Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2019 | Apr. 20, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | QUANTUM MATERIALS CORP. | |
Entity Central Index Key | 0001403570 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 701,569,276 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 8,735 | $ 478 |
Accounts Receivable | 400 | |
Prepaid expenses and other current assets | 23,525 | 19,191 |
TOTAL CURRENT ASSETS | 32,260 | 20,069 |
Property and equipment, net of accumulated depreciation of $467,354 and $446,095 | 499,670 | 525,509 |
Licenses and patents, net of accumulated amortization of $181,360 and $174,449 | 11,383 | 18,294 |
Intangibles | 650,000 | |
TOTAL ASSETS | 1,193,313 | 563,872 |
CURRENT LIABILITIES | ||
Accounts payable | 1,519,106 | 1,629,741 |
Accrued expenses | 3,620,181 | 1,573,690 |
Accrued salaries | 1,023,151 | 924,957 |
Contract liabilities | 1,197,973 | 500,000 |
Notes payable, net of unamortized discount | 20,000 | 20,000 |
Short term derivative liability | 21,810 | 45,692 |
Current portion of convertible debentures, net of unamortized discount | 2,388,041 | 2,467,106 |
TOTAL CURRENT LIABILITIES | 9,790,262 | 7,161,186 |
Convertible debentures, net of current portion, unamortized discount and debt issuance costs | 128,725 | 135,342 |
TOTAL LIABILITIES | 9,918,987 | 7,296,528 |
Commitments and contingencies (See Note 10) | ||
STOCKHOLDERS' DEFICIT | ||
Common stock, $.001 par value, authorized 750,000,000 shares, 630,310,563 and 583,314,787 issued and outstanding at September 30, 2019 and June 30, 2019, respectively | 630,311 | 583,326 |
Common stock issuable | 707,914 | |
Additional paid-in capital | 49,414,586 | 47,777,681 |
Accumulated deficit | (58,770,571) | (55,801,577) |
TOTAL STOCKHOLDERS' DEFICIT | (8,725,674) | (6,732,656) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 1,193,313 | $ 563,872 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Property and equipment, accumulated depreciation | $ 467,354 | $ 446,095 |
Licenses and patents, accumulated amortization | $ 181,360 | $ 174,449 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 630,310,563 | 583,314,787 |
Common stock, shares outstanding | 630,310,563 | 583,314,787 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||
REVENUES | ||
OPERATING EXPENSES | ||
General and administrative | 1,043,085 | 1,361,732 |
Research and development | 27,212 | 23,087 |
TOTAL OPERATING EXPENSES | 1,070,297 | 1,384,819 |
LOSS FROM OPERATIONS | (1,070,297) | (1,384,819) |
OTHER EXPENSE (INCOME) | ||
Beneficial conversion expense | 16,870 | |
Interest expense, net | 196,915 | 51,085 |
Change in value of derivative liability | (28,712) | 82,162 |
Accretion of debt discount | 2,895 | 90,010 |
Change in value of insufficient shares liability | 1,785,261 | |
Gain on settlement of convertible debentures | (57,662) | |
TOTAL OTHER EXPENSE | 1,898,697 | 240,127 |
NET LOSS | $ (2,968,994) | $ (1,624,946) |
LOSS PER COMMON SHARE Basic and diluted | $ 0 | $ 0 |
WEIGHTED AVERAGE SHARES OUTSTANDING Basic and diluted | 606,938,649 | 471,961,937 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Common Stock [Member] | Common Stock Issuable [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Balances at Jun. 30, 2018 | $ 442,564 | $ 800,131 | $ 42,030,181 | $ (46,844,173) | $ (3,571,297) |
Balances, shares at Jun. 30, 2018 | 442,564,332 | ||||
Common stock issued for cash | 73,900 | 73,900 | |||
Common stock issued for services | $ 3,032 | 43,333 | 118,224 | 164,589 | |
Common stock issued for services, shares | 3,031,375 | ||||
Common stock issued for debenture interest | $ 344 | 20,997 | 21,341 | ||
Common stock issued for debenture interest, shares | 344,055 | ||||
Stock-based compensation | 207,452 | 207,452 | |||
Amortization of stock paid for future services | (98,645) | (98,645) | |||
Beneficial conversion feature of debenture | 16,870 | 16,870 | |||
Allocated value of common stock and warrants related to debenture | 52,765 | 22,437 | 75,202 | ||
Common stock issued in settlement of Derivative Liability | $ 4,517 | 39,652 | 7,608 | 51,777 | |
Common stock issued in settlement of Derivative Liability, shares | 4,516,553 | ||||
Issuance of common stock issuable | $ 513 | (30,800) | 30,287 | ||
Issuance of common stock issuable, shares | 513,333 | ||||
Net loss | (1,624,946) | (1,624,946) | |||
Balances at Sep. 30, 2018 | $ 450,970 | 978,981 | 42,355,411 | (48,469,119) | (4,683,757) |
Balances, shares at Sep. 30, 2018 | 450,969,648 | ||||
Balances at Jun. 30, 2019 | $ 583,326 | 707,914 | 47,777,681 | (55,801,577) | (6,732,656) |
Balances, shares at Jun. 30, 2019 | 583,314,787 | ||||
Common stock issued for services | $ 15,069 | (128,968) | 350,489 | 236,590 | |
Common stock issued for services, shares | 15,068,772 | ||||
Common stock issued for debenture interest | $ 282 | 8,188 | 8,470 | ||
Common stock issued for debenture interest, shares | 282,348 | ||||
Common stock issued for debenture conversions | $ 21,916 | (578,946) | 757,789 | 200,759 | |
Common stock issued for debenture conversions, shares | 21,926,474 | ||||
Common stock issued for purchase of Capstan | $ 9,719 | 268,221 | 277,939 | ||
Common stock issued for purchase of Capstan, shares | 9,718,182 | ||||
Stock-based compensation | 37,336 | 37,336 | |||
Amortization of stock paid for future services | (214,882) | (214,882) | |||
Issuance of common stock issuable | $ 277,940 | ||||
Issuance of common stock issuable, shares | 9,718,182 | ||||
Net loss | (2,968,994) | $ (2,968,994) | |||
Balances at Sep. 30, 2019 | $ 630,311 | $ 49,414,586 | $ (58,770,571) | $ (8,725,674) | |
Balances, shares at Sep. 30, 2019 | 630,310,563 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (2,968,994) | $ (1,624,946) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 31,745 | 31,870 |
Amortization of debt issuance costs, stock paid for interest, and debt discount | 84,526 | |
Stock-based compensation | 37,336 | 207,452 |
Stock issued for services | 452,228 | 670,370 |
Stock issued for interest | 8,470 | |
Beneficial conversion feature | 16,870 | |
Change in fair value of derivative liability | (28,712) | 82,162 |
Change in value of insufficient shares liability | 1,785,261 | |
Gain on debt extinguishment | (57,662) | |
Loss on disposal of fixed asset | 8,064 | |
Accretion of debt discount and warrant expense | 2,850 | 90,010 |
Effects of changes in operating assets and liabilities: | ||
Accounts receivable | 400 | |
Prepaid expenses and other current assets | (4,335) | (6,939) |
Accounts payable and accrued expenses | (208,834) | 335,182 |
Contract liabilities | 697,973 | |
NET CASH USED IN OPERATING ACTIVITIES | (159,684) | (184,090) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of property and equipment | (7,059) | |
NET CASH USED IN INVESTING ACTIVITIES | (7,059) | |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from issuance of common stock | 83,900 | |
Proceeds from issuance of convertible debentures / promissory note | 175,000 | 100,000 |
Proceeds from issuance of note payable | 20,000 | |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 175,000 | 203,900 |
NET DECREASE IN CASH | 8,257 | 19,810 |
CASH AND CASH EQUIVALENTS, beginning of period | 478 | 2,025 |
CASH AND CASH EQUIVALENTS, end of period | $ 8,735 | $ 21,835 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | NOTE 1 – BASIS OF PRESENTATION Nature of Operations Quantum Materials Corp., a Nevada corporation, and its wholly owned subsidiaries, QMC HealthID Inc. and Solterra Renewable Technologies, Inc. (collectively referred to as the “Company”) are headquartered in San Marcos, Texas. The Company is a nanotechnology company specializing in the design, development, production and supply of quantum dots, including tetrapod quantum dots, a high-performance variant of quantum dots, and highly uniform nanoparticles, using its patented automated continuous flow production process. Quantum dots and other nanoparticles are expected to be increasingly utilized in a range of applications in the life sciences, television and display, solid state lighting, solar energy, battery, security ink, and sensor sectors of the market. QMC HealthID Inc is specifically focused on providing a complete point of care testing solution that leverages the Company’s distributed ledger technology utilizing the QMC HealthID application and platform which is currently being developed with a quantum dot enabled point of care lateral flow test platform. Key uncertainties and risks to the Company include, but are not limited to, if and how quickly various industries adopt and fully embrace quantum dot technology and technological changes, including those developed by the Company’s competitors, rendering the Company’s technology uncompetitive or obsolete. This also includes achieving Federal Drug Administration approval and emergency use authorization for medical tests that diagnose Covid-19 and other diagnostic purposes. Sequencing The Company has adopted a sequencing policy under Accounting Standards Codification (“ASC”) 815-40-35 Derivatives and Hedging (“ASC 815”) whereby in the event that reclassification of contracts from equity to assets or liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares as a result of certain securities convertible or exchangeable for a potentially indeterminable number of shares, shares will be allocated on the basis of the earliest issuance date of potentially dilutive instruments, with the earliest grants receiving the first allocation of shares. Pursuant to ASC 815, issuances of securities to the Company’s employees or directors are not subject to the sequencing policy. Asset Purchase Agreement with Capstan Platform, Inc. On August 6, 2019, the Company completed the asset purchase under an agreement (the “Capstan Purchase Agreement”) of the distributed ledger technology assets of Capstan Platform, Inc. (“Capstan”) for a purchase price of $650,000 which is payable in common shares or cash. The company issued 9,718,182 common shares during the three months ended September 30, 2019 and an additional 3,527,337 common shares were issued during March 2021 in connection with this asset purchase and 6,095,535 remain issuable at the date of this filing. As a part of the Capstan Purchase Agreement the Company paid $67,000 to settle existing debt to certain creditors held by Capstan. In addition, the Company recorded $650,000 of intangible software assets acquired in the purchase. At the date of this filing the software platform is still under construction and no amortization of such assets has been recorded. Contract Liabilities The Company issued advanced billings to Amtronics India LLC related to its exclusive license and development agreement related to the production of quantum dots in Assam, India (“License Agreement”), which have been recorded as contract liabilities on the condensed consolidated balance sheets and will be recognized as revenue in accordance with ASU 2014-09 Revenue from Contracts with Customers (Topic 606) As of September 30, 2019, and 2018 contract liabilities were $1,197,973 and $500,000, respectively. In November 2018, the Company entered into a license and development agreement with Amtronics India LLC related to the volume production of quantum dots in Assam, India. The agreement is part of a larger project for the design, training, research and development of a quantum dot manufacturing facility in Assam. This project has been under discussion for nearly three years. A ground-breaking ceremony took place in Assam on January 16, 2019, and the Company anticipated operations being established and operational prior to year-end 2019. In addition to an upfront fee and royalty, the agreement provides for the Company to sell equipment and training services, which the Company expects will provide additional revenues. The project was delayed due to historic flooding in the region during 2019 and 2020. The project was and continues to be delayed due to the severe Covid-19 outbreak and subsequent quarantine occurring throughout India. Construction on the project has resumed and planning for a new timeline has begun. The Company believes that the terms of the licensing agreement will enable the Company to begin to leverage its intellectual property portfolio and to begin generating revenues without overburdening the Company’s scientific staff in a manner that would disrupt new discovery. The other participants in the Assam project have the responsibility of, among other things, developing the site, constructing the facilities and hiring staff. The Company has agreed to construct and supply the proprietary equipment, assisting in the development and scale up of the 3 rd Going Concern The Company recorded losses from continuing operations in the current period presented and has a history of losses. As of September 30, 2019, the Company had a working capital deficit of $9,758,002 and net cash used in operating activities was $159,684 for the three months ended September 30, 2019. The ability of the Company to continue as a going concern is dependent upon its ability to reverse negative operating trends, obtain revenues from operations, raise additional capital, and/or obtain debt financing. In conjunction with anticipated revenue streams, management is currently negotiating equity and debt financing, the proceeds from which would be used to settle outstanding debts, to finance operations, and for general corporate purposes. We are continuing our plan to further grow and expand operations and seek sources of capital to pay our contractual obligations as they come due. Management believes that its current operating strategy will provide the opportunity for us to continue as a going concern as long as we are able to obtain additional financing; however, there is no assurance this will occur. The accompanying consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern. The accompanying unaudited consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary if the Company is unable to continue as a going concern. Basis of Presentation: Use of Estimates: Revenue Recognition: Title and risk of loss generally pass to our customers upon shipment. In limited circumstances where either title or risk of loss pass upon destination, we defer revenue recognition until such events occur. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. Standalone selling prices are typically estimated based on observable transactions when these services are sold on a standalone basis. For the three months ended September 30, 2019 and 2018 our revenue was immaterial. Financial Instruments: Cash and Cash Equivalents: The Company considers any highly liquid short-term investments purchased with a maturity of three months or less to be cash equivalents. Property and Equipment: Furniture and fixtures 7 years Computers and software 3 years Machinery and equipment 3 - 10 years Licenses and Patents: Debt Issuance Costs: Earnings per Share: Derivative Instruments: Accounting for Derivative Instruments and Hedging Activities”, The Company estimates 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, the Company considers, 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, the Company generally uses the Black-Scholes model, adjusted for the effect of dilution, because it embodies all 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 the Company’s common stock. Since derivative financial instruments are initially and subsequently carried at fair values, income (expense) going forward will reflect the volatility in these estimates and assumption changes. 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. Fair value measurements: Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases, which updates guidance on accounting for leases. The update requires that a lessee recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. Similar to current guidance, the update continues to differentiate between finance leases and operating leases; however, this distinction now primarily relates to differences in the manner of expense recognition over time and in the classification of lease payments in the statement of cash flows. The standards update is effective for interim and annual periods after December 15, 2018 with early adoption permitted. Entities are required to use a modified retrospective adoption, with certain relief provisions, for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements when adopted. We adopted this standard effective July 1, 2019 and it did not have a material impact on our condensed consolidated financial statements. In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. The amendment provides guidance on accounting for the impact of the Tax Cuts and Jobs Act (the “Tax Act”) and allows entities to complete the accounting under ASC 740 within a one-year measurement period from the Tax Act enactment date. This standard is effective upon issuance. The Tax Act has several significant changes that impact all taxpayers, including a transition tax, which is a one-time tax charge on accumulated, undistributed foreign earnings. The Company adopted the guidance effective July 1, 2018. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In May 2017, the FASB issued ASU 2017-09, Compensation – Stock Compensation (Topic 718) – Scope of Modification Accounting. Pronouncements Yet To Be Adopted In December 2019, the FASB issued ASU No . Simplifying the Accounting for Income Taxes (Topic 740) In November 2019, the FASB issued ASU 2019-08, Compensation - Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606): Codification Improvements - Share-based Consideration Payable to a Customer In August 2020, the FASB issued ASU 2020-06, “ Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, In June 2016, the FASB issued Accounting Standards Update 2016-13 “Financial Instruments-Credit Losses” Management does not believe that any other recently issued, but not yet effective, accounting standard if currently adopted would have a material effect on the accompanying condensed consolidated financial statements. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 2 – PROPERTY AND EQUIPMENT Property and equipment consisted of the following: September 30, June 30, 2019 2019 (unaudited) Furniture and fixtures $ 3,502 $ 3,502 Computers and software 17,007 11,447 Machinery and equipment 946,515 956,655 967,024 971,604 Less: accumulated depreciation 467,354 446,095 Total property and equipment, net $ 499,670 $ 525,509 Depreciation expense for the three months ended September 30, 2019 and 2018 was $24,834 and $25,006, respectively. |
Intangibles
Intangibles | 3 Months Ended |
Sep. 30, 2019 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Intangibles | NOTE 3 – INTANGIBLES Internally Developed Software In July 2019, the Company acquired certain intellectual property consisting of in-process research and development software and recorded $650,000 to Intangibles on the condensed consolidated balance sheets as of September 30, 2019. The aggregate purchase price paid in connection with the asset purchase was $650,000. At closing, the Company issued 9,718,182 of shares of our common stock with a fair market value of $277,940, and a note payable of $372,060 to the sellers. The note payable is payable in cash or shares of the Company’s common stock. Subsequent to the closing, the Company issued 3 ,527,337 common shares in March 2021 and remain issuable at the date of this filing. The software consists of Licenses and Patents The Company maintains certain patents and licenses which are key to maintaining and enhancing our competitive position in the growing nanomaterials market. Licenses and patents are stated at cost. Amortization is computed on the straight-line basis over the estimated useful life of five years. The table below sets forth our license and patents as of September 30, 2019 and June 30, 2019. September 30, 2019 June 30, 2019 (unaudited) William Marsh Rice University $ 40,000 $ 40,000 University of Arizona 15,000 15,000 Bayer acquired patents 137,743 137,743 192,743 192,743 Less: accumulated amortization 181,360 174,449 Total licenses and patents, net $ 11,383 $ 18,294 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value of Financial Instruments | NOTE 4 – FAIR VALUE OF FINANCIAL INSTRUMENTS The Company follows Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2011-04 “Fair Value Measurement” This guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Hierarchical levels, as defined in this guidance and directly related to the amount of subjectivity associated with the inputs to fair valuations of these assets and liabilities are as follows: Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 – Valuations based on unobservable inputs reflecting management’s assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. As of September 30, 2019, and June 30, 2019, the fair value of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, approximates book value due to the short maturity of these instruments. Based upon borrowing rates currently available to the Company for loans with similar terms, the carrying value of its debt obligations approximates fair value. As of September 30, 2019, and June 30, 2019, the Company held no investments. The Company hired an independent resource to value its derivative liability as follows (unaudited): Fair Value Table Balance at September 30, 2019 Quoted Prices in Active Markets for Identical Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Derivative liability $ 21,810 $ - $ - $ 21,810 Liability for insufficient shares - 2,497,955 - 2,497,955 $ 21,810 $ 2,497,955 $ - $ 2,519,765 Level Three Roll-forward Derivative Liability Total Balance June 30, 2019 $ 45,692 $ 45,692 Addition of derivative liabilities 50,522 50,522 Settlement of derivative liabilities (45,692 ) (45,692 ) Change in fair value (28,712 ) (28,712 ) Balance September 30, 2019 $ 21,810 $ 21,810 |
Debentures
Debentures | 3 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debentures | NOTE 5 – DEBENTURES The following table sets forth activity associated with the convertible and non-convertible debentures: September 30, June 30, Debenture 2019 2019 Reference (unaudited) Convertible debentures issued in September 2014 $ 25,050 $ 25,050 A Convertible debentures issued in April - June 2016 1,060,716 1,218,772 B Convertible debenture issued in August 2016 200,000 200,000 B Convertible debentures issued in January - March 2017 60,000 60,000 C Convertible promissory notes issued in March 2017 222,350 222,350 D Convertible debenture issued in June 2017 - 100,000 E Convertible debenture issued in July 2017 100,000 100,000 F Convertible debenture issued in September 2017 150,000 150,000 G Convertible debenture issued in November 2017 27,000 27,000 H Convertible debenture issued in December 2017 75,000 75,000 I Convertible debenture issued in February 2018 45,000 45,000 J Convertible debentures issued in March 2018 65,000 65,000 K Convertible debentures issued in April 2018 100,000 60,000 L Convertible debentures issued in April 2018 70,000 70,000 M Convertible debentures issued in April 2018 20,000 20,000 N Convertible debentures issued in June 2018 - 40,000 O Convertible debentures issued in July 2018 45,000 45,000 P Convertible debentures issued in August 2018 30,000 30,000 Q Convertible debentures issued in September 2018 25,000 25,000 R Convertible debentures issued in December 2018 52,000 52,000 S Non-convertible debentures issued in July 2019 175,000 - T 2,547,116 2,630,172 Less: unamortized discount 30,351 27,724 2,516,765 2,602,448 Less: current portion 2,388,041 2,467,106 Total convertible debentures, net of current portion $ 128,725 $ 135,342 A) September 2014 Convertible Debenture Between September 16, 2014 and October 28, 2014, the Company entered into Convertible Debenture Agreements to obtain a total of $500,050 in gross proceeds from five non-affiliated parties (collectively hereinafter referred to as the “Debenture Holders”). The Debentures have terms of five years maturing between September 16, 2019 and October 30, 2019. The Debentures bear interest at the rate of 6% per annum and are pre-payable by the Company at any time without penalty. The Debenture Holders have the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.15 per share at any date and will receive an equal number of warrants having a strike price of $0.30 per share and a term of five years. None of the Debentures were converted into common shares during the three months ended September 30, 2019. As of the date of this filing the notes are past due. Interest expense for the three months ended September 30, 2019 and 2018 was $384 and $384, respectively. As of September 30, 2019 and June 30, 2018, $25,050 of principal was outstanding. B) April – June, August, October and November 2016 Convertible Debentures During the fourth quarter of the year ended June 30, 2017, the Company sold 1,565 Units for total proceeds of $1,565,000 from three affiliated and fourteen non-affiliated parties. In August 2016 the Company sold 200 additional Units for total proceeds of $200,000 and sold $50,000 in proceeds in October 2016. Each Unit consists of a $1,000 Unsecured Convertible Promissory Note (each, a “Note”) and a warrant to purchase 4,166 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) at a purchase price of $0.15 per share (each, a “Warrant”) over a period of five years. The Notes which were issued at face value have a maturity of two years from the date of issuance, bear interest at the rate of 8% per annum and are convertible into unregistered and restricted shares of Common Stock at $0.12 per-share, subject to normal and customary adjustments including (a) any subdivisions, combinations and classifications of the Common Stock; or (b) any payment, issuance or distribution by the Company to its stockholders of (i) a stock dividend, (ii) debt securities of the Company, or (iii) assets (other than cash dividends payable out of earnings or surplus in the ordinary course of business). The conversion price also is subject to a full ratchet adjustment upon the Company’s issuance of Common Stock, warrants, or rights to purchase Common Stock or securities convertible into Common Stock for a consideration per share which is less than the then applicable conversion price of the Notes excluding Common Stock and options issued to officers, directors, and employees of the Company, except for the exercise or conversion of existing convertible securities of the Company. The conversion price was reset to $0.012 per share in June 2018 as a result of a triggering event. In accounting for the convertible debentures, the Company allocated the fair value of the warrants to the proceeds received in the amount of $609,595, recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, two years. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019, and 2018, of $2,564 and $2,564, respectively. Interest expense for the three months ended September 30, 2019, and 2018, of $24,881 and $26,067, respectively. During the years ended June 30, 2018 and 2017, $455,000 and $285,000 of principal was converted into 3,791,666 and 2,375,000 shares of common stock, respectively. As of September 30, 2019 and June 30, 2019, $1,260,716 and $1,418,772 of principal was outstanding, respectively. Maturities totaling $825,000 of principal have been extended for one year until March and April of 2019. As of the date of this filing the notes are past due. C) January-March 2017 Convertible Debentures During the third quarter of the year ended June 30, 2017, the Company sold 2,600 Units for total proceeds of $260,000 from five non-affiliated parties. Each Unit consists of a $1,000 Unsecured Convertible Promissory Note (each, a “Note”) and a warrant to purchase 4,166 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) at a purchase price of $0.15 per share (each, a “Warrant”) over a period of five years. The Notes which were issued at face value have a maturity of two years from the date of issuance, bear interest at the rate of 8% per annum and are convertible into unregistered and restricted shares of Common Stock at $0.12 per-share, subject to normal and customary adjustments including (a) any subdivisions, combinations and classifications of the Common Stock; or (b) any payment, issuance or distribution by the Company to its stockholders of (i) a stock dividend, (ii) debt securities of the Company, or (iii) assets (other than cash dividends payable out of earnings or surplus in the ordinary course of business). The conversion price also is subject to a full ratchet adjustment upon the Company’s issuance of Common Stock, warrants, or rights to purchase Common Stock or securities convertible into Common Stock for a consideration per share which is less than the then applicable conversion price of the Notes excluding Common Stock and options issued to officers, directors, and employees of the Company, except for the exercise or conversion of existing convertible securities of the Company. In evaluating the accounting treatment of this anti-dilution feature, the Company believes that is has control over whether the anti-dilution feature will be exercised. The Company is able to decide on which type of financing is raised, and thus the Company can prevent the issuance of shares at a price below the anti-dilution strike price. The number of Warrants and exercise price is proportionately adjustable for events including subdivisions, combinations or consolidations, reclassifications, exchanges, mergers, and reorganizations. In accounting for the convertible debentures, the Company allocated the fair value of the warrants to the proceeds received in the amount of $73,250, recorded as debt discount and is amortized using the effective interest rate method over the life of the loans, two years. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $2,595 and $1,547, respectively. During the year ended June 30, 2018, $200,000 of these debentures converted into 1,666,667 shares of common stock. Interest expense for the three months ended September 30, 2019 and 2018 of $2,085 and $1,210, respectively. As of September 30, 2019 and June 30, 2019, $60,000 of principal was outstanding. As of the date of this filing the notes are past due. D) March 2017 Convertible Promissory Notes In March 2017, the Company entered into Convertible Promissory Notes with SBI Investment LLC, 2014-1 (“SBI”) and L2 Capital, LLC (“L2 Capital”) to obtain $285,000 in gross proceeds. In connection with the first funding tranche, SBI and L2 received 253,525 and 760,576 common stock warrants, respectively, exercisable at $0.13 per share through March 28, 2022. At each subsequent funding to the first tranche, the Company will issue to each of SBI and L2 Capital warrants to purchase 50% of the total amount of each tranche funded plus the applicable original issue discount, divided by the lesser of (i) the closing bid of the common stock on March 29, 2017 and (ii) the closing bid price of the common stock on the funding date of each respective tranche. The promissory notes have a term of six months from the issuance date and bear interest at the rate of 6% per annum. The promissory notes are not pre-payable by the Company without penalty. The promissory notes are convertible into unregistered and restricted shares of Common Stock only if there is an Event of Default as defined in the notes. In March 2017, the Company entered into an equity purchase agreement (“Eloc”) with SBI and L2 Capital, allowing them to purchase up to $5,000,000 of the Company’s common stock. As consideration for SBI and L2 Capital, the Company agreed to pay SBI and L2 Capital commitment fees of $63,000 and $147,000, respectively. These commitment fees were issued in the form of promissory notes, which bear interest at 8% per annum and have mature nine months from the date of issuance. The promissory notes are convertible into unregistered and restricted shares of Common Stock only if there is an Event of Default as defined in the notes. In accounting for the convertible promissory note, the Company allocated the fair value of the warrants to the proceeds received in the amount of $86,673, recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, eight months. The Company also recorded original issue discount (“OID”) of $31,850 as debt discount and is amortized using the effective interest rate method over the life of the loan, eight months. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and June 30, 2019 of $0. Interest expense for the three months ended September 30, 2019 and 2018 of $3,811 and $0, respectively. As of September 30, 2019, and June 30, 2019, $222,350 of principal was outstanding, respectively. During the year ended June 30, 2018, the Company paid $319,500 of principal. As of the date of this filing the notes are past due. E) June 2017 Convertible Debenture In June 2017, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $100,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $100,000. The Note Holder received 250,000 common stock warrants exercisable at $0.12 per share through June 15, 2020. The promissory note has a term of six months maturing on December 16, 2017 and stipulates a one-time interest charge of eight percent (8%) shall be applied on the issuance date to the principal. The maturity date of the Note was extended to May 1, 2018 in an extension agreement dated April 6, 2018. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the Company allocated the fair value of the warrants to the proceeds received in the amount of $54,340, recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, six months. Interest expense was recorded for the three months ended September 30, 2019 and 2018 of $0. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $0. In July 2019, the debenture and interest payable were converted to 6,136,363 shares of common stock. F) July 2017 Convertible Debenture In July 2017, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $100,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $100,000. The Note Holder received 1,000,000 shares of common stock and 250,000 common stock warrants exercisable at $0.12 per share through September 11, 2000. The promissory note has a term of six months maturing on December 16, 2017 and stipulates a interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to May24, 2018 in an extension agreement dated April 6, 2018. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the Company allocated the fair value of the warrants to the proceeds received in the amount of $19,010 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, six months. The Company recognized a fair value of the common shares issued at $100,000. The Company recorded a debenture discount of $53,876 and a beneficial conversion expense of $45,544. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $0. As of September 30, 2019, and June 30, 2019, $100,000 of principal was outstanding. In May 2018 the maturity date was extended to February 1, 2019. As of the date of this filing the note is past due. Interest expense for the three months ended September 30, 2019 and 2018 was $17,066 and $0, respectively. G) September 2017 Convertible Debenture In September 2017, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $150,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $150,000. The Note Holder received 1,650,000 shares of common stock and 375,000 common stock warrants exercisable at $0.12 per share through September 11, 2000. The promissory note has a term of six months maturing on March 26, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to February 1, 2019 in an extension agreement dated May 2018. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the Company allocated the fair value of the warrants to the proceeds received in the amount of $19,420 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, six months. The Company recognized a fair value of the common shares issued at $165,000. The Company recorded a debenture discount of $82,720 and a beneficial conversion expense of $45,219. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $0. As of September 30, 2019, and June 30, 2019, $150,000 of principal was outstanding. In May 2018 the maturity date was extended to February 1, 2019. As of the date of this filing the note is past due. Interest expense for the three months ended September 30, 2019 and 2018 was $21,100 and $0. H) November 2017 Convertible Debenture In November 2017, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $27,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $27,000. The Note Holder received 416,600 common stock warrants exercisable at $0.15 per share through November 7, 2022. The promissory note has a term of 24 months maturing on November 13, 2019 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the Company allocated the fair value of the warrants to the proceeds received in the amount of $8,310 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, 24 months. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $845 and $780, respectively. Interest expense for the three months ended September 30, 2019 and 2018 of $552 and $552, respectively. As of September 30, 2019 and June 30, 2019, $27,000 of principal was outstanding. As of the date of this filing the note is past due. I) December 2017 Convertible Debenture In December 2017, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $75,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $75,000. The Note Holder received 1,000,000 shares of common stock and 250,000 common stock warrants exercisable at $0.12 per share through December 27, 2020. The promissory note has a term of 6 months maturing on June 30, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to March 30, 2019 in an extension agreement dated June 2018. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the company recorded a beneficial conversion expense of $16,176 and the Company allocated the fair value of the warrants to the proceeds received in the amount of $41,175 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, six months. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $0. Interest expense for the three months ended September 30, 2019 and 2018 of $16,924 and $0, respectively. As of September 30, 2019 and June 30, 2019, $75,000 of principal was outstanding. As of the date of this filing the note is past due. J) February 2018 Convertible Debenture In February 2018, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $45,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $45,000. The Note Holder received 1,500,000 shares of common stock and 500,000 common stock warrants exercisable at $0.12 per share through December 27, 2020. The promissory note has a term of 6 months maturing on August 8, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to February 8, 2019 in an extension agreement dated August 2018. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the company recorded a beneficial conversion expense of $9,046 and the Company allocated the fair value of the warrants to the proceeds received in the amount of $31,546 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, six months. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $0 and $6,761, respectively. Interest expense for the three months ended September 30, 2019 and 2018 of $12,738 and $0, respectively. As of September 30, 2019 and June 30, 2019, $45,000 of principal was outstanding. As of the date of this filing the note is past due. K) March 2018 Convertible Debenture In March 2018, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $30,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $30,000. The Note Holder received 1,500,000 shares of common stock and 500,000 common stock warrants exercisable at $0.12 per share through March 6, 2021. The promissory note has a term of 6 months maturing on August 8, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to March 6, 2019 in an extension agreement dated August 2018. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the company recorded a beneficial conversion expense of $6,625 and the Company allocated the fair value of the warrants to the proceeds received in the amount of $23,374 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, six months. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $0 and $8,677, respectively. Interest expense for the three months ended September 30, 2019 and 2018 of $11,804 and $0, respectively was recognized. As of September 30, 2019 and June 30, 2018, $30,000 of principal was outstanding. As of the date of this filing the note is past due. In March 2018, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $35,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $35,000. The Note Holder received 1,500,000 shares of common stock and 500,000 common stock warrants exercisable at $0.12 per share through March 23, 2021. The promissory note has a term of six months maturing on September 23, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to March 23, 2019 in an extension agreement dated September 2018. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the company recorded a beneficial conversion expense of $8,702 and the Company allocated the fair value of the warrants to the proceeds received in the amount of $26,298 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, six months. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $0 and $12,254, respectively. Interest expense for the three months ended September 30, 2019 and 2018 of $12,562 and $0. As of September 30, 2019 and June 30, 2018, $35,000 of principal was outstanding. As of the date of this filing the note is past due. L) April 2018 Convertible Debenture In April 2018, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $60,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $100,000. The Note Holder received 2,000,000 shares of common stock and 1,000,000 common stock warrants exercisable at $0.12 per share through April 26, 2021. The promissory note has a term of approximately 6 months maturing on November 1, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to May 1, 2019 in an extension agreement dated September 2018. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the company recorded a beneficial conversion expense of $6,175 and the Company allocated the fair value of the warrants to the proceeds received in the amount of $41,175 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, six months. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $0 and $20,673, respectively. Interest expense for the three months ended September 30, 2019 and 2018 of $16,673 and $0, respectively was recognized. As of September 30, 2019 and June 30, 2019, $100,000 and $60,000, respectively, of principal was outstanding. As of the date of this filing the note is past due. M) April 2018 Convertible Debenture In April 2018, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $70,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $70,000. The Note Holder received 1,000,000 shares of common stock and 200,000 common stock warrants exercisable at $0.12 per share through April 25, 2021. The promissory note has a term of 2 years maturing on April 25, 2020 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the company recorded a beneficial conversion expense of $0 and the Company allocated the fair value of the warrants to the proceeds received in the amount of $31,188 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, 2 years. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $3,991 and $3.685, respectively. Interest expense for the three months ended September 30, 2019 and 2018 of $1,431 and $2,458 was recognized, respectively. As of September 30, 2019 and June 30, 2019, $70,000 of principal was outstanding. In July of 2020, the Company entered into an extension agreement with the Note Holder to extend the maturity date of the note to April 2022. N) April 2018 Convertible Debenture In April 2018, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $20,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $20,000. The Note Holder received 1,166,660 common stock warrants exercisable at $0.15 per share through April 25, 2023. The promissory note has a term of 2 years maturing on April 19, 2020 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The promissory note is pre-payable by the Company at any time without penalty. The Note Holder has the right of conversion into unregistered and restricted shares of Common Stock at a conversion price of $0.12 per share at any date. The promissory note includes piggyback registration rights and the Company shall include on the next registration statement it files with the SEC all shares issuable upon conversion of the note. In accounting for the convertible promissory note, the company recorded a beneficial conversion expense of $4,384 and the Company allocated the fair value of the warrants to the proceeds received in the amount of $14,384 recorded as debt discount and is amortized using the effective interest rate method over the life of the loan, 2 years. The Company recognized accretion of debt discount expense for the three months ended September 30, 2019 and 2018 of $1,851 and $1,709, respectively. Interest expense for the three months ended September 30, 2019 and 2018 of $409 and $724 was recognized, respectively. As of September 30, 2019 and June 30, 2019, $20,000 of principal was outstanding. As of the date of this filing the note is past due. O) June 2018 Convertible Debenture In June 2018, the Company entered into a Securities Purchase Agreement and Convertible Promissory Note to obtain $40,000 in gross proceeds from a non-affiliated party (collectively hereinafter referred to as the “Note Holder”) in exchange for a convertible promissory note in the principal amount of $40,000. The Note Holder received 2,000,000 shares of common stock and 1,000,000 common stock warrants exercisable at $0.12 per share through June 7, 2021. The promissory note has a ter |
Notes Payable
Notes Payable | 3 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Notes Payable | NOTE 6 – NOTES PAYABLE Promissory Note In September 2018, the Company issued a promissory note secured by the Company’s CEO for $20,000 with interest rate of 6%, maturing on March 9, 2019. The note is convertible into the Company’s common stock, at the lenders discretion, at a rate of $.04 per share, with warrants to purchase an equal amount of stock. Interest expense for the three months ended September 30, 2019 and 2018 was $0 and $69, respectively. As of September 30, 2019 and June 30, 2019, $20,000 of principal was outstanding. |
Equity Transactions
Equity Transactions | 3 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Equity Transactions | NOTE 7 – EQUITY TRANSACTIONS Common Stock On August 6, 2019, the Company purchased the distributed ledger technology assets of Capstan Platform, Inc. for $650,000 payable in common shares or cash. The company issued 9,718,182 and 3,527,337 common shares during August 2019 and March 2021, respectively, and 6,095,535 remain issuable at the date of this filing. The number of shares issued is determined by using a five-day average, prior to the date of issuance, of our common stock closing price. During the three months ending September 30, 2019 the aggregate fair value of the 9,718,182 issued in such period was $277,940. The remaining amount due to the seller as of September 30, 2019 of $372,060 has been recorded in accrued expenses. See Note 1 – “Basis of Presentation” for additional information. During the three months ended September 30, 2019, the Company issued 15,068,772 shares for $365,558 in consulting services, $128,968 of which was accrued at June 30, 2019. During the three months ended September 30, 2019, the Company issued 282,348 shares of common stock at the fair market value of $8,470 for payment of debenture interest. During the three months ended September 30, 2019, the Company issued 21,926,474 shares of common stock at the fair market value of $779,705 for payment of debenture conversions of which $578,946 was accrued at June 30, 2019. During the three months ended September 30, 2019, the Company amortized a market value of $214,882 of stock paid for future services. In total, the Company has recorded a fair market value of $457,792 for common stock payable to accrued expenses as of September 30, 2019. Stock Warrants A summary of activity of the Company’s stock warrants for the three months ended September 30, 2019 is presented below (unaudited): Weighted Weighted Average Weighted Average Remaining Average Aggregate Exercise Number of Contractual Grant Date Intrinsic Price Warrants Term in Years Fair Value Value Balance as of June 30, 2019 0.10 44,913,101 1.83 0.08 $ - Expired - - - - - Granted 0.030 700,000 2.79 0.030 - Exercised - - - - - Cancelled 0.12 (250,000.00 ) - 0.12 - Vested and exercisable as of September 30, 2019 $ 0.10 45,363,101 1.64 $ 0.08 $ - Outstanding warrants at September 30, 2019 expire during the period October 2019 to December 2023 and have exercise prices ranging from $0.03 to $0.30, valued at $4,696,468. These warrants are issued for salary conversions of employees and consultants, and the origination warrants related to debentures. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | NOTE 8 – STOCK-BASED COMPENSATION The Company follows FASB Accounting Standards Codification (“ASC”) 718 “Compensation — Stock Compensation” 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 increased to 10,000,000 shares in December 2009 and approved by stockholders in January 2010. The Plan provides for the direct issuance of common stock and the grant of incentive and non-incentive stock options. As of September 30, 2018, 9,200,000 options have been granted, with terms ranging from five to ten years, and 800,000 have been cancelled leaving a balance of 8,400,000 of options outstanding. During the three months ended September 30, 2019, we issued 1,500,000 shares of restricted stock out of the plan, leaving 100,000 options or grants available for grant under the plan. In March 2012, 3,500,000 stock options, with a term of five years, were granted outside of a stock option plan. In March 2017, the term of these options was extended for an additional five years. In June 2016, and 2017, 6,000,000 and 17,000,000 stock options, with a term of ten years, were granted, respectively, outside of a stock option plan, and 3,000,000 shares were cancelled, leaving a balance of 23,500,000 outstanding outside of a defined option plan. 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 increased to 60,000,000 shares in March 2013 and approved by stockholders in March 2013. The Plan provides for the direct issuance of common stock and the grant of incentive and non-incentive stock options. As of September 30, 2019, 72,653,473 options have been granted, with terms ranging from five to ten years, 3,325,000 have been exercised and 18,886,559 have been cancelled, and 50,441,914 remain outstanding. On February 17, 2016, the Shareholders approved the 2015 Employee Benefit and Consulting Services Compensation Plan covering 15,000,000 shares. The Plan provides for the direct issuance of common stock and the grant of incentive and non-incentive stock options. As of September 30, 2019, 4,900,000 options have been granted with a term of five years, and 1,625,000 have been cancelled leaving a balance outstanding of 3,275,000 options. Incentive Stock Options: A summary of the activity of the Company’s stock options for the three months ended September 30, 2019 is presented below (unaudited): Weighted Weighted Weighted Average Average Average Number of Remaining Optioned Aggregate Exercise Optioned Contractual Grant Date Intrinsic Price Shares Term in Years Fair Value Value Balance as of June 30, 2019 $ 0.07 109,908,433 3.93 $ 0.09 $ - Expired - - - - - Granted - - - - - Exercised - - - - - Cancelled - - - - - Balance as of September 30, 2019 $ 0.07 109,908,433 3.37 $ 0.09 $ - Vested and exercisable as of September 30, 2019 $ 0.07 106,158,433 3.37 $ 0.09 $ - Outstanding options at September 30, 2019, expire during the period October 2019 to June 2026 and have exercise prices ranging from $0.02 to $0.17. Compensation expense associated with stock options for the three months ended September 30, 2019 and 2018 was $37,366 and $207,452 respectively and was included in general and administrative expenses in the condensed consolidated statements of operations. At September 30, 2019, the Company had 3,750,000 shares of nonvested stock option awards. The total cost of nonvested stock option awards which the Company had not yet recognized was $32,387. Such amounts are expected to be recognized in the current year. |
Loss Per Share
Loss Per Share | 3 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Loss Per Share | NOTE 9 – LOSS PER SHARE The Company follows ASC 260, “Earnings Per Share”, The following table sets forth the computation of basic and diluted loss per share (unaudited): Three Months Ended September 30, 2019 2018 Net loss $ (2,968,994 ) $ (1,624,946 ) Weighted average common shares outstanding: Basic and diluted 606,938,649 471,961,937 Basic and diluted loss per share $ (0.00 ) $ (0.00 ) |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 10 - COMMITMENTS AND CONTINGENCIES Agreement with University of Arizona Solterra entered into an exclusive Patent License Agreement with the University of Arizona (“UA”) in July 2009. On March 3, 2017, Solterra entered into an amended license agreement with UA. Pursuant to UA License Agreement, as amended, Solterra is obligated to pay minimum annual royalties of $50,000 by June 30, 2017, $125,000 by September 15, 2017 and $200,000 on each June 30th thereafter, subject to adjustments for increases in the consumer price index. Such minimum royalty payments shall be credited against royalties due in each respective royalty year, July 1 to June 30, following the due date. 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. The UA License Agreements and subsequent amendments have been filed on Form 8-K and are incorporated by reference herein. The Company is in the process of renegotiating the minimum royalty commitments and while oral modifications have been agreed to a final amendment has not been finalized. As of September 30, 2019, no royalties have been accrued for this obligation. Agreement with Texas State University The Company entered into a Service Agreement with Texas State University (“TSU”) by which the Company occupies certain office and lab space at TSU’s STAR Park (Science Technology and Advanced Research) Facility. The agreement is month-to-month and can be terminated with 60-days written notice of either party. Operating Leases The Company leases certain office and lab space under a month-to-month operating lease agreement. Rental expense for the operating lease for the three months ended September 30, 2019 and 2018 was $24,407 and $18,864, respectively. |
Litigation
Litigation | 3 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation | NOTE 11 — LITIGATION The Company was served in Hays County, Texas in a complaint for breach of contract in February 2017. In April 2017, the Company settled this complaint for $129,000 payable over a four-month period. As of the filing date of this Form 10-K, the balance in arrears is approximately $53,000 plus interest and other charges which has been accrued at June 30, 2019. The Company repaid $237,300 in principal plus interest to L2 Capital LLC and $101,700 plus interest to SBI Investments LLC on September 30, 2017, and $149,555 plus interest to L2 Capital LLC and $64,095 plus interest to SBI Investments LLC on November 3, 2017, respectively. CAUSE NUMBER 17-2033; Hays County, Texas Two lenders, SBI Investments LLC, 2014-1, and L2 Capital, LLC, asked the Company’ transfer agent, Empire Stock Transfer, Inc., to set aside fifty-million (50,000,000) shares of stock as collateral for four loan agreements the Company had entered into in late March 2017. This joint request occurred despite the fact that or about September 30, 2017 Quantum had repaid $339,000 (plus accrued interest of $10,170) on two of the loans. Subsequently, in November 2017, the Company also repaid $213,650 and $8,636 of accrued interest on two of the remaining loans on their due dates. Quantum filed suit for an injunction to stop the release of the stock on September 28, 2017. The two lenders, SBI Investments LLC, 2014-1 (SBI), and L2 Capital, LLC (L2), hired the national law firm of K&L Gates to stop the injunction; problematically, this same firm had previously represented the Company. The Company filed a motion to disqualify the law firm for that conflict, and they subsequently withdrew. SBI and L2, with new counsel, and Cleveland Terrazas PLLC, brought suit against the Company on October 10, 2017 for $1.5 million on the four notes that had been repaid and were not in actual default, though SBI Investments LLC, 2014-1, and L2 Capital, LLC claimed technical defaults. The court in Hays County granted the Company’s temporary injunction and set the full case for trial. The next day, SBI Investments LLC, 2014-1, and L2 Capital, LLC dismissed their suit against the Company and refiled similar actions in Kansas and Florida on the notes claiming that one note was paid on a Monday when it was due on a Sunday, demanding late payment in stock (they refused cash), and another was paid on a Friday when it was due Saturday, claiming a pre-payment penalty. All three suits are related to the same transactions. The lenders claimed 140% interest, attorney’s fees, 20 million shares of stock, and damages. The case has been dismissed as of the date of this report. CAUSE NUMBER: 17CV06093; Johnson County, Kansas The Kansas lawsuit, instituted on October 30, 2017, is based on the same nucleus of facts. The putative default is the failure to properly and timely file a Form S-1 with the SEC. Three causes of action are alleged: the first is breach of contracts regarding the Registration Rights Agreement against the Company; the second claim is for breach of contract of the first L2 promissory note against the Company; the final claim is for breach of contract regarding the second L2 promissory note against both the Company and Stephen Squires, individually. The claims against Squires individually were abandoned. Trial was conducted October 13 th The Company denies all the above-mentioned allegations and will vigorously defend all claims. CAUSE NUMBER: 2017-025283-CA-01; Miami-Dade County, Florida The Florida lawsuit, instituted on October 30, 2017, largely mirrors the suit in Kansas; defaults are alleged as follows: On July 6, 2017, the Company filed a revised Form 10-Q/A report (the Report) with the SEC, restating its financial statements. In comparison to the unrestated financial statement previously filed by the Company, SBI alleged that the Revised Report materially and adversely affects SBI’s rights with respect to the notes, constituting a breach of each of the notes. Furthermore, because each note contains a cross-default clause, SBI alleged that each of the Company’s breaches of a specific note also constituted a breach of every other note. On July 27, 2017, the Company’s auditor resigned, and the Company replaced its auditor without seeking or obtaining the consent of SBI. SBI alleged that this replacement of the Company’s auditor constituted a breach of the SBI notes, and because each note contains a cross-default clause, of every other note. The Company denies all of the above-mentioned allegations and will vigorously defend all claims. The case was reheard in late March 2018 and a 45-day continuance was decided resulting in an April 30, 2018 rehearing. After a day of litigation in San Marcos, the Company’s motion to enjoin L2 and SBI and prevent them from obtaining stock before a full trial on the merits was granted on October 27, 2017, by Judge Gary Steel. L2 and SBI objected to the injunction and appealed to the Third Court of Appeals in Austin, TX. On March 8, 2018, in a unanimous opinion, the Third Court of Appeals denied the appeal, sustained the injunction in favor of the Company and awarded costs of court. On March 29, 2018, at a discovery hearing, wherein the Company asked the court to order L2 and SBI to produce evidence to support their positions, L2 and SBI requested and received a stay of litigation, postponing the trial date of April 2018, which they had previously requested, and also postponing discovery until rulings in Florida and Kansas, or until further order of the court. The court also announced that when Florida and Kansas have spoken, discovery will be expedited. A jurisdiction hearing for the Florida case on August 15, 2018 resulted in the lawsuit being dismissed and a hearing is scheduled in Kansas in April 2019. The Company expects to be successful in the L2 and SBI litigation. The ultimate outcome is not determinable and as such, no liability has been recorded for this contingent liability at September 30, 2019. CAUSE NUMBER: PSC190273; Riverside California Edward James Schloss file a complaint against Quantum Materials Corp and Solterra alleging financial elder abuse, fraud, breach of written contract, breach of oral contract, constructive termination, retaliation, failure to pay wages, waiting time penalties, failure to permit inspection of employee records, unfair competition, intentional infliction of emotional distress and failure to indemnify employee expenses. Mr. Schloss was a former officer and later a contractor to the company after his dismissal and is owed fees. The Company expects to be successful in the litigation. The ultimate outcome is not determinable and as such, no liability has been recorded for this contingent liability at September 30, 2019. CAUSE NUMBER: 19-2774; Hays County Texas This litigation filed November 12, 2019 in Hays County (San Marcos) alleged misappropriation of trade secrets and related claims based on Quantum Material Corp’s (“QMC” or “Company”) hiring of a previous employee of the Plaintiff (Practice Interactive, Inc. d/b/a Intiva Health “Intiva”). Intiva initiated the case by securing a no-notice temporary restraining order against the Company and the employee (“Hartigan”). At a temporary injunction trial in December 2019, the court granted a limited injunction against Hartigan and found no basis to enjoin the Company. The court set the bond at $50,000: Intiva never took action to post the bond; thus the injunction never went into effect. The order also set the case for trial in July 2021. Although the plaintiff only recently proposed a discovery and trial schedule, no discovery has occurred. The parties filed a Rule 11 Agreement on December 15, 2020. CAUSE NUMBER: 18-2393; Hays County, Texas The current litigation with K&L Gates was pending before the Texas Supreme Court. It was awaiting a ruling to determine if the strong opinion at the 3rd Court of Appeals in Austin in favor of Quantum Materials will be reversed. The state Supreme Court on Oct 15, 2020 declined to take the interlocutory appeal. The case has now been sent back to Hays County for a jury trial. Quantum Materials retained K&L Gates (“Gates”) on a myriad of issues. As part of that representation, a lawyer from Gates sat in on confidential board meetings and participated in the company’s most important negotiations, including but not limited to a new contract with the founder and former CEO, Steve Squires, to become CEO again. Gates billed a very substantial fee in a very short period of time. Over $300,000. Before negotiations occurred on what Squires believed to be an excessive bill, SBI Investments and L2, creditors of Quantum Materials, demanded that the transfer agent, Empire Stock Transfer, transfer huge amounts of stock as collateral for loans. Quantum Materials sued Empire to prevent this transfer, first winning a Temporary Restraining Order, then a Temporary Injunction, and finally, after an appeal to the 3rd Court of Appeals in Austin, an appellate victory. Before that appellate victory and before the Injunction trial, K&L Gates entered an appearance for SBI Investments and L2, even though they were still under contract with Quantum Materials as intervenors. Quantum Materials objected and raised objections to their firm, entering an appearance against them. K&L Gates forced substantial research, and briefs to be filed before withdrawing before the Temporary Injunction trial. (see TRO, TI order, appellate opinion.) Either K&L Gates shared all information with their “new” client, to the disadvantage of their “old” client, a duty under full disclosure, or they didn’t share. Gates claimed that the contract with Quantum Materials waived all conflicts. Following up on the actions begun by Gates on behalf of SBI Investments and L2, the suit by Gates against Quantum Materials was dismissed in Texas, and another law firm sued Quantum Materials in both Florida and Kansas. In Florida, the case was ultimately dismissed, and legal fees were ordered to be paid to Quantum Materials. Much of the Kansas case has been dismissed, but the balance is set to be tried in Kansas in October. (see the report on Kansas case.) Ultimately, Quantum Materials sued K&L Gates for fiduciary violations and Deceptive Trade Practices and other claims (see suit), and Gates filed a counterclaim for its $300,000 in alleged fees. Gates filed an action to dismiss the case, called a “SLAPP” action, and after a hearing on the merits in Hays County, lost. Gates then appealed to the 3rd court of appeals in Austin, and after briefing and oral argument, again lost. Gates has now appealed its most recent defeat to the Texas Supreme Court. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Sep. 30, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | NOTE 12 – SUPPLEMENTAL CASH FLOW INFORMATION The following is supplemental cash flow information: The following is supplemental disclosure of non-cash investing and financing activities (unaudited): Three Months Ended September 30, 2019 2018 Cash paid for interest $ 179,109 $ - Cash paid for income taxes $ - $ - Three Months Ended September 30, 2019 2018 Conversion of debentures, and accrued interest into shares of common stock $ 285,564 $ 21,342 Allocated value of common stock and warrants issued with convertible debentures $ - $ 75,202 Derivative liability issued with convertible debentures $ 15,530 $ - Stock issued for purchase of intangible assets $ 277,940 $ - Accrued expenses for intangible assets $ 372,060 Stock issued for amounts in accounts payable $ - $ 61,255 Prepaid expense paid in shares of common stock $ - $ 164,588 |
Transactions with Affiliated Pa
Transactions with Affiliated Parties | 3 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Transactions with Affiliated Parties | NOTE 13 – TRANSACTIONS WITH AFFILIATED PARTIES At September 30, 2019 and 2018, the Company had accrued salaries payable to executives in the amount of $793,151 and $593,075, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 14 - SUBSEQUENT EVENTS Debentures Issuances During November 2019, the company issued five convertible debentures for $175,000 with a one-year term at 8% annual interest accompanied by warrants to purchase 1,309,665 common shares at fair market value with a five-year term. During the three months ended March 31, 2020, the company issued five convertible debentures for $ 2,145,000 with a one-year to two-year term at 8% annual interest accompanied by warrants to purchase 1,838,964 common shares at fair market value with a five-year term. During the three months ended June 30, 2020, under the Small Business Administration (“SBA”), the Company received proceeds the Paycheck Protection Program (“PPP”) loan. These loans are forgiven if used for payroll, payroll benefits, including health insurance and retirement plans, as well as certain rent payments, leases, and utility payments, which are limited to 40% of the loan proceeds, all of which if paid within either 8 weeks or 24 weeks of the receipt of the loan proceeds. At the time of this filing, we have been funded for $147,300 in loans. At the time of this filing, we anticipate having a significant amount of this loan forgiven, however the forgiveness application process is not yet complete. If a portion of these loans are not forgiven, the unqualified portion is to be repaid over 5 years, accruing interest at 1% per annum. During the three months ended June 30, 2020, the company issued five convertible debentures for $ 150,000 with a one-year term at 8% annual interest accompanied by warrants to purchase 3,750,000 common shares at fair market value with a five-year term. During the three months ended September 30, 2020, the company issued seven convertible debentures for $525,000 with a one-year term at 8% annual interest accompanied by warrants to purchase 8,035,725 common shares at fair market value with a five-year term. During the three months ended December 31, 2020, the company issued three convertible debentures for $ 3,000,000 with a one-year term at 8% annual interest which were subsequently converted into a two convertible notes payable in March 2021 for a total of $7,500,000 as part of the Pasaca Capital investment transactions. During February 2020, the company entered into a marketing consulting and distribution agreement with QMVT Vertical Markets, LLC to assist in building a marketing and sales force to operate in parallel with Research and development at Quantum Materials Corp. To move forward along with this effort, QMVT invested a total of $2 million in two convertible notes with a 2-year term at 8% interest and convertible into 66 million shares of common stock. On January 26, 2021, Quantum Materials Corp. (the “Company”) and Pasaca Capital Inc. (“Pasaca”) entered into a Securities Purchase and Financing Agreement (the “Purchase Agreement”). Pursuant to the terms of the Purchase Agreement, at the first closing, Pasaca will convert three previously issued promissory notes made by the Company payable to Pasaca and loan to the Company an additional $1,500,000 pursuant to a certain Secured Convertible Promissory Note (the “Convertible Note”) made by the Company payable to Pasaca in the principal amount of $4,500,000 (the “Senior Note”). The Senior Note is convertible into 154,228,625 shares of the Company’s common stock (the “Note Shares”). At the second closing, Pasaca will purchase common stock of the Company (“Common Stock”) in an amount such that, after such purchase and the conversion of the Senior Note into the Note Shares, Pasaca will own fifty-one percent (51.0%) of the fully diluted common stock of the Company. The purchase price for the Common Stock to be sold in the second closing is $10,500,000. Pasaca will also have the right to appoint three members to the Company’s Board of Directors. Both the first and second closing are subject to numerous contingencies, as set forth in the Purchase Agreement. In March 2021, the Purchase Agreement was amended and the original notes were revised into two notes. The first Convertible Note dated March 8, 2021 made by the Company payable to Pasaca in the principal amount of $3,450,000. The note is convertible into 118,241,945 shares of the Company’s common stock with a conditional maturity date of June 8, 2021. The second Convertible Note dated March 9, 2021 made by the Company payable to Pasaca in the principal amount of $2,750,000 The note is convertible into 94,250,826 shares of the Company’s common stock with a conditional maturity date of June 9, 2021. Also as set forth on January 26, 2021, the Company and Pasaca entered into a Registration Rights Agreement (the “Registration Rights Agreement”). Pursuant to the terms of the Registration Rights Agreement, holders of twenty percent of the total shares of Note Shares and Common Stock issued pursuant to the Purchase Agreement (the “Registrable Shares”) shall have the right to require the Company to register at least thirty percent of such shares for sale on Form S-1 of Form S-3 under the Securities Act of 1933, as amended (the “33 Act”). In addition, holders of ten percent of the Registrable Securities shall have the right to require the Company to register such shares for sale on Form S-3 under the 33 Act. The Registration Rights Agreement also provides for piggy-back registration rights. Pursuant to the Registration Rights Agreement, should the Company determine to issue new equity securities of the Company, or securities convertible into equity securities of the Company, it must offer such new securities to Pasaca and/or its assigns. Also, on January 26, 2021, the Company and Pasaca entered into a Distribution Agreement (the “Distribution Agreement”). Pursuant to the terms of the Distribution Agreement, the Company appointed Pasaca to act as an independent distributor to resell and distribute the Company’s Quantum Dots and QMC HealthID products. Under the Distribution Agreement, Pasaca guaranteed that the Company would receive cumulative gross royalties and/or gross sales, licensing or other revenues under the Distribution Agreement of no less than $15,000,000, over the period including 2020 and continuing until twelve months after the Company has completed development of a functioning product integrating the QMC HealthID IP and Innova Medical Group’s products. Pasaca has the right to extend the revenue period by up to twenty-four months upon payment of advance royalties. At the date of this report, we have drawn $7,250,000 in advance draws, and these accrued interest at 8% until the date of conversion. Common Share Issuances During the first three months of calendar year 2021, the company issued 3,333,333 shares due from a subscription agreement entered into during 2019, 2,133,333 in exchange for legal fees payable, 3,527,337 shares in exchange for asset purchase and 2,081,017 shares in exchange for exercise of warrants. Also, subsequent to September 30, 2019, the company issued 59,728,063 shares related to the conversion of eleven outstanding debentures totaling $680,000 in principal and $320,000 interest common shares. In addition, the Company issued 422,297 shares in exchange for exercise of warrants. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Quantum Materials Corp., a Nevada corporation, and its wholly owned subsidiaries, QMC HealthID Inc. and Solterra Renewable Technologies, Inc. (collectively referred to as the “Company”) are headquartered in San Marcos, Texas. The Company is a nanotechnology company specializing in the design, development, production and supply of quantum dots, including tetrapod quantum dots, a high-performance variant of quantum dots, and highly uniform nanoparticles, using its patented automated continuous flow production process. Quantum dots and other nanoparticles are expected to be increasingly utilized in a range of applications in the life sciences, television and display, solid state lighting, solar energy, battery, security ink, and sensor sectors of the market. QMC HealthID Inc is specifically focused on providing a complete point of care testing solution that leverages the Company’s distributed ledger technology utilizing the QMC HealthID application and platform which is currently being developed with a quantum dot enabled point of care lateral flow test platform. Key uncertainties and risks to the Company include, but are not limited to, if and how quickly various industries adopt and fully embrace quantum dot technology and technological changes, including those developed by the Company’s competitors, rendering the Company’s technology uncompetitive or obsolete. This also includes achieving Federal Drug Administration approval and emergency use authorization for medical tests that diagnose Covid-19 and other diagnostic purposes. |
Sequencing | Sequencing The Company has adopted a sequencing policy under Accounting Standards Codification (“ASC”) 815-40-35 Derivatives and Hedging (“ASC 815”) whereby in the event that reclassification of contracts from equity to assets or liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares as a result of certain securities convertible or exchangeable for a potentially indeterminable number of shares, shares will be allocated on the basis of the earliest issuance date of potentially dilutive instruments, with the earliest grants receiving the first allocation of shares. Pursuant to ASC 815, issuances of securities to the Company’s employees or directors are not subject to the sequencing policy. |
Asset Purchase Agreement with Capstan Platform, Inc. | Asset Purchase Agreement with Capstan Platform, Inc. On August 6, 2019 the Company completed the asset purchase under an agreement (the “Capstan Purchase Agreement”) of the distributed ledger technology assets of Capstan Platform, Inc. (“Capstan”) for a purchase price of $650,000 which is payable in common shares or cash. The company issued 9,718,182 common shares during the three months ended September 30, 2019 and an additional 3,527,337 common shares were issued during March 2021 in connection with this asset purchase and 6,095,535 remain issuable at the date of this filing. As a part of the Capstan Purchase Agreement the Company paid $67,000 to settle existing debt to certain creditors held by Capstan. In addition, the Company recorded $650,000 of intangible software assets acquired in the purchase. At the date of this filing the software platform is still under construction and no amortization of such assets has been recorded. |
Contract Liabilities | Contract Liabilities The Company issued advanced billings to Amtronics India LLC related to its exclusive license and development agreement related to the production of quantum dots in Assam, India (“License Agreement”), which have been recorded as contract liabilities on the condensed consolidated balance sheets and will be recognized as revenue in accordance with ASU 2014-09 Revenue from Contracts with Customers (Topic 606) As of September 30, 2019, and 2018 contract liabilities were $1,197,973 and $500,000, respectively. In November 2018, the Company entered into a license and development agreement with Amtronics India LLC related to the volume production of quantum dots in Assam, India. The agreement is part of a larger project for the design, training, research and development of a quantum dot manufacturing facility in Assam. This project has been under discussion for nearly three years. A ground-breaking ceremony took place in Assam on January 16, 2019, and the Company anticipated operations being established and operational prior to year-end 2019. In addition to an upfront fee and royalty, the agreement provides for the Company to sell equipment and training services, which the Company expects will provide additional revenues. The project was delayed due to historic flooding in the region during 2019 and 2020. The project was and continues to be delayed due to the severe Covid-19 outbreak and subsequent quarantine occurring throughout India. Construction on the project has resumed and planning for a new timeline has begun. The Company believes that the terms of the licensing agreement will enable the Company to begin to leverage its intellectual property portfolio and to begin generating revenues without overburdening the Company’s scientific staff in a manner that would disrupt new discovery. The other participants in the Assam project have the responsibility of, among other things, developing the site, constructing the facilities and hiring staff. The Company has agreed to construct and supply the proprietary equipment, assisting in the development and scale up of the 3 rd |
Going Concern | Going Concern The Company recorded losses from continuing operations in the current period presented and has a history of losses. As of September 30, 2019, the Company had a working capital deficit of $9,758,002 and net cash used in operating activities was $159,684 for the three months ended September 30, 2019. The ability of the Company to continue as a going concern is dependent upon its ability to reverse negative operating trends, obtain revenues from operations, raise additional capital, and/or obtain debt financing. In conjunction with anticipated revenue streams, management is currently negotiating equity and debt financing, the proceeds from which would be used to settle outstanding debts, to finance operations, and for general corporate purposes. We are continuing our plan to further grow and expand operations and seek sources of capital to pay our contractual obligations as they come due. Management believes that its current operating strategy will provide the opportunity for us to continue as a going concern as long as we are able to obtain additional financing; however, there is no assurance this will occur. The accompanying consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern. The accompanying unaudited consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary if the Company is unable to continue as a going concern. |
Basis of Presentation | Basis of Presentation: |
Use of Estimates | Use of Estimates: |
Revenue Recognition | Revenue Recognition: Title and risk of loss generally pass to our customers upon shipment. In limited circumstances where either title or risk of loss pass upon destination, we defer revenue recognition until such events occur. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. Standalone selling prices are typically estimated based on observable transactions when these services are sold on a standalone basis. For the three months ended September 30, 2019 and 2018 our revenue was immaterial. |
Financial Instruments | Financial Instruments: |
Cash and Cash Equivalents | Cash and Cash Equivalents: The Company considers any highly liquid short-term investments purchased with a maturity of three months or less to be cash equivalents. |
Property and Equipment | Property and Equipment: Furniture and fixtures 7 years Computers and software 3 years Machinery and equipment 3 - 10 years |
Licenses and Patents | Licenses and Patents: |
Debt Issuance Costs | Debt Issuance Costs: |
Earnings Per Share | Earnings per Share: |
Beneficial Conversion | Beneficial Conversion: |
Derivative Instruments | Derivative Instruments: Accounting for Derivative Instruments and Hedging Activities”, The Company estimates 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, the Company considers, 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, the Company generally uses the Black-Scholes model, adjusted for the effect of dilution, because it embodies all 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 the Company’s common stock. Since derivative financial instruments are initially and subsequently carried at fair values, income (expense) going forward will reflect the volatility in these estimates and assumption changes. 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. |
Fair Value Measurements | Fair value measurements: |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases, which updates guidance on accounting for leases. The update requires that a lessee recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. Similar to current guidance, the update continues to differentiate between finance leases and operating leases; however, this distinction now primarily relates to differences in the manner of expense recognition over time and in the classification of lease payments in the statement of cash flows. The standards update is effective for interim and annual periods after December 15, 2018 with early adoption permitted. Entities are required to use a modified retrospective adoption, with certain relief provisions, for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements when adopted. We adopted this standard effective July 1, 2019 and it did not have a material impact on our condensed consolidated financial statements. In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. The amendment provides guidance on accounting for the impact of the Tax Cuts and Jobs Act (the “Tax Act”) and allows entities to complete the accounting under ASC 740 within a one-year measurement period from the Tax Act enactment date. This standard is effective upon issuance. The Tax Act has several significant changes that impact all taxpayers, including a transition tax, which is a one-time tax charge on accumulated, undistributed foreign earnings. The Company adopted the guidance effective July 1, 2018. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In May 2017, the FASB issued ASU 2017-09, Compensation – Stock Compensation (Topic 718) – Scope of Modification Accounting. |
Pronouncements Yet to be Adopted | Pronouncements Yet To Be Adopted In December 2019, the FASB issued ASU No . Simplifying the Accounting for Income Taxes (Topic 740) In November 2019, the FASB issued ASU 2019-08, Compensation - Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606): Codification Improvements - Share-based Consideration Payable to a Customer In August 2020, the FASB issued ASU 2020-06, “ Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, In June 2016, the FASB issued Accounting Standards Update 2016-13 “Financial Instruments-Credit Losses” Management does not believe that any other recently issued, but not yet effective, accounting standard if currently adopted would have a material effect on the accompanying condensed consolidated financial statements. |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Property and Equipment Estimated Useful Lives | Property and equipment are stated at cost. Depreciation is computed on the straight-line basis over the estimated useful lives of the various classes of assets as follows: Furniture and fixtures 7 years Computers and software 3 years Machinery and equipment 3 - 10 years |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: September 30, June 30, 2019 2019 (unaudited) Furniture and fixtures $ 3,502 $ 3,502 Computers and software 17,007 11,447 Machinery and equipment 946,515 956,655 967,024 971,604 Less: accumulated depreciation 467,354 446,095 Total property and equipment, net $ 499,670 $ 525,509 |
Intangibles (Tables)
Intangibles (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Schedule of Licenses and Patents | The table below sets forth our license and patents as of September 30, 2019 and June 30, 2019. September 30, 2019 June 30, 2019 (unaudited) William Marsh Rice University $ 40,000 $ 40,000 University of Arizona 15,000 15,000 Bayer acquired patents 137,743 137,743 192,743 192,743 Less: accumulated amortization 181,360 174,449 Total licenses and patents, net $ 11,383 $ 18,294 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value Derivative Liability | The Company hired an independent resource to value its derivative liability as follows (unaudited): Fair Value Table Balance at September 30, 2019 Quoted Prices in Active Markets for Identical Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Derivative liability $ 21,810 $ - $ - $ 21,810 Liability for insufficient shares - 2,497,955 - 2,497,955 $ 21,810 $ 2,497,955 $ - $ 2,519,765 |
Schedule of Derivative Liability Level Three Roll-forward | Level Three Roll-forward Derivative Liability Total Balance June 30, 2019 $ 45,692 $ 45,692 Addition of derivative liabilities 50,522 50,522 Settlement of derivative liabilities (45,692 ) (45,692 ) Change in fair value (28,712 ) (28,712 ) Balance September 30, 2019 $ 21,810 $ 21,810 |
Debentures (Tables)
Debentures (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible and Non-Convertible Debentures | The following table sets forth activity associated with the convertible and non-convertible debentures: September 30, June 30, Debenture 2019 2019 Reference (unaudited) Convertible debentures issued in September 2014 $ 25,050 $ 25,050 A Convertible debentures issued in April - June 2016 1,060,716 1,218,772 B Convertible debenture issued in August 2016 200,000 200,000 B Convertible debentures issued in January - March 2017 60,000 60,000 C Convertible promissory notes issued in March 2017 222,350 222,350 D Convertible debenture issued in June 2017 - 100,000 E Convertible debenture issued in July 2017 100,000 100,000 F Convertible debenture issued in September 2017 150,000 150,000 G Convertible debenture issued in November 2017 27,000 27,000 H Convertible debenture issued in December 2017 75,000 75,000 I Convertible debenture issued in February 2018 45,000 45,000 J Convertible debentures issued in March 2018 65,000 65,000 K Convertible debentures issued in April 2018 100,000 60,000 L Convertible debentures issued in April 2018 70,000 70,000 M Convertible debentures issued in April 2018 20,000 20,000 N Convertible debentures issued in June 2018 - 40,000 O Convertible debentures issued in July 2018 45,000 45,000 P Convertible debentures issued in August 2018 30,000 30,000 Q Convertible debentures issued in September 2018 25,000 25,000 R Convertible debentures issued in December 2018 52,000 52,000 S Non-convertible debentures issued in July 2019 175,000 - T 2,547,116 2,630,172 Less: unamortized discount 30,351 27,724 2,516,765 2,602,448 Less: current portion 2,388,041 2,467,106 Total convertible debentures, net of current portion $ 128,725 $ 135,342 |
Schedule of Assumptions Utilized in Model for Warrants Issued | The assumptions utilized in this model for warrants issued during the three months ended September 30, 2019 are presented below (unaudited). September 30, 2019 Expected volatility 126.70 % Expected dividend yield 0.0 % Risk-free interest rates 1.63 % Expected term (in years) 2.78 - 2.79 |
Equity Transactions (Tables)
Equity Transactions (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Summary of Activity of Company's Stock Warrants | A summary of activity of the Company’s stock warrants for the three months ended September 30, 2019 is presented below (unaudited): Weighted Weighted Average Weighted Average Remaining Average Exercise Number of Contractual Grant Date Price Warrants Term in Years Fair Value Balance as of June 30, 2019 0.10 44,913,101 1.83 0.08 Expired - - - Granted 0.030 700,000 2.79 0.03 Exercised - - - - Cancelled 0.12 (250,000 ) - 0.12 Balance as of September 30, 2019 $ 0.10 45,363,101 1.64 $ 0.08 Vested and exercisable as of September 30, 2019 $ 0.10 45,363,101 1.64 $ 0.08 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Award Activity Under Stock Option Plans | A summary of the activity of the Company’s stock options for the three months ended September 30, 2019 is presented below (unaudited): Weighted Weighted Weighted Average Average Average Number of Remaining Optioned Aggregate Exercise Optioned Contractual Grant Date Intrinsic Price Shares Term in Years Fair Value Value Balance as of June 30, 2019 $ 0.07 109,908,433 3.93 $ 0.09 $ - Expired - - - - - Granted - - - - - Exercised - - - - - Cancelled - - - - - Balance as of September 30, 2019 $ 0.07 109,908,433 3.37 $ 0.09 $ - Vested and exercisable as of September 30, 2019 $ 0.07 106,158,433 3.37 $ 0.09 $ - |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Loss Per Share | The following table sets forth the computation of basic and diluted loss per share (unaudited): Three Months Ended September 30, 2019 2018 Net loss $ (2,968,994 ) $ (1,624,946 ) Weighted average common shares outstanding: Basic and diluted 606,938,649 471,961,937 Basic and diluted loss per share $ (0.00 ) $ (0.00 ) |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information | The following is supplemental disclosure of non-cash investing and financing activities (unaudited): Three Months Ended September 30, 2019 2018 Cash paid for interest $ 179,109 $ - Cash paid for income taxes $ - $ - Three Months Ended September 30, 2019 2018 Conversion of debentures, and accrued interest into shares of common stock $ 285,564 $ 21,342 Allocated value of common stock and warrants issued with convertible debentures $ - $ 75,202 Derivative liability issued with convertible debentures $ 15,530 $ - Stock issued for purchase of intangible assets $ 277,940 $ - Accrued expenses for intangible assets $ 372,060 Stock issued for amounts in accounts payable $ - $ 61,255 Prepaid expense paid in shares of common stock $ - $ 164,588 |
Basis of Presentation (Details
Basis of Presentation (Details Narrative) - USD ($) | Apr. 22, 2021 | Mar. 31, 2021 | Aug. 31, 2019 | Mar. 31, 2021 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Aug. 06, 2019 |
Issuance of common stock issuable, shares | 9,718,182 | ||||||||
Purchase of acquire intangible asset | $ 650,000 | ||||||||
Contract liabilities | 1,197,973 | $ 500,000 | |||||||
Working capital deficit | 9,758,002 | ||||||||
Net cash used in operating activities | (159,684) | $ (184,090) | |||||||
Unamortized debt discount | $ 30,351 | $ 27,724 | |||||||
Amortization expense | $ 2,895 | $ 90,010 | |||||||
Common stock, shares authorized | 750,000,000 | 750,000,000 | |||||||
Insufficient shares | 23,756,489 | ||||||||
Licenses and Patents [Member] | |||||||||
Estimated useful lives assets | 5 years | ||||||||
Subsequent Event [Member] | |||||||||
Issuance of common stock issuable, shares | 3,527,337 | ||||||||
Capstan Platform, Inc [Member] | |||||||||
Issuance of common stock issuable, shares | 9,718,182 | 9,718,182 | |||||||
Capstan Platform, Inc [Member] | Subsequent Event [Member] | |||||||||
Issuance of common stock issuable, shares | 6,095,535 | 3,527,337 | |||||||
Asset Purchase Agreement [Member] | Capstan Platform, Inc [Member] | |||||||||
Cash | $ 650,000 | ||||||||
Issuance of common stock issuable, shares | 9,718,182 | ||||||||
Settlement of exisiting debt | $ 67,000 | ||||||||
Purchase of acquire intangible asset | $ 650,000 | ||||||||
Asset Purchase Agreement [Member] | Capstan Platform, Inc [Member] | Subsequent Event [Member] | |||||||||
Issuance of common stock issuable, shares | 3,527,337 | ||||||||
Purchase of assets | $ 6,095,535 |
Basis of Presentation - Schedul
Basis of Presentation - Schedule of Property and Equipment Estimated Useful Lives (Details) | 3 Months Ended |
Sep. 30, 2019 | |
Furniture and Fixtures [Member] | |
Property and equipment estimated useful lives | 7 years |
Computers and Software [Member] | |
Property and equipment estimated useful lives | 3 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Property and equipment estimated useful lives | 3 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Property and equipment estimated useful lives | 10 years |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 24,834 | $ 25,006 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Property and equipment, gross | $ 967,024 | $ 971,604 |
Less: accumulated depreciation | 467,354 | 446,095 |
Total property and equipment, net | 499,670 | 525,509 |
Furniture and Fixtures [Member] | ||
Property and equipment, gross | 3,502 | 3,502 |
Computers and Software [Member] | ||
Property and equipment, gross | 17,007 | 11,447 |
Machinery and Equipment [Member] | ||
Property and equipment, gross | $ 946,515 | $ 956,655 |
Intangibles (Details Narrative)
Intangibles (Details Narrative) - USD ($) | Apr. 22, 2021 | Mar. 31, 2021 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 |
Intangibles | $ 650,000 | ||||
Asset purchase price | $ 650,000 | ||||
Number of common stock issued | 9,718,182 | ||||
Fair market value of stock | $ 277,940 | ||||
Note payable | 20,000 | $ 20,000 | |||
Amortization expense | $ 6,911 | $ 6,864 | |||
Licenses and Patents [Member] | |||||
Estimated amortization period | 5 years | ||||
Subsequent Event [Member] | |||||
Number of common stock issued | 3,527,337 | ||||
Number of shares issuable | 6,095,535 | ||||
Sellers [Member] | |||||
Note payable | $ 372,060 |
Intangibles - Schedule of Licen
Intangibles - Schedule of Licenses and Patents (Details) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Licenses and patents, gross | $ 192,743 | $ 192,743 |
Less: accumulated amortization | 181,360 | 174,449 |
Total licenses and patents, net | 11,383 | 18,294 |
William Marsh Rice University [Member] | ||
Licenses and patents, gross | 40,000 | 40,000 |
University of Arizona [Member] | ||
Licenses and patents, gross | 15,000 | 15,000 |
Bayer Acquired Patents [Member] | ||
Licenses and patents, gross | $ 137,743 | $ 137,743 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Fair Value Derivative Liability (Details) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Derivative liability | $ 21,810 | $ 45,692 |
Liability for insufficient shares | ||
Fair value of derivative liability | 21,810 | |
Level 1 [Member] | ||
Derivative liability | ||
Liability for insufficient shares | 2,497,955 | |
Fair value of derivative liability | 2,497,955 | |
Level 2 [Member] | ||
Derivative liability | ||
Liability for insufficient shares | ||
Fair value of derivative liability | ||
Level 3 [Member] | ||
Derivative liability | 21,810 | |
Liability for insufficient shares | 2,497,955 | |
Fair value of derivative liability | $ 2,519,765 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Schedule of Derivative Liability Level Three Roll-forward (Details) | 3 Months Ended |
Sep. 30, 2019USD ($) | |
Beginning Balance | $ 45,692 |
Addition of derivative liabilities | 50,522 |
Settlement of derivative liabilities | (45,692) |
Change in fair value | (28,712) |
Ending Balance | 21,810 |
Derivative Liability [Member] | |
Beginning Balance | 45,692 |
Addition of derivative liabilities | 50,522 |
Settlement of derivative liabilities | (45,692) |
Change in fair value | (28,712) |
Ending Balance | $ 21,810 |
Debentures (Details Narrative)
Debentures (Details Narrative) - USD ($) | May 31, 2018 | Jul. 31, 2020 | Jul. 31, 2019 | Sep. 30, 2018 | Aug. 31, 2018 | Jul. 31, 2018 | Jun. 30, 2018 | Apr. 30, 2018 | Mar. 31, 2018 | Feb. 28, 2018 | Dec. 31, 2017 | Nov. 30, 2017 | Sep. 30, 2017 | Jul. 31, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Oct. 31, 2016 | Aug. 31, 2016 | Oct. 28, 2014 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 |
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 2,547,116 | $ 2,630,172 | ||||||||||||||||||||||||
Value of debenture converted into shares | 285,564 | $ 21,342 | ||||||||||||||||||||||||
Convertible promissory note | $ 2,516,765 | $ 2,602,448 | ||||||||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | ||||||||||||||||||||||||
Issuance of common stock issuable, shares | 9,718,182 | |||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 175,000 | 100,000 | ||||||||||||||||||||||||
Debt original issue discount | $ 27,724 | 30,351 | $ 27,724 | $ 27,724 | ||||||||||||||||||||||
Beneficial conversion expense | 16,870 | |||||||||||||||||||||||||
Amortization expense | $ 2,895 | 90,010 | ||||||||||||||||||||||||
September 2014 Convertible Debenture [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 500,050 | |||||||||||||||||||||||||
Debt term | 5 years | |||||||||||||||||||||||||
Maturity date description | September 16, 2019 and October 30, 2019 | |||||||||||||||||||||||||
Debt interest rate | 6.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.15 | |||||||||||||||||||||||||
Warrants strike price per share | $ 0.30 | |||||||||||||||||||||||||
Warrants term | 5 years | |||||||||||||||||||||||||
Value of debenture converted into shares | ||||||||||||||||||||||||||
Interest expense | 384 | 384 | ||||||||||||||||||||||||
Convertible promissory note | $ 25,050 | $ 25,050 | $ 25,050 | $ 25,050 | ||||||||||||||||||||||
April - June, August, October and November 2016 Convertible Debentures [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt term | 2 years | 2 years | ||||||||||||||||||||||||
Debt interest rate | 8.00% | 8.00% | 8.00% | |||||||||||||||||||||||
Debenture, conversion price | $ 0.012 | $ 0.12 | $ 0.012 | $ 0.12 | $ 0.012 | $ 0.12 | ||||||||||||||||||||
Warrants term | 5 years | 5 years | 5 years | |||||||||||||||||||||||
Value of debenture converted into shares | $ 455,000 | $ 285,000 | ||||||||||||||||||||||||
Interest expense | $ 24,881 | 26,067 | ||||||||||||||||||||||||
Convertible promissory note | 1,260,716 | 1,418,772 | ||||||||||||||||||||||||
Sale of stock transaction during period, shares | 200 | 1,565 | ||||||||||||||||||||||||
Sale of stock transaction during period | $ 50,000 | $ 200,000 | $ 1,565,000 | |||||||||||||||||||||||
Warrant to purchase of common stock | 4,166 | 4,166 | 4,166 | |||||||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||||||
Warrants exercise price per share | $ 0.15 | $ 0.15 | $ 0.15 | |||||||||||||||||||||||
Allocated value of warrants related to debenture | 609,595 | |||||||||||||||||||||||||
Accretion of debt discount | 2,564 | 2,564 | ||||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | 3,791,666 | 2,375,000 | ||||||||||||||||||||||||
April - June, August, October and November 2016 Convertible Debentures [Member] | Until March and April of 2019 [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | 825,000 | |||||||||||||||||||||||||
April - June, August, October and November 2016 Convertible Debentures [Member] | Unsecured Convertible Promissory Note [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 1,000 | $ 1,000 | $ 1,000 | |||||||||||||||||||||||
January-March 2017 Convertible Debentures [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt term | 2 years | |||||||||||||||||||||||||
Debt interest rate | 8.00% | 8.00% | 8.00% | |||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | $ 0.12 | $ 0.12 | |||||||||||||||||||||||
Warrants term | 5 years | 5 years | 5 years | |||||||||||||||||||||||
Value of debenture converted into shares | $ 200,000 | |||||||||||||||||||||||||
Interest expense | 2,085 | 1,210 | ||||||||||||||||||||||||
Convertible promissory note | 60,000 | 60,000 | ||||||||||||||||||||||||
Sale of stock transaction during period, shares | 2,600 | |||||||||||||||||||||||||
Sale of stock transaction during period | $ 260,000 | |||||||||||||||||||||||||
Warrant to purchase of common stock | 4,166 | 4,166 | 4,166 | |||||||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||||||
Warrants exercise price per share | $ 0.15 | $ 0.15 | $ 0.15 | |||||||||||||||||||||||
Allocated value of warrants related to debenture | 73,250 | |||||||||||||||||||||||||
Accretion of debt discount | 2,595 | 1,547 | ||||||||||||||||||||||||
Issuance of common stock issuable, shares | 1,666,667 | |||||||||||||||||||||||||
January-March 2017 Convertible Debentures [Member] | Unsecured Convertible Promissory Note [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 1,000 | $ 1,000 | $ 1,000 | |||||||||||||||||||||||
March 2017 Convertible Promissory Notes [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt interest rate | 6.00% | |||||||||||||||||||||||||
Interest expense | 3,811 | 0 | ||||||||||||||||||||||||
Convertible promissory note | $ 319,500 | 222,350 | 222,350 | $ 319,500 | $ 319,500 | |||||||||||||||||||||
Warrants exercise price per share | $ 0.13 | |||||||||||||||||||||||||
Accretion of debt discount | 0 | 0 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 285,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | 86,673 | |||||||||||||||||||||||||
Debt original issue discount | $ 31,850 | |||||||||||||||||||||||||
March 2017 Convertible Promissory Notes [Member] | Equity Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
March 2017 Convertible Promissory Notes [Member] | SBI Investment LLC [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Common stock warrants exercisable shares | 253,525 | |||||||||||||||||||||||||
Percentage of warrant to purchase shares | 50.00% | |||||||||||||||||||||||||
March 2017 Convertible Promissory Notes [Member] | SBI Investment LLC [Member] | Equity Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Sale of stock transaction during period | $ 5,000,000 | |||||||||||||||||||||||||
Commitment fees | $ 63,000 | |||||||||||||||||||||||||
March 2017 Convertible Promissory Notes [Member] | L2 Capital, LLC [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Common stock warrants exercisable shares | 760,576 | |||||||||||||||||||||||||
Percentage of warrant to purchase shares | 50.00% | |||||||||||||||||||||||||
March 2017 Convertible Promissory Notes [Member] | L2 Capital, LLC [Member] | Equity Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Sale of stock transaction during period | $ 5,000,000 | |||||||||||||||||||||||||
Commitment fees | $ 147,000 | |||||||||||||||||||||||||
June 2017 Convertible Debenture [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | 6,136,363 | |||||||||||||||||||||||||
June 2017 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Maturity date description | The promissory note has a term of six months maturing on December 16, 2017 and stipulates a one-time interest charge of eight percent (8%) shall be applied on the issuance date to the principal. The maturity date of the Note was extended to May 1, 2018 in an extension agreement dated April 6, 2018. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | 8.00% | 8.00% | |||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | $ 0.12 | $ 0.12 | |||||||||||||||||||||||
Value of debenture converted into shares | $ 100,000 | |||||||||||||||||||||||||
Interest expense | 0 | 0 | ||||||||||||||||||||||||
Convertible promissory note | $ 100,000 | $ 100,000 | $ 100,000 | |||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | $ 0.12 | $ 0.12 | |||||||||||||||||||||||
Accretion of debt discount | 0 | 0 | ||||||||||||||||||||||||
Common stock warrants exercisable shares | 250,000 | 250,000 | 250,000 | |||||||||||||||||||||||
Proceeds from issuance of warrants | $ 54,340 | |||||||||||||||||||||||||
Debt instruments maturity date | Dec. 16, 2017 | |||||||||||||||||||||||||
July 2017 Convertible Debenture [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Interest expense | 17,066 | 0 | ||||||||||||||||||||||||
July 2017 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 100,000 | 100,000 | 100,000 | |||||||||||||||||||||||
Maturity date description | The promissory note has a term of six months maturing on December 16, 2017 and stipulates a interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to May24, 2018 in an extension agreement dated April 6, 2018. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Convertible promissory note | $ 100,000 | |||||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | 0 | 0 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 100,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 250,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 19,010 | |||||||||||||||||||||||||
Debt original issue discount | $ 53,876 | |||||||||||||||||||||||||
Debt instruments maturity date | Feb. 1, 2019 | Apr. 6, 2018 | ||||||||||||||||||||||||
Number of common shares issuable | 1,000,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 45,544 | |||||||||||||||||||||||||
September 2017 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 150,000 | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of six months maturing on March 26, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to February 1, 2019 in an extension agreement dated May 2018. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 21,100 | 0 | ||||||||||||||||||||||||
Convertible promissory note | 150,000 | 150,000 | ||||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | $ 82,720 | 0 | 0 | |||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 150,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 375,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 19,240 | |||||||||||||||||||||||||
Debt original issue discount | $ 19,420 | |||||||||||||||||||||||||
Debt instruments maturity date | Mar. 26, 2018 | |||||||||||||||||||||||||
Number of common shares issuable | 1,650,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 45,219 | |||||||||||||||||||||||||
November 2017 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 27,000 | |||||||||||||||||||||||||
Debt term | 24 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of 24 months maturing on November 13, 2019 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 552 | 552 | ||||||||||||||||||||||||
Convertible promissory note | 27,000 | 27,000 | ||||||||||||||||||||||||
Warrants exercise price per share | $ 0.15 | |||||||||||||||||||||||||
Accretion of debt discount | 845 | 780 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 27,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 416,600 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 8,310 | |||||||||||||||||||||||||
Debt instruments maturity date | Nov. 7, 2022 | |||||||||||||||||||||||||
December 2017 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 75,000 | 75,000 | ||||||||||||||||||||||||
Debt term | 6 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of 6 months maturing on June 30, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to March 30, 2019 in an extension agreement dated June 2018. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 16,924 | 0 | ||||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | 0 | 0 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 75,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 250,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 41,175 | |||||||||||||||||||||||||
Debt instruments maturity date | Jun. 30, 2018 | |||||||||||||||||||||||||
Number of common shares issuable | 1,000,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 16,176 | |||||||||||||||||||||||||
February 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 45,000 | |||||||||||||||||||||||||
Debt term | 6 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of 6 months maturing on August 8, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to February 8, 2019 in an extension agreement dated August 2018. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 12,738 | 0 | ||||||||||||||||||||||||
Convertible promissory note | 45,000 | 45,000 | ||||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | $ 0 | 6,761 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 45,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 500,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 31,546 | |||||||||||||||||||||||||
Debt instruments maturity date | Feb. 8, 2019 | Aug. 8, 2018 | ||||||||||||||||||||||||
Number of common shares issuable | 1,500,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 9,046 | |||||||||||||||||||||||||
March 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 30,000 | |||||||||||||||||||||||||
Debt term | 6 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of 6 months maturing on August 8, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to March 6, 2019 in an extension agreement dated August 2018. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | $ 11,804 | 0 | ||||||||||||||||||||||||
Convertible promissory note | 30,000 | 30,000 | 30,000 | 30,000 | ||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | 0 | 8,677 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 30,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 500,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 23,374 | |||||||||||||||||||||||||
Debt instruments maturity date | Aug. 8, 2018 | |||||||||||||||||||||||||
Number of common shares issuable | 1,500,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 6,625 | |||||||||||||||||||||||||
March 2018 Convertible Debenture One [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 35,000 | |||||||||||||||||||||||||
Debt term | 6 months | |||||||||||||||||||||||||
Maturity date description | The promissory note had a term of six months maturing on September 23, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to March 23, 2019 in an extension agreement dated September 2018. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 12,562 | 0 | ||||||||||||||||||||||||
Convertible promissory note | $ 35,000 | 35,000 | $ 35,000 | $ 35,000 | ||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | 0 | 12,254 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 35,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 500,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 26,298 | |||||||||||||||||||||||||
Debt instruments maturity date | Sep. 23, 2018 | |||||||||||||||||||||||||
Number of common shares issuable | 1,500,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 8,702 | |||||||||||||||||||||||||
April 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 100,000 | |||||||||||||||||||||||||
Debt term | 6 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of approximately 6 months maturing on November 1, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. The maturity date of the Note was extended to May 1, 2019 in an extension agreement dated September 2018. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 16,673 | 0 | ||||||||||||||||||||||||
Convertible promissory note | 100,000 | 60,000 | ||||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | 0 | 20,673 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 60,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 1,000,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 41,175 | |||||||||||||||||||||||||
Debt instruments maturity date | Nov. 1, 2018 | |||||||||||||||||||||||||
Number of common shares issuable | 2,000,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 6,175 | |||||||||||||||||||||||||
April 2018 Convertible Debenture One [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 70,000 | |||||||||||||||||||||||||
Debt term | 2 years | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of 2 years maturing on April 25, 2020 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 1,431 | 2,458 | ||||||||||||||||||||||||
Convertible promissory note | 70,000 | 70,000 | ||||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | 3,991 | 3,685 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 70,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 200,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 31,188 | |||||||||||||||||||||||||
Debt instruments maturity date | Apr. 30, 2022 | Apr. 25, 2020 | ||||||||||||||||||||||||
Number of common shares issuable | 1,000,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 0 | |||||||||||||||||||||||||
April 2018 Convertible Debenture Two [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 20,000 | |||||||||||||||||||||||||
Debt term | 2 years | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of 2 years maturing on April 19, 2020 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 409 | 724 | ||||||||||||||||||||||||
Convertible promissory note | 20,000 | 20,000 | ||||||||||||||||||||||||
Warrants exercise price per share | $ 0.15 | |||||||||||||||||||||||||
Accretion of debt discount | 1,851 | 1,709 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 20,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 1,166,660 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 14,384 | |||||||||||||||||||||||||
Debt instruments maturity date | Apr. 19, 2020 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 4,384 | |||||||||||||||||||||||||
June 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 40,000 | $ 40,000 | ||||||||||||||||||||||||
Debt term | 7 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of approximately 7 months maturing on December 31, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | 8.00% | ||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | $ 0.12 | ||||||||||||||||||||||||
Interest expense | 0 | $ 0 | ||||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | $ 0.12 | ||||||||||||||||||||||||
Accretion of debt discount | 0 | $ 13,583 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 40,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 1,000,000 | 1,000,000 | 1,000,000 | |||||||||||||||||||||||
Proceeds from issuance of warrants | $ 31,957 | |||||||||||||||||||||||||
Debt instruments maturity date | Dec. 31, 2018 | |||||||||||||||||||||||||
Number of common shares issuable | 2,000,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 8,044 | |||||||||||||||||||||||||
June 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | 3,287,458 | |||||||||||||||||||||||||
July 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 45,000 | |||||||||||||||||||||||||
Debt term | 7 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of approximately 7 months maturing on January 31, 2019 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 12,615 | 3,600 | ||||||||||||||||||||||||
Convertible promissory note | 45,000 | 45,000 | $ 45,000 | $ 45,000 | ||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | 0 | 12,260 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 45,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 1,000,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 33,485 | |||||||||||||||||||||||||
Debt instruments maturity date | Jan. 31, 2019 | |||||||||||||||||||||||||
Number of common shares issuable | 2,000,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 7,235 | |||||||||||||||||||||||||
August 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 30,000 | |||||||||||||||||||||||||
Debt term | 7 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of approximately 7 months maturing on March 30, 2019 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | |||||||||||||||||||||||||
Interest expense | 12,170 | 2,400 | ||||||||||||||||||||||||
Convertible promissory note | $ 30,000 | 30,000 | $ 30,000 | $ 30,000 | ||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | |||||||||||||||||||||||||
Accretion of debt discount | 0 | 4,450 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 30,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 1,000,000 | |||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 22,659 | |||||||||||||||||||||||||
Debt instruments maturity date | Mar. 30, 2019 | |||||||||||||||||||||||||
Number of common shares issuable | 1,250,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 5,160 | |||||||||||||||||||||||||
September 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 25,000 | $ 25,000 | ||||||||||||||||||||||||
Debt term | 7 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of approximately 7 months maturing on April 30, 2018 and stipulates an interest charge of eight percent (8%) shall be applied to the principal. | |||||||||||||||||||||||||
Debt interest rate | 8.00% | 8.00% | ||||||||||||||||||||||||
Debenture, conversion price | $ 0.12 | $ 0.12 | ||||||||||||||||||||||||
Interest expense | 12,176 | $ 2,000 | ||||||||||||||||||||||||
Convertible promissory note | 25,000 | 25,000 | ||||||||||||||||||||||||
Warrants exercise price per share | $ 0.12 | $ 0.12 | ||||||||||||||||||||||||
Accretion of debt discount | 0 | $ 1,067 | ||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 25,000 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 1,000,000 | 1,000,000 | ||||||||||||||||||||||||
Proceeds from issuance of warrants | $ 19,058 | |||||||||||||||||||||||||
Debt instruments maturity date | Apr. 30, 2018 | |||||||||||||||||||||||||
Number of common shares issuable | 2,000,000 | |||||||||||||||||||||||||
Beneficial conversion expense | $ 4,475 | |||||||||||||||||||||||||
December 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Interest expense | 1,063 | $ 300 | ||||||||||||||||||||||||
Convertible promissory note | 52,000 | $ 52,000 | ||||||||||||||||||||||||
Accretion of debt discount | 834 | 264 | ||||||||||||||||||||||||
Proceeds from issuance of warrants | 6,835 | |||||||||||||||||||||||||
December 2018 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | June 30, 2019 [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 1,000 | |||||||||||||||||||||||||
Debt term | 2 years | |||||||||||||||||||||||||
Debt interest rate | 8.00% | |||||||||||||||||||||||||
Debenture, conversion price | $ 0.08 | |||||||||||||||||||||||||
Warrants term | 5 years | |||||||||||||||||||||||||
Sale of stock transaction during period, shares | 52 | |||||||||||||||||||||||||
Sale of stock transaction during period | $ 52,000 | |||||||||||||||||||||||||
Warrant to purchase of common stock | 4,166 | |||||||||||||||||||||||||
Common stock, par value | $ 0.001 | |||||||||||||||||||||||||
Warrants exercise price per share | $ 0.15 | |||||||||||||||||||||||||
Common stock warrants exercisable shares | 45,826 | |||||||||||||||||||||||||
July 2019 Non-Convertible Debentures [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 175,000 | |||||||||||||||||||||||||
Debt term | 12 months | |||||||||||||||||||||||||
Maturity date description | The promissory note has a term of approximately 12 months maturing in July 2020 and stipulates an interest charge of ten percent (10%) shall be paid quarterly. | |||||||||||||||||||||||||
Debt interest rate | 10.00% | |||||||||||||||||||||||||
Warrants term | 20 months | |||||||||||||||||||||||||
Interest expense | $ 2,700 | |||||||||||||||||||||||||
Convertible promissory note | 175,000 | |||||||||||||||||||||||||
Warrant to purchase of common stock | 700,000 | |||||||||||||||||||||||||
Common stock, par value | $ 0.001 | |||||||||||||||||||||||||
Warrants exercise price per share | $ 0.025 | |||||||||||||||||||||||||
Accretion of debt discount | $ 3,883 | |||||||||||||||||||||||||
Proceeds from issuance of convertible debenture | $ 175,000 | |||||||||||||||||||||||||
Debt original issue discount | $ 15,530 | |||||||||||||||||||||||||
Debt instruments maturity date | Jul. 31, 2021 | |||||||||||||||||||||||||
Non-Convertible Debentures Note T [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Warrant to purchase of common stock | 700,000 | |||||||||||||||||||||||||
Debt [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Amortization expense | $ 2,895 | $ 90,010 | ||||||||||||||||||||||||
Note Holder [Member] | September 2017 Convertible Debenture [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument principal amount | $ 165,000 |
Debentures - Schedule of Conver
Debentures - Schedule of Convertible Debentures (Details) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 |
Debt Instrument [Line Items] | ||
Convertible debenture | $ 2,547,116 | $ 2,630,172 |
Less: unamortized discount | 30,351 | 27,724 |
Total convertible debentures | 2,516,765 | 2,602,448 |
Less: current portion | 2,388,041 | 2,467,106 |
Total convertible debentures, net of current portion | 128,725 | 135,342 |
Convertible Debentures Issued in September 2014 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 25,050 | 25,050 |
Convertible Debentures Issued in April - June 2016 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 1,060,716 | 1,218,772 |
Convertible Debenture Issued in August 2016 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 200,000 | 200,000 |
Convertible Debentures Issued in January - March, 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 60,000 | 60,000 |
Convertible Promissory Notes Issued in March 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 222,350 | 222,350 |
Convertible Debenture Issued in June 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 100,000 | |
Convertible Debenture Issued in July 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 100,000 | 100,000 |
Convertible Debenture Issued in September 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 150,000 | 150,000 |
Convertible Debenture Issued in November 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 27,000 | 27,000 |
Convertible Debenture Issued in December 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 75,000 | 75,000 |
Convertible Debenture Issued in February 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 45,000 | 45,000 |
Convertible Debentures Issued in March 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 65,000 | 65,000 |
Convertible Debentures Issued in April 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 100,000 | 60,000 |
Convertible Debentures Issued in April 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 70,000 | 70,000 |
Convertible Debentures Issued in April 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 20,000 | 20,000 |
Convertible Debentures Issued in June 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 40,000 | |
Convertible Debenture Issued in July 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 45,000 | 45,000 |
Convertible Debentures Issued in August 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 30,000 | 30,000 |
Convertible Debentures Issued in September 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 25,000 | 25,000 |
Convertible Debentures Issued in December 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | 52,000 | 52,000 |
Non-Convertible Debentures Issued in July 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Convertible debenture | $ 175,000 |
Debentures - Schedule of Assump
Debentures - Schedule of Assumptions Utilized in Model for Warrants Issued (Details) | Sep. 30, 2019 |
Expected Volatility [Member] | |
Debt Instrument [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 126.70 |
Expected Dividend Yield [Member] | |
Debt Instrument [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Risk Free Interest Rate [Member] | |
Debt Instrument [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 1.63 |
Expected Term [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Warrants and Rights Outstanding, Term | 2 years 9 months 11 days |
Expected Term [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Warrants and Rights Outstanding, Term | 2 years 9 months 14 days |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | |
Notes payable | $ 20,000 | $ 20,000 | ||
CEO [Member] | ||||
Secured promissory note | $ 20,000 | $ 20,000 | ||
Debt interest rate | 6.00% | 6.00% | ||
Debt maturity date | Mar. 9, 2019 | |||
Interest expense | $ 0 | $ 69 | ||
Lender [Member] | ||||
Debt, conversion price | $ 0.04 |
Equity Transactions (Details Na
Equity Transactions (Details Narrative) - USD ($) | Apr. 22, 2021 | Mar. 31, 2021 | Aug. 31, 2019 | Aug. 06, 2019 | Jun. 30, 2019 | Mar. 31, 2021 | Sep. 30, 2019 | Sep. 30, 2018 | Apr. 30, 2021 |
Number of shares issued for purchase of assets, value | $ 277,939 | ||||||||
Issuance of common stock issuable, shares | 9,718,182 | ||||||||
Fair value of shares issued | $ 277,940 | ||||||||
Accrued expenses | 372,060 | ||||||||
Fair value of shares issued for services | 236,590 | 164,589 | |||||||
Common stock issued for debenture interest | 8,470 | 21,341 | |||||||
Common stock issued for debenture conversions | 200,759 | ||||||||
Amortization of stock paid for future services | $ 214,882 | $ 98,645 | |||||||
Warrant [Member] | |||||||||
Warrant expiry,description | Expire during the period October 2019 to December 2023 | ||||||||
Warrants outstanding | $ 4,696,468 | ||||||||
Warrant [Member] | Minimum [Member] | |||||||||
Warrants exercise price per share | $ 0.03 | ||||||||
Warrant [Member] | Maximum [Member] | |||||||||
Warrants exercise price per share | $ 0.30 | ||||||||
Subsequent Event [Member] | |||||||||
Issuance of common stock issuable, shares | 3,527,337 | ||||||||
Number of shares issued for services | 422,297 | ||||||||
Capstan Platform, Inc [Member] | |||||||||
Number of shares issued for purchase of assets, value | $ 650,000 | ||||||||
Issuance of common stock issuable, shares | 9,718,182 | 9,718,182 | |||||||
Fair value of shares issued | $ 277,940 | ||||||||
Number of shares issued for services | 15,068,772 | ||||||||
Fair value of shares issued for services | $ 365,558 | ||||||||
Common stock issued for debenture interest, shares | 282,348 | ||||||||
Common stock issued for debenture interest | $ 8,470 | ||||||||
Common stock issued for debenture conversions, shares | 21,926,474 | ||||||||
Common stock issued for debenture conversions | $ 779,705 | ||||||||
Amortization of stock paid for future services | 214,882 | ||||||||
Common stock payable to accrued expenses | $ 457,792 | ||||||||
Capstan Platform, Inc [Member] | Accrued Expenses [Member] | |||||||||
Fair value of shares issued for services | $ 128,968 | ||||||||
Common stock issued for debenture conversions | $ 578,946 | ||||||||
Capstan Platform, Inc [Member] | Subsequent Event [Member] | |||||||||
Issuance of common stock issuable, shares | 6,095,535 | 3,527,337 |
Equity Transactions - Summary o
Equity Transactions - Summary of Activity of Company's Stock Warrants (Details) - Warrant [Member] | 3 Months Ended |
Sep. 30, 2019USD ($)$ / sharesshares | |
Weighted Average Exercise Price Outstanding | $ 0.10 |
Weighted Average Exercise Price, Expired | |
Weighted Average Exercise Price, Granted | 0.030 |
Weighted Average Exercise Price, Exercised | |
Weighted Average Exercise Price, Cancelled | 0.12 |
Weighted Average Exercise Price, Outstanding | 0.10 |
Weighted Average Exercise Price, Vested and exercisable | $ 0.10 |
Number of Warrants, Beginning Balance | shares | 44,913,101 |
Number of Warrants, Expired | shares | |
Number of Warrants, Granted | shares | 700,000 |
Number of Warrants, Exercised | shares | |
Number of Warrants, Cancelled | shares | (250,000) |
Number of Warrants, Ending Balance | shares | 45,363,101 |
Number of Warrants, Vested and exercisable | shares | 45,363,101 |
Weighted Average Remaining Contractual Term in Years, Beginning | 1 year 9 months 29 days |
Weighted Average Remaining Contractual Term in Years, Granted | 2 years 9 months 14 days |
Weighted Average Remaining Contractual Term in Years, Vested and exercisable | 1 year 7 months 21 days |
Weighted Average Grant Date Fair Value, Beginning Balance | $ 0.08 |
Weighted Average Grant Date Fair Value, Expired | |
Weighted Average Grant Date Fair Value, Granted | 0.030 |
Weighted Average Grant Date Fair Value, Exercised | |
Weighted Average Grant Date Fair Value, Cancelled | 0.12 |
Weighted Average Grant Date Fair Value, Ending Balance | 0.08 |
Weighted Average Grant Date Fair Value, Vested and exercisable | $ 0.08 |
Aggregate Intrinsic Value, Beginning Balance | $ | |
Aggregate Intrinsic Value, Ending Balance | $ |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | ||||||||||
Jun. 30, 2017 | Mar. 30, 2017 | Jun. 30, 2016 | Mar. 31, 2012 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Feb. 17, 2016 | Mar. 31, 2013 | Jan. 31, 2013 | Dec. 31, 2009 | Oct. 31, 2009 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of options cancelled, shares | ||||||||||||
Stock option outstanding | 109,908,433 | 109,908,433 | ||||||||||
Options granted, shares | ||||||||||||
Options exercised, shares | ||||||||||||
Stock Options [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Options term | 10 years | 10 years | 5 years | |||||||||
Number of options cancelled, shares | 3,000,000 | 3,000,000 | ||||||||||
Stock option outstanding | 23,500,000 | 23,500,000 | ||||||||||
Options granted, shares | 17,000,000 | 6,000,000 | 3,500,000 | |||||||||
Dividend yield | 0.00% | |||||||||||
Nonvested stock option awards, shares | 3,750,000 | |||||||||||
Cost of nonvested stock option awards not yet recognized | $ 32,387 | |||||||||||
Stock Options [Member] | General and Administrative Expense [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Compensation expense | $ 37,366 | $ 207,452 | ||||||||||
Stock Options [Member] | Minimum [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Options term | 10 years | |||||||||||
Expected (life) term | 36 months | |||||||||||
Option expiration year | 2019-10 | |||||||||||
Stock option exercise price per share | $ 0.02 | |||||||||||
Stock Options [Member] | Maximum [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Options term | 5 years | |||||||||||
Expected (life) term | 60 months | |||||||||||
Option expiration year | 2026-06 | |||||||||||
Stock option exercise price per share | $ 0.17 | |||||||||||
Stock Options [Member] | Stock Option Plan Authorized 2009 [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of common stock authorized, shares | 9,200,000 | 10,000,000 | 7,500,000 | |||||||||
Number of options cancelled, shares | 800,000 | |||||||||||
Stock option outstanding | 8,400,000 | |||||||||||
Number of restricted stock shares issued | 1,500,000 | |||||||||||
Number of shares available for grant under the plan | 100,000 | |||||||||||
Stock Options [Member] | Stock Option Plan Authorized 2009 [Member] | Minimum [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Options term | 5 years | |||||||||||
Stock Options [Member] | Stock Option Plan Authorized 2009 [Member] | Maximum [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Options term | 10 years | |||||||||||
Stock Options [Member] | Stock Option Plan Authorized 2013 [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of common stock authorized, shares | 60,000,000 | 20,000,000 | ||||||||||
Number of options cancelled, shares | 18,886,559 | |||||||||||
Stock option outstanding | 50,441,914 | |||||||||||
Options granted, shares | 72,653,473 | |||||||||||
Options exercised, shares | 3,325,000 | |||||||||||
Stock Options [Member] | 2015 Employee Benefit And Consulting Services Compensation Plan [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of common stock authorized, shares | 15,000,000 | |||||||||||
Options term | 5 years | |||||||||||
Number of options cancelled, shares | 1,625,000 | |||||||||||
Stock option outstanding | 3,275,000 | |||||||||||
Options granted, shares | 4,900,000 | |||||||||||
Extended Term [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Options term | 5 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Award Activity Under Stock Option Plans (Details) | 3 Months Ended |
Sep. 30, 2019USD ($)$ / sharesshares | |
Share-based Payment Arrangement [Abstract] | |
Weighted Average Exercise Price, Beginning Balance | $ 0.07 |
Weighted Average Exercise Price, Expired | |
Weighted Average Exercise Price, Granted | |
Weighted Average Exercise Price, Exercised | |
Weighted Average Exercise Price, Cancelled | |
Weighted Average Exercise Price, Ending Balance | 0.07 |
Weighted Average Exercise Price, Vested and exercisable | $ 0.07 |
Number of Optioned Shares, Beginning Balance | shares | 109,908,433 |
Number of Optioned Shares, Expired | shares | |
Number of Optioned Shares, Granted | shares | |
Number of Optioned Shares, Exercised | shares | |
Number of Optioned Shares, Cancelled | shares | |
Number of Optioned Shares, Ending Balance | shares | 109,908,433 |
Number of Optioned Shares, Vested and exercisable | shares | 106,158,433 |
Weighted Average Remaining Contractual Term in Years, Beginning Balance | 3 years 11 months 4 days |
Weighted Average Remaining Contractual Term in Years, Ending Balance | 3 years 4 months 13 days |
Weighted Average Remaining Contractual Term in Years, Vested and exercisable | 3 years 4 months 13 days |
Weighted Average Optioned Grant Date Fair Value, Beginning Balance | $ 0.09 |
Weighted Average Optioned Grant Date Fair Value, Expired | |
Weighted Average Optioned Grant Date Fair Value, Granted | |
Weighted Average Optioned Grant Date Fair Value, Exercised | |
Weighted Average Optioned Grant Date Fair Value, Cancelled | |
Weighted Average Optioned Grant Date Fair Value, Ending Balance | 0.09 |
Weighted Average Optioned Grant Date Fair Value, Vested and exercisable | $ 0.09 |
Aggregate Intrinsic Value, Beginning Balance | $ | |
Aggregate Intrinsic Value, Ending Balance | $ | |
Aggregate Intrinsic Value, Vested and exercisable | $ |
Loss Per Share - Schedule of Co
Loss Per Share - Schedule of Computation of Basic and Diluted Loss Per Share (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (2,968,994) | $ (1,624,946) |
Weighted average common shares outstanding: Basic and diluted | 606,938,649 | 471,961,937 |
Basic and diluted loss per share | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Rental expense | $ 24,407 | $ 18,864 |
Solterra Renewable Technologies, Inc. [Member] | University of Arizona [Member] | Patent Licensing Agreement [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Royalties payable due in first installment period | 50,000 | |
Royalties payable due in second installment period | 125,000 | |
Royalties, future minimum payments due on each june 30 every year thereafter | $ 200,000 | |
Solterra Renewable Technologies, Inc. [Member] | University of Arizona [Member] | Patent Licensing Agreement [Member] | Non-display Electronic Component Applications [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Percentage of adjusted gross sales | 2.00% | |
Solterra Renewable Technologies, Inc. [Member] | University of Arizona [Member] | Patent Licensing Agreement [Member] | Printed Electronic Displays [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Percentage of adjusted gross sales | 2.50% |
Litigation (Details Narrative)
Litigation (Details Narrative) - USD ($) | Nov. 03, 2017 | Oct. 10, 2017 | Sep. 30, 2017 | Dec. 31, 2019 | Nov. 30, 2017 | Sep. 30, 2017 | Apr. 30, 2017 | Sep. 30, 2019 |
Litigation settlement | $ 129,000 | |||||||
Accrued litigation interest arrears plus interest | $ 53,000 | |||||||
Hartigan [Member] | ||||||||
Damages sought, value per month | $ 50,000 | |||||||
L2 Capital, LLC [Member] | ||||||||
Repayment of litigation settlements | $ 149,555 | $ 237,300 | ||||||
SBI Investments LLC [Member] | ||||||||
Repayment of litigation settlements | $ 64,095 | 101,700 | ||||||
SBI Investments LLC and L2 Capital, LLC [Member] | ||||||||
Repayment of loans | $ 213,650 | $ 339,000 | ||||||
Accrued interest | $ 10,170 | $ 8,636 | $ 10,170 | |||||
SBI Investments LLC and L2 Capital, LLC [Member] | Four Loan Agreement [Member] | ||||||||
Number of common stock shares issued as collateral | 50,000,000 | |||||||
SBI, L2 and Cleveland Terrazas PLLC [Member] | Lenders [Member] | ||||||||
Percentage of interest claimed | 140.00% | |||||||
Number of shares issued for damages claim | 20,000,000 | |||||||
SBI, L2 and Cleveland Terrazas PLLC [Member] | Four Notes [Member] | ||||||||
Repayment of default amount | $ 1,500,000 | |||||||
K&L Gates [Member] | ||||||||
Damages sought, value per month | $ 300,000 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | ||
Cash paid for interest | $ 179,109 | |
Cash paid for income taxes | ||
Conversion of debentures, and accrued interest into shares of common stock | 285,564 | 21,342 |
Allocated value of common stock and warrants issued with convertible debentures | 75,202 | |
Derivative liability issued with convertible debentures | 15,530 | |
Stock issued for purchase of intangible assets | 277,940 | |
Accrued expenses for intangible assets | 372,060 | |
Stock issued for amounts in accounts payable | 61,255 | |
Prepaid expense paid in shares of common stock | $ 164,588 |
Transactions with Affiliated _2
Transactions with Affiliated Parties (Details Narrative) - USD ($) | Sep. 30, 2019 | Sep. 30, 2018 |
Related Party Transactions [Abstract] | ||
Due to related party | $ 793,151 | $ 593,075 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Mar. 09, 2021 | Mar. 08, 2021 | Jan. 26, 2021 | Feb. 29, 2020 | Nov. 30, 2019 | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Apr. 30, 2021 | Mar. 31, 2021 |
Value of debenture converted into shares | $ 285,564 | $ 21,342 | ||||||||||||
Proceeds from convertible debt | $ 175,000 | $ 100,000 | ||||||||||||
Subsequent Event [Member] | ||||||||||||||
Value of debenture converted into shares | $ 680,000 | |||||||||||||
Number of shares issued upon debt conversion | 59,728,063 | |||||||||||||
Shares issued during period for service | 422,297 | |||||||||||||
Interest payable | $ 320,000 | |||||||||||||
Subsequent Event [Member] | Exercise of Warrants [Member] | ||||||||||||||
Shares issued during period for service | 2,081,017 | |||||||||||||
Subsequent Event [Member] | Legal Fees [Member] | ||||||||||||||
Shares issued during period for service | 2,133,333 | |||||||||||||
Subsequent Event [Member] | Subscription Agreement [Member] | ||||||||||||||
Shares issued during period for service | 3,333,333 | |||||||||||||
Share exchange for asset purchase | 3,527,337 | |||||||||||||
Five Convertible Debentures [Member] | Subsequent Event [Member] | ||||||||||||||
Value of debenture converted into shares | $ 175,000 | $ 150,000 | $ 2,145,000 | |||||||||||
Debt convertible term | 1 year | 1 year | ||||||||||||
Debt annual interest percentage | 8.00% | 8.00% | 8.00% | |||||||||||
Number of shares warrant to purchase | 1,309,665 | 3,750,000 | 1,838,964 | |||||||||||
Warrant term | 5 years | 5 years | 5 years | |||||||||||
Five Convertible Debentures [Member] | Subsequent Event [Member] | Minimum [Member] | ||||||||||||||
Debt convertible term | 1 year | |||||||||||||
Five Convertible Debentures [Member] | Subsequent Event [Member] | Maximum [Member] | ||||||||||||||
Debt convertible term | 2 years | |||||||||||||
Paycheck Protection Program Loan [Member] | Subsequent Event [Member] | Small Business Administration [Member] | ||||||||||||||
Debt convertible term | 5 years | |||||||||||||
Debt annual interest percentage | 40.00% | |||||||||||||
Proceeds from loans | $ 147,300 | |||||||||||||
Accruing interest percentage | 1.00% | |||||||||||||
Seven Convertible Debentures [Member] | Subsequent Event [Member] | ||||||||||||||
Value of debenture converted into shares | $ 525,000 | |||||||||||||
Debt convertible term | 1 year | |||||||||||||
Debt annual interest percentage | 8.00% | |||||||||||||
Number of shares warrant to purchase | 8,035,725 | |||||||||||||
Warrant term | 5 years | |||||||||||||
Three Convertible Debentures [Member] | Subsequent Event [Member] | ||||||||||||||
Value of debenture converted into shares | $ 3,000,000 | |||||||||||||
Debt convertible term | 1 year | |||||||||||||
Debt annual interest percentage | 8.00% | |||||||||||||
Two Convertible Notes Payable [Member] | Subsequent Event [Member] | ||||||||||||||
Convertible note payable | $ 7,500,000 | |||||||||||||
Two Convertible Notes [Member] | Subsequent Event [Member] | QMVT Vertical Markets, LLC [Member] | ||||||||||||||
Value of debenture converted into shares | $ 2,000,000 | |||||||||||||
Debt convertible term | 2 years | |||||||||||||
Debt annual interest percentage | 8.00% | |||||||||||||
Number of shares issued upon debt conversion | 66,000,000 | |||||||||||||
Secured Convertible Promissory Note [Member] | Subsequent Event [Member] | Securities Purchase and Financing Agreement [Member] | Pasaca Capital Inc. [Member] | ||||||||||||||
Value of debenture converted into shares | $ 1,500,000 | |||||||||||||
Debt annual interest percentage | 8.00% | |||||||||||||
Convertible note payable | $ 4,500,000 | |||||||||||||
Number of shares issued upon debt conversion | 154,228,625 | |||||||||||||
Value of converted shares | $ 10,500,000 | |||||||||||||
Proceeds from sale of equity | 15,000,000 | |||||||||||||
Proceeds from convertible debt | $ 7,250,000 | |||||||||||||
First Convertible Note [Member] | Subsequent Event [Member] | Purchase Agreement [Member] | Pasaca Capital Inc. [Member] | ||||||||||||||
Convertible note payable | $ 3,450,000 | |||||||||||||
Number of shares issued upon debt conversion | 118,241,945 | |||||||||||||
Debt instrument maturity date | Jun. 8, 2021 | |||||||||||||
Second Convertible Note [Member] | Subsequent Event [Member] | Purchase Agreement [Member] | Pasaca Capital Inc. [Member] | ||||||||||||||
Convertible note payable | $ 2,750,000 | |||||||||||||
Number of shares issued upon debt conversion | 94,250,826 | |||||||||||||
Debt instrument maturity date | Jun. 9, 2021 |