Discontinued Operations | 7. DISCONTINUED OPERATIONS During the year ended July 31, 2018 the Company decided to discontinue most of its operating activities. This was done by way of the following two transactions: On June 26, 2018, the Company exchanged all the issued and outstanding shares of common stock of its wholly owned subsidiary, Sports Perfecta, Inc. (“SPI”) to Neo Sports, Ltd, a Japanese company, for 100,000 shares of the Company’s series A preferred stock, 23,600,000 shares of the Company’s common stock and an option contract right for 3,000,000 shares of the Company’s common stock. This transaction included SPI’s wholly owned subsidiary, Sports Perfecta Technologies Sdn Bhd. On June 27, 2018, the Company exchanged all the issued and outstanding shares of common stock of its wholly owned subsidiary, Link Bit Consulting Co. Ltd. (“LBC”) to IS Digital Ltd., a Cayman Island company for $420,000 in cash and 100% of the account receivable balance owed to the Company by LBC for $80,000 in cash. This transaction included all of LBC’s subsidiaries, except for WRN Co. Ltd. (“WRN”). WRN’s issued and outstanding common stock was transferred to the Company from LBC on this date. In December 2019, the Company decided to discontinue its remaining operations. This was done by the way of two transactions. On December 16, 2019, the Company transferred 100% of the common stock of Umajin HK, a Hong Kong corporation and a subsidiary of the Company to a Japanese corporation in exchange for $1. Also on December 16, 2019, the Company transferred 100% of the common stock of WRN, a Japanese corporation and a subsidiary of the Company to a Japanese corporation in exchange for $1 and the forgiveness of a payable to WRN in the amount of $90,956. After these transfers, the Company had no subsidiaries. In accordance with the provisions of ASC 205-20, the Company has separately reported the assets and liabilities of the discontinued operations in the consolidated balance sheets. The assets and liabilities have been reflected as discontinued operations in the consolidated balance sheets as of July 31, 2019 and July 31, 2018, and consist of the following: July 31, 2019 July 31, 2018 CURRENT ASSETS OF DISCONTINUED OPERATIONS: Cash $ 516 $ 2,859 Accounts receivable, net – 8,632 TOTAL CURRENT ASSETS OF DISCONTINUED OPERATIONS $ 516 $ 11,491 CURRENT LIABILITIES OF DISCONTINUED OPERATIONS Accounts payable and accrued expenses $ 6,581 $ 14,483 Deferred revenues – 8,462 Taxes payable 1,365 – TOTAL CURRENT LIABILITIES OF DISCONTINUED OPERATIONS $ 7,946 $ 22,945 In accordance with the provisions of ASC 205-20, the Company has not included in the results of continuing operations the results of operations of the discontinued operations in the consolidated statements of operations and comprehensive income (loss). The results of operations from discontinued operations for the years ended July 31, 2019 and 2018 have been reflected as discontinued operations in the consolidated statements of operations and comprehensive income (loss) for the years ended July 31, 2019 and 2018, and consist of the following. Year Ended July 31, 2019 July 31, 2018 REVENUES OF DISCONTINUED OPERATIONS $ 96,657 $ 11,400,259 OPERATING EXPENSES OF DISCONTINUED OPERATIONS: Cost of sales 79,938 2,714,727 Depreciation and amortization expense – 25,867 Advertising expense – 94,997 Rent Expense – 363,976 Salaries and wages expense – 2,938,904 Other general and administrative expenses 8,736 2,672,042 88,674 8,810,513 OPERATING INCOME (LOSS) OF DISCONTINUED OPERATIONS 7,983 2,589,746 OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS Other (income) expense – (714 ) (Gain) loss on foreign exchange – (18,040 ) Interest income (1 ) (5,854 ) Interest expense – 715,132 (1 ) 690,524 INCOME (LOSS) BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS 7,984 1,899,222 Provision for income taxes of discontinued operations 1 630 774,666 NET INCOME (LOSS) OF DISCONTINUED OPERATIONS $ 7,354 $ 1,124,556 _______________ 1 July 31, 2019 July 31, 2018 Income tax expense (benefit) based on book income at Japanese statutory rate $ 630 $ 748,934 Entertainment expense – 65,333 Additional taxes – 3,966 Tax rate difference between current tax and deferred tax assets – 3,539 Others – (47,106 ) Total income tax provision $ 630 $ 774,666 In accordance with the provisions of ASC 205-20, the Company has separately reported the cash flow activity of the discontinued operations in the consolidated statements of cash flows. The cash flow activity from discontinued operations for the year ended July 31, 2019 and 2018 have been reflected as discontinued operations in the consolidated statements of cash flows for the years ended July 31, 2019 and 2018, and consist of the following. Year Ended July 31, 2019 July 31, 2018 DISCONTINUED OPERATING ACTIVITIES Net income (loss) $ 7,354 $ 1,124,556 Depreciation and amortization – 25,867 Amortization of debt discount – 16,515 Provision for (benefit from) deferred taxes – 73,810 Changes in operating assets and liabilities: Accounts receivable 8,632 (506,051 ) Accounts receivable - related party – 18,200 Prepaid expenses and other current assets – 18,175 Other assets – (11,475 ) Accounts payable and accrued expenses (7,988 ) (139,631 ) Accounts payable and accrued expenses to related party – 39,511 Deferred revenue (8,462 ) (110,029 ) Taxes payable 1,365 818,287 Net cash provided by operating activities of discontinued operations $ 871 $ 1,367,735 INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS Purchase of property and equipment $ – $ (4,259 ) Proceeds from collection of notes receivables – 511,570 Payments for notes receivable lending – (330,046 ) Net cash provided by (used in) investing activities of discontinued operations $ – $ 177,265 FINANCING ACTIVITIES OF DISCONTINUED OPERATIONS Proceeds from notes payable $ – $ 2,093,000 Payments on note payable – (3,130,400 ) Payments on notes payable - related parties – (164,594 ) Net cash used in financing activities of discontinued operations $ – $ (1,201,994 ) |