Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Mar. 31, 2021 | May 10, 2021 | |
Document Information Line Items | ||
Entity Registrant Name | Amesite Inc. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --06-30 | |
Entity Common Stock, Shares Outstanding | 20,565,566 | |
Amendment Flag | false | |
Entity Central Index Key | 0001807166 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
Entity File Number | 001-39553 | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Current Assets | ||
Cash and cash equivalents | $ 12,121,692 | $ 4,093,874 |
Accounts receivable | 6,900 | 61,120 |
Prepaid expenses and other current assets | 625,686 | 227,274 |
Property and Equipment - Net | 100,222 | 45,308 |
Capitalized Software - Net | 1,359,573 | 1,277,097 |
Total assets | 14,214,073 | 5,704,673 |
Current Liabilities | ||
Accounts payable | 215,850 | 112,053 |
Notes payable (Note 7) | 2,025,600 | |
Accrued and other current liabilities: | ||
Accrued compensation | 96,356 | 62,485 |
Deferred revenue | 544,615 | 380,000 |
Other accrued liabilities | 178,097 | 124,639 |
Total current liabilities | 1,034,918 | 2,704,777 |
Stockholders’ Equity | ||
Common stock, $.0001 par value; 50,000,000 shares authorized; 20,558,507 and 16,231,820 shares issued and outstanding at March 31, 2021 and June 30, 2020, respectively | 2,017 | 1,583 |
Preferred stock, $.0001 par value; 5,000,000 shares authorized; no shares issued and outstanding at March 31, 2021 or June 30, 2020 | ||
Additional paid-in capital | 31,504,527 | 11,629,114 |
Accumulated deficit | (18,327,389) | (8,630,801) |
Total stockholders’ equity | 13,179,155 | 2,999,896 |
Total liabilities and stockholders’ equity | $ 14,214,073 | $ 5,704,673 |
Condensed Balance Sheets (Una_2
Condensed Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Mar. 31, 2021 | Jun. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 20,565,566 | 16,231,820 |
Common stock, shares outstanding | 20,565,566 | 16,231,820 |
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||||
Net Revenue | $ 201,394 | $ 20,937 | $ 418,315 | $ 61,244 |
Operating Expenses | ||||
General and administrative expenses | 1,049,128 | 378,541 | 3,523,259 | 1,377,450 |
Technology and content development | 615,157 | 344,401 | 1,593,934 | 924,072 |
Sales and marketing | 860,562 | 182,814 | 1,385,202 | 565,198 |
Total operating expenses | 2,524,847 | 905,756 | 6,502,395 | 2,866,720 |
Other Income (Expense) | ||||
Interest Income | 703 | 8,134 | 1,323 | 16,125 |
Interest Expense (Note 7) | (3,613,831) | (77) | ||
Total other income (expense) | 703 | 8,134 | (3,612,508) | 16,048 |
Net Loss | $ (2,322,750) | $ (876,685) | $ (9,696,588) | $ (2,789,428) |
Earnings per Share | ||||
Basic earnings per share (in Dollars per share) | $ (0.11) | $ (0.06) | $ (0.51) | $ (0.19) |
Weighted average shares outstanding (in Shares) | 20,538,461 | 15,831,820 | 19,150,778 | 14,699,015 |
Condensed Statements of Stockho
Condensed Statements of Stockholders' Equity (Unaudited) - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Balance at Jun. 30, 2019 | $ 1,309 | $ 6,304,118 | $ (4,460,498) | $ 1,844,929 |
Net loss | (953,097) | (953,097) | ||
Stock compensation expense | 179,870 | 179,870 | ||
Issuance of restricted common stock | 124 | 2,093,555 | 2,093,679 | |
Balance at Sep. 30, 2019 | 1,433 | 8,577,543 | (5,413,595) | 3,165,381 |
Net loss | (959,646) | (959,646) | ||
Stock compensation expense | 100,375 | 100,375 | ||
Issuance of common stock | 150 | 2,676,393 | 2,676,543 | |
Balance at Dec. 31, 2019 | 1,583 | 11,354,311 | (6,373,241) | 4,982,653 |
Net loss | (876,685) | (876,685) | ||
Stock compensation expense | 100,375 | 100,375 | ||
Balance at Mar. 31, 2020 | 1,583 | 11,454,686 | (7,249,926) | 4,206,343 |
Balance at Jun. 30, 2020 | 1,583 | 11,629,114 | (8,630,801) | 2,999,896 |
Net loss | (5,086,264) | (5,086,264) | ||
Stock compensation expense | 212,413 | 212,413 | ||
Balance at Sep. 30, 2020 | 1,996 | 30,276,705 | (13,717,065) | 16,561,636 |
Issuance of common stock - net | 300 | 12,795,930 | 12,796,230 | |
Conversion of notes payable | 113 | 5,639,248 | 5,639,361 | |
Net loss | (2,287,574) | (2,287,574) | ||
Stock compensation expense | 217,075 | 217,075 | ||
Issuance of common stock | 18 | 789,582 | 789,600 | |
Balance at Dec. 31, 2020 | 2,014 | 31,283,362 | (16,004,639) | 15,280,737 |
Net loss | (2,322,750) | (2,322,750) | ||
Cashless exercise of common stock warrants | 3 | (3) | ||
Stock compensation expense | 221,168 | 221,168 | ||
Balance at Mar. 31, 2021 | $ 2,017 | $ 31,504,527 | $ (18,327,389) | $ 13,179,155 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash Flows from Operating Activities | ||
Net loss | $ (9,696,588) | $ (2,789,428) |
Adjustments to reconcile net loss to net cash and cash equivalents from operating activities: | ||
Depreciation and amortization | 537,112 | 365,349 |
Stock compensation expense | 650,656 | 380,620 |
Amortization of debt costs | 182,900 | |
Interest expense on notes payable converted to common stock | 3,430,931 | |
Value of common stock issued in exchange for consulting services | 789,600 | |
Changes in operating assets and liabilities which (used) provided cash: | ||
Accounts receivable | 54,220 | (366,120) |
Prepaid expenses and other assets | (398,412) | (1,872) |
Accounts payable | 103,797 | (107,779) |
Deferred revenue | 164,615 | 380,000 |
Accrued compensation | 33,871 | (14,913) |
Accrued and other liabilities | 53,388 | (10,640) |
Net cash and cash equivalents used in operating activities | (4,093,910) | (2,164,783) |
Cash Flows from Investing Activities | ||
Purchase of property and equipment | (67,266) | (7,810) |
Investment in capitalized software | (607,236) | (650,306) |
Net cash and cash equivalents used in investing activities | (674,502) | (658,116) |
Cash Flows from Financing Activities – Issuance of common stock – net of issuance costs | 12,796,230 | 4,770,222 |
Net Increase in Cash and Cash Equivalents | 8,027,818 | 1,947,323 |
Cash and Cash Equivalents - Beginning of period | 4,093,874 | 1,008,902 |
Cash and Cash Equivalents - End of period | 12,121,692 | 2,956,225 |
Significant Noncash Transactions: | ||
Acquisition of capitalized software included in accounts payable and accrued liabilities | 94,481 | 33,105 |
Conversion of convertible notes payable, including accrued interest of $73,315, into 1,127,872 shares of common stock | 2,255,745 | |
Issuance of common stock in exchange for consulting services | $ 789,600 |
Condensed Statements of Cash _2
Condensed Statements of Cash Flows (Unaudited) (Parentheticals) | 9 Months Ended |
Mar. 31, 2021USD ($)shares | |
Statement of Cash Flows [Abstract] | |
Accrued interest | $ | $ 73,315 |
Shares of common stock | shares | 1,127,872 |
Nature of Business
Nature of Business | 9 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Nature of Business | Amesite Inc. (the “Company”) was incorporated in November 2017. The Company is an artificial intelligence driven platform and course designer, that provides customized, high performance and scalable online products for schools and businesses. The Company uses machine learning to provide a novel, mass customized experience to learners. The Company’s customers are businesses, universities and colleges, and K-12 schools. The Company’s activities are subject to significant risks and uncertainties. The Company’s operations are considered to be in one segment. On September 18, 2020, we consummated a reorganizational merger (the “Reorganization”), pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), dated July 14, 2020, whereby we merged with and into Amesite Inc. (“Amesite Parent”) our former parent corporation, with our Company resulting as the surviving entity. In connection with the same, we filed a Certificate of Ownership and Merger with the Secretary of State of the State of Delaware, and changed our name from “Amesite Operating Company” to “Amesite Inc.” The stockholders of Amesite Parent approved the Merger Agreement on August 4, 2020. The directors and officers of Amesite Parent became our directors and officers. Pursuant to the Merger Agreement, on the Effective Date, each share of the Amesite parent’s common stock, $0.0001 par value per share, issued and outstanding immediately before the Effective Date, was converted, on a one-for-one basis, into shares of our common stock. Additionally, each option or warrant to acquire shares of Amesite Parent outstanding immediately before the Effective Date was converted into and became an equivalent option to acquire shares of our common stock, upon the same terms and conditions. As discussed in Note 6, the Company completed a stock offering through which it raised approximately $12.8 million in net proceeds. These funds will be utilized to execute the Company’s strategic growth plans, including hiring additional sales staff as well as product engineers. These funds provide sufficient operating capital for the Company. As such, we have concluded there are no current conditions or events present that raise substantial doubt about the entity’s ability to continue as a going concern. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 2 - Significant Accounting Policies Basis of Presentation The condensed financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and considering the requirements of the United States Securities and Exchange Commission (“SEC”). The Company has a fiscal year with a June 30 year end. In the opinion of management, the financial statements of the Company as of March 31, 2021 and 2020 and for the three and nine months ended March 31, 2021 and 2020 include all adjustments and accruals, consisting only of normal, recurring accrual adjustments, which are necessary for fair presentation of the results for the interim periods. These interim results are not necessarily indicative of results for a full year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed in or omitted from this report pursuant to the rules and regulations of the SEC. These financial statements should be read together with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2020. Certain operating expenses within the statement of operations from the prior year have been reclassified to conform with the current year presentation. Use of Estimates The preparation of condensed financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Fair Value Measurements Accounting standards require certain assets and liabilities be reported at fair value in the financial statements and provide a framework for establishing that fair value. The framework for determining fair value is based on a hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. Fair values determined by Level 1 inputs use quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Fair values determined by Level 2 inputs use other inputs that are observable, either directly or indirectly. These Level 2 inputs include quoted prices for similar assets and liabilities in active markets and other inputs such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs, including inputs that are available in situations where there is little, if any, market activity for the related asset. These Level 3 fair value measurements are based primarily on management’s own estimates using pricing models, discounted cash flow methodologies, or similar techniques. In instances whereby inputs used to measure fair value fall into different levels in the above fair value hierarchy, fair value measurements in their entirety are categorized based on the lowest level input that is significant to the valuation. The Company’s assessment of the significance of particular inputs to these fair value measurements requires judgment and considers factors specific to each asset or liability. Cash and Cash Equivalents The Company considers all investments with an original maturity of three months or less when purchased to be cash equivalents. The total amount of bank deposits (checking, savings, and investment accounts) that was insured by the FDIC at March 31, 2021 was $500,000. Property and Equipment Property and equipment are recorded at cost. The straight-line method is used for computing depreciation and amortization. Assets are depreciated over their estimated useful lives. The cost of leasehold improvements is depreciated (amortized) over the lesser of the length of the related leases or the estimated useful lives of the assets. Costs of maintenance and repairs are charged to expense when incurred. Depreciable Life - Years Leasehold improvements Shorter of estimated lease term or 10 years Furniture and fixtures 7 years Computer equipment and software 5 years Capitalized Software Costs The Company capitalizes significant costs incurred in the development of software for internal use, including the costs of the software, materials, consultants, and payroll and payroll related costs for employees incurred in developing internal use computer software. Planning costs incurred prior to the development of software and costs not qualifying for capitalization are charged to expense. The Company amortizes capitalized software over a period of three years, which is the expected useful life of the software. The Company recognized amortization expense of approximately $192,000 and $132,000 for the three month periods ended March 31, 2021 and 2020, respectively. The Company recognized amortization expense of approximately $525,000 and $336,000 for the nine month periods ended March 31, 2021 and 2020, respectively. Accumulated amortization at March 31, 2021 and 2020 was $1,129,186 and $457,659, respectively. Revenue Recognition We generate substantially all of our revenue from contractual arrangements with our businesses, colleges and universities and K-12 schools to provide a comprehensive platform of integrated technology and technology enabled services related to product offerings. During the nine month period ending March 31, 2021, we recognized revenue from contracts with customers of $418,315, of which $68,880 related to services transferred at a point in time, and the remainder related to services provided over time. Performance Obligations and Timing of Recognition A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. We derive revenue from annual licensing arrangements, including maintenance fees, setup fees and other variable fees for course development and miscellaneous items. Our contracts with partners generally have two to five-year terms and have a single performance obligation. The promises to set up and provide a hosted platform of tightly integrated technology and services partners need to attract, enroll, educate and support students are not distinct within the context of the contracts. This performance obligation is satisfied as the partners receive and consume benefits, which occurs ratably over the contract term. Occasionally, we provide professional services, such as custom development, non-complex implementation activities, training, and other various professional services. We evaluate these services to determine if they are distinct and separately identifiable in the context of the contract. In our contracts with customers that contain multiple performance obligations as a result of this assessment, we allocate the transaction price to each separate performance obligation on a relative standalone selling price basis. Standalone selling prices of our solutions and services are typically estimated based on observable transactions when the solutions or services are sold on a standalone basis. When standalone selling prices are not observable, we utilize a cost plus margin approach to allocate the transaction price. We do not disclose the value of unsatisfied performance obligations because the variable consideration is allocated entirely to a wholly unsatisfied promise to transfer a service that forms part of a single performance obligation (i.e., consideration received is based on the level of product offerings, which is unknown in advance). We also receive fees that are fixed in nature, such as annual license and maintenance charges, in place of or in conjunction with variable consideration. The fees are independent of the number of students that are enrolled in courses with our customers and are allocated to and recognized ratably over the service period of the contract that the Company’s platform is made available to the customer (i.e. the customer simultaneously receives and consumes the benefit of the software over the contract service period). The following factors affect the nature, amount, timing, and uncertainty of our revenue and cash flows: ● The majority of our customers are private and public learning institutions across various domestic regions ● The majority of our customers have annual payment terms The following table shows revenue from contracts with customers by customer type for the nine months ended March 31: Customer Type 2021 2020 Enterprise $ 349,745 $ - K12 45,166 - University 23,404 61,244 Total $ 418,315 $ 61,244 Contract Fulfilment Costs We incur certain fulfilment costs related to software design of specific course offerings for our customers, primarily comprised of software development, configuration costs, and implementation costs. These costs are capitalized and recorded on a contract-by-contract basis and amortized using the straight-line method over the length of the contract (i.e. on a systematic basis that is consistent with the transfer to the customer of the goods or services to which the asset relates). There were no costs to fulfill capitalized or amortized as of March 31, 2021 or 2020. Accounts Receivable, Contract Assets and Liabilities Balance sheet items related to contracts consist of accounts receivable (net) and contract liabilities on our condensed balance sheets. Accounts receivable (net) is stated at net realizable value, and we utilize the allowance method to provide for doubtful accounts based on management’s evaluation of the collectability of the amounts due. Our estimates are reviewed and revised periodically based on historical collection experience and a review of the current status of accounts receivable. Historically, actual write-offs for uncollectible accounts have not significantly differed from prior estimates. There was no allowance for doubtful accounts on accounts receivable balances as of March 31, 2021 and 2020. We may recognize revenue prior to billing a customer when we have satisfied or partially satisfied our performance obligations as billings to our customers may not be made until after the service period has commenced. As of March 31, 2021 and 2020, we do not have any contract assets. Contract liabilities as of each balance sheet date represent the excess of amounts billed or received as compared to amounts recognized in revenue on our condensed statements of operations as of the end of the reporting period, and such amounts are reflected as a current liability on our condensed balance sheets as deferred revenue. We generally receive payments prior to completion of the service period and our performance obligations. These payments are recorded as deferred revenue until the services are delivered or until our obligations are otherwise met, at which time revenue is recognized. Some contracts also involve annual license fees, for which upfront amounts are received from customers. In these contracts, the license fees received in advance of the platform’s launch are recorded as contract liabilities. The following table provides information on the changes in the balance of contract liabilities for the nine months ended March 31: 2021 2020 Opening balance $ 380,000 $ - Billings 582,930 - Less revenue recognized from continuing operations (net of cancellations): (418,315 ) - Closing balance $ 544,615 $ - Technology and Content Development Technology and content development expenditures consist primarily of personnel and personnel-related expense and contracted services associated with the maintenance of our platform as well as hosting and licensing costs and are charged to expense as incurred. It also includes amortization of capitalized software costs and research and development costs related to improving our platform and creating content that are charged to expense as incurred. Stock-Based Payments Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 718 “Compensation-Stock Compensation” requires companies to measure the cost of employee and nonemployee services received in exchange for the award of equity instruments based on the estimated fair value of the award at the date of grant. The expense is to be recognized over the period during which an employee is required to provide services in exchange for the award. The Company accounts for shares of common stock, stock options and warrants issued to employees and nonemployees based on the fair value of the stock, stock option or warrant. Income Taxes In calculating the provision for interim income taxes, in accordance with Accounting Standards Codification (ASC) 740, Income Taxes, we apply an estimated annual effective tax rate to year-to-date ordinary income. At the end of each interim period, we estimate the effective tax rate expected to be applicable for the full fiscal year. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the condensed statement of operations in the period that includes the enactment date. Net Loss per Share Basic net loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted loss per share includes potentially dilutive securities such as outstanding options and warrants, using various methods such as the treasury stock or modified treasury stock method in the determination of dilutive shares outstanding during each reporting period. For the three and nine months ended March 31, 2021, the Company had 2,910,125 and 2,032,533 potentially dilutive shares of common stock related to common stock options and warrants, respectively, as determined using the if-converted method. For the three and nine months ended March 31, 2020, the Company had 1,597,833 and 2,045,315 potentially dilutive shares of common stock related to common stock options and warrants, respectively, as determined using the if-converted method. For all periods presented, the dilutive effect of common stock options and common stock warrants has not been included in the average shares outstanding for the calculation of net loss per share as the effect would be anti-dilutive as a result of our net losses in these periods. Risks and Uncertainties The Company operates in an industry subject to rapid change. The Company’s operations will be subject to significant risk and uncertainties including financial, operational, technological, and other risks associated with an early stage company, including the potential risk of business failure. On March 11, 2020, the World Health Organization declared the outbreak of a respiratory disease caused by a novel coronavirus as a “pandemic.” First identified in late 2019 and known now as COVID-19, the outbreak has impacted thousands of individuals worldwide. In response, many countries, including the United States, have implemented measures to combat the outbreak which have impacted global business operations. While management believes the Company’s operations have not been significantly impacted, the Company continues to monitor the situation. In addition, while the Company’s results of operations, cash flows and financial condition could be negatively impacted, the extent of the impact cannot be reasonably estimated at this time. |
Prepaid Expenses
Prepaid Expenses | 9 Months Ended |
Mar. 31, 2021 | |
Prepaid Expenses [Abstract] | |
Prepaid Expenses | Note 3 - Prepaid Expenses Prepaid expenses and other assets is comprised of the following: March 31, June 30, Prepaid insurance $ 364,259 $ 36,102 Prepaid consulting services 24,110 - Prepaid offering costs - 142,730 Other prepaid services 237,317 48,442 Total $ 625,686 $ 227,274 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Note 4 - Stock-Based Compensation The Company’s Equity Incentive Plan (the “Plan”) permits the grant of stock options, stock appreciation rights, restricted stock, or restricted stock units to officers, employees, directors, consultants, agents, and independent contractors of the Company. The Company believes that such awards better align the interests of its employees, directors, and consultants with those of its stockholders. Option awards are generally granted with an exercise price equal to the market price of the Company’s stock at the date of grant; those option awards generally vest over two years from the grant date and generally have ten-year contractual terms. Certain option awards provide for accelerated vesting (as defined in the Plan). The Company has reserved 4,600,000 shares of common stock to be available for granting under the Plan. The Company estimates the fair value of each option award using a Black-Scholes Model (“BSM”) that uses the weighted-average assumptions included in the table below. Expected volatilities are based on historical volatility of comparable companies. The Company uses historical data to estimate option exercise within the valuation model or estimates the expected option exercise when historical data is unavailable. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The Company has not paid any dividends on common stock since its inception and does not anticipate paying dividends on its common stock in the foreseeable future. When calculating the amount of annual compensation expense, the Company has elected not to estimate forfeitures and instead accounts for forfeitures as they occur. The following table summarizes the assumptions used for estimating the fair value of the stock options granted for the nine-month periods presented: March 31, March 31, Expected term (years) 6.00 6.00 Risk-free interest rate 0.12 % 1.50 % Expected volatility 46.30 % 45.00 % Dividend yield 0 % 0 % A summary of option activity for the nine months ended March 31, 2021 is presented below: Options Number of Shares Weighted Average Weighted Average Remaining Outstanding at July 1, 2020 2,962,833 $ 1.82 9.06 Granted 234,000 3.97 9.59 Terminated (286,708 ) 2.29 - Outstanding at March 31, 2021 2,910,125 1.95 8.42 The weighted-average grant-date fair value of options granted during the nine month period ended March 31, 2021 was $1.75. The options contained time-based vesting conditions satisfied over periods ranging from two to five years from the grant date. The Company recognized $221,168 and $100,375 in expense related to the Plan for the three month periods ended March 31, 2021 and 2020, respectively. The Company recognized $650,656 and $380,620 in expense related to the Plan for the nine month periods ended March 31, 2021 and 2020, respectively. As of March 31, 2021, there was approximately $976,000 of total unrecognized compensation cost for employees and non-employees related to nonvested options. That cost is expected to be recognized through June 2025. |
Income Taxes
Income Taxes | 9 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 5 - Income Taxes For the three and nine months ended March 31, 2021 and prior periods since inception, the Company’s activities have not generated any taxable income or tax liabilities. Accordingly, the Company has not recognized an income tax benefit for the three and nine month periods ended March 31, 2021 and 2020. The Company has approximately $16,311,000 of net operating loss carryforwards available to reduce future income taxes, of which approximately $17,000 of net operating loss carryforwards expire in 2037. Due to uncertainty as to the realization of the net operating loss carryforwards and other deferred tax assets as a result of the Company’s limited operating history and operating losses since inception, a full valuation allowance has been recorded against the Company’s deferred tax assets. |
Common Stock
Common Stock | 9 Months Ended |
Mar. 31, 2021 | |
Common Stock Disclosure [Abstract] | |
Common Stock | Note 6 - Common Stock On September 25, 2020, the Company completed an initial public offering (“Offering”) of 3,000,000 shares of its common stock, $0.0001 par value per share, at an offering price of $5.00 per share (total net proceeds of approximately $12.8 million after underwriting discounts, commissions, and other offering costs). In connection with the Offering, the Company has agreed to issue five (5) year warrants to the underwriter to purchase five percent (5%) of the number of common shares sold in the Offering for an exercise price equal to $6.00. Total warrants of 150,000 were issued to the underwriter on September 29, 2020. The Company measures the warrants using the Black-Scholes Model (“BSM”) to estimate their fair value. The fair value of the warrants issued in connection with the Offering was approximately $249,000 based on the following inputs and assumptions using the BSM: (i) expected stock price volatility of 45.00%; (ii) risk-free interest rate of .14%; and (iii) expected life of the warrants of 5 years. The warrants are included in offering costs in the Statement of Stockholders’ Equity. In connection with the Offering, the Company converted its outstanding convertible notes payable into 1,127,872 shares of its common stock (Note 7). Additionally, in connection with the Offering, the Company cancelled 126,532 warrants previously issued to nonemployees in exchange for professional services to meet certain offering listing requirements, of which 6,665 were replaced and deemed vested in full. As a result, the Company recorded approximately $15,000 of additional warrant expense, which was recorded as additional paid-in-capital. On November 3, 2020 and December 14, 2020, the Company issued 69,709 shares of its common stock totaling approximately $290,000 in value and 106,383 shares of its common stock totaling approximately $500,000 in value, respectively, to various consulting firms in exchange for strategic investor relations services. These shares vested immediately upon issuance. On March 23, 2021, warrant holders exercised 36,250 warrants on a cashless basis and received 29,782 shares of common stock. |
Convertible Notes Payable
Convertible Notes Payable | 9 Months Ended |
Mar. 31, 2021 | |
Convertible Debt [Abstract] | |
Convertible Notes Payable | Note 7 - Convertible Notes Payable In April and May 2020, the Company issued unsecured, convertible notes payable (the “Notes”) to certain accredited investors, with an aggregate principal amount of $2,182,500, in an offering intended to be exempt from registration under the Securities Act of 1933 pursuant to Section 4(a)(2) thereof and Regulation D thereunder. The Notes were unsecured, bore interest at 8% per annum, and matured one year from their dates of issuance. The Notes were subject to automatic conversion into the Company’s common stock upon a qualified equity financing or change of control, based on a specified formula for the conversion price; using the lesser of $2.00 or 75% of the price paid per share in either of the conversion events. The Company incurred issuance costs of $261,900. The issuance costs were amortized over six months, which was the estimated length of time that the Company believed the Notes would be outstanding until a conversion event occurred. In connection with the Offering (Note 6), the Notes (totaling $2,255,815, including accrued interest) were converted into 1,127,872 shares of common stock at a price of $2.00 per share. As the Offering price was $5.00 per share, the Company recognized an expense totaling $3,383,546 which represents the discount provided to the Note holders. This expense is recorded within interest expense in the condensed statement of operations. Additionally, upon completion of the Offering, the remaining unamortized debt issuance costs of $182,900 were fully amortized and included within interest expense. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and considering the requirements of the United States Securities and Exchange Commission (“SEC”). The Company has a fiscal year with a June 30 year end. In the opinion of management, the financial statements of the Company as of March 31, 2021 and 2020 and for the three and nine months ended March 31, 2021 and 2020 include all adjustments and accruals, consisting only of normal, recurring accrual adjustments, which are necessary for fair presentation of the results for the interim periods. These interim results are not necessarily indicative of results for a full year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed in or omitted from this report pursuant to the rules and regulations of the SEC. These financial statements should be read together with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2020. Certain operating expenses within the statement of operations from the prior year have been reclassified to conform with the current year presentation. |
Use of Estimates | Use of Estimates The preparation of condensed financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Fair Value Measurements | Fair Value Measurements Accounting standards require certain assets and liabilities be reported at fair value in the financial statements and provide a framework for establishing that fair value. The framework for determining fair value is based on a hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. Fair values determined by Level 1 inputs use quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Fair values determined by Level 2 inputs use other inputs that are observable, either directly or indirectly. These Level 2 inputs include quoted prices for similar assets and liabilities in active markets and other inputs such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs, including inputs that are available in situations where there is little, if any, market activity for the related asset. These Level 3 fair value measurements are based primarily on management’s own estimates using pricing models, discounted cash flow methodologies, or similar techniques. In instances whereby inputs used to measure fair value fall into different levels in the above fair value hierarchy, fair value measurements in their entirety are categorized based on the lowest level input that is significant to the valuation. The Company’s assessment of the significance of particular inputs to these fair value measurements requires judgment and considers factors specific to each asset or liability. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all investments with an original maturity of three months or less when purchased to be cash equivalents. The total amount of bank deposits (checking, savings, and investment accounts) that was insured by the FDIC at March 31, 2021 was $500,000. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost. The straight-line method is used for computing depreciation and amortization. Assets are depreciated over their estimated useful lives. The cost of leasehold improvements is depreciated (amortized) over the lesser of the length of the related leases or the estimated useful lives of the assets. Costs of maintenance and repairs are charged to expense when incurred. Depreciable Life - Years Leasehold improvements Shorter of estimated lease term or 10 years Furniture and fixtures 7 years Computer equipment and software 5 years |
Capitalized Software Costs | Capitalized Software Costs The Company capitalizes significant costs incurred in the development of software for internal use, including the costs of the software, materials, consultants, and payroll and payroll related costs for employees incurred in developing internal use computer software. Planning costs incurred prior to the development of software and costs not qualifying for capitalization are charged to expense. The Company amortizes capitalized software over a period of three years, which is the expected useful life of the software. The Company recognized amortization expense of approximately $192,000 and $132,000 for the three month periods ended March 31, 2021 and 2020, respectively. The Company recognized amortization expense of approximately $525,000 and $336,000 for the nine month periods ended March 31, 2021 and 2020, respectively. Accumulated amortization at March 31, 2021 and 2020 was $1,129,186 and $457,659, respectively. |
Revenue Recognition | Revenue Recognition We generate substantially all of our revenue from contractual arrangements with our businesses, colleges and universities and K-12 schools to provide a comprehensive platform of integrated technology and technology enabled services related to product offerings. During the nine month period ending March 31, 2021, we recognized revenue from contracts with customers of $418,315, of which $68,880 related to services transferred at a point in time, and the remainder related to services provided over time. Performance Obligations and Timing of Recognition A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. We derive revenue from annual licensing arrangements, including maintenance fees, setup fees and other variable fees for course development and miscellaneous items. Our contracts with partners generally have two to five-year terms and have a single performance obligation. The promises to set up and provide a hosted platform of tightly integrated technology and services partners need to attract, enroll, educate and support students are not distinct within the context of the contracts. This performance obligation is satisfied as the partners receive and consume benefits, which occurs ratably over the contract term. Occasionally, we provide professional services, such as custom development, non-complex implementation activities, training, and other various professional services. We evaluate these services to determine if they are distinct and separately identifiable in the context of the contract. In our contracts with customers that contain multiple performance obligations as a result of this assessment, we allocate the transaction price to each separate performance obligation on a relative standalone selling price basis. Standalone selling prices of our solutions and services are typically estimated based on observable transactions when the solutions or services are sold on a standalone basis. When standalone selling prices are not observable, we utilize a cost plus margin approach to allocate the transaction price. We do not disclose the value of unsatisfied performance obligations because the variable consideration is allocated entirely to a wholly unsatisfied promise to transfer a service that forms part of a single performance obligation (i.e., consideration received is based on the level of product offerings, which is unknown in advance). We also receive fees that are fixed in nature, such as annual license and maintenance charges, in place of or in conjunction with variable consideration. The fees are independent of the number of students that are enrolled in courses with our customers and are allocated to and recognized ratably over the service period of the contract that the Company’s platform is made available to the customer (i.e. the customer simultaneously receives and consumes the benefit of the software over the contract service period). The following factors affect the nature, amount, timing, and uncertainty of our revenue and cash flows: ● The majority of our customers are private and public learning institutions across various domestic regions ● The majority of our customers have annual payment terms The following table shows revenue from contracts with customers by customer type for the nine months ended March 31: Customer Type 2021 2020 Enterprise $ 349,745 $ - K12 45,166 - University 23,404 61,244 Total $ 418,315 $ 61,244 Contract Fulfilment Costs We incur certain fulfilment costs related to software design of specific course offerings for our customers, primarily comprised of software development, configuration costs, and implementation costs. These costs are capitalized and recorded on a contract-by-contract basis and amortized using the straight-line method over the length of the contract (i.e. on a systematic basis that is consistent with the transfer to the customer of the goods or services to which the asset relates). There were no costs to fulfill capitalized or amortized as of March 31, 2021 or 2020. Accounts Receivable, Contract Assets and Liabilities Balance sheet items related to contracts consist of accounts receivable (net) and contract liabilities on our condensed balance sheets. Accounts receivable (net) is stated at net realizable value, and we utilize the allowance method to provide for doubtful accounts based on management’s evaluation of the collectability of the amounts due. Our estimates are reviewed and revised periodically based on historical collection experience and a review of the current status of accounts receivable. Historically, actual write-offs for uncollectible accounts have not significantly differed from prior estimates. There was no allowance for doubtful accounts on accounts receivable balances as of March 31, 2021 and 2020. We may recognize revenue prior to billing a customer when we have satisfied or partially satisfied our performance obligations as billings to our customers may not be made until after the service period has commenced. As of March 31, 2021 and 2020, we do not have any contract assets. Contract liabilities as of each balance sheet date represent the excess of amounts billed or received as compared to amounts recognized in revenue on our condensed statements of operations as of the end of the reporting period, and such amounts are reflected as a current liability on our condensed balance sheets as deferred revenue. We generally receive payments prior to completion of the service period and our performance obligations. These payments are recorded as deferred revenue until the services are delivered or until our obligations are otherwise met, at which time revenue is recognized. Some contracts also involve annual license fees, for which upfront amounts are received from customers. In these contracts, the license fees received in advance of the platform’s launch are recorded as contract liabilities. The following table provides information on the changes in the balance of contract liabilities for the nine months ended March 31: 2021 2020 Opening balance $ 380,000 $ - Billings 582,930 - Less revenue recognized from continuing operations (net of cancellations): (418,315 ) - Closing balance $ 544,615 $ - |
Technology and Content Development | Technology and Content Development Technology and content development expenditures consist primarily of personnel and personnel-related expense and contracted services associated with the maintenance of our platform as well as hosting and licensing costs and are charged to expense as incurred. It also includes amortization of capitalized software costs and research and development costs related to improving our platform and creating content that are charged to expense as incurred. |
Stock-Based Payments | Stock-Based Payments Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 718 “Compensation-Stock Compensation” requires companies to measure the cost of employee and nonemployee services received in exchange for the award of equity instruments based on the estimated fair value of the award at the date of grant. The expense is to be recognized over the period during which an employee is required to provide services in exchange for the award. The Company accounts for shares of common stock, stock options and warrants issued to employees and nonemployees based on the fair value of the stock, stock option or warrant. |
Income Taxes | Income Taxes In calculating the provision for interim income taxes, in accordance with Accounting Standards Codification (ASC) 740, Income Taxes, we apply an estimated annual effective tax rate to year-to-date ordinary income. At the end of each interim period, we estimate the effective tax rate expected to be applicable for the full fiscal year. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the condensed statement of operations in the period that includes the enactment date. |
Net Loss per Share | Net Loss per Share Basic net loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted loss per share includes potentially dilutive securities such as outstanding options and warrants, using various methods such as the treasury stock or modified treasury stock method in the determination of dilutive shares outstanding during each reporting period. For the three and nine months ended March 31, 2021, the Company had 2,910,125 and 2,032,533 potentially dilutive shares of common stock related to common stock options and warrants, respectively, as determined using the if-converted method. For the three and nine months ended March 31, 2020, the Company had 1,597,833 and 2,045,315 potentially dilutive shares of common stock related to common stock options and warrants, respectively, as determined using the if-converted method. For all periods presented, the dilutive effect of common stock options and common stock warrants has not been included in the average shares outstanding for the calculation of net loss per share as the effect would be anti-dilutive as a result of our net losses in these periods. |
Risks and Uncertainties | Risks and Uncertainties The Company operates in an industry subject to rapid change. The Company’s operations will be subject to significant risk and uncertainties including financial, operational, technological, and other risks associated with an early stage company, including the potential risk of business failure. On March 11, 2020, the World Health Organization declared the outbreak of a respiratory disease caused by a novel coronavirus as a “pandemic.” First identified in late 2019 and known now as COVID-19, the outbreak has impacted thousands of individuals worldwide. In response, many countries, including the United States, have implemented measures to combat the outbreak which have impacted global business operations. While management believes the Company’s operations have not been significantly impacted, the Company continues to monitor the situation. In addition, while the Company’s results of operations, cash flows and financial condition could be negatively impacted, the extent of the impact cannot be reasonably estimated at this time. |
Significant Accounting Polici_2
Significant Accounting Policies (Tables) | 9 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of property and equipment estimated useful lives | Depreciable Life - Years Leasehold improvements Shorter of estimated lease term or 10 years Furniture and fixtures 7 years Computer equipment and software 5 years |
Schedule of revenue from contracts with customers | Customer Type 2021 2020 Enterprise $ 349,745 $ - K12 45,166 - University 23,404 61,244 Total $ 418,315 $ 61,244 |
Schedule of contract liabilities | 2021 2020 Opening balance $ 380,000 $ - Billings 582,930 - Less revenue recognized from continuing operations (net of cancellations): (418,315 ) - Closing balance $ 544,615 $ - |
Prepaid Expenses (Tables)
Prepaid Expenses (Tables) | 9 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block Supplement [Abstract] | |
Schedule of prepaid expense and other assets | March 31, June 30, Prepaid insurance $ 364,259 $ 36,102 Prepaid consulting services 24,110 - Prepaid offering costs - 142,730 Other prepaid services 237,317 48,442 Total $ 625,686 $ 227,274 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of assumptions used for estimating the fair value of the stock options | March 31, March 31, Expected term (years) 6.00 6.00 Risk-free interest rate 0.12 % 1.50 % Expected volatility 46.30 % 45.00 % Dividend yield 0 % 0 % |
Schedule of option activity | Options Number of Shares Weighted Average Weighted Average Remaining Outstanding at July 1, 2020 2,962,833 $ 1.82 9.06 Granted 234,000 3.97 9.59 Terminated (286,708 ) 2.29 - Outstanding at March 31, 2021 2,910,125 1.95 8.42 |
Nature of Business (Details)
Nature of Business (Details) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | |
Mar. 31, 2021 | Jun. 30, 2020 | |
Nature of Business (Details) [Line Items] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Stock offering | $ 12.8 | |
Merger Agreement [Member] | ||
Nature of Business (Details) [Line Items] | ||
Common stock, par value | $ 0.0001 |
Significant Accounting Polici_3
Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Significant Accounting Policies (Details) [Line Items] | ||||
insured by the FDIC | $ 500,000 | $ 500,000 | ||
Amortization expense | 192,000 | $ 132,000 | 525,000 | $ 336,000 |
Accumulated amortization | $ 1,129,186 | $ 457,659 | 1,129,186 | $ 457,659 |
Recognized revenue from contract with customers | 418,315 | |||
Related to services transferred | $ 68,880 | |||
Minimum [Member] | ||||
Significant Accounting Policies (Details) [Line Items] | ||||
Performance obligation, term | 2 years | |||
Maximum [Member] | ||||
Significant Accounting Policies (Details) [Line Items] | ||||
Performance obligation, term | 5 years | |||
Capitalized software [Member] | ||||
Significant Accounting Policies (Details) [Line Items] | ||||
Amortizes capitalized software over a period | 3 years | |||
Share-based Payment Arrangement, Option [Member] | ||||
Significant Accounting Policies (Details) [Line Items] | ||||
Potentially dilutive shares of common stock (in Shares) | 2,910,125 | 1,597,833 | 2,045,315 | |
Warrants [Member] | ||||
Significant Accounting Policies (Details) [Line Items] | ||||
Potentially dilutive shares of common stock (in Shares) | 2,032,533 |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives | 9 Months Ended |
Mar. 31, 2021 | |
Leasehold improvements [Member] | |
Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives [Line Items] | |
Depreciable Life - Years, Description | Shorter of estimated lease term or 10 years |
Furniture and fixtures [Member] | |
Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives [Line Items] | |
Depreciable Life - Years | 7 years |
Computer equipment and software [Member] | |
Significant Accounting Policies (Details) - Schedule of property and equipment estimated useful lives [Line Items] | |
Depreciable Life - Years | 5 years |
Significant Accounting Polici_5
Significant Accounting Policies (Details) - Schedule of revenue from contracts with customers - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Significant Accounting Policies (Details) - Schedule of revenue from contracts with customers [Line Items] | ||||
Total Revenue | $ 201,394 | $ 20,937 | $ 418,315 | $ 61,244 |
Enterprise [Member] | ||||
Significant Accounting Policies (Details) - Schedule of revenue from contracts with customers [Line Items] | ||||
Total Revenue | 349,745 | |||
K12 [Member] | ||||
Significant Accounting Policies (Details) - Schedule of revenue from contracts with customers [Line Items] | ||||
Total Revenue | 45,166 | |||
University [Member] | ||||
Significant Accounting Policies (Details) - Schedule of revenue from contracts with customers [Line Items] | ||||
Total Revenue | $ 23,404 | $ 61,244 |
Significant Accounting Polici_6
Significant Accounting Policies (Details) - Schedule of contract liabilities - USD ($) | 9 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Schedule of contract liabilities [Abstract] | ||
Opening balance | $ 380,000 | |
Billings | 582,930 | |
Less revenue recognized from continuing operations (net of cancellations): | (418,315) | |
Closing balance | $ 544,615 |
Prepaid Expenses (Details) - Sc
Prepaid Expenses (Details) - Schedule of prepaid expense and other assets - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Schedule of prepaid expense and other assets [Abstract] | ||
Prepaid insurance | $ 364,259 | $ 36,102 |
Prepaid consulting services | 24,110 | |
Prepaid offering costs | 142,730 | |
Other prepaid services | 237,317 | 48,442 |
Total | $ 625,686 | $ 227,274 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Stock-Based Compensation (Details) [Line Items] | ||||
Reserved shares of common stock available for grant (in Shares) | 4,600,000 | 4,600,000 | ||
Weighted-average grant-date fair value of options (in Dollars per share) | $ 1.75 | $ 1.75 | ||
Recognized expense related to plan | $ 221,168 | $ 100,375 | $ 650,656 | $ 380,620 |
Unrecognized compensation cost | $ 976,000 | $ 976,000 | ||
Minimum [Member] | ||||
Stock-Based Compensation (Details) [Line Items] | ||||
Vested over grant date | 2 years | |||
Option contained time-based vesting over period | 2 years | |||
Maximum [Member] | ||||
Stock-Based Compensation (Details) [Line Items] | ||||
Vested over grant date | 10 years | |||
Option contained time-based vesting over period | 5 years |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details) - Schedule of assumptions used for estimating the fair value of the stock options | 9 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Schedule of assumptions used for estimating the fair value of the stock options [Abstract] | ||
Expected term (years) | 6 years | 6 years |
Risk-free interest rate | 0.12% | 1.50% |
Expected volatility | 46.30% | 45.00% |
Dividend yield | 0.00% | 0.00% |
Stock-Based Compensation (Det_3
Stock-Based Compensation (Details) - Schedule of option activity | 9 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Schedule of option activity [Abstract] | |
Number of Shares, Outstanding beginning balance | shares | 2,962,833 |
Weighted Average Exercise Price, Outstanding beginning balance | $ / shares | $ 1.82 |
Weighted Average Remaining Contractual Term (in years), Outstanding beginning balance, | 9 years 21 days |
Number of Shares, Granted | shares | 234,000 |
Weighted Average Exercise Price, Granted | $ / shares | $ 3.97 |
Weighted Average Remaining Contractual Term (in years), Granted | 9 years 215 days |
Number of Shares, Terminated | shares | (286,708) |
Weighted Average Exercise Price, Terminated | $ / shares | $ 2.29 |
Number of Shares, Outstanding ending balance | shares | 2,910,125 |
Weighted Average Exercise Price, Outstanding ending balance | $ / shares | $ 1.95 |
Weighted Average Remaining Contractual Term (in years), Outstanding ending balance | 8 years 153 days |
Income Taxes (Details)
Income Taxes (Details) | 9 Months Ended |
Mar. 31, 2021USD ($) | |
Income Tax Disclosure [Abstract] | |
Net operating loss carryforwards | $ 16,311,000 |
Operating loss carryforwards | $ 17,000 |
Net operating loss carryforwards expire, description | net operating loss carryforwards expire in 2037. |
Common Stock (Details)
Common Stock (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |||
Mar. 23, 2021 | Dec. 14, 2020 | Nov. 03, 2020 | Sep. 25, 2020 | Mar. 31, 2021 | |
Common Stock (Details) [Line Items] | |||||
Shares of common stock | 3,000,000 | ||||
Sale price, per share (in Dollars per share) | $ 0.0001 | ||||
Offering per share price (in Dollars per share) | $ 5 | ||||
Proceeds of net amount (in Dollars) | $ 12,800,000 | ||||
Private placement offering, description | the Company has agreed to issue five (5) year warrants to the underwriter to purchase five percent (5%) of the number of common shares sold in the Offering for an exercise price equal to $6.00. Total warrants of 150,000 were issued to the underwriter on September 29, 2020. | ||||
Description of fair value of the warrants | The fair value of the warrants issued in connection with the Offering was approximately $249,000 based on the following inputs and assumptions using the BSM: (i) expected stock price volatility of 45.00%; (ii) risk-free interest rate of .14%; and (iii) expected life of the warrants of 5 years. The warrants are included in offering costs in the Statement of Stockholders’ Equity. | ||||
Convertible notes payable into shares | 1,127,872 | ||||
Description of offering | the Company cancelled 126,532 warrants previously issued to nonemployees in exchange for professional services to meet certain offering listing requirements, of which 6,665 were replaced and deemed vested in full. As a result, the Company recorded approximately $15,000 of additional warrant expense, which was recorded as additional paid-in-capital. | ||||
Common Stock [Member] | |||||
Common Stock (Details) [Line Items] | |||||
Shares issued | 106,383 | 69,709 | |||
Value of common stock totaling approximately (in Dollars) | $ 500,000 | $ 290,000 | |||
Warrant [Member] | |||||
Common Stock (Details) [Line Items] | |||||
Warrants exercised (in Dollars) | $ 36,250 | ||||
Shares of common stock | 29,782 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details) - USD ($) | 9 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | May 31, 2020 | Apr. 30, 2020 | |
Convertible Debt [Abstract] | ||||
Aggregate principal amount | $ 2,182,500 | $ 2,182,500 | ||
Unsecured bear interest | 8.00% | |||
Convertible debt price, per share (in Dollars per share) | $ 2 | |||
Convertible debt, percentage | 75.00% | |||
Debt issuance costs | $ 261,900 | |||
Debt offering, description | the Notes (totaling $2,255,815, including accrued interest) were converted into 1,127,872 shares of common stock at a price of $2.00 per share. As the Offering price was $5.00 per share, the Company recognized an expense totaling $3,383,546 which represents the discount provided to the Note holders. This expense is recorded within interest expense in the condensed statement of operations. Additionally, upon completion of the Offering, the remaining unamortized debt issuance costs of $182,900 were fully amortized and included within interest expense. | |||
Accrued interest | $ 2,255,815 | |||
Shares of common stock converted (in Shares) | 1,127,872 | |||
Recognized expense | $ 3,383,546 | |||
Amortization of debt issuance costs | $ 182,900 |