Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Sep. 25, 2023 | |
Document Information Line Items | ||
Entity Registrant Name | SINGULARITY FUTURE TECHNOLOGY LTD. | |
Trading Symbol | SGLY | |
Document Type | 10-K | |
Current Fiscal Year End Date | --06-30 | |
Entity Common Stock, Shares Outstanding | 17,515,526 | |
Entity Public Float | $ 8,661,987.74 | |
Amendment Flag | false | |
Entity Central Index Key | 0001422892 | |
Entity Current Reporting Status | No | |
Entity Voluntary Filers | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | FY | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
ICFR Auditor Attestation Flag | false | |
Document Annual Report | true | |
Document Transition Report | false | |
Entity File Number | 001-34024 | |
Entity Incorporation, State or Country Code | VA | |
Entity Tax Identification Number | 11-3588546 | |
Entity Address, Address Line One | 98 Cutter Mill Road | |
Entity Address, Address Line Two | Suite 311 | |
Entity Address, City or Town | Great Neck | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 11021 | |
City Area Code | (718) | |
Local Phone Number | 888-1814 | |
Title of 12(b) Security | Common Stock, no par value | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | No | |
Document Financial Statement Error Correction [Flag] | false | |
Auditor Name | AUDIT ALLIANCE LLP | |
Auditor Firm ID | 3487 | |
Auditor Location | Singapore |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Current assets | ||
Cash | $ 17,390,156 | $ 55,833,282 |
Cryptocurrencies | 72,179 | 90,458 |
Accounts receivable, net | 198,553 | 108,381 |
Other receivables, net | 76,814 | 25,057 |
Advances to suppliers - third parties | 128,032 | 36,540 |
Advances to suppliers - related party | 6,153,546 | |
Prepaid expenses and other current assets | 252,047 | 365,913 |
Due from related party | 74,935 | |
Loan receivable-related parties,net | 552,285 | |
Total Current Assets | 18,192,716 | 63,165,462 |
Property and equipment, net | 426,343 | 548,956 |
Right-of-use assets | 381,982 | 732,744 |
Other long-term assets - deposits | 236,766 | 237,749 |
Investment in unconsolidated entity | 162,829 | |
Total Assets | 19,237,807 | 64,847,740 |
Current Liabilities | ||
Deferred revenue | 66,531 | 6,955,577 |
Refund payable | 13,000,000 | |
Accounts payable | 494,329 | 508,523 |
Accounts payable – related party | 63,434 | 63,434 |
Lease liabilities - current | 330,861 | 471,976 |
Taxes payable | 3,334,958 | 3,457,177 |
Due to related party | 104,962 | |
Accrued expenses and other current liabilities | 636,694 | 756,272 |
Total current liabilities | 5,031,769 | 25,212,959 |
Lease liabilities - noncurrent | 245,171 | 846,871 |
Convertible notes | 5,000,000 | 5,000,000 |
Total liabilities | 10,276,940 | 31,059,830 |
Commitments and Contingencies | ||
Equity | ||
Preferred stock, 2,000,000 shares authorized, no par value, no shares issued and outstanding as of June 30, 2023 and June 30, 2022, respectively | ||
Common stock, 50,000,000 shares authorized, no par value; 17,715,526 and 22,244,333 shares issued and outstanding as of June 30, 2023 and June 30,2022, respectively | 94,332,048 | 96,127,691 |
Additional paid-in capital | 2,334,962 | 2,334,962 |
Accumulated deficit | (85,576,438) | (62,579,592) |
Accumulated other comprehensive income | 90,236 | 45,739 |
Total Stockholders’ Equity attributable to controlling shareholders of the Company | 11,180,808 | 35,928,800 |
Non-controlling Interest | (2,219,941) | (2,140,890) |
Total Equity | 8,960,867 | 33,787,910 |
Total Liabilities and Equity | $ 19,237,807 | $ 64,847,740 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Jun. 30, 2023 | Jun. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, par value (in Dollars per share) | ||
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value (in Dollars per share) | ||
Common stock, shares issued | 17,715,526 | 22,244,333 |
Common stock, shares outstanding | 17,715,526 | 22,244,333 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||
Net revenues | $ 4,538,723 | $ 3,988,415 |
Cost of revenues | (3,990,654) | (4,136,474) |
Gross profit | 548,069 | (148,059) |
Selling expenses | (232,569) | (385,890) |
General and administrative expenses | (11,572,888) | (9,301,784) |
Impairment loss of investment | (128,369) | |
Impairment loss of cryptocurrencies | (18,279) | (170,880) |
Impairment loss of fixed assets and intangible assets | (33,469) | (1,006,305) |
Provision for doubtful accounts, net | (2,827,511) | (1,613,504) |
Stock-based compensation | (329,778) | (10,064,622) |
Total operating expenses | (15,142,863) | (22,542,985) |
Operating loss | (14,594,794) | (22,691,044) |
Loss from disposal of subsidiary and VIE | (42,191) | (6,131,616) |
Lawsuit settlement expenses | (8,400,491) | |
Other income (expenses), net | 74,989 | (105,709) |
Net loss before provision for income taxes | (22,962,487) | (28,928,369) |
Income tax expense | (135,855) | |
Net loss | (23,098,342) | (28,928,369) |
Net loss attributable to non-controlling interest | (101,496) | (670,539) |
Net loss attributable to controlling shareholders of the Company. | (22,996,846) | (28,257,830) |
Comprehensive loss | ||
Net loss | (23,098,342) | (28,928,369) |
Other comprehensive income - foreign currency | 66,942 | 801,065 |
Comprehensive loss | (23,031,400) | (28,127,304) |
Less: Comprehensive loss attributable to non-controlling interest | (79,051) | (644,309) |
Comprehensive loss attributable to controlling shareholders of the Company. | $ (22,952,349) | $ (27,482,995) |
Loss per share | ||
Loss per share basic (in Dollars per share) | $ (1.09) | $ (1.58) |
Weighted average number of common shares used in computation | ||
Weighted average number of common shares used in computation basic (in Shares) | 21,123,252 | 17,924,098 |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Income (Loss) (Parentheticals) - $ / shares | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||
Loss per share diluted | $ (1.09) | $ (1.58) |
Weighted average number of common shares used in computation diluted | 21,123,252 | 17,924,098 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity (Unaudited) - USD ($) | Preferred Stock | Common Stock | Additional paid-in capital | Shares to be cancelled | Accumulated deficit | Accumulated other comprehensive loss | Noncontrolling interest | Total |
BALANCE at Jun. 30, 2021 | $ 82,555,700 | $ 2,334,962 | $ (34,321,762) | $ (729,096) | $ (7,415,631) | $ 42,424,173 | ||
BALANCE (in Shares) at Jun. 30, 2021 | 15,132,113 | |||||||
Issuance of common stock to private placement | $ 5,961,911 | 5,961,911 | ||||||
Issuance of common stock to private placement (in Shares) | 2,328,807 | |||||||
Issuance of common stock to private investors | $ 4,563,908 | 4,563,908 | ||||||
Issuance of common stock to private investors (in Shares) | 1,400,000 | |||||||
Stock based compensation to employee | $ 6,044,400 | 6,044,400 | ||||||
Stock based compensation to employee (in Shares) | 1,620,000 | |||||||
Stock based compensation to consultants | $ 4,020,222 | 4,020,222 | ||||||
Stock based compensation to consultants (in Shares) | 900,000 | |||||||
Cashless exercise of stock warrants | ||||||||
Cashless exercise of stock warrants (in Shares) | 599,413 | |||||||
Warrant repurchase | $ (7,948,000) | (7,948,000) | ||||||
Warrant repurchase (in Shares) | ||||||||
Warrant exercise | $ 929,550 | 929,550 | ||||||
Warrant exercise (in Shares) | 264,000 | |||||||
Disposal of VIE and subsidiaries | 5,919,050 | 5,919,050 | ||||||
Foreign currency translation | 774,835 | 26,230 | 801,065 | |||||
Net loss | (28,257,830) | (670,539) | (28,928,369) | |||||
BALANCE at Jun. 30, 2022 | $ 96,127,691 | 2,334,962 | (62,579,592) | 45,739 | (2,140,890) | 33,787,910 | ||
BALANCE (in Shares) at Jun. 30, 2022 | 22,244,333 | |||||||
Stock based compensation to consultants | $ 329,777 | 329,777 | ||||||
Cancellation of stock compensation | ||||||||
Cancellation of stock compensation (in Shares) | (1,000,000) | |||||||
Cancellation of shares due to settlement | $ (2,125,420) | (200,000) | (2,125,420) | |||||
Cancellation of shares due to settlement (in Shares) | (3,528,807) | |||||||
Foreign currency translation | 44,497 | 22,445 | 66,942 | |||||
Net loss | (22,996,846) | (101,496) | (23,098,342) | |||||
BALANCE at Jun. 30, 2023 | $ 94,332,048 | $ 2,334,962 | $ (200,000) | $ (85,576,438) | $ 90,236 | $ (2,219,941) | $ 8,960,867 | |
BALANCE (in Shares) at Jun. 30, 2023 | 17,715,526 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Operating Activities | ||
Net loss | $ (23,098,342) | $ (28,928,369) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 329,778 | 10,064,622 |
Depreciation and amortization | 164,348 | 533,638 |
Non-cash lease expense | 351,005 | 611,022 |
Provision for doubtful accounts, net | 2,827,511 | 1,613,504 |
Impairment loss of fixed assets and intangible asset | 33,469 | 1,006,305 |
Gain on disposal of ROU | (177,970) | |
(Gain) loss on disposal of fixed assets | (12,926) | 147,154 |
Loss on disposal of subsidiaries | 42,191 | 6,131,616 |
Impairment loss of investment | 128,369 | |
Impairment loss of cryptocurrencies | 18,279 | 170,880 |
Investment loss from unconsolidated subsidiary | 34,459 | 47,181 |
Changes in assets and liabilities | ||
Accounts receivable | 28,362 | (39,669) |
Other receivables | 228,593 | 1,418,393 |
Advances to suppliers – third parties | (96,941) | 543,321 |
Advances to suppliers – related party | 6,153,546 | (34,081,129) |
Prepaid expenses and other current assets | 113,866 | (24,463) |
Other long-term assets – deposits | 418 | (123,869) |
Deferred revenue | (6,888,971) | 34,047,696 |
Refund payable | (13,000,000) | 13,000,000 |
Accounts payable | (10,948) | 24,967 |
Taxes payable | (114,845) | 94,393 |
Lease liabilities | (564,813) | (633,376) |
Accrued expenses and other current liabilities | (131,843) | 294,253 |
Net cash (used in) provided by operating activities | (33,643,405) | 5,918,070 |
Investing Activities | ||
Acquisition of property and equipment | (35,588) | (874,518) |
Proceeds from disposal of property and equipment | 90,956 | |
Loan receivable – related parties | 510,087 | (573,252) |
Investment in unconsolidated entity | (210,010) | |
Advance to related parties | (74,934) | (1,923,896) |
Repayment from related parties | 283,771 | |
Amount paid to Goalowen | (3,000,000) | |
Net cash provided by (used in) investing activities | (2,225,708) | (3,581,676) |
Financing Activities | ||
Proceeds from issuance of preferred stock | ||
Proceeds from issuance of common stock | 10,525,819 | |
Warrant exercise | 929,550 | |
Proceeds from convertible notes | 10,000,000 | |
Repayment of convertible notes | (5,000,000) | |
Warrant repurchase | (7,948,000) | |
Repayment of loan payable | (155,405) | |
Payment of legal settlement to cancel shares | (2,125,420) | |
Net cash (used in) provided by financing activities | (2,125,420) | 8,351,964 |
Effect of exchange rate fluctuations on cash | (448,593) | 307,607 |
Net (decrease) increase in cash | (38,443,126) | 10,995,965 |
Cash at beginning of year | 55,833,282 | 44,837,317 |
Cash at end of year | 17,390,156 | 55,833,282 |
Supplemental information | ||
Income taxes paid | ||
Interest paid | 2,404 | |
Non-cash transactions of operating and investing activities | ||
Initial recognition of right-of-use assets and lease liabilities | $ 1,523,433 |
Organization and Nature of Busi
Organization and Nature of Business | 12 Months Ended |
Jun. 30, 2023 | |
Organization and Nature of Business [Abstract] | |
ORGANIZATION AND NATURE OF BUSINESS | Note 1. ORGANIZATION AND NATURE OF BUSINESS The Company is a global logistics integrated solution provider that was incorporated in the United States in 2001. On September 18, 2007, the Company amended its Articles of Incorporation and Bylaws to merge into a new corporation, Sino-Global Shipping America, Ltd. in Virginia. The Company primarily focuses on providing logistics and support to businesses in the Peoples’ Republic of China (“PRC”) and the United States. On January 3, 2022, the Company changed its corporate name from Sino-Global Shipping America, Ltd. to Singularity Future Technology Ltd. to reflect its expanded operations into the digital assets business. The Company conducts its business primarily through its wholly-owned subsidiaries in the PRC (including Hong Kong) and the United States, where the majority of its clients are located. For the twelve months ended June 30, 2023, the Company operated in two segments: (1) freight logistics services, which were operated by its subsidiaries in both the United States and PRC, and (2) the sale of crypto-mining machines, which were operated by its subsidiaries in the United States. On Feb 27, 2023, Ningbo Saimeinuo Supply Chain Management Ltd. changed its name to Ningbo Saimeinuo Web Technology Ltd. On March 30, 2023, the board of directors of the Company authorized the Company to conduct an e-commerce business in China. The outbreak of the novel coronavirus (COVID-19) starting in late January 2020 in the PRC spread rapidly to many parts of the world. In March 2020, the World Health Organization declared the COVID-19 as a pandemic and has resulted in quarantines, travel restrictions, and the temporary closure of stores and business facilities in China and the U.S. Given the rapidly expanding nature of the COVID-19 pandemic, and because substantially all of the Company’s business operations and its workforce are concentrated in China and the U.S., the Company’s business, results of operations, and financial condition have been adversely affected. In early December 2022, Chinese government eased the strict control measures for COVID-19, which led to a surge in increased infections and disruption in our business operations. Any future impact of COVID-19 on our operating results in China will depend on, to a large extent, future developments and new information that may emerge regarding the duration and resurgence of COVID-19 variants and the actions taken by government authorities to contain COVID-19 or treat its impact, almost all of which are beyond our control. As of June 30, 2023, the Company’s subsidiaries included the following: Name Background Ownership Sino-Global Shipping New York Inc. (“SGS NY”) ● ● ● A New York Corporation Incorporated on May 03, 2013 Primarily engaged in freight logistics services 100% owned by the Company Sino-Global Shipping HK Ltd. (“SGS HK”) ● ● ● A Hong Kong Corporation Incorporated on September 22, 2008 No material operations 100% owned by the Company Thor Miner Inc. (“Thor Miner”) ● ● ● A Delaware Corporation Incorporated on October 13, 2021 Primarily engaged in sales of crypto mining machines 51% owned by the Company Trans Pacific Shipping Ltd. (“Trans Pacific Beijing”) ● ● ● A PRC limited liability company Incorporated on November 13, 2007. Primarily engaged in freight logistics services 100% owned the Company Trans Pacific Logistic Shanghai Ltd. (“Trans Pacific Shanghai”) ● ● ● A PRC limited liability company Incorporated on May 31, 2009 Primarily engaged in freight logistics services 90% owned by Trans Pacific Beijing Ningbo Saimeinuo Web Technology Ltd. (“SGS Ningbo”) ● ● ● A PRC limited liability company Incorporated on September 11,2017 Primarily engaged in freight logistics services 100% owned by SGS NY Blumargo IT Solution Ltd. (“Blumargo”) ● ● ● A New York Corporation Incorporated on December 14, 2020 No material operations 100% owned by SGS NY Gorgeous Trading Ltd (“Gorgeous Trading”) ● ● ● A Texas Corporation Incorporated on July 01, 2021 Primarily engaged in warehouse related services 100% owned by SGS NY Brilliant Warehouse Service Inc. (“Brilliant Warehouse”) ● ● ● A Texas Corporation Incorporated on April 19,2021 Primarily engaged in warehouse house related services 51% owned by SGS NY Phi Electric Motor In. (“Phi”) ● ● ● A New York Corporation Incorporated on August 30, 2021 No operations 51% owned by SGS NY SG Shipping & Risk Solution Inc(“SGSR”) ● ● ● A New York Corporation Incorporated on September 29, 2021 No material operations 100% owned by the Company SG Link LLC (“SG Link”) ● ● ● A New York Corporation Incorporated on December 23, 2021 No operations 100% owned by SG Shipping & Risk Solution Inc on January 25, 2022 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts of the Company and include the assets, liabilities, revenues and expenses of its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Prior to December 31, 2021, Sino-Global Shipping Agency Ltd. (“Sino-China”) was considered a Variable Interest Entity (“VIE”), with the Company as the primary beneficiary. The Company, through Trans Pacific Beijing, entered into certain agreements with Sino-China, pursuant to which the Company received 90% of Sino-China’s net income. As a VIE, Sino-China’s revenues were included in the Company’s total revenues, and any income/loss from operations was consolidated with that of the Company. Because of contractual arrangements between the Company and Sino-China, the Company had a pecuniary interest in Sino-China that required consolidation of the financial statements of the Company and Sino-China. The Company has consolidated Sino-China’s operating results in accordance with Accounting Standards Codification (“ASC”) 810-10, “Consolidation”. The agency relationship between the Company and Sino-China and its branches was governed by a series of contractual arrangements pursuant to which the Company had substantial control over Sino-China. On December 31, 2021, the Company entered into a series of agreements to terminate its VIE structure and deconsolidated its formerly controlled entity Sino-China. The Company dissolved its subsidiary Sino-Global Shipping Australia Pty Ltd. and and recorded the disposal loss of $0.04 million for the year ended June 30, 2023. (b) Fair Value of Financial Instruments The Company follows the provisions of ASC 820, Fair Value Measurements and Disclosures, which clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1 — Observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2 — Inputs other than quoted prices that are observable for the asset or liability in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3 — Unobservable inputs that reflect management’s assumptions based on the best available information. The carrying value of accounts receivable, other receivables, other current assets, and current liabilities approximate their fair values because of the short-term nature of these instruments. (c) Use of Estimates and Assumptions The preparation of the Company’s consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Estimates are adjusted to reflect actual experience when necessary. Significant accounting estimates reflected in the Company’s consolidated financial statements include revenue recognition, fair value of stock-based compensation, cost of revenues, allowance for doubtful accounts, impairment loss, deferred income taxes, income tax expense and the useful lives of property and equipment. The inputs into the Company’s judgments and estimates consider the economic implications of COVID-19 on the Company’s critical and significant accounting estimates. Since the use of estimates is an integral component of the financial reporting process, actual results could differ from those estimates. (d) Translation of Foreign Currency The accounts of the Company and its subsidiaries are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The Company’s functional currency is the U.S. dollar (“USD”) while its subsidiaries in the PRC, including Trans Pacific Beijing and Trans Pacific Logistic Shanghai Ltd. report their financial positions and results of operations in Renminbi (“RMB”), its subsidiary Sino-Global Shipping Australia Pty Ltd., reports its financial positions and results of operations in Australian dollar (“AUD”), its subsidiary Sino-Global Shipping (HK), Ltd. reports its financial positions and results of operations in Hong Kong dollar (“HKD”). The accompanying consolidated financial statements are presented in USD. Foreign currency transactions are translated into USD using the fixed exchange rates in effect at the time of the transaction. Generally, foreign exchange gains and losses resulting from the settlement of such transactions are recognized in the consolidated statements of operations. The Company translates the foreign currency financial statements in accordance with ASC 830-10, “Foreign Currency Matters”. Assets and liabilities are translated at current exchange rates quoted by the People’s Bank of China at the balance sheets’ dates and revenues and expenses are translated at average exchange rates in effect during the year. The resulting translation adjustments are recorded as other comprehensive loss and accumulated other comprehensive loss as a separate component of equity of the Company, and also included in non-controlling interests. The exchange rates for the years ended June 30, 2023 and 2022 are as follows: June 30, June 30, June 30 Foreign currency Balance Balance 2023 2022 1USD: RMB 7.2537 6.6994 6.9501 6.4544 1USD: AUD 1.5012 1.4484 1.4861 1.3788 1USD: HKD 7.8366 7.8474 7.8379 7.8045 (e) Cash Cash consists of cash on hand and cash in bank which are unrestricted as to withdrawal or use. The Company maintains cash with various financial institutions mainly in the PRC, Australia, Hong Kong and the U.S. As of June 30, 2023 and June 30, 2022, cash balances of $183,510 and $143,044, respectively, were maintained at financial institutions in the PRC. $ 74,533 and $ nil nil nil (f) Cryptocurrencies Cryptocurrencies, mainly bitcoin, are included in current assets in the accompanying consolidated balance sheets. Cryptocurrencies purchased are recorded at cost and cryptocurrencies awarded to the Company through its mining activities are accounted for as other income for the year ended June 30, 2022. No other income was generated for the year ended June 30, 2023. Fair value of the cryptocurrency award received is determined using the quoted price of the related cryptocurrency at the time of receipt. Cryptocurrencies held are accounted for as intangible assets with indefinite useful lives. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value, which is measured using the quoted price of the cryptocurrency at the time its fair value is being measured. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. (g) Receivables and Allowance for Doubtful Accounts Accounts receivable are presented at net realizable value. The Company maintains allowances for doubtful accounts and for estimated losses. The Company reviews the accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability of individual receivable balances. In evaluating the collectability of individual receivable balances, the Company considers many factors, including the age of the balances, customers’ historical payment history, their current credit-worthiness and current economic trends. Receivables are generally considered past due after 180 days. The Company reserves 25%-50% of the customers balance aged between 181 days to 1 year, 50%-100% of the customers balance over 1 year and 100% of the customers balance over 2 years. Accounts receivable are written off against the allowances only after exhaustive collection efforts. As the Company has focused its development on the shipping management segment, its customer base consists of more smaller privately owned companies that will pay more timely than state owned companies. Other receivables represent mainly customer advances, prepaid employee insurance and welfare benefits, which will be subsequently deducted from the employee payroll, project advances as well as office lease deposits. Management reviews its receivables on a regular basis to determine if the bad debt allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. Other receivables are written off against the allowances only after exhaustive collection efforts. (h) Property and Equipment, net Property and equipment are stated at historical cost less accumulated depreciation. Historical cost comprises its purchase price and any directly attributable costs of bringing the assets to its working condition and location for its intended use. Depreciation is calculated on a straight-line basis over the following estimated useful lives: Buildings 20 years Motor vehicles 3-10 years Computer and office equipment 1-5 years Furniture and fixtures 3-5 years System software 5 years Leasehold improvements Shorter of lease term or useful lives Mining equipment 3 years The carrying value of a long-lived asset is considered impaired by the Company when the anticipated undiscounted cash flows from such asset is less than its carrying value. If impairment is identified, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. Fair value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved or based on independent appraisals. The Company inquired with the car dealer and obtained the following market value for similar vehicles and provide impairments to carrying value of fixed assets of $33,469. And no impairments were recorded for the years ended June 30, 2022. (i) Investments in unconsolidated entity Entities in which the Company has the ability to exercise significant influence, but does not have a controlling interest, are accounted for using the equity method. Significant influence is generally considered to exist when the Company has voting shares representing 20% to 50%, and other factors, such as representation on the board of directors, voting rights and the impact of commercial arrangements, are considered in determining whether the equity method of accounting is appropriate. Under this method of accounting, the Company records its proportionate share of the net earnings or losses of equity method investees and a corresponding increase or decrease to the investment balances. Dividends received from the equity method investments are recorded as reductions in the cost of such investments. The Company generally considers an ownership interest of 20% or higher to represent significant influence. The Company accounts for the investments in entities over which it has neither control nor significant influence, and no readily determinable fair value is available, using the investment cost minus any impairment, if necessary. Investments are evaluated for impairment when facts or circumstances indicate that the fair value of the long-term investment is less than its carrying value. An impairment loss is recognized when a decline in fair value is determined to be other-than-temporary. The Company reviews several factors to determine whether a loss is other-than-temporary. These factors include, but are not limited to, the: (i) nature of the investment; (ii) cause and duration of the impairment; (iii) extent to which fair value is less than cost; (iv) financial condition and near term prospects of the investment; and (v) ability to hold the security for a period of time sufficient to allow for any anticipated recovery in fair value. On January 10, 2020, the Company entered into a cooperation agreement with Mr. Shanming Liang, a shareholder of the Company, to set up a joint venture in New York named LSM Trading Ltd., (“LSM”) in which the Company holds a 40% equity interest. Mr. Shanming Liang subsequently transferred his shares to Guanxi Golden Bridge Industry Group Co., Ltd in October 2021. For the year ended June 30, 2023, the Company invested $210,000 and recorded $81,640 investment loss in LSM. The joint venture has not started its operations due to COVID-19.As we could not get the financial information of the investee, we determined to provide full impairment of our equity investment. The Company recorded $128,360 impairment loss for the year ended June 30, 2023. (j) Convertible notes The Company evaluates its convertible notes to determine if those contracts or embedded components of those contracts qualify as derivatives. The result of this accounting treatment is that the fair value of the embedded derivative is recorded at fair value each reporting period and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statements of operations as other income or expense. (k) Revenue Recognition The Company recognizes revenue which represents the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. The Company identifies contractual performance obligations and determines whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company uses a five-step model to recognize revenue from customer contracts. The five-step model requires the Company to (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. For the Company’s freight logistic and shipping agency services revenue, the Company provided transportation services which included mainly shipping services. In fiscal year 2021, the Company also provided shipping agency and management services The Company derived transportation revenue from sales contracts with its customers with revenues being recognized upon performance of services. Sales price to the customer was fixed upon acceptance of the sales contract and there was no separate sales rebate, discount, or other incentive. The Company’s revenues were recognized at a point in time after all performance obligations were satisfied. For the Company’s warehouse services, which are included in the freight logistic services, the Company’s contracts provide the customer an integrated service that includes two or more services, including but not limited to warehousing, collection, first-mile delivery, drop shipping, customs clearance packaging, etc. Accordingly, the Company generally identifies one performance obligation in its contracts, which is a series of distinct services that remain substantially the same over time and possess the same pattern of transfer. Revenue is recognized over the period in which services are provided under the terms of the Company’s contractual relationships with its clients. The transaction price is based on the amount specified in the contract with the customer and contains fixed and variable consideration. In general, the fixed consideration in a contract represents facility and equipment costs incurred to satisfy the performance obligation and is recognized on a straight-line basis over the term of the contract. The variable consideration is comprised of cost reimbursement determined based on the costs incurred. Revenue relating to variable pricing is estimated and included in the consideration if it is probable that a significant revenue reversal will not occur in the future. The estimate of variable consideration is determined by the expected value or most likely amount method and factors in current, past and forecasted experience with the customer. Customers are billed based on terms specified in the revenue contract and they pay us according to approved payment terms. Revenue for the above services is recognized on a gross basis when the Company controls the services as it has the obligation to (i) provide all services (ii) bear any inventory risk for warehouse services. In addition, the Company has control to set its selling price to ensure it would generate profit for the services. For the year ended June 30, 2023, the Company also engaged in sales of cryptocurrency mining equipment. On January 10, 2022, the Company’s joint venture, Thor Minor, entered into a Purchase and Sale Agreement with SOS Information Technology New York Inc. (the “Buyer”). Pursuant to the Purchase and Sale Agreement, Thor agreed to sell and the Buyer agreed to purchase certain cryptocurrency mining equipment. The Company’s performance obligation is to deliver products according to contract specifications. The Company recognizes product revenue at a point in time when the control of products or services are transferred to customers. To distinguish a promise to provide products from a promise to facilitate the sale from a third party, the Company considers the guidance of control in ASC 606-10-55-37A and the indicators in 606-10-55-39. The Company considers this guidance in conjunction with the terms in the Company’s arrangements with both suppliers and customers. In general, revenue is recognized on a gross basis when the Company controls the products as it has the obligation to (i) fulfill the products delivery and custom clearance (ii) bear any inventory risk as legal owners. In addition, when establishing the selling prices for delivery of the resale products, the Company has control to set its selling price to ensure it would generate profit for the products delivery arrangements. If the Company is not responsible for provision of product and does not bear inventory risk, the Company recorded revenue on a net basis. For the year ended June 30, 2023, the Company recognized the sale of cryptocurrency mining equipment based on net basis as the manufacturer of the products are responsible for shipping and custom clearing for the products. Contract balances The Company records receivables related to revenue when the Company has an unconditional right to invoice and receive payment. Deferred revenue consists primarily of customer billings made in advance of performance obligations being satisfied and revenue being recognized. Contract balance amounted to $66,531 and $6,955,577 for the year ended June 30, 2023 and 2022, respectively. Refund payable amounted to $ nil The Company’s disaggregated revenue streams are described as follows: For the Years Ended June 30, June 30, 2023 2022 Sale of crypto mining machines $ 732,565 $ 157,800 Shipping agency and management services - - Freight logistics services 3,806,158 3,830,615 Total $ 4,538,723 $ 3,988,415 Disaggregated information of revenues by geographic locations are as follows: For the Years Ended June 30, June 30, 2023 2022 PRC $ 2,529,449 $ 2,982,691 U.S. 2,009,274 1,005,724 Total revenues $ 4,538,723 $ 3,988,415 (l) Leases The Company adopted FASB ASU 2016-02, “Leases” (Topic 842) for the year ended June 30, 2020, and elected the practical expedients that does not require us to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. Upon adoption, the Company recognized right of use (“ROU”) assets and same amount of lease liabilities based on the present value of the future minimum rental payments of leases, using an incremental borrowing rate of 7% based on the duration of lease terms. Operating lease ROU assets and lease liabilities are recognized at the adoption date or the commencement date, whichever is earlier, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term. Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term. The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and include the associated operating lease payments in the undiscounted future pre-tax cash flows. (m) Taxation Because the Company and its subsidiaries and Sino-China were incorporated in different jurisdictions, they file separate income tax returns. The Company uses the asset and liability method of accounting for income taxes in accordance with U.S. GAAP. Deferred taxes, if any, are recognized for the future tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements. A valuation allowance is provided against deferred tax assets if it is more likely than not that the asset will not be utilized in the future. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense. The Company had no uncertain tax positions as of June 30, 2023 and 2022. Income tax returns for the years prior to 2018 are no longer subject to examination by U.S. tax authorities. PRC Enterprise Income Tax PRC enterprise income tax is calculated based on taxable income determined under the PRC Generally Accepted Accounting Principles (“PRC GAAP”) at 25%. Sino-China and Trans Pacific Beijing were incorporated in the PRC and are subject to the Enterprise Income Tax Laws of the PRC. PRC Value Added Taxes and Surcharges The Company is subject to value added tax (“VAT”). Revenue from services provided by the Company’s PRC subsidiaries, including Trans Pacific, and the VIE, and Sino-China, are subject to VAT at rates ranging from 9% to 13%. Entities that are VAT general taxpayers are allowed to offset qualified VAT paid to suppliers against their VAT liability. Net VAT liability is recorded in taxes payable on the consolidated balance sheets. In addition, under the PRC regulations, the Company’s PRC subsidiaries and VIE are required to pay city construction tax (7%) and education surcharges (3%) based on the net VAT payments. (n) Earnings (loss) per Share Basic earnings (loss) per share is computed by dividing net income (loss) attributable to holders of common stock of the Company by the weighted average number of shares of common stock of the Company outstanding during the applicable period. Diluted earnings (loss) per share reflect the potential dilution that could occur if securities or other contracts to issue common stock of the Company were exercised or converted into common stock of the Company. Common stock equivalents are excluded from the computation of diluted earnings per share if their effects would be anti-dilutive. For the years ended June 30, 2023 and 2022, there was no dilutive effect of potential shares of common stock of the Company because the Company generated net loss. (o) Comprehensive Income (Loss) The Company reports comprehensive income (loss) in accordance with the authoritative guidance issued by Financial Accounting Standards Board (the “FASB”) which establishes standards for reporting comprehensive income (loss) and its component in financial statements. Other comprehensive income (loss) refers to revenue, expenses, gains and losses that under US GAAP are recorded as an element of stockholders’ equity but are excluded from net income. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies. (p) Stock-based Compensation The Company accounts for stock-based compensation awards to employees in accordance with FASB ASC Topic 718, “Compensation – Stock Compensation”, which requires that stock-based payment transactions with employees be measured based on the grant-date fair value of the equity instrument issued and recognized as compensation expense over the requisite service period. The Company records stock-based compensation expense at fair value on the grant date and recognizes the expense over the employee’s requisite service period. The Company accounts for stock-based compensation awards to non-employees in accordance with FASB ASC Topic 718 amended by ASU 2018-07. Under FASB ASC Topic 718, stock compensation granted to non-employees has been determined as the fair value of the consideration received or the fair value of equity instrument issued, whichever is more reliably measured and is recognized as an expense as the goods or services are received. Valuations of stock-based compensation are based upon highly subjective assumptions about the future, including stock price volatility and exercise patterns. The fair value of share-based payment awards was estimated using the Black-Scholes option pricing model. Expected volatilities are based on the historical volatility of the Company’s stock. The Company uses historical data to estimate option exercise and employee terminations. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the expected life of the option is based on the U.S. Treasury yield curve in effect at the time of the grant. (q) Risks and Uncertainties The Company’s business, financial position and results of operations may be influenced by the political, economic, health and legal environments in the PRC, as well as by the general state of the PRC economy. The Company’s operations in the PRC are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic, health and legal environments and foreign currency exchange. The Company’s results may be adversely affected by changes in the political, regulatory and social conditions in the PRC, and by changes in governmental policies or interpretations with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things. (r) Recent Accounting Pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequences of the change to its condensed consolidated financial statements and assures that there are proper controls in place to ascertain that the Company’s condensed consolidated financial statements properly reflect the change. In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification. Update 2016-13 also modified the accounting for available-for-sale debt securities, which must be individually assessed for credit losses when fair value is less than the amortized cost basis, in accordance with Subtopic 326-30, Financial Instruments— Credit Losses—Available-for-Sale Debt Securities. The amendments in this ASU address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, which to update the effective date of ASU No. 2016-13 for private companies, not-for-profit organizations and certain smaller reporting companies applying for credit losses standard. The new effective date for these preparers is for fiscal years beginning after July 1, 2023, including interim periods within those fiscal years. The Company has not early adopted this update and it will become effective on July 1, 2023 assuming the Company will remain eligible to be smaller reporting company. The Company is currently evaluating the impact of this new standard on the Company’s consolidated financial statements and related disclosures. In August 2020, the FASB issued ASU 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”. Th |
Disposal of Vie and Subsidiairi
Disposal of Vie and Subsidiairies | 12 Months Ended |
Jun. 30, 2023 | |
Disposal of Vie and Subsidiairies [Abstract] | |
DISPOSAL OF VIE AND SUBSIDIAIRIES | Note 3. DISPOSAL OF VIE AND SUBSIDIAIRIES On December 31, 2021, the Company entered into a series of agreements to terminate its variable interest entity (“VIE”) structure and deconsolidated its formerly controlled entity Sino-Global Shipping Agency Ltd. (“Sino-China”). The Company controlled Sino-China through its wholly owned subsidiary Trans Pacific Shipping Limited (“Trans Pacific Beijing”). The Company made the decision to dissolve the VIE structure and Sino-China because Sino-China has no active operations and the Company wanted to remove any potential risks associated with any VIE structures. In addition, the Company dissolved its subsidiary Sino-Global Shipping LA, Inc. On March 14, 2022, the company discontinued its subsidiary Sino-Global Shipping Canada, Inc., no gain or loss was recognized in the deconsolidation. In November 2022, the Company dissolved its subsidiary Sino-Global Shipping Australia Pty Ltd., and recorded the disposal loss of $0.04 million for the year ended June 30, 2023. Since the disposal did not represent any strategic change of the Company’s operation, the disposal was not presented as discontinued operations. Net assets of the entities disposed and loss on disposal was as follows: For the Year Ended June 30, 2023 VIE Subsidiaries Total Total current assets $ - $ 376 $ 376 Total other assets - 5,392 5,392 Total assets - 5,768 5,769 Total current liabilities - - - Total net assets - 5,768 5,769 Exchange rate effect - 36,423 36,422 Total loss on disposal $ - $ 42,191 $ 42,191 For the Year Ended June 30, 2022 VIE Subsidiaries Total Total current assets $ 83,573 $ 20,898 $ 104,471 Total other assets 8,723 - 8,723 Total assets 92,296 20,898 113,194 Total current liabilities 41,608 1,100 42,708 Total net assets 50,688 19,798 70,486 Noncontrolling interests 5,919,050 - 5,919,050 Exchange rate effect 142,080 - 142,080 Total loss on disposal $ 6,111,818 $ 19,798 $ 6,131,616 |
Cryptocurrencies
Cryptocurrencies | 12 Months Ended |
Jun. 30, 2023 | |
Cryptocurrencies [Abstract] | |
CRYPTOCURRENCIES | Note 4. CRYPTOCURRENCIES The following table presents additional information about cryptocurrencies: June 30, June 30, 2023 2022 Beginning balance $ 90,458 $ 261,338 Receipt of cryptocurrencies from mining services - - Impairment loss (18,279 ) (170,880 ) Ending balance $ 72,179 $ 90,458 Impairment loss amounted to $18,279 and $170,880 for the years ended June 30, 2023 and 2022. |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Jun. 30, 2023 | |
Accounts Receivable, Net [Abstract] | |
ACCOUNTS RECEIVABLE, NET | Note 5. ACCOUNTS RECEIVABLE, NET The Company’s net accounts receivable are as follows: June 30, June 30, 2023 2022 Trade accounts receivable $ 3,487,293 $ 3,521,491 Less: allowances for doubtful accounts (3,288,740 ) (3,413,110 ) Accounts receivable, net $ 198,553 $ 108,381 Movement of allowance for doubtful accounts are as follows: June 30, June 30, 2023 2022 Beginning balance $ 3,413,110 $ 3,475,769 Provision for doubtful accounts, net of recovery - 257 Write-off/recovery - - Exchange rate effect (124,370 ) (62,916 ) Ending balance $ 3,288,740 $ 3,413,110 For the years ended June 30, 2023 and 2022, the provision for doubtful accounts was $ nil |
Other Receivables, Net
Other Receivables, Net | 12 Months Ended |
Jun. 30, 2023 | |
Other Receivables, Net [Abstract] | |
OTHER RECEIVABLES, NET | Note 6. OTHER RECEIVABLES, NET The Company’s other receivables are as follows: June 30, June 30, Advances to customers* $ 7,060,456 $ 3,943,547 Employee business advances 10,570 23,768 Total 7,071,026 3,967,315 Less: allowances for doubtful accounts (6,994,212 ) (3,942,258 ) Other receivables, net $ 76,814 $ 25,057 * In fiscal year 2019 and 2020, the Company entered into contracts with several customers where the Company’s services included both freight charge and cost of commodities to be shipped to customers’ designated locations. The terms of the contracts required the Company to prepay the commodities. The Company prepaid for the commodities and reclassified the payment as other receivables as the payments were paid on behalf of the customers. These payments will be repaid to the Company when either the contract is executed or the contracts are terminated by either party. The customers were negatively impacted by the pandemic and required additional time to execute the contracts, due to significant uncertainty on whether the delayed contracts will be executed timely, the Company had provided full allowance due to contract delay during the fiscal year ended June 30, 2020. The Company subsequently recovered and $1,934,619 in fiscal year 2022. On March 23, 2023, SG Shipping & Risk Solution Inc. an indirect wholly owned subsidiary of SGLY entered into an operating income right transfer contract with Goalowen Inc. pursuant to which Goalowen agreed to transfer its rights to receive income from operating a certain tuna fishing vessel to SG Shipping for $ 3 million. Such contract was signed by the former COO Jing Shan without the Board’s authorization. On May 5, 2023, Ms. Shan made a wire transfer of $ 3 million to Goalowen without the Board’s authorization,. It was recorded as an Advance to customers. As of June 30, 2023, the Company evaluated the collection possibility, and decided to provide a 100% allowance provision in the amount of $3 million. Movement of allowance for doubtful accounts are as follows: June 30, June 30, 2023 2022 Beginning balance $ 3,942,258 $ 6,024,266 Increase 3,000,000 Recovery for doubtful accounts - (1,934,619 ) Less: write-off Exchange rate effect 51,954 (147,389 ) Ending balance $ 6,994,212 $ 3,942,258 |
Advances to Suppliers
Advances to Suppliers | 12 Months Ended |
Jun. 30, 2023 | |
Advances to Suppliers [Abstract] | |
ADVANCES TO SUPPLIERS | Note 7. ADVANCES TO SUPPLIERS The Company’s advances to suppliers – third parties are as follows: June 30, June 30, 2023 2022 Freight fees (1) $ 428,032 $ 336,540 Less: allowances for doubtful accounts (300,000 ) (300,000 ) Advances to suppliers-third parties, net $ 128,032 $ 36,540 (1) The advanced freight fee is the Company’s prepayment made for various shipping costs for shipments from July 2022 to June 2023. The Company provided allowance of $300,000 for the year ended June 30, 2022, and there was no change in the fiscal year 2023. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Jun. 30, 2023 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | Note 8. PREPAID EXPENSES AND OTHER CURRENT ASSETS The Company’s prepaid expenses and other assets are as follows: June 30, June 30, 2023 2022 Prepaid income taxes $ 11,929 $ 11,929 Other (including prepaid professional fees, rent, listing fees) 240,118 353,984 Total $ 252,047 $ 365,913 |
Other Long-Term Assets _ Deposi
Other Long-Term Assets – Deposits, Net | 12 Months Ended |
Jun. 30, 2023 | |
Other Long Term Assets Deposits [Abstract] | |
OTHER LONG-TERM ASSETS – DEPOSITS, NET | Note 9. OTHER LONG-TERM ASSETS – DEPOSITS, NET The Company’s other long-term assets – deposits are as follows: June 30, June 30, 2023 2022 Rental and utilities deposits $ 244,923 $ 246,581 Freight logistics deposits (1) - - Total other long-term assets - deposits $ 244,923 $ 246,581 Less: allowances for deposits (8,157 ) (8,832 ) Other long-term assets- deposits, net $ 236,766 $ 237,749 (1) On March 8, 2018, the Company entered into contract with BaoSteel Resources Co., Ltd (“BaoSteel”) to provide supply chain services for BaoSteel. The contract required the Company to pay BaoSteel approximately $3.1 million (RMB 20 million) of deposit. This refundable deposit is to cover any possible loss of merchandise, as well as any non-performance on the part of the Company and its vendors. The restricted deposit is expected be repaid to the Company when either the contract term expires by March 2023 or the contract is terminated by either party. Due to impact of COVID-19 and recent rising freight costs, the Company has not been able to fulfill the contract to BaoSteel and expect it may not be able to collect the full deposit, as such the Company provided full allowance for the $3.1 million deposit with BaoSteel in fiscal year 2021. During fiscal year 2022, the Company wrote off the $3.1 million deposit. Movements of allowance for deposits are as follows: June 30, June 30, 2023 2022 Beginning balance $ 8,832 $ 3,177,127 Allowance for deposits - - Less: Write-off - (3,173,408 ) Exchange rate effect (675 ) 5,113 Ending balance $ 8,157 $ 8,832 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Jun. 30, 2023 | |
Property and Equipment, Net [Abstract] | |
PROPERTY AND EQUIPMENT, NET | Note 10. PROPERTY AND EQUIPMENT, NET The Company’s net property and equipment are as follows: June 30, June 30, 2023 2022 Motor vehicles 542,904 715,571 Computer equipment 113,097 117,397 Office equipment 67,699 67,139 Furniture and fixtures 533,634 390,093 System software 103,038 111,562 Leasehold improvements 766,294 829,687 Mining equipment 922,438 922,438 Total 3,049,104 3,153,887 Less: Impairment reserve (1,233,521 ) (1,236,282 ) Less: Accumulated depreciation and amortization (1,389,240 ) (1,368,649 ) Property and equipment, net $ 426,343 $ 548,956 Depreciation and amortization expenses for the years ended June 30, 2023 and 2022 were $164,348 and $533,638, respectively. Impairment loss amounted to $33,470 and $410,552 for the years ended June 30, 2023 and 2022, respectively. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Jun. 30, 2023 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | Note 11. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES June 30, June 30, 2023 2022 Salary and reimbursement payable $ 117,648 $ 305,423 Professional fees and other expense payable 97,563 305,264 Interest payable 386,378 136,379 Others 35,105 9,206 Total $ 636,694 $ 756,272 |
Convertible Notes
Convertible Notes | 12 Months Ended |
Jun. 30, 2023 | |
Convertible Notes [Abstract] | |
CONVERTIBLE NOTES | Note 12. CONVERTIBLE NOTES On December 19, 2021, the Company issued two Senior Convertible Notes (the “Convertible Notes”) to two non-U.S. investors for an aggregate purchase price of $10,000,000. The Convertible Notes bear an interest at 5% annually and may be converted into shares of the Company’s common stock, no par value per share at a conversion price of $3.76 per share, the closing price of the common stock on December 17, 2021. The Convertible Notes are unsecured senior obligations of the Company, and the maturity date of the Convertible Notes is December 18, 2023. The Company may repay any portion of the outstanding principal, accrued and unpaid interest, without penalty for early repayment. The Company may make any repayment of principal and interest in (a) cash, (b) common stock at the conversion price or (c) a combination of cash or common stock at the conversion price. The investors may convert any conversion amount into common stock on any date beginning on June 19, 2022. The Company evaluated the convertible notes agreement under ASC 815 Derivatives and Hedging (“ASC 815”) amended by ASU 2020-06. ASC 815 generally requires the analysis embedded terms and features that have characteristics of derivatives to be evaluated for bifurcation and separate accounting in instances where their economic risks and characteristics are not clearly and closely related to the risks of the host contract. Based on terms of the convertible notes agreements, the Company’s notes are convertible for a fixed number of shares and do not require the Company to net settle. None of the embedded terms required bifurcation and liability classification. On March 8, 2022, the Company issued amended and restated the terms of the notes and issued the Amended and Restated Senior Convertible Notes (the “Amended and Restated Convertible Notes”) to the investors to change the principal amount of the Convertible Notes to an aggregate principal amount of $5,000,000. There other terms of the notes remained unchanged. The terms of the Amended and Restated Convertible Notes are the same as that of the original Convertible Notes, except for the reduced principal amount and the waiver of interest for the $5,000,000 payment made on March 8, 2022. For the year ended June 30, 2023 and 2022, interest expenses related to the aforementioned convertible notes amounted to $250,000 and $132,977, respectively. |
Leases
Leases | 12 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
LEASES | Note 13. LEASES The Company determines if a contract contains a lease at inception which is the date on which the terms of the contract are agreed to and the agreement creates enforceable rights and obligations. US GAAP requires that the Company’s leases be evaluated and classified as operating or finance leases for financial reporting purposes. The classification evaluation begins at the commencement date and the lease term used in the evaluation includes the non-cancellable period for which the Company has the right to use the underlying asset, together with renewal option periods when the exercise of the renewal option is reasonably certain and failure to exercise such option which result in an economic penalty. All of the Company’s leases are classified as operating leases. The Company has several lease agreements with lease terms ranging from two to five years. As of June 30, 2023, ROU assets and lease liabilities amounted to $381,982 and $576,032 (including $330,861 from lease liabilities current portion and $245,171 from lease liabilities non-current portion), respectively and weighted average discount rate was approximately 10.61%. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The leases generally do not contain options to extend at the time of expiration and the weighted average remaining lease terms are 2.15 years. For the years ended June 30, 2023 and 2022, rent expense amounted to approximately $549,842 and $779,841, respectively. Impairment loss amounted to $371,606 and $595,753 for the years ended June 30, 2023 and 2022. The Company terminated several lease agreements and resulting in a gain on disposal of ROU assets of $177,970 for the years ended June 30, 2023. The five-year maturity of the Company’s lease obligations is presented below: Twelve Months Ending June 30, Operating 2024 $ 382,291 2025 147,149 2026 114,523 2027 9,567 Total lease payments 653,530 Less: Interest 77,498 Present value of lease liabilities $ 576,032 |
Equity
Equity | 12 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
EQUITY | Note 14. EQUITY After the close of the stock market on July 7, 2020, the Company effected a l-for-5 reverse stock split of its common stock in order to satisfy continued listing requirements of its common stock on the NASDAQ Capital Market. The reverse stock split was approved by the Company’s board of directors and stockholders and was intended to allow the Company to meet the minimum share price requirement of $1.00 per share for continued listing on the NASDAQ Capital Market. As a result, all common stock share amounts included in this filing have been retroactively reduced by a factor of five, and all common stock per share amounts have been increased by a factor of five. Amounts affected include common stock outstanding, including those that have resulted from the stock options, and warrants exercisable for common stock. Stock issuances: On September 17, 2020, the Company entered into certain securities purchase agreement with certain “non-U.S. Persons” as defined in Regulation S of the Securities Act of 1933, as amended, pursuant to which the Company sold an aggregate of 720,000 shares of the Company’s common stock, no par value, and warrants to purchase 720,000 shares at a per share purchase price of $1.46. The net proceeds to the Company from such offering were approximately $1.05 million. The warrants became exercisable on March 16, 2021 at an exercise price of $1.825 per share. The warrants may also be exercised on a cashless basis if at any time after March 16, 2021, there is no effective registration statement registering, or no current prospectus available for, the resale of the warrant shares. The warrants will expire on March 16, 2026. The warrants are subject to anti-dilution provisions to reflect stock dividends and splits or other similar transactions. The warrants contain a mandatory exercise right for the Company to force exercise of the warrants if the Company’s common stock trades at or above $4.38 for 20 consecutive trading days, provided, among other things, that the shares issuable upon exercise of the warrants are registered or may be sold pursuant to Rule 144 and the daily trading volume exceeds 60,000 shares of common stock per trading day on each trading day in a period of 20 consecutive trading days prior to the applicable date. On November 2 and November 3, 2020, the Company issued an aggregate of 860,000 shares of Series A Convertible Preferred Stock (the “Series A Preferred Stock”), each convertible into one share of common stock, no par value, of Company, upon the terms and subject to the limitations and considerations set forth in the Certificate of Designation of the Series A Preferred Stock, and warrants to purchase up to 1,032,000 shares of common stock. The purchase price for each share of Series A Preferred Stock and accompanying warrants is $1.66. The net proceeds to the Company from this offering was approximately $1.43 million, not including any proceeds that may be received upon cash exercise of the warrants. The warrants became exercisable six (6) months following the date of issuance at an exercise price of $1.99 per share. The warrants may also be exercised on a cashless basis if at any time after the six-month anniversary of the issuance date, there is no effective registration statement registering, or no current prospectus available for, the resale of the warrant Shares. The warrants will expire five and a half (5.5) years from the date of issuance. The warrants are subject to anti-dilution provisions to reflect stock dividends and splits or other similar transactions. The warrants contain a mandatory exercise right for the Company to force exercise of the warrants if the closing price of the common stock equals or exceeds $5.97 for twenty (20) consecutive trading days, provided, among other things, that the shares issuable upon exercise of the warrants are registered or may be sold pursuant to Rule 144 and the daily trading volume exceeds 60,000 shares of common stock per trading day on each trading day in a period of 20 consecutive trading days prior to the applicable date. In February 2021, the shareholders approved the preferred shareholders’ right to convert 860,000 shares of Series A Preferred Stock into 860,000 shares of common stock in the Company’s annual meeting of shareholders. As of June 30, 2022, the Series A Preferred Stock have been fully converted to common stock on a one-for-one basis. On December 8, 2020, the Company entered into a securities purchase agreement with certain investors thereto pursuant to which the Company sold to the investors, and the investors purchased from the Company, in a registered direct offering, an aggregate of 1,560,000 shares of the common stock of the Company, no par value per share, at a purchase price of $3.10 per share, and warrants to purchase up to an aggregate of 1,170,000 shares of common stock of the Company at an exercise price of $3.10 per share, for aggregate gross proceeds to the Company of $4,836,000. The warrants are initially exercisable beginning on December 11, 2020 and will expire three and a half (3.5) years from the date of issuance. The exercise price and the number of shares of common stock issuable upon exercise of the warrants are subject to adjustment in the event of stock splits or dividends, or other similar transactions, but not as a result of future securities offerings at lower prices. On January 27, 2021, the Company entered into a securities purchase agreement with certain non-U.S. investors thereto pursuant to which the Company sold to the investors, and the investors purchased from the Company, an aggregate of 1,086,956 shares of common stock, no par value, and warrants to purchase 5,434,780 shares. The net proceeds to the Company from this offering were approximately $4.0 million. The purchase price for each share of common stock and five warrants is $3.68, and the exercise price per warrant is $5.00. The warrants became exercisable at any time during the period beginning on or after July 27, 2021 and ending on or prior on January 27, 2026 but not thereafter; provided, however, that the total number of the Company’s issued and outstanding shares of common stock, multiplied by the NASDAQ official closing bid price of the common stock shall equal or exceed $0.3 billion for a three consecutive month period prior to an exercise. On February 6, 2021, the Company entered into a securities purchase agreement with certain investors pursuant to which the Company sold to the investors, and the investors purchased from the Company, in a registered direct offering, an aggregate of 1,998,500 shares of the common stock of the Company, no par value per share, at a purchase price of $6.805 per share. Net proceeds to the Company from the sale of the shares and the warrants, after deducting estimated offering expenses and placement agent fees, were approximately $12.4 million. The Company also sold to the investors warrants to purchase up to an aggregate of 1,998,500 shares of common stock at an exercise price of $6.805 per share. The warrants are exercisable upon issuance and expire five and a half (5.5) years from the date of issuance. The exercise price and the number of shares of common stock issuable upon exercise of the warrants are subject to adjustment in the event of stock splits or dividends, or other similar transactions, but not as a result of future securities offerings at lower prices. On February 9, 2021, the Company entered into a securities purchase agreement with certain investors pursuant to which the Company sold to the investors, and the investors purchased from the Company, in a registered direct offering, an aggregate of 3,655,000 shares of the common stock of the Company, no par value per share, at a purchase price of $7.80 per share. Net proceeds to the Company from the sale of the shares and the warrants, after deducting estimated offering expenses and placement agent fees, were approximately $26.1 million. The Company also sold to the investors warrants to purchase up to an aggregate of 3,655,000 shares of common stock at an exercise price of $7.80 per share. The warrants are exercisable upon issuance and expire five and a half (5.5) years from the date of issuance. The exercise price and the number of shares of common stock issuable upon exercise of the warrants are subject to adjustment in the event of stock splits or dividends, or other similar transactions, but not as a result of future securities offerings at lower prices. On December 14, 2021, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with non-U.S. investors and accredited investors pursuant to which the Company sold to the investors, and the investors agreed to purchase from the Company, an aggregate of 3,228,807 shares of common stock, no par value, and warrants to purchase 4,843,210 shares. The purchase price for each share of common stock and one and a half warrants was $3.26, and the exercise price per warrant is $4.00. The Company received net proceed of $10,525,819 and issued 3,228,807 shares and 4,843,210 warrants. In connection with the issuance, the Company issued 500,000 shares to a consultant in assisting the Company in finding potential investors. The warrants will be exercisable at any time during the Exercise Window. The “Exercise Window” means the period beginning on or after June 14, 2022 and ending on or prior to 5:00 p.m. (New York City time) on December 13, 2026 but not thereafter; provided, however, that the total number of the Company’s issued and outstanding shares of common stock, multiplied by the NASDAQ official closing bid price of the common stock shall equal or exceed $150,000,000 for a three consecutive month period prior to an exercise. The Company’s outstanding warrants are classified as equity since they qualify for exception from derivative accounting as they are considered to be indexed to the Company’s own stock and require net share settlement. The fair value of the warrants was recorded as additional paid-in capital from common stock On January 6, 2022, the Company entered into Warrant Purchase Agreements with certain warrant holders (the “Sellers”) pursuant to which the Company agreed to buy back an aggregate of 3,870,800 warrants (the “Warrants”) from the Sellers, and the Sellers agreed to sell the Warrants back to the Company. These Warrants were sold to these Sellers in three previous transactions that closed on February 11, 2021, February 10, 2021, and March 14, 2018. The purchase price for each Warrant is $2.00. Following announcement of the Warrant Purchase Agreements on January 6, 2022, the Company agreed to repurchase an additional 103,200 warrants from other Sellers on the same terms as the previously announced Warrant Purchase Agreements. The aggregate number of warrants repurchased under the Warrant Purchase Agreements was 3,974,000. On January 7, 2022, the Company wired the purchase price to each Seller. Each Seller has agreed to deliver the Warrant to the Company for cancellation as soon as practicable following the closing date, but in no event later than January 13, 2022. The Warrants are deemed cancelled upon the receipt by the Sellers of the purchase price. Following is a summary of the status of warrants outstanding and exercisable as of June 30, 2023 Warrants Weighted Warrants outstanding, as of June 30, 2022 12,191,824 $ 4.37 Issued Exercised Repurchased Warrants outstanding, as of June 30, 2023 12,191,824 $ 4.37 Warrants exercisable, as of June 30, 2023 12,191,824 $ 4.37 Warrants Outstanding Warrants Weighted Exercise Average 2018 Series A, 400,000 103,334 $ 8.75 1.21 years 2020 warrants, 2,922,000 181,000 $ 1.83 3.17 years 2021 warrants, 11,088,280 11,907,490 $ 4.94 4.06 years Stock-based compensation: By action taken as of August 13, 2021, the Board of Directors (the “Board”) of the Company and the Compensation Committee of the Board (the “Committee”) approved a one-time award of a total of 1,020,000 shares of the common stock under the Company’s 2014 Stock Incentive Plan (the “Plan”) to, including (i) a one-time stock award grant of 600,000 shares to Chief Executive Officer, Lei Cao, (ii) a one-time stock award grant of 200,000 shares to acting Chief Financial Officer, Tuo Pan, (iii) a one-time stock award grant of 160,000 shares to Board member, Zhikang Huang, (iv) a one-time stock award grant of 20,000 shares to Board member, Jing Wang, (v) a one-time stock award grant of 20,000 shares to Board member, Xiaohuan Huang, and (vi) a one-time stock award grant of 20,000 shares to Board member, Tieliang Liu. The shares were valued at an aggregate of $2,927,400 based on the grant date fair value of such shares. On November 18, 2021, Mr. Jing Wang retired from his position as a member of the Board, the Chairperson of the Committee, a member of Nominating/Corporate Governance Committee, and a member of the Audit Committee. In connection with Mr. Wang’s retirement, the Company granted Mr. Wang 100,000 shares of common stock under the Company’s 2021 stock incentive plan, which shares were valued at $377,000 based on the grant date fair value. On February 4, 2022, the Company approved a one-time award of a total of 500,000 shares of common stock under the Company’s 2021 Stock Incentive Plan to certain executive officers of the Company, including Chief Executive Officer, Yang Jie (300,000 shares), Chief Operating Officer, Jing Shan (100,000 shares), and Chief Technology Officer, Shi Qiu (100,000 shares). The total fair value of the grants amounts to $2,740,000 based on the grant date share price of $5.48. On February 16, 2022, the Company’s Board approved a consulting agreement pursuant to which the Company will pay the consultant a monthly fee of $10,000 and 100,000 shares of the Company’s common stock. The shares were valued at $7.42 at grant date with a grant date fair value of $742,000 to be amortized through October 31, 2022. Stock compensation expenses for this contract were $412,222 for the year ended June 30, 2023. In connection with the purchase order between SOSNY and Thor Miner (see note 2), the Company issued 800,000 restricted shares to Future Tech Business Consulting (“Future Tech”) pursuant to an Advisory Agreement under which Future Tech was to assist to the Company to find suitable buyers for cryptocurrency mining machines sold by Thor Miner. The shares were valued at approximately $3.6 million and the Company recorded the full amount as stock compensation expense for the year ended June 30, 2023. During the years ended June 30, 2023 and 2022, $329,778 and $10,064,622 were recorded as stock-based compensation expense, respectively. Stock Options: A summary of the outstanding options is presented in the table below: Options Weighted Options outstanding, as of June 30, 2022 2,000 $ 10.05 Granted Exercised Cancelled, forfeited or expired Options outstanding, as of June 30, 2023 2,000 $ 10.05 Options exercisable, as of June 30, 2023 2,000 $ 10.05 Following is a summary of the status of options outstanding and exercisable as of June 30, 2023: Outstanding Options Exercisable Options Exercise Price Number Average Life Average Number Average Life $ years $ years |
Non-Controlling Interest
Non-Controlling Interest | 12 Months Ended |
Jun. 30, 2023 | |
Non-Controlling Interest [Abstract] | |
NON-CONTROLLING INTEREST | Note 15. NON-CONTROLLING INTEREST The Company’s non-controlling interest consists of the following: June 30, June 30, 2023 2022 Trans Pacific Logistics Shanghai Ltd. (1,522,971 ) (1,521,645 ) Thor (814,005 ) (486,942 ) Brilliant Warehouse Service, Inc. 117,035 (132,303 ) Total $ (2,219,941 ) $ (2,140,890 ) |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Note 16. COMMITMENTS AND CONTINGENCIES Contingencies From time to time, the Company may be subject to certain legal proceedings, claims and disputes that arise in the ordinary course of business. Although the outcomes of these legal proceedings cannot be predicted, the Company does not believe these actions, in the aggregate, will have a material adverse impact on its financial position, results of operations or liquidity. SOS Information Technology New York, Inc. (“SOSNY”), a company incorporated under the laws of State of New York and a wholly owned subsidiary of SOS Ltd., filed lawsuit in the New York State Supreme Court on December 9, 2022 against Thor Miner, Inc., which is Singularity’s joint venture (“Thor Miner”), the Company, and, together with Thor Miner, referred to as the “Corporate Defendants”), Lei Cao, Yang Jie, John F. Levy, Tieliang Liu, Tuo Pan, Shi Qiu, Jing Shan, and Heng Wang (jointly referred to as the “Individual Defendants”) (collectively, the Individual Defendants and the Corporate Defendants are the “Defendants”). SOSNY and Thor Miner entered into a January 10, 2022 Purchase and Sale Agreement (the “PSA”) for the purchase of $200,000,000 in crypto mining rigs, which SOSNY claims was breached by the Defendants. SOSNY and Defendants entered into a certain settlement agreement and general mutual release with an Effective Date of December 28, 2022 (“Settlement Agreement”). Pursuant to the Settlement Agreement, Thor Miner agreed to pay a sum of thirteen million in U.S. dollars ($13,000,000) (the “Settlement Payment”) to SOSNY in exchange for SOSNY dismissing the lawsuit with prejudice as to the settling Defendants and without prejudice as to all others. The full Settlement Payment was received by SOSNY on December 28, 2022. SOSNY dismissed the lawsuit with prejudice against the Company (and other Defendants) on December 28, 2022. The Company and Thor Miner further covenanted and agreed that if they receive additional funds from HighSharp (Shenzhen Gaorui) Electronic Technology Co., Ltd. (“HighSharp”) related to the PSA, they will promptly transfer such funds to SOSNY in an amount not to exceed forty million, five hundred sixty thousand, five hundred sixty-nine dollars ($40,560,569.00) (which is the total amount paid by SOSNY pursuant to the PSA less the price of the machines actually received by SOSNY pursuant to the PSA). The Settlement Payment and any payments subsequently received by SOSNY from HighSharp shall be deducted from the total amount of forty million, five hundred sixty thousand, five hundred sixty-nine dollars ($40,560,569.00) previously paid by, and now due and owing to SOSNY. In further consideration of the Settlement Agreement, Thor Miner agreed to execute and provide to SOSNY, within seven (7) business days after SOSNY’s receipt of the Settlement Payment, an assignment of all claims it may have against HighSharp or otherwise to the proceeds of the PSA. See Note 19 for further details. Lawsuits in connection with the Securities Purchase Agreement On September 23, 2022, Hexin Global Limited and Viner Total Investments Fund filed a lawsuit against the Company and other defendants in the United States District Court for the Southern District of New York (the “Hexin lawsuit”). On December 5, 2022, St. Hudson Group LLC, Imperii Strategies LLC, Isyled Technology Limited, and Hsqynm Family Inc. filed a lawsuit against the Company and other defendants in the United States District Court for the Southern District of New York (the “St. Hudson lawsuit,” and together with the Hexin lawsuit, the “Investor Actions”). The plaintiffs in the Investor Actions are investors that entered into a securities purchase agreement (“Securities Purchase Agreement”) with the Company in late 2021. Each of these plaintiffs asserts causes of action for, among other things, violations of federal securities laws, breach of fiduciary duty, fraudulent inducement, breach of contract, conversion, and unjust enrichment, and seeks monetary damages and specific performance to remove legends from certain securities sold pursuant to the Securities Purchase Agreement. The Hexin lawsuit claims monetary damages of “at least $6 million,” plus interest, costs, fees, and attorneys’ fees. The St. Hudson lawsuit claims monetary damages of “at least $4.4 million,” plus interest, costs, fees, and attorneys’ fees. Lawsuit in connection with the Financial Advisory Agreement On October 6, 2022, Jinhe Capital Limited (“Jinhe”) filed a lawsuit against the Company in the United States District Court for the Southern District of New York, asserting causes of actions for, among other things, breach of contract, breach of the covenant of good faith and fair dealing, conversion, quantum meruit, and unjust enrichment, in connection with a financial advisory agreement entered into by and between Jinhe and the Company on November 10, 2021. Jinhe claims monetary damages of “at least $575,000” and “potentially exceeding $1.8 million,” plus interest, costs, and attorneys’ fees. On January 10, 2023, St. Hudson lawsuit was consolidated with this lawsuit and Hexin lawsuit and on February 24, 2023, all three consolidated actions were dismissed without prejudice by the court, in furtherance of the parties having reached an agreement in principle to settle their disputes. The Company, Yang Jie, Jing Shan, and the plaintiffs of the above three actions entered into a certain settlement agreement and general mutual release with an effective date of March 10, 2023, pursuant to which the Company agreed to pay the sum of $10,525,910.82. Plaintiffs in the actions agreed to discharge and forever release the defendants in the actions from all claims that were or could have been raised in those actions, as well as dismissal of each of the actions with prejudice. The Company has no role or knowledge as to how the settlement payment will be allocated between and among the plaintiffs. The Company paid the settlement payment on March 14, 2023. In addition, the plaintiffs agreed to irrevocably forfeit 3,728,807 shares of Common Stock they hold. The cancellation of 3,528,807 shares has been completed, while the cancellation of the remaining 200,000 shares is still in processing for the year ended June 30, 2023. The fair value of the shares was $2,125,420 at March 10, 2023, the settlement amount over the fair value of the shares to be cancelled is recorded as other expenses in the Company’s consolidated statement of operations. The cancellation of 200,000 shares completed Putative Class Action On December 9, 2022, Piero Crivellaro, purportedly on behalf of the persons or entities who purchased or acquired publicly traded securities of the Company between February 2021 and November 2022, filed a putative class action against the Company and other defendants in the United States District Court for the Eastern District of New York, alleging violations of federal securities laws related to alleged false or misleading disclosures made by the Company in its public filings. The plaintiff seeks unspecified damages, plus interest, costs, fees, and attorneys’ fees. As this action is still in the early stage, the Company cannot predict the outcome. In addition to the above litigations, the Company is also subject to additional contractual litigations as to which it is unable to estimate the outcome. Government Investigations Following a publication issued by Hindenburg Research dated May 5, 2022, the Company received subpoenas from the United States Attorney’s Office for the Southern District of New York and the United States Securities and Exchange Commission. The Company is cooperating with the government regarding these matters. The Company is not able to estimate the outcome or duration of the government investigations. Employee Agreement For the year ended June 30, 2023, the Company had employment agreements with each of Mr. Lei Cao, Ms. Tuo Pan and Mr. Yang Jie. Employment agreement of Mr. Lei Cao provided for a ten-year term that extended automatically in the absence of termination notice provided at least 30 days prior to the fifth anniversary date of the agreement. Employment agreements of Mr. Tuo Pan and Mr. Yang Jie provided for five-year terms that extended automatically in the absence of termination notice provided at least 30 days prior to the fifth anniversary date of the agreement. If the Company failed to provide this notice or if the Company wished to terminate an employment agreement in the absence of cause, then the Company was obligated to provide at least 30 days’ prior notice. In such case during the initial term of the agreement, the Company would need to pay such executive (i) the remaining salary through the date of October 31, 2026. In addition, to pay Mr. Lei Cao and Ms. Tuo Pan (ii) two times of the then applicable annual salary if there had been no change in control, as defined in the employment agreements or three-and-half times of the then applicable annual salary if there was a change in control. The employment agreements for Ms. Tuo Pan and Mr. Yang Jie were terminated in 2022, the Company has no remaining obligation under such agreements. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2023 | |
Income Taxes [Abstract] | |
INCOME TAXES | Note 17. INCOME TAXES On March 27, 2020, the CARES Act was enacted and signed into law and includes, among other things, refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods and alternative minimum tax credit refunds. The Company does not at present expect the provisions of the CARES Act to have a material impact on its tax provision given the amount of net operating losses currently available. The Company’s income tax expenses for years ended June 30, 2023 and 2022 are as follows: For the Years Ended 2023 2022 Current U.S. $ (135,855 ) $ - PRC - Total income tax expenses $ (135,855 ) $ - Income tax expense for the years ended June 30, 2023 and 2022 varied from the amount computed by applying the statutory income tax rate to income before taxes. Reconciliations between the expected federal income tax rates using 21% for the year ended June 30, 2023 and 2022 to the Company’s effective tax rate are as follows: June 30, June 30, % % US Statutory tax rate $ 21.0 $ 21.0 Permanent difference* (42.0 ) (5.3 ) Change in valuation allowance 20.5 (14.9 ) Rate differential in foreign jurisdiction (0.1 ) (0.8 ) $ (0.6 ) $ - * Permanent difference includes non-deductible expenses mainly stock compensation. The Company’s deferred tax assets are comprised of the following: June 30, June 30, Allowance for doubtful accounts U.S. $ 1,241,000 $ 617,000 PRC 1,655,000 1,830,000 Net operating loss U.S. 8,775,000 4,670,000 PRC 1,425,000 1,283,000 Total deferred tax assets 13,096,000 8,400,000 Valuation allowance (13,096,000 ) (8,400,000 ) Deferred tax assets, net - long-term $ - $ - The Company’s operations in the U.S. incurred a cumulative U.S. federal net operation loss (“NOL”) of approximately $22,000,000 as of June 30, 2022, which may reduce future federal taxable income. During the year ended June 30, 2023, approximately $19,700,000 of NOL was generated and the tax benefit derived from such NOL was approximately $8,775,000. As of June 30, 2023, the Company’s cumulative NOL amounted to approximately $41,700,000 which may reduce future federal taxable income. The Company’s operations in China incurred a cumulative NOL of approximately $1,333,000 as of June 30, 2022. During the year ended June 30, 2023, additional NOL of approximately $370,000 was generated. As of June 30, 2023, the Company’s cumulative NOL amounted to approximately $1,730,000 which may reduce future taxable income which will expire by 2026. The Company periodically evaluates the likelihood of the realization of deferred tax assets (“DTA”) and reduces the carrying amount of the deferred tax assets by a valuation allowance to the extent it believes a portion will not be realized. Management considers new evidence, both positive and negative, that could affect the Company’s future realization of deferred tax assets including its recent cumulative earnings experience, expectation of future income, the carry forward periods available for tax reporting purposes and other relevant factors. The Company determined that it is more likely than not its deferred tax assets could not be realized due to uncertainty on future earnings as a result of the company’s reorganization and venture into new businesses. The Company provided a 100% allowance for its DTA as of June 30, 2023. The net decrease in valuation for the year ended June 30, 2023 amounted to approximately $4,696,000, based on management’s reassessment of the amount of the Company’s deferred tax assets that are more likely than not to be realized. The Company’s taxes payable consists of the following: June 30, June 30, 2023 2022 VAT tax payable $ 1,016,529 $ 1,098,862 Corporate income tax payable 2,261,131 2,295,803 Others 57,298 62,512 Total $ 3,334,958 $ 3,457,177 |
Concentrations
Concentrations | 12 Months Ended |
Jun. 30, 2023 | |
Concentrations [Abstract] | |
CONCENTRATIONS | Note 18. CONCENTRATIONS Major Customers For the year ended June 30, 2023, two customers accounted for 52.7% and 16.1% of the Company’s gross revenues. As of June 30, 2023, two customers accounted for 35.6% and 18.1% of the Company’s accounts receivable, net. For the year ended June 30, 2022, two customers accounted for 45.6% and 27.9% of the Company’s gross revenues. As of June 30, 2022, two customers accounted for 43.3% and 10.4% of the Company’s accounts receivable, net. Major Suppliers For the year ended June 30, 2023, two suppliers accounted for approximately 19.6% and 19.5% of the total gross purchases, respectively. For the year ended June 30, 2022, two suppliers accounted for approximately 26.3% and 24.1% of the total gross purchases, respectively. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | Note 19. SEGMENT REPORTING ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, business segments and major customers in consolidated financial statements for detailing the Company’s business segments. The Company’s chief operating decision maker is the Chief Operating Officer, who reviews the financial information of the separate operating segments when making decisions about allocating resources and assessing the performance of the group. As of June 30, 2023, the Company had two operating segments: (1) freight logistics services and (2) sales of crypto-mining machines. The Company no longer operates in the shipping agency segment because it did not receive any new orders for its services due to the uncertainty of the shipping management market which was negatively impacted by the COVID-19 pandemic. The following tables present summary information by segment for the years ended June 30, 2023 and 2022, respectively: For the Year Ended June 30, 2023 Shipping Freight Sale of Total Net revenues $ - $ 3,806,158 $ 732,565 $ 4,538,723 Cost of revenues $ - $ 3,990,654 $ - $ 3,990,654 Gross profit $ - $ (184,496 ) $ 732,565 $ 548,069 Depreciation and amortization $ - $ 163,635 $ 713 $ 164,348 Total capital expenditures $ - $ (38,440 ) $ 2,852 $ (35,588 ) Gross margin% - % (4.85 )% 100 % 12.08 % For the Year Ended June 30, 2022 Shipping Freight Sales of Total Net revenues $ - $ 3,830,615 $ 157,800 $ 3,988,415 Cost of revenues $ - $ 4,136,474 $ - $ 4,136,474 Gross (loss) profit $ - $ (305,859 ) $ 157,800 $ (148,059 ) Depreciation and amortization $ - $ 512,586 $ 21,052 $ 533,638 Total capital expenditures $ - $ 840,319 $ 34,199 $ 874,518 Gross margin% - % (8.0 )% 100 % (3.7 )% Total assets as of: June 30, June 30, 2023 2022 Shipping Agency and Management Services $ - $ - Freight Logistic Services 19,075,202 44,058,444 Sales of crypto-mining machines 162,605 20,789,296 Total Assets 19,237,807 $ 64,847,740 The Company’s operations are primarily based in the PRC and U.S, where the Company derives all of its revenues. Management also reviews consolidated financial results by business locations. Disaggregated information of revenues by geographic locations are as follows: For the Years Ended June 30, June 30, 2023 2022 PRC $ 2,529,449 $ 2,982,691 U.S. 2,009,274 1,005,724 Total revenues $ 4,538,723 $ 3,988,415 |
Related Party Balance and Trans
Related Party Balance and Transactions | 12 Months Ended |
Jun. 30, 2023 | |
Related Party Balance and Transactions [Abstract] | |
RELATED PARTY BALANCE AND TRANSACTIONS | Note 20. RELATED PARTY BALANCE AND TRANSACTIONS Advance to suppliers-related party The Company’s advances to suppliers – related party are as follows: June 30, June 30, 2023 2022 Bitcoin mining hardware and other equipment (1) $ - $ 6,153,546 Total Advances to suppliers-related party $ - $ 6,153,546 (1) On January 10, 2022, the Company’s joint venture, Thor Miner, entered into a Purchase and Sales Agreement (“PSA”) with HighSharp. Pursuant to the Purchase Agreement, Thor Miner agreed to purchase certain cryptocurrency mining equipment. In January and April 2022, Thor Miner made total prepayment of $35,406,649 for the order and no prepayment as of June 30, 2023. Due to production issues from HighSharp, Thor Miner was not able to timely deliver the full quantity of cryptocurrency mining machines to SOSNY under the PSA and was sued by SOSNY for breach of contract on December 9, 2022. The Company entered into a settlement agreement with SOSNY effective on December 28, 2022, under which the Company will repay $13.0 million to SOSNY and terminate the previous agreements and balance of the deposits. The Company also assigned to SOSNY the right for the deposit that Thor Miner has paid to HighSharp. As of December 22, 2022, the balance of advances to HighSharp and deposits from SOSNY amounted to $27,927,583 and $40,560,569, respectively. Thor Miner paid $13.0 million on December 23, 2022 to SOSNY which was received by SOSNY on December 28, 2022. Thor Miner wrote off the balance of the deposit it received from SOSNY and the balance of its payment to HighSharp resulted in net bad debt expenses of $367,014. Due from related party, net As of June 30, 2023 and June 30, 2022, the outstanding amounts due from related parties consist of the following: June 30, June 30, 2023 2022 Zhejiang Jinbang Fuel Energy Co., Ltd (1) 458,607 415,412 Shanghai Baoyin Industrial Co., Ltd (2) 1,068,014 1,306,004 LSM Trading Ltd (3) 570,000 570,000 Rich Trading Co. Ltd (4) 103,424 103,424 Cao Lei (5) 13,166 54,860 Less: allowance for doubtful accounts (2,138,276 ) (2,449,700 ) Total $ 74,935 $ - (1) As of June 30, 2023 and 2022, the Company advanced $458,607 and $415,412 to Zhejiang Jinbang Fuel Energy Co., Ltd (“Zhejiang Jinbang”) which is 30% owned by Mr. Wang Qinggang, CEO and legal representative of Trans Pacific Shanghai. The advance is non-interest bearing and due on demand. The Company provided allowance of $383,672 and $415,412 for the year ended June 30, 2023 and 2022, and the allowance changes as a result of changes in exchange rates. (2) As of June 30, 2023 and 2022, the Company advanced approximately $1.1 million and $1.3 million to Shanghai Baoyin Industrial Co., Ltd. which is 30% owned by Qinggang Wang, CEO and legal representative of Trans Pacific Logistic Shanghai Ltd. The advance is non-interest bearing and due on demand. The Company provided full credit losses for the balance of the receivable. (3) As of June 30, 2023, the Company advanced $570,000 to LSM Trading Ltd, which is 40% owned by the Company. The advance is non-interest bearing and due on demand. The Company provided full credit losses for the balance of the receivable. (4) On November 16, 2021, the Company entered into a project cooperation agreement with Rich Trading Co. Ltd USA (“Rich Trading”) for the trading of computer equipment. Rich Trading’s bank account was controlled by now-terminated members of the Company’s management and was, at the time, an undisclosed related party. According to the agreement, the Company was to invest $4.5 million in the trading business operated by Rich Trading and the Company would be entitled to 90% of profits generated by the trading business. The Company advanced $3,303,424 for this project, of which $3,200,000 has been returned to the Company. The Company provided allowance of $103,424 for the year ended June 30, 2023 and 2022. (5) The amount represents business advance to Mr. Lei Cao, the former Chairman of the Board. During the six months ended June 30, 2023, Lei Cao repaid approximately $54,000, of which approximately $13,000 additional payment was recognized as non-operating income. The Company provided full credit losses for the remaining balance of the receivable. Loan receivable- related parties As of June 30, 2023 and June 30, 2022, the outstanding loan receivable from related parties consists of the following: June 30, June 30, 2023 2022 Wang, Qinggang (1) $ $ 552,285 (1) On June 10, 2021, the Company entered into a loan agreement with Wang Qinggang, CEO and legal representative of Trans Pacific Logistic Shanghai Ltd. The loan is non-interest bearing for loan amount up to $630,805 (RMB 4 million). In February 2022, Wang Qinggang, borrowed and repaid $232,340 of the loan amount. In June 2022, additional $552,285 (RMB 3,700,000) was loaned to Wang Qinggang with due date of June 7, 2024. The outstanding loan was fully repaid in December 2022. Accounts payable - related parties As of June 30, 2023 and June 30, 2022, the Company had accounts payable to Rich Trading Co. Ltd of $63,434. Due to Related Party As of June 30, 2023, the Company had accounts payable to Qinggang Wang, CEO and legal representative of Trans Pacific Shanghai, of $104,962. These payments were made on behalf of the Company for the daily business operational activities. Revenue - Related Party For the year ended June 30, 2023, the company had no revenue from related party. For the year ended June 30, 2022, revenue from related party, Zhejiang Jinbang, amounted to $222,963. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | Note 21. SUBSEQUENT EVENTS On July 3, 2023, the Company entered into a Settlement and Release Agreement with Mr. Jie which fully resolved his claims against the Company.On July 3, 2023, Mr. Tieliang Liu resigned as a director of Singularity Future Technology Ltd. (the “Company”) and a member of the Compensation Committee, the Audit Committee, and the Nominating and Corporate Governance Committee. Mr. Liu’s decision did not result from any disagreement with the Company relating to its operations, policies, or practice. On July 10, 2023, Company terminated the employment of its Chief Operating Officer Jing Shan with cause. The termination was effective immediately. On July 31, 2023, the Company elected Mr. Zhongliang Xie as a Class II independent director to serve until the annual meeting of stockholders for the fiscal year 2023, to fill the vacancy on the Board resulting from the resignation of Mr. Tieliang Liu. The Board appointed Mr. Xie to serve as Chair of the Audit Committee, a member of the Compensation Committee and a member of the Nominating and Corporate Governance Committee. On August 15, 2023, Mr. Dianjiang Wang resigned as the Chief Financial Officer of the Company. Mr. Wang’s decision did not result from any disagreement with the Company relating to its operations, policies, or practices. On August 21, 2023, the Company entered into an employment agreement with Mr. Ying Cao to serve as the Chief Financial Officer of the Company. Mr. Ying Cao has served as the department manager and quality control manager at Shaanxi Huaqiang Certified Public Accountants Co., Ltd. since 2015. Prior to that, he served as a project manager in Sigma Accounting Firm from 2007 to 2014. Mr. Cao obtained his bachelor’s degree in accounting from Xi’an University of Finance and Economics. Mr. Cao does not have any family relationships with any of the Company’s directors or executive officers. Nasdaq Listing Deficiencies On July 7, 2023, the Company received an Notice of Noncompliance Letter (the “Letter”) from Nasdaq stating that the Company was not in compliance with Nasdaq Listing Rules due to its failure to timely hold an annual meeting of shareholders for the fiscal year ended June 30, 2022, which is required to be held within twelve months of the Company’s fiscal year end under Nasdaq Listing Rule 5620(a) and 5810(c)(2)(G). The Letter also states that the Company has 45 calendar days to submit a plan to regain compliance (the “Plan”) and if Nasdaq accepts the Plan, it can grant the Company an exception of up to 180 calendar days from the fiscal year end, or until December 27, 2023, to regain compliance. Nasdaq requires the Plan to be submitted no later than August 21, 2023. On July 13, 2023, the Company received a notice from Nasdaq stating that the Company no longer complies with Nasdaq’s independent director and audit committee requirements under Nasdaq’s Listing Rule 5605 following the resignation of Tieliang Liu from the Company’s board of directors and audit committee effective July 3, 2023. Nasdaq advised the Company that in accordance with Nasdaq’s Listing Rule 5605(c)(4), the Company has a cure period to regain compliance (1) until the earlier of the Company’s next annual shareholders’ meeting or July 3, 2024; or (2) if the next annual shareholders’ meeting is held before January 2, 2024, then the Company must evidence compliance no later than January 2, 2024. In response to this notice, on July 31, 2023, the Company elected Mr. Zhongliang Xie as a Class II independent director to serve until the annual meeting of stockholders for the fiscal year 2023, to fill the vacancy on the Board resulting from the resignation of Mr. Tieliang Liu. The Board appointed Mr. Xie to serve as Chair of the Audit Committee, a member of the Compensation Committee and a member of the Nominating and Corporate Governance Committee. On July 13, 2023, the Company received a notice from Nasdaq stating that the Company failed to regain compliance with respect to the minimum $1 bid price per share requirement under Nasdaq Listing Rules during the 180 calendar days given by Nasdaq for the Company to regain compliance, which ended on July 5, 2023. However, Nasdaq has determined that the Company is eligible for an additional 180 calendar day period, or until January 2, 2024, to regain compliance. Such determination is based on the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Capital Market with the exception of the bid price requirement, and the Company’s written notice of its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. The Company intends to regain compliance with Nasdaq’s bid price requirement prior to the end of the second bid price extension. On August 30, 2023, the Company received a formal notification from Nasdaq confirming that the Company had regained compliance with the independent director and audit committee requirements for continued listing on The Nasdaq Capital Market set forth in Listing Rules 5605(b)(1) and 5605(c)(2) by appointing Mr. Zhongliang Xie to the Company’s board of directors and audit committee on July 31, 2023, and that the matter is now closed. On August 30, 2023, the Company received a formal notification from Nasdaq stating that it has determined to grant the Company an extension until December 27, 2023, to regain compliance with Listing Rule 5620(a), which requires that the Company hold an annual meeting of shareholders within twelve months of the end of the Company’s fiscal year end. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | (a) Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts of the Company and include the assets, liabilities, revenues and expenses of its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Prior to December 31, 2021, Sino-Global Shipping Agency Ltd. (“Sino-China”) was considered a Variable Interest Entity (“VIE”), with the Company as the primary beneficiary. The Company, through Trans Pacific Beijing, entered into certain agreements with Sino-China, pursuant to which the Company received 90% of Sino-China’s net income. As a VIE, Sino-China’s revenues were included in the Company’s total revenues, and any income/loss from operations was consolidated with that of the Company. Because of contractual arrangements between the Company and Sino-China, the Company had a pecuniary interest in Sino-China that required consolidation of the financial statements of the Company and Sino-China. The Company has consolidated Sino-China’s operating results in accordance with Accounting Standards Codification (“ASC”) 810-10, “Consolidation”. The agency relationship between the Company and Sino-China and its branches was governed by a series of contractual arrangements pursuant to which the Company had substantial control over Sino-China. On December 31, 2021, the Company entered into a series of agreements to terminate its VIE structure and deconsolidated its formerly controlled entity Sino-China. The Company dissolved its subsidiary Sino-Global Shipping Australia Pty Ltd. and and recorded the disposal loss of $0.04 million for the year ended June 30, 2023. |
Fair Value of Financial Instruments | (b) Fair Value of Financial Instruments The Company follows the provisions of ASC 820, Fair Value Measurements and Disclosures, which clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1 — Observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2 — Inputs other than quoted prices that are observable for the asset or liability in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3 — Unobservable inputs that reflect management’s assumptions based on the best available information. The carrying value of accounts receivable, other receivables, other current assets, and current liabilities approximate their fair values because of the short-term nature of these instruments. |
Use of Estimates and Assumptions | (c) Use of Estimates and Assumptions The preparation of the Company’s consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Estimates are adjusted to reflect actual experience when necessary. Significant accounting estimates reflected in the Company’s consolidated financial statements include revenue recognition, fair value of stock-based compensation, cost of revenues, allowance for doubtful accounts, impairment loss, deferred income taxes, income tax expense and the useful lives of property and equipment. The inputs into the Company’s judgments and estimates consider the economic implications of COVID-19 on the Company’s critical and significant accounting estimates. Since the use of estimates is an integral component of the financial reporting process, actual results could differ from those estimates. |
Translation of Foreign Currency | (d) Translation of Foreign Currency The accounts of the Company and its subsidiaries are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The Company’s functional currency is the U.S. dollar (“USD”) while its subsidiaries in the PRC, including Trans Pacific Beijing and Trans Pacific Logistic Shanghai Ltd. report their financial positions and results of operations in Renminbi (“RMB”), its subsidiary Sino-Global Shipping Australia Pty Ltd., reports its financial positions and results of operations in Australian dollar (“AUD”), its subsidiary Sino-Global Shipping (HK), Ltd. reports its financial positions and results of operations in Hong Kong dollar (“HKD”). The accompanying consolidated financial statements are presented in USD. Foreign currency transactions are translated into USD using the fixed exchange rates in effect at the time of the transaction. Generally, foreign exchange gains and losses resulting from the settlement of such transactions are recognized in the consolidated statements of operations. The Company translates the foreign currency financial statements in accordance with ASC 830-10, “Foreign Currency Matters”. Assets and liabilities are translated at current exchange rates quoted by the People’s Bank of China at the balance sheets’ dates and revenues and expenses are translated at average exchange rates in effect during the year. The resulting translation adjustments are recorded as other comprehensive loss and accumulated other comprehensive loss as a separate component of equity of the Company, and also included in non-controlling interests. The exchange rates for the years ended June 30, 2023 and 2022 are as follows: June 30, June 30, June 30 Foreign currency Balance Balance 2023 2022 1USD: RMB 7.2537 6.6994 6.9501 6.4544 1USD: AUD 1.5012 1.4484 1.4861 1.3788 1USD: HKD 7.8366 7.8474 7.8379 7.8045 |
Cash | (e) Cash Cash consists of cash on hand and cash in bank which are unrestricted as to withdrawal or use. The Company maintains cash with various financial institutions mainly in the PRC, Australia, Hong Kong and the U.S. As of June 30, 2023 and June 30, 2022, cash balances of $183,510 and $143,044, respectively, were maintained at financial institutions in the PRC. $ 74,533 and $ nil nil nil |
Cryptocurrencies | (f) Cryptocurrencies Cryptocurrencies, mainly bitcoin, are included in current assets in the accompanying consolidated balance sheets. Cryptocurrencies purchased are recorded at cost and cryptocurrencies awarded to the Company through its mining activities are accounted for as other income for the year ended June 30, 2022. No other income was generated for the year ended June 30, 2023. Fair value of the cryptocurrency award received is determined using the quoted price of the related cryptocurrency at the time of receipt. Cryptocurrencies held are accounted for as intangible assets with indefinite useful lives. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value, which is measured using the quoted price of the cryptocurrency at the time its fair value is being measured. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. |
Receivables and Allowance for Doubtful Accounts | (g) Receivables and Allowance for Doubtful Accounts Accounts receivable are presented at net realizable value. The Company maintains allowances for doubtful accounts and for estimated losses. The Company reviews the accounts receivable on a periodic basis and makes general and specific allowances when there is doubt as to the collectability of individual receivable balances. In evaluating the collectability of individual receivable balances, the Company considers many factors, including the age of the balances, customers’ historical payment history, their current credit-worthiness and current economic trends. Receivables are generally considered past due after 180 days. The Company reserves 25%-50% of the customers balance aged between 181 days to 1 year, 50%-100% of the customers balance over 1 year and 100% of the customers balance over 2 years. Accounts receivable are written off against the allowances only after exhaustive collection efforts. As the Company has focused its development on the shipping management segment, its customer base consists of more smaller privately owned companies that will pay more timely than state owned companies. Other receivables represent mainly customer advances, prepaid employee insurance and welfare benefits, which will be subsequently deducted from the employee payroll, project advances as well as office lease deposits. Management reviews its receivables on a regular basis to determine if the bad debt allowance is adequate, and adjusts the allowance when necessary. Delinquent account balances are written-off against allowance for doubtful accounts after management has determined that the likelihood of collection is not probable. Other receivables are written off against the allowances only after exhaustive collection efforts. |
Property and Equipment, net | (h) Property and Equipment, net Property and equipment are stated at historical cost less accumulated depreciation. Historical cost comprises its purchase price and any directly attributable costs of bringing the assets to its working condition and location for its intended use. Depreciation is calculated on a straight-line basis over the following estimated useful lives: Buildings 20 years Motor vehicles 3-10 years Computer and office equipment 1-5 years Furniture and fixtures 3-5 years System software 5 years Leasehold improvements Shorter of lease term or useful lives Mining equipment 3 years The carrying value of a long-lived asset is considered impaired by the Company when the anticipated undiscounted cash flows from such asset is less than its carrying value. If impairment is identified, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. Fair value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved or based on independent appraisals. The Company inquired with the car dealer and obtained the following market value for similar vehicles and provide impairments to carrying value of fixed assets of $33,469. And no impairments were recorded for the years ended June 30, 2022. |
Investments in unconsolidated entity | (i) Investments in unconsolidated entity Entities in which the Company has the ability to exercise significant influence, but does not have a controlling interest, are accounted for using the equity method. Significant influence is generally considered to exist when the Company has voting shares representing 20% to 50%, and other factors, such as representation on the board of directors, voting rights and the impact of commercial arrangements, are considered in determining whether the equity method of accounting is appropriate. Under this method of accounting, the Company records its proportionate share of the net earnings or losses of equity method investees and a corresponding increase or decrease to the investment balances. Dividends received from the equity method investments are recorded as reductions in the cost of such investments. The Company generally considers an ownership interest of 20% or higher to represent significant influence. The Company accounts for the investments in entities over which it has neither control nor significant influence, and no readily determinable fair value is available, using the investment cost minus any impairment, if necessary. Investments are evaluated for impairment when facts or circumstances indicate that the fair value of the long-term investment is less than its carrying value. An impairment loss is recognized when a decline in fair value is determined to be other-than-temporary. The Company reviews several factors to determine whether a loss is other-than-temporary. These factors include, but are not limited to, the: (i) nature of the investment; (ii) cause and duration of the impairment; (iii) extent to which fair value is less than cost; (iv) financial condition and near term prospects of the investment; and (v) ability to hold the security for a period of time sufficient to allow for any anticipated recovery in fair value. On January 10, 2020, the Company entered into a cooperation agreement with Mr. Shanming Liang, a shareholder of the Company, to set up a joint venture in New York named LSM Trading Ltd., (“LSM”) in which the Company holds a 40% equity interest. Mr. Shanming Liang subsequently transferred his shares to Guanxi Golden Bridge Industry Group Co., Ltd in October 2021. For the year ended June 30, 2023, the Company invested $210,000 and recorded $81,640 investment loss in LSM. The joint venture has not started its operations due to COVID-19.As we could not get the financial information of the investee, we determined to provide full impairment of our equity investment. The Company recorded $128,360 impairment loss for the year ended June 30, 2023. |
Convertible notes | (j) Convertible notes The Company evaluates its convertible notes to determine if those contracts or embedded components of those contracts qualify as derivatives. The result of this accounting treatment is that the fair value of the embedded derivative is recorded at fair value each reporting period and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statements of operations as other income or expense. |
Revenue Recognition | (k) Revenue Recognition The Company recognizes revenue which represents the transfer of goods and services to customers in an amount that reflects the consideration to which the Company expects to be entitled in such exchange. The Company identifies contractual performance obligations and determines whether revenue should be recognized at a point in time or over time, based on when control of goods and services transfers to a customer. The Company uses a five-step model to recognize revenue from customer contracts. The five-step model requires the Company to (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocate the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. For the Company’s freight logistic and shipping agency services revenue, the Company provided transportation services which included mainly shipping services. In fiscal year 2021, the Company also provided shipping agency and management services The Company derived transportation revenue from sales contracts with its customers with revenues being recognized upon performance of services. Sales price to the customer was fixed upon acceptance of the sales contract and there was no separate sales rebate, discount, or other incentive. The Company’s revenues were recognized at a point in time after all performance obligations were satisfied. For the Company’s warehouse services, which are included in the freight logistic services, the Company’s contracts provide the customer an integrated service that includes two or more services, including but not limited to warehousing, collection, first-mile delivery, drop shipping, customs clearance packaging, etc. Accordingly, the Company generally identifies one performance obligation in its contracts, which is a series of distinct services that remain substantially the same over time and possess the same pattern of transfer. Revenue is recognized over the period in which services are provided under the terms of the Company’s contractual relationships with its clients. The transaction price is based on the amount specified in the contract with the customer and contains fixed and variable consideration. In general, the fixed consideration in a contract represents facility and equipment costs incurred to satisfy the performance obligation and is recognized on a straight-line basis over the term of the contract. The variable consideration is comprised of cost reimbursement determined based on the costs incurred. Revenue relating to variable pricing is estimated and included in the consideration if it is probable that a significant revenue reversal will not occur in the future. The estimate of variable consideration is determined by the expected value or most likely amount method and factors in current, past and forecasted experience with the customer. Customers are billed based on terms specified in the revenue contract and they pay us according to approved payment terms. Revenue for the above services is recognized on a gross basis when the Company controls the services as it has the obligation to (i) provide all services (ii) bear any inventory risk for warehouse services. In addition, the Company has control to set its selling price to ensure it would generate profit for the services. For the year ended June 30, 2023, the Company also engaged in sales of cryptocurrency mining equipment. On January 10, 2022, the Company’s joint venture, Thor Minor, entered into a Purchase and Sale Agreement with SOS Information Technology New York Inc. (the “Buyer”). Pursuant to the Purchase and Sale Agreement, Thor agreed to sell and the Buyer agreed to purchase certain cryptocurrency mining equipment. The Company’s performance obligation is to deliver products according to contract specifications. The Company recognizes product revenue at a point in time when the control of products or services are transferred to customers. To distinguish a promise to provide products from a promise to facilitate the sale from a third party, the Company considers the guidance of control in ASC 606-10-55-37A and the indicators in 606-10-55-39. The Company considers this guidance in conjunction with the terms in the Company’s arrangements with both suppliers and customers. In general, revenue is recognized on a gross basis when the Company controls the products as it has the obligation to (i) fulfill the products delivery and custom clearance (ii) bear any inventory risk as legal owners. In addition, when establishing the selling prices for delivery of the resale products, the Company has control to set its selling price to ensure it would generate profit for the products delivery arrangements. If the Company is not responsible for provision of product and does not bear inventory risk, the Company recorded revenue on a net basis. For the year ended June 30, 2023, the Company recognized the sale of cryptocurrency mining equipment based on net basis as the manufacturer of the products are responsible for shipping and custom clearing for the products. Contract balances The Company records receivables related to revenue when the Company has an unconditional right to invoice and receive payment. Deferred revenue consists primarily of customer billings made in advance of performance obligations being satisfied and revenue being recognized. Contract balance amounted to $66,531 and $6,955,577 for the year ended June 30, 2023 and 2022, respectively. Refund payable amounted to $ nil The Company’s disaggregated revenue streams are described as follows: For the Years Ended June 30, June 30, 2023 2022 Sale of crypto mining machines $ 732,565 $ 157,800 Shipping agency and management services - - Freight logistics services 3,806,158 3,830,615 Total $ 4,538,723 $ 3,988,415 Disaggregated information of revenues by geographic locations are as follows: For the Years Ended June 30, June 30, 2023 2022 PRC $ 2,529,449 $ 2,982,691 U.S. 2,009,274 1,005,724 Total revenues $ 4,538,723 $ 3,988,415 |
Leases | (l) Leases The Company adopted FASB ASU 2016-02, “Leases” (Topic 842) for the year ended June 30, 2020, and elected the practical expedients that does not require us to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component. Upon adoption, the Company recognized right of use (“ROU”) assets and same amount of lease liabilities based on the present value of the future minimum rental payments of leases, using an incremental borrowing rate of 7% based on the duration of lease terms. Operating lease ROU assets and lease liabilities are recognized at the adoption date or the commencement date, whichever is earlier, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term. Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term. The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and include the associated operating lease payments in the undiscounted future pre-tax cash flows. |
Taxation | (m) Taxation Because the Company and its subsidiaries and Sino-China were incorporated in different jurisdictions, they file separate income tax returns. The Company uses the asset and liability method of accounting for income taxes in accordance with U.S. GAAP. Deferred taxes, if any, are recognized for the future tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements. A valuation allowance is provided against deferred tax assets if it is more likely than not that the asset will not be utilized in the future. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense. The Company had no uncertain tax positions as of June 30, 2023 and 2022. Income tax returns for the years prior to 2018 are no longer subject to examination by U.S. tax authorities. PRC Enterprise Income Tax PRC enterprise income tax is calculated based on taxable income determined under the PRC Generally Accepted Accounting Principles (“PRC GAAP”) at 25%. Sino-China and Trans Pacific Beijing were incorporated in the PRC and are subject to the Enterprise Income Tax Laws of the PRC. PRC Value Added Taxes and Surcharges The Company is subject to value added tax (“VAT”). Revenue from services provided by the Company’s PRC subsidiaries, including Trans Pacific, and the VIE, and Sino-China, are subject to VAT at rates ranging from 9% to 13%. Entities that are VAT general taxpayers are allowed to offset qualified VAT paid to suppliers against their VAT liability. Net VAT liability is recorded in taxes payable on the consolidated balance sheets. In addition, under the PRC regulations, the Company’s PRC subsidiaries and VIE are required to pay city construction tax (7%) and education surcharges (3%) based on the net VAT payments. |
Earnings (loss) per Share | (n) Earnings (loss) per Share Basic earnings (loss) per share is computed by dividing net income (loss) attributable to holders of common stock of the Company by the weighted average number of shares of common stock of the Company outstanding during the applicable period. Diluted earnings (loss) per share reflect the potential dilution that could occur if securities or other contracts to issue common stock of the Company were exercised or converted into common stock of the Company. Common stock equivalents are excluded from the computation of diluted earnings per share if their effects would be anti-dilutive. For the years ended June 30, 2023 and 2022, there was no dilutive effect of potential shares of common stock of the Company because the Company generated net loss. |
Comprehensive Income (Loss) | (o) Comprehensive Income (Loss) The Company reports comprehensive income (loss) in accordance with the authoritative guidance issued by Financial Accounting Standards Board (the “FASB”) which establishes standards for reporting comprehensive income (loss) and its component in financial statements. Other comprehensive income (loss) refers to revenue, expenses, gains and losses that under US GAAP are recorded as an element of stockholders’ equity but are excluded from net income. Other comprehensive income (loss) consists of a foreign currency translation adjustment resulting from the Company not using the U.S. dollar as its functional currencies. |
Stock-based Compensation | (p) Stock-based Compensation The Company accounts for stock-based compensation awards to employees in accordance with FASB ASC Topic 718, “Compensation – Stock Compensation”, which requires that stock-based payment transactions with employees be measured based on the grant-date fair value of the equity instrument issued and recognized as compensation expense over the requisite service period. The Company records stock-based compensation expense at fair value on the grant date and recognizes the expense over the employee’s requisite service period. The Company accounts for stock-based compensation awards to non-employees in accordance with FASB ASC Topic 718 amended by ASU 2018-07. Under FASB ASC Topic 718, stock compensation granted to non-employees has been determined as the fair value of the consideration received or the fair value of equity instrument issued, whichever is more reliably measured and is recognized as an expense as the goods or services are received. Valuations of stock-based compensation are based upon highly subjective assumptions about the future, including stock price volatility and exercise patterns. The fair value of share-based payment awards was estimated using the Black-Scholes option pricing model. Expected volatilities are based on the historical volatility of the Company’s stock. The Company uses historical data to estimate option exercise and employee terminations. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the expected life of the option is based on the U.S. Treasury yield curve in effect at the time of the grant. |
Risks and Uncertainties | (q) Risks and Uncertainties The Company’s business, financial position and results of operations may be influenced by the political, economic, health and legal environments in the PRC, as well as by the general state of the PRC economy. The Company’s operations in the PRC are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic, health and legal environments and foreign currency exchange. The Company’s results may be adversely affected by changes in the political, regulatory and social conditions in the PRC, and by changes in governmental policies or interpretations with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation, among other things. |
Recent Accounting Pronouncements | (r) Recent Accounting Pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequences of the change to its condensed consolidated financial statements and assures that there are proper controls in place to ascertain that the Company’s condensed consolidated financial statements properly reflect the change. In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments—Credit Losses, and made several consequential amendments to the Codification. Update 2016-13 also modified the accounting for available-for-sale debt securities, which must be individually assessed for credit losses when fair value is less than the amortized cost basis, in accordance with Subtopic 326-30, Financial Instruments— Credit Losses—Available-for-Sale Debt Securities. The amendments in this ASU address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, which to update the effective date of ASU No. 2016-13 for private companies, not-for-profit organizations and certain smaller reporting companies applying for credit losses standard. The new effective date for these preparers is for fiscal years beginning after July 1, 2023, including interim periods within those fiscal years. The Company has not early adopted this update and it will become effective on July 1, 2023 assuming the Company will remain eligible to be smaller reporting company. The Company is currently evaluating the impact of this new standard on the Company’s consolidated financial statements and related disclosures. In August 2020, the FASB issued ASU 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”. The amendments in this Update to address issues identified as a result of the complexity associated with applying generally accepted accounting principles for certain financial instruments with characteristics of liabilities and equity. ASU 2020-06 is effective for the Company for annual and interim reporting periods beginning July 1, 2022. The Company adopted this new standard on July 1, 2021 on its accounting for the convertible notes issued in December 2021. In October 2020, the FASB issued ASU 2020-08, “Codification Improvements to Subtopic 310-20, Receivables—Non-refundable Fees and Other Costs”. The amendments in this Update represent changes to clarify the Codification. The amendments make the Codification easier to understand and easier to apply by eliminating inconsistencies and providing clarifications. ASU 2020-08 is effective for the Company for annual and interim reporting periods beginning July 1, 2021. All entities should apply the amendments in this Update on a prospective basis as of the beginning of the period of adoption for existing or newly purchased callable debt securities. These amendments do not change the effective dates for Update 2017-08. The adoption of this new standard did not have a material impact on the Company’s consolidated financial statements and related disclosures. In October 2020, the FASB issued ASU 2020-10, “Codification Improvements”. The amendments in this Update represent changes to clarify the Codification or correct unintended application of guidance that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. The amendments in this Update affect a wide variety of Topics in the Codification and apply to all reporting entities within the scope of the affected accounting guidance. ASU 2020-10 is effective for annual periods beginning after July 1, 2021 for public business entities. The amendments in this Update should be applied retrospectively. The adoption of this new standard did not have a material impact on the Company’s consolidated financial statements and related disclosures. On March 28, 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-01, Leases (Topic 842): Common Control Arrangements On June 30, 2022, FASB issued ASU No. 2022-03, Fair Value Measurement of Equity Securities |
Organization and Nature of Bu_2
Organization and Nature of Business (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Organization and Nature of Business [Abstract] | |
Schedule of Subsidiaries | As of June 30, 2023, the Company’s subsidiaries included the following: Name Background Ownership Sino-Global Shipping New York Inc. (“SGS NY”) ● ● ● A New York Corporation Incorporated on May 03, 2013 Primarily engaged in freight logistics services 100% owned by the Company Sino-Global Shipping HK Ltd. (“SGS HK”) ● ● ● A Hong Kong Corporation Incorporated on September 22, 2008 No material operations 100% owned by the Company Thor Miner Inc. (“Thor Miner”) ● ● ● A Delaware Corporation Incorporated on October 13, 2021 Primarily engaged in sales of crypto mining machines 51% owned by the Company Trans Pacific Shipping Ltd. (“Trans Pacific Beijing”) ● ● ● A PRC limited liability company Incorporated on November 13, 2007. Primarily engaged in freight logistics services 100% owned the Company Trans Pacific Logistic Shanghai Ltd. (“Trans Pacific Shanghai”) ● ● ● A PRC limited liability company Incorporated on May 31, 2009 Primarily engaged in freight logistics services 90% owned by Trans Pacific Beijing Ningbo Saimeinuo Web Technology Ltd. (“SGS Ningbo”) ● ● ● A PRC limited liability company Incorporated on September 11,2017 Primarily engaged in freight logistics services 100% owned by SGS NY Blumargo IT Solution Ltd. (“Blumargo”) ● ● ● A New York Corporation Incorporated on December 14, 2020 No material operations 100% owned by SGS NY Gorgeous Trading Ltd (“Gorgeous Trading”) ● ● ● A Texas Corporation Incorporated on July 01, 2021 Primarily engaged in warehouse related services 100% owned by SGS NY Brilliant Warehouse Service Inc. (“Brilliant Warehouse”) ● ● ● A Texas Corporation Incorporated on April 19,2021 Primarily engaged in warehouse house related services 51% owned by SGS NY Phi Electric Motor In. (“Phi”) ● ● ● A New York Corporation Incorporated on August 30, 2021 No operations 51% owned by SGS NY SG Shipping & Risk Solution Inc(“SGSR”) ● ● ● A New York Corporation Incorporated on September 29, 2021 No material operations 100% owned by the Company SG Link LLC (“SG Link”) ● ● ● A New York Corporation Incorporated on December 23, 2021 No operations 100% owned by SG Shipping & Risk Solution Inc on January 25, 2022 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Translation Foreign Currency Exchange Rates | The exchange rates for the years ended June 30, 2023 and 2022 are as follows: June 30, June 30, June 30 Foreign currency Balance Balance 2023 2022 1USD: RMB 7.2537 6.6994 6.9501 6.4544 1USD: AUD 1.5012 1.4484 1.4861 1.3788 1USD: HKD 7.8366 7.8474 7.8379 7.8045 |
Schedule of Estimated Useful Lives | Depreciation is calculated on a straight-line basis over the following estimated useful lives: Buildings 20 years Motor vehicles 3-10 years Computer and office equipment 1-5 years Furniture and fixtures 3-5 years System software 5 years Leasehold improvements Shorter of lease term or useful lives Mining equipment 3 years |
Schedule of Disaggregated Revenue Streams | The Company’s disaggregated revenue streams are described as follows: For the Years Ended June 30, June 30, 2023 2022 Sale of crypto mining machines $ 732,565 $ 157,800 Shipping agency and management services - - Freight logistics services 3,806,158 3,830,615 Total $ 4,538,723 $ 3,988,415 |
Schedule of Revenues by Geographic Locations | Disaggregated information of revenues by geographic locations are as follows: For the Years Ended June 30, June 30, 2023 2022 PRC $ 2,529,449 $ 2,982,691 U.S. 2,009,274 1,005,724 Total revenues $ 4,538,723 $ 3,988,415 |
Disposal of Vie and Subsidiai_2
Disposal of Vie and Subsidiairies (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Disposal of Vie and Subsidiairies [Abstract] | |
Schedule of Net Assets of the Entities Disposed and Loss on Disposal | For the Year Ended June 30, 2023 VIE Subsidiaries Total Total current assets $ - $ 376 $ 376 Total other assets - 5,392 5,392 Total assets - 5,768 5,769 Total current liabilities - - - Total net assets - 5,768 5,769 Exchange rate effect - 36,423 36,422 Total loss on disposal $ - $ 42,191 $ 42,191 For the Year Ended June 30, 2022 VIE Subsidiaries Total Total current assets $ 83,573 $ 20,898 $ 104,471 Total other assets 8,723 - 8,723 Total assets 92,296 20,898 113,194 Total current liabilities 41,608 1,100 42,708 Total net assets 50,688 19,798 70,486 Noncontrolling interests 5,919,050 - 5,919,050 Exchange rate effect 142,080 - 142,080 Total loss on disposal $ 6,111,818 $ 19,798 $ 6,131,616 |
Cryptocurrencies (Tables)
Cryptocurrencies (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Cryptocurrencies [Abstract] | |
Schedule of Additional Information About Cryptocurrencies | The following table presents additional information about cryptocurrencies: June 30, June 30, 2023 2022 Beginning balance $ 90,458 $ 261,338 Receipt of cryptocurrencies from mining services - - Impairment loss (18,279 ) (170,880 ) Ending balance $ 72,179 $ 90,458 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Accounts Receivable, Net [Abstract] | |
Schedule of Net Accounts Receivable | The Company’s net accounts receivable are as follows: June 30, June 30, 2023 2022 Trade accounts receivable $ 3,487,293 $ 3,521,491 Less: allowances for doubtful accounts (3,288,740 ) (3,413,110 ) Accounts receivable, net $ 198,553 $ 108,381 |
Schedule of Allowance for Credit Losses | Movement of allowance for doubtful accounts are as follows: June 30, June 30, 2023 2022 Beginning balance $ 3,413,110 $ 3,475,769 Provision for doubtful accounts, net of recovery - 257 Write-off/recovery - - Exchange rate effect (124,370 ) (62,916 ) Ending balance $ 3,288,740 $ 3,413,110 |
Other Receivables, Net (Tables)
Other Receivables, Net (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Other Receivables, Net [Abstract] | |
Schedule of Other Receivables | The Company’s other receivables are as follows: June 30, June 30, Advances to customers* $ 7,060,456 $ 3,943,547 Employee business advances 10,570 23,768 Total 7,071,026 3,967,315 Less: allowances for doubtful accounts (6,994,212 ) (3,942,258 ) Other receivables, net $ 76,814 $ 25,057 * In fiscal year 2019 and 2020, the Company entered into contracts with several customers where the Company’s services included both freight charge and cost of commodities to be shipped to customers’ designated locations. The terms of the contracts required the Company to prepay the commodities. The Company prepaid for the commodities and reclassified the payment as other receivables as the payments were paid on behalf of the customers. These payments will be repaid to the Company when either the contract is executed or the contracts are terminated by either party. The customers were negatively impacted by the pandemic and required additional time to execute the contracts, due to significant uncertainty on whether the delayed contracts will be executed timely, the Company had provided full allowance due to contract delay during the fiscal year ended June 30, 2020. The Company subsequently recovered and $1,934,619 in fiscal year 2022. On March 23, 2023, SG Shipping & Risk Solution Inc. an indirect wholly owned subsidiary of SGLY entered into an operating income right transfer contract with Goalowen Inc. pursuant to which Goalowen agreed to transfer its rights to receive income from operating a certain tuna fishing vessel to SG Shipping for $ 3 million. Such contract was signed by the former COO Jing Shan without the Board’s authorization. On May 5, 2023, Ms. Shan made a wire transfer of $ 3 million to Goalowen without the Board’s authorization,. It was recorded as an Advance to customers. As of June 30, 2023, the Company evaluated the collection possibility, and decided to provide a 100% allowance provision in the amount of $3 million. |
Schedule of Movement of Allowance for Doubtful Accounts | Movement of allowance for doubtful accounts are as follows: June 30, June 30, 2023 2022 Beginning balance $ 3,942,258 $ 6,024,266 Increase 3,000,000 Recovery for doubtful accounts - (1,934,619 ) Less: write-off Exchange rate effect 51,954 (147,389 ) Ending balance $ 6,994,212 $ 3,942,258 |
Advances to Suppliers (Tables)
Advances to Suppliers (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Advances to Suppliers [Abstract] | |
Schedule of Advances to Suppliers – Third Parties | The Company’s advances to suppliers – third parties are as follows: June 30, June 30, 2023 2022 Freight fees (1) $ 428,032 $ 336,540 Less: allowances for doubtful accounts (300,000 ) (300,000 ) Advances to suppliers-third parties, net $ 128,032 $ 36,540 (1) The advanced freight fee is the Company’s prepayment made for various shipping costs for shipments from July 2022 to June 2023. The Company provided allowance of $300,000 for the year ended June 30, 2022, and there was no change in the fiscal year 2023. |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Schedule of Prepaid Expenses and Other Assets | The Company’s prepaid expenses and other assets are as follows: June 30, June 30, 2023 2022 Prepaid income taxes $ 11,929 $ 11,929 Other (including prepaid professional fees, rent, listing fees) 240,118 353,984 Total $ 252,047 $ 365,913 |
Other Long-Term Assets _ Depo_2
Other Long-Term Assets – Deposits, Net (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Other Long Term Assets Deposits [Abstract] | |
Schedule of Other Long-Term Assets – Deposits | The Company’s other long-term assets – deposits are as follows: June 30, June 30, 2023 2022 Rental and utilities deposits $ 244,923 $ 246,581 Freight logistics deposits (1) - - Total other long-term assets - deposits $ 244,923 $ 246,581 Less: allowances for deposits (8,157 ) (8,832 ) Other long-term assets- deposits, net $ 236,766 $ 237,749 (1) On March 8, 2018, the Company entered into contract with BaoSteel Resources Co., Ltd (“BaoSteel”) to provide supply chain services for BaoSteel. The contract required the Company to pay BaoSteel approximately $3.1 million (RMB 20 million) of deposit. This refundable deposit is to cover any possible loss of merchandise, as well as any non-performance on the part of the Company and its vendors. The restricted deposit is expected be repaid to the Company when either the contract term expires by March 2023 or the contract is terminated by either party. Due to impact of COVID-19 and recent rising freight costs, the Company has not been able to fulfill the contract to BaoSteel and expect it may not be able to collect the full deposit, as such the Company provided full allowance for the $3.1 million deposit with BaoSteel in fiscal year 2021. During fiscal year 2022, the Company wrote off the $3.1 million deposit. |
Schedule of Movements of Allowance for Deposits | Movements of allowance for deposits are as follows: June 30, June 30, 2023 2022 Beginning balance $ 8,832 $ 3,177,127 Allowance for deposits - - Less: Write-off - (3,173,408 ) Exchange rate effect (675 ) 5,113 Ending balance $ 8,157 $ 8,832 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Property and Equipment, Net [Abstract] | |
Schedule of Net Property and Equipment | The Company’s net property and equipment are as follows: June 30, June 30, 2023 2022 Motor vehicles 542,904 715,571 Computer equipment 113,097 117,397 Office equipment 67,699 67,139 Furniture and fixtures 533,634 390,093 System software 103,038 111,562 Leasehold improvements 766,294 829,687 Mining equipment 922,438 922,438 Total 3,049,104 3,153,887 Less: Impairment reserve (1,233,521 ) (1,236,282 ) Less: Accumulated depreciation and amortization (1,389,240 ) (1,368,649 ) Property and equipment, net $ 426,343 $ 548,956 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | June 30, June 30, 2023 2022 Salary and reimbursement payable $ 117,648 $ 305,423 Professional fees and other expense payable 97,563 305,264 Interest payable 386,378 136,379 Others 35,105 9,206 Total $ 636,694 $ 756,272 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Schedule of Lease Obligations | The five-year maturity of the Company’s lease obligations is presented below: Twelve Months Ending June 30, Operating 2024 $ 382,291 2025 147,149 2026 114,523 2027 9,567 Total lease payments 653,530 Less: Interest 77,498 Present value of lease liabilities $ 576,032 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Schedule of Status of Warrants Outstanding and Exercisable | Following is a summary of the status of warrants outstanding and exercisable as of June 30, 2023 Warrants Weighted Warrants outstanding, as of June 30, 2022 12,191,824 $ 4.37 Issued Exercised Repurchased Warrants outstanding, as of June 30, 2023 12,191,824 $ 4.37 Warrants exercisable, as of June 30, 2023 12,191,824 $ 4.37 |
Schedule of Warrants Outstanding | Warrants Outstanding Warrants Weighted Exercise Average 2018 Series A, 400,000 103,334 $ 8.75 1.21 years 2020 warrants, 2,922,000 181,000 $ 1.83 3.17 years 2021 warrants, 11,088,280 11,907,490 $ 4.94 4.06 years |
Schedule of Summary of the Outstanding Options | A summary of the outstanding options is presented in the table below: Options Weighted Options outstanding, as of June 30, 2022 2,000 $ 10.05 Granted Exercised Cancelled, forfeited or expired Options outstanding, as of June 30, 2023 2,000 $ 10.05 Options exercisable, as of June 30, 2023 2,000 $ 10.05 |
Schedule of Summary of the Status of Options Outstanding and Exercisable | Following is a summary of the status of options outstanding and exercisable as of June 30, 2023: Outstanding Options Exercisable Options Exercise Price Number Average Life Average Number Average Life $ years $ years |
Non-Controlling Interest (Table
Non-Controlling Interest (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Non-Controlling Interest [Abstract] | |
Schedule of Non-Controlling Interest | The Company’s non-controlling interest consists of the following: June 30, June 30, 2023 2022 Trans Pacific Logistics Shanghai Ltd. (1,522,971 ) (1,521,645 ) Thor (814,005 ) (486,942 ) Brilliant Warehouse Service, Inc. 117,035 (132,303 ) Total $ (2,219,941 ) $ (2,140,890 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Income Taxes [Abstract] | |
Schedule of Income Tax Expenses | The Company’s income tax expenses for years ended June 30, 2023 and 2022 are as follows: For the Years Ended 2023 2022 Current U.S. $ (135,855 ) $ - PRC - Total income tax expenses $ (135,855 ) $ - |
Schedule of Expected Federal Income Tax Rates | Reconciliations between the expected federal income tax rates using 21% for the year ended June 30, 2023 and 2022 to the Company’s effective tax rate are as follows: June 30, June 30, % % US Statutory tax rate $ 21.0 $ 21.0 Permanent difference* (42.0 ) (5.3 ) Change in valuation allowance 20.5 (14.9 ) Rate differential in foreign jurisdiction (0.1 ) (0.8 ) $ (0.6 ) $ - * Permanent difference includes non-deductible expenses mainly stock compensation. |
Schedule of Deferred Tax Assets | The Company’s deferred tax assets are comprised of the following: June 30, June 30, Allowance for doubtful accounts U.S. $ 1,241,000 $ 617,000 PRC 1,655,000 1,830,000 Net operating loss U.S. 8,775,000 4,670,000 PRC 1,425,000 1,283,000 Total deferred tax assets 13,096,000 8,400,000 Valuation allowance (13,096,000 ) (8,400,000 ) Deferred tax assets, net - long-term $ - $ - |
Schedule of Taxes Payable | The Company’s taxes payable consists of the following: June 30, June 30, 2023 2022 VAT tax payable $ 1,016,529 $ 1,098,862 Corporate income tax payable 2,261,131 2,295,803 Others 57,298 62,512 Total $ 3,334,958 $ 3,457,177 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Tables Present Summary Information by Segment | The following tables present summary information by segment for the years ended June 30, 2023 and 2022, respectively: For the Year Ended June 30, 2023 Shipping Freight Sale of Total Net revenues $ - $ 3,806,158 $ 732,565 $ 4,538,723 Cost of revenues $ - $ 3,990,654 $ - $ 3,990,654 Gross profit $ - $ (184,496 ) $ 732,565 $ 548,069 Depreciation and amortization $ - $ 163,635 $ 713 $ 164,348 Total capital expenditures $ - $ (38,440 ) $ 2,852 $ (35,588 ) Gross margin% - % (4.85 )% 100 % 12.08 % For the Year Ended June 30, 2022 Shipping Freight Sales of Total Net revenues $ - $ 3,830,615 $ 157,800 $ 3,988,415 Cost of revenues $ - $ 4,136,474 $ - $ 4,136,474 Gross (loss) profit $ - $ (305,859 ) $ 157,800 $ (148,059 ) Depreciation and amortization $ - $ 512,586 $ 21,052 $ 533,638 Total capital expenditures $ - $ 840,319 $ 34,199 $ 874,518 Gross margin% - % (8.0 )% 100 % (3.7 )% |
Schedule of Total Assets | Total assets as of: June 30, June 30, 2023 2022 Shipping Agency and Management Services $ - $ - Freight Logistic Services 19,075,202 44,058,444 Sales of crypto-mining machines 162,605 20,789,296 Total Assets 19,237,807 $ 64,847,740 |
Schedule of Disaggregated Information of Revenues by Geographic Locations | Disaggregated information of revenues by geographic locations are as follows: For the Years Ended June 30, June 30, 2023 2022 PRC $ 2,529,449 $ 2,982,691 U.S. 2,009,274 1,005,724 Total revenues $ 4,538,723 $ 3,988,415 |
Related Party Balance and Tra_2
Related Party Balance and Transactions (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
Related Party Balance and Transactions [Abstract] | |
Schedule of Company’s Advances to Suppliers – Related Party | The Company’s advances to suppliers – related party are as follows: June 30, June 30, 2023 2022 Bitcoin mining hardware and other equipment (1) $ - $ 6,153,546 Total Advances to suppliers-related party $ - $ 6,153,546 (1) On January 10, 2022, the Company’s joint venture, Thor Miner, entered into a Purchase and Sales Agreement (“PSA”) with HighSharp. Pursuant to the Purchase Agreement, Thor Miner agreed to purchase certain cryptocurrency mining equipment. In January and April 2022, Thor Miner made total prepayment of $35,406,649 for the order and no prepayment as of June 30, 2023. |
Schedule of Outstanding Amounts due from Related Parties | As of June 30, 2023 and June 30, 2022, the outstanding amounts due from related parties consist of the following: June 30, June 30, 2023 2022 Zhejiang Jinbang Fuel Energy Co., Ltd (1) 458,607 415,412 Shanghai Baoyin Industrial Co., Ltd (2) 1,068,014 1,306,004 LSM Trading Ltd (3) 570,000 570,000 Rich Trading Co. Ltd (4) 103,424 103,424 Cao Lei (5) 13,166 54,860 Less: allowance for doubtful accounts (2,138,276 ) (2,449,700 ) Total $ 74,935 $ - (1) As of June 30, 2023 and 2022, the Company advanced $458,607 and $415,412 to Zhejiang Jinbang Fuel Energy Co., Ltd (“Zhejiang Jinbang”) which is 30% owned by Mr. Wang Qinggang, CEO and legal representative of Trans Pacific Shanghai. The advance is non-interest bearing and due on demand. The Company provided allowance of $383,672 and $415,412 for the year ended June 30, 2023 and 2022, and the allowance changes as a result of changes in exchange rates. (2) As of June 30, 2023 and 2022, the Company advanced approximately $1.1 million and $1.3 million to Shanghai Baoyin Industrial Co., Ltd. which is 30% owned by Qinggang Wang, CEO and legal representative of Trans Pacific Logistic Shanghai Ltd. The advance is non-interest bearing and due on demand. The Company provided full credit losses for the balance of the receivable. (3) As of June 30, 2023, the Company advanced $570,000 to LSM Trading Ltd, which is 40% owned by the Company. The advance is non-interest bearing and due on demand. The Company provided full credit losses for the balance of the receivable. (4) On November 16, 2021, the Company entered into a project cooperation agreement with Rich Trading Co. Ltd USA (“Rich Trading”) for the trading of computer equipment. Rich Trading’s bank account was controlled by now-terminated members of the Company’s management and was, at the time, an undisclosed related party. According to the agreement, the Company was to invest $4.5 million in the trading business operated by Rich Trading and the Company would be entitled to 90% of profits generated by the trading business. The Company advanced $3,303,424 for this project, of which $3,200,000 has been returned to the Company. The Company provided allowance of $103,424 for the year ended June 30, 2023 and 2022. (5) The amount represents business advance to Mr. Lei Cao, the former Chairman of the Board. During the six months ended June 30, 2023, Lei Cao repaid approximately $54,000, of which approximately $13,000 additional payment was recognized as non-operating income. The Company provided full credit losses for the remaining balance of the receivable. |
Schedule of Outstanding Loan Receivable From Related Parties | As of June 30, 2023 and June 30, 2022, the outstanding loan receivable from related parties consists of the following: June 30, June 30, 2023 2022 Wang, Qinggang (1) $ $ 552,285 (1) On June 10, 2021, the Company entered into a loan agreement with Wang Qinggang, CEO and legal representative of Trans Pacific Logistic Shanghai Ltd. The loan is non-interest bearing for loan amount up to $630,805 (RMB 4 million). In February 2022, Wang Qinggang, borrowed and repaid $232,340 of the loan amount. In June 2022, additional $552,285 (RMB 3,700,000) was loaned to Wang Qinggang with due date of June 7, 2024. The outstanding loan was fully repaid in December 2022. |
Organization and Nature of Bu_3
Organization and Nature of Business (Details) - Schedule of Subsidiaries | 12 Months Ended |
Jun. 30, 2023 | |
Sino-Global Shipping New York Inc. (“SGS NY”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A New York Corporation Incorporated on May 03, 2013 Primarily engaged in freight logistics services |
Ownership | 100% owned by the Company |
Sino-Global Shipping HK Ltd. (“SGS HK”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A Hong Kong Corporation Incorporated on September 22, 2008 No material operations |
Ownership | 100% owned by the Company |
Thor Miner Inc. (“Thor Miner”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A Delaware Corporation Incorporated on October 13, 2021 Primarily engaged in sales of crypto mining machines |
Ownership | 51% owned by the Company |
Trans Pacific Shipping Ltd. (“Trans Pacific Beijing”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A PRC limited liability company Incorporated on November 13, 2007. Primarily engaged in freight logistics services |
Ownership | 100% owned the Company |
Trans Pacific Logistic Shanghai Ltd. (“Trans Pacific Shanghai”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A PRC limited liability company Incorporated on May 31, 2009 Primarily engaged in freight logistics services |
Ownership | 90% owned by Trans Pacific Beijing |
Ningbo Saimeinuo Web Technology Ltd. (“SGS Ningbo”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A PRC limited liability company Incorporated on September 11,2017 Primarily engaged in freight logistics services |
Ownership | 100% owned by SGS NY |
Blumargo IT Solution Ltd. (“Blumargo”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A New York Corporation Incorporated on December 14, 2020 No material operations |
Ownership | 100% owned by SGS NY |
Gorgeous Trading Ltd (“Gorgeous Trading”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A Texas Corporation Incorporated on July 01, 2021 Primarily engaged in warehouse related services |
Ownership | 100% owned by SGS NY |
Brilliant Warehouse Service Inc. (“Brilliant Warehouse”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A Texas Corporation Incorporated on April 19,2021 Primarily engaged in warehouse house related services |
Ownership | 51% owned by SGS NY |
Phi Electric Motor In. (“Phi”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A New York Corporation Incorporated on August 30, 2021 No operations |
Ownership | 51% owned by SGS NY |
SG Shipping &Risk Solution Inc(“SGSR”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A New York Corporation Incorporated on September 29, 2021 No material operations |
Ownership | 100% owned by the Company |
SG Link LLC (“SG Link”) [Member] | |
Schedule of subsidiaries [Abstract] | |
Background | A New York Corporation Incorporated on December 23, 2021 No operations |
Ownership | 100% owned by SG Shipping & Risk Solution Inc on January 25, 2022 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 12 Months Ended | ||||
Jun. 30, 2023 USD ($) | Jun. 30, 2023 HKD ($) | Jun. 30, 2023 AUD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | |
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Net income, percentage | 90% | ||||
Disposal loss | $ 40,000 | ||||
Balances not covered by insurance | |||||
Insured each depositor at one bank | 70,000 | ¥ 500,000 | |||
Federal deposit insurance corporation expenses | 250,000 | ||||
Bank deposit | 64,000 | $ 500,000 | |||
Government guarantees deposits | 172,000 | $ 250,000 | 172,000 | ||
Deposits covered by insurance | 647,004 | 1,961,997 | |||
Impairments to carrying value of fixed assets | $ 33,469 | ||||
Ownership interest | 20% | 20% | 20% | ||
Equity interest | 40% | 40% | 40% | ||
Other investments | $ 210,000 | ||||
Investment loss | 81,640 | ||||
Impairment loss | 128,360 | ||||
Compensating Balance, Amount | 66,531 | 6,955,577 | |||
Refund payable | 13,000,000 | ||||
Incremental borrowing rate | 7% | ||||
Percentage of income tax | 25% | ||||
Percentage of construction taxes | 7% | ||||
Percentage of education surcharges | 3% | ||||
CHINA | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Cash balances | $ 183,510 | 143,044 | |||
Balances not covered by insurance | 74,533 | ||||
U.S. [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Cash balances | 919,990 | 55,636,636 | |||
Balances not covered by insurance | 450,636 | 53,869,575 | |||
Hong Kong [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Cash balances | 16,285,067 | 51,701 | |||
Financial Institutions | 16,216,393 | ||||
Australia [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Cash balances | $ 192 | ||||
Minimum [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Voting percentage | 20% | 20% | 20% | ||
Value added tax percentage | 9% | ||||
Maximum [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Voting percentage | 50% | 50% | 50% | ||
Value added tax percentage | 13% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of Translation Foreign Currency Exchange Rates | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Balance sheet [Member] | RMB:1USD [Member] | ||
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items] | ||
Foreign currency, exchange rates, Balance sheet | 7.2537 | 6.6994 |
Balance sheet [Member] | 1USD: AUD [Member] | ||
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items] | ||
Foreign currency, exchange rates, Balance sheet | 1.5012 | 1.4484 |
Balance sheet [Member] | HKD:1USD [Member] | ||
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items] | ||
Foreign currency, exchange rates, Balance sheet | 7.8366 | 7.8474 |
Profits/Loss [Member] | RMB:1USD [Member] | ||
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items] | ||
Foreign currency, exchange rates, Profits/Loss | 6.9501 | 6.4544 |
Profits/Loss [Member] | 1USD: AUD [Member] | ||
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items] | ||
Foreign currency, exchange rates, Profits/Loss | 1.4861 | 1.3788 |
Profits/Loss [Member] | HKD:1USD [Member] | ||
Financial Statement Line Items with Differences in Reported Amount and Reporting Currency Denominated Amounts [Line Items] | ||
Foreign currency, exchange rates, Profits/Loss | 7.8379 | 7.8045 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives | 12 Months Ended |
Jun. 30, 2023 | |
Buildings [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, net | 20 years |
Motor vehicles [Member] | Minimum [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, net | 3 years |
Motor vehicles [Member] | Maximum [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, net | 10 years |
Computer and office equipment [Member] | Minimum [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, net | 1 year |
Computer and office equipment [Member] | Maximum [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, net | 5 years |
Furniture and fixtures [Member] | Minimum [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, net | 3 years |
Furniture and fixtures [Member] | Maximum [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, net | 5 years |
System software [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, net | 5 years |
Leasehold improvements [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, term | Shorter of lease term or useful lives |
Mining equipment [Member] | |
Public Utility, Property, Plant and Equipment [Line Items] | |
Estimated useful lives for property and equipment, net | 3 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of Disaggregated Revenue Streams - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Disaggregated Revenue Streams [Abstract] | ||
Sale of crypto mining machines | $ 732,565 | $ 157,800 |
Shipping agency and management services | ||
Freight logistics services | 3,806,158 | 3,830,615 |
Total | $ 4,538,723 | $ 3,988,415 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details) - Schedule of Revenues by Geographic Locations - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Summary of Significant Accounting Policies (Details) - Schedule of Revenues by Geographic Locations [Line Items] | ||
Total revenues | $ 4,538,723 | $ 3,988,415 |
PRC [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of Revenues by Geographic Locations [Line Items] | ||
Total revenues | 2,529,449 | 2,982,691 |
U.S. [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of Revenues by Geographic Locations [Line Items] | ||
Total revenues | $ 2,009,274 | $ 1,005,724 |
Disposal of Vie and Subsidiai_3
Disposal of Vie and Subsidiairies (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2023 USD ($) | |
Disposal of Vie and Subsidiairies [Abstract] | |
Disposal loss | $ 40 |
Disposal of Vie and Subsidiai_4
Disposal of Vie and Subsidiairies (Details) - Schedule of Net Assets of the Entities Disposed and Loss on Disposal - Disposal of Vie and Subsidiairies [Member] - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Disposal of Vie and Subsidiairies (Details) - Schedule of Net Assets of the Entities Disposed and Loss on Disposal [Line Items] | ||
Total current assets | $ 376 | $ 104,471 |
Total other assets | 5,392 | 8,723 |
Total assets | 5,769 | 113,194 |
Total current liabilities | 42,708 | |
Total net assets | 5,769 | 70,486 |
Noncontrolling interests | 5,919,050 | |
Exchange rate effect | 36,422 | 142,080 |
Total loss on disposal | 42,191 | 6,131,616 |
VIE [Member] | ||
Disposal of Vie and Subsidiairies (Details) - Schedule of Net Assets of the Entities Disposed and Loss on Disposal [Line Items] | ||
Total current assets | 83,573 | |
Total other assets | 8,723 | |
Total assets | 92,296 | |
Total current liabilities | 41,608 | |
Total net assets | 50,688 | |
Noncontrolling interests | 5,919,050 | |
Exchange rate effect | 142,080 | |
Total loss on disposal | 6,111,818 | |
Subsidiaries [Member] | ||
Disposal of Vie and Subsidiairies (Details) - Schedule of Net Assets of the Entities Disposed and Loss on Disposal [Line Items] | ||
Total current assets | 376 | 20,898 |
Total other assets | 5,392 | |
Total assets | 5,768 | 20,898 |
Total current liabilities | 1,100 | |
Total net assets | 5,768 | 19,798 |
Noncontrolling interests | ||
Exchange rate effect | 36,423 | |
Total loss on disposal | $ 42,191 | $ 19,798 |
Cryptocurrencies (Details)
Cryptocurrencies (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cryptocurrencies [Abstract] | ||
Impairment loss | $ 18,279 | $ 170,880 |
Cryptocurrencies (Details) - Sc
Cryptocurrencies (Details) - Schedule of Additional Information About Cryptocurrencies - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of additional information about cryptocurrencies [Abstract] | ||
Beginning balance | $ 90,458 | $ 261,338 |
Receipt of cryptocurrencies from mining services | ||
Impairment loss | (18,279) | (170,880) |
Ending balance | $ 72,179 | $ 90,458 |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Accounts Receivable, Net [Abstract] | ||
Provision for doubtful accounts | $ 257 |
Accounts Receivable, Net (Det_2
Accounts Receivable, Net (Details) - Schedule of Net Accounts Receivable - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Schedule of Net Accounts Receivable [Abstract] | ||
Trade accounts receivable | $ 3,487,293 | $ 3,521,491 |
Less: allowances for doubtful accounts | (3,288,740) | (3,413,110) |
Accounts receivable, net | $ 198,553 | $ 108,381 |
Accounts Receivable, Net (Det_3
Accounts Receivable, Net (Details) - Schedule of Allowance for Credit Losses - USD ($) | 9 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Jun. 30, 2022 | |
Schedule of Allowance for Doubtful Accounts [Abstract] | ||
Beginning balance | $ 3,413,110 | $ 3,475,769 |
Provision for doubtful accounts, net of recovery | 257 | |
Write-off/recovery | ||
Exchange rate effect | (124,370) | (62,916) |
Ending balance | $ 3,288,740 | $ 3,413,110 |
Other Receivables, Net (Details
Other Receivables, Net (Details) - USD ($) | 2 Months Ended | |||
May 01, 2023 | Apr. 23, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Other Receivables, Net [Abstract] | ||||
Subsequently recovered | $ 1,934,619 | |||
Shipping price | $ 3,000,000 | |||
Transfer bank account | $ 3,000,000 | |||
Collection possibility | 100% | |||
Allowance provision | $ 3,000,000 |
Other Receivables, Net (Detai_2
Other Receivables, Net (Details) - Schedule of Other Receivables - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Other Receivables [Abstract] | |||
Advances to customers | [1] | $ 7,060,456 | $ 3,943,547 |
Employee business advances | 10,570 | 23,768 | |
Total | 7,071,026 | 3,967,315 | |
Less: allowances for doubtful accounts | (6,994,212) | (3,942,258) | |
Other receivables, net | $ 76,814 | $ 25,057 | |
[1]In fiscal year 2019 and 2020, the Company entered into contracts with several customers where the Company’s services included both freight charge and cost of commodities to be shipped to customers’ designated locations. The terms of the contracts required the Company to prepay the commodities. The Company prepaid for the commodities and reclassified the payment as other receivables as the payments were paid on behalf of the customers. These payments will be repaid to the Company when either the contract is executed or the contracts are terminated by either party. The customers were negatively impacted by the pandemic and required additional time to execute the contracts, due to significant uncertainty on whether the delayed contracts will be executed timely, the Company had provided full allowance due to contract delay during the fiscal year ended June 30, 2020. The Company subsequently recovered and $1,934,619 in fiscal year 2022. |
Other Receivables, Net (Detai_3
Other Receivables, Net (Details) - Schedule of Movement of Allowance for Doubtful Accounts - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Movement of Allowance For Doubtful Accounts [Abstract] | ||
Beginning balance | $ 3,942,258 | $ 6,024,266 |
Increase | 3,000,000 | |
Recovery of doubtful accounts | (1,934,619) | |
Exchange rate effect | 51,954 | (147,389) |
Ending balance | $ 6,994,212 | $ 3,942,258 |
Advances to Suppliers (Details)
Advances to Suppliers (Details) | 12 Months Ended |
Jun. 30, 2022 USD ($) | |
Advances To Suppliers [Abstract] | |
Provided allowance | $ 300,000 |
Advances to Suppliers (Detail_2
Advances to Suppliers (Details) - Schedule of Advances to Suppliers – Third Parties - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Advances to Suppliers Third Parties [Abstract] | |||
Freight fees | [1] | $ 428,032 | $ 336,540 |
Less: allowances for doubtful accounts | (300,000) | (300,000) | |
Advances to suppliers-third parties, net | $ 128,032 | $ 36,540 | |
[1] The advanced freight fee is the Company’s prepayment made for various shipping costs for shipments from July 2022 to June 2023. The Company provided allowance of $300,000 for the year ended June 30, 2022, and there was no change in the fiscal year 2023. |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - Schedule of Prepaid Expenses and Other Assets - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Schedule of Prepaid Expenses and Other Assets [Abstract] | ||
Prepaid income taxes | $ 11,929 | $ 11,929 |
Other (including prepaid professional fees, rent, listing fees) | 240,118 | 353,984 |
Total | $ 252,047 | $ 365,913 |
Other Long-Term Assets _ Depo_3
Other Long-Term Assets – Deposits, Net (Details) ¥ in Millions, $ in Millions | 12 Months Ended | |||
Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Mar. 08, 2018 USD ($) | Mar. 08, 2018 CNY (¥) | |
Other Long Term Assets Deposits [Abstract] | ||||
Deposit | $ 3.1 | ¥ 20 | ||
Allowance deposit BaoSteel | $ 3.1 | $ 3.1 |
Other Long-Term Assets _ Depo_4
Other Long-Term Assets – Deposits, Net (Details) - Schedule of Other Long-Term Assets – Deposits - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Other Long Term Assets Deposits [Abstract] | |||
Rental and utilities deposits | $ 244,923 | $ 246,581 | |
Freight logistics deposits | [1] | ||
Total other long-term assets - deposits | 244,923 | 246,581 | |
Less: allowances for deposits | (8,157) | (8,832) | |
Other long-term assets- deposits, net | $ 236,766 | $ 237,749 | |
[1] On March 8, 2018, the Company entered into contract with BaoSteel Resources Co., Ltd (“BaoSteel”) to provide supply chain services for BaoSteel. The contract required the Company to pay BaoSteel approximately $3.1 million (RMB 20 million) of deposit. This refundable deposit is to cover any possible loss of merchandise, as well as any non-performance on the part of the Company and its vendors. The restricted deposit is expected be repaid to the Company when either the contract term expires by March 2023 or the contract is terminated by either party. Due to impact of COVID-19 and recent rising freight costs, the Company has not been able to fulfill the contract to BaoSteel and expect it may not be able to collect the full deposit, as such the Company provided full allowance for the $3.1 million deposit with BaoSteel in fiscal year 2021. During fiscal year 2022, the Company wrote off the $3.1 million deposit. |
Other Long-Term Assets _ Depo_5
Other Long-Term Assets – Deposits, Net (Details) - Schedule of Movements of Allowance for Deposits - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Movements of Allowance [Abstract] | ||
Beginning balance | $ 8,832 | $ 3,177,127 |
Allowance for deposits | ||
Less: Write-off | (3,173,408) | |
Exchange rate effect | (675) | 5,113 |
Ending balance | $ 8,157 | $ 8,832 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Property and Equipment, Net (Details) [Line Items] | ||
Depreciation and amortization | $ 164,348 | $ 533,638 |
Impairment loss amounted | 33,469 | 1,006,305 |
Property, Plant and Equipment [Member] | ||
Property and Equipment, Net (Details) [Line Items] | ||
Impairment loss amounted | $ 33,470 | $ 410,552 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of Net Property and Equipment - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 3,049,104 | $ 3,153,887 |
Less: Impairment reserve | (1,233,521) | (1,236,282) |
Less: Accumulated depreciation and amortization | (1,389,240) | (1,368,649) |
Property and equipment, net | 426,343 | 548,956 |
Motor vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 542,904 | 715,571 |
Computer equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 113,097 | 117,397 |
Office equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 67,699 | 67,139 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 533,634 | 390,093 |
System software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 103,038 | 111,562 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | 766,294 | 829,687 |
Mining equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 922,438 | $ 922,438 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Schedule of Accrued Expenses and Other Current Liabilities - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Schedule of Accrued Expenses and Other Current Liabilities [Abstract] | ||
Salary and reimbursement payable | $ 117,648 | $ 305,423 |
Professional fees and other expense payable | 97,563 | 305,264 |
Interest payable | 386,378 | 136,379 |
Others | 35,105 | 9,206 |
Total | $ 636,694 | $ 756,272 |
Convertible Notes (Details)
Convertible Notes (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Mar. 08, 2022 | Dec. 17, 2021 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 19, 2021 | |
Convertible Notes (Details) [Line Items] | |||||
Convertible notes | $ 5,000,000 | $ 10,000,000 | |||
Conversion price per share (in Dollars per share) | $ 3.76 | ||||
Interest expenses | $ 250,000 | $ 132,977 | |||
Convertible Notes [Member] | |||||
Convertible Notes (Details) [Line Items] | |||||
Convertible notes bear interest | 5% | ||||
Amended and Restated Convertible Notes [Member] | |||||
Convertible Notes (Details) [Line Items] | |||||
Aggregate principal amount | $ 5,000,000 |
Leases (Details)
Leases (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Leases (Details) [Line Items] | ||
Expiration term | 2 years 1 month 24 days | |
Rent expense | $ 549,842 | $ 779,841 |
Impairment loss | 371,606 | 595,753 |
Gain on disposal of ROU assets | $ 177,970 | |
Lease Agreements [Member] | ||
Leases (Details) [Line Items] | ||
Right-of-use assets | 381,982 | |
Lease liabilities | 576,032 | |
Lease liabilities current | 330,861 | |
Lease liabilities non-current | $ 245,171 | |
Weighted average discount rate | 10.61% | |
Lease Agreements [Member] | Minimum [Member] | ||
Leases (Details) [Line Items] | ||
Lease term range | 2 years | |
Lease Agreements [Member] | Maximum [Member] | ||
Leases (Details) [Line Items] | ||
Lease term range | 5 years |
Leases (Details) - Schedule of
Leases (Details) - Schedule of Lease Obligations | Jun. 30, 2023 USD ($) |
Schedule of Lease Obligations [Abstract] | |
2024 | $ 382,291 |
2025 | 147,149 |
2026 | 114,523 |
2027 | 9,567 |
Total lease payments | 653,530 |
Less: Interest | 77,498 |
Present value of lease liabilities | $ 576,032 |
Equity (Details)
Equity (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||||||||||||
Feb. 04, 2022 | Jan. 06, 2022 | Dec. 14, 2021 | Aug. 13, 2021 | Feb. 09, 2021 | Feb. 06, 2021 | Dec. 08, 2020 | Nov. 03, 2020 | Feb. 16, 2022 | Nov. 18, 2021 | Feb. 28, 2021 | Jan. 27, 2021 | Sep. 17, 2020 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 13, 2023 | Mar. 16, 2021 | Jul. 07, 2020 | |
Equity (Details) [Line Items] | ||||||||||||||||||
Purchase price per shares (in Dollars per share) | $ 7.8 | $ 6.805 | $ 1 | |||||||||||||||
Aggregate shares of common stock | 1,560,000 | 100,000 | ||||||||||||||||
Purchase price per share (in Dollars per share) | $ 1 | |||||||||||||||||
Aggregate issued shares | 3,228,807 | |||||||||||||||||
Warrants to purchase of common stock | 4,843,210 | |||||||||||||||||
Offering cost (in Dollars) | $ 1,430,000 | |||||||||||||||||
Warrants exercise price (in Dollars per share) | $ 4 | $ 1.99 | ||||||||||||||||
Warrants expire term | 5 years 6 months | |||||||||||||||||
Common stock price per share (in Dollars per share) | $ 5.97 | |||||||||||||||||
Common stock issued | 60,000 | |||||||||||||||||
Consecutive trading days | 20 days | |||||||||||||||||
Purchase price | 3.1 | |||||||||||||||||
Aggregate shares of common stock | 3,228,807 | 3,655,000 | 1,998,500 | 1,170,000 | 1,086,956 | |||||||||||||
Common stock exercise price (in Dollars per share) | $ 7.8 | $ 6.805 | $ 3.1 | |||||||||||||||
Aggregate net proceeds (in Dollars) | $ 26,100,000 | $ 12,400,000 | $ 4,836,000 | $ 10,525,819 | ||||||||||||||
Term expire | 5 years 6 months | 5 years 6 months | 3 years 6 months | |||||||||||||||
Purchase price for common stock and warrants (in Dollars per share) | $ 3.26 | $ 3.68 | ||||||||||||||||
Exercise price (in Dollars per share) | $ 5 | |||||||||||||||||
Common stock value (in Dollars) | $ 300,000,000 | 94,332,048 | 96,127,691 | |||||||||||||||
Net proceeds (in Dollars) | $ 10,525,819 | |||||||||||||||||
Consultant shares | 500,000 | |||||||||||||||||
Price of common stock (in Dollars) | 150,000,000 | |||||||||||||||||
Fair value of granted shares (in Dollars) | $ 2,740,000 | $ 2,927,400 | ||||||||||||||||
Grant date fair value (in Dollars) | $ 377,000 | |||||||||||||||||
Grant value per share (in Dollars per share) | $ 5.48 | |||||||||||||||||
Stock compensation expenses (in Dollars) | $ 412,222 | |||||||||||||||||
Restricted shares | 800,000 | |||||||||||||||||
share expense (in Dollars) | $ 3,600,000 | |||||||||||||||||
Stock-based compensation expense (in Dollars) | $ 329,778 | $ 10,064,622 | ||||||||||||||||
2021 Stock Incentive Plan [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 500,000 | |||||||||||||||||
Common Stock [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Preferred stock conversion | 860,000 | |||||||||||||||||
Aggregate shares of common stock | 2,328,807 | |||||||||||||||||
Warrant [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Purchase of warrants | 720,000 | |||||||||||||||||
Purchase price per share (in Dollars per share) | $ 1.46 | |||||||||||||||||
Net proceeds (in Dollars) | $ 1,050,000 | |||||||||||||||||
Warrants price per share (in Dollars per share) | $ 1.825 | |||||||||||||||||
Description of warrant rights | The warrants will expire on March 16, 2026. The warrants are subject to anti-dilution provisions to reflect stock dividends and splits or other similar transactions. The warrants contain a mandatory exercise right for the Company to force exercise of the warrants if the Company’s common stock trades at or above $4.38 for 20 consecutive trading days, provided, among other things, that the shares issuable upon exercise of the warrants are registered or may be sold pursuant to Rule 144 and the daily trading volume exceeds 60,000 shares of common stock per trading day on each trading day in a period of 20 consecutive trading days prior to the applicable date. | |||||||||||||||||
Securities Purchase Agreements [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Aggregate shares of common stock | 720,000 | |||||||||||||||||
Warrant Purchase Agreement [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Aggregate shares of common stock | 3,870,800 | |||||||||||||||||
Purchase price per share (in Dollars per share) | $ 2 | |||||||||||||||||
Additional repurchase of warrants | 103,200 | |||||||||||||||||
Repurchase of warrants | 3,974,000 | |||||||||||||||||
Consulting Agreement [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Aggregate shares of common stock | 100,000 | |||||||||||||||||
Grant value per share (in Dollars per share) | $ 7.42 | |||||||||||||||||
Monthly fee (in Dollars) | $ 10,000 | |||||||||||||||||
Grant fair value (in Dollars) | $ 742,000 | |||||||||||||||||
Series A Convertible Preferred Stock [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Warrants price per share (in Dollars per share) | $ 1.66 | |||||||||||||||||
Aggregate issued shares | 860,000 | |||||||||||||||||
Warrants to purchase of common stock | 1,032,000 | |||||||||||||||||
Preferred stock conversion | 860,000 | |||||||||||||||||
Common Stock [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 1,020,000 | |||||||||||||||||
Warrant [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Aggregate shares of common stock | 1,998,500 | |||||||||||||||||
Purchase of warrants | 4,843,210 | |||||||||||||||||
Aggregate shares of common stock | 3,655,000 | 5,434,780 | ||||||||||||||||
Net proceeds of offering (in Dollars) | $ 4,000,000 | |||||||||||||||||
Lei Cao [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 300,000 | 600,000 | ||||||||||||||||
Tuo Pan [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 200,000 | |||||||||||||||||
Zhikang Huang [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 160,000 | |||||||||||||||||
Jing Wang [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 20,000 | |||||||||||||||||
Xiaohuan Huang [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 20,000 | |||||||||||||||||
Tieliang Liu [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 20,000 | |||||||||||||||||
Jing Shan [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 100,000 | |||||||||||||||||
Shi Qiu [Member] | ||||||||||||||||||
Equity (Details) [Line Items] | ||||||||||||||||||
Stock base compensation | 100,000 |
Equity (Details) - Schedule of
Equity (Details) - Schedule of Status of Warrants Outstanding and Exercisable - Warrant [Member] | 12 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Equity (Details) - Schedule of Status of Warrants Outstanding and Exercisable [Line Items] | |
Warrants outstanding, Warrants ending | shares | 12,191,824 |
Warrants outstanding, Weighted Average Exercise Price, ending | $ / shares | $ 4.37 |
Warrants outstanding, Warrants beginning | shares | 12,191,824 |
Warrants outstanding, Weighted Average Exercise Price, beginning | $ / shares | $ 4.37 |
Warrants exercisable, Warrants | shares | 12,191,824 |
Warrants exercisable, Weighted Average Exercise Price | $ / shares | $ 4.37 |
Warrants, Issued | shares | |
Weighted Average Exercise Price, Issued | $ / shares | |
Warrants, Exercised | shares | |
Weighted Average Exercise Price, Exercised | $ / shares | |
Warrants, Repurchased | shares | |
Weighted Average Exercise Price, Repurchased | $ / shares |
Equity (Details) - Schedule o_2
Equity (Details) - Schedule of Warrants Outstanding | 12 Months Ended |
Jun. 30, 2023 $ / shares shares | |
2020 Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Warrants Exercisable | shares | 181,000 |
Weighted Average Exercise Price | $ / shares | $ 1.83 |
Average Remaining Contractual Life | 3 years 2 months 1 day |
2021 Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Warrants Exercisable | shares | 11,907,490 |
Weighted Average Exercise Price | $ / shares | $ 4.94 |
Average Remaining Contractual Life | 4 years 21 days |
2018 Series A [Member] | |
Class of Warrant or Right [Line Items] | |
Warrants Exercisable | shares | 103,334 |
Weighted Average Exercise Price | $ / shares | $ 8.75 |
Average Remaining Contractual Life | 1 year 2 months 15 days |
Equity (Details) - Schedule o_3
Equity (Details) - Schedule of Warrants Outstanding (Parentheticals) | 12 Months Ended |
Jun. 30, 2023 shares | |
2020 Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Number of warrants outstanding | 2,922,000 |
2021 Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Number of warrants outstanding | 11,088,280 |
2018 Series A [Member] | |
Class of Warrant or Right [Line Items] | |
Number of warrants outstanding | 400,000 |
Equity (Details) - Schedule o_4
Equity (Details) - Schedule of Summary of the Outstanding Options - Stock Options [Member] - $ / shares | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Equity (Details) - Schedule of Summary of the Outstanding Options [Line Items] | ||
Options outstanding, Beginning | 2,000 | |
Weighted Average Exercise Price, Options outstanding, Beginning | $ 10.05 | |
Options, Granted | ||
Weighted Average Exercise Price, Granted | ||
Options, Exercised | ||
Weighted Average Exercise Price, Exercised | ||
Options, Cancelled, forfeited or expired | ||
Weighted Average Exercise Price, Cancelled, forfeited or expired | ||
Options outstanding, Ending | 2,000 | 2,000 |
Weighted Average Exercise Price, Options outstanding, Ending | $ 10.05 | |
Options, exercisable | 2,000 | |
Weighted Average Exercise Price, Options exercisable | $ 10.05 |
Equity (Details) - Schedule o_5
Equity (Details) - Schedule of Summary of the Status of Options Outstanding and Exercisable | 12 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Schedule of Summary of the Status of Options Outstanding and Exercisable [Abstract] | |
Outstanding Options, Exercise Price | $ / shares | |
Outstanding Options, Number | shares | |
Outstanding Options, Average Remaining Contractual Life | |
Exercisable Options, Average Exercise Price | $ / shares | |
Exercisable Options, Number | shares | |
Exercisable Options, Number |
Non-Controlling Interest (Detai
Non-Controlling Interest (Details) - Schedule of Non-Controlling Interest - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Redeemable Noncontrolling Interest [Line Items] | ||
Total | $ (2,219,941) | $ (2,140,890) |
Trans Pacific Logistics Shanghai Ltd. [Member] | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Total | (1,522,971) | (1,521,645) |
Thor [Member] | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Total | (814,005) | (486,942) |
Brilliant Warehouse Service, Inc.[Member] | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Total | $ 117,035 | $ (132,303) |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 12 Months Ended | ||||
Jul. 08, 2023 | Jan. 10, 2022 | Jun. 30, 2023 | Mar. 10, 2023 | Feb. 10, 2023 | |
Commitments and Contingencies (Details) [Line Items] | |||||
Purchase and sale agreement | $ 200,000,000 | ||||
Settlement payment | $ 13,000,000 | ||||
Transfer amount | 40,560,569 | ||||
Settlement amount | 40,560,569 | ||||
Interest costs | $ 1,800,000 | ||||
Agreement pay | $ 10,525,910.82 | ||||
Addition common shares (in Shares) | 3,728,807 | ||||
Cancellation shares (in Shares) | 3,528,807 | ||||
Cancellation of the remaining shares (in Shares) | 200,000 | ||||
Fair value | $ 2,125,420 | ||||
Subsequent Event [Member] | |||||
Commitments and Contingencies (Details) [Line Items] | |||||
Cancellation shares (in Shares) | 200,000 | ||||
Jinhe [Member] | |||||
Commitments and Contingencies (Details) [Line Items] | |||||
Interest costs | $ 575,000 | ||||
Hexin [Member] | |||||
Commitments and Contingencies (Details) [Line Items] | |||||
Damage amount | 6,000,000 | ||||
St. Hudson [Member] | |||||
Commitments and Contingencies (Details) [Line Items] | |||||
Damage amount | $ 4,400,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Taxes (Details) [Line Items] | |||
federal income tax rate | 21% | 21% | |
Net operating loss | $ 19,700,000 | $ 19,700,000 | |
Tax benefit derived | 8,775,000 | ||
Net operating loss | $ 41,700,000 | 1,730,000 | |
Additional NOL | $ 370,000 | ||
Allowance of DTA | 100% | 100% | |
Net increase in valuation | $ 4,696,000 | ||
U.S. [Member] | |||
Income Taxes (Details) [Line Items] | |||
Net operating loss | $ 22,000,000 | ||
China [Member] | |||
Income Taxes (Details) [Line Items] | |||
Net operating loss | $ 1,333,000 | ||
Net operating loss, description | As of June 30, 2023, the Company’s cumulative NOL amounted to approximately $1,730,000 which may reduce future taxable income which will expire by 2026. |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of Income Tax Expenses - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Current | ||
Total income tax expenses | $ (135,855) | |
U.S. [Member] | ||
Current | ||
Total income tax expenses | (135,855) | |
PRC [Member] | ||
Current | ||
Total income tax expenses |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of Expected Federal Income Tax Rates | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | ||
Schedule of Effective Tax Rate [Abstract] | |||
US Statutory tax rate | 21% | 21% | |
Permanent difference* | [1] | (42.00%) | (5.30%) |
Change in valuation allowance | 20.50% | (14.90%) | |
Rate differential in foreign jurisdiction | (0.10%) | (0.80%) | |
Total income tax expenses rate | (0.60%) | ||
[1] Permanent difference includes non-deductible expenses mainly stock compensation. |
Income Taxes (Details) - Sche_3
Income Taxes (Details) - Schedule of Deferred Tax Assets - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Net operating loss | ||
Total deferred tax assets | $ 13,096,000 | $ 8,400,000 |
Valuation allowance | (13,096,000) | (8,400,000) |
Deferred tax assets, net - long-term | ||
U.S. [Member] | ||
Allowance for doubtful accounts | ||
Allowance for doubtful accounts | 1,241,000 | 617,000 |
Net operating loss | ||
Net operating loss | 8,775,000 | 4,670,000 |
PRC [Member] | ||
Allowance for doubtful accounts | ||
Allowance for doubtful accounts | 1,655,000 | 1,830,000 |
Net operating loss | ||
Net operating loss | $ 1,425,000 | $ 1,283,000 |
Income Taxes (Details) - Sche_4
Income Taxes (Details) - Schedule of Taxes Payable - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Schedule of taxes payable [Abstract] | ||
VAT tax payable | $ 1,016,529 | $ 1,098,862 |
Corporate income tax payable | 2,261,131 | 2,295,803 |
Others | 57,298 | 62,512 |
Total | $ 3,334,958 | $ 3,457,177 |
Concentrations (Details)
Concentrations (Details) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue Benchmark [Member] | Revenues [Member] | Major Customer One [Member] | ||
Concentrations (Details) [Line Items] | ||
Concentrations risks, percentage | 52.70% | 45.60% |
Revenue Benchmark [Member] | Revenues [Member] | Major Customer Two [Member] | ||
Concentrations (Details) [Line Items] | ||
Concentrations risks, percentage | 16.10% | 27.90% |
Revenue Benchmark [Member] | Revenues [Member] | Major Supplier One [Member] | ||
Concentrations (Details) [Line Items] | ||
Concentrations risks, percentage | 26.30% | |
Revenue Benchmark [Member] | Revenues [Member] | Major Supplier Two [Member] | ||
Concentrations (Details) [Line Items] | ||
Concentrations risks, percentage | 24.10% | |
Revenue Benchmark [Member] | Suppliers [Member] | Major Supplier One [Member] | ||
Concentrations (Details) [Line Items] | ||
Concentrations risks, percentage | 19.60% | |
Revenue Benchmark [Member] | Suppliers [Member] | Major Supplier Two [Member] | ||
Concentrations (Details) [Line Items] | ||
Concentrations risks, percentage | 19.50% | |
Accounts Receivable [Member] | Revenues [Member] | Major Customer One [Member] | ||
Concentrations (Details) [Line Items] | ||
Concentrations risks, percentage | 35.60% | 43.30% |
Accounts Receivable [Member] | Revenues [Member] | Major Customer Two [Member] | ||
Concentrations (Details) [Line Items] | ||
Concentrations risks, percentage | 18.10% | 10.40% |
Segment Reporting (Details) - S
Segment Reporting (Details) - Schedule of Tables Present Summary Information by Segment - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information [Line Items] | ||
Net revenues | $ 4,538,723 | $ 3,988,415 |
Cost of revenues | 3,990,654 | 4,136,474 |
Gross (loss) profit | 548,069 | (148,059) |
Depreciation and amortization | 164,348 | 533,638 |
Total capital expenditures | $ (35,588) | $ 874,518 |
Gross margin% | 12.08% | (3.70%) |
Shipping Agency and Management Services [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | ||
Cost of revenues | ||
Gross (loss) profit | ||
Depreciation and amortization | ||
Total capital expenditures | ||
Gross margin% | ||
Freight Logistics Services [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | $ 3,806,158 | $ 3,830,615 |
Cost of revenues | 3,990,654 | 4,136,474 |
Gross (loss) profit | (184,496) | (305,859) |
Depreciation and amortization | 163,635 | 512,586 |
Total capital expenditures | $ (38,440) | $ 840,319 |
Gross margin% | (4.85%) | (8.00%) |
Sales of Crypto-mining Machines [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | $ 732,565 | $ 157,800 |
Cost of revenues | ||
Gross (loss) profit | 732,565 | 157,800 |
Depreciation and amortization | 713 | 21,052 |
Total capital expenditures | $ 2,852 | $ 34,199 |
Gross margin% | 100% | 100% |
Segment Reporting (Details) -_2
Segment Reporting (Details) - Schedule of Total Assets - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total Assets | $ 19,237,807 | $ 64,847,740 |
Shipping Agency and Management Services [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total Assets | ||
Freight Logistic Services [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total Assets | 19,075,202 | 44,058,444 |
Sales of crypto-mining machines [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total Assets | $ 162,605 | $ 20,789,296 |
Segment Reporting (Details) -_3
Segment Reporting (Details) - Schedule of Disaggregated Information of Revenues by Geographic Locations - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 4,538,723 | $ 3,988,415 |
PRC [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 2,529,449 | 2,982,691 |
U.S. [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 2,009,274 | $ 1,005,724 |
Related Party Balance and Tra_3
Related Party Balance and Transactions (Details) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||
Dec. 28, 2022 USD ($) | Jun. 10, 2021 USD ($) | Jun. 10, 2021 CNY (¥) | Dec. 23, 2022 USD ($) | Feb. 28, 2022 USD ($) | Nov. 16, 2021 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Dec. 22, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | |
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Total prepayment | $ 35,406,649 | ||||||||||
Repay amount | $ 13,000,000 | $ 13,000 | |||||||||
Balance of advances | $ 27,927,583 | ||||||||||
Deposits amount | $ 40,560,569 | ||||||||||
Received amount | $ 13,000,000 | ||||||||||
Net bad debt expenses | 367,014 | ||||||||||
Company to advance | 3,303,424 | ||||||||||
Allowance changes of changes in exchange rates | 383,672 | $ 415,412 | |||||||||
Company provided allowance | 103,424 | 103,424 | |||||||||
Repayment of loan amount | $ 630,805 | ¥ 4,000,000 | |||||||||
Loan amount | 552,285 | ¥ 3,700,000 | |||||||||
Accounts payable related parties | 63,434 | 63,434 | 63,434 | ||||||||
Other payable related parties | $ 104,962 | $ 104,962 | |||||||||
Mr. Wang Qinggang [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Equity method investment ownership percentage | 30% | 30% | |||||||||
Wang Qing Gang [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Equity method investment ownership percentage | 30% | 30% | |||||||||
LSM trading Ltd [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Equity method investment ownership percentage | 40% | 40% | |||||||||
Rich Trading Co. Ltd [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Equity method investment ownership percentage | 90% | ||||||||||
LSM trading Ltd [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Company to advance | $ 570,000 | ||||||||||
Zhejiang Jinbang Fuel Energy Co., Ltd [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Company to advance | 415,412 | ||||||||||
Wang Qing Gang [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Repayment of loan amount | $ 232,340 | ||||||||||
Zhejiang Jinbang [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Revenue related party | 222,963 | ||||||||||
Zhejiang Jinbang Fuel Energy Co., Ltd [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Company to advance | 458,607 | ||||||||||
Zhejiang Jinbang [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Company to advance | 1,100,000 | $ 1,300,000 | |||||||||
Rich Trading Co. Ltd [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Company to advance | $ 4,500,000 | ||||||||||
Company return amount | $ 3,200,000 | ||||||||||
Cao Lei [Member] | |||||||||||
Related Party Balance and Transactions (Details) [Line Items] | |||||||||||
Repay amount | $ 54,000 |
Related Party Balance and Tra_4
Related Party Balance and Transactions (Details) - Schedule of Company’s Advances to Suppliers – Related Party - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Advances to Suppliers Related Party [Abstract] | |||
Bitcoin mining hardware and other equipment | [1] | $ 6,153,546 | |
Total Advances to suppliers-related party | $ 6,153,546 | ||
[1] On January 10, 2022, the Company’s joint venture, Thor Miner, entered into a Purchase and Sales Agreement (“PSA”) with HighSharp. Pursuant to the Purchase Agreement, Thor Miner agreed to purchase certain cryptocurrency mining equipment. In January and April 2022, Thor Miner made total prepayment of $35,406,649 for the order and no prepayment as of June 30, 2023. |
Related Party Balance and Tra_5
Related Party Balance and Transactions (Details) - Schedule of Outstanding Amounts due from Related Parties - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 | |
Related Party Balance and Transactions (Details) - Schedule of Outstanding Amounts due from Related Parties [Line Items] | |||
Less: allowance for doubtful accounts | $ (2,138,276) | $ (2,449,700) | |
Total | 74,935 | ||
Zhejiang Jinbang Fuel Energy Co., Ltd [Member] | |||
Related Party Balance and Transactions (Details) - Schedule of Outstanding Amounts due from Related Parties [Line Items] | |||
Due from related parties | [1] | 458,607 | 415,412 |
Shanghai Baoyin Industrial Co., Ltd [Member] | |||
Related Party Balance and Transactions (Details) - Schedule of Outstanding Amounts due from Related Parties [Line Items] | |||
Due from related parties | [2] | 1,068,014 | 1,306,004 |
LSM Trading Ltd [Member] | |||
Related Party Balance and Transactions (Details) - Schedule of Outstanding Amounts due from Related Parties [Line Items] | |||
Due from related parties | [3] | 570,000 | 570,000 |
Rich Trading Co. Ltd [Member] | |||
Related Party Balance and Transactions (Details) - Schedule of Outstanding Amounts due from Related Parties [Line Items] | |||
Due from related parties | [4] | 103,424 | 103,424 |
Cao Lei [Member] | |||
Related Party Balance and Transactions (Details) - Schedule of Outstanding Amounts due from Related Parties [Line Items] | |||
Due from related parties | [5] | $ 13,166 | $ 54,860 |
[1] As of June 30, 2023 and 2022, the Company advanced $458,607 and $415,412 to Zhejiang Jinbang Fuel Energy Co., Ltd (“Zhejiang Jinbang”) which is 30% owned by Mr. Wang Qinggang, CEO and legal representative of Trans Pacific Shanghai. The advance is non-interest bearing and due on demand. The Company provided allowance of $383,672 and $415,412 for the year ended June 30, 2023 and 2022, and the allowance changes as a result of changes in exchange rates. As of June 30, 2023 and 2022, the Company advanced approximately $1.1 million and $1.3 million to Shanghai Baoyin Industrial Co., Ltd. which is 30% owned by Qinggang Wang, CEO and legal representative of Trans Pacific Logistic Shanghai Ltd. The advance is non-interest bearing and due on demand. The Company provided full credit losses for the balance of the receivable. As of June 30, 2023, the Company advanced $570,000 to LSM Trading Ltd, which is 40% owned by the Company. The advance is non-interest bearing and due on demand. The Company provided full credit losses for the balance of the receivable. The amount represents business advance to Mr. Lei Cao, the former Chairman of the Board. During the six months ended June 30, 2023, Lei Cao repaid approximately $54,000, of which approximately $13,000 additional payment was recognized as non-operating income. The Company provided full credit losses for the remaining balance of the receivable. |
Related Party Balance and Tra_6
Related Party Balance and Transactions (Details) - Schedule of Outstanding Loan Receivable From Related Parties - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 | |
Wang, Qinggang [Member] | |||
Related Party Transaction [Line Items] | |||
Loan receivable from related parties | [1] | $ 552,285 | |
[1] On June 10, 2021, the Company entered into a loan agreement with Wang Qinggang, CEO and legal representative of Trans Pacific Logistic Shanghai Ltd. The loan is non-interest bearing for loan amount up to $630,805 (RMB 4 million). In February 2022, Wang Qinggang, borrowed and repaid $232,340 of the loan amount. In June 2022, additional $552,285 (RMB 3,700,000) was loaned to Wang Qinggang with due date of June 7, 2024. The outstanding loan was fully repaid in December 2022. |
Subsequent Events (Details)
Subsequent Events (Details) | Jun. 13, 2023 $ / shares |
Subsequent Events [Abstract] | |
Price per share | $ 1 |