Cover
Cover - shares | 3 Months Ended | |
Sep. 30, 2021 | Nov. 08, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --06-30 | |
Entity File Number | 001-39825 | |
Entity Registrant Name | GBS Inc. | |
Entity Central Index Key | 0001725430 | |
Entity Tax Identification Number | 82-1512711 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 420 Lexington Ave | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10170 | |
City Area Code | (646) | |
Local Phone Number | 828-8258 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | GBS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 14,882,522 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 12,608,468 | $ 12,573,685 |
Grant receivable, current portion | 2,098,884 | |
Research and development tax incentive receivable | 982,898 | 1,025,455 |
Other current assets | 2,268,771 | 2,509,017 |
Total current assets | 15,860,137 | 18,207,041 |
Grant receivable, net of current portion | 2,743,337 | 3,148,328 |
Other non-current assets | 504,000 | 504,000 |
TOTAL ASSETS | 19,107,474 | 21,859,369 |
Current liabilities: | ||
Accounts payable and accrued expenses | 808,736 | 1,467,968 |
Related party payables | 68,808 | 13,323 |
Current portion of deferred grant income | 1,828,891 | 2,098,884 |
Current employee benefit liabilities | 126,139 | 102,475 |
Total current liabilities | 2,832,574 | 3,682,650 |
Employee benefit liabilities | 30,264 | 21,770 |
Long-term deferred grant income | 2,743,337 | 3,148,328 |
Total liabilities | 5,606,175 | 6,852,748 |
Shareholders’ equity: | ||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, 0 and 1,300,000 shares issued and outstanding at September 30, 2021 and June 30, 2020, respectively | 13,000 | |
Common stock, $0.01 par value, 100,000,000 shares authorized, 14,882,522 and 13,582,122 shares issued and outstanding at September 30, 2021 and June 30, 2020, respectively | 148,825 | 135,821 |
Additional paid-in capital | 38,440,085 | 38,440,089 |
Accumulated deficit | (24,302,455) | (22,869,803) |
Accumulated other comprehensive loss | (728,742) | (661,260) |
Total consolidated Group equity | 13,557,713 | 15,057,847 |
Non-controlling interest | (56,414) | (51,226) |
Total shareholders’ equity | 13,501,299 | 15,006,621 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 19,107,474 | $ 21,859,369 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2021 | Jun. 30, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 1,300,000 |
Preferred stock, shares outstanding | 0 | 1,300,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 14,882,522 | 13,582,122 |
Common stock, shares outstanding | 14,882,522 | 13,582,122 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Other Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Other income: | ||
Government support income | $ 55,427 | |
Total revenues | 55,427 | |
Operating expenses: | ||
General and administrative expenses | 1,332,520 | 521,003 |
Development and regulatory approval expenses | 106,799 | 30,938 |
Prospectus and capital raising expenses | 166,481 | |
Total operating expenses | 1,439,319 | 718,422 |
Loss from operations | (1,439,319) | (662,995) |
Other income (expense): | ||
Interest expense | (85,828) | |
Loss from unconsolidated equity method investment | (135,692) | |
Realized foreign exchange loss | (3,118) | (192,470) |
Interest income | 4,597 | 70 |
Total other income (expense) | 1,479 | (413,920) |
Loss before income taxes | (1,437,840) | (1,076,915) |
Income taxes | ||
Net loss | (1,437,840) | (1,076,915) |
Net loss attributable to non-controlling interest | (5,188) | (4,405) |
Net loss attributable to GBS, Inc. | (1,432,652) | (1,072,510) |
Other comprehensive loss, net of tax: | ||
Foreign currency translation loss | (67,482) | (50,568) |
Total other comprehensive loss | (67,482) | (50,568) |
Comprehensive loss | (1,505,322) | (1,127,483) |
Comprehensive loss attributable to non-controlling interest | (5,188) | (4,405) |
Comprehensive loss attributable to GBS, Inc | $ (1,500,134) | $ (1,123,078) |
Net loss per share, basic and diluted | $ (0.10) | $ (0.12) |
Weighted average shares outstanding, basic and diluted | 14,006,127 | 8,630,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance, value at Jun. 30, 2020 | $ 23,709 | $ 86,300 | $ 10,899,942 | $ (15,832,517) | $ (363,951) | $ (28,311) | $ (5,214,828) |
Beginning balance, shares at Jun. 30, 2020 | 2,370,891 | 8,630,000 | |||||
Foreign currency translation loss | (50,568) | (50,568) | |||||
Issuance of convertible preferred shares | $ 4,393 | 3,290,352 | 3,294,745 | ||||
Issuance of convertible preferred shares, shares | 439,299 | ||||||
Net loss | (1,072,510) | (4,405) | (1,076,915) | ||||
Ending balance, value at Sep. 30, 2020 | $ 28,102 | $ 86,300 | 14,190,294 | (16,905,027) | (414,519) | (32,716) | (3,047,566) |
Ending balance, shares at Sep. 30, 2020 | 2,810,190 | 8,630,000 | |||||
Beginning balance, value at Jun. 30, 2021 | $ 13,000 | $ 135,821 | 38,440,089 | (22,869,803) | (661,260) | (51,226) | 15,006,621 |
Beginning balance, shares at Jun. 30, 2021 | 1,300,000 | 13,582,122 | |||||
Series B warrants exercised to purchase common shares | $ 4 | (4) | |||||
Series B warrants exercised to purchase common shares, shares | 400 | ||||||
Conversion of convertible preferred shares into common shares | $ (13,000) | $ 13,000 | |||||
Conversion of convertible preferred shares into common shares, shares | (1,300,000) | 1,300,000 | |||||
Foreign currency translation loss | (67,482) | (67,482) | |||||
Net loss | (1,432,652) | (5,188) | (1,437,840) | ||||
Ending balance, value at Sep. 30, 2021 | $ 148,825 | $ 38,440,085 | $ (24,302,455) | $ (728,742) | $ (56,414) | $ 13,501,299 | |
Ending balance, shares at Sep. 30, 2021 | 14,882,522 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (1,437,840) | $ (1,076,915) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Non-cash loss on foreign currency translation, net | 3,118 | |
Loss on investment in affiliate | 135,692 | |
Non-cash other operating activities | 20,136 | |
Changes in operating assets and liabilities: | ||
Grant receivable | 1,828,891 | |
Other current assets | 240,246 | 705 |
Accounts payable | (635,568) | (312,038) |
Accounts payable - related party | 55,485 | (1,440,313) |
Other long-term liabilities | 8,494 | 15,605 |
Net cash provided by (used in) operating activities | 82,962 | (2,677,264) |
Cash flows from financing activities: | ||
Proceeds from issuance of preferred stock | 3,294,745 | |
Net cash provided by financing activities | 3,294,745 | |
Effect of foreign exchange rates on cash and cash equivalents | (48,179) | (50,568) |
Increase in cash and cash equivalents | 34,783 | 566,913 |
Cash and cash equivalents, beginning of period | 12,573,685 | 427,273 |
Cash and cash equivalents, end of period | 12,608,468 | 994,186 |
Non-cash investing and financing activities | ||
Conversion of preferred shares into common shares | 13,000 | |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes | ||
Cash paid for interest | $ 85,076 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF THE BUSINESS | 3 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND DESCRIPTION OF THE BUSINESS | NOTE 1. ORGANIZATION AND DESCRIPTION OF THE BUSINESS GBS Inc. and its wholly owned subsidiary, GBS Operations Inc. formed on December 5, 2016 under the laws of the state of Delaware. Glucose Biosensor Systems (Greater China) Pty Ltd (“GBSPL”) was formed on August 4, 2016 under the laws of New South Wales, Australia and was renamed to GBS (APAC) Pty Ltd on October 14, 2020. Glucose Biosensor Systems (Japan) Pty Ltd and Glucose Biosensor Systems (APAC) Pty Ltd were formed under the laws of New South Wales, Australia on February 22, 2017 and February 23, 2017 respectively. These companies (collectively, “we,” “us,” “our,” or the “Company,”) were formed to provide a non-invasive, pain free innovation to make it easier for people to manage diabetes using the Company’s Saliva Glucose Biosensor (“SGB” and, together with the software app that interfaces the SGB with the Company’s digital information system, the “SGT”). Our headquarters are located in New York. We are a biosensor diagnostic technology company operating across the Asia-Pacific Region (“APAC Region”) and an interest in the USA Region with the biosensor platform comprising of biochemistry, immunology, tumor markers, hormones, and nucleic acid diagnostic modalities, and worldwide with our COV2 test. Our objective is to introduce and launch initially the SGB, the diagnostic test that stems from the Biosensor Platform that we license from Life Science Biosensor Diagnostics Pty Ltd (“LSBD” or “Licensor”), in our regions and the COV2 test globally. This will be followed by developing the platform to its full capacity testing across the diagnostic modalities of immunology, hormones, chemistry, tumor markers and nucleic acid tests. GBS Inc, is a 29.9 % (as of September 30, 2021) owned affiliate of LSBD, an Australian company that owns the worldwide intellectual property rights to the biosensor platform from University of Newcastle, Australia. LSBD has licensed to the Company that technology to introduce and launch the platform in the APAC Region. |
LIQUIDITY
LIQUIDITY | 3 Months Ended |
Sep. 30, 2021 | |
Liquidity | |
LIQUIDITY | NOTE 2. LIQUIDITY The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 205-40, Presentation of Financial Statements - Going Concern The Company is an emerging growth company and has not generated any revenues to date. As such, the Company is subject to all of the risks associated with emerging growth companies. Since inception, the Company has incurred losses and negative cash flows from operating activities. The Company does not expect to generate positive cash flows from operating activities in the near future until such time, if at all, the Company completes the development process of its products, including regulatory approvals, and thereafter, begins to commercialize and achieve substantial acceptance in the marketplace for the first of a series of products in its medical device portfolio. The Company incurred a net loss of $ 1,432,652 1,072,510 13,501,299 13,027,563 24,302,455 In the near future, the Company anticipates incurring operating losses and does not expect to experience positive cash flows from operating activities and may continue to incur operating losses until it completes the development of its products and seeks regulatory approvals to market such products. The Company’s consolidated financial statements have been prepared on a going concern basis which contemplates the realization of assets and satisfaction of liabilities and commitments in the normal course of business. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities should the Company be unable to continue as a going concern. The Company believes it has sufficient working capital to finance its operations for at least the next twelve months, as such, these financial statements are prepared on the going concern basis. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, our condensed consolidated financial statements do not include all the information and footnotes required by GAAP for complete financial statements. Normal and recurring adjustments considered necessary for a fair statement of the results for the interim periods, in the opinion of the Company’s management, have been included. Operating results for the three months ended September 30, 2021, are not necessarily indicative of the results that may be expected for the year ending June 30, 2022. The accompanying condensed consolidated financial statements and related footnote disclosures should be read in conjunction with the consolidated financial statements and notes thereto included in our Form 10-K for the year ended June 30, 2021, which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on September 16, 2021 and amended on Form 10-K/A filed with the SEC on September 30, 2021 (as amended, the “2021 Form 10-K”). Principles of consolidation These accompanying condensed consolidated financial statements include the accounts of the Company, all wholly owned and majority-owned subsidiaries in which the Company has a controlling voting interest and, when applicable, variable interest entities in which the Company has a controlling financial interest or is the primary beneficiary. Investments in affiliates where the Company does not exert a controlling financial interest are not consolidated. All significant intercompany transactions and balances have been eliminated upon consolidation. Use of estimates The preparation of consolidated financial statements in conformity with GAAP 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 consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could materially differ from those estimates. Reclassifications Certain reclassifications have been made to prior periods to conform to current period presentation within the consolidated statements of operations and other comprehensive loss. Revenue recognition Revenue from contracts with customers is recognized when, or as, the Company satisfies its performance obligations by delivering the promised goods or service deliverables to the customers. A good or service deliverable is transferred to a customer when, or as, the customer obtains control of that good or service deliverable. Research and Development (R & D) tax refund The Company measures the research and development grant income and receivable by considering the time spent by employees on eligible research and development activities and research and development costs incurred to external service providers. The research and development tax refund receivable is recognized as the Company believes that it probable that the amount will be recovered in full through a future claim. No research and development tax refund income is recognized in current and comparative period. Foreign currency translation Assets and liabilities of foreign subsidiaries are translated from local (functional) currency to reporting currency (U.S. dollar) at the rate of exchange in effect on the consolidated balance sheets date; income and expenses are translated at the average rate of exchange prevailing during the year. The functional currency of GBS Inc. is the United States dollar. Foreign currency movements resulted in a loss of $ 67,482 50,568 Income taxes In accordance with the provisions of Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 740, Income Taxes As of September 30, 2021, the Company had no uncertain tax positions that qualified for either recognition or disclosure in the consolidated financial statements. Additionally, the Company had no interest and penalties related to income taxes. Licensing rights During the first quarter of the fiscal year ended June 30 2020, the Company purchased the license right procurement assets from LSBD for an amount of $ 976,308 On September 12, 2019, the Company entered into an amended and restated license agreement for Saliva Biosensor Technology. On June 23, 2020, the Company entered into a license agreement with LSBD for the worldwide rights to SARS-CoV – 2 application of the Saliva Glucose Biosensor. In relation to these licenses, there is no set expiration date for the license. However, the exclusivity of the license granted under the license agreement runs until the expiration of the patent portfolio covered by the agreement which is currently until 2033. No royalties have been incurred through to September 30,2021 (September 30, 2020: $nil). On March 31, 2021, GBS entered into an agreement with LSBD to provide GBS an option to acquire an exclusive license to use LSBD’s intellectual property in the Saliva Glucose Biosensor in North America (the “Option Agreement”). The Option Agreement has a term of two years and the exercise price for the option is $ 5 million. The fee of $ 0.5 million incurred for the option was expensed in the period incurred. Deferred grant income On June 30, 2021, GBS executed a definitive grant agreement with the Australian Government to assist with building a manufacturing facility. The grant has a total value of up to $ 4.7 Accounting for the grant does not fall under ASC 606, Revenue from Contracts with Customers, as the Australian Government will not benefit directly from our manufacturing facility. As there is no authoritative guidance under U.S. GAAP on accounting for grants to for-profit business entities, we applied International Accounting Standards 20 (“IAS 20”), Accounting for Government Grants and Disclosure of Government Assistance The Australian Government grant proceeds will be used to reimburse construction costs incurred meet the definition of grants related to assets as the primary purpose for the payments is to fund the construction of a capital asset. Under IAS 20, government grants related to assets are presented in the statement of financial position either by setting up the grant as deferred income or by deducting the grant in arriving at the carrying amount of the asset. Either of these two methods of presentation of grants related to assets in financial statements are regarded as acceptable alternatives under IAS 20. We have elected to record the grants received as deferred income using the first method. Under IAS 20, government grants are initially recognized when there is reasonable assurance the conditions of the grant will be met and the grant will be received. As of June 30, 2021, management concluded that there was reasonable assurance the grant conditions will be met and all milestone payment received. The total grant value of $ 4.7 million was recognized as both a grant receivable and deferred grant income on the grant effective date. The grant receivable was reduced by $ 1.9 million for payments received during the three months ended September 30, 2021 and $ 2.7 million remains in grant receivable on the Condensed Consolidated Balance Sheets. After initial recognition, under IAS 20, government grants are recognized in earnings on a systematic basis in a manner that mirrors the manner in which the Company recognizes the underlying costs for which the grant is intended to compensate. Further, IAS 20 permits for recognition in earnings either separately under a general heading such as other income, or as a reduction of the cost of the asset. The Company has elected to recognize government grant income separately within other income. Accordingly, the deferred income related to the construction of the manufacturing facility will be amortized over the period of depreciation for the related factory as other income. No deferred grant income was recognized in other income during the three months ended September 30, 2021. Net loss per share attributable to common shareholders (“EPS”) The Company calculates earnings per share attributable to common shareholders in accordance with ASC Topic 260, Earning Per Share Potentially dilutive common shares shall be calculated in accordance with the treasury share method, which assumes that proceeds from the exercise of all warrants are used to repurchase common share at market value. The number of shares remaining after the proceeds are exhausted represents the potentially dilutive effect of the securities. As the Company has incurred net losses in all periods, certain potentially dilutive securities, including convertible preferred stock, warrants to acquire common stock, and convertible notes payable have been excluded in the computation of diluted loss per share as the effects are antidilutive. Recent accounting pronouncements As the Company is an emerging growth company, we have elected to defer the adoption of new accounting pronouncements until they would apply to private companies. In August 2020, the FASB issued ASU 2020-06, which simplifies the guidance on the issuer’s accounting for convertible debt instruments by removing the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, entities will not separately present in equity an embedded conversion feature in such debt and will account for a convertible debt instrument wholly as debt, unless certain other conditions are met. The elimination of these models will reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument that is within the scope of ASU 2020-06. Also, ASU 2020-06 requires the application of the if-converted method for calculating diluted earnings per share and treasury stock method will be no longer available. ASU 2020-06 is applicable for fiscal years beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company has not early adopted and continues to evaluate the impact of the provisions of ASU 2020-06. In February 2016, the FASB issued ASU No. 2016-02, Leases (“ASU 2016-02”). This update requires all leases with a term greater than 12 months to be recognized on the balance sheet through a right-of-use asset and a lease liability and the disclosure of key information pertaining to leasing arrangements. This new guidance is effective for fiscal years beginning after December 15, 2021, and interim period within fiscal years beginning after December 15, 2022 as amended by ASU 2020-05 with early adoption permitted. The Company has not early adopted the standard and continues to evaluate the impact. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects of the accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This standard is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2020. The Company adopted ASU 2019-12 as of July 1, 2021 and the adoption did not have a material impact on the Company’s unaudited interim condensed consolidated financial statements. In 2016, the FASB issued ASU 2016-13 (Topic ASC 326); Financial Instruments – Credit Losses, which (i) significantly changes the impairment model for most financial assets that are measured at amortized cost and certain other instruments from an incurred loss model to an expected loss model which will be based on an estimate of current expected credit loss (CECL) (ASC 326-20); and (ii) provides for recording credit losses on available-for-sale (AFS) debt securities through an allowance account (ASC 326-30). The standard also requires certain incremental disclosures. Subsequently, the FASB issued several ASUs to clarify, improve, or defer the adoption of ASU 2016-13. ASU 2016-13, as amended by ASU 2019-10, is applicable for SRCs (Small Reporting Companies) for fiscal years beginning after December 15, 2022, with early adoption permitted. The Company has not early adopted the standard and continues to evaluate the impact. |
OTHER CURRENT ASSETS
OTHER CURRENT ASSETS | 3 Months Ended |
Sep. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER CURRENT ASSETS | NOTE 4. OTHER CURRENT ASSETS Other current assets consist of the following: SCHEDULE OF OTHER CURRENT ASSETS September 30, 2021 June 30, 2021 Goods and services tax receivable $ — $ 83,278 Prepayments 2,259,975 2,424,143 Other receivables 8,796 1,596 Total $ 2,268,771 $ 2,509,017 As of the year ended June 30, 2021, the Company made $ 2,600,000 504,000 2,600,000 50 5 No expense has been recognized in relation to prepaid research and development during the three months ended September 30, 2021. |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 3 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | NOTE 5. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consist of the following: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES September 30, 2021 June 30, 2021 Accounts and other payables $ 614,181 $ 1,355,894 Accruals 194,555 112,074 Total $ 808,736 $ 1,467,968 |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 3 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | NOTE 6. SHAREHOLDERS’ EQUITY As of September 30, 2021, 1,401,377 59,782 1 400 On August 31, 2021, all 1,300,000 Each share of Series B Convertible Preferred Stock was converted into 1 share of the Company’s common stock. |
RELATED-PARTY TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 3 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
RELATED-PARTY TRANSACTIONS | NOTE 7. RELATED-PARTY TRANSACTIONS Sales to and purchases from related parties are made in arm’s length transactions both at normal market prices and on normal commercial terms. The following transactions occurred with LSBD during the period July 1, 2021 to September 30, 2021. The Company incurred a total of $ 119,652 Nil |
INVESTMENT IN AFFILIATE
INVESTMENT IN AFFILIATE | 3 Months Ended |
Sep. 30, 2021 | |
Investments in and Advances to Affiliates [Abstract] | |
INVESTMENT IN AFFILIATE | NOTE 8. INVESTMENT IN AFFILIATE On May 29, 2020, LSBD, issued 14,000,000 0.001 50 The investment in BiosensX (North America) Inc. is accounted for by use of the equity method in accordance with ASC 323 Investments - Equity Method and Joint Ventures At the date of this transaction, LSBD was the parent of both the Company and BiosensX (North America) Inc., the transfer of BiosensX shares to the Company was deemed to be a common control transaction. As a result of the share transfer, the Company has significant influence over BiosensX (North America) Inc. but, in accordance with ASC 810 Consolidation As of September 30, 2021, LSBD holds 29.9 The following table summarizes the amount recorded in the consolidated financial statements: SUMMARY OF AMOUNT RECORDED IN THE CONSOLIDATED FINANCIAL STATEMENTS September 30, 2021 June 30, 2021 Investment value $ - $ 135,692 Loss from the affiliate - (135,692 ) Carrying amount $ - $ - |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 9. COMMITMENTS AND CONTINGENCIES On January 21, 2021, the Company entered into a sponsored research agreement with Johns Hopkins Bloomberg School of Public Health to accelerate the development of next-generation saliva-based diagnostic tests. The Company is collaborating with the Bloomberg School of Public Health to optimize the collection of saliva and monitoring of diverse biomarkers across a number of modalities including clinical chemistry and infectious diseases. Johns Hopkins intend to utilize biosensor products to conduct in-field epidemiological studies. The Company agreed to pay Johns Hopkins a total amount of $ 423,589 105,897 During February 2021 the Company signed a deed of confirmation and variation with the University of Newcastle for the research and development of the Saliva Glucose Biosensor and the SARS-COV-2 Antibody Biosensor. The Company agreed to pay the University of Newcastle $ 2,054,880 841,913 The Company has no From time to time, the Company may become a party to various legal proceedings arising in the ordinary course of business. Based on information currently available, the Company is not involved in any pending or threatened legal proceedings that it believes could reasonably be expected to have a material adverse effect on its financial condition, results of operations or liquidity. However, legal matters are inherently uncertain, and the Company cannot guarantee that the outcome of any potential legal matter will be favorable to the Company. |
INCOME TAX
INCOME TAX | 3 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAX | NOTE 10. INCOME TAX The Company shall file its income tax returns with the Internal Revenue Service and Australian Taxation Office. The Company has net operating losses carried forward of $ 29,590,918 The net operating loss carried forward gives rise to a deferred tax asset of approximately $ 7,219,880 7,219,880 |
LOSS PER SHARE
LOSS PER SHARE | 3 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
LOSS PER SHARE | NOTE 11. LOSS PER SHARE Basic loss per common share is computed by dividing net loss allocable to common shareholders by the weighted average number of shares of common stock or common stock equivalents outstanding. Diluted loss per common share is computed similar to basic loss per common share except that it reflects the potential dilution that could occur if dilutive securities or other obligations to issue common stock were exercised or converted into common stock. SCHEDULE OF BASIC LOSS PER COMMON SHARE POTENTIAL DILUTIVE SECURITIES 2021 2020 Three Months Ended September 30, 2021 2020 Net loss attributable to GBS, Inc. $ (1,432,652 ) $ (1,072,510 ) Basic and diluted net loss per share attributed to common shareholders $ (0.10 ) $ (0.12 ) Weighted-average number of shares outstanding 14,006,127 8,630,000 The following outstanding warrants and preferred shares were excluded from the computation of diluted net loss per share for the periods presented because their effect would have been anti-dilutive: SCHEDULE OF ANTI-DILUTIVE WARRANTS Three Months Ended September 30, 2021 2020 Warrants - Series A 1,401,377 - Warrants - Series B 59,782 - Warrants issued to underwriters 63,529 - Pre IPO warrants 2,736,675 2,250,376 Warrants issued to LSBD 3,000,000 - Preferred stock - Series A - 2,810,190 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, our condensed consolidated financial statements do not include all the information and footnotes required by GAAP for complete financial statements. Normal and recurring adjustments considered necessary for a fair statement of the results for the interim periods, in the opinion of the Company’s management, have been included. Operating results for the three months ended September 30, 2021, are not necessarily indicative of the results that may be expected for the year ending June 30, 2022. The accompanying condensed consolidated financial statements and related footnote disclosures should be read in conjunction with the consolidated financial statements and notes thereto included in our Form 10-K for the year ended June 30, 2021, which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on September 16, 2021 and amended on Form 10-K/A filed with the SEC on September 30, 2021 (as amended, the “2021 Form 10-K”). |
Principles of consolidation | Principles of consolidation These accompanying condensed consolidated financial statements include the accounts of the Company, all wholly owned and majority-owned subsidiaries in which the Company has a controlling voting interest and, when applicable, variable interest entities in which the Company has a controlling financial interest or is the primary beneficiary. Investments in affiliates where the Company does not exert a controlling financial interest are not consolidated. All significant intercompany transactions and balances have been eliminated upon consolidation. |
Use of estimates | Use of estimates The preparation of consolidated financial statements in conformity with GAAP 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 consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could materially differ from those estimates. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior periods to conform to current period presentation within the consolidated statements of operations and other comprehensive loss. |
Revenue recognition | Revenue recognition Revenue from contracts with customers is recognized when, or as, the Company satisfies its performance obligations by delivering the promised goods or service deliverables to the customers. A good or service deliverable is transferred to a customer when, or as, the customer obtains control of that good or service deliverable. Research and Development (R & D) tax refund The Company measures the research and development grant income and receivable by considering the time spent by employees on eligible research and development activities and research and development costs incurred to external service providers. The research and development tax refund receivable is recognized as the Company believes that it probable that the amount will be recovered in full through a future claim. No research and development tax refund income is recognized in current and comparative period. |
Foreign currency translation | Foreign currency translation Assets and liabilities of foreign subsidiaries are translated from local (functional) currency to reporting currency (U.S. dollar) at the rate of exchange in effect on the consolidated balance sheets date; income and expenses are translated at the average rate of exchange prevailing during the year. The functional currency of GBS Inc. is the United States dollar. Foreign currency movements resulted in a loss of $ 67,482 50,568 |
Income taxes | Income taxes In accordance with the provisions of Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 740, Income Taxes As of September 30, 2021, the Company had no uncertain tax positions that qualified for either recognition or disclosure in the consolidated financial statements. Additionally, the Company had no interest and penalties related to income taxes. |
Licensing rights | Licensing rights During the first quarter of the fiscal year ended June 30 2020, the Company purchased the license right procurement assets from LSBD for an amount of $ 976,308 On September 12, 2019, the Company entered into an amended and restated license agreement for Saliva Biosensor Technology. On June 23, 2020, the Company entered into a license agreement with LSBD for the worldwide rights to SARS-CoV – 2 application of the Saliva Glucose Biosensor. In relation to these licenses, there is no set expiration date for the license. However, the exclusivity of the license granted under the license agreement runs until the expiration of the patent portfolio covered by the agreement which is currently until 2033. No royalties have been incurred through to September 30,2021 (September 30, 2020: $nil). On March 31, 2021, GBS entered into an agreement with LSBD to provide GBS an option to acquire an exclusive license to use LSBD’s intellectual property in the Saliva Glucose Biosensor in North America (the “Option Agreement”). The Option Agreement has a term of two years and the exercise price for the option is $ 5 million. The fee of $ 0.5 million incurred for the option was expensed in the period incurred. |
Deferred grant income | Deferred grant income On June 30, 2021, GBS executed a definitive grant agreement with the Australian Government to assist with building a manufacturing facility. The grant has a total value of up to $ 4.7 Accounting for the grant does not fall under ASC 606, Revenue from Contracts with Customers, as the Australian Government will not benefit directly from our manufacturing facility. As there is no authoritative guidance under U.S. GAAP on accounting for grants to for-profit business entities, we applied International Accounting Standards 20 (“IAS 20”), Accounting for Government Grants and Disclosure of Government Assistance The Australian Government grant proceeds will be used to reimburse construction costs incurred meet the definition of grants related to assets as the primary purpose for the payments is to fund the construction of a capital asset. Under IAS 20, government grants related to assets are presented in the statement of financial position either by setting up the grant as deferred income or by deducting the grant in arriving at the carrying amount of the asset. Either of these two methods of presentation of grants related to assets in financial statements are regarded as acceptable alternatives under IAS 20. We have elected to record the grants received as deferred income using the first method. Under IAS 20, government grants are initially recognized when there is reasonable assurance the conditions of the grant will be met and the grant will be received. As of June 30, 2021, management concluded that there was reasonable assurance the grant conditions will be met and all milestone payment received. The total grant value of $ 4.7 million was recognized as both a grant receivable and deferred grant income on the grant effective date. The grant receivable was reduced by $ 1.9 million for payments received during the three months ended September 30, 2021 and $ 2.7 million remains in grant receivable on the Condensed Consolidated Balance Sheets. After initial recognition, under IAS 20, government grants are recognized in earnings on a systematic basis in a manner that mirrors the manner in which the Company recognizes the underlying costs for which the grant is intended to compensate. Further, IAS 20 permits for recognition in earnings either separately under a general heading such as other income, or as a reduction of the cost of the asset. The Company has elected to recognize government grant income separately within other income. Accordingly, the deferred income related to the construction of the manufacturing facility will be amortized over the period of depreciation for the related factory as other income. No deferred grant income was recognized in other income during the three months ended September 30, 2021. |
Net loss per share attributable to common shareholders (“EPS”) | Net loss per share attributable to common shareholders (“EPS”) The Company calculates earnings per share attributable to common shareholders in accordance with ASC Topic 260, Earning Per Share Potentially dilutive common shares shall be calculated in accordance with the treasury share method, which assumes that proceeds from the exercise of all warrants are used to repurchase common share at market value. The number of shares remaining after the proceeds are exhausted represents the potentially dilutive effect of the securities. As the Company has incurred net losses in all periods, certain potentially dilutive securities, including convertible preferred stock, warrants to acquire common stock, and convertible notes payable have been excluded in the computation of diluted loss per share as the effects are antidilutive. |
Recent accounting pronouncements | Recent accounting pronouncements As the Company is an emerging growth company, we have elected to defer the adoption of new accounting pronouncements until they would apply to private companies. In August 2020, the FASB issued ASU 2020-06, which simplifies the guidance on the issuer’s accounting for convertible debt instruments by removing the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, entities will not separately present in equity an embedded conversion feature in such debt and will account for a convertible debt instrument wholly as debt, unless certain other conditions are met. The elimination of these models will reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument that is within the scope of ASU 2020-06. Also, ASU 2020-06 requires the application of the if-converted method for calculating diluted earnings per share and treasury stock method will be no longer available. ASU 2020-06 is applicable for fiscal years beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company has not early adopted and continues to evaluate the impact of the provisions of ASU 2020-06. In February 2016, the FASB issued ASU No. 2016-02, Leases (“ASU 2016-02”). This update requires all leases with a term greater than 12 months to be recognized on the balance sheet through a right-of-use asset and a lease liability and the disclosure of key information pertaining to leasing arrangements. This new guidance is effective for fiscal years beginning after December 15, 2021, and interim period within fiscal years beginning after December 15, 2022 as amended by ASU 2020-05 with early adoption permitted. The Company has not early adopted the standard and continues to evaluate the impact. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects of the accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This standard is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2020. The Company adopted ASU 2019-12 as of July 1, 2021 and the adoption did not have a material impact on the Company’s unaudited interim condensed consolidated financial statements. |
OTHER CURRENT ASSETS (Tables)
OTHER CURRENT ASSETS (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
SCHEDULE OF OTHER CURRENT ASSETS | Other current assets consist of the following: SCHEDULE OF OTHER CURRENT ASSETS September 30, 2021 June 30, 2021 Goods and services tax receivable $ — $ 83,278 Prepayments 2,259,975 2,424,143 Other receivables 8,796 1,596 Total $ 2,268,771 $ 2,509,017 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES | Accounts payable and accrued expenses consist of the following: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES September 30, 2021 June 30, 2021 Accounts and other payables $ 614,181 $ 1,355,894 Accruals 194,555 112,074 Total $ 808,736 $ 1,467,968 |
INVESTMENT IN AFFILIATE (Tables
INVESTMENT IN AFFILIATE (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
Investments in and Advances to Affiliates [Abstract] | |
SUMMARY OF AMOUNT RECORDED IN THE CONSOLIDATED FINANCIAL STATEMENTS | The following table summarizes the amount recorded in the consolidated financial statements: SUMMARY OF AMOUNT RECORDED IN THE CONSOLIDATED FINANCIAL STATEMENTS September 30, 2021 June 30, 2021 Investment value $ - $ 135,692 Loss from the affiliate - (135,692 ) Carrying amount $ - $ - |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
SCHEDULE OF BASIC LOSS PER COMMON SHARE POTENTIAL DILUTIVE SECURITIES | SCHEDULE OF BASIC LOSS PER COMMON SHARE POTENTIAL DILUTIVE SECURITIES 2021 2020 Three Months Ended September 30, 2021 2020 Net loss attributable to GBS, Inc. $ (1,432,652 ) $ (1,072,510 ) Basic and diluted net loss per share attributed to common shareholders $ (0.10 ) $ (0.12 ) Weighted-average number of shares outstanding 14,006,127 8,630,000 |
SCHEDULE OF ANTI-DILUTIVE WARRANTS | The following outstanding warrants and preferred shares were excluded from the computation of diluted net loss per share for the periods presented because their effect would have been anti-dilutive: SCHEDULE OF ANTI-DILUTIVE WARRANTS Three Months Ended September 30, 2021 2020 Warrants - Series A 1,401,377 - Warrants - Series B 59,782 - Warrants issued to underwriters 63,529 - Pre IPO warrants 2,736,675 2,250,376 Warrants issued to LSBD 3,000,000 - Preferred stock - Series A - 2,810,190 |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF THE BUSINESS (Details Narrative) | Sep. 30, 2021 |
Parent Company [Member] | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Equity Method Investment, Ownership Percentage | 29.90% |
LIQUIDITY (Details Narrative)
LIQUIDITY (Details Narrative) - USD ($) | 3 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Liquidity | ||||
Net loss | $ 1,432,652 | $ 1,072,510 | ||
Shareholders' equity | 13,501,299 | $ (3,047,566) | $ 15,006,621 | $ (5,214,828) |
Working capital | 13,027,563 | |||
Accumulated deficit | $ 24,302,455 | $ 22,869,803 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Mar. 31, 2021 | Mar. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Foreign currency translation loss | $ 67,482 | $ 50,568 | ||||
Purchase of license right | $ 976,308 | |||||
[custom:DevelopmentAndRegulatoryApprovalExpenses] | 106,799 | $ 30,938 | ||||
Deferred grant income | $ 4,700,000 | |||||
Accounts Receivable, Sale | 1,900,000 | |||||
Grants Receivable, Noncurrent | $ 2,743,337 | $ 3,148,328 | ||||
Life Science Biosensor Diagnostics Pty Ltd [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
[custom:DevelopmentAndRegulatoryApprovalExpenses] | $ 500,000 | |||||
Option Agreement [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 2 years | |||||
Option Agreement [Member] | Life Science Biosensor Diagnostics Pty Ltd [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Proceeds from Stock Options Exercised | $ 5,000,000 |
SCHEDULE OF OTHER CURRENT ASSET
SCHEDULE OF OTHER CURRENT ASSETS (Details) - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Goods and services tax receivable | $ 83,278 | |
Prepayments | 2,259,975 | 2,424,143 |
Other receivables | 8,796 | 1,596 |
Total | $ 2,268,771 | $ 2,509,017 |
OTHER CURRENT ASSETS (Details N
OTHER CURRENT ASSETS (Details Narrative) - USD ($) | Apr. 20, 2021 | Mar. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 |
Prepaid research and development prepayment | $ 2,259,975 | $ 2,424,143 | |||
Development and regulatory approval expenses | $ 106,799 | $ 30,938 | |||
Rand D Agreement [Member] | Life Science Biosensor Diagnostics Pty Ltd [Member] | |||||
Exercise price option | $ 5,000,000 | ||||
Rand D Agreement [Member] | Biosens X North America Inc [Member] | Life Science Biosensor Diagnostics Pty Ltd [Member] | |||||
Development and regulatory approval expenses | $ 2,600,000 | ||||
Equity interest percentage | 50.00% | ||||
Research and Development Expense [Member] | |||||
Prepaid research and development prepayment | 2,600,000 | ||||
Prepayments non-current assets | $ 504,000 |
SCHEDULE OF ACCOUNTS PAYABLE AN
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
Payables and Accruals [Abstract] | ||
Accounts and other payables | $ 614,181 | $ 1,355,894 |
Accruals | 194,555 | 112,074 |
Total | $ 808,736 | $ 1,467,968 |
SHAREHOLDERS_ EQUITY (Details N
SHAREHOLDERS’ EQUITY (Details Narrative) - shares | Sep. 09, 2021 | Aug. 31, 2021 | Sep. 30, 2021 |
Series A Warrant [Member] | |||
Class of Stock [Line Items] | |||
Conversion of convertible securities | 1,401,377 | ||
Series B Warrant [Member] | |||
Class of Stock [Line Items] | |||
Conversion of convertible securities | 59,782 | ||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 400 | ||
Series A and Series B Warrants [Member] | |||
Class of Stock [Line Items] | |||
Conversion of convertible securities | 1 | ||
Series B Convertible Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Shares issued upon conversion | 1,300,000 | ||
Conversion of stock description | Each share of Series B Convertible Preferred Stock was converted into 1 share of the Company’s common stock. |
RELATED-PARTY TRANSACTIONS (Det
RELATED-PARTY TRANSACTIONS (Details Narrative) - USD ($) | Sep. 30, 2021 | Sep. 30, 2020 |
Life Science Biosensor Diagnostics Pty Ltd [Member] | ||
Related Party Transaction [Line Items] | ||
Due to related party towards overhead cost reimbursement | $ 119,652 | $ 0 |
SUMMARY OF AMOUNT RECORDED IN T
SUMMARY OF AMOUNT RECORDED IN THE CONSOLIDATED FINANCIAL STATEMENTS (Details) - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
Investments in and Advances to Affiliates [Abstract] | ||
Investment value | $ 135,692 | |
Loss from the affiliate | (135,692) | |
Carrying amount |
INVESTMENT IN AFFILIATE (Detail
INVESTMENT IN AFFILIATE (Details Narrative) - $ / shares | May 29, 2020 | Sep. 30, 2021 | Jun. 30, 2021 |
Schedule of Investments [Line Items] | |||
Common stock, shares, issued | 14,882,522 | 13,582,122 | |
Common stock price per share | $ 0.01 | $ 0.01 | |
Parent Company [Member] | |||
Schedule of Investments [Line Items] | |||
Equity interest percentage | 29.90% | ||
BiosensX [Member] | |||
Schedule of Investments [Line Items] | |||
Common stock, shares, issued | 14,000,000 | ||
Common stock price per share | $ 0.001 | ||
Equity interest percentage | 50.00% | ||
Equity method investment, description | At the date of this transaction, LSBD was the parent of both the Company and BiosensX (North America) Inc., the transfer of BiosensX shares to the Company was deemed to be a common control transaction. As a result of the share transfer, the Company has significant influence over BiosensX (North America) Inc. but, in accordance with ASC 810 Consolidation, LSBD is deemed to have control over BiosensX (North America) Inc. due to its direct ownership of 50% in BiosensX (North America) Inc. and indirect ownership of 50% in BiosensX (North America) Inc. through GBS Inc. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | Feb. 28, 2021 | Sep. 30, 2021 | Jan. 21, 2021 |
Future minimum lease commitments | $ 0 | ||
Purchase commitments | 0 | ||
Johns Hopkins Bloomberg School [Member] | Sponsored Research Agreement [Member] | |||
Milestone payable | 105,897 | $ 423,589 | |
University Of Newcastle [Member] | |||
Research and development expense | $ 2,054,880 | ||
Remaining payable amount | $ 841,913 |
INCOME TAX (Details Narrative)
INCOME TAX (Details Narrative) | Sep. 30, 2021USD ($) |
Income Tax Disclosure [Abstract] | |
Net operating loss carried forward | $ 29,590,918 |
Deferred tax assets | 7,219,880 |
Valuation allowance deferred tax assets | $ 7,219,880 |
SCHEDULE OF BASIC LOSS PER COMM
SCHEDULE OF BASIC LOSS PER COMMON SHARE POTENTIAL DILUTIVE SECURITIES (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Per Share [Abstract] | ||
Net loss attributable to GBS, Inc. | $ (1,432,652) | $ (1,072,510) |
Basic and diluted net loss per share attributed to common shareholders | $ (0.10) | $ (0.12) |
Weighted-average number of shares outstanding | 14,006,127 | 8,630,000 |
SCHEDULE OF ANTI-DILUTIVE WARRA
SCHEDULE OF ANTI-DILUTIVE WARRANTS (Details) - shares | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Warrants - Series A [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 1,401,377 | |
Warrants - Series B [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 59,782 | |
Warrants Issued to Underwriters [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 63,529 | |
Pre IPO Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 2,736,675 | 2,250,376 |
Warrant Issued To Life Science Biosensor Diagnostics Pty Ltd [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 3,000,000 | |
Series A Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 2,810,190 |