Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Dec. 31, 2020 | Feb. 19, 2021 | |
Document And Entity Information | ||
Entity Registrant Name | SmartMetric, Inc. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --06-30 | |
Entity Common Stock, Shares Outstanding | 421,399,111 | |
Amendment Flag | false | |
Entity Central Index Key | 0001301991 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Dec. 31, 2020 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity File Number | 000-54853 | |
Entity Incorporation, State or Country Code | NV | |
Entity Interactive Data Current | No |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheet (Unaudited) - USD ($) | Dec. 31, 2020 | Jun. 30, 2020 |
Current assets: | ||
Cash | $ 21,591 | $ 71,377 |
Deferred financing costs | 35,000 | 35,000 |
Prepaid expenses and other current assets | 4,875 | 7,017 |
Total current assets | 61,466 | 113,394 |
Total assets | 61,466 | 113,394 |
Current liabilities: | ||
Accounts payable and accrued expenses | 966,776 | 916,728 |
Liability for stock to be issued | 134,864 | 50,000 |
Deferred Officer's salary | 744,115 | 759,948 |
Related party interest payable | 175,664 | 149,481 |
Dividends payable | 2,442 | 2,945 |
Due to shareholders | 41,343 | 41,343 |
Covid19 SBA loan | 20,832 | 20,832 |
Convertible note payable, net of discount, June 30,2020 | 35,000 | 32,127 |
Derivative liability | 65,000 | |
Convertible interest payable | 2,926 | |
Shareholder loan | 4,286 | |
Total current liabilities | 2,193,248 | 1,973,404 |
Series C mandatory redeemable convertible preferred stock, net of discount, authorized 1000,000 shares, 143,050 and 117,200 shares issued and outstanding, respectively | 119,083 | 101,661 |
Stockholders' deficit: | ||
Preferred stock, $.001 par value; 5,000,000 shares authorized, 610,000 and 610,000 shares issued and outstanding | 610 | 610 |
Common stock, $.001 par value; 600,000,000 shares authorized, 416,590,136 and 379,523,000 shares issued and outstanding, respectively | 416,591 | 379,524 |
Additional paid-in capital | 25,786,662 | 25,429,259 |
Accumulated deficit | (28,454,728) | (27,771,064) |
Total stockholders' deficit | (2,250,865) | (1,961,671) |
Total liabilities and stockholders' deficit | $ 61,466 | $ 113,394 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheet (Parenthetical) - $ / shares | Dec. 31, 2020 | Jun. 30, 2020 |
Preferred stock, shares authorized | 5,000,000 | 610,000 |
Preferred stock, shares issued | 610,000 | 610,000 |
Preferred stock, outstanding | 610,000 | 610,000 |
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 600,000,000 | 600,000,000 |
Common stock, issued | 416,590,136 | 379,523,000 |
Common stock, outstanding | 416,590,136 | 379,523,000 |
Series C Mandatory Redeemable Convertible Preferred StocksMember | ||
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 143,050 | 117,200 |
Preferred stock, outstanding | 143,050 | 117,200 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||||
Revenues | ||||
Expenses: | ||||
Officer's salary | 47,500 | 47,500 | 95,000 | 95,000 |
Other general and administrative | 109,683 | 149,719 | 234,279 | 282,578 |
Research and development | 21,733 | 25,594 | 43,939 | 46,706 |
Total operating expenses | 178,916 | 222,813 | 373,218 | 424,284 |
Loss from operations before income taxes | (178,916) | (222,813) | (373,218) | (424,284) |
Interest & Financing Expense | (52,637) | (13,825) | (81,306) | (27,651) |
Gain (loss) on change in derivatives | (113,629) | (112,565) | ||
Net loss | (345,182) | (236,638) | (567,089) | (451,935) |
Preferred stock dividends | (112,546) | (4,238) | (116,575) | (15,963) |
Net loss available for common stockholders | $ (457,728) | $ (240,876) | $ (683,664) | $ (467,898) |
Net loss per share, basic and diluted (in Dollars per share) | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average number of common shares outstanding, basic and diluted | 403,288,668 | 278,034,075 | 392,521,660 | 275,362,668 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' (Deficit) (Unaudited) - USD ($) | Preferred Series B Stock | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Balance at Jun. 30, 2019 | $ 610 | $ 264,649 | $ 24,663,528 | $ (26,933,461) | $ (2,004,674) |
Balance (in Shares) at Jun. 30, 2019 | 610,000 | 264,648,821 | |||
Shares issued of common stock and warrants for cash | $ 7,992 | 218,008 | 226,000 | ||
Shares issued of common stock and warrants for cash (in Shares) | 7,991,662 | ||||
Shares converted from Preferred shares | $ 3,224 | 63,289 | 66,513 | ||
Shares converted from Preferred shares (in Shares) | 3,224,643 | ||||
Preferred dividends | (11,725) | (11,725) | |||
Net loss for the period | (215,296) | (215,296) | |||
Balance at Sep. 30, 2019 | $ 610 | $ 275,865 | 24,944,825 | (27,160,482) | (1,939,182) |
Balance (in Shares) at Sep. 30, 2019 | 610,000 | 275,865,126 | |||
Shares issued of common stock and warrants for cash | $ 3,730 | 77,720 | 81,450 | ||
Shares issued of common stock and warrants for cash (in Shares) | 3,730,000 | ||||
Shares converted from Preferred shares | $ 2,371 | 28,538 | 30,909 | ||
Shares converted from Preferred shares (in Shares) | 2,370,696 | ||||
Preferred dividends | (4,238) | (4,238) | |||
Net loss for the period | (236,638) | (236,638) | |||
Balance at Dec. 31, 2019 | $ 281,966 | 25,051,083 | (27,401,358) | (2,067,699) | |
Balance (in Shares) at Dec. 31, 2019 | 281,965,822 | ||||
Balance at Jun. 30, 2020 | $ 610 | $ 379,523 | 25,429,261 | (27,771,062) | (1,961,671) |
Balance (in Shares) at Jun. 30, 2020 | 610,000 | 379,523,000 | |||
Shares issued of common stock and warrants for cash | $ 585 | 2,340 | 2,925 | ||
Shares issued of common stock and warrants for cash (in Shares) | 585,000 | ||||
Shares converted Preferred C shares | $ 5,447 | 31,921 | 37,368 | ||
Shares converted Preferred C shares (in Shares) | 5,447,260 | ||||
Series C Preferred dividends | (4,029) | (4,029) | |||
Net loss for the period | (221,907) | (221,907) | |||
Balance at Sep. 30, 2020 | $ 610 | $ 385,555 | 25,463,522 | (27,996,998) | (2,147,314) |
Balance (in Shares) at Sep. 30, 2020 | 610,000 | 385,555,260 | |||
Shares issued of common stock and warrants for cash | $ 15,000 | 60,000 | 75,000 | ||
Shares issued of common stock and warrants for cash (in Shares) | 15,000,000 | ||||
Shares converted Preferred C shares | $ 16,035 | 54,965 | 71,000 | ||
Shares converted Preferred C shares (in Shares) | 16,034,876 | ||||
Series C Preferred dividends | (112,547) | (112,547) | |||
Valuation of Preferred C and Derivative Liability | 208,177 | 208,177 | |||
Net loss for the period | (345,183) | (345,182) | |||
Balance at Dec. 31, 2020 | $ 610 | $ 416,590 | $ 25,786,662 | $ (28,454,728) | $ (2,250,865) |
Balance (in Shares) at Dec. 31, 2020 | 610,000 | 416,590,136 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (567,089) | $ (451,935) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Common stock issued and issuable for services | 2,926 | |
Non cash financing expense | 49,322 | |
Gain (loss) on fair value of derivative liability | 112,565 | |
Amortization of debt discount | 2,873 | |
Changes in assets and liabilities | ||
Increase (Decrease) in prepaid expenses and other current assets | 2,142 | (6,567) |
Increase in accounts payable and accrued expenses | 50,048 | 7,258 |
(Decrease) in deferred officer salary | (15,833) | |
Increase in Due to shareholder | 41,342 | |
Increase in Convertible interest payable | 2,926 | |
Increase in accrued interest payable | 26,183 | 27,650 |
Net cash used in operating activities | (333,937) | (382,252) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Loans from related parties | 4,286 | 6,060 |
Proceeds from sale of common stock | 159,865 | 349,504 |
Proceeds from sale of Series C Preferred stock | 120,000 | 70,000 |
Net cash provided by financing activities | 284,151 | 425,564 |
NET INCREASE (DECREASE) IN CASH | (49,786) | 43,312 |
CASH BEGINNING OF PERIOD | 71,377 | 10,161 |
END OF PERIOD | 21,591 | 53,473 |
Non-cash investing and financing activity | ||
Conversion of 119,000 and 104,000 Preferred C shares into 21,482,136 and 5,595,339 shares of common stock, respectively | 109,000 | 93,906 |
15,000,000 and 11,721,62 shares were issued from stock liability, respectively | 75,000 | 307,450 |
CASH PAID DURING THE PERIOD FOR: | ||
Income taxes |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Parenthetical) - shares | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Shares issued from stock liability | 15,000,000 | 1,172,162 |
Common Stock [Member] | ||
Conversion of shares | 21,482,136 | 5,595,339 |
Series C Preferred Stock [Member] | ||
Conversion of shares | 119,900 | 104,000 |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND BASIS OF PRESENTATION | NOTE 1 ORGANIZATION AND BASIS OF PRESENTATION SmartMetric, Inc. (the “Company” or “SmartMetric”) was incorporated in the State of Nevada on December 18, 2002. SmartMetric’s main product is a fingerprint sensor-activated card with a finger sensor onboard the card and a built-in rechargeable battery for portable biometric identification. This card may be referred to as a biometric card or the SmartMetric Biometric Datacard. SmartMetric has completed development of its card along with pre-mass manufacturing cards but has not yet begun to mass manufacture the biometric fingerprint activated cards. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management of the Company, the accompanying unaudited financial statements contain all the adjustments (which are of a normal recurring nature) necessary for a fair presentation. Operating results for the six months ended December 31, 2020 are not necessarily indicative of the results that may be expected for the year ending June 30, 2021. For further information, refer to the financial statements and the footnotes thereto contained in the Company’s Annual Report on Form 10-K for the year ended June 30, 2020, as filed with the Securities and Exchange Commission on October 20, 2020. The consolidated balance sheet as of June 30, 2020, has been derived from the audited financial statements at that date, but does not include all the information and footnotes required by US GAAP for complete financial statements. Going Concern As shown in the accompanying condensed consolidated financial statements the Company has sustained recurring losses of $683,664 for the six months ended December 31, 2020 and has an accumulated deficit of $28,454,728 at December 31, 2020. These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date of this filing. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The COVID-19 has had an impact on SmartMetric’s final card production. While the delays are due to supply line disruption, the Company is confident that these delays will be short-lived based on advice from our manufacturing partners, manufacturing alternatives and alternative supply lines that are being put into place by the Company. Management believes that the Company’s capital requirements will depend on many factors. These factors include product marketing and distribution. The management plans include equity sales and borrowing in order to fund the operations. The Company plans to continue its relationship with Geneva Roth Remark in order to raise capital through means other than private placement stock sales. There are no assurances that the Company will be able to achieve the level of revenues adequate to generate sufficient cash flow from operations to support the Company’s working capital requirements. To the extent that funds generated are insufficient, the Company will have to raise additional working capital. No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to the Company. If adequate working capital is not available, the Company may not continue its operations. On March 5, 2020, the Company entered into an agreement with GHS Investments, LLC whereas the investor agrees to invest up to four million dollar ($4,000,000) over the 36 months immediately subsequent to the effective date of the agreement. As of the date of this filing, the registration is not effective, and is pending review by the Securities and Exchange Commission. In December 2019, an outbreak of a novel strain of coronavirus originated in Wuhan, China (“COVID-19”) and has since spread worldwide, including to the Unites States, posing public health risks that have reached pandemic proportions (the “COVID-19 Pandemic”). The COVID-19 Pandemic poses a threat to the health and economic wellbeing of our employees, customers and vendors. Like most businesses world-wide, the COVID-19 Pandemic has impacted the Company financially; delaying the beginning of production. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, SmartMetric Australia Pty. Ltd. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted 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. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to income taxes and contingencies. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Research and Development Research and development costs are charged to expense as incurred. Our research and development expenses consist primarily of expenditures for electronics design and engineering, software design and engineering, component sourcing, component engineering, manufacturing, product trials, compensation and consulting costs. Recent Accounting Pronouncements The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow. Loss Per Share of Common Stock In accordance with FASB ASC 260, “Earnings Per Share,” the basic loss per share is computed by dividing the loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Basic net loss per share excludes the dilutive effect of stock options or warrants and convertible notes. Diluted net earnings (loss) per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents, consisting of shares that might be issued upon exercise of common stock options and warrants. In periods where losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive. As of December 31, 2020 and 2019, 112,170,182 and 28,153,406 dilutive shares were excluded from the calculation of diluted loss per common share, with all dilutive shares being Common stock warrants at December 31, 2020 and 2019, as their effect would be anti-dilutive. Stock-Based Compensation The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation Equity-Based Payments to Non-Employees Fair value of financial instruments The Company measures fair value in accordance with ASC 820 - Fair Value Measurements. ASC 820 defines fair value and establishes a three-level valuation hierarchy for disclosures of fair value measurements. ASC 820 establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, ASC 820 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by ASC 820 are: Level 1 Level 2 Level 3 As defined by ASC 820, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale, which was further clarified as the price that would be received to sell an asset or paid to transfer a liability (“an exit price”) in an orderly transaction between market participants at the measurement date. The reported fair values for financial instruments that use Level 2 and Level 3 inputs to determine fair value are based on a variety of factors and assumptions. Accordingly, certain fair values may not represent actual values of the Company’s financial instruments that could have been realized as of December 31, 2020 or that will be recognized in the future, and do not include expenses that could be incurred in an actual settlement. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, receivables from related parties, prepaid expenses and other, accounts payable, accrued liabilities, and related party and third-party notes payables approximate fair value due to their relatively short maturities. The Company’s notes payable to related parties approximates the fair value of such instrument based upon management’s best estimate of terms that would be available to the Company for similar financial arrangements at December 31, 2020. Financial assets and liabilities measured at fair value on a recurring basis are summarized below as of December 31, 2020: Level 1 Level 2 Level 3 Total Liabilities Derivative Financial Instruments $ - $ - $ 65,000 $ 65,000 8 As of December 31, 2020, the Company’s stock price was $0.02, risk-free discount rate of 0.10% and volatility of 340.54% The following table provides a summary of the changes in fair value, including net transfers in and/or out, of the derivative financial instruments, measured at fair value on a recurring basis using significant unobservable inputs for the six months ending December 31, 2020: Amount Balance June 30, 2020 $ -0- Discount to mezzanine equity 100,923 Financing costs recorded 49,324 Derivative reclassed to additional paid in capital (197,812 ) Change in fair market value of derivative liabilities 112,565 Balance December 31, 2020 $ 65,000 The following tables provides a summary of the changes in fair value, including net transfers in and/or out, of the derivative financial instruments, measured at fair value on a recurring basis using significant unobservable inputs for the three months ended December 31, 2020: Amount Balance September 30, 2020 $ 42,767 Discount to mezzanine equity 70,923 Financing cost recorded 35,493 Derivative reclassed to additional paid in capital (197,812 ) Change in fair market value of derivative liabilities 113,629 Balance December 31, 2020 $ 65,000 |
Prepaid Expenses
Prepaid Expenses | 6 Months Ended |
Dec. 31, 2020 | |
Prepaid Expenses [Abstract] | |
PREPAID EXPENSES | NOTE 3 PREPAID EXPENSES Prepaid expenses represent the unexpired terms of various consulting agreements as well as advance rental payments. Prepaid expenses at December 31, 2020 were $4,875. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 4 - COMMITMENTS AND CONTINGENCIES Lease Agreement The Company’s main office is in Las Vegas, Nevada. Rent expense under all leases for the six months ended December 31, 2020 and 2019 was $2,433 and $2,303 respectively. The Company maintains only one office. This office is in Las Vegas, NV and is a month-to-month lease. Related Party Transactions The Company’s Chief Executive Officer has made cash advances to the Company with an aggregate amount due of $4,286 and $0 as of December 31, 2020 and June 30, 2020, respectively. These advances bear interest at 7.00% per annum. As of December 31, 2020 and June 30, 2020, the Company has accrued the amounts of $744,115 and $759,948, respectively, as deferred Officer’s salary for the difference between the president’s annual salary and the amounts paid. As a result of these shareholder loans and deferred officer salary, the Company has accrued a balance of $175,664 and $149,481 as interest payable as of December 31, 2020 and June 30, 2020. On September 11, 2017, we received a license to certain patents from Chaya Hendrick, our founder and CEO, related to our technologies until the expiration of the patents. As consideration, we issued Chaya Hendrick, or her assigns, (i) 200,000 shares of Series B Convertible Preferred Stock, (ii) a royalty equal to 5% of gross revenues derived from products sold related to the patents, and (iii) certain minimum required payments beginning at $50,000 and doubling each year thereafter. The Series B Preferred Shares may be converted at the election of holder on a basis for 50 common shares for each preferred share at any time or an aggregate of 10,000,000 common shares in exchange for all 200,000 preferred shares. Our CEO maintains an employment agreement that stipulates a $190,000 annual salary. This agreement is in effect until mutual agreement between its CEO and the Company to terminate. Litigation From time to time we may be a defendant or plaintiff in various legal proceedings arising in the normal course of our business. As of the date of this Quarterly Report, there are no material pending legal or governmental proceedings relating to us or properties to which we are a party, and, to our knowledge, there are no material proceedings to which any of our directors, executive officers or affiliates are a party adverse to us or which have a material interest adverse to us. |
Debt
Debt | 6 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE 5 - DEBT On April 17, 2020, we received funds under the Paycheck Protection Program, a part of the CARES Act. The loan is serviced by Chase Bank, and the application for these funds required us to, in good faith, certify that the current economic uncertainty made the loan necessary to support our ongoing operations. We used the funds for payroll and related costs. The receipt of these funds, and the forgiveness of the loan attendant to these funds, is dependent on our ability to adhere to the forgiveness criteria. The loan bears interest at a rate of 0.98% per annum and matures on April 6, 2022, with the first payment being deferred until April 17, 2021. Under the terms of the PPP, certain amounts may be forgiven if they are used in accordance with the CARES Act. The Company believes that the full amount of the $20,832 Paycheck Protection Program loan will be forgiven and therefore the entire loan is classified as current liability in the accompanying Balance Sheet. On March 5, 2020, the Company issued a $35,000 10% convertible note to the investor in relation to the equity financing agreement (Note 6). The note was due on December 5, 2020 and is convertible at a rate of $0.0175 per share which resulted in a discount from the beneficial conversion feature totaling $5,000. During the year ended June 30, 2020, $2,127 of the debt discount was amortized. For the three month period ended September 31, 2020, $3,804 of the debt discount was amortized. As of December 31, 2020, all $5,000 of the debt discount was fully amortized and the note was at its full amount of $35,000. As of December 31, 2020, the note has not been paid and currently is in default. The default conversion rate is convertible at a variable rate. Accordingly, the Company concluded there is an embedded derivative which was required to be bifurcated and accounted for as a derivative liability. The Company chose to use the Black Scholes model to calculate the derivative liability. The assumptions in the derivative liability calculation included the price of the Company’s common stock of $0.0070 at the valuation date, term of zero, a risk free rate of between $0.0010 and $0.0011 and a volatility rate of between 337% and 341%. |
Stockholders' Deficit
Stockholders' Deficit | 6 Months Ended |
Dec. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' DEFICIT | NOTE 6 STOCKHOLDERS’ DEFICIT Preferred Stock As of December 31, 2020, the Company has 5,000,000 shares of Class B preferred stock, par value $0.001, authorized and 610,000 shares issued and outstanding. On December 11, 2009, the Company filed a Certificate of Designation with the State of Nevada, to designate 500,000 shares of preferred stock as Series B Convertible Preferred Stock (“Series B Convertible Preferred Stock”). Effective November 5, 2014, the number of shares designated as Series B Convertible Preferred Stock was increased to 5,000,000 shares. Each share of Series B Convertible Preferred Stock has a par value of $0.001, and a stated value equal to $5.00 (“Stated Value”). Holders of the Series B Convertible Preferred Stock are entitled to receive dividends or other distributions with the holders of the common stock of the Company on an as converted basis when, as, and if declared by the directors of the Company. Holders of the Series B Convertible Preferred Stock are entitled to convert each share of the Series B Convertible Preferred Stock into fifty (50) shares of common stock. Upon any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, holders of the Series B Convertible Preferred Stock are entitled to receive out of the assets, whether capital or surplus, of the Company an amount equal to the Stated Value, pro rata with the holders of the common stock. The Company issued 200,000 Series B preferred shares upon its inception in 2004. In October 2015, the Company issued 200,000 Series B preferred shares. On September 11, 2017, the Company issued an additional 210,000 shares of Series B preferred shares to its CEO, Chaya Hendrick, in consideration for grant of exclusive rights to the licensed patent. Class A Common Stock During the three month period ending December 31, 2019, the Company increased its total number of shares of authorized capital stock to 600,000,000 shares, par value $0.001 per share. Common Stock As of December 31, 2020, the Company had 416,590,136 shares of common stock issued and outstanding. ● During the three months ended December 31, 2020, the Company sold 16,500,000 shares of common stock for net proceeds of $82,455. With these issuances the company also issued warrants to purchase: (i) 16,500,000 shares at prices ranging from $0.05 to $0.10 per share and (ii) 16,500,000 shares at prices ranging from $0.10 to $0.20 and (iii) 1,500,000 at a price of $0.30. The warrants expire at various times through December 21, 2022. None of the 16,500,000 shares were issued during the quarter ended December 31, 2020, and were recognized as stock payable. ● During the three months ended December 31, 2020, the Company issued 32,034,876 shares for $75,000, of which 15,000,000 were issued from stock payable and 16,034,876 were converted from 78,100 Preferred shares. ● During the three months ended December 31, 2019, the Company sold for cash 40,675,000 shares of common stock and warrants to purchase: (i) 825,000 shares at a price ranging between $0.20 and $0.25 per share for net proceeds of $214,510. The warrants expire at various times through November 1, 2021. None of these shares were issued during the quarter ended December 31, 2019, with all 40,675,000 shares being recorded as stock payable. During the three months ended December 31, 2019, the Company issued 6,100,696 common shares. Of these shares, 3,730,000 were issued from stock payable and 2,370,696 were converted from Preferred shares. Equity Financing Agreement On March 5, 2020, the Company entered into an equity financing agreement with GHS Investments, LLC, a Nevada limited liability company (“Investor”). Pursuant to the agreement, the Company agrees the sell to the investor an indeterminate amount of shares of the Company’s common stock, par value $0.001 per share, up to an aggregate price of four million dollars ($4,000,000). Pursuant to the agreement, the Company is required, to within sixty (60) calendar days upon the date of execution of this agreement, use its best efforts to file with the SEC a registration statement or registration statements (as is necessary) on Form S-1, covering the resale of all of the registrable securities, which registration statement(s) shall state that, in accordance with Rule 416 promulgated under the 1933 Act, such registration statement also covers such indeterminate number of additional shares of Common Stock as may become issuable upon stock splits, stock dividends or similar transactions. Pursuant to this equity financing agreement, the Company filed the Registration S-1 on August 6, 2020. The Registration Statement is not effective as of the date of this filing, and is currently being reviewed by The Securities and Exchange Commission. Following effectiveness of the Registration Statement, the Company shall have the discretion to deliver puts to GHS and GHS will be obligated to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) based on the investment amount specified in each put notice. The maximum amount that the Company shall be entitled to put to GHS in each put notice shall not exceed two hundred percent (200%) of the average daily trading dollar volume of the Company’s Common Stock during the ten (10) trading days preceding the put, so long as such dollar amount does not exceed $500,000. Pursuant to the Equity Financing Agreement, GHS and its affiliates will not be permitted to purchase and the Company may not put shares of the Company’s Common Stock to GHS that would result in GHS’s beneficial ownership, equaling more than 4.99% of the Company’s outstanding Common Stock. The price of each put share shall be equal to eighty percent (80%) of the Market Price (as defined in the Equity Financing Agreement). Puts may be delivered by the Company to GHS until the earlier of thirty-six (36) months after the effectiveness of the Registration Statement. Concurrently with the execution of the equity financing agreement, the company entered into a convertible promissory note, for the principal balance of $35,000. Per the terms of the convertible note agreement, the Company agrees to pay the investor interest at the rate of ten percent (10%) until it became due on December 5, 2020. The holder shall have the right at any time to convert all or any part of the outstanding and unpaid principal and interest at a fixed conversion price of $0.0175. See Note 5. The $35,000 has been recognized as deferred financing costs in current assets on the accompanying Consolidated Balance Sheet, and will be charged against the gross proceeds of each put when received. Although the Company has not as of yet put to GHS, the agreement is in effect for three years, through March, 2023, and as the Company does plan to put to GHS, the Company has determined it is proper for the deferred costs to remain for the length of the agreement. Warrants From time to time the Company granted warrants in connection with private placements of securities, as described herein. As of December 31, 2020, and June 30, 2020, the following is a breakdown of the warrant activity: Range of Exercise Prices Number of Weighted-Average Weighted- Number Weighted- Warrants Outstanding and Exercisable at December 31, 2020: $0.05 - $1.00 112,170,182 1.27 $ 0.28 112,170,182 $ 0.28 Warrants Outstanding and Exercisable at June 30, 2020: $0.05 - $1.00 53,280,406 1.12 $ 0.33 53,280,406 $ 0.33 Warrant Activity: December 31, 2020: Outstanding - June 30, 2020 53,280,406 Issued 66,500,000 Exercised — Expired (7,610,224 ) Outstanding - December 31, 2020 112,170,182 December 31, 2019: Outstanding - June 30, 2019 26,526,234 Issued 7,162,500 Exercised — Expired (5,535,328 ) Outstanding - December 31, 2019 28,153,406 At December 31, 2020, all 108,170,182 warrants are vested and all 112,170,182 warrants expire at various times prior to September 21, 2022. |
Mandatory Redeemable Convertibl
Mandatory Redeemable Convertible Preferred Stock | 6 Months Ended |
Dec. 31, 2020 | |
Mandatory Redeemable Convertible Preferred Stock [Abstract] | |
MANDATORY REDEEMABLE CONVERTIBLE PREFERRED STOCK | NOTE 7 MANDATORY REDEEMABLE CONVERTIBLE PREFERRED STOCK Issuances of Series C Mandatory Redeemable Convertible Preferred Stock On January 10, 2019, the Board of Directors of the Company adopted a resolution pursuant to the Company’s Certificate of Incorporation, as amended, providing for the designations, preferences and relative, participating, optional and other rights, and the qualifications, limitations and restrictions, of the Series C Convertible Preferred Stock. On January 14, 2019, the Company filed a Certificate of Designations for a Series C Convertible Preferred Stock. The authorized number of Series C Convertible Preferred Stock is 1,000,000 shares, par value 0.001. The Series C Preferred Stock will, with respect to dividend rights and rights upon liquidation, winding-up or dissolution, rank: (a) senior with respect to dividends and right of The number of Series C, mandatory redeemable convertible preferred stock shares issued and outstanding were 143,050 and 117,200, respectively, for December 31, 2020 and June 30, 2020. The Holder shall have the right at any time during the period beginning on the date which is six (6) months following the Issuance Date, to convert all or any part of the outstanding Series C Preferred Stock into fully paid and non-assessable shares of Common Stock at the Variable Conversion Price. The “Variable Conversion Price” shall mean 71% multiplied by the Market Price (representing a discount rate of 29%). “Market Price” means the average of the two (2) lowest Trading Prices (as defined here) for the Common Stock during the fifteen (15) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. The Preferred shares are convertible at 71% of the average market price of the Company’s stock based on the lowest two (2) market closes fifteen (15) days prior. Consequently, the shares were converted at different rates. The Company analyzed the conversion feature and determined it was required to be bifurcated and recognized as a derivative liability. Three batches of Preferred shares were subject to derivative liability valuation based on the Black Scholes Merton pricing model. As the fair value of each of the three derivative and the shares issued at inception were in excess of the face amount of the Preferred shares, the Company recorded a discount in the amount of $35,000 to be amortized utilizing the effective interest method of accretion over the term of the note. Balance, June 30, 2020: $ 42,767 Unamortized discount originated from derivative liabilities: (29,585 ) Financing costs recorded: (13,831 ) Derivative liability: 1,064 Preferred stock dividend: (415 ) Balance, December 31, 2020 $ -0- On the date which is eighteen (18) months following the Issuance Date or upon the occurrence of an Event of Default (the “Mandatory Redemption Date”), the Company shall redeem all of the shares of Series C Preferred Stock of the Holder (which have not been previously redeemed or converted). With five (5) days of the Mandatory Redemption Date, the Company shall make payment to each Holder of an amount in cash equal to the total number of shares of Series C Preferred Stock held by such Holder multiplied by the then current Stated Value. All shares of mandatorily redeemable convertible preferred stock have been presented outside of permanent equity in accordance with ASC 480, Classification and Measurement of Redeemable Securities The carrying value of the Series C mandatory redeemable convertible preferred stock at December 31, 2020 and 2019 was $119,083 and $86,564 net of discount, respectively. There were 73,150 Preferred C shares issued for net proceeds of $66,500 and 78,100 Preferred C shares converted to 16,034,876 Common shares for the three months ended December 31, 2020. |
Income Taxes
Income Taxes | 6 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 8 INCOME TAXES The Company provides for income taxes at the end of each interim period based on the estimated effective tax rate for the full fiscal year. Cumulative adjustments to the Company’s estimate are recorded in the interim period in which a change in the estimated annual effective rate is determined. The Company has estimated its effective tax rate to be 0%, based primarily on losses incurred and the uncertainty of realization of the tax benefit of such losses. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 9 SUBSEQUENT EVENTS In accordance with ASC 855-10, the Company has reviewed its operations subsequent to December 31, 2020 to the date these financial statements were issued. Between January 1, 2021 and February 22, 2021, the Company issued 4,808,975 shares of common stock. Of this amount, all 4,808,975 shares were issued from Preferred C shares that were converted. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted 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. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to income taxes and contingencies. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. |
Research and Development | Research and Development Research and development costs are charged to expense as incurred. Our research and development expenses consist primarily of expenditures for electronics design and engineering, software design and engineering, component sourcing, component engineering, manufacturing, product trials, compensation and consulting costs. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow. |
Loss Per Share of Common Stock | Loss Per Share of Common Stock In accordance with FASB ASC 260, “Earnings Per Share,” the basic loss per share is computed by dividing the loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Basic net loss per share excludes the dilutive effect of stock options or warrants and convertible notes. Diluted net earnings (loss) per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents, consisting of shares that might be issued upon exercise of common stock options and warrants. In periods where losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive. As of December 31, 2020 and 2019, 112,170,182 and 28,153,406 dilutive shares were excluded from the calculation of diluted loss per common share, with all dilutive shares being Common stock warrants at December 31, 2020 and 2019, as their effect would be anti-dilutive. |
Stock-Based Compensation | Stock-Based Compensation The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation Equity-Based Payments to Non-Employees |
Fair value of financial instruments | Fair value of financial instruments The Company measures fair value in accordance with ASC 820 - Fair Value Measurements. ASC 820 defines fair value and establishes a three-level valuation hierarchy for disclosures of fair value measurements. ASC 820 establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, ASC 820 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by ASC 820 are: Level 1 Level 2 Level 3 As defined by ASC 820, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale, which was further clarified as the price that would be received to sell an asset or paid to transfer a liability (“an exit price”) in an orderly transaction between market participants at the measurement date. The reported fair values for financial instruments that use Level 2 and Level 3 inputs to determine fair value are based on a variety of factors and assumptions. Accordingly, certain fair values may not represent actual values of the Company’s financial instruments that could have been realized as of December 31, 2020 or that will be recognized in the future, and do not include expenses that could be incurred in an actual settlement. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, receivables from related parties, prepaid expenses and other, accounts payable, accrued liabilities, and related party and third-party notes payables approximate fair value due to their relatively short maturities. The Company’s notes payable to related parties approximates the fair value of such instrument based upon management’s best estimate of terms that would be available to the Company for similar financial arrangements at December 31, 2020. Financial assets and liabilities measured at fair value on a recurring basis are summarized below as of December 31, 2020: Level 1 Level 2 Level 3 Total Liabilities Derivative Financial Instruments $ - $ - $ 65,000 $ 65,000 8 As of December 31, 2020, the Company’s stock price was $0.02, risk-free discount rate of 0.10% and volatility of 340.54% The following table provides a summary of the changes in fair value, including net transfers in and/or out, of the derivative financial instruments, measured at fair value on a recurring basis using significant unobservable inputs for the six months ending December 31, 2020: Amount Balance June 30, 2020 $ -0- Discount to mezzanine equity 100,923 Financing costs recorded 49,324 Derivative reclassed to additional paid in capital (197,812 ) Change in fair market value of derivative liabilities 112,565 Balance December 31, 2020 $ 65,000 The following tables provides a summary of the changes in fair value, including net transfers in and/or out, of the derivative financial instruments, measured at fair value on a recurring basis using significant unobservable inputs for the three months ended December 31, 2020: Amount Balance September 30, 2020 $ 42,767 Discount to mezzanine equity 70,923 Financing cost recorded 35,493 Derivative reclassed to additional paid in capital (197,812 ) Change in fair market value of derivative liabilities 113,629 Balance December 31, 2020 $ 65,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of financial assets and liabilities measured at fair value on a recurring basis | Financial assets and liabilities measured at fair value on a recurring basis are summarized below as of December 31, 2020: Level 1 Level 2 Level 3 Total Liabilities Derivative Financial Instruments $ - $ - $ 65,000 $ 65,000 |
Schedule of derivative financial instruments, measured at fair value on a recurring basis | The following table provides a summary of the changes in fair value, including net transfers in and/or out, of the derivative financial instruments, measured at fair value on a recurring basis using significant unobservable inputs for the six months ending December 31, 2020: Amount Balance June 30, 2020 $ -0- Discount to mezzanine equity 100,923 Financing costs recorded 49,324 Derivative reclassed to additional paid in capital (197,812 ) Change in fair market value of derivative liabilities 112,565 Balance December 31, 2020 $ 65,000 The following tables provides a summary of the changes in fair value, including net transfers in and/or out, of the derivative financial instruments, measured at fair value on a recurring basis using significant unobservable inputs for the three months ended December 31, 2020: Amount Balance September 30, 2020 $ 42,767 Discount to mezzanine equity 70,923 Financing cost recorded 35,493 Derivative reclassed to additional paid in capital (197,812 ) Change in fair market value of derivative liabilities 113,629 Balance December 31, 2020 $ 65,000 |
Stockholders' Deficit (Tables)
Stockholders' Deficit (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
Schedule of share based compensation warrant activity | As of December 31, 2020, and June 30, 2020, the following is a breakdown of the warrant activity: Range of Exercise Prices Number of Weighted-Average Weighted- Number Weighted- Warrants Outstanding and Exercisable at December 31, 2020: $0.05 - $1.00 112,170,182 1.27 $ 0.28 112,170,182 $ 0.28 Warrants Outstanding and Exercisable at June 30, 2020: $0.05 - $1.00 53,280,406 1.12 $ 0.33 53,280,406 $ 0.33 |
Schedule of warrant activity | Warrant Activity: December 31, 2020: Outstanding - June 30, 2020 53,280,406 Issued 66,500,000 Exercised — Expired (7,610,224 ) Outstanding - December 31, 2020 112,170,182 December 31, 2019: Outstanding - June 30, 2019 26,526,234 Issued 7,162,500 Exercised — Expired (5,535,328 ) Outstanding - December 31, 2019 28,153,406 |
Mandatory Redeemable Converti_2
Mandatory Redeemable Convertible Preferred Stock (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Mandatory Redeemable Convertible Preferred Stock [Abstract] | |
Schedule of derivative financial instruments, measured at fair value on a recurring basis | Balance, June 30, 2020: $ 42,767 Unamortized discount originated from derivative liabilities: (29,585 ) Financing costs recorded: (13,831 ) Derivative liability: 1,064 Preferred stock dividend: (415 ) Balance, December 31, 2020 $ -0- |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details Narrative) - USD ($) | Mar. 05, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 |
Organization and Basis of Presentation (Details) [Line Items] | ||||||
Recurring losses | $ (457,728) | $ (240,876) | $ (683,664) | $ (467,898) | ||
Accumulated deficit | $ (28,454,728) | $ (28,454,728) | $ (27,771,064) | |||
GHS Investments LLC [Member] | ||||||
Organization and Basis of Presentation (Details) [Line Items] | ||||||
Investor agrees to invest amount | $ (4,000,000) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) | Dec. 31, 2020USD ($) |
Liabilities | |
Derivative Financial Instruments | $ 65,000 |
Fair Value, Inputs, Level 1 [Member] | |
Liabilities | |
Derivative Financial Instruments | |
Fair Value, Inputs, Level 2 [Member] | |
Liabilities | |
Derivative Financial Instruments | |
Fair Value, Inputs, Level 3 [Member] | |
Liabilities | |
Derivative Financial Instruments | $ 65,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details 1) - USD ($) | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Balance at beginning | $ 42,767 | $ 0 |
Discount to mezzanine equity | 70,923 | 100,923 |
Financing costs recorded | 35,493 | 49,324 |
Derivative reclassed to additional paid in capital | (197,812) | (197,812) |
Change in fair market value of derivative liabilities | 113,629 | 112,565 |
Balance at end | $ 65,000 | $ 65,000 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details Narrative) - $ / shares | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Stock price | $ 0.02 | |
Risk-free discount rate | 0.10% | |
Volatility | 340.54% | |
Dilutive shares were excluded from diluted loss per common share | 112,170,182 | 28,153,406 |
Prepaid Expenses (Details Narra
Prepaid Expenses (Details Narrative) | Dec. 31, 2020USD ($) |
Prepaid Expenses [Abstract] | |
Prepaid expenses | $ 4,875 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | Sep. 11, 2017 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 |
Commitments and Contingencies (Details) [Line Items] | ||||
Rent expense | $ 2,433 | $ 2,303 | ||
Accrued the amounts | 744,115 | $ 759,948 | ||
Accrued balance of interest payable | 175,664 | 149,481 | ||
Annual salary | 190,000 | |||
Chief Executive Officer [Member] | ||||
Commitments and Contingencies (Details) [Line Items] | ||||
Aggregate amount due | $ 4,286 | $ 0 | ||
Interest rate | 7.00% | |||
Related party transactions, description | (i) 200,000 shares of Series B Convertible Preferred Stock, (ii) a royalty equal to 5% of gross revenues derived from products sold related to the patents, and (iii) certain minimum required payments beginning at $50,000 and doubling each year thereafter. The Series B Preferred Shares may be converted at the election of holder on a basis for 50 common shares for each preferred share at any time or an aggregate of 10,000,000 common shares in exchange for all 200,000 preferred shares. |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) | Mar. 05, 2020 | Apr. 17, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 |
Debt (Details) [Line Items] | |||||
Loan bears interest, percentage | 0.98% | ||||
Maturity date | Apr. 6, 2022 | ||||
Loan amount | $ 20,832 | ||||
Convertible note | $ 35,000 | $ 35,000 | $ 32,127 | ||
Convertible note, percentage | 10.00% | ||||
Beneficial conversion feature | $ 5,000 | ||||
Amortization of debt discount | 2,873 | $ 2,127 | |||
Amortization of debt discount | 3,804 | ||||
Unamortized discount net | $ 35,000 | ||||
Exercise price | $ 0.0070 | ||||
Risk free rate | 0.10% | ||||
Volatility rate | 340.54% | ||||
Minimum [Member] | |||||
Debt (Details) [Line Items] | |||||
Conversion price per share (in Dollars per share) | $ .0047 | ||||
Risk free rate | 0.10% | ||||
Volatility rate | 337.00% | ||||
Maximum [Member] | |||||
Debt (Details) [Line Items] | |||||
Conversion price per share (in Dollars per share) | $ 0.0070 | ||||
Risk free rate | 0.11% | ||||
Volatility rate | 341.00% | ||||
Convertible Promissory Note [Member] | |||||
Debt (Details) [Line Items] | |||||
Conversion price per share (in Dollars per share) | $ 0.0175 |
Stockholders' Deficit (Details)
Stockholders' Deficit (Details) - $ / shares | 6 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | |
Schedule of share based compensation warrant activity [Abstract] | |||
Exercise Price Range, Lower Range Limit | $ 0.05 | $ 0.05 | |
Exercise Price Range, Upper Range Limit | $ 1 | $ 1 | |
Number of Warrants Outstanding (in Shares) | 112,170,182 | 53,280,406 | |
Weighted-Average Contractual Life Remaining in Years | 1 year 3 months 8 days | 1 year 1 month 13 days | |
Weighted- Average Exercise Price | $ 0.28 | $ 0.33 | |
Number Exercisable (in Shares) | 112,170,182 | 53,280,406 | |
Weighted- Average Exercise Price | $ 0.28 | $ 0.33 |
Stockholders' Deficit (Details
Stockholders' Deficit (Details 1) - shares | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of warrant activity [Abstract] | ||
Outstanding - beginning of year | 53,280,406 | 26,526,234 |
Issued | 66,500,000 | 7,162,500 |
Exercised | ||
Expired | (7,610,224) | (5,535,328) |
Outstanding - end of year | 112,170,182 | 28,153,406 |
Stockholders' Deficit (Detail_2
Stockholders' Deficit (Details Narrative) - USD ($) | Mar. 05, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Sep. 11, 2017 | Oct. 31, 2015 | Nov. 05, 2014 | Dec. 11, 2009 |
Stockholders' Deficit (Details) [Line Items] | ||||||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 610,000 | |||||||
Preferred stock, shares issued | 610,000 | 610,000 | 610,000 | 200,000 | ||||||
Preferred stock, share outstanding | 610,000 | 610,000 | 610,000 | |||||||
Preferred stock shares increased | 0.001 | 0.001 | ||||||||
Shares issued | 200,000 | |||||||||
Capital stock, authorized | 600,000,000 | 600,000,000 | ||||||||
Common stock, issued | 416,590,136 | 416,590,136 | 379,523,000 | |||||||
Common stock, outstanding | 416,590,136 | 416,590,136 | 379,523,000 | |||||||
Number of common stock sold | 16,500,000 | 40,675,000 | ||||||||
Proceeds from sale of common stock | $ 82,455 | $ 159,865 | $ 349,504 | |||||||
Number of common stock issued | 32,034,876 | 6,100,696 | ||||||||
Value of common stock issued | $ 75,000 | |||||||||
Stock issued for stock payable | 15,000,000 | 3,730,000 | ||||||||
Number of stock converted | 16,034,876 | |||||||||
Warrants to purchase shares, description | (i) 16,500,000 shares at prices ranging from $0.05 to $0.10 per share and (ii) 16,500,000 shares at prices ranging from $0.10 to $0.20 and (iii) 1,500,000 at a price of $0.30. The warrants expire at various times through December 21, 2022. None of the 16,500,000 shares were issued during the quarter ended December 31, 2020, and were recognized as stock payable. | i) 825,000 shares at a price ranging between $0.20 and $0.25 per share for net proceeds of $214,510. The warrants expire at various times through November 1, 2021. None of these shares were issued during the quarter ended December 31, 2019, with all 40,675,000 shares being recorded as stock payable. | ||||||||
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Registration Statement, description | the Company shall have the discretion to deliver puts to GHS and GHS will be obligated to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) based on the investment amount specified in each put notice. The maximum amount that the Company shall be entitled to put to GHS in each put notice shall not exceed two hundred percent (200%) of the average daily trading dollar volume of the Company’s Common Stock during the ten (10) trading days preceding the put, so long as such dollar amount does not exceed $500,000. Pursuant to the Equity Financing Agreement, GHS and its affiliates will not be permitted to purchase and the Company may not put shares of the Company’s Common Stock to GHS that would result in GHS’s beneficial ownership, equaling more than 4.99% of the Company’s outstanding Common Stock. The price of each put share shall be equal to eighty percent (80%) of the Market Price (as defined in the Equity Financing Agreement). Puts may be delivered by the Company to GHS until the earlier of thirty-six (36) months after the effectiveness of the Registration Statement. | |||||||||
Class of warrants expire | 112,170,182 | |||||||||
Warrants are vested | 108,170,182 | 108,170,182 | ||||||||
Convertible Promissory Note [Member] | ||||||||||
Stockholders' Deficit (Details) [Line Items] | ||||||||||
Principal balance (in Dollars) | $ 35,000 | |||||||||
Interest rate, percentage | 10.00% | |||||||||
Fixed conversion price (in Dollars per share) | $ 0.0175 | |||||||||
Deferred financing costs (in Dollars) | $ 35,000 | |||||||||
Series B Preferred Stock [Member] | ||||||||||
Stockholders' Deficit (Details) [Line Items] | ||||||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||||||||
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 | ||||||||
Preferred stock, shares issued | 610,000 | 610,000 | 210,000 | |||||||
Preferred stock, share outstanding | 610,000 | 610,000 | ||||||||
Preferred stock shares | 500,000 | |||||||||
Preferred stock shares increased | 5,000,000 | |||||||||
Stock issued | 78,100 | 2,370,696 | ||||||||
SeriesBConvertiblePreferredStockMember | ||||||||||
Stockholders' Deficit (Details) [Line Items] | ||||||||||
Preferred stock, stated value per share (in Dollars per share) | $ 5 | $ 5 |
Mandatory Redeemable Converti_3
Mandatory Redeemable Convertible Preferred Stock (Details) | 3 Months Ended |
Jun. 30, 2020USD ($) | |
Schedule of derivative financial instruments, measured at fair value on a recurring basis [Abstract] | |
Balance at Beginning | $ 42,767 |
Unamortized discount originated from derivative liabilities: | (29,585) |
Financing costs recorded: | (13,831) |
Derivative liability: | 1,064 |
Preferred stock dividend: | (415) |
Balance at ending | $ 0 |
Mandatory Redeemable Converti_4
Mandatory Redeemable Convertible Preferred Stock (Details Narrative) - USD ($) | Jan. 14, 2019 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Oct. 31, 2015 |
Mandatory Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||
Preferred stock, authorized (in Shares) | 5,000,000 | 610,000 | |||
Preferred stock shares issued (in Shares) | 610,000 | 610,000 | 200,000 | ||
Preferred stock shares outstanding (in Shares) | 610,000 | 610,000 | |||
Preferred shares convertible average market price rate | 71.00% | ||||
Amortized utilizing effective interest discount amount (in Dollars) | $ 35,000 | ||||
Series C Convertible Preferred Stock [Member] | |||||
Mandatory Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||
Preferred stock, authorized (in Shares) | 1,000,000 | ||||
Preferred stock, par value (in Dollars per share) | $ 0.001 | ||||
Series C Mandatory Redeemable Convertible Preferred StocksMember | |||||
Mandatory Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||
Preferred stock, authorized (in Shares) | 1,000,000 | 1,000,000 | |||
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 | |||
Dividend percent | 10.00% | ||||
Preferred stock shares issued (in Shares) | 143,050 | 117,200 | |||
Preferred stock shares outstanding (in Shares) | 143,050 | 117,200 | |||
Description of conversion of stock | The Holder shall have the right at any time during the period beginning on the date which is six (6) months following the Issuance Date, to convert all or any part of the outstanding Series C Preferred Stock into fully paid and non-assessable shares of Common Stock at the Variable Conversion Price. The “Variable Conversion Price” shall mean 71% multiplied by the Market Price (representing a discount rate of 29%). “Market Price” means the average of the two (2) lowest Trading Prices (as defined here) for the Common Stock during the fifteen (15) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. | ||||
Fair value of convertible preferred stock (in Dollars) | $ 119,083 | $ 86,564 | |||
Preferred shares, description | There were 73,150 Preferred C shares issued for net proceeds of $66,500 and 78,100 Preferred C shares converted to 16,034,876 Common shares for the three months ended December 31, 2020. | ||||
Series C Mandatory Redeemable Convertible Preferred StocksMember | Minimum [Member] | |||||
Mandatory Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||
Dividend percent | 105.00% | ||||
Series C Mandatory Redeemable Convertible Preferred StocksMember | Maximum [Member] | |||||
Mandatory Redeemable Convertible Preferred Stock (Details) [Line Items] | |||||
Dividend percent | 130.00% |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | 6 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Effective income tax rate reconciliation, percentage | 0.00% |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - shares | 2 Months Ended | 3 Months Ended | 6 Months Ended | ||
Feb. 22, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Subsequent Events (Details) [Line Items] | |||||
Number of common stock issued | 32,034,876 | 6,100,696 | |||
Number of shares converted | 16,034,876 | ||||
Series C Preferred Stock [Member] | |||||
Subsequent Events (Details) [Line Items] | |||||
Number of shares converted | 119,900 | 104,000 | |||
Subsequent Event [Member] | |||||
Subsequent Events (Details) [Line Items] | |||||
Number of common stock issued | 4,808,975 | ||||
Subsequent Event [Member] | Series C Preferred Stock [Member] | |||||
Subsequent Events (Details) [Line Items] | |||||
Number of shares converted | 4,808,975 |