Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2021 | Jun. 29, 2021 | Sep. 30, 2020 | |
Cover [Abstract] | |||
Entity Registrant Name | Sundance Strategies, Inc. | ||
Entity Central Index Key | 0001171838 | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2021 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --03-31 | ||
Entity a Well-known Seasoned Issuer | No | ||
Entity a Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 33,843,844 | ||
Entity Common Stock, Shares Outstanding | 41,308,441 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Current Assets | ||
Cash and cash equivalents | $ 21,179 | $ 28,784 |
Prepaid expenses and other assets | 9,393 | 2,205 |
Total Current Assets | 30,572 | 30,989 |
Current Liabilities | ||
Accounts payable | 893,675 | 481,716 |
Accrued expenses | 215,443 | |
Current portion of notes payable, related parties | 826,000 | |
Stock repurchase payable | 400,000 | 400,000 |
Total Current Liabilities | 2,335,118 | 881,716 |
Long-Term Liabilities | ||
Accrued expenses | 495,708 | 424,954 |
Notes payable, related parties, net of current portion | 1,915,808 | 2,450,508 |
Total Long-Term Liabilities | 2,411,516 | 2,875,462 |
Total Liabilities | 4,746,634 | 3,757,178 |
Stockholders' Deficit | ||
Preferred stock, authorized 10,000,000 shares, par value $0.001; -0- shares issued and outstanding | ||
Common stock, authorized 500,000,000 shares, par value $0.001; 40,108,441 and 37,828,441 shares issued and outstanding as of March 31, 2021 and 2020, respectively | 40,109 | 37,829 |
Additional paid in capital | 24,728,638 | 24,191,224 |
Accumulated deficit | (29,484,809) | (27,955,242) |
Total Stockholders' Deficit | (4,716,062) | (3,726,189) |
Total Liabilities and Stockholders' Deficit | $ 30,572 | $ 30,989 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Mar. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares issued | 40,108,441 | 37,828,441 |
Common stock, shares outstanding | 40,108,441 | 37,828,441 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Interest Income on Investment in Net Insurance Benefits | ||
General and Administrative Expenses | 907,978 | 828,446 |
Loss from Operations | (907,978) | (828,446) |
Other Income (Expense) | ||
Gain on Extinguishment of Debt | 26,458 | |
Interest expense | (225,296) | (174,388) |
Financing expense | (422,751) | (110,000) |
Total Other Income (Expense) | (621,589) | (284,388) |
Loss Before Income Taxes | (1,529,567) | (1,112,834) |
Income Tax Provision (Benefit) | ||
Net Loss | $ (1,529,567) | $ (1,112,834) |
Loss per share - basic and diluted | $ (0.04) | $ (0.03) |
Weighted average shares outstanding - basic and diluted | 38,904,715 | 37,828,441 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Deficit - USD ($) | Common Stock [Member] | Additional Paid In Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Mar. 31, 2019 | $ 37,829 | $ 24,191,224 | $ (26,842,408) | $ (2,613,355) |
Balance, shares at Mar. 31, 2019 | 37,828,441 | |||
Net loss | (1,112,834) | (1,112,834) | ||
Balance at Mar. 31, 2020 | $ 37,829 | 24,191,224 | (27,955,242) | (3,726,189) |
Balance, shares at Mar. 31, 2020 | 37,828,441 | |||
Net loss | (1,529,567) | (1,529,567) | ||
Common stock issued for consulting services | $ 280 | 5,964 | 6,244 | |
Common stock issued for consulting services, shares | 280,000 | |||
Common stock issued for director compensation | $ 1,500 | 31,950 | 33,450 | |
Common stock issued for director compensation, shares | 1,500,000 | |||
Common stock issued for cash | $ 500 | 499,500 | 500,000 | |
Common stock issued for cash, shares | 500,000 | |||
Balance at Mar. 31, 2021 | $ 40,109 | $ 24,728,638 | $ (29,484,809) | $ (4,716,062) |
Balance, shares at Mar. 31, 2021 | 40,108,441 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating Activities | ||
Net Loss | $ (1,529,567) | $ (1,112,834) |
Adjustments to reconcile to net cash provided by (used in) operating activities: | ||
Share based compensation - common stock | 39,694 | |
Expense paid on behalf of Company by director | 7,000 | |
Gain on Extinguishment of Debt | (26,458) | |
Changes in operating assets and liabilities | ||
Prepaid expenses and other assets | (7,188) | 2,903 |
Accounts payable | 411,959 | 174,845 |
Accrued expenses | 286,197 | 184,791 |
Net Cash used in Operating Activities | (818,363) | (750,295) |
Financing Activities | ||
Proceeds from issuance of notes payable, related party | 284,300 | 778,500 |
Common Stock Issued for Cash | 500,000 | |
Proceeds from Paycheck Protection Program Loan | 26,458 | |
Net Cash provided by Financing Activities | 810,758 | 778,500 |
Net Change in Cash and Cash Equivalents | (7,605) | 28,205 |
Cash and Cash Equivalents at Beginning of Period | 28,784 | 579 |
Cash and Cash Equivalents at End of Period | 21,179 | 28,784 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | ||
Cash paid for income taxes |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Organization and Basis of Presentation | (1) ORGANIZATION AND BASIS OF PRESENTATION Sundance Strategies, Inc. (formerly known as Java Express, Inc.) was organized under the laws of the State of Nevada on December 14, 2001, and engaged in the retail selling of beverage products to the general public until these endeavors ceased in 2006; it had no material business operations from 2006, until its acquisition of ANEW LIFE, INC. (“ANEW LIFE”), a subsidiary of Sundance Strategies, Inc. (“Sundance Strategies”, “the Company”, “we” or “our”). Our historical business model has focused on purchasing or acquiring life insurance policies and residual interests in or financial products tied to life insurance policies, including notes, drafts, acceptances, open accounts receivable and other obligations representing part or all of the sales price of insurance, life settlements and related insurance contracts being traded in the secondary marketplace, often referred to as the “life settlements market.” During the latter part of the fiscal year ended March 31, 2021, the Company began developing an additional business offering, providing professional services to specialty structured finance groups, bond issuers and life settlement aggregators. The Company has now assembled an experienced team from the life settlement marketplace, as well as from other areas such as financial services and public financial markets. As a professional services provider, the Company applies industry best practices to advise on the selection of specific portfolios of life insurance policies that are tailored to meet the needs of its clients. The Company’s clients may include bond issuers, bond investors, or other structured finance product issuers. The Company develops strategies and methodologies which include the acquisition of life insurance portfolios, then uses common structured finance techniques and proprietary analytics to structure bonds for issuances, including principal protected bonds. The Company’s goal is to deliver long-term value and profitability to shareholders by growing the Company’s professional services business and asset base, resulting in the ability to pay dividends to its shareholders. Most recently the Company began working closely with bond placement agents and aggregators to establish various aspects of a proprietary, investment grade bond offering. In this arrangement, the Company participates as the sole originator in the role of structuring and advising on the structure of the proprietary bond instrument. Included in the role of structuring financial assets, the Company uses proprietary analytics to establish the makeup of the rated instrument, including but not limited to, life settlement assets (life insurance policies) and managed cash, and implements a process of selective assembly of the underlying assets and cash management that will meet the policy requirements and analytics. The Company provides current and ongoing resources for all analytics, as well as advisement support for the investment and non-investment grade ratings for the managed asset pool and the managed cash accounts. In its advisory role, the Company is reimbursed for all expenses associated with the structuring and preparation of any bond offering, will receive an advisory payment upon the closing of any bond offering, and then will hold residual rights on the balance of assets once the bond is retired. Subsequent to March 31, 2021, the Company and US Capital Global Securities LLC, an affiliate of US Capital Global, entered into an arrangement wherein the Company is the lead advisor and lead originator of tailored life insurance portfolios to be used in a life insurance-linked bond offering (“bond offering”) of between $250 million to $500 million. US Capital Global Securities LLC is the lead placement agent and is marketing the bond offering on behalf of the issuer on a best efforts basis to qualified investors. The Company has worked with Egan Jones rating agency to obtain a minimum of BBB plus to an A minus rating on the bond offering. This initial rating is based upon a sample portfolio of life settlement assets similar to those expected to be utilized in the bond offering. Once a percentage of the bond offering is in escrow, then the actual life settlement portfolios will be purchased and held until the bond offering closes. Once the final group of assets are assembled, then a final rating will be obtained. The Company has engaged a licensed asset manager, whose projected returns will be approved by the rating agency. Important for the success of the bond is the treatment of the various cash accounts that will support the bond. The two primary accounts will be the Investment account and the Cash Reserve account. These accounts will represent approximately 40% of the total cash raised from the bond offering. The Investment and Cash Reserve accounts are projected to produce sufficient annual returns to support the cost associated to maintain the bonds. A nationally recognized trust manager has been engaged to insure all the workings of the bond are handled properly and timely. An actuarial company has also been engaged to provide the modeling needed for the rating agency, asset manager and bond issuer. For services provided, the Company will receive a fee upon the closing on the bond offering and will also hold a residual monetary right to cash flows from the life settlement assets once the bond is retired. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Estimates, Cash and Cash Equivalents, Basic and Diluted Net Loss Per Common Share, Stock Based Compensation Income Taxes, The tax effects from an uncertain tax position can be recognized in the financial statements only if the position is more likely than not of being sustained if the position were to be challenged by a taxing authority. The Company has examined the tax positions taken in its tax returns and determined that there are no uncertain tax positions. As a result, the Company has recorded no uncertain tax liabilities in its balance sheet. Interest and penalties for uncertain positions, when applicable, would be recognized as a component of income tax expense. The Company files United States Federal and State income tax returns. The income tax returns of the Company are subject to examination by taxing authorities for three to five years from the date they are filed. The Company has tax returns subject to examination for 2015-2020. Principles of Consolidation, Fair Value, Those levels of input are summarized as follows: ● Level 1: Quoted prices in active markets for identical assets and liabilities. ● Level 2: Observable inputs other than Level 1 quoted prices, such as quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. ● Level 3: Unobservable inputs that are supported by little or no market activity. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques as well as instruments for which the determination of fair value requires significant management judgment or estimation. The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company did not have any transfers of assets and liabilities between Levels 1, 2 and 3 of the fair value measurement hierarchy during the years ended March 31, 2021 and 2020. The Company’s recorded values of cash and cash equivalents, accounts payable and accrued liabilities approximate their fair values based on their short-term nature. The recorded values of the Notes Payable, Related Parties and Convertible Debenture approximates the fair values as the interest rate approximates market interest rates. |
New Accounting Pronouncements
New Accounting Pronouncements | 12 Months Ended |
Mar. 31, 2021 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | 3) NEW ACCOUNTING PRONOUNCEMENTS Adopted During the Year Ended March 31, 2021 In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses. ASU 2016-13 requires entities to report “expected” credit losses on financial instruments and other commitments to extend credit rather than the current “incurred loss” model. These expected credit losses for financial assets held at the reporting date are to be based on historical experience, current conditions, and reasonable and supportable forecasts. This ASU will also require enhanced disclosures relating to significant estimates and judgments used in estimating credit losses, as well as the credit quality. The amendments are effective for the Company’s fiscal year beginning April 1, 2020, including interim periods within that fiscal year. The adoption of this standard did not have an impact on the consolidated financial statements because the Company does not hold financial instruments subject to credit losses. Not Yet Adopted The Company has reviewed all other recently issued, but not yet adopted, accounting standards, in order to determine their effects, if any, on its results of operations, financial position or cash flows. Based on that review, the Company believes that none of these pronouncements will have a significant effect on its financial statements. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 12 Months Ended |
Mar. 31, 2021 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | (4) CASH AND CASH EQUIVALENTS Cash and cash equivalents consist principally of currency on hand and demand deposits at commercial banks. The Company had $21,179 and $28,784 in cash and cash equivalents as of March 31, 2021, and 2020, respectively. The Company maintains non-interest-bearing accounts at one financial institution. The accounts at this institution are insured by the Federal Deposit Insurance Corporation (FDIC) up to $250,000. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | (5) STOCKHOLDERS’ EQUITY Common Stock Effective December 6, 2018, three existing stockholders have contributed to the Company a portion of their common shares held at a repurchase price to the Company of $0.05 per share. The Company has cancelled the acquired shares, which decreased the outstanding common shares on the books of the Company. The total number of common shares canceled/retired was 8,000,000. The total liability related to the repurchase of these shares is $400,000, with repayment contingent on a major financing event. During August 2020, the Company awarded members of the Board of Directors a total of 1,500,000 shares of the Company’s common stock, in lieu of director cash compensation. The stock awards vested 25% on the date of grant and the remainder of the shares vested equally over the three months following the date grant. As of March 31, 2021, all grant shares were 100% vested. Using a fair value stock price of $0.0223 per share, the transaction resulted in a compensation expense of $33,450, which was fully recognized during the year ended March 31, 2021. On October 5, 2020, the Company granted one of its consultants 280,000 shares of the Company’s common stock in exchange for services performed. The shares vested upon issuance, and the Company is under no obligation to register the restricted shares. Using a fair value stock price of $0.0223 per share, the transaction resulted in a consulting expense of $6,244, which was fully recognized during the year ended March 31, 2021. On November 10, 2020, the Company issued a private placement memorandum offering to raise up to $1,000,000 through the issuance of restricted shares of the Company’s common stock (par value $0.001) to qualified investors. As of March 31, 2021, the Company had received subscription agreements from related parties, which are family members and business associates of a significant stockholder for 500,000 common shares at a purchase price of $1 per share, with proceeds to the Company totaling $500,000. Warrants to Purchase Common Stock Effective April 3, 2020, the related party, note payable and line of credit agreement with the Chairman of the Board of Directors and a stockholder (see Note 6) was amended to include a formal provision that provides the related party lender with common stock warrants upon the lenders extension of a maturity due date or upon the loaning of additional monies. The number of warrants issued will be based on the following formula: 10,000 warrants per month the due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including interest) at the time of the extension (rounded to the nearest whole warrant). Effective April 3, 2020, the number of warrants to be issued upon the loaning of additional monies is 2 warrants for each dollar loaned. In addition, Mr. Dickman, the holder of the related party, unsecured promissory notes (see Note 6) has informed the Company that, at such time the Company requests either an extension or additional monies from the lender, in addition to interest, the lender will require 10,000 warrants per month the due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including interest) at the time of the extension (rounded to the nearest whole warrant). Upon the loaning of additional monies, the lender will also require 2 warrants for each dollar loaned. On October 1, 2020, the related party, note payable and line of credit agreement with Radiant Life, LLC, an entity partially owned by the Chairman of the Board of Directors (see Note 6) was amended to include a formal provision that provides the related party lender with common stock warrants upon the lenders extension of a maturity due date or upon the loaning of additional monies. The number of warrants issued will be based on the following formula: 10,000 warrants per month the due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including interest) at the time of the extension (rounded to the nearest whole warrant). In addition, the number of warrants to be issued upon the loaning of additional monies is 2 warrants for each dollar loaned. In this amendment, the due date was extended from August 31, 2021 to November 30, 2022 or at the immediate time when alternative financing or other proceeds are received. As per the provision outlined above, and in conjunction with the extension of the due date of the agreement, the Company also agreed to provide the Radiant Life, LLC with warrants for 579,754 shares of common stock at an exercise price of $0.05 per share. The warrants have a 5-year exercise window from the date of the extension agreement. As of March 31, 2021 and 2020, the Company held outstanding warrants to related parties totaling 3,488,754 and 1,702,000, respectively. All warrants have an exercise price of $0.05 per share, a five-year life as of the date of grant and expire between November 2024 and October 2025. The estimated fair value of the warrants on the date of grant, as calculated by the Black-Scholes-Merton valuation model, was not significant. The inputs used in this calculation included a fair value of $0.0223 per share, a risk-free rate of 0.23% to 1.67%, volatility of 20% to 123% and a dividend rate of 0%. The average remaining outstanding life of the warrants as of March 31, 2021, was 4.13 years. The shares of common stock issuable upon exercise of the warrants are not registered with the Securities and Exchange Commission and the holders of the warrants do not have registration rights with respect to the warrants or the underlying shares of common stock. |
Notes Payable, Related Party
Notes Payable, Related Party | 12 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable, Related Party | (6) NOTES PAYABLE, RELATED PARTY As of March 31, 2021 and 2020, the Company had borrowed $2,741,808 and $2,450,508 respectively, excluding accrued interest, from related parties. The interest associated with the Notes Payable, Related Party of $513,665 and $288,369 is recorded on the balance sheet as an Accrued Expense obligation at March 31, 2021 and March 31, 2020, respectively. Related Party Promissory Notes As of both March 31, 2021 and 2020, the Company owed $826,000 under the unsecured promissory notes from Mr. Glenn S. Dickman, a stockholder and member of the Board of Directors. The promissory notes bear interest at a rate of 8% annually. The notes are due on November 30, 2021, or at the immediate time when alternative financing or other proceeds are received. In addition, as mentioned in Note 5, prior to March 31, 2020, the Company had provided Mr. Dickman warrants for 1,202,000 shares of common stock. During the year ended March 31, 2021, the Company neither borrowed any additional funds under this agreement nor made any principal repayments. As of March 31, 2021, accrued interest on the notes totaled $142,182. In the event the Company completes a successful equity raise all principal and interest on the notes are due in full at that time. Related Party Note Payable and Line of Credit Agreements As of March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 As discussed in Note 5, effective April 3, 2020, a provision to the lending agreement provides the related party lender with common stock warrants upon the lenders extension of a maturity due date or upon the loaning of additional monies. Under this provision, additional warrants for 527,600 shares of common stock were issued in conjunction with the $263,800 borrowed during the year ended March 31, 2021 March 31, 2021 As of March 31, 2021 and 2020, the Company owed $859,508 and $829,508 in principal, respectively, under the note payable and lines of credit agreement with Radiant Life, LLC, an entity partially owned by the Chairman of the Board of Directors. The agreement allows for borrowings of up to $2,130,000. On October 1, 2020, the related party, note payable and line of credit agreement was amended to extend the due date from August 31, 2021 to November 30, 2022 or at the immediate time when alternative financing or other proceeds are received. The note payable and line of credit agreement incurs interest at 7.5% per annum and is collateralized by the Company’s NIBS, if any. During the year ended March 31, 2021 the Company borrowed $30,000 of principal under this agreement and made no repayments. As of March 31, 2021, accrued interest on this agreement totaled $228,972. As per the provision outlined in Note 5, and in conjunction with the extension of the due date of the agreement, the Company also agreed to provide the Radiant Life, LLC with warrants for 579,754 shares of common stock at an exercise price of $0.05 per share. The warrants have a 5-year exercise window from the date of the extension agreement. |
Convertible Debenture Agreement
Convertible Debenture Agreement | 12 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Convertible Debenture Agreement | (7) CONVERTIBLE DEBENTURE AGREEMENT The Company has entered into an 8% convertible debenture agreement with Satco International, Ltd., that allows for borrowings of up to $3,000,000. The holder originally had the option to convert the outstanding principal and accrued interest to unregistered, restricted common stock of the Company on June 2, 2016. Per the agreement, the number of shares issuable at conversion shall be determined by the quotient obtained by dividing the outstanding principal and accrued and unpaid interest by 90% of the 90 day average closing price of the Company’s common stock from the date the notice of conversion is received; and the price at which the Debenture may be converted will be no lower than $1.00 per share. The original maturity date was June 2, 2016, but was later extended, through a series of extensions, to December 1, 2020. On July 13, 2020, the Company agreed to amend the convertible debenture agreement to extend the due date and conversion rights from December 1, 2020 to November 30, 2021. As of March 31, 2021 and 2020, the Company owed $0 under the agreement, excluding accrued interest. The associated interest of $124,225 is recorded on the balance sheet as an accrued expense obligation at March 31, 2021 and 2020. |
Other Debt
Other Debt | 12 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Other Debt | (8) OTHER DEBT On April 20, 2020, the Company received funding under a Paycheck Protection Program (“PPP”) loan (the “PPP Loan”) from CCBank (the “Lender”). The principal amount of the PPP Loan was $26,458. The PPP was established under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and is administered by the U.S. Small Business Administration (the “SBA”). The PPP Loan has a two-year term, maturing on April 20, 2022. The interest rate on the PPP Loan is 1.0% per annum. Principal and interest are payable in monthly installments, beginning on November 20, 2020, until maturity with respect to any portion of the PPP Loan which is not forgiven as described below. The Company did not provide any collateral or guarantees for the PPP Loan, nor did the Company pay any facility charge to obtain the PPP Loan. The PPP Loan provides for customary events of default, including, among others, those relating to failure to make payment, bankruptcy, breaches of representations and material adverse effects. The PPP Loan could be partially or fully forgiven if the Company complied with the provisions of the CARES Act, including the use of PPP Loan proceeds for payroll costs, rent, utilities and other expenses, provided that such amounts are incurred during a 24-week period that commenced on April 20, 2020, and at least 60% of any forgiven amount had been used for covered payroll costs as defined by the CARES Act. On December 9, 2020, the Company received notice that the full PPP Loan amount of $26,458 had been forgiven. As such, the Company recorded $26,458 of Gain on Extinguishment of Debt on its Statement of Operations for the year ended March 31, 2021 |
Liquidity Requirements
Liquidity Requirements | 12 Months Ended |
Mar. 31, 2021 | |
CashReceivedOnAccruedInterestIncome | |
Liquidity Requirements | (9) LIQUIDITY REQUIREMENTS Since the Company’s inception on January 31, 2013, its operations have been primarily financed through sales of equity, debt financing from related parties and the issuance of notes payable and convertible debentures. As of March 31, 2021, the Company had $21,179 of cash assets, compared to $28,784 as of March 31, 2020. As of March 31, 2021, the Company had access to draw an additional $4,814,192 on the notes payable, related party (see Note 6) and $3,000,000 on the Convertible Debenture Agreement (See Note 7). For the year ended March 31, 2021, the Company’s average monthly operating expenses were approximately $75,000, which includes salaries of our employees, consulting agreements and contract labor, general and administrative expenses and legal and accounting expenses. The Company anticipates the average monthly expenses of $75,000 to decrease by approximately $10,000 over the next 12 months, resulting in ongoing, average monthly expenses of approximately $65,000. In addition to the monthly operating expenses, the Company continues to pursue other debt and equity financing opportunities, and as a result, financing expenses of $422,751 and $110,000 were incurred during the years ended March 31, 2021, and 2020, respectively. As management continues to explore additional financing alternatives, beginning April 1, 2021 the Company is expected to spend up to an additional $400,000 on these efforts. Outstanding Accounts Payable as of March 31, 2021 totaled $893,674. Management has concluded that its existing capital resources and availability under its existing convertible debentures and debt agreements with related parties will be sufficient to fund its operating working capital requirements for at least the next 12 months, or through June 2022. Related parties have given assurance that their continued support, by way of either extensions of due dates, or increases in lines-of-credit, can be relied on. As mentioned above, the Company also continues to evaluate other debt and equity financing opportunities. The recent outbreak of COVID-19 originated in Wuhan, China, in December 2019 and has since spread to multiple countries, including the United States and several European countries. On March 11, 2020, the World Health Organization declared the outbreak a pandemic. The COVID-19 pandemic is affecting the United States and global economies and may affect the Company’s operations and those of third parties on which the Company relies. While the potential economic impact brought by, and the duration of, the COVID-19 pandemic is difficult to assess or predict, the impact of the COVID-19 pandemic on the global financial markets may reduce the Company’s ability to access capital, which could negatively impact the Company’s short-term and long-term liquidity. The ultimate impact of the COVID-19 pandemic is highly uncertain and subject to change. The Company does not yet know the full extent of potential delays or impacts on its business, financing or other activities or on healthcare systems or the global economy as a whole. However, these effects could have a material impact on the Company’s liquidity, capital resources, operations and business and those of the third parties on which we rely. The accompanying financial statements have been prepared on a going concern basis under which the Company is expected to be able to realize its assets and satisfy its liabilities in the normal course of business. |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (10) INCOME TAXES The Company provides for income taxes under ASC 740, Income Taxes. ASC 740 requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. The Company recorded no provision for income taxes for the years ended March 31, 2021 and 2020. The income tax provision differs from the amount of income tax determined by applying the U.S. federal tax rate of 21% to pretax income from continuing operations for the years ended March 31, 2021 and 2020, due to the following: 2021 2020 Income tax benefit at U. S. federal statutory rates: $ (321,209 ) $ (233,695 ) State tax, net of federal benefit (59,814 ) (43,517 ) Permanent and other differences 6,616 20 Change in valuation allowance 374,407 277,273 Change in statutory rate - - Other - (81 ) $ - $ - The tax effects of significant items comprising the Company’s net deferred taxes as of March 31, 2021 and 2020 were as follows: 2021 2020 Deferred Tax assets: Net operating loss carry forwards $ 6,948,511 $ 6,574,104 Stock and warrant compensation 479,708 479,708 Valuation allowance (7,428,219 ) (7,053,812 ) Net deferred tax asset $ - $ - Deferred tax liability: Investment in net insurance benefits - Net deferred tax liability $ - $ - The Company assesses the need for a valuation allowance against its deferred income tax assets at March 31, 2021. Factors considered in this assessment include recent and expected future earnings and the Company’s liquidity and equity positions. During the year ended March 31, 2018, the underlying policies related to the Company’s NIBs were subject to foreclosure (see Note 1). As a result, the Company has placed a 100% valuation allowance on the deferred tax assets. The deferred tax assets primarily relate to net operating loss carryforwards. As of March 31, 2021, the Company has U.S. federal net operating loss carryforwards of $27,893,903. These carry forwards are available to offset future taxable income, if any, and begin to expire in 2021. The utilization of the net operating loss carry forwards is dependent upon the tax laws in effect at the time the net operating loss carry forwards can be utilized and may be significantly limited based on ownership changes within the meaning of section 382 of the Internal Revenue Code. Under FASB ASC 740-10-05-6, tax benefits are recognized only for the tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon ultimate settlement. Unrecognized tax benefits are tax benefits claimed in the company’s tax return that do not meet these recognition and measurement standards. The Company had no liabilities for unrecognized tax benefits and the Company has recorded no additional interest or penalties. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | (11) SUBSEQUENT EVENTS Subsequent to year end, the following events transpired: On April 6, 2021, the Company borrowed $300,000 under an unsecured promissory note with Satco International, Ltd.. 8% convertible debenture agreement that the Company has in place with Satco International, Ltd.. In conjunction with this note, the Company issued a warrant for On May 4, 2021, the Company issued 1,200,000 shares of the Company’s common stock to members of the Board of Directors. The stock awards vested 25% on the date of grant and the remainder of the shares vested equally over the three months following the date grant. Using a fair value stock price of $0.062 per share, the transaction resulted in a compensation expense of $73,200, which is to be recognized according to the vesting schedule outlined above. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Estimates | Estimates, |
Cash and Cash Equivalents | Cash and Cash Equivalents, For purposes of reporting cash flows, the Company considers all highly-liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents |
Basic and Diluted Net Loss Per Common Share | Basic and Diluted Net Loss Per Common Share, |
Stock Based Compensation | Stock Based Compensation |
Income Taxes | Income Taxes, The tax effects from an uncertain tax position can be recognized in the financial statements only if the position is more likely than not of being sustained if the position were to be challenged by a taxing authority. The Company has examined the tax positions taken in its tax returns and determined that there are no uncertain tax positions. As a result, the Company has recorded no uncertain tax liabilities in its balance sheet. Interest and penalties for uncertain positions, when applicable, would be recognized as a component of income tax expense. The Company files United States Federal and State income tax returns. The income tax returns of the Company are subject to examination by taxing authorities for three to five years from the date they are filed. The Company has tax returns subject to examination for 2015-2020 |
Principles of Consolidation | Principles of Consolidation, |
Fair Value | Fair Value, Those levels of input are summarized as follows: ● Level 1: Quoted prices in active markets for identical assets and liabilities. ● Level 2: Observable inputs other than Level 1 quoted prices, such as quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. ● Level 3: Unobservable inputs that are supported by little or no market activity. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques as well as instruments for which the determination of fair value requires significant management judgment or estimation. The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company did not have any transfers of assets and liabilities between Levels 1, 2 and 3 of the fair value measurement hierarchy during the years ended March 31, 2021 and 2020. The Company’s recorded values of cash and cash equivalents, accounts payable and accrued liabilities approximate their fair values based on their short-term nature. The recorded values of the Notes Payable, Related Parties and Convertible Debenture approximates the fair values as the interest rate approximates market interest rates. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provision by Applying US Federal Tax Rate to Pretax Income from Continuing Operations | The income tax provision differs from the amount of income tax determined by applying the U.S. federal tax rate of 21% to pretax income from continuing operations for the years ended March 31, 2021 and 2020, due to the following: 2021 2020 Income tax benefit at U. S. federal statutory rates: $ (321,209 ) $ (233,695 ) State tax, net of federal benefit (59,814 ) (43,517 ) Permanent and other differences 6,616 20 Change in valuation allowance 374,407 277,273 Change in statutory rate - - Other - (81 ) $ - $ - |
Schedule of Deferred Taxes | The tax effects of significant items comprising the Company’s net deferred taxes as of March 31, 2021 and 2020 were as follows: 2021 2020 Deferred Tax assets: Net operating loss carry forwards $ 6,948,511 $ 6,574,104 Stock and warrant compensation 479,708 479,708 Valuation allowance (7,428,219 ) (7,053,812 ) Net deferred tax asset $ - $ - Deferred tax liability: Investment in net insurance benefits - Net deferred tax liability $ - $ - |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details Narrative) - Subsequent Event [Member] - US Capital Global Securities LLC [Member] - Bond Offering [Member] | 3 Months Ended |
Jun. 25, 2021USD ($) | |
Percentage of cash received on offering | 40.00% |
Minimum [Member] | |
Cash received from offering | $ 250,000,000 |
Maximum [Member] | |
Cash received from offering | $ 500,000,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - shares | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Accounting Policies [Abstract] | ||
Potentially dilutive securities outstanding | 3,488,754 | 1,702,000 |
Cash and Cash Equivalents (Deta
Cash and Cash Equivalents (Details Narrative) - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Cash and Cash Equivalents [Abstract] | ||
Cash and cash equivalents | $ 21,179 | $ 28,784 |
FDIC insured amount | $ 250,000 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | Nov. 10, 2020 | Oct. 05, 2020 | Oct. 02, 2020 | Dec. 06, 2018 | Aug. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Fair value per share | $ 0.0223 | ||||||
Compensation expense | $ 39,694 | ||||||
Amount of consulting expense upon services | 6,244 | ||||||
Issuance of restricted shares | $ 500,000 | ||||||
Common stock, par value | $ 0.001 | $ 0.001 | |||||
Warrants issue description | The number of warrants issued will be based on the following formula: 10,000 warrants per month the due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including interest) at the time of the extension (rounded to the nearest whole warrant). Effective April 3, 2020, the number of warrants to be issued upon the loaning of additional monies is 2 warrants for each dollar loaned. | ||||||
Warrants exercise price | $ 0.05 | ||||||
Warrants term | 5 years | ||||||
Warrants outstanding | 3,488,754 | 1,702,000 | |||||
Description of warrant expiration date | Expire between November 2024 and October 2025. | ||||||
Weighted average remaining life of warrants | 4 years 1 month 16 days | ||||||
Investors [Member] | |||||||
Common stock, par value | $ 0.001 | ||||||
Subscription Agreements [Member] | |||||||
Proceeds from issuance of private placement | $ 500,000 | ||||||
Purchase price per shares | $ 1 | ||||||
Issuance of common stock for private placement | 500,000 | ||||||
Notes Payable and Lines of Credit Agreement [Member] | |||||||
Warrants purchase for common stock | 527,600 | ||||||
Notes Payable and Lines of Credit Agreement [Member] | Radiant Life, LLC [Member] | |||||||
Warrants issue description | The number of warrants issued will be based on the following formula: 10,000 warrants per month the due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including interest) at the time of the extension (rounded to the nearest whole warrant). In addition, the number of warrants to be issued upon the loaning of additional monies is 2 warrants for each dollar loaned. | ||||||
Description of warrant extended period | the due date was extended from August 31, 2021 to November 30, 2022 | ||||||
Warrants purchase for common stock | 579,754 | 579,754 | |||||
Warrants exercise price | $ 0.05 | $ 0.05 | |||||
Warrants term | 5 years | 5 years | |||||
Restricted Stock [Member] | Private Placement Offering [Member] | |||||||
Issuance of restricted shares | $ 1,000,000 | ||||||
Three Existing Shareholders [Member] | |||||||
Stock repurchase, price per share | $ 0.05 | ||||||
Number of shares cancelled/retired | 8,000,000 | ||||||
Number of stock value repurchased | $ 400,000 | ||||||
Board of Directors [Member] | |||||||
Number of common stock issued of compensation | 1,500,000 | ||||||
Percentage of stock awards vested | 25.00% | ||||||
Percentage of grants shares vested | 100.00% | ||||||
Fair value per share | $ 0.0223 | ||||||
Compensation expense | $ 33,450 | ||||||
One Consultants [Member] | |||||||
Fair value per share | $ 0.0223 | ||||||
Number of common stocks issued upon services performed | 280,000 | ||||||
Amount of consulting expense upon services | $ 6,244 | ||||||
Mr. Dickman [Member] | |||||||
Warrants issue description | The lender will require 10,000 warrants per month the due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including interest) at the time of the extension (rounded to the nearest whole warrant). Upon the loaning of additional monies, the lender will also require 2 warrants for each dollar loaned. | ||||||
Risk-free rate, minimum | 0.23% | ||||||
Risk-free rate, maximum | 1.67% | ||||||
Volatility rate, minimum | 20.00% | ||||||
Volatility rate, maximum | 123.00% | ||||||
Dividend rate | 0.00% |
Notes Payable, Related Party (D
Notes Payable, Related Party (Details Narrative) - USD ($) | Oct. 27, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Oct. 02, 2020 |
Notes payable, related parties | $ 2,741,808 | $ 2,450,508 | ||
Accrued interest | $ 513,665 | 288,369 | ||
Warrants exercise price | $ 0.05 | |||
Warrants term | 5 years | |||
Proceeds from related party debt | $ 284,300 | 778,500 | ||
Notes Payable and Lines of Credit Agreement [Member] | ||||
Notes payable, related parties | $ 1,056,300 | 795,000 | ||
Debt instrument due date, description | August 31, 2021 | |||
Warrants purchase of common stock | 527,600 | |||
Notes payable | $ 4,600,000 | |||
Proceeds from related party debt | 256,800 | |||
Expense paid | 7,000 | |||
Debt principal borrowing amount | 263,800 | |||
Repayments of related party debt | $ 2,500 | |||
Notes Payable and Lines of Credit Agreement [Member] | October 2020 Due [Member] | ||||
Warrants purchase of common stock | 679,400 | |||
Notes Payable and Lines of Credit Agreement [Member] | Radiant Life, LLC [Member] | ||||
Notes payable, related parties | $ 859,508 | 829,508 | ||
Debt instrument due date, description | August 31, 2021 | |||
Warrants purchase of common stock | 579,754 | 579,754 | ||
Warrants exercise price | $ 0.05 | $ 0.05 | ||
Warrants term | 5 years | 5 years | ||
Notes payable | $ 2,130,000 | |||
Notes Payable and Lines of Credit Agreement [Member] | Radiant Life, LLC [Member] | The Company's NIBS [Member] | ||||
Accrued interest | $ 228,972 | |||
Debt interest rate | 7.50% | |||
Notes payable | $ 30,000 | |||
Notes Payable and Lines of Credit Agreement [Member] | The Company's NIBS [Member] | ||||
Accrued interest | $ 142,511 | |||
Debt interest rate | 7.50% | |||
Notes Payable and Lines of Credit Agreement [Member] | Extended Maturity [Member] | ||||
Debt instrument due date, description | November 30, 2022 | |||
Notes Payable and Lines of Credit Agreement [Member] | Extended Maturity [Member] | Radiant Life, LLC [Member] | ||||
Debt instrument due date, description | November 30, 2022 | |||
Related Party Lender [Member] | Notes Payable and Lines of Credit Agreement [Member] | ||||
Warrants purchase of common stock | 1,707,000 | |||
Warrants exercise price | $ 0.05 | |||
Unsecured Promissory Note [Member] | ||||
Accrued interest | $ 142,182 | |||
Debt instrument due date, description | November 30, 2021 | |||
Unsecured Promissory Note [Member] | Mr. Glenn S. Dickman [Member] | ||||
Notes payable, related parties | $ 826,000 | $ 826,000 | ||
Debt interest rate | 8.00% | 8.00% | ||
Warrants purchase of common stock | 1,202,000 |
Convertible Debenture Agreeme_2
Convertible Debenture Agreement (Details Narrative) - USD ($) | Jul. 13, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Amount payable | $ 0 | $ 0 | |
Accrued interest | $ 124,225 | $ 124,225 | |
8% Convertible Debenture Agreement [Member] | Satco International, Ltd. [Member] | |||
Interest rate | 8.00% | ||
Convertible debenture, terms of conversion | Per the agreement, the number of shares issuable at conversion shall be determined by the quotient obtained by dividing the outstanding principal and accrued and unpaid interest by 90% of the 90 day average closing price of the Company's common stock from the date the notice of conversion is received; and the price at which the Debenture may be converted will be no lower than $1.00 per share. | ||
Debt conversion price per share | $ 1 | ||
Maturity date | Jun. 2, 2016 | ||
Maturity date description | December 1, 2020 to November 30, 2021. | ||
8% Convertible Debenture Agreement [Member] | Satco International, Ltd. [Member] | Extended Maturity [Member] | |||
Maturity date | Dec. 1, 2020 | ||
8% Convertible Debenture Agreement [Member] | Satco International, Ltd. [Member] | Maximum [Member] | |||
Face amount of debt instrument | $ 3,000,000 |
Other Debt (Details Narrative)
Other Debt (Details Narrative) - USD ($) | Dec. 09, 2020 | Apr. 20, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Gain on extinguishment of debt | $ 26,458 | |||
Paycheck Protection Program Loan [Member] | ||||
Debt principal amount | $ 26,458 | |||
Loan term | 2 years | |||
Maturity date | Apr. 20, 2022 | |||
Debt interest rate | 1.00% | |||
Loan description | The PPP Loan could be partially or fully forgiven if the Company complied with the provisions of the CARES Act, including the use of PPP Loan proceeds for payroll costs, rent, utilities and other expenses, provided that such amounts are incurred during a 24-week period that commenced on April 20, 2020, and at least 60% of any forgiven amount had been used for covered payroll costs as defined by the CARES Act. | |||
Debt forgiven percentage | 60.00% | |||
Debt instrument forgiven | $ 26,458 |
Liquidity Requirements (Details
Liquidity Requirements (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CashReceivedOnAccruedInterestIncome | ||
Cash assets | $ 21,179 | $ 28,784 |
Additional borrowing capacity from related party notes payable | 4,814,192 | |
Additional borrowing capacity from convertible debenture agreement | 3,000,000 | |
Monthly operating expenses | 75,000 | |
Decrease in monthly expenses | 10,000 | |
Average monthly expenses | 65,000 | |
Financing expenses | 422,751 | 110,000 |
Additional financing alternatives | 400,000 | |
Accounts payable | $ 893,675 | $ 481,716 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Provision for income taxes | |||
Federal income tax rate | 21.00% | 21.00% | |
Deferred tax, valuation allowance, percentage | 100.00% | ||
Net operating loss carryforwards | $ 27,893,903 | ||
Operating loss carryforwards expiration date, description | Expire in 2021. | ||
Income tax examination, likelihood of unfavorable settlement | Greater than 50 percent. |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Provision by Applying US Federal Tax Rate to Pretax Income from Continuing Operations (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit at U. S. federal statutory rates: | $ (321,209) | $ (233,695) |
State tax, net of federal benefit | (59,814) | (43,517) |
Permanent and other differences | 6,616 | 20 |
Change in valuation allowance | 374,407 | 277,273 |
Change in statutory rate | ||
Other | (81) | |
Provision for income taxes |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Taxes (Details) - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carry forwards | $ 6,948,511 | $ 6,574,104 |
Stock and warrant compensation | 479,708 | 479,708 |
Valuation allowance | (7,428,219) | (7,053,812) |
Net deferred tax asset | ||
Investment in net insurance benefits | ||
Net deferred tax liability |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | May 04, 2021 | Apr. 06, 2021 | Aug. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Warrants exercise price | $ 0.05 | ||||
Warrants term | 5 years | ||||
Compensation expense | $ 39,694 | ||||
Board of Directors [Member] | |||||
Percentage of stock awards vested | 25.00% | ||||
Compensation expense | $ 33,450 | ||||
Unsecured Promissory Note [Member] | |||||
Debt instrument due date, description | November 30, 2021 | ||||
Subsequent Event [Member] | |||||
Warrants purchase for common stock | 1,000,000 | ||||
Warrants exercise price | $ 1 | ||||
Warrants term | 3 years | ||||
Percentage of stock awards vested | 25.00% | ||||
Stock price | $ 0.062 | ||||
Compensation expense | $ 73,200 | ||||
Subsequent Event [Member] | Board of Directors [Member] | |||||
Number of shares issued | 1,200,000 | ||||
Subsequent Event [Member] | Unsecured Promissory Note [Member] | |||||
Notes payable | $ 300,000 | ||||
Debt interest rate | 8.00% | ||||
Debt instrument due date, description | July 5, 2021 | ||||
Subsequent Event [Member] | Convertible Debenture [Member] | |||||
Debt interest rate | 8.00% |