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Document and Entity Information

v2.4.0.8
Document and Entity Information
6 Months Ended
Mar. 31, 2014
Jul. 17, 2014
Document and Entity Information [Abstract]    
Entity Registrant Name Trio Resources, Inc.  
Entity Central Index Key 0001532828  
Document Type 10-Q  
Document Period End Date Mar. 31, 2014  
Amendment Flag false  
Current Fiscal Year End Date --09-30  
Entity Filer Category Smaller Reporting Company  
Entity Common Stock, Shares Outstanding   339,162,500
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2014  

Condensed Consolidated Balance Sheets (Unaudited)

v2.4.0.8
Condensed Consolidated Balance Sheets (Unaudited) (USD $)
Mar. 31, 2014
Sep. 30, 2013
CURRENT ASSETS    
Cash      
Prepaid expense and other receivables 80,463 122,930
Total current assets 80,463 122,930
Loan receivable - related party 61,215 65,673
Patented claims (Note 3) 9,228 9,900
Property and equipment (Note 3) 219,577 238,876
TOTAL ASSETS 370,483 437,379
CURRENT LIABLILITES    
Bank indebtedness 62 10,830
Accounts payable and accrued liabilities 772,117 763,775
Loans payable (Note 7) 438,350 257,399
Convertible notes payable (Note 10) 924,187 482,655
Convertible draw down loan payable (Note 8) 425,000   
Total current liabilities 2,559,716 1,514,659
Convertible draw down loan payable (Note 8)    425,000
Convertible note payable - related party (Note 9) 405,560 384,899
Convertible notes payable (Note 10) 1,541 483,708
Derivative liabilities (Note 11) 103,457   
TOTAL LIABILITIES 3,070,274 2,808,266
SHAREHOLDERS' DEFICIENCY    
Authorized: 400,000,000 common stock, no par value Issued and outstanding: 339,162,500 common stock as at March 31, 2014 (September 30, 2013 : 338,650,000 common stock) - (Note 4) 339,163 338,650
Excess of purchase price over net asset value (Notes 6 and 9) (299,105) (299,105)
Additional paid-in capital 320,763 312,683
Accumulated other comprehensive income 170,318 23,159
Deficit accumulated during the exploration stage (3,230,930) (2,746,274)
Total stockholders' deficiency (2,699,791) (2,370,887)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIENCY $ 370,483 $ 437,379

Condensed Consolidated Balance Sheets (Parenthetical)

v2.4.0.8
Condensed Consolidated Balance Sheets (Parenthetical) (USD $)
Mar. 31, 2014
Sep. 30, 2013
Statement of Financial Position [Abstract]    
Common stock, shares authorized 400,000,000 400,000,000
Common stock, no par value      
Common stock, shares issued 339,162,500 338,650,000
Common stock, shares outstanding 339,162,500 338,650,000

Condensed Consolidated Interim Statements of Operations and Comprehensive Loss (Unaudited)

v2.4.0.8
Condensed Consolidated Interim Statements of Operations and Comprehensive Loss (Unaudited)(USD ($))
3 Months Ended 6 Months Ended 22 Months Ended
Mar. 31, 2014
Mar. 31, 2013
Mar. 31, 2014
Mar. 31, 2013
Mar. 31, 2014
Income Statement [Abstract]          
REVENUE    $ 166,299    $ 166,299 $ 219,385
EXPENSES          
Corporate expenses 139,266 510,649 303,648 1,077,747 2,287,870
Exploration and development costs    85,518 21,775 151,735 467,605
Interest expense 68,713 56,411 137,892 106,561 378,621
Changes in fair value of derivative liabilities (Note 12) 4,080    17,339    17,339
Depreciation 1,951 3,686 4,002 7,022 21,846
Total expenses 214,010 656,264 484,656 1,343,065 3,173,281
Net loss for the period before income taxes (214,010) (489,965) (484,656) (1,176,766) (2,953,896)
Income taxes             
NET LOSS FOR THE PERIOD (214,010) (489,965) (484,656) (1,176,766) (2,953,896)
Foreign currency translation adjustment 81,770 25,751 147,159 12,870 170,318
COMPREHENSIVE LOSS $ (132,240) $ (464,214) $ (337,497) $ (1,163,896) $ (2,783,578)
Loss per share, basic and diluted $ (0.0004) $ (0.0014) $ (0.0010) $ (0.0039)  
Weighted average number of common stock outstanding, basic and diluted 339,162,500 338,643,889 338,952,847 295,888,736  

Condensed Consolidated Interim Statements of Stockholders' Deficit (Unaudited)

v2.4.0.8
Condensed Consolidated Interim Statements of Stockholders' Deficit (Unaudited)
Common Stock [Member]
USD ($)
Additional Paid-In Capital [Member]
USD ($)
Excess Of Purchase Price Over Net Asset Value [Member]
USD ($)
Accumulated Other Comprehensive (Loss) Income [Member]
USD ($)
Deficit Accumulated During The Exploration Stage [Member]
USD ($)
Total
USD ($)
Balance at May. 15, 2012 $ 213,000       $ (191,334)  
Balance, Shares at May. 15, 2012 213,000,000          
Excess of purchase price over net asset value     (299,105)      
Cumulative translation adjustment       (10,296)    
Loss for the period         (479,034)  
Balance at Sep. 30, 2012 213,000   (299,105) (10,296) (670,368)  
Balance, Shares at Sep. 30, 2012 213,000,000          
Cumulative translation adjustment       33,455   33,455
Acquisition of Allied Technologies Group Inc 109,000       (85,700) 23,300
Acquisition of Allied Technologies Group Inc, Shares 109,000,000          
Issuance of shares reconsulting agreement 16,650 312,683       329,333
Issuance of shares reconsulting agreement, Shares 16,650,000          
Loss for the period         (1,990,206) (1,990,206)
Balance at Sep. 30, 2013 338,650 312,683 (299,105) 23,159 (2,746,274) (2,370,887)
Balance, Shares at Sep. 30, 2013 338,650,000          
Cumulative translation adjustment       147,159    
Acquisition of Allied Technologies Group Inc, Shares           2,130,000
Issuance of shares reconsulting agreement 513 8,080       8,593
Issuance of shares reconsulting agreement, Shares 512,500          
Loss for the period         (484,656) (484,656)
Balance at Mar. 31, 2014 $ 339,163 $ 320,763 $ (299,105) $ 170,318 $ (3,230,930) $ (2,699,791)
Balance, Shares at Mar. 31, 2014 339,162,500          

Condensed Consolidated Interim Statements of Cash Flows (Unaudited)

v2.4.0.8
Condensed Consolidated Interim Statements of Cash Flows (Unaudited)
6 Months Ended 22 Months Ended
Mar. 31, 2014
USD ($)
Mar. 31, 2013
USD ($)
Mar. 31, 2014
USD ($)
OPERATING ACTIVITIES      
Net loss for the period $ (484,656) $ (1,176,766) $ (2,953,896)
Depreciation 4,002 7,022 21,846
Stock based payment for services 8,875 329,333 238,421
Accretion expense on convertible notes 44,095 41,293 145,950
Change in fair value of derivative liabilities 17,339    17,339
Net change in non-cash working capital balances:      
Prepaid expense and other assets 40,670 (379,073) 17,007
Accounts payable and accrued liabilities 30,311 468,137 805,010
Cash used in operating activities (339,364) (710,054) (1,708,323)
INVESTING ACTIVITIES      
Purchase consideration (Note 6)       (99,510)
Loan receivable - related party    2,220 (67,331)
Purchases of Property and equipment    (12,337) (174,699)
Cash used in investing activities 0 (10,117) (341,540)
FINANCING ACTIVITIES      
(Decrease) increase in bank indebtedness (10,507)    481
Proceeds from issuance of common stock       21,196
Proceeds from issuance of convertible notes 67,500 689,089 1,054,261
Loans payable including draw down loan payable 233,407 10,335 925,726
Cash provided by financing activities 290,400 699,424 2,001,664
Net decrease in cash during the period (48,964) (20,747) (48,199)
Effect of foreign currency translation 48,964 12,870 48,199
Cash, beginning of the period    8,086   
Cash, end of period    209   
Non cash financial activities (Note 6)      
Increase in convertible note payable - related party       298,135
Non-cash investing and financing activities       (299,105)
Non cash financial activities, total $ 0 $ 0 $ (970)

Organization, Nature of Business, Going Concern and Management Plans

v2.4.0.8
Organization, Nature of Business, Going Concern and Management Plans
6 Months Ended
Mar. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization, Nature of Business, Going Concern and Management Plans

1. Organization, Nature of Business, Going Concern and Management Plans

 

Organization and Nature of Business

 

Trio Resources, Inc. (“Trio Resources” or the “Company”), formerly Allied Technologies Group, Inc. (“Allied”), was incorporated in the state of Nevada on September 22, 2011.

 

On December 14, 2012, Allied entered into a share exchange agreement (the “Share Exchange Agreement”) with TrioResources AG Inc. (“Trio or TrioResources AG Inc.”), pursuant to which Trio Resources acquired 100% of the issued and outstanding equity securities of Trio (the “Share Exchange”). As a result of the Share Exchange, Trio became the wholly-owned subsidiary of Trio Resources and the Trio shareholders became the controlling shareholders of Trio Resources, owning an aggregate of 66.15% of the issued and outstanding shares of common stock of Trio Resources. The acquisition was accounted for as a recapitalization using accounting principles applicable to reverse acquisitions whereby the consolidated financial statements subsequent to the date of the acquisition are presented as a continuation of TrioResources AG Inc. Under reverse acquisition accounting TrioResources AG Inc. (legal subsidiary) will be treated as the accounting parent (acquirer) and Trio Resources, Inc. (legal parent) will be treated as the accounting subsidiary (acquiree). All outstanding shares have been restated to reflect the effect of the reverse acquisition, which includes one for one issuance of Trio Resources shares to the TrioResources AG Inc. shareholders.

 

Under the terms of the Share Exchange, the former sole director, officer, and principal shareholder of Trio Resources (the “Principal Shareholder”), cancelled all 1,500,000 shares of common stock that he owned, which constituted 57.9% of the issued and outstanding shares of common stock prior to the Share Exchange.

 

On December 14, 2012, the Company filed a Certificate of Amendment of its Articles of Incorporation (the “Charter Amendment”) with the Secretary of State of Nevada to (1) change its name from Allied Technologies Group, Inc. to Trio Resources, Inc. (the “Name Change”) and (2) increase its total authorized shares of common stock, from 75,000,000 shares to 400,000,000 shares (the “Authorized Share Increase”). Additionally, as a condition to close the Share Exchange, the Company’s Board of Directors approved and authorized the Company to take the necessary steps to effect a forward stock split of the issued and outstanding shares of common stock, such that each lot of one (1) issued and outstanding share of common stock shall be automatically changed and converted into one hundred (100) shares of common stock, payable to all holders of record of the common stock as of December 31, 2012 (the “Forward Stock Split”).

 

The Share Exchange was accounted for as a reverse takeover/recapitalization effected by a share exchange, wherein Trio is considered the acquirer for accounting and financial reporting purposes. The effective date of the Share Exchange Agreement is December 14, 2012 and all of the necessary accounting adjustments were fully reflected in these unaudited condensed consolidated interim financial statements.

 

The Company is considered to be an exploration stage company as defined under U.S. Securities and Exchange Commission (“SEC”) Guide 7 (a) (4) (i) Description of Property by Issuers Engaged or to be Engaged in Significant Mining. The Company’s principal business is the exploration of mineral resources on the Company’s existing property and any new properties it may acquire and processing of mineralized material on its property.

 

Going Concern

 

The unaudited condensed consolidated interim financial statements have been prepared assuming that the Company will continue as a going concern. Since its inception on May 16, 2012 to March 31, 2014, the Company has not generated significant revenue. As at March 31, 2014, the Company has a working capital deficiency of $2,479,253 and has accumulated deficit during the exploration stage of $3,230,930. To date, the Company has not generated positive cash flows from operations and has primarily relied upon debt and equity financing from third parties and related parties to finance its operations. The Company anticipates that its future mill operations will generate positive cash flows in fiscal 2015 provided that it is successful in obtaining additional financing in the foreseeable future. The Company has negotiated a $500,000 Draw Down facility (Note 8) with Seagel Investments Corp. of which $425,000 has been drawn as at March 31, 2014. On November 27, 2013, the Company entered into a draw down facility in the amount of $335,000 with a lender of which $75,000 has been obtained as at March 31, 2014. In addition, on July 3, 2014, the Company entered into a subscription agreement with accredited investors for the issuance of maximum of 25,000,000 shares at an offering price of $0.02 per share. As at the date of filing of this document, the Company raised $150,000 through the subscription for issuance of 7,500,000 shares pursuant to this subscription agreement.

 

The Company is also pursuing additional financing. However, there can be no assurance that the additional financing shall be available on terms or conditions acceptable to the Company. These factors raise substantial doubt about its ability to continue as a going concern. No adjustment relating to the recoverability and classification of recorded asset amounts and the classification of liabilities has been made to the unaudited condensed consolidated interim financial statements, which could be material if the current business plan is not successful and when the Company is not able to continue as a going concern.

 

Acquisition

 

On December 14, 2012, the Company completed a Share Exchange transaction pursuant to which it acquired 100% of the issued and outstanding equity securities of TrioResources AG Inc., which became its wholly owned subsidiary. Part of the consideration was a payment of $250,000, which was expensed during the previous year ended September 30, 2013, to Ihar Yaravenka, the former, sole officer, director and controlling shareholder for him to surrender and cancel 1,500,000 shares of common stock of the Company. As at the close of the Share Exchange, the Company had no assets or liabilities and it was a public shell company.

 

TrioResources AG Inc. was incorporated on May 16, 2012 under the laws of the province of Ontario, Canada, is headquartered in Toronto, Ontario, Canada. This company is an exploration stage company intending to focus on exploration, milling, and processing of mineralized material located on its property.

 

Pursuant to the terms and conditions of the Share Exchange Agreement, the Company acquired 100% of the capital stock, 2,130,000 common shares, of TrioResources AG Inc. in exchange for the issuance of 2,130,000 shares of common stock of the Company. The result is that the shareholders of TrioResourcses AG Inc. own 66.15% of the total shares of the Company outstanding effective the date of the Share Exchange Agreement.

 

The Share Exchange was accounted for as a reverse takeover/recapitalization effected by a share exchange, wherein TrioResources AG Inc. is considered the acquirer for accounting and financial reporting purposes.

Summary of Significant Accounting Policies

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

2. Summary of Significant Accounting Policies

 

Basis of Presentation

 

The accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and the rules and regulations of the SEC and are expressed in US dollars. Accordingly, the unaudited condensed consolidated interim financial statements do not include all information and footnotes required by US GAAP for complete annual consolidated financial statements. In the opinion of management, the accompanying unaudited condensed consolidated interim financial statements reflect all adjustments, consisting of only normal recurring adjustments, considered necessary for a fair presentation. Interim operating results are not necessarily indicative of results that may be expected for the year ending September 30, 2014 or for any other interim period. The unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements of the Company and the notes thereto as of and for the year ended September 30, 2013.

 

The Company’s fiscal year-end is September 30. The Company’s functional currency is Canadian (“CDN”) dollars. The Company’s reporting currency is the U.S. dollar. Assets and liabilities are translated into the U.S. dollar using the exchange rates at each balance sheet date. Revenue and expenses are translated at average rates prevailing during the reporting period. Stockholders’ deficiency is translated at historical rates. Adjustments resulting from translating the unaudited condensed consolidated interim financial statements into the U.S. dollar are recorded as a separate component of accumulated other comprehensive income (loss) in the statement of stockholders’ deficiency.

 

Use of Estimates

 

The preparation of the unaudited condensed consolidated interim financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Estimates may include those pertaining to valuation of inventories, stockpiles and mineralized material, the estimated useful lives and valuation of plant and equipment, mineral rights, deferred tax assets, convertible debt notes, derivative liabilities, reclamation liabilities, stock-based compensation and payments, and contingent liabilities. Actual results could materially differ from those estimates.

 

Recently Issued Accounting Standards

 

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies that are adopted by the Company as of the specified effective date.

 

Effective October 1, 2013, the Company adopted the amended guidance in ASC Topic 210, Balance Sheet. The amended guidance addresses disclosure of offsetting financial assets and liabilities. It requires entities to add disclosures showing both gross and net information about instruments and transactions eligible for offset in the balance sheet and instruments and transactions subject to an agreement similar to a master netting arrangement. The updated disclosures have been implemented retrospectively and do not impact our financial position or results of operations.

 

Effective October 1, 2013, the Company adopted the amended guidance in ASC Topic 220, Comprehensive Income. The amended guidance requires entities to disclose additional information about reclassification adjustments, including (1) changes in accumulated other comprehensive income by component and (2) significant items reclassified out of accumulated other comprehensive income by presenting the amount reclassified and the individual income statement line items affected. The updated disclosures have been implemented prospectively and do not impact our financial position or results of operations.

 

On May 28, 2014, the FASB issued a new financial accounting standard on revenue from contracts with customers, Update No. 2014-09—Revenue from Contracts with Customers (Topic 606). The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The accounting standard is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016. Early adoption is not permitted. The Company is currently evaluating the impact of this accounting standard” 

 

Effective June 2014, the FASB issued ASU No. 2014-10, Development Stage Entities (Topic 915). Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The objective of the amendments is to improve financial reporting by reducing the cost and complexity associated with the incremental reporting requirements for development stage entities. As a result, the amendments in this Update remove all incremental financial reporting requirements from U.S. GAAP for development stage entities.

 

The amendments also eliminate an exception previously provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity at risk. The amendments in this Update remove the definition of a development stage entity from the Master Glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to:

 

1) present inception-to-date information in the statements of income, cash flows, and shareholder equity;

2) label the financial statements as those of a development stage entity;

3) disclose a description of the development stage activities in which the entity is engaged; and

4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage.

 

The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations. The amendments related to the elimination of inception-to-date information and the other remaining disclosure requirements of Topic 915 should be applied retrospectively except for the clarification to Topic 275, which shall be applied prospectively. For public business entities, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein.

Property and Equipment

v2.4.0.8
Property and Equipment
6 Months Ended
Mar. 31, 2014
Property, Plant and Equipment [Abstract]  
Property and Equipment

3. Property and Equipment:

 

On June 15, 2012, the Company acquired property and equipment from 2023682 Ontario Inc., a commonly-controlled related party (see Note 6). The cost of these acquired assets was recorded at the same historical carrying values reflected in the accounts of 2023682 Ontario Inc.

 

Equipment and buildings consist of the following:

 

    March 31, 2014     September 30, 2013  
             
Equipment   $ 208,857     $ 224,067  
Less:  Accumulated depreciation     (16,243 )     (14,057 )
Net equipment     192,614       210,010  
                 
Buildings   $ 30,980     $ 32,363  
Less:  Accumulated depreciation     (4,017 )     (3,497 )
Net buildings     26,963       28,866  
    $ 219,577     $ 238,876  

 

Depreciation expense of $1,951 and $4,002 were charged for the three and six months period ended March 31, 2014, respectively (2013 - $3,686 and $7,022). Equipment and buildings are depreciated on a straight line basis, once they are put in use, over their estimated useful lives:

 

  Equipment 15 years; and
     
  Buildings 20 years.

 

Patented Claims:

 

At March 31, 2014 and September 30, 2013, the Company also has mining property patent claims of $9,228 and $9,900, respectively (CDN$ 10,200 as at March 31, 2014 and September 30, 2013). These patent claims provide the Company with mining rights to certain land located in Coleman Township, District of Temiskaming, Ontario, Canada. On February 4, 2013 the Company made its first shipment of mineralized material for refining.

 

The patented claim was purchased in May 2012, in a related party transaction at CDN$10,200 (4,000MT of concentrate and book value of related party). No amortization has been charged since the date of purchase as amortization is based on units of production and the Company’s production volume up to March 31, 2014 is very insignificant.

Stockholders' Deficit

v2.4.0.8
Stockholders' Deficit
6 Months Ended
Mar. 31, 2014
Stockholders' Equity Note [Abstract]  
Shareholders' Deficit

4. Stockholders’ Deficit:

 

The Company’s authorized capital consists of 400,000,000 shares of common stock. At March 31, 2014, there were 339,162,500 shares of common stock issued and outstanding (September 30, 2013 - 338,650,000). (See Note 1 - Acquisition).

 

Pursuant to a consulting agreement entered on May 17, 2012 with Seagel Investments Corp., the Company issued to Seagel Investments Corp., 16,100,000 common shares which were valued at $26,833, being the fair value of the common shares. The Company recorded this amount as a consulting expense during the previous year ended September 30, 2013.

 

In January 2013 the Company entered into two consulting agreements which required the issuance of shares as part of the consideration. The first contact is for a 24 month term for 250,000 common shares issued for a total value of $137,500. The second contract is for a 6 month term for 300,000 common shares issued for a total value of $165,000. Both contracts were signed at the beginning of January 2013 and were recorded as prepaid expenses and are being amortized over the term of the respective agreements. The Company has recorded an expense in the amount of $25,938 and $51,876 for the three and six months period ended March 31, 2014 (2013 – $99,687 and $126,520, respectively).

 

Effective December 31, 2012 the number of shares outstanding were forward-split 100 shares for each share of record prior to the split (“Stock Split”).

 

On December 13, 2013, the Company issued 437,500 shares in respect of consulting services valued at $0.02 per share (being the trading price) amounting to $8,750, which was expensed during the previous quarter ended December 31, 2013.

 

On December 31, 2013, the Company issued 75,000 shares in respect of Stairs/Option Joint Venture Agreement. These shares were valued at $0.02 per share (being the trading price) and were recorded as prepaid expenses and are being amortized over the term of the agreement. The Company has recorded an expense in the amount of $125 and $126 for the three and six months period ended March 31, 2014 (2013 – $Nil and $Nil).

 

The total amount of the common shares outstanding was 339,162,500 as of March 31, 2014 comprising of 229,612,500 restricted shares and 109,550,000 non-restricted shares. The number of common shares outstanding as at September 30, 2013 was 338,650,000 comprising of 229,100,000 restricted shares and 109,550,000 non-restricted shares.

 

The restricted shares have been issued to various parties through private placement, as start-up capital or as consideration for professional services under the terms and conditions agreed with each party. These restricted shares will be available for sale under SEC Rule 144 when the conditions have been met regarding the holding period, trading volume formula and restrictive legends.

Earnings (Loss) Per Share (EPS)

v2.4.0.8
Earnings (Loss) Per Share (EPS)
6 Months Ended
Mar. 31, 2014
Earnings Per Share [Abstract]  
Earnings (Loss) Per Share ("EPS")

5. Earnings (Loss) Per Share (“EPS”):

 

FASB ASC 260, Earnings Per Share provides for calculations of “basic” and “diluted” earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) available to common stockholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. The weighted average number of shares outstanding for the three and six months period ended March 31, 2014 were 339,162,500 and 338,952,847, respectively (2013 – 338,643,889 and 295,888,736, respectively).

Related Party Transactions

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

6. Related Party Transactions:

 

On June 15, 2012, the Company purchased certain assets from 2023682 Ontario Inc., a related party in which the Company’s CEO was the sole director of 2023682 Ontario Inc. The value of the assets purchased by the Company was carried over at the historical carrying amounts that were recorded by the related party. The purchase consideration consisted of cash of CDN $100,000 ($99,510) and a promissory note in the amount of CDN $500,000 ($485,300). Because the purchase was from a commonly controlled related party, the excess of the purchase price over the carrying value of the assets purchased has been reflected as a deduction against Stockholders’ Deficit, equivalent to a distribution of equity to the stockholder. The assets purchased and consideration given is as follows:

 

Property and equipment   $ 88,596  
Patent claims     10,374  
Inventory     1,770  
Total assets purchased     100,740  
         
Purchase price     (610,260 )
         
Discount on note payable (Note 7)     (210,415 )
         
Deduction in shareholders’ deficiency   $ (299,105 )

 

This transaction was accounted for as a transfer between entities under common control, and the cost of these assets is based on the transferor’s carrying value of the asset. Management determined that the assets acquired did not meet the definition of a “business” as defined by accounting standards, or as a “predecessor business”, as defined in SEC rules.

 

No consulting fees were paid to Mr. J. Duncan Reid (Director) for the three and six months period ended March 31, 2014 (2013 - $20,000 and $40,000, respectively). As at March 31, 2014, the Company had advanced to 2023682 Ontario Inc. $61,215 (September 30, 2013 - $65,673). The amount is unsecured, non-interest bearing and is recorded as a loan receivable with no specific terms of repayment.

Loans payable

v2.4.0.8
Loans payable
6 Months Ended
Mar. 31, 2014
Loans Payable [Abstract]  
Loans payable

7. Loans Payable:

 

Loan payable represent unsecured and interest free financing provided by a third party. These loans are repayable on demand.

Convertible Draw Down Loan Payable

v2.4.0.8
Convertible Draw Down Loan Payable
6 Months Ended
Mar. 31, 2014
Convertible Draw Down Loan Payable  
Convertible Draw Down Loan Payable

8. Convertible Draw Down Loan Payable:

 

The Company entered into a one-year Draw Down Facility, dated as of November 1, 2012, with Seagel Investment Ltd. as lender, in the maximum amount of $500,000. The facility bear interest at the rate of 10% per annum. The Company may from time to time request draw downs on this convertible debt facility subject to the discretion of the lender. The term of the Draw Down Facility is for one year during which the Company may draw down up to $500,000.

 

After the one year term, any outstanding principal and accrued interest shall be converted into a convertible note with an additional term of one (1) year. Pursuant to the terms of this Draw Down Facility, this convertible debt obligation may, at the option of the creditor, be converted into the common shares of the Company at the lower of $1.00 per share, the initial listing price of $0.55 less 20% discount of the price of the public shares, or any financing that is done by the Company by way of a registration statement. The Company has an option to convert at whichever price is the lowest of all options above. Through the completion of the reverse takeover of Allied Technologies Group Inc. on December 14, 2012 the Company became public. As at March 31, 2014 the amount outstanding under the Draw Down Facility was $425,000 (September 30, 2013 - $425,000).

Convertible Note Payable - Related Party

v2.4.0.8
Convertible Note Payable - Related Party
6 Months Ended
Mar. 31, 2014
Convertible Notes payable - related party [Abstract]  
Convertible Notes Payable - Related Party

9. Convertible Note Payable – Related Party:

 

As of March 31, 2014, the Company has a convertible note payable of $405,560 (CDN $448,281) to 2023682 Ontario Inc. This note is due two years from the date of issue (June 15, 2012) and accrues interest at 3% per annum. The terms of the convertible notes specified that should the Company be successful in a ‘going public’ transaction it is convertible into common shares of the Company at the weighted average of the Company’s share price based on the average 5 day bid price, within 30 days of the Company going public. If there are no trades on any given day in the first 30 days after the Company’s stock begins to trade then the bid price will be used in determining the weighted average price. This convertible note may be repaid at any time without penalty or bonus. This convertible note is interest free for the first 12 months post-closing of the asset purchase, thereafter; it accrues interest at the rate of 3% per annum.

 

This note was discounted resulting in an effective interest rate of 27%. As a result, a $210,415 discount to the note was recorded which is being amortized to as accretion expense over the term of the note. The Company completed its going public transaction and became public on December 14, 2012, the first trades took place on January 11, 2013 at $0.55 per share; however, the holder has not requested for conversion into shares. This has been classified as non-current as management has obtained a waiver for the next 12 months.

 

Accretion expense of $26,788 and $51,430 have been recognized for the three and six months ended March 31, 2014 (2013 - $25,643 and $51,728, respectively), which is included in interest expense in the unaudited condensed consolidated interim statements of operations.

Convertible Notes Payable

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

10. Convertible Notes Payable:

 

    March 31, 2014     September 30, 2013  
             
Convertible Note (a)   $ 924,187     $ 966,363  
Convertible Note (b)     1,540       -  
      925,727       966,363  
Current portion     (924,187 )     (482,655 )
    $ 1,540     $ 483,708  

 

(a) The total convertible notes of $924,187 issued and outstanding as at March 31, 2014 are classified as current in accordance with their terms of maturity (Outstanding balances as at September 30, 2013 were $482,655 classified as current and $483,708 as non-current).

 

The details of the convertible notes outstanding as at March 31, 2014 are as follows:

 

On September 30, 2012, the Company entered into convertible notes with Incendia Management Group Inc. in the amount of CDN $266,445 (US $241,053), Siderion Capital Group Inc. in the amount of CDN $295,163 (US $267,034), and Seagel Investment Corp. in the amount of CDN $49,000 (US $47,559). Each of these September 30, 2012 convertible notes have a two (2) year term and have an interest rate of 10% per annum.

 

On October 31, 2012 the Company entered into convertible notes with Incendia Management Group Inc. in the amount of CDN $7,000 (US $6,333), Siderion Capital Group Inc. in the amount of CDN $20,000 (US $18,094), Seagel Investment Corp. in the amount of CDN $2,500 (US $2,262), and Seagel Investment Ltd. in the amount of US $345,081 . Each of these October 31, 2012 convertible notes has a term of two (2) years and bears an interest rate of 10% per annum.

 

All of the convertible notes referred above may be converted, at any time at the option of the holder, into the common shares of the Company, or in the event that Debtor goes public into the shares of the public company at the lower of $1.00 per share, the initial listing price of $0.55 less 20% discount of the price of the public shares, or any financing that is done by the Company by way of a registration statement.

 

These convertible notes and Drawn Down Loan Payable are secured against the assets of the TrioResources AG Inc. until the Company becomes publically traded and the convertible notes are converted to shares or the convertible notes are redeemed. All of the convertible notes and the Draw Down Facility remain outstanding and none have been converted to common shares.

 

The convertible notes may be repaid at any time without penalty or bonus. Subsequent to year end and up to the date of this filing, none of the above notes were either paid or converted into common stocks of the Company.

 

Interest expense of $38,028 and $77,583 have been recognized for the three and six months ended March 31, 2014 (2013 - $30,768 and $54,835, respectively)

 

(b) On November 27, 2013, the Company entered into a convertible promissory note agreement (the “Note”) whereby the investor may purchase up to $335,000 face value convertible notes. The consideration is equal to $300,000 resulting in an original issue discount of $30,000 (approximately 10%). Pursuant to this agreement, the Company received $50,000 (face value of $55,833) on November 27, 2013 and $25,000 (face value of $27,917) on March 14, 2014. If the Company elects to repay the consideration received within 90 days from the effective date of the consideration, there is no interest due on the note. However, if the consideration is not repaid within 90 days of the effective date, there is a one-time interest charge equal to 12% of the outstanding principal balance. The note is convertible into common stock at the lender’s option, at the lower (a) $0.10 or (b) 60% of the lowest trade price in the 25 trading days previous to the conversion.

  

The Note provides for redemption upon the occurrence of an event of default. Default conditions include non-servicing of the debt and certain other credit risk related conditions. Default conditions also include certain equity indexed events including failures to file public information documents and failure to comply with Rule 144 requirements. The remedy to the lender for an event of default is the greater of (i) the outstanding balance of the Note divided by the conversion price on the date the default amount is either demanded or paid in full, whichever has a lower conversion price multiplied by the VWAP on the date the default amount is either demanded or paid in full, whichever has a higher VWAP, or (ii) 150% of the outstanding balance of the note.

 

Accounting Considerations

 

The Company has accounted for the Initial Tranche issued for cash as a financing transaction, wherein the net proceeds that were received were allocated to the financial instrument issued. Prior to making the accounting allocation, the Company evaluated the Initial Tranche under ASC 815 Derivatives and Hedging (“ASC 815”). ASC 815 generally requires the analysis embedded terms and features that have characteristics of derivatives to be evaluated for bifurcation and separate accounting in instances where their economic risks and characteristics are not clearly and closely related to the risks of the host contract. The material embedded derivative features consisted of the conversion option and certain redemption rights that were indexed to equity risks (“Default Put”). The conversion option along with the redemption features bearing risks of equity, were not clearly and closely related to the host debt agreement and required bifurcation. Current accounting principles that are also provided in ASC 815 do not permit an issuer to account separately for individual derivative terms and features that require bifurcation and liability classification (see Note 11). Rather, such terms and features must be and were bundled together and fair valued as a single, compound embedded derivative.

 

Based on the previous conclusions, the Company allocated the cash proceeds first to the derivative component at its fair value with the residual allocated to the host debt contract, as follows:

 

    Allocation  
    $50,000 Note     $25,000 Note  
             
Compound embedded derivative   $ 62,007     $ 29,461  
Financing costs expense     (5,000 )     (2,500 )
Day-one derivative loss     (7,007 )     (1,961 )
    $ 50,000     $ 25,000  

 

The proceeds were allocated to between the compound embedded derivative and the financing costs expense. These resulted in a day-one derivative losses and therefore, there were no value allocated to these notes on the inception date. These Notes will be accreted up to its face value over the life of the Notes based on an effective interest rate of 21.15%. Amortization expense of $864 and $676 were recorded for the three and six months period ended March 31, 2014, respectively. The total carrying values of these Notes as of March 31, 2014 amounted to $1,541.

Derivative Liabilities

v2.4.0.8
Derivative Liabilities
6 Months Ended
Mar. 31, 2014
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Liabilities

11. Derivative Liabilities:

 

The following tables summarize the components of the Company’s derivative liabilities and linked common shares as of March 31, 2014 and the amounts that were reflected in income related to derivatives for the three and six months then ended:

 

    As at March 31, 2014
    Index shares     Fair values  
             
Compound embedded derivatives     8,043,875     $ (103,254 )
Warrant derivatives     75,000       (203 )
      8,118,875     $ (103,457 )

 

The following table summarizes the effects on the Company’s gain (loss) associated with changes in the fair values of the derivative financial instruments by type of financing for the three and six months ended March 31, 2014:

 

    Three Months Ended     Six Months Ended  
    December 31, 2013     March 31, 2014  
                 
Compound embedded derivatives   $ (7,707 )   $ (9,826 )
Warrant derivatives     1,455       1,455  
Day-one derivative losses     (7,007 )     (8,968 )
Total gain (loss)   $ 13,259     $ (17,339 )

  

The Company’s face value $55,833 and $27,917 Convertible Promissory Notes issued on November 27, 2013 and March 14, 2014, respectively (Also refer Note 10), and Common Stock Purchase Warrant issued on December 13, 2013 gave rise to derivative financial instruments. The Note embodied certain terms and conditions that were not clearly and closely related to the host debt agreement in terms of economic risks and characteristics. These terms and features consist of the embedded conversion option and default put.

 

Current accounting principles that are provided in ASC 815 - Derivatives and Hedging require derivative financial instruments to be classified in liabilities and carried at fair value with changes recorded in income. In addition, the standards do not permit an issuer to account separately for individual derivative terms and features embedded in hybrid financial instruments that require bifurcation and liability classification as derivative financial instruments. Rather, such terms and features must be bundled together and fair valued as a single, compound embedded derivative.

 

The Company has selected the Monte Carlo Simulations valuation technique to fair value the compound embedded derivative because it believes that this technique is reflective of all significant assumption types, and ranges of assumption inputs, that market participants would likely consider in transactions involving compound embedded derivatives. Such assumptions include, among other inputs, interest risk assumptions, credit risk assumptions and redemption behaviors in addition to traditional inputs for option models such as market trading volatility and risk free rates. The Company has selected Binomial Lattice to fair value the warrant derivatives because it believes this technique is reflective of all significant assumption types market participants would likely consider in transactions involving freestanding warrants derivatives. The Monte Carlo Simulations technique is a level three valuation technique because it requires the development of significant internal assumptions in addition to observable market indicators.

 

Significant inputs and results arising from the Monte Carlo Simulations process are as follows for the compound embedded derivative that has been bifurcated from the Convertible Notes and classified in liabilities:

 

    $50,000 Note     $25,000 Note
    Inception date     31 March 2014     Inception date     31 March 2014  
                         
Quoted market price on valution date   $ 0.07     $ 0.02     $ 0.02     $ 0.01  
Contractual conversion rate   $ 0.048     $ 0.012     $ 0.02     $ 0.012  
Contractual term to maturities     2 years       1.66 years       2 years       1.95 years  
Implied expected term to maturity     1.612 years       0.992 years       1.612 years       1.527 years  
Market volatility:                                
Range of volatities      125.65% - 183.52 %      127.09% - 191.72 %      125.65% - 183.52 %      127.09% - 191.72 %
Equivalent volatility     145.90 %     148.49 %     145.90 %     148.49 %
Contractual interest rate     6.00 %     6.00 %     6.00 %     6.00 %
Equivalent market risk adjusted interest rate     9.43 %     9.43 %     9.43 %     9.43 %
Equivalent credit risk adjusted yield     6.53 %     6.53 %     6.53 %     6.53 %

 

The following table reflects the issuances of compound embedded derivatives and changes in fair value inputs and assumptions related to the compound embedded derivatives during the six months ended March 31, 2014.

 

    March 31, 2014  
       
Balances at October 1, 2013   $ -  
Convertible Notes Financing     93,011  
Changes in fair value inputs and assumptions reflected in income     10,446  
Balances at March 31, 2014   $ 103,457  

 

The fair value of the compound embedded derivative is significantly influenced by the Company’s trading market price, the price volatility in trading and the interest components of the Monte Carlo Simulation technique.

 

The Common Stock Purchase Warrant issued on December 13, 2013 contained a variable conversion price, the Company has classified it as a derivative liability.

 

The Binomial Lattice technique is a level three valuation technique because it requires the development of significant internal assumptions in addition to observable market indicators. Significant assumptions utilized in the Binomial Lattice process are as follows for the warrants as of March 31, 2014:

 

    March 31, 2014  
       
Linked common shares     75,000  
Quoted market price on valuation date   $ 0.01  
Quoted market price on valuation date   $ 0.598  
Term (years)     1.230  
Range of market volatities     132.64% - 189.68 %
Risk free rates using zero coupon US Treasury Security rates      0.07% - 0.38 %

 

The following table reflects the issuances of derivative warrants and changes in fair value inputs and assumptions related to the derivative warrants during the six months ended March 31, 2014.

 

    March 31, 2014  
       
Balances at October 1, 2013   $ -  
Common stock purchase warrants     1,658  
Changes in fair value inputs and assumptions reflected in income     (1,455 )
Balances at March 31, 2014   $ 203  

 

The fair value of all warrant derivatives is significantly influenced by the Company’s trading market price, the price volatility in trading and the risk free interest components of the Binomial Lattice technique.

Contingency

v2.4.0.8
Contingency
6 Months Ended
Mar. 31, 2014
Loss Contingency [Abstract]  
Contingency

12. Contingency

 

On October 22, 2012, the previous owner of the property, 2023682 Ontario Inc., owned by Duncan Reid (CEO of the Company), was fined CDN$56,265 by the Ontario Ministry of the Environment under the Environmental Protection Act for failing to comply with a Court Order to remove specified waste materials from the mill site. Under the terms of the Order, 2023682 Ontario Inc. had until July 31, 2014 to pay the fines and to comply with the Court Order to remove the specified waste material and, in the interim, to ensure that there is no migration or discharge of these materials into the ground or water. The liabilities and obligations with respect to this fine are with 2023682 Ontario Inc. Nevertheless, the Company has obtained a contractual indemnity from 2023682 Ontario Inc. in respect of this matter and any related liabilities in the event that 2023682 Ontario Inc. does not duly satisfy its obligations and an agreement that 2023682 Ontario Inc. will hold harmless the Company for any fines, legal actions or penalties associated with this matter. In addition, the Company has an agreement with 2023682 Ontario Inc. pursuant to which 2023682 Ontario Inc. has undertaken to dispose, at its cost, of the material as required in the court order within the specified time. In the event that 2023682 Ontario Inc. defaults with respect to any of these obligations, the Company may be subject to liability and exposure, including the disposal of these materials, any interim discharge from these materials (which are not currently in a permitted tailings pond) and related fines. If our business is involved in one or more of these hazards, we may be subject to claims of a significant size that could force us to cease our operations. There has been a Notice of Garnishment served against Trio Resources, Inc. in the amounts of $45,874 CAD and $47,863 USD in respect of a claim against the Company’s CEO in his other business ventures. Currently, the motion is returnable in fiscal year 2014 and hence, the management cannot assess the likelihood of any outcome.

Commitment

v2.4.0.8
Commitment
6 Months Ended
Mar. 31, 2014
Commitments and Contingencies Disclosure [Abstract]  
Commitment

13. Commitment

 

On September 25, 2013, the Company entered into a “Stairs Option/Joint Venture Agreement (the “Agreement”) with Teck Resources Limited (“Teck”), a corporation incorporated under the laws of Canada. Teck is the registered and beneficial owner of a 100% undivided leasehold interest (the “Teck Interest”) in the Stairs property located in Ontario (the “Property”).

 

Teck has agreed to grant the Company an option to acquire the Teck Interest, subject only to the Back-in Right and the NSR royalty reserved to Teck, upon and subject to the terms of the Agreement. If the Company exercises the Option and Teck exercises its Back-in Right, then the NSR Royalty will be extinguished and Trio and Teck will participate as joint venture partners for any further exploration or, if deemed warranted, development of the Property upon the terms set out in the Agreement.

 

In consideration for the grant of the Option, the Company issued 75,000 Units (the “First Units”), to Teck during the previous quarter ended December 31, 2013. Each “Unit” (First Units and Second Units) shall be comprised of one common share in the capital of the Company (a “Share”) and one non-transferable share purchase warrant (a “Warrant”).

 

Each Warrant that comprises the First Units shall entitle Teck to purchase one Share for a period of 24 months from the date of issue of the First Units at the price per common share equal to $0.60. The terms and conditions which govern the Warrants will be referred to on the certificates representing the Warrants, the terms of such certificates to be acceptable to Teck, acting reasonably, and will contain, among other things, anti-dilution provisions. Each Warrant that comprises the Second Units shall be exercisable for a period of 24 months from the date of issue of the Second Units at a price per share equal to $0.75.

 

Under the Agreement, Teck has granted to the Company the sole, exclusive and irrevocable right and option (the “Option”) to earn, subject to Teck’s Back-in Right and the NSR royalty reserved out of the grant, which rights and royalty were reserved from the Option. The Company may exercise the Option by:

 

  c) Incurring an aggregate $1,500,000 in Expenditures as follows:

 

On or Before   Cumulative Expenditures  
September 30, 2014   $ 300,000  
September 30, 2015   $ 1,000,000  
September 30, 2016   $ 1,500,000  

 

The Expenditure of $300,000 due to be incurred on or before September 30, 2014 is a commitment, whereas the balance of the Expenditures are optional; and

 

  d) Issuing and delivering to Teck a further 25,000 Units (the “Second Units”) on completion of the Expenditures necessary to exercising the Option.

 

Upon the Company expending an aggregate of $1,500,000 in Expenditures and satisfying the other obligations under the Agreement, the Company shall forthwith provide Teck Notice (the “Option Expenditure Notice”), which shall include a statement in reasonable detail evidencing such Expenditures and a technical report on the results obtained from such Expenditures. On the date on which the Option Expenditure Notice is delivered, the Company will have exercised the Option and earned the Teck Interest subject to the Back-in Right and NSR royalty. As of such date, the Property shall be held in trust by Teck for the Company and, forthwith upon the Company exercising the Option unless Teck delivers the Back-in Notice, Teck will forthwith take all necessary steps to transfer registered title to the Company. If the Company has not incurred the requisite Expenditures as noted above, the Company may pay in cash to Teck, within 30 days of the listed due date, the amount of the deficiency and such amount shall thereupon be deemed to have been Expenditures duly and timely incurred by the Company.

 

As at the date of this filing, no expenditure was incurred by the Company.

Subsequent Events

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

14. Subsequent Events:

 

On July 3, 2014, the Company entered into a subscription agreement with accredited investors for the issuance of maximum of 25,000,000 shares at an offering price of $0.02 per share. As at the date of filing of this document, the Company raised $150,000 through the subscription for issuance of 7,500,000 shares pursuant to this subscription agreement. 

Summary of Significant Accounting Policies (Policy)

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

Basis of Presentation

 

The accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and the rules and regulations of the SEC and are expressed in US dollars. Accordingly, the unaudited condensed consolidated interim financial statements do not include all information and footnotes required by US GAAP for complete annual consolidated financial statements. In the opinion of management, the accompanying unaudited condensed consolidated interim financial statements reflect all adjustments, consisting of only normal recurring adjustments, considered necessary for a fair presentation. Interim operating results are not necessarily indicative of results that may be expected for the year ending September 30, 2014 or for any other interim period. The unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements of the Company and the notes thereto as of and for the year ended September 30, 2013.

 

The Company’s fiscal year-end is September 30. The Company’s functional currency is Canadian (“CDN”) dollars. The Company’s reporting currency is the U.S. dollar. Assets and liabilities are translated into the U.S. dollar using the exchange rates at each balance sheet date. Revenue and expenses are translated at average rates prevailing during the reporting period. Stockholders’ deficiency is translated at historical rates. Adjustments resulting from translating the unaudited condensed consolidated interim financial statements into the U.S. dollar are recorded as a separate component of accumulated other comprehensive income (loss) in the statement of stockholders’ deficiency.

Use of Estimates

Use of Estimates

 

The preparation of the unaudited condensed consolidated interim financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Estimates may include those pertaining to valuation of inventories, stockpiles and mineralized material, the estimated useful lives and valuation of plant and equipment, mineral rights, deferred tax assets, convertible debt notes, derivative liabilities, reclamation liabilities, stock-based compensation and payments, and contingent liabilities. Actual results could materially differ from those estimates.

Recently Issued Accounting Standards

Recently Issued Accounting Standards

 

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies that are adopted by the Company as of the specified effective date.

 

Effective October 1, 2013, the Company adopted the amended guidance in ASC Topic 210, Balance Sheet. The amended guidance addresses disclosure of offsetting financial assets and liabilities. It requires entities to add disclosures showing both gross and net information about instruments and transactions eligible for offset in the balance sheet and instruments and transactions subject to an agreement similar to a master netting arrangement. The updated disclosures have been implemented retrospectively and do not impact our financial position or results of operations.

 

Effective October 1, 2013, the Company adopted the amended guidance in ASC Topic 220, Comprehensive Income. The amended guidance requires entities to disclose additional information about reclassification adjustments, including (1) changes in accumulated other comprehensive income by component and (2) significant items reclassified out of accumulated other comprehensive income by presenting the amount reclassified and the individual income statement line items affected. The updated disclosures have been implemented prospectively and do not impact our financial position or results of operations.

 

On May 28, 2014, the FASB issued a new financial accounting standard on revenue from contracts with customers, Update No. 2014-09—Revenue from Contracts with Customers (Topic 606). The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The accounting standard is effective for annual reporting periods (including interim reporting periods within those periods) beginning after December 15, 2016. Early adoption is not permitted. The Company is currently evaluating the impact of this accounting standard” 

 

Effective June 2014, the FASB issued ASU No. 2014-10, Development Stage Entities (Topic 915). Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The objective of the amendments is to improve financial reporting by reducing the cost and complexity associated with the incremental reporting requirements for development stage entities. As a result, the amendments in this Update remove all incremental financial reporting requirements from U.S. GAAP for development stage entities.

 

The amendments also eliminate an exception previously provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity at risk. The amendments in this Update remove the definition of a development stage entity from the Master Glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to:

 

1) present inception-to-date information in the statements of income, cash flows, and shareholder equity;

2) label the financial statements as those of a development stage entity;

3) disclose a description of the development stage activities in which the entity is engaged; and

4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage.

 

The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations. The amendments related to the elimination of inception-to-date information and the other remaining disclosure requirements of Topic 915 should be applied retrospectively except for the clarification to Topic 275, which shall be applied prospectively. For public business entities, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein.

Property and Equipment (Tables)

v2.4.0.8
Property and Equipment (Tables)
6 Months Ended
Mar. 31, 2014
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment

Equipment and buildings consist of the following:

 

    March 31, 2014     September 30, 2013  
             
Equipment   $ 208,857     $ 224,067  
Less:  Accumulated depreciation     (16,243 )     (14,057 )
Net equipment     192,614       210,010  
                 
Buildings   $ 30,980     $ 32,363  
Less:  Accumulated depreciation     (4,017 )     (3,497 )
Net buildings     26,963       28,866  
    $ 219,577     $ 238,876  

Related Party Transactions (Tables)

v2.4.0.8
Related Party Transactions (Tables)
6 Months Ended
Mar. 31, 2014
Related Party Transactions [Abstract]  
Schedule of Assets Acquired and Consideration Given

The assets purchased and consideration given is as follows:

 

Property and equipment   $ 88,596  
Patent claims     10,374  
Inventory     1,770  
Total assets purchased     100,740  
         
Purchase price     (610,260 )
         
Discount on note payable (Note 7)     (210,415 )
         
Deduction in shareholders’ deficiency   $ (299,105 )

Convertible Notes Payable (Tables)

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

    March 31, 2014     September 30, 2013  
             
Convertible Note (a)   $ 924,187     $ 966,363  
Convertible Note (b)     1,540       -  
      925,727       966,363  
Current portion     (924,187 )     (482,655 )
    $ 1,540     $ 483,708  

 

(a) The total convertible notes of $924,187 issued and outstanding as at March 31, 2014 are classified as current in accordance with their terms of maturity (Outstanding balances as at September 30, 2013 were $482,655 classified as current and $483,708 as non-current).

Schedule of Fair Value of Convertible Debt

Based on the previous conclusions, the Company allocated the cash proceeds first to the derivative component at its fair value with the residual allocated to the host debt contract, as follows:

 

    Allocation  
    $50,000 Note     $25,000 Note  
             
Compound embedded derivative   $ 62,007     $ 29,461  
Financing costs expense     (5,000 )     (2,500 )
Day-one derivative loss     (7,007 )     (1,961 )
    $ 50,000     $ 25,000  

Derivative Liabilities (Tables)

v2.4.0.8
Derivative Liabilities (Tables)
6 Months Ended
Mar. 31, 2014
Derivative [Line Items]  
Schedule of Indexed Shares and Fair Value

The following tables summarize the components of the Company’s derivative liabilities and linked common shares as of March 31, 2014 and the amounts that were reflected in income related to derivatives for the three and six months then ended:

 

    As at March 31, 2014
    Index shares     Fair values  
             
Compound embedded derivatives     8,043,875     $ (103,254 )
Warrant derivatives     75,000       (203 )
      8,118,875     $ (103,457 )

Schedule of Gain (Loss) on Derivatives

The following table summarizes the effects on the Company’s gain (loss) associated with changes in the fair values of the derivative financial instruments by type of financing for the three and six months ended March 31, 2014:

 

    Three Months Ended     Six Months Ended  
    December 31, 2013     March 31, 2014  
                 
Compound embedded derivatives   $ (7,707 )   $ (9,826 )
Warrant derivatives     1,455       1,455  
Day-one derivative losses     (7,007 )     (8,968 )
Total gain (loss)   $ 13,259     $ (17,339 )

Compound Embedded Derivatives [Member]
 
Derivative [Line Items]  
Schedule of Information about Significant Unobservable Inputs

Significant inputs and results arising from the Monte Carlo Simulations process are as follows for the compound embedded derivative that has been bifurcated from the Convertible Notes and classified in liabilities:

 

    $50,000 Note     $25,000 Note
    Inception date     31 March 2014     Inception date     31 March 2014  
                         
Quoted market price on valution date   $ 0.07     $ 0.02     $ 0.02     $ 0.01  
Contractual conversion rate   $ 0.048     $ 0.012     $ 0.02     $ 0.012  
Contractual term to maturities     2 years       1.66 years       2 years       1.95 years  
Implied expected term to maturity     1.612 years       0.992 years       1.612 years       1.527 years  
Market volatility:                                
Range of volatities      125.65% - 183.52 %      127.09% - 191.72 %      125.65% - 183.52 %      127.09% - 191.72 %
Equivalent volatility     145.90 %     148.49 %     145.90 %     148.49 %
Contractual interest rate     6.00 %     6.00 %     6.00 %     6.00 %
Equivalent market risk adjusted interest rate     9.43 %     9.43 %     9.43 %     9.43 %
Equivalent credit risk adjusted yield     6.53 %     6.53 %     6.53 %     6.53 %

Schedule of Changes in Fair Value using Unobservable Inputs

The following table reflects the issuances of compound embedded derivatives and changes in fair value inputs and assumptions related to the compound embedded derivatives during the six months ended March 31, 2014.

 

    March 31, 2014  
       
Balances at October 1, 2013   $ -  
Convertible Notes Financing     93,011  
Changes in fair value inputs and assumptions reflected in income     10,446  
Balances at March 31, 2014   $ 103,457  

Derivative Financial Instruments, Liabilities [Member]
 
Derivative [Line Items]  
Schedule of Information about Significant Unobservable Inputs

Significant assumptions utilized in the Binomial Lattice process are as follows for the warrants as of March 31, 2014:

 

    March 31, 2014  
       
Linked common shares     75,000  
Quoted market price on valuation date   $ 0.01  
Quoted market price on valuation date   $ 0.598  
Term (years)     1.230  
Range of market volatities     132.64% - 189.68 %
Risk free rates using zero coupon US Treasury Security rates      0.07% - 0.38 %

Schedule of Changes in Fair Value using Unobservable Inputs

The following table reflects the issuances of derivative warrants and changes in fair value inputs and assumptions related to the derivative warrants during the six months ended March 31, 2014.

 

    March 31, 2014  
       
Balances at October 1, 2013   $ -  
Common stock purchase warrants     1,658  
Changes in fair value inputs and assumptions reflected in income     (1,455 )
Balances at March 31, 2014   $ 203  

Commitment (Tables)

v2.4.0.8
Commitment (Tables)
6 Months Ended
Mar. 31, 2014
Commitments and Contingencies Disclosure [Abstract]  
Summary of Cumulative Expenditures

Incurring an aggregate $1,500,000 in Expenditures as follows:

 

On or Before   Cumulative Expenditures  
September 30, 2014   $ 300,000  
September 30, 2015   $ 1,000,000  
September 30, 2016   $ 1,500,000  

Organization, Nature of Business, Going Concern and Management Plans (Details Narrative)

v2.4.0.8
Organization, Nature of Business, Going Concern and Management Plans (Details Narrative) (USD $)
0 Months Ended 3 Months Ended 6 Months Ended 6 Months Ended
Dec. 31, 2013
Dec. 13, 2013
Mar. 31, 2014
Mar. 31, 2014
Sep. 30, 2013
Mar. 31, 2014
Subscription Agreement [Member]
July 3, 2014 [Member]
Mar. 31, 2014
Seagel Investments [Member]
Convertible Debt [Member]
Sep. 30, 2013
Seagel Investments [Member]
Convertible Debt [Member]
Mar. 31, 2014
Lender [Member]
Nov. 27, 2013
Lender [Member]
Dec. 14, 2012
Minimum [Member]
Dec. 14, 2012
Maximum [Member]
Mar. 31, 2014
Maximum [Member]
Subscription Agreement [Member]
July 3, 2014 [Member]
Dec. 14, 2012
Trio Resources AG Inc [Member]
Line of Credit Facility [Line Items]                            
Acquired ownership percentage                           100.00%
Controlling shareholders, ownership percentage                           66.15%
Number of shares cancelled       1,500,000                    
Percentage of issued and outstanding shares cancelled       57.90%                    
Common stock, shares authorized     400,000,000 400,000,000 400,000,000           75,000,000 400,000,000    
Forward stock split issued and outstanding shares conversion      

To effect a forward stock split of the issued and outstanding shares of common stock, such that each lot of one (1) issued and outstanding share of common stock shall be automatically changed and converted into one hundred (100) shares of common stock, payable to all holders of record of the common stock as of December 31, 2012 (the “Forward Stock Split”).

                   
Working capital deficiency     $ 2,479,253 $ 2,479,253                    
Accumulated deficit during the exploration stage     3,230,930 3,230,930 2,746,274                  
Maximum borrowing capacity             500,000   335,000 335,000        
Amount outstanding             425,000 425,000 75,000          
Issuance of stock, Shares                         25,000,000  
Issuance of shares, price per share $ 0.02 $ 0.02 $ 0.02     $ 0.02                
Additional shares issued           150,000                
Additional shares issued, Shares           7,500,000                
Consideration paid to controlling shareholder         $ 250,000                  
Issuance of shares acquired       2,130,000                    

Property and Equipment (Details Narrative)

v2.4.0.8
Property and Equipment (Details Narrative)
1 Months Ended 3 Months Ended 6 Months Ended 22 Months Ended 6 Months Ended
May 31, 2012
USD ($)
Mar. 31, 2014
USD ($)
Mar. 31, 2013
USD ($)
Mar. 31, 2014
USD ($)
Mar. 31, 2013
USD ($)
Mar. 31, 2014
USD ($)
Mar. 31, 2014
CDN [Member]
CAD
Sep. 30, 2013
CDN [Member]
CAD
Mar. 31, 2014
Equipment [Member]
Mar. 31, 2014
Building [Member]
Property, Plant and Equipment [Line Items]                    
Depreciation expense   $ 1,951 $ 3,686 $ 4,002 $ 7,022 $ 21,846        
Estimated useful life                 15 years 20 years
Mining property patent claims   9,228   9,228   9,228 10,200 10,200    
Acquired patented claim, related party $ 4,000                  

Property and Equipment (Schedule of Property and Equipment) (Details)

v2.4.0.8
Property and Equipment (Schedule of Property and Equipment) (Details) (USD $)
Mar. 31, 2014
Sep. 30, 2013
Property, Plant and Equipment [Line Items]    
Net property and equipment $ 219,577 $ 238,876
Equipment [Member]
   
Property, Plant and Equipment [Line Items]    
Property and equipment 208,857 224,067
Less accumulated depreciation (16,243) (14,057)
Net property and equipment 192,614 210,010
Building [Member]
   
Property, Plant and Equipment [Line Items]    
Property and equipment 30,980 32,363
Less accumulated depreciation (4,017) (3,497)
Net property and equipment $ 26,963 $ 28,866

Stockholders' Deficit (Details Narrative)

v2.4.0.8
Stockholders' Deficit (Details Narrative)
0 Months Ended 1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 1 Months Ended
Dec. 31, 2013
USD ($)
Dec. 13, 2013
USD ($)
Dec. 31, 2012
Mar. 31, 2014
USD ($)
Dec. 31, 2013
USD ($)
Mar. 31, 2013
USD ($)
Mar. 31, 2014
USD ($)
Mar. 31, 2013
USD ($)
Sep. 30, 2013
MZN
Mar. 31, 2014
Restricted Stock [Member]
Sep. 30, 2013
Restricted Stock [Member]
Mar. 31, 2014
Nonrestricted Stock [Member]
Sep. 30, 2013
Nonrestricted Stock [Member]
Mar. 31, 2013
Seagel Investments [Member]
USD ($)
Mar. 31, 2014
Stairs/Option Joint Venture Agreement [Member]
USD ($)
Mar. 31, 2013
Stairs/Option Joint Venture Agreement [Member]
USD ($)
Mar. 31, 2014
Stairs/Option Joint Venture Agreement [Member]
USD ($)
Mar. 31, 2013
Stairs/Option Joint Venture Agreement [Member]
USD ($)
Jan. 31, 2014
Contract Agreement One [Member]
USD ($)
Jan. 31, 2014
Contract Agreement Two [Member]
USD ($)
Class of Stock [Line Items]                                        
Common stock, shares authorized       400,000,000     400,000,000   400,000,000                      
Common stock, shares issued       339,162,500     339,162,500   338,650,000                      
Common stock, shares outstanding       339,162,500     339,162,500   338,650,000 229,612,500 229,100,000 109,550,000 109,550,000              
Shares issued for consulting services   437,500                       16,100,000         250,000 300,000
Value of shares issued for consulting servies   $ 8,750         $ 8,593   329,333         $ 26,833         $ 137,500 $ 165,000
Contract term                                     24 months 6 months
Share based expense       $ 25,938 $ 8,750 $ 99,687 $ 51,876 $ 126,520             $ 125 $ 0 $ 126 $ 0    
Stock split ratio, shares issued for each share outstanding     100                                  
Issuance of shares consulting services per share $ 0.02 $ 0.02   $ 0.02                                
Shares issued for Stairs/Option Joint Venture Agreement 75,000                                      

Earnings (Loss) Per Share (EPS) (Details Narrative)

v2.4.0.8
Earnings (Loss) Per Share (EPS) (Details Narrative)
3 Months Ended 6 Months Ended
Mar. 31, 2014
Mar. 31, 2013
Mar. 31, 2014
Mar. 31, 2013
Earnings Per Share [Abstract]        
Weighted average shares outstanding 339,162,500 338,643,889 338,952,847 295,888,736

Related Party Transactions (Details Narrative)

v2.4.0.8
Related Party Transactions (Details Narrative)
0 Months Ended 3 Months Ended 6 Months Ended 0 Months Ended
Jun. 15, 2012
USD ($)
Mar. 31, 2014
USD ($)
Sep. 30, 2013
USD ($)
Mar. 31, 2014
Mr J Duncan Reid [Member]
USD ($)
Mar. 31, 2013
Mr J Duncan Reid [Member]
USD ($)
Mar. 31, 2014
Mr J Duncan Reid [Member]
USD ($)
Mar. 31, 2013
Mr J Duncan Reid [Member]
USD ($)
Jun. 15, 2012
CDN [Member]
CAD
Cash paid for acquisition $ 99,510             100,000
Note issued for acquisition 485,300             500,000
Consulting fees       0 20,000 0 40,000  
Loan receivable advanced   $ 61,215 $ 65,673          

Schedule of Assets Acquired and Consideration (Details)

v2.4.0.8
Schedule of Assets Acquired and Consideration (Details) (USD $)
Mar. 31, 2014
Sep. 30, 2013
Related Party Transactions [Abstract]    
Property and equipment $ 88,596  
Patent claims 10,374  
Inventory 1,770  
Total assets purchased 100,740  
Purchase price (610,260)  
Discount on note payable (210,415)  
Deduction in shareholders' deficiency $ (299,105) $ (299,105)

Convertible Draw Down Loan Payable (Details Narrative)

v2.4.0.8
Convertible Draw Down Loan Payable (Details Narrative) (Convertible Debt [Member], USD $)
6 Months Ended
Mar. 31, 2014
Sep. 30, 2013
Line of Credit Facility [Line Items]    
Conversion price $ 1.00  
Initial listing price $ 0.55  
Percent discount of the price of the public shares 20.00%  
Seagel Investments [Member]
   
Line of Credit Facility [Line Items]    
Maturity term 1 year  
Maximum borrowing capacity $ 500,000  
Debt interest rate 10.00%  
Additional maturity term 1 year  
Amount outstanding $ 425,000 $ 425,000

Convertible Notes Payable - Related Party (Details Narrative)

v2.4.0.8
Convertible Notes Payable - Related Party (Details Narrative)
3 Months Ended 6 Months Ended
Mar. 31, 2014
USD ($)
Mar. 31, 2014
Related Party Convertible Debt [Member]
USD ($)
Mar. 31, 2013
Related Party Convertible Debt [Member]
USD ($)
Mar. 31, 2014
Related Party Convertible Debt [Member]
USD ($)
Mar. 31, 2013
Related Party Convertible Debt [Member]
USD ($)
Jan. 11, 2013
Related Party Convertible Debt [Member]
USD ($)
Mar. 31, 2014
Related Party Convertible Debt [Member]
CDN [Member]
CAD
Debt Instrument [Line Items]              
Convertible note payable due to related party   $ 405,560   $ 405,560     448,281
Maturity term         2 years    
Note issuance date         Jun. 15, 2012    
Interest rate         3.00%    
Interest free period         12 months    
Effective interest rate after discounted 21.15% 27.00%   27.00%      
Discount on note payable (210,415) 210,415   210,415      
Price per share           $ 0.55  
Accretion expense   $ 26,788 $ 25,643 $ 51,430 $ 51,728    

Convertible Notes Payable (Details Narrative)

v2.4.0.8
Convertible Notes Payable (Details Narrative)
6 Months Ended 22 Months Ended 5 Months Ended 6 Months Ended 5 Months Ended 6 Months Ended 5 Months Ended 6 Months Ended 6 Months Ended 0 Months Ended 3 Months Ended 6 Months Ended 6 Months Ended
Mar. 31, 2014
USD ($)
Mar. 31, 2013
USD ($)
Mar. 31, 2014
USD ($)
Sep. 30, 2012
Debt Instrument One [Member]
USD ($)
Mar. 31, 2013
Debt Instrument One [Member]
USD ($)
Oct. 31, 2012
Debt Instrument One [Member]
USD ($)
Oct. 31, 2012
Debt Instrument One [Member]
MZN
Oct. 31, 2012
Debt Instrument One [Member]
CDN [Member]
MZN
Sep. 30, 2012
Debt Instrument One [Member]
CDN [Member]
CAD
Sep. 30, 2012
Debt Instrument Two [Member]
USD ($)
Mar. 31, 2013
Debt Instrument Two [Member]
USD ($)
Oct. 31, 2012
Debt Instrument Two [Member]
USD ($)
Oct. 31, 2012
Debt Instrument Two [Member]
MZN
Oct. 31, 2012
Debt Instrument Two [Member]
CDN [Member]
MZN
Sep. 30, 2012
Debt Instrument Two [Member]
CDN [Member]
CAD
Sep. 30, 2012
Debt Instrument Three [Member]
USD ($)
Mar. 31, 2013
Debt Instrument Three [Member]
USD ($)
Oct. 31, 2012
Debt Instrument Three [Member]
USD ($)
Oct. 31, 2012
Debt Instrument Three [Member]
MZN
Sep. 30, 2012
Debt Instrument Three [Member]
MZN
Oct. 31, 2012
Debt Instrument Three [Member]
CDN [Member]
MZN
Sep. 30, 2012
Debt Instrument Three [Member]
CDN [Member]
CAD
Mar. 31, 2013
Debt Instrument Four [Member]
USD ($)
Mar. 31, 2013
Debt Instrument Four [Member]
MZN
Mar. 31, 2014
$ 50,000 Note [Member]
USD ($)
Mar. 31, 2014
$ 25,000 Note [Member]
USD ($)
Nov. 27, 2013
Convertible Note Two [Member]
MZN
Mar. 31, 2014
Related Party Convertible Debt [Member]
USD ($)
Mar. 31, 2013
Related Party Convertible Debt [Member]
USD ($)
Mar. 31, 2013
Related Party Convertible Debt [Member]
Mar. 31, 2014
Convertible Note One [Member]
USD ($)
Mar. 31, 2013
Convertible Note One [Member]
USD ($)
Mar. 31, 2014
Convertible Note One [Member]
MZN
Mar. 31, 2014
$ 50,000 Note [Member]
Mar. 31, 2014
Convertible Note Two [Member]
USD ($)
Mar. 31, 2014
Convertible Note Two [Member]
MZN
Nov. 27, 2013
Convertible Note Two [Member]
MZN
Nov. 27, 2013
Convertible Note Two [Member]
Maximum [Member]
MZN
Debt Instrument [Line Items]                                                                            
Face value       $ 241,053     6,333 7,000 266,445 $ 267,034     18,094 20,000 295,163       2,262 47,559 2,500 49,000   345,081                 27,917       55,833 335,000
Contractual interest rate       10.00%   10.00% 10.00%     10.00%   10.00% 10.00%     10.00%   10.00% 10.00%       10.00%                       12.00% 12.00%    
Conversion price       $ 1.00   $ 1.00       $ 1.00   $ 1.00       $ 1.00   $ 1.00         $ 1.00                       $ 0.10      
Maturity term       2 years 2 years         2 years 2 years         2 years 2 years           2 years             2 years                
Initial listing price       $ 0.55 $ 0.55         $ 0.55 $ 0.55         $ 0.55 $ 0.55           $ 0.55                              
Percentage of notes outstanding                                                       150.00%                    
Percent discount of the price of the public shares       20.00% 20.00%         20.00% 20.00%         20.00% 20.00%           20.00%                     60.00%        
Interest expense                                                       38,028 30,768   77,583 54,835            
Debt discount (210,415)   (210,415)                                                 210,415                 30,000  
Original issue discount, percentage                                                     10.00%                      
Fair value                                                 50,000 25,000                     50,000  
Proceeds from issuance of convertible debt 67,500 689,089 1,054,261                                               300,000                      
Compound embedded derivative                                                 62,007 31,004                        
Amortization                                                       864     676              
Notes, carrying value                                                                       1,541    
Notes, effective interest rate 21.15%   21.15%                                                 27.00%                    

Convertible Notes Payable - Schedule of Convertible Notes Payable (Details)

v2.4.0.8
Convertible Notes Payable - Schedule of Convertible Notes Payable (Details) (USD $)
Mar. 31, 2014
Sep. 30, 2013
Debt Instrument [Line Items]    
Convertible notes payable $ 925,727 $ 966,363
Convertible notes payable, current 924,187 482,655
Convertible notes payble, noncurrent 1,541 483,708
Convertible Note One [Member]
   
Debt Instrument [Line Items]    
Convertible notes payable 924,187 [1] 966,363 [1]
Convertible Note Two [Member]
   
Debt Instrument [Line Items]    
Convertible notes payable $ 1,540 [2]    [2]
[1] The total convertible notes of $924,187 issued and outstanding as at March 31, 2014 are classified as current in accordance with their terms of maturity (Outstanding balances as at September 30, 2013 were $482,655 classified as current and $483,708 as non-current).
[2] On November 27, 2013, the Company entered into a convertible promissory note agreement (the "Note") whereby the investor may purchase up to $335,000 face value convertible notes. The consideration is equal to $300,000 resulting in an original issue discount of $30,000 (approximately 10%). Pursuant to this agreement, the Company received $50,000 (face value of $55,833) on November 27, 2013 and $25,000 (face value of $27,917) on March 14, 2014. If the Company elects to repay the consideration received within 90 days from the effective date of the consideration, there is no interest due on the note. However, if the consideration is not repaid within 90 days of the effective date, there is a one-time interest charge equal to 12% of the outstanding principal balance. The note is convertible into common stock at the lender's option, at the lower (a) $0.10 or (b) 60% of the lowest trade price in the 25 trading days previous to the conversion.

Convertible Notes Payable - Schedule of Fair Value of Convertible Debt (Details)

v2.4.0.8
Convertible Notes Payable - Schedule of Fair Value of Convertible Debt (Details)
3 Months Ended 6 Months Ended 6 Months Ended
Mar. 31, 2014
USD ($)
Mar. 31, 2014
MZN
Mar. 31, 2014
$ 50,000 Note [Member]
MZN
Mar. 31, 2014
$ 50,000 Note [Member]
USD ($)
Jun. 30, 2014
$ 25,000 Note [Member]
MZN
Mar. 31, 2014
$ 25,000 Note [Member]
USD ($)
Debt Instrument [Line Items]            
Compound embedded derivative       $ 62,007   $ 31,004
Financing costs expense     (5,000)   (2,500)  
Day-one derivative loss (7,007) (8,968) (7,007)   (3,504)  
Fair value       $ 50,000   $ 25,000

Derivative Liabilities (Details Narrative)

v2.4.0.8
Derivative Liabilities (Details Narrative) (MZN)
Nov. 27, 2013
Convertible Note Two [Member]
Mar. 31, 2014
Convertible Note One [Member]
Derivative [Line Items]    
Face value 55,833 27,917

Derivative Liabilities - Summary of Components of Company’s Derivative Liabilities and Linked Common Shares (Details)

v2.4.0.8
Derivative Liabilities - Summary of Components of Company’s Derivative Liabilities and Linked Common Shares (Details)
Mar. 31, 2014
USD ($)
Sep. 30, 2013
USD ($)
Mar. 31, 2014
Compound Embedded Derivatives [Member]
MZN
Mar. 31, 2014
Derivative Financial Instruments, Liabilities [Member]
MZN
Derivative [Line Items]        
Indexed shares 8,118,875   8,043,875 75,000
Fair values $ (103,457)    (103,254) (203)

Derivative Liabilities - Summary of Effects on Gain (Loss) Associated With Changes in Fair Values of Derivative Financial Instruments (Details)

v2.4.0.8
Derivative Liabilities - Summary of Effects on Gain (Loss) Associated With Changes in Fair Values of Derivative Financial Instruments (Details)
3 Months Ended 6 Months Ended
Mar. 31, 2014
USD ($)
Mar. 31, 2014
MZN
Derivative Instruments and Hedging Activities Disclosure [Abstract]    
Compound embedded derivatives $ (7,707) (9,826)
Warrant derivatives 1,455 1,455
Day-one derivative loss (7,007) (8,968)
Total gain (loss) $ 13,259 (17,339)

Derivative Liabilities - Fair Value Assumptions (Details)

v2.4.0.8
Derivative Liabilities - Fair Value Assumptions (Details) (USD $)
0 Months Ended 6 Months Ended
May 17, 2012
Mar. 31, 2014
May 15, 2012
Derivative Financial Instruments, Liabilities [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Quoted market price on valuation date   $ 0.01  
Quoted market price on valuation date   $ 0.598  
Linked common shares   75,000  
Derivative Financial Instruments, Liabilities [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Contractual term to maturities   1 year 2 months 23 days  
Derivative Financial Instruments, Liabilities [Member] | Minimum [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Market volatility: Range of volatities   189.68%  
Risk free rates using zero coupon US Treasury Security rates   0.38%  
$ 50,000 Note [Member] | Compound Embedded Derivatives [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Quoted market price on valuation date   $ 0.02 $ 0.07
Contractual conversion rate   $ 0.012 $ 0.048
Contractual term to maturities 2 years 1 year 7 months 28 days  
Implied expected term to maturity 1 year 7 months 10 days 11 months 9 days  
Equivalent volatility 145.90% 148.49%  
Contractual interest rate   6.00% 6.00%
Equivalent market risk adjusted interest rate 9.43% 9.43%  
Equivalent credit risk adjusted yield 6.53% 6.53%  
$ 50,000 Note [Member] | Compound Embedded Derivatives [Member] | Minimum [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Market volatility: Range of volatities 125.65% 127.09%  
$ 50,000 Note [Member] | Compound Embedded Derivatives [Member] | Maximum [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Market volatility: Range of volatities 18352.00% 191.72%  
$ 25,000 Note [Member] | Compound Embedded Derivatives [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Quoted market price on valuation date   $ 0.02 $ 0.07
Contractual conversion rate   $ 0.012 $ 0.048
Contractual term to maturities 2 years 1 year 11 months 12 days  
Implied expected term to maturity 1 year 7 months 10 days 1 year 9 months  
Equivalent volatility 145.90% 148.49%  
Contractual interest rate   6.00% 6.00%
Equivalent market risk adjusted interest rate 9.43% 9.43%  
Equivalent credit risk adjusted yield 6.53% 6.53%  
$ 25,000 Note [Member] | Compound Embedded Derivatives [Member] | Minimum [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Market volatility: Range of volatities 125.65% 127.09%  
$ 25,000 Note [Member] | Compound Embedded Derivatives [Member] | Maximum [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Market volatility: Range of volatities 18352.00% 191.72%  
Warrant Derivatives [Member] | Maximum [Member]
     
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]      
Market volatility: Range of volatities   132.64%  
Risk free rates using zero coupon US Treasury Security rates   0.007%  

Derivative Liabilities - Change in Fair Value (Details)

v2.4.0.8
Derivative Liabilities - Change in Fair Value (Details) (MZN)
6 Months Ended
Mar. 31, 2014
Compound Embedded Derivatives [Member]
 
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Beginning balance   
Convertible Notes Financing 93,011
Changes in fair value inputs and assumptions reflected in income 10,446
Ending balance 103,457
Derivative Financial Instruments, Liabilities [Member]
 
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Beginning balance   
Convertible Notes Financing 1,658
Changes in fair value inputs and assumptions reflected in income (1,455)
Ending balance 203

Contingency (Details)

v2.4.0.8
Contingency (Details)
Mar. 31, 2014
USD ($)
Mar. 31, 2014
CDN [Member]
CAD
2023682 Ontario Inc. environmental fine   56,265
Potential loss from Notice of Garnishment $ 47,863 45,874

Commitment (Details Narrative)

v2.4.0.8
Commitment (Details Narrative) (USD $)
6 Months Ended
Mar. 31, 2014
First Units [Member]
 
Other Commitments [Line Items]  
Number of units 75,000
Number of common shares per unit 1
Number of warrants per unit 1
Expiration period 24 months
Exercise price $ 0.60
Second Units [Member]
 
Other Commitments [Line Items]  
Number of units 25,000
Number of common shares per unit 1
Number of warrants per unit 1
Expiration period 24 months
Exercise price $ 0.75

Commitment - Summary of Cumulative Expenditures (Details)

v2.4.0.8
Commitment - Summary of Cumulative Expenditures (Details) (MZN)
Mar. 31, 2014
Commitments and Contingencies Disclosure [Abstract]  
September 30, 2014 300,000
September 30, 2015 1,000,000
September 30, 2016 1,500,000

Subsequent Events (Details Narrative)

v2.4.0.8
Subsequent Events (Details Narrative) (Subsequent Event [Member])
0 Months Ended
Jul. 03, 2014
MZN
Jul. 03, 2014
USD ($)
Issuance of maximum shares during period by subscription agreement 25,000,000  
Equity issuance price   $ 0.02
Issuance of shares value during period by subscription agreement 150,000  
Excess of issuance by subscription agreement   7,500,000