Cover
Cover - shares | 6 Months Ended | |
Dec. 31, 2021 | Feb. 14, 2022 | |
Cover [Abstract] | ||
Entity Registrant Name | ARTISAN CONSUMER GOODS, INC. | |
Entity Central Index Key | 0001530425 | |
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 | Dec. 31, 2021 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Entity Common Stock Shares Outstanding | 4,400,048 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Tax Identification Number | 26-1240056 | |
Entity Incorporation State Country Code | NV | |
Entity Interactive Data Current | Yes | |
Entity Address Address Line 1 | 999 N Northlake WAy Ste 203 | |
Entity Address City Or Town | Seattle | |
Entity Address State Or Province | WA | |
Entity Address Postal Zip Code | 98103-3442 | |
Local Phone Number | 517-7147 | |
City Area Code | 206 | |
Security 12b Title | Common | |
Trading Symbol | ARRT | |
Entity File Number | 000-54838 |
Balance Sheets
Balance Sheets - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 |
Current assets: | ||
Cash | $ 20,046 | $ 901 |
Total current assets | 20,046 | 901 |
Other assets | ||
Intellectual property (net of accumulated amortization of $1,375 at December 31, 2021) | 7,625 | 0 |
Trademarks | 1,000 | 0 |
Total other assets | 8,625 | 0 |
Total Assets | 28,671 | 901 |
Current liabilities: | ||
Accounts payable | 29,509 | 32,349 |
Accrued expenses | 48,400 | 48,271 |
Related party loans | 154,216 | 102,497 |
Total current liabilities | 232,125 | 183,117 |
Commitments and contingencies | 0 | 0 |
Stockholders' deficiency: | ||
Preferred stock, $0.001 par value; 25,000,000 shares authorized, -0- preferred stock shares issued and outstanding as of December 31, 2021 and June 30, 2021 | 0 | 0 |
Common stock, $0.001 par value, 500,000,000 shares authorized 4,400,048 issued and outstanding as of December 31, 2021 and June 30, 2021 | 4,400 | 4,400 |
Additional paid-in capital | 18,984,200 | 18,984,200 |
Stock to be issued | 7,053 | 6,073 |
Accumulated deficit | (19,199,107) | (19,176,889) |
Total stockholders' deficiency | (203,454) | (182,216) |
Total Liabilities and Stockholders' Deficiency | $ 28,671 | $ 901 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 |
Balance Sheets | ||
Intagible assets, accumulated amortization | $ 1,375 | $ 0 |
Stockholders' deficiency | ||
Preferred stock, shares par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 4,400,048 | 4,400,048 |
Common stock, shares outstanding | 4,400,048 | 4,400,048 |
Statements of Operations (unaud
Statements of Operations (unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating expenses: | ||||
Stock based compensation | $ 560 | $ 210 | $ 980 | $ (25,080) |
Professional fees | 3,643 | 5,655 | 18,178 | 12,044 |
General and administrative expenses | 1,389 | 150 | 1,556 | 45 |
Total operating expenses | 6,342 | 6,015 | 22,089 | (12,991) |
Net operating income (loss) | (6,342) | (6,015) | (22,089) | 12,991 |
Other income (expense): | ||||
Other income | (2,686) | (14,286) | (129) | 12,143 |
Gain in extinguishment of debt | 0 | 0 | 0 | 0 |
Total Other income (expense) | (2,686) | (14,286) | (129) | 12,143 |
Net income (loss) | $ (9,028) | $ (20,301) | $ (22,218) | $ 25,134 |
Basic and diluted income (loss) per share | $ 0 | $ 0 | $ (0.01) | $ 0.01 |
Weighted average number of common shares outstanding - basic and diluted | 4,400,048 | 4,400,048 | 4,400,048 | 4,400,048 |
Statement of Cash Flow (unaudit
Statement of Cash Flow (unaudited) - USD ($) | 6 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (22,218) | $ 25,134 |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization expense | 1,375 | 0 |
Stock based compensation | $ 980 | $ (25,080) |
Fair value adjustment for shares issued from settlement agreement (Note 3) | 129 | (12,143) |
Changes in operating assets and liabilities: | ||
Accounts payable | $ (2,840) | $ 3,358 |
Net cash used in operating activities | (22,574) | (8,731) |
Cash flows from investing activities: | ||
Asset purchase of Within / Without Granola | (10,000) | 0 |
Net cash used in investing activities | (10,000) | 0 |
Cash flows from financing activities | ||
Proceeds from related party advances | 51,719 | 5,000 |
Net cash provided by financing activities | 51,719 | 5,000 |
Net increase (decrease) in cash | 19,145 | (3,731) |
Cash - beginning of the year | 901 | 5,409 |
Cash - end of the year | 20,046 | 1,678 |
Supplemental disclosures: | ||
Interest paid | 0 | 0 |
Income taxes | $ 0 | $ 0 |
Statement of Changes in Stockho
Statement of Changes in Stockholders' Equity - USD ($) | Total | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Common StockTo Be Issued [Member] | Accumulated Deficit [Member] |
Balance, shares at Jun. 30, 2020 | 4,400,048 | |||||
Balance, amount at Jun. 30, 2020 | $ (173,040) | $ 4,400 | $ 0 | $ 18,984,200 | $ 30,593 | $ (19,192,233) |
Common Stock to be issued | (25,080) | (25,080) | ||||
Net loss | 25,134 | 25,134 | ||||
Balance, shares at Dec. 31, 2020 | 4,400,048 | |||||
Balance, amount at Dec. 31, 2020 | (172,986) | $ 4,400 | 0 | 18,984,200 | 5,513 | (19,167,099) |
Balance, shares at Sep. 30, 2020 | 4,400,048 | |||||
Balance, amount at Sep. 30, 2020 | (152,895) | $ 4,400 | 0 | 18,984,200 | 5,303 | (19,146,798) |
Common Stock to be issued | 210 | 210 | ||||
Net loss | (20,301) | (20,301) | ||||
Balance, shares at Dec. 31, 2020 | 4,400,048 | |||||
Balance, amount at Dec. 31, 2020 | (172,986) | $ 4,400 | 0 | 18,984,200 | 5,513 | (19,167,099) |
Balance, shares at Jun. 30, 2021 | 4,400,048 | |||||
Balance, amount at Jun. 30, 2021 | (182,216) | $ 4,400 | 0 | 18,984,200 | 6,073 | (19,176,889) |
Common Stock to be issued | 980 | 980 | ||||
Net loss | (22,218) | (22,218) | ||||
Balance, shares at Dec. 31, 2021 | 4,400,048 | |||||
Balance, amount at Dec. 31, 2021 | (203,454) | $ 4,400 | 0 | 18,984,200 | 7,053 | (19,199,107) |
Balance, shares at Sep. 30, 2021 | 4,400,048 | |||||
Balance, amount at Sep. 30, 2021 | (194,986) | $ 4,400 | 0 | 18,984,200 | 6,493 | (19,190,079) |
Common Stock to be issued | 560 | 560 | ||||
Net loss | (9,028) | (9,028) | ||||
Balance, shares at Dec. 31, 2021 | 4,400,048 | |||||
Balance, amount at Dec. 31, 2021 | $ (203,454) | $ 4,400 | $ 0 | $ 18,984,200 | $ 7,053 | $ (19,199,107) |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 6 Months Ended |
Dec. 31, 2021 | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 ORGANIZATION AND DESCRIPTION OF BUSINESS Artisan Consumer Goods, Inc. (the “Company”) was incorporated in the State of Nevada on September 14, 2009, and its year-end is June 30. The Company’s principle executive office address is 999 N Northlake Way Ste 203, Seattle, Washington 98103-3442. The Company had previously acquired mineral properties located in the Thunder Bay mining district, Province of Ontario, Canada but never determined whether these properties contain reserves that are economically recoverable. As of June 30, 2015, the Company ceased our exploration operations in the Thunder Bay mining district due to a lack of funds. As of September 30, 2018, the Company ceased pursing all mining exploration. The Company is currently working on restarting the Within / Without Granola (“WWG”) brand which was acquired on July 15, 2021 form Paleo Scavenger, LLC for $10,000. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Dec. 31, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company’s unaudited consolidated financial statements have been prepared on an accrual basis of accounting, in conformity with accounting principles generally accepted in the United States of America (US GAAP) for interim financial information applicable for a going concern, which assumes that the Company will realize its assets and discharge its liabilities in the ordinary course of the business, and in accordance with the instructions for Form 10-Q and Article 10 of Regulation S-X promulgated under the Securities Exchange Act of 1934, as amended. Certain information and disclosures included in the financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the consolidated financial statements contain all material adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented. The results for the three and six months ended December 31, 2021 are not necessarily indicative of the results of operations for the full year. These unaudited financial statements and related footnotes should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2021 filed with the Securities and Exchange Commission on September 29, 2021. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The Company provides estimates for its common stock valuations and valuation allowances for deferred taxes. Cash Flow Reporting The Company follows ASC 230, Statement of Cash Flows, for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by ASC 230, Statement of Cash Flows, to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. Cash and Cash Equivalents The Company considers all highly liquid debt instruments and other short-term investments with maturity of three months or less, when purchased, to be cash equivalents. There were no cash equivalents as of December 31, 2021. The Company maintains its cash balance at one financial institution that is insured by the Federal Deposit Insurance Corporation. Inventory Inventory is stated at the lower of cost (FIFO: first-in, first-out) or market. The cost of inventory includes the cost of raw materials and freight. At March 31, 2021, the Company wrote-off the inventory as spoiled. Basic Earnings (loss) per Share The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share. Basic net earnings (loss) per share amounts are computed by dividing the net earnings (loss) by the weighted average number of common shares outstanding. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company. Share Based Compensation The Company accounts for share-based compensation in accordance with the fair value recognition provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) No. 718 and No. 505. The Company issues restricted stock to employees and consultants for their services. Cost for these transactions are measured at the fair value of the equity instruments issued at the date of grant. These shares are considered fully vested and the fair market value is recognized as expense in the period granted. The Company recognized consulting expenses and a corresponding increase to additional paid-in-capital related to stock issued for services. For agreements requiring future services, the consulting expense is to be recognized ratably over the requisite service period. Stock based compensation amounted to $560 and $210 for the three months ended December 31, 2021 and 2020, respectively, and $980 and ($25,080) for the six months ended December 31, 2021 and 2020, respectively. On August 16, 2020, a consultant released the Company from issuing 50,000 shares of the Company’s unregistered common stock earned under a January 15, 2019 agreement. On August 16, 2020, the Company reversed the unissued shares valued at $25,500 or $0.51 per share to operating expense in the accompanying statements of operations. Fair Value Measurements In September 2006, the FASB issued ASC 820 which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The provisions of ASC 820 were effective January 1, 2008. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observations of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement). The three levels of the fair value hierarchy defined by ASC 820 are as follows: Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities. Level 2 – Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars. Level 3 – Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. The Company did not identify any assets or liabilities that are required to be adjusted on the balance sheet at fair value in accordance with ASC 825-10 as of December 31, 2021 and June 30, 2021. Income Taxes The Company’s policy is to provide for deferred income taxes based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates that will be in effect when the differences are expected to reverse. The U.S. Tax Cuts and Jobs Act (TCJA) legislation reduces the U.S. federal corporate income tax rate from 35.0% to 21.0% and is effective June 22, 2018 for the Company. We did not provide any current or deferred U.S. federal income tax provision or benefit for any of the periods presented because we have experienced operating losses since inception. When it is more likely than not that a tax asset cannot be realized through future income the Company must allow for this future tax benefit. We provided a full valuation allowance on the net deferred tax asset, consisting of net operating loss carryforwards, because management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during the carryforward period. The Company’s policy is to provide for deferred income taxes based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates that will be in effect when the differences are expected to reverse. The U.S. Tax Cuts and Jobs Act (TCJA) legislation reduces the U.S. federal corporate income tax rate from 35.0% to 21.0% and is effective June 22, 2018 for the Company. We did not provide any current or deferred U.S. federal income tax provision or benefit for any of the periods presented because we have experienced operating losses since inception. When it is more likely than not that a tax asset cannot be realized through future income the Company must allow for this future tax benefit. We provided a full valuation allowance on the net deferred tax asset, consisting of net operating loss carryforwards, because management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during the carryforward period. The Company intends to file income tax returns in the U.S. federal tax jurisdiction and various state tax jurisdictions. The tax years for 2010 to 2018 remain open for examination by federal and/or state tax jurisdictions. The Company is currently not under examination by any other tax jurisdictions for any tax year. Going Concern These financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred a loss since inception resulting in an accumulated deficit of $19,199,107 at December 31, 2021 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and/or private placement of common stock. There is no guarantee that the Company will be able to raise any capital through any type of offering. Recently Issued Accounting Standards There have been no new accounting pronouncements during the year ended December 31, 2021 that we believe would have a material impact on our financial position or results of operations. |
ACQUISITIION AND INTANGIBLE ASS
ACQUISITIION AND INTANGIBLE ASSETS | 6 Months Ended |
Dec. 31, 2021 | |
ACQUISITIION AND INTANGIBLE ASSETS | |
ACQUISITIION AND INTANGIBLE ASSETS | NOTE 3 ACQUISITIION AND INTANGIBLE ASSETS On July 15, 2021, the Company acquired the assets of Paleo Scavenger, LLC (Paleo) for $10,000. Paleo owns the Within / Without Granola (“WWG”) brand. The purchase price includes the WWG trademarks, brands, books, records, intellectual property, commercial sales channel, customer lists and manufacturing rights. WWG ceased operations in early 2021. As of December 31, 2021, the Company has not restarted operations. The purchase price has been allocated to the net assets acquired based upon their estimated fair values as follows: WWG Trademark 1,000 Commercial Sales Channel 2,000 Customer List 5,000 Other Intellectual Property 2,000 Total $ 10,000 The fair value of the Intangible assets: commercial sales channel, customer list and other intangible assets was calculated using the net present value of the projected gross profit to be generated over the next 36 months beginning on July 15, 2021 with quarterly amortization of $750. The WWG Trademark was deemed to have an indefinite life and will be evaluated for impairment on an annual basis. Amortization expense amounted to $750 and $1,375 for the three and six months ended December 31, 2021, respectively, in the accompanying statements of operations. Proforma information has not been presented as it has been deemed immaterial. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Dec. 31, 2021 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 4 RELATED PARTY TRANSACTIONS On February 1, 2015, the Company entered into a 24-month consulting agreement extension with William Drury, an Officer of the Company and WICAWIBE LLC. Prior to subsequent termination, the agreement was to expire on January 31, 2017 and the monthly fee was $15,000. On September 28, 2016, Mr. Drury resigned as President and Treasurer of the Company. On September 29, 2016, a settlement agreement between Mr. Drury and the Company was signed which provides a payment of $50,000 in cash and $50,000 in the Company’s common stock to release the Company from all possible claims of accrued salary, independent contractor fees, expense and cost owed to Mr. Drury and terminate the consulting agreement which was scheduled to expire on January 31, 2017. On October 2, 2016, Mr. Drury resigned as director and the Company accepted his resignation and ratified the settlement agreement dated September 29, 2016. According to the settlement agreement, $46,500 was paid directly to Mr. Drury on October 5, 2016 and the remaining $3,500 paid directly to an attorney for the legal fees related to the settlement agreement. The shares of the Company’s common stock are issuable to Mr. Drury in increments of 3,571 shares. Mr. Drury will continue to be issued 3,571 until he is able to garner $50,000 by selling the shares in the over-the-counter market or an exchange (as defined under the securities act of 1933, as amended). On October 24, 2016, the Company issued 14,286 shares of the Company’s common stock to Mr. Drury to partially settle the $50,000 common stock obligation. Those shares had a fair value of $3,200 at the date of issuance. This liability represents an unconditional obligation to issue a variable number of shares for a fixed monetary amount. The fair value of the shares issued to Mr. Drury but not yet sold are netted against the liability in the balance sheet. Subsequent adjustments to the fair value of the shares issued but not sold are recognized as an adjustment to the net liability and other income/expense until such time as the shares are sold. Mr. Drury has not sold these shares as of December 31, 2021. For the three months ended December 31, 2021 and 2020, the Company recognized ($2,686) and ($14,286), respectively, and ($129) and $12,143 for the six months ended December 31, 2021 and 2020, respectively, of other income (expense) due to the marking of these shares to fair value subsequent to issuance. As a result of the settlement agreement, the Company wrote-off liabilities of $624,900 related to Mr. Drury to additional paid-in capital on the accompanying balance sheet during the three months ended September 30, 2016. Since September 2016, the Company’s President, Amber Finney, advanced the Company $144,216 as a related party loan. During May 2017, a related party advanced the Company an additional $10,000. The proceeds for these loans were used for working capital. As of December 31, 2021, and June 30, 2021, there are related party loans totaling $154,216 and $102,497, respectively. These advances are unsecured, due on demand and carry no interest or collateral. The officers of the Company could become involved in other business activities as they become available. This could create a conflict between the Company and the other business interests. The Company has not formulated a policy for the resolution of such a conflict should one arise. |
EQUITY TRANSACTIONS
EQUITY TRANSACTIONS | 6 Months Ended |
Dec. 31, 2021 | |
EQUITY TRANSACTIONS | |
EQUITY TRANSACTIONS | NOTE 5 EQUITY TRANSACTIONS On September 19, 2016, the shareholders of Company approved an increase to the number of authorized shares from 256,000,000 shares to 500,000,000 shares of common stock and added 25,000,000 shares of (“blank check”) preferred stock, par value $0.001 per share. On February 14, 2017, the Company received final approval for a 1-for-70 reverse stock split of its common stock. Immediately after effecting the subject 1-for-70 reverse stock split, the Company had 4,400,000 shares of common stock issued and outstanding and -0- shares of preferred stock issued and outstanding. The authorized shares did not change in connection with the split and will remain at 500,000,000 shares of common stock and 25,000,000 shares of (“blank check”) preferred stock. As of December 31, 2021, there are 500,000,000 shares of common stock at par value of $0.001 per share authorized and 4,400,048 issued and outstanding and 25,000,000 shares of (“blank check”) preferred stock, par value $0.001 per share authorized and -0- shares issued and outstanding. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Dec. 31, 2021 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 6 SUBSEQUENT EVENTS The Company evaluated all events or transactions that occurred after December 31, 2021 up through February 21, 2022. During this period, the Company did not have any material recognizable subsequent events. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Dec. 31, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | The Company’s unaudited consolidated financial statements have been prepared on an accrual basis of accounting, in conformity with accounting principles generally accepted in the United States of America (US GAAP) for interim financial information applicable for a going concern, which assumes that the Company will realize its assets and discharge its liabilities in the ordinary course of the business, and in accordance with the instructions for Form 10-Q and Article 10 of Regulation S-X promulgated under the Securities Exchange Act of 1934, as amended. Certain information and disclosures included in the financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the consolidated financial statements contain all material adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented. The results for the three and six months ended December 31, 2021 are not necessarily indicative of the results of operations for the full year. These unaudited financial statements and related footnotes should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2021 filed with the Securities and Exchange Commission on September 29, 2021. |
Use Of Estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The Company provides estimates for its common stock valuations and valuation allowances for deferred taxes. |
Cash Flow Reporting | The Company follows ASC 230, Statement of Cash Flows, for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by ASC 230, Statement of Cash Flows, to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. |
Cash and Cash Equivalents | The Company considers all highly liquid debt instruments and other short-term investments with maturity of three months or less, when purchased, to be cash equivalents. There were no cash equivalents as of December 31, 2021. The Company maintains its cash balance at one financial institution that is insured by the Federal Deposit Insurance Corporation. |
Inventory | Inventory is stated at the lower of cost (FIFO: first-in, first-out) or market. The cost of inventory includes the cost of raw materials and freight. At March 31, 2021, the Company wrote-off the inventory as spoiled. |
Basic Earnings (loss) per Share | The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share. Basic net earnings (loss) per share amounts are computed by dividing the net earnings (loss) by the weighted average number of common shares outstanding. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company. |
Share Based Compensation | The Company accounts for share-based compensation in accordance with the fair value recognition provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) No. 718 and No. 505. The Company issues restricted stock to employees and consultants for their services. Cost for these transactions are measured at the fair value of the equity instruments issued at the date of grant. These shares are considered fully vested and the fair market value is recognized as expense in the period granted. The Company recognized consulting expenses and a corresponding increase to additional paid-in-capital related to stock issued for services. For agreements requiring future services, the consulting expense is to be recognized ratably over the requisite service period. Stock based compensation amounted to $560 and $210 for the three months ended December 31, 2021 and 2020, respectively, and $980 and ($25,080) for the six months ended December 31, 2021 and 2020, respectively. On August 16, 2020, a consultant released the Company from issuing 50,000 shares of the Company’s unregistered common stock earned under a January 15, 2019 agreement. On August 16, 2020, the Company reversed the unissued shares valued at $25,500 or $0.51 per share to operating expense in the accompanying statements of operations. |
Fair Value Measurements | In September 2006, the FASB issued ASC 820 which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The provisions of ASC 820 were effective January 1, 2008. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observations of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement). The three levels of the fair value hierarchy defined by ASC 820 are as follows: Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities. Level 2 – Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars. Level 3 – Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. The Company did not identify any assets or liabilities that are required to be adjusted on the balance sheet at fair value in accordance with ASC 825-10 as of December 31, 2021 and June 30, 2021. |
Income Taxes | The Company’s policy is to provide for deferred income taxes based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates that will be in effect when the differences are expected to reverse. The U.S. Tax Cuts and Jobs Act (TCJA) legislation reduces the U.S. federal corporate income tax rate from 35.0% to 21.0% and is effective June 22, 2018 for the Company. We did not provide any current or deferred U.S. federal income tax provision or benefit for any of the periods presented because we have experienced operating losses since inception. When it is more likely than not that a tax asset cannot be realized through future income the Company must allow for this future tax benefit. We provided a full valuation allowance on the net deferred tax asset, consisting of net operating loss carryforwards, because management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during the carryforward period. The Company’s policy is to provide for deferred income taxes based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates that will be in effect when the differences are expected to reverse. The U.S. Tax Cuts and Jobs Act (TCJA) legislation reduces the U.S. federal corporate income tax rate from 35.0% to 21.0% and is effective June 22, 2018 for the Company. We did not provide any current or deferred U.S. federal income tax provision or benefit for any of the periods presented because we have experienced operating losses since inception. When it is more likely than not that a tax asset cannot be realized through future income the Company must allow for this future tax benefit. We provided a full valuation allowance on the net deferred tax asset, consisting of net operating loss carryforwards, because management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during the carryforward period. The Company intends to file income tax returns in the U.S. federal tax jurisdiction and various state tax jurisdictions. The tax years for 2010 to 2018 remain open for examination by federal and/or state tax jurisdictions. The Company is currently not under examination by any other tax jurisdictions for any tax year. |
Going Concern | These financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred a loss since inception resulting in an accumulated deficit of $19,199,107 at December 31, 2021 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and/or private placement of common stock. There is no guarantee that the Company will be able to raise any capital through any type of offering. |
Recently Issued Accounting Standards | There have been no new accounting pronouncements during the year ended December 31, 2021 that we believe would have a material impact on our financial position or results of operations. |
ACQUISITIION AND INTANGIBLE A_2
ACQUISITIION AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
ACQUISITIION AND INTANGIBLE ASSETS | |
Schedule of business acquision purchase price allocation | The purchase price has been allocated to the net assets acquired based upon their estimated fair values as follows: WWG Trademark 1,000 Commercial Sales Channel 2,000 Customer List 5,000 Other Intellectual Property 2,000 Total $ 10,000 |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details Narrative) | Jul. 15, 2021USD ($) |
WWG [Member] | |
Brand acquision, purchase price | $ 10,000 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Aug. 16, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | |
Stock based compensation | $ 560 | $ 210 | $ 980 | $ (25,080) | ||
Accumulated deficit | $ (19,199,107) | $ (19,199,107) | $ (19,176,889) | |||
Consultant [Member] | ||||||
Unregistered common stock issue | 50,000 | |||||
Fair value of unissued shares | $ 25,500 | |||||
Unissued price per share | $ 0.51 |
ACQUISITIION AND INTANGIBLE A_3
ACQUISITIION AND INTANGIBLE ASSETS (Details) | Jul. 15, 2021USD ($) |
WWG [Member] | |
Brand acquision, purchase price | $ 10,000 |
WWG Trademark [Member] | |
Brand acquision, purchase price | 1,000 |
Commercial Sales Channel [Member] | |
Brand acquision, purchase price | 2,000 |
Customer List [Member] | |
Brand acquision, purchase price | 5,000 |
Other Intellectual Property [Member] | |
Brand acquision, purchase price | $ 2,000 |
ACQUISITIION AND INTANGIBLE A_4
ACQUISITIION AND INTANGIBLE ASSETS (Details Narrative) - USD ($) | Jul. 15, 2021 | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Amortization expense | $ 750 | $ 1,375 | $ 0 | |
WWG [Member] | ||||
Brand acquision, purchase price | $ 10,000 | |||
Amortization of intangible assets, quarterly | $ 750 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 64 Months Ended | ||||||||
May 31, 2017 | Feb. 01, 2015 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Jun. 30, 2021 | Oct. 24, 2016 | Oct. 05, 2016 | Sep. 30, 2016 | Sep. 29, 2016 | |
Other income (expense) | $ (2,686) | $ (14,286) | $ (129) | $ 12,143 | ||||||||
Related party loans | $ 154,216 | $ 154,216 | $ 154,216 | $ 102,497 | ||||||||
Common stock issued | 4,400,048 | 4,400,048 | 4,400,048 | 4,400,048 | ||||||||
Proceeds from related party loan | $ 51,719 | $ 5,000 | ||||||||||
Mr. Drury [Member] | ||||||||||||
Agreement expiry date | Jan. 31, 2017 | |||||||||||
Monthly agreement fee | $ 15,000 | |||||||||||
Consulting agreement term | 24 years | |||||||||||
Common stock issued | 14,286 | 3,571 | ||||||||||
Additional paid-in capital | $ 624,900 | |||||||||||
Due to related party | $ 46,500 | $ 50,000 | ||||||||||
Common stock- related party | $ 50,000 | |||||||||||
Legal fees related to settlement agreement | $ 3,500 | |||||||||||
Settlement common stock obligation | $ 50,000 | |||||||||||
Fair value issuance | $ 3,200 | |||||||||||
Ms. Finney [Member] | ||||||||||||
Proceeds from related party loan | $ 10,000 | $ 144,216 |
EQUITY TRANSACTIONS (Details Na
EQUITY TRANSACTIONS (Details Narrative) - $ / shares | 1 Months Ended | ||||
Feb. 14, 2017 | Dec. 31, 2021 | Jun. 30, 2021 | Sep. 19, 2016 | Sep. 18, 2016 | |
Preferred stock, authorized | 25,000,000 | 25,000,000 | |||
Preferred stock, par value | $ 0.001 | $ 0.001 | |||
Preferred stock, outstanding | 0 | 0 | |||
Preferred stock, issued | 0 | 0 | |||
Common stock, outstanding | 4,400,048 | 4,400,048 | |||
Common stock, authorized | 500,000,000 | 500,000,000 | |||
Common stock, issued | 4,400,048 | 4,400,048 | |||
Common stock, par value | $ 0.001 | $ 0.001 | |||
Before reverse stock split [Member] | |||||
Preferred stock, authorized | 25,000,000 | 256,000,000 | |||
Preferred stock, par value | $ 0.001 | ||||
Common stock, authorized | 500,000,000 | ||||
Reverse stock split [Member] | |||||
Preferred stock, authorized | 25,000,000 | ||||
Preferred stock, outstanding | 0 | ||||
Preferred stock, issued | 0 | ||||
Common stock, outstanding | 4,400,000 | ||||
Common stock, authorized | 500,000,000 | ||||
Common stock, issued | 4,400,000 | ||||
Reverse stock split | 1-for-70 |