Cover
Cover | 12 Months Ended |
Jun. 30, 2020 | |
Cover [Abstract] | |
Entity Registrant Name | INTEGRATED VENTURES, INC. |
Entity Central Index Key | 0001520118 |
Document Type | S-1 |
Amendment Flag | false |
Entity Small Business | true |
Entity Emerging Growth Company | false |
Entity Filer Category | Non-accelerated Filer |
Balance Sheets
Balance Sheets - USD ($) | Jun. 30, 2020 | Jun. 30, 2019 |
Current assets: | ||
Cash | $ 6,675 | $ 48,310 |
Prepaid expenses and other current assets | 3,250 | 3,250 |
Equipment deposits | 0 | 27,971 |
Total current assets | 9,925 | 79,531 |
Non-current assets: | ||
Property and equipment, net | 453,342 | 1,039,683 |
Digital currencies | 82,855 | 2 |
Deposits | 700 | 700 |
Total assets | 546,822 | 1,119,916 |
Current liabilities: | ||
Accounts payable | 84,443 | 39,028 |
Accrued expenses | 25,274 | 24,456 |
Due to related party | 122,907 | 69,854 |
Derivative liabilities | 164,834 | 1,617,774 |
Convertible notes payable, net of discounts | 251,384 | 457,147 |
PPP loan payable | 7,583 | 0 |
Total current liabilities | 656,425 | 2,208,259 |
Total liabilities | 656,425 | 2,208,259 |
Commitments and contingencies | 0 | 0 |
Stockholders' deficit: | ||
Common stock, $0.001 par value, (250,000,000 shares authorized, 103,164,460 and 29,824,187 shares issued and outstanding as of June 30, 2020 and 2019, respectively) | 103,165 | 29,825 |
Additional paid-in capital | 21,851,284 | 19,864,239 |
Accumulated deficit | (22,064,982) | (20,983,207) |
Total stockholders' deficit | (109,603) | (1,088,343) |
Total liabilities and stockholders' deficit | 546,822 | 1,119,916 |
Preferred Stock Series A [Member] | ||
Stockholders' deficit: | ||
Preferred stock | 500 | 500 |
Series B Preferred Stock [Member] | ||
Stockholders' deficit: | ||
Preferred stock | $ 430 | $ 300 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2020 | Jun. 30, 2019 |
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 103,164,460 | 29,824,187 |
Common stock, shares outstanding | 103,164,460 | 29,824,187 |
Preferred Stock Series B [Member] | ||
Preferred stock, shares par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, shares issued | 430,000 | 300,000 |
Preferred stock, shares outstanding | 430,000 | 300,000 |
Preferred Stock Series A [Member] | ||
Preferred stock, shares par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 500,000 | 500,000 |
Preferred stock, shares outstanding | 500,000 | 500,000 |
Statements of Operations
Statements of Operations - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Revenues: | ||
Cryptocurrency mining | $ 435,740 | $ 249,819 |
Sales of cryptocurrency mining equipment | 18,430 | 29,324 |
Total revenues | 454,170 | 279,143 |
Cost of revenues | 996,409 | 1,005,479 |
Gross loss | (542,239) | (726,336) |
Operating expenses: | ||
General and administrative | 472,399 | 1,823,523 |
Impairment of assets | 0 | 2,097,930 |
Total operating expenses | 472,399 | 3,921,453 |
Loss from operations | (1,014,638) | (4,647,789) |
Other income (expense): | ||
Interest expense | (655,199) | (214,373) |
Realized loss on sale of investments | 733 | 32,770 |
Unrealized gain on investments | 6,617 | 0 |
Change in fair value of derivative liabilities | 782,258 | (2,468,339) |
Loss on disposition of property and equipment | 162,451 | 0 |
Loss on conversion of debt | (4,592) | 0 |
Digital currency theft loss | 33,037 | 0 |
Loss on settlement of warrants | 0 | 500,000 |
Loss on exchange of Series B preferred stock | 0 | 1,650,000 |
Total other income (expense) | (67,137) | (4,865,482) |
Loss before income taxes | (1,081,775) | (9,513,271) |
Provision for income taxes | 0 | 0 |
Net loss | $ (1,081,775) | $ (9,513,271) |
Net loss per common share, basic and diluted | $ (0.02) | $ (0.70) |
Weighted average number of common shares outstanding, basic and diluted | 65,389,138 | 13,665,421 |
Statement of Stockholders Defic
Statement of Stockholders Deficit - USD ($) | Total | Series B, Preferred Stock | Common Stock | Series A, Preferred Stock | Additional Paid-In Capital | Stock Subscriptions Payable [Member] | Accumulated Deficit [Member] |
Balance, shares at Jun. 30, 2018 | 309 | 8,964,103 | 500,000 | ||||
Balance, amount at Jun. 30, 2018 | $ (2,134,818) | $ 309,166 | $ 8,965 | $ 500 | $ 9,290,344 | $ 35,000 | $ (11,469,936) |
Issuance of Series B preferred stock to officer for compensation, shares | 70,000 | ||||||
Issuance of Series B preferred stock to officer for compensation, amount | 1,312,000 | $ 70 | $ 0 | 0 | 1,311,930 | 0 | 0 |
Issuance of Series B preferred stock for property and equipment, shares | 38,018 | ||||||
Issuance of Series B preferred stock for property and equipment, amount | 3,003,422 | $ 38 | $ 0 | 0 | 3,003,384 | 0 | 0 |
Issuance of Series B preferred stock for stock subscriptions payable, shares | 3,500 | ||||||
Issuance of Series B preferred stock for stock subscriptions payable, amount | 0 | $ 4 | $ 0 | 0 | 34,996 | (35,000) | 0 |
Return and cancellation of Series B preferred stock, shares | (3,000) | ||||||
Return and cancellation of Series B preferred stock, amount | $ 0 | $ (3) | $ 0 | 0 | 3 | 0 | 0 |
Conversion of Series B preferred stock to common stock, shares | 257,767 | (98) | 9,768,400 | ||||
Conversion of Series B preferred stock to common stock, amount | $ 0 | $ (97,684) | $ 9,768 | 0 | (9,670) | 0 | 0 |
Common shares issued in Series B preferred stock Exchange Agreement, shares | (20,000) | 2,000,000 | |||||
Common shares issued in Series B preferred stock Exchange Agreement, amount | 285,000 | $ (20) | $ 2,000 | 0 | 283,020 | 0 | 0 |
Common shares issued for consulting fees, shares | 220,000 | ||||||
Common shares issued for consulting fees, amount | 82,057 | $ 0 | $ 220 | 0 | 81,837 | 0 | 0 |
Common shares issued for cashless exercise of warrants, shares | 4,950,000 | ||||||
Common shares issued for cashless exercise of warrants, amount | 1,891 | $ 0 | $ 4,950 | 0 | (3,059) | 0 | 0 |
Common shares issued for debt discount, shares | 150,000 | ||||||
Common shares issued for debt discount, amount | 53,250 | $ 0 | $ 150 | 0 | 53,100 | 0 | 0 |
Common shares issued in conversion of debt, shares | 3,771,684 | ||||||
Common shares issued in conversion of debt, amount | 257,767 | $ 0 | $ 3,772 | 0 | 253,995 | 0 | 0 |
Settlement of derivative liabilities | 5,564,359 | 0 | 0 | 0 | 5,564,359 | 0 | 0 |
Net loss | (9,513,271) | $ 0 | $ 0 | $ 0 | 0 | 0 | (9,513,271) |
Balance, shares at Jun. 30, 2019 | 300,000 | 29,824,187 | 500,000 | ||||
Balance, amount at Jun. 30, 2019 | (1,088,343) | $ 300 | $ 29,825 | $ 500 | 19,864,239 | 0 | (20,983,207) |
Issuance of Series B preferred stock to officer for compensation, shares | 100,000 | ||||||
Issuance of Series B preferred stock to officer for compensation, amount | $ 120,000 | $ 100 | $ 0 | 0 | 119,900 | 0 | 0 |
Conversion of Series B preferred stock to common stock, shares | 994,887 | ||||||
Common shares issued in Series B preferred stock Exchange Agreement, amount | $ 479,800 | $ 0 | $ 8,000 | 0 | 471,800 | 0 | 0 |
Common shares issued in conversion of debt, shares | 68,340,273 | ||||||
Common shares issued in conversion of debt, amount | 999,479 | $ 0 | $ 68,340 | 0 | 931,139 | 0 | 0 |
Settlement of derivative liabilities | 461,236 | 0 | 0 | 0 | 461,236 | 0 | 0 |
Net loss | (1,081,775) | $ 0 | $ 0 | 0 | 0 | 0 | (1,081,775) |
Return and cancellation of common shares and reissuance of Series B preferred stock, shares | 30,000 | (3,000,000) | |||||
Return and cancellation of common shares and reissuance of Series B preferred stock, amount | 0 | $ 30 | $ (3,000) | $ 0 | 2,970 | 0 | 0 |
Issuance of common shares in Series B preferred stock Exchange Agreement, shares | 8,000,000 | ||||||
Balance, shares at Jun. 30, 2020 | 430,000 | 103,164,460 | 500,000 | ||||
Balance, amount at Jun. 30, 2020 | $ (109,603) | $ 430 | $ 103,165 | $ 500 | $ 21,851,284 | $ 0 | $ (22,064,982) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (1,081,775) | $ (9,513,271) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 575,210 | 552,958 |
Stock-based compensation - related party | 120,000 | 1,312,000 |
Loss on disposition of property and equipment | 162,451 | 0 |
Amortization of debt discount | 585,091 | 180,172 |
Financing fees related to notes payable | 20,000 | 10,400 |
Realized loss on sale of investments | 733 | 32,770 |
Unrealized gain on investments | (6,617) | 0 |
Change in fair value of derivative liabilities | (782,258) | 2,468,339 |
Digital currency theft loss | 33,037 | 0 |
Loss on conversion of debt | 4,592 | 0 |
Stock-based compensation | 0 | 82,057 |
Impairment of assets | 0 | 2,097,930 |
Abandonment of leasehold improvements | 0 | 107,150 |
Loss on exchange of Series B preferred stock | 0 | 1,650,000 |
Loss on settlement of warrants | 0 | 500,000 |
Changes in assets and liabilities: | ||
Digital currencies | (451,546) | (251,627) |
Prepaid expenses and other current assets | 0 | 5,750 |
Equipment deposits | 0 | (27,971) |
Deposits | 0 | 13,973 |
Accounts payable | 45,415 | 12,055 |
Accrued expenses | 51,513 | 10,395 |
Due to related party | 53,053 | 48,880 |
Net cash used in operating activities | (671,101) | (708,040) |
Cash flows from investing activities: | ||
Net proceeds from the sale of investments | 714,126 | 231,782 |
Purchase of property and equipment | (123,349) | (42,447) |
Purchase of investments | (372,586) | 0 |
Net cash provided by investing activities | 218,191 | 189,335 |
Cash flows from financing activities: | ||
Proceeds from convertible notes payable | 534,000 | 500,945 |
Proceeds from PPP loan payable | 7,583 | 0 |
Repayment of convertible notes payable | (130,308) | 0 |
Proceeds from stock subscriptions | 0 | 25,000 |
Net cash provided by financing activities | 411,275 | 525,945 |
Net increase (decrease) in cash | (41,635) | 7,240 |
Cash, beginning of year | 48,310 | 41,070 |
Cash, end of year | 6,675 | 48,310 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 1,160 | 29,257 |
Cash paid for income taxes | 0 | 0 |
Non-cash investing and financing activities: | ||
Equipment deposits for property and equipment | 27,971 | 3,896 |
Debt discount for derivative liabilities | $ 270,354 | $ 438,720 |
Common shares issued in conversion of debt | 994,887 | 257,767 |
Common shares issued in Series B preferred share stock Exchange Agreement | $ 479,800 | $ 120,000 |
Settlement of derivative liabilities | $ 461,236 | $ 5,564,359 |
Return common shares for Series B preferred shares | 3,000 | |
Inventories for property and equipment | $ 0 | $ 114,851 |
Series B preferred shares for property and equipment | 0 | 3,003,422 |
Series B preferred shares returned and cancelled | $ 0 | $ 3 |
Common shares issued in conversion of Series B preferred stock | 98 | |
Common shares issued for debt discount | $ 0 | $ 53,250 |
Common shares issued in cashless exercise of warrants | 0 | 1,891 |
Series B preferred shares issued for stock subscription payable | $ 0 | $ 35,000 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Jun. 30, 2020 | |
ORGANIZATION | |
NOTE 1 - ORGANIZATION | Organization Integrated Ventures, Inc. (the "Company," "we," "our," or "EMS Find") was incorporated in the State of Nevada on March 22, 2011, under the name of Lightcollar, Inc.On March 20, 2015, the Company amended its articles of incorporation and changed its name from Lightcollar, Inc. to EMS Find, Inc.On May 30, 2017, Integrated Ventures, Inc. (“Integrated Ventures”), a Nevada corporation, was formed as a wholly owned subsidiary of the Company.Pursuant to an Agreement and Plan of Merger dated May 30, 2017, Integrated Ventures was merged into the Company, with the Company being the surviving corporation and changing its name to Integrated Ventures, Inc. The Company has discontinued its prior operations and changed its business focus from its prior technologies relating to the EMS Find platform to acquiring, launching and operating companies in the cryptocurrency sector, mainly in digital currency mining, equipment manufacturing, and sales of branded mining rigs, as well as blockchain software development. The Company is developing and acquiring a diverse portfolio of digital currency assets and block chain technologies and mining revenues commenced in November 2017. Cryptocurrencies are a medium of exchange that uses decentralized control (a block chain) as opposed to a central bank to track and validate transactions. The Company, through its wholly owned subsidiary, BitcoLab, Inc., is currently mining Bitcoin, Litecoin and Ethereum, whereby the Company earns revenue by solving “blocks” to be added to the block chain.As funds are available, the Company also purchases certain digital currencies for short-term investment purposes. In May 2019, the Company consolidated all of its mining operations and signed a power supply and purchase agreement with PetaWatt Properties, LLC. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles 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 revenue and expenses during the reporting period.Because of the use of estimates inherent in the financial reporting process, actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company maintains cash balances in non-interest-bearing accounts that currently do not exceed federally insured limits.For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The Company had no cash equivalents at June 30, 2020 and 2019. Digital Currencies Digital currencies consist of Bitcoin, Litecoin and Ethereum, generally received for the Company’s own account as compensation for cryptocurrency mining services.Given that there is limited precedent regarding the classification and measurement of cryptocurrencies under current Generally Accepted Accounting Principles (“GAAP”), the Company has determined to account for these digital currencies as indefinite-lived intangible assets in accordance with Accounting Standards Update ("ASU") No. 350, Intangibles – Goodwill and Other Property and Equipment Property and equipment, consisting primarily of computer and other cryptocurrency mining equipment (transaction verification servers) and leasehold improvements, is stated at the lower of cost or estimated realizable value and is depreciated when placed into service using the straight-line method over estimated useful lives. The Company operates in an emerging industry for which limited data is available to make estimates of the useful economic lives of specialized equipment. Management has assessed the basis of depreciation of these assets and believes they should be depreciated over a three-year period due to technological obsolescence reflecting rapid development of hardware that has faster processing capacity and other factors. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of property and equipment are recorded upon disposal. During the year ended June 30, 2020, the Company discontinued the use of damaged or non-serviceable mining equipment and wrote off its net book value of $162,451 to loss on disposition of property and equipment. During the year ended June 30, 2019, the Company wrote down cryptocurrency mining equipment by $2,097,930 to estimated net realizable value.The Company also wrote off abandoned leasehold improvements with a net book value of $107,150 to cost of goods sold during the year ended June 30, 2019. Management has determined that the three-year diminishing value best reflects the current expected useful life of transaction verification servers. This assessment takes into consideration the availability of historical data and management’s expectations regarding the direction of the industry including potential changes in technology. Management will review this estimate annually and will revise such estimates as and when data becomes available. To the extent that any of the assumptions underlying management’s estimate of useful life of its transaction verification servers are subject to revision in a future reporting period, either as a result of changes in circumstances or through the availability of greater quantities of data, then the estimated useful life could change and have a prospective impact on depreciation expense and the carrying amounts of these assets. Derivatives The Company evaluates its convertible debt, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for. The result of this accounting treatment is that under certain circumstances the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income or expense. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the instrument on the reclassification date. Where the number of warrants or common shares to be issued under these agreements is indeterminate, the Company has concluded that the equity environment is tainted, and all additional warrants and convertible debt are included in the value of the derivatives. We estimate the fair value of the derivatives associated with our convertible notes payable, warrants, put-back rights associated with two asset purchase agreements, common stock issuable pursuant to a Series B preferred stock Exchange Agreement and a stock subscription payable using, as applicable, either the Black-Scholes pricing model or multinomial lattice models that value the derivative liability based on a probability weighted discounted cash flow model using future projections of the various potential outcomes.We estimate the fair value of the derivative liabilities at the inception of the financial instruments, and, in the case of our convertible notes payable, at the date of conversions to equity and at each reporting date, recording a derivative liability, debt discount, additional paid-in capital and a gain or loss on change in derivative liabilities as applicable. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility, variable conversion prices based on market prices as defined in the respective agreements and probabilities of certain outcomes based on management projections. These inputs are subject to significant changes from period to period and to management’s judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material. Impairment of Long-Lived Assets All assets, including intangible assets subject to amortization, are reviewed for impairment when changes in circumstances indicate that the carrying amount of the asset may not be recoverable in accordance with ASC 350 and ASC 360. If the carrying amount of the asset exceeds the expected undiscounted cash flows of the asset, an impairment charge is recognized equal to the amount by which the carrying amount exceeds fair value or net realizable value. The testing of these intangibles under established guidelines for impairment requires significant use of judgment and assumptions. Changes in forecasted operations and other assumptions could materially affect the estimated fair values. Changes in business conditions could potentially require adjustments to these asset valuations. Total impairment expense, consisting of write downs for cryptocurrency mining equipment totaled $0 and $2,097,930 for the years ended June 30, 2020 and 2019, respectively. Fair Value of Financial Instruments Disclosures about fair value of financial instruments require disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value.As of June 30, 2020 and 2019, the amounts reported for cash, prepaid expenses and other current assets, equipment deposits, accounts payable, accrued expenses and due to related party approximate fair value because of their short maturities. 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 1measurements) 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; and · 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. Our derivative liabilities are measured at fair value on a recurring basis and estimated as follows: Total Level 1 Level 2 Level 3 June 30, 2020: Derivative liabilities $ 164,834 $ - $ - $ 164,834 Total liabilities measured at fair value $ 164,834 $ - $ - $ 164,834 June 30, 2019: Derivative liabilities $ 1,617,774 $ - $ - $ 1,617,774 Total liabilities measured at fair value $ 1,617,774 $ - $ - $ 1,617,774 Stock-Based Compensation The Company accounts for all equity-based payments in accordance with ASC Topic 718, Compensation – Stock Compensation. Revenue Recognition Effective July 1, 2018, we adopted ASC 606, Revenue from Contracts with Customers, as amended, using the modified retrospective method, which requires the cumulative effect of adoption to be recognized as an adjustment to opening retained earnings in the period of adoption. There was no cumulative effect of adopting the new standard and no impact on our financial statements. The new standard provides a single comprehensive model to be used in the accounting for revenue arising from contracts with customers and supersedes current revenue recognition guidance, including industry-specific guidance. The standard’s stated core principle is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, ASC 606 includes provisions within a five-step model that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations, and recognizing revenue when, or as, an entity satisfies a performance obligation. Our revenues currently consist of cryptocurrency mining revenues and revenues from the sale of cryptocurrency mining equipment recognized in accordance with ASC 606 as discussed above. Amounts collected from customers prior to shipment of products are recorded as deferred revenue. The Company earns its cryptocurrency mining revenues by providing transaction verification services within the digital currency networks of cryptocurrencies, such as Bitcoin, Litecoin and Ethereum. The Company satisfies its performance obligation at the point in time that the Company is awarded a unit of digital currency through its participation in the applicable network and network participants benefit from the Company’s verification service. In consideration for these services, the Company receives digital currencies, which are recorded as revenue using the closing U.S. dollar price of the related cryptocurrency on the date of receipt. Expenses associated with running the cryptocurrency mining operations, such as equipment depreciation, rent, operating supplies, rent, utilities and monitoring services are recorded as cost of revenues. There is currently no specific definitive guidance in GAAP or alternative accounting frameworks for the accounting for the production and mining of digital currencies and management has exercised significant judgment in determining appropriate accounting treatment for the recognition of revenue for mining of digital currencies. Management has examined various factors surrounding the substance of the Company’s operations and the guidance in ASC 606, including identifying the transaction price, when performance obligations are satisfied, and collectability is reasonably assured being the completion and addition of a block to a blockchain and the award of a unit of digital currency to the Company. In the event authoritative guidance is enacted by the FASB, the Company may be required to change its policies which could result in a change in the Company’s financial statements. Income Taxes The Company adopted the provisions of ASC 740-10, Accounting for Uncertain Income Tax Positions. The Company adopted ASC 740-10, Definition of Settlement in FASB Interpretation No. 48, Income (Loss) Per Share Basic net income or loss per share is calculated by dividing net income or loss by the weighted average number of common shares outstanding for the period.Diluted income or loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as “in-the-money” stock options and warrants, convertible debt and convertible preferred stock, were exercised or converted into common stock.Equivalent shares are not utilized when the effect is anti-dilutive. For the years ended June 30, 2020 and 2019, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share; therefore, basic net loss per share is the same as diluted net loss per share. Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes” (Income Taxes Topic 740). In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) Although there are other new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had or will have a material impact on its financial position or results of operations. Reclassifications Certain amounts in the financial statements for the year ended June 30, 2019 have been reclassified to conform to the presentation for the year ended June 30, 2020. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Jun. 30, 2020 | |
GOING CONCERN | |
NOTE 3 - GOING CONCERN | The Company has reported recurring net losses since its inception and used net cash in operating activities of $671,101 in the year ended June 30, 2020.As of June 30, 2020, the Company had an accumulated deficit of $22,064,982 and a total stockholders’ deficit of $109,603.These conditions raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements have been prepared in conformity with U.S. GAAP, which contemplate continuation of the Company as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business. The ability of the Company to reach a successful level of operations is dependent on the execution of management's plans, which include the raising of capital through the debt and/or equity markets, until such time that funds provided by operations are sufficient to fund working capital requirements. If the Company were not to continue as a going concern, it would likely not be able to realize its assets at values comparable to the carrying value or the fair value estimates reflected in the balances set out in the preparation of the financial statements. There can be no assurances that the Company will be successful in attaining a profitable level of operations or in generating additional cash from the equity/debt markets or other sources fund its operations. The financial statements do not include any adjustments relating to the recoverability of assets and classification of assets and liabilities that might be necessary. Should the Company not be successful in its business plan or in obtaining the necessary financing to fund its operations, the Company would need to curtail certain or all operational activities and/or contemplate the sale of its assets, if necessary. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Jun. 30, 2020 | |
PROPERTY AND EQUIPMENT | |
NOTE 4 - PROPERTY AND EQUIPMENT | Property and equipment consisted of the following at June 30: 2020 2019 Cryptocurrency mining equipment $ 1,242,397 $ 1,579,580 Furniture and equipment 16,366 16,366 Total 1,258,763 1,595,946 Less accumulated depreciation and amortization (805,421 ) (556,263 ) Net $ 453,342 $ 1,039,683 Depreciation and amortization expense, included in cost of revenues, for the years ended June 30, 2020 and 2019 was $575,210 and $552,958, respectively. During the year ended June 30, 2020, we disposed of and wrote off non-serviceable, defective mining equipment with a net book value of $162,451.We did not report any loss on disposition of property and equipment during the year ended June 30, 2019. |
ASSET PURCHASE AGREEMENT
ASSET PURCHASE AGREEMENT | 12 Months Ended |
Jun. 30, 2020 | |
ASSET PURCHASE AGREEMENT | |
NOTE 5 - ASSET PURCHASE AGREEMENT | On August 2, 2018, the Company entered into an Asset Purchase Agreement with Secure Hosting LLC, a Florida limited liability, for the purchase of 182 Ethereum mining machines. As consideration for the purchase of the machines, the Company issued 38,018 restricted shares of its Series B convertible preferred stock, valued on an “as converted to common” basis at an aggregate of $3,003,422, based on the market value of the Company’s common stock on the date of the transaction. Of the 182 machines purchased, 152 were placed into operations, and 30 units deemed to be under-performing will be utilized by the Company as repair parts or sold as repair parts.The Company performed a lower of cost or market impairment analysis on the machines purchased, including writing off the purchase price allocated to the defective machines, and recorded an impairment expense of $2,097,930, which amount is included in operating expenses for the year ended June 30, 2019. The Agreement contains customary representations and warranties and covenants as of the Closing Date, including, without limitation, that the Equipment is (i) in good condition, (ii) free of all liens, (iii) not subject to any intellectual property rights other than software used in the Equipment and (iv) covered by certain manufacturer warranties.Because a portion of the machines were defective, certain shares of the Series B preferred stock issued in the transaction were subsequently returned to the Company and cancelled. |
DIGIMINE PREFERRED STOCK EXCHAN
DIGIMINE PREFERRED STOCK EXCHANGE AGREEMENT | 12 Months Ended |
Jun. 30, 2020 | |
DIGIMINE PREFERRED STOCK EXCHANGE AGREEMENT | |
NOTE 6 - DIGIMINE PREFERRED STOCK EXCHANGE AGREEMENT | In April 2018, the Company acquired the digital currency mining operations of digiMine LLC (“digiMine”) through two Asset Purchase Agreements (the “digiMine Acquisition”) in a transaction recorded as a business combination. A total of 36,667 Series B preferred shares were issued to digiMine.The Company also entered into separate Security and Pledge Agreements, securing its obligations to digiMine under the Asset Purchase Agreements.Pursuant to the digiMine Acquisition, digiMine had the right (the “Put-Back Right”) to require that the Company redeem for cash any of Seller’s then-outstanding Shares at a defined redemption On May 21, 2019, the Company and digiMine entered into an Exchange Agreement (the “Preferred Stock Exchange Agreement”) pursuant to which digiMine agreed to surrender the remaining 20,000 shares of the Company’s Series B preferred stock held by it and terminate its rights under the Security and Pledge Agreements in exchange for 10,000,000 shares (“Exchange Shares”) of the Company’s common stock, which were to be issued in ten tranches of 1,000,000 shares each beginning ten trading days after the date of the Exchange Agreement and each ten trading days thereafter.The Company identified a derivative liability associated with the obligation to issue the common shares recorded initially at $1,650,000 and recorded a loss on the Series B preferred stock exchange of $1,650,000 in the year ended June 30, 2019. With the sale of the 16,666 shares of Series B preferred stock by digiMine in April and May of 2019 and with the completion of the Exchange Agreement, the Put-Back Rights in connection with the Asset Purchase Agreements have been eliminated and the associated derivative liability settled.During the year ended June 30, 2020, a total of 8,000,000 shares of the Company’s common stock valued at $479,800 were issued and during the year ended June 30, 2019, a total of 2,000,000 shares of the Company’s common stock valued at $285,000 were issued.As a result, the Preferred Stock Exchange Agreement was extinguished, and the associated derivative liability settled. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jun. 30, 2020 | |
RELATED PARTY TRANSACTIONS | |
NOTE 7 - RELATED PARTY TRANSACTIONS | We have one executive officer, Steve Rubakh, who is currently our only full-time employee and sole member of our Board of Directors.Mr. Rubakh is paid an annual salary established by the Board of Directors and is issued shares of Series B preferred stock for additional compensation.The number of shares issued, generally on a quarterly basis, is at the discretion of the Board of Directors. During the year ended June 30, 2020 and 2019, the Board of Directors authorized the issuance to Mr. Rubakh of 100,000 and 70,000 total shares of Series B convertible preferred stock, respectively. Stock-based compensation of $120,000 and $1,312,000 was recorded for the years ended June 30, 2020 and 2019, respectively, based on the market price of the Company’s common stock on an “as converted” basis.The stock-based compensation – related party is included in general and administrative expenses in the accompanying statements of operations. The Board of Directors of the Company has set the current annual compensation for Steve Rubakh to include annual salary of $150,000 per year in addition to shares of Series B preferred stock.The Company recorded salary expense to Mr. Rubakh of $150,000 for the years ended June 30, 2020 and 2019. In April 2019, Mr. Rubakh converted 30,000 shares of Series B preferred stock into 3,000,000 shares of common stock of the Company, recorded at the par value of the common stock issued.On February 27, 2020, Mr. Rubakh returned 3,000,000 shares of the Company’s common stock and was issued 30,000 shares of the Company’s Series B preferred stock which were previously surrendered in the April 2019 conversion.The common shares were canceled, and the transaction was recorded at the par value of the common and Series B preferred stock. Amounts due to related party, consisting of accrued salary to Mr. Rubakh, totaled $122,907 and $69,854 as of June 30, 2020 and 2019, respectively. |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 12 Months Ended |
Jun. 30, 2020 | |
CONVERTIBLE NOTES PAYABLE | |
NOTE 8 - CONVERTIBLE NOTES PAYABLE | Convertible notes payable, all classified as current, consist of the following: June 30, 2020 June 30, 2019 Debt Debt Principal Discount Net Principal Discount Net Geneva Roth Remark Holdings, Inc. #2 $ - $ - $ - $ 43,000 $ 11,582 $ 31,418 Geneva Roth Remark Holdings, Inc. #3 - - - 78,000 24,253 53,747 Geneva Roth Remark Holdings, Inc. #4 - - - 63,000 21,605 41,395 BHP Capital NY, Inc. #2 - - - 38,500 16,748 21,752 Armada Investment Fund, LLC #2 - - - 38,500 16,747 21,753 Jefferson Street Capital LLC - - - 38,500 16,747 21,753 St. George Investments LLC - - - 500,000 234,671 265,329 BHP Capital NY, Inc. #4 66,000 13,193 52,807 - - - Armada Investment Fund, LLC #5 20,000 2,739 17,261 - - - Armada Investment Fund, LLC #6 22,000 4,167 17,833 - - - BHP Capital NY, Inc. #5 83,333 21,141 62,192 - - - BHP Capital NY, Inc. #6 60,500 19,188 41,312 - - - Armada Investment Fund, LLC #7 88,000 28,021 59,979 - - - Total $ 339,833 $ 88,449 $ 251,384 $ 799,500 $ 342,353 $ 457,147 On February 6, 2019, the Company entered into a second convertible promissory note with Geneva Roth Remark Holdings, Inc. (“Geneva” in the principal amount of $43,000. The note matures on February 6, 2020 and bears interest at 10%. A debt discount of $19,128 was recorded, including a derivative liability of $16,128. Geneva has the right beginning on the date that is 170 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the three lowest trading prices (closing bid prices) of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion.In August 2019, Geneva converted the entire principal of $43,000 and accrued interest payable of $2,150 into common shares of the Company, extinguishing the debt in full. As of June 30, 2020, the debt discount had been amortized in full to interest expense. On March 21, 2019, the Company entered into a third convertible promissory note with Geneva in the principal amount of $78,000. The note matures on March 21, 2020 and bears interest at 10%. A debt discount of $33,496 was recorded, including a derivative liability of $30,496. Geneva has the right beginning on the date that is 170 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the three lowest trading prices (closing bid prices) of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion.In September and October 2019, Geneva converted principal of $78,000 and accrued interest of $3,900 into common shares of the Company, extinguishing the debt in full.As of June 30, 2020, the debt discount had been amortized in full to interest expense. On April 18, 2019, the Company entered into a fourth convertible promissory note with Geneva in the principal amount of $63,000. The note matures on April 18, 2020 and bears interest at 10%. A debt discount of $26,988 was recorded, including a derivative liability of $23,988. Geneva has the right beginning on the date that is 170 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the three lowest trading prices (closing bid prices) of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion.Pursuant to an Assignment Agreement dated October 11, 2019, Geneva assigned $63,000 principal and $3,003 accrued interest to Armada Investment Fund, LLC (“Armada”).During November 2019 through January 2020, Armada converted principal of $63,000 and accrued interest of $4,030 into common shares of the Company, extinguishing the debt in full.As of June 30, 2020, the debt discount had been amortized in full to interest expense. On May 15, 2019, the Company entered into a second convertible promissory note with Armada in the principal amount of $38,500, with an original issue discount of $2,500. The note bears interest at 8%.The maturity date of the note was extended to August 15, 2020.A debt discount of $20,098 was recorded, including a derivative liability of $15,598. Armada had the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the three lowest trading prices (lowest bid prices) of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion.In June 2020, Armada converted principal of $38,500, accrued interest of $3,460 and conversion fees of $500 into common shares of the Company, extinguishing the debt in full.As of June 30, 2020, the debt discount had been amortized in full to interest expense. On May 15, 2019, the Company entered into a second convertible promissory note with BHP Capital NY, Inc. (“BHP”) in the principal amount of $38,500, with an original issue discount of $2,500. The note matured on February 15, 2020 and bears interest at 8%.A debt discount of $20,097 was recorded, including a derivative liability of $15,597. BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the three lowest trading prices (lowest bid prices) of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion.In November and December 2019 and January 2020, BHP converted the principal of $38,500, accrued interest of $1,933 and conversion fees of $1,000 into common shares of the Company, extinguishing the debt in full.As of June 30, 2020, the debt discount had been amortized in full to interest expense. On May 15, 2019, the Company entered into a convertible promissory note with Jefferson Street Capital LLC (“Jefferson”) in the principal amount of $38,500, with an original issue discount of $2,500. The note matures on February 15, 2020 and bears interest at 8%.A debt discount of $20,097 was recorded, including a derivative liability of $15,597. Jefferson has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the three lowest trading prices (lowest bid prices) of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion.In November and December 2019 and January 2020, Jefferson converted the principal of $38,500, accrued interest of $1,540 and conversion fees of $2,000 into common shares of the Company, extinguishing the debt in full.As of June 30, 2020, the debt discount had been amortized in full to interest expense. On June 26, 2019, the Company entered into an Exchange Agreement with St. George Investments LLC (“St. George”) pursuant to which a convertible promissory note payable to St. George in the principal amount of $500,000 was issued in consideration for the surrender by St. George of all outstanding warrants, which amount was recorded as a loss on settlement of warrants.The warrants were issued by the Company on January 19, 2018.The maturity date of the note was extended to June 26, 2020.The note bears interest at 5%.A debt discount and derivative liability of $239,773 was recorded at the inception of the note.St. George has the right beginning on the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 80% of the average of the three lowest closing prices of the Company’s common stock during the twenty trading days preceding the date of conversion.During the year ended June 30, 2020, St. George converted principal of $369,692 and accrued interest of $7,838 into common shares of the Company and repaid $130,308 principal and $1,160 accrued interest payable, extinguishing the debt in full.As of June 30, 2020, the debt discount had been amortized in full to interest expense. On July 3, 2019, the Company entered into a third convertible promissory note with Armada in the principal amount of $137,500, with an original issue discount of $12,500. The note matures on July 3, 2020 and bears interest at 8%.A debt discount of $73,573 was recorded, including a derivative liability of $59,573. Armada has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the five lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion.During the February through June 2020, Armada converted principal of $137,500, accrued interest of $9,271 and fees of $2,000 into common shares of the Company, extinguishing the debt in full.As of June 30, 2020, the debt discount had been amortized in full to interest expense. On July 3, 2019, the Company entered into a third convertible promissory note with BHP in the principal amount of $137,500, with an original issue discount of $12,500. The note matures on July 3, 2020 and bears interest at 8%.A debt discount of $73,584 was recorded, including a derivative liability of $59,584. BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the five lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion.During February through June 2020, BHP converted principal of $137,500, accrued interest of $9,572 and conversion fees of $1,500 into common shares of the Company, extinguishing the debt in full.As of June 30, 2020, the debt discount had been amortized in full to interest expense. On October 11, 2019, Geneva assigned a convertible promissory note with a principal balance of $63,000 and accrued interest payable of $3,003 to Armada.Armada assumed the right beginning on the date that is 170 days following April 18, 2019, the date of the original note, to convert principal and accrued interest into shares of the Company’s common stock.The conversion price of the fourth Armada convertible note is 70% of the average of the three lowest trading prices (lowest bid prices) of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion.The Company and Armada also entered into an agreement on November 1, 2019 whereby Armada agreed to limit its conversions of this note to no more than $20,000 note principal every thirty days.During November 2019 through January 2020, Armada converted the entire principal of $63,000 and accrued interest of $4,031 into common shares of the Company, extinguishing the debt in full.As of June 30, 2020, the debt discount had been amortized in full to interest expense. In consideration for the November 1, 2019 agreement to limit conversions of the fourth Armada note, the Company issued to Armada a fifth convertible promissory note in the principal amount of $20,000.The note matures on November 1, 2020 and bears interest at 8%.A debt discount of $8,082 was recorded, consisting of a derivative liability. Armada has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the five lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion.As of June 30, 2020, $5,343 of the debt discount had been amortized to interest expense and there was accrued interest payable of $1,061. The Company recorded a derivative liability of $10,855 as of June 30, 2020. On November 21, 2019, the Company entered into a sixth convertible promissory note with Armada in the principal amount of $22,000, with an original issue discount of $2,000. The note matures on November 21, 2020 and bears interest at 8%.A debt discount of $10,590 was recorded, including a derivative liability of $8,090. Armada has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the five lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion.As of June 30, 2020, $6,423 of the debt discount had been amortized to interest expense and there was accrued interest payable of $1,070. The Company recorded a derivative liability of $10,774 as of June 30, 2020. On December 2, 2019, the Company entered into a fourth convertible promissory note with BHP in the principal amount of $66,000, with an original issue discount of $6,000. The note matures on December 2, 2020 and bears interest at 8%.A debt discount of $31,153 was recorded, including a derivative liability of $24,153. BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the three lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion.As of June 30, 2020, $17,960 of the debt discount had been amortized to interest expense and there was accrued interest payable of $3,052. The Company recorded a derivative liability of $32,129 as of June 30, 2020. On February 20, 2020, the Company entered into a fifth convertible promissory note with BHP in the principal amount of $83,333, with an original issue discount of $8,333. The note matures on November 20, 2020, and bears interest at 8%.A debt discount of $40,507 was recorded, including a derivative liability of $30,674. BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the three lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion.As of June 30, 2020, $19,366 of the debt discount had been amortized to interest expense and there was accrued interest payable of $2,393. The Company recorded a derivative liability of $39,965 as of June 30, 2020. On March 4, 2020, the Company entered into a sixth convertible promissory note with BHP in the principal amount of $60,500, with an original issue discount of $5,500. The note matures on March 4, 2021, and bears interest at 8%.A debt discount of $28,354 was recorded, including a derivative liability of $22,854. BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the five lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion.As of June 30, 2020, $9,166 of the debt discount had been amortized to interest expense and there was accrued interest payable of $1,565. The Company recorded a derivative liability of $28,425 as of June 30, 2020. On March 4, 2020, the Company entered into a seventh convertible promissory note with Armada in the principal amount of $88,000, with an original issue discount of $8,000. The note matures on March 4, 2021, and bears interest at 8%.A debt discount of $41,408 was recorded, including a derivative liability of $33,408. Armada has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock.The conversion price is 70% of the average of the five lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion.As of June 30, 2020, $13,387 of the debt discount had been amortized and there was accrued interest payable of $2,276. The Company recorded a derivative liability of $41,517 as of June 30, 2020. |
PPP LOAN PAYABLE
PPP LOAN PAYABLE | 12 Months Ended |
Jun. 30, 2020 | |
PPP LOAN PAYABLE | |
NOTE 9 - PPP LOAN PAYABLE | With an effective date of April 20, 2020, a loan to the Company was approved under the terms and conditions of the Paycheck Protection Program (“PPP”) of the United States Small Business Administration (“SBA”) and the CARES Act (2020) (H.R. 748) (15 U.S.C. 636 et seq.) ( the “Act” ) in the amount of $7,583. The loan matures 24 months from inception, bears interest at 1% and had a balance of $7,583 as of June 30, 2020.The loan may be forgiven pursuant to the provisions of the Act. |
STOCKHOLDERS DEFICIT
STOCKHOLDERS DEFICIT | 12 Months Ended |
Jun. 30, 2020 | |
STOCKHOLDERS DEFICIT | |
NOTE 10 - STOCKHOLDERS' DEFICIT | Preferred Stock Series A Preferred Stock In March 2015, the Company filed with the State of Nevada a Certificate of Designation establishing the designations, preferences, limitations and relative rights of 1,000,000 shares of the Company's Series A preferred stock.Holders of the Series A preferred stock have the right to vote in aggregate, on all shareholder matters equal to 1,000 votes per share of Series A preferred stock.The shares of Series A preferred stock are not convertible into shares of common stock. The Company has 1,000,000 shares of Series A preferred stock authorized, with 500,000 shares issued and outstanding as of June 30, 2020 and 2019, which were issued in March 2015 to members of the Company’s Board of Directors in consideration for services. Series B Preferred Stock On December 21, 2015, the Company filed a Certificate of Designation for a new Series B convertible preferred stock with the State of Nevada following approval by the board of directors of the Company. Five Hundred Thousand (500,000) shares of the Company's authorized preferred stock are designated as the Series B convertible preferred stock, par value of $0.001 per share and with a stated value of $0.001 per share (the "Stated Value"). Holders of Series B preferred stock shall be entitled to receive dividends, when and as declared by the Board of Directors out of funds legally available therefor. At any time and from time to time after the issuance of shares of the Series B preferred stock, each issued share of Series B preferred stock is convertible into 100 shares of the Company’s common stock.The holders of the Series B preferred stock shall have the right to vote together with holders of common stock, on an as "converted basis", on any matter that the Company's shareholders may be entitled to vote on, either by written consent or by proxy. Upon any liquidation, dissolution or winding-up of the Company, the holders of the Series B preferred stock shall be entitled to receive out of the assets of the Company, whether such assets are capital or surplus, for each share of Series B preferred stock an amount equal to the Stated Value, and all other amounts in respect thereof then due and payable prior to any distribution or payment shall be made to the holders of any junior securities. The Company has 500,000 shares of Series B preferred stock authorized, with 430,000 and 300,000 shares issued and outstanding as of June 30, 2020 and 2019, respectively. During the years ended June 30, 2020 and 2019, the Board of Directors authorized the issuance to Steve Rubakh of a total of 100,000 and 70,000 shares of Series B preferred stock, respectively, as part of his compensation package.Stock-based compensation – related party of $120,000 and $1,312,000 was recorded for the years ended June 30, 2020 and 2019, respectively, based on the market price of the Company’s common stock on an “as converted to common” basis. On February 27, 2020, Mr. Rubakh returned 3,000,000 shares of the Company’s common stock and was issued 30,000 shares of the Company’s Series B preferred stock.The common shares returned were previously issued to Mr. Rubakh in conversion of 30,000 shares of Series B preferred stock.The common shares were canceled, and the transaction was recorded at the par value of the common and Series B preferred stock. As discussed in Note 5, on August 2, 2018, the Company entered into an Asset Purchase Agreement for the purchase of 182 cryptocurrency mining machines. As consideration for the purchase of the machines, the Company issued 38,018 shares of its Series B convertible preferred stock, valued on an “as converted to common” basis at an aggregate of $3,801,800.Because a portion of the machines were defective, a total of 1,800 shares of Series B preferred stock originally issued pursuant to the Asset Purchase Agreement were returned to the Company and cancelled.In February 2019, an additional 1,200 shares of Series B preferred stock originally issued pursuant to the Asset Purchase Agreement were returned to the Company and cancelled. On October 25, 2017, four investors entered into subscription agreements for the purchase of a total of 16,000 shares of Series B preferred stock for cash at $10 per share.Of the shares, 12,500 shares were issued for cash of $125,000 and a stock subscription payable of $35,000 was recorded for the other 3,500 shares.On January 9, 2019, the 3,500 shares of Series B preferred stock were issued for stock subscriptions payable of $35,000. During the year ended June 30, 2019, a total of 97,684 shares of Series B preferred stock were converted into 9,768,400 shares of common stock, including 30,000 shares converted by Mr. Rubakh into 3,000,000 shares of common stock of the Company.The Company recorded the conversions at $9,768, the par value of the common stock issued. During the year ended June 30, 2019, a total of 3,000 shares of Series B preferred stock, valued at par value of $3, were returned to the Company and cancelled. As discussed in Note 6, on May 21, 2019, the Company and digiMine entered into a Preferred Stock Exchange Agreement pursuant to which digiMine agreed to surrender 20,000 shares of the Company’s Series B preferred stock held by it and terminate its rights under the Security and Pledge Agreement, dated April 30, 2018, in exchange for 10,000,000 shares the Company’s common stock, which are to be issued in ten tranches of 1,000,000 shares each.The unissued common shares were valued at $1,650,000 and the Company recorded a derivative liability and corresponding loss on exchange of Series B preferred stock for this amount.As a result of the Preferred Stock Exchange Agreement and prior conversions by digiMine of Series B preferred stock into common stock, derivative liabilities of $764,800 were settled.During the year ended June 30, 2020, a total of 8,000,000 shares of the Company’s common stock valued at $479,800 were issued and during the year ended June 30, 2019, a total of 2,000,000 shares of the Company’s common stock valued at $285,000 were issued.As a result, the Preferred Stock Exchange Agreement was extinguished, and the associated derivative liability settled. Common Stock On January 25, 2019, the Board of Directors of the Company approved a resolution to increase the number of authorized common shares to 250,000,000.The Company had 103,164,460 and 29,824,187 shares issued and outstanding as of June 30, 2020 and 2019, respectively. During the year ended June 30, 2020, the Company issued a total of 76,340,273 shares of its common stock:8,000,000 shares valued at $479,800 were issued pursuant to a Preferred Stock Asset Agreement entered into on May 21, 2019 (see Note 6) and a total of 68,340,273 shares valued at $999,479 were issued in conversion of $944,192 note principal, $43,695 accrued interest payable, $7,000 in fees and loss on conversion of debt of $4,592, resulting in the extinguishment of derivative liabilities totaling $461,236. In addition, as discussed above, Mr. Rubakh returned 3,000,000 shares of the Company’s common stock and was issued 30,000 shares of the Company’s Series B preferred stock.The common shares returned were previously issued to Mr. Rubakh in conversion of 30,000 shares of Series B preferred stock.The common shares were canceled, and the transaction was recorded at the par value of the common and Series B preferred stock. During the year ended June 30, 2019, the Company issued a total of 20,860,084 shares of its common stock: a total of 220,000 shares of common stock, valued at $82,057, based on the closing market price of stock on the date of grant, were issued to a consultants; a total of 150,000 shares of common stock valued at $53,250, based on the closing market price of stock on the date of grant, were issued to two lenders as loan fees (See Note 8); and a total of 4,950,000 shares of common stock were issued to a lender in the cashless exercise of warrants and recorded at par value of $4,950, resulting in the extinguishment of derivative liabilities of $772,751; a total of 2,000,000 shares of common stock valued at $285,000 were issued pursuant to a Preferred Stock Exchange Agreement (Note 6); a total of 9,768,400 shares of common stock were issued in the conversion of 97,684 shares of Series B preferred stock and recorded at par value of $9,670;a total of 3,771,684 shares of common stock were issued in the conversion of notes payable principal of $242,400 and accrued interest of $15,367, resulting in the extinguishment of derivative liabilities totaling $95,755. No gain or loss was recorded on these transactions as the conversions and issuances of shares were completed within the terms of the related agreements. In August 2018, the Company received proceeds of $25,000 from a common stock subscription.Because of the existence of a tainted equity environment, the stock subscription has been recorded as a derivative and revalued at each reporting date |
WARRANTS
WARRANTS | 12 Months Ended |
Jun. 30, 2020 | |
WARRANTS | |
NOTE 11 - WARRANTS | The Company has granted warrants to non-employee lenders in connection with the issuance of certain convertible promissory notes and to an investor in connection with the purchase of common shares of the Company.The Company has also granted warrants to officers and directors.Certain of the warrants have been subsequently surrendered to the Company and cancelled. There were no warrants issued by the Company during the year ended June 30, 2020 and no warrants outstanding as of June 30, 2020.Warrant activity for the year ended June 30, 2019 is as follows: Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Aggregate Intrinsic Value Outstanding at June 30, 2018 348,375 $ 2.20 2.55 $ - Granted - $ - Exercised (99,713 ) $ 2.16 Cancelled or expired (248,662 ) $ 2.21 Outstanding and exercisable at June 30, 2019 - Because the number of common shares to be issued under certain convertible notes payable and other agreements is indeterminate, the Company concluded that the equity environment was tainted as of June 30, 2020.Therefore, all warrants issued prior to that date were included in the Company’s calculations of derivative liabilities.With the cashless exercise of warrants and an exchange of warrants for a convertible promissory note, derivative liabilities totaling $2,123,969 were extinguished in the year ended June 30, 2019. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2020 | |
COMMITMENTS AND CONTINGENCIES | |
NOTE 12 - COMMITMENTS AND CONTINGENCIES | Legal Matters From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. As of the date of filing of this report, there were no pending or threatened lawsuits. Power Supply and Purchase Agreement The Company has consolidated it cryptocurrency operations in one facility in Carthage, New York.The Carthage power supply and purchase agreement was entered into on May 10, 2019 for an initial term of 90 days, with an option to continue the agreement for a subsequent 36 months, which option the Company has exercised.The Company’s sole obligation under the agreement is to pay a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. As of June 30, 2020, the Company had no obligation for future lease payments under non-cancelable operating leases. |
DERIVATIVE LIABILITIES
DERIVATIVE LIABILITIES | 12 Months Ended |
Jun. 30, 2020 | |
DERIVATIVE LIABILITIES | |
NOTE 13 - DERIVATIVE LIABILITIES | The Company as issued convertible notes payable, warrants and Series B preferred stock with put back rights and has entered into exchange and subscription agreements that contain certain provisions that have been identified as derivatives.As of June 30, 2020, the Company has determined that the number of common shares to be issued under these agreements is indeterminate; therefore, the Company concluded that the equity environment is tainted and all additional warrants, stock options convertible debt and obligations to issue common shares are included in the value of derivative liabilities. The Company estimates the fair value of the derivative liabilities at the issuance date and at each subsequent reporting date, using a multinomial lattice model simulation. The model is based on a probability weighted discounted cash flow model using projections of the various potential outcomes. During the years ended June 30, 2020 and 2019, the Company had the following activity in its derivative liabilities: Convertible Notes Payable Warrants Put Back Rights Exchange Agreement Common Stock Subscription Total Derivative liabilities at June 30, 2018 $ - $ - $ 2,886,965 $ - $ - $ 2,886,965 Addition to liabilities for new debt/subscription 438,720 - - - 25,000 463,720 Addition to liabilities for Exchange Agreement - - - 1,485,000 - 1,485,000 Decrease due to conversions/assignments (95,758 ) (2,124,588 ) (2,571,265 ) (120,000 ) - (4,911,611 ) Decrease due to exercise/surrender of warrants - (774,642 ) - - - (774,642 ) Change in fair value 39,090 2,899,230 (315,700 ) (137,800 ) (16,478 ) 2,468,342 Derivative liabilities at June 30, 2019 382,052 - - 1,227,200 $ 8,522 $ 1,617,774 Addition to liabilities for new debt/subscription 270,354 - - - - 270,354 Decrease due to conversions/assignments (461,236 ) - - (479,800 ) - (941,036 ) Change in fair value (27,505 ) - - (747,400 ) (7,353 ) (782,258 ) Derivative liabilities at June 30, 2020 $ 163,665 $ - $ - $ - $ 1,169 $ 164,834 Key inputs and assumptions used in valuing the Company’s derivative liabilities as of June 30, 2020 are as follows: · Stock prices on all measurement dates were based on the fair market value · Risk-free interest rate of 0.013% to 0.15% · The probability of future financing was estimated at 100% · Computed volatility ranging from 248% to 258% These inputs are subject to significant changes from period to period and to management's judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2020 | |
INCOME TAXES | |
NOTE 14 - INCOME TAXES | For the years ended June 30, 2020 and 2019, there was no provision for income taxes and deferred tax assets have been entirely offset by valuation allowances. As of June 30, 2020, the Company has net operating loss carry forwards of approximately $3,010,852 that expire through the year 2038. The Company’s net operating loss carry forwards may be subject to annual limitations, which could reduce or defer the utilization of the losses as a result of an ownership change as defined in Section 382 of the Internal Revenue Code. The Company’s income tax expense (benefit) differs from the “expected” tax expense (benefit) for Federal income tax purposes (computed by applying the United States Federal tax rate of 21% to income (loss) before income taxes), as follows: Years Ended June 30, 2020 2019 Tax benefit at the statutory rate $ (227,173 ) $ (1,997,787 ) State income taxes, net of federal income tax benefit 410,032 417,669 Non-deductible items 187,821 1,726,651 Non-taxable items (165,664 ) 6,882 Change in valuation allowance (205,016 ) (153,415 ) Total $ - $ - The tax effects of the temporary differences between reportable financial statement income and taxable income are recognized as deferred tax assets and liabilities. The tax years 2014 through 2019 remain open to examination by federal agencies and other jurisdictions in which it operates. The tax effect of significant components of the Company’s deferred tax asset at June 30, 2020 and 2019, respectively, are as follows: June 30, 2020 2019 Net operating loss carryforward $ 632,279 $ 427,263 Less valuation allowance (632,279 ) (427,263 ) Net $ - $ - In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Because of the historical earnings history of the Company, the net deferred tax assets as of June 30, 2020 and 2019 were fully offset by a 100% valuation allowance. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Jun. 30, 2020 | |
SUBSEQUENT EVENTS | |
NOTE 15 - SUBSEQUENT EVENTS | Management has evaluated subsequent events according to the requirements of ASC TOPIC 855, and has reported the following: On July 6, 2020, the Company entered into a convertible promissory note with JSJ Investments Inc. (“JSJ”) in the principal amount of $77,000. The note matures on July 8, 2021 and bears interest at an annual rate of 8%. The Company may pay the note in full, together with accrued and unpaid interest at any time during the 180 days after the issuance date of the note at premiums ranging from 120% to 150%. After 180 days from the issuance date, JSJ may convert outstanding principal and interest at a conversion price equal to a 30% discount to the average of the three lowest trading prices of the Company’s common stock during the previous fifteen trading days. On August 4, 2020, the Company entered into a Securities Purchase Agreement with Eagle Equities, LLC (“Eagle”), providing for the issuance and sale by the Company and the purchase by Eagle of a 6% convertible note of the Company in the aggregate principal amount of $ th On August 13, 2020, the Board of Directors and the holder of the majority of the voting power of the Company’s outstanding shares approved an increase in the total number of authorized shares to 770,000,000, of which 750,000,000 were designated as common shares and 20,000,000 shares were designated as preferred shares. On August 25, 2020, the Board of Directors of the Company approved the designation of Series B(2) preferred shares, $0.001 par value per share. Each Series B(2) preferred share is convertible into 100 shares of common stock of the Company.The Series B(2) preferred shares have the right to vote, together with holders of the common stock, on an “as converted basis” on any matter that the Company’s shareholders may be entitled to vote on. Subsequent to June 30, 2020, the Company issued a total of 21,414,135 shares of its common stock in the conversion of $214,000 convertible note principal, $13,218 accrued interest and $2,500 of conversion fees. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Use of Estimates | The preparation of financial statements in conformity with generally accepted accounting principles 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 revenue and expenses during the reporting period.Because of the use of estimates inherent in the financial reporting process, actual results could differ significantly from those estimates. |
Cash and Cash Equivalents | The Company maintains cash balances in non-interest-bearing accounts that currently do not exceed federally insured limits.For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The Company had no cash equivalents at June 30, 2020 and 2019. |
Digital Currencies | Digital currencies consist of Bitcoin, Litecoin and Ethereum, generally received for the Company’s own account as compensation for cryptocurrency mining services.Given that there is limited precedent regarding the classification and measurement of cryptocurrencies under current Generally Accepted Accounting Principles (“GAAP”), the Company has determined to account for these digital currencies as indefinite-lived intangible assets in accordance with Accounting Standards Update ("ASU") No. 350, Intangibles – Goodwill and Other |
Property and Equipment | Property and equipment, consisting primarily of computer and other cryptocurrency mining equipment (transaction verification servers) and leasehold improvements, is stated at the lower of cost or estimated realizable value and is depreciated when placed into service using the straight-line method over estimated useful lives. The Company operates in an emerging industry for which limited data is available to make estimates of the useful economic lives of specialized equipment. Management has assessed the basis of depreciation of these assets and believes they should be depreciated over a three-year period due to technological obsolescence reflecting rapid development of hardware that has faster processing capacity and other factors. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of property and equipment are recorded upon disposal. During the year ended June 30, 2020, the Company discontinued the use of damaged or non-serviceable mining equipment and wrote off its net book value of $162,451 to loss on disposition of property and equipment. During the year ended June 30, 2019, the Company wrote down cryptocurrency mining equipment by $2,097,930 to estimated net realizable value.The Company also wrote off abandoned leasehold improvements with a net book value of $107,150 to cost of goods sold during the year ended June 30, 2019. Management has determined that the three-year diminishing value best reflects the current expected useful life of transaction verification servers. This assessment takes into consideration the availability of historical data and management’s expectations regarding the direction of the industry including potential changes in technology. Management will review this estimate annually and will revise such estimates as and when data becomes available. To the extent that any of the assumptions underlying management’s estimate of useful life of its transaction verification servers are subject to revision in a future reporting period, either as a result of changes in circumstances or through the availability of greater quantities of data, then the estimated useful life could change and have a prospective impact on depreciation expense and the carrying amounts of these assets. |
Derivatives | The Company evaluates its convertible debt, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for. The result of this accounting treatment is that under certain circumstances the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income or expense. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the instrument on the reclassification date. Where the number of warrants or common shares to be issued under these agreements is indeterminate, the Company has concluded that the equity environment is tainted, and all additional warrants and convertible debt are included in the value of the derivatives. We estimate the fair value of the derivatives associated with our convertible notes payable, warrants, put-back rights associated with two asset purchase agreements, common stock issuable pursuant to a Series B preferred stock Exchange Agreement and a stock subscription payable using, as applicable, either the Black-Scholes pricing model or multinomial lattice models that value the derivative liability based on a probability weighted discounted cash flow model using future projections of the various potential outcomes.We estimate the fair value of the derivative liabilities at the inception of the financial instruments, and, in the case of our convertible notes payable, at the date of conversions to equity and at each reporting date, recording a derivative liability, debt discount, additional paid-in capital and a gain or loss on change in derivative liabilities as applicable. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility, variable conversion prices based on market prices as defined in the respective agreements and probabilities of certain outcomes based on management projections. These inputs are subject to significant changes from period to period and to management’s judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material. |
Impairment of Long-Lived Assets | All assets, including intangible assets subject to amortization, are reviewed for impairment when changes in circumstances indicate that the carrying amount of the asset may not be recoverable in accordance with ASC 350 and ASC 360. If the carrying amount of the asset exceeds the expected undiscounted cash flows of the asset, an impairment charge is recognized equal to the amount by which the carrying amount exceeds fair value or net realizable value. The testing of these intangibles under established guidelines for impairment requires significant use of judgment and assumptions. Changes in forecasted operations and other assumptions could materially affect the estimated fair values. Changes in business conditions could potentially require adjustments to these asset valuations. Total impairment expense, consisting of write downs for cryptocurrency mining equipment totaled $0 and $2,097,930 for the years ended June 30, 2020 and 2019, respectively. |
Fair Value of Financial Instruments | Disclosures about fair value of financial instruments require disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value.As of June 30, 2020 and 2019, the amounts reported for cash, prepaid expenses and other current assets, equipment deposits, accounts payable, accrued expenses and due to related party approximate fair value because of their short maturities. 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 1measurements) 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; and · 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. Our derivative liabilities are measured at fair value on a recurring basis and estimated as follows: Total Level 1 Level 2 Level 3 June 30, 2020: Derivative liabilities $ 164,834 $ - $ - $ 164,834 Total liabilities measured at fair value $ 164,834 $ - $ - $ 164,834 June 30, 2019: Derivative liabilities $ 1,617,774 $ - $ - $ 1,617,774 Total liabilities measured at fair value $ 1,617,774 $ - $ - $ 1,617,774 |
Stock-Based Compensation | The Company accounts for all equity-based payments in accordance with ASC Topic 718, Compensation – Stock Compensation. |
Revenue Recognition | Effective July 1, 2018, we adopted ASC 606, Revenue from Contracts with Customers, as amended, using the modified retrospective method, which requires the cumulative effect of adoption to be recognized as an adjustment to opening retained earnings in the period of adoption. There was no cumulative effect of adopting the new standard and no impact on our financial statements. The new standard provides a single comprehensive model to be used in the accounting for revenue arising from contracts with customers and supersedes current revenue recognition guidance, including industry-specific guidance. The standard’s stated core principle is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, ASC 606 includes provisions within a five-step model that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations, and recognizing revenue when, or as, an entity satisfies a performance obligation. Our revenues currently consist of cryptocurrency mining revenues and revenues from the sale of cryptocurrency mining equipment recognized in accordance with ASC 606 as discussed above. Amounts collected from customers prior to shipment of products are recorded as deferred revenue. The Company earns its cryptocurrency mining revenues by providing transaction verification services within the digital currency networks of cryptocurrencies, such as Bitcoin, Litecoin and Ethereum. The Company satisfies its performance obligation at the point in time that the Company is awarded a unit of digital currency through its participation in the applicable network and network participants benefit from the Company’s verification service. In consideration for these services, the Company receives digital currencies, which are recorded as revenue using the closing U.S. dollar price of the related cryptocurrency on the date of receipt. Expenses associated with running the cryptocurrency mining operations, such as equipment depreciation, rent, operating supplies, rent, utilities and monitoring services are recorded as cost of revenues. There is currently no specific definitive guidance in GAAP or alternative accounting frameworks for the accounting for the production and mining of digital currencies and management has exercised significant judgment in determining appropriate accounting treatment for the recognition of revenue for mining of digital currencies. Management has examined various factors surrounding the substance of the Company’s operations and the guidance in ASC 606, including identifying the transaction price, when performance obligations are satisfied, and collectability is reasonably assured being the completion and addition of a block to a blockchain and the award of a unit of digital currency to the Company. In the event authoritative guidance is enacted by the FASB, the Company may be required to change its policies which could result in a change in the Company’s financial statements. |
Income Taxes | The Company adopted the provisions of ASC 740-10, Accounting for Uncertain Income Tax Positions. The Company adopted ASC 740-10, Definition of Settlement in FASB Interpretation No. 48, |
Income (Loss) Per Share | Basic net income or loss per share is calculated by dividing net income or loss by the weighted average number of common shares outstanding for the period.Diluted income or loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as “in-the-money” stock options and warrants, convertible debt and convertible preferred stock, were exercised or converted into common stock.Equivalent shares are not utilized when the effect is anti-dilutive. For the years ended June 30, 2020 and 2019, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share; therefore, basic net loss per share is the same as diluted net loss per share. |
Recently Issued Accounting Pronouncements | In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes” (Income Taxes Topic 740). In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) power supply and Although there are other new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had or will have a material impact on its financial position or results of operations. |
Reclassifications | Certain amounts in the financial statements for the year ended June 30, 2019 have been reclassified to conform to the presentation for the year ended June 30, 2020. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jun. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Fair value of derivative liabilities | Total Level 1 Level 2 Level 3 June 30, 2020: Derivative liabilities $ 164,834 $ - $ - $ 164,834 Total liabilities measured at fair value $ 164,834 $ - $ - $ 164,834 June 30, 2019: Derivative liabilities $ 1,617,774 $ - $ - $ 1,617,774 Total liabilities measured at fair value $ 1,617,774 $ - $ - $ 1,617,774 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Jun. 30, 2020 | |
PROPERTY AND EQUIPMENT (Tables) | |
Schedule of Property and equipment | 2020 2019 Cryptocurrency mining equipment $ 1,242,397 $ 1,579,580 Furniture and equipment 16,366 16,366 Total 1,258,763 1,595,946 Less accumulated depreciation and amortization (805,421 ) (556,263 ) Net $ 453,342 $ 1,039,683 |
CONVERTIBLE NOTES PAYABLE (Tabl
CONVERTIBLE NOTES PAYABLE (Tables) | 12 Months Ended |
Jun. 30, 2020 | |
CONVERTIBLE NOTES PAYABLE (Tables) | |
Schedule of convertible notes payable | June 30, 2020 June 30, 2019 Debt Debt Principal Discount Net Principal Discount Net Geneva Roth Remark Holdings, Inc. #2 $ - $ - $ - $ 43,000 $ 11,582 $ 31,418 Geneva Roth Remark Holdings, Inc. #3 - - - 78,000 24,253 53,747 Geneva Roth Remark Holdings, Inc. #4 - - - 63,000 21,605 41,395 BHP Capital NY, Inc. #2 - - - 38,500 16,748 21,752 Armada Investment Fund, LLC #2 - - - 38,500 16,747 21,753 Jefferson Street Capital LLC - - - 38,500 16,747 21,753 St. George Investments LLC - - - 500,000 234,671 265,329 BHP Capital NY, Inc. #4 66,000 13,193 52,807 - - - Armada Investment Fund, LLC #5 20,000 2,739 17,261 - - - Armada Investment Fund, LLC #6 22,000 4,167 17,833 - - - BHP Capital NY, Inc. #5 83,333 21,141 62,192 - - - BHP Capital NY, Inc. #6 60,500 19,188 41,312 - - - Armada Investment Fund, LLC #7 88,000 28,021 59,979 - - - Total $ 339,833 $ 88,449 $ 251,384 $ 799,500 $ 342,353 $ 457,147 |
WARRANTS (Tables)
WARRANTS (Tables) | 12 Months Ended |
Jun. 30, 2020 | |
PPP LOAN PAYABLE | |
Schedule of warrants table | Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Aggregate Intrinsic Value Outstanding at June 30, 2018 348,375 $ 2.20 2.55 $ - Granted - $ - Exercised (99,713 ) $ 2.16 Cancelled or expired (248,662 ) $ 2.21 Outstanding and exercisable at June 30, 2019 - |
DERIVATIVE LIABILITIES (Tables)
DERIVATIVE LIABILITIES (Tables) | 12 Months Ended |
Jun. 30, 2020 | |
DERIVATIVE LIABILITIES | |
Schedule of derivative liabilities | Convertible Notes Payable Warrants Put Back Rights Exchange Agreement Common Stock Subscription Total Derivative liabilities at June 30, 2018 $ - $ - $ 2,886,965 $ - $ - $ 2,886,965 Addition to liabilities for new debt/subscription 438,720 - - - 25,000 463,720 Addition to liabilities for Exchange Agreement - - - 1,485,000 - 1,485,000 Decrease due to conversions/assignments (95,758 ) (2,124,588 ) (2,571,265 ) (120,000 ) - (4,911,611 ) Decrease due to exercise/surrender of warrants - (774,642 ) - - - (774,642 ) Change in fair value 39,090 2,899,230 (315,700 ) (137,800 ) (16,478 ) 2,468,342 Derivative liabilities at June 30, 2019 382,052 - - 1,227,200 $ 8,522 $ 1,617,774 Addition to liabilities for new debt/subscription 270,354 - - - - 270,354 Decrease due to conversions/assignments (461,236 ) - - (479,800 ) - (941,036 ) Change in fair value (27,505 ) - - (747,400 ) (7,353 ) (782,258 ) Derivative liabilities at June 30, 2020 $ 163,665 $ - $ - $ - $ 1,169 $ 164,834 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2020 | |
DERIVATIVE LIABILITIES | |
Schedule of federal income tax | Years Ended June 30, 2020 2019 Tax benefit at the statutory rate $ (227,173 ) $ (1,997,787 ) State income taxes, net of federal income tax benefit 410,032 417,669 Non-deductible items 187,821 1,726,651 Non-taxable items (165,664 ) 6,882 Change in valuation allowance (205,016 ) (153,415 ) Total $ - $ - |
Schedule of deferred tax | June 30, 2020 2019 Net operating loss carryforward $ 632,279 $ 427,263 Less valuation allowance (632,279 ) (427,263 ) Net $ - $ - |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | Jun. 30, 2020 | Jun. 30, 2019 |
Derivative liabilities | $ 164,834 | $ 1,617,774 |
Total liabilities measured at fair value | 164,834 | 1,617,774 |
Level 1 [Member] | ||
Derivative liabilities | 0 | 0 |
Total liabilities measured at fair value | 0 | 0 |
Level 2 [Member] | ||
Derivative liabilities | 0 | 0 |
Total liabilities measured at fair value | 0 | 0 |
Level 3 [Member] | ||
Derivative liabilities | 164,834 | 1,617,774 |
Total liabilities measured at fair value | $ 164,834 | $ 1,617,774 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Unrealized gain on investments | $ 6,617 | |
loss on disposition of property and equipment | 162,451 | |
Impairment expense of long-lived assets | 0 | $ 2,097,930 |
Property and equipment | $ 453,342 | 1,039,683 |
Crypto-Currency Mining Equipment [Member] | ||
Property and equipment estimated useful life | 3 years | |
Leasehold improvements | 107,150 | |
Property and equipment | $ 2,097,930 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
GOING CONCERN | ||
Net cash used in operating activities | $ (671,101) | $ (708,040) |
Stockholders' deficit | (109,603) | |
Accumulated deficit | $ (22,064,982) | $ (20,983,207) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2020 | Jun. 30, 2019 |
Property and Equipment, Total | $ 1,258,763 | $ 1,595,946 |
Less accumulated depreciation and amortization | (805,421) | (556,263) |
Property and Equipment, Net | 453,342 | 1,039,683 |
Cryptocurrency mining equipment [Member] | ||
Property and Equipment, Total | 1,242,397 | 1,579,580 |
Furniture and equipment [Member] | ||
Property and Equipment, Total | $ 16,366 | $ 16,366 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
PROPERTY AND EQUIPMENT | ||
Defective mining equipment | $ 162,451 | |
Depreciation and amortization expense | $ 575,210 | $ 552,958 |
ASSET PURCHASE AGREEMENT (Detai
ASSET PURCHASE AGREEMENT (Details Narrative) | 1 Months Ended | 12 Months Ended | |
Aug. 02, 2018USD ($)integershares | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | |
Impairment expense | $ | $ 0 | $ 2,097,930 | |
Asset Purchase Agreement [Member] | Ethereum mining machines [Member] | |||
Number of machines to be purchased under agreement | 182 | ||
Number of machines placed in operations | 152 | ||
Number of machines deemed to be defective | 30 | ||
Asset Purchase Agreement [Member] | Series B Convertible Preferred Stock [Member] | Ethereum mining machines [Member] | |||
Restricted stock shares issued for the purchase of machine under agreement | shares | 38,018 | ||
Amount of restricted stock shares issued for the purchase of machine under agreement | $ | $ 3,003,422 |
DIGIMINE PREFERRED STOCK EXCH_2
DIGIMINE PREFERRED STOCK EXCHANGE AGREEMENT (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||
May 21, 2019 | Apr. 30, 2018 | Jun. 30, 2020 | Jun. 30, 2019 | |
Exchange shares of common stock | 994,887 | 257,767 | ||
Common stock, shares issued | 103,164,460 | 29,824,187 | ||
DigiMine LLC [Member] | ||||
Exchange shares of common stock | 10,000,000 | 8,000,000 | 2,000,000 | |
Derivative liability | $ 764,800 | |||
Common stock value | $ 1,650,000 | |||
Asset Purchase Agreement [Member] | Series B Preferred Stock [Member] | ||||
Derivative liability | $ 461,236 | |||
Common stock, shares issued | 8,000,000 | |||
Asset Purchase Agreement [Member] | DigiMine LLC [Member] | ||||
Business aquisition, consideration transferred, shares issued | 36,667 | |||
Asset Purchase Agreement [Member] | DigiMine LLC [Member] | Series B Preferred Stock [Member] | ||||
Common stock, shares issued | 8,000,000 | 2,000,000 | ||
Common stock value | $ 479,800 | $ 285,000 | ||
Preferred Stock Exchange Agreement [Member] | ||||
Common shares surrendered | 20,000 | |||
Exchange shares of common stock | 10,000,000 | |||
Exchange agreement description | Company’s common stock, which were to be issued in ten tranches of 1,000,000 shares each beginning ten trading days after the date of the Exchange Agreement and each ten trading days thereafter. | |||
Derivative liability | $ 1,650,000 | |||
Loss on exchange of shares | $ 1,650,000 | |||
Preferred shares sold | 16,666 | |||
Common stock, shares issued | 2,000,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Feb. 27, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jan. 09, 2019 | Oct. 25, 2017 | |
Annual compensation | $ 150,000 | ||||
Mr. Rubakh [Member] | Series B Preferred Stock [Member] | |||||
Stock-based compensation - related party | $ 120,000 | $ 1,312,000 | |||
Reissuance of Series B preferred stock | 30,000 | ||||
Return and cancellation of common shares | 3,000,000 | ||||
Preferred stock shares issued | 100,000 | 70,000 | 3,500 | 3,500 | |
Salary expense | $ 150,000 | $ 150,000 | |||
Preferred stock, series B shares converted | 30,000 | ||||
Due to related party | $ 122,907 | $ 69,854 | |||
Common stock, shares converted | 3,000,000 |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details) - USD ($) | Jun. 30, 2020 | Jun. 30, 2019 |
Principal | $ 339,833 | $ 799,500 |
Debt Discount | 88,449 | 342,353 |
Net | 251,384 | 457,147 |
Convertible Notes Payable [Member] | Armada Investment Fund, LLC #7 [Member] | ||
Debt Discount | 28,021 | 0 |
Net | 59,979 | 0 |
Principal | 88,000 | 0 |
Convertible Notes Payable [Member] | BHP Capital NY, Inc. #6 [Member] | ||
Debt Discount | 19,188 | 0 |
Net | 41,312 | 0 |
Principal | 60,500 | 0 |
Convertible Notes Payable [Member] | BHP Capital NY, Inc. #5 [Member] | ||
Debt Discount | 21,141 | 0 |
Net | 62,192 | 0 |
Principal | 83,333 | 0 |
Convertible Notes Payable [Member] | Armada Investment Fund, LLC #6 [Member] | ||
Debt Discount | 4,167 | 0 |
Net | 17,833 | 0 |
Principal | 22,000 | 0 |
Convertible Notes Payable [Member] | Armada Investment Fund, LLC #5 [Member] | ||
Debt Discount | 2,739 | 0 |
Net | 17,261 | 0 |
Principal | 20,000 | 0 |
Convertible Notes Payable [Member] | BHP Capital NY, Inc. #4 [Member] | ||
Debt Discount | 13,193 | 0 |
Net | 52,807 | 0 |
Principal | 66,000 | 0 |
Convertible Notes Payable [Member] | St. George Investments LLC [Member] | ||
Debt Discount | 0 | 234,671 |
Net | 0 | 265,329 |
Principal | 0 | 500,000 |
Convertible Notes Payable [Member] | Jefferson Street Capital LLC [Member] | ||
Debt Discount | 0 | 16,747 |
Net | 0 | 21,753 |
Principal | 0 | 38,500 |
Convertible Notes Payable [Member] | Armada Investment Fund, LLC #2 [Member] | ||
Debt Discount | 0 | 16,747 |
Net | 0 | 21,753 |
Principal | 0 | 38,500 |
Convertible Notes Payable [Member] | BHP Capital NY, Inc. #2 [Member] | ||
Debt Discount | 0 | 16,748 |
Net | 0 | 21,752 |
Principal | 0 | 38,500 |
Convertible Notes Payable [Member] | Geneva Roth Remark Holdings, Inc. #4 [Member] | ||
Debt Discount | 0 | 21,605 |
Net | 0 | 41,395 |
Principal | 0 | 63,000 |
Convertible Notes Payable [Member] | Geneva Roth Remark Holdings, Inc. #3 [Member] | ||
Debt Discount | 0 | 24,253 |
Net | 0 | 53,747 |
Principal | 0 | 78,000 |
Convertible Notes Payable [Member] | Geneva Roth Remark Holdings, Inc. #2 [Member] | ||
Debt Discount | 0 | 11,582 |
Net | 0 | 31,418 |
Principal | $ 0 | $ 43,000 |
CONVERTIBLE NOTES PAYABLE (De_2
CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($) | Mar. 04, 2020 | Jul. 03, 2019 | May 15, 2019 | Feb. 06, 2019 | Feb. 20, 2020 | Nov. 21, 2019 | Oct. 11, 2019 | Jun. 26, 2019 | Apr. 18, 2019 | Mar. 21, 2019 | Jan. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Oct. 31, 2019 | Aug. 31, 2019 |
Amortization of debt discount | $ 585,091 | $ 180,172 | |||||||||||||
Armada [Member] | |||||||||||||||
Principal amount | $ 63,000 | ||||||||||||||
Accrued interest | 4,031 | ||||||||||||||
December 2, 2019 [Member] | |||||||||||||||
Derivative liability | 32,129 | ||||||||||||||
Accrued interest | 3,052 | ||||||||||||||
Amortization of debt discount | 17,960 | ||||||||||||||
Fourth Convertible Promissory Note [Member] | December 2, 2019 [Member] | BHP [Member] | |||||||||||||||
Principal amount | $ 66,000 | ||||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 24,153 | ||||||||||||||
Original issue discount | $ 6,000 | ||||||||||||||
Maturity date | Dec. 2, 2020 | ||||||||||||||
Terms of conversion feature | BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the five lowest trading prices of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Debt discount and premium | $ 31,153 | ||||||||||||||
Fifth Convertible Promissory Note [Member] | BHP [Member] | |||||||||||||||
Principal amount | $ 83,333 | ||||||||||||||
Debt discount | $ 40,507 | ||||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 30,674 | 39,965 | |||||||||||||
Original issue discount | $ 8,333 | ||||||||||||||
Accrued interest | 2,393 | ||||||||||||||
Maturity date | Nov. 20, 2020 | ||||||||||||||
Terms of conversion feature | BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the five lowest trading prices of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Amortization of debt discount | 19,366 | ||||||||||||||
Fifth Convertible Promissory Note [Member] | Fourth Armada Note [Member] | November 1, 2019 [Member] | |||||||||||||||
Principal amount | 20,000 | ||||||||||||||
Fifth Convertible Promissory Note [Member] | Fourth Armada Note [Member] | November 1, 2020 [Member] | |||||||||||||||
Debt discount | $ 8,082 | ||||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 10,855 | ||||||||||||||
Accrued interest | $ 1,061 | ||||||||||||||
Terms of conversion feature | Armada has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the five lowest trading prices of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Amortization of debt discount | $ 5,343 | ||||||||||||||
Seventh Convertible Promissory Note [Member] | Amanda [Member] | |||||||||||||||
Principal amount | $ 88,000 | ||||||||||||||
Debt discount | $ 41,408 | 13,387 | |||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 33,408 | 41,517 | |||||||||||||
Original issue discount | $ 8,000 | ||||||||||||||
Accrued interest | 2,276 | ||||||||||||||
Maturity date | Mar. 4, 2021 | ||||||||||||||
Terms of conversion feature | Armada has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the five lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Convertible Promissory Note [Member] | St. George Investments LLC [Member] | |||||||||||||||
Principal amount | $ 500,000 | 130,308 | |||||||||||||
Debt discount | $ 239,773 | ||||||||||||||
Interest rate | 5.00% | ||||||||||||||
Derivative liability | $ 239,773 | ||||||||||||||
Maturity date | Jun. 26, 2020 | ||||||||||||||
Conversion price, description | The conversion price is 80% of the average of the three lowest closing prices of the Company’s common stock during the twenty trading days preceding the date of conversion. | ||||||||||||||
Accrued interest, debt amount converted into common stock | 7,838 | ||||||||||||||
Repayment of accrued interest | 1,160 | ||||||||||||||
Debt amount converted into common stock | 369,692 | ||||||||||||||
Convertible Promissory Note [Member] | Jefferson Street Capital LLC [Member] | |||||||||||||||
Principal amount | $ 38,500 | 38,500 | |||||||||||||
Debt discount | $ 20,097 | ||||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 15,597 | ||||||||||||||
Original issue discount | $ 2,500 | ||||||||||||||
Accrued interest | 1,540 | ||||||||||||||
Maturity date | Feb. 15, 2020 | ||||||||||||||
Terms of conversion feature | Jefferson has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the three lowest trading prices of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Conversion fees | 2,000 | ||||||||||||||
Convertible Promissory Note [Member] | Geneva [Member] | |||||||||||||||
Principal amount | $ 43,000 | $ 43,000 | |||||||||||||
Debt discount | $ 19,128 | ||||||||||||||
Interest rate | 10.00% | ||||||||||||||
Derivative liability | $ 16,128 | ||||||||||||||
Accrued interest | $ 2,150 | ||||||||||||||
Maturity date | Feb. 6, 2020 | ||||||||||||||
Terms of conversion feature | Geneva has the right beginning on the date that is 170 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the three lowest trading prices of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion | ||||||||||||||
Sixth Convertible Promissory Note [Member] | Amanda [Member] | |||||||||||||||
Principal amount | $ 22,000 | ||||||||||||||
Debt discount | $ 10,590 | 6,423 | |||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 8,090 | 10,774 | |||||||||||||
Original issue discount | $ 2,000 | ||||||||||||||
Accrued interest | 1,070 | ||||||||||||||
Maturity date | Nov. 21, 2020 | ||||||||||||||
Terms of conversion feature | Armada has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Amortization of debt discount | 6,423 | ||||||||||||||
Conversions price, description | The conversion price is 70% of the average of the five lowest trading prices of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Sixth Convertible Promissory Note [Member] | BHP [Member] | |||||||||||||||
Principal amount | $ 60,500 | ||||||||||||||
Debt discount | $ 28,354 | 9,166 | |||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 22,854 | 28,425 | |||||||||||||
Original issue discount | $ 5,500 | ||||||||||||||
Accrued interest | 1,565 | ||||||||||||||
Maturity date | Mar. 4, 2021 | ||||||||||||||
Terms of conversion feature | BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the five lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Amortization of debt discount | $ 13,387 | ||||||||||||||
Convertible Notes Payable [Member] | Geneva [Member] | Armada [Member] | |||||||||||||||
Principal amount | $ 63,000 | ||||||||||||||
Accrued interest | $ 3,003 | ||||||||||||||
Terms of conversion feature | Armada assumed the right beginning on the date that is 170 days following April 18, 2019, the date of the original note, to convert principal and accrued interest into shares of the Company’s common stock. | The Company and Armada also entered into an agreement on November 1, 2019 whereby Armada agreed to limit its conversions of this note to no more than $20,000 note principal every thirty days. | |||||||||||||
Conversion price, description | The conversion price of the fourth Armada convertible note is 70% of the average of the three lowest trading prices of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Third Convertible Promissory Note [Member] | Armada Investment Fund, LLC [Member] | |||||||||||||||
Principal amount | $ 137,500 | $ 137,500 | |||||||||||||
Debt discount | $ 73,573 | ||||||||||||||
Interest rate | 8.00% | 8.00% | |||||||||||||
Derivative liability | $ 59,573 | ||||||||||||||
Original issue discount | $ 12,500 | ||||||||||||||
Maturity date | Jul. 3, 2020 | ||||||||||||||
Terms of conversion feature | Armada has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the five lowest trading prices (lowest bid prices) of the Company’s common stock during the fifteen trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Accrued interest into common stock | $ 9,572 | ||||||||||||||
Conversion of fees into common stock | 2,000 | ||||||||||||||
Third Convertible Promissory Note [Member] | BHP Capital NY, Inc. [Member] | |||||||||||||||
Principal amount | $ 137,500 | 137,500 | |||||||||||||
Debt discount | $ 73,584 | ||||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 59,584 | ||||||||||||||
Original issue discount | $ 12,500 | ||||||||||||||
Maturity date | Jul. 3, 2020 | ||||||||||||||
Terms of conversion feature | BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the three lowest trading prices of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Conversion fees | 1,500 | ||||||||||||||
Second Convertible Promissory Note [Member] | Geneva [Member] | |||||||||||||||
Principal amount | $ 78,000 | $ 78,000 | |||||||||||||
Debt discount | $ 33,496 | ||||||||||||||
Interest rate | 10.00% | ||||||||||||||
Derivative liability | $ 30,496 | ||||||||||||||
Accrued interest | $ 3,900 | ||||||||||||||
Maturity date | Mar. 21, 2020 | ||||||||||||||
Terms of conversion feature | Geneva has the right beginning on the date that is 170 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the three lowest trading prices of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Second Convertible Promissory Note [Member] | Armada Investment Fund, LLC [Member] | |||||||||||||||
Principal amount | $ 38,500 | 63,000 | 38,500 | ||||||||||||
Debt discount | $ 20,098 | ||||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 15,598 | ||||||||||||||
Original issue discount | $ 2,500 | ||||||||||||||
Accrued interest | 3,460 | ||||||||||||||
Maturity date | Aug. 15, 2020 | ||||||||||||||
Terms of conversion feature | Armada had the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the three lowest trading prices of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Extinguishing the debt | 500 | ||||||||||||||
Second Convertible Promissory Note [Member] | BHP Capital NY, Inc. [Member] | |||||||||||||||
Principal amount | $ 38,500 | 38,500 | |||||||||||||
Debt discount | $ 20,097 | ||||||||||||||
Interest rate | 8.00% | ||||||||||||||
Derivative liability | $ 15,597 | ||||||||||||||
Original issue discount | $ 2,500 | ||||||||||||||
Maturity date | Feb. 15, 2020 | ||||||||||||||
Terms of conversion feature | BHP has the right beginning on the date that is 31 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the three lowest trading prices of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Conversion fees | 1,000 | ||||||||||||||
Interest converted, Amount | 1,933 | ||||||||||||||
Fourth Convertible Notes Payable [Member] | Geneva [Member] | |||||||||||||||
Principal amount | $ 63,000 | $ 63,000 | |||||||||||||
Debt discount | $ 26,988 | ||||||||||||||
Interest rate | 10.00% | ||||||||||||||
Derivative liability | $ 23,988 | ||||||||||||||
Maturity date | Apr. 18, 2020 | ||||||||||||||
Terms of conversion feature | Geneva has the right beginning on the date that is 170 days following the date of the note to convert principal and accrued interest into shares of the Company’s common stock. | ||||||||||||||
Conversion price, description | The conversion price is 70% of the average of the three lowest trading prices of the Company’s common stock during the ten trading days ending on the latest complete trading day prior to the date of conversion. | ||||||||||||||
Accrued interest into common stock | $ 4,030 |
PPP LOAN PAYABLE (Details Narra
PPP LOAN PAYABLE (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
PPP LOAN PAYABLE | ||
PPP loan payable | $ 7,583 | $ 0 |
PPP loan paayable description | The loan matures 24 months from inception, bears interest at 1% and had a balance of $7,583 as of June 30, 2020 |
STOCKHOLDERS DEFICIT (Details N
STOCKHOLDERS DEFICIT (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||||||
Feb. 27, 2020 | May 21, 2019 | Apr. 30, 2019 | Aug. 31, 2018 | Oct. 25, 2017 | Mar. 31, 2015 | Jun. 30, 2020 | Jun. 30, 2019 | Feb. 28, 2019 | Jan. 25, 2019 | Jan. 09, 2019 | Aug. 02, 2018 | Dec. 21, 2015 | |
Common stock, shares authorized | 250,000,000 | 250,000,000 | 250,000,000 | ||||||||||
Proceeds from issuance of common stock | $ 25,000 | ||||||||||||
Common stock, shares issued durind period | 20,860,084 | ||||||||||||
Common stock, shares issued | 103,164,460 | 29,824,187 | |||||||||||
Common stock shares outstanding | 103,164,460 | 29,824,187 | |||||||||||
Accrued interest | $ 25,274 | $ 24,456 | |||||||||||
Common stock value | $ 103,165 | $ 29,825 | |||||||||||
Exchange shares of common stock | 994,887 | 257,767 | |||||||||||
Conversion of debt | $ (4,592) | $ 0 | |||||||||||
DigiMine LLC [Member] | |||||||||||||
Extinguishment of derivative liabilities | $ 764,800 | ||||||||||||
Exchange shares of common stock | 10,000,000 | 8,000,000 | 2,000,000 | ||||||||||
Common stock shares issued during the period, value | $ 479,800 | $ 285,000 | |||||||||||
Surrender of preferred shares | 20,000 | ||||||||||||
Share exchange descritipn | Exchange for 10,000,000 shares the Company’s common stock, which are to be issued in ten tranches of 1,000,000 shares each. | ||||||||||||
Unissued common shares value | $ 1,650,000 | ||||||||||||
Convertible Notes Payable [Member] | |||||||||||||
Common stock shares issued | 9,768,400 | 9,768,400 | |||||||||||
Convertible preferred stock | 97,684 | 97,684 | |||||||||||
Par value | $ 9,670 | ||||||||||||
Mr. Rubakh [Member] | |||||||||||||
Common stock shares issued | 3,000,000 | 3,000,000 | |||||||||||
Convertible preferred stock value | $ 9,768 | ||||||||||||
Lender [Member] | |||||||||||||
Proceeds from issuance of common stock | $ 53,250 | ||||||||||||
Common stock shares issued, shares | 150,000 | ||||||||||||
Preferred Stock Exchange Agreement [Member] | |||||||||||||
Common stock, shares issued | 2,000,000 | ||||||||||||
Extinguishment of derivative liabilities | $ 1,650,000 | ||||||||||||
Common stock value | $ 285,000 | ||||||||||||
Exchange shares of common stock | 10,000,000 | ||||||||||||
August 2018 and January 2019 [Member] | |||||||||||||
Proceeds from issuance of common stock | $ 4,950 | ||||||||||||
Extinguishment of derivative liabilities | $ 772,751 | ||||||||||||
Common stock shares issued, shares | 4,950,000 | ||||||||||||
Consultant [Member] | August and October 2018 [Member] | |||||||||||||
Common stock, shares issued | 220,000 | ||||||||||||
Common stock value | $ 82,057 | ||||||||||||
Series B Preferred Stock [Member] | |||||||||||||
Common stock shares issued | 430,000 | 300,000 | |||||||||||
Preferred stock, shares authorized | 500,000 | 500,000 | 500,000 | ||||||||||
Preferred stock, shares issued | 430,000 | 300,000 | |||||||||||
Preferred stock, shares outstanding | 430,000 | 300,000 | |||||||||||
Preferred stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||
Common stock shares issuable upon conversion of preferred stock | 100 | ||||||||||||
Common Stock [Member] | |||||||||||||
Common stock, shares issued | 3,771,684 | ||||||||||||
Extinguishment of derivative liabilities | $ 95,755 | ||||||||||||
Common stock shares issued | 103,164,460 | 29,824,187 | |||||||||||
Common stock shares outstanding | 103,164,460 | 29,824,187 | |||||||||||
Notes payable | $ 242,400 | ||||||||||||
Accrued interest | $ 15,367 | ||||||||||||
Series A Preferred Stock [Member] | |||||||||||||
Common stock shares issued | 500,000 | 500,000 | |||||||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||||||||||
Preferred stock, shares issued | 500,000 | 500,000 | |||||||||||
Preferred stock, shares outstanding | 500,000 | 500,000 | |||||||||||
Preferred stock, par value per share | $ 0.001 | $ 0.001 | |||||||||||
Series A Preferred Stock [Member] | Board of Directors [Member] | |||||||||||||
Preferred stock, shares authorized | 1,000,000 | ||||||||||||
Preferred stock, shares issued | 500,000 | ||||||||||||
Preferred stock, shares outstanding | 500,000 | ||||||||||||
Common stock voting rights | Holders of the Series A preferred stock have the right to vote in aggregate, on all shareholder matters equal to 1,000 votes per share of Series A preferred stock. | ||||||||||||
limitations and relative rights | 1,000,000 | ||||||||||||
Series B Preferred Stock [Member] | Mr. Rubakh [Member] | |||||||||||||
Preferred stock, shares issued | 3,500 | 100,000 | 70,000 | 3,500 | |||||||||
Preferred stock, par value per share | $ 10 | $ 3 | |||||||||||
Stock-based compensation - related party | $ 120,000 | $ 1,312,000 | |||||||||||
Exchange shares of common stock | 30,000 | 3,000,000 | 3,000,000 | ||||||||||
Purchase of shares | 16,000 | ||||||||||||
Shares issued for cash | $ 12,500 | ||||||||||||
Investment amount | 125,000 | ||||||||||||
Shares returned | 3,000,000 | 3,000,000 | |||||||||||
Convertible preferred stock | 30,000 | 30,000 | 30,000 | ||||||||||
Stock subscription payable | $ 35,000 | $ 35,000 | |||||||||||
Series B Preferred Stock [Member] | Board Of Director [Member] | Mr. Rubakh [Member] | |||||||||||||
Preferred stock, shares issued | 100,000 | 70,000 | |||||||||||
Stock-based compensation - related party | $ 120,000 | $ 1,312,000 | |||||||||||
Series B Preferred Stock [Member] | Asset Purchase Agreement [Member] | |||||||||||||
Common stock, shares issued | 8,000,000 | ||||||||||||
Extinguishment of derivative liabilities | $ 461,236 | ||||||||||||
Preferred stock, shares issued | 1,200 | 38,018 | |||||||||||
Total issued shares | 68,340,273 | 76,340,273 | |||||||||||
Common stock shares issued during the period, value | $ 999,479 | $ 479,800 | |||||||||||
Convertible note principal amount | 944,192 | ||||||||||||
Preferred shares value | $ 3,801,800 | ||||||||||||
Accrued interest payable | 43,695 | ||||||||||||
Conversion fees | 7,000 | ||||||||||||
Conversion of debt | $ 4,592 | ||||||||||||
Cryptocurrency description | The purchase of 182 cryptocurrency mining machines. | ||||||||||||
Preferred stock originally issued | 1,800 | ||||||||||||
Series B Preferred Stock [Member] | Asset Purchase Agreement [Member] | DigiMine LLC [Member] | |||||||||||||
Common stock, shares issued | 8,000,000 | 2,000,000 | |||||||||||
Unissued common shares value | $ 479,800 | $ 285,000 |
WARRANTS (Details)
WARRANTS (Details) | 12 Months Ended |
Jun. 30, 2019USD ($)$ / sharesshares | |
Number of Warrants | |
Number of Warrants, Outstanding Beginning | shares | 348,375 |
Number of Warrants, Granted | shares | |
Number of Warrants, Exercised | shares | (99,713) |
Number of Warrants, Cancelled or expired | shares | (248,662) |
Number of Warrants, Outstanding and exercisable, Ending | shares | |
Weighted Average Exercise Price | |
Weighted Average Exercise Price, Outstanding Beginning | $ / shares | $ 2.20 |
Weighted Average Exercise Price, Granted | $ / shares | 0 |
Weighted Average Exercise Price, Exercised | $ / shares | 2.16 |
Weighted Average Exercise Price, Cancelled or expired | $ / shares | 2.21 |
Weighted Average Exercise Price, Outstanding and exercisable Ending | $ / shares | $ 0 |
Weighted Average Remaining Contract Term | |
Weighted Average Remaining Contract Term, Outstanding Beginning | 2 years 6 months 18 days |
Aggergate Intrinsic Value | |
Aggergate Intrinsic Value, Beginning | $ | $ 0 |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - USD ($) | Jun. 30, 2020 | Jun. 30, 2019 |
Derivative liabilities | $ 164,834 | $ 1,617,774 |
Convertible Promissory Note [Member] | ||
Derivative liabilities | $ 2,123,969 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) | 12 Months Ended |
Jun. 30, 2020 | |
New York [Member] | |
Operating lease term description | The Carthage power supply and purchase agreement was entered into on May 10, 2019 for an initial term of 90 days, with an option to continue the lease for a subsequent 36 months, which option the Company has exercised. |
DERIVATIVE LIABILITIES (Details
DERIVATIVE LIABILITIES (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative liabilities at Beginning | $ 1,617,774 | $ 2,886,965 |
Addition to liabilities for new debt/subscription | 270,354 | 463,720 |
Addition to liabilities for Exchange Agreement | 0 | 1,485,000 |
Decrease due to conversion/assignment | (941,036) | (4,911,611) |
Decrease due to exercise/surrender of warrants | 0 | (774,642) |
Change in fair value | (782,258) | 2,468,342 |
Derivative liabilities at Ending | 164,834 | 1,617,774 |
Common Stock Subscription [Member] | ||
Derivative liabilities at Beginning | 8,522 | 0 |
Change in fair value | (7,353) | (16,478) |
Derivative liabilities at Ending | 1,169 | 8,522 |
Addition to liabilities for new debt/subscription | 25,000 | |
Exchange Agreement [Member] | ||
Derivative liabilities at Beginning | 1,227,200 | 0 |
Decrease due to conversion/assignment | (479,800) | (120,000) |
Change in fair value | (747,400) | (137,800) |
Derivative liabilities at Ending | 0 | 1,227,200 |
Addition to liabilities for Exchange Agreement | 0 | 1,485,000 |
Warrants [Member] | ||
Derivative liabilities at Beginning | 0 | 0 |
Decrease due to conversion/assignment | 0 | (2,124,588) |
Decrease due to exercise/surrender of warrants | 0 | (774,642) |
Change in fair value | 0 | 2,899,230 |
Derivative liabilities at Ending | 0 | 0 |
Put Back Rights [Member] | ||
Derivative liabilities at Beginning | 0 | 2,886,965 |
Decrease due to conversion/assignment | 0 | (2,571,265) |
Change in fair value | 0 | (315,700) |
Derivative liabilities at Ending | 0 | 0 |
Convertible Notes Payable [Member] | ||
Derivative liabilities at Beginning | 382,052 | 0 |
Decrease due to conversion/assignment | (461,236) | (95,758) |
Change in fair value | (27,505) | 39,090 |
Derivative liabilities at Ending | 163,665 | 382,052 |
Addition to liabilities for new debt/subscription | $ 270,354 | $ 438,720 |
DERIVATIVE LIABILITIES (Detai_2
DERIVATIVE LIABILITIES (Details Narrative) - Input And Assumptions Used For Computing Derivative Liabilities [Member] | 12 Months Ended |
Jun. 30, 2020 | |
Probability of future financing | 100.00% |
Other information | Stock prices on all measurement dates were based on the fair market value |
Minimum [Member] | |
Computed volatility ranging | 248.00% |
Interest rate(Risk free) | 0.013% |
Maximum [Member] | |
Computed volatility ranging | 258.00% |
Interest rate(Risk free) | 0.15% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
INCOME TAXES | ||
Tax benefit at the statutory rate | $ (227,173) | $ (1,997,787) |
State income taxes, net of federal income tax benefit | 410,032 | 417,669 |
Non-deductible items | 187,821 | 1,726,651 |
Non-taxable items | (165,664) | 6,882 |
Change in valuation allowance | (205,016) | (153,415) |
Total | $ 0 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | Jun. 30, 2020 | Jun. 30, 2019 |
INCOME TAXES | ||
Net operating loss carryforward | $ 632,279 | $ 427,263 |
Less valuation allowance | (632,279) | (427,263) |
Net | $ 0 | $ 0 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
INCOME TAXES | ||
Net operating loss carry forwards | $ 3,010,852 | |
Expiration year | through the year 2038. | |
Net deferred tax assets, valuation allowance | 100.00% | 100.00% |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Aug. 04, 2020 | Jul. 06, 2020 | Aug. 25, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Aug. 13, 2020 |
Convertible original issue amount | $ (4,592) | $ 0 | ||||
Securities Purchase Agreement [Member] | Eagle Equities, LLC [Member] | ||||||
Debt instrument Original issue discount rate | 8.00% | |||||
Maturity date | Aug. 4, 2020 | |||||
Debt conversion principal amount | $ 1,086,956 | |||||
Convertible promissory note percentage | 6.00% | |||||
Convertible original issue amount | $ 1,000,000 | |||||
Convertible promissory note descriptions | the Company’s common stock at a conversion price per share equal to 70% of the lowest closing bid price of the Company’s common stock for the fifteen prior trading days including the day upon which a notice of nonversion is received by the Company. During the first six months the note is in effect, the Company may redeem the note at premiums ranging from 105% to 130%. The note may not be prepaid after the 180th day. | |||||
Subsequent Event [Member] | ||||||
Common stock shares issued | 21,414,135 | |||||
Debt instrumrent converted note principal amount | $ 13,218 | |||||
Accrued interest conversion fees | 2,500 | |||||
Common stock conversion value | $ 214,000 | |||||
Subsequent Event [Member] | Board of Directors [Member] | ||||||
Authoried shares | 770,000,000 | |||||
Common stock shares designated | 750,000,000 | |||||
Preferred stock, shares issued | 20,000,000 | |||||
Subsequent Event [Member] | Board of Directors [Member] | Series B Preferred Shares [Member] | ||||||
Preferred stock shares par value per share | $ 0.001 | |||||
Common stock shares convertible | 100 | |||||
Subsequent Event [Member] | JSJ Investement Inc. [Member] | ||||||
Debt instrument Original issue discount rate | 8.00% | |||||
Maturity date | Jul. 8, 2021 | |||||
Debt conversion principal amount | $ 77,000 | |||||
Convertible promissory note descriptions | The Company may pay the note in full, together with accrued and unpaid interest at any time during the 180 days after the issuance date of the note at premiums ranging from 120% to 150%. After 180 days from the issuance date, JSJ may convert outstanding principal and interest at a conversion price equal to a 30% discount to the average of the three lowest trading prices of the Company’s common stock during the previous fifteen trading days. | |||||
Subsequent Event [Member] | Tranche One [Member] | ||||||
Note issued | $ 271,739 | |||||
Proceeds from issuance of debt | $ 250,000 | |||||
Debt instrument Original issue discount rate | 8.00% | |||||
Maturity date | Feb. 4, 2022 |