Wearable Health Solutions (WHSI) 10-K 13 Oct 16 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Jun. 30, 2016	Oct. 11, 2016	Dec. 31, 2015
Document And Entity Information
Entity Registrant Name	WEARABLE HEALTH SOLUTIONS, INC.
Entity Central Index Key	1,443,089
Document Type	10-K
Document Period End Date	Jun. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--06-30
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 1,812,095
Entity Common Stock, Shares Outstanding		44,874,177
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,016

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2016	Jun. 30, 2015
CURRENT ASSETS
Cash	$ 106,411	$ 1,335
Accounts receivable net of allowance of $12,646 and $9,123 as of June 30, 2016 and 2015, respectively	77,837	98,659
Inventory	7,515	67,995
Loan to employee		30,000
Prepaid expense	45,019	76,664
Advance to supplier	284,700
Total current assets	521,482	274,653
Other assets
Property and equipment, net of accumulated depreciation of $4,268 and $0, respectively	49,357
Total assets	570,839	274,653
CURRENT LIABILITIES
Accounts payable	30,108	92,751
Deferred revenue	320,978	368,864
Due to related party	500	20,740
Note payable	6,237	86,294
Derivative liability	328,087
Accrued expenses and other current liabilities	453,859
Convertible notes payable, net of discount	152,858	126,697
Total current liabilities	1,292,627	695,346
LONG-TERM LIABILITIES
Credit line payable - related party	397,500	388,000
Total liabilities	1,690,127	1,083,346
STOCKHOLDERS' DEFICIT
Common stock: $0.0001 par value; 400,000,000 shares authorized; 7,878,676 and 6,998,676 shares issued and outstanding as of June 30, 2016 and 2015, respectively	788	700
Additional paid-in capital	13,074,514	12,576,891
Stock to be issued		28,000
Accumulated deficit	(14,194,648)	(13,414,285)
Total stockholders' deficit	(1,119,288)	(808,693)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	570,839	274,653
Series A Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Series A , Series B , Series C and Series D Convertible Preferred Stock
Series B Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Series A , Series B , Series C and Series D Convertible Preferred Stock	1	1
Series C Preferred Stock
STOCKHOLDERS' DEFICIT
Series A , Series B , Series C and Series D Convertible Preferred Stock	14
Series D Preferred Stock
STOCKHOLDERS' DEFICIT
Series A , Series B , Series C and Series D Convertible Preferred Stock	$ 43

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Jun. 30, 2016	Jun. 30, 2015
Accounts receivable net	$ 12,646	$ 9,123
Accumulated Depreciation for Property and equipment	$ 4,268
Common stock par value	$ 0.0001	$ 0.0001
Common stock shares authorized	400,000,000	400,000,000
Common stock shares issued	7,878,676	6,998,676
Common stock shares outstanding	7,878,676	6,998,676
Series A Preferred Stock [Member]
Convertible Preferred Stock par value	$ 0.0001	$ 0.0001
Convertible Preferred Stock shares authorized	100,000	100,000
Convertible Preferred Stock shares issued		688
Convertible Preferred Stock shares outstanding		688
Series B Preferred Stock [Member]
Convertible Preferred Stock par value	$ 0.0001	$ 0.0001
Convertible Preferred Stock shares authorized	62,500	62,500
Convertible Preferred Stock shares issued	9,938	9,938
Convertible Preferred Stock shares outstanding	9,938	9,938
Series C Preferred Stock
Convertible Preferred Stock par value	$ 0.0001	$ 0.0001
Convertible Preferred Stock shares authorized	6,944,445	6,944,445
Convertible Preferred Stock shares issued	138,888
Convertible Preferred Stock shares outstanding	138,888
Series D Preferred Stock
Convertible Preferred Stock par value	$ 0.0001	$ 0.0001
Convertible Preferred Stock shares issued	425,000
Convertible Preferred Stock shares outstanding	425,000

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Consolidated Statements Of Operations
Revenue	$ 1,295,524	$ 1,147,099
Cost of revenue	395,862	369,558
Gross profit	899,662	777,541
Operating expenses
Selling expense	82,069	305,738
General and administrative	1,372,328	984,179
Research and development	32,400
Total operating expenses	1,486,797	1,289,917
Loss from operations	(587,135)	(512,376)
Other (income) expenses
Change in fair value of derivative instrument	(19,160)	11,335
Gain from termination of patent agreement		(1,476,196)
Interest expense - related party	25,653	8,436
Interest expense	156,735	117,350
Loss from write off of loan receivable - employee	30,000
Total other (income) expense	193,228	(1,339,075)
Loss before provision for income tax	(780,363)	826,699
Provision for income tax
Net (loss) income	$ (780,363)	$ 826,699
Net (loss) income per common share - basic and diluted	$ (0.10)	$ 0.13
Weighted average number of common shares - basic and diluted	7,547,498	6,206,090

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Consolidated Statements Of Cash Flows
Net income (loss)	$ (780,363)	$ 826,699
Adjustments to reconcile net loss to net cash used in operating activities:
Common stock issued for services	140,000	333,039
Change in fair value of derivative instrument	(19,160)	11,335
Inventory markdown	10,260	2,856
Write-off employee loan	30,000
Write-off of patent		(1,476,197)
Amortization of debt discount	79,374	(219,891)
Amortization and depreciation	4,268	75,694
Bad debt expense		1,217
Change in operating assets and liabilities
Accounts receivable	20,822	(62,924)
Inventory	50,220	(48,012)
Prepaid expense and advances to suppliers	(253,055)	(27,995)
Accounts payable	(62,643)	25,446
Accrued expenses and other current liabilities	26,161	(67,328)
Deferred revenue	(47,886)	(11,533)
Net Cash Used in Operating Activities	(774,022)	(466,372)
CASH FLOWS FROM INVESTING ACTIVITIES
Loan to employee		(30,000)
Additions of software and website	(53,625)
Net Cash Used in Investing Activities	(53,625)	(30,000)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from convertible notes issued	612,500
Proceeds from (repayment to) note payable - other	(80,057)	81,294
Proceeds from credit line - related party	9,500	388,000
Advance from related party	(20,240)	20,740
Proceeds from sales of preferred stock	398,500
Proceeds from warrants exercised	12,500
Net Cash Provided By Financing Activities	932,703	490,034
NET INCREASE (DECREASE) IN CASH	105,076	(6,338)
CASH AT BEGINNING OF PERIOD	1,335	7,673
CASH AT END OF PERIOD	106,411	1,335
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest expense	49,700	113,250
Convertible note - related party and related derivative liability classified to additional paid in capital upon forgiveness		68,009
Stock issued for services record as prepaid expenses		$ 48,669

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($)	Series A Preferred Stock	Series B Preferred Stock	Series C Preferred Stock	Series D Preferred Stock	Common Stock	Stock to be issued	Additional Paid-In Capital	Deficit Accumulated	Total
Beginning balance, at Jun. 30, 2014		$ 1			$ 562		$ 12,203,981	$ (14,240,984)	$ (2,036,440)
Beginning balance, Shares at Jun. 30, 2014	688	9,938			5,623,676
Net loss								826,699	826,699
Issuance of common stocks for services					$ 138	28,000	304,901		333,039
Issuance of common stocks for services, Shares					1,375,000
Forgivenss of convertible notes							25,908		25,908
Derivative liability classified to additional paid-in capital upon conversion of related convertible notes							42,101		42,101
Ending balance, at Jun. 30, 2015		$ 1			$ 700	28,000	12,576,891	(13,414,285)	(808,693)
Ending balance, Shares at Jun. 30, 2015	688	9,938			6,998,676
Net loss								(780,363)	(780,363)
Issuance of common stocks for services					$ 88	(28,000)	167,912		140,000
Issuance of common stocks for services, Shares					880,000
Issuance of Preferred C shares as a result of warrant conversion			$ 14				79,608		79,622
Issuance of Preferred C shares as a result of warrant conversion, Shares			138,889
Issuance of Preferred D shares				$ 43			250,103		250,146
Issuance of Preferred D shares, Shares				425,000
Ending balance, at Jun. 30, 2016		$ 1	$ 14	$ 43	$ 788		$ 13,074,514	$ (14,194,648)	$ (1,119,288)
Ending balance, Shares at Jun. 30, 2016	688	9,938	138,889	425,000	7,878,676

NATURE OF OPERATIONS

NATURE OF OPERATIONS	12 Months Ended
	Jun. 30, 2016
Nature Of Operations
NATURE OF OPERATIONS	1. NATURE OF OPERATIONS On June 4, 2008 the Company was incorporated as Medical Alarm Concepts Holding, Inc. under the laws of the State of Nevada. The Company was formed for the sole purpose of acquiring all of the membership units of Medical Alarm Concepts LLC, a Pennsylvania limited liability company (“Medical LLC”). On May 26, 2016, the Company filed an Amended and Restated Articles of Incorporation with the Secretary of State of the State of Nevada to change its name from “Medical Alarm Concepts, Inc.” to “Wearable Health Solutions Inc.” The Company utilizes new technology in the medical alarm industry to provide 24-hour personal response monitoring services and related products to subscribers with medical or age-related conditions.

SUMMARY OF ACCOUNTING POLICIES

SUMMARY OF ACCOUNTING POLICIES	12 Months Ended
	Jun. 30, 2016
Summary Of Accounting Policies
SUMMARY OF ACCOUNTING POLICIES	2. SUMMARY OF ACCOUNTING POLICIES Basis of Presentation and Consolidation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All significant inter-company transactions and balances among the Company and its subsidiary are eliminated upon consolidation. Use of Estimates The preparation of the financial statements in conformity with Generally Accepted Accounting Principles (“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 revenue and expenses during the reporting periods. Actual results could differ from those estimates. These estimates and assumptions include the collectability of accounts receivable and deferred taxes and related valuation allowances. Certain of our estimates, including evaluating the collectability of accounts receivable, could be affected by external conditions, including those unique to our industry, and general economic conditions. It is possible that these external factors could have an effect on our estimates that could cause actual results to differ from our estimates. We re-evaluate all of our accounting estimates at least quarterly based on these conditions and record adjustments when necessary. Cash The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash and cash equivalents. Accounts receivable and allowance for doubtful accounts receivable We have a policy of reserving for uncollectible accounts based on our best estimate of the amount of probable credit losses in our existing accounts receivable. We extend credit to our customers based on an evaluation of their financial condition and other factors. We generally do not require collateral or other security to support accounts receivable. We perform ongoing credit evaluations of our customers and maintain an allowance for potential bad debts if required. We determine whether an allowance for doubtful accounts is required by evaluating specific accounts where information indicates the customers may have an inability to meet financial obligations. In these cases, we use assumptions and judgment, based on the best available facts and circumstances, to record a specific allowance for those customers against amounts due to reduce the receivable to the amount expected to be collected. These specific allowances are re-evaluated and adjusted as additional information is received. The amounts calculated are analyzed to determine the total amount of the allowance. We may also record a general allowance as necessary. Direct write-offs are taken in the period when we have exhausted our efforts to collect overdue and unpaid receivables or otherwise evaluate other circumstances that indicate that we should abandon such efforts. Inventory The Company values inventory, consisting of purchased products, at the lower of cost or market. Cost is determined on the first-in and first-out (“FIFO”) method. The Company regularly reviews its inventories on hand and, when necessary, records a provision for excess or obsolete inventories based primarily on current selling price and spot market prices. The Company recorded inventory markdown of $10,260 and $2,856 for the year ended June 30, 2016 and 2015, respectively. Software Development Costs The Company accounts for software development cost in accordance with ASC 985-20 whereby cost of developing computer software to be sold, leased, or otherwise marketed includes software that is part of a product or process to be sold to a customer shall be accounted for under ASC 985-20. All cost incurred to establish technological feasibility of a computer software product to be sold, leased or otherwise marketed are research and development cost. These cost are charged to expense when incurred. The technological feasibility of a computer software product is established when the entity has completed all planning, designing, coding, and testing activities that are necessary to establish that the product can be produced to meet its design specifications including functions, features, and technical performance requirements. Cost of producing product masters incurred subsequent to establishing technological feasibility shall be capitalized. Those cost include coding and testing performed subsequent to establishing technological feasibility. Capitalization of computer software cost shall cease when the product is available for general release to customers. Once a project reaches the development stage, the Company allocates a portion of salaries to be capitalized based on estimated hours spent developing the software. During the year ended June 30, 2016, the Company capitalized $45,900 of such costs. These costs will be amortized over their useful life of 3 years. Amortization expense on these costs for the year ended June 30, 2016 was $3,975. Convertible instruments and derivative financial instruments The Company evaluates its convertible debt, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for in accordance with paragraph 810-10-05-4 of the FASB ASC and paragraph 815-40-25 of the FASB ASC. The result of this accounting treatment is that the fair value of the embedded derivative is marked-to-market each balance sheet date 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 Statement of Operations as other income or expense. Upon conversion, exercise or cancellation of a derivative instrument, the instrument is marked to fair value at the conversion date and then the related fair value is reclassified to equity. In circumstances where the embedded conversion option in a convertible instrument is required to be bifurcated and there are also other embedded derivative instruments in the convertible instrument that are required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. Equity instruments that are initially classified as equity that become subject to reclassification are reclassified to liability at the fair value of the instrument on the reclassification date. Derivative instrument liabilities will be classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument is expected within 12 months of the balance sheet date. On January 1, 2009, the Company adopted Section 815-40-15 of the FASB ASC (“Section 815-40-15”) to determine whether an instrument (or an embedded feature) is indexed to the Company’s own stock. Section 815-40-15 provides that an entity should use a two-step approach to evaluate whether an equity-linked financial instrument (or embedded feature) is indexed to its own stock, including evaluating the instrument’s contingent exercise and settlement provisions. The adoption of Section 815-40-15 has affected the accounting for (i) certain freestanding warrants that contain exercise price adjustment features and (ii) convertible bonds issued by foreign subsidiaries with a strike price denominated in a foreign currency. Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB ASC for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB ASC (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value pursuant to GAAP and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally observable inputs and not corroborated by market data. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, inventory, prepaid expenses, accounts payable, deferred revenues and accrued liabilities, approximate their fair values because of the short maturity of these instruments. The Company’s convertible notes payable approximate the fair value of such instruments based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangements at June 30, 2016 and 2015. The derivative liability which consists of embedded conversion feature and warrants issued in connection with our convertible debt, classified as a level 3 liability, are the only financial liability measured at fair value on a recurring basis. (See Note 10) Income Taxes The Company accounts for income taxes under the provisions of FASB ASC Topic 740, “Income Tax,” which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred tax assets and liabilities are recognized for the future tax consequence attributable to the difference between the tax bases of assets and liabilities and their reported amounts in the financial statements. Deferred tax assets and liabilities are measured using the enacted tax rate expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company establishes a valuation when it is more likely than not that the assets will not be recovered. ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented. Revenue Recognition The Company’s revenues are derived principally from utilizing new technology in the medical alarm industry to provide 24-hour personal response monitoring services and related products to subscribers with medical or age-related conditions. The Company applies paragraph 605-10-S99-1 of the FASB ASC for revenue recognition. The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when it has persuasive evidence of an arrangement that the services have been rendered to the customer, the sales price is fixed or determinable, and collectability is reasonably assured. All revenues from subscription arrangements are recognized ratably over the term of such arrangements. The excess of amounts received over the income recognized is recorded as deferred revenue on the consolidated balance sheet. Shipping and handling costs The Company accounts for shipping and handling fees in accordance with paragraph 605-45-45-19 of the FASB ASC. While amounts charged to customers for shipping products are included in revenues, the related costs are classified in cost of goods sold as incurred. Research and Development The Company expenses all research and development costs as incurred. For the years ended June 30, 2016 and 2015, the amounts charged to research and development expenses were $32,400 and $0, respectively. Stock-based compensation We recognize compensation expense for stock-based compensation in accordance with ASC Topic 718. For employee stock-based awards, we calculate the fair value of the award on the date of grant using the Black-Scholes method for stock options and the quoted price of our common stock for unrestricted shares; the expense is recognized over the service period for awards expected to vest. For non-employee stock-based awards, we calculate the fair value of the award on the date of grant in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience. The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted. Net income per common share Net income per common share is computed pursuant to section 260-10-45 of the FASB ASC. Basic net income per common share is computed by taking net income divided by the weighted average number of common shares outstanding for the period. Diluted net income per common share is computed by dividing net income by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through stock options, warrants, and convertible debt. These potential shares of common stock were not included as they were anti-dilutive. Commitments and contingencies The Company follows subtopic 450-20 of the FASB ASC to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. Cash flows reporting The Company adopted paragraph 230-10-45-24 of the FASB ASC for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB ASC to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. Subsequent events The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company evaluates subsequent events through the date when the financial statements are issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them on EDGAR. Recent Accounting Pronouncements Financial Instruments In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”), which updates certain aspects of recognition, measurement, presentation and disclosure of financial instruments. ASU 2016-01 will be effective for the Company beginning in its first quarter of 2019. The Company does not believe the adoption of ASU 2016-01 will have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which modifies the measurement of expected credit losses of certain financial instruments. ASU 2016-13 will be effective for the Company beginning in its first quarter of 2021 and early adoption is permitted. The Company does not believe the adoption of ASU 2016-13 will have a material impact on its consolidated financial statements. Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to customers. ASU 2014-09 will be effective for the Company beginning in its first quarter of 2019 and early adoption is permitted. Subsequently, the FASB has issued the following standards related to ASU 2014-09: ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (“ASU 2016-08”); ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing (“ASU 2016-10”); and ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients (“ASU 2016-12”). The Company must adopt ASU 2016-08, ASU 2016-10 and ASU 2016-12 with ASU 2014-09 (collectively, the “new revenue standards”). There were no other recent accounting pronouncements that have had a material effect on the Company’s financial position or results of operations.

GOING CONCERN

GOING CONCERN	12 Months Ended
	Jun. 30, 2016
Going Concern
GOING CONCERN	3. GOING CONCERN These consolidated financial statements are presented on the basis that we will continue as a going concern. The going concern concept contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has working capital deficit of $771,145, did not generate cash from its operations, had stockholders’ deficit of $1,119,288 and had operating losses since inception. These circumstances, among others, raise substantial doubt about the Company’s ability to continue as a going concern. While the Company is attempting to generate sufficient revenues, the Company’s cash position may not be enough to support the Company’s daily operations. Management intends to raise additional funds by way of a public or private offering but there is no assurance that it will be successful. Management believes that the actions presently being taken to further implement its business plan and generate sufficient revenues provide the opportunity for the Company to continue as a going concern. While the Company believes in the viability of its strategy to increase revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenues. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

LOAN TO EMPLOYEE

LOAN TO EMPLOYEE	12 Months Ended
	Jun. 30, 2016
Loan To Employee
LOAN TO EMPLOYEE	4. LOAN TO EMPLOYEE On December 4, 2014, the Company loaned $30,000 to an employee of the Company. The note was due December 31, 2015 and was non-interest bearing. On June 1, 2016, the Company wrote off the note receivable and recorded the amount due from the employee as compensation.

ACCRUED EXPENSES AND OTHER CURR

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES	12 Months Ended
	Jun. 30, 2016
Accrued Expenses And Other Current Liabilities
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES	5. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES The following table presents accrued expenses and other current liabilities. Accrued expenses are expenses that have been incurred but not yet paid, mainly include legal fees, audit fees and other professional fees as well as interests accrued in connection with credit line. Other current liabilities include credit card balance, small amount of tax payable that were being outstanding as of balance sheet date. June 30, 2016 June 30, 2015 Accrued expenses $ 125,111 $ 114,397 Other current liabilities 27,747 12,300 Total $ 152,858 $ 126,697

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	12 Months Ended
	Jun. 30, 2016
Property And Equipment
PROPERTY AND EQUIPMENT	6. PROPERTY AND EQUIPMENT The following table depicts the property and equipment for the Company as of June 30, 2016 and 2015, respectively. June 30, 2016 June 30, 2015 Costs related to programming expenses $ 45,900 $ 0 Cost related to web design, logo and brand package and related fees $ 7,725 $ 0 Accumulated depreciation $ (4,268 ) $ 0 Property and equipment, net $ 49,357 $ 0

LOANS TO EMPLOYEES

LOANS TO EMPLOYEES	12 Months Ended
	Jun. 30, 2016
Loans To Employees
LOANS TO EMPLOYEES	7. LOANS TO EMPLOYEES In April 2016, the Company advanced six employees $1,120 each for a total of $6,720. There were no loan agreements signed, therefore, the advances are non-interest bearing and due on demand. One of these loans was lent to a related party.

CREDIT LINE - RELATED PARTY

CREDIT LINE - RELATED PARTY	12 Months Ended
	Jun. 30, 2016
Credit Line Related Party
CREDIT LINE - RELATED PARTY	8. CREDIT LINE – RELATED PARTY On September 30, 2014, the Company entered into a line of credit with Medi Pendant New York, Inc. (“MNY”), which is partially owned by the Company’s CEO. Under the line of credit agreement, the Company will be able to borrow up to $300,000 with the rate of interest of 6.5% per annum. The maturity date of the credit line is September 30, 2017. The Company has the option to extend the maturity date for one year to September 30, 2018. On January 31, 2015, the limit on the line of credit was increased to $500,000 with same interest rate and due date. The Company recorded accrued interest on the credit line of $25,653 and $8,436 for the years ended June 30, 2016 and 2015, respectively. The company agreed to issue 200,000 shares of common stock to one of the owners of MNY to exchange for the increase of line of credit. These shares were value at $28,000 which was the fair market value at the grant date and were issued on October 19, 2015.

NOTE PAYABLE - OTHER

NOTE PAYABLE - OTHER	12 Months Ended
	Jun. 30, 2016
Note Payable - Other
NOTE PAYABLE - OTHER	9. NOTE PAYABLE – OTHER On December 15, 2015, the Company entered into a purchase agreement with Knight Capital Funding, an unrelated financing company, in the amount of $40,020 less an original discount of $11,020 for net proceeds of $29,000. Under the terms of the agreement the Company sells, assigns, and transfers to Knight Capital Funding all of its interests in each of its future receivables due to the Company from its customers and credit card processor, until the loan is paid off. The Company and Knight Capital Funding have agreed that the payment of the purchase amount will be repaid by the Company in 154 payments of $260 due each business day beginning on the first day after the loan was disbursed, until the full amount due under the agreement is paid. The agreement is personally guaranteed by the Chief Executive Officer of the Company. The Company has recorded the amount of the total repayment as a financing debt, with the difference between the proceeds received and the total repayment amount as a discount, which is being amortized as imputed interest (at an effective rate of 119%) over the life of the agreement which is the date that the total repayments will be made assuming the Company is timely in all of its payments. As of June 30, 2016, outstanding balance of note payable is $6,236.

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	12 Months Ended
	Jun. 30, 2016
Convertible Notes Payable
CONVERTIBLE NOTES PAYABLE	10. CONVERTIBLE NOTES PAYABLE On March 1, 2016 and March 3, 2016, the Company closed the private placement and received an aggregate of $612,500 by issuing $660,000 and $13,750 unsecured convertible notes (“convertible notes”) and warrants to two investors, net of original issue discount of $61,250 per the subscription agreements. The convertible notes bear no interest and are due one year from the date of issuance. The convertible notes are convertible into shares of the Company’s common stock at a conversion price equal to $0.01 per share. Warrants were issued to purchase 6,804,172 shares of Series C Convertible Preferred Stock at $0.09 per share. The conversion and warrant exercise prices are subject to certain price adjustment terms. The Company is prohibited from effecting a conversion of convertible notes and the Preferred C Shares to the extent that, as a result of such conversion, such Investor would beneficially own more than 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock upon conversion of the Preferred C Shares, which beneficial ownership limitation may be increased by the holder up to, but not exceeding, 9.99%. The Company has determined that the conversion feature embedded in the notes constitutes a derivative and has been bifurcated from the note and recorded as a derivative liability, with a corresponding discount recorded to the associated debt, on the accompanying balance sheet, and revalued to fair market value at each reporting period. The following table summarizes the convertible notes movement: Balance at June 30, 2015 $ — Convertible notes issued 673,750 Convertible notes converted — Total 673,750 Less: debt discount (219,891 ) Balance at June 30, 2016 $ 453,859

WARRANTS AND DERIVATIVE LIABILI

WARRANTS AND DERIVATIVE LIABILITIES	12 Months Ended
	Jun. 30, 2016
Warrants And Derivative Liabilities
WARRANTS AND DERIVATIVE LIABILITIES	11. WARRANTS AND DERIVATIVE LIABILITIES The Company has evaluated the application of ASC 815 Derivatives and Hedging and ASC 815-40-25 to the warrants to purchase Series C Convertible Preferred Stock issued with the Convertible Notes. Based on the guidance in ASC 815 and ASC 815-40-25, the Company concluded these instruments were required to be accounted for as derivatives due to the down round protection feature on the conversion price and the exercise price. The Company records the fair value of these derivatives on its balance sheet at fair value with changes in the values of these derivatives reflected in the statements of operations as “Change in fair value of derivative instrument” These derivative instruments are not designated as hedging instruments under ASC 815 and are disclosed on the balance sheet under Derivative Liabilities. The fair value of the warrants underlying the convertible notes issued at the time of their issuance was calculated pursuant to the Black-Scholes option pricing model. The fair value was recorded as a reduction to the convertible notes payable and was charged to operations as interest expense in accordance with effective interest method within the period of the convertible notes. Significant assumptions used in calculating fair value of warrants and conversion feature of convertible notes at issuance date are as follows. Expected dividend Expected volatility Risk-free Rate of interest Expected term (year) Exercise price Common stock price per shares 0.00% 400.42% 0.12% As set forth by each convertible note and warrant $ 0.01 0.12 Significant assumptions used in calculating fair value of outstanding warrants at June 30, 2016 are as follows. Expected dividend Expected volatility Risk-free Rate of interest Expected term (year) Exercise price Common stock price per shares 0.00% 400.42% 0.12% As set forth by each convertible note and warrant $ 0.01 0.12 The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis as of June 30, 2016 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical liabilities. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the liability, and includes situations where there is little, if any, market activity for the liability: Description Level 1 Level 2 Level 3 The table below provides a reconciliation of the beginning and ending balances for the liabilities measured using fair significant unobservable inputs (Level 3): Beginning balance as of June 30, 2015 — Issuance of convertible notes and warrants on March 3, 2016 265,678 Warrants exercised (66,785 ) Issuance of series D preferred shares and warrants on April 21, 2016 58,484 Issuance of series D preferred shares and warrants on June 14, 2016 89,870 Change in fair value during period (19,160 ) Ending balance as of June 30, 2016 $ 328,087

STOCKHOLDERS EQUITY

STOCKHOLDERS EQUITY	12 Months Ended
	Jun. 30, 2016
Stockholders Equity
STOCKHOLDERS EQUITY	12. STOCKHOLDERS EQUITY On October 19, 2015, the Company issued 400,000 shares to two consultants for services performed per consulting agreements and 200,000 shares to one of the owners of MNY for compensation of increasing the line of credit to $500,000. These shares were valued at $120,000 and $28,000, respectively, based on the quoted market price at the date of grant. On January 13, 2015, the Company issued 280,000 shares of common stock to an unrelated individual for $20,000 for professional services provided. On March 1, 2016 and March 3, 2016, pursuant to two subscription agreements, the Company issued warrants to two investors to purchase 6,805,561 shares of Series C Convertible Preferred Stock at $0.09 per share. On March 1, 2016, one investor paid $12,500 to exercise warrants and purchased 138,889 shares of Series C Convertible Preferred Stock at $0.09 per share. On April 21, 2016, the Company closed the sale of one unit (the “Unit”) for $400,000, pursuant to subscription agreements with an accredited investor entered into on April 21, 2016 at a purchase price of $400,000 per Unit. The Unit consisted of (i) 400,000 shares of Series D Preferred Stock, par value $0.0001 per share. Each of the Preferred D Shares are convertible into 100 shares of the Company’s common stock, par value $0.0001 per share and (ii) one warrant to purchase 40,000,000 shares of Common Stock, $0.001 par value per share, at an exercise price of $0.01 per share. On June 14, 2016, Wearable Health Solutions, Inc. closed the sale of one unit for $25,000 (the “Unit”), pursuant to a subscription agreement with an accredited investor entered into on June 14, 2016 at a purchase price of $25,000 per Unit with a single accredited investor. The Unit consisted of (i) 25,000 shares of Series D Preferred Stock, par value $0.0001 per share which are convertible into 100 shares of Common Stock per Preferred Share and (ii) one warrant to purchase 25,000 shares of Common Stock, $.0001 par value per share, at an exercise price of $0.01 per share.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	12 Months Ended
	Jun. 30, 2016
Related Party Transactions
RELATED PARTY TRANSACTIONS	13. RELATED PARTY TRANSACTIONS Interest expenses for credit line were $25,653 and $8,436 for the years ended June 30, 2016 and 2015, respectively, zero amount was paid during the years ended June 30, 2016 and 2015. (See Note 6) On September 30, 2014, the Company entered into a line of credit with Medi Pendant of New York, Inc. (“MNY”), which is partially owned by the Company’s CEO. Under the line of credit agreement, the Company will be able to borrow up to $300,000 with the rate of interest of 6.5% per annum. The maturity date of the credit line is September 30, 2017. The Company has the option to extend the maturity date for one year to September 30, 2018. On November 2, 2014, the holder of convertible note informed the Company that it will no longer be seeking repayment of $25,908. Since the holder of convertible note was a related party, the Company recorded the forgiveness of the debt and related derivative liability as additional paid-in capital. On January 31, 2015, the limit on the line of credit was increased to $500,000 with same interest rate and due date. As of June 30, 2015, outstanding balance under the line of credit was $388,000. The company also agreed to issue 200,000 shares of common stock to one of the owner of MNY to exchange for the increase of line of credit. These shares were valued at the market value of $28,000 which was the fair market value at the grant date and recorded as shares to be issued since those share were issued in the subsequent period. During the year ended June 30, 2015, the Company’s CEO advanced $20,740 to the Company. The amount is non-interest bearing and due on demand. During fiscal year ended 2016 the company made partial payment to the Company’s CEO, as of June 30, 2016, amount due to related party was $500. The Company’s Chief Technology Officer, who is also a related party, was compensated with a salary of $72,000 during 2016 and the granting of 100,000 shares of common stock in October 2014.

INCOME TAX

INCOME TAX	12 Months Ended
	Jun. 30, 2016
Income Tax
INCOME TAX	14. INCOME TAX The reconciliation of income tax benefit at the U.S. statutory rate of 34% for the twelve months ended June 30, 2016 and 2015 to the Company’s effective tax rate is as follows: 2016 2015 U.S. federal statutory rate (34.00 )% (34.00 )% State income tax, net of federal benefit (9.99 )% (9.99 )% Change in valuation allowance 43.99 % 43.99 % Income tax provision (benefit) 0.00 % 0.00 % The benefit for income tax is summarized as follows: 2016 2015 Federal: Current $ — $ — Deferred (271,838 ) (284,932 ) State and local: Current — — Deferred (79,872 ) (83,720 ) Change in valuation allowance 351,710 368,652 Income tax provision (benefit) $ — $ — The tax effects of temporary differences that give rise to the Company’s net deferred tax liability as of June 30, 2016 and 2015 are as follows: 2016 2015 Net operating losses carried forward $ 4,767,791 $ 4,416,080 Less: valuation allowance (4,767,791 ) (4,416,080 ) Deferred tax assets $ — $ — As of June 30, 2016, the Company had approximately $ 11 million of federal and state net operating loss carryovers (“NOLs”) which begin to expire in 2028. Utilization of the NOLs may be subject to limitation under the Internal Revenue Code Section 382 should there be a greater than 50% ownership change as determined under regulations. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the assessment, management has established a full valuation allowance against the entire deferred tax asset relating to NOLs for every period because it is more likely than not that all of the deferred tax asset will not be realized. The Company files U.S. federal and states of Pennsylvania tax returns. These returns remain subject to examination by taxing authorities for all years after June 30, 2013.

CONCENTRATION AND CREDIT RISK

CONCENTRATION AND CREDIT RISK	12 Months Ended
	Jun. 30, 2016
Concentration And Credit Risk
CONCENTRATION AND CREDIT RISK	15. CONCENTRATION AND CREDIT RISK Sales in 2016 to one customer accounted for $250,829 or approximately 19% of total sales. This compares with the same concentration of sales of 19% of the Company’s revenue for the year ended June 30, 2015. Accounts Receivable had a concentration of 94.4% and 0% for the year ended 2016 and 2015 respectively. The Company had only two and one supplier during the years ended June 30, 2016 and 2015, respectively.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Jun. 30, 2016
Subsequent Events
SUBSEQUENT EVENTS	16. SUBSEQUENT EVENT In May 2016, the Board of Directors approved to issue total amount of 50,000,000 shares of common stocks to Ronnie Adams, President and CEO, and employees, directors and consultants for future services to be rendered and in order to make sure that Company’s officers and directors maintain a vested interest in light of the potential exercise of certain convertible instruments that have been issued for financing purposes. Pursuant to this board resolution, on July 29, 2016 the Company issued 35.5 million shares of common stocks to related parties and consultants. The following table illustrates the individuals to whom the shares have been issued to and the number of shares issued. Holder Date Number of shares issued Ronald Adams July 29, 2016 30,000,000 Allen Polsky July 29, 2016 2,500,000 Anthony Chetta July 29, 2016 1,000,000 New Venture Group, Inc. July 29, 2016 1,000,000 Jennifer Loria July 29, 2016 1,000,000 Total 35,500,000

DERIVATIVE WARRANT LIABILITY AN

DERIVATIVE WARRANT LIABILITY AND FAIR VALUE	12 Months Ended
	Jun. 30, 2016
Derivative Warrant Liability And Fair Value
DERIVATIVE WARRANT LIABILITY AND FAIR VALUE	11. WARRANTS AND DERIVATIVE LIABILITIES The Company has evaluated the application of ASC 815 Derivatives and Hedging and ASC 815-40-25 to the warrants to purchase Series C Convertible Preferred Stock issued with the Convertible Notes. Based on the guidance in ASC 815 and ASC 815-40-25, the Company concluded these instruments were required to be accounted for as derivatives due to the down round protection feature on the conversion price and the exercise price. The Company records the fair value of these derivatives on its balance sheet at fair value with changes in the values of these derivatives reflected in the statements of operations as “Change in fair value of derivative instrument” These derivative instruments are not designated as hedging instruments under ASC 815 and are disclosed on the balance sheet under Derivative Liabilities. The fair value of the warrants underlying the convertible notes issued at the time of their issuance was calculated pursuant to the Black-Scholes option pricing model. The fair value was recorded as a reduction to the convertible notes payable and was charged to operations as interest expense in accordance with effective interest method within the period of the convertible notes. Significant assumptions used in calculating fair value of warrants and conversion feature of convertible notes at issuance date are as follows. Expected dividend Expected volatility Risk-free Rate of interest Expected term (year) Exercise price Common stock price per shares 0.00% 400.42% 0.12% As set forth by each convertible note and warrant $ 0.01 0.12 Significant assumptions used in calculating fair value of outstanding warrants at June 30, 2016 are as follows. Expected dividend Expected volatility Risk-free Rate of interest Expected term (year) Exercise price Common stock price per shares 0.00% 400.42% 0.12% As set forth by each convertible note and warrant $ 0.01 0.12 The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis as of June 30, 2016 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical liabilities. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the liability, and includes situations where there is little, if any, market activity for the liability: Description Level 1 Level 2 Level 3 The table below provides a reconciliation of the beginning and ending balances for the liabilities measured using fair significant unobservable inputs (Level 3): Beginning balance as of June 30, 2015 — Issuance of convertible notes and warrants on March 3, 2016 265,676 Warrants exercised (66,784 ) Issuance of series D preferred shares and warrants on April 21, 2016 58,484 Issuance of series D preferred shares and warrants on June 14, 2016 89,897 Change in fair value during period (19,161 ) Ending balance as of June 30, 2016 $ 328,087

SUMMARY OF ACCOUNTING POLICIES

SUMMARY OF ACCOUNTING POLICIES (Policies)	12 Months Ended
	Jun. 30, 2016
Summary Of Accounting Policies Policies
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All significant inter-company transactions and balances among the Company and its subsidiary are eliminated upon consolidation.
Use of Estimates	Use of Estimates The preparation of the financial statements in conformity with Generally Accepted Accounting Principles (“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 revenue and expenses during the reporting periods. Actual results could differ from those estimates. These estimates and assumptions include the collectability of accounts receivable and deferred taxes and related valuation allowances. Certain of our estimates, including evaluating the collectability of accounts receivable, could be affected by external conditions, including those unique to our industry, and general economic conditions. It is possible that these external factors could have an effect on our estimates that could cause actual results to differ from our estimates. We re-evaluate all of our accounting estimates at least quarterly based on these conditions and record adjustments when necessary.
Cash	Cash The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash and cash equivalents.
Accounts receivable and allowance for doubtful accounts receivable	Accounts receivable and allowance for doubtful accounts receivable We have a policy of reserving for uncollectible accounts based on our best estimate of the amount of probable credit losses in our existing accounts receivable. We extend credit to our customers based on an evaluation of their financial condition and other factors. We generally do not require collateral or other security to support accounts receivable. We perform ongoing credit evaluations of our customers and maintain an allowance for potential bad debts if required. We determine whether an allowance for doubtful accounts is required by evaluating specific accounts where information indicates the customers may have an inability to meet financial obligations. In these cases, we use assumptions and judgment, based on the best available facts and circumstances, to record a specific allowance for those customers against amounts due to reduce the receivable to the amount expected to be collected. These specific allowances are re-evaluated and adjusted as additional information is received. The amounts calculated are analyzed to determine the total amount of the allowance. We may also record a general allowance as necessary. Direct write-offs are taken in the period when we have exhausted our efforts to collect overdue and unpaid receivables or otherwise evaluate other circumstances that indicate that we should abandon such efforts.
Inventory	Inventory The Company values inventory, consisting of purchased products, at the lower of cost or market. Cost is determined on the first-in and first-out (“FIFO”) method. The Company regularly reviews its inventories on hand and, when necessary, records a provision for excess or obsolete inventories based primarily on current selling price and spot market prices. The Company recorded inventory markdown of $10,260 and $2,856 for the year ended June 30, 2016 and 2015, respectively. Software Development Costs The Company accounts for software development cost in accordance with ASC 985-20 whereby cost of developing computer software to be sold, leased, or otherwise marketed includes software that is part of a product or process to be sold to a customer shall be accounted for under ASC 985-20. All cost incurred to establish technological feasibility of a computer software product to be sold, leased or otherwise marketed are research and development cost. These cost are charged to expense when incurred. The technological feasibility of a computer software product is established when the entity has completed all planning, designing, coding, and testing activities that are necessary to establish that the product can be produced to meet its design specifications including functions, features, and technical performance requirements. Cost of producing product masters incurred subsequent to establishing technological feasibility shall be capitalized. Those cost include coding and testing performed subsequent to establishing technological feasibility. Capitalization of computer software cost shall cease when the product is available for general release to customers. Once a project reaches the development stage, the Company allocates a portion of salaries to be capitalized based on estimated hours spent developing the software. During the year ended June 30, 2016, the Company capitalized $45,900 of such costs. These costs will be amortized over their useful life of 3 years. Amortization expense on these costs for the year ended June 30, 2016 was $3,975.
Convertible instruments and derivative financial instruments	Convertible instruments and derivative financial instruments The Company evaluates its convertible debt, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for in accordance with paragraph 810-10-05-4 of the FASB ASC and paragraph 815-40-25 of the FASB ASC. The result of this accounting treatment is that the fair value of the embedded derivative is marked-to-market each balance sheet date 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 Statement of Operations as other income or expense. Upon conversion, exercise or cancellation of a derivative instrument, the instrument is marked to fair value at the conversion date and then the related fair value is reclassified to equity. In circumstances where the embedded conversion option in a convertible instrument is required to be bifurcated and there are also other embedded derivative instruments in the convertible instrument that are required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. Equity instruments that are initially classified as equity that become subject to reclassification are reclassified to liability at the fair value of the instrument on the reclassification date. Derivative instrument liabilities will be classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument is expected within 12 months of the balance sheet date. On January 1, 2009, the Company adopted Section 815-40-15 of the FASB ASC (“Section 815-40-15”) to determine whether an instrument (or an embedded feature) is indexed to the Company’s own stock. Section 815-40-15 provides that an entity should use a two-step approach to evaluate whether an equity-linked financial instrument (or embedded feature) is indexed to its own stock, including evaluating the instrument’s contingent exercise and settlement provisions. The adoption of Section 815-40-15 has affected the accounting for (i) certain freestanding warrants that contain exercise price adjustment features and (ii) convertible bonds issued by foreign subsidiaries with a strike price denominated in a foreign currency.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB ASC for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB ASC (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value pursuant to GAAP and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally observable inputs and not corroborated by market data. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, inventory, prepaid expenses, accounts payable, deferred revenues and accrued liabilities, approximate their fair values because of the short maturity of these instruments. The Company’s convertible notes payable approximate the fair value of such instruments based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangements at June 30, 2016 and 2015. The derivative liability which consists of embedded conversion feature and warrants issued in connection with our convertible debt, classified as a level 3 liability, are the only financial liability measured at fair value on a recurring basis. (See Note 10)
Income Taxes	Income Taxes The Company accounts for income taxes under the provisions of FASB ASC Topic 740, “Income Tax,” which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred tax assets and liabilities are recognized for the future tax consequence attributable to the difference between the tax bases of assets and liabilities and their reported amounts in the financial statements. Deferred tax assets and liabilities are measured using the enacted tax rate expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company establishes a valuation when it is more likely than not that the assets will not be recovered. ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.
Revenue Recognition	Revenue Recognition The Company’s revenues are derived principally from utilizing new technology in the medical alarm industry to provide 24-hour personal response monitoring services and related products to subscribers with medical or age-related conditions. The Company applies paragraph 605-10-S99-1 of the FASB ASC for revenue recognition. The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when it has persuasive evidence of an arrangement that the services have been rendered to the customer, the sales price is fixed or determinable, and collectability is reasonably assured. All revenues from subscription arrangements are recognized ratably over the term of such arrangements. The excess of amounts received over the income recognized is recorded as deferred revenue on the consolidated balance sheet.
Shipping and Handling Costs	Shipping and handling costs The Company accounts for shipping and handling fees in accordance with paragraph 605-45-45-19 of the FASB ASC. While amounts charged to customers for shipping products are included in revenues, the related costs are classified in cost of goods sold as incurred.
Research and Development	Research and Development The Company expenses all research and development costs as incurred. For the years ended June 30, 2016 and 2015, the amounts charged to research and development expenses were $32,400 and $0, respectively.
Stock-Based Compensation	Stock-based compensation We recognize compensation expense for stock-based compensation in accordance with ASC Topic 718. For employee stock-based awards, we calculate the fair value of the award on the date of grant using the Black-Scholes method for stock options and the quoted price of our common stock for unrestricted shares; the expense is recognized over the service period for awards expected to vest. For non-employee stock-based awards, we calculate the fair value of the award on the date of grant in the same manner as employee awards. However, the awards are revalued at the end of each reporting period and the pro rata compensation expense is adjusted accordingly until such time the nonemployee award is fully vested, at which time the total compensation recognized to date equals the fair value of the stock-based award as calculated on the measurement date, which is the date at which the award recipient’s performance is complete. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience. The Black-Scholes option valuation model is used to estimate the fair value of the warrants or options granted. The model includes subjective input assumptions that can materially affect the fair value estimates. The model was developed for use in estimating the fair value of traded options or warrants. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants or options granted.
Net Income per Common Share	Net income per common share Net income per common share is computed pursuant to section 260-10-45 of the FASB ASC. Basic net income per common share is computed by taking net income divided by the weighted average number of common shares outstanding for the period. Diluted net income per common share is computed by dividing net income by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through stock options, warrants, and convertible debt. These potential shares of common stock were not included as they were anti-dilutive.
Commitments and contingencies	Commitments and contingencies The Company follows subtopic 450-20 of the FASB ASC to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated.
Cash flows reporting	Cash flows reporting The Company adopted paragraph 230-10-45-24 of the FASB ASC for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB ASC to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments.
Subsequent events	Subsequent events The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company evaluates subsequent events through the date when the financial statements are issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them on EDGAR.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Financial Instruments In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”), which updates certain aspects of recognition, measurement, presentation and disclosure of financial instruments. ASU 2016-01 will be effective for the Company beginning in its first quarter of 2019. The Company does not believe the adoption of ASU 2016-01 will have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which modifies the measurement of expected credit losses of certain financial instruments. ASU 2016-13 will be effective for the Company beginning in its first quarter of 2021 and early adoption is permitted. The Company does not believe the adoption of ASU 2016-13 will have a material impact on its consolidated financial statements. Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to customers. ASU 2014-09 will be effective for the Company beginning in its first quarter of 2019 and early adoption is permitted. Subsequently, the FASB has issued the following standards related to ASU 2014-09: ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (“ASU 2016-08”); ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing (“ASU 2016-10”); and ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients (“ASU 2016-12”). The Company must adopt ASU 2016-08, ASU 2016-10 and ASU 2016-12 with ASU 2014-09 (collectively, the “new revenue standards”). There were no other recent accounting pronouncements that have had a material effect on the Company’s financial position or results of operations.

ACCRUED EXPENSES AND OTHER CU25

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)	12 Months Ended
	Jun. 30, 2016
Accrued Expenses And Other Current Liabilities Tables
Accrued expenses and other current liabilities.	June 30, 2016 June 30, 2015 Accrued expenses $ 125,111 $ 114,397 Other current liabilities 27,747 12,300 Total $ 152,858 $ 126,697

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	12 Months Ended
	Jun. 30, 2016
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment	June 30, 2016 June 30, 2015 Costs related to programming expenses $ 45,900 $ 0 Cost related to web design, logo and brand package and related fees $ 7,725 $ 0 Accumulated depreciation $ (4,268 ) $ 0 Property and equipment, net $ 49,357 $ 0

CONVERTIBLE NOTES PAYABLE (Tabl

CONVERTIBLE NOTES PAYABLE (Tables)	12 Months Ended
	Jun. 30, 2016
Debt Disclosure [Abstract]
Convertible promissory notes movement	Balance at June 30, 2015 $ — Convertible notes issued 673,750 Convertible notes converted — Total 673,750 Less: debt discount (219,891 ) Balance at June 30, 2016 $ 453,859

WARRANTS AND DERIVATIVE LIABI28

WARRANTS AND DERIVATIVE LIABILITIES (Tables)	12 Months Ended
	Jun. 30, 2016
Warrants And Derivative Liabilities Tables
Schedule of fair value of warrants and conversion feature of convertible notes at issuance	Expected dividend Expected volatility Risk-free Rate of interest Expected term (year) Exercise price Common stock price per shares 0.00% 400.42% 0.12% As set forth by each convertible note and warrant $ 0.01 0.12
Schedule of fair value of outstanding warrants	Expected dividend Expected volatility Risk-free Rate of interest Expected term (year) Exercise price Common stock price per shares 0.00% 400.42% 0.12% As set forth by each convertible note and warrant $ 0.01 0.12
Schedule of liabilities measured at fair value	Description Level 1 Level 2 Level 3 The table below provides a reconciliation of the beginning and ending balances for the liabilities measured using fair significant unobservable inputs (Level 3): Beginning balance as of June 30, 2015 — Issuance of convertible notes and warrants on March 3, 2016 265,678 Warrants exercised (66,785 ) Issuance of series D preferred shares and warrants on April 21, 2016 58,484 Issuance of series D preferred shares and warrants on June 14, 2016 89,870 Change in fair value during period (19,160 ) Ending balance as of June 30, 2016 $ 328,087

INCOME TAX (Tables)

INCOME TAX (Tables)	12 Months Ended
	Jun. 30, 2016
Income Tax Disclosure [Abstract]
Reconciliation income tax benefit	2016 2015 U.S. federal statutory rate (34.00 )% (34.00 )% State income tax, net of federal benefit (9.99 )% (9.99 )% Change in valuation allowance 43.99 % 43.99 % Income tax provision (benefit) 0.00 % 0.00 %
Benefit for income tax	2016 2015 Federal: Current $ — $ — Deferred (271,838 ) (284,932 ) State and local: Current — — Deferred (79,872 ) (83,720 ) Change in valuation allowance 351,710 368,652 Income tax provision (benefit) $ — $ —
Tax effects of temporary net deferred tax liability	2016 2015 Net operating losses carried forward $ 4,767,791 $ 4,416,080 Less: valuation allowance (4,767,791 ) (4,416,080 ) Deferred tax assets $ — $ —

SUMMARY OF ACCOUNTING POLICIE30

SUMMARY OF ACCOUNTING POLICIES (Details Narrative) - USD ($)	12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Inventory Markdown	$ 10,260	$ 2,856
Research and Development expenses	32,400
Costs related to programming expenses	45,900
Amortization expense, property and equipment	$ 3,975
Furniture and Fixtures [Member]
Property and equipment estimated useful life	3 years

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative) - USD ($)	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Working capital deficit	$ 771,145
Stockholders' deficit	$ 1,119,288	$ 808,693	$ 2,036,440

LOAN TO EMPLOYEE (Details Narra

LOAN TO EMPLOYEE (Details Narrative) - USD ($)	Jun. 01, 2016	Jun. 30, 2016	Jun. 30, 2015	Apr. 01, 2016	Dec. 04, 2014
Loan to employee			$ 30,000
Loan Written Off as Compensation		$ 30,000
Employee [Member]
Loan to employee				$ 1,120	$ 30,000
Loan Written Off as Compensation	$ 30,000

ACCRUED EXPENSES AND OTHER CU33

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($)	Jun. 30, 2016	Jun. 30, 2015
Payables and Accruals [Abstract]
Accrued expenses	$ 125,111	$ 114,397
Other current liabilities	27,747	12,300
Total	$ 152,858	$ 126,697

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details) - USD ($)	Jun. 30, 2016	Jun. 30, 2015
Property, Plant and Equipment [Abstract]
Costs related to programming expenses	$ 45,900
Cost related to web design, logo and brand package and related fees	7,725
Accumulated depreciation	(4,268)
Property and equipment, net	$ 49,357

LOANS TO EMPLOYEES (Details Nar

LOANS TO EMPLOYEES (Details Narrative)	Jun. 30, 2016USD ($)	Apr. 01, 2016USD ($)Number	Jun. 30, 2015USD ($)	Dec. 04, 2014USD ($)
Loan to each employee			$ 30,000
Employee [Member]
Loan to each employee		$ 1,120		$ 30,000
No. Of Employees | Number		6

CONVERTIBLE NOTES PAYABLE (Deta

CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Debt Disclosure [Abstract]
Balance at June 30	$ 126,697
Convertible notes issued		673,750
Convertible notes converted
Balance at June 30	152,858	126,697
Less: debt discount	$ 79,374	(219,891)
Balance at June 30		$ 453,859

WARRANTS AND DERIVATIVE LIABI37

WARRANTS AND DERIVATIVE LIABILITIES (Details) - Warrant [Member]	12 Months Ended
	Jun. 30, 2016$ / shares
Expected dividend	0.00%
Expected volatility	400.42%
Risk-free Rate of interest	0.12%
Exercise price	$ 0.01
Common stock price per shares	$ 0.12

WARRANTS AND DERIVATIVE LIABI38

WARRANTS AND DERIVATIVE LIABILITIES (Details 2)	12 Months Ended
	Jun. 30, 2016USD ($)
Beginning balance as of June 30, 2015
Ending balance as of June 30, 2016	328,087
Fair Value, Inputs, Level 3 [Member] | Liabilities [Member]
Beginning balance as of June 30, 2015
Issuance of convertible notes and warrants	265,678
Warrants exercised	(66,785)
Issuance of series D preferred shares and warrants	148,354
Change in fair value during period	(19,160)
Ending balance as of June 30, 2016	$ 328,087

INCOME TAX (Details)

INCOME TAX (Details)	12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Income Tax Disclosure [Abstract]
U.S. federal statutory rate	(34.00%)	(34.00%)
State income tax, net of federal benefit	(9.99%)	(9.99%)
Change in valuation allowance	43.99%	43.99%
Income tax provision (benefit)	0.00%	0.00%

INCOME TAX (Details 1)

INCOME TAX (Details 1) - USD ($)	12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Federal:
Current
Deferred	(271,838)	(284,932)
State and local:
Current
Deferred	(79,872)	(83,720)
Change in valuation allowance	351,710	368,652
Income tax provision (benefit)

INCOME TAX (Details 2)

INCOME TAX (Details 2) - USD ($)	Jun. 30, 2016	Jun. 30, 2015
Income Tax Disclosure [Abstract]
Net operating losses carried forward	$ 4,767,791	$ 4,416,080
Less: valuation allowance	(4,767,791)	(4,416,080)
Deferred tax assets

INCOME TAX (Details Narrative)

INCOME TAX (Details Narrative)	Jun. 30, 2016USD ($)
Income Tax Disclosure [Abstract]
Federal and state net operating loss	$ 11,000,000

CONCENTRATION AND CREDIT RISK (

CONCENTRATION AND CREDIT RISK (Details Narrative)	12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Risks and Uncertainties [Abstract]
Customer sales revenue	19.00%	19.00%