Cover
Cover - shares | 3 Months Ended | |
Jun. 30, 2022 | Aug. 12, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 000-55997 | |
Entity Registrant Name | SHARING SERVICES GLOBAL CORPORATION | |
Entity Central Index Key | 0001644488 | |
Entity Tax Identification Number | 30-0869786 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 1700 Coit Road | |
Entity Address, Address Line Two | Suite 290 | |
Entity Address, City or Town | Plano | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75075 | |
City Area Code | (469) | |
Local Phone Number | 304-9400 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 262,832,833 | |
Entity Information, Former Legal or Registered Name | None |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Current Assets | ||
Cash and cash equivalents | $ 14,453,492 | $ 17,023,266 |
Trade accounts receivable, net | 1,889,118 | 1,682,958 |
Income taxes receivable | 300,000 | |
Inventory, net | 4,132,781 | 4,374,236 |
Other current assets, net | 2,428,486 | 3,511,282 |
Total Current Assets | 22,903,877 | 26,891,742 |
Property and equipment, net | 9,586,821 | 9,585,141 |
Right-of-use assets, net | 527,492 | 593,389 |
Deferred income taxes, net | 81,205 | 81,205 |
Investment in unconsolidated entities, net | 9,929,294 | 5,063,940 |
Intangible assets | 652,761 | 688,670 |
Other assets, net | 170,597 | 260,637 |
TOTAL ASSETS | 43,852,047 | 43,164,724 |
Current Liabilities | ||
Accounts payable | 575,000 | 985,139 |
Accrued sales commission payable | 3,247,913 | 3,745,481 |
Employee stock warrants liability | 344,463 | 452,050 |
State and local taxes payable | 1,381,888 | 1,339,366 |
Note payable, related party | 5,687,500 | |
Accrued and other current liabilities | 2,669,096 | 3,079,782 |
Convertible notes payable, related parties, net of unamortized debt discount and unamortized deferred loan cost of 20,033,135 and 20,151,230 as of June 30, 2022, and March 31, 2022, respectively. | 7,016,865 | 9,898,770 |
Total Current Liabilities | 20,922,725 | 19,500,588 |
Deferred income tax liability, net | 550,780 | |
Settlement liability, long term portion | 373,677 | |
Lease liability, long-term | 461,515 | 461,515 |
TOTAL LIABILITIES | 21,935,020 | 20,335,780 |
Commitments and contingencies | ||
Stockholders’ Equity | ||
Treasury Stock, 26,091,136 shares, at cost | (626,187) | |
Additional paid in capital | 81,950,266 | 80,738,719 |
Shares to be issued | 12,146 | 12,146 |
Accumulated deficit | (59,239,346) | (57,886,336) |
Accumulated other comprehensive loss | (209,376) | (65,109) |
Total Stockholders’ Equity | 21,917,027 | 22,828,944 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 43,852,047 | 43,164,724 |
Series A Preferred Stock [Member] | ||
Stockholders’ Equity | ||
Preferred stock, value | 310 | 310 |
Series B Preferred Stock [Member] | ||
Stockholders’ Equity | ||
Preferred stock, value | ||
Series C Preferred Stock [Member] | ||
Stockholders’ Equity | ||
Preferred stock, value | 322 | 322 |
Common Class A [Member] | ||
Stockholders’ Equity | ||
Common stock value | 28,892 | 28,892 |
Common Class B [Member] | ||
Stockholders’ Equity | ||
Common stock value |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Unamortized debt discount, current | $ 20,033,135 | $ 20,033,135 |
Deferred loan costs | $ 20,151,230 | $ 20,151,230 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 800,000,000 | 800,000,000 |
Treasury stock shares | 26,091,136 | |
Series A convertible preferred stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 3,100,000 | 3,100,000 |
Preferred stock, shares outstanding | 3,100,000 | 3,100,000 |
Series B Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series C Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 3,220,000 | 3,220,000 |
Preferred stock, shares outstanding | 3,220,000 | 3,220,000 |
Common Class A [Member] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 790,000,000 | 790,000,000 |
Common stock, shares issued | 288,923,969 | 288,923,969 |
Common stock, shares outstanding | 288,923,969 | 288,923,969 |
Common Class B [Member] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||
Net sales | $ 5,303,618 | $ 11,211,526 |
Cost of goods sold | 1,657,028 | 3,353,810 |
Gross profit | 3,646,590 | 7,857,716 |
Operating expenses | ||
Selling and marketing expenses | 2,757,800 | 5,150,475 |
General and administrative expenses | 4,550,903 | 4,728,310 |
Total operating expenses | 7,308,703 | 9,878,785 |
Operating loss | (3,662,113) | (2,021,069) |
Other income (expense) | ||
Interest expense, net | (3,120,054) | (2,930,014) |
Litigation settlements and other | 69,229 | (23,605) |
Unrealized gain on investments | 4,884,173 | |
Gain (loss) on employee warrants liability | 114,960 | 1,134,170 |
Gain on extinguishment of debt | 1,040,400 | |
Other non-operating expense | 20,938 | |
Total other income (expense), net | 1,969,246 | (779,049) |
Loss before income taxes | (1,692,867) | (2,800,118) |
Income tax (benefit) provision | (339,857) | 747,889 |
Net loss | (1,353,010) | (3,548,007) |
Other Comprehensive Income/Loss (net of tax): | ||
Currency translation adjustments | (144,267) | 32,203 |
Total other comprehensive income (loss) | (144,267) | 32,203 |
Comprehensive loss | $ (1,497,277) | $ (3,515,804) |
Net income (loss) per share: | ||
Basic | $ (0.01) | $ (0.02) |
Diluted | $ 0 | $ (0.02) |
Weighted average shares: | ||
Basic | 278,315,485 | 184,435,274 |
Diluted | 278,315,485 | 184,435,274 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (1,353,010) | $ (3,548,007) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 171,035 | 87,114 |
Stock-based compensation gain | (107,588) | (931,533) |
Deferred income tax benefit | (717,960) | |
Amortization of debt discount and other | 3,412,427 | 2,356,507 |
Gain on extinguishment of debt | (324,230) | (1,040,400) |
Unrealized gain on investments | (4,884,173) | |
Provision for obsolete inventory | 108,055 | 116,334 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (206,163) | 4,755 |
Inventory | (111) | (3,450,228) |
Other current assets | 298,812 | 730,387 |
Other assets | (19,950) | (89,935) |
Accounts payable | 374,997 | 959,990 |
Income taxes payable | (30,259) | 1,446,896 |
Lease liability | 4,162 | 1,621 |
Accrued and other liabilities | (1,220,512) | (1,942,929) |
Net Cash Used in Operating Activities | (3,776,508) | (6,017,388) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments for property and equipment | (136,807) | (244,728) |
Collection of notes receivable | 10,070 | |
Net Cash Used in Investing Activities | (136,807) | (234,658) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Retirement of loan | (3,270,174) | |
Proceeds from issuance of promissory notes | 5,687,500 | |
Common stock received on litigation settlement | (1,043,645) | |
Proceeds from convertible notes | 30,000,000 | |
Net Cash Provided by Financing Activities | 1,373,681 | 30,000,000 |
IMPACT OF CURRENCY RATE CHANGES ON CASH | (30,140) | 26,304 |
Increase (decrease) in cash and cash equivalents | (2,569,774) | 23,774,258 |
Cash and cash equivalents, beginning of period | 17,023,266 | 12,144,409 |
Cash and cash equivalents, end of period | 14,453,492 | 35,918,667 |
Supplemental cash flow information | ||
Cash paid for interest | 481,043 | 14,442 |
Cash paid for income taxes | ||
Supplemented disclosure of non-cash investing and financing activities: | ||
Stock issued for financing fees and prepaid interest on debt | $ 5,400,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Preferred Stock [Member] Series A Preferred Stock [Member] | Preferred Stock [Member] Series B Preferred Stock [Member] | Preferred Stock [Member] Series C Preferred Stock [Member] | Common Stock [Member] Common Class A and B [Member] | Additional Paid-in Capital [Member] | Shares To Be Issued [Member] | Treasury Stock [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Beginning balance, value at Mar. 31, 2021 | $ 510 | $ 323 | $ 16,010 | $ 43,757,768 | $ 12,146 | $ (37,627,718) | $ 6,159,039 | |||
Beginning balance, shares at Mar. 31, 2021 | 5,100,000 | 3,230,000 | 160,100,769 | |||||||
Currency translation adjustments | 32,203 | 32,203 | ||||||||
Net loss | (3,548,007) | (3,548,007) | ||||||||
Common stock issued for deferred financing costs and prepaid interest on debt | $ 2,700 | 6,477,300 | (1,080,000) | 5,400,000 | ||||||
Common stock issued for deferred financing costs and prepaid interest on debt, shares | 27,000,000 | |||||||||
Conversions of preferred stock | $ (1) | $ 1 | ||||||||
Conversions of preferred stock, shares | (10,000) | 10,000 | ||||||||
Issuance of debt with beneficial conversion feature and in-the-money stock warrant, net of tax | 21,330,000 | 21,330,000 | ||||||||
Expiration of common stock puts | 177,879 | 177,879 | ||||||||
Stock-based compensation expense | 280,000 | 280,000 | ||||||||
Ending balance, value at Jun. 30, 2021 | $ 510 | $ 322 | $ 18,711 | 71,845,068 | 12,146 | (42,077,846) | 32,203 | 29,831,114 | ||
Ending balance, shares at Jun. 30, 2021 | 5,100,000 | 3,220,000 | 187,110,769 | |||||||
Beginning balance, value at Mar. 31, 2022 | $ 310 | $ 322 | $ 28,892 | 80,738,719 | 12,146 | (57,886,336) | (65,109) | 22,828,944 | ||
Beginning balance, shares at Mar. 31, 2022 | 3,100,000 | 3,220,000 | 288,923,969 | |||||||
Refinancing of debt and detachable warrants | 1,211,547 | $ 1,211,547 | ||||||||
Repurchase of 26,091,136 shares of Common Stock | (626,187) | (626,187) | ||||||||
Currency translation adjustments | (144,267) | $ (144,267) | ||||||||
Net loss | (1,353,010) | (1,353,010) | ||||||||
Ending balance, value at Jun. 30, 2022 | $ 310 | $ 322 | $ 28,892 | $ 81,950,266 | $ 12,146 | $ (626,187) | $ (59,239,346) | $ (209,376) | $ 21,917,027 | |
Ending balance, shares at Jun. 30, 2022 | 3,100,000 | 3,220,000 | 288,923,969 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical) | 3 Months Ended |
Jun. 30, 2022 shares | |
Statement of Stockholders' Equity [Abstract] | |
Repurchase of shares of Common Stock | 26,091,136 |
ORGANIZATION AND BUSINESS
ORGANIZATION AND BUSINESS | 3 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS | NOTE 1 – ORGANIZATION AND BUSINESS Description of Operations Sharing Services Global Corporation and subsidiaries (“Sharing Services,” “we,” or the “Company”) aim to build shareholder value by developing or acquiring businesses that augment the Company’s product and services portfolio, business competencies, and geographic reach. The Company was incorporated in the State of Nevada in April 2015. Health and Wellness Products TM Subscription-Based Travel Services TM TM Company-Owned and Franchised Destination Cafes TM TM Targeted Ownership Interests |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The unaudited condensed consolidated interim financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted as permitted pursuant to the rules and regulations of the SEC, although we believe that the disclosures made are adequate to make the information not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2022. Unless so stated, the disclosures in the accompanying condensed consolidated financial statements do not repeal the disclosures in our consolidated financial statements for year ended March 31, 2022. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates and Assumptions The preparation of financial statements in accordance with GAAP requires the use of judgment and requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosures about contingent assets and liabilities, if any. Matters that require the use of estimates and assumptions include: the recoverability of notes and accounts receivable, the valuation of inventory, the useful lives of fixed assets, the assessment of long-lived assets for impairment, the nature and timing of satisfaction of performance obligations resulting from contracts with customers, allocation of the transaction price to multiple performance obligations in a sales transaction, the measurement and recognition of right-of-use assets and related lease liabilities, the valuation of stock-based compensation awards, the measurement and recognition of uncertain tax positions, and the valuation of loss contingencies, if any. Actual results may differ from these estimates in amounts that may be material to our consolidated financial statements. We believe that the estimates and assumptions used in the preparation of our consolidated financial statements are reasonable. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Cash and cash equivalents include recent customer remittances deposited with our merchant processors at the balance sheet date, which generally settle within 24 to 72 hours. As of June 30, 2022, and March 31, 2022, cash and cash equivalents included cash held by our merchant processors of $ 1.2 3.3 1.1 3.0 1.0 1.4 Notes Receivable, net At June 30, 2022 and March 31, 2022, Notes receivable were $ 539,623 601,520 539,623 601,520 Inventory Inventory consists of finished goods and promotional materials and are stated at the lower of cost, determined using the first-in, first-out (“FIFO”) method, or net realizable value. The Company periodically assesses its inventory levels when compared to current and anticipated sales levels. As of June 30, 2022, and March 31, 2022,the allowance for obsolete inventory was $ 108,055 and 108,055 , respectively, in connection with health and wellness product that is damaged, expired or otherwise in excess of forecasted outputs, based on our current and anticipated sales levels. The Company reports its provisions for inventory losses in cost of goods sold in its consolidated statements of operations. Note Payable In May 2020, the Company was granted a loan (the “PPP Loan”) by a commercial bank in the amount of $ 1.0 million, pursuant to the Paycheck Protection Program features of the Coronavirus Aid, Relief, and Economic Security Act of 2020 (the “CARES Act”). At March 31, 2021, loan principal in the amount of $ 1.0 million was outstanding. The Company’s borrowings under the PPP Loan were eligible for loan forgiveness under the provisions of the CARES Act. In June 2021, the Company was formally notified by the lender that the Company’s obligations under the loan have been forgiven effective May 25, 2021. The loan forgiveness applies to all principal and interest accrued through the loan forgiveness effective date. The Company recognized a gain on extinguishment of debt of $ 1.0 million in connection with such loan forgiveness. On June 15, 2022, Linden Real Estate Holdings, LLC, a wholly owned subsidiary of the Company, American Pacific Bancorp, Inc. (“APB”), and the Company entered into a Loan Agreement pursuant to which APB loaned the Company approximately $ 5.7 8 June 1, 2024 5,522,829 43,897 Foreign Currency Translation Prior to April 1, 2021, substantially all the Company’s consolidated net sales were denominated in U.S. dollars. As part of our growth initiatives, we are in the process of expanding operations outside the United States. The functional currency of each of our foreign operations is generally the respective local currency. Balance sheet accounts are translated into U.S. dollars (our reporting currency) at the rates of exchange in effect at the balance sheet date, while the results of operations and cash flows are generally translated using average exchange rates for the periods presented. Individual material transactions, if any, are translated using the actual rate of exchange on the transaction date. The resulting translation adjustments are reported in accumulated other comprehensive loss in our condensed consolidated balance sheets. Comprehensive Income (Loss) For the three months ended June 30, 2022, the Company’s comprehensive loss was comprised of currency translation adjustments and net loss. Prior to April 1, 2021, the only component of the Company’s comprehensive income (loss) was its net earnings (loss). Revenue Recognition As of June 30, 2022, and March 31, 2022, deferred sales revenue associated with product invoiced but not received by customers at the balance sheet date was $ 195,282 344,071 65,318 70,968 63,046 63,890 81,980 68,287 During the three months ended June 30, 2022, no individual customer, or affiliated group of customers, represented 10% or more of our consolidated net sales, and approximately 63 37 26 37 During the three months ended June 30, 2021, no individual customer, or affiliated group of customers, represents 10% or more of our consolidated net sales, and approximately 70 31 39 30 93 89 During the three months ended June 30, 2022, substantially all our consolidated net sales are from our health and wellness products (including approximately 70 20 9 1 During the three months ended June 30, 2021, substantially all our consolidated net sales are from our health and wellness products (including approximately 42 27 12 19 During the three months ended June 30, 2022, approximately 94 49 51 Sales Commissions The Company recognizes sales commission expense, when incurred, in accordance with GAAP. During the three months ended June 30, 2022 and 2021, sales commission expense, which is included in selling and marketing expenses in our consolidated statements of operations and comprehensive loss, was $ 2.4 5.0 Recently Issued Accounting Standards - Recently Adopted In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) – Simplifying the Accounting for Income Taxes Recently Issued Accounting Standards - Pending Adoption In August 2020, the FASB issued ASU No. 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity |
LOSS PER SHARE
LOSS PER SHARE | 3 Months Ended |
Jun. 30, 2022 | |
Net income (loss) per share: | |
LOSS PER SHARE | NOTE 3 – LOSS PER SHARE We calculate basic earnings (loss) per share by dividing net earnings (loss) available to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share is calculated similarly but reflects the potential impact of shares issuable upon the conversion or exercise of outstanding convertible preferred stock, convertible notes payable, stock warrants and other commitments to issue common stock, except where the impact would be anti-dilutive. The calculation of diluted earnings per share also reflects an adjustment to net earnings for the potential reduction to a reporting period’s interest expense, net of applicable income tax, which would result if the Company’s convertible notes payable were converted at the beginning of such reporting period. The following table sets forth the computations of basic and diluted loss per share: SCHEDULE OF COMPUTATIONS OF BASIC AND DILUTED LOSS PER SHARE June 30, 2022 June 30, 2021 Three Months Ended June 30, 2022 June 30, 2021 Net loss $ (1,353,010 ) $ (3,548,007 ) Weighted average basic shares 278,315,485 184,435,274 Weighted average diluted shares 278,315,485 184,435,274 Loss per share: Basic $ (0.01 ) $ (0.02 ) Diluted $ (0.00 ) $ (0.02 ) The following potentially dilutive securities and instruments were outstanding as of June 30, 2022, and June 30, 2021, but excluded from the table above: SCHEDULE OF POTENTIALLY DILUTIVE INSTRUMENTS OUTSTANDING June 30, 2022 June 30, 2021 Convertible preferred stock 6,320,000 8,325,165 Convertible notes payable 135,377,975 152,231,082 Stock warrants - 168,295,815 Total potential incremental shares 141,697,975 328,852,062 The preceding table does not include 1,875,000 8,750,000 |
INVENTORY, NET
INVENTORY, NET | 3 Months Ended |
Jun. 30, 2022 | |
Inventory Disclosure [Abstract] | |
INVENTORY, NET | NOTE 4 – INVENTORY, NET Inventory consists primarily of finished goods. The Company provides an allowance for any slow-moving or obsolete inventory. As of June 30, 2022, and March 31, 2022, inventory consists of the following: SCHEDULE OF INVENTORY June 30, 2022 March 31, 2022 June 30, 2022 March 31, 2022 Finished Goods $ 4,240,836 $ 4,482,291 Allowance for inventory obsolescence (108,055 ) (108,055 ) Inventory, net $ 4,132,781 $ 4,374,236 |
OTHER CURRENT ASSETS, NET
OTHER CURRENT ASSETS, NET | 3 Months Ended |
Jun. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER CURRENT ASSETS, NET | NOTE 5 – OTHER CURRENT ASSETS, NET Other current assets consist of the following: SCHEDULE OF OTHER CURRENT ASSETS June 30, 2022 March 31, 2022 June 30, 2022 March 31, 2022 Prepaid consulting fees, related party $ 2,013,706 $ 2,867,123 Inventory-related deposits 312,090 384,477 Prepaid insurance and other operational expenses 261,823 201,275 Deposits for sales events 5,000 222,540 Right to recover asset 15,632 15,632 Subtotal 2,608,251 3,691,047 Less: allowance for losses (179,765 ) (179,765 ) Other current assets $ 2,428,486 $ 3,511,282 Prepaid consulting fees represent the fair value on the grant date of stock warrants issued to DSS in January 2022 for consulting services to be rendered over a year from the issue date (see Note 12 – Related Party Transactions for more information). Prepaid insurance and other operational expenses primarily consist of payments for goods and services (such as freight, trade show expenses and insurance premiums) which are expected to be realized in the next operating cycle. Right to recover asset is associated with our customers’ right of return and is expected to be realized in one year or less. As of both June 30, 2022, and March 31, 2022, the provision for losses in connection with certain inventory-related deposits for which recoverability is less than certain was $ 179,765 |
INVESTMENT IN UNCONSOLIDATED EN
INVESTMENT IN UNCONSOLIDATED ENTITIES, NET | 3 Months Ended |
Jun. 30, 2022 | |
Investments, All Other Investments [Abstract] | |
INVESTMENT IN UNCONSOLIDATED ENTITIES, NET | NOTE 6 – INVESTMENT IN UNCONSOLIDATED ENTITIES, NET In September 2021, the Company, Stemtech Corporation (“Stemtech”) and Globe Net Wireless Corp. (“GNTW”) entered into a Securities Purchase Agreement (the “SPA”) pursuant to which the Company invested $ 1.4 1.4 500,000 September 9, 2024 10 September 13, 2024 1.4 154,173 The Company carries its investment in the Convertible Note, the GNTW Warrant and the shares of GNTW common stock at fair value in accordance with GAAP. During the three months ended June 30, 2022, the Company recognized unrealized gains, before income tax, of $ 4,865,354 In September 2021, the Company entered into a Membership Unit Purchase Agreement pursuant to which the Company acquired a 30.75 1,537,000 On a quarterly basis, the Company evaluates the recoverability of its investments and reviews current economic trends to determine the adequacy of its allowance for impairment losses based on each investee financial performance data and other relevant information. An estimate for impairment losses is recognized when recovery in full of the Company’s investment is no longer probable. Investment balances are written off against the allowance after the potential for recovery is considered remote. Investment in unconsolidated entities consists of the following: SUMMARY OF INVESTMENT IN UNCONSOLIDATED ENTITIES June 30, 2022 March 31, 2022 Investment in detachable GNTW stock warrant $ 7,000,000 $ 3,570,000 Investment in GNTW common stock 770,865 393,141 Investment in Stemtech convertible note 2,158,429 1,100,799 Investment in MojiLife, LLC 1,537,000 1,537,000 Subtotal 11,466,294 6,600,940 Less, allowance for impairment losses (1,537,000 ) (1,537,000 Investments $ 9,929,294 $ 5,063,940 The following table reflects the activity in the allowance for impairment losses for the periods presented: SCHEDULE OF ALLOWANCE FOR IMPAIRMENT LOSSES June 30, 2022 March 31, 2022 Balance at beginning of fiscal year $ 1,537,000 $ - Provision for estimated impairment losses - 1,537,000 Balance at end of fiscal year $ 1,537,000 $ 1,537,000 |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 3 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 7 – PROPERTY AND EQUIPMENT, NET Property and equipment consist of the following: SUMMARY OF PROPERTY AND EQUIPMENT June 30, 2022 March 31, 2022 Building and building improvements $ 8,975,805 $ 8,976,878 Computer software 1,015,742 875,925 Furniture and fixtures 237,042 237,045 Computer equipment 223,393 223,424 Leasehold improvements and other 261,304 263,208 Total property and equipment 10,713,286 10,576,480 Impairment of property and equipment (100,165 ) (100,165 Accumulated depreciation and amortization (1,026,300 ) (891,174 ) Property and equipment, net $ 9,586,821 $ 9,585,141 |
ACCRUED AND OTHER CURRENT LIABI
ACCRUED AND OTHER CURRENT LIABILITIES | 3 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
ACCRUED AND OTHER CURRENT LIABILITIES | NOTE 8 – ACCRUED AND OTHER CURRENT LIABILITIES Accrued and other current liabilities consist of the following: SUMMARY OF ACCRUED AND OTHER CURRENT LIABILITIES June 30, 2022 March 31, 2022 Deferred sales revenues $ 405,626 $ 547,217 Liability associated with uncertain tax positions 921,987 921,987 Payroll and employee benefits 309,736 478,360 Settlement liability, current portion - 341,919 Lease liability, current portion 68,477 134,578 Due to related parties 288,731 125,532 Other operational accruals 674,539 530,189 Accrued and other current liabilities $ 2,669,096 $ 3,079,782 Lease liability, current portion, represent obligations due within one year under operating leases for office space, automobiles, and office equipment. See Note14 - LEASES 379,556 118,405 |
CONVERTIBLE NOTES PAYABLE, RELA
CONVERTIBLE NOTES PAYABLE, RELATED PARTIES | 3 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES PAYABLE, RELATED PARTIES | NOTE 9 - CONVERTIBLE NOTES PAYABLE, RELATED PARTIES Convertible notes payable consists of the following: SCHEDULE OF CONVERTIBLE NOTES PAYABLE Issuance Date Maturity Date Interest Rate Conversion Price (per share) June 30, 2022 March 31, 2022 April 2021 April 2024 8 % $ 0.20 $ - $ 30,000,000 October 2017 October 2022 12 % $ 0.15 50,000 50,000 June 2022 June 2024 8 % $ 0.03 27,000,000 - Total convertible notes payable 27,050,000 30,050,000 Less: unamortized debt discount and deferred financing costs 20,033,135 20,151,230 7,016,865 9,898,770 Less: current portion of convertible notes payable 7,016,865 9,898,770 Long-term convertible notes payable $ - $ - The Company’s convertible notes are convertible, at the option of the holder, into shares of the Company’s Common Stock at the conversion prices shown above. In October 2017, the Company issued a Convertible Promissory Note in the principal amount of $ 50,000 333,333 333,333 0.15 78,636 On April 5, 2021, the Company and Decentralized Sharing Systems, Inc. (“DSSI”) entered into a Securities Purchase Agreement, pursuant to which the Company issued: (a) a Convertible Promissory Note in the principal amount of $ 30.0 150,000,000 0.22 30.0 3.0 0.20 8 April 5, 2024 0.20 0.20 In connection with the issuance of the Note and the detachable Warrant, the Company allocated $ 15.0 12.0 3.0 27,000,000 15,000,000 12,000,000 1,080,000 On June 15, 2022, the Company and DSSI which, together with DSS, is a majority shareholder of the Company, entered into an agreement pursuant to which the Company issued, to DSSI: (a) a two-year Convertible, Advancing Promissory Note in the principal amount of $ 27.0 million (the “2022 Note”) in favor of DSSI and (b) a detachable Warrant to purchase up to 818,181,819 shares of the Company’s Class A Common Stock at the exercise price of $ 0.033 per share. The 2022 Note bears interest at the annual rate of 8 % and is due and payable on demand or, if no demand, on May 1, 2024. At any time during the term of the 2022 Note, all or part of the Note may be converted into up to 818,181,819 shares of the Company’s Class A Common Stock, at the option of the holder. Under the terms of the agreement, the Company agreed to pay to DSSI a loan origination fee of $ 270,000 . In addition, DSSI agreed to surrender to the Company all DSSI’s rights pursuant to: (a) a certain Convertible Promissory Note in the principal amount of $ 30.0 million issued by the Company in April 2021 in favor of DSSI, and (b) a certain detachable Warrant to purchase up to 150,000,000 shares of the Company’s Class A Common Stock, at $ 0.22 per share, issued concurrently with such $ 30.0 million note. The Company recognized the transaction with DSSI as a debt extinguishment in accordance with GAAP . During the three months ended June 30, 2022, and June 30, 2021, interest expense in connection with the Company’s convertible notes was $ 143,086 2.9 2.5 1.7 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 10 – INCOME TAXES The statutory rates for our domestic and our material foreign operations are as follows for the periods shown: SCHEDULE OF STATUTORY RATES FOR OUR DOMESTIC AND FOREIGN OPERATION Country 2022 2021 United States 21 % 21 % Republic of Korea 21 % 22 % Effective Income Tax Rate 21 % 22 % Our consolidated effective income tax rate reconciliation is as follows: SCHEDULE OF INCOME TAX RATE RECONCILIATION RATE Three Months Ended June 30, 2022 2021 Federal statutory rate 21.0 % 21.0 % State and local income taxes 0.6 (0.7 ) Change in valuation allowance for NOL carry-forwards 1.3 (51.1 ) Stock warrant transactions and other items (2.8 ) 4.1 Effective income tax rate 20.1 % (26.7 )% Income taxes applicable to our foreign operations are not material in the periods presented. |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 3 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 11 - STOCKHOLDERS’ EQUITY Common Stock During the three months ended June 30, 2022, the Company issued to DSSI: (a) a two-year Convertible, Advancing Promissory Note in the principal amount of $ 27.0 818,181,819 0.033 In May 2022, the Company and certain of its subsidiaries, on the one hand, and Alchemist, the former officer and certain entities affiliated with the former officer, on the other hand, entered into a Confidential Settlement Agreement with Mutual Releases (the “May 2022 Settlement Agreement”) pursuant to which the parties amicably settled all claims and disputes among them; (b) the former officer sold to the Company 26,091,136 1,043,645 0.25 626,187 324,230 At the Annual Meeting, the Company’s Shareholders ratified the Third Amended and Restated Articles of Incorporation of the Company and approved the maximum number of shares which the Corporation shall have the authority to issue of Two Billion Two Hundred Million ( 2,200,000,000 0.0001 2,000,000,000 0.0001 200,000,000 0.0001 The Company’s Board of Directors has designated 10,000,000 0.0001 s of both: June 30, 2022, and March 31, 2022, 288,923,969 A 262,832,833 288,923,969 26,091,136 no |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 12 - RELATED PARTY TRANSACTIONS Decentralized Sharing Systems, Inc. In July 2020, the Company and Heng Fai Ambrose Chan, a Director of the Company, entered into a Stock Purchase and Share Subscription Agreement (the “SPA Agreement”) pursuant to which Mr. Chan invested $ 3.0 30.0 10.0 0.20 30.0 In April 2021, the Company and DSSI entered into a Securities Purchase Agreement, pursuant to which DSSI granted a $ 30.0 30.0 150,000,000 0.22 0.20 3.0 0.20 27.0 15.0 12.0 In December 2021, the Company and DSSI entered into a Stock Purchase and Share Subscription Agreement pursuant to which DSSI invested $ 3,000,000 50.0 50.0 5 0.063 0.075 2.3 In January 2022, the Company and DSS who, together with its subsidiaries, is currently a majority shareholder of the Company, entered into a one-year Business Consulting Agreement (the “Consulting Agreement”) pursuant to which DSS will provide to the Company certain consulting services, as defined in the Consulting Agreement. The Consulting Agreement may be terminated by either party on a 60-day’s written notice. In connection with the Consulting Agreement, the Company agreed to pay DSS a flat monthly fee of sixty thousand dollars ($ 60,000 50.0 0.0001 0.07 3.5 872,603 50.0 On June 15, 2022, the Company and Decentralized Sharing Systems, Inc. (“DSSI”) entered into a Securities Purchase Agreement (the “SPA”), pursuant to which the Company issued: (a) a Convertible Promissory Note in the principal amount of $ 27.0 818,181,819 0.033 27.0 8 818,181,819 In connection with the loan, the Company agreed to pay to DSSI a loan Origination Fee of $ 270,000 30.0 150,000,000 0.22 30.0 As of June 30, 2022, DSS and its affiliates owned, in the aggregate, 191.9 878.2 818.2 HWH International, Inc. In October 2017, Sharing Services issued a Convertible Promissory Note in the principal amount of $ 50,000 333,333 333,333 0.15 78,635.62 HWH World, Inc. A subsidiary of the Company operating in the Republic of Korea subleases office space from HWH World, Inc. (“HWH World”), a subsidiary of DSS and a company affiliated with Heng Fai Ambrose Chan, a Director of the Company. Pursuant to the terms of the sublease agreement, the Company recognized a right-of-use asset and an operating lease liability of $ 261,835 222,092 213,742 936 In September 2021, the Company and HWH World entered into an Advisory Agreement pursuant to which the Company provides strategic advisory services to HWH World in connection with its North America expansion plans in exchange for a monthly fee of $ 10,000 76,700 Impact Biomedical, Inc. In the fiscal year ended March 31, 2022, a wholly owned subsidiary of the Company purchased health and wellness products from Impact Biomedical, Inc., a subsidiary of DSS, in the aggregate amount of $ 111,414 19,247 K Beauty Research Lab. Co., Ltd In the fiscal year ended March 31, 2022, a wholly owned subsidiary of the Company purchased skin care products manufactured by K Beauty Research Lab. Co., Ltd (“K Beauty”), a South Korean-based supplier of skin care products that is affiliated with Heng Fai Ambrose Chan, a Director of the Company, in the aggregate amount of $ 2.3 643 Premier Packaging Corporation During the three months ended June 30, 2021, a wholly owned subsidiary of the Company issued purchase orders to Premier Packaging Corporation, a subsidiary of DSS, to acquire printed packaging materials in the aggregate amount of $ 151,509 Alchemist Holdings, LLC In February 2020, the Company, Alchemist Holdings, LLC (“Alchemist”), and a former Company officer entered into a Settlement Accommodation Agreement (the “Accommodation Agreement”) pursuant to which Alchemist and the former Company officer agreed to transfer to the Company 22.7 15.6 38.3 In May 2022, the Company and certain of its subsidiaries, on the one hand, and Alchemist, the former officer and certain entities affiliated with the former officer, on the other hand, entered into a Confidential Settlement Agreement with Mutual Releases (the “May 2022 Settlement Agreement”) pursuant to which the parties amicably settled all claims and disputes among them; (b) the former officer sold to the Company 26,091,136 shares of the Company’s common stock then under the voting and dispositive control of the former officer; (c) the Company made a one-time payment of $ 1,043,645 ; and (d) the Company and its relevant subsidiaries, on the one hand, and the former officer and relevant entities affiliated with the former officer, on the other hand, exchanged customary mutual releases of any prior obligations among them. On May 19, 2022, the closing price for the Company’s common stock was $ 0.25 per share. In the fiscal quarter ending June 30, 2022, the Company measured and recognized the repurchase of its common stock at its fair value of $ 626,187 , derecognized its remaining liability under the Co-Founder’s Agreement, and recognized a recovery of $ 324,230 in connection with the previously recognized loss related to the Co-Founder’s Agreement. The Company subleases warehouse and office space from Alchemist, until May 2022, a 10 25,081 American Premium Water Corporation In July 2021, the Company, and American Premium Water Corporation (“American Premium”) entered into a business consulting agreement pursuant to which the Company provides consulting services to American Premium in exchange for a monthly fee of $ 4,166 12,498 Alset Title Company, Inc. In December 2021, Sharing Services, through one of its subsidiaries, purchased an office building in Lindon, Utah for $ 8,942,640 Hapi Café, Inc. In November 2021, Sharing Services and Hapi Café, Inc., a company affiliated with Heng Fai Ambrose Chan, a Director of the Company, entered into a Master Franchise Agreement pursuant to which Sharing Services acquired the exclusive franchise rights in North America to the brand “Hapi Café.” Under the terms, Sharing Services, directly or through its subsidiaries, has the right to operate no less than five (5) corporate-owned stores and can offer to the public sub-franchise rights to own and operate other stores, subject to the terms and conditions contained in the Master Franchise Agreement. American Pacific Bancorp On June 15, 2022, Sharing Services, through one of its subsidiaries, entered into a secured real estate promissory note with American Pacific Bancorp, Inc. (“APB”), and the Company entered into a Loan Agreement pursuant to which APB loaned the Company approximately $ 5.7 8 June 1, 2024 43,897 5,522,829 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 13 – STOCK-BASED COMPENSATION Stock Warrants Stock Warrants Issued to Directors, Officers and Employees In July 2020, the Company and Heng Fai Ambrose Chan, a Director of the Company, entered into a Stock Purchase and Share Subscription Agreement (the “SPA Agreement”) pursuant to which Mr. Chan invested $ 3.0 30.0 10.0 0.20 In October 2017, the Company issued a convertible note in the principal amount of $ 50,000 333,333 0.15 333,333 During fiscal year 2020, subsidiaries of the Company entered multi-year employment agreements with its key employees. In general, each employment contract contained a fully vested initial grant of warrants exercisable at a fixed exercise price and, provided for subsequent grants that were exercisable at a discounted price based on the 10-day average stock price determined at the time of exercise. The subsequent grants would vest at each anniversary date of the employment agreement effective date. The Company begins recognizing the compensatory nature of the warrants at the service inception date and ceases recognition at the vesting date. Due to the variable nature of the exercise price for some grants, the Company will continue to recognize expense (or benefit) after the end of the service period until the warrants are exercised or expire. As such, the Company disclosures below are based on either (i) the fixed exercise price of the warrant; or (ii) the variable exercise price of the warrant as determined on the last day of the period. During the three months ended June 30, 2022, and 2021, the Company recognized a compensatory gain of $ 114,960 1,134,170 |
LEASES
LEASES | 3 Months Ended |
Jun. 30, 2022 | |
Leases | |
LEASES | NOTE 14 – LEASES The Company leases space for its offices and warehouse space, under lease agreements classified as “operating leases’” as defined in ASC Topic 842. The Company leases space for its corporate headquarters, warehouse space, automobiles, and office and other equipment, under lease agreements classified as operating leases. The Company has remaining lease terms of approximately 1 10 10 12 The following information pertains to the Company’s leases as of the balance sheet dates indicated: SCHEDULE OF OPERATING LEASE ASSETS AND LIABILITIES Assets Classification June 30, 2022 March 31, 2022 Operating leases Right-of-use assets, net $ 527,492 $ 593,389 Total lease assets $ 527,492 $ 593,389 Liabilities Operating leases Accrued and other current liabilities $ 68,477 $ 134,578 Operating leases Lease liability, long-term 461,515 461,515 Total lease liabilities $ 529,992 $ 596,093 The following information pertains to the Company’s leases for the periods indicated: SCHEDULE OF OPERATING LEASE COSTS Three Months Ended June 30, Lease cost Classification 2022 2021 Operating lease cost General and administrative expenses $ 23,178 $ 159,820 Operating lease cost Depreciation and amortization - - Operating lease cost Interest expense, net - - Total lease cost $ 23,178 $ 159,820 The Company’s lease liabilities are payable as follows: SCHEDULE OF OPERATING LEASE LIABILITY PAYABLE Twelve months ending June 30, Amount 2023 $ 102,897 2024 52,128 2025 60,500 2026 69,746 2027 79,713 Thereafter 231,108 Total remaining payments 596,092 Less imputed interest (66,100 ) Total lease liability $ 529,992 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 15 – COMMITMENTS AND CONTINGENCIES Legal Matters in General The Company has incurred several claims in the normal course of business. The Company believes such claims can be resolved without any material adverse effect on our consolidated financial position, results of operations, or cash flows. The Company maintains certain liability insurance. However, certain costs of defending lawsuits are not covered by or only partially covered by its insurance policies, including claims that are below insurance deductibles. Additionally, insurance carriers could refuse to cover certain claims, in whole or in part. The Company accrues costs to defend itself from litigation as they are incurred. The outcome of litigation is uncertain, and despite management’s view of the merits of any litigation, or the reasonableness of the Company’s estimates and reserves, the Company’s financial statements could nonetheless be materially affected by an adverse judgment. The Company believes it has adequately reserved for the contingencies arising from current legal matters where an outcome was deemed to be probable, and the loss amount could be reasonably estimated. No provision for legal matters was deemed necessary at June 30, 2022. Legal Proceedings The Company from time to time is involved in various claims and lawsuits incidental to the conduct of its business in the ordinary course. We do not believe that the ultimate resolution of these matters will have a material adverse impact on our consolidated financial position, results of operations or cash flows. (a) Case No. 4:20-cv-00946; Dennis Burback, Ken Eddy and Mark Andersen v. Robert Oblon, Jordan Brock, Jeff Bollinger, Four Oceans Global, LLC, Four Oceans Holdings, Inc., Alchemist Holdings, LLC, Elepreneurs U.S., LLC, Elevacity U.S., LLC, Sharing Services Global Corporation, Custom Travel Holdings, Inc., and Does 1-5, (b) AAA Ref. No. 01-20-0019-3907; Sharing Services Global Corporation, Elevacity Holdings, LLC, Elevacity U.S., LLC, Elepreneurs Holdings, LLC and Elepreneurs U.S., LLC v. Robert Oblon, (c) Case No. 4:20-cv-00989; Sharing Services Global Corporation, Elevacity Holdings, LLC, Elevacity U.S., LLC, Elepreneurs Holdings, LLC and Elepreneurs U.S., LLC v. Robert Oblon, (d) Case No. 4:21-cv-00026; Elepreneurs Holdings, LLC d/b/a Elepreneur, LLC, Elepreneurs U.S., LLC d/b/a Elepreneurs, LLC, and SHRG IP Holdings, LLC v. Lori Ann Benson, Andrea Althaus and Lindsey Buboltz, th (e) Case No. 4:21-cv-00183; Sharing Services Global Corporation f/k/a Sharing Services, Inc., Elepreneurs Holdings, LLC n/k/a Elevacity Holdings, LLC, Elepreneurs U.S., LLC n/k/a Elevacity U.S., LLC and SHRG IP Holdings, LLC v. AmplifeiIntl, LLC d/b/a HAPInss and HAPInssBrands, LLC (f) Case No. 429-01137-2022; Elevacity U.S., LLC d/b/a The Happy Co. and Elepreneurs U.S., LLC d/b/a Elepreneurs, LLC v. Mark Willodson, Judy Willodson and Valentus, Inc., th (g) Case No. 4:22-cv-00042; Elevacity U.S., LLC d/b/a The Happy Co. and Elepreneurs U.S., LLC d/b/a Elepreneurs, LLC v. Brian Christopher Schweda, Jr., (h) Case No. 4:22-cv-00047; Elevacity U.S., LLC d/b/a The Happy Co. and Elepreneurs U.S., LLC d/b/a Elepreneurs, LLC v. Kimberley McLean, |
FAIR VALUE MEASUREMENTS OF FINA
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS | 3 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS | NOTE 16 - FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS Our financial instruments consist of cash equivalents, if any, accounts receivable, notes receivable, investments in unconsolidated entities, accounts payable and convertible notes payable. The carrying amounts of cash equivalents, if any, trade accounts receivable and accounts payable approximate their respective fair values due to the short-term nature of these financial instruments. Consistent with the valuation hierarchy contained in ASC Topic 820, we categorized certain of our financial assets and liabilities as follows: SCHEDULE OF VALUATION HIERARCHY FINANCIAL ASSETS AND LIABILITIES Total Level 1 Level 2 Level 3 June 30, 2022 Total Level 1 Level 2 Level 3 Assets Investment in unconsolidated entities $ 9,929,294 $ - $ - 9,929,294 Total assets $ 9,929,294 $ - $ - $ 9,929,294 Liabilities Convertible notes payable $ 25,577,273 $ - $ 25,527,273 $ 50,000 Total liabilities $ 25,577,273 $ - $ 25,527,273 $ 50,000 Total Level 1 Level 2 Level 3 March 31, 2022 Total Level 1 Level 2 Level 3 Assets Investment in unconsolidated entities $ 5,063,940 $ - $ - $ 5,063,940 Total assets $ 5,063,940 $ - $ - $ 5,063,940 Liabilities Convertible notes payable $ 5,840,000 $ - $ 5,790,000 $ 50,000 Total liabilities $ 5,840,000 $ - $ 5,790,000 $ 50,000 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 17 - SUBSEQUENT EVENTS On July 28, 2022, at the Company’s Annual Meeting of Stockholders, the Company’s Stockholders: (i) elected each John (“JT”) Thatch and Robert H Trapp to serve as Class I directors for a four-year term or until their respective successors are elected and qualified, (ii) ratified the Third Amended and Restated Articles of Incorporation of the Company which was previously approved by the Board of Directors, and (iii) ratified the appointment by the Board of Directors of Ankit Consulting Services, Inc., Certified Public Accountants as the Company’s independent registered public accounting firm for the fiscal year that commenced on April 1, 2022. In July and August 2022, the Company made investments in marketable securities, in the aggregate, of approximately $ 5.1 In October 2017, Sharing Services issued a Convertible Promissory Note in the principal amount of $ 50,000 333,333 0.15 78,636 |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated interim financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted as permitted pursuant to the rules and regulations of the SEC, although we believe that the disclosures made are adequate to make the information not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2022. Unless so stated, the disclosures in the accompanying condensed consolidated financial statements do not repeal the disclosures in our consolidated financial statements for year ended March 31, 2022. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of financial statements in accordance with GAAP requires the use of judgment and requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosures about contingent assets and liabilities, if any. Matters that require the use of estimates and assumptions include: the recoverability of notes and accounts receivable, the valuation of inventory, the useful lives of fixed assets, the assessment of long-lived assets for impairment, the nature and timing of satisfaction of performance obligations resulting from contracts with customers, allocation of the transaction price to multiple performance obligations in a sales transaction, the measurement and recognition of right-of-use assets and related lease liabilities, the valuation of stock-based compensation awards, the measurement and recognition of uncertain tax positions, and the valuation of loss contingencies, if any. Actual results may differ from these estimates in amounts that may be material to our consolidated financial statements. We believe that the estimates and assumptions used in the preparation of our consolidated financial statements are reasonable. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Cash and cash equivalents include recent customer remittances deposited with our merchant processors at the balance sheet date, which generally settle within 24 to 72 hours. As of June 30, 2022, and March 31, 2022, cash and cash equivalents included cash held by our merchant processors of $ 1.2 3.3 1.1 3.0 1.0 1.4 |
Notes Receivable, net | Notes Receivable, net At June 30, 2022 and March 31, 2022, Notes receivable were $ 539,623 601,520 539,623 601,520 |
Inventory | Inventory Inventory consists of finished goods and promotional materials and are stated at the lower of cost, determined using the first-in, first-out (“FIFO”) method, or net realizable value. The Company periodically assesses its inventory levels when compared to current and anticipated sales levels. As of June 30, 2022, and March 31, 2022,the allowance for obsolete inventory was $ 108,055 and 108,055 , respectively, in connection with health and wellness product that is damaged, expired or otherwise in excess of forecasted outputs, based on our current and anticipated sales levels. The Company reports its provisions for inventory losses in cost of goods sold in its consolidated statements of operations. |
Note Payable | Note Payable In May 2020, the Company was granted a loan (the “PPP Loan”) by a commercial bank in the amount of $ 1.0 million, pursuant to the Paycheck Protection Program features of the Coronavirus Aid, Relief, and Economic Security Act of 2020 (the “CARES Act”). At March 31, 2021, loan principal in the amount of $ 1.0 million was outstanding. The Company’s borrowings under the PPP Loan were eligible for loan forgiveness under the provisions of the CARES Act. In June 2021, the Company was formally notified by the lender that the Company’s obligations under the loan have been forgiven effective May 25, 2021. The loan forgiveness applies to all principal and interest accrued through the loan forgiveness effective date. The Company recognized a gain on extinguishment of debt of $ 1.0 million in connection with such loan forgiveness. On June 15, 2022, Linden Real Estate Holdings, LLC, a wholly owned subsidiary of the Company, American Pacific Bancorp, Inc. (“APB”), and the Company entered into a Loan Agreement pursuant to which APB loaned the Company approximately $ 5.7 8 June 1, 2024 5,522,829 43,897 |
Foreign Currency Translation | Foreign Currency Translation Prior to April 1, 2021, substantially all the Company’s consolidated net sales were denominated in U.S. dollars. As part of our growth initiatives, we are in the process of expanding operations outside the United States. The functional currency of each of our foreign operations is generally the respective local currency. Balance sheet accounts are translated into U.S. dollars (our reporting currency) at the rates of exchange in effect at the balance sheet date, while the results of operations and cash flows are generally translated using average exchange rates for the periods presented. Individual material transactions, if any, are translated using the actual rate of exchange on the transaction date. The resulting translation adjustments are reported in accumulated other comprehensive loss in our condensed consolidated balance sheets. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) For the three months ended June 30, 2022, the Company’s comprehensive loss was comprised of currency translation adjustments and net loss. Prior to April 1, 2021, the only component of the Company’s comprehensive income (loss) was its net earnings (loss). |
Revenue Recognition | Revenue Recognition As of June 30, 2022, and March 31, 2022, deferred sales revenue associated with product invoiced but not received by customers at the balance sheet date was $ 195,282 344,071 65,318 70,968 63,046 63,890 81,980 68,287 During the three months ended June 30, 2022, no individual customer, or affiliated group of customers, represented 10% or more of our consolidated net sales, and approximately 63 37 26 37 During the three months ended June 30, 2021, no individual customer, or affiliated group of customers, represents 10% or more of our consolidated net sales, and approximately 70 31 39 30 93 89 During the three months ended June 30, 2022, substantially all our consolidated net sales are from our health and wellness products (including approximately 70 20 9 1 During the three months ended June 30, 2021, substantially all our consolidated net sales are from our health and wellness products (including approximately 42 27 12 19 During the three months ended June 30, 2022, approximately 94 49 51 |
Sales Commissions | Sales Commissions The Company recognizes sales commission expense, when incurred, in accordance with GAAP. During the three months ended June 30, 2022 and 2021, sales commission expense, which is included in selling and marketing expenses in our consolidated statements of operations and comprehensive loss, was $ 2.4 5.0 |
Recently Issued Accounting Standards - Recently Adopted | Recently Issued Accounting Standards - Recently Adopted In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) – Simplifying the Accounting for Income Taxes |
Recently Issued Accounting Standards - Pending Adoption | Recently Issued Accounting Standards - Pending Adoption In August 2020, the FASB issued ASU No. 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Net income (loss) per share: | |
SCHEDULE OF COMPUTATIONS OF BASIC AND DILUTED LOSS PER SHARE | The following table sets forth the computations of basic and diluted loss per share: SCHEDULE OF COMPUTATIONS OF BASIC AND DILUTED LOSS PER SHARE June 30, 2022 June 30, 2021 Three Months Ended June 30, 2022 June 30, 2021 Net loss $ (1,353,010 ) $ (3,548,007 ) Weighted average basic shares 278,315,485 184,435,274 Weighted average diluted shares 278,315,485 184,435,274 Loss per share: Basic $ (0.01 ) $ (0.02 ) Diluted $ (0.00 ) $ (0.02 ) |
SCHEDULE OF POTENTIALLY DILUTIVE INSTRUMENTS OUTSTANDING | The following potentially dilutive securities and instruments were outstanding as of June 30, 2022, and June 30, 2021, but excluded from the table above: SCHEDULE OF POTENTIALLY DILUTIVE INSTRUMENTS OUTSTANDING June 30, 2022 June 30, 2021 Convertible preferred stock 6,320,000 8,325,165 Convertible notes payable 135,377,975 152,231,082 Stock warrants - 168,295,815 Total potential incremental shares 141,697,975 328,852,062 |
INVENTORY, NET (Tables)
INVENTORY, NET (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Inventory Disclosure [Abstract] | |
SCHEDULE OF INVENTORY | SCHEDULE OF INVENTORY June 30, 2022 March 31, 2022 June 30, 2022 March 31, 2022 Finished Goods $ 4,240,836 $ 4,482,291 Allowance for inventory obsolescence (108,055 ) (108,055 ) Inventory, net $ 4,132,781 $ 4,374,236 |
OTHER CURRENT ASSETS, NET (Tabl
OTHER CURRENT ASSETS, NET (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
SCHEDULE OF OTHER CURRENT ASSETS | Other current assets consist of the following: SCHEDULE OF OTHER CURRENT ASSETS June 30, 2022 March 31, 2022 June 30, 2022 March 31, 2022 Prepaid consulting fees, related party $ 2,013,706 $ 2,867,123 Inventory-related deposits 312,090 384,477 Prepaid insurance and other operational expenses 261,823 201,275 Deposits for sales events 5,000 222,540 Right to recover asset 15,632 15,632 Subtotal 2,608,251 3,691,047 Less: allowance for losses (179,765 ) (179,765 ) Other current assets $ 2,428,486 $ 3,511,282 |
INVESTMENT IN UNCONSOLIDATED _2
INVESTMENT IN UNCONSOLIDATED ENTITIES, NET (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Investments, All Other Investments [Abstract] | |
SUMMARY OF INVESTMENT IN UNCONSOLIDATED ENTITIES | Investment in unconsolidated entities consists of the following: SUMMARY OF INVESTMENT IN UNCONSOLIDATED ENTITIES June 30, 2022 March 31, 2022 Investment in detachable GNTW stock warrant $ 7,000,000 $ 3,570,000 Investment in GNTW common stock 770,865 393,141 Investment in Stemtech convertible note 2,158,429 1,100,799 Investment in MojiLife, LLC 1,537,000 1,537,000 Subtotal 11,466,294 6,600,940 Less, allowance for impairment losses (1,537,000 ) (1,537,000 Investments $ 9,929,294 $ 5,063,940 |
SCHEDULE OF ALLOWANCE FOR IMPAIRMENT LOSSES | The following table reflects the activity in the allowance for impairment losses for the periods presented: SCHEDULE OF ALLOWANCE FOR IMPAIRMENT LOSSES June 30, 2022 March 31, 2022 Balance at beginning of fiscal year $ 1,537,000 $ - Provision for estimated impairment losses - 1,537,000 Balance at end of fiscal year $ 1,537,000 $ 1,537,000 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
SUMMARY OF PROPERTY AND EQUIPMENT | Property and equipment consist of the following: SUMMARY OF PROPERTY AND EQUIPMENT June 30, 2022 March 31, 2022 Building and building improvements $ 8,975,805 $ 8,976,878 Computer software 1,015,742 875,925 Furniture and fixtures 237,042 237,045 Computer equipment 223,393 223,424 Leasehold improvements and other 261,304 263,208 Total property and equipment 10,713,286 10,576,480 Impairment of property and equipment (100,165 ) (100,165 Accumulated depreciation and amortization (1,026,300 ) (891,174 ) Property and equipment, net $ 9,586,821 $ 9,585,141 |
ACCRUED AND OTHER CURRENT LIA_2
ACCRUED AND OTHER CURRENT LIABILITIES (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
SUMMARY OF ACCRUED AND OTHER CURRENT LIABILITIES | Accrued and other current liabilities consist of the following: SUMMARY OF ACCRUED AND OTHER CURRENT LIABILITIES June 30, 2022 March 31, 2022 Deferred sales revenues $ 405,626 $ 547,217 Liability associated with uncertain tax positions 921,987 921,987 Payroll and employee benefits 309,736 478,360 Settlement liability, current portion - 341,919 Lease liability, current portion 68,477 134,578 Due to related parties 288,731 125,532 Other operational accruals 674,539 530,189 Accrued and other current liabilities $ 2,669,096 $ 3,079,782 |
CONVERTIBLE NOTES PAYABLE, RE_2
CONVERTIBLE NOTES PAYABLE, RELATED PARTIES (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF CONVERTIBLE NOTES PAYABLE | Convertible notes payable consists of the following: SCHEDULE OF CONVERTIBLE NOTES PAYABLE Issuance Date Maturity Date Interest Rate Conversion Price (per share) June 30, 2022 March 31, 2022 April 2021 April 2024 8 % $ 0.20 $ - $ 30,000,000 October 2017 October 2022 12 % $ 0.15 50,000 50,000 June 2022 June 2024 8 % $ 0.03 27,000,000 - Total convertible notes payable 27,050,000 30,050,000 Less: unamortized debt discount and deferred financing costs 20,033,135 20,151,230 7,016,865 9,898,770 Less: current portion of convertible notes payable 7,016,865 9,898,770 Long-term convertible notes payable $ - $ - |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF STATUTORY RATES FOR OUR DOMESTIC AND FOREIGN OPERATION | The statutory rates for our domestic and our material foreign operations are as follows for the periods shown: SCHEDULE OF STATUTORY RATES FOR OUR DOMESTIC AND FOREIGN OPERATION Country 2022 2021 United States 21 % 21 % Republic of Korea 21 % 22 % Effective Income Tax Rate 21 % 22 % |
SCHEDULE OF INCOME TAX RATE RECONCILIATION RATE | Our consolidated effective income tax rate reconciliation is as follows: SCHEDULE OF INCOME TAX RATE RECONCILIATION RATE Three Months Ended June 30, 2022 2021 Federal statutory rate 21.0 % 21.0 % State and local income taxes 0.6 (0.7 ) Change in valuation allowance for NOL carry-forwards 1.3 (51.1 ) Stock warrant transactions and other items (2.8 ) 4.1 Effective income tax rate 20.1 % (26.7 )% |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Leases | |
SCHEDULE OF OPERATING LEASE ASSETS AND LIABILITIES | The following information pertains to the Company’s leases as of the balance sheet dates indicated: SCHEDULE OF OPERATING LEASE ASSETS AND LIABILITIES Assets Classification June 30, 2022 March 31, 2022 Operating leases Right-of-use assets, net $ 527,492 $ 593,389 Total lease assets $ 527,492 $ 593,389 Liabilities Operating leases Accrued and other current liabilities $ 68,477 $ 134,578 Operating leases Lease liability, long-term 461,515 461,515 Total lease liabilities $ 529,992 $ 596,093 |
SCHEDULE OF OPERATING LEASE COSTS | The following information pertains to the Company’s leases for the periods indicated: SCHEDULE OF OPERATING LEASE COSTS Three Months Ended June 30, Lease cost Classification 2022 2021 Operating lease cost General and administrative expenses $ 23,178 $ 159,820 Operating lease cost Depreciation and amortization - - Operating lease cost Interest expense, net - - Total lease cost $ 23,178 $ 159,820 |
SCHEDULE OF OPERATING LEASE LIABILITY PAYABLE | The Company’s lease liabilities are payable as follows: SCHEDULE OF OPERATING LEASE LIABILITY PAYABLE Twelve months ending June 30, Amount 2023 $ 102,897 2024 52,128 2025 60,500 2026 69,746 2027 79,713 Thereafter 231,108 Total remaining payments 596,092 Less imputed interest (66,100 ) Total lease liability $ 529,992 |
FAIR VALUE MEASUREMENTS OF FI_2
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
SCHEDULE OF VALUATION HIERARCHY FINANCIAL ASSETS AND LIABILITIES | Consistent with the valuation hierarchy contained in ASC Topic 820, we categorized certain of our financial assets and liabilities as follows: SCHEDULE OF VALUATION HIERARCHY FINANCIAL ASSETS AND LIABILITIES Total Level 1 Level 2 Level 3 June 30, 2022 Total Level 1 Level 2 Level 3 Assets Investment in unconsolidated entities $ 9,929,294 $ - $ - 9,929,294 Total assets $ 9,929,294 $ - $ - $ 9,929,294 Liabilities Convertible notes payable $ 25,577,273 $ - $ 25,527,273 $ 50,000 Total liabilities $ 25,577,273 $ - $ 25,527,273 $ 50,000 Total Level 1 Level 2 Level 3 March 31, 2022 Total Level 1 Level 2 Level 3 Assets Investment in unconsolidated entities $ 5,063,940 $ - $ - $ 5,063,940 Total assets $ 5,063,940 $ - $ - $ 5,063,940 Liabilities Convertible notes payable $ 5,840,000 $ - $ 5,790,000 $ 50,000 Total liabilities $ 5,840,000 $ - $ 5,790,000 $ 50,000 |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Jun. 15, 2022 | May 25, 2021 | May 31, 2020 | Jun. 30, 2022 | Jul. 31, 2021 | Jun. 30, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Product Information [Line Items] | ||||||||
Credit card receivables | $ 1,200,000 | $ 3,300,000 | ||||||
Cash equivalents held in bank accounts | 1,000,000 | 1,400,000 | ||||||
Notes receivable | 539,623 | 601,520 | ||||||
Impairment losses | 539,623 | 601,520 | ||||||
[custom:ProvisionForObsoleteInventory] | 108,055 | 108,055 | ||||||
Proceeds from Loans | $ 1,000,000 | |||||||
Loans payable | $ 1,000,000 | |||||||
Gain (Loss) on Extinguishment of Debt | $ 1,000,000 | 324,230 | $ 1,040,400 | |||||
Deferred revenue | 195,282 | 344,071 | ||||||
Sales commission expense | $ 2,400,000 | $ 5,000,000 | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Nutraceutical Products [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 70% | 42% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Coffee and Coffee Related Products [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 20% | 27% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Weight Management Products [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 9% | |||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Other Health and Wellness Products [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 1% | |||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Health And Wellness [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 19% | |||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customers [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 63% | 70% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Recurring Customers [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 37% | 31% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | New Customers [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 26% | 39% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Independent Distributors [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 37% | 30% | ||||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customers And Independent Distributors [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 93% | 89% | ||||||
Revenue Benchmark [Member] | Weight Management Products [Member] | Health And Wellness [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 12% | |||||||
Revenue Benchmark [Member] | Consolidated Product Purchases [Member] | Nutraceutical Products [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 94% | 49% | ||||||
Purchases [Member] | Supplier Concentration Risk [Member] | Third Party [Member] | Korean [Member] | ||||||||
Product Information [Line Items] | ||||||||
Concentration risk, percentage | 51% | |||||||
Services Offered on Subscription Basis [Member] | ||||||||
Product Information [Line Items] | ||||||||
Deferred revenue | $ 65,318 | 70,968 | ||||||
Customers Right of Return [Member] | ||||||||
Product Information [Line Items] | ||||||||
Deferred revenue | 63,046 | 63,890 | ||||||
Customer Loyalty Points [Member] | ||||||||
Product Information [Line Items] | ||||||||
Deferred revenue | 81,980 | 68,287 | ||||||
Linden Real Estate Holdings LLC [Member] | ||||||||
Product Information [Line Items] | ||||||||
Proceeds from Loans | $ 5,522,829 | |||||||
Loans payable | $ 5,700,000 | |||||||
Debt interest rate | 8% | |||||||
Maturity date | Jun. 01, 2024 | |||||||
Debt instrument principal and interest | $ 43,897 | |||||||
American Pacific Bancorp Inc [Member] | ||||||||
Product Information [Line Items] | ||||||||
Debt instrument principal and interest | 43,897 | |||||||
One Merchant Processor [Member] | ||||||||
Product Information [Line Items] | ||||||||
Credit card receivables | $ 1,100,000 | $ 3,000,000 |
SCHEDULE OF COMPUTATIONS OF BAS
SCHEDULE OF COMPUTATIONS OF BASIC AND DILUTED LOSS PER SHARE (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Net income (loss) per share: | ||
Net loss | $ (1,353,010) | $ (3,548,007) |
Weighted average basic shares | 278,315,485 | 184,435,274 |
Weighted average diluted shares | 278,315,485 | 184,435,274 |
Loss per share: | ||
Basic | $ (0.01) | $ (0.02) |
Diluted | $ 0 | $ (0.02) |
SCHEDULE OF POTENTIALLY DILUTIV
SCHEDULE OF POTENTIALLY DILUTIVE INSTRUMENTS OUTSTANDING (Details) - shares | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potential incremental shares | 141,697,975 | 328,852,062 |
Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potential incremental shares | 6,320,000 | 8,325,165 |
Convertible Notes [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potential incremental shares | 135,377,975 | 152,231,082 |
Stock Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potential incremental shares | 168,295,815 |
LOSS PER SHARE (Details Narrati
LOSS PER SHARE (Details Narrative) - shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Net income (loss) per share: | ||
Stock warrants held by employees | 1,875,000 | 8,750,000 |
SCHEDULE OF INVENTORY (Details)
SCHEDULE OF INVENTORY (Details) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Finished Goods | $ 4,240,836 | $ 4,482,291 |
Allowance for inventory obsolescence | (108,055) | (108,055) |
Inventory, net | $ 4,132,781 | $ 4,374,236 |
SCHEDULE OF OTHER CURRENT ASSET
SCHEDULE OF OTHER CURRENT ASSETS (Details) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid consulting fees, related party | $ 2,013,706 | $ 2,867,123 |
Inventory-related deposits | 312,090 | 384,477 |
Prepaid insurance and other operational expenses | 261,823 | 201,275 |
Deposits for sales events | 5,000 | 222,540 |
Right to recover asset | 15,632 | 15,632 |
Subtotal | 2,608,251 | 3,691,047 |
Less: allowance for losses | (179,765) | (179,765) |
Other current assets | $ 2,428,486 | $ 3,511,282 |
OTHER CURRENT ASSETS, NET (Deta
OTHER CURRENT ASSETS, NET (Details Narrative) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Provision for losses | $ 179,765 | $ 179,765 |
SUMMARY OF INVESTMENT IN UNCONS
SUMMARY OF INVESTMENT IN UNCONSOLIDATED ENTITIES (Details) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Impairment Effects on Earnings Per Share [Line Items] | ||
Subtotal | $ 11,466,294 | $ 6,600,940 |
Less, allowance for impairment losses | (1,537,000) | (1,537,000) |
Investments | 9,929,294 | 5,063,940 |
GNTW Stock Warrant [Member] | ||
Impairment Effects on Earnings Per Share [Line Items] | ||
Subtotal | 7,000,000 | 3,570,000 |
GNTW Common Stock [Member] | ||
Impairment Effects on Earnings Per Share [Line Items] | ||
Subtotal | 770,865 | 393,141 |
Stemtech Convertible Note [Member] | ||
Impairment Effects on Earnings Per Share [Line Items] | ||
Subtotal | 2,158,429 | 1,100,799 |
Moji Life, LLC., [Member] | ||
Impairment Effects on Earnings Per Share [Line Items] | ||
Subtotal | $ 1,537,000 | $ 1,537,000 |
SCHEDULE OF ALLOWANCE FOR IMPAI
SCHEDULE OF ALLOWANCE FOR IMPAIRMENT LOSSES (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Mar. 31, 2022 | |
Investments, All Other Investments [Abstract] | ||
Balance at beginning of fiscal year | $ 1,537,000 | |
Provision for estimated impairment losses | 1,537,000 | |
Balance at end of fiscal year | $ 1,537,000 | $ 1,537,000 |
INVESTMENT IN UNCONSOLIDATED _3
INVESTMENT IN UNCONSOLIDATED ENTITIES, NET (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Apr. 30, 2021 | Jun. 30, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | |
Invested amount | $ 9,929,294 | $ 5,063,940 | |||
Convertible debt | 7,016,865 | $ 9,898,770 | |||
Number of shares issued | 27,000,000 | 38,300,000 | |||
Unrealized gains, before income tax | $ 4,865,354 | ||||
Security Purchase Agreement [Member] | Convertible Notes [Member] | |||||
Maturity date | Sep. 09, 2024 | ||||
Debt interest rate | 10% | ||||
Membership Unit Purchase Agreement [Member] | Moji Life, LLC., [Member] | |||||
Equity interest, percent | 30.75% | ||||
Cash acquired in equity investment | $ 1,537,000 | ||||
Stemtech Corporation [Member] | Securities Purchase Agreement [Member] | |||||
Invested amount | 1,400,000 | ||||
Convertible debt | $ 1,400,000 | ||||
Globe Net Wireless Corp [Member] | |||||
Warrant expiration date | Sep. 13, 2024 | ||||
Warrants to purchase common stock | 1,400,000 | ||||
Number of shares issued | 154,173 | ||||
Globe Net Wireless Corp [Member] | Security Purchase Agreement [Member] | |||||
Origination fee | $ 500,000 |
SUMMARY OF PROPERTY AND EQUIPME
SUMMARY OF PROPERTY AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Property, Plant and Equipment [Abstract] | ||
Building and building improvements | $ 8,975,805 | $ 8,976,878 |
Computer software | 1,015,742 | 875,925 |
Furniture and fixtures | 237,042 | 237,045 |
Computer equipment | 223,393 | 223,424 |
Leasehold improvements and other | 261,304 | 263,208 |
Total property and equipment | 10,713,286 | 10,576,480 |
Impairment of property and equipment | (100,165) | (100,165) |
Accumulated depreciation and amortization | (1,026,300) | (891,174) |
Property and equipment, net | $ 9,586,821 | $ 9,585,141 |
SUMMARY OF ACCRUED AND OTHER CU
SUMMARY OF ACCRUED AND OTHER CURRENT LIABILITIES (Details) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Payables and Accruals [Abstract] | ||
Deferred sales revenues | $ 405,626 | $ 547,217 |
Liability associated with uncertain tax positions | 921,987 | 921,987 |
Payroll and employee benefits | 309,736 | 478,360 |
Settlement liability, current portion | 341,919 | |
Lease liability, current portion | 68,477 | 134,578 |
Due to related parties | 288,731 | 125,532 |
Other operational accruals | 674,539 | 530,189 |
Accrued and other current liabilities | $ 2,669,096 | $ 3,079,782 |
ACCRUED AND OTHER CURRENT LIA_3
ACCRUED AND OTHER CURRENT LIABILITIES (Details Narrative) | Jun. 30, 2022 USD ($) |
Payables and Accruals [Abstract] | |
Accrued expense | $ 379,556 |
Interest payable | $ 118,405 |
SCHEDULE OF CONVERTIBLE NOTES P
SCHEDULE OF CONVERTIBLE NOTES PAYABLE (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Mar. 31, 2022 | |
Short-Term Debt [Line Items] | ||
Convertible Notes Payable | $ 27,050,000 | $ 30,050,000 |
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 20,033,135 | 20,151,230 |
Convertible Debt | 7,016,865 | 9,898,770 |
Convertible Notes Payable, Current | 7,016,865 | 9,898,770 |
Convertible Notes Payable, Noncurrent | ||
Maturity One [Member] | ||
Short-Term Debt [Line Items] | ||
Convertible Notes Issuance Date | April 2021 | April 2021 |
Convertible Notes Maturity Date | April 2024 | April 2024 |
Convertible Notes Interest Rate | 8% | 8% |
Conversion Price (per share) | $ 0.20 | $ 0.20 |
Convertible Notes Payable | $ 30,000,000 | |
Maturity Two [Member] | ||
Short-Term Debt [Line Items] | ||
Convertible Notes Issuance Date | October 2017 | October 2017 |
Convertible Notes Maturity Date | October 2022 | October 2022 |
Convertible Notes Interest Rate | 12% | 12% |
Conversion Price (per share) | $ 0.15 | $ 0.15 |
Convertible Notes Payable | $ 50,000 | $ 50,000 |
Maturity Three [Member] | ||
Short-Term Debt [Line Items] | ||
Convertible Notes Issuance Date | June 2022 | June 2022 |
Convertible Notes Maturity Date | June 2024 | June 2024 |
Convertible Notes Interest Rate | 8% | 8% |
Conversion Price (per share) | $ 0.03 | $ 0.03 |
Convertible Notes Payable | $ 27,000,000 |
CONVERTIBLE NOTES PAYABLE, RE_3
CONVERTIBLE NOTES PAYABLE, RELATED PARTIES (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | ||||||||
Jun. 15, 2022 | May 31, 2022 | Sep. 30, 2021 | Apr. 30, 2021 | May 31, 2020 | Oct. 31, 2017 | Jun. 30, 2022 | Jun. 30, 2021 | Aug. 09, 2022 | Mar. 31, 2022 | |
Short-Term Debt [Line Items] | ||||||||||
Warrant exercise price | $ 0.20 | |||||||||
Convertible Notes Payable | $ 27,050,000 | $ 30,050,000 | ||||||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||
Proceeds from Loans | $ 1,000,000 | |||||||||
Interest expense | $ 3,120,054 | $ 2,930,014 | ||||||||
Deferred financing fees | 2,500,000 | 1,700,000 | ||||||||
Convertible Notes [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Interest expense | $ 143,086 | $ 2,900,000 | ||||||||
Common Class A [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | ||||||||
Common Stock, Shares, Issued | 288,923,969 | 288,923,969 | ||||||||
Decentralized Sharing Systems Inc [Member] | Security Purchase Agreement [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument, face amount | $ 27,000,000 | |||||||||
Number of warrant to purchase shares | 818,181,819 | 150,000,000 | ||||||||
Convertible Notes Payable | $ 30,000,000 | |||||||||
Common Stock, Par or Stated Value Per Share | $ 0.033 | $ 0.22 | ||||||||
Proceeds from Loan Originations | $ 27,000,000 | $ 30,000,000 | ||||||||
Loan Processing Fee | $ 3,000,000 | |||||||||
Conversion rate | $ 0.20 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | |||||||||
Debt Instrument, Maturity Date | Apr. 05, 2024 | |||||||||
Common Stock, Convertible, Conversion Price, Increase | $ 0.20 | |||||||||
Proceeds from Loans | $ 15,000,000 | |||||||||
Proceeds from loan transferred to beneficial conversion | 12,000,000 | |||||||||
Deferred financing costs | $ 3,000,000 | |||||||||
Common stock shares for payment of loan origination fees, shares | 15,000,000 | |||||||||
Common stock shares for payment of interest, shares | 12,000,000 | |||||||||
Deemed dividend | $ 1,080,000 | |||||||||
Decentralized Sharing Systems Inc [Member] | Security Purchase Agreement [Member] | Common Class A [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Common Stock, Shares, Issued | 27,000,000 | |||||||||
HWH International, Inc. [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument, face amount | $ 50,000 | |||||||||
Number of warrant to purchase shares | 333,333 | |||||||||
Warrant exercise price | $ 0.15 | |||||||||
Conversion of Stock, Shares Converted | 333,333 | |||||||||
Convertible Notes [Member] | Security Purchase Agreement [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt Instrument, Maturity Date | Sep. 09, 2024 | |||||||||
Convertible Notes [Member] | HWH International, Inc. [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument, face amount | $ 50,000 | |||||||||
Debt conversion shares | 333,333 | |||||||||
Convertible Notes [Member] | HWH International, Inc. [Member] | Subsequent Event [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument, face amount | $ 78,636 | |||||||||
Advancing Promissory Note [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument, face amount | $ 27,000,000 | $ 27,000,000 | ||||||||
Number of warrant to purchase shares | 818,181,819 | 818,181,819 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | |||||||||
Origination fee | 270,000 | $ 270,000 | ||||||||
Advancing Promissory Note [Member] | Common Class A [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Shares Issued, Price Per Share | $ 0.033 | $ 0.033 | ||||||||
Conversion of Stock, Shares Converted | 818,181,819 | |||||||||
Convertible Promissory Note [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument, face amount | $ 30,000,000 | $ 30,000,000 | ||||||||
Number of warrant to purchase shares | 150,000,000 | 150,000,000 | ||||||||
Shares Issued, Price Per Share | $ 0.22 | |||||||||
Convertible Promissory Note [Member] | Common Class A [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Shares Issued, Price Per Share | $ 0.22 |
SCHEDULE OF STATUTORY RATES FOR
SCHEDULE OF STATUTORY RATES FOR OUR DOMESTIC AND FOREIGN OPERATION (Details) | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Effective Income Tax Rate | 21% | 21% |
UNITED STATES | ||
Effective Income Tax Rate | 21% | 21% |
KOREA, REPUBLIC OF | ||
Effective Income Tax Rate | 21% | 22% |
SCHEDULE OF INCOME TAX RATE REC
SCHEDULE OF INCOME TAX RATE RECONCILIATION RATE (Details) | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory rate | 21% | 21% |
State and local income taxes | 0.60% | (0.70%) |
Change in valuation allowance for NOL carry-forwards | 1.30% | (51.10%) |
Stock warrant transactions and other items | (2.80%) | 4.10% |
Effective income tax rate | 20.10% | (26.70%) |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | ||
May 31, 2022 | Jun. 30, 2022 | May 19, 2022 | Mar. 31, 2022 | |
Class of Stock [Line Items] | ||||
Capital Units, Authorized | 2,200,000,000 | |||
Capital stock, par value | $ 0.0001 | |||
Common stock, shares authorized | 2,000,000,000 | 800,000,000 | 800,000,000 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | |
Preferred stock, par or stated value per share | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Treasury Stock, Shares | 26,091,136 | |||
Co Founders Agreement [Member] | ||||
Class of Stock [Line Items] | ||||
Shares issued, price per share | $ 0.25 | |||
Number of sale of shares | 26,091,136 | |||
One time payment | $ 1,043,645 | |||
Repurchase of common stock | $ 626,187 | |||
Liability recovery amount | $ 324,230 | |||
Common Class A [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock, shares authorized | 790,000,000 | 790,000,000 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||
Common stock, shares issued | 288,923,969 | 288,923,969 | ||
Common stock, shares outstanding | 288,923,969 | 288,923,969 | ||
Common Class B [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock, shares authorized | 10,000,000 | 10,000,000 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||
Common stock, shares issued | 0 | 0 | ||
Common stock, shares outstanding | 0 | 0 | ||
Advancing Promissory Note [Member] | ||||
Class of Stock [Line Items] | ||||
Debt instrument, face amount | $ 27,000,000 | $ 27,000,000 | ||
Class of warrant or right, number of securities called by warrants or rights | 818,181,819 | 818,181,819 | ||
Advancing Promissory Note [Member] | Common Class A [Member] | ||||
Class of Stock [Line Items] | ||||
Shares issued, price per share | $ 0.033 | $ 0.033 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||||
Jun. 15, 2022 USD ($) $ / shares shares | Apr. 05, 2021 shares | Jun. 30, 2022 USD ($) $ / shares shares | May 31, 2022 USD ($) $ / shares shares | Feb. 28, 2022 shares | Jan. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) | Jul. 31, 2021 USD ($) | Apr. 30, 2021 USD ($) $ / shares shares | Apr. 30, 2021 USD ($) $ / shares shares | Jul. 31, 2020 USD ($) $ / shares shares | May 31, 2020 USD ($) | Feb. 29, 2020 shares | Oct. 31, 2017 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) $ / shares shares | Mar. 31, 2022 USD ($) $ / shares | Mar. 31, 2021 USD ($) shares | May 19, 2022 $ / shares | |
Related Party Transaction [Line Items] | |||||||||||||||||||
Investments | $ 9,929,294 | $ 9,929,294 | $ 5,063,940 | ||||||||||||||||
Warrants, exercise price | $ / shares | $ 0.20 | $ 0.20 | |||||||||||||||||
Number of shares issued | shares | 27,000,000 | 38,300,000 | |||||||||||||||||
Loan amount | $ 1,000,000 | ||||||||||||||||||
Due to Related Parties, Current | $ 288,731 | $ 288,731 | $ 125,532 | ||||||||||||||||
Common stock, par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||||
Operating Lease, Liability | $ 529,992 | $ 529,992 | $ 596,093 | ||||||||||||||||
Rent expense | 936 | ||||||||||||||||||
Consulting income | 12,498 | ||||||||||||||||||
Proceeds from loan | $ 1,000,000 | ||||||||||||||||||
Alchemist Holding, LLC [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of shares issued | shares | 22,700,000 | ||||||||||||||||||
Advancing Promissory Note [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Debt instrument, face amount | $ 27,000,000 | $ 27,000,000 | $ 27,000,000 | ||||||||||||||||
Warrants to purchase common stock | shares | 818,181,819 | 818,181,819 | 818,181,819 | ||||||||||||||||
Debt instrument, interest rate, stated percentage | 8% | ||||||||||||||||||
Origination fee | $ 270,000 | $ 270,000 | |||||||||||||||||
Convertible Promissory Note [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Debt instrument, face amount | $ 30,000,000 | $ 30,000,000 | |||||||||||||||||
Shares issued, price per share | $ / shares | $ 0.22 | ||||||||||||||||||
Warrants to purchase common stock | shares | 150,000,000 | 150,000,000 | |||||||||||||||||
Decentralized Sharing Systems Inc [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan amount | $ 30,000,000 | $ 30,000,000 | |||||||||||||||||
Debt instrument, face amount | $ 30,000,000 | $ 30,000,000 | |||||||||||||||||
Debt convertible rate | 0.20 | ||||||||||||||||||
Shares issued on conversion of note | shares | 818,200,000 | ||||||||||||||||||
Payments to acquire productive assets | $ 151,509 | ||||||||||||||||||
Decentralized Sharing Systems Inc [Member] | Warrant [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Warrants, exercise price | $ / shares | $ 0.22 | $ 0.22 | |||||||||||||||||
Warrants, granted | shares | 150,000,000 | ||||||||||||||||||
HWH International, Inc. [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Warrant purchase, additional shares | shares | 333,333 | ||||||||||||||||||
Warrants, exercise price | $ / shares | $ 0.15 | ||||||||||||||||||
Debt instrument, face amount | $ 50,000 | ||||||||||||||||||
Warrants to purchase common stock | shares | 333,333 | ||||||||||||||||||
Conversion of stock, shares converted | shares | 333,333 | ||||||||||||||||||
Warrants and Rights Outstanding | $ 78,635.62 | ||||||||||||||||||
HWH World Inc [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Due to Related Parties, Current | 213,742 | ||||||||||||||||||
Operating Lease, Liability | 261,835 | ||||||||||||||||||
Operating Lease, Expense | 222,092 | ||||||||||||||||||
Impact Biomedical Inc [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Purchase aggregate value | 19,247 | 111,414 | |||||||||||||||||
K Beauty Research Lab. Co., Ltd [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Due to related parties | $ 2,300,000 | ||||||||||||||||||
Purchased products | $ 643 | $ 643 | |||||||||||||||||
Alset Title Company, Inc. [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Purchased an office building | $ 8,942,640 | ||||||||||||||||||
Linden Real Estate Holdings LLC [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan amount | $ 5,700,000 | ||||||||||||||||||
Debt instrument, interest rate, stated percentage | 8% | ||||||||||||||||||
Monthly payaments | $ 43,897 | ||||||||||||||||||
Debt instrument, maturity date | Jun. 01, 2024 | ||||||||||||||||||
Proceeds from loan | $ 5,522,829 | ||||||||||||||||||
Common Class A [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan origination fee | $ 15,000,000 | $ 15,000,000 | |||||||||||||||||
Common stock, par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||||
Common Class A [Member] | Advancing Promissory Note [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Shares issued, price per share | $ / shares | $ 0.033 | $ 0.033 | $ 0.033 | ||||||||||||||||
Conversion of stock, shares converted | shares | 818,181,819 | ||||||||||||||||||
Common Class A [Member] | Convertible Promissory Note [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Shares issued, price per share | $ / shares | $ 0.22 | ||||||||||||||||||
Common Class A [Member] | Decentralized Sharing Systems Inc [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan origination fee | $ 3,000,000 | $ 3,000,000 | |||||||||||||||||
Class A Common Stock [Member] | Decentralized Sharing Systems Inc [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Stock issued during period, value, new issues | $ 191,900,000 | ||||||||||||||||||
Stock issued during period shares stock warrants exercised | shares | 878,200,000 | ||||||||||||||||||
Related-Party Legal Claims [Member] | Alchemist Holding, LLC [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of shares issued | shares | 15,600,000 | ||||||||||||||||||
Stock Purchase and Share Subscription Agreement [Member] | Decentralized Sharing Systems Inc [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Investments | $ 3,000,000 | ||||||||||||||||||
Warrant purchase, additional shares | shares | 50,000,000 | ||||||||||||||||||
Warrants, exercise price | $ / shares | $ 0.063 | ||||||||||||||||||
Number of common stock exchanged | shares | 50,000,000 | ||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||
Shares issued, price per share | $ / shares | $ 0.075 | ||||||||||||||||||
Deemed dividend | $ 2,300,000 | ||||||||||||||||||
Stock Purchase and Share Subscription Agreement [Member] | Mr Chan [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Investments | $ 3,000,000 | ||||||||||||||||||
Stock Purchase and Share Subscription Agreement [Member] | Mr Chan [Member] | Common Class A [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of common stock issued | $ 30,000,000 | ||||||||||||||||||
Warrant purchase, additional shares | shares | 10,000,000 | ||||||||||||||||||
Warrants, exercise price | $ / shares | $ 0.20 | ||||||||||||||||||
Number of shares issued | shares | 30,000,000 | ||||||||||||||||||
Security Purchase Agreement [Member] | Decentralized Sharing Systems Inc [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Debt instrument, face amount | $ 27,000,000 | ||||||||||||||||||
Common stock isssued for payment of interest | shares | 12,000,000 | ||||||||||||||||||
Deemed dividend | $ 1,080,000 | ||||||||||||||||||
Warrants to purchase common stock | shares | 818,181,819 | 150,000,000 | 150,000,000 | ||||||||||||||||
Common stock, par or stated value per share | $ / shares | $ 0.033 | $ 0.22 | $ 0.22 | ||||||||||||||||
Proceeds from loan originations | $ 27,000,000 | $ 30,000,000 | |||||||||||||||||
Debt instrument, interest rate, stated percentage | 8% | 8% | |||||||||||||||||
Debt instrument, maturity date | Apr. 05, 2024 | ||||||||||||||||||
Proceeds from loan | $ 15,000,000 | ||||||||||||||||||
Security Purchase Agreement [Member] | Decentralized Sharing Systems Inc [Member] | 2021 Notes [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Debt instrument, interest rate, stated percentage | 8% | ||||||||||||||||||
Conversion of debt into stock | shares | 818,181,819 | ||||||||||||||||||
Security Purchase Agreement [Member] | Decentralized Sharing Systems Inc [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Common stock isssued for payment of interest | shares | 12,000,000 | ||||||||||||||||||
Business Consulting Agreement [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Warrant purchase, additional shares | shares | 50,000,000 | ||||||||||||||||||
Warrants, exercise price | $ / shares | $ 0.0001 | ||||||||||||||||||
Due to Related Parties, Current | $ 60,000 | ||||||||||||||||||
Business Consulting Agreement [Member] | American Premimum Water Corporation [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Monthly payaments | $ 4,166 | ||||||||||||||||||
Business Consulting Agreement [Member] | Common Class A [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of shares issued | shares | 50,000,000 | ||||||||||||||||||
Consulting Agreement [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Share Price | $ / shares | $ 0.07 | ||||||||||||||||||
Fair Value Adjustment of Warrants | $ 3,500,000 | ||||||||||||||||||
Consulting expense | 872,603 | ||||||||||||||||||
Advisory Agreement [Member] | HWH World Inc [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Professional Fees | $ 10,000 | ||||||||||||||||||
Consulting income | $ 76,700 | ||||||||||||||||||
Co Founders Agreement [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Shares issued, price per share | $ / shares | $ 0.25 | ||||||||||||||||||
Sale of stock, shares issued | shares | 26,091,136 | ||||||||||||||||||
One time payment | $ 1,043,645 | ||||||||||||||||||
Repurchase of common stock | 626,187 | ||||||||||||||||||
Liability recovery amount | 324,230 | ||||||||||||||||||
Sub Lease Agreement [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Rent expenses | $ 25,081 | ||||||||||||||||||
Sub Lease Agreement [Member] | Alchemist Holdings LLC [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Ownership, percentage | 10% | 10% |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Oct. 31, 2017 | Jun. 30, 2022 | Jun. 30, 2021 | Mar. 31, 2022 | Jul. 31, 2020 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Investments | $ 9,929,294 | $ 5,063,940 | |||
Warrants, exercise price | $ 0.20 | ||||
Compensatory gain | $ 114,960 | $ 1,134,170 | |||
HWH International, Inc. [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Warrant purchase, additional shares | 333,333 | ||||
Warrants, exercise price | $ 0.15 | ||||
Debt instrument, face amount | $ 50,000 | ||||
Conversion of stock, shares converted | 333,333 | ||||
Stock Purchase and Share Subscription Agreement [Member] | Mr Chan [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Investments | $ 3,000,000 | ||||
Stock Purchase and Share Subscription Agreement [Member] | Mr Chan [Member] | Common Class A [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of common stock issued | $ 30,000,000 | ||||
Warrant purchase, additional shares | 10,000,000 | ||||
Warrants, exercise price | $ 0.20 |
SCHEDULE OF OPERATING LEASE ASS
SCHEDULE OF OPERATING LEASE ASSETS AND LIABILITIES (Details) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Leases | ||
Operating leases | $ 527,492 | $ 593,389 |
Total lease assets | 527,492 | 593,389 |
Operating leases | 68,477 | 134,578 |
Operating leases | 461,515 | 461,515 |
Total lease liabilities | $ 529,992 | $ 596,093 |
SCHEDULE OF OPERATING LEASE COS
SCHEDULE OF OPERATING LEASE COSTS (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Total lease cost | $ 23,178 | $ 159,820 |
General and Administrative Expense [Member] | ||
Total lease cost | 23,178 | 159,820 |
Depreciation and Amortization [Member] | ||
Total lease cost | ||
Interest Expense [Member] | ||
Total lease cost |
SCHEDULE OF OPERATING LEASE LIA
SCHEDULE OF OPERATING LEASE LIABILITY PAYABLE (Details) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Leases | ||
2023 | $ 102,897 | |
2024 | 52,128 | |
2025 | 60,500 | |
2026 | 69,746 | |
2027 | 79,713 | |
Thereafter | 231,108 | |
Total remaining payments | 596,092 | |
Less imputed interest | (66,100) | |
Total lease liability | $ 529,992 | $ 596,093 |
LEASES (Details Narrative)
LEASES (Details Narrative) | Jun. 30, 2022 |
Minimum [Member] | |
Remaining lease term | 1 year |
Lease, discount rate | 10% |
Maximum [Member] | |
Remaining lease term | 10 years |
Lease, discount rate | 12% |
SCHEDULE OF VALUATION HIERARCHY
SCHEDULE OF VALUATION HIERARCHY FINANCIAL ASSETS AND LIABILITIES (Details) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 |
Assets | ||
Investment in unconsolidated entities, net | $ 9,929,294 | $ 5,063,940 |
Total assets | 9,929,294 | 5,063,940 |
Liabilities | ||
Convertible notes payable | 25,577,273 | 5,840,000 |
Total liabilities | 25,577,273 | 5,840,000 |
Fair Value, Inputs, Level 1 [Member] | ||
Assets | ||
Investment in unconsolidated entities, net | ||
Total assets | ||
Liabilities | ||
Convertible notes payable | ||
Total liabilities | ||
Fair Value, Inputs, Level 2 [Member] | ||
Assets | ||
Investment in unconsolidated entities, net | ||
Total assets | ||
Liabilities | ||
Convertible notes payable | 25,527,273 | 5,790,000 |
Total liabilities | 25,527,273 | 5,790,000 |
Fair Value, Inputs, Level 3 [Member] | ||
Assets | ||
Investment in unconsolidated entities, net | 9,929,294 | 5,063,940 |
Total assets | 9,929,294 | 5,063,940 |
Liabilities | ||
Convertible notes payable | 50,000 | 50,000 |
Total liabilities | $ 50,000 | $ 50,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 1 Months Ended | ||||
Aug. 31, 2022 | Jul. 31, 2022 | Oct. 31, 2017 | Aug. 09, 2022 | Jun. 30, 2022 | |
Subsequent Event [Line Items] | |||||
Warrant exercise price | $ 0.20 | ||||
HWH International, Inc. [Member] | |||||
Subsequent Event [Line Items] | |||||
Principal amount | $ 50,000 | ||||
Warrant exercise price | $ 0.15 | ||||
Convertible Notes [Member] | HWH International, Inc. [Member] | |||||
Subsequent Event [Line Items] | |||||
Principal amount | $ 50,000 | ||||
Debt conversion shares | 333,333 | ||||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Investments in marketable securities | $ 5,100,000 | $ 5,100,000 | |||
Subsequent Event [Member] | Convertible Notes [Member] | HWH International, Inc. [Member] | |||||
Subsequent Event [Line Items] | |||||
Principal amount | $ 78,636 |