Cover
Cover - shares | 3 Months Ended | |
Sep. 30, 2021 | Sep. 24, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | INTEGRATED VENTURES, INC. | |
Entity Central Index Key | 0001520118 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Sep. 30, 2021 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | FY | |
Document Fiscal Year Focus | 2021 | |
Entity Ex Transition Period | false | |
Entity Common Stock Shares Outstanding | 204,961,362 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 333-174759 | |
Entity Incorporation State Country Code | NV | |
Entity Tax Identification Number | 82-1725385 | |
Entity Address Address Line 1 | 73 Buck Road | |
Entity Address Address Line 2 | Suite 2 | |
Entity Address City Or Town | Huntingdon Valley | |
Entity Address State Or Province | PA | |
Entity Address Postal Zip Code | 19006 | |
City Area Code | 215 | |
Local Phone Number | 613-1111 | |
Entity Interactive Data Current | Yes |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
Current assets: | ||
Cash | $ 687,338 | $ 2,097,537 |
Prepaid expenses and other current assets | 60,926 | 197,620 |
Total current assets | 748,264 | 2,295,157 |
Non-current assets: | ||
Equipment deposits | 9,459,265 | 7,663,265 |
Property and equipment, net of accumulated depreciation and amortization of $822,271 and $521,416 as of September 30, 2021 and June 30, 2021, respectively | 3,249,454 | 3,159,523 |
Digital currencies | 1,262,080 | 245,320 |
Deposits | 700 | 700 |
Total assets | 14,719,763 | 13,363,965 |
Current liabilities: | ||
Accounts payable | 26,747 | 27,259 |
Accrued preferred stock dividends | 325,442 | 193,933 |
Accrued expenses | 2,963 | 4,381 |
Due to related party | 51,198 | 29,357 |
Notes payable | 7,583 | 19,153 |
Total current liabilities | 413,933 | 274,083 |
Total liabilities | 413,933 | 274,083 |
Stockholders' equity: | ||
Common stock, $0.001 par value, (750,000,000 shares authorized, 204,961,362 and 194,487,662 shares issued and outstanding as of September 30, 2021 and June 30, 2021, respectively) | 204,962 | 194,488 |
Common stock payable | 0 | 5,480,000 |
Additional paid-in capital | 53,834,813 | 48,365,263 |
Accumulated deficit | (43,860,148) | (45,076,096) |
Total stockholders' equity | 10,180,830 | 8,964,882 |
Total liabilities, mezzanine and stockholders' equity | 14,719,763 | 13,363,965 |
Series C Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock value | 1,125,000 | 1,125,000 |
Series A Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock value | 500 | 500 |
Series D Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock value | 3,000,000 | 3,000,000 |
Series B Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock value | $ 703 | $ 727 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
Accumulated depreciation and amortization | $ 822,271 | $ 521,416 |
Stockholders' deficit | ||
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 204,961,362 | 194,487,662 |
Common stock, shares outstanding | 204,961,362 | 194,487,662 |
Series C Preferred Stock [Member] | ||
Stockholders' deficit | ||
Preferred stock, shares par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 3,000 | 3,000 |
Preferred stock, shares issued | 1,125 | 1,125 |
Preferred stock, shares outstanding | 1,125 | 1,125 |
Series A Preferred Stock [Member] | ||
Stockholders' deficit | ||
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 |
Series D Preferred Stock [Member] | ||
Stockholders' deficit | ||
Preferred stock, shares par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 4,000 | 4,000 |
Preferred stock, shares issued | 3,000 | 3,000 |
Preferred stock, shares outstanding | 3,000 | 3,000 |
Series B Preferred Stock [Member] | ||
Stockholders' deficit | ||
Preferred stock, shares par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 702,633 | 727,370 |
Preferred stock, shares outstanding | 702,633 | 727,370 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues: | ||
Cryptocurrency mining | $ 1,040,071 | $ 67,337 |
Sales of cryptocurrency mining equipment | 875,017 | 14,890 |
Total revenues | 1,915,088 | 83,227 |
Cost of revenues | 1,072,943 | 189,011 |
Gross profit (loss) | 842,145 | (106,784) |
Operating expenses: | ||
General and administrative | 211,379 | 99,717 |
Income (loss) from operations | 630,766 | (206,501) |
Other income (expense): | ||
Interest expense | (382) | (100,872) |
Realized gain on sale of digital currencies | 717,073 | 85,854 |
Loss on disposition of property and equipment | 0 | (207,281) |
Change in fair value of derivative liabilities | 0 | 40,022 |
Total other income (expense) | 716,691 | (182,277) |
Income (loss) before income taxes | 1,347,457 | (388,778) |
Provision for income taxes | 0 | 0 |
Net income (loss) | 1,347,457 | (388,778) |
Preferred stock dividends | (131,509) | 0 |
Net income attributable to shareholders | $ 1,215,948 | $ (388,778) |
Net income (loss) per common share attributable to shareholders: | ||
Basic | $ 0.01 | $ 0 |
Diluted | $ 0 | $ 0 |
Basic | 203,610,667 | 111,986,110 |
Diluted | 285,528,379 | 111,986,110 |
Condensed Statement of Stockhol
Condensed Statement of Stockholders Equity (Deficit) (Unaudited) - USD ($) | Total | Series A, Preferred Stock | Series B, Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Series C, Preferred Stock | Series D, Preferred Stock | Common Stock Payable |
Balance, shares at Jun. 30, 2020 | 500,000 | 430,000 | 103,164,460 | ||||||
Balance, amount at Jun. 30, 2020 | $ (109,603) | $ 500 | $ 430 | $ 103,165 | $ 21,851,284 | $ (22,064,982) | |||
Issuance of common shares in conversion of convertible notes payable, shares | 13,342,435 | ||||||||
Issuance of common shares in conversion of convertible notes payable, amount | 175,867 | 0 | 0 | $ 13,343 | 162,524 | 0 | |||
Settlement of derivative liabilities | 70,296 | 0 | 0 | 0 | 70,296 | 0 | |||
Net loss | (388,778) | $ 0 | $ 0 | $ 0 | 0 | (388,778) | |||
Balance, shares at Sep. 30, 2020 | 500,000 | 430,000 | 116,506,895 | ||||||
Balance, amount at Sep. 30, 2020 | (252,218) | $ 500 | $ 430 | $ 116,508 | 22,084,104 | (22,453,760) | |||
Balance, shares at Jun. 30, 2021 | 500,000 | 727,370 | 194,487,662 | 1,125 | 3,000 | ||||
Balance, amount at Jun. 30, 2021 | 8,964,882 | $ 500 | $ 727 | $ 194,488 | 48,365,263 | (45,076,096) | $ 1,125,000 | $ 3,000,000 | $ 5,480,000 |
Settlement of derivative liabilities | 0 | ||||||||
Net loss | 1,347,457 | 0 | $ 0 | $ 0 | 0 | 1,347,457 | 0 | 0 | 0 |
Issuance of common stock for conversion of Series B preferred stock, shares | (24,737) | 2,473,700 | |||||||
Issuance of common stock for conversion of Series B preferred stock, amount | 0 | 0 | $ (24) | $ 2,474 | (2,450) | 0 | 0 | 0 | 0 |
Issuance of common shares for common stock payable, shares | 8,000,000 | ||||||||
Issuance of common shares for common stock payable, amount | 0 | 0 | 0 | $ 8,000 | 5,472,000 | 0 | 0 | 0 | (5,480,000) |
Preferred stock dividends | (131,509) | $ 0 | $ 0 | $ 0 | 0 | (131,509) | $ 0 | $ 0 | 0 |
Balance, shares at Sep. 30, 2021 | 500,000 | 702,633 | 204,961,362 | 1,125 | 3,000 | ||||
Balance, amount at Sep. 30, 2021 | $ 10,180,830 | $ 500 | $ 703 | $ 204,962 | $ 53,834,813 | $ (43,860,148) | $ 1,125,000 | $ 3,000,000 | $ 0 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 1,347,457 | $ (388,778) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 300,855 | 110,572 |
Realized gain on sale of digital currencies | (717,073) | (85,854) |
Change in fair value of derivative liabilities | 0 | (40,022) |
Amortization of debt discount | 0 | 91,007 |
Loss on disposition of property and equipment | 0 | 207,281 |
Changes in assets and liabilities: | ||
Digital currencies | (1,040,071) | (67,699) |
Prepaid expenses and other current assets | 136,694 | (3,250) |
Accounts payable | (47,944) | (34,239) |
Accrued expenses | (1,418) | 10,248 |
Due to related party | 21,841 | (9,687) |
Net cash provided by (used in) operating activities | 341 | (210,421) |
Cash flows from investing activities: | ||
Increase in equipment deposits | (2,186,786) | 0 |
Net proceeds from the sale of digital currencies | 1,985,560 | 2,283,717 |
Purchase of digital currencies | (1,197,744) | (2,086,898) |
Purchase of property and equipment | 0 | (209,638) |
Net cash used in investing activities | (1,398,970) | (12,819) |
Cash flows from financing activities: | ||
Repayment of notes payable | (11,570) | 0 |
Proceeds from convertible notes payable | 0 | 319,000 |
Net cash provided (used in) by financing activities | (11,570) | 319,000 |
Net increase (decrease) in cash | (1,410,199) | 95,760 |
Cash, beginning of period | 2,097,537 | 6,675 |
Cash, end of period | 687,338 | 102,435 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 382 | 0 |
Cash paid for income taxes | 0 | 0 |
Non-cash investing and financing activities: | ||
Equipment deposits for property and equipment | 390,786 | 0 |
Accrued preferred stock dividends | 131,509 | 0 |
Conversion of Series B preferred shares for common shares | 2,474 | 0 |
Common shares issued for common stock payable | 5,480,000 | 0 |
Debt discount for derivative liabilities | 0 | 154,822 |
Common shares issued in conversion of debt | 0 | 175,867 |
Settlement of derivative liabilities | 0 | 70,296 |
Notes payable issued for property and equipment | $ 0 | $ 17,822 |
ORGANIZATION
ORGANIZATION | 3 Months Ended |
Sep. 30, 2021 | |
ORGANIZATION | |
1. ORGANIZATION | 1. ORGANIZATION BASIS OF PRESENTATION Organization Integrated Ventures, Inc. (the "Company," "we" or "our") 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. 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 is currently mining Bitcoin and Ethereum, whereby the Company earns revenue by solving “blocks” to be added to the block chain. The Company also purchases certain digital currencies for short-term investment purposes. Basis of Presentation The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("US GAAP") for interim financial information and the instructions to Form 10-Q and Article 8 of Regulation S-X. The results of operations for the interim period ended September 30, 2021 shown in this report are not necessarily indicative of results to be expected for the full fiscal year ending June 30, 2022. In the opinion of the Company's management, the information contained herein reflects all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the Company's results of operations, financial position and cash flows. The unaudited interim financial statements should be read in conjunction with the audited financial statements in the Company's Annual Report on Form 10-K for the year ended June 30, 2021 filed on September 24, 2021 and Management's Discussion and Analysis of Financial Condition and Results of Operations. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The significant accounting policies of the Company are disclosed in Notes to Financial Statements included in the Company’s Annual Report on Form 10-K. The following summary of significant accounting policies of the Company is presented to assist in understanding the Company’s interim financial statements. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. 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. Digital Currencies Digital currencies consist mainly of Bitcoin, Litecoin, ZCash and Ethereum, generally received for the Company’s own account as compensation for cryptocurrency mining services, and other digital currencies purchased for short-term investment and trading purposes. 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 (digital transaction verification servers), 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 three months ended September 30 2020, the Company discontinued the use of damaged or non-serviceable mining equipment and wrote off its net book value of $207,281 to loss on disposition of property and equipment. 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 because 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. Payments to equipment suppliers prior to shipment of the equipment are recorded as equipment deposits. 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, 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. We reported no impairment expense for the three months ended September 30, 2021 and 2020. Mezzanine Series C and D preferred stock that contain certain default provisions requiring mandatory cash redemption that are outside the control of the Company are recorded as Mezzanine in the accompanying balance sheets. Stock-Based Compensation The Company accounts for all equity-based payments in accordance with ASC Topic 718, Compensation – Stock Compensation. The Company accounts for non-employee share-based awards based upon ASC 505-50, Equity-Based Payments to Non-Employees. Revenue Recognition We recognize revenue in accordance with ASC 606, Revenue from Contracts with Customers 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, ZCash 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, net of applicable network fees, 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 using the treasury stock method, 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 three months ended September 30, 2020, 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. The common shares used in the computation of basic and diluted net income (loss) per share are reconciled as follows: Three Months Ended 2021 2020 Weighted average number of shares outstanding – basic 203,610,667 111,986,110 Dilutive effect of convertible preferred stock 81,917,712 - Weighted average number of shares outstanding – diluted 285,528,379 111,986,110 Recently Issued Accounting Pronouncements There were no new accounting pronouncements issued or proposed by the FASB during the three months ended September 30, 2021 and through the date of filing this report which the Company believes will have a material impact on its financial statements. Concentrations During the three months ended September 30, 2021, one customer accounted for 100% of sales of cryptocurrency mining equipment and 46% of total revenues. Reclassifications Certain amounts in the financial statements for prior year periods have been reclassified to conform to the presentation for the current year periods. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Sep. 30, 2021 | |
GOING CONCERN | |
3. GOING CONCERN | 3. GOING CONCERN Until the three months ended September 30, 2021, the Company has reported recurring net losses since its inception and used net cash in operating activities. As of September 30, 2021, the Company had an accumulated deficit of $43,860,148. 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 and maintain 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 | 3 Months Ended |
Sep. 30, 2021 | |
PROPERTY AND EQUIPMENT | |
4. PROPERTY AND EQUIPMENT | 4. PROPERTY AND EQUIPMENT Property and equipment consisted of the following at September 30: 2021 2020 Cryptocurrency mining equipment $ 4,055,359 $ 3,664,573 Furniture and equipment 16,366 16,366 Total 4,071,725 3,680,939 Less accumulated depreciation and amortization (822,271 ) (521,416 ) Net $ 3,249,454 $ 3,159,523 Depreciation and amortization expense, included in cost of revenues, for the three months ended September 30, 2021 and 2020 was $300,855 and $110,572, respectively. During the three months ended September 30, 2020, we disposed of and wrote off non-serviceable, defective mining equipment with a net book value of $207,281. |
EQUIPMENT DEPOSITS
EQUIPMENT DEPOSITS | 3 Months Ended |
Sep. 30, 2021 | |
EQUIPMENT DEPOSITS | |
5. EQUIPMENT DEPOSITS | 5. EQUIPMENT DEPOSITS Payments to equipment suppliers prior to shipment of the equipment are recorded as equipment deposits. Bitmain Agreement On April 12, 2021, we entered into a Non-fixed Price Sales and Purchase Agreement with Bitmain Technologies Limited (“Bitmain”) (the “Bitmain Agreement”) to purchase from Bitmain cryptocurrency mining hardware and other equipment in accordance with the terms and conditions of the Bitmain Agreement. Bitmain is scheduled to manufacture and ship miners on monthly basis, in 12 equal batches of 400 units, starting in August 2021 and through July 2022. The Purchase Agreement remains in effect until the delivery of the last batch of products. The total purchase price was approximately $34,047,600, subject to price adjustments and related offsets. The total purchase price is payable as follows: (i) 25% of the total purchase price is due upon the execution of the Agreement or no later than April 19, 2021; (ii) 35% of the total purchase price, is due by May 30, 2021; and (iii) the remaining 40% of the total purchase price, is payable monthly starting in June 2021. The Company entered into a separate agreement with Wattum Management, Inc. (“Wattum”), a non-related party, whereby Wattum agreed to share 50% of the mining equipment purchase obligation under the Bitmain Agreement. Wattum receives 50% of the mining equipment shipped by Bitmain in exchange for reimbursing the Company for 50% of the equipment deposits paid by the Company to Bitmain. As of September 30, 2021 and June 30, 2021, the Company had paid a total of $9,459,265 and $7,663,265 in equipment deposits, respectively, including $8,229,453 and $6,554,190 paid to Bitmain under the Bitmain Agreement (net of Wattum reimbursements of $9,182,734 and $6,554,190, respectively, and deliveries of equipment). As of September 30, 2021, the first shipment of 398 miners had been delivered by Bitmain to the Company, Wattum and a customer of the Company. Canaan Convey Purchase As of September 30, 2021 and June 30, 2021, the Company prepaid $1,134,978 and $990,000, respectively to Canaan Convey Co. LTD (“Canaan Convey”) for the purchase of 250 cryptocurrency miners and freight and custom charges. As of September 30, 2021, the 250 miners had not been delivered to the Company by Canaan Convey. Sale of Miners During the three months ended September 30, 2021, the Company sold 95 miners from the first Bitmain shipment to a non-related party for $875,017. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Sep. 30, 2021 | |
RELATED PARTY TRANSACTIONS | |
6. RELATED PARTY TRANSACTIONS | 6. 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, bonuses as determined by the Board of Directors, and is issued shares of Series B preferred stock on a quarterly basis for additional compensation. The number and timing of Series B preferred shares issued to Mr. Rubakh is at the discretion of the Board of Directors. Effective April 1, 2021, the Company entered into a four-year employment contract with Steve Rubakh establishing annual salary at $250,000 with a quarterly bonus of $50,000 or 5,000 shares of Series B preferred stock, as determined by the Board of Directors. A quarterly bonus of $50,000 was approved by the Board of Directors for the three months ended September 30, 2021. Annual salary for Mr. Rubakh was $150,000 prior to April 1, 2021. Total compensation expense included in general and administrative expenses was $112,500 and $37,500 for the three months ended September 30, 2021 and 2020, respectively. Amounts due to related party, consisting of accrued salary to Mr. Rubakh, totaled $51,198 and $29,357 as of September 30, 2021 and 2020, respectively. In August 2021, Mr. Rubakh converted 24,737 shares of Series B preferred stock into 2,473,700 shares of common stock in a transaction recorded at the par value of the shares. |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended |
Sep. 30, 2021 | |
NOTES PAYABLE | |
7. NOTES PAYABLE | 7. NOTES 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 September 30, 2021 and June 30, 2021. The loan may be forgiven pursuant to the provisions of the Act. In August and September 2020, the Company entered into two agreements for the purchase of digital mining equipment with Wattum Management Inc. resulting in two promissory notes in the principal amounts of $17,822 and $40,000. The notes were secured by the equipment purchased and bore interest at 10%. The $17,822 note was payable in twelve equal consecutive monthly installments of $1,567 and matured in September 2021. The note had a principal balance of $0 and $6,947 as of September 30, 2021 and June 30, 2021, respectively. The $40,000 note was payable in twelve equal consecutive monthly installments of $3,516 and matured in August 2021. The note had a principal balance of $0 and $4,623 as of September 30, 2021 and June 30, 2021, respectively. |
MEZZANINE
MEZZANINE | 3 Months Ended |
Sep. 30, 2021 | |
MEZZANINE | |
8. MEZZANINE | 8. MEZZANINE Series C Preferred Stock Effective January 14, 2021, the Company filed a Certificate of Designation of the Series C Convertible Preferred Stock with the Nevada Secretary of State. The Company has authorized the issuance of an aggregate of 3,000 shares of the Series C preferred stock. Each share of Series C preferred stock has a par value of $0.001 per share and a stated value of $1,100 per share. The shares of Series C preferred stock are convertible into shares of the Company’s common stock at a conversion price of $0.068 per share. Each share of the Series C preferred stock is entitled to receive cumulative dividends of 12% per annum, payable monthly and accruing and compounding daily from the date of issuance of the shares. Dividends may be paid in cash or in shares of Series C preferred stock at the discretion of the Company. As of September 30, 2021 and June 30, 2021, the Company accrued Series C preferred stock dividends of $97,214 and $61,098, respectively. The Company, at its sole discretion, has the right to redeem all, but not less than all, shares of the Series C preferred stock issued and outstanding upon 5 days’ notice at a defined redemption price. The holders of the Series C preferred stock do not have a right to put the shares to the Company. The holders of the Series C 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. On January 14, 2021, the Company entered into a Securities Purchase Agreement (the “Series C Agreement”) with BHP Capital NY, Inc. (“BHP”), providing for the issuance and sale by the Company and the purchase by BHP of newly designated shares of Series C Convertible preferred stock issued by the Company at a purchase price per share of $1,000. The first closing under the Series C Agreement was held on January 22, 2021, at which the Company sold, and BHP purchased 750 shares of Series C preferred stock for $750,000. The Company received net proceeds of $740,000 after payment of legal fees. The Company also on that date issued 2,000,000 shares of its common stock to BHP as equity incentive shares, which shares were valued at $295,000 based on the closing market price of the Company’s common stock and recorded to accumulated deficit as a deemed dividend. Effective February 5, 2021, BHP purchased a second tranche consisting of 375,000shares of Series C preferred stock for $375,000. As an equity incentive to this purchase of Series C preferred stock, the Company issued 1,000,000 shares of the Company’s common stock to BHP, which shares were valued at $89,100 based on the closing market price of the Company’s common stock and recorded to accumulated deficit as a deemed dividend. In addition to the requirement of the Company to cause a registration statement covering the shares issued to be declared effective by the SEC within 180 days, the Series C Agreement and the terms of the Series C Certificate of Designation contain multiple defined triggering events or events of default that may require the Company to redeem in cash the Series C preferred stock. Such events include, but are not limited to the following: (i) the suspension, cessation from trading or delisting of the Company’s Common Stock on the Principal Market for a period of two (2) consecutive trading days or more; (ii) the failure by the Company to timely comply with the reporting requirements of the Exchange Act (including applicable extension periods); (iii) the failure for any reason by the Company to issue Commitment Shares, Dividends or Conversion Shares to the Purchaser within three trading days; (iv) the Company breaches any representation warranty, covenant or other term of condition contained in the definitive agreements between the parties; (v) the Company files for Bankruptcy or receivership or any money judgment writ, liquidation or a similar process is entered by or filed against the Company for more than $50,000 and remains unvacated, unbonded or unstayed for a period of twenty (20) calendar days; (vi) conduct its business; (vii) the Company shall lose the “bid” price for its Common stock on the Principal Market; (viii) if at any time the Common Stock is no longer DWAC eligible; (ix) the Company must have a registration statement covering the Preferred Shares declared effective by the SEC within one hundred eighty (180) days of the Effective Date hereof; (x) the Company must complete deposits to secure power supply contracts and purchase mining equipment within ninety (90) days from the Effective Date hereof; (xi) the Company shall cooperate and provide the necessary information for the Purchaser to file the appropriate UCC filings to be filed promptly after each of the pieces of mining equipment is purchased as required under section (x) of this section, giving Purchaser a priority lien on any and all said purchased mining equipment; and (xii) any other event specifically listed as an Event of Default under any section in the Transaction Documents. As of September 30, 2021 and June 30, 2021, 1,125 shares of Series C preferred stock were issued and outstanding and recorded at stated value as mezzanine due to certain default provisions requiring mandatory cash redemption that are outside the control of the Company. Series D Preferred Stock On February 19, 2021, the Company filed a Certificate of Designation of the Series D Convertible Preferred Stock with the Nevada Secretary of State authorizing the issuance of an aggregate of 4,000 shares of the Series D preferred stock. Each share of Series D preferred stock has a par value of $0.001 per share and a stated value of $1,100 per share. The shares of Series D preferred stock are convertible into shares of the Company’s common stock at a conversion price of $0.30 per share. Each share of the Series D preferred stock is entitled to receive cumulative dividends of 12% per annum, payable monthly and accruing and compounding daily from the date of issuance of the shares. Dividends may be paid in cash or in shares of Series D preferred stock at the discretion of the Company. As of September 30, 2021 and June 30, 2021, the Company accrued Series D preferred stock dividends of $228,228 and $132,835, respectively. The Company, at its sole discretion, has the right to redeem all, but not less than all, shares of the Series D preferred stock issued and outstanding upon 5 days’ notice at a defined redemption price. The holders of the Series D preferred stock do not have a right to put the shares to the Company. The holders of the Series D 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. On February 18, 2021, the Company entered into a Securities Purchase Agreement, dated as of February 18, 2021 (the “Series D Agreement”) with BHP providing for the issuance and sale by the Company and the purchase by BHP of shares of Series D preferred stock. At a closing held February 19, 2021, BHP initially purchased 3,000 shares of Series D preferred stock at a price of $1,000 per share for a total purchase price of $3,000,000. Included in the purchase price was a five-year warrant granting BHP the right to purchase up to one hundred percent (100%) warrant coverage, exercisable into shares of the Company’s common stock at a per share $0.60 per share. Warrants exercisable for 11,000,000 common shares were issued. In addition to the requirement of the Company to cause a registration statement covering the shares issued to be declared effective by the SEC within 180 days, the Series D Agreement and the terms of the Series D Certificate of Designation contain multiple defined triggering events or events of default that may require the Company to redeem in cash the Series D preferred stock. Such events include, but are not limited to the following: (i) the suspension, cessation from trading or delisting of the Company’s Common Stock on the Principal Market for a period of two (2) consecutive trading days or more; (ii) the failure by the Company to timely comply with the reporting requirements of the Exchange Act (including applicable extension periods); (iii) the failure for any reason by the Company to issue Commitment Shares, Dividends or Conversion Shares to the Purchaser within three trading days; (iv) the Company breaches any representation warranty, covenant or other term of condition contained in the definitive agreements between the parties; (v)the Company files for Bankruptcy or receivership or any money judgment writ, liquidation or a similar process is entered by or filed against the Company for more than $50,000 and remains unvacated, unbonded or unstayed for a period of twenty (20) calendar days; (vi) conduct its business; (vii) the Company shall lose the “bid” price for its Common stock on the Principal Market; (viii) if at any time the Common Stock is no longer DWAC eligible; (ix) the Company must have a registration statement covering the Preferred Shares declared effective by the SEC within one hundred eighty (180) days of the Effective Date hereof; (x) the Company must complete deposits to secure power supply contracts and purchase mining equipment within ninety (90) days from the Effective Date hereof; (xi) the Company shall cooperate and provide the necessary information for the Purchaser to file the appropriate UCC filings to be filed promptly after each of the pieces of mining equipment is purchased as required under section (x) of this section, giving Purchaser a priority lien on any and all said purchased mining equipment; and (xii) any other event specifically listed as an Event of Default under any section in the Transaction Documents. As of September 30, 2021 and June 30, 2021, 3,000 shares of Series D preferred stock were issued and outstanding and recorded as mezzanine due to certain default provisions requiring mandatory cash redemption that are outside the control of the Company. |
STOCKHOLDERS EQUITY (DEFICIT)
STOCKHOLDERS EQUITY (DEFICIT) | 3 Months Ended |
Sep. 30, 2021 | |
STOCKHOLDERS EQUITY (DEFICIT) | |
9. STOCKHOLDERS' EQUITY (DEFICIT) | 9. STOCKHOLDERS’ EQUITY (DEFICIT) Preferred Stock On January 25, 2019, the Board of Directors of the Company approved a resolution to increase the number of authorized preferred shares to 20,000,000 shares. 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 September 30, 2021 and June 30, 2021, 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 number of authorized Series B preferred stock was later increased to 1,000,000 shares. The Company had 702,633 and 727,370 shares issued and outstanding as of September 30, 2021 and June 30, 2021, respectively. 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. In February 2020, Mr. Rubakh returned 3,000,000shares 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. In August 2021, Mr. Rubakh converted 24,737 shares of Series B preferred stock into 2,473,700 shares of common stock in a transaction recorded at the par value of the shares. 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 204,961,362 and 194,487,662 common shares issued and outstanding as of September 30, 2021 and June 30, 2021, respectively. During the three months ended September 30, 2021, the Company issued a total of 10,473,700 shares of its common stock: 2,473,700 shares issued in conversion of Series B preferred stock recorded at par value of $2,474 and 8,000,000 shares for common stock payable of $5,480,000. During the three months ended September 30, 2020, the Company issued a total of 13,342,435 shares of its common stock in conversion of $164,000 note principal, $8,867 accrued interest payable, and $3,000 in fees, resulting in the extinguishment of derivative liabilities totaling $70,296. No gain or loss was recorded as the conversions were completed within the terms of the debt agreements. Common Stock Payable As of June 30, 2021, the Company was obligated to issue a total of 8,000,000 shares of its common stock to two consultants and recorded a common stock payable of $5,480,000, based on the market value of the common shares on the date of the consulting agreements. In July 2021, the Company issued 8,000,000 shares of its common stock in satisfaction of this obligation. |
WARRANTS
WARRANTS | 3 Months Ended |
Sep. 30, 2021 | |
WARRANTS | |
10. WARRANTS | 10. WARRANTS As discussed in Note 8, the Company issued warrants in February 2021 to purchase 11,000,000 shares of its common stock in connection with the sale of Series D preferred stock. The Company also issued warrants to purchase 30,000,000 shares of its common stock in April 2021 in connection with the sale of common stock. A summary of the Company’s warrants as of September 30, 2021, and changes during the three months then ended is as follows: Weighted Average Outstanding at June 30, 2021 41,000,000 $ 0.30 Granted - $ - Exercised - $ - Forfeited or expired - $ - Outstanding and exercisable at September 30, 2021 41,000,000 $ 0.30 4.47 $ 330,000 The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based on the closing price of our common stock of $0.33 as of September 30, 2021, which would have been received by the holders of in-the-money warrants had the holders exercised their warrants as of that date. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 30, 2021 | |
COMMITMENTS AND CONTINGENCIES | |
11. COMMITMENTS AND CONTINGENCIES | 11. 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. Operating Leases As of September 30, 2021, the Company had no obligation for future lease payments under non-cancelable operating leases. However, the Company has entered into two agreements described below related to its cryptocurrency mining operations pursuant to which the Company’s sole obligation is to pay monthly a contractual rate per kilowatt hour of electricity consumed. PetaWatt Power Purchase Agreement Power Supply and Purchase Agreement In May 2019, the Company consolidated its then cryptocurrency operations in one facility in Carthage, New York. The Carthage power supply and purchase agreement with PetaWatt Properties, LLC (“PetaWatt”) 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 monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. This agreement was superseded on May 7, 2021 with a new Lease, Hosting, and Energy Services Agreement with PetaWatt. Lease, Hosting, and Energy Services Agreement On May 7, 2021, the Company and PetaWatt entered into a Lease, Hosting and Energy Services Agreement for the Carthage, New York facility for a period of 36 months. The Company’s sole obligation under the agreement is to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. The agreement may also be expanded to include up to 7 mobile mining containers. The Company made a prepayment of $300,000 upon signing the agreement, to be drawn down with monthly invoices submitted to the Company by PetaWatt. As of September 30, 2021 and June 30, 2021, the remaining prepayment balance was $53,376 and $193,870, respectively, which amounts were included in prepaid expenses and other current assets in the accompanying balance sheet. Compute North Power Purchase and Hosting Agreement On March 8, 2021, the Company and Compute North LLC (“Compute North”) entered into a Master Agreement for the colocation and management of the Company’s cryptocurrency mining operations. The Company submits Order Forms to Compute North to determine the location of the hosted facilities, the number of cryptocurrency miners, the term of the services provided and the contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. The agreement also provides the Company the option to purchase cryptocurrency mining equipment from Compute North. The initial Order form was for 425 miners in Kearney, Nebraska for a term of 3 years and 250 miners in Savoy, Texas for a term of 3 years. The parties subsequently consolidated the cryptocurrency mining operations in the Kearney, Nebraska facility. The Company’s ongoing obligation under the agreement to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. Nebraska operations commenced in September 2021. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Sep. 30, 2021 | |
SUBSEQUENT EVENTS | |
12. SUBSEQUENT EVENTS | 12. SUBSEQUENT EVENTS Management has evaluated subsequent events according to the requirements of ASC TOPIC 855, and has reported the following: Issuance of Series B Shares On October 8, 2021, the Company issued 50,000 shares of Series B preferred stock to Steve Rubakh for compensation valued on an “as converted to common” basis at $1,880,000 using the closing market price of the Company’s common stock on that date. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
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. |
Digital Currencies | Digital currencies consist mainly of Bitcoin, Litecoin, ZCash and Ethereum, generally received for the Company’s own account as compensation for cryptocurrency mining services, and other digital currencies purchased for short-term investment and trading purposes. 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 (digital transaction verification servers), 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 three months ended September 30 2020, the Company discontinued the use of damaged or non-serviceable mining equipment and wrote off its net book value of $207,281 to loss on disposition of property and equipment. 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 because 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. Payments to equipment suppliers prior to shipment of the equipment are recorded as equipment deposits. |
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, 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. We reported no impairment expense for the three months ended September 30, 2021 and 2020. |
Mezzanine | Series C and D preferred stock that contain certain default provisions requiring mandatory cash redemption that are outside the control of the Company are recorded as Mezzanine in the accompanying balance sheets. |
Stock-Based Compensation | The Company accounts for all equity-based payments in accordance with ASC Topic 718, Compensation – Stock Compensation. The Company accounts for non-employee share-based awards based upon ASC 505-50, Equity-Based Payments to Non-Employees. |
Revenue Recognition | We recognize revenue in accordance with ASC 606, Revenue from Contracts with Customers 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, ZCash 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, net of applicable network fees, 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 using the treasury stock method, 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 three months ended September 30, 2020, 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. The common shares used in the computation of basic and diluted net income (loss) per share are reconciled as follows: Three Months Ended 2021 2020 Weighted average number of shares outstanding – basic 203,610,667 111,986,110 Dilutive effect of convertible preferred stock 81,917,712 - Weighted average number of shares outstanding – diluted 285,528,379 111,986,110 |
Recently Issued Accounting Pronouncements | There were no new accounting pronouncements issued or proposed by the FASB during the three months ended September 30, 2021 and through the date of filing this report which the Company believes will have a material impact on its financial statements. |
Reclassifications | Certain amounts in the financial statements for prior year periods have been reclassified to conform to the presentation for the current year periods. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of Basic and diluted net income (loss) per share | Three Months Ended 2021 2020 Weighted average number of shares outstanding – basic 203,610,667 111,986,110 Dilutive effect of convertible preferred stock 81,917,712 - Weighted average number of shares outstanding – diluted 285,528,379 111,986,110 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
PROPERTY AND EQUIPMENT (Tables) | |
Schedule of Property and equipment | 2021 2020 Cryptocurrency mining equipment $ 4,055,359 $ 3,664,573 Furniture and equipment 16,366 16,366 Total 4,071,725 3,680,939 Less accumulated depreciation and amortization (822,271 ) (521,416 ) Net $ 3,249,454 $ 3,159,523 |
WARRANTS (Tables)
WARRANTS (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
WARRANTS (Tables) | |
Schedule of warrants table | Weighted Average Outstanding at June 30, 2021 41,000,000 $ 0.30 Granted - $ - Exercised - $ - Forfeited or expired - $ - Outstanding and exercisable at September 30, 2021 41,000,000 $ 0.30 4.47 $ 330,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - shares | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Weighted average number of shares outstanding - basic | 203,610,667 | 111,986,110 |
Dilutive effect of convertible preferred stock | 81,917,712 | |
Weighted average number of shares outstanding - diluted | 285,528,379 | 111,986,110 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Realized gain (loss) on digital currencies | $ 717,073 | $ 85,854 |
Cryptocurrency mining revenues | 1,040,071 | 67,337 |
Loss on disposition of property and equipment | $ 0 | $ (207,281) |
One Customer [Member] | Sales [Member] | ||
Concentration Risk, Percentage | 46.00% | |
Revenues [Member] | ||
Concentration Risk, Percentage | 100.00% |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
GOING CONCERN | ||
Accumulated deficit | $ (43,860,148) | $ (45,076,096) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 |
Property and Equipment, Total | $ 4,071,725 | $ 3,680,939 | |
Less accumulated depreciation and amortization | (822,271) | (521,416) | |
Property and Equipment, Net | 3,249,454 | $ 3,159,523 | 3,159,523 |
Cryptocurrency mining equipment [Member] | |||
Property and Equipment, Total | 4,055,359 | 3,664,573 | |
Furniture and equipment [Member] | |||
Property and Equipment, Total | $ 16,366 | $ 16,366 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
PROPERTY AND EQUIPMENT | ||
Loss on disposition of property and equipment | $ 0 | $ (207,281) |
Depreciation and amortization expense | $ 300,855 | $ 110,572 |
EQUIPMENT DEPOSITS (Details Nar
EQUIPMENT DEPOSITS (Details Narrative) - USD ($) | Apr. 12, 2021 | Feb. 28, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 |
Sales of cryptocurrency mining equipment | $ 875,017 | $ 14,890 | |||
Total purchase | $ 34,047,600 | ||||
Purchase, Description | The total purchase price is payable as follows: (i) 25% of the total purchase price is due upon the execution of the Agreement or no later than April 19, 2021; (ii) 35% of the total purchase price, is due by May 30, 2021; and (iii) the remaining 40% of the total purchase price, is payable monthly starting in June 2021 | ||||
Cryptocurrency mining, Description | 12 equal batches of 400 units, starting in August 2021 and through July 2022 | ||||
Equipment deposits | 9,459,265 | $ 7,663,265 | |||
Bitmain Agreement [Member] | |||||
Equipment deposits | 9,459,265 | 7,663,265 | $ 0 | ||
Purchase obligation percentage | 50.00% | ||||
Reimbursing equipment deposits | 50.00% | ||||
Reimbursements amount, net | 8,229,453 | 6,554,190 | |||
Equipment expense | 9,182,734 | 6,554,190 | |||
Canaan Convey Co. LTD [Member] | |||||
Prepaid expenses | $ 1,134,978 | $ 990,000 | |||
Cryptocurrency miners units | 250 | ||||
Cryptocurrency miners units undelivered | 250 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Aug. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Mar. 31, 2021 | |
General and administrative expenses | $ 211,379 | $ 99,717 | |||
Due to related party | 51,198 | $ 29,357 | |||
Mr. Rubakh [Member] | Preferred Stock Series B [Member] | |||||
Preferred Stock, Conversion of Stock, Shares Converted | 24,737 | 30,000 | |||
Common Stock, Debt Conversion, Converted Instrument, Shares Issued | 2,473,700 | ||||
General and administrative expenses | 112,500 | $ 37,500 | |||
Due to related party | 51,198 | $ 29,357 | |||
Mr. Rubakh [Member] | Effective April 1, 2021 [Member] | |||||
Annual compensation | 250,000 | $ 150,000 | |||
Bonus | $ 50,000 | ||||
Preferred stock, shares | 5,000 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 3 Months Ended | ||
Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | |
Notes payable | $ 7,583 | $ 19,153 | |
Debt interest rate | 1.00% | ||
Paycheck Protection Program [Member] | April 20, 2020 [Member] | |||
Notes payable | $ 7,583 | $ 7,583 | |
Debt interest rate | 1.00% | ||
Maurity term | 24 years | ||
Wattum Management Inc [Member] | Promissory Note One [Member] | |||
Debt interest rate | 10.00% | ||
Debt instrument principal amount | $ 0 | 4,623 | 40,000 |
Repayment of note description | The $40,000 note was payable in twelve equal consecutive monthly installments of $3,516 and matured in August 2021 | ||
Wattum Management Inc [Member] | Promissory Note [Member] | |||
Debt interest rate | 10.00% | ||
Debt instrument principal amount | $ 0 | $ 6,947 | $ 17,822 |
Repayment of note description | The $17,822 note was payable in twelve equal consecutive monthly installments of $1,567 and matured in September 2021 |
MEZZANINE (Details Narrative)
MEZZANINE (Details Narrative) - USD ($) | Feb. 05, 2021 | Jan. 14, 2021 | Feb. 19, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 |
Common stock shares issuable upon exercise of warrants | 30,000,000 | |||||
Accrued Series C preferred stock dividends | $ 325,442 | $ 193,933 | ||||
Securities Purchase Agreement [Member] | BHP Capital NY, Inc [Member] | ||||||
Preferred stock sold, amount | $ 750,000 | |||||
Preferred stock sold | 750 | |||||
Description of series agreement | the Company files for Bankruptcy or receivership or any money judgment writ, liquidation or a similar process is entered by or filed against the Company for more than $50,000 and remains unvacated, unbonded or unstayed for a period of twenty (20) calendar days; (vi) conduct its business; (vii) the Company shall lose the “bid” price for its Common stock on the Principal Market; (viii) if at any time the Common Stock is no longer DWAC eligible | |||||
Purchase price, per share | $ 1,000 | $ 1,125 | ||||
Net proceeds received | $ 740,000 | |||||
Shares issued, equity incentive | 1,000,000 | 2,000,000 | ||||
Shares issued, equity incentive amount | $ 89,100 | $ 295,000 | ||||
Tranche of series C sold | 375,000 | |||||
Tranche of series C sold, amount | $ 375,000 | |||||
Series D Preferred Stock [Member] | ||||||
Exercisable price | $ 0.60 | |||||
Preferred stock, shares outstanding | 3,000 | 3,000 | 0 | |||
Preferred stock, shares issued | 3,000 | 3,000 | 0 | |||
Stock price per share | $ 1,000 | |||||
Preferred stock sold, amount | $ 3,000,000 | |||||
Preferred stock sold | 3,000 | |||||
Accrued Series D preferred stock dividends | $ 228,228 | $ 132,835 | ||||
Common stock shares issuable upon exercise of warrants | 11,000,000 | |||||
Description of series agreement | the Company files for Bankruptcy or receivership or any money judgment writ, liquidation or a similar process is entered by or filed against the Company for more than $50,000 and remains unvacated, unbonded or unstayed for a period of twenty (20) calendar days; (vi) conduct its business; (vii) the Company shall lose the “bid” price for its Common stock on the Principal Market; (viii) if at any time the Common Stock is no longer DWAC eligible; | |||||
Preferred stock, shares authorized | 4,000 | 4,000 | 4,000 | 4,000 | ||
Preferred stock, shares par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||
Preferred stock, shares stated value, per share | $ 1,100 | |||||
Series C Convertible Preferred Stock [Member] | ||||||
Preferred stock, shares outstanding | 1,125 | 1,125 | ||||
Preferred stock, shares issued | 1,125 | 1,125 | ||||
Preferred stock, shares authorized | 3,000 | |||||
Preferred stock, shares par value | $ 0.001 | |||||
Preferred stock, shares stated value, per share | 1,100 | |||||
Accrued Series C preferred stock dividends | $ 97,214 | $ 61,098 | ||||
Conversion price | $ 0.068 |
STOCKHOLDERS EQUITY (DEFICIT) (
STOCKHOLDERS EQUITY (DEFICIT) (Details Narrative) - USD ($) | Jul. 06, 2021 | Aug. 31, 2021 | Aug. 30, 2021 | Apr. 30, 2019 | Mar. 31, 2015 | Sep. 30, 2021 | Sep. 30, 2020 | Jul. 31, 2021 | Jun. 30, 2021 | Mar. 31, 2020 | Feb. 29, 2020 | Jan. 25, 2019 | Dec. 21, 2015 |
Revised authorized preferred shares | 20,000,000 | ||||||||||||
Common stock, shares outstanding | 204,961,362 | 194,487,662 | |||||||||||
Common stock, shares authorized | 750,000,000 | 750,000,000 | 250,000,000 | ||||||||||
Common stock, shares issued | 204,961,362 | 194,487,662 | |||||||||||
Debt conversion converted instrument, note principal | $ 175,867 | ||||||||||||
Series A Preferred Stock [Member] | |||||||||||||
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, shares par value | $ 0.001 | $ 0.001 | |||||||||||
Series A Preferred Stock [Member] | Board of Directors [Member] | |||||||||||||
Common stock voting rights | 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 Companys 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 | ||||||||||||
Series B Preferred Stock [Member] | |||||||||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | 500,000 | ||||||||||
Preferred stock, shares issued | 702,633 | 727,370 | |||||||||||
Preferred stock, shares outstanding | 702,633 | 727,370 | |||||||||||
Preferred stock, shares par value | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||
Stated value | $ 0.001 | ||||||||||||
Common stock shares issuable upon conversion of preferred stock | 100 | ||||||||||||
Common Stock [Member] | |||||||||||||
Common stock payable, extinguished | $ 70,296 | ||||||||||||
Common stock issued | 10,473,700 | 13,342,435 | |||||||||||
Debt instrument, Converted amount, Common stock payable | $ 5,480,000 | ||||||||||||
Issuance of common shares in conversion, shares | 8,000,000 | ||||||||||||
Debt conversion converted instrument, note principal | $ 164,000 | ||||||||||||
Debt conversion converted instrument, accrued interest | $ 8,867 | ||||||||||||
Debt conversion converted instrument, conversion fees | $ 3,000 | ||||||||||||
Shares issued in conversion of preferred stock | 2,473,700 | ||||||||||||
Shares issued in conversion of preferred stock, amount | $ 2,474 | ||||||||||||
Mr. Rubakh [Member] | Preferred Stock Series B [Member] | |||||||||||||
Common stock, shares issued | 3,000,000 | 164,422,662 | 3,000,000 | 30,000 | |||||||||
Revised authorized common stock shares | 3,000,000 | 3,000,000 | |||||||||||
Related party stock-based compensation | $ 16,537,500 | $ 120,000 | |||||||||||
Issuance of Series B preferred stock for officer compensation, shares | 350,000 | 100,000 | |||||||||||
Issuance of common stock for conversion of Series B preferred stock, shares | 24,737 | 30,000 | |||||||||||
Common stock issued | 30,000 | ||||||||||||
Convertible Common stock issued | 24,737 | 30,000 | |||||||||||
Issuance of common shares in conversion, shares | 2,473,700 | ||||||||||||
Mr. Rubakh [Member] | Common Shares [Member] | |||||||||||||
Issuance of common stock for conversion of Series B preferred stock, shares | 2,473,700 | ||||||||||||
Consulting Agreements [Member] | |||||||||||||
Common stock, shares issued in satisfaction of obligation | 8,000,000 | ||||||||||||
Common stock payable, extinguished | $ 5,480,000 | ||||||||||||
Common stock issued for services | 8,000,000 |
WARRANTS (Details)
WARRANTS (Details) | 3 Months Ended |
Sep. 30, 2021USD ($)$ / sharesshares | |
Number of Warrants | |
Number of Warrants, Outstanding Beginning | shares | 41,000,000 |
Number of Warrants, Granted | shares | 0 |
Number of Warrants, Exercised | shares | 0 |
Number of Warrants, Cancelled or expired | shares | 0 |
Number of Warrants, Outstanding and exercisable, Ending | shares | 41,000,000 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price, Outstanding Beginning | $ / shares | $ 0.30 |
Weighted Average Exercise Price, Granted | $ / shares | 0 |
Weighted Average Exercise Price, Exercised | $ / shares | 0 |
Weighted Average Exercise Price, Cancelled or expired | $ / shares | 0 |
Weighted Average Exercise Price, Outstanding and exercisable Ending | $ / shares | $ 0.30 |
Weighted Average Remaining Contract Term | |
Weighted Average Remaining Contract Term, Outstanding and exercisable (Years) | 4.47 |
Aggergate Intrinsic Value | |
Aggergate Intrinsic Value, Outstanding and exercisable | $ | $ 330,000 |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - $ / shares | Sep. 30, 2021 | Feb. 19, 2021 |
Closing price of the common stock | $ 0.33 | |
Common stock shares issuable upon exercise of warrants | 30,000,000 | |
Series D Preferred Stock [Member] | ||
Common stock shares issuable upon exercise of warrants | 11,000,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | May 07, 2021 | Mar. 08, 2021 | Feb. 21, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Jun. 30, 2021 |
Term of agreement | 90 years | |||||
New York [Member] | ||||||
Operating lease term description | The Carthage power supply and purchase agreement with PetaWatt Properties, LLC (“PetaWatt”) 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 | |||||
Lease, Hosting, and Energy Services Agreement [Member] | ||||||
Term of agreement | 36 years | |||||
Prepayments balance under agreement | $ 53,376 | $ 193,870 | ||||
Prepayments made under agreement | $ 300,000 | |||||
Compute North Master Agreement [Member] | ||||||
Description for initial order form under agreement | The initial Order form was for 425 miners in Kearney, Nebraska for a term of 3 years and 250 miners in Savoy, Texas for a term of 3 years |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Oct. 08, 2021 | Sep. 30, 2020 |
Common Stock, Debt Conversion, Converted Instrument | $ 175,867 | |
Subsequent Event [Member] | Mr. Rubakh [Member] | Preferred Stock Series B [Member] | ||
Shares issued during period, Compensation | 50,000 | |
Common Stock, Debt Conversion, Converted Instrument | $ 1,880,000 |