Download to XLS

Document and Entity Information

v2.4.0.8
Document and Entity Information
3 Months Ended
Mar. 31, 2014
Oct. 31, 2014
Document And Entity Information    
Entity Registrant Name JAMESON STANFORD RESOURCES CORP  
Entity Central Index Key 0001477168  
Document Type 10-Q  
Document Period End Date Mar. 31, 2014  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Entity Filer Category Smaller Reporting Company  
Entity Common Stock, Shares Outstanding   15,644,729
Document Fiscal Period Focus Q1  
Document Fiscal Year Focus 2014  

Condensed Consolidated Balance Sheets

v2.4.0.8
Condensed Consolidated Balance Sheets (USD $)
Mar. 31, 2014
Dec. 31, 2013
CURRENT ASSETS    
Cash and cash equivalents $ 136,595 $ 79
Prepaid expenses 19,763 31,620
Deposits 5,100 5,100
Total current assets 161,458 36,799
Property & equipment, net 90,546 95,616
Advances to related party shareholder 1,426,261 1,262,836
Mineral rights 25,869 25,869
Surety bond 24,325 24,325
TOTAL ASSETS 1,728,459 1,445,445
CURRENT LIABILITIES    
Accounts payable and accrued expenses 396,497 420,470
Accrued compensation    4,000
Contract payable 7,460 24,366
Stipulated agreement liability, related party 79,272 91,772
Total current liabilities 483,229 540,608
Convertible Debt 506,837 178,858
Total Liabilities 990,066 719,466
STOCKHOLDERS' EQUITY    
Common stock, authorized 350,000,000 shares, $.0001 par value, 40,903,862 and 40,253,862 shares issued and outstanding, respectively 40,904 40,254
Additional paid in capital 5,120,299 4,366,960
Accumulated deficit (4,422,810) (3,681,235)
Total Stockholder's Equity 738,393 725,979
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,728,459 $ 1,445,445

Condensed Consolidated Balance Sheets (Parenthetical)

v2.4.0.8
Condensed Consolidated Balance Sheets (Parenthetical) (USD $)
Mar. 31, 2014
Dec. 31, 2013
Statement of Financial Position [Abstract]    
Common stock, shares authorized 350,000,000 350,000,000
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares issued 40,903,862 40,253,862
Common stock, shares outstanding 40,903,862 40,253,862

Condensed Consolidated Statements of Operations (Unaudited)

v2.4.0.8
Condensed Consolidated Statements of Operations (Unaudited) (USD $)
3 Months Ended
Mar. 31, 2014
Mar. 31, 2013
OPERATING REVENUES    
Revenue      
OPERATING EXPENSES    
Executive compensation 24,000 45,000
Exploration and development costs 21,722 115,277
General and administrative 531,160 156,756
General and administrative - related party    10,783
Total Operating Expenses 576,882 327,816
Loss from Operations (576,882) (327,816)
OTHER INCOME AND (EXPENSE)    
Interest expense, related party    (5,995)
Interest expense (164,693) (1,356)
Total Other Income (Expense) (164,693) (7,351)
NET LOSS $ (741,575) $ (335,167)
Basic and Diluted Loss Per Share $ (0.02) $ (0.01)
Weighted Average Number of Common Shares Outstanding 40,903,862 31,300,000

Condensed Consolidated Statement of Cash Flows (Unaudited)

v2.4.0.8
Condensed Consolidated Statement of Cash Flows (Unaudited) (USD $)
3 Months Ended
Mar. 31, 2014
Mar. 31, 2013
Cash flows from operating activities    
Net loss $ (741,575) $ (335,167)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation 5,070 2,194
Imputed interest    5,996
Shares issued for services 455,000   
Amortization of debt discount 126,968   
Changes in operating assets and liabilities    
Prepaid expenses 11,857   
Accounts payable and accrued expenses (60,240) 174,662
Accrued interest 36,267 1,355
Accrued compensation (4,000) (120,000)
Contract payable (16,906)   
Stipulated agreement liability, related party (12,500)   
Net cash used in operating activities (200,059) (270,960)
Cash flows from investing activities    
Advances to related party shareholder (163,425) (128,951)
Net cash used in investing activities (163,425) (128,951)
Cash flows from financing activities    
Proceeds from issuance of convertible debt 500,000   
Advances from related party shareholders    (49,993)
Common stock subscribed    450,000
Net cash provided by financing activities 500,000 400,007
Net increase in cash 136,516 96
Cash, beginning of year 79   
Cash, end of period 136,595 96
Cash paid for:    
Taxes      
Interest Expense      
Non-cash investing and financing activities    
Warrants issued with convertible debt $ 298,989   

Organization and Nature of Business

v2.4.0.8
Organization and Nature of Business
3 Months Ended
Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Nature of Business

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

 

On October 29, 2012, Jameson Stanford Resources Corporation (the “Company”) merged with Bolcán Mining Corporation (Note 2). Prior to the Merger, the Company was a publically traded shell company with no business operations. The shell company was originally incorporated under the laws of the state of Nevada in June 2009 as MyOtherCountryClub.com for the purpose of developing a website that would offer reciprocal golf privileges, and other related services, to members of private country clubs throughout the United States. As a result of the Merger, the Company is no longer considered a shell company.

 

The current operating activities of the Company include exploration and pre-extraction activities related to certain mining claims, mineral leases and excavation rights (collectively referred to herein as “mineral rights”) for mining projects located in (a) Star Mining District in Beaver County, Utah, (b) Spor Mountain Mining District in Juab County, Utah, and (c) Ogden Bay Wildlife Management Area in Weber County, Utah. We have not established proven or probable reserves, as defined by the SEC under Industry Guide 7, through the completion of a “final” or “bankable” feasibility study for our mineral rights. Furthermore, we have no plans to establish proven or probable reserves for any of our mineral rights.

Going Concern

v2.4.0.8
Going Concern
3 Months Ended
Mar. 31, 2014
Going Concern  
Going Concern

NOTE 2 – GOING CONCERN

 

The financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in a deficit accumulated during exploration stage of $4,422,810 as of the period ended March 31, 2014. Further losses are anticipated in the development of its business.

 

The Company’s ability to continue as a going concern is dependent upon the Company generating profitable operations and cash flows in the near-term future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations. Management plans to finance the Company’s operating costs as necessary over the next twelve months with advances from owners and directors, and the private placement of the Company’s equity ownership. If management is unsuccessful in these efforts, discontinuance of operations is possible. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Summary of Significant Accounting Policies

v2.4.0.8
Summary of Significant Accounting Policies
3 Months Ended
Mar. 31, 2014
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Accounting and Presentation

 

The interim financial information of the Company as of period ended March 31, 2014 and March 31, 2013 is unaudited. The balance sheet as of December 31, 2013 is derived from audited financial statements. The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial statements. Accordingly, they omit or condense footnotes and certain other information normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles. The accounting policies followed for quarterly financial reporting conform to the accounting policies disclosed in ASU 2014-10. In the opinion of management, all adjustments which are necessary for a fair presentation of the financial information for the interim periods reported have been made. All such adjustments are of a normal recurring nature. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the results that can be expected for the entire year ending December 31, 2014. The unaudited financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company’s annual report on Form 10-K/A for the year ended December 31, 2013.

Mineral Rights

v2.4.0.8
Mineral Rights
3 Months Ended
Mar. 31, 2014
Extractive Industries [Abstract]  
Mineral Rights

NOTE 4 – MINERAL RIGHTS

 

At March 31, 2014, the Company had certain mining claims, mineral leases and excavation rights for mining projects located in (a) Star Mining District in Beaver County, Utah, (b) Spor Mountain Mining District in Juab County, Utah, and (c) Ogden Bay Wildlife Management Area in Weber County, Utah. These mineral rights were acquired through staking and purchase, lease or option agreements and are subject to varying royalty interests, some of which are indexed to the sale price of minerals excavated from these properties. The Company has not established proven or probable reserves on any of its mineral projects and no minerals have been extracted from these properties as of March 31, 2014. As of March 31, 2014, mineral rights are $25,869.

Transactions with Related Party

v2.4.0.8
Transactions with Related Party
3 Months Ended
Mar. 31, 2014
Related Party Transactions [Abstract]  
Transactions with Related Party

NOTE 5 – TRANSACTIONS WITH RELATED PARTY

 

At the period ended March 31, 2014, the majority owner owed to the Company $1,426,261 as a result of personal use of Company assets.

 

On August 20, 2014 the Company filed a complaint against Michael Stanford, its former sole director, CEO and largest shareholder based upon the alleged wrongful, fraudulent and tortuous acts involving the Company. The financial statements do not reflect, however, any claims or recovery the Company has realized from this lawsuit against Mr. Stanford as a result of his improper conduct except as outlined in Note 13 – Subsequent Events – Michael Stanford Litigation.

Stipulated Agreement Liability, Related Party

v2.4.0.8
Stipulated Agreement Liability, Related Party
3 Months Ended
Mar. 31, 2014
Stipulated Agreement Liability Related Party  
Stipulated Agreement Liability, Related Party

note 6 – stipulated Agreement LIABILITY, RELATED PARTY

 

The Company entered into an agreement with Michael Christiansen, an former officer of the Company (“Christiansen”) on August 13, 2013 (the “Stipulated Agreement”) to pay Christiansen $123,272 (the “Amount Due”) relating to a promissory note, accrued compensation and out-of-pocket expenses incurred on behalf of the Company. The Amount Due was agreed to be paid as follows: $10,500 on or before August 15, 2013; $10,500 on or before September 15, 2013; $10,500 on or before October 15, 2013; and the balance in installments of $15,000 beginning on the earlier of (a) the first day of the month following the date on which the company received at least three million dollars ($3,000,000) of equity funding, or (b) December 31, 2014. The Company has the right to prepay any part of this amount without any prepayment penalty. In no event, however, shall the balance due be paid later than December 31, 2014. In the event of a change of control, the Company is obligated to pay in full the portion of the Amount Due that remains unpaid. Subject to completion of the payments due under the agreement, the parties agreed to release certain claims against each other related to or arising in connection with the matters that gave rise to our agreement to pay the Amount Due. During the period ended March 31, 2014, the Company made payments of $12,500 resulting in a remaining liability of $79,272 recorded as Stipulated Agreement Liability, Related Party in the accompanying financial statements.

Loan Payable

v2.4.0.8
Loan Payable
3 Months Ended
Mar. 31, 2014
Debt Disclosure [Abstract]  
Loan Payable

NOTE 7 – LOAN PAYABLE

 

On May 11, 2012, Christiansen loaned the Company $42,000. The loan was guaranteed by the Majority Owner, called for interest at 12% per annum and was extended to a due date of August 24, 2012. Effective July 1, 2013, the entire balance of $48,598, including accrued interest of $6,598, was incorporated into the Stipulated Agreement settlement with Christiansen and is included in the Amount Due. See NOTE 7.

Convertible Notes

v2.4.0.8
Convertible Notes
3 Months Ended
Mar. 31, 2014
Debt Disclosure [Abstract]  
Convertible Notes

NOTE 8 – CONVERTIBLE NOTES

 

 On August 19, 2013 the Company issued a $500,000 convertible promissory note (the “Note”) and warrants to purchase shares of common stock to an individual investor. The overall terms of the Note are as follows:

 

·Interest rate: 12% per annum.
·Due date: September 14, 2015. The Company is to pay the principal amount and all accrued and unpaid interest on or before the due date.
·Redemption right: Any time the closing price of the Company’s common stock has been at or above $2.00 for 20 consecutive trading days, the Company has the right to redeem all or any part of the principal and accrued interest of the Note, following written notice to the holder of the Note.
·Optional Conversion: At the option of the holder, the Note may be converted into shares of the Company’s common stock at a conversion price equal to $0.50 per share.
·Additionally, if the Company elects to exercise the redemption right, the holder has the opportunity to elect to take the cash payment or to convert all or any portion of the Note into shares of the Company’s common stock.
·The conversion price is subject to proportional adjustment in the event of stock splits, stock dividends and similar corporate events.
·The Note is senior in rank to any other debt held by our officers, directors or affiliates and may not be subordinated to any other debt issued by us without the written consent of the holder.
·Warrants: The holder of the Note is granted the right through September 30, 2015 to purchase 500,000 additional shares of common stock at $1.00 per share.
·The Note is secured by all of the mineral ownership and mining rights held by the Company in the Star Mountain Mining District and proceeds and distributions from such assets.
·The Note is secured by all of the mineral ownership and mining rights held by the Company in the Star Mountain Mining District and proceeds and distributions from such assets. The Note ranks pari passu in right of payment with the other convertible promissory notes executed under the offering.
·During the time that any portion of this Note is outstanding, if any Event of Default occurs and such Default is not cured by the Company within sixty (60) days of the occurrence of the Event of Default (the “Cure Period”), the amount equal to one hundred fifty percent (150%) of the outstanding principal amount of this Note, together with accrued interest and other amounts owing shall become at the holder’s election, immediately due and payable in cash. The holder at its option has the right, with three (3) business days advance written notice to the Company after the expiration of the Cure Period, to elect to convert the Note into shares of the Company’s common stock pursuant to the Optional Conversion rights disclosed above.
·The Company’s Condensed Consolidated Balance Sheets report the following related to the convertible promissory note:

 

    March 31, 2014  
Principal amount   $ 500,000  
Unamortized debt discount     (317,747 )
Net carrying amount   $ 182,253  

 

     
     

For the period ended March 31, 2014, the Company recorded $15,000 of accrued interest expense for the contractual interest related to the convertible promissory note and additional interest expense of $53,193 as amortization of the debt discount. At March 31, 2014, none of the debt had been converted and no warrants to purchase common stock had been exercised.

 

Under the guidance of ASC 470-20 Debt With Conversion and Other Options, the Company recorded the value of the above warrants to purchase 500,000 shares of its common stock.

 

Using the Black-Scholes method, such warrants were valued at $160,138. The following weighted-average assumptions were used in the Black-Scholes calculation:

 

    March 31, 2014  
Expected term (years)   2.1  
Expected volatility   125.5 %
       
Risk-free interest rate   0.36 %
Dividend yield   0 %

 

 On December 30, 2013, an amendment to the original note agreement was signed that retroactively eliminated the variability in conversion terms and the related derivative liability.  

 

On October 18, 2013 the Company issued another $500,000 convertible promissory note (the “Note”) and warrants to purchase shares of common stock to an second individual investor. The overall terms of the Note are as follows:

 

·Interest rate: 12% per annum.
·Due date: October 31, 2015. The Company is to pay the principal amount and all accrued and unpaid interest on or before the due date.
·Redemption right: Any time the closing price of the Company’s common stock has been at or above $2.00 for 20 consecutive trading days, the Company has the right to redeem all or any part of the principal and accrued interest of the Note, following written notice to the holder of the Note.
·Optional Conversion: At the option of the holder, the Note may be converted into shares of the Company’s common stock at a conversion price equal to $0.50 per share.
·Additionally, if the Company elects to exercise the redemption right, the holder has the opportunity to elect to take the cash payment or to convert all or any portion of the Note into shares of the Company’s common stock.
·The conversion price is subject to proportional adjustment in the event of stock splits, stock dividends and similar corporate events.
·The Note is senior in rank to any other debt held by our officers, directors or affiliates and may not be subordinated to any other debt issued by us without the written consent of the holder.
·Warrants: The holder of the Note is granted the right through September 30, 2015 to purchase 500,000 additional shares of common stock at $1.00 per share.
·The Note is secured by all of the mineral ownership and mining rights held by the Company in the Star Mountain Mining District and proceeds and distributions from such assets. The Note ranks pari passu in right of payment with the other convertible promissory notes executed under the offering.
·During the time that any portion of this Note is outstanding, if any Event of Default occurs and such Default is not cured by the Company within sixty (60) days of the occurrence of the Event of Default (the “Cure Period”), the amount equal to one hundred fifty percent (150%) of the outstanding principal amount of this Note, together with accrued interest and other amounts owing shall become at the holder’s election, immediately due and payable in cash. The holder at its option has the right, with three (3) business days advance written notice to the Company after the expiration of the Cure Period, to elect to convert the Note into shares of the Company’s common stock pursuant to the Optional Conversion rights disclosed above.
·The Company’s Condensed Consolidated Balance Sheets report the following related to the convertible promissory note:

 

    March 31, 2014  
Principal amount   $ 500,000  
Unamortized debt discount     (389,637 )
Net carrying amount   $ 110,363  

  

 For the period ended March 31, 2014, the Company recorded $15,000 of accrued interest expense for the contractual interest related to the convertible promissory note and additional interest expense of $60,565 as amortization of the debt discount. At March 31, 2014, none of the debt had been converted and no warrants to purchase common stock had been exercised.

 

Under the guidance of ASC 470-20 Debt With Conversion and Other Options, the Company recorded the value of the above warrants to purchase 500,000 shares of its common stock.

 

Using the Black-Scholes method, such warrants were valued at $209,503. The following weighted-average assumptions were used in the Black-Scholes calculation:

 

  March 31, 2014  
Expected term (years)   2.0  
Expected volatility   125.5 %
Risk-free interest rate   0.33 %
Dividend yield   0 %

 

On January 22, 2014 the Company issued a $200,000 convertible promissory note (the “Note”) and warrants to purchase shares of common stock to an individual investor. The overall terms of the Note are as follows:

 

  Interest rate: 12% per annum
  Due date: October 15, 2015. The Company is to pay the principal amount and all accrued and unpaid interest on or before the due date.
  Redemption right: Any time the closing price of the Company’s common stock has been at or above $2.00 for 20 consecutive trading days, the Company has the right to redeem all or any part of the principal and accrued interest of the Note, following written notice to the holder of the Note.
  Optional Conversion: At the option of the holder, the Note may be converted into shares of the Company’s common stock at a conversion price equal to $0.50 per share.
  Additionally, if the Company elects to exercise the redemption right, the holder has the opportunity to elect to take the cash payment or to convert all or any portion of the Note into shares of the Company’s common stock.
  The conversion price is subject to proportional adjustment in the event of stock splits, stock dividends and similar corporate events.
  The Note is senior in rank to any other debt held by our officers, directors or affiliates and may not be subordinated to any other debt issued by us without the written consent of the holder.
  Warrants: The holder of the Note is granted the right through October 15, 2015 to purchase 200,000 additional shares of common stock at $1.00 per share.
  The Note is secured by all of the mineral ownership and mining rights held by the Company in the Star Mountain Mining District and proceeds and distributions from such assets.
  The Note is secured by all of the mineral ownership and mining rights held by the Company in the Star Mountain Mining District and proceeds and distributions from such assets. The Note ranks pari passu in right of payment with the other convertible promissory notes executed under the offering.
  During the time that any portion of this Note is outstanding, if any Event of Default occurs and such Default is not cured by the Company within sixty (60) days of the occurrence of the Event of Default (the “Cure Period”), the amount equal to one hundred fifty percent (150%) of the outstanding principal amount of this Note, together with accrued interest and other amounts owing shall become at the holder’s election, immediately due and payable in cash. The holder at its option has the right, with three (3) business days advance written notice to the Company after the expiration of the Cure Period, to elect to convert the Note into shares of the Company’s common stock pursuant to the Optional Conversion rights disclosed above.
  The Company’s Consolidated Balance Sheets report the following related to the convertible promissory note:

 

    March 31, 2014  
Principal amount   $ 200,000  
Unamortized debt discount     (40,975 )
Net carrying amount   $ 159,025  

 

For the period ended March 31, 2014, the Company recorded $4,667 of accrued interest expense for the contractual interest related to the convertible promissory note and additional interest expense of $4,949 as amortization of the debt discount. At the period ended March 31, 2014, none of the debt had been converted and no warrants to purchase common stock had been exercised.

 

Under the guidance of ASC 470-20 Debt With Conversion and Other Options, the Company recorded the value of the above warrants to purchase 200,000 shares of its common stock.

   

Using the Black-Scholes method, such warrants were valued at $45,924. The following weighted-average assumptions were used in the Black-Scholes calculation:

 

    March 31, 2014  
Expected term (years)     1.7  
Expected volatility     159.3 %
Risk-free interest rate     0.44 %
Dividend yield     0 %

 

On March 12, 2014 the Company issued a $300,000 convertible promissory note (the “Note”) and warrants to purchase shares of common stock to a second individual investor. The overall terms of the Note are as follows:

 

  Interest rate: 12% per annum.
  Due date: October 15, 2015. The Company is to pay the principal amount and all accrued and unpaid interest on or before the due date.
  Redemption right: Any time the closing price of the Company’s common stock has been at or above $2.00 for 20 consecutive trading days, the Company has the right to redeem all or any part of the principal and accrued interest of the Note, following written notice to the holder of the Note.
  Optional Conversion: At the option of the holder, the Note may be converted into shares of the Company’s common stock at a conversion price equal to $0.50 per share.
  Additionally, if the Company elects to exercise the redemption right, the holder has the opportunity to elect to take the cash payment or to convert all or any portion of the Note into shares of the Company’s common stock.
  The conversion price is subject to proportional adjustment in the event of stock splits, stock dividends and similar corporate events.
  The Note is senior in rank to any other debt held by our officers, directors or affiliates and may not be subordinated to any other debt issued by us without the written consent of the holder.
  Warrants: The holder of the Note is granted the right through October 15, 2015 to purchase 300,000 additional shares of common stock at $1.00 per share.
  The Note is secured by all of the mineral ownership and mining rights held by the Company in the Star Mountain Mining District and proceeds and distributions from such assets. The Note ranks pari passu in right of payment with the other convertible promissory notes executed under the offering.
  During the time that any portion of this Note is outstanding, if any Event of Default occurs and such Default is not cured by the Company within sixty (60) days of the occurrence of the Event of Default (the “Cure Period”), the amount equal to one hundred fifty percent (150%) of the outstanding principal amount of this Note, together with accrued interest and other amounts owing shall become at the holder’s election, immediately due and payable in cash. The holder at its option has the right, with three (3) business days advance written notice to the Company after the expiration of the Cure Period, to elect to convert the Note into shares of the Company’s common stock pursuant to the Optional Conversion rights disclosed above.
  The Company’s Consolidated Balance Sheets report the following related to the convertible promissory note:

 

    March 31, 2014  
Principal amount   $ 300,000  
Unamortized debt discount     (244,804 )
Net carrying amount   $ 55,196  

 

For the period ended March 31, 2014, the Company recorded $1,800 of accrued interest expense for the contractual interest related to the convertible promissory note and additional interest expense of $8,262 as amortization of the debt discount. At the period ended March 31, 2014, none of the debt had been converted and no warrants to purchase common stock had been exercised.  

 

Under the guidance of ASC 470-20 Debt With Conversion and Other Options, the Company recorded the value of the above warrants to purchase 300,000 shares of its common stock.

 

Using the Black-Scholes method, such warrants were valued at $253,066. The following weighted-average assumptions were used in the Black-Scholes calculation:

 

    March 31, 2014  
Expected term (years)     1.6  
Expected volatility     177.0 %
Risk-free interest rate     0.37 %
Dividend yield     0 %

 

Aggregate maturities of Convertible Notes in each of the next five years ending December 31st are as follows:

 

2014   $ -  
2015       1,500,000  
2016     -  
2017     -  
2018     -  
    $ 1,500,000  

 

The January 22, 2014 and March 12, 2014 Notes and the Pledge and Security Agreements and Subscription Agreements entered into by the Company and the investors in connection with the issuance of the respective Notes are substantially identical in form to the Notes, Pledge and Security Agreements and Subscription Agreements entered into between the Company and the investors in the August 19, 2013 and October 18, 2013 issuances discussed above.

Contracts and Lease Commitments

v2.4.0.8
Contracts and Lease Commitments
3 Months Ended
Mar. 31, 2014
Commitments and Contingencies Disclosure [Abstract]  
Contracts and Lease Commitments

NOTE 9 – CONTRACTS AND LEASE COMMITMENTS

 

Office Leases

 

Commencing February 1, 2013 and continuing to January 31, 2014, the Company rented residential office space from an entity controlled by the Majority Owner. The monthly lease payment is comparable to rents paid by non-related parties for similar office space in the area.

 

Commencing October 1, 2013 and continuing to March 31, 2014, the Company leased executive office space totaling 430square feet. The Company is obligated to monthly lease payment of $5,300. The agreement is renewable at the option of the Company in three month increments. The current lease expires June 30, 2014. The Company was required to submit a refundable deposit of $5,100. The refundable deposit was returned in the second quarter of 2014.

 

Service Contracts 

 

Effective July 31, 2013, the Company entered into an agreement with Christiansen to serve as Executive Vice President, Corporate Development. The initial term of six months calls for monthly compensation of $6,000 increasing to $10,000 per month once the company has raised $1,000,000 in new equity funding, $15,000 per month once the company has raised $3,000,000 and $20,000 per month once the company has raised $5,000,000. The Company is further obligated to reimburse Christiansen for usual and customary business related expenses. This contract was not renewed and expired on January 31, 2014.

 

Royalty Agreement

 

Under a memorandum of understanding, the Company is obligated to pay an existing investor, a royalty equal to $.50 per metric tonne(approx 2,200 lbs) for any sales of ore until the investor has recouped his investment of $750,000. No royalty expense has been incurred or recorded related to this agreement for the period ended March 31, 2014. See Note 13 – Subsequent Events – Share Cancellation.

Equity Transaction

v2.4.0.8
Equity Transaction
3 Months Ended
Mar. 31, 2014
Equity [Abstract]  
Equity Transaction

NOTE 10 – EQUITY TRANSACTION 

 

On February 27, 2014, the Company issued 650,000 restricted common shares to a professional services company controlled by an officer of the Company. Based on a closing common share value of $.70 on the issuance date, professional services expense of $455,000 was recorded. See Note 13 – Subsequent Events, Share Cancellation.

 

In connection with the Company’s issuance of the $200,000 and $300,000 principal amount of Notes on January 22, 2014 and March 12, 2014, respectively, discussed in Note 9 – Convertible Notes, the Company issued warrants to purchase an aggregate of 500,000 shares of its common stock at $1.00 per share. The Warrants expire on October 15, 2015. The exercise price is subject to proportional adjustment in the event of stock splits, stock dividends and similar corporate events.

Legal

v2.4.0.8
Legal
3 Months Ended
Mar. 31, 2014
Legal  
Legal

NOTE 11 – LEGAL

 

On January 16, 2014, DOSECC Exploration Services (“DOSECC”) filed a lien in Beaver County, UT on the Chopar Mine for an outstanding balance owed in connection with their work in the alleged amount of seventy thousand dollars ($70,000). In August, 2014, DOSECC filed a lawsuit in Utah Fifth District Court for the allegedly delinquent balance and are reportedly in a position to seek a default judgment and foreclosure on the Chopar Mine. However, the foreclosure and the DOSECC lawsuit have been temporarily delayed until the Court-ordered accounting with Michael Stanford is completed. See Note 13 – Subsequent Events, Michael Stanford Litigation. The alleged amount noted above is reflected in the financial statements as a liability.

Subsequent Events

v2.4.0.8
Subsequent Events
3 Months Ended
Mar. 31, 2014
Subsequent Events [Abstract]  
Subsequent Events

NOTE 12 – SUBSEQUENT EVENTS

 

Michael Stanford Litigation

 

On August 20, 2014 the Company filed a complaint in the Fifth Judicial District Court, Beaver Count, Utah (Civil Case No. 140500023) against Michael Stanford, its former sole director, CEO and its largest shareholder based upon the alleged wrongful, fraudulent and tortuous acts whereby Mr. Stanford committed the pervasive, profound, continuous, repeated, and ongoing wrongful and fraudulent acts and omissions resulting in at least $2,591,359 in losses for the Company, $1,272,321 in fraudulent claimed business expenses, $1,319,038 representing investment monies diverted from the Company and monies deposited directly into Mr. Stanford’s personal accounts and the improper issuance to Mr. Stanford of 25,000,000 shares of the Company’s common stock in exchange for the stock of Bolcán Mining Corporation in May 2012 whose assets were highly inflated at the time the Company completed this acquisition. The complaint also alleges that Mr. Stanford misappropriated for his own personal uses $750,000 of investment capital that was to be invested in the Company, the failure to disclose his history of litigation, his general fraudulent conduct in dealing with the Company and threats of violence against the Company’s officers and other persons related to the Company.

 

Based on this conduct, the complaint includes a claim for an accounting, conversion, fraudulent misrepresentation and fraudulent nondisclosure, interference with present and prospective economic relations, declaratory judgment, and injunctive relief. The complaint seeks, among other things, monetary damages of $5,873,675, injunctive relief and punitive damages, cancellation of 25,000,000 shares of the Company’s common stock and the Company’s costs, expenses and attorney’s fees associated with the this lawsuit.

 

  On May 27, 2014, Mr. Stanford resigned as an officer and director of the Company. Our current management had no knowledge of Mr. Stanford’s improper conduct as alleged in the complaint which relate to his actions prior to his resignation.

 

On September 22, 2014 the Company received notice that a Default Judgment and Order Granting Default Judgment and Relief (the “Judgment”) had been issued by the Fifth Judicial District Court, Beaver County, Utah in the Company’s complaint in Civil Case No. 140500023 filed against Michael Stanford, its former sole director, CEO and its former largest shareholder.

 

The Judgment requires, among other things, that Mr. Stanford render a full accounting to the Company, orders the return of 25,000,000 shares of Company common stock, and the transfer of a residential property located at 510 West Center, Milford, Utah 84751 to the Company, as well as transfers ownership of all the personal property located within the real property to the Company. The Judgment also enjoins Mr. Stanford from representing that he is involved in the business of the Company or its subsidiaries to any person or entity, as well as permanently enjoining Mr. Stanford from offering or pretending to offer for sale any stock or security interest in the Company or its affiliated entities. The injunction further prohibits Mr. Stanford from offering or pretending to offer for sale any actual or fabricated business opportunity related in any way to the Company or an affiliate of the Company. The Judgment permanently enjoins Mr. Stanford from wasting, concealing, withholding, transferring, transmitting, or transporting across any state boundary any asset, corporate opportunity, record, or title to which the Company is entitled and/or that has been purchased or produced in whole or in part through use of the Company or any subsidiary of the Company.

 

The Judgment further enjoins Mr. Stanford from, among other things, and with the a limited exception of communications made during settlement negotiations, communicating with, threatening, assaulting, bribing any past or present officer, employee, agent, investor, or representative of the Company or its subsidiaries, tampering with or destroying records and property relating to Judgment. The Judgment forbids Mr. Stanford from leaving the State of Utah, and also from leaving the United States, and orders Mr. Stanford to surrender his passport to the Court, until such time as Mr. Stanford shall render an accounting to the Company to the satisfaction of the Court.

 

The Judgment also orders Mr. Stanford to pay the Company’s costs, expenses, and attorney’s fees associated with the Stanford Lawsuit, as well as past, present, and future accrual and proximate damages suffered due to the loss and harm caused by Mr. Stanford’s acts and omissions in relation to the Stanford Lawsuit in the amount of $5,873,675. The court further ordered punitive damages against Mr. Stanford in the amount of treble the current known actual damages (other than the retitled securities and the Milford, Utah residential property), for a total of $17,621,025, and post-judgment interest. The Judgment is without prejudice to any future suit the Company or any other entity or investor may have for additional, non-duplicative damages and relief that may be revealed as necessary through any further audits and rendering of an accounting that may occur in connection the Mr. Stanford.

 

On September 17, 2014, prior to the entering of the Judgment, Mr. Stanford conveyed to the Company the real property located at 510 West Center, Milford, Utah 84751 and executed an irrevocable stock power of attorney to convey 25,000,000 shares of our common stock that he owned for cancellation by the Company. The 25,000,000 shares of common stock were cancelled on September 22, 2014. We are evaluating what future legal proceedings we may pursue in order to collect money damages of $23,494,700 awarded to us pursuant to the Judgment.

 

The Company believes that its claims in the above case are substantial for the reasons discussed above. Litigation is, however, inherently unpredictable. The final outcome of this lawsuit is subject to significant uncertainties and, therefore, determining the likelihood of a recovery and/or the measurement of any recovery is complex. Consequently, we are unable to estimate the range of reasonably possible recovery. Our assessment is based on an estimate and assumption that has been deemed reasonable by management, but the assessment process relies heavily on an estimate and assumption that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause us to change that estimate and assumption.

 

Share Cancellation

 

On October 1, 2014, but effective September 18, 2014, a shareholder signed an Agreement of Mutual Understanding and Settlement wherein the shareholder agrees to:

 

1.Cancel a non-binding Memorandum of Understanding (“MOU”) wherein it was purported to contract for the purchase of common shares of the Company and grant a certain Royalty (the “Royalty”)
2.Return 3,860,000 shares of common stock resulting in the shareholder having 1,500,000 shares at $.50 per share for the $750,000 previously invested. The shares were cancelled on October 1, 2014.
3.Surrender all rights to the Royalty in the original MOU

 

On September 25, 2014, the former Chief Financial Officer of the Company signed a Mutual Release, Non-Disparagement, Stock Cancellation and Non-Solicitation Agreement wherein he agreed to return 500,000 shares of our common stock that he owns for cancellation by the Company and agreed to cancel the amount payable to his company for accounting and financial consulting work in the amount of $13,716. The shares were cancelled on October 9, 2014.

 

Debt and Warrant Conversion

 

On October 22, 2014, the Chief Executive Officer and Chairman of the Board of Directors and another Director agreed to convert $1,500,000 aggregate principal of the Company’s convertible debt previously issued to them (the “Convertible Debt”) along with accrued interest of $175,433 into an aggregate of 3,350,867 shares of the Company’s unregistered common stock (the “Conversion”). In connection with the Conversion, the Company entered into an Amendment to Common Stock Purchase Warrants related to warrants to purchase an aggregate of 1,500,000 shares of the Company’s common stock (the “Warrants”). The Warrants were issued to them in connection with the issuance of the Convertible Debt (the “Warrant Amendment”). The Warrant Amendment reduces the Exercise Price of all unexercised Warrants from $1.00 per share to $0.50 per share. The Warrants were exercised pursuant to its cashless exercise provisions. An additional 750,000 shares of the Company’s unregistered common stock will be issued for the warrants. The total number of shares of 4,100,867 were issued on October 30, 2014.

 

The Company has evaluated subsequent events pursuant to ASC 855. Other than the events noted above, no additional material subsequent events exist.

Summary of Significant Accounting Policies (Policies)

v2.4.0.8
Summary of Significant Accounting Policies (Policies)
3 Months Ended
Mar. 31, 2014
Accounting Policies [Abstract]  
Basis of Accounting and Presentation

Basis of Accounting and Presentation

 

The interim financial information of the Company as of period ended March 31, 2014 and March 31, 2013 is unaudited. The balance sheet as of December 31, 2013 is derived from audited financial statements. The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial statements. Accordingly, they omit or condense footnotes and certain other information normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles. The accounting policies followed for quarterly financial reporting conform to the accounting policies disclosed in ASU 2014-10. In the opinion of management, all adjustments which are necessary for a fair presentation of the financial information for the interim periods reported have been made. All such adjustments are of a normal recurring nature. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the results that can be expected for the entire year ending December 31, 2014. The unaudited financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company’s annual report on Form 10-K/A for the year ended December 31, 2013.

Convertible Notes (Tables)

v2.4.0.8
Convertible Notes (Tables)
3 Months Ended
Mar. 31, 2014
Debt Disclosure [Abstract]  
Schedule of Convertible Promissory Note

     
  The Company’s Condensed Consolidated Balance Sheets report the following related to the convertible promissory note:

 

    March 31, 2014  
Principal amount   $ 500,000  
Unamortized debt discount     (317,747 )
Net carrying amount   $ 182,253  

 

 

     
  The Company’s Condensed Consolidated Balance Sheets report the following related to the convertible promissory note:

 

    March 31, 2014  
Principal amount   $ 500,000  
Unamortized debt discount     (389,637 )
Net carrying amount   $ 110,363  

 

     
  The Company’s Consolidated Balance Sheets report the following related to the convertible promissory note:

 

    March 31, 2014  
Principal amount   $ 200,000  
Unamortized debt discount     (40,975 )
Net carrying amount   $ 159,025  

 

     
  The Company’s Consolidated Balance Sheets report the following related to the convertible promissory note:

 

    March 31, 2014  
Principal amount   $ 300,000  
Unamortized debt discount     (244,804 )
Net carrying amount   $ 55,196  

Schedule of Weighted Average Assumptions Calculation

The following weighted-average assumptions were used in the Black-Scholes calculation:

 

    March 31, 2014  
Expected term (years)     2.1  
Expected volatility     125.5 %
Risk-free interest rate     0.36 %
Dividend yield     0 %

 

The following weighted-average assumptions were used in the Black-Scholes calculation:

 

    March 31, 2014  
Expected term (years)     2.0  
Expected volatility     125.5 %
Risk-free interest rate     0.33 %
Dividend yield     0 %

 

The following weighted-average assumptions were used in the Black-Scholes calculation:

 

    March 31, 2014  
Expected term (years)     1.7  
Expected volatility     159.3 %
Risk-free interest rate     0.44 %
Dividend yield     0 %

 

The following weighted-average assumptions were used in the Black-Scholes calculation:

  

    March 31, 2014  
Expected term (years)     1.6  
Expected volatility     177.0 %
Risk-free interest rate     0.37 %
Dividend yield     0 %

Aggregate Maturities of Convertible Notes

Aggregate maturities of Convertible Notes in each of the next five years ending December 31st are as follows:

 

2014   $ -  
2015     1,500,000  
2016     -  
2017     -  
2018     -  
    $ 1,500,000  

Going Concern (Details Narrative)

v2.4.0.8
Going Concern (Details Narrative) (USD $)
Mar. 31, 2014
Dec. 31, 2013
Going Concern    
Accumulated deficit during exploration stage $ 4,422,810 $ 3,681,235

Mineral Rights (Details Narrative)

v2.4.0.8
Mineral Rights (Details Narrative) (USD $)
Mar. 31, 2014
Dec. 31, 2013
Extractive Industries [Abstract]    
Mineral rights $ 25,869 $ 25,869

Transactions with Related Party (Details Narrative)

v2.4.0.8
Transactions with Related Party (Details Narrative) (USD $)
3 Months Ended
Mar. 31, 2014
Related Party Transactions [Abstract]  
Majority owner owed for personal use of assets $ 1,426,261

Stipulated Agreement Liability, Related Party (Details Narrative)

v2.4.0.8
Stipulated Agreement Liability, Related Party (Details Narrative) (USD $)
3 Months Ended 0 Months Ended
Mar. 31, 2014
Dec. 31, 2013
Aug. 13, 2013
Amount Due Agreed To Be Paid On or Before August 15, 2013 [Member]
Aug. 13, 2013
Amount Due Agreed To Be Paid On or Before September 15, 2013 [Member]
Aug. 13, 2013
Amount Due Agreed To Be Paid On or Before October 15, 2013 [Member]
Aug. 13, 2013
First Day of Month Following Date on Which Company Received At Least Three Million Dollars of Equity Funding, Or December 31, 2014 [Member]
Aug. 13, 2013
Michael Christiansen [Member]
Amount Due relating to promissory note, accrued compensation and out-of-pocket expenses incurred              $ 123,272
Amount Due, periodic payment     10,500 10,500 10,500 15,000  
Equity funding           3,000,000  
Repayments of debt 12,500            
Remaining liability recorded as Stipulated Agreement Liability, Related Party $ 79,272 $ 91,772          

Loan Payable (Details Narrative)

v2.4.0.8
Loan Payable (Details Narrative) (USD $)
0 Months Ended
Jul. 02, 2013
May 11, 2012
Michael Christiansen [Member]
Proceeds from repayments of loan payable   $ 42,000
Loan bears interest rate   12.00%
Loan extended maturity date   Aug. 24, 2012
Loans payable 48,598  
Accrued interest $ 6,598  

Convertible Notes (Details Narrative)

v2.4.0.8
Convertible Notes (Details Narrative) (USD $)
3 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended 3 Months Ended
Mar. 31, 2014
Mar. 31, 2013
Dec. 31, 2013
Jul. 02, 2013
Aug. 19, 2013
Convertible Promissory Note One [Member]
Mar. 31, 2014
Convertible Promissory Note One [Member]
Aug. 19, 2013
Convertible Promissory Note One [Member]
Warrant [Member]
Oct. 18, 2013
Convertible Note Promissory Two [Member]
Mar. 31, 2014
Convertible Note Promissory Two [Member]
Oct. 18, 2013
Convertible Note Promissory Two [Member]
Warrant [Member]
Jan. 22, 2014
Convertible Promissory Note Three [Member]
Mar. 31, 2014
Convertible Promissory Note Three [Member]
Jan. 22, 2014
Convertible Promissory Note Three [Member]
Warrant [Member]
Mar. 12, 2014
Convertible Promissory Note Four [Member]
Mar. 31, 2014
Convertible Promissory Note Four [Member]
Mar. 12, 2014
Convertible Promissory Note Four [Member]
Warrant [Member]
Convertible promissory note         $ 500,000     $ 500,000     $ 200,000     $ 300,000    
Interest rate         12.00%     12.00%     12.00%     12.00%    
Due date of unpaid interest and principal of notes         Sep. 14, 2015     Oct. 31, 2015     Oct. 15, 2015     Oct. 15, 2015    
Notes redemption right        

the closing price of the Company’s common stock has been at or above $2.00 for 20 consecutive trading days

   

the closing price of the Company’s common stock has been at or above $2.00 for 20 consecutive trading days

   

the closing price of the Company’s common stock has been at or above $2.00 for 20 consecutive trading days

   

the closing price of the Company’s common stock has been at or above $2.00 for 20 consecutive trading days

   
Conversion price per share         $ 0.50     $ 0.50     $ 0.50     $ 0.50    
Warrants issued to purchase additional common stock, number             500,000     500,000     200,000     300,000
Common stock, price per share $ 0.0001   $ 0.0001       $ 1.00     $ 1.00     $ 1.00     $ 1.00
Percentage of outstanding debt equal to value of event         150.00%     150.00%     150.00%     150.00%    
Accrued interest expense       6,598   15,000     15,000     4,667     1,800  
Amortization of debt discount 126,968          53,193     60,565     4,949     8,262  
Warrants issued to purchase number of common stock 500,000         500,000     500,000     200,000     300,000  
Warrants value using the Black-Scholes method           $ 160,138     $ 209,503     $ 45,924     $ 253,066  

Convertible Notes - Schedule of Convertible Promissory Note (Details)

v2.4.0.8
Convertible Notes - Schedule of Convertible Promissory Note (Details) (USD $)
Mar. 31, 2014
Dec. 31, 2013
Net carrying amount $ 506,837 $ 178,858
Convertible Promissory Note One [Member]
   
Principal amount 500,000  
Unamortized debt discount (317,747)  
Net carrying amount 182,253  
Convertible Note Promissory Two [Member]
   
Principal amount 500,000  
Unamortized debt discount (389,637)  
Net carrying amount 110,363  
Convertible Promissory Note Three [Member]
   
Principal amount 200,000  
Unamortized debt discount (40,975)  
Net carrying amount 159,025  
Convertible Promissory Note Four [Member]
   
Principal amount 300,000  
Unamortized debt discount (244,804)  
Net carrying amount $ 55,196  

Convertible Notes - Schedule of Weighted Average Assumptions Calculation (Details)

v2.4.0.8
Convertible Notes - Schedule of Weighted Average Assumptions Calculation (Details)
3 Months Ended
Mar. 31, 2014
Warrant One [Member]
 
Expected term (years) 2 years 1 month 6 days
Expected volatility 125.50%
Risk-free interest rate 0.36%
Dividend yield 0.00%
Warrant Two [Member]
 
Expected term (years) 2 years
Expected volatility 125.50%
Risk-free interest rate 0.33%
Dividend yield 0.00%
Warrant Three [Member]
 
Expected term (years) 1 year 8 months 12 days
Expected volatility 159.30%
Risk-free interest rate 0.44%
Dividend yield 0.00%
Warrant Four [Member]
 
Expected term (years) 1 year 7 months 6 days
Expected volatility 177.00%
Risk-free interest rate 0.37%
Dividend yield 0.00%

Convertible Notes - Aggregate Maturities of Convertible Notes (Details)

v2.4.0.8
Convertible Notes - Aggregate Maturities of Convertible Notes (Details) (USD $)
Dec. 31, 2013
Debt Disclosure [Abstract]  
2014   
2015 1,500,000
2016   
2017   
2018   
Total $ 1,500,000

Contracts and Lease Commitments (Details Narrative)

v2.4.0.8
Contracts and Lease Commitments (Details Narrative) (USD $)
3 Months Ended 0 Months Ended
Mar. 31, 2014
sqft
Mar. 31, 2013
Jul. 31, 2013
Michael Christiansen [Member]
Jul. 31, 2013
Michael Christiansen [Member]
When $1000000 New Equity Fund Raised [Member]
Jul. 31, 2013
Michael Christiansen [Member]
When $3000000 New Equity Fund Raised [Member]
Jul. 31, 2013
Michael Christiansen [Member]
When $5000000 New Equity Fund Raised [Member]
Refundable deposit $ 5,100          
Leasing executive office space totaling, square feet 430          
Lease payments 5,300          
Lease expiration date Jun. 30, 2014   Jan. 31, 2014      
Initial term, monthly calls     6 months      
Compensation 24,000 45,000 6,000 10,000 15,000 20,000
Increase in new equity funding       1,000,000 3,000,000 5,000,000
Royalty per metric tonne 0.50          
Royalty, in weight (lbs) 2,200          
Royalty expense 0          
Investments $ 750,000          

Equity Transaction (Details Narrative)

v2.4.0.8
Equity Transaction (Details Narrative) (USD $)
0 Months Ended 3 Months Ended
Mar. 12, 2014
Feb. 27, 2014
Jan. 22, 2014
Mar. 31, 2014
Equity [Abstract]        
Issuance of restricted common shares for professional services   650,000    
Stock issued per share   $ 0.70   $ 1.00
Professional services expense   $ 455,000    
Proceeds from notes $ 300,000   $ 200,000  
Warrants to purchase number of common stock       500,000
Warrants expiration date       Oct. 15, 2015

Legal (Details Narrative)

v2.4.0.8
Legal (Details Narrative) (DOSECC [Member], USD $)
0 Months Ended
Jan. 16, 2014
DOSECC [Member]
 
Outstanding balance owed $ 70,000

Subsequent Events (Details Narrative)

v2.4.0.8
Subsequent Events (Details Narrative) (USD $)
0 Months Ended 3 Months Ended 0 Months Ended 0 Months Ended
Feb. 27, 2014
Mar. 31, 2014
Oct. 30, 2014
Subsequent Event [Member]
Oct. 22, 2014
Subsequent Event [Member]
Sep. 18, 2014
Subsequent Event [Member]
Oct. 22, 2014
Subsequent Event [Member]
Minimum [Member]
Oct. 22, 2014
Subsequent Event [Member]
Maximum [Member]
Oct. 22, 2014
Subsequent Event [Member]
Warrant [Member]
Sep. 25, 2014
Subsequent Event [Member]
Robbie Chidester [Member]
Sep. 18, 2014
Subsequent Event [Member]
Mr. Sutherland [Member]
Sep. 22, 2014
Subsequent Event [Member]
Michael Stanford Litigation [Member]
Sep. 17, 2014
Subsequent Event [Member]
Michael Stanford Litigation [Member]
Aug. 20, 2014
Subsequent Event [Member]
Michael Stanford Litigation [Member]
Litigation losses amount                         $ 2,591,359
Fraudulent claimed business expenses                         1,272,321
Investment monies diverted and monies deposited                         1,319,038
Issuance of common stock for exchange                         25,000,000
Investment capital used for personal use                         750,000
Litigation damages amount                         5,873,675
Cancellation of common stock         3,860,000       500,000   25,000,000 25,000,000 25,000,000
Litigation settlement amount                     5,873,675    
Litigation settlement interest                     17,621,025    
Legal judgement amount                     23,494,700    
Number of stock retaining during period                   1,500,000      
Stock issued per share $ 0.70 $ 1.00               $ 0.50      
Number of stock retaining value during period                   750,000      
Common stock received compensation to cancel value                 13,716        
Debt conversion principal amount       1,500,000                  
Accrued interest on convertible debt       $ 175,433                  
Convertible debt shares converted       3,350,867                  
Warrants to purchase number of common stock   500,000           1,500,000          
Unexercised warrants exercise price per share           $ 1.00 $ 0.50            
Additional shares issued       750,000                  
Total number of shares issued     4,100,867