Cover
Cover - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Oct. 07, 2021 | Dec. 31, 2020 | |
Cover [Abstract] | |||
Entity Registrant Name | XERIANT, INC. | ||
Entity Central Index Key | 0001481504 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Current Reporting Status | Yes | ||
Document Period End Date | Jun. 30, 2021 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Entity Common Stock Shares Outstanding | 322,574,504 | ||
Entity Public Float | $ 36,600,000 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Interactive Data Current | Yes |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Current assets | ||
Cash | $ 962,540 | $ 38,893 |
Deposits | 12,546 | 0 |
Prepaids | 1,234 | 13,893 |
Total current assets | 976,320 | 52,786 |
Operating lease right-of-use asset | 169,209 | 206,111 |
Total assets | 1,145,529 | 258,897 |
Current liabilities | ||
Accounts payable and accrued liabilities | 73,224 | 27,621 |
Accrued liabilities, related party | 25,000 | 9,000 |
Convertible notes payable, net of discount | 158,196 | 32,734 |
Lease liability, current | 42,643 | 36,963 |
Total current liabilities | 299,063 | 106,318 |
Lease liability, long-term | 141,160 | 183,803 |
Total liabilities | 440,223 | 290,121 |
Commitments and contingencies (Note 9) | 0 | 0 |
Stockholders' deficit | ||
Common stock, $0.00001 par value; 5,000,000,000 shares authorized; 292,815,960 and 69,584,149 shares issued and outstanding at June 30, 2021 and 2020, respectively | $ 2,925 | $ 696 |
Common stock to be issued | 51,090 | 372,397 |
Additional paid in capital | $ 4,138,194 | $ 379,971 |
Accumulated deficit | (2,327,544) | (784,319) |
Controlling interest | 1,864,683 | (31,224) |
Non-controlling interest | (1,159,377) | 0 |
Total stockholders' deficit | 705,306 | (31,224) |
Total liabilities and stockholders' deficit | 1,145,529 | 258,897 |
Series A Preferred Shares [Member] | ||
Stockholders' deficit | ||
Preferred Stock Value | 8 | 31 |
Series B Preferred Shares [Member] | ||
Stockholders' deficit | ||
Preferred Stock Value | $ 10 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2021 | Jun. 30, 2020 |
Stockholders' deficit | ||
Common stock, shares par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 5,000,000,000 | 5,000,000,000 |
Common stock, shares issued | 292,815,960 | 69,584,149 |
Common stock, shares outstanding | 292,815,960 | 69,584,149 |
Preferred stock, shares par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Series A Preferred Shares [Member] | ||
Stockholders' deficit | ||
Preferred stock, shares par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares designated | 3,500,000 | 3,500,000 |
Preferred stock, shares issued | 788,270 | 3,113,637 |
Preferred stock, shares outstanding | 788,270 | 3,113,637 |
Series B Preferred Shares [Member] | ||
Stockholders' deficit | ||
Preferred stock, shares par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares designated | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 1,000,000 | 0 |
Preferred stock, shares outstanding | 1,000,000 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Operating expenses: | ||
Sales and marketing expense | $ 1,047,120 | $ 0 |
General and administrative expenses | 406,296 | 94,013 |
Professional fees | 190,693 | 137,250 |
Related party consulting fees | 182,000 | 125,100 |
Research and development expense | 373,112 | 6,376 |
Total operating expenses | 2,199,221 | 362,739 |
Operating loss | (2,199,221) | (362,739) |
Other expenses: | ||
Amortization of debt discount | (303,912) | (324,034) |
Amortization of debt discount, related party | (5,000) | (27,242) |
Interest expense | (7,439) | (9,722) |
Interest expense, related party | (76) | (3,983) |
Gain on forgiveness of accounts payable | 0 | 28,156 |
Loss on settlement of debt | (186,954) | 0 |
Total other (expense) | (503,381) | (336,825) |
Net loss attributable: | ||
Non-controlling interest | (1,159,377) | 0 |
Common stockholders | (1,543,225) | 0 |
Net loss | $ (2,702,602) | $ (699,564) |
Net loss per common share - basic and diluted | $ (0.01) | $ (0.01) |
Weighted average number of common shares outstanding - basic and diluted | 225,497,197 | 52,426,414 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS DEFICIT - USD ($) | Total | Preferred stock series A | Preferred Stock Series B | Common Stock | Additional Paid-In Capital | Common Stock To Be Issued | Accumulated Deficit | Noncontrolling Interest |
Balance, shares at Jun. 30, 2019 | ||||||||
Balance, amount at Jun. 30, 2019 | $ (33,848) | $ 0 | $ 0 | $ 0 | $ 50,907 | $ 0 | $ (84,755) | $ 0 |
Effect of reverse merger, shares | 3,113,637 | 69,584,149 | ||||||
Effect of reverse merger, amount | (49,902) | $ 31 | $ 0 | $ 696 | (50,629) | 0 | 0 | 0 |
Fair value of beneficial conversion feature associated with convertible debt | 379,693 | 0 | 0 | 0 | 379,693 | 0 | 0 | 0 |
Convertible notes and accrued interest converted into common stock | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Convertible notes and accrued interest, related party converted into common stock | 372,397 | 0 | 0 | 0 | 0 | 372,397 | 0 | 0 |
Net Loss | (699,564) | $ 0 | $ 0 | $ 0 | 0 | (699,564) | 0 | |
Balance, shares at Jun. 30, 2020 | 3,113,637 | 69,584,149 | ||||||
Balance, amount at Jun. 30, 2020 | (31,224) | $ 31 | $ 0 | $ 696 | 379,971 | 372,397 | (784,319) | 0 |
Fair value of beneficial conversion feature associated with convertible debt | 171,957 | 0 | 0 | 0 | 171,957 | 0 | 0 | 0 |
Net Loss | (2,702,602) | $ 0 | $ 0 | $ 0 | 0 | (1,543,225) | (1,159,377) | |
Sale of common stock, shares | 16,308,334 | |||||||
Sale of common stock, amount | 1,648,000 | $ 0 | $ 0 | $ 163 | 1,599,837 | 48,000 | 0 | 0 |
Conversion of convertible notes and accrued interest, shares | 25,168,183 | |||||||
Conversion of convertible notes and accrued interest, amount | 184,156 | $ 0 | $ 0 | $ 251 | 183,905 | 0 | 0 | 0 |
Conversion of convertible notes and accrued interests | 3,090 | $ 0 | 0 | 3,090 | 0 | 0 | ||
Conversion of Series A Preferred to Common Stock, shares | (44,367) | 44,366,919 | ||||||
Conversion of Series A Preferred to Common Stock, amount | 0 | $ 0 | $ 0 | $ 443 | (443) | 0 | 0 | 0 |
Cancellation of Series A Preferred shares issued in AAT merger, shares | (2,240,000) | |||||||
Cancellation of Series A Preferred shares issued in AAT merger, amount | 0 | $ (22) | $ 0 | $ 0 | 22 | 0 | 0 | 0 |
Cancellation of Series A Preferred shares issued for compensation in prior year, shares | (41,000) | |||||||
Cancellation of Series A Preferred shares issued for compensation in prior year, amount | 0 | $ (1) | $ 0 | $ 0 | 1 | 0 | 0 | 0 |
Stock issued for services, shares | 24,540,909 | |||||||
Stock issued for services, amount | 1,275,703 | $ 0 | $ 0 | $ 244 | 1,275,459 | 0 | 0 | 0 |
Issuance of warrants with convertible notes | 117,893 | 0 | 0 | 0 | 117,893 | 0 | 0 | 0 |
Issuance of warrants for advisory board services | 38,332 | $ 0 | $ 0 | $ 0 | 38,332 | 0 | 0 | 0 |
Shares reclassed from common stock to be issued, shares | 112,847,466 | |||||||
Shares reclassed from common stock to be issued, amount | 1 | $ 0 | $ 0 | $ 1,128 | 371,270 | (372,397) | 0 | 0 |
Issuance of Series B Preferred Stock in connection with CEO's Employment Agreement, shares | 1,000,000 | |||||||
Issuance of Series B Preferred Stock in connection with CEO's Employment Agreement, amount | 0 | $ 0 | $ 10 | $ 0 | (10) | 0 | 0 | 0 |
Balance, shares at Jun. 30, 2021 | 788,270 | 1,000,000 | 292,815,960 | |||||
Balance, amount at Jun. 30, 2021 | $ 705,306 | $ 8 | $ 10 | $ 2,925 | $ 4,138,194 | $ 51,090 | $ (2,327,544) | $ (1,159,377) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash Flows from Operating Activities | ||
Net Loss | $ (2,702,602) | $ (699,564) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Stock compensation | 1,275,703 | 0 |
Warrants issued for services | 38,332 | 0 |
Amortization of debt discount | (303,912) | (324,034) |
Amortization of debt discount, related party | 5,000 | 27,242 |
Loss on settlement of debt | 186,954 | 0 |
Gain on forgiveness of accounts payable | 0 | (28,156) |
Operating lease right of use asset | (62) | 14,654 |
Changes in operating assets & liabilities | ||
Deposits | (12,546) | (13,893) |
Prepaid expenses | 12,659 | 0 |
Accounts payable and accrued expenses | (124,553) | 4,892 |
Accrued expenses, related parties | 0 | 21,205 |
Net cash used by operating activities | (1,012,203) | (349,586) |
Cash Flows from Financing Activities | ||
Sale of common stock | 1,648,000 | 0 |
Proceeds from convertible notes payable | 287,850 | 352,450 |
Proceeds from convertible notes payable, related party | 0 | 33,000 |
Net cash provided by financing activities | 1,935,850 | 385,450 |
Increase in Cash | 923,647 | 35,864 |
Cash at beginning of period | 38,893 | 3,029 |
Cash at end of period | 962,540 | 38,893 |
Supplemental Cash Flow Information | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | 0 | 0 |
Non-cash investing and financing activities: | ||
Conversion of convertible notes payable and accrued interest | 187,246 | 372,397 |
Warrants issued with convertible notes payable | 117,893 | 0 |
Beneficial conversion feature arising from convertible notes payable | $ 171,957 | $ 397,693 |
ORGANIZATION AND NATURE OF BUSI
ORGANIZATION AND NATURE OF BUSINESS | 12 Months Ended |
Jun. 30, 2021 | |
ORGANIZATION AND NATURE OF BUSINESS | |
NOTE 1 - ORGANIZATION AND NATURE OF BUSINESS | Xeriant, Inc. (“Xeriant” or the “Company”) is an aerospace company dedicated to the emerging aviation market called Advanced Air Mobility (AAM), the transition to eco-friendly, on demand flight, making air transportation more accessible and a greater part of our daily lives. Xeriant is focused on the acquisition, development, and proliferation of next generation hybrid-electric and fully electric aircraft with vertical takeoff and landing (eVTOL) capabilities, performance enhancing aerospace technologies and advanced materials, as well as critical support infrastructure. Xeriant is located at the Research Park at Florida Atlantic University in Boca Raton, Florida adjacent to the Boca Raton Airport, and trades on OTC Markets under the stock symbol, XERI. The Company was incorporated in Nevada on December 18, 2009. On April 16, 2019, the Company entered into a Share Exchange Agreement with American Aviation Technologies, LLC (“AAT”), an aircraft design and development company focused on the emerging segment of the aviation industry of autonomous and semi-autonomous vertical take-off and landing (VTOL) unmanned aerial vehicles (UAVs). On September 30, 2019, the acquisition of AAT closed, and AAT became a wholly owned subsidiary of the Company. On June 22, 2020, the name of the Company was changed to Xeriant, Inc. in the State of Nevada and subsequently approved by FINRA effective July 30, 2020 for the name and symbol change (XERI). On May 27, 2021, the Company entered into a Joint Venture Agreement with XTI Aircraft Company, to form a new company, called Eco-Aero, LLC, for purpose of completing the preliminary design of XTI’s TriFan 600, a 5-passenger plus pilot, hybrid electric, vertical takeoff and landing (eVTOL) fixed wing aircraft. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation The consolidated financial statements, which include the accounts of the Company, American Aviation Technologies, LLC, and Eco-Aero, LLC, its subsidiaries, are prepared in conformity with generally accepted accounting principles in the United States of America (U.S. GAAP). All significant intercompany balances and transactions have been eliminated. The consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and presented in US dollars. The fiscal year end is June 30. Principles of Consolidation The consolidated financial statements include the accounts of Xeriant, Inc., American Aviation Technologies, LLC, and Eco-Aero, LLC. All significant intercompany balances and transactions have been eliminated. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant assumptions and estimates relate to the valuation of beneficial conversion features and warrants associated with convertible debt. Actual results could differ from these estimates. Fair Value Measurements and Fair Value of Financial Instruments The Company adopted ASC Topic 820, Fair Value Measurements. ASC Topic 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1: Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2: Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3: Inputs are unobservable inputs which reflect the reporting entity's own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. The estimated fair value of certain financial instruments, including all current liabilities are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. Deferred Taxes The Company follows Accounting Standards Codification subtopic 740-10, Income Taxes ("ASC 740-10") for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability during each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse and are considered immaterial. As of June 30, 2021 there are no deferred tax assets. Cash and Cash Equivalents For purposes of the Statements of Cash Flows, the Company considers highly liquid investments with an original maturity of three months or less to be cash equivalents. The Company has no cash equivalents. Accounts Receivable and Allowance for Doubtful Accounts The Company monitors outstanding receivables based on factors surrounding the credit risk of specific customers, historical trends, and other information. The allowance for doubtful accounts is estimated based on an assessment of the Company's ability to collect on customer accounts receivable. There is judgment involved with estimating the allowance for doubtful accounts and if the financial condition of the Company's customers were to deteriorate, resulting in their inability to make the required payments, the Company may be required to record additional allowances or charges against revenues. The Company writes-off accounts receivable against the allowance when it determines a balance is uncollectible and no longer actively pursues its collection. The allowance for doubtful accounts is created by forming a credit balance which is deducted from the total receivables balance in the balance sheet. As of June 30, 2021 and 2020 there are no accounts receivable. Revenue Recognition Revenue includes product sales. The Company recognizes revenue from product sales in accordance with Topic 606 "Revenue Recognition in Financial Statements" which considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the services have been rendered and all required milestones achieved, (iii) the sales price is fixed or determinable, and (iv) Collectability is reasonably assured. For the years ended June 30, 2021 and 2020, the Company has no revenue. Convertible Debentures If the conversion features of conventional convertible debt provide for a rate of conversion that is below market value at issuance, this feature is characterized as a beneficial conversion feature ("BCF"). A BCF is recorded by the Company as a debt discount pursuant to ASC Topic 470-20 "Debt with Conversion and Other Options." In those circumstances, the convertible debt is recorded net of the discount related to the BCF, and the Company amortizes the discount to interest expense, over the life of the debt. During the year ended June 30, 2021, the Company recorded a BCF in the amount of $171,957. Fair Value of Financial Instruments Accounting Standards Codification subtopic 825-10, Financial Instruments ("ASC 825-10") requires disclosure of the fair value of certain financial instruments. The carrying value of cash, accounts payable and accrued liabilities as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. All other significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed. The Company follows Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures ("ASC 820-10") and Accounting Standards Codification subtopic 825-10, Financial Instruments ("ASC 825-10"), which permits entities to choose to measure many financial instruments and certain other items at fair value. Research and Development Expenses Expenditures for research and development are expensed as incurred. The Company incurred research and development expenses of $373,112 and $6,376 for the years ended June 30, 2021 and 2020, respectively. Advertising, Marketing and Public Relations The Company expenses advertising and marketing costs as they are incurred. The Company recorded advertising expenses in the amount of $1,047,120 and $1,211 for the years ended June 30, 2021 and 2020, respectively. Offering Costs Costs incurred in connection with raising capital by the issuance of common stock are recorded as contra equity and deducted from the capital raised. There were no offering costs for the years ended June 30, 2021 and 2020, respectively. Income Taxes The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties related to unrecognized tax benefits as a component of general and administrative expenses. Our consolidated federal tax return and any state tax returns are not currently under examination. The Company has adopted FASB ASC 740-10, Accounting for Income Taxes, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed annually from differences between the financial statement and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Recent Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers In February 2016, FASB issued ASC 842 that requires lessees to recognize lease assets and corresponding lease liabilities on the balance sheet for all leases with terms of more than 12 months. The update, which supersedes existing lease guidance, will continue to classify leases as either finance or operating, with the classification determining the pattern of expense recognition in the income statement. The ASU will be effective for annual and interim periods beginning after December 15, 2019, with early adoption permitted, and is applicable on a modified retrospective basis with various optional practical expedients. The Company has assessed the impact of this standard. The Company entered into a new lease agreement commencing on November 1, 2019 and implemented this guidance on November 1, 2019. In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This update addresses a diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. On June 20, 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
JOINT VENTURE
JOINT VENTURE | 12 Months Ended |
Jun. 30, 2021 | |
JOINT VENTURE | |
NOTE 3 - JOINT VENTURE | On May 31, 2021, the Company entered into a Joint Venture Agreement (the “Agreement”) with XTI Aircraft Company (“XTI”), a Delaware corporation, to form a new company, called Eco-Aero, LLC (the “JV”), a Delaware limited liability company, with the purpose of completing the preliminary design of XTI’s TriFan 600, a 5-passenger plus pilot, hybrid electric, vertical takeoff, and landing (eVTOL) fixed wing aircraft. Under the Agreement, Xeriant is contributing capital, technology, and strategic business relationships, and XTI is contributing intellectual property licensing rights and know-how. XTI and the Company each own 50 percent of the JV. The JV is managed by a management committee consisting of five members, three appointed by the Company and two by XTI. The Agreement was effective on June 4, 2021, with an initial deposit of $1 million into the JV. Xeriant’s financial commitment is $10 million, contributed over a period of less than one year, as required by the aircraft development timeline and budget. The Company analyzed the transaction under ASC 810 Consolidation |
CONCENTRATION OF CREDIT RISKS
CONCENTRATION OF CREDIT RISKS | 12 Months Ended |
Jun. 30, 2021 | |
CONCENTRATION OF CREDIT RISKS | |
NOTE 4 - CONCENTRATION OF CREDIT RISKS | The Company maintains accounts with financial institutions. All cash in checking accounts is non-interest bearing and is fully insured by the Federal Deposit Insurance Corporation (FDIC). At times, cash balances may exceed the maximum coverage provided by the FDIC on insured depositor accounts. The Company believes it mitigates its risk by depositing its cash and cash equivalents with major financial institutions. On June 30, 2021, the Company had $712,540 in excess of FDIC insurance. |
OPERATING LEASE RIGHTOFUSE ASSE
OPERATING LEASE RIGHTOFUSE ASSET AND OPERATING LEASE LIABILITY | 12 Months Ended |
Jun. 30, 2021 | |
OPERATING LEASE RIGHTOFUSE ASSET AND OPERATING LEASE LIABILITY | |
NOTE 5 - OPERATING LEASE RIGHT-OF-USE ASSET AND OPERATING LEASE LIABILITY | The Company leases 2,911 square feet of office space located in the Research Park at Florida Atlantic University, Innovation Centre 1, 3998 FAU Boulevard, Suite 309, Boca Raton, Florida. The Company entered into a lease agreement commencing on November 1, 2019 through January 1, 2025 in which the first three months of rent were abated. Due to the COVID-19 pandemic, the company decided to have all employees work from home and intends to build out the office space by the end of 2021 to allow employees to work from the office in January of 2022. The following table illustrates the base rent amounts over the term of the lease: Base Rent Periods Rent February 1, 2020 to October 1, 2020 $ 4,367 November 1, 2020 to October 1, 2021 $ 4,498 November 1, 2021 to October 1, 2022 $ 4,633 November 1, 2021 to October 1, 2022 $ 4,771 November 1, 2023 to October 1, 2024 $ 4,915 November 1, 2024 to January 1, 2025 $ 5,063 Operating lease right-of-use asset and liability are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value is our incremental borrowing rate, estimated to be 10%, as the interest rate implicit in most of our leases is not readily determinable. Operating lease expense is recognized on a straight-line basis over the lease term. Since the common area maintenance expenses are expenses that do not depend on an index or rate, they are excluded from the measurement of the lease liability and recognized in other general and administrative expenses on the statements of operations. At inception the Company paid prepaid rent in the amount of $4,659, which was netted against the operating lease right-of-use asset balance until it was applied in February 2020. Right-of-use asset is summarized below: June 30, 2021 Office lease $ 220,448 Less: accumulated amortization (51,239 ) Right-of-use asset, net $ 169,209 Operating lease liability is summarized below: June 30, 2021 Office lease $ 183,803 Less: current portion (42,644 ) Long term portion 141,160 Maturity of the lease liability is as follows: Fiscal year ending June 30, 2022 $ 58,635 Fiscal year ending June 30, 2023 60,392 Fiscal year ending June 30, 2024 62,201 Fiscal year ending June 30, 2025 37,112 218,340 Present value discount (34,537 ) Lease liability $ 193,535 |
EXCHANGE AGREEMENT
EXCHANGE AGREEMENT | 12 Months Ended |
Jun. 30, 2021 | |
EXCHANGE AGREEMENT | |
NOTE 6 - EXCHANGE AGREEMENT | On April 16, 2019, the Company and the members of American Aviation Technologies, LLC (“AAT”) entered into a Share Exchange Agreement (“Agreement”). The agreement, which became effective on September 30, 2019, was pursuant to which the Company acquired 100% of the issued and outstanding membership units in exchange for the issuance of shares of the Company’s Series A Preferred Stock constituting 86.39% of the total voting power of the Company’s capital stock to be outstanding upon closing, after giving effect to the consummation of concurrent debt settlement and other capital stock issuances but before the issuance of shares of capital stock for investor relations purposes. As a result of the Exchange Agreement, AAT became a wholly owned subsidiary of the Company. On September 30, 2019 just prior to the exchange, the Company issued 170,000 shares of preferred stock as compensation and 193,637 shares of preferred stock in satisfaction of $2,608,224 in liabilities. |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 12 Months Ended |
Jun. 30, 2021 | |
CONVERTIBLE NOTES PAYABLE | |
NOTE 7 - CONVERTIBLE NOTES PAYABLE | The carrying value of convertible notes payable, net of discount, as of June 30, 2021 and 2020 was $158,196 and $32,734, respectively, as summarized below: The following table illustrates the carrying values for the convertible notes payable as of June 30, 2021 and 2020: June 30, June 30, Convertible Notes Payable 2021 2020 Convertible notes payable issued March 2, 2020 (6% interest) $ - $ 22,000 Convertible notes payable issued March 3, 2020 (6% interest) - 10,000 Convertible notes payable issued March 7, 2020 (6% interest) - 1,650 Convertible notes payable issued March 10, 2020 (6% interest) - 15,000 Convertible notes payable issued April 9, 2020 (6% interest) - 1,000 Convertible notes payable issued April 23, 2020 (6% interest) - 2,000 Convertible notes payable issued May 11, 2020 (6% interest) - 1,500 Convertible notes payable issued January 4, 2021 (6% interest) - 8,000 Convertible notes payable issued January 5, 2021 (6% interest) 25,000 8,000 Convertible notes payable issued January 11, 2021 (6% interest) 142,550 8,000 Total face value 167,550 61,150 Less unamortized discount (9,354 ) (28,416 ) Carrying value $ 158,196 $ 32,734 Between September 27, 2019 and April 23, 2020, AAT issued convertible notes payable with an aggregate face value of $342,950 with a coupon rate of 6%. The notes have a maturity date of six months. The agreements provided that in the event AAT is merged into Xeriant (“Company”), at any time prior to the Maturity Date, the holder has the option to convert the principal balance and any accrued interest to common stock of the Company at a conversion price of $.0033 per share. In the event the holder does not elect to convert the note prior to maturity, the note will automatically convert to common stock at a price of $.0033 per share. The Company evaluated the agreement under ASC 815 Derivatives and Hedging (“ASC 815”). ASC 815 generally requires the analysis embedded terms and features that have characteristics of derivatives to be evaluated for bifurcation and separate accounting in instances where their economic risks and characteristics are not clearly and closely related to the risks of the host contract. None of the embedded terms required bifurcation and liability classification. However, the Company was required to determine if the debt contained a beneficial conversion feature (“BCF”), which is based on the intrinsic value on the date of issuance. The Company recorded a beneficial conversion feature in the amount of $342,950 related to these notes. Additionally, for the years ended June 30, 2021 and 2020 the Company recorded $19,368 and $323,582 in amortization of debt discount related to the BCF, respectively. For the years ended June 30, 2021 and 2020, the Company recorded $584 and $9,708 in interest expense. Between March 27, 2020 and October 23, 2020, holders of the convertible notes converted $342,950 in principal and $10,290 in accrued interest into 107,042,708 shares of common stock. Notes issued between August 10, 2020 and January 19, 2021 Between May 11, 2020 and January 19, 2021, the Company issued convertible notes payable with an aggregate face value of $299,350 with a coupon rate of 6%. The notes have a maturity date of three and six months. The agreements provided the holder has the option to convert the principal balance and any accrued interest to common stock of the Company. In the event the holder does not elect to convert the note prior to maturity, the note will automatically convert to common stock. Of the $299,350, $87,000 is convertible at $0.025 per share, $180,550 is convertible at $.03 per share, and the remaining $31,800 is convertible at $0.003 per share. The Company evaluated the agreement under ASC 815 Derivatives and Hedging (“ASC 815”). ASC 815 generally requires the analysis embedded terms and features that have characteristics of derivatives to be evaluated for bifurcation and separate accounting in instances where their economic risks and characteristics are not clearly and closely related to the risks of the host contract. None of the embedded terms required bifurcation and liability classification. In connection with the notes, the Company issued warrants indexed to an aggregate 8,848,333 shares of common stock. The warrants have a term of two years and an exercise price of $.025. The Company evaluated the warrants under ASC 815 Derivatives and Hedging (“ASC 815”) and determined that they did not require liability classification. The warrants were recorded in additional paid-in capital under their aggregate relative fair value of $156,225. The Company was required to determine if the debt contained a beneficial conversion feature (“BCF”), which is based on the intrinsic value on the date of issuance. After the allocation of $156,225 to the warrants, the remaining $169,956 in proceeds resulted in a beneficial conversion feature recorded in additional paid-in capital. Both the BCF and warrants resulted in a debt discount and are amortized over the life of the note. Amortization of debt discount and interest expense related to all notes For the years ended June 30, 2021 and 2020, the Company recorded $284,544 and $453 in amortization of debt discount related to the notes. For the years ended June 30, 2021 and 2020, the Company recorded $6,856 and $14 in interest expense related to the notes, respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jun. 30, 2021 | |
RELATED PARTY TRANSACTIONS | |
NOTE 8 - RELATED PARTY TRANSACTIONS | Convertible notes On August 25, 2020, the Company issued a convertible note payable with a face value of $5,000 with a coupon rate of 6% to Keystone Business Development Partners, a Company owned by the Company’s CFO, Brian Carey. The note has a maturity date of three months. The agreement provides the holder has the option to convert the principal balance and any accrued interest to common stock of the Company at a conversion price of $.025 per share. In the event the holder does not elect to convert the note prior to maturity, the note will automatically convert to common stock at a price of $.025 per share. The note was converted into 203,025 common shares on November 25, 2020, which were issued on February 8, 2021. The Company evaluated the agreement under ASC 815 Derivatives and Hedging (“ASC 815”). ASC 815 generally requires the analysis embedded terms and features that have characteristics of derivatives to be evaluated for bifurcation and separate accounting in instances where their economic risks and characteristics are not clearly and closely related to the risks of the host contract. None of the embedded terms required bifurcation and liability classification. In connection with the note, the Company issued warrants indexed to an aggregate 200,000 shares of common stock. The warrants have a term of two years and an exercise price of $.025. The Company evaluated the warrants under ASC 815 Derivatives and Hedging (“ASC 815”) and determined that they did not require liability classification. The warrants were recorded in additional paid-in capital under their relative fair value of $2,461. The Company was required to determine if the debt contained a beneficial conversion feature (“BCF”), which is based on the intrinsic value on the date of issuance. After the allocation of $2,461 to the warrants, the remaining $2,539 in proceeds resulted in a beneficial conversion feature recorded in additional paid-in capital. Both the BCF and warrants resulted in a debt discount and are amortized over the life of the note. For the years ended June 30, 2021, the Company recorded $5,000 in amortization of debt discount related to the note. For the years ended June 30, 2021, the Company recorded $76 in interest expense related to the note. On November 25, 2020, Keystone Business Development Partners converted $5,000 in principal and $76 in accrued interest into 203,024 shares of common stock. Consulting fees During the years ended June 30, 2021 and 2020, the Company recorded $98,000 and $73,300 respectively, in consulting fees to Ancient Investments, LLC, a Company owned by the Company’s CEO, Keith Duffy and the Company’s Executive Director of Corporate Operations, Scott Duffy. For the years ended June 30, 2021 and 2020, the Company recorded $38,000 and $7,000 respectively, in consulting fees to Edward DeFeudis, a Director of the Company. During the years ended June 30, 2021 and 2020, the Company recorded $54,000 and $44,700 respectively, in consulting fees to AMP Web Services, a Company owned by the Company’s CTO, Pablo Lavigna. On August 26, 2020, the Company issued 4,090,909 shares of common stock for payment of $13,500 for services performed in May, June and July 2020. During the years ended June 30, 2021 and 2020, the Company recorded $30,000 and $7,000 respectively, in consulting fees to Keystone Business Development Partners, a Company owned by the Company’s CFO, Brian Carey. As of June 30, 2021, $25,000 was recorded in accrued liabilities. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2021 | |
COMMITMENTS AND CONTINGENCIES | |
NOTE 9 - COMMITMENTS AND CONTINGENCIES | During the normal course of business, the Company may be exposed to litigation. When the Company becomes aware of potential litigation, it evaluates the merits of the case in accordance with FASB ASC 450-20-50, Contingencies |
EQUITY
EQUITY | 12 Months Ended |
Jun. 30, 2021 | |
EQUITY | |
NOTE 10 - EQUITY | Common Stock Fiscal Year 2021 Issuances On July 30, 2020, the Company issued 16,011,818 shares of common stock related to conversions of debt from the previous fiscal year, which were previously recorded in common stock to be issued. On August 26, 2020, the Company issued 4,090,909 shares of common stock for payment of $13,500 for services performed in May, June and July 2020. The shares were valued at $200,454 or $0.049 per share. As of result the Company recorded a loss on settlement in debt in the amount of $186,954. On September 8, 2020, the Company issued 96,835,648 shares of common stock related to conversions of debt from the previous fiscal year, which were previously recorded in common stock to be issued. On October 30, 2020, the Company issued 300,000 shares of common stock to an advisory board member for services. The shares were valued at $13,200 or $0.044 per share. On November 17, 2020, the Company sold 1,700,000 shares of common for $25,500, or $0.015 per share. On November 24, 2020, the Company sold 1,700,000 shares of common for $25,500, or $0.015 per share. On December 1, 2020, the Company issued 2,000,000 shares of common stock for investment relation services valued at $100,000, or $0.05 per share. On December 1, 2020, the Company issued 18,000,000 shares of common stock for investment relation services valued at $900,000, or $0.05 per share. On January 29, 2021, the Company issued 50,000 shares of common stock to an advisory board member for services. The shares were valued at $25,500 or $0.51 per share. On February 9, 2021, the Company issued 19,595,442 shares of common stock for the conversion of $127,150 in principal and $2,709 in accrued interest. In March of 2021, the Company sold 12,075,001 shares of common for $1,497,000, or $0.12 per share. On March 22, 2021, the Company issued 50,000 shares of common stock to an advisory board member for services. The shares were valued at $13,800 or $0.28 per share. On March 22, 2021, the Company issued 50,000 shares of common stock to an advisory board member for services. The shares were valued at $22,750 or $0.46 per share. On March 22, 2021, the Company issued 4,557,943 shares of common stock for the conversion of $23,000 in principal and $853 in accrued interest. On April 26, 2021, the Company issued 1,014,798 shares of common stock for the conversion of $30,000 in principal and $444 in accrued interest. On May 7, 2021, the Company sold 833,333 shares of common for $100,000, or $0.12 per share. During the year ended June 30, 2021, certain holders of preferred stock converted 44,367 shares into 44,366,919 shares of common stock. Common Stock to be Issued On March 12, 2021, the Company sold 400,000 shares of common stock for $48,000, or $0.12 per share. As of June 30, 2021, the shares were not yet issued. As a result, these amounts were held in common stock to be issued. In April 2021, a holder converted $3,000 in principal and $90 in accrued interest into 123,590 shares of common stock. As of June 30, 2021, the shares were not yet issued. As a result, these amounts were held in common stock to be issued. Series B Preferred Stock There are 100,000,000 shares authorized as preferred stock, of which 3,500,000 are designated as Series A Preferred Stock having a par value of $0.00001 per share. The Series A preferred stock has the following rights: · Voting · Dividends: · Conversion · The shares of Series A Preferred Stock are redeemable at the option of the Corporation at any time after September 30, 2022 upon not less than 30 days written notice to the holders. It is not mandatorily redeemable. As of June 30, 2021 and 2020, the Company has 788,270 and 3,113,638 shares of Series A Preferred Stock issued and outstanding, respectively. On February 15, 2021, in accordance with Florida Law and conversations with counsel, the Board of Directors of the Company rescinded 990,000 Series A Preferred Shares, which represented all preferred shares issued to one of the shareholders in the Share Exchange between American Aviation Technologies, LLC and Xeriant, Inc. entered into on April 19, 2019, due to breach of contract. During March of 2021, the remaining former members of American Aviation Technologies, LLC agreed to allow the Company to rescind an aggregate of 1,250,001 of their 1,760,000 Series A Preferred Shares issued pursuant to the Share Exchange between American Aviation Technologies, LLC and Xeriant, Inc., as a result of said breach. As a result of the cancellation, the Company reduced the investment in AAT by the value of these preferred shares. On March 27, 2021, Spider Investments, LLC returned 41,000 Series A Preferred Shares to the treasury of the Company. Series A Preferred Stock On March 25, 2021, the Certificate of Designation for the Series B Preferred was recorded by the State of Nevada. There are 100,000,000 shares authorized as preferred stock, of which 1,000,000 are designated as Series B Preferred Stock having a par value of $0.00001 per share. The Series B preferred stock is not convertible, does not have any voting rights and no liquidation preference. During the year ended June 30, 2021, the Company issued 1,000,000 shares of Series B Preferred Stock to the Company’s CEO as part of his employment agreement. AAT membership unit adjustment On May 12, 2021, on further advice of counsel and in good faith , AAT Subsidiary On May 12, 2021, the Company’s position in American Aviation Technologies, LLC was reduced to 64%, and therefore the subsidiary is now classified as majority owned. |
GOING CONCERN MATTERS
GOING CONCERN MATTERS | 12 Months Ended |
Jun. 30, 2021 | |
GOING CONCERN MATTERS | |
NOTE 11 - GOING CONCERN MATTERS | The Company's financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. At June 30, 2021 and 2020, the Company had $962,540 and $38,893 in cash and $677,257 in working capital and $53,532 in negative working capital, respectively. For the year ended June 30, 2021 and 2020, the Company had a net loss of $2,702,602 and $699,564, respectively. Continued losses may adversely affect the liquidity of the Company in the future. Therefore, the factors noted above raise substantial doubt about our ability to continue as a going concern. The recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheets is dependent upon continued operations of the Company, which in turn is dependent upon the Company's ability to raise additional capital, obtain financing and to succeed in its future operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s existence is dependent upon management’s ability to develop profitable operations and resolve its liquidity problems. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2020 | |
INCOME TAXES | |
NOTE 12 - INCOME TAXES | The Company accounts for income taxes in accordance with the provisions of FASB ASC 740, Accounting for Uncertainty in Income Taxes. At June 30, 2021 and 2020, the significant components of the deferred tax assets are summarized below: 2021 2020 Deferred income tax asset Net operating loss carryforwards $ 3,237,960 $ 2,929,710 Book to tax differences in intangible assets - (95 ) Total deferred income tax asset 3,237,960 2,929,615 Less: valuation allowance (3,237,960 ) (2,929,615 ) Total deferred income tax asset $ — $ — Income tax expense reflected in the consolidated statements of income consist of the following for 2021 and 2020: 2021 2020 Current Federal $ — $ — State — — — — Deferred Federal — — State — — Income tax expense $ — $ — The Company periodically evaluates the likelihood of the realization of deferred tax assets, and adjusts the carrying amount of the deferred tax assets by the valuation allowance to the extent the future realization of the deferred tax assets is not judged to be more likely than not. The Company considers many factors when assessing the likelihood of future realization of its deferred tax assets, including its recent cumulative earnings experience by taxing jurisdiction, expectations of future taxable income or loss, the carryforward periods available to the Company for tax reporting purposes, and other relevant factors. Future changes in the unrecognized tax benefit will have no impact on the effective tax rate due to the existence of the valuation allowance. The Company estimates that the unrecognized tax benefit will not change significantly within the next twelve months. The Company will continue to classify income tax penalties and interest as part of general and administrative expense in its consolidated statements of operations. There were no interest or penalties accrued as of June 30, 2021. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Jun. 30, 2021 | |
SUBSEQUENT EVENTS | |
NOTE 13 - SUBSEQUENT EVENTS | Legal Proceedings On September 1, 2021, Xeriant Inc. brought a cause of action in the Southern District of Florida against a former shareholder for claims, including but not limited to, breach of contract, misrepresentation, and asserting claims to recoup monetary and in-kind distributions made to the shareholder by the Company. The defendant in the above-mentioned action has not asserted any counterclaims to-date. Sale of common stock Subsequent to June 30, 2021, the Company sold an aggregate 30,966,667 shares of common stock to multiple investors for $1,668,500. Exercise of warrants Subsequent to June 30, 2021, an aggregate 4,185,000 warrants were exercised for $125,550. Convertible notes On August 9, 2021, the Company issued a convertible note with a face value of $100,000. The note matures on November 9, 2021, has an interest rate of 6% and has a conversion price of $0.06 per share. On August 10, 2021, the Company issued a convertible note with a face value of $150,000. The note matures on November 10, 2021, has an interest rate of 6% and has a conversion price of $0.06 per share. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | The consolidated financial statements, which include the accounts of the Company, American Aviation Technologies, LLC, and Eco-Aero, LLC, its subsidiaries, are prepared in conformity with generally accepted accounting principles in the United States of America (U.S. GAAP). All significant intercompany balances and transactions have been eliminated. The consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and presented in US dollars. The fiscal year end is June 30. |
Principles of Consolidation | The consolidated financial statements include the accounts of Xeriant, Inc., American Aviation Technologies, LLC, and Eco-Aero, LLC. All significant intercompany balances and transactions have been eliminated. |
Use of Estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant assumptions and estimates relate to the valuation of beneficial conversion features and warrants associated with convertible debt. Actual results could differ from these estimates. |
Fair Value Measurements and Fair Value of Financial Instruments | The Company adopted ASC Topic 820, Fair Value Measurements. ASC Topic 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1: Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2: Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3: Inputs are unobservable inputs which reflect the reporting entity's own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. The estimated fair value of certain financial instruments, including all current liabilities are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. |
Deferred Taxes | The Company follows Accounting Standards Codification subtopic 740-10, Income Taxes ("ASC 740-10") for recording the provision for income taxes. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability during each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse and are considered immaterial. As of June 30, 2021 there are no deferred tax assets. |
Cash and Cash Equivalents | For purposes of the Statements of Cash Flows, the Company considers highly liquid investments with an original maturity of three months or less to be cash equivalents. The Company has no cash equivalents. |
Accounts Receivable and Allowance for Doubtful Accounts | The Company monitors outstanding receivables based on factors surrounding the credit risk of specific customers, historical trends, and other information. The allowance for doubtful accounts is estimated based on an assessment of the Company's ability to collect on customer accounts receivable. There is judgment involved with estimating the allowance for doubtful accounts and if the financial condition of the Company's customers were to deteriorate, resulting in their inability to make the required payments, the Company may be required to record additional allowances or charges against revenues. The Company writes-off accounts receivable against the allowance when it determines a balance is uncollectible and no longer actively pursues its collection. The allowance for doubtful accounts is created by forming a credit balance which is deducted from the total receivables balance in the balance sheet. As of June 30, 2021 and 2020 there are no accounts receivable. |
Revenue Recognition | Revenue includes product sales. The Company recognizes revenue from product sales in accordance with Topic 606 "Revenue Recognition in Financial Statements" which considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the services have been rendered and all required milestones achieved, (iii) the sales price is fixed or determinable, and (iv) Collectability is reasonably assured. For the years ended June 30, 2021 and 2020, the Company has no revenue. |
Convertible Debentures | If the conversion features of conventional convertible debt provide for a rate of conversion that is below market value at issuance, this feature is characterized as a beneficial conversion feature ("BCF"). A BCF is recorded by the Company as a debt discount pursuant to ASC Topic 470-20 "Debt with Conversion and Other Options." In those circumstances, the convertible debt is recorded net of the discount related to the BCF, and the Company amortizes the discount to interest expense, over the life of the debt. During the year ended June 30, 2021, the Company recorded a BCF in the amount of $171,957. |
Fair Value of Financial Instruments | Accounting Standards Codification subtopic 825-10, Financial Instruments ("ASC 825-10") requires disclosure of the fair value of certain financial instruments. The carrying value of cash, accounts payable and accrued liabilities as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. All other significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed. The Company follows Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures ("ASC 820-10") and Accounting Standards Codification subtopic 825-10, Financial Instruments ("ASC 825-10"), which permits entities to choose to measure many financial instruments and certain other items at fair value. |
Research and Development Expenses | Expenditures for research and development are expensed as incurred. The Company incurred research and development expenses of $373,112 and $6,376 for the years ended June 30, 2021 and 2020, respectively. |
Advertising, Marketing and Public Relations | The Company expenses advertising and marketing costs as they are incurred. The Company recorded advertising expenses in the amount of $1,047,120 and $1,211 for the years ended June 30, 2021 and 2020, respectively. |
Offering Costs | Costs incurred in connection with raising capital by the issuance of common stock are recorded as contra equity and deducted from the capital raised. There were no offering costs for the years ended June 30, 2021 and 2020, respectively. |
Income Taxes | The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties related to unrecognized tax benefits as a component of general and administrative expenses. Our consolidated federal tax return and any state tax returns are not currently under examination. The Company has adopted FASB ASC 740-10, Accounting for Income Taxes, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed annually from differences between the financial statement and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. |
Recent Accounting Pronouncements | In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers In February 2016, FASB issued ASC 842 that requires lessees to recognize lease assets and corresponding lease liabilities on the balance sheet for all leases with terms of more than 12 months. The update, which supersedes existing lease guidance, will continue to classify leases as either finance or operating, with the classification determining the pattern of expense recognition in the income statement. The ASU will be effective for annual and interim periods beginning after December 15, 2019, with early adoption permitted, and is applicable on a modified retrospective basis with various optional practical expedients. The Company has assessed the impact of this standard. The Company entered into a new lease agreement commencing on November 1, 2019 and implemented this guidance on November 1, 2019. In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This update addresses a diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. On June 20, 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
OPERATING LEASE RIGHTOFUSE AS_2
OPERATING LEASE RIGHTOFUSE ASSET AND OPERATING LEASE LIABILITY (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
OPERATING LEASE RIGHTOFUSE ASSET AND OPERATING LEASE LIABILITY | |
Schedule of rent periods | Base Rent Periods Rent February 1, 2020 to October 1, 2020 $ 4,367 November 1, 2020 to October 1, 2021 $ 4,498 November 1, 2021 to October 1, 2022 $ 4,633 November 1, 2021 to October 1, 2022 $ 4,771 November 1, 2023 to October 1, 2024 $ 4,915 November 1, 2024 to January 1, 2025 $ 5,063 |
Summary of Right-of-use assets, net | June 30, 2021 Office lease $ 220,448 Less: accumulated amortization (51,239 ) Right-of-use asset, net $ 169,209 |
Summary of Operating lease liability | June 30, 2021 Office lease $ 183,803 Less: current portion (42,644 ) Long term portion 141,160 Maturity of the lease liability is as follows: Fiscal year ending June 30, 2022 $ 58,635 Fiscal year ending June 30, 2023 60,392 Fiscal year ending June 30, 2024 62,201 Fiscal year ending June 30, 2025 37,112 218,340 Present value discount (34,537 ) Lease liability $ 193,535 |
CONVERTIBLE NOTES PAYABLE (Tabl
CONVERTIBLE NOTES PAYABLE (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
CONVERTIBLE NOTES PAYABLE (Tables) | |
Schedule of convertible notes payable | June 30, June 30, Convertible Notes Payable 2021 2020 Convertible notes payable issued March 2, 2020 (6% interest) $ - $ 22,000 Convertible notes payable issued March 3, 2020 (6% interest) - 10,000 Convertible notes payable issued March 7, 2020 (6% interest) - 1,650 Convertible notes payable issued March 10, 2020 (6% interest) - 15,000 Convertible notes payable issued April 9, 2020 (6% interest) - 1,000 Convertible notes payable issued April 23, 2020 (6% interest) - 2,000 Convertible notes payable issued May 11, 2020 (6% interest) - 1,500 Convertible notes payable issued January 4, 2021 (6% interest) - 8,000 Convertible notes payable issued January 5, 2021 (6% interest) 25,000 8,000 Convertible notes payable issued January 11, 2021 (6% interest) 142,550 8,000 Total face value 167,550 61,150 Less unamortized discount (9,354 ) (28,416 ) Carrying value $ 158,196 $ 32,734 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2020 | |
INCOME TAXES | |
Schedule of components of deferred income tax assets | 2021 2020 Deferred income tax asset Net operating loss carryforwards $ 3,237,960 $ 2,929,710 Book to tax differences in intangible assets - (95 ) Total deferred income tax asset 3,237,960 2,929,615 Less: valuation allowance (3,237,960 ) (2,929,615 ) Total deferred income tax asset $ — $ — |
Income tax expense reflected | 2021 2020 Current Federal $ — $ — State — — — — Deferred Federal — — State — — Income tax expense $ — $ — |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Research and development expenses | $ 373,112 | $ 6,376 |
Advertising and marketing costs | 1,047,120 | $ 1,211 |
Debt instrument, convertible, beneficial conversion feature | $ 171,957 | |
Income tax positions percentage description | greater than 50% likely |
JOINT VENTURE (Details Narrativ
JOINT VENTURE (Details Narrative) - Joint Venture [Member] - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 04, 2021 | |
Joint venture own percentage rate | 50 percent | |
Initial deposit | $ 1,000,000 | |
Financial commitment contribution | 10,000,000 | |
Obligation to invest into joint venture capital | $ 10,000,000 |
CONCENTRATION OF CREDIT RISKS (
CONCENTRATION OF CREDIT RISKS (Details Narrative) | 12 Months Ended |
Jun. 30, 2021USD ($) | |
OPERATING LEASE RIGHTOFUSE ASSET AND OPERATING LEASE LIABILITY | |
Cash in excess of FDIC insurance | $ 712,540 |
OPERATING LEASE RIGHT-OF-USE AS
OPERATING LEASE RIGHT-OF-USE ASSET AND OPERATING LEASE LIABILITY (Details) | 12 Months Ended |
Jun. 30, 2021USD ($) | |
February 1, 2020 to October 1, 2020 [Member] | |
Base rent | $ 4,367 |
November 1, 2020 to October 1, 2021 [Member] | |
Base rent | 4,498 |
November 1, 2021 to October 1, 2022 [Member] | |
Base rent | 4,633 |
November 1, 2021 to October 1, 2022 [Member] | |
Base rent | 4,771 |
November 1, 2023 to October 1, 2024 [Member] | |
Base rent | 4,915 |
November 1, 2024 to January 1, 2025 [Member] | |
Base rent | $ 5,063 |
OPERATING LEASE RIGHT-OF-USE _2
OPERATING LEASE RIGHT-OF-USE ASSET AND OPERATING LEASE LIABILITY (Details 1) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
OPERATING LEASE RIGHTOFUSE ASSET AND OPERATING LEASE LIABILITY | ||
Office lease | $ 220,448 | |
Less accumulated amortization | (51,239) | |
Right-of-use assets, net | $ 169,209 | $ 206,111 |
OPERATING LEASE RIGHT-OF-USE _3
OPERATING LEASE RIGHT-OF-USE ASSET AND OPERATING LEASE LIABILITY (Details 2) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
OPERATING LEASE RIGHTOFUSE ASSET AND OPERATING LEASE LIABILITY | ||
Office lease | $ 183,803 | |
Less: current portion | (42,644) | |
Long term portion | 141,160 | $ 183,803 |
Maturity of the lease liability is as follows: | ||
Fiscal year ending June 30, 2022 | 58,635 | |
Fiscal year ending June 30, 2023 | 60,392 | |
Fiscal year ending June 30, 2024 | 62,201 | |
Fiscal year ending June 30, 2025 | 37,112 | |
Lease liability, Gross | 218,340 | |
Present value discount | (34,537) | |
Lease liability | $ 193,535 |
OPERATING LEASE RIGHT-OF-USE _4
OPERATING LEASE RIGHT-OF-USE ASSET AND OPERATING LEASE LIABILITY (Details Narrative) | 12 Months Ended |
Jun. 30, 2021USD ($) | |
Borrowing, Interest Rate | 10.00% |
Prepaid rent | $ 4,659 |
Lease Agreement [Member] | |
Capital Leases, Description | The Company leases 2,911 square feet of office space located at Innovation Centre No. 1, 3998 FAU Boulevard, Boca Raton, Florida. |
EXCHANGE AGREEMENT (Details Nar
EXCHANGE AGREEMENT (Details Narrative) - USD ($) | 1 Months Ended | |||
Apr. 16, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Sep. 30, 2019 | |
Banjo & Matilda, Inc and American Aviation Technologies LLC [Member] | Exchange Agreement [Member] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||
Business Combination, consideration transferred, Equity Interest of acquirer, series A preferred stock, Percentage | 86.39% | |||
Series A Preferred Shares [Member] | ||||
Preferred stock, shares issued | 788,270 | 3,113,637 | ||
Series A Preferred Shares [Member] | Xeriant [Member] | ||||
Preferred stock, shares issued as compensation | 170,000 | |||
Preferred stock, shares issued | 193,637 | |||
Liabilities | $ 2,608,224 |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Total face value | $ 167,550 | $ 61,150 |
Less unamortized discount | (9,354) | (28,416) |
Carrying value | 158,196 | 32,734 |
Convertible Notes Payable [Member] | ||
Total face value | 0 | 22,000 |
Convertible Notes Payable One [Member] | ||
Total face value | 0 | 10,000 |
Convertible Notes Payable Two [Member] | ||
Total face value | 0 | 1,650 |
Convertible Notes Payable Three [Member] | ||
Total face value | 0 | 15,000 |
Convertible Notes Payable Four [Member] | ||
Total face value | 0 | 1,000 |
Convertible Notes Payable Five [Member] | ||
Total face value | 0 | 2,000 |
Convertible Notes Payable Six | ||
Total face value | 0 | 1,500 |
Convertible Notes Payable Seven [Member] | ||
Total face value | 0 | 8,000 |
Convertible Notes Payable Eight [Member] | ||
Total face value | 25,000 | 8,000 |
Convertible Notes Payable Nine [Member] | ||
Total face value | $ 142,550 | $ 8,000 |
CONVERTIBLE NOTES PAYABLE (De_2
CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |
Apr. 26, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | |
Debt Instrument, Convertible, Beneficial Conversion Feature remaining | $ 2,539 | ||
Convertible notes payable, net of discount | 158,196 | $ 32,734 | |
Amortization of debt discount | 308,912 | 453 | |
Interest expense, related party | 6,856 | 14 | |
Proceeds from convertible notes payable | 287,850 | 352,450 | |
Additional paid in capital | $ 4,138,194 | 379,971 | |
Debt instrument converted principal amount | $ 30,000 | ||
Warrants [Member] | |||
Term of warrants | 2 years | ||
Exercise price | $ 0.025 | ||
Warrants issued | 8,848,333 | ||
Additional paid in capital | $ 156,225 | ||
Convertible Notes Payable [Member] | |||
Debt Instrument, Convertible, Beneficial Conversion Feature remaining | 342,950 | ||
Amortization of debt discount | 19,368 | 323,582 | |
Interest expense, related party | $ 584 | $ 9,708 | |
Convertible Notes Payable [Member] | Between September 27, 2019 and April 23, 2020 [Member] | |||
Conversion price | $ 0.0033 | ||
Term of warrants | 6 months | ||
Interest rate | 6.00% | ||
Proceeds from convertible notes payable | $ 342,950 | ||
Convertible Notes Payable [Member] | Between March 27, 2020 and November 10, 2020 [Member] | |||
Debt instrument converted principal amount | 342,950 | ||
Accrued interest | $ 10,290 | ||
Common stock shares reserved for future issuance | 107,042,708 | ||
Convertible Notes Payable, Related Party [Member] | May 11, 2020 and January 19, 2021 [Member] | |||
Convertible notes payable, net of discount | $ 299,350 | ||
Coupon rate | 6.00% | ||
Maturity date description | The notes have a maturity date of three and six months. | ||
Convertible Notes Payable, Related Party [Member] | May 11, 2020 and January 19, 2021 [Member] | Conversion price 1 [Member] | |||
Convertible notes payable, net of discount | $ 87,000 | ||
Conversion price | $ 0.025 | ||
Convertible Notes Payable, Related Party [Member] | May 11, 2020 and January 19, 2021 [Member] | Conversion price 2 [Member] | |||
Convertible notes payable, net of discount | $ 180,550 | ||
Conversion price | $ 0.3 | ||
Convertible Notes Payable, Related Party [Member] | May 11, 2020 and January 19, 2021 [Member] | Conversion price 3 [Member] | |||
Convertible notes payable, net of discount | $ 31,800 | ||
Conversion price | $ 0.003 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Feb. 09, 2021 | Sep. 08, 2020 | Apr. 26, 2021 | Dec. 01, 2020 | Nov. 25, 2020 | Oct. 30, 2020 | Aug. 26, 2020 | Aug. 25, 2020 | Jul. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 |
Debt Instrument, Convertible, Beneficial Conversion Feature remaining | $ 2,539 | ||||||||||
Amortization of debt discount, related party | 5,000 | $ 27,242 | |||||||||
Interest expense, related party | 6,856 | 14 | |||||||||
Stock issued during period, shares, issued for services | 19,595,442 | 96,835,648 | 2,000,000 | 300,000 | 4,090,909 | 16,011,818 | |||||
Stock issued during period, value, issued for services | $ 100,000 | $ 13,200 | $ 13,500 | 1,275,703 | |||||||
Accrued liability | $ 25,000 | $ 9,000 | |||||||||
Common stock shares issued | 292,815,960 | 69,584,149 | |||||||||
Debt instrument converted principal amount | $ 30,000 | ||||||||||
Warrants [Member] | |||||||||||
Common stock shares issued | 200,000 | ||||||||||
Term of warrants | 2 years | ||||||||||
Exercise price | $ 0.025 | ||||||||||
Additional paid in capital under fair value | $ 2,461 | ||||||||||
Allocation of warrants | 2,461 | ||||||||||
AMP Web Services [Member] | |||||||||||
Stock issued during period, shares, issued for services | 4,090,909 | ||||||||||
Stock issued during period, value, issued for services | $ 13,500 | ||||||||||
Related party consulting fees | 54,000 | $ 44,700 | |||||||||
Keystone Business Development Partners [Member] | |||||||||||
Related party consulting fees | 30,000 | 7,000 | |||||||||
Accrued liability | 25,000 | ||||||||||
Coupon rate | 6.00% | ||||||||||
Price per share | $ 0.025 | ||||||||||
Conversion price | $ 0.025 | ||||||||||
Note converted into common stock | 203,025 | ||||||||||
Accrued interest | $ 76 | ||||||||||
Common stock shares issued | 203,024 | ||||||||||
Debt instrument converted principal amount | $ 5,000 | ||||||||||
Principle amount | $ 5,000 | ||||||||||
Ancient Investments, LLC [Member] | |||||||||||
Related party consulting fees | 98,000 | 73,300 | |||||||||
Edward DeFeudis, a Director of the Company [Member] | |||||||||||
Related party consulting fees | $ 38,000 | $ 7,000 |
GOING CONCERN MATTERS (Details
GOING CONCERN MATTERS (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
GOING CONCERN MATTERS | ||
Cash | $ 962,540 | $ 38,893 |
Working capital deficit | 677,257 | (53,532) |
Net Loss | $ (2,702,602) | $ (699,564) |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Deferred income tax asset | ||
Net operation loss carryforwards | $ 3,237,960 | $ 2,929,710 |
Book to tax differences in intangible assets | 0 | (95) |
Total deferred income tax asset | 3,237,960 | 2,929,615 |
Less: valuation allowance | (3,237,960) | (2,929,615) |
Total deferred income tax asset | $ 0 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Current | ||
Federal | $ 0 | $ 0 |
State | 0 | 0 |
Total current | 0 | 0 |
Deferred | ||
Federal | 0 | 0 |
State | 0 | 0 |
Income tax expense | $ 0 | $ 0 |
EQUITY (Details Narrative)
EQUITY (Details Narrative) - USD ($) | May 07, 2021 | Mar. 12, 2021 | Feb. 09, 2021 | Sep. 08, 2020 | Apr. 30, 2021 | Apr. 26, 2021 | Mar. 31, 2021 | Mar. 22, 2021 | Jan. 29, 2021 | Dec. 01, 2020 | Nov. 24, 2020 | Nov. 17, 2020 | Oct. 30, 2020 | Aug. 26, 2020 | Jul. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | May 12, 2021 | Mar. 27, 2021 | Feb. 15, 2021 |
Stock issued during period, shares, issued for services | 19,595,442 | 96,835,648 | 2,000,000 | 300,000 | 4,090,909 | 16,011,818 | ||||||||||||||
Conversion of Stock in accured interest | $ 2,709 | $ 90 | ||||||||||||||||||
Conversion of Stock in Principle amount | $ 127,150 | $ 3,000 | ||||||||||||||||||
Price per share | $ 0.015 | $ 0.015 | $ 0.044 | $ 0.049 | $ 0.12 | |||||||||||||||
Common stock shares issued/sold, price per share | $ 0.12 | $ 0.12 | $ 0.12 | |||||||||||||||||
Common stock shares sold | 833,333 | 400,000 | 12,075,001 | 1,700,000 | 1,700,000 | |||||||||||||||
Stock issued during period, value, issued for services | $ 100,000 | $ 13,200 | $ 13,500 | $ 1,275,703 | ||||||||||||||||
Common stock value sold | $ 100,000 | $ 48,000 | $ 1,497,000 | $ 25,500 | $ 25,500 | 200,454 | ||||||||||||||
Loss on settlement in debt | $ 186,954 | $ (186,954) | $ 0 | |||||||||||||||||
Conversion of preferred to common stock, shares | 44,367 | |||||||||||||||||||
Debt instrument converted principal amount | $ 30,000 | |||||||||||||||||||
Debt conversion converted amount, accrued interest | $ 444 | |||||||||||||||||||
Common stock issued for prior period conversions of principal and interest | 123,590 | 1,014,798 | 44,366,919 | |||||||||||||||||
Preferred stock, shares par value | $ 0.00001 | $ 0.00001 | ||||||||||||||||||
Preferred stock, shares authorized | 100,000,000 | 100,000,000 | ||||||||||||||||||
Spider Investments, LLC [Member] | ||||||||||||||||||||
Shares returned to treasury stock | 41,000 | |||||||||||||||||||
Series A Preferred Shares [Member] | ||||||||||||||||||||
Preferred stock, shares par value | $ 0.00001 | $ 0.00001 | ||||||||||||||||||
Preferred stock, shares authorized | 100,000,000 | 100,000,000 | ||||||||||||||||||
Preferred stock, shares rescinded | 1,760,000 | 990,000 | ||||||||||||||||||
Preferred stock, shares designated | 3,500,000 | 3,500,000 | ||||||||||||||||||
Preferred stock, shares outstanding | 788,270 | 3,113,637 | ||||||||||||||||||
Preferred stock, shares issued | 788,270 | 3,113,637 | ||||||||||||||||||
Series B Preferred Shares [Member] | ||||||||||||||||||||
Preferred stock, shares par value | $ 0.00001 | $ 0.00001 | ||||||||||||||||||
Preferred stock, shares authorized | 100,000,000 | 100,000,000 | ||||||||||||||||||
Preferred stock, shares designated | 1,000,000 | 1,000,000 | ||||||||||||||||||
Preferred stock, shares outstanding | 1,000,000 | 0 | ||||||||||||||||||
Preferred stock, shares issued | 1,000,000 | 0 | ||||||||||||||||||
Shares issued to CEO as compensation | 1,000,000 | |||||||||||||||||||
American Aviation Technologies, LLC [Member] | ||||||||||||||||||||
Preferred stock, shares rescinded | 1,250,001 | |||||||||||||||||||
Membership units returned to related party | 3,600,000 | |||||||||||||||||||
Advisory Board [Member] | ||||||||||||||||||||
Stock issued during period, shares, issued for services | 50,000 | 50,000 | ||||||||||||||||||
Common stock shares issued/sold, price per share | $ 0.28 | $ 0.51 | ||||||||||||||||||
Stock issued during period, value, issued for services | $ 13,800 | $ 25,500 | ||||||||||||||||||
Advisory Board One [Member] | ||||||||||||||||||||
Stock issued during period, shares, issued for services | 50,000 | |||||||||||||||||||
Common stock shares issued/sold, price per share | $ 0.46 | |||||||||||||||||||
Stock issued during period, value, issued for services | $ 22,750 | |||||||||||||||||||
Advisory Board Two [Member] | ||||||||||||||||||||
Debt instrument converted principal amount | 23,000 | |||||||||||||||||||
Debt conversion converted amount, accrued interest | $ 853 | |||||||||||||||||||
Common stock issued for prior period conversions of principal and interest | 4,557,943 | |||||||||||||||||||
December 1, 2020 [Member] | ||||||||||||||||||||
Stock issued during period, shares, issued for services | 2,000,000 | |||||||||||||||||||
Price per share | $ 0.05 | |||||||||||||||||||
Stock issued during period, value, issued for services | $ 100,000 | |||||||||||||||||||
December 1, 2020 one [Member] | ||||||||||||||||||||
Stock issued during period, shares, issued for services | 18,000,000 | |||||||||||||||||||
Price per share | $ 0.05 | |||||||||||||||||||
Stock issued during period, value, issued for services | $ 900,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Aug. 10, 2021 | Aug. 09, 2021 | Jun. 30, 2021 | Jun. 30, 2020 |
Shares sold | 30,966,667 | |||
Proceeds from issuance of common stocks | $ 1,668,500 | |||
Exercised warrants | $ 125,550 | |||
Warrants issued during period | 4,185,000 | |||
Proceeds from convertible notes payable | $ 287,850 | $ 352,450 | ||
Subsequent Event [Member] | Convertible Notes Payable [Member] | ||||
Proceeds from convertible notes payable | $ 150,000 | $ 100,000 | ||
Conversion price | $ 0.06 | $ 0.06 | ||
Maturity date | Nov. 10, 2021 | Nov. 9, 2021 | ||
Interest rate | 6.00% | 6.00% |