Cover
Cover - shares | 9 Months Ended | |
Dec. 31, 2019 | Feb. 12, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2019 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2019 | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 000-11882 | |
Entity Registrant Name | B2Digital, Inc. | |
Entity Central Index Key | 0000725929 | |
Entity Incorporation, State or Country Code | DE | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 439,267,304 | |
Entity shell company | false |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Dec. 31, 2019 | Mar. 31, 2019 |
Current assets | ||
Cash and cash equivalents | $ 75,017 | $ 27,579 |
Deposits and prepaid expenses | 500 | 6,260 |
Note receivable- related party | 0 | 65,416 |
Total current assets | 75,517 | 99,255 |
Fixed assets | ||
Property and equipment | 261,084 | 71,472 |
Less: accumulated depreciation | (36,652) | (16,407) |
Total fixed assets | 224,432 | 55,065 |
Goodwill | 314,272 | 193,045 |
Total Assets | 614,221 | 347,365 |
Current liabilities | ||
Accounts payable & accrued liabilities | 120,829 | 109,627 |
Deferred revenue | 9,879 | 0 |
Note payable- current maturity | 14,000 | 14,000 |
Payable due for business acquisitions | 5,000 | 0 |
Note payable- in default | 7,000 | 15,000 |
Convertible notes payable, net of discount | 382,105 | 0 |
Derivative liabilities | 4,305 | 0 |
Due to shareholder | 14,914 | 0 |
Total current liabilities | 558,032 | 138,627 |
Note payable- long-term | 60,000 | 60,000 |
Total Liabilities | 618,032 | 198,627 |
Commitments and contingencies (Note 7) | ||
Stockholders' Equity | ||
Preferred stock, 50,000,000 shares authorized of which 40,000,000 shares are designated as Series B; 2,000,000 shares of Series A are designated and outstanding, convertible into 240 shares of common stock at December 31, 2019 and March 31, 2019, respectively; 8,000,000 shares are undesignated | 20 | 20 |
Common stock, $0.00001 par value; 5,000,000,000 shares authorized; 527,102,810 and 377,620,110 shares issued and outstanding at December 31, 2019 and March 31, 2019, respectively | 5,272 | 3,776 |
Additional paid in capital | 3,650,009 | 2,624,573 |
Accumulated deficit | (3,659,112) | (2,479,631) |
Total Stockholders' Equity | (3,811) | 148,738 |
Total Liabilities and Stockholders' Equity | $ 614,221 | $ 347,365 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Mar. 31, 2019 |
Preferred stock shares authorized | 50,000,000 | 50,000,000 |
Preferred stock shares outstanding | 8,000,000 | 8,000,000 |
Common stock par value | $ .00001 | $ 0.00001 |
Common stock shares authorized | 5,000,000,000 | 5,000,000,000 |
Common stock shares issued | 527,102,810 | 377,620,110 |
Common stock shares outstanding | 527,102,810 | 377,620,110 |
Series B Preferred Stock [Member] | ||
Preferred stock shares authorized | 40,000,000 | 40,000,000 |
Series A Preferred Stock [Member] | ||
Preferred stock shares authorized | 2,000,000 | 2,000,000 |
Preferred stock shares issued | 240 | 240 |
Preferred stock shares outstanding | 240 | 240 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||||
Live event revenue | $ 169,363 | $ 66,413 | $ 351,274 | $ 239,008 |
Live event expenses | 126,737 | 111,835 | 262,277 | 254,811 |
Live event income- net | 42,626 | (45,422) | 88,997 | (15,803) |
General and administrative corporate expenses | ||||
General & administrative expenses | 256,889 | (1,326) | 1,116,699 | 73,499 |
Depreciation expense | 10,192 | 5,676 | 20,245 | 9,990 |
Total general and administrative corporate expenses | 267,081 | 4,350 | 1,136,944 | 83,489 |
Loss from continuing operations | (224,455) | (49,772) | (1,047,947) | (99,292) |
Other income (expense) | ||||
Loss on note receivable forgiveness | (54,887) | 0 | (81,887) | 0 |
Loss on modification of debt | 0 | 0 | (50,756) | 0 |
Gain on changes in fair value of derivatives | 17,360 | 0 | 17,360 | 0 |
Interest expense | (12,572) | (1,124) | (16,251) | (3,231) |
Total other expense | (50,099) | (1,124) | (131,534) | (3,231) |
Net loss | $ (274,554) | $ (50,896) | $ (1,179,481) | $ (102,523) |
Basic diluted earnings per share on net loss | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average shares outstanding | 563,263,410 | 349,510,187 | 492,698,294 | 304,301,959 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity (Unaudited) - USD ($) | Preferred Stock | Common Stock | Additional Paid-In Capital | Retained Earnings / Accumulated Deficit | Total |
Beginning balance, shares at Mar. 31, 2018 | 2,000,000 | 263,075,044 | |||
Beginning balance, value at Mar. 31, 2018 | $ 20 | $ 2,631 | $ 2,381,068 | $ (2,345,820) | $ 37,899 |
Sale of common stock, shares | 30,000,000 | ||||
Sale of common stock, value | $ 300 | 300 | |||
Issuance of common stock for services, shares | 35,000,000 | ||||
Issuance of common stock for services, value | $ 350 | 350 | |||
Issuance of common stock for conversion of debt, shares | 3,478,400 | ||||
Issuance of common stock for conversion of debt, value | $ 35 | 37,985 | 38,020 | ||
Net loss | (34,513) | (34,513) | |||
Ending balance, shares at Jun. 30, 2018 | 2,000,000 | 331,553,444 | |||
Ending balance, value at Jun. 30, 2018 | $ 20 | $ 3,316 | 2,419,053 | (2,380,333) | 42,056 |
Net loss | (17,114) | (17,114) | |||
Ending balance, shares at Sep. 30, 2018 | 2,000,000 | 331,553,444 | |||
Ending balance, value at Sep. 30, 2018 | $ 20 | $ 3,316 | 2,419,053 | (2,397,447) | 24,942 |
Sale of common stock, shares | 6,250,000 | ||||
Sale of common stock, value | $ 63 | 49,937 | 50,000 | ||
Issuance of common stock for services, shares | 9,000,000 | ||||
Issuance of common stock for services, value | $ 90 | 411 | 501 | ||
Net loss | (50,896) | (50,896) | |||
Ending balance, shares at Dec. 30, 2018 | 2,000,000 | 346,803,444 | |||
Ending balance, value at Dec. 30, 2018 | $ 20 | $ 3,469 | 2,469,401 | (2,448,343) | 24,547 |
Beginning balance, shares at Mar. 31, 2019 | 2,000,000 | 377,620,110 | |||
Beginning balance, value at Mar. 31, 2019 | $ 20 | $ 3,776 | 2,624,573 | (2,479,631) | 148,738 |
Sale of common stock, shares | 13,281,250 | ||||
Sale of common stock, value | $ 133 | 84,867 | 850,000 | ||
Stock compensation, shares | 71,000,000 | ||||
Stock compensation, value | $ 710 | 453,690 | 454,400 | ||
Issuance of common stock as part of business combination, shares | 14,000,000 | ||||
Issuance of common stock as part of business combination, value | $ 140 | 89,460 | 89,600 | ||
Net loss | (491,512) | (491,512) | |||
Ending balance, shares at Jun. 30, 2019 | 2,000,000 | 475,901,360 | |||
Ending balance, value at Jun. 30, 2019 | $ 20 | $ 4,759 | 3,252,590 | (2,971,143) | 286,226 |
Beginning balance, shares at Mar. 31, 2019 | 2,000,000 | 377,620,110 | |||
Beginning balance, value at Mar. 31, 2019 | $ 20 | $ 3,776 | 2,624,573 | (2,479,631) | 148,738 |
Net loss | (1,179,481) | ||||
Ending balance, shares at Dec. 31, 2019 | 2,000,000 | 527,102,810 | |||
Ending balance, value at Dec. 31, 2019 | $ 20 | $ 5,272 | 3,650,009 | (3,659,112) | (3,811) |
Beginning balance, shares at Jun. 30, 2019 | 2,000,000 | 475,901,360 | |||
Beginning balance, value at Jun. 30, 2019 | $ 20 | $ 4,759 | 3,252,590 | (2,971,143) | 286,226 |
Sale of common stock, shares | 49,218,750 | ||||
Sale of common stock, value | $ 492 | 314,508 | 315,000 | ||
Stock compensation, shares | 36,500,000 | ||||
Stock compensation, value | $ 365 | 233,235 | 233,600 | ||
Issuance of common stock as part of business combination, shares | 9,000,000 | ||||
Issuance of common stock as part of business combination, value | $ 90 | 57,510 | 57,600 | ||
Cancellation of outstanding shares, shares | (7,500,000) | ||||
Cancellation of outstanding shares, value | $ (75) | (47,925) | (48,000) | ||
Loss from modification of debt | 50,756 | 50,756 | |||
Net loss | (413,415) | (413,415) | |||
Ending balance, shares at Sep. 30, 2019 | 2,000,000 | 563,120,110 | |||
Ending balance, value at Sep. 30, 2019 | $ 20 | $ 5,631 | 3,860,674 | $ (3,384,558) | 481,767 |
Cancellation of outstanding shares, shares | (21,954,800) | ||||
Cancellation of outstanding shares, value | $ (219) | $ (109,554) | $ (109,773) | ||
Purchase of cancelled stock, shares | (14,062,500) | (140) | (101,111) | (101,251) | |
Net loss | $ (274,554) | $ (274,554) | |||
Ending balance, shares at Dec. 31, 2019 | 2,000,000 | 527,102,810 | |||
Ending balance, value at Dec. 31, 2019 | $ 20 | $ 5,272 | $ 3,650,009 | $ (3,659,112) | $ (3,811) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash Flows from Operating Activities | ||
Net Loss | $ (1,179,481) | $ (102,523) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Stock compensation | 688,000 | 0 |
Depreciation | 20,245 | 9,990 |
Loss on note receivable forgiveness | 81,887 | 0 |
Loss on modification of debt | 50,756 | 0 |
Amortization of debt discount | 6,771 | 0 |
Changes in fair value of compound embedded derivative | (17,360) | 0 |
Changes in operating assets & liabilities | ||
Accounts receivable | 0 | (8,156) |
Prepaid expenses | 5,758 | 0 |
Inventory | 0 | 1,740 |
Accounts payable | (18,967) | 0 |
Credit card payable | (2,066) | 0 |
Accrued liabilities | 7,210 | 0 |
Deferred revenue | 9,879 | 21,414 |
Net cash used by operating activities | (347,368) | (77,535) |
Cash Flows from Investing Activities | ||
Business acquisitions | (55,000) | 0 |
Payments to related parties | (174,244) | 0 |
Capital expenditures | (78,612) | (2,695) |
Net cash used by investing activities | (307,856) | (2,695) |
Cash Flows from Financing Activities | ||
Proceeds from notes payable | 14,912 | 0 |
Proceeds from convertible notes payable | 397,000 | 0 |
Payment to note payable | (8,000) | (18,865) |
Purchase of cancelled stock | (101,250) | 0 |
Issuance of common stock | 400,000 | 89,171 |
Net cash provided by financing activities | 702,662 | 70,306 |
Increase (decrease) in cash and cash equivalents | 47,438 | (9,924) |
Cash and cash equivalents at beginning of period | 27,579 | 16,468 |
Cash and cash equivalents at end of period | 75,017 | 6,544 |
Supplemental Cash Flow Information | ||
Cash paid for interest | 0 | 1,251 |
Cash paid for income taxes | 0 | 0 |
Non-cash investing and financing activities: | ||
23,000,000 shares of common stock issued for business combination | 147,200 | 0 |
29,454,800 shares returned in exchange for forgiveness of loan receivable | $ 644,441 | $ 0 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) - Business Combination [Member] | 9 Months Ended |
Dec. 31, 2019shares | |
Stock issued for business combination | 23,000,000 |
Shares returned in exchange for forgiveness of loan receivable | 29,454,800 |
1. Organization and Nature of B
1. Organization and Nature of Business | 9 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Business | NOTE 1 - ORGANIZATION AND NATURE OF BUSINESS In February 2017, the Board of Directors of B2Digital, Incorporated ("B2Digital" or the "Company") approved a complete restructuring, new management team and strategic direction for the Company. Capitalizing on its history in television, video and technology, the Company is now forging ahead and becoming a full-service live event sports company. B2Digital's first strategy is to build an integrated live event Minor League for the Mixed Martial Arts (MMA) marketplace. B2Digital will be creating and developing Minor League champions that will move on to the MMA Major Leagues from the B2 Fighting Series (B2FS). This will be accomplished by sponsoring operating live events, acquiring existing MMA promotions and then inviting those champions to the B2FS Regional and National Championship Series. B2Digital will own all media and merchandising rights and digital distribution networks for the B2FS. 2017 marked the kickoff of the B2FS by sponsoring and acquiring MMA regional promotion companies for the development of the B2FS. The second strategy is that the Company plans to add additional sports, leagues, tournaments and special events to its live event business model. This will enable B2Digital to capitalize on their core technologies and business models that will be key to broadening the revenue base of the Company's live event core business. B2Digital will also be developing and expanding the B2Digital live event systems and technologies. These include systems for event management, digital ticketing sales, digital video distribution, digital marketing, Pay-Per View (PPV), fighter management, merchandise sales, brand management and financial control systems. Basis of Presentation and Consolidation The Company has seven wholly-owned subsidiaries. Hardrock Promotions LLC which owns Hardrock MMA in Kentucky, Colosseum Combat LLC which owns Colosseum Combat MMA in Indiana and Blue Grass MMA LLC which is a marketing company, United Combat League MMA LLC, Pinnacle Combat LLC, Strike Hard Productions, LLC and B2 Productions, LLC. The consolidated financial statements, which include the accounts of the Company and its six wholly-owned subsidiaries, are prepared in conformity with generally accepted accounting principles in the United States of America (U.S. GAAP). All significant intercompany balances and transactions have been eliminated. The consolidated financial statements, which include the accounts of the Company and its six wholly-owned subsidiaries, and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and presented in US dollars. The fiscal year end is March 31. |
2. Accounting Policies
2. Accounting Policies | 9 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Accounting Policies | NOTE 2 - ACCOUNTING POLICIES The significant accounting policies of the Company are as follows: Basis of Accounting The interim consolidated financial statements are condensed and should be read in conjunction with the Company’s latest annual financial statements; interim disclosures generally do not repeat those in the annual statements. The interim unaudited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, the unaudited interim consolidated financial statements reflect all adjustments of a normal recurring nature that are necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of results for a full year. Use of Estimates Management uses estimates and assumptions in preparing financial statements. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from these estimates and assumptions. Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains deposits primarily in four financial institutions, which may at times exceed amounts covered by insurance provided by the U.S. Federal Deposit Insurance Corporation ("FDIC"). The Company has not experienced any losses related to amounts in excess of FDIC limits or $250,000. The Company did not have any cash in excess of FDIC limits at December 31, 2019 and March 31, 2019, respectively. Fair Value of Financial Instruments The Company’s financial instruments consist primarily of accounts payable and accrued liabilities. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments. Property and Equipment Property and equipment are carried at cost. Depreciation is provided on the straight-line method over the assets’ estimated service lives. Expenditures for maintenance and repairs are charged to expense in the period in which they are incurred, and betterments are capitalized. The cost of assets sold or abandoned and the related accumulated depreciation are eliminated from the accounts and any gains or losses are reflected in the accompanying consolidated statement of operations of the respective period. The estimated useful lives range from 3 to 7 years. Goodwill Goodwill represents the cost in excess of the fair value of net assets acquired in business combinations. The Company tests goodwill for impairment on an annual basis and when events or changes in circumstances indicate that the carrying amount may not be recoverable. Goodwill is deemed to be impaired if the carrying amount of goodwill exceeds its estimated fair value. As of December 31, 2019, goodwill was not deemed to be impaired. The initial accounting for the business combinations is not completed and the fair value of the acquired identifiable intangible assets are provisional pending receipt of the final valuations for those assets. Revenue Recognition Revenue is recognized when a customer obtains control of promised goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those goods. The Company applies the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. The majority of revenues are received from ticket and beverage sales before and during the live events. Sponsorship revenue is also recognized when the live event takes place. Any revenue received for events that have yet to take place are recorded in deferred revenue. Income Taxes The Company follows Section 740-10-30 of the FASB ASC, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the consolidated financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated Statements of Operations in the period that includes the enactment date. Through December 31, 2019, the Company has an expected loss. Due to uncertainty of realization for these losses, a full valuation allowance is recorded. Accordingly, no provision has been made for federal income taxes in the accompanying consolidated financial statements. As of March 31, 2019, the Company had not filed tax returns for the tax years ended March 31, 2008 through 2019 and such returns, when filed, potentially will be subject to audit by the taxing authorities for a minimum of three years beyond the filing date under the three-year statute of limitations. The Company has not accrued any potential tax penalties associated with not filing these tax returns. Due to recurring losses, management believes such potential tax penalties, if any, would not be material in amount. Stock Based Compensation The Company records stock-based compensation in accordance with the provisions of FASB ASC Topic 718, “Accounting for Stock Compensation,” which establishes accounting standards for transactions in which an entity exchanges its equity instruments for goods or services. In accordance with guidance provided under ASC. Topic 718, the Company recognizes an expense for the fair value of its stock awards at the time of grant and the fair value of its outstanding stock options as they vest, whether held by employees or others. As of December 31, 2019, there were no options outstanding. On June 20, 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation Recently Adopted Accounting Pronouncements In February 2016, FASB issued ASC 842 that requires lessees to recognize lease assets and corresponding lease liabilities on the balance sheet for all leases with terms of more than 12 months. The update, which supersedes existing lease guidance, will continue to classify leases as either finance or operating, with the classification determining the pattern of expense recognition in the income statement. The ASU will be effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted, and is applicable on a modified retrospective basis with various optional practical expedients. The Company has assessed the impact of this standard. The Company’s current leases as of the balance sheet date do not fall under this guidance as they are month-to-month leases. The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
3. Property and Equipment
3. Property and Equipment | 9 Months Ended |
Dec. 31, 2019 | |
Fixed assets | |
Property and Equipment | NOTE 3 – PROPERTY AND EQUIPMENT Property and equipment, net, consisted of the following at December 31, 2019 and March 31, 2019: As of As of December 31, 2019 March 31, 2019 Cages $ 124,025 $ 46,025 Trucks trailers and vehicles 12,500 9,500 Event assets 70,573 8,987 Production equipment 42,141 – Electronics hardware and software 11,845 6,960 261,064 71,472 Less: accumulated depreciation (36,652 ) (16,407 ) $ 224,432 $ 55,065 Depreciation expense related to these assets for the nine months ended December 31, 2019 and 2018 amounted to $20,245 and $9,990, respectively. |
4. Related Party
4. Related Party | 9 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party | NOTE 4 - RELATED PARTY B2 Management, LLC (“B2 Management”) has as its sole member the Chief Executive Officer and Chairman of B2Digital. During the nine months ended December 31, 2019, B2 Management received $192,245 in advances. On September 27, 2019, the Company and B2 Management Group LLC (“B2MG”) entered into an agreement whereby B2MG agreed to return 7,500,000 shares of the Company’s common stock in exchange for the cancellation of $75,000 owed by B2MG to the Company. The Company recorded a loss on debt forgiveness in the amount of $27,000 related to this transaction. On December 22, 2019, the Company and B2MG entered into an agreement whereby B2MG agreed to return 21,954,800 shares of the Company’s common stock in exchange for the cancellation of $164,660 owed by B2MG to the Company. At the date of the agreement the shares were valued at $0.005 per share or $109,773. As a result, the Company recorded a loss on settlement of debt in the amount of $54,668. As of December 31, 2019 and March 31, 2019, the Company has an uncollateralized, non-interest-bearing note receivable of $0 and $65,416, respectively, from B2 Management that is due upon demand. |
5. Business Acquisitions
5. Business Acquisitions | 9 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Business Acquisitions | NOTE 5 – BUSINESS ACQUISITIONS United Combat League, UCL MMA LLC Effective May 1, 2019, the Company completed its previously announced acquisition of 100% of the equity interest in United Combat League, LLC (“UCL”), in an effort to execute its strategy of developing and building a Premier Development League for the Mixed Martial Arts (“MMA”) marketplace. The purchase price was $20,000 in cash and 6,000,000 shares of Restricted Common Stock issuable to Michael Davis, the seller of the equity interest in the acquisition. The Company is required to pay the cash consideration in three payments as follows: (i) $10,000 on or before 10 calendar days after the execution date of the agreement, (ii) $5,000 on or before 45 calendar days after the execution date of the agreement, and (iii) $5,000 on or before 90 calendar days after the execution date of the agreement. Consideration Cash $ 20,000 6,000,000 shares of common stock issued to the sellers valued using an observable market price 38,400 Total consideration $ 58,400 Fair value of net identifiable assets (liabilities) acquired Goodwill resulting from transaction $ 58,400 Goodwill is calculated as the excess of the purchase price paid over the net assets recognized. The goodwill recorded as part of the UCL acquisition primarily reflects the value of adding UCL to B2Digital in order to expand its footprint in the MMA marketplace and execute its strategy of developing and building a Premier Development League MMA marketplace. Goodwill is not amortizable nor deductible for tax purposes. The Company analyzed the acquisition under applicable guidance and determined that the acquisition should be accounted for as a business combination. The initial accounting for this transaction is not completed and the fair value of the acquired identifiable intangible assets are provisional pending receipt of the final valuations for those assets. The Company is required to present a pro forma balance sheet assuming the transaction was consummated on the date of the latest balance sheet included in the filing and a pro forma statement of operations assuming the transaction was consummated at the beginning of the fiscal year presented and carried forward through any interim period presented. However, since the initial accounting has not been finalized for the transaction the Company believes presenting pro forma information is impracticable and plans to present it once the accounting is finalized. Pinnacle Combat LLC- Acquisition On July 15, 2019, to be effective June 29, 2019, the Company completed an acquisition of 100% of the equity interest in Pinnacle Combat LLC of Iowa (“Pinnacle”), in an effort to execute its strategy of developing and building a Premier Development League for the MMA marketplace. The purchase price was $20,000 in cash and 8,000,000 shares of Restricted Common Stock, 5,000,000 to be issued to Harry Maglaris and 3,000,000 to be issued to Ken Rigdon, collectively the sellers of the equity interest in the acquisition. The Company is required to pay the cash consideration in three payments as follows: (i) $10,000 on or before 10 calendar days after the execution date of the agreement, (ii) $5,000 on or before 45 calendar days after the execution date of the agreement, and (iii) $5,000 on or before 90 calendar days after the execution date of the agreement. Consideration Cash $ 20,000 8,000,000 shares of common stock issued to the sellers valued using an observable market price 51,200 Total consideration $ 71,200 Fair values of identifiable net assets: Cages $ 54,000 Event asset (barriers) 6,000 Truck/trailer 3,000 Venture lighting system 25,000 Total identifiable net assets 88,000 Fair value of liabilities assumed: Credit card liability 25,028 Fair value of net identifiable assets (liabilities) acquired 62,972 Goodwill resulting from transaction $ 8,228 Goodwill is calculated as the excess of the purchase price paid over the net assets recognized. The goodwill recorded as part of the Pinnacle acquisition primarily reflects the value of adding Pinnacle to B2Digital in order to expand its footprint in the MMA marketplace and execute its strategy of developing and building a Premier Development League MMA marketplace. Goodwill is not amortizable nor deductible for tax purposes. The Company analyzed the acquisition under applicable guidance and determined that the acquisition should be accounted for as a business combination. The initial accounting for this transaction is not completed and the fair value of the acquired identifiable intangible assets are provisional pending receipt of the final valuations for those assets. The Company is required to present a pro forma balance sheet assuming the transaction was consummated on the date of the latest balance sheet included in the filing and a pro forma statement of operations assuming the transaction was consummated at the beginning of the fiscal year presented and carried forward through any interim period presented. However, since the initial accounting has not been finalized for the transaction the Company believes presenting pro forma information is impracticable and plans to present it once the accounting is finalized. Strike Hard Productions LLC- Acquisition On September 1, 2019, the Company completed an acquisition of 100% of the equity interest in Strike Hard Productions LLC, a fighting promotion business, in an effort to execute its strategy of developing and building a Premier Development League for the MMA marketplace. The purchase price was $20,000 in cash and 9,000,000 shares of Restricted Common Stock, 3,000,000 Restricted Shares issued to be issued to David Elder, 3,000,000 Restricted Common Shares to be issued to James Sullivan and 3,000,000 Restricted Common Shares to be issued to Matt Leavell, collectively the sellers of the equity interest in the acquisition. The Company is required to pay the cash consideration in three payments as follows: (i) $10,000 on or before 10 calendar days after the execution date of the agreement, (ii) $5,000 on or before 45 calendar days after the execution date of the agreement, and (iii) $5,000 on or before 90 calendar days after the execution date of the agreement. Consideration Cash $ 20,000 9,000,000 shares of common stock issued to the sellers valued using an observable market price 57,600 Total consideration $ 77,600 Fair values of identifiable net assets: Cages $ 22,000 Event asset (tables) 1,000 Total fair value of identifiable net assets 23,000 Goodwill resulting from transaction $ 54,600 Goodwill is calculated as the excess of the purchase price paid over the net assets recognized. The goodwill recorded as part of the Strike Hard acquisition primarily reflects the value of adding Strike Hard to B2Digital in order to expand its footprint in the MMA marketplace and execute its strategy of developing and building a Premier Development League MMA marketplace. Goodwill is not amortizable nor deductible for tax purposes. The Company analyzed the acquisition under applicable guidance and determined that the acquisition should be accounted for as a business combination. The initial accounting for this transaction is not completed and the fair value of the acquired identifiable intangible assets are provisional pending receipt of the final valuations for those assets. The Company is required to present a pro forma balance sheet assuming the transaction was consummated on the date of the latest balance sheet included in the filing and a pro forma statement of operations assuming the transaction was consummated at the beginning of the fiscal year presented and carried forward through any interim period presented. However, since the initial accounting has not been finalized for the transaction the Company believes presenting pro forma information is impracticable and plans to present it once the accounting is finalized. |
6. Notes Payable
6. Notes Payable | 9 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Notes Payable | NOTE 6 - NOTES PAYABLE The following is a summary of notes payable as of December 31, 2019 and March 31, 2019: As of As of December 31, March 31, Notes payable - current maturity: Emry Capital $14,000, 4% loan with principal and interest due April, 2020 $ 14,000 $ 14,000 Notes payable – in default: Good Hunting $15,000, 7.5% loan with principal and interest due March 31, 2019 7,000 15,000 Notes payable – long term: WLES LP LLC $60,000, 5% loan due January 15, 2022 60,000 60,000 Total $ 81,000 $ 89,000 On August 31, 2019, WLES LP LLC agreed to sign an amendment which extended the maturity date of the note and added conversion option. This amendment gave rise to a modification because a substantive conversion option was added to the contract. Under ASC 470-50-40-10, when a modification or an exchange of debt instruments adds a substantive conversion option debt extinguishment accounting is required. As a result, the Company recorded a loss on modification of debt in the amount of $50,756. |
7. Convertible Note Payable
7. Convertible Note Payable | 9 Months Ended |
Dec. 31, 2019 | |
Convertible Note 1 [Member] | |
Convertible Note Payable | NOTE 7 – CONVERTIBLE NOTE PAYABLE October 4, 2019 Note – GS Capital Partners, LLC On October 4, 2019, the Company entered into a Securities Purchase Agreement with GS Capital Partners, LLC, an accredited investor (“GS Capital”), pursuant to which the Company issued to GS Capital a Convertible Promissory Note (“Note 1”) in the aggregate principal amount of $82,000. The Company received net proceeds of $75,000 after a $7,000 original note discount. Note 1 has a maturity date of October 4, 2020 and the Company has agreed to pay interest on the unpaid principal balance of Note 1 at the rate of eight percent (8%) per annum from the date on which Note 1 is issued until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The Company shall have the right to prepay Note 1, provided it makes a payment to GS Capital as set forth in Note 1. The outstanding principal amount of Note 1 is convertible into the Company’s common stock at the lender’s option at $0.01 per share for the first six months of the term of Note 1. After the six-month anniversary, the conversion price is equal to 63% of the average of the three lowest trading prices of the Company’s common stock. Accounting Considerations The Company has accounted for Note 1 as a financing transaction, wherein the net proceeds that were received were allocated to the financial instrument issued. Prior to making the accounting allocation, the Company evaluated the agreement under ASC 815 Derivatives and Hedging Based on the previous conclusions, the Company allocated the cash proceeds first to the derivative components at its fair value with the residual allocated to the host debt contract, as follows: Allocation Compound embedded derivative $ 17,425 Convertible notes payable 57,575 Net proceeds $ 75,000 The net proceeds of $75,000 were allocated to the compound embedded derivative. Note 1 will be amortized up to its face value of $75,000 over the life of Note 1 based on an effective interest rate. Amortization expense for the period amounted to $5,322. As of December 31, 2019, the unamortized discount remaining was $12,103. The carrying value of Note 1 as of December 31, 2019 amounted to $62,897. October 31, 2019 Note – GS Capital Partners, LLC On October 31, 2019, the Company entered into a Securities Purchase Agreement with GS Capital pursuant to which the Company issued to GS Capital a Convertible Promissory Note (“Note 2”) in the aggregate principal amount of $208,000. The Company received net proceeds of $202,000 after a $6,000 original note discount. Note 2 has a maturity date of December 15, 2020 and the Company has agreed to pay interest on the unpaid principal balance of Note 2 at the rate of eight percent (8%) per annum from the date on which Note 2 is issued until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The Company shall have the right to prepay Note 2, provided it makes a payment to GS Capital as set forth in Note 2. The outstanding principal amount of Note 2 is convertible into the Company’s common stock at the lender’s option at $0.01 per share for the first six months of the term of Note 2. After the six-month anniversary, the conversion price is equal to 63% of the average of the three lowest trading prices of the Company’s common stock. Accounting Considerations The Company has accounted for Note 2 as a financing transaction, wherein the net proceeds that were received were allocated to the financial instrument issued. Prior to making the accounting allocation, the Company evaluated the agreement under ASC 815 Derivatives and Hedging Based on the previous conclusions, the Company allocated the cash proceeds first to the derivative components at its fair value with the residual allocated to the host debt contract, as follows: Allocation Compound embedded derivative $ 2,703 Convertible notes payable 199,297 Net proceeds $ 202,000 The net proceeds of $202,000 were allocated to the compound embedded derivative. Note 2 will be amortized up to its face value of $208,000 over the life of Note 2 based on an effective interest rate. Amortization expense for the period amounted to $1,032. As of December 31, 2019, the unamortized discount remaining was $1,671. The carrying value of Note 2 as of December 31, 2019 amounted to $200,329. December 5, 2019 Note – GS Capital Partners, LLC On December 5, 2019, the Company entered into a Securities Purchase Agreement with GS Capital pursuant to which the Company issued to GS Capital a Convertible Promissory Note (“Note 3”) in the aggregate principal amount of $62,000. The Company received net proceeds of $60,000 after a $2,000 original note discount. Note 3 has a maturity date of December 5, 2020 and the Company has agreed to pay interest on the unpaid principal balance of Note 3 at the rate of eight percent (8%) per annum from the date on which Note 3 is issued until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The Company shall have the right to prepay Note 3, provided it makes a payment to GS Capital as set forth in Note 3. The outstanding principal amount of Note 3 is convertible into the Company’s common stock at the lender’s option at $0.01 per share for the first six months of the term of Note 3. After the six-month anniversary, the conversion price is equal to 63% of the average of the three lowest trading prices of the Company’s common stock. Accounting Considerations The Company has accounted for Note 3 as a financing transaction, wherein the net proceeds that were received were allocated to the financial instrument issued. Prior to making the accounting allocation, the Company evaluated the agreement under ASC 815 Derivatives and Hedging Based on the previous conclusions, the Company allocated the cash proceeds first to the derivative components at its fair value with the residual allocated to the host debt contract, as follows: Allocation Compound embedded derivative $ 775 Convertible notes payable 59,225 Net proceeds $ 60,000 The net proceeds of $60,000 were allocated to the compound embedded derivative. Note 3 will be amortized up to its face value of $62,000 over the life of Note 3 based on an effective interest rate. Amortization expense for the period amounted to $209. As of December 31, 2019, the unamortized discount remaining was $566. The carrying value of Note 3 as of December 31, 2019 amounted to $59,434. December 31, 2019 Note – GS Capital Partners, LLC On December 31, 2019, the Company entered into a Securities Purchase Agreement with GS Capital pursuant to which the Company issued to GS Capital a Convertible Promissory Note (“Note 4”) in the aggregate principal amount of $62,000. The Company received net proceeds of $60,000 after a $2,000 original note discount. Note 4 has a maturity date of December 5, 2020 and the Company has agreed to pay interest on the unpaid principal balance of Note 4 at the rate of eight percent (8%) per annum from the date on which Note 4 is issued until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The Company shall have the right to prepay Note 4, provided it makes a payment to GS Capital as set forth in Note 4. The outstanding principal amount of Note 4 is convertible into the Company’s common stock at the lender’s option at $0.01 per share for the first six months of the term of Note 4. After the six-month anniversary, the conversion price is equal to 63% of the average of the three lowest trading prices of the Company’s common stock. Accounting Considerations The Company has accounted for Note 4 as a financing transaction, wherein the net proceeds that were received were allocated to the financial instrument issued. Prior to making the accounting allocation, the Company evaluated the agreement under ASC 815 Derivatives and Hedging Based on the previous conclusions, the Company allocated the cash proceeds first to the derivative components at its fair value with the residual allocated to the host debt contract, as follows: Allocation Compound embedded derivative $ 763 Convertible notes payable 59,237 Net proceeds $ 60,000 The net proceeds of $60,000 were allocated to the compound embedded derivative. Note 4 will be amortized up to its face value of $62,000 over the life of Note 4 based on an effective interest rate. Amortization expense for the period amounted to $208. As of December 31, 2019, the unamortized discount remaining was $555. The carrying value of Note 4 as of December 31, 2019 amounted to $59,445. |
Convertible Note 2 [Member] | |
Convertible Note Payable | Allocation Compound embedded derivative $ 2,703 Convertible notes payable 199,297 Net proceeds $ 202,000 |
Convertible Note 3 [Member] | |
Convertible Note Payable | Allocation Compound embedded derivative $ 775 Convertible notes payable 59,225 Net proceeds $ 60,000 |
Convertible Note 4 [Member] | |
Convertible Note Payable | Allocation Compound embedded derivative $ 763 Convertible notes payable 59,237 Net proceeds $ 60,000 |
8. Derivative Financial Instrum
8. Derivative Financial Instruments | 9 Months Ended |
Dec. 31, 2019 | |
Investments, All Other Investments [Abstract] | |
Derivative Financial Instruments | NOTE 8 –DERIVATIVE FINANCIAL INSTRUMENTS The following tables summarize the components of the Company’s derivative liabilities and linked common shares as of December 31, 2019: December 31, 2019 The financings giving rise to derivative financial instruments Indexed Fair Compound embedded derivatives 41,774,258 $ (4,305 ) Total 41,774,258 $ (4,305 ) The following table summarizes the effects on the Company’s gain (loss) associated with changes in the fair values of the derivative financial instruments by type of financing for the nine months ended December 31, 2019: The financings giving rise to derivative financial instruments and the income effects: Compound embedded derivatives $ 17,360 Total gain (loss) $ 17,360 The Company’s Convertible Promissory Notes issued on October 4, 2019, October 31, 2019, December 5, 2019, and December 31, 2019, respectively, gave rise to derivative financial instruments. The notes embodied certain terms and conditions that were not clearly and closely related to the host debt agreement in terms of economic risks and characteristics. These terms and features consist of the embedded conversion option. Current accounting principles that are provided in ASC 815 - Derivatives and Hedging Significant inputs and results arising from the Monte Carlo Simulations process are as follows for the embedded derivatives that have been bifurcated from the Convertible Notes and classified in liabilities: Inception Quoted market price on valuation date $0.0005 - $0.0055 Contractual conversion rate $0.01 Contractual term to maturity 1.00 Years – 1.13 Years Market volatility: Equivalent Volatility 147.06% - 221.73% Interest rate 8.0% The following table reflects the issuances of compound embedded derivatives and detachable warrants and changes in fair value inputs and assumptions related to the compound embedded derivatives during the period ended December 31, 2019. December 31, 2019 Balance at April 1, 2019 $ – Issuances: Compound embedded derivatives 21,665 Gain on changes in fair value inputs and assumptions reflected in income (17,360 ) Balance at December 31, 2019 $ 4,305 |
9. Equity
9. Equity | 9 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Equity | NOTE 9 - EQUITY Preferred Stock There are 50,000,000 shares authorized as preferred stock, of which 40,000,000 are designated as Series B and 2,000,000 are designated as Series A. 8,000,000 shares have yet to be designated. All 2,000,000 shares of Series A preferred are issued and outstanding. Each share of Series A preferred is convertible into 240 shares of common stock. The Series A Preferred Stock votes with the Common Stock on all matters to be voted on by the common stock on an as-converted basis. On such matters, each holder of Series A Preferred Stock is entitled to 240 votes for each share of Series A Preferred Stock held by such shareholder. Common Stock 2018 Common Stock Issuances On April 19, 2018, the Company issued 3,478,000 shares of common stock in exchange for the conversion of a Note in the amount of $38,020. On April 25, 2018, the Company issued 35,000,000 shares of common stock in exchange for services valued at $350 or $0.00001 per share. On April 25, 2018, the Company sold 30,000,000 shares of common stock for $300 or $0.00001 per share. On September 10, 2018, the Company issued 9,000,000 shares of common stock in exchange for services valued at $90 or $0.00001 per share. On December 10, 2018, the Company sold 6,250,000 shares of common stock for $50,000 or $0.008 per share. 2019 Common Stock Issuances On April 23, 2019, the Company issued 4,000,000 shares of common stock in exchange for services valued at $25,600 or $0.0064 per share. On May 14, 2019, the Company sold 1,562,500 shares of common stock for $10,000 or $0.0064 per share. On May 25, 2019, the Company sold 11,718,750 shares of common stock for $75,000 or $0.0064 per share. On June 1, 2019, the Company issued 67,000,000 shares of common stock in exchange for services valued at $428,800 or $0.0064 per share. On June 1, 2019, the Company issued 6,000,000 shares of common stock in exchange for the acquisition of UCL MMA LLC valued at $38,400 or $0.0064 per share. On July 3, 2019, the Company issued 6,000,000 shares of common stock in exchange for services valued at $38,400 or $0.0064 per share. On July 8, 2019, the Company entered into a Subscription Agreement with a holder for the sale of 14,062,500 shares of common stock at $0.0064 per share, or $90,000. On July 15, 2019, the Company issued 30,500,000 shares of common stock in exchange for services valued at $195,200 or $0.0064 per share. On July 15, 2019, the Company issued 8,000,000 shares of common stock in exchange for the acquisition of Pinnacle Combat LLC valued at $51,200 or $0.0064 per share. On August 30, 2019, the Company sold 15,625,000 shares of common stock for $100,000 or $0.0064 per share. On September 7, 2019, the Company sold 7,812,500 shares of common stock for $50,000 or $0.0064 per share. On September 19, 2019, the Company sold 11,718,750 shares of common stock for $75,000 or $0.0064 per share. On September 27, 2019, the Company canceled 7,500,000 shares of the outstanding stock, valued at $48,000 in exchange for the cancellation of $75,000 in Notes Receivable. On November 27, 2019, the Company issued 9,000,000 shares of common stock valued at $57,600 or $0.0064 per share in exchange for the acquisition of Strike Hard Productions LLC. On December 3, 2019, the Company purchased 14,062,500 shares of stock back from GS Capital in exchange for the payment of $101,250 in cash. On December 22, 2019, B2MG returned 21,954,800 shares of the Company’s common stock, valued at $109,773 in exchange for the cancellation of $164,441 owed by B2MG to the Company. |
10. Commitments and Contingenci
10. Commitments and Contingencies | 9 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 10 – COMMITMENTS AND CONTINGENCIES During the normal course of business, the Company may be exposed to litigation. When the Company becomes aware of potential litigation, it evaluates the merits of the case in accordance with FASB ASC 450-20-50, Contingencies. The Company evaluates its exposure to the matter, possible legal or settlement strategies and the likelihood of an unfavorable outcome. If the Company determines that an unfavorable outcome is probable and can be reasonably estimated, it establishes the necessary accruals. As of December 31, 2019, the Company is not aware of any contingent liabilities that should be reflected in the consolidated financial statements. The Company entered into employment agreements with its Chief Executive Officer and Executive Vice President as of November 24, 2017. Under the terms of these agreements the Company will be liable for severance and other payments under certain conditions. The employment agreement for the Executive Vice President is for a period of 36 months and renews for a successive two years unless written notice is provided by either party under the terms of the agreement. The employment agreement for the Chief Executive Officer can be terminated by the Chief Executive Officer upon three months written notice. Termination of the Chief Executive Officer requires 80% of the votes of all stockholders of the Company. Each of the acquisition agreements contain a Management Services Agreement (“MSA”) whereby the Company agrees to pay a management fee based on certain performance targets. The MSA agreements expire 10 years from the acquisition agreement dates. |
11. Going Concern
11. Going Concern | 9 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 11 – GOING CONCERN The accompanying financial statements have been prepared on a going concern basis. For the nine months ended December 31, 2019 the Company had a net loss of $1,179,481, had net cash used in operating activities of $347,368, and had negative working capital of $482,515. These matters raise substantial doubt about the Company’s ability to continue as a going concern for a period of one year from the date of this filing. The Company’s ability to continue as a going concern is dependent upon its ability to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due, to fund possible future acquisitions, and to generate profitable operations in the future. Management plans to provide for the Company’s capital requirements by continuing to issue additional equity and debt securities. The outcome of these matters cannot be predicted at this time and there are no assurances that, if achieved, the Company will have sufficient funds to execute its business plan or generate positive operating results. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
12. Subsequent Events
12. Subsequent Events | 9 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 12 - SUBSEQUENT EVENTS Business Acquisition On January 6, 2020, the Company completed an acquisition of 100% of the equity interest in One More Gym LLC (“1MG”), a gym. The purchase price was $30,000 in cash and 6,000,000 shares of Restricted Common Stock (valued at $31,800 or $0.0053 per share), 6,000,000 shares to be issued to BHC Management LLC, the seller of the equity interest in the acquisition. The initial accounting for this acquisition is not completed. Convertible Promissory Note On January 27, 2020, the Company entered into a Securities Purchase Agreement with GS Capital pursuant to which the Company issued to GS Capital a Convertible Promissory Note in the aggregate principal amount of $184,000. The Company received net proceeds of $178,500 after a $5,500 original note discount. The note has a maturity date of December 5, 2020 and the Company has agreed to pay interest on the unpaid principal balance of the note at the rate of eight percent (8%) per annum from the date on which the note is issued until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The Company shall have the right to prepay the note, provided it makes a payment to GS Capital as set forth in the note. The outstanding principal amount of the note is convertible into the Company’s common stock at the lender’s option at $0.01 per share for the first six months of the term of the note. After the six-month anniversary, the conversion price is equal to 63% of the average of the three lowest trading prices of the Company’s common stock. The initial accounting for this note is not completed. Share Repurchase Agreement On January 28, 2020, the Company purchased 11,718,750 shares of stock back from GS Capital in exchange for the payment of $87,891 in cash. |
2. Accounting Policies (Policie
2. Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting The interim consolidated financial statements are condensed and should be read in conjunction with the Company’s latest annual financial statements; interim disclosures generally do not repeat those in the annual statements. The interim unaudited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, the unaudited interim consolidated financial statements reflect all adjustments of a normal recurring nature that are necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of results for a full year. |
Use of Estimates | Use of Estimates Management uses estimates and assumptions in preparing financial statements. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from these estimates and assumptions. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains deposits primarily in four financial institutions, which may at times exceed amounts covered by insurance provided by the U.S. Federal Deposit Insurance Corporation ("FDIC"). The Company has not experienced any losses related to amounts in excess of FDIC limits or $250,000. The Company did not have any cash in excess of FDIC limits at December 31, 2019 and March 31, 2019, respectively. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments consist primarily of accounts payable and accrued liabilities. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments. |
Property and Equipment | Property and Equipment Property and equipment are carried at cost. Depreciation is provided on the straight-line method over the assets’ estimated service lives. Expenditures for maintenance and repairs are charged to expense in the period in which they are incurred, and betterments are capitalized. The cost of assets sold or abandoned and the related accumulated depreciation are eliminated from the accounts and any gains or losses are reflected in the accompanying consolidated statement of operations of the respective period. The estimated useful lives range from 3 to 7 years. |
Goodwill | Goodwill Goodwill represents the cost in excess of the fair value of net assets acquired in business combinations. The Company tests goodwill for impairment on an annual basis and when events or changes in circumstances indicate that the carrying amount may not be recoverable. Goodwill is deemed to be impaired if the carrying amount of goodwill exceeds its estimated fair value. As of December 31, 2019, goodwill was not deemed to be impaired. The initial accounting for the business combinations is not completed and the fair value of the acquired identifiable intangible assets are provisional pending receipt of the final valuations for those assets. |
Revenue Recognition | Revenue Recognition Revenue is recognized when a customer obtains control of promised goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those goods. The Company applies the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. The Company recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. The majority of revenues are received from ticket and beverage sales before and during the live events. Sponsorship revenue is also recognized when the live event takes place. Any revenue received for events that have yet to take place are recorded in deferred revenue. |
Income Taxes | Income Taxes The Company follows Section 740-10-30 of the FASB ASC, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the consolidated financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated Statements of Operations in the period that includes the enactment date. Through December 31, 2019, the Company has an expected loss. Due to uncertainty of realization for these losses, a full valuation allowance is recorded. Accordingly, no provision has been made for federal income taxes in the accompanying consolidated financial statements. As of March 31, 2019, the Company had not filed tax returns for the tax years ended March 31, 2008 through 2019 and such returns, when filed, potentially will be subject to audit by the taxing authorities for a minimum of three years beyond the filing date under the three-year statute of limitations. The Company has not accrued any potential tax penalties associated with not filing these tax returns. Due to recurring losses, management believes such potential tax penalties, if any, would not be material in amount. |
Stock based compensation | Stock Based Compensation The Company records stock-based compensation in accordance with the provisions of FASB ASC Topic 718, “Accounting for Stock Compensation,” which establishes accounting standards for transactions in which an entity exchanges its equity instruments for goods or services. In accordance with guidance provided under ASC. Topic 718, the Company recognizes an expense for the fair value of its stock awards at the time of grant and the fair value of its outstanding stock options as they vest, whether held by employees or others. As of December 31, 2019, there were no options outstanding. On June 20, 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, FASB issued ASC 842 that requires lessees to recognize lease assets and corresponding lease liabilities on the balance sheet for all leases with terms of more than 12 months. The update, which supersedes existing lease guidance, will continue to classify leases as either finance or operating, with the classification determining the pattern of expense recognition in the income statement. The ASU will be effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted, and is applicable on a modified retrospective basis with various optional practical expedients. The Company has assessed the impact of this standard. The Company’s current leases as of the balance sheet date do not fall under this guidance as they are month-to-month leases. The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
3. Property and Equipment (Tabl
3. Property and Equipment (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Fixed assets | |
Property and equipment | As of As of December 31, 2019 March 31, 2019 Cages $ 124,025 $ 46,025 Trucks trailers and vehicles 12,500 9,500 Event assets 70,573 8,987 Production equipment 42,141 – Electronics hardware and software 11,845 6,960 261,064 71,472 Less: accumulated depreciation (36,652 ) (16,407 ) $ 224,432 $ 55,065 |
5. Business Acquisitions (Table
5. Business Acquisitions (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
United Combat League [Member] | |
Business combination purchase allocation | Consideration Cash $ 20,000 6,000,000 shares of common stock issued to the sellers valued using an observable market price 38,400 Total consideration $ 58,400 Fair value of net identifiable assets (liabilities) acquired Goodwill resulting from transaction $ 58,400 |
Pinnacle Combat LLC [Member] | |
Business combination purchase allocation | Consideration Cash $ 20,000 8,000,000 shares of common stock issued to the sellers valued using an observable market price 51,200 Total consideration $ 71,200 Fair values of identifiable net assets: Cages $ 54,000 Event asset (barriers) 6,000 Truck/trailer 3,000 Venture lighting system 25,000 Total identifiable net assets 88,000 Fair value of liabilities assumed: Credit card liability 25,028 Fair value of net identifiable assets (liabilities) acquired 62,972 Goodwill resulting from transaction $ 8,228 |
Strike Hard Productions LLC [Member] | |
Business combination purchase allocation | Consideration Cash $ 20,000 9,000,000 shares of common stock issued to the sellers valued using an observable market price 57,600 Total consideration $ 77,600 Fair values of identifiable net assets: Cages $ 22,000 Event asset (tables) 1,000 Total fair value of identifiable net assets 23,000 Goodwill resulting from transaction $ 54,600 |
6. Notes Payable (Tables)
6. Notes Payable (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of notes payable | The following is a summary of notes payable as of December 31, 2019 and March 31, 2019: As of As of December 31, March 31, Notes payable - current maturity: Emry Capital $14,000, 4% loan with principal and interest due April, 2020 $ 14,000 $ 14,000 Notes payable – in default: Good Hunting $15,000, 7.5% loan with principal and interest due March 31, 2019 7,000 15,000 Notes payable – long term: WLES LP LLC $60,000, 5% loan due January 15, 2022 60,000 60,000 Total $ 81,000 $ 89,000 |
7. Convertible Note Payable (Ta
7. Convertible Note Payable (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Convertible note payable | Allocation Compound embedded derivative $ 17,425 Convertible notes payable 57,575 Net proceeds $ 75,000 |
8. Derivative Financial Instr_2
8. Derivative Financial Instruments (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Investments, All Other Investments [Abstract] | |
Schedule of derivative liabilities | The following tables summarize the components of the Company’s derivative liabilities and linked common shares as of December 31, 2019: December 31, 2019 The financings giving rise to derivative financial instruments Indexed Fair Compound embedded derivatives 41,774,258 $ (4,305 ) Total 41,774,258 $ (4,305 ) The following table summarizes the effects on the Company’s gain (loss) associated with changes in the fair values of the derivative financial instruments by type of financing for the nine months ended December 31, 2019: The financings giving rise to derivative financial instruments and the income effects: Compound embedded derivatives $ 17,360 Total gain (loss) $ 17,360 |
Significant inputs | Inception Quoted market price on valuation date $0.0005 - $0.0055 Contractual conversion rate $0.01 Contractual term to maturity 1.00 Years – 1.13 Years Market volatility: Equivalent Volatility 147.06% - 221.73% Interest rate 8.0% |
Schedule of chagnes in fair value of derivatives | December 31, 2019 Balance at April 1, 2019 $ – Issuances: Compound embedded derivatives 21,665 Gain on changes in fair value inputs and assumptions reflected in income (17,360 ) Balance at December 31, 2019 $ 4,305 |
2. Accounting Policies (Details
2. Accounting Policies (Details Narrative) | 9 Months Ended |
Dec. 31, 2019USD ($)shares | |
Accounting Policies [Abstract] | |
Property useful life | 3 to 7 years |
Options outstanding | shares | 0 |
Cash in excess of FDIC limit | $ | $ 0 |
3. Property and Equipment (Deta
3. Property and Equipment (Details) - USD ($) | Dec. 31, 2019 | Mar. 31, 2019 |
Property and equipment | $ 261,084 | $ 71,472 |
Less: accumulated depreciation | (36,652) | (16,407) |
Total fixed assets | 224,432 | 55,065 |
Cages [Member] | ||
Property and equipment | 124,025 | 46,025 |
Trucks, trailers and vehicles [Member] | ||
Property and equipment | 12,500 | 9,500 |
Event Assets [Member] | ||
Property and equipment | 70,573 | 8,987 |
Production Equipment [Member] | ||
Property and equipment | 42,141 | 0 |
Electronics Hardware and Software [Member] | ||
Property and equipment | $ 11,845 | $ 6,960 |
3. Property and Equipment (De_2
3. Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Fixed assets | ||||
Depreciation expense | $ 10,192 | $ 5,676 | $ 20,245 | $ 9,990 |
4. Related Party (Details Narra
4. Related Party (Details Narrative) - B2 Management [Member] - USD ($) | 6 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Dec. 31, 2019 | Dec. 22, 2019 | Mar. 31, 2019 | |
Payment of advance | $ 192,245 | |||
Note receivable - related party | $ 0 | $ 65,416 | ||
Cancellation of notes receivable [Member] | ||||
Cancellation of outstanding shares, shares | 7,500,000 | 21,954,800 | ||
Note receivable cancelled, amount | $ 75,000 | $ 164,660 | ||
Loss on debt forgiveness | $ (27,000) | $ 54,668 |
5. Business Acquisitions (Detai
5. Business Acquisitions (Details - allocation of purchase) - USD ($) | 1 Months Ended | 3 Months Ended | 5 Months Ended | 9 Months Ended | ||
May 01, 2019 | Jun. 29, 2019 | Sep. 01, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 | |
Common stock issued to sellers, value | $ 147,200 | $ 0 | ||||
Goodwill | $ 314,272 | $ 193,045 | ||||
United Combat League [Member] | ||||||
Cash paid for acquisition | $ 20,000 | |||||
Common stock issued to sellers, value | 38,400 | |||||
Total consideration | 58,400 | |||||
Goodwill | $ 58,400 | |||||
Stock issued for acquisition, shares | 6,000,000 | |||||
Percent acquired | 100.00% | |||||
Pinnacle Combat LLC [Member] | ||||||
Cash paid for acquisition | $ 20,000 | |||||
Common stock issued to sellers, value | 51,200 | |||||
Total consideration | 71,200 | |||||
Goodwill | $ 8,228 | |||||
Stock issued for acquisition, shares | 8,000,000 | |||||
Fair value of acquired assets | $ 88,000 | |||||
Fair value of liabilities assumed | 25,028 | |||||
Fair value of net identifiable assets (liabilities) acquired | $ 62,972 | |||||
Percent acquired | 100.00% | |||||
Pinnacle Combat LLC [Member] | Cages [Member] | ||||||
Fair value of acquired assets | $ 54,000 | |||||
Pinnacle Combat LLC [Member] | Event Assets [Member] | ||||||
Fair value of acquired assets | 6,000 | |||||
Pinnacle Combat LLC [Member] | Truck/Trailer [Member] | ||||||
Fair value of acquired assets | 3,000 | |||||
Pinnacle Combat LLC [Member] | Venture Lighting System [Member] | ||||||
Fair value of acquired assets | $ 25,000 | |||||
Strike Hard Productions LLC [Member] | ||||||
Cash paid for acquisition | $ 20,000 | |||||
Common stock issued to sellers, value | 57,600 | |||||
Total consideration | 77,600 | |||||
Goodwill | 54,600 | |||||
Fair value of acquired assets | $ 23,000 | |||||
Percent acquired | 100.00% | |||||
Strike Hard Productions LLC [Member] | Cages [Member] | ||||||
Fair value of acquired assets | $ 22,000 | |||||
Strike Hard Productions LLC [Member] | Event Assets [Member] | ||||||
Fair value of acquired assets | $ 1,000 |
6. Notes Payable (Details)
6. Notes Payable (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 | |
Notes payable | $ 81,000 | $ 81,000 | $ 89,000 | ||
Note payable- current maturity | 14,000 | 14,000 | 14,000 | ||
Note payable- in default | 7,000 | 7,000 | 15,000 | ||
Note payable- long-term | 60,000 | 60,000 | 60,000 | ||
Loss on modification of debt | 0 | $ 0 | (50,756) | $ 0 | |
WLES LP LLC [Member] | |||||
Notes payable | $ 60,000 | $ 60,000 | 60,000 | ||
Debt stated interest rate | 5.00% | 5.00% | |||
Debt maturity date | Jan. 15, 2022 | ||||
Note payable- long-term | $ 60,000 | $ 60,000 | 60,000 | ||
Loss on modification of debt | (50,756) | ||||
Emry Capital [Member] | |||||
Notes payable | $ 14,000 | $ 14,000 | 14,000 | ||
Debt stated interest rate | 4.00% | 4.00% | |||
Debt maturity date | Apr. 30, 2020 | ||||
Note payable- current maturity | $ 14,000 | $ 14,000 | 14,000 | ||
Good Hunting [Member] | |||||
Notes payable | $ 7,000 | $ 7,000 | 15,000 | ||
Debt stated interest rate | 7.50% | 7.50% | |||
Debt maturity date | Mar. 31, 2019 | ||||
Note payable- in default | $ 7,000 | $ 7,000 | $ 15,000 |
7. Convertible Note Payable (De
7. Convertible Note Payable (Details) - USD ($) | 6 Months Ended | 7 Months Ended | 8 Months Ended | 9 Months Ended | ||
Oct. 04, 2019 | Oct. 31, 2019 | Dec. 05, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 | |
Compound embedded deriviative | $ (4,305) | |||||
Convertible notes payable | 382,105 | $ 0 | ||||
Net proceeds | 397,000 | $ 0 | ||||
Convertible Note 1 [Member] | ||||||
Compound embedded deriviative | $ 17,425 | |||||
Convertible notes payable | 57,575 | |||||
Net proceeds | $ 75,000 | |||||
Convertible Note 2 [Member] | ||||||
Compound embedded deriviative | $ 2,703 | |||||
Convertible notes payable | 199,297 | |||||
Net proceeds | $ 202,000 | |||||
Convertible Note 3 [Member] | ||||||
Compound embedded deriviative | $ 775 | |||||
Convertible notes payable | 59,225 | |||||
Net proceeds | $ 60,000 | |||||
Convertible Note 4 [Member] | ||||||
Compound embedded deriviative | 763 | |||||
Convertible notes payable | 59,237 | |||||
Net proceeds | $ 60,000 |
7. Convertible Note Payable (_2
7. Convertible Note Payable (Details Narrative) - USD ($) | 6 Months Ended | 7 Months Ended | 8 Months Ended | 9 Months Ended | |
Oct. 04, 2019 | Oct. 31, 2019 | Dec. 05, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Net proceeds | $ 397,000 | $ 0 | |||
Amortization of debt discount | 6,771 | $ 0 | |||
Convertible Note 1 [Member] | |||||
Debt face amount | $ 82,000 | ||||
Original issue discount | 7,000 | ||||
Net proceeds | $ 75,000 | ||||
Debt maturity date | Oct. 4, 2020 | ||||
Debt stated interest rate | 8.00% | ||||
Amortization of debt discount | 5,322 | ||||
Unamortized debt discount | 12,103 | ||||
Convertible note payable balance | 62,897 | ||||
Convertible Note 2 [Member] | |||||
Debt face amount | $ 208,000 | ||||
Original issue discount | 6,000 | ||||
Net proceeds | $ 202,000 | ||||
Debt maturity date | Dec. 15, 2020 | ||||
Debt stated interest rate | 8.00% | ||||
Amortization of debt discount | 1,032 | ||||
Unamortized debt discount | 1,671 | ||||
Convertible note payable balance | 200,329 | ||||
Convertible Note 3 [Member] | |||||
Debt face amount | $ 62,000 | ||||
Original issue discount | 2,000 | ||||
Net proceeds | $ 60,000 | ||||
Debt maturity date | Dec. 5, 2020 | ||||
Amortization of debt discount | 202 | ||||
Unamortized debt discount | 566 | ||||
Convertible note payable balance | 59,434 | ||||
Convertible Note 4 [Member] | |||||
Debt face amount | 62,000 | ||||
Original issue discount | 2,000 | ||||
Net proceeds | $ 60,000 | ||||
Debt maturity date | Dec. 5, 2020 | ||||
Debt stated interest rate | 8.00% | ||||
Amortization of debt discount | $ 208 | ||||
Unamortized debt discount | 555 | ||||
Convertible note payable balance | $ 59,445 |
8. Derivative Financial Instr_3
8. Derivative Financial Instruments (Details - Derivative liabilities) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Investments, All Other Investments [Abstract] | ||||
Compound embedded derivatives, shares | 41,774,258 | 41,774,258 | ||
Compound embedded derivatives, value | $ (4,305) | $ (4,305) | ||
Gain on changes in fair value of derivatives | $ 17,360 | $ 0 | $ 17,360 | $ 0 |
8. Derivative Financial Instr_4
8. Derivative Financial Instruments (Details - Significant inputs) - $ / shares | 7 Months Ended | |
Oct. 31, 2019 | Oct. 04, 2019 | |
Investments, All Other Investments [Abstract] | ||
Quoted market price on valuation date | $0.0005 - $0.0055 | |
Contractual conversion rate | $ 0.01 | |
Contractual term to maturity | 1.00 Years – 1.13 Years | |
Equivalent Volatility | 147.06% - 221.73% | |
Interest rate | 8.00% |
8. Derivative Financial Instr_5
8. Derivative Financial Instruments (Details - Change in fair value) | 9 Months Ended |
Dec. 31, 2019USD ($) | |
Investments, All Other Investments [Abstract] | |
Derivative liabilities, beginning balance | $ 0 |
Issuances | 21,665 |
Gain on changes in fair value | (17,360) |
Derivative liabilities, ending balance | $ 4,305 |
9. Equity (Details Narrative)
9. Equity (Details Narrative) - USD ($) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 5 Months Ended | 6 Months Ended | 8 Months Ended | 9 Months Ended | ||||||||||||||||||||
May 14, 2019 | May 01, 2019 | Apr. 23, 2019 | Apr. 25, 2018 | Apr. 19, 2018 | Jun. 01, 2019 | May 25, 2019 | Dec. 31, 2019 | Sep. 30, 2019 | Jul. 15, 2019 | Jul. 08, 2019 | Jul. 03, 2019 | Jun. 30, 2019 | Jun. 29, 2019 | Dec. 30, 2018 | Jun. 30, 2018 | Sep. 07, 2019 | Aug. 30, 2019 | Sep. 10, 2018 | Sep. 27, 2019 | Sep. 19, 2019 | Dec. 03, 2019 | Nov. 27, 2019 | Dec. 10, 2018 | Dec. 31, 2019 | Dec. 22, 2019 | Dec. 31, 2018 | |
Stock issued for services, value | $ 501 | $ 350 | |||||||||||||||||||||||||
Proceeds from sale of stock | $ 400,000 | $ 89,171 | |||||||||||||||||||||||||
Stock issued for acquisition, value | $ 57,600 | $ 89,600 | |||||||||||||||||||||||||
Cancellation of outstanding shares, value | $ 109,773 | $ 48,000 | |||||||||||||||||||||||||
Purchase of cancelled stock, shares | 101,251 | ||||||||||||||||||||||||||
Stock issued conversion of note, amount | $ 38,020 | ||||||||||||||||||||||||||
B2 Management [Member] | Cancellation of notes receivable [Member] | |||||||||||||||||||||||||||
Cancellation of outstanding shares, shares | 7,500,000 | 21,954,800 | |||||||||||||||||||||||||
Cancellation of outstanding shares, value | $ 48,000 | $ 109,773 | |||||||||||||||||||||||||
Note receivable cancelled, amount | $ 75,000 | $ 164,660 | |||||||||||||||||||||||||
United Combat League [Member] | |||||||||||||||||||||||||||
Stock issued for acquisition, shares | 6,000,000 | ||||||||||||||||||||||||||
Pinnacle Combat LLC [Member] | |||||||||||||||||||||||||||
Stock issued for acquisition, shares | 8,000,000 | ||||||||||||||||||||||||||
Common Stock | |||||||||||||||||||||||||||
Stock issued for services, shares | 4,000,000 | 35,000,000 | 67,000,000 | 30,500,000 | 6,000,000 | 9,000,000 | |||||||||||||||||||||
Stock issued for services, value | $ 25,600 | $ 350 | $ 428,800 | $ 195,200 | $ 38,400 | $ 90 | |||||||||||||||||||||
Stock issued new, shares | 1,562,500 | 30,000,000 | 11,718,750 | 7,812,500 | 15,625,000 | 11,718,750 | 6,250,000 | ||||||||||||||||||||
Proceeds from sale of stock | $ 10,000 | $ 300 | $ 75,000 | $ 50,000 | $ 100,000 | $ 75,000 | $ 50,000 | ||||||||||||||||||||
Stock issued for conversion of note, shares | 3,478,000 | ||||||||||||||||||||||||||
Stock issued conversion of note, amount | $ 38,020 | ||||||||||||||||||||||||||
Common Stock | GS Capital [Member] | |||||||||||||||||||||||||||
Purchase of cancelled stock, shares | 14,062,500 | ||||||||||||||||||||||||||
Purchase of cancelled stock, value | $ 101,250 | ||||||||||||||||||||||||||
Common Stock | United Combat League [Member] | |||||||||||||||||||||||||||
Stock issued for acquisition, shares | 6,000,000 | ||||||||||||||||||||||||||
Stock issued for acquisition, value | $ 38,400 | ||||||||||||||||||||||||||
Common Stock | Pinnacle Combat LLC [Member] | |||||||||||||||||||||||||||
Stock issued for acquisition, shares | 8,000,000 | ||||||||||||||||||||||||||
Stock issued for acquisition, value | $ 51,200 | ||||||||||||||||||||||||||
Common Stock | Strike Hard Productions LLC [Member] | |||||||||||||||||||||||||||
Stock issued for acquisition, shares | 9,000,000 | ||||||||||||||||||||||||||
Stock issued for acquisition, value | $ 57,600 | ||||||||||||||||||||||||||
Common Stock | Subscription Agreement [Member] | |||||||||||||||||||||||||||
Stock issued new, shares | 14,062,500 | ||||||||||||||||||||||||||
Proceeds from sale of stock | $ 90,000 |
11. Going Concern (Details Narr
11. Going Concern (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 30, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||
Working Capital | $ (482,515) | $ (482,515) | |||||||
Net loss | $ (274,554) | $ (413,415) | $ (491,512) | $ (50,896) | $ (50,896) | $ (17,114) | $ (34,513) | (1,179,481) | $ (102,523) |
Net cash used in operating activities | $ (347,368) | $ (77,535) |