Cover
Cover - shares | 6 Months Ended | |
Dec. 31, 2020 | Mar. 08, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | Hawkeye Systems, Inc. | |
Entity Central Index Key | 0001750777 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Current Reporting Status | No | |
Document Period End Date | Dec. 31, 2020 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2021 | |
Entity Ex Transition Period | false | |
Entity Common Stock Shares Outstanding | 17,164,659 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | No |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2020 | Jun. 30, 2020 |
Current assets: | ||
Cash | $ 250,410 | $ 911,747 |
Accounts receivable | 540 | 47,656 |
Inventory, net | 1,371,066 | 509,517 |
Prepaid expenses | 14,106 | 6,667 |
Total current assets | 1,636,122 | 1,475,587 |
Equipment, net | 0 | 737 |
Note receivable - Radiant Images, Inc., net of allowance of $1,459,842 | 0 | 0 |
Total assets | 1,636,122 | 1,476,324 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 426,560 | 332,327 |
Convertible note payable, net of discount | 0 | 137,625 |
Convertible note payable, net of discount - related party | 379,155 | 211,305 |
Note payable - related parties | 0 | 200,000 |
Common stock payable | 9,000 | 6,000 |
Common stock payable - related party | 477,000 | 430,000 |
Total current liabilities | 1,291,715 | 1,317,257 |
Total liabilities | 1,291,715 | 1,317,257 |
Stockholders' equity: | ||
Preferred stock, $0.0001 par value, 50,000,000 shares authorized; no shares issued or outstanding | 0 | 0 |
Common stock, $0.0001 par value, 400,000,000 shares authorized; 17,064,659 and 14,828,036 shares issued and outstanding, respectively | 1,706 | 1,483 |
Additional paid-in capital | 7,524,390 | 4,527,925 |
Common stock to be issued - 60,000 and 425,000 shares, respectively | 30,000 | 139,500 |
Accumulated deficit | (7,211,689) | (4,509,841) |
Total stockholders' equity | 344,407 | 159,067 |
Total liabilities and stockholders' equity | $ 1,636,122 | $ 1,476,324 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2020 | Jun. 30, 2020 |
Non Current liabilities: | ||
Note receivable, net of allowance | $ 1,459,842 | $ 0 |
Stockholder's Equity | ||
Preferred stock, shares par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, shares issued | 17,064,659 | 14,828,036 |
Common stock, shares outstanding | 17,064,659 | 14,828,036 |
Common stock to be issued shares | 60,000 | 425,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) | ||||
Sales | $ 0 | $ 0 | $ 382,346 | $ 0 |
Cost of sales | 0 | 0 | 320,379 | 0 |
Gross profit | 0 | 0 | 61,967 | 0 |
Operating expenses: | ||||
General and administrative | 8,482 | 4,676 | 22,279 | 23,088 |
Management compensation | 187,624 | 0 | 341,286 | 0 |
Professional fees | 17,480 | 44,320 | 55,404 | 298,415 |
Professional fees - related party | 70,740 | 210,000 | 210,180 | 246,390 |
Marketing | 34,871 | 7,470 | 83,289 | 7,470 |
Write-down of inventory | 0 | 0 | 40,164 | 0 |
Total operating expenses | 319,197 | 266,466 | 752,602 | 575,363 |
Loss from operations | (319,197) | (266,466) | (690,635) | (575,363) |
Other expense: | ||||
Interest income | 0 | 79,369 | 0 | 79,369 |
Interest expense | 0 | (10,000) | (14,333) | (10,000) |
Interest expense - related party | (37,504) | 0 | (62,903) | 0 |
Financing expense | 0 | 0 | (55,497) | 0 |
Financing expense - related party | 0 | 0 | (1,508,211) | 0 |
Loss on settlement of debt | 0 | 0 | (370,269) | 0 |
Total other expense | (37,504) | 69,369 | (2,011,213) | 69,369 |
Net loss | $ (356,701) | $ (197,097) | $ (2,701,848) | $ (505,994) |
Net loss per common share - basic and diluted | $ (0.02) | $ (0.02) | $ (0.17) | $ (0.04) |
Weighted average common shares outstanding - basic and diluted | 16,194,261 | 11,834,208 | 15,905,168 | 11,494,402 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY (Unaudited) - USD ($) | Total | Common Stock | Additional Paid-In Capital | Common Stock To Be Issued [Member] | Accumulated Deficit [Member] |
Balance, shares at Jun. 30, 2019 | 9,897,116 | ||||
Balance, amount at Jun. 30, 2019 | $ 460,508 | $ 990 | $ 2,198,891 | $ 170,000 | $ (1,909,373) |
Common stock issued for cash, shares | 449,333 | ||||
Common stock issued for cash, amount | 40,583 | $ 45 | 40,538 | 0 | 0 |
Common stock issued as compensation, shares | 1,222,000 | ||||
Common stock issued as compensation, amount | 540,988 | $ 122 | 540,866 | 0 | 0 |
Warrants issued | 7,511 | 0 | 7,511 | 0 | 0 |
Stock options | 1,918 | 0 | 1,918 | 0 | 0 |
Stock subscription received | 43,000 | 0 | 0 | 43,000 | 0 |
Stock subscription receivable | (2,787) | 0 | 0 | (2,787) | 0 |
Net loss | (308,897) | $ 0 | 0 | 0 | (308,897) |
Balance, shares at Sep. 30, 2019 | 11,568,449 | ||||
Balance, amount at Sep. 30, 2019 | 782,824 | $ 1,157 | 2,789,724 | 210,213 | (2,218,270) |
Balance, shares at Jun. 30, 2019 | 9,897,116 | ||||
Balance, amount at Jun. 30, 2019 | 460,508 | $ 990 | 2,198,891 | 170,000 | (1,909,373) |
Net loss | (505,994) | ||||
Balance, shares at Dec. 31, 2019 | 12,130,849 | ||||
Balance, amount at Dec. 31, 2019 | 1,027,714 | $ 1,213 | 3,124,868 | 317,000 | (2,415,367) |
Balance, shares at Jun. 30, 2019 | 9,897,116 | ||||
Balance, amount at Jun. 30, 2019 | 460,508 | $ 990 | 2,198,891 | 170,000 | (1,909,373) |
Balance, shares at Jun. 30, 2020 | 14,828,036 | ||||
Balance, amount at Jun. 30, 2020 | 159,067 | $ 1,483 | 4,527,925 | 139,500 | (4,509,841) |
Balance, shares at Sep. 30, 2019 | 11,568,449 | ||||
Balance, amount at Sep. 30, 2019 | 782,824 | $ 1,157 | 2,789,724 | 210,213 | (2,218,270) |
Common stock issued for cash, shares | 50,000 | ||||
Common stock issued for cash, amount | 49,802 | $ 5 | 49,797 | 0 | 0 |
Common stock issued as compensation, shares | 366,400 | ||||
Common stock issued as compensation, amount | 183,200 | $ 36 | 183,164 | 0 | 0 |
Stock subscription received | (50,000) | 0 | 0 | (50,000) | 0 |
Stock subscription receivable | 2,787 | 0 | 0 | 2,787 | 0 |
Net loss | (197,097) | $ 0 | 0 | 0 | (197,097) |
Common stock issued as financing, shares | 100,000 | ||||
Common stock issued as financing, amount | 50,000 | $ 10 | 49,990 | 0 | 0 |
Warrant issued for services | 198 | $ 0 | 198 | 0 | 0 |
Warrants exercised, shares | 46,000 | ||||
Warrants exercised, amount | 52,000 | $ 5 | 51,995 | 0 | 0 |
Warrant subscription received | 154,000 | $ 0 | 0 | 154,000 | 0 |
Balance, shares at Dec. 31, 2019 | 12,130,849 | ||||
Balance, amount at Dec. 31, 2019 | 1,027,714 | $ 1,213 | 3,124,868 | 317,000 | (2,415,367) |
Balance, shares at Jun. 30, 2020 | 14,828,036 | ||||
Balance, amount at Jun. 30, 2020 | 159,067 | $ 1,483 | 4,527,925 | 139,500 | (4,509,841) |
Net loss | (2,345,147) | $ 0 | (2,345,147) | ||
Warrants exercised, shares | 175,000 | ||||
Warrants exercised, amount | 67,500 | $ 17 | 67,483 | 0 | 0 |
Common shares issued for stock to be issued, shares | 365,000 | ||||
Common shares issued for stock to be issued, amount | 0 | $ 37 | 109,463 | (109,500) | 0 |
Common shares issued for conversion of debt, shares | 469,623 | ||||
Common shares issued for conversion of debt, amount | 525,978 | $ 47 | 525,931 | 0 | 0 |
Stock based compensation - options | 119,155 | 0 | 119,155 | 0 | 0 |
Stock based compensation - warrant | 1,563,708 | 0 | 1,563,708 | 0 | 0 |
Debt forgiveness | 20,932 | $ 0 | 20,932 | 0 | 0 |
Balance, shares at Sep. 30, 2020 | 15,837,659 | ||||
Balance, amount at Sep. 30, 2020 | 111,193 | $ 1,584 | 6,934,597 | 30,000 | (6,854,988) |
Balance, shares at Jun. 30, 2020 | 14,828,036 | ||||
Balance, amount at Jun. 30, 2020 | 159,067 | $ 1,483 | 4,527,925 | 139,500 | (4,509,841) |
Net loss | (2,701,848) | ||||
Balance, shares at Dec. 31, 2020 | 17,064,659 | ||||
Balance, amount at Dec. 31, 2020 | 344,407 | $ 1,706 | 7,524,390 | 30,000 | (7,211,689) |
Balance, shares at Sep. 30, 2020 | 15,837,659 | ||||
Balance, amount at Sep. 30, 2020 | 111,193 | $ 1,584 | 6,934,597 | 30,000 | (6,854,988) |
Common stock issued for cash, shares | 612,000 | ||||
Common stock issued for cash, amount | 153,000 | $ 61 | 152,939 | 0 | 0 |
Net loss | (356,701) | 0 | 0 | (356,701) | |
Common shares issued for conversion of debt, amount | 180,000 | 51 | 179,949 | 0 | 0 |
Stock based compensation - options | 119,155 | 0 | 119,155 | 0 | 0 |
Stock based compensation - warrant | 0 | 0 | 0 | 0 | 0 |
Common shares issued for stock to be issued | 0 | $ 0 | 0 | ||
Common stock and warrants issued for cash, shares | 100,000 | ||||
Common stock and warrants issued for cash, amount | 20,000 | $ 10 | 19,990 | 0 | 0 |
Common shares issued for settlement of debt, shares | 515,000 | ||||
Beneficial conversion feature | 117,760 | $ 0 | 117,760 | 0 | 0 |
Balance, shares at Dec. 31, 2020 | 17,064,659 | ||||
Balance, amount at Dec. 31, 2020 | $ 344,407 | $ 1,706 | $ 7,524,390 | $ 30,000 | $ (7,211,689) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (2,701,848) | $ (505,994) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 737 | 1,205 |
Write-down of inventory | 40,164 | 0 |
Loss on settlement of debt | 370,269 | 0 |
Amortization of debt discount | 47,985 | 0 |
Stock based compensation - options and warrant | 1,802,018 | 467,101 |
Common stock issued and warrants exercised for services | 0 | 0 |
Change in operating assets and liabilities: | ||
Accounts receivable | 47,116 | 0 |
Inventory | (901,713) | 0 |
Prepaid expense | (7,439) | 4,855 |
Interest receivable | 0 | (79,369) |
Accounts payable and accrued liabilities | 300,874 | (6,393) |
Common stock payable | 3,000 | 0 |
Net cash used in operating activities | (998,837) | (118,595) |
Cash flows from investing activities: | ||
Shares issued for Radiant Images, Inc. deposit | 0 | 70,000 |
Note receivable Radiant Images, Inc. | 0 | (1,188,000) |
Investment in Radiant Images, Inc. | 0 | 920,000 |
Net cash used in investing activities | 0 | (198,000) |
Cash flows from financing activities: | ||
Sales of common stock and warrants, net of issuance costs | 20,000 | 100,000 |
Net proceeds from convertible note - related party | 250,000 | 0 |
Proceeds from exercise of warrants | 67,500 | 52,000 |
Stock subscription receivable | 0 | 0 |
Stock subscriptions received | 0 | 147,000 |
Net cash provided by financing activities | 337,500 | 299,000 |
Net change in cash | (661,337) | (17,595) |
Cash beginning of period | 911,747 | 18,372 |
Cash end of period | 250,410 | 777 |
Supplemental cash flow information | ||
Cash paid for interest | 0 | 0 |
Cash paid for taxes | 0 | 0 |
Non-cash investing and financing activities: | ||
Common stock issued on conversion of note payable | 535,978 | 0 |
Common stock issued for accrued salary | 180,000 | 0 |
Common stock issued exchanged for common stock payable | 153,000 | 0 |
Beneficial conversion feature | 117,760 | |
Reclassification from note payable related party to stock payable | 200,000 | 0 |
Reclassification from common stock to be issued to common stock | 109,500 | 0 |
Debt forgiveness | $ 20,932 | $ 0 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Dec. 31, 2020 | |
Summary of Significant Accounting Policies | |
Note 1 - Summary of Significant Accounting Policies | Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the unaudited condensed consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the unaudited condensed consolidated financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K, for the year ended June 30, 2020, as filed with the SEC on February 1, 2021. 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 revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. Significant estimates in the accompanying financial statements include useful lives of property and equipment, fair value assumptions used for stock-based compensation, valuation of beneficial conversion feature on convertible notes and the valuation allowance on deferred tax assets. Accounts receivable and allowance for doubtful accounts Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in its existing accounts receivable. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments for services or goods. Accounts with known financial issues are first reviewed and specific estimates are recorded. The remaining accounts receivable balances are then grouped in categories by the number of days the balance is past due, and the estimated loss is calculated as a percentage of the total category based upon past history. Account balances are charged against the allowance when it is probable that the receivable will not be recovered. The Company had no allowance for doubtful accounts at December 31, 2020 or June 30, 2020. Fair value measurements When required to measure assets or liabilities at fair value, the Company uses a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used. The Company determines the level within the fair value hierarchy in which the fair value measurements in their entirety fall. The categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 uses quoted prices in active markets for identical assets or liabilities, Level 2 uses significant other observable inputs, and Level 3 uses significant unobservable inputs. The amount of the total gains or losses for the period are included in earnings that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date. The Company has no assets or liabilities that are adjusted to fair value on a recurring basis. Revenue recognition Revenue is recorded in accordance with Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers Topic 606 Cost of sales Cost of sales includes inventory costs and shipping and freight expenses. Basic and diluted earnings per share Basic earnings per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated based on the weighted average number of common shares outstanding during the period plus the effect of potentially dilutive common stock equivalents, including stock options, warrants to purchase the Company’s common stock, and convertible note payable. For the six months ended December 31, 2020 and 2019, potentially dilutive common stock equivalents not included in the calculation of diluted earnings per share because they were anti-dilutive are as follows: December 31, December 31, 2020 2019 Warrants 9,039,131 15,272,997 Options 5,355,000 772,000 Convertible notes 2,000,000 200,000 Total possible dilutive shares 16,394,131 16,244,997 Reclassification Certain amounts from prior periods have been reclassified to conform to the current period presentation. The reclassification has no effect on previously reported results of operations or cash flows. Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued and their potential effect on our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s unaudited condensed consolidated financial statements. |
Going Concern
Going Concern | 6 Months Ended |
Dec. 31, 2020 | |
Going Concern | |
Note 2 - Going Concern | The Company’s unaudited condensed consolidated financial statements are prepared using GAAP, applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. During the six month period ended December 31, 2020, the Company had a net loss of $2,701,848. As of December 31, 2020, the Company had an accumulated deficit of $7,211,689. The Company has not established sufficient revenue to cover its operating costs and will require additional capital to continue its operating plan. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These factors raise substantial doubt about its ability to continue as a going concern. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan to obtain such resources for the Company includes: sales of equity instruments; traditional financing, such as loans; and obtaining capital from management and significant stockholders sufficient to meet its minimum operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing this plan. There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
Inventory
Inventory | 6 Months Ended |
Dec. 31, 2020 | |
Inventory | |
Note 3 - Inventory | Inventory at December 31, 2020 and June 30, 2020 consists of the following: December 31, June 30, 2020 2020 Finished goods $ 1,537,230 $ 545,112 Goods in transit - 90,405 Less: Obsolescence (166,164 ) (126,000 ) Inventory, net $ 1,371,066 $ 509,517 |
Advances to Radiant Images, Inc
Advances to Radiant Images, Inc. | 6 Months Ended |
Dec. 31, 2020 | |
Advances to Radiant Images, Inc. | |
Note 4 - Advances to Radiant Images, Inc. | Note Receivable – Radiant Images, Inc . In contemplation of the closing of the Radiant Agreement, the advance balance of $920,800 was formalized in a secured revolving promissory note (“Radiant Note)” dated April 26, 2019. Further advances to Radiant prior to the closing of the acquisition would increase the balance of the promissory note. The interest rate on the note was 12% and accrues daily on the outstanding balance and is collateralized by all of the assets of Radiant pursuant to a Security Agreement. The purchase price would be offset by the balance of the promissory note and interest upon closing. Through June 30, 2020, additional cash advances under the note receivable totaled $385,000 in equity-related transactions. In April 2020, the Company received notice from Radiant of its intent to terminate the Radiant Agreement. As per terms of the agreement, the Radiant Note and related interest became due. The Company has ceased further discussions with respect to the acquisition and is pursuing litigation for repayment of amounts due by Radiant. The Company’s investment in Radiant was structured as a revolving note and has been classified as a Note Receivable from Radiant due with accrued but unpaid interest. Pursuant to the terms of the revolving note, Radiant is required to repay the money already invested to Hawkeye with interest. The note receivable was issued on April 26, 2019, is due upon demand of the Company at any time commencing April 26, 2020. The interest rate on the note is 12% and accrues daily on the outstanding balance. During the fiscal year ended June 30, 2020, total contributions of $337,000 were made to Radiant, bringing the balance of the note receivable to $1,305,800 at June 30, 2020 (not including interest). Because of the ongoing litigation with Radiant, the Company recorded an allowance for note receivable of $1,305,800 and interest receivable of $154,042, during the year ended June 30, 2020. The Company has not calculated any additional interest or allowance for the six months ended December 31, 2020. Nevertheless, the Company intends to vigorously pursue the litigation and expects to fully collect these amounts from Radiant and/or its principals. As of December 31, 2020 and June 30, 2020, note receivable and interest receivable are as follows: December 31, June 30, 2020 2020 Note receivable $ 1,305,800 $ 1,305,800 Interest receivable 154,042 154,042 1,459,842 1,459,842 Allowance for note receivable (1,305,800 ) (1,305,800 ) Allowance for interest receivable (154,042 ) (154,042 ) $ - $ - |
Note Payable - Related Party
Note Payable - Related Party | 6 Months Ended |
Dec. 31, 2020 | |
Note Payable - Related Party | |
Note 5 - Note Payable - Related Party | On June 13, 2019, the Company entered into a Securities Purchase Agreement with a shareholder pursuant to which it issued a Promissory Note for $200,000 due on the second anniversary of issuance. The note bears interest at 10%. In connection with the Securities Purchase Agreement, the Company issued 100,000 shares of its common stock and a warrant to purchase 400,000 shares at $1.50 per share exercisable for two years from issuance. On June 13, 2020, the note matured, became due on demand and as a condition of maturity became convertible with a 40% discount to market price, but not lower than $1.00 per share. On July 1, 2020, the Company and note holder agreed to convert the note of $200,000 into 800,000 shares of common stock and accrued interest of $20,932 was forgiven. As a result, the Company reclassed note payable – related party of $200,000 to common stock payable – related party and recorded debt forgiveness of $20,932 as additional paid in capital. |
Convertible Notes Payable
Convertible Notes Payable | 6 Months Ended |
Dec. 31, 2020 | |
Convertible Notes Payable | |
Note 6 - Convertible Notes Payable | Convertible note On March 17, 2020, the Company entered into a Securities Purchase Agreement with Eagle Equities LLC pursuant to which the Company issued a 10% Convertible Redeemable Note (“Convertible Note”) for the original principal amount of $150,000. The Convertible Note is due on March 17, 2021 and on the sixth month anniversary of the Note may be converted into shares of Common Stock of the Company at a 40% discount to the lowest Volume Weighted Average Price for the Company’s common stock for the 15 days preceding the conversion. The Convertible Note may be prepaid prior to the six-month anniversary at 115% of the face if paid within 30 days, and an additional 5% every 30 days thereafter with a cap of 140%. Interest accrual and debt amortization would have begun in April 2020. Financing fees associated with the note totaled $16,500 resulting in net proceeds to the Company of $133,500. The financing fees were recognized as a discount on debt is being amortized over the term of the note. On August 4, 2020, the note of $150,000 and accrued interest of $5,708 were converted into 469,623 shares of common stock resulting in a loss of settlement of debt totaling $370,269. During the six months ended December 31, 2020, amortization of $12,375 was recognized as interest expense. As of December 31, 2020 and June 30, 2020, the balance of the note payable is $0 and $150,000 less unamortized debt discount of $0 and $12,375, to net $0 and $137,625, respectively. Interest expense of $1,958 was recognized on the convertible note during the six months ended December 31, 2020. Convertible notes – related party On April 6, 2020, the Company issued convertible note payable of $250,000 with simple interest at 10% per annum if repaid within 90 days, and simple interest at 20% per annum thereafter. The convertible note is due on April 6, 2021. At the option of holder, this note is convertible at any time which is six months from the date of issuance through that date which is one year from the date of issuance at a conversion price of $0.25 per share. In consideration for the loan of $250,000, the Borrower also granted to the Lender 100,000 stock options exercisable at $0.25 for a two-year term. The options vested upon issuance. The fair value of the options was $13,297 and was recognized as debt discount as a part of beneficial conversion feature in the year ended June 30, 2020. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $51,594, which is being amortized over the term of the note. On December 15, 2020, the Company issued convertible note payable of $250,000 with simple interest at 10% per annum if repaid within 90 days, and simple interest at 20% per annum thereafter. The convertible note is due on December 15, 2021. At the option of holder, this note is convertible at any time which is six months from the date of issuance through that date which is one year from the date of issuance at a conversion price of $0.25 per share. In consideration for the loan of $250,000, the Borrower also granted to the Lender 100,000 stock options exercisable at $0.25 for a two-year term. The options vested upon issuance. The fair value of the options was $46,380 and was recognized as debt discount as a part of beneficial conversion feature in the year ended June 30, 2020. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $117,760, which is being amortized over the term of the note. During the six months ended December 31, 2020, amortization of $35,610 was recognized as interest expense. As of December 31, 2020 and June 30, 2020, the balance of the notes payable is $500,000 and $250,000 less unamortized debt discount of $120,845 and $38,695, to net $379,155 and $211,305, respectively. Interest expense of $27,803 was recognized on the convertible notes during the six months ended December 31, 2020. |
Common stock payable
Common stock payable | 6 Months Ended |
Dec. 31, 2020 | |
Common stock payable | |
Note 7 - Common stock payable | As of December 31, 2020 and June 30, 2020, common stock payable are as follows: December 31, June 30, 2020 2020 Purchase of inventory – related party $ - $ 153,000 Related parties 477,000 277,000 Commitments 9,000 6,000 $ 486,000 $ 436,000 |
Stockholders Equity
Stockholders Equity | 6 Months Ended |
Dec. 31, 2020 | |
Stockholders Equity | |
Note 8 - Stockholders' Equity | Common Stock During the six months ended December 31, 2020, the Company had the following common stock transactions: • Issued 469,623 shares of common stock in exchange for conversion of debt and accrued interest of $525,978. • Issued 175,000 shares of common stock associated with the exercise of warrants for $67,500. • Issued 365,000 shares of common stock for stock subscriptions of $109,500 received prior to June 30, 2020. • Issued 515,000 shares of common stock in exchange for settlement of $180,000 in accrued salary to our CEO. • Issued 100,000 units consisting of: (i) 100,000 shares of common stock, and (ii) 100,000 options that are exercisable for 2 years for an exercise price of $0.25 per share. The purchase was at $0.20 per unit, for a total purchase price of $20,000. • Issued 612,000 shares of common stock for common stock payable of $153,000 During the six months ended December 31, 2019 the Company had the following common stock transactions: Stock Issuances ● Effective July 3, 2019 the Company issued 333,333 shares to an accredited investor for $50,000. As part of the investment, the investor was also issued 333,333 warrants to purchase shares of common stock for two years at $.50 per share and 100,000 options to purchase shares of common stock for two years at $.25 per share ● On July 19, 2019 the Company issued 260,000 shares to Michael Mansouri and 260,000 shares to Gianna Wolfe as consulting expense in connection with the acquisition of Radiant Images, Inc. ● Effective July 28, 2019 the Company issued 200,000 shares to a related party in consideration for the payment of $50,000 to the Joint Venture, 80,000 shares to an accredited investor in consideration for $20,000 paid on behalf of the Joint Venture, and 22,000 shares to a related party for legal services valued at $11,000. ● On August 2, 2019 the investor who acquired a note on January 22, 2019 converted that note to 400,000 shares of common stock. ● On October 9, 2019 the Company issued 18,400 shares for accounting services, 18,000 shares for corporate development, investment advisory and investor relations services and 330,000 shares to a related party for legal services and services as a director of the Company. The shares were valued at $183,200. ● On October 11, 2019 the Company issued 6,000 shares upon exercise of warrants to an accredited investor. ● On October 17, 2019 the Company issued 100,000 shares as additional consideration for a convertible note issued to an accredited investor. ● On October 22nd, 2019 the Company issued 40,000 shares upon exercise of warrants to an accredited investor. Stock Subscription Received ● Effective July 9, 2019 an investor subscribed to purchase: (i) 60,000 shares of common stock, and (ii) 60,000 Series C Warrants that are exercisable for 2 years from this date for an exercise price of $.50 per share. The purchase is at a price of $.25 per unit, for a total purchase price of $15,000, of which $2,787 was receivable at September 30, 2019. The 60,000 shares were issued on January 23, 2020. ● On September 10, 2019 the Company sold 56,000 shares to an accredited investor for $28,000. Included with the purchase was warrants to 112,000 shares at $1.00 per year for two years and warrants to purchase 112,000 shares at $2.00 per year for two years. ● On September 13, 2019 the Company sold 20,000 shares to an accredited investor for $10,000. Included in the purchase was warrants to 40,000 shares at $1.00 per share for one year and warrants to purchase 40,000 at $2.00 per share for two years. ● On October 1, 2019 the Company sold 20,000 shares to an accredited investor for $10,000. Included with the purchase was warrants to 20,000 shares at $1.50 per year for two years and warrants to purchase 20,000 shares at $2.50 per year for one year. ● On September 10, 2019 the Company sold 20,000 shares to an accredited investor for $10,000. Included with the purchase was warrants to 20,000 shares at $1.00 per year for two years and warrants to purchase 20,000 shares at $2.00 per year for two years. ● On October 9, 2019 the Company issued 380,000 shares upon exercise of warrants to an accredited investor. ● On October 17, 2019 the Company sold 40,000 shares to an accredited investor for $20,000. Included with the purchase was warrants to purchase 40,000 shares at $1.00 per share for one year. ● On October 22, 2019 the Company sold 50,000 shares to an accredited investor for $50,000. Included with the purchase was warrants to purchase 50,000 shares at $2.00 per share for two years. ● On November 21, 2019 the Company issued 40,000 shares upon exercise of warrants to an accredited investor. Common Stock to be Issued As of December 31, 2020 and June 30, 2020, the Company received payment for unissued capital stock resulting in 60,000 and 425,000 shares of common stock to be issued for payments of $30,000 and $139,500, respectively. Balance at June 30, 2020 $ 139,500 Received on subscription - Common stock certificates issued (109,500 ) Balance at December 31, 2020 $ 30,000 Stock Purchase Warrants Transactions in stock purchase warrants for the six months ended December 31, 2020 are as follows: Number of Weighted Average Warrants Exercise Price Balance at June 30, 2020 7,047,135 $ 1.52 Granted 2,278,996 $ 1.06 Exercised – shares issued (175,000 ) $ 0.39 Expired (112,000 ) $ 1.00 Balance at December 31, 2020 9,039,131 $ 1.32 The composition of the Company’s warrants outstanding at December 31, 2020 are as follows: Exercise Price Number of Warrants Weighted Average Remaining Life (in years) $ 0.20 100,000 1.92 $ 0.30 349,998 3.33 $ 0.50 1,059,999 2.28 $ 1.00 3,097,317 1.00 $ 1.50 20,000 0.75 $ 2.00 4,260,666 1.19 $ 2.50 151,151 0.02 9,039,131 1.32 During the six months ended December 31, 2020, the Company issued 2,278,996 warrants to purchase common stock. The fair value of the warrants was determined using the Black-Scholes option pricing model with the following assumptions: Six months ended December 31, 2020 Year ended June 30, 2020 Exercise price $ 0.30 to 2.00 $ 1.00 Expected term (in years) 0.04 – 2.00 years 1.00 years Risk-free rate 0.12 – 0.17 % 0.13 to 0.18 % Volatility 440 - 660 % 111 to 190 % Dividend yield - - During the six months ended December 31, 2020, $1,563,708 was expensed for the extension of warrants that had expired, of which $1,508,211 was to a related party. Stock Options During the six months ended December 31, 2020 and year ended June 30, 2020, 0 and 3,800,000 options were granted, respectively. The fair value of the options was determined using the Black-Scholes option pricing model with the following assumptions: December 31, June 30, 2020 2020 Trading price $ 0.55 $ 0.06-$0.47 Exercise price $ 0.25 $ 0.10-$0.50 Expected term (in years) 1.0 1.0 - 5.0 Risk-free rate 0.09 % 0.19% - 2.46 % Volatility 235 % 97% - 174 % Dividend yield - - The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant. The Company has no history or expectation of paying cash dividends on its common stock. Transactions in stock options for the six months ended December 31, 2020 are as follows: Weighted average Number of Weighted average remaining life options exercise price (in years) Outstanding, June 30, 2020 5,255,000 $ 0.25 4.28 Granted 100,000 0.25 2.00 Expired or Forfeited - - - Exercised - - - Outstanding, December 31, 2020 5,355,000 0.25 3.75 Vested, December 31, 2020 4,635,000 $ 0.27 3.67 During the six months ended December 31, 2020, $238,310 was expensed, of which $170,200 was to related parties, and as of December 31, 2020, $119,152 remains unamortized, of which $85,098 is with related parties. At December 31, 2020, the intrinsic value of the 5,355,000 outstanding options was $1,160,750. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies | |
Note 9 - Commitments and Contingencies | On August 1, 2019, the Company entered into an agreement with Stratcon Advisory and Tysadco Partners. Pursuant to the agreement, the Company will pay $6,000 per month for twelve months for corporate development, investment advisory, and investor relations services, payable $3,000 in restricted common stock and $3,000 in cash. Total expense recognized under this agreement during the six months ended December 31, 2020 and 2019 was $6,000 and $12,000, respectively. As of December 31, 2020 and June 30, 2020, the Company had a balance of $30,000 and $27,000 in accounts payable and $9,000 and $6,000 worth of common stock payable, respectively. On June 11, 2020, the Company formalized an employment agreement with its chief executive officer which provides for annual salary of $250,000 beginning with the calendar year 2020. The agreement also specified that the CEO would receive $180,000 of salary that was earned during the calendar year 2019. During the six months ended December 31, 2020, compensation expense of $30,000 was recognized under this agreement. As of December 31, 2020 and June 30, 2020, the Company has a payable due to its CEO of $30,000 and $150,000, respectively. The agreement contained provisions for severance, health benefits, and a car allowance. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Dec. 31, 2020 | |
Subsequent Events | |
Note 10 - Subsequent Events | On February 19, 2021, a related party advanced $1 million to the Company. The purpose of the advance is to purchase inventory to satisfy a customer order. The advance will be repaid upon cash being received from the end customer. In addition to the principal amount of the advance, the related party will be entitled to 1/3 of the gross profit earned on the transaction. The Company issued 40,000 shares of common stock, to a related party, for consulting services. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2020 | |
Summary of Significant Accounting Policies | |
Basis of presentation | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the unaudited condensed consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the unaudited condensed consolidated financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the financial statements and related notes included in the Company’s Annual Report on Form 10-K, for the year ended June 30, 2020, as filed with the SEC on February 1, 2021. |
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 revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. Significant estimates in the accompanying financial statements include useful lives of property and equipment, fair value assumptions used for stock-based compensation, valuation of beneficial conversion feature on convertible notes and the valuation allowance on deferred tax assets. |
Accounts receivable and allowance for doubtful accounts | Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in its existing accounts receivable. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments for services or goods. Accounts with known financial issues are first reviewed and specific estimates are recorded. The remaining accounts receivable balances are then grouped in categories by the number of days the balance is past due, and the estimated loss is calculated as a percentage of the total category based upon past history. Account balances are charged against the allowance when it is probable that the receivable will not be recovered. The Company had no allowance for doubtful accounts at December 31, 2020 or June 30, 2020. |
Fair value measurements | When required to measure assets or liabilities at fair value, the Company uses a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used. The Company determines the level within the fair value hierarchy in which the fair value measurements in their entirety fall. The categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 uses quoted prices in active markets for identical assets or liabilities, Level 2 uses significant other observable inputs, and Level 3 uses significant unobservable inputs. The amount of the total gains or losses for the period are included in earnings that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date. The Company has no assets or liabilities that are adjusted to fair value on a recurring basis. |
Revenue recognition | Revenue is recorded in accordance with Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers Topic 606 |
Cost of sales | Cost of sales includes inventory costs and shipping and freight expenses. |
Basic and diluted earnings per share | Basic earnings per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated based on the weighted average number of common shares outstanding during the period plus the effect of potentially dilutive common stock equivalents, including stock options, warrants to purchase the Company’s common stock, and convertible note payable. For the six months ended December 31, 2020 and 2019, potentially dilutive common stock equivalents not included in the calculation of diluted earnings per share because they were anti-dilutive are as follows: December 31, December 31, 2020 2019 Warrants 9,039,131 15,272,997 Options 5,355,000 772,000 Convertible notes 2,000,000 200,000 Total possible dilutive shares 16,394,131 16,244,997 |
Reclassifications | Certain amounts from prior periods have been reclassified to conform to the current period presentation. The reclassification has no effect on previously reported results of operations or cash flows. |
Recent accounting pronouncements | Management has considered all recent accounting pronouncements issued and their potential effect on our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s unaudited condensed consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Summary of Significant Accounting Policies | |
Schedule Of Basic and Diluted Earnings Per Share | December 31, December 31, 2020 2019 Warrants 9,039,131 15,272,997 Options 5,355,000 772,000 Convertible notes 2,000,000 200,000 Total possible dilutive shares 16,394,131 16,244,997 |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Inventory | |
Schedule of inventry | December 31, June 30, 2020 2020 Finished goods $ 1,537,230 $ 545,112 Goods in transit - 90,405 Less: Obsolescence (166,164 ) (126,000 ) Inventory, net $ 1,371,066 $ 509,517 |
Advances to Radiant Images, I_2
Advances to Radiant Images, Inc. (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Advances to Radiant Images, Inc. | |
Schdeule of note receivable and interest receivable | December 31, June 30, 2020 2020 Note receivable $ 1,305,800 $ 1,305,800 Interest receivable 154,042 154,042 1,459,842 1,459,842 Allowance for note receivable (1,305,800 ) (1,305,800 ) Allowance for interest receivable (154,042 ) (154,042 ) $ - $ - |
Common stock payable (Tables)
Common stock payable (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Convertible Notes Payable | |
Schedule of common stock payable | December 31, June 30, 2020 2020 Purchase of inventory – related party $ - $ 153,000 Related parties 477,000 277,000 Commitments 9,000 6,000 $ 486,000 $ 436,000 |
Stockholders Equity (Tables)
Stockholders Equity (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Schedule of payment received for unissued capital stock | Balance at June 30, 2020 $ 139,500 Received on subscription - Common stock certificates issued (109,500 ) Balance at December 31, 2020 $ 30,000 |
Schedule of financial derivative activity | Number of Weighted Average Warrants Exercise Price Balance at June 30, 2020 7,047,135 $ 1.52 Granted 2,278,996 $ 1.06 Exercised – shares issued (175,000 ) $ 0.39 Expired (112,000 ) $ 1.00 Balance at December 31, 2020 9,039,131 $ 1.32 |
Schedule of warrants outstanding | Exercise Price Number of Warrants Weighted Average Remaining Life (in years) $ 0.20 100,000 1.92 $ 0.30 349,998 3.33 $ 0.50 1,059,999 2.28 $ 1.00 3,097,317 1.00 $ 1.50 20,000 0.75 $ 2.00 4,260,666 1.19 $ 2.50 151,151 0.02 9,039,131 1.32 |
Schedule of fair value of derivatives | Six months ended December 31, 2020 Year ended June 30, 2020 Exercise price $ 0.30 to 2.00 $ 1.00 Expected term (in years) 0.04 – 2.00 years 1.00 years Risk-free rate 0.12 – 0.17 % 0.13 to 0.18 % Volatility 440 - 660 % 111 to 190 % Dividend yield - - |
Stock options [Member] | |
Schedule of financial derivative activity | Weighted average Number of Weighted average remaining life options exercise price (in years) Outstanding, June 30, 2020 5,255,000 $ 0.25 4.28 Granted 100,000 0.25 2.00 Expired or Forfeited - - - Exercised - - - Outstanding, December 31, 2020 5,355,000 0.25 3.75 Vested, December 31, 2020 4,635,000 $ 0.27 3.67 |
Schedule of fair value of derivatives | December 31, June 30, 2020 2020 Trading price $ 0.55 $ 0.06-$0.47 Exercise price $ 0.25 $ 0.10-$0.50 Expected term (in years) 1.0 1.0 - 5.0 Risk-free rate 0.09 % 0.19% - 2.46 % Volatility 235 % 97% - 174 % Dividend yield - - |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - shares | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Total possible dilutive shares | 16,394,131 | 16,244,997 |
Convertible Notes [Member] | ||
Total possible dilutive shares | 2,000,000 | 200,000 |
Options [Member] | ||
Total possible dilutive shares | 5,355,000 | 772,000 |
Warrant [Member] | ||
Total possible dilutive shares | 9,039,131 | 15,272,997 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 6 Months Ended | |
Dec. 31, 2020 | Jun. 30, 2020 | |
Going Concern | ||
Accumulated deficit | $ (7,211,689) | $ (4,509,841) |
Net loss | $ (2,701,848) |
Inventory (Details)
Inventory (Details) - USD ($) | Dec. 31, 2020 | Jun. 30, 2020 |
Inventory | ||
Finished goods | $ 1,537,230 | $ 545,112 |
Goods in transit | 0 | 90,405 |
Less: Obsolescence | (166,164) | (126,000) |
Inventory, Net | $ 1,371,066 | $ 509,517 |
Advances to Radiant Images, I_3
Advances to Radiant Images, Inc. (Details) - USD ($) | Dec. 31, 2020 | Jun. 30, 2020 |
Note receivable | $ 0 | $ 0 |
Joint Venture Agreement [Member] | ||
Note receivable | 1,305,800 | 1,305,800 |
Interest receivable | 154,042 | 154,042 |
Total receivables | 1,459,842 | 1,459,842 |
Allowance for note receivable | (1,305,800) | (1,305,800) |
Allowance for interest receivable | (154,042) | (154,042) |
Total Allowance for receivable | $ 0 | $ 0 |
Advances to Radiant Images, I_4
Advances to Radiant Images, Inc. (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended |
Apr. 26, 2019 | Jun. 30, 2020 | |
Radiant Images, Inc [Member] | ||
Description of radiant note | In contemplation of the closing of the Radiant Agreement, the advance balance of $920,800 was formalized in a secured revolving promissory note (“Radiant Note)” dated April 26, 2019. | |
Additional cash advances | $ 385,000 | |
Advances to Radiant Images, Inc. | $ 920,800 | |
Radiant Agreement [Member] | April 2020 [Member] | ||
Interest rate | 12.00% | |
Total contribution | $ 337,000 | |
Note receivable | 1,305,800 | |
Allowance for note receivable | 1,305,800 | |
Allowance for interest receivable | $ 154,042 |
Notes Payable Related Party (De
Notes Payable Related Party (Details Narrative) - USD ($) | Jun. 13, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 13, 2019 |
Conversion of common stock, amount | $ 20,000 | ||||
Debt forgiveness | $ 20,932 | $ 0 | |||
July 1 2020 [Member] | |||||
Conversion of common stock, shares | 800,000 | ||||
Conversion of common stock, amount | $ 200,000 | ||||
Note payable - related parties | $ 200,000 | 200,000 | |||
Debt forgiveness | 20,932 | ||||
Accrued interest forgiven | $ 20,932 | ||||
Securities Purchase Agreement [Member] | |||||
Related Party | $ 200,000 | ||||
Origination shares issued | 100,000 | ||||
Purchase shares of warrant | 400,000 | ||||
Debt instrument interest rate | 10.00% | ||||
Purchase price per share | $ 1.50 | ||||
Term of debt, description | The note matured, became due on demand and as a condition of maturity became convertible with a 40% discount to market price, but not lower than $1.00 per share. |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details Narrative) - USD ($) | Dec. 15, 2020 | Aug. 04, 2020 | Apr. 06, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 |
Note payable, net of discount | $ 0 | $ 0 | $ 200,000 | ||||
Finance fees | 16,500 | ||||||
Amortization of interest expense | 35,610 | ||||||
Unamortized debt discount | 120,845 | 120,845 | 38,695 | ||||
Notes payable, balance | 500,000 | 500,000 | 250,000 | ||||
Notes payable descriptions | The Company issued convertible note payable of $250,000 with simple interest at 10% per annum if repaid within 90 days, and simple interest at 20% per annum thereafter. The convertible note is due on December 15, 2021. | ||||||
Interest expense | 27,803 | ||||||
Conversion price | $ 0.25 | $ 0.25 | |||||
Net proceeds of the fees | 133,500 | ||||||
Note issued | $ 250,000 | $ 250,000 | |||||
Beneficial conversion feature | 117,760 | ||||||
Note payable, net of discount | 379,155 | 379,155 | 211,305 | ||||
Debt forgiveness | $ 20,932 | $ 0 | |||||
Securities Purchase Agreement [Member] | March 17, 2020 [Member] | |||||||
Maturity date | Mar. 17, 2021 | ||||||
Debt instrument descriptions | Note may be converted into shares of Common Stock of the Company at a 40% discount to the lowest Volume Weighted Average Price for the Company’s common stock for the 15 days preceding the conversion. The Convertible Note may be prepaid prior to the six-month anniversary at 115% of the face if paid within 30 days, and an additional 5% every 30 days thereafter with a cap of 140%. Interest accrual and debt amortization would have begun in April 2020. | ||||||
Debt instrument principal amount | $ 150,000 | ||||||
Lender [Member] | |||||||
Beneficial conversion feature | 51,594 | ||||||
Fair value of options | 13,297 | ||||||
Consideration amount | $ 250,000 | $ 250,000 | |||||
Stock option exercisable | 100,000 | 100,000 | |||||
Exercisable price | $ 0.25 | $ 0.25 | |||||
Term of option | 2 years | ||||||
Convertible Notes One [Member] | Related Party [Member] | |||||||
Beneficial conversion feature | 117,760 | 46,380 | |||||
Fair value of options | 13,297 | ||||||
Convertible Notes [Member] | |||||||
Amortization of interest expense | 12,375 | ||||||
Unamortized debt discount | 0 | 0 | 12,375 | ||||
Notes payable, balance | 0 | 0 | 150,000 | ||||
Interest expense | 1,958 | ||||||
Note payable, net of discount | $ 0 | $ 0 | $ 137,625 | ||||
Debt conversion, converted instrument, amount | $ 150,000 | ||||||
Debt conversion, converted instrument, shares issued | 469,623 | ||||||
Accrued interest | $ 5,708 | ||||||
Debt forgiveness | $ 370,269 |
Common stock payable (Details)
Common stock payable (Details) - USD ($) | Dec. 31, 2020 | Jun. 30, 2020 |
Common stock payable | $ 486,000 | $ 436,000 |
Purchase of inventory - related party [Member] | ||
Common stock payable | 0 | 153,000 |
Related Parties [Member] | ||
Common stock payable | 477,000 | 277,000 |
Commitments [Member] | ||
Common stock payable | $ 9,000 | $ 6,000 |
Stockholders Equity (Details)
Stockholders Equity (Details) | 6 Months Ended |
Dec. 31, 2020USD ($) | |
Stockholders Equity | |
Beginning balance | $ 139,500 |
Received on subscription | 0 |
Common stock certificates issued | (109,500) |
Ending balance | $ 30,000 |
Stockholders Equity (Details 1)
Stockholders Equity (Details 1) - USD ($) | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2020 | |
Warrant Shares | ||
Warrant shares, Granted | 0 | 3,800,000 |
Warrant [Member] | ||
Warrant Shares | ||
Warrants shares, beginnig balance | 7,047,135 | |
Warrant shares, Granted | 2,278,996 | |
Warrant shares, Exercised - shares issued | (175,000) | |
Warrant shares, Expired | $ (112,000) | |
Warrants shares, ending balance | 9,039,131 | 7,047,135 |
Weighted Average Exercise Price | ||
Weighted average exercise price, beginning | $ 1.52 | |
Weighted average exercise price, Granted | 1.06 | |
Weighted average exercise price, Exercised | 0.39 | |
Weighted average exercise price, Expired | 1 | |
Weighted average exercise price, Ending | $ 1.32 | $ 1.52 |
Stockholders Equity (Details 2)
Stockholders Equity (Details 2) | 6 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Number of Warrants | 9,039,131 |
Weighted Average Remaining Life (in years) | 1 year 3 months 25 days |
Warrants outsanding 6 [Member] | |
Number of Warrants | 151,151 |
Weighted Average Remaining Life (in years) | 7 days |
Exercise Price | $ / shares | $ 2.50 |
Warrants outsanding 5 [Member] | |
Number of Warrants | 4,260,666 |
Weighted Average Remaining Life (in years) | 1 year 2 months 8 days |
Exercise Price | $ / shares | $ 2 |
Warrants outsanding 4 [Member] | |
Number of Warrants | 20,000 |
Weighted Average Remaining Life (in years) | 8 months 30 days |
Exercise Price | $ / shares | $ 1.50 |
Warrants outsanding 3 [Member] | |
Number of Warrants | 3,097,317 |
Weighted Average Remaining Life (in years) | 1 year |
Exercise Price | $ / shares | $ 1 |
Warrants outsanding 2 [Member] | |
Number of Warrants | 1,059,999 |
Weighted Average Remaining Life (in years) | 2 years 3 months 10 days |
Exercise Price | $ / shares | $ 0.50 |
Warrants outsanding 1 [Member] | |
Number of Warrants | 349,998 |
Weighted Average Remaining Life (in years) | 3 years 3 months 29 days |
Exercise Price | $ / shares | $ 0.30 |
Warrants outsanding [Member] | |
Number of Warrants | 100,000 |
Weighted Average Remaining Life (in years) | 1 year 11 months 1 day |
Exercise Price | $ / shares | $ 0.20 |
Stockholders Equity (Details 3)
Stockholders Equity (Details 3) - Warrant [Member] - $ / shares | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2020 | |
Exercise price | $ 1 | |
Expected term (in years) | 1 year | |
Minimum [Member] | ||
Exercise price | $ 0.30 | |
Expected term (in years) | 14 days | |
Risk-free rate | 0.12% | 0.13% |
Volatility: | 440.00% | 111.00% |
Maximum [Member] | ||
Exercise price | $ 2 | |
Expected term (in years) | 2 years | |
Risk-free rate | 0.17% | 0.18% |
Volatility: | 660.00% | 190.00% |
Stockholders Equity (Details 4)
Stockholders Equity (Details 4) - $ / shares | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2020 | |
Stock Option [Member] | Minimum [Member] | ||
Exercise price | $ 0.10 | |
Trading price | $ 0.06 | |
Expected term (in years) | 1 year | |
Volatility | 97.00% | |
Risk-free rate | 0.19% | |
Stock Option [Member] | Maximum [Member] | ||
Exercise price | $ 0.50 | |
Trading price | $ 0.47 | |
Expected term (in years) | 5 years | |
Volatility | 174.00% | |
Risk-free rate | 2.46% | |
Stock options [Member] | ||
Dividend yield | 235.00% | 0.00% |
Exercise price | $ 0.25 | |
Trading price | $ 0.55 | |
Expected term (in years) | 1 year | |
Volatility | 0.09% |
Stockholders Equity (Details 5)
Stockholders Equity (Details 5) - Stock options [Member] | 6 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Warrants shares, beginnig balance | 5,255,000 |
Number of options, Granted | 100,000 |
Number of options, Expired or Forfeited | |
Number of options, Exercised | |
Warrants shares, ending balance | 5,355,000 |
Number of options, Vested | 4,635,000 |
Weighted Average Exercise Price | |
Weighted average exercise price, beginning | $ / shares | $ 0.25 |
Weighted average exercise price, Granted | $ / shares | 0.25 |
Weighted average exercise price, Ending | $ / shares | 0.25 |
Weighted Average Exercise Price, vested | $ / shares | $ 0.27 |
Weighted Average Remaining Life | |
Weighted average remaining life, beginning | 4 years 3 months 10 days |
Weighted average remaining life, granted | 2 years |
Weighted average remaining life, ending | 3 years 8 months 30 days |
Weighted average remaining life, vested | 3 years 8 months 1 day |
Stockholders Equity (Details Na
Stockholders Equity (Details Narrative) - USD ($) | Oct. 11, 2019 | Oct. 09, 2019 | Sep. 13, 2019 | Nov. 21, 2019 | Oct. 30, 2019 | Oct. 22, 2019 | Oct. 17, 2019 | Sep. 10, 2019 | Jul. 28, 2019 | Jul. 19, 2019 | Jul. 03, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Aug. 02, 2019 |
Intrinsic shares of the outstanding options | 5,355,000 | |||||||||||||||||
Stock based warrant | $ 1,563,708 | |||||||||||||||||
Financing expense - related party | $ 0 | $ 0 | (1,508,211) | $ 0 | ||||||||||||||
Accrued interest | $ 525,978 | |||||||||||||||||
Common stock, shares issued in exchange for convertible note payable | 469,623 | |||||||||||||||||
Common stock shares issued for settlement | 515,000 | |||||||||||||||||
Common stock, shares issued for subscriptions, amount | $ 109,500 | |||||||||||||||||
Stock issued during period, shares | 100,000 | |||||||||||||||||
Common stock, shares issued for subscriptions, shares | 365,000 | |||||||||||||||||
Warrants exercised for cash, amount | $ 67,500 | |||||||||||||||||
Common stock amount for stock payable | $ 153,000 | |||||||||||||||||
Option exercisable, shares | 100,000 | |||||||||||||||||
Stock option exercisable term | 2 years | |||||||||||||||||
Stock option, exercise price | $ 0.25 | |||||||||||||||||
Total purchase price | $ 20,000 | |||||||||||||||||
Warrants exercised for cash, shares | 175,000 | |||||||||||||||||
Intrinsic value of the outstanding options | $ 1,160,750 | |||||||||||||||||
Common stock to be issued for payments | $ 30,000 | |||||||||||||||||
Unissued capital stock | 60,000 | 60,000 | 425,000 | |||||||||||||||
Warrants issued to purchase common stock | $ 2,278,996 | |||||||||||||||||
Expensed for extension of warrants, expired | 0 | $ 0 | ||||||||||||||||
Stock options, expensed | 238,310 | |||||||||||||||||
Stock options, unamortized | $ 119,152 | |||||||||||||||||
Stock options, granted | 0 | 3,800,000 | ||||||||||||||||
Shares issued for accounting service, amount | $ 50,000 | |||||||||||||||||
Common stock, shares issued | 17,064,659 | 17,064,659 | 14,828,036 | |||||||||||||||
Common stock, value | $ 1,706 | $ 1,706 | $ 1,483 | |||||||||||||||
Joint Venture [Member] | ||||||||||||||||||
Common stock, shares issued | 200,000 | |||||||||||||||||
Repayment of related party | $ 50,000 | |||||||||||||||||
Warrant [Member] | ||||||||||||||||||
Stock options, granted | 2,278,996 | |||||||||||||||||
Expected life | 1 year | |||||||||||||||||
Warrant shares, Exercised - shares issued | (175,000) | |||||||||||||||||
CEO [Member] | ||||||||||||||||||
Accrued salary | $ 180,000 | |||||||||||||||||
Accredited Investor [Member] | Warrant One [Member] | ||||||||||||||||||
Warrants issued to purchase common stock | $ 40,000 | $ 20,000 | $ 112,000 | |||||||||||||||
Common stock, price per share | $ 1 | $ 2.50 | $ 2 | |||||||||||||||
Accredited Investor [Member] | Warrant [Member] | ||||||||||||||||||
Warrants issued to purchase common stock | $ 40,000 | $ 20,000 | $ 50,000 | $ 40,000 | $ 112,000 | |||||||||||||
Common stock, price per share | $ 1 | $ 1.50 | $ 2 | $ 1 | $ 1 | |||||||||||||
Sale of common stock shares | 20,000 | 20,000 | 50,000 | 40,000 | ||||||||||||||
Sale of common stock shares, amount | $ 10,000 | $ 10,000 | $ 50,000 | $ 20,000 | ||||||||||||||
Related Party [Member] | ||||||||||||||||||
Shares issued for legal services, value | $ 183,200 | $ 11,000 | ||||||||||||||||
Shares issued for accounting services | 18,400 | |||||||||||||||||
Shares issued for accounting service, amount | $ 183,200 | |||||||||||||||||
Shares issued for corporate development | $ 18,000 | |||||||||||||||||
Shares issued for legal services, shares | 330,000 | 22,000 | ||||||||||||||||
Accredited Investor [Member] | ||||||||||||||||||
Warrants issued to purchase common stock | $ 333,333 | |||||||||||||||||
Expected life | 2 years | |||||||||||||||||
Warrant shares, Exercised - shares issued | 6,000 | 380,000 | 40,000 | 40,000 | ||||||||||||||
Share issued price per share for investor two | $ 0.25 | |||||||||||||||||
Shares issued for additional consideration | 100,000 | |||||||||||||||||
Common stock, shares issued | 56,000 | 80,000 | 333,333 | 400,000 | ||||||||||||||
Common stock, value | $ 28,000 | $ 50,000 | ||||||||||||||||
Payment on behalf of joint venture | $ 20,000 | |||||||||||||||||
Options to purchase common stock | 100,000 | |||||||||||||||||
Share issued price per share | $ 0.50 | |||||||||||||||||
Investor [Member] | Effective July 9, 2019 [Member] | ||||||||||||||||||
Total purchase price | $ 15,000 | |||||||||||||||||
Common stock subscribed to purchase description | i) 60,000 shares of common stock, and (ii) 60,000 Series C Warrants that are exercisable for 2 years from this date for an exercise price of $.50 per share. | |||||||||||||||||
Common stock subscription receivable | $ 2,787 | |||||||||||||||||
Michael Mansouri [Member] | Radiant Images, Inc [Member] | ||||||||||||||||||
Shares issued for acquisition | 260,000 | |||||||||||||||||
Gianna Wolfe [Member] | Radiant Images, Inc [Member] | ||||||||||||||||||
Shares issued for acquisition | 260,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | |
Total expenses | $ 319,197 | $ 266,466 | $ 752,602 | $ 575,363 | |
Common stock payable | 9,000 | 9,000 | $ 6,000 | ||
Chief Executive Officer [Member] | June 11 2020 [Member] | |||||
Annual salary | 250,000 | ||||
Salary | 180,000 | ||||
Accounts payable | 30,000 | 30,000 | 150,000 | ||
Compensation expense | 30,000 | ||||
Stratco Advisory and Tysadco Partners [Member] | August 1 2019 [Member] | Development service agreement [Member] | |||||
Accounts payable | 30,000 | $ 30,000 | 27,000 | ||
Service agreement description | The Company entered into an agreement with Stratcon Advisory and Tysadco Partners. Pursuant to the agreement, the Company will pay $6,000 per month for twelve months for corporate development, investment advisory, and investor relations services, payable $3,000 in restricted common stock and $3,000 in cash. | ||||
Total expenses | $ 6,000 | $ 12,000 | |||
Common stock payable | $ 9,000 | $ 9,000 | $ 6,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - Subsequent Event [Member] | 1 Months Ended |
Feb. 19, 2021USD ($)shares | |
Shares issued upon services | shares | 40,000 |
Related party advance | $ | $ 1,000,000 |