Cover
Cover - shares | 3 Months Ended | |
Sep. 30, 2020 | Sep. 07, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | ALMOST NEVER FILMS INC | |
Entity Central Index Key | 0001422768 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Sep. 30, 2020 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Entity Common Stock Shares Outstanding | 5,798,765 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Security 12g Title | Common Stock, $.001 par value | |
Entity Interactive Data Current | No | |
Entity File Number | 000-53049 | |
Entity Incorporation State Country Code | NV | |
Entity Tax Identification Number | 26-1665960 | |
Entity Address Address Line 1 | 8605 Santa Monica Blvd #98258 | |
Entity Address City Or Town | West Hollywood | |
Entity Address State Or Province | CA | |
Entity Address Postal Zip Code | 90069-4109 | |
City Area Code | 213 | |
Local Phone Number | 296-3005 | |
Trading Symbol | HLWD |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2020 | Jun. 30, 2020 |
Current Assets | ||
Cash and cash equivalents | $ 31,474 | $ 80,510 |
Loan receivable - related party | 20,000 | 20,000 |
Total Current Assets | 51,474 | 100,510 |
Film costs | 85,496 | 85,496 |
TOTAL ASSETS | 136,970 | 186,006 |
Current Liabilities | ||
Accounts payable and accrued expenses | 67,870 | 64,920 |
Due to related party | 500 | 500 |
Interest payable | 99,520 | 96,662 |
Promissory note payable | 78,820 | 82,797 |
Promissory note payable - related party | 110,000 | 110,000 |
Total Current Liabilities | 356,710 | 354,879 |
TOTAL LIABILITIES | 356,710 | 354,879 |
Stockholders' Equity (Deficit) | ||
Preferred stock: no par value, 5,000,000 authorized; Series A Preferred stock: 2,000,000 authorized; no shares issued and outstanding | 0 | 0 |
Common stock: 25,000,000 authorized; $0.001 par value 5,798,765 shares issued and outstanding | 5,799 | 5,799 |
Additional paid in capital | 1,895,486 | 1,895,486 |
Accumulated deficit | (2,119,076) | (2,068,521) |
Total shareholders' deficit attributable to Almost Never Films Inc. shareholders | (217,791) | (167,236) |
Noncontrolling interest | (1,949) | (1,637) |
Total shareholders' deficit | (219,740) | (168,873) |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 136,970 | $ 186,006 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2020 | Jun. 30, 2020 |
Stockholders' Equity (Deficit) | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 5,798,765 | 5,798,765 |
Common stock, shares outstanding | 5,798,765 | 5,798,765 |
Series A Preferred Stock [Member] | ||
Stockholders' Equity (Deficit) | ||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) | ||
Revenues | $ 0 | $ 343,256 |
Cost of Revenues | 0 | 343,256 |
Gross Profit | 0 | 0 |
Operating Expenses | ||
General and administration expenses | 20,977 | 68,251 |
Professional fees | 21,000 | 34,441 |
Total operating expenses | 41,977 | 102,692 |
Loss from operations | (41,977) | (102,692) |
Other (Expense) Income | ||
Interest expense | 8,890 | 19,760 |
Gain on modification of debt | 0 | 19,782 |
Total other (expense) income, net | (8,890) | 22 |
Net loss before income taxes | (50,867) | (102,670) |
Provision for income taxes | 0 | 0 |
Net loss | (50,867) | (102,670) |
Net loss attributable to: | ||
Almost Never Films Inc. | (50,555) | (102,653) |
Noncontrolling interest | (312) | (17) |
Comprehensive Loss | $ (50,867) | $ (102,670) |
Net Loss Per Common Share - Basic and Diluted | $ (0.01) | $ (0.02) |
Net Income Loss Per Share Attributable to Common Stockholders of the Company - Basic and Diluted | $ (0.01) | $ (0.02) |
Weighted Average Common Shares Outstanding - Basic and Diluted | 5,798,765 | 5,780,287 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders Equity (Deficit) (Unaudited) - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Non-controlling Interest [Member] |
Balance, shares at Jun. 30, 2019 | 5,778,765 | ||||
Balance, amount at Jun. 30, 2019 | $ 129,189 | $ 5,779 | $ 1,880,506 | $ (1,755,486) | $ (1,610) |
Common shares issued to settle interest of note payable, shares | 20,000 | ||||
Common shares issued to settle interest of note payable, amount | 15,000 | $ 20 | 14,980 | 0 | 0 |
Net loss | (102,670) | $ 0 | 0 | (102,653) | (17) |
Balance, shares at Sep. 30, 2019 | 5,798,765 | ||||
Balance, amount at Sep. 30, 2019 | 41,519 | $ 5,799 | 1,895,486 | (1,858,139) | (1,627) |
Balance, shares at Jun. 30, 2020 | 5,798,765 | ||||
Balance, amount at Jun. 30, 2020 | (168,873) | $ 5,799 | 1,895,486 | (2,068,521) | (1,637) |
Net loss | (50,867) | $ 0 | 0 | (50,555) | (312) |
Balance, shares at Sep. 30, 2020 | 5,798,765 | ||||
Balance, amount at Sep. 30, 2020 | $ (219,740) | $ 5,799 | $ 1,895,486 | $ (2,119,076) | $ (1,949) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (50,867) | $ (102,670) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Consulting expense | 0 | 48,750 |
Gain on modification of debt | 0 | (19,782) |
Interest accrued on promissory notes payable | 8,881 | 19,739 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 0 | 2,284 |
Film costs | 0 | 343,235 |
Accounts payable and accrued expenses | 2,950 | 20,073 |
Deferred film revenue | 0 | (354,398) |
Interest paid on promissory notes payable | (6,023) | (5,120) |
Net Cash Used in Operating Activities | (45,059) | (47,889) |
Cash Flows from Financing Activities: | ||
Repayment of note payable | (3,977) | 0 |
Net Cash Used in Financing Activities | (3,977) | 0 |
Net Decrease in Cash and Cash Equivalents | (49,036) | (47,889) |
Cash and Cash Equivalents, beginning of period | 80,510 | 57,154 |
Cash and Cash Equivalents, end of period | 31,474 | 9,265 |
Supplemental Disclosure Information: | ||
Cash paid for interest | 6,023 | 5,120 |
Cash paid for income taxes | 0 | 0 |
Supplemental Non-cash Disclosure: | ||
Conversion of debt into common stock | $ 0 | $ 15,000 |
ORGANIZATION AND OPERATIONS
ORGANIZATION AND OPERATIONS | 3 Months Ended |
Sep. 30, 2020 | |
ORGANIZATION AND OPERATIONS | |
NOTE 1 - ORGANIZATION AND OPERATIONS | NOTE 1 – ORGANIZATION AND OPERATIONS Nature of the Business Almost Never Films Inc. (the “Company”) was originally incorporated in Nevada in October 2007 as Smack Sportswear (“Smack”), which originally manufactured and sold performance and lifestyle based indoor and sand volleyball apparel and accessories. The Company is now an independent film company focusing on film production, finance and production related services for movies under budgets of $35 million. The Company’s common stock are currently traded on OTC Pink under the symbol of “HLWD.” On January 15, 2016, Smack entered into a share exchange agreement with Almost Never Films Inc., a private company incorporated in Indiana on July 8, 2015, and its two shareholders, Danny Chan and Derek Williams. Pursuant to the agreement, Smack issued 1,000,000 shares of our Series A Convertible Preferred Stock to Mr. Chan and Mr. Williams in exchange for all 2,500,000 shares of issued and outstanding common stock of Almost Never Films Inc. (Indiana). As a result of the share exchange, Almost Never Films Inc. (Indiana) became Smack’s wholly-owned subsidiary, and Mr. Chan and Mr. Williams acquired a controlling interest in the Company.The share exchange was accounted for as a “reverse acquisition,” and resulted in a recapitalization. Almost Never Films Inc. (Indiana) is deemed to be the acquirer for accounting purposes. In March 2016, the Company increased the authorized capital to 5,000,000 shares of common stock and changed the name of the Company to “Almost Never Films Inc.” upon the approval from stockholders of the company. On August 9, 2017, the Company has approved a 1-for-40 reverse split of its issued and outstanding common stock. The common stock accounts and all share related balances have been applied retroactively for all periods presented. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Team Sports Superstore (Inactive), Almost Never Films Inc. (Indiana), FWIL, LLC (Indiana), Virginia Christmas, LLC (New York), Christmas Camp, LLC (New York), and Country Christmas, LLC (Ohio). Its 90% owned subsidiaries are One HLWD KY LLC (Kentucky), Two HLWD KY LLC (Kentucky) and Three HLWD KY (Kentucky), LLC. All significant intercompany transactions and balances have been eliminated in consolidation. The Company dissolved FWIL, LLC on September 16, 2019 and Country Christmas, LLC (CXA) on October 5, 2019. Basis of Presentation The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, these condensed financial statements do not include all the information and footnotes required for audited annual financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the financial statements not misleading have been included. The unaudited condensed consolidated financial statements included herein should be read in conjunction with the audited financial statements and the notes thereto that are included in the Company’s audited June 30, 2020 financial statements that was filed with the SEC on September 1, 2021. The results of operations for the three months ended September 30, 2020, are not necessarily indicative of the results to be expected for the full year Use of Estimates The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the U.S requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the financial statement date and reported amounts of revenue and expenses during the reporting period. Significant estimates are used in valuing the fair value of common stock issued for services, film costs, among others. Actual results could differ from these estimates. Cash Cash includes demand deposits with banks or other financial institutions. All cash balances are hold by major banking institutions. Concentration of Risk The Company maintains its cash with a financial institution, and at times, amounts may exceed federally insured limits. Currently the FDIC insurance coverage limit is $250,000, and the Company is potentially exposed to no un-insured cash balances. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash. The Company’s revenue from customers individually accounting for more than 10% of total revenue are as follows: Three Months Ended September 30, 2020 2019 MVE Productions $ - $ 343,256 Film Costs The Company records film costs in accordance with ASC – 926 - Entertainment – Films Fair Value of Financial Instruments Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. 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 our own credit risk. In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which are determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. Level 2 – inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as 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 or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. As of September 30, 2020, the balance reported for cash and accounts receivable approximates its fair value because of their short maturities. Accounts payable and accrued expenses are recorded at purchase amounts. Loan receivable and promissory notes and interest payable are stated at historical amounts less principal payments. The Company believes interest rates in its debt agreements are commensurate with lender risk profiles for similar companies. Revenue Recognition The Company recognizes revenue from its contracts with customers in accordance with ASC 606 – Revenue from Contracts with Customers. Revenue related to contracts with customers is evaluated utilizing the following steps: (i) Identify the contract, or contracts, with a customer; (ii) Identify the performance obligations in the contract; (iii) Determine the transaction price; (iv) Allocate the transaction price to the performance obligations in the contract; (v) Recognize revenue when the Company satisfies a performance obligation. When the Company enters into a contract, the Company analyses the services required in the contract in order to identify the required performance obligations which would indicate the Company has met and fulfilled its obligations. For the current contracts in place, the Company has identified performance obligations as one single event, the sign-off by both parties that production is completed and the product (film) is ready for distribution. To appropriately identify the performance obligations, the Company considers all of the services required to be satisfied per the contract, whether explicitly stated or implicitly implied. The Company allocates the full transaction price to the single performance obligation being satisfied. The Company recognizes revenue when the customer confirms to the Company that all of the terms and conditions of the contract has been met, and the sign-off of the project has been completed. The Company derives its revenues from the follows: · Production Service Agreement Revenue is related to films where the Company has been engaged as an independent contractor to provide production services and other elements related to production for individual film projects. · Revenue from self-produced films is related to films where the Company has self-produced certain films along with a third party, with the expectation that these films will be distributed in the future. The Company analyses whether gross sales, or net sales should be recorded, has control over establishing price, and has control over the related costs with earning revenues. The Company has recorded all revenues at the gross price. Cash payments received are recorded as deferred revenue until the conditions, stated above, of revenue recognition have been met, specifically all obligations have been met as specified in the related customer contract. Loss per Share Calculations Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The Company’s diluted loss per share is the same as the basic loss per share for the three months ended September 30, 2020, and 2019, as there are no potential shares outstanding that would have a dilutive effect. Recently Issued Accounting Pronouncements On July 1, 2020, the Company adopted ASU 2019-02, Entertainment Films- Other Assets – Film Costs (Subtopic 926-20). On July 1, 2020, the Company adopted ASU No. 2019-02, Entertainment-Films-Other Assets-Film Costs (Subtopic 926-20) and Entertainment-Broadcasters Intangibles-Goodwill and Other (Subtopic 920-350). The update aligns the accounting for production costs of an episodic television series with the accounting for production costs of films by removing the content distinction for capitalization. The amendments also require that an entity reassess estimates of the use of a film in a film group and account for any changes prospectively. The amendments in this update require that an entity test a film or license agreement for program material within the scope of Subtopic 920-350 for impairment at a film group level when the film or license agreement is predominantly monetized with other films and/or license agreements. The impact of adoption of this standard did not impact the condensed consolidated financial statements Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. COVID-19 In early 2020, the World Health Organization declared the rapidly spreading coronavirus disease (“COVID-19”) outbreak a pandemic. This pandemic has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no retroactive material adverse impacts on the Company’s results of operations and financial position at September 30, 2020. The full extent of the future impacts of COVID-19 on the Company’s operations is uncertain. A prolonged outbreak could have a material adverse impact on financial results and business operations of the Company in the future. The Company is not may Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets and liabilities and commitments in the normal course of business. The accompanying condensed consolidated financial statements do not reflect any adjustments that might result if the Company is unable to continue as a going concern. During the three months ended September 30, 2020, the Company incurred a net loss of $50,867. As of September 30, 2020, the Company had a working capital deficiency of $305,236 and an accumulated deficit of $2,119,366. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, an additional cash infusion and an identification of new business opportunities. The Company plans on raising the required funds through completion of film projects resulting in revenues, and further potential equity and debt offerings. However, there is no assurance that the Company will be successful in this or any of its endeavors or become financially viable to continue as a going concern. |
FILM COSTS, NET
FILM COSTS, NET | 3 Months Ended |
Sep. 30, 2020 | |
FILM COSTS, NET | |
NOTE 3 - FILM COSTS, NET | NOTE 3 – FILM COSTS Film costs are comprised of the following: September 30, June 30, 2020 2020 Independent Self-Produced Film Costs, Net $ 85,496 $ 85,496 Film costs include salaries and wages, and all other direct costs associated with the motion pictures and television productions. In addition, the Company qualifies for certain government programs that provide incentives earned in regard to expenditures on qualifying film production activities. The incentives are recorded as an offset to the related asset balance. The Company performs fair value measurements related to film costs on an annual basis to evaluate and review indicators of impairment. During the three months ended September 30, 2020 and 2019, the Company did not recognize an impairment loss. On November 10, 2017 the Company executed a First Amendment Agreement to its 6x picture Production and Distribution Agreement between Big Film Factory LLC (“Big Film” or “Prodco”) and Pure Flix Entertainment LLC (“PFE”), (the “Agreement”). The Agreement memorializes the understanding with respect to the development, packaging, production, post-production and worldwide distribution of the films intended for initial and primary worldwide exhibition. The Company will be added as a party to the initial agreement by and between Big Film and PFE, wherever Big Film is referenced in connection with providing production services in conjunction with Big Film as well as providing production capital and cash following each of the first six (6) films produced under the Agreement (“6 Pictures”). In accordance with the Agreement, Prodco and PFE agree to expand the defined role of “Prodco” in the Agreement, to add the Company to that definition, and grant the Company equally the same role and responsibilities heretofore only held by Big Film in connection with the 6 Pictures. On July 16, 2019, the Company received notice that Country Christmas Album has been confirmed as completed and delivered in accordance with the agreement terms. During the three months ended September 30, 2020 and 2019, nil and $343,256, respectively, of capitalized film costs were expensed as cost of revenues. |
DEFERRED FILM REVENUE
DEFERRED FILM REVENUE | 3 Months Ended |
Sep. 30, 2020 | |
DEFERRED FILM REVENUE | |
NOTE 4 - DEFERRED FILM REVENUE | NOTE 4 – DEFERRED FILM REVENUE On March 27, 2018, the Company entered into a Production Services Agreement with MVE Productions, LLC to provide production services for a film. In relation to the film, the Company created a Limited Liability Corporation, ‘Christmas Camp LLC.’ The Production Services Agreement was planned to run from April 9, 2018 to August 27, 2018. As of February 28, 2019, all criteria had been met in order for the Company to recognize revenue. On March 27, 2018, the Company entered into a Production Services Agreement with MVE Productions, LLC to provide production services for a film. In relation to the film, the Company created a Limited Liability Corporation, ‘Last Vermont Christmas LLC.’ The Production Services Agreement was planned to run from April 9, 2018 to September 28, 2018. As of March 18, 2019, all criteria had been met in order for the Company to recognize revenue. On June 19, 2018, the Company entered into a Production Services Agreement with MVE Productions, LLC to provide production services for a film. In relation to the film, the Company created a Limited Liability Corporation, ‘Country Christmas LLC.’ The Production Services Agreement was planned to run from June 25, 2018 to October 15, 2018. On July 16, 2019, the Company received notice that Country Christmas Album has been confirmed as completed and delivered in accordance with the agreement terms and therefore the Company has recorded $343,256 revenues during the three months ended September 30, 2019. |
PROMISSORY NOTES PAYABLE
PROMISSORY NOTES PAYABLE | 3 Months Ended |
Sep. 30, 2020 | |
PROMISSORY NOTES PAYABLE | |
NOTE 5 - PROMISSORY NOTES PAYABLE | NOTE 5 – PROMISSORY NOTES PAYABLE (i) On October 11, 2017, the Company issued a $150,000 Promissory Note in exchange for receiving $150,000 proceeds. The principal of $150,000 is due fourteen (14) months from the receipt of the funds. and a total interest charge of ten percent or $15,000 is to be recorded over the term of the loan. The proceeds were used by the Company to fund the motion picture known as One HLWD KY LLC. On September 24, 2019, the Company signed amendment agreement with lender over the unpaid balance of principal note of $50,000 with new maturity date of June 30, 2020. The $50,000 principal note was paid off on June 12, 2020. Due to change of maturity date of the loan agreement to June 30, 2020, the default interest at 22% recorded in the previous, adjusted to 10% and the effect of change recognized as of gain on modification of debt. During the three months ended September 30, 2020, and 2019, interest expense of nil and $1,260 was recorded, respectively, and interest payable was $12,726 and $12,726, respectively, as of September 30, 2020 and June 30, 2020. Subsequently on August 12, 2021, the outstanding interest payable was fully waived by the lender in the amount of $12,726. (ii) On January 4, 2018, the Company issued a $80,000 Promissory Note in exchange for receiving $80,000 proceeds. The principal of $80,000 is due twelve (12) months from the receipt of the funds, and bears interest at 10% per annum. The proceeds were used by the Company to fund the motion picture known as River Runs Red. On September 24, 2019, the Company signed amendment agreement with lender for the principal note of $80,000 with new maturity date of June 30, 2020. The note is in default currently and accrues interest at 22% per annum. During the three months ended September 30, 2020, and 2019, interest expense of $4,318 and $2,016 were recorded, respectively, and interest payable were $267 and $1,979, respectively, as of September 30, 2020 and June 30, 2020. During the three months ended September 30, 2020 and 2019, the Company repaid principal of $3,977 and nil, respectively and interest of $6,023 and nil. As of September 30 and June 30, 2020, the principal amounts of the note payable were of $73,820 and $77,797, respectively. (iii) On February 6, 2018, the Company issued a $100,000 Promissory Note in exchange for receiving $100,000 proceeds. The principal of $100,000 is due twelve (12) months from the receipt of the funds, and bears interest at 10% per annum. The proceeds were used by the Company to fund the motion picture known as River Runs Red. On September 24, 2019, the Company signed amendment agreements with lender with maturity date of June 30, 2020 and transferred the principal of note and interest payable equally to two new lenders. An interest payable of $16,328 has been recorded as of date of transfer. During the three months ended September 30, 2020 and 2019, interest expenses of nil and $2,521was recorded, respectively. According to amendment agreement, the default interest at 22% recorded in the previous, adjusted to 10% and the effect of change recognized as of gain on modification of debt. On September 24, 2019, the principal balance of the loan was transferred to a new lender [see note 5(v)] who assumed $50,000 of the outstanding principal balance and the Company’s Chief Executive Officer (“CEO”) [see note 6(ii)] who assumed the remaining $50,000 outstanding principal balance. As of September 30, 2020 and June 30, 2020, there was no remaining interest or principal payable to the holder of this note. (iv) On February 7, 2018, the Company issued a $150,000 Promissory Note in exchange for receiving $150,000 proceeds. The principal of $150,000 is due twelve (12) months from the receipt of the funds and bears interest at 10% per annum. The proceeds were used by the Company to fund the motion picture known as River Runs Red. During the three months ended June 30, 2019, the Company repaid $150,000 of principal. On September 24, 2019, the Company singed a general and mutual release agreement with the lender, to pay the remaining $15,000 the balance of due via issuance of 20,000 shares of common stock of the Company. According to general and mutual release agreement, the default interest at 22% recorded in the previous, adjusted to 10% and the effect of change recognized as of gain on modification of debt. During the three months ended June 30, 2020 and 2019, interest expenses of nil and $4,955 was recorded, respectively. (v) On September 24, 2019, the company issued a $50,000 Promissory Note in exchange of settlement loan agreement of February 6, 2018 with another lender for replacing $50,000 proceeds. The principal of $50,000 is due on June 30, 2020, and bears interest at 10% per annum. The Company did not reach an agreement with note holder for new maturity date and as of June 30, 2020, the note is in default. As of September 24, 2019, unpaid interest of $8,164 was due and transferred to a new lender. During the three months ended September 30, 2020 and 2019, the Company repaid nil and $45,000 of principal note, and nil and $5,000 of interest payable, respectively. During the three months ended September 30, 2020 and 2019, interest expenses of $277 and $87, respectively, were recorded, with interest payable of $4,288 and $4,011 outstanding as of September 30 and June 30, 2020, respectively. The unpaid principals were $5,000 and $5,000 as of September 30 and June 30, 2020, respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Sep. 30, 2020 | |
RELATED PARTY TRANSACTIONS | |
NOTE 6 - RELATED PARTY TRANSACTIONS | NOTE 6 – RELATED PARTY TRANSACTIONS (i) On September 19, 2017 the company issued a 10% Promissory Note in exchange for receiving $350,000 from Kruse Farms, LP., a Company owned by one of the Company’s principle owners, to fund the production of a motion picture. The principal of $350,000 is due in twenty-four (24) months from receipt of the funds. On September 24, 2019, the Company and the lender have extended the maturity date to June 30, 2020. The note is in default. During the three months ended September 30, 2020, and 2019, the Company recorded interest expense of $1,512 and $8,822, respectively. As of September 30 and June 30, 2020, and 2019, interest payable of $67,466 and $65,953 was due, respectively. As of September 30 and June 30, 2020, the principal balance of note was $60,000 and $60,000, respectively. (ii) On February 26, 2018, the Company issued a note receivable to its Chief Creative officer (“CCO”) of $10,000 and an additional $10,000 on March 28, 2018. Amounts are unsecured, non-interest bearing and due on demand, with no fixed terms of repayment. As of June 30, 2020 and 2019, the Company had recorded a note receivable from this individual of $20,000 and $20,000, respectively. Subsequently, the loan was paid back in its entirety by the CCO on March 10, 2021. (iii) On September 24, 2019, the company issued a $50,000 Promissory Note to the Company’s CEO in exchange of settlement loan agreement of February 6, 2018 with another lender for replacing $50,000 proceeds. The principal of $50,000 is due on June 30, 2020, and bears interest at 10% per annum. As of September 24, 2019, unpaid interest of $8,164 was due and transferred to lender. The note is in default. During the three months ended September 30, 2020 and 2019, the Company recorded interest expenses of $2,773 and $82, respectively. As of September 30, 2020 and June 30, 2020, unpaid principal totaled $50,000 and $50,000, respectively, with accrued interest totaled $14,773 and $12,000 outstanding, respectively. Subsequently, the $50,000 Promissory Note was repaid back to its holder on April 7, 2021. |
SHARE CAPITAL
SHARE CAPITAL | 3 Months Ended |
Sep. 30, 2020 | |
SHARE CAPITAL | |
NOTE 7 - SHARE CAPITAL | NOTE 7 – SHARE CAPITAL Common Stock The Company has 25,000,000 shares of common stock authorized with a par value of $0.001 per share. On September 24, 2019, the Company issued 20,000 common shares at $0.001 par value for settlement of $15,000 interest payable of notes As of September 30, 2020 and June 30, 2020, there were 5,798,765 and 5,798,765 shares of common stock issued and outstanding, respectively. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 30, 2020 | |
COMMITMENTS AND CONTINGENCIES | |
NOTE 8 - COMMITMENTS AND CONTINGENCIES | NOTE 8 – COMMITMENTS AND CONTINGENCIES The Company neither owns nor leases any real or personal property. The Company’s officers have provided office services without charge. There is no obligation for the officer to continue this arrangement. Such costs are immaterial to the financial statements and accordingly are not reflected herein. The officers and directors are involved in other business activities and most likely will become involved in other business activities in the future. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Sep. 30, 2020 | |
INCOME TAXES | |
NOTE 9 - INCOME TAXES | NOTE 9 – INCOME TAXES The Company provides for income taxes under ASC 740, “Income Taxes.” Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax basis of assets and liabilities and the tax rates in effect when these differences are expected to reverse. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”), was signed into law. The Tax Act includes numerous changes to tax laws impacting business, the most significant being a permanent reduction in the federal corporate income tax rate from 34% to 21%. The rate reduction took effect on January 1, 2018. The provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate of 21% to the net loss before provision for income taxes for the following reasons: Three months Ended September 30, 2020 2019 Federal Income Tax benefits (expenses) attributable to Current Operation $ 10,082 $ 20,340 Less: Valuation Allowance (10,082 ) (20,340 ) Net Provision for Federal Income Taxes $ - $ - Net deferred tax assets consist of the following components as of: June 30, June 30, 2020 2020 Deferred tax assets $ 348,039 $ 337,957 Less: valuation allowance (348,039 ) (337,957 ) Deferred tax assets, net $ - $ - At September 30, 2020, the Company had $1,657,330 of the U.S. net operating losses (the “U.S. NOLs”), which begin to expire beginning in 2037. NOLs generated in tax years prior to June 30, 2018, can be carryforward for twenty years, whereas NOLs generated after June 30, 2019 can be carryforward indefinitely |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Sep. 30, 2020 | |
SUBSEQUENT EVENTS | |
NOTE 10 - SUBSEQUENT EVENTS | NOTE 10 – SUBSEQUENT EVENTS Subsequent to September 30, 2020, the Company’s CEO provided the Company with a series of advances to the Company with a cumulative total of $98,423. On July 12, 2021, the Company repaid $83,299 of the advances, resulting in a remaining balance payable of $15,124. Amounts payable are unsecured, non-interest bearing and due on demand. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Consolidation | The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Team Sports Superstore (Inactive), Almost Never Films Inc. (Indiana), FWIL, LLC (Indiana), Virginia Christmas, LLC (New York), Christmas Camp, LLC (New York), and Country Christmas, LLC (Ohio). Its 90% owned subsidiaries are One HLWD KY LLC (Kentucky), Two HLWD KY LLC (Kentucky) and Three HLWD KY (Kentucky), LLC. All significant intercompany transactions and balances have been eliminated in consolidation. The Company dissolved FWIL, LLC on September 16, 2019 and Country Christmas, LLC (CXA) on October 5, 2019. |
Basis of Presentation | The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, these condensed financial statements do not include all the information and footnotes required for audited annual financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the financial statements not misleading have been included. The unaudited condensed consolidated financial statements included herein should be read in conjunction with the audited financial statements and the notes thereto that are included in the Company’s audited June 30, 2020 financial statements that was filed with the SEC on September 1, 2021. The results of operations for the three months ended September 30, 2020, are not necessarily indicative of the results to be expected for the full year |
Use of Estimates | The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the U.S requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the financial statement date and reported amounts of revenue and expenses during the reporting period. Significant estimates are used in valuing the fair value of common stock issued for services, film costs, among others. Actual results could differ from these estimates. |
Cash | Cash includes demand deposits with banks or other financial institutions. All cash balances are hold by major banking institutions. |
Concentration of Risk | The Company maintains its cash with a financial institution, and at times, amounts may exceed federally insured limits. Currently the FDIC insurance coverage limit is $250,000, and the Company is potentially exposed to no un-insured cash balances. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on cash. The Company’s revenue from customers individually accounting for more than 10% of total revenue are as follows: Three Months Ended September 30, 2020 2019 MVE Productions $ - $ 343,256 |
Film Costs, Net | The Company records film costs in accordance with ASC – 926 - Entertainment – Films |
Fair Value of Financial Instruments | Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. 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 our own credit risk. In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which are determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. Level 2 – inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as 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 or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. As of September 30, 2020, the balance reported for cash and accounts receivable approximates its fair value because of their short maturities. Accounts payable and accrued expenses are recorded at purchase amounts. Loan receivable and promissory notes and interest payable are stated at historical amounts less principal payments. The Company believes interest rates in its debt agreements are commensurate with lender risk profiles for similar companies. |
Revenue Recognition | The Company recognizes revenue from its contracts with customers in accordance with ASC 606 – Revenue from Contracts with Customers. Revenue related to contracts with customers is evaluated utilizing the following steps: (i) Identify the contract, or contracts, with a customer; (ii) Identify the performance obligations in the contract; (iii) Determine the transaction price; (iv) Allocate the transaction price to the performance obligations in the contract; (v) Recognize revenue when the Company satisfies a performance obligation. When the Company enters into a contract, the Company analyses the services required in the contract in order to identify the required performance obligations which would indicate the Company has met and fulfilled its obligations. For the current contracts in place, the Company has identified performance obligations as one single event, the sign-off by both parties that production is completed and the product (film) is ready for distribution. To appropriately identify the performance obligations, the Company considers all of the services required to be satisfied per the contract, whether explicitly stated or implicitly implied. The Company allocates the full transaction price to the single performance obligation being satisfied. The Company recognizes revenue when the customer confirms to the Company that all of the terms and conditions of the contract has been met, and the sign-off of the project has been completed. The Company derives its revenues from the follows: · Production Service Agreement Revenue is related to films where the Company has been engaged as an independent contractor to provide production services and other elements related to production for individual film projects. · Revenue from self-produced films is related to films where the Company has self-produced certain films along with a third party, with the expectation that these films will be distributed in the future. The Company analyses whether gross sales, or net sales should be recorded, has control over establishing price, and has control over the related costs with earning revenues. The Company has recorded all revenues at the gross price. Cash payments received are recorded as deferred revenue until the conditions, stated above, of revenue recognition have been met, specifically all obligations have been met as specified in the related customer contract. |
Loss per Share Calculations | Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The Company’s diluted loss per share is the same as the basic loss per share for the three months ended September 30, 2020, and 2019, as there are no potential shares outstanding that would have a dilutive effect. |
Recently Issued Accounting Pronouncements | On July 1, 2020, the Company adopted ASU 2019-02, Entertainment Films- Other Assets – Film Costs (Subtopic 926-20). On July 1, 2020, the Company adopted ASU No. 2019-02, Entertainment-Films-Other Assets-Film Costs (Subtopic 926-20) and Entertainment-Broadcasters Intangibles-Goodwill and Other (Subtopic 920-350). The update aligns the accounting for production costs of an episodic television series with the accounting for production costs of films by removing the content distinction for capitalization. The amendments also require that an entity reassess estimates of the use of a film in a film group and account for any changes prospectively. The amendments in this update require that an entity test a film or license agreement for program material within the scope of Subtopic 920-350 for impairment at a film group level when the film or license agreement is predominantly monetized with other films and/or license agreements. The impact of adoption of this standard did not impact the condensed consolidated financial statements Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. |
COVID-19 | In early 2020, the World Health Organization declared the rapidly spreading coronavirus disease (“COVID-19”) outbreak a pandemic. This pandemic has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no retroactive material adverse impacts on the Company’s results of operations and financial position at September 30, 2020. The full extent of the future impacts of COVID-19 on the Company’s operations is uncertain. A prolonged outbreak could have a material adverse impact on financial results and business operations of the Company in the future. The Company is not may |
Going Concern | The accompanying condensed consolidated financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets and liabilities and commitments in the normal course of business. The accompanying condensed consolidated financial statements do not reflect any adjustments that might result if the Company is unable to continue as a going concern. During the three months ended September 30, 2020, the Company incurred a net loss of $50,867. As of September 30, 2020, the Company had a working capital deficiency of $305,236 and an accumulated deficit of $2,119,366. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, an additional cash infusion and an identification of new business opportunities. The Company plans on raising the required funds through completion of film projects resulting in revenues, and further potential equity and debt offerings. However, there is no assurance that the Company will be successful in this or any of its endeavors or become financially viable to continue as a going concern. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of revenue from customers | Three Months Ended September 30, 2020 2019 MVE Productions $ - $ 343,256 |
FILM COSTS, NET (Tables)
FILM COSTS, NET (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
FILM COSTS, NET | |
Schedule of film costs | September 30, June 30, 2020 2020 Independent Self-Produced Film Costs, Net $ 85,496 $ 85,496 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
INCOME TAXES | |
Schedule of net loss before provision for income taxes | Three months Ended September 30, 2020 2019 Federal Income Tax benefits (expenses) attributable to Current Operation $ 10,082 $ 20,340 Less: Valuation Allowance (10,082 ) (20,340 ) Net Provision for Federal Income Taxes $ - $ - |
Schedule of Net deferred tax assets | June 30, June 30, 2020 2020 Deferred tax assets $ 348,039 $ 337,957 Less: valuation allowance (348,039 ) (337,957 ) Deferred tax assets, net $ - $ - |
ORGANIZATION, OPERATIONS AND BA
ORGANIZATION, OPERATIONS AND BASIS OF ACCOUNTING (Details Narrative) - USD ($) | Aug. 09, 2017 | Jan. 15, 2016 | Sep. 30, 2020 | Mar. 31, 2016 |
Budget amount | $ 35,000,000 | |||
Common stock, shares authoriziation | 5,000,000 | |||
Description of common stock reverse stock split | 1-for-40 | |||
Exchange Agreement [Member] | ||||
Series A convertible preferred stock issued | 1,000,000 | |||
Common stock exchange shares | $ 2,500,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details ) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
MVE Productions | $ 0 | $ 343,256 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Net loss from operation | $ (50,867) | |
Working capital deficit | (305,236) | |
FDIC insurance coverage limit | 250,000 | |
Accumulated deficit | $ (2,119,076) | $ (2,068,521) |
FILM COSTS, NET (Details)
FILM COSTS, NET (Details) - USD ($) | Sep. 30, 2020 | Jun. 30, 2020 |
FILM COSTS, NET | ||
Independent Self-Produced Film Costs, Net | $ 85,496 | $ 85,496 |
FILM COSTS, NET (Details Narrat
FILM COSTS, NET (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
FILM COSTS, NET | ||
Capitalized film costs expensed as cost of revenues | $ 0 | $ 343,256 |
DEFERRED FILM REVENUE (Details
DEFERRED FILM REVENUE (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
DEFERRED FILM REVENUE | ||
Revenues | $ 0 | $ 343,256 |
PROMISSORY NOTES PAYABLE (Detai
PROMISSORY NOTES PAYABLE (Details Narrative) - USD ($) | Feb. 07, 2018 | Feb. 06, 2018 | Jan. 04, 2018 | Oct. 11, 2017 | Apr. 07, 2021 | Sep. 24, 2019 | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Aug. 12, 2021 | Jun. 12, 2020 |
Interest expense | $ 8,890 | $ 19,760 | ||||||||||
Repayment of notes payable | $ 50,000 | |||||||||||
Promissory note payable | 78,820 | $ 82,797 | ||||||||||
Two new lender [Member] | ||||||||||||
Interest payable | $ 16,328 | 4,288 | 4,011 | |||||||||
Interest expense | 0 | 0 | ||||||||||
Promissory Note [Member] | ||||||||||||
Interest payable | 267 | 1,979 | ||||||||||
Interest expense | 4,318 | |||||||||||
Promissory note | $ 150,000 | 3,977 | 0 | |||||||||
Unpaid principle | 5,000 | 2,016 | ||||||||||
Promissory note interest payable | $ 15,000 | 15,000 | ||||||||||
Repayment of notes payable | 150,000 | 50,000 | 100,000 | |||||||||
Recorded interest over term of loan | 15,000 | |||||||||||
Promissory note payable | 150,000 | $ 100,000 | $ 80,000 | 5,000 | $ 150,000 | |||||||
Proceeds from issuance of promissory note payable | 150,000 | 100,000 | $ 80,000 | $ 150,000 | ||||||||
Promissory Note [Member] | Chief Executive Officer [Member] | ||||||||||||
Interest payable | 6,023 | 0 | ||||||||||
Promissory note | 50,000 | 50,000 | 50,000 | 50,000 | ||||||||
Promissory Note One [Member] | ||||||||||||
Interest expense | $ 0 | 1,260 | ||||||||||
October 11, 2017 [Member] | ||||||||||||
Interest rate description | Due to change of maturity date of the loan agreement to June 30, 2020, the default interest at 22% recorded in the previous, adjusted to 10% and the effect of change recognized as of gain on modification of debt. | |||||||||||
January 4, 2018 [Member] | ||||||||||||
Repayment of notes payable | $ 2,203 | 0 | ||||||||||
Principal note payable | $ 73,820 | 77,797 | ||||||||||
Interest rate description | The note is in default currently and accrues interest at 22% per annum. | |||||||||||
February 6, 2018 [Member] | ||||||||||||
Promissory note | $ 100,000 | |||||||||||
Interest rate description | According to amendment agreement, the default interest at 22% recorded in the previous, adjusted to 10% and the effect of change recognized as of gain on modification of debt. | |||||||||||
February 7, 2018 [Member] | ||||||||||||
Promissory note | $ 150,000 | |||||||||||
Interest rate description | According to general and mutual release agreement, the default interest at 22% recorded in the previous, adjusted to 10% and the effect of change recognized as of gain on modification of debt. | |||||||||||
Settlement Loan Agreement [Member] | ||||||||||||
Interest payable | 8,164 | |||||||||||
Interest expense | $ 277 | 87 | ||||||||||
Promissory note interest payable | 5,000 | |||||||||||
Repayment of notes payable | 45,000 | $ 0 | ||||||||||
Promissory note payable | 50,000 | $ 50,000 | ||||||||||
Proceeds from issuance of promissory note payable | $ 50,000 | |||||||||||
Percentage of accrued interest | 10 | |||||||||||
Settlement Loan Agreement [Member] | September 24, 2019 [Member] | ||||||||||||
Interest payable | $ 15,000 | 12,726 | 12,726 | $ 12,726 | ||||||||
Interest expense | $ 0 | $ 4,955 | ||||||||||
Promissory note | $ 80,000 | $ 50,000 | ||||||||||
Number of shares issued for conversion of debt | 20,000 | |||||||||||
Value of stock issued for conversion of stock | $ 15,000 | |||||||||||
Amendment Agreement [Member] | Lender [Member] | ||||||||||||
Principal note payable | $ 80,000 | |||||||||||
Maturity date | June 30, 2020 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Feb. 07, 2018 | Apr. 07, 2021 | Sep. 24, 2019 | Sep. 19, 2017 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Feb. 26, 2018 | Feb. 06, 2018 | Oct. 11, 2017 |
Repayment of promissory note | $ 50,000 | ||||||||||
Promissory Note [Member] | |||||||||||
Repayment of promissory note | $ 150,000 | $ 50,000 | $ 100,000 | ||||||||
Promissory note | 3,977 | 0 | $ 150,000 | ||||||||
Kruse Farm [Member] | Notes Payable, Other Payables [Member] | |||||||||||
Promissory note | $ 350,000 | 60,000 | $ 60,000 | ||||||||
Debt instrument interest rate | 10.00% | ||||||||||
Accured interest | 67,466 | 65,953 | $ 65,953 | ||||||||
Proceeds from issuance of promissory note | $ 350,000 | ||||||||||
Interest expense | 1,512 | 8,822 | |||||||||
Chief Executive Officer [Member] | Promissory Note [Member] | |||||||||||
Promissory note | $ 50,000 | 50,000 | 50,000 | $ 50,000 | |||||||
Debt instrument interest rate | 10.00% | ||||||||||
Accured interest | $ 8,164 | 14,773 | 12,000 | ||||||||
Proceeds from issuance of promissory note | $ 50,000 | ||||||||||
Interest expense | 2,773 | 82 | |||||||||
Note receivable | $ 20,000 | $ 20,000 | $ 10,000 | ||||||||
Additional amount | $ 10,000 | ||||||||||
Remaining balance | $ 50,000 | $ 50,000 |
SHARE CAPITAL (Details Narrativ
SHARE CAPITAL (Details Narrative) - USD ($) | 1 Months Ended | |||
Sep. 24, 2019 | Sep. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | |
SHARE CAPITAL | ||||
Shares issued price per share (in dollars per share) | $ 0.001 | |||
Common stock share issued | 5,798,765 | 5,798,765 | 5,798,765 | |
Common stock share outstanding | 5,798,765 | 5,798,765 | 5,798,765 | |
Common stock share authorized | 25,000,000 | 25,000,000 | ||
Common stock par value | $ 0.001 | $ 0.001 | ||
Common stock issued for settlement interest payable of notes | $ 15,000 | |||
Common stock issued for settlement interest payable of notes (in shares) | 20,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Federal Income Tax benefits (expenses) attributable to Current Operation | ||
Federal Income Tax benefits (expenses) attributable to Current Operation | $ 10,082 | $ 20,340 |
Less: Valuation Allowance | (10,082) | (20,340) |
Net Provision for Federal Income Taxes | $ 0 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | Sep. 30, 2020 | Jun. 30, 2020 |
Deferred tax assets, generated from net operating loss at statutory rates | ||
Deferred tax assets | $ 348,039 | $ 337,957 |
Less: Valuation Allowance | (348,039) | (337,957) |
Deferred tax assets, net | $ 0 | $ 0 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | 3 Months Ended |
Sep. 30, 2020USD ($) | |
INCOME TAXES | |
Net operating loss carry forwards | $ 1,657,330 |
NOL expiration description | net operating losses (the “U.S. NOLs”), which begin to expire beginning in 2037. |
Statutory federal income tax rate | 21 |
Federal corporate income tax rate | 21.00% |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Jul. 12, 2021 | Sep. 30, 2020 |
Chief Executive Officer [Member] | ||
Cumulative amount, total | $ 98,423 | |
Chief Creative Officer [Member] | Subsequent Event [Member] | ||
Remaining balance payable | $ 15,124 | |
Advances repaid | $ 83,299 |