Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Equity

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Stockholders' Equity
3 Months Ended
Jul. 31, 2017
Equity [Abstract]  
Stockholders' Equity

NOTE 6 — STOCKHOLDERS’ EQUITY

 

On May 3, 2017, the Company filed a certificate of amendment to its Articles of Incorporation, as amended with the Secretary of State of the State of Nevada in order to (i) effectuate a reverse stock split of the Company’s issued and outstanding common stock, par value $0.001 per share on a one (1) for four (4) basis and (ii) increase the Company’s authorized number of shares of common stock and preferred stock to 200,000,000 shares from 54,000,000 shares and 50,000,000 shares from 5,000,000 shares, respectively.

 

Series C Convertible Preferred Stock

 

In May 2017, the Company designated 45,002 shares of Series C Convertible Preferred Stock, par value $0.001 per share (the “Series C Preferred Stock”). Each share of Series C Preferred Stock is convertible into shares of the Company’s common stock with a stated value of $1,000 per share and conversion price of $1.00 per share of common stock, subject to adjustment in the event of stock split, stock dividends, and recapitalization or otherwise. The holders of the Series C Preferred Stock shall not possess any voting rights. The Series C Preferred Stock does not contain any redemption provision. The Series C Preferred Stock are entitled to a liquidation preference equal to the par value of $0.001, prior to any payments to holders of (i) any other class or series of capital stock whose terms expressly provide that the holders of preferred shares should receive preferential payment with respect to such distribution and (ii) the common stock.

 

Common Stock

 

In connection with the Merger, the Company is deemed to have issued 1,204,667 shares of common stock which represents the outstanding common shares of the Company prior to the closing of the Merger (see Note 4).

 

In May 2017, in connection with the Merger (see Note 4), the Company issued 37,879 shares of the Company’s common stock having a fair value of $100,000 to the Chief Geologist for services rendered to the Company from June 2016 to January 2017 pursuant to his employment agreement with the Company’s wholly-owned subsidiary Gold King (see Note 8). Consequently, the Company reduced accrued salaries by $100,000 as of July 31, 2017.

 

In July 2017, the Company sold 179,211 shares of its common stock at $2.79 per common share for proceeds of approximately $500,000.

 

Between May 2017 and July 2017, the Company issued 3,682,000 shares of the Company’s common stock in exchange for the conversion of 36,820 shares of the Company’s Series C Preferred Stock.

 

Stock Options

 

A summary of the Company’s outstanding stock options as of July 31, 2017 and changes during the period then ended are presented below:

 

    Number of
Options
    Weighted
Average
Exercise
Price
    Weighted
Average
Remaining
Contractual
Life
(Years)
 
Balance at April 30, 2017 (see Note 4)     231,458     $ 3.60       4.01  
Granted                  
Exercised                  
Forfeited                  
Cancelled                  
Balance at July 31, 2017     231,458       3.60       3.76  
                         
Options exercisable at end of period     135,017     $ 3.60          
Options expected to vest     96,441     $ 3.60          
Weighted average fair value of options granted during the period           $          

 

The 96,441 options are expected to vest over the next 10 months.

 

Stock Warrants

 

A summary of the Company’s outstanding stock warrants as of July 31, 2017 and changes during the period then ended are presented below:

 

    Number of
Warrants
    Weighted
Average
Exercise
Price
    Weighted
Average
Remaining
Contractual
Life
(Years)
 
Balance at April 30, 2017 (see Note 4)     452,359     $ 2.64       4.23  
Recapitalization on May 23, 2017     33,415       32.61       0.90  
Granted                  
Exercised                  
Forfeited                  
Cancelled                  
Balance at July 31, 2017     485,774       3.80       4.70  
                         
Warrants exercisable at end of period     485,774     $ 3.80          
Warrants expected to vest         $          
Weighted average fair value of warrants granted during the period           $