Cover
Cover - USD ($) | 12 Months Ended | ||
Jun. 30, 2023 | Sep. 28, 2023 | Dec. 31, 2022 | |
Cover [Abstract] | |||
Entity Registrant Name | INTEGRATED VENTURES, INC. | ||
Entity Central Index Key | 0001520118 | ||
Document Type | 10-K/A | ||
Amendment Flag | true | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Current Reporting Status | Yes | ||
Document Period End Date | Jun. 30, 2023 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Entity Common Stock Shares Outstanding | 3,999,992 | ||
Entity Public Float | $ 0 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Fin Stmt Error Correction Flag | 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 | ||
Amendment Description | We are filing this Amendment No. 1 (the “Amendment”) to the Annual Report on Form 10-K of Integrated Ventures, Inc. for the fiscal year ended June 30, 2023 that we filed with the U.S. Securities and Exchange Commission (the “SEC”) on September 28, 2023 (the “Original Form 10-K”) for the purpose of making clarifications in our disclosure in response to the comment letter we received from the staff of the SEC dated March 11, 2024. | ||
Auditor Name | M&K CPAS, PLLC | ||
Auditor Location | The Woodlands, TX | ||
Auditor Firm Id | 2738 | ||
Local Phone Number | 613-9898 | ||
Security 12b Title | Common Stock, $0.001 par value | ||
Trading Symbol | INTV | ||
Entity Interactive Data Current | Yes |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Current assets: | ||
Cash | $ 257,998 | $ 490,280 |
Prepaid expenses and other current assets | 7,165 | 2,500 |
Total current assets | 265,163 | 492,780 |
Non-current assets: | ||
Equipment deposits | 0 | 2,355,167 |
Property and equipment, net of accumulated depreciation and amortization of $3,608,202 and $1,688,399 as of June 30, 2023 and 2022, respectively | 5,299,834 | 13,281,384 |
Digital currencies | 447,425 | 72,885 |
Deposits | 578,147 | 78,847 |
Total non-current assets | 6,325,406 | 15,788,283 |
Total assets | 6,590,569 | 16,281,063 |
Current liabilities: | ||
Accounts payable | 293,711 | 55,961 |
Accrued preferred stock dividends | 1,645,210 | 744,487 |
Accrued expenses | 121,243 | 9,112 |
Due to related party | 415,288 | 368,760 |
Notes payable, net of debt discount of $0 and $114,564 as of June 30, 2023 and 2022, respectively | 500,000 | 385,436 |
Total current liabilities | 2,975,452 | 1,563,756 |
Mezzanine: | ||
Commitments and contingencies | 0 | 0 |
Stockholders' equity (deficit): | ||
Common stock, $0.001 par value; 6,000,000 shares authorized; 2,864,492 and 1,657,973 shares issued and outstanding as of June 30, 2023 and 2022, respectively | 2,864 | 1,658 |
Additional paid in capital | 72,588,520 | 56,781,410 |
Accumulated deficit | (73,101,867) | (46,192,164) |
Total stockholders' equity (deficit) | (509,883) | 10,592,307 |
Total liabilities, mezzanine and stockholders' equity (deficit) | 6,590,569 | 16,281,063 |
Series A Preferred Stock [Member] | ||
Mezzanine: | ||
Preferred Stock Value | 500 | 500 |
Series B Preferred Stock [Member] | ||
Mezzanine: | ||
Preferred Stock Value | 100 | 903 |
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 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Accumulated depreciation and amortization | $ 3,608,202 | $ 1,688,399 |
Current Liability | ||
Notes payable, net of discounts | $ 0 | $ 114,564 |
Stockholders' deficit | ||
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 6,000,000 | 6,000,000 |
Common stock, shares issued | 2,864,492 | 1,657,973 |
Common stock, shares outstanding | 2,864,492 | 1,657,973 |
Series D Preferred Stock [Member] | ||
Stockholders' deficit | ||
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] | ||
Stockholders' deficit | ||
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 |
Series B Preferred Stock [Member] | ||
Stockholders' deficit | ||
Preferred stock, shares par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 100,000 | 902,633 |
Preferred stock, shares outstanding | 100,000 | 902,633 |
Series C Preferred Stock [Member] | ||
Stockholders' deficit | ||
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 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue: | ||
Cryptocurrency mining | $ 3,862,849 | $ 4,871,473 |
Sales of cryptocurrency mining equipment | 0 | 1,678,660 |
Total revenue, net | 3,862,849 | 6,550,133 |
Cost of revenues | 6,297,467 | 3,868,471 |
Gross profit (loss) | (2,434,618) | 2,681,662 |
Operating expenses: | ||
General and administrative | 15,946,034 | 3,215,485 |
Loss on disposition of property and equipment | 1,197,522 | 154,180 |
Impairment of property and equipment | 5,574,363 | 0 |
Total operating expenses | 22,717,919 | 3,369,665 |
Income (Loss) from operations | (25,152,537) | (688,003) |
Other income (expense): | ||
Interest expense | (276,932) | (18,289) |
Realized gain (loss) on sale of digital currencies | (19,498) | 181,583 |
Gain on extinguishment of debt | 0 | 5,924 |
Loss on sale of property and equipment | 0 | (46,999) |
Loss on settlement | (11,000) | 0 |
Total other income (expense) | (307,430) | 122,219 |
Loss before income taxes | (25,459,967) | (565,514) |
Provision for income taxes | 0 | 0 |
Net income (loss) | (25,459,967) | (565,514) |
Dividends on Preferred Stock | (1,194,362) | (550,554) |
Deemed dividend | (255,374) | 0 |
Net loss attributable to shareholders | $ (26,909,703) | $ (1,116,068) |
Net loss per common share attributable to shareholders, basic and diluted | $ (11.98) | $ (0.68) |
Weighted average number of common shares outstanding, basic and diluted | 2,246,630 | 1,637,717 |
STATEMENTS OF STOCKHOLDERS' EQU
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - 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 | Accumulated Deficit |
Balance, shares at Jun. 30, 2021 | 1,125 | 3,000 | 500,000 | 727,370 | 1,555,912 | ||||
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 Series B preferred stock for officer compensation, shares | 200,000 | ||||||||
Issuance of Series B preferred stock for officer compensation, amount | 2,438,900 | 0 | 0 | 0 | $ 200 | $ 0 | 0 | 2,438,700 | 0 |
Issuance of common shares in conversion of common stock payable, shares | 64,000 | ||||||||
Issuance of common shares in conversion of common stock payable, amount | 0 | 0 | 0 | 0 | 0 | $ 64 | (5,480,000) | 5,479,936 | 0 |
Issuance of common stock for services, shares | 2,282 | ||||||||
Issuance of common stock for services, amount | 45,943 | 0 | 0 | 0 | 0 | $ 2 | 0 | 45,941 | 0 |
Issuance of common stock for debt, shares | 16,000 | ||||||||
Issuance of common stock for debt, amount | 123,200 | 0 | 0 | 0 | 0 | $ 16 | 0 | 123,184 | 0 |
Sale of fully depreciated property and equipment to a related party | 135,450 | 0 | 0 | 0 | 0 | $ 0 | 0 | 135,450 | 0 |
Rounding shares due to reverse split, shares | (11) | ||||||||
Preferred stock dividends | (550,554) | 0 | 0 | 0 | 0 | $ 0 | 0 | 0 | (550,554) |
Net income (loss) | (565,514) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | 0 | 0 | (565,514) |
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 | (1,002,633) | 802,106 | |||||||
Issuance of common stock for conversion of Series B preferred stock, amount | 0 | 0 | 0 | 0 | $ (1,003) | $ 802 | 0 | 201 | 0 |
Issuance of Series B preferred stock for officer compensation, shares | 200,000 | ||||||||
Issuance of Series B preferred stock for officer compensation, amount | 15,247,500 | 0 | 0 | 0 | $ 200 | $ 0 | 0 | 15,247,300 | 0 |
Rounding shares due to reverse split, shares | 3,894 | ||||||||
Rounding shares due to reverse split, amount | $ 4 | (4) | |||||||
Preferred stock dividends | (1,194,362) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (1,194,362) |
Net income (loss) | (25,459,967) | 0 | 0 | 0 | 0 | $ 0 | 0 | (25,459,967) | |
Issuance of common stock for settlement, shares | 78,304 | ||||||||
Issuance of common stock for settlement, amount | 293,639 | 0 | 0 | 0 | 0 | $ 78 | 0 | 293,561 | 0 |
Cashless warrants exercised, shares | 234,215 | ||||||||
Cashless warrants exercised, amount | 0 | 0 | 0 | 0 | 0 | $ 234 | 0 | (234) | 0 |
Warrants exercised, shares | 88,000 | ||||||||
Warrants exercised, amount | 11,000 | $ 0 | 0 | 0 | 0 | $ 88 | 0 | 10,912 | 0 |
Deemed dividends | 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | 255,374 | (255,374) | |
Balance, shares at Jun. 30, 2023 | 1,125 | 3,000 | 500,000 | 100,000 | 2,864,492 | ||||
Balance, amount at Jun. 30, 2023 | $ (509,883) | $ 1,125,000 | $ 3,000,000 | $ 500 | $ 100 | $ 2,864 | $ 72,588,520 | $ (73,101,867) |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ (25,459,967) | $ (565,514) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 3,597,346 | 1,617,032 |
Stock-based compensation - related party | 15,247,500 | 2,438,900 |
Common stock issued for services | 0 | 45,943 |
Loss on exercise of warrants | 11,000 | 0 |
Loss on sale of property and equipment | 0 | 46,999 |
Loss on disposition of property and equipment | 1,197,522 | 154,180 |
Impairment of property and equipment | 5,574,363 | 0 |
Amortization of debt discount | 114,564 | 8,636 |
Realized loss (gain) on sale of digital currencies | 19,498 | (181,853) |
Gain on extinguishment of debt | 0 | (5,924) |
Changes in operating assets and liabilities: | ||
Digital currencies | (3,911,752) | (5,009,691) |
Prepaid expenses and other current assets | (4,665) | 195,120 |
Equipment deposits | (32,514) | 1,135,088 |
Deposits | (499,300) | (78,147) |
Accounts payable | 237,750 | 28,702 |
Accrued expenses | 162,131 | 4,731 |
Due to related party | 318,565 | 221,253 |
Net cash provided by (used in) operating activities | (3,427,959) | 55,455 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Equipment deposit | 0 | (7,763,487) |
Net proceeds from the sale of digital currencies | 3,552,596 | 7,462,655 |
Purchase of property and equipment | 0 | (73,575) |
Purchase of digital currencies | (306,919) | (2,098,676) |
Proceeds from sale of property and equipment | 0 | 70,000 |
Proceeds from sale of fully depreciated property and equipment to a related party | 0 | 135,450 |
Net cash provided by (used in) investing activities | 3,245,677 | (2,267,633) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from related party short term advance | 0 | 118,150 |
Proceeds from notes payable | 0 | 500,000 |
Repayment of notes payable | (50,000) | (13,229) |
Net cash provided by (used in) financing activities | (50,000) | 604,921 |
Net increase (decrease) in cash | (232,282) | (1,607,257) |
Cash, cash equivalents, and restricted cash - beginning of period | 490,280 | 2,097,537 |
Cash, cash equivalents, and restricted cash - end of period | 257,998 | 490,280 |
Cash paid during the period for: | ||
Interest | 50,237 | 541 |
Income taxes | 0 | 0 |
Non-cash investing and financing activities: | ||
Equipment deposits transferred to property and equipment | 2,387,681 | 11,936,497 |
Common stock issued for common stock payable | 0 | 5,480,000 |
Accrued preferred stock dividends | 1,194,362 | 550,554 |
Common stock issued in debt incentive | 0 | 123,200 |
Conversion of Series B preferred stock for common stock | 1,003 | 2,474 |
Deemed dividend for warrant modification | 255,374 | 0 |
Common stock for exercise of warrants | 234 | 0 |
Common stock issued for accrued dividends | 293,639 | 0 |
Accrued compensation repaid with digital currencies | 272,037 | 0 |
Rounding shares due to reverse split | $ 4 | $ 0 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Jun. 30, 2023 | |
ORGANIZATION | |
ORGANIZATION | 1. ORGANIZATION 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, Quant, and Dogecoin, 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 common shares. The reverse split has been given retroactive effect in the financial statements for all periods presented. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of condensed 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. Cash and Cash Equivalents The Company maintains cash balances in non-interest-bearing accounts that at times may exceed federally insured limits. For the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The Company had no cash equivalents at June 30, 2023. Digital Currencies Digital currencies consist mainly of Bitcoin, Dogecoin, and Quant 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. The Company accounts Intangibles – Goodwill and Other In performing the quantitative impairment test, the Company evaluates the recoverability of long-lived assets based upon future net cash flows expected to result from the asset, including eventual disposition. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted and an impairment loss is recorded equal to the difference between the asset’s carrying value and fair value or disposable value. Property and Equipment Property and equipment, consisting primarily of computer and other cryptocurrency mining equipment (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. 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 year ended June 30, 2022, we sold used mining equipment and realized a loss on the sale of $46,999. During the years ended June 30, 2023 and 20221, the Company discontinued the use of damaged or non-serviceable mining equipment and wrote off its net book value of $1,197,522 and $154,180, respectively, to loss on disposition of property and equipment. During the year ended June 30, 2023 and 2022, we impaired mining equipment and recognized impairment expense of $5,574,363 and $0, 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 as a result 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 June 30, 2023 and June 30, 2023, we recorded 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 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. During the year ended June 30, 2023 and 2022, we impaired mining equipment and recognized impairment expense of $5,574,363 and $0, respectively. 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. To generate revenue from mining bitcoin, the Company has entered into digital asset mining pools by executing contracts, as amended from time to time, with the mining pool operators to provide computing power to the mining pool. The contracts are terminable at any time by either party without penalty and the Company’s enforceable right to compensation only begins when, and lasts as long as, the Company provides computing power to the mining pool operator. In exchange for providing computing power, we are entitled to a Full-Pay-Per-Share payout of Bitcoin based on a contractual formula, which primarily calculates the hash rate provided by us to the mining pool as a percentage of total network hash rate, and other inputs. We are entitled to consideration even if a block is not successfully placed by the mining pool operator. Providing computing power to solve complex cryptographic algorithms in support of the Bitcoin blockchain (in a process known as “solving a block”) is an output of the Company’s ordinary activities. The provision of providing such computing power is the only performance obligation in the Company’s contracts with mining pool operators. The transaction consideration the Company receives is net of digital asset transaction fees kept by the mining pool operator and is noncash, in the form of bitcoin, which the Company measures at fair value on the date Bitcoin is received. This value is not materially different than the fair value at the moment we meet the performance obligation, which can be recalculated based on the contractual formula. The consideration is variable. The amount of consideration recognized is constrained to the amount of consideration received, which is when it is probable a significant reversal will not occur. There is no significant financing component or risk of a significant revenue reversal in these transactions due to the performance obligations and settlement of the transactions being on a daily basis. Income Taxes For those periods where income before income taxes is reported in the accompanying condensed statements of operations, no provision for income taxes is provided due to the net operating loss carryforward of the Company. 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, 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 years ended June 30, 2023 and 2022, 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. Recently Issued Accounting Pronouncements There were no new accounting pronouncements issued or proposed by the FASB during the year ended June 30, 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 year ended June 30, 2023, there were no sales of cryptocurrency mining equipment. During the year ended June 30, 2022, one customer accounted for 72% of sales of cryptocurrency mining equipment and 18% of total revenues. A second customer accounted for 28% of sales of cryptocurrency mining revenues and 7% of total revenues. During the year ended June 30, 2022, substantially all cryptocurrency mining equipment, including those units with costs included in equipment deposits as of June 30, 2022, was purchased form one supplier. Reclassifications Certain amounts in the financial statements for the year ended June 30, 2022 have been reclassified to conform to the presentation for the year ended June 30, 2023. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Jun. 30, 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 June 30, 2023, the Company’s current liabilities exceeded its current assets by $2,710,289 and the Company had an accumulated deficit of $73,101,867. 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 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 | 12 Months Ended |
Jun. 30, 2023 | |
PROPERTY AND EQUIPMENT | |
PROPERTY AND EQUIPMENT | 4. PROPERTY AND EQUIPMENT Property and equipment consisted of the following at June 30: 2023 2022 Cryptocurrency mining equipment $ 8,668,025 $ 14,729,772 Furniture and equipment 240,011 240,011 Total 8,908,036 14,969,783 Less accumulated depreciation and amortization (3,608,202 ) (1,688,399 ) Net $ 5,299,834 $ 13,281,384 Depreciation and amortization expense, included in cost of revenues, for the years ended June 30, 2023 and 2022 was $3,597,346 and $1,617,032, respectively. During the year ended June 30, 2023 and 2022, we sold used mining equipment and realized a loss on the sale of $0 and $46,999, respectively. During the year ended June 30, 2023 and 2022, we disposed of and wrote off non-serviceable, defective mining equipment and realized a loss on disposal of $1,197,522 and $154,180, respectively. During the year ended June 30, 2023 and 2022, we impaired mining equipment and recognized impairment expense of $5,574,363 and $0, respectively. |
EQUIPMENT DEPOSITS
EQUIPMENT DEPOSITS | 12 Months Ended |
Jun. 30, 2023 | |
EQUIPMENT DEPOSITS | |
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 is 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 remains in effect until the delivery of the last batch of products. 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 June 30, 2023, and June 30, 2022, equipment deposits totaled $0 and $2,355,167, respectively, including $0 and $6,316,119 paid to Bitmain under the Bitmain Agreement (net of Wattum reimbursements and deliveries of equipment). As of June 30, 2023, 12 of the 12 shipments totaling 3,957 miners had been delivered by Bitmain to the Company, Wattum and two customers of the Company. Sale of Miners During the year ended June 30, 2023, the Company did not sell any miners. During the year ended June 30, 2022, the Company sold 187 miners to two non-related parties for $1,678,660. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jun. 30, 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. For the year ended June 30, 2023, the Company issued to Mr. Rubakh 200,000 shares of Series B convertible preferred stock valued on an “as converted to common” basis at $15,247,500, using the closing market price of the Company’s common stock. Each share of Series B preferred stock is convertible into 100 shares 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. For the year ended June 30, 2022, the Company issued Mr. Rubakh 200,000 shares of Series B convertible preferred stock valued on an “as converted to common” basis at $2,438,900, using the closing market price of the Company’s common stock. Each share of Series B preferred stock is convertible into 100 shares 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. Total compensation expense included in general and administrative expenses was $450,000 and $450,000 for the years ended June 30, 2023 and 2022, respectively. Amounts due to related party, consisting of accrued salary to Mr. Rubakh, totaled $297,138 and $250,610 as of June 30, 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 June 30, 2023 and 2022. The total amount due to Mr. Rubakh for accrued salary and short-term advances as of June 30, 2023 and 2022 was $415,288 and $368,760, respectively. During the year ended June 30, 2023, Mr. Rubakh converted 1,002,633 shares of Series B preferred stock into 802,106 shares of common stock in a transaction recorded at the par value of the shares. During the year ended June 30, 2022, Mr. Rubakh converted 24,737 shares of Series B preferred stock into 2,473,700 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, 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 year ended June 30, 2023 and 2022, the Company incurred power expense of $429,678 and $96,592 from Tioga Holdings, LLC. As of June 30, 2023, the Company had a balance of $192,184 due to Tioga Holdings, LLC. |
NOTES PAYABLE
NOTES PAYABLE | 12 Months Ended |
Jun. 30, 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 $114,564 of interest expense for amortization of this debt discount and made a $50,000 interest payment during the year ended June 30, 2023. As of June 30, 2023, this note was in default due to nonpayment before the maturity date. |
MEZZANINE
MEZZANINE | 12 Months Ended |
Jun. 30, 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. Starting one month after the issuance of the shares, they were in default due to the Company’s failure to pay the cumulative dividend monthly as required by the agreement. Dividends may be paid in cash or in shares of Series C preferred stock at the discretion of the Company. During the year ended June 30, 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. As of June 30, 2023 and 2022, the Company accrued Series C preferred stock dividends of $245,088 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 June 30, 2023 and 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. Starting one month after the issuance of the shares, they were in default due to the Company’s failure to pay the cumulative dividend monthly as required by the agreement. Dividends may be paid in cash or in shares of Series D preferred stock at the discretion of the Company. As of June 30, 2023 and 2022, the Company accrued Series D preferred stock dividends of $1,400,122 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 June 30, 2023 and 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) | 12 Months Ended |
Jun. 30, 2023 | |
STOCKHOLDERS EQUITY (DEFICIT) | |
STOCKHOLDERS' EQUITY (DEFICIT) | 9. STOCKHOLDERS’ EQUITY (DEFICIT) Preferred Stock 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. Each share of Series A preferred stock has a par value of $0.001. 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 not subject to adjustment for a stock split or reverse stock split. 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 June 30, 2023 and 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 (“Conversion Ratio”).The Conversion Raio is subject to adjustment if the Company enters into a merger or spin off transaction but is not subject to adjustment for a stock split or reverse stock split. The holders of the 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 year ended June 30, 2023, Mr. Rubakh converted 1,002,633 shares of Series B preferred stock into 802,106 shares of common stock in a transaction recorded at the par value of the shares. For services provided during the year ended June 30, 2023, the Company issued to Mr. Rubakh 200,000 shares of Series B convertible preferred stock valued on an “as converted to common” basis at $15,247,500, using the closing market price of the Company’s common stock. Each share of Series B preferred stock is convertible into 100 shares 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 year ended June 30, 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. During the year ended June 30, 2022, the Company issued to Mr. Rubakh 200,000 shares of Series B convertible preferred stock valued on an “as converted to common” basis at $2,438,700, using the closing market price of the Company’s common stock on that date. Each share of Series B preferred stock is convertible into 100 shares 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 100,000 and 902,633 shares issued and outstanding as of June 30, 2023 and 2022, respectively. Common Stock As of June 30, 2023, we were authorized to issue up to 6,000,000 shares of common stock with a par value of $0.001. On July 27, 2023, the Board of Directors of the Company approved a resolution to increase the number of authorized common shares to 300,000,000. The Company had 2,864,492 and 1,657,973 common shares issued and outstanding as of June 30, 2023 and 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 year ended June 30, 2023, the Company issued a total of 1,206,519 shares of its common stock: 802,106 shares issued in conversion of Series B preferred stock recorded at par value of $802, 78,304 shares issued for settlement of accrued dividends for a fair value of $293,639, 322,215 shares for the exercise of warrants recorded at par value of $322, and 3,894 shares issued due to rounding from the Reverse Split. During the year ended June 30, 2022, the Company issued a total of 102,061 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, 2,282 shares for services valued at $45,943, and 16,000 shares as an inducement to enter Promissory Note at par value of $16, and (11) shares due to rounding from the Reverse Split. |
WARRANTS
WARRANTS | 12 Months Ended |
Jun. 30, 2023 | |
WARRANTS | |
WARRANTS | 10. WARRANTS As discussed in Note 10, 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 year ended June 30, 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 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 year ended June 30, 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 June 30, 2023, and changes during the year then ended is as follows: Shares Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Aggregate Intrinsic Value Outstanding at 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 at June 30, 2023 - $ - - $ - |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2023 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 11. 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 June 30, 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. This agreement required an initial deposit of $78,147 which is recorded as a Deposit on the Balance Sheets. 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 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. 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. This agreement required an initial deposit of $500,000 which is recorded as a Deposit on the Balance Sheets. 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. In January 2023, under Chapter 11 proceedings, Compute North sold these Master Agreements to GC Data Center Granbury, LLC and the parties consolidated all cryptocurrency mining operations in the Granbury, Texas facility. 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. The 36 months lease and mining operations were terminated in September 2023, due to significant increase in power cost by local utility. All mining equipment has been relocated to Granbury, Texas. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2023 | |
INCOME TAXES | |
INCOME TAXES | 12. INCOME TAXES For the years ended June 30, 2023 and 2022, there was no provision for income taxes and deferred tax assets have been entirely offset by valuation allowances. As of June 30, 2023, the Company has net operating loss carry forwards of approximately $7,478,174 that expire through the year 2041. The Company’s net operating loss carry forwards may be subject to annual limitations, which could reduce or defer the utilization of the losses as a result of an ownership change as defined in Section 382 of the Internal Revenue Code. The Company’s income tax expense (benefit) differs from the “expected” tax expense (benefit) for Federal income tax purposes (computed by applying the United States Federal tax rate of 21% to income (loss) before income taxes), as follows: Years Ended June 30, 2023 2022 Tax benefit at the statutory rate $ (5,346,593 ) $ (118,758 ) State income taxes, net of federal income tax benefit 213,839 (248,245 ) Non-deductible items 4,902,074 556,524 Non-taxable items - - Change in valuation allowance (230,680 ) (189,521 ) Total $ - $ - The tax effects of the temporary differences between reportable financial statement income and taxable income are recognized as deferred tax assets and liabilities. The tax years 2016 through 2022 remain open to examination by federal agencies and other jurisdictions in which it operates. The tax effect of significant components of the Company’s deferred tax asset at June 30, 2023 and 2022, respectively, are as follows: June 30, 2023 2022 Net operating loss carryforward $ 1,570,417 $ 688,131 Accumulated depreciation (1,112,965 ) - Less valuation allowance (457,452 ) (688,131 ) Net $ - $ - In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Because of the historical earnings history of the Company, the net deferred tax assets as of June 30, 2023 and 2022 were fully offset by a 100% valuation allowance. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Jun. 30, 2023 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | 13. SUBSEQUENT EVENTS Management has evaluated subsequent events according to the requirements of ASC TOPIC 855, and has reported the following: Issuance of Common Shares Subsequent to June 30, 2023, Mr. Rubakh converted 11,355 shares of Series B preferred stock into 1,135,500 shares of common stock in a transaction recorded at the par value of the shares. Issuance of Series B Preferred Stock Subsequent to June 30, 2023, Mr. Rubakh was issued 50,000 shares of Series B preferred stock for officer compensation. Amendment to Articles of Incorporation On July 27, 2023, the Board of Directors of the Company approved a resolution to increase the number of authorized common shares to 300,000,000. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Use of Estimates | The preparation of condensed 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. |
Cash and Cash Equivalents | The Company maintains cash balances in non-interest-bearing accounts that at times may exceed federally insured limits. For the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The Company had no cash equivalents at June 30, 2023. |
Digital Currencies | Digital currencies consist mainly of Bitcoin, Dogecoin, and Quant 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. The Company accounts Intangibles – Goodwill and Other In performing the quantitative impairment test, the Company evaluates the recoverability of long-lived assets based upon future net cash flows expected to result from the asset, including eventual disposition. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted and an impairment loss is recorded equal to the difference between the asset’s carrying value and fair value or disposable value. |
Property and Equipment | Property and equipment, consisting primarily of computer and other cryptocurrency mining equipment (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. 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 year ended June 30, 2022, we sold used mining equipment and realized a loss on the sale of $46,999. During the years ended June 30, 2023 and 20221, the Company discontinued the use of damaged or non-serviceable mining equipment and wrote off its net book value of $1,197,522 and $154,180, respectively, to loss on disposition of property and equipment. During the year ended June 30, 2023 and 2022, we impaired mining equipment and recognized impairment expense of $5,574,363 and $0, 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 as a result 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 June 30, 2023 and June 30, 2023, we recorded 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 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. During the year ended June 30, 2023 and 2022, we impaired mining equipment and recognized impairment expense of $5,574,363 and $0, respectively. |
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. To generate revenue from mining bitcoin, the Company has entered into digital asset mining pools by executing contracts, as amended from time to time, with the mining pool operators to provide computing power to the mining pool. The contracts are terminable at any time by either party without penalty and the Company’s enforceable right to compensation only begins when, and lasts as long as, the Company provides computing power to the mining pool operator. In exchange for providing computing power, we are entitled to a Full-Pay-Per-Share payout of Bitcoin based on a contractual formula, which primarily calculates the hash rate provided by us to the mining pool as a percentage of total network hash rate, and other inputs. We are entitled to consideration even if a block is not successfully placed by the mining pool operator. Providing computing power to solve complex cryptographic algorithms in support of the Bitcoin blockchain (in a process known as “solving a block”) is an output of the Company’s ordinary activities. The provision of providing such computing power is the only performance obligation in the Company’s contracts with mining pool operators. The transaction consideration the Company receives is net of digital asset transaction fees kept by the mining pool operator and is noncash, in the form of bitcoin, which the Company measures at fair value on the date Bitcoin is received. This value is not materially different than the fair value at the moment we meet the performance obligation, which can be recalculated based on the contractual formula. The consideration is variable. The amount of consideration recognized is constrained to the amount of consideration received, which is when it is probable a significant reversal will not occur. There is no significant financing component or risk of a significant revenue reversal in these transactions due to the performance obligations and settlement of the transactions being on a daily basis. |
Income Taxes | For those periods where income before income taxes is reported in the accompanying condensed statements of operations, no provision for income taxes is provided due to the net operating loss carryforward of the Company. 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, 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 years ended June 30, 2023 and 2022, 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. |
Recently Issued Accounting Pronouncements | There were no new accounting pronouncements issued or proposed by the FASB during the year ended June 30, 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 year ended June 30, 2023, there were no sales of cryptocurrency mining equipment. During the year ended June 30, 2022, one customer accounted for 72% of sales of cryptocurrency mining equipment and 18% of total revenues. A second customer accounted for 28% of sales of cryptocurrency mining revenues and 7% of total revenues. During the year ended June 30, 2022, substantially all cryptocurrency mining equipment, including those units with costs included in equipment deposits as of June 30, 2022, was purchased form one supplier. |
Reclassifications | Certain amounts in the financial statements for the year ended June 30, 2022 have been reclassified to conform to the presentation for the year ended June 30, 2023. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
PROPERTY AND EQUIPMENT | |
Schedule of Property and equipment | 2023 2022 Cryptocurrency mining equipment $ 8,668,025 $ 14,729,772 Furniture and equipment 240,011 240,011 Total 8,908,036 14,969,783 Less accumulated depreciation and amortization (3,608,202 ) (1,688,399 ) Net $ 5,299,834 $ 13,281,384 |
WARRANTS (Tables)
WARRANTS (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
WARRANTS | |
Schedule of warrants table | Shares Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Aggregate Intrinsic Value Outstanding at 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 at June 30, 2023 - $ - - $ - |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2023 | |
INCOME TAXES | |
Schedule of federal income tax | Years Ended June 30, 2023 2022 Tax benefit at the statutory rate $ (5,346,593 ) $ (118,758 ) State income taxes, net of federal income tax benefit 213,839 (248,245 ) Non-deductible items 4,902,074 556,524 Non-taxable items - - Change in valuation allowance (230,680 ) (189,521 ) Total $ - $ - |
Schedule of deferred tax | June 30, 2023 2022 Net operating loss carryforward $ 1,570,417 $ 688,131 Accumulated depreciation (1,112,965 ) - Less valuation allowance (457,452 ) (688,131 ) Net $ - $ - |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Realized gain (loss) on digital currencies | $ 19,498 | $ 181,853 |
Cryptocurrency mining revenues | 3,862,849 | 4,871,473 |
Impairment expense | 5,574,363 | 0 |
Loss on disposition of property and equipment | 0 | (46,999) |
Wrote off its net book | $ 1,197,522 | $ 154,180 |
Sales | ||
Concentration Risk, Percentage | 18% | |
One Customer | Sales | ||
Concentration Risk, Percentage | 72% | |
Two Customer | ||
Concentration Risk, Percentage | 7% | |
Two Customer | Sales | ||
Concentration Risk, Percentage | 28% |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
GOING CONCERN | ||
Accumulated Deficit | $ (73,101,867) | $ (46,192,164) |
Current Liabilities Exceeded Current Assets | $ 2,710,289 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
Property and Equipment, Total | $ 8,908,036 | $ 14,969,783 |
Less accumulated depreciation and amortization | (3,608,202) | (1,688,399) |
Property and Equipment, Net | 5,299,834 | 13,281,384 |
Cryptocurrency mining equipment [Member] | ||
Property and Equipment, Total | 8,668,025 | 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 ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Loss on disposal of wrote off non-serviceable, defective mining equipment | $ 1,197,522 | $ 154,180 |
Impairment expense | 5,574,363 | 0 |
Loss On Disposition Of Property And Equipment | 0 | (46,999) |
Depreciation And Amortization Expense | 3,597,346 | 1,617,032 |
Property Plant And Equipment Member | ||
Loss On Disposition Of Property And Equipment | $ 0 | $ (46,999) |
EQUIPMENT DEPOSITS (Details Nar
EQUIPMENT DEPOSITS (Details Narrative) - USD ($) | 12 Months Ended | ||
Apr. 12, 2021 | Jun. 30, 2022 | Jun. 30, 2023 | |
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 | $ 2,355,167 | $ 0 | |
Bitmain Agreement [Member] | |||
Equipment Deposits | 6,316,119 | $ 0 | |
Non-related Parties | $ 1,678,660 | ||
Purchase Obligation Percentage | 50% | ||
Reimbursing Equipment Deposits | 50% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |
Apr. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Due to tioga | $ 415,288 | $ 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 | $ 429,678 | 96,592 | |
Compensastion expense | $ 15,247,500 | 2,438,900 | |
Series B convertible preferred stock issued | 50,000 | ||
General and administrative expenses | $ 15,946,034 | 3,215,485 | |
Tioga [Member] | |||
Due to tioga | 192,184 | ||
Mr. Rubakh [Member] | |||
short term advance | 118,150 | 118,150 | |
Total Accrued salary and short term advances | $ 415,288 | $ 368,760 | |
Share converted series B preferred stock into common stock | 802,106 | 2,473,700 | |
Share series B preferred stock | 1,002,633 | 24,737 | |
Series B convertible preferred stock issued | 200,000 | 200,000 | |
General and administrative expenses | $ 450,000 | $ 450,000 | |
Accrued salary | $ 297,138 | $ 250,610 | |
Advance payment to third party | $ 118,150 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 15, 2022 | |
Notes Payable Member | ||
Interest expense for amortization | $ 114,564 | |
Interest payment | $ 50,000 | |
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 | 12 Months Ended | ||
Feb. 19, 2021 | Jun. 30, 2023 | Jun. 30, 2022 | Jan. 14, 2021 | |
Accrued Series C preferred stock dividends | $ 1,645,210 | $ 744,487 | ||
Series D Preferred Stock [Member] | ||||
Conversion price | $ 0.30 | |||
Accrued Series D preferred stock dividends | $ 1,400,122 | $ 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 | $ 245,088 | $ 212,296 |
STOCKHOLDERS EQUITY (Details Na
STOCKHOLDERS EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 21, 2015 | |
Issued shares due to rounding from the Reverse Split | 3,894 | |||
Common Stock, Shares Par Value | $ 0.001 | $ 0.001 | ||
Common stock, shares authorized | 6,000,000 | 6,000,000 | ||
Description of increment in authorized common shares | On July 27, 2023, the Board of Directors of the Company approved a resolution to increase the number of authorized common shares to 300,000,000 | |||
Common stock, shares issued | 2,864,492 | 1,657,973 | ||
Common Stock, Shares Outstanding | 2,864,492 | 1,657,973 | ||
Issued in Conversion of Series B Preferred Stock, Shares | 50,000 | |||
Mr. Rubakh [Member] | Effective April 1,2021[Member] | ||||
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 A Preferred Stock [Member] | ||||
Preferred stock, shares issued | 500,000 | 500,000 | ||
Preferred Stock, Shares Outstanding | 500,000 | 500,000 | ||
Preferred Stock, Shares Authorized | 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 | 200,000 | |||
Shares Issued In Conversion Of Preferred Stock | 1,002,633 | 24,737 | ||
Shares Issued Series B convertible preferred stock | 200,000 | |||
Shares Issued Series B convertible preferred stock, value | $ 15,247,500 | |||
Shares Issued In Conversion Of Preferred Stock, Amount | $ 2,438,700 | |||
Convertible Prefreed Stock Shares Issuable Upon Conversion Of Common Stock | 100 | 100 | ||
Common Stock [Member] | ||||
Shares Issued In Conversion Of Preferred Stock | 802,106 | 19,790 | ||
Issuance of Common Stock | 1,206,519 | 102,061 | ||
Series B convertible preferred stock issued | 802,106 | 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 | 322,215 | |||
Issued in Conversion of Series B Preferred Stock, Amount | $ 802 | |||
Debt Instrument, Converted Amount, Common Stock Payable | $ 5,480,000 | |||
Debt Instrument, Converted Amount, Common Stock Payable notes | 2,282 shares for services valued at $45,943, and 16,000 shares as an inducement to enter Promissory Note at par value of $16, and (11) shares due to rounding from the Reverse Split | |||
Common Stock Issue For Warrants Exercise Amount | $ 322 | |||
Preferred Stock Series B [Member] | ||||
Preferred stock, shares issued | 100,000 | 902,633 | ||
Preferred Stock, Shares Outstanding | 100,000 | 902,633 | ||
Preferred Stock, Shares Authorized | 500,000 | |||
Preferred Stock, Shares Par Value | $ 0.001 | |||
Common Stock Shares Issuable Upon Conversion Of Preferred Stock | 100 |
WARRANTS (Details)
WARRANTS (Details) | 12 Months Ended |
Jun. 30, 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 | $ 37.50 |
Weighted Average Exercise Price, Exercised | 0.13 |
Weighted Average Exercise Price, forfeited or expired | 0.13 |
Weighted Average Exercise Price, Outstanding Ending | $ 0 |
Weighted Average Remaining Contract Term | |
Weighted Average Remaining Contract Term, Beginning | 3 years 8 months 19 days |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Sep. 13, 2022 | Jan. 19, 2023 | Sep. 15, 2022 | Jun. 30, 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 | This agreement required an initial deposit of $78,147 which is recorded as a Deposit on the Balance Sheets | ||
Description of second master agreement | This agreement required an initial deposit of $500,000 which is recorded as a Deposit on the Balance Sheets. The Company’s ongoing obligation under the agreement to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations | ||
Tioga Property Lease And Power Purchase Agreement [Member] | |||
Description For Initial Order Form Under Agreement | The Company’s sole obligation under the agreement is to pay monthly a contractual rate per kilowatt hour of electricity consumed in the Company’s cryptocurrency mining operations. The term of the agreement is 36 months. The 36 months lease and mining operations were terminated in September 2023, due to significant increase in power cost by local utility. All mining equipment has been relocated to Granbury, Texas |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
INCOME TAXES | ||
Tax benefit at the statutory rate | $ (5,346,593) | $ (118,758) |
State income taxes, net of federal income tax benefit | 213,839 | (248,245) |
Non-deductible items | 4,902,074 | 556,524 |
Non-taxable items | 0 | 0 |
Change in valuation allowance | (230,680) | (189,521) |
Total | $ 0 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | Jun. 30, 2023 | Jun. 30, 2022 |
INCOME TAXES | ||
Net operating loss carryforward | $ 1,570,417 | $ 688,131 |
Accumulated depreciation | (1,112,965) | 0 |
Less valuation allowance | (457,452) | (688,131) |
Net | $ 0 | $ 0 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
INCOME TAXES | ||
Net operating loss carry forwards | $ 7,478,174 | |
Expiration year | through the year 2041 | |
Net deferred tax assets, valuation allowance | 100% | 100% |
Federal tax rate | 21% |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - shares | 12 Months Ended | ||
Jun. 30, 2023 | Jul. 27, 2023 | Jun. 30, 2022 | |
Issued Converted shares of preferred stock | 50,000 | ||
Common stock, shares authorized increased | 6,000,000 | 6,000,000 | |
Subsequent Event | |||
Common stock, shares authorized increased | 300,000,000 | ||
Series B Preferred Stock [Member] | |||
Issued Converted shares of preferred stock | 11,355 | ||
Conversion shares of preferred stock into shares of common stock | 1,135,500 |