10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2021

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission file number 000-50071

LIBERTY STAR URANIUM & METALS CORP.

(Exact name of registrant as specified in its charter)

Nevada	90-0175540
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

2 East Congress Street Ste. 900, Tucson, Arizona	85701
(Address of principal executive offices)	(Zip code)

520-425-1433

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large, accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

(Check one):

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchanged on Which Registered
Common	LBSR	OTCQB

The number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 10,150,635 common shares as of September 20, 2021.

TABLE OF CONTENTS

		Page
	PART I
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	19
Item 4.	Controls and Procedures	19
	PART II
Item 1.	Legal Proceedings	20
Item 1A.	Risk Factors	20
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	20
Item 3.	Defaults Upon Senior Securities	20
Item 4.	Mine Safety Disclosures	20
Item 5.	Other Information	20
Item 6.	Exhibits	21
	Signatures	22

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology.

These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our condensed consolidated financial statements are stated in United States Dollars (US$) and are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements. The following discussion should be read in conjunction with our condensed consolidated financial statements and the related notes that appear elsewhere in this quarterly report. As used in this quarterly report, the terms “we”, “us”, “the Company”, and “Liberty Star” mean Liberty Star Uranium & Metals Corp. and our subsidiaries, Hay Mountain Holdings, LLC, Earp Ridge Mines LLC and Red Rock Mines LLC, unless otherwise indicated. All dollar amounts refer to U.S. dollars unless otherwise indicated.

2 

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

LIBERTY STAR URANIUM & METALS CORP.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited) 

	July 31, 2021			January 31, 2021
Assets
Current:
Cash and cash equivalents	$	71,913		$	6,718
Prepaid expenses		7,404			4,815
Total current assets		79,317			11,533
Property and equipment, net		30,639			33,556
Total assets	$	109,956		$	45,089
Liabilities and Stockholders’ Deficit
Current:
Accounts payable and accrued liabilities	$	475,794		$	467,957
Accounts payable to related parties		51,119			51,119
Accrued wages to related parties		811,711			811,711
Advances from related party		314,742			301,077
Notes payable to related parties		304,446			283,271
Convertible promissory note, net of unamortized debt discount of $4,547 and $7,642		113,696			87,969
Total current liabilities		2,071,508			2,003,104
Long-term:
Long-term accounts payable, net of current portion		6,300			20,300
Long-term debt - SBA		66,408			33,162
Total long-term liabilities		72,708			53,462
Total liabilities		2,144,216			2,056,566
Commitments and Contingencies (Note 10)
Stockholders’ deficit:
Class A Common stock - $.00001 par value; 200,000 and 0 authorized; 102,000 shares issued and outstanding		1			1
Common stock - $.00001 par value; 24,800,000 authorized; 10,150,635 and 9,902,052 shares issued and outstanding, respectively		102			99
Common stock to be issued		-			15,000
Additional paid-in capital		55,710,395			55,503,564
Accumulated deficit		(57,744,758	)		(57,530,141	)
Total stockholders’ deficit		(2,034,260	)		(2,011,477	)
Total liabilities and stockholders’ deficit	$	109,956		$	45,089

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements

3 

LIBERTY STAR URANIUM & METALS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	For the Three Months Ended						For the Six Months Ended
	July 31,						July 31,
	2021			2020			2021			2020
Revenues	$	-		$	-		$	-		$	-
Expenses:
Geological and geophysical costs		4,802			51,593			6,561			54,551
Salaries and benefits		37,197			33,971			73,756			71,721
Public relations		4,533			-			4,533			-
Depreciation		1,459			1,673			2,917			3,347
Legal		6,504			44,936			26,451			95,472
Professional services		23,745			23,477			44,082			43,433
General and administrative		24,902			13,704			38,294			33,665
Travel		-			-			640			439
Net operating expenses		103,142			169,354			197,234			302,628
Loss from operations		(103,142	)		(169,354	)		(197,234	)		(302,628	)
Other income (expense):
Interest expense		(56,189	)		(61,199	)		(94,373	)		(166,702	)
Gain (loss) on change in fair value of derivative liability		26,338			(94,667	)		76,990			(39,631	)
Total other income (expense)		(29,851	)		(155,866	)		(17,383	)		(206,333	)
Net loss	$	(132,993	)	$	(325,220	)		(214,617	)	$	(508,961	)
Net loss per share of common stock - basic and diluted	$	(0.01	)	$	(0.03	)	$	(0.02	)	$	(0.05	)
Weighted average number of shares of common stock outstanding - basic and diluted		10,244,049			9,769,606			10,144,455			9,488,417

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements

4 

LIBERTY STAR URANIUM & METALS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

(Unaudited)

	Class A Common stock				Common stock				Common stock to be			Additional paid-in			Accumulated			Total Stockholders’
	Shares		Amount		Shares		Amount		Issued			Capital			Deficit			Deficit
Balance, January 31, 2021		102,000		1		9,902,052	$	99	$	15,000		$	55,503,564		$	(57,530,141	)	$	(2,011,477	)
Issuance of common stock and warrants in private placement and warrant exercises		-		-		116,230		1		(15,000	)		122,099			-			107,100
Shares issued for conversion of notes		-		-		33,881		1		-			26,999			-			27,000
Reclass of APIC to derivative liabilities for tainted warrants		-		-		-		-		-			(293,528	)		-			(293,528	)
Resolution of derivative liabilities due to debt conversions		-		-		-		-		-			17,406			-			17,406
Net loss for the three months ended April 30, 2021		-		-		-		-		-						(81,624	)		(81,624	)
Balance, April 30, 2021		102,000		1		10,052,163		101		-			55,376,540			(57,611,765	)		(2,235,123	)
Shares issued for conversion of notes		-		-		98,472		1		-			69,899			-			69,900
Resolution of derivative liabilities due to debt conversions		-		-		-		-		-			263,956			-			263,956
Net loss for the three months ended July 31, 2021		-		-		-		-		-			-			(132,993	)		(132,993	)
Balance, July 31, 2021		102,000	$	1		10,150,635	$	102	$	-		$	55,710,395		$	(57,744,758	)	$	(2,034,260	)

	Class A Common stock				Common stock				Stock Subscription		Additional paid-in			Accumulated			Total Stockholders’
	Shares		Amount		Shares		Amount		Receivable		Capital			Deficit			Deficit
Balance, January 31, 2020		-	$	-		9,116,725	$	91	$	-	$	55,074,257		$	(56,780,396	)	$	(1,706,048	)
Issuance of common stock and warrants in private placement		-		-		54,000		1		-		20,598			-			20,599
Shares issued for conversion of notes		-		-		390,481		4		-		106,796			-			106,800
Reclass of APIC to derivative liabilities for tainted warrants		-		-		-		-		-		(189,472	)		-			(189,472	)
Resolution of derivative liabilities due to debt conversions		-		-		-		-		-		106,514			-			106,514
Net loss for the three months ended April 30, 2020		-		-		-		-		-					(508,961	)		(508,961	)
Balance, April 30, 2020		-		-		9,561,206		96		-		55,118,693			(57,289,357	)		(2,170,568	)
Class A Shares issued to settle related party advances and notes payable		102,000		1		-		-		-		49,061			-			49,062
Shares issued for conversion of notes		-		-		195,581		2		-		63,058			-			63,060
Shares issued for services		-		-		142,857		1		-		49,999			-			49,999
Resolution of derivative liabilities due to debt conversions		-		-		-		-		-		262,589			-			262,589
Net loss for the three months ended July 31, 2020		-		-		-		-		-		-			(325,220	)		(325,220	)
Balance, July 31, 2020		102,000		1		9,899,644	$	99	$	-	$	55,543,400		$	(57,614,577	)	$	(2,071,078	)

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements

5 

LIBERTY STAR URANIUM & METALS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	For the Six Months Ended
	July 31
	2021			2020
Cash flows from operating activities:
Net loss	$	(214,617	)	$	(508,961	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		2,917			3,347
Amortization of debt discounts		73,551			155,364
Expenses paid by related parties		22,376			89,958
Gain (loss) on change in fair value of derivative liabilities		(76,990	)		39,631
Common shares issued for third party services		-			50,000
Changes in assets and liabilities:
Prepaid expenses		(2,589	)		(1,177	)
Accounts payable and accrued expenses		(6,162	)		(3,423	)
Accrued interest		17,112			11,151
Cash flows used in operating activities:		(184,402	)		(164,110	)
Cash flows from financing activities:
Proceeds from notes payable		32,497			62,974
Cash advance from related party		-			10,000
Proceeds from notes payable, related parties		-			55,000
Proceeds from convertible promissory notes		110,000			-
Proceeds from the issuance of common stock and warrants		105,000			20,599
Proceeds from exercise of warrants		2,100			-
Net cash provided by financing activities		249,597			148,573
Increase in cash and cash equivalents		65,195			(15,537	)
Cash and cash equivalents, beginning of period		6,718			25,024
Cash and cash equivalents, end of period	$	71,913		$	9,487
Supplemental disclosure of cash flow information:
Income tax paid	$	-		$	-
Interest paid	$	-		$	-
Supplemental disclosure of non-cash items:
Resolution of derivative liabilities due to debt conversions and untainted warrants	$	281,361		$	369,103
Reclass of APIC to derivative liabilities for tainted warrants	$	293,528		$	189,472
Debt discounts due to derivative liabilities	$	64,823		$	140,000
Common stock issued for conversion of debt and interest	$	96,900		$	169,860
Class A Common Stock issued for conversion of related party advances and notes payable	$	-		$	49,062
Expenses paid by related party on behalf of the Company	$	22,376		$	89,958

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements

6 

LIBERTY STAR URANIUM & METALS CORP.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 – Basis of Presentation

The condensed consolidated financial statements included herein have been prepared by Liberty Star Uranium & Metals Corp. (the “Company”, “we”, “our”) without audit, pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”) and should be read in conjunction with our annual report on Form 10-K for the year ended January 31, 2021 as filed with the SEC under the Securities and Exchange Act of 1934 (the “Exchange Act”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted, as permitted by the SEC, although we believe the disclosures which are made are adequate to make the information presented not misleading. The condensed consolidated financial statements reflect, in the opinion of management, all normal recurring adjustments necessary to present fairly our financial position at July 31, 2021 and the results of our operations and cash flows for the periods presented.

Interim results are subject to significant seasonal variations and the results of operations for the three and six months ended July 31,2021 are not necessarily indicative of the results to be expected for the full year.

Reverse Stock Split

On November 24, 2020, the Company filed a Certificate of Change with the Secretary of the State of Nevada to affect a 1-for-500 reverse stock split (the “Reverse Stock Split”). The Reverse Stock Split was formally processed by FINRA effective on February 25, 2021, and the Company’s common stock began trading on a split-adjusted basis on February 25, 2021.

Prior to the effective date of the Certificate of Change, the Company was authorized to issue 6,150,000,000 shares of common stock. As a result of the Reverse Stock Split, the Company is authorized to issue 12,300,000 shares of common stock. The Reverse Stock Split did not have any effect on the stated par value of the common stock.

Prior to the effective date of the Certificate of Change, the Company was authorized to issue 100,000,000 shares of Class A common stock. As a result of the Reverse Stock Split, the Company is authorized to issue 200,000 shares of Class A common stock. As of February 24, 2021 (immediately prior to the effective date of the Reverse Stock Split), there were 51,000,000 shares of Class A common stock outstanding. As a result of the Reverse Stock Split, there are approximately adjustment due to the effect of rounding fractional shares into whole shares). The Reverse Stock Split did not have any effect on the stated par value of the Class A common stock.

All references to common shares and common share data in these condensed consolidated financial statements and elsewhere in this Form 10-Q reflect the Reverse Stock Split.

NOTE 2 – Going concern

The Company has incurred losses from operations and requires additional funds for further exploratory activity and to maintain its claims prior to attaining a revenue generating status. There are no assurances that a commercially viable mineral deposit exists on any of our properties. In addition, the Company may not find sufficient ore reserves to be commercially mined. As such, there is substantial doubt about the Company’s ability to continue as a going concern.

Management is working to secure additional funds through the exercise of stock warrants already outstanding, equity financings, debt financings or joint venture agreements. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

NOTE 3 – Summary of Significant Accounting Policies

Fair Value

ASC 820 Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third-party pricing services.

Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.

			Fair value measurements at reporting date using:
Description		Fair Value		Quoted prices in active markets for identical liabilities (Level 1)	Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Warrant and convertible note derivative liability at July 31, 2021	$	-		-	-	$	-
Warrant and convertible note derivative liability at January 31, 2021	$	-		-	-	$	-

Our financial instruments consist of cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities, notes payable, convertible notes payable, and derivative liability. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from these financial instruments. With the exception of the derivative liability, the fair value of these financial instruments approximates their carrying values based on their short maturities or for long-term debt based on borrowing rates currently available to us for loans with similar terms and maturities. Gains and losses recognized on changes in estimated fair value of the derivative liability are reported in other income (expense) as gain (loss) on change in fair value of derivative liability.

7 

NOTE 4 – Related party transactions

Our CEO, Brett Gross, was elected as President and Chief Executive Officer on December 7, 2018, and received no compensation for these services during the three and six months ended July 31,2021 and 2020.

Advances

From October 2019 through July 31, 2021, our CEO, Brett Gross, made various payments on behalf of the Company totaling $161,977, and advanced the Company $62,000 in cash, all of which are reflected as advances from related party on the accompanying condensed consolidated balance sheets. The total advances were $314,742 and $301,077 as of July 31, 2021 and January 31, 2021, respectively, bear no interest and have no specified repayment date.

Notes Payable

During the six months ended July 31, 2021, the note principal increased $5,000 for a payment by the director to a consultant on behalf of the Company. Total maturities of principal and accrued interest under all notes to two directors as of July 31, 2021 are $291,577 due July 31, 2021 . The Company is currently in discussions with the directors to extend the maturity date of these notes.

The Company has a note payable of $10,000 from James Briscoe, under a promissory note dated September 17, 2018, which matured and became past due on September 17, 2019, with interest at 10%.

As of July 31, and January 31, 2021, the total balance of all related party notes payable above  was $304,446 and $283,271, respectively, which includes accrued interest of $48,533 and $36,070, respectively.

Accrued Wages

As of July 31, and January 31, 2021, we had a balance of accrued unpaid wages of $759,949 to James Briscoe, our former Chairman of the Board, CEO, Chief Geologist, Secretary, Treasurer, and President. Additionally, we had a balance of accrued unpaid wages of $15,625 to a former President and $36,137 to Patricia Madaris, VP Finance & CFO.

Accounts Payable

As of July 31, and January 31, 2021, we had an aggregate balance due of approximately $167,000 on credit cards guaranteed by James Briscoe reflected in accounts payable and accrued liabilities on the accompanying condensed consolidated balance sheets.

As of July 31, and January 31, 2021, we had accounts payable to JABA (controlled by James Briscoe) of $34,798, which is reflected as accounts payable to related party on the accompanying condensed consolidated balance sheets.

As of July 31, and January 31, 2021, we had a balance of $16,321 due to the spouse of James Briscoe.

NOTE 5 – Stock options

Qualified and Non-qualified incentive stock options outstanding at July 31, 2021 are as follows:

			Weighted average
	Number of		exercise
	options		price per share
Outstanding, January 31, 2021		146,000	$	3.019
Granted		-		-
Expired		-		-
Exercised		-		-
Outstanding, July 31, 2021		146,000	$	3.019
Exercisable, July 31, 2021		146,000	$	3.019

These options had a weighted average remaining life of 7.12 years and an aggregate intrinsic value of $0 as of July 31, 2021.

During the six months ended July 31, 2021 and 2020, we recognized $0 and $0, respectively, of compensation expense related to stock options.

8 

NOTE 6 – Warrants

As of July 31, 2021, there were 449,281 purchase warrants outstanding and exercisable. The warrants have a weighted average remaining life of 1.97 years and a weighted average exercise price of $2.101 per warrant for one common share. The warrants had an aggregate intrinsic value of $40,619 as of July 31, 2021.

Stock warrants outstanding at July 31, 2021 are as follows:

				Weighted
				average
	Number of warrants			exercise price per share
Outstanding, January 31, 2021		400,166		$	2.155
Issued		55,115			1.524
Expired		-			-
Exercised		(6,000	)		0.350
Outstanding, July 31, 2021		449,281		$	2.101
Exercisable, July 31, 2021		449,281		$	2.101

During the six months ended July 31, 2021, the Company issued 55,115 warrants to investors as part of their purchase of common stock. The warrants have a three-year term and are exercisable at any time at exercise prices ranging from $1.426 to $1.646.

As of June 17, 2021, the Company extended all warrants issued by the Company which expired or will expire during the year 2021. These warrants are extended for an additional three years. All other terms of the warrants remain unchanged, including application of the reverse split effective on February 25, 2021.

NOTE 7 – Derivative Liabilities

The embedded conversion feature in the convertible debt instruments that the Company issued (See Note 8), that became convertible during the six months ended July 31, 2021, qualified it as a derivative instrument since the number of shares issuable under the note is indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. These convertible notes tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt on the date that the instrument became convertible.

The valuation of the derivative liability of the warrants was determined through the use of a Monte Carlo options model that values the liability of the warrants based on a risk-neutral valuation where the price of the option is its discounted expected value. The technique applied generates a large number of possible (but random) price paths for the underlying common stock via simulation, and then calculates the associated exercise value (i.e. “payoff”) of the option for each path. These payoffs are then averaged and discounted to a current valuation date resulting in the fair value of the option.

9 

The valuation of the derivative liability attached to the convertible debt was arrived at through the use of a Monte Carlo model that values the derivative liability within the notes. The technique applied generates a large number of possible (but random) price paths for the underlying (or underlyings) via simulation, and then calculates the associated payment value (cash, stock, or warrants) of the derivative features. The price of the underlying common stock is modeled such that it follows a geometric Brownian motion with constant drift, and elastic volatility (increasing as stock price decreases). The stock price is determined by a random sampling from a normal distribution. Since the underlying random process is the same, for enough price paths, the value of the derivative is derived from path dependent scenarios and outcomes. The features in the notes that were analyzed and incorporated into the model included the conversion features with the reset provisions, the call/redemption/prepayment options, and the default provisions. Based on these features, there are six primary events that can occur; payments are made in cash; payments are made with stock; the note holder converts upon receiving a redemption notice; the note holder converts the note; the issuer redeems the note; or the Company defaults on the note. The model simulates the underlying economic factors that influenced which of these events would occur, when they were likely to occur, and the specific terms that would be in effect at the time (i.e. stock price, conversion price, etc.). Probabilities were assigned to each variable such as redemption likelihood, default likelihood, and timing and pricing of reset events over the remaining term of the notes based on management projections. This led to a cash flow simulation over the life of the note. A discounted cash flow for each simulation was completed, and it was compared to the discounted cash flow of the note without the embedded features, thus determining a value for the derivative liability.

Key inputs and assumptions used to value the convertible note when it became convertible and upon settlement, and warrants upon tainting, were as follows:

● The stock projections are based on the historical volatilities for each date. These volatilities were in the 59.6% to 202.9% range. The stock price projection was modeled such that it follows a geometric Brownian motion with constant drift and a constant volatility, starting with the market stock price at each valuation date;

● An event of default would not occur during the remaining term of the note;

● Conversion of the notes to stock would be completed monthly after any holding period and would be limited based on: 5% of the last 6 months average trading volume and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.

● The effective discount was determined based on the historical trading history of the Company based on the specific pricing mechanism in each note;

● The Company would not have funds available to redeem the notes during the remaining term of the convertible notes;

● Discount rates were based on risk free rates in effect based on the remaining term and date of each valuation and instrument.

● The Holder would exercise the warrant at maturity if the stock price was above the exercise price;

● The Holder would exercise the warrant after any holding period prior to maturity at target prices starting at 2 times the exercise price for the Warrants or higher subject to monthly limits of: 5% of the last 6 months average trading volume increasing by 1% per month and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.

Using the results from the model, the Company recorded a derivative liability during the six months ended July 31,2021 of $293,528 for newly granted and existing warrants (see Note 6) that were tainted and a derivative liability of $64,823 for the fair value of the convertible feature included in the Company’s convertible debt instruments. The derivative liability recorded for the convertible feature created a “day 1” derivative loss of $0 and a debt discount of $64,823 that was amortized over the remaining term of the note using the effective interest rate method. Interest expense related to the amortization of this debt discount for the six months ended July 31,2021, was $64,823. The remaining unamortized debt discount related to the derivative liability was $0 as of July 31, 2021.

During the six months ended July 31,2021, the Company recorded a reclassification from derivative liability to equity of $0 for warrants becoming untainted and $281,361 due to the conversions of a portion of the Company’s convertible notes. The Company also recorded the change in the fair value of the derivative liability as a gain of $76,990 to reflect the value of the derivative liability for warrants and convertible notes as of July 31, 2021.

During the six months ended July 31, 2020, the Company recorded a reclassification from derivative liability to equity of $189,518 for warrants becoming untainted and $179,585 due to the conversions of a portion of the Company’s convertible notes. The Company also recorded the change in the fair value of the derivative liability as a loss of $39,631 to reflect the value of the derivative liability for warrants and convertible notes as of July 31, 2020.

The Company did not have a derivative liability as of July 31, 2001, or January 31, 2021, since outstanding convertible notes were not convertible at period end or were fully converted during the period and consequently, the outstanding warrants were no longer tainted.

The following table sets forth a reconciliation of changes in the fair value of the Company’s derivative liability:

	Six months ended July 31,
	2021			2020
Beginning balance	$	-		$	-
Total (gain) loss		(76,990	)		39,631
Settlements		(281,361	)		(369,103	)
Additions recognized as debt discount		64,823			140,000
Additions due to tainted warrants		293,528			189,472
Ending balance	$	-		$	-
Change in unrealized (gain) loss included in earnings relating to derivatives	$	(76,990	)	$	39,631

10 

NOTE 8 – Long-term debt and convertible promissory notes

Following is a summary of convertible promissory notes:

	July 31, 2021			January 31, 2021
8% convertible note payable issued October 2020, due September 2021	$	-		$	95,611
8% convertible note payable issued April 2021, due April 2022		64,325			-
8% convertible note payable issued May 2021, due May 2022		53,918			-
		118,243			95,611
Less debt discount		(4,547	)		(7,642	)
Less current portion of convertible notes		(113,696	)		(87,969	)
Long-term convertible notes payable	$	-		$	-

On October 28, 2020, we received net proceeds of $82,000 from the issuance of a convertible note dated October 20, 2020 (the “October 2020 Note”). The note bears interest at 8%, includes OID of $8,500 and legal and due diligence fees of $3,000, matures on September 1, 2021, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the six months ended July 31, 2021, the noteholder converted a total of $96,900 of the note for 132,353 shares of the Company’s common stock, leaving a balance of $0 as of July 31, 2021.

On April 26, 2021, we received net proceeds of $60,000 from the issuance of a convertible note dated April 23, 2021 (the “April 2021 Note”). The note bears interest at 8%, includes legal and due diligence fees of $3,000, matures on April 23, 2022, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion.

On May 11, 2021, we issued a convertible note in the aggregate principal amount of $53,000 (the “May 2021 Note”). The note bears interest at 8%, includes legal and due diligence fees of $3,000, matures on May 11, 2022, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion.

During the six months ended July 31, 2021 and 2020, the Company recorded debt discounts of $64,823 and $140,000, respectively, due to the derivative liabilities, and original issue debt discounts of $6,000 and $0, respectively, due to the convertible notes. The Company recorded amortization of these discounts of $73,551 and $155,364 for the six months ended July 31, 2021 and 2020, respectively.

Notes Payable

On June 22, 2020, the Company received loan proceeds of $32,300 (net of $100 loan fee) under the SBA’s Economic Injury Disaster Loan program (“EIDL”). The EIDL loan, dated June 16, 2020, bears interest at 3.75%, has a 30-year term, is secured by substantially all assets of the Company, and is due in monthly installments of $158 beginning June 18, 2021 (extended to June 18, 2023).

On February 16, 2021, the Company received loan proceeds of $32,497 under the Payroll Protection Program (“PPP”). The PPP loan bears interest at 1%, has a 5-year term, and is due in equal monthly installments beginning December 16, 2021.

The balance of these two notes total $66,408, including accrued interest of $1,511, and is included in long-term debt as of July 31, 2021.

11 

NOTE 9 – Stockholders’ deficit

Common Stock

Our undesignated common shares are all of the same class, are voting and entitle stockholders to receive dividends as defined. Upon liquidation or wind-up, stockholders are entitled to participate equally with respect to any distribution of net assets or any dividends that may be declared.

On March 5, 2021, the Company issued 6,000 shares of its common stock to an accredited investor for the exercise of warrants for proceeds of $2,100, or $0.35 per common share.

On March 26, 2021, the Company issued 17,006 shares of its common stock and 8,503 warrants to our CEO for gross proceeds of $20,000, for $1.176 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.646.

In March 2021, the Company issued 49,412 shares of its common stock and 24,706 warrants to our CEO for gross proceeds of $55,000 for $1.113 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.558.

On April 2, 2021, the Company issued 9,818 shares of its common stock and 4,909 warrants to an accredited investor for gross proceeds of $10,000, or $1.019 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.426.

On April 23, 2021, the Company issued 15,049 of its common stock to a noteholder for the conversion of $12,000 of principal under the October 2020 Note, or $0.797 per share.

On April 27, 2021, the Company issued 18,832 of its common stock to a noteholder for the conversion of $15,000 of principal under the October 2020 Note, or $0.797 per share.

On April 30, 2021, the Company received proceeds of $20,000 from an investor for the purchase of 19,268 shares of its common stock and 9,634 warrants, at a price of $1.038 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.453.

In May 2021, the Company issued a total of 98,472 shares of its common stock to a noteholder for the conversion of an aggregate of $69,900 of principal and accrued interest under the October 2020 Note, at prices ranging from $0.699 to $0.743 per share.

Reverse Stock Split

On November 24, 2020, the Company filed a Certificate of Change with the Secretary of the State of Nevada to affect a 1-for-500 reverse stock split (the “Reverse Stock Split”). The Reverse Stock Split was formally processed by FINRA effective on February 25, 2021, and the Company’s common stock began trading on a split-adjusted basis on February 25, 2021.

Prior to the effective date of the Certificate of Change, the Company was authorized to issue 6,150,000,000 shares of common stock. As a result of the Reverse Stock Split, the Company is authorized to issue 12,300,000 shares of common stock. The Reverse Stock Split did not have any effect on the stated par value of the common stock.

Prior to the effective date of the Certificate of Change, the Company was authorized to issue 100,000,000 shares of Class A common stock. As a result of the Reverse Stock Split, the Company is authorized to issue 200,000 shares of Class A common stock, with 102,000 shares of Class A common stock outstanding. As a result of the Reverse Stock Split, there was an adjustment of approximately 2,408 common shares due to the effect of rounding fractional shares into whole shares. The Reverse Stock Split did not have any effect on the stated par value of the Class A common stock.

All references to common shares and common share data in these unaudited condensed consolidated financial statements and elsewhere in this Form 10-Q as of July 31, 2021, and for the three and six months ended July 31, 2021, and 2020, reflect the Reverse Stock Split.

12 

NOTE 10 – Commitments and contingencies

Legal Matter

On August 22, 2019 (and amended on December 23, 2019), the Company filed a complaint with the Superior Court of Arizona (Case No. C20194139), demanding the titles and possession of certain vehicles and equipment of the Company from our former CEO, as well as seeking recovery of damages from the former CEO in an amount of not less than $50,000. None of the vehicles and equipment, individually or in total, have any material net book value (being fully depreciated) as of July 31, 2021, or January 31, 2021. The matter is ongoing as of the date of this filing.

On February 18, 2020, our former CEO and his spouse (the “Counterclaimants”) filed a First Amended Answer: First Amended Complaint and Counterclaim with the Superior Court of Arizona seeking dismissal of the Company’s complaint and reimbursement of Counterclaimants’ attorney fees incurred related to the matter. Additionally, the counterclaim alleges breach of contract by the Company and requests reimbursement of amounts loaned to the Company by our former CEO and his spouse, along with reimbursement of attorney fees. The Company believes these counterclaims are without merit and is aggressively defending them and believes no unfavorable outcome or material effect on our condensed consolidated financial statements will result.

NOTE 11 – Subsequent events

OTCQB Venture Market

On August 6, 2021, the Company announced the OTC Markets Group Inc. approved the Company to trade as LBSR on the OTCQB Venture Market, designed for developing and entrepreneurial companies in the U.S. and abroad. Trading on the OTCQB began August 06, 2021.

Authorized Shares Amendment

On August 10, 2021, the Company’s Board of Directors (the “Board”) unanimously approved, and recommended for shareholder approval, the Amendment in order to increase the number of authorized shares of the Company’s common stock. The record date established by the Board for purposes of determining the number of outstanding shares of voting stock entitled to vote on the Amendment was August 11, 2021 (the “Record Date”).

The Company currently has a total of 12,300,000 authorized shares of Common Stock and 200,000 shares of Class A Common Stock. The Amendment will result in an increase in the total number of authorized shares of Common Stock from 12,300,000 to 24,800,000. The number of Class A Common Stock shares shall remain at 200,000.

Pursuant to NRS 78.390, amendments to the Company’s Articles of Incorporation must be approved by a majority of the Company’s stockholders.

In order to obtain stockholder approval for the Amendment, we could have convened a special meeting of the stockholders for the specific purpose of voting on such matter. However, NRS 78.320(2) provides than any action required or permitted to be taken at a meeting of the stockholders may be taken without a meeting if, before or after the action, a written consent thereto is signed by stockholders holding at least a majority of the voting power. In order to eliminate the costs and management time involved in holding a meeting and obtaining proxies and in order to effect the Amendment as early as possible in order to accomplish the purposes of the Amendment, the Board elected to utilize the written consent option of the holders of a majority of the outstanding shares of our common stock, as provided by Nevada law.

The Company has two classes of stock authorized, Class A Stock and Common Stock. As of the Record Date, the Company had 10,150,635 shares of its Common Stock issued and outstanding and 102,000 shares of Class A common stock issued and outstanding. Each share of Common Stock is entitled to 1 vote and each share of Class A Stock is entitled to 200 votes. On the Record Date, the holders of all the issued and outstanding shares of our Class A Stock stockholders, representing approximately 66.77% of the stockholder voting power, approved the Amendment. No further vote of our stockholders is required for the Company to effect the Amendment.

Pursuant to the rules and regulations promulgated by the SEC under the Exchange Act, an Information Statement must be sent to the holders of voting stock who did not sign the Written Consent at least 20 days prior to the effective date of any corporate action taken or authorized pursuant to the consent of the Company’s stockholders. These Information Statements were sent by the Company on September 10, 2021.

Purchase Agreement with Triton Funds LP

On August 20, 2021, the Company executed a $1,000,000 common stock purchase agreement (the “Purchase Agreement”) and a $1,000,000 warrant agreement (the “Warrant Agreement,” together “the Agreements”) with Triton Funds LP (“Triton”) of San Diego, California. Under the Common Stock Purchase Agreement, the Company has a “put” right pursuant to which it may require Triton to purchase a total of up to $1,000,000 of its common stock. The Company may exercise its put at any time after the Registration Statement to be filed with the U.S. Securities and Exchange Commission is declared effective and prior to December 31, 2022. It may require Triton to purchase not less than $25,000 or more than $250,000 per month of its common stock at a purchase price equal to 75% of the lowest daily volume-weighted average price of the Company’s common stock during the 5 business days immediately prior to the date of closing of each separate purchase installment. Under the Common Stock Purchase Warrant, Triton has the right for a period of 5 years to elect to purchase up to an additional $1,000,000 of shares of the Company’s common stock at a purchase price per share based upon an assumed $20,000,000 market capitalization of the Company’s outstanding shares from time to time.

The Registration Statement was declared effective by the Securities and Exchange Commission on September 13, 2021. On September 14, 2021, the Company issued a total of 490,196 shares of its common stock under the Purchase Agreement at an aggregate price of $250,000, or approximately $0.51 per share.

13 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Much of the information included in this quarterly report includes or is based upon estimates, projections or other “forward-looking statements”. Such forward-looking statements include any projections or estimates made by us and our management in connection with our business operations. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Such estimates, projections or other “forward-looking statements” involve various risks and uncertainties as outlined below. We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other “forward-looking statements”.

Business Development

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to help the reader understand the results of operations and financial condition of our company. Management’s Discussion and Analysis of Financial Condition and Results of Operations is provided as a supplement to, and should be read in conjunction with, our condensed consolidated financial statements and the accompanying notes to the condensed consolidated financial statements.

Liberty Star Uranium & Metals Corp. was formerly Liberty Star Gold Corp. and formerly Titanium Intelligence, Inc. (“Titanium”). Titanium was incorporated on August 20, 2001, under the laws of the State of Nevada. On February 5, 2004, we commenced operations in the acquisition and exploration of mineral properties business. Big Chunk Corp. (“Big Chunk”) was our wholly owned subsidiary and was incorporated on December 14, 2003, in the State of Alaska. Big Chunk is engaged in the acquisition and exploration of mineral properties business in the State of Alaska. Big Chunk was dissolved on June 3, 2019. Redwall Drilling Inc. (“Redwall”) was our wholly owned subsidiary and was incorporated on August 31, 2007, in the State of Arizona. Redwall performed drilling services on our mineral properties. Redwall ceased drilling activities in July 2008 and was dissolved on March 30, 2010. In April 2007, we changed our name to Liberty Star Uranium & Metals Corp (“Liberty Star”) to reflect our current general exploration for base and precious metals. We are in the exploration phase of operations and have not generated any revenues from operations.

In October 2014, we formed our wholly owned subsidiary, Hay Mountain Holdings LLC (“HMH”) (formerly known as Hay Mountain Super Project LLC), to serve as the primary holding company for development of the potential ore bodies encompassed in the Hay Mountain area of interest in Arizona. On April 11, 2019, we formed a new subsidiary named Earp Ridge Mines LLC, wholly owned by Hay Mountain Holdings LLC, intended for engagement with future venture partners.

On August 13, 2020, the Company formed Red Rock Mines, LLC, an Arizona corporation, as a wholly-owned subsidiary of Hay Mountain Holdings, LLC.

Our Current Business

We are engaged in the acquisition and exploration of mineral properties in the state of Arizona and the Southwest USA. Claims in the state of Arizona are held in the name of Liberty Star. We use the term “Super Project” to indicate a project in which numerous mineral targets have been identified, any one or more of which could potentially contain commercially viable quantities of minerals. Our significant projects are described below.

14 

Tombstone Super Project (“Tombstone”): Tombstone is located in Cochise County, Arizona and covers the Tombstone caldera and its environs. Within the Tombstone caldera is the Hay Mountain target where we are concentrating our work at this time. We plan to ascertain whether the Tombstone, Hay Mountain claims possess commercially viable deposits of copper, molybdenum, gold, silver, lead, zinc, manganese and other metals including Rare Earth Elements (REE’s). We have not identified any ore reserves to date.

On June 16, 2020, the company acquired 2 Mineral Exploration Permits (MEP) covering 240 acres at Robbers Roost. Which is located 5.89 miles west of the Hay Mountain Project. While the Robbers Roost MEP area is new to the Company, it has been explored previously by several exploration companies, in the 1970’s and 1990’s, and recently has received significant interest by others operating in the area. Drilling by ASARCO indicates “the presence of a granodioritic porphyry intrusive at depth below the alteration zone. The intrusive is characterized by porphyry copper style alteration and mineralization.” (JB Nelson, “Robbers’ Roost Summary Report,” 1995, p. 2 http://docs.azgs.az.gov/SpecColl/2008-01/2008-01-0103.pdf)

From July 14th to August 5^th, 2020, field mapping was conducted in the Hay Mountain Project area, located 7 km southeast of Tombstone, in Cochise County, Arizona. The purpose of mapping was to identify alteration and veining associated with an inferred porphyry copper system at depth, determine the extent of hydrothermal alteration, and comment on the possible the timing of mineralization. Mapping was conducted at 1:10,000 scale and a total of 183 carbonate vein samples were taken for XRF analysis and UV fluorescence response.

On November 11, 2020, the company announced the identification of potentially exploitable gold mineralization on its recently acquired Arizona State Land Department Mineral Exploration Permits. Preliminary surface exploration on the Red Rock MEPs advances the Company’s knowledge of the porphyry system signature associated with magnetic highs at, and adjacent to the north of, Target 1, and represent the expansion of biogeochemical, surface rock sampling, and x-ray fluorescence (XRF) work continuing at Target 1 and on the anticipated gold halo likely associated with the indicated porphyry center. The Company discovered multiple outcrops of intensely silicified rock in the initial observational field work. These outcrops generally occur in linear features several feet in thickness with multiple features oriented en-echelon with interstitial host country rock of varying horizontal dimension. These outcrops contain densely distributed jasperoids, which, when sampled yield what the Company believes are potentially economically exploitable concentrations of gold. There was a total of 23 representative (1 to 2 kg) rock sample assays. These assays demonstrate gold concentrations ranging from below detection limits of 0.05 ppm in country rock surrounding certain outcrops to a high of 13.55 ppm in direct outcrop samples. Of the 23 assayed samples, nine (9) show gold concentrations of 0.95 ppm or more.

On November 25, 2020, the company received approval from the Arizona State Land Department for 5 additional MEP’s covering 2,369.15 acres for a total of 16,662.10 acres or 26.03 sq miles at our Hay Mountain Project.

On March 15, 2021, the company announced the release of more rock chip assay results from the Red Rock Canyon area located within the Hay Mountain Project. 28 samples were submitted to the ALS/USA Inc. Tucson location with results returned to the Company February 6^th. This set of samples are within and outside of the original study area and expand on the October 2020 geochemical sampling undertaken on MEP land within the Company’s Red Rock Canyon holdings.

On May 21, 2021, the company announced the public release of its latest technical report. The Technical Report on the Red Rock Canyon Gold Property Cochise County, Arizona (“RRC Technical Report” “The Report”). The Report was prepared by Broadlands Mineral Advisory Services Ltd., owned and operated by Liberty Star’s independent director Bernard J. Guarnera, P.ENG., QP, CMA. Mr. Guarnera authored The Report. His findings include that the Red Rock Canyon tract contains “gold at grades that are now considered economic” (p.1). Further, the compilation of previous drilling results, by others as noted in The Report, (p.30) indicates that 12 of 17 intercepts reported gold at grades above what is considered current cut off grades, 0.022 oz per ton (0.68 gpt). These historical intercepts range from five (5) to forty-five (45) feet in vertical extent and reveal multiple mineralized zones. Grades in the larger intercepts are reported up to 0.182 ounces per ton (5.66 gpt). Additionally, Liberty Star collected fifteen (15) more rock samples on a recent field visit near and at the locations of past drilling. We expect the new field assays to confirm similar grades in the corresponding outcrops. These assay results are forthcoming and will be posted to the Liberty Star website.

15 

On May 26, 2021, the company announced the public release of geochemical assay results prepared by ALS/USA Inc. The Company noted in its news release issued May 21^st that the results were forthcoming on the heels of its latest technical report focused on the gold prospect at Red Rock Canyon. Previously released geochemical assay results from October 2020 and Feb 2021 can be viewed on the Liberty Star Minerals website. This set of results strongly aligns with previous assay results indicating that the Red Rock portion of the Hay Mountain Project is a potential gold property.

On August 20, 2021, the company executed a financing agreement for the purpose of drilling for the Red Rock Canyon Gold Project, in Cochise County, Arizona. The agreement allows for a $1,000,000 common stock purchase agreement (the “Purchase Agreement”) and a $1,000,000 warrant agreement (the “Warrant Agreement,” together “the Agreements”) with Triton Funds LP (“Triton”) of San Diego, California under an S1 registration now effective.  Drilling mobilization will begin immediately upon completing prerequisite State of Arizona archeological and vegetation surveys and obtaining approval by the Arizona State Land Department, which the Company expects to be completed by November 2021.  A diamond core and reverse circulation drill rig is expected to be active shortly, with the first round of drilling expected to begin as early as November or December 2021.

Title to mineral claims involves certain inherent risks due to difficulties in determining the validity of certain claims, as well as potential for problems arising from the frequently ambiguous conveyancing history characteristic of many mineral properties. We have investigated title to all the Company’s mineral properties and, to the best of its knowledge, title to all properties retained are in good standing.

The mineral resource business generally consists of three stages: exploration, development and production. Mineral resource companies that are in the exploration stage have not yet found mineral resources in commercially exploitable quantities and are engaged in exploring land in an effort to discover them. Mineral resource companies that have located a mineral resource in commercially exploitable quantities and are preparing to extract that resource are in the development stage, while those engaged in the extraction of a known mineral resource are in the production stage. We have not found any mineral resources in commercially exploitable quantities.

There is no assurance that a commercially viable mineral deposit exists on any of our properties, and further exploration is required before we can evaluate whether any exist and, if so, whether it would be economically feasible to develop or exploit those resources. Even if we complete our current exploration program and we are successful in identifying a mineral deposit, we would be required to spend substantial funds on further drilling and engineering studies before we could know whether that mineral deposit will constitute a commercially viable mineral deposit, known as an “ore reserve.”

To date, we have not generated any revenues. Our ability to pursue our business plan and generate revenues is subject to our ability to obtain additional financing, and we cannot give any assurance that we will be able to do so.

The extent to which the coronavirus disease (“COVID-19”) impacts our businesses will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and the actions to contain COVID-19 or treat its impact, among others. If the disruptions posed by COVID-19 or other matters of global concern continue for an extensive period of time, our operations may be materially adversely affected. Currently, the Company has not experienced a significant impact on its businesses related to COVID-19. However, COVID-19 did, and continues to, impact us significantly with delays in acquiring a JV to begin our primary drilling project.

Results of Operations

Material Changes in Financial Condition for the Six-Month Period Ended July 31, 2021

We had cash and cash equivalents in the amount of $71,913 as of July 31, 2021, compared to $6,718 as of January 31, 2021. We had negative working capital of $1,992,191 as of July 31, 2021, compared to $1,991,571 as of January 31, 2021. We used $184,402 of net cash in operating activities during the six months ended July 31,2021 which was utilized for working capital. We also utilized our cash funds to continue exploration activities at our Hay Mountain mineral lands by working on geochemical interpretation of the soil, rock chip and vegetation sampling and ZTEM (aeromagnetics and aero electromagnetics). We purchased no new equipment during the six months ended July 31,2021. We have been raising capital primarily by issuing convertible promissory notes, related party notes and the sale of common stock. We intend to continue to raise capital from such sources. In addition to seeking sources of funding through the sale of equity, we may seek to enter into joint venture agreements, or other types of agreements with other companies to finance our projects for the long term. In addition, we may choose to sell a portion of our assets to finance our projects. Should our properties prove to be commercially viable, we may be in a position to seek debt financing to help build infrastructure, and eventually we may obtain revenues from commercial mining of our properties.

16 

Material Changes in Results of Operations for the Three- and Six-Month Periods Ended July 31, 2021 and 2020

We had a net loss of $132,993 and $214,617 for the three and six months ended July 31, 2021, compared to a net loss of $325,220 and $508,961 for the three and six months ended July 31,2020, respectively.

During the three and six months ended July 31,2021, we had a decrease of $46,791 and $47,990 in geological and geophysical expense compared to the three and six months ended July 31,2020, due primarily to a decrease in land rental fees for mineral claims. During the three and six months ended July 31,2021, we had an increase of $3,226 and $2,035, respectively, in salaries and benefit expense compared to the three and six months ended July 31,2020, due primarily to a minor increase in hours worked. During the three and six months ended July 31,2021, we had a decrease of $38,432 and $69,021, respectively, in legal expense compared to the three and six months ended July 31,2020, due primarily to a decrease in the use of outside legal services for operations, finance and litigation matters. We had an increase in general and administrative expenses of $11,198 and $4,629, respectively, during the three and six months ended July 31, 2021, as compared to the three and six months ended July 31,2020 which was due to a slight increase in occupancy and technology expense. We had a decrease in interest expense of $5,010 and $72,329, respectively, during the three and six months ended July 31,2020, as compared to the three and six months ended July 31,2020, due primarily to a decrease in convertible notes payable.

Liquidity and Capital Resources

We had cash and cash equivalents in the amount of $71,913 as of July 31, 2021. We had negative working capital of $1,992,191 as of July 31, 2021. We used cash in operating activities of $184,402 for the six months ended July 31, 2021. We will need additional funds in order to proceed with our planned exploration program.

Convertible promissory notes

We have issued the following convertible promissory notes in private placements of our securities to institutional investors pursuant to exemptions from registration set out in Rule 506 of Regulation D under the Securities Act of 1933.

On October 28, 2020, we received net proceeds of $82,000 from the issuance of a convertible note dated October 20, 2020 (the “October 2020 Note”). The note bears interest at 8%, includes OID of $8,500 and legal and due diligence fees of $3,000, matures on September 1, 2021, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the six months ended July 31, 2021, the noteholder converted a total of $96,900 of the note for 132,353 shares of the Company’s common stock, leaving a balance of $0 as of July 31, 2021.

On April 26, 2021, we received net proceeds of $60,000 from the issuance of a convertible note dated April 23, 2021 (the “April 2021 Note”). The note bears interest at 8%, includes legal and due diligence fees of $3,000, matures on April 23, 2022, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion.

On May 11, 2021, we issued a convertible note in the aggregate principal amount of $53,000 (the “May 2021 Note”). The note bears interest at 8%, includes legal and due diligence fees of $3,000, matures on May 11, 2022, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion.

Proceeds from issuance of common stock

On March 5, 2021, the Company issued 6,000 shares of its common stock to an accredited investor for the exercise of warrants for proceeds of $2,100, or $0.35 per common share.

On March 26, 2021, the Company issued 17,006 shares of its common stock and 8,503 warrants to our CEO for gross proceeds of $20,000, for $1.176 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.646.

In March 2021, the Company issued 49,412 shares of its common stock and 24,706 warrants to our CEO for gross proceeds of $55,000 for $1.113 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.558.

On April 2, 2021, the Company issued 9,818 shares of its common stock and 4,909 warrants to an accredited investor for gross proceeds of $10,000, or $1.019 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.426.

On April 23, 2021, the Company issued 15,049 of its common stock to a noteholder for the conversion of $12,000 of principal under the October 2020 Note, or $0.797 per share.

On April 27, 2021, the Company issued 18,832 of its common stock to a noteholder for the conversion of $15,000 of principal under the October 2020 Note, or $0.797 per share.

On April 30, 2021, the Company received proceeds of $20,000 from an investor for the purchase of 19,268 shares of its common stock and 9,634 warrants, at a price of $1.038 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.453.

In May 2021, the Company issued a total of 98,472 shares of its common stock to a noteholder for the conversion of an aggregate of $69,900 of principal and accrued interest under the October 2020 Note, at prices ranging from $0.699 to $0.743 per share.

Proceeds from long-term notes payable

On June 22, 2020, the Company received loan proceeds of $32,300 (net of $100 loan fee) under the SBA’s Economic Injury Disaster Loan program (“EIDL”). The EIDL loan, dated June 16, 2020, bears interest at 3.75%, has a 30-year term, is secured by substantially all assets of the Company, and is due in monthly installments of $158 beginning June 18, 2021 (extended to June 18, 2023).

On February 16, 2021, the Company received loan proceeds of $32,497 under the Payroll Protection Program (“PPP”). The PPP loan bears interest at 1%, has a 5-year term, and is due in equal monthly installments beginning December 16, 2021.

17 

Critical Accounting Policies

The unaudited condensed consolidated financial statements of Liberty Star have been prepared in conformity with accounting principles generally accepted in the United States of America. Our significant accounting policies are described in Note 2 to the unaudited condensed consolidated financial statements included in Item 8 in our Form 10-K for the year ended January 31, 2021. The critical accounting policies adopted by our company are as follows:

Going Concern

Since we have not generated any revenue, we have negative cash flows from operations and negative working capital, and we have included a reference to the substantial doubt about our ability to continue as a going concern in connection with our unaudited condensed consolidated financial statements as of July 31, 2021. Our total stockholders’ deficit at July 31, 2021 was approximately $2 million.

These unaudited condensed consolidated financial statements have been prepared on the going concern basis, which assumes that adequate sources of financing will be obtained as required and that our assets will be realized, and liabilities settled in the ordinary course of business. Accordingly, these condensed consolidated financial statements do not include any adjustments related to the recoverability of assets and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern.

Mineral claims

We account for costs incurred to acquire, maintain and explore mineral properties as charged to expense in the period incurred until the time that a proven mineral resource is established at which point development of the mineral property would be capitalized. Currently, we do not have any proven mineral resources on any of our mineral properties.

Convertible promissory notes

We reviewed the convertible promissory notes and the related subscription agreements to determine the appropriate reporting within the unaudited condensed consolidated financial statements. We report convertible promissory notes as liabilities at their carrying value less unamortized discounts in accordance with the applicable accounting guidance. We record conversion options and detachable common stock purchase warrants and report them as derivative liabilities at fair value at each reporting period when required in accordance with the applicable accounting guidance. No gain or loss is reported when the notes are converted into shares of our common stock in accordance with the note’s terms.

Common stock purchase warrants

We report common stock purchase warrants as equity unless a condition exists which requires reporting as a derivative liability at fair market value. For common stock purchase warrants reported as a derivative liability, as well as new and modified warrants reported as equity, we utilize a Monte Carlo options model in order to determine fair value.

18 

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable.

Item 4. Controls and Procedures.

As required by Rule 13a-15 under the Exchange Act, our management has evaluated the effectiveness of the design and operation of our disclosure controls and procedures at July 31, 2021, which is the end of the fiscal quarter covered by this report. This evaluation was carried out by Mr. Brett Gross, our principal executive officer and Ms. Patricia Madaris, our principal financial officer. Based on this evaluation, Mr. Brett Gross and Ms. Patricia Madaris have concluded that our disclosure controls and procedures were not effective as at the end of the period covered by this report. Given the size of our current operation and existing personnel, the opportunity to implement internal control procedures that segregate accounting duties and responsibilities is limited. Until the organization can increase in size to warrant an increase in personnel, formal internal control procedures will not be implemented until they can be effectively executed and monitored. Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed by our company in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure.

Management believes that despite our material weaknesses set forth above, our financial statements for the quarter ended July 31, 2021 are fairly stated, in all material respects, in accordance with U.S. GAAP.

Changes in Internal Control over Financial Reporting

During the quarter ended July 31, 2021, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

19 

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

Legal Matter

On August 22, 2019 (and amended on December 23, 2019), the Company filed a complaint with the Superior Court of Arizona (Case No. C20194139), demanding the titles and possession of certain vehicles and equipment of the Company from our former CEO, as well as seeking recovery of damages from the former CEO in an amount of not less than $50,000. None of the vehicles and equipment, individually or in total, have any material net book value (being fully depreciated) as of July 31, 2021 or January 31, 2021. The matter is ongoing as of the date of this filing.

On February 18, 2020, our former CEO and his spouse (the “Counterclaimants”) filed a First Amended Answer: First Amended Complaint and Counterclaim with the Superior Court of Arizona seeking dismissal of the Company’s complaint and reimbursement of Counterclaimants’ attorney fees incurred related to the matter. Additionally, the counterclaim alleges breach of contract by the Company and requests reimbursement of amounts loaned to the Company by our former CEO and his spouse, along with reimbursement of attorney fees. The Company believes these counterclaims are without merit and is aggressively defending them and believes no unfavorable outcome or material effect on our condensed consolidated financial statements will result.

Item 1A. Risk Factors

Not applicable

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On March 5, 2021, the Company issued 6,000 shares of its common stock to an accredited investor for the exercise of warrants for proceeds of $2,100, or $0.35 per common share.

On March 26, 2021, the Company issued 17,006 shares of its common stock and 8,503 warrants to our CEO for gross proceeds of $20,000, for $1.176 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.646.

In March 2021, the Company issued 49,412 shares of its common stock and 24,706 warrants to our CEO for gross proceeds of $55,000 for $1.113 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.558.

On April 2, 2021, the Company issued 9,818 shares of its common stock and 4,909 warrants to an accredited investor for gross proceeds of $10,000, or $1.019 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.426.

On April 1, 2021, the Company issued 14,726 shares of its common stock and 7,363 warrants to our Chairman of the Board for gross proceeds of $15,000, for $1.019 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.426.

On April 23, 2021, the Company issued 15,049 of its common stock to a noteholder for the conversion of $12,000 of principal under the October 2020 Note, or $0.797 per share.

On April 27, 2021, the Company issued 18,832 of its common stock to a noteholder for the conversion of $15,000 of principal under the October 2020 Note, or $0.797 per share.

On April 30, 2021, the Company received proceeds of $20,000 from an investor for the purchase of 19,268 shares of its common stock and 9,634 warrants, at a price of $1.038 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.453.

In May 2021, the Company issued a total of 98,472 shares of its common stock to a noteholder for the conversion of an aggregate of $69,900 of principal and accrued interest under the October 2020 Note, at prices ranging from $0.699 to $0.743 per share.

In issuing the securities set forth above, we relied on the registration exemption provided for in Rule 506 of Regulation D and/or Section 4(a)(2) of the Securities Act of 1933, as amended.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Under Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and under Item 104 of Regulation S-K, each operator of a coal or other mine is required to include disclosures regarding certain mine safety results in its periodic reports filed with the SEC. The operation of our mine(s) that may be developed in the future would be subject to regulation by the federal Mine Safety and Health Administration (MSHA) under the Federal Mine Safety and Health Act of 1977. We do not own any mines in the United States and as a result, this information is not required.

Item 5. Other Information.

None.

20 

Item 6. Exhibits

Exhibit Number	Description of Exhibit
3.1	Articles of Incorporation (incorporated by reference to Exhibit 3.1 to our registration statement on Form SB-2, filed with the SEC on May 14, 2002).
3.2	Bylaws (incorporated by reference to Exhibit 3.2 to our quarterly report on Form 10-QSB, filed with the SEC on December 14, 2007).
3.3	Certificate of Change to Authorized Capital (incorporated by reference to Exhibit 3.1 to our current report on Form 8-K, filed with the SEC on September 2, 2009).
3.4	Articles of Merger (incorporated by reference to Exhibit 3.4 to our annual report on Form 10-KSB, filed with the SEC on March 31, 2004).
3.5	Amendments to Articles of Incorporation and Bylaws (incorporated by reference to Exhibit 3.8 and 3.9 to our current report on Form 8-K/A, filed with the SEC on August 10, 2020).
10.1	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated October 20, 2020 (incorporated by reference to Exhibit 3.11 to our current report on Form 8-K, filed with the SEC on October 27, 2020).
10.2	Convertible Promissory Note issued to Redstart Holdings Corp. dated April 23, 2021 (incorporated by reference to Exhibit 3.14 to our current report on Form 8-K, filed with the SEC on April 27, 2021).
10.3	Convertible Promissory Note issued to Redstart Holdings Corp. dated May 11, 2021 (incorporated by reference to Exhibit 3.16 to our current report on Form 8-K, filed with the SEC on May 17, 2021).
14.1	Code of Ethics (Filed as an exhibit to our Annual Report on Form 10-KSB, filed with the SEC on March 31, 2004).
31.1*	Section 302 Certification under Sarbanes-Oxley Act of 2002 of Chief Executive Officer
31.2*	Section 302 Certification under Sarbanes-Oxley Act of 2002 of Chief Financial Officer
32.1*	Section 906 Certification under Sarbanes-Oxley Act of 2002 of Chief Executive Officer and Chief Financial Officer
101.INS*	Inline XBRL INSTANCE DOCUMENT
101.SCH*	Inline XBRL TAXONOMY EXTENSION SCHEMA
101.CAL*	Inline XBRL TAXONOMY EXTENSION CALCULATION LINKBASE
101.DEF*	Inline XBRL TAXONOMY EXTENSION DEFINITION LINKBASE
101.LAB*	Inline XBRL TAXONOMY EXTENSION LABEL LINKBASE
101.PRE*	Inline XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

21 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

LIBERTY STAR URANIUM & METALS CORP.
By:	/s/ Brett Gross
	Brett Gross,
	Chief Executive Officer
	(Principal Executive Officer)

By:	/s/ Patricia Madaris
	Patricia Madaris,
	Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

Date: September 20, 2021

22 

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Brett Gross, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Liberty Star Uranium & Metals Corp.
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)	all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

Date: September 20, 2021

By:	/s/ Brett Gross
	Brett Gross,
	Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Patricia Madaris, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Liberty Star Uranium & Metals Corp.
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)	all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

Date: September 20, 2021

By:	/s/ Patricia Madaris
	Patricia Madaris,
	Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, Brett Gross and Patricia Madaris, hereby certifies, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	the quarterly report on Form 10-Q of Liberty Star Uranium & Metals Corp. for the period ended July 31, 2021 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Liberty Star Uranium & Metals Corp.

Dated: September 20, 2021

By:	/s/ Brett Gross
	Brett Gross,
	Chief Executive Officer
	(Principal Executive Officer)

By:	/s/ Patricia Madaris
	Patricia Madaris,
	Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

XML

Cover - shares	6 Months Ended
	Jul. 31, 2021	Sep. 20, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jul. 31, 2021
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--01-31
Entity File Number	000-50071
Entity Registrant Name	LIBERTY STAR URANIUM & METALS CORP.
Entity Central Index Key	0001172178
Entity Tax Identification Number	90-0175540
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	2 East Congress Street Ste. 900
Entity Address, City or Town	Tucson
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85701
City Area Code	520
Local Phone Number	425-1433
Title of 12(b) Security	Common
Trading Symbol	LBSR
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		10,150,635

XML

Consolidated Balance Sheets - USD ($)	Jul. 31, 2021	Jan. 31, 2021
Current:
Cash and cash equivalents	$ 71,913	$ 6,718
Prepaid expenses	7,404	4,815
Total current assets	79,317	11,533
Property and equipment, net	30,639	33,556
Total assets	109,956	45,089
Liabilities and Stockholders’ Deficit
Accounts payable and accrued liabilities	475,794	467,957
Accounts payable to related parties	51,119	51,119
Accrued wages to related parties	811,711	811,711
Advances from related party	314,742	301,077
Notes payable to related parties	304,446	283,271
Convertible promissory note, net of unamortized debt discount of $4,547 and $7,642	113,696	87,969
Total current liabilities	2,071,508	2,003,104
Long-term:
Long-term accounts payable, net of current portion	6,300	20,300
Long-term debt - SBA	66,408	33,162
Total long-term liabilities	72,708	53,462
Total liabilities	2,144,216	2,056,566
Commitments and Contingencies (Note 10)
Stockholders’ deficit:
Common stock value	102	99
Common stock to be issued		15,000
Additional paid-in capital	55,710,395	55,503,564
Accumulated deficit	(57,744,758)	(57,530,141)
Total stockholders’ deficit	(2,034,260)	(2,011,477)
Total liabilities and stockholders’ deficit	109,956	45,089
Common Class A [Member]
Stockholders’ deficit:
Common stock value	$ 1	$ 1

XML

Consolidated Balance Sheets (Parenthetical) - USD ($)	Jul. 31, 2021	Jan. 31, 2021
Convertible promissory note, debt discount	$ 4,547	$ 7,642
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	24,800,000	24,800,000
Common stock, shares issued	10,150,635	9,902,052
Common stock, shares outstanding	10,150,635	9,902,052
Common Class A [Member]
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	200,000	0
Common stock, shares issued	102,000
Common stock, shares outstanding	102,000

XML

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jul. 31, 2021	Jul. 31, 2020	Jul. 31, 2021	Jul. 31, 2020
Income Statement [Abstract]
Revenues
Expenses:
Geological and geophysical costs	4,802	51,593	6,561	54,551
Salaries and benefits	37,197	33,971	73,756	71,721
Public relations	4,533		4,533
Depreciation	1,459	1,673	2,917	3,347
Legal	6,504	44,936	26,451	95,472
Professional services	23,745	23,477	44,082	43,433
General and administrative	24,902	13,704	38,294	33,665
Travel			640	439
Net operating expenses	103,142	169,354	197,234	302,628
Loss from operations	(103,142)	(169,354)	(197,234)	(302,628)
Other income (expense):
Interest expense	(56,189)	(61,199)	(94,373)	(166,702)
Gain (loss) on change in fair value of derivative liability	26,338	(94,667)	76,990	(39,631)
Total other income (expense)	(29,851)	(155,866)	(17,383)	(206,333)
Net loss	$ (132,993)	$ (325,220)	$ (214,617)	$ (508,961)
Net loss per share of common stock - basic and diluted	$ (0.01)	$ (0.03)	$ (0.02)	$ (0.05)
Weighted average number of shares of common stock outstanding - basic and diluted	10,244,049	9,769,606	10,144,455	9,488,417

XML

Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($)	Class A Common Stock [Member]	Common Stock [Member]	Common Stock To Be Issued [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Jan. 31, 2020		$ 91		$ 55,074,257	$ (56,780,396)	$ (1,706,048)
Beginning Balance, shares at Jan. 31, 2020		9,116,725
Issuance of common stock and warrants in private placement		$ 1		20,598		20,599
Issuance of common stock and warrants in private placement, shares		54,000
Shares issued for conversion of notes		$ 4		106,796		106,800
Shares issued for conversion of notes, shares		390,481
Reclass of APIC to derivative liabilities for tainted warrants				(189,472)		(189,472)
Resolution of derivative liabilities due to debt conversions				106,514		106,514
Net loss					(508,961)	(508,961)
Ending balance, value at Apr. 30, 2020		$ 96		55,118,693	(57,289,357)	(2,170,568)
Ending Balance, shares at Apr. 30, 2020		9,561,206
Beginning balance, value at Jan. 31, 2020		$ 91		55,074,257	(56,780,396)	(1,706,048)
Beginning Balance, shares at Jan. 31, 2020		9,116,725
Net loss						(508,961)
Ending balance, value at Jul. 31, 2020	$ 1	$ 99		55,543,400	(57,614,577)	(2,071,078)
Ending Balance, shares at Jul. 31, 2020	102,000	9,899,644
Beginning balance, value at Apr. 30, 2020		$ 96		55,118,693	(57,289,357)	(2,170,568)
Beginning Balance, shares at Apr. 30, 2020		9,561,206
Class A Shares issued to settle related party advances and notes payable	$ 1			49,061		49,062
Class A Shares issued to settle related party advances and notes payable, shares	102,000
Shares issued for conversion of notes		$ 2		63,058		63,060
Shares issued for conversion of notes, shares		195,581
Shares issued for services		$ 1		49,999		49,999
Shares issued for services, shares		142,857
Resolution of derivative liabilities due to debt conversions				262,589		262,589
Net loss					(325,220)	(325,220)
Ending balance, value at Jul. 31, 2020	$ 1	$ 99		55,543,400	(57,614,577)	(2,071,078)
Ending Balance, shares at Jul. 31, 2020	102,000	9,899,644
Beginning balance, value at Jan. 31, 2021	$ 1	$ 99	15,000	55,503,564	(57,530,141)	(2,011,477)
Beginning Balance, shares at Jan. 31, 2021	102,000	9,902,052
Issuance of common stock and warrants in private placement		$ 1	(15,000)	122,099		107,100
Issuance of common stock and warrants in private placement, shares		116,230
Shares issued for conversion of notes		$ 1		26,999		27,000
Shares issued for conversion of notes, shares		33,881
Reclass of APIC to derivative liabilities for tainted warrants				(293,528)		(293,528)
Resolution of derivative liabilities due to debt conversions				17,406		17,406
Net loss					(81,624)	(81,624)
Ending balance, value at Apr. 30, 2021	$ 1	$ 101		55,376,540	(57,611,765)	(2,235,123)
Ending Balance, shares at Apr. 30, 2021	102,000	10,052,163
Beginning balance, value at Jan. 31, 2021	$ 1	$ 99	15,000	55,503,564	(57,530,141)	(2,011,477)
Beginning Balance, shares at Jan. 31, 2021	102,000	9,902,052
Net loss						(214,617)
Ending balance, value at Jul. 31, 2021	$ 1	$ 102		55,710,395	(57,744,758)	(2,034,260)
Ending Balance, shares at Jul. 31, 2021	102,000	10,150,635
Beginning balance, value at Apr. 30, 2021	$ 1	$ 101		55,376,540	(57,611,765)	(2,235,123)
Beginning Balance, shares at Apr. 30, 2021	102,000	10,052,163
Shares issued for conversion of notes		$ 1		69,899		69,900
Shares issued for conversion of notes, shares		98,472
Resolution of derivative liabilities due to debt conversions				263,956		263,956
Net loss					(132,993)	(132,993)
Ending balance, value at Jul. 31, 2021	$ 1	$ 102		$ 55,710,395	$ (57,744,758)	$ (2,034,260)
Ending Balance, shares at Jul. 31, 2021	102,000	10,150,635

XML

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jul. 31, 2021	Jul. 31, 2020
Cash flows from operating activities:
Net loss	$ (214,617)	$ (508,961)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	2,917	3,347
Amortization of debt discounts	73,551	155,364
Expenses paid by related parties	22,376	89,958
Gain (loss) on change in fair value of derivative liabilities	(76,990)	39,631
Common shares issued for third party services		50,000
Changes in assets and liabilities:
Prepaid expenses	(2,589)	(1,177)
Accounts payable and accrued expenses	(6,162)	(3,423)
Accrued interest	17,112	11,151
Cash flows used in operating activities:	(184,402)	(164,110)
Cash flows from financing activities:
Proceeds from notes payable	32,497	62,974
Cash advance from related party		10,000
Proceeds from notes payable, related parties		55,000
Proceeds from convertible promissory notes	110,000
Proceeds from the issuance of common stock and warrants	105,000	20,599
Proceeds from exercise of warrants	2,100
Net cash provided by financing activities	249,597	148,573
Increase in cash and cash equivalents	65,195	(15,537)
Cash and cash equivalents, beginning of period	6,718	25,024
Cash and cash equivalents, end of period	71,913	9,487
Supplemental disclosure of cash flow information:
Income tax paid
Interest paid
Supplemental disclosure of non-cash items:
Resolution of derivative liabilities due to debt conversions and untainted warrants	281,361	369,103
Reclass of APIC to derivative liabilities for tainted warrants	293,528	189,472
Debt discounts due to derivative liabilities	64,823	140,000
Common stock issued for conversion of debt and interest	96,900	169,860
Class A Common Stock issued for conversion of related party advances and notes payable		49,062
Expenses paid by related party on behalf of the Company	$ 22,376	$ 89,958

XML

Basis of Presentation

6 Months Ended

Jul. 31, 2021

Accounting Policies [Abstract]

Basis of Presentation

NOTE 1 – Basis of Presentation

The condensed consolidated financial statements included herein have been prepared by Liberty Star Uranium & Metals Corp. (the “Company”, “we”, “our”) without audit, pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”) and should be read in conjunction with our annual report on Form 10-K for the year ended January 31, 2021 as filed with the SEC under the Securities and Exchange Act of 1934 (the “Exchange Act”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted, as permitted by the SEC, although we believe the disclosures which are made are adequate to make the information presented not misleading. The condensed consolidated financial statements reflect, in the opinion of management, all normal recurring adjustments necessary to present fairly our financial position at July 31, 2021 and the results of our operations and cash flows for the periods presented.

Interim results are subject to significant seasonal variations and the results of operations for the three and six months ended July 31,2021 are not necessarily indicative of the results to be expected for the full year.

Reverse Stock Split

On November 24, 2020, the Company filed a Certificate of Change with the Secretary of the State of Nevada to affect a 1-for-500 reverse stock split (the “Reverse Stock Split”). The Reverse Stock Split was formally processed by FINRA effective on February 25, 2021, and the Company’s common stock began trading on a split-adjusted basis on February 25, 2021.

Prior to the effective date of the Certificate of Change, the Company was authorized to issue 6,150,000,000 shares of common stock. As a result of the Reverse Stock Split, the Company is authorized to issue 12,300,000 shares of common stock. The Reverse Stock Split did not have any effect on the stated par value of the common stock.

Prior to the effective date of the Certificate of Change, the Company was authorized to issue 100,000,000 shares of Class A common stock. As a result of the Reverse Stock Split, the Company is authorized to issue 200,000 shares of Class A common stock. As of February 24, 2021 (immediately prior to the effective date of the Reverse Stock Split), there were 51,000,000 shares of Class A common stock outstanding. As a result of the Reverse Stock Split, there are approximately adjustment due to the effect of rounding fractional shares into whole shares). The Reverse Stock Split did not have any effect on the stated par value of the Class A common stock.

All references to common shares and common share data in these condensed consolidated financial statements and elsewhere in this Form 10-Q reflect the Reverse Stock Split.

XML

Going concern

6 Months Ended

Jul. 31, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Going concern

NOTE 2 – Going concern

The Company has incurred losses from operations and requires additional funds for further exploratory activity and to maintain its claims prior to attaining a revenue generating status. There are no assurances that a commercially viable mineral deposit exists on any of our properties. In addition, the Company may not find sufficient ore reserves to be commercially mined. As such, there is substantial doubt about the Company’s ability to continue as a going concern.

Management is working to secure additional funds through the exercise of stock warrants already outstanding, equity financings, debt financings or joint venture agreements. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

XML

Summary of Significant Accounting Policies

6 Months Ended

Jul. 31, 2021

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

NOTE 3 – Summary of Significant Accounting Policies

Fair Value

ASC 820 Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third-party pricing services.

Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.

			Fair value measurements at reporting date using:
Description		Fair Value		Quoted prices in active markets for identical liabilities (Level 1)	Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Warrant and convertible note derivative liability at July 31, 2021	$	-		-	-	$	-
Warrant and convertible note derivative liability at January 31, 2021	$	-		-	-	$	-

Our financial instruments consist of cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities, notes payable, convertible notes payable, and derivative liability. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from these financial instruments. With the exception of the derivative liability, the fair value of these financial instruments approximates their carrying values based on their short maturities or for long-term debt based on borrowing rates currently available to us for loans with similar terms and maturities. Gains and losses recognized on changes in estimated fair value of the derivative liability are reported in other income (expense) as gain (loss) on change in fair value of derivative liability.

XML

Related party transactions

6 Months Ended

Jul. 31, 2021

Related Party Transactions [Abstract]

Related party transactions

NOTE 4 – Related party transactions

Our CEO, Brett Gross, was elected as President and Chief Executive Officer on December 7, 2018, and received no compensation for these services during the three and six months ended July 31,2021 and 2020.

Advances

From October 2019 through July 31, 2021, our CEO, Brett Gross, made various payments on behalf of the Company totaling $161,977, and advanced the Company $62,000 in cash, all of which are reflected as advances from related party on the accompanying condensed consolidated balance sheets. The total advances were $314,742 and $301,077 as of July 31, 2021 and January 31, 2021, respectively, bear no interest and have no specified repayment date.

Notes Payable

During the six months ended July 31, 2021, the note principal increased $5,000 for a payment by the director to a consultant on behalf of the Company. Total maturities of principal and accrued interest under all notes to two directors as of July 31, 2021 are $291,577 due July 31, 2021 . The Company is currently in discussions with the directors to extend the maturity date of these notes.

The Company has a note payable of $10,000 from James Briscoe, under a promissory note dated September 17, 2018, which matured and became past due on September 17, 2019, with interest at 10%.

As of July 31, and January 31, 2021, the total balance of all related party notes payable above  was $304,446 and $283,271, respectively, which includes accrued interest of $48,533 and $36,070, respectively.

Accrued Wages

As of July 31, and January 31, 2021, we had a balance of accrued unpaid wages of $759,949 to James Briscoe, our former Chairman of the Board, CEO, Chief Geologist, Secretary, Treasurer, and President. Additionally, we had a balance of accrued unpaid wages of $15,625 to a former President and $36,137 to Patricia Madaris, VP Finance & CFO.

Accounts Payable

As of July 31, and January 31, 2021, we had an aggregate balance due of approximately $167,000 on credit cards guaranteed by James Briscoe reflected in accounts payable and accrued liabilities on the accompanying condensed consolidated balance sheets.

As of July 31, and January 31, 2021, we had accounts payable to JABA (controlled by James Briscoe) of $34,798, which is reflected as accounts payable to related party on the accompanying condensed consolidated balance sheets.

As of July 31, and January 31, 2021, we had a balance of $16,321 due to the spouse of James Briscoe.

XML

Stock options

6 Months Ended

Jul. 31, 2021

Share-based Payment Arrangement [Abstract]

Stock options

NOTE 5 – Stock options

Qualified and Non-qualified incentive stock options outstanding at July 31, 2021 are as follows:

			Weighted average
	Number of		exercise
	options		price per share
Outstanding, January 31, 2021		146,000	$	3.019
Granted		-		-
Expired		-		-
Exercised		-		-
Outstanding, July 31, 2021		146,000	$	3.019
Exercisable, July 31, 2021		146,000	$	3.019

These options had a weighted average remaining life of 7.12 years and an aggregate intrinsic value of $0 as of July 31, 2021.

During the six months ended July 31, 2021 and 2020, we recognized $0 and $0, respectively, of compensation expense related to stock options.

XML

Warrants

6 Months Ended

Jul. 31, 2021

Warrants

Warrants

NOTE 6 – Warrants

As of July 31, 2021, there were 449,281 purchase warrants outstanding and exercisable. The warrants have a weighted average remaining life of 1.97 years and a weighted average exercise price of $2.101 per warrant for one common share. The warrants had an aggregate intrinsic value of $40,619 as of July 31, 2021.

Stock warrants outstanding at July 31, 2021 are as follows:

				Weighted
				average
	Number of warrants			exercise price per share
Outstanding, January 31, 2021		400,166		$	2.155
Issued		55,115			1.524
Expired		-			-
Exercised		(6,000	)		0.350
Outstanding, July 31, 2021		449,281		$	2.101
Exercisable, July 31, 2021		449,281		$	2.101

During the six months ended July 31, 2021, the Company issued 55,115 warrants to investors as part of their purchase of common stock. The warrants have a three-year term and are exercisable at any time at exercise prices ranging from $1.426 to $1.646.

As of June 17, 2021, the Company extended all warrants issued by the Company which expired or will expire during the year 2021. These warrants are extended for an additional three years. All other terms of the warrants remain unchanged, including application of the reverse split effective on February 25, 2021.

XML

Derivative Liabilities

6 Months Ended

Jul. 31, 2021

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Liabilities

NOTE 7 – Derivative Liabilities

The embedded conversion feature in the convertible debt instruments that the Company issued (See Note 8), that became convertible during the six months ended July 31, 2021, qualified it as a derivative instrument since the number of shares issuable under the note is indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. These convertible notes tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt on the date that the instrument became convertible.

The valuation of the derivative liability of the warrants was determined through the use of a Monte Carlo options model that values the liability of the warrants based on a risk-neutral valuation where the price of the option is its discounted expected value. The technique applied generates a large number of possible (but random) price paths for the underlying common stock via simulation, and then calculates the associated exercise value (i.e. “payoff”) of the option for each path. These payoffs are then averaged and discounted to a current valuation date resulting in the fair value of the option.

The valuation of the derivative liability attached to the convertible debt was arrived at through the use of a Monte Carlo model that values the derivative liability within the notes. The technique applied generates a large number of possible (but random) price paths for the underlying (or underlyings) via simulation, and then calculates the associated payment value (cash, stock, or warrants) of the derivative features. The price of the underlying common stock is modeled such that it follows a geometric Brownian motion with constant drift, and elastic volatility (increasing as stock price decreases). The stock price is determined by a random sampling from a normal distribution. Since the underlying random process is the same, for enough price paths, the value of the derivative is derived from path dependent scenarios and outcomes. The features in the notes that were analyzed and incorporated into the model included the conversion features with the reset provisions, the call/redemption/prepayment options, and the default provisions. Based on these features, there are six primary events that can occur; payments are made in cash; payments are made with stock; the note holder converts upon receiving a redemption notice; the note holder converts the note; the issuer redeems the note; or the Company defaults on the note. The model simulates the underlying economic factors that influenced which of these events would occur, when they were likely to occur, and the specific terms that would be in effect at the time (i.e. stock price, conversion price, etc.). Probabilities were assigned to each variable such as redemption likelihood, default likelihood, and timing and pricing of reset events over the remaining term of the notes based on management projections. This led to a cash flow simulation over the life of the note. A discounted cash flow for each simulation was completed, and it was compared to the discounted cash flow of the note without the embedded features, thus determining a value for the derivative liability.

Key inputs and assumptions used to value the convertible note when it became convertible and upon settlement, and warrants upon tainting, were as follows:

● The stock projections are based on the historical volatilities for each date. These volatilities were in the 59.6% to 202.9% range. The stock price projection was modeled such that it follows a geometric Brownian motion with constant drift and a constant volatility, starting with the market stock price at each valuation date;

● An event of default would not occur during the remaining term of the note;

● Conversion of the notes to stock would be completed monthly after any holding period and would be limited based on: 5% of the last 6 months average trading volume and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.

● The effective discount was determined based on the historical trading history of the Company based on the specific pricing mechanism in each note;

● The Company would not have funds available to redeem the notes during the remaining term of the convertible notes;

● Discount rates were based on risk free rates in effect based on the remaining term and date of each valuation and instrument.

● The Holder would exercise the warrant at maturity if the stock price was above the exercise price;

● The Holder would exercise the warrant after any holding period prior to maturity at target prices starting at 2 times the exercise price for the Warrants or higher subject to monthly limits of: 5% of the last 6 months average trading volume increasing by 1% per month and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.

Using the results from the model, the Company recorded a derivative liability during the six months ended July 31,2021 of $293,528 for newly granted and existing warrants (see Note 6) that were tainted and a derivative liability of $64,823 for the fair value of the convertible feature included in the Company’s convertible debt instruments. The derivative liability recorded for the convertible feature created a “day 1” derivative loss of $0 and a debt discount of $64,823 that was amortized over the remaining term of the note using the effective interest rate method. Interest expense related to the amortization of this debt discount for the six months ended July 31,2021, was $64,823. The remaining unamortized debt discount related to the derivative liability was $0 as of July 31, 2021.

During the six months ended July 31,2021, the Company recorded a reclassification from derivative liability to equity of $0 for warrants becoming untainted and $281,361 due to the conversions of a portion of the Company’s convertible notes. The Company also recorded the change in the fair value of the derivative liability as a gain of $76,990 to reflect the value of the derivative liability for warrants and convertible notes as of July 31, 2021.

During the six months ended July 31, 2020, the Company recorded a reclassification from derivative liability to equity of $189,518 for warrants becoming untainted and $179,585 due to the conversions of a portion of the Company’s convertible notes. The Company also recorded the change in the fair value of the derivative liability as a loss of $39,631 to reflect the value of the derivative liability for warrants and convertible notes as of July 31, 2020.

The Company did not have a derivative liability as of July 31, 2001, or January 31, 2021, since outstanding convertible notes were not convertible at period end or were fully converted during the period and consequently, the outstanding warrants were no longer tainted.

The following table sets forth a reconciliation of changes in the fair value of the Company’s derivative liability:

	Six months ended July 31,
	2021			2020
Beginning balance	$	-		$	-
Total (gain) loss		(76,990	)		39,631
Settlements		(281,361	)		(369,103	)
Additions recognized as debt discount		64,823			140,000
Additions due to tainted warrants		293,528			189,472
Ending balance	$	-		$	-
Change in unrealized (gain) loss included in earnings relating to derivatives	$	(76,990	)	$	39,631

XML

Long-term debt and convertible promissory notes

6 Months Ended

Jul. 31, 2021

Debt Disclosure [Abstract]

Long-term debt and convertible promissory notes

NOTE 8 – Long-term debt and convertible promissory notes

Following is a summary of convertible promissory notes:

	July 31, 2021			January 31, 2021
8% convertible note payable issued October 2020, due September 2021	$	-		$	95,611
8% convertible note payable issued April 2021, due April 2022		64,325			-
8% convertible note payable issued May 2021, due May 2022		53,918			-
		118,243			95,611
Less debt discount		(4,547	)		(7,642	)
Less current portion of convertible notes		(113,696	)		(87,969	)
Long-term convertible notes payable	$	-		$	-

On October 28, 2020, we received net proceeds of $82,000 from the issuance of a convertible note dated October 20, 2020 (the “October 2020 Note”). The note bears interest at 8%, includes OID of $8,500 and legal and due diligence fees of $3,000, matures on September 1, 2021, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the six months ended July 31, 2021, the noteholder converted a total of $96,900 of the note for 132,353 shares of the Company’s common stock, leaving a balance of $0 as of July 31, 2021.

On April 26, 2021, we received net proceeds of $60,000 from the issuance of a convertible note dated April 23, 2021 (the “April 2021 Note”). The note bears interest at 8%, includes legal and due diligence fees of $3,000, matures on April 23, 2022, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion.

On May 11, 2021, we issued a convertible note in the aggregate principal amount of $53,000 (the “May 2021 Note”). The note bears interest at 8%, includes legal and due diligence fees of $3,000, matures on May 11, 2022, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion.

During the six months ended July 31, 2021 and 2020, the Company recorded debt discounts of $64,823 and $140,000, respectively, due to the derivative liabilities, and original issue debt discounts of $6,000 and $0, respectively, due to the convertible notes. The Company recorded amortization of these discounts of $73,551 and $155,364 for the six months ended July 31, 2021 and 2020, respectively.

Notes Payable

On June 22, 2020, the Company received loan proceeds of $32,300 (net of $100 loan fee) under the SBA’s Economic Injury Disaster Loan program (“EIDL”). The EIDL loan, dated June 16, 2020, bears interest at 3.75%, has a 30-year term, is secured by substantially all assets of the Company, and is due in monthly installments of $158 beginning June 18, 2021 (extended to June 18, 2023).

On February 16, 2021, the Company received loan proceeds of $32,497 under the Payroll Protection Program (“PPP”). The PPP loan bears interest at 1%, has a 5-year term, and is due in equal monthly installments beginning December 16, 2021.

The balance of these two notes total $66,408, including accrued interest of $1,511, and is included in long-term debt as of July 31, 2021.

XML

Stockholders’ deficit

6 Months Ended

Jul. 31, 2021

Equity [Abstract]

Stockholders’ deficit

NOTE 9 – Stockholders’ deficit

Common Stock

Our undesignated common shares are all of the same class, are voting and entitle stockholders to receive dividends as defined. Upon liquidation or wind-up, stockholders are entitled to participate equally with respect to any distribution of net assets or any dividends that may be declared.

On March 5, 2021, the Company issued 6,000 shares of its common stock to an accredited investor for the exercise of warrants for proceeds of $2,100, or $0.35 per common share.

On March 26, 2021, the Company issued 17,006 shares of its common stock and 8,503 warrants to our CEO for gross proceeds of $20,000, for $1.176 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.646.

In March 2021, the Company issued 49,412 shares of its common stock and 24,706 warrants to our CEO for gross proceeds of $55,000 for $1.113 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.558.

On April 2, 2021, the Company issued 9,818 shares of its common stock and 4,909 warrants to an accredited investor for gross proceeds of $10,000, or $1.019 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.426.

On April 23, 2021, the Company issued 15,049 of its common stock to a noteholder for the conversion of $12,000 of principal under the October 2020 Note, or $0.797 per share.

On April 27, 2021, the Company issued 18,832 of its common stock to a noteholder for the conversion of $15,000 of principal under the October 2020 Note, or $0.797 per share.

On April 30, 2021, the Company received proceeds of $20,000 from an investor for the purchase of 19,268 shares of its common stock and 9,634 warrants, at a price of $1.038 per unit. The warrants have a three-year term and are exercisable at any time at an exercise price of $1.453.

In May 2021, the Company issued a total of 98,472 shares of its common stock to a noteholder for the conversion of an aggregate of $69,900 of principal and accrued interest under the October 2020 Note, at prices ranging from $0.699 to $0.743 per share.

Reverse Stock Split

On November 24, 2020, the Company filed a Certificate of Change with the Secretary of the State of Nevada to affect a 1-for-500 reverse stock split (the “Reverse Stock Split”). The Reverse Stock Split was formally processed by FINRA effective on February 25, 2021, and the Company’s common stock began trading on a split-adjusted basis on February 25, 2021.

Prior to the effective date of the Certificate of Change, the Company was authorized to issue 6,150,000,000 shares of common stock. As a result of the Reverse Stock Split, the Company is authorized to issue 12,300,000 shares of common stock. The Reverse Stock Split did not have any effect on the stated par value of the common stock.

Prior to the effective date of the Certificate of Change, the Company was authorized to issue 100,000,000 shares of Class A common stock. As a result of the Reverse Stock Split, the Company is authorized to issue 200,000 shares of Class A common stock, with 102,000 shares of Class A common stock outstanding. As a result of the Reverse Stock Split, there was an adjustment of approximately 2,408 common shares due to the effect of rounding fractional shares into whole shares. The Reverse Stock Split did not have any effect on the stated par value of the Class A common stock.

All references to common shares and common share data in these unaudited condensed consolidated financial statements and elsewhere in this Form 10-Q as of July 31, 2021, and for the three and six months ended July 31, 2021, and 2020, reflect the Reverse Stock Split.

XML

Commitments and contingencies

6 Months Ended

Jul. 31, 2021

Commitments and Contingencies Disclosure [Abstract]

Commitments and contingencies

NOTE 10 – Commitments and contingencies

Legal Matter

On August 22, 2019 (and amended on December 23, 2019), the Company filed a complaint with the Superior Court of Arizona (Case No. C20194139), demanding the titles and possession of certain vehicles and equipment of the Company from our former CEO, as well as seeking recovery of damages from the former CEO in an amount of not less than $50,000. None of the vehicles and equipment, individually or in total, have any material net book value (being fully depreciated) as of July 31, 2021, or January 31, 2021. The matter is ongoing as of the date of this filing.

On February 18, 2020, our former CEO and his spouse (the “Counterclaimants”) filed a First Amended Answer: First Amended Complaint and Counterclaim with the Superior Court of Arizona seeking dismissal of the Company’s complaint and reimbursement of Counterclaimants’ attorney fees incurred related to the matter. Additionally, the counterclaim alleges breach of contract by the Company and requests reimbursement of amounts loaned to the Company by our former CEO and his spouse, along with reimbursement of attorney fees. The Company believes these counterclaims are without merit and is aggressively defending them and believes no unfavorable outcome or material effect on our condensed consolidated financial statements will result.

XML

Subsequent events

6 Months Ended

Jul. 31, 2021

Subsequent Events [Abstract]

Subsequent events

NOTE 11 – Subsequent events

OTCQB Venture Market

On August 6, 2021, the Company announced the OTC Markets Group Inc. approved the Company to trade as LBSR on the OTCQB Venture Market, designed for developing and entrepreneurial companies in the U.S. and abroad. Trading on the OTCQB began August 06, 2021.

Authorized Shares Amendment

On August 10, 2021, the Company’s Board of Directors (the “Board”) unanimously approved, and recommended for shareholder approval, the Amendment in order to increase the number of authorized shares of the Company’s common stock. The record date established by the Board for purposes of determining the number of outstanding shares of voting stock entitled to vote on the Amendment was August 11, 2021 (the “Record Date”).

The Company currently has a total of 12,300,000 authorized shares of Common Stock and 200,000 shares of Class A Common Stock. The Amendment will result in an increase in the total number of authorized shares of Common Stock from 12,300,000 to 24,800,000. The number of Class A Common Stock shares shall remain at 200,000.

Pursuant to NRS 78.390, amendments to the Company’s Articles of Incorporation must be approved by a majority of the Company’s stockholders.

In order to obtain stockholder approval for the Amendment, we could have convened a special meeting of the stockholders for the specific purpose of voting on such matter. However, NRS 78.320(2) provides than any action required or permitted to be taken at a meeting of the stockholders may be taken without a meeting if, before or after the action, a written consent thereto is signed by stockholders holding at least a majority of the voting power. In order to eliminate the costs and management time involved in holding a meeting and obtaining proxies and in order to effect the Amendment as early as possible in order to accomplish the purposes of the Amendment, the Board elected to utilize the written consent option of the holders of a majority of the outstanding shares of our common stock, as provided by Nevada law.

The Company has two classes of stock authorized, Class A Stock and Common Stock. As of the Record Date, the Company had 10,150,635 shares of its Common Stock issued and outstanding and 102,000 shares of Class A common stock issued and outstanding. Each share of Common Stock is entitled to 1 vote and each share of Class A Stock is entitled to 200 votes. On the Record Date, the holders of all the issued and outstanding shares of our Class A Stock stockholders, representing approximately 66.77% of the stockholder voting power, approved the Amendment. No further vote of our stockholders is required for the Company to effect the Amendment.

Pursuant to the rules and regulations promulgated by the SEC under the Exchange Act, an Information Statement must be sent to the holders of voting stock who did not sign the Written Consent at least 20 days prior to the effective date of any corporate action taken or authorized pursuant to the consent of the Company’s stockholders. These Information Statements were sent by the Company on September 10, 2021.

Purchase Agreement with Triton Funds LP

On August 20, 2021, the Company executed a $1,000,000 common stock purchase agreement (the “Purchase Agreement”) and a $1,000,000 warrant agreement (the “Warrant Agreement,” together “the Agreements”) with Triton Funds LP (“Triton”) of San Diego, California. Under the Common Stock Purchase Agreement, the Company has a “put” right pursuant to which it may require Triton to purchase a total of up to $1,000,000 of its common stock. The Company may exercise its put at any time after the Registration Statement to be filed with the U.S. Securities and Exchange Commission is declared effective and prior to December 31, 2022. It may require Triton to purchase not less than $25,000 or more than $250,000 per month of its common stock at a purchase price equal to 75% of the lowest daily volume-weighted average price of the Company’s common stock during the 5 business days immediately prior to the date of closing of each separate purchase installment. Under the Common Stock Purchase Warrant, Triton has the right for a period of 5 years to elect to purchase up to an additional $1,000,000 of shares of the Company’s common stock at a purchase price per share based upon an assumed $20,000,000 market capitalization of the Company’s outstanding shares from time to time.

The Registration Statement was declared effective by the Securities and Exchange Commission on September 13, 2021. On September 14, 2021, the Company issued a total of 490,196 shares of its common stock under the Purchase Agreement at an aggregate price of $250,000, or approximately $0.51 per share.

XML

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jul. 31, 2021

Accounting Policies [Abstract]

Fair Value

Fair Value

ASC 820 Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third-party pricing services.

Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.

			Fair value measurements at reporting date using:
Description		Fair Value		Quoted prices in active markets for identical liabilities (Level 1)	Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Warrant and convertible note derivative liability at July 31, 2021	$	-		-	-	$	-
Warrant and convertible note derivative liability at January 31, 2021	$	-		-	-	$	-

Our financial instruments consist of cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities, notes payable, convertible notes payable, and derivative liability. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from these financial instruments. With the exception of the derivative liability, the fair value of these financial instruments approximates their carrying values based on their short maturities or for long-term debt based on borrowing rates currently available to us for loans with similar terms and maturities. Gains and losses recognized on changes in estimated fair value of the derivative liability are reported in other income (expense) as gain (loss) on change in fair value of derivative liability.

XML

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jul. 31, 2021

Accounting Policies [Abstract]

Schedule of Fair Value of Financial Instruments

			Fair value measurements at reporting date using:
Description		Fair Value		Quoted prices in active markets for identical liabilities (Level 1)	Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Warrant and convertible note derivative liability at July 31, 2021	$	-		-	-	$	-
Warrant and convertible note derivative liability at January 31, 2021	$	-		-	-	$	-

XML

Stock options (Tables)

6 Months Ended

Jul. 31, 2021

Share-based Payment Arrangement [Abstract]

Schedule of Stock Options Activity

Qualified and Non-qualified incentive stock options outstanding at July 31, 2021 are as follows:

			Weighted average
	Number of		exercise
	options		price per share
Outstanding, January 31, 2021		146,000	$	3.019
Granted		-		-
Expired		-		-
Exercised		-		-
Outstanding, July 31, 2021		146,000	$	3.019
Exercisable, July 31, 2021		146,000	$	3.019

XML

Warrants (Tables)

6 Months Ended

Jul. 31, 2021

Warrants

Schedule of Stock Warrants Outstanding

Stock warrants outstanding at July 31, 2021 are as follows:

				Weighted
				average
	Number of warrants			exercise price per share
Outstanding, January 31, 2021		400,166		$	2.155
Issued		55,115			1.524
Expired		-			-
Exercised		(6,000	)		0.350
Outstanding, July 31, 2021		449,281		$	2.101
Exercisable, July 31, 2021		449,281		$	2.101

XML

Derivative Liabilities (Tables)

6 Months Ended

Jul. 31, 2021

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Changes in Fair Value of Derivative Liabilities

The following table sets forth a reconciliation of changes in the fair value of the Company’s derivative liability:

	Six months ended July 31,
	2021			2020
Beginning balance	$	-		$	-
Total (gain) loss		(76,990	)		39,631
Settlements		(281,361	)		(369,103	)
Additions recognized as debt discount		64,823			140,000
Additions due to tainted warrants		293,528			189,472
Ending balance	$	-		$	-
Change in unrealized (gain) loss included in earnings relating to derivatives	$	(76,990	)	$	39,631

XML

Long-term debt and convertible promissory notes (Tables)

6 Months Ended

Jul. 31, 2021

Debt Disclosure [Abstract]

Summary of Convertible Promissory Notes

Following is a summary of convertible promissory notes:

	July 31, 2021			January 31, 2021
8% convertible note payable issued October 2020, due September 2021	$	-		$	95,611
8% convertible note payable issued April 2021, due April 2022		64,325			-
8% convertible note payable issued May 2021, due May 2022		53,918			-
		118,243			95,611
Less debt discount		(4,547	)		(7,642	)
Less current portion of convertible notes		(113,696	)		(87,969	)
Long-term convertible notes payable	$	-		$	-

XML

Basis of Presentation (Details Narrative) - shares		6 Months Ended
	Nov. 24, 2020	Jul. 31, 2021	Feb. 24, 2021	Jan. 31, 2021	Nov. 23, 2020
Affiliate, Collateralized Security [Line Items]
Stockholders' Equity, Reverse Stock Split	On November 24, 2020, the Company filed a Certificate of Change with the Secretary of the State of Nevada to affect a 1-for-500 reverse stock split (the “Reverse Stock Split”).	On November 24, 2020, the Company filed a Certificate of Change with the Secretary of the State of Nevada to affect a 1-for-500 reverse stock split (the “Reverse Stock Split”). The Reverse Stock Split was formally processed by FINRA effective on February 25, 2021, and the Company’s common stock began trading on a split-adjusted basis on February 25, 2021.
Common stock, shares authorized	12,300,000	24,800,000		24,800,000	6,150,000,000
Common stock, shares outstanding		10,150,635		9,902,052
Common Class A [Member]
Affiliate, Collateralized Security [Line Items]
Common stock, shares authorized	200,000	200,000		0	100,000,000
Common stock, shares outstanding	102,000	102,000	51,000,000

XML

Schedule of Fair Value of Financial Instruments (Details) - USD ($)	Jul. 31, 2021	Jan. 31, 2021
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant and convertible note derivative liability
Fair Value, Inputs, Level 1 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant and convertible note derivative liability
Fair Value, Inputs, Level 2 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant and convertible note derivative liability
Fair Value, Inputs, Level 3 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant and convertible note derivative liability

XML

Related party transactions (Details Narrative) - USD ($)			6 Months Ended
	Jul. 31, 2021	Sep. 17, 2018	Jul. 31, 2021	Jan. 31, 2021
Related Party Transaction [Line Items]
Due to related party	$ 304,446		$ 304,446	$ 283,271
Due to Officers or Stockholders, Current	314,742		314,742	301,077
Notes payable to related party	304,446		304,446	283,271
Interest Payable	48,533		48,533	36,070
Employee-related Liabilities, Current	811,711		811,711	811,711
James Briscoe [Member]
Related Party Transaction [Line Items]
Debt instrument, maturity date		Sep. 17, 2019
Notes payable to related party		$ 10,000
Debt instrument, interest rate		10.00%
Employee-related Liabilities, Current				759,949
James Briscoe [Member] | Accounts Payable and Accrued Liabilities [Member]
Related Party Transaction [Line Items]
Due to related party				167,000
James Briscoe [Member] | Accounts Payable [Member]
Related Party Transaction [Line Items]
Due to related party				34,798
Former President [Member]
Related Party Transaction [Line Items]
Employee-related Liabilities, Current				15,625
Patricia Madaris, CFO [Member]
Related Party Transaction [Line Items]
Employee-related Liabilities, Current				36,137
Spouse of James Briscoe [Member]
Related Party Transaction [Line Items]
Due to related party				$ 16,321
CEO [Member]
Related Party Transaction [Line Items]
Due to related party	161,977		161,977
Due to Officers or Stockholders, Current	62,000		62,000
Director [Member] | Promissory Note [Member]
Related Party Transaction [Line Items]
Increase in debt principal amount			5,000
Two Directors [Member] | Promissory Note [Member]
Related Party Transaction [Line Items]
Due to related party	$ 291,577		$ 291,577
Debt instrument, maturity date	Jul. 31, 2021

XML

Schedule of Stock Options Activity (Details)	6 Months Ended
	Jul. 31, 2021 $ / shares shares
Share-based Payment Arrangement [Abstract]
Number of options, Outstanding | shares	146,000
Weighted average exercise price per share, Outstanding | $ / shares	$ 3.019
Number of options, Granted | shares
Weighted average exercise price per share, Granted | $ / shares
Number of options, Expired | shares
Weighted average exercise price per share, Expired | $ / shares
Number of options, Exercised | shares
Weighted average exercise price per share, Exercised | $ / shares
Number of options, Outstanding | shares	146,000
Weighted average exercise price per share, Outstanding | $ / shares	$ 3.019
Number of options, Exercisable | shares	146,000
Weighted average exercise price per share, Exercisable | $ / shares	$ 3.019

XML

Stock options (Details Narrative) - USD ($)	6 Months Ended
	Jul. 31, 2021	Jul. 31, 2020
Share-based Payment Arrangement [Abstract]
Weighted average remaining life, stock options	7 years 1 month 13 days
Stock options, aggregate intrinsic value	$ 0
Compensation expense	$ 0	$ 0

XML

Schedule of Stock Warrants Outstanding (Details)	6 Months Ended
	Jul. 31, 2021 $ / shares shares
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Weighted average exercise price, Exercisable	$ 2.101
Warrant [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Number of warrants, Outstanding | shares	400,166
Weighted average exercise price, Outstanding	$ 2.155
Number of warrants, Issued | shares	55,115
Weighted average exercise price, Issued	$ 1.524
Number of warrants, Expired | shares
Weighted average exercise price, Expired
Number of warrants, Exercised | shares	(6,000)
Weighted average exercise price, Exercised	$ 0.350
Number of warrants, Outstanding | shares	449,281
Weighted average exercise price, Outstanding	$ 2.101
Number of warrants, Exercisable | shares	449,281
Weighted average exercise price, Exercisable	$ 2.101

XML

Warrants (Details Narrative) - USD ($)		6 Months Ended
	Jul. 17, 2021	Jul. 31, 2021
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items]
Share purchase warrants outstanding and exercisable		449,281
Warrants weighted average remaining life		1 year 11 months 19 days
Weighted average exercise price of warrant		$ 2.101
Weighted average intrinsic value for warrants outstanding		$ 40,619
Warrant [Member]
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items]
Weighted average exercise price of warrant		$ 2.101
Warrant expiration term description	the Company extended all warrants issued by the Company which expired or will expire during the year 2021. These warrants are extended for an additional three years. All other terms of the warrants remain unchanged, including application of the reverse split effective on February 25, 2021.
Investor [Member]
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items]
Number of warrants issued		55,115
Warrants terms		3 years
Investor [Member] | Minimum [Member]
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items]
Warrant exercise price per share		$ 1.426
Investor [Member] | Maximum [Member]
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items]
Warrant exercise price per share		$ 1.646

XML

Schedule of Changes in Fair Value of Derivative Liabilities (Details) - USD ($)	6 Months Ended
	Jul. 31, 2021	Jul. 31, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Beginning balance
Total (gains) loss	(76,990)	39,631
Settlements	(281,361)	(369,103)
Additions recognized as debt discount	64,823	140,000
Additions due to tainted warrants	293,528	189,472
Ending balance
Change in unrealized (gain) loss included in earnings relating to derivatives	$ (76,990)	$ 39,631

XML

Derivative Liabilities (Details Narrative)	3 Months Ended		6 Months Ended
	Jul. 31, 2021 USD ($)	Jul. 31, 2020 USD ($)	Jul. 31, 2021 USD ($)	Jul. 31, 2020 USD ($)
Derivative [Line Items]
Unamortized debt discount	$ 6,000	$ 0	$ 6,000	$ 0
Gain (loss) on derivative liability	26,338	$ (94,667)	$ 76,990	(39,631)
Derivative Liability [Member]
Derivative [Line Items]
Conversion note description			Conversion of the notes to stock would be completed monthly after any holding period and would be limited based on: 5% of the last 6 months average trading volume and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.
Percentage of exercise price for warrant, description			The Holder would exercise the warrant after any holding period prior to maturity at target prices starting at 2 times the exercise price for the Warrants or higher subject to monthly limits of: 5% of the last 6 months average trading volume increasing by 1% per month and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.
Derivative loss			$ 0
Amortization of debt discount			64,823
Interest expense			64,823
Unamortized debt discount	0		0
Reclassification of derivative liability to equity			0	189,518
Reclassification due to conversion of convertible notes			281,361	179,585
Gain (loss) on derivative liability			76,990	$ 39,631
Derivative Liability [Member] | Convertible Debt [Member]
Derivative [Line Items]
Derivative liabilities	64,823		64,823
Derivative Liability [Member] | Warrant [Member]
Derivative [Line Items]
Derivative liabilities	$ 293,528		$ 293,528
Measurement Input, Price Volatility [Member] | Minimum [Member]
Derivative [Line Items]
Fair value assumptions, measurement input, percentages	0.596		0.596
Measurement Input, Price Volatility [Member] | Maximum [Member]
Derivative [Line Items]
Fair value assumptions, measurement input, percentages	2.029		2.029

XML

Summary of Convertible Promissory Notes (Details) - USD ($)	Jul. 31, 2021	Jan. 31, 2021
Debt Instrument [Line Items]
Convertible note payable	$ 118,243	$ 95,611
Less debt discount	(4,547)	(7,642)
Less current portion of convertible notes	(113,696)	(87,969)
Long-term convertible notes payable
8% convertible note payable issued October 2020, due September 2021 [Member]
Debt Instrument [Line Items]
Convertible note payable		95,611
8% convertible note payable issued April 2021, due April 2022 [Member]
Debt Instrument [Line Items]
Convertible note payable	64,325
8% convertible note payable issued May 2021, due May 2022 [Member]
Debt Instrument [Line Items]
Convertible note payable	$ 53,918

XML

Summary of Convertible Promissory Notes (Details) (Parenthetical)	6 Months Ended	12 Months Ended
	Jul. 31, 2021	Jan. 31, 2021
8% convertible note payable issued October 2020, due September 2021 [Member]
Debt Instrument [Line Items]
Convertible notes payable, interest rate	8.00%	8.00%
Debt issuance date	Oct. 31, 2020	Oct. 31, 2020
Due date	Sep. 30, 2021	Sep. 30, 2021
8% convertible note payable issued April 2021, due April 2022 [Member]
Debt Instrument [Line Items]
Convertible notes payable, interest rate	8.00%	8.00%
Debt issuance date	Apr. 30, 2021	Apr. 30, 2021
Due date	Apr. 30, 2022	Apr. 30, 2022
8% convertible note payable issued May 2021, due May 2022 [Member]
Debt Instrument [Line Items]
Convertible notes payable, interest rate	8.00%
Debt issuance date	May 31, 2021	May 31, 2021
Due date	May 31, 2022	May 31, 2022

XML

Long-term debt and convertible promissory notes (Details Narrative)								1 Months Ended	3 Months Ended		6 Months Ended
	May 11, 2021 USD ($) Integer TradingDays	Apr. 27, 2021 USD ($) shares	Apr. 26, 2021 USD ($) Integer TradingDays	Apr. 23, 2021 USD ($) shares	Feb. 16, 2021 USD ($)	Oct. 28, 2020 USD ($) Integer TradingDays	Jun. 22, 2020 USD ($)	May 31, 2021 USD ($) shares	Jul. 31, 2021 USD ($)	Jul. 31, 2020 USD ($)	Jul. 31, 2021 USD ($) shares	Jul. 31, 2020 USD ($)
Short-term Debt [Line Items]
Net proceeds from debt											$ 110,000
Original issue discount amount									$ 6,000	$ 0	6,000	0
Legal fees									6,504	$ 44,936	26,451	95,472
Debt discounts amount											64,823	140,000
Amortization of debt discount											73,551	$ 155,364
Debt including interest											66,408
Debt principal											1,511
SBA's Economic Injury Disaster Loan Program [Member]
Short-term Debt [Line Items]
Debt instrument, maturity date							Jun. 18, 2021
Proceeds from loan							$ 32,300
Loan fee							$ 100
Loan, interest rate							3.75%
Debt term							30 years
Loan installment due amount							$ 158
SBA's Economic Injury Disaster Loan Program [Member] | Extended Maturity [Member]
Short-term Debt [Line Items]
Debt instrument, maturity date							Jun. 18, 2023
PPP Loan [Member]
Short-term Debt [Line Items]
Debt instrument, maturity date					Dec. 16, 2021
Proceeds from loan					$ 32,497
Loan, interest rate					1.00%
Debt term					5 years
October 2020 Note [Member]
Short-term Debt [Line Items]
Net proceeds from debt						$ 82,000
Debt instrument, interest rate						8.00%
Original issue discount amount						$ 8,500
Legal fees						$ 3,000
Debt instrument, maturity date						Sep. 01, 2021
Debt instrument convertible consecutive trading days | Integer						180
Common stock conversion price per share						75.00%
Debt instrument, convertible, threshold trading days | TradingDays						10
Debt instrument conversion, amount		$ 15,000		$ 12,000				$ 69,900			$ 96,900
Debt conversion on convertible shares | shares		18,832		15,049				98,472			132,353
Principal and interest total amount									$ 0		$ 0
April 2021 Note [Member]
Short-term Debt [Line Items]
Net proceeds from debt			$ 60,000
Debt instrument, interest rate			8.00%
Legal fees			$ 3,000
Debt instrument, maturity date			Apr. 23, 2022
Debt instrument convertible consecutive trading days | Integer			180
Common stock conversion price per share			75.00%
Debt instrument, convertible, threshold trading days | TradingDays			10
May 2021 Note [Member]
Short-term Debt [Line Items]
Debt instrument, interest rate	8.00%
Legal fees	$ 3,000
Debt instrument, maturity date	May 11, 2022
Debt instrument convertible consecutive trading days | Integer	180
Common stock conversion price per share	75.00%
Debt instrument, convertible, threshold trading days | TradingDays	10
Debt instrument, face value	$ 53,000

XML

Stockholders’ deficit (Details Narrative) - USD ($)							1 Months Ended			6 Months Ended
	Apr. 27, 2021	Apr. 23, 2021	Apr. 02, 2021	Mar. 26, 2021	Mar. 05, 2021	Nov. 24, 2020	May 31, 2021	Apr. 30, 2021	Mar. 31, 2021	Jul. 31, 2021	Feb. 24, 2021	Jan. 31, 2021	Nov. 23, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stockholders' Equity, Reverse Stock Split						On November 24, 2020, the Company filed a Certificate of Change with the Secretary of the State of Nevada to affect a 1-for-500 reverse stock split (the “Reverse Stock Split”).				On November 24, 2020, the Company filed a Certificate of Change with the Secretary of the State of Nevada to affect a 1-for-500 reverse stock split (the “Reverse Stock Split”). The Reverse Stock Split was formally processed by FINRA effective on February 25, 2021, and the Company’s common stock began trading on a split-adjusted basis on February 25, 2021.
Common stock, shares authorized						12,300,000				24,800,000		24,800,000	6,150,000,000
Common stock, shares outstanding										10,150,635		9,902,052
Common Class A [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common stock, shares authorized						200,000				200,000		0	100,000,000
Common stock, shares outstanding						102,000				102,000	51,000,000
Number of shares rounded due to reverse stock split						2,408
October 2020 Note [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares issued price per unit	$ 0.797	$ 0.797						$ 1.038
Proceeds from issuance of common stock and warrants								$ 20,000
Warrants term								3 years
Warrant exercise price per share								$ 1.453
Debt conversion of convertible shares	18,832	15,049					98,472			132,353
Debt instrument conversion, amount	$ 15,000	$ 12,000					$ 69,900			$ 96,900
October 2020 Note [Member] | Minimum [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares issued price per unit							$ 0.699
October 2020 Note [Member] | Maximum [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares issued price per unit							$ 0.743
Common Stock [Member] | October 2020 Note [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of common stock shares issued								19,268
Warrant [Member] | October 2020 Note [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of common stock shares issued								9,634
CEO [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of common stock shares issued				17,006
Shares issued price per unit				$ 1.176
Warrants purchase				8,503
Proceeds from issuance of common stock and warrants				$ 20,000
Warrants term				3 years
Warrant exercise price per share				$ 1.646
CEO [Member] | Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of common stock shares issued									49,412
Shares issued price per unit									$ 1.113
Warrants purchase									24,706
Proceeds from issuance of common stock and warrants									$ 55,000
Warrants term									3 years
Warrant exercise price per share									$ 1.558
Accredited Investor [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of common stock shares issued			9,818		6,000
Proceeds from issuance of warrants					$ 2,100
Shares issued price per unit			$ 1.019		$ 0.35
Warrants purchase			4,909
Proceeds from issuance of common stock and warrants			$ 10,000
Warrants term			3 years
Warrant exercise price per share			$ 1.426

XML

Commitments and contingencies (Details Narrative)	Aug. 22, 2019 USD ($)
Former Chief Executive Officer [Member]
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items]
Loss Contingency, Damages Sought, Value	$ 50,000

XML

Subsequent events (Details Narrative) - USD ($)	Sep. 14, 2021	Aug. 20, 2021	Aug. 11, 2021	Aug. 10, 2021	Jul. 31, 2021	Feb. 24, 2021	Jan. 31, 2021	Nov. 24, 2020	Nov. 23, 2020
Subsequent Event [Line Items]
Common stock, shares authorized					24,800,000		24,800,000	12,300,000	6,150,000,000
Common stock, shares issued					10,150,635		9,902,052
Common stock, shares outstanding					10,150,635		9,902,052
Common Class A [Member]
Subsequent Event [Line Items]
Common stock, shares authorized					200,000		0	200,000	100,000,000
Common stock, shares issued					102,000
Common stock, shares outstanding					102,000	51,000,000		102,000
Subsequent Event [Member]
Subsequent Event [Line Items]
Common stock, shares authorized			24,800,000	12,300,000
Common stock, shares issued			10,150,635
Common stock, shares outstanding			10,150,635
Voting rights			Each share of Common Stock is entitled to 1 vote
Subsequent Event [Member] | Purchase Agreement [Member]
Subsequent Event [Line Items]
Number of common stock shares issued	490,196
Stock Issued During Period, Value, New Issues	$ 250,000
Shares Issued, Price Per Share	$ 0.51
Subsequent Event [Member] | Common Stock [Member] | Purchase Agreement [Member] | Triton Funds LP [Member]
Subsequent Event [Line Items]
Stock available for purchase to related party		$ 1,000,000
Purchase condition		It may require Triton to purchase not less than $25,000 or more than $250,000 per month of its common stock at a purchase price equal to 75% of the lowest daily volume-weighted average price of the Company’s common stock during the 5 business days immediately prior to the date of closing of each separate purchase installment.
Purchase right term		5 years
Additional shares available for purchase to related party		$ 1,000,000
Market capitalization amount of outstanding shares		20,000,000
Subsequent Event [Member] | Common Stock [Member] | Purchase Agreement [Member] | Triton Funds LP [Member] | Minimum [Member]
Subsequent Event [Line Items]
Purchase limit per month		25,000
Subsequent Event [Member] | Common Stock [Member] | Purchase Agreement [Member] | Triton Funds LP [Member] | Maximum [Member]
Subsequent Event [Line Items]
Purchase limit per month		250,000
Subsequent Event [Member] | Warrant [Member] | Warrant Agreement [Member] | Triton Funds LP [Member]
Subsequent Event [Line Items]
Stock available for purchase to related party		$ 1,000,000
Purchase right term		5 years
Subsequent Event [Member] | Common Class A [Member]
Subsequent Event [Line Items]
Common stock, shares authorized			200,000
Common stock, shares issued			102,000
Common stock, shares outstanding			102,000
Voting rights			each share of Class A Stock is entitled to 200 votes
Voting rights percentage of issued and outstanding shares			66.77%