Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jul. 31, 2017 | Nov. 22, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | REGI U S INC | |
Entity Central Index Key | 922,330 | |
Document Type | 10-Q | |
Document Period End Date | Jul. 31, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --04-30 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 88,159,228 | |
Trading Symbol | RGUS | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,018 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Jul. 31, 2017 | Apr. 30, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 252,040 | $ 67,818 |
Prepaid expenses | 37,527 | 8,987 |
Total current assets | 289,567 | 76,805 |
Furniture and equipment, net | 15,273 | 14,279 |
Total Assets | 304,840 | 91,084 |
Current Liabilities: | ||
Accounts payable and accrued liabilities | 261,767 | 219,966 |
Due to related parties | 105,614 | 77,560 |
Total current liabilities | 367,381 | 297,526 |
Long-term Liabilities: | ||
Convertible promissory notes, net of unamortized discount of $324,548 and $12,944, respectively | 732,921 | 636,539 |
Convertible promissory notes – related parties, net of unamortized discount of $29,432 and $9,888, respectively | 880,254 | 877,449 |
Total long-term liabilities | 1,613,175 | 1,513,988 |
Total liabilities | 1,980,556 | 1,811,514 |
Stockholders’ Deficit: | ||
Common stock, 150,000,000 shares authorized, no par value, 85,515,297 and 84,850,475 shares issued, respectively | 20,076,898 | 19,641,632 |
Accumulated deficit | (21,448,722) | (21,058,170) |
Accumulated other comprehensive loss | (358,675) | (358,675) |
Total REGI U.S., Inc. stockholders’ deficit | (1,730,499) | (1,775,213) |
Non-controlling interest | 54,783 | 54,783 |
Total stockholders’ deficit | (1,675,716) | (1,720,430) |
Total Liabilities and Stockholders’ Deficit | $ 304,840 | $ 91,084 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Jul. 31, 2017 | Apr. 30, 2017 |
Statement of Financial Position [Abstract] | ||
Convertible promissory notes, unamortized discount | $ 324,548 | $ 12,944 |
Convertible promissory notes - related parties, unamortized discount | $ 29,432 | $ 9,888 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, no par value | ||
Common stock, shares issued | 85,515,297 | 84,850,475 |
Common stock, shares outstanding | 84,687,566 | 84,022,744 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Operating Expenses: | ||
General and administration | $ 149,477 | $ 9,615 |
Research and development | 186,825 | |
Loss from operations | (336,302) | (9,615) |
Other expense: | ||
Interest expense | (54,250) | |
Total other expense | (54,250) | |
Net loss before non-controlling interest | (390,552) | (9,615) |
Net loss attributable to non-controlling interest | 7 | |
Net loss attributable to REGI U.S., Inc. | $ (390,552) | $ (9,608) |
Loss per share – basic and diluted | $ 0 | $ 0 |
Weighted average number of common shares outstanding – basic and diluted | 84,444,375 | 49,329,670 |
Comprehensive loss: | ||
Net loss | $ (390,552) | $ (9,615) |
Translation adjustments | 7,942 | |
Comprehensive loss | (390,552) | (1,673) |
Comprehensive income attributable to non-controlling interest | (27,107) | |
Comprehensive loss attributable to REGI U.S., Inc. | $ (390,552) | $ (28,780) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Cash flows from operating activities | ||
Net loss | $ (390,552) | $ (9,615) |
Adjustments to reconcile loss to net cash used in operating activities: | ||
Amortization of debt discount | 13,137 | |
Depreciation expense | 1,198 | |
Shares issued for services | 59,500 | |
Service settled with promissory notes | 37,986 | |
Service settled with promissory notes – related party | 37,500 | |
Changes in non-cash working capital items: | ||
Taxes receivable | (26) | |
Prepaid expenses | (28,540) | |
Accounts payable and accrued liabilities | 42,631 | (23,404) |
Due to related parties | 28,054 | 25,201 |
Net cash used operating activities | (199,086) | (7,844) |
Cash flows from investing activities | ||
Purchase of research equipment | (2,192) | |
Net cash used in investing activities | (2,192) | |
Cash flows from financing activities | ||
Issuance of common shares for option exercise | 15,500 | |
Issuance of convertible promissory notes | 370,000 | |
Net cash provided by financing activities | 385,500 | |
Foreign exchange effect | 7,942 | |
Increase in cash | 184,222 | 98 |
Cash and cash equivalents, beginning | 67,818 | 43 |
Cash and cash equivalents, ending | 252,040 | 141 |
Non-cash items | ||
Discount on convertible promissory notes for beneficial conversion features | 344,284 | |
Shares issued for note conversion | 15,982 | |
Supplemental Disclosures | ||
Interest paid | ||
Income taxes paid |
Nature of Business
Nature of Business | 3 Months Ended |
Jul. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | 1. Nature of Business REGI U.S., Inc. (“we”, “our”, the “Company”, “REGI”) has been engaged in the business of developing and building improved axial vane-type rotary devices for civilian, commercial and government applications with the marketing and intellectual rights in the U.S. Effective February 17, 2017 REGI purchased the worldwide marketing and intellectual rights, other than in the U.S., from Reg Technologies, Inc. (“Reg Tech”), a British Columbia company. No revenue has been derived to date and REGI’s planned principal operations have not commenced. REGI formed a wholly-owned subsidiary, Rad Max Technologies, Inc., on April 10, 2007 in the State of Washington. Effective February 17, 2017 REGI purchased all of Reg Tech’s assets including all rights to the technology with the issuance of 51,757,119 shares of REGI’s common stock. Asset Purchase Agreement On September 16, 2016, REGI entered into an asset purchase agreement (the “APA”) with Reg Tech, a public company whose common stock was listed on TSX Venture Exchange to purchase all of the assets of Reg Tech, a company with a common director and CEO with REGI with the issuance of 46,173,916 unregistered common shares of our Company. The APA was amended on February 14, 2017 to increase the consideration shares to an aggregate of 51,757,119 unregistered common shares of our Company and to amend the list of the assets purchased. The shares are issued as of the date of this report. The Amended APA is attached as an exhibit to this report. The transaction was closed on February 17, 2017 upon TSX Venture Exchange approval. The transaction is accounted for as a reverse merger recapitalization wherein Reg Tech is considered to be the accounting acquirer. The prior year results of operations and cash flows are those of Reg Tech for all periods presented. Upon closing of the asset purchase agreement, all assets of Reg Tech except GST receivable were transferred from Reg Tech to REGI. In addition, upon closing of the APA, all assets, liabilities, and equity instruments of REGI were incorporated into the surviving company. The net adjustment to additional paid in capital for the asset purchase was a decrease of $1,243,757. The net cash received from the reverse merger was $10,753. The following table summarizes the assets and liabilities of REGI U.S. on February 17, 2017: Cash $ 10,753 Prepaid 2,000 Furniture and equipment, net 15,477 Accounts payable and accrued liabilities (217,043 ) Due to related parties (843,703 ) Convertible promissory notes (351,586 ) Convertible promissory notes – related parties (118,874 ) Net assets $ (1,502,976 ) The following table summarizes the assets and liabilities of Reg Tech on February 17, 2017 that were not assumed in the transaction: Accounts payable and accrued liabilities $ (86,736 ) Due to related parties (172,483 ) Net Liabilities $ (259,219 ) |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Jul. 31, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Principles of consolidation The accompanying unaudited interim consolidated financial statements of REGI have been prepared in accordance with accounting principles generally accepted in the United States of America, and should be read in conjunction with the audited financial statements and notes thereto for the year ended April 30, 2017 filed on Form 10-K with the SEC. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, necessary to present fairly the financial position and the results of operations for the interim period presented herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year or for any future period. Notes to the unaudited consolidated financial statements which would substantially duplicate the disclosures contained in the audited consolidated financial statements for fiscal 2017 as reported in the Form 10-K, have been omitted. These financial statements include the accounts of the Company, its wholly owned subsidiary RadMax Technologies, Inc., and its 51% owned subsidiary Rand Energy Group Inc. (“Rand”), which ownership was purchased from Reg Tech effective February 17, 2017. All significant inter-company balances and transactions have been eliminated upon consolidation. Investment in associates Investments in which the Company has the ability to exert significant influence but does not have control are accounted for using the equity method whereby the original cost of the investment is adjusted annually for the Company’s share of earnings, losses and dividends during the current year. As part of the APA the Company purchased from Reg Tech and owns 26.1% of equity interest in Minewest Silver and Gold Inc. (“Minewest”), a British Columbia company. Minewest owns a 70% interest subject to a 10% Net Profits Interest in mining property in British Columbia. As at the date of the asset purchase and the date of this report, Minewest is inactive due to lack of funding. As a result, the assets were impaired and no transactions are recorded for Minewest during the year ended April 30, 2017 or the three months ended July 31, 2017. Property and equipment Property and equipment are stated at cost, which includes the acquisition price and any direct costs to bring the asset into use at its intended location, less accumulated amortization. Depreciation of property and equipment is calculated using the straight-line method to write off the cost, net of any estimated residual value, over their estimated useful lives of the assets as follows: Office equipment 5 years and electronic equipment 2 years. Depreciation of office equipment is included in general and administrative expenses; Depreciation of research equipment is included in research and development expense. During the three months ended July, 2017 depreciation of $1,198 was recorded on the research equipment. Recent accounting pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements. The Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Going Concern
Going Concern | 3 Months Ended |
Jul. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | 3. Going Concern The Company incurred net losses of $390,552 for the three months ended July 31, 2017 and has a working capital deficit of $77,814 and an accumulated deficit of $21,448,722 at July 31, 2017. These factors raise substantial doubt about the ability of the Company to continue as a going concern. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. As a result, the Company’s consolidated financial statements as of July 31, 2017 and for the three months ended July 31, 2017 have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company also receives interim support from related parties and plans to raise additional capital through debt and/or equity financings. There is no assurance that any of these activities will be successful. There continues to be insufficient funds to provide enough working capital to fund ongoing operations for the next twelve months. |
Secured Convertible Promissory
Secured Convertible Promissory Notes | 3 Months Ended |
Jul. 31, 2017 | |
Debt Disclosure [Abstract] | |
Secured Convertible Promissory Notes | 4. Secured Convertible Promissory Notes As of July 31, 2017, REGI has outstanding senior secured convertible promissory notes (the “Convertible Notes”) of $880,254 (net of unamortized discount of $29,432) issued to related parties and $732,921 (net of unamortized discount of $324,548) issued to non-related parties. As of April 30, 2017, REGI has outstanding senior secured convertible promissory notes (the “Convertible Notes”) of $877,449 (net of unamortized discount of $9,888) issued to related parties and $636,539 (net of unamortized discount of $12,944) issued to non-related parties. During the three months ended July 31, 2017, the Company issued convertible notes for cash proceeds of $370,000, service debt provided by non-related parties of $37,986, and service debt provided by related parties of $37,500. The Convertible Notes are secured against all assets of the Company, repayable two years after the issuance, bearing simple interest rate of 10% during the term of the notes and simple interest rate of 20% after the due date. As of July 31, 2017, $755,185, $55,500, $963,970, $60,000 and $132,500 of the promissory notes are convertible at any time on or after ninety days from the issuance date into the Company’s common stocks at $0.755, $0.12, $0.10, $0.09 and $0.08 per share respectively. The Company analyzed the conversion option in the notes for derivative accounting treatment under ASC Topic 815, “Derivatives and Hedging,” and determined that the instrument does not qualify for derivative accounting. The Company determined that the conversion option was subject to a beneficial conversion feature and during the three months ended July 31, 2017 the Company recorded a total beneficial conversion feature of $344,284, and amortization of the beneficial conversion feature of $13,137 as interest expense. |
Related Parties
Related Parties | 3 Months Ended |
Jul. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Parties | 5. Related Parties Amounts due to related parties are unsecured, non-interest bearing and due on demand. Related parties consist of the directors and officers and a former director of REGI and companies controlled or significantly influenced by these parties. As of July 31, 2017, there was $105,614 due to related parties. As of April 30, 2017, there was $77,560 due to related parties. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Jul. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | 6. Stockholders’ Equity a) Common Stock On January 6, 2017, the Company’s annual and special meeting of stockholders approved the amendment to the Company’s articles that increased the authorized common shares from 100,000,000 to 150,000,000. During the three months ended July 31, 2017 related party convertible promissory notes of $15,152 and accrued interest of $830 were converted into a total of 159,822 shares of REGI’s common stock at $0.10 per share. During the three months ended July 31, 2017 the Company issued 155,000 shares of its common stock for options exercised at $0.10 per share. Among the 155,000 shares of common stock, 55,000 shares were issued to a related party. During the three months ended July 31, 2017 the Company issued 350,000 shares of its common stock for services provided by the directors, officers and consultants of the Company with the total value recorded at $59,500 based on the market trading price of the issuance date. Treasury Shares At July 31, 2017 and April 30, 2017, Rand Energy owned 827,731 shares of the Company’s common stock which have been deducted from the total shares outstanding. b) Common Stock Options and Warrants On August 12, 2016, REGI granted an aggregate of 3,700,000 common stock options for services. These options vest upon grant, expire on July 20, 2021 and are exercisable at the following prices: Options Exercise price 900,000 $ 0.10 600,000 $ 0.20 550,000 $ 0.35 450,000 $ 0.50 350,000 $ 0.75 350,000 $ 1.00 250,000 $ 1.25 250,000 $ 1.50 3,700,000 On January 1, 2017, REGI granted an aggregate of 3,500,000 common stock options for services. These options vest upon grant, expire on January 1, 2022 and are exercisable at the following prices: Options Exercise price 2,500,000 $ 0.10 300,000 $ 0.20 300,000 $ 0.35 300,000 $ 0.50 100,000 $ 0.75 3,500,000 A summary of REGI’s stock option activities for the three months ended July 31, 2017 and the year ended April 30, 2017 are as follows: Three Months Ended Year Ended July 31, 2017 April 30, 2017 Weighted Weighted Average Average Exercise Exercise Options Price Options Price Outstanding at beginning of period 9,138,000 $ 0.31 1,938,000 $ 0.15 Granted - - 7,200,000 0.36 Exercised (155,000) 0.10 - - Expired (803,000) 0.10 - - Outstanding at end of period 8,180,000 0.35 9,138,000 0.31 Exercisable at end of period 7,445,000 $ 0.35 7,684,500 $ 0.34 The weighted average remaining contractual life of the options was 3.77 and 3.61 years at July 31, 2017 and April 30, 2017 respectively. At July 31, 2017 and April 30, 2017, the Company had $Nil and $28,740 of total unrecognized compensation cost related to non-vested stock options and warrants, respectively. The intrinsic value of “in the money” exercisable options at July 31, 2017 and April 30, 2017 was $255,000 and $145,580, respectively. |
Commitments
Commitments | 3 Months Ended |
Jul. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | 7. Commitments Pursuant to a letter of understanding dated December 13, 1993 between REGI, Rand and Reg (collectively called the grantors) and West Virginia University Research Corporation (“WVURC”), the grantors have agreed that WVURC shall own 5% of all patented technology with regards to RC/DC Engine technology and will receive 5% of all net profits from sales, licenses, royalties or income derived from the patented technology. To date, no sales have been accrued and no royalties have been accrued or paid. Pursuant to an agreement dated August 20, 1992, REGI acquired the U.S. rights to the original RC/DC Engine from Rand. REGI will pay Rand and the original owner a net profit royalty of 5% and 1%, respectively. To date no sales have been accrued and no royalties have been accrued or paid. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jul. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 8. Subsequent Events Subsequent to July 31, 2017, convertible loans of $512,366 were issued. The convertible notes are secured against all assets of the Company, repayable two years after the issuance, bearing simple interest rate of 10% during the term of the notes and simple interest rate of 20% after the due date. The promissory notes are convertible at any time on or after ninety days from the issuance date into the Company’s common stocks at $0.10 per share. Subsequent to July 31, 2017, 55,892 and 243,501 shares of the Company’s common stock were issued for convertible promissory notes at $0.08 and $0.10 per share, respectively, and $8,652 was repaid for convertible loan redemption. On November 2, 2017 the Company issued 3,172,269 shares of its common stock to Rand Energy. These shares together with the 827,721 shares of common stock initially owned by Rand Energy and recorded as the Company’s treasury shares, were transferred to the 49% shareholders of Rand Energy, as consideration for purchase of all of their 49% interest in Rand Energy, resulting in the Company owing 100% equity interest of Rand Energy. |
Significant Accounting Polici14
Significant Accounting Policies (Policies) | 3 Months Ended |
Jul. 31, 2017 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of consolidation The accompanying unaudited interim consolidated financial statements of REGI have been prepared in accordance with accounting principles generally accepted in the United States of America, and should be read in conjunction with the audited financial statements and notes thereto for the year ended April 30, 2017 filed on Form 10-K with the SEC. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, necessary to present fairly the financial position and the results of operations for the interim period presented herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year or for any future period. Notes to the unaudited consolidated financial statements which would substantially duplicate the disclosures contained in the audited consolidated financial statements for fiscal 2017 as reported in the Form 10-K, have been omitted. These financial statements include the accounts of the Company, its wholly owned subsidiary RadMax Technologies, Inc., and its 51% owned subsidiary Rand Energy Group Inc. (“Rand”), which ownership was purchased from Reg Tech effective February 17, 2017. All significant inter-company balances and transactions have been eliminated upon consolidation. |
Investment in Associates | Investment in associates Investments in which the Company has the ability to exert significant influence but does not have control are accounted for using the equity method whereby the original cost of the investment is adjusted annually for the Company’s share of earnings, losses and dividends during the current year. As part of the APA the Company purchased from Reg Tech and owns 26.1% of equity interest in Minewest Silver and Gold Inc. (“Minewest”), a British Columbia company. Minewest owns a 70% interest subject to a 10% Net Profits Interest in mining property in British Columbia. As at the date of the asset purchase and the date of this report, Minewest is inactive due to lack of funding. As a result, the assets were impaired and no transactions are recorded for Minewest during the year ended April 30, 2017 or the three months ended July 31, 2017. |
Property and Equipment | Property and equipment Property and equipment are stated at cost, which includes the acquisition price and any direct costs to bring the asset into use at its intended location, less accumulated amortization. Depreciation of property and equipment is calculated using the straight-line method to write off the cost, net of any estimated residual value, over their estimated useful lives of the assets as follows: Office equipment 5 years and electronic equipment 2 years. Depreciation of office equipment is included in general and administrative expenses; Depreciation of research equipment is included in research and development expense. During the three months ended July, 2017 depreciation of $1,198 was recorded on the research equipment. |
Recent Accounting Pronouncements | Recent accounting pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements. The Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Nature of Business (Tables)
Nature of Business (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Parent Company [Member] | |
Schedule of Assets and Liabilities | The following table summarizes the assets and liabilities of REGI U.S. on February 17, 2017: Cash $ 10,753 Prepaid 2,000 Furniture and equipment, net 15,477 Accounts payable and accrued liabilities (217,043 ) Due to related parties (843,703 ) Convertible promissory notes (351,586 ) Convertible promissory notes – related parties (118,874 ) Net assets $ (1,502,976 ) |
Reg Tech [Member] | |
Schedule of Assets and Liabilities | The following table summarizes the assets and liabilities of Reg Tech on February 17, 2017 that were not assumed in the transaction: Accounts payable and accrued liabilities $ (86,736 ) Due to related parties (172,483 ) Net Liabilities $ (259,219 ) |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Summary of Stock Options Activity | A summary of REGI’s stock option activities for the three months ended July 31, 2017 and the year ended April 30, 2017 are as follows: Three Months Ended Year Ended July 31, 2017 April 30, 2017 Weighted Weighted Average Average Exercise Exercise Options Price Options Price Outstanding at beginning of period 9,138,000 $ 0.31 1,938,000 $ 0.15 Granted - - 7,200,000 0.36 Exercised (155,000) 0.10 - - Expired (803,000) 0.10 - - Outstanding at end of period 8,180,000 0.35 9,138,000 0.31 Exercisable at end of period 7,445,000 $ 0.35 7,684,500 $ 0.34 |
July 20, 2021 [Member] | |
Schedule of Common Stock Options Exercise Price | Options Exercise price 900,000 $ 0.10 600,000 $ 0.20 550,000 $ 0.35 450,000 $ 0.50 350,000 $ 0.75 350,000 $ 1.00 250,000 $ 1.25 250,000 $ 1.50 3,700,000 |
January 1, 2022 [Member] | |
Schedule of Common Stock Options Exercise Price | Options Exercise price 2,500,000 $ 0.10 300,000 $ 0.20 300,000 $ 0.35 300,000 $ 0.50 100,000 $ 0.75 3,500,000 |
Nature of Business (Details Nar
Nature of Business (Details Narrative) - USD ($) | Feb. 17, 2017 | Feb. 14, 2017 | Sep. 16, 2016 | Jul. 31, 2017 |
Number of common stock shares issued | 51,757,119 | 51,757,119 | ||
Adjustment to additional paid in capital | $ 1,243,757 | |||
Cash received from the reverse merger | $ 10,753 | |||
Director and CEO [Member] | ||||
Number of common stock shares issued | 46,173,916 |
Nature of Business - Schedule o
Nature of Business - Schedule of Assets and Liabilities (Details) | Feb. 17, 2017USD ($) |
Parent Company [Member] | |
Cash | $ 10,753 |
Prepaid | 2,000 |
Furniture and equipment, net | 15,477 |
Accounts payable and accrued liabilities | (217,043) |
Due to related parties | (843,703) |
Convertible promissory notes | (351,586) |
Convertible promissory notes - related parties | (118,874) |
Net assets | (1,502,976) |
Reg Tech [Member] | |
Accounts payable and accrued liabilities | (86,736) |
Due to related parties | (172,483) |
Net Liabilities | $ (259,219) |
Significant Accounting Polici19
Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Depreciation | $ 1,198 | |
Office Equipment [Member] | ||
Property, plant and equipment, estimated useful lives | 5 years | |
Electronic Equipment [Member] | ||
Property, plant and equipment, estimated useful lives | 2 years | |
Reg Tech [Member] | ||
Equity method investment, ownership percentage | 26.10% | |
Minewest Silver And Gold Inc. [Member] | ||
Equity method investment, ownership percentage | 70.00% | |
British Columbia Company [Member] | ||
Equity method investment, ownership percentage | 10.00% | |
Rand Energy Group Inc [Member] | ||
Ownership percentage | 51.00% |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 3 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Apr. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net loss | $ 390,552 | $ 9,615 | |
Working capital deficit | 77,814 | ||
Accumulated deficit | $ 21,448,722 | $ 21,058,170 |
Secured Convertible Promissor21
Secured Convertible Promissory Notes (Details Narrative) - USD ($) | 3 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Apr. 30, 2017 | |
Convertible promissory notes - related parties | $ 880,254 | $ 877,449 | |
Convertible promissory notes - related parties, unamortized discount | 29,432 | 9,888 | |
Convertible promissory notes | 732,921 | 636,539 | |
Convertible promissory notes, unamortized discount | 324,548 | 12,944 | |
Issuance of convertible promissory notes | 370,000 | ||
Services debt provided by non-related parties | 37,986 | ||
Service debt provided by related parties | $ 37,500 | ||
Debt maturity period, description | The Convertible Notes are secured against all assets of the Company, repayable two years after the issuance, bearing simple interest rate of 10% during the term of the notes and simple interest rate of 20% after the due date. | ||
Beneficial conversion feature | $ 344,284 | ||
Amortization of debt | $ 13,137 | ||
Secured Convertible Promissory Notes [Member] | |||
Convertible promissory notes - related parties | 877,449 | ||
Convertible promissory notes - related parties, unamortized discount | 9,888 | ||
Convertible promissory notes | 636,539 | ||
Convertible promissory notes, unamortized discount | $ 12,944 | ||
Debt interest rate percentage | 10.00% | ||
Secured Convertible Promissory Notes [Member] | After Due Date [Member] | |||
Debt interest rate percentage | 20.00% | ||
Promissory Notes One [Member] | |||
Convertible promissory notes | $ 755,185 | ||
Convertible price per shares | $ 0.755 | ||
Promissory Notes Two [Member] | |||
Convertible promissory notes | $ 55,500 | ||
Convertible price per shares | $ 0.12 | ||
Promissory Notes Three [Member] | |||
Convertible promissory notes | $ 963,970 | ||
Convertible price per shares | $ 0.10 | ||
Promissory Notes Four [Member] | |||
Convertible promissory notes | $ 60,000 | ||
Convertible price per shares | $ 0.09 | ||
Promissory Notes Five [Member] | |||
Convertible promissory notes | $ 132,500 | ||
Convertible price per shares | $ 0.08 |
Related Parties (Details Narrat
Related Parties (Details Narrative) - USD ($) | Jul. 31, 2017 | Apr. 30, 2017 |
Related Party Transactions [Abstract] | ||
Due to related parties | $ 105,614 | $ 77,560 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | Jan. 02, 2017 | Aug. 12, 2016 | Jul. 31, 2017 | Jul. 31, 2016 | Apr. 30, 2017 | Jan. 06, 2017 |
Common stock, shares authorized | 150,000,000 | 150,000,000 | 100,000,000 | |||
Stock issued for exercise of options, shares | 155,000 | |||||
Price per share | $ 0.10 | |||||
Stock issued for services | $ (59,500) | |||||
Stock option granted for services | 3,500,000 | 3,700,000 | 7,200,000 | |||
Stock option expire date | Jan. 1, 2022 | Jul. 20, 2021 | ||||
Weighted average remaining contractual life of outstanding options | 3 years 9 months 7 days | 3 years 7 months 10 days | ||||
Unrecognized compensation cost | $ 28,740 | |||||
Intrinsic value of exercisable options | $ 255,000 | $ 145,580 | ||||
Rand Energy [Member] | ||||||
Treasury shares owned | 827,731 | 827,731 | ||||
Paul Porter [Member] | ||||||
Stock issued to related party | $ 55,000 | |||||
Directors, Officers and Consultants [Member] | ||||||
Stock issued for services, shares | 350,000 | |||||
Stock issued for services | $ 59,500 | |||||
Related Party Convertible Promissory Note [Member] | ||||||
Debt conversion converted instrument | $ 15,152 | |||||
Debt conversion converted instrument, shares | 159,822 | |||||
Debt conversion converted instrument, price per share | $ 0.10 | |||||
Accrued interest | $ 830 | |||||
Increased [Member] | ||||||
Common stock, shares authorized | 150,000,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Stock Options Exercise Price (Details) - $ / shares | Jan. 02, 2017 | Aug. 12, 2016 | Jul. 31, 2017 | Apr. 30, 2017 |
Total stock option granted | 3,500,000 | 3,700,000 | 7,200,000 | |
Stock option exercise price | $ 0.36 | |||
Options [Member] | ||||
Total stock option granted | 2,500,000 | 900,000 | ||
Stock option exercise price | $ 0.10 | $ 0.10 | ||
Options 1 [Member] | ||||
Total stock option granted | 300,000 | 600,000 | ||
Stock option exercise price | $ 0.20 | $ 0.20 | ||
Options 2 [Member] | ||||
Total stock option granted | 300,000 | 550,000 | ||
Stock option exercise price | $ 0.35 | $ 0.35 | ||
Options 3 [Member] | ||||
Total stock option granted | 300,000 | 450,000 | ||
Stock option exercise price | $ 0.50 | $ 0.50 | ||
Options 4 [Member] | ||||
Total stock option granted | 100,000 | 350,000 | ||
Stock option exercise price | $ 0.75 | $ 0.75 | ||
Options 5 [Member] | ||||
Total stock option granted | 350,000 | |||
Stock option exercise price | $ 1 | |||
Options 6 [Member] | ||||
Total stock option granted | 250,000 | |||
Stock option exercise price | $ 1.25 | |||
Options 7 [Member] | ||||
Total stock option granted | 250,000 | |||
Stock option exercise price | $ 1.50 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Stock Options Activity (Details) - $ / shares | Jan. 02, 2017 | Aug. 12, 2016 | Jul. 31, 2017 | Apr. 30, 2017 |
Equity [Abstract] | ||||
Options, Outstanding at beginning of period | 9,138,000 | 1,938,000 | ||
Options, Granted during the period | 3,500,000 | 3,700,000 | 7,200,000 | |
Options, Exercised during the period | 155,000 | |||
Options, Expired during the period | (803,000) | |||
Options, Outstanding at end of period | 8,180,000 | 9,138,000 | ||
Options, Exercisable at end of period | 7,445,000 | 7,684,500 | ||
Weighted Average Exercise Price, Outstanding at beginning of period | $ 0.31 | $ 0.15 | ||
Weighted Average Exercise Price, Granted during the period | 0.36 | |||
Weighted Average Exercise Price, Exercised during the period | 0.10 | |||
Weighted Average Exercise Price, Expired during the period | 0.10 | |||
Weighted Average Exercise Price, Outstanding at end of period | 0.35 | 0.31 | ||
Weighted Average Exercise Price, Exercisable at end of period | $ 0.35 | $ 0.34 |
Commitments (Details Narrative)
Commitments (Details Narrative) | Dec. 13, 1993 | Aug. 20, 1992 |
Percentage of patented technology owned by West Virginia University Research Corporation | 5.00% | |
Percentage of net profits from sales, licenses, royalties or income of patented technology earned by West Virginia University Research Corporation | 5.00% | |
Rand Energy Group Inc [Member] | ||
Payment of royalty on net profit, percentage | 5.00% | |
West Virginia University Research Corporation [Member] | ||
Payment of royalty on net profit, percentage | 1.00% |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Nov. 02, 2017 | Feb. 17, 2017 | Feb. 14, 2017 | Jul. 31, 2017 | Apr. 30, 2017 |
Debt maturity period, description | The Convertible Notes are secured against all assets of the Company, repayable two years after the issuance, bearing simple interest rate of 10% during the term of the notes and simple interest rate of 20% after the due date. | ||||
Number of shares issued for options exercised, shares | 155,000 | ||||
Shares issued price per share | $ 0.10 | ||||
Number of stock issued during period, shares | 51,757,119 | 51,757,119 | |||
Rand Energy Group Inc [Member] | |||||
Ownership percentage | 51.00% | ||||
Subsequent Event [Member] | |||||
Issuance of convertible loan | $ 512,366 | ||||
Debt maturity period, description | The convertible notes are secured against all assets of the Company, repayable two years after the issuance, bearing simple interest rate of 10% during the term of the notes and simple interest rate of 20% after the due date. | ||||
Subsequent Event [Member] | Rand Energy Group Inc [Member] | |||||
Number of stock issued during period, shares | 3,172,269 | ||||
Recorded treasury stock | 827,721 | ||||
Equity investment percentage | 49.00% | ||||
Ownership percentage | 100.00% | ||||
Subsequent Event [Member] | Promissory Notes One [Member] | |||||
Debt instrument interest rate | 10.00% | ||||
Debt instrument conversion price per share | $ 0.10 | ||||
Subsequent Event [Member] | Promissory Notes Two [Member] | |||||
Debt instrument interest rate | 20.00% | ||||
Debt instrument conversion price per share | $ 0.10 | ||||
Subsequent Event [Member] | Convertible Promissory Notes One [Member] | |||||
Shares issued price per share | $ 0.08 | ||||
Number of common stock shares issued for convertible promissory notes | 55,892 | ||||
Subsequent Event [Member] | Convertible Promissory Notes Two [Member] | |||||
Shares issued price per share | $ 0.10 | ||||
Number of common stock shares issued for convertible promissory notes | 243,501 | ||||
Subsequent Event [Member] | Convertible Promissory Notes [Member] | |||||
Repayments of convertible loan redemption | $ 8,652 |