Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2017shares | |
Document and Entity Information | |
Entity Registrant Name | Thunder Mountain Gold Inc |
Document Type | 10-Q |
Document Period End Date | Sep. 30, 2017 |
Amendment Flag | false |
Entity Central Index Key | 711,034 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Smaller Reporting Company |
Entity Current Reporting Status | Yes |
Entity Voluntary Filers | No |
Entity Well-known Seasoned Issuer | No |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | Q3 |
Entity Common Stock, Shares Outstanding | 55,095,579 |
Entity Incorporation, Date of Incorporation | Nov. 9, 1935 |
Trading Symbol | thmg |
Thunder Mountain Gold, Inc. Con
Thunder Mountain Gold, Inc. Consolidated Balance Sheets - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 | |
Current assets: | |||
Cash and cash equivalents | $ 6,763 | $ 108,184 | |
Prepaid expenses and other assets | 30,180 | 33,903 | |
Total current assets | 36,943 | 142,087 | |
Property and Equipment: | |||
Land | 280,333 | 280,333 | |
Equipment, net of accumulated depreciation of $63,291 and $15,047, respectively | [1] | 119,314 | 218,918 |
Total property and equipment | 399,647 | 499,251 | |
Mineral interests | [2] | 479,477 | 479,477 |
Total assets | 916,067 | 1,120,815 | |
Current liabilities: | |||
Accounts payable and other accrued liabilities | 89,195 | 86,813 | |
Accrued related party liability | [3] | 181,313 | 181,313 |
Accrued interest payable to related parties | [4] | 30,051 | 17,723 |
Deferred payroll | [3] | 802,500 | 568,500 |
Related party notes payable | [4] | 126,576 | 126,576 |
Total current liabilities | 1,229,635 | 980,925 | |
Accrued reclamation costs | [2] | 65,000 | 65,000 |
Total liabilities | 1,294,635 | 1,045,925 | |
Commitments and Contingencies | [5] | 0 | 0 |
Stockholders' equity (deficit): | |||
Preferred stock; $0.0001 par value, 5,000,000 shares authorized; no shares issued or outstanding | 0 | 0 | |
Common stock; $0.001 par value; 200,000,000 shares authorized, 55,095,579 and 54,680,579 shares issued and outstanding | 55,096 | 54,681 | |
Additional paid-in capital | 5,444,332 | 5,350,513 | |
Less: 11,700 shares of treasury stock, at cost | (24,200) | (24,200) | |
Accumulated deficit | (6,032,498) | (5,484,806) | |
Total Thunder Mountain Gold, Inc stockholders' equity (deficit) | (557,270) | (103,812) | |
Noncontrolling interest in Owyhee Gold Trust | [2] | 178,702 | 178,702 |
Total stockholders' equity (deficit) | (378,568) | 74,890 | |
Total liabilities and stockholders' equity (deficit) | $ 916,067 | $ 1,120,815 | |
[1] | Note 4 | ||
[2] | Note 3 | ||
[3] | Note 6 | ||
[4] | Note 5 | ||
[5] | Notes 2, 3 |
Statement of Financial Position
Statement of Financial Position - Parenthetical - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of financial position | ||
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par Value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares Issued | 55,095,579 | 54,680,579 |
Common Stock, Shares Outstanding | 55,095,579 | 54,680,579 |
Accumulated depreciation | $ 63,291 | $ 15,047 |
Thunder Mountain Gold, Inc. Co4
Thunder Mountain Gold, Inc. Consolidated Statements of Operations (unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Expenses: | ||||
Exploration expenses | $ 46,613 | $ 49,318 | $ 144,881 | $ 143,138 |
Legal and accounting | 9,728 | 64,837 | 48,975 | 231,396 |
Management and administrative | 69,354 | 271,579 | 284,074 | 408,413 |
Loss on sale of equipment | 1,021 | 1,021 | ||
Depreciation | 15,003 | 57,582 | ||
Total expenses | 141,719 | 385,734 | 536,533 | 782,947 |
Other income (expense): | ||||
Interest expense, related parties | (4,612) | (5,074) | (12,454) | (12,426) |
Miscellaneous Income | 1,200 | 1,200 | ||
Foreign exchange gain (loss) | 26 | 95 | 5,238 | |
Total other income (expense) | (3,412) | (5,048) | (11,159) | (7,188) |
Net Loss | (145,131) | (390,782) | (547,692) | (790,135) |
Net Loss - Thunder Mountain Gold, Inc. | $ (145,131) | $ (390,782) | $ (547,692) | $ (790,135) |
Net Loss per common share-basic and diluted | $ 0 | $ (0.01) | $ (0.01) | $ (0.02) |
Weighted average common shares outstanding-basic and diluted | 54,864,185 | 51,173,456 | 54,791,550 | 50,667,823 |
Thunder Mountain Gold, Inc. Co5
Thunder Mountain Gold, Inc. Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | |||
Net loss | $ (145,131) | $ (547,692) | $ (790,135) |
Adjustments to reconcile net loss to net cash used by operating activities: | |||
Depreciation | 15,003 | 57,582 | |
Loss on sale of equipment | 1,021 | 1,021 | |
Common stock options issued for services | 53,558 | 175,199 | |
Change in: | |||
Prepaid expenses and other assets | 3,723 | (2,637) | |
Accounts payable and other accrued liabilities | 2,384 | (75,536) | |
Accrued related party liability | 49,140 | ||
Accrued interest payable to related parties | 12,453 | 12,426 | |
Deferred payroll | 234,000 | 231,000 | |
Net cash used by operating activities | (182,971) | (400,543) | |
Cash flows from investing activities: | |||
Proceeds from sale of equipment | 41,000 | ||
Net cash provided by investing activities | 41,000 | ||
Cash flows from financing activities: | |||
Proceeds from sale of common stock | 285,000 | ||
Proceeds from exercise of common stock warrants | 142,500 | ||
Proceeds from exercise of common stock options | 20,550 | ||
Proceeds from related parties notes payable | 20,000 | 25,000 | |
Payments on related parties notes payable | (7,500) | ||
Net cash provided by financing activities | 40,550 | 445,000 | |
Net increase (decrease) in cash and cash equivalents | (101,421) | 44,457 | |
Cash and cash equivalents, beginning of period | 108,184 | 12,143 | |
Cash and cash equivalents, end of period | $ 6,763 | 6,763 | 56,600 |
Noncash financing and investing activities: | |||
Common stock issued for payment of related parties notes payable | $ 50,000 | ||
Stock options exercised in satisfaction of related parties notes payable and related accrued interest payable | $ 20,125 |
1. Summary of Significant Accou
1. Summary of Significant Accounting Policies and Business Operations | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
1. Summary of Significant Accounting Policies and Business Operations | 1. Summary of Significant Accounting Policies and Business Operations Business Operations Thunder Mountain Gold, Inc. (Thunder Mountain or the Company) was originally incorporated under the laws of the State of Idaho on November 9, 1935, under the name of Montgomery Mines, Inc. In April 1978, the Montgomery Mines Corporation was obtained by a group of the Thunder Mountain property holders and changed its name to Thunder Mountain Gold, Inc., with the primary goal to further develop their holdings in the Thunder Mountain Mining District, located in Valley County, Idaho. Thunder Mountain Gold, Inc. takes its name from the Thunder Mountain Mining District, where its principal lode mining claims were located. For several years, the Companys activities were restricted to maintaining its property position and exploration activities. During 2005, the Company sold its holdings in the Thunder Mountain Mining District. During 2007, the Company acquired the South Mountain Mines property in southwest Idaho and initiated exploration activities on that property, which continue today. Basis of Presentation and Going Concern The accompanying unaudited 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) for interim financial information, as well as the instructions to the Form 10-Q. Accordingly, the financial statements do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of our management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation of the interim financial statements have been included. Operating results for the nine-month period ended September 30, 2017 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2017. For further information, refer to the financial statements and the footnotes thereto in our Annual Report on Form 10-K for the year ended December 31, 2016. The accompanying consolidated financial statements have been prepared under the assumption that the Company will continue as a going concern. The Company is an exploration stage company and has historically incurred losses and does not have sufficient cash at September 30, 2017 to fund normal operations for the next 12 months. The Company has no recurring source of revenue and its ability to continue as a going concern is dependent on the Companys ability to raise capital to fund its future exploration and working capital requirements. The Companys plans for the long-term return to and continuation as a going concern include financing the Companys future operations through sales of its common stock and/or debt and the eventual profitable exploitation of its mining properties. These factors raise substantial doubt about the Companys ability to continue as a going concern. The Company is currently investigating a number of alternatives for raising additional capital with potential investors, lessees and joint venture partners. The consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. If the going concern basis was not appropriate for these financial statements, adjustments would be necessary in the carrying value of assets and liabilities, the reported expenses and the balance sheet classifications used. Reclassifications Certain reclassifications have been made to conform prior periods data to the current presentation. These reclassifications have no effect on previously reported operations, stockholders equity (deficit) or cash flows. Principles of Consolidation The consolidated financial statements include the accounts of the Company; its wholly owned subsidiaries, Thunder Mountain Resources, Inc. and South Mountain Mines, Inc.; and, effective November 6, 2016, a company in which the Company has majority control, Owyhee Gold Trust, LLC (OGT). Intercompany accounts are eliminated in consolidation. The Company has established 75% ownership and full management of OGT. Thus, OGTs financial information is included 100% in the Companys consolidated financial statements since November 6, 2016. The Companys consolidated financial statements reflect the other investors 25% non-controlling interest in OGT. See Note 3 for further information. Accounting Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The more significant areas requiring the use of management estimates and assumptions include the carrying value of properties and mineral interests, environmental remediation liabilities, deferred tax assets, stock based compensation and the fair value of financial and derivative instruments. Managements estimates and assumptions are based on historical experience and other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates. Cash and cash equivalents For the purposes of the balance sheet and statement of cash flows, the Company considers all highly liquid investments with a maturity of three months or less when purchased to be a cash equivalent. Income Taxes The Company recognizes deferred income tax liabilities or assets at the end of each period using the tax rate expected to be in effect when the taxes are actually paid or recovered. A valuation allowance is recognized on deferred tax assets when it is more likely than not that some or all of the deferred tax assets will not be realized. Fair Value Measurements When required to measure assets or liabilities at fair value, the Company uses a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used. The Company determines the level within the fair value hierarchy in which the fair value measurements in their entirety fall. The categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 uses quoted prices in active markets for identical assets or liabilities, Level 2 uses significant other observable inputs, and Level 3 uses significant unobservable inputs. The amount of the total gains or losses for the period are included in earnings that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date. The Company has no financial assets or liabilities that are adjusted to fair value on a recurring basis. Financial Instruments The Companys financial instruments include cash and cash equivalents and related party notes payable the carrying value of which approximates fair value based on the nature of those instruments. Mineral Interests The Company capitalizes costs for acquiring mineral interests and expenses costs to maintain mineral rights and leases as incurred. Exploration costs are expensed in the period in which they occur. Should a property reach the production stage, these capitalized costs would be amortized using the units-of-production method on the basis of periodic estimates of ore reserves. Mineral properties are periodically assessed for impairment of value and any subsequent losses are charged to operations at the time of impairment. If a property is abandoned or sold, its capitalized costs are charged to operations. Property and Equipment Property and equipment are stated at cost. Depreciation and amortization are based on the estimated useful lives of the assets and are computed using straight-line or units-of-production methods. The expected useful lives of most of the Companys equipment ranges between 3 and 10 years. When assets are retired or sold, the costs and related allowances for depreciation and amortization are eliminated from the accounts and any resulting gain or loss is reflected in operations. Investments in Joint Venture The Companys accounting policy for joint ventures is as follows: The Company uses the cost method when it does not have joint control or significant influence in a joint venture. Under the cost method, these investments are carried at cost. If other than temporary impairment in value is determined, it would then be charged to current net income or loss. If the Company enters into a joint venture in which there is joint control between the parties or the Company has significant influence, the equity method is utilized whereby the Companys share of the ventures earnings and losses is included in the statement of operations as earnings in joint ventures and its investments therein are adjusted by a similar amount. If other than temporary impairment in value is determined, it would then be charged to current net income or loss. In a joint venture where the Company holds more than 50% of the voting interest and has significant influence, the joint venture is typically consolidated with the presentation of non-controlling interest. In determining whether significant influences exist, the Company considers its participation in policy-making decisions and its representation on the ventures management committee. See Note 3 regarding the Companys accounting for its investment in Owyhee Gold Trust, LLC. Reclamation and Remediation The Companys operations have been, and are subject to, standards for mine reclamation that have been established by various governmental agencies. The Company would record the fair value of an asset retirement obligation as a liability in the period in which the Company incurred a legal obligation for the retirement of tangible long-lived assets. A corresponding asset would also be recorded and depreciated over the life of the asset. After the initial measurement of the asset retirement obligation, the liability is adjusted at the end of each reporting period to reflect changes in the estimated future cash flows underlying the obligation. Determination of any amounts recognized upon adoption is based upon numerous estimates and assumptions, including future retirement costs, future inflation rates and the credit-adjusted risk-free interest rates. For non-operating properties, the Company accrues costs associated with environmental remediation obligations when it is probable that such costs will be incurred and they are reasonably estimable. Such costs are based on managements estimate of amounts expected to be incurred when the remediation work is performed. Share-Based Compensation Share-based payments to employees and directors, including grants of employee stock options, are measured at fair value and expensed in the statement of operations over the vesting period. Recent Accounting Pronouncements In November 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (ASU) No. 2015-17 Income Taxes - Balance Sheet Classification of Deferred Taxes (Topic 740). The update is designed to reduce complexity of reporting deferred income tax liabilities and assets into current and non-current amounts in a statement of financial position. ASU No. 2015-17 requires the presentation of deferred income taxes, changes to deferred tax liabilities and assets be classified as non-current in the statement of financial position. The update is effective for fiscal years beginning after December 15, 2016. The adoption of this update on January 1, 2017 had no impact on the consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The update simplifies the accounting for stock-based compensation, including income tax consequences and balance sheet and cash flow statement classification of awards. The update is effective for fiscal years beginning after December 15, 2016, with early adoption permitted. The adoption of this update on January 1, 2017 had no impact on the consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The update provides guidance on classification for cash receipts and payments related to eight specific issues. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of implementing this update on the consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01 Business Combinations (Topic 805): Clarifying the Definition of a Business. The update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company will apply the provisions of the update to potential future acquisitions occurring after the effective date. Other 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 impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. Net Income (Loss) Per Share The Company is required to have dual presentation of basic earnings per share (EPS) and diluted EPS. Basic EPS is computed as net income divided by the weighted average number of common shares outstanding for the period. Diluted EPS is calculated based on the weighted average number of common shares outstanding during the period plus the effect of potentially dilutive common stock equivalents, including options and warrants to purchase the Companys common stock. 2017 2016 Stock options 4,700,000 4,515,000 Warrants - 3,590,000 Total possible dilution 4,700,000 8,105,000 |
2. Commitments
2. Commitments | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
2. Commitments | 2. Commitments During 2008 and 2009, three lease arrangements were made with land owners that own land parcels adjacent to the Companys South Mountain patented and unpatented mining claims. The leases were originally for a seven-year period, with annual payments based on $20 per acre. The leases were renewed for an additional 10 years at $30 per acre paid annually, these payments are listed in the table below. The lease payments have no work requirements. Annual Payment Acree Lease (June) $ 3,390 Lowry Lease (October) 11,280 Herman Lease (April) 1,680 Total $16,350 On March 21, 2011, the Company signed an exploration agreement with Newmont Mining Corporation (Newmont) on the Trout Creek Project that significantly expands the Trout Creek target area. Newmonts private mineral package added to the Project surrounds the Companys South Mountain claim group and consists of about 9,565 acres within a thirty-square mile Area of Influence defined in the agreement. Under the terms of the agreement, the Company is responsible for conducting the exploration program and is obligated to expend a minimum of $150,000 over the ensuing two years, with additional expenditures possible in future years. On October 1, 2015, the Company signed an Amendment with Newmont USA Limited that modifies and extends the original Trout Creek Joint Exploration Agreement. The extension allows the Company modified work commitments on the project reducing the annual amount to $150,000 of work obligations by October 31, 2016. On October 27, 2016, the Company decided to terminate the exploration agreement with Newmont. The Company still retains 78 unpatented claims (1,600 acres) in Trout Creek of the target area. The Company pays annual fees to BLM of $3,255 and Lander County $940 fees in maintaining the property. On November 4, 2016, the Company agreed to pay its former partner $5,000 per year in advanced royalties on the South Mountain Project. See Note 3 regarding royalty requirements for the South Mountain Project. |
3. South Mountain Project
3. South Mountain Project | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
3. South Mountain Project | 3. South Mountain Project On November 8, 2012, the Company, through its wholly-owned subsidiary South Mountain Mines, Inc., (SMMI), and Idaho State Gold Company II, LLC (ISGC II) formed the Owyhee Gold Trust, LLC, (OGT) a limited liability company. In 2015 and through November 2016, disagreements between SMMI and ISGC II resulted in litigation about the status of OGT. In November 2016, the parties entered into judicially-confirmed Settlement Agreement and Release that resolved outstanding disagreements, and provided for a new operating agreement by which SMMI obtained an option to acquired 100% of OGTs interest in the South Mountain Project. Under the new OGT operating agreement, SMMI is the sole manager and pays all expenses for exploration and development of the property. SMMI and ISGC II have 75% and 25% ownership, respectively, in OGT. SMMI and OGT have a separate Mining Lease with Option to Purchase (Lease Option) under which SMMI has an option to purchase the South Mountain mineral interest for a capped $5 million less net returns royalties paid through the date of exercise. The Lease Option expires in November 2026. If SMMI exercises the option, the option payment $5 million less advance royalties will be distributed 100% by OGT to ISGC II. Under the Lease Option, SMMI pays a $5,000 net returns royalty annually on November 4. During 2015 and through the settlement date (November 6, 2016), the Company managed the South Mountain mineral interests and recognized expenses as Company expenses. The carrying value of the mineral property is $479,477 at both September 30, 2017 and December 31, 2016. |
4. Property and Equipment
4. Property and Equipment | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
4. Property and Equipment | 4. Property and Equipment The Companys property and equipment are as follows: September 30, 2017 December 31, 2016 Vehicles $ 22,441 $ 22,441 Buildings 65,071 65,072 Construction Equipment 36,447 87,806 Mining Equipment 58,646 58,646 182,605 233,965 Accumulated Depreciation (63,291) (15,047) 119,314 218,918 Land 280,333 280,333 Total Property and Equipment $ 399,647 $ 499,251 On August 22, 2017, the Companys board of directors approved a resolution to sell a Caterpillar 950G loader to a construction company in the amount of $41,000 cash. This asset had a carrying value of $42,021 resulting in a loss on sale of equipment of $1,021. |
5. Related Parties Notes Payabl
5. Related Parties Notes Payable | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
5. Related Parties Notes Payable | 5. Related Parties Notes Payable At January 1, 2016, the Company had notes payable balances of $84,268 and $86,808 with Eric Jones, the Companys President and Chief Executive Officer and Jim Collard, the Companys Vice President and Chief Operating Officer, respectively. On January 18, 2016, the Company initiated a private offering for an aggregate 6,700,000 shares of common stock. In connection with this offering, Jim Collord and Eric Jones exchanged $25,000 each of their related notes payables for a total of 1 million shares. On November 15, 2016, Jim Collord exchanged an additional $2,000 to exercise warrants and received 20,000 shares of common stock. On July 8, 2016, the Company executed two new promissory notes payable to Eric Jones and Jim Collord. The amount of the notes was $15,000 and $10,000, respectively, for a total of $25,000. The terms of these note are a 2% interest rate accrued per month for a term of two months. During the year ended December 31, 2016, the Company paid $17,500 on Mr. Jones outstanding note balance. At September 30, 2017 and December 31, 2016, the notes payable balances were $56,768 and $69,808 for Mr. Jones and Mr. Collord, respectively. These notes, as amended, are due December 31, 2017 On June 21, 2017, the Company originated a short term promissory notes payable to a Director of the Company, Paul Beckman. The note has a principal amount of $20,000 with simple interest calculated at 1% per month. On July 19, 2017, Mr. Beckman exercised stock options for 275,000 shares of common stock for total consideration of $28,275 which was in the form of the balance due on his note and accrued interest payable of $20,000 and $125, respectively, and $8,150 in cash. |
6. Related Party Transactions
6. Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
6. Related Party Transactions | 6. Related Party Transactions: In addition to the related parties notes payable discussed in Note 5, the Company had the following related party transactions. Three of the Companys officers are deferring compensation for services. At September 30, 2017, the amounts due them are as follows: Eric Jones - $320,000 (December 31, 2016 $230,000), Jim Collord - $320,000 (December 31, 2016 - $230,000), and Larry Thackery, Chief Financial Officer - $162,500 (December 31, 2016 - $108,500). Compensation expense for services performed by these related parties was $78,000 and $78,000 during the quarters ended September 30, 2017 and 2016, respectively and $234,000 and $231,000 during the nine months ended September 30, 2017 and 2016, respectively. The Company engaged Baird Hanson LLP (Baird), a company owned by one of the Companys directors, to provide legal services. Baird had no legal expenses in 2017. Legal expenses of $54,000 were incurred during the nine months ended September 30, 2016. At September 30, 2017 and December 31, 2016, the balance due to Baird is $181,313. During 2017, Jim Collord and Eric Jones have advanced funds to the Company for operating expenses. The balances due them on September 30, 2017 were $5,035 and $10,971, respectively, and are included in Accounts payable and other accrued expenses on the consolidated balance sheet. |
7. Stockholders' Equity
7. Stockholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
7. Stockholders' Equity | 7. Stockholders Equity The Companys common stock has a par value of $0.001 with 200,000,000 shares authorized. The Company also has 5,000,000 authorized shares of preferred stock with a par value of $0.0001. In January 2016, the Company sold 5,700,000 shares of common stock at a rate of $0.05 for $285,000. In addition, Mr. Jones and Mr. Collord exchanged $50,000 of their notes outstanding (see Note 4) into 1,000,000 shares of common stock at the same rate of $0.05 per share. There were no warrants issued with the shares. On May 12, 2016, the Company extended the expiration 4,365,000 outstanding warrants issued during 2014 for an additional six months to November 24, 2016. The Company also reduced the exercise price from $0.15 to $0.10. In 2016, warrant holders exercised 3,590,000 warrants for shares of common stock at a price of $0.10 per share for proceeds of $359,000. In addition, warrants for 203,030 shares of common stock were exercised at $0.10 in exchange for accounts payable balances totaling $20,434. As disclosed in Note 4, Jim Collard exercised warrants for 20,000 shares of common stock in exchange for a $2,000 payment towards his note payable balance. . At September 30, 2017, the Company has no outstanding warrants. |
8. Stock Options
8. Stock Options | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
8. Stock Options | 8. Stock Options The Company has established a Stock Option Incentive Plan (SIP) to authorize the granting of stock options up to 10 percent of the total number of issued and outstanding shares of common stock to employees, directors and consultants. Upon exercise of options, shares are issued from the available authorized shares of the Company. Option awards are generally granted with an exercise price equal to the fair market value of the Companys stock at the date of grant. Effective March 21, 2017 the Company, granted 600,000 stock options to The options are exercisable on or before March 31, 2022 at a price of $0.10 for 200,000 shares, and at a price of $0.09 for the remaining 400,000 shares. After this grant, the Company has 5,115,000 outstanding stock options that represent 9.4% of the issued and outstanding shares of common stock. On July 19, 2017, Paul Beckman exercised stock options representing 275,000 shares of common stock for total consideration of $28,275 which was in the form of the balance due on his note and accrued interest payable of $20,000 and $125, respectively, and $8,150 in cash. Additionally, Larry Thackery exercised stock options for 140,000 shares of common stock for $12,400 in cash. The fair value of each option award was estimated on the date of the grant using the assumptions noted in the following table: Number of Options 600,000 Stock price $0.09 Exercise price $0.09 to $0.10 Expected volatility 235.5% Expected dividends - Expected terms (in years) 5.0 Risk-free rate 1.96% The following is a summary of the Companys options issued under the Stock Option Incentive Plan: Shares Weighted Average Exercise Price Outstanding and exercisable at December 31, 2015 3,990,000 0.17 Expired (2,000,000) (0.27) Granted 2,525,000 0.10 Outstanding and exercisable at December 31, 2016 4,515,000 $ 0.08 Granted 600,000 0.09 Exercised (415,000) 0.10 Outstanding and exercisable at September 30, 2017 4,700,000 $0.08 The average remaining contractual term of the options outstanding and exercisable at September 30, 2017 was 3.23 years. As of September 30, 2017, options outstanding and exercisable had a $589,098 aggregate intrinsic value based on the Companys stock price of $0.21. |
9. Subsequent Events
9. Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Notes | |
9. Subsequent Events | 9. Subsequent Events On October 25, 2017, the Company borrowed $100,000 from Paul Beckman in the form of a note payable. The note bears simple interest of 1% per month, has a term of six months, and contains a conversion option at $0.18 per common share. |
1. Summary of Significant Acc15
1. Summary of Significant Accounting Policies and Business Operations: Reclassifications (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Reclassifications | Reclassifications Certain reclassifications have been made to conform prior periods data to the current presentation. These reclassifications have no effect on previously reported operations, stockholders equity (deficit) or cash flows. |
1. Summary of Significant Acc16
1. Summary of Significant Accounting Policies and Business Operations: Principles of Consolidation (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company; its wholly owned subsidiaries, Thunder Mountain Resources, Inc. and South Mountain Mines, Inc.; and, effective November 6, 2016, a company in which the Company has majority control, Owyhee Gold Trust, LLC (OGT). Intercompany accounts are eliminated in consolidation. The Company has established 75% ownership and full management of OGT. Thus, OGTs financial information is included 100% in the Companys consolidated financial statements since November 6, 2016. The Companys consolidated financial statements reflect the other investors 25% non-controlling interest in OGT. See Note 3 for further information. |
1. Summary of Significant Acc17
1. Summary of Significant Accounting Policies and Business Operations: Accounting Estimates (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Accounting Estimates | Accounting Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The more significant areas requiring the use of management estimates and assumptions include the carrying value of properties and mineral interests, environmental remediation liabilities, deferred tax assets, stock based compensation and the fair value of financial and derivative instruments. Managements estimates and assumptions are based on historical experience and other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates. |
1. Summary of Significant Acc18
1. Summary of Significant Accounting Policies and Business Operations: Cash and Cash Equivalents (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Cash and Cash Equivalents | Cash and cash equivalents For the purposes of the balance sheet and statement of cash flows, the Company considers all highly liquid investments with a maturity of three months or less when purchased to be a cash equivalent. |
1. Summary of Significant Acc19
1. Summary of Significant Accounting Policies and Business Operations: Income Taxes (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Income Taxes | Income Taxes The Company recognizes deferred income tax liabilities or assets at the end of each period using the tax rate expected to be in effect when the taxes are actually paid or recovered. A valuation allowance is recognized on deferred tax assets when it is more likely than not that some or all of the deferred tax assets will not be realized. |
1. Summary of Significant Acc20
1. Summary of Significant Accounting Policies and Business Operations: Fair Value Measurement, Policy (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Fair Value Measurement, Policy | Fair Value Measurements When required to measure assets or liabilities at fair value, the Company uses a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used. The Company determines the level within the fair value hierarchy in which the fair value measurements in their entirety fall. The categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 uses quoted prices in active markets for identical assets or liabilities, Level 2 uses significant other observable inputs, and Level 3 uses significant unobservable inputs. The amount of the total gains or losses for the period are included in earnings that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date. The Company has no financial assets or liabilities that are adjusted to fair value on a recurring basis. |
1. Summary of Significant Acc21
1. Summary of Significant Accounting Policies and Business Operations: Fair Value Measures (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Fair Value Measures | Financial Instruments The Companys financial instruments include cash and cash equivalents and related party notes payable the carrying value of which approximates fair value based on the nature of those instruments. |
1. Summary of Significant Acc22
1. Summary of Significant Accounting Policies and Business Operations: Mining Properties and Claims (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Mining Properties and Claims | Mineral Interests The Company capitalizes costs for acquiring mineral interests and expenses costs to maintain mineral rights and leases as incurred. Exploration costs are expensed in the period in which they occur. Should a property reach the production stage, these capitalized costs would be amortized using the units-of-production method on the basis of periodic estimates of ore reserves. Mineral properties are periodically assessed for impairment of value and any subsequent losses are charged to operations at the time of impairment. If a property is abandoned or sold, its capitalized costs are charged to operations. |
1. Summary of Significant Acc23
1. Summary of Significant Accounting Policies and Business Operations: Property, Plant and Equipment, Policy (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Property, Plant and Equipment, Policy | Property and Equipment Property and equipment are stated at cost. Depreciation and amortization are based on the estimated useful lives of the assets and are computed using straight-line or units-of-production methods. The expected useful lives of most of the Companys equipment ranges between 3 and 10 years. When assets are retired or sold, the costs and related allowances for depreciation and amortization are eliminated from the accounts and any resulting gain or loss is reflected in operations. |
1. Summary of Significant Acc24
1. Summary of Significant Accounting Policies and Business Operations: Equity and Cost Method Investments, Policy (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Equity and Cost Method Investments, Policy | Investments in Joint Venture The Companys accounting policy for joint ventures is as follows: The Company uses the cost method when it does not have joint control or significant influence in a joint venture. Under the cost method, these investments are carried at cost. If other than temporary impairment in value is determined, it would then be charged to current net income or loss. If the Company enters into a joint venture in which there is joint control between the parties or the Company has significant influence, the equity method is utilized whereby the Companys share of the ventures earnings and losses is included in the statement of operations as earnings in joint ventures and its investments therein are adjusted by a similar amount. If other than temporary impairment in value is determined, it would then be charged to current net income or loss. In a joint venture where the Company holds more than 50% of the voting interest and has significant influence, the joint venture is typically consolidated with the presentation of non-controlling interest. In determining whether significant influences exist, the Company considers its participation in policy-making decisions and its representation on the ventures management committee. See Note 3 regarding the Companys accounting for its investment in Owyhee Gold Trust, LLC. |
1. Summary of Significant Acc25
1. Summary of Significant Accounting Policies and Business Operations: Reclamation and Remediation (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Reclamation and Remediation | Reclamation and Remediation The Companys operations have been, and are subject to, standards for mine reclamation that have been established by various governmental agencies. The Company would record the fair value of an asset retirement obligation as a liability in the period in which the Company incurred a legal obligation for the retirement of tangible long-lived assets. A corresponding asset would also be recorded and depreciated over the life of the asset. After the initial measurement of the asset retirement obligation, the liability is adjusted at the end of each reporting period to reflect changes in the estimated future cash flows underlying the obligation. Determination of any amounts recognized upon adoption is based upon numerous estimates and assumptions, including future retirement costs, future inflation rates and the credit-adjusted risk-free interest rates. For non-operating properties, the Company accrues costs associated with environmental remediation obligations when it is probable that such costs will be incurred and they are reasonably estimable. Such costs are based on managements estimate of amounts expected to be incurred when the remediation work is performed. |
1. Summary of Significant Acc26
1. Summary of Significant Accounting Policies and Business Operations: Share-based Compensation (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Share-based Compensation | Share-Based Compensation Share-based payments to employees and directors, including grants of employee stock options, are measured at fair value and expensed in the statement of operations over the vesting period. |
1. Summary of Significant Acc27
1. Summary of Significant Accounting Policies and Business Operations: Recent Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (ASU) No. 2015-17 Income Taxes - Balance Sheet Classification of Deferred Taxes (Topic 740). The update is designed to reduce complexity of reporting deferred income tax liabilities and assets into current and non-current amounts in a statement of financial position. ASU No. 2015-17 requires the presentation of deferred income taxes, changes to deferred tax liabilities and assets be classified as non-current in the statement of financial position. The update is effective for fiscal years beginning after December 15, 2016. The adoption of this update on January 1, 2017 had no impact on the consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The update simplifies the accounting for stock-based compensation, including income tax consequences and balance sheet and cash flow statement classification of awards. The update is effective for fiscal years beginning after December 15, 2016, with early adoption permitted. The adoption of this update on January 1, 2017 had no impact on the consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The update provides guidance on classification for cash receipts and payments related to eight specific issues. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of implementing this update on the consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01 Business Combinations (Topic 805): Clarifying the Definition of a Business. The update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company will apply the provisions of the update to potential future acquisitions occurring after the effective date. Other 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 impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. |
1. Summary of Significant Acc28
1. Summary of Significant Accounting Policies and Business Operations: Net Income (loss) Per Share (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Policies | |
Net Income (loss) Per Share | Net Income (Loss) Per Share The Company is required to have dual presentation of basic earnings per share (EPS) and diluted EPS. Basic EPS is computed as net income divided by the weighted average number of common shares outstanding for the period. Diluted EPS is calculated based on the weighted average number of common shares outstanding during the period plus the effect of potentially dilutive common stock equivalents, including options and warrants to purchase the Companys common stock. 2017 2016 Stock options 4,700,000 4,515,000 Warrants - 3,590,000 Total possible dilution 4,700,000 8,105,000 |
1. Summary of Significant Acc29
1. Summary of Significant Accounting Policies and Business Operations: Net Income (loss) Per Share: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Tables/Schedules | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | 2017 2016 Stock options 4,700,000 4,515,000 Warrants - 3,590,000 Total possible dilution 4,700,000 8,105,000 |
2. Commitments_ Schedule of lan
2. Commitments: Schedule of land parcel lease payments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Tables/Schedules | |
Schedule of land parcel lease payments | Annual Payment Acree Lease (June) $ 3,390 Lowry Lease (October) 11,280 Herman Lease (April) 1,680 Total $16,350 |
4. Property and Equipment_ Prop
4. Property and Equipment: Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Tables/Schedules | |
Property, Plant and Equipment | September 30, 2017 December 31, 2016 Vehicles $ 22,441 $ 22,441 Buildings 65,071 65,072 Construction Equipment 36,447 87,806 Mining Equipment 58,646 58,646 182,605 233,965 Accumulated Depreciation (63,291) (15,047) 119,314 218,918 Land 280,333 280,333 Total Property and Equipment $ 399,647 $ 499,251 |
8. Stock Options_ Schedule of S
8. Stock Options: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Tables/Schedules | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | Number of Options 600,000 Stock price $0.09 Exercise price $0.09 to $0.10 Expected volatility 235.5% Expected dividends - Expected terms (in years) 5.0 Risk-free rate 1.96% |
8. Stock Options_ Schedule of33
8. Stock Options: Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Tables/Schedules | |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value | Shares Weighted Average Exercise Price Outstanding and exercisable at December 31, 2015 3,990,000 0.17 Expired (2,000,000) (0.27) Granted 2,525,000 0.10 Outstanding and exercisable at December 31, 2016 4,515,000 $ 0.08 Granted 600,000 0.09 Exercised (415,000) 0.10 Outstanding and exercisable at September 30, 2017 4,700,000 $0.08 |
1. Summary of Significant Acc34
1. Summary of Significant Accounting Policies and Business Operations (Details) | 9 Months Ended |
Sep. 30, 2017 | |
Details | |
Entity Incorporation, Date of Incorporation | Nov. 9, 1935 |
Substantial Doubt about Going Concern | The accompanying consolidated financial statements have been prepared under the assumption that the Company will continue as a going concern. The Company is an exploration stage company and has historically incurred losses and does not have sufficient cash at September 30, 2017 to fund normal operations for the next 12 months. The Company has no recurring source of revenue and its ability to continue as a going concern is dependent on the Company’s ability to raise capital to fund its future exploration and working capital requirements. The Company’s plans for the long-term return to and continuation as a going concern include financing the Company’s future operations through sales of its common stock and/or debt and the eventual profitable exploitation of its mining properties. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company is currently investigating a number of alternatives for raising additional capital with potential investors, lessees and joint venture partners. |
1. Summary of Significant Acc35
1. Summary of Significant Accounting Policies and Business Operations: Net Income (loss) Per Share: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Details | ||
Dilutive Securities, Effect on Basic Earnings Per Share, Options and Restrictive Stock Units | $ 4,700,000 | $ 4,515,000 |
Incremental Common Shares Attributable to Dilutive Effect of Call Options and Warrants | 3,590,000 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4,700,000 | 8,105,000 |
2. Commitments_ Schedule of l36
2. Commitments: Schedule of land parcel lease payments (Details) | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Details | |
Acree Lease | $ 3,390 |
Lowry Lease | 11,280 |
Herman Lease | 1,680 |
Payments to Acquire Mineral Rights | $ 16,350 |
2. Commitments (Details)
2. Commitments (Details) - USD ($) | 9 Months Ended | 12 Months Ended | 13 Months Ended | 27 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | Oct. 31, 2016 | Mar. 21, 2013 | |
Details | ||||
Minimum expenditure through date | $ 150,000 | $ 150,000 | ||
Annual fees to BLM | $ 3,255 | |||
Annual fees to Lander County | $ 940 | |||
Advance royalties | $ 5,000 |
3. South Mountain Project (Deta
3. South Mountain Project (Details) | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Details | |
Advance royalties | $ 5,000 |
Carrying value of mineral property | $ 479,477 |
4. Property and Equipment_ Pr39
4. Property and Equipment: Property, Plant and Equipment (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Details | ||
Vehicles | $ 22,441 | $ 22,441 |
Buildings | 65,071 | 65,072 |
Construction Equipment | 36,447 | 87,806 |
Mining Equipment | 58,646 | 58,646 |
Property, Plant and Equipment, Gross | 182,605 | 233,965 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (63,291) | (15,047) |
Total property and equipment | 119,314 | 218,918 |
Land | 280,333 | 280,333 |
Total property and equipment | $ 399,647 | $ 499,251 |
4. Property and Equipment (Deta
4. Property and Equipment (Details) - USD ($) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2017 | |
Details | ||
Loss on sale of equipment | $ 1,021 | $ 1,021 |
5. Related Parties Notes Paya41
5. Related Parties Notes Payable (Details) - USD ($) | Nov. 15, 2016 | Jan. 18, 2016 | Sep. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2017 | Jul. 08, 2016 | |
Notes payable related parties, Jones | $ 56,768 | ||||||
Notes payable related parties, Collord | $ 69,808 | ||||||
Related party notes payable | [1] | $ 126,576 | $ 126,576 | ||||
Repayments of Notes Payable | $ 17,500 | ||||||
Borrowing on related parties notes payable | $ 20,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 275,000 | 3,590,000 | |||||
Stock Issued During Period, Value, Stock Options Exercised | $ 28,275 | $ 359,000 | |||||
Participation in private offering | |||||||
Notes payable exchanged for shares, shares | $ 20,000 | $ 1,000,000 | |||||
Notes payable exchanged for shares, value | $ 2,000 | ||||||
Fourth Loan | |||||||
Related party notes payable | $ 25,000 | ||||||
Short-term Debt, Weighted Average Interest Rate | 2.00% | ||||||
[1] | Note 5 |
6. Related Party Transactions (
6. Related Party Transactions (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Details | |||||
Deferred compensation, Jones | $ 320,000 | $ 320,000 | $ 230,000 | ||
Deferred compensation, Collord | 320,000 | 320,000 | 230,000 | ||
Deferred compensation, Thackery | 162,500 | 162,500 | $ 108,500 | ||
Officers' Compensation | $ 78,000 | $ 78,000 | 234,000 | $ 231,000 | |
Legal fees paid to related party | 181,313 | $ 54,000 | |||
Proceeds from related party debt, Collord | 5,035 | ||||
Proceeds from related party debt, Jones | $ 10,971 |
7. Stockholders' Equity (Detail
7. Stockholders' Equity (Details) - USD ($) | Nov. 15, 2016 | Jan. 18, 2016 | Mar. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | May 12, 2016 |
Sale of stock, stock | 5,700,000 | |||||
Sale of stock, value | $ 285,000 | |||||
Stock issued during period conversion of convertible notes, value | $ 50,000 | |||||
Stock issued during period conversion of convertible notes | 1,000,000 | |||||
Number of warrants for which expiration was extended | 4,365,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 275,000 | 3,590,000 | ||||
Stock Issued During Period, Value, Stock Options Exercised | $ 28,275 | $ 359,000 | ||||
Warrants exercised for shares of stock | 203,030 | |||||
Warrants exercised for shares of stock, value | $ 20,434 | |||||
Participation in private offering | ||||||
Notes payable exchanged for shares, shares | $ 20,000 | $ 1,000,000 | ||||
Notes payable exchanged for shares, value | $ 2,000 |
8. Stock Options (Details)
8. Stock Options (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2016 | Mar. 31, 2017 | Dec. 31, 2015 | |
Details | ||||
Stock options granted to directors | 600,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 4,700,000 | 4,515,000 | 53,557 | 3,990,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 275,000 | 3,590,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 3 years 2 months 23 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 589,098 | |||
Sale of Stock, Price Per Share | $ 0.21 | $ 0.09 |
8. Stock Options_ Schedule of45
8. Stock Options: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Sep. 30, 2017 | |
Details | ||
Sale of Stock, Price Per Share | $ 0.09 | $ 0.21 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price | $ 0.10 | |
Fair Value Assumptions, Expected Volatility Rate | 235.50% | |
Fair Value Assumptions, Expected Term | 5 years | |
Fair Value Assumptions, Risk Free Interest Rate | 1.96% |
8. Stock Options_ Schedule of46
8. Stock Options: Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value (Details) - $ / shares | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2017 | |
Details | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 4,700,000 | 4,515,000 | 3,990,000 | 53,557 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0.08 | $ 0.08 | $ 0.17 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | (2,000,000) | |||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price | $ (0.27) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 600,000 | 2,525,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0.08 | $ 0.08 | $ 0.17 |
9. Subsequent Events (Details)
9. Subsequent Events (Details) | 9 Months Ended |
Sep. 30, 2017 | |
Details | |
Subsequent Event, Description | On October 25, 2017, the Company borrowed $100,000 from Paul Beckman in the form of a note payable. The note bears simple interest of 1% per month, has a term of six months, and contains a conversion option at $0.18 per common share. |
Subsequent Event, Date | Oct. 25, 2017 |