10-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K /A

Amendment No. 1

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended April 30, 2019

Or

[  ] 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 000-55880

BLGI, INC.

(Exact name of registrant as specified in its charter)

Florida	46-2500923
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
207 W. Division Street, Suite 137 Chicago, Illinois	60622
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number   (773) 683-1671

Securities registered under Section 12(b) of the Act: None

Securities registered under Section 12(g) of the Act: Common Stock

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [  ] No [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [  ] No [X]

Indicate by check mark whether the issuer (1) 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. [X]

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 [X]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]

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

Large accelerated filer	[  ]	Accelerated filer	[  ]
Non-accelerated filer	[  ]	Smaller reporting company	[X]
(Do not check if a 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 [X]

The aggregate market value of the common stock held by non-affiliates of the registrant, as of October 31, 2018, the last business day of the second fiscal quarter, was approximately $1,295,371.71 based on a total number of shares of our common stock outstanding on that day of 166,073,296 and a closing price of $0.0078. Shares of common stock held by each director, each officer and each person who owns 10% or more of the outstanding common stock have been excluded from this calculation in that such persons may be deemed to be affiliates. The determination of affiliate status is not necessarily conclusive.

The registrant had 29,112,661 shares of its common stock issued and outstanding as of February 17, 2021 .

DOCUMENTS INCORPORATED BY REFERENCE:

None.

EXPLANATORY NOTE

The purpose of this Amendment No. 1 to BLGI, Inc.’s (the “Company”) Annual Report on Form 10-K for the fiscal year ended April 30, 2019 (“Form 10-K/A”) is to submit Exhibit 101 to the Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 29, 2020 (the “Form 10-K”), in accordance with Rule 405 of Regulation S-T. Exhibit 101 consists of the Interactive Data Files (the “Interactive Data Files”) required to be filed with the Form 10-K.

The following events, each of which occurred after the original filing date of the Form 10-K, are applicable with respect to the executive officers executing this Form 10-K/A, the change of the Company’s name, since the original filing date of the Form 10-K, and differences in the number of outstanding shares, since the original filing date of the Form 10-K:

● Effective June 29, 2020, Jeremy Towning resigned as Chief Executive Officer;

● Effective June 29, 2020, the Company appointed Lawrence P. Cummins as Chief Executive Officer and as a member of the Company’s board of directors;

● Effective October 15, 2020, the Company changed its name from Black Cactus Global, Inc. to BLGI, Inc.; and

● Effective October 15, 2020, the Company effected a 1-for-20 reverse stock split of its shares of common stock, par value $0.0001 per share; provided, however, that no changes or adjustments have been made to the financial information in the Form 10-K to reflect such reverse stock split.

Other than the submission of the Interactive Data Files, no other changes, revisions, or updates have been made to the Form 10-K in this Form 10-K/A, which speaks as of the original filing date of the Form 10-K and does not reflect any events that may have occurred subsequent to the filing date of the Form 10-K.

Item 15. Exhibits and Financial Statement Schedules.

(b) Exhibits

Exhibit Number	Description
3.1(i)	Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the registrant’s registration statement on Form S-1 filed with the Commission on May 23, 2013).
3.1(ii)	Amendment to Articles of Incorporation (incorporated by reference to Exhibit 3.3 to the registrant’s Current Report on Form 8-K filed with the Commission on June 9, 2014).
3.1(iii)	Amendment to Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed with the Commission on December 1, 2017).
3.2	By-Laws (incorporated by reference to Exhibit 3.2 to the registrant’s registration statement on Form S-1 filed with the Commission on May 23, 2013).
4.1	Specimen Stock Certificate (incorporated by reference to Exhibit 4.1 to the registrant’s registration statement on Form S-1 filed with the Commission on May 23, 2013).
4.2	Senior Secured Convertible Promissory Note (incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed with the Commission on December 15, 2017)

continued

- 2 -

Exhibit Number	Description
4.3	Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed with the Commission on December 15, 2017)
4.4	Security Agreement (incorporated by reference to Exhibit 4.3 to the registrant’s Current Report on Form 8-K filed with the Commission on December 15, 2017)
4.5	Intellectual Property Security Agreement (incorporated by reference to Exhibit 4.4 to the registrant’s Current Report on Form 8-K filed with the Commission on December 15, 2017)
4.6	Subsidiary Guarantee Agreement (incorporated by reference to Exhibit 4.5 to the registrant’s Current Report on Form 8-K filed with the Commission on December 15, 2017)
4.7	Form of Senior Secured Convertible Promissory Note issued to Bellridge Capital, L.P. in November 2017 (incorporated by reference to Exhibit 4.7 to the registrant’s Registration Statement on Form S-1 filed with the Commission on April 24, 2018)
4.8	Form of Financial Advisory Common Stock Purchase Warrant issued to Aegis Capital Corp. (incorporated by reference to Exhibit 4.8 to the registrant’s Registration Statement on Form S-1 filed with the Commission on April 24, 2018)
4.9	Form of Common Stock Purchase Warrants issued to Bellridge Capital, L.P. in April 2017 (incorporated by reference to Exhibit 4.9 to the registrant’s Registration Statement on Form S-1 filed with the Commission on April 24, 2018)
4.10	Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (1)
10.1	Definitive Acquisition Agreement dated June 18, 2017 by and among the registrant and the BitReturn shareholders (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed with the Commission on June 27, 2017).
10.2	Securities Purchase Agreement dated November 27, 2017 by and among the registrant and Black Cactus, LLC (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed with the Commission on December 15, 2017)
10.3	Registration Rights Agreement dated November 27, 2017 by and among the Registrant and Black Cactus, LLC (incorporated by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed with the Commission on December 15, 2017)
10.4	Amendment to Registration Rights Agreement, dated November 27, 2017 (Amendment dated April 13, 2018) (incorporated by reference to Exhibit 10.4 to the registrant’s Registration Statement on Form S-1 filed with the Commission on April 24, 2018)
10.5	Amendment to Securities Purchase Agreement, dated November 27, 2017 (Amendment dated April 5, 2018) (incorporated by reference to Exhibit 10.5 to the registrant’s Registration Statement on Form S-1 filed with the Commission on April 24, 2018)
10.6	Securities Purchase Agreement, dated April 5, 2018 (incorporated by reference to Exhibit 10.6 to the registrant’s Registration Statement on Form S-1 filed with the Commission on April 24, 2018)
10.7	Registration Rights Agreement, dated April 13, 2018 (incorporated by reference to Exhibit 10.7 to the registrant’s Registration Statement on Form S-1 filed with the Commission on April 24, 2018)
10.8	Software License Agreement, dated August 24, 2019, between Charteris, Mackie, Baillie & Cummins Limited and Black Cactus Global, Inc. (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report for the quarter ended October 31, 2018)
10.9	Assignment Agreement, dated November 15, 2019, between Charteris, Mackie, Ballie & Cummins Limited and Black Cactus Global, Inc. (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report for the quarter ended October 31, 2018)
21.1	Subsidiaries of the Registrant (1)
31.1 *	Certification of CEO pursuant to Rule 13a-14(a)/15d-14(a), pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 *	Certification of CFO pursuant to Rule 13a-14(a)/15d-14(a), pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 *	Certification of CEO pursuant to 18 U.S.C. Section 1350, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2 *	Certification of CFO pursuant to 18 U.S.C. Section 1350, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance File
101.SCH	XBRL Schema File
101.CAL	XBRL Calculation File
101.DEF	XBRL Definition File
101.LAB	XBRL Label File
101.PRE	XBRL Presentation File

__________

* Filed herewith

(1) Filed previously as an exhibit to the Form 10-K.

- 3 -

SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) 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.

	BLGI, INC.
Date: February 19, 2021	By:	/s/ Lawrence P. Cummins
		Lawrence P. Cummins, Chief Executive Officer

Date: February 19, 2021	By:	/s/ Jeremy Towning
		Jeremy Towning, Chief Financial Officer and Director (Principal Financial Officer and Principal Accounting Officer)

- 4 -

EX-31

Exhibit 31.1

CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a)

OF THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Lawrence P. Cummins , certify that:

1.	I have reviewed this Amendment No. 1 to the annual report on Form 10-K for the year ended April 30, 2019 of BLGI, Inc. ;
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 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 the 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(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 control over financial reporting.

Date: February 19, 2021 /s/ Lawrence P. Cummins Lawrence P. Cummins Chief Executive Officer (Principal Executive Officer)

EX-31

Exhibit 31.2

CERTIFICATION PURSUANT TO RULE 13a-14(a)/15d-14(a)

OF THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Jeremy Towning, certify that:

1.	I have reviewed this Amendment No. 1 to the annual report on Form 10-K for the year ended April 30, 2019 of BLGI, Inc. ;
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 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 the 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(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 control over financial reporting.

Date: February 19, 2021 /s/ Jeremy Towning Jeremy Towning Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

EX-32

Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S. C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with Amendment No. 1 to the Annual Report of BLGI, Inc. , (the “Company”) on Form 10-K for the year ended April 30, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Lawrence P. Cummins , Chief Executive Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002, that, to my knowledge:

(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 results of operations of the Company.

Date: February 19, 2021 /s/ Lawrence P. Cummins Lawrence P. Cummins Chief Executive Officer (Principal Executive Officer)

EX-32

Exhibit 32.2

CERTIFICATION PURSUANT TO 18 U.S. C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with Amendment No. 1 to the Annual Report of BLGI, Inc. , (the “Company”) on Form 10-K for the year ended April 30, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jeremy Towning, Chief Financial Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002, that, to my knowledge:

(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 results of operations of the Company.

Date: February 19, 2021 /s/ Jeremy Towning Jeremy Towning Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

XML

Cover - USD ($)	12 Months Ended
	Apr. 30, 2019	Feb. 17, 2021	Oct. 31, 2018
Cover [Abstract]
Entity Registrant Name	BLGI, INC.
Entity Central Index Key	0001575345
Document Type	10-K/A
Document Period End Date	Apr. 30, 2019
Amendment Flag	true
Amendment Description	EXPLANATORY NOTE: The purpose of this Amendment No. 1 to BLGI, Inc.’s (the “Company”) Annual Report on Form 10-K for the fiscal year ended April 30, 2019 (“Form 10-K/A”) is to submit Exhibit 101 to the Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 29, 2020 (the “Form 10-K”), in accordance with Rule 405 of Regulation S-T. Exhibit 101 consists of the Interactive Data Files (the “Interactive Data Files”) required to be filed with the Form 10-K. The following events, each of which occurred after the original filing date of the Form 10-K, are applicable with respect to the executive officers executing this Form 10-K/A, the change of the Company’s name, since the original filing date of the Form 10-K, and differences in the number of outstanding shares, since the original filing date of the Form 10-K: 1) Effective June 29, 2020, Jeremy Towning resigned as Chief Executive Officer; 2) Effective June 29, 2020, the Company appointed Lawrence P. Cummins as Chief Executive Officer and as a member of the Company’s board of directors; 3) Effective October 15, 2020, the Company changed its name from Black Cactus Global, Inc. to BLGI, Inc.; and 4) Effective October 15, 2020, the Company effected a 1-for-20 reverse stock split of its shares of common stock, par value $0.0001 per share; provided, however, that no changes or adjustments have been made to the financial information in the Form 10-K to reflect such reverse stock split. Other than the submission of the Interactive Data Files, no other changes, revisions, or updates have been made to the Form 10-K in this Form 10-K/A, which speaks as of the original filing date of the Form 10-K and does not reflect any events that may have occurred subsequent to the filing date of the Form 10-K.
Current Fiscal Year End Date	--04-30
Entity File Number	000-55880
Entity Incorporation, State Code	FL
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Reporting Status Current	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Smaller Reporting Company	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		29,112,661
Entity Public Float			$ 1,295,371
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2019

XML

BALANCE SHEETS - USD ($)	Apr. 30, 2019	Apr. 30, 2018
CURRENT ASSETS
Cash and cash equivalents		$ 252
Due from related parties (Note 7)		327,541
Prepaid expenses and other assets (Note 6)	3,230	164,020
TOTAL ASSETS	3,230	491,813
CURRENT LIABILITIES
Accounts payable and accrued liabilities (Note 8)	573,615	304,737
Amount payable for BitReturn (Note 12)	350,000	350,000
Convertible debentures (Note 10)	1,368,423	44,791
Loans payable (Note 9)	64,076	208,225
Total Liabilities	2,356,114	907,753
STOCKHOLDERS' DEFICIT
Preferred stock, $0.0001 par value; 10,000,000 shares authorized, of which 10,000 shares designated as Series A, no shares issued and outstanding (Note 14)
Common stock, $0.0001 par value; 490,000,000 shares authorized; 166,073,296 and 166,673,296 shares issued and 166,073,296 and 113,473,296 shares outstanding as of April 30, 2019 and 2018, respectively (Note 14)	16,608	11,347
Common stock in treasury, $0.0001 par value; Nil and 53,200,000 shares as of April 30, 2019 and 2018, respectively (Note 14)		1
Shares issuable (Note 13(e))	420,000	420,000
Additional paid-in capital	7,696,236	5,343,588
Accumulated deficit	(10,485,728)	(6,190,876)
Total Stockholders' Deficit	(2,352,884)	(415,940)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 3,230	$ 491,813

XML

BALANCE SHEETS (Parenthetical) - $ / shares	Apr. 30, 2019	Apr. 30, 2018
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized	10,000,000	10,000,000
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized	490,000,000	490,000,000
Common stock, issued	166,073,296	166,673,296
Common stock, outstanding	166,073,296	113,473,296
Common stock in treasury, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock in treasury,shares	53,200,000	53,200,000
Series A Preferred Stock [Member]
Preferred stock, authorized	10,000	10,000

XML

STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($)	12 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
OPERATING EXPENSES
Consulting (Note 13)	$ 108,133	$ 2,290,710
General and administrative	28,602	122,390
Investor relations	71,333	105,667
Professional fees	158,772	237,597
Product development and website costs (Note 12)		2,349,566
Stock-based compensation (Note 14)	1,875,000
TOTAL OPERATING EXPENSES	(2,241,840)	(5,105,930)
OTHER EXPENSES
Accretion of discounts on convertible debentures (Note 10)	(972,750)	(44,791)
Allowance for receivables (Note 7)	(339,554)
Loss on settlement of debt (Note 9(c))	(201,500)	(744,350)
Interest expense	(539,208)	(43,228)
Write-off on loan advanced		(50,000)
NET LOSS AND COMPREHENSIVE LOSS	$ (4,294,852)	$ (5,988,299)
NET LOSS PER COMMON SHARE, BASIC AND DILUTED (in dollars per share)	$ (0.02)	$ (0.05)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED (in shares)	194,033,844	124,267,460

XML

STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Treasury Amount [Member]	Shares Issuable [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Total
Balance at beginning at Apr. 30, 2017		$ 8,300		$ 14,000	$ 74,559	$ (202,577)	$ (105,718)
Balance at beginning (in shares) at Apr. 30, 2017		83,000,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for cash		$ 140		(14,000)	13,860
Issuance of common stock for cash (in shares)		1,400,000
Issuance of common stock for domain name		$ 1,000			1,899,000		1,900,000
Issuance of common stock for domain name (in shares)		10,000,000
Issuance of common stock for services		$ 565			1,376,434		1,376,999
Issuance of common stock for services (in shares)		5,650,000
Discount on loan payable					477		477
Issuance of common stock as part of convertible debt financing		$ 279			100,553		100,832
Issuance of common stock as part of convertible debt financing (in shares)		2,793,296
Issuance of common stock to settle loans payable		$ 1,063			1,274,537		1,275,600
Issuance of common stock to settle loans payable (in shares)		10,630,000
Stock-based compensation
Beneficial conversion features and warrants associated with convertible debt					604,168		604,168
Shares issuable for services				420,000			420,000
Issuance of common stock for executive license agreement		$ 6,000			6,594,000		6,600,000
Issuance of common stock for executive license agreement (in shares)		60,000,000
Cancellation of common stock for executive license agreement		$ (6,000)			(6,594,000)		(6,600,000)
Cancellation of common stock for executive license agreement (in shares)		(60,000,000)
Treasury stock			1				1
Treasury stock (in shares)		53,200,000
Net loss for the year						(5,988,299)	(5,988,299)
Balance at ending at Apr. 30, 2018		$ 11,347	1	420,000	5,343,588	(6,190,876)	(415,940)
Balance at ending (in shares) at Apr. 30, 2018		166,673,296
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock to settle loans payable		$ 260			337,740		338,000
Issuance of common stock to settle loans payable (in shares)		2,600,000
Cancellation of treasury stock		$ 1	(1)
Cancellation of treasury stock (in shares)		(3,200,000)
Stock-based compensation							1,875,000
Beneficial conversion features and warrants associated with convertible debt					144,908		144,908
Transfer of treasury stock		$ 5,000			1,870,000		1,875,000
Shares issuable for services
Net loss for the year						(4,294,852)	(4,294,852)
Balance at ending at Apr. 30, 2019		$ 16,608		$ 420,000	$ 7,696,236	$ (10,485,728)	$ (2,352,884)
Balance at ending (in shares) at Apr. 30, 2019		166,073,296

XML

STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (4,294,852)	$ (5,988,299)
Adjustments for non-cash amounts expensed:
Accretion of loan discounts	851	3,918
Accretion of convertible debt discount	972,750	44,791
Accrued interest on debentures	529,251
Allowance for receivables	339,554
Issuance of common stock for BitReturn (Note 12)		1,900,000
Issuance of common shares for services		1,297,333
Loss on settlement of debt	201,500	744,350
Shares issuable for services		420,000
Stock-based compensation	1,875,000
Changes in operating assets and liabilities:
Prepaid expenses	160,790	(84,353)
Accounts payable and accrued liabilities	61,917	298,836
Net Cash Used in Operating Activities	(153,239)	(1,363,424)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of equipment (Note 5)
Net Cash Used in Investing Activities
CASH FLOWS FROM FINANCING ACTIVITIES
Advances to related party, net of repayments	(13,599)	(329,413)
Proceeds from issuance of convertible debt, net of debt financing costs	180,000	705,000
Proceeds from (repayments of) loans payable	(15,000)	637,526
Amount payable for BitReturn		350,000
Net Cash Provided by Financing Activities	151,401	1,363,113
Net effect of exchange rate changes on cash	1,586	560
Change in Cash and Cash Equivalents	(252)	249
Cash and Cash Equivalents, Beginning of Year	252	3
Cash and Cash Equivalents, End of Year		252
SUPPLEMENTARY CASH FLOW INFORMATION:
Interest paid
Income taxes paid

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NATURE OF BUSINESS

12 Months Ended

Apr. 30, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

NATURE OF BUSINESS

1. NATURE OF BUSINESS

Black Cactus Global, Inc. was incorporated in the State of Florida on April 8, 2013. The address of the head office is Suite 200, 8275 South Eastern Avenue, Las Vegas, Nevada 89123. The Company’s plan is to develop a blockchain technology business. On December 4, 2017, the Company changed its name from Envoy Group Corp. to Black Cactus Global, Inc.

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GOING CONCERN

12 Months Ended

Apr. 30, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

GOING CONCERN

2. GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has not generated revenue or cash flow from operations since inception. As at April 30, 2019, the Company has a working capital deficiency of $2,352,884 and an accumulated deficit of $10,485,728. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon the Company’s ability to raise sufficient financing to acquire or develop a profitable business. The Company intends to finance its future development activities and its working capital needs largely from the sale of public equity securities with some additional funding from other traditional financing sources, including related party advances and term notes until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

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SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Apr. 30, 2019

Accounting Policies [Abstract]

SIGNIFICANT ACCOUNTING POLICIES

3. SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States of America (“US GAAP”), and are expressed in United States dollars. The Company’s fiscal year-end is April 30.

The significant accounting policies followed are:

USE OF ESTIMATES

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates related to fair value measurements, allowances for doubtful receivables, stock-based compensation and deferred income tax asset valuation allowance. Actual results could differ from those estimates.

FOREIGN CURRENCY TRANSLATION

The Company’s functional and reporting currency is the United States dollar. Occasional transactions may occur in Canadian dollars. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Non-monetary assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the date of the transaction. Average monthly rates are used to translate revenues and expenses. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income. The Company has not, to the date of these financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

FINANCIAL INSTRUMENTS

ASC 825, “Financial Instruments”, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 825 prioritizes the inputs into three levels that may be used to measure fair value:

Level 1

Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2

Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

Level 3

Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The financial instruments consist principally of cash and cash equivalents, due from related parties, accounts payable, amount payable, loans payable and convertible debentures. The fair value of cash and cash equivalents when applicable is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. Derivative liabilities are determined based on “Level 2” inputs, which are significant and observable. The Company believes that the recorded values of all other financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or durations.

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s balance sheet as of April 30, 2019 and April 30, 2018:

	Fair Value Measurements Using
	Quoted Prices in	Significant
	Active Markets	Other	Significant
	For Identical	Observable	Unobservable	Balance as of	Balance as of
	Instruments	Inputs	Inputs	April 30,	April 30,
	(Level 1)	(Level 2)	(Level 3)	2019	2018
Assets:
Cash and cash equivalents	$        —	$        —	$        —	$        —	$      252

Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents. The Company limits its exposure to credit loss by placing its cash and cash equivalents with high credit quality financial institutions.

CASH AND CASH EQUIVALENTS

All cash investments with an original maturity of three months or less are considered to be cash equivalents.

INCOME TAXES

The Company accounts for income taxes under ASC 740 “Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

NET INCOME (LOSS) PER COMMON SHARE

Net income (loss) per share is calculated in accordance with ASC 260, “Earnings Per Share.” The weighted-average number of common shares outstanding during each period is used to compute basic earning or loss per share. Diluted earnings or loss per share is computed using the weighted average number of shares and diluted potential common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised.

Basic net income (loss) per common share is based on the weighted average number of shares of common stock outstanding. As of April 30, 2019, the Company had 344,082,359 (2018 – 110,641,291) dilutive potential common shares.

RECENT ACCOUNTING PRONOUNCEMENTS

The Company has implemented all new mandatory accounting pronouncements that are in effect and there has been no significant impact on its financial statements. The Company does not believe that there are any new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

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FINANCIAL RISK FACTORS

12 Months Ended

Apr. 30, 2019

Financial Risk Factors

FINANCIAL RISK FACTORS

4. FINANCIAL RISK FACTORS

LIQUIDITY RISK

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at April 30, 2019, the Company has a working capital deficiency of $2,352,884 and requires additional funding to meet its current obligations. The Company’s current obligations include accounts payable and accrued liabilities which have contractual maturities of less than 60 days and are subject to normal trade terms, loans payable which are due on demand, and convertible debts which have defaulted and are due on demand. The ability of the Company to continue to identify and evaluate feasible business opportunities, develop products and generate working capital is dependent on its ability to secure additional equity or debt financing.

FOREIGN EXCHANGE RISK

Foreign exchange risk is the risk that the Company will be subject to foreign currency fluctuations in satisfying obligations related to foreign activities. Loans payable to unrelated third parties may be denominated in Canadian dollars. Foreign exchange risk arises from purchase transactions as well as financial assets and liabilities denominated in these foreign currencies. The Company does not use derivative instruments to hedge exposure to foreign exchange rate risk. However, management of the Company believes there is no significant exposure to foreign currency fluctuations.

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EQUIPMENT

12 Months Ended

Apr. 30, 2019

Property, Plant and Equipment [Abstract]

EQUIPMENT

5. EQUIPMENT

On June 22, 2017, the Company purchased computer equipment totaling $364,590. The equipment was pledged as security on a loan (See Note 7(b)). Pursuant to the terms of the loan, should the loan remain unpaid past September 30, 2017, the lender would take sole possession of the equipment. The Company did not make the required payment and the equipment was returned to the lender. As at April 30, 2019 and 2018, the Company had no equipment.

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PREPAID EXPENSES AND OTHER ASSETS

12 Months Ended

Apr. 30, 2019

Prepaid Expenses And Other Assets

PREPAID EXPENSES AND OTHER ASSETS

6. PREPAID EXPENSES AND OTHER ASSETS

The Company’s prepaid expenses and other assets consists of deposits, retainers and advance payments for various services including investor relations, legal, marketing and other costs.

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RELATED PARTY TRANSACTIONS AND BALANCES

12 Months Ended

Apr. 30, 2019

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS AND BALANCES

7. RELATED PARTY TRANSACTIONS AND BALANCES

(a)	During the year ended April 30, 2019, the Company made payments totaling $339,554 related to expenses overseen by the former CFO, President and Chairman of the Board. The Company has not been provided invoices or other support for these expenses. The Company intends to recover the full amount of $339,554, from the former CFO, President and Chairman of the Board, however ultimate collection is uncertain as at April 30, 2019 and the full amount has been written off as allowance for receivables. As at April 30, 2019, the Company has a balance due from related parties, net of allowances for uncollectible receivables, of $Nil (2018 - $327,541). The amount is unsecured, non-interest bearing and due on demand.
(b)	On June 22, 2017, the Company entered into a secured loan with a corporation with a significant shareholder for a loan up to CAD$450,000 for the purpose of purchasing digital currency mining hardware (“Mining Hardware”). The loan was non-interest bearing and due on August 31, 2017. The Mining Hardware purchased with the loaned funds was held as collateral until the loan amount was fully repaid. Furthermore, revenue produced by the Mining Hardware purchased with the loaned funds was to be paid to the Lender until the loaned funds were repaid in full. Should the loan remain unpaid past September 30, 2017, the Lender would take sole possession of the Mining Hardware, in lieu of the loan. The Company did not make the required payment of the loan by September 30, 2017, and as a result, the Lender took sole possession of the Mining Hardware (refer to Note 5).
(c)	Certain directors and a relative of a director received a total of $1,875,000 in stock-based compensation upon a transfer of shares on October 30, 2018 as described in Note 14.

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ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

12 Months Ended

Apr. 30, 2019

Payables and Accruals [Abstract]

ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

8. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts payable and accrued liabilities consist of the following:

	April 30, 2019		April 30, 2018
Accounts payable	$	345,181	$	259,420
Accrued liabilities		3,014		34,863
Interest payable		225,420		10,454
	$	573,615	$	304,737

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LOANS PAYABLE

12 Months Ended

Apr. 30, 2019

Loans Payable [Abstract]

LOANS PAYABLE

9. LOANS PAYABLE

The balance presented for loans payable consist of the following amounts:

(a)	On July 15, 2016, the Company entered into a loan agreement for a principal balance of up to $50,000 at any given time. The amount is unsecured, non-interest bearing and was due on July 15, 2018. As at April 30, 2018, the Company has received gross loan proceeds of $54,176. Upon receipt of the funds, the Company recorded fair value discounts of $6,836. During the year ended April 30, 2017, the Company repaid $10,600 of principal and recognized accretion of the discount of $2,067. During the year ended April 30, 2018, the Company repaid $5,000 of principal and recognized accretion of the discount of $3,918. During the year ended April 30, 2019, the Company repaid $nil of principal and recognized accretion of the discount of $851. At April 30, 2019, the net carrying value of the loan was $38,576 which is due on demand.
(b)	As at April 30, 2019, the Company was indebted for loans amounting to $500 (2018 - $500). The amounts are unsecured, non-interest bearing and due on demand.
(c)	On September 15, 2017, the Company entered into a loan agreement for a principal balance of $500,000.  The loan bore interest at 5% per annum and was due on April 30, 2018.  On April 30, 2018, the Company issued 10,630,000 shares of common stock with a fair value of $1,275,600 to settle the $500,000 of principal and $31,250 owed under the loan agreement.  The Company recorded a loss on settlement of debt of $744,350 during the year ended April 30, 2018.
(d)	On September 30, 2017, the Company entered into a loan agreement for a principal balance of $130,000.  The loan was subject to interest at 10% per annum and due on April 30, 2018. On May 24, 2018, the Company issued 2,600,000 shares of common stock to settle the $130,000 of principal and $6,500 of interest owing under the loan agreement (refer to Note 14). The fair value of the shares issued was determined to be $338,000, and as a result, the Company recorded a loss on settlement of debt of $201,500 during the year ended April 30, 2019.
(e)	On February 14, 2018, the Company entered into a loan agreement for a principal balance of $25,000.  The loan bears interest at 10% per annum and was due on February 13, 2019. The loan remains unpaid at April 30, 2019.
(f)	On April 23, 2018, the Company entered into a loan agreement for a principal balance of $15,000.  The loan bears interest at 10% per annum and was due on May 15, 2018. The loan was repaid during the year ended April 30, 2019.

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CONVERTIBLE DEBENTURES

12 Months Ended

Apr. 30, 2019

Debt Disclosure [Abstract]

CONVERTIBLE DEBENTURES

10. CONVERTIBLE DEBENTURES

(a) On November 27, 2017, the Company entered into and closed on a Securities Purchase Agreement (“SPA”) with Bellridge Capital L.P. (“Bellridge”), pursuant to which the Company issued a senior secured convertible promissory note in the aggregate principal amount of $526,316 (“Note”) for an aggregate purchase price of $500,000, net of a $26,316 original issue discount (“OID”) and $10,000 of legal fees. The Company also incurred additional debt issuance costs of $50,000. The total debt issue costs of $86,316 have been netted against the principal and will be amortized over the term of the loan using the effective interest rate method. In addition, the Company issued 7,894,737 warrants to Bellridge exercisable after a period of six months at an exercise price equal to the lesser of (i) $0.10 per share and (ii) 70% of the lowest traded price of the Company’s common stock during the prior twenty consecutive trading days. The Company also agreed to issue 2,793,296 shares to Bellridge in connection with the loan. The interest on the outstanding principal due under the Note accrued at a rate of 5% per annum. All principal and accrued interest under the Note was due on November 27, 2018 and is convertible into shares of the Company’s Common Stock at a conversion price equal to the lesser of (i) $0.10 and (ii) 70% of the lowest traded market price in the 20 consecutive trading days prior to the conversion date.

The Company evaluated whether separate financial instruments with the same terms as the conversion features above would meet the characteristics of a derivative instrument as described in paragraphs ASC 815-15-25. The terms of the contracts did not permit net settlement, as the shares to be delivered upon conversion are not readily convertible to cash. The Company’s trading history indicated that the shares are thinly traded and the market would not absorb the sale of the shares issued upon conversion without significantly affecting the price. As the conversion features would not meet the characteristics of a derivative instrument as described in paragraphs ASC 815-15-25, the conversion features were not required to be separated from the host instrument and accounted for separately. As a result, at April 30, 2019, the conversion features and non-standard anti-dilutions provisions would not meet derivative classification.

The relative fair values of the convertible note, the warrants and the shares were $140,733, $284,751 and $100,832, respectively. The effective conversion price was then determined to be $0.063. As the stock price at the issuance date was greater than the effective conversion price, it was determined that there was a beneficial conversion feature. The Company recognized the relative fair value of the shares issuable of $100,832 and an equivalent discount that reduced the carrying value of the convertible debt to $425,484. The Company then recognized the relative fair value of the warrants of $284,751 as additional-paid-in capital and an equivalent discount that further reduced the carrying value of the convertible debt to $140,733. The beneficial conversion feature of $54,417, the OID of $26,316 and debt financing costs of $60,000 discounted the convertible debenture such that the carrying value of the convertible debt on the date of issue was $0. The discount was being expensed over the term of the loan to increase the carrying value to the face value of the loan. The Company determined that there was no derivative liability associated with the debenture under ASC 815-15 Derivatives and Hedging.

On November 27, 2018, the Company defaulted on the convertible note, resulting in the note becoming immediately due and payable. Upon default, the interest rate increased to 29% per annum and the Company incurs a late fee at an interest rate equal to 18% per annum on any overdue and unpaid interest under the convertible note. Additionally, the total amount owed on the convertible note upon default is equal to 130% of the outstanding principal and accrued and unpaid interest. During the year ended April 30, 2019, the Company recorded accretion of discount of $490,305 (2018 - $36,010) and a 30% principal increase of $157,895 (2018 - $nil) as a result of default, increasing the carrying value of the loan to $684,211. As at April 30, 2019, the Company has recorded accrued interest of $125,796 (2018 - $10,454).

b) On April 2, 2018, April 5, 2018 and April 13, 2018, the Company amended (the “Amendments”) the November 27, 2017 Securities Purchase Agreement. Pursuant to the Amendments the Company issued Bellridge warrants to purchase 85,000,000 shares of the Company’s common stock at an exercise price of $0.10 per share. The Company also issued a senior secured convertible promissory note in the aggregate principal amount of $315,790 (“Note”) for an aggregate purchase price of $295,000, net of a $15,790 OID and $5,000 of legal fees. The Company also incurred additional debt issuance costs of $30,000 and issued a warrant to purchase 560,717 shares of the Company’s common stock at an exercise price of $0.10 per share. The total debt issue costs of $50,672 have been netted against the principal and will be amortized over the term of the loan using the effective interest rate method. The interest on the outstanding principal due under the Note accrued at a rate of 5% per annum. All principal and accrued interest under the Note was due on December 20, 2018 and was convertible into shares of the Company’s Common Stock at a conversion price equal to the lesser of (i) $0.10 and (ii) 70% of the lowest traded market price in the 20 consecutive trading days prior to the conversion date. The relative fair values of the convertible note, the warrants and the shares were $6,208, $118 and $258,674, respectively. The effective conversion price was then determined to be $0.001. As the stock price at the issuance date was greater than the effective conversion price, it was determined that there was a beneficial conversion feature. The Company recognized the relative fair value of the warrants of $258,792, as additional-paid-in capital and an equivalent discount that reduced the carrying value of the convertible debt to $56,998. The beneficial conversion feature of $6,208, the OID of $15,790 and debt financing costs of $35,000 discounted the convertible debenture such that the carrying value of the convertible debt on the date of issue was $0. The discount is being expensed over the term of the loan to increase the carrying value to the face value of the loan. The Company determined that there was no derivative liability associated with the debenture under ASC 815-15 Derivatives and Hedging. On December 20, 2018, the Company defaulted on the convertible note, resulting in the note becoming immediately due and payable. Upon default, the interest rate increased to 29% per annum and the Company incurs a late fee at an interest rate equal to 18% per annum on any overdue and unpaid interest under the convertible note. Additionally, the total amount owed on the convertible note upon default is equal to 130% of the outstanding principal and accrued and unpaid interest. During the year ended April 30, 2019, the Company recorded accretion of discount of $307,009 (2018 - $8,781) and a 30% principal increase of $94,737 (2018 - $nil) as a result of default, increasing the carrying value of the loan to $410,527. As at April 30, 2019, the Company has recorded accrued interest of $61,101 (2018 - $1,524).

c) On June 1, 2018, the Company issued a senior secured convertible promissory note in the aggregate principal amount of $210,527 (“Note”) for an aggregate purchase price of $200,000, net of a $10,527 OID. The Company also incurred additional debt issuance costs of $20,000. The total debt issue costs of $30,527 have been netted against the principal and will be amortized over the term of the loan using the effective interest rate method. The interest on the outstanding principal due under the Note accrues at a rate of 5% per annum. All principal and accrued interest under the Note is due on June 1, 2019 and is convertible into shares of the Company’s Common Stock at a conversion price equal to the lesser of (i) $0.10 and (ii) 70% of the lowest traded market price in the 20 consecutive trading days prior to the conversion date. As the stock price at the issuance date was greater than the effective conversion price, it was determined that there was a beneficial conversion feature. The Company then recognized the beneficial conversion feature of $144,908 as additional-paid-in capital and an equivalent discount that further reduced the carrying value of the convertible debt to $65,619. The OID of $10,570 and debt financing costs of $20,000 discounted the convertible debenture such that the carrying value of the convertible debt on the date of issue was $35,092. The discount is being expensed over the term of the loan to increase the carrying value to the face value of the loan. The Company determined that there was no derivative liability associated with the debenture under ASC 815-15 Derivatives and Hedging. On December 20, 2018, the Company defaulted on the convertible note, resulting in the note becoming immediately due and payable. Upon default, the interest rate increased to 29% per annum and the Company incurs a late fee at an interest rate equal to 18% per annum on any overdue and unpaid interest under the convertible note. Additionally, the total amount owed on the convertible note upon default is equal to 130% of the outstanding principal and accrued and unpaid interest. During the year ended April 30, 2019, the Company recorded accretion of discount of $175,435 (2018 - $nil) and a 30% principal increase of $63,158 (2018 - $nil) as a result of default, increasing the carrying value of the loan to $273,685. As at April 30, 2019, the Company has recorded accrued interest of $38,542 (2018 - $nil). As part of the SPA, Bellridge is loaning the Company a minimum of $500,000 to a maximum of $1,500,000 (“Loan”). The first three tranches were the $1,000,000 in the form of the Notes above. The next and final tranche of $500,000 will be funded upon the effectiveness of the registration statement that the Company is required to file covering the shares of common stock issuable upon conversion of the Notes. As part of the Bellridge Agreements, the Company also executed Registration Rights Agreement, Intellectual Property Security Interest Agreement, Subsidiary Guaranty and a Security Interest Agreement in all the Company’s assets to Bellridge.

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LICENSE

12 Months Ended

Apr. 30, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

LICENSE

11. LICENSE

On November 6, 2017 the Company issued 60,000,000 shares of common stock pursuant to the terms of an Exclusive Software License Agreement (the “Agreement”) with Black Cactus Holdings, LLC (“Black Cactus LLC”) to acquire an exclusive software license for the Black Cactus blockchain development software platform and related intellectual property (the “Software”) and the Agreement includes a service contract with the CEO of Black Cactus LLC to join the Company as a director and officer. The Company did not receive the use of the Software platform and accordingly no asset has been recognized. Consulting costs of $228,000 incurred in connection with the Agreement were recorded in expenses during the year ended April 30, 2018. On April 25, 2018, the Company and Black Cactus LLC agreed to terminate the Agreement and the 60,000,000 shares of common stock issued pursuant to the agreement were returned to the Company for cancellation.

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PRODUCT DEVELOPMENT AND WEBSITE COSTS

12 Months Ended

Apr. 30, 2019

Product Development And Website Costs

PRODUCT DEVELOPMENT AND WEBSITE COSTS

12. PRODUCT DEVELOPMENT AND WEBSITE COSTS

On June 18, 2017, the Company entered into a Definitive Acquisition Agreement involving the internet domain and brand BitReturn. The Agreement represented the Company’s development of a plan to create a technology business in mining digital currency with an operating name of BitReturn. The Company issued 10,000,000 shares of restricted common stock with a fair value of $1,900,000 as payment under the terms of the Agreement, which was recognized as and included in product development and website costs. The Company is also to make cash payments totaling $350,000 under the terms of the Agreement, and as at April 30, 2019, $350,000 (2018 - $350,000) is recorded as an amount payable for BitReturn. Product development and website expenses represent costs of acquiring the brand BitReturn, development of the crypto currency mining product, and creation of the website. These costs did not meet the criteria for capitalization, and therefore were treated as an operating expense in fiscal 2018. During the year ended April 30, 2019, the Company determined it would not proceed with its plan to create a technology business in mining digital currency.

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COMMITMENTS

12 Months Ended

Apr. 30, 2019

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS

13. COMMITMENTS

(a)	On July 1, 2017, the Company entered into a Strategic Management and Advisory Agreement for consulting services and investor relations services to be provided over a period of twelve months commencing July 1, 2017. In consideration, the Company paid a total monthly fee of $3,000 cash and issued a total of 1,000,000 shares of common stock. On July 26, 2017, the Company issued 1,000,000 shares of common stock with a fair value of $260,000, which was recorded as a prepaid expense and amortized over the term of the agreement. During the year ended April 30, 2019, the Company recognized $43,333 (2018 - $216,666) of consulting expense.
(b)	On November 8, 2017, the Company entered into a Financial Advisor Agreement with an unrelated third party for consulting services and investor relations services to be provided over a period of three months commencing November 8, 2017. In consideration, the Company paid an initial fee of $20,000 cash. In addition, if the Company closed any transactions made with any introduction made by the unrelated third party, the Company would pay an industry-standard cash fee of 10% on all equity or equity-linked capital invested, which will be recorded as debt financing costs. On November 27, 2017, the Company entered into and closed on a Securities Purchase Agreement (refer to Note 10) whereby the introduction was made by the unrelated third party. During the year ended April 30, 2018, the Company recognized $100,000 of debt financing costs (refer to Note 10) and issued 560,717 warrants exercisable at $0.10 pursuant to the agreement. During the year ended April 30, 2019, the Company recognized $20,000 of debt financing costs (refer to Note 10).
(c)	On December 19, 2017, the Company entered into a Business Development Consultant Agreement for consulting services to be provided over a period of twelve months commencing December 19, 2017. In consideration, the Company paid a monthly fee of GBP10,000 cash and issued a total of 2,000,000 shares of common stock.. During the year ended April 30, 2018, the Company recognized $660,000 of consulting expense for the fair value of 2,000,000 common shares that was issued in February 2018. On April 26, 2018, the Company and the consultant entered into a Termination Agreement pursuant to which the agreement was terminated. Pursuant to the Termination Agreement, no further consideration is due and the consultant retained the 2,000,000 shares of common stock.
(d)	On January 4, 2018, the Company entered into an Equity Research Service Agreement for investor relations services to be provided over a period of twelve months commencing January 4, 2018. In consideration, on January 16, 2018, the Company issued 150,000 shares of common stock with a fair value of $57,000, which was recorded as a prepaid expense and amortized over the term of the agreement. During the year ended April 30, 2019, the Company recognized $28,500 (2018 - $19,000) of consulting expense.
(e)	On February 14, 2018, the Company entered into an Employment Agreement with a term of three years. Pursuant to the Employment Agreement, the Company agreed to issue 8,000,000 shares and pay the employee GBP250,000 in exchange for services. On July 9, 2018, the Company and the employee entered into a Settlement and General Release Agreement pursuant to which, the Company was to be issue the employee 6,000,000 shares of common stock in exchange for release from the Employment Agreement and the fair value of $420,000 of the shares issuable (refer to Note 14) was expensed in July 2018.

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STOCK

12 Months Ended

Apr. 30, 2019

Stockholders' Equity Note [Abstract]

STOCK

14. STOCK

On November 13, 2017, the Company amended its Articles of Incorporation, increasing the number of common stock authorized from 240,000,000 to 490,000,000, par value of $0.0001, and leaving the number of preferred stock authorized at 10,000,000, par value of $0.0001.

At the time of the amendment, the Company designated 10,000 shares of its authorized but unissued shares of preferred stock as Series A Preferred Stock. The 10,000 Series A Preferred Stock shall have an aggregate voting power of 45% of the combined voting power of the entire Company’s shares, common stock and preferred stock, as long as the Company is in existence. Each holder of the Series A Preferred Stock shall have full voting rights and powers equal to the voting rights and powers of the holders of common stock, and shall be entitled, notwithstanding any provision hereof, to notice of any stockholders’ meeting in accordance with the by-laws of the Company, and shall be entitled to vote, together with holders of common stock, with respect to any question upon which holders of common stock have the right to vote. Without the vote or consent of holders of at least a majority of the shares of Series A Preferred Stock then outstanding, the Company may not (i) authorize, create or issue, or increase the authorized number of shares of, any class or series of capital stock ranking prior to or on a parity with the Series A Preferred Stock, (ii) authorize, create or issue any class or series of common stock of the Company other than the common stock, (iii) authorize any reclassification of the Series A Preferred Stock, (iv) authorize, create or issue any securities convertible into or exercisable for capital stock prohibited by (i) or (ii), (v) amend this Certificate of Designations or (vi) enter into any merger or reorganization, or disposal of assets involving 20% of the total capitalization of the Company.

Subject to the rights of the holders of any other series of preferred stock ranking senior to or on a parity with the Series A Preferred Stock with respect to liquidation and any other class or series of capital stock of the Company ranking senior to or on a parity with the Series A Preferred Stock with respect to liquidation, in the event of any liquidation, dissolution or winding up of the affairs of the Company, whether voluntary or involuntary, the holders of record of the issued and outstanding shares of Series A Preferred Stock shall be entitled to receive, out of the assets of the Company available for distribution to the holders of shares of Series A Preferred Stock, prior and in preference to any distribution of any of the assets of the Company to the holders of common stock and any other series of preferred stock ranking junior to the Series A Preferred Stock with respect to liquidation.

The holders of the Series A Preferred Stock shall not be entitled to receive dividends per share of Series A Preferred Stock. The Company shall have no rights to redeem Series A Preferred Stock.

COMMON STOCK

On June 26, 2017, the Company issued 1,400,000 shares of common stock for gross proceeds of $14,000, which was received during the year ended April 30, 2017.

On June 27, 2017, the Company issued 10,000,000 shares of common stock with a fair value of $1,900,000 for BitReturn pursuant to a Definitive Acquisition Agreement (refer to Note 12).

On July 1, 2017, the Company issued 1,000,000 shares of common stock with a fair value of $260,000 for investor relations services pursuant to a Strategic Management and Advisory Agreement (refer to Note 13(a)).

On July 26, 2017, the Company issued 2,500,000 shares of common stock with a fair value of $400,000 as signing bonuses pursuant to service agreements and the $400,000 fair value was expensed and included in consulting fees.

On November 6, 2017, the Company issued 60,000,000 shares of common stock with a fair value of $6,600,000 for a license fee pursuant to the Exclusive Software License Agreement. On April 27, 2018, the agreement was terminated and the 60,000,000 shares were cancelled (refer to Note 11).

On January 16, 2018, the Company authorized 3,200,000 shares of common stock to be issued pursuant to the Share Purchase Agreement with an unrelated third party and these shares remained held in treasury. Under the terms of the Agreement, the Company will purchase all the issued ordinary shares of the unrelated third party from its shareholders, thereby acquiring all the intellectual property, research and development, contracts, accounts receivable and licenses owned by the unrelated third party. In exchange, the Company will issue 3,200,000 shares of its common stock to the unrelated third party’s shareholders. The Agreement will not close and the acquisition will not be complete until the Company receives the source code and software to the unrelated third party’s intellectual property for all of the unrelated third party’s programs, platforms and products and these assets have been independently verified. Additionally, if the shares issued to the unrelated third party shareholders do not have an aggregate value of $2,000,000 by January 15, 2019, the unrelated third party shareholders are entitled to have additional shares issued to them so that they hold shares equal to $2,000,000 as of that date. As the Company has not received the source code and software relating to the intellectual property, the Agreement was terminated, and the 3,200,000 common shares held in treasury were cancelled on May 23, 2018.

On January 16, 2018, the Company issued 150,000 shares of common stock with a fair value of $57,000 for investor relations services pursuant to an Equity Research Services Agreement (refer to Note 13(d)).

On February 5, 2018, the Company issued 2,000,000 shares of common stock with a fair value of $660,000 for consulting services pursuant to a Business Development Agreement (refer to Note 13(c)).

On April 20, 2018, the Company issued 2,793,296 shares of common stock with a fair value of $100,832 as financing fees pursuant to the Securities Purchase Agreement (refer to Note 10).

On April 30, 2018, the Company issued 10,630,000 shares of common stock to settle the $500,000 of principal and $31,250 owed under a loan agreement (refer to Note 9(c)).

On May 24, 2018, the Company issued 2,600,000 shares of common stock to settle the $130,000 of principal and $6,500 owed under a loan agreement (refer to Note 9(d)).

On July 9, 2018, the Company entered into a Settlement and General Release Agreement pursuant to which the Company would issue an employee 6,000,000 shares of common stock in exchange for release from an Employment Agreement (refer to Note 13(e)). The fair value of the shares on the date of settlement of $420,000 is presented as of April 30, 2019 as shares issuable because the shares have not been issued to date.

On April 27, 2018, the Company issued an aggregate of 50,000,000 shares of common stock in certificated form to three directors and a relative of one of the directors. These four certificates were maintained in the possession of the Company and/or its transfer agent until October 30, 2018, on which date all 50,000,000 shares were transferred into book entry form registered in the name of the four individuals.  The Company’s financial statements prior to October 30, 2018, reflected the 50,000,000 shares as treasury shares.  Upon the transfer of such shares of common stock into book entry form, on October 30, 2018, the shares became issued and outstanding shares of the Company and are no longer reflected as treasury shares in the Company’s financial statements. Based upon the quoted market price, the total value of the shares was $1,875,000 on the date of the transfer which was recorded as a stock-based compensation expense on October 30, 2018 as no assets were received by the Company in exchange for the shares.

As at April 30, 2019, there are 166,073,296 shares of common stock issued and outstanding.

PREFERRED STOCK - SERIES A

As at April 30, 2019, there are no issued and outstanding Series A Preferred Stock.

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SHARE PURCHASE WARRANTS

12 Months Ended

Apr. 30, 2019

Share Purchase Warrants

SHARE PURCHASE WARRANTS

15. SHARE PURCHASE WARRANTS

The following table summarizes the continuity of share purchase warrants:

	Number of warrants	Weighted average exercise price $
Balance, April 30, 2017	—		—
Issued	93,455,454		0.10
Balance, April 30, 2018	93,455,454		0.10
Issued	—		—
Balance, April 30, 2019	93,455,454		0.10

As at April 30, 2019, the following share purchase warrants were outstanding:

Number of warrants	Exercise price $	Expiry date
7,894,737	0.0042*	May 27, 2022
560,717	0.10	March 29, 2023
85,000,000	0.10	April 5, 2023
93,455,454

*The lower of $0.10 and 70% of the lowest traded price of the Company’s common stock during the prior twenty consecutive trading days.

The weighted average remaining life of the warrants outstanding as at April 30, 2019 is 3.86 years.

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INCOME TAXES

12 Months Ended

Apr. 30, 2019

Income Tax Disclosure [Abstract]

INCOME TAXES

16. INCOME TAXES

The Company is subject to United States federal and state income taxes at an approximate rate of 21%. The reconciliation of the provision for income taxes at the United States federal and state statutory rate compared to the Company’s income tax expense as reported is as follows:

	April 30, 2019 $			April 30, 2018 $
Net loss	$	4,294,852		$	5,988,299
Income tax rate		21%			21%
Expected income tax benefit		(909,919	)		(1,257,543	)
Accretion		204,278			9,406
Loss on settlement of debt		42,315			156,314
Write-off loan advanced		—			10,500
Valuation allowance change		655,326			1,081,323
Provision for income taxes	$	—		$	—

The significant components of deferred income tax assets at April 30, 2019 and 2018, are as follows:

	April 30, 2019 $			April 30, 2018 $
Net operating loss carryforward	$	1,779,191		$	1,123,864
Valuation allowance		(1,779,191	)		(1,123,864	)
Net deferred income tax asset	$	—		$	—

The Company has net operating loss carryforwards of approximately $8,472,337 available to offset taxable income in future years which expires beginning in fiscal 2033. The Company has recognized a valuation allowance for the deferred income tax asset since the Company cannot be assured that it is more likely than not that such benefit will be utilized in future years.

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SUBSEQUENT EVENTS

12 Months Ended

Apr. 30, 2019

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

17. SUBSEQUENT EVENTS

On August 24, 2019, the Company entered into a Software License Agreement (“License Agreement”) with Charteris, Mackie, Baillie & Cummins Limited (“CMBC Limited”) to acquire a non-exclusive license for Black Cactus blockchain development software platform and related intellectual property (“Software”) which are licensed to CMBC Limited from Black Cactus LLC. As consideration, the Company shall pay CMBC Limited a royalty in the amount of five percent (5%) of the gross revenue received from the sublicense of the Software (“royalty”), due on a quarterly basis, and issue or assign an equivalent number of common shares to CMBC Limited that will represent 60% of the then issued shares of the Company. In addition, the Company will issue an option for CMBC Limited to acquire additional shares at par value ($0.0001) per share up to 60% of any shares issued under the existing Securities Purchase Agreements with Bellridge (Note 10). The closing of the License Agreement is conditional on the Company obtaining a written agreement with Bellridge to increase its line of credit from $1,500,000 to $5,000,000 (Note 10), and the assignment of a separate Software License Agreement between CMBC Limited and Benchmark Advisors Limited (“Benchmark”) originally granted to Benchmark on February 20, 2019.

During November 2019, the Company entered into an Assignment Agreement with CMBC Limited to acquire the assignment of a non-exclusive software license (“License”) for Software from Benchmark. As consideration for the assignment of the License, CMBC will be paid $250,000 directly from Bellridge on behalf of the Company as part of the increased line of credit of $5,000,000.

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SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Apr. 30, 2019

Accounting Policies [Abstract]

BASIS OF PRESENTATION

BASIS OF PRESENTATION

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States of America (“US GAAP”), and are expressed in United States dollars. The Company’s fiscal year-end is April 30.

The significant accounting policies followed are:

USE OF ESTIMATES

USE OF ESTIMATES

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates related to fair value measurements, allowances for doubtful receivables, stock-based compensation and deferred income tax asset valuation allowance. Actual results could differ from those estimates.

FOREIGN CURRENCY TRANSLATION

FOREIGN CURRENCY TRANSLATION

The Company’s functional and reporting currency is the United States dollar. Occasional transactions may occur in Canadian dollars. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Non-monetary assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the date of the transaction. Average monthly rates are used to translate revenues and expenses. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income. The Company has not, to the date of these financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

FINANCIAL INSTRUMENTS

FINANCIAL INSTRUMENTS

ASC 825, “Financial Instruments”, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 825 prioritizes the inputs into three levels that may be used to measure fair value:

Level 1

Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2

Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

Level 3

Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The financial instruments consist principally of cash and cash equivalents, due from related parties, accounts payable, amount payable, loans payable and convertible debentures. The fair value of cash and cash equivalents when applicable is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. Derivative liabilities are determined based on “Level 2” inputs, which are significant and observable. The Company believes that the recorded values of all other financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or durations.

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s balance sheet as of April 30, 2019 and April 30, 2018:

	Fair Value Measurements Using
	Quoted Prices in	Significant
	Active Markets	Other	Significant
	For Identical	Observable	Unobservable	Balance as of	Balance as of
	Instruments	Inputs	Inputs	April 30,	April 30,
	(Level 1)	(Level 2)	(Level 3)	2019	2018
Assets:
Cash and cash equivalents	$        —	$        —	$        —	$        —	$      252

Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents. The Company limits its exposure to credit loss by placing its cash and cash equivalents with high credit quality financial institutions.

CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS

All cash investments with an original maturity of three months or less are considered to be cash equivalents.

INCOME TAXES

INCOME TAXES

The Company accounts for income taxes under ASC 740 “Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

NET INCOME (LOSS) PER COMMON SHARE

NET INCOME (LOSS) PER COMMON SHARE

Net income (loss) per share is calculated in accordance with ASC 260, “Earnings Per Share.” The weighted-average number of common shares outstanding during each period is used to compute basic earning or loss per share. Diluted earnings or loss per share is computed using the weighted average number of shares and diluted potential common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised.

Basic net income (loss) per common share is based on the weighted average number of shares of common stock outstanding. As of April 30, 2019, the Company had 344,082,359 (2018 – 110,641,291) dilutive potential common shares.

RECENT ACCOUNTING PRONOUNCEMENTS

RECENT ACCOUNTING PRONOUNCEMENTS

The Company has implemented all new mandatory accounting pronouncements that are in effect and there has been no significant impact on its financial statements. The Company does not believe that there are any new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

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SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Apr. 30, 2019

Accounting Policies [Abstract]

Schedule of assets measured at fair value on a recurring basis

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s balance sheet as of April 30, 2019 and April 30, 2018:

	Fair Value Measurements Using
	Quoted Prices in	Significant
	Active Markets	Other	Significant
	For Identical	Observable	Unobservable	Balance as of	Balance as of
	Instruments	Inputs	Inputs	April 30,	April 30,
	(Level 1)	(Level 2)	(Level 3)	2019	2018
Assets:
Cash and cash equivalents	$        —	$        —	$        —	$        —	$      252

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ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables)

12 Months Ended

Apr. 30, 2019

Payables and Accruals [Abstract]

Schedule of accounts payable and accrued liabilities

Accounts payable and accrued liabilities consist of the following:

	April 30, 2019		April 30, 2018
Accounts payable	$	345,181	$	259,420
Accrued liabilities		3,014		34,863
Interest payable		225,420		10,454
	$	573,615	$	304,737

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SHARE PURCHASE WARRANTS (Tables)

12 Months Ended

Apr. 30, 2019

Share Purchase Warrants

Schedule of share purchase warrants

The following table summarizes the continuity of share purchase warrants:

	Number of warrants	Weighted average exercise price $
Balance, April 30, 2017	—		—
Issued	93,455,454		0.10
Balance, April 30, 2018	93,455,454		0.10
Issued	—		—
Balance, April 30, 2019	93,455,454		0.10

Schedule of share purchase warrants were outstanding

As at April 30, 2019, the following share purchase warrants were outstanding:

Number of warrants	Exercise price $	Expiry date
7,894,737	0.0042*	May 27, 2022
560,717	0.10	March 29, 2023
85,000,000	0.10	April 5, 2023
93,455,454

*The lower of $0.10 and 70% of the lowest traded price of the Company’s common stock during the prior twenty consecutive trading days.

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INCOME TAXES (Tables)

12 Months Ended

Apr. 30, 2019

Income Tax Disclosure [Abstract]

Schedule of income tax expense

The reconciliation of the provision for income taxes at the United States federal and state statutory rate compared to the Company’s income tax expense as reported is as follows:

	April 30, 2019 $			April 30, 2018 $
Net loss	$	4,294,852		$	5,988,299
Income tax rate		21%			21%
Expected income tax benefit		(909,919	)		(1,257,543	)
Accretion		204,278			9,406
Loss on settlement of debt		42,315			156,314
Write-off loan advanced		—			10,500
Valuation allowance change		655,326			1,081,323
Provision for income taxes	$	—		$	—

Schedule of deferred income tax assets

The significant components of deferred income tax assets at April 30, 2019 and 2018, are as follows:

	April 30, 2019 $			April 30, 2018 $
Net operating loss carryforward	$	1,779,191		$	1,123,864
Valuation allowance		(1,779,191	)		(1,123,864	)
Net deferred income tax asset	$	—		$	—

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GOING CONCERN (Details Narrative) - USD ($)	Apr. 30, 2019	Apr. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Working capital deficit	$ 2,352,884
Accumulated deficit	$ (10,485,728)	$ (6,190,876)

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SIGNIFICANT ACCOUNTING POLICIES (Details) - Recurring Basic [Member] - USD ($)	Apr. 30, 2019	Apr. 30, 2018
Assets:
Cash and cash equivalents		$ 252
Quoted Prices in Active Markets For Identical Instruments (Level 1) [Member]
Assets:
Cash and cash equivalents
Significant Other Observable Inputs (Level 2) [Member]
Assets:
Cash and cash equivalents
Significant Unobservable Inputs (Level 3) [Member]
Assets:
Cash and cash equivalents

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SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - shares	12 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Accounting Policies [Abstract]
Dilutive potential common shares	344,082,359	110,641,291

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FINANCIAL RISK FACTORS (Details Narrative)	Apr. 30, 2019 USD ($)
Financial Risk Factors
Working capital deficiency	$ 2,352,884

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EQUIPMENT (Details Narrative)	Jun. 22, 2017 USD ($)
Computer Equipment [Member]
Equipment cost	$ 364,590

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RELATED PARTY TRANSACTIONS AND BALANCES (Details Narrative) - USD ($)	12 Months Ended
	Apr. 30, 2019	Apr. 30, 2018	Jun. 22, 2017
Related Party Transaction [Line Items]
Allowance for receivables	$ 339,554
Secured Loan Due on August 31, 2017 | CAD [Member]
Related Party Transaction [Line Items]
Loan authorized			$ 450,000
Former CFO, President and Chairman of the Board [Member]
Related Party Transaction [Line Items]
Related party expenses	339,554
Allowance for receivables	339,554
Related Parties [Member]
Related Party Transaction [Line Items]
Due to related party	0	$ 327,541
Certain Directors and RelativeOf Director [Member]
Related Party Transaction [Line Items]
Stock-based compensation	$ 1,875,000

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ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($)	Apr. 30, 2019	Apr. 30, 2018
Payables and Accruals [Abstract]
Accounts payable	$ 345,181	$ 259,420
Accrued liabilities	3,014	34,863
Interest payable	225,420	10,454
Total accounts payable and accrued liabilities	$ 573,615	$ 304,737

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LOANS PAYABLE (Details Narrative) - USD ($)				6 Months Ended	12 Months Ended
	May 24, 2018	Apr. 30, 2018	Apr. 30, 2018	Oct. 31, 2018	Apr. 30, 2019	Apr. 30, 2018	Apr. 30, 2017	Apr. 23, 2018	Feb. 14, 2018	Sep. 30, 2017	Sep. 15, 2017	Jul. 15, 2016
Principal balance					$ 94,737
Loans payable				$ 38,576
Repayment of principal				0
Accretion of loan discounts				(851)	$ (851)	(3,918)
Debt interest rate					30.00%
Loss on settlement of debt					$ 201,500	744,350
Loans Payable [Member]
Loans payable		$ 500	500	500	500	500
Loan Agreement [Member]
Principal balance								$ 15,000	$ 25,000	$ 130,000	$ 500,000	$ 50,000
Unamortized discount				$ 6,836
Repayment of principal	$ 130,000		$ 500,000			5,000	$ 10,600
Accretion of loan discounts						3,918	$ 2,067
Number of shares issued (in shares)	2,600,000	10,630,000	10,630,000
Fair value of share issued	$ 130,000	$ 130,000	$ 1,275,600		338,000
Debt interest rate								10.00%	10.00%	10.00%	5.00%
Debt interest	$ 6,500		$ 31,250
Loss on settlement of debt					$ 201,500	$ 744,350

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CONVERTIBLE DEBENTURES (Details Narrative) - USD ($)				9 Months Ended		12 Months Ended
	Apr. 20, 2018	Apr. 13, 2018	Nov. 27, 2017	Jan. 31, 2019	Jan. 31, 2018	Apr. 30, 2019	Apr. 30, 2018	Jun. 01, 2018
Principal amount						$ 94,737
Debt instrument, interest rate (in percent)						30.00%
Carrying value of convertible debt						$ 410,527
Accretion of discount						307,009	8,781
Accrued interest						$ 17,294	$ 0
Warrants [Member]
Exercise price of warrants (in dollars per share)						$ 0.10	$ 0.10
Convertible Note [Member]
Principal amount						$ 65,619		$ 210,527
Purchase price of note								200,000
Debt instrument, discount								10,527
Debt financing costs						20,000
Additional debt issuance costs								20,000
Debt issuance costs, net								$ 30,527
Debt instrument, interest rate (in percent)				30.00%				5.00%
Beneficial conversion feature						144,908
Carrying value of convertible debt				$ 0		35,092
Accretion of discount				175,436	$ 0	39,025
Increase in carrying amount of loan				$ 273,685		4,444
Securities Purchase Agreement [Member]
Number of shares issued (in shares)	2,793,296
Fair value of share issued	$ 100,832
Bellridge Capital L.P. [Member]
Conversion price (in dollars per share)			$ 0.063
Number of warrants issued (in shares)			7,894,737
Exercise price of warrants (in dollars per share)			$ 0.10
Description of warrants issued			Term of six months at an exercise price equal to the lesser of (i) $0.10 per share and (ii) 70% of the lowest traded price of the Company’s common stock during the prior twenty consecutive trading days.
Warrants term (in years)			6 months
Debt instrument, interest rate (in percent)				30.00%
Carrying value of convertible debt				$ 157,895
Accretion of discount				490,305
Increase in carrying amount of loan				684,211
Accrued interest				$ 10,454		125,796	$ 10,454
Effective conversion price (in dollars per share)			$ 0.063
Bellridge Capital L.P. [Member] | Minimum [Member]
Principal amount						500,000
Bellridge Capital L.P. [Member] | Maximum [Member]
Principal amount						$ 1,500,000
Bellridge Capital L.P. [Member] | Shares [Member]
Principal amount			$ 100,832
Purchase price of note			425,484
Bellridge Capital L.P. [Member] | Warrants [Member]
Principal amount			284,751
Bellridge Capital L.P. [Member] | Convertible Note [Member]
Principal amount			140,733
Debt instrument, discount			26,316
Debt issuance costs, net			60,000
Beneficial conversion feature			54,417
Carrying value of convertible debt			0
Bellridge Capital L.P. [Member] | Securities Purchase Agreement [Member]
Description of debt instrument						The first three tranches were the $1,000,000 in the form of the Notes above. The next and final tranche of $500,000 will be funded upon the effectiveness of the registration statement that the Company expects to file covering the shares of common stock issuable upon conversion of the Notes.
Bellridge Capital L.P. [Member] | Securities Purchase Agreement [Member] | Warrants [Member]
Debt instrument, discount		$ 15,790
Debt issuance costs, net		$ 35,000
Number of warrants issued (in shares)		85,000,000
Exercise price of warrants (in dollars per share)		$ 0.10
Beneficial conversion feature		$ 6,208
Carrying value of convertible debt		56,998
Accrued interest						$ 61,101	$ 1,524
Fair values of warrant		118
Fair value of share issued		258,674
Bellridge Capital L.P. [Member] | Securities Purchase Agreement [Member] | Warrants [Member] | 5% Senior Secured Convertible Promissory Note Due December 20, 2018 [Member]
Principal amount		315,790
Purchase price of note		295,000
Debt instrument, discount		15,790
Legal fees on notes issued		5,000
Additional debt issuance costs		30,000
Debt issuance costs, net		$ 50,672
Exercise price of warrants (in dollars per share)		$ 0.10
Bellridge Capital L.P. [Member] | Securities Purchase Agreement [Member] | Secured Loan Due on August 31, 2017
Principal amount			526,316
Purchase price of note			500,000
Debt instrument, discount			26,316
Legal fees on notes issued			10,000
Additional debt issuance costs			50,000
Debt issuance costs, net			$ 86,316
Number of shares issued (in shares)			2,793,296
Debt instrument, interest rate (in percent)			5.00%

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LICENSE (Details Narrative) - USD ($)			12 Months Ended
	Apr. 26, 2018	Nov. 06, 2017	Apr. 30, 2018
Exclusive Software License Agreement [Member] | Black Cactus Holdings LLC [Member]
Number of shares issued		60,000,000
Value of shares issued		$ 6,600,000
Number of shares cancellation	60,000,000
Agreement [Member]
Consulting costs			$ 228,000

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PRODUCT DEVELOPMENT AND WEBSITE COSTS (Details Narrative) - USD ($)		12 Months Ended
	Jul. 18, 2017	Apr. 30, 2019	Apr. 30, 2018
Cash payment		$ (15,000)	$ 637,526
Amount payable for BitReturn		350,000	350,000
Definitive Acquisition Agreement [Member] | Restricted Common Stock [Member]
Number of shares issued (in shares)	10,000,000
Value of shares issued	$ 1,900,000
Cash payment	$ 350,000
Amount payable for BitReturn		$ 350,000	$ 350,000

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COMMITMENTS (Details Narrative) - USD ($)								12 Months Ended
	Jul. 09, 2018	Feb. 14, 2018	Dec. 19, 2017	Nov. 27, 2017	Nov. 08, 2017	Jul. 26, 2017	Jan. 04, 2017	Apr. 30, 2019	Apr. 30, 2018
Consulting fees								$ 158,772	$ 237,597
Warrants [Member]
Exercise price of warrants (in dollars per share)								$ 0.10	$ 0.10
Bellridge Capital L.P. [Member]
Number of warrants issued (in shares)				7,894,737
Exercise price of warrants (in dollars per share)				$ 0.10
Business Development Consultant Agreement [Member]
Number of shares issued (in shares)			2,000,000
Value of shares issued									$ 2,000,000
Consulting expense									660,000
Cash			$ 10,000
Strategic Management and Advisory Agreement [Member]
Number of shares issued (in shares)						1,000,000
Value of shares issued						$ 260,000
Consulting expense						$ 3,000		$ 43,333	$ 216,666
General Release Agreement [Member]
Number of shares issued (in shares)	6,000,000
Settlement and General Release Agreement [Member] | Employee [Member]
Number of shares issued (in shares)	420,000
Employment Agreement [Member]
Number of shares issued (in shares)		8,000,000
Agreement term		3 years
Employment Agreement [Member] | United Kingdom, Pounds
Value of shares issued		$ 250,000
Financial Advisor Agreement [Member]
Consulting fees					$ 20,000
Percentage of cash fee under debt financing cost (in percent)					10.00%
Exercise price of warrants (in dollars per share)					$ 0.10
Financial Advisor Agreement [Member] | Warrants [Member]
Number of warrants issued (in shares)									560,717
Equity Research Service Agreement [Member]
Number of shares issued (in shares)							150,000
Consulting expense							$ 57,000	$ 28,500	$ 19,000

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STOCK (Details Narrative) - USD ($)																		12 Months Ended
	Jul. 09, 2018	May 24, 2018	Apr. 30, 2018	Apr. 30, 2018	Apr. 27, 2018	Apr. 27, 2018	Apr. 20, 2018	Feb. 14, 2018	Feb. 05, 2018	Jan. 16, 2018	Jan. 16, 2018	Nov. 13, 2017	Nov. 06, 2017	Jul. 26, 2017	Jul. 01, 2017	Jun. 27, 2017	Jan. 04, 2017	Apr. 30, 2019	Apr. 30, 2018	Jan. 31, 2018	Jun. 26, 2017
Common shares, authorized pre amendment (in shares)			240,000,000	240,000,000								240,000,000							240,000,000
Common shares, authorized post amendment (in shares)			490,000,000	490,000,000								490,000,000						490,000,000	490,000,000
Common shares, par value (in dollars per share)			$ 0.0001	$ 0.0001								$ 0.0001						$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)			10,000,000	10,000,000								10,000,000						10,000,000	10,000,000
Preferred stock, par value (in dollars per share)			$ 0.0001	$ 0.0001								$ 0.0001						$ 0.0001	$ 0.0001
Preferred stock, issued (in shares)			0	0														0	0
Preferred stock, outstanding (in shares)			0	0														0	0
Common stock, issued (in shares)			166,673,296	166,673,296														166,073,296	166,673,296
Common stock, outstanding (in shares)			113,473,296	113,473,296														166,073,296	113,473,296
Accrued interest			$ 0	$ 0														$ 17,294	$ 0
Common stock are held in treasury			53,200,000	53,200,000														53,200,000	53,200,000
Stock-based compensation expense																		$ 1,875,000
Common Stock [Member]
Proceeds from common stock																			$ 14,000
Common stock, issued (in shares)														2,500,000	1,000,000	10,000,000					1,400,000
Number of shares issued (in shares)																			1,400,000
Value of shares issued																			$ 140
Treasury Amount [Member]
Common stock are held in treasury			53,200,000	53,200,000															53,200,000
Series A Preferred Stock [Member]
Preferred stock, authorized (in shares)			10,000	10,000								10,000						10,000	10,000
Preferred stock, authorized but unissued shares (in shares)												10,000
Description of voting rights												Aggregate voting power of 45% of the combined voting power of the entire Company’s shares, common stock and preferred stock, as long as the Company is in existence.
Three Directors [Member]
Number of shares issued (in shares)						50,000,000
Common stock are held in treasury																		50,000,000
Equity Research Services Agreement [Member]
Number of shares issued (in shares)											150,000
Value of shares issued											$ 57,000
Business Development Agreement [Member]
Number of shares issued (in shares)									2,000,000
Value of shares issued									$ 660,000
Securities Purchase Agreement [Member]
Number of shares issued (in shares)							2,793,296
Value of shares issued							$ 100,832
Loan Agreement [Member]
Number of shares issued (in shares)		2,600,000	10,630,000	10,630,000
Value of shares issued		$ 130,000	$ 130,000	$ 1,275,600														$ 338,000
Accrued interest		$ 6,500	$ 31,250	$ 31,250															$ 31,250
Exclusive Software License Agreement [Member]
Number of shares cancelled					60,000,000
Exclusive Software License Agreement [Member] | Black Cactus Holdings LLC [Member]
Number of shares issued (in shares)													60,000,000
Value of shares issued													$ 6,600,000
General Release Agreement [Member]
Number of shares issued (in shares)	6,000,000
Accrued interest																		$ 420,000
Employment Agreement [Member]
Number of shares issued (in shares)								8,000,000
Share Purchase Agreement [Member]
Number of shares issued (in shares)										3,200,000
Description of shares issued to unrelated party										If the shares issued to the unrelated third party shareholders do not have an aggregate value of $2,000,000 by January 15, 2019, the unrelated third party shareholders are entitled to have additional shares issued to them so that they hold shares equal to $2,000,000 as of that date.
Common stock held by the company (in shares)																				3,200,000
Strategic Management and Advisory Agreement [Member]
Proceeds from common stock															$ 260,000
Number of shares issued (in shares)														1,000,000
Value of shares issued														$ 260,000
Services agreements [Member]
Proceeds from common stock														$ 400,000
Equity Research Service Agreement [Member]
Number of shares issued (in shares)																	150,000
BitReturn Agreement [Member]
Proceeds from common stock																$ 1,900,000

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SHARE PURCHASE WARRANTS (Details) - Warrants [Member] - $ / shares	12 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Class of Warrant or Right Number of Warrants [Roll Forward]
Balance, beginning	93,455,454
Issued		93,455,454
Balance, end	93,455,454	93,455,454
Class of Warrant or Right Weighted Average Exercise Price [Roll Forward]
Balance, beginning	$ 0.10
Issued		$ 0.10
Balance, end	$ 0.10	$ 0.10

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SHARE PURCHASE WARRANTS (Details 1) - $ / shares		Apr. 30, 2019	Apr. 30, 2018	Apr. 30, 2017
Warrants May 27, 2022 [Member]
Class of Warrant or Right [Line Items]
Number of warrants		7,894,737
Exercise price	[1]	$ 0.0042
Warrants March 29, 2023 [Member]
Class of Warrant or Right [Line Items]
Number of warrants		560,717
Exercise price		$ 0.10
Warrants April 5, 2023 [Member]
Class of Warrant or Right [Line Items]
Number of warrants		85,000,000
Exercise price		$ 0.10
Warrants [Member]
Class of Warrant or Right [Line Items]
Number of warrants		93,455,454	93,455,454
Exercise price		$ 0.10	$ 0.10

[1] The lower of $0.10 and 70% of the lowest traded price of the Company's common stock during the prior twenty consecutive trading days.

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SHARE PURCHASE WARRANTS (Details Narrative)	12 Months Ended
	Apr. 30, 2019
Share Purchase Warrants
Weighted average remaining life	3 years 10 months 10 days

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INCOME TAXES (Details) - USD ($)	12 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Income Tax Disclosure [Abstract]
Net loss	$ (4,294,852)	$ (5,988,299)
Income tax rate	21.00%	21.00%
Expected income tax benefit	$ (909,919)	$ (1,257,543)
Accretion	204,278	9,406
Loss on settlement of debt	42,315	156,314
Write-off loan advanced		10,500
Valuation allowance change	655,326	1,081,323
Provision for income taxes

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INCOME TAXES (Details 1) - USD ($)	Apr. 30, 2019	Apr. 30, 2018
Income Tax Disclosure [Abstract]
Net operating loss carryforward	$ 1,779,191	$ 1,123,864
Valuation allowance	(1,779,191)	(1,123,864)
Net deferred income tax asset

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INCOME TAXES (Details Narrative) - USD ($)	12 Months Ended
	Apr. 30, 2019	Apr. 30, 2018
Income Tax Disclosure [Abstract]
Income tax rate	21.00%	21.00%
Net operating loss carryforwards	$ 8,472,337
Expiration date	Dec. 31, 2033

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SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - Software License Agreement [Member]	Aug. 24, 2019 USD ($) $ / shares	Aug. 24, 2019 USD ($) $ / shares
Charteris Mackie Baillie and Cummins Limited [Member]
Subsequent Event [Line Items]
Percentage of royalty fee	5.00%
Percentage of shares issued	60.00%
Share price | $ / shares	$ (0.0001)	$ (0.0001)
Bellridge Capital L.P [Member]
Subsequent Event [Line Items]
Consideration paid		$ 250,000
Bellridge Capital L.P [Member] | Minimum [Member]
Subsequent Event [Line Items]
Line of credit	$ 1,500,000	1,500,000
Bellridge Capital L.P [Member] | Maximum [Member]
Subsequent Event [Line Items]
Line of credit	$ 5,000,000	$ 5,000,000