Cover
Cover | 3 Months Ended |
Mar. 31, 2023 | |
Cover [Abstract] | |
Document Type | S-1 |
Amendment Flag | false |
Entity Registrant Name | STAR ALLIANCE INTERNATIONAL CORP. |
Entity Central Index Key | 0001614556 |
Entity Tax Identification Number | 37-1757067 |
Entity Incorporation, State or Country Code | NV |
Entity Address, Address Line One | 5743 Corsa Avenue Suite 218 |
Entity Address, City or Town | Westlake Village |
Entity Address, State or Province | CA |
Entity Address, Postal Zip Code | 91362 |
City Area Code | 310 |
Local Phone Number | 571-0020 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | false |
BALANCE SHEETS (Unaudited)
BALANCE SHEETS (Unaudited) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Current assets: | ||
Cash | $ 3,607 | $ 71,724 |
Prepaids and other assets | 507,500 | 547,350 |
Prepaid stock for services | 0 | 1,813,854 |
Total current assets | 511,107 | 2,432,928 |
Property and equipment | 450,000 | 450,000 |
Mining claims | 57,532 | 57,532 |
Total other assets | 507,532 | 507,532 |
Total Assets | 1,018,639 | 2,940,460 |
Current liabilities: | ||
Accounts payable | 61,037 | 52,760 |
Accrued expenses | 73,485 | 25,961 |
Accrued expenses–related party | 8,043 | 0 |
Loan payable – related party | 42,000 | 0 |
Accrued compensation | 298,637 | 212,428 |
Notes payable | 91,312 | 119,215 |
Convertible notes payable, net of discount of $81,753 and $191,248, respectively | 401,803 | 323,752 |
Derivative liability | 943,821 | 689,231 |
Note payable – former related party | 32,000 | 32,000 |
Due to former related party | 42,651 | 42,651 |
Total current liabilities | 1,994,789 | 1,497,998 |
Total Liabilities | 1,994,789 | 1,497,998 |
Stockholders’ Equity (Deficit): | ||
Common stock, $0.001 par value, 500,000,000 shares authorized, 209,519,429 and 162,788,028 shares issued and outstanding, respectively | 209,520 | 162,788 |
Additional paid-in capital | 23,869,294 | 16,384,983 |
Stock subscription receivable | (56,250) | (50,000) |
Accumulated deficit | (25,001,820) | (15,058,400) |
Total stockholders’ equity (deficit) | (976,150) | 1,442,462 |
Total liabilities and stockholders’ deficit | 1,018,639 | 2,940,460 |
Preferred Stock [Member] | ||
Stockholders’ Equity (Deficit): | ||
Preferred Stock, Value, Issued | 0 | 0 |
Series A Preferred Stock [Member] | ||
Stockholders’ Equity (Deficit): | ||
Preferred Stock, Value, Issued | 1,000 | 1,000 |
Series B Preferred Stock [Member] | ||
Stockholders’ Equity (Deficit): | ||
Preferred Stock, Value, Issued | 1,883 | 1,883 |
Series C Preferred Stock [Member] | ||
Stockholders’ Equity (Deficit): | ||
Preferred Stock, Value, Issued | $ 223 | $ 208 |
BALANCE SHEETS (Unaudited) (Par
BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Discount | $ 81,753 | $ 191,248 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 209,519,429 | 162,788,028 |
Common stock, shares outstanding | 209,519,429 | 162,788,028 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 1,000,000 | 1,000,000 |
Preferred stock, shares outstanding | 1,000,000 | 1,000,000 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,900,000 | 1,900,000 |
Preferred stock, shares issued | 1,833,000 | 1,833,000 |
Preferred stock, shares outstanding | 1,833,000 | 1,833,000 |
Series C Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 221,700 | 207,500 |
Preferred stock, shares outstanding | 221,700 | 207,500 |
STATEMENTS OF OPERATIONS (Unaud
STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Operating expenses: | ||||
General and administrative | $ 80,556 | $ 189,558 | $ 959,158 | $ 1,237,958 |
General and administrative – related party | 0 | 10,000 | 0 | 13,000 |
Mine development | 0 | 788,500 | 0 | 788,500 |
Professional fees | 22,130 | 93,500 | 89,130 | 106,520 |
Consulting | 16,500 | 3,827,475 | 1,110,593 | 4,015,837 |
Director compensation | 60,000 | 1,469,000 | 3,207,400 | 1,529,000 |
Officer compensation | 45,000 | 817,500 | 2,995,000 | 907,500 |
Total operating expenses | 224,186 | 7,195,533 | 8,361,281 | 8,598,315 |
Loss from operations | (224,186) | (7,195,533) | (8,361,281) | (8,598,315) |
Other expense: | ||||
Interest expense | (56,151) | (6,780) | (259,661) | (8,844) |
Loss on conversion of preferred stock | (152,985) | 0 | (911,109) | 0 |
Loss on conversion of debt | (97,249) | (343,120) | (97,249) | (343,120) |
Change in fair value of derivative | 146,562 | (470,635) | (314,120) | (470,635) |
Total other expense | (159,823) | (820,535) | (1,582,139) | (822,599) |
Loss before provision for income taxes | (384,009) | (8,016,068) | (9,943,420) | (9,420,914) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net loss | $ (384,009) | $ (8,016,068) | $ (9,943,420) | $ (9,420,914) |
STATEMENTS OF OPERATIONS (Una_2
STATEMENTS OF OPERATIONS (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||||
Earnings Per Share, Basic | $ 0 | $ 0.05 | $ 0.05 | $ 0.07 |
Earnings Per Share, Diluted | $ 0 | $ 0.05 | $ 0.05 | $ 0.07 |
Weighted Average Number of Shares Outstanding, Basic | 201,814,961 | 152,311,461 | 186,334,124 | 140,588,063 |
Weighted Average Number of Shares Outstanding, Diluted | 201,814,961 | 152,311,461 | 186,334,124 | 140,588,063 |
STATEMENT OF CHANGES IN STOCKHO
STATEMENT OF CHANGES IN STOCKHOLDER'S DEFICIT (Unaudited) - USD ($) | Series A Preferred Stocks [Member] | Series B Preferred Stocks [Member] | Series C Preferred Stocks [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Stock Subscription Receivable [Member] | Retained Earnings [Member] | Total | Common Stock To Be Issued [Member] |
Beginning balance, value at Jun. 30, 2021 | $ 1,000 | $ 1,883 | $ 124,320 | $ 2,793,609 | $ (20,000) | $ (3,172,791) | $ (230,346) | $ 41,633 | |
Shares, Outstanding, Beginning Balance at Jun. 30, 2021 | 1,000,000 | 1,833,000 | 124,319,584 | ||||||
Stock sold for cash | $ 10,790 | 574,210 | (550,000) | (35,000) | |||||
Stock Issued During Period, Shares, New Issues | 10,790,000 | ||||||||
Stock issued for services | $ 4 | 19,996 | 20,000 | ||||||
Stock Issued During Period, Shares, Issued for Services | 4,444 | ||||||||
Net loss | (88,444) | (88,444) | |||||||
Ending balance, value at Sep. 30, 2021 | $ 1,000 | $ 1,883 | $ 135,114 | 3,387,815 | (570,000) | (3,261,235) | (298,790) | 6,633 | |
Shares, Outstanding, Ending Balance at Sep. 30, 2021 | 1,000,000 | 1,833,000 | 135,114,028 | ||||||
Stock sold for cash | $ 300 | 29,700 | (10,000) | 39,000 | 19,000 | ||||
Stock Issued During Period, Shares, New Issues | 300,000 | ||||||||
Cash not collectible | (520,000) | 520,000 | |||||||
Stock issued for services | $ 2,562 | 3,951,738 | 5,954,300 | 2,000,000 | |||||
Stock Issued During Period, Shares, Issued for Services | 2,562,000 | ||||||||
Net loss | (1,316,402) | (1,316,402) | |||||||
Ending balance, value at Dec. 31, 2021 | $ 1,000 | $ 1,883 | $ 137,976 | 6,849,253 | (60,000) | (4,577,637) | 4,378,108 | 2,025,633 | |
Shares, Outstanding, Ending Balance at Dec. 31, 2021 | 1,000,000 | 1,833,000 | 137,976,029 | ||||||
Stock sold for cash | $ 10,565 | 1,150,435 | (100,000) | 1,038,367 | (22,633) | ||||
Stock Issued During Period, Shares, New Issues | 10,565,000 | ||||||||
Stock issued for services | $ 8,100 | 6,414,600 | 4,419,700 | (2,003,000) | |||||
Stock Issued During Period, Shares, Issued for Services | 8,100,000 | ||||||||
Stock issued for debt | $ 672 | 394,628 | 395,300 | ||||||
[custom:StockIssuedForDebtShares] | 672,000 | ||||||||
Stock issued for investment | $ 200 | 299,800 | 300,000 | ||||||
[custom:StockIssuedForInvestmentShares] | 200,000 | ||||||||
Net loss | (8,016,068) | (8,016,068) | |||||||
Ending balance, value at Mar. 31, 2022 | $ 1,000 | $ 1,883 | $ 157,513 | 15,108,716 | (160,000) | (12,593,705) | 2,515,407 | ||
Shares, Outstanding, Ending Balance at Mar. 31, 2022 | 1,000,000 | 1,833,000 | 157,513,029 | ||||||
Beginning balance, value at Jun. 30, 2022 | $ 1,000 | $ 1,883 | $ 208 | $ 162,788 | 16,384,983 | (50,000) | (15,058,400) | 1,442,462 | |
Shares, Outstanding, Beginning Balance at Jun. 30, 2022 | 1,000,000 | 1,833,000 | 207,500 | 162,788,028 | |||||
Preferred stock sold for cash | $ 47 | 46,453 | 46,500 | ||||||
[custom:PreferredStockSoldForCashShares] | 46,500 | ||||||||
Stock sold for cash | $ 50 | 6,200 | (6,250) | ||||||
Stock Issued During Period, Shares, New Issues | 50,000 | ||||||||
Stock issued for services – related party | $ 20,000 | 5,730,000 | 5,750,000 | ||||||
Stock Issued During Period, Shares, Other | 20,000,000 | ||||||||
Net loss | (7,376,679) | (7,376,679) | |||||||
Ending balance, value at Sep. 30, 2022 | $ 1,000 | $ 1,883 | $ 255 | $ 182,838 | 22,167,636 | (56,250) | (22,435,079) | (137,717) | |
Shares, Outstanding, Ending Balance at Sep. 30, 2022 | 1,000,000 | 1,833,000 | 254,000 | 182,838,028 | |||||
Beginning balance, value at Jun. 30, 2022 | $ 1,000 | $ 1,883 | $ 208 | $ 162,788 | 16,384,983 | (50,000) | (15,058,400) | 1,442,462 | |
Shares, Outstanding, Beginning Balance at Jun. 30, 2022 | 1,000,000 | 1,833,000 | 207,500 | 162,788,028 | |||||
Ending balance, value at Mar. 31, 2023 | $ 1,000 | $ 1,883 | $ 223 | $ 209,520 | 23,869,294 | (56,250) | (25,001,820) | (976,150) | |
Shares, Outstanding, Ending Balance at Mar. 31, 2023 | 1,000,000 | 1,833,000 | 221,700 | 209,519,429 | |||||
Beginning balance, value at Sep. 30, 2022 | $ 1,000 | $ 1,883 | $ 255 | $ 182,838 | 22,167,636 | (56,250) | (22,435,079) | (137,717) | |
Shares, Outstanding, Beginning Balance at Sep. 30, 2022 | 1,000,000 | 1,833,000 | 254,000 | 182,838,028 | |||||
Preferred stock sold for cash | $ 58 | 50,692 | 50,750 | ||||||
[custom:PreferredStockSoldForCashShares] | 57,750 | ||||||||
Preferred stock converted to common stock | $ (154) | $ 4,448 | 762,251 | 766,545 | |||||
[custom:PreferredStockConvertedToCommonStockShares] | (153,750) | 4,447,871 | |||||||
Stock issued for conversion of debt | $ 1,538 | 102,385 | 103,923 | ||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 1,538,461 | ||||||||
Stock issued for services – related party | $ 1,000 | 164,000 | 165,000 | ||||||
Stock Issued During Period, Shares, Other | 1,000,000 | ||||||||
Stock issued for services | $ 2,025 | 67,880 | 69,905 | ||||||
Stock Issued During Period, Shares, Issued for Services | 2,025,000 | ||||||||
Preferred stock issued for asset acquisitions | 400,000 | ||||||||
Net loss | (2,182,732) | (2,182,732) | |||||||
Ending balance, value at Dec. 31, 2022 | $ 1,000 | $ 1,883 | $ 159 | $ 191,849 | 23,314,844 | (56,250) | (24,617,811) | (764,326) | |
Shares, Outstanding, Ending Balance at Dec. 31, 2022 | 1,000,000 | 1,833,000 | 158,000 | 191,849,360 | |||||
Preferred stock sold for cash | $ 164 | 163,786 | 163,950 | ||||||
[custom:PreferredStockSoldForCashShares] | 163,950 | ||||||||
Preferred stock converted to common stock | $ (100) | $ 9,159 | 143,927 | 152,986 | |||||
[custom:PreferredStockConvertedToCommonStockShares] | (100,250) | 9,157,912 | |||||||
Stock issued for conversion of debt | $ 7,512 | 221,020 | 228,532 | ||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 7,512,157 | ||||||||
Stock issued for services | $ 1,000 | 15,000 | 16,000 | ||||||
Stock Issued During Period, Shares, Issued for Services | 1,000,000 | ||||||||
Warrants issued | 24,092 | 24,092 | |||||||
Preferred dividends | (13,375) | (13,375) | |||||||
Net loss | (384,009) | (384,009) | |||||||
Ending balance, value at Mar. 31, 2023 | $ 1,000 | $ 1,883 | $ 223 | $ 209,520 | $ 23,869,294 | $ (56,250) | $ (25,001,820) | $ (976,150) | |
Shares, Outstanding, Ending Balance at Mar. 31, 2023 | 1,000,000 | 1,833,000 | 221,700 | 209,519,429 |
STATEMENTS OF CASH FLOWS (Unaud
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (9,943,420) | $ (9,420,914) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Prepaid stock issued for services | 1,813,853 | 0 |
Common stock issued for services - related party | 5,915,000 | 0 |
Common stock issued for services | 85,905 | 7,495,770 |
Change in fair value of derivative | 314,120 | 470,635 |
Debt discount amortization | 208,050 | 5,698 |
Loss on conversion of debt | 97,249 | 343,120 |
Loss on conversion of preferred stock | 911,109 | 0 |
Changes in assets and liabilities: | ||
Prepaids and other assets | 39,850 | (364,061) |
Accounts payable | 8,277 | (6,795) |
Accrued expenses | 49,985 | 13,640 |
Accrued expenses – related party | 8,043 | 0 |
Accrued compensation | 86,209 | 38,036 |
Net cash used in operating activities | (405,769) | (1,424,871) |
CASH FLOWS FROM INVESTING ACTIVITIES: | 0 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds of borrowings from a related party | 42,000 | 6,344 |
Proceeds from the sale of common stock | 0 | 1,084,000 |
Proceeds from convertible notes payable | 77,355 | 400,000 |
Repayment of convertible note payable | (15,000) | 0 |
Proceeds from the sale of preferred stock | 261,200 | 0 |
Proceeds from notes payable | 0 | 118,971 |
Payment on notes payable | (27,903) | (20,000) |
Net cash provided by financing activities | 337,652 | 1,589,315 |
Net change in cash | (68,117) | 164,444 |
Cash at the beginning of period | 71,724 | 6,789 |
Cash at the end of period | 3,607 | 171,233 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest paid | 0 | 0 |
Income taxes paid | 0 | 0 |
NON-CASH TRANSACTIONS: | ||
Common stock issued for prepaid services | 1,813,854 | 4,755,104 |
Common stock issued for investment | 0 | 300,000 |
Common stock issued for conversion of debt | $ 0 | $ 395,300 |
NATURE OF BUSINESS
NATURE OF BUSINESS | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS | NOTE 1 – NATURE OF BUSINESS Star Alliance International Corp. (“the Company”, “we”, “us”) was originally incorporated with the name Asteriko Corp. in the State of Nevada on April 17, 2014 under the laws of the state of Nevada, for the purpose of acquiring and developing gold mining as well as certain other mining properties worldwide. |
SIGNIFICANT AND CRITICAL ACCOUN
SIGNIFICANT AND CRITICAL ACCOUNTING POLICIES AND PRACTICES | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
SIGNIFICANT AND CRITICAL ACCOUNTING POLICIES AND PRACTICES | NOTE 2 – SIGNIFICANT AND CRITICAL ACCOUNTING POLICIES AND PRACTICES Basis of Presentation The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's latest Annual Report on Form 10-K filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of operations for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal year, as reported in the Form 10-K for the fiscal year ended June 30, 2022, have been omitted. 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP) and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable approximates the fair value of such instruments as the notes bear interest rates that are consistent with current market rates. The following table classifies the Company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy as of March 31, 2023: Schedule Of Fair Value, Liabilities Measured on Recurring Basis At March 31, 2023 Description Level 1 Level 2 Level 3 Derivative $ – $ – $ 943,821 Total $ – $ – $ 943,821 At June 30, 2022 Description Level 1 Level 2 Level 3 Derivative $ – $ – $ 689,231 Total $ – $ – $ 689,231 |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 3 – GOING CONCERN The accompanying unaudited financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As shown in the accompanying unaudited financial statements, the Company has an accumulated deficit of $ 25,001,820 9,943,420 9,345,287 405,769 The Company is attempting to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its daily operations. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that may result should the Company be unable to continue as a going concern. |
ACQUISITIONS
ACQUISITIONS | 3 Months Ended |
Mar. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITIONS | NOTE 4 – ACQUISITIONS On January 1, 2022, the Company acquired 51 Commsa’s sole shareholder, Juan Lemus for $1,000,000 in cash and the issuance of 5,000,000 shares of the Company’s common stock to Mr. Lemus. In addition, the Company has agreed to provide up to $7,500,000 working capital to expand the mining operations in a gold mining project (Rio Jalan Project) in Olancho state in the highlands of Central Honduras. As the result of this acquisition, the Company now being prepared for production. As of the date of this report, the Company is not in compliance with its obligations under the Share Exchange Agreement, since it issued to Mr. Lemus only 200,000 75,000 1,000,000 On May 9, 2022, a binding letter of intent was signed for the acquisition of 51 On May 11, 2022, a binding letter of intent was signed for the acquisition of 51 On March 19, 2023, the Company entered into and executed a share purchase agreement (the “Share Purchase Agreement”) with Lion Works Advertising, SA, a Guatemalan corporation (“Lion Works”) and Juan Lemus, the sole shareholder of Lion Works, pursuant to which it acquired from Mr. Lemus 51 51 51 49 · The Company shall pay the total purchase price of $ 5,100,000 2,550,000 2,550,000 · The Company will invest an additional 5,000,000 2,000,000 3,000,000 · The Company will engage a patent attorney and pay for the cost of that patent attorney to prepare the patent application related to Genesis and to register that patent, provided that Lion Works will engage an expert to prepare a report on the Genesis system, to be used in this patent application. for the acquisition of Genesis To secure the Company’s obligations under the Share Purchase Agreement, Juan Lemus placed the lien on the Company’s 51% ownership in Lion Works, and, upon formation of a new company, that lien will be placed on the Company’s ownership in that newly formed subsidiary. Such lien shall continue until the Company performs all its obligations under the Share Purchase Agreement, which subjects the Company to the risk of losing its title to Genesis in the event of breach of its obligations set forth in the Share Purchase Agreement. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 5 – PROPERTY AND EQUIPMENT Long lived assets, including property and equipment assets to be held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Impairment losses are recognized if expected future cash flows of the related assets are less than their carrying values. Measurement of an impairment loss is based on the fair value of the asset. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell. Property and equipment are first recorded at cost. Depreciation and is computed using the straight-line method over the estimated useful lives of the various classes of assets. Maintenance and repair expenses, as incurred, are charged to expense. Betterments and renewals are capitalized in plant and equipment accounts. Cost and accumulated depreciation applicable to items replaced or retired are eliminated from the related accounts with any gain or loss on the disposition included as income. Assets stated at cost, less accumulated depreciation consisted of the following: Schedule of property, plant and equipment March 31 June 30, Mine Assets $ 450,000 $ 450,000 Total $ 450,000 $ 450,000 Once operations utilizing the property and equipment have begun, the Company will begin depreciation of the assets. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 6 – RELATED PARTY TRANSACTIONS On January 1, 2021, the Company amended employment agreements for Richard Carey and Anthony Anish, which increased their base annual salary for Mr. Carey from $120,000 to $180,000 and for Mr. Anish from $60,000 to $120,000 per annum respectively. On March 14, 2023, the Company renewed the employment agreements with Mr. Carey and Mr. Anish (the “New Employment Agreements”), stating that the effective date of the New Employment Agreement is August 1, 2022 and that they have a term of 36 months, the same as the terms of the initial employment agreements. The new employment agreements, except for the compensation provisions, contain the same provisions as the initial employment agreement for each executive. Under the terms of the New Employment Agreement, Mr. Carey is entitled to receive the following compensation: · For the period from August 1, 2022 to December 31, 2022, Mr. Carey received a base salary equal to $180,000; · For the period from January 1, 2023 to July 31, 2024, Mr. Carey will receive a base salary equal to $240,000; and · For the period from August 1, 2024 to July 31, 2025, Mr. Carey will receive a base salary equal to $270,000. In addition, Mr. Carey is entitled to receive equity compensation, as to be determined by the Board of Directors of the Company. Under the terms of the New Employment Agreement, Mr. Anish is entitled to receive s the following compensation: · For the period from August 1, 2022 to December 31, 2022, Mr. Anish received a base salary equal to $120,000; · For the period from January 1, 2023 to July 31, 2024, Mr. Anish will receive a base salary equal to $180,000; and · For the period from August 1, 2024 to July 31, 2025, Mr. Anish will receive a base salary equal to $210,000. In addition, Mr. Anish is entitled to receive equity compensation, as to be determined by the Board of Directors of the Company. As of March 31, 2023, the Company has accrued compensation due to Mr. Carey of $ 86,263 152,375 52,600 99,828 60,000 Mr. Carey is using his personal office space at no cost to the Company. On August 15, 2022, the Company issued 5,000,000 0.289 1,445,000 On August 15, 2022, the Company issued 5,000,000 0.289 1,445,000 On August 15, 2022, the Company issued 5,000,000 0.289 1,445,000 On August 15, 2022, the Company issued 5,000,000 0.289 1,445,000 On November 17, 2022, Mr. Carey agreed to give 4 million of his own shares of common stock in exchange for $ 42,000 On December 5, 2022, the Company issued 1,000,000 0.165 165,000 |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTE 7 – NOTES PAYABLE As of March 31, 2023 and June 30, 2022, the Company owed Kok Chee Lee, the former CEO and Director of the Company, $ 42,651 42,651 On June 1, 2018, the Company executed a promissory note in the amount of $ 32,000 5 December 1, 2018 7,762 6,562 As of March 31, 2023 and June 30, 2022, the Company owes various other individuals and entities $ 77,400 119,215 |
CONVERTIBLE NOTES
CONVERTIBLE NOTES | 3 Months Ended |
Mar. 31, 2023 | |
Convertible Notes | |
CONVERTIBLE NOTES | NOTE 8 - CONVERTIBLE NOTES On March 28, 2022, we received short term financing from a private investor under a 10% Fixed Convertible Secured Promissory Note in the principal amount of $ 400,000 On June 8, 2022, the Company executed a 10 price per share equal to the 65% of the lowest trading price of the Company’s common stock during the 20 consecutive trading days up to the date on which lender elects to convert all or part of the Note. On February 7, 2023, the Company executed a 12 0.05 price per share equal to the 65% of the lowest trading price of the Company’s common stock during the 20 consecutive trading days prior to the date on which lender elects to convert all or part of the Note. 1,211,111 0.05 5 On February 8, 2023, the Company executed a 10 0.02 price per share equal to the 65% of the lowest trading price of the Company’s common stock during the 20 consecutive trading days prior to the date on which lender elects to convert all or part of the Note. The following table summarizes the convertible notes outstanding as of March 31, 2023: Schedule of convertible notes Note Holder Date Maturity Date Interest Balance Additions Payments / Conversions Balance Private investor 3/28/2022 7/31/2022 14 $ 400,000 $ – $ (15,000 ) $ 385,000 Fast Capital LLC 6/8/2022 6/8/2023 10 115,000 – (115,000 ) – Quick Capital LLC 2/7/2023 11/8/2023 12 – 60,556 – 60,556 AES Capital Management, LLC 2/8/2023 2/7/2024 10 – 38,000 – 38,000 Total $ 515,000 $ 98,556 $ (130,000 ) $ 483,556 Less debt discount $ (191,248 ) $ (81,753 ) Convertible notes payable, net $ 323,752 $ 401,803 A summary of the activity of the derivative liability for the notes above is as follows: Schedule of derivative liabilities Balance at June 30, 2021 $ – Increase to derivative due to new issuances 552,517 Derivative loss due to mark to market adjustment 136,714 Balance at June 30, 2022 689,231 Increase to derivative due to new issuances 150,512 Decrease to derivative due to conversion (210,042 ) Derivative loss due to mark to market adjustment 314,120 Balance at March 31, 2023 $ 943,821 A summary of quantitative information about significant unobservable inputs (Level 3 inputs) used in measuring the Company’s derivative liability that are categorized within Level 3 of the fair value hierarchy as of March 31, 2023, is as follows: Schedule of fair value assumptions Inputs March 31, Initial Stock price $ 0.0175 $ 0.032 - 0.42 Conversion price $ 0.0066 - 0.0086 $ 0.015 - 0.2995 Volatility (annual) 184.54% - 299.51% 299.13% - 381.28% Risk-free rate 4.74% – 4.93% 0.59% - 4.93% Dividend rate – – Years to maturity 0 - .86 .34 - 1 |
PREFERRED STOCK
PREFERRED STOCK | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
PREFERRED STOCK | NOTE 9 – PREFERRED STOCK Of the 25,000,000 0.001 1,000,000 1,900,000 1,000,000 Series A Preferred Stock Each Share of Series A preferred stock has 500 votes per share and each share can be converted into 500 shares of common stock. The holders of the Series A preferred stock are not entitled to dividends. On July 2, 2020, the Board granted all 1,000,000 68,556 Series B Preferred Stock Only one person or entity, is entitled to be designated as the owner of all of the Series B Preferred Stock (the “Holder”), in whose name the initial certificates representing the Series B Preferred Stock shall be issued. Any transfer of the Series B Preferred Stock to a different Holder must be approved in advance by the Corporation; provided, however, the Holder shall have the right to transfer the Series B Preferred Stock, or any portion thereof, to any affiliate of Holder or nominee of Holder, without the approval of the Corporation. Each share of Preferred Stock has one vote per share. Holder is not entitled to dividends or distributions and each share of Series B Preferred Stock shall be convertible at the rate of two Common Shares for each one B Preferred stock. In conjunction with the APA with Troy, the company issued 1,883,000 7,532 On October 9, 2019, the parties have agreed to extend the date for filing the registration statement relating to the preferred shares of the Company to be issued to the Troy shareholders and that would in turn extend the date that the shares would become free trading. This extension will be for 150 days for filing the registration statement and obtaining approval for the shares to become free trading. All the remaining terms included in the contract will remain the same. Series C Preferred Stock On March 30, 2022, the Company created and designated 1,000,000 1.00 During the nine months ended March 31, 2023, the Company sold 268,200 268,200 During the nine months ended March 31, 2023, Geneva Roth converted 254,000 13,605,783 911,109 |
COMMON STOCK
COMMON STOCK | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
COMMON STOCK | NOTE 10 – COMMON STOCK During the nine months ended March 31, 2023, the Company sold 50,000 6,250 During the nine months ended March 31, 2023, Fast Capital converted $ 115,000 9,050,618 During the nine months ended March 31, 2023, the Company issued 2,025,000 69,905 On March 15, 2023, pursuant to the terms Common Stock Purchase Agreement and a Registration Rights Agreement with Keystone Capital Partners, LLC (“Keystone”) the Company issued 1,000,000 0.016 16,000 Refer to Note 5 for shares issued to related parties. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 11 – SUBSEQUENT EVENTS Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855, from the balance sheet date through the date the unaudited financial statements were issued and has determined that no material subsequent events exist other than the following. The Company is discussing the terms of the purchase of certain assets with The Mepe Trust and the LBZNESS Trust related to “Barotex” proprietary technology. At the time of this report, the Company has not yet entered into definitive agreements. The definitive agreements will supersede the terms of the Letter of Intent dated the Mepe Trust. |
SIGNIFICANT AND CRITICAL ACCO_2
SIGNIFICANT AND CRITICAL ACCOUNTING POLICIES AND PRACTICES (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's latest Annual Report on Form 10-K filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of operations for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal year, as reported in the Form 10-K for the fiscal year ended June 30, 2022, have been omitted. |
Use of Estimates | 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP) and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable approximates the fair value of such instruments as the notes bear interest rates that are consistent with current market rates. The following table classifies the Company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy as of March 31, 2023: Schedule Of Fair Value, Liabilities Measured on Recurring Basis At March 31, 2023 Description Level 1 Level 2 Level 3 Derivative $ – $ – $ 943,821 Total $ – $ – $ 943,821 At June 30, 2022 Description Level 1 Level 2 Level 3 Derivative $ – $ – $ 689,231 Total $ – $ – $ 689,231 |
SIGNIFICANT AND CRITICAL ACCO_3
SIGNIFICANT AND CRITICAL ACCOUNTING POLICIES AND PRACTICES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule Of Fair Value, Liabilities Measured on Recurring Basis | Schedule Of Fair Value, Liabilities Measured on Recurring Basis At March 31, 2023 Description Level 1 Level 2 Level 3 Derivative $ – $ – $ 943,821 Total $ – $ – $ 943,821 At June 30, 2022 Description Level 1 Level 2 Level 3 Derivative $ – $ – $ 689,231 Total $ – $ – $ 689,231 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Schedule of property, plant and equipment March 31 June 30, Mine Assets $ 450,000 $ 450,000 Total $ 450,000 $ 450,000 |
CONVERTIBLE NOTES (Tables)
CONVERTIBLE NOTES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Convertible Notes | |
Schedule of convertible notes | Schedule of convertible notes Note Holder Date Maturity Date Interest Balance Additions Payments / Conversions Balance Private investor 3/28/2022 7/31/2022 14 $ 400,000 $ – $ (15,000 ) $ 385,000 Fast Capital LLC 6/8/2022 6/8/2023 10 115,000 – (115,000 ) – Quick Capital LLC 2/7/2023 11/8/2023 12 – 60,556 – 60,556 AES Capital Management, LLC 2/8/2023 2/7/2024 10 – 38,000 – 38,000 Total $ 515,000 $ 98,556 $ (130,000 ) $ 483,556 Less debt discount $ (191,248 ) $ (81,753 ) Convertible notes payable, net $ 323,752 $ 401,803 |
Schedule of derivative liabilities | Schedule of derivative liabilities Balance at June 30, 2021 $ – Increase to derivative due to new issuances 552,517 Derivative loss due to mark to market adjustment 136,714 Balance at June 30, 2022 689,231 Increase to derivative due to new issuances 150,512 Decrease to derivative due to conversion (210,042 ) Derivative loss due to mark to market adjustment 314,120 Balance at March 31, 2023 $ 943,821 |
Schedule of fair value assumptions | Schedule of fair value assumptions Inputs March 31, Initial Stock price $ 0.0175 $ 0.032 - 0.42 Conversion price $ 0.0066 - 0.0086 $ 0.015 - 0.2995 Volatility (annual) 184.54% - 299.51% 299.13% - 381.28% Risk-free rate 4.74% – 4.93% 0.59% - 4.93% Dividend rate – – Years to maturity 0 - .86 .34 - 1 |
SIGNIFICANT AND CRITICAL ACCO_4
SIGNIFICANT AND CRITICAL ACCOUNTING POLICIES AND PRACTICES (Details) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Fair Value, Inputs, Level 1 [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Derivative fair value | $ 0 | $ 0 |
Fair Value, Inputs, Level 1 [Member] | Derivative [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Derivative fair value | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Derivative fair value | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Derivative [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Derivative fair value | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Derivative fair value | 943,821 | 689,231 |
Fair Value, Inputs, Level 3 [Member] | Derivative [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Derivative fair value | $ 943,821 | $ 689,231 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Retained Earnings (Accumulated Deficit) | $ 25,001,820 | $ 25,001,820 | $ 15,058,400 | ||
Net loss | $ 384,009 | $ 8,016,068 | 9,943,420 | $ 9,420,914 | |
Noncash expense | 9,345,287 | ||||
Net cash used in operating activities | $ 405,769 | $ 1,424,871 |
ACQUISITIONS (Details Narrative
ACQUISITIONS (Details Narrative) - USD ($) | Mar. 19, 2023 | Jan. 02, 2022 | May 11, 2022 | May 09, 2022 |
Share Purchase Agreement [Member] | ||||
Business Acquisition [Line Items] | ||||
Purchase price | $ 5,100,000 | |||
Business combination first minimum payment | 2,550,000 | |||
Business combination remaining outstanding balance | $ 2,550,000 | |||
Compania Minera Metalurgica Centro Americana [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition percentage | 51% | |||
Mr Lemus [Member] | ||||
Business Acquisition [Line Items] | ||||
Number of shares acquisitions | 200,000 | |||
Number of value acquisitions | $ 75,000 | |||
Cash payment | $ 1,000,000 | |||
Mr Lemus [Member] | Share Purchase Agreement [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition percentage | 51% | |||
NSM [Member] | ||||
Business Acquisition [Line Items] | ||||
Business acquisition percentage | 51% | |||
NGM [Member] | ||||
Business Acquisition [Line Items] | ||||
Business acquisition percentage | 51% | |||
Genesis [Member] | Share Purchase Agreement [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition percentage | 51% | |||
Acquisition percentage | 51% | |||
Business combination first minimum payment | $ 2,000,000 | |||
Business combination remaining outstanding balance | $ 3,000,000 | |||
Business combination, Invest additional share | 5,000,000 | |||
Juan Lemus [Member] | Share Purchase Agreement [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition percentage | 49% |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Property, Plant and Equipment [Abstract] | ||
Mine Assets | $ 450,000 | $ 450,000 |
Total | $ 450,000 | $ 450,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | ||||||||
Dec. 05, 2022 | Nov. 17, 2022 | Aug. 15, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2022 | |
Related Party Transaction [Line Items] | |||||||||
Stock Issued During Period, Value, Issued for Services | $ 16,000 | $ 69,905 | $ 4,419,700 | $ 5,954,300 | $ 20,000 | ||||
Fernando Godina [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock Issued During Period, Shares, Issued for Services | 5,000,000 | ||||||||
Shares Issued, Price Per Share | $ 0.289 | ||||||||
Stock Issued During Period, Value, Issued for Services | $ 1,445,000 | ||||||||
Bryan Cappelli [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock Issued During Period, Shares, Issued for Services | 5,000,000 | ||||||||
Shares Issued, Price Per Share | $ 0.289 | ||||||||
Stock Issued During Period, Value, Issued for Services | $ 1,445,000 | ||||||||
Weverson Correia [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock Issued During Period, Shares, Issued for Services | 5,000,000 | ||||||||
Shares Issued, Price Per Share | $ 0.289 | ||||||||
Stock Issued During Period, Value, Issued for Services | $ 1,445,000 | ||||||||
Anthony Anish [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock Issued During Period, Shares, Issued for Services | 5,000,000 | ||||||||
Shares Issued, Price Per Share | $ 0.289 | ||||||||
Stock Issued During Period, Value, Issued for Services | $ 1,445,000 | ||||||||
Richard Carey [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt Conversion, Original Debt, Amount | $ 42,000 | ||||||||
Themis Caldwell [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock Issued During Period, Shares, Issued for Services | 1,000,000 | ||||||||
Shares Issued, Price Per Share | $ 0.165 | ||||||||
Stock Issued During Period, Value, Issued for Services | $ 165,000 | ||||||||
Richard Carey [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Accrued Salaries, Current | 86,263 | $ 52,600 | |||||||
Anthony Anish [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Accrued Salaries, Current | 152,375 | $ 99,828 | |||||||
John Baird [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Accrued Salaries, Current | $ 60,000 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | Jun. 01, 2018 | Mar. 31, 2023 | Jun. 30, 2022 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Other notes payable | $ 77,400 | $ 119,215 | |
Kok Chee Lee [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Note payable | 42,651 | 42,651 | |
Former Secy Of Board [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Debt face amount | $ 32,000 | ||
Debt stated interest rate | 5% | ||
Debt maturity date | Dec. 01, 2018 | ||
Accrued interest | $ 7,762 | $ 6,562 |
CONVERTIBLE NOTES (Details)
CONVERTIBLE NOTES (Details) - USD ($) | 9 Months Ended | |
Mar. 31, 2023 | Jun. 30, 2022 | |
Short-Term Debt [Line Items] | ||
Beginning balance | $ 515,000 | |
Additions | 98,556 | |
Payment | (130,000) | |
Ending balance | 483,556 | |
Less debt discount | (81,753) | $ (191,248) |
Convertible notes payable, net | $ 401,803 | $ 323,752 |
Private Investor [Member] | ||
Short-Term Debt [Line Items] | ||
Date | Mar. 28, 2022 | |
Maturity date | Jul. 31, 2022 | |
Interest rate | 14% | |
Beginning balance | $ 400,000 | |
Additions | 0 | |
Payment | (15,000) | |
Ending balance | $ 385,000 | |
Fast Capital LLC [Member] | ||
Short-Term Debt [Line Items] | ||
Date | Jun. 08, 2022 | |
Maturity date | Jun. 08, 2023 | |
Interest rate | 10% | |
Beginning balance | $ 115,000 | |
Additions | 0 | |
Payment | (115,000) | |
Ending balance | $ 0 | |
Quick Capital L L C [Member] | ||
Short-Term Debt [Line Items] | ||
Date | Feb. 07, 2023 | |
Maturity date | Nov. 08, 2023 | |
Interest rate | 12% | |
Beginning balance | $ 0 | |
Additions | 60,556 | |
Payment | 0 | |
Ending balance | $ 60,556 | |
Aes Capital Management L L C [Member] | ||
Short-Term Debt [Line Items] | ||
Date | Feb. 08, 2023 | |
Maturity date | Feb. 07, 2024 | |
Interest rate | 10% | |
Beginning balance | $ 0 | |
Additions | 38,000 | |
Payment | 0 | |
Ending balance | $ 38,000 |
CONVERTIBLE NOTES (Details - Sc
CONVERTIBLE NOTES (Details - Schedule of derivative liabilities) - USD ($) | 9 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Jun. 30, 2022 | |
Convertible Notes | ||
Derivative Liability, beginning | $ 689,231 | $ 0 |
Increase to derivative due to new issuances | 150,512 | 552,517 |
Decrease to derivative due to conversion | (210,042) | |
Derivative loss due to mark to market adjustment | 314,120 | 136,714 |
Derivative Liability, ending | $ 943,821 | $ 689,231 |
CONVERTIBLE NOTES (Details - As
CONVERTIBLE NOTES (Details - Assumptions) | 9 Months Ended | |
Feb. 08, 2023 | Mar. 31, 2023 | |
Measurement Input, Share Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | 0.0175 | |
Measurement Input, Share Price [Member] | Initial Valuation [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | 0.032 - 0.42 | |
Measurement Input, Conversion Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | 0.0066 - 0.0086 | |
Measurement Input, Conversion Price [Member] | Initial Valuation [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | 0.015 - 0.2995 | |
Measurement Input, Price Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | 184.54% - 299.51% | |
Measurement Input, Price Volatility [Member] | Initial Valuation [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | 299.13% - 381.28% | |
Measurement Input, Risk Free Interest Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | 4.74% – 4.93% | |
Measurement Input, Risk Free Interest Rate [Member] | Initial Valuation [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | 0.59% - 4.93% | |
Measurement Input, Discount Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | ||
Measurement Input, Discount Rate [Member] | Initial Valuation [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | ||
Measurement Input, Maturity [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | 0 - .86 | |
Measurement Input, Maturity [Member] | Initial Valuation [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivatives, Determination of Fair Value | .34 - 1 |
CONVERTIBLE NOTES (Details Narr
CONVERTIBLE NOTES (Details Narrative) - USD ($) | Feb. 08, 2023 | Feb. 07, 2023 | Jun. 08, 2022 | Mar. 28, 2022 |
10% Fixed Convertible Secured Promissory Note [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 400,000 | |||
Fast Capital LLC [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 10% | |||
Quick Capital L L C [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 12% | |||
Conversion price | $ 0.05 | |||
Number of warrants issued | 1,211,111 | |||
Warrant exercise price | $ 0.05 | |||
Warrant term | 5 years | |||
Aes Capital Management L L C [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 10% | |||
Conversion price | $ 0.0002 |
PREFERRED STOCK (Details Narrat
PREFERRED STOCK (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jul. 02, 2020 | Aug. 13, 2019 | Dec. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 30, 2022 | Mar. 30, 2022 | |
Class of Stock [Line Items] | |||||||
Preferred Stock, Shares Authorized | 25,000,000 | 25,000,000 | |||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | |||||
Stock Issued During Period, Value, Acquisitions | $ 400,000 | ||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 261,200 | $ 0 | |||||
Geneva Roth Remark Holdings [Member] | |||||||
Class of Stock [Line Items] | |||||||
Loss on conversion of stock | $ 911,109 | ||||||
Series A Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 | |||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | |||||
Preferred stock, shares designated | 1,000,000 | ||||||
Series A Preferred Stock [Member] | Richard Carey [Member] | |||||||
Class of Stock [Line Items] | |||||||
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture | 1,000,000 | ||||||
Shares Issued, Value, Share-Based Payment Arrangement, after Forfeiture | $ 68,556 | ||||||
Series B Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Shares Authorized | 1,900,000 | 1,900,000 | |||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | |||||
Preferred stock, shares designated | 1,900,000 | ||||||
Series B Preferred Stock [Member] | Asset Purchase Agreement [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stock Issued During Period, Shares, Acquisitions | 1,883,000 | ||||||
Stock Issued During Period, Value, Acquisitions | $ 7,532 | ||||||
Series C Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 | |||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | $ 1 | ||||
Preferred stock, shares designated | 1,000,000 | 1,000,000 | |||||
Series C Preferred Stock [Member] | Geneva Roth Remark Holdings [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stock Issued During Period, Shares, New Issues | 268,200 | ||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 268,200 | ||||||
Conversion of Stock, Shares Converted | 254,000 | ||||||
Common Stock [Member] | Geneva Roth Remark Holdings [Member] | |||||||
Class of Stock [Line Items] | |||||||
Conversion of Stock, Shares Issued | 13,605,783 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Mar. 15, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | |
Class of Stock [Line Items] | |||||||||
Proceeds from Issuance of Common Stock | $ 0 | $ 1,084,000 | |||||||
Number of value issued for services | $ 16,000 | $ 69,905 | $ 4,419,700 | $ 5,954,300 | $ 20,000 | ||||
Number of value issued | $ 1,038,367 | $ 39,000 | |||||||
Fast Capital [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Debt Conversion, Original Debt, Amount | $ 115,000 | ||||||||
Debt Conversion, Converted Instrument, Shares Issued | 9,050,618 | ||||||||
Common Stock [Member] | Stock Sale [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Number of shares issued | 50,000 | ||||||||
Proceeds from Issuance of Common Stock | $ 6,250 | ||||||||
Common Stock [Member] | Services [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Number of shares issued for services | 2,025,000 | ||||||||
Number of value issued for services | $ 69,905 | ||||||||
Common Stock [Member] | Common Stock Purchase Agreement [Member] | Key Stone [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Number of shares issued | 1,000,000 | ||||||||
Share price | $ 0.016 | ||||||||
Number of value issued | $ 16,000 |