Document and Entity Information
Document and Entity Information | 3 Months Ended |
Sep. 30, 2019 | |
Document And Entity Information | |
Entity Registrant Name | Hawkeye Systems, Inc. |
Entity Central Index Key | 0001750777 |
Document Type | POS AM |
Amendment Flag | false |
Entity Small Business | true |
Entity Emerging Growth Company | false |
Entity Filer Category | Non-accelerated Filer |
EntityAddressAddressLine1 | 2702 Media Center Drive |
EntityAddressAddressLine2 | Los Angeles |
EntityAddressPostalZipCode | 90065 |
EntityTaxIdentificationNumber | 830799093 |
EntityAddressCityOrTown | Industry |
LocalPhoneNumber | 606-2054 |
CityAreaCode | 310 |
EntityAddressStateOrProvince | CALIFORNIA |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 |
Assets | |||
Cash | $ 777 | $ 18,372 | $ 334,650 |
Prepaid and other assets | 4,855 | ||
Current assets: | |||
Total current assets | 777 | 23,227 | 334,650 |
Investment in Radiant Images, Inc. | 1,034,800 | 920,800 | |
Equipment, Net | 2,542 | 3,145 | |
Investment in joint venture | 150,000 | ||
Total assets | 1,038,119 | 947,172 | 484,650 |
Current liabilities: | |||
Accounts payable and accrued liabilities | 55,295 | 86,664 | 12,800 |
Notes payable, related party | 200,000 | 400,000 | |
Total current liabilities | 255,295 | 486,664 | 12,800 |
Total liabilities | 255,295 | 486,664 | 12,800 |
Contingencies (note 10) | |||
Stockholder's Equity: | |||
Preferred stock, $0.0001 par value, 50,000,000 shares authorized, no shares issued and outstanding | |||
Common stock, $0.0001 par value, 400,000,000 shares authorized, 11,512,449 and 9,897,116 shares issued and outstanding as of September 30, 2019 and June 30, 2019 | 1,151 | 990 | 889 |
Additional paid-in capital | 2,789,730 | 2,198,891 | 655,836 |
Stock subscriptions receivable | (2,787) | (142,500) | |
Stock subscription received | 213,000 | 170,000 | |
Accumulated deficit | (2,218,270) | (1,909,373) | (42,375) |
Total stockholders' equity | 782,824 | 460,508 | 471,850 |
Total liabilities and Stockholders' Equity | $ 1,038,119 | $ 947,172 | $ 484,650 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 |
Stockholder's Equity | |||
Preferred stock, shares par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 | 0 |
Common stock, shares par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 400,000,000 | 400,000,000 | 400,000,000 |
Common stock, shares issued | 11,512,449 | 9,897,116 | 8,886,416 |
Common stock, shares outstanding | 11,512,449 | 9,897,116 | 8,886,416 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (unaudited) - USD ($) | 2 Months Ended | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | |
Condensed Consolidated Statements of Operations (unaudited) | ||||
Revenue | ||||
Expenses: | ||||
General and administrative expenses | 1,075 | 6,412 | 748 | 114,058 |
Legal and professional expenses | 41,300 | 13,630 | 33,750 | 183,370 |
Regulatory filing expenses and fees | 12,000 | 7,000 | 59,282 | |
Escrow fees | 9,793 | 11,893 | ||
Marketing expenses | 54,438 | |||
Stock compensation expense | 193,054 | |||
Consulting expenses | 340,425 | |||
Management compensation | 399,820 | |||
Total expenses | 42,375 | 308,897 | 51,291 | 1,356,340 |
Operating loss | (42,375) | (308,897) | (51,291) | (1,356,340) |
Non-operating income (expense): | ||||
Unrealized loss on joint venture | (123,508) | |||
Interest expense | (510,658) | |||
Total non-operating expense | (308,897) | (174,799) | ||
Net loss | $ (42,375) | $ (308,897) | $ (174,799) | $ (1,866,998) |
Net loss per share - basic and diluted | $ (0.01) | $ (0.03) | $ (0.02) | $ (0.20) |
Basic and diluted weighted average shares outstanding | 4,443,208 | 11,164,921 | 8,886,416 | 9,253,980 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders Equity (unaudited) - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Stock Subscription Received/(Receivable) [Member] | Accumulated Deficit [Member] |
Balance, shares at May. 15, 2018 | |||||
Balance, amount at May. 15, 2018 | |||||
Common stock issued for cash, amount | 209,051 | 350,662 | (142,500) | ||
Net Income (Loss) | (42,375) | $ (42,375) | |||
Warrants issued (Stock based Compensation) | $ 305,174 | $ 305,174 | |||
Common stock issued for cash, shares | 8,886,416 | ||||
Balance, shares at Jun. 30, 2018 | 8,886,416 | ||||
Balance, amount at Jun. 30, 2018 | $ 471,850 | $ 889 | $ 655,836 | $ (142,500) | $ (42,375) |
Common stock issued for cash, amount | 402,942 | 95 | 260,347 | 142,500 | |
Net Income (Loss) | (217,174) | $ (174,799) | |||
Common stock issued for cash, shares | 951,600 | ||||
Stock subscription receivable | 142,500 | 142,500 | |||
Stock subscription received | 170,000 | $ 170,000 | |||
Common stock issued as compensation, shares | 59,100 | ||||
Common stock issued as compensation, amount | 29,550 | 29,544 | |||
Fair value of conversion feature of note payable | 200,000 | 200,000 | |||
Extension of warrants | 193,054 | 193,054 | |||
Stock options issued as compensation | 422,326 | 422,326 | |||
Warrants issued | 252,858 | 252,858 | |||
Relative fair value of warrants issued with convertible debt | $ 184,926 | $ 184,926 | |||
Stock subscription received | |||||
Balance, shares at Sep. 30, 2018 | 8,886,416 | ||||
Balance, amount at Sep. 30, 2018 | $ 439,551 | $ 889 | $ 655,836 | $ (217,174) | |
Balance, shares at Jun. 30, 2019 | 9,897,116 | ||||
Balance, amount at Jun. 30, 2019 | $ 460,508 | $ 990 | $ 2,198,891 | $ 170,000 | $ (1,909,373) |
Common stock issued for cash, amount | 40,583 | 45 | 40,538 | ||
Net Income (Loss) | (308,897) | $ (308,897) | |||
Common stock issued for cash, shares | 449,333 | ||||
Stock subscription receivable | (2,787) | (2,787) | |||
Common stock issued as compensation, shares | 1,222,000 | ||||
Common stock issued as compensation, amount | 540,988 | $ 116 | 540,872 | ||
Stock subscription received | 43,000 | $ 43,000 | |||
Warrants issued, shares | 617,333 | ||||
Warrants issued, amount | 7,511 | 7,511 | |||
Stock options, shares | 100,000 | ||||
Stock options, amount | $ 1,918 | $ 1,918 | |||
Balance, shares at Sep. 30, 2019 | 12,285,782 | ||||
Balance, amount at Sep. 30, 2019 | $ 782,824 | $ 1,151 | $ 2,789,730 | $ 210,213 | $ (2,218,270) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities | ||||
Net loss | $ (308,897) | $ (174,799) | $ (1,866,998) | $ (42,375) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation | 603 | 1,673 | ||
Unrealized gain (loss) on joint venture | 123,508 | |||
Accrued interest | 932 | |||
Shares issued in lieu of interest payment | 50,000 | |||
Options issued for services | 347,526 | |||
Shares and warrants issued for services | 260,000 | 29,550 | ||
Stock compensation expense for warrant extensions | 193,054 | |||
Amortization of debt discount | $ 200,000 | |||
Warrants issued in lieu of interest payments | 184,926 | |||
Options issued in lieu of interest payments | $ 74,800 | |||
Changes in operating assets and liabilities: | ||||
Prepaid expenses | 4,855 | (4,856) | ||
Accounts payable and accrued liabilities | (20,369) | (12,502) | 72,933 | 12,800 |
Net cash used in operating activities | (63,808) | (63,793) | (716,460) | (29,575) |
Shares issued for Radiant deposit | 70,000 | |||
Investment in Radiant Images, Inc. | (114,000) | (770,800) | ||
Investment in joint venture | (200,000) | (150,000) | ||
Cash flows from investing activities: | ||||
Equipment purchases | (4,818) | |||
Net cash used in investing activities | (44,000) | (200,000) | (775,618) | (150,000) |
Stock subscription receivable | (2,787) | |||
Stock subscriptions received | 43,000 | |||
Issuance of common stock and receipt of paid-in capital | 50,000 | 142,500 | 775,800 | 514,225 |
Cash flows from financing activities: | ||||
Notes issued | 400,000 | |||
Net cash provided by financing activities | 90,213 | 142,500 | 1,175,800 | 514,225 |
Net (decrease) in cash | (17,595) | (121,293) | (316,278) | 334,650 |
Cash, beginning of period | 18,372 | 334,650 | 334,650 | |
Cash, end of period | 777 | 213,357 | 18,372 | 334,650 |
Supplemental disclosure of cash flow information | ||||
Interest | ||||
Income taxes |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Organization and Basis of Presentation | ||
Note 1 - Organization and Basis of Presentation | Organization and Business Hawkeye Systems, Inc., a Nevada corporation incorporated on May 15, 2018, is a technology company developing optical imaging products for military and law enforcement markets to assist with intelligence, surveillance and reconnaissance (“ISR”). Other potential markets include commercial entertainment and outdoor sportsmanship activities. | Organization and Business Hawkeye Systems, Inc., a Nevada corporation incorporated on May 15, 2018, is a technology company developing optical imaging products for military and law enforcement markets to assist with intelligence, surveillance and reconnaissance (“ISR”). Other potential markets include commercial entertainment and outdoor sportsmanship activities. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Summary of Significant Accounting Policies | ||
Note 2 - Summary of Significant Accounting Policies | Basis of presentation The accompanying financial statements were prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. Significant estimates in the accompanying financial statements include useful lives of property and equipment, useful lives of intangible assets, debt discounts, valuation of derivatives, fair value assumptions used for stock based compensation arrangements, and the valuation allowance on deferred tax assets. Principles of Consolidation These financials statements include the results of the Company and the results of the prior reported joint venture, Optical Flow. See Note 4 Investment in Joint Ventures and Acquisitions, for further discussion of the change in accounting for the joint venture from the equity method in prior year and quarters to being considered a consolidated subsidiary as of June 30, 2019. Cash The Company maintains a cash balance in a non-interest-bearing account. The Company considers short-term, highly liquid investments that are readily convertible to known amounts of cash and that are so near their maturity that they present insignificant risk of changes in value because of changes in interest rate to be cash equivalents. There were no cash equivalents as of September 30, 2019 and June 30, 2019. Derivative Financial Instruments The Company evaluates all of its agreements to determine if such instruments have derivatives or contain embedded features that qualify as derivatives. Certain debt agreements have warrants and conversion features that have been evaluated as derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses a weighted-average Black-Scholes option pricing model to value the derivative instruments at the grant date. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. Income Taxes The Company uses the asset and liability method of accounting for income taxes, whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, the Company does not foresee generating taxable income in the near future and utilizing its deferred tax asset, therefore, it is more likely than not that some portion, or all of, the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The Company has no material uncertain tax positions for any of the reporting periods presented. Revenue Recognition The Company has not yet recorded revenue, however, revenue when recorded will be recorded in accordance with Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers Topic 606 Topic 606 ● executed contracts with the Company’s customers that it believes are legally enforceable; ● identification of performance obligations in the respective contract; ● determination of the transaction price for each performance obligation in the respective contract; ● allocation the transaction price to each performance obligation; and ● recognition of revenue only when the Company satisfies each performance obligation. Basic and Diluted Earnings Per Share Basic earnings per share (“EPS”) is based on the weighted average number of common shares outstanding. Diluted EPS includes the effect of all potentially dilutive securities as if such are converted. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Due to the net loss incurred potentially dilutive instruments would be anti-dilutive. Accordingly, diluted loss per share is the same as basic loss for all periods presented. The following potentially-dilutive shares were excluded from the shares used to calculate diluted earnings per share as their inclusion would be anti-dilutive. September 30, 2019 June 30, 2019 Warrants 15,272,997 14,655,664 Options 772,000 672,000 Convertible notes 200,000 400,000 Total 16,244,997 15,727,664 Share-based Compensation Stock-based compensation to employees consist of stock options grants and restricted shares that are recognized in the statement of operations based on their fair values at the date of grant. The Company calculates the fair value of option grants utilizing the Black-Scholes pricing model. The amount of stock-based compensation recognized during a period is based on the value of the portion of the awards that are ultimately expected to vest. The resulting stock-based compensation expense for employee awards is generally recognized on a straight- line basis over the requisite service period of the award. The Company accounts for equity instruments issued to non-employees in accordance with the provisions of ASC Topic 505, subtopic 50, Equity-Based Payments to Non-Employees based upon the fair-value of the underlying instrument. The equity instruments are valued using the Black-Scholes valuation model. The measurement of stock-based compensation is subject to periodic adjustments as the underlying equity instruments vest and is recognized as an expense over the period which services are received. Recent Accounting Pronouncements In June 2018, the FASB issued Accounting Standards Update (“ASU”) ASU 2018-07, Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) | Basis of presentation The accompanying financial statements were prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. Significant estimates in the accompanying financial statements include useful lives of property and equipment, useful lives of intangible assets, debt discounts, valuation of derivatives, fair value assumptions used for stock based compensation arrangements, and the valuation allowance on deferred tax assets. Principles of Consolidation These financials statements include the results of the Company and the results of the prior reported joint venture, Optical Flow. See Note 4 Investment in Joint Ventures and Acquisitions, for further discussion of the change in accounting for the joint venture from the equity method in prior year and quarters to being considered a consolidated subsidiary as of June 30, 2019. Cash The Company maintains a cash balance in a non-interest-bearing account. The Company considers short-term, highly liquid investments that are readily convertible to known amounts of cash and that are so near their maturity that they present insignificant risk of changes in value because of changes in interest rate to be cash equivalents. There were no cash equivalents as of June 30, 2019 and 2018. Investment in Joint Venture The investment in the Joint Venture was accounted for by the Company using the equity method in 2018 in accordance with FASB ASC 323. The Company currently owns fifty percent (50%) of the Joint Venture, pursuant to the terms and conditions of the Joint Venture and has made contributions of $150,000 as of June 30, 3018 to the Joint Venture. There was no operating activity of the Joint Venture during 2018. Derivative Financial Instruments The Company evaluates all of its agreements to determine if such instruments have derivatives or contain embedded features that qualify as derivatives. Certain debt agreements have warrants and conversion features that have been evaluated as derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses a weighted-average Black-Scholes option pricing model to value the derivative instruments at the grant date. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. Fair Value of Financial Instruments For certain of the Company’s financial instruments, including cash, accrued interest, accounts payable and accrued liabilities, the carrying amounts approximate their fair values due to their short maturities. FASB ASC Topic 820, Fair Value Measurements and Disclosures, requires disclosure of the fair value of financial instruments held by the Company. FASB ASC Topic 825, Financial Instruments, defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the consolidated balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows: · Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets. · Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in inactive markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. · Level 3 inputs to the valuation methodology us one or more unobservable inputs which are significant to the fair value measurement. For certain financial instruments, the carrying amounts reported in the balance sheets for cash and current liabilities, including notes due on demand, each qualify as a financial instrument, and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The Company has no assets required to carried at fair value on a recurring basis. The Company has certain liabilities, primarily the beneficial conversion feature of certain debt agreements that are considered financial liabilities and would be measured at fair value under level 3 of the Fair value hierarchy. The disclosures related to the fair value of this item are in Note 5. The Company has no level 1 or level 2 instruments. Level 1 Level 2 Level 3 Total Beneficial conversion feature $ - $ - $ 200,000 $ 200,000 Total $ - $ - $ 200,000 $ 200,000 Beneficial Conversion Feature If the conversion features of conventional convertible debt provide for a rate of conversion that is below market value, this feature is characterized as a Beneficial Conversion Feature (“BCF”). A beneficial conversion feature is recorded by the Company as a debt discount pursuant to ASC 470-20, Debt with Conversion and Other Options. In those circumstances, the convertible debt is recorded net of the discount related to the beneficial conversion feature and the Company amortizes the discount to interest expense over the life of the debt. The Company had a $200,000 debt discount related to the warrants issued in connection with the debt. The $200,000 was amortized during 2019 over the life of the debt prior to becoming due on demand. Income Taxes The Company uses the asset and liability method of accounting for income taxes, whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, the Company does not foresee generating taxable income in the near future and utilizing its deferred tax asset, therefore, it is more likely than not that some portion, or all of, the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The Company has no material uncertain tax positions for any of the reporting periods presented. Revenue Recognition The Company has not yet recorded revenue, however, revenue when recorded will be recorded in accordance with Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers Topic 606 Topic 606 · executed contracts with the Company’s customers that it believes are legally enforceable; · identification of performance obligations in the respective contract; · determination of the transaction price for each performance obligation in the respective contract; · allocation the transaction price to each performance obligation; and · recognition of revenue only when the Company satisfies each performance obligation. Basic and Diluted Earnings Per Share Basic earnings per share (“EPS”) is based on the weighted average number of common shares outstanding. Diluted EPS includes the effect of all potentially dilutive securities as if such are converted. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Due to the net loss incurred potentially dilutive instruments would be anti-dilutive. Accordingly, diluted loss per share is the same as basic loss for all periods presented. The following potentially-dilutive shares were excluded from the shares used to calculate diluted earnings per share as their inclusion would be anti-dilutive. June 30, 2019 June 30, 2018 Warrants 14,655,664 11,645,664 Options 672,000 - Convertible notes 400,000 - Total 15,727,664 11,645,664 Share-based Compensation Stock-based compensation to employees consist of stock options grants and restricted shares that are recognized in the statement of operations based on their fair values at the date of grant. The Company calculates the fair value of option grants utilizing the Black-Scholes pricing model. The amount of stock-based compensation recognized during a period is based on the value of the portion of the awards that are ultimately expected to vest. The resulting stock-based compensation expense for employee awards is generally recognized on a straight- line basis over the requisite service period of the award. The Company accounts for equity instruments issued to non-employees in accordance with the provisions of ASC Topic 505, subtopic 50, Equity-Based Payments to Non-Employees based upon the fair-value of the underlying instrument. The equity instruments, are valued using the Black-Scholes valuation model. The measurement of stock-based compensation is subject to periodic adjustments as the underlying equity instruments vest and is recognized as an expense over the period which services are received. Recent Accounting Pronouncements In June 2018, the FASB issued Accounting Standards Update (“ASU”) ASU 2018-07, Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) |
Going Concern
Going Concern | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Going Concern | ||
Note 3 - Going Concern | The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company had an accumulated deficit of $(2,218,270) as of September 30, 2019. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. The Company is currently seeking additional investment through equity financings and/or debt offerings, including without limitation the exercise of warrants previously issued to shareholders as part of the prior private placements. While the Company has received some financing subsequent to the period from such sources, there are no assurances that the Company will be successful and without sufficient financing it would be unlikely for the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. | The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company had an accumulated deficit of $(1,909,373) as of June 30, 2019. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. The Company is currently seeking additional investment through equity financings and/or debt offerings, including without limitation the exercise of warrants previously issued to shareholders as part of the prior private placements. While the Company has received some financing subsequent to the period from such sources, there are no assurances that the Company will be successful and without sufficient financing it would be unlikely for the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
Joint Ventures and Acquisitions
Joint Ventures and Acquisitions | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Joint Ventures and Acquisitions | ||
Note 4 - Joint Ventures and Acquisitions | On June 7, 2018, the Company entered into a joint-venture partnership with Insight Engineering, LLC (“Insight”). On August 1, 2018, the Company and Insight incorporated Optical Flow, LLC and entered into an operating agreement (the “Joint Venture” or “Optical Flow”) which superseded the previous joint-venture partnership. Pursuant to the Joint Venture, the Company and Insight will co-develop high resolution imaging systems. The Company and Insight each own fifty (50%) percent of the Joint Venture. The investment in the Joint Venture is accounted for by the Company using the equity method in 2018 in accordance with FASB ASC 323. The Company made a contribution of $150,000 as of June 30, 2018 to the Joint Venture. There was no operating activity of the Joint Venture during the period from inception to June 30, 2018. During the year ending June 30, 2019, the company invested an additional $1,225,000 in cash into the Joint venture. No additional funds were invested as of September 30, 2019. Optical Flow had activity during the quarter ended September 30, 2019 including the following operations activity: For the three months ended September 30, 2019 Operating Revenue - Expenses Legal and professional fees 130 Meals, entertainment and travel 3,604 General and administrative 2,196 Depreciation 602 Loss from operations (6.532 ) During the year ended June 30, 2019, the Joint Venture advanced $920,800 to Radiant Images, Inc. On September 19, 2019, the Company entered into a Stock Purchase Agreement with Radiant Images, Inc., a California corporation (“Radiant”), as well as Radiant’s shareholder Gianna Wolfe (“Wolfe”) and key employee, Michael Mansouri (“Mansouri”), pursuant to which the Company will acquire 100% of the shares of common stock (the “Shares”) of Radiant from Wolfe, effectuating the acquisition of Radiant. As a result of the Radiant acquisition agreement, the Company and Insight agreed to contribute no further amounts to the Joint Venture, to cease operations of the Joint Venture and the $920,800 previously advanced by the Joint Venture to Radiant is to be considered a deposit on the purchase price and is reported on the accompanying balance sheet as “Investment in Radiant”. Management’s decision to cease operations of the Joint Venture, the Company’s risk of loss for all activities of the Joint Venture to date, and the executed purchase agreement for Radiant, led the Company to conclude the Joint venture should be consolidated as of June 30, 2019. The Radiant purchase price is equal to $1,810,905 plus the cash and cash equivalents of Radiant as of the close of business on the closing date. The purchase price is payable (i) at closing by paying the amount of funds required to be paid pursuant to payoff letters payable to various creditors of Radiant (not to exceed $836,104.72), as well as an amount equal to the purchase price, less the payoff amounts and less amounts previously delivered prior to closing to Radiant pursuant to a Revolving Note with Optical Flow, LLC, a subsidiary of Hawkeye. The closing is anticipated to occur prior to March 2020. Prior to closing, Hawkeye is required to have received at least $1,500,000 from the sale of equity securities. Also at the closing, the Company will enter into employment agreements with each of Mansouri and Wolfe, with an annual salary of $225,000 and $175,000 annually, respectively. In addition, pursuant to the Company’s 2019 Directors, Officers, Employees and Consultants Stock Option Plan, each of Mansouri and Wolfe will be granted an option to purchase up to 375,000 shares of Company common stock at an exercise price equal to the fair market value of the Company’s common stock as of the closing date, which vest one-third on the first anniversary of the closing date and monthly thereafter. | On June 7, 2018, the Company entered into a joint-venture partnership with Insight Engineering, LLC (“Insight”). On August 1, 2018, the Company and Insight incorporated Optical Flow, LLC and entered into an operating agreement (the “Joint Venture” or “Optical Flow”) which superseded the previous joint-venture partnership. Pursuant to the Joint Venture, the Company and Insight will co-develop high resolution imaging systems. The Company and Insight each own fifty (50%) percent of the Joint Venture. The investment in the Joint Venture is accounted for by the Company using the equity method in 2018 in accordance with FASB ASC 323. The Company made a contribution of $150,000 as of June 30, 3018 to the Joint Venture. There was no operating activity of the Joint Venture during the period from inception to June 30, 2018. During the year ending June 30, 2019, the company invested an additional $1,225,000 in cash into the Joint venture and Optical Flow had activity during the year ended June 30, 2019 including the following operations activity: Joint Venture Income Statement For the year ended June 30, 2019 Operating revenue - Expenses: Management fees 228,500 Consulting fees 45,000 Legal and professional fees 24,781 Marketing expenses 23,888 Meals, entertainment and travel expenses 71,410 Project management expenses 13,413 General and administrative expenses 24,126 Depreciation 1,673 Total operating expenses 432,791 Loss from operations (432,791 ) During the year ended June 30, 2019, the Joint Venture advanced $920,800 to Radiant Images, Inc. On September 19, 2019, the Company entered into a Stock Purchase Agreement with Radiant Images, Inc., a California corporation (“Radiant”), as well as Radiant’s shareholder Gianna Wolfe (“Wolfe”) and key employee, Michael Mansouri (“Mansouri”), pursuant to which the Company will acquire 100% of the shares of common stock (the “Shares”) of Radiant from Wolfe, effectuating the acquisition of Radiant. As a result of the Radiant acquisition agreement, the Company and Insight agreed to contribute no further amounts to the Joint Venture, to cease operations of the Joint Venture and the $920,800 previously advanced by the Joint Venture to Radiant is to be considered a deposit on the purchase price and is reported on the accompanying balance sheet as “Investment in Radiant”. Management’s decision to cease operations of the Joint Venture, the Company’s risk of loss for all activities of the Joint Venture to date, and the executed purchase agreement for Radiant, which was executed subsequent to year end but prior to issuance of these financial statements, have led the Company to conclude the Joint venture should be consolidated as of June 30, 2019. The Radiant purchase price is equal to $1,810,905 plus the cash and cash equivalents of Radiant as of the close of business on the closing date. The purchase price is payable (i) at closing by paying the amount of funds required to be paid pursuant to payoff letters payable to various creditors of Radiant (not to exceed $836,104.72), as well as an amount equal to the purchase price, less the payoff amounts and less amounts previously delivered prior to closing to Radiant pursuant to a Revolving Note with Optical Flow, LLC, a subsidiary of Hawkeye. The closing is anticipated to occur before December 31, 2019. Prior to closing, Hawkeye is required to have received at least $1,500,000 from the sale of equity securities. Also at the closing, the Company will enter into employment agreements with each of Mansouri and Wolfe, with an annual salary of $225,000 and $175,000 annually, respectively. In addition, pursuant to the Company’s 2019 Directors, Officers, Employees and Consultants Stock Option Plan, each of Mansouri and Wolfe will be granted an option to purchase up to 375,000 shares of Company common stock at an exercise price equal to the fair market value of the Company’s common stock as of the closing date, which vest one-third on the first anniversary of the closing date and monthly thereafter. |
Notes Payable - Related Party
Notes Payable - Related Party | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Notes Payable - Related Party | ||
Note 5 - Notes Payable - Related Party | Related party notes payable to shareholders are comprised of the following: September 30, 2019 June 30, 2019 Related Party Note 1 $ - $ 200,000 Related Party Note 2 200,000 200,000 Total $ 200,000 $ 400,000 Related Party Note 1 On January 22, 2019, the Company obtained a $200,000 note from a shareholder of the Company that was used to fund the Joint Venture. The note terms provide the note was due on demand after 60 days at which point the lender could request repayment at any time. The Company had the ability to repay the note (in full or in instalments) at any time without notice or penalty. In lieu of interest payments, the Company granted stock options to purchase 150,000 shares of common stock as discussed below. At the option of the lender, the note was convertible at any time from the date of issuance for one year subsequent at a conversion price of $0.50 per share. Upon conversion the lender will also be issued (i) two times the number of shares converted in Series A warrants each exercisable for one year for one share of the Company s common stock at an exercise price of $1.00 per share, and (ii) two times the number of shares converted in Series B warrants each exercisable for one year for one share of the Company s common stock at an exercise price of $2.00 per share. The conversion feature with additional warrants to be issued was recorded as a debt discount up to the face amount of the note and was amortized to interest expense over the 60 day term of the note. The fair value of the warrants was approximately $200,000 and was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 0.75 years Volatility: 233 %* Dividend yield: 0 %** Risk free interest rate: 2.00 %*** ________ * The volatility is based on the average volatility rate of similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant. On August 2, 2019 this note was converted into 400,000 shares of common stock. The fair value of the stock options issued in lieu of interest payments on the note was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 5.00 years Volatility: 267%* Dividend yield: 0%** Risk free interest rate: 2.57%*** ________ * The volatility is based on the average volatility rate of similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant. Related Party Note 2 On June 13, 2019, the Company entered into a Securities Purchase Agreement pursuant to which it issued a Promissory Note for $200,000 due on the second anniversary of issuance that was used to fund the joint venture. In connection with the Securities Purchase Agreement the Company issued 100,000 origination shares, and a warrant to purchase 400,000 shares at $1.50 per share exercisable for two years from issuance. The origination shares were valued at $0.50 per share and the $50,000 was recorded to interest expense. The 400,000 warrants were valued at $184,926 and recorded to interest expense. The fair value of the warrants was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 2.00 years Volatility: 269%* Dividend yield: 0%** Risk free interest rate: 2.00%*** ________ * The volatility is based on the average volatility rate of similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant. | Related party notes payable to shareholders are comprised of the following: 2019 2018 Related Party Note 1 - $ 200,000 - Related Party Note 2 - $ 200,000 - Total $ 400,000 - Related Party Note 1 On January 22, 2019, the Company obtained a $200,000 note from a shareholder of the Company that was used to fund the Joint Venture. The note terms provide the note was due on demand after 60 days at which point the lender could request repayment at any time. The Company had the ability to repay the note (in full or in instalments) at any time without notice or penalty. In lieu of interest payments, the Company granted stock options to purchase 150,000 shares of common stock as discussed below. At the option of the lender, the note was convertible at any time from the date of issuance for one year subsequent at a conversion price of $0.50 per share. Upon conversion the lender will also be issued (i) two times the number of shares converted in Series A warrants each exercisable for one year for one share of the Company’s common stock at an exercise price of $1.00 per share, and (ii) two times the number of shares converted in Series B warrants each exercisable for one year for one share of the Company’s common stock at an exercise price of $2.00 per share. The conversion feature with additional warrants to be issued was recorded as a debt discount up to the face amount of the note and was amortized to interest expense over the 60 day term of the note. The fair value of the warrants was approximately $200,000 and was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 0.75 years Volatility: 233 %** Dividend yield: 0 %** Risk free interest rate: 2.00 %*** * The volatility is based on the average volatility rate of similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant. Subsequent to the year end this note was converted into 400,000 shares of common stock (see subsequent event footnote). The fair value of the stock options issued in lieu of interest payments on the note was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 5.00 years Volatility: 267 %* Dividend yield: 0 %** Risk free interest rate: 2.57 %*** * The volatility is based on the average volatility rate of similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant. Stock compensation expense (recorded as interest expense on the accompanying statement of operations) of $74,800 was recorded during 2019, which is the amount of the option expense vested and earned during the period. Related Party Note 2 On June 13, 2019, the Company entered into a Securities Purchase Agreement pursuant to which it issued a Promissory Note for $200,000 due on the second anniversary of issuance that was used to fund the joint venture. In connection with the Securities Purchase Agreement the Company issued 100,000 origination shares, and a warrant to purchase 400,000 shares at $1.50 per share exercisable for two years from issuance. The origination shares were valued at $0.50 per share and the $50,000 was recorded to interest expense. The 400,000 warrants were valued at $184,926 and recorded to interest expense. The fair value of the warrants was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 2.00 years Volatility: 269 %* Dividend yield: 0 %** Risk free interest rate: 2.00 %*** * The volatility is based on the average volatility rate of similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Stockholders' Equity | ||
Note 6 - Stockholders' Equity | Common Stock Stock Issuances Effective July 3, 2019 the Company issued 333,333 shares to an accredited investor for $50,000. As part of the investment, the investor was also issued 333,333 warrants to purchase shares of common stock for two years at $.50 per share and 100,000 options to purchase shares of common stock for two years at $.25 per share On July 19, 2019 the Company issued 260,000 shares to Michael Mansouri and 260,000 shares to Gianna Wolfe as consulting expense in connection with the acquisition of Radiant Images, Inc. Effective July 28, 2019 the Company issued 200,000 shares to a related party in consideration for the payment of $50,000 to the Joint Venture, 80,000 shares to an accredited investor in consideration for $20,000 paid on behalf of the Joint Venture, and 22,000 shares to a related party for legal services valued at $11,000. On August 2, 2019 the investor who acquired a note on January 22, 2019 converted that note to 400,000 shares of common stock. Stock Subscription Received Effective July 9, 2019 an investor subscribed to purchase: (i) 60,000 shares of common stock, and (ii) 60,000 Series C Warrants that are exercisable for 2 years from this date for an exercise price of $.50 per share. The purchase is at a price of $.25 per unit, for a total purchase price of $15,000, of which $2,787 was receivable at September 30, 2019. On September 10, 2019 the Company sold 56,000 shares to an accredited investor for $28,000. Included with the purchase was warrants to 112,000 shares at $1.00 per year for two years and warrants to purchase 112,000 shares at $2.00 per year for two years. Stock Purchase Warrants During the year the company issued warrants in connection with the sales of shares as referenced above. Warrants outstanding are as follows: Warrant Shares Weighted Average Exercise Price Balance at June 30, 2018 11,645,654 $ 1.04 Granted 3,010,000 $ 1.51 Exercised - - Forfeit or cancelled - - Balance at June 30, 2019 14,655,664 $ 1.14 Granted 617,333 $ 0.86 Exercised - - Forfeit or cancelled - - Balance at September 30, 2019 15,272,997 $ 1.13 The fair value of the warrants was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 1 to 2 years Volatility: 102% to 269 %* Dividend yield: 0 %** Risk free interest rate: 2.57 to 2.44 %*** __________ * The volatility is based on the average volatility rate of three similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant 8,661,498 of the warrants issued during the year ended June 30, 2018 had a 1 year to maturity and were due to expire on June 30, 2019. On June 28, 2019, a board resolution was passed to extend the expiry of the warrants for one year and these warrants are set to expire on June 30, 2020. Stock Options During the year, pursuant to the Company’s 2019 Directors, Officers, Employees and Consultants Stock Option Plan the Company granted stock options as remuneration for work performed. The holders of the options rights to acquire shares shall vest 20% immediately upon issuance of this option, and an additional 20% every three months thereafter. Refer to tables below for summary of options issued and vested during the year: Options Granted # of Options Weighted Average strike price Weighted Average Grant date fair value Weighted Average remaining life (in years) Outstanding as of 7/1/2019 1,455,000 0.52 725,000 4.59 Granted 100,000 0.02 19,000 0.33 Exercised - - - - Forfeited - - - - Expired - - - - Outstanding as of 9/30/2019 1,555,000 0.48 745,000 4.35 Vested as of 9/30/2019 953,000 0.51 487,000 4.67 During the year the fair value of the options granted was $744,538, of which $556,700 has vested. The fair value of the options was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 5 years Volatility: 102% to 267 %* Dividend yield: 0 %** Risk free interest rate: 2.43 to 2.57 %*** __________ * The volatility is based on the average volatility rate of three similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant | Common Stock 2018 Stock Issuances Effective May 15, 2018, 3,000,000 shares of common stock were issued to Corby Marshall, Director, CFO and CEO, at a purchase price of $0.0001 per share for total cash proceeds of $300. Effective May 22, 2018, 2,362,500 shares of common stock were issued to 14 investors at a purchase price of $0.01 per share for total cash proceeds of $23,652. This included 1,250,000 shares to directors of the Company. Effective June 1, 2018, 612,500 shares of common stock were issued to 9 investors at a purchase price of $0.05 per share for total cash proceeds of $30,625. Effective June 15, 2018, 2,438,666 shares of common stock were issued to 12 investors at a purchase price of $0.15 per share for total cash proceeds of $365,800. The investors for this purchase also received options to purchase up to 9,754,644 shares via warrants at various exercise prices between $0.30 and $2.00, refer to stock purchase warrants table. See stock warrants table below. Effective June 29, 2018, 472,750 shares of common stock were issued to 29 investors at a purchase price of $0.50 per share for total cash proceeds of $236,375. The investors for this purchase also received options to purchase up to 1,891,000 shares via warrants at exercise prices of $1.00 and $2.00 refer to stock purchase warrants table. See stock warrants table below. 2019 Stock Issuances Effective January 30, 2019, 715,000 shares of common stock were issued to five investors at a purchase price of $0.50 per share for total cash proceeds of $357,500. The investors for this purchase also received options to purchase up to 2,860,000 shares via warrants at exercise prices of $1.00 and $2.00 refer to stock purchase warrants table. See stock warrants table below. Effective January 30, 2019, 59,100 shares were issued at a value of $0.50 per share to four consultants as compensation for $29,550 in website, advertising, legal and advisory services provided to the Company during the period. Effective April 18, 2019, 236,600 shares of common stock were issued for cash to two investors at a purchase price of $0.50 and $1.00 per share for total cash proceeds of $155,800. The investors for this purchase also received options to purchase up to 150,000 shares via warrants at exercise prices of $1.50 and $2.00 refer to stock purchase warrants table. See stock warrants table below. Stock Subscription Receivable The Company issued capital stock during Fiscal 2018 for which payment was not received by the Company as of June 30, 2018, resulting in a stock subscription receivable of $142,500 as of June 30, 2018. The payment of $142,500 was received during 2019. During Q4 of the fiscal year ended June 30, 2019, the Company received payment for unissued capital stock as of June 30, 2019, resulting in a stock subscription received of $170,000 as of June 30, 2019. Stock Purchase Warrants During the year the company issued warrants in connection with the sales of shares as referenced above. Warrants outstanding are as follows: Warrant Shares Weighted Average Exercise Price Balance at May 15, 2018 (inception) - $ - Granted 11,645,654 $ 1.04 Exercised - - Forfeit or cancelled - - Balance at June 30, 2018 11,645,654 $ 1.04 Granted 3,010,000 $ 1.51 Exercised - - Forfeit or cancelled - - Balance at June 30, 2019 14,655,664 $ 1.14 The fair value of the warrants was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 1 to 2 years Volatility: 267% to 269 %* Dividend yield: 0 %** Risk free interest rate: 2.57 to 2.44 %*** * The volatility is based on the average volatility rate of three similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant 8,661,498 of the warrants issued during the year ended June 30, 2018 had a 1 year to maturity and were due to expire on June 30, 2019. On June 28, 2019, a board resolution was passed to extend the expiry of the warrants for one year and these warrants are set to expire on June 30, 2020. Stock Options During the year, pursuant to the Company’s 2019 Directors, Officers, Employees and Consultants Stock Option Plan the Company granted stock options as remuneration for work performed. The holders of the options rights to acquire shares shall vest 20% immediately upon issuance of this option, and an additional 20% every three months thereafter. The Company also issued 150,000 stock options with a strike price of $0.50 for a 5 year term in lieu of interest payments for the note due on demand which vested upon issuance. Refer to tables below for summary of options issued and vested during the year: Options Granted # of Options Weighted Average strike price Weighted Average Grant date fair value Weighted Average remaining life (in years) Outstanding as of 7/1/2018 - - - - Granted 1,455,000 0.52 725,000 4.59 Exercised - - - - Forfeited - - - - Expired - - - - Outstanding as of 6/30/2019 1,455,000 0.52 725,000 4.59 Vested as of 6/30/2019 672,000 0.52 335,000 4.59 During the year the fair value of the options granted was $725,517, of which $422,326 has vested. The fair value of the options was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 5 years Volatility: 267 %* Dividend yield: 0 %** Risk free interest rate: 2.43 to 2.57 %*** * The volatility is based on the average volatility rate of three similar publicly traded companies ** The Company has no history or expectation of paying cash dividends on its common stock *** The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant There were no options issued during the period ending June 30, 2018. |
Related Party Transactions
Related Party Transactions | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Related Party Transactions | ||
Note 7 - Related Party Transactions | During the fiscal year ended June 30, 2019 and through the quarter ended September 30, 2019 the Company issued shares and warrants to an investor with direct control over Insight in exchange for $200,000 which was used to fund the Joint Venture. The shares were issued at the prevailing share price and conditions on warrants available to arms-length investors. The Company also received an additional $50,000 that was used to fund the Joint Venture from the same investor for which shares and warrants will be issued, but have not been issued as of the date of this filing. Effective September 11, 2019 the Company elected M. Richard Cutler as a member of its board of directors. As part of such appointment, the Company agreed to issue to Mr. Cutler 250,000 shares of common stock (which were issued subsequent to the end of the quarter). Mr. Cutler has been corporate and securities counsel for the Company. | During the year the Company issued shares and warrants to an investor with direct control over Insight in exchange for $200,000 which was used to fund the Joint Venture. The shares were issued at the prevailing share price and conditions on warrants available to arms length investors. The Company also received an additional $50,000 that was used to fund the Joint Venture from the same investor for which shares and warrants will be issued, but have not been issued as of the date of this filing. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2019 | |
Income Taxes | |
Note 7 - Income Taxes | Our effective tax rate differs from the statutory federal income tax rate, primarily as a result of the changes in valuation allowance, nondeductible permanent differences. A reconciliation of the federal statutory income tax to our effective income tax is as follows: June 30, 2019 June 30, 2018 Federal statutory rates $ (392,070 ) $ (8,899 ) Permanent difference 72,981 - Valuation allowance against net deferred tax assets 319,089 8,899 Effective rate $ - $ - The tax effect of temporary differences that give rise to a significant portion of the deferred tax assets and liabilities at June 30, 2019 and June 30, 2018 is presented below: June 30, 2019 June 30, 2018 Deferred income tax asset Net operating loss carryforwards $ 310,808 $ 6,211 Accruals 17,180 2,688 Total deferred income tax asset 327,988 8,899 Valuation allowance (327,988 ) (8,899 ) Total deferred income tax asset $ - $ - Due to the uncertainty surrounding the realization of the benefits of our deferred tax assets in future tax periods, we have placed a valuation allowance against our deferred tax assets at June 30, 2019 and 2018. The Company recognizes valuation allowances to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company’s net deferred income tax asset is not more likely than not to be realized due to the lack of sufficient sources of future taxable income and cumulative losses that have resulted over the years. During the year ended June 30, 2019, the valuation allowance increased by $319,089. As of June 30, 2019, we had cumulative net operating loss carryforwards for federal income tax purposes of $1,480,038 which can be carried forward to offset future taxable income. |
Accounts Payable
Accounts Payable | 3 Months Ended |
Sep. 30, 2019 | |
Accounts Payable | |
Note 8 - Accounts Payable | During Q1 of the fiscal year ended September 30, 2019, the Company entered into an agreement to for investor relations consulting. The Company will issue $3,000 of shares and pay $3,000 each month. Shares will be issued quarterly. Number of shares earned each month will be calculated based on the closing price on the last day of the preceding month. At September 30, 2019 the Company has recorded a liability $6,000 for the incurred services to date. |
Subsequent Events
Subsequent Events | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Subsequent Events | ||
Note 9 - Subsequent Events | Management has evaluated events that occurred subsequent to the end of the reporting period shown herein: On October 1, 2019 the Company sold 20,000 shares to an accredited investor for $10,000. Included with the purchase was warrants to 20,000 shares at $1.00 per year for two years and warrants to purchase 20,000 shares at $2.00 per year for two years. On October 9, 2019 the Company issued 18,400 shares for accounting services, 18,000 shares for corporate development, investment advisory and investor relations services and 330,000 shares to a related party for legal services and services as a director of the Company. The shares were valued at $183,200. On October 9, 2019 the Company issued 380,000 shares upon exercise of warrants to an accredited investor. On October 11, 2019 the Company issued 6,000 shares upon exercise of warrants to an accredited investor On October 17, 2019 the Company sold 40,000 shares to an accredited investor for $20,000. Included with the purchase was warrants to purchase 40,000 shares at $1.00 per share for one year. On October 17, 2019 the Company issued 100,000 shares as additional consideration for a convertible note issued to an accredited investor. On November 21, 2019 the Company issued 40,000 shares upon exercise of warrants to an accredited investor On January 6, 2020 the Company issued 333,333 shares to an accredited investor for $50,000. Included with the purchase was a warrant to purchase 151,151 shares at $1.00 per share and a warrant to purchase 151,151 shares at $2.50 per share. | Management has evaluated events that occurred subsequent to the end of the reporting period shown herein: Effective July 3, 2019 the Company issued 333,333 shares to an accredited investor for $50,000. As part of the investment, the investor was also issued 333,333 warrants to purchase shares of common stock for two years at $.50 per share and 100,000 options to purchase shares of common stock for two years at $.25 per share. On July 19, 2019 the Company issued 260,000 shares to Michael Mansouri and 260,000 shares to Gianna Wolfe as partial consideration pursuant to the terms sheet to acquire Radiant Images, Inc. (see discussion below). Effective July 28, 2019 the Company issued 200,000 shares to a related party in consideration for the payment of $50,000 to the Joint Venture, 80,000 shares to an accredited investor in consideration for $20,000 paid on behalf of the Joint Venture, and 22,000 shares to an accredited investor for legal services valued at $11,000. On August 2, 2019 the investor who acquired a note on January 22, 2019 converted that note to 400,000 shares of common stock. On August 23, 2019 the Company issued 40,000 shares to an existing investor to replace shares acquired in a previous private placement that were lost. On September 10, 2019 the Company sold 56,000 shares to an accredited investor for $28,000. Included with the purchase was warrants to 112,000 shares at $1.00 per year for two years and warrants to purchase 112,000 shares at $2.00 per year for two years. On September 11, 2019 M. Richard Cutler was appointed to the Board of Directors of the Company. On October 1, 2019 the Company sold 20,000 shares to an accredited investor for $10,000. Included with the purchase was warrants to 20,000 shares at $1.00 per year for two years and warrants to purchase 20,000 shares at $2.50 per year for two years. On October 9, 2019 the Company issued 18,400 shares for accounting services, 18,000 shares for computer services and 330,000 shares to a related party for legal services and services as a director of the Company. The shares were valued at $183,200. On October 9, 2019 the Company issued 380,000 shares upon exercise of warrants to an accredited investor. On October 11, 2019 the Company issued 6,000 shares upon exercise of warrants to an accredited investor. On October 17, 2019 the Company sold 40,000 shares to an accredited investor for $20,000. Included with the purchase was warrants to purchase 40,000 shares at $1.00 per share for one year. On October 17, 2019 the Company issued 100,000 shares upon exercise of warrants to an accredited investor. On October 17, 2019 the Company issued 18,000 shares in consideration for investor relations services. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Commitments and Contingencies | ||
Note 10 - Commitments and Contingencies | In connection with an agreement with Stratco Advisory and Tysadco Partners, the Company has agreed to pay $6,000 per month for twelve months for corporate development , investment advisory, and investor relations services, payable $3,000 in restricted common stock and $3,000 in cash, As part of that agreement, the Company issued 18,000 shares during the quarter for services valued at $9,000. The Company is subject to various legal and governmental claims or proceedings, many involving routine litigation incidental to the business including product liability or employment related matters. While litigation of any type contains an element of uncertainty, the Company believes that its defense and ultimate resolution of pending and reasonably anticipated claims will continue to occur within the ordinary course of the Company’s business and that resolution of these claims will not have a material effect on the Company’s business, results of operations or financial condition. Purchase orders or contracts for the purchase of inventory and other goods and services are not included in our estimates. We are not able to determine the aggregate amount of such purchase orders that represent contractual obligations, as purchase orders may represent authorizations to purchase rather than binding agreements. Our purchase orders are based on our current distribution needs and are fulfilled by our vendors within short time horizons. The Company does not have significant agreements for the purchase of inventory or other goods specifying minimum quantities or set prices that exceed our expected requirements. Management of the Company is not aware any other commitments or contingencies that would have a material adverse effect on the Company’s financial condition, results of operations or cash flows. | The Company is subject to various legal and governmental claims or proceedings, many involving routine litigation incidental to the business including product liability or employment related matters. While litigation of any type contains an element of uncertainty, the Company believes that its defense and ultimate resolution of pending and reasonably anticipated claims will continue to occur within the ordinary course of the Company’s business and that resolution of these claims will not have a material effect on the Company’s business, results of operations or financial condition. Purchase orders or contracts for the purchase of inventory and other goods and services are not included in our estimates. We are not able to determine the aggregate amount of such purchase orders that represent contractual obligations, as purchase orders may represent authorizations to purchase rather than binding agreements. Our purchase orders are based on our current distribution needs and are fulfilled by our vendors within short time horizons. The Company does not have significant agreements for the purchase of inventory or other goods specifying minimum quantities or set prices that exceed our expected requirements. Management of the Company is not aware any other commitments or contingencies that would have a material adverse effect on the Company’s financial condition, results of operations or cash flows. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Summary of Significant Accounting Policies | ||
Basis of presentation | The accompanying financial statements were prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). | The accompanying financial statements were prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Use of Estimates | The preparation of consolidated financial statements in conformity with U.S. GAAP 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. Significant estimates in the accompanying financial statements include useful lives of property and equipment, useful lives of intangible assets, debt discounts, valuation of derivatives, fair value assumptions used for stock based compensation arrangements, and the valuation allowance on deferred tax assets. | The preparation of consolidated financial statements in conformity with U.S. GAAP 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. Significant estimates in the accompanying financial statements include useful lives of property and equipment, useful lives of intangible assets, debt discounts, valuation of derivatives, fair value assumptions used for stock based compensation arrangements, and the valuation allowance on deferred tax assets. |
Principles of Consolidation | These financials statements include the results of the Company and the results of the prior reported joint venture, Optical Flow. See Note 4 Investment in Joint Ventures and Acquisitions, for further discussion of the change in accounting for the joint venture from the equity method in prior year and quarters to being considered a consolidated subsidiary as of June 30, 2019. | These financials statements include the results of the Company and the results of the prior reported joint venture, Optical Flow. See Note 4 Investment in Joint Ventures and Acquisitions, for further discussion of the change in accounting for the joint venture from the equity method in prior year and quarters to being considered a consolidated subsidiary as of June 30, 2019. |
Cash | The Company maintains a cash balance in a non-interest-bearing account. The Company considers short-term, highly liquid investments that are readily convertible to known amounts of cash and that are so near their maturity that they present insignificant risk of changes in value because of changes in interest rate to be cash equivalents. There were no cash equivalents as of September 30, 2019 and June 30, 2019. | The Company maintains a cash balance in a non-interest-bearing account. The Company considers short-term, highly liquid investments that are readily convertible to known amounts of cash and that are so near their maturity that they present insignificant risk of changes in value because of changes in interest rate to be cash equivalents. There were no cash equivalents as of June 30, 2019 and 2018. |
Investment in Joint Venture | The investment in the Joint Venture was accounted for by the Company using the equity method in 2018 in accordance with FASB ASC 323. The Company currently owns fifty percent (50%) of the Joint Venture, pursuant to the terms and conditions of the Joint Venture and has made contributions of $150,000 as of June 30, 3018 to the Joint Venture. There was no operating activity of the Joint Venture during 2018. | |
Derivative Financial Instruments | The Company evaluates all of its agreements to determine if such instruments have derivatives or contain embedded features that qualify as derivatives. Certain debt agreements have warrants and conversion features that have been evaluated as derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses a weighted-average Black-Scholes option pricing model to value the derivative instruments at the grant date. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. | The Company evaluates all of its agreements to determine if such instruments have derivatives or contain embedded features that qualify as derivatives. Certain debt agreements have warrants and conversion features that have been evaluated as derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. For stock-based derivative financial instruments, the Company uses a weighted-average Black-Scholes option pricing model to value the derivative instruments at the grant date. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. |
Income Taxes | The Company uses the asset and liability method of accounting for income taxes, whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, the Company does not foresee generating taxable income in the near future and utilizing its deferred tax asset, therefore, it is more likely than not that some portion, or all of, the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The Company has no material uncertain tax positions for any of the reporting periods presented. | The Company uses the asset and liability method of accounting for income taxes, whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, the Company does not foresee generating taxable income in the near future and utilizing its deferred tax asset, therefore, it is more likely than not that some portion, or all of, the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The Company has no material uncertain tax positions for any of the reporting periods presented. |
Fair Value of Financial Instruments | For certain of the Company’s financial instruments, including cash, accrued interest, accounts payable and accrued liabilities, the carrying amounts approximate their fair values due to their short maturities. FASB ASC Topic 820, Fair Value Measurements and Disclosures, requires disclosure of the fair value of financial instruments held by the Company. FASB ASC Topic 825, Financial Instruments, defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the consolidated balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows: · Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets. · Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in inactive markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. · Level 3 inputs to the valuation methodology us one or more unobservable inputs which are significant to the fair value measurement. For certain financial instruments, the carrying amounts reported in the balance sheets for cash and current liabilities, including notes due on demand, each qualify as a financial instrument, and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The Company has no assets required to carried at fair value on a recurring basis. The Company has certain liabilities, primarily the beneficial conversion feature of certain debt agreements that are considered financial liabilities and would be measured at fair value under level 3 of the Fair value hierarchy. The disclosures related to the fair value of this item are in Note 5. The Company has no level 1 or level 2 instruments. Level 1 Level 2 Level 3 Total Beneficial conversion feature $ - $ - $ 200,000 $ 200,000 Total $ - $ - $ 200,000 $ 200,000 | |
Revenue Recognition | The Company has not yet recorded revenue, however, revenue when recorded will be recorded in accordance with Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers Topic 606 Topic 606 ● executed contracts with the Company’s customers that it believes are legally enforceable; ● identification of performance obligations in the respective contract; ● determination of the transaction price for each performance obligation in the respective contract; ● allocation the transaction price to each performance obligation; and ● recognition of revenue only when the Company satisfies each performance obligation. | The Company has not yet recorded revenue, however, revenue when recorded will be recorded in accordance with Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers Topic 606 Topic 606 · executed contracts with the Company’s customers that it believes are legally enforceable; · identification of performance obligations in the respective contract; · determination of the transaction price for each performance obligation in the respective contract; · allocation the transaction price to each performance obligation; and · recognition of revenue only when the Company satisfies each performance obligation. |
Beneficial Conversion Feature | If the conversion features of conventional convertible debt provide for a rate of conversion that is below market value, this feature is characterized as a Beneficial Conversion Feature (“BCF”). A beneficial conversion feature is recorded by the Company as a debt discount pursuant to ASC 470-20, Debt with Conversion and Other Options. In those circumstances, the convertible debt is recorded net of the discount related to the beneficial conversion feature and the Company amortizes the discount to interest expense over the life of the debt. The Company had a $200,000 debt discount related to the warrants issued in connection with the debt. The $200,000 was amortized during 2019 over the life of the debt prior to becoming due on demand. | |
Basic and Diluted Earnings Per Share | Basic earnings per share (“EPS”) is based on the weighted average number of common shares outstanding. Diluted EPS includes the effect of all potentially dilutive securities as if such are converted. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Due to the net loss incurred potentially dilutive instruments would be anti-dilutive. Accordingly, diluted loss per share is the same as basic loss for all periods presented. The following potentially-dilutive shares were excluded from the shares used to calculate diluted earnings per share as their inclusion would be anti-dilutive. September 30, 2019 June 30, 2019 Warrants 15,272,997 14,655,664 Options 772,000 672,000 Convertible notes 200,000 400,000 Total 16,244,997 15,727,664 | Basic earnings per share (“EPS”) is based on the weighted average number of common shares outstanding. Diluted EPS includes the effect of all potentially dilutive securities as if such are converted. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Due to the net loss incurred potentially dilutive instruments would be anti-dilutive. Accordingly, diluted loss per share is the same as basic loss for all periods presented. The following potentially-dilutive shares were excluded from the shares used to calculate diluted earnings per share as their inclusion would be anti-dilutive. June 30, 2019 June 30, 2018 Warrants 14,655,664 11,645,664 Options 672,000 - Convertible notes 400,000 - Total 15,727,664 11,645,664 |
Share-based Compensation | Stock-based compensation to employees consist of stock options grants and restricted shares that are recognized in the statement of operations based on their fair values at the date of grant. The Company calculates the fair value of option grants utilizing the Black-Scholes pricing model. The amount of stock-based compensation recognized during a period is based on the value of the portion of the awards that are ultimately expected to vest. The resulting stock-based compensation expense for employee awards is generally recognized on a straight- line basis over the requisite service period of the award. The Company accounts for equity instruments issued to non-employees in accordance with the provisions of ASC Topic 505, subtopic 50, Equity-Based Payments to Non-Employees based upon the fair-value of the underlying instrument. The equity instruments are valued using the Black-Scholes valuation model. The measurement of stock-based compensation is subject to periodic adjustments as the underlying equity instruments vest and is recognized as an expense over the period which services are received. | Stock-based compensation to employees consist of stock options grants and restricted shares that are recognized in the statement of operations based on their fair values at the date of grant. The Company calculates the fair value of option grants utilizing the Black-Scholes pricing model. The amount of stock-based compensation recognized during a period is based on the value of the portion of the awards that are ultimately expected to vest. The resulting stock-based compensation expense for employee awards is generally recognized on a straight- line basis over the requisite service period of the award. The Company accounts for equity instruments issued to non-employees in accordance with the provisions of ASC Topic 505, subtopic 50, Equity-Based Payments to Non-Employees based upon the fair-value of the underlying instrument. The equity instruments, are valued using the Black-Scholes valuation model. The measurement of stock-based compensation is subject to periodic adjustments as the underlying equity instruments vest and is recognized as an expense over the period which services are received. |
Recent Accounting Pronouncements | In June 2018, the FASB issued Accounting Standards Update (“ASU”) ASU 2018-07, Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Summary of Significant Accounting Policies | ||
Schedule of Beneficial conversion feature | Level 1 Level 2 Level 3 Total Beneficial conversion feature $ - $ - $ 200,000 $ 200,000 Total $ - $ - $ 200,000 $ 200,000 | |
Schedule Of Basic and Diluted Earnings Per Share | September 30, 2019 June 30, 2019 Warrants 15,272,997 14,655,664 Options 772,000 672,000 Convertible notes 200,000 400,000 Total 16,244,997 15,727,664 | June 30, 2019 June 30, 2018 Warrants 14,655,664 11,645,664 Options 672,000 - Convertible notes 400,000 - Total 15,727,664 11,645,664 |
Joint Ventures and Acquisitio_2
Joint Ventures and Acquisitions (Tables) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Joint Ventures and Acquisitions (Tables) | ||
Schedule of operation | Joint Venture Income Statement For the year ended June 30, 2019 Operating revenue - Expenses: Management fees 228,500 Consulting fees 45,000 Legal and professional fees 24,781 Marketing expenses 23,888 Meals, entertainment and travel expenses 71,410 Project management expenses 13,413 General and administrative expenses 24,126 Depreciation 1,673 Total operating expenses 432,791 Loss from operations (432,791 ) | |
Joint Ventures and Acquisitions activity | For the three months ended September 30, 2019 Operating Revenue - Expenses Legal and professional fees 130 Meals, entertainment and travel 3,604 General and administrative 2,196 Depreciation 602 Loss from operations (6.532 ) |
Notes Payable - Related Party (
Notes Payable - Related Party (Tables) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Schedule of notes payable | 2019 2018 Related Party Note 1 - $ 200,000 - Related Party Note 2 - $ 200,000 - Total $ 400,000 - | |
Schedule of Option pricing | The fair value of the warrants was approximately $200,000 and was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 0.75 years Volatility: 233 %** Dividend yield: 0 %** Risk free interest rate: 2.00 %*** The fair value of the stock options issued in lieu of interest payments on the note was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 5.00 years Volatility: 267 %* Dividend yield: 0 %** Risk free interest rate: 2.57 %*** The fair value of the warrants was determined using the Black-Scholes option pricing model with the following assumptions: Expected life: 2.00 years Volatility: 269 %* Dividend yield: 0 %** Risk free interest rate: 2.00 %*** | |
Summary of Fair value of stock option | Expected life: 5.00 years Volatility: 267%* Dividend yield: 0%** Risk free interest rate: 2.57%*** | |
Summary of notes payable | September 30, 2019 June 30, 2019 Related Party Note 1 $ - $ 200,000 Related Party Note 2 200,000 200,000 Total $ 200,000 $ 400,000 | |
Level Three [Member] | ||
Summary of Fair value of warants | Expected life: 0.75 years Volatility: 233 %* Dividend yield: 0 %** Risk free interest rate: 2.00 %*** | |
Level Two [Member] | ||
Summary of Fair value of warants | Expected life: 2.00 years Volatility: 269%* Dividend yield: 0%** Risk free interest rate: 2.00%*** |
Stockholders Equity (Tables)
Stockholders Equity (Tables) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Stockholders Equity (Tables) | ||
Schedule of stock warrant | Warrant Shares Weighted Average Exercise Price Balance at June 30, 2018 11,645,654 $ 1.04 Granted 3,010,000 $ 1.51 Exercised - - Forfeit or cancelled - - Balance at June 30, 2019 14,655,664 $ 1.14 Granted 617,333 $ 0.86 Exercised - - Forfeit or cancelled - - Balance at September 30, 2019 15,272,997 $ 1.13 | Warrant Shares Weighted Average Exercise Price Balance at May 15, 2018 (inception) - $ - Granted 11,645,654 $ 1.04 Exercised - - Forfeit or cancelled - - Balance at June 30, 2018 11,645,654 $ 1.04 Granted 3,010,000 $ 1.51 Exercised - - Forfeit or cancelled - - Balance at June 30, 2019 14,655,664 $ 1.14 |
Schedule of fair value warrant | Expected life: 1 to 2 years Volatility: 102% to 269 %* Dividend yield: 0 %** Risk free interest rate: 2.57 to 2.44 %*** | Expected life: 1 to 2 years Volatility: 267% to 269 %* Dividend yield: 0 %** Risk free interest rate: 2.57 to 2.44 %*** |
Schedule of optoin issued | Options Granted # of Options Weighted Average strike price Weighted Average Grant date fair value Weighted Average remaining life (in years) Outstanding as of 7/1/2019 1,455,000 0.52 725,000 4.59 Granted 100,000 0.02 19,000 0.33 Exercised - - - - Forfeited - - - - Expired - - - - Outstanding as of 9/30/2019 1,555,000 0.48 745,000 4.35 Vested as of 9/30/2019 953,000 0.51 487,000 4.67 | Options Granted # of Options Weighted Average strike price Weighted Average Grant date fair value Weighted Average remaining life (in years) Outstanding as of 7/1/2018 - - - - Granted 1,455,000 0.52 725,000 4.59 Exercised - - - - Forfeited - - - - Expired - - - - Outstanding as of 6/30/2019 1,455,000 0.52 725,000 4.59 Vested as of 6/30/2019 672,000 0.52 335,000 4.59 |
Schedule of fair value option | Expected life: 5 years Volatility: 102% to 267 %* Dividend yield: 0 %** Risk free interest rate: 2.43 to 2.57 %*** | Expected life: 5 years Volatility: 267 %* Dividend yield: 0 %** Risk free interest rate: 2.43 to 2.57 %*** |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Income Taxes (Tables) | |
Schedule of Federal statutory income tax | June 30, 2019 June 30, 2018 Federal statutory rates $ (392,070 ) $ (8,899 ) Permanent difference 72,981 - Valuation allowance against net deferred tax assets 319,089 8,899 Effective rate $ - $ - |
Schedule of deferred tax assets and liabilities | June 30, 2019 June 30, 2018 Deferred income tax asset Net operating loss carryforwards $ 310,808 $ 6,211 Accruals 17,180 2,688 Total deferred income tax asset 327,988 8,899 Valuation allowance (327,988 ) (8,899 ) Total deferred income tax asset $ - $ - |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details Narrative) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Organization and Basis of Presentation (Details Narrative) | ||
State of incorporation | Nevada | Nevada |
Date of incorporation | May 15, 2018 | May 15, 2018 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | |||
Jun. 30, 2019 | Sep. 30, 2019 | Jun. 13, 2019 | Jun. 30, 2018 | |
Warrants | 14,655,664 | 15,272,997 | 14,655,664 | 11,645,664 |
Options | 672,000 | 772,000 | 672,000 | |
Convertible notes | 400,000 | 200,000 | 400,000 | |
Total Potentially Dilutive Shares | 15,727,664 | 16,244,997 | 15,727,664 | 11,645,664 |
Total | $ 200,000 | |||
Beneficial conversion feature | 200,000 | |||
Level Three [Member] | ||||
Beneficial conversion feature | 200,000 | |||
Total | 200,000 | |||
Level Two [Member] | ||||
Total | ||||
Beneficial conversion feature | ||||
Level One [Member] | ||||
Total | ||||
Beneficial conversion feature |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details 1) - shares | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 13, 2019 | Jun. 30, 2018 |
Summary of Significant Accounting Policies (Details 1) | ||||
Warrants | 15,272,997 | 14,655,664 | 14,655,664 | 11,645,664 |
Options | 772,000 | 672,000 | 672,000 | |
Convertible notes | 200,000 | 400,000 | 400,000 | |
Total | 16,244,997 | 15,727,664 | 15,727,664 | 11,645,664 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2019 | |
Summary of Significant Accounting Policies (Details Narrative) | |||
Ownership percentage | 50.00% | 50.00% | |
Investment in joint venture | $ 150,000 | ||
Amortization of debt discount | 200,000 | ||
Debt discount | $ 200,000 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 |
Going Concern (Details Narrative) | |||
Accumulated deficit | $ (2,218,270) | $ (1,909,373) | $ (42,375) |
Joint Ventures and Acquisitio_3
Joint Ventures and Acquisitions (Details) - USD ($) | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Operating revenue | |||||
Expenses: | |||||
Operating loss | (42,375) | (308,897) | (51,291) | (1,356,340) | |
Legal and professional fees | 12,000 | 7,000 | 59,282 | ||
General and administrative expenses | 1,075 | 6,412 | 748 | 114,058 | |
Marketing expenses | 54,438 | ||||
Depreciation | 603 | 1,673 | |||
Total operating expenses | $ 42,375 | 308,897 | $ 51,291 | 1,356,340 | |
Joint Ventures And Acquisitions [Member] | |||||
Operating revenue | |||||
Expenses: | |||||
Operating loss | (6,532) | (432,791) | |||
Management fees | 228,500 | ||||
Legal and professional fees | 130 | 24,781 | |||
Consulting fees | 45,000 | ||||
Meals, entertainment and travel expenses | 3,604 | 71,410 | |||
General and administrative expenses | 2,196 | 24,126 | |||
Marketing expenses | 23,888 | ||||
Depreciation | $ 602 | 1,673 | |||
Project management expenses | 13,413 | ||||
Total operating expenses | $ 432,791 |
Joint Ventures and Acquisitio_4
Joint Ventures and Acquisitions (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Sep. 19, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 13, 2019 | Jun. 30, 2018 | |
Investment in joint venture | $ 150,000 | ||||
Stock Purchase Agreement [Member] | |||||
Joint venture advanced | $ 920,800 | ||||
Description of radiant purchase price | (i) at closing by paying the amount of funds required to be paid pursuant to payoff letters payable to various creditors of Radiant (not to exceed $836,104.72), as well as an amount equal to the purchase price, less the payoff amounts and less amounts previously delivered prior to closing to Radiant | (i) at closing by paying the amount of funds required to be paid pursuant to payoff letters payable to various creditors of Radiant (not to exceed $836,104.72), as well as an amount equal to the purchase price, less the payoff amounts and less amounts previously delivered prior to closing to Radiant | |||
Company will acquire shares percentage of radiant from wolfe | 1.00% | ||||
Joint Venture Agreement [Member] | |||||
Investment in joint venture | $ 150,000 | ||||
Ownership, percantage | 50.00% | ||||
Additional Investment | $ 1,225,000 | ||||
Wolfe [Member] | |||||
Salary | $ 175,000 | 175,000 | |||
Mansouri [Member] | |||||
Salary | 225,000 | 225,000 | |||
Hawkeys [Member] | |||||
Proceed from sale of equity securities | $ 1,500,000 | $ 1,500,000 | |||
Radiant Images, Inc [Member] | |||||
Cash and Cash equivalent | 1,810,905 | ||||
Mansouri and Wolfe [Member] | |||||
Stock Option, purchase price | $ 375,000 |
Notes Payable Related Party (De
Notes Payable Related Party (Details) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 |
Notes payable, related party | $ 200,000 | $ 400,000 | |
Notes Payable One [Member] | |||
Notes payable, related party | 200,000 | 200,000 | |
Notes Payable [Member] | |||
Notes payable, related party | $ 200,000 |
Notes Payable Related Party (_2
Notes Payable Related Party (Details 1) - Warrant [Member] | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Expected life | 1 year | |
Volatility | 102.00% | |
Dividend yield | 0.00% | 0.00% |
Risk free interest rate | 2.57% | |
Level Two [Member] | ||
Expected life | 9 months | 9 months |
Volatility | 233.00% | 233.00% |
Dividend yield | 0.00% | 0.00% |
Risk free interest rate | 2.00% | 2.00% |
Notes Payable Related Party (_3
Notes Payable Related Party (Details 2) - Stock Option [Member] | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Expected life | 5 years | 5 years |
Volatility | 267.00% | 267.00% |
Dividend yield | 0.00% | 0.00% |
Risk free interest rate | 2.57% | 257.00% |
Notes Payable Related Party (_4
Notes Payable Related Party (Details 3) - Warrant [Member] | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Expected life | 1 year | |
Volatility | 102.00% | |
Dividend yield | 0.00% | 0.00% |
Risk free interest rate | 2.57% | |
Related Party Note 2 [Member] | ||
Expected life | 2 years | 2 years |
Volatility | 269.00% | 269.00% |
Dividend yield | 0.00% | 0.00% |
Risk free interest rate | 2.00% | 2.00% |
Notes Payable Related Party (_5
Notes Payable Related Party (Details Narrative) - USD ($) | Aug. 02, 2019 | Aug. 02, 2019 | Jun. 30, 2018 | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 13, 2019 |
Debt conversion converted shares of common stock | 400,000 | 400,000 | 400,000 | |||
Stock compensation expense | $ 74,800 | |||||
interest expense | (510,658) | |||||
Term of maturity | 60 months | |||||
Fair value of the warrants | $ 200,000 | 200,000 | ||||
Related Party Note 2 | $ 200,000 | $ 400,000 | ||||
Warrants shares | 11,645,664 | 15,272,997 | 14,655,664 | 14,655,664 | ||
On January 22, 2019 [Member] | ||||||
Related Party Note 2 | $ 200,000 | $ 200,000 | ||||
Stock options granted shares | 150,000 | 150,000 | ||||
Conversion price | $ 0.50 | $ 0.50 | ||||
Term of maturity | 60 | |||||
Exercise price | $ 1 | |||||
Conversion price description | Upon conversion the lender will also be issued (i) two times the number of shares converted in Series A warrants each exercisable for one year for one share of the Company’s common stock at an exercise price of $1.00 per share, and (ii) two times the number of shares converted in Series B warrants each exercisable for one year for one share of the Company’s common stock at an exercise price of $2.00 per share | At the option of the lender, the note was convertible at any time from the date of issuance for one year subsequent at a conversion price of $0.50 per share. Upon conversion the lender will also be issued (i) two times the number of shares converted in Series A warrants each exercisable for one year for one share of the Company’s common stock at an exercise price of $1.00 per share, and (ii) two times the number of shares converted in Series B warrants each exercisable for one year for one share of the Company’s common stock at an exercise price of $2.00 per share. | ||||
On June 13, 2019 [Member] | Securities Purchase Agreement [Member] | ||||||
interest expense | $ 50,000 | $ 50,000 | ||||
Fair value of the warrants | $ 184,926 | 184,926 | ||||
Related Party Note 2 | $ 200,000 | $ 200,000 | ||||
Origination shares issued | 100,000 | 100,000 | ||||
Purchase shares of warrant | 400,000 | 400,000 | ||||
Price Per Share | $ 0.50 | $ 0.50 | ||||
Purchase price per share | $ 1.50 | $ 1.50 | ||||
Warrants shares | 400,000 | 400,000 |
Stockholders Equity (Details)
Stockholders Equity (Details) - Warrant [Member] - Level Two [Member] - $ / shares | 2 Months Ended | 3 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Sep. 30, 2019 | Jun. 30, 2019 | |
Number of Shares, Beginning | 11,645,654 | 14,655,664 | |
Granted | 11,645,654 | 617,333 | 3,010,000 |
Exercised | |||
Forfeit or cancelled | |||
Number of Shares, Ending | 15,272,997 | 14,655,664 | |
Weighted Average Exercise Price, Beginning | $ 1.14 | $ 1.04 | |
Granted | $ 1.04 | 0.86 | 1.51 |
Exercised | |||
Forfeit or cancelled | |||
Weighted Average Exercise Price, Ending | $ 1.13 |
Stockholders Equity (Details 1)
Stockholders Equity (Details 1) - Warrant [Member] | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Expected life | 1 year | |
Volatility | 102.00% | |
Risk free interest rate | 2.57% | |
Dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Expected life | 1 year | |
Volatility | 267.00% | |
Risk free interest rate | 2.57% | |
Maximum [Member] | ||
Expected life | 2 years | |
Volatility | 269.00% | |
Risk free interest rate | 2.44% |
Stockholders Equity (Details 2)
Stockholders Equity (Details 2) - Stock Option [Member] - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Number of Shares, Beginning | 1,455,000 | 1,455,000 |
Granted | 100,000 | |
Exercised | ||
Forfeited | ||
Expired | ||
Number of Shares, Ending | 1,555,000 | 1,455,000 |
Number of vested shares, Ending | $ 953,000 | |
Weighted Average Exercise Price, Beginning | $ 0.52 | |
Granted | 0.02 | $ 0.52 |
Exercised | ||
Forfeited | ||
Expired | ||
Weighted Average Exercise Price, Ending | $ 0.48 | $ 0.52 |
Weighted Average strike price of vested shares, Ending | $ 0.52 | |
Weighted Average Grant date fair value, Ending | 745,000 | 725,000 |
Weighted Average strike price of vested shares, Ending | $ 0.51 | |
Granted | 19,000 | |
Exercised | ||
Forfeited | ||
Expired | ||
Weighted Average Grant date fair value of vested shares, Ending | 335,000 | |
Weighted Average remaining life (in years), Beginning | 4 years 7 months 2 days | |
Weighted Average Grant date fair value of vested shares, Ending | 487,000 | |
Granted | 3 months 29 days | 4 years 7 months 2 days |
Exercised | ||
Forfeited | ||
Expired | ||
Weighted Average remaining life (in years), Ending | 4 years 4 months 6 days | 4 years 7 months 2 days |
Weighted Average remaining life vested shares, Ending | 4 years 8 months 2 days | 4 years 7 months 2 days |
Stockholders' Equity (Details 3
Stockholders' Equity (Details 3) - Stock Option [Member] | 3 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Jun. 30, 2019 | |
Risk free interest rate | 2.57% | 257.00% |
Volatility | 267.00% | 267.00% |
Dividend yield | 0.00% | 0.00% |
Expected life | 5 years | 5 years |
Minimum [Member] | ||
Risk free interest rate | 2.43% | 2.43% |
Volatility | 102.00% | |
Maximum [Member] | ||
Risk free interest rate | 2.57% | 2.57% |
Volatility | 267.00% |
Stockholders Equity (Details Na
Stockholders Equity (Details Narrative) | Oct. 01, 2019USD ($)shares | Sep. 10, 2019USD ($)$ / sharesshares | Aug. 02, 2019shares | Aug. 02, 2019shares | Jul. 03, 2019USD ($)$ / sharesshares | Jul. 03, 2019USD ($)$ / sharesshares | Jul. 28, 2019USD ($)shares | Jul. 28, 2019USD ($)shares | Jul. 19, 2019shares | Sep. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($)integer$ / sharesshares | Jun. 30, 2018USD ($)shares | Jan. 06, 2020USD ($)shares | Oct. 17, 2019USD ($) | Oct. 09, 2019USD ($) | Aug. 23, 2019shares |
Common stock subscription receivable | $ | $ 142,500 | |||||||||||||||
Warrant issued | 8,661,498 | |||||||||||||||
Warrant issued maturity term | 1 year | |||||||||||||||
Stock option granted shares in period fair value | $ | $ 744,538 | 725,517 | ||||||||||||||
Extend term of expiration of warrants, description | On June 28, 2019, a board resolution was passed to extend the expiry of the warrants for one year and these warrants are set to expire on June 30, 2020. | |||||||||||||||
Stock option vested shares in period fair value | $ | $ 556,700 | 422,326 | ||||||||||||||
Stock option shares issued | $ | $ 150,000 | |||||||||||||||
Debt conversion converted shares issued | 400,000 | 400,000 | 400,000 | |||||||||||||
Stock option shares strike price | $ / shares | $ 0.50 | |||||||||||||||
Stock option interest payment term | 5 years | |||||||||||||||
Stock subscription received | $ | $ 170,000 | |||||||||||||||
Common stock, shares issued | 11,512,449 | 9,897,116 | 8,886,416 | |||||||||||||
Common stock, value | $ | $ 1,151 | $ 990 | $ 889 | |||||||||||||
Director [Member] | ||||||||||||||||
Common stock, value | $ | $ 183,200 | |||||||||||||||
Warrant [Member] | ||||||||||||||||
Expected life | 1 year | |||||||||||||||
Minimum [Member] | Warrant [Member] | ||||||||||||||||
Expected life | 1 year | |||||||||||||||
Maximum [Member] | Warrant [Member] | ||||||||||||||||
Expected life | 2 years | |||||||||||||||
Effective April 18, 2019 [Member] | ||||||||||||||||
Share issued price per share for investor two | $ / shares | $ 1 | |||||||||||||||
Number of investors | integer | 2 | |||||||||||||||
Stock issued during period shares new issues, Shares | 236,600 | |||||||||||||||
Stock issued during period shares new issues, Amount | $ | $ 155,800 | |||||||||||||||
Stock option shares to purchase up to investors | 150,000 | |||||||||||||||
Share issued price per share for investor one | $ / shares | $ 0.50 | |||||||||||||||
Effective April 18, 2019 [Member] | Minimum [Member] | ||||||||||||||||
Stock option exercise price | $ / shares | 1.50 | |||||||||||||||
Effective April 18, 2019 [Member] | Maximum [Member] | ||||||||||||||||
Stock option exercise price | $ / shares | $ 2 | |||||||||||||||
Effective January 30, 2019 [Member] | ||||||||||||||||
Number of investors | integer | 5 | |||||||||||||||
Stock issued during period shares new issues, Shares | 715,000 | |||||||||||||||
Stock issued during period shares new issues, Amount | $ | $ 357,500 | |||||||||||||||
Stock option shares to purchase up to investors | 2,860,000 | |||||||||||||||
Common stock issued as compensation, per share | $ / shares | $ 0.50 | |||||||||||||||
Common stock issued as compensation, amount | $ | $ 29,550 | |||||||||||||||
Common stock issued as compensation, shares | 59,100 | |||||||||||||||
Share issued price per share | $ / shares | $ 0.50 | |||||||||||||||
Effective January 30, 2019 [Member] | Minimum [Member] | ||||||||||||||||
Stock option exercise price | $ / shares | 1 | |||||||||||||||
Effective January 30, 2019 [Member] | Maximum [Member] | ||||||||||||||||
Stock option exercise price | $ / shares | $ 2 | |||||||||||||||
Effective June 29, 2018 [Member] | ||||||||||||||||
Number of investors | integer | 29 | |||||||||||||||
Stock issued during period shares new issues, Shares | 472,750 | |||||||||||||||
Stock issued during period shares new issues, Amount | $ | $ 236,375 | |||||||||||||||
Stock option shares to purchase up to investors | 1,891,000 | |||||||||||||||
Share issued price per share | $ / shares | $ 0.50 | |||||||||||||||
Effective June 29, 2018 [Member] | Minimum [Member] | ||||||||||||||||
Stock option exercise price | $ / shares | 2 | |||||||||||||||
Effective June 29, 2018 [Member] | Maximum [Member] | ||||||||||||||||
Stock option exercise price | $ / shares | $ 1 | |||||||||||||||
Effective May 15, 2018 [Member] | Director [Member] | ||||||||||||||||
Stock issued during period shares new issues, Shares | 3,000,000 | |||||||||||||||
Stock issued during period shares new issues, Amount | $ | $ 300 | |||||||||||||||
Share issued price per share | $ / shares | $ 0.0001 | |||||||||||||||
Effective May 22, 2018 [Member] | ||||||||||||||||
Number of investors | integer | 14 | |||||||||||||||
Stock issued during period shares new issues, Shares | 2,362,500 | |||||||||||||||
Stock issued during period shares new issues, Amount | $ | $ 23,652 | |||||||||||||||
Share issued price per share | $ / shares | $ 0.01 | |||||||||||||||
Effective May 22, 2018 [Member] | Director [Member] | ||||||||||||||||
Stock issued during period shares new issues, Shares | 1,250,000 | |||||||||||||||
Effective June 1, 2018 [Member] | ||||||||||||||||
Number of investors | integer | 9 | |||||||||||||||
Stock issued during period shares new issues, Shares | 612,500 | |||||||||||||||
Stock issued during period shares new issues, Amount | $ | $ 30,625 | |||||||||||||||
Share issued price per share | $ / shares | $ 0.05 | |||||||||||||||
Effective June 15, 2018 [Member] | ||||||||||||||||
Number of investors | integer | 12 | |||||||||||||||
Stock issued during period shares new issues, Shares | 2,438,666 | |||||||||||||||
Stock issued during period shares new issues, Amount | $ | $ 365,800 | |||||||||||||||
Stock option shares to purchase up to investors | 9,754,644 | |||||||||||||||
Share issued price per share | $ / shares | $ 0.15 | |||||||||||||||
Effective June 15, 2018 [Member] | Minimum [Member] | ||||||||||||||||
Stock option exercise price | $ / shares | 0.30 | |||||||||||||||
Effective June 15, 2018 [Member] | Maximum [Member] | ||||||||||||||||
Stock option exercise price | $ / shares | 2 | |||||||||||||||
Related Party [Member] | ||||||||||||||||
Shares issued for legal services, value | $ | $ 11,000 | |||||||||||||||
Shares issued for legal services, shares | 22,000 | |||||||||||||||
Accredited Investor [Member] | ||||||||||||||||
Warrants issued to purchase common stock | 333,333 | 333,333 | ||||||||||||||
Share issued price per share | $ / shares | $ 0.50 | $ 0.50 | ||||||||||||||
Expected life | 3 years | |||||||||||||||
Common stock, shares issued | 56,000 | 333,333 | 333,333 | 80,000 | 80,000 | 333,333 | ||||||||||
Common stock, value | $ | $ 10,000 | $ 28,000 | $ 50,000 | $ 50,000 | $ 50,000 | $ 20,000 | ||||||||||
Payment on behalf of related party | $ | $ 20,000 | $ 20,000 | ||||||||||||||
Accredited Investor [Member] | Warrant One [Member] | ||||||||||||||||
Warrants issued to purchase common stock | 20,000 | 112,000 | 151,151 | |||||||||||||
Common stock, price per share | $ / shares | $ 2 | |||||||||||||||
Expected life | 2 years | 2 years | 2 years | |||||||||||||
Accredited Investor [Member] | Warrant [Member] | ||||||||||||||||
Warrants issued to purchase common stock | 112,000 | |||||||||||||||
Common stock, price per share | $ / shares | $ 1 | |||||||||||||||
Common stock, shares issued | 333,333 | 333,333 | ||||||||||||||
Common stock, value | $ | $ 50,000 | $ 50,000 | ||||||||||||||
Accredited Investor [Member] | Options [Member] | ||||||||||||||||
Share issued price per share for investor two | $ / shares | $ 0.25 | $ 0.25 | ||||||||||||||
Option issued to purchase shares of common stock | 100,000 | 100,000 | ||||||||||||||
Expected life | 2 years | |||||||||||||||
Investor [Member] | ||||||||||||||||
Common stock, shares issued | 40,000 | |||||||||||||||
Investor [Member] | Effective July 9, 2019 [Member] | ||||||||||||||||
Common stock subscription receivable | $ | $ 2,787 | |||||||||||||||
Common stock, shares issued | 200,000 | 200,000 | ||||||||||||||
Common stock subscribed to purchase description | (i) 60,000 shares of common stock, and (ii) 60,000 Series C Warrants that are exercisable for 2 years from this date for an exercise price of $.50 per share. | |||||||||||||||
Total purchase price | $ | $ 15,000 | |||||||||||||||
Purchase price per share | $ / shares | $ 0.25 | |||||||||||||||
Repayment of related party | $ | $ 50,000 | |||||||||||||||
Michael Mansouri [Member] | Radiant Images, Inc. [Member] | ||||||||||||||||
Shares issued for acquisition | 260,000 | |||||||||||||||
Gianna Wolfe [Member] | Radiant Images, Inc. [Member] | ||||||||||||||||
Shares issued for acquisition | 260,000 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Jun. 30, 2019 | Sep. 11, 2019 | |
Additional investment in joint venture | $ 50,000 | $ 50,000 | |
Fund to joint venture insight in exchange of shares and warrants issued | $ 200,000 | $ 200,000 | |
M. Richard Cutler [Member] | |||
Common Stock, shares issuable | 250,000 |
Accounts Payable (Details Narra
Accounts Payable (Details Narrative) - USD ($) | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 |
Accounts payable and accrued liabilities | $ 55,295 | $ 86,664 | $ 12,800 |
Investor Relation Consulting Agreement [Member] | |||
Accounts payable and accrued liabilities | $ 6,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Income Taxes (Details) | ||
Federal statutory rates | $ (392,070) | $ (8,899) |
Permanent difference | 72,981 | |
Valuation allowance against net deferred tax assets | 319,089 | 8,899 |
Effective rate |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) | Jun. 30, 2019 | Jun. 30, 2018 |
Deferred income tax asset | ||
Net operating loss carryforwards | $ 310,808 | $ 6,211 |
Accruals | 17,180 | 2,688 |
Total deferred income tax asset | 327,988 | 8,899 |
Valuation allowance | (327,988) | (8,899) |
Total deferred income tax asset |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Income Taxes (Details Narrative) | ||
Valuation allowance against net deferred tax assets | $ 319,089 | $ 8,899 |
Net operating loss carryforwards | $ 1,480,038 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Oct. 11, 2019 | Oct. 09, 2019 | Oct. 01, 2019 | Sep. 10, 2019 | Aug. 02, 2019 | Aug. 02, 2019 | Jul. 03, 2019 | Jul. 03, 2019 | Nov. 21, 2019 | Oct. 17, 2019 | Jul. 28, 2019 | Jul. 28, 2019 | Jul. 19, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jan. 06, 2020 | Aug. 23, 2019 |
Debt instrument converted into common stock | 400,000 | 400,000 | 400,000 | ||||||||||||||||
Common stock, value | $ 1,151 | $ 990 | $ 889 | ||||||||||||||||
Common stock, shares issued | 11,512,449 | 9,897,116 | 8,886,416 | ||||||||||||||||
Stock issued for legal services, amount | $ 260,000 | $ 29,550 | |||||||||||||||||
Joint Ventures [Member] | |||||||||||||||||||
Common stock, shares issued | 200,000 | 200,000 | |||||||||||||||||
Repayment of related party | $ 50,000 | ||||||||||||||||||
Warrant [Member] | |||||||||||||||||||
Expected life | 1 year | ||||||||||||||||||
Accredited Investor [Member] | |||||||||||||||||||
Stock issued for legal services, shares | 22,000 | ||||||||||||||||||
Common stock, value | $ 10,000 | $ 28,000 | $ 50,000 | $ 50,000 | $ 20,000 | $ 50,000 | |||||||||||||
Common stock, shares issued | 56,000 | 333,333 | 333,333 | 80,000 | 80,000 | 333,333 | |||||||||||||
Payment on behalf of related party | $ 20,000 | $ 20,000 | |||||||||||||||||
Stock issued for legal services, amount | $ 11,000 | ||||||||||||||||||
Common stock, shares sold | 20,000 | 56,000 | 40,000 | ||||||||||||||||
Shares issued upon exercise of warrants | 6,000 | 380,000 | 40,000 | 100,000 | |||||||||||||||
Warrants issued to purchase common stock | 333,333 | 333,333 | |||||||||||||||||
Expected life | 3 years | ||||||||||||||||||
Accredited Investor [Member] | Options [Member] | |||||||||||||||||||
Common stock, price per share | $ .25 | $ .25 | |||||||||||||||||
Expected life | 2 years | ||||||||||||||||||
Option issued to purchase shares of common stock | 100,000 | 100,000 | |||||||||||||||||
Accredited Investor [Member] | Warrant One [Member] | |||||||||||||||||||
Common stock, price per share | $ 2 | $ 2 | $ 2.50 | ||||||||||||||||
Warrants issued to purchase common stock | 20,000 | 112,000 | 151,151 | ||||||||||||||||
Expected life | 2 years | 2 years | 2 years | ||||||||||||||||
Accredited Investor [Member] | Warrant [Member] | |||||||||||||||||||
Common stock, value | $ 50,000 | $ 50,000 | |||||||||||||||||
Common stock, shares issued | 333,333 | 333,333 | |||||||||||||||||
Warrant issued to purchase common stock | $ 151,151 | ||||||||||||||||||
Common stock, price per share | $ 1 | $ 1 | $ .50 | $ .50 | $ 1 | $ 1 | |||||||||||||
Warrants issued to purchase common stock | 112,000 | ||||||||||||||||||
Michael Mansouri [Member] | Radiant Images, Inc. [Member] | |||||||||||||||||||
Shares issued for acquisition | 260,000 | ||||||||||||||||||
Gianna Wolfe [Member] | Radiant Images, Inc. [Member] | |||||||||||||||||||
Shares issued for acquisition | 260,000 | ||||||||||||||||||
Investor [Member] | |||||||||||||||||||
Common stock, shares issued | 40,000 | ||||||||||||||||||
Shares issued in consideration for relation services | 18,000 | ||||||||||||||||||
Director [Member] | |||||||||||||||||||
Shares issued for accounting services | 18,400 | ||||||||||||||||||
Shares issued for corporate services | 18,000 | ||||||||||||||||||
Stock issued for legal services, shares | 330,000 | ||||||||||||||||||
Common stock, value | $ 183,200 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Stock Issued During Period, Value, Issued for Services | $ 260,000 | $ 29,550 | ||
Stratco Advisory and Tysadco Partners [Member] | Development service agreement [Member] | ||||
Service agreement description | In connection with an agreement with Stratco Advisory and Tysadco Partners, the Company has agreed to pay $6,000 per month for twelve months for corporate development , investment advisory, and investor relations services, payable $3,000 in restricted common stock and $3,000 in cash | |||
Stock Issued During Period, Value, Issued for Services | $ 9,000 | |||
Stock Issued During Period, Shares, Issued for Services | 18,000 | |||
Restricted shares, amount | $ 3,000 | |||
Restricted Cash | $ 3,000 |