Cover
Cover - $ / shares | 9 Months Ended | |
Jan. 31, 2022 | Mar. 17, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jan. 31, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --04-30 | |
Entity File Number | 001-08266 | |
Entity Registrant Name | U.S. GOLD CORP. | |
Entity Central Index Key | 0000027093 | |
Entity Tax Identification Number | 22-1831409 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 1910 E. Idaho Street | |
Entity Address, Address Line Two | Suite 102-Box 604 | |
Entity Address, City or Town | Elko | |
Entity Address, State or Province | NV | |
Entity Address, Postal Zip Code | 89801 | |
City Area Code | (800) | |
Local Phone Number | 557-4550 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | USAU | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 7,481,464 | |
Entity Listing, Par Value Per Share | $ 0.001 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Jan. 31, 2022 | Apr. 30, 2021 |
CURRENT ASSETS: | ||
Cash | $ 3,677,593 | $ 13,645,405 |
Prepaid expenses and other current assets | 400,916 | 430,360 |
Total current assets | 4,078,509 | 14,075,765 |
NON - CURRENT ASSETS: | ||
Property, net | 359,146 | 172,222 |
Reclamation bond deposit | 832,509 | 718,509 |
Operating lease right-of-use asset, net | 79,205 | |
Mineral rights | 16,356,862 | 16,356,862 |
Total non - current assets | 17,627,722 | 17,247,593 |
Total assets | 21,706,231 | 31,323,358 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued liabilities | 1,362,021 | 619,038 |
Operating lease liabilities, current portion | 52,016 | |
Total current liabilities | 1,414,037 | 619,038 |
LONG- TERM LIABILITIES | ||
Asset retirement obligation | 254,306 | 204,615 |
Operating lease liabilities, less current portion | 27,414 | |
Total long-term liabilities: | 281,720 | 204,615 |
Total liabilities | 1,695,757 | 823,653 |
Commitments and Contingencies | ||
STOCKHOLDERS’ EQUITY : | ||
Common stock ($0.001 Par Value; 200,000,000 Shares Authorized; 7,096,723 and 7,065,621 shares issued and outstanding as of January 31, 2022 and April 30, 2021) | 7,097 | 7,065 |
Additional paid-in capital | 76,156,708 | 74,467,686 |
Accumulated deficit | (56,153,331) | (43,975,046) |
Total stockholders’ equity | 20,010,474 | 30,499,705 |
Total liabilities and stockholders’ equity | 21,706,231 | 31,323,358 |
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) - $ / shares | Jan. 31, 2022 | Apr. 30, 2021 |
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 | 7,096,723 | 7,065,621 |
Common stock, shares outstanding | 7,096,723 | 7,065,621 |
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 | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Convertible Series G Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 127 | 127 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
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 | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
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 | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | |
Income Statement [Abstract] | ||||
Net revenues | ||||
Operating expenses: | ||||
Compensation and related taxes - general and administrative | 1,108,487 | 1,241,185 | 1,876,969 | 2,523,210 |
Exploration costs | 1,625,724 | 1,307,506 | 6,398,155 | 3,106,065 |
Professional and consulting fees | 1,262,868 | 895,741 | 2,982,354 | 3,200,741 |
General and administrative expenses | 338,181 | 256,148 | 920,807 | 672,350 |
Total operating expenses | 4,335,260 | 3,700,580 | 12,178,285 | 9,502,366 |
Loss from operations | (4,335,260) | (3,700,580) | (12,178,285) | (9,502,366) |
Loss before provision for income taxes | (4,335,260) | (3,700,580) | (12,178,285) | (9,502,366) |
Provision for income taxes | ||||
Net loss | (4,335,260) | (3,700,580) | (12,178,285) | (9,502,366) |
Deemed dividend related to beneficial conversion feature of preferred stock | (5,530,004) | |||
Net loss applicable to U.S. Gold Corp. common shareholders | $ (4,335,260) | $ (3,700,580) | $ (12,178,285) | $ (15,032,370) |
Net loss per common share, basic and diluted | $ (0.61) | $ (0.67) | $ (1.72) | $ (3.78) |
Weighted average common shares outstanding - basic and diluted | 7,096,723 | 5,493,764 | 7,089,325 | 3,974,487 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Preferred Stock [Member]Series F Preferred Stock [Member] | Preferred Stock [Member]Series G Preferred Stock [Member] | Preferred Stock [Member]Series H Preferred Stock [Member] | Preferred Stock [Member]Series I preferred stock [Member] | Common Stock [Member] | Common Stock to be Issued [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Apr. 30, 2020 | $ 2,903 | $ 41,093,050 | $ (31,587,952) | $ 9,508,001 | |||||
Beginning balance, shares at Apr. 30, 2020 | 57 | 2,903,393 | |||||||
Net loss | (957,120) | (957,120) | |||||||
Stock options granted for services | 51,262 | 51,262 | |||||||
Conversion of preferred stock into common stock | $ 21 | (21) | |||||||
Conversion of preferred stock into common stock, shares | (57) | 20,357 | |||||||
Stock-based compensation in connection with restricted common stock award grants and restricted common stock unit grants | $ 2 | 20,216 | 20,218 | ||||||
Stock-based compensation in connection with restricted common stock award grants and restricted common stock unit grants, shares | 1,875 | ||||||||
Ending balance, value at Jul. 31, 2020 | $ 2,926 | 41,164,507 | (32,545,072) | 8,622,361 | |||||
Ending balance, shares at Jul. 31, 2020 | 2,925,625 | ||||||||
Beginning balance, value at Apr. 30, 2020 | $ 2,903 | 41,093,050 | (31,587,952) | 9,508,001 | |||||
Beginning balance, shares at Apr. 30, 2020 | 57 | 2,903,393 | |||||||
Net loss | (9,502,366) | ||||||||
Ending balance, value at Jan. 31, 2021 | $ 5,870 | $ 794 | 71,816,386 | (41,090,318) | 30,732,732 | ||||
Ending balance, shares at Jan. 31, 2021 | 5,869,751 | 794,136 | |||||||
Beginning balance, value at Jul. 31, 2020 | $ 2,926 | 41,164,507 | (32,545,072) | 8,622,361 | |||||
Beginning balance, shares at Jul. 31, 2020 | 2,925,625 | ||||||||
Stock-based compensation in connection with restricted common stock award grants and restricted common stock unit grants | 77,250 | 77,250 | |||||||
Net loss | (4,844,666) | (4,844,666) | |||||||
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 | |||||||
Issuance of preferred stock for cash | $ 922 | 5,529,082 | 5,530,004 | ||||||
Issuance of preferred stock for cash, 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 | ||||||||
Ending balance, value at Oct. 31, 2020 | $ 107 | $ 922 | $ 3,664 | 61,060,826 | (37,389,738) | 23,675,781 | |||
Ending balance, shares at Oct. 31, 2020 | 106,894 | 921,666 | 3,664,019 | ||||||
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) | |||||||
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 | |||||||
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 | ||||||
Stock-based compensation in connection with restricted common stock award grants and 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 | ||||||||
Ending balance, value at Jan. 31, 2021 | $ 5,870 | $ 794 | 71,816,386 | (41,090,318) | 30,732,732 | ||||
Ending balance, shares at Jan. 31, 2021 | 5,869,751 | 794,136 | |||||||
Beginning balance, value at Apr. 30, 2021 | $ 7,065 | 74,467,686 | (43,975,046) | 30,499,705 | |||||
Beginning balance, shares at Apr. 30, 2021 | 7,065,621 | ||||||||
Issuance of common stock for prepaid services | $ 25 | 258,475 | 258,500 | ||||||
Issuance of common stock for prepaid services, shares | 25,000 | ||||||||
Stock-based compensation in connection with restricted common stock award grants and restricted common stock unit grants | 232,443 | 232,443 | |||||||
Net loss | (3,549,715) | (3,549,715) | |||||||
Ending balance, value at Jul. 31, 2021 | $ 7,090 | 74,958,604 | (47,524,761) | 27,440,933 | |||||
Ending balance, shares at Jul. 31, 2021 | 7,090,621 | ||||||||
Beginning balance, value at Apr. 30, 2021 | $ 7,065 | 74,467,686 | (43,975,046) | 30,499,705 | |||||
Beginning balance, shares at Apr. 30, 2021 | 7,065,621 | ||||||||
Net loss | (12,178,285) | ||||||||
Ending balance, value at Jan. 31, 2022 | $ 7,097 | 76,156,708 | (56,153,331) | 20,010,474 | |||||
Ending balance, shares at Jan. 31, 2022 | 7,096,723 | ||||||||
Beginning balance, value at Jul. 31, 2021 | $ 7,090 | 74,958,604 | (47,524,761) | 27,440,933 | |||||
Beginning balance, shares at Jul. 31, 2021 | 7,090,621 | ||||||||
Stock-based compensation in connection with restricted common stock award grants and restricted common stock unit grants | 184,531 | 184,531 | |||||||
Net loss | (4,293,310) | (4,293,310) | |||||||
Issuance of common stock for services | $ 6 | 47,494 | 47,500 | ||||||
Issuance of common stock for services, shares | 5,647 | ||||||||
Issuance of common stock for accrued services | $ 1 | 4,999 | 5,000 | ||||||
Issuance of common stock for accrued services, shares | 455 | ||||||||
Ending balance, value at Oct. 31, 2021 | $ 7,097 | 75,195,628 | (51,818,071) | 23,384,654 | |||||
Ending balance, shares at Oct. 31, 2021 | 7,096,723 | ||||||||
Stock-based compensation in connection with restricted common stock award grants and restricted common stock unit grants | 785,007 | 785,007 | |||||||
Net loss | (4,335,260) | (4,335,260) | |||||||
Stock options granted for services | 176,073 | 176,073 | |||||||
Ending balance, value at Jan. 31, 2022 | $ 7,097 | $ 76,156,708 | $ (56,153,331) | $ 20,010,474 | |||||
Ending balance, shares at Jan. 31, 2022 | 7,096,723 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 | Jul. 31, 2020 | Jan. 31, 2022 | Jan. 31, 2021 | Apr. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||
Net loss | $ (4,335,260) | $ (3,549,715) | $ (3,700,580) | $ (957,120) | $ (12,178,285) | $ (9,502,366) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
Depreciation | 9,458 | 6,740 | 25,565 | 16,456 | |||
Accretion | 5,988 | 4,585 | 16,174 | 12,973 | $ 17,477 | ||
Amortization of right-of-use asset | 27,426 | ||||||
Stock based compensation | 1,425,554 | 2,878,700 | |||||
Abandonment of mineral properties | 56,329 | ||||||
Amortization of prepaid stock based expenses | 260,022 | 9,375 | |||||
Changes in operating assets and liabilities: | |||||||
Prepaid expenses and other current assets | 27,922 | (108,526) | |||||
Reclamation bond deposit | (114,000) | (34,000) | |||||
Accounts payable and accrued liabilities | 747,983 | 309,156 | |||||
Accounts payable - related parties | (3,459) | ||||||
Operating lease liability | (27,201) | ||||||
NET CASH USED IN OPERATING ACTIVITIES | (9,788,840) | (6,365,362) | |||||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||
Purchase of property and equipment | (178,972) | (42,991) | |||||
Proceeds received in connection with the share exchange agreement | 2,500,000 | ||||||
NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES | (178,972) | 2,457,009 | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||
Issuance of preferred stock, net of issuance cost | 5,530,004 | ||||||
Issuance of common stock, net of offering costs | 8,371,167 | ||||||
Issuance of common stock for exercise of warrants | 1,249,997 | ||||||
NET CASH PROVIDED BY FINANCING ACTIVITIES | 15,151,168 | ||||||
NET (DECREASE) INCREASE IN CASH | (9,967,812) | 11,242,815 | |||||
CASH - beginning of period | $ 13,645,405 | $ 2,749,957 | 13,645,405 | 2,749,957 | 2,749,957 | ||
CASH - end of period | $ 3,677,593 | $ 13,992,772 | 3,677,593 | 13,992,772 | $ 13,645,405 | ||
Cash paid for: | |||||||
Interest | |||||||
Income taxes | |||||||
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES: | |||||||
Issuance of common stock for accrued services | 5,000 | ||||||
Issuance of common stock for prepaid services | 258,500 | 56,250 | |||||
Deemed dividends - Series I preferred stock | 5,530,004 | ||||||
Issuance of common stock in connection with conversion of preferred stock | 21 | ||||||
Operating lease right-of-use asset and operating lease liability recorded upon adoption of ASC 842 | 106,631 | ||||||
Assumption of liabilities in connection with the share exchange agreement | 108,652 | ||||||
Increase in acquisition of mineral properties in connection with the share exchange agreement | 10,249,632 | ||||||
Increase in asset retirement cost and obligation | $ 33,517 | $ 13,352 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 9 Months Ended |
Jan. 31, 2022 | |
Accounting Policies [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 On September 10, 2019, the Company, 2637262 Ontario Inc., a corporation incorporated under the laws of the Province 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 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”) 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. The Company’s CK Gold property contains proven and probable mineral reserves and accordingly is classified as a development stage property, as defined in subpart 1300 of Regulation S-K promulgated by the Securities and Exchange Commission (“S-K 1300”). None of the Company’s other properties contain proven and probable mineral reserves and all 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, 2022 | |
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, 2022. 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, 2021, which are contained in the Form 10-K filed on July 29, 2021. The unaudited condensed consolidated balance sheet as of January 31, 2022 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 nine months ended January 31, 2022 are not necessarily indicative of the results to be expected for the year ending April 30, 2022. 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, 2022 and April 30, 2021, 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 $ 400,916 430,360 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 U.S. GOLD CORP. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 2022 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 period ended January 31, 2022 and April 30, 2021. 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. Where the Company has identified proven and probable mineral reserves on any of its properties, development costs will be capitalized when all the following criteria have been met, a) the Company receives the requisite operating permits, b) completion of a favorable Feasibility Study and c) approval from the Company’s board of director’s authorizing the development of the ore body. Until such time all these criteria have been met the Company records pre-development costs to expense as incurred. 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 expenses all exploration and pre-development costs as none of its properties have satisfied the criteria above for capitalization. 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. 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. U.S. GOLD CORP. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 2022 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 quarter ended January 31, 2022 and the year ended April 30, 2021, the Company’s convertible preferred shares were accounted for as equity, with no liability recorded. There was no outstanding preferred stock as of January 31, 2022. 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, Keystone and Maggie Creek 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. U.S. GOLD CORP. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 2022 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. Translation adjustments, and 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. Leases On January 1, 2019, the Company adopted ASC Topic 842, Leases (Topic 842), the Company has elected the ‘package of practical expedients’, which permit it not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs. In addition, the Company elected not to apply ASC Topic 842 to arrangements with lease terms of 12 month or less. Operating lease right of use assets (“ROU”) assets represents the right to use the leased asset for the lease term and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most leases do not provide an implicit rate, the Company use an incremental borrowing rate based on the information available at the adoption date in determining the present value of future payments. Lease expense for minimum lease payments is amortized on a straight-line basis over the lease term and is included in general and administrative expenses in the statements of operations. 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 or for any related interest and penalties. 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. U.S. GOLD CORP. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 2022 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 August 2020, the FASB issued Accounting Standards Update (“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. The Company expects that this guidance will not have a material impact on the Company’s condensed consolidated financial statements. 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. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt–Modifications and Extinguishments (Subtopic 470-50), Compensation–Stock Compensation (Topic 718), and Derivatives and Hedging–Contracts in Entity’s Own Equity (Subtopic 815-40). This ASU reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. This ASU provides guidance for a modification or an exchange of a freestanding equity-classified written call option that is not within the scope of another Topic. It specifically addresses: (1) how an entity should treat a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; (2) how an entity should measure the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; and (3) how an entity should recognize the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange. This ASU will be effective for all entities for fiscal years beginning after December 15, 2021. An entity should apply the amendments prospectively to modifications or exchanges occurring on or after the effective date of the amendments. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the effect the adoption of this ASU will have on the condensed consolidated financial statements. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Jan. 31, 2022 | |
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, 2022, the Company had cash of approximately $ 3.7 million, working capital of approximately $ 2.7 million and an accumulated deficit of approximately $ 56.2 million. The Company had a net loss and cash used in operating activities of approximately $ 12.2 million and $ 9.8 million, respectively, for the nine months ended January 31, 2022. 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 filing the Form 10-Q for the period ended January 31, 2022, the Company does not have sufficient cash to fund its operations for greater than 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. As noted in Note 12, in February 2022, the Company completed a registered offering which raised gross proceeds of $ 2.5 million and in March 2022, the Company announced it had reached a definitive agreement on another registered offering, that when closed on or about March 18, 2022, will result in gross proceeds of an additional $ 5.0 before deducting fees and other estimated offering expenses. U.S. GOLD CORP. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 2022 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, 2022 | |
Extractive Industries [Abstract] | |
MINERAL RIGHTS | NOTE 4 — MINERAL RIGHTS As of the dates presented, mineral properties consisted of the following: SCHEDULE OF MINERAL PROPERTIES January 31, 2022 April 30, 2021 CK Gold Project $ 3,091,738 $ 3,091,738 Keystone Project 1,028,885 1,028,885 Maggie Creek Project 1,986,607 1,986,607 Challis Gold Project 10,249,632 10,249,632 Total $ 16,356,862 $ 16,356,862 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Jan. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 5 — PROPERTY AND EQUIPMENT As of the dates presented, property consisted of the following: SCHEDULE OF PROPERTY AND EQUIPMENT January 31, 2022 April 30, 2021 Site costs $ 203,320 $ 169,803 Land 175,205 - Computer equipment 7,265 3,498 Vehicle 39,493 39,493 Total 425,283 212,794 Less: accumulated depreciation (66,137 ) (40,572 ) Total $ 359,146 $ 172,222 For the three months ended January 31, 2022 and 2021, depreciation expense amounted to $ 9,458 6,740 25,565 16,456 |
ASSET RETIREMENT OBLIGATION
ASSET RETIREMENT OBLIGATION | 9 Months Ended |
Jan. 31, 2022 | |
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, Keystone and Maggie Creek projects, 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: SCHEDULE OF ASSET RETIREMENT OBLIGATION January 31, 2022 April 30, 2021 Balance, beginning of period $ 204,615 $ 168,392 Addition and changes in estimates 33,517 18,746 Accretion expense 16,174 17,477 Balance, end of period $ 254,306 $ 204,615 For the three months ended January 31, 2022 and 2021, accretion expense amounted to $ 5,988 4,585 16,174 12,973 |
OPERATING LEASE RIGHT-OF-USE AS
OPERATING LEASE RIGHT-OF-USE ASSETS AND OPERATING LEASE LIABILITIES | 9 Months Ended |
Jan. 31, 2022 | |
Operating Lease Right-of-use Assets And Operating Lease Liabilities | |
OPERATING LEASE RIGHT-OF-USE ASSETS AND OPERATING LEASE LIABILITIES | NOTE 7 – OPERATING LEASE RIGHT-OF-USE ASSETS AND OPERATING LEASE LIABILITIES On May 1, 2021, the Company entered into a lease agreement for its lease facility in Cheyenne, Wyoming. The term of the lease is for a two-year period from May 2021 to May 2023 1,667 three years On September 1, 2021, the Company entered into another lease agreement for its lease facility in Cheyenne, Wyoming. The term of the lease is for a two-year period from September 2021 to August 2023 3,100 two years During the three and nine months ended January 31, 2022, lease expenses of $ 14,375 30,725 Right-of- use assets are summarized below: SCHEDULE OF SUPPLEMENTAL BALANCE SHEET INFORMATION RELATED TO LEASES January 31, 2022 April 30, 2021 Operating leases $ 79,205 $ Operating Lease liabilities are summarized below: January 31, 2022 April 30, 2021 Operating lease, current portion $ 52,016 $ Operating lease, long term portion 27,414 - Total lease liability $ 79,430 $ - The weighted average remaining lease term for the operating leases is 1.41 8.0 The following table includes supplemental cash and non-cash information related to the Company’s lease: SCHEDULE OF SUPPLEMENTAL CASH FLOW AND NON-CASH INFORMATION RELATED TO LEASES 2022 2021 Nine months ended January 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating lease $ 30,500 $ Lease assets obtained in exchange for new operating lease liabilities $ 106,631 $ - Minimum lease payments under non-cancelable operating leases at January 31, 2022 are as follows: SCHEDULE OF FUTURE MINIMUM PAYMENTS REQUIRED UNDER NON-CANCELABLE OPERATING LEASES Remainder of fiscal year ended April 30, 2022 14,300 Year ended April 30, 2023 57,800 Year ended April 30, 2024 12,400 Total $ 84,500 Less: imputed interest (5,070 ) Total present value of lease liability $ 79,430 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Jan. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 8 — RELATED PARTY TRANSACTIONS On April 16, 2019, the Company entered into a one 3,750 45,000 4,592 45,000 one 86,000 50,000 36,000 3,000 3,222 9,000 3,000 27,000 6,750 4,167 On March 19, 2021, the Company and Edward Karr, the Company’s former Executive Chairman, agreed by mutual understanding, that Mr. Karr’s employment as an officer and employee, and his service as a member of the board of directors, of the Company was terminated, effective March 19, 2021. In connection with Mr. Karr’s departure, the Company entered into a General Release and Severance Agreement with Mr. Karr, as amended, pursuant to which Mr. Karr provided certain transition services to the Company through the Separation Date. Pursuant to the Separation Agreement, Mr. Karr is entitled to receive any equity awards granted to Mr. Karr by the Company. Additionally, on March 19, 2021, the Company entered into a one 180,000 60,000 120,000 10,000 30,000 90,000 52,500 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 9 Months Ended |
Jan. 31, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 9 — STOCKHOLDERS’ EQUITY As of January 31, 2022, authorized capital stock consisted of 200,000,000 0.001 50,000,000 0.001 1,300,000 400,000 45,002 7,402 2,500 1,250 127 106,894 921,666 Common Stock Issued, Restricted Stock Awards, and RSU’s Granted for Services On June 1, 2021, the Company granted 2,097 2,097 25,000 11.92 On June 9, 2021, the Company issued 25,000 25,000 258,500 10.34 U.S. GOLD CORP. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 2022 On July 19, 2021, the Company granted 15,322 RSU’s to an employee pursuant to his employment agreement. The 15,322 RSU’s had a fair value of $ 150,000 or $ 9.79 per share of common stock based on the quoted trading price on the date of grant. The RSU’s vested 25% the remaining shall vest one-third over a three-year period from the date of issuance On October 20, 2021, the Company issued 1,116 On October 22, 2021, the Company issued an aggregate of 2,162 2,162 22,500 10.41 On October 22, 2021, the Company issued an aggregate of 2,824 2,824 30,000 10.62 5,000 25,000 On January 24, 2022, the Company issued an aggregate of 47,108 47,108 326,475 6.93 On January 24, 2022, the Company issued an aggregate of 13,852 13,852 96,000 6.93 On January 24, 2022, the Company issued an aggregate of 25,685 25,685 178,000 6.93 Total stock compensation expense for awards issued for services of $ 785,007 1,145,595 1,201,981 1,243,061 1,584,229 1.91 Equity Incentive Plan In August 2017, the Board approved the Company’s 2017 Plan including the reservation of 165,000 On August 6, 2019, the Board approved and adopted, subject to stockholder approval, the 2020 Plan. The 2020 Plan reserves 330,710 836,385 1,167,095 U.S. GOLD CORP. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 2022 Stock options The following is a summary of the Company’s stock option activity during the nine months ended January 31, 2022: SCHEDULE OF STOCK OPTION ACTIVITY Number of Weighted Weighted Balance at April 30, 2021 95,000 $ 14.63 1.57 Granted 58,060 6.93 5.00 Exercised — — — Forfeited — — — Cancelled (5,000 ) 13.40 — Balance at January 31, 2022 148,060 11.65 2.46 Options exercisable at end of period 128,410 $ 13.44 Options expected to vest 19,650 $ 6.93 Weighted average fair value of options granted during the period $ 4.52 At January 31, 2022 and April 30, 2021, the aggregate intrinsic value of options outstanding and exercisable were de minimis On January 24, 2022, the Company granted an aggregate of 26,200 options to purchase the Company’s common stock to certain employees of the Company. The options have a term of 5 years from the date of grant and are exercisable at an exercise price of $ 6.93 The options vest 25% on the date of grant and 25% each next three years On January 24, 2022, the Company granted an aggregate of 21,240 5 6.93 On January 24, 2022, the Company granted an aggregate of 10,620 5 6.93 The Company used the Black-Scholes model to determine the fair value of stock options granted during the nine months ended January 31, 2022. In applying the Black-Scholes option pricing model to options granted, the Company used the following assumptions: SCHEDULE OF STOCK OPTION For the Risk free interest rate 1.53 % Dividend yield 0.00 % Expected volatility 82 % Contractual term (in years) 5.0 Forfeiture rate 0.00 % Stock-based compensation for stock options recorded in the unaudited consolidated statements of operations totaled $ 176,073 and $ 2,925 for the three months ended January 31, 2022 and 2021, respectively. Stock-based compensation for stock options recorded in the unaudited consolidated statements of operations totaled $ 176,073 and $ 191,837 for the nine months ended January 31, 2022 and 2021, respectively. A balance of $ 86,350 remains to be expensed over future vesting periods related to unvested stock options issued for services to be expensed over a weighted average period of 2.98 years. U.S. GOLD CORP. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 2022 Stock Warrants A summary of the Company’s outstanding warrants to purchase shares of common stock as of January 31, 2022 and changes during the period ended as presented below: SCHEDULE OF STOCK WARRANT ACTIVITY Number of Warrants Weighted Average Weighted Average Remaining Contractual Warrants with no Class designation: Balance at April 30, 2021 1,428,794 $ 12.00 4.08 Granted — — — Exercised — — — Forfeited (170,235 ) 31.25 — Canceled — — — Balance at January 31, 2022 1,258,559 9.40 3.92 Class A Warrants: Balance at April 30, 2021 109,687 11.40 3.22 Granted — — — Exercised — — — Forfeited — — — Canceled — — — Balance at January 31, 2022 109,687 11.40 2.47 Total Warrants Outstanding at January 31, 2022 1,368,246 $ 9.56 3.80 Warrants exercisable at end of period 1,368,246 $ 9.56 Weighted average fair value of warrants granted during the period $ — As of January 31, 2022, the aggregate intrinsic value of warrants outstanding and exercisable was $ 475,650 |
NET LOSS PER COMMON SHARE
NET LOSS PER COMMON SHARE | 9 Months Ended |
Jan. 31, 2022 | |
Earnings Per Share [Abstract] | |
NET LOSS PER COMMON SHARE | NOTE 10 — 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. SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE January 31, 2022 January 31, 2021 Common stock equivalents: Restricted stock units 441,402 342,856 Stock options 148,060 95,000 Stock warrants 1,368,246 1,380,160 Total 1,957,708 1,818,016 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Jan. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 11 — COMMITMENTS AND CONTINGENCIES Mining Leases 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 640 480 Lease 0-40828 was renewed in February 2013 ten ten February 2014 2.00 SCHEDULE OF ROYALTY PAYABLE FOB Mine Value per Ton Percentage Royalty $ 00.00 50.00 5 % $ 50.01 100.00 7 % $ 100.01 150.00 9 % $ 150.01 10 % The future minimum lease payments at January 31, 2022 under these mining leases are as follows, each payment to be made in the fourth quarter of the respective fiscal years: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Fiscal 2022 $ 2,240 Fiscal 2023 2,240 Fiscal 2024 960 Total $ 5,440 The Company may renew each lease for a third ten 3.00 4.00 Maggie Creek option: The Maggie Creek option agreement grants the Company the exclusive right and option to earn-in and acquire up to 50 seven 4,500,000 300,000 The remaining required Initial Earn-in payments at January 31, 2022, as amended: SCHEDULE OF RIGHT AND OPTION TO EARN-IN AND ACQUIRE UNDIVIDED INTEREST Fiscal 2022 $ 500,000 Fiscal 2023 700,000 Fiscal 2024 1,000,000 Fiscal 2025 1,000,000 Fiscal 2026 1,000,000 $ 4,200,000 Once the Initial Earn-in has been met, the Company is required to pay an additional $ 250,000 50 U.S. GOLD CORP. AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 31, 2022 NPRC option: Pursuant to the Merger, 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, 2022 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: SCHEDULE OF ADVANCE MINIMUM ROYALTY PAYMENTS Fiscal 2022 $ 25,000 Fiscal 2023 25,000 Fiscal 2024 25,000 Fiscal 2025 25,000 Fiscal 2026 25,000 Fiscal 2027 and thereafter 125,000 Total $ 250,000 100 Exploration Access and Option to Lease Agreement On August 25, 2021 (“Effective Date”), the Company entered into an Exploration Access and Option to Lease Agreement (the “Agreement”) with a private-party landowner (the “Landowner”) whereby the Landowner granted the Company an option (the “Option”) to lease and right of way on a property located in Laramie County, Wyoming. The Company may exercise the Option for five years (“Option Term”) from the Effective Date. During the Option, the Landowner granted non-exclusive rights (the “Exploration Access Rights”) to the Company to use the surface of the property for an annual exploration and access right payment of $ 10,000 35,780 6,560 42,340 At any time during the Option Term, the Company may exercise the Option by providing a written notice to the Landowner and the Company shall pay a one-time right of way payment of $ 26,240 50,000 13,120 In consideration for the option rights, lease rights and right of way rights under this Agreement, the Company agreed to grant the Landowner shares of the Company’s common stock worth $ 50,000 At any time during the Option Term, the Company may terminate this Agreement by providing a written notice to the Landowner. Upon termination, the Landowner is entitled to retain any payments already made and the Company shall have no further obligation after the date of termination. The Agreement, including the Option and the Exploration Access Rights, may be extended for a period of five years upon written notice from the Company. In the absence of such notice, the Agreement shall automatically terminate at the end of the Option Term. Currently, the Company has not exercised the Option. Legal Matters From time to time the Company may be involved in claims and legal actions that arise in the ordinary course of business. To the Company’s knowledge, there are no material pending legal proceedings to which the Company is a party or of which any of the Company’s property is the subject. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Jan. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 12 — SUBSEQUENT EVENTS On February 14, 2022, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional and accredited investors in connection with a registered direct offering of 384,741 shares of the Company’s common stock at a price of $ 6.50 per share and warrants to purchase 192,370 shares of the Company’s common stock at an exercise price of $ 8.00 per share (the “Registered Offering”). The warrants are exercisable immediately following issuance and will expire five years from the issuance date. The aggregate gross proceeds of the Registered Offering was approximately $ 2.5 million. The closing of the Registered Offering occurred on February 16, 2022 . On March 16, 2022, the Company entered into a definitive agreement (the “Definitive Agreement”) with a single institutional investor in connection with a registered direct offering of 625,000 8.00 625,000 8.60 , resulting in total gross proceeds of approximately $ 5 5 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Jan. 31, 2022 | |
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, 2022. 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, 2021, which are contained in the Form 10-K filed on July 29, 2021. The unaudited condensed consolidated balance sheet as of January 31, 2022 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 nine months ended January 31, 2022 are not necessarily indicative of the results to be expected for the year ending April 30, 2022. |
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, 2022 and April 30, 2021, 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 $ 400,916 430,360 |
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 period ended January 31, 2022 and April 30, 2021. |
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. Where the Company has identified proven and probable mineral reserves on any of its properties, development costs will be capitalized when all the following criteria have been met, a) the Company receives the requisite operating permits, b) completion of a favorable Feasibility Study and c) approval from the Company’s board of director’s authorizing the development of the ore body. Until such time all these criteria have been met the Company records pre-development costs to expense as incurred. 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 expenses all exploration and pre-development costs as none of its properties have satisfied the criteria above for capitalization. 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. 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. |
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 quarter ended January 31, 2022 and the year ended April 30, 2021, the Company’s convertible preferred shares were accounted for as equity, with no liability recorded. There was no outstanding preferred stock as of January 31, 2022. |
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, Keystone and Maggie Creek 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. Translation adjustments, and 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. |
Leases | Leases On January 1, 2019, the Company adopted ASC Topic 842, Leases (Topic 842), the Company has elected the ‘package of practical expedients’, which permit it not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs. In addition, the Company elected not to apply ASC Topic 842 to arrangements with lease terms of 12 month or less. Operating lease right of use assets (“ROU”) assets represents the right to use the leased asset for the lease term and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most leases do not provide an implicit rate, the Company use an incremental borrowing rate based on the information available at the adoption date in determining the present value of future payments. Lease expense for minimum lease payments is amortized on a straight-line basis over the lease term and is included in general and administrative expenses in the statements of operations. |
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 or for any related interest and penalties. 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. |
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 August 2020, the FASB issued Accounting Standards Update (“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. The Company expects that this guidance will not have a material impact on the Company’s condensed consolidated financial statements. 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. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt–Modifications and Extinguishments (Subtopic 470-50), Compensation–Stock Compensation (Topic 718), and Derivatives and Hedging–Contracts in Entity’s Own Equity (Subtopic 815-40). This ASU reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. This ASU provides guidance for a modification or an exchange of a freestanding equity-classified written call option that is not within the scope of another Topic. It specifically addresses: (1) how an entity should treat a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; (2) how an entity should measure the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; and (3) how an entity should recognize the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange. This ASU will be effective for all entities for fiscal years beginning after December 15, 2021. An entity should apply the amendments prospectively to modifications or exchanges occurring on or after the effective date of the amendments. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the effect the adoption of this ASU will have on the condensed consolidated financial statements. |
MINERAL RIGHTS (Tables)
MINERAL RIGHTS (Tables) | 9 Months Ended |
Jan. 31, 2022 | |
Extractive Industries [Abstract] | |
SCHEDULE OF MINERAL PROPERTIES | As of the dates presented, mineral properties consisted of the following: SCHEDULE OF MINERAL PROPERTIES January 31, 2022 April 30, 2021 CK Gold Project $ 3,091,738 $ 3,091,738 Keystone Project 1,028,885 1,028,885 Maggie Creek Project 1,986,607 1,986,607 Challis Gold Project 10,249,632 10,249,632 Total $ 16,356,862 $ 16,356,862 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Jan. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT | As of the dates presented, property consisted of the following: SCHEDULE OF PROPERTY AND EQUIPMENT January 31, 2022 April 30, 2021 Site costs $ 203,320 $ 169,803 Land 175,205 - Computer equipment 7,265 3,498 Vehicle 39,493 39,493 Total 425,283 212,794 Less: accumulated depreciation (66,137 ) (40,572 ) Total $ 359,146 $ 172,222 |
ASSET RETIREMENT OBLIGATION (Ta
ASSET RETIREMENT OBLIGATION (Tables) | 9 Months Ended |
Jan. 31, 2022 | |
Asset Retirement Obligation Disclosure [Abstract] | |
SCHEDULE OF ASSET RETIREMENT OBLIGATION | SCHEDULE OF ASSET RETIREMENT OBLIGATION January 31, 2022 April 30, 2021 Balance, beginning of period $ 204,615 $ 168,392 Addition and changes in estimates 33,517 18,746 Accretion expense 16,174 17,477 Balance, end of period $ 254,306 $ 204,615 |
OPERATING LEASE RIGHT-OF-USE _2
OPERATING LEASE RIGHT-OF-USE ASSETS AND OPERATING LEASE LIABILITIES (Tables) | 9 Months Ended |
Jan. 31, 2022 | |
Operating Lease Right-of-use Assets And Operating Lease Liabilities | |
SCHEDULE OF SUPPLEMENTAL BALANCE SHEET INFORMATION RELATED TO LEASES | Right-of- use assets are summarized below: SCHEDULE OF SUPPLEMENTAL BALANCE SHEET INFORMATION RELATED TO LEASES January 31, 2022 April 30, 2021 Operating leases $ 79,205 $ Operating Lease liabilities are summarized below: January 31, 2022 April 30, 2021 Operating lease, current portion $ 52,016 $ Operating lease, long term portion 27,414 - Total lease liability $ 79,430 $ - |
SCHEDULE OF SUPPLEMENTAL CASH FLOW AND NON-CASH INFORMATION RELATED TO LEASES | The following table includes supplemental cash and non-cash information related to the Company’s lease: SCHEDULE OF SUPPLEMENTAL CASH FLOW AND NON-CASH INFORMATION RELATED TO LEASES 2022 2021 Nine months ended January 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating lease $ 30,500 $ Lease assets obtained in exchange for new operating lease liabilities $ 106,631 $ - |
SCHEDULE OF FUTURE MINIMUM PAYMENTS REQUIRED UNDER NON-CANCELABLE OPERATING LEASES | Minimum lease payments under non-cancelable operating leases at January 31, 2022 are as follows: SCHEDULE OF FUTURE MINIMUM PAYMENTS REQUIRED UNDER NON-CANCELABLE OPERATING LEASES Remainder of fiscal year ended April 30, 2022 14,300 Year ended April 30, 2023 57,800 Year ended April 30, 2024 12,400 Total $ 84,500 Less: imputed interest (5,070 ) Total present value of lease liability $ 79,430 |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 9 Months Ended |
Jan. 31, 2022 | |
Equity [Abstract] | |
SCHEDULE OF STOCK OPTION ACTIVITY | The following is a summary of the Company’s stock option activity during the nine months ended January 31, 2022: SCHEDULE OF STOCK OPTION ACTIVITY Number of Weighted Weighted Balance at April 30, 2021 95,000 $ 14.63 1.57 Granted 58,060 6.93 5.00 Exercised — — — Forfeited — — — Cancelled (5,000 ) 13.40 — Balance at January 31, 2022 148,060 11.65 2.46 Options exercisable at end of period 128,410 $ 13.44 Options expected to vest 19,650 $ 6.93 Weighted average fair value of options granted during the period $ 4.52 |
SCHEDULE OF STOCK OPTION | SCHEDULE OF STOCK OPTION For the Risk free interest rate 1.53 % Dividend yield 0.00 % Expected volatility 82 % Contractual term (in years) 5.0 Forfeiture rate 0.00 % |
SCHEDULE OF STOCK WARRANT ACTIVITY | A summary of the Company’s outstanding warrants to purchase shares of common stock as of January 31, 2022 and changes during the period ended as presented below: SCHEDULE OF STOCK WARRANT ACTIVITY Number of Warrants Weighted Average Weighted Average Remaining Contractual Warrants with no Class designation: Balance at April 30, 2021 1,428,794 $ 12.00 4.08 Granted — — — Exercised — — — Forfeited (170,235 ) 31.25 — Canceled — — — Balance at January 31, 2022 1,258,559 9.40 3.92 Class A Warrants: Balance at April 30, 2021 109,687 11.40 3.22 Granted — — — Exercised — — — Forfeited — — — Canceled — — — Balance at January 31, 2022 109,687 11.40 2.47 Total Warrants Outstanding at January 31, 2022 1,368,246 $ 9.56 3.80 Warrants exercisable at end of period 1,368,246 $ 9.56 Weighted average fair value of warrants granted during the period $ — |
NET LOSS PER COMMON SHARE (Tabl
NET LOSS PER COMMON SHARE (Tables) | 9 Months Ended |
Jan. 31, 2022 | |
Earnings Per Share [Abstract] | |
SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE | SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE January 31, 2022 January 31, 2021 Common stock equivalents: Restricted stock units 441,402 342,856 Stock options 148,060 95,000 Stock warrants 1,368,246 1,380,160 Total 1,957,708 1,818,016 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Jan. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
SCHEDULE OF ROYALTY PAYABLE | SCHEDULE OF ROYALTY PAYABLE FOB Mine Value per Ton Percentage Royalty $ 00.00 50.00 5 % $ 50.01 100.00 7 % $ 100.01 150.00 9 % $ 150.01 10 % |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS | The future minimum lease payments at January 31, 2022 under these mining leases are as follows, each payment to be made in the fourth quarter of the respective fiscal years: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Fiscal 2022 $ 2,240 Fiscal 2023 2,240 Fiscal 2024 960 Total $ 5,440 |
SCHEDULE OF RIGHT AND OPTION TO EARN-IN AND ACQUIRE UNDIVIDED INTEREST | The remaining required Initial Earn-in payments at January 31, 2022, as amended: SCHEDULE OF RIGHT AND OPTION TO EARN-IN AND ACQUIRE UNDIVIDED INTEREST Fiscal 2022 $ 500,000 Fiscal 2023 700,000 Fiscal 2024 1,000,000 Fiscal 2025 1,000,000 Fiscal 2026 1,000,000 $ 4,200,000 |
SCHEDULE OF ADVANCE MINIMUM ROYALTY PAYMENTS | The annual advance minimum royalty payments at January 31, 2022 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: SCHEDULE OF ADVANCE MINIMUM ROYALTY PAYMENTS Fiscal 2022 $ 25,000 Fiscal 2023 25,000 Fiscal 2024 25,000 Fiscal 2025 25,000 Fiscal 2026 25,000 Fiscal 2027 and thereafter 125,000 Total $ 250,000 |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details Narrative) - shares | Mar. 17, 2020 | Sep. 10, 2019 | May 23, 2017 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Equity ownership interest rate percent | 90.00% | ||
Board of Directors [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
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] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Number of shares issued for common stock | 200,000 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 6 Months Ended | ||
Oct. 31, 2021 | Jan. 31, 2022 | Apr. 30, 2021 | |
Accounting Policies [Abstract] | |||
Prepaid expenses and other current assets | $ 400,916 | $ 430,360 | |
Estimated useful life of the assets | 10 years |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Mar. 18, 2022 | Feb. 14, 2022 | Jan. 31, 2022 | Oct. 31, 2021 | Jul. 31, 2021 | Jan. 31, 2021 | Oct. 31, 2020 | Jul. 31, 2020 | Jan. 31, 2022 | Jan. 31, 2021 | Apr. 30, 2021 |
Subsequent Event [Line Items] | |||||||||||
Cash | $ 3,677,593 | $ 3,677,593 | $ 13,645,405 | ||||||||
[custom:WorkingCapital-0] | 2,700,000 | 2,700,000 | |||||||||
Retained Earnings (Accumulated Deficit) | 56,153,331 | 56,153,331 | $ 43,975,046 | ||||||||
Net Income (Loss) Attributable to Parent | $ 4,335,260 | $ 4,293,310 | $ 3,549,715 | $ 3,700,580 | $ 4,844,666 | $ 957,120 | 12,178,285 | $ 9,502,366 | |||
Net Cash Provided by (Used in) Operating Activities | $ 9,788,840 | $ 6,365,362 | |||||||||
Subsequent Event [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Proceeds from issuance or sale of equity | $ 5,000,000 | $ 2,500,000 |
SCHEDULE OF MINERAL PROPERTIES
SCHEDULE OF MINERAL PROPERTIES (Details) - USD ($) | Jan. 31, 2022 | Apr. 30, 2021 |
Restructuring Cost and Reserve [Line Items] | ||
Total | $ 16,356,862 | $ 16,356,862 |
CK Gold Project [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Total | 3,091,738 | 3,091,738 |
Keystone Project [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Total | 1,028,885 | 1,028,885 |
Maggie Creek Project [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Total | 1,986,607 | 1,986,607 |
Challis Gold Project [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Total | $ 10,249,632 | $ 10,249,632 |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($) | Jan. 31, 2022 | Apr. 30, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 425,283 | $ 212,794 |
Less: accumulated depreciation | (66,137) | (40,572) |
Total | 359,146 | 172,222 |
Retail Site [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 203,320 | 169,803 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 175,205 | |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 7,265 | 3,498 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 39,493 | $ 39,493 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expenses | $ 9,458 | $ 6,740 | $ 25,565 | $ 16,456 |
SCHEDULE OF ASSET RETIREMENT OB
SCHEDULE OF ASSET RETIREMENT OBLIGATION (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | Apr. 30, 2021 | |
Asset Retirement Obligation Disclosure [Abstract] | |||||
Balance, beginning of period | $ 204,615 | $ 168,392 | $ 168,392 | ||
Addition and changes in estimates | 33,517 | 18,746 | |||
Accretion expense | $ 5,988 | $ 4,585 | 16,174 | $ 12,973 | 17,477 |
Balance, end of period | $ 254,306 | $ 254,306 | $ 204,615 |
ASSET RETIREMENT OBLIGATION (De
ASSET RETIREMENT OBLIGATION (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | Apr. 30, 2021 | |
Asset Retirement Obligation Disclosure [Abstract] | |||||
Accretion expense | $ 5,988 | $ 4,585 | $ 16,174 | $ 12,973 | $ 17,477 |
SCHEDULE OF SUPPLEMENTAL BALANC
SCHEDULE OF SUPPLEMENTAL BALANCE SHEET INFORMATION RELATED TO LEASES (Details) - USD ($) | Jan. 31, 2022 | Apr. 30, 2021 |
Operating Lease Right-of-use Assets And Operating Lease Liabilities | ||
Operating leases | $ 79,205 | |
Operating lease, current portion | 52,016 | |
Operating lease, long term portion | 27,414 | |
Total lease liability | $ 79,430 |
SCHEDULE OF SUPPLEMENTAL CASH F
SCHEDULE OF SUPPLEMENTAL CASH FLOW AND NON-CASH INFORMATION RELATED TO LEASES (Details) - USD ($) | 9 Months Ended | |
Jan. 31, 2022 | Jan. 31, 2021 | |
Operating Lease Right-of-use Assets And Operating Lease Liabilities | ||
Operating cash flows from operating lease | $ 30,500 | |
Lease assets obtained in exchange for new operating lease liabilities | $ 106,631 |
SCHEDULE OF FUTURE MINIMUM PAYM
SCHEDULE OF FUTURE MINIMUM PAYMENTS REQUIRED UNDER NON-CANCELABLE OPERATING LEASES (Details) - USD ($) | Jan. 31, 2022 | Apr. 30, 2021 |
Operating Lease Right-of-use Assets And Operating Lease Liabilities | ||
Remainder of fiscal year ended April 30, 2022 | $ 14,300 | |
Year ended April 30, 2023 | 57,800 | |
Year ended April 30, 2024 | 12,400 | |
Total | 84,500 | |
Less: imputed interest | (5,070) | |
Total present value of lease liability | $ 79,430 |
OPERATING LEASE RIGHT-OF-USE _3
OPERATING LEASE RIGHT-OF-USE ASSETS AND OPERATING LEASE LIABILITIES (Details Narrative) - USD ($) | Sep. 01, 2021 | May 02, 2021 | Jan. 31, 2022 | Jan. 31, 2022 |
Operating Lease Right-of-use Assets And Operating Lease Liabilities | ||||
Lease term, description | The term of the lease is for a two-year period from September 2021 to August 2023 | The term of the lease is for a two-year period from May 2021 to May 2023 | ||
Payment for rent | $ 3,100 | $ 1,667 | ||
Renewal term | 2 years | 3 years | ||
Lease expenses | $ 14,375 | $ 30,725 | ||
Weighted average remaining lease term | 1 year 4 months 28 days | 1 year 4 months 28 days | ||
Weighted average incremental borrowing rate | 8.00% | 8.00% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Mar. 19, 2021 | Jan. 07, 2021 | Apr. 16, 2019 | Jan. 31, 2021 | Apr. 30, 2019 | Jan. 31, 2022 | Oct. 31, 2021 | Jan. 31, 2021 | Oct. 31, 2020 | Jan. 31, 2022 | Jan. 31, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Shares issued for services, value | $ 47,500 | $ 1,598 | $ 1,442,202 | ||||||||
Consulting fees | $ 1,262,868 | 895,741 | $ 2,982,354 | $ 3,200,741 | |||||||
Consulting Agreement [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Agreement term | 1 year | ||||||||||
Cash payments to related parties | $ 3,750 | ||||||||||
Shares issued for services, value | $ 45,000 | $ 45,000 | |||||||||
Shares issued for services | 4,592 | ||||||||||
January 2021 Agreement [Member] | Director [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Agreement term | 1 year | ||||||||||
Cash payments to related parties | $ 3,000 | 4,167 | 4,167 | ||||||||
Shares issued for services, value | 50,000 | ||||||||||
Shares issued for services | 3,222 | ||||||||||
Annual professional fees | 86,000 | ||||||||||
Cash payments to related parties | $ 36,000 | ||||||||||
Consulting fees | 9,000 | $ 3,000 | 27,000 | $ 6,750 | |||||||
March 2021 Agreement [Member] | Mr. Karr [Member] | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Agreement term | 1 year | ||||||||||
Cash payments to related parties | $ 10,000 | ||||||||||
Shares issued for services, value | 60,000 | ||||||||||
Cash payments to related parties | 120,000 | ||||||||||
Consulting fees | $ 180,000 | 30,000 | 90,000 | ||||||||
Accrued expenses | $ 52,500 | $ 52,500 |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITY (Details) | 9 Months Ended |
Jan. 31, 2022$ / sharesshares | |
Equity [Abstract] | |
Number of options outstanding, beginning of period | shares | 95,000 |
Weighted average exercise price outstanding, beginning of period | $ 14.63 |
Weighted average remaining contractual life (Years), ending of period | 1 year 6 months 25 days |
Number of options, granted | shares | 58,060 |
Weighted average exercise price, granted | $ 6.93 |
Weighted average remaining contractual life (Years), grant | 5 years |
Number of options, exercised | shares | |
Weighted average exercise price, exercised | |
Number of options, forfeited | shares | |
Weighted average exercise price, forfeited | |
Number of options, cancelled | shares | (5,000) |
Weighted average exercise price, cancelled | $ 13.40 |
Number of options outstanding,ending of period | shares | 148,060 |
Weighted average exercise price outstanding, ending of period | $ 11.65 |
Weighted average remaining contractual life (Years), ending of period | 2 years 5 months 15 days |
Number of options exercisable at end of period | shares | 128,410 |
Weighted average exercise price options exercisable at end of period | $ 13.44 |
Number of options expected to vest | shares | 19,650 |
Weighted average exercise price options expected to vest | $ 6.93 |
Weighted average exercise Price weighted average fair value of options granted during the period | $ 4.52 |
SCHEDULE OF STOCK OPTION (Detai
SCHEDULE OF STOCK OPTION (Details) | 9 Months Ended |
Jan. 31, 2022 | |
Equity [Abstract] | |
Risk free interest rate | 1.53% |
Dividend yield | 0.00% |
Expected volatility | 82.00% |
Contractual term (in years) | 5 years |
Forfeiture rate | 0.00% |
SCHEDULE OF STOCK WARRANT ACTIV
SCHEDULE OF STOCK WARRANT ACTIVITY (Details) | 9 Months Ended |
Jan. 31, 2022$ / sharesshares | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of Warrants, Outstanding, Ending balance | shares | 1,368,246 |
Weighted Average Exercise Price, Outstanding, Ending balance | $ 9.56 |
Weighted average remaining contractual life in years, end of period | 3 years 9 months 18 days |
Number of Warrants, Exercisable, Ending balance | shares | 1,368,246 |
Weighted Average Exercise Price, Exercisable, Ending balance | $ 9.56 |
Weighted average fair value of warrants granted during the period | |
Warrants with No Class Designation [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of Warrants, Outstanding, Beginning balance | shares | 1,428,794 |
Weighted Average Exercise Price,Outstanding, Beginning balance | $ 12 |
Weighted average remaining contractual life in years, beginning of period | 4 years 29 days |
Number of Warrants, Granted | shares | |
Weighted Average Exercise Price, Granted | |
Number of Warrants, Exercised | shares | |
Weighted Average Exercise Price, Exercised | |
Number of Warrants, Forfeited | shares | (170,235) |
Weighted Average Exercise Price, Forfeited | $ 31.25 |
Number of Warrants, Canceled | shares | |
Weighted Average Exercise Price, Canceled | |
Number of Warrants, Outstanding, Ending balance | shares | 1,258,559 |
Weighted Average Exercise Price, Outstanding, Ending balance | $ 9.40 |
Weighted average remaining contractual life in years, end of period | 3 years 11 months 1 day |
Class A Warrants [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of Warrants, Outstanding, Beginning balance | shares | 109,687 |
Weighted Average Exercise Price,Outstanding, Beginning balance | $ 11.40 |
Weighted average remaining contractual life in years, beginning of period | 3 years 2 months 19 days |
Number of Warrants, Granted | shares | |
Weighted Average Exercise Price, Granted | |
Number of Warrants, Exercised | shares | |
Weighted Average Exercise Price, Exercised | |
Number of Warrants, Forfeited | shares | |
Weighted Average Exercise Price, Forfeited | |
Number of Warrants, Canceled | shares | |
Weighted Average Exercise Price, Canceled | |
Number of Warrants, Outstanding, Ending balance | shares | 109,687 |
Weighted Average Exercise Price, Outstanding, Ending balance | $ 11.40 |
Weighted average remaining contractual life in years, end of period | 2 years 5 months 19 days |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | Jan. 24, 2022 | Oct. 22, 2021 | Oct. 20, 2021 | Jul. 19, 2021 | Jun. 09, 2021 | Jun. 01, 2021 | Aug. 31, 2020 | Jan. 31, 2022 | Oct. 31, 2021 | Jan. 31, 2021 | Oct. 31, 2020 | Jan. 31, 2022 | Jan. 31, 2021 | Apr. 30, 2021 | Aug. 06, 2019 | Aug. 31, 2017 |
Class of Stock [Line Items] | ||||||||||||||||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | |||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||
Preferred stock, shares designated | 50,000,000 | 50,000,000 | 50,000,000 | |||||||||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||
Shares issued for services, value | $ 47,500 | $ 1,598 | $ 1,442,202 | |||||||||||||
Share based compensation | $ 785,007 | 1,145,595 | $ 1,201,981 | $ 1,243,061 | ||||||||||||
Fair value of shares over vesting period | $ 1,584,229 | |||||||||||||||
Vesting term | 1 year 10 months 28 days | |||||||||||||||
Shares purchase to consultants | 58,060 | |||||||||||||||
Option term | 1 year 6 months 25 days | |||||||||||||||
Exercise price | $ 13.44 | $ 13.44 | ||||||||||||||
Stock or Unit Option Plan Expense | $ 176,073 | $ 2,925 | $ 176,073 | $ 191,837 | ||||||||||||
Share-based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | 86,350 | $ 86,350 | ||||||||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 years 11 months 23 days | |||||||||||||||
2017 Equity Incentive Plan [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock reservation of shares | 165,000 | |||||||||||||||
2020 Incentive Plan [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 1,167,095 | |||||||||||||||
Common stock reservation of shares | 330,710 | |||||||||||||||
Number of shares available for issuance | 836,385 | |||||||||||||||
Common Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 5,647 | 7,688 | 147,341 | |||||||||||||
Shares issued for services, value | $ 6 | $ 8 | $ 147 | |||||||||||||
Warrant [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Warrants outstanding and exercisable, intrinsic value | 475,650 | $ 475,650 | ||||||||||||||
Consultant [Member] | Common Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 2,162 | |||||||||||||||
Shares issued for services, value | $ 22,500 | |||||||||||||||
Shares issued price per share | $ 10.41 | |||||||||||||||
Director [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Shares purchase to consultants | 21,240 | |||||||||||||||
Option term | 5 years | |||||||||||||||
Exercise price | $ 6.93 | |||||||||||||||
Employees [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Vesting description | The options vest 25% on the date of grant and 25% each next three years from the date of grant. | |||||||||||||||
Shares purchase to consultants | 26,200 | |||||||||||||||
Option term | 5 years | |||||||||||||||
Exercise price | $ 6.93 | |||||||||||||||
Vesting period | 3 years | |||||||||||||||
Consultants [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Shares purchase to consultants | 10,620 | |||||||||||||||
Option term | 5 years | |||||||||||||||
Exercise price | $ 6.93 | |||||||||||||||
Advisory Consulting Agreement [Member] | Consultant [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 2,824 | |||||||||||||||
Shares issued for services, value | $ 30,000 | |||||||||||||||
Shares issued price per share | $ 10.62 | |||||||||||||||
Accrued liabilities | $ 5,000 | 5,000 | ||||||||||||||
Share based compensation | $ 25,000 | |||||||||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 2,097 | |||||||||||||||
Shares issued for services, value | $ 25,000 | |||||||||||||||
Shares issued price per share | $ 11.92 | |||||||||||||||
Restricted Stock Units (RSUs) [Member] | Services Rendered [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 47,108 | |||||||||||||||
Shares issued for services, value | $ 326,475 | |||||||||||||||
Shares issued price per share | $ 6.93 | |||||||||||||||
Restricted Stock Units (RSUs) [Member] | Employee [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 15,322 | |||||||||||||||
Shares issued for services, value | $ 150,000 | |||||||||||||||
Shares issued price per share | $ 9.79 | |||||||||||||||
Vesting percentage | 25.00% | |||||||||||||||
Vesting description | the remaining shall vest one-third over a three-year period from the date of issuance | |||||||||||||||
Restricted Stock Units (RSUs) [Member] | Former Employee [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 1,116 | |||||||||||||||
Restricted Stock Units (RSUs) [Member] | Consultant [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 25,685 | |||||||||||||||
Shares issued for services, value | $ 178,000 | |||||||||||||||
Shares issued price per share | $ 6.93 | |||||||||||||||
Restricted Stock Units (RSUs) [Member] | Director [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 13,852 | |||||||||||||||
Shares issued for services, value | $ 96,000 | |||||||||||||||
Shares issued price per share | $ 6.93 | |||||||||||||||
Restricted Stock Units (RSUs) [Member] | Investor Relations Agreement [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Common stock issue shares | 25,000 | |||||||||||||||
Shares issued for services, value | $ 258,500 | |||||||||||||||
Shares issued price per share | $ 10.34 | |||||||||||||||
Series A Convertible Preferred Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Preferred stock, shares designated | 1,300,000 | 1,300,000 | ||||||||||||||
Series B Convertible Preferred Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Preferred stock, shares designated | 400,000 | 400,000 | ||||||||||||||
Series C Convertible Preferred Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Preferred stock, shares designated | 45,002 | 45,002 | ||||||||||||||
Series D Convertible Preferred Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Preferred stock, shares designated | 7,402 | 7,402 | ||||||||||||||
Series E Convertible Preferred Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Preferred stock, shares designated | 2,500 | 2,500 | ||||||||||||||
Series F Preferred Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Preferred stock, shares designated | 1,250 | 1,250 | ||||||||||||||
Series G Preferred Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Preferred stock, shares designated | 127 | 127 | ||||||||||||||
Series H Preferred Stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Preferred stock, shares designated | 106,894 | 106,894 | ||||||||||||||
Series I preferred stock [Member] | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Preferred stock, shares designated | 921,666 | 921,666 |
SCHEDULE OF ANTIDILUTIVE SECURI
SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE (Details) - shares | 9 Months Ended | |
Jan. 31, 2022 | Jan. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 1,957,708 | 1,818,016 |
Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 441,402 | 342,856 |
Equity Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 148,060 | 95,000 |
Stock Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 1,368,246 | 1,380,160 |
SCHEDULE OF ROYALTY PAYABLE (De
SCHEDULE OF ROYALTY PAYABLE (Details) | Jan. 31, 2022$ / shares |
FOB Mine Value Per Ton Range One [Member] | |
Loss Contingencies [Line Items] | |
Percentage royalty | 5.00% |
FOB Mine Value Per Ton Range One [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
FOB mine value per ton | $ 0 |
FOB Mine Value Per Ton Range One [Member] | Maximum [Member] | |
Loss Contingencies [Line Items] | |
FOB mine value per ton | $ 50 |
FOB Mine Value Per Ton Range Two [Member] | |
Loss Contingencies [Line Items] | |
Percentage royalty | 7.00% |
FOB Mine Value Per Ton Range Two [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
FOB mine value per ton | $ 50.01 |
FOB Mine Value Per Ton Range Two [Member] | Maximum [Member] | |
Loss Contingencies [Line Items] | |
FOB mine value per ton | $ 100 |
FOB Mine Value Per Ton Range Three [Member] | |
Loss Contingencies [Line Items] | |
Percentage royalty | 9.00% |
FOB Mine Value Per Ton Range Three [Member] | Minimum [Member] | |
Loss Contingencies [Line Items] | |
FOB mine value per ton | $ 100.01 |
FOB Mine Value Per Ton Range Three [Member] | Maximum [Member] | |
Loss Contingencies [Line Items] | |
FOB mine value per ton | 150 |
FOB Mine Value Per Ton Range Four [Member] | |
Loss Contingencies [Line Items] | |
FOB mine value per ton | $ 150.01 |
Percentage royalty | 10.00% |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details) | Jan. 31, 2022USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Fiscal 2022 | $ 2,240 |
Fiscal 2023 | 2,240 |
Fiscal 2024 | 960 |
Total | $ 5,440 |
SCHEDULE OF RIGHT AND OPTION TO
SCHEDULE OF RIGHT AND OPTION TO EARN-IN AND ACQUIRE UNDIVIDED INTEREST (Details) | 9 Months Ended |
Jan. 31, 2022USD ($) | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Initial earn in amount | $ 4,200,000 |
Fiscal 2022 [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Initial earn in amount | 500,000 |
Fiscal Year 2023 [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Initial earn in amount | 700,000 |
Fiscal Year 2024 [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Initial earn in amount | 1,000,000 |
Fiscal Year 2025 [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Initial earn in amount | 1,000,000 |
Fiscal Year 2026 [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Initial earn in amount | $ 1,000,000 |
SCHEDULE OF ADVANCE MINIMUM ROY
SCHEDULE OF ADVANCE MINIMUM ROYALTY PAYMENTS (Details) | Jan. 31, 2022USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Fiscal 2022 | $ 25,000 |
Fiscal 2023 | 25,000 |
Fiscal 2024 | 25,000 |
Fiscal 2025 | 25,000 |
Fiscal 2026 | 25,000 |
Fiscal 2027 and thereafter | 125,000 |
Total | $ 250,000 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details Narrative) | Aug. 25, 2021USD ($) | Jan. 31, 2022USD ($)a$ / shares | Jan. 31, 2021USD ($) | Sep. 01, 2021USD ($) | May 02, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Lease term, renew | 2 years | 3 years | |||
Initial earn in amount | $ 4,200,000 | ||||
Minimum royalty payments percentage | 100.00% | ||||
Annual lease payment | $ 30,500 | ||||
Maggie Creek [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Undivided interest Percentage | 0.50 | ||||
Initial earn in period | 7 years | ||||
Initial earn in amount | $ 4,500,000 | ||||
Initial earn in amount reminder of fiscal year | 300,000 | ||||
Payment to initial earn in amount | $ 250,000 | ||||
State of Wyoming Mining Lease One [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Area of land | a | 640 | ||||
Lease renewed date | 2013-02 | ||||
Lease term | 10 years | ||||
Lease annual payment per acre | $ / shares | $ 2 | ||||
Lease term, renew | 10 years | ||||
Lease annual payment per acre third ten year term | $ / shares | $ 3 | ||||
Lease annual payment per acre thereafter | $ / shares | $ 4 | ||||
State of Wyoming Mining Lease Two [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Area of land | a | 480 | ||||
Lease renewed date | 2014-02 | ||||
Lease term | 10 years | ||||
Lease annual payment per acre | $ / shares | $ 2 | ||||
Exploration Access and Option to Lease Agreement [Member] | Land Owner [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Annual exploration | $ 10,000 | ||||
Annual option payment | 35,780 | ||||
Anniversary lease payments | 6,560 | ||||
Total amount | $ 42,340 | ||||
Closing Amount | 26,240 | ||||
Annual lease payment | 50,000 | ||||
Annual right way payments | 13,120 | ||||
Lease right payments | $ 50,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Millions | Mar. 16, 2022 | Feb. 14, 2022 |
Subsequent Event [Line Items] | ||
Number of shares issued for direct offering | 625,000 | 384,741 |
Shares issued price per share | $ 8 | $ 6.50 |
Warrants to purchase of shares | 625,000 | 192,370 |
Exercise price of warrants | $ 8.60 | $ 8 |
Warrants term | 5 years | 5 years |
Proceeds from issuance initial public offering | $ 2.5 | |
Registered offering date | Feb. 16, 2022 | |
Proceeds from issuance of warrants | $ 5 |