10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

[X]  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended August 31, 2018

or

[  ]  Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Commission File Number: 000-54500

Cell MedX Corp.

(Exact name of registrant as specified in its charter)

Nevada	38-3939625
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

123 W. Nye Ln, Suite 446 Carson City, NV	89706
(Address of principal executive offices)	(Zip code)

(844) 238-2692

(Registrant’s telephone number, including area code)

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 [X]  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 such shorter period that the registrant was required to submit and post such files).  Yes [X]  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.

Large accelerated filer  [  ]	Accelerated filer  [  ]
Non-accelerated filer  [  ]	Smaller Reporting Company [X]
	Emerging Growth Company [  ]

Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act.)  Yes [  ]  No [X]

The number of shares of the Registrant’s common stock, par value $.001 per share, outstanding as of October 15, 2018 was 44,282,749.

EXPLANATORY NOTE

The sole purpose of this Amendment No. 1 to Cell MedX Corp.’s Quarterly Report on Form 10-Q for the quarterly period ended August 31, 2018, originally filed with the Securities and Exchange Commission on October 15, 2018, is to file Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Due to a technical error, the eXtensible Business Reporting Language (XBRL) data was not included with the initial Form 10Q filed on October 15, 2018.

No other changes have been made to the Form 10-Q. This Amendment No. 1 speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original filing of the Form 10-Q.

Exhibit Number	Description of Document
31.1(1)	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2(1)	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1(1)	Certification of Principal Executive Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2(1)	Certification of Principal Financial Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101*	The following materials from this Quarterly Report on Form 10-Q for the three-month periods ended August 31, 2018 and 2017 formatted in XBRL (extensible Business Reporting Language):
	(1) Consolidated Balance Sheets at August 31, 2018 (unaudited), and May 31, 2018.
	(2) Unaudited Condensed Interim Consolidated Statements of Operations for the three-month periods ended August 31, 2018 and 2017.
	(3) Unaudited Condensed Interim Consolidated Statement of Stockholders’ Deficit as at August 31, 2018.
	(4) Unaudited Condensed Interim Consolidated Statements of Cash Flows for the Three-month Periods ended August 31, 2018 and 2017.

(1) Previously filed as an exhibit to the Form 10-Q.

* Filed herewith.

2

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.

	Cell MedX Corp.
Date: October 15, 2018	By:	/s/ Frank McEnulty
		Frank McEnulty
		Chief Executive Officer and Director
		(Principal Executive Officer)
Date: October 15, 2018	By:	/s/Yanika Silina
		Yanika Silina
		Chief Financial Officer and Director
		(Principal Accounting Officer)

3

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Document and Entity Information - shares	3 Months Ended
	Aug. 31, 2018	Oct. 15, 2018
Document and Entity Information
Entity Registrant Name	Cell MedX Corp.
Document Type	10-Q
Document Period End Date	Aug. 31, 2018
Amendment Flag	false
Entity Central Index Key	0001493712
Current Fiscal Year End Date	--05-31
Entity Common Stock, Shares Outstanding		44,282,749
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Trading Symbol	cmxc

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Consolidated Balance Sheets - USD ($)	Aug. 31, 2018	May 31, 2018
Current assets
Cash	$ 13,683	$ 8,200
Inventory	13,953	10,793
Other current assets	24,332	26,266
Total current assets	51,968	45,259
Total assets	51,968	45,259
Current liabilities
Accounts payable	772,917	594,716
Accrued liabilities	23,500	20,600
Due to related parties	349,186	334,317
Notes and advances payable	170,889	117,459
Unearned revenue	51,490	51,585
Total current liabilities	1,367,982	1,118,677
Total Liabilities	1,367,982	1,118,677
STOCKHOLDERS' DEFICIT
Common stock value	44,283	44,283
Additional paid-in capital	4,916,201	4,916,201
Reserves	14,400	14,400
Accumulated deficit	(6,294,306)	(6,050,841)
Accumulated other comprehensive income (loss)	3,408	2,539
Total stockholders' deficit	(1,316,014)	(1,073,418)
Total liabilities and stockholders' deficit	$ 51,968	$ 45,259

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Balance Sheets (Parenthetical) - $ / shares	Aug. 31, 2018	May 31, 2018
Balance Sheet
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	44,282,749	44,282,749
Common stock, shares outstanding	44,282,749	44,282,749

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Consolidated Statements of Operations - USD ($)	3 Months Ended
	Aug. 31, 2018	Aug. 31, 2017
Operating expenses
Amortization		$ 39,123
Consulting fees	$ 63,960	583,459
General and administrative expense	27,629	54,475
Research and development	149,734	47,503
Stock-based compensation		100,801
Total operating expenses	241,323	825,361
Other items
Interest expense	2,142	7,914
Net income (loss)	(243,465)	(833,275)
Unrealized foreign exchange translation gain (loss)	869	(1,634)
Comprehensive loss	$ (242,596)	$ (834,909)
Net income (loss) per common share - basic and diluted	$ (0.01)	$ (0.02)
Weighted average number of shares outstanding - basic and diluted	44,282,749	40,244,605

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Consolidated Statements of Stockholders' Equity (Deficit) - USD ($)	Common Stock	Obligation to Issue Shares	Additional Paid-in Capital	Reserve	Accumulated Deficit	Accumulated Other Comprehensive Income	Total
Beginning Balance, shares at May. 31, 2017	40,244,605
Beginning Balance, amount at May. 31, 2017	$ 40,245		$ 3,294,224		$ (4,504,043)	$ 247	$ (1,169,327)
Stock-based compensation			100,801				100,801
Options issued, value			522,407				522,407
Shares issued for cash, value		$ 350,000					350,000
Translation to reporting currency						(1,634)	(1,634)
Net income (loss) for the period					(833,275)		(833,275)
Ending Balance, shares at Aug. 31, 2017	40,244,605
Ending Balance, amount at Aug. 31, 2017	$ 40,245	350,000	3,917,432		(5,337,818)	(1,387)	(1,031,028)
Stock-based compensation			7,671				7,671
Shares issued for cash, shares	1,480,000
Shares issued for cash, value	$ 1,480	$ (350,000)	368,520				20,000
Shares issued for debt, shares	2,318,144
Shares issued for debt, value	$ 2,318		577,218				579,536
Units issued on conversion of deposits, shares	240,000
Units issued on conversion of deposits, value	$ 240		45,360	$ 14,400			60,000
Translation to reporting currency						3,926	3,926
Net income (loss) for the period					(713,523)		(713,523)
Ending Balance, shares at May. 31, 2018	44,282,749
Ending Balance, amount at May. 31, 2018	$ 44,283		4,916,201	14,400	(6,050,841)	2,539	(1,073,418)
Translation to reporting currency						869	869
Net income (loss) for the period					(243,465)		(243,465)
Ending Balance, shares at Aug. 31, 2018	44,282,749
Ending Balance, amount at Aug. 31, 2018	$ 44,283		$ 4,916,201	$ 14,400	$ (6,294,306)	$ 3,408	$ (1,316,014)

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Consolidated Statements of Stockholders' Equity (Parenthetical)	3 Months Ended
	Aug. 31, 2017 USD ($)
Options issued, value	$ 522,407
For Consulting Fees
Options issued, value	$ 522,407

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Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	Aug. 31, 2018	Aug. 31, 2017
Cash Flows from Operating Activities
Net income (loss)	$ (243,465)	$ (833,275)
Adjustments to reconcile net loss to net cash used in operating activities:
Accrued interest	2,142	7,914
Amortization		39,123
Consulting fees - noncash		522,407
Financing fees - noncash	387
Unrealized foreign exchange	394	10,757
Stock-based compensation		100,801
Changes to operating assets and liabilities:
Inventory	(3,238)	(12,841)
Other current assets	1,843	(4,390)
Accounts payable	177,333	32,899
Accrued liabilities	2,900	(50,500)
Unearned revenue		59,588
Due to related parties	15,120	19,202
Net cash flows used in operating activities	(46,584)	(108,315)
Cash Flows from Financing Activities
Advances repaid		3,111
Advances received	28,871
Proceeds from notes payable	23,029	19,318
Proceeds from subscription to shares		350,000
Net cash provided by financing activities	51,900	366,207
Effects of foreign currency exchange	167	652
Net increase (decrease) in cash	5,483	258,544
Cash, beginning of period	8,200	67,494
Cash, end of period	$ 13,683	$ 326,038

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Organization and Nature of Operations

3 Months Ended

Aug. 31, 2018

Notes

Organization and Nature of Operations

NOTE 1 - ORGANIZATION AND NATURE OF OPERATIONS

Cell MedX Corp. (the “Company”) was incorporated under the laws of the State of Nevada. On April 26, 2016, the Company formed a subsidiary, Cell MedX (Canada) Corp. (“Cell MedX Canada”) under the laws of the province of British Columbia.

The Company is in an early development stage focusing on the discovery, development and commercialization of therapeutic and non-therapeutic products that promote general wellness and alleviate complications associated with medical conditions including, but not limited to, diabetes, Parkinson’s disease, and high blood pressure.

Unaudited Interim Financial Statements

The unaudited interim consolidated financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission (the “SEC”). They do not include all information and footnotes required by GAAP for complete financial statements. Except as disclosed herein, there have been no material changes in the information disclosed in the notes to the consolidated financial statements for the year ended May 31, 2018, included in the Company’s Annual Report on Form 10-K, filed with the SEC. The interim unaudited consolidated financial statements should be read in conjunction with those audited consolidated financial statements included in Form 10-K. In the opinion of management, all adjustments considered necessary for fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three months ended August 31, 2018, are not necessarily indicative of the results that may be expected for the year ending May 31, 2019.

Going concern

The accompanying unaudited interim consolidated condensed financial statements have been prepared assuming the Company will continue as a going concern. As of August 31, 2018, the Company has not achieved profitable operations and has accumulated a deficit of $6,294,306. Continuation as a going concern is dependent upon the ability of the Company to obtain the necessary financing to meet obligations and pay its liabilities arising from normal business operations when they come due and ultimately upon its ability to achieve profitable operations. The outcome of these matters cannot be predicted with any certainty at this time and raises substantial doubt that the Company will be able to continue as a going concern. These financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern. Management intends to obtain additional funding by borrowing funds from its directors and officers, issuing promissory notes and/or a private placement of common stock.

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Related Party Transactions Disclosure

3 Months Ended

Aug. 31, 2018

Notes

Related Party Transactions Disclosure

NOTE 2 - RELATED PARTY TRANSACTIONS

Amounts due to related parties, other than notes payable to related parties (Note 6) at August 31, 2018 and May 31, 2018:

	August 31, 2018		May 31, 2018
Due to the former Chief Executive Officer (“CEO”) and director	$	53,617	$	54,275
Due to a director, CEO and President		43,200		32,400
Due to the Chief Financial Officer (“CFO”)		25,940		20,790
Due to the Vice President (“VP”), Technology and Operations		58,608		59,035
Due to the former Chief Medical Officer		81,059		81,059
Due to the former VP, Corporate Strategy		86,762		86,758
Due to related parties	$	349,186	$	334,317

These amounts are unsecured, due on demand and bear no interest.

During the three-month periods ended August 31, 2018 and 2017, the Company had the following transactions with related parties:

	August 31, 2018		August 31, 2017
Management fees incurred to the CEO	$	10,800	$	10,800
Management fees incurred to the CFO		3,000		3,000
Stock-based compensation incurred to the CFO		--		89,556
Consulting fees incurred to the VP, Technology and Operations		11,460		11,552
Stock-based compensation incurred to the Former Chief Medical Officer		--		11,245
Accrued interest expense incurred to a former significant shareholder (Note 6)		2,048		1,973
Total transactions with related parties	$	27,308	$	128,126

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Inventory Disclosure

3 Months Ended

Aug. 31, 2018

Notes

Inventory Disclosure

NOTE 3 - INVENTORY

As at August 31, 2018, the inventory consisted of supplies held for resale valued at $13,953.

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Other Current Assets Disclosure

3 Months Ended

Aug. 31, 2018

Notes

Other Current Assets Disclosure

NOTE 4 - OTHER CURRENT ASSETS

As at August 31, 2018, other current assets consisted of $21,531 in prepaid expenses (May 31, 2018 - $23,915) and $2,801 in receivables associated with GST the Company paid on the taxable supplies (May 31, 2018 - $2,351).

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Unearned Revenue Disclosure

3 Months Ended

Aug. 31, 2018

Notes

Unearned Revenue Disclosure

NOTE 5 - UNEARNED REVENUE

As at August 31, 2018, the Company recorded $51,490 (May 31, 2018 - $51,585) in unearned revenue for deposits.

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Notes and Advances Payable Disclosure

3 Months Ended

Aug. 31, 2018

Notes

Notes and Advances Payable Disclosure

NOTE 6 - NOTES AND ADVANCES PAYABLE

The tables below summarize the short-term loans and advances outstanding as at August 31, 2018 and May 31, 2018:

As at August 31, 2018
Principal Outstanding		Interest Rate per Annum		Accrued Interest		Total Book Value
$	6,000	6%	Non-convertible	$	319	$	6,319
	118,150	0%-12%	Former related party(1)		6,087		124,237
	40,333	0%	Advances(2)		--		40,333
$	164,483			$	6,406	$	170,889
As at May 31, 2018
Principal Outstanding		Interest Rate per Annum		Accrued Interest		Total Book Value
$	6,000	6%	Non-convertible	$	225	$	6,225
	95,570	6%-12%	Former related party		4,066		99,636
	11,598	0%	Advances		--		11,598
$	113,168			$	4,291	$	117,459

(1) Former related party loans payable

During the three-month period ended August 31, 2018, the Company entered into three separate unsecured loan agreements with Mr. Richard Jeffs, a former major shareholder, for a total of $23,029 (CAD$30,000) (May 31, 2018 - $34,840):

Date	Principal (CAD$)	Interest Rate	Additional Terms	Accrued Interest (CAD$)	Total Book Value (CAD$)
June 7, 2018	$10,500	12%	Convertible into units of the Company’s common stock at $0.10 per unit. Includes CAD$500 finance fee, added to principal. Payable on demand	$296	$10,796
July 3, 2018	$10,000	0%	Short-term loan payable within 14 days after grant. As at August 31, 2018, the loan has not been repaid and therefore was payable on demand.	--	10,000
August 1, 2018	$10,000	12%	Convertible into units of the Company’s common stock on the terms and at a price of the private placement offering open at the time of conversion. Payable on demand	99	10,099
	$30,500			$395	$30,895

(2) Advances Payable

During the three-month period ended August 31, 2018, the Company borrowed $28,871 from unrelated parties. The advances are non-interest bearing, unsecured and payable on demand.

Interest Expense

During the three-month period ended August 31, 2018, the Company recorded $2,142 (2017 - $7,914) in interest expense associated with its liabilities under the notes and advances payable.

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Share Capital Disclosure

3 Months Ended

Aug. 31, 2018

Notes

Share Capital Disclosure

NOTE 7 - SHARE CAPITAL

Options

The changes in the number of stock options outstanding during the three-month period ended August 31, 2018, and for the year ended May 31, 2018 are as follows:

	Three months ended August 31, 2018			Year ended May 31, 2018
	Number of options	Weighted average exercise price		Number of options	Weighted average exercise price
Options outstanding, beginning	9,450,000	$	0.35	7,550,000	$	0.35
Options granted	--	$	n/a	2,050,000	$	0.35
Options expired	--	$	n/a	(150,000)	$	0.20
Options cancelled	(2,400,000)	$	0.67	--	$	n/a
Options outstanding, ending	7,050,000	$	0.24	9,450,000	$	0.35

Details of options outstanding and exercisable as at August 31, 2018, are as follows:

Exercise price	Grant date	Number of options Outstanding and exercisable
$0.05	November 25, 2014	2,500,000
$0.35	August 5, 2015	2,500,000
$0.35	August 24, 2017	2,050,000
		7,050,000

At August 31, 2018, the weighted average remaining contractual life of the stock options outstanding was 2.70 years.

Warrants

The changes in the number of warrants outstanding during the three-month period ended August 31, 2018, and for the year ended May 31, 2018 are as follows:

	Three months ended August 31, 2018	Year ended May 31, 2018
Warrants outstanding, beginning	12,814,605	11,094,605
Warrants issued	-	1,720,000
Warrants outstanding, ending	12,814,605	12,814,605

Details of warrants outstanding as at August 31, 2018, are as follows:

Exercise price	Grant Date	Number of warrants exercisable
$0.40 during the period from March 3, 2018 to March 3, 2019 $0.60 during the period from March 3, 2019 to March 3, 2020 $0.75 during the period from March 3, 2020 to March 3, 2021	March 3, 2016	2,000,000
$0.75 up to October 12, 2018 $1.00 during the period from October 12, 2018 to October 12, 2019 $1.25 during the period from October 12, 2019 to October 12, 2020 $1.50 during the period from October 12, 2020 to October 12, 2021	October 12, 2016	9,094,605
$0.50 up to October 12, 2018 $1.00 during the period from October 12, 2018 to October 12, 2019 $1.50 during the period from October 12, 2019 to October 12, 2020	October 12, 2017	1,480,000
$0.50 up to February 7, 2019 $1.00 during the period from February 7, 2019 to February 7, 2020 $1.50 during the period from February 7, 2020 to February 7, 2021	February 7, 2018	240,000
		12,814,605

At August 31, 2018, the weighted average life and price of the warrants was 2.91 years and $0.66, respectively.

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Subsequent Event Disclosure

3 Months Ended

Aug. 31, 2018

Notes

Subsequent Event Disclosure

NOTE 8 - SUBSEQUENT EVENTS

Subsequent to August 31, 2018, the Company received $250,000 as a refundable deposit for exclusive worldwide distribution rights from an arms-length party. Under the terms of the letter of intent (the “LOI”), if the Company does not reach a definitive agreement within 90 days of the execution of the LOI, the deposit will become payable on demand.

Subsequent to August 31, 2018, the Company entered into an intellectual property royalty agreement (the “IP Royalty Agreement”), whereby the Company agreed to acquire certain additional developments and improvements for its eBalance devices that were developed by the IP Vendor in exchange for a perpetual royalty of USD$350 or CAD$350 for each device sold, distributed or licensed. The Company agreed that the currency of royalty payments will depend on the currency the revenue is generated in.

Subsequent to August 31, 2018, the Company entered into an additional royalty agreement with Mr. Jeffs to pay Mr. Jeffs, in perpetuity, a 10% royalty on the revenue the Company receives from any distributors or end-users introduced to the Company by Mr. Jeffs.

Subsequent to August 31, 2018, the Company received $23,974 (CAD$31,200) under a loan agreement with an unrelated party. The loan is unsecured, payable on demand and bears interest at 6% per annum, compounded monthly.

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Organization and Nature of Operations: Going Concern (Policies)

3 Months Ended

Aug. 31, 2018

Policies

Going Concern

Going concern

The accompanying unaudited interim consolidated condensed financial statements have been prepared assuming the Company will continue as a going concern. As of August 31, 2018, the Company has not achieved profitable operations and has accumulated a deficit of $6,294,306. Continuation as a going concern is dependent upon the ability of the Company to obtain the necessary financing to meet obligations and pay its liabilities arising from normal business operations when they come due and ultimately upon its ability to achieve profitable operations. The outcome of these matters cannot be predicted with any certainty at this time and raises substantial doubt that the Company will be able to continue as a going concern. These financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern. Management intends to obtain additional funding by borrowing funds from its directors and officers, issuing promissory notes and/or a private placement of common stock.

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Related Party Transactions Disclosure: Schedule of Amounts Due to Related Parties (Tables)

3 Months Ended

Aug. 31, 2018

Tables/Schedules

Schedule of Amounts Due to Related Parties

	August 31, 2018		May 31, 2018
Due to the former Chief Executive Officer (“CEO”) and director	$	53,617	$	54,275
Due to a director, CEO and President		43,200		32,400
Due to the Chief Financial Officer (“CFO”)		25,940		20,790
Due to the Vice President (“VP”), Technology and Operations		58,608		59,035
Due to the former Chief Medical Officer		81,059		81,059
Due to the former VP, Corporate Strategy		86,762		86,758
Due to related parties	$	349,186	$	334,317

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Related Party Transactions Disclosure: Schedule of Transactions with Related Parties (Tables)

3 Months Ended

Aug. 31, 2018

Tables/Schedules

Schedule of Transactions with Related Parties

	August 31, 2018		August 31, 2017
Management fees incurred to the CEO	$	10,800	$	10,800
Management fees incurred to the CFO		3,000		3,000
Stock-based compensation incurred to the CFO		--		89,556
Consulting fees incurred to the VP, Technology and Operations		11,460		11,552
Stock-based compensation incurred to the Former Chief Medical Officer		--		11,245
Accrued interest expense incurred to a former significant shareholder (Note 6)		2,048		1,973
Total transactions with related parties	$	27,308	$	128,126

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Notes and Advances Payable Disclosure: Schedule of Short-term Loans and Advances Outstanding (Tables)

3 Months Ended

Aug. 31, 2018

Tables/Schedules

Schedule of Short-term Loans and Advances Outstanding

As at August 31, 2018
Principal Outstanding		Interest Rate per Annum		Accrued Interest		Total Book Value
$	6,000	6%	Non-convertible	$	319	$	6,319
	118,150	0%-12%	Former related party(1)		6,087		124,237
	40,333	0%	Advances(2)		--		40,333
$	164,483			$	6,406	$	170,889
As at May 31, 2018
Principal Outstanding		Interest Rate per Annum		Accrued Interest		Total Book Value
$	6,000	6%	Non-convertible	$	225	$	6,225
	95,570	6%-12%	Former related party		4,066		99,636
	11,598	0%	Advances		--		11,598
$	113,168			$	4,291	$	117,459

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Notes and Advances Payable Disclosure: Schedule of Former Related Party Loans Payable (Tables)

3 Months Ended

Aug. 31, 2018

Tables/Schedules

Schedule of Former Related Party Loans Payable

Date	Principal (CAD$)	Interest Rate	Additional Terms	Accrued Interest (CAD$)	Total Book Value (CAD$)
June 7, 2018	$10,500	12%	Convertible into units of the Company’s common stock at $0.10 per unit. Includes CAD$500 finance fee, added to principal. Payable on demand	$296	$10,796
July 3, 2018	$10,000	0%	Short-term loan payable within 14 days after grant. As at August 31, 2018, the loan has not been repaid and therefore was payable on demand.	--	10,000
August 1, 2018	$10,000	12%	Convertible into units of the Company’s common stock on the terms and at a price of the private placement offering open at the time of conversion. Payable on demand	99	10,099
	$30,500			$395	$30,895

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Share Capital Disclosure: Schedule of Stock Option Activity (Tables)

3 Months Ended

Aug. 31, 2018

Tables/Schedules

Schedule of Stock Option Activity

	Three months ended August 31, 2018			Year ended May 31, 2018
	Number of options	Weighted average exercise price		Number of options	Weighted average exercise price
Options outstanding, beginning	9,450,000	$	0.35	7,550,000	$	0.35
Options granted	--	$	n/a	2,050,000	$	0.35
Options expired	--	$	n/a	(150,000)	$	0.20
Options cancelled	(2,400,000)	$	0.67	--	$	n/a
Options outstanding, ending	7,050,000	$	0.24	9,450,000	$	0.35

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Share Capital Disclosure: Schedule of Stock Options Outstanding (Tables)

3 Months Ended

Aug. 31, 2018

Tables/Schedules

Schedule of Stock Options Outstanding

Exercise price	Grant date	Number of options Outstanding and exercisable
$0.05	November 25, 2014	2,500,000
$0.35	August 5, 2015	2,500,000
$0.35	August 24, 2017	2,050,000
		7,050,000

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Share Capital Disclosure: Schedule of Warrant Activity (Tables)

3 Months Ended

Aug. 31, 2018

Tables/Schedules

Schedule of Warrant Activity

	Three months ended August 31, 2018	Year ended May 31, 2018
Warrants outstanding, beginning	12,814,605	11,094,605
Warrants issued	-	1,720,000
Warrants outstanding, ending	12,814,605	12,814,605

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Share Capital Disclosure: Schedule of Warrant Details (Tables)

3 Months Ended

Aug. 31, 2018

Tables/Schedules

Schedule of Warrant Details

Exercise price	Grant Date	Number of warrants exercisable
$0.40 during the period from March 3, 2018 to March 3, 2019 $0.60 during the period from March 3, 2019 to March 3, 2020 $0.75 during the period from March 3, 2020 to March 3, 2021	March 3, 2016	2,000,000
$0.75 up to October 12, 2018 $1.00 during the period from October 12, 2018 to October 12, 2019 $1.25 during the period from October 12, 2019 to October 12, 2020 $1.50 during the period from October 12, 2020 to October 12, 2021	October 12, 2016	9,094,605
$0.50 up to October 12, 2018 $1.00 during the period from October 12, 2018 to October 12, 2019 $1.50 during the period from October 12, 2019 to October 12, 2020	October 12, 2017	1,480,000
$0.50 up to February 7, 2019 $1.00 during the period from February 7, 2019 to February 7, 2020 $1.50 during the period from February 7, 2020 to February 7, 2021	February 7, 2018	240,000
		12,814,605

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Organization and Nature of Operations: Going Concern (Details) - USD ($)	Aug. 31, 2018	May 31, 2018
Details
Accumulated deficit	$ 6,294,306	$ 6,050,841

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Related Party Transactions Disclosure: Schedule of Amounts Due to Related Parties (Details) - USD ($)	Aug. 31, 2018	May 31, 2018
Due to related parties	$ 349,186	$ 334,317
Due to the former CEO and Director
Due to related parties	53,617	54,275
Due to a Director and former CEO and President
Due to related parties	43,200	32,400
Due to the CFO
Due to related parties	25,940	20,790
Due to the VP of Technology and Operations
Due to related parties	58,608	59,035
Due to the Chief Medical Officer
Due to related parties	81,059	81,059
Due to the former VP of Corporate Strategy
Due to related parties	$ 86,762	$ 86,758

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Related Party Transactions Disclosure: Schedule of Transactions with Related Parties (Details) - USD ($)	3 Months Ended
	Aug. 31, 2018	Aug. 31, 2017
Transactions with related parties	$ 27,308	$ 128,126
Management fees incurred to the CEO
Transactions with related parties	10,800	10,800
Management fees incurred to the CFO
Transactions with related parties	3,000	3,000
Stock-based compensation incurred to the CFO
Transactions with related parties		89,556
Consulting fees incurred to the VP of Technology and Operations
Transactions with related parties	11,460	11,552
Stock-based compensation incurred to the Chief Medical Officer
Transactions with related parties		11,245
Accrued interest expense incurred to a significant shareholder
Transactions with related parties	$ 2,048	$ 1,973

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Inventory Disclosure (Details) - USD ($)	Aug. 31, 2018	May 31, 2018
Inventory	$ 13,953	$ 10,793
Supplies held for resale
Inventory	$ 13,953

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Other Current Assets Disclosure (Details) - USD ($)	Aug. 31, 2018	May 31, 2018
Other current assets	$ 24,332	$ 26,266
Prepaid expense
Other current assets	21,531	23,915
Receivables associated with GST
Other current assets	$ 2,801	$ 2,351

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Unearned Revenue Disclosure (Details) - USD ($)	Aug. 31, 2018	May 31, 2018
Unearned revenue	$ 51,490	$ 51,585
Deposits from customers
Unearned revenue	$ 51,490	$ 51,585

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Notes and Advances Payable Disclosure: Schedule of Short-term Loans and Advances Outstanding (Details) - USD ($)	Aug. 31, 2018	May 31, 2018
Principal outstanding	$ 164,483	$ 113,168
Accrued interest/accretion	6,406	4,291
Notes and advances payable	170,889	117,459
Non-convertible loan
Principal outstanding	$ 6,000	$ 6,000
Effective interest rate	6.00%	6.00%
Accrued interest/accretion	$ 319	$ 225
Notes and advances payable	6,319	6,225
Former Related Party, loan
Principal outstanding	$ 118,150	$ 95,570
Effective interest rate	12.00%	12.00%
Accrued interest/accretion	$ 6,087	$ 4,066
Notes and advances payable	124,237	99,636
Advances
Principal outstanding	40,333	11,598
Notes and advances payable	$ 40,333	$ 11,598

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Notes and Advances Payable Disclosure (Details) - USD ($)	3 Months Ended
	Aug. 31, 2018	Aug. 31, 2017
Proceeds from notes payable	$ 23,029	$ 19,318
Advances received	28,871
Interest expense	2,142	$ 7,914
Loan agreements - Mr. Jeffs
Proceeds from notes payable	$ 23,029

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Share Capital Disclosure: Schedule of Stock Option Activity (Details) - $ / shares	3 Months Ended
	Aug. 31, 2018	May 31, 2018	May 31, 2017
Details
Stock options outstanding	7,050,000	9,450,000	7,550,000
Options outsanding, weighted average exercise price	$ 0.24	$ 0.35	$ 0.35
Options cancelled	(2,400,000)

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Share Capital Disclosure: Schedule of Stock Options Outstanding (Details) - $ / shares	12 Months Ended
	May 31, 2018	May 31, 2016	May 31, 2015
Options granted November 25, 2014 (Vendors for Technology)
Exercise price (options)			$ 0.05
Stock options granted			2,500,000
Options granted August 5, 2015 (CEO, President and a member of the board)
Exercise price (options)		$ 0.35
Stock options granted		2,500,000
Options granted August 24, 2017 (CFO and Consultants)
Exercise price (options)	$ 2,050,000

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Share Capital Disclosure: Schedule of Warrant Activity (Details) - shares	12 Months Ended
	May 31, 2018	Aug. 31, 2018	May 31, 2017
Details
Number of warrants outstanding	12,814,605	12,814,605	11,094,605
Warrants issued	1,720,000

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Share Capital Disclosure: Schedule of Warrant Details (Details)	Aug. 31, 2018 shares
Number of warrants exercisable	12,814,605
Warrants granted March 3, 2016
Number of warrants exercisable	2,000,000
Warrants granted October 12, 2016
Number of warrants exercisable	9,094,605
Warrants granted October 12, 2017
Number of warrants exercisable	1,480,000
Warrants granted February 7, 2018
Number of warrants exercisable	240,000

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Subsequent Event Disclosure (Details) - USD ($)	1 Months Ended	3 Months Ended
	Oct. 15, 2018	Aug. 31, 2018	Aug. 31, 2017
Refundable deposit received for exclusive distribution rights	$ 250,000
Proceeds from notes payable		$ 23,029	$ 19,318
Loan Agreement with Mr. Jeffs
Proceeds from notes payable	$ 23,974