[X] |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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[ ] |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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99-0363802
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(State of Incorporation)
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(I.R.S. Employer Identification Number)
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Large accelerated filer
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[ ]
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Accelerated filer
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[ ]
|
|
Non-accelerated filer
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[X ]
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Smaller reporting company
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[X]
|
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Emerging Growth Company
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[X]
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PART I — FINANCIAL INFORMATION
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Page
|
|
Item 1.
|
Financial Statements:
|
|
Condensed Consolidated Balance Sheets as of July 31, 2019 (Unaudited) and April 30, 2019 (Audited)
|
3
|
|
Condensed Consolidated Statements of Operations for the Three Month Periods Ended July 31, 2019 and 2018 (Unaudited)
|
4
|
|
Condensed Consolidated Statements of Shareholders Equity for the Three Months Ended July 31, 2019 and 2018
|
5
|
|
Condensed Consolidated Statements of Cash Flows for the Three Month Periods Ended July 31, 2019 and 2018 (Unaudited)
|
6
|
|
Notes to Condensed Consolidated Financial Statements
|
7
|
|
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
14
|
Item 3.
|
Quantitative and Qualitative Disclosures about Market Risk
|
16
|
Item 4.
|
Controls and Procedures
|
16
|
PART II — OTHER INFORMATION
|
||
Item 1.
|
Legal Proceedings
|
17
|
Item 1A.
|
Risk Factors
|
17
|
Item 2
|
Unregistered Sales of Equity Securities and Use of Proceeds.
|
17
|
Item 3.
|
Defaults upon Senior Securities
|
17
|
Item 4.
|
Mine Safety Disclosure
|
17
|
Item 5.
|
Other Information
|
17
|
Item 6.
|
Exhibits
|
18
|
Signatures
|
18
|
Defense Technologies International Corp.
|
||||||||
Condensed Consolidated Balance Sheets
|
||||||||
July 31,
2019
|
April 30,
2019
|
|||||||
ASSETS
|
(Unaudited)
|
(Audited)
|
||||||
Current assets:
|
||||||||
Cash
|
$
|
16,458
|
$
|
60
|
||||
Inventory
|
2,787
|
2,787
|
||||||
Prepaid
|
--
|
10,500
|
||||||
Total current assets
|
19,245
|
13,347
|
||||||
Lease deposit
|
3,000
|
--
|
||||||
Right of use lease
|
81,805
|
--
|
||||||
Total assets
|
$
|
104,050
|
$
|
13,347
|
||||
LIABILITIES AND STOCKHOLDERS' DEFICIT
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$
|
281,146
|
$
|
283,489
|
||||
Accrued licenses agreement payable
|
48,800
|
36,300
|
||||||
Accrued interest and fees payable
|
110,805
|
209,981
|
||||||
Convertible notes payable, net of discount
|
781,323
|
959,800
|
||||||
Derivative liabilities
|
580,067
|
1,252,539
|
||||||
Payables – related parties
|
816,792
|
749,879
|
||||||
Customer deposits
|
30,375
|
--
|
||||||
Lease liability- current portion
|
37,493
|
--
|
||||||
Notes payable
|
429,226
|
429,226
|
||||||
Total current liabilities
|
3,116,027
|
3,921,214
|
||||||
Lease liability
|
44,312
|
--
|
||||||
Total liabilities
|
3,160,339
|
3,921,214
|
||||||
Commitments and Contingencies
|
--
|
---
|
||||||
Stockholders’ deficit:
|
||||||||
Preferred stock, $0.0001 par value; 20,000,000 shares authorized, Series A – 2,642,234 and 2,925,369 shares issued and outstanding, respectively
|
264
|
292
|
||||||
Series B – 520,000 shares issued and outstanding, respectively
|
52
|
52
|
||||||
Common stock, $0.0001 par value; 200,000,000 shares authorized, 8,339,644, net of treasury and 5,022,244 shares issued and outstanding, respectively
|
834
|
502
|
||||||
Additional paid-in capital
|
5,616,979
|
5,496,972
|
||||||
Accumulated deficit
|
(8,536,661
|
)
|
(9,276,082
|
)
|
||||
Total
|
(2,918,532
|
)
|
(3,778,608
|
)
|
||||
Non-controlling interest
|
(137,757
|
)
|
(129,603
|
)
|
||||
Total stockholders’ deficit
|
(3,056,289
|
)
|
(3,908,211
|
)
|
||||
Total liabilities and stockholders’ deficit
|
$
|
104,050
|
$
|
13,347
|
Defense Technologies International Corp.
|
Condensed Consolidated Statements of Operations
|
(Unaudited)
|
Three Months ended
July 31,
|
||||||||
2019
|
2018
|
|||||||
Expenses:
|
||||||||
General and administrative
|
$
|
221,822
|
$
|
168,750
|
||||
Total expenses
|
221,822
|
168,750
|
||||||
Loss from operations
|
(221,822
|
)
|
(168,750
|
)
|
||||
Other income (expense):
|
||||||||
Interest expense
|
(44,524
|
)
|
(18,661
|
)
|
||||
Gain (loss) on derivative liability
|
863,032
|
2,251,402
|
||||||
Gain (loss) on extinguishment of debt
|
204,129
|
--
|
||||||
Gain (loss) on notes
|
(69,548
|
)
|
(2,352
|
)
|
||||
Total other income (expense)
|
953,089
|
2,230,389
|
||||||
Income (loss) before income taxes
|
731,267
|
2,061,639
|
||||||
Provision for income taxes
|
--
|
--
|
||||||
Net income (loss) before non-controlling interest
|
731,267
|
2,061,639
|
||||||
Non- controlling interest in net loss of the consolidated subsidiary
|
8,154
|
6,095
|
||||||
Net income (loss) attributed to the Company
|
$
|
739,421
|
$
|
2,067,734
|
||||
Net income (loss) per common share:
|
||||||||
Basic
|
$
|
0.10
|
$
|
1.56
|
||||
Diluted
|
$
|
0.00
|
$
|
0.51
|
||||
Weighted average common shares outstanding:
|
||||||||
Basic
|
7,603,100
|
1,318,837
|
||||||
Diluted
|
51,688,646
|
4,017,317
|
Preferred
stock
|
Common Stock
|
Additional Paid-In |
Accumulated | Non-Controlling |
Total
Stockholders’
|
|||||||||||||||||||||||||||
Shares
|
Amount
|
Shares
|
Amount
|
Capital
|
Deficit
|
Interest
|
Deficit
|
|||||||||||||||||||||||||
Balance, April 30, 2018
|
3,797,369
|
$
|
380
|
1,283,758
|
$
|
128
|
$
|
5,076,110
|
$
|
(9,745,809
|
)
|
$
|
(15,596
|
)
|
$
|
(4,684,787
|
)
|
|||||||||||||||
Common stock issued for debt
|
--
|
--
|
224,062
|
23
|
39,755
|
--
|
--
|
39,778
|
||||||||||||||||||||||||
Net loss
|
--
|
--
|
--
|
--
|
--
|
2,067,734
|
(6,095
|
)
|
2,061,639
|
|||||||||||||||||||||||
Balance, July 31, 2018
|
3,797,369
|
380
|
1,507,820
|
151
|
5,115,865
|
(7,678,075
|
)
|
(21,691
|
)
|
(2,583,369
|
)
|
|||||||||||||||||||||
Balance April 30, 2019
|
3,445,369
|
344
|
5,022,244
|
502
|
5,496,972
|
(9,276,082
|
)
|
(129,603
|
)
|
(3,908,211
|
)
|
|||||||||||||||||||||
Common stock issued for the conversion of series A preferred shares
|
(283,135
|
)
|
(28
|
)
|
2,831,350
|
283
|
(255
|
)
|
--
|
--
|
--
|
|||||||||||||||||||||
Common stock issued for service
|
--
|
--
|
325,000
|
33
|
80,567
|
--
|
--
|
80,600
|
||||||||||||||||||||||||
Common stock issued for debt conversion
|
--
|
--
|
161,050
|
16
|
39,695
|
--
|
--
|
39,711
|
||||||||||||||||||||||||
Net income (loss)
|
--
|
--
|
--
|
--
|
--
|
739,421
|
(8,154
|
)
|
731,267
|
|||||||||||||||||||||||
Balance July 31, 2019
|
3,162,234
|
$
|
316
|
8,339,644
|
$
|
834
|
$
|
5,616,979
|
$
|
(8,536,661
|
)
|
$
|
(137,757
|
)
|
$
|
(3,056,289
|
)
|
Defense Technologies International Corp.
|
Condensed Consolidated Statements of Cash Flows
|
(Unaudited)
|
Three Months Ended
July 31,
|
||||||||
2019
|
2018
|
|||||||
Net income (loss)
|
$
|
731,267
|
$
|
2,061,639
|
||||
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
|
||||||||
Common shares issued for services
|
80,600
|
--
|
||||||
Amortization of debt discount to interest expense
|
19,145
|
--
|
||||||
(Gain) loss on derivative liability
|
(863,032
|
)
|
(2,251,402
|
)
|
||||
(Gain) loss on debt extinguishment
|
(204,129
|
)
|
--
|
|||||
Loss on note
|
69,548
|
8,093
|
||||||
Operating lease expense
|
9,669
|
--
|
||||||
Change in operating assets and liabilities:
|
||||||||
Prepaid
|
7,500
|
--
|
||||||
(Increase) decrease in inventory
|
--
|
(2,787
|
)
|
|||||
Increase (decrease) in accounts payable
|
27,709
|
(51,149
|
)
|
|||||
Customer deposits
|
30,375
|
--
|
||||||
Operating lease liability
|
(9,669
|
)
|
--
|
|||||
Increase in payables – related parties
|
66,913
|
115,781
|
||||||
Net cash provided by (used in) operating activities
|
(34,102
|
)
|
(119,825
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Repayment of convertible notes payable
|
(65,000
|
)
|
(35,000
|
)
|
||||
Proceeds from convertible notes
|
115,500
|
--
|
||||||
Proceeds from notes payable
|
--
|
275,000
|
||||||
Net cash provided by (used in) financing activities
|
50,500
|
240,000
|
||||||
Net increase (decrease) in cash
|
16,398
|
120,175
|
||||||
Cash at beginning of period
|
60
|
8
|
||||||
Cash at end of period
|
$
|
16,458
|
$
|
120,183
|
||||
Supplement Disclosures
|
||||||||
Interest Paid
|
$
|
--
|
$
|
--
|
||||
Income tax Paid
|
$
|
--
|
$
|
--
|
||||
Noncash financing and investing activities
|
||||||||
Common stock issued for convertible debt
|
$
|
39,711
|
$
|
39,779
|
||||
Note payable issued for accounts payable
|
$
|
--
|
$
|
114,226
|
||||
Common shares issued for preferred shares
|
$
|
283
|
$
|
--
|
Level 1 –
|
Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in
sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.
|
Level 2 –
|
Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date and includes those financial
instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors,
and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be
derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate
swaps, options and collars.
|
Level 3 –
|
Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in
management’s best estimate of fair value.
|
Level 1
|
Level 2
|
Level 3
|
||||||||||
Fair value of derivative liability as of April 30, 2019
|
$
|
--
|
$
|
--
|
$
|
1,252,539
|
||||||
Debt discount related to new debt
|
--
|
--
|
(13,569
|
)
|
||||||||
Day one measurement of new debt
|
--
|
--
|
--
|
|||||||||
Change in fair value of the derivative
|
--
|
--
|
(863,032
|
)
|
||||||||
Gain on debt extinguishment
|
--
|
--
|
204,129
|
|||||||||
Balance at July 31, 2019
|
$
|
--
|
$
|
--
|
$
|
580,067
|
Risk-free interest rate
|
2.39%
|
Expected life in years
|
0.25 to 1.00
|
Dividend yield
|
0%
|
Expected volatility
|
442.00%
|
Shares |
Weighted Average Exercise Price |
Weighted Average
Remaining Contract Term (Years) |
Aggregate Intrinsic Value |
|||||||||||||
Outstanding at April 30, 2019
|
850,000
|
$
|
1.14
|
2.75
|
$
|
816,000
|
||||||||||
Granted
|
--
|
$
|
--
|
|||||||||||||
Exercised
|
--
|
$
|
--
|
|||||||||||||
Forfeited or expired
|
--
|
$
|
--
|
|||||||||||||
Outstanding and exercisable at July 31, 2019
|
850,000
|
$
|
1.14
|
2.50
|
$
|
875,500
|
a)
|
Administration Agreement with EMAC Handel’s AG, renewed effective May 1, 2017 for a period of three years. Monthly fee for administration services of $5,000, office rent of $250 and office supplies of $125.
Extraordinary expenses are invoiced by EMAC on a quarterly basis. The fee may be paid in cash and or with common stock.
|
b)
|
Service Agreement signed April 25, 2016 with Merrill W. Moses, President, Director and CEO, for services of $7,500 per
month beginning May 2016 and the issuance of 233 restricted common shares of the Company. The fees may be paid in cash and or with common stock.
|
c)
|
Service Agreement signed May 20, 2016 with Charles C. Hooper, Director, for services of $5,000 per month beginning May
2016 and the issuance of 233 restricted common shares of the Company. The fees may be paid in cash and or with common stock.
|
d)
|
Administration and Management Agreement of PSSI signed January 12, 2017 with EMAC Handel Investments AG, for general
fees of $5,000 per month, office rent of $250 and telephone of $125 beginning January 2017, the issuance of 2,000 common shares of PSSI and a 12% royalty calculated on defines sales revenues payable within 10 days after the monthly sales.
|
e)
|
Service Agreement of PSSI signed January 12, 2017 with Merrill W. Moses, President, Director and CEO, for services of
$2,500 per month beginning February 2017 and the issuance of 333 common shares of PSSI.
|
f)
|
Business Development and Consulting Agreement of PSSI signed January 15, 2017 with WSMG Advisors, Inc., for finder’s
fees of 10% of funding raised for PSSI and the issuance of 1,000 common shares of PSSI.
|
•
|
Royalty payments of 5% of gross sale from the license agreement will be calculated and paid quarterly with a minimum of $12,500 paid each quarter.
|
•
|
All payment will be in US dollars or stock of the Company and or its subsidiary. The value of the stock will be a discount to market of 25% of the average trading price for
the 10 days prior to conversion. The number of shares received by Control Capture prior to any reverse split are anti-dilutive.
|
•
|
Invoices for parts and materials will be billed separate of the license fees noted above.
|
Fiscal Year
|
||||
2020
|
$
|
29,250
|
||
2021
|
$
|
39,000
|
||
2022
|
19,500
|
|||
Total
|
$
|
87,750
|
Exhibit No.
|
Description of Exhibit
|
31.1
|
|
32.1
|
|
101 INS*
|
|
101SCH*
|
|
101 CAL*
|
|
101 DEF*
|
|
101 LAB*
|
|
101 PRE*
|
|
DEFENSE TECHNOLOGIES INTERNATIONAL CORP.
|
Date: September 23, 2019
|
By: /s/ Merrill W. Moses
|
Merrill W. Moses
|
|
|
Chief Executive Officer
|
Acting Chief Financial Officer
|
I, Merrill W. Moses, certify that:
|
||
1.
|
I have reviewed this quarterly report on Form 10-Q of DEFENSE TECHNOLGIES INTERNATIONAL 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 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 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 (the
registrant's fourth fiscal quarter in the case of an annual report) 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 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 control over financial reporting.
|
(1)
|
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 result of operations of the Company.
|
3. Investments (Details) |
Jul. 31, 2019
USD ($)
|
---|---|
Details | |
Investments | $ 378,600 |
7. Fair Value Measurements and Derivative Liabilities: Schedule of Derivative Liability Related to the Conversion Feature (Details) - USD ($) |
3 Months Ended | ||
---|---|---|---|
Jul. 31, 2019 |
Jul. 31, 2018 |
Apr. 30, 2019 |
|
Gain (loss) on extinguishment of debt | $ 204,129 | $ 0 | |
Fair Value, Inputs, Level 3 | |||
Derivative Liability | 580,067 | $ 1,252,539 | |
Debt discount related to new debt | (13,569) | ||
Day one measurement of new debt | 0 | ||
Change in fair value of the derivative | (863,032) | ||
Gain (loss) on extinguishment of debt | $ 204,129 |
12: Subsequent Events |
3 Months Ended |
---|---|
Jul. 31, 2019 | |
Notes | |
12: Subsequent Events | NOTE 12: SUBSEQUENT EVENTS
On August 7, 2019 the Company issued 253,200 to two individuals with a value of $34,182 for services.
The Company has evaluated subsequent events to determine events occurring after July 31, 2019 through September 20, 2019 that would have a material impact on the Companys financial results or require disclosure and have determined none exist other than those noted above in this footnote. |
8. Equity |
3 Months Ended |
---|---|
Jul. 31, 2019 | |
Notes | |
8. Equity | NOTE 8: EQUITY
Common Stock
During the three month period ended July 31, 2018, the Company issued 224,062 shares of its common stock in the conversion of debt of $39,778.
On May 10, 2019 the Company issued 150,000 shares of common stock to First Fire Financial as part of a debt settlement with a value of $37,501.
On May 20, 2019 the Company issued 2,831,350 shares of its common stock for the conversion of 283,135 for Series A preferred with a value of $283.
On July 10, 2019 the Company issued 11,050 shares of common stock to Ionic for debt settlement with a value of $2,210.
During the three month period ended July 31, 2019, the Company issued 325,000 shares of its common stock for service with a value of $80,600.
Preferred Stock
The Company has 20,000,000 shares of $0.0001 par value preferred stock authorized and has designated Series A and Series B preferred stock. Each share of the Series A preferred stock is convertible into ten common shares and carries voting rights on the basis of 100 votes per share. Each share of the Series B preferred stock is convertible into ten common shares and carries no voting rights.
On May 20, 2019 the Company issued 2,831,350 shares of its common stock for the conversion of 283,135 for Series A preferred with a value of $283.
As of July 31, 2019 the Company had 2,642,234 Series A and 520,000 Series B preferred share issued and outstanding. |
4. Related Party Transactions |
3 Months Ended |
---|---|
Jul. 31, 2019 | |
Notes | |
4. Related Party Transactions | NOTE -4: RELATED PARTY TRANSACTIONS
Management and administrative services are currently compensated as per a Service Agreement between the Company and its Chief Executive Officer and Director executed on April 25, 2016 and a Service Agreement with the subsidiary PSSI executed on January 12, 2017, a Service Agreement between the Company and a Director executed on May 20, 2016, and an Administration Agreement with a related party executed on March 15, 2011 and renewed on May 1, 2017 plus the assumption of a Service Agreement with the subsidiary PSSI assumed on January 12, 2017, whereby the fee is based on services provided and invoiced by the related parties on a monthly basis and the fees are paid in cash when possible or with common stock. The Company also, from time to time, has some of its expenses paid by related parties with the intent to repay. These types of transactions, when incurred, result in payables to related parties in the Companys consolidated financial statements as a necessary part of funding the Companys operations.
As of July 31, 2019, and April 30, 2019, the Company had payable balances due to related parties totaling $816,792 and $749,879, respectively, which resulted from transactions with these related parties and other significant shareholders. |
7. Fair Value Measurements and Derivative Liabilities: Schedule of Assumptions Used (Tables) |
3 Months Ended | ||||||||
---|---|---|---|---|---|---|---|---|---|
Jul. 31, 2019 | |||||||||
Tables/Schedules | |||||||||
Schedule of Assumptions Used |
|
1. Nature of Operations and Continuation of Business: Impairment of Long-lived Assets (Policies) |
3 Months Ended |
---|---|
Jul. 31, 2019 | |
Policies | |
Impairment of Long-lived Assets | Impairment of Long-Lived Assets
We continually monitor events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, we assess the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. On April 30, 2019 the Company elected to impair its licenses agreement of $378,600 so as of July 31, 2019, no impairment of asset was necessary. |
11: Lease: Schedule of Future Minimum Lease Payments for Capital Leases (Details) |
Jul. 31, 2019
USD ($)
|
---|---|
Details | |
Capital Leases, Future Minimum Payments Due in Two Years | $ 29,250 |
Capital Leases, Future Minimum Payments Due in Three Years | 39,000 |
Capital Leases, Future Minimum Payments Due in Four Years | 19,500 |
Capital Leases, Future Minimum Payments Due | $ 87,750 |
9. Stock Options and Warrants: Disclosure of Share-based Compensation Arrangements by Share-based Payment Award (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||
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Jul. 31, 2019 | |||||||||||||||||||||||||||||||||||||||||||
Tables/Schedules | |||||||||||||||||||||||||||||||||||||||||||
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award |
|
1. Nature of Operations and Continuation of Business: Net Income (Loss) Per Common Share (Policies) |
3 Months Ended |
---|---|
Jul. 31, 2019 | |
Policies | |
Net Income (Loss) Per Common Share | Net Income (Loss) per Common Share
Basic net income or loss per common share is calculated by dividing the Companys net income or loss by the weighted average number of common shares outstanding during the period. Diluted net income or loss per common share is calculated by dividing the Companys net income or loss by sum of the weighted average number of common shares outstanding and the dilutive potential common share equivalents then outstanding. Potential dilutive common share equivalents consist of shares issuable upon exercise of outstanding stock options and warrants, using the treasury stock method and the average market price per share during the period, and conversion of convertible debt, using the if converted method. As of July 31, 2019, the Company had potential shares issuable under convertible preferred shares, outstanding options, warrants and convertible debt of 44,085,546 shares. With the income in operations for the three-month period ended July 31, 2019, the additional shares were determined to be dilutive and were used in the calculation of net income per share on a diluted basis. |
1. Nature of Operations and Continuation of Business |
3 Months Ended |
---|---|
Jul. 31, 2019 | |
Notes | |
1. Nature of Operations and Continuation of Business | NOTE -1: BASIS OF PRESENTATION AND ORGANIZATION
Defense Technologies International Corp. (the "Company ") was incorporated in the State of Delaware on May 27, 1998. Effective June 15, 2016, the Company changed its name to Defense Technologies International Corp. from Canyon Gold Corp. to more fully represent the Company's expansion goals into the advanced technology sector.
On October 19, 2016, the Company entered into a Definitive Agreement with Controlled Capture Systems, LLC (CCS), representing the inventor of the technology and assets previously acquired by DTC, that included a new exclusive Patent License Agreement and Independent Contractor agreement. Under the license agreement with CCS, the Company acquired the world-wide exclusive rights and privileges to the CCS security technology, patents, products and improvements. The Company agreed to pay CCS an initial licensing fee of $25,000 and to pay ongoing royalties as defined in the Definitive Agreement. On May 30, 2018 the Company and Control Capture Systems, LLC amended their license agreement as follows (1) Royalty payments of 5% of gross sale from the license agreement will be calculated and paid quarterly with a minimum of $12,500 paid each quarter (2) All payment will be in US dollars or stock of the Company and or its subsidiary. The value of the stock will be a discount to market of 25% of the average trading price for the 10 days prior to conversion. The number of shares received by Control Capture prior to any reverse split are anti-dilutive (3)Invoices for parts and materials will be billed separate of the license fees noted above.
Effective January 12, 2017, Passive Security Scan, Inc. ("PSSI") was incorporated in the state of Utah as subsidiary controlled by the Company. The Company transferred to PSSI its exclusive world-wide license to the defense, detection and protection security products previously acquired by the Company. The Company currently owns 76.28% of PSSI with 23.72% acquired by several individuals and entities. The Company plans to continue the development of the technology and conduct all sales and marketing activities in PSSI.
On January 19, 2018 the Board of Directors, with the approval of a majority of the shareholders, passed a resolution to effect a reverse split of the Companys outstanding common stock on a 1 share for 1,500 shares (1:1500) basis. The split became effective with FINRA on March 20, 2018, or as soon thereafter as practicable. The number of shares in the financials are reflective of the reverse split.
Basis of Presentation
These condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States. The Companys fiscal year end is April 30.
The interim condensed consolidated financial statements have been prepared without audit in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Securities and Exchange Commission (SEC) Form 10-Q. They do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these unaudited interim condensed consolidated financial statements should be read in conjunction with the Companys audited financial statements and notes thereto for the year ended April 30, 2019 included in its Annual Report on Form 10-K filed with the SEC.
The interim condensed consolidated financial statements included herein are unaudited; however, they contain all normal recurring accruals and adjustments that, in the opinion of management, are necessary to present fairly the Companys consolidated financial position as of July 31, 2019, the consolidated results of its operations and its consolidated cash flows for the three months ended July 31, 2019 and 2018 The results of operations for any interim period are not necessarily indicative of the results to be expected for the full fiscal year.
Consolidation and Non-Controlling Interest
These consolidated financial statements include the accounts of the Company, and its majority-owned subsidiary, PSSI, from its formation on January 12, 2017 to date. All inter-company transactions and balances have been eliminated.
Inventory
Inventories are stated at the lower of cost using the first-in, first-out (FIFO) cost method of accounting. Inventories as of July 31, 2019 consist of parts used in assembly of the units being sold with no work in progress or finished goods. As of July 31, 2019 and 2018 the value of the inventory was $2,787 and zero, respectively.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Impairment of Long-Lived Assets
We continually monitor events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, we assess the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. On April 30, 2019 the Company elected to impair its licenses agreement of $378,600 so as of July 31, 2019, no impairment of asset was necessary.
Net Income (Loss) per Common Share
Basic net income or loss per common share is calculated by dividing the Companys net income or loss by the weighted average number of common shares outstanding during the period. Diluted net income or loss per common share is calculated by dividing the Companys net income or loss by sum of the weighted average number of common shares outstanding and the dilutive potential common share equivalents then outstanding. Potential dilutive common share equivalents consist of shares issuable upon exercise of outstanding stock options and warrants, using the treasury stock method and the average market price per share during the period, and conversion of convertible debt, using the if converted method. As of July 31, 2019, the Company had potential shares issuable under convertible preferred shares, outstanding options, warrants and convertible debt of 44,085,546 shares. With the income in operations for the three-month period ended July 31, 2019, the additional shares were determined to be dilutive and were used in the calculation of net income per share on a diluted basis.
Recent Accounting Pronouncements
In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, "Leases (Topic 842)". The amendments in this ASU revise the accounting related to lessee accounting. Under the new guidance, lessees is required to recognize a lease liability and a right-of-use asset for all leases. The new lease guidance also simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities. The amendments in this ASU are effective for public companies for fiscal years beginning after December 15, 2018 and are to be applied through a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. Early adoption is permitted. The Company has adopted the new accounting pronouncement and is recording a lease use asset and lease liability as of July 31, 2019. |
Condensed Consolidated Balance Sheets - Parenthetical - $ / shares |
Jul. 31, 2019 |
Apr. 30, 2019 |
---|---|---|
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | |
Preferred Stock, Shares Authorized | 20,000,000 | |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 8,339,644 | 5,022,244 |
Common Stock, Shares, Outstanding | 8,339,644 | 5,022,244 |
Series A Preferred Stock | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Shares Issued | 2,642,234 | 2,925,369 |
Preferred Stock, Shares Outstanding | 2,642,234 | 2,925,369 |
Series B Preferred Stock | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Shares Issued | 520,000 | 520,000 |
Preferred Stock, Shares Outstanding | 520,000 | 520,000 |
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