Cover
Cover - USD ($) | 12 Months Ended | ||
Jun. 30, 2023 | Sep. 22, 2023 | Dec. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Jun. 30, 2023 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Current Fiscal Year End Date | --06-30 | ||
Entity File Number | 001-40556 | ||
Entity Registrant Name | THE GLIMPSE GROUP, INC. | ||
Entity Central Index Key | 0001854445 | ||
Entity Tax Identification Number | 81-2958271 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Address, Address Line One | 15 West 38th St, 12th Fl | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10018 | ||
City Area Code | (917) | ||
Local Phone Number | 292-2685 | ||
Title of 12(b) Security | Common Stock, $0.001 par value per share | ||
Trading Symbol | VRAR | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
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 Public Float | $ 33,286,459 | ||
Entity Common Stock, Shares Outstanding | 14,734,190 | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Auditor Firm ID | 694 | ||
Auditor Name | Hoberman & Lesser CPA’s LLP | ||
Auditor Location | New York, NY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
ASSETS | ||
Cash and cash equivalents | $ 5,619,083 | $ 16,249,666 |
Investments | 239,314 | |
Accounts receivable | 1,453,770 | 1,332,922 |
Deferred costs/contract assets | 158,552 | 39,484 |
Prepaid expenses and other current assets | 562,163 | 389,618 |
Total current assets | 7,793,568 | 18,251,004 |
Equipment, net | 264,451 | 245,970 |
Note receivable | 250,000 | |
Right-of-use assets | 627,832 | |
Intangible assets, net | 4,284,151 | 4,063,485 |
Goodwill | 11,236,638 | 13,464,760 |
Other assets | 71,767 | 121,865 |
Restricted cash | 2,000,000 | |
Total assets | 24,278,407 | 38,397,084 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Accounts payable | 455,777 | 340,139 |
Accrued liabilities | 605,115 | 188,417 |
Accrued bonuses | 1,072,097 | 169,262 |
Deferred revenue/contract liabilities | 466,393 | 841,389 |
Asset purchase payable | 734,037 | |
Lease liabilities, current portion | 405,948 | |
Contingent consideration for acquisitions, current portion | 5,120,791 | 1,966,171 |
Total current liabilities | 8,126,121 | 4,239,415 |
Long term liabilities | ||
Contingent consideration for acquisitions, net of current portion | 4,505,000 | 5,340,800 |
Lease liabilities, net of current portion | 423,454 | |
Total liabilities | 13,054,575 | 9,580,215 |
Commitments and contingencies | ||
Stockholders’ Equity | ||
Preferred Stock, par value $0.001 per share, 20 million shares authorized; 0 shares issued and outstanding | ||
Common Stock, par value $0.001 per share, 300 million shares authorized; 14,701,929 and 12,747,624 issued and outstanding | 14,702 | 12,749 |
Additional paid-in capital | 67,854,108 | 56,885,815 |
Accumulated deficit | (56,644,978) | (28,081,695) |
Total stockholders’ equity | 11,223,832 | 28,816,869 |
Total liabilities and stockholders’ equity | $ 24,278,407 | $ 38,397,084 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2023 | Jun. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 14,701,929 | 12,747,624 |
Common stock, shares outstanding | 14,701,929 | 12,747,624 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue | ||
Total Revenue | $ 13,482,364 | $ 7,267,613 |
Cost of goods sold | 4,266,013 | 1,241,149 |
Gross Profit | 9,216,351 | 6,026,464 |
Operating expenses: | ||
Research and development expenses | 8,793,991 | 6,158,395 |
General and administrative expenses | 5,037,359 | 4,450,362 |
Sales and marketing expenses | 7,489,978 | 3,141,033 |
Amortization of acquisition intangible assets | 2,045,587 | 481,515 |
Intangible asset impairment (inclusive of $12,855,723 goodwill impairment) | 15,351,842 | |
Change in fair value of acquisition contingent consideration | (696,722) | (1,862,229) |
Total operating expenses | 38,022,035 | 12,369,076 |
Loss from operations before other income (expense) | (28,805,684) | (6,342,612) |
Other income (expense) | ||
Forgiveness of Paycheck Protection Program loan | 623,828 | |
Interest income | 242,401 | 32,227 |
Loss on conversion of convertible notes | (279,730) | |
Total other income (expense), net | 242,401 | 376,325 |
Net Loss | $ (28,563,283) | $ (5,966,287) |
Basic net loss per share | $ (2.05) | $ (0.51) |
Diluted net loss per share | $ (2.05) | $ (0.51) |
Weighted-average shares used to compute basic net loss per share | 13,929,135 | 11,731,383 |
Weighted-average shares used to compute diluted net loss per share | 13,929,135 | 11,731,383 |
Software Services [Member] | ||
Revenue | ||
Total Revenue | $ 12,587,192 | $ 6,720,416 |
Software License [Member] | ||
Revenue | ||
Total Revenue | $ 895,172 | $ 547,197 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||
Goodwill impairment | $ 12,855,723 | $ 12,855,723 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (Deficit) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Jun. 30, 2021 | $ 7,580 | $ 20,936,050 | $ (22,115,408) | $ (1,171,778) |
Balance, shares at Jun. 30, 2021 | 7,579,285 | |||
Common stock issued in Initial Public Offering, net | $ 1,913 | 11,819,451 | 11,821,364 | |
Common stock issued in Initial Public Offering, net, shares | 1,912,500 | |||
Common stock issued in Securities Purchase Agreement, net | $ 1,500 | 13,576,900 | 13,578,400 | |
Common stock issued in Securities Purchase Agreement, net, shares | 1,500,000 | |||
Common stock issued for convertible note conversion | $ 324 | 1,605,852 | 1,606,176 | |
Common stock issued for convertible note conversion, shares | 324,150 | |||
Common stock issued for acquisition | $ 388 | 3,346,915 | 3,347,303 | |
Common stock issued for acquisitions, shares | 388,342 | |||
Common stock issued to satisfy legacy acquisition obligation | $ 453 | 1,249,547 | 1,250,000 | |
Common stock issued to satisfy legacy acquisition obligation, shares | 452,978 | |||
Common stock issued to vendors for compensation | $ 20 | 198,207 | 198,227 | |
Common stock issued to vendors for compensation, shares | 19,753 | |||
Common stock issued for exercise of options | $ 560 | 1,325,484 | $ 1,326,044 | |
Common stock issued for exercise of options, shares | 559,775 | 969,775 | ||
Common stock and stock option based compensation expense | $ 11 | 2,348,460 | $ 2,348,471 | |
Common stock and stock option based compensation expense, shares | 10,841 | |||
Stock option-based board of directors expense | 478,949 | 478,949 | ||
Net loss | (5,966,287) | (5,966,287) | ||
Balance at Jun. 30, 2022 | $ 12,749 | 56,885,815 | (28,081,695) | 28,816,869 |
Balance, shares at Jun. 30, 2022 | 12,747,624 | |||
Common stock issued for acquisition | $ 714 | 2,845,430 | 2,846,144 | |
Common stock issued for acquisitions, shares | 714,286 | |||
Common stock issued to vendors for compensation | $ 2 | 5,236 | 5,238 | |
Common stock issued to vendors for compensation, shares | 1,800 | |||
Common stock issued for exercise of options | $ 42 | 66,069 | $ 66,111 | |
Common stock issued for exercise of options, shares | 42,341 | 104,932 | ||
Common stock and stock option based compensation expense | $ 155 | 3,491,009 | $ 3,491,164 | |
Common stock and stock option based compensation expense, shares | 154,905 | |||
Stock option-based board of directors expense | 441,754 | 441,754 | ||
Net loss | (28,563,283) | (28,563,283) | ||
Common stock issued for satisfaction of prior year acquisition liability | $ 214 | 733,823 | 734,037 | |
Common stock issued for satisfaction of prior year acquisition liability, shares | 214,288 | |||
Common stock issued for purchase of intangible asset - technology | $ 71 | 326,364 | 326,435 | |
Common stock issued for purchase of intangible asset - technology, shares | 71,430 | |||
Common stock issued to satisfy contingent acquisition obligations | $ 755 | 3,058,608 | 3,059,363 | |
Common stock issued to satisfy contingent acquisition obligations, shares | 755,255 | |||
Balance at Jun. 30, 2023 | $ 14,702 | $ 67,854,108 | $ (56,644,978) | $ 11,223,832 |
Balance, shares at Jun. 30, 2023 | 14,701,929 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (28,563,283) | $ (5,966,287) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization and depreciation | 2,192,982 | 540,196 |
Common stock and stock option based compensation for employees and board of directors | 4,974,519 | 2,893,297 |
Acquisition contingent consideration fair value adjustment | (696,722) | (1,862,229) |
Impairment of intangible assets | 15,351,842 | |
Issuance of common stock to vendors as compensation | 5,238 | 188,336 |
Loss on conversion of convertible notes | 279,730 | |
Forgiveness of Paycheck Protection Program loan | (623,828) | |
Adjustment to operating lease right-of-use asset and liability | (8,330) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 132,193 | (295,076) |
Pre-offering costs | 470,136 | |
Deferred costs/contract assets | 433,557 | (17,900) |
Prepaid expenses and other current assets | (182,410) | (330,496) |
Other assets | 149,963 | (32,000) |
Accounts payable | (419,716) | (132,032) |
Accrued liabilities | 18,580 | (73,475) |
Accrued bonuses | (138,761) | (271,095) |
Deferred revenue/contract liabilities | (2,412,066) | 291,858 |
Net cash used in operating activities | (9,162,414) | (4,940,865) |
Cash flow from investing activities: | ||
Purchases of equipment | (146,333) | (201,998) |
Acquisitions, net of cash acquired | (2,627,261) | (4,615,894) |
Payment of contingent consideration for acquisitions | (1,000,000) | |
Sale (purchase) of investments | 239,314 | (239,314) |
Net cash used in investing activities | (3,534,280) | (5,057,206) |
Cash flows from financing activities: | ||
Proceeds from initial public offering, net | 11,821,364 | |
Proceeds from securities purchase agreement, net | 13,578,400 | |
Proceeds from exercise of stock options | 66,111 | 1,326,044 |
Issuance of note receivable | (250,000) | |
Net cash provided by financing activities | 66,111 | 26,475,808 |
Net change in cash, cash equivalents and restricted cash | (12,630,583) | 16,477,737 |
Cash, cash equivalents and restricted cash, beginning of year | 18,249,666 | 1,771,929 |
Cash, cash equivalents and restricted cash, end of year | 5,619,083 | 18,249,666 |
Non-cash Investing and Financing activities: | ||
Common stock issued for acquisitions | 2,846,144 | 3,347,303 |
Common stock issued for satisfaction of prior year acquisition lability | 734,037 | |
Common stock issued for purchase of intangible asset - technology | 326,435 | |
Issuance of common stock for satisfaction of contingent liability, net of note extinguishment | 318,571 | |
Extinguishment of note receivable for satisfaction of contingent liability | 250,000 | |
Contingent acquisition consideration liability recorded at closing | 7,325,000 | 9,169,200 |
Issuance of common stock for satisfaction of contingent liability | 3,059,363 | |
Lease liabilities arising from right-of-use assets | 429,329 | |
Forgiveness of Paycheck Protection Program loan | 623,828 | |
Issuance of common stock for satisfaction of legacy acquisition liability | 1,250,000 | |
Conversion of convertible promissory notes into common stock | 1,606,176 | |
Issuance of warrants in connection with initial public offering | 522,360 | |
Issuance of warrants in connection with securities purchase agreement | $ 8,797,546 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 12 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS | NOTE 1. DESCRIPTION OF BUSINESS The Glimpse Group, Inc. (“Glimpse” and together with its wholly owned subsidiaries, collectively, the “Company”) is an Immersive technology company, comprised of a diversified portfolio of wholly owned Virtual (VR) and Augmented (AR) Reality software and services companies. Glimpse’s subsidiary companies are located in the United States, Turkey and Israel. The Company was incorporated in the State of Nevada in June 2016. Glimpse’s robust Immersive technology ecosystem, collaborative environment and business model strive to simplify the many challenges faced by companies in an emerging industry. Glimpse cultivates, optimizes and manages business operations while providing a strong network of professional relationships, thereby allowing the subsidiary company to maximize their time and resources in pursuit of mission-critical endeavors, reducing time to market, optimizing costs, improving product quality and leveraging joint go-to-market strategies, while simultaneously providing investors an opportunity to invest directly into the Immersive technology industry via a diversified platform. The Company completed an initial public offering (“IPO”) of its common stock on the Nasdaq Capital Market Exchange (“Nasdaq”) on July 1, 2021, under the ticker VRAR. In addition, pursuant to a Securities Purchase Agreement (“SPA”) the Company sold additional common stock to certain institutional investors in November 2021. See Note 10. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 2. GOING CONCERN At each reporting period, the Company evaluates whether there are conditions or events that raise doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The Company’s evaluation entails analyzing expectations for the Company’s cash needs and comparing those needs to the current cash and cash equivalent balances. The Company is required to make certain additional disclosures if it concludes substantial doubt exists and it is not alleviated by the Company’s plans or when its plans alleviate substantial doubt about the Company’s ability to continue as a going concern. The Company has incurred recurring losses since its inception, including a net loss of $ 28.6 56.6 Outside of potential revenue growth generated by the Company, in order to alleviate the going concern the Company may take actions which could include but are not limited to: further cost reductions, equity or debt financings and restructuring of potential future cash contingent acquisition liabilities. There is no assurance that these actions will be taken or be successful if pursued. The financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described. Potential Liquidity Resources Potential liquidity resources may include the sale of common stock pursuant to an untapped $ 100 million S-3 registration statement filed with the United State Securities and Exchange Commission (“SEC”) on October 28, 2022. Such financing may not be available on terms favorable to the Company, or at all. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Principles of Consolidation The accompanying consolidated financial statements include the balances of Glimpse and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Use of Accounting Estimates The preparation of the accompanying 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 as of the date of the accompanying consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The principal estimates relate to the valuation of allowance for doubtful accounts, stock options, warrants, revenue recognition, cost of goods sold, allocation of the purchase price of assets relating to business combinations, calculation of contingent consideration for acquisitions and fair value of intangible assets. Cash and Cash Equivalents, Restricted Cash Cash and cash equivalents consist of cash and deposits in bank checking accounts with immediate access and cash equivalents that represent highly liquid investments. Restricted cash represented escrowed cash related to the Sector 5 Digital, LLC (“S5D”) acquisition and was fully disbursed in the year ended June 30, 2023 (see Note 7). The components of cash, cash equivalents and restricted cash on the consolidated statements of cash flows as of June 30, 2023 and 2022 are as follows: SCHEDULE OF COMPONENTS OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH As of June 30, As of June 30, 2023 2022 Cash and cash equivalents $ 5,619,083 $ 16,249,666 Restricted cash - 2,000,000 Total $ 5,619,083 $ 18,249,666 Accounts Receivable Accounts receivable consists primarily of amounts due from customers under normal trade terms. Allowances for uncollectible accounts are provided for based upon a variety of factors, including historical amounts written-off, an evaluation of current economic conditions, and assessment of customer collectability. As of June 30, 2023 and 2022 no allowance for doubtful accounts was recorded as all amounts were considered collectible. Customer Concentration and Credit Risk Two customers accounted for approximately 47 26 21 54 40 14 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Two customers accounted for approximately 43 29 14 59 37 22 The Company maintains cash in accounts that, at times, may be in excess of the Federal Deposit Insurance Corporation limit. The Company has not experienced any losses on such accounts. Business Combinations The results of a business acquired in a business combination are included in the Company’s consolidated financial statements from the date of the acquisition. Purchase accounting results in assets and liabilities of an acquired business generally being recorded at their estimated fair values as of the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred. The Company performs valuations of assets acquired and liabilities assumed and allocates the purchase price to its respective assets and liabilities. Determining the fair value of assets acquired and liabilities assumed may require management to use significant judgment and estimates, including the selection of valuation methodologies, estimates of future revenues, costs and cash flows. Estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is typically one year from the acquisition date, if new information is obtained about facts and circumstances that existed as of the acquisition date, changes in the estimated values of the net assets recorded may change the amount of the purchase price allocated to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded in the consolidated statement of operations. At times, the Company engages the assistance of valuation specialists in concluding on fair value measurements in connection with determining fair values of assets acquired and liabilities assumed in a business combination. Further, during the year ended June 30, 2022, the Company early adopted ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers Revenue from Contracts with a Customer Intangible assets (other than Goodwill) Intangible assets represent the allocation of a portion of an acquisition’s purchase price (see Note 6). They include acquired customer relationships and developed technology purchased. Intangible assets are stated at allocated cost less accumulated amortization. Amortization is computed using the straight-line method over the estimated useful lives of the related assets. The Company reviews intangibles, being amortized, for impairment when current events indicate that the fair value may be less than the carrying value. Goodwill Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations accounted for under the acquisition method. Goodwill is not amortized but instead is tested at least annually for impairment, or more frequently when events or changes in circumstances indicate that goodwill might be impaired. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Impairment of Long-Lived Assets The Company reviews long-lived assets to be held and used, other than goodwill, whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If an evaluation of recoverability is required, the estimated undiscounted future cashflows directly associated with the asset are compared with the asset’s carrying amount. If the estimated future cash flows from the use of the asset are less than the carrying value, an impairment charge would be recorded to write down the asset to its estimated fair value. Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy, which is based on three levels of inputs, the first two of which are considered observable and the last unobservable, that may be used to measure fair value, is as follows: ● Level 1 — quoted prices (unadjusted) in active markets for identical assets or liabilities; ● Level 2 — inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or ● Level 3 — unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company classifies its cash equivalents and investments within Level 1 of the fair value hierarchy on the basis of valuations based on quoted prices for the specific securities in an active market. The Company’s contingent consideration is categorized as Level 3 within the fair value hierarchy. Contingent consideration is recorded within contingent consideration, current, and contingent consideration, non-current, in the Company’s consolidated balance sheets as of June 30, 2023 and 2022. Contingent consideration has been recorded at its fair values using unobservable inputs and have included using the Monte Carlo simulation option pricing framework, incorporating contractual terms and assumptions regarding financial forecasts, discount rates, and volatility of forecasted revenue. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management with the assistance of a third-party valuation specialist. The Company’s other financial instruments consist primarily of accounts receivable, accounts payable, accrued liabilities and other liabilities, and approximate fair value due to the short-term nature of these instruments. Revenue Recognition Nature of Revenues The Company reports its revenues in two categories: ● Software Services: Virtual and Augmented Reality projects, solutions and consulting services. ● Software License and Software-as-a-Service (“SaaS”): Virtual and Augmented Reality software that is sold either as a license or as a SaaS subscription. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The Company applies the following steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; ● recognize revenue as the performance obligation is satisfied; ● determine that collection is reasonably assured. Revenue is recognized when the Company satisfies its performance obligation under the contract by transferring the promised product to its customer or service is performed and collection is reasonably assured. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A portion of the Company’s contracts have a single performance obligation, as the promise to transfer products or services is not separately identifiable from other promises in the contract and, therefore, not distinct. Other contracts can include various services and products which are at times capable of being distinct, and therefore may be accounted for as separate performance obligations. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or providing services. As such, revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales taxes and other taxes are excluded from revenues. For distinct performance obligations recognized at a point in time, any unrecognized portion of revenue and any corresponding unrecognized expenses are presented as deferred revenue/contract liability and deferred costs/contract asset, respectively, in the accompanying consolidated balance sheets. Contract assets include cash and equity based payroll costs, and may include payments to consultants and vendors. For distinct performance obligations recognized over time, the Company records a contract asset (costs in excess of billings) when revenue is recognized prior to invoicing, or a contract liability (billings in excess of costs) when revenue is recognized subsequent to invoicing. Significant Judgments The Company’s contracts with customers may include promises to transfer multiple products/services. Determining whether products/services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Further, judgment may be required to determine the standalone selling price for each distinct performance obligation. Disaggregation of Revenue The Company generated revenue for the years ended June 30, 2023 and 2022 by delivering: (i) Software Services, consisting primarily of VR/AR software projects, solutions and consulting services, and (ii) Software Licenses & SaaS, consisting primarily of VR and AR software licenses or SaaS. The Company currently generates its revenues primarily from customers in the United States. Revenue for a significant portion of Software Services projects and solutions (projects whereby, the development of the project leads to an identifiable asset with an alternative use to the Company) is recognized at the point of time in which the customer obtains control of the project, customer accepts delivery and confirms completion of the project. Certain other Software Services revenues are custom project solutions (projects whereby, the development of the custom project leads to an identifiable asset with no alternative use to the Company, and, in which, the Company also has an enforceable right to payment under the contract) and are therefore recognized based on the percentage of completion using an input model with a master budget. The budget is reviewed periodically and percentage of completion adjusted accordingly. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Revenue for Software Services consulting services and website maintenance is recognized when the Company performs the services, typically on a monthly retainer basis. Revenue for Software License is recognized at the point of time in which the Company delivers the software and customer accepts delivery. Software License often include third party components that are a fully integrated part of the Software License stack and are therefore considered as one deliverable and performance obligation. If there are significant contractually stated ongoing service obligations to be performed during the term of the Software License or SaaS contract, then revenues are recognized ratably over the term of the contract. Timing of Revenue The timing of revenue recognition for the years ended June 30, 2023 and 2022 was as follows: SCHEDULE OF TIMING REVENUE RECOGNITION 2023 2022 For the Years Ended June 30, 2023 2022 Products and services transferred at a point in time $ 10,479,570 $ 5,181,482 Products and services transferred/recognized over time 3,002,794 2,086,131 Total Revenue $ 13,482,364 $ 7,267,613 Remaining Performance Obligations Timing of revenue recognition may differ from the timing of invoicing to customers. The Company generally records a receivable/contract asset when revenue is recognized prior to invoicing, or deferred revenue/contract liability when revenue is recognized subsequent to invoicing. For certain Software Services project contracts the Company invoices customers after the project has been delivered and accepted by the customer. Software Service project contracts typically consist of designing and programming software for the customer. In most cases, there is only one distinct performance obligation, and revenue is recognized upon completion, delivery and customer acceptance. Contracts may include multiple distinct projects that can each be implemented and operated independently of subsequent projects in the contract. In such cases, the Company accounts for these projects as separate distinct performance obligations and recognizes revenue upon the completion of each project or obligation, its delivery and customer acceptance. For contracts recognized over time, contract liabilities include billings invoiced for software projects for which the contract’s performance obligations are not complete. For certain other Software Services project contracts, the Company invoices customers for a substantial portion of the project upon entering into the contract due to their custom nature and revenue is recognized based upon percentage of completion. Revenue recognized subsequent to invoicing is recorded as a deferred revenue/contract liability (billings in excess of cost) and revenue recognized prior to invoicing is recorded as a deferred cost/contract asset (cost in excess of billings). For Software Services consulting or retainer contracts, the Company generally invoices customers monthly at the beginning of each month in advance for services to be performed in the following month. The sole performance obligation is satisfied when the services are performed. Software Services consulting or retainer contracts typically consist of ongoing support for a customer’s software or specified business practices. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 For Software License contracts, the Company generally invoices customers when the software has been delivered to and accepted by the customer, which is also when the performance obligation is satisfied. For SaaS contracts, the Company generally invoices customers in advance at the beginning of the service term. For multi-period Software License contracts, the Company generally invoices customers annually at the beginning of each annual coverage period. Software License contracts consist of providing clients with software designed by the Company. For Software License contracts, there are generally no ongoing support obligations unless specified in the contract (becoming a Software Service). Unfulfilled performance obligations represent amounts expected to be earned by the Company on executed contracts. As of June 30, 2023, the Company had approximately $ 2.16 Employee Stock-Based Compensation The Company recognizes stock-based compensation expense related to grants to employees or service providers based on grant date fair values of common stock or the stock options, which are amortized over the requisite period, as well as forfeitures as they occur. The Company values the options using the Black-Scholes Merton (“Black Scholes”) method utilizing various inputs such as expected term, expected volatility and the risk-free rate. The expected term reflects the application of the simplified method, which is the weighted average of the contractual term of the grant and the vesting period for each tranche. Expected volatility is based upon historical volatility for a rolling previous year’s trading days of the Company’s common stock. The risk-free rate is based on the implied yield of U.S. Treasury notes as of the grant date with a remaining term approximately equal to the expected life of the award. Research and Development Costs Research and development expenses are expensed as incurred, and include payroll, employee benefits and stock-based compensation expense. Research and development expenses also include third-party development and programming costs. Given the emerging industry and uncertain market environment the Company operates in, research and development costs are not capitalized. Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax effects attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, and operating loss and tax credit carryforwards. The Company establishes a valuation allowance if it is more likely than not that the deferred tax assets will not be recovered based on an evaluation of objective verifiable evidence. For tax positions that are more likely than not of being sustained upon audit, the Company recognizes the largest amount of the benefit that is greater than 50% The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 740, Income Taxes THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest for the years ended June 30, 2023 and 2022. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position. Earnings Per Share Basic earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential shares of common stock outstanding during the period using the treasury stock method. Dilutive potential common shares include the issuance of potential shares of common stock for outstanding stock options, warrants and convertible debt. Reclassifications Certain accounts in the prior period financial statements have been reclassified for comparative purposes to conform with the presentation in the current period financial statements. Recently Adopted Accounting Pronouncements Leases Adoption of the New Lease Accounting Standard On July 1, 2022, the Company adopted ASU No. 2016-02, Leases (Topic 842), using the modified retrospective transition method applied at the adoption date of the standard. Results for reporting periods beginning after July 1, 2022 are presented under the new leasing standard, while prior period amounts are not adjusted and continue to be reported in accordance with the Company’s historic accounting. The Company has elected to utilize the package of practical expedients at the time of adoption, which allows the Company to (1) not reassess whether any expired or existing contracts are or contain leases, (2) not reassess the lease classification of any expired or existing leases, and (3) not reassess initial direct costs for any existing leases. The Company also has elected to utilize the short-term lease recognition exemption and, for those leases that qualified, the Company did not recognize right-of-use (“ROU”) assets or lease liabilities. As a result of adoption, the Company recorded ROU assets related to office facility leases which are recognized on the consolidated balance sheet and the associated lease liabilities are recognized on the consolidated balance sheet. The present value of the Company’s remaining lease payments, which comprise the lease liabilities, was estimated using an estimated incremental borrowing rate as of the adoption date. The adoption resulted in no adjustment to July 1, 2022 accumulated deficit on the consolidated balance sheet. As of July 1, 2022, the Company recorded right-of-use assets of $ 0.79 0.34 0.45 0.43 0.09 0.34 New Lease Accounting Policies The Company determines if an arrangement is a lease at inception and determines the classification of the lease, as either operating or finance, at commencement. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 For short-term leases with expected terms of less than 1 year, the Company does not recognize ROU assets or lease liabilities. Recent Accounting Pronouncements Financial Instruments – Credit Losses In June 2016, the FASB issued a new standard to replace the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to calculate credit loss estimates (ASC 326). The Company will be required to use a forward-looking expected credit loss model for accounts receivable, notes receivable, loans, and other financial instruments. Credit losses relating to available-for-sale debt securities, if any, will also be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. The Company will adopt this standard on July 1, 2023. The Company is currently evaluating the impact of this standard on its consolidated financial statements. Income Taxes In December 2019, the FASB issued ASU 2019-12 to simplify the accounting in ASC 740, Income Taxes |
BUSINESS ACQUISITIONS AND ASSET
BUSINESS ACQUISITIONS AND ASSET ACQUISTION - TECHNOLGY | 12 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
BUSINESS ACQUISITIONS AND ASSET ACQUISTION - TECHNOLGY | NOTE 4. BUSINESS ACQUISITIONS AND ASSET ACQUISTION - TECHNOLGY Acquisition - BLI On May 25, 2022, Glimpse entered into an Agreement and Plan of Merger (the “Merger Agreement”), with BLI and each of the equity holders of BLI named therein (collectively, the “Members”). BLI is an immersive technology company that provides VR and AR based training scenarios and simulations for commercial and government customers. The acquisition significantly expands the Company’s operating and financial scale, introduces new tier 1 customers specifically in the communication, entertainment and government segments, and bolsters the executive management team. In August 2022, BLI became a wholly-owned subsidiary of Glimpse. The aggregate consideration to the Members per the Merger Agreement consisted of: (a) $ 568,046 505,787 1,926,167 714,286 24,500,000 24,500,000 12,000,000 7.00 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The BLI acquisition’s fair value at Closing was $ 12,665,357 The fair value allocation for the purchase price consideration paid at Closing was recorded as follows: SCHEDULE OF BUSINESS ACQUISITION PURCHASE PRICE CONSIDERATION Purchase price consideration: Cash paid to members at Closing $ 2,494,213 Company common stock fair value at Closing 2,846,144 Fair value of contingent consideration to be achieved 7,325,000 Total purchase price $ 12,665,357 Fair value allocation of purchase price: Cash and cash equivalents $ 15,560 Accounts receivable 253,041 Deferred costs/contract assets 552,625 Other assets 10,000 Equipment, net 55,580 Accounts payable and accrued expenses (848,079 ) Deferred revenue/contract liabilities (2,037,070 ) Intangible assets - customer relationships 3,310,000 Intangible assets - technology 880,000 Goodwill 10,473,700 Total fair value allocation of purchase price $ 12,665,357 The Company’s fair value estimate of the contingent consideration for the BLI acquisition was determined using a Monte Carlo simulation and other methods which account for the probabilities of various outcomes. The Company’s fair value estimate related to the identified intangible asset of customer relationships was determined using the Multi-Period Excess Earnings Method. This valuation method requires management to project revenues, customer attrition and cash flows for the reporting unit over a multiyear period, as well as determine the weighted average cost of capital to be used as a discount rate. The Company’s fair value estimate related to the identified intangible asset of technology was determined using the Relief from Royalty Method. This valuation method requires management to estimate the royalty rate based on market data for royalty arrangements involving similar technology, the obsolesce rate, and the weighted average cost of capital to be used as a discount rate. The goodwill recognized in connection with the acquisition is primarily attributable to new markets access and will be deductible for tax purposes. In accordance with GAAP, the fair value of the contingent consideration was remeasured at June 30, 2023, based on market conditions as of that date. The remeasurement resulted in a fair value amount at June 30, 2023 of $ 6.21 1.11 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Unaudited Pro Forma Results The unaudited pro forma financial information in the table below summarizes the combined results of operations for the Company and BLI, as if the companies were combined for the years ended June 30, 2023 and 2022. The unaudited pro forma financial information includes the business combination accounting effects resulting from this acquisition, including adjustments to reflect recognition of intangible asset amortization. The unaudited pro forma financial information as presented below is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisitions had taken place at July 1, 2022. The approximate unaudited pro forma financial information if BLI was included since July 1, 2021 would be: SCHEDULE OF PROFORMA FINANCIAL INFORMATION 2023 2022 For the Years Ended June 30, 2023 2022 Revenue $ 13,485,000 $ 14,180,000 Net Loss $ (28,702,000 ) $ (6,698,000 ) The pro forma net loss was adjusted to exclude approximately $ 0.28 1.11 Costs related to the acquisition, which include legal, accounting and valuation fees, in the amount of approximately $ 0.28 The Company recognized approximately $ 4.85 1.03 1.11 Asset Acquisition - Technology In November 2022, the Company entered into a technology assignment agreement with inciteVR (“IVR”), whereby the Company purchased the entire right, title and interest to certain VR/AR technology, as defined, to expand product offerings. The Company issued 71,430 327,000 327,000 Certain IVR owners became employees of Glimpse after the assignment. Acquisition - S5D In December 2021, Glimpse entered into a Membership Interest Sale Agreement (the “S5D Agreement”), with Sector 5 Digital, LLC (“S5D”) and each of the equity holders of S5D named therein (collectively, the “S5D Members”). S5D is an enterprise focused, immersive technology company that combines innovative storytelling with emerging technologies for industry leading organizations. At the time, the acquisition significantly expanded the Company’s operating and financial scale and introduced new tier 1 customers specifically in the defense contractor and industrial segments. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 In February 2022, S5D became a wholly-owned subsidiary of Glimpse. The aggregate consideration consisted of: (a) $ 4.0 277,201 19.0 2.0 19.0 2.0 7.00 The S5D acquisition’s fair value at S5D Closing was $ 15,466,503 The fair value allocation for the purchase price consideration paid at close was recorded as follows: SCHEDULE OF BUSINESS ACQUISITION PURCHASE PRICE CONSIDERATION Purchase price consideration: Cash paid to members at closing $ 4,000,000 Company common stock fair value when released from escrow at S5D Closing 2,297,303 Fair value of contingent consideration to be achieved 9,169,200 Total purchase price $ 15,466,503 Fair value allocation of purchase price: Cash and cash equivalents $ 184,106 Accounts receivable 411,602 Other current assets 10,259 Equipment, net 60,479 Other assets 9,246 Accounts payable and accrued expenses (183,806 ) Contract liability (billings in excess of cost) (451,106 ) Intangible assets - customer relationships 2,820,000 Goodwill 12,605,723 Total fair value allocation of purchase price $ 15,466,503 The Company’s fair value estimate of the contingent consideration for the S5D acquisition was determined using a Monte Carlo simulation method which accounts for the probabilities of various outcomes. The Company’s fair value estimate related to the identified intangible asset of customer relationships was determined using the Multi-Period Excess Earnings Method. This valuation method requires management to project revenues, customer attrition and cash flows for the reporting unit over a multiyear period, as well as determine the weighted average cost of capital to be used as a discount rate. The goodwill recognized in connection with the acquisition is primarily attributable to new markets access and will be deductible for tax purposes. In accordance with GAAP, the fair value of the contingent consideration was remeasured at June 30, 2022, based on market conditions as of that date. The remeasurement resulted in a fair value amount at June 30, 2022 of $ 6.74 2.43 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Unaudited Pro Forma Results The unaudited pro forma financial information in the table below summarizes the combined results of operations for Glimpse and S5D, as if the companies were combined for the year ended June 30, 2022. The unaudited pro forma financial information includes the business combination accounting effects resulting from this acquisition, including adjustments to reflect recognition of intangible asset amortization. The unaudited pro forma financial information as presented below is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisitions had taken place at July 1, 2021. The approximate unaudited pro forma financial information if S5D was included since July 1, 2021 would be: SCHEDULE OF PROFORMA FINANCIAL INFORMATION For the Year Ended June 30, 2022 Revenue $ 9,768,000 Net loss $ (5,841,000 ) The pro forma net loss was adjusted to exclude approximately $ 182,000 2.43 Costs related to the acquisition, which include legal, accounting and valuation fees, in the amount of approximately $ 182,000 The results of operations of S5D have been included in the Company’s consolidated financial statements from the date of acquisition. For the years ended June 30, 2023 and 2022, S5D had revenue of $ 2.73 1.40 1.26 0.73 Acquisition - AUGGD In August 2021, the Company, through its wholly owned subsidiary company, MotionZone, LLC (dba AUGGD), completed an acquisition of certain assets, as defined, from Augmented Reality Investments Pty Ltd (“ARI”), an Australia based company providing augmented reality software and services. At the time, the acquisition was made to facilitate the Company’s endeavors in the Architecture, Engineering and Construction market segments. Initial consideration for the purchase was $ 0.75 77,264 5.25 7.00 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The AUGGD acquisition’s fair value at its closing was $ 750,000 No liabilities were assumed as part of the acquisition and the primary assets acquired included employees, customer relationships and technology. The Company recorded the purchase price allocation as follows: SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION Intangible assets: Customer relationships $ 250,000 Technology 250,000 Goodwill 250,000 Total $ 750,000 The goodwill recognized in connection with the acquisition is primarily attributable to new markets access and will be deductible for tax purposes. In June 2022, AUGGD achieved its initial revenue threshold as defined in the asset acquisition agreement, and was issued shares of Company stock in July 2022 reflecting the payment of additional asset acquisition consideration. This additional consideration of approximately $ 0.57 The results of operations of AUGGD have been included in the Company’s consolidated financial statements from the date of acquisition. For the years ended June 30, 2023 and 2022, AUGGD had revenue was $ 0.01 0.29 0.33 0.22 Pre-acquisition AUGGD financial data is not considered reliable and therefore no proforma results as if the acquisition had occurred on July 1, 2021 are included. Acquisition - XR Terra In October 2021, the Company, through its wholly owned subsidiary company, XR Terra, LLC (“XRT”), completed an acquisition of certain assets, as defined, from XR Terra, Inc., a developer of teaching platforms utilized in coding software used in VR and AR programming, a potential strategic growth segment for the Company as the immersive technology industry expands. Initial consideration for the purchase was $ 0.60 50% in Company common stock and 50% in cash 0.30 33,877 2.0 7.00 As of June 30 2022, no additional acquisition consideration had been earned and it was not anticipated that future additional consideration thresholds would be met. During the year ended June 30, 2023 certain revenue thresholds were met and are expected to be met in the future and the Company recognized additional consideration of $ 0.59 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The XRT acquisition’s fair value at its closing was $ 600,000 No liabilities were assumed as part of the acquisition and the primary assets acquired included employees and technology. The Company recorded the purchase price allocation as follows: SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION Intangible assets: Technology $ 300,000 Goodwill 300,000 Total $ 600,000 The goodwill recognized in connection with the acquisition is primarily attributable to new markets access and will be deductible for tax purposes. The results of operations of XRT have been included in the Company’s consolidated financial statements from the date of acquisition. For the years ended June 30, 2023 and 2022, XRT had revenue of $ 0.73 0.18 1.49 0.53 Pre-acquisition XRT financial data is not considered reliable and therefore no proforma results as if the acquisition had occurred on July 1, 2021 are included. Acquisition - PulpoAR In May 2022, the Company, through its wholly owned subsidiary companies, Qreal, LLC and PulpoAR, LLC, completed an acquisition of certain assets, as defined, from PulpoAR Pulpoar Bilisim Anonim Sirketi, a Turkey based AR technology e-commerce company providing virtual try-on solutions primarily for the Beauty and Retail markets. Upon integration, PulpoAR’s technology is expected to propel the business development efforts of QReal. Initial consideration for the purchase was $ 2.0 75% in Company common stock (which was fair valued at the closing date’s day’s closing price discounted for one year sales restriction from closing, subject to a common stock floor price as defined) and 25% in cash 0.50 214,286 12.5 0.5 7.00 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The PulpoAR acquisition’s fair value at closing was $ 1,234,037 No liabilities were assumed as part of the acquisition and the primary assets acquired included employees and technology. The Company recorded the purchase price allocation as follows: SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION Intangible assets: Technology $ 925,000 Goodwill 309,037 Total $ 1,234,037 The goodwill recognized in connection with the acquisition is primarily attributable to new markets access and will be deductible for tax purposes. The results of operations of PulpoAR have been included in the Company’s consolidated financial statements from the date of acquisition. For the years ended June 30, 2023 and 2022, PulpoAR had revenue of $ 0.49 0.08 0.87 0.05 Pre-acquisition PulpoAR financial data is not considered reliable and therefore no proforma results as if the acquisition had occurred on July 1, 2021 are included. All acquisitions above were considered business combinations in accordance with GAAP, except the IVR asset acquisition. |
IMPAIRMENT OF GOODWILL AND LONG
IMPAIRMENT OF GOODWILL AND LONG-LIVED ASSETS | 12 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
IMPAIRMENT OF GOODWILL AND LONG-LIVED ASSETS | NOTE 5. IMPAIRMENT OF GOODWILL AND LONG-LIVED ASSETS S5D As part of the Company’s annual review of goodwill impairment, it was determined that recent unfavorable trends in the S5D business indicated goodwill and long-lived assets of this subsidiary were impaired as of June 30, 2023. The Company purchased S5D in February 2022 for the initial fair value consideration of $ 15.47 12.61 2.82 Based on the expectations that the S5D business may not be able to produce positive cash flow for the foreseeable future and there is no expected market for selling the S5D business, it was determined that S5D’s long-lived assets and goodwill were fully impaired as of June 30, 2023. This determination, based on undiscounted cash flow projections, resulted in an intangible asset impairment expense of $ 14.87 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 SCHEDULE OF IMPAIRMENT OF GOODWILL AND LONG-LIVED ASSETS Goodwill $ 12,605,723 Intangible asset - customer relationships 2,021,000 (net of accumulated amortization) Operating lease - right-of-use asset 209,901 (net of accumulated amortization) Fixed assets (net of accumulated depreciation) 36,037 Total S5D intangible asset impairment expense $ 14,872,661 The S5D business will continue to operate. For the years ended June 30, 2023 and 2022, S5D had revenue was $ 2.73 1.40 1.26 0.73 AUGGD In March 2023, primarily due to a lack of market traction, a decision was made by the Company to cease the operations of its wholly owned subsidiary MotionZone, LLC (dba “AUGGD”) and divest any related assets and potential liabilities. The assets of AUGGD were originally acquired by the Company in August 2021 for a fair value of $ 0.75 19.99 The Company accounts for this investment at cost ($ 0 0.65 Accordingly, the net book value of intangible assets, including goodwill, originally recorded at the time of purchase of AUGGD, were written off during the year ended June 30, 2023. The $ 0.48 0.11 0.12 0.25 For the years ended June 30, 2023 (through the cease of operations of AUGGD) and 2022, AUGGD had revenue was $ 0.01 0.29 0.33 0.22 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | NOTE 6. GOODWILL AND INTANGIBLE ASSETS The composition of goodwill at June 30, 2023 and 2022 is as follows: SCHEDULE OF COMPOSITION OF GOODWILL AUGGD XRT S5D PulpoAR BLI Total Year ended June 30, 2023 AUGGD XRT S5D PulpoAR BLI Total Goodwill - beginning of year $ 250,000 $ 300,000 $ 12,605,723 $ 309,037 $ - $ 13,464,760 Acquisitions - - - - 10,473,700 10,473,700 Adjustments - - - 70,000 83,901 153,901 Impairments (250,000 ) - (12,605,723 ) - - (12,855,723 ) Goodwill - end of year $ - $ 300,000 $ - $ 379,037 $ 10,557,601 $ 11,236,638 AUGGD XRT S5D PulpoAR BLI Total Year ended June 30, 2022 AUGGD XRT S5D PulpoAR BLI Total Goodwill - beginning of year $ - $ - $ - $ - $ - $ - Acquisitions 250,000 300,000 12,605,723 309,037 - 13,464,760 Goodwill - end of year $ 250,000 $ 300,000 $ 12,605,723 $ 309,037 $ - $ 13,464,760 Intangible assets, their respective amortization period, and accumulated amortization at June 30, 2023 and 2022 are as follows: SCHEDULE OF INTANGIBLE ASSETS, AMORTIZATION PERIOD AND ACCUMULATED AMORTIZATION XR Terra PulpoAR BLI inciteVR Total As of June 30, 2023 Value ($) Amortization Period (Years) XR Terra PulpoAR BLI inciteVR Total Intangible Assets Customer Relationships $ - $ - $ 3,310,000 $ - $ 3,310,000 5 Technology 300,000 925,000 880,000 326,435 2,431,435 3 Intangible Assets 300,000 925,000 880,000 326,435 2,431,435 3 Less: Accumulated Amortization (174,995 ) (334,025 ) (875,722 ) (72,542 ) (1,457,284 ) Intangible Assets, net $ 125,005 $ 590,975 $ 3,314,278 $ 253,893 $ 4,284,151 S5D AUGGD XR Terra PulpoAR Total As of June 30, 2022 Value ($) Amortization Period (Years) S5D AUGGD XR Terra PulpoAR Total Intangible Assets Customer Relationships $ 2,820,000 $ 250,000 $ - $ - $ 3,070,000 3 5 Technology - 250,000 300,000 925,000 1,475,000 3 Intangible Assets - 250,000 300,000 925,000 1,475,000 3 Less: Accumulated Amortization (235,000 ) (145,824 ) (74,997 ) (25,694 ) (481,515 ) Intangible Assets, net $ 2,585,000 $ 354,176 $ 225,003 $ 899,306 $ 4,063,485 Intangible asset amortization expense for the years ended June 30, 2023 and 2022 was approximately $ 2.05 0.48 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Estimated intangible asset amortization expense for the remaining lives are as follows: SCHEDULE OF INTANGIBLE ASSET AMORTIZATION EXPENSE Fiscal Year Ended June 30, 2024 $ 1,472,000 Fiscal Year Ended June 30, 2025 $ 1,372,000 Fiscal Year Ended June 30, 2026 $ 723,000 Fiscal Year Ended June 30, 2027 $ 662,000 Fiscal Year Ended June 30, 2028 $ 55,000 |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Jun. 30, 2023 | |
Investments, All Other Investments [Abstract] | |
FINANCIAL INSTRUMENTS | NOTE 7. FINANCIAL INSTRUMENTS Cash and Cash Equivalents and Investments The Company’s money market funds and investments (short term, investment grade corporate bonds) are categorized as Level 1 within the fair value hierarchy. As of June 30, 2023 and 2022, the Company’s cash and cash equivalents and investments were as follows: SCHEDULE OF CASH AND CASH EQUIVALENTS AND INVESTMENTS As of June 30, 2023 Cost Unrealized Gain (Loss) Fair Value Cash and Cash Equivalents Cash $ 242,271 $ - $ 242,271 Level 1: Money market funds 5,376,812 - $ 5,376,812 5,376,812 Total cash and cash equivalents $ 5,619,083 $ - $ 5,376,812 $ 5,619,083 As of June 30, 2022 Cost Unrealized Gain (Loss) Fair Value Cash and Cash Equivalents Investments Cash $ 1,233,608 $ - $ 1,233,608 Level 1: Money market funds 15,016,058 - $ 15,016,058 15,016,058 Total cash and cash equivalents $ 16,249,666 $ - $ 15,016,058 $ 16,249,666 Level 1: Investments $ 245,187 $ (5,873 ) $ 239,314 $ 239,314 Contingent Consideration As of June 30, 2023 and 2022, the Company’s contingent consideration liabilities related to acquisitions are categorized as Level 3 within the fair value hierarchy. Contingent consideration was valued at the time of acquisitions, at June 30, 2023 and 2022, using unobservable inputs and have included using the Monte Carlo simulation model. This model incorporates revenue volatility, internal rate of return, and risk-free rate. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management with the assistance of a third-party valuation specialist. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 As of June 30, 2023, the Company’s contingent consideration liabilities current and non-current balances were as follows: SCHEDULE OF FAIR VALUE OF CONTINGENT CONSIDERATION As of June 30, 2023 Contingent Consideration at Purchase Date Consideration Paid Changes in Fair Value Fair Value Contingent Consideration Level 3: Contingent consideration, current - S5D $ 2,060,300 $ (2,673,300 ) $ 2,521,800 $ 1,908,800 $ 1,908,800 Contingent consideration, current - BLI 1,264,200 - 1,693,500 2,957,700 2,957,700 Contingent consideration, current - AUGGD - (568,571 ) 568,571 - - Contingent consideration, current - XRT - (331,786 ) 586,077 254,291 254,291 Total contingent consideration, current portion $ 3,324,500 $ (3,573,657 ) $ 5,369,948 $ 5,120,791 $ 5,120,791 Level 3: Contingent consideration, non-current - S5D $ 7,108,900 $ (735,701 ) $ (5,121,499 ) $ 1,251,700 $ 1,251,700 Contingent consideration, non-current - BLI 6,060,700 - (2,807,400 ) 3,253,300 3,253,300 Total contingent consideration, net of current portion $ 13,169,600 $ (735,701 ) $ (7,928,899 ) $ 4,505,000 $ 4,505,000 A summary of the quantitative significant inputs used to value S5D’s contingent consideration as of June 30, 2023 was: $ 3.56 66.6% 15.7% 5.1% A summary of the quantitative significant inputs used to value BLI’s contingent consideration as of June 30, 2023 was: $ 3.56 75.6% 16.4% 4.8% The change in fair value of contingent consideration for S5D and BLI for the year ended June 30, 2023 was a non-cash gain of approximately $ 0.17 1.11 The change in fair value of contingent consideration also reflects the first anniversary payout to the sellers of S5D based on the achievement of certain revenue thresholds as defined in the respective purchase agreement. This payout was made in March 2023 in the form of Company common stock with a fair value of $ 1.36 2.0 1.0 1.05 1.0 zero 14.0 As of June 30, 2023, the Company’s contingent consideration liability related to XR Terra, LLC (“XRT”) is categorized as Level 3 within the fair value hierarchy as it is based on contractual amounts pursuant to the acquisition agreement, of which certain inputs are unobservable. The change in fair value of contingent consideration for XRT for the year ended June 30, 2023 was a non-cash expense of approximately $ 0.59 zero 1.0 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The range of potential additional contingent consideration through December 2024 related to the divestiture of AUGGD assets (see Note 4) at June 30, 2023 is zero 0.65 The range of potential additional contingent consideration through April 2025 related to the PulpoAR acquisition (see Note 4) at June 30, 2023 is zero 13.0 12.5 0.5 As of June 30, 2022, the Company’s contingent consideration liabilities current and non-current balances were as follows: As of June 30, 2022 Contingent Consideration at Purchase Date Changes in Fair Value Fair Value Contingent Consideration Level 3: Contingent consideration, current - S5D $ 2,060,300 $ (662,700 ) $ 1,397,600 $ 1,397,600 Contingent consideration, current - AUGGD - 568,571 568,571 568,571 Total contingent consideration, current $ 2,060,300 $ (94,129 ) $ 1,966,171 $ 1,966,171 Level 3: Contingent consideration, non-current - S5D $ 7,108,900 $ (1,768,100 ) $ 5,340,800 $ 5,340,800 A summary of the quantitative significant inputs used to value S5D’s contingent consideration as of June 30, 2022 was: $ 3.98 60.1% 15.1% 3.0% As of June 30, 2022, the Company’s contingent consideration liability related to MotionZone, LLC (“AUGGD”) is categorized as Level 3 within the fair value hierarchy as it is based on contractual amounts pursuant to the acquisition agreement, of which certain inputs are unobservable. |
DEFERRED COSTS_CONTRACT ASSETS
DEFERRED COSTS/CONTRACT ASSETS and DEFERRED REVENUE/CONTRACT LIABILITIES | 12 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
DEFERRED COSTS/CONTRACT ASSETS and DEFERRED REVENUE/CONTRACT LIABILITIES | NOTE 8. DEFERRED COSTS/CONTRACT ASSETS and DEFERRED REVENUE/CONTRACT LIABILITIES At June 30, 2023 and 2022, deferred costs/contract assets totaling $ 158,552 39,484 158,552 35,470 0 4,014 466,393 841,389 459,510 533,214 6,883 308,175 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The following table shows the reconciliation of the costs in excess of billings and billings in excess of costs for contracts recognized over time: SCHEDULE OF RECONCILIATION OF COST IN EXCESS OF BILLING FOR CONTRACT RECOGNIZED OVER TIME As of June 30, 2023 As of June 30, 2022 Cost incurred on uncompleted contracts $ 78,771 $ 199,571 Estimated earnings 226,096 437,944 Earned revenue 304,867 637,515 Less: billings to date 311,750 941,676 Billings in excess of costs, net $ (6,883 ) $ (304,161 ) Balance Sheet Classification Contract assets includes, costs and estimated earnings in excess of billings on uncompleted contracts $ - $ 4,014 Contract liabilities includes, billings in excess of costs and estimated earnings on uncompleted contracts (6,883 ) (308,175 ) Billings in excess of costs, net $ (6,883 ) $ (304,161 ) |
DEBT
DEBT | 12 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE 9. DEBT Convertible Promissory Notes At July 1, 2021 the Company had outstanding convertible promissory notes totalling approximately $ 1.43 0.16 10% All outstanding amounts on the notes at the time of the Company’s IPO were automatically converted to Company common stock at primarily $ 5.00 The Company recorded a loss, during the year ended June 30, 2022, on conversion of the notes of approximately $ 0.28 Paycheck Protection Program Loan In March 2022 the Small Business Administration forgave principal and interest on a $ 0.62 |
EQUITY
EQUITY | 12 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
EQUITY | NOTE 10. EQUITY Initial Public Offering (“IPO”) On July 1, 2021, the Company completed an IPO of common stock on the Nasdaq under the symbol “VRAR”, at a price of $ 7.00 The Company sold approximately 1.91 11.82 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 In connection with the IPO, and for services rendered, the underwriter was issued a warrant to purchase 87,500 7.00 0.52 5 129 0.87% 0 In conjunction with the IPO, outstanding convertible promissory notes totalling approximately $ 1.43 324,150 0.28 Securities Purchase Agreement (“SPA”) In November 2021, the Company sold $ 15.0 13.58 Under the terms of the SPA, the Company sold 1.50 0.75 10.00 14.63 0.56 five years 0.19 8.80 5 146 1.22 0 Common Stock Issued Common stock sold to Investors During the year ended June 30, 2022, the Company sold approximately 1.91 7.00 11.82 1.50 0.75 13.58 Common stock issued to Investors During the year ended June 30, 2022, in connection with the conversion of convertible promissory notes and in conjunction with the IPO, the Company issued approximately 324,000 Common stock issued for Business Acquisitions and Asset Acquisition - Technology During the year ended June 30, 2023, the Company issued approximately: 714,000 2.85 214,000 0.73 71,000 0.33 During the year ended June 30, 2022 the Company issued approximately 111,000 1.05 277,000 2.3 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Common stock issued to satisfy contingent acquisition obligations During the year ended June 30, 2023 the Company issued approximately 577,000 2.41 107,000 0.32 0.57 0.25 71,000 0.33 During the year ended June 30, 2022 the Company issued approximately 453,000 1.25 Common stock issued for Exercise of Stock Options During the years ended June 30, 2023 and 2022, the Company issued approximately 42,000 560,000 0.07 1.33 Common stock issued to Vendors During the years ended June 30, 2023 and 2022, the Company issued approximately 1,800 20,000 0.01 0.20 Common stock issued to Employees as Compensation During the years ended June 30, 2023 and 2022, the Company issued approximately 155,000 11,000 0.64 0.10 Employee Stock-Based Compensation Stock Option issuance to Executives In February 2023, pursuant to the Equity Incentive Plan, the Company granted certain executive officers 2.32 7.00 0.22 four years Equity Incentive Plan The Company’s 2016 Equity Incentive Plan (the “Plan”), as amended, has approximately 11.3 2.1 2.1 The Company recognizes compensation expense relating to awards ratably over the requisite period, which is generally the vesting period. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Stock options have been recorded at their fair value. The Black-Scholes option-pricing model assumptions used to value the issuance of stock options under the Plan, are noted in the following table: SCHEDULE OF STOCK OPTION FAIR VALUE ASSUMPTIONS 2023 2022 For the Years Ended June 30, 2023 2022 Weighted average expected terms (in years) 6.0 5.7 Weighted average expected volatility 88.8 % 236.7 % Weighted average risk-free interest rate 3.9 % 1.7 % Expected dividend yield 0.0 % 0.0 % The weighted average expected term (in years) excludes the executive Target Options. The grant date fair value, for options granted during the years ended June 30, 2023 and 2022 was approximately $ 6.4 7.98 8.5 The following is a summary of the Company’s stock option activity for the years ended June 30, 2023 and 2022, excluding the executive Target Options: SUMMARY OF STOCK OPTION ACTIVITY Weighted Average Remaining Exercise Contractual Intrinsic Options Price Term (Yrs) Value Outstanding at July 1, 2022 4,484,616 $ 4.68 7.0 $ 2,404,249 Options Granted 2,155,909 5.63 9.6 - Options Exercised (104,932 ) 3.94 6.1 99,505 Options Forfeited / Cancelled (407,212 ) 7.39 8.5 28,830 Outstanding at June 30, 2023 6,128,381 $ 4.84 7.0 $ 1,676,966 Exercisable at June 30, 2023 3,741,523 $ 3.96 5.6 $ 1,676,966 The above table excludes executive Target Options: 2,100,000 7.00 9.7 no Weighted Average Remaining Exercise Contractual Intrinsic Options Price Term (Yrs) Value Outstanding at July 1, 2021 4,740,910 $ 3.40 8.5 $ 7,893,467 Options Granted 1,037,252 9.15 9.6 2,578,954 Options Exercised (969,775 ) 2.90 5.4 (8,419,947 ) Options Forfeited / Cancelled (323,771 ) 5.65 7.9 (1,908,018 ) Outstanding at June 30, 2022 4,484,616 $ 4.68 7.0 $ 2,404,249 Exercisable at June 30, 2022 3,546,297 $ 3.54 6.3 $ 2,404,249 The intrinsic value of stock options at June 30, 2023 and 2022 was computed using a fair market value of the common stock of $ 3.56 3.98 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The Company’s stock option-based expense for the years ended June 30, 2023 and 2022 consisted of the following: SCHEDULE OF STOCK OPTION-BASED EXPENSE 2023 2022 For the Years Ended June 30, 2023 2022 Stock option-based expense: Research and development expenses $ 1,717,955 $ 1,470,039 General and administrative expenses 299,664 210,876 Sales and marketing expenses 833,817 585,380 Cost of goods sold 755 49,617 Board option expense 441,754 481,386 Total $ 3,293,945 $ 2,797,298 There is no expense included for the executive officers’ Target Options. At June 30, 2023 total unrecognized compensation expense to employees, board members and vendors related to stock options was approximately $ 8.16 8.53 2.44 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | NOTE 11. EARNINGS PER SHARE The following table presents the computation of basic and diluted net loss per common share: SCHEDULE OF COMPUTATION OF BASIC AND DILUTED NET LOSS PER SHARE 2023 2022 For the Year Ended June 30, 2023 2022 Numerator: Net loss $ (28,563,283 ) $ (5,966,287 ) Denominator: Weighted-average common shares outstanding 13,929,135 11,731,383 Basic and diluted net loss per share $ (2.05 ) $ (0.51 ) Potentially dilutive securities that were not included in the calculation of diluted net loss per share attributable to common stockholders because their effect would be anti-dilutive are as follows (in common equivalent shares): SCHEDULE OF POTENTIALLY DILUTIVE SECURITIES At June 30, 2023 At June 30, 2022 Stock Options 8,228,381 4,484,616 Warrants 837,500 837,500 Total 9,065,881 5,322,116 June 30, 2023 Stock Options include 2,100,000 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 |
PROVISION FOR INCOME TAXES
PROVISION FOR INCOME TAXES | 12 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
PROVISION FOR INCOME TAXES | NOTE 12. PROVISION FOR INCOME TAXES There was no The Company’s deferred tax assets as of June 30, 2023 and 2022 consist of the following: SCHEDULE OF DEFERRED TAX ASSETS As of June 30, As of June 30, 2023 2022 Deferred tax assets: Net-operating loss carryforward $ 11,557,098 $ 7,795,509 Goodwill and intangible asset impairment 5,305,044 - Stock-based compensation 368,831 392,174 Other 564,531 180,297 Total Deferred Tax Assets 17,795,504 8,367,980 Valuation allowance (17,795,504 ) (8,367,980 ) Deferred Tax Asset, Net $ - $ - The Company maintains a valuation allowance on deferred tax assets due to the uncertainty regarding the ability to utilize these deferred tax assets in the future. At June 30, 2023, the Company had aggregate net operating loss carryforwards (“NOLs”) of approximately $ 33.44 NOLs for the periods ending June 30, 2018 and prior ($ 2.88 30.46 Section 382 of the U.S. Internal Revenue Code generally imposes an annual limitation on the amount of net operating loss carryforwards that might be used to offset taxable income when a corporation has undergone significant changes in stock ownership. The Company has not completed a Section 382 analysis of the NOL carryforwards. Consequently, the Company’s NOL carryforwards may be subject to annual limitations under Section 382. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and taxing strategies in making this assessment. As a result of the uncertainty in the realization of the Company’s deferred tax assets, the Company has provided a valuation allowance for the full amount of the deferred tax assets at June 30, 2023 and June 30, 2022. The Company’s valuation allowance during the years ended June 30, 2023 and 2022 increased by approximately $ 9.43 3.91 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The expected tax expense (benefit) based on the U.S. federal statutory rate is reconciled with actual tax expense (benefit) as follows: SCHEDULE OF EFFECTIVE INCOME TAX RATE RECONCILIATION STATUTORY RATE For the year ended June 30, 2023 For the year ended June 30, 2022 Statutory Federal Income Tax Rate (21.00 )% (21.00 )% State and Local Taxes, Net of Federal Tax Benefit (13.56 )% (13.56 )% Stock Based Compensation Expense (ISO) 3.21 % 12.78 % Change in Contingent Consideration (1.55 )% (14.08 )% Goodwill Amortization (0.82 )% (2.21 )% Valuation Allowance 33.72 % 38.07 % Income Taxes Provision (Benefit) 0.00 0.00 Upon completion of its 2023 U.S. income tax return, the Company may identify additional remeasurement adjustments. The Company will continue to assess its provision for income taxes as future guidance is issued, but does not currently anticipate significant revisions will be necessary. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 13. RELATED PARTY TRANSACTIONS Augmented Reality Investments Pty Ltd (“ARI”) In March 2022, the Company lent to ARI, the entity from which the assets of AUGGD (see Notes 4 and 14) were bought, $ 0.25 The note bore interest at the rate of 1 The note and any accrued interest were extinguished in July 2022. See Note 14. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 14. COMMITMENTS AND CONTINGENCIES Lease Costs The Company made cash payments for all operating leases for the years ended June 30, 2023 and 2022, of approximately $ 0.60 0.37 1.5 7.9 The total rent expense for all operating leases for the years ended June 30, 2023 and 2022, was approximately $ 0.54 0.41 Lease Commitments The Company has various operating leases for its offices. These existing leases have remaining lease terms ranging from 1 to 3 years. Certain lease agreements contain options to renew, with renewal terms that generally extend the lease terms by 1 to 3 years for each option. The Company determined that none of its current leases are reasonably certain to renew THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Future approximate undiscounted lease payments for the Company’s operating lease liabilities and a reconciliation of these payments to its operating lease liabilities at June 30, 2023 are as follows: SCHEDULE OF UNDISCOUNTED LEASE PAYMENTS Years Ended June 30, 2024 $ 534,000 2025 324,000 2026 120,000 Total future minimum lease commitments, including short-term leases 978,000 Less: future minimum lease payments of short -term leases (80,000 ) Less: imputed interest (69,000 ) Present value of future minimum lease payments, excluding short term leases $ 829,000 Current portion of operating lease liabilities $ 406,000 Non-current portion of operating lease liabilities 423,000 Total operating lease liability $ 829,000 Contingent Consideration for Acquisitions Contingent consideration for acquisitions, consists of the following as of June 30, 2023 and June 30, 2022 respectively (see Notes 4 and 7): SCHEDULE OF CONTINGENT CONSIDERATION FOR ACQUISITIONS As of June 30, As of June 30, 2023 2022 S5D, current portion $ 1,908,800 $ 1,397,600 BLI, current portion 2,957,700 - AUGGD - 568,571 XRT 254,291 - Subtotal current portion 5,120,791 1,966,171 S5D, net of current portion 1,251,700 5,340,800 BLI, net of current portion 3,253,300 - Net of current portion 3,253,300 - Total contingent consideration for acquisitions $ 9,625,791 $ 7,306,971 AUGGD In June 2022, AUGGD achieved its initial revenue threshold as defined in the asset acquisition agreement, and was issued shares of Company stock in July 2022 reflecting the payment of additional asset acquisition consideration. The share issuance was done inclusive of netting the outstanding balance of a $ 0.25 0.57 XRT During the year ended June 30, 2023, XRT achieved certain revenue threshold as defined in the asset acquisition agreement and is expected to meet certain further thresholds in the future. Certain earned, and not yet paid, and expected to be earned additional consideration of approximately $ 0.25 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Employee Bonus It is anticipated that a certain employee will meet the revenue threshold to earn a bonus payout of approximately $ 0.91 0.13 Potential Future Distributions Upon Divestiture or Sale In some instances, upon a divestiture or sale of a subsidiary company, the Company is contractually obligated to distribute up to 10 COVID-19 The COVID-19 pandemic caused significant business and financial markets disruption worldwide and there was significant uncertainty around the duration of this disruption. We continue to monitor the situation and the effects on our business and operations. While some level of potential uncertainty remains, given the current state of the pandemic, we do not expect the impact of COVID-19 to be material to our business and operations. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 15. SUBSEQUENT EVENTS None. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the balances of Glimpse and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Use of Accounting Estimates | Use of Accounting Estimates The preparation of the accompanying 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 as of the date of the accompanying consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The principal estimates relate to the valuation of allowance for doubtful accounts, stock options, warrants, revenue recognition, cost of goods sold, allocation of the purchase price of assets relating to business combinations, calculation of contingent consideration for acquisitions and fair value of intangible assets. |
Cash and Cash Equivalents, Restricted Cash | Cash and Cash Equivalents, Restricted Cash Cash and cash equivalents consist of cash and deposits in bank checking accounts with immediate access and cash equivalents that represent highly liquid investments. Restricted cash represented escrowed cash related to the Sector 5 Digital, LLC (“S5D”) acquisition and was fully disbursed in the year ended June 30, 2023 (see Note 7). The components of cash, cash equivalents and restricted cash on the consolidated statements of cash flows as of June 30, 2023 and 2022 are as follows: SCHEDULE OF COMPONENTS OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH As of June 30, As of June 30, 2023 2022 Cash and cash equivalents $ 5,619,083 $ 16,249,666 Restricted cash - 2,000,000 Total $ 5,619,083 $ 18,249,666 |
Accounts Receivable | Accounts Receivable Accounts receivable consists primarily of amounts due from customers under normal trade terms. Allowances for uncollectible accounts are provided for based upon a variety of factors, including historical amounts written-off, an evaluation of current economic conditions, and assessment of customer collectability. As of June 30, 2023 and 2022 no allowance for doubtful accounts was recorded as all amounts were considered collectible. |
Customer Concentration and Credit Risk | Customer Concentration and Credit Risk Two customers accounted for approximately 47 26 21 54 40 14 THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Two customers accounted for approximately 43 29 14 59 37 22 The Company maintains cash in accounts that, at times, may be in excess of the Federal Deposit Insurance Corporation limit. The Company has not experienced any losses on such accounts. |
Business Combinations | Business Combinations The results of a business acquired in a business combination are included in the Company’s consolidated financial statements from the date of the acquisition. Purchase accounting results in assets and liabilities of an acquired business generally being recorded at their estimated fair values as of the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred. The Company performs valuations of assets acquired and liabilities assumed and allocates the purchase price to its respective assets and liabilities. Determining the fair value of assets acquired and liabilities assumed may require management to use significant judgment and estimates, including the selection of valuation methodologies, estimates of future revenues, costs and cash flows. Estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is typically one year from the acquisition date, if new information is obtained about facts and circumstances that existed as of the acquisition date, changes in the estimated values of the net assets recorded may change the amount of the purchase price allocated to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded in the consolidated statement of operations. At times, the Company engages the assistance of valuation specialists in concluding on fair value measurements in connection with determining fair values of assets acquired and liabilities assumed in a business combination. Further, during the year ended June 30, 2022, the Company early adopted ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers Revenue from Contracts with a Customer |
Intangible assets (other than Goodwill) | Intangible assets (other than Goodwill) Intangible assets represent the allocation of a portion of an acquisition’s purchase price (see Note 6). They include acquired customer relationships and developed technology purchased. Intangible assets are stated at allocated cost less accumulated amortization. Amortization is computed using the straight-line method over the estimated useful lives of the related assets. The Company reviews intangibles, being amortized, for impairment when current events indicate that the fair value may be less than the carrying value. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations accounted for under the acquisition method. Goodwill is not amortized but instead is tested at least annually for impairment, or more frequently when events or changes in circumstances indicate that goodwill might be impaired. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews long-lived assets to be held and used, other than goodwill, whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If an evaluation of recoverability is required, the estimated undiscounted future cashflows directly associated with the asset are compared with the asset’s carrying amount. If the estimated future cash flows from the use of the asset are less than the carrying value, an impairment charge would be recorded to write down the asset to its estimated fair value. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy, which is based on three levels of inputs, the first two of which are considered observable and the last unobservable, that may be used to measure fair value, is as follows: ● Level 1 — quoted prices (unadjusted) in active markets for identical assets or liabilities; ● Level 2 — inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or ● Level 3 — unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company classifies its cash equivalents and investments within Level 1 of the fair value hierarchy on the basis of valuations based on quoted prices for the specific securities in an active market. The Company’s contingent consideration is categorized as Level 3 within the fair value hierarchy. Contingent consideration is recorded within contingent consideration, current, and contingent consideration, non-current, in the Company’s consolidated balance sheets as of June 30, 2023 and 2022. Contingent consideration has been recorded at its fair values using unobservable inputs and have included using the Monte Carlo simulation option pricing framework, incorporating contractual terms and assumptions regarding financial forecasts, discount rates, and volatility of forecasted revenue. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management with the assistance of a third-party valuation specialist. The Company’s other financial instruments consist primarily of accounts receivable, accounts payable, accrued liabilities and other liabilities, and approximate fair value due to the short-term nature of these instruments. |
Revenue Recognition | Revenue Recognition Nature of Revenues The Company reports its revenues in two categories: ● Software Services: Virtual and Augmented Reality projects, solutions and consulting services. ● Software License and Software-as-a-Service (“SaaS”): Virtual and Augmented Reality software that is sold either as a license or as a SaaS subscription. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The Company applies the following steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; ● recognize revenue as the performance obligation is satisfied; ● determine that collection is reasonably assured. Revenue is recognized when the Company satisfies its performance obligation under the contract by transferring the promised product to its customer or service is performed and collection is reasonably assured. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A portion of the Company’s contracts have a single performance obligation, as the promise to transfer products or services is not separately identifiable from other promises in the contract and, therefore, not distinct. Other contracts can include various services and products which are at times capable of being distinct, and therefore may be accounted for as separate performance obligations. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or providing services. As such, revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales taxes and other taxes are excluded from revenues. For distinct performance obligations recognized at a point in time, any unrecognized portion of revenue and any corresponding unrecognized expenses are presented as deferred revenue/contract liability and deferred costs/contract asset, respectively, in the accompanying consolidated balance sheets. Contract assets include cash and equity based payroll costs, and may include payments to consultants and vendors. For distinct performance obligations recognized over time, the Company records a contract asset (costs in excess of billings) when revenue is recognized prior to invoicing, or a contract liability (billings in excess of costs) when revenue is recognized subsequent to invoicing. Significant Judgments The Company’s contracts with customers may include promises to transfer multiple products/services. Determining whether products/services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Further, judgment may be required to determine the standalone selling price for each distinct performance obligation. Disaggregation of Revenue The Company generated revenue for the years ended June 30, 2023 and 2022 by delivering: (i) Software Services, consisting primarily of VR/AR software projects, solutions and consulting services, and (ii) Software Licenses & SaaS, consisting primarily of VR and AR software licenses or SaaS. The Company currently generates its revenues primarily from customers in the United States. Revenue for a significant portion of Software Services projects and solutions (projects whereby, the development of the project leads to an identifiable asset with an alternative use to the Company) is recognized at the point of time in which the customer obtains control of the project, customer accepts delivery and confirms completion of the project. Certain other Software Services revenues are custom project solutions (projects whereby, the development of the custom project leads to an identifiable asset with no alternative use to the Company, and, in which, the Company also has an enforceable right to payment under the contract) and are therefore recognized based on the percentage of completion using an input model with a master budget. The budget is reviewed periodically and percentage of completion adjusted accordingly. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 Revenue for Software Services consulting services and website maintenance is recognized when the Company performs the services, typically on a monthly retainer basis. Revenue for Software License is recognized at the point of time in which the Company delivers the software and customer accepts delivery. Software License often include third party components that are a fully integrated part of the Software License stack and are therefore considered as one deliverable and performance obligation. If there are significant contractually stated ongoing service obligations to be performed during the term of the Software License or SaaS contract, then revenues are recognized ratably over the term of the contract. Timing of Revenue The timing of revenue recognition for the years ended June 30, 2023 and 2022 was as follows: SCHEDULE OF TIMING REVENUE RECOGNITION 2023 2022 For the Years Ended June 30, 2023 2022 Products and services transferred at a point in time $ 10,479,570 $ 5,181,482 Products and services transferred/recognized over time 3,002,794 2,086,131 Total Revenue $ 13,482,364 $ 7,267,613 Remaining Performance Obligations Timing of revenue recognition may differ from the timing of invoicing to customers. The Company generally records a receivable/contract asset when revenue is recognized prior to invoicing, or deferred revenue/contract liability when revenue is recognized subsequent to invoicing. For certain Software Services project contracts the Company invoices customers after the project has been delivered and accepted by the customer. Software Service project contracts typically consist of designing and programming software for the customer. In most cases, there is only one distinct performance obligation, and revenue is recognized upon completion, delivery and customer acceptance. Contracts may include multiple distinct projects that can each be implemented and operated independently of subsequent projects in the contract. In such cases, the Company accounts for these projects as separate distinct performance obligations and recognizes revenue upon the completion of each project or obligation, its delivery and customer acceptance. For contracts recognized over time, contract liabilities include billings invoiced for software projects for which the contract’s performance obligations are not complete. For certain other Software Services project contracts, the Company invoices customers for a substantial portion of the project upon entering into the contract due to their custom nature and revenue is recognized based upon percentage of completion. Revenue recognized subsequent to invoicing is recorded as a deferred revenue/contract liability (billings in excess of cost) and revenue recognized prior to invoicing is recorded as a deferred cost/contract asset (cost in excess of billings). For Software Services consulting or retainer contracts, the Company generally invoices customers monthly at the beginning of each month in advance for services to be performed in the following month. The sole performance obligation is satisfied when the services are performed. Software Services consulting or retainer contracts typically consist of ongoing support for a customer’s software or specified business practices. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 For Software License contracts, the Company generally invoices customers when the software has been delivered to and accepted by the customer, which is also when the performance obligation is satisfied. For SaaS contracts, the Company generally invoices customers in advance at the beginning of the service term. For multi-period Software License contracts, the Company generally invoices customers annually at the beginning of each annual coverage period. Software License contracts consist of providing clients with software designed by the Company. For Software License contracts, there are generally no ongoing support obligations unless specified in the contract (becoming a Software Service). Unfulfilled performance obligations represent amounts expected to be earned by the Company on executed contracts. As of June 30, 2023, the Company had approximately $ 2.16 |
Employee Stock-Based Compensation | Employee Stock-Based Compensation The Company recognizes stock-based compensation expense related to grants to employees or service providers based on grant date fair values of common stock or the stock options, which are amortized over the requisite period, as well as forfeitures as they occur. The Company values the options using the Black-Scholes Merton (“Black Scholes”) method utilizing various inputs such as expected term, expected volatility and the risk-free rate. The expected term reflects the application of the simplified method, which is the weighted average of the contractual term of the grant and the vesting period for each tranche. Expected volatility is based upon historical volatility for a rolling previous year’s trading days of the Company’s common stock. The risk-free rate is based on the implied yield of U.S. Treasury notes as of the grant date with a remaining term approximately equal to the expected life of the award. |
Research and Development Costs | Research and Development Costs Research and development expenses are expensed as incurred, and include payroll, employee benefits and stock-based compensation expense. Research and development expenses also include third-party development and programming costs. Given the emerging industry and uncertain market environment the Company operates in, research and development costs are not capitalized. |
Income Taxes | Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax effects attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, and operating loss and tax credit carryforwards. The Company establishes a valuation allowance if it is more likely than not that the deferred tax assets will not be recovered based on an evaluation of objective verifiable evidence. For tax positions that are more likely than not of being sustained upon audit, the Company recognizes the largest amount of the benefit that is greater than 50% The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 740, Income Taxes THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest for the years ended June 30, 2023 and 2022. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position. |
Earnings Per Share | Earnings Per Share Basic earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential shares of common stock outstanding during the period using the treasury stock method. Dilutive potential common shares include the issuance of potential shares of common stock for outstanding stock options, warrants and convertible debt. |
Reclassifications | Reclassifications Certain accounts in the prior period financial statements have been reclassified for comparative purposes to conform with the presentation in the current period financial statements. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Leases Adoption of the New Lease Accounting Standard On July 1, 2022, the Company adopted ASU No. 2016-02, Leases (Topic 842), using the modified retrospective transition method applied at the adoption date of the standard. Results for reporting periods beginning after July 1, 2022 are presented under the new leasing standard, while prior period amounts are not adjusted and continue to be reported in accordance with the Company’s historic accounting. The Company has elected to utilize the package of practical expedients at the time of adoption, which allows the Company to (1) not reassess whether any expired or existing contracts are or contain leases, (2) not reassess the lease classification of any expired or existing leases, and (3) not reassess initial direct costs for any existing leases. The Company also has elected to utilize the short-term lease recognition exemption and, for those leases that qualified, the Company did not recognize right-of-use (“ROU”) assets or lease liabilities. As a result of adoption, the Company recorded ROU assets related to office facility leases which are recognized on the consolidated balance sheet and the associated lease liabilities are recognized on the consolidated balance sheet. The present value of the Company’s remaining lease payments, which comprise the lease liabilities, was estimated using an estimated incremental borrowing rate as of the adoption date. The adoption resulted in no adjustment to July 1, 2022 accumulated deficit on the consolidated balance sheet. As of July 1, 2022, the Company recorded right-of-use assets of $ 0.79 0.34 0.45 0.43 0.09 0.34 New Lease Accounting Policies The Company determines if an arrangement is a lease at inception and determines the classification of the lease, as either operating or finance, at commencement. THE GLIMPSE GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2023 AND 2022 For short-term leases with expected terms of less than 1 year, the Company does not recognize ROU assets or lease liabilities. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Financial Instruments – Credit Losses In June 2016, the FASB issued a new standard to replace the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to calculate credit loss estimates (ASC 326). The Company will be required to use a forward-looking expected credit loss model for accounts receivable, notes receivable, loans, and other financial instruments. Credit losses relating to available-for-sale debt securities, if any, will also be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. The Company will adopt this standard on July 1, 2023. The Company is currently evaluating the impact of this standard on its consolidated financial statements. Income Taxes In December 2019, the FASB issued ASU 2019-12 to simplify the accounting in ASC 740, Income Taxes |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
SCHEDULE OF COMPONENTS OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH | The components of cash, cash equivalents and restricted cash on the consolidated statements of cash flows as of June 30, 2023 and 2022 are as follows: SCHEDULE OF COMPONENTS OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH As of June 30, As of June 30, 2023 2022 Cash and cash equivalents $ 5,619,083 $ 16,249,666 Restricted cash - 2,000,000 Total $ 5,619,083 $ 18,249,666 |
SCHEDULE OF TIMING REVENUE RECOGNITION | The timing of revenue recognition for the years ended June 30, 2023 and 2022 was as follows: SCHEDULE OF TIMING REVENUE RECOGNITION 2023 2022 For the Years Ended June 30, 2023 2022 Products and services transferred at a point in time $ 10,479,570 $ 5,181,482 Products and services transferred/recognized over time 3,002,794 2,086,131 Total Revenue $ 13,482,364 $ 7,267,613 |
BUSINESS ACQUISITIONS AND ASS_2
BUSINESS ACQUISITIONS AND ASSET ACQUISTION - TECHNOLGY (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Augmented Reality Investments Pty Ltd [Member] | |
Business Acquisition [Line Items] | |
SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION | SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION Intangible assets: Customer relationships $ 250,000 Technology 250,000 Goodwill 250,000 Total $ 750,000 |
XR Terra, Inc. [Member] | |
Business Acquisition [Line Items] | |
SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION | SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION Intangible assets: Technology $ 300,000 Goodwill 300,000 Total $ 600,000 |
PulpoAR, LLC [Member] | |
Business Acquisition [Line Items] | |
SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION | SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION Intangible assets: Technology $ 925,000 Goodwill 309,037 Total $ 1,234,037 |
Brightline Interactive, LLC [Member] | |
Business Acquisition [Line Items] | |
SCHEDULE OF BUSINESS ACQUISITION PURCHASE PRICE CONSIDERATION | The fair value allocation for the purchase price consideration paid at Closing was recorded as follows: SCHEDULE OF BUSINESS ACQUISITION PURCHASE PRICE CONSIDERATION Purchase price consideration: Cash paid to members at Closing $ 2,494,213 Company common stock fair value at Closing 2,846,144 Fair value of contingent consideration to be achieved 7,325,000 Total purchase price $ 12,665,357 Fair value allocation of purchase price: Cash and cash equivalents $ 15,560 Accounts receivable 253,041 Deferred costs/contract assets 552,625 Other assets 10,000 Equipment, net 55,580 Accounts payable and accrued expenses (848,079 ) Deferred revenue/contract liabilities (2,037,070 ) Intangible assets - customer relationships 3,310,000 Intangible assets - technology 880,000 Goodwill 10,473,700 Total fair value allocation of purchase price $ 12,665,357 |
SCHEDULE OF PROFORMA FINANCIAL INFORMATION | The approximate unaudited pro forma financial information if BLI was included since July 1, 2021 would be: SCHEDULE OF PROFORMA FINANCIAL INFORMATION 2023 2022 For the Years Ended June 30, 2023 2022 Revenue $ 13,485,000 $ 14,180,000 Net Loss $ (28,702,000 ) $ (6,698,000 ) |
Sector 5 Digital, LLC [Member] | |
Business Acquisition [Line Items] | |
SCHEDULE OF BUSINESS ACQUISITION PURCHASE PRICE CONSIDERATION | The fair value allocation for the purchase price consideration paid at close was recorded as follows: SCHEDULE OF BUSINESS ACQUISITION PURCHASE PRICE CONSIDERATION Purchase price consideration: Cash paid to members at closing $ 4,000,000 Company common stock fair value when released from escrow at S5D Closing 2,297,303 Fair value of contingent consideration to be achieved 9,169,200 Total purchase price $ 15,466,503 Fair value allocation of purchase price: Cash and cash equivalents $ 184,106 Accounts receivable 411,602 Other current assets 10,259 Equipment, net 60,479 Other assets 9,246 Accounts payable and accrued expenses (183,806 ) Contract liability (billings in excess of cost) (451,106 ) Intangible assets - customer relationships 2,820,000 Goodwill 12,605,723 Total fair value allocation of purchase price $ 15,466,503 |
SCHEDULE OF PROFORMA FINANCIAL INFORMATION | The approximate unaudited pro forma financial information if S5D was included since July 1, 2021 would be: SCHEDULE OF PROFORMA FINANCIAL INFORMATION For the Year Ended June 30, 2022 Revenue $ 9,768,000 Net loss $ (5,841,000 ) |
IMPAIRMENT OF GOODWILL AND LO_2
IMPAIRMENT OF GOODWILL AND LONG-LIVED ASSETS (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF IMPAIRMENT OF GOODWILL AND LONG-LIVED ASSETS | SCHEDULE OF IMPAIRMENT OF GOODWILL AND LONG-LIVED ASSETS Goodwill $ 12,605,723 Intangible asset - customer relationships 2,021,000 (net of accumulated amortization) Operating lease - right-of-use asset 209,901 (net of accumulated amortization) Fixed assets (net of accumulated depreciation) 36,037 Total S5D intangible asset impairment expense $ 14,872,661 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF COMPOSITION OF GOODWILL | The composition of goodwill at June 30, 2023 and 2022 is as follows: SCHEDULE OF COMPOSITION OF GOODWILL AUGGD XRT S5D PulpoAR BLI Total Year ended June 30, 2023 AUGGD XRT S5D PulpoAR BLI Total Goodwill - beginning of year $ 250,000 $ 300,000 $ 12,605,723 $ 309,037 $ - $ 13,464,760 Acquisitions - - - - 10,473,700 10,473,700 Adjustments - - - 70,000 83,901 153,901 Impairments (250,000 ) - (12,605,723 ) - - (12,855,723 ) Goodwill - end of year $ - $ 300,000 $ - $ 379,037 $ 10,557,601 $ 11,236,638 AUGGD XRT S5D PulpoAR BLI Total Year ended June 30, 2022 AUGGD XRT S5D PulpoAR BLI Total Goodwill - beginning of year $ - $ - $ - $ - $ - $ - Acquisitions 250,000 300,000 12,605,723 309,037 - 13,464,760 Goodwill - end of year $ 250,000 $ 300,000 $ 12,605,723 $ 309,037 $ - $ 13,464,760 |
SCHEDULE OF INTANGIBLE ASSETS, AMORTIZATION PERIOD AND ACCUMULATED AMORTIZATION | Intangible assets, their respective amortization period, and accumulated amortization at June 30, 2023 and 2022 are as follows: SCHEDULE OF INTANGIBLE ASSETS, AMORTIZATION PERIOD AND ACCUMULATED AMORTIZATION XR Terra PulpoAR BLI inciteVR Total As of June 30, 2023 Value ($) Amortization Period (Years) XR Terra PulpoAR BLI inciteVR Total Intangible Assets Customer Relationships $ - $ - $ 3,310,000 $ - $ 3,310,000 5 Technology 300,000 925,000 880,000 326,435 2,431,435 3 Intangible Assets 300,000 925,000 880,000 326,435 2,431,435 3 Less: Accumulated Amortization (174,995 ) (334,025 ) (875,722 ) (72,542 ) (1,457,284 ) Intangible Assets, net $ 125,005 $ 590,975 $ 3,314,278 $ 253,893 $ 4,284,151 S5D AUGGD XR Terra PulpoAR Total As of June 30, 2022 Value ($) Amortization Period (Years) S5D AUGGD XR Terra PulpoAR Total Intangible Assets Customer Relationships $ 2,820,000 $ 250,000 $ - $ - $ 3,070,000 3 5 Technology - 250,000 300,000 925,000 1,475,000 3 Intangible Assets - 250,000 300,000 925,000 1,475,000 3 Less: Accumulated Amortization (235,000 ) (145,824 ) (74,997 ) (25,694 ) (481,515 ) Intangible Assets, net $ 2,585,000 $ 354,176 $ 225,003 $ 899,306 $ 4,063,485 |
SCHEDULE OF INTANGIBLE ASSET AMORTIZATION EXPENSE | Estimated intangible asset amortization expense for the remaining lives are as follows: SCHEDULE OF INTANGIBLE ASSET AMORTIZATION EXPENSE Fiscal Year Ended June 30, 2024 $ 1,472,000 Fiscal Year Ended June 30, 2025 $ 1,372,000 Fiscal Year Ended June 30, 2026 $ 723,000 Fiscal Year Ended June 30, 2027 $ 662,000 Fiscal Year Ended June 30, 2028 $ 55,000 |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Investments, All Other Investments [Abstract] | |
SCHEDULE OF CASH AND CASH EQUIVALENTS AND INVESTMENTS | SCHEDULE OF CASH AND CASH EQUIVALENTS AND INVESTMENTS As of June 30, 2023 Cost Unrealized Gain (Loss) Fair Value Cash and Cash Equivalents Cash $ 242,271 $ - $ 242,271 Level 1: Money market funds 5,376,812 - $ 5,376,812 5,376,812 Total cash and cash equivalents $ 5,619,083 $ - $ 5,376,812 $ 5,619,083 As of June 30, 2022 Cost Unrealized Gain (Loss) Fair Value Cash and Cash Equivalents Investments Cash $ 1,233,608 $ - $ 1,233,608 Level 1: Money market funds 15,016,058 - $ 15,016,058 15,016,058 Total cash and cash equivalents $ 16,249,666 $ - $ 15,016,058 $ 16,249,666 Level 1: Investments $ 245,187 $ (5,873 ) $ 239,314 $ 239,314 |
SCHEDULE OF FAIR VALUE OF CONTINGENT CONSIDERATION | As of June 30, 2023, the Company’s contingent consideration liabilities current and non-current balances were as follows: SCHEDULE OF FAIR VALUE OF CONTINGENT CONSIDERATION As of June 30, 2023 Contingent Consideration at Purchase Date Consideration Paid Changes in Fair Value Fair Value Contingent Consideration Level 3: Contingent consideration, current - S5D $ 2,060,300 $ (2,673,300 ) $ 2,521,800 $ 1,908,800 $ 1,908,800 Contingent consideration, current - BLI 1,264,200 - 1,693,500 2,957,700 2,957,700 Contingent consideration, current - AUGGD - (568,571 ) 568,571 - - Contingent consideration, current - XRT - (331,786 ) 586,077 254,291 254,291 Total contingent consideration, current portion $ 3,324,500 $ (3,573,657 ) $ 5,369,948 $ 5,120,791 $ 5,120,791 Level 3: Contingent consideration, non-current - S5D $ 7,108,900 $ (735,701 ) $ (5,121,499 ) $ 1,251,700 $ 1,251,700 Contingent consideration, non-current - BLI 6,060,700 - (2,807,400 ) 3,253,300 3,253,300 Total contingent consideration, net of current portion $ 13,169,600 $ (735,701 ) $ (7,928,899 ) $ 4,505,000 $ 4,505,000 As of June 30, 2022 Contingent Consideration at Purchase Date Changes in Fair Value Fair Value Contingent Consideration Level 3: Contingent consideration, current - S5D $ 2,060,300 $ (662,700 ) $ 1,397,600 $ 1,397,600 Contingent consideration, current - AUGGD - 568,571 568,571 568,571 Total contingent consideration, current $ 2,060,300 $ (94,129 ) $ 1,966,171 $ 1,966,171 Level 3: Contingent consideration, non-current - S5D $ 7,108,900 $ (1,768,100 ) $ 5,340,800 $ 5,340,800 |
DEFERRED COSTS_CONTRACT ASSET_2
DEFERRED COSTS/CONTRACT ASSETS and DEFERRED REVENUE/CONTRACT LIABILITIES (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
SCHEDULE OF RECONCILIATION OF COST IN EXCESS OF BILLING FOR CONTRACT RECOGNIZED OVER TIME | The following table shows the reconciliation of the costs in excess of billings and billings in excess of costs for contracts recognized over time: SCHEDULE OF RECONCILIATION OF COST IN EXCESS OF BILLING FOR CONTRACT RECOGNIZED OVER TIME As of June 30, 2023 As of June 30, 2022 Cost incurred on uncompleted contracts $ 78,771 $ 199,571 Estimated earnings 226,096 437,944 Earned revenue 304,867 637,515 Less: billings to date 311,750 941,676 Billings in excess of costs, net $ (6,883 ) $ (304,161 ) Balance Sheet Classification Contract assets includes, costs and estimated earnings in excess of billings on uncompleted contracts $ - $ 4,014 Contract liabilities includes, billings in excess of costs and estimated earnings on uncompleted contracts (6,883 ) (308,175 ) Billings in excess of costs, net $ (6,883 ) $ (304,161 ) |
EQUITY (Tables)
EQUITY (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
SCHEDULE OF STOCK OPTION FAIR VALUE ASSUMPTIONS | Stock options have been recorded at their fair value. The Black-Scholes option-pricing model assumptions used to value the issuance of stock options under the Plan, are noted in the following table: SCHEDULE OF STOCK OPTION FAIR VALUE ASSUMPTIONS 2023 2022 For the Years Ended June 30, 2023 2022 Weighted average expected terms (in years) 6.0 5.7 Weighted average expected volatility 88.8 % 236.7 % Weighted average risk-free interest rate 3.9 % 1.7 % Expected dividend yield 0.0 % 0.0 % |
SUMMARY OF STOCK OPTION ACTIVITY | The following is a summary of the Company’s stock option activity for the years ended June 30, 2023 and 2022, excluding the executive Target Options: SUMMARY OF STOCK OPTION ACTIVITY Weighted Average Remaining Exercise Contractual Intrinsic Options Price Term (Yrs) Value Outstanding at July 1, 2022 4,484,616 $ 4.68 7.0 $ 2,404,249 Options Granted 2,155,909 5.63 9.6 - Options Exercised (104,932 ) 3.94 6.1 99,505 Options Forfeited / Cancelled (407,212 ) 7.39 8.5 28,830 Outstanding at June 30, 2023 6,128,381 $ 4.84 7.0 $ 1,676,966 Exercisable at June 30, 2023 3,741,523 $ 3.96 5.6 $ 1,676,966 Weighted Average Remaining Exercise Contractual Intrinsic Options Price Term (Yrs) Value Outstanding at July 1, 2021 4,740,910 $ 3.40 8.5 $ 7,893,467 Options Granted 1,037,252 9.15 9.6 2,578,954 Options Exercised (969,775 ) 2.90 5.4 (8,419,947 ) Options Forfeited / Cancelled (323,771 ) 5.65 7.9 (1,908,018 ) Outstanding at June 30, 2022 4,484,616 $ 4.68 7.0 $ 2,404,249 Exercisable at June 30, 2022 3,546,297 $ 3.54 6.3 $ 2,404,249 |
SCHEDULE OF STOCK OPTION-BASED EXPENSE | The Company’s stock option-based expense for the years ended June 30, 2023 and 2022 consisted of the following: SCHEDULE OF STOCK OPTION-BASED EXPENSE 2023 2022 For the Years Ended June 30, 2023 2022 Stock option-based expense: Research and development expenses $ 1,717,955 $ 1,470,039 General and administrative expenses 299,664 210,876 Sales and marketing expenses 833,817 585,380 Cost of goods sold 755 49,617 Board option expense 441,754 481,386 Total $ 3,293,945 $ 2,797,298 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
SCHEDULE OF COMPUTATION OF BASIC AND DILUTED NET LOSS PER SHARE | The following table presents the computation of basic and diluted net loss per common share: SCHEDULE OF COMPUTATION OF BASIC AND DILUTED NET LOSS PER SHARE 2023 2022 For the Year Ended June 30, 2023 2022 Numerator: Net loss $ (28,563,283 ) $ (5,966,287 ) Denominator: Weighted-average common shares outstanding 13,929,135 11,731,383 Basic and diluted net loss per share $ (2.05 ) $ (0.51 ) |
SCHEDULE OF POTENTIALLY DILUTIVE SECURITIES | Potentially dilutive securities that were not included in the calculation of diluted net loss per share attributable to common stockholders because their effect would be anti-dilutive are as follows (in common equivalent shares): SCHEDULE OF POTENTIALLY DILUTIVE SECURITIES At June 30, 2023 At June 30, 2022 Stock Options 8,228,381 4,484,616 Warrants 837,500 837,500 Total 9,065,881 5,322,116 |
PROVISION FOR INCOME TAXES (Tab
PROVISION FOR INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF DEFERRED TAX ASSETS | The Company’s deferred tax assets as of June 30, 2023 and 2022 consist of the following: SCHEDULE OF DEFERRED TAX ASSETS As of June 30, As of June 30, 2023 2022 Deferred tax assets: Net-operating loss carryforward $ 11,557,098 $ 7,795,509 Goodwill and intangible asset impairment 5,305,044 - Stock-based compensation 368,831 392,174 Other 564,531 180,297 Total Deferred Tax Assets 17,795,504 8,367,980 Valuation allowance (17,795,504 ) (8,367,980 ) Deferred Tax Asset, Net $ - $ - |
SCHEDULE OF EFFECTIVE INCOME TAX RATE RECONCILIATION STATUTORY RATE | The expected tax expense (benefit) based on the U.S. federal statutory rate is reconciled with actual tax expense (benefit) as follows: SCHEDULE OF EFFECTIVE INCOME TAX RATE RECONCILIATION STATUTORY RATE For the year ended June 30, 2023 For the year ended June 30, 2022 Statutory Federal Income Tax Rate (21.00 )% (21.00 )% State and Local Taxes, Net of Federal Tax Benefit (13.56 )% (13.56 )% Stock Based Compensation Expense (ISO) 3.21 % 12.78 % Change in Contingent Consideration (1.55 )% (14.08 )% Goodwill Amortization (0.82 )% (2.21 )% Valuation Allowance 33.72 % 38.07 % Income Taxes Provision (Benefit) 0.00 0.00 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
SCHEDULE OF UNDISCOUNTED LEASE PAYMENTS | Future approximate undiscounted lease payments for the Company’s operating lease liabilities and a reconciliation of these payments to its operating lease liabilities at June 30, 2023 are as follows: SCHEDULE OF UNDISCOUNTED LEASE PAYMENTS Years Ended June 30, 2024 $ 534,000 2025 324,000 2026 120,000 Total future minimum lease commitments, including short-term leases 978,000 Less: future minimum lease payments of short -term leases (80,000 ) Less: imputed interest (69,000 ) Present value of future minimum lease payments, excluding short term leases $ 829,000 Current portion of operating lease liabilities $ 406,000 Non-current portion of operating lease liabilities 423,000 Total operating lease liability $ 829,000 |
SCHEDULE OF CONTINGENT CONSIDERATION FOR ACQUISITIONS | Contingent consideration for acquisitions, consists of the following as of June 30, 2023 and June 30, 2022 respectively (see Notes 4 and 7): SCHEDULE OF CONTINGENT CONSIDERATION FOR ACQUISITIONS As of June 30, As of June 30, 2023 2022 S5D, current portion $ 1,908,800 $ 1,397,600 BLI, current portion 2,957,700 - AUGGD - 568,571 XRT 254,291 - Subtotal current portion 5,120,791 1,966,171 S5D, net of current portion 1,251,700 5,340,800 BLI, net of current portion 3,253,300 - Net of current portion 3,253,300 - Total contingent consideration for acquisitions $ 9,625,791 $ 7,306,971 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 12 Months Ended | ||
Oct. 28, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net loss | $ 28,563,283 | $ 5,966,287 | |
Accumulated deficit | $ 56,644,978 | $ 28,081,695 | |
Proceeds from Issuance or Sale of Equity | $ 100,000,000 |
SCHEDULE OF COMPONENTS OF CASH,
SCHEDULE OF COMPONENTS OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Accounting Policies [Abstract] | ||
Cash and cash equivalents | $ 5,619,083 | $ 16,249,666 |
Restricted cash | 2,000,000 | |
Total | $ 5,619,083 | $ 18,249,666 |
SCHEDULE OF TIMING REVENUE RECO
SCHEDULE OF TIMING REVENUE RECOGNITION (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Total Revenue | $ 13,482,364 | $ 7,267,613 |
Transferred at Point in Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 10,479,570 | 5,181,482 |
Transferred over Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | $ 3,002,794 | $ 2,086,131 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Aug. 01, 2022 | Jul. 01, 2022 | |
Product Information [Line Items] | ||||
Revenue remaining performance obligation | $ 2,160,000 | |||
Income tax examination, likelihood of unfavorable settlement | greater than 50% | |||
Operating lease, right-of-use asset | $ 627,832 | $ 430,000 | $ 790,000 | |
Operating lease liability current | 405,948 | 90,000 | 340,000 | |
Operating lease, liability, noncurrent | $ 423,454 | $ 340,000 | $ 450,000 | |
Lessee operating lease description | For short-term leases with expected terms of less than 1 year, the Company does not recognize ROU assets or lease liabilities. | |||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Two Customers [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 47% | |||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer One [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 26% | 40% | ||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer Two [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 21% | 14% | ||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Three Customers [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 54% | |||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Two Customers [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 43% | 59% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer One [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 29% | 37% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer Two [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 14% | 22% |
SCHEDULE OF BUSINESS ACQUISITIO
SCHEDULE OF BUSINESS ACQUISITION PURCHASE PRICE CONSIDERATION (Details) - USD ($) | 1 Months Ended | ||||||
Aug. 01, 2022 | Feb. 01, 2022 | Mar. 31, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Feb. 28, 2022 | Jun. 30, 2021 | |
Business Acquisition [Line Items] | |||||||
Intangible assets - customer relationships | $ 327,000 | ||||||
Goodwill | 11,236,638 | $ 13,464,760 | |||||
Brightline Interactive, LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | $ 10,557,601 | ||||||
Sector 5 Digital, LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Fair value of contingent consideration to be achieved | $ 1,360,000 | ||||||
Goodwill | $ 12,610,000 | ||||||
Merger Agreement [Member] | Brightline Interactive, LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid | $ 2,494,213 | ||||||
Company common stock fair value when released from escrow at closing | 2,846,144 | ||||||
Fair value of contingent consideration to be achieved | 7,325,000 | ||||||
Total purchase price | 12,665,357 | ||||||
Cash and cash equivalents | 15,560 | ||||||
Accounts receivables | 253,041 | ||||||
Deferred costs contract assets | 552,625 | ||||||
Other assets | 10,000 | ||||||
Equipment, net | 55,580 | ||||||
Accounts payable and accrued expenses | (848,079) | ||||||
Deferred revenue contract liabilities | (2,037,070) | ||||||
Intangible assets - customer relationships | 3,310,000 | ||||||
Intangible assets - customer relationships | 880,000 | ||||||
Goodwill | 10,473,700 | ||||||
Total purchase price consideration | $ 12,665,357 | ||||||
Merger Agreement [Member] | Sector 5 Digital, LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Total purchase price | $ 15,466,503 | ||||||
Total purchase price consideration | 15,466,503 | ||||||
Membership Interest Sale Agreement [Member] | Sector 5 Digital, LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid | 4,000,000 | ||||||
Company common stock fair value when released from escrow at closing | 2,297,303 | ||||||
Fair value of contingent consideration to be achieved | 9,169,200 | ||||||
Cash and cash equivalents | 184,106 | ||||||
Accounts receivables | 411,602 | ||||||
Other assets | 9,246 | ||||||
Equipment, net | 60,479 | ||||||
Accounts payable and accrued expenses | (183,806) | ||||||
Intangible assets - customer relationships | 2,820,000 | ||||||
Goodwill | 12,605,723 | ||||||
Total purchase price consideration | 15,466,503 | ||||||
Other current assets | 10,259 | ||||||
Contract liability (billings in excess of cost) | $ (451,106) |
SCHEDULE OF PROFORMA FINANCIAL
SCHEDULE OF PROFORMA FINANCIAL INFORMATION (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Brightline Interactive, LLC [Member] | ||
Business Acquisition [Line Items] | ||
Revenue | $ 13,485,000 | $ 14,180,000 |
Net loss | $ (28,702,000) | (6,698,000) |
Sector 5 Digital, LLC [Member] | ||
Business Acquisition [Line Items] | ||
Revenue | 9,768,000 | |
Net loss | $ (5,841,000) |
SCHEDULE OF ASSETS ACQUISITION
SCHEDULE OF ASSETS ACQUISITION PURCHASE PRICE ALLOCATION (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 | May 31, 2022 | Oct. 31, 2021 | Aug. 31, 2021 | Jun. 30, 2021 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 11,236,638 | $ 13,464,760 | ||||
Customer Relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Technology | 3,310,000 | 3,070,000 | ||||
Technology-Based Intangible Assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Technology | 2,431,435 | 1,475,000 | ||||
Augmented Reality Investments Pty Ltd [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 250,000 | |||||
Total | 750,000 | |||||
Augmented Reality Investments Pty Ltd [Member] | Customer Relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Technology | 250,000 | |||||
Augmented Reality Investments Pty Ltd [Member] | Technology-Based Intangible Assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Technology | $ 250,000 | |||||
XR Terra, LLC. [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 300,000 | 300,000 | $ 300,000 | |||
Total | 600,000 | |||||
XR Terra, LLC. [Member] | Customer Relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Technology | ||||||
XR Terra, LLC. [Member] | Technology-Based Intangible Assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Technology | 300,000 | 300,000 | $ 300,000 | |||
PulpoAR, LLC [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 379,037 | 309,037 | $ 309,037 | |||
Total | 1,234,037 | |||||
PulpoAR, LLC [Member] | Customer Relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Technology | ||||||
PulpoAR, LLC [Member] | Technology-Based Intangible Assets [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Technology | $ 925,000 | $ 925,000 | $ 925,000 |
BUSINESS ACQUISITIONS AND ASS_3
BUSINESS ACQUISITIONS AND ASSET ACQUISTION - TECHNOLGY (Details Narrative) - USD ($) | 1 Months Ended | 6 Months Ended | 11 Months Ended | 12 Months Ended | |||||||||
Aug. 01, 2022 | Feb. 01, 2022 | Nov. 30, 2022 | Sep. 30, 2022 | Jul. 30, 2022 | Jun. 30, 2022 | May 31, 2022 | Oct. 31, 2021 | Aug. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | |
Business Acquisition [Line Items] | |||||||||||||
Payment for contingent liability | $ 1,000,000 | ||||||||||||
Change in fair value of acquisition contingent consideration | 696,722 | 1,862,229 | |||||||||||
Net loss | (28,563,283) | (5,966,287) | |||||||||||
Value issued | 11,821,364 | ||||||||||||
Intangible assets technology | $ 327,000 | 327,000 | |||||||||||
Common stock value | $ 12,749 | $ 12,749 | 14,702 | 14,702 | 12,749 | ||||||||
Augmented Reality Investments Pty Ltd [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Share price | $ 7 | ||||||||||||
Revenues | 10,000 | 290,000 | |||||||||||
Net loss | 330,000 | 220,000 | |||||||||||
Assets acquisition, intial consideration | $ 750,000 | ||||||||||||
Stock issued for acquisition of assets | 77,264 | ||||||||||||
Assets acquisition, consideration payment | $ 2,000,000 | $ 5,250,000 | 590,000 | ||||||||||
XR Terra, Inc. [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Share price | $ 7 | ||||||||||||
Assets acquisition, intial consideration | $ 600,000 | ||||||||||||
Stock issued for acquisition of assets | 33,877 | ||||||||||||
Assets acquisition, consideration payment | $ 300,000 | ||||||||||||
Assets acquisition, payment description | 50% in Company common stock and 50% in cash | ||||||||||||
XR Terra, LLC. [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Revenues | 730,000 | 180,000 | |||||||||||
Net loss | 1,490,000 | 530,000 | |||||||||||
PulpoAR, LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Share price | $ 7 | ||||||||||||
Revenues | 490,000 | 80,000 | |||||||||||
Net loss | 870,000 | 50,000 | |||||||||||
Assets acquisition, intial consideration | $ 2,000,000 | ||||||||||||
Stock issued for acquisition of assets | 214,286 | ||||||||||||
Assets acquisition, consideration payment | $ 500,000 | ||||||||||||
Asset acquisition, description | 75% in Company common stock (which was fair valued at the closing date’s day’s closing price discounted for one year sales restriction from closing, subject to a common stock floor price as defined) and 25% in cash | ||||||||||||
Common stock value | $ 12,500,000 | ||||||||||||
Cash | 500,000 | ||||||||||||
Operating Expense [Member] | Augmented Reality Investments Pty Ltd [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Assets acquisition, consideration payment | $ 570,000 | ||||||||||||
Brightline Interactive, LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Revenues | 4,850,000 | ||||||||||||
Net loss | 1,030,000 | ||||||||||||
Inclusive of contingent consideration fair value adjustment gain | 1,110,000 | ||||||||||||
Sector 5 Digital, LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Revenues | 2,730,000 | 1,400,000 | |||||||||||
Net loss | 1,260,000 | 730,000 | |||||||||||
Augmented Reality Investments Pty Ltd [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Fair value total | $ 750,000 | ||||||||||||
XR Terra, LLC. [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Fair value total | $ 600,000 | ||||||||||||
PulpoAR, LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Fair value total | $ 1,234,037 | ||||||||||||
Common stock value | 12,500,000 | 12,500,000 | |||||||||||
Cash | $ 500,000 | 500,000 | |||||||||||
Merger Agreement [Member] | Brightline Interactive, LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Payment to acquire business | $ 568,046 | ||||||||||||
Working capital | $ 505,787 | ||||||||||||
Shares issued for acquisition, shares | 714,286 | ||||||||||||
Share price | $ 7 | ||||||||||||
Total Purchase price | $ 12,665,357 | ||||||||||||
Intangible assets technology | 880,000 | ||||||||||||
Merger Agreement [Member] | Brightline Interactive, LLC [Member] | Minimum [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration liability | 24,500,000 | ||||||||||||
Merger Agreement [Member] | Brightline Interactive, LLC [Member] | Maximum [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration liability | 24,500,000 | ||||||||||||
Payment for contingent liability | 12,000,000 | ||||||||||||
Merger Agreement [Member] | Brightline Interactive, LLC [Member] | Debt [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Payment to acquire business | $ 1,926,167 | ||||||||||||
Merger Agreement [Member] | Sector 5 Digital, LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Total Purchase price | $ 15,466,503 | ||||||||||||
Membership Interest Sale Agreement [Member] | Brightline Interactive, LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Fair value of asset acquired | 6,740,000 | ||||||||||||
Reduction of asset acquired | $ 2,430,000 | ||||||||||||
Business combination acquisition related costs | 182,000 | ||||||||||||
Change in fair value of acquisition contingent consideration | 2,430,000 | ||||||||||||
Membership Interest Sale Agreement [Member] | Brightline Interactive, LLC [Member] | General and Administrative Expense [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business combination acquisition related costs | $ 182,000 | ||||||||||||
Membership Interest Sale Agreement [Member] | Sector 5 Digital, LLC [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Payment to acquire business | $ 4,000,000 | ||||||||||||
Shares issued for acquisition, shares | 277,201 | ||||||||||||
Share price | $ 7 | ||||||||||||
Total Purchase price | $ 15,466,503 | ||||||||||||
Fair value of asset acquired | 6,210,000 | ||||||||||||
Reduction of asset acquired | 1,110,000 | ||||||||||||
Business combination acquisition related costs | 280,000 | ||||||||||||
Change in fair value of acquisition contingent consideration | 1,110,000 | ||||||||||||
Membership Interest Sale Agreement [Member] | Sector 5 Digital, LLC [Member] | Contingent Consideration Liability [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Restricted cash | 2,000,000 | ||||||||||||
Membership Interest Sale Agreement [Member] | Sector 5 Digital, LLC [Member] | General and Administrative Expense [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business combination acquisition related costs | $ 280,000 | ||||||||||||
Membership Interest Sale Agreement [Member] | Sector 5 Digital, LLC [Member] | Maximum [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Contingent consideration liability | 19,000,000 | ||||||||||||
Payment for contingent liability | $ 2,000,000 | ||||||||||||
Assignment Agreement [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Shares issued | 71,430 | ||||||||||||
Value issued | $ 327,000 |
SCHEDULE OF IMPAIRMENT OF GOODW
SCHEDULE OF IMPAIRMENT OF GOODWILL AND LONG-LIVED ASSETS (Details) - USD ($) | Jun. 30, 2023 | Aug. 01, 2022 | Jul. 01, 2022 | Jun. 30, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||||
Operating lease - right-of-use asset | $ 627,832 | $ 430,000 | $ 790,000 | |
Fixed assets (net of accumulated depreciation) | 264,451 | 245,970 | ||
Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible asset - customer relationships | 3,310,000 | 3,070,000 | ||
Sector 5 Digital [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | 12,605,723 | |||
Operating lease - right-of-use asset | 209,901 | |||
Fixed assets (net of accumulated depreciation) | 36,037 | |||
Total S5D intangible asset impairment expense | 14,872,661 | |||
Sector 5 Digital [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible asset - customer relationships | $ 2,021,000 | $ 2,820,000 |
SCHEDULE OF COMPOSITION OF GOOD
SCHEDULE OF COMPOSITION OF GOODWILL (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||
Goodwill - beginning of year | $ 13,464,760 | |
Acquisitions | 10,473,700 | 13,464,760 |
Adjustments | 153,901 | |
Impairments | (12,855,723) | (12,855,723) |
Goodwill - end of year | 11,236,638 | 13,464,760 |
AUGGD [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Goodwill - beginning of year | 250,000 | |
Acquisitions | ||
Adjustments | ||
Impairments | (250,000) | |
Goodwill - end of year | 250,000 | |
XR Terra, LLC. [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Goodwill - beginning of year | 300,000 | |
Acquisitions | 300,000 | |
Adjustments | ||
Impairments | ||
Goodwill - end of year | 300,000 | 300,000 |
Sector 5 Digital [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Goodwill - beginning of year | 12,605,723 | |
Acquisitions | 12,605,723 | |
Adjustments | ||
Impairments | (12,605,723) | |
Goodwill - end of year | 12,605,723 | |
PulpoAR, LLC [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Goodwill - beginning of year | 309,037 | |
Acquisitions | 309,037 | |
Adjustments | 70,000 | |
Impairments | ||
Goodwill - end of year | 379,037 | 309,037 |
Brightline Interactive, LLC [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Goodwill - beginning of year | ||
Acquisitions | 10,473,700 | |
Adjustments | 83,901 | |
Impairments | ||
Goodwill - end of year | 10,557,601 | |
Motion Zone LLC [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Goodwill - beginning of year | 250,000 | |
Acquisitions | 250,000 | |
Goodwill - end of year | $ 250,000 | $ 250,000 |
SCHEDULE OF INTANGIBLE ASSETS,
SCHEDULE OF INTANGIBLE ASSETS, AMORTIZATION PERIOD AND ACCUMULATED AMORTIZATION (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 | May 31, 2022 | Oct. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||||
Less: Accumulated Amortization | $ (1,457,284) | $ (481,515) | ||
Intangible Assets, net | 4,284,151 | 4,063,485 | ||
Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | $ 3,310,000 | $ 3,070,000 | ||
Intangible assets amortization period | 5 years | |||
Customer Relationships [Member] | Minimum [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets amortization period | 3 years | |||
Customer Relationships [Member] | Maximum [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets amortization period | 5 years | |||
Technology-Based Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | $ 2,431,435 | $ 1,475,000 | ||
Intangible assets amortization period | 3 years | 3 years | ||
XR Terra, LLC. [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Less: Accumulated Amortization | $ (174,995) | $ (74,997) | ||
Intangible Assets, net | 125,005 | 225,003 | ||
XR Terra, LLC. [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | ||||
XR Terra, LLC. [Member] | Technology-Based Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | 300,000 | 300,000 | $ 300,000 | |
PulpoAR, LLC [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Less: Accumulated Amortization | (334,025) | (25,694) | ||
Intangible Assets, net | 590,975 | 899,306 | ||
PulpoAR, LLC [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | ||||
PulpoAR, LLC [Member] | Technology-Based Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | 925,000 | 925,000 | $ 925,000 | |
Brightline Interactive, LLC [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Less: Accumulated Amortization | (875,722) | |||
Intangible Assets, net | 3,314,278 | |||
Brightline Interactive, LLC [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | 3,310,000 | |||
Brightline Interactive, LLC [Member] | Technology-Based Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | 880,000 | |||
Incite VR [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Less: Accumulated Amortization | (72,542) | |||
Intangible Assets, net | 253,893 | |||
Incite VR [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | ||||
Incite VR [Member] | Technology-Based Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | 326,435 | |||
Sector 5 Digital [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Less: Accumulated Amortization | (235,000) | |||
Intangible Assets, net | 2,585,000 | |||
Sector 5 Digital [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | $ 2,021,000 | 2,820,000 | ||
Sector 5 Digital [Member] | Technology-Based Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | ||||
AUGGD [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Less: Accumulated Amortization | (145,824) | |||
Intangible Assets, net | 354,176 | |||
AUGGD [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | 250,000 | |||
AUGGD [Member] | Technology-Based Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets | $ 250,000 |
IMPAIRMENT OF GOODWILL AND LO_3
IMPAIRMENT OF GOODWILL AND LONG-LIVED ASSETS (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Mar. 31, 2023 | Feb. 28, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible asset impairment | $ 11,236,638 | $ 13,464,760 | |||
Net loss | (28,563,283) | (5,966,287) | |||
Stock issued during period, value, new issues | 2,846,144 | 3,347,303 | |||
Motion Zone LLC [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Revenue | 290,000 | ||||
Sector 5 Digital, LLC [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible asset impairment | $ 12,610,000 | ||||
intangible assets | 2,820,000 | ||||
Intangible asset impairment expense | 14,870,000 | ||||
Revenues | 2,730,000 | 1,400,000 | |||
Net loss | 1,260,000 | 730,000 | |||
Motion Zone LLC [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible asset impairment | 250,000 | 250,000 | |||
Net loss | 330,000 | $ 220,000 | |||
Stock issued during period, value, new issues | $ 750,000 | ||||
Ownership percentage | 19.99% | ||||
Investment at cost | $ 0 | ||||
Payments of dividends common stock | $ 650,000 | ||||
Intangible assets written off | 480,000 | ||||
Revenue | 10,000 | ||||
Motion Zone LLC [Member] | Customer Relationships [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets written off | 110,000 | ||||
Motion Zone LLC [Member] | Technology-Based Intangible Assets [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets written off | $ 120,000 | ||||
Sector 5 Digital, LLC [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Assets acquisition, intial consideration | $ 15,470,000 |
SCHEDULE OF INTANGIBLE ASSET AM
SCHEDULE OF INTANGIBLE ASSET AMORTIZATION EXPENSE (Details) | Jun. 30, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Fiscal Year Ended June 30, 2024 | $ 1,472,000 |
Fiscal Year Ended June 30, 2025 | 1,372,000 |
Fiscal Year Ended June 30, 2026 | 723,000 |
Fiscal Year Ended June 30, 2027 | 662,000 |
Fiscal Year Ended June 30, 2028 | $ 55,000 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Intangible asset amortization expense | $ 2,045,587 | $ 481,515 |
SCHEDULE OF CASH AND CASH EQUIV
SCHEDULE OF CASH AND CASH EQUIVALENTS AND INVESTMENTS (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2023 | |
Impairment Effects on Earnings Per Share [Line Items] | ||
Cash and Cash Equivalents | $ 16,249,666 | $ 5,619,083 |
Cash [Member] | ||
Impairment Effects on Earnings Per Share [Line Items] | ||
Cost | 1,233,608 | 242,271 |
Cash and Cash Equivalents | 1,233,608 | 242,271 |
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Impairment Effects on Earnings Per Share [Line Items] | ||
Cost | 15,016,058 | 5,376,812 |
Cash and Cash Equivalents | 15,016,058 | 5,376,812 |
Fair Value | 15,016,058 | 5,376,812 |
Cash and Cash Equivalents [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Impairment Effects on Earnings Per Share [Line Items] | ||
Cost | 16,249,666 | 5,619,083 |
Cash and Cash Equivalents | 16,249,666 | 5,619,083 |
Fair Value | 15,016,058 | $ 5,376,812 |
Investments [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Impairment Effects on Earnings Per Share [Line Items] | ||
Cost | 245,187 | |
Fair Value | 239,314 | |
Unrealized Gain (Loss) | (5,873) | |
Investments | $ 239,314 |
SCHEDULE OF FAIR VALUE OF CONTI
SCHEDULE OF FAIR VALUE OF CONTINGENT CONSIDERATION (Details) - Fair Value, Inputs, Level 3 [Member] - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | $ 5,120,791 | $ 1,966,171 |
Contingent consideration, non-current - S5D | 4,505,000 | |
Sector 5 Digital, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 1,908,800 | 1,397,600 |
Contingent consideration, non-current - S5D | 1,251,700 | 5,340,800 |
Brightline Interactive, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 2,957,700 | |
Contingent consideration, non-current - S5D | 3,253,300 | |
AUGGD [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 568,571 | |
XR Terra, LLC. [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 254,291 | |
Estimate of Fair Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 3,324,500 | 2,060,300 |
Contingent consideration, non-current - S5D | 13,169,600 | |
Estimate of Fair Value Measurement [Member] | Sector 5 Digital, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 2,060,300 | 2,060,300 |
Contingent consideration, non-current - S5D | 7,108,900 | 7,108,900 |
Estimate of Fair Value Measurement [Member] | Brightline Interactive, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 1,264,200 | |
Contingent consideration, non-current - S5D | 6,060,700 | |
Estimate of Fair Value Measurement [Member] | AUGGD [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | ||
Estimate of Fair Value Measurement [Member] | XR Terra, LLC. [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | ||
Portion at Other than Fair Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | (3,573,657) | |
Contingent consideration, non-current - S5D | (735,701) | |
Portion at Other than Fair Value Measurement [Member] | Sector 5 Digital, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | (2,673,300) | |
Contingent consideration, non-current - S5D | (735,701) | |
Portion at Other than Fair Value Measurement [Member] | Brightline Interactive, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | ||
Contingent consideration, non-current - S5D | ||
Portion at Other than Fair Value Measurement [Member] | AUGGD [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | (568,571) | |
Portion at Other than Fair Value Measurement [Member] | XR Terra, LLC. [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | (331,786) | |
Changes Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 5,369,948 | (94,129) |
Contingent consideration, non-current - S5D | (7,928,899) | |
Changes Measurement [Member] | Sector 5 Digital, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 2,521,800 | (662,700) |
Contingent consideration, non-current - S5D | (5,121,499) | (1,768,100) |
Changes Measurement [Member] | Brightline Interactive, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 1,693,500 | |
Contingent consideration, non-current - S5D | (2,807,400) | |
Changes Measurement [Member] | AUGGD [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 568,571 | 568,571 |
Changes Measurement [Member] | XR Terra, LLC. [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 586,077 | |
Reported Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 5,120,791 | 1,966,171 |
Contingent consideration, non-current - S5D | 4,505,000 | |
Reported Value Measurement [Member] | Sector 5 Digital, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 1,908,800 | 1,397,600 |
Contingent consideration, non-current - S5D | 1,251,700 | 5,340,800 |
Reported Value Measurement [Member] | Brightline Interactive, LLC [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | 2,957,700 | |
Contingent consideration, non-current - S5D | 3,253,300 | |
Reported Value Measurement [Member] | AUGGD [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | $ 568,571 | |
Reported Value Measurement [Member] | XR Terra, LLC. [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total contingent consideration, current | $ 254,291 |
FINANCIAL INSTRUMENTS (Details
FINANCIAL INSTRUMENTS (Details Narrative) | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 USD ($) | Jun. 30, 2023 USD ($) | May 31, 2023 USD ($) | Jun. 30, 2022 USD ($) | |
Common stock value | $ 14,702 | $ 12,749 | ||
Sector 5 Digital, LLC [Member] | ||||
Consideration payout | $ 1,360,000 | |||
Escrowed cash | 1,000,000 | $ 2,000,000 | $ 1,000,000 | |
Sector 5 Digital, LLC [Member] | Common Stock [Member] | ||||
Consideration payout | 1,050,000 | |||
Sector 5 Digital, LLC [Member] | Changes Measurement [Member] | ||||
Noncash gain | 170,000 | |||
Sector 5 Digital, LLC [Member] | Changes Measurement [Member] | Minimum [Member] | ||||
Contingent consideration | 0 | |||
Sector 5 Digital, LLC [Member] | Changes Measurement [Member] | Maximum [Member] | ||||
Contingent consideration | 14,000,000 | |||
Brightline Interactive, LLC [Member] | Changes Measurement [Member] | ||||
Noncash gain | 1,110,000 | |||
XR Terra, LLC. [Member] | Changes Measurement [Member] | ||||
Noncash expense | 590,000 | |||
XR Terra, LLC. [Member] | Changes Measurement [Member] | Minimum [Member] | ||||
Contingent consideration | 0 | |||
XR Terra, LLC. [Member] | Changes Measurement [Member] | Maximum [Member] | ||||
Contingent consideration | 1,000,000 | |||
AUGGD [Member] | Changes Measurement [Member] | Minimum [Member] | ||||
Contingent consideration | 0 | |||
AUGGD [Member] | Changes Measurement [Member] | Maximum [Member] | ||||
Contingent consideration | 650,000 | |||
PulpoAR, LLC [Member] | ||||
Common stock value | 12,500,000 | |||
Cash | 500,000 | |||
PulpoAR, LLC [Member] | Changes Measurement [Member] | Minimum [Member] | ||||
Contingent consideration | 0 | |||
PulpoAR, LLC [Member] | Changes Measurement [Member] | Maximum [Member] | ||||
Contingent consideration | $ 13,000,000 | |||
Measurement Input, Commodity Market Price [Member] | Sector 5 Digital, LLC [Member] | ||||
Business combination, contingent consideration, measurement input | 3.56 | 3.98 | ||
Measurement Input, Commodity Market Price [Member] | Brightline Interactive, LLC [Member] | ||||
Business combination, contingent consideration, measurement input | 3.56 | |||
Measurement Input, Price Volatility [Member] | Sector 5 Digital, LLC [Member] | ||||
Business combination, contingent consideration, measurement input | 66.06 | 60.01 | ||
Measurement Input, Price Volatility [Member] | Brightline Interactive, LLC [Member] | ||||
Business combination, contingent consideration, measurement input | 75.06 | |||
Measurement Input, Discount Rate [Member] | Sector 5 Digital, LLC [Member] | ||||
Business combination, contingent consideration, measurement input | 15.07 | 15.01 | ||
Measurement Input, Discount Rate [Member] | Brightline Interactive, LLC [Member] | ||||
Business combination, contingent consideration, measurement input | 16.04 | |||
Measurement Input, Risk Free Interest Rate [Member] | Sector 5 Digital, LLC [Member] | ||||
Business combination, contingent consideration, measurement input | 5.01 | 3 | ||
Measurement Input, Risk Free Interest Rate [Member] | Brightline Interactive, LLC [Member] | ||||
Business combination, contingent consideration, measurement input | 4.08 |
SCHEDULE OF RECONCILIATION OF C
SCHEDULE OF RECONCILIATION OF COST IN EXCESS OF BILLING FOR CONTRACT RECOGNIZED OVER TIME (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Disaggregation of Revenue [Line Items] | ||
Contract assets includes, costs and estimated earnings in excess of billings on uncompleted contracts | $ 158,552 | $ 39,484 |
Contract liabilities includes, billings in excess of costs and estimated earnings on uncompleted contracts | (466,393) | (841,389) |
Transferred over Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Cost incurred on uncompleted contracts | 78,771 | 199,571 |
Estimated earnings | 226,096 | 437,944 |
Earned revenue | 304,867 | 637,515 |
Less: billings to date | 311,750 | 941,676 |
Billings in excess of costs, net | (6,883) | (304,161) |
Contract assets includes, costs and estimated earnings in excess of billings on uncompleted contracts | 4,014 | |
Contract liabilities includes, billings in excess of costs and estimated earnings on uncompleted contracts | (6,883) | (308,175) |
Billings in excess of costs, net | $ (6,883) | $ (304,161) |
DEFERRED COSTS_CONTRACT ASSET_3
DEFERRED COSTS/CONTRACT ASSETS and DEFERRED REVENUE/CONTRACT LIABILITIES (Details Narrative) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Disaggregation of Revenue [Line Items] | ||
Contract assets | $ 158,552 | $ 39,484 |
Contract with customer liabilities | 466,393 | 841,389 |
Transferred at Point in Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract assets | 158,552 | 35,470 |
Contract with customer liabilities | 459,510 | 533,214 |
Transferred over Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract assets | 4,014 | |
Contract with customer liabilities | $ 6,883 | $ 308,175 |
DEBT (Details Narrative)
DEBT (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |
Jul. 01, 2021 | Mar. 31, 2022 | Jun. 30, 2022 | |
Short-Term Debt [Line Items] | |||
Convertible promissory notes | $ 1,430 | ||
Original issue discount on notes | $ 160 | ||
Debt instrument interest rate percentage | 10% | ||
Loss on conversion of convertible notes | $ 280 | ||
Paycheck Protection Program [Member] | |||
Short-Term Debt [Line Items] | |||
Debts instrument periodic payament | $ 620 | ||
IPO [Member] | |||
Short-Term Debt [Line Items] | |||
Share conversion price | $ 5 | ||
Loss on conversion of convertible notes | $ 280 |
SCHEDULE OF STOCK OPTION FAIR V
SCHEDULE OF STOCK OPTION FAIR VALUE ASSUMPTIONS (Details) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Equity [Abstract] | ||
Weighted average expected terms (in years) | 6 years | 5 years 8 months 12 days |
Weighted average expected volatility | 88.80% | 236.70% |
Weighted average risk-free interest rate | 3.90% | 1.70% |
Expected dividend yield | 0% | 0% |
SUMMARY OF STOCK OPTION ACTIVIT
SUMMARY OF STOCK OPTION ACTIVITY (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2021 | |
Equity [Abstract] | |||
Options Outstanding, Beginning Balance | 4,484,616 | 4,740,910 | |
Weighted Average Exercise Price, Outstanding, Beginning Balance | $ 4.68 | $ 3.40 | |
Weighted Average Remaining Contractual Term (Yrs), Outstanding Beginning | 7 years | 8 years 6 months | |
Intrinsic Value, Outstanding Beginning Balance | $ 2,404,249 | $ 7,893,467 | |
Options, Granted | 2,155,909 | 1,037,252 | |
Weighted Average Exercise Price, Options Granted | $ 5.63 | $ 9.15 | |
Weighted Average Remaining Contractual Term (Yrs), Options Granted | 9 years 7 months 6 days | 9 years 7 months 6 days | |
Intrinsic Value, Options Granted | $ 2,578,954 | ||
Options, Exercised | (104,932) | (969,775) | |
Weighted Average Exercise Price, Options Exercised | $ 3.94 | $ 2.90 | |
Weighted Average Remaining Contractual Term (Yrs), Options Exercised | 6 years 1 month 6 days | 5 years 4 months 24 days | |
Intrinsic Value, Options Exercised | $ 99,505 | $ (8,419,947) | |
Options, Forfeited / Cancelled | (407,212) | (323,771) | |
Weighted Average Exercise Price, Options Forfeited/Cancelled | $ 7.39 | $ 5.65 | |
Weighted Average Remaining Contractual Term (Yrs), Options Forfeited/Cancelled | 8 years 6 months | 7 years 10 months 24 days | |
Intrinsic Value, Options Forfeited/Cancelled | $ 28,830 | $ (1,908,018) | |
Options Outstanding, Ending Balance | 6,128,381 | 4,484,616 | 4,740,910 |
Weighted Average Exercise Price, Outstanding, Ending Balance | $ 4.84 | $ 4.68 | $ 3.40 |
Weighted Average Remaining Contractual Term (Yrs), Outstanding Ending | 7 years | 7 years | |
Intrinsic Value, Outstanding Ending Balance | $ 1,676,966 | $ 2,404,249 | $ 7,893,467 |
Options Exercisable, Ending Balance | 3,741,523 | 3,546,297 | |
Weighted Average Exercise Price, Exercisable, Ending Balance | $ 3.96 | $ 3.54 | |
Weighted Average Remaining Contractual Term (Yrs), Exercisable Ending | 5 years 7 months 6 days | 6 years 3 months 18 days | |
Intrinsic Value, Exercisable Ending Balance | $ 1,676,966 | $ 2,404,249 |
SCHEDULE OF STOCK OPTION-BASED
SCHEDULE OF STOCK OPTION-BASED EXPENSE (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Total | $ 3,293,945 | $ 2,797,298 |
Research and Development Expense [Member] | ||
Total | 1,717,955 | 1,470,039 |
General and Administrative Expense [Member] | ||
Total | 299,664 | 210,876 |
Selling and Marketing Expense [Member] | ||
Total | 833,817 | 585,380 |
Cost of Sales [Member] | ||
Total | 755 | 49,617 |
Board Option Expense [Member] | ||
Total | $ 441,754 | $ 481,386 |
EQUITY (Details Narrative)
EQUITY (Details Narrative) | 1 Months Ended | 12 Months Ended | |||||
Oct. 28, 2022 USD ($) | Jul. 01, 2021 USD ($) $ / shares shares | Feb. 28, 2023 $ / shares shares | Nov. 30, 2021 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2021 USD ($) $ / shares | |
Subsidiary, Sale of Stock [Line Items] | |||||||
Loss on conversion of convertible notes | $ 280,000 | ||||||
Stock issued during period, value, new issues | 11,821,364 | ||||||
Proceeds from issuance of sale of equity | $ 100,000,000 | ||||||
Stock issued during period, value, new issues | $ 2,846,144 | 3,347,303 | |||||
Number of common stock for services, value | $ 13,578,400 | ||||||
Common stock issued for exercise of stock options | shares | 104,932 | 969,775 | |||||
Proceeds from stock option exercised | $ 66,111 | $ 1,326,044 | |||||
Options granted | shares | 2,155,909 | 1,037,252 | |||||
Exercise price | $ / shares | $ 5.63 | $ 9.15 | |||||
Options vested | shares | 220,000 | ||||||
Vesting period | 4 years | ||||||
Options granted, fair value | $ 6,400,000 | $ 7,980,000 | |||||
Exercise price | $ / shares | $ 4.84 | $ 4.68 | $ 3.40 | ||||
Remaining term | 7 years | 8 years 6 months | |||||
Intrinsic value | $ 1,676,966 | $ 2,404,249 | $ 7,893,467 | ||||
2016 Equity Incentive Plan [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock issued during period shares | shares | 11,300,000 | ||||||
Shares available for issuance | shares | 2,100,000 | ||||||
Stock options intrinsic value per share | $ / shares | $ 3.56 | $ 3.98 | |||||
Unrecognized compensation expense to employees and vendors | $ 8,160,000 | ||||||
Share-Based Payment Arrangement, Option [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Common stock issued for exercise of stock options | shares | 42,000 | 560,000 | |||||
Proceeds from stock option exercised | $ 70,000 | $ 1,330,000 | |||||
Target Options [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Options granted | shares | 2,100,000 | ||||||
Options granted, fair value | $ 8,500,000 | ||||||
Exercise price | $ / shares | $ 7 | ||||||
Remaining term | 9 years 8 months 12 days | ||||||
Intrinsic value | $ 0 | ||||||
Target Options [Member] | 2016 Equity Incentive Plan [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Shares available for issuance | shares | 2,100,000 | ||||||
Unrecognized compensation expense to employees and vendors | $ 8,530,000 | ||||||
Weighted average period | 2 years 5 months 8 days | ||||||
Sector 5 Digital, LLC [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Fair value | $ 2,410,000 | ||||||
AUGGD [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Fair value | 320,000 | ||||||
Contingent acquisition obligation | 570,000 | ||||||
Repayment of secured promissory note | $ 250,000 | ||||||
Common Stock [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of common stock for services, shares | shares | 1,500,000 | ||||||
Stock issued during period, value, new issues | $ 1,913 | ||||||
Stock issued during period, shares, new issues | shares | 1,912,500 | ||||||
Number of common stock for acquisition, shares | shares | 714,286 | 388,342 | |||||
Stock issued during period, value, new issues | $ 714 | $ 388 | |||||
Number of common stock for services, value | $ 1,500 | ||||||
Common stock issued for exercise of stock options | shares | 42,341 | 559,775 | |||||
Common Stock [Member] | Brightline Interactive, LLC [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of common stock for acquisition, shares | shares | 714,000 | ||||||
Stock issued during period, value, new issues | $ 2,850,000 | ||||||
Common Stock [Member] | PulpoAR, LLC [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of common stock for acquisition, shares | shares | 214,000 | ||||||
Stock issued during period, value, new issues | $ 730,000 | ||||||
Common Stock [Member] | Incite VR [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of common stock for acquisition, shares | shares | 71,000 | ||||||
Stock issued during period, value, new issues | $ 330,000 | ||||||
Common Stock [Member] | AUGGD And XRTerra LLC [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of common stock for acquisition, shares | shares | 111,000 | ||||||
Stock issued during period, value, new issues | $ 1,050,000 | ||||||
Common Stock [Member] | Sector 5 Digital [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock issued during period, shares, new issues | shares | 577,000 | ||||||
Number of common stock for acquisition, shares | shares | 277,000 | ||||||
Stock issued during period, value, new issues | $ 2,300,000 | ||||||
Common Stock [Member] | AUGGD [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock issued during period, shares, new issues | shares | 107,000 | ||||||
Common Stock [Member] | XR Terra, LLC. [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock issued during period, value, new issues | $ 330,000 | ||||||
Stock issued during period, shares, new issues | shares | 71,000 | ||||||
Common Stock [Member] | Legacy Acquisition Obligation [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of common stock for acquisition, shares | shares | 453,000 | ||||||
Number of common stock for services, value | $ 1,250,000 | ||||||
Investor [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock issued during period, shares, new issues | shares | 1,910,000 | ||||||
Investor [Member] | Common Stock [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares issued in transaction | shares | 1,500,000 | ||||||
Investor [Member] | Warrant [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares issued in transaction | shares | 750,000 | ||||||
Vendors [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of common stock for services, shares | shares | 1,800 | 20,000 | |||||
Share-based compensation | $ 10,000 | $ 200,000 | |||||
Employees [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of common stock for services, shares | shares | 155,000 | 11,000 | |||||
Share-based compensation | $ 640,000 | $ 100,000 | |||||
Executive Officer [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Options granted | shares | 2,320,000 | ||||||
Exercise price | $ / shares | $ 7 | ||||||
Securities Purchase Agreement [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Share price | $ / shares | $ 10 | ||||||
Fair value of adjustment of warrants | $ 8,800,000 | ||||||
Stock issued during period, value, new issues | $ 15,000,000 | ||||||
Stock issued during period, shares, new issues | shares | 1,500,000 | ||||||
Warrants price per share | shares | 750,000 | ||||||
Warrants price per share | $ / shares | $ 14.63 | ||||||
Warrants to purchase shares exercised | shares | 560,000 | ||||||
Warrants and rights outstanding term description | five years | ||||||
Share based compensation arrangement by Share based payment award non option equity instruments not exercised | shares | 190,000 | ||||||
Securities Purchase Agreement [Member] | Investor [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Proceeds from issuance of common stock | $ 13,580,000 | ||||||
Proceeds from issuance of sale of equity | $ 13,580,000 | ||||||
Valuation Technique, Option Pricing Model [Member] | Securities Purchase Agreement [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Warrants and rights outstanding term | 5 years | ||||||
Fair value of measurement input | 146 | ||||||
Valuation Technique, Option Pricing Model [Member] | Measurement Input, Risk Free Interest Rate [Member] | Securities Purchase Agreement [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Fair value of measurement input | 1.22 | ||||||
Valuation Technique, Option Pricing Model [Member] | Measurement Input, Expected Dividend Rate [Member] | Securities Purchase Agreement [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Fair value of measurement input | 0 | ||||||
IPO [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Share price | $ / shares | $ 7 | ||||||
Number of shares issued in transaction | shares | 1,910,000 | ||||||
Proceeds from issuance of equity | $ 11,820,000 | ||||||
Number of common stock for services, shares | shares | 87,500 | ||||||
Fair value of adjustment of warrants | $ 520,000 | ||||||
Shares issued for satisfaction of convertible promissory note, value | $ 1,430,000 | ||||||
Shares issued for satisfaction of convertible promissory note, shares | shares | 324,150 | ||||||
Loss on conversion of convertible notes | $ 280,000 | ||||||
IPO [Member] | Common Stock [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock issued during period, shares, new issues | shares | 324,000 | ||||||
IPO [Member] | Investor [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Share price | $ / shares | $ 7 | ||||||
Proceeds from issuance of common stock | $ 11,820,000 | ||||||
IPO [Member] | Valuation Technique, Option Pricing Model [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Warrants and rights outstanding term | 5 years | ||||||
Fair value of measurement input | 129 | ||||||
IPO [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Fair value of measurement input | 0.87 | ||||||
IPO [Member] | Valuation Technique, Option Pricing Model [Member] | Measurement Input, Expected Dividend Rate [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Fair value of measurement input | 0 |
SCHEDULE OF COMPUTATION OF BASI
SCHEDULE OF COMPUTATION OF BASIC AND DILUTED NET LOSS PER SHARE (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (28,563,283) | $ (5,966,287) |
Weighted-average common shares outstanding for basic net loss per share | 13,929,135 | 11,731,383 |
Weighted-average common shares outstanding for diluted net loss per share | 13,929,135 | 11,731,383 |
Basic net loss per share | $ (2.05) | $ (0.51) |
Diluted net loss per share | $ (2.05) | $ (0.51) |
SCHEDULE OF POTENTIALLY DILUTIV
SCHEDULE OF POTENTIALLY DILUTIVE SECURITIES (Details) - shares | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 9,065,881 | 5,322,116 |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 8,228,381 | 4,484,616 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 837,500 | 837,500 |
EARNINGS PER SHARE (Details Nar
EARNINGS PER SHARE (Details Narrative) - shares | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Stock options | 9,065,881 | 5,322,116 |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Stock options | 8,228,381 | 4,484,616 |
Share-Based Payment Arrangement, Option [Member] | Target Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Stock options | 2,100,000 |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Income Tax Disclosure [Abstract] | ||
Net-operating loss carryforward | $ 11,557,098 | $ 7,795,509 |
Goodwill and intangible asset impairment | 5,305,044 | |
Stock-based compensation | 368,831 | 392,174 |
Other | 564,531 | 180,297 |
Total Deferred Tax Assets | 17,795,504 | 8,367,980 |
Valuation allowance | (17,795,504) | (8,367,980) |
Deferred Tax Asset, Net |
SCHEDULE OF EFFECTIVE INCOME TA
SCHEDULE OF EFFECTIVE INCOME TAX RATE RECONCILIATION STATUTORY RATE (Details) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||
Statutory Federal Income Tax Rate | (21.00%) | (21.00%) |
State and Local Taxes, Net of Federal Tax Benefi | (13.56%) | (13.56%) |
Stock Based Compensation Expense (ISO) | 3.21% | 12.78% |
Change in Contingent Consideration | (1.55%) | (14.08%) |
Goodwill Amortization | (0.82%) | (2.21%) |
Valuation Allowance | 33.72% | 38.07% |
Income Taxes Provision (Benefit) | 0% | 0% |
PROVISION FOR INCOME TAXES (Det
PROVISION FOR INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||
Provision for income tax | $ 0 | $ 0 | |
Operating loss carry forwards | $ 33,440,000 | $ 2,880,000 | |
Operating loss carry forwards expiration date | NOLs for the periods ending June 30, 2018 and prior ($2.88 million) begin to expire in 2037 | ||
Net operating loss carry forwards no expiration | $ 30,460,000 | ||
Valuation allowance | $ 9,430,000 | $ 3,910,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | |
Mar. 31, 2022 | Jun. 30, 2022 | |
Augmented Reality Investments Pty Ltd [Member] | ||
Related Party Transaction [Line Items] | ||
Bore interest rate percentage | 1% | |
Augmented Reality Investments Pty Ltd [Member] | Related Party [Member] | ||
Related Party Transaction [Line Items] | ||
Due to related parties | $ 250 | $ 250 |
SCHEDULE OF UNDISCOUNTED LEASE
SCHEDULE OF UNDISCOUNTED LEASE PAYMENTS (Details) - USD ($) | Jun. 30, 2023 | Aug. 01, 2022 | Jul. 01, 2022 | Jun. 30, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||||
2024 | $ 534,000 | |||
2025 | 324,000 | |||
2026 | 120,000 | |||
Total future minimum lease commitments, including short-term leases | 978,000 | |||
Less: future minimum lease payments of short -term leases | (80,000) | |||
Less: imputed interest | (69,000) | |||
Total operating lease liability | 829,000 | |||
Current portion of operating lease liabilities | 405,948 | $ 90,000 | $ 340,000 | |
Non-current portion of operating lease liabilities | $ 423,454 | $ 340,000 | $ 450,000 |
SCHEDULE OF CONTINGENT CONSIDER
SCHEDULE OF CONTINGENT CONSIDERATION FOR ACQUISITIONS (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Asset Acquisition [Line Items] | ||
Subtotal current portion | $ 5,120,791 | $ 1,966,171 |
Net of current portion | 4,505,000 | 5,340,800 |
Total contingent consideration for acquisitions | 9,625,791 | 7,306,971 |
Sector 5 Digital, LLC [Member] | ||
Asset Acquisition [Line Items] | ||
Subtotal current portion | 1,908,800 | 1,397,600 |
Net of current portion | 1,251,700 | 5,340,800 |
Brightline Interactive, LLC [Member] | ||
Asset Acquisition [Line Items] | ||
Subtotal current portion | 2,957,700 | |
Net of current portion | 3,253,300 | |
AUGGD [Member] | ||
Asset Acquisition [Line Items] | ||
Subtotal current portion | 568,571 | |
XRT [Member] | ||
Asset Acquisition [Line Items] | ||
Subtotal current portion | $ 254,291 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Jul. 30, 2022 | Oct. 31, 2021 | Aug. 31, 2021 | Jun. 30, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | |
Loss Contingencies [Line Items] | ||||||
Payments for rent | $ 600 | $ 370 | ||||
Weighted average remaining lease term | 1 year 6 months | |||||
Weighted average discount rate | 7.90% | |||||
Operating lease rent expense | $ 540 | 410 | ||||
Lease commitments, description | These existing leases have remaining lease terms ranging from 1 to 3 years. Certain lease agreements contain options to renew, with renewal terms that generally extend the lease terms by 1 to 3 years for each option. The Company determined that none of its current leases are reasonably certain to renew | |||||
Employee bonus payment threshold amount | $ 910 | |||||
Accrued bonus | $ 130 | |||||
Maximum distribution percentage of net proceeds from divestiture | 10% | |||||
Augmented Reality Investments Pty Ltd [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Assets acquisition, consideration payment | $ 2,000 | $ 5,250 | $ 590 | |||
Augmented Reality Investments Pty Ltd [Member] | Operating Expense [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Assets acquisition, consideration payment | $ 570 | |||||
XRT [Member] | Operating Expense [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Assets acquisition, consideration payment | $ 250 | |||||
Augmented Reality Investments Pty Ltd [Member] | Related Party [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Due to related parties | $ 250 | $ 250 |