ||||||||||||||||||||||||||||||||
Restricted stock units granted | 7,500 | ||||||||||||||||||||||||||||||||
Restricted stock units vested | 7,500 | ||||||||||||||||||||||||||||||||
Separation Agreement [Member] | Five Directors [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 12,500 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 11.21 | ||||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 140,125 | ||||||||||||||||||||||||||||||||
Consulting Agreement [Member] | |||||||||||||||||||||||||||||||||
Agreement term | 1 year | 1 year | |||||||||||||||||||||||||||||||
Agreement description | On November 11, 2020, the Company entered into a one-year consulting agreement for business advisory services. The term may be extended for an additional 6 months increment by both parties. | ||||||||||||||||||||||||||||||||
Recognized stock-based compensation | $ 9,375 | $ 9,375 | $ 9,375 | $ 9,375 | |||||||||||||||||||||||||||||
Stock option share based compensation | $ 46,875 | ||||||||||||||||||||||||||||||||
Consulting Agreement [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares of restricted common stock | 5,009 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 11.23 | ||||||||||||||||||||||||||||||||
Number of performance based restricted stock, value | $ 56,250 | ||||||||||||||||||||||||||||||||
Purchase Agreement [Member] | SubsequentEvent [Member] | |||||||||||||||||||||||||||||||||
Number of shares issued for common stock | 914,136 | ||||||||||||||||||||||||||||||||
Shares issued price per share | $ 10.54 | ||||||||||||||||||||||||||||||||
Number of warrants to purchase common shares | 457,068 | ||||||||||||||||||||||||||||||||
Warrants exercise price per share | $ 14.50 | ||||||||||||||||||||||||||||||||
Proceeds from exercise of stock warrants | $ 9,600,000 | ||||||||||||||||||||||||||||||||
Subscription Agreements [Member] | |||||||||||||||||||||||||||||||||
Common stock, par value | $ 794 | $ 794 | $ 794 | $ 794 | |||||||||||||||||||||||||||||
Common stock, shares issued | 794,136 | 794,136 | 794,136 | 794,136 | |||||||||||||||||||||||||||||
Additional paid in capital | $ 8,370,373 | $ 8,370,373 | $ 8,370,373 | $ 8,370,373 | |||||||||||||||||||||||||||||
Series A Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 1,300,000 | 1,300,000 | 1,300,000 | 1,300,000 | |||||||||||||||||||||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 400,000 | 400,000 | 400,000 | 400,000 | |||||||||||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 45,002 | 45,002 | 45,002 | 45,002 | |||||||||||||||||||||||||||||
Series D Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 7,402 | 7,402 | 7,402 | 7,402 | |||||||||||||||||||||||||||||
Series E Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 2,500 | 2,500 | 2,500 | 2,500 | |||||||||||||||||||||||||||||
Series F Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 1,250 | 1,250 | 1,250 | 1,250 | |||||||||||||||||||||||||||||
Series G Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 127 | 127 | 127 | 127 | |||||||||||||||||||||||||||||
Series H Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Common stock, par value | $ 0.001 | ||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 106,894 | 106,894 | 106,894 | 106,894 | |||||||||||||||||||||||||||||
Number of shares issued for common stock | 106,894 | ||||||||||||||||||||||||||||||||
Reverse stock split description | 1 for 10 basis | ||||||||||||||||||||||||||||||||
Series H Preferred Stock [Member] | Merger Agreement [Member] | Northern Panther [Member] | |||||||||||||||||||||||||||||||||
Number of shares issued for acquisition, shares | 106,894 | ||||||||||||||||||||||||||||||||
Series I Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 921,666 | 921,666 | 921,666 | 921,666 | |||||||||||||||||||||||||||||
Series I Preferred Stock [Member] | Securities Purchase Agreement [Member] | |||||||||||||||||||||||||||||||||
Preferred stock, shares designated | 921,666 | ||||||||||||||||||||||||||||||||
Preferred stock, shares outstanding | 921,666 | ||||||||||||||||||||||||||||||||
Common stock in exchange of conversion, shares | 921,666 | ||||||||||||||||||||||||||||||||
Deemed dividend | $ 5,500,000 | ||||||||||||||||||||||||||||||||
Series G Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||||
Number of shares issued for common stock | 20,357 | ||||||||||||||||||||||||||||||||
Shares issued upon conversion of preferred stock | 57 | 57 | 57 | 57 | |||||||||||||||||||||||||||||
Series I Convertible Preferred Stock [Member] | Securities Purchase Agreement [Member] | Private Placement [Member] | |||||||||||||||||||||||||||||||||
Number of shares sold during period | 921,666 | ||||||||||||||||||||||||||||||||
Shares sold, price per share | $ 0.001 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Stock Option Activity (Details) - $ / shares | Dec. 21, 2017 | Sep. 30, 2020 | Jan. 31, 2021 |
Equity [Abstract] | |||
Number of Options Outstanding, Beginning of Period | 100,000 | ||
Number of Options, Granted | 75,000 | 75,000 | |
Number of Options, Exercised | |||
Number of Options, Forfeited | |||
Number of Options, Cancelled | (5,000) | ||
Number of Options Outstanding, End of Period | 95,000 | ||
Number of Options exercisable at end of period | 93,750 | ||
Number of Options expected to vest | 1,250 | ||
Weighted Average Exercise Price Outstanding, Beginning of Period | $ 14.31 | ||
Weighted Average Exercise Price, Granted | |||
Weighted Average Exercise Price, Exercised | |||
Weighted Average Exercise Price, Forfeited | |||
Weighted Average Exercise Price, Cancelled | |||
Weighted Average Exercise Price Outstanding, End of Period | 14.63 | ||
Weighted Average Exercise Price Options exercisable at end of period | 14.65 | ||
Weighted Average Exercise Price Options expected to vest | 13.4 | ||
Weighted Average Exercise Price Weighted average fair value of options granted during the period | |||
Weighted Average Remaining Contractual Life (Years), Beginning of Period | 2 years 10 months 14 days | ||
Weighted Average Remaining Contractual Life in Years, Granted | 0 years | ||
Weighted Average Remaining Contractual Life (Years), Ending of Period | 1 year 9 months 22 days |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Stock Warrant Activity (Details) | 9 Months Ended |
Jan. 31, 2021$ / sharesshares | |
Warrants with No Class Designation [Member] | |
Number of Warrants Outstanding, Beginning of Period | shares | 527,378 |
Number of Warrants, Granted | shares | 921,666 |
Number of Warrants, Exercised | shares | (178,571) |
Number of Warrants, Forfeited | shares | |
Number of Warrants, Canceled | shares | |
Number of Warrants Outstanding, End of Period | shares | 1,270,473 |
Weighted Average Exercise Price of Warrants Outstanding, Beginning of Period | $ 14.83 |
Weighted Average Exercise Price, Granted | 6 |
Weighted Average Exercise Price, Exercised | 7 |
Weighted Average Exercise Price, Forfeited | |
Weighted Average Exercise Price, Canceled | |
Weighted Average Exercise Price of Warrants Outstanding, End of Period | $ 9.52 |
Weighted Average Remaining Contractual Life in Years, Beginning of Period | 3 years 8 months 23 days |
Weighted Average Remaining Contractual Life in Years, Granted | 5 years |
Weighted Average Remaining Contractual Life in Years, Exercised | 4 years 1 month 27 days |
Weighted Average Remaining Contractual Life in Years, End of Period | 3 years 11 months 8 days |
Class A Warrants [Member] | |
Number of Warrants Outstanding, Beginning of Period | shares | 219,375 |
Number of Warrants, Granted | shares | |
Number of Warrants, Exercised | shares | (109,688) |
Number of Warrants, Forfeited | shares | |
Number of Warrants, Canceled | shares | |
Number of Warrants Outstanding, End of Period | shares | 109,687 |
Warrants exercisable at end of period | shares | 1,380,160 |
Weighted Average Exercise Price of Warrants Outstanding, Beginning of Period | $ 11.4 |
Weighted Average Exercise Price, Granted | |
Weighted Average Exercise Price, Exercised | 11.4 |
Weighted Average Exercise Price, Forfeited | |
Weighted Average Exercise Price, Canceled | |
Weighted Average Exercise Price of Warrants Outstanding, End of Period | 11.4 |
Weighted Average Exercise Price, exercisable at end of period | 9.67 |
Weighted average fair value of warrants granted during the period | $ 9.09 |
Weighted Average Remaining Contractual Life in Years, Beginning of Period | 4 years 2 months 19 days |
Weighted Average Remaining Contractual Life in Years, Granted | |
Weighted Average Remaining Contractual Life in Years, Exercised | 3 years 5 months 20 days |
Weighted Average Remaining Contractual Life in Years, End of Period | 3 years 5 months 20 days |
Total Warrants Outstanding at end of period | 3 years 10 months 25 days |
Stockholders' Equity - Schedu_3
Stockholders' Equity - Schedule of Fair Value Assumptions of Warrants (Details) | Jan. 31, 2021$ / shares |
Expected Volatility [Member] | |
Warrant measurement input | 169 |
Stock Price on Date of Grant [Member] | |
Warrant exercise price | $ 9.53 |
Exercise Price [Member] | |
Warrant exercise price | $ 6 |
Expected Dividends [Member] | |
Warrant measurement input | 0 |
Expected Term (in years) [Member] | |
Warrant measurement term | 5 years |
Risk-free Rate [Member] | |
Warrant measurement input | 0.27 |
Expected Forfeiture Rate [Member] | |
Warrant measurement input | 0 |
Net Loss Per Common Share - Sch
Net Loss Per Common Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 9 Months Ended | |
Jan. 31, 2021 | Jan. 31, 2020 | |
Total | 1,818,016 | 5,719,484 |
Preferred Stock [Member] | ||
Total | 473,684 | |
Restricted Stock Units [Member] | ||
Total | 342,856 | 349,691 |
Stock Options [Member] | ||
Total | 95,000 | 1,000,000 |
Stock Warrants [Member] | ||
Total | 1,380,160 | 3,896,109 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) | Nov. 11, 2020USD ($) | Jan. 31, 2021USD ($)a$ / T | Apr. 16, 2019USD ($) |
Minimum royalty payments percentage | 100.00% | ||
Accrued expenses | $ 4,167 | ||
Maggie Creek [Member] | |||
Undivided interest Percentage | 0.50 | ||
Payment to initial earn in amount | $ 250,000 | ||
NumberCo [Member] | |||
Undivided interest Percentage | 0.50 | ||
State of Wyoming Mining Lease One [Member] | |||
Area of land | a | 640 | ||
Lease renewed date | Feb. 28, 2013 | ||
Lease term | 10 years | ||
Lease annual payment per acre | $ / T | 2 | ||
Lease annual payment per acre third ten year term | $ / T | 3 | ||
Lease annual payment per acre thereafter | $ / T | 4 | ||
State of Wyoming Mining Lease Two [Member] | |||
Area of land | a | 480 | ||
Lease renewed date | Feb. 28, 2014 | ||
Lease term | 10 years | ||
Lease annual payment per acre | $ / T | 2 | ||
Lease annual payment per acre third ten year term | $ / T | 3 | ||
Lease annual payment per acre thereafter | $ / T | 4 | ||
Consulting Agreement [Member] | |||
Agreement term | 1 year | 1 year | |
Agreement description | On November 11, 2020, the Company entered into a one-year consulting agreement for business advisory services. The term may be extended for an additional 6 months increment by both parties. | ||
Payment due to related parties | $ 3,750 | ||
Accrued expenses | $ 26,250 | ||
Consulting Agreement [Member] | During First 6 Months [Member] | |||
Payment due to related parties | $ 12,500 | ||
Consulting Agreement [Member] | During First 6 Months [Member] | Common Stock [Member] | |||
Payment due to related parties | 8,750 | ||
Consulting Agreement [Member] | During First 6 Months [Member] | Cash [Member] | |||
Payment due to related parties | 3,750 | ||
Consulting Agreement [Member] | During Last 6 Months [Member] | |||
Payment due to related parties | 7,500 | ||
Consulting Agreement [Member] | During Last 6 Months [Member] | Common Stock [Member] | |||
Payment due to related parties | 3,750 | ||
Consulting Agreement [Member] | During Last 6 Months [Member] | Cash [Member] | |||
Payment due to related parties | $ 3,750 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Royalty Payable (Details) | Jan. 31, 2021$ / T |
FOB Mine Value Per Ton Range One [Member] | |
Percentage Royalty | 5.00% |
FOB Mine Value Per Ton Range One [Member] | Minimum [Member] | |
FOB Mine Value per Ton | 0 |
FOB Mine Value Per Ton Range One [Member] | Maximum [Member] | |
FOB Mine Value per Ton | 50 |
FOB Mine Value Per Ton Range Two [Member] | |
Percentage Royalty | 7.00% |
FOB Mine Value Per Ton Range Two [Member] | Minimum [Member] | |
FOB Mine Value per Ton | 50.01 |
FOB Mine Value Per Ton Range Two [Member] | Maximum [Member] | |
FOB Mine Value per Ton | 100 |
FOB Mine Value Per Ton Range Three [Member] | |
Percentage Royalty | 9.00% |
FOB Mine Value Per Ton Range Three [Member] | Minimum [Member] | |
FOB Mine Value per Ton | 100.01 |
FOB Mine Value Per Ton Range Three [Member] | Maximum [Member] | |
FOB Mine Value per Ton | 150 |
FOB Mine Value Per Ton Range Four [Member] | |
FOB Mine Value per Ton | 150.01 |
Percentage Royalty | 10.00% |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Details) | Jan. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Fiscal 2022 | $ 2,240 |
Fiscal 2023 | 2,240 |
Fiscal 2024 | 960 |
Total | $ 5,440 |
Commitments and Contingencies_4
Commitments and Contingencies - Schedule of Right and Option to Earn-in and Acquire Undivided Interest (Details) | 9 Months Ended |
Jan. 31, 2021USD ($) | |
Initial earn in amount | $ 4,500,000 |
First Agreement Year [Member] | |
Initial earn in amount | |
Second Agreement Year [Member] | |
Initial earn in amount | 300,000 |
Third Agreement Year [Member] | |
Initial earn in amount | 500,000 |
Fourth Agreement Year [Member] | |
Initial earn in amount | 700,000 |
Fifth Agreement Year [Member] | |
Initial earn in amount | 1,000,000 |
Sixth Agreement Year [Member] | |
Initial earn in amount | 1,000,000 |
Seventh Agreement Year [Member] | |
Initial earn in amount | $ 1,000,000 |
Commitments and Contingencies_5
Commitments and Contingencies - Schedule of Advance Minimum Royalty Payments (Details) | Jan. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Fiscal 2022 | $ 25,000 |
Fiscal 2023 | 25,000 |
Fiscal 2024 | 25,000 |
Fiscal 2025 | 25,000 |
Fiscal 2026 and thereafter | 150,000 |
Total | $ 250,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Mar. 16, 2021 | Feb. 28, 2021 | Feb. 14, 2021 | Feb. 02, 2021 | Dec. 31, 2020 | Oct. 30, 2020 | Jan. 31, 2021 | Oct. 31, 2020 | Jul. 31, 2020 | Jan. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2019 | Jan. 31, 2021 | Jan. 31, 2020 | Mar. 01, 2021 | Jan. 27, 2021 | Apr. 30, 2020 |
Proceeds from warrants exercise | $ 1,249,997 | ||||||||||||||||
Number of performance based restricted stock, value | $ 1,145,595 | $ 77,250 | $ 20,218 | $ 27,595 | $ 393,098 | $ 52,682 | |||||||||||
Income tax receivable | $ 219,072 | $ 219,072 | $ 219,072 | ||||||||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||||||||||
Proceeds from warrants exercise | $ 70,000 | ||||||||||||||||
Common stock exercise of stock warrants | 10,000 | ||||||||||||||||
Cashless Exercise of Stock Warrants [Member] | |||||||||||||||||
Proceeds from warrants exercise | $ 109,688 | ||||||||||||||||
Common stock exercise of stock warrants | 33,858 | ||||||||||||||||
SubsequentEvent [Member] | |||||||||||||||||
Income tax receivable | $ 219,072 | ||||||||||||||||
SubsequentEvent [Member] | Restricted Stock Units (RSUs) [Member] | |||||||||||||||||
Shares issued price per share | $ 12.67 | ||||||||||||||||
Number of shares of restricted common stock | 3,946 | ||||||||||||||||
Number of performance based restricted stock, value | $ 50,000 | ||||||||||||||||
SubsequentEvent [Member] | Exercise of Stock Warrants [Member] | |||||||||||||||||
Proceeds from warrants exercise | $ 1,250,000 | $ 1,250,000 | |||||||||||||||
Common stock exercise of stock warrants | 178,571 | 178,571 | |||||||||||||||
SubsequentEvent [Member] | Cashless Exercise of Stock Warrants [Member] | |||||||||||||||||
Proceeds from warrants exercise | $ 166,666 | ||||||||||||||||
Common stock exercise of stock warrants | 91,894 | ||||||||||||||||
Purchase Agreement [Member] | SubsequentEvent [Member] | |||||||||||||||||
Number of shares issued for common stock | 914,136 | ||||||||||||||||
Shares issued price per share | $ 10.54 | ||||||||||||||||
Number of warrants to purchase common shares | 457,068 | ||||||||||||||||
Warrants exercise price per share | $ 14.50 | ||||||||||||||||
Proceeds from warrants exercise | $ 9,600,000 | ||||||||||||||||
Termination of agreement | 5 years | ||||||||||||||||
Election of holder beneficial percentage | 9.99% | ||||||||||||||||
Purchase Agreement [Member] | SubsequentEvent [Member] | Minimum [Member] | |||||||||||||||||
Beneficial percentage | 4.99% | ||||||||||||||||
Purchase Agreement [Member] | SubsequentEvent [Member] | Maximum [Member] | |||||||||||||||||
Beneficial percentage | 9.99% | ||||||||||||||||
Engagement Agreement Amendment [Member] | Palladium Capital Group, LLC [Member] | |||||||||||||||||
Number of warrants to purchase common shares | 46,490 | ||||||||||||||||
Cash fee equal percentage | 8.00% |