Cover
Cover - shares | 6 Months Ended | |
Dec. 31, 2021 | Feb. 18, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 2021 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --06-30 | |
Entity File Number | 000-56131 | |
Entity Registrant Name | FORZA INNOVATIONS INC. | |
Entity Central Index Key | 0001683131 | |
Entity Tax Identification Number | 30-0852686 | |
Entity Incorporation, State or Country Code | WY | |
Entity Address, Address Line One | 406 9th Avenue | |
Entity Address, Address Line Two | Suite 210 | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92101 | |
City Area Code | 702 | |
Local Phone Number | 205-2064 | |
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 | 296,565,385 |
BALANCE SHEETS (Unaudited)
BALANCE SHEETS (Unaudited) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 |
Current assets: | ||
Cash | $ 22,962 | $ 13,677 |
Assets of discontinued operations | ||
Total current assets | 22,962 | 13,677 |
Machinery and equipment, net | 95,837 | 108,954 |
Website, net | 12,250 | 15,250 |
Total Assets | 131,049 | 137,881 |
Current liabilities: | ||
Accounts payable | 37,500 | 35,400 |
Accrued interest | 74,941 | 57,649 |
Accrued compensation | 80,000 | |
Convertible notes payable, net of discount of $149,905 and $12,500, respectively | 152,095 | 150,000 |
Derivative liability | 329,157 | |
Loan Payable | 22,729 | 122,729 |
Due to related party | 53,816 | 54,833 |
Total current liabilities | 750,238 | 420,611 |
Total liabilities | 750,238 | 420,611 |
Commitments and contingencies | ||
Stockholders' deficit: | ||
Class B Preferred stock, $0.001 par value, 25,000,000 shares authorized, 10,000,000 issued and outstanding | 10,000 | 10,000 |
Common stock, $0.001 par value, 700,000,000 shares authorized; 291,644,231 and 281,000,000 shares issued and outstanding, respectively | 291,644 | 281,000 |
Common stock to be issued | 3,431 | |
Additional paid-in capital | 3,918,949 | 2,921,000 |
Accumulated deficit | (4,843,213) | (3,494,730) |
Total stockholders' (deficit) equity | (619,189) | (282,730) |
Total Liabilities and Stockholders' Equity | $ 131,049 | $ 137,881 |
BALANCE SHEETS (Unaudited) (Par
BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 |
Debt discount | $ 149,905 | $ 12,500 |
Common Stock Par Value | $ 0.001 | $ 0.001 |
Common Stock Shares Authorized | 700,000,000 | 700,000,000 |
Common Stock Shares Issued | 291,644,231 | 281,000,000 |
Common Stock Shares Outstanding | 291,644,231 | 281,000,000 |
Series B Preferred Stock [Member] | ||
Preferred Stock Par Value | $ 0.001 | $ 0.001 |
Preferred Stock Shares Authorized | 25,000,000 | 25,000,000 |
Preferred Stock Shares Issued | 10,000,000 | 10,000,000 |
Preferred Stock Shares Outstanding | 10,000,000 | 10,000,000 |
STATEMENTS OF OPERATIONS (Unaud
STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Expenses: | ||||
General & administrative expenses | $ 68,248 | $ 7,900 | $ 166,608 | $ 7,900 |
Officer compensation | 110,280 | 110,280 | ||
Stock based compensation | 854,550 | |||
Total operating expenses | 178,528 | 7,900 | 1,131,438 | 7,900 |
Loss from operations | (178,528) | (7,900) | (1,131,438) | (7,900) |
Other expense: | ||||
Interest expense | (8,940) | (12,473) | (17,292) | (14,003) |
Loss on issuance of convertible debt | (298,710) | (298,710) | ||
Change in fair value of derivatives | 131,052 | 131,052 | ||
Debt discount amortization | (32,095) | (32,095) | (12,500) | |
Total other expense | (208,693) | (12,473) | (217,045) | (26,503) |
Loss before income taxes | (387,221) | (20,373) | (1,348,483) | (34,403) |
Provision for income taxes | (1,348,483) | (34,403) | ||
Net loss from continuing operations | (387,221) | (20,373) | (1,348,483) | (34,403) |
Net income from discontinued operations | 5,578 | 27,268 | ||
Net (Loss) Income | $ (387,221) | $ (14,795) | $ (1,348,483) | $ (7,135) |
Net loss per common share, basic & diluted from continuing operations | $ 0 | $ 0 | $ 0 | $ 0 |
Net income per common share, basic & diluted from discontinued operations | 0 | 0 | ||
Net Loss Per Common Share, basic & diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted Common Shares Outstanding, basic & diluted | 288,806,689 | 181,000,000 | 284,903,345 | 181,000,000 |
STATEMENTS OF STOCKHOLDERS DEFI
STATEMENTS OF STOCKHOLDERS DEFICIT (Unaudited) - USD ($) | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Common Stock To Be Issued [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Jun. 30, 2020 | $ 181,000 | $ 10,000 | $ 221,000 | $ (351,590) | $ 60,410 | |
Beginning balance, shares at Jun. 30, 2020 | 181,000,000 | 10,000,000 | ||||
Net loss | 7,660 | 7,660 | ||||
Ending balance, value at Sep. 30, 2020 | $ 181,000 | $ 10,000 | 221,000 | (343,930) | 68,070 | |
Ending balance, shares at Sep. 30, 2020 | 181,000,000 | 10,000,000 | ||||
Beginning balance, value at Jun. 30, 2020 | $ 181,000 | $ 10,000 | 221,000 | (351,590) | 60,410 | |
Beginning balance, shares at Jun. 30, 2020 | 181,000,000 | 10,000,000 | ||||
Net loss | (7,135) | |||||
Ending balance, value at Dec. 31, 2020 | $ 181,000 | $ 10,000 | 221,000 | (358,725) | 53,275 | |
Ending balance, shares at Dec. 31, 2020 | 181,000,000 | 10,000,000 | ||||
Beginning balance, value at Sep. 30, 2020 | $ 181,000 | $ 10,000 | 221,000 | (343,930) | 68,070 | |
Beginning balance, shares at Sep. 30, 2020 | 181,000,000 | 10,000,000 | ||||
Net loss | (14,795) | (14,795) | ||||
Ending balance, value at Dec. 31, 2020 | $ 181,000 | $ 10,000 | 221,000 | (358,725) | 53,275 | |
Ending balance, shares at Dec. 31, 2020 | 181,000,000 | 10,000,000 | ||||
Beginning balance, value at Jun. 30, 2021 | $ 281,000 | $ 10,000 | (3,494,730) | (282,730) | ||
Beginning balance, shares at Jun. 30, 2021 | 281,000,000 | 10,000,000 | ||||
Shares issued for conversion of debt | $ 144 | 100,000 | 130,000 | |||
Shares issued for conversion of debt, shares | 144,231 | |||||
Options exercised – related party | $ 400 | 20,000 | ||||
Options exercised related party, shares | 400,000 | |||||
Fair value of options granted | 854,550 | |||||
Net loss | (961,262) | (961,262) | ||||
Ending balance, value at Sep. 30, 2021 | $ 281,544 | $ 10,000 | 100,000 | (4,455,992) | (239,442) | |
Ending balance, shares at Sep. 30, 2021 | 281,544,231 | 10,000,000 | ||||
Beginning balance, value at Jun. 30, 2021 | $ 281,000 | $ 10,000 | (3,494,730) | $ (282,730) | ||
Beginning balance, shares at Jun. 30, 2021 | 281,000,000 | 10,000,000 | ||||
Options exercised related party, shares | 500,000 | |||||
Net loss | $ (1,348,483) | |||||
Ending balance, value at Dec. 31, 2021 | $ 291,644 | $ 10,000 | 3,431 | (4,843,213) | (619,189) | |
Ending balance, shares at Dec. 31, 2021 | 291,644,231 | 10,000,000 | ||||
Beginning balance, value at Sep. 30, 2021 | $ 281,544 | $ 10,000 | 100,000 | (4,455,992) | (239,442) | |
Beginning balance, shares at Sep. 30, 2021 | 281,544,231 | 10,000,000 | ||||
Shares issued for conversion of debt | $ 10,000 | (100,000) | ||||
Shares issued for conversion of debt, shares | 10,000,000 | |||||
Options exercised – related party | $ 100 | 4,043 | ||||
Options exercised related party, shares | 100,000 | |||||
Shares granted for financing costs | 3,431 | 3,431 | ||||
Net loss | (387,221) | (387,221) | ||||
Ending balance, value at Dec. 31, 2021 | $ 291,644 | $ 10,000 | $ 3,431 | $ (4,843,213) | $ (619,189) | |
Ending balance, shares at Dec. 31, 2021 | 291,644,231 | 10,000,000 |
STATEMENTS OF CASH FLOWS (Unaud
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 6 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||
Net Loss | $ (1,348,483) | $ (7,135) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Income from discontinued operations | (27,268) | |
Depreciation and amortization | 16,117 | |
Debt discount amortization | 32,095 | 12,500 |
Loss on issuance of convertible debt | 298,710 | |
Change in fair value of derivatives | (131,052) | |
Common stock issued for services | 3,431 | |
Stock based compensation | 854,550 | |
Changes in operating assets and liabilities: | ||
Accounts payable | 2,100 | |
Accrued interest | 17,292 | 7,562 |
Accrued compensation | 80,000 | |
Operating cash flow from discontinued operations | 89,487 | |
Net cash (used) provided by operating activities | (175,240) | 75,146 |
Cash flows from investing activities: | ||
Investing cash flow from discontinued operations | (32,774) | |
Net cash used in investing activities | (32,774) | |
Cash flows from financing activities: | ||
Advances from related party | 27,088 | |
Repayment of related party loans | (28,106) | |
Proceeds from convertible debt | 161,500 | |
Proceeds from the exercise of options | 24,043 | |
Financing cash flow from discontinued operations | 4,998 | |
Net cash provided by financing activities | 184,525 | 4,998 |
Net change in cash | 9,285 | 47,370 |
Cash, beginning of period | 13,677 | 174,879 |
Less: cash of discontinued operations, end of period | (222,249) | |
Cash of continuing operations at end of period | 22,962 | |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | ||
Cash paid for taxes | ||
Supplemental non-cash disclosure: | ||
Common stock issued for conversion of debt | $ 130,000 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 6 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS | NOTE 1 - NATURE OF OPERATIONS Forza Innovations Inc. (the “Company”), was incorporated on December 9, 2014 under the laws of the State of Florida. The Company was a diversified multi-industry manufacturer of complex metal components and products. We serve all general industrial markets such as Aerospace, Automotive, Commercial, Food Processing, Industrial, Maritime, Medical, Railroad, Oil and Gas, Packaging, Telecom, Textiles, Robotics, Space Travel, Transportation and many more. We are a vertically integrated precision CNC manufacturing and fabrication company with core emphasis on product design, engineering and precision manufacturing of complex components and products. On February 5, 2018, the Company formed Genesys Industries, LLC as a wholly owned subsidiary in the state of Missouri. On January 21, 2021, Shefali Vibhakar, President of the Company closed a Share Purchase Agreement (the “Agreement”) that she entered into with Johnny Forzani to sell all of her 170,000,000 10,000,000 177,000 Further, as part of the Agreement, Ms. Vibhakar agrees to spin out all of the Company’s assets (except for certain machinery valued at $ 40,000 On January 21, 2021, a change in control of the Company occurred pursuant to the Agreement. Mr. Forzani now has voting control over 93.9 On January 21, 2021, the Company received the resignation of Shefali Vibhakar as the Company’s President, Chief Executive Officer, Treasurer, Chief Financial Officer, Secretary and Director and appointed Johnny Forzani as its President, Chief Executive Officer, Treasurer, Chief Financial Officer and Secretary. Effective January 21, 2021, the Company’s new address is 30 Forzani Way NW, Calgary, Alberta, Canada T3Z 1L5. On February 17, 2021, the Company filed Articles of Continuance with the Secretary of State for the state of Wyoming. Accordingly, the Company transferred its state of formation from Florida to Wyoming and became a Wyoming entity. On February 18, 2021, the Company filed a Certificate of Dissolution with the Secretary of State for the State of Florida, effectively dissolving the Company's existence in Florida. As of June 30, 2021, Forza Innovations has moved out of the precision CNC manufacturing and fabrication business and has moved into the health-tech wearable performance business. The Company has acquired the ownership and rights to certain late developmental stage products, including the J4 Sport, J4 X and J4 Fitbelt. These products are wearable back compression devices, used to relax, warmup, loosen, or relax stiff & sore muscles. The therapeutic application of heat causes a change in temperature of the soft tissues which decreases joint stiffness and relieves inflammation. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at December 31, 2021 and for the related periods presented have been made. The results for the six months ended December 31, 2021 are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2021, filed with the Securities and Exchange Commission Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the estimated useful lives of property and equipment. Actual results could differ from those estimates. Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash. Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no Property, Plant and Equipment Property and equipment are carried at the lower of cost or net realizable value. Major betterments that extend the useful lives of assets are also capitalized. Normal maintenance and repairs are charged to expense as incurred. When assets are sold or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in operations. Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable amates the fair value of such instruments as the notes bear interest rates that are consistent with current market rates. The following table classifies the Company’s asset measured at fair value on a recurring basis into the fair value hierarchy as of December 31, 2021: Schedule of fair value hierarchy Description Level 1 Level 2 Level 3 Derivative $ — $ — $ 329,157 Total $ — $ — $ 329,157 Recently issued accounting pronouncements The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
GOING CONCERN
GOING CONCERN | 6 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 3 - GOING CONCERN The accompanying unaudited financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As of December 31, 2021, the Company has an accumulated deficit of $ 4,843,213 3,069,884 While the Company is successfully executing its growth strategy, its cash position may not still be sufficient to support the Company’s daily operations without additional financing. While the Company believes in the viability of its strategy to produce sales volume and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenues. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern. |
MACHINERY AND EQUIPMENT
MACHINERY AND EQUIPMENT | 6 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
MACHINERY AND EQUIPMENT | NOTE 4 – MACHINERY AND EQUIPMENT Long lived assets, including property and equipment and certain intangible assets to be held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Impairment losses are recognized if expected future cash flows of the related assets are less than their carrying values. Measurement of an impairment loss is based on the fair value of the asset. Long-lived assets and certain identifiable intangibles to be disposed of are reported at the lower of carrying amount or fair value less cost to sell. Property and Equipment and intangible assets are first recorded at cost. Depreciation and/or amortization is computed using the straight-line method over the estimated useful lives of the various classes of assets between three and five years. Leasehold improvements are being depreciated over ten years, and the building over twenty years. Maintenance and repair expenses, as incurred, are charged to expense. Betterments and renewals are capitalized in plant and equipment accounts. Cost and accumulated depreciation applicable to items replaced or retired are eliminated from the related accounts with any gain or loss on the disposition included as income. Property, Plant and equipment stated at cost, less accumulated depreciation for continuing operations consisted of the following: Property, Plant & Equipment December 31, 2021 June 30, 2021 Machinery and Equipment $ 117,135 $ 117,135 Less: accumulated depreciation 21,298 8,118 Fixed assets, net $ 95,837 $ 109,017 Depreciation expense Depreciation expense for the six months ended December 31, 2021 and 2020 was $ 13,117 0 Our capitalized software cost, less accumulated amortization consisted of the following: Software cost December 31, 2021 June 30, 2021 Software $ 18,000 $ 18,000 Less: accumulated depreciation 5,750 2,750 Software, net $ 12,251 $ 15,250 Amortization expense Amortization expense for the years ended December 31, 2021 and 2020 was $ 3,000 0 |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 6 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES PAYABLE | NOTE 5 – CONVERTIBLE NOTES PAYABLE On January 2, 2020, the Company executed a 10% convertible promissory note in which it agreed to borrow up to $ 300,000 price per share equal to the lower of (a) the Fixed Conversion Price (which is fixed at a price equal to $0.30); or (b) 80% of the lowest trading price of the Company’s common stock during the 5 consecutive trading days prior to the date on which lender elects to convert all or part of the Note. 125,000 25,000 200,000 150,000 75,000 30,000 144,231 120,000 150,000 52,499 40,250 During the six months ended December 31, 2021, the Company issued three new convertible promissory notes. They are as follows: Schedule of convertible promissory notes Note Holder Date Maturity Date Interest Rate Balance December 31, 2021 Power Up Lending Group Ltd (1) 10/1/2021 10/1/2022 10 $ 55,000 Fast Capital LLC (2) 10/26/2021 10/26/2022 10 $ 65,000 Sixth Street Lending LLC (3) 11/17/2021 11/17/2022 10 $ 55,000 Total $ 175,000 Less debt discount $ ( 142,905 $ 32,905 Conversion Terms (1) 61% of the average of the three lowest trading price for 15 days prior to conversion date. (2) 61% of the lowest trading price for 15 days, including conversion date. (3) 61% of the lowest trading price for 15 days prior to conversion date. Total accrued interest on the three convertible notes as of December 31, 2021 is $3,210. A summary of the activity of the derivative liability for the notes above is as follows: Schedule of derivative liability Balance at June 30, 2021 — Increase to derivative due to new issuances 460,210 Decrease to derivative due to conversion — Derivative loss due to mark to market adjustment 131,053 Balance at December 31, 2020 $ 329,157 A summary of quantitative information about significant unobservable inputs (Level 3 inputs) used in measuring the Company’s derivative liability that are categorized within Level 3 of the fair value hierarchy as of December 31, 2021 is as follows: Schedule of fair value hierarchy Inputs December 31, 2021 Initial Stock price $ .068 $ 0.14 0.24 Conversion price $ 0.0305 0.052 $ 0.067 0.082 Volatility (annual) 327.6 663.3 696.71 735.86 Risk-free rate 0.18 0.29 0.09 0.18 Dividend rate — — Years to maturity .75 .88 1 |
NOTE PAYABLE
NOTE PAYABLE | 6 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
NOTE PAYABLE | NOTE 6 - NOTE PAYABLE On November 5, 2017, to fund its working capital requirements the Company obtained a Special Line of Credit (“LOC”) also recognized as a Blanket Secured Promissory Note for the total draw down amount of up to $ 500,000 5 100,000 10,000,000 22,729 122,729 19,232 17,399 |
COMMON STOCK
COMMON STOCK | 6 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
COMMON STOCK | NOTE 7 – COMMON STOCK On February 19, 2021, the Company filed a Definitive 14C in order to ratify the written consent received from one shareholder, holding 96.1% of our voting power to: (1) to amend the Company’s Articles of Incorporation, as amended (the “Articles”) to change our corporate name from Genesys Industries, Inc. to Forza Innovations Inc. (the “Name Change”); (2) to amend the Articles to increase the number of authorized shares of Class A Common Stock we may issue from 100,000,000 700,000,000 On October 20, 2021, the Company entered into a $ 3,000,000 7,000,000 Subject to the terms and conditions of the Investment Agreement, from time to time, the Company may, in its sole discretion, deliver a Put Notice to Tangiers which states the number of shares that the Company intends to sell to Tangiers on a closing date. The maximum amount of shares of Common Stock that the Company shall be entitled to put to Tangiers per any applicable Put Notice shall be an amount of shares up to or equal to 100% of the average of the daily trading volume of the Common Stock for the 10 consecutive Trading Days immediately prior to the applicable Put Notice Date (the “Put Amount”). The Put Amount has to be at least $5,000 and cannot exceed $300,000, as calculated by multiplying the Put Amount by the average daily VWAP for the 10 consecutive Trading Days immediately prior to the applicable Put Notice Date. The Purchase Price of the shares of our common stock that we may sell to Tangiers will be 80% of the lowest trading price of the Common Stock during the Pricing Period applicable to the Put Notice. The Company issued Tangiers 25,000 0.1373 3,431 During the six months ended December 31, 2021, the Company issued 10,144,231 130,000 |
PREFERRED STOCK
PREFERRED STOCK | 6 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
PREFERRED STOCK | NOTE 8 – PREFERRED STOCK Preferred stock includes 25,000,000 0.001 25,000,000 0.001 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 9 - RELATED PARTY TRANSACTIONS On January 21, 2021, the Company entered into an acquisition agreement with Mr. Forzani to acquire all of the ownership and the rights to certain late developmental stage products, including the J4 Sport, J4 X and J4 Fitbelt in exchange for the issuance of 10,000,000 0.28 2,800,000 95,135 2,704,865 During the year ended June 30, 2021, Mr. Forzani advanced the Company $ 54,833 27,088 28,106 53,816 On August 23, 2021, Mr. Forzani exercised 400,000 20,000 On October 26, 2021, Geoff Stanbury exercised 100,000 4,043 |
STOCK OPTIONS
STOCK OPTIONS | 6 Months Ended |
Dec. 31, 2021 | |
Stock Options | |
STOCK OPTIONS | NOTE 10– STOCK OPTIONS On August 3, 2021, the Company granted 1,000,000 250,000 250,000 0.05 The aggregate fair value of the 1,500,000 854,550 0.05 0.17 704.9 2 A summary of the status of the Company’s outstanding stock options and changes during the six months ended December 31, 2021 is presented below: Schedule of Stock Options Outstanding Stock Options Options Weighted Average Aggregate Options outstanding at June 30, 2021 — $ — — Granted 1,500,000 0.05 — Exercised (500,000 ) $ — Expired — $ — Options outstanding December 31, 2021 1,000,000 $ 0.05 Options exercisable at December 31, 2021 1,000,000 $ 0.05 $ 18,000 |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 6 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | NOTE 11 – DISCONTINUED OPERATIONS On January 21, 2021, Shefali Vibhakar, President of the Company closed a Share Purchase Agreement (the “Agreement”) that she entered into with Johnny Forzani to sell all of her 17,000,000 10,000,000 177,000 Further, as part of the Agreement, Ms. Vibhakar agrees to spin out all of the Company’s assets (except for certain machinery valued at $ 40,000 In accordance with the provisions of ASC 205-20, Presentation of Financial Statements Disposal Groups, Including Discontinued Operations For the Three Months Ended December 31, 2020 For the Six Months Ended December 31, 2020 Revenue $ 160,292 $ 339,348 Cost of revenue 130,303 244,063 Gross Margin 29,989 95,285 Operating Expenses: Payroll expense 15,437 30,505 General & administrative expenses 12,184 28,519 Total operating expenses 27,621 59,024 Income from operations 2,368 36,261 Total other income (expense) 3,210 (8,993 ) Net income $ 5,578 $ 27,268 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 12 - SUBSEQUENT EVENTS In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the financial statements were available to be issued and has determined that it has no material subsequent events to disclose in these unaudited financial statements other than the following. Coventry Enterprises On January 11, 2021, the Company entered into a securities purchase agreement with Coventry Enterprises, LLC (“Coventry”), pursuant to which Coventry Enterprises purchased a 10% unsecured promissory Note (the “Note”) from the Company in the principal amount of $ 180,000 30,000 The Note carries “Guaranteed Interest” on the principal amount at the rate of 10% per annum for the twelve-month term of the Note for an aggregate Guaranteed Interest $ 18,000 28,285 January 5, 2023 Upon an Event of Default or if the Company has an effective Regulation A Offering Statement, the Note shall become convertible, in whole or in part, into shares of Common Stock at the option of the Holder. The conversion price of the Note is 90% of the lowest per-share Trading Price per share for the 10 Trading Days preceding a Conversion Date. The Company is also required to issue Coventry 200,000 900,000 0.175 ONE44 Capital LLC On January 19, 2021, the Company entered into a securities purchase agreement with ONE44 Capital LLC (“ONE44”), pursuant to which ONE44 purchased a convertible promissory note (the “Note”) from the Company in the aggregate principal amount of $160,000, such principal and the interest thereon convertible into shares of the Company’s common stock at the option of ONE44. The Note contains an original issue discount amount of $ 8,000 8,000 The maturity date of the Note is January 13, 2023 (the “Maturity Date”). The Note shall bear interest at a rate of 10% per annum, ONE44 has the option to convert all or any amount of the principal face amount of the Note, after the sixth month anniversary of the Note. The conversion price for the Note is 60% multiplied by the lowest trading price of the Company’s common stock as reported on the OTC Markets. Mast Hill Fund, L.P On January 25, 2022, the Company, entered into a Securities Purchase Agreement with Mast Hill Fund, L.P., (“Mast Hill”), dated as of January 20, 2022, pursuant to which the Company issued Mast Hill a convertible promissory note in the principal amount of $ 350,000 700,000 0.50 350,000 1.00 5,000,000 Sixth Street Lending LLC On February 1, 2022, the Company, entered into a Convertible Promissory Note with Sixth Street Lending LLC., (“Sixth Street”) pursuant to which Sixth Street purchased a 10% unsecured promissory Note (the “Note”) from the Company in the principal amount of $ 80,000 3,750 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at December 31, 2021 and for the related periods presented have been made. The results for the six months ended December 31, 2021 are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2021, filed with the Securities and Exchange Commission |
Use of estimates | Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the estimated useful lives of property and equipment. Actual results could differ from those estimates. |
Concentrations of Credit Risk | Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash. |
Cash equivalents | Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no |
Property, Plant and Equipment | Property, Plant and Equipment Property and equipment are carried at the lower of cost or net realizable value. Major betterments that extend the useful lives of assets are also capitalized. Normal maintenance and repairs are charged to expense as incurred. When assets are sold or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in operations. |
Fair value of financial instruments | Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable amates the fair value of such instruments as the notes bear interest rates that are consistent with current market rates. The following table classifies the Company’s asset measured at fair value on a recurring basis into the fair value hierarchy as of December 31, 2021: Schedule of fair value hierarchy Description Level 1 Level 2 Level 3 Derivative $ — $ — $ 329,157 Total $ — $ — $ 329,157 Recently issued accounting pronouncements The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of fair value hierarchy | Schedule of fair value hierarchy Description Level 1 Level 2 Level 3 Derivative $ — $ — $ 329,157 Total $ — $ — $ 329,157 |
MACHINERY AND EQUIPMENT (Tables
MACHINERY AND EQUIPMENT (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant & Equipment | Property, Plant & Equipment December 31, 2021 June 30, 2021 Machinery and Equipment $ 117,135 $ 117,135 Less: accumulated depreciation 21,298 8,118 Fixed assets, net $ 95,837 $ 109,017 |
Software cost | Software cost December 31, 2021 June 30, 2021 Software $ 18,000 $ 18,000 Less: accumulated depreciation 5,750 2,750 Software, net $ 12,251 $ 15,250 |
CONVERTIBLE NOTES PAYABLE (Tabl
CONVERTIBLE NOTES PAYABLE (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of convertible promissory notes | Schedule of convertible promissory notes Note Holder Date Maturity Date Interest Rate Balance December 31, 2021 Power Up Lending Group Ltd (1) 10/1/2021 10/1/2022 10 $ 55,000 Fast Capital LLC (2) 10/26/2021 10/26/2022 10 $ 65,000 Sixth Street Lending LLC (3) 11/17/2021 11/17/2022 10 $ 55,000 Total $ 175,000 Less debt discount $ ( 142,905 $ 32,905 |
Schedule of derivative liability | Schedule of derivative liability Balance at June 30, 2021 — Increase to derivative due to new issuances 460,210 Decrease to derivative due to conversion — Derivative loss due to mark to market adjustment 131,053 Balance at December 31, 2020 $ 329,157 |
Schedule of fair value hierarchy | Schedule of fair value hierarchy Inputs December 31, 2021 Initial Stock price $ .068 $ 0.14 0.24 Conversion price $ 0.0305 0.052 $ 0.067 0.082 Volatility (annual) 327.6 663.3 696.71 735.86 Risk-free rate 0.18 0.29 0.09 0.18 Dividend rate — — Years to maturity .75 .88 1 |
STOCK OPTIONS (Tables)
STOCK OPTIONS (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Stock Options | |
Schedule of Stock Options Outstanding | Schedule of Stock Options Outstanding Stock Options Options Weighted Average Aggregate Options outstanding at June 30, 2021 — $ — — Granted 1,500,000 0.05 — Exercised (500,000 ) $ — Expired — $ — Options outstanding December 31, 2021 1,000,000 $ 0.05 Options exercisable at December 31, 2021 1,000,000 $ 0.05 $ 18,000 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | Disposal Groups, Including Discontinued Operations For the Three Months Ended December 31, 2020 For the Six Months Ended December 31, 2020 Revenue $ 160,292 $ 339,348 Cost of revenue 130,303 244,063 Gross Margin 29,989 95,285 Operating Expenses: Payroll expense 15,437 30,505 General & administrative expenses 12,184 28,519 Total operating expenses 27,621 59,024 Income from operations 2,368 36,261 Total other income (expense) 3,210 (8,993 ) Net income $ 5,578 $ 27,268 |
NATURE OF OPERATIONS (Details N
NATURE OF OPERATIONS (Details Narrative) - USD ($) | 1 Months Ended | ||
Jan. 21, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | |
Offsetting Assets [Line Items] | |||
Machinery valued | $ 117,135 | $ 117,135 | |
Share Purchase Agreement [Member] | Shefali Vibhakar [Member] | |||
Offsetting Assets [Line Items] | |||
Cash consideration | $ 177,000 | ||
Share Purchase Agreement [Member] | Shefali Vibhakar [Member] | Common Stock [Member] | |||
Offsetting Assets [Line Items] | |||
Number of stock sold | 170,000,000 | ||
Share Purchase Agreement [Member] | Shefali Vibhakar [Member] | Preferred Stock [Member] | |||
Offsetting Assets [Line Items] | |||
Number of stock sold | 10,000,000 | ||
Seperate Purchase Agreement [Member] | Shefali Vibhakar [Member] | |||
Offsetting Assets [Line Items] | |||
Machinery valued | $ 40,000 | ||
Acquisition Agreement [Member] | Forzani [Member] | |||
Offsetting Assets [Line Items] | |||
Common Stock, Voting Rights | 93.90% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 |
Defined Benefit Plan Disclosure [Line Items] | ||
Total derivative | $ 329,157 | |
Fair Value, Inputs, Level 1 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total derivative | ||
Fair Value, Inputs, Level 2 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total derivative | ||
Fair Value, Inputs, Level 3 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total derivative | $ 329,157 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 |
Accounting Policies [Abstract] | ||
Cash equivalents | $ 0 | $ 0 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | ||
Sep. 30, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Accumulated Deficit | $ 4,843,213 | $ 3,494,730 | |
Gain loss on Disposition of Assets | $ 3,069,884 |
MACHINERY AND EQUIPMENT (Detail
MACHINERY AND EQUIPMENT (Details) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 |
Property, Plant and Equipment [Abstract] | ||
Machinery and Equipment | $ 117,135 | $ 117,135 |
Less: accumulated depreciation | 21,298 | 8,118 |
Fixed assets, net | $ 95,837 | $ 109,017 |
MACHINERY AND EQUIPMENT (Deta_2
MACHINERY AND EQUIPMENT (Details 1) - USD ($) | Dec. 31, 2021 | Jun. 30, 2021 |
Property, Plant and Equipment [Abstract] | ||
Software | $ 18,000 | $ 18,000 |
Less: accumulated depreciation | 5,750 | 2,750 |
Software, net | $ 12,251 | $ 15,250 |
MACHINERY AND EQUIPMENT (Deta_3
MACHINERY AND EQUIPMENT (Details Narrative) - USD ($) | 6 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation Expense | $ 13,117 | $ 0 |
Amortization expense | $ 3,000 | $ 0 |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details) - USD ($) | Jan. 11, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Maturity date | Jan. 5, 2023 | |||
Convertible notes payable | $ 152,095 | $ 150,000 | ||
Convertible notes payable | 175,000 | |||
Convertible debt discount | 142,905 | |||
Convertible notes payable | $ 32,905 | |||
Power Up Lending Group Ltd [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Convertible issuance of date | [1] | Oct. 1, 2021 | ||
Maturity date | [1] | Oct. 1, 2022 | ||
Interest rate | [1] | 10.00% | ||
Convertible notes payable | [1] | $ 55,000 | ||
Fast Capital L L C [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Convertible issuance of date | [2] | Oct. 26, 2021 | ||
Maturity date | [2] | Oct. 26, 2022 | ||
Interest rate | [2] | 10.00% | ||
Convertible notes payable | [2] | $ 65,000 | ||
Sixth Street Lending L L C [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Convertible issuance of date | [3] | Nov. 17, 2021 | ||
Maturity date | [3] | Nov. 17, 2022 | ||
Interest rate | [3] | 10.00% | ||
Convertible notes payable | [3] | $ 55,000 | ||
[1] | 61% of the average of the three lowest trading price for 15 days prior to conversion date. | |||
[2] | 61% of the lowest trading price for 15 days, including conversion date. | |||
[3] | 61% of the lowest trading price for 15 days prior to conversion date. |
CONVERTIBLE NOTES PAYABLE (De_2
CONVERTIBLE NOTES PAYABLE (Details 1) | 6 Months Ended |
Dec. 31, 2021USD ($) | |
Debt Disclosure [Abstract] | |
Derivative liability | |
Increase to derivative due to new issuances | 460,210 |
Decrease to derivative due to conversion | |
Derivative loss due to mark to market adjustment | 131,053 |
Derivative liability | $ 329,157 |
CONVERTIBLE NOTES PAYABLE (De_3
CONVERTIBLE NOTES PAYABLE (Details 2) | 6 Months Ended |
Dec. 31, 2021$ / shares | |
Debt Instrument [Line Items] | |
Stock price | $ 0.068 |
Volatility Percentage | 327.60% |
Volatility Percentage | 663.30% |
Risk-free rate | 0.18% |
Risk-free rate | 0.29% |
Dividend rate | |
Minimum [Member] | |
Debt Instrument [Line Items] | |
Conversion price | $ 0.0305 |
Years to maturity | 9 months |
Maximum [Member] | |
Debt Instrument [Line Items] | |
Conversion price | $ 0.052 |
Years to maturity | 10 months 17 days |
Initial Valuation [Member] | |
Debt Instrument [Line Items] | |
Volatility Percentage | 696.71% |
Volatility Percentage | 735.86% |
Risk-free rate | 0.09% |
Risk-free rate | 0.18% |
Dividend rate | |
Years to maturity | 1 year |
Initial Valuation [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Stock price | $ 0.14 |
Conversion price | 0.067 |
Initial Valuation [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Stock price | 0.24 |
Conversion price | $ 0.082 |
CONVERTIBLE NOTES PAYABLE (De_4
CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($) | 1 Months Ended | 6 Months Ended | ||
Sep. 28, 2021 | Aug. 17, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | |
Debt Disclosure [Abstract] | ||||
Principal amount | $ 300,000 | |||
Initial deposit | 125,000 | |||
Original debt discount | 25,000 | |||
Beneficial conversion feature | 200,000 | |||
Debt discount | 150,000 | |||
Loss on issuance of convertible debt | 75,000 | |||
Note Converted | $ 30,000 | |||
Debt Conversion, Converted Instrument, Shares Issued | 10,000,000 | 144,231 | ||
Principal due | 120,000 | $ 52,499 | ||
Interest due | $ 150,000 | $ 40,250 |
NOTE PAYABLE (Details Narrative
NOTE PAYABLE (Details Narrative) - USD ($) | Nov. 05, 2017 | Sep. 28, 2021 | Aug. 17, 2021 | Dec. 31, 2021 | Jun. 30, 2021 |
Line of Credit Facility [Line Items] | |||||
Debt conversion amount converted | $ 100,000 | ||||
Debt Conversion, Converted Instrument, Shares Issued | 10,000,000 | 144,231 | |||
Loan Payable | $ 22,729 | $ 122,729 | |||
Accrued Interest | 74,941 | 57,649 | |||
Line of Credit [Member] | Twiga Capital Partners | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit maximum limit | $ 500,000 | ||||
Interest rate | 5.00% | ||||
Loan Payable | 22,729 | 122,729 | |||
Accrued Interest | $ 19,232 | $ 17,399 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 6 Months Ended | ||||
Dec. 31, 2021 | Oct. 20, 2021 | Jun. 30, 2021 | Feb. 19, 2021 | Oct. 20, 2020 | |
Class of Stock [Line Items] | |||||
Common Stock Shares Authorized | 700,000,000 | 700,000,000 | 700,000,000 | ||
Line of credit equity | $ 3,000,000 | ||||
Common units issued | 7,000,000 | ||||
Commitment fee | $ 25,000 | ||||
Shares valued at closing price | $ 0.1373 | ||||
Non cash expense | $ 3,431 | ||||
Shares Issued | 10,144,231 | ||||
Shares issued for conversion of debt | $ 130,000 | ||||
Common Class A [Member] | |||||
Class of Stock [Line Items] | |||||
Common Stock Shares Authorized | 100,000,000 |
PREFERRED STOCK (Details Narrat
PREFERRED STOCK (Details Narrative) - Series B Preferred Stock [Member] - $ / shares | Dec. 31, 2021 | Jun. 30, 2021 |
Class of Stock [Line Items] | ||
Preferred Stock Shares Authorized | 25,000,000 | 25,000,000 |
Preferred Stock Par Value | $ 0.001 | $ 0.001 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Oct. 26, 2021 | Aug. 23, 2021 | Jan. 21, 2021 | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | |||||||
Share Price | $ 0.068 | $ 0.068 | |||||
Common stock issued for assets | $ 95,135 | ||||||
Loss on asset acquisition related party | 2,704,865 | ||||||
Advances from related party | 27,088 | ||||||
Due to related party | $ 53,816 | $ 53,816 | |||||
Option Exercised, Shares | 400,000 | ||||||
Option Exercised | $ 4,043 | $ 20,000 | $ 4,043 | $ 20,000 | |||
Option Exercised, Shares | 100,000 | 500,000 | |||||
Mr Forzani [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Advances from related party | $ 54,833 | ||||||
Additional Paid | 27,088 | ||||||
Repaid amount | $ 28,106 | ||||||
Acquisition Agreement [Member] | Forzani [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Stock issued for asset acquisitions, Shares | 10,000,000 | ||||||
Share Price | $ 0.28 | ||||||
Stock issued for asset acquisitions, Value | $ 2,800,000 |
STOCK OPTIONS (Details)
STOCK OPTIONS (Details) - USD ($) | 1 Months Ended | 6 Months Ended | |
Oct. 26, 2021 | Aug. 03, 2021 | Dec. 31, 2021 | |
Stock Options | |||
Outstanding options, at beginning | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | |||
Intrinsic value outstanding | |||
Option granted | 1,500,000 | ||
Granted | $ 0.05 | ||
intrinsic value granted | |||
Option exercised | (100,000) | (500,000) | |
Exercised | |||
Option expired | |||
Expired | |||
Outstanding options at ending | 1,000,000 | ||
Outstanding at end of period | $ 0.05 | ||
Option exercisable | 1,000,000 | ||
Exercisable at end of period | $ 0.05 | $ 0.05 | |
Exercisable at end of period | $ 18,000 |
STOCK OPTIONS (Details Narrativ
STOCK OPTIONS (Details Narrative) - $ / shares | 1 Months Ended | 6 Months Ended |
Aug. 03, 2021 | Dec. 31, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Option Granted | 1,500,000 | |
Exercisable | $ 0.05 | $ 0.05 |
Aggregate fair value | 854,550 | |
Exercise price | $ 0.05 | |
Risk Free Rate | 0.17% | |
Volatility | 704.90% | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 years | |
Johnny Forzani [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Option Granted | 1,000,000 | |
Geoff Stanbury [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Option Granted | 250,000 | |
Tom Forzani [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Option Granted | 250,000 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Revenue | $ 160,292 | $ 339,348 |
Cost of revenue | 130,303 | 244,063 |
Gross Margin | 29,989 | 95,285 |
Operating Expenses: | ||
Payroll expense | 15,437 | 30,505 |
General & administrative expenses | 12,184 | 28,519 |
Total operating expenses | 27,621 | 59,024 |
Income from operations | 2,368 | 36,261 |
Total other income (expense) | 3,210 | (8,993) |
Net income | $ 5,578 | $ 27,268 |
DISCONTINUED OPERATIONS (Deta_2
DISCONTINUED OPERATIONS (Details Narrative) - USD ($) | 1 Months Ended | ||
Jan. 21, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | |
Offsetting Assets [Line Items] | |||
Machinery valued | $ 117,135 | $ 117,135 | |
Share Purchase Agreement [Member] | Johnny Forzani [Member] | Common Stock [Member] | |||
Offsetting Assets [Line Items] | |||
Number of stock sold | 17,000,000 | ||
Share Purchase Agreement [Member] | Shefali Vibhakar [Member] | |||
Offsetting Assets [Line Items] | |||
Cash consideration | $ 177,000 | ||
Share Purchase Agreement [Member] | Shefali Vibhakar [Member] | Common Stock [Member] | |||
Offsetting Assets [Line Items] | |||
Number of stock sold | 170,000,000 | ||
Share Purchase Agreement [Member] | Shefali Vibhakar [Member] | Preferred Stock [Member] | |||
Offsetting Assets [Line Items] | |||
Number of stock sold | 10,000,000 | ||
Seperate Purchase Agreement [Member] | Shefali Vibhakar [Member] | |||
Offsetting Assets [Line Items] | |||
Machinery valued | $ 40,000 | ||
Seperate Purchase Agreement [Member] | Ms Vibhakar [Member] | |||
Offsetting Assets [Line Items] | |||
Machinery valued | $ 40,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Jan. 11, 2021 | Jan. 25, 2022 | Jan. 19, 2021 | Feb. 01, 2022 | Dec. 31, 2021 | Jun. 30, 2021 |
Subsequent Event [Line Items] | ||||||
Guaranteed Interest | $ 18,000 | |||||
Principal amount and guaranteed interest is due | $ 28,285 | |||||
Maturity date | Jan. 5, 2023 | |||||
Issuance of conventry | $ 200,000 | |||||
Cashless warrants | 900,000 | |||||
Exercise price | $ 0.175 | |||||
Original issue discount amount | $ 149,905 | $ 12,500 | ||||
Stock price | $ 0.068 | |||||
Principal amount | $ 300,000 | |||||
Coventry Enterprises [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Principal amount | $ 180,000 | |||||
Due from related parties | $ 30,000 | |||||
O N E 44 Capital L L C [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Original issue discount amount | $ 8,000 | |||||
Legal fees | $ 8,000 | |||||
Mast Hill Fund L P [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Promissory note principal amount | $ 350,000 | |||||
Purchase of common stock | $ 700,000 | |||||
Stock price | $ 0.50 | |||||
Purchase of warrant stock | $ 350,000 | |||||
Stock price | $ 1 | |||||
Purchase of common stock | $ 5,000,000 | |||||
Sixth Street Lending L L C [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Principal amount | $ 80,000 | |||||
Original Issue Discount | $ 3,750 |