Document_and_Entity_Informatio
Document and Entity Information (USD $) | 3 Months Ended | |
Sep. 30, 2013 | Nov. 12, 2013 | |
Notes to Financial Statements | ' | ' |
Entity Registrant Name | 'StemGen, Inc. | ' |
Entity Central Index Key | '0001023198 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--06-30 | ' |
Is Entity a Well-known Seasoned Issuer? | 'No | ' |
Is Entity a Voluntary Filer? | 'No | ' |
Is Entity's Reporting Status Current? | 'No | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Public Float | ' | $27,061 |
Entity Common Stock, Shares Outstanding | ' | 183,927 |
Document Fiscal Period Focus | 'Q1 | ' |
Document Fiscal Year Focus | '2014 | ' |
Condensed_Balance_Sheets
Condensed Balance Sheets (USD $) | Sep. 30, 2013 | Jun. 30, 2013 |
Current Assets | ' | ' |
Cash | $1,125 | $840 |
Total Current Assets | 1,125 | 840 |
Total Assets | 1,125 | 840 |
Current Liabilities | ' | ' |
Accrued payable | 52,926 | 46,720 |
Accounts payable related parties | 24,857 | 24,857 |
Loan from related party | 266,966 | 242,603 |
Total Liabilities | 344,749 | 314,180 |
Stockholders' Deficit | ' | ' |
Preferred stock, 1,000,000 shares authorized, no shares issued and outstanding, no rights or privileges designated | 0 | 0 |
Common stock, (Authorized, 20,000,000 shares authorized, 183,927 shares issued and outstanding at June 30, 2013 and 2012 | 1,839 | 1,839 |
Additional Paid-in Capital | 525,783 | 525,783 |
Deficit accumulated during the development stage | -871,246 | -840,962 |
Total Stockholders' Deficit | -343,624 | -313,340 |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $1,125 | $840 |
Condensed_Balance_Sheets_Paren
Condensed Balance Sheets (Parenthetical) | Sep. 30, 2013 | Jun. 30, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Preferred Stock, Authorized | 1,000,000 | 1,000,000 |
Preferred Stock, Issued | 0 | 0 |
Common Stock, Authorized | 20,000,000 | 20,000,000 |
Common Stock, Issued | 183,927 | 183,927 |
Statements_of_Operations
Statements of Operations (USD $) | 3 Months Ended | 84 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Income Statement [Abstract] | ' | ' | ' |
REVENUES | $0 | $0 | $0 |
COST OF SALES | 0 | 0 | 0 |
GROSS PROFIT | 0 | 0 | 0 |
OPERATING EXPENSES: | ' | ' | ' |
General and administrative expenses | 13,421 | 12,074 | 364,225 |
LOSS FROM OPERATIONS | -13,421 | -12,074 | -364,225 |
Interest expense | -16,863 | -11,445 | -169,132 |
Loss on extinguishment of debt | 0 | 0 | -20,000 |
Gain on sale of short term investment | 0 | 0 | 13,374 |
Gain on forfeit of deposit | 0 | 0 | 32,500 |
LOSS BEFORE PROVISION FOR INCOME TAXES | -30,284 | -23,519 | -507,483 |
Provision for income taxes | 0 | 0 | 0 |
NET LOSS | ($30,284) | ($23,519) | ($507,483) |
NET LOSS PER SHARE OF COMMON STOCK - Basic and diluted | ($0.16) | ($0.13) | ' |
WEIGHTED AVERAGE SHARES OUTSTANDING - Basic and diluted | 183,927 | 177,810 | ' |
Condensed_Statements_of_Cash_F
Condensed Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | 84 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Cash flows from operating activities: | ' | ' | ' |
Net loss | ($30,284) | ($23,519) | ($507,483) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' |
Debt discount | 11,547 | 6,526 | 92,214 |
Gain on sale of short term investment | 0 | 0 | -12,735 |
Changes in current assets and liabilities: | ' | ' | ' |
Accounts payable | 6,206 | 2,950 | 96,614 |
Accrued interest payable - related party | 5,316 | 4,919 | 25,368 |
Accounts payable related party | 0 | 0 | 17,328 |
Net cash used in operating activities | -7,215 | -9,124 | -288,694 |
Cash flows from investing activities: | ' | ' | ' |
Net cash provided by investing activities | 0 | 0 | 40,570 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from Note | 7,500 | 10,000 | 242,500 |
Issuance of Common Stock for Cash | 0 | 0 | 3,500 |
Net cash provided by financing activities | 7,500 | 10,000 | 246,000 |
Net increase (decrease) in cash and cash equivalents | 285 | 876 | -2,124 |
Cash and cash equivalents - beginning balance | 840 | 564 | 3,249 |
Cash and cash equivalents - ending balance | $1,125 | $1,440 | $1,125 |
ORGANIZATION_AND_BASIS_OF_PRES
ORGANIZATION AND BASIS OF PRESENTATION ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
ORGANIZATION AND BASIS OF PRESENTATION | ' |
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation — | |
The accompanying unaudited condensed interim financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. All references to Generally Accepted Accounting Principles (“GAAP”) are in accordance with The FASB Accounting Standards Codification (“ASC”) and the Hierarchy of Generally Accepted Accounting Principles. | |
The unaudited condensed interim financial statements have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments) which are, in the opinion of management, necessary to fairly present the operating results for the respective periods. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the audited financial statements and notes for the year ended June 30, 2013 included in our Annual Report on Form 10-K. The results of the three month periods ended September 30, 2013 are not necessarily indicative of the results to be expected for the full year ending June 30, 2014. | |
Going Concern — | |
The accompanying unaudited condensed interim financial statements have been prepared assuming that we will continue as a going concern. We have suffered recurring losses from operations since our inception and have an accumulated deficit of $871,246 at September 30, 2013. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classifications of liabilities that might be necessary should we be unable to continue our existence. | |
In addition, our recovery is dependent upon future events, the outcome of which is undetermined. We intend to continue to attempt to raise additional capital, but there can be no certainty that such efforts will be successful. | |
Development Stage Activities – | |
Since we redeemed and converted all of the outstanding Series A Preferred Stock of Comtex News Network, Inc. at the end of September 2006, starting October 1, 2006 we have not conducted any business operations. All of our operating results and cash flows reported in the accompanying unaudited condensed interim financial statements from October 1, 2006 are considered to be those related to development stage activities and represent the cumulative amounts from its development stage activities required to be reported. | |
Use of Estimates — | |
The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and Cash Equivalents — | |
We consider investments with original maturities of 90 days or less to be cash equivalents. As of September 30, 2013 and June 30, 2013, we have no cash equivalents. | |
Income Taxes — | |
The Company accounts for income taxes in accordance with ASC Topic 740. Deferred tax assets and liabilities are recognized to reflect the estimated future tax effects, calculated at currently effective tax rates, of future deductible or taxable amounts attributable to events that have been recognized on a cumulative basis in the financial statements. A valuation allowance related to a deferred tax asset is recorded when it is more likely than not that some portion of the deferred tax asset will not be realized. | |
Net Loss Per Share — | |
Basic net loss and diluted loss per share is calculated by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted net income per share is calculated by dividing the net income by the weighted-average number of shares and dilutive potential common shares outstanding during the period. Dilutive potential shares consist of dilutive shares issuable upon the exercise of outstanding stock options and warrants computed using the treasury stock method. As of September 30, 2013, there were zero dilutive securities which are considered anti-dilutive. | |
Concentration of Credit Risk — | |
Financial instruments that potentially subject us to a concentration of credit risk consist of cash. We maintain our cash with high credit quality financial institutions; at times, such balances with any one financial institution may exceed FDIC insured limits. | |
Fair Value of Financial Instruments — | |
Our financial instruments consist of cash, accounts payable, accrued expenses and notes payable. The carrying values of cash, accounts payable, accrued expenses and notes payable are representative of their fair values due to their short-term maturities. | |
Fair Value Measurements and Disclosures – | |
ASC Topic 820 defines fair value, establishes a framework for measuring fair value, establishes a three-level valuation hierarchy for disclosure of fair value measurement and enhances disclosure requirements for fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows: | |
Level 1 - Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. | |
Level 2 - Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. | |
Level 3 - Inputs to the valuation methodology are unobservable and significant to the fair value measurement. | |
The Company’s adoption of fair value measurements and disclosures did not have a material impact on the financial statements and financial statement disclosures. | |
Recently Issued Accounting Pronouncements - Adopted | |
In May 2011, the FASB issued Accounting Standards Update No. 2011-04, “Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs”. The amendments result in common fair value measurement and disclosure requirements in U.S. generally accepted accounting principles (GAAP) and International Financial Reporting Standards (IFRSs), and do not require additional fair value measurements and are not intended to establish valuation standards or affect valuation practices. The amendments in this update are effective during interim and annual periods beginning after December 15, 2011. Adoption of the new amendment did not have a material effect on the Company’s financial position, results of operations or cash flow. | |
Recently Issued Accounting Pronouncements – Not Adopted | |
In December 2011, the FASB issued ASU 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities. The amendments in this update require an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. This update will enhance disclosures required by U.S. GAAP by requiring improved information about financial instruments and derivative instruments. The requirements of this update are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Entities should provide the disclosures required retrospectively for all comparative periods presented. We are currently evaluating the impact of adopting ASU 2011-11 on the financial statements. | |
The FASB issued Accounting Standards Update (ASU) No. 2012-02 Intangibles Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment, on July 27, 2012, to simplify the testing for a drop in value of intangible assets such as trademarks, patents, and distribution rights. The amended standard reduces the cost of accounting for indefinite-lived intangible assets, especially in cases where the likelihood of impairment is low. The changes permit businesses and other organizations to first use subjective criteria to determine if an intangible asset has lost value. The amendments to U.S. GAAP will be effective for fiscal years starting after September 15, 2012. Early adoption is permitted. The adoption of this accounting guidance will not have a material impact on our financial statements and related disclosures. | |
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
NOTE_PAYABLE_RELATED_PARTIES
NOTE PAYABLE RELATED PARTIES | 3 Months Ended | ||||
Sep. 30, 2013 | |||||
Debt Disclosure [Abstract] | ' | ||||
NOTE PAYABLE RELATED PARTIES | ' | ||||
NOTE 2 – NOTE PAYABLE RELATED PARTIES, NET | |||||
On August 8, 2012, the Corporation received an infusion of $10,000 in order to continue its operations in the near-term. The Company executed a $10,000 due on demand note with Mr. Chip Brian, pursuant to which Mr. Brian advanced the Company $10,000 at a rate of 12% per annum. Both the principal and interest are payable to Mr. Brian on or before December 31, 2013. Additionally, the Company granted 1,000,000 shares of restricted common stock and a warrant to purchase an additional 1,000,000 shares of restricted common stock at an exercise price of $0.01 per share as an inducement for Mr. Brian to make the loan. The Company recorded interest expense related to the shares inducement based on the stock price on the grant date and amortized over the term of the loan and the unamortized portion was recorded as discount on note payable. The Company recorded the fair value of the warrants using the Black-Scholes valuation model and the unamortized portion was also recorded as a discount to the note. The amount of discount on note payable recorded as of September 30, 2013 was $34,640. The expected volatility is 78.87% and based on the daily historical volatility of comparative companies, measured over the 5 years expected term of the option. The risk-free rate is 0.71% and based on the implied yield on a U.S. Treasury zero-coupon issue with a remaining term closest to the expected term of the option. | |||||
Notes payable: | |||||
A summary of the notes payable activity is as follows: | |||||
Balance, June 30, 2013 | $ | 175,000 | |||
Additional notes payable issued | 7,500 | ||||
Discount on note payable | (11,672 | ) | |||
Balance, September 30, 2013 | $ | 170,828 | |||
Accrued interest: | |||||
A summary of the accrued interest activity is as follows: | |||||
Balance, June 30, 2013 | $ | 90,822 | |||
Accrued interest for the three months ended September 30, 2013 | 5,316 | ||||
Balance, September 30, 2013 | $ | 96,138 | |||
Historically, all interest payable incurred is from interest incurred at the stated rate of promissory notes issued by the Company. The payment terms, security and any interest payable are based on the underlying promissory notes payable that the Company has outstanding. | |||||
During the year ended June 30, 2007, we received $10,000 from Private Capital Group, L.L.C., a shareholder of the Company. This note had an interest rate of 10% per annum, was unsecured and had an original due date of December 31, 2007. The note was extended with the same terms and a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $3,252 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. As an inducement to make the loan, we issued 1,000,000 shares of restricted common stock with a fair market value of $10,000 (par value) and issued a warrant for an additional 1,000,000 shares of restricted common stock with an exercise price of $0.01 per share. The warrants were estimated to have no significant fair market value. | |||||
During the year ended June 30, 2007, we received $10,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 10% per annum, is unsecured and had an original due date of December 31, 2007. The note was extended with the same terms and a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $3,252 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. As an inducement to make the loan, we issued 1,000,000 shares of restricted common stock with a fair market value of $10,000 (par value) and issued a warrant for an additional 1,000,000 shares of restricted common stock with an exercise price of $.01 per share. The warrants were estimated to have no significant fair market value. | |||||
On August 24, 2010, these warrants were exercised by using the $10,000 note payable, related party loan balances issued on May 24, 2007 to C.W. Gilluly and Private Capital Group, in lieu of cash. In this transaction, 2,000,000 shares of common stock were issued for a par value of $0.01. | |||||
During the year ended June 30, 2008, we received an additional $15,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and had an original due date of December 31, 2009. The note was extended with the same terms and a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $10,582 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2008, we received an additional $5,000 from Private Capital Group, L.L.C., a shareholder of the Company. This note has an interest rate of 12% per annum, is unsecured and had an original due date of December 31, 2009. The note was extended with the same terms and a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $3,412 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2008, we received an additional $15,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and had an original due date of December 31, 2009. The note was extended with the same terms and a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $9,498 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2009, we received an additional $25,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and had an original due date of December 31, 2009. The note was extended with the same terms and a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $15,129 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2009, we received an additional $40,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and had an original due date of December 31, 2009. The note was extended with the same terms and a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $23,448 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2009, we received an additional $10,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and had an original due date of December 31, 2009. The note was extended with the same terms and a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $5,431 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2010, we received an additional $15,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $7,333 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2010, we received an additional $5,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $2,356 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2010, we received an additional $5,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $2,213 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2010, we received an additional $5,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $2,083 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
During the year ended June 30, 2011, we received an additional $10,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $1,013 and is due at maturity. Accrued interest is included in the notes payable and accrued interest, related parties balance. | |||||
During the year ended June 30, 2011, we received an additional $10,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $717 and is due at maturity. Accrued interest is included in the notes payable and accrued interest, related parties balance. | |||||
During the year ended June 30, 2011, we received an additional $15,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $621 and is due at maturity. Accrued interest is included in the notes payable and accrued interest, related parties balance. | |||||
During the year ended June 30, 2011, we received an additional $5,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $59 and is due at maturity. Accrued interest is included in the notes payable and accrued interest, related parties balance. | |||||
On May 31, 2011, Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer, converted $40,000 of the most recent notes into 4,000,000 shares of the Company’s restricted stock common stock. | |||||
On August 31, 2011, the Corporation received an infusion of $10,000 in order to continue its operations in the near-term. The Company executed a $10,000 due on demand note with Mr. Chip Brian, pursuant to which Mr. Brian advanced the Company $10,000 at a rate of 12% per annum. Both the principal and interest are payable to Mr. Brian on or before September 30, 2013. Additionally, the Company granted 1,000,000 shares of restricted common stock and a warrant to purchase an additional 1,000,000 shares of restricted common stock at an exercise price of $0.01 per share as an inducement for Mr. Brian to make the loan. The Company recorded $20,000 of interest expense related to the shares issued. As of September 30, 2013, accrued interest payable totaled $2,502 and is due at maturity. Accrued interest is included in the notes payable and accrued interest, related parties balance. | |||||
On January 23, 2012, we received an additional $5,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $1,013 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
On April 25, 2012, we received an additional $2,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $344 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
On August 8, 2012, we received an infusion of $10,000 in order to continue its operations in the near-term. The Company executed a $10,000 due on demand note with Mr. Chip Brian, pursuant to which Mr. Brian advanced the Company $10,000 at a rate of 12% per annum. Both the principal and interest are payable to Mr. Brian on or before September 30, 2013. Additionally, the Company granted 1,000,000 shares of restricted common stock and a warrant to purchase an additional 1,000,000 shares of restricted common stock at an exercise price of $0.01 per share as an inducement for Mr. Brian to make the loan. The Company recorded interest expense related to the shares inducement based on the stock price on the grant date and amortized over the term of the loan and the unamortized portion is recorded as a discount on note payable. The Company recorded the fair value of the warrants using the Black-Scholes valuation model and the unamortized portion was also recorded as a discount to the note and classified to other assets. The amount of discount on note payable recorded as of September 30, 2013 was $57,358. The expected volatility is 78.87% and is based on the daily historical volatility of comparative companies, measured over the 5 years expected term of the option. The risk-free rate is 0.71% and is based on the implied yield on a U.S. Treasury zero-coupon issue with a remaining term closest to the expected term of the option. Both the interest expense recorded from the shares issuance and warrants issuance are amortized over the term of the loan. As of September 30, 2013, accrued interest payable totaled $1,369 and is due at maturity. Accrued interest is included in the notes payable and accrued interest, related parties balance. | |||||
On October 25, 2012, we received an additional $3,000 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $335 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
On January 14, 2013, Mr. Chip Brian terminated and cancelled his warrants to purchase 2,000,000 shares of the Company’s common stock. | |||||
On April 8, 2013, we received an additional $5,000 from ImaginEquity. This note has an interest rate of 6% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $79 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
On August 21, 2013, we received an additional $7,500 from Dr. C.W. Gilluly, our Chairman of the Board, President and Chief Executive Officer. This note has an interest rate of 12% per annum, is unsecured and has a due date of December 31, 2013. As of September 30, 2013, accrued interest payable totaled $99 and is due at maturity. Accrued interest is included in the notes payable, related parties balance. | |||||
Effective February 5, 2013, the Company amended its Certificate of Incorporation. As a result of the Amendment, the Company’s corporate name changed from Amasys Corporation to StemGen, Inc and a reverse stock split was effectuated where all the outstanding shares of the Company’s common stock were exchanged at a ratio of one for eighty. |
DEPOSIT
DEPOSIT | 3 Months Ended |
Sep. 30, 2013 | |
Banking and Thrift [Abstract] | ' |
DEPOSIT | ' |
NOTE 3 – DEPOSIT | |
On December 24, 2012, the Company received a nonrefundable deposit of $32,500 under a Letter of Intent (“LOI”) which it entered into on December 11, 2012 with StemGen Inc. a Nevada corporation. Under the LOI, if all conditions were satisfied or waived, the following will take place (a) transfer all of the intellectual property rights and operations of StemGen into the direct ownership and control of the Company; and (b) transfer all of the equity interests of StemGen into the direct ownership and control of the Company. The LOI was subject to the Company performing a reverse stock split of 1 for 80 and changing its name to StemGen, Inc which the Company has done. StemGen will pay the Company an amount in cash equal to $325,000 at closing of which a 10% non-refundable deposit was paid after the signing of the LOI. On August 6, 2013, the LOI was terminated. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation | ' |
Basis of Presentation — | |
The accompanying unaudited condensed interim financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. All references to Generally Accepted Accounting Principles (“GAAP”) are in accordance with The FASB Accounting Standards Codification (“ASC”) and the Hierarchy of Generally Accepted Accounting Principles. | |
The unaudited condensed interim financial statements have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments) which are, in the opinion of management, necessary to fairly present the operating results for the respective periods. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the audited financial statements and notes for the year ended June 30, 2013 included in our Annual Report on Form 10-K. The results of the three month periods ended September 30, 2013 are not necessarily indicative of the results to be expected for the full year ending June 30, 2014. | |
Going Concern | ' |
Going Concern — | |
The accompanying unaudited condensed interim financial statements have been prepared assuming that we will continue as a going concern. We have suffered recurring losses from operations since our inception and have an accumulated deficit of $871,246 at September 30, 2013. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classifications of liabilities that might be necessary should we be unable to continue our existence. | |
In addition, our recovery is dependent upon future events, the outcome of which is undetermined. We intend to continue to attempt to raise additional capital, but there can be no certainty that such efforts will be successful. | |
Development Stage Activities | ' |
Development Stage Activities – | |
Since we redeemed and converted all of the outstanding Series A Preferred Stock of Comtex News Network, Inc. at the end of September 2006, starting October 1, 2006 we have not conducted any business operations. All of our operating results and cash flows reported in the accompanying unaudited condensed interim financial statements from October 1, 2006 are considered to be those related to development stage activities and represent the cumulative amounts from its development stage activities required to be reported. | |
Use of Estimates | ' |
Use of Estimates — | |
The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents — | |
We consider investments with original maturities of 90 days or less to be cash equivalents. As of September 30, 2013 and June 30, 2013, we have no cash equivalents. | |
Income Taxes | ' |
Income Taxes — | |
The Company accounts for income taxes in accordance with ASC Topic 740. Deferred tax assets and liabilities are recognized to reflect the estimated future tax effects, calculated at currently effective tax rates, of future deductible or taxable amounts attributable to events that have been recognized on a cumulative basis in the financial statements. A valuation allowance related to a deferred tax asset is recorded when it is more likely than not that some portion of the deferred tax asset will not be realized. | |
Net Loss Per Share | ' |
Net Loss Per Share — | |
Basic net loss and diluted loss per share is calculated by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted net income per share is calculated by dividing the net income by the weighted-average number of shares and dilutive potential common shares outstanding during the period. Dilutive potential shares consist of dilutive shares issuable upon the exercise of outstanding stock options and warrants computed using the treasury stock method. As of September 30, 2013, there were zero dilutive securities which are considered anti-dilutive. | |
Concentration of Credit Risk | ' |
Concentration of Credit Risk — | |
Financial instruments that potentially subject us to a concentration of credit risk consist of cash. We maintain our cash with high credit quality financial institutions; at times, such balances with any one financial institution may exceed FDIC insured limits. | |
Fair Value of Financial Instruments | ' |
Fair Value of Financial Instruments — | |
Our financial instruments consist of cash, accounts payable, accrued expenses and notes payable. The carrying values of cash, accounts payable, accrued expenses and notes payable are representative of their fair values due to their short-term maturities | |
Fair Value Measurements and Disclosures | ' |
Fair Value Measurements and Disclosures – | |
ASC Topic 820 defines fair value, establishes a framework for measuring fair value, establishes a three-level valuation hierarchy for disclosure of fair value measurement and enhances disclosure requirements for fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows: | |
Level 1 - Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. | |
Level 2 - Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. | |
Level 3 - Inputs to the valuation methodology are unobservable and significant to the fair value measurement. | |
The Company’s adoption of fair value measurements and disclosures did not have a material impact on the financial statements and financial statement disclosures. |
NOTE_PAYABLE_RELATED_PARTIES_T
NOTE PAYABLE RELATED PARTIES (Tables) | 3 Months Ended | ||||
Sep. 30, 2013 | |||||
Debt Disclosure [Abstract] | ' | ||||
Note Payable | ' | ||||
Notes payable: | |||||
A summary of the notes payable activity is as follows: | |||||
Balance, June 30, 2013 | $ | 175,000 | |||
Additional notes payable issued | 7,500 | ||||
Discount on note payable | (11,672 | ) | |||
Balance, September 30, 2013 | $ | 170,828 | |||
Interest Payable | ' | ||||
Accrued interest: | |||||
A summary of the accrued interest activity is as follows: | |||||
Balance, June 30, 2013 | $ | 90,822 | |||
Accrued interest for the three months ended September 30, 2013 | 5,316 | ||||
Balance, September 30, 2013 | $ | 96,138 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $) | Sep. 30, 2013 | Jun. 30, 2013 |
NotesToFinancialStatementsAbstract | ' | ' |
Accumulated deficit | ($871,246) | ($840,962) |
NOTE_PAYABLE_RELATED_PARTIES_N
NOTE PAYABLE RELATED PARTIES - Note Payable (Details) (USD $) | 3 Months Ended | |
Sep. 30, 2013 | Jun. 30, 2013 | |
Debt Disclosure [Abstract] | ' | ' |
Additional notes payable issued | $7,500 | ' |
Discount on note payable | -11,672 | ' |
Note payable | $170,828 | $175,000 |
NOTE_PAYABLE_RELATED_PARTIES_I
NOTE PAYABLE RELATED PARTIES - Interest Payable (Details) (USD $) | 3 Months Ended | |
Sep. 30, 2013 | Jun. 30, 2013 | |
Debt Disclosure [Abstract] | ' | ' |
Accrued interest | $5,316 | ' |
Balance Accrued Interest | $96,138 | $90,822 |
DEPOSIT_Details_Narrative
DEPOSIT (Details Narrative) (USD $) | Sep. 30, 2013 |
Banking and Thrift [Abstract] | ' |
Deposit | $32,500 |
Purchase price for stock | $325,000 |