Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Mar. 31, 2022 | May 16, 2022 | |
Document Information Line Items | ||
Entity Registrant Name | SUNHYDROGEN, INC. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --06-30 | |
Entity Common Stock, Shares Outstanding | 4,271,749,146 | |
Amendment Flag | false | |
Entity Central Index Key | 0001481028 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 000-54437 | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 26-4298300 | |
Entity Address, Address Line One | 10 E. Yanonali | |
Entity Address, Address Line Two | Suite 36 | |
Entity Address, City or Town | Santa Barbara | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 93101 | |
City Area Code | (805) | |
Local Phone Number | 966-6566 | |
Entity Interactive Data Current | Yes |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Mar. 31, 2022 | Jun. 30, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalent | $ 42,656,607 | $ 56,006,555 |
Marketable securities | 7,452,049 | |
Other receivable | 14,868 | |
TOTAL CURRENT ASSETS | 50,123,524 | 56,006,555 |
LONG TERM INVESTMENTS | ||
Marketable securities | 3,196,340 | |
PROPERTY & EQUIPMENT | ||
Computers and peripherals | 11,529 | 11,529 |
Vehicle | 155,000 | 155,000 |
Gross property and equipment | 166,529 | 166,529 |
Less: accumulated depreciation | (38,407) | (11,072) |
NET PROPERTY AND EQUIPMENT | 128,122 | 155,457 |
OTHER ASSETS | ||
Domain, net of amortization of $4,843 and $4,577, respectively | 472 | 738 |
Trademark, net of amortization of $571 and $485, respectively | 571 | 657 |
Patents, net of amortization of $28,138 and $23,214, respectively | 73,004 | 77,928 |
TOTAL OTHER ASSETS | 74,047 | 79,323 |
TOTAL ASSETS | 53,522,033 | 56,241,335 |
CURRENT LIABILITIES | ||
Accounts payable | 351,429 | 223,520 |
Accrued expenses | 4,900 | 11,912 |
Accrued expenses, related party | 211,750 | 214,820 |
Accrued interest on convertible notes | 175,608 | 282,505 |
Derivative liability | 38,444,200 | 135,247,303 |
Convertible promissory notes, net of debt discount of $104,795 and $409,074, respectively | 387,705 | 125,598 |
TOTAL CURRENT LIABILITIES | 39,575,592 | 136,105,658 |
LONG TERM LIABILITIES | ||
Convertible promissory notes, net of debt discount of $0 and $0, respectively | 335,000 | 703,000 |
TOTAL LONG TERM LIABILITIES | 335,000 | 703,000 |
TOTAL LIABILITIES | 39,910,592 | 136,808,658 |
COMMIMENTS AND CONTINGENCIES (SEE NOTE 9) | ||
Series C 10% Preferred Stock, 2,700 and 0 shares issued and outstanding, redeemable value of $270,000 and $0, respectively | 270,000 | |
SHAREHOLDERS’ EQUITY | ||
Preferred Stock, $0.001 par value; 5,000,000 authorized preferred shares | ||
Common Stock, $0.001 par value; 10,000,000,000 and 5,000,000,000 authorized common shares, respectively, 4,271,749,146 and 3,849,308,495 shares issued and outstanding, respectively | 4,271,749 | 3,849,308 |
Additional Paid in Capital | 103,311,733 | 88,560,321 |
Accumulated deficit | (94,242,041) | (172,976,952) |
TOTAL SHAREHOLDERS’ EQUITY (DEFICIT) | 13,341,441 | (80,567,323) |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 53,522,033 | $ 56,241,335 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parentheticals) - USD ($) | Mar. 31, 2022 | Jun. 30, 2021 |
Amortization of domain (in Dollars) | $ 4,843 | $ 4,577 |
Amortization of trademark (in Dollars) | 571 | 485 |
Amortization of patents (in Dollars) | 28,138 | 23,214 |
Convertible promissory notes, net of debt discount for current liabilities (in Dollars) | 104,795 | 409,074 |
Convertible promissory notes, net of debt discount for long term liabilities (in Dollars) | $ 0 | $ 0 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | ||
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 10,000,000,000 | 5,000,000,000 |
Common stock, shares issued | 4,271,749,146 | 3,849,308,495 |
Common stock, shares outstanding | 4,271,749,146 | 3,849,308,495 |
Series C Preferred Stock | ||
Preferred Stock, percentage | 10.00% | 10.00% |
Preferred Stock, shares issued | 2,700 | 0 |
Preferred Stock, shares outstanding | 2,700 | 0 |
Preferred Stock, redeemable value (in Dollars) | $ 270,000 | $ 0 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||||
REVENUE | ||||
OPERATING EXPENSES | ||||
Selling and Marketing | 87,648 | 285,014 | ||
General and administrative expenses | 1,268,755 | 691,747 | 1,949,225 | 3,409,416 |
Research and development cost | 765,020 | 1,126,422 | 1,202,235 | 1,712,169 |
Depreciation and amortization | 10,284 | 6,312 | 32,610 | 13,030 |
TOTAL OPERATING EXPENSES | 2,131,707 | 1,824,481 | 3,469,084 | 5,134,615 |
LOSS FROM OPERATIONS BEFORE OTHER INCOME (EXPENSES) | (2,131,707) | (1,824,481) | (3,469,084) | (5,134,615) |
OTHER INCOME/(EXPENSES) | ||||
Other income | 128,224 | 2,585 | 183,124 | 3,034 |
Dividend expense | (1,176) | (1,176) | ||
Loss on settlement of debt | 1,835 | 1,835 | ||
Loss on redemption of marketable securities | (20,693) | |||
Loss on settlement of derivative liability | (268,165) | (1,109,761) | ||
Gain (Loss) on change in derivative liability | 8,084,573 | (18,603,307) | 83,572,095 | (142,122,146) |
Interest expense | (131,610) | (31,341) | (417,759) | (528,528) |
TOTAL OTHER INCOME (EXPENSES) | 7,810,011 | (18,632,063) | 82,203,995 | (142,647,640) |
NET INCOME (LOSS) | 5,678,304 | (20,456,544) | 78,734,911 | (147,782,255) |
COMMON STOCK WARRANTS DEEMED DIVIDENDS | (15,928,314) | |||
NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS | $ 5,678,305 | $ (20,456,544) | $ 78,734,911 | $ (163,710,569) |
BASIC EARNINGS (LOSS) PER SHARE (in Dollars per share) | $ 0 | $ (0.01) | $ 0.02 | $ (0.07) |
DILUTED EARNINGS (LOSS) PER SHARE (in Dollars per share) | $ 0 | $ (0.01) | $ 0.02 | $ (0.07) |
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING | ||||
BASIC (in Shares) | 4,232,350,556 | 2,987,975,171 | 4,085,126,236 | 2,477,795,662 |
DILUTED (in Shares) | 5,326,844,869 | 2,987,975,171 | 5,179,620,549 | 2,477,795,662 |
Condensed Statements of Shareho
Condensed Statements of Shareholders’ Deficit - USD ($) | Preferred stock | Common stock | Additional Paid-in Capital | Accumulated Deficit | Mezzanine | Accumulated Deficit | Total |
Balance at Jun. 30, 2020 | $ 2,053,410 | $ 11,664,657 | $ (75,550,515) | $ (61,832,448) | |||
Balance (in Shares) at Jun. 30, 2020 | 2,053,410,164 | ||||||
Issuance of common stock for cash | $ 664,273 | 50,759,077 | 51,423,350 | ||||
Issuance of common stock for cash (in Shares) | 664,273,408 | ||||||
Issuance of common stock for conversion of debt and accrued interest | $ 599,450 | 466,587 | 1,066,037 | ||||
Issuance of common stock for conversion of debt and accrued interest (in Shares) | 599,449,820 | ||||||
Issuance of common stock for services | $ 3,806 | 114,217 | 118,023 | ||||
Issuance of common stock for services (in Shares) | 3,806,290 | ||||||
Issuance of common stock warrants deemed dividends | 15,928,314 | (15,928,314) | |||||
Common stock and warrants compensation expense | 259,955 | 259,955 | |||||
Buyback of options by Company | (1,250,000) | (1,250,000) | |||||
Net Income (loss) | (147,782,255) | (147,782,255) | |||||
Balance at Mar. 31, 2021 | $ 3,320,939 | 77,942,807 | $ (239,261,084) | (157,997,338) | |||
Balance (in Shares) at Mar. 31, 2021 | 3,320,939,682 | ||||||
Balance at Jun. 30, 2021 | $ 3,849,308 | 88,560,321 | $ (172,976,952) | (80,567,323) | |||
Balance (in Shares) at Jun. 30, 2021 | 3,849,308,495 | ||||||
Issuance of common stock for cash | $ 40,984 | 919,016 | 960,000 | ||||
Issuance of common stock for cash (in Shares) | 40,983,607 | ||||||
Issuance of common stock for conversion of debt and accrued interest | $ 381,457 | (19,073) | 362,384 | ||||
Issuance of common stock for conversion of debt and accrued interest (in Shares) | 381,457,044 | ||||||
Fair value of convertible notes and accrued interest in exchange for Series C Preferred Stock | 14,340,769 | 14,340,769 | |||||
Fair value of preferred stock in exchange for convertible note | 270,000 | ||||||
Redemption of related parties stock options | (1,450,000) | (1,450,000) | |||||
Stock compensation | 960,700 | 960,700 | |||||
Net Income (loss) | 78,734,911 | 78,734,911 | |||||
Balance at Mar. 31, 2022 | $ 4,271,749 | $ 103,311,733 | $ 270,000 | $ (94,242,041) | $ 13,341,441 | ||
Balance (in Shares) at Mar. 31, 2022 | 4,271,749,146 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Income (loss) | $ 78,734,911 | $ (147,782,255) |
Adjustment to reconcile net income (loss) to net cash (used in) provided by operating activities Depreciation & amortization expense | 32,610 | 13,030 |
Stock based compensation expense | 960,700 | 259,955 |
Loss on settlement of convertible note | 1,835 | |
Convertible note exchanged for preferred stock | 268,165 | |
Stock issued for services | 118,023 | |
Loss on settlement of debt and derivative | 1,109,761 | |
Net (Gain) Loss on change in derivative liability | (83,572,095) | 142,122,146 |
Amortization of debt discount recorded as interest expense | 337,808 | 408,935 |
Other asset | (14,868) | (888) |
Accounts payable | 127,909 | 48,665 |
Accrued expenses | (91,398) | (22,800) |
Accrued interest on convertible notes | (106,897) | 92,946 |
NET CASH USED IN OPERATING ACTIVITIES | (2,211,559) | (4,742,243) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of marketable securities | (10,648,389) | |
Purchase of property and equipment | (213,866) | |
NET CASH USED IN INVESTING ACTIVITIES: | (10,648,389) | (213,866) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payoff of convertible notes | (64,450) | |
Redemption of related parties’ stock options | (1,450,000) | (1,250,000) |
Net proceeds from common stock purchase agreements | 960,000 | 51,423,350 |
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | (490,000) | 50,108,900 |
NET INCREASE (DECREASE) IN CASH | (13,349,948) | 45,152,791 |
CASH, BEGINNING OF PERIOD | 56,006,555 | 195,010 |
CASH, END OF PERIOD | 42,656,607 | 45,347,801 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Interest paid | 8,894 | 26,843 |
Taxes paid | ||
SUPPLEMENTAL DISCLOSURES OF NON CASH TRANSACTIONS | ||
Fair value of common stock upon conversion of convertible notes , and accrued interest | 362,384 | 1,066,037 |
Fair value of common stock issued for services | 118,023 | |
Issuance of common stock purchase warrants deemed dividends | 15,928,314 | |
Fair value of preferred stock in exchange for convertible note | 14,340,769 | |
Fair value of derivative liability removed | $ 13,231,008 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included. Operating results for the nine months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the year ended June 30, 2022. For further information refer to the financial statements and footnotes thereto included in the Company’s Form 10-K for the year ended June 30, 2021. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This summary of significant accounting policies of SunHydrogen, Inc. is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. Cash and Cash Equivalent The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Marketable Securities The Company considers corporate bonds (“bonds”) as investments due to their ratings. The bonds are rated based on their default probability, health of the corporation’s debt structure, as well as the overall health of the economy. The bonds fall into the category as investments if they have a rating of AAA and BBB. The bonds have varied due dates and were classified as current and noncurrent, based on to their maturity dates. The bonds are generally valued using quoted prices and are classified in Level 2 of the fair value hierarchy as prices are not always from active markets. We consider our investments held to maturity and we believe there are no other than temporary declines in fair value. Our investments are recorded at historical cost. Use of Estimates In accordance with accounting principles generally accepted in the United States, management utilizes estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These estimates and assumptions relate to useful lives and impairment of tangible and intangible assets, accruals, income taxes, stock-based compensation expense, Binomial lattice valuation model inputs, derivative liabilities and other factors. Management believes it has exercised reasonable judgment in deriving these estimates. Consequently, a change in conditions could affect these estimates. Property and Equipment Property and equipment are stated at cost and are depreciated using straight line over its estimated useful lives. Computers and peripheral equipment 5 Years Vehicle 5 Years The Company recognized depreciation expense of $27,335 and $7,755 for the nine months ended March 31, 2022 and 2021, respectively. Intangible Assets The Company has patent applications to protect the inventions and processes behind its proprietary solar-to-hydrogen based technology. Intangible assets that have finite useful lives continue to be amortized over their useful lives. The Company recognized amortization expense of $5,275 and $5,275 for the nine months ended March 31, 2022 and 2021, respectively. Net Earnings (Loss) per Share Calculations Net earnings (Loss) per share dictates the calculation of basic earnings (loss) per share and diluted earnings per share. Basic earnings (loss) per share are computed by dividing by the weighted average number of common shares outstanding during the year. Diluted net earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the effect of stock options and stock-based awards (Note 4), plus the assumed conversion of convertible debt (Note 5). Nine Months Ended March 31, 2022 The Company calculated the dilutive impact of the 157,965,711 outstanding stock options of, 94,895,239 common stock purchase warrants of, and the convertible debt and accrued interest of $1,003,108, which is convertible into shares of common stock. The common stock purchase warrants and convertible debt were included, because their impact on income per share is dilutive. Nine Months Ended March 31, 2021 The Company calculated the dilutive impact of the 182,853,174 outstanding stock options of, 94,895,239 common stock purchase warrants of, and the convertible debt of $1,078,300, which is convertible into shares of common stock. The stock options, warrants and convertible debt were not included, because their impact on income per share is antidilutive. Nine Months Ended March 31, 2022 2021 Income (Loss) to common shareholders (Numerator) $ 78,734,911 $ (163,710,569 ) Basic weighted average number of common shares outstanding (Denominator) 4,085,126,236 2,477,795,662 Diluted weighted average number of common shares outstanding (Denominator) 5,179,620,549 2,477,795,662 Equity Incentive Plan and Stock Options Equity Incentive Plan On December 17, 2018, the Board of Directors approved and adopted the 2019 Equity Incentive Plan (“the Plan”), with 300,000,000 shares reserved for issuance pursuant to the Plan. The purpose of the Plan is to promote the success of the Company and to increase stockholder value by providing an additional means through the grant of awards to attract, motivate, retain and reward selected employees and other eligible persons. The awards are performance-based compensation that are granted under the Plan as incentive stock options (ISO) or nonqualified stock options. The per share exercise price for each option shall not be less than 100% of the fair market value of a share of common stock on the date of grant of the option. The Company periodically issues stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing cost. The Company accounts for stock option grants issued and vesting to employees and non-employees in accordance with the authoritative guidance of the Financial Accounting Standards Board whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested, and the total stock-based compensation charge is recorded in the period of the measurement date. The options are exercisable into common stock. Stock Based Compensation The Company accounts for stock option grants issued and vesting to employees and non-employees in accordance with the authoritative guidance of the Financial Accounting Standards Board whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested, and the total stock-based compensation charge is recorded in the period of the measurement date. Warrant Accounting The Company accounts for the warrants to purchase shares of common stock using the estimated fair value on the date of issuance as calculated using the Black-Scholes valuation model. Fair Value of Financial Instruments Fair value of financial instruments requires disclosure of the fair value information, whether or not recognized on the balance sheet, where it is practicable to estimate that value. As of March 31, 2022, the amounts reported for cash, accrued interest and other expenses, notes payables, convertible notes, and derivative liability approximate the fair value because of their short maturities. We adopted ASC Topic 820 for financial instruments measured as fair value on a recurring basis. ASC Topic 820 defines fair value, established a framework for measuring fair value in accordance with accounting principles generally accepted in the United States and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets. ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active. ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. We measure certain financial instruments at fair value on a recurring basis. Assets and liabilities measured at fair value on a recurring basis are as follows on March 31, 2022 (See Note 6): Total (Level 1) (Level 2) (Level 3) Assets: Marketable securities measured at fair value $ 10,648,389 $ - $ 10,648,389 $ - Liabilities: Derivative liabilities measured at fair value $ 38,444,200 $ - $ - $ 38,444,200 The following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value: Balance as of June 30, 2021 135,247,303 Fair value of derivative liability removed (13,231,008 ) Gain on change in derivative liability (83,572,095 ) Balance as of March 31, 2022 $ 38,444,200 Research and Development Research and development costs are expensed as incurred. Total research and development costs were $1,202,235 and $1,712,169 for the nine months ended March 31, 2022 and 2021, respectively. Accounting for Derivatives The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses a probability weighted average series Binomial lattice formula pricing models to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. Recently Issued Accounting Pronouncements Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements as of March 31, 2022. |
Capital Stock
Capital Stock | 9 Months Ended |
Mar. 31, 2022 | |
Capital Stock [Abstract] | |
CAPITAL STOCK | 3. CAPITAL STOCK Series A Preferred Stock On January 27, 2022, the Company filed a certificate of designation of Series A Preferred Stock with the Secretary of State of Nevada, designating 1,000 shares of preferred stock as Series A Preferred Stock, and issued 1,000 shares of Series A Preferred Stock to Timothy Young, the Company’s chief executive officer., . The Series A Preferred Stock does not have any dividend rights or liquidation preferences. The Series A preferred shares entitles the holder to 51% of the voting power of the Company’s stockholders. The Series A Preferred Stock were to automatically be redeemed by the Company at their par value of $0.001 per share, on the first to occur of the following events: (i) a date sixty days after the effective date of the certificate of designation, (ii) the date that Tim Young ceases to serve as officer, director or consultant of the Company, or (iii) on the date that the Company’s shares of common stock first trade on any national securities exchange and such listing is conditioned upon the elimination of the preferential voting rights of the Series A Preferred Stock. The estimated control premium for the voting control of the Series A Preferred Stock was 14.1%. The following assumptions were used: (i) control value of $22,101,999, (ii) control time period of 60 days, (iii) risk equivalent to the WACC of 26.4%. The common stock price was $0.0348, with a market capitalization based on the fully diluted common and preferred shares outstanding. The net fair value of the Series Preferred Stock was $960,700, which was recognized in the financial statements. The preferred shares expired March 27, 2022, and there were no outstanding shares as of March 31, 2022. Series C Preferred Stock On December 15, 2021, the Company filed a certificate of designation of Series C Preferred Stock with the Secretary of State of Nevada, designating 17,000 shares of preferred stock as Series C Preferred Stock. Each share of Series C Preferred Stock has a stated value of $100 and is convertible into shares of common stock of the Company at a conversion price equal to $0.00095. The Series C Preferred Stock holders are entitled to receive out of any funds and assets of the Company legally available prior and in preference to any declaration or payment of any dividend on the common stock of the Company, cumulative dividends, at an annual rate of 10% of the stated value, payable in cash or shares of common stock. In the event the Company declares or pays a dividend on its shares of common stock (other than dividend payable in shares of common stock), the holders of Series C Preferred Stock will also be entitled to receive payment of such dividend on an as-if-converted basis with respect to the Series C Preferred Stock. The Series C Preferred Stock confers no voting rights on holders, except with respect to matters that materially and adversely affect the voting powers, rights or preferences of the Series C Preferred Stock or as otherwise required by applicable law. The Company entered into a securities purchase agreement on December 15, 2021, with an accredited investor for an exchange of convertible debt to equity. Under the purchase agreement, the Company and investor acknowledged there was $187,800 of principal remaining under the note issued to the investor by the Company on February 3, 2017, plus $80,365 of accrued interest, representing a total aggregate note balance of $268,165. Pursuant to the purchase agreement, the Company sold to investor 2,700 shares of the Company’s newly designated Series C Preferred Stock for a total purchase price of $268,165. As of March 31, 2022, the Company had a total of 2,700 shares of Series C Preferred Stock outstanding with a fair value of $268,165, and a stated face value of one hundred dollars ($100) (“share value’) per share, and is convertible into shares of fully paid and non-assessable shares of common stock of the Company. Upon liquidation, dissolution and winding up of the Corporation either voluntary or involuntary, the holder of each outstanding share of Series C Preferred Stock shall be entitled to receive, out of the assets of the Corporation available for distribution to its shareholders upon such liquidation, before any payments shall be made or any assets distributed to the holders of the common stock, the stated value of the Series C Preferred Shares plus any declared but unpaid dividends. No other current or future equity holders of the Corporation shall have higher priority of liquidation preference than holders of Series C Preferred Stock. The Holder has the right, at any time, at its election, to convert shares of Series C Preferred Stock into common stock at a conversion price of $0.00095. Per Valuation Preferred shares issued $ 2,700 $ 34,853 Stated value of debt and interest $ 268,165 $ 3,485,313 Calculated fair value of preferred shares $ 14,340,769 $ 85,555,204 Fair value of derivative liability removed $ 13,231,008 $ 178,464,388 Loss on settlement $ 1,109,761 $ 96,394,494 The Company recognized a loss on settlement of $1,109,761 for the extinguishment of convertible debt, plus derivative liability for the nine months ended March 31, 2022. Common Stock Nine months ended March 31, 2022 During the nine months ended March 31, 2022, the Company issued 381,457,044 shares of common stock upon conversion of convertible notes in the amount of $255,900 of principal, plus accrued interest of $106,484 based upon a conversion price of $0.00095 per share. The notes were converted per the terms of their respective agreements and therefore no gain or loss on the conversion was recorded. During the nine months ended March 31, 2022, the Company issued 40,983,607 shares of common stock pursuant to a purchase agreement for cash at a price of $0.02745 per share for aggregate net proceeds of $960,000. Nine months ended March 31, 2021 During the nine months ended March 31, 2021, the Company issued 412,273,408 shares of common stock pursuant to purchase agreements for cash at prices ranging from $0.022 - $.025 per share for aggregate net proceeds of $32,523,350. During the nine months ended March 31, 2021, the Company issued 252,000,000 shares of common stock upon exercise of warrants at an exercise price of $0.075 for gross proceeds of $18,900,000. During the nine months ended March 31, 2021, the Company issued 599,449,820 shares of common stock upon conversion of convertible notes in the amount of $887,250 of principal, plus accrued interest of $176,987 and other fees of $1,800 based upon conversion prices ranging from $0.00095 - $0.017995 per share. All note conversions were performed per the terms of their respective agreements and therefore no gain or loss on the conversion was recorded. During the nine months ended March 31, 2021, the Company issued 3,806,290 shares of common stock for services rendered at fair value prices of $0.028 - $0.035 per share in the aggregate amount of $118,023. |
Options and Warrants
Options and Warrants | 9 Months Ended |
Mar. 31, 2022 | |
Options and Warrants [Abstract] | |
OPTIONS AND WARRANTS | 4. OPTIONS AND WARRANTS OPTIONS On January 27, 2022, the holder of the majority of the voting power of the shareholders of the Company, and the Company’s chief executive officer, approved by written consent (i) an amendment to the Company’s articles of incorporation to increase the Company’s authorized shares of common stock from 5,000,000,000 to 10,000,000,000, (ii) an amendment to the Company’s articles of incorporation to effect a reverse stock split of the Company’s common stock by a ratio of not less than 1-for-100 and not more than 1-for-500 at any time prior to the one year anniversary of filing the definitive information statement with respect to the reverse split, with the board of directors having the discretion as to whether or not the reverse split is to be effected, and with the exact ratio of any reverse split to be set at a whole number within the above range as determined by the board in its discretion, and (iii) the adoption of the Company’s 2022 Equity Incentive Plan. Such shareholder approval for such actions became effective 20 days after the definitive information statement relating to such actions was mailed to shareholders. As of September 30, 2020, 10,000,000 non-qualified common stock options were outstanding. Each option expires on the date specified in the option agreement, which date is not later than the fifth (5 th On January 23, 2019, the Company issued 170,000,000 stock options. One-third of the options vested immediately, and the remainder vest 1/24 per month over the first twenty-four months following the option grant. The options expire 10 years from the initial grant date. The options fully vested by January 23, 2022. On January 31, 2019, the Company issued 6,000,000 stock options, of which two-third (2/3) vested immediately, and the remaining amount shall vest one-twelfth (1/12) per month from after the date of the option grant. The options expire 10 years from the initial grant date. The options fully vested on January 31, 2020. On July 22, 2019, the Company issued 10,000,000 stock options, of which one-third (1/3) vested immediately, and the remaining shall vest one-twenty fourth (1/24) per month from after the date of the option grant. The options expire 10 years from the initial grant date. The options fully vested on July 22, 2020. A summary of the Company’s stock option activity and related information follows: 3/31/2022 3/31/2021 Weighted Weighted Number average Number average Of exercise Of exercise Options price Options price Outstanding, beginning of period 157,965,711 $ 0.01 196,000,000 $ 0.01 Granted - $ 0.01 - - Exercised - - - - Buyback of options - $ 0.0099 (13,146,826 ) $ 0.0099 Outstanding, end of period 157,965,711 $ 0.0089 182,853,174 $ 0.0089 Exercisable at the end of period 157,965,711 $ 0.0089 182,853,174 $ 0.0089 During the nine months ended March 31, 2022, the Company granted no options. During the nine months ended March 31, 2021, the Company bought back a total of 13,146,826 of the Company’s stock options for a total of $1,250,000. The weighted average remaining contractual life of options outstanding as of March 31, 2022 and 2021 was as follows: 3/31/2022 3/31/2021 Exercise Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) Exercise Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0100 3,071,212 3,071,212 0.51 $ 0.0100 7,369,421 7,368,421 1.51 $ 0.0097 6,000,000 6,000,000 3.84 0.0097 6,000,000 6,000,000 4.84 $ 0.0099 138,894,499 138,894,499 3.82 $ 0.0099 159,484,753 159,484,753 4.82 $ 0.0060 10,000,000 10,000,000 4.31 $ 0.0060 10,000,000 10,000,000 5.31 157,965,711 157,965,711 182,853,174 182,853,174 The stock-based compensation expense recognized in the statement of operations during the nine months ended March 31, 2022 and 2021, related to the granting of these options was $0 and $259,955, respectively. WARRANTS As of March 31, 2022, the Company had an aggregate of 94,895,239 common stock purchase warrants outstanding, with exercise prices ranging from $0.0938 - $0.13125 per share. The warrants were estimated at fair value on the date of issuance as calculated using the Black-Scholes valuation model. The warrants can be exercised over periods of three (3) to five (5) years. A summary of the Company’s warrant activity and related information follows for the nine months ended March 31, 2022. 3/31/2022 Weighted Number average Of exercise Warrants price Outstanding, beginning of period 94,895,239 $ 0.11 Granted - - Exercised - - Forfeited/Expired - - Outstanding, end of period 94,895,239 $ 0.11 Exercisable at the end of period 94,895,239 $ 0.11 3/31/2022 Weighted Average Exercise Warrants Warrants Remaining Contractual $ 0.0938 16,800,000 16,800,000 1.18 - 1.75 $ 0.13125 6,666,667 6,666,667 3.91 $ 0.12 71,428,572 71,428,572 3.92 94,895,239 94,895,239 At March 31, 2022, the aggregate intrinsic value of the warrants outstanding was $0. |
Convertible Promissory Notes
Convertible Promissory Notes | 9 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE PROMISSORY NOTES | 5. CONVERTIBLE PROMISSORY NOTES As of March 31, 2022, the outstanding convertible promissory notes net of debt discount are summarized as follows: Convertible Promissory Notes, net of debt discount $ 722,705 Less current portion 387,705 Total long-term liabilities $ 335,000 Maturities of long-term debt for the next three years are as follows: Period Ended March 31, Amount 2023 $ 492,500 2024 325,000 2025 - 2026 10,000 $ 827,500 At March 31, 2022, the $827,500 in convertible promissory notes had a remaining debt discount of $104,795, leaving a net balance of $722,705. The Company issued a 10% convertible promissory note on February 3, 2017 (the “Feb 2017 Note”) in the aggregate principal amount of up to $500,000. The Company received tranches for an aggregate principal total of $500,000. The Feb 2017 Note had a maturity date of February 3, 2018, which the investor extended for an additional sixty (60) months from the effective date of the note, to February 3, 2022. The Feb 2017 Note was convertible into shares of common stock of the Company at a variable conversion price of the lesser of $0.01 per share or fifty percent (50%) of the lowest trading price since the original effective date of the note or the lowest effective price per share granted to any person or entity after the effective date to acquire common stock. If the Company failed to deliver shares in accordance with the timeframe of three (3) business days of the receipt of a notice of conversion, the lender, at any time prior to selling all of those shares, could rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and have the rescinded conversion amount returned to the principal sum with the rescinded conversion shares returned to the Company. In no event was the lender be entitled to convert any portion of the Feb 2017 Note to the extent such conversion would result in beneficial ownership by the lender and its affiliates of more than 4.99% of the outstanding shares of common stock of the Company. In addition, for each conversion, in the event, that shares were not delivered by the fourth business day (inclusive of the day of conversion), a penalty of $1,500 per day would be assessed for each day after the third business day (inclusive of the day of the conversion) until the shares are delivered. During the period ended on December 31, 2021, the Company issued 180,480,692 shares of common stock upon conversion of principal in the amount of $120,400, plus accrued interest of $51,057. Also, during the nine months ended March 31, 2022, the Company exchanged the balance of the convertible note in the amount of $187,800, plus accrued interest of $80,365 for an aggregate total of $268,165, for 2,700 Series C preferred shares with a stated value of $100 per share and a 10% annual dividend. The preferred shares are convertible into common stock at a fixed conversion price of $0.00095. The balance of the Feb 2017 Note as of March 31, 2022 was $0. The Company issued a 10% convertible promissory note on November 9, 2017 (the “Nov 2017 Note”) in the aggregate principal amount of up to $500,000. The Company received tranches for an aggregate principal total of 500,000. The Nov 2017 Note had a maturity date of November 9, 2018, with an automatic extension of sixty (60) months from the effective date of the note. The Nov 2017 Note is convertible into shares of common stock of the Company at a price equal to a variable conversion price of the lesser of $0.01 per share or fifty percent (50%) of the lowest trading price since the original effective date of the note or the lowest effective price per share granted to any person or entity after the effective date to acquire common stock. If the Company fails to deliver shares in accordance with the timeframe of three (3) business days of the receipt of a notice of conversion, the lender, at any time prior to selling all of those shares, may rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and have the rescinded conversion amount returned to the principal sum with the rescinded conversion shares returned to the Company. In no event shall the lender be entitled to convert any portion of the Nov 2017 Note to the extent such conversion would result in beneficial ownership by the lender and its affiliates of more than 4.99% of the outstanding shares of common stock of the Company. In addition, for each conversion in the event that shares are not delivered by the fourth business day (inclusive of the day of conversion), a penalty of $1,500 per day shall be assessed for each day after the third business day (inclusive of the day of the conversion) until the shares are delivered. During the period ended March 31, 2022, the Company issued 200,976,352 shares of common stock upon the conversion of principal of $135,500, plus the accrued interest of $55,427. The balance of the Nov 2017 Note as of March 31, 2022 was $177,500. The Company issued a 10% convertible promissory note on June 27, 2018 (the “Jun 2018 Note”) in the aggregate principal amount of up to $500,000. The Company received tranches for an aggregate principal total of $500,000. The Jun 2018 Note matured on June 27, 2019, which was automatically extended for sixty (60) months from the effective date of the note. The Jun 2018 Note is convertible into shares of common stock of the Company at a price equal to a variable conversion price of the lesser of $0.01 per share or fifty percent (50%) of the lowest trading price since the original effective date of the note or the lowest effective price per share granted to any person or entity after the effective date to acquire common stock. If the Company fails to deliver shares in accordance with the timeframe of three (3) business days of the receipt of a notice of conversion, the lender, at any time prior to selling all of those shares, may rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and have the rescinded conversion amount returned to the principal sum with the rescinded conversion shares returned to the Company. In no event shall the lender be entitled to convert any portion of the Jun 2018 Note to the extent such conversion would result in beneficial ownership by the lender and its affiliates of more than 4.99% of the outstanding shares of common stock of the Company. In addition, for each conversion, in the event, that shares are not delivered by the fourth business day (inclusive of the day of conversion), a penalty of $1,500 per day shall be assessed for each day after the third business day (inclusive of the day of the conversion) until the shares are delivered. The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $307,781 during the nine months ended March 31, 2022.The balance of the Jun 2018 Note as of March 31, 2022 was $500,000. The Company issued a 10% convertible promissory note on August 10, 2018 (the “Aug 2018 Note”) in the aggregate principal amount of up to $100,000. The Aug 2018 Note had a maturity date of August 10, 2019, with an extension of sixty (60) months from the date of the note. The Aug 2018 Note matures on August 10, 2023. The Aug 2018 Note may be converted into shares of the Company’s common stock at a conversion price of the lesser of a) $0.005 per share or b) sixty-one (61%) percent of the lowest trading price per common stock recorded on any trade day after the effective date. The conversion feature of the Aug 2018 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion features of the Note. The balance of the Aug 2018 Note as of March 31, 2022 was $100,000. On April 15, 2020, the Company issued a convertible promissory note (the “Apr 2020 Note”) to an investor in the aggregate principal amount of $50,000. The Company received tranches for an aggregate principal total of $50,000. The Apr 2020 Note matures twelve (12) months from the effective dates of each respective tranche, such that the Apr 2020 Note matures on April 15, 2021, with an automatic extension of sixty (60) months from the effective date of each tranche. The Apr Note is convertible into shares of common stock of the Company at a variable conversion price of the lesser of $0.01 per share or fifty percent (50%) of the lowest trading price of the common stock recorded on any trade day after the effective date, or (c) the lowest effective price per share granted to any person or entity after the effective date to acquire common stock. If the Company fails to deliver shares in accordance with the timeframe of four (4) business days of the receipt of a notice of conversion, the lender, at any time prior to selling all of those shares, may rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and have the rescinded conversion amount returned to the principal sum with the rescinded conversion shares returned to the Company. In no event shall the lender be entitled to convert any portion of the Apr 2020 Note to the extent such conversion would result in beneficial ownership by the lender and its affiliates of more than 4.99% of the outstanding shares of common stock of the Company. In addition, for each conversion, in the event that shares are not delivered by the fourth business day (inclusive of the day of conversion), a penalty of $2,000 per day shall be assessed for each day after the fourth business day (inclusive of the day of the conversion) until the shares are delivered. The conversion feature of the April 2020 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion features of the Apr 2020 Note. The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $30,027 during the nine months ended March 31, 2022. The balance of the Apr 2020 Note as of March 31, 2022 was $50,000. All note conversions were performed per the terms of their respective agreements. At March 31, 2022, the Company recognized a loss of $1,109,761 on conversion of a convertible note in exchange for Series C preferred stock. |
Derivative Liabilities
Derivative Liabilities | 9 Months Ended |
Mar. 31, 2022 | |
Derivative Liabilities [Abstract] | |
DERIVATIVE LIABILITIES | 6. DERIVATIVE LIABILITIES ASC Topic 815 provides guidance applicable to convertible debt issued by the Company in instances where the number into which the debt can be converted is not fixed. For example, when a convertible debt converts at a discount to market based on the stock price on the date of conversion, ASC Topic 815 requires that the embedded conversion option of the convertible debt be bifurcated from the host contract and recorded at their fair value. In accounting for derivatives under accounting standards, the Company recorded a liability representing the estimated present value of the conversion feature considering the historic volatility of the Company’s stock, and a discount representing the imputed interest associated with the embedded derivative. The discount is amortized over the life of the convertible debt, and the derivative liability is adjusted periodically according to stock price fluctuations. The convertible notes issued do not have fixed settlement provisions because their conversion prices are not fixed. The conversion features have been characterized as derivative liabilities to be re-measured at the end of every reporting period with the change in value reported in the statement of operations. During the nine months ended March 31, 2022, the Company recorded a net gain in change in derivative of $83,572,095 in the statement of operations due to the change in fair value of the remaining notes, for the nine months ended March 31, 2022. At March 31, 2022, the fair value of the derivative liability was $38,444,200. For purpose of determining the fair market value of the derivative liability for the embedded conversion, the Company used the Binomial lattice formula. The significant assumptions used in the Binomial lattice formula of the derivatives are as follows: Risk free interest rate 0.35% - 2.28 Stock volatility factor 83.0% - 166.0 Weighted average expected option life 1 year - 5 years Expected dividend yield None |
Marketable Securities
Marketable Securities | 9 Months Ended |
Mar. 31, 2022 | |
Marketable Securities [Abstract] | |
MARKETABLE SECURITIES | 7. MARKETABLE SECURITIES During the period ended March 31, 2022, the Company invested in corporate bonds, which have been recognized in the financial statements at fair value. The Company considers corporate bonds (“bonds”) as investments due to their ratings. The bonds are rated based on their default probability, health of the corporation’s debt structure, as well as the overall health of the economy. The bonds fall into the category as investments if they have a rating between AAA and BBB. As of March 31, 2022, the components of the Company’s short and long-term investments are summarized as follows: Short term investments: Bonds (held-to-maturity) $ 7,452,049 Long term investments: Bonds (held-to-maturity) 3,196,340 Total short and long-term investments $ 10,648,389 The Company has invested in bonds maturing from June 30, 2022 through August 16, 2023 that are held to maturity. The current trading prices or fair market value of the bonds vary, and we believe any decline in fair value is temporary. All bonds are current and not in default. The following table summarizes the amortized cost of the held-to-maturity bonds at March 31, 2022, aggregated by credit quality indicator. Credit Quality Indicators for the Corporate Bonds AA/A $ 5,402,413 BBB $ 5,245,976 Total $ 10,648,389 The amortized cost of our corporate bonds and the related gross unrealized gains and losses, were as follows at March 31, 2022: Gross Unrealized Level Cost Gains Losses Fair Value Bonds 2 10,648,389 - (218,923 ) $ 10,429,466 During the nine months ended March 31, 2022, the Company recognized interest income of $172,566 in the financial statements, which is recorded as part of other income to the statement of operations. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 8. COMMITMENTS AND CONTINGENCIES On September 15, 2020, the Company entered into a marketing agreement. The fees are to be paid in cash and registered unrestricted stock. As of March 31, 2022, the Company has paid a $34,250 deposit, with the balance of the payments and the stock issuances due upon completion of a deliverable. Effective September 1, 2021, the Company entered into a new research agreement with the University of Iowa. As consideration under the research agreement, the University of Iowa will receive a maximum of $350,000 from the Company. The contract period is from September 1, 2021 through August 31, 2022. The research agreement may be terminated by either party upon sixty (60) day prior written notice or a material breach or default, which is not cured within 90 days of receipt of a written notice of such breach. This agreement was signed by the Company on September 13, 2021. As of March 31, 2022, the Company has accrued the amount due of $204,166, which is recorded as part of accounts payable. Effective October 1, 2021, the Company entered into a research agreement with the University of Michigan. As consideration under the research agreement, the University of Michigan will receive a maximum of $296,448, from the Company. The research agreement may be terminated by either party upon ninety (90) day prior written notice or a material breach or default, which is not cured within 90 days of receipt of a written notice of such breach. This agreement was signed by the Company on September 23, 2021. In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s consolidated financial position or results of operation. |
Related Party
Related Party | 9 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY | 9. RELATED PARTY As of March 31, 2022, the Company reported an accrual associated with the CEO’s prior years’ salary in the amount of $214,820, and $211,750 for the current year, which is recorded in related party accrued expenses. The Company began accruing the salary in 2011 and used the funds for operating expenses. The CEO will be paid during the fiscal year. During the nine months ended March 31, 2022, the Company redeemed 24,887,463 of the Company’s stock options from related parties for a total of $1,450,000. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 10. SUBSEQUENT EVENTS Management evaluated subsequent events as of the date of the financial statements pursuant to ASC TOPIC 855, and there were no subsequent events to report. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalent | Cash and Cash Equivalent The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Marketable Securities | Marketable Securities The Company considers corporate bonds (“bonds”) as investments due to their ratings. The bonds are rated based on their default probability, health of the corporation’s debt structure, as well as the overall health of the economy. The bonds fall into the category as investments if they have a rating of AAA and BBB. The bonds have varied due dates and were classified as current and noncurrent, based on to their maturity dates. The bonds are generally valued using quoted prices and are classified in Level 2 of the fair value hierarchy as prices are not always from active markets. We consider our investments held to maturity and we believe there are no other than temporary declines in fair value. Our investments are recorded at historical cost. |
Use of Estimates | Use of Estimates In accordance with accounting principles generally accepted in the United States, management utilizes estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These estimates and assumptions relate to useful lives and impairment of tangible and intangible assets, accruals, income taxes, stock-based compensation expense, Binomial lattice valuation model inputs, derivative liabilities and other factors. Management believes it has exercised reasonable judgment in deriving these estimates. Consequently, a change in conditions could affect these estimates. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and are depreciated using straight line over its estimated useful lives. Computers and peripheral equipment 5 Years Vehicle 5 Years The Company recognized depreciation expense of $27,335 and $7,755 for the nine months ended March 31, 2022 and 2021, respectively. |
Intangible Assets | Intangible Assets The Company has patent applications to protect the inventions and processes behind its proprietary solar-to-hydrogen based technology. Intangible assets that have finite useful lives continue to be amortized over their useful lives. The Company recognized amortization expense of $5,275 and $5,275 for the nine months ended March 31, 2022 and 2021, respectively. |
Net Earnings (Loss) per Share Calculations | Net Earnings (Loss) per Share Calculations Net earnings (Loss) per share dictates the calculation of basic earnings (loss) per share and diluted earnings per share. Basic earnings (loss) per share are computed by dividing by the weighted average number of common shares outstanding during the year. Diluted net earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the effect of stock options and stock-based awards (Note 4), plus the assumed conversion of convertible debt (Note 5). Nine Months Ended March 31, 2022 The Company calculated the dilutive impact of the 157,965,711 outstanding stock options of, 94,895,239 common stock purchase warrants of, and the convertible debt and accrued interest of $1,003,108, which is convertible into shares of common stock. The common stock purchase warrants and convertible debt were included, because their impact on income per share is dilutive. Nine Months Ended March 31, 2021 The Company calculated the dilutive impact of the 182,853,174 outstanding stock options of, 94,895,239 common stock purchase warrants of, and the convertible debt of $1,078,300, which is convertible into shares of common stock. The stock options, warrants and convertible debt were not included, because their impact on income per share is antidilutive. Nine Months Ended March 31, 2022 2021 Income (Loss) to common shareholders (Numerator) $ 78,734,911 $ (163,710,569 ) Basic weighted average number of common shares outstanding (Denominator) 4,085,126,236 2,477,795,662 Diluted weighted average number of common shares outstanding (Denominator) 5,179,620,549 2,477,795,662 |
Equity Incentive Plan and Stock Options | Equity Incentive Plan and Stock Options Equity Incentive Plan On December 17, 2018, the Board of Directors approved and adopted the 2019 Equity Incentive Plan (“the Plan”), with 300,000,000 shares reserved for issuance pursuant to the Plan. The purpose of the Plan is to promote the success of the Company and to increase stockholder value by providing an additional means through the grant of awards to attract, motivate, retain and reward selected employees and other eligible persons. The awards are performance-based compensation that are granted under the Plan as incentive stock options (ISO) or nonqualified stock options. The per share exercise price for each option shall not be less than 100% of the fair market value of a share of common stock on the date of grant of the option. The Company periodically issues stock options and warrants to employees and non-employees in non-capital raising transactions for services and for financing cost. The Company accounts for stock option grants issued and vesting to employees and non-employees in accordance with the authoritative guidance of the Financial Accounting Standards Board whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested, and the total stock-based compensation charge is recorded in the period of the measurement date. The options are exercisable into common stock. |
Stock Based Compensation | Stock Based Compensation The Company accounts for stock option grants issued and vesting to employees and non-employees in accordance with the authoritative guidance of the Financial Accounting Standards Board whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested, and the total stock-based compensation charge is recorded in the period of the measurement date. |
Warrant Accounting | Warrant Accounting The Company accounts for the warrants to purchase shares of common stock using the estimated fair value on the date of issuance as calculated using the Black-Scholes valuation model. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value of financial instruments requires disclosure of the fair value information, whether or not recognized on the balance sheet, where it is practicable to estimate that value. As of March 31, 2022, the amounts reported for cash, accrued interest and other expenses, notes payables, convertible notes, and derivative liability approximate the fair value because of their short maturities. We adopted ASC Topic 820 for financial instruments measured as fair value on a recurring basis. ASC Topic 820 defines fair value, established a framework for measuring fair value in accordance with accounting principles generally accepted in the United States and expands disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets. ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active. ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. We measure certain financial instruments at fair value on a recurring basis. Assets and liabilities measured at fair value on a recurring basis are as follows on March 31, 2022 (See Note 6): Total (Level 1) (Level 2) (Level 3) Assets: Marketable securities measured at fair value $ 10,648,389 $ - $ 10,648,389 $ - Liabilities: Derivative liabilities measured at fair value $ 38,444,200 $ - $ - $ 38,444,200 The following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value: Balance as of June 30, 2021 135,247,303 Fair value of derivative liability removed (13,231,008 ) Gain on change in derivative liability (83,572,095 ) Balance as of March 31, 2022 $ 38,444,200 |
Research and Development | Research and Development Research and development costs are expensed as incurred. Total research and development costs were $1,202,235 and $1,712,169 for the nine months ended March 31, 2022 and 2021, respectively. |
Accounting for Derivatives | Accounting for Derivatives The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses a probability weighted average series Binomial lattice formula pricing models to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements as of March 31, 2022. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of property and equipment estimated useful lives | Computers and peripheral equipment 5 Years Vehicle 5 Years |
Schedule of dilutive impact outstanding stock options | Nine Months Ended March 31, 2022 2021 Income (Loss) to common shareholders (Numerator) $ 78,734,911 $ (163,710,569 ) Basic weighted average number of common shares outstanding (Denominator) 4,085,126,236 2,477,795,662 Diluted weighted average number of common shares outstanding (Denominator) 5,179,620,549 2,477,795,662 |
Schedule of measurement of assets and liabilities at fair value on recurring basis | Total (Level 1) (Level 2) (Level 3) Assets: Marketable securities measured at fair value $ 10,648,389 $ - $ 10,648,389 $ - Liabilities: Derivative liabilities measured at fair value $ 38,444,200 $ - $ - $ 38,444,200 |
Schedule of reconciliation of the derivative liability | Balance as of June 30, 2021 135,247,303 Fair value of derivative liability removed (13,231,008 ) Gain on change in derivative liability (83,572,095 ) Balance as of March 31, 2022 $ 38,444,200 |
Capital Stock (Tables)
Capital Stock (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Capital Stock Table [Abstract] | |
Schedule of capital stock | Per Valuation Preferred shares issued $ 2,700 $ 34,853 Stated value of debt and interest $ 268,165 $ 3,485,313 Calculated fair value of preferred shares $ 14,340,769 $ 85,555,204 Fair value of derivative liability removed $ 13,231,008 $ 178,464,388 Loss on settlement $ 1,109,761 $ 96,394,494 |
Options and Warrants (Tables)
Options and Warrants (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Options and Warrants Table [Abstract] | |
Schedule of the company's stock option activity and related information | 3/31/2022 3/31/2021 Weighted Weighted Number average Number average Of exercise Of exercise Options price Options price Outstanding, beginning of period 157,965,711 $ 0.01 196,000,000 $ 0.01 Granted - $ 0.01 - - Exercised - - - - Buyback of options - $ 0.0099 (13,146,826 ) $ 0.0099 Outstanding, end of period 157,965,711 $ 0.0089 182,853,174 $ 0.0089 Exercisable at the end of period 157,965,711 $ 0.0089 182,853,174 $ 0.0089 |
Schedule of weighted average remaining contractual life of options outstanding | 3/31/2022 3/31/2021 Exercise Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) Exercise Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0100 3,071,212 3,071,212 0.51 $ 0.0100 7,369,421 7,368,421 1.51 $ 0.0097 6,000,000 6,000,000 3.84 0.0097 6,000,000 6,000,000 4.84 $ 0.0099 138,894,499 138,894,499 3.82 $ 0.0099 159,484,753 159,484,753 4.82 $ 0.0060 10,000,000 10,000,000 4.31 $ 0.0060 10,000,000 10,000,000 5.31 157,965,711 157,965,711 182,853,174 182,853,174 |
Schedule of company’s warrant activity and related information | 3/31/2022 Weighted Number average Of exercise Warrants price Outstanding, beginning of period 94,895,239 $ 0.11 Granted - - Exercised - - Forfeited/Expired - - Outstanding, end of period 94,895,239 $ 0.11 Exercisable at the end of period 94,895,239 $ 0.11 |
Schedule of aggregate intrinsic value of the warrants outstanding | 3/31/2022 Weighted Average Exercise Warrants Warrants Remaining Contractual $ 0.0938 16,800,000 16,800,000 1.18 - 1.75 $ 0.13125 6,666,667 6,666,667 3.91 $ 0.12 71,428,572 71,428,572 3.92 94,895,239 94,895,239 |
Convertible Promissory Notes (T
Convertible Promissory Notes (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of convertible promissory notes | Convertible Promissory Notes, net of debt discount $ 722,705 Less current portion 387,705 Total long-term liabilities $ 335,000 |
Schedule of maturities of long-term debt | Period Ended March 31, Amount 2023 $ 492,500 2024 325,000 2025 - 2026 10,000 $ 827,500 |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Derivative Liabilities Table [Abstract] | |
Schedule of fair market value of the derivative liability | Risk free interest rate 0.35% - 2.28 Stock volatility factor 83.0% - 166.0 Weighted average expected option life 1 year - 5 years Expected dividend yield None |
Marketable Securities (Tables)
Marketable Securities (Tables) | 9 Months Ended |
Mar. 31, 2022 | |
Marketable Securities Table [Abstract] | |
Schedule of cash and short and long-term investments | Short term investments: Bonds (held-to-maturity) $ 7,452,049 Long term investments: Bonds (held-to-maturity) 3,196,340 Total short and long-term investments $ 10,648,389 |
Schedule of amortized cost of the held-to-maturity bonds | Credit Quality Indicators for the Corporate Bonds AA/A $ 5,402,413 BBB $ 5,245,976 Total $ 10,648,389 |
Schedule of gross unrealized gains and losses | Gross Unrealized Level Cost Gains Losses Fair Value Bonds 2 10,648,389 - (218,923 ) $ 10,429,466 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |
Dec. 17, 2018 | Mar. 31, 2022 | Mar. 31, 2021 | |
Summary of Significant Accounting Policies (Details) [Line Items] | |||
Amortization expense | $ 27,335 | $ 7,755 | |
Depreciation expense | 5,275 | 5,275 | |
Outstanding stock amount | $ 157,965,711 | $ 94,895,239 | |
Warrants outstanding (in Shares) | 94,895,239 | ||
Convertible debt and accrued interest | $ 1,003,108 | ||
Dilutive impact outstanding stock options (in Shares) | 182,853,174 | ||
Convertible debt | $ 1,078,300 | ||
Percentage of exercise option | 100.00% | ||
Research and development | $ 1,202,235 | $ 1,712,169 | |
Equity Incentive Plan [Member] | |||
Summary of Significant Accounting Policies (Details) [Line Items] | |||
Issuance pursuant to the Plan (in Shares) | 300,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives | 9 Months Ended |
Mar. 31, 2022 | |
Computers and Peripheral Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Vehicle [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of dilutive impact outstanding stock options - USD ($) | 9 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Schedule of dilutive impact outstanding stock options [Abstract] | ||
Income (Loss) to common shareholders (Numerator) (in Dollars) | $ 78,734,911 | $ (163,710,569) |
Basic weighted average number of common shares outstanding (Denominator) | 4,085,126,236 | 2,477,795,662 |
Diluted weighted average number of common shares outstanding (Denominator) | 5,179,620,549 | 2,477,795,662 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of measurement of assets and liabilities at fair value on recurring basis - Fair value on a Recurring Basis [Member] | Mar. 31, 2022USD ($) |
Assets: | |
Marketable securities measured at fair value | $ 10,648,389 |
Liabilities: | |
Derivative liabilities measured at fair value | 38,444,200 |
Level 1 [Member] | |
Assets: | |
Marketable securities measured at fair value | |
Liabilities: | |
Derivative liabilities measured at fair value | |
Level 2 [Member] | |
Assets: | |
Marketable securities measured at fair value | 10,648,389 |
Liabilities: | |
Derivative liabilities measured at fair value | |
Level 3 [Member] | |
Assets: | |
Marketable securities measured at fair value | |
Liabilities: | |
Derivative liabilities measured at fair value | $ 38,444,200 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details) - Schedule of reconciliation of the derivative liability - Fair Value, Inputs, Level 3 [Member] | 9 Months Ended |
Mar. 31, 2022USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Beginning balance | $ 135,247,303 |
Fair value of derivative liability removed | (13,231,008) |
Gain on change in derivative liability | (83,572,095) |
Ending balance | $ 38,444,200 |
Capital Stock (Details)
Capital Stock (Details) - USD ($) | Dec. 15, 2021 | Jan. 27, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2021 |
Capital Stock (Details) [Line Items] | |||||
Par value (in Dollars per share) | $ 0.001 | $ 0.001 | |||
Extinguishment of convertible debt | $ 1,109,761 | ||||
Aggregate net proceeds | $ 32,523,350 | ||||
Shares of common stock (in Shares) | 412,273,408 | ||||
Common stock share issued (in Shares) | 4,271,749,146 | 3,849,308,495 | |||
Common stock shares issued for services (in Shares) | 3,806,290 | ||||
Fair value closing market price per share (in Dollars per share) | $ 0.001 | $ 0.001 | |||
Aggregate amount | $ 118,023 | ||||
Common Stock [Member] | |||||
Capital Stock (Details) [Line Items] | |||||
Convertible promissory note amount | $ 381,457,044 | 599,449,820 | |||
Convertible note principal amount | 255,900 | 887,250 | |||
Accrued interest | $ 106,484 | $ 1,800 | |||
Conversion prices per share (in Dollars per share) | $ 0.00095 | ||||
Common stock pursuant to purchase agreements (in Shares) | 40,983,607 | ||||
Shares issued (in Shares) | 0.02745 | ||||
Aggregate net proceeds | $ 960,000 | ||||
Common stock share issued (in Shares) | 252,000,000 | ||||
Warrant exercise price (in Dollars per share) | $ 0.075 | ||||
Gross proceeds | $ 18,900,000 | ||||
Accrued interest | $ 176,987 | ||||
Maximum [Member] | |||||
Capital Stock (Details) [Line Items] | |||||
Fair value closing market price per share (in Dollars per share) | $ 0.022 | ||||
Fair value closing market price per share (in Dollars per share) | 0.035 | ||||
Maximum [Member] | Common Stock [Member] | |||||
Capital Stock (Details) [Line Items] | |||||
Conversion prices per share (in Dollars per share) | $ 0.017995 | ||||
Minimum [Member] | |||||
Capital Stock (Details) [Line Items] | |||||
Shares issued (in Shares) | 0.025 | ||||
Fair value closing market price per share (in Dollars per share) | $ 0.028 | ||||
Minimum [Member] | Common Stock [Member] | |||||
Capital Stock (Details) [Line Items] | |||||
Conversion prices per share (in Dollars per share) | $ 0.00095 | ||||
Series A Preferred Stock [Member] | |||||
Capital Stock (Details) [Line Items] | |||||
Preferred stock, conversion price (in Shares) | 1,000 | ||||
Par value (in Dollars per share) | $ 1,000 | ||||
Preferred stock voting rights | The Series A preferred shares entitles the holder to 51% of the voting power of the Company’s stockholders. | ||||
Redeemed par value (in Dollars per share) | $ 0.001 | ||||
Preferred stock, description | (i) a date sixty days after the effective date of the certificate of designation, (ii) the date that Tim Young ceases to serve as officer, director or consultant of the Company, or (iii) on the date that the Company’s shares of common stock first trade on any national securities exchange and such listing is conditioned upon the elimination of the preferential voting rights of the Series A Preferred Stock. The estimated control premium for the voting control of the Series A Preferred Stock was 14.1%. The following assumptions were used: (i) control value of $22,101,999, (ii) control time period of 60 days, (iii) risk equivalent to the WACC of 26.4%. The common stock price was $0.0348, with a market capitalization based on the fully diluted common and preferred shares outstanding. The net fair value of the Series Preferred Stock was $960,700, which was recognized in the financial statements. The preferred shares expired March 27, 2022, and there were no outstanding shares as of March 31, 2022. | ||||
Series C Preferred Stock [Member] | |||||
Capital Stock (Details) [Line Items] | |||||
Preferred stock, conversion price (in Shares) | 17,000 | ||||
Convertible into shares of common stock | $ 100 | ||||
Conversion price (in Dollars per share) | $ 0.00095 | ||||
Cumulative dividends, rate | 10.00% | ||||
Securities purchase agreement, description | the Company and investor acknowledged there was $187,800 of principal remaining under the note issued to the investor by the Company on February 3, 2017, plus $80,365 of accrued interest, representing a total aggregate note balance of $268,165. Pursuant to the purchase agreement, the Company sold to investor 2,700 shares of the Company’s newly designated Series C Preferred Stock for a total purchase price of $268,165. As of March 31, 2022, the Company had a total of 2,700 shares of Series C Preferred Stock outstanding with a fair value of $268,165, and a stated face value of one hundred dollars ($100) (“share value’) per share, and is convertible into shares of fully paid and non-assessable shares of common stock of the Company. Upon liquidation, dissolution and winding up of the Corporation either voluntary or involuntary, the holder of each outstanding share of Series C Preferred Stock shall be entitled to receive, out of the assets of the Corporation available for distribution to its shareholders upon such liquidation, before any payments shall be made or any assets distributed to the holders of the common stock, the stated value of the Series C Preferred Shares plus any declared but unpaid dividends. No other current or future equity holders of the Corporation shall have higher priority of liquidation preference than holders of Series C Preferred Stock. The Holder has the right, at any time, at its election, to convert shares of Series C Preferred Stock into common stock at a conversion price of $0.00095. |
Capital Stock (Details) - Sched
Capital Stock (Details) - Schedule of capital stock - USD ($) | Mar. 31, 2022 | Mar. 31, 2021 |
Per Valuation | ||
Preferred shares issued (in Shares) | 2,700 | 34,853 |
Stated value of debt and interest | $ 268,165 | $ 3,485,313 |
Calculated fair value of preferred shares | 14,340,769 | 85,555,204 |
Fair value of derivative liability removed | 13,231,008 | 178,464,388 |
Loss on settlement | $ 1,109,761 | $ 96,394,494 |
Options and Warrants (Details)
Options and Warrants (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |||||
Jan. 27, 2022 | Sep. 30, 2020 | Jul. 22, 2019 | Jan. 31, 2019 | Jan. 23, 2019 | Mar. 31, 2022 | Mar. 31, 2021 | |
Options and Warrants (Details) [Line Items] | |||||||
Options and warrants description | (i) an amendment to the Company’s articles of incorporation to increase the Company’s authorized shares of common stock from 5,000,000,000 to 10,000,000,000, (ii) an amendment to the Company’s articles of incorporation to effect a reverse stock split of the Company’s common stock by a ratio of not less than 1-for-100 and not more than 1-for-500 at any time prior to the one year anniversary of filing the definitive information statement with respect to the reverse split, with the board of directors having the discretion as to whether or not the reverse split is to be effected, and with the exact ratio of any reverse split to be set at a whole number within the above range as determined by the board in its discretion, and (iii) the adoption of the Company’s 2022 Equity Incentive Plan. Such shareholder approval for such actions became effective 20 days after the definitive information statement relating to such actions was mailed to shareholders. | ||||||
Stock options granted | |||||||
Stock option, description | the Company issued 10,000,000 stock options, of which one-third (1/3) vested immediately, and the remaining shall vest one-twenty fourth (1/24) per month from after the date of the option grant. The options expire 10 years from the initial grant date. The options fully vested on July 22, 2020. | the Company issued 6,000,000 stock options, of which two-third (2/3) vested immediately, and the remaining amount shall vest one-twelfth (1/12) per month from after the date of the option grant. The options expire 10 years from the initial grant date. The options fully vested on January 31, 2020.On July 22, 2019, the Company issued 10,000,000 stock options, of which one-third (1/3) vested immediately, and the remaining shall vest one-twenty fourth (1/24) per month from after the date of the option grant. The options expire 10 years from the initial grant date. | |||||
Bought back shares | 13,146,826 | ||||||
Stock option total shares | 1,250,000 | ||||||
Stock compensation expense | $ 0 | $ 259,955 | |||||
Warrants purchased for a period | The warrants can be exercised over periods of three (3) to five (5) years. | ||||||
Aggregate intrinsic value of the warrants outstanding | $ 0 | ||||||
Warrant [Member] | |||||||
Options and Warrants (Details) [Line Items] | |||||||
Stock options granted | |||||||
Stock warrants purchased | 94,895,239 | ||||||
Stock Option Plan [Member] | |||||||
Options and Warrants (Details) [Line Items] | |||||||
Stock options granted | 10,000,000 | 170,000,000 | |||||
Stock option, description | One-third of the options vested immediately, and the remainder vest 1/24 per month over the first twenty-four months following the option grant. The options expire 10 years from the initial grant date. The options fully vested by January 23, 2022.On January 31, 2019, the Company issued 6,000,000 stock options, of which two-third (2/3) vested immediately, and the remaining amount shall vest one-twelfth (1/12) per month from after the date of the option grant. The options expire 10 years from the initial grant date. The options fully vested on January 31, 2020. On July 22, 2019, the Company issued 10,000,000 stock options, of which one-third (1/3) vested immediately, and the remaining shall vest one-twenty fourth (1/24) per month from after the date of the option grant. The options expire 10 years from the initial grant date. | Of the 10,000,000 non-qualified common stock options, one-third vest immediately, and one-third vest the second and third year, such that the options are fully vested with a maturity date of October 2, 2022 and are exercisable at an exercise price of $0.01 per share. | |||||
Minimum [Member] | Warrant [Member] | |||||||
Options and Warrants (Details) [Line Items] | |||||||
Warrant exercise price | $ 0.0938 | ||||||
Maximum [Member] | Warrant [Member] | |||||||
Options and Warrants (Details) [Line Items] | |||||||
Warrant exercise price | $ 0.13125 |
Options and Warrants (Details)
Options and Warrants (Details) - Schedule of the company's stock option activity and related information - $ / shares | 9 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Schedule of the company's stock option activity and related information [Abstract] | ||
Number of Options outstanding, beginning of period (in Shares) | 157,965,711 | 196,000,000 |
Weighted average exercise price, beginning of period | $ 0.01 | $ 0.01 |
Number of Options Granted (in Shares) | ||
Weighted average exercise price Granted | $ 0.01 | |
Number of Options Exercised (in Shares) | ||
Weighted average exercise price Exercised | ||
Number of Options Buyback of options (in Shares) | (13,146,826) | |
Weighted average exercise price Buyback of options | $ 0.0099 | $ 0.0099 |
Number of Options Outstanding, end of period (in Shares) | 157,965,711 | 182,853,174 |
Weighted average exercise price Outstanding, end of period | $ 0.0089 | $ 0.0089 |
Number of Options Exercisable at the end of period (in Shares) | 157,965,711 | 182,853,174 |
Weighted average exercise price Exercisable at the end of period | $ 0.0089 | $ 0.0089 |
Options and Warrants (Details_2
Options and Warrants (Details) - Schedule of weighted average remaining contractual life of options outstanding - $ / shares | 9 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Options and Warrants (Details) - Schedule of weighted average remaining contractual life of options outstanding [Line Items] | ||
Stock Options Outstanding | 157,965,711 | 182,853,174 |
Stock Options Exercisable | 157,965,711 | 182,853,174 |
0.0100 [Member] | ||
Options and Warrants (Details) - Schedule of weighted average remaining contractual life of options outstanding [Line Items] | ||
Exercise Price (in Dollars per share) | $ 0.01 | $ 0.01 |
Stock Options Outstanding | 3,071,212 | 7,369,421 |
Stock Options Exercisable | 3,071,212 | 7,368,421 |
Weighted Average Remaining Contractual Life (years) | 6 months 3 days | 1 year 6 months 3 days |
0.0097 [Member] | ||
Options and Warrants (Details) - Schedule of weighted average remaining contractual life of options outstanding [Line Items] | ||
Exercise Price (in Dollars per share) | $ 0.0097 | $ 0.0097 |
Stock Options Outstanding | 6,000,000 | 6,000,000 |
Stock Options Exercisable | 6,000,000 | 6,000,000 |
Weighted Average Remaining Contractual Life (years) | 3 years 10 months 2 days | 4 years 10 months 2 days |
0.0099 [Member] | ||
Options and Warrants (Details) - Schedule of weighted average remaining contractual life of options outstanding [Line Items] | ||
Exercise Price (in Dollars per share) | $ 0.0099 | $ 0.0099 |
Stock Options Outstanding | 138,894,499 | 159,484,753 |
Stock Options Exercisable | 138,894,499 | 159,484,753 |
Weighted Average Remaining Contractual Life (years) | 3 years 9 months 25 days | 4 years 9 months 25 days |
0.0060 [Member] | ||
Options and Warrants (Details) - Schedule of weighted average remaining contractual life of options outstanding [Line Items] | ||
Exercise Price (in Dollars per share) | $ 0.006 | $ 0.006 |
Stock Options Outstanding | 10,000,000 | 10,000,000 |
Stock Options Exercisable | 10,000,000 | 10,000,000 |
Weighted Average Remaining Contractual Life (years) | 4 years 3 months 21 days | 5 years 3 months 21 days |
Options and Warrants (Details_3
Options and Warrants (Details) - Schedule of company's warrant activity and related information - Warrant [Member] | 9 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Options and Warrants (Details) - Schedule of company's warrant activity and related information [Line Items] | |
Number of Warrants, outstanding, beginning of period | shares | 94,895,239 |
Weighted average exercise price, beginning of period | $ / shares | $ 0.11 |
Number of Warrants, granted | shares | |
Weighted average exercise price, granted | $ / shares | |
Number of Warrants, exercised | shares | |
Weighted average exercise price, exercised | $ / shares | |
Number of Warrants, forfeited/Expired | shares | |
Weighted average exercise price, forfeited/Expired | $ / shares | |
Number of Warrants, end of period | shares | 94,895,239 |
Weighted average exercise price, outstanding, end of period | $ / shares | $ 0.11 |
Number of Warrants, exercisable at the end of period | shares | 94,895,239 |
Weighted average exercise price, exercisable at the end of period | $ / shares | $ 0.11 |
Options and Warrants (Details_4
Options and Warrants (Details) - Schedule of aggregate intrinsic value of the warrants outstanding | 9 Months Ended |
Mar. 31, 2022shares | |
Options and Warrants (Details) - Schedule of aggregate intrinsic value of the warrants outstanding [Line Items] | |
Warrants Outstanding | 94,895,239 |
Warrants Exercisable | 94,895,239 |
0.0938 [Member] | |
Options and Warrants (Details) - Schedule of aggregate intrinsic value of the warrants outstanding [Line Items] | |
Warrants Outstanding | 16,800,000 |
Warrants Exercisable | 16,800,000 |
0.0938 [Member] | Minimum [Member] | |
Options and Warrants (Details) - Schedule of aggregate intrinsic value of the warrants outstanding [Line Items] | |
Weighted Average Remaining Contractual Life (years) | 1 year 2 months 4 days |
0.0938 [Member] | Maximum [Member] | |
Options and Warrants (Details) - Schedule of aggregate intrinsic value of the warrants outstanding [Line Items] | |
Weighted Average Remaining Contractual Life (years) | 1 year 9 months |
0.13125 [Member] | |
Options and Warrants (Details) - Schedule of aggregate intrinsic value of the warrants outstanding [Line Items] | |
Warrants Outstanding | 6,666,667 |
Warrants Exercisable | 6,666,667 |
Weighted Average Remaining Contractual Life (years) | 3 years 10 months 28 days |
0.12 [Member] | |
Options and Warrants (Details) - Schedule of aggregate intrinsic value of the warrants outstanding [Line Items] | |
Warrants Outstanding | 71,428,572 |
Warrants Exercisable | 71,428,572 |
Weighted Average Remaining Contractual Life (years) | 3 years 11 months 1 day |
Convertible Promissory Notes (D
Convertible Promissory Notes (Details) - USD ($) | Aug. 10, 2018 | Nov. 09, 2017 | Feb. 03, 2017 | Jun. 27, 2018 | Dec. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Apr. 15, 2020 |
Convertible Promissory Notes (Details) [Line Items] | ||||||||
Convertible promissory notes | $ 1,078,300 | |||||||
Aggregate principal amount | $ 50,000 | |||||||
Convertible note, description | At March 31, 2022, the Company recognized a loss of $1,109,761 on conversion of a convertible note in exchange for Series C preferred stock. | |||||||
Convertible promissory notes [Member] | ||||||||
Convertible Promissory Notes (Details) [Line Items] | ||||||||
Convertible promissory notes | $ 827,500 | |||||||
Debt discount | 104,795 | |||||||
Net balance of convertible debt | $ 722,705 | |||||||
Feb 2017 Note [Member] | 10% Convertible Promissory Note [Member] | ||||||||
Convertible Promissory Notes (Details) [Line Items] | ||||||||
Convertible notes, interest rate | 10.00% | |||||||
Aggregate principal amount | $ 500,000 | |||||||
Debt instrument initial additional tranches received. | $ 500,000 | |||||||
Debt instrument, maturity date description | The Feb 2017 Note had a maturity date of February 3, 2018, which the investor extended for an additional sixty (60) months from the effective date of the note, to February 3, 2022. The Feb 2017 Note was convertible into shares of common stock of the Company at a variable conversion price of the lesser of $0.01 per share or fifty percent (50%) of the lowest trading price since the original effective date of the note or the lowest effective price per share granted to any person or entity after the effective date to acquire common stock. If the Company failed to deliver shares in accordance with the timeframe of three (3) business days of the receipt of a notice of conversion, the lender, at any time prior to selling all of those shares, could rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and have the rescinded conversion amount returned to the principal sum with the rescinded conversion shares returned to the Company. In no event was the lender be entitled to convert any portion of the Feb 2017 Note to the extent such conversion would result in beneficial ownership by the lender and its affiliates of more than 4.99% of the outstanding shares of common stock of the Company. In addition, for each conversion, in the event, that shares were not delivered by the fourth business day (inclusive of the day of conversion), a penalty of $1,500 per day would be assessed for each day after the third business day (inclusive of the day of the conversion) until the shares are delivered. | |||||||
Common stock shares Issued (in Shares) | 180,480,692 | |||||||
Conversion of principal amount (in Shares) | 120,400 | |||||||
Accrued interest | $ 51,057 | |||||||
Fixed conversion price (in Dollars per share) | $ 0.00095 | |||||||
Aggregate principal amount | $ 0 | |||||||
Feb 2017 Note [Member] | 10% Convertible Promissory Note [Member] | Series C Preferred Stock [Member] | ||||||||
Convertible Promissory Notes (Details) [Line Items] | ||||||||
Conversion of principal amount (in Shares) | 187,800 | |||||||
Accrued interest | $ 80,365 | |||||||
Aggregate total | $ 268,165 | |||||||
Series C preferred shares (in Shares) | 2,700 | |||||||
Preferred stock, par value (in Dollars per share) | $ 100 | |||||||
Percentage of annual dividend | 10.00% | |||||||
Nov 2017 Note [Member] | 10% Convertible Promissory Note [Member] | ||||||||
Convertible Promissory Notes (Details) [Line Items] | ||||||||
Aggregate principal amount | $ 500,000 | |||||||
Accrued interest | $ 55,427 | |||||||
Aggregate principal amount | $ 177,500 | |||||||
Convertible promissory note percentage | 10.00% | |||||||
Aggregate principal total | $ 500,000 | |||||||
Percentage of beneficial ownership | 4.99% | |||||||
Penalty amount | $ 1,500 | |||||||
Convertible common stock, shares issued upon conversion (in Shares) | 200,976,352 | |||||||
Principal conversion of stock | $ 135,500 | |||||||
Jun 2018 Note [Member] | 10% Convertible Promissory Note [Member] | ||||||||
Convertible Promissory Notes (Details) [Line Items] | ||||||||
Convertible notes, interest rate | 10.00% | |||||||
Aggregate principal amount | $ 500,000 | |||||||
Debt instrument, maturity date description | The Jun 2018 Note matured on June 27, 2019, which was automatically extended for sixty (60) months from the effective date of the note. | |||||||
Aggregate principal amount | $ 500,000 | 500,000 | ||||||
Recognized interest expense amount | 307,781 | |||||||
Aug 2018 Note [Member] | ||||||||
Convertible Promissory Notes (Details) [Line Items] | ||||||||
Convertible notes, interest rate | 10.00% | |||||||
Debt instrument, maturity date description | The Aug 2018 Note may be converted into shares of the Company’s common stock at a conversion price of the lesser of a) $0.005 per share or b) sixty-one (61%) percent of the lowest trading price per common stock recorded on any trade day after the effective date. | |||||||
Aggregate principal amount | $ 100,000 | 100,000 | ||||||
Aug 2018 Note [Member] | 10% Unsecured Convertible Note [Member] | ||||||||
Convertible Promissory Notes (Details) [Line Items] | ||||||||
Debt instrument, maturity date description | The Aug 2018 Note had a maturity date of August 10, 2019, with an extension of sixty (60) months from the date of the note. The Aug 2018 Note matures on August 10, 2023. | |||||||
April 2020 Note [Member] | ||||||||
Convertible Promissory Notes (Details) [Line Items] | ||||||||
Aggregate principal amount | $ 50,000 | |||||||
Percentage of beneficial ownership | 4.99% | |||||||
Penalty amount | $ 2,000 | |||||||
Conversion price (in Dollars per share) | $ 0.01 | |||||||
Interest expense amount | 30,027 | |||||||
Convertible notes payable | $ 50,000 |
Convertible Promissory Notes _2
Convertible Promissory Notes (Details) - Schedule of convertible promissory notes | Mar. 31, 2022USD ($) |
Debt Disclosure [Abstract] | |
Convertible Promissory Notes, net of debt discount | $ 722,705 |
Less current portion | 387,705 |
Total long-term liabilities | $ 335,000 |
Convertible Promissory Notes _3
Convertible Promissory Notes (Details) - Schedule of maturities of long-term debt | Mar. 31, 2022USD ($) |
Debt Disclosure [Abstract] | |
2023 | $ 492,500 |
2024 | 325,000 |
2025 | |
2026 | 10,000 |
Total maturities of long-term debt | $ 827,500 |
Derivative Liabilities (Details
Derivative Liabilities (Details) | 9 Months Ended |
Mar. 31, 2022USD ($) | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Change in derivative liabilities | $ 83,572,095 |
Fair value of the derivative liability | $ 38,444,200 |
Derivative Liabilities (Detai_2
Derivative Liabilities (Details) - Schedule of fair market value of the derivative liability | 9 Months Ended |
Mar. 31, 2022 | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Expected dividend yield | |
Minimum [Member] | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Risk free interest rate | 0.35% |
Stock volatility factor | 83.00% |
Weighted average expected option life | 1 year |
Maximum [Member] | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Risk free interest rate | 2.28% |
Stock volatility factor | 166.00% |
Weighted average expected option life | 5 years |
Marketable Securities (Details)
Marketable Securities (Details) | 9 Months Ended |
Mar. 31, 2022USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Interest income | $ 172,566 |
Marketable Securities (Detail_2
Marketable Securities (Details) - Schedule of cash and short and long-term investments | Mar. 31, 2022USD ($) |
Short term investments: | |
Bonds (held-to-maturity) | $ 7,452,049 |
Long term investments: | |
Bonds (held-to-maturity) | 3,196,340 |
Total short and long-term investments | $ 10,648,389 |
Marketable Securities (Detail_3
Marketable Securities (Details) - Schedule of amortized cost of the held-to-maturity bonds | Mar. 31, 2022USD ($) |
Marketable Securities (Details) - Schedule of amortized cost of the held-to-maturity bonds [Line Items] | |
Total | $ 10,648,389 |
AA/A [Member] | |
Marketable Securities (Details) - Schedule of amortized cost of the held-to-maturity bonds [Line Items] | |
Total | 5,402,413 |
BBB [Member] | |
Marketable Securities (Details) - Schedule of amortized cost of the held-to-maturity bonds [Line Items] | |
Total | $ 5,245,976 |
Marketable Securities (Detail_4
Marketable Securities (Details) - Schedule of gross unrealized gains and losses - Bonds [Member] - Level 2 [Member] | 9 Months Ended |
Mar. 31, 2022USD ($) | |
Marketable Securities (Details) - Schedule of gross unrealized gains and losses [Line Items] | |
Cost | $ 10,648,389 |
Gross Unrealized Gains | |
Gross Unrealized Losses | (218,923) |
Fair Value | $ 10,429,466 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | Oct. 01, 2021 | Sep. 01, 2021 | Mar. 31, 2022 |
Commitments and Contingencies Disclosure [Abstract] | |||
Deposits paid | $ 34,250 | ||
Research agreement, description | As consideration under the research agreement, the University of Michigan will receive a maximum of $296,448, from the Company. The research agreement may be terminated by either party upon ninety (90) day prior written notice or a material breach or default, which is not cured within 90 days of receipt of a written notice of such breach. This agreement was signed by the Company on September 23, 2021. | the Company entered into a new research agreement with the University of Iowa. As consideration under the research agreement, the University of Iowa will receive a maximum of $350,000 from the Company. The contract period is from September 1, 2021 through August 31, 2022. The research agreement may be terminated by either party upon sixty (60) day prior written notice or a material breach or default, which is not cured within 90 days of receipt of a written notice of such breach. This agreement was signed by the Company on September 13, 2021. As of March 31, 2022, the Company has accrued the amount due of $204,166, which is recorded as part of accounts payable. |
Related Party (Details)
Related Party (Details) | 9 Months Ended |
Mar. 31, 2022USD ($)shares | |
Related Party Transactions [Abstract] | |
Salary amount | $ 214,820 |
Related party accrued expenses | $ 211,750 |
Aggregate redeemed option to purchase (in Shares) | shares | 24,887,463 |
Stock options to related parties | $ 1,450,000 |