Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Sep. 17, 2014 | Dec. 31, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'QUANTUM MATERIALS CORP. | ' | ' |
Entity Central Index Key | '0001403570 | ' | ' |
Trading Symbol | 'qtmm | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--06-30 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 30-Jun-14 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Public Float | ' | ' | $80,500,000 |
Entity Common Stock, Shares Outstanding | ' | 257,459,909 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Current | ' | ' |
Cash | $185,811 | $172,431 |
Total current assets | 185,811 | 172,431 |
Furniture and equipment, net of deprecation of $20,659 and $13,071 | 295,926 | ' |
Licenses | 52,250 | 55,000 |
Total other assets | 348,176 | 55,000 |
Total assets | 533,987 | 227,431 |
Current liabilities | ' | ' |
Accounts payable | 59,278 | 287,583 |
Accrued expenses | 122,500 | 72,500 |
Accrued liabilities - related party | 784,164 | 1,513,978 |
Deferred revenue | 899 | 899 |
Fair value of derivative liabilities | 1,871,337 | 787,000 |
Convertible debenture, net of discount , current portion | 500,000 | ' |
Total current liabilities | 3,338,178 | 2,661,960 |
Convertible debenture, net of discount | ' | 1,500,000 |
Convertible note, net of discount | 324,317 | ' |
Total long term liabilities | 324,317 | 1,500,000 |
Total liabilities | 3,662,495 | 4,161,960 |
Stockholders' deficit | ' | ' |
Common stock, $0.001 par value, 400,000,000 shares authorized, Issued and outstanding 256,582,767 and 182,988,347, respectively | 256,583 | 182,988 |
Additional paid-in capital | 18,290,201 | 12,255,288 |
Deficit accumulated during the development stage | -21,675,292 | -16,372,805 |
Total stockholders' deficit | -3,128,508 | -3,934,529 |
Total liabilities and stockholders' deficit | $533,987 | $227,431 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Statement Of Financial Position [Abstract] | ' | ' |
Accumulated depreciation of Furniture and equipment | $20,659 | $13,071 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares, issued (in shares) | 256,582,767 | 182,988,347 |
Common stock, shares, outstanding (in shares) | 256,582,767 | 182,988,347 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | 73 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | |
Operating expenses: | ' | ' | ' |
General and administrative | $3,698,331 | $4,122,016 | $16,410,347 |
Depreciation and amortization | 10,338 | ' | 10,338 |
Research and development | 114,980 | 91,803 | 990,325 |
Total operating expenses | 3,823,649 | 4,213,819 | 17,411,010 |
Loss from operations | -3,823,649 | -4,213,819 | -17,411,010 |
Other expenses (income): | ' | ' | ' |
Amortization of convertible debenture discount | ' | ' | 1,468,837 |
Amortization of deferred finance cost | ' | ' | 315,000 |
Change in fair value of derivative liabilities | 1,084,337 | 441,000 | 1,375,425 |
Beneficial conversion feature on convertible note | 115,603 | ' | 115,603 |
Loss on settlement of salaries | ' | ' | -652,505 |
Interest income | -405 | ' | -405 |
Interest expense | 165,350 | 151,707 | 931,135 |
Financing cost | 113,953 | 99,252 | 711,192 |
Total other expenses (income) | 1,478,838 | 691,959 | 4,264,282 |
Net loss | ($5,302,487) | ($4,905,778) | ($21,675,292) |
Basic and diluted loss per common share | ($0.03) | ($0.03) | ' |
Weighted average number of common shares outstanding | 205,052,055 | 145,520,782 | ' |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders Equity (Deficit) (USD $) | Total | Common Stock | Additional paid in capital | Deficit accumulated during the development stage |
Balance at Jun. 30, 2012 | ($3,018,496) | $124,114 | $8,324,417 | ($11,467,027) |
Balance (in shares) at Jun. 30, 2012 | ' | 124,113,887 | ' | ' |
Common stock issued for cash | 632,237 | 22,388 | 609,849 | ' |
Common stock issued for cash (in shares) | ' | 22,388,375 | ' | ' |
Stock warrants attached to common, proceeds allocated | 65,361 | ' | 65,361 | ' |
Common stock issued for debenture interest payable | 151,707 | 2,176 | 149,531 | ' |
Common stock issued for debenture interest payable (in shares) | ' | 2,176,247 | ' | ' |
Common stock issued in exchange for accrued salaries | 538,540 | 14,541 | 523,999 | ' |
Common stock issued in exchange for accrued salaries (in shares) | ' | 14,540,589 | ' | ' |
Common stock issued in exchange for accounts payable | 7,810 | 137 | 7,673 | ' |
Common stock issued in exchange for accounts payable (in shares) | ' | 137,400 | ' | ' |
Fair market value of shares issued in excess of liabilities | 263,687 | ' | 263,687 | ' |
Common stock issued for employment agreement | 1,050,000 | 15,000 | 1,035,000 | ' |
Common stock issued for employment agreement (in shares) | ' | 15,000,000 | ' | ' |
Common stock issued for services | 269,288 | 4,632 | 264,656 | ' |
Common stock issued for services (in shares) | ' | 4,631,849 | ' | ' |
Stock options issued for services | 471,023 | ' | 471,023 | ' |
Stock options issued with employment contracts | 440,840 | ' | 440,840 | ' |
Stock options issued for extension of debenture terms | 99,252 | ' | 99,252 | ' |
Net loss | -4,905,778 | ' | ' | -4,905,778 |
Balance at Jun. 30, 2013 | -3,934,529 | 182,988 | 12,255,288 | -16,372,805 |
Balance (in shares) at Jun. 30, 2013 | ' | 182,988,347 | ' | ' |
Common stock issued for cash | 830,333 | 21,645 | 808,688 | ' |
Common stock issued for cash (in shares) | ' | 21,645,055 | ' | ' |
Common stock issued for warrants exercised | 43,200 | 880 | 42,320 | ' |
Common stock issued for warrants exercised (in shares) | ' | 880,000 | ' | ' |
Common stock issued for debenture interest payable | 163,530 | 3,297 | 160,233 | ' |
Common stock issued for debenture interest payable (in shares) | ' | 3,297,377 | ' | ' |
Common stock issued in exchange for accrued salaries | 767,085 | 13,242 | 753,843 | ' |
Common stock issued in exchange for accrued salaries (in shares) | ' | 13,241,667 | ' | ' |
Common stock issued for services | 902,300 | 16,500 | 885,800 | ' |
Common stock issued for services (in shares) | ' | 16,500,000 | ' | ' |
Common stock issued for note payable conversion | 201,820 | 3,364 | 198,456 | ' |
Common stock issued for note payable conversion (in shares) | ' | 3,363,654 | ' | ' |
Common stock issued for debenture conversion | 1,000,000 | 16,667 | 983,333 | ' |
Common stock issued for debenture conversion (in shares) | ' | 16,666,667 | ' | ' |
Cancellation of Shares | ' | -2,000 | 2,000 | ' |
Cancellation of Shares (in shares) | ' | -2,000,000 | ' | ' |
Beneficial conversion feature of debenture | 115,603 | ' | 115,603 | ' |
Allocated value of warrants related to debenture | 95,603 | ' | 95,603 | ' |
Stock options issued with note payable | 64,929 | ' | 64,929 | ' |
Stock options issued for services | 9,204 | ' | 9,204 | ' |
Stock options issued in exchange for accrued salaries | 747,843 | ' | 747,843 | ' |
Employee stock options issued as compensation | 1,116,260 | ' | 1,116,260 | ' |
Stock options issued for extension of debenture terms | 19,900 | ' | 19,900 | ' |
Forgiveness of debt by related party | 30,898 | ' | 30,898 | ' |
Net loss | -5,302,487 | ' | ' | -5,302,487 |
Balance at Jun. 30, 2014 | ($3,128,508) | $256,583 | $18,290,201 | ($21,675,292) |
Balance (in shares) at Jun. 30, 2014 | ' | 256,582,767 | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | 73 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' | ' |
Net loss | ($5,302,487) | ($4,905,778) | ($21,675,292) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' |
Depreciation and amortization | 10,338 | 1,160 | 25,877 |
Stock issued for services | 902,300 | 1,582,975 | 9,962,861 |
Options issued for services | 1,252,828 | 911,863 | 2,164,691 |
Stock issued for debenture interest | 194,454 | 151,707 | 950,239 |
Options issued with debt | 64,929 | 99,252 | 682,432 |
Beneficial conversion feature | 115,603 | ' | 115,603 |
Amortization of convertible debenture discount | 19,920 | ' | 992,845 |
Change in fair value of embedded derivative | 1,084,337 | 441,000 | 1,871,337 |
Net change in assets and liabilities: | ' | ' | ' |
Accounts payable | -28,305 | 143,820 | 59,278 |
Accrued expenses | 50,000 | ' | 122,500 |
Accrued liabilities - related party | 679,444 | 1,033,573 | 784,164 |
Deferred revenue | ' | ' | 899 |
Cash flows used by operating activities | -956,639 | -540,428 | -3,942,566 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' | ' |
Purchase of license and intangibles | ' | ' | -55,000 |
Proceeds from disposal of assets | ' | ' | 5,343 |
Purchase of furniture & equipment | -303,514 | ' | -324,397 |
Cash flows provided by investing activities | -303,514 | ' | -374,054 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' | ' |
Proceeds from issuance of common stock | 873,533 | 697,598 | 2,602,431 |
Proceeds from related party advances | ' | ' | ' |
Proceeds from convertible debenture issued | 400,000 | ' | 1,900,000 |
Cash flows provided by financing activities | 1,273,533 | 697,598 | 4,502,431 |
NET INCREASE (DECREASE) IN CASH | 13,380 | 157,170 | 185,811 |
Cash, beginning of the period | 172,431 | 15,261 | ' |
Cash, end of the period | 185,811 | 172,431 | 185,811 |
Supplemental disclosure with respect to cash flows: | ' | ' | ' |
Cash paid for income taxes | ' | ' | ' |
Cash paid for interest | ' | ' | ' |
Non cash transactions | ' | ' | ' |
Issuance of common stock in connection with recapitalization | ' | ' | 2,202 |
Cumulative effect of change in accounting principle on convertible notes | ' | ' | -49,541 |
Write down of accounts payable | ' | ' | ' |
Accrued salaries forgiven by related party | 30,898 | ' | 30,898 |
Options issued for accrued salaries | 611,275 | 538,540 | 1,149,815 |
Warrants issued with debt, allocated deferred financing costs | 95,603 | ' | 95,603 |
Stock issued in exchange for: | ' | ' | ' |
Accrued salaries | 767,085 | 538,540 | 767,085 |
Accounts payable | 200,000 | 7,810 | 207,810 |
Conversion of debenture | $1,000,000 | ' | $1,000,000 |
Basis_of_Presentation
Basis of Presentation | 12 Months Ended |
Jun. 30, 2014 | |
Basis of Presentation [Abstract] | ' |
Basis of Presentation | ' |
Note 1. Basis of Presentation | |
The consolidated balance sheets and the consolidated statements of operations, stockholders’ equity (deficit), and cash flows for the years ended June 30, 2014 and 2013 and the period from May 19, 2008 (inception) through June 30, 2014 of Quantum Materials Corp ("Quantum Materials" or the "Company") have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"). | |
Since November 4, 2008, the Company has changed its business plans and is no longer intending to pursue the mining of mineral rights located in Nevada. The Company intends to pursue the business plans of its subsidiary, Solterra Renewable Technologies, Inc. (“Solterra”). The following is a brief business overview of Solterra. | |
Solterra is a start-up solar technology and quantum dot manufacturing firm which was founded by Stephen Squires. Mr. Squires perceives an opportunity to acquire a significant amount of both quantum dot and solar photovoltaic market share by commercializing a low cost quantum dot processing technology and a low cost quantum dot based third generation photovoltaic technology/solar cell, pursuant to an exclusive license agreement with William Marsh Rice University (“Rice University” or “Rice”). Our objective is to become the first bulk manufacture of high quality tetrapod quantum dots and the first solar cell manufacturer to be able to offer a solar electricity solution that competes on a non-subsidized basis with the price of retail electricity in key markets in North America, Europe, the Middle East and Asia. |
Nature_and_Continuance_of_Oper
Nature and Continuance of Operations | 12 Months Ended |
Jun. 30, 2014 | |
Nature and Continuance of Operations [Abstract] | ' |
Nature and Continuance of Operations | ' |
Note 2. Nature and Continuance of Operations | |
In November 2008, the Company acquired Solterra, through an Agreement and Plan of Merger and Reorganization (the “Merger”) by and among Solterra, the Shareholders of Solterra and Quantum Materials Corp and Gregory Chapman as “Indemnitor” which resulted in Solterra becoming a wholly-owned subsidiary of Quantum Materials Corp. Pursuant to the Merger, Mr. Chapman cancelled 40,000,000 shares of Common Stock of Quantum Materials Corp owned by him and issued a general release in favor of Quantum Materials Corp terminating its obligations to repay Mr. Chapman approximately $34,000 in principal owed to him. In accordance with the Merger, Quantum Materials Corp issued 41,250,000 shares of its Common Stock to the former stockholders of Solterra. Certain existing stockholders of Quantum Materials Corp in consideration of Solterra and its shareholders completing the transaction, issued to Quantum Materials Corp a Promissory Note in the amount of $3,500,000 due and payable on or before January 15, 2009, through the payment of cash or, with the consent of Quantum Materials Corp, the cancellation of up to 12,000,000 issued and outstanding shares of Quantum Materials Corp owned by them. The Company has recorded the note receivable in equity as a subscription receivable which is offset by additional paid in capital, thus this entry has a zero net effect in the financial statements. As of June 30, 2014, the $3,500,000 Promissory Note has not been collected. Management believes that it is unlikely to collect monies due under this Note. | |
Quantum Materials Corp. ceased the mining business that we had previously conducted, we closed our offices in Canada, and we moved our offices to the offices of Solterra in Arizona, and thereafter to San Marcos, Texas. | |
These consolidated financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying value and classification of assets and liabilities should the Company be unable to continue as a going concern. At June 30, 2014, the Company had not yet achieved profitable operations, has accumulated losses of $21,675,292 since its inception, has a working capital deficit of $3,152,367, and expects to incur further losses in the development of its business, all of which raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. The Company requires immediate and substantial additional financing estimated at $3,000,000 during Q1 of fiscal 2015 to maintain and expand its development stage operations. The Company is exploring all financing options at this time, including, without limitation, the sale of equity, debt borrowing and/or the receipt of product licensing fees and royalties. We can provide no assurances that such financing will be obtained on terms satisfactory to the Company, if at all. Further, we can provide no assurances that one or more mutually acceptable licensing agreement(s) will be entered into on terms satisfactory to us, if at all. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||
Jun. 30, 2014 | ||||
Summary of Significant Accounting Policies [Abstract] | ' | |||
Summary of Significant Accounting Policies | ' | |||
Note 3. Summary of Significant Accounting Policies | ||||
Cash and cash equivalents | ||||
Cash and cash equivalents include cash and all highly liquid financial instruments with original purchased maturities of three months or less. At various times during the year, the Company maintained cash balances in excess of FDIC insurable limits. Management feels this risk is mitigated due to the longstanding reputation of these banks. | ||||
Fair value of financial instruments | ||||
The Company's financial instruments consist of cash and cash equivalents and debt. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these consolidated financial statements. | ||||
Use of estimates | ||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||
Deferred Finance Costs | ||||
Deferred finance costs which arose from the Company’s convertible debenture financing are amortized using the effective interest method over the three year term of the debentures. | ||||
Equipment | ||||
Office furniture, office equipment and microreactor equipment are stated at cost less accumulated depreciation. Major renewals and improvements are capitalized: minor replacements, maintenance and repairs are charged to current operations. Depreciation is computed by applying the straight-line method over the estimated useful lives which are generally three to ten years. | ||||
Method | Period | |||
Office furniture | Straight line | 7 years | ||
Office equipment | Straight line | 3 years | ||
Microreactor equipment | Straight line | 10 years | ||
Long-lived assets | ||||
We review our long-lived assets, which include intangible assets subject to amortization, for recoverability whenever events or changes in circumstances indicate that the carrying amount of such long-lived asset or group of long-lived assets (collectively referred to as “the asset”) may not be recoverable. Such circumstances include, but are not limited to: | ||||
· a significant decrease in the market price of the asset: | ||||
· a significant change in the extent or manner in which the asset is being used: | ||||
· a significant change in the business climate that could affect the value of the asset: | ||||
· a current period loss combined with projection of continuing loss associated with use of the asset: and | ||||
· a current expectation that, more likely than not, the asset will be sold or otherwise disposed of before the end of its previously estimated useful life. | ||||
Beneficial conversion | ||||
Equity instruments that contain a beneficial conversion feature are recorded as a deemed dividend to the holders of the convertible notes. The deemed dividend associated with the beneficial conversion is calculated as the difference between the fair value of the underlying common stock less the proceeds that have been received for the equity instrument limited to the value received. The beneficial conversion amount is recorded as a deemed dividend or interest expense and an increase to additional paid-in-capital. The beneficial conversion has been fully accreted to the face value of the original loan and interest expense has been recognized. | ||||
Derivative Instruments | ||||
The Company enters into financing arrangements that consist of freestanding derivative instruments or are hybrid instruments that contain embedded derivative features. The Company accounts for these arrangements in accordance with Accounting Standards Codification topic 815,Accounting for Derivative Instruments and Hedging Activities (“ASC 815”) as well as related interpretation of this standard. In accordance with this standard, derivative instruments are recognized as either assets or liabilities in the balance sheet and are measured at fair values with gains or losses recognized in earnings. Embedded derivatives that are not clearly and closely related to the host contract are bifurcated and are recognized at fair value with changes in fair value recognized as either a gain or loss in earnings. The Company determines the fair value of derivative instruments and hybrid instruments based on available market data using appropriate valuation models, considering all of the rights and obligations of each instrument. | ||||
We estimate fair values of derivative financial instruments using various techniques (and combinations thereof) that are considered consistent with the objective measuring fair values. In selecting the appropriate technique, we consider, among other factors, the nature of the instrument, the market risks that it embodies and the expected means of settlement. For less complex derivative instruments, such as freestanding warrants, we generally use the Black-Scholes model, adjusted for the effect of dilution, because it embodies all of the requisite assumptions (including trading volatility, estimated terms, dilution and risk free rates) necessary to fair value these instruments. Estimating fair values of derivative financial instruments requires the development of significant and subjective estimates that may, and are likely to, change over the duration of the instrument with related changes in internal and external market factors. In addition, option-based techniques (such as Black-Scholes model) are highly volatile and sensitive to changes in the trading market price of our common stock. Since derivative financial instruments are initially and subsequently carried at fair values, our income (expense) going forward will reflect the volatility in these estimates and assumption changes. Under the terms of the new accounting standard, increases in the trading price of the Company’s common stock and increases in fair value during a given financial quarter result in the application of non-cash derivative expense. Conversely, decreases in the trading price of the Company’s common stock and decreases in trading fair value during a given financial quarter result in the application of non-cash derivative income. | ||||
Revenue Recognition | ||||
The Company recognizes revenue from the sale of products and services in accordance with the Securities and Exchange Commission Staff Accounting Bulletin No. 104 (“SAB 104”), “Revenue Recognition in Financial Statements.” | ||||
We recognize a sale when the product has been delivered and risk of loss has passed to the customer, collection of the resulting receivable is reasonably assured, persuasive evidence of an arrangement exists, and the fee is fixed or determinable. The assessment of whether the fee is fixed or determinable considers whether a significant portion of the fee is due after our normal payment terms. If we determine that the fee is not fixed or determinable, we recognize revenue at the time the fee becomes due, provided that all other revenue recognition criteria have been met. Also, sales arrangements may contain customer-specific acceptance requirements for both products and services. In such cases, revenue is deferred at the time of delivery of the product or service and is recognized upon receipt of customer acceptance. | ||||
Research and development costs | ||||
Research and development costs are expensed as they are incurred. Research and development expense was $114,980, $91,803 and $990,325 for the years ended June 30, 2014 and 2013 and from May 19, 2008 (inception) to June 30, 2014, respectively. | ||||
Stock compensation awards | ||||
The Company follows ASC 718 when accounting for stock compensation awards to employees. Compensation cost to employees is based on the stock’s fair value at grant date. The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity – Based Payments to Non-Employees.” Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date. | ||||
Compensation costs, which includes shares issued in exchange for services and options and warrants issued to employees and consultants, valued at fair market value, was $2,155,128 in the year ended June 30, 2014 and $2,745,797 in the year ended June 30, 2013 which was included in operating expenses. Shares and options issued to debt holders had a fair market value of $259,383 and $250,959 for the years ending June 30, 2014 and 2013, respectively. | ||||
Basic and diluted loss per share | ||||
The Company reports basic loss per share in accordance with the ASC 260, “Earnings Per Share”. Basic loss per share is computed using the weighted average number of shares outstanding during the period. Diluted loss per share has not been provided as it would anti-dilutive. Dilution is computed by applying the treasury stock method. The Company incurred a net operating loss for the years ending June 30, 2014 and 2013, therefore dilutive earnings per share is not presented, as it would be anti-dilutive. | ||||
As of June 30, 2014 there were 53,643,169 common stock equivalents of options and warrants outstanding with strike price less than the current fair market value. | ||||
Recently Adopted Accounting Standards | ||||
In June 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-10, which eliminated certain financial reporting requirements of companies previously identified as “Development Stage Entities” (Topic 915). The amendments in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for development stage entities. The amendments also reduce data maintenance and, for those entities subject to audit, audit costs by eliminating the requirement for development stage entities to present inception-to-date information in the statements of income, cash flows, and shareholder equity. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued (public business entities) or made available for issuance (other entities). Upon adoption, entities will no longer present or disclose any information required by Topic 915. The Company will adopt this standard for future reporting periods. | ||||
In May 2014, FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. The revenue recognition standard affects all entities that have contracts with customers, except for certain items. The new revenue recognition standard eliminates the transaction-and industry-specific revenue recognition guidance under current GAAP and replaces it with a principle-based approach for determining revenue recognition. Public entities are required to adopt the revenue recognition standard for reporting periods beginning after December 15, 2016, and interim and annual reporting periods thereafter. Early adoption is not permitted for public entities. The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects of this pronouncement, however it believes that there will be no material effect on the consolidated financial statements. | ||||
In June 2014, FASB issued Accounting Standards Update (ASU) No. 2014-12 Compensation — Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. A performance target in a share-based payment that affects vesting and that could be achieved after the requisite service period should be accounted for as a performance condition under Accounting Standards Codification (ASC) 718, Compensation — Stock Compensation. As a result, the target is not reflected in the estimation of the award’s grant date fair value. Compensation cost would be recognized over the required service period, if it is probable that the performance condition will be achieved. The guidance is effective for annual periods beginning after 15 December 2015 and interim periods within those annual periods. Early adoption is permitted. Management has reviewed the ASU and believes that they currently account for these awards in a manner consistent with the new guidance, therefore there is no anticipation of any effect to the consolidated financial statements. | ||||
In August2014, FASB issued Accounting Standards Update (ASU) No. 2014-15 Preparation of Financial Statements – Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. Under generally accepted accounting principles (GAAP), continuation of a reporting entity as a going concern is presumed as the basis for preparing financial statements unless and until the entity’s liquidation becomes imminent. Preparation of financial statements under this presumption is commonly referred to as the going concern basis of accounting. If and when an entity’s liquidation becomes imminent, financial statements should be prepared under the liquidation basis of accounting in accordance with Subtopic 205-30, Presentation of Financial Statements—Liquidation Basis of Accounting. Even when an entity’s liquidation is not imminent, there may be conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern. In those situations, financial statements should continue to be prepared under the going concern basis of accounting, but the amendments in this Update should be followed to determine whether to disclose information about the relevant conditions and events. The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. The Company will evaluate the going concern considerations in this ASU, however, at the current period, management does not believe that it has met conditions which would subject these financial statements for additional disclosure. | ||||
The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's consolidated financial position, consolidated results of operations or consolidated cash flow. |
Long_Lived_Assets
Long Lived Assets | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Long-lived Assets [Abstract] | ' | ||||||||
Long-lived assets | ' | ||||||||
Note 4. Long-lived assets | |||||||||
Furniture and equipment | |||||||||
Components of furniture and equipment consist of the following items as of June 30,: | |||||||||
2014 | 2013 | ||||||||
Office equipment | $ | 11,448 | $ | 11,448 | |||||
Office furniture | 1,623 | 1,623 | |||||||
Microreactor | 303,514 | — | |||||||
Total Furniture & Equipment | 316,585 | 13,071 | |||||||
Accumulated depreciation | 20,659 | 13,071 | |||||||
Total Furniture & Equipment, net of Amortization | $ | 295,926 | $ | — | |||||
Depreciation expense was $7,588 and $1,160 for the years ending June 30, 2014 and 2013, respectively. | |||||||||
Licenses | |||||||||
The Company has entered into licensing arrangements for intellectual property rights. As of June 30,: | |||||||||
2014 | 2013 | ||||||||
William Marsh Rice University | $ | 40,000 | $ | 40,000 | |||||
University of Arizona | 15,000 | 15,000 | |||||||
Total License | 55,000 | 55,000 | |||||||
Accumulated amortization | 2,750 | — | |||||||
Total Licenses, net of Amortization | $ | 52,250 | $ | 55,000 | |||||
Amortization expense was $2,750 and $0 for the years ending June 30, 2014 and 2013, respectively. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
Related party transactions | ' |
Note 5. Related party transactions | |
The Company expensed management fees to the CEO / major shareholder as well as other related party executives and employees of $1,010,737 and $1,113,623 in the years ended June 30, 2014 and 2013, respectively. The Company was not able to pay the majority of these fees with cash; however, for the years ending June 30, 2014 and 2013 the Company’s executive officers and directors converted accrued salaries and bonus’ of $1,378,360 and $538,540, respectively into common stock and warrants to purchase 9,374,999 shares, exercisable at $0.075 per share over a period of five years expiring November 4, 2015, warrants to purchase 1,863,635 shares, exercisable at $0.11 per share over a period of five years expiring May 18, 2016, warrants to purchase 5,415,725 shares, exercisable at $0.05 per share over a period of five years expiring Jan 22, 2018, options to purchase 17,071,081 shares, exercisable at $0.06 per share over a period of five years expiring February 10, 2019, and options to 6,063,333 shares, exercisable at $0.08 per share over a period of five years expiring June 6, 2019 and 13,241,667 and 14,540,589 shares of common stock, respectively. The excess of the fair market value of the shares issued in exchange for the accrued salaries was $136,586 and $263,687 for the years ending June 30, 2013 and June 30, 2014, respectively, which has been charged to compensation expense. Additionally, the fair market value of the warrants to purchase shares have been charged to compensation expense in the period issued. | |
During the year ended June 30, 2014, in exchange for shares of common stock, a director accepted settlement on amounts due to him and forgiving the remaining balance. The Company recognized a benefit in the amount of $30,898, the amount of liability in excess of the fair value of common shares received in the exchange, and treated as a contribution to capital. | |
As a result the accrued liabilities related party was $784,164 and $1,513,978 as of June 30, 2014 and 2013, respectively. | |
During the twelve months ended June 30, 2014 and 2013 the Company recorded $0 and $11,520 of rent expense for the use of executive office space in the home of the CEO / major shareholder, all of which was included in the accrued liabilities for related parties. | |
In January 2011 the Company issued 10,000,000 restricted shares to Stephen Squires the CEO in recognition of his support of the Company and in cancellation of all outstanding cash loans and payments made on behalf of the Company totaling $270,145. In October 2013 Mr. Squires cancelled 2 million shares of restricted common stock. | |
Convertible_debenturtes
Convertible debenturtes | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Convertible Debentures [Abstract] | ' | ||||||||
Convertible debentures | ' | ||||||||
Note 6. Convertible debentures | |||||||||
2008 Convertible Debenture | |||||||||
Balance of convertible debenture issued in 2008 consist of the following as of June 30, 2014 and June 30, 2013: | |||||||||
2014 | 2013 | ||||||||
Convertible debenture issued 2008 | $ | 1,500,000 | $ | 1,500,000 | |||||
Debenture discount | (1,500,000 | ) | (1,500,000 | ) | |||||
Debenture discount amortized | 1,500,000 | 1,500,000 | |||||||
Debenture converted to shares | (1,000,000 | ) | — | ||||||
$ | 500,000 | $ | 1,500,000 | ||||||
On November 4, 2008, Quantum Materials Corp entered into a Securities Purchase Agreement, Debenture, Security Agreement, Subsidiary Guarantee Agreement, Registration Rights Agreement, Escrow Agreement, Stock Pledge Agreement and other related transactional documents (the “Transaction Documents”) to obtain $1,500,000 in gross proceeds from three non-affiliated parties (collectively hereinafter referred to as the “Lenders”) in exchange for 3,525,000 restricted shares of Common Stock of Quantum Materials Corp (the “Restricted Shares”) and Debentures in the principal amount aggregating $1,500,000. Each Debenture originally had a term of three years maturing on November 4, 2011 bearing interest at the rate of 8% per annum and is prepayable by Quantum Materials Corp at any time without penalty, subject to the Debenture holders’ conversion rights. In 2011, the Company obtained annual one year extension of the maturity date of the Debentures through November 4, 2014. In partial consideration of such a loan extension, the Company agreed to issue to the Debenture holders warrants to purchase an aggregate of 2,000,000 shares of Common Stock exercisable at $.10 per share. These Warrants contain cashless exercise provisions in the event that there is no current registration statement filed. The maturity date was extended to November 4, 2014 in June 2013 and the conversion price per share was lowered as described below. | |||||||||
In recognition of the 3,525,000 shares issued at origination, the Company recorded a discount of $1,155,826. The discount is made up of two components: $577,913 related to the discount for the relative fair value of the shares issued; and $577,913 related to a beneficial conversion feature. The discount was amortized over the 3 year life of the debenture, using the interest rate method and recorded as interest expense. Each Debenture is convertible at the option of each Lender into Quantum Materials Corp’s Common Stock (the “Debenture Shares”, which together with the Restricted Shares shall collectively be referred to as the “Securities”) at a conversion price of $.2667 per share (the “Conversion Price”). In October 2010, the conversion price was decreased to $0.12 per share and in June 2013, the conversion price was lowered to $.06 per share. | |||||||||
The Registration Rights Agreement requires Quantum Materials Corp to register the resale of the Securities within certain time limits and to be subject to certain penalties in the event Quantum Materials Corp fails to timely file the Registration Statement, fails to obtain an effective Registration Statement or, once effective, to maintain an effective Registration Statement until the Securities are saleable pursuant to Rule 144 without volume restriction or other limitations on sale. The Debentures are secured by the assets of Quantum Materials Corp and are guaranteed by Solterra as Quantum Materials Corp’s subsidiary. To date, no registration statement has been filed by the Company or demanded by the Debenture Holders | |||||||||
On June 30, 2014, $1 million of the Debentures were converted into 16,666,667 common shares. The remaining $500,000 of Debentures is currently due on November 4, 204 and is convertible at $.06 per share, subject to anti-dilution protection for stock splits, stock dividends, combinations, reclassifications and sale of Quantum Materials Corp’s Common Stock a price below the Conversion Price. Certain changes of control or fundamental transactions such as a merger or consolidation with another company could cause an event of default under the Transaction Documents. As of the filing date of this Form 10-K, the Company believes it is in compliance with terms of the Transaction Documents and Debenture Holders have taken no action under the Transaction Documents to accelerate the payment date under the Debentures or any other rights or remedies that they may have thereunder | |||||||||
The Transaction Documents include a Stock Pledge Agreement pursuant to which Stephen Squires, the Company's Chief Executive Officer, had pledged 20,000,000 shares of our Common Stock to the Debenture holders (the “Holders”). The 20,000,000 shares which were the subject of a Pledge Agreement were released to Mr. Squires following the debt conversion described above. | |||||||||
2014 Convertible Debenture | |||||||||
Balance of convertible debenture issued in 2014 consist of the following as of June 30,: | |||||||||
2014 | 2013 | ||||||||
Convertible debenture issued 2014 | 400,000 | — | |||||||
Debenture discount | (95,603 | ) | — | ||||||
Debenture discount amortized | 19,920 | — | |||||||
Debenture converted to shares | — | — | |||||||
$ | 324,317 | $ | — | ||||||
On February 6, 2014, the Company entered into a Securities Purchase Agreement, Debenture, Security Agreement, Subsidiary Guarantee Agreement, Registration Rights Agreement, Escrow Agreement, Stock Pledge Agreement and other related transactional documents (the “Transaction Documents”) to obtain $400,000 in gross proceeds from two non-affiliated parties (collectively hereinafter referred to as the “Lenders”) in exchange for 5,000,000 common stock warrants exercisable at $.06 per share through December 31, 2016. The Debenture has a term of two years maturing on January 31, 2016. The Debenture bears interest at the rate of 8% per annum and is pre-payable by the Company at any time without penalty, subject to the Debenture holders’ right of conversion at a conversion price of $.04 per share. The debt is secured by a security interest in certain microreactor equipment. Pursuant to the Securities Purchase Agreement, the investor has certain preferential rights to fund a second microreactor at a cost of up to $650,000. In the event of a second investment, the investor would receive warrants to purchase up to 8,125,000 shares, exercisable at $.06 per share with the second Debenture convertible at a conversion price of $.06 per share. The Agreement also provides for the investor to have the right to appoint one member to the Company’s Board of Directors in the event that any one of the aforementioned Debentures are converted into Common Stock of the Company. | |||||||||
In accounting for the above convertible debentures, the Company has recognized a beneficial conversion factor expense of $115,603, warrant expense of $95,603 recorded as debt financing costs, and interest expense of 19,920 for the year ended June 30, 2014. The debt discount or deferred financing costs are amortized using the effective interest rate method over the life of the loan terms, twenty-four months. | |||||||||
The debenture funds are held in escrow and released as progress payments are made on the microreactor construction. The funds which have been released as payment are originally classified as Deposits on Assets, until such time that the microreactor was put in service. The amounts are now classified as the Microreactor Equipment |
Derivatives_and_Fair_Value
Derivatives and Fair Value | 12 Months Ended | ||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||
Derivatives and Fair Value [Abstract] | ' | ||||||||||||||||||||
Derivatives and Fair Value | ' | ||||||||||||||||||||
Note 7. Derivatives and Fair Value | |||||||||||||||||||||
The Company has evaluated the application of ASC 815 to the Convertible Note issued November 4, 2008. Based on the guidance in ASC 815, the Company concluded these instruments were required to be accounted for as derivatives as of July 1, 2009 due to the down round protection feature on the conversion price and the exercise price. The Company records the fair value of these derivatives on its balance sheet at fair value with changes in the values of these derivatives reflected in the statements of operations as “Gain (loss) on derivative liabilities.” These derivative instruments are not designated as hedging instruments under ASC 815 and are disclosed on the balance sheet under Derivative Liabilities. | |||||||||||||||||||||
ASC 825-10 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 825-10 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825-10 describes three levels of inputs that may be used to measure fair value: Level 1 – Quoted prices in active markets for identical assets or liabilities; Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3 – Unobservable inputs that are supported by little or no market activity and that are financial instruments whose values are determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation. The Company’s Level 3 liabilities consist of the derivative liabilities associated with the November 4, 2008 note. At June 30, 2014, all of the Company’s derivative liabilities were categorized as Level 3 fair value assets. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. | |||||||||||||||||||||
Level 3 Valuation Techniques | |||||||||||||||||||||
Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. Level 3 financial liabilities consist of the derivative liabilities for which there is no current market for these securities such that the determination of fair value requires significant judgment or estimation. We have valued the convertible note that contains down round provisions using a valuation model, with the assistance of a valuation consultant, for which management understands the methodologies. This model incorporates transaction details such as the Company’s stock price, contractual terms, maturity, risk free rates, as well as assumptions about future financings, volatility, and holder behavior as of July 1, 2009 and June 30, 2014. The fair value of the derivatives as of July 1, 2009 upon implementation of ASC 815-40-15 was estimated by management to be $495,912. | |||||||||||||||||||||
As of June 30, 2014 | |||||||||||||||||||||
Fair Value Measuring Using | |||||||||||||||||||||
Carrying | |||||||||||||||||||||
Value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||
Derivative Liabilities | $ | 1,871,337 | - | - | $ | 1,871,337 | $ | 1,871,337 | |||||||||||||
Total Derivative Liabilities | $ | 1,871,337 | - | - | $ | 1,871,337 | $ | 1,871,337 | |||||||||||||
The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the twelve months of fiscal year 2014: | |||||||||||||||||||||
Fair Value | |||||||||||||||||||||
Measurements | |||||||||||||||||||||
Using Level 3 | |||||||||||||||||||||
Inputs | |||||||||||||||||||||
Derivative | |||||||||||||||||||||
Liabilities | Totals | ||||||||||||||||||||
Beginning Balance as of July 1, 2013 | $ | 787,000 | $ | 787,000 | |||||||||||||||||
Total (Gains) or Losses (realized/unrealized) Included in Net Loss | 1,084,337 | 1,084,337 | |||||||||||||||||||
Purchases, issuances and Settlements | - | - | |||||||||||||||||||
Transfers in and/or out of Level 3 | - | - | |||||||||||||||||||
Ending Balance at June 30, 2014 | $ | 1,871,337 | $ | 1,871,337 | |||||||||||||||||
Assumptions used in the calculation of the derivative liability are as follows: | |||||||||||||||||||||
June 30, | June 30, | ||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
Weighted Average: | |||||||||||||||||||||
Stock Price | $ | 0.28 | $ | 0.058 | |||||||||||||||||
Strike Price | $ | 0.06 | $ | 0.06 | |||||||||||||||||
Dividend rate | 0 | % | 0 | % | |||||||||||||||||
Risk-free interest rate | 0.71 | % | 1.8 | % | |||||||||||||||||
Expected lives (years) | 0.47 | 0.66 | |||||||||||||||||||
Expected price volatility | 146.7 | % | 134.4 | % | |||||||||||||||||
Forfeiture Rate | 0 | % | 0 | % |
Equity_Transactions
Equity Transactions | 12 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Equity Transactions [Abstract] | ' | |||||||||||||||||||
Equity Transactions | ' | |||||||||||||||||||
Note 8. Equity Transactions: | ||||||||||||||||||||
Common stock | ||||||||||||||||||||
On January 20, 2010 the stockholders of the Company by majority of written consent approved the filing of an amendment to the Company's Article of Incorporation to change the name of the corporation from Hague Corp. to Quantum Materials Corp. and to increase the authorized common stock to 200,000,000 shares, $.001 par value. The stockholders also ratified the Company's compensation plan covering 10,000,000 options to purchase shares of common stock. This plan provides for the direct issuance of common stock or the grant of options thereunder. The Amendment to the Company's Article of Incorporation was filed March 23, 2010 with the secretary of the state of Nevada. In March 2013, the stockholders approved an amendment to its Articles of Incorporation to increase the authorized common shares to 400,000,000 shares. The Amendment to the Company's Article of Incorporation was filed April 4, 2013 with the secretary of the state of Nevada. In January 2013, the Company’s Board approved the 2013 Employee Benefit and Consulting Services Compensation Plan covering 20,000,000 shares, which automatically increased to 60,000,000 shares on March 29, 2013. | ||||||||||||||||||||
During the year ended June 30, 2013 the Company issued 22,388,375 common shares for total cash proceeds of $697,598. The selling price per share ranged from $0.03 to $0.12 per share or an average price of $0.0336 per share. The April 2013 stock offering included warrants to purchase an additional 1,659,000 shares of common stock at $.12 per share. The Company allocated $65,361 of the total proceeds of $199,080 from that offering to additional paid in capital. | ||||||||||||||||||||
In September 2012, January 2013, March 2013 and June 2013 the Company issued 2,176,247 of restricted common shares to pay accrued interest on the convertible debentures of $151,707, which included provisional interest in the amount of $30,374, for the 12 months from June 1, 2012 to June 1, 2013. | ||||||||||||||||||||
During the year ended June 30, 2013 the Company issued 14,540,589 shares of common stock in exchange for accrued salaries in the amount of $538,540, for services previously performed. The Company issued shares at a bonus rate, whereby the fair market value of the share, at the date of grant, was $799,732. The variance of the fair market value over the accrued salaries, in the amount of $261,192 was charged to compensation expense. Additionally, 137,400 shares were issued in satisfaction of outstanding accounts payable of $7,810. The fair market value of these shares was $10,305 at the date of grant, resulting in compensation of $2,495 charged to compensation expense. | ||||||||||||||||||||
In the quarter ended June 30, 2013, the Company issued 15,000,000 shares and 15,000,000 stock options to executives related to their employment agreements under the 2013 stock option plan. The fair value of the stock was $1,050,000 and has been recognized as compensation expense in the year ended June 30, 2013. | ||||||||||||||||||||
During the year ended June 30, 2013 the Company issued 4,631,849 shares of common stock to employees and consultants. The fair market value of the shares, at the date of grant, was $269,288, which has been recognized as compensation expense for the year ended June 30, 2013. | ||||||||||||||||||||
During the year ended June 30, 2014 the Company issued 21,645,055 common shares for total cash proceeds of $830,333. The selling price per share ranged from $0.02 to $0.06 per share or an average price of $0.0384 per share. | ||||||||||||||||||||
During the year ended June 30, 2014 the Company issued 880,000 shares of common stock for warrants which were exercised at an average price of $.0491, for proceeds of 43,200. | ||||||||||||||||||||
In September 2013, December 2013, March 2014 and June 2014 the Company issued 3,297,377 of restricted common shares to pay accrued interest on the convertible debentures of $133,152, which included provisional interest in the amount of $30,378, for the 12 months from June 1, 2013 to June 1, 2014. | ||||||||||||||||||||
During the year ended June 30, 2014 the Company issued 13,241,667 shares of common stock in exchange for unpaid accrued compensation in the amount of $767,085, for services previously performed. | ||||||||||||||||||||
During the year ended June 30, 2014 the Company issued 16,500,000 shares of common stock to consultants in exchange for services. The fair market value of the shares, at the date of grant, was $902,300, which has been recognized as professional fees for the year ended June 30, 2014. | ||||||||||||||||||||
During the year ended June 30, 2014 the Company issued 3,363,654 shares of common stock for the conversion of a $200,000 note payable and accrued interest of $1,820. The conversion price of the note was $.06 per share. In addition, 833,334 five (5) year stock options with an exercise price of $.08 were issued. The stock options were valued using the Black Scholes Method, resulting in $64,929 of financing costs expensed to the period. | ||||||||||||||||||||
During the year ended June 30, 2014 the Company issued 16,666,667 shares of common stock for the conversion of $1,000,000 of debenture. The conversion price of the debenture was $.06. | ||||||||||||||||||||
Warrants | ||||||||||||||||||||
In October 2012, the Company issued 2,000,000 warrants to the debenture holders. The warrants are exercisable at $.08 per share, expiring October 12, 2015. In June 2013, an additional 2,000,000 warrants were issued to the debenture holders for additional time extension, through November 4, 2012. These warrants are also exercisable at $.08 per share, exercisable through January 28, 2018. The Company valued these options using the Black Sholes Model, recognizing warrant expense in the amount of $99,252 for the year ended June 30, 2013. | ||||||||||||||||||||
In May 2013, the Company issued 3,684,667 warrants to investors. The warrants are exercisable at $.06 per share, expiring May 22, 2015. | ||||||||||||||||||||
In August 2013, the Company issued 2,500,000 warrants to service providers. The warrants are exercisable at prices from $.055 to $.062, expiring in August 2015. | ||||||||||||||||||||
In January 2014, the Company issued 5,000,000 warrants to the equipment financing debenture holders. The warrants are exercisable at $.06 and expire December 31, 2015. The warrants were valued using the Black Scholes Method, the resulting value was allocated proportionately to the total of the debt face value and the valuation of the warrants, which resulted in $95,603 being recognized as the discount to the convertible debenture, which is being amortized over the term of the debenture, twenty-four months. | ||||||||||||||||||||
In May 2014, the Company issued 113,000 warrants to a service provider. The warrants are exercisable at a price of $.065 and expire May 31, 2016 and valued at $9,204, included in expense as financing costs. | ||||||||||||||||||||
In May 2014, the Company issued 833,334 warrants to Morse & Morse, PLLC, as part of the agreement to convert amounts owed to Morse & Morse, PLLC into a convertible note. The warrants are exercisable at a price of $.06 and expire on May 30, 2019 and valued at $64,959, included as warrant expense. | ||||||||||||||||||||
Stock Options | ||||||||||||||||||||
In January 2013 the Company issued under the Company’s 2013 stock option plan 5,415,725 stock options to employees in exchange for salaries accrued. The options are exercisable at a price per share of $0.05, for a five (5) year term. The Company calculated the fair value of the options to be $440,840 using the Black Scholes price model, which has been recognized as compensation expense in the year ending June 30, 2013. | ||||||||||||||||||||
In March 2013 the Company issued 2,000,000 stock options to two service providers in exchange for services. The options are exercisable at a price per share of $0.05, for a ten (10) year term. The Company calculated the fair value of the options to be $136,200 using the Black Scholes price model. Of this amount, $34,703 has been recognized as compensation expense. | ||||||||||||||||||||
In January 2013 the Company issued 15,000,000 shares and 15,000,000 stock options to executives related to their employment agreements under the 2013 stock option plan. The options are exercisable at a price per share of $0.05 through March 29, 2023. The Company calculated the fair value of the options to be $1,036,500 using the Black Scholes price model. Of this amount, $52,790 has been recognized as compensation expense in the year ended June 30, 2013. | ||||||||||||||||||||
In February 2014 the Company issued 17,071,081 stock options to employees in exchange for salaries accrued in the amount of $611,275. The options are exercisable at a price per share of $.06, for five (5) year term. The Company calculated the fair value of the options to be $747,843 using the Black Scholes price model, the excess of option value, in the amount of $136,568 has been recognized as compensation expense in the year ended June 30, 2014. | ||||||||||||||||||||
In June 2014 the Company issued 6,083,333 stock options to employees in exchange for salaries accrued. The options are exercisable at a price per share of $.08, for a five (5) year term. The Company calculated the fair value of the options to be $1,116,260 using the Black Scholes price model, which has been recognized as compensation expense in the year ended June 30, 2014. | ||||||||||||||||||||
The following assumptions were used in the calculation of warrant and option expense: | ||||||||||||||||||||
June 30, | June 30, | |||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Weighted Average: | ||||||||||||||||||||
Stock Price | $ | 0.07 - $0.20 | $ | 0.078 | ||||||||||||||||
Strike Price | $ | 0.06 - $0.08 | $ | 0.024 | ||||||||||||||||
Dividend rate | 0 | % | 0 | % | ||||||||||||||||
Risk-free interest rate | 0.71 | % | 1.8 | % | ||||||||||||||||
Expected lives (years) | 5 | 4.695 | ||||||||||||||||||
Expected price volatility | 140.52 | % | 132.85 | % | ||||||||||||||||
Forfeiture Rate | 0 | % | 0 | % | ||||||||||||||||
The following table summarizes warrants that are issued, outstanding and exercisable. | ||||||||||||||||||||
Exercise | Expiration | Issued Fiscal Year Ending | Issued Fiscal Year Ending | Issued Fiscal Year Ending | Issued Fiscal Year Ending | |||||||||||||||
Price | Date | 30-Jun-14 | 30-Jun-13 | 30-Jun-12 | 30-Jun-11 | |||||||||||||||
$ | 0.25 | Dec 1, 2010 | - | |||||||||||||||||
$ | 0.1 | Oct 31, 2014 | 2,000,000 | |||||||||||||||||
$ | 0.08 | Sep 23, 2015 | 625,000 | |||||||||||||||||
$ | 0.075 | Nov 4, 2015 | 7,758,331 | |||||||||||||||||
$ | 0.11 | May 18, 2016 | 2,909,089 | |||||||||||||||||
$ | 0.08 | Dec 18, 2014 | 1,000,000 | |||||||||||||||||
$ | 0.08 | Dec 18, 2015 | 1,000,000 | |||||||||||||||||
$ | 0.08 | Oct 12, 2015 | 4,000,000 | |||||||||||||||||
$ | 0.06 | May 22, 2015 | 3,684,667 | |||||||||||||||||
$ | 0.055 | Aug 15, 2015 | 312,500 | |||||||||||||||||
$ | 0.06 | Aug 30, 2015 | 250,000 | |||||||||||||||||
$ | 0.055 | Aug 02, 2014 | 1,250,000 | |||||||||||||||||
$ | 0.062 | Aug 18, 2014 | 687,500 | |||||||||||||||||
$ | 0.06 | Dec 31, 2015 | 5,000,000 | |||||||||||||||||
$ | 0.065 | May 31, 2016 | 113,000 | |||||||||||||||||
$ | 0.06 | May 30, 2019 | 833,334 | |||||||||||||||||
8,446,334 | 7,684,667 | 2,000,000 | 13,292,420 | |||||||||||||||||
In October 2009 the Board of Directors authorized the approval of a stock option plan covering 7,500,000 shares of common stock, which was later increased to 10,000,000 shares on December 2, 2009 and approved by stockholders on January 25, 2010. The Plan provides for the direct issuance of common stock and the grant of incentive and non-incentive stock options. The Company issued 9,200,000 options and valued the options at $955,242 using the Black Scholes pricing model. The Company recorded the entire $944,317 value of 2010 options as stock based compensation for the year ended June 30, 2010. | ||||||||||||||||||||
Option activity was as follows for the twelve months ended June 30, 2014 and the twelve months ended June 30, 2013. | ||||||||||||||||||||
2009 Plan | 2014 | 2013 | ||||||||||||||||||
Weighted-Average | Weighted-Average | |||||||||||||||||||
Shares | Exercise Price | Shares | Exercise Price | |||||||||||||||||
Shares reserved | 10,000,000 | 10,000,000 | ||||||||||||||||||
Outstanding at beginning of year | 9,200,000 | $ | 0.0628 | 9,200,000 | $ | 0.0628 | ||||||||||||||
Granted | - | - | ||||||||||||||||||
Exercised | - | - | ||||||||||||||||||
Forfeited/cancelled | - | - | ||||||||||||||||||
Outstanding at end of period | 9,200,000 | $ | 0.0628 | 9,200,000 | $ | 0.0628 | ||||||||||||||
Remaining options available to be issued | 800,000 | 800,000 | ||||||||||||||||||
2013 Plan | 2014 | 2013 | ||||||||||||||||||
Weighted-Average | Weighted-Average | |||||||||||||||||||
Shares | Exercise Price | Shares | Exercise Price | |||||||||||||||||
Shares reserved | 60,000,000 | 60,000,000 | ||||||||||||||||||
Outstanding at beginning of year | 22,415,725 | $ | 0.05 | - | $ | |||||||||||||||
Granted | 23,154,415 | 0.0649 | 22,415,725 | 0.05 | ||||||||||||||||
Exercised | - | - | ||||||||||||||||||
Forfeited/cancelled | - | - | ||||||||||||||||||
Outstanding at end of period | 45,570,140 | $ | 0.0577 | 22,415,725 | $ | 0.05 | ||||||||||||||
Remaining options available to be issued | 14,429,860 | 37,584,275 | ||||||||||||||||||
In January 2013 the Board of Directors authorized the approval of a stock option plan covering 20,000,000 shares of common stock, which was later increased to 60,000,000 shares on March 29, 2013 and approved by stockholders on March 18, 2013. The Plan provides for the direct issuance of common stock and the grant of incentive and non-incentive stock options. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||
Note 9. Commitments and Contingencies | |||||||||||||||||
Contingency | |||||||||||||||||
Certain default clauses related to the various agreements discussed in Note 6 would result in a change of control of the board of directors. Certain debt holders would have the option to appoint independent members to the board under such default. | |||||||||||||||||
From time to time the Company may become a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations. | |||||||||||||||||
License Agreement - Work-Study Arrangements | |||||||||||||||||
License Agreement with Rice University | |||||||||||||||||
On August 20, 2008, Solterra entered into a License Agreement with Rice University. In August 2013, Solterra entered into an amended License Agreement and Quantum Materials entered into a new License Agreement with Rice. Rice is the owner of certain inventions and patent applications, know-how and rights pertaining to the synthesis of uniform nanoparticle shapes with high selectivity. We have obtained the exclusive rights to license and sublicense (subject to Rice’s consent, which shall not be unreasonably withheld), develop, manufacture, market and exploit Rice’s inventions, patent applications and any issued patents in the case of Solterra, for the manufacture and sale of photovoltaic cells and photovoltaic applications and in the case of Quantum Materials for the manufacture and sale of quantum dots for electronic and medical applications (excluding photovoltaic applications). With respect to Rice’s patent applications, Rice made a provisional filing for an invention disclosure titled “synthesis of uniform nanoparticle shapes with high selectivity” with the United States Patent and Trademark Office on April 13, 2007 and a subsequent utility filing on April 11, 2008 under the Patent Cooperation Treaty (“PCT”). PCT enables the U.S. applicant to file one application, "an international application," in a standardized format in English in the U.S. Receiving Office (the U.S. Patent and Trademark Office), and have that application acknowledged as a regular national or regional filing in any State or region that is party to the PCT. Dr. Michael Wong is a director of our company and is the inventor of Rice’s patent application licensed by Solterra. | |||||||||||||||||
Our initial agreement with Rice requires the payment of certain patent fees to Rice and for us to acquire additional funding and to meet certain milestones by specific dates. Rice and the Company recently established new milestones for the Company to achieve in the months and years ahead, the failure of which could lead to the termination of the license agreement. | |||||||||||||||||
Rice is entitled to receive during the term of each License Agreement certain royalties under the License Agreement of adjusted gross sales (as defined) ranging from 2% to 4% for photovoltaic cells and 7.5% of adjusted gross sales for quantum dots sold in electronic and medical applications. Minimum royalties payable under the License Agreement include $29,450 due January 1, 2015, $217,000 due January 1, 2016, $648,750 due January 1, 2017, $2,038,500 due January 1, 2018 and $3,738,600 due January 1, 2019 and each January 1 of every year thereafter, subject to adjustments for changes in the consumer pricing index. The term of the License Agreement is to expire on the expiration date of Rice’s rights in its intellectual property and the Licensee’s rights are worldwide. Our Agreement, as amended, with Rice provides for termination of each Agreement in the event that we are determined to be insolvent as defined in the Agreements. | |||||||||||||||||
Agreement with University of Arizona | |||||||||||||||||
Solterra has entered into an exclusive Patent License Agreement with the University of Arizona ("UA") to license US Patent # 7,015,052, which was issued on March 21, 2006, entitled “Screen Printing Techniques for the Fabrication of Organic Light - Emitting Diodes”. Pursuant to the License Agreement, Solterra has an exclusive license to market, sell and distribute licensed products within its field of use which is defined as organic light emitting diodes in printed electronic displays and all other printed electronic components. Solterra has the right to grant sublicenses with respect to the licensed product and the license method (as defined in the agreement). Pursuant to said agreement, as amended, we are obligated to pay minimum annual royalties of $5,000 by June 30, 2012, $25,000 by December 31, 2013, $50,000 by December 31, 2014, $125,000 by June 30, 2015 and $200,000 on each June 30th thereafter, subject to adjustments for increases in the Consumer Price Index. Royalties based on net sales are 2% of net sales of licensed products for non-display electronic component applications and 2.5% of net sales of licensed products for printed electronic displays. Our Agreement with UA may be terminated by UA in the event that we are in breach of any provision of this Agreement and said breach continues for 60 days after receiving written notice. Our Agreement with UA will also automatically terminate if Solterra becomes insolvent or unable to pay its debts as they become due. We can provide no assurances that we will be able to meet our obligations under our Agreement with UA. Termination of our Agreement with UA could materially adversely affect our operations. | |||||||||||||||||
Agreement with Virginia Tech Intellectual Properties | |||||||||||||||||
Quantum Materials has entered into an exclusive Option Agreement with Virginia Tech Intellectual Properties (VA Tech) to evaluate US Patent #61/906,927, entitled “Fabrication of Physically Unclonable Functions via Additive Manufacturing”. Pursuant to the Option Agreement, Quantum has a 12 month period to evaluate the usefulness of the above mentioned patent and to provide VA Tech with its desire to obtain the patent, along with Quantums plan for developing such patent into products or processes for public use. Quantum paid $10,000 in Q4 of FY 2014 for the 12 month option. Our agreement will terminate automatically on May 23, 2015 if Quantum has not yet expressed its desire to fully license the patent, or provide VA Tech with a plan on how it will develop the patent into a product or process. | |||||||||||||||||
Agreement with Texas State University | |||||||||||||||||
Quantum Materials has entered into a Memorandum of Understanding (MOU) with Texas State University (TSU) for the purpose of formalizing a collaboration in which TSU will support Quantums efforts to commercialize Quantum Dot materials. Both parties agree to cooperate in a mutually beneficial arrangement, in which TSU will provide access to facilities, faculty and students in several departments, with Quantum providing internship opportunities and business growth opportunities in the San Marcos, Texas area. The MOU expires on December 31, 2016, and either party can terminate the MOU with 30 days written notice. | |||||||||||||||||
Employment agreements | |||||||||||||||||
The Company has two employment agreements in effect. The CEO and Vice President of Research and Development each has a five year agreement which started in January 2013. The CTO had an employment agreement which was in effect until August 2013 when he resigned his position with the Company. See “Note 11 – Legal Proceeding.” | |||||||||||||||||
Summary | |||||||||||||||||
Commitments / Contracts / Leases | |||||||||||||||||
Fiscal | Services | Employment | License | ||||||||||||||
Year | agreements | agreements | agreements | Total | |||||||||||||
2015 | $ | $ | 375,000 | 54,450 | 429,450 | ||||||||||||
2016 | 375,000 | 392,000 | 767,000 | ||||||||||||||
2017 | 375,000 | 848,750 | 1,223,750 | ||||||||||||||
2018 | 187,500 | 2,238,500 | 2,426,000 | ||||||||||||||
2019 | - | 3,938,600 | 3,938,600 | ||||||||||||||
Thereafter | - | 3,938,600 | 3,938,600 | ||||||||||||||
Total | $ | - | $ | 1,312,500 | $ | 11,410,900 | $ | 12,723,400 |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Income Taxes [Abstract] | ' | ||||||||
Income taxes | ' | ||||||||
Note 10. Income taxes | |||||||||
Quantum Materials Corp. follows the guidance of ASC 740, "Income Taxes." Deferred income taxes reflect the net effect of (a) temporary difference between carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax reporting purposes, and (b) net operating loss carryforwards. No net provision for refundable Federal income tax has been made in the accompanying statement of loss because no recoverable taxes were paid previously. Similarly, no deferred tax asset attributable to the net operating loss carry forward has been recognized, as it is not deemed likely to be realized. | |||||||||
The provision for refundable Federal income tax consists of the following for the period ending June 30: | |||||||||
30-Jun | June 30 | ||||||||
2014 | 2013 | ||||||||
Federal income tax benefit attributed to: | |||||||||
Current operations | $ | 1,803,000 | $ | 1,668,000 | |||||
Less, change in valuation allowance | (1,803,000 | ) | (1,668,000 | ) | |||||
$ | 0 | $ | 0 | ||||||
The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows: | |||||||||
30-Jun | 30-Jun | ||||||||
2014 | 2013 | ||||||||
Deferred tax asset attributed to: | |||||||||
Net operating loss carryover | 6,914,450 | 5,111,450 | |||||||
Less, change in valuation allowance | (6,914,450 | ) | (5,111,450 | ) | |||||
$ | 0 | $ | 0 | ||||||
At June 30, 2014, Quantum Materials Corp. had an unused net operating loss carryover approximating $6,838,450 that is available to offset future taxable income; expiring beginning in 2028. United States tax regulations impose limitations on the use of NOL carry forwards following certain changes in ownership. If such a change were to occur with respect to the Company, the limitation could significantly reduce the amount of benefits that would be available to offset future taxable income each year, starting with the year of ownership change, the subsequent merger result in limitation on the use of NOL carry forwards. | |||||||||
Under regulations, the Company has open tax years, subject to audit, beginning for the year ended June 30, 2011. | |||||||||
Legal_Proceeding
Legal Proceeding | 12 Months Ended |
Jun. 30, 2014 | |
Legal Proceeding [Abstract] | ' |
Legal proceeding | ' |
Note 11. Legal Proceeding | |
The Company commenced an action against Robert Allan Glass in Federal Court in Austin, Texas regarding the termination of his employment agreement. The Company seeks to recover all common stock and cancel all options issued to Mr. Glass as part of his employment agreement. Mr. Glass has filed a counterclaim against the Company alleging breach of contract of the employment agreement seeking allegedly unpaid compensation. | |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 12. Subsequent Events | |
On July 15, 2014, the Board of Directors approved the following: | |
The addition of Mr. John Heaton to the Board of Directors; | |
The approval of a scientific advisory board to be chaired by Dr. Ghassan Jabbour; | |
The addition of Mr. Tomio Gotoh to the scientific advisory board; | |
The removal of Dr. Michael Wong from the Board of Directors, and his placement on the scientific advisory board; | |
The renewal of agreements with outside parties who aid with fund raising; | |
The approval of a 3 year contract with Toshi Ando who will hold the title of Director of Operations, which includes a stock grant of 1,500,000 shares which vest over a 3 year period; | |
In July 2014, the Company had the following issuances of common stock: | |
240,385 shares at $0.21 in exchange for cash of $50,000; | |
766,667 shares at $0.06 in exchange for cash of $46,000; | |
In August 2014, the Company had the following issuances of common stock: | |
240,000 shares at $0.06 in exchange for cash of $14,400; | |
262,034 shares at $0.23 in exchange for cash of $60,000; | |
320,000 shares at $0.18 in exchange for cash of $57,600; | |
249,999 shares at $0.10 in exchange for cash of $25,000; | |
300,000 shares at $0.067 in exchange for cash of $20,000; | |
400,000 shares at $0.05 in exchange for cash of $20,000; | |
538,462 shares at $0.065 in exchange for cash of $35,000; | |
1,617,362 shares at $0.13 in exchange for cash of $210,000; | |
138,899 shares at $0.18 in exchange for services valued at $25,000; | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |||
Jun. 30, 2014 | ||||
Summary of Significant Accounting Policies [Abstract] | ' | |||
Cash and cash equivalents | ' | |||
Cash and cash equivalents | ||||
Cash and cash equivalents include cash and all highly liquid financial instruments with original purchased maturities of three months or less. At various times during the year, the Company maintained cash balances in excess of FDIC insurable limits. Management feels this risk is mitigated due to the longstanding reputation of these banks. | ||||
Fair value of financial instruments | ' | |||
Fair value of financial instruments | ||||
The Company's financial instruments consist of cash and cash equivalents and debt. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these consolidated financial statements. | ||||
Use of estimates | ' | |||
Use of estimates | ||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||
Deferred Finance Costs | ' | |||
Deferred Finance Costs | ||||
Deferred finance costs which arose from the Company’s convertible debenture financing are amortized using the effective interest method over the three year term of the debentures. | ||||
Equipment | ' | |||
Equipment | ||||
Office furniture, office equipment and microreactor equipment are stated at cost less accumulated depreciation. Major renewals and improvements are capitalized: minor replacements, maintenance and repairs are charged to current operations. Depreciation is computed by applying the straight-line method over the estimated useful lives which are generally three to ten years. | ||||
Method | Period | |||
Office furniture | Straight line | 7 years | ||
Office equipment | Straight line | 3 years | ||
Microreactor equipment | Straight line | 10 years | ||
Long-lived assets | ' | |||
Long-lived assets | ||||
We review our long-lived assets, which include intangible assets subject to amortization, for recoverability whenever events or changes in circumstances indicate that the carrying amount of such long-lived asset or group of long-lived assets (collectively referred to as “the asset”) may not be recoverable. Such circumstances include, but are not limited to: | ||||
· a significant decrease in the market price of the asset: | ||||
· a significant change in the extent or manner in which the asset is being used: | ||||
· a significant change in the business climate that could affect the value of the asset: | ||||
· a current period loss combined with projection of continuing loss associated with use of the asset: and | ||||
· a current expectation that, more likely than not, the asset will be sold or otherwise disposed of before the end of its previously estimated useful life. | ||||
Beneficial conversion | ' | |||
Beneficial conversion | ||||
Equity instruments that contain a beneficial conversion feature are recorded as a deemed dividend to the holders of the convertible notes. The deemed dividend associated with the beneficial conversion is calculated as the difference between the fair value of the underlying common stock less the proceeds that have been received for the equity instrument limited to the value received. The beneficial conversion amount is recorded as a deemed dividend or interest expense and an increase to additional paid-in-capital. The beneficial conversion has been fully accreted to the face value of the original loan and interest expense has been recognized. | ||||
Derivative Instruments | ' | |||
Derivative Instruments | ||||
The Company enters into financing arrangements that consist of freestanding derivative instruments or are hybrid instruments that contain embedded derivative features. The Company accounts for these arrangements in accordance with Accounting Standards Codification topic 815, Accounting for Derivative Instruments and Hedging Activities (“ASC 815”) as well as related interpretation of this standard. In accordance with this standard, derivative instruments are recognized as either assets or liabilities in the balance sheet and are measured at fair values with gains or losses recognized in earnings. Embedded derivatives that are not clearly and closely related to the host contract are bifurcated and are recognized at fair value with changes in fair value recognized as either a gain or loss in earnings. The Company determines the fair value of derivative instruments and hybrid instruments based on available market data using appropriate valuation models, considering all of the rights and obligations of each instrument. | ||||
We estimate fair values of derivative financial instruments using various techniques (and combinations thereof) that are considered consistent with the objective measuring fair values. In selecting the appropriate technique, we consider, among other factors, the nature of the instrument, the market risks that it embodies and the expected means of settlement. For less complex derivative instruments, such as freestanding warrants, we generally use the Black-Scholes model, adjusted for the effect of dilution, because it embodies all of the requisite assumptions (including trading volatility, estimated terms, dilution and risk free rates) necessary to fair value these instruments. Estimating fair values of derivative financial instruments requires the development of significant and subjective estimates that may, and are likely to, change over the duration of the instrument with related changes in internal and external market factors. In addition, option-based techniques (such as Black-Scholes model) are highly volatile and sensitive to changes in the trading market price of our common stock. Since derivative financial instruments are initially and subsequently carried at fair values, our income (expense) going forward will reflect the volatility in these estimates and assumption changes. Under the terms of the new accounting standard, increases in the trading price of the Company’s common stock and increases in fair value during a given financial quarter result in the application of non-cash derivative expense. Conversely, decreases in the trading price of the Company’s common stock and decreases in trading fair value during a given financial quarter result in the application of non-cash derivative income. | ||||
Revenue Recognition | ' | |||
Revenue Recognition | ||||
The Company recognizes revenue from the sale of products and services in accordance with the Securities and Exchange Commission Staff Accounting Bulletin No. 104 (“SAB 104”), “Revenue Recognition in Financial Statements.” | ||||
We recognize a sale when the product has been delivered and risk of loss has passed to the customer, collection of the resulting receivable is reasonably assured, persuasive evidence of an arrangement exists, and the fee is fixed or determinable. The assessment of whether the fee is fixed or determinable considers whether a significant portion of the fee is due after our normal payment terms. If we determine that the fee is not fixed or determinable, we recognize revenue at the time the fee becomes due, provided that all other revenue recognition criteria have been met. Also, sales arrangements may contain customer-specific acceptance requirements for both products and services. In such cases, revenue is deferred at the time of delivery of the product or service and is recognized upon receipt of customer acceptance. | ||||
Research and development costs | ' | |||
Research and development costs | ||||
Research and development costs are expensed as they are incurred. Research and development expense was $114,980, $91,803 and $990,325 for the years ended June 30, 2014 and 2013 and from May 19, 2008 (inception) to June 30, 2014, respectively. | ||||
Stock compensation awards | ' | |||
Stock compensation awards | ||||
The Company follows ASC 718 when accounting for stock compensation awards to employees. Compensation cost to employees is based on the stock’s fair value at grant date. The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity – Based Payments to Non-Employees.” Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date. | ||||
Compensation costs, which includes shares issued in exchange for services and options and warrants issued to employees and consultants, valued at fair market value, was $2,155,128 in the year ended June 30, 2014 and $2,745,797 in the year ended June 30, 2013 which was included in operating expenses. Shares and options issued to debt holders had a fair market value of $259,383 and $250,959 for the years ending June 30, 2014 and 2013, respectively. | ||||
Basic and diluted loss per share | ' | |||
Basic and diluted loss per share | ||||
The Company reports basic loss per share in accordance with the ASC 260, “Earnings Per Share”. Basic loss per share is computed using the weighted average number of shares outstanding during the period. Diluted loss per share has not been provided as it would anti-dilutive. Dilution is computed by applying the treasury stock method. The Company incurred a net operating loss for the years ending June 30, 2014 and 2013, therefore dilutive earnings per share is not presented, as it would be anti-dilutive. | ||||
As of June 30, 2014 there were 53,643,169 common stock equivalents of options and warrants outstanding with strike price less than the current fair market value. | ||||
Recently Adopted Accounting Standards | ' | |||
Recently Adopted Accounting Standards | ||||
In June 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-10, which eliminated certain financial reporting requirements of companies previously identified as “Development Stage Entities” (Topic 915). The amendments in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for development stage entities. The amendments also reduce data maintenance and, for those entities subject to audit, audit costs by eliminating the requirement for development stage entities to present inception-to-date information in the statements of income, cash flows, and shareholder equity. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued (public business entities) or made available for issuance (other entities). Upon adoption, entities will no longer present or disclose any information required by Topic 915. The Company will adopt this standard for future reporting periods. | ||||
In May 2014, FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. The revenue recognition standard affects all entities that have contracts with customers, except for certain items. The new revenue recognition standard eliminates the transaction-and industry-specific revenue recognition guidance under current GAAP and replaces it with a principle-based approach for determining revenue recognition. Public entities are required to adopt the revenue recognition standard for reporting periods beginning after December 15, 2016, and interim and annual reporting periods thereafter. Early adoption is not permitted for public entities. The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects of this pronouncement, however it believes that there will be no material effect on the consolidated financial statements. | ||||
In June 2014, FASB issued Accounting Standards Update (ASU) No. 2014-12 Compensation — Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. A performance target in a share-based payment that affects vesting and that could be achieved after the requisite service period should be accounted for as a performance condition under Accounting Standards Codification (ASC) 718, Compensation — Stock Compensation. As a result, the target is not reflected in the estimation of the award’s grant date fair value. Compensation cost would be recognized over the required service period, if it is probable that the performance condition will be achieved. The guidance is effective for annual periods beginning after 15 December 2015 and interim periods within those annual periods. Early adoption is permitted. Management has reviewed the ASU and believes that they currently account for these awards in a manner consistent with the new guidance, therefore there is no anticipation of any effect to the consolidated financial statements. | ||||
In August2014, FASB issued Accounting Standards Update (ASU) No. 2014-15 Preparation of Financial Statements – Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. Under generally accepted accounting principles (GAAP), continuation of a reporting entity as a going concern is presumed as the basis for preparing financial statements unless and until the entity’s liquidation becomes imminent. Preparation of financial statements under this presumption is commonly referred to as the going concern basis of accounting. If and when an entity’s liquidation becomes imminent, financial statements should be prepared under the liquidation basis of accounting in accordance with Subtopic 205-30, Presentation of Financial Statements—Liquidation Basis of Accounting. Even when an entity’s liquidation is not imminent, there may be conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern. In those situations, financial statements should continue to be prepared under the going concern basis of accounting, but the amendments in this Update should be followed to determine whether to disclose information about the relevant conditions and events. The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. The Company will evaluate the going concern considerations in this ASU, however, at the current period, management does not believe that it has met conditions which would subject these financial statements for additional disclosure. | ||||
The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's consolidated financial position, consolidated results of operations or consolidated cash flow. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||
Jun. 30, 2014 | ||||
Summary of Significant Accounting Policies [Abstract] | ' | |||
Schedule of office furniture and office equipment stated at cost less accumulated depreciation | ' | |||
Method | Period | |||
Office furniture | Straight line | 7 years | ||
Office equipment | Straight line | 3 years | ||
Microreactor equipment | Straight line | 10 years | ||
Long_Lived_Assets_Tables
Long Lived Assets (Tables) | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Long-lived Assets [Abstract] | ' | ||||||||
Furniture and equipment | ' | ||||||||
2014 | 2013 | ||||||||
Office equipment | $ | 11,448 | $ | 11,448 | |||||
Office furniture | 1,623 | 1,623 | |||||||
Microreactor | 303,514 | — | |||||||
Total Furniture & Equipment | 316,585 | 13,071 | |||||||
Accumulated depreciation | 20,659 | 13,071 | |||||||
Total Furniture & Equipment, net of Amortization | $ | 295,926 | $ | — | |||||
Licenses | ' | ||||||||
2014 | 2013 | ||||||||
William Marsh Rice University | $ | 40,000 | $ | 40,000 | |||||
University of Arizona | 15,000 | 15,000 | |||||||
Total License | 55,000 | 55,000 | |||||||
Accumulated amortization | 2,750 | — | |||||||
Total Licenses, net of Amortization | $ | 52,250 | $ | 55,000 | |||||
Convertible_debenturtes_Tables
Convertible debenturtes (Tables) | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Convertible Debentures [Abstract] | ' | ||||||||
Schedule of balance of convertible debentures | ' | ||||||||
2014 | 2013 | ||||||||
Convertible debenture issued 2008 | $ | 1,500,000 | $ | 1,500,000 | |||||
Debenture discount | (1,500,000 | ) | (1,500,000 | ) | |||||
Debenture discount amortized | 1,500,000 | 1,500,000 | |||||||
Debenture converted to shares | (1,000,000 | ) | — | ||||||
$ | 500,000 | $ | 1,500,000 | ||||||
2014 | 2013 | ||||||||
Convertible debenture issued 2014 | 400,000 | — | |||||||
Debenture discount | (95,603 | ) | — | ||||||
Debenture discount amortized | 19,920 | — | |||||||
Debenture converted to shares | — | — | |||||||
$ | 324,317 | $ | — | ||||||
Derivatives_and_Fair_Value_Tab
Derivatives and Fair Value (Tables) | 12 Months Ended | ||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||
Derivatives and Fair Value [Abstract] | ' | ||||||||||||||||||||
Schedule of change in fair value of the derivative liability | ' | ||||||||||||||||||||
As of June 30, 2014 | |||||||||||||||||||||
Fair Value Measuring Using | |||||||||||||||||||||
Carrying | |||||||||||||||||||||
Value | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||
Derivative Liabilities | $ | 1,871,337 | - | - | $ | 1,871,337 | $ | 1,871,337 | |||||||||||||
Total Derivative Liabilities | $ | 1,871,337 | - | - | $ | 1,871,337 | $ | 1,871,337 | |||||||||||||
Schedule of changes in fair value, measured on a recurring basis using significant unobservable inputs (Level 3) | ' | ||||||||||||||||||||
Fair Value | |||||||||||||||||||||
Measurements | |||||||||||||||||||||
Using Level 3 | |||||||||||||||||||||
Inputs | |||||||||||||||||||||
Derivative | |||||||||||||||||||||
Liabilities | Totals | ||||||||||||||||||||
Beginning Balance as of July 1, 2013 | $ | 787,000 | $ | 787,000 | |||||||||||||||||
Total (Gains) or Losses (realized/unrealized) Included in Net Loss | 1,084,337 | 1,084,337 | |||||||||||||||||||
Purchases, issuances and Settlements | - | - | |||||||||||||||||||
Transfers in and/or out of Level 3 | - | - | |||||||||||||||||||
Ending Balance at June 30, 2014 | $ | 1,871,337 | $ | 1,871,337 | |||||||||||||||||
Schedule of assumptions were used in the calculation of the derivative liability | ' | ||||||||||||||||||||
June 30, | June 30, | ||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
Weighted Average: | |||||||||||||||||||||
Stock Price | $ | 0.28 | $ | 0.058 | |||||||||||||||||
Strike Price | $ | 0.06 | $ | 0.06 | |||||||||||||||||
Dividend rate | 0 | % | 0 | % | |||||||||||||||||
Risk-free interest rate | 0.71 | % | 1.8 | % | |||||||||||||||||
Expected lives (years) | 0.47 | 0.66 | |||||||||||||||||||
Expected price volatility | 146.7 | % | 134.4 | % | |||||||||||||||||
Forfeiture Rate | 0 | % | 0 | % |
Equity_Transactions_Tables
Equity Transactions (Tables) | 12 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Equity Transactions [Abstract] | ' | |||||||||||||||||||
Schedule of assumptions used in the calculation of warrant and option expense | ' | |||||||||||||||||||
June 30, | June 30, | |||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Weighted Average: | ||||||||||||||||||||
Stock Price | $ | 0.07 - $0.20 | $ | 0.078 | ||||||||||||||||
Strike Price | $ | 0.06 - $0.08 | $ | 0.024 | ||||||||||||||||
Dividend rate | 0 | % | 0 | % | ||||||||||||||||
Risk-free interest rate | 0.71 | % | 1.8 | % | ||||||||||||||||
Expected lives (years) | 5 | 4.695 | ||||||||||||||||||
Expected price volatility | 140.52 | % | 132.85 | % | ||||||||||||||||
Forfeiture Rate | 0 | % | 0 | % | ||||||||||||||||
Schedule of summary of warrants that are issued, outstanding and exercisable | ' | |||||||||||||||||||
Exercise | Expiration | Issued Fiscal Year Ending | Issued Fiscal Year Ending | Issued Fiscal Year Ending | Issued Fiscal Year Ending | |||||||||||||||
Price | Date | 30-Jun-14 | 30-Jun-13 | 30-Jun-12 | 30-Jun-11 | |||||||||||||||
$ | 0.25 | Dec 1, 2010 | - | |||||||||||||||||
$ | 0.1 | Oct 31, 2014 | 2,000,000 | |||||||||||||||||
$ | 0.08 | Sep 23, 2015 | 625,000 | |||||||||||||||||
$ | 0.075 | Nov 4, 2015 | 7,758,331 | |||||||||||||||||
$ | 0.11 | May 18, 2016 | 2,909,089 | |||||||||||||||||
$ | 0.08 | Dec 18, 2014 | 1,000,000 | |||||||||||||||||
$ | 0.08 | Dec 18, 2015 | 1,000,000 | |||||||||||||||||
$ | 0.08 | Oct 12, 2015 | 4,000,000 | |||||||||||||||||
$ | 0.06 | May 22, 2015 | 3,684,667 | |||||||||||||||||
$ | 0.055 | Aug 15, 2015 | 312,500 | |||||||||||||||||
$ | 0.06 | Aug 30, 2015 | 250,000 | |||||||||||||||||
$ | 0.055 | Aug 02, 2014 | 1,250,000 | |||||||||||||||||
$ | 0.062 | Aug 18, 2014 | 687,500 | |||||||||||||||||
$ | 0.06 | Dec 31, 2015 | 5,000,000 | |||||||||||||||||
$ | 0.065 | May 31, 2016 | 113,000 | |||||||||||||||||
$ | 0.06 | May 30, 2019 | 833,334 | |||||||||||||||||
8,446,334 | 7,684,667 | 2,000,000 | 13,292,420 | |||||||||||||||||
Schedule of option activity | ' | |||||||||||||||||||
2009 Plan | 2014 | 2013 | ||||||||||||||||||
Weighted-Average | Weighted-Average | |||||||||||||||||||
Shares | Exercise Price | Shares | Exercise Price | |||||||||||||||||
Shares reserved | 10,000,000 | 10,000,000 | ||||||||||||||||||
Outstanding at beginning of year | 9,200,000 | $ | 0.0628 | 9,200,000 | $ | 0.0628 | ||||||||||||||
Granted | - | - | ||||||||||||||||||
Exercised | - | - | ||||||||||||||||||
Forfeited/cancelled | - | - | ||||||||||||||||||
Outstanding at end of period | 9,200,000 | $ | 0.0628 | 9,200,000 | $ | 0.0628 | ||||||||||||||
Remaining options available to be issued | 800,000 | 800,000 | ||||||||||||||||||
2013 Plan | 2014 | 2013 | ||||||||||||||||||
Weighted-Average | Weighted-Average | |||||||||||||||||||
Shares | Exercise Price | Shares | Exercise Price | |||||||||||||||||
Shares reserved | 60,000,000 | 60,000,000 | ||||||||||||||||||
Outstanding at beginning of year | 22,415,725 | $ | 0.05 | - | $ | |||||||||||||||
Granted | 23,154,415 | 0.0649 | 22,415,725 | 0.05 | ||||||||||||||||
Exercised | - | - | ||||||||||||||||||
Forfeited/cancelled | - | - | ||||||||||||||||||
Outstanding at end of period | 45,570,140 | $ | 0.0577 | 22,415,725 | $ | 0.05 | ||||||||||||||
Remaining options available to be issued | 14,429,860 | 37,584,275 |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||||||||||
Schedule for fiscal year maturities of agreements | ' | ||||||||||||||||
Fiscal | Services | Employment | License | ||||||||||||||
Year | agreements | agreements | agreements | Total | |||||||||||||
2015 | $ | $ | 375,000 | 54,450 | 429,450 | ||||||||||||
2016 | 375,000 | 392,000 | 767,000 | ||||||||||||||
2017 | 375,000 | 848,750 | 1,223,750 | ||||||||||||||
2018 | 187,500 | 2,238,500 | 2,426,000 | ||||||||||||||
2019 | - | 3,938,600 | 3,938,600 | ||||||||||||||
Thereafter | - | 3,938,600 | 3,938,600 | ||||||||||||||
Total | $ | - | $ | 1,312,500 | $ | 11,410,900 | $ | 12,723,400 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Income Taxes [Abstract] | ' | ||||||||
Schedule of provision for refundable federal income tax | ' | ||||||||
30-Jun | June 30 | ||||||||
2014 | 2013 | ||||||||
Federal income tax benefit attributed to: | |||||||||
Current operations | $ | 1,803,000 | $ | 1,668,000 | |||||
Less, change in valuation allowance | (1,803,000 | ) | (1,668,000 | ) | |||||
$ | 0 | $ | 0 | ||||||
Schedule of deferred tax | ' | ||||||||
30-Jun | 30-Jun | ||||||||
2014 | 2013 | ||||||||
Deferred tax asset attributed to: | |||||||||
Net operating loss carryover | 6,914,450 | 5,111,450 | |||||||
Less, change in valuation allowance | (6,914,450 | ) | (5,111,450 | ) | |||||
$ | 0 | $ | 0 | ||||||
Nature_and_Continuance_of_Oper1
Nature and Continuance of Operations (Details Textual) (Agreement and Plan Of Merger and Reorganization, USD $) | 1 Months Ended | |
Nov. 30, 2008 | Jun. 30, 2014 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ' | ' |
Principal amount owed to indemnitor | $34,000 | ' |
Number of share issued | 41,250,000 | ' |
Amount of note payable | $3,500,000 | $3,500,000 |
Shares cancelled by shareholders | 12,000,000 | ' |
Indemnitor | ' | ' |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ' | ' |
Shares cancelled by indemnitor | 40,000,000 | ' |
Nature_and_Continuance_of_Oper2
Nature and Continuance of Operations (Details Textual 1) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Nature and Continuance of Operations [Abstract] | ' | ' |
Deficit accumulated during the development stage | $21,675,292 | $16,372,805 |
Working capital deficit | 3,152,367 | ' |
Substantial additional financing estimated at fiscal 2015 | $3,000,000 | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) | 12 Months Ended |
Jun. 30, 2014 | |
Office furniture | ' |
Property, Plant and Equipment [Line Items] | ' |
Method | 'Straight line |
Period | '7 years |
Office equipment | ' |
Property, Plant and Equipment [Line Items] | ' |
Method | 'Straight line |
Period | '3 years |
Microreactor equipment | ' |
Property, Plant and Equipment [Line Items] | ' |
Method | 'Straight line |
Period | '10 years |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details Textual) (USD $) | 12 Months Ended | 73 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | |
Summary of Significant Accounting Policies [Abstract] | ' | ' | ' |
Term of amortization for deferred finance costs | '3 years | ' | ' |
Research and development expense | $114,980 | $91,803 | $990,325 |
Stock options fair value | 259,383 | 250,959 | ' |
Share-based compensation expense | $2,155,128 | $2,745,797 | ' |
Common stock equivalents from options and warrant issuances | 53,643,169 | ' | 53,643,169 |
Long_Lived_Assets_Details
Long Lived Assets (Details) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Property, Plant and Equipment [Line Items] | ' | ' |
Total Furniture & Equipment | $316,585 | $13,071 |
Accumulated depreciation | 20,659 | 13,071 |
Total Furniture & Equipment, net of Amortization | 295,926 | ' |
Office equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total Furniture & Equipment | 11,448 | 11,448 |
Office furniture | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total Furniture & Equipment | 1,623 | 1,623 |
Microreactor | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total Furniture & Equipment | $303,514 | ' |
Long_Lived_Assets_Details_1
Long Lived Assets (Details 1) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Property, Plant and Equipment [Line Items] | ' | ' |
Total License | $55,000 | $55,000 |
Accumulated amortization | 2,750 | ' |
Total Licenses, net of Amortization | 52,250 | 55,000 |
William Marsh Rice University | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total License | 40,000 | 40,000 |
University Of Arizona | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total License | $15,000 | $15,000 |
Long_Lived_Assets_Details_Text
Long Lived Assets (Details Textual) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Long-lived Assets [Abstract] | ' | ' |
Depreciation expense | $7,588 | $1,160 |
Amortization expense | $2,750 | ' |
Related_Party_Transactions_Det
Related Party Transactions (Detail Textuals) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | ||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2011 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | |
Warrants to be expired on 4th November, 2015 | Warrants to be expired on 4th November, 2015 | Warrants to be expired on 4th November, 2015 | Warrant to be expired on 18th May, 2016 | Warrant to be expired on 22nd Jan, 2018 | Options to be expired on 10th february 2019 | Options to be expired on 6th june 2019 | Options to be expired on 6th june 2019 | |||
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of management fees | $1,010,737 | $1,113,623 | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of accrued salaries | ' | ' | 538,540 | 1,378,360 | ' | ' | 136,586 | ' | 136,586 | 263,687 |
Amount of accrued bonuses | ' | ' | 538,540 | 1,378,360 | ' | ' | ' | ' | ' | ' |
Common stock purchased to issue warrants | ' | ' | ' | 9,374,999 | ' | 1,863,635 | 5,415,725 | 17,071,081 | 6,063,333 | ' |
Exercise price of warrants | ' | ' | ' | $0.08 | $0.08 | $0.11 | $0.05 | $0.06 | $0.08 | ' |
Warrants expiration period | ' | ' | '5 years | '5 years | ' | '5 years | '5 years | '5 years | '5 years | ' |
Number of common stock shares issued | ' | ' | ' | ' | ' | ' | ' | ' | 13,241,667 | 14,540,589 |
Amount recognized in the settlement of debt to related party | $30,898 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related_Party_Transactions_Det1
Related Party Transactions (Details Textuals 1) (USD $) | 12 Months Ended | 73 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2012 | Oct. 31, 2013 | |
Stephen Squires | Stephen Squires | ||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Due to related parties | $784,164 | $1,513,978 | $784,164 | ' | ' |
Operating leases, rent expense | 0 | 11,520 | ' | ' | ' |
Stock issued during period, shares, restricted stock award, gross | ' | ' | ' | 10,000,000 | ' |
Proceeds from related party advances | ' | ' | ' | $270,145 | ' |
Cancellation of restricted common stock shares | ' | ' | ' | ' | 2,000,000 |
Convertible_debenturtes_Detail
Convertible debenturtes (Details) (USD $) | 12 Months Ended | 73 Months Ended | 12 Months Ended | ||||
Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
2008 | 2008 | 2014 | 2014 | ||||
Short-term Debt [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Convertible debenture issued | ' | ' | ' | $1,500,000 | $1,500,000 | $400,000 | ' |
Debenture discount | ' | ' | ' | -1,500,000 | -1,500,000 | -95,603 | ' |
Debenture discount amortized | 19,920 | 992,845 | ' | 1,500,000 | 1,500,000 | 19,920 | ' |
Debenture converted to shares | ' | ' | ' | -1,000,000 | ' | ' | ' |
Convertible debenture, net of discount | $500,000 | $500,000 | ' | $500,000 | $1,500,000 | $324,317 | ' |
Convertible_debenturtes_Detail1
Convertible debenturtes (Detail Textuals 1) (USD $) | 12 Months Ended | 73 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Feb. 06, 2014 | Nov. 04, 2008 | Jun. 30, 2013 | Jun. 30, 2011 | |
Convertible debt | Convertible debt | Convertible debt | Convertible debt | Convertible debt | ||||
Warrant | Warrant | Warrant | ||||||
Affiliate | ||||||||
Short-term Debt [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from convertible debenture issued | $400,000 | ' | $1,900,000 | ' | ' | $1,500,000 | ' | ' |
Number of non-affiliated parties | ' | ' | ' | ' | ' | 3 | ' | ' |
Number of restricted stock issued | ' | ' | ' | ' | ' | 3,525,000 | ' | ' |
Principal amount of debentures | ' | ' | ' | ' | ' | $1,500,000 | ' | ' |
Number of maturing term for debentures | ' | ' | ' | ' | ' | '3 years | ' | ' |
Interest bering rate of debentures per annum | ' | ' | ' | ' | 8.00% | 8.00% | ' | ' |
Number of extension for maturity date of the debentures | ' | ' | ' | ' | ' | ' | ' | '1 year |
Common stock purchased to issue warrants | ' | ' | ' | ' | ' | 2,000,000 | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | ' | ' | ' | $0.10 | ' | ' |
Debenture maturity date | ' | ' | ' | 4-Nov-14 | ' | 4-Nov-11 | 4-Nov-14 | ' |
Convertible_debenturtes_Detail2
Convertible debenturtes (Detail Textuals 2) (USD $) | 12 Months Ended | 73 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||
Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Feb. 06, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Feb. 06, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | |
Mr Squires [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Convertible Debt [Member] | ||||
Discount_components | Warrant [Member] | Warrant [Member] | Maximum [Member] | Minimum [Member] | |||||||
Short-term Debt [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debenture conversion number of shares issued | ' | ' | ' | 20,000,000 | ' | 16,666,667 | 3,525,000 | ' | ' | ' | ' |
Debenture convertion amount | ' | ' | ' | ' | ' | $1,000,000 | $1,155,826 | ' | ' | ' | ' |
Number of discount components | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' |
Discount for the relative fair value of the shares issued | ' | ' | ' | ' | ' | ' | 577,913 | ' | ' | ' | ' |
Beneficial conversion feature on convertible note | 115,603 | 115,603 | ' | ' | ' | 115,603 | 577,913 | ' | ' | ' | ' |
Amortization term for discount | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' |
Conversion price of securities | ' | ' | ' | ' | ' | $0.06 | $0.27 | ' | ' | $0.06 | $0.12 |
Convertible debenture outstanding | 500,000 | 500,000 | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' |
Debenture maturity date | ' | ' | ' | ' | ' | 4-Nov-14 | ' | 31-Jan-16 | ' | ' | ' |
Common stock pledged to debenture holders | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' |
Common stock purchased to issue warrants | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' |
Proceeds from issuance of debt | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' |
Interest bering rate of debentures per annum | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' | ' | ' |
Investor investment cost | ' | ' | ' | ' | 650,000 | ' | ' | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | $0.06 | ' | ' | ' |
Number of warrants exercised | ' | ' | ' | ' | ' | ' | ' | 8,125,000 | ' | ' | ' |
Debt financing cost | ' | -315,000 | ' | ' | ' | ' | ' | ' | 95,603 | ' | ' |
Interest expense | ' | ' | ' | ' | ' | $19,920 | ' | ' | ' | ' | ' |
Derivatives_and_Fair_Value_Det
Derivatives and Fair Value (Details) (USD $) | Jun. 30, 2014 |
Carrying Value | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | $1,871,337 |
Level 1 | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | ' |
Level 2 | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | ' |
Level 3 | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | 1,871,337 |
Total | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | 1,871,337 |
Derivatives Liability | Carrying Value | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | 1,871,337 |
Derivatives Liability | Level 1 | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | ' |
Derivatives Liability | Level 2 | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | ' |
Derivatives Liability | Level 3 | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | 1,871,337 |
Derivatives Liability | Total | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' |
Total Derivatives liabilities | $1,871,337 |
Derivatives_and_Fair_Value_Det1
Derivatives and Fair Value (Details 1) (USD $) | 12 Months Ended |
Jun. 30, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Beginning Balance as of July 1, 2013 | $787,000 |
Total (Gains) or Losses (realized/unrealized) Included in Net Loss | 1,084,337 |
Purchases, issuances and Settlements | ' |
Transfers in and/or out of Level 3 | ' |
Ending Balance at June 30, 2014 | 1,871,337 |
Fair Value Measurements Using Level 3 Inputs - Derivative Liabilities | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Beginning Balance as of July 1, 2013 | 787,000 |
Total (Gains) or Losses (realized/unrealized) Included in Net Loss | 1,084,337 |
Purchases, issuances and Settlements | ' |
Transfers in and/or out of Level 3 | ' |
Ending Balance at June 30, 2014 | $1,871,337 |
Derivatives_and_Fair_Value_Det2
Derivatives and Fair Value (Details 2) (Derivatives Liability, USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Derivatives Liability | ' | ' |
Weighted Average: | ' | ' |
Stock Price | $0.28 | $0.06 |
Strike Price | $0.06 | $0.06 |
Dividend rate | 0.00% | 0.00% |
Risk-free interest rate | 0.71% | 1.80% |
Expected lives (years) | '5 months 19 days | '7 months 28 days |
Expected price volatility | 146.70% | 134.40% |
Forfeiture Rate | 0.00% | 0.00% |
Derivatives_and_Fair_Value_Det3
Derivatives and Fair Value (Detail Textuals) (USD $) | Jul. 01, 2009 |
Derivatives and Fair Value [Abstract] | ' |
Amount of fair value of the derivatives | $495,912 |
Equity_Transactions_Details
Equity Transactions (Details ) (Warrants and Options [Member], USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock Price | ' | $0.08 |
Strike Price | ' | $0.02 |
Dividend rate | 0.00% | 0.00% |
Risk-free interest rate | 0.71% | 1.80% |
Expected lives (years) | '5 years | '4 years 8 months 10 days |
Expected price volatility | 140.52% | 132.85% |
Forfeiture Rate | 0.00% | 0.00% |
Minimum [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock Price | $0.07 | ' |
Strike Price | $0.06 | ' |
Maximum [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock Price | $0.20 | ' |
Strike Price | $0.08 | ' |
Equity_Transactions_Details_1
Equity Transactions (Details 1) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2011 |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Warrants Issued & Outstanding | 8,446,334 | 7,684,667 | 2,000,000 | 13,292,420 |
Warrant expired on 1st December, 2010 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | ' | 0.25 |
Warrants Issued & Outstanding | ' | ' | ' | ' |
Warrant to be expired on 31st October, 2014 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | ' | 0.1 |
Warrants Issued & Outstanding | ' | ' | ' | 2,000,000 |
Warrant to be expired on 23rd September, 2015 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | ' | 0.08 |
Warrants Issued & Outstanding | ' | ' | ' | 625,000 |
Warrants to be expired on 4th November, 2015 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | 0.075 | ' | ' | 0.075 |
Warrants Issued & Outstanding | ' | ' | ' | 7,758,331 |
Warrant to be expired on 18th May, 2016 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | ' | 0.11 |
Warrants Issued & Outstanding | ' | ' | ' | 2,909,089 |
Warrant to be expired on 18th December, 2014 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | 0.08 | ' |
Warrants Issued & Outstanding | ' | ' | 1,000,000 | ' |
Warrant to be expired on 18th December, 2015 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | 0.08 | ' |
Warrants Issued & Outstanding | ' | ' | 1,000,000 | ' |
Warrant to be expired on 12th October, 2015 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | 0.08 | ' | ' |
Warrants Issued & Outstanding | ' | 4,000,000 | ' | ' |
Warrant to be expired on 22 May, 2015 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | 0.06 | ' | ' |
Warrants Issued & Outstanding | ' | 3,684,667 | ' | ' |
Warrant to be expired on 15 August, 2015 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | 0.055 | ' | ' | ' |
Warrants Issued & Outstanding | 312,500 | ' | ' | ' |
Warrant to be expired on 30 August, 2015 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | 0.06 | ' | ' | ' |
Warrants Issued & Outstanding | 250,000 | ' | ' | ' |
Warrant to be expired on 2 August, 2014 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | 0.055 | ' | ' | ' |
Warrants Issued & Outstanding | 1,250,000 | ' | ' | ' |
Warrant to be expired on 18 August, 2014 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | 0.062 | ' | ' | ' |
Warrants Issued & Outstanding | 687,500 | ' | ' | ' |
Warrant to be expired on 31 December, 2015 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | 0.06 | ' | ' | ' |
Warrants Issued & Outstanding | 5,000,000 | ' | ' | ' |
Warrant to be expired on 31 May, 2016 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | 0.065 | ' | ' | ' |
Warrants Issued & Outstanding | 113,000 | ' | ' | ' |
Warrant to be expired on 30 May, 2019 | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | 0.06 | ' | ' | ' |
Warrants Issued & Outstanding | 833,334 | ' | ' | ' |
Equity_Transactions_Details_2
Equity Transactions (Details 2) (USD $) | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2011 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
2009 Plan [Member] | 2009 Plan [Member] | 2013 Plan [Member] | 2013 Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Shares reserved | ' | ' | ' | 10,000,000 | 10,000,000 | 60,000,000 | 60,000,000 |
Shares Outstanding at beginning of year | 9,200,000 | 9,200,000 | 8,950,000 | 9,200,000 | 9,200,000 | 22,415,725 | ' |
Shares Granted | ' | ' | ' | ' | ' | 23,154,415 | 22,415,725 |
Shares Exercised | ' | ' | ' | ' | ' | ' | ' |
Shares Forfeited/cancelled | ' | ' | ' | ' | ' | ' | ' |
Shares Outstanding at end of period | 9,200,000 | 9,200,000 | 8,950,000 | 9,200,000 | 9,200,000 | 45,570,140 | 22,415,725 |
Shares Remaining options available to be issued | ' | ' | ' | 800,000 | 800,000 | 14,429,860 | 37,584,275 |
Weighted-Average Exercise Price Outstanding at beginning of year | $0.06 | $0.06 | $0.06 | $0.06 | $0.06 | $0.05 | ' |
Weighted-Average Exercise Price Granted | ' | ' | ' | ' | ' | $0.06 | $0.05 |
Weighted-Average Exercise Price Outstanding at end of period | $0.06 | $0.06 | $0.06 | $0.06 | $0.06 | $0.06 | $0.05 |
Equity_Transactions_Details_Te
Equity Transactions (Details Textual) (USD $) | 12 Months Ended | 73 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Mar. 31, 2013 | Mar. 29, 2013 | Jan. 31, 2013 | Jan. 20, 2010 | Feb. 28, 2014 | Jan. 31, 2013 | Oct. 31, 2009 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2010 | Jan. 20, 2010 | Mar. 31, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Dec. 31, 2011 | Jun. 30, 2013 | 30-May-14 | Oct. 31, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | 31-May-14 | 30-May-14 | 31-May-14 | 30-May-14 | Aug. 31, 2013 | Aug. 31, 2013 | |
Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Restricted Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | ||||||||
Two service providers | Minimum | Minimum | Maximum | Maximum | Accounts Payable [Member] | Debenture holders | Debenture holders | Debenture holders | Two service providers | Two service providers | Morse And Morse, PLLC [Member] | Morse And Morse, PLLC [Member] | Minimum | Maximum | |||||||||||||||||||||||
Schedule Of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 | 400,000,000 | 400,000,000 | ' | ' | 200,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, par or stated value per share (in dollars per share) | $0.00 | $0.00 | $0.00 | ' | ' | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of options to purchase shares of common stock | ' | ' | ' | ' | 60,000,000 | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common shares issued in exchange for cash (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,083,333 | ' | ' | ' | ' | ' | 21,645,055 | 22,388,375 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Per share amount of common shares issued (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.08 | ' | ' | ' | ' | ' | $0.04 | $0.03 | $0.03 | ' | $0.12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Value of common stock issued in exchange of cash | $830,333 | $632,237 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $21,645 | $22,388 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares issued for services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,500,000 | 4,631,849 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Value of shares issued for services | 902,300 | 269,288 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,500 | 4,632 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair market value of stock at date of grant | ' | 269,288 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 799,732 | ' | ' | ' | ' | 10,305 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock issued in connection with accrued interest on the debentures | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,176,247 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments of accrued interest on debentures | ' | 151,707 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Provisional interest on debentures | 30,378 | 30,374 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued in exchange for accrued salaries (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,415,725 | ' | ' | ' | ' | 13,241,667 | 14,540,589 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued salaries converted into common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 538,540 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair market value of stock at compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,050,000 | ' | ' | ' | ' | ' | 261,192 | ' | ' | ' | ' | 2,495 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for accounts payable, shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 137,400 | ' | ' | ' | ' | 137,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for accounts payable | ' | 7,810 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 137 | ' | ' | ' | ' | 7,810 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants issued to purchase common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,659,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants purchase price per common share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.12 | ' | ' | ' | ' | ' | ' | ' | $0.08 | ' | ' | $0.08 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock warrants attached to common, proceeds allocated | ' | 65,361 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants offered additional paid in capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 199,080 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for employment agreement, shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of option to purchase additional shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock warrants issued | ' | ' | ' | ' | ' | ' | ' | 17,071,081 | ' | 9,200,000 | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | 2,500,000 | 3,684,667 | ' | ' | ' | 2,000,000 | 5,000,000 | ' | 113,000 | ' | 833,334 | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.05 | ' | ' | ' | ' | ' | ' | ' | $0.06 | ' | ' | $0.07 | ' | $0.06 | $0.08 | $0.07 | $0.06 | ' | $0.06 | $0.06 | $0.06 |
Warrant expense | ' | -99,252 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | 9,204 | ' | 64,959 | ' | ' | ' |
Accrued Salaries | ' | ' | ' | ' | ' | ' | ' | 611,275 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation arrangement by share-based payment award, expiration period | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation arrangement by share-based payment award, expiration date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 29-Mar-23 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31-Aug-15 | 22-May-15 | ' | ' | ' | 12-Oct-15 | 31-Dec-15 | 28-Jan-18 | 31-May-16 | ' | 30-May-19 | ' | ' | ' |
Additional warrant issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' |
Value of stock options issued | ' | ' | ' | ' | ' | ' | ' | 136,568 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise period of stock options issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation expense | 2,155,128 | 2,745,797 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 52,790 | 944,317 | ' | 34,703 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of the options using Black Scholes price model | ' | ' | ' | ' | ' | ' | ' | 747,843 | ' | 955,242 | 1,116,260 | 440,840 | ' | ' | 136,200 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares of common stock under stock option plan outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | 7,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in number of shares of common stock under stock option plan outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 60,000,000 | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options as stock based compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 944,317 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Selling price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.02 | ' | $0.06 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for warrants exercised | 43,200 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 880 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for warrants exercised (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 880,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for debenture conversion | 1,000,000 | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,667 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for debenture conversion (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,666,667 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options issued with note payable | 64,929 | ' | 682,432 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for note payable conversion (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,363,654 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued for note payable conversion | 201,820 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,364 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued interest | 1,820 | ' | 1,820 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price of securities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.06 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allocated value of warrants related to debenture | $95,603 | ' | $95,603 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options exercisable price per share | ' | ' | ' | ' | ' | ' | ' | $0.06 | ' | ' | $0.08 | $0.05 | ' | ' | $0.05 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | Jun. 30, 2014 |
Commitment and Contingencies [Line Items] | ' |
2015 | $429,450 |
2016 | 767,000 |
2017 | 1,223,750 |
2018 | 2,426,000 |
2019 | 3,938,600 |
Thereafter | 3,938,600 |
Total | 12,723,400 |
Services agreements | ' |
Commitment and Contingencies [Line Items] | ' |
2015 | ' |
2016 | ' |
2017 | ' |
2018 | ' |
2019 | ' |
Thereafter | ' |
Total | ' |
Employment agreements | ' |
Commitment and Contingencies [Line Items] | ' |
2015 | 375,000 |
2016 | 375,000 |
2017 | 375,000 |
2018 | 187,500 |
2019 | ' |
Thereafter | ' |
Total | 1,312,500 |
License agreements | ' |
Commitment and Contingencies [Line Items] | ' |
2015 | 54,450 |
2016 | 392,000 |
2017 | 848,750 |
2018 | 2,238,500 |
2019 | 3,938,600 |
Thereafter | 3,938,600 |
Total | $11,410,900 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details textuals 1) (License agreements, Solterra Renewable Technologies, Inc, USD $) | 12 Months Ended |
Jun. 30, 2014 | |
Commitment and Contingencies [Line Items] | ' |
Royalties payable due in January 1, 2015 | 29,450 |
Royalties payable due in January 1, 2016 | 217,000 |
Royalties payable due in January 1, 2017 | 648,750 |
Royalties payable due in January 1, 2018 | 2,038,500 |
Royalties payable due in January 1, 2019 | 3,738,600 |
Photovoltaic cells | Minimum | ' |
Commitment and Contingencies [Line Items] | ' |
Percentage of adjusted gross sales | 2.00% |
Photovoltaic cells | Maximum | ' |
Commitment and Contingencies [Line Items] | ' |
Percentage of adjusted gross sales | 4.00% |
Quantum dots | ' |
Commitment and Contingencies [Line Items] | ' |
Percentage of adjusted gross sales | 7.50% |
Commitments_and_Contingencies_3
Commitments and Contingencies (Details textuals 2) (USD $) | 12 Months Ended |
Jun. 30, 2014 | |
Arizona State University Agreement | Solterra Renewable Technologies, Inc | ' |
Commitment and Contingencies [Line Items] | ' |
Royalties, minimum payments, by June 30,2012 | 5,000 |
Royalties, future minimum payments, by December 31, 2013 | 25,000 |
Royalties, future minimum payments, by December 31, 2014 | 50,000 |
Royalties, future minimum payments, by June 30, 2015 | 125,000 |
Royalties, future minimum payments due on each June 30th thereafter | 200,000 |
Patent license agreement with University of Arizona | Solterra Renewable Technologies, Inc | ' |
Commitment and Contingencies [Line Items] | ' |
Period of breach continuation | '60 days |
Patent license agreement with University of Arizona | Solterra Renewable Technologies, Inc | Non-display electronic component applications | ' |
Commitment and Contingencies [Line Items] | ' |
Percentage of sales | 2.00% |
Patent license agreement with University of Arizona | Solterra Renewable Technologies, Inc | Printed electronic displays | ' |
Commitment and Contingencies [Line Items] | ' |
Percentage of sales | 2.50% |
Employment agreements | ' |
Commitment and Contingencies [Line Items] | ' |
Number of agreements | 2 |
Employment agreements | Chief Technology Officer | ' |
Commitment and Contingencies [Line Items] | ' |
Term of agreement | '5 years |
Option agreement | Virginia tech intellectual properties | ' |
Commitment and Contingencies [Line Items] | ' |
Agreement cost | 10,000 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Federal income tax benefit attributed to: | ' | ' |
Current operations | $1,803,000 | $1,668,000 |
Less, change in valuation allowance | -1,803,000 | -1,668,000 |
Income tax expense (benefit), continuing operations | $0 | $0 |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
Deferred tax asset attributed to: | ' | ' |
Net operating loss carryover | $6,914,450 | $5,111,450 |
Less, change in valuation allowance | -6,914,450 | -5,111,450 |
Deferred tax assets, net of valuation allowance | $0 | $0 |
Income_Taxes_Details_Textuals
Income Taxes (Details Textuals) (USD $) | 12 Months Ended |
Jun. 30, 2014 | |
Income Taxes [Abstract] | ' |
Expected rate for cumulative tax effect | 34.00% |
Net operating loss carryover | $6,838,450 |
Operating loss carryforwards, expiration date | 30-Jun-28 |
Subsequent_Events_Detail_Textu
Subsequent Events (Detail Textuals) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | |||||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jul. 15, 2014 | Jul. 31, 2014 | Aug. 31, 2014 | Jul. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | |||
Issuance of shares at exchange rate of 0.21 per share [Member] | Issuance of shares at exchange rate of 0.06 per share [Member] | Issuance of shares at exchange rate of 0.06 per share [Member] | Issuance of shares at exchange rate of 0.23 per share [Member] | Issuance of shares at exchange rate of 0.18 per share [Member] | Issuance of shares at exchange rate of 0.10 per share [Member] | Issuance of shares at exchange rate of 0.067 per share [Member] | Issuance of shares at exchange rate of 0.05 per share [Member] | Issuance of shares at exchange rate of 0.065 per share [Member] | Issuance of shares at exchange rate of 0.13 per share [Member] | Issuance of shares at exchange rate of 0.18 per share [Member] | ||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares Granted | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares issued for cash, shares | ' | ' | ' | 240,385 | 240,000 | 766,667 | 262,034 | 320,000 | 249,999 | 300,000 | 400,000 | 538,462 | 1,617,362 | 138,899 |
Common stock issued for cash | $830,333 | $632,237 | ' | $50,000 | $14,400 | $46,000 | $60,000 | $57,600 | $25,000 | $20,000 | $20,000 | $35,000 | $210,000 | $25,000 |
Common stock issued, per share amount | ' | ' | ' | $0.21 | $0.06 | $0.06 | $0.23 | $0.18 | $0.10 | $0.07 | $0.05 | $0.07 | $0.13 | $0.18 |
Vesting period of stock options | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |