Almost Never Films (HLWD) 10-Q 13 Nov 15 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Sep. 30, 2015	Nov. 13, 2014
Document and Entity Information
Entity Registrant Name	Smack Sportswear
Entity Central Index Key	1,422,768
Amendment Flag	false
Current Fiscal Year End Date	--06-30
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,016
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		22,117,776

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2015	Jun. 30, 2015
CURRENT ASSETS
Cash held in escrow	$ 18,811
TOTAL ASSETS	18,811
CURRENT LIABILITIES
Accounts payable and accrued expenses	244,640	$ 220,790
Payroll and sales taxes payable	271,398	271,398
Customer deposits	$ 8,500	8,500
Due to former officer		132,900
Amounts due to related parties	$ 125,000	113,000
Notes payable - related parties	150,000	153,901
Note payable	47,650
Total current liabilities	847,188	900,489
Notes payable - related parties	150,000	150,000
Total liabilities	$ 997,188	$ 1,050,489
SHAREHOLDERS' DEFICIT
Preferred stock, no par value, 5,000,000 shares authorized; Series A Voting Preferred stock, 2,000,000 shares authorized; No shares issued and outstanding
Common stock, $0.001 par value, 70,000,000 shares authorized; 22,117,776 shares issued and outstanding	$ 66,353	$ 66,353
Additional paid-in capital	1,264,782	1,264,782
Accumulated deficit	(2,309,512)	(2,381,624)
Total shareholders' deficit	(978,377)	$ (1,050,489)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 18,811

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2015	Jun. 30, 2015
Preferred stock, par value
Preferred stock, shares authorized	5,000,000	5,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	70,000,000	70,000,000
Common stock, shares issued	22,117,776	22,117,776
Common stock, shares outstanding	22,117,776	22,117,776
Series A Voting Preferred stock [Member]
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Income Statement [Abstract]
Sales
Cost of goods sold
Gross profit
Selling, general and administrative expenses	$ 52,423	$ 44,299
Loss from operations	(52,423)	(44,299)
Other expense
Interest expense	8,365	7,523
Total	8,365	7,523
Loss from continuing operations	$ (60,788)	(51,822)
Discontinued operations
Loss from discontinued operations		$ (91,405)
Gain from sale of discontinued operations	$ 132,900
Income (loss) from discontinued operations	132,900	$ (91,405)
NET INCOME (LOSS)	$ 72,112	$ (143,227)
BASIC AND DILUTED INCOME (LOSS) PER COMMON SHARE:
Loss per share from continuing operations
Income (loss) per share from discontinued operations	$ 0.01
Net income (loss) per share		$ (0.01)
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING BASIC AND DILUTED	22,117,776	18,789,153

Condensed Consolidated Stateme5

Condensed Consolidated Statement of Shareholders' Deficit (Unaudited) - 3 months ended Sep. 30, 2015 - USD ($)	Total	Preferred Stock	Common Stock	Additional Paid-in Capital	Accumulated Deficit
Balance at Jun. 30, 2015	$ (1,050,489)		$ 66,353	$ 1,264,782	$ (2,381,624)
Balance, shares at Jun. 30, 2015			22,117,776
Net income	72,112				72,112
Balance at Sep. 30, 2015	$ (978,377)		$ 66,353	$ 1,264,782	$ (2,309,512)
Balance, shares at Sep. 30, 2015			22,117,776

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Cash Flows from Operating Activities
Net income	$ 72,112	$ (143,227)
Adjustments to reconcile net income to net cash used in operating activities of continuing operations
Gain from sale of discontinued operations	(132,900)
Changes in Assets and Liabilities (Decrease) Increase in:
Accounts payable and accrued expenses	23,850
Amounts due to related parties	12,000
Net cash used in operating activities from continuing operations	$ (24,938)
Net cash used in operating activities from discontinued operations		$ (34,270)
Net cash used in operating activities	$ (24,938)	$ (34,270)
Cash Flows from Financing Activities
Proceeds from promissory notes payable	47,650
Repayment of notes payable	(3,901)
Cash held in escrow	(18,811)
Net cash provided by financing activities of continuing operations	$ 24,938
Net cash provided by financing activities of discontinued operations		$ 35,200
Net cash provided by financing activities	$ 24,938	35,200
Net decrease in cash		930
Cash beginning of period		824
Cash end of period		$ 1,754
Supplemental Disclosure of Cash Flow Information
Interest paid
Taxes paid

Organization, Operations and Ba

Organization, Operations and Basis of Accounting	3 Months Ended
	Sep. 30, 2015
Organization, Operations and Basis of Accounting [Abstract]
ORGANIZATION, OPERATIONS AND BASIS OF ACCOUNTING	NOTE 1 - ORGANIZATION, OPERATIONS AND BASIS OF ACCOUNTING The accompanying unaudited condensed consolidated financial statements of Smack Sportswear, Inc. and Subsidiary (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included. Operating results for the three months ended September 30, 2015 are not necessarily indicative of the results that may be expected for the year ending June 30, 2016. For further information refer to the financial statements and footnotes thereto included in the Company's Form 10-K for the year ended June 30, 2015. Nature of the Business SMACK Sportswear (“SMACK”) was originally incorporated in Nevada in October 2007. The Company’s primary business activities were the manufacturer and sale of performance and lifestyle based indoor and sand volleyball apparel and accessories. As of July 1, 2015, the Company has ceased operations and is looking for opportunities to acquire operating companies or merge with other operational entities. Going Concern The accompanying consolidated financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets and liabilities and commitments in the normal course of business. The accompanying condensed consolidated financial statements do not reflect any adjustments that might result if the Company is unable to continue as a going concern. During the three months ended September 30, 2015, the Company incurred a net loss from operations of $52,423 and cash used in operating activities was $24,938, and as of that date, is delinquent in payments of $271,398 for payroll and sales taxes. As of September 30, 2015, the Company had a working capital deficiency of $828,377 and a shareholders’ deficit of $978,377. Furthermore, on July 27, 2015, the Company sold substantially all of its assets and business operations to a former officer. As a result, the Company’s operations since that date have ceased. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, an additional cash infusion and an identification of new business opportunities. During the three months ended September 30, 2015, the Company raised $47,650 from an investor to pay past obligations and to allow the Company to continue operating in its shell status and raised an additional $5,000 from the investor in October 2015. Management believes this funding and future funding will provide the additional cash needed to meet the Company’s obligations as they become due, and will allow it to continue looking for opportunities to acquire operating companies or merge with other operational entities. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stock holders, in case of equity financing.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Sep. 30, 2015
Summary of Significant Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. Basis of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Team Sports Superstore. All significant intercompany transactions and balances have been eliminated in consolidation. Loss per Share Calculations Basic earnings per share are computed by dividing income available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The Company’s diluted loss per share is the same as the basic loss per share for the three months ended September 30, 2015 and 2014, as there are no potential shares outstanding that would have a dilutive effect. Use of Estimates The preparation of the condensed financial statements in conformity with accounting principles generally accepted in the U.S requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the financial statement date, and reported amounts of revenue and expenses during the reporting period. Significant estimates are used in valuing the fair value of common stock issued for services, among others. Actual results could differ from these estimates. Fair Value of Financial Instruments The Fair Value of Financial Instruments requires disclosure of fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of September 30, 2015, the balances reported for cash and accounts payable and accrued expenses approximate their fair value because of their short maturities. Debt balances are stated at historical amounts less principal payments, which approximate fair market value. The Company believes interest rates in its debt agreements are commensurate with lender risk profiles for similar companies. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09 (ASU 2014-09), Revenue from Contracts with Customers. ASU 2014-09 will eliminate transaction- and industry-specific revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. ASU 2014-09 will require that companies recognize revenue based on the value of transferred goods or services as they occur in the contract. The ASU also will require additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 is effective for reporting periods beginning after December 15, 2017. Entities can transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. Management is currently assessing the impact the adoption of ASU 2014-09 and has not determined the effect of the standard on our ongoing financial reporting. In August 2014, the FASB issued Accounting Standards Update No. 2014-15 (ASU 2014-15), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The ASU applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The adoption of this ASU is not expected to have a material impact on the Company’s consolidated results of operations, financial condition or liquidity. In November 2014, the FASB issued Accounting Standards Update No. 2014-16 (ASU 2014-16), Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity. The amendments in this ASU do not change the current criteria in U.S. GAAP for determining when separation of certain embedded derivative features in a hybrid financial instrument is required. The amendments clarify that an entity should consider all relevant terms and features, including the embedded derivative feature being evaluated for bifurcation, in evaluating the nature of the host contract. The ASU applies to all entities that are issuers of, or investors in, hybrid financial instruments that are issued in the form of a share and is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. The adoption of this ASU is not expected to have a material impact on the Company’s consolidated results of operations, financial condition or liquidity. In January 2015, the FASB issued ASU No. 2015-01, which eliminates the concept of extraordinary items for financial statement presentation purposes. This ASU is effective for fiscal years beginning after December 15, 2015. The adoption of this ASU is not expected to have a material impact on the Company’s consolidated results of operations, financial condition or liquidity. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

Cash Held In Escrow

Cash Held In Escrow	3 Months Ended
	Sep. 30, 2015
Cash Held In Escrow [Abstract]
CASH HELD IN ESCROW	NOTE 3 – CASH HELD IN ESCROW As of September 30, 2015, the Company had $18,811 of cash that was held in trust for the Company by its legal counsel. The funds were held in an escrow account in the name of the legal counsel.

Notes Payable - Related Parties

Notes Payable - Related Parties	3 Months Ended
	Sep. 30, 2015
Notes Payable - Related Parties [Abstract]
NOTES PAYABLE - RELATED PARTIES	NOTE 4 – NOTES PAYABLE – RELATED PARTIES Notes payable to related parties consist of the following as of September 30, 2015 and June 30, 2015: September 30, June 30, (Unaudited) Loan payable – related party (a) $ - $ 3,901 Unsecured promissory note due to related party (b) 150,000 150,000 Unsecured promissory note due to related party (c) 150,000 150,000 TOTAL 300,000 303,901 Less: Current portion (150,000 ) (153,901 ) LONG-TERM PORTION $ 150,000 $ 150,000 a. As of June 30, 2015, the Company had a loan payable due to a family member of the former CEO in the amount of $3,901. In September 2015, the $3,901 balance was repaid and no amount was owed under the agreement as of September 30, 2015. b. In February 2014, the Company entered into an unsecured promissory note agreement with a shareholder. The agreement allows for the Company to borrow up to $150,000 at an interest rate of 10 percent per year. As of September 30, 2015 and June 30, 2015, the outstanding balance of the note was $150,000. The outstanding principal amount and all accrued and unpaid interest is due by December 2016. On October 30, 2015, a total of $55,039 was converted into 1,375,975 shares of the Company’s common stock (see Note 6). c. In February 2014, the Company entered into an unsecured promissory note agreement with a shareholder. The agreement allows for the Company to borrow up to $150,000 at an interest rate of 10 percent per year. As of September 30, 2015 and June 30, 2015, the outstanding balance of the note was $150,000. The outstanding principal amount and all accrued and unpaid interest is due by January 2016. On October 30, 2015, a total of $54,755 was converted into 1,368,872 shares of the Company’s common stock (see Note 6). For the three months ended September 30, 2015 and 2014, the Company incurred $8,365 and $7,523, respectively, of interest expense relating to the unsecured promissory notes. The total amount of accrued interest payable relating to those notes at September 30, 2015 and June 30, 2015 was $48,049 and $39,684, respectively.

Note Payable

Note Payable	3 Months Ended
	Sep. 30, 2015
Note Payable [Abstract]
Note Payable	NOTE 5 – NOTE PAYABLE In August 2015, the Company entered into an unsecured promissory note agreement with an individual. The agreement allows for the Company to borrow up to $47,650 at an interest rate of 10 percent per year. The outstanding balance under the agreement at September 30, 2015 was $47,650. The outstanding principal amount and all accrued and unpaid interest is due by August 2016.

Discontinued Operations

Discontinued Operations	3 Months Ended
	Sep. 30, 2015
Discontinued Operations [Abstract]
DISCONTINUED OPERATIONS	NOTE 6 – DISCONTINUED OPERATIONS The Company’s primary business activities were the manufacturer and sale of performance and lifestyle based indoor and sand volleyball apparel and accessories. As of July 1, 2015, the company has ceased operations. On July 27, 2015, the Company entered into an Asset Purchase agreement with the former CEO to sell to him the remaining assets of the Company that related to this business line. The purchase price of the assets sold was $132,900, which was paid by the cancellation of indebtedness owed by the Company to the former CEO. The Company and the former CEO also executed and delivered mutual release agreements that released each party from any and all claims, liabilities and indebtedness owed to the other. As of that date, the former CEO also resigned as a director of the Company. The Company has reclassified its previously issued financial statements to segregate the discontinued operations as of the earliest period reported, and has reflected a gain on discontinued operations of $132,900 as of September 30, 2015 relating to the extinguishment of amounts due the former officer. Revenue and expenses related to the discontinued operations were as follows: Three months September 30, Sales $ 54,034 Cost of Goods Sold 27,363 Gross Profit 26,671 Selling, general and administrative costs 118,076 Loss from operations $ 91,405 In connection with such divestiture, the former CEO also agreed to sell all his shares of common stock in the Company (6,824,336 shares, or approximately 31%) for an aggregate purchase price of $90,000. These sales will be made in four equal tranches, payable by an unidentified buyer in cash on or prior to August 30, 2015, October 1, 2015, January 2, 2016 and April 1, 2016. If a buyer is not identified and/or the sale is not consummated by any of said dates, the former CEO has no further obligation to sell his shares. The former CEO agreed not to sell, dispose of or transfer his shares in the Company other as provided above. In August 2015 and September 2015, the first two tranches totaling 3,412,168 shares were sold for a total of $45,000.

Amounts Due to Related Parties

Amounts Due to Related Parties	3 Months Ended
	Sep. 30, 2015
Amounts Due to Former Officer [Abstract]
AMOUNTS DUE TO RELATED PARTIES	NOTE 7 – AMOUNTS DUE TO RELATED PARTIES As of September 30, 2015 and June 30, 2015, the Company owed an officer $100,000 and $88,000, respectively, relating to unpaid compensation and these amounts are reflected in Amounts Due to Related Parties on the accompanying September 30, 2015 and June 30, 2015 condensed consolidated Balance Sheets. As of September 30, 2015 and June 30, 2015, the Company also owed $25,000 of compensation to a former officer and Director. This amount is reflected in Amounts Due to Related Parties on the accompanying September 30, 2015 and June 30, 2015 condensed consolidated Balance Sheets. On October 31, 2015, the amounts due to the related parties totaling $125,000 on that date was converted into 3,125,000 share of the Company’s common stock (see Note 6).

Subsequent Events

Subsequent Events	3 Months Ended
	Sep. 30, 2015
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 8 – SUBSEQUENT EVENTS On October 30, 2015, the Company entered into Debt Conversion agreements with an officer, a former officer and two promissory note holders. A certain portion of the debt was converted at the fair value of the common stock on that date, which was $0.04 per share. As of October 30, 2015, the Company owed an officer $100,000 for unpaid compensation (see Note 5) and this amount was converted into 2,500,000 shares of the Company’s common stock. As of October 30, 2015, the Company owed a former officer $25,000 for unpaid compensation (see Note 5) and this amount was converted into 625,000 shares of the Company’s common stock. As of October 30, 2015, the Company owed two promissory note holders $300,000 of principal and $49,794 of accrued and unpaid interest (see Note 3). On that date, a total of $109,794 was converted into 2,744,847 shares of the Company’s common stock. In total, on October 30, 2015, $234,794 of debt was converted into 5,869,847 shares of the Company’s common stock. In November 2015, the Company entered into a letter of intent (LOI) to acquire an entertainment company by issuing to the two shareholders of said company 100,000,000 shares of common stock of the Company. As a result of the proposed transaction, the entertainment company would become a majority owned subsidiary of the Company and the board of the Company will consist of persons appointed by the entertainment company. The closing of the proposed transaction is conditioned on several terms, including the satisfactory due diligence by each party of the other. It is the intent of the parties that the definitive agreement will be executed and delivered by November 30th. The Company filed Form 8-K on November 12 th

Summary of Significant Accoun15

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Sep. 30, 2015
Summary of Significant Accounting Policies [Abstract]
Basis of Consolidation	Basis of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Team Sports Superstore. All significant intercompany transactions and balances have been eliminated in consolidation.
Loss per Share Calculations	Loss per Share Calculations Basic earnings per share are computed by dividing income available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The Company’s diluted loss per share is the same as the basic loss per share for the three months ended September 30, 2015 and 2014, as there are no potential shares outstanding that would have a dilutive effect.
Use of Estimates	Use of Estimates The preparation of the condensed financial statements in conformity with accounting principles generally accepted in the U.S requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the financial statement date, and reported amounts of revenue and expenses during the reporting period. Significant estimates are used in valuing the fair value of common stock issued for services, among others. Actual results could differ from these estimates.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Fair Value of Financial Instruments requires disclosure of fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of September 30, 2015, the balances reported for cash and accounts payable and accrued expenses approximate their fair value because of their short maturities. Debt balances are stated at historical amounts less principal payments, which approximate fair market value. The Company believes interest rates in its debt agreements are commensurate with lender risk profiles for similar companies.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09 (ASU 2014-09), Revenue from Contracts with Customers. ASU 2014-09 will eliminate transaction- and industry-specific revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. ASU 2014-09 will require that companies recognize revenue based on the value of transferred goods or services as they occur in the contract. The ASU also will require additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 is effective for reporting periods beginning after December 15, 2017. Entities can transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. Management is currently assessing the impact the adoption of ASU 2014-09 and has not determined the effect of the standard on our ongoing financial reporting. In August 2014, the FASB issued Accounting Standards Update No. 2014-15 (ASU 2014-15), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The ASU applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The adoption of this ASU is not expected to have a material impact on the Company’s consolidated results of operations, financial condition or liquidity. In November 2014, the FASB issued Accounting Standards Update No. 2014-16 (ASU 2014-16), Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity. The amendments in this ASU do not change the current criteria in U.S. GAAP for determining when separation of certain embedded derivative features in a hybrid financial instrument is required. The amendments clarify that an entity should consider all relevant terms and features, including the embedded derivative feature being evaluated for bifurcation, in evaluating the nature of the host contract. The ASU applies to all entities that are issuers of, or investors in, hybrid financial instruments that are issued in the form of a share and is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. The adoption of this ASU is not expected to have a material impact on the Company’s consolidated results of operations, financial condition or liquidity. In January 2015, the FASB issued ASU No. 2015-01, which eliminates the concept of extraordinary items for financial statement presentation purposes. This ASU is effective for fiscal years beginning after December 15, 2015. The adoption of this ASU is not expected to have a material impact on the Company’s consolidated results of operations, financial condition or liquidity. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

Notes Payable - Related Parti16

Notes Payable - Related Parties (Tables)	3 Months Ended
	Sep. 30, 2015
Notes Payable - Related Parties [Abstract]
Schedule of notes payable to related parties	September 30, June 30, (Unaudited) Loan payable – related party (a) $ - $ 3,901 Unsecured promissory note due to related party (b) 150,000 150,000 Unsecured promissory note due to related party (c) 150,000 150,000 TOTAL 300,000 303,901 Less: Current portion (150,000 ) (153,901 ) LONG-TERM PORTION $ 150,000 $ 150,000 a. As of June 30, 2015, the Company had a loan payable due to a family member of the former CEO in the amount of $3,901. In September 2015, the $3,901 balance was repaid and no amount was owed under the agreement as of September 30, 2015. b. In February 2014, the Company entered into an unsecured promissory note agreement with a shareholder. The agreement allows for the Company to borrow up to $150,000 at an interest rate of 10 percent per year. As of September 30, 2015 and June 30, 2015, the outstanding balance of the note was $150,000. The outstanding principal amount and all accrued and unpaid interest is due by December 2016. On October 30, 2015, a total of $55,039 was converted into 1,375,975 shares of the Company’s common stock (see Note 6). c. In February 2014, the Company entered into an unsecured promissory note agreement with a shareholder. The agreement allows for the Company to borrow up to $150,000 at an interest rate of 10 percent per year. As of September 30, 2015 and June 30, 2015, the outstanding balance of the note was $150,000. The outstanding principal amount and all accrued and unpaid interest is due by January 2016. On October 30, 2015, a total of $54,755 was converted into 1,368,872 shares of the Company’s common stock (see Note 6).

Discontinued Operations (Tables

Discontinued Operations (Tables)	3 Months Ended
	Sep. 30, 2015
Discontinued Operations [Abstract]
Schedule of discontinued operations	Three months September 30, Sales $ 54,034 Cost of Goods Sold 27,363 Gross Profit 26,671 Selling, general and administrative costs 118,076 Loss from operations $ 91,405

Organization, Operations and 18

Organization, Operations and Basis of Accounting (Details) - USD ($)	3 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Oct. 31, 2015	Jun. 30, 2015
Organization, Operations and Basis of Accounting (Textual)
Loss from operations	$ (52,423)	$ (44,299)
Cash used in operating activities	(24,938)	$ (34,270)
Payroll and sales taxes payable	271,398			$ 271,398
Working capital deficiency	828,377
Shareholders' deficit	(978,377)			$ (1,050,489)
Investor to pay past obligations value	$ 47,650
Subsequent Event [Member]
Organization, Operations and Basis of Accounting (Textual)
Investor to pay past obligations value			$ 5,000

Cash Held In Escrow (Details)

Cash Held In Escrow (Details)	Sep. 30, 2015USD ($)
Cash Held In Escrow [Abstract]
Cash held in escrow	$ 18,811

Notes Payable - Related Parti20

Notes Payable - Related Parties (Details) - USD ($)		Sep. 30, 2015	Jun. 30, 2015
Notes payable and other debt to related parties:
TOTAL		$ 300,000	$ 303,901
Less: Current portion		(150,000)	(153,901)
LONG-TERM PORTION		$ 150,000	150,000
Loan payable - related party [Member]
Notes payable and other debt to related parties:
TOTAL	[1]		3,901
Unsecured promissory note [Member]
Notes payable and other debt to related parties:
TOTAL	[2]	$ 150,000	150,000
Unsecured promissory note [Member]
Notes payable and other debt to related parties:
TOTAL	[3]	$ 150,000	$ 150,000
[1]	As of June 30, 2015, the Company had a loan payable due to a family member of the former CEO in the amount of $3,901. In September 2015, the $3,901 balance was repaid and no amount was owed under the agreement as of September 30, 2015.
[2]	In February 2014, the Company entered into an unsecured promissory note agreement with a shareholder. The agreement allows for the Company to borrow up to $150,000 at an interest rate of 10 percent per year. As of September 30, 2015 and June 30, 2015, the outstanding balance of the note was $150,000. The outstanding principal amount and all accrued and unpaid interest is due by December 2016. On October 31, 2015, a total of $55,039 was converted into 1,375,975 shares of the Company's common stock (see Note 6).
[3]	In February 2014, the Company entered into an unsecured promissory note agreement with a shareholder. The agreement allows for the Company to borrow up to $150,000 at an interest rate of 10 percent per year. As of September 30, 2015 and June 30, 2015, the outstanding balance of the note was $150,000. The outstanding principal amount and all accrued and unpaid interest is due by January 2016. On October 31, 2015, a total of $54,755 was converted into 1,368,872 shares of the Company's common stock (see Note 6).

Notes Payable - Related Parti21

Notes Payable - Related Parties (Details Textual) - USD ($)	1 Months Ended	3 Months Ended		12 Months Ended
	Oct. 30, 2015	Sep. 30, 2015	Sep. 30, 2014	Jun. 30, 2015	Feb. 28, 2014
Notes Payable - Related Parties (Textual)
Interest expense		$ 8,365	$ 7,523
Interest payable		48,049		$ 39,684
Subsequent Event [Member]
Notes Payable - Related Parties (Textual)
Debt convertible amount	$ 234,794
Debt converted into common stock shares	5,869,847
Loan payable - related party [Member] | Former CEO [Member]
Notes Payable - Related Parties (Textual)
Loan payable to related parties				3,901
Loan repaid to related party		3,901
Unsecured promissory note [Member] | Shareholder [Member]
Notes Payable - Related Parties (Textual)
Maximum borrowing capacity of unsecured debt					$ 150,000
Notes payable, interest rate					10.00%
Outstanding balance of note		$ 150,000		150,000
Notes payable, maturity date		Dec. 31, 2016
Unsecured promissory note [Member] | Shareholder [Member] | Subsequent Event [Member]
Notes Payable - Related Parties (Textual)
Debt convertible amount	$ 55,039
Debt converted into common stock shares	1,375,975
Unsecured promissory note [Member] | Shareholder [Member]
Notes Payable - Related Parties (Textual)
Maximum borrowing capacity of unsecured debt					$ 150,000
Notes payable, interest rate					10.00%
Outstanding balance of note		$ 150,000		$ 150,000
Notes payable, maturity date		Jan. 31, 2016
Unsecured promissory note [Member] | Shareholder [Member] | Subsequent Event [Member]
Notes Payable - Related Parties (Textual)
Debt convertible amount	$ 54,755
Debt converted into common stock shares	1,368,872

Note Payable (Details)

Note Payable (Details) - USD ($)	3 Months Ended
	Sep. 30, 2015	Aug. 31, 2015
Note Payable (Textual)
Note payable	$ 47,650
Unsecured promissory note [Member]
Note Payable (Textual)
Note payable		$ 47,650
Note payable interest rate		10.00%
Outstanding balance of note	$ 47,650
Notes payable, maturity date	Aug. 31, 2016

Discontinued Operations (Detail

Discontinued Operations (Details)	3 Months Ended
	Sep. 30, 2014USD ($)
Discontinued Operations [Abstract]
Sales	$ 54,034
Cost of Goods Sold	27,363
Gross Profit	26,671
Selling, general and administrative costs	118,076
Loss from operations	$ 91,405

Discontinued Operations (Deta24

Discontinued Operations (Details Textual) - USD ($)	3 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Discontinued Operations (Textual)
Gain on discontinued operations	$ 132,900	$ (91,405)
Former CEO [Member]
Discontinued Operations (Textual)
Purchase price of assets sold	132,900
Gain on discontinued operations	$ 132,900
Sale of common stock shares	6,824,336
Aggregate purchase price	$ 90,000
Number of shares sold on first two tranches	3,412,168
Value of shares sold on first two tranches	$ 45,000

Amounts Due to Related Parties

Amounts Due to Related Parties (Details) - USD ($)	1 Months Ended
	Oct. 31, 2015	Oct. 30, 2015	Sep. 30, 2015	Jun. 30, 2015
Subsequent Event [Member]
Amounts Due to Related Parties (Textual)
Debt converted into common stock shares		5,869,847
Officer [Member]
Amounts Due to Related Parties (Textual)
Amounts due to related parties			$ 100,000	$ 88,000
Former Officer And Director [Member]
Amounts Due to Related Parties (Textual)
Amounts due to related parties			$ 25,000	$ 25,000
Former Officer And Director [Member] | Subsequent Event [Member]
Amounts Due to Related Parties (Textual)
Amounts due to related parties converted	$ 125,000
Debt converted into common stock shares	3,125,000

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member]	1 Months Ended
	Nov. 30, 2015Shareholdersshares	Oct. 31, 2015USD ($)	Oct. 30, 2015USD ($)$ / sharesshares
Subsequent Event (Textual)
Share price | $ / shares			$ 0.04
Debt convertible amount			$ 234,794
Debt converted into common stock shares | shares			5,869,847
Additional borrowings from an individual		$ 5,000
Total amount payable to individual		$ 52,650
Number of shareholders | Shareholders	2
Issuance of common stock shares | shares	100,000,000
Two Promissory Note Holders [Member]
Subsequent Event (Textual)
Promissory notes principal amount			$ 300,000
Accured interest			49,794
Debt convertible amount			$ 109,794
Debt converted into common stock shares | shares			2,744,847
Officer [Member]
Subsequent Event (Textual)
Unpaid compensation			$ 100,000
Unpaid compensation converted into common shares | shares			2,500,000
Former Officer [Member]
Subsequent Event (Textual)
Unpaid compensation			$ 25,000
Unpaid compensation converted into common shares | shares			625,000