0001416090 false --12-31 Q2 http://fasb.org/us-gaap/2023#DerivativeLiabilitiesCurrent http://fasb.org/us-gaap/2023#DerivativeLiabilitiesCurrent 0001416090 2023-01-01 2023-06-30 0001416090 2023-08-14 0001416090 2023-06-30 0001416090 2022-12-31 0001416090 us-gaap:NonrelatedPartyMember 2023-06-30 0001416090 us-gaap:NonrelatedPartyMember 2022-12-31 0001416090 us-gaap:RelatedPartyMember 2023-06-30 0001416090 us-gaap:RelatedPartyMember 2022-12-31 0001416090 2023-04-01 2023-06-30 0001416090 2022-04-01 2022-06-30 0001416090 2022-01-01 2022-06-30 0001416090 us-gaap:PreferredStockMember 2022-12-31 0001416090 us-gaap:CommonStockMember 2022-12-31 0001416090 us-gaap:AdditionalPaidInCapitalMember 2022-12-31 0001416090 us-gaap:RetainedEarningsMember 2022-12-31 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-12-31 0001416090 us-gaap:NoncontrollingInterestMember 2022-12-31 0001416090 us-gaap:PreferredStockMember 2023-03-31 0001416090 us-gaap:CommonStockMember 2023-03-31 0001416090 us-gaap:AdditionalPaidInCapitalMember 2023-03-31 0001416090 us-gaap:RetainedEarningsMember 2023-03-31 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2023-03-31 0001416090 us-gaap:NoncontrollingInterestMember 2023-03-31 0001416090 2023-03-31 0001416090 us-gaap:PreferredStockMember 2021-12-31 0001416090 us-gaap:CommonStockMember 2021-12-31 0001416090 us-gaap:AdditionalPaidInCapitalMember 2021-12-31 0001416090 us-gaap:RetainedEarningsMember 2021-12-31 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-12-31 0001416090 us-gaap:NoncontrollingInterestMember 2021-12-31 0001416090 2021-12-31 0001416090 us-gaap:PreferredStockMember 2022-03-31 0001416090 us-gaap:CommonStockMember 2022-03-31 0001416090 us-gaap:AdditionalPaidInCapitalMember 2022-03-31 0001416090 us-gaap:RetainedEarningsMember 2022-03-31 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-03-31 0001416090 us-gaap:NoncontrollingInterestMember 2022-03-31 0001416090 2022-03-31 0001416090 us-gaap:PreferredStockMember 2023-01-01 2023-03-31 0001416090 us-gaap:CommonStockMember 2023-01-01 2023-03-31 0001416090 us-gaap:AdditionalPaidInCapitalMember 2023-01-01 2023-03-31 0001416090 us-gaap:RetainedEarningsMember 2023-01-01 2023-03-31 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2023-01-01 2023-03-31 0001416090 us-gaap:NoncontrollingInterestMember 2023-01-01 2023-03-31 0001416090 2023-01-01 2023-03-31 0001416090 us-gaap:PreferredStockMember 2023-04-01 2023-06-30 0001416090 us-gaap:CommonStockMember 2023-04-01 2023-06-30 0001416090 us-gaap:AdditionalPaidInCapitalMember 2023-04-01 2023-06-30 0001416090 us-gaap:RetainedEarningsMember 2023-04-01 2023-06-30 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2023-04-01 2023-06-30 0001416090 us-gaap:NoncontrollingInterestMember 2023-04-01 2023-06-30 0001416090 us-gaap:PreferredStockMember 2022-01-01 2022-03-31 0001416090 us-gaap:CommonStockMember 2022-01-01 2022-03-31 0001416090 us-gaap:AdditionalPaidInCapitalMember 2022-01-01 2022-03-31 0001416090 us-gaap:RetainedEarningsMember 2022-01-01 2022-03-31 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-01-01 2022-03-31 0001416090 us-gaap:NoncontrollingInterestMember 2022-01-01 2022-03-31 0001416090 2022-01-01 2022-03-31 0001416090 us-gaap:PreferredStockMember 2022-04-01 2022-06-30 0001416090 us-gaap:CommonStockMember 2022-04-01 2022-06-30 0001416090 us-gaap:AdditionalPaidInCapitalMember 2022-04-01 2022-06-30 0001416090 us-gaap:RetainedEarningsMember 2022-04-01 2022-06-30 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-04-01 2022-06-30 0001416090 us-gaap:NoncontrollingInterestMember 2022-04-01 2022-06-30 0001416090 us-gaap:PreferredStockMember 2023-06-30 0001416090 us-gaap:CommonStockMember 2023-06-30 0001416090 us-gaap:AdditionalPaidInCapitalMember 2023-06-30 0001416090 us-gaap:RetainedEarningsMember 2023-06-30 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2023-06-30 0001416090 us-gaap:NoncontrollingInterestMember 2023-06-30 0001416090 us-gaap:PreferredStockMember 2022-06-30 0001416090 us-gaap:CommonStockMember 2022-06-30 0001416090 us-gaap:AdditionalPaidInCapitalMember 2022-06-30 0001416090 us-gaap:RetainedEarningsMember 2022-06-30 0001416090 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-06-30 0001416090 us-gaap:NoncontrollingInterestMember 2022-06-30 0001416090 2022-06-30 0001416090 2010-03-04 0001416090 2010-03-05 0001416090 2020-12-30 0001416090 2020-12-31 0001416090 2012-11-20 2012-11-21 0001416090 IMII:GoldAmericanMiningCorpMember 2013-02-20 2013-02-25 0001416090 IMII:GoldAmericanMiningCorpMember us-gaap:RelatedPartyMember 2013-02-25 0001416090 IMII:OuncesHighExplorationIncMember 2020-02-21 2020-02-21 0001416090 IMII:ClavoRicoLtdMember 2015-09-29 2015-10-02 0001416090 IMII:ClavoRicoLtdMember 2015-10-02 0001416090 2016-01-10 2016-01-11 0001416090 IMII:ImmediatelyBeforeReverseSplitMember 2016-01-11 0001416090 IMII:ImmediatelyAfterReverseSplitMember 2016-01-11 0001416090 us-gaap:FairValueInputsLevel1Member 2023-06-30 0001416090 us-gaap:FairValueInputsLevel2Member 2023-06-30 0001416090 us-gaap:FairValueInputsLevel3Member 2023-06-30 0001416090 us-gaap:FairValueInputsLevel1Member 2022-12-31 0001416090 us-gaap:FairValueInputsLevel2Member 2022-12-31 0001416090 us-gaap:FairValueInputsLevel3Member 2022-12-31 0001416090 srt:MinimumMember us-gaap:BuildingMember 2023-06-30 0001416090 srt:MaximumMember us-gaap:BuildingMember 2023-06-30 0001416090 srt:MinimumMember IMII:VehiclesAndEquipmentMember 2023-06-30 0001416090 srt:MaximumMember IMII:VehiclesAndEquipmentMember 2023-06-30 0001416090 srt:MinimumMember us-gaap:FurnitureAndFixturesMember 2023-06-30 0001416090 srt:MaximumMember us-gaap:FurnitureAndFixturesMember 2023-06-30 0001416090 us-gaap:FairValueInputsLevel3Member 2023-01-01 2023-06-30 0001416090 us-gaap:AccountingStandardsUpdate201803Member 2023-06-30 0001416090 IMII:DebtDerivativeLiabilityMember 2023-01-01 2023-06-30 0001416090 IMII:TheBinomialOptionPricingModelMember IMII:DebtDerivativeLiabilityMember us-gaap:MeasurementInputExpectedDividendRateMember 2023-06-30 0001416090 IMII:TheBinomialOptionPricingModelMember IMII:DebtDerivativeLiabilityMember us-gaap:MeasurementInputPriceVolatilityMember srt:MinimumMember 2023-06-30 0001416090 IMII:TheBinomialOptionPricingModelMember IMII:DebtDerivativeLiabilityMember us-gaap:MeasurementInputRiskFreeInterestRateMember 2023-06-30 0001416090 IMII:MonteCarloValuationModelMember IMII:DebtDerivativeLiabilityMember us-gaap:MeasurementInputExpectedTermMember 2023-01-01 2023-06-30 0001416090 IMII:WarrantLiabilityMember 2023-01-01 2023-06-30 0001416090 us-gaap:MeasurementInputExpectedDividendRateMember 2023-06-30 0001416090 us-gaap:MeasurementInputPriceVolatilityMember srt:MinimumMember 2023-06-30 0001416090 us-gaap:MeasurementInputRiskFreeInterestRateMember 2023-06-30 0001416090 us-gaap:MeasurementInputExpectedTermMember 2023-06-30 0001416090 IMII:MotherLodeMiningIncMember 2023-01-03 2023-01-03 0001416090 IMII:MotherLodeMiningIncMember 2023-01-05 2023-01-05 0001416090 IMII:MotherLodeMiningIncMember 2023-01-16 2023-01-16 0001416090 IMII:MotherLodeMiningIncMember 2023-01-17 2023-01-17 0001416090 IMII:MotherLodeMiningIncMember 2023-01-18 2023-01-18 0001416090 IMII:MotherLodeMiningIncMember 2023-01-23 2023-01-23 0001416090 IMII:MotherLodeMiningIncMember 2023-01-24 2023-01-24 0001416090 IMII:LetterOfIntentMember 2023-01-10 2023-01-12 0001416090 IMII:LetterOfIntentMember 2023-03-01 2023-03-01 0001416090 IMII:LetterOfIntentMember 2023-06-01 2023-06-01 0001416090 IMII:LetterOfIntentMember 2023-04-01 2023-04-01 0001416090 IMII:LetterOfIntentMember 2023-05-01 2023-05-01 0001416090 IMII:LetterOfIntentMember IMII:TwentyMonthsUntilFebruaryOneTwoThousandTwentyFiveMember 2023-01-01 2023-03-31 0001416090 IMII:LetterOfIntentMember IMII:TwentyMonthsUntilFebruaryOneTwoThousandTwentyFiveMember 2023-03-31 0001416090 2023-01-10 2023-01-12 0001416090 IMII:MotherLodeMiningIncMember 2023-06-30 0001416090 IMII:MotherLodeMiningIncMember 2022-12-31 0001416090 IMII:MotherLodeMiningIncMember 2023-01-12 0001416090 IMII:MotherLodeMiningIncMember 2023-03-31 2023-03-31 0001416090 IMII:PhilZobristMember 2023-06-30 0001416090 IMII:PhilZobristMember 2022-12-31 0001416090 IMII:AntczakPolichLawLLCMember 2023-06-30 0001416090 IMII:AntczakPolichLawLLCMember 2022-12-31 0001416090 IMII:PhilZobristMember IMII:UnsecuredPromissoryNoteMember 2013-01-11 0001416090 IMII:PhilZobristMember IMII:UnsecuredPromissoryNoteMember 2013-01-10 2013-01-10 0001416090 IMII:PhilZobristMember IMII:UnsecuredPromissoryNoteMember 2015-10-01 2015-10-02 0001416090 IMII:UnsecuredPromissoryNoteMember 2015-10-02 0001416090 IMII:PhilZobristMember IMII:UnsecuredPromissoryNoteMember 2015-12-31 0001416090 IMII:PhilZobristMember IMII:UnsecuredPromissoryNoteMember 2023-06-30 0001416090 IMII:PhilZobristMember IMII:UnsecuredPromissoryNoteMember IMII:PreSplitMember 2023-06-30 0001416090 IMII:PhilZobristMember IMII:UnsecuredPromissoryNoteMember 2023-01-01 2023-06-30 0001416090 IMII:AntczakPolichLawLLCMember IMII:UnsecuredPromissoryNoteMember 2023-03-21 0001416090 IMII:AntczakPolichLawLLCMember IMII:PromissoryNoteMember 2023-01-01 2023-06-30 0001416090 IMII:AntczakPolichLawLLCMember 2023-06-30 0001416090 IMII:ClavoRicoIncorporatedMember 2023-01-01 2023-06-30 0001416090 IMII:ClavoRicoIncorporatedMember 2022-01-01 2022-12-31 0001416090 IMII:ClavoRicoIncorporatedMember 2023-06-30 0001416090 IMII:ClavoRicoIncorporatedMember 2022-12-31 0001416090 IMII:ClaymoreManagementMember 2023-01-01 2023-06-30 0001416090 IMII:ClaymoreManagementMember 2022-01-01 2022-12-31 0001416090 IMII:ClaymoreManagementMember 2023-06-30 0001416090 IMII:ClaymoreManagementMember 2022-12-31 0001416090 IMII:CluffRichPC401KMember 2023-01-01 2023-06-30 0001416090 IMII:CluffRichPC401KMember 2022-01-01 2022-12-31 0001416090 IMII:CluffRichPC401KMember 2023-06-30 0001416090 IMII:CluffRichPC401KMember 2022-12-31 0001416090 IMII:DebraDambrosioMember 2023-01-01 2023-06-30 0001416090 IMII:DebraDambrosioMember 2022-01-01 2022-12-31 0001416090 IMII:DebraDambrosioMember 2023-06-30 0001416090 IMII:DebraDambrosioMember 2022-12-31 0001416090 IMII:FrancisERichMember 2023-01-01 2023-06-30 0001416090 IMII:FrancisERichMember 2022-01-01 2022-12-31 0001416090 IMII:FrancisERichMember 2023-06-30 0001416090 IMII:FrancisERichMember 2022-12-31 0001416090 IMII:LegendsCapitalMember 2023-01-01 2023-06-30 0001416090 IMII:LegendsCapitalMember 2022-01-01 2022-12-31 0001416090 IMII:LegendsCapitalMember 2023-06-30 0001416090 IMII:LegendsCapitalMember 2022-12-31 0001416090 IMII:LwBriggsIrrevocableTrustMember 2023-01-01 2023-06-30 0001416090 IMII:LwBriggsIrrevocableTrustMember 2022-01-01 2022-12-31 0001416090 IMII:LwBriggsIrrevocableTrustMember 2023-06-30 0001416090 IMII:LwBriggsIrrevocableTrustMember 2022-12-31 0001416090 IMII:MDLVenturesLlcMember 2023-01-01 2023-06-30 0001416090 IMII:MDLVenturesLlcMember 2022-01-01 2022-12-31 0001416090 IMII:MDLVenturesLlcMember 2023-06-30 0001416090 IMII:MDLVenturesLlcMember 2022-12-31 0001416090 IMII:PineValleyInvestmentsMember 2023-01-01 2023-06-30 0001416090 IMII:PineValleyInvestmentsMember 2022-01-01 2022-12-31 0001416090 IMII:PineValleyInvestmentsMember 2023-06-30 0001416090 IMII:PineValleyInvestmentsMember 2022-12-31 0001416090 IMII:GAIALtdAndSilverbrookCorporationMember 2019-04-05 0001416090 IMII:GAIALtdAndSilverbrookCorporationMember 2019-04-04 2019-04-05 0001416090 IMII:ClavoRicoIncMember 2023-01-29 2023-02-01 0001416090 IMII:ClavoRicoIncMember 2023-02-01 0001416090 IMII:ClavoRicoIncMember 2023-06-30 0001416090 IMII:ClaymoreManagementMember 2016-10-01 2016-10-02 0001416090 IMII:ClaymoreManagementMember 2023-01-29 2023-02-01 0001416090 IMII:ClaymoreManagementMember 2023-02-01 0001416090 IMII:UnsecuredShortTermPromissoryNoteMember IMII:CluffRichPC401KMember 2022-06-29 0001416090 IMII:UnsecuredShortTermPromissoryNoteMember IMII:CluffRichPC401KMember 2022-06-29 2022-06-29 0001416090 IMII:UnsecuredShortTermPromissoryNoteMember IMII:CluffRichPC401KMember 2023-01-29 2023-02-01 0001416090 IMII:CluffRichPC401KMember 2023-01-29 2023-02-01 0001416090 IMII:CluffRichPC401KMember IMII:UnsecuredShortTermPromissoryNoteMember 2023-01-01 2023-06-30 0001416090 IMII:CluffRichPC401KMember IMII:UnsecuredShortTermPromissoryNoteMember 2023-06-30 0001416090 IMII:DebraDambrosioMember IMII:SixUnsecuredShortTermPromissoryNoteMember 2023-01-01 0001416090 IMII:DebraDambrosioMember IMII:UnsecuredShortTermPromissoryNoteMember 2023-01-31 0001416090 IMII:OneUnsecuredShortTermPromissoryNoteMember IMII:DebraDambrosioMember 2023-01-29 2023-02-01 0001416090 IMII:DebraDambrosioMember 2023-01-29 2023-02-01 0001416090 IMII:DebraDambrosioMember IMII:OneUnsecuredShortTermPromissoryNoteMember 2023-01-01 2023-06-30 0001416090 IMII:DebraDambrosioMember IMII:OneUnsecuredShortTermPromissoryNoteMember 2023-06-30 0001416090 IMII:DebraDambrosioMember IMII:UnsecuredShortTermPromissoryNoteMember 2023-04-30 0001416090 IMII:DebraDambrosioMember IMII:UnsecuredShortTermPromissoryNoteMember 2023-04-30 2023-04-30 0001416090 IMII:FrancisERichMember IMII:TwoUnsecuredShortTermPromissoryNoteMember 2023-01-01 0001416090 IMII:OneUnsecuredShortTermPromissoryNoteMember IMII:FrancisERichMember 2023-01-01 2023-01-01 0001416090 IMII:FrancisERichMember 2023-01-29 2023-02-01 0001416090 IMII:LegendsCapitalGroupMember 2016-10-01 2016-10-02 0001416090 IMII:LegendsCapitalGroupMember 2023-01-29 2023-02-01 0001416090 IMII:LegendsCapitalGroupMember 2023-02-01 0001416090 IMII:LegendsCapitalGroupMember 2023-06-30 0001416090 IMII:LwBriggsIrrevocableTrustMember 2016-10-01 2016-10-02 0001416090 IMII:LwBriggsIrrevocableTrustMember 2023-01-29 2023-02-01 0001416090 IMII:LwBriggsIrrevocableTrustMember 2023-02-01 0001416090 IMII:MDLVenturesLlcMember IMII:UnsecuredConvertibleNotePayableAgreementMember 2014-10-01 0001416090 IMII:MDLVenturesLlcMember IMII:UnsecuredConvertibleNotePayableAgreementMember 2014-09-28 2014-10-01 0001416090 IMII:UnsecuredConvertibleNotePayableAgreementMember IMII:MDLVenturesLlcMember IMII:PreSplitMember 2014-10-01 0001416090 IMII:MDLVenturesLlcMember IMII:UnsecuredConvertibleNotePayableAgreementMember 2023-01-01 2023-06-30 0001416090 IMII:MDLVenturesLlcMember IMII:UnsecuredConvertibleNotePayableAgreementMember 2016-10-01 2016-10-02 0001416090 IMII:SecuredConvertiblePromissoryNoteMember IMII:MDLVenturesLlcMember us-gaap:InvestorMember 2023-01-01 2023-03-31 0001416090 IMII:MDLVenturesLlcMember 2023-01-29 2023-02-01 0001416090 IMII:MDLVenturesLlcMember 2023-02-01 0001416090 IMII:MDLVenturesLlcMember 2023-06-30 0001416090 IMII:PineValleyInvestmentLLCMember IMII:ThreeUnsecuredShortTermPromissoryNoteMember 2023-01-01 0001416090 IMII:PineValleyInvestmentLLCMember IMII:OneUnsecuredShortTermPromissoryNoteMember 2014-09-28 2014-10-01 0001416090 IMII:PineValleyInvestmentLLCMember 2023-01-29 2023-02-01 0001416090 IMII:PineValleyInvestmentLLCMember 2023-01-01 2023-06-30 0001416090 IMII:PineValleyInvestmentLLCMember 2023-06-30 0001416090 IMII:DiagonalLendingLLCMember 2023-06-30 0001416090 IMII:DiagonalLendingLLCMember 2022-12-31 0001416090 IMII:AntczakPolichLawLLCMember 2023-06-30 0001416090 IMII:AntczakPolichLawLLCMember 2022-12-31 0001416090 IMII:AntillesFamilyOfficeLLCMember 2023-06-30 0001416090 IMII:AntillesFamilyOfficeLLCMember 2022-12-31 0001416090 IMII:ScotiaInternationalMember 2023-06-30 0001416090 IMII:ScotiaInternationalMember 2022-12-31 0001416090 us-gaap:ConvertibleNotesPayableMember 2023-06-30 0001416090 us-gaap:ConvertibleNotesPayableMember 2022-12-31 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:DiagonalLendingLLCMember 2018-10-18 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:DiagonalLendingLLCMember 2022-10-17 2022-10-18 0001416090 IMII:UnsecuredConvertiblePromissoryNoteTwoMember IMII:DiagonalLendingLLCMember 2018-10-18 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember 2022-10-17 2022-10-18 0001416090 IMII:DiagonalLendingLLCMember 2018-10-18 0001416090 IMII:DiagonalLendingLLCMember 2022-11-30 0001416090 IMII:UnsecuredConvertiblePromissoryNoteTwoMember IMII:DiagonalLendingLLCMember 2022-11-30 0001416090 IMII:DiagonalLendingLLCMember 2023-06-30 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:DiagonalLendingLLCMember 2023-06-30 0001416090 IMII:DiagonalLendingLLCMember IMII:UnsecuredConvertiblePromissoryNoteTwoMember 2023-06-30 0001416090 IMII:UnsecuredConvertiblePromissoryNoteMember IMII:DiagonalLendingLLCMember 2023-01-01 2023-06-30 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:AntczakPolichLawLLCMember 2018-08-01 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:AntczakPolichLawLLCMember 2018-07-30 2018-08-01 0001416090 IMII:UnsecuredConvertiblePromissoryNoteTwoMember IMII:AntczakPolichLawLLCMember 2018-08-01 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:AntczakPolichLawLLCMember 2023-03-21 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:AntczakPolichLawLLCMember 2023-01-01 2023-06-30 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:AntczakPolichLawLLCMember 2023-06-30 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:AntczakPolichLawLLCMember 2018-12-01 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:AntczakPolichLawLLCMember 2018-11-30 2018-12-01 0001416090 IMII:UnsecuredConvertiblePromissoryNoteTwoMember IMII:AntczakPolichLawLLCMember 2018-12-01 0001416090 IMII:UnsecuredConvertiblePromissoryNoteTwoMember IMII:AntczakPolichLawLLCMember 2023-01-01 2023-06-30 0001416090 IMII:UnsecuredConvertiblePromissoryNoteOneMember IMII:AntczakPolichLawLLCOneMember 2023-06-30 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember 2019-05-20 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember 2019-05-19 2019-05-20 0001416090 IMII:UnsecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember 2019-05-20 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember IMII:WarrantOneMember 2019-05-20 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember IMII:WarrantTwoMember 2019-05-20 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember IMII:WarrantThreeMember 2019-05-20 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember 2019-07-24 2019-07-29 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember 2019-07-29 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember 2020-01-01 2020-12-31 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember IMII:TwoThousandTwentyOneMember 2021-01-01 2021-12-31 0001416090 IMII:ForbearanceAgreementMember us-gaap:InvestorMember 2020-01-01 2020-12-31 0001416090 IMII:ForbearanceAgreementMember us-gaap:InvestorMember 2021-01-01 2021-12-31 0001416090 IMII:ForbearanceAgreementMember us-gaap:InvestorMember IMII:TwoThousandTwentyTwoMember 2022-01-01 2022-12-31 0001416090 us-gaap:InvestorMember 2021-01-01 2021-12-31 0001416090 IMII:AntillesFamilyOfficeLLCMember 2021-01-01 2021-12-30 0001416090 IMII:AntillesFamilyOfficeLLCMember 2023-01-18 0001416090 IMII:AntillesFamilyOfficeLLCMember IMII:UnsecuredConvertiblePromissoryNoteOneMember 2023-01-18 0001416090 us-gaap:InvestorMember 2023-01-01 2023-06-30 0001416090 IMII:SecuredConvertiblePromissoryNoteMember us-gaap:InvestorMember 2023-06-30 0001416090 IMII:UnsecuredConvertiblePromissoryNoteMember IMII:ScotiaInternationalOfNevadaIncMember 2019-01-10 0001416090 IMII:UnsecuredConvertiblePromissoryNoteMember IMII:ScotiaInternationalOfNevadaIncMember 2019-01-03 2019-01-10 0001416090 IMII:UnsecuredConvertiblePromissoryNoteMember IMII:ScotiaInternationalOfNevadaIncMember 2023-04-12 0001416090 us-gaap:InvestorMember IMII:ScotiaInternationalOfNevadaIncMember 2023-01-01 2023-06-30 0001416090 IMII:UnsecuredConvertiblePromissoryNoteMember IMII:ScotiaInternationalOfNevadaIncMember 2023-06-30 0001416090 IMII:JustinWilsonMember 2023-01-01 2023-01-01 0001416090 IMII:JustinWilsonMember 2023-01-01 0001416090 IMII:SeanWilsonMember 2023-01-01 2023-01-01 0001416090 IMII:SeanWilsonMember 2023-01-01 0001416090 IMII:CluffRichPC401KMember 2023-01-29 2023-02-01 0001416090 IMII:FranRichMember 2023-01-29 2023-02-01 0001416090 IMII:DebraDambrosioMember 2023-01-29 2023-02-01 0001416090 IMII:TrentDAmbrosioMember 2023-01-29 2023-02-01 0001416090 IMII:KayBriggsMember 2023-01-29 2023-02-01 0001416090 IMII:LegendsCapitalGroupMember 2023-01-29 2023-02-01 0001416090 IMII:LwBriggsIrrevocableTrustMember 2023-01-29 2023-02-01 0001416090 IMII:ClaymoreManagementMember 2023-01-29 2023-02-01 0001416090 IMII:ClavoRicoIncMember 2023-01-29 2023-02-01 0001416090 IMII:PineValleyInvestmentsMember 2023-01-29 2023-02-01 0001416090 IMII:WhitCluffMember 2023-02-16 2023-02-17 0001416090 IMII:WhitCluffMember 2023-02-17 0001416090 IMII:RodSperryMember 2023-02-16 2023-02-17 0001416090 IMII:RodSperryMember 2023-02-17 0001416090 IMII:BrunsonChandlerAndJonesPLLCMember 2023-02-16 2023-02-17 0001416090 IMII:BrunsonChandlerAndJonesPLLCMember 2023-02-17 0001416090 IMII:KylePickardMember 2023-02-16 2023-02-17 0001416090 IMII:KylePickardMember 2023-02-17 0001416090 us-gaap:WarrantMember 2021-12-31 0001416090 us-gaap:WarrantMember 2022-01-01 2022-12-31 0001416090 us-gaap:WarrantMember 2022-12-31 0001416090 us-gaap:WarrantMember 2023-01-01 2023-06-30 0001416090 us-gaap:WarrantMember 2023-06-30 0001416090 IMII:StockholderDirectorMember 2014-02-01 2014-02-28 0001416090 IMII:StockholderDirectorMember 2017-10-01 2017-10-31 0001416090 us-gaap:AccountsPayableAndAccruedLiabilitiesMember 2023-06-30 0001416090 IMII:EmploymentAgreementMember IMII:TrentDAmbrosioMember 2019-03-29 2019-04-01 0001416090 IMII:DebraDambrosioMember IMII:NotesPayableMember 2023-06-30 0001416090 us-gaap:AccountsPayableAndAccruedLiabilitiesMember us-gaap:RelatedPartyMember 2023-06-30 0001416090 2023-01-17 2023-01-18 0001416090 2020-10-14 2020-10-15 0001416090 2022-12-20 0001416090 us-gaap:DiscontinuedOperationsDisposedOfBySaleMember 2023-06-30 0001416090 us-gaap:DiscontinuedOperationsDisposedOfBySaleMember 2022-12-31 0001416090 us-gaap:DiscontinuedOperationsDisposedOfBySaleMember 2023-04-01 2023-06-30 0001416090 us-gaap:DiscontinuedOperationsDisposedOfBySaleMember 2022-04-01 2022-06-30 0001416090 us-gaap:DiscontinuedOperationsDisposedOfBySaleMember 2023-01-01 2023-06-30 0001416090 us-gaap:DiscontinuedOperationsDisposedOfBySaleMember 2022-01-01 2022-06-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares xbrli:pure IMII:Integer utr:sqft IMII:Segment IMII:LPS iso4217:HNL

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

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

 

For the quarterly period ended June 30, 2023

 

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

 

Commission File No. 000-55219

 

Inception Mining Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Nevada   35-2302128

(State of Other Jurisdiction

of Incorporation or Organization)

 

(IRS Employer

Identification Number)

     

5330 South 900 East, Suite 280

Murray, Utah

  84117
(Address of Principal Executive Offices)   (Zip Code)

 

801-312-8113

(Registrant’s telephone number, including area code)

 

Copies to:

Brunson Chandler & Jones, PLLC

175 South Main Street, Suite 1410

Salt Lake City, Utah 84111

(801) 303-5721

 

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

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232,405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

 

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-3 of the Exchange Act.

 

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

 

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

 

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

 

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

 

As of August 14, 2023 there were 2,481,732,016 shares of the registrant’s common stock issued and outstanding.

 

 

 

 

 

 

INCEPTION MINING INC.

FORM 10-Q

TABLE OF CONTENTS

 

PART I – FINANCIAL INFORMATION F-1
     
Item 1. Financial Statements F-1
     
  Condensed Consolidated Balance Sheets as of June 30, 2023 (Unaudited) and December 31, 2022 F-1
     
  Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three Months and Six Months Ended June 30, 2023, and 2022 (Unaudited) F-2
     
  Condensed Consolidated Statements of Stockholders’ Equity (Deficit) for the Three and Six Months Ended June 30, 2023, and 2022 (Unaudited) F-3
     
  Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2023, and 2022 (Unaudited) F-4
     
  Notes to Condensed Consolidated Financial Statements (Unaudited) F-5
     
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 3
     
Item 3. Quantitative and Qualitative Disclosures About Market Risk 8
     
Item 4. Controls and Procedures 8
     
PART II – OTHER INFORMATION 9
   
Item 1. Legal Proceedings 9
     
Item 1A. Risk Factors 9
     
Item 2. Unregistered Sales of Equity Securities and Use of Protocols 9
     
Item 3. Defaults Upon Senior Securities 9
     
Item 4. Mine Safety Disclosures 9
     
Item 5. Other Information 9
     
Item 6. Exhibits 10
     
Signature Page 12

 

2

 

 

PART I – FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

Inception Mining, Inc.

Condensed Consolidated Balance Sheets

 

   June 30, 2023   December 31, 2022 
   (Unaudited)     
ASSETS        
Current Assets          
Cash and cash equivalents  $1,101   $- 
Prepaid expenses and other current assets   734    2,717 
Note receivable - current portion   1,200,000    - 
Current assets of discontinued operations   -    300,132 
Total Current Assets   1,201,835    302,849 
           
Property, plant and equipment, net   3,623    3,983 
Note receivable, net of current portion   1,245,000    - 
Right of use operating lease asset   16,442    23,106 
Other assets   531    531 
Other non-current assets of discontinued operations   -    822,934 
Total Assets  $2,467,431   $1,153,403 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)          
Current Liabilities          
Accounts payable and accrued liabilities  $1,210,793   $5,081,544 
Accrued interest - related parties   -    10,907,642 
Operating lease liability - current portion   13,850    13,511 
Note payable - current portion   75,000    - 
Notes payable - related parties   16,800    2,695,964 
Convertible notes payable - net of discount   4,121    3,801,698 
Derivative liabilities   23,362    3,262,612 
Current liabilities of discontinued operations   -    3,305,227 
Total Current Liabilities   1,343,926    29,068,198 
           
Long-term note payable   60,000    60,000 
Long-term notes payable - related parties, net of current portion   868,618    5,378,980 
Operating lease liability, net of current portion   2,592    9,595 
Long-term liabilities of discontinued operations   -    767,673 
Total Liabilities   2,275,136    35,284,446 
           
Commitments and Contingencies   -    - 
           
Stockholders’ Equity (Deficit)          
Preferred stock, $0.00001 par value; 10,000,000 shares authorized, 51 shares issued and outstanding   1    1 
Common stock, $0.00001 par value; 10,300,000,000 shares authorized, 2,481,732,016 and 244,634,016 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively   24,817    2,446 
Additional paid-in capital   26,310,040    8,152,715 
Accumulated deficit   (26,142,563)   (41,655,570)
Accumulated other comprehensive loss   -    (618,683)
Total Controlling Interest   192,295    (34,119,091)
Non-Controlling Interest   -    (11,952)
Total Stockholders’ Equity (Deficit)   192,295    (34,131,043)
Total Liabilities and Stockholders’ Equity (Deficit)  $2,467,431   $1,153,403 

 

See accompanying notes to the unaudited condensed consolidated financial statements.

 

F-1

 

 

Inception Mining, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

 

   June 30, 2023   June 30, 2022   June 30, 2023   June 30, 2022 
   For the Three Months Ended   For the Six Months Ended 
   June 30, 2023   June 30, 2022   June 30, 2023   June 30, 2022 
Precious Metals Income  $-   $-   $-   $- 
Cost of goods sold   -    -    -    - 
Gross profit   -    -    -    - 
                     
Operating Expenses                    
General and administrative   192,027    152,227    483,838    376,368 
Depreciation and amortization   181    181    360    360 
Total Operating Expenses   192,208    152,408    484,198    376,728 
Loss from Operations   (192,208)   (152,408)   (484,198)   (376,728)
                     
Other Income/(Expenses)                    
Gain on forgiveness of PPP loan   -    -    -    31,667 
Change in derivative liability   34,048    600,094    3,239,250    645,701 
Gain (loss) on extinguishment of debt   421,289    (133,345)   6,318,714    (257,503)
Interest expense   (20,184)   (682,625)   (204,160)   (1,332,686)
Total Other Income/(Expenses)   435,153    (215,876)   9,353,804    (912,821)
                     
Net Income (Loss) from Operations before Income Taxes   242,945    (368,284)   8,869,606    (1,289,549)
Provision for Income Taxes   -    -    -    - 
Net Income (Loss) from Continuing Operations   242,945    (368,284)   8,869,606    (1,289,549)
Net Loss from Discontinued Operations   -    (123,645)   (497,581)   (57,213)
Gain on Sale of Mine Property in Discontinued Operations   -    -    7,154,653    - 
Provision for Income Taxes on Discontinued Operations   -    (32)   -    (27,414)
Net Income (Loss) from Discontinued Operations   -    (123,677)   6,657,072    (84,627)
Net Income (Loss)   242,945    (491,961)   15,526,678    (1,374,176)
Net Income (Loss) - Non-Controlling Interest   -    297    (13,671)   455 
Net Income (Loss) - Controlling Interest  $242,945   $(491,664)  $15,513,007   $(1,373,721)
                     
Net income (loss) per share - Continuing Operations - Basic and Diluted  $0.00   $(0.00)  $0.00   $(0.01)
Net income (loss) per share - Discontinued Operations - Basic and Diluted  $0.00   $

(0.00
)  $0.00   $(0.00)
Net income (loss) per share - Basic  $0.00   $(0.00)  $0.01   $(0.01)
Net income (loss) per share - Diluted  $(0.00)  $(0.00)  $0.00   $(0.01)
Weighted average number of shares outstanding during the period - Basic   2,481,732,016    200,018,099    2,090,453,443    185,458,156 
Weighted average number of shares outstanding during the period - Diluted   2,606,579,705    200,018,099    432,386,445,469    185,458,156 
                     
Net Income (Loss)  $242,945   $(491,961)  $15,526,678   $(1,374,176)
Other Comprehensive Income (Loss)                    
Exchange differences arising on translating foreign operations   -    (815)   (86,472)   (1,823)
Total Comprehensive Income (Loss)   242,945    (492,776)   15,440,206    (1,375,999)
Total Comprehensive Income (Loss) - Non-Controlling Interest   -    -    -    (160)
Total Comprehensive Income (Loss) - Controlling Interest  $242,945   $(492,776)  $15,440,206   $(1,376,159)

 

See accompanying notes to the unaudited condensed consolidated financial statements.

 

F-2

 

 

Inception Mining, Inc.

Condensed Consolidated Statements of Stockholders’ Equity (Deficit)

(Unaudited)

 

   Shares   Amount   Shares   Amount   Capital   Deficit   Income   Interest   (Deficit) 
   Preferred stock   Common stock   Additional       Other   Non-   Total Stockholders’ 
   ($0.00001 Par)   ($0.00001 Par)   Paid-in   Accumulated   Comprehensive   Controlling   Equity 
   Shares   Amount   Shares   Amount   Capital   Deficit   Income   Interest   (Deficit) 
Balance, December 31, 2022   51   $1    244,634,016   $2,446   $8,152,715   $(41,655,570)  $(618,683)  $(11,952)  $(34,131,043)
Shares issued for services   -    -    120,000,001    1,200    121,086    -    -    -    122,286 
Shares issued with extinguishment of debt   -    -    2,117,097,999    21,171    18,036,239    -    -    -    18,057,410 
Effects of sale of mine property   -    -    -    -    -    -    705,155    (1,719)   703,436 
Foreign currency translation adjustment   -    -    -    -    -    -    (86,472)   -    (86,472)
Net income for the period   -    -    -    -    -    15,270,062    -    13,671    15,283,733 
Balance, March 31, 2023   51    1    2,481,732,016    24,817    26,310,040    (26,385,508)   -    -    (50,650)
Net income for the period   -    -    -    -    -    242,945    -    -    242,945 
Balance, June 30, 2023   51   $1    2,481,732,016   $24,817   $26,310,040   $(26,142,563)  $-   $-   $192,295 

 

   Preferred stock   Common stock   Additional       Other   Non-   Total Stockholders’ 
   ($0.00001 Par)   ($0.00001 Par)   Paid-in   Accumulated   Comprehensive   Controlling   Equity 
   Shares   Amount   Shares   Amount   Capital   Deficit   Income   Interest   (Deficit) 
Balance, December 31, 2021   51   $1    162,421,850   $1,624   $7,881,439   $(37,508,429)  $(639,949)  $(10,244)  $(30,275,558)
Shares issued with note payable   -    -    19,747,727    198    124,101    -    -    -    124,299 
Foreign currency translation adjustment   -    -    -    -    -    -    (1,823)   -    (1,823)
Net loss for the period   -    -    -    -    -    (882,057)   -    (158)   (882,215)
Balance, March 31, 2022   51    1    182,169,577    1,822    8,005,540    (38,390,486)   (641,772)   (10,402)   (31,035,297)
Shares issued with note payable   -    -    53,080,768    530    133,195    -    -    -    133,725 
Foreign currency translation adjustment   -    -    -    -    -    -    4,461    -    4,461 
Net loss for the period   -    -    -    -    -    (491,664)   -    (297)   (491,961)
Balance, June 30, 2022   51   $1    235,250,345   $2,352   $8,138,735   $(38,882,150)  $(637,311)  $(10,699)  $(31,389,072)

 

See accompanying notes to the unaudited condensed consolidated financial statements.

 

F-3

 

 

Inception Mining, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

   June 30, 2023   June 30, 2022 
   For the Six Months Ended 
   June 30, 2023   June 30, 2022 
Cash Flows From Operating Activities:          
Net Income (Loss)  $15,526,678   $(1,374,176)
Net Income (Loss) from discontinued operations   497,581    84,627 
Gain on sale of mine property in discontinued operations   (7,154,653)   - 
Adjustments to reconcile net income (loss) to net cash used in operations          
Depreciation and amortization expense   360    360 
Common stock issued for services   122,286    - 
(Gain) loss on extinguishment of debt   (6,318,714)   257,503 
Change in derivative liability   (3,239,250)   (645,701)
Gain on forgiveness of PPP loan   -    (31,667)
Amortization of right-of-use asset   6,664    6,538 
Amortization of debt discount   31,459    826 
Changes in operating assets and liabilities:          
Other receivables   3,105,000    - 
Prepaid expenses and other current assets   1,984    9,619 
Accounts payable and accrued liabilities   (2,899)   636,905 
Accounts payable and accrued liabilities - related parties   (1,278,250)   613,981 
Net Cash Provided By (Used In) Continuing Operations   1,298,246    (441,185)
Net Cash Provided By (Used In) Discontinued Operations   (466)   87,125 
Net Cash Provided By (Used In) Operating Activities   1,297,780    (354,060)
           
Cash Flows From Investing Activities:          
Investing activities of discontinued operations   (652)   (44,167)
Net Cash Used In Investing Activities   (652)   (44,167)
           
Cash Flows From Financing Activities:          
Repayment of notes payable   -    (37,891)
Repayment of notes payable-related parties   (39,000)   (473,900)
Repayment of convertible notes payable   (1,281,340)   - 
Proceeds from notes payable-related parties   23,208    888,300 
Net Cash Provided By (Used In) Continuing Financing Activities   (1,297,132)   376,509 
Effects of exchange rate changes on cash   1,105    (60)
Net Change in Cash   1,101    (21,778)
Cash at Beginning of Period   -    55,273 
Cash at End of Period   1,101    33,495 
Less Cash of Discontinued Operations at End of Period   0    (16,779)
Cash of Continued Operations at End of Period  $1,101   $16,716 
           
Supplemental disclosure of cash flow information:          
Cash paid for interest  $146,248   $158,851 
Cash paid for taxes  $-   $- 
           
Supplemental disclosure of non-cash investing and financing activities:          
Note receivable acquired for sale of mine property  $5,700,000   $- 
Common stock issued for conversion of debt  $-   $258,023 
Common stock issued for settlement of notes payable - related parties  $18,057,410   $- 

 

See accompanying notes to the unaudited condensed consolidated financial statements.

 

F-4

 

 

Inception Mining, Inc.

Notes to Condensed Consolidated Financial Statements (Unaudited)

June 30, 2023

 

1. Nature of Business

 

Inception Mining, Inc. (formerly known as Gold American Mining Corp.) was incorporated under the name of Golf Alliance Corporation and under the laws of the State of Nevada on July 2, 2007. Inception Mining, Inc. is a precious metal mineral acquisition, exploration and development company. Inception Development, Inc., its wholly owned subsidiary, was incorporated under the laws of the State of Idaho on January 28, 2013.

 

Golf Alliance Corporation pursued its original business plan to provide opportunities for golfers to play on private golf courses normally closed to them due to the membership requirements of the private clubs. During the year ended July 31, 2010, the Company decided to redirect its business focus toward precious metal mineral acquisition and exploration.

 

On March 5, 2010, the Company amended its articles of incorporation to (1) change its name to Silver America, Inc. and (2) increase its authorized common stock from 100,000,000 to 500,000,000. In 2020, the Company increased its authorized common stock from 500,000,000 to 800,000,000. In 2022, the Company increased its authorized common stock from 800,000,000 to 10,300,000,000.

 

On June 23, 2010, the Company amended its articles of incorporation to change its name to Gold American Mining Corp.

 

On November 21, 2012, the Company implemented a 200 to 1 reverse stock split. Upon effectiveness of the stock split, each shareholder canceled 200 shares of common stock for every share of common stock owned as of November 21, 2012. This reverse stock split was effective on February 13, 2013. All share and per share references have been retroactively adjusted to reflect this 200 to 1 reverse stock split in the financial statements and in the notes to financial statements for all periods presented, to reflect the stock split as if it occurred on the first day of the first period presented.

 

On February 25, 2013, Gold American Mining Corp. and its majority shareholder (the “Majority Shareholder”), and its wholly owned subsidiary, Inception Development Inc. (the “Subsidiary”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Inception Resources, LLC, a Utah corporation (“Inception Resources”), pursuant to which Inception purchased the U.P. and Burlington Gold Mine in consideration of 16,000,000 shares of common stock of Inception, the assumption of promissory notes in the amount of $950,000 and the assignment of a 3% net royalty. Inception Resources was an entity owned by and under the control of the majority shareholder. This transaction was deemed an asset purchase by entities under common control. The Asset Purchase Agreement closed on February 25, 2013 (the “Closing”). Inception was a “shell company” (as such term is defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended) immediately prior to our acquisition of the gold mine pursuant to the terms of the Asset Purchase Agreement. As a result of such acquisition, the Company’s operations were then focused on the ownership and operation of the mine acquired from Inception Resources and the Company then ceased to be a shell company as it no longer has nominal operations. On February 21, 2020, the Company sold the Up & Burlington property and mineral rights to Ounces High Exploration, Inc. in exchange for $250,000 in cash consideration and 66,974,252 shares of common stock of Hawkstone Mining Limited, a publicly-trade Australian company.

 

On May 17, 2013, the Company amended its articles of incorporation to change its name to Inception Mining, Inc. (“Inception” or the “Company”).

 

On October 2, 2015, the Company consummated a merger with Clavo Rico Ltd. (“Clavo Rico”). Clavo Rico is a privately held Turks and Caicos company with principal operations in Honduras, Central America. Clavo Rico operates the Clavo Rico mining concession through its subsidiaries Compañía Minera Cerros del Sur, S.A de C.V. and Compañía Minera Clavo Rico, S.A. de C.V. and holds other mining concessions. Pursuant to the agreement, the Company issued 240,225,901 shares of common stock of Inception and assumed promissory notes in the amount of $5,488,980 and accrued interest of $3,434,426. Under this merger agreement, there was a change in control, and it was treated for accounting purposes as a reverse recapitalization with Clavo Rico, Ltd. being the surviving entity. Its workings include several historical underground operations dating back to the early Mayan and Spanish occupation.

 

F-5

 

 

On January 11, 2016, the Company implemented a 5.5 to 1 reverse stock split. This reverse stock split was effective on May 26, 2016. All share and per share references have been retroactively adjusted to reflect this 5.5 to 1 reverse stock split in the financial statements and in the notes to financial statements for all periods presented, to reflect the stock split as if it occurred on the first day of the first period presented. Immediately before the Reverse Split, the Company had 266,669,980 shares of common stock outstanding. Immediately after the Reverse Split, the Company had 48,485,451 shares of common stock outstanding, pending fractional-share rounding-up calculations to adjust for the Reverse Split.

 

On January 12, 2023, Inception Mining, Inc. (the “Company”) entered into a non-binding Letter of Intent (the “LOI”) with Mother Lode Mining, Inc. (“MLM”). The LOI became binding on January 24, 2023. Pursuant to the terms of the LOI, the Company agreed to sell all of the shares of its wholly-owned subsidiary, Compañía Minera Cerros Del Sur, S.A. de C.V. (“CMCS”), to MLM. CMCS is the Honduran-based company that owns the Clavo Rico mine.

 

Since the divestiture of the Clavo Rico Mine, the Company has been operating as a consultant and advisor to the mining industry, including to Mother Lode Mining, the new owner of the Clavo Rico mine. It also has an ongoing financial interest in the Clavo Rico Mine under the LOI, with monthly payments due through February 2025 that are secured by a net smelter royalty.

 

COVID-19 - The challenges posed by the COVID-19 pandemic on the global economy increased significantly as the first quarter of 2020 progressed. COVID-19 has spread across the globe during 2020 and is impacting economic activity worldwide. In response to COVID-19, national and local governments around the world have instituted certain measures, including travel bans, prohibitions on group events and gatherings, shutdowns of certain businesses, curfews, shelter-in-place orders and recommendations to practice social distancing. Based on management’s assessment as of June 30, 2023, the ultimate impact of COVID-19 on the Company’s business, results of operations, financial condition and cash flows is dependent on future developments, including the duration of the pandemic and the related length of its impact on the global economy, which are uncertain and cannot be predicted at this time.

 

2. Summary of Significant Accounting Policies

 

Going Concern - The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements, the Company had net income of $15,526,678 during the period ended June 30, 2023 and had a working capital deficit of $142,091 as of June 30, 2023. Since the net income was from non-operating sources and the working capital is still a deficit along with other factors, these along with other factors indicate that the Company may be unable to continue as a going concern for a period of one year from the issuance of these financial statements.

 

The Company’s existence is dependent upon management’s ability to develop profitable operations and to obtain additional funding sources. There can be no assurance that the Company’s financing efforts will result in profitable operations or the resolution of the Company’s liquidity problems. The accompanying statements do not include any adjustments that might result should the Company be unable to continue as a going concern.

 

Management is currently working to make changes that will result in profitable operations and to obtain additional funding sources to meet the Company’s need for cash during the next twelve months and beyond.

 

Principles of Consolidation - The accompanying consolidated financial statements include the accounts of Inception Mining, Inc. and its wholly owned subsidiaries, Inception Development, Corp., Clavo Rico Development Corp., Clavo Rico, Ltd. and Compañía Minera Cerros del Río, S.A. de C.V., and its controlling interest subsidiaries, Compañía Minera Cerros del Sur, S.A. de C.V. and Compañía Minera Clavo Rico, S.A. de C.V. (collectively, the “Company”) until the divestiture of the subsidiaries. All intercompany accounts have been eliminated upon consolidation.

 

Basis of Presentation - The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America.

 

F-6

 

 

Condensed Financial Statements - The interim consolidated financial statements included herein have been prepared by Inception Mining Inc. (“Inception Mining” or the “Company”) without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “Commission”). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These interim consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in this filing and the Form 10-K for the year ended December 31, 2022 filed with the SEC on April 17, 2023.

 

In the opinion of management, all adjustments have been made consisting of normal recurring adjustments and consolidating entries, necessary to present fairly the consolidated financial position of the Company and subsidiaries as of June 30, 2023, the results of its consolidated statements of operations and comprehensive loss for the three-month period ended June 30, 2023, its condensed consolidated statement of stockholders’ deficit and its consolidated cash flows for the six-month period ended June 30, 2023. The results of consolidated operations for the interim periods are not necessarily indicative of the results for the full year.

 

Use of Estimates In preparing financial statements in conformity with generally accepted accounting principles, we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenditures during the reported periods. Actual results could differ materially from those estimates. Estimates may include those pertaining to valuation of inventories and mineralized material on leach pads, the estimated useful lives and valuation of properties, plant and equipment, mineral rights and properties, deferred tax assets, convertible preferred stock, derivative assets and liabilities, reclamation liabilities, stock-based compensation and payments, and contingent liabilities.

 

Cash and Cash Equivalents - The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. At June 30, 2023 and December 31, 2022, the Company had $0 and $0 in cash equivalents, respectively. The aggregate cash balance on deposit in these accounts is insured by the Federal Deposit Insurance Corporation up to $250,000. The Company has never experienced any losses in such accounts.

 

Settlement of Contracts in Company’s EquityIn accordance with ASC 815-40-25, the Company must meet certain requirements in order to report contracts as equity versus liabilities. These requirements must be met by the Company or the contracts need to be reported as liabilities. The Company has adopted the sequencing approach as guidance on contracts that permit partial net share settlement. The Company evaluates the contracts based on the earliest issuance date. Currently, the Company doesn’t have any items that are reported as equity instead of liabilities.

 

Fair Value Measurements - The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk, including the party’s own credit risk.

 

Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories:

 

  Level 1: Quoted market prices in active markets for identical assets or liabilities.
   
  Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.
   
  Level 3: Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

 

F-7

 

 

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement.

 

The carrying value of the Company’s cash, accounts payable, short-term borrowings (including convertible notes payable), and other current assets and liabilities approximate fair value because of their short-term maturity.

 

The fair value of financial instruments on June 30, 2023 are summarized below:

 

   Level 1   Level 2   Level 3   Total 
Warrant liabilities  $-   $-   $-   $- 
Debt derivative liabilities   -    -    23,362    23,362 
Total Liabilities  $-   $-   $23,362   $23,362 

 

The fair value of financial instruments on December 31, 2022 are summarized below:

 

   Level 1   Level 2   Level 3   Total 
Warrant liabilities  $-   $-   $-   $- 
Debt derivative liabilities   -    -    3,262,612    3,262,612 
Total Liabilities  $-   $-   $3,262,612   $3,262,612 

 

The Company recognizes its derivative liabilities as level 3 and values its derivatives using the methods discussed below. While the Company believes that its valuation methods are appropriate and consistent with other market participants, it recognizes that the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. The primary assumptions that would significantly affect the fair values using the methods discussed below are that of volatility and market price of the underlying common stock of the Company.

 

Notes Receivable - Notes receivable include amounts due to the Company pursuant to financial agreements stipulating interest rates, payment terms and maturity dates. As of June 30, 2023 and December 31, 2022, notes receivable balance includes one note due from Mother Load Mining, Inc. in the amounts of $2,445,000 and $0, respectively, net of reserves of $0 (see Note 4 – Note Receivable).

 

Long-Lived Assets - We review the carrying amount of our long-lived assets for impairment whenever there are negative indicators of impairment. An asset is considered impaired when estimated future cash flows are less than the carrying amount of the asset. In the event the carrying amount of such asset is not considered recoverable, the asset is adjusted to its fair value. Fair value is generally determined based on discounted future cash flows.

 

Properties, Plant and Equipment - We record properties, plant and equipment at historical cost. We provide depreciation and amortization in amounts sufficient to match the cost of depreciable assets to operations over their estimated service lives or productive value. We capitalize expenditures for improvements that significantly extend the useful life of an asset. We charge expenditures for maintenance and repairs to operations when incurred. Depreciation is computed using the straight-line method over estimated useful lives as follows:

 

Building  7 to 15 years
Vehicles and equipment  3 to 7 years
Furniture and fixtures  2 to 3 years

 

F-8

 

 

Stock Issued for Goods and Services - Common and preferred shares issued for goods and services are valued based upon the fair market value of our common stock or the goods and services received.

 

Stock-Based Compensation - For stock-based transactions, compensation expense is recognized over the requisite service period, which is generally the vesting period, based on the estimated fair value on the grant date of the award.

 

Income (Loss) per Common Share - Basic net income (loss) per common share is computed by dividing net income (loss), less the preferred stock dividends, by the weighted average number of common shares outstanding. Dilutive income (loss) per share includes any additional dilution from common stock equivalents, such as stock options and warrants, and convertible instruments, if the impact is not antidilutive. 100,000 and 430,305,633,122 common share equivalents have been excluded from the diluted loss per share calculation for the three-month periods ended June 30, 2023 and 2022, respectively, because it would be anti-dilutive. 223,204,762 and 430,305,633,122 common share equivalents have been excluded from the diluted loss per share calculation for the six-month periods ended June 30, 2023 and 2022, respectively, because it would be anti-dilutive.

 

The following tables summaries the changes in the net earnings per common share for the three and six-month periods ended June 30, 2023 and 2022:

 

   June 30, 2023   June 30, 2022 
   For the Three Months Ended 
   June 30, 2023   June 30, 2022 
Numerator        
Net Income (Loss) - Controlling Interest  $242,945   $(491,664)
           
Interest Expense   779    - 
Gain on Extinguishment of Debt   (421,289)   - 
Change in Derivative Liabilities   (34,048)   - 
Adjusted Net Loss - Controlling Interest  $(211,613)  $(491,664)

 

   Shares   Shares 
Denominator        
Basic Weighted Average Number of Shares Outstanding during Period   2,481,732,016    200,018,099 
Dilutive Shares   124,847,689    - 
Diluted Weighted Average Number of Shares Outstanding during Period   2,606,579,705    200,018,099 
           
Diluted Net Loss per Share  $(0.00)  $(0.00)

 

   June 30, 2023   June 30, 2022 
   For the Six Months Ended 
   June 30, 2023   June 30, 2022 
Numerator        
Net Income (Loss) - Controlling Interest  $15,513,007   $(1,373,721)
Interest Expense   71,565    - 
Gain on Extinguishment of Debt   (6,318,714)   - 
Change in Derivative Liabilities   (3,220,312)   - 
Adjusted Net Income (Loss) - Controlling Interest  $6,045,546   $(1,373,721)

 

   Shares   Shares 
Denominator        
Basic Weighted Average Number of Shares Outstanding during Period   2,090,453,443    185,458,156 
Dilutive Shares   430,295,992,026    - 
Diluted Weighted Average Number of Shares Outstanding during Period   432,386,445,469    185,458,156 
Diluted Net Loss per Share  $0.00   $(0.01)

 

F-9

 

 

Other Comprehensive Income (Loss) Other Comprehensive income (loss) is made up of the exchange differences arising on translating foreign operations and the net loss for the three and six-month periods ending June 30, 2023 and 2022.

 

Derivative Liabilities - Derivative liabilities are recorded at fair value when issued and the subsequent change in fair value each period is recorded in other income (expense) in the consolidated statements of operations.

 

Income Taxes - The Company’s income tax expense and deferred tax assets and liabilities reflect management’s best assessment of estimated future taxes to be paid. Significant judgments and estimates are required in determining the consolidated income tax expense.

 

Deferred income taxes arise from temporary differences between the tax and financial statement recognition of revenue and expense. In evaluating the Company’s ability to recover its deferred tax assets, management considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. In projecting future taxable income, the Company develops assumptions including the amount of future state and federal pretax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax planning strategies. These assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and estimates that the Company is using to manage the underlying businesses. The Company provides a valuation allowance for deferred tax assets for which the Company does not consider realization of such deferred tax assets to be more likely than not.

 

Changes in tax laws and rates could also affect recorded deferred tax assets and liabilities in the future. Management is not aware of any such changes that would have a material effect on the Company’s results of operations, cash flows or financial position.

 

Business Segments – The Company operates in one segment and therefore segment information is not presented.

 

Operating Lease – The Company leases its corporate headquarters and administrative offices in Salt Lake City, Utah. This lease expires in August 2024.

 

The supplemental balance sheet information related to the operating lease for the periods is as follows:

 

   June 30, 2023   December 31, 2022 
Operating leases          
Long-term right-of-use assets  $16,442   $23,106 
           
Short-term operating lease liabilities  $13,850   $13,511 
Long-term operating lease liabilities   2,592    9,595 
Total operating lease liabilities  $16,442   $23,106 

 

Maturities of the Company’s undiscounted operating lease liabilities are as follows:

 

Year Ending  Operating Lease 
2023  $7,530 
2024   10,504 
Total lease payments   18,034 
Less: imputed interest/present value discount   (1,592)
Present value of lease liabilities  $16,442 

 

The Company made cash payments of $7,898 and $6,934 for the six months ended June 30, 2023 and 2022, respectively. The Company incurred rent expense of $7,400 and $7,400 for the six months ended June 30, 2023 and 2022, respectively.

 

F-10

 

 

Non-Controlling Interest Policy – Non-controlling interest (NCI) is the portion of equity ownership in a subsidiary not attributable to the parent company, who has a controlling interest and consolidates the subsidiary’s financial results with its own. The amount of equity relating to the non-controlling interest is separately identified in the equity section of the balance sheet and the amount of the net income (loss) relating to the non-controlling interest is separately identified on the statement of operations.

 

Recently Issued Accounting PronouncementsFrom time to time, new accounting pronouncements are issued by FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption.

 

3. Derivative Financial Instruments

 

The Company adopted the provisions of ASC subtopic 825-10, Financial Instruments (“ASC 825-10”) on January 1, 2008. ASC 825-10 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of non-performance. ASC 825-10 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

 

The following table provides a summary of changes in fair value of the Company’s Level 3 financial liabilities as of June 30, 2023:

 

  Derivative Liabilities
Balance, December 31, 2022  $3,262,612 
Transfers in upon initial fair value of derivative liabilities   - 
Change in fair value of derivative liabilities and warrant liability   (3,239,250)
Balance, June 30, 2023  $23,362 

 

Derivative Liabilities – The Company issued convertible promissory notes which are convertible into common stock, at holders’ option, at a discount to the market price of the Company’s common stock. The Company has identified the embedded derivatives related to these notes relating to certain anti-dilutive (reset) provisions. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date of debenture and to fair value as of each subsequent reporting date.

 

At June 30, 2023, the Company marked to market the fair value of the debt derivatives and determined a fair value of $23,362. The Company recorded a gain from change in fair value of debt derivatives of $3,239,250 for the period ended June 30, 2023. The fair value of the embedded derivatives was determined using the Binomial Option Pricing Model. The Binomial Option Pricing Model was based on the following assumptions: (1) dividend yield of 0%, (2) expected volatility of 309.71%, (3) weighted average risk-free interest rate of 5.50% (4) expected life of 0.30 years, and (5) the quoted market price of the Company’s common stock at each valuation date.

 

Based upon ASC 840-15-25 (EITF Issue 00-19, paragraph 11) the Company has adopted a sequencing approach regarding the application of ASC 815-40 to its outstanding convertible notes. Pursuant to the sequencing approach, the Company evaluates its contracts based upon earliest issuance date.

 

F-11

 

 

Warrant Liabilities – Prior to the periods being reported, the Company issued warrants in conjunction with the issuance of a Crown Bridge Convertible Note. These warrants contained certain reset provisions. The accounting treatment of derivative financial instruments required that the Company record fair value of the derivatives as of the inception date (issuance date) and to fair value as of each subsequent reporting date.

 

At June 30, 2023, the Company had a warrant liability of $0. The Company recorded a loss from change in fair value of warrant liability of $0 for the period ended June 30, 2023. The fair value of the embedded derivatives was determined using the Binomial Option Pricing Model. The Binomial Option Pricing Model was based on the following assumptions: (1) dividend yield of 0%, (2) expected volatility of 307.65%, (3) weighted average risk-free interest rate of 5.50% (4) expected life of 0.32 years, and (5) the quoted market price of the Company’s common stock at each valuation date.

 

4. Note Receivable

 

On January 12, 2023, Inception Mining, Inc. (the “Company”) entered into a non-binding Letter of Intent (the “LOI”) with Mother Lode Mining, Inc. (“MLM”). The LOI became binding on January 24, 2023 when the final installment of initial payment set forth under the LOI was received by the Company. Pursuant to the terms of the LOI, the Company agreed to sell all of the shares of its wholly-owned subsidiary, Compañía Minera Cerros Del Sur, S.A. de C.V. (“CMCS”), to MLM. CMCS is the Honduran-based company that owns the Clavo Rico mine.

 

The purchase price for the sale of CMCS by the Company to MLM consisted of the following cash consideration (a) $280,000 was delivered by MLM to the Company on January 3, 2023 to pay outstanding debts owed by the Corporation; (b) $300,000 was delivered by MLM to the Company on January 5, 2023 to satisfy existing debts of the Company; (c) $100,000 was delivered by MLM to the Company on January 16, 2023; (d) $200,000 was delivered by MLM to the Company on January 17, 2023; (e) $1,200,000 was delivered by MLM to the Company on January 18, 2023, to pay a settlement amount for existing debt of the Company; (f) $500,000 was delivered by MLM to the Company on January 23, 2023, to satisfy existing debts of the Company; (g) $500,000 was delivered by MLM to the Corporation on January 24, 2023 to satisfy existing debts of the Corporation.

 

In addition to the amounts already delivered under the LOI, an additional amount of $2,620,000 shall be paid by MLM to the Company over a period of twenty-four (24) months (the “Monthly Payments”). The Monthly Payments shall be paid as follows: (i) $25,000 due March 1, 2023, (ii) $50,000 due on the first day of each of April, May and June 2023, and (iii) $100,000 due on the first day of each month for the following twenty months, until February 1, 2025 at which point all amounts due and payable hereunder shall be delivered in a final balloon payment. The March 2023 payment was received by the Company, leaving an outstanding balance of $2,595,000 as of March 31, 2023. Outstanding balances and missed Monthly Payments will be secured by a 10% NSR on the Clavo Rico mine production until the Monthly Payments are delivered and the purchase price is paid in full. In addition to the Monthly Payments, the Company will receive a carried forward net profits interest royalty (“NPI”) of 5% on the Clavo Rico mine production until the total NPI paid to the Company is $1,000,000, subject to limited conditions.

 

The following table summarizes the note receivable of the Company as of June 30, 2023 and December 31, 2022:

 

   June 30, 2023   December 31, 2022 
Note Receivable from Mother Load Mining, Inc. pursuant to a Letter of Intent dated effective January 12, 2023, in the original principal amount of $5,700,000, accruing no interest, with monthly payments beginning on March 31, 2023, maturing February 1, 2025.  $2,445,000   $- 
Total Note Receivable   2,445,000    - 
Less: Current Maturities   (1,200,000)   - 
Total Long-Term Note Receivable  $1,245,000   $- 

 

F-12

 

 

5. Properties, Plant and Equipment, Net

 

Properties, plant and equipment at June 30, 2023 and December 31, 2022 consisted of the following:

 

   June 30, 2023   December 31, 2022 
Machinery and Equipment  $25,368   $25,368 
Office Equipment and Furniture   1,627    1,627 
Property, Plant and Equipment Gross   26,995    26,995 
Less Accumulated Depreciation   (23,372)   (23,012)
Total Property, Plant and Equipment  $3,623   $3,983 

 

During the six months ended June 30, 2023 and 2022, the Company recognized depreciation expense of $360 and $360, respectively.

 

6. Accounts Payable and Accrued Liabilities

 

Accounts payable and accrued liabilities at June 30, 2023 and December 31, 2022 consisted of the following:

 

   June 30, 2023   December 31, 2022 
Accounts Payable  $267,290   $127,612 
Accrued Liabilities   256,715    4,221,586 
Accrued Salaries and Benefits   686,788    732,346 
Total Accrued Liabilities  $1,210,793   $5,081,544 

 

7. Notes Payable

 

Notes payable were comprised of the following as of June 30, 2023 and December 31, 2022:

 

Notes Payable  June 30, 2023   December 31, 2022 
Phil Zobrist  $60,000   $60,000 
Antczak Polich Law LLC   75,000    - 
Total Notes Payable   135,000    60,000 
Less Short-Term Notes Payable   (75,000)   - 
Total Long-Term Notes Payable  $60,000   $60,000 

 

Phil Zobrist – On January 11, 2013, the Company issued an unsecured Promissory Note to Phil Zobrist in the principal amount of $60,000 (the “Note”) due on demand and bearing 0% per annum interest. The total net proceeds the Company received was $60,000. On October 2, 2015, the Company entered into a new convertible note with Phil Zobrist that matures on December 31, 2016 and bears 18% per annum interest. The Company agreed to accrue interest from inception of these Notes in the amount of $29,412 and charged this amount to interest expense during the year ended December 31, 2015. The Note is convertible into common stock, at holder’s option, at a price of $0.99 (0.18 pre-split) or a 50% discount to the average of the three lowest VWAP of the common stock during the 20-trading day period prior to conversion. On October 2, 2016, the Company renegotiated the note payable. The convertible feature was removed, and the note was extended until December 31, 2024. The Company recognized a gain on the extinguishment of debt of $121,337 for the remaining derivative liability and of $11,842 for the remaining debt discount. As of June 30, 2023, the gross balance of the note was $60,000 and accrued interest was $113,089.

 

Antczak Polich Law, LLC – On March 21, 2023, the Company issued an unsecured Promissory Note (“Note”) to Antczak Polich Law, LLC (“Antczak”), in the principal amount of $75,000 (the “Note”) and does not accrue interest. This note is due on December 31, 2023 and requires monthly payments of $10,000 starting July 2023 with any remaining balance paid in full by December 31, 2023. As of June 30, 2023, the gross balance of the note was $75,000.

 

F-13

 

 

8. Notes Payable – Related Parties

 

Notes payable – related parties were comprised of the following as of June 30, 2023 and December 31, 2022:

 

Notes Payable - Related Parties  Relationship  June 30, 2023   December 31, 2022 
Clavo Rico, Inc.  Affiliate - Controlled by Director  $-   $3,377,980 
Claymore Management  Affiliate - Controlled by Director   -    185,000 
Cluff-Rich PC 401K  Affiliate - Controlled by Director   51,000    60,000 
Debra D’ambrosio  Immediate Family Member   439,418    446,210 
Francis E. Rich IRA  Immediate Family Member   100,000    100,000 
Legends Capital  Affiliate - Controlled by Director   -    715,000 
LWB Irrev Trust  Affiliate - Controlled by Director   -    1,101,000 
MDL Ventures  Affiliate - Controlled by Director   -    1,794,754 
Pine Valley Investments  Affiliate - Controlled by Director   295,000    295,000 
Total Notes Payable - Related Parties      885,418    8,074,944 
Less Short-Term Notes Payable - Related Parties      (16,800)   (2,695,964)
Total Long-Term Notes Payable - Related Parties     $868,618   $5,378,980 

 

Clavo Rico, Incorporated – On April 5, 2019, GAIA Ltd and Silverbrook Corporation assigned 100% of the outstanding principal balance of their notes and all accrued interest to Clavo Rico, Incorporated. The GAIA Ltd and Silverbrook Corporation notes had been extended until December 31, 2024 and bear 18% per annum interest. On February 1, 2023, the Company negotiated a settlement on these notes. The Company issued 965,137,143 shares of common stock as settlement for the outstanding principal balance of $3,377,980 and accrued interest of $6,396,889. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

Claymore Management – On October 2, 2016, the note was extended until December 31, 2024. On February 1, 2023, the Company negotiated a settlement on this note. The Company issued 52,857,143 shares of common stock as settlement for the outstanding principal balance of $185,000 and accrued interest of $395,768. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

Cluff-Rich PC 401K – On June 29, 2022, the Company issued an unsecured Short-Term Promissory Note to Cluff-Rich PC 401K in the principal amount of 60,000 (the “Note”) due on December 31, 2022 and bears a 5.0% interest rate. On February 1, 2023, the Company re-negotiated this note which extended it to March 1, 2025 and made it non-interest bearing. The Company issued 5,142,857 shares of common stock as settlement for the accrued interest of $18,000. During the six months ended June 30, 2023, the Company made a payment of $9,000 towards the principal balance. As of June 30, 2023, the gross balance of the notes was $51,000.

 

D. D’Ambrosio – On January 1, 2023, there were six notes outstanding with outstanding balance of the Notes of $446,210 and accrued interest of $81,204. During January 2023, the Company has issued an unsecured Short-Term Promissory Notes to D. D’Ambrosio in principal amounts totaling $6,408 (the “Note”) that bears a 3.00% interest rate. On February 1, 2023, the Company re-negotiated these notes into one note with a maturity date of March 1, 2025 and is non-interest bearing. The Company issued 23,200,857 shares of common stock as settlement for the accrued interest of $81,204. During the six months ended June 30, 2023, the Company made a payment of $30,000 towards the principal balance. As of June 30, 2023, the gross balance of the note was $422,618.

 

D. D’Ambrosio – During April 2023, the Company issued an unsecured Short-Term Promissory Notes to D. D’Ambrosio in principal amounts totaling $16,800 (the “Note”) that bears a five percent (5.00%) interest rate and matures on August 30, 2023. As of June 30, 2023, the gross balance of the note was $16,800.

 

Francis E. Rich – On January 1, 2023, there were two notes outstanding with outstanding balance of the Notes of $100,000 and accrued interest of $47,500. On February 1, 2023, the Company re-negotiated these notes into one note with a maturity date of March 1, 2025 and is non-interest bearing. The Company issued 16,428,571 shares of common stock as settlement for the accrued interest of $57,500. As of June 30, 2023, the gross balance of the notes was $100,000.

 

F-14

 

 

Legends Capital Group – On October 2, 2016, the notes were extended until December 31, 2024. On February 1, 2023, the Company negotiated a settlement on these notes. The Company issued 204,285,714 shares of common stock as settlement for the outstanding principal balance of $715,000 and accrued interest of $1,489,695. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

LW Briggs Irrevocable Trust – On October 2, 2016, the notes were extended until December 31, 2024. On February 1, 2023, the Company negotiated a settlement on these notes. The Company issued 314,571,429 shares of common stock as settlement for the outstanding principal balance of $1,101,000 and accrued interest of $2,269,371. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

MDL Ventures – The Company entered into an unsecured convertible note payable agreement with MDL Ventures, LLC, which is 100% owned by a Company officer, effective October 1, 2014, due on December 31, 2016 and bears 18% per annum interest, due at maturity. Principal on the convertible note is convertible into common stock at the holder’s option at a price of the lower of $0.99 (0.18 pre-split) or 50% of the lowest three daily volume weighted average prices of the Company’s common stock during the 20 consecutive days prior to the date of conversion. On October 2, 2016, the Company renegotiated the note payable. The convertible feature was removed, and the note was extended until December 31, 2020. The Company recognized a gain on the extinguishment of debt of $1,487,158 for the remaining derivative liability. During the three months ended March 31, 2023, the Company made cash payments of $140,671 toward accrued interest. On February 1, 2023, the Company negotiated a settlement on this note. The Company issued 485,402,857 shares of common stock as settlement for the outstanding principal balance of $1,794,754 and accrued interest of $0. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

Pine Valley Investments, LLC – On January 1, 2023, there were three Notes outstanding with outstanding balance of the Notes of $295,000 and accrued interest of $115,250. On February 1, 2023, the Company re-negotiated these notes into one note with a maturity date of March 1, 2025 and is non-interest bearing. The Company issued 32,928,571 shares of common stock as settlement for the outstanding accrued interest of $115,250. As of June 30, 2023, the gross balance of the notes was $295,000.

 

Typically, any gains or losses on the extinguishment of debts are reported on the statement of operations. However, since all of the debts in this section are related parties, the gains or losses on the extinguishment of debts have been recorded as additional paid-in capital instead of gains or losses.

 

9. Convertible Notes Payable

 

Convertible notes payable were comprised of the following as of June 30, 2023 and December 31, 2022:

 

Convertible Notes Payable  June 30, 2023   December 31, 2022 
1800 Diagonal Lending  $23,240   $104,580 
Antczak Polich Law LLC   -    279,123 
Antilles Family Office LLC   -    3,073,532 
Scotia International   -    395,041 
Total Convertible Notes Payable   23,240    3,852,276 
Less Unamortized Discount   (19,119)   (50,578)
Total Convertible Notes Payable, Net of Unamortized Debt Discount   4,121    3,801,698 
Less Short-Term Convertible Notes Payable   (4,121)   (3,801,698)
Total Long-Term Convertible Notes Payable, Net of Unamortized Debt Discount  $-   $- 

 

F-15

 

 

1800 Diagonal Lending LLC – On October 18, 2022, the Company issued an unsecured Convertible Promissory Note (“Note”) to 1800 Diagonal Lending, LLC (“1800”), in the principal amount of $116,200 (the “Note”) due on October 18, 2023 and bears 12% per annum interest, due at maturity. The total net proceeds the Company received was $100,000 (less an original issue discount (“OID”) of $16,200). The Note is convertible into common stock, at holder’s option, at a 25% discount of the average of the three lowest trading price of the common stock during the 10 trading day period prior to conversion. On November 30, 2022, the Company paid $13,014 towards the principal balance of $11,620 and $1,394 in accrued interest. During the six months ended June 30, 2023, the Company paid $91,101 towards the principal balance of $81,340 and $9,761 in accrued interest. For the six months ended June 30, 2023, the Company amortized $31,459 of debt discount to current period operations as interest expense. As of June 30, 2023, the gross balance of the note was $23,240 and accrued interest was $2,789.

 

Antczak Polich Law, LLC – On August 1, 2018, the Company issued an unsecured Convertible Promissory Note (“Note”) to Antczak Polich Law, LLC (“Antczak”), in the principal amount of $300,000 (the “Note”) due on August 1, 2019 and bears 8% per annum interest, due at maturity. This Note was issued for $300,000 in legal fees due to Antczak for its services related to several legal issues handled for the Company. The Note is convertible into common stock, at holder’s option, at a fixed conversion price of $0.75 per share. On March 21, 2023, the Company negotiated a settlement with the lender on this note. This note reverted to a non-convertible note with a balance of $75,000 and does not accrue interest (see note 7 for more details) and the remaining balance along with accrued interest was forgiven. During the six months ended Jume 30, 2023, the Company recognized a gain on settlement of debt of $314,692. As of June 30, 2023, the gross balance of the note was $75,000 and accrued interest was $0.

 

Antczak Polich Law, LLC – On December 1, 2018, the Company issued an unsecured Convertible Promissory Note (“Note”) to Antczak Polich Law, LLC (“Antczak”), in the principal amount of $130,000 (the “Note”) due on December 1, 2019 and bears 8% per annum interest, due at maturity. This Note was issued for $130,000 in legal fees due to Antczak for its services related to several legal issues handled for the Company. The Note is convertible into common stock, at holder’s option, at a fixed conversion price of $0.75 per share. On March 21, 2023, the Company negotiated a settlement with the lender on this note. The remaining accrued interest was forgiven. During the six months ended June 30, 2023, the Company recognized a gain on settlement of debt of $14,142. As of June 30, 2023, the gross balance of the note was $0 and accrued interest was $0.

 

Antilles Family Office LLC – On May 20, 2019, the Company issued a secured Convertible Promissory Note (“Note”) to an Investor, in the principal amount of $4,250,000 (the “Note”) due on May 20, 2022 and bears 20% (24% default) per annum interest, due at maturity. The total net proceeds the Company received was $3,000,000. On November 24, 2021, the Note was assigned by the Investor to Antilles Family Office, LLC (“Antilles”). The Note is convertible into common stock, at holder’s option, at 100% of market price less $0.01 per share. Market price means the mathematical average of the five lowest individually daily volume weighted average prices of the common stock from the period beginning on the issuance date and ending on the maturity date. The conversion price has a floor price of $0.01 per share of common stock. The Company issued 9,250,000 warrants to purchase shares of common stock in connection with this note. The warrants have a three-year life and an exercise price as follows: 3,750,000 at an exercise price of $0.40 per share, 3,000,000 at an exercise price of $0.50 per share and 2,500,000 at an exercise price of $0.60 per share. The proceeds were allocated between the note for $1,788,038 and the warrants for $1,211,962. The note has an early payoff penalty of 140% of the then outstanding face value. On July 29, 2019, the investor converted $265,000 of the principal balance into 2,986,597 shares of common stock valued at $0.11 per share. The Company recognized a loss on the extinguishment of debt of $40,350. During 2020, the investor converted $36,300 of the principal balance into 17,833,942 shares of common stock. The Company recognized a loss on the extinguishment of debt of $531,194. The Company also made cash payments of $500,000 towards the principal balance of the note. The Company has required payments as follows: $2,400,000 in 2021 and the remaining balance due in 2022. During 2020, the Company experienced a triggering event. As a result, the interest rate increased to 20% for the life of the note. On April 14, 2020, the Company entered into a Forbearance Agreement with Investor in which Investor agreed to rescind its prior declaration of an Event of Default under the May 20, 2019 Note Purchase Agreement and the Company agreed to pay certain monthly and quarterly redemptions of the May 20, 2019 Note through 2022. Specifically, the Company agreed to pay $900,000 during 2020, $2,400,000 during 2021 and $500,000 delivered during each quarter of 2022 until the Note is converted or redeemed in full. During the year ended December 31, 2021, the investor converted $231,724 of the principal balance into 83,753,430 shares of common stock. The Company recognized a loss on the extinguishment of debt of $1,783,593. The Company also made cash payments of $142,857 towards the principal balance of the note. The Investor assigned the Note to Antilles in November 2021. On December 30, 2021, the Company was served with a complaint filed by Antilles claiming an amount of $5,324,206 due from the Company. In the complaint, filed in the United States District Court for the District of Delaware, Antilles alleges breach of contract and unjust enrichment against the Company and seeks a judgment in the collection action, an aware of attorneys’ fees and other expenses, and injunctive relief to preserve the assets of the Company. The Company has responded to the complaint with a motion to dismiss several counts of the complaint as impermissibly duplicative of the breach of contract claim, and intends to defend the lawsuit aggressively. On January 18, 2023, the Company negotiated a settlement and paid $1,200,000 to Antilles. The remaining balance of $1,873,532 and the accrued interest of $3,695,059 was forgiven. During the six months ended June 30, 2023, the Company recognized a gain on settlement of debt of $5,568,591. As of June 30, 2023, the gross balance of the note was $0 and accrued interest was $0.

 

F-16

 

 

Scotia International of Nevada, Inc. – On January 10, 2019, the Company issued an unsecured Convertible Promissory Note (“Note”) to Scotia International of Nevada, Inc. (“Scotia”), in the principal amount of $400,000 (the “Note”) due on January 10, 2022 and bears 6% per annum interest, due at maturity. The Note was issued as part of a buyout agreement on the net smelter royalty due Scotia on the precious metals mined from the Company’s mining operation in Honduras. The Note is convertible into common stock, at holder’s option, at $0.50 per share as long as the Company’s common stock’s bid price is less than $0.75 per share. If the bid price is more than $0.75 per share, then Scotia may elect to convert at the average bid price of the common stock during the 10-trading day period prior to conversion. On April 12, 2023, the Company negotiated a settlement with the lender on this note. This note reverted to a non-convertible note with a balance of $75,000 and does not accrue interest (see note 7 for more details) and the remaining balance along with accrued interest was forgiven. During the six months ended June 30, 2023, the Company recognized a gain on settlement of debt of $421,289. During the six months ended June 30, 2023, the Company paid this debt in full. As of June 30, 2023, the gross balance of the note was $0 and accrued interest was $0.

 

10. Stockholders’ Deficit

 

Common Stock

 

On January 1, 2023, the Company issued 28,571,429 restricted shares of Common Stock to Justin Wilson for services rendered to the Company. These shares were valued at $0.0006 per share and the Company recognized an expense for stock based compensation of $17,143.

 

On January 1, 2023, the Company issued 28,571,429 restricted shares of Common Stock to Sean Wilson for services rendered to the Company. These shares were valued at $0.0006 per share and the Company recognized an expense for stock based compensation of $17,143.

 

On February 1, 2023, the Company issued 5,142,857 restricted shares of Common Stock to Cluff-Rich 401(k) upon the conversion of $18,000 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 16,428,571 restricted shares of Common Stock to Fran Rich upon the conversion of $57,500 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 23,200,857 restricted shares of Common Stock to Debra D’Ambrosio upon the conversion of $81,204 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 485,402,857 restricted shares of Common Stock to Trent D’Ambrosio upon the conversion of $1,794,754 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 17,142,857 restricted shares of Common Stock to Kay Briggs upon the conversion of $60,000 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 204,285,714 restricted shares of Common Stock to Legends Capital Group upon the conversion of $2,204,695 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 314,571,429 restricted shares of Common Stock to L W Briggs Irrevocable Trust upon the conversion of $3,370,371 in existing debt owed to the shareholder that has been accrued by the Company.

 

F-17

 

 

On February 1, 2023, the Company issued 52,857,143 restricted shares of Common Stock to Claymore Management upon the conversion of $580,768 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 965,137,143 restricted shares of Common Stock to Clavo Rico Inc. upon the conversion of $9,774,869 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 32,928,571 restricted shares of Common Stock to Pine Valley Investments upon the conversion of $115,250 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 17, 2023, the Company issued 42,857,143 restricted shares of Common Stock to Whit Cluff for services rendered to the Company. These shares were valued at $0.0014 per share and the Company recognized an expense for stock based compensation of $60,000.

 

On February 17, 2023, the Company issued 2,857,143 restricted shares of Common Stock to Rod Sperry for services rendered to the Company. These shares were valued at $0.0014 per share and the Company recognized an expense for stock based compensation of $4,000.

 

On February 17, 2023, the Company issued 2,857,143 restricted shares of Common Stock to Brunson Chandler & Jones, PLLC for services rendered to the Company. These shares were valued at $0.0014 per share and the Company recognized an expense for stock based compensation of $4,000.

 

On February 17, 2023, the Company issued 14,285,714 restricted shares of Common Stock to Kyle Pickard for services rendered to the Company. These shares were valued at $0.0014 per share and the Company recognized an expense for stock based compensation of $20,000.

 

Warrants

 

The following tables summarize the warrant activity during the six months ended June 30, 2023 and the year ended December 31, 2022:

 

Stock Warrants  Number of Warrants   Weighted Average Exercise Price 
Balance at December 31, 2021   9,550,000   $0.49 
Forfeited   (9,350,000)   0.49 
Balance at December 31, 2022   200,000    0.75 
Forfeited   (100,000)   0.75 
Balance at June 30, 2023   100,000   $0.75 

 

 

2023 Outstanding Warrants   Warrants Exercisable 
Range of Exercise Price   Number Outstanding at June 30, 2023   Weighted Average Remaining Contractual Life   Weighted Average Exercise Price   Number Exercisable at June 30, 2023   Weighted Average Exercise Price 
$0.75    100,000    0.32   $0.75    100,000   $0.75 

 

11. Related Party Transactions

 

Consulting Agreement – In February 2014, the Company entered into a consulting agreement with a stockholder/director. The Company agreed to pay $18,000 per month for twelve months. This agreement was renegotiated in October 2017 and the Company agreed to pay the stockholder/director $25,000 per month starting in October 2017. This agreement was superseded by an Employment Agreement as of April 1, 2019 (see Employment Agreements below). As of June 30, 2023, there is $686,788 in deferred salaries in accounts payable and accrued liabilities.

 

Mr. Cluff currently serves as a director of the Company and has a separate agreement as a consultant of the Company effective as of October 2, 2015.

 

F-18

 

 

Employment Agreements – The Company has an employment agreement with its chief executive officer, Trent D’Ambrosio. The employment agreement was effective as of April 1, 2019 and provides for compensation of $300,000 annually.

 

Notes Payable – The Company took two short-term notes payable from Debra D’ambrosio, an immediate family member related party during the six months ended June 30, 2023. The Company received $23,208 in cash from related parties and paid out $39,000 in cash to related parties on notes payable (See Note 9 for more details).

 

Accounts Payable – Two officers/directors of the Company have been paying expenses for the Company on their personal credit cards. The Company has recorded these expenses and accrued the amounts in accounts payable to the individuals. As of June 30, 2023, there is $168,455 in accounts payable and accrued liabilities.

 

12. Commitments and Contingencies

 

Litigation

 

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties and an adverse result in these or other matters may arise from time to time that may harm our business. Except as set forth below, we are currently not aware of any such pending or threatened legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.

 

On December 30, 2021, the Company was served with a complaint filed by Antilles Family Office, LLC (“Antilles”) asserting claims related to alleged breach of contract and unjust enrichment against the Company. This matter was settled on January 18, 2023 in exchange for the payment of $1,200,000 by the Company to Antilles.

 

Previously disclosed litigation matters related to one of the Company’s subsidiaries, Compañía Minera Clavo Rico, S.A. de C.V., were assigned to a third party as part of the sale of CMCS that closed on January 24, 2023.

 

On October 15, 2020, one of the Company’s subsidiaries, Compañía Minera Clavo Rico, S.A. de C.V., was served with a complaint filed by Empresa Agregados y Concretos S.A. (“Agrecon”) asserting claims related to non-payment for services performed and damages associated with the termination of a certain Material Crushing Agreement. The Company has reserved $120,000 to settle this matter.

 

On December 20, 2022 the company received a notice of demand from Servicio de Administracion de Rentas (“SAR”). SAR is the institution responsible for the collection of internal taxes. The notice was for Tax Obligations due in the amount of 9,245,637.70 Lps ($385,234.90). The tax obligations were due and payable immediately.

 

F-19

 

 

13. Discontinued Operations

 

During the year ended December 31, 2022, the Company decided to discontinue all of its operating activities. Based on that decision, the Company’s board of directors committed to a plan to sell the CMCS entity operating the mine in Honduras.

 

In accordance with the provisions of ASC 205-20, the Company has separately reported the assets and liabilities of the discontinued operations (held for sale) in the consolidated balance sheets as of June 30, 2023 and December 31, 2022.

   June 30, 2023   December 31, 2022 
CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
Cash and cash equivalents  $-   $2,576 
Accounts receivable   -    10,752 
Inventories   -    277,106 
Prepaid expenses and other current assets   -    9,698 
TOTAL CURRENT ASSETS OF DISCONTINUED OPERATIONS  $-   $300,132 
           
NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
Property, plant and equipment, net  $-   $680,643 
Other assets   -    142,291 
TOTAL NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS  $-   $822,934 
           
CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
Accounts payable and accrued liabilities  $-   $2,504,735 
Finance lease liabilities - current portion   -    139,029 
Note payable   -    272,418 
Taxes payable   -    389,045 
TOTAL CURRENT LIABILITIES OF DISCONTINUED OPERATIONS  $-   $3,305,227 
           
NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
Finance lease liabilities, net of current portion  $-   $23,851 
Mine reclamation obligation   -    743,822 
TOTAL NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS  $-   $767,673 

 

 In accordance with the provisions of ASC 205-20, the Company has not included in the results of continuing operations the results of operations of the discontinued operations in the consolidated statements of operations and comprehensive loss. The results of operations from discontinued operations for the three and six months ended June 30, 2023 and 2022 have been reflected as discontinued operations in the consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2023 and 2022, and consist of the following.

 

F-20

 

 

   June 30, 2023   June 30, 2022   June 30, 2023   June 30, 2022 
   Three Months Ended   Six Months Ended 
   June 30, 2023   June 30, 2022   June 30, 2023   June 30, 2022 
Precious Metals Income  $-   $470,198   $-   $1,365,387 
Cost of goods sold   -    510,680    315,152    1,239,578 
Gross profit (loss)   -    (40,482)   (315,152)   125,809 
                     
OPERATING EXPENSES OF DISCONTINUED OPERATIONS:                    
General and administrative   -    83,933    181,519    188,396 
Depreciation and amortization   -    1,012    212    2,293 
OPERATING EXPENSES OF DISCONTINUED OPERATIONS   -    84,945    181,731    190,689 
OPERATING LOSS OF DISCONTINUED OPERATIONS   -    (125,427)   (496,883)   (64,880)
                     
OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS                    
Other (income) expense   -    (1,782)   -    (7,667)
Interest expense   -    -    698    - 
OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS   -    (1,782)   698    (7,667)
                     
LOSS BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS   -    (123,645)   (497,581)   (57,213)
Provision for income taxes of discontinued operations   -    (32)   -    (27,414)
NET LOSS OF DISCONTINUED OPERATIONS  $-   $(123,677)  $(497,581)  $(84,627)

 

In accordance with the provisions of ASC 205-20, the Company has separately reported the cash flow activity of the discontinued operations in the consolidated statements of cash flows. The cash flow activity from discontinued operations for the six months ended June 30, 2023 and 2022 have been reflected as discontinued operations in the consolidated statements of cash flows for the six months ended June 30, 2023 and 2022, and consist of the following.

 

   June 30, 2023   June 30, 2022 
   Six Months Ended 
   June 30, 2023   June 30, 2022 
DISCONTINUED OPERATING ACTIVITIES          
Net loss  $(497,581)  $(84,627)
Depreciation expense   4,259    22,017 
Changes in operating assets and liabilities:          
Trade receivables   91    (9,830)
Inventories   (12,981)   (67,313)
Prepaid expenses and other current assets   (34,670)   (38,024)
Accounts payable and accrued liabilities   (294,243)   271,440 
Accounts payable and accrued liabilities - related parties   834,659    (6,538)
Net cash provided by (used in) operating activities of discontinued operations  $(466)  $87,125 
           
INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS          
Purchase of property, plant and equipment  $(652)  $(44,167)
Net cash used in investing activities of discontinued operations  $(652)  $(44,167)

 

14. Subsequent Events

 

Management has evaluated subsequent events, in accordance with FASB ASC Topic 855, “Subsequent Events,” through the date which the financial statements were available to be issued and there are no material subsequent events.

 

F-21

 

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Forward Looking Statements

 

The statements contained in the following MD&A and elsewhere throughout this Quarterly Report on Form 10-Q, including any documents incorporated by reference, that are not historical facts, including statements about our beliefs and expectations, are “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements preceded by, followed by or that include the words “may,” “could,” “would,” “should,” “believe,” “expect,” “anticipate,” “plan,” “estimate,” “target,” “project,” “intend” and similar words or expressions. In addition, any statements that refer to expectations, projections, or other characterizations of future events or circumstances are forward-looking statements.

 

These forward-looking statements, which reflect our management’s beliefs, objectives, and expectations as of the date hereof, are based on the best judgment of our management. All forward-looking statements speak only as of the date on which they are made. Such forward-looking statements are subject to certain risks, uncertainties and assumptions relating to factors that could cause actual results to differ materially from those anticipated in such statements, including, without limitation, the following: economic, social and political conditions, global economic downturns resulting from extraordinary events such as the COVID-19 pandemic and other securities industry risks; interest rate risks; liquidity risks; credit risk with clients and counterparties; risk of liability for errors in clearing functions; systemic risk; systems failures, delays and capacity constraints; network security risks; competition; reliance on external service providers; new laws and regulations affecting our business; net capital requirements; extensive regulation, regulatory uncertainties and legal matters; failure to maintain relationships with employees, customers, business partners or governmental entities; the inability to achieve synergies or to implement integration plans and other consequences associated with risks and uncertainties detailed in our filings with the SEC, including our most recent filings on Forms 10-K and 10-Q.

 

We caution that the foregoing list of factors is not exclusive, and new factors may emerge, or changes to the foregoing factors may occur, that could impact our business. We undertake no obligation to publicly update or revise these statements, whether as a result of new information, future events or otherwise, except to the extent required by the federal securities laws.

 

This discussion should be read in conjunction with our financial statements on our 2022 Form 10-K, and our financial statements and the notes thereto contained elsewhere in this Quarterly Report on Form 10-Q.

 

Introduction to Interim Consolidated Financial Statements.

 

The interim consolidated financial statements included herein have been prepared by Inception Mining Inc. (“Inception Mining” or the “Company”) without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “Commission”). Certain information and footnote disclosure normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These interim consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in this filing.

 

In the opinion of management, all adjustments have been made consisting of normal recurring adjustments and consolidating entries, necessary to present fairly the consolidated financial position of the Company and subsidiaries as of June 30, 2023, the results of its consolidated statements of operations and comprehensive loss for the three and six-month periods ended June 30, 2023 and 2022, and its consolidated cash flows for the six-month periods ended June 30, 2023 and 2022. The results of consolidated operations for the interim periods are not necessarily indicative of the results for the full year.

 

The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

 

3

 

 

Overview and Plan of Operation

 

Overview

 

We are a mining company that was formed in Nevada on July 2, 2007. Historically operated two mining projects and currently operate as a consultant and advisor to the mining industry. Additionally, we have been engaged in the production of precious metals. From 2013 to 2020, the Company owned certain real property and the associated exploration permits and mineral rights commonly known as the UP and Burlington Gold Mine in Idaho (“UP and Burlington”). From 2015 through January 24, 2023, the Company operated the Clavo Rico mine in Honduras through its wholly-owned subsidiary, Compañía Minera Cerros del Sur, S.A de C.V. (“CMCS”) and other mining concessions. The Clavo Rico mine’s workings include several historical underground mining operations dating back to the early Mayan and Spanish occupation, and the primary mine operated through 2022 is located on the 200-hectare Clavo Rico Concession, located in southern Honduras.

 

2023 Divestiture of the Clavo Rico Mine

 

On January 12, 2023, Inception Mining, Inc. (the “Company”) entered into a non-binding Letter of Intent (the “LOI”) with Mother Lode Mining, Inc. (“MLM”). The LOI became binding on January 24, 2023 when the final installment of initial payment set forth under the LOI was received by the Company.

 

Pursuant to the terms of the LOI, the Company agreed to sell all of the shares of its wholly-owned subsidiary, Compañía Minera Cerros Del Sur, S.A. de C.V. (“CMCS”), to MLM. CMCS is the Honduran-based company that owns the Clavo Rico mine.

 

The purchase price for the sale of CMCS by the Company to MLM consisted of the following cash consideration (a) $280,000 was delivered by MLM to the Company on January 3, 2023 to pay outstanding debts owed by the Corporation; (b) $300,000 was delivered by MLM to the Company on January 5, 2023 to satisfy existing debts of the Company; (c) $100,000 was delivered by MLM to the Company on January 16, 2023; (d) $200,000 was delivered by MLM to the Company on January 17, 2023; (e) $1,200,000 was delivered by MLM to the Company on January 18, 2023, to pay a settlement amount for existing debt of the Company; (f) $500,000 was delivered by MLM to the Company on January 23, 2023, to satisfy existing debts of the Company; (g) $500,000 was delivered by MLM to the Corporation on January 24, 2023 to satisfy existing debts of the Corporation.

 

In addition to the amounts already delivered under the LOI, an additional amount of $2,620,0000 shall be paid by MLM to the Company over a period of twenty-four (24) months (the “Monthly Payments”). The Monthly Payments shall be paid as follows: (i) $25,000 due March 1, 2023, (ii) $50,000 due on the first day of each of April, May and June 2023, and (iii) $100,000 due on the first day of each month for the following twenty months, until February 1, 2025 at which point all amounts due and payable hereunder shall be delivered in a final balloon payment. Outstanding balances and missed Monthly Payments will be secured by a 10% NSR on the Clavo Rico mine production until the Monthly Payments are delivered and the purchase price is paid in full. In addition to the Monthly Payments, the Company will receive a carried forward net profits interest royalty (“NPI”) of 5% on the Clavo Rico mine production until the total NPI paid to the Company is $1,000,000, subject to limited conditions.

 

Following the Closing of the LOI on January 24, 2023, the Company divested its ownership interest in CMCS and its interests in the Clavo Rico mine, resulting in the transfer of operations to Mother Lode Mining and full control of the Clavo Rico mine asset.

 

Current Operations

 

Since the Divestiture of the Clavo Rico Mine, the Company has been operating as a consultant and advisor to the mining industry, including to Mother Lode Mining, the new owner of the Clavo Rico mine. It also has an ongoing financial interest in the Clavo Rico Mine under the LOI.

 

The Company will receive $2,445,000 in cash payments through January 2025, with such payments secured by a ten percent net smelter royalty on the Clavo Rico Mine’s production.

 

4

 

 

The Company will also receive a carried forward net profits interest royalty of five percent of the Clavo Rico mine production until payment to the Company reaches $1,000,000, subject to reduction for certain limited Clavo Rico mine expenses.

 

Results of Operations

 

Three months ended June 30, 2023 compared to the three months ended June 30, 2022

 

We had net income of $242,945 for the three-month period ended June 30, 2023, and a net loss of $491,961 for the three-month period ended June 30, 2022. This change in our results over the two periods is primarily the result of the change in derivative liabilities of ($566,046), the change in gain on extinguishment of debt of $554,634 and change in interest expense of $662,441. The following table summarizes key items of comparison and their related increase (decrease) for the three-month periods ended June 30, 2023 and 2022:

 

   Three Months Ended June 30,   Increase/ 
   2023   2022   (Decrease) 
General and Administrative  $192,027   $152,227   $39,800 
Depreciation and Amortization Expenses   181    181    - 
Total Operating Expenses   192,208    152,408    39,800 
Loss from Operations   (192,208)   (152,408)   39,800 
Change in Derivative Liabilities   34,048    600,094    (566,046)
Gain (Loss) on Extinguishment of Debt   421,289    (133,345)   554,634 
Interest Expense   (20,184)   (682,625)   662,441 
Income (Loss) from Operations Before Taxes   242,945    (368,284)   611,229 
Provision for Income Taxes   -    -    - 
Net Income (Loss) from Continued Operations   242,945    (368,284)   611,229 
Net Loss from Discontinued Operations   -    (123,645)   123,645 
Provision for Income Taxes on Discontinued Operations   -    (32)   32 
Net Loss from Discontinued Operations   -    (123,677)   123,677 
Net Income (Loss)  $242,945   $(491,961)  $734,906 

 

Operating Expenses

 

Operating expenses for the three months ended June 30, 2023, and 2022 were $192,208 and $152,408, respectively. The increase in operating expenses for 2023 compared to 2022 were comprised primarily of consulting expenses.

 

Other Income (Expenses)

 

Other income (expenses) for the three months ended June 30, 2023, and 2022 were $435,153 and ($215,876), respectively. The change in other income (expenses) of $651,029 was made up of the change in derivative liabilities of ($566,046), the change in gain on settlement of debt of $554,634 and change in interest expense of $662,441.

 

Net Income (Loss)

 

Net income for the three months ended June 30, 2023, was $242,945 while the net loss for the three months ended June 30, 2022 was $491,961.

 

Six months ended June 30, 2023 compared to the six months ended June 30, 2022

 

We had net income of $15,526,678 for the six-month period ended June 30, 2023, and a net loss of $1,374,176 for the six-month period ended June 30, 2022. This change in our results over the two periods is primarily the result of the change in derivative liabilities of $2,593,549, the gain on sale of mine property of $7,154,653, the change in gain on extinguishment of debt of $6,576,217 and the change in interest expense of $1,128,526. The following table summarizes key items of comparison and their related increase (decrease) for the six-month periods ended June 30, 2023 and 2022:

 

   Six Months Ended June 30,   Increase/ 
   2023   2022   (Decrease) 
General and Administrative  $483,838   $376,368   $107,470 
Depreciation and Amortization Expenses   360    360    - 
Total Operating Expenses   484,198    376,728    107,470 
Loss from Operations   (484,198)   (376,728)   107,470 
Gain on Forgiveness of PPP loan   -    31,667    (31,667)
Change in Derivative Liabilities   3,239,250    645,701    2,593,549 
Gain (Loss) on Extinguishment of Debt   6,318,714    (257,503)   6,576,217 
Interest Expense   (204,160)   (1,332,686)   1,128,526 
Income (Loss) from Operations Before Taxes   8,869,606    (1,289,549)   10,159,155 
Provision for Income Taxes   -    -    - 
Net Income (Loss) from Continued Operations   8,869,606    (1,289,549)   10,159,155 
Net Loss from Discontinued Operations   (497,581)   (57,213)   (440,368)
Gain on Sale of Mine Property   7,154,653    -    7,154,653 
Provision for Income Taxes on Discontinued Operations   -    (27,414)   (27,414)
Net Income (Loss) from Discontinued Operations   6,657,072    (84,627)   6,741,699 
Net Income (Loss)  $15,526,678   $(1,374,176)  $16,900,854 

 

5

 

 

Operating Expenses

 

Operating expenses for the six months ended June 30, 2023, and 2022 were $484,198 and $376,728, respectively. The increase in operating expenses for 2023 compared to 2022 were comprised primarily of consulting expenses.

 

Other Income (Expenses)

 

Other income (expenses) for the six months ended June 30, 2023, and 2022 were $9,353,804 and ($912,821), respectively. The change in other income (expenses) of $10,266,625 was made up of a gain on forgiveness of PPP loan of ($31,667), change in derivative liabilities of $2,593,549, change in gain on settlement of debt of $6,576,217 and change in interest expense of $1,128,526.

 

Net Income (Loss)

 

Net income for the six months ended June 30, 2023, was $15,526,678 while the net loss for the six months ended June 30, 2022 was $1,374,176.

 

Liquidity and Capital Resources

 

Our balance sheet as of June 30, 2023, reflects assets of $2,467,431. We had cash in the amount of $1,101 and working capital deficit in the amount of $142,091 as of June 30, 2023. Thus, we do not have sufficient working capital to enable us to carry out our stated plan of operation for the next twelve months.

 

Working Capital

 

  

June 30, 2023

  

December 31, 2022

 
Current assets  $1,201,835   $302,849 
Current liabilities   1,343,926    29,068,198 
Working capital deficit  $(142,091)  $(28,765,349)

 

6

 

 

We anticipate generating losses and, therefore, may be unable to continue operations in the future, if we don’t acquire additional capital and issue debt or equity or enter into a strategic arrangement with a third party.

 

Going Concern Consideration

 

As reflected in the accompanying unaudited condensed consolidated financial statements, the Company and has an accumulated deficit of $26,142,563. In addition, there is a working capital deficit of $142,091 as of June 30, 2023. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

   Six Months Ended June 30, 
   2023   2022 
Net Cash Provided by (Used in) Operating Activities  $1,297,780   $(354,060)
Net Cash Provided by (Used in) Investing Activities   (652)   (44,167)
Net Cash Provided by (Used in) Financing Activities   (1,297,132)   376,509 
Effects of Exchange Rate Changes on Cash   1,105    (60)
Net Increase (Decrease) in Cash  $1,101   $(21,778)

 

Operating Activities

 

Net cash flow provided by operating activities during the six months ended June 30, 2023 was $1,297,780, an increase of $1,651,840 from the $354,060 net cash used during the six months ended June 30, 2022. This increase in the cash provided by operating activities was primarily due to the payments made towards the sale of mine property of $3,255,000.

 

Investing Activities

 

Investing activities during the six months ended June 30, 2023 used $652, a decrease of $43,515 from the $44,167 used in investing activities during the six months ended June 30, 2022.

 

Financing Activities

 

Financing activities during the six months ended June 30, 2023 used cash of $1,279,132, an increase of $1,673,641 from the $376,509 provided in financing activities during the six months ended June 30, 2022. During the six months ended June 30, 2023, the Company received $23,208 in proceeds from notes payable - related parties. The Company made $39,000 in payments on notes payable – related parties and $1,281,340 in payments on convertible notes payable.

 

Critical Accounting Policies

 

Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles used in the United States. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management’s application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financials.

 

Costs of acquiring mining properties and any exploration and development costs are expensed as incurred unless proven and probable reserves exist, and the property is a commercially mineable property. Mine development costs incurred either to develop new gold and silver deposits, expand the capacity of operating mines, or develop mine areas substantially in advance of current production are capitalized. Costs incurred to maintain current production or to maintain assets on a standby basis are charged to operations. Costs of abandoned projects are charged to operations upon abandonment. The Company evaluates, at least quarterly, the carrying value of capitalized mining costs and related property, plant, and equipment costs, if any, to determine if these costs are in excess of their net realizable value and if a permanent impairment needs to be recorded. The periodic evaluation of carrying value of capitalized costs and any related property, plant and equipment costs are based upon expected future cash flows and/or estimated salvage value.

 

7

 

 

The Company capitalizes costs for mining properties by individual property and defers such costs for later amortization only if the prospects for economic productions are reasonably certain. Capitalized costs are expensed in the period when the determination has been made that economic production does not appear reasonably certain.

 

Recent Accounting Pronouncements

 

For recent accounting pronouncements, please refer to the notes to financial statements in Part I, Item 1 of this Quarterly Report.

 

Off-Balance Sheet Arrangements

 

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

As a smaller reporting company, we are not required to include disclosures under this item.

 

ITEM 4. CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

We maintain disclosure controls and procedures that are designed to ensure that material information required to be disclosed in our periodic reports filed under the Securities Exchange Act of 1934, as amended, or 1934 Act, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and to ensure that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer as appropriate, to allow timely decisions regarding required disclosure. We carried out an evaluation, under the supervision and with the participation of our management, including the principal executive officer and the principal financial officer (principal financial officer), of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13(a)-15(e) under the 1934 Act, as of the end of the period covered by this report. Based on this evaluation, because of the Company’s limited resources and limited number of employees, management concluded that our disclosure controls and procedures were not effective as of June 30, 2023.

 

Changes in Internal Control Over Financial Reporting

 

There have been no changes in our internal control over financial reporting that occurred during the period covered by this Quarterly Report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

8

 

 

PART II – OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties and an adverse result in these or other matters may arise from time to time that may harm our business. Except as set forth below, we are currently not aware of any such pending or threatened legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.

 

On December 30, 2021, the Company was served with a complaint filed by Antilles Family Office, LLC (“Antilles”) asserting claims related to alleged breach of contract and unjust enrichment against the Company. This matter was settled on January 18, 2023 in exchange for the payment of $1,200,000 by the Company to Antilles.

 

Previously disclosed litigation matters related to one of the Company’s subsidiaries, Compañía Minera Clavo Rico, S.A. de C.V., were assigned to a third party as part of the sale of CMCS that closed on January 24, 2023.

 

ITEM 1A. RISK FACTORS

 

As a smaller reporting company, we are not required to include disclosure under this item. We refer readers to our Form 10-K for additional risk factor disclosures.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES

 

Not applicable as the Company conducts no mining operations in the U.S. or its territories.

 

ITEM 5. OTHER INFORMATION

 

None.

 

9

 

 

ITEM 6. EXHIBITS

 

Exhibit Number   Exhibit Description
     
3.1   Articles of Incorporation (1)
     
3.2   Certificate of Amendment, effective March 5, 2010(2)
     
3.3   Certificate of Amendment, effective June 23, 2010(3)
     
3.4   Articles of Merger, effective May 17, 2013 (4)
     
3.5   Bylaws (1)
     
4.1   Form of Subscription Agreement entered by and between Inception Mining Inc. and Accredited Investors (5)
     
4.2   Securities Purchase Agreement with Typenex Co-Investment, LLC dated February 27, 2017(13)
     
4.3   Convertible Promissory Note issued to Typenex Co-Investment, LLC dated February 27, 2017(13)
     
4.4   Warrant to Purchase Shares of Common Stock issued to Labrys Fund LP dated March 7, 2017(13)
     
4.5   Convertible Promissory Note issued to Labrys Fund LP dated March 7, 2017(13)
     
4.6   Securities Purchase Agreement with Labrys Fund LP dated March 7, 2017 (13)
     
4.7   Convertible Promissory Note issued to Power Up Lending Group Ltd. on April 21, 2017(14)
     
4.8   Securities Purchase Agreement with Power Up Lending Group Ltd. dated April 21, 2017 (14)
     
10.1   Asset Purchase Agreement dated February 25, 2013, by and between Gold American, its majority shareholder Brett Bertolami, and its wholly-owned subsidiary, Inception Development Inc. on one hand, and Inception Resources, LLC on the other hand (6)
     
10.2   Employment Agreement by and between the Company and Michael Ahlin dated February 25, 2013 (6)
     
10.3   Employment Agreement by and between the Company and Whit Cluff dated February 25, 2013 (6)
     
10.4   Employment Agreement by and between the Company and Brian Brewer dated February 25, 2013 (6)
     
10.5   Employment Agreement with Michael Ahlin dated August 1, 2015 (11)
     
10.6   Consulting Agreement by and between the Company and Michael Ahlin dated January 1, 2017 (13)
     
10.8   Debt Exchange Agreement by and between Gold American Mining Corp. and Brett Bertolami dated February 25, 2013 (6)
     
10.9   Agreement by and between Crawford Cattle Company LLC, as seller, and, Inception Mining Inc., as Buyer dated as of August 30, 2013 (7)
     
10.10   Agreement and Plan of Merger dated August 4, 2015 (11)
     
10.11   Addendum to Agreement and Plan of Merger (11)
     
10.13   Joint Venture Agreement with Corpus Mining and Exploration, LTD dated as of October 1, 2017. (15)
     
10.14   Employment Agreement with Trent D’Ambrosio (16)
     
10.15   Note Purchase Agreement (16)
     
10.16   Senior Secured Redeemable Convertible Note (16)
     
10.17   Warrant (16)
     
10.18   Settlement Agreement with Antilles Family Office, LLC dated January 18, 2023 (17)
     
10.19   Letter of Intent with Mother Lode Mining, Inc. effective as of January 24, 2023 (18)

 

10

 

 

31.1*   Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
31.2*   Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1*   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
32.2*   Certification of Chief Financial Officers pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
101.INS   Inline XBRL Instance Document
     
101.SCH   Inline XBRL Schema Document
     
101.CAL   Inline XBRL Calculation Linkbase Document
     
101.DEF   Inline XBRL Definition Linkbase Document
     
101.LAB   Inline XBRL Label Linkbase Document
     
101.PRE   Inline XBRL Presentation Linkbase Document
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)
     
*   Filed herewith.
     
(1)   Incorporated by reference from Form SB-2 filed with the SEC on October 31, 2007.
     
(2)   Incorporated by reference from Form 8-K filed with the SEC on March 10, 2010.
     
(3)   Incorporated by reference from Form 8-K filed with the SEC on June 28, 2010.
     
(4)   Incorporated by reference from Form 10-Q filed with the SEC on May 20, 2013.
     
(5)   Incorporated by reference from Form 8-K filed with the SEC on August 5, 2013.
     
(6)   Incorporated by reference from Form 8-K filed with the SEC on March 1, 2013.
     
(7)   Incorporated by reference from Form 8-K filed with the SEC on September 6, 2013.
     
(8)   Incorporated by reference from Form 10-Q filed with the SEC on June 20, 2014.
     
(9)   Incorporated by reference from Form 8-K filed with the SEC on March 12, 2014.
     
(10)   Incorporated by reference from Form 8-K filed with the SEC on October 7, 2014.
     
(11)   Incorporated by reference from Form 8-K filed with the SEC on October 7, 2015.
     
(12)   Incorporated by reference from the Form 10-K filed with the SEC on May 3, 2016.
     
(13)   Incorporated by reference from the Form 10-K filed with the SEC on April 17, 2017.
     
(14)   Incorporated by reference from the Form 10-Q filed with the SEC on May 16, 2017.
     
(15)   Incorporated by reference from the Form 8-K filed with the SEC on October 19, 2017.
     
(16)   Incorporated by reference from the Form S-1 filed with the SEC on June 2, 2019.
     
(17)   Incorporated by reference from the Form 8-K filed with the SEC on January 25, 2023.
     
(18)   Incorporated by reference from the Form 8-K filed with the SEC on February 8, 2023.

 

11

 

 

SIGNATURES

 

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

 

  INCEPTION MINING INC.
     
Date: August 14, 2023 By: /s/ Trent D’Ambrosio
  Name:  Trent D’Ambrosio
  Title: Chief Executive Officer (Principal Executive Officer)
    Chief Financial Officer (Principal Financial and Accounting Officer)

 

12

 

 

Exhibit 31.1

 

OFFICER’S CERTIFICATE

PURSUANT TO SECTION 302

 

I, Trent D’Ambrosio, certify that:

 

1. I have reviewed this Quarterly Report on Form 10-Q of Inception Mining 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. I am 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 my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me 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 my 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 my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
     
  (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. I have disclosed, based on my 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: August 14, 2023 By: /s/ Trent D’Ambrosio
  Name:  Trent D’Ambrosio
  Title: Chief Executive Officer (Principal Executive Officer)

 

   

 

 

Exhibit 31.2

 

OFFICER’S CERTIFICATE

PURSUANT TO SECTION 302

 

I, Trent D’Ambrosio, certify that:

 

1. I have reviewed this Quarterly Report on Form 10-Q of Inception Mining 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. I am 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 my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me 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 my 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 my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
     
  (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. I have disclosed, based on my 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: August 14, 2023 By: /s/ Trent D’Ambrosio
  Name:  Trent D’Ambrosio
  Title: Chief Financial Officer (Principal Accounting Officer)

 

   

 

 

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 the Quarterly Report on Form 10-Q of Inception Mining Inc. (the “Company”) for the period ended June 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Trent D’Ambrosio, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 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, as amended; 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: August 14, 2023 By: /s/ Trent D’Ambrosio
  Name:  Trent D’Ambrosio
  Title: Chief Executive Officer (Principal Executive Officer)

 

   

 

 

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 the Quarterly Report on Form 10-Q of Inception Mining Inc. (the “Company”) for the period ended June 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Trent D’Ambrosio, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 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, as amended; 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: August 14, 2023 By: /s/ Trent D’Ambrosio
  Name:  Trent D’Ambrosio
  Title: Chief Financial Officer (Principal Accounting Officer)

 

   

 

v3.23.2
Cover - shares
6 Months Ended
Jun. 30, 2023
Aug. 14, 2023
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Jun. 30, 2023  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2023  
Current Fiscal Year End Date --12-31  
Entity File Number 000-55219  
Entity Registrant Name Inception Mining Inc.  
Entity Central Index Key 0001416090  
Entity Tax Identification Number 35-2302128  
Entity Incorporation, State or Country Code NV  
Entity Address, Address Line One 5330 South 900 East  
Entity Address, Address Line Two Suite 280  
Entity Address, City or Town Murray  
Entity Address, State or Province UT  
Entity Address, Postal Zip Code 84117  
City Area Code 801  
Local Phone Number 312-8113  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   2,481,732,016
v3.23.2
Condensed Consolidated Balance Sheets - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Current Assets    
Cash and cash equivalents $ 1,101
Prepaid expenses and other current assets 734 2,717
Note receivable - current portion 1,200,000
Current assets of discontinued operations 300,132
Total Current Assets 1,201,835 302,849
Property, plant and equipment, net 3,623 3,983
Note receivable, net of current portion 1,245,000
Right of use operating lease asset 16,442 23,106
Other assets 531 531
Other non-current assets of discontinued operations 822,934
Total Assets 2,467,431 1,153,403
Current Liabilities    
Accounts payable and accrued liabilities 1,210,793 5,081,544
Accrued interest - related parties 10,907,642
Operating lease liability - current portion 13,850 13,511
Convertible notes payable - net of discount 4,121 3,801,698
Derivative liabilities 23,362 3,262,612
Current liabilities of discontinued operations 3,305,227
Total Current Liabilities 1,343,926 29,068,198
Operating lease liability, net of current portion 2,592 9,595
Long-term liabilities of discontinued operations 767,673
Total Liabilities 2,275,136 35,284,446
Commitments and Contingencies
Stockholders’ Equity (Deficit)    
Preferred stock, $0.00001 par value; 10,000,000 shares authorized, 51 shares issued and outstanding 1 1
Common stock, $0.00001 par value; 10,300,000,000 shares authorized, 2,481,732,016 and 244,634,016 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively 24,817 2,446
Additional paid-in capital 26,310,040 8,152,715
Accumulated deficit (26,142,563) (41,655,570)
Accumulated other comprehensive loss (618,683)
Total Controlling Interest 192,295 (34,119,091)
Non-Controlling Interest (11,952)
Total Stockholders’ Equity (Deficit) 192,295 (34,131,043)
Total Liabilities and Stockholders’ Equity (Deficit) 2,467,431 1,153,403
Nonrelated Party [Member]    
Current Liabilities    
Notes payable - related parties 75,000
Long-term notes payable - related parties, net of current portion 60,000 60,000
Related Party [Member]    
Current Liabilities    
Notes payable - related parties 16,800 2,695,964
Long-term notes payable - related parties, net of current portion $ 868,618 $ 5,378,980
v3.23.2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Jun. 30, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Preferred stock, par value $ 0.00001 $ 0.00001
Preferred stock, shares authorized 10,000,000 10,000,000
Preferred stock, shares issued 51 51
Preferred stock, shares outstanding 51 51
Common stock, par value $ 0.00001 $ 0.00001
Common stock, shares authorized 10,300,000,000 10,300,000,000
Common stock, shares issued 2,481,732,016 244,634,016
Common stock, shares outstanding 2,481,732,016 244,634,016
v3.23.2
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Income Statement [Abstract]        
Precious Metals Income
Cost of goods sold
Gross profit
Operating Expenses        
General and administrative 192,027 152,227 483,838 376,368
Depreciation and amortization 181 181 360 360
Total Operating Expenses 192,208 152,408 484,198 376,728
Loss from Operations (192,208) (152,408) (484,198) (376,728)
Other Income/(Expenses)        
Gain on forgiveness of PPP loan 31,667
Change in derivative liability 34,048 600,094 3,239,250 645,701
Gain (loss) on extinguishment of debt 421,289 (133,345) 6,318,714 (257,503)
Interest expense (20,184) (682,625) (204,160) (1,332,686)
Total Other Income/(Expenses) 435,153 (215,876) 9,353,804 (912,821)
Net Income (Loss) from Operations before Income Taxes 242,945 (368,284) 8,869,606 (1,289,549)
Provision for Income Taxes
Net Income (Loss) from Continuing Operations 242,945 (368,284) 8,869,606 (1,289,549)
Net Loss from Discontinued Operations (123,645) (497,581) (57,213)
Gain on Sale of Mine Property in Discontinued Operations 7,154,653
Provision for Income Taxes on Discontinued Operations (32) (27,414)
Net Income (Loss) from Discontinued Operations (123,677) 6,657,072 (84,627)
Net Income (Loss) 242,945 (491,961) 15,526,678 (1,374,176)
Net Income (Loss) - Non-Controlling Interest 297 (13,671) 455
Net Income (Loss) - Controlling Interest $ 242,945 $ (491,664) $ 15,513,007 $ (1,373,721)
Net income (loss) per share - Continuing Operations - Basic $ 0.00 $ (0.00) $ 0.00 $ (0.01)
Net income (loss) per share - Continuing Operations - Diluted 0.00 (0.00) 0.00 (0.01)
Net income (loss) per share - Discontinued Operations - Basic 0.00 (0.00) 0.00 (0.00)
Net income (loss) per share - Discontinued Operations - Diluted 0.00 (0.00) 0.00 (0.00)
Net income (loss) per share - Basic 0.00 (0.00) 0.01 (0.01)
Net income (loss) per share - Diluted $ (0.00) $ (0.00) $ 0.00 $ (0.01)
Weighted average number of shares outstanding during the period - Basic 2,481,732,016 200,018,099 2,090,453,443 185,458,156
Weighted average number of shares outstanding during the period - Diluted 2,606,579,705 200,018,099 432,386,445,469 185,458,156
Net Income (Loss) $ 242,945 $ (491,961) $ 15,526,678 $ (1,374,176)
Other Comprehensive Income (Loss)        
Exchange differences arising on translating foreign operations (815) (86,472) (1,823)
Total Comprehensive Income (Loss) 242,945 (492,776) 15,440,206 (1,375,999)
Total Comprehensive Income (Loss) - Non-Controlling Interest (160)
Total Comprehensive Income (Loss) - Controlling Interest $ 242,945 $ (492,776) $ 15,440,206 $ (1,376,159)
v3.23.2
Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($)
Preferred Stock [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
AOCI Attributable to Parent [Member]
Noncontrolling Interest [Member]
Total
Beginning balance, value at Dec. 31, 2021 $ 1 $ 1,624 $ 7,881,439 $ (37,508,429) $ (639,949) $ (10,244) $ (30,275,558)
Balance, shares at Dec. 31, 2021 51 162,421,850          
Foreign currency translation adjustment (1,823) (1,823)
Net income (loss) (882,057) (158) (882,215)
Shares issued with note payable $ 198 124,101 124,299
Shares issued with note payable, shares   19,747,727          
Balance at Mar. 31, 2022 $ 1 $ 1,822 8,005,540 (38,390,486) (641,772) (10,402) (31,035,297)
Balance, shares at Mar. 31, 2022 51 182,169,577          
Beginning balance, value at Dec. 31, 2021 $ 1 $ 1,624 7,881,439 (37,508,429) (639,949) (10,244) (30,275,558)
Balance, shares at Dec. 31, 2021 51 162,421,850          
Net income (loss)             (1,374,176)
Balance at Jun. 30, 2022 $ 1 $ 2,352 8,138,735 (38,882,150) (637,311) (10,699) (31,389,072)
Balance, shares at Jun. 30, 2022 51 235,250,345          
Beginning balance, value at Mar. 31, 2022 $ 1 $ 1,822 8,005,540 (38,390,486) (641,772) (10,402) (31,035,297)
Balance, shares at Mar. 31, 2022 51 182,169,577          
Foreign currency translation adjustment 4,461 4,461
Net income (loss) (491,664) (297) (491,961)
Shares issued with note payable $ 530 133,195 133,725
Shares issued with note payable, shares   53,080,768          
Balance at Jun. 30, 2022 $ 1 $ 2,352 8,138,735 (38,882,150) (637,311) (10,699) (31,389,072)
Balance, shares at Jun. 30, 2022 51 235,250,345          
Beginning balance, value at Dec. 31, 2022 $ 1 $ 2,446 8,152,715 (41,655,570) (618,683) (11,952) (34,131,043)
Balance, shares at Dec. 31, 2022 51 244,634,016          
Shares issued for services $ 1,200 121,086 122,286
Shares issued for services, shares   120,000,001          
Shares issued with extinguishment of debt $ 21,171 18,036,239 18,057,410
Shares issued with extinguishment of debt, shares   2,117,097,999          
Effects of sale of mine property 705,155 (1,719) 703,436
Foreign currency translation adjustment (86,472) (86,472)
Net income (loss) 15,270,062 13,671 15,283,733
Balance at Mar. 31, 2023 $ 1 $ 24,817 26,310,040 (26,385,508) (50,650)
Balance, shares at Mar. 31, 2023 51 2,481,732,016          
Beginning balance, value at Dec. 31, 2022 $ 1 $ 2,446 8,152,715 (41,655,570) (618,683) (11,952) (34,131,043)
Balance, shares at Dec. 31, 2022 51 244,634,016          
Net income (loss)             15,526,678
Balance at Jun. 30, 2023 $ 1 $ 24,817 26,310,040 (26,142,563) 192,295
Balance, shares at Jun. 30, 2023 51 2,481,732,016          
Beginning balance, value at Mar. 31, 2023 $ 1 $ 24,817 26,310,040 (26,385,508) (50,650)
Balance, shares at Mar. 31, 2023 51 2,481,732,016          
Net income (loss) 242,945 242,945
Balance at Jun. 30, 2023 $ 1 $ 24,817 $ 26,310,040 $ (26,142,563) $ 192,295
Balance, shares at Jun. 30, 2023 51 2,481,732,016          
v3.23.2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Cash Flows From Operating Activities:    
Net Income (Loss) $ 15,526,678 $ (1,374,176)
Net Income (Loss) from discontinued operations 497,581 84,627
Gain on sale of mine property in discontinued operations (7,154,653)
Adjustments to reconcile net income (loss) to net cash used in operations    
Depreciation and amortization expense 360 360
Common stock issued for services 122,286
(Gain) loss on extinguishment of debt (6,318,714) 257,503
Change in derivative liability (3,239,250) (645,701)
Gain on forgiveness of PPP loan (31,667)
Amortization of right-of-use asset 6,664 6,538
Amortization of debt discount 31,459 826
Changes in operating assets and liabilities:    
Other receivables 3,105,000
Prepaid expenses and other current assets 1,984 9,619
Accounts payable and accrued liabilities (2,899) 636,905
Accounts payable and accrued liabilities - related parties (1,278,250) 613,981
Net Cash Provided By (Used In) Continuing Operations 1,298,246 (441,185)
Net Cash Provided By (Used In) Discontinued Operations (466) 87,125
Net Cash Provided By (Used In) Operating Activities 1,297,780 (354,060)
Cash Flows From Investing Activities:    
Investing activities of discontinued operations (652) (44,167)
Net Cash Used In Investing Activities (652) (44,167)
Cash Flows From Financing Activities:    
Repayment of notes payable (37,891)
Repayment of notes payable-related parties (39,000) (473,900)
Repayment of convertible notes payable (1,281,340)
Proceeds from notes payable-related parties 23,208 888,300
Net Cash Provided By (Used In) Continuing Financing Activities (1,297,132) 376,509
Effects of exchange rate changes on cash 1,105 (60)
Net Change in Cash 1,101 (21,778)
Cash at Beginning of Period 55,273
Cash at End of Period 1,101 33,495
Less Cash of Discontinued Operations at End of Period 0 (16,779)
Cash of Continued Operations at End of Period 1,101 16,716
Supplemental disclosure of cash flow information:    
Cash paid for interest 146,248 158,851
Cash paid for taxes
Supplemental disclosure of non-cash investing and financing activities:    
Note receivable acquired for sale of mine property 5,700,000
Common stock issued for conversion of debt 258,023
Common stock issued for settlement of notes payable - related parties $ 18,057,410
v3.23.2
Nature of Business
6 Months Ended
Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Nature of Business

1. Nature of Business

 

Inception Mining, Inc. (formerly known as Gold American Mining Corp.) was incorporated under the name of Golf Alliance Corporation and under the laws of the State of Nevada on July 2, 2007. Inception Mining, Inc. is a precious metal mineral acquisition, exploration and development company. Inception Development, Inc., its wholly owned subsidiary, was incorporated under the laws of the State of Idaho on January 28, 2013.

 

Golf Alliance Corporation pursued its original business plan to provide opportunities for golfers to play on private golf courses normally closed to them due to the membership requirements of the private clubs. During the year ended July 31, 2010, the Company decided to redirect its business focus toward precious metal mineral acquisition and exploration.

 

On March 5, 2010, the Company amended its articles of incorporation to (1) change its name to Silver America, Inc. and (2) increase its authorized common stock from 100,000,000 to 500,000,000. In 2020, the Company increased its authorized common stock from 500,000,000 to 800,000,000. In 2022, the Company increased its authorized common stock from 800,000,000 to 10,300,000,000.

 

On June 23, 2010, the Company amended its articles of incorporation to change its name to Gold American Mining Corp.

 

On November 21, 2012, the Company implemented a 200 to 1 reverse stock split. Upon effectiveness of the stock split, each shareholder canceled 200 shares of common stock for every share of common stock owned as of November 21, 2012. This reverse stock split was effective on February 13, 2013. All share and per share references have been retroactively adjusted to reflect this 200 to 1 reverse stock split in the financial statements and in the notes to financial statements for all periods presented, to reflect the stock split as if it occurred on the first day of the first period presented.

 

On February 25, 2013, Gold American Mining Corp. and its majority shareholder (the “Majority Shareholder”), and its wholly owned subsidiary, Inception Development Inc. (the “Subsidiary”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Inception Resources, LLC, a Utah corporation (“Inception Resources”), pursuant to which Inception purchased the U.P. and Burlington Gold Mine in consideration of 16,000,000 shares of common stock of Inception, the assumption of promissory notes in the amount of $950,000 and the assignment of a 3% net royalty. Inception Resources was an entity owned by and under the control of the majority shareholder. This transaction was deemed an asset purchase by entities under common control. The Asset Purchase Agreement closed on February 25, 2013 (the “Closing”). Inception was a “shell company” (as such term is defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended) immediately prior to our acquisition of the gold mine pursuant to the terms of the Asset Purchase Agreement. As a result of such acquisition, the Company’s operations were then focused on the ownership and operation of the mine acquired from Inception Resources and the Company then ceased to be a shell company as it no longer has nominal operations. On February 21, 2020, the Company sold the Up & Burlington property and mineral rights to Ounces High Exploration, Inc. in exchange for $250,000 in cash consideration and 66,974,252 shares of common stock of Hawkstone Mining Limited, a publicly-trade Australian company.

 

On May 17, 2013, the Company amended its articles of incorporation to change its name to Inception Mining, Inc. (“Inception” or the “Company”).

 

On October 2, 2015, the Company consummated a merger with Clavo Rico Ltd. (“Clavo Rico”). Clavo Rico is a privately held Turks and Caicos company with principal operations in Honduras, Central America. Clavo Rico operates the Clavo Rico mining concession through its subsidiaries Compañía Minera Cerros del Sur, S.A de C.V. and Compañía Minera Clavo Rico, S.A. de C.V. and holds other mining concessions. Pursuant to the agreement, the Company issued 240,225,901 shares of common stock of Inception and assumed promissory notes in the amount of $5,488,980 and accrued interest of $3,434,426. Under this merger agreement, there was a change in control, and it was treated for accounting purposes as a reverse recapitalization with Clavo Rico, Ltd. being the surviving entity. Its workings include several historical underground operations dating back to the early Mayan and Spanish occupation.

 

 

On January 11, 2016, the Company implemented a 5.5 to 1 reverse stock split. This reverse stock split was effective on May 26, 2016. All share and per share references have been retroactively adjusted to reflect this 5.5 to 1 reverse stock split in the financial statements and in the notes to financial statements for all periods presented, to reflect the stock split as if it occurred on the first day of the first period presented. Immediately before the Reverse Split, the Company had 266,669,980 shares of common stock outstanding. Immediately after the Reverse Split, the Company had 48,485,451 shares of common stock outstanding, pending fractional-share rounding-up calculations to adjust for the Reverse Split.

 

On January 12, 2023, Inception Mining, Inc. (the “Company”) entered into a non-binding Letter of Intent (the “LOI”) with Mother Lode Mining, Inc. (“MLM”). The LOI became binding on January 24, 2023. Pursuant to the terms of the LOI, the Company agreed to sell all of the shares of its wholly-owned subsidiary, Compañía Minera Cerros Del Sur, S.A. de C.V. (“CMCS”), to MLM. CMCS is the Honduran-based company that owns the Clavo Rico mine.

 

Since the divestiture of the Clavo Rico Mine, the Company has been operating as a consultant and advisor to the mining industry, including to Mother Lode Mining, the new owner of the Clavo Rico mine. It also has an ongoing financial interest in the Clavo Rico Mine under the LOI, with monthly payments due through February 2025 that are secured by a net smelter royalty.

 

COVID-19 - The challenges posed by the COVID-19 pandemic on the global economy increased significantly as the first quarter of 2020 progressed. COVID-19 has spread across the globe during 2020 and is impacting economic activity worldwide. In response to COVID-19, national and local governments around the world have instituted certain measures, including travel bans, prohibitions on group events and gatherings, shutdowns of certain businesses, curfews, shelter-in-place orders and recommendations to practice social distancing. Based on management’s assessment as of June 30, 2023, the ultimate impact of COVID-19 on the Company’s business, results of operations, financial condition and cash flows is dependent on future developments, including the duration of the pandemic and the related length of its impact on the global economy, which are uncertain and cannot be predicted at this time.

 

v3.23.2
Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

 

Going Concern - The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements, the Company had net income of $15,526,678 during the period ended June 30, 2023 and had a working capital deficit of $142,091 as of June 30, 2023. Since the net income was from non-operating sources and the working capital is still a deficit along with other factors, these along with other factors indicate that the Company may be unable to continue as a going concern for a period of one year from the issuance of these financial statements.

 

The Company’s existence is dependent upon management’s ability to develop profitable operations and to obtain additional funding sources. There can be no assurance that the Company’s financing efforts will result in profitable operations or the resolution of the Company’s liquidity problems. The accompanying statements do not include any adjustments that might result should the Company be unable to continue as a going concern.

 

Management is currently working to make changes that will result in profitable operations and to obtain additional funding sources to meet the Company’s need for cash during the next twelve months and beyond.

 

Principles of Consolidation - The accompanying consolidated financial statements include the accounts of Inception Mining, Inc. and its wholly owned subsidiaries, Inception Development, Corp., Clavo Rico Development Corp., Clavo Rico, Ltd. and Compañía Minera Cerros del Río, S.A. de C.V., and its controlling interest subsidiaries, Compañía Minera Cerros del Sur, S.A. de C.V. and Compañía Minera Clavo Rico, S.A. de C.V. (collectively, the “Company”) until the divestiture of the subsidiaries. All intercompany accounts have been eliminated upon consolidation.

 

Basis of Presentation - The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America.

 

 

Condensed Financial Statements - The interim consolidated financial statements included herein have been prepared by Inception Mining Inc. (“Inception Mining” or the “Company”) without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “Commission”). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These interim consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in this filing and the Form 10-K for the year ended December 31, 2022 filed with the SEC on April 17, 2023.

 

In the opinion of management, all adjustments have been made consisting of normal recurring adjustments and consolidating entries, necessary to present fairly the consolidated financial position of the Company and subsidiaries as of June 30, 2023, the results of its consolidated statements of operations and comprehensive loss for the three-month period ended June 30, 2023, its condensed consolidated statement of stockholders’ deficit and its consolidated cash flows for the six-month period ended June 30, 2023. The results of consolidated operations for the interim periods are not necessarily indicative of the results for the full year.

 

Use of Estimates In preparing financial statements in conformity with generally accepted accounting principles, we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenditures during the reported periods. Actual results could differ materially from those estimates. Estimates may include those pertaining to valuation of inventories and mineralized material on leach pads, the estimated useful lives and valuation of properties, plant and equipment, mineral rights and properties, deferred tax assets, convertible preferred stock, derivative assets and liabilities, reclamation liabilities, stock-based compensation and payments, and contingent liabilities.

 

Cash and Cash Equivalents - The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. At June 30, 2023 and December 31, 2022, the Company had $0 and $0 in cash equivalents, respectively. The aggregate cash balance on deposit in these accounts is insured by the Federal Deposit Insurance Corporation up to $250,000. The Company has never experienced any losses in such accounts.

 

Settlement of Contracts in Company’s EquityIn accordance with ASC 815-40-25, the Company must meet certain requirements in order to report contracts as equity versus liabilities. These requirements must be met by the Company or the contracts need to be reported as liabilities. The Company has adopted the sequencing approach as guidance on contracts that permit partial net share settlement. The Company evaluates the contracts based on the earliest issuance date. Currently, the Company doesn’t have any items that are reported as equity instead of liabilities.

 

Fair Value Measurements - The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk, including the party’s own credit risk.

 

Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories:

 

  Level 1: Quoted market prices in active markets for identical assets or liabilities.
   
  Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.
   
  Level 3: Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

 

 

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement.

 

The carrying value of the Company’s cash, accounts payable, short-term borrowings (including convertible notes payable), and other current assets and liabilities approximate fair value because of their short-term maturity.

 

The fair value of financial instruments on June 30, 2023 are summarized below:

 

   Level 1   Level 2   Level 3   Total 
Warrant liabilities  $-   $-   $-   $- 
Debt derivative liabilities   -    -    23,362    23,362 
Total Liabilities  $-   $-   $23,362   $23,362 

 

The fair value of financial instruments on December 31, 2022 are summarized below:

 

   Level 1   Level 2   Level 3   Total 
Warrant liabilities  $-   $-   $-   $- 
Debt derivative liabilities   -    -    3,262,612    3,262,612 
Total Liabilities  $-   $-   $3,262,612   $3,262,612 

 

The Company recognizes its derivative liabilities as level 3 and values its derivatives using the methods discussed below. While the Company believes that its valuation methods are appropriate and consistent with other market participants, it recognizes that the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. The primary assumptions that would significantly affect the fair values using the methods discussed below are that of volatility and market price of the underlying common stock of the Company.

 

Notes Receivable - Notes receivable include amounts due to the Company pursuant to financial agreements stipulating interest rates, payment terms and maturity dates. As of June 30, 2023 and December 31, 2022, notes receivable balance includes one note due from Mother Load Mining, Inc. in the amounts of $2,445,000 and $0, respectively, net of reserves of $0 (see Note 4 – Note Receivable).

 

Long-Lived Assets - We review the carrying amount of our long-lived assets for impairment whenever there are negative indicators of impairment. An asset is considered impaired when estimated future cash flows are less than the carrying amount of the asset. In the event the carrying amount of such asset is not considered recoverable, the asset is adjusted to its fair value. Fair value is generally determined based on discounted future cash flows.

 

Properties, Plant and Equipment - We record properties, plant and equipment at historical cost. We provide depreciation and amortization in amounts sufficient to match the cost of depreciable assets to operations over their estimated service lives or productive value. We capitalize expenditures for improvements that significantly extend the useful life of an asset. We charge expenditures for maintenance and repairs to operations when incurred. Depreciation is computed using the straight-line method over estimated useful lives as follows:

 

Building  7 to 15 years
Vehicles and equipment  3 to 7 years
Furniture and fixtures  2 to 3 years

 

 

Stock Issued for Goods and Services - Common and preferred shares issued for goods and services are valued based upon the fair market value of our common stock or the goods and services received.

 

Stock-Based Compensation - For stock-based transactions, compensation expense is recognized over the requisite service period, which is generally the vesting period, based on the estimated fair value on the grant date of the award.

 

Income (Loss) per Common Share - Basic net income (loss) per common share is computed by dividing net income (loss), less the preferred stock dividends, by the weighted average number of common shares outstanding. Dilutive income (loss) per share includes any additional dilution from common stock equivalents, such as stock options and warrants, and convertible instruments, if the impact is not antidilutive. 100,000 and 430,305,633,122 common share equivalents have been excluded from the diluted loss per share calculation for the three-month periods ended June 30, 2023 and 2022, respectively, because it would be anti-dilutive. 223,204,762 and 430,305,633,122 common share equivalents have been excluded from the diluted loss per share calculation for the six-month periods ended June 30, 2023 and 2022, respectively, because it would be anti-dilutive.

 

The following tables summaries the changes in the net earnings per common share for the three and six-month periods ended June 30, 2023 and 2022:

 

   June 30, 2023   June 30, 2022 
   For the Three Months Ended 
   June 30, 2023   June 30, 2022 
Numerator        
Net Income (Loss) - Controlling Interest  $242,945   $(491,664)
           
Interest Expense   779    - 
Gain on Extinguishment of Debt   (421,289)   - 
Change in Derivative Liabilities   (34,048)   - 
Adjusted Net Loss - Controlling Interest  $(211,613)  $(491,664)

 

   Shares   Shares 
Denominator        
Basic Weighted Average Number of Shares Outstanding during Period   2,481,732,016    200,018,099 
Dilutive Shares   124,847,689    - 
Diluted Weighted Average Number of Shares Outstanding during Period   2,606,579,705    200,018,099 
           
Diluted Net Loss per Share  $(0.00)  $(0.00)

 

   June 30, 2023   June 30, 2022 
   For the Six Months Ended 
   June 30, 2023   June 30, 2022 
Numerator        
Net Income (Loss) - Controlling Interest  $15,513,007   $(1,373,721)
Interest Expense   71,565    - 
Gain on Extinguishment of Debt   (6,318,714)   - 
Change in Derivative Liabilities   (3,220,312)   - 
Adjusted Net Income (Loss) - Controlling Interest  $6,045,546   $(1,373,721)

 

   Shares   Shares 
Denominator        
Basic Weighted Average Number of Shares Outstanding during Period   2,090,453,443    185,458,156 
Dilutive Shares   430,295,992,026    - 
Diluted Weighted Average Number of Shares Outstanding during Period   432,386,445,469    185,458,156 
Diluted Net Loss per Share  $0.00   $(0.01)

 

 

Other Comprehensive Income (Loss) Other Comprehensive income (loss) is made up of the exchange differences arising on translating foreign operations and the net loss for the three and six-month periods ending June 30, 2023 and 2022.

 

Derivative Liabilities - Derivative liabilities are recorded at fair value when issued and the subsequent change in fair value each period is recorded in other income (expense) in the consolidated statements of operations.

 

Income Taxes - The Company’s income tax expense and deferred tax assets and liabilities reflect management’s best assessment of estimated future taxes to be paid. Significant judgments and estimates are required in determining the consolidated income tax expense.

 

Deferred income taxes arise from temporary differences between the tax and financial statement recognition of revenue and expense. In evaluating the Company’s ability to recover its deferred tax assets, management considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. In projecting future taxable income, the Company develops assumptions including the amount of future state and federal pretax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax planning strategies. These assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and estimates that the Company is using to manage the underlying businesses. The Company provides a valuation allowance for deferred tax assets for which the Company does not consider realization of such deferred tax assets to be more likely than not.

 

Changes in tax laws and rates could also affect recorded deferred tax assets and liabilities in the future. Management is not aware of any such changes that would have a material effect on the Company’s results of operations, cash flows or financial position.

 

Business Segments – The Company operates in one segment and therefore segment information is not presented.

 

Operating Lease – The Company leases its corporate headquarters and administrative offices in Salt Lake City, Utah. This lease expires in August 2024.

 

The supplemental balance sheet information related to the operating lease for the periods is as follows:

 

   June 30, 2023   December 31, 2022 
Operating leases          
Long-term right-of-use assets  $16,442   $23,106 
           
Short-term operating lease liabilities  $13,850   $13,511 
Long-term operating lease liabilities   2,592    9,595 
Total operating lease liabilities  $16,442   $23,106 

 

Maturities of the Company’s undiscounted operating lease liabilities are as follows:

 

Year Ending  Operating Lease 
2023  $7,530 
2024   10,504 
Total lease payments   18,034 
Less: imputed interest/present value discount   (1,592)
Present value of lease liabilities  $16,442 

 

The Company made cash payments of $7,898 and $6,934 for the six months ended June 30, 2023 and 2022, respectively. The Company incurred rent expense of $7,400 and $7,400 for the six months ended June 30, 2023 and 2022, respectively.

 

 

Non-Controlling Interest Policy – Non-controlling interest (NCI) is the portion of equity ownership in a subsidiary not attributable to the parent company, who has a controlling interest and consolidates the subsidiary’s financial results with its own. The amount of equity relating to the non-controlling interest is separately identified in the equity section of the balance sheet and the amount of the net income (loss) relating to the non-controlling interest is separately identified on the statement of operations.

 

Recently Issued Accounting PronouncementsFrom time to time, new accounting pronouncements are issued by FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption.

 

v3.23.2
Derivative Financial Instruments
6 Months Ended
Jun. 30, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Financial Instruments

3. Derivative Financial Instruments

 

The Company adopted the provisions of ASC subtopic 825-10, Financial Instruments (“ASC 825-10”) on January 1, 2008. ASC 825-10 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of non-performance. ASC 825-10 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

 

The following table provides a summary of changes in fair value of the Company’s Level 3 financial liabilities as of June 30, 2023:

 

  Derivative Liabilities
Balance, December 31, 2022  $3,262,612 
Transfers in upon initial fair value of derivative liabilities   - 
Change in fair value of derivative liabilities and warrant liability   (3,239,250)
Balance, June 30, 2023  $23,362 

 

Derivative Liabilities – The Company issued convertible promissory notes which are convertible into common stock, at holders’ option, at a discount to the market price of the Company’s common stock. The Company has identified the embedded derivatives related to these notes relating to certain anti-dilutive (reset) provisions. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date of debenture and to fair value as of each subsequent reporting date.

 

At June 30, 2023, the Company marked to market the fair value of the debt derivatives and determined a fair value of $23,362. The Company recorded a gain from change in fair value of debt derivatives of $3,239,250 for the period ended June 30, 2023. The fair value of the embedded derivatives was determined using the Binomial Option Pricing Model. The Binomial Option Pricing Model was based on the following assumptions: (1) dividend yield of 0%, (2) expected volatility of 309.71%, (3) weighted average risk-free interest rate of 5.50% (4) expected life of 0.30 years, and (5) the quoted market price of the Company’s common stock at each valuation date.

 

Based upon ASC 840-15-25 (EITF Issue 00-19, paragraph 11) the Company has adopted a sequencing approach regarding the application of ASC 815-40 to its outstanding convertible notes. Pursuant to the sequencing approach, the Company evaluates its contracts based upon earliest issuance date.

 

 

Warrant Liabilities – Prior to the periods being reported, the Company issued warrants in conjunction with the issuance of a Crown Bridge Convertible Note. These warrants contained certain reset provisions. The accounting treatment of derivative financial instruments required that the Company record fair value of the derivatives as of the inception date (issuance date) and to fair value as of each subsequent reporting date.

 

At June 30, 2023, the Company had a warrant liability of $0. The Company recorded a loss from change in fair value of warrant liability of $0 for the period ended June 30, 2023. The fair value of the embedded derivatives was determined using the Binomial Option Pricing Model. The Binomial Option Pricing Model was based on the following assumptions: (1) dividend yield of 0%, (2) expected volatility of 307.65%, (3) weighted average risk-free interest rate of 5.50% (4) expected life of 0.32 years, and (5) the quoted market price of the Company’s common stock at each valuation date.

 

v3.23.2
Note Receivable
6 Months Ended
Jun. 30, 2023
Receivables [Abstract]  
Note Receivable

4. Note Receivable

 

On January 12, 2023, Inception Mining, Inc. (the “Company”) entered into a non-binding Letter of Intent (the “LOI”) with Mother Lode Mining, Inc. (“MLM”). The LOI became binding on January 24, 2023 when the final installment of initial payment set forth under the LOI was received by the Company. Pursuant to the terms of the LOI, the Company agreed to sell all of the shares of its wholly-owned subsidiary, Compañía Minera Cerros Del Sur, S.A. de C.V. (“CMCS”), to MLM. CMCS is the Honduran-based company that owns the Clavo Rico mine.

 

The purchase price for the sale of CMCS by the Company to MLM consisted of the following cash consideration (a) $280,000 was delivered by MLM to the Company on January 3, 2023 to pay outstanding debts owed by the Corporation; (b) $300,000 was delivered by MLM to the Company on January 5, 2023 to satisfy existing debts of the Company; (c) $100,000 was delivered by MLM to the Company on January 16, 2023; (d) $200,000 was delivered by MLM to the Company on January 17, 2023; (e) $1,200,000 was delivered by MLM to the Company on January 18, 2023, to pay a settlement amount for existing debt of the Company; (f) $500,000 was delivered by MLM to the Company on January 23, 2023, to satisfy existing debts of the Company; (g) $500,000 was delivered by MLM to the Corporation on January 24, 2023 to satisfy existing debts of the Corporation.

 

In addition to the amounts already delivered under the LOI, an additional amount of $2,620,000 shall be paid by MLM to the Company over a period of twenty-four (24) months (the “Monthly Payments”). The Monthly Payments shall be paid as follows: (i) $25,000 due March 1, 2023, (ii) $50,000 due on the first day of each of April, May and June 2023, and (iii) $100,000 due on the first day of each month for the following twenty months, until February 1, 2025 at which point all amounts due and payable hereunder shall be delivered in a final balloon payment. The March 2023 payment was received by the Company, leaving an outstanding balance of $2,595,000 as of March 31, 2023. Outstanding balances and missed Monthly Payments will be secured by a 10% NSR on the Clavo Rico mine production until the Monthly Payments are delivered and the purchase price is paid in full. In addition to the Monthly Payments, the Company will receive a carried forward net profits interest royalty (“NPI”) of 5% on the Clavo Rico mine production until the total NPI paid to the Company is $1,000,000, subject to limited conditions.

 

The following table summarizes the note receivable of the Company as of June 30, 2023 and December 31, 2022:

 

   June 30, 2023   December 31, 2022 
Note Receivable from Mother Load Mining, Inc. pursuant to a Letter of Intent dated effective January 12, 2023, in the original principal amount of $5,700,000, accruing no interest, with monthly payments beginning on March 31, 2023, maturing February 1, 2025.  $2,445,000   $- 
Total Note Receivable   2,445,000    - 
Less: Current Maturities   (1,200,000)   - 
Total Long-Term Note Receivable  $1,245,000   $- 

 

 

v3.23.2
Properties, Plant and Equipment, Net
6 Months Ended
Jun. 30, 2023
Property, Plant and Equipment [Abstract]  
Properties, Plant and Equipment, Net

5. Properties, Plant and Equipment, Net

 

Properties, plant and equipment at June 30, 2023 and December 31, 2022 consisted of the following:

 

   June 30, 2023   December 31, 2022 
Machinery and Equipment  $25,368   $25,368 
Office Equipment and Furniture   1,627    1,627 
Property, Plant and Equipment Gross   26,995    26,995 
Less Accumulated Depreciation   (23,372)   (23,012)
Total Property, Plant and Equipment  $3,623   $3,983 

 

During the six months ended June 30, 2023 and 2022, the Company recognized depreciation expense of $360 and $360, respectively.

 

v3.23.2
Accounts Payable and Accrued Liabilities
6 Months Ended
Jun. 30, 2023
Payables and Accruals [Abstract]  
Accounts Payable and Accrued Liabilities

6. Accounts Payable and Accrued Liabilities

 

Accounts payable and accrued liabilities at June 30, 2023 and December 31, 2022 consisted of the following:

 

   June 30, 2023   December 31, 2022 
Accounts Payable  $267,290   $127,612 
Accrued Liabilities   256,715    4,221,586 
Accrued Salaries and Benefits   686,788    732,346 
Total Accrued Liabilities  $1,210,793   $5,081,544 

 

v3.23.2
Notes Payable
6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Notes Payable

7. Notes Payable

 

Notes payable were comprised of the following as of June 30, 2023 and December 31, 2022:

 

Notes Payable  June 30, 2023   December 31, 2022 
Phil Zobrist  $60,000   $60,000 
Antczak Polich Law LLC   75,000    - 
Total Notes Payable   135,000    60,000 
Less Short-Term Notes Payable   (75,000)   - 
Total Long-Term Notes Payable  $60,000   $60,000 

 

Phil Zobrist – On January 11, 2013, the Company issued an unsecured Promissory Note to Phil Zobrist in the principal amount of $60,000 (the “Note”) due on demand and bearing 0% per annum interest. The total net proceeds the Company received was $60,000. On October 2, 2015, the Company entered into a new convertible note with Phil Zobrist that matures on December 31, 2016 and bears 18% per annum interest. The Company agreed to accrue interest from inception of these Notes in the amount of $29,412 and charged this amount to interest expense during the year ended December 31, 2015. The Note is convertible into common stock, at holder’s option, at a price of $0.99 (0.18 pre-split) or a 50% discount to the average of the three lowest VWAP of the common stock during the 20-trading day period prior to conversion. On October 2, 2016, the Company renegotiated the note payable. The convertible feature was removed, and the note was extended until December 31, 2024. The Company recognized a gain on the extinguishment of debt of $121,337 for the remaining derivative liability and of $11,842 for the remaining debt discount. As of June 30, 2023, the gross balance of the note was $60,000 and accrued interest was $113,089.

 

Antczak Polich Law, LLC – On March 21, 2023, the Company issued an unsecured Promissory Note (“Note”) to Antczak Polich Law, LLC (“Antczak”), in the principal amount of $75,000 (the “Note”) and does not accrue interest. This note is due on December 31, 2023 and requires monthly payments of $10,000 starting July 2023 with any remaining balance paid in full by December 31, 2023. As of June 30, 2023, the gross balance of the note was $75,000.

 

 

v3.23.2
Notes Payable – Related Parties
6 Months Ended
Jun. 30, 2023
Notes Payable Related Parties  
Notes Payable – Related Parties

8. Notes Payable – Related Parties

 

Notes payable – related parties were comprised of the following as of June 30, 2023 and December 31, 2022:

 

Notes Payable - Related Parties  Relationship  June 30, 2023   December 31, 2022 
Clavo Rico, Inc.  Affiliate - Controlled by Director  $-   $3,377,980 
Claymore Management  Affiliate - Controlled by Director   -    185,000 
Cluff-Rich PC 401K  Affiliate - Controlled by Director   51,000    60,000 
Debra D’ambrosio  Immediate Family Member   439,418    446,210 
Francis E. Rich IRA  Immediate Family Member   100,000    100,000 
Legends Capital  Affiliate - Controlled by Director   -    715,000 
LWB Irrev Trust  Affiliate - Controlled by Director   -    1,101,000 
MDL Ventures  Affiliate - Controlled by Director   -    1,794,754 
Pine Valley Investments  Affiliate - Controlled by Director   295,000    295,000 
Total Notes Payable - Related Parties      885,418    8,074,944 
Less Short-Term Notes Payable - Related Parties      (16,800)   (2,695,964)
Total Long-Term Notes Payable - Related Parties     $868,618   $5,378,980 

 

Clavo Rico, Incorporated – On April 5, 2019, GAIA Ltd and Silverbrook Corporation assigned 100% of the outstanding principal balance of their notes and all accrued interest to Clavo Rico, Incorporated. The GAIA Ltd and Silverbrook Corporation notes had been extended until December 31, 2024 and bear 18% per annum interest. On February 1, 2023, the Company negotiated a settlement on these notes. The Company issued 965,137,143 shares of common stock as settlement for the outstanding principal balance of $3,377,980 and accrued interest of $6,396,889. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

Claymore Management – On October 2, 2016, the note was extended until December 31, 2024. On February 1, 2023, the Company negotiated a settlement on this note. The Company issued 52,857,143 shares of common stock as settlement for the outstanding principal balance of $185,000 and accrued interest of $395,768. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

Cluff-Rich PC 401K – On June 29, 2022, the Company issued an unsecured Short-Term Promissory Note to Cluff-Rich PC 401K in the principal amount of 60,000 (the “Note”) due on December 31, 2022 and bears a 5.0% interest rate. On February 1, 2023, the Company re-negotiated this note which extended it to March 1, 2025 and made it non-interest bearing. The Company issued 5,142,857 shares of common stock as settlement for the accrued interest of $18,000. During the six months ended June 30, 2023, the Company made a payment of $9,000 towards the principal balance. As of June 30, 2023, the gross balance of the notes was $51,000.

 

D. D’Ambrosio – On January 1, 2023, there were six notes outstanding with outstanding balance of the Notes of $446,210 and accrued interest of $81,204. During January 2023, the Company has issued an unsecured Short-Term Promissory Notes to D. D’Ambrosio in principal amounts totaling $6,408 (the “Note”) that bears a 3.00% interest rate. On February 1, 2023, the Company re-negotiated these notes into one note with a maturity date of March 1, 2025 and is non-interest bearing. The Company issued 23,200,857 shares of common stock as settlement for the accrued interest of $81,204. During the six months ended June 30, 2023, the Company made a payment of $30,000 towards the principal balance. As of June 30, 2023, the gross balance of the note was $422,618.

 

D. D’Ambrosio – During April 2023, the Company issued an unsecured Short-Term Promissory Notes to D. D’Ambrosio in principal amounts totaling $16,800 (the “Note”) that bears a five percent (5.00%) interest rate and matures on August 30, 2023. As of June 30, 2023, the gross balance of the note was $16,800.

 

Francis E. Rich – On January 1, 2023, there were two notes outstanding with outstanding balance of the Notes of $100,000 and accrued interest of $47,500. On February 1, 2023, the Company re-negotiated these notes into one note with a maturity date of March 1, 2025 and is non-interest bearing. The Company issued 16,428,571 shares of common stock as settlement for the accrued interest of $57,500. As of June 30, 2023, the gross balance of the notes was $100,000.

 

 

Legends Capital Group – On October 2, 2016, the notes were extended until December 31, 2024. On February 1, 2023, the Company negotiated a settlement on these notes. The Company issued 204,285,714 shares of common stock as settlement for the outstanding principal balance of $715,000 and accrued interest of $1,489,695. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

LW Briggs Irrevocable Trust – On October 2, 2016, the notes were extended until December 31, 2024. On February 1, 2023, the Company negotiated a settlement on these notes. The Company issued 314,571,429 shares of common stock as settlement for the outstanding principal balance of $1,101,000 and accrued interest of $2,269,371. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

MDL Ventures – The Company entered into an unsecured convertible note payable agreement with MDL Ventures, LLC, which is 100% owned by a Company officer, effective October 1, 2014, due on December 31, 2016 and bears 18% per annum interest, due at maturity. Principal on the convertible note is convertible into common stock at the holder’s option at a price of the lower of $0.99 (0.18 pre-split) or 50% of the lowest three daily volume weighted average prices of the Company’s common stock during the 20 consecutive days prior to the date of conversion. On October 2, 2016, the Company renegotiated the note payable. The convertible feature was removed, and the note was extended until December 31, 2020. The Company recognized a gain on the extinguishment of debt of $1,487,158 for the remaining derivative liability. During the three months ended March 31, 2023, the Company made cash payments of $140,671 toward accrued interest. On February 1, 2023, the Company negotiated a settlement on this note. The Company issued 485,402,857 shares of common stock as settlement for the outstanding principal balance of $1,794,754 and accrued interest of $0. As of June 30, 2023, the gross balance of the notes was $0 and accrued interest was $0.

 

Pine Valley Investments, LLC – On January 1, 2023, there were three Notes outstanding with outstanding balance of the Notes of $295,000 and accrued interest of $115,250. On February 1, 2023, the Company re-negotiated these notes into one note with a maturity date of March 1, 2025 and is non-interest bearing. The Company issued 32,928,571 shares of common stock as settlement for the outstanding accrued interest of $115,250. As of June 30, 2023, the gross balance of the notes was $295,000.

 

Typically, any gains or losses on the extinguishment of debts are reported on the statement of operations. However, since all of the debts in this section are related parties, the gains or losses on the extinguishment of debts have been recorded as additional paid-in capital instead of gains or losses.

 

v3.23.2
Convertible Notes Payable
6 Months Ended
Jun. 30, 2023
Convertible Notes Payable  
Convertible Notes Payable

9. Convertible Notes Payable

 

Convertible notes payable were comprised of the following as of June 30, 2023 and December 31, 2022:

 

Convertible Notes Payable  June 30, 2023   December 31, 2022 
1800 Diagonal Lending  $23,240   $104,580 
Antczak Polich Law LLC   -    279,123 
Antilles Family Office LLC   -    3,073,532 
Scotia International   -    395,041 
Total Convertible Notes Payable   23,240    3,852,276 
Less Unamortized Discount   (19,119)   (50,578)
Total Convertible Notes Payable, Net of Unamortized Debt Discount   4,121    3,801,698 
Less Short-Term Convertible Notes Payable   (4,121)   (3,801,698)
Total Long-Term Convertible Notes Payable, Net of Unamortized Debt Discount  $-   $- 

 

 

1800 Diagonal Lending LLC – On October 18, 2022, the Company issued an unsecured Convertible Promissory Note (“Note”) to 1800 Diagonal Lending, LLC (“1800”), in the principal amount of $116,200 (the “Note”) due on October 18, 2023 and bears 12% per annum interest, due at maturity. The total net proceeds the Company received was $100,000 (less an original issue discount (“OID”) of $16,200). The Note is convertible into common stock, at holder’s option, at a 25% discount of the average of the three lowest trading price of the common stock during the 10 trading day period prior to conversion. On November 30, 2022, the Company paid $13,014 towards the principal balance of $11,620 and $1,394 in accrued interest. During the six months ended June 30, 2023, the Company paid $91,101 towards the principal balance of $81,340 and $9,761 in accrued interest. For the six months ended June 30, 2023, the Company amortized $31,459 of debt discount to current period operations as interest expense. As of June 30, 2023, the gross balance of the note was $23,240 and accrued interest was $2,789.

 

Antczak Polich Law, LLC – On August 1, 2018, the Company issued an unsecured Convertible Promissory Note (“Note”) to Antczak Polich Law, LLC (“Antczak”), in the principal amount of $300,000 (the “Note”) due on August 1, 2019 and bears 8% per annum interest, due at maturity. This Note was issued for $300,000 in legal fees due to Antczak for its services related to several legal issues handled for the Company. The Note is convertible into common stock, at holder’s option, at a fixed conversion price of $0.75 per share. On March 21, 2023, the Company negotiated a settlement with the lender on this note. This note reverted to a non-convertible note with a balance of $75,000 and does not accrue interest (see note 7 for more details) and the remaining balance along with accrued interest was forgiven. During the six months ended Jume 30, 2023, the Company recognized a gain on settlement of debt of $314,692. As of June 30, 2023, the gross balance of the note was $75,000 and accrued interest was $0.

 

Antczak Polich Law, LLC – On December 1, 2018, the Company issued an unsecured Convertible Promissory Note (“Note”) to Antczak Polich Law, LLC (“Antczak”), in the principal amount of $130,000 (the “Note”) due on December 1, 2019 and bears 8% per annum interest, due at maturity. This Note was issued for $130,000 in legal fees due to Antczak for its services related to several legal issues handled for the Company. The Note is convertible into common stock, at holder’s option, at a fixed conversion price of $0.75 per share. On March 21, 2023, the Company negotiated a settlement with the lender on this note. The remaining accrued interest was forgiven. During the six months ended June 30, 2023, the Company recognized a gain on settlement of debt of $14,142. As of June 30, 2023, the gross balance of the note was $0 and accrued interest was $0.

 

Antilles Family Office LLC – On May 20, 2019, the Company issued a secured Convertible Promissory Note (“Note”) to an Investor, in the principal amount of $4,250,000 (the “Note”) due on May 20, 2022 and bears 20% (24% default) per annum interest, due at maturity. The total net proceeds the Company received was $3,000,000. On November 24, 2021, the Note was assigned by the Investor to Antilles Family Office, LLC (“Antilles”). The Note is convertible into common stock, at holder’s option, at 100% of market price less $0.01 per share. Market price means the mathematical average of the five lowest individually daily volume weighted average prices of the common stock from the period beginning on the issuance date and ending on the maturity date. The conversion price has a floor price of $0.01 per share of common stock. The Company issued 9,250,000 warrants to purchase shares of common stock in connection with this note. The warrants have a three-year life and an exercise price as follows: 3,750,000 at an exercise price of $0.40 per share, 3,000,000 at an exercise price of $0.50 per share and 2,500,000 at an exercise price of $0.60 per share. The proceeds were allocated between the note for $1,788,038 and the warrants for $1,211,962. The note has an early payoff penalty of 140% of the then outstanding face value. On July 29, 2019, the investor converted $265,000 of the principal balance into 2,986,597 shares of common stock valued at $0.11 per share. The Company recognized a loss on the extinguishment of debt of $40,350. During 2020, the investor converted $36,300 of the principal balance into 17,833,942 shares of common stock. The Company recognized a loss on the extinguishment of debt of $531,194. The Company also made cash payments of $500,000 towards the principal balance of the note. The Company has required payments as follows: $2,400,000 in 2021 and the remaining balance due in 2022. During 2020, the Company experienced a triggering event. As a result, the interest rate increased to 20% for the life of the note. On April 14, 2020, the Company entered into a Forbearance Agreement with Investor in which Investor agreed to rescind its prior declaration of an Event of Default under the May 20, 2019 Note Purchase Agreement and the Company agreed to pay certain monthly and quarterly redemptions of the May 20, 2019 Note through 2022. Specifically, the Company agreed to pay $900,000 during 2020, $2,400,000 during 2021 and $500,000 delivered during each quarter of 2022 until the Note is converted or redeemed in full. During the year ended December 31, 2021, the investor converted $231,724 of the principal balance into 83,753,430 shares of common stock. The Company recognized a loss on the extinguishment of debt of $1,783,593. The Company also made cash payments of $142,857 towards the principal balance of the note. The Investor assigned the Note to Antilles in November 2021. On December 30, 2021, the Company was served with a complaint filed by Antilles claiming an amount of $5,324,206 due from the Company. In the complaint, filed in the United States District Court for the District of Delaware, Antilles alleges breach of contract and unjust enrichment against the Company and seeks a judgment in the collection action, an aware of attorneys’ fees and other expenses, and injunctive relief to preserve the assets of the Company. The Company has responded to the complaint with a motion to dismiss several counts of the complaint as impermissibly duplicative of the breach of contract claim, and intends to defend the lawsuit aggressively. On January 18, 2023, the Company negotiated a settlement and paid $1,200,000 to Antilles. The remaining balance of $1,873,532 and the accrued interest of $3,695,059 was forgiven. During the six months ended June 30, 2023, the Company recognized a gain on settlement of debt of $5,568,591. As of June 30, 2023, the gross balance of the note was $0 and accrued interest was $0.

 

 

Scotia International of Nevada, Inc. – On January 10, 2019, the Company issued an unsecured Convertible Promissory Note (“Note”) to Scotia International of Nevada, Inc. (“Scotia”), in the principal amount of $400,000 (the “Note”) due on January 10, 2022 and bears 6% per annum interest, due at maturity. The Note was issued as part of a buyout agreement on the net smelter royalty due Scotia on the precious metals mined from the Company’s mining operation in Honduras. The Note is convertible into common stock, at holder’s option, at $0.50 per share as long as the Company’s common stock’s bid price is less than $0.75 per share. If the bid price is more than $0.75 per share, then Scotia may elect to convert at the average bid price of the common stock during the 10-trading day period prior to conversion. On April 12, 2023, the Company negotiated a settlement with the lender on this note. This note reverted to a non-convertible note with a balance of $75,000 and does not accrue interest (see note 7 for more details) and the remaining balance along with accrued interest was forgiven. During the six months ended June 30, 2023, the Company recognized a gain on settlement of debt of $421,289. During the six months ended June 30, 2023, the Company paid this debt in full. As of June 30, 2023, the gross balance of the note was $0 and accrued interest was $0.

 

v3.23.2
Stockholders’ Deficit
6 Months Ended
Jun. 30, 2023
Equity [Abstract]  
Stockholders’ Deficit

10. Stockholders’ Deficit

 

Common Stock

 

On January 1, 2023, the Company issued 28,571,429 restricted shares of Common Stock to Justin Wilson for services rendered to the Company. These shares were valued at $0.0006 per share and the Company recognized an expense for stock based compensation of $17,143.

 

On January 1, 2023, the Company issued 28,571,429 restricted shares of Common Stock to Sean Wilson for services rendered to the Company. These shares were valued at $0.0006 per share and the Company recognized an expense for stock based compensation of $17,143.

 

On February 1, 2023, the Company issued 5,142,857 restricted shares of Common Stock to Cluff-Rich 401(k) upon the conversion of $18,000 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 16,428,571 restricted shares of Common Stock to Fran Rich upon the conversion of $57,500 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 23,200,857 restricted shares of Common Stock to Debra D’Ambrosio upon the conversion of $81,204 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 485,402,857 restricted shares of Common Stock to Trent D’Ambrosio upon the conversion of $1,794,754 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 17,142,857 restricted shares of Common Stock to Kay Briggs upon the conversion of $60,000 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 204,285,714 restricted shares of Common Stock to Legends Capital Group upon the conversion of $2,204,695 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 314,571,429 restricted shares of Common Stock to L W Briggs Irrevocable Trust upon the conversion of $3,370,371 in existing debt owed to the shareholder that has been accrued by the Company.

 

 

On February 1, 2023, the Company issued 52,857,143 restricted shares of Common Stock to Claymore Management upon the conversion of $580,768 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 965,137,143 restricted shares of Common Stock to Clavo Rico Inc. upon the conversion of $9,774,869 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 1, 2023, the Company issued 32,928,571 restricted shares of Common Stock to Pine Valley Investments upon the conversion of $115,250 in existing debt owed to the shareholder that has been accrued by the Company.

 

On February 17, 2023, the Company issued 42,857,143 restricted shares of Common Stock to Whit Cluff for services rendered to the Company. These shares were valued at $0.0014 per share and the Company recognized an expense for stock based compensation of $60,000.

 

On February 17, 2023, the Company issued 2,857,143 restricted shares of Common Stock to Rod Sperry for services rendered to the Company. These shares were valued at $0.0014 per share and the Company recognized an expense for stock based compensation of $4,000.

 

On February 17, 2023, the Company issued 2,857,143 restricted shares of Common Stock to Brunson Chandler & Jones, PLLC for services rendered to the Company. These shares were valued at $0.0014 per share and the Company recognized an expense for stock based compensation of $4,000.

 

On February 17, 2023, the Company issued 14,285,714 restricted shares of Common Stock to Kyle Pickard for services rendered to the Company. These shares were valued at $0.0014 per share and the Company recognized an expense for stock based compensation of $20,000.

 

Warrants

 

The following tables summarize the warrant activity during the six months ended June 30, 2023 and the year ended December 31, 2022:

 

Stock Warrants  Number of Warrants   Weighted Average Exercise Price 
Balance at December 31, 2021   9,550,000   $0.49 
Forfeited   (9,350,000)   0.49 
Balance at December 31, 2022   200,000    0.75 
Forfeited   (100,000)   0.75 
Balance at June 30, 2023   100,000   $0.75 

 

 

2023 Outstanding Warrants   Warrants Exercisable 
Range of Exercise Price   Number Outstanding at June 30, 2023   Weighted Average Remaining Contractual Life   Weighted Average Exercise Price   Number Exercisable at June 30, 2023   Weighted Average Exercise Price 
$0.75    100,000    0.32   $0.75    100,000   $0.75 

 

v3.23.2
Related Party Transactions
6 Months Ended
Jun. 30, 2023
Related Party Transactions [Abstract]  
Related Party Transactions

11. Related Party Transactions

 

Consulting Agreement – In February 2014, the Company entered into a consulting agreement with a stockholder/director. The Company agreed to pay $18,000 per month for twelve months. This agreement was renegotiated in October 2017 and the Company agreed to pay the stockholder/director $25,000 per month starting in October 2017. This agreement was superseded by an Employment Agreement as of April 1, 2019 (see Employment Agreements below). As of June 30, 2023, there is $686,788 in deferred salaries in accounts payable and accrued liabilities.

 

Mr. Cluff currently serves as a director of the Company and has a separate agreement as a consultant of the Company effective as of October 2, 2015.

 

 

Employment Agreements – The Company has an employment agreement with its chief executive officer, Trent D’Ambrosio. The employment agreement was effective as of April 1, 2019 and provides for compensation of $300,000 annually.

 

Notes Payable – The Company took two short-term notes payable from Debra D’ambrosio, an immediate family member related party during the six months ended June 30, 2023. The Company received $23,208 in cash from related parties and paid out $39,000 in cash to related parties on notes payable (See Note 9 for more details).

 

Accounts Payable – Two officers/directors of the Company have been paying expenses for the Company on their personal credit cards. The Company has recorded these expenses and accrued the amounts in accounts payable to the individuals. As of June 30, 2023, there is $168,455 in accounts payable and accrued liabilities.

 

v3.23.2
Commitments and Contingencies
6 Months Ended
Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

12. Commitments and Contingencies

 

Litigation

 

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties and an adverse result in these or other matters may arise from time to time that may harm our business. Except as set forth below, we are currently not aware of any such pending or threatened legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.

 

On December 30, 2021, the Company was served with a complaint filed by Antilles Family Office, LLC (“Antilles”) asserting claims related to alleged breach of contract and unjust enrichment against the Company. This matter was settled on January 18, 2023 in exchange for the payment of $1,200,000 by the Company to Antilles.

 

Previously disclosed litigation matters related to one of the Company’s subsidiaries, Compañía Minera Clavo Rico, S.A. de C.V., were assigned to a third party as part of the sale of CMCS that closed on January 24, 2023.

 

On October 15, 2020, one of the Company’s subsidiaries, Compañía Minera Clavo Rico, S.A. de C.V., was served with a complaint filed by Empresa Agregados y Concretos S.A. (“Agrecon”) asserting claims related to non-payment for services performed and damages associated with the termination of a certain Material Crushing Agreement. The Company has reserved $120,000 to settle this matter.

 

On December 20, 2022 the company received a notice of demand from Servicio de Administracion de Rentas (“SAR”). SAR is the institution responsible for the collection of internal taxes. The notice was for Tax Obligations due in the amount of 9,245,637.70 Lps ($385,234.90). The tax obligations were due and payable immediately.

 

 

v3.23.2
Discontinued Operations
6 Months Ended
Jun. 30, 2023
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

13. Discontinued Operations

 

During the year ended December 31, 2022, the Company decided to discontinue all of its operating activities. Based on that decision, the Company’s board of directors committed to a plan to sell the CMCS entity operating the mine in Honduras.

 

In accordance with the provisions of ASC 205-20, the Company has separately reported the assets and liabilities of the discontinued operations (held for sale) in the consolidated balance sheets as of June 30, 2023 and December 31, 2022.

   June 30, 2023   December 31, 2022 
CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
Cash and cash equivalents  $-   $2,576 
Accounts receivable   -    10,752 
Inventories   -    277,106 
Prepaid expenses and other current assets   -    9,698 
TOTAL CURRENT ASSETS OF DISCONTINUED OPERATIONS  $-   $300,132 
           
NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
Property, plant and equipment, net  $-   $680,643 
Other assets   -    142,291 
TOTAL NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS  $-   $822,934 
           
CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
Accounts payable and accrued liabilities  $-   $2,504,735 
Finance lease liabilities - current portion   -    139,029 
Note payable   -    272,418 
Taxes payable   -    389,045 
TOTAL CURRENT LIABILITIES OF DISCONTINUED OPERATIONS  $-   $3,305,227 
           
NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
Finance lease liabilities, net of current portion  $-   $23,851 
Mine reclamation obligation   -    743,822 
TOTAL NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS  $-   $767,673 

 

 In accordance with the provisions of ASC 205-20, the Company has not included in the results of continuing operations the results of operations of the discontinued operations in the consolidated statements of operations and comprehensive loss. The results of operations from discontinued operations for the three and six months ended June 30, 2023 and 2022 have been reflected as discontinued operations in the consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2023 and 2022, and consist of the following.

 

 

   June 30, 2023   June 30, 2022   June 30, 2023   June 30, 2022 
   Three Months Ended   Six Months Ended 
   June 30, 2023   June 30, 2022   June 30, 2023   June 30, 2022 
Precious Metals Income  $-   $470,198   $-   $1,365,387 
Cost of goods sold   -    510,680    315,152    1,239,578 
Gross profit (loss)   -    (40,482)   (315,152)   125,809 
                     
OPERATING EXPENSES OF DISCONTINUED OPERATIONS:                    
General and administrative   -    83,933    181,519    188,396 
Depreciation and amortization   -    1,012    212    2,293 
OPERATING EXPENSES OF DISCONTINUED OPERATIONS   -    84,945    181,731    190,689 
OPERATING LOSS OF DISCONTINUED OPERATIONS   -    (125,427)   (496,883)   (64,880)
                     
OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS                    
Other (income) expense   -    (1,782)   -    (7,667)
Interest expense   -    -    698    - 
OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS   -    (1,782)   698    (7,667)
                     
LOSS BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS   -    (123,645)   (497,581)   (57,213)
Provision for income taxes of discontinued operations   -    (32)   -    (27,414)
NET LOSS OF DISCONTINUED OPERATIONS  $-   $(123,677)  $(497,581)  $(84,627)

 

In accordance with the provisions of ASC 205-20, the Company has separately reported the cash flow activity of the discontinued operations in the consolidated statements of cash flows. The cash flow activity from discontinued operations for the six months ended June 30, 2023 and 2022 have been reflected as discontinued operations in the consolidated statements of cash flows for the six months ended June 30, 2023 and 2022, and consist of the following.

 

   June 30, 2023   June 30, 2022 
   Six Months Ended 
   June 30, 2023   June 30, 2022 
DISCONTINUED OPERATING ACTIVITIES          
Net loss  $(497,581)  $(84,627)
Depreciation expense   4,259    22,017 
Changes in operating assets and liabilities:          
Trade receivables   91    (9,830)
Inventories   (12,981)   (67,313)
Prepaid expenses and other current assets   (34,670)   (38,024)
Accounts payable and accrued liabilities   (294,243)   271,440 
Accounts payable and accrued liabilities - related parties   834,659    (6,538)
Net cash provided by (used in) operating activities of discontinued operations  $(466)  $87,125 
           
INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS          
Purchase of property, plant and equipment  $(652)  $(44,167)
Net cash used in investing activities of discontinued operations  $(652)  $(44,167)

 

v3.23.2
Subsequent Events
6 Months Ended
Jun. 30, 2023
Subsequent Events [Abstract]  
Subsequent Events

14. Subsequent Events

 

Management has evaluated subsequent events, in accordance with FASB ASC Topic 855, “Subsequent Events,” through the date which the financial statements were available to be issued and there are no material subsequent events.

v3.23.2
Summary of Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Going Concern

Going Concern - The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements, the Company had net income of $15,526,678 during the period ended June 30, 2023 and had a working capital deficit of $142,091 as of June 30, 2023. Since the net income was from non-operating sources and the working capital is still a deficit along with other factors, these along with other factors indicate that the Company may be unable to continue as a going concern for a period of one year from the issuance of these financial statements.

 

The Company’s existence is dependent upon management’s ability to develop profitable operations and to obtain additional funding sources. There can be no assurance that the Company’s financing efforts will result in profitable operations or the resolution of the Company’s liquidity problems. The accompanying statements do not include any adjustments that might result should the Company be unable to continue as a going concern.

 

Management is currently working to make changes that will result in profitable operations and to obtain additional funding sources to meet the Company’s need for cash during the next twelve months and beyond.

 

Principles of Consolidation

Principles of Consolidation - The accompanying consolidated financial statements include the accounts of Inception Mining, Inc. and its wholly owned subsidiaries, Inception Development, Corp., Clavo Rico Development Corp., Clavo Rico, Ltd. and Compañía Minera Cerros del Río, S.A. de C.V., and its controlling interest subsidiaries, Compañía Minera Cerros del Sur, S.A. de C.V. and Compañía Minera Clavo Rico, S.A. de C.V. (collectively, the “Company”) until the divestiture of the subsidiaries. All intercompany accounts have been eliminated upon consolidation.

 

Basis of Presentation

Basis of Presentation - The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America.

 

 

Condensed Financial Statements

Condensed Financial Statements - The interim consolidated financial statements included herein have been prepared by Inception Mining Inc. (“Inception Mining” or the “Company”) without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “Commission”). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These interim consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in this filing and the Form 10-K for the year ended December 31, 2022 filed with the SEC on April 17, 2023.

 

In the opinion of management, all adjustments have been made consisting of normal recurring adjustments and consolidating entries, necessary to present fairly the consolidated financial position of the Company and subsidiaries as of June 30, 2023, the results of its consolidated statements of operations and comprehensive loss for the three-month period ended June 30, 2023, its condensed consolidated statement of stockholders’ deficit and its consolidated cash flows for the six-month period ended June 30, 2023. The results of consolidated operations for the interim periods are not necessarily indicative of the results for the full year.

 

Use of Estimates

Use of Estimates In preparing financial statements in conformity with generally accepted accounting principles, we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenditures during the reported periods. Actual results could differ materially from those estimates. Estimates may include those pertaining to valuation of inventories and mineralized material on leach pads, the estimated useful lives and valuation of properties, plant and equipment, mineral rights and properties, deferred tax assets, convertible preferred stock, derivative assets and liabilities, reclamation liabilities, stock-based compensation and payments, and contingent liabilities.

 

Cash and Cash Equivalents

Cash and Cash Equivalents - The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. At June 30, 2023 and December 31, 2022, the Company had $0 and $0 in cash equivalents, respectively. The aggregate cash balance on deposit in these accounts is insured by the Federal Deposit Insurance Corporation up to $250,000. The Company has never experienced any losses in such accounts.

 

Settlement of Contracts in Company’s Equity

Settlement of Contracts in Company’s EquityIn accordance with ASC 815-40-25, the Company must meet certain requirements in order to report contracts as equity versus liabilities. These requirements must be met by the Company or the contracts need to be reported as liabilities. The Company has adopted the sequencing approach as guidance on contracts that permit partial net share settlement. The Company evaluates the contracts based on the earliest issuance date. Currently, the Company doesn’t have any items that are reported as equity instead of liabilities.

 

Fair Value Measurements

Fair Value Measurements - The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk, including the party’s own credit risk.

 

Fair value measurements do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories:

 

  Level 1: Quoted market prices in active markets for identical assets or liabilities.
   
  Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.
   
  Level 3: Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

 

 

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement.

 

The carrying value of the Company’s cash, accounts payable, short-term borrowings (including convertible notes payable), and other current assets and liabilities approximate fair value because of their short-term maturity.

 

The fair value of financial instruments on June 30, 2023 are summarized below:

 

   Level 1   Level 2   Level 3   Total 
Warrant liabilities  $-   $-   $-   $- 
Debt derivative liabilities   -    -    23,362    23,362 
Total Liabilities  $-   $-   $23,362   $23,362 

 

The fair value of financial instruments on December 31, 2022 are summarized below:

 

   Level 1   Level 2   Level 3   Total 
Warrant liabilities  $-   $-   $-   $- 
Debt derivative liabilities   -    -    3,262,612    3,262,612 
Total Liabilities  $-   $-   $3,262,612   $3,262,612 

 

The Company recognizes its derivative liabilities as level 3 and values its derivatives using the methods discussed below. While the Company believes that its valuation methods are appropriate and consistent with other market participants, it recognizes that the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. The primary assumptions that would significantly affect the fair values using the methods discussed below are that of volatility and market price of the underlying common stock of the Company.

 

Notes Receivable

Notes Receivable - Notes receivable include amounts due to the Company pursuant to financial agreements stipulating interest rates, payment terms and maturity dates. As of June 30, 2023 and December 31, 2022, notes receivable balance includes one note due from Mother Load Mining, Inc. in the amounts of $2,445,000 and $0, respectively, net of reserves of $0 (see Note 4 – Note Receivable).

 

Long-Lived Assets

Long-Lived Assets - We review the carrying amount of our long-lived assets for impairment whenever there are negative indicators of impairment. An asset is considered impaired when estimated future cash flows are less than the carrying amount of the asset. In the event the carrying amount of such asset is not considered recoverable, the asset is adjusted to its fair value. Fair value is generally determined based on discounted future cash flows.

 

Properties, Plant and Equipment

Properties, Plant and Equipment - We record properties, plant and equipment at historical cost. We provide depreciation and amortization in amounts sufficient to match the cost of depreciable assets to operations over their estimated service lives or productive value. We capitalize expenditures for improvements that significantly extend the useful life of an asset. We charge expenditures for maintenance and repairs to operations when incurred. Depreciation is computed using the straight-line method over estimated useful lives as follows:

 

Building  7 to 15 years
Vehicles and equipment  3 to 7 years
Furniture and fixtures  2 to 3 years

 

 

Stock Issued for Goods and Services

Stock Issued for Goods and Services - Common and preferred shares issued for goods and services are valued based upon the fair market value of our common stock or the goods and services received.

 

Stock-Based Compensation

Stock-Based Compensation - For stock-based transactions, compensation expense is recognized over the requisite service period, which is generally the vesting period, based on the estimated fair value on the grant date of the award.

 

Income (Loss) per Common Share

Income (Loss) per Common Share - Basic net income (loss) per common share is computed by dividing net income (loss), less the preferred stock dividends, by the weighted average number of common shares outstanding. Dilutive income (loss) per share includes any additional dilution from common stock equivalents, such as stock options and warrants, and convertible instruments, if the impact is not antidilutive. 100,000 and 430,305,633,122 common share equivalents have been excluded from the diluted loss per share calculation for the three-month periods ended June 30, 2023 and 2022, respectively, because it would be anti-dilutive. 223,204,762 and 430,305,633,122 common share equivalents have been excluded from the diluted loss per share calculation for the six-month periods ended June 30, 2023 and 2022, respectively, because it would be anti-dilutive.

 

The following tables summaries the changes in the net earnings per common share for the three and six-month periods ended June 30, 2023 and 2022:

 

   June 30, 2023   June 30, 2022 
   For the Three Months Ended 
   June 30, 2023   June 30, 2022 
Numerator        
Net Income (Loss) - Controlling Interest  $242,945   $(491,664)
           
Interest Expense   779    - 
Gain on Extinguishment of Debt   (421,289)   - 
Change in Derivative Liabilities   (34,048)   - 
Adjusted Net Loss - Controlling Interest  $(211,613)  $(491,664)

 

   Shares   Shares 
Denominator        
Basic Weighted Average Number of Shares Outstanding during Period   2,481,732,016    200,018,099 
Dilutive Shares   124,847,689    - 
Diluted Weighted Average Number of Shares Outstanding during Period   2,606,579,705    200,018,099 
           
Diluted Net Loss per Share  $(0.00)  $(0.00)

 

   June 30, 2023   June 30, 2022 
   For the Six Months Ended 
   June 30, 2023   June 30, 2022 
Numerator        
Net Income (Loss) - Controlling Interest  $15,513,007   $(1,373,721)
Interest Expense   71,565    - 
Gain on Extinguishment of Debt   (6,318,714)   - 
Change in Derivative Liabilities   (3,220,312)   - 
Adjusted Net Income (Loss) - Controlling Interest  $6,045,546   $(1,373,721)

 

   Shares   Shares 
Denominator        
Basic Weighted Average Number of Shares Outstanding during Period   2,090,453,443    185,458,156 
Dilutive Shares   430,295,992,026    - 
Diluted Weighted Average Number of Shares Outstanding during Period   432,386,445,469    185,458,156 
Diluted Net Loss per Share  $0.00   $(0.01)

 

 

Other Comprehensive Income (Loss)

Other Comprehensive Income (Loss) Other Comprehensive income (loss) is made up of the exchange differences arising on translating foreign operations and the net loss for the three and six-month periods ending June 30, 2023 and 2022.

 

Derivative Liabilities

Derivative Liabilities - Derivative liabilities are recorded at fair value when issued and the subsequent change in fair value each period is recorded in other income (expense) in the consolidated statements of operations.

 

Income Taxes

Income Taxes - The Company’s income tax expense and deferred tax assets and liabilities reflect management’s best assessment of estimated future taxes to be paid. Significant judgments and estimates are required in determining the consolidated income tax expense.

 

Deferred income taxes arise from temporary differences between the tax and financial statement recognition of revenue and expense. In evaluating the Company’s ability to recover its deferred tax assets, management considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. In projecting future taxable income, the Company develops assumptions including the amount of future state and federal pretax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax planning strategies. These assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and estimates that the Company is using to manage the underlying businesses. The Company provides a valuation allowance for deferred tax assets for which the Company does not consider realization of such deferred tax assets to be more likely than not.

 

Changes in tax laws and rates could also affect recorded deferred tax assets and liabilities in the future. Management is not aware of any such changes that would have a material effect on the Company’s results of operations, cash flows or financial position.

 

Business Segments

Business Segments – The Company operates in one segment and therefore segment information is not presented.

 

Operating Lease

Operating Lease – The Company leases its corporate headquarters and administrative offices in Salt Lake City, Utah. This lease expires in August 2024.

 

The supplemental balance sheet information related to the operating lease for the periods is as follows:

 

   June 30, 2023   December 31, 2022 
Operating leases          
Long-term right-of-use assets  $16,442   $23,106 
           
Short-term operating lease liabilities  $13,850   $13,511 
Long-term operating lease liabilities   2,592    9,595 
Total operating lease liabilities  $16,442   $23,106 

 

Maturities of the Company’s undiscounted operating lease liabilities are as follows:

 

Year Ending  Operating Lease 
2023  $7,530 
2024   10,504 
Total lease payments   18,034 
Less: imputed interest/present value discount   (1,592)
Present value of lease liabilities  $16,442 

 

The Company made cash payments of $7,898 and $6,934 for the six months ended June 30, 2023 and 2022, respectively. The Company incurred rent expense of $7,400 and $7,400 for the six months ended June 30, 2023 and 2022, respectively.

 

 

Non-Controlling Interest Policy

Non-Controlling Interest Policy – Non-controlling interest (NCI) is the portion of equity ownership in a subsidiary not attributable to the parent company, who has a controlling interest and consolidates the subsidiary’s financial results with its own. The amount of equity relating to the non-controlling interest is separately identified in the equity section of the balance sheet and the amount of the net income (loss) relating to the non-controlling interest is separately identified on the statement of operations.

 

Recently Issued Accounting Pronouncements

Recently Issued Accounting PronouncementsFrom time to time, new accounting pronouncements are issued by FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption.

 

v3.23.2
Summary of Significant Accounting Policies (Tables)
6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Schedule of Fair value of Financial Instruments

The fair value of financial instruments on June 30, 2023 are summarized below:

 

   Level 1   Level 2   Level 3   Total 
Warrant liabilities  $-   $-   $-   $- 
Debt derivative liabilities   -    -    23,362    23,362 
Total Liabilities  $-   $-   $23,362   $23,362 

 

The fair value of financial instruments on December 31, 2022 are summarized below:

 

   Level 1   Level 2   Level 3   Total 
Warrant liabilities  $-   $-   $-   $- 
Debt derivative liabilities   -    -    3,262,612    3,262,612 
Total Liabilities  $-   $-   $3,262,612   $3,262,612 
Schedule of Property and equipment Useful Lives

 

Building  7 to 15 years
Vehicles and equipment  3 to 7 years
Furniture and fixtures  2 to 3 years
Schedule of Net Earnings Per Common Share

The following tables summaries the changes in the net earnings per common share for the three and six-month periods ended June 30, 2023 and 2022:

 

   June 30, 2023   June 30, 2022 
   For the Three Months Ended 
   June 30, 2023   June 30, 2022 
Numerator        
Net Income (Loss) - Controlling Interest  $242,945   $(491,664)
           
Interest Expense   779    - 
Gain on Extinguishment of Debt   (421,289)   - 
Change in Derivative Liabilities   (34,048)   - 
Adjusted Net Loss - Controlling Interest  $(211,613)  $(491,664)

 

   Shares   Shares 
Denominator        
Basic Weighted Average Number of Shares Outstanding during Period   2,481,732,016    200,018,099 
Dilutive Shares   124,847,689    - 
Diluted Weighted Average Number of Shares Outstanding during Period   2,606,579,705    200,018,099 
           
Diluted Net Loss per Share  $(0.00)  $(0.00)

 

   June 30, 2023   June 30, 2022 
   For the Six Months Ended 
   June 30, 2023   June 30, 2022 
Numerator        
Net Income (Loss) - Controlling Interest  $15,513,007   $(1,373,721)
Interest Expense   71,565    - 
Gain on Extinguishment of Debt   (6,318,714)   - 
Change in Derivative Liabilities   (3,220,312)   - 
Adjusted Net Income (Loss) - Controlling Interest  $6,045,546   $(1,373,721)

 

   Shares   Shares 
Denominator        
Basic Weighted Average Number of Shares Outstanding during Period   2,090,453,443    185,458,156 
Dilutive Shares   430,295,992,026    - 
Diluted Weighted Average Number of Shares Outstanding during Period   432,386,445,469    185,458,156 
Diluted Net Loss per Share  $0.00   $(0.01)
Schedule of Balance Sheet Operating Lease

The supplemental balance sheet information related to the operating lease for the periods is as follows:

 

   June 30, 2023   December 31, 2022 
Operating leases          
Long-term right-of-use assets  $16,442   $23,106 
           
Short-term operating lease liabilities  $13,850   $13,511 
Long-term operating lease liabilities   2,592    9,595 
Total operating lease liabilities  $16,442   $23,106 
Schedule of Maturities Undiscounted Operating Lease Liabilities

Maturities of the Company’s undiscounted operating lease liabilities are as follows:

 

Year Ending  Operating Lease 
2023  $7,530 
2024   10,504 
Total lease payments   18,034 
Less: imputed interest/present value discount   (1,592)
Present value of lease liabilities  $16,442 
v3.23.2
Derivative Financial Instruments (Tables)
6 Months Ended
Jun. 30, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Summary of Changes in Fair Value of Level 3 Financial Liabilities

The following table provides a summary of changes in fair value of the Company’s Level 3 financial liabilities as of June 30, 2023:

 

  Derivative Liabilities
Balance, December 31, 2022  $3,262,612 
Transfers in upon initial fair value of derivative liabilities   - 
Change in fair value of derivative liabilities and warrant liability   (3,239,250)
Balance, June 30, 2023  $23,362 
v3.23.2
Note Receivable (Tables)
6 Months Ended
Jun. 30, 2023
Receivables [Abstract]  
Schedule of Note Receivable

The following table summarizes the note receivable of the Company as of June 30, 2023 and December 31, 2022:

 

   June 30, 2023   December 31, 2022 
Note Receivable from Mother Load Mining, Inc. pursuant to a Letter of Intent dated effective January 12, 2023, in the original principal amount of $5,700,000, accruing no interest, with monthly payments beginning on March 31, 2023, maturing February 1, 2025.  $2,445,000   $- 
Total Note Receivable   2,445,000    - 
Less: Current Maturities   (1,200,000)   - 
Total Long-Term Note Receivable  $1,245,000   $- 
v3.23.2
Properties, Plant and Equipment, Net (Tables)
6 Months Ended
Jun. 30, 2023
Property, Plant and Equipment [Abstract]  
Schedule of Properties, Plant and equipment

Properties, plant and equipment at June 30, 2023 and December 31, 2022 consisted of the following:

 

   June 30, 2023   December 31, 2022 
Machinery and Equipment  $25,368   $25,368 
Office Equipment and Furniture   1,627    1,627 
Property, Plant and Equipment Gross   26,995    26,995 
Less Accumulated Depreciation   (23,372)   (23,012)
Total Property, Plant and Equipment  $3,623   $3,983 
v3.23.2
Accounts Payable and Accrued Liabilities (Tables)
6 Months Ended
Jun. 30, 2023
Payables and Accruals [Abstract]  
Schedule of Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities at June 30, 2023 and December 31, 2022 consisted of the following:

 

   June 30, 2023   December 31, 2022 
Accounts Payable  $267,290   $127,612 
Accrued Liabilities   256,715    4,221,586 
Accrued Salaries and Benefits   686,788    732,346 
Total Accrued Liabilities  $1,210,793   $5,081,544 
v3.23.2
Notes Payable (Tables)
6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Schedule of Notes Payable

Notes payable were comprised of the following as of June 30, 2023 and December 31, 2022:

 

Notes Payable  June 30, 2023   December 31, 2022 
Phil Zobrist  $60,000   $60,000 
Antczak Polich Law LLC   75,000    - 
Total Notes Payable   135,000    60,000 
Less Short-Term Notes Payable   (75,000)   - 
Total Long-Term Notes Payable  $60,000   $60,000 
v3.23.2
Notes Payable – Related Parties (Tables)
6 Months Ended
Jun. 30, 2023
Notes Payable Related Parties  
Schedule of Related Parties Notes Payable

Notes payable – related parties were comprised of the following as of June 30, 2023 and December 31, 2022:

 

Notes Payable - Related Parties  Relationship  June 30, 2023   December 31, 2022 
Clavo Rico, Inc.  Affiliate - Controlled by Director  $-   $3,377,980 
Claymore Management  Affiliate - Controlled by Director   -    185,000 
Cluff-Rich PC 401K  Affiliate - Controlled by Director   51,000    60,000 
Debra D’ambrosio  Immediate Family Member   439,418    446,210 
Francis E. Rich IRA  Immediate Family Member   100,000    100,000 
Legends Capital  Affiliate - Controlled by Director   -    715,000 
LWB Irrev Trust  Affiliate - Controlled by Director   -    1,101,000 
MDL Ventures  Affiliate - Controlled by Director   -    1,794,754 
Pine Valley Investments  Affiliate - Controlled by Director   295,000    295,000 
Total Notes Payable - Related Parties      885,418    8,074,944 
Less Short-Term Notes Payable - Related Parties      (16,800)   (2,695,964)
Total Long-Term Notes Payable - Related Parties     $868,618   $5,378,980 
v3.23.2
Convertible Notes Payable (Tables)
6 Months Ended
Jun. 30, 2023
Convertible Notes Payable  
Schedule of Convertible Notes Payable

Convertible notes payable were comprised of the following as of June 30, 2023 and December 31, 2022:

 

Convertible Notes Payable  June 30, 2023   December 31, 2022 
1800 Diagonal Lending  $23,240   $104,580 
Antczak Polich Law LLC   -    279,123 
Antilles Family Office LLC   -    3,073,532 
Scotia International   -    395,041 
Total Convertible Notes Payable   23,240    3,852,276 
Less Unamortized Discount   (19,119)   (50,578)
Total Convertible Notes Payable, Net of Unamortized Debt Discount   4,121    3,801,698 
Less Short-Term Convertible Notes Payable   (4,121)   (3,801,698)
Total Long-Term Convertible Notes Payable, Net of Unamortized Debt Discount  $-   $- 
v3.23.2
Stockholders’ Deficit (Tables)
6 Months Ended
Jun. 30, 2023
Equity [Abstract]  
Schedule of Warrants Activity

The following tables summarize the warrant activity during the six months ended June 30, 2023 and the year ended December 31, 2022:

 

Stock Warrants  Number of Warrants   Weighted Average Exercise Price 
Balance at December 31, 2021   9,550,000   $0.49 
Forfeited   (9,350,000)   0.49 
Balance at December 31, 2022   200,000    0.75 
Forfeited   (100,000)   0.75 
Balance at June 30, 2023   100,000   $0.75 
Schedule of Warrants Outstanding and Exercisable

 

2023 Outstanding Warrants   Warrants Exercisable 
Range of Exercise Price   Number Outstanding at June 30, 2023   Weighted Average Remaining Contractual Life   Weighted Average Exercise Price   Number Exercisable at June 30, 2023   Weighted Average Exercise Price 
$0.75    100,000    0.32   $0.75    100,000   $0.75 
v3.23.2
Discontinued Operations (Tables)
6 Months Ended
Jun. 30, 2023
Discontinued Operations and Disposal Groups [Abstract]  
Schedule of Discontinued operations

   June 30, 2023   December 31, 2022 
CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
Cash and cash equivalents  $-   $2,576 
Accounts receivable   -    10,752 
Inventories   -    277,106 
Prepaid expenses and other current assets   -    9,698 
TOTAL CURRENT ASSETS OF DISCONTINUED OPERATIONS  $-   $300,132 
           
NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
Property, plant and equipment, net  $-   $680,643 
Other assets   -    142,291 
TOTAL NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS  $-   $822,934 
           
CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
Accounts payable and accrued liabilities  $-   $2,504,735 
Finance lease liabilities - current portion   -    139,029 
Note payable   -    272,418 
Taxes payable   -    389,045 
TOTAL CURRENT LIABILITIES OF DISCONTINUED OPERATIONS  $-   $3,305,227 
           
NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
Finance lease liabilities, net of current portion  $-   $23,851 
Mine reclamation obligation   -    743,822 
TOTAL NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS  $-   $767,673 

 

 In accordance with the provisions of ASC 205-20, the Company has not included in the results of continuing operations the results of operations of the discontinued operations in the consolidated statements of operations and comprehensive loss. The results of operations from discontinued operations for the three and six months ended June 30, 2023 and 2022 have been reflected as discontinued operations in the consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2023 and 2022, and consist of the following.

 

 

   June 30, 2023   June 30, 2022   June 30, 2023   June 30, 2022 
   Three Months Ended   Six Months Ended 
   June 30, 2023   June 30, 2022   June 30, 2023   June 30, 2022 
Precious Metals Income  $-   $470,198   $-   $1,365,387 
Cost of goods sold   -    510,680    315,152    1,239,578 
Gross profit (loss)   -    (40,482)   (315,152)   125,809 
                     
OPERATING EXPENSES OF DISCONTINUED OPERATIONS:                    
General and administrative   -    83,933    181,519    188,396 
Depreciation and amortization   -    1,012    212    2,293 
OPERATING EXPENSES OF DISCONTINUED OPERATIONS   -    84,945    181,731    190,689 
OPERATING LOSS OF DISCONTINUED OPERATIONS   -    (125,427)   (496,883)   (64,880)
                     
OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS                    
Other (income) expense   -    (1,782)   -    (7,667)
Interest expense   -    -    698    - 
OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS   -    (1,782)   698    (7,667)
                     
LOSS BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS   -    (123,645)   (497,581)   (57,213)
Provision for income taxes of discontinued operations   -    (32)   -    (27,414)
NET LOSS OF DISCONTINUED OPERATIONS  $-   $(123,677)  $(497,581)  $(84,627)

 

In accordance with the provisions of ASC 205-20, the Company has separately reported the cash flow activity of the discontinued operations in the consolidated statements of cash flows. The cash flow activity from discontinued operations for the six months ended June 30, 2023 and 2022 have been reflected as discontinued operations in the consolidated statements of cash flows for the six months ended June 30, 2023 and 2022, and consist of the following.

 

   June 30, 2023   June 30, 2022 
   Six Months Ended 
   June 30, 2023   June 30, 2022 
DISCONTINUED OPERATING ACTIVITIES          
Net loss  $(497,581)  $(84,627)
Depreciation expense   4,259    22,017 
Changes in operating assets and liabilities:          
Trade receivables   91    (9,830)
Inventories   (12,981)   (67,313)
Prepaid expenses and other current assets   (34,670)   (38,024)
Accounts payable and accrued liabilities   (294,243)   271,440 
Accounts payable and accrued liabilities - related parties   834,659    (6,538)
Net cash provided by (used in) operating activities of discontinued operations  $(466)  $87,125 
           
INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS          
Purchase of property, plant and equipment  $(652)  $(44,167)
Net cash used in investing activities of discontinued operations  $(652)  $(44,167)
v3.23.2
Nature of Business (Details Narrative) - USD ($)
6 Months Ended
Feb. 21, 2020
Jan. 11, 2016
Oct. 02, 2015
Feb. 25, 2013
Nov. 21, 2012
Jun. 30, 2023
Dec. 31, 2022
Dec. 31, 2020
Dec. 30, 2020
Mar. 05, 2010
Mar. 04, 2010
Common stock, shares authorized           10,300,000,000 10,300,000,000 800,000,000 500,000,000 500,000,000 100,000,000
Reverse stock split description   5.5 to 1 reverse stock split     200 to 1 reverse stock split 5.5 to 1 reverse stock split          
Cancellation of stock split shares, description         Upon effectiveness of the stock split, each shareholder canceled 200 shares of common stock for every share of common stock owned as of November 21, 2012.            
Promissory note issued to related party           $ 135,000 $ 60,000        
Common stock, shares outstanding           2,481,732,016 244,634,016        
Immediately Before Reverse Split [Member]                      
Common stock, shares outstanding   266,669,980                  
Immediately after Reverse Split [Member]                      
Common stock, shares outstanding   48,485,451                  
Clavo Rico Ltd. [Member]                      
Shares issued for conversion of debt, shares     240,225,901                
Shares issued for conversion of debt     $ 5,488,980                
Accrued interest     $ 3,434,426                
Ounces High Exploration, Inc. [Member]                      
Cash consideration received in exchange of properties $ 250,000                    
Number of shares sold in exchange of properties 66,974,252                    
Related Party [Member]                      
Promissory note issued to related party           $ 885,418 $ 8,074,944        
Gold American Mining Corp [Member]                      
Description of equity interests issued or issuable to acquire the entity       Inception Development Inc. (the “Subsidiary”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Inception Resources, LLC, a Utah corporation (“Inception Resources”), pursuant to which Inception purchased the U.P. and Burlington Gold Mine in consideration of 16,000,000 shares of common stock of Inception, the assumption of promissory notes in the amount of $950,000 and the assignment of a 3% net royalty.              
Stock issued during period for consideration of acquisition, shares       16,000,000              
Percentage of net royalty       3.00%              
Gold American Mining Corp [Member] | Related Party [Member]                      
Promissory note issued to related party       $ 950,000              
v3.23.2
Schedule of Fair value of Financial Instruments (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Platform Operator, Crypto-Asset [Line Items]    
Warrant liabilities
Debt derivative liabilities $ 23,362 $ 3,262,612
Derivative Liability, Statement of Financial Position [Extensible Enumeration] Derivative liabilities Derivative liabilities
Total Liabilities $ 23,362 $ 3,262,612
Fair Value, Inputs, Level 1 [Member]    
Platform Operator, Crypto-Asset [Line Items]    
Warrant liabilities
Debt derivative liabilities
Total Liabilities
Fair Value, Inputs, Level 2 [Member]    
Platform Operator, Crypto-Asset [Line Items]    
Warrant liabilities
Debt derivative liabilities
Total Liabilities
Fair Value, Inputs, Level 3 [Member]    
Platform Operator, Crypto-Asset [Line Items]    
Warrant liabilities
Debt derivative liabilities 23,362 3,262,612
Total Liabilities $ 23,362 $ 3,262,612
v3.23.2
Schedule of Property and equipment Useful Lives (Details)
Jun. 30, 2023
Minimum [Member] | Building [Member]  
Property, Plant and Equipment [Line Items]  
Properties, plant and equipment useful lives 7 years
Minimum [Member] | Vehicles and Equipment [Member]  
Property, Plant and Equipment [Line Items]  
Properties, plant and equipment useful lives 3 years
Minimum [Member] | Furniture and Fixtures [Member]  
Property, Plant and Equipment [Line Items]  
Properties, plant and equipment useful lives 2 years
Maximum [Member] | Building [Member]  
Property, Plant and Equipment [Line Items]  
Properties, plant and equipment useful lives 15 years
Maximum [Member] | Vehicles and Equipment [Member]  
Property, Plant and Equipment [Line Items]  
Properties, plant and equipment useful lives 7 years
Maximum [Member] | Furniture and Fixtures [Member]  
Property, Plant and Equipment [Line Items]  
Properties, plant and equipment useful lives 3 years
v3.23.2
Schedule of Net Earnings Per Common Share (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Accounting Policies [Abstract]        
Net Income (Loss) - Controlling Interest $ 242,945 $ (491,664) $ 15,513,007 $ (1,373,721)
Interest Expense 779 71,565
Gain on Extinguishment of Debt (421,289) (6,318,714)
Change in Derivative Liabilities (34,048) (3,220,312)
Adjusted Net Income (Loss) - Controlling Interest $ (211,613) $ (491,664) $ 6,045,546 $ (1,373,721)
Basic Weighted Average Number of Shares Outstanding during Period 2,481,732,016 200,018,099 2,090,453,443 185,458,156
Dilutive Shares 124,847,689 430,295,992,026
Diluted Weighted Average Number of Shares Outstanding during Period 2,606,579,705 200,018,099 432,386,445,469 185,458,156
Diluted Net Loss per Share $ (0.00) $ (0.00) $ 0.00 $ (0.01)
v3.23.2
Schedule of Balance Sheet Operating Lease (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Accounting Policies [Abstract]    
Long-term right-of-use assets $ 16,442 $ 23,106
Short-term operating lease liabilities 13,850 13,511
Long-term operating lease liabilities 2,592 9,595
Total operating lease liabilities $ 16,442 $ 23,106
v3.23.2
Schedule of Maturities Undiscounted Operating Lease Liabilities (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Accounting Policies [Abstract]    
2023 $ 7,530  
2024 10,504  
Total lease payments 18,034  
Less: imputed interest/present value discount (1,592)  
Present value of lease liabilities $ 16,442 $ 23,106
v3.23.2
Summary of Significant Accounting Policies (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Accounting Policies [Abstract]              
Net loss $ 242,945 $ 15,283,733 $ (491,961) $ (882,215) $ 15,526,678 $ (1,374,176)  
Working capital deficit 142,091       142,091    
Cash equivalents 0       0   $ 0
Cash deposit insured by FDIC 250,000       250,000    
Note receivable 2,445,000       2,445,000   $ 0
Net of reserves $ 0       $ 0    
Diluted loss per share 100,000   430,305,633,122   223,204,762 430,305,633,122  
Operating lease rent expense         $ 7,898 $ 6,934  
Operating lease rent expense         $ 7,400 $ 7,400  
v3.23.2
Summary of Changes in Fair Value of Level 3 Financial Liabilities (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Platform Operator, Crypto-Asset [Line Items]        
Change in fair value of derivative liabilities and warrant liability $ (34,048) $ (600,094) $ (3,239,250) $ (645,701)
Fair Value, Inputs, Level 3 [Member]        
Platform Operator, Crypto-Asset [Line Items]        
Derivative liabilities, beginning balance     3,262,612  
Fair value of derivative liabilities      
Change in fair value of derivative liabilities and warrant liability     (3,239,250)  
Derivative liabilities, ending balance $ 23,362   $ 23,362  
v3.23.2
Derivative Financial Instruments (Details Narrative)
3 Months Ended 6 Months Ended
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Dec. 31, 2022
USD ($)
Derivative [Line Items]          
Derivative liabilities $ 23,362   $ 23,362   $ 3,262,612
Derivative gain loss on derivative net 34,048 $ 600,094 3,239,250 $ 645,701  
Warrant liability $ 0   $ 0    
Measurement Input, Expected Dividend Rate [Member]          
Derivative [Line Items]          
Warrants measurement input 0   0    
Measurement Input, Price Volatility [Member] | Minimum [Member]          
Derivative [Line Items]          
Warrants measurement input 307.65   307.65    
Measurement Input, Risk Free Interest Rate [Member]          
Derivative [Line Items]          
Warrants measurement input 5.50   5.50    
Measurement Input, Expected Term [Member]          
Derivative [Line Items]          
Expected life 3 months 25 days   3 months 25 days    
Debt Derivative Liability [Member]          
Derivative [Line Items]          
Derivative gain loss on derivative net     $ 3,239,250    
Debt Derivative Liability [Member] | The Binomial Option Pricing Model [Member] | Measurement Input, Expected Dividend Rate [Member]          
Derivative [Line Items]          
Expected volatility 0   0    
Debt Derivative Liability [Member] | The Binomial Option Pricing Model [Member] | Measurement Input, Price Volatility [Member] | Minimum [Member]          
Derivative [Line Items]          
Expected volatility 309.71   309.71    
Debt Derivative Liability [Member] | The Binomial Option Pricing Model [Member] | Measurement Input, Risk Free Interest Rate [Member]          
Derivative [Line Items]          
Expected volatility 5.50   5.50    
Debt Derivative Liability [Member] | Monte Carlo Valuation Model [Member] | Measurement Input, Expected Term [Member]          
Derivative [Line Items]          
Fair value of assumptions, expected life     3 months 18 days    
Warrant Liability [Member]          
Derivative [Line Items]          
Fair value adjustment of warrants     $ 0    
Accounting Standards Update 2018-03 [Member]          
Derivative [Line Items]          
Derivative liabilities $ 23,362   $ 23,362    
v3.23.2
Schedule of Note Receivable (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Total Note Receivable $ 2,445,000
Less: Current Maturities (1,200,000)
Total Long-Term Note Receivable 1,245,000
Mother Lode Mining Inc [Member]    
Total Note Receivable $ 2,445,000
v3.23.2
Schedule of Note Receivable (Details) (Parenthetical) - Mother Lode Mining Inc [Member] - USD ($)
Mar. 31, 2023
Jan. 12, 2023
Original principal amount   $ 5,700,000
Accruing interest   $ 0
Maturity date Feb. 01, 2025  
v3.23.2
Note Receivable (Details Narrative) - USD ($)
3 Months Ended
Jun. 01, 2023
May 01, 2023
Apr. 01, 2023
Mar. 01, 2023
Jan. 24, 2023
Jan. 23, 2023
Jan. 18, 2023
Jan. 17, 2023
Jan. 16, 2023
Jan. 12, 2023
Jan. 05, 2023
Jan. 03, 2023
Mar. 31, 2023
Debt instrument, frequency of periodic payment                   Outstanding balances and missed Monthly Payments will be secured by a 10% NSR on the Clavo Rico mine production until the Monthly Payments are delivered and the purchase price is paid in full. In addition to the Monthly Payments, the Company will receive a carried forward net profits interest royalty (“NPI”) of 5% on the Clavo Rico mine production until the total NPI paid to the Company is $1,000,000, subject to limited conditions.      
Letter of Intent [Member]                          
Debt instrument, periodic payment $ 50,000 $ 50,000 $ 50,000 $ 25,000           $ 2,620,000      
Payments for proceeds from loans receivable                   $ 1,000,000      
Letter of Intent [Member] | Twenty Months Until February 1, 2025 [Member]                          
Debt instrument, periodic payment                         $ 100,000
Debt instrument,carry amount                         $ 2,595,000
Mother Lode Mining Inc [Member]                          
Purchase price of cash consideration         $ 500,000 $ 500,000 $ 1,200,000 $ 200,000 $ 100,000   $ 300,000 $ 280,000  
v3.23.2
Schedule of Properties, Plant and equipment (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Property, Plant and Equipment [Abstract]    
Machinery and Equipment $ 25,368 $ 25,368
Office Equipment and Furniture 1,627 1,627
Property, Plant and Equipment Gross 26,995 26,995
Less Accumulated Depreciation (23,372) (23,012)
Total Property, Plant and Equipment $ 3,623 $ 3,983
v3.23.2
Properties, Plant and Equipment, Net (Details Narrative) - USD ($)
6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Property, Plant and Equipment [Abstract]    
Depreciation expense $ 360 $ 360
v3.23.2
Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Payables and Accruals [Abstract]    
Accounts Payable $ 267,290 $ 127,612
Accrued Liabilities 256,715 4,221,586
Accrued Salaries and Benefits 686,788 732,346
Total Accrued Liabilities $ 1,210,793 $ 5,081,544
v3.23.2
Schedule of Notes Payable (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Total Notes Payable $ 135,000 $ 60,000
Less Short-Term Notes Payable (75,000)
Related Party [Member]    
Total Notes Payable 885,418 8,074,944
Total Long-Term Notes Payable 60,000 60,000
Phil Zobrist [Member]    
Total Notes Payable 60,000 60,000
Antczak Polich Law LLC [Member]    
Total Notes Payable $ 75,000
v3.23.2
Notes Payable (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended
Oct. 02, 2015
Jan. 10, 2013
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Mar. 21, 2023
Dec. 31, 2022
Dec. 31, 2015
Jan. 11, 2013
Short-Term Debt [Line Items]                    
Gain on extinguishment of debt     $ 421,289 $ (133,345) $ 6,318,714 $ (257,503)        
Derivative liability     23,362   23,362     $ 3,262,612    
Notes payable     135,000   135,000     60,000    
Antczak Polich Law LLC [Member]                    
Short-Term Debt [Line Items]                    
Notes payable     75,000   75,000          
Promissory Note [Member] | Antczak Polich Law LLC [Member]                    
Short-Term Debt [Line Items]                    
Loan amount paid         10,000          
Phil Zobrist [Member]                    
Short-Term Debt [Line Items]                    
Notes payable     60,000   $ 60,000     60,000    
Phil Zobrist [Member] | Unsecured Promissory Note [Member]                    
Short-Term Debt [Line Items]                    
Unsecured debt, current                   $ 60,000
Debt instrument, interest rate, stated percentage                   0.00%
Proceeds from issuance of debt   $ 60,000                
Debt instrument, maturity date Dec. 31, 2016       Dec. 31, 2024          
Accrued interest     $ 113,089   $ 113,089       $ 29,412  
Debt instruments conversion price per share     $ 0.99   $ 0.99          
Percentage of debt discount         50.00%          
Gain on extinguishment of debt         $ 121,337          
Derivative liability     $ 11,842   11,842          
Notes payable     $ 60,000   $ 60,000          
Phil Zobrist [Member] | Unsecured Promissory Note [Member] | Pre Split [Member]                    
Short-Term Debt [Line Items]                    
Debt instruments conversion price per share     $ 0.18   $ 0.18          
Unsecured Promissory Note [Member]                    
Short-Term Debt [Line Items]                    
Debt instrument, interest rate, stated percentage 18.00%                  
Antczak Polich Law LLC [Member]                    
Short-Term Debt [Line Items]                    
Notes payable     $ 75,000   $ 75,000        
Antczak Polich Law LLC [Member] | Unsecured Promissory Note [Member]                    
Short-Term Debt [Line Items]                    
Unsecured debt, current             $ 75,000      
v3.23.2
Schedule of Related Parties Notes Payable (Details) - USD ($)
6 Months Ended 12 Months Ended
Jun. 30, 2023
Dec. 31, 2022
Defined Benefit Plan Disclosure [Line Items]    
Promissory note issued to related party $ 135,000 $ 60,000
Clavo Rico, Inc. [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Related parties relationship description Affiliate - Controlled by Director Affiliate - Controlled by Director
Promissory note issued to related party $ 3,377,980
Claymore Management [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Related parties relationship description Affiliate - Controlled by Director Affiliate - Controlled by Director
Promissory note issued to related party $ 185,000
Cluff Rich PC 401 K [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Related parties relationship description Affiliate - Controlled by Director Affiliate - Controlled by Director
Promissory note issued to related party $ 51,000 $ 60,000
Debra D'ambrosio [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Related parties relationship description Immediate Family Member Immediate Family Member
Promissory note issued to related party $ 439,418 $ 446,210
Francis E. Rich IRA [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Related parties relationship description Immediate Family Member Immediate Family Member
Promissory note issued to related party $ 100,000 $ 100,000
Legends Capital [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Related parties relationship description Affiliate - Controlled by Director Affiliate - Controlled by Director
Promissory note issued to related party $ 715,000
LW Briggs Irrevocable Trust [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Related parties relationship description Affiliate - Controlled by Director Affiliate - Controlled by Director
Promissory note issued to related party $ 1,101,000
MDL Ventures LLC [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Related parties relationship description Affiliate - Controlled by Director Affiliate - Controlled by Director
Promissory note issued to related party $ 1,794,754
Pine Valley Investments [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Related parties relationship description Affiliate - Controlled by Director Affiliate - Controlled by Director
Promissory note issued to related party $ 295,000 $ 295,000
Related Party [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Promissory note issued to related party 885,418 8,074,944
Less Short-Term Notes Payable - Related Parties (16,800) (2,695,964)
Total Long-Term Notes Payable - Related Parties $ 868,618 $ 5,378,980
v3.23.2
Notes Payable – Related Parties (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended 12 Months Ended
Apr. 30, 2023
Feb. 01, 2023
Jan. 18, 2023
Jan. 01, 2023
Oct. 18, 2022
Jun. 29, 2022
Oct. 15, 2020
Jul. 29, 2019
May 20, 2019
Apr. 05, 2019
Oct. 02, 2016
Oct. 01, 2014
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2021
Dec. 31, 2020
Jan. 31, 2023
Debt conversion amount     $ 1,200,000       $ 120,000                          
Gain/loss on extinguishment of debt                         $ 421,289   $ (133,345) $ 6,318,714 $ (257,503)      
MDL Ventures LLC [Member]                                        
Number of share issued, settlement   485,402,857                                    
Debt conversion amount   $ 1,794,754                                    
Accrued interest   $ 0                     0     0        
Gross balance note                         0     $ 0        
MDL Ventures LLC [Member] | Unsecured Convertible Note Payable Agreement [Member]                                        
Debt instrument, maturity date                       Dec. 31, 2016       Dec. 31, 2020        
Debt instrument, interest rate, effective percentage                       18.00%                
Percentage of equity ownership interest rate                       100.00%                
Debt instruments conversion price per share                       $ 0.99                
Percentage of debt discount                       50.00%                
Gain/loss on extinguishment of debt                     $ 1,487,158                  
MDL Ventures LLC [Member] | Unsecured Convertible Note Payable Agreement [Member] | Pre Split [Member]                                        
Debt instruments conversion price per share                       $ 0.18                
Francis E. Rich IRA [Member]                                        
Number of share issued, settlement   16,428,571                                    
Debt conversion amount   $ 57,500                                    
Investor [Member]                                        
Gain/loss on extinguishment of debt                               $ 5,568,591   $ 1,783,593    
Investor [Member] | Secured Convertible Promissory Note [Member]                                        
Debt instrument, maturity date                 May 20, 2022                      
Debt instrument, interest rate, effective percentage                 24.00%                      
Accrued interest                         0     0        
Gross balance note                         0     0        
Debt instruments conversion price per share               $ 0.11                        
Percentage of debt discount         25.00%                              
Gain/loss on extinguishment of debt               $ 40,350                     $ 531,194  
Cash payment amount                                     $ 500,000  
Investor [Member] | MDL Ventures LLC [Member] | Secured Convertible Promissory Note [Member]                                        
Cash payment amount                           $ 140,671            
GAIA Ltd and Silverbrook Corporation [Member]                                        
Outstanding principal, percentage                   100.00%                    
Debt instrument, maturity date                   Dec. 31, 2024                    
Debt instrument, interest rate, effective percentage                   18.00%                    
Clavo Rico Inc [Member]                                        
Number of share issued, settlement   965,137,143                                    
Debt conversion amount   $ 3,377,980                                    
Accrued interest   $ 6,396,889                     0     0        
Gross balance note                         0     0        
Claymore Management [Member]                                        
Debt instrument, maturity date                     Dec. 31, 2024                  
Number of share issued, settlement   52,857,143                                    
Debt conversion amount   $ 185,000                                    
Accrued interest   $ 395,768                     0     0        
Gross balance note                         0     0        
Cluff Rich PC 401 K [Member]                                        
Number of share issued, settlement   5,142,857                                    
Debt conversion amount   $ 18,000                                    
Cluff Rich PC 401 K [Member] | Unsecured Short-term Promissory Note [Member]                                        
Debt instrument, maturity date   Mar. 01, 2025       Dec. 31, 2022                            
Debt instrument, interest rate, effective percentage           5.00%                            
Gross balance note                         51,000     51,000        
Unsecured debt, current           $ 60,000                            
Loan amount paid                               9,000        
Debra D'ambrosio [Member]                                        
Number of share issued, settlement   23,200,857                                    
Debt conversion amount   $ 81,204                                    
Gross balance note                         16,800     16,800        
Debra D'ambrosio [Member] | Unsecured Short-term Promissory Note [Member]                                        
Debt instrument, maturity date Aug. 30, 2023                                      
Debt instrument, interest rate, effective percentage 5.00%                                     3.00%
Unsecured debt, current $ 16,800                                     $ 6,408
Debra D'ambrosio [Member] | Six Unsecured Short Term Promissory Note [Member]                                        
Accrued interest       $ 81,204                                
Unsecured debt, current       $ 446,210                                
Debra D'ambrosio [Member] | One Unsecured Short Term Promissory Note [Member]                                        
Debt instrument, maturity date   Mar. 01, 2025                                    
Gross balance note                         422,618     422,618        
Debt instrument, periodic payment, principal                               30,000        
Francis E. Rich IRA [Member]                                        
Gross balance note                         100,000     100,000        
Francis E. Rich IRA [Member] | One Unsecured Short Term Promissory Note [Member]                                        
Debt instrument, maturity date       Mar. 01, 2025                                
Francis E. Rich IRA [Member] | Two Unsecured Short Term Promissory Note [Member]                                        
Accrued interest       $ 47,500                                
Unsecured debt, current       100,000                                
Legends Capital Group [Member]                                        
Debt instrument, maturity date                     Dec. 31, 2024                  
Number of share issued, settlement   204,285,714                                    
Debt conversion amount   $ 715,000                                    
Accrued interest   $ 1,489,695                     0     0        
Gross balance note                         0     0        
LW Briggs Irrevocable Trust [Member]                                        
Debt instrument, maturity date                     Dec. 31, 2024                  
Number of share issued, settlement   314,571,429                                    
Debt conversion amount   $ 1,101,000                                    
Accrued interest   $ 2,269,371                     0     0        
Gross balance note                         0     0        
Pine Valley Investment LLC [Member]                                        
Number of share issued, settlement   32,928,571                                    
Debt conversion amount                               115,250        
Gross balance note                         $ 295,000     $ 295,000        
Pine Valley Investment LLC [Member] | One Unsecured Short Term Promissory Note [Member]                                        
Debt instrument, maturity date                       Mar. 01, 2025                
Pine Valley Investment LLC [Member] | Three Unsecured Short Term Promissory Note [Member]                                        
Accrued interest       115,250                                
Unsecured debt, current       $ 295,000                                
v3.23.2
Schedule of Convertible Notes Payable (Details) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Short-Term Debt [Line Items]    
Less Short-Term Convertible Notes Payable $ (4,121) $ (3,801,698)
Antilles Family Office LLC [Member]    
Short-Term Debt [Line Items]    
Total Convertible Notes Payable 3,073,532
180 Diagonal Lending LLC [Member]    
Short-Term Debt [Line Items]    
Total Convertible Notes Payable 23,240 104,580
Antczak Polich Law LLC [Member]    
Short-Term Debt [Line Items]    
Total Convertible Notes Payable 279,123
Scotia International [Member]    
Short-Term Debt [Line Items]    
Total Convertible Notes Payable 395,041
Convertible Notes Payable [Member]    
Short-Term Debt [Line Items]    
Total Convertible Notes Payable 23,240 3,852,276
Less Unamortized Discount (19,119) (50,578)
Total Convertible Notes Payable, Net of Unamortized Debt Discount 4,121 3,801,698
Less Short-Term Convertible Notes Payable (4,121) (3,801,698)
Total Long-Term Convertible Notes Payable, Net of Unamortized Debt Discount
v3.23.2
Convertible Notes Payable (Details Narrative) - USD ($)
3 Months Ended 6 Months Ended 12 Months Ended
Oct. 18, 2022
Jul. 29, 2019
May 20, 2019
Jan. 10, 2019
Dec. 01, 2018
Aug. 01, 2018
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Dec. 31, 2021
Dec. 30, 2021
Dec. 31, 2020
Apr. 12, 2023
Mar. 21, 2023
Jan. 18, 2023
Nov. 30, 2022
Oct. 18, 2018
Amortization of debt discount                 $ 31,459 $ 826                  
Non convertible note             $ 4,121   4,121   $ 3,801,698                
Gain (loss) on extinguishment of debt             421,289 $ (133,345) 6,318,714 (257,503)                  
Repayments of notes payable                 $ 37,891                  
Investor [Member]                                      
Gain (loss) on extinguishment of debt                 5,568,591     $ 1,783,593              
Converted instrument, shares issued, value                       $ 231,724              
Converted instrument, shares issued                       83,753,430              
Repayments of notes payable                       $ 142,857              
180 Diagonal Lending LLC [Member]                                      
Debt instrument, face amount                                     $ 16,200
Long-term debt, gross             91,101   91,101                 $ 13,014  
Antilles Family Office LLC [Member]                                      
Long-term debt, gross                                 $ 1,200,000    
Accrued interest                                 3,695,059    
Loss contingency, damages sought, value                         $ 5,324,206            
Scotia International of Nevada Inc [Member] | Investor [Member]                                      
Gain (loss) on extinguishment of debt                 421,289                    
Unsecured Convertible Promissory Note One [Member] | 180 Diagonal Lending LLC [Member]                                      
Debt instrument, face amount                                     $ 116,200
Debt instrument, maturity date Oct. 18, 2023                                    
Long-term debt, gross             81,340   81,340                    
Accrued interest             2,789   2,789                    
Unsecured Convertible Promissory Note One [Member] | Antczak Polich Law LLC [Member]                                      
Debt instrument, face amount         $ 130,000 $ 300,000                          
Debt instrument, maturity date         Dec. 01, 2019 Aug. 01, 2019                          
Long-term debt, gross             75,000   75,000                    
Accrued interest             0   0                    
Legal fees         $ 130,000 $ 300,000                          
Converted instrument, shares issued price per shares         $ 0.75 $ 0.75                          
Non convertible note                               $ 75,000      
Gain (loss) on extinguishment of debt                 314,692                    
Unsecured Convertible Promissory Note One [Member] | Antczak Polich Law LLC One [Member]                                      
Long-term debt, gross             0   0                    
Unsecured Convertible Promissory Note One [Member] | Antilles Family Office LLC [Member]                                      
Long-term debt, gross                                 $ 1,873,532    
Unsecured Convertible Promissory Note Two [Member] | 180 Diagonal Lending LLC [Member]                                      
Debt instrument, interest rate, stated percentage                                     12.00%
Long-term debt, gross             23,240   23,240                 11,620  
Accrued interest             9,761   9,761                 $ 1,394  
Unsecured Convertible Promissory Note Two [Member] | Antczak Polich Law LLC [Member]                                      
Debt instrument, interest rate, stated percentage         8.00% 8.00%                          
Gain (loss) on extinguishment of debt                 14,142                    
Secured Convertible Promissory Note [Member] | Investor [Member]                                      
Debt instrument, face amount     $ 4,250,000                                
Debt instrument, maturity date     May 20, 2022                                
Debt instrument, interest rate, stated percentage     20.00%                                
Proceeds from issuance of debt $ 100,000   $ 3,000,000                                
Percentage of debt discount 25.00%                                    
Long-term debt, gross             0   0                    
Accrued interest             0   0                    
Converted instrument, shares issued price per shares   $ 0.11                                  
Gain (loss) on extinguishment of debt   $ 40,350                       $ 531,194          
Interest rate, effective percentage     24.00%                                
Description on conversion price     The Note is convertible into common stock, at holder’s option, at 100% of market price less $0.01 per share.                                
Number of securities called by each warrant or right     9,250,000                                
Warrants term     three-year life                                
Proceeds from Issuance of Warrants     $ 1,788,038                                
Fair value adjustment of warrants     $ 1,211,962                                
Early payoff penalty     140.00%                                
Converted instrument, shares issued, value   $ 265,000                       $ 36,300          
Converted instrument, shares issued   2,986,597                       17,833,942          
Cash payment amount                           $ 500,000          
Increased interest rate                           20.00%          
Secured Convertible Promissory Note [Member] | Investor [Member] | 2021 [Member]                                      
Debt instrument, periodic payment, principal                       2,400,000              
Secured Convertible Promissory Note [Member] | Investor [Member] | Warrant 1 [Member]                                      
Number of securities called by each warrant or right     3,750,000                                
Exercise price of warrants     $ 0.40                                
Secured Convertible Promissory Note [Member] | Investor [Member] | Warrant 2 [Member]                                      
Number of securities called by each warrant or right     3,000,000                                
Exercise price of warrants     $ 0.50                                
Secured Convertible Promissory Note [Member] | Investor [Member] | Warrant 3 [Member]                                      
Number of securities called by each warrant or right     2,500,000                                
Exercise price of warrants     $ 0.60                                
Unsecured Convertible Promissory Note [Member] | Investor [Member]                                      
Converted instrument, shares issued price per shares     $ 0.01                                
Unsecured Convertible Promissory Note [Member] | 180 Diagonal Lending LLC [Member]                                      
Amortization of debt discount                 31,459                    
Unsecured Convertible Promissory Note [Member] | Scotia International of Nevada Inc [Member]                                      
Debt instrument, face amount       $ 400,000                              
Debt instrument, maturity date       Jan. 10, 2022                              
Debt instrument, interest rate, stated percentage       6.00%                              
Long-term debt, gross             0   0                    
Accrued interest             $ 0   $ 0                    
Non convertible note                             $ 75,000        
Description on conversion price       The Note is convertible into common stock, at holder’s option, at $0.50 per share as long as the Company’s common stock’s bid price is less than $0.75 per share. If the bid price is more than $0.75 per share, then Scotia may elect to convert at the average bid price of the common stock during the 10-trading day period prior to conversion.                              
Forbearance Agreement [Member] | Investor [Member]                                      
Debt instrument, periodic payment, principal                       $ 2,400,000   $ 900,000          
Forbearance Agreement [Member] | Investor [Member] | Two Thousand Twenty Two [Member]                                      
Debt instrument, periodic payment, principal                     $ 500,000                
v3.23.2
Schedule of Warrants Activity (Details) - Warrant [Member] - $ / shares
6 Months Ended 12 Months Ended
Jun. 30, 2023
Dec. 31, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Number of Warrants, Beginning Balance 200,000 9,550,000
Weighted Average Exercise Price, Beginning Balance $ 0.75 $ 0.49
Number of Warrants, Forfeited (100,000) (9,350,000)
Weighted Average Exercise Price, Forfeited $ 0.75 $ 0.49
Number of Warrants, Ending Balance 100,000 200,000
Weighted Average Exercise Price, Ending Balance $ 0.75 $ 0.75
v3.23.2
Schedule of Warrants Outstanding and Exercisable (Details) - Warrant [Member] - $ / shares
6 Months Ended
Jun. 30, 2023
Dec. 31, 2022
Dec. 31, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]      
Outstanding Warrants, Range of Exercise Price $ 0.75    
Number of Warrants Outstanding 100,000 200,000 9,550,000
Weighted Average Remaining Contractual Life 3 months 25 days    
Warrants Outstanding, Weighted Average Exercise Price $ 0.75    
Number of Warrants Exercisable 100,000    
Warrants Exercisable, Weighted Average Exercise Price $ 0.75    
v3.23.2
Stockholders’ Deficit (Details Narrative) - USD ($)
Feb. 17, 2023
Feb. 01, 2023
Jan. 18, 2023
Jan. 01, 2023
Oct. 15, 2020
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Debt conversion amount     $ 1,200,000   $ 120,000
Legends Capital Group [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   204,285,714      
Debt conversion amount   $ 2,204,695      
LW Briggs Irrevocable Trust [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   314,571,429      
Debt conversion amount   $ 3,370,371      
Claymore Management [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   52,857,143      
Debt conversion amount   $ 580,768      
Clavo Rico Inc [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   965,137,143      
Debt conversion amount   $ 9,774,869      
Pine Valley Investments [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   32,928,571      
Debt conversion amount   $ 115,250      
Justin Wilson [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock       28,571,429  
Issued shares per share price       $ 0.0006  
Stock based compensation expense       $ 17,143  
Sean Wilson [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock       28,571,429  
Issued shares per share price       $ 0.0006  
Stock based compensation expense       $ 17,143  
Cluff Rich PC 401 K [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   5,142,857      
Debt conversion amount   $ 18,000      
Fran Rich [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   16,428,571      
Debt conversion amount   $ 57,500      
Debra D'ambrosio [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   23,200,857      
Debt conversion amount   $ 81,204      
Trent D' Ambrosio [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   485,402,857      
Debt conversion amount   $ 1,794,754      
Kay Briggs [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Number of shaes issued, restricted stock   17,142,857      
Debt conversion amount   $ 60,000      
Whit Cluff [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Issued shares per share price $ 0.0014        
Stock based compensation expense $ 60,000        
Number of shaes issued, restricted stock 42,857,143        
Rod Sperry [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Issued shares per share price $ 0.0014        
Stock based compensation expense $ 4,000        
Number of shaes issued, restricted stock 2,857,143        
Brunson Chandler And Jones P LLC [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Issued shares per share price $ 0.0014        
Stock based compensation expense $ 4,000        
Number of shaes issued, restricted stock 2,857,143        
Kyle Pickard [Member]          
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]          
Issued shares per share price $ 0.0014        
Stock based compensation expense $ 20,000        
Number of shaes issued, restricted stock 14,285,714        
v3.23.2
Related Party Transactions (Details Narrative) - USD ($)
1 Months Ended
Apr. 01, 2019
Oct. 31, 2017
Feb. 28, 2014
Jun. 30, 2023
Dec. 31, 2022
Related Party Transaction [Line Items]          
Deferred salaries       $ 686,788 $ 732,346
Employment Agreement [Member] | Trent D' Ambrosio [Member]          
Related Party Transaction [Line Items]          
Compensation amount $ 300,000        
Accounts Payable and Accrued Liabilities [Member]          
Related Party Transaction [Line Items]          
Deferred salaries       686,788  
Stockholder/Director [Member]          
Related Party Transaction [Line Items]          
Payment of consulting fees per month   $ 25,000 $ 18,000    
Debra D'ambrosio [Member] | Notes Payable [Member]          
Related Party Transaction [Line Items]          
Due from related parties       23,208  
Due to related parties       39,000  
Related Party [Member] | Accounts Payable and Accrued Liabilities [Member]          
Related Party Transaction [Line Items]          
Due to related parties       $ 168,455  
v3.23.2
Commitments and Contingencies (Details Narrative)
Jan. 18, 2023
USD ($)
Oct. 15, 2020
USD ($)
Dec. 20, 2022
USD ($)
Dec. 20, 2022
HNL (L)
Commitments and Contingencies Disclosure [Abstract]        
Debt conversion amount $ 1,200,000 $ 120,000    
Tax obligations     $ 385,234.90 L 9,245,637.70
v3.23.2
Schedule of Discontinued operations (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
TOTAL CURRENT ASSETS OF DISCONTINUED OPERATIONS     $ 300,132
NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
Other assets     822,934
CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
TOTAL CURRENT LIABILITIES OF DISCONTINUED OPERATIONS     3,305,227
NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
TOTAL NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS     767,673
NET LOSS OF DISCONTINUED OPERATIONS     (497,581) $ (84,627)  
Net loss $ 123,677 (6,657,072) 84,627  
Depreciation expense     360 360  
Changes in operating assets and liabilities:          
Prepaid expenses and other current assets     1,984 9,619  
Accounts payable and accrued liabilities     (2,899) 636,905  
Accounts payable and accrued liabilities - related parties     (1,278,250) 613,981  
Net cash provided by (used in) operating activities of discontinued operations     (466) 87,125  
INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS          
Net cash used in investing activities of discontinued operations     (652) (44,167)  
Discontinued Operations, Disposed of by Sale [Member]          
CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
Cash and cash equivalents     2,576
Accounts receivable     10,752
Inventories     277,106
Prepaid expenses and other current assets     9,698
TOTAL CURRENT ASSETS OF DISCONTINUED OPERATIONS     300,132
NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS:          
Property, plant and equipment, net     680,643
Other assets     142,291
TOTAL NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS     822,934
CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
Accounts payable and accrued liabilities     2,504,735
Finance lease liabilities - current portion     139,029
Note payable     272,418
Taxes payable     389,045
TOTAL CURRENT LIABILITIES OF DISCONTINUED OPERATIONS     3,305,227
NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS:          
Finance lease liabilities, net of current portion     23,851
Mine reclamation obligation     743,822
TOTAL NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS     $ 767,673
Precious Metals Income 470,198 1,365,387  
Cost of goods sold 510,680 315,152 1,239,578  
Gross profit (loss) (40,482) (315,152) 125,809  
General and administrative 83,933 181,519 188,396  
Depreciation and amortization 1,012 212 2,293  
OPERATING EXPENSES OF DISCONTINUED OPERATIONS 84,945 181,731 190,689  
OPERATING LOSS OF DISCONTINUED OPERATIONS (125,427) (496,883) (64,880)  
Other (income) expense (1,782) (7,667)  
Interest expense 698  
OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS (1,782) 698 (7,667)  
LOSS BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS (123,645) (497,581) (57,213)  
Provision for income taxes of discontinued operations (32) (27,414)  
NET LOSS OF DISCONTINUED OPERATIONS $ (123,677) (497,581) (84,627)  
Net loss     (497,581) (84,627)  
Depreciation expense     4,259 22,017  
Changes in operating assets and liabilities:          
Trade receivables     91 (9,830)  
Inventories     (12,981) (67,313)  
Prepaid expenses and other current assets     (34,670) (38,024)  
Accounts payable and accrued liabilities     (294,243) 271,440  
Accounts payable and accrued liabilities - related parties     834,659 (6,538)  
Net cash provided by (used in) operating activities of discontinued operations     (466) 87,125  
INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS          
Purchase of property, plant and equipment     (652) (44,167)  
Net cash used in investing activities of discontinued operations     $ (652) $ (44,167)  

Inception Mining (PK) (USOTC:IMII)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Inception Mining (PK) Charts.
Inception Mining (PK) (USOTC:IMII)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Inception Mining (PK) Charts.