Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2018 | Nov. 15, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | ESPORTS ENTERTAINMENT GROUP, INC. | |
Document Type | 10-Q/A | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | true | |
Entity Central Index Key | 1,451,448 | |
Current Fiscal Year End Date | --06-30 | |
Entity Common Stock, Shares Outstanding | 86,879,593 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Amendment Description | Amendment #1 |
Condensed Interim Consolidated
Condensed Interim Consolidated Balance Sheets - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 |
Current Assets | ||
Cash | $ 20,630 | $ 100,167 |
Amounts Receivable (Note 6) | 15,868 | 15,128 |
Prepaid Expense (Notes 6 and 8) | 164,828 | 341,000 |
Total Current Assets | 201,326 | 456,295 |
Rent Security Deposit | 20,826 | 4,346 |
Equipment (Note 4) | 24,867 | 25,443 |
Intangible Assets (Note 3) | 113,008 | 123,601 |
Total Assets | 360,027 | 609,685 |
Current Liabilities | ||
Accounts payable (Notes 5,6) | 415,395 | 248,356 |
Accrued Liabilities | 50,660 | 93,660 |
Promissory note (Note 7) | 50,000 | 0 |
Due to Shareholder (Note 6) | 1,551 | 1,551 |
Total Liabilities | 517,606 | 343,567 |
Stockholders' Equity | ||
Common Stock Authorized, 500,000,000 shares, par value $0.001, 86,879,593 shares issued and outstanding as of September 30, 2018 (June 30, 2018 - 83,581,259) (Note 9) | 86,880 | 83,581 |
Additional Paid-in Capital | 4,369,286 | 3,606,257 |
Equity to be Issued (Note 9) | 62,000 | 379,102 |
Accumulated Deficit | (4,675,745) | (3,802,822) |
Total Stockholders' Equity | (157,579) | 266,118 |
Total Liabilities and Stockholders' Equity | $ 360,027 | $ 609,685 |
Condensed Interim Consolidate_2
Condensed Interim Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2018 | Jun. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Common Stock, Par Value | $ .001 | $ 0.001 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Shares Issued | 86,879,593 | 83,581,259 |
Common Stock, Shares Outstanding | 86,879,593 | 83,581,259 |
Condensed Interim Consolidate_3
Condensed Interim Consolidated Statement of Operations - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||
Directors Compensation | $ 13,271 | $ 41,250 |
Consulting Fees | 166,315 | 141,114 |
General and Administrative (Note 12) | 540,370 | 158,524 |
Professional Fees | 25,995 | 48,224 |
Stock Based Compensation (Note 10) | 126,829 | 185,540 |
Total Operating Expenses | 872,780 | 574,652 |
Non-Operating Loss | ||
Interest Expense (Note 8) | 143 | 0 |
Foreign Exchange Loss | 0 | 376 |
Net Loss and Comprehensive Loss | $ (872,923) | $ (575,028) |
Net Loss Per Share - Basic and Diluted | $ .01 | $ .01 |
Weighted Average Shares Outstanding - Basic and Diluted | 85,519,585 | 75,663,404 |
Condensed Interim Statement of
Condensed Interim Statement of Cash Flows - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities | ||
Net loss | $ (872,923) | $ (575,028) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation | 12,821 | 1,996 |
Stock based compensation | 126,829 | 185,540 |
Stock issuance and equity to be issued for services | 74,000 | 55,000 |
Changes in operating assets and liabilities | ||
Amounts Receivable | (740) | (37,552) |
Prepaid Expenses | 226,172 | (20,294) |
Accounts Payable | 167,039 | 1,777 |
Accrued Liabilities | (43,000) | 3,338 |
Other Current Assets | 360,027 | |
Net cash used in operating activities | (309,802) | (385,223) |
Cash flows from investing activities | ||
Rent security deposit | (16,480) | 0 |
Purchase of intangible assets | 0 | (7,036) |
Purchase of equipment | (1,652) | (47,634) |
Net cash provided by (used in) investing activities | (18,132) | (54,670) |
Cash flows from financing activities | ||
Proceeds from promissory note | 50,000 | 0 |
Deferred financing costs | (50,000) | (898) |
Proceeds from issuance of common stock and warrants, net of costs | 0 | 586,041 |
Due to shareholder | 0 | (898) |
Proceeds from exercise of warrants | 248,397 | 0 |
Net cash provided by financing activities | 248,397 | 585,143 |
Net (decrease) increase in cash | (79,537) | 145,250 |
Cash, beginning of period | 100,167 | 546,110 |
Cash, end of period | $ 20,630 | $ 691,360 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity - USD ($) | Common Stock | Additional Paid-in Capital | Equity to be Issued | Accumulated Deficit | Subscription Receivable | Total |
Beginning Balance, Shares at Jun. 30, 2017 | 79,768,458 | |||||
Beginning Balance, Amount at Jun. 30, 2017 | $ 79,768 | $ 2,396,637 | $ (1,774,160) | $ (30,300) | $ 671,945 | |
Common stock and units issued for cash, net of costs, Shares | 2,089,800 | |||||
Common stock and units issued for cash, net of costs, Amount | $ 2,090 | 597,476 | $ 0 | 0 | (51,000) | 548,566 |
Common stock and units issued for service, Shares | 200,000 | |||||
Common stock and units issued for service, Amount | $ 200 | 29,800 | 0 | 0 | 0 | 30,000 |
Warrants exercised for cash, Shares | 573,167 | |||||
Warrants exercised for cash, Amount | $ 573 | 61,902 | 0 | 0 | 0 | 62,475 |
Issuance of stock options | 0 | 185,540 | 0 | 0 | 0 | 185,540 |
Net loss for the period | $ 0 | 0 | 0 | (575,028) | 0 | (575,028) |
Ending Balance, Shares at Sep. 30, 2017 | 82,631,425 | |||||
Ending Balance, Amount at Sep. 30, 2017 | $ 82,631 | 3,271,355 | 0 | (2,349,188) | (81,300) | 923,498 |
Beginning Balance, Shares at Jun. 30, 2017 | 79,768,458 | |||||
Beginning Balance, Amount at Jun. 30, 2017 | $ 79,768 | 2,396,637 | (1,774,160) | (30,300) | 671,945 | |
Ending Balance, Shares at Jun. 30, 2018 | 83,581,259 | |||||
Ending Balance, Amount at Jun. 30, 2018 | $ 83,581 | $ 3,606,257 | $ 379,102 | $ (3,802,822) | $ 0 | $ 266,118 |
Common stock and units issued for cash, net of costs, Shares | 206,667 | 207 | 30,793 | (31,000) | 0 | 0 |
Common stock and units issued for service, Shares | 165,000 | |||||
Common stock and units issued for service, Amount | $ 165 | $ 139,335 | $ (127,500) | $ 0 | $ 0 | $ 12,000 |
Warrants exercised for cash, Shares | 2,926,667 | |||||
Warrants exercised for cash, Amount | $ 2,927 | 466,072 | (220,602) | 0 | 0 | 248,397 |
Issuance of stock options | 0 | 126,829 | 0 | 0 | 0 | 126,829 |
Equity to be Issued | 0 | 0 | 62,000 | 0 | 0 | 62,000 |
Net loss for the period | $ 0 | 0 | 0 | (872,923) | 0 | (872,923) |
Ending Balance, Shares at Sep. 30, 2018 | 86,879,593 | |||||
Ending Balance, Amount at Sep. 30, 2018 | $ 86,880 | $ 4,369,286 | $ 62,000 | $ (4,675,745) | $ 0 | $ (157,579) |
1. Nature of Operations and Goi
1. Nature of Operations and Going Concern | 3 Months Ended |
Sep. 30, 2018 | |
Nature Of Operations And Going Concern | |
1. Nature of Operations and Going Concern | 1. Nature of Operations and Going Concern Esports Entertainment Group, Inc. (formerly VGambling Inc.) (the “Company”) was incorporated in the state of Nevada on July 22, 2008. On April 18, 2017, the majority of the shareholders of the Company’s common stock voted to approve a change of the name of the Company from VGambling, Inc. to Esports Entertainment Group, Inc. The Company’s activities are subject to significant risks and uncertainties, including failing to obtain the licenses required to operate its gambling business, failing to secure the additional funding required to fully operationalize the Company’s business, and the risk of existing or future competitors offering similar or more advanced technology. The Company is in the development stage and has not yet realized profitable operations and has relied on non-operational sources to fund operations. The Company has incurred recurring losses and additional future losses are anticipated as the Company has not yet been able to generate revenue. These consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize it assets and discharge its liabilities in the normal course of business. As at September 30, 2018, the Company had an accumulated deficit of $4,675,745 and a working capital deficiency of $316,280. The Company has not generated any revenues during the period ended September 30, 2018. The Company is licensed to conduct online gambling. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. See Note 13. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. Management’s evaluations are based on relevant conditions and events that are known and reasonably to be knowable as of November 19, 2018. Based on the following, management believes that it is probable that management will be unable to meet its obligations as they come due within one year that the financial statements are issued. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Such adjustments could be material. |
2. Presentation of Financial St
2. Presentation of Financial Statements | 3 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
2. Presentation of Financial Statements | 2. Presentation of Financial Statements Basis of Presentation The accompanying unaudited condensed interim consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) set forth in Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These financial statements should be read along with the Annual Report filed on Form 10-K of the Company for the The Company's consolidated financial statements are prepared using the accrual method of accounting. The consolidated statements include the accounts of the Company and its wholly owned subsidiaries Esports Services Antigua Ltd., Vie Esports Services B.V., Esport Services (Malta) Limited and Esports Entertainment (Malta) Ltd. All material intercompany transactions and balances have been eliminated on consolidation. Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements. ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The ASU provides clarity to preparers on the treatment of eight specific items within an entity’s statement of cash flows. The guidance becomes effective for all public entities in fiscal years beginning after December 15, 2017, including interim periods therein. The adoption of the amended guidance did not have a material impact on the Company’s financial statements. ASU No. 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting. The ASU amends the scope of modification accounting for share-based arrangements and provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. The guidance becomes effective for annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. The adoption of the amended guidance did not have a material impact on the Company’s financial statements. In March 2018, FASB issued ASU 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. ASU 2018-05 amends SEC paragraphs in ASC 740 to reflect SEC Staff Accounting Bulletin (SAB) No.118. When the 2017 Tax Cuts and Jobs Act (the "Act") was signed into law, the SEC staff released SAB 118 for applying Topic 740 as it relates to the Act. SAB 118 outlines the approach companies may take if they determine that the necessary information is not available (in reasonable detail) to evaluate, compute, and prepare accounting entries to recognize the effect(s) of the Act by the time the financial statements are required to be filed. Companies may use this approach when the timely determination of some or all of the income tax effect(s) from the Act is incomplete by the due date of the financial statements. SAB 118 also prescribes disclosures that reporting entities must provide in these circumstances. The amendments to the Accounting Standards Codification became effective upon issuance. The adoption of the amended guidance did not have a material impact on the Company’s financial statements. The following are new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. ASU No. 2016-02, Leases (Topic 842), On February 25, 2016, the FASB issued a new standard which requires lessees to recognize almost all leases on their balance sheet as a right-of-use asset and a lease liability. The new guidance will require the asset and liability to be initially measured at the present value of the lease payments in the statement of financial position. The new guidance will also require the company to recognize interest expense on the lease liability separately from the amortization of the right-use-asset for finance leases and recognize a single lease cost allocated on a straight-line basis over the lease term for operating leases, in the statement of comprehensive income. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years with early application permitted. The Company is currently evaluating this guidance to determine the impact it may have on the Company’s financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other- Internal-Use Software (Subtopic 350-40). This ASU addresses customer’s accounting for implementation costs incurred in a cloud computing arrangement that is a service contract and also adds certain disclosure requirements related to implementation costs incurred for internal-use software and cloud computing arrangements. The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). This ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. The amendments in this ASU can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820). The ASU eliminates such disclosures as the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy. The ASU adds new disclosure requirements for Level 3 measurements. This ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for any eliminated or modified disclosures. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements. In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718). This ASU eliminated most of the differences between accounting guidance for share-based compensation granted to nonemployees and the guidance for share-based compensation granted to employees. The ASU supersedes the guidance for nonemployees and expands the scope of the guidance for employees to include both. This ASU is effective for annual periods beginning after December 15, 2018, and interim periods within those years. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements. |
3. Intangible Assets
3. Intangible Assets | 3 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
3. Intangible Assets | 3. Intangible Assets September 30, 2018 June 30, 2018 Accumulated Accumulated Cost Depreciation Cost Depreciation Online gaming website $ 127,133 $ 14,125 $ 127,133 $ 3,532 Total $ 127,133 $ 14,125 $ 127,133 $ 3,532 Net carrying amount $ 113,008 $ 123,601 During the three months ended September 30, 2018, the Company recorded total depreciation expense of $10,593 (September 30, 2017 - $1,996). |
4. Equipment
4. Equipment | 3 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
4. Equipment | 4. Equipment September 30, 2018 June 30, 2018 Accumulated Accumulated Cost Depreciation Cost Depreciation Computer equipment $ 16,102 $ 6,079 $ 14,450 $ 4,863 Furniture and equipment 20,241 5,397 20,241 4,385 Total $ 36,343 11,476 $ 34,691 9,248 Net carrying amount $ 24,867 $ 25,443 During the three months ended September 30, 2018, the Company recorded depreciation expense of $2,228 (September 30, 2017 - $Nil). |
5. Accounts Payable
5. Accounts Payable | 3 Months Ended |
Sep. 30, 2018 | |
Payables and Accruals [Abstract] | |
5. Accounts Payable | 5. Accounts Payable Accounts payable were $415,395 as at September 30, 2018 (June 30, 2018 - $248,356). Accounts payable are primarily comprised of trade payables of $329,107 (June 30, 2018 - $210,380) and payroll liabilities of $86,288 (June 30, 2018 - $37,976). |
6. Related Party Transactions
6. Related Party Transactions | 3 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
6. Related Party Transactions | 6. Related Party Transactions a) On May 20, 2013, the Company appointed Grant Johnson as President and a Director of the Company. Mr. Johnson is paid $120,000 per year for serving as President. During the three months ended September 30, 2018, the Company incurred salary of $30,000 (2017 - $30,000) to the President of the Company. As of September 30, 2018, the Company owed the President $6,005 (June 30, 2018 - $30,975). b) During the three months ended September 30, 2018, the Company incurred rent of $1,200 (2017 - $1,202), charged by the President of the Company. As of September 30, 2018, the Company owed $2,751 (June 30, 2018 - $1,551) to the President related to rent payments. c) On January 30, 2015, the Company appointed Chul Woong Alex Lim as a Director of the Company for which he receives annual compensation of $20,000. Mr. Lim left the Company as of October 26, 2016. On March 15, 2018, the Company re-appointed Mr. Lim as a Director of the Company. During the three months ended September 30, 2018, the Company paid $5,000 (2017 - $5,000) for director’s fees. During the year 2018, the Company issued 20,000 stock to Mr. Alex Lim and during the three months ended September 30, 2018, the Company recorded stock-based compensation expense of $3,481 (2017 - $Nil). The Company prepaid $172 to Mr. Lim for his director’s fees as of September 30, 2018 (June 30, 2018 - $Nil). As of September 30, 2018, the Company owed $Nil (June 30, 2018 - $1,667) to Mr Lim for his director fees. d) On March 9, 2015, the Company appointed Yan Rozum as a Director of the Company for which he receives annual compensation of $20,000. Director’s fees for Mr. Rozum for the three months ended September 30, 2018 totaled $Nil (2017 - $20,000). On November 22, 2017, the Company appointed Yan Rozum as Chief Technical Officer (“CTO”) of the Company for which he receives annual compensation of $75,000. CTO fees for Mr. Rozum for the three months ended September 30, 2018 totaled $18,750 (2017 - $Nil). During the year 2018, the Company issued 75,000 stock options to Mr. Rozum and recorded stock-based compensation expense for three months ended September 30, 2018 of $13,053 (2017 - $Nil). The Company owed $15,500 to Mr. Rozum as of September 30, 2018 (June 30, 2018 - $Nil). e) On October 26, 2016, the Company appointed David Watt as a Director for which he receives annual compensation of $25,000. Director’s fees for Mr. Watt for the three months ended September 30, 2018 totaled $5,000 (2017 - $5,000). The Company owed $15,557 to Mr. Watt as of September 30, 2018 (June 30, 2018 - $23,059). During the year 2018, the Company issued 20,000 stock options to Mr. Watt and recorded stock-based compensation expense for three months ended September 30, 2018 of $3,481 (2017 - $Nil). The Company had provided an expense advance of $1,055 as of September 30, 2018 (June 30, 2018 - $11,331) to Mr. Watt, and the amounts are included in amounts receivable. f) On December 11, 2017, the Company appointed Michał Kozłowski as Vice President of Finance. Mr. Kozłowski was paid 20,000 Polish Zloty ($5,367) per month before March 15, 2018 and 25,000 Polish Zloty ($6,709) per month after March 15, 2018. The Company owed $6,700 to Mr. Kozłowski as of September 30, 2018 (June 30, 2018 - $Nil). During the three months ended September 30, 2018, the Company incurred salary of $20,100 (2017 - $Nil) to the Vice President of Accounting. During the year 2018, the Company issued 80,000 stock options to Mr. Kozlowski and recorded stock-based compensation for three months ended September 30, 2018 of $12,800 (2017 - $Nil). g) During the three months ended September 30, 2018, Swiss Interactive Software GmbH (“Swiss”) h) During the three months ended September 30, 2018, Ardmore Software SP.Z.O.O. (“Ardmore”) Ardmore Amounts payable to related parties as disclosed above, are unsecured, non-interest bearing and due on demand. Amounts due to shareholder are unsecured, non-interest bearing and due on demand. The shareholder is also a director and officer of the Company. See also Notes 7 and 8. |
7. Promissory Note
7. Promissory Note | 3 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
7. Promissory Note | 7. Promissory note On August 13, 2018, the Company signed a promissory note with a shareholder, for principal of $50,000 bearing interest at 2% per month repayable by September 30, 2018. As a result of failure to repay the note by September 30, 2018, interest increased to 5% per month, and the note is now due on demand. |
8. Commitments and Contingencie
8. Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
8. Commitments and Contingencies | 8. Commitments and Contingencies Management Agreements On May 20, 2013, the Company appointed Grant Johnson as President and a Director of the Company. Mr. Johnson is paid $120,000 per year for serving as President. In addition, the Company may pay a performance bonus of up to 50% of his base salary. The Company must pay three months’ salary for terminating the President without cause. On December 7, 2017, the Company appointed Yan Rozum as Chief Technology Officer of the Company. Mr. Rozum will be paid $75,000 per year before the Company’s common stock is listing on the NASDAQ stock exchange, and $120,000 per year after the Company’s common stock is listed on the NASDAQ stock exchange. The Company must pay three months’ salary for terminating the Chief Technology Officer without cause and an additional one month’s salary for each full year of service. On December 11, 2017, the Company appointed Michał Kozłowski as Vice President Accounting. Mr. Kozłowski will be paid 25,000 Polish Zloty ($6,664) per month for serving as Vice President Accounting. The Company must pay three months’ salary for terminating the Vice President Accounting without cause and an additional one month’s salary for each full year of service. Consultant Agreements The Company has entered into various consulting agreements with minimum termination commitments totalling $91,000. On June 12, 2014, the Company a Betting Gaming Platform Software Agreement with Swiss Interactive Software GmbH. On August 1, 2017, the Company entered into a consulting agreement for compensation of $48,000 per year. If the Company’s generates revenues exceeding $1,000,000 per month for three consecutive months the base annual salary will increase to $72,000. On July 13, 2018, the Company entered into an agreement in principle with an arm’s length party to assist the Company with an offering of common stock of the Company or any other financing. Pursuant to this agreement, the Company advanced $50,000 for expenses which has been included in prepaid expenses as a deferred financing cost as at September 30, 2018. In the event the agreement is terminated, the Company has agreed to reimburse the third party for the full amount of accountable expenses incurred to such date, up to a maximum of $200,000. This agreement is subject to execution of a definitive underwriting agreement. Lease Agreements The Company entered into a five year lease agreement with Polskie Nieruchomości Sp. Z.O.O. to rent office space starting on July 1, 2018 and terminating on November 20, 2022. Minimum payments for successive years ending June 30, are as follows: 2019 $ 36,975 2020 49,300 2021 49,300 2022 49,300 2023 20,500 $ 205,375 The Company entered into a three-year lease agreement with Caribbean Developments (Antigua) Ltd. to rent commercial space starting on May 1, 2017 terminating on April 30, 2020. After the first twelve months, either party can terminate the lease agreement. Minimum payments for successive years ending June 30, are as follows: 2019 $ 15,731 2020 17,478 $ 33,209 Service Agreements On September 6, 2016, the Company entered into an affiliate marketing agreement for a six month period from launch of the website, www.vie.gg. Affiliate fees under this agreement range from 20% to 40% of monthly revenue. The Company must provide thirty days written notice for termination. On February 26, 2018, the Company entered into a one year service agreement expiring on March 1, 2019. Minimum monthly commitment of 7,500 Euros ($8,736) of which the Company must pay three months’ notice if terminated. Contingency Boustead Securities, LLC (“Boustead”) has notified the Company that it owes Boustead $192,664, as well as warrants to purchase 1,417,909 common shares of the Company, as compensation for their acting as the placement agent for the sale of Company securities between June 2017 and 2018. Unless this matter is settled, Boustead has notified us that they plan to file an arbitration claim to resolve this dispute. Management believes this claim to be without merit as it is management’s position that Boustead has been paid in full for the services provided and that no further cash or warrants are owed. |
9. Common Stock
9. Common Stock | 3 Months Ended |
Sep. 30, 2018 | |
Stock Transactions Disclosure Abstract | |
9. Common Stock | 9. Common Stock Issued a) On July 5, 2017, the Company issued 800,000 units at $0.25 per unit for cash proceeds of $200,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 5, 2020. The warrants are callable by the Company any time after July 5, 2018 with 30 days notice at a price of $0.05 per warrant. b) On July 6, 2017, the Company issued 400,000 units at $0.25 per unit for cash proceeds of $100,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 6, 2020. The warrants are callable by the Company any time after July 6, 2018 with 30 days notice at a price of $0.05 per warrant. c) On July 16, 2017, the Company issued 100,000 units at $0.25 per unit for cash proceeds of $25,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 16, 2020. The warrants are callable by the Company any time after July 16, 2018 with 30 days notice at a price of $0.05 per warrant. d) On July 17, 2017, the Company issued 290,000 units at $0.25 per unit for cash proceeds of $72,500. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 17, 2020. The warrants are callable by the Company any time after July 17, 2018 with 30 days notice at a price of $0.05 per warrant. e) On July 19, 2017, the Company issued 200,000 units at $0.15 per unit to an arm’s length consultant in exchange for services of $30,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.15. The warrants are exercisable before July 19, 2020. The warrants are callable by the Company any time after July 19, 2018 with 30 days notice at a price of $0.05 per warrant. f) On July 20, 2017, the Company issued 100,000 units at $0.25 per unit for cash proceeds of $25,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 19, 2020. The warrants are callable by the issuer any time after July 20, 2018 with 30 days notice at a price of $0.05 per warrant. g) On July 24, 2017, the Company issued 5,000 units at $0.50 per unit for cash proceeds of $2,500. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $2.00. The warrants are exercisable before July 24, 2018. h) On August 8, 2017, the Company issued 10,000 units at $1.25 per unit for cash proceeds of $12,500. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $2.00. The warrants are exercisable before February 8, 2019. i) On August 27, 2017, the Company issued 300,000 common shares at $0.25 per share for cash proceeds of $75,000. j) On September 7, 2017, the Company issued 20,000 units at $1.25 per unit for cash proceeds of $25,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $4.00. The warrants are exercisable before March 6, 2019. k) On September 21, 2017, the Company issued 156,667 common shares upon the exercise of 166,667 warrants exercised at $0.15 on a cashless basis. 10,000 common shares were held back by the Company as consideration for the exercise. l) On September 26, 2017, the Company issued 101,000 common shares at $0.15 per share upon the exercise of 101,000 warrants. m) On September 27, 2017, the Company issued 44,800 units at $1.25 per unit for cash proceeds of $56,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $4.00. The warrants are exercisable before March 30, 2019. n) On September 29, 2017, the Company issued 4,000 units at $1.25 per unit for cash proceeds of $5,000. Each unit consists of one common share, one warrant and one piggyback warrant. Each warrant entitles the holder to purchase one common share at $2.00. Each piggyback warrant entitles the holder to purchase one common share at $4.00. The warrant is exercisable before September 24, 2018 and the piggyback warrant is exercisable before September 24, 2019. o) On September 29, 2017, the Company issued 16,000 units at $1.25 per unit for cash proceeds of $20,000. Each unit consists of one common share, one warrant and one piggyback warrant. Each warrant entitles the holder to purchase one common share at $2.00. Each piggyback warrant entitles the holder to purchase one common share at $4.00. The warrant is exercisable before September 28, 2018 and the piggyback warrant is exercisable before September 28, 2019. p) On October 17, 2017, the Company issued 66,667 common shares at $0.15 per share upon the exercise of 66,667 warrants. q) On October 31, 2017, the Company issued 315,500 common shares at $0.15 per share upon the exercise of 315,500 warrants. r) On November 7, 2017, the Company issued 15,500 common shares at $0.25 per share for cash proceeds of $3,875. s) On March 2, 2018, the Company issued 120,000 common shares at $0.75 per share to an arm’s length consultant for marketing services provided, of which $84,706 was reflected as a prepaid expense at June 30, 2018. The share value was based on the quoted value of the stock at the time of issue. t) On April 4, 2018, the Company issued 16,000 common shares at $0.25 per share upon the exercise of 16,000 warrants. u) On April 26, 2018, the Company issued 100,000 common shares at $0.20 per share for cash proceeds of $20,000. v) On April 26, 2018, the Company issued 166,667 common shares at $0.20 per share for cash proceeds of $33,333. w) On May 21, 2018, the Company issued 170,000 common shares at $0.15 per share upon the exercise of 170,000 warrants. x) On June 11, 2018, the Company issued 250,000 common shares at $1.00 per share to an arm’s length consultant for referral services of which, $185,625 was reflected as a prepaid expense at June 30, 2018. The share value was based on the quoted value of the stock at the time of issue. y) On June 18, 2018, the Company issued 25,000 common shares at $0.20 per share for cash proceeds of $5,000. z) On June 20, 2018, the Company issued 20,000 common shares at $0.80 per share to an arm’s length consultant for advisory services provided. The share value was based on the quoted value of the stock at the time of issue. aa) On July 26, 2018, the Company issued 360,000 common shares at $0.15 per share upon the exercise of 360,000 warrants. As of June 30, 2018, 193,333 of the warrants exercised had been reflected as shares to be issued. bb) On July 26, 2018, the Company issued 15,000 common shares at $0.80 per share in exchange for services of $12,000 to a consultant for advisory services provided. cc) On July 26, 2018, the Company issued 206,667 common shares at $0.15 per share. As of June 30, 2018, this had been reflected as shares to be issued. dd) On July 31, 2018, the Company issued 150,000 common shares to a consultant at $0.85 per share for advisory services of $127,500 pursuant to an agreement dated June 19, 2018. As of June 30, 2018, this had been reflected as shares to be issued. ee) On August 3, 2018, the Company issued 333,333 common shares at $0.15 per share upon the exercise of 333,333 warrants. ff) On August 16, 2018, the Company issued 1,566,667 common shares at $0.15 per share upon the exercise of 1,566,667 warrants. As of June 30, 2018, 1,266,667 of the warrants exercised had been reflected as shares to be issued. gg) On August 27, 2018, the Company issued 100,000 common shares at $0.15 per share for exercise of warrants. hh) On September 5, 2018, the Company issued 66,667 common shares at $0.15 per share upon the exercise of 66,667 warrants. ii) On September 6, 2018, the Company issued 300,000 common shares at $0.25 per share upon the exercise of 300,000 warrants. jj) On September 6, 2018, the Company issued 200,000 common shares at $0.15 per share upon the exercise of 200,000 warrants. Equity to be issued (kk) As of September 30, 2018, the Company was committed to issue 100,000 shares valued at $62,000 on the quoted value of the stock at the time of the commitment, to a consultant for advisory services pursuant to an agreement dated September 15, 2018. These common shares were issued subsequent to September 30, 2018 (note 13(c)). Warrants A summary of the Company’s warrant activities is as follows: Number of Warrants Weighted-Average Exercise Weighted Average Exercise Price Weighted Average Weighted Average Remaining Life Intrinsic value Outstanding, June 30, 2018 9,866,338 $ 0.21 2.60 years $6,064,913 Exercised (2,926,667) 0.16 Expired (124,667) 0.60 Outstanding and Exercisable at September 30, 2018 6,815,004 $ 0.22 2.35 years $3,116,150 The intrinsic value of the warrants exercised during the three months ended September 30, 2018 was $1,622,800. There were no warrants exercised during the three months ended September 30, 2017. As at September 30, 2018, the following warrants were outstanding: Expiry Date Number of Warrants Issued and Exercisable Weighted Average Exercise Price $ February 2019 10,000 2.00 March 2019 64,800 4.00 July 2019 4,000 4.00 September 2019 16,000 0.44 December 2019 66,680 0.15 February 2020 350,000 0.15 March 2020 1,480,191 0.15 June 2020 450,000 0.15 July 2020 740,000 0.22 August 2020 900,000 0.25 March 2022 2,733,333 0.15 6,815,004 0.22 |
10. Stock Options
10. Stock Options | 3 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
10. Stock Options | 10. Stock Options On August 1, 2017, the Company adopted the 2017 Stock Incentive Plan (the “2017 Plan”) whereby incentive stock options issued to employees, officers, and directors of the Company shall not exceed 2,500,000 of which the purchase price of the stock options shall not be less than 100% of the fair market value of the Company’s common stock and the period for exercising the stock options not exceed 10 years from the date of grant. The option price per share with respect to each option shall be determined by the committee for non-qualified stock options. A summary of the Company’s stock option activity is as follows: Number of options Weighted average exercise price $ Outstanding, June 30, 2018 and September 30, 2018 819,120 0.70 As at September 30, 2018, the following options were outstanding: Expiry Date Number of Options Issued Number of Options Exercisable Weighted Average Exercise Price $ August 18, 2020 50,000 16,667 0.70 August 1, 2023 529,120 125,040 0.70 May 29, 2020 240,000 30,000 0.70 819,120 171,707 0.70 As at September 30, 2018, the weighted average remaining life of the options was 3.73 years. During the three months ended September 30, 2018, the Company recorded stock-based compensation expense of $126,829 (2017 - $185,540) which has been recorded as stock based compensation in the statements of operations. As of September 30, 2018, there was $221,123 of unrecognized expense related to non-vested stock-based compensation arrangements (June 30, 2018 - $347,952). The following table provides the details of the total stock-based payments expense during the three months ended September 30, 2018 and 2017: 2018 2017 Employees and directors stock-based payments $ 126,829 $ 185,540 Non-employee awards - - Total $ 126,829 $ 185,540 |
11. Segmented Information
11. Segmented Information | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
11. Segmented Information | 11. Segmented Information The following table summarizes financial information by geographic segment for the three months ended September 30, 2018: Antigua Malta Curacao U.S. Total $ $ $ $ $ Net loss 112,483 8,641 30,684 721,115 872,923 Assets 171,947 15,496 1,031 171,553 360,027 |
12. General and Administrative
12. General and Administrative Expenses | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
12. General and Administrative Expenses | 12. General and Administrative Expenses The following table summarizes general and administrative expenses for the three months ended September 30, 2018 and 2017: 2018 $ 2017 $ Advertising and promotion 309,707 42,334 Wages and benefits 80,850 37,650 Rent and utilities 20,281 10,575 Travel 16,237 28,585 Licensing and filing fees 5,570 5,250 Office expenses 89,279 28,932 Bank charges 5,625 3,202 Depreciation 12,821 1,996 Total General and Administrative Expenses 540,370 158,524 |
13. Subsequent Events
13. Subsequent Events | 3 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
13. Subsequent Events | 13. Subsequent Events a) On September 24, 2018, the Company entered into an agreement to issue senior secured convertible promissory notes bearing interest at 5% per annum (the “Notes”). The Notes, with a principal value of $2,200,000, would be purchased at a 10% discount for $2,000,000 and mature 12 months from the closing date. As at November 19, 2018, these Notes had not been issued. If the Company defaults, the holders would have the right to be paid 130% of the outstanding principal balance and accrued interest immediately due prior to such event of default. Following an event of default, interest would accrue at rate of 1.5% per month until paid. The Notes may be prepaid at any time in an amount equal to 110% of the outstanding principal and accrued interest for the first 180 days and 125% of the outstanding principal and accrued interest for days 181-365 days after issuance. In order to prepay the Notes, the Company must give at least 20 trading days written notice to the Investors, during which time the holders may convert the Notes in whole or in part. The holder of the Note would be entitled at any time after the requisite 144 holding period, to convert all or any amount of the principal face amount of the Notes then outstanding into common shares at a price of $0.60 per share. In the event of default, the conversion price would be equal to 80% of the lowest trading price of the common stock as reported on the OTCQB or other principal market where the Company's common stock is traded for the twenty prior trading days. 100% warrant coverage would be exercisable for a period of 3 years post issuance at an exercise price of $0.75 per share. The warrants would contain a cashless exercise provision if not covered by a registration statement. The Company may call the warrants if the stock trades at $1.25 for a period of 10 straight trading days and are covered by an effective registration statement and the average daily volume of the common stock for the previous 10 trading days must be greater than $75,000. The Company would pay legal fees at the closing of up to $20,000. b) On October 4, 2018, the Company issued 15,000 common shares to a consultant for advisory services pursuant to an agreement dated June 15, 2018. c) On October 12, 2018, the Company issued 100,000 shares to a consultant for advisory services pursuant to an agreement dated September 15, 2018. At September 30, 2018, these shares had been reflected as shares to be issued. d) On October 12, 2018, the Company cancelled 120,000 options that were granted during the year ended June 30, 2018 to a consultant of the Company. e) On November 13 and 14, 2018 the Company sold senior secured convertible promissory notes in the principal amount of $1,914,000 to a group of private arm’s length investors. The Company received gross proceeds of $1,740,000 from the sale of the notes, after an original issue discount of $174,000. The notes bear interest at 5% per year and are secured by all of the Company’s assets. notes in the principal amount of $1,650,000 mature on November 13, 2019. A note in the principal amount of $264,000 matures on November 14, 2019. The notes are convertible into shares of the Company’s common stock, initially at a conversion price of $0.60 per share, subject to adjustment. If an Event of Default occurs, the outstanding principal amount of the notes, plus accrued but unpaid interest, liquidated damages and other amounts owing with respect to the notes will become, at the note holder’s election, immediately due and payable in cash at the Mandatory Default Amount. The Mandatory Default Amount means the sum of 130% of the outstanding principal amount of the Notes plus accrued and unpaid interest, including default interest of 18% per year, and all other amounts, costs, expenses and liquidated damages due in respect of the notes. The note holders also received warrants which collectively allow the note holders to purchase up to 3,190,000 shares of the Company’s common stock. The warrants are initially exercisable at a price of $0.75 per share, subject to adjustment, and expire in November, 2021. The placement agent for the offering received cash compensation of $159,200 and warrants to purchase 638,000 shares of the Company’s common stock, at an initial exercise price of $0.75 per share, subject to adjustment (“Agent Warrants”). The Agent Warrants may be exercised on a “cashless” basis and will expire in November 2023. |
2. Presentation of Financial _2
2. Presentation of Financial Statements (Policies) | 3 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed interim consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) set forth in Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These financial statements should be read along with the Annual Report filed on Form 10-K of the Company for the The Company's consolidated financial statements are prepared using the accrual method of accounting. The consolidated statements include the accounts of the Company and its wholly owned subsidiaries Esports Services Antigua Ltd., Vie Esports Services B.V., Esport Services (Malta) Limited and Esports Entertainment (Malta) Ltd. All material intercompany transactions and balances have been eliminated on consolidation. |
Use of Estimates and Assumptions | Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements. ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The ASU provides clarity to preparers on the treatment of eight specific items within an entity’s statement of cash flows. The guidance becomes effective for all public entities in fiscal years beginning after December 15, 2017, including interim periods therein. The adoption of the amended guidance did not have a material impact on the Company’s financial statements. ASU No. 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting. The ASU amends the scope of modification accounting for share-based arrangements and provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. The guidance becomes effective for annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. The adoption of the amended guidance did not have a material impact on the Company’s financial statements. In March 2018, FASB issued ASU 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. ASU 2018-05 amends SEC paragraphs in ASC 740 to reflect SEC Staff Accounting Bulletin (SAB) No.118. When the 2017 Tax Cuts and Jobs Act (the "Act") was signed into law, the SEC staff released SAB 118 for applying Topic 740 as it relates to the Act. SAB 118 outlines the approach companies may take if they determine that the necessary information is not available (in reasonable detail) to evaluate, compute, and prepare accounting entries to recognize the effect(s) of the Act by the time the financial statements are required to be filed. Companies may use this approach when the timely determination of some or all of the income tax effect(s) from the Act is incomplete by the due date of the financial statements. SAB 118 also prescribes disclosures that reporting entities must provide in these circumstances. The amendments to the Accounting Standards Codification became effective upon issuance. The adoption of the amended guidance did not have a material impact on the Company’s financial statements. The following are new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. ASU No. 2016-02, Leases (Topic 842), On February 25, 2016, the FASB issued a new standard which requires lessees to recognize almost all leases on their balance sheet as a right-of-use asset and a lease liability. The new guidance will require the asset and liability to be initially measured at the present value of the lease payments in the statement of financial position. The new guidance will also require the company to recognize interest expense on the lease liability separately from the amortization of the right-use-asset for finance leases and recognize a single lease cost allocated on a straight-line basis over the lease term for operating leases, in the statement of comprehensive income. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years with early application permitted. The Company is currently evaluating this guidance to determine the impact it may have on the Company’s financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other- Internal-Use Software (Subtopic 350-40). This ASU addresses customer’s accounting for implementation costs incurred in a cloud computing arrangement that is a service contract and also adds certain disclosure requirements related to implementation costs incurred for internal-use software and cloud computing arrangements. The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). This ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. The amendments in this ASU can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820). The ASU eliminates such disclosures as the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy. The ASU adds new disclosure requirements for Level 3 measurements. This ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for any eliminated or modified disclosures. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements. In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718). This ASU eliminated most of the differences between accounting guidance for share-based compensation granted to nonemployees and the guidance for share-based compensation granted to employees. The ASU supersedes the guidance for nonemployees and expands the scope of the guidance for employees to include both. This ASU is effective for annual periods beginning after December 15, 2018, and interim periods within those years. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements. |
3. Intangible Assets (Tables)
3. Intangible Assets (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | September 30, 2018 June 30, 2018 Accumulated Accumulated Cost Depreciation Cost Depreciation Online gaming website $ 127,133 $ 14,125 $ 127,133 $ 3,532 Total $ 127,133 $ 14,125 $ 127,133 $ 3,532 Net carrying amount $ 113,008 $ 123,601 |
4. Equipment (Tables)
4. Equipment (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Equipment | September 30, 2018 June 30, 2018 Accumulated Accumulated Cost Depreciation Cost Depreciation Computer equipment $ 16,102 $ 6,079 $ 14,450 $ 4,863 Furniture and equipment 20,241 5,397 20,241 4,385 Total $ 36,343 11,476 $ 34,691 9,248 Net carrying amount $ 24,867 $ 25,443 |
8. Commitments and Contingenc_2
8. Commitments and Contingencies (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commercial office lease | 2019 $ 36,975 2020 49,300 2021 49,300 2022 49,300 2023 20,500 $ 205,375 2019 $ 15,731 2020 17,478 $ 33,209 |
9. Common Stock (Tables)
9. Common Stock (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Stock Transactions Disclosure Abstract | |
Warrant Activities | Number of Warrants Weighted-Average Exercise Weighted Average Exercise Price Weighted Average Weighted Average Remaining Life Intrinsic value Outstanding, June 30, 2018 9,866,338 $ 0.21 2.60 years $6,064,913 Exercised (2,926,667) 0.16 Expired (124,667) 0.60 Outstanding and Exercisable at September 30, 2018 6,815,004 $ 0.22 2.35 years $3,116,150 |
Warrants Oustanding | Expiry Date Number of Warrants Issued and Exercisable Weighted Average Exercise Price $ February 2019 10,000 2.00 March 2019 64,800 4.00 July 2019 4,000 4.00 September 2019 16,000 0.44 December 2019 66,680 0.15 February 2020 350,000 0.15 March 2020 1,480,191 0.15 June 2020 450,000 0.15 July 2020 740,000 0.22 August 2020 900,000 0.25 March 2022 2,733,333 0.15 6,815,004 0.22 |
10. Stock Options (Tables)
10. Stock Options (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Option Activity | Number of options Weighted average exercise price $ Outstanding, June 30, 2018 and September 30, 2018 819,120 0.70 |
Stock Options Oustanding | Expiry Date Number of Options Issued Number of Options Exercisable Weighted Average Exercise Price $ August 18, 2020 50,000 16,667 0.70 August 1, 2023 529,120 125,040 0.70 May 29, 2020 240,000 30,000 0.70 819,120 171,707 0.70 |
Stock Compensation Vesting Schedule and Compensation Expense | 2018 2017 Employees and directors stock-based payments $ 126,829 $ 185,540 Non-employee awards - - Total $ 126,829 $ 185,540 |
11. Segmented Information (Tabl
11. Segmented Information (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Geographic Segment Financial Information | Antigua Malta Curacao U.S. Total $ $ $ $ $ Net loss 112,483 8,641 30,684 721,115 872,923 Assets 171,947 15,496 1,031 171,553 360,027 |
12. General and Administrativ_2
12. General and Administrative Expenses (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
General and Administrative Expenses | 2018 $ 2017 $ Advertising and promotion 309,707 42,334 Wages and benefits 80,850 37,650 Rent and utilities 20,281 10,575 Travel 16,237 28,585 Licensing and filing fees 5,570 5,250 Office expenses 89,279 28,932 Bank charges 5,625 3,202 Depreciation 12,821 1,996 Total General and Administrative Expenses 540,370 158,524 |
1. Nature of Operations and Con
1. Nature of Operations and Continuance of Business (Details Narrative) - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 |
Nature Of Operations And Going Concern | ||
Accumulated Deficit | $ (4,675,745) | $ (3,802,822) |
Working Capital | $ (316,280) |
3. Intangible Assets - Intangib
3. Intangible Assets - Intangible Assets (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Online gaming website, cost | $ 127,133 | $ 127,133 |
Total, cost | 127,133 | 127,133 |
Online gaming website, accumulated Depreciation | 14,125 | 3,532 |
Total, accumulated depreciation | 14,125 | 3,532 |
Net carrying amount | $ 113,008 | $ 123,601 |
4. Intangible Assets (Details N
4. Intangible Assets (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Online gambling website costs written off | $ 0 | $ 22,614 | ||
Total depreciation expense | $ 10,593 | $ 1,996 |
4. Equipment - Equipment (Detai
4. Equipment - Equipment (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | ||
Computer equipment, cost | $ 16,102 | $ 14,450 |
Computer equipment, accumulated depreciation | 6,079 | 4,863 |
Furniture and equipment, cost | 20,241 | 20,241 |
Furniture and equipment, accumulated depreciation | 5,397 | 4,385 |
Total cost | 36,343 | 34,691 |
Total accumulated depreciation | 11,476 | 9,248 |
Net carrying amount | $ 24,867 | $ 25,443 |
4. Equipment (Details Narrative
4. Equipment (Details Narrative) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 2,228 | $ 0 |
5. Accounts Payable (Details Na
5. Accounts Payable (Details Narrative) - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 415,395 | $ 248,356 |
Trade payables | 329,107 | 210,380 |
Payroll liabilities | $ 86,288 | $ 37,976 |
6. Related Party Transactions (
6. Related Party Transactions (Details Narrative) - USD ($) | 12 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Mar. 14, 2016 | |
Rent incurred to an officer | $ 6,000 | $ 4,563 | |||
Shares issued to affiliates for advisory services, shares | 200,000 | ||||
Shares issued to affiliates for advisory services, price per share | $ 40,000 | ||||
Director compensation salary | 37,976 | $ 86,288 | |||
CEO salary | 120,000 | ||||
Ardmore Software consulting fees | 71,135 | 50,000 | |||
Swiss Interactive Software consulting fees | 183,204 | 0 | |||
Swiss Interactive Software rent expense | $ 16,334 | $ 0 | |||
Owed to Lim | |||||
Owed to officer | $ 1,667 | ||||
Director compensation salary | 20,000 | ||||
Owed to Rozum | |||||
Owed to officer | $ 0 | ||||
Shares issued to affiliates for advisory services, shares | 111,250 | ||||
Shares issued to affiliates for advisory services, value | $ 45,000 | ||||
Director compensation salary | 20,000 | ||||
Owed to Watt | |||||
Owed to officer | $ 23,059 | ||||
Shares issued to affiliates for advisory services, shares | 29,190 | ||||
Shares issued to affiliates for advisory services, value | $ 12,352 | ||||
Director compensation salary | 25,000 | ||||
Owed to Kozlowski | |||||
Owed to officer | 0 | ||||
Shares issued to affiliates for advisory services, value | 4,670 | ||||
Director compensation salary | 80,508 | ||||
Owed to Johnson | |||||
Owed to officer | 30,975 | ||||
Rent owed to officer | $ 1,551 |
7. Promissory Notes (Details Na
7. Promissory Notes (Details Narrative) - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 03, 2016 | |
Convertible promissory note amount | $ 60,000 | ||
Interest of Convertible promissory note | 8.00% | ||
Due date of convertible promissory note | Mar. 3, 2016 | ||
Discount on convertible promissory note | $ 5,000 | ||
Finder's fee paid on convertible promissory note | $ 5,000 | ||
Default interest rate on convertible promissory note | 18.00% | ||
Warrants issued with promissory note | 427,777 | ||
Term of warrants | 5 years | ||
Exercise price of warrants | $ 0.14 | ||
Common shares issued from warrants converted | 230,300 | ||
Convertible to common shares, price per share | $ .13 | ||
Default conversion price equal to lowest trading price | 65.00% | ||
Additional paid in capital recognized from the warrants | $ 38,432 | ||
Amortization of debt discount to interest expense | $ 60,000 | $ 0 |
8. Commitments and Contingenc_3
8. Commitments and Contingencies (Details) - USD ($) | 12 Months Ended | 36 Months Ended | 60 Months Ended | ||||||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Apr. 30, 2020 | Jun. 30, 2019 | Apr. 30, 2019 | Apr. 30, 2020 | Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |||||||||
Lease agreement commitment #1 | $ 17,478 | $ 15,731 | $ 33,209 | ||||||
Lease agreement commitment #2 | $ 20,500 | $ 49,300 | $ 49,300 | $ 49,300 | $ 36,975 | $ 205,375 |
8. Commitments and Contingenc_4
8. Commitments and Contingencies (Details Narrative) | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Management Agreements | $ 246,664 |
Consulting Agreements | 91,000 |
Monthly Service Agreement | $ 8,736 |
9. Common Stock (Details)
9. Common Stock (Details) - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 |
Weighted Average Exercise Price of Warrants, duration | $ 0.14 | ||||
Outstanding | |||||
Number of Warrant Shares, instant | 6,815,004 | 9,866,338 | 6,815,004 | 9,866,338 | |
Weighted Average Exercise Price of Warrants, instant | $ .21 | $ .21 | |||
Remaining Term of Warrants | 2 years 4 months | 2 years 7 months | |||
Warrant Shares Intrinsic Value | $ 3,116,150 | $ 6,064,913 | $ 3,116,150 | $ 6,064,913 | |
Exercised | |||||
Number of Warrant Shares, duration | (2,926,667) | ||||
Weighted Average Exercise Price of Warrants, duration | $ .16 | ||||
Expired | |||||
Number of Warrant Shares, duration | (124,667) | ||||
Weighted Average Exercise Price of Warrants, duration | $ .60 |
9. Common Stock (Details Narrat
9. Common Stock (Details Narrative) - USD ($) | 12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||
Jun. 30, 2018 | Oct. 31, 2018 | Oct. 12, 2018 | Oct. 04, 2018 | Sep. 30, 2018 | Jun. 20, 2018 | Jun. 18, 2018 | Jun. 11, 2018 | May 21, 2018 | Apr. 26, 2018 | Apr. 04, 2018 | Mar. 02, 2018 | Nov. 07, 2017 | Oct. 17, 2017 | Sep. 29, 2017 | Sep. 26, 2017 | Sep. 25, 2017 | Sep. 07, 2017 | Aug. 27, 2017 | Aug. 08, 2017 | Aug. 01, 2017 | Jul. 24, 2017 | Jul. 20, 2017 | Jul. 19, 2017 | Jul. 17, 2017 | Jul. 16, 2017 | Jul. 06, 2017 | Jul. 05, 2017 | May 16, 2017 | Apr. 22, 2017 | Apr. 01, 2017 | Mar. 31, 2017 | Mar. 24, 2017 | Mar. 08, 2017 | Mar. 01, 2017 | Feb. 21, 2017 | Dec. 31, 2016 | Nov. 30, 2016 | Sep. 21, 2016 | Jun. 30, 2016 | Apr. 07, 2016 | Mar. 14, 2016 | Aug. 24, 2015 | Jul. 27, 2015 | |
Stock Transactions Disclosure Abstract | ||||||||||||||||||||||||||||||||||||||||||||
Shares issued for services, shares | 40,440 | 100,000 | 15,000 | 20,000 | 250,000 | 120,000 | 400,000 | 100,000 | 550,000 | 300,000 | 60,000 | 106,000 | ||||||||||||||||||||||||||||||||
Shares issued for services, value | $ 32,352 | $ 16,000 | $ 185,625 | $ 84,706 | $ 60,000 | $ 25,000 | $ 137,500 | $ 60,000 | $ 12,000 | $ 21,200 | ||||||||||||||||||||||||||||||||||
Shares issued for cash, shares | 44,800 | 25,000 | 100,000 | 15,500 | 66,667 | 21,000 | 416,500 | 4,000 | 20,000 | 300,000 | 10,000 | 5,000 | 100,000 | 200,000 | 400,000 | 100,000 | 40,000 | 800,000 | 600,000 | 92,000 | 2,896,857 | 4,136,667 | 360,000 | 100,000 | 66,680 | 200,000 | 466,680 | 266,666 | 60,000 | |||||||||||||||
Shares issued for cash, amount | $ 56,000 | $ 5,000 | $ 20,000 | $ 25,000 | ||||||||||||||||||||||||||||||||||||||||
Shares issued for cash, price per share | $ 1.25 | $ .20 | $ .20 | $ .25 | $ .15 | $ 1.25 | $ .15 | $ 1.25 | $ 1.25 | $ .25 | $ .25 | $ .50 | $ .25 | $ .25 | $ .25 | $ .25 | $ .25 | $ .25 | $ 0.25 | $ .25 | $ .15 | $ .15 | $ .15 | $ 0.15 | $ 0.15 | $ 0.15 | $ .15 | $ .15 | $ .10 | |||||||||||||||
Warrants issued with Share purchases | 66,667 | 4,000 | 20,000 | 100,000 | 5,000 | 100,000 | 200,000 | 400,000 | 100,000 | 40,000 | 800,000 | 600,000 | 2,896,857 | 4,136,667 | 250,000 | 100,000 | 66,680 | 200,000 | ||||||||||||||||||||||||||
Exercise price of stock purchase warrants | $ 0.15 | $ .15 | $ .25 | $ 2 | $ 4 | $ 2 | $ .50 | $ .25 | $ .25 | $ .25 | $ .25 | $ .25 | $ .25 | $ 0.25 | $ 0.15 | $ .15 | $ 62,500 | $ .15 | $ .15 | $ .15 | ||||||||||||||||||||||||
Shares issued to affiliates for advisory services, shares | 200,000 | |||||||||||||||||||||||||||||||||||||||||||
Shares issued to affiliates for advisory services, price per share | $ 40,000 | |||||||||||||||||||||||||||||||||||||||||||
Shares issued to for website services, price per share | $ 315,000 | $ 170,000 | $ 16,000 | |||||||||||||||||||||||||||||||||||||||||
Shares issued for warrant conversions | $ 166,667 | |||||||||||||||||||||||||||||||||||||||||||
Stock Options Authorized | 2,500,000 | |||||||||||||||||||||||||||||||||||||||||||
Stock options granted | 819,120 | 819,120 | 521,500 |
10. Stock Options - Stock Optio
10. Stock Options - Stock Option Activity (Details) - $ / shares | Sep. 30, 2018 | Jun. 30, 2018 | Aug. 01, 2017 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Number of stock options outstanding | 819,120 | 819,120 | 521,500 |
Weighted average exercise price | $ .70 | $ .70 |
10. Stock Options - Stock Opt_2
10. Stock Options - Stock Options Oustanding Value (Details) - USD ($) | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Number of Options Issued | 819,120 | ||
Number of Options Exercisable | 171,707 | ||
Weighted Average Exercise Price | $ .70 | $ .70 | |
Employees and directors stock-based payments | $ 126,829 | $ 185,540 | |
Expires 08/18/2020 | |||
Number of Options Issued | 50,000 | ||
Number of Options Exercisable | 16,667 | ||
Weighted Average Exercise Price | $ 0.70 | ||
Expires 08/01/2023 | |||
Number of Options Issued | 529,120 | ||
Number of Options Exercisable | 125,040 | ||
Weighted Average Exercise Price | $ 0.70 | ||
Expires 05/29/2020 | |||
Number of Options Issued | 240,000 | ||
Number of Options Exercisable | 30,000 | ||
Weighted Average Exercise Price | $ 0.70 |
11. Segmented Information - Geo
11. Segmented Information - Geographic Segment Financial Information (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Net loss | $ (872,923) | $ (575,028) |
Assets | 360,027 | |
Antigua | ||
Net loss | 112,483 | |
Assets | 171,947 | |
Malta | ||
Net loss | 8,641 | |
Assets | 15,496 | |
Curacao | ||
Net loss | 30,684 | |
Assets | 1,031 | |
U.S. | ||
Net loss | 721,115 | |
Assets | $ 171,553 |
12. General and Administrativ_3
12. General and Administrative Expenses - General and Administrative Expenses (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Notes to Financial Statements | ||
Advertising and promotion | $ 309,707 | $ 42,334 |
Wages and benefits | 80,850 | 37,650 |
Rent and utilities | 20,281 | 10,575 |
Travel | 16,237 | 28,585 |
Licensing and filing fees | 5,570 | 5,250 |
Office expenses | 89,279 | 28,932 |
Bank charges | 5,625 | 3,202 |
Depreciation | 12,821 | 1,996 |
Total General and Administrative Expenses | $ 540,370 | $ 158,524 |
13. Subsequent Events (Details
13. Subsequent Events (Details Narrative) - USD ($) | Nov. 14, 2018 | Oct. 31, 2018 | Oct. 12, 2018 | Oct. 04, 2018 | Sep. 30, 2018 | Sep. 24, 2018 | Jun. 30, 2018 | Jun. 20, 2018 | Jun. 18, 2018 | Jun. 11, 2018 | May 21, 2018 | Apr. 26, 2018 | Apr. 04, 2018 | Mar. 02, 2018 | Nov. 07, 2017 | Oct. 17, 2017 | Sep. 29, 2017 | Sep. 26, 2017 | Sep. 25, 2017 | Sep. 07, 2017 | Aug. 27, 2017 | Aug. 08, 2017 | Aug. 01, 2017 | Jul. 24, 2017 | Jul. 20, 2017 | Jul. 19, 2017 | Jul. 17, 2017 | Jul. 16, 2017 | Jul. 06, 2017 | Jul. 05, 2017 | May 16, 2017 | Apr. 22, 2017 | Apr. 01, 2017 | Mar. 31, 2017 | Mar. 24, 2017 | Mar. 08, 2017 | Mar. 01, 2017 | Feb. 21, 2017 | Dec. 31, 2016 | Nov. 30, 2016 | Sep. 21, 2016 | Jun. 30, 2016 | Apr. 07, 2016 | Mar. 14, 2016 | Aug. 24, 2015 | Jul. 27, 2015 |
Subsequent Events [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Senior secured convertible promissory notes, Amount | $ 1,740,000 | $ 2,200,000 | ||||||||||||||||||||||||||||||||||||||||||||
Senior secured convertible promissory notes, Percent | 5.00% | 5.00% | ||||||||||||||||||||||||||||||||||||||||||||
Senior secured convertible promissory notes, Discount | $ 174,000 | |||||||||||||||||||||||||||||||||||||||||||||
Shares issued for services, shares | 100,000 | 15,000 | 40,440 | 20,000 | 250,000 | 120,000 | 400,000 | 100,000 | 550,000 | 300,000 | 60,000 | 106,000 | ||||||||||||||||||||||||||||||||||
Shares issued for services, value | $ 32,352 | $ 16,000 | $ 185,625 | $ 84,706 | $ 60,000 | $ 25,000 | $ 137,500 | $ 60,000 | $ 12,000 | $ 21,200 | ||||||||||||||||||||||||||||||||||||
Shares issued for cash, shares | 44,800 | 25,000 | 100,000 | 15,500 | 66,667 | 21,000 | 416,500 | 4,000 | 20,000 | 300,000 | 10,000 | 5,000 | 100,000 | 200,000 | 400,000 | 100,000 | 40,000 | 800,000 | 600,000 | 92,000 | 2,896,857 | 4,136,667 | 360,000 | 100,000 | 66,680 | 200,000 | 466,680 | 266,666 | 60,000 | |||||||||||||||||
Shares issued for cash, amount | $ 56,000 | $ 5,000 | $ 20,000 | $ 25,000 | ||||||||||||||||||||||||||||||||||||||||||
Shares issued for cash, price per share | $ 1.25 | $ .20 | $ .20 | $ .25 | $ .15 | $ 1.25 | $ .15 | $ 1.25 | $ 1.25 | $ .25 | $ .25 | $ .50 | $ .25 | $ .25 | $ .25 | $ .25 | $ .25 | $ .25 | $ 0.25 | $ .25 | $ .15 | $ .15 | $ .15 | $ 0.15 | $ 0.15 | $ 0.15 | $ .15 | $ .15 | $ .10 | |||||||||||||||||
Warrants issued with Share purchases | 66,667 | 4,000 | 20,000 | 100,000 | 5,000 | 100,000 | 200,000 | 400,000 | 100,000 | 40,000 | 800,000 | 600,000 | 2,896,857 | 4,136,667 | 250,000 | 100,000 | 66,680 | 200,000 | ||||||||||||||||||||||||||||
Exercise price of stock purchase warrants | $ 0.15 | $ .15 | $ .25 | $ 2 | $ 4 | $ 2 | $ .50 | $ .25 | $ .25 | $ .25 | $ .25 | $ .25 | $ .25 | $ 0.25 | $ 0.15 | $ .15 | $ 62,500 | $ .15 | $ .15 | $ .15 | ||||||||||||||||||||||||||
Stock Options Authorized | 2,500,000 | |||||||||||||||||||||||||||||||||||||||||||||
Stock options granted | 819,120 | 819,120 | 521,500 |