Cover
Cover - shares | 9 Months Ended | |
Mar. 31, 2023 | May 12, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | INTEGRATED VENTURES, INC. | |
Entity Central Index Key | 0001520118 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Mar. 31, 2023 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Entity Common Stock Shares Outstanding | 2,860,609 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 000-55681 | |
Entity Incorporation State Country Code | NV | |
Entity Tax Identification Number | 82-1725385 | |
Entity Address Address Line 1 | 18385 Route 287 | |
Entity Address City Or Town | Tioga | |
Entity Address State Or Province | PA | |
Entity Address Postal Zip Code | 16946 | |
City Area Code | 215 | |
Local Phone Number | 613-9898 | |
Security 12g Title | Common Stock, $0.001 par value | |
Trading Symbol | INTV | |
Entity Interactive Data Current | Yes |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Current assets: | ||
Cash | $ 298,811 | $ 490,280 |
Prepaid expenses and other current assets | 11,380 | 2,500 |
Total current assets | 310,191 | 492,780 |
Non-current assets: | ||
Equipment deposits | 0 | 2,355,167 |
Property and equipment, net of accumulated depreciation and amortization of $2,922,926 and $1,688,399 as of March 31, 2023 and June 30, 2022, respectively | 12,867,130 | 13,281,384 |
Digital currencies | 333,496 | 72,885 |
Deposits | 578,847 | 78,847 |
Total non-current assets | 13,779,473 | 15,788,283 |
Total assets | 14,089,664 | 16,281,063 |
Current liabilities: | ||
Accounts payable | 176,688 | 55,961 |
Accrued preferred stock dividends | 1,439,671 | 744,487 |
Accrued expenses | 98,493 | 9,112 |
Due to related party | 660,783 | 368,760 |
Notes payable, net of debt discount of $0 and $114,564 as of March 31, 2023 and June 30, 2022, respectively | 500,000 | 385,436 |
Total current liabilities | 2,875,635 | 1,563,756 |
Mezzanine: | ||
Commitments and contingencies | 0 | 0 |
Stockholders' equity: | ||
Common stock; $0.001 par value; 6,000,000 shares authorized; 2,780,607 and 1,657,973 shares issued and outstanding as of March 31, 2023 and June 30, 2022, respectively | 2,780 | 1,658 |
Additional paid in capital | 57,838,554 | 56,781,410 |
Accumulated deficit | (50,752,955) | (46,192,164) |
Total stockholders' equity | 7,089,029 | 10,592,307 |
Total liabilities, mezzanine and stockholders' equity | 14,089,664 | 16,281,063 |
Series C Preferred Stock [Member] | ||
Mezzanine: | ||
Preferred stock, Value | 1,125,000 | 1,125,000 |
Series D Preferred Stock Member | ||
Mezzanine: | ||
Preferred stock, Value | 3,000,000 | 3,000,000 |
Series A Preferred Stock [Member] | ||
Mezzanine: | ||
Preferred stock, Value | 500 | 500 |
Series B Preferred Stock [Member] | ||
Mezzanine: | ||
Preferred stock, Value | $ 150 | $ 903 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Accumulated Depreciation And Amortization | $ 2,922,926 | $ 1,688,399 |
Notes payable, net of discounts | $ 0 | $ 114,564 |
Common Stock, Shares Par Value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 6,000,000 | 6,000,000 |
Common Stock, Shares Issued | 2,780,607 | 1,657,973 |
Common Stock, Shares Outstanding | 2,780,607 | 1,657,973 |
Series C Preferred Stock [Member] | ||
Preferred Stock, Shares Par Value | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 3,000 | 3,000 |
Preferred Stock, Shares Issued | 1,125 | 1,125 |
Preferred Stock, Shares Outstanding | 1,125 | 1,125 |
Series B Preferred Stock [Member] | ||
Preferred Stock, Shares Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 |
Preferred Stock, Shares Issued | 150,003 | 902,633 |
Preferred Stock, Shares Outstanding | 812,633 | 902,633 |
Series D Preferred Stock [Member] | ||
Preferred Stock, Shares Par Value | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 4,000 | 4,000 |
Preferred Stock, Shares Issued | 3,000 | 3,000 |
Preferred Stock, Shares Outstanding | 3,000 | 3,000 |
Series A Preferred Stock [Member] | ||
Preferred Stock, Shares Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 |
Preferred Stock, Shares Issued | 500,000 | 500,000 |
Preferred Stock, Shares Outstanding | 500,000 | 500,000 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Revenue: | ||||
Cryptocurrency mining | $ 1,440,714 | $ 964,319 | $ 2,366,371 | $ 4,080,688 |
Sales of cryptocurrency mining equipment | 0 | 467,500 | 0 | 1,814,110 |
Total revenue, net | 1,440,714 | 1,431,819 | 2,366,371 | 5,894,798 |
Cost of revenues: | ||||
Depreciation | 1,469,196 | 417,312 | 2,291,301 | 1,142,192 |
Mining costs | 976,957 | 707,015 | 1,602,434 | 1,866,476 |
Total cost of revenues | 2,446,153 | 1,124,327 | 3,893,735 | 3,008,668 |
Gross profit (loss) | (1,005,439) | 307,492 | (1,527,364) | 2,886,130 |
Operating expenses: | ||||
General and administrative | 305,376 | 118,687 | 1,000,900 | 2,398,424 |
Loss on disposition of property and equipment | 463,919 | 46,999 | 510,634 | 46,999 |
Total operating expenses | 769,295 | 165,686 | 1,511,534 | 2,445,423 |
Income (loss) from operations | (1,774,734) | 141,806 | (3,038,898) | 440,707 |
Other income (expense): | ||||
Interest expense | (36,281) | (53) | (254,182) | (515) |
Realized gain (loss) on sale of digital currencies | 55,400 | (215,758) | (12,514) | 312,075 |
Loss on exercise of warrants | (11,000) | 0 | (11,000) | 0 |
Gain on forgiveness of debt | 0 | 0 | 0 | 5,924 |
Total other income (expense) | 8,119 | (215,811) | (277,696) | 317,484 |
Income (loss) before income taxes | (1,766,615) | (74,005) | (3,316,594) | 758,191 |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net income (loss) | (1,766,615) | (74,005) | (3,316,594) | 758,191 |
Deemed dividend for warrant modification | (93,337) | 0 | (255,374) | 0 |
Dividends on Preferred Stock | (203,281) | (139,640) | (988,823) | (406,662) |
Net income (loss) attributable to shareholders | $ (2,063,233) | $ (213,645) | $ (4,560,791) | $ 351,529 |
Net income (loss) per common share attributable to shareholders, basic | $ (0.88) | $ (0.13) | $ (2.23) | $ 0.21 |
Net income (loss) per common share attributable to shareholders, diluted | $ (0.88) | $ (0.13) | $ (2.23) | $ 0.15 |
Weighted average number of common shares outstanding, basic | 2,341,368 | 1,641,173 | 2,043,596 | 1,636,674 |
Weighted average number of common shares outstanding, diluted | 2,341,368 | 1,641,173 | 2,043,596 | 2,332,016 |
CONDENSED STATEMENTS OF STOCKHO
CONDENSED STATEMENTS OF STOCKHOLDERS EQUITY (Unaudited) - USD ($) | Total | Series C, Preferred Stock | Series D, Preferred Stock | Series A, Preferred Stock | Series B, Preferred Stock | Common Stock | Common Stock Payable | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) |
Balance, shares at Jun. 30, 2021 | 1,125 | 3,000 | 500,000 | 727,370 | 1,555,901 | ||||
Balance, amount at Jun. 30, 2021 | $ 8,964,882 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 727 | $ 1,556 | $ 5,480,000 | $ 48,558,195 | $ (45,076,096) |
Issuance of common stock for conversion of Series B preferred stock, shares | (24,737) | 19,790 | |||||||
Issuance of common stock for conversion of Series B preferred stock, amount | 0 | 0 | 0 | 0 | $ (24) | $ 20 | 0 | 4 | 0 |
Issuance of common shares for common stock payable, shares | 64,000 | ||||||||
Issuance of common shares for common stock payable, amount | 0 | 0 | 0 | 0 | 0 | $ 64 | (5,480,000) | 5,479,936 | 0 |
Preferred stock dividends | (131,509) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (131,509) |
Net income | 1,347,457 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | 0 | 0 | 1,347,457 |
Balance, shares at Sep. 30, 2021 | 1,125 | 3,000 | 500,000 | 702,633 | 1,639,691 | ||||
Balance, amount at Sep. 30, 2021 | 10,180,830 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 703 | $ 1,640 | 0 | 54,038,135 | (43,860,148) |
Balance, shares at Jun. 30, 2021 | 1,125 | 3,000 | 500,000 | 727,370 | 1,555,901 | ||||
Balance, amount at Jun. 30, 2021 | 8,964,882 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 727 | $ 1,556 | 5,480,000 | 48,558,195 | (45,076,096) |
Net income | 758,191 | ||||||||
Balance, shares at Mar. 31, 2022 | 1,125 | 3,000 | 500,000 | 752,633 | 1,641,173 | ||||
Balance, amount at Mar. 31, 2022 | 11,237,144 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 753 | $ 1,641 | 0 | 55,958,817 | (44,724,567) |
Balance, shares at Sep. 30, 2021 | 1,125 | 3,000 | 500,000 | 702,633 | 1,639,691 | ||||
Balance, amount at Sep. 30, 2021 | 10,180,830 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 703 | $ 1,640 | 0 | 54,038,135 | (43,860,148) |
Preferred stock dividends | (135,513) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (135,513) |
Net income | (515,261) | 0 | 0 | 0 | 0 | $ 0 | 0 | 0 | (515,261) |
Issuance of common stock for services, shares | 1,482 | ||||||||
Issuance of common stock for services, amount | 40,733 | 0 | 0 | 0 | $ 0 | $ 1 | 0 | 40,732 | 0 |
Issuance of Series B preferred stock for related party compensation, shares | 50,000 | ||||||||
Issuance of Series B preferred stock for related party compensation, amount | 1,880,000 | $ 0 | $ 0 | $ 0 | $ 50 | $ 0 | 0 | 1,879,950 | 0 |
Balance, shares at Dec. 31, 2021 | 1,125 | 3,000 | 500,000 | 752,633 | 1,641,173 | ||||
Balance, amount at Dec. 31, 2021 | 11,450,789 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 753 | $ 1,641 | 0 | 55,958,817 | (44,510,922) |
Preferred stock dividends | (139,640) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (139,640) |
Net income | (74,005) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | 0 | 0 | (74,005) |
Balance, shares at Mar. 31, 2022 | 1,125 | 3,000 | 500,000 | 752,633 | 1,641,173 | ||||
Balance, amount at Mar. 31, 2022 | 11,237,144 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 753 | $ 1,641 | 0 | 55,958,817 | (44,724,567) |
Balance, shares at Jun. 30, 2022 | 1,125 | 3,000 | 500,000 | 902,633 | 1,657,973 | ||||
Balance, amount at Jun. 30, 2022 | 10,592,307 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 903 | $ 1,658 | 0 | 56,781,410 | (46,192,164) |
Issuance of common stock for conversion of Series B preferred stock, shares | (190,000) | 152,000 | |||||||
Issuance of common stock for conversion of Series B preferred stock, amount | 0 | 0 | 0 | 0 | $ (190) | $ 152 | 0 | 38 | 0 |
Preferred stock dividends | (153,255) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (153,255) |
Net income | (786,382) | 0 | 0 | 0 | $ 0 | 0 | 0 | 0 | (786,382) |
Issuance of Series B preferred stock for related party compensation, shares | 50,000 | ||||||||
Issuance of Series B preferred stock for related party compensation, amount | 207,500 | 0 | 0 | 0 | $ 50 | $ 0 | 0 | 207,450 | 0 |
Issuance of common shares for cashless exercise of warrants | 164,061 | ||||||||
Issuance of common shares for exercise of warrants, amount | 0 | 0 | 0 | 0 | 0 | $ 164 | 0 | (164) | 0 |
Deemed dividend for warrant modification | 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | 0 | 162,037 | (162,037) |
Balance, shares at Sep. 30, 2022 | 1,125 | 3,000 | 500,000 | 762,633 | 1,974,034 | ||||
Balance, amount at Sep. 30, 2022 | 9,860,170 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 763 | $ 1,974 | 0 | 57,150,771 | (47,293,838) |
Balance, shares at Jun. 30, 2022 | 1,125 | 3,000 | 500,000 | 902,633 | 1,657,973 | ||||
Balance, amount at Jun. 30, 2022 | 10,592,307 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 903 | $ 1,658 | 0 | 56,781,410 | (46,192,164) |
Net income | (3,316,594) | ||||||||
Balance, shares at Mar. 31, 2023 | 1,125 | 3,000 | 500,000 | 150,003 | 2,780,607 | ||||
Balance, amount at Mar. 31, 2023 | 7,089,029 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 150 | $ 2,780 | 0 | 57,838,554 | (50,752,955) |
Balance, shares at Sep. 30, 2022 | 1,125 | 3,000 | 500,000 | 762,633 | 1,974,034 | ||||
Balance, amount at Sep. 30, 2022 | 9,860,170 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 763 | $ 1,974 | 0 | 57,150,771 | (47,293,838) |
Preferred stock dividends | (632,287) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (632,287) |
Net income | (763,597) | 0 | 0 | 0 | $ 0 | 0 | 0 | 0 | (763,597) |
Issuance of Series B preferred stock for related party compensation, shares | 50,000 | ||||||||
Issuance of Series B preferred stock for related party compensation, amount | 145,000 | $ 0 | $ 0 | $ 0 | $ 50 | $ 0 | 0 | 144,950 | 0 |
Issuance of common shares for cashless exercise of warrants | 31,334 | ||||||||
Issuance of common shares for cashless exercise of warrants, amount | 0 | $ 31 | (31) | 0 | |||||
Balance, shares at Dec. 31, 2022 | 1,125 | 3,000 | 500,000 | 812,633 | 2,005,368 | ||||
Balance, amount at Dec. 31, 2022 | 8,609,286 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 813 | $ 2,005 | 0 | 57,295,690 | (48,689,722) |
Issuance of common stock for conversion of Series B preferred stock, shares | (712,630) | 570,104 | |||||||
Issuance of common stock for conversion of Series B preferred stock, amount | 0 | 0 | 0 | 0 | $ (713) | $ 570 | 0 | 143 | 0 |
Preferred stock dividends | (203,281) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (203,281) |
Net income | (1,766,615) | 0 | 0 | 0 | $ 0 | 0 | 0 | 0 | (1,766,615) |
Issuance of Series B preferred stock for related party compensation, shares | 50,000 | ||||||||
Issuance of Series B preferred stock for related party compensation, amount | 145,000 | 0 | 0 | 0 | $ 50 | $ 0 | 0 | 144,950 | 0 |
Issuance of common shares for cashless exercise of warrants | 88,000 | ||||||||
Issuance of common shares for exercise of warrants, amount | 11,000 | $ 88 | 0 | 10,912 | 0 | ||||
Deemed dividend for warrant modification | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 93,337 | (93,337) |
Issuance of common shares for cashless exercise of warrants, amount | 0 | $ 39 | (39) | 0 | |||||
Issuance of common shares for cashless exercise of warrants, shares | 38,820 | ||||||||
Issuance of common shares for settlement of accrued dividends, shares | 78,304 | ||||||||
Issuance of common shares for settlement of accrued dividends, amount | 293,639 | 0 | 0 | 0 | 0 | $ 78 | 0 | 293,561 | 0 |
Rounding shares due to reverse split | 11 | ||||||||
Common stock issued, amount | 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | 0 | 0 | 0 |
Balance, shares at Mar. 31, 2023 | 1,125 | 3,000 | 500,000 | 150,003 | 2,780,607 | ||||
Balance, amount at Mar. 31, 2023 | $ 7,089,029 | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 150 | $ 2,780 | $ 0 | $ 57,838,554 | $ (50,752,955) |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ (3,316,594) | $ 758,191 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 2,291,301 | 1,142,192 |
Stock-based compensation - related party | 497,500 | 1,880,000 |
Loss on exercise of warrants | 11,000 | 0 |
Common stock issued for services | 0 | 40,733 |
Loss on disposition of property and equipment | 510,634 | 46,999 |
Amortization of debt discount | 114,564 | 0 |
Gain on forgiveness of debt | 0 | (5,924) |
Realized loss (gain) on sale of digital currencies | 12,514 | (312,075) |
Changes in operating assets and liabilities: | ||
Digital currencies | (2,398,464) | (4,080,688) |
Prepaid expenses and other current assets | (8,880) | 195,120 |
Deposits | (500,000) | 1,005,462 |
Accounts payable | 120,727 | (41,369) |
Accrued expenses | 139,381 | (2,953) |
Due to related party | 292,023 | 48,855 |
Net cash provided by (used in) operating activities | (2,234,294) | 674,543 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Equipment deposits | (32,514) | (7,218,405) |
Net proceeds from the sale of digital currencies | 2,428,290 | 6,460,183 |
Purchase of digital currencies | (302,951) | (2,001,325) |
Purchase of property and equipment | 0 | (28,575) |
Proceeds from the sale of property and equipment | 0 | 70,000 |
Net cash provided by (used in) investing activities | 2,092,825 | (2,718,122) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment of notes payable | (50,000) | (13,229) |
Net cash provided by (used in) financing activities | (50,000) | (13,229) |
Net increase (decrease) in cash | (191,469) | (2,056,808) |
Cash, cash equivalents, and restricted cash - beginning of period | 490,280 | 2,097,537 |
Cash, cash equivalents, and restricted cash - end of period | 298,811 | 40,729 |
Cash paid during the period for: | ||
Interest | 50,237 | 515 |
Income taxes | 0 | 0 |
Non-cash investing and financing activities: | ||
Equipment deposits transferred to property and equipment | 2,387,681 | 8,891,751 |
Accrued preferred stock dividends | 988,823 | 406,662 |
Conversion of Series B preferred stock for common stock | 903 | 2,474 |
Common stock issued for common stock payable | 0 | 5,480,000 |
Common stock issued for accrued dividends | 293,639 | 0 |
Common stock issued for exercise of warrants | 234 | 0 |
Deemed dividend for warrant modification | $ 255,374 | $ 0 |
ORGANIZATION BASIS OF PRESENTAT
ORGANIZATION BASIS OF PRESENTATION | 9 Months Ended |
Mar. 31, 2023 | |
ORGANIZATION BASIS OF PRESENTATION | |
Organization Basis Of Presentation | 1. ORGANIZATION BASIS OF PRESENTATION Organization Integrated Ventures, Inc. (the “Company,” “we” or “our”) was incorporated in the State of Nevada on March 22, 2011, under the name of Lightcollar, Inc. On March 20, 2015, the Company amended its articles of incorporation and changed its name from Lightcollar, Inc. to EMS Find, Inc. On May 30, 2017, Integrated Ventures, Inc. (“Integrated Ventures”), a Nevada corporation, was formed as a wholly owned subsidiary of the Company. Pursuant to an Agreement and Plan of Merger dated May 30, 2017, Integrated Ventures was merged into the Company, with the Company being the surviving corporation and changing its name to Integrated Ventures, Inc. The Company has discontinued its prior operations and changed its business focus from its prior technologies relating to the EMS Find platform to acquiring, launching, and operating companies in the cryptocurrency sector, mainly in digital currency mining, equipment manufacturing, and sales of branded mining rigs, as well as blockchain software development. The Company is developing and acquiring a diverse portfolio of digital currency assets and block chain technologies. Cryptocurrencies are a medium of exchange that uses decentralized control (a block chain) as opposed to a central bank to track and validate transactions. The Company is currently mining Bitcoin and Ethereum, whereby the Company earns revenue by solving “blocks” to be added to the block chain. The Company also purchases certain digital currencies for short-term investment purposes. On April 17, 2023, the Board of Directors of the Company approved a 1-for-125 reverse split of the Company’s shares of common stock (“Reverse Split”). The reverse split has been given retroactive effect in the financial statements for all periods presented. Basis of Presentation The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“US GAAP”) for interim financial information and the instructions to Form 10-Q and Article 8 of Regulation S-X. The results of operations for the interim period ended March 31, 2023 shown in this report are not necessarily indicative of results to be expected for the full fiscal year ending June 30, 2023. In the opinion of the Company's management, the information contained herein reflects all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the Company's results of operations, financial position and cash flows. The unaudited interim financial statements should be read in conjunction with the audited financial statements in the Company's Annual Report on Form 10-K for the year ended June 30, 2022 filed on September 28, 2022 and Management's Discussion and Analysis of Financial Condition and Results of Operations. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Summary Of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The significant accounting policies of the Company are disclosed in Notes to Financial Statements included in the Company’s Annual Report on Form 10-K. The following summary of significant accounting policies of the Company is presented to assist in understanding the Company’s interim financial statements. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles 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 date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Because of the use of estimates inherent in the financial reporting process, actual results could differ significantly from those estimates. Digital Currencies Digital currencies consist mainly of Bitcoin and Ethereum, generally received for the Company’s own account as compensation for cryptocurrency mining services, and other digital currencies purchased for short-term investment and trading purposes. Given that there is limited precedent regarding the classification and measurement of cryptocurrencies under current Generally Accepted Accounting Principles (“GAAP”), the Company has determined to account for these digital currencies as indefinite-lived intangible assets in accordance with Accounting Standards Update (“ASU”) No. 350, Intangibles – Goodwill and Other Property and Equipment Property and equipment, consisting primarily of computer and other cryptocurrency mining equipment (digital transaction verification servers), is stated at the lower of cost or estimated realizable value and is depreciated when placed into service using the straight-line method over estimated useful lives. The Company operates in an emerging industry for which limited data is available to make estimates of the useful economic lives of specialized equipment. Management has assessed the basis of depreciation of these assets and believes they should be depreciated over a three-year period due to technological obsolescence reflecting rapid development of hardware that has faster processing capacity and other factors. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of property and equipment are recorded upon disposal. During the three months ended March 31, 2023 and 2022, the Company discontinued the use of damaged or non-serviceable mining equipment and wrote off its net book value of $463,919 and $46,999, respectively, to loss on disposition of property and equipment. Loss on disposition of property and equipment were $510,634 and $46,999 in the nine months ended March 31, 2023 and 2022, respectively. Management has determined that the three-year diminishing value best reflects the current expected useful life of transaction verification servers. This assessment takes into consideration the availability of historical data and management’s expectations regarding the direction of the industry including potential changes in technology. Management will review this estimate annually and will revise such estimates as and when data becomes available. To the extent that any of the assumptions underlying management’s estimate of useful life of its transaction verification servers are subject to revision in a future reporting period, either because of changes in circumstances or through the availability of greater quantities of data, then the estimated useful life could change and have a prospective impact on depreciation expense and the carrying amounts of these assets. Payments to equipment suppliers prior to shipment of the equipment are recorded as equipment deposits. Derivatives As of March 31, 2023, and June 30, 2022, the Company had no derivative liabilities. 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. The result of this accounting treatment is that under certain circumstances the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. If 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 or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the instrument on the reclassification date. Where the number of warrants or common shares to be issued under these agreements is indeterminate, the Company has concluded that the equity environment is tainted, and all additional warrants and convertible debt are included in the value of the derivatives. We estimate the fair value of the derivatives associated with our convertible notes payable, common stock issuable pursuant to a Series B preferred stock Exchange Agreement and a stock subscription payable using, as applicable, either the Black-Scholes pricing model or multinomial lattice models that value the derivative liability based on a probability weighted discounted cash flow model using future projections of the various potential outcomes. We estimate the fair value of the derivative liabilities at the inception of the financial instruments, and, in the case of our convertible notes payable, at the date of conversions to equity and at each reporting date, recording a derivative liability, debt discount, additional paid-in capital and a gain or loss on change in derivative liabilities as applicable. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility, variable conversion prices based on market prices as defined in the respective agreements and probabilities of certain outcomes based on management projections. These inputs are subject to significant changes from period to period and to management’s judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material. Impairment of Long-Lived Assets All assets, including intangible assets subject to amortization, are reviewed for impairment when changes in circumstances indicate that the carrying amount of the asset may not be recoverable in accordance with ASC 350 and ASC 360. If the carrying amount of the asset exceeds the expected undiscounted cash flows of the asset, an impairment charge is recognized equal to the amount by which the carrying amount exceeds fair value or net realizable value. The testing of these intangibles under established guidelines for impairment requires significant use of judgment and assumptions. Changes in forecasted operations and other assumptions could materially affect the estimated fair values. Changes in business conditions could potentially require adjustments to these asset valuations. We reported no impairment expense for the three and nine months ended March 31, 2023 and 2022. Mezzanine Series C and D preferred stock that contain certain default provisions requiring mandatory cash redemption that are outside the control of the Company are recorded as Mezzanine in the accompanying balance sheets. Stock-Based Compensation The Company accounts for all equity-based payments in accordance with ASC Topic 718, Compensation – Stock Compensation. The Company accounts for non-employee share-based awards based upon ASC 505-50, Equity-Based Payments to Non-Employees. Revenue Recognition We recognize revenue in accordance with ASC 606, Revenue from Contracts with Customers Our revenues currently consist of cryptocurrency mining revenues and revenues from the sale of cryptocurrency mining equipment recognized in accordance with ASC 606 as discussed above. Amounts collected from customers prior to shipment of products are recorded as deferred revenue. The Company earns its cryptocurrency mining revenues by providing transaction verification services within the digital currency networks of cryptocurrencies, such as Bitcoin, Litecoin, ZCash and Ethereum. The Company satisfies its performance obligation at the point in time that the Company is awarded a unit of digital currency through its participation in the applicable network and network participants benefit from the Company’s verification service. In consideration for these services, the Company receives digital currencies, net of applicable network fees, which are recorded as revenue using the closing U.S. dollar price of the related cryptocurrency on the date of receipt. Expenses associated with running the cryptocurrency mining operations, such as equipment depreciation, rent, operating supplies, rent, utilities and monitoring services are recorded as cost of revenues. There is currently no specific definitive guidance in GAAP or alternative accounting frameworks for the accounting for the production and mining of digital currencies and management has exercised significant judgment in determining appropriate accounting treatment for the recognition of revenue for mining of digital currencies. Management has examined various factors surrounding the substance of the Company’s operations and the guidance in ASC 606, including identifying the transaction price, when performance obligations are satisfied, and collectability is reasonably assured being the completion and addition of a block to a blockchain and the award of a unit of digital currency to the Company. In the event authoritative guidance is enacted by the FASB, the Company may be required to change its policies which could result in a change in the Company’s financial statements. Income Taxes The Company adopted the provisions of ASC 740-10, Accounting for Uncertain Income Tax Positions. The Company adopted ASC 740-10, Definition of Settlement in FASB Interpretation No. 48, Income (Loss) Per Share Basic net income or loss per share is calculated by dividing net income or loss by the weighted average number of common shares outstanding for the period. Diluted income or loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as “in-the-money” stock options and warrants using the treasury stock method, convertible debt, and convertible preferred stock, were exercised or converted into common stock. Equivalent shares are not utilized when the effect is anti-dilutive. For the three months ended March 31, 2023 and 2022 and the nine months ended March 31, 2023, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share; therefore, basic net loss per share is the same as diluted net loss per share. The common shares used in the computation of basic and diluted net income per share for the nine months ended March 31, 2022 are reconciled as follows: Weighted average number of shares outstanding – basic 1,636,674 Dilutive effect of convertible preferred stock 695,342 Weighted average number of shares outstanding – diluted 2,332,016 Recently Issued Accounting Pronouncements There were no new accounting pronouncements issued or proposed by the FASB during the nine months ended March 31, 2023, and through the date of filing this report which the Company believes will have a material impact on its financial statements. Concentrations During the nine months ended March 31, 2022, one customer accounted for 67% of sales of cryptocurrency mining equipment and 21% of total revenues. During the three and nine months ended March 31, 2023, there were no sales of cryptocurrency mining equipment. Reclassifications Certain amounts in the financial statements for prior year periods have been reclassified to conform to the presentation for the current year periods. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Mar. 31, 2023 | |
GOING CONCERN | |
Going Concern | 3. GOING CONCERN Historically, the Company has reported recurring net losses from operations and used net cash in operating activities. As of March 31, 2023, the Company’s current liabilities exceeded its current assets by $2,565,444 and the Company had an accumulated deficit of $50,752,955. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements have been prepared in conformity with U.S. GAAP, which contemplate continuation of the Company as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business. The ability of the Company to reach and maintain a successful level of operations is dependent on the execution of management’s plans, which include the raising of capital through the debt and/or equity markets, until such time that funds provided by operations are sufficient to fund working capital requirements. If the Company were not to continue as a going concern, it would likely not be able to realize its assets at values comparable to the carrying value or the fair value estimates reflected in the balances set out in the preparation of the financial statements. There can be no assurances that the Company will be successful in attaining a profitable level of operations or in generating additional cash from the equity/debt markets or other sources fund its operations. The financial statements do not include any adjustments relating to the recoverability of assets and classification of assets and liabilities that might be necessary. Should the Company not be successful in its business plan or in obtaining the necessary financing to fund its operations, the Company would need to curtail certain or all operational activities and/or contemplate the sale of its assets, if necessary. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Mar. 31, 2023 | |
PROPERTY AND EQUIPMENT | |
Property And Equipment | 4. PROPERTY AND EQUIPMENT Property and equipment consisted of the following as of: March 31, 2023 June 30, 2022 Cryptocurrency mining equipment $ 15,550,045 $ 14,729,772 Furniture and equipment 240,011 240,011 Total 15,790,056 14,969,783 Less accumulated depreciation and amortization (2,922,926 ) (1,688,399 ) Net $ 12,867,130 $ 13,281,384 Depreciation and amortization expense, included in cost of revenues, for the three months ended March 31, 2023 and 2022 was $1,469,196 and $417,312, respectively, and $2,291,301 and $1,142,192 for the nine months ended March 31, 2023 and 2022, respectively. During the nine months ended March 31, 2023, we disposed of and wrote off non-serviceable, defective mining equipment with a net book value of $510,634. During the three months ended March 31, 2022, we sold used mining equipment and realized a loss on the sale of $46,999. |
EQUIPMENT DEPOSITS
EQUIPMENT DEPOSITS | 9 Months Ended |
Mar. 31, 2023 | |
PROPERTY AND EQUIPMENT | |
Equipment Deposits | 5. EQUIPMENT DEPOSITS Payments to equipment suppliers prior to shipment of the equipment are recorded as equipment deposits. Bitmain Agreement On April 12, 2021, we entered into a Non-fixed Price Sales and Purchase Agreement with Bitmain Technologies Limited (“Bitmain”) (the “Bitmain Agreement”) to purchase from Bitmain cryptocurrency mining hardware and other equipment in accordance with the terms and conditions of the Bitmain Agreement. Bitmain was scheduled to manufacture and ship miners on monthly basis, in 12 equal batches of 400 units, starting in August 2021 and through July 2022. The Purchase Agreement was in effect until the delivery of the last batch of products which happened during the first quarter of fiscal year 2023. The total purchase price was approximately $34,047,600, subject to price adjustments and related offsets. The total purchase price is payable as follows: (i) 25% of the total purchase price is due upon the execution of the Agreement or no later than April 19, 2021; (ii) 35% of the total purchase price, is due by May 30, 2021; and (iii) the remaining 40% of the total purchase price, is payable monthly starting in June 2021. The Company entered into a separate agreement with Wattum Management, Inc. (“Wattum”), a non-related party, whereby Wattum agreed to share 50% of the purchase obligation under the Bitmain Agreement, including reimbursing the Company for 50% of the equipment deposits paid by the Company to Bitmain. As of March 31, 2023, and June 30, 2022, equipment deposits totaled $0 and $2,355,167, respectively, including $0 and $6,261,491 paid to Bitmain under the Bitmain Agreement (net of Wattum reimbursements and deliveries of equipment). As of March 31, 2023, 12 of the 12 shipments totaling 2,333 miners had been delivered by Bitmain to the Company and two customers of the Company. Sale of Miners During the nine months ended March 31, 2022, the Company sold 95 miners from the first Bitmain shipment to a non-related party for $875,017 and sold 107 other miners to non-related parties for a total of $471,593. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Mar. 31, 2023 | |
RELATED PARTY TRANSACTIONS | |
Related Party Transactions | 6. RELATED PARTY TRANSACTIONS We have one executive officer, Steve Rubakh, who is currently our only full-time employee and sole member of our Board of Directors. Mr. Rubakh is paid an annual salary established by the Board of Directors, bonuses as determined by the Board of Directors, and is issued shares of Series B preferred stock on a quarterly basis for additional compensation. The number and timing of Series B preferred shares issued to Mr. Rubakh is at the discretion of the Board of Directors. Effective July 1, 2022, the Board of Directors agreed to update Mr. Rubakh’s compensation setting his annual salary at $250,000 with a quarterly bonus of $50,000 and 50,000 shares of Series B preferred stock. In accordance with the above Board approval, the Company issued to Mr. Rubakh 50,000 shares of Series B convertible preferred stock during the three months ended September 30, 2022, December 31, 2022, and March 31, 2023. These shares were valued on an “as converted to common” basis at $207,500, $145,000, and $145,000, respectively, using the closing market price of the Company’s common stock. Each share of Series B preferred stock is convertible into 100 shares (0.8 shares post Reverse Split) of the Company’s common stock. This non-cash, related party stock-based compensation is included in operating expenses in the accompanying statements of operations. Quarterly bonuses totaling of $75,000 were approved by the Board of Directors for the nine months ended March 31, 2022. In October 2021, the Company issued to Mr. Rubakh 50,000 shares of Series B convertible preferred stock valued on an “as converted to common” basis at $1,880,000, using the closing market price of the Company’s common stock on the date of issuance. Each share of Series B preferred stock is convertible into 100 shares (0.8 shares post Reverse Split) of the Company’s common stock. This non-cash, related party stock-based compensation is included in general and administrative expenses in the accompanying statements of operations. Total compensation expense included in general and administrative expenses was $112,500 and $62,500 for the three months ended March 31, 2023 and 2022, respectively and $337,500 and $262,500 for the nine months ended March 31, 2023 and 2022, respectively. Amounts due to related party, consisting of accrued salary to Mr. Rubakh, totaled $542,633, and $250,610 as of March 31, 2023 and June 30, 2022, respectively. In April 2022, Mr. Rubakh advanced $118,150 to a third-party vendor on behalf of the Company. The advance is due on demand, has no interest rate, and is unsecured. Amounts due to related party, consisting of short-term advances from Mr. Rubakh, totaled $118,150 as of March 31, 2023 and June 30, 2022. Total amount due to Mr. Rubakh for accrued salary and short-term advances as of March 31, 2023 and June 30, 2022 was $660,783 and $368,760, respectively. During the nine months ended March 31, 2023, Mr. Rubakh converted 902,630 shares of Series B preferred stock into 722,104 shares of common stock in a transaction recorded at the par value of the shares. During the nine months ended March 31, 2022, Mr. Rubakh converted 24,737 shares of Series B preferred stock into 19,790 shares of common stock in a transaction recorded at the par value of the shares. On December 15, 2021, the Company and Tioga Holding, LLC, a related party owned 50% by Mr. Rubakh (“Tioga”), entered into a Property Lease and Power Purchase Agreement for the use by the Company of facilities located in Tioga, Pennsylvania. The Company’s sole obligation under the agreement is to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. The term of the agreement is 36 months. Full mining operations commenced in April 2022. During the three and nine months ended March 31, 2023, the Company incurred power expense of $78,884 and $259,315, respectively from Tioga. As of March 31, 2023, the Company had a balance of $48,335 due to Tioga. |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended |
Mar. 31, 2023 | |
NOTES PAYABLE | |
Notes Payable | 7. NOTES PAYABLE On June 15, 2022, the Company entered into a Loan Agreement and Promissory Note with BHP Capital NY, Inc. (“BHP”) in the amount of $500,000. The note matures on January 15, 2023, and bares a flat interest charge of $130,000 that shall not be reduced or pro-rated in the event of prepayment. In addition, upon an event of default, the Note bares default interest of 18% per annum. This note is secured by assets and equipment of the Company. As further inducement to enter this note, the Company issued BHP 16,000 shares or restricted common stock. These shares were valued at $123,200 using the closing market price of the Company’s common stock on the date of issuance and were recorded as a debt discount that is being amortized to interest expense over the term of the note. The Company recorded $8,636 and $114,564 of interest expense for amortization of this debt discount for the three and nine months ended March 31, 2023, respectively, and made a $50,000 interest payment during the three and nine months ended March 31, 2023. As of March 31, 2023, this note was in default due to nonpayment before the maturity date. |
MEZZANINE
MEZZANINE | 9 Months Ended |
Mar. 31, 2023 | |
MEZZANINE | |
Mezzanine | 8. MEZZANINE Series C Preferred Stock Effective January 14, 2021, the Company filed a Certificate of Designation of the Series C Convertible Preferred Stock with the Nevada Secretary of State. The Company has authorized the issuance of an aggregate of 3,000 shares of the Series C preferred stock. Each share of Series C preferred stock has a par value of $0.001 per share and a stated value of $1,100 per share. The shares of Series C preferred stock are convertible into shares of the Company’s common stock at a conversion price of $0.068 per share ($8.50 per share post Reverse Split). Each share of the Series C preferred stock is entitled to receive cumulative dividends of 12% per annum or 18% per annum in the event of default, payable monthly from the date of issuance of the shares. Dividends may be paid in cash or in shares of Series C preferred stock at the discretion of the Company. During the three and nine months ended March 31, 2023, the Company settled $293,639 of dividends owed in exchange for 78,304 shares of common stock. The shares of Common Stock were valued based on their value as of the settlement date which was $3.75 per share ($0.03 pre Reverse Split). As of March 31, 2023 and June 30, 2022, the Company accrued Series C preferred stock dividends of $189,006 and $212,296, respectively. The Company, at its sole discretion, has the right to redeem all, but not less than all, shares of the Series C preferred stock issued and outstanding upon 5 days’ notice at a defined redemption price. The holders of the Series C preferred stock do not have a right to put the shares to the Company. The holders of the Series C preferred stock shall have the right to vote together with holders of common stock, on an as “converted basis”, on any matter that the Company’s shareholders may be entitled to vote on, either by written consent or by proxy. As of March 31, 2023 and June 30, 2022, 1,125 shares of Series C preferred stock were issued and outstanding and recorded at stated value as mezzanine due to certain default provisions requiring mandatory cash redemption that are outside the control of the Company. Series D Preferred Stock On February 19, 2021, the Company filed a Certificate of Designation of the Series D Convertible Preferred Stock with the Nevada Secretary of State authorizing the issuance of an aggregate of 4,000 shares of the Series D preferred stock. Each share of Series D preferred stock has a par value of $0.001 per share and a stated value of $1,100 per share. The shares of Series D preferred stock are convertible into shares of the Company’s common stock at a conversion price of $0.30 per share ($37.50 per share post Reverse Split). Each share of the Series D preferred stock is entitled to receive cumulative dividends of 12% per annum or 18% per annum in the event of default, payable monthly from the date of issuance of the shares. Dividends may be paid in cash or in shares of Series D preferred stock at the discretion of the Company. As of March 31, 2023 and June 30, 2022, the Company accrued Series D preferred stock dividends of $1,250,665 and $532,191, respectively. The Company, at its sole discretion, has the right to redeem all, but not less than all, shares of the Series D preferred stock issued and outstanding upon 5 days’ notice at a defined redemption price. The holders of the Series D preferred stock do not have a right to put the shares to the Company. The holders of the Series D preferred stock shall have the right to vote together with holders of common stock, on an as “converted basis”, on any matter that the Company’s shareholders may be entitled to vote on, either by written consent or by proxy. As of March 31, 2023 and June 30, 2022, 3,000 shares of Series D preferred stock were issued and outstanding and recorded as mezzanine due to certain default provisions requiring mandatory cash redemption that are outside the control of the Company. |
STOCKHOLDERS EQUITY (DEFICIT)
STOCKHOLDERS EQUITY (DEFICIT) | 9 Months Ended |
Mar. 31, 2023 | |
STOCKHOLDERS EQUITY (DEFICIT) | |
Stockholders' Equity (deficit) | 9. STOCKHOLDERS’ EQUITY (DEFICIT) Preferred Stock On January 25, 2019, the Board of Directors of the Company approved a resolution to increase the number of authorized preferred shares to 20,000,000 shares. Series A Preferred Stock In March 2015, the Company filed with the State of Nevada a Certificate of Designation establishing the designations, preferences, limitations, and relative rights of 1,000,000 shares of the Company's Series A preferred stock. Holders of the Series A preferred stock have the right to vote in aggregate, on all shareholder matters equal to 1,000 votes per share of Series A preferred stock. The shares of Series A preferred stock are not convertible into shares of common stock. The Company has 1,000,000 shares of Series A preferred stock authorized, with 500,000 shares issued and outstanding as of March 31, 2023 and June 30, 2022, which were issued in March 2015 to members of the Company’s Board of Directors in consideration for services. Series B Preferred Stock On December 21, 2015, the Company filed a Certificate of Designation for a new Series B convertible preferred stock with the State of Nevada following approval by the board of directors of the Company. Five Hundred Thousand (500,000) shares of the Company's authorized preferred stock are designated as the Series B convertible preferred stock, par value of $0.001 per share and with a stated value of $0.001 per share (the “Stated Value”). Holders of Series B preferred stock shall be entitled to receive dividends, when and as declared by the Board of Directors out of funds legally available therefor. At any time and from time to time after the issuance of shares of the Series B preferred stock, each issued share of Series B preferred stock is convertible into 100 shares of the Company’s common stock. The holders of Series B preferred stock shall have the right to vote together with holders of common stock, on an as “converted basis”, on any matter that the Company's shareholders may be entitled to vote on, either by written consent or by proxy. Upon any liquidation, dissolution or winding-up of the Company, the holders of the Series B preferred stock shall be entitled to receive out of the assets of the Company, whether such assets are capital or surplus, for each share of Series B preferred stock an amount equal to the Stated Value, and all other amounts in respect thereof then due and payable prior to any distribution or payment shall be made to the holders of any junior securities. The number of authorized Series B preferred stock was later increased to 1,000,000 shares. During the nine months ended March 31, 2023, Mr. Rubakh converted 902,630 shares of Series B preferred stock into 722,104 shares of common stock in a transaction recorded at the par value of the shares. For services provided during the nine months ended March 31, 2023, the Company issued to Mr. Rubakh 150,000 shares of Series B convertible preferred stock valued on an “as converted to common” basis at $497,500, using the closing market price of the Company’s common stock. Each share of Series B preferred stock is convertible into 100 shares (0.80 shares post Reverse Split) of the Company’s common stock. This non-cash, related party stock-based compensation is included in operating expenses in the accompanying statements of operations. During the nine months ended March 31, 2022, Mr. Rubakh converted 24,737 shares of Series B preferred stock into 19,790 shares of common stock in a transaction recorded at the par value of the shares. For services provided during the nine months ended March 31, 2022, the Company issued to Mr. Rubakh 50,000 shares of Series B convertible preferred stock valued on an “as converted to common” basis at $1,880,000, using the closing market price of the Company’s common stock. Each share of Series B preferred stock is convertible into 100 shares (0.80 shares post Reverse Split) of the Company’s common stock. This non-cash, related party stock-based compensation is included in operating expenses in the accompanying statements of operations. The Company had 150,003 and 902,633 shares issued and outstanding as of March 31, 2023 and June 30, 2022, respectively. Common Stock The Company has 6,000,000 shares of common stock authorized, with 2,780,607 and 1,657,973 shares issued and outstanding as of March 31, 2023 and June 30, 2022, respectively. On April 17, 2023, the Board of Directors of the Company approved a 1-for-125 reverse split of the Company’s common shares. The reverse split has been given retroactive effect in the financial statements for all periods presented. During the nine months ended March 31, 2023, the Company issued a total of 1,122,634 shares of its common stock: 722,104 shares issued in conversion of Series B preferred stock recorded at $903, 78,304 shares issued for settlement of accrued dividends for a fair value of $293,639, 234,215 shares for the cashless exercise of warrants recorded at par value of $234, 88,000 shares issued valued at $11,000 recorded as a loss on exercise of warrants, and 11 shares issued due to rounding from the Reverse Split. During the nine months ended March 31, 2022, the Company issued a total of 85,272 shares of its common stock: 19,790 shares issued in conversion of Series B preferred stock recorded at par value of $20, 64,000 shares for common stock payable of $5,480,000, and 1,482 share for services valued at $40,733. |
WARRANTS
WARRANTS | 9 Months Ended |
Mar. 31, 2023 | |
WARRANTS | |
Warrants | 10. WARRANTS The Company issued warrants in February 2021 to purchase 11,000,000 (88,000 post Reverse Split) shares of its common stock in connection with the sale of Series D preferred stock. On January 19, 2023, the Company and the Purchaser entered into a letter agreement whereby the Company agreed to amend the terms of such Purchaser’s Warrants to purchase up to 11 million (88 thousand post Reverse Split) shares to provide effective as of August 30, 2022. The amendment reduced the exercise price thereof to $0.001 ($0.125 post Reverse Split), subject to adjustment therein, and waived the “exploding feature” of the Anti-Dilution Provision in the Warrant that would otherwise have effected an increase in the number of warrant shares as a result of an exercise price reduction so as to result in the same aggregate value of the warrant shares multiplied by the exercise price. The effect of this modification was measured as the excess of the fair value of the amended Purchaser’s Warrants over the fair value of the Purchaser’s Warrants immediately before the amendments which amounted to $93,337 and was recognized as a dividend due to the substance of the modification not indicating the issuer has incurred a cost that should be expensed. During the nine months ended March 31, 2023, we issued 88,000 shares of common stock for the exercise of these 88,000 warrants. As the Company agreed to not receive cash for the exercise of these warrants, an $11,000 Loss on Exercise of Warrant was recorded in the Other Income (Expense) section of the Consolidated Statements of Operations. The Company also issued warrants to purchase 30,000,000 (240,000 post Reverse Split) shares of its common stock in April 2021 in connection with the sale of common stock. On September 13, 2022, the Company and one of the Purchasers entered into a letter agreement whereby the Company agreed to amend the terms of such Purchaser’s Warrants to purchase up to 15 million (120 thousand post Reverse Split) shares to provide effective as of June 29, 2022. The amendment reduced the exercise price thereof to $0.001 ($0.125 post Reverse Split), subject to adjustment therein, and waived the “exploding feature” of the Anti-Dilution Provision in the Warrant that would otherwise have effected an increase in the number of warrant shares as a result of an exercise price reduction so as to result in the same aggregate value of the warrant shares multiplied by the exercise price. Additionally, other than an Exempt Issuance, as defined in the Warrants, from the date hereof until 90 days after the date hereof, neither the Company nor any subsidiary of the Company may issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of Common Stock or Common Stock Equivalents (as defined in the Warrants). On September 15, 2022, the Company and the other Purchaser entered into a letter agreement whereby the Company agreed to amend the terms of such Purchaser’s Warrants to purchase up to 15 million shares (120 thousand post Reverse Split), effective as of August 30, 2022. The amendment reduced the exercise price thereof to $0.001 ($0.125 post Reverse Split), subject to adjustment therein, and waived the “exploding feature” of the Anti-Dilution Provision in the Warrant that would otherwise have effected an increase in the number of warrant shares as a result of an exercise price reduction so as to result in the same aggregate value of the warrant shares multiplied by the exercise price. Additionally, other than an Exempt Issuance, as defined in the Warrants, from the date hereof until 90 days after the date hereof, neither the Company nor any subsidiary of the Company may issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of Common Stock or Common Stock Equivalents (as defined in the Warrants). The effect of these modifications was measured as the excess of the fair value of the amended Purchaser’s Warrants over the fair value of the Purchaser’s Warrants immediately before the amendments which amounted to $162,037 and was recognized as a dividend due to the substance of the modification not indicating the issuer has incurred a cost that should be expensed. During the nine months ended March 31, 2023, we issued 234,215 shares of common stock for the cash-less exercise of these 240,000 warrants. A summary of the Company’s warrants as of March 31, 2023, and changes during the nine months then ended is as follows: Shares Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Aggregate Intrinsic Value Outstanding as of June 30, 2022 328,000 $ 37.50 3.72 $ - Granted - $ - Exercised (322,214 ) $ 0.13 Forfeited or expired (5,786 ) $ 0.13 Outstanding and exercisable as of March 31, 2023 - $ - - $ - |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Mar. 31, 2023 | |
COMMITMENTS AND CONTINGENCIES | |
Commitments And Contingencies | 13. COMMITMENTS AND CONTINGENCIES Legal Matters From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. As of the date of filing of this report, there were no pending or threatened lawsuits. Operating Leases As of March 31, 2023, the Company had no obligation for future lease payments under non-cancelable operating leases. However, the Company has entered into three agreements described below related to its crypto currency mining operations pursuant to which the Company’s sole obligation is to pay monthly a contractual rate per kilowatt hour of electricity consumed. Power Purchase and Hosting Agreement On March 8, 2021, the Company and Compute North LLC (“Compute North”) entered into a Master Agreement for the colocation and management of the Company’s cryptocurrency mining operations. The Company submits Order Forms to Compute North to determine the location of the hosted facilities, the number of cryptocurrency miners, the term of the services provided and the contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. The agreement also provides the Company the option to purchase cryptocurrency mining equipment from Compute North. The initial Order form was for 425 miners in Kearney, Nebraska for a term of 3 years and 250 miners in Savoy, Texas for a term of three years. The parties subsequently consolidated the cryptocurrency mining operations in the Kearney, Nebraska facility. The Company’s ongoing obligation under the agreement to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. Our Nebraska operations commenced in September 2021. On June 3, 2022, the Company and Compute North entered into a second Master Agreement for the colocation and management of the Company’s cryptocurrency mining operations. The Company executed Order Forms to Compute North to determine the number of cryptocurrency miners, the term of the services provided and the contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. The agreement also provides the Company the option to purchase cryptocurrency mining equipment from Compute North. No cryptocurrency mining equipment has been purchased under this agreement. The final Order Form was to host 1,675 miners in Wolf Hollow, Texas for a term of 5 years. This agreement required an initial deposit of $500,000 which is recorded as a Deposit on the Balance Sheets. The Company has an ongoing obligation under the agreement to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. In January 2023, Compute North sold this Master Agreement to GC Data Center Granbury, LLC. Full mining operations commenced in January 2023. Tioga Property Lease and Power Purchase Agreement On December 15, 2021, the Company and Tioga Holding, LLC, a related party, entered into a Property Lease and Power Purchase Agreement for the use by the Company of facilities located in Tioga, Pennsylvania. The Company’s sole obligation under the agreement is to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. The term of the agreement is 36 months. Mining operations commenced in April 2022. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Mar. 31, 2023 | |
SUBSEQUENT EVENTS | |
Subsequent Events | 14. SUBSEQUENT EVENTS Management has evaluated subsequent events according to the requirements of ASC TOPIC 855, and has reported the following: Reverse Stock Split On April 17, 2023, the Board of Directors of the Company approved a 1-for-125 reverse split of the Company’s common shares. The reverse split has been given retroactive effect in the financial statements for all periods presented. Issuances of Common Shares Subsequent to March 31, 2023, Mr. Rubakh converted 100,003 shares of Series B preferred stock into 80,002 shares of common stock. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Use Of Estimates | The preparation of financial statements in conformity with generally accepted accounting principles 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 date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Because of the use of estimates inherent in the financial reporting process, actual results could differ significantly from those estimates. |
Digital Currencies | Digital currencies consist mainly of Bitcoin and Ethereum, generally received for the Company’s own account as compensation for cryptocurrency mining services, and other digital currencies purchased for short-term investment and trading purposes. Given that there is limited precedent regarding the classification and measurement of cryptocurrencies under current Generally Accepted Accounting Principles (“GAAP”), the Company has determined to account for these digital currencies as indefinite-lived intangible assets in accordance with Accounting Standards Update (“ASU”) No. 350, Intangibles – Goodwill and Other |
Property And Equipment | Property and equipment, consisting primarily of computer and other cryptocurrency mining equipment (digital transaction verification servers), is stated at the lower of cost or estimated realizable value and is depreciated when placed into service using the straight-line method over estimated useful lives. The Company operates in an emerging industry for which limited data is available to make estimates of the useful economic lives of specialized equipment. Management has assessed the basis of depreciation of these assets and believes they should be depreciated over a three-year period due to technological obsolescence reflecting rapid development of hardware that has faster processing capacity and other factors. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of property and equipment are recorded upon disposal. During the three months ended March 31, 2023 and 2022, the Company discontinued the use of damaged or non-serviceable mining equipment and wrote off its net book value of $463,919 and $46,999, respectively, to loss on disposition of property and equipment. Loss on disposition of property and equipment were $510,634 and $46,999 in the nine months ended March 31, 2023 and 2022, respectively. Management has determined that the three-year diminishing value best reflects the current expected useful life of transaction verification servers. This assessment takes into consideration the availability of historical data and management’s expectations regarding the direction of the industry including potential changes in technology. Management will review this estimate annually and will revise such estimates as and when data becomes available. To the extent that any of the assumptions underlying management’s estimate of useful life of its transaction verification servers are subject to revision in a future reporting period, either because of changes in circumstances or through the availability of greater quantities of data, then the estimated useful life could change and have a prospective impact on depreciation expense and the carrying amounts of these assets. Payments to equipment suppliers prior to shipment of the equipment are recorded as equipment deposits. |
Derivatives | As of March 31, 2023, and June 30, 2022, the Company had no derivative liabilities. 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. The result of this accounting treatment is that under certain circumstances the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. If 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 or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the instrument on the reclassification date. Where the number of warrants or common shares to be issued under these agreements is indeterminate, the Company has concluded that the equity environment is tainted, and all additional warrants and convertible debt are included in the value of the derivatives. We estimate the fair value of the derivatives associated with our convertible notes payable, common stock issuable pursuant to a Series B preferred stock Exchange Agreement and a stock subscription payable using, as applicable, either the Black-Scholes pricing model or multinomial lattice models that value the derivative liability based on a probability weighted discounted cash flow model using future projections of the various potential outcomes. We estimate the fair value of the derivative liabilities at the inception of the financial instruments, and, in the case of our convertible notes payable, at the date of conversions to equity and at each reporting date, recording a derivative liability, debt discount, additional paid-in capital and a gain or loss on change in derivative liabilities as applicable. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility, variable conversion prices based on market prices as defined in the respective agreements and probabilities of certain outcomes based on management projections. These inputs are subject to significant changes from period to period and to management’s judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material. |
Impairment Of Long-lived Assets | All assets, including intangible assets subject to amortization, are reviewed for impairment when changes in circumstances indicate that the carrying amount of the asset may not be recoverable in accordance with ASC 350 and ASC 360. If the carrying amount of the asset exceeds the expected undiscounted cash flows of the asset, an impairment charge is recognized equal to the amount by which the carrying amount exceeds fair value or net realizable value. The testing of these intangibles under established guidelines for impairment requires significant use of judgment and assumptions. Changes in forecasted operations and other assumptions could materially affect the estimated fair values. Changes in business conditions could potentially require adjustments to these asset valuations. We reported no impairment expense for the three and nine months ended March 31, 2023 and 2022. |
Mezzanine | Series C and D preferred stock that contain certain default provisions requiring mandatory cash redemption that are outside the control of the Company are recorded as Mezzanine in the accompanying balance sheets. |
Stock-based Compensation | The Company accounts for all equity-based payments in accordance with ASC Topic 718, Compensation – Stock Compensation. The Company accounts for non-employee share-based awards based upon ASC 505-50, Equity-Based Payments to Non-Employees. |
Revenue Recognition | We recognize revenue in accordance with ASC 606, Revenue from Contracts with Customers Our revenues currently consist of cryptocurrency mining revenues and revenues from the sale of cryptocurrency mining equipment recognized in accordance with ASC 606 as discussed above. Amounts collected from customers prior to shipment of products are recorded as deferred revenue. The Company earns its cryptocurrency mining revenues by providing transaction verification services within the digital currency networks of cryptocurrencies, such as Bitcoin, Litecoin, ZCash and Ethereum. The Company satisfies its performance obligation at the point in time that the Company is awarded a unit of digital currency through its participation in the applicable network and network participants benefit from the Company’s verification service. In consideration for these services, the Company receives digital currencies, net of applicable network fees, which are recorded as revenue using the closing U.S. dollar price of the related cryptocurrency on the date of receipt. Expenses associated with running the cryptocurrency mining operations, such as equipment depreciation, rent, operating supplies, rent, utilities and monitoring services are recorded as cost of revenues. There is currently no specific definitive guidance in GAAP or alternative accounting frameworks for the accounting for the production and mining of digital currencies and management has exercised significant judgment in determining appropriate accounting treatment for the recognition of revenue for mining of digital currencies. Management has examined various factors surrounding the substance of the Company’s operations and the guidance in ASC 606, including identifying the transaction price, when performance obligations are satisfied, and collectability is reasonably assured being the completion and addition of a block to a blockchain and the award of a unit of digital currency to the Company. In the event authoritative guidance is enacted by the FASB, the Company may be required to change its policies which could result in a change in the Company’s financial statements. |
Income Taxes | The Company adopted the provisions of ASC 740-10, Accounting for Uncertain Income Tax Positions. The Company adopted ASC 740-10, Definition of Settlement in FASB Interpretation No. 48, |
Income (loss) Per Share | Basic net income or loss per share is calculated by dividing net income or loss by the weighted average number of common shares outstanding for the period. Diluted income or loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as “in-the-money” stock options and warrants using the treasury stock method, convertible debt, and convertible preferred stock, were exercised or converted into common stock. Equivalent shares are not utilized when the effect is anti-dilutive. For the three months ended March 31, 2023 and 2022 and the nine months ended March 31, 2023, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share; therefore, basic net loss per share is the same as diluted net loss per share. The common shares used in the computation of basic and diluted net income per share for the nine months ended March 31, 2022 are reconciled as follows: Weighted average number of shares outstanding – basic 1,636,674 Dilutive effect of convertible preferred stock 695,342 Weighted average number of shares outstanding – diluted 2,332,016 |
Recently Issued Accounting Pronouncements | There were no new accounting pronouncements issued or proposed by the FASB during the nine months ended March 31, 2023, and through the date of filing this report which the Company believes will have a material impact on its financial statements. |
Concentrations | During the nine months ended March 31, 2022, one customer accounted for 67% of sales of cryptocurrency mining equipment and 21% of total revenues. During the three and nine months ended March 31, 2023, there were no sales of cryptocurrency mining equipment. |
Reclassifications | Certain amounts in the financial statements for prior year periods have been reclassified to conform to the presentation for the current year periods. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of weighted average number of shares | Weighted average number of shares outstanding – basic 1,636,674 Dilutive effect of convertible preferred stock 695,342 Weighted average number of shares outstanding – diluted 2,332,016 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
PROPERTY AND EQUIPMENT | |
Schedule Of Property And Equipment | March 31, 2023 June 30, 2022 Cryptocurrency mining equipment $ 15,550,045 $ 14,729,772 Furniture and equipment 240,011 240,011 Total 15,790,056 14,969,783 Less accumulated depreciation and amortization (2,922,926 ) (1,688,399 ) Net $ 12,867,130 $ 13,281,384 |
WARRANTS (Tables)
WARRANTS (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
WARRANTS | |
Schedule of changes in warrants | Shares Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Aggregate Intrinsic Value Outstanding as of June 30, 2022 328,000 $ 37.50 3.72 $ - Granted - $ - Exercised (322,214 ) $ 0.13 Forfeited or expired (5,786 ) $ 0.13 Outstanding and exercisable as of March 31, 2023 - $ - - $ - |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 9 Months Ended |
Mar. 31, 2023 shares | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Weighted average number of shares outstanding - basic | 1,636,674 |
Dilutive effect of convertible preferred stock | 695,342 |
Weighted average number of shares outstanding - diluted | 2,332,016 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Realized Gain (loss) On Digital Currencies | $ 55,400 | $ (215,758) | $ (12,514) | $ 312,075 |
Cryptocurrency Mining Revenues | 1,440,714 | 964,319 | 2,366,371 | 4,080,688 |
Loss on disposition of property and equipment | $ (463,919) | $ (46,999) | $ (510,634) | $ (46,999) |
Revenue [Member] | ||||
Concentration Risk, Percentage | 0% | 0% | 0% | 21% |
Customer [Member] | ||||
Concentration Risk, Percentage | 67% |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
GOING CONCERN | ||
Accumulated Deficit | $ (50,752,955) | $ (46,192,164) |
Current Liabilities Exceeded Current Assets | $ 2,565,444 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Property And Equipment, Total | $ 15,790,056 | $ 14,969,783 |
Less Accumulated Depreciation And Amortization | (2,922,926) | (1,688,399) |
Property And Equipment, Net | 12,867,130 | 13,281,384 |
Cryptocurrency mining equipment [Member] | ||
Property And Equipment, Total | 15,550,045 | 14,729,772 |
Furniture and equipment [Member] | ||
Property And Equipment, Total | $ 240,011 | $ 240,011 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
PROPERTY AND EQUIPMENT | ||||
Loss on disposition of property and equipment | $ (510,634) | $ (46,999) | ||
Depreciation And Amortization Expense | $ 1,469,196 | $ 417,312 | $ 2,291,301 | $ 1,142,192 |
EQUIPMENT DEPOSITS (Details Nar
EQUIPMENT DEPOSITS (Details Narrative) - USD ($) | 9 Months Ended | |||
Apr. 12, 2021 | Mar. 31, 2022 | Mar. 31, 2023 | Jun. 30, 2022 | |
Total Purchase | $ 34,047,600 | |||
Cryptocurrency Mining, Description | 12 equal batches of 400 units, starting in August 2021 and through July 2022 | |||
Purchase, Description | The total purchase price is payable as follows: (i) 25% of the total purchase price is due upon the execution of the Agreement or no later than April 19, 2021; (ii) 35% of the total purchase price, is due by May 30, 2021; and (iii) the remaining 40% of the total purchase price, is payable monthly starting in June 2021 | |||
Equipment Deposits | $ 0 | $ 2,355,167 | ||
Non-related Parties | $ 471,593 | |||
Bitmain Agreement [Member] | ||||
Equipment Deposits | $ 0 | $ 6,261,491 | ||
Non-related Parties | $ 875,017 | |||
Purchase Obligation Percentage | 50% | |||
Reimbursing Equipment Deposits | 50% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||
Apr. 30, 2022 | Oct. 31, 2021 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 30, 2022 | |
Due to tioga | $ 660,783 | $ 660,783 | $ 368,760 | |||||||
Description of compensastion | Effective July 1, 2022, the Board of Directors agreed to update Mr. Rubakh’s compensation setting his annual salary at $250,000 with a quarterly bonus of $50,000 and 50,000 shares of Series B preferred stock | |||||||||
Term Of The Agreement | 36 months | |||||||||
Power Expense | 78,884 | $ 259,315 | ||||||||
Compensastion expense | 145,000 | $ 145,000 | $ 207,500 | 497,500 | $ 1,880,000 | |||||
General and administrative expenses | 305,376 | $ 118,687 | $ 2,068,358 | 1,000,900 | $ 2,398,424 | |||||
Tioga [Member] | ||||||||||
Due to tioga | 48,335 | 48,335 | ||||||||
Mr. Rubakh [Member] | ||||||||||
short term advance | 118,150 | 118,150 | 118,150 | |||||||
Total Accrued salary and short term advances | $ 660,783 | $ 660,783 | 368,760 | |||||||
Share converted series B preferred stock into common stock | 722,104 | 19,790 | ||||||||
Share series B preferred stock | 902,630 | 24,737 | ||||||||
Series B convertible preferred stock issued | 50,000 | 50,000 | ||||||||
Converted share value | $ 1,880,000 | |||||||||
Quarterly Bonuses | $ 75,000 | |||||||||
General and administrative expenses | $ 112,500 | $ 62,500 | $ 337,500 | $ 262,500 | ||||||
Accrued salary | $ 542,633 | $ 542,633 | $ 250,610 | |||||||
Advance payment to third party | $ 118,150 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||||
Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2023 | Jun. 30, 2022 | Jun. 15, 2022 | |
Interest expense | $ 8,636 | $ 52,964 | $ 109,049 | $ 80 | $ 105,928 | $ 462 | $ 114,564 | ||
Interest payment | 50,000 | 50,000 | |||||||
Notes Payable | $ 500,000 | $ 500,000 | $ 385,436 | ||||||
Restricted common stock | 2,780,607 | 2,780,607 | 1,657,973 | ||||||
Common stock market price | $ 2,780 | $ 2,780 | $ 1,658 | ||||||
BHP Capital NY Inc [Member] | Promissory Note [Member] | |||||||||
Notes Payable | $ 500,000 | ||||||||
Interest charge | $ 130,000 | ||||||||
Interest per annum | 18% | ||||||||
Restricted common stock | 16,000 | ||||||||
Common stock market price | $ 123,200 |
MEZZANINE (Details Narrative)
MEZZANINE (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | ||
Feb. 19, 2021 | Mar. 31, 2023 | Jun. 30, 2022 | Jan. 14, 2021 | |
Accrued Series C preferred stock dividends | $ 1,439,671 | $ 744,487 | ||
Series D Preferred Stock [Member] | ||||
Conversion price | $ 0.30 | |||
Accrued Series D preferred stock dividends | $ 1,250,665 | $ 532,191 | ||
Preferred stock, shares authorized | 4,000 | 4,000 | 4,000 | |
Preferred stock, shares par value | $ 0.001 | |||
Cumulative dividends | 12% | |||
Preferred stock, shares stated value, per share | $ 1,100 | |||
Preferred stock, shares issued | 3,000 | 3,000 | ||
Preferred stock, shares outstanding | 3,000 | 3,000 | ||
Preferred stock, shares par value | $ 0.01 | $ 0.01 | ||
Series C Convertible Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 3,000 | |||
Cumulative dividends | 12% | |||
Preferred stock, shares stated value, per share | $ 1,100 | |||
Common stock, shares exchanged | 78,304 | |||
Preferred stock, shares par value | 0.001 | |||
Dividends owed | $ 293,639 | |||
conversion price | $ 3.75 | $ 0.068 | ||
Accrued Series C preferred stock dividends | $ 189,006 | $ 212,296 |
STOCKHOLDERS EQUITY (Details Na
STOCKHOLDERS EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Mar. 31, 2015 | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 30, 2022 | Jan. 25, 2019 | Dec. 21, 2015 | |
Loss on exercise of warrants | $ (11,000) | $ 0 | $ (11,000) | $ 0 | ||||
Issued shares due to rounding from the Reverse Split | 11 | |||||||
Revised Authorized Preferred Shares | 20,000,000 | |||||||
Common Stock, Shares Par Value | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Common stock, shares authorized | 6,000,000 | 6,000,000 | 6,000,000 | |||||
Common stock, shares issued | 2,780,607 | 2,780,607 | 1,657,973 | |||||
Common Stock, Shares Outstanding | 2,780,607 | 2,780,607 | 1,657,973 | |||||
Mr. Rubakh [Member] | Effective April 1,2021[Member] | ||||||||
Convertible Prefreed Stock Shares Issuable Upon Conversion Of Common Stock | 100 | 100 | ||||||
Preferred stock voting rights | the Company filed with the State of Nevada a Certificate of Designation establishing the designations, preferences, limitations, and relative rights | |||||||
Series B Preferred Stock [Member] | ||||||||
Preferred stock, shares issued | 150,003 | 150,003 | 902,633 | |||||
Preferred stock, shares issued | 150,003 | 150,003 | 902,633 | |||||
Preferred Stock, Shares Outstanding | 812,633 | 812,633 | 902,633 | |||||
Preferred Stock, Shares Outstanding | 150,003 | 150,003 | 902,633 | |||||
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 | 1,000,000 | 500,000 | ||||
Preferred Stock, Shares Par Value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Common Stock Shares Issuable Upon Conversion Of Preferred Stock | 100 | 100 | 100 | |||||
Series A Preferred Stock [Member] | ||||||||
Preferred stock, shares issued | 500,000 | 500,000 | 500,000 | |||||
Preferred Stock, Shares Outstanding | 500,000 | 500,000 | 500,000 | |||||
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 | ||||
Preferred Stock, Shares Par Value | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Preferred Stock Series B [Member] | Mr. Rubakh [Member] | ||||||||
Issuance Of Common Shares In Conversion, Shares | 50,000 | |||||||
Shares Issued In Conversion Of Preferred Stock | 190,000 | 24,737 | ||||||
Shares Issued Series B convertible preferred stock | 150,000 | |||||||
Shares Issued Series B convertible preferred stock, value | $ 497,500 | |||||||
Shares Issued In Conversion Of Preferred Stock, Amount | $ 1,880,000 | |||||||
Common Stock [Member] | ||||||||
Shares Issued In Conversion Of Preferred Stock | 722,104 | 19,790 | ||||||
Issuance of Common Stock | 1,122,634 | |||||||
Series B convertible preferred stock issued | 722,104 | 19,790 | ||||||
Issued for settlement of accrued dividends, Amount | $ 293,639 | |||||||
Issued in Conversion of Series B Preferred Stock, Shares | 78,304 | |||||||
Issued for settlement of accrued dividends, Share | 234,215 | |||||||
Issued in Conversion of Series B Preferred Stock, Amount | $ 903 | |||||||
Debt Instrument, Converted Amount, Common Stock Payable | $ 5,480,000 | |||||||
Debt Instrument, Converted Amount, Common Stock Payable notes | 1,482 share for services valued at $40,733 | |||||||
Common Stock Issue For Warrants Exercise, Share | 88,000 | |||||||
Common Stock Issue For Warrants Exercise Amount | $ 234 |
WARRANTS (Details)
WARRANTS (Details) | 9 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Number of Warrants | |
Number of Warrants, Outstanding Beginning | shares | 328,000 |
Number of Warrants, exercised | shares | (322,214) |
Number of Warrants, forfeited or expired | shares | (5,786) |
Weighted Average Exercise Price | |
Weighted Average Exercise Price, Outstanding Beginning | $ / shares | $ 37.50 |
Weighted Average Exercise Price, Exercised | $ / shares | 0.13 |
Weighted Average Exercise Price, forfeited or expired | $ / shares | $ 0.13 |
Weighted Average Remaining Contract Term | |
Weighted Average Remaining Contract Term, Outstanding and exercisable | 3 years 8 months 19 days |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | ||||
Sep. 13, 2022 | Jan. 19, 2023 | Sep. 15, 2022 | Mar. 31, 2023 | Apr. 30, 2021 | Feb. 28, 2021 | |
Issued shares of common stock | 234,215 | |||||
Cash-less exercise of warrants | 240,000 | |||||
Exercise of warrants | 88,000 | |||||
Loss on Exercise of Warrant | $ (11,000) | |||||
Issued shares of common stock for the exercise | 88,000 | |||||
Dividend due | $ 162,037 | |||||
Warrants issued upon purchase of common stock | 30,000,000 | |||||
Warrant Purchase Agreements One [Member] | ||||||
Warrant exercise price | $ 0.001 | $ 0.001 | $ 0.001 | |||
Warrant purchaser | 15,000,000 | 11,000,000 | 15,000,000 | |||
Description of modification measured as excess of the fair value | The effect of this modification was measured as the excess of the fair value of the amended Purchaser’s Warrants over the fair value of the Purchaser’s Warrants immediately before the amendments which amounted to $93,337 and was recognized as a dividend due to the substance of the modification not indicating the issuer has incurred a cost that should be expensed | |||||
Series D Preferred Stock [Member] | ||||||
Common stock shares issuable upon exercise of warrants | 11,000,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) | Jun. 03, 2022 | Dec. 15, 2021 | Mar. 08, 2021 |
Compute North Master Agreement [Member] | |||
Description For Initial Order Form Under Agreement | The initial Order form was for 425 miners in Kearney, Nebraska for a term of 3 years and 250 miners in Savoy, Texas for a term of three years. | ||
Description of second master agreement | This agreement required an initial deposit of $500,000 which is recorded as a Deposit on the Balance Sheets. The Company has an ongoing obligation under the agreement to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations | ||
Tioga Property Lease And Power Purchase Agreement [Member] | |||
Description For Initial Order Form Under Agreement | The Company’s sole obligation under the agreement is to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. The term of the agreement is 36 months. Mining operations commenced in April 2022 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) | 9 Months Ended |
Mar. 31, 2023 shares | |
Reverse Stock Split of the comman stock | 1-for-125 |
Series B Preferred Stock [Member] | |
Issued Converted shares of preferred stock | 100,003 |
Conversion shares of preferred stock into shares of common stock | 80,002 |