Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2021 | Aug. 11, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | PHI GROUP INC | |
Entity Central Index Key | 0000704172 | |
Document Type | 10-Q/A | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | true | |
Amendment Description | The purpose of this Amendment to the Form 10-Q for the quarter ended March 31, 2021 of PHI Group, Inc. (the "Company" or "Registrant") filed with the Securities and Exchange Commission on July 26, 2021 ("Form 10-Q/A") is to correct the presentations of the financial statements in this Form 10-Q/A. These corrections follow the Generally Accepted Accounting Principles (GAAP) and are not due to an accounting change. The Company's Total Assets and Total Liabilities and Stockholders' Deficit in the Consolidated Balance Sheet as of March 31, 2021, the Net Income (Expenses) in the Consolidated Statement of Operations for the three and nine-month periods ended March 31, 2021 and the Cash and Cash Equivalent at the end of the nine-month period ended March 31, 2021 are not affected and remain the same in this Form 10-Q/A. | |
Current Fiscal Year End Date | --06-30 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 26,080,484,646 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Current Assets | ||
Cash and cash equivalents | $ 108,388 | $ 225,381 |
Marketable securities | 734,922 | 235,088 |
Other current assets | 265,373 | |
Total current assets | 1,108,682 | 460,469 |
Other assets: | ||
Investments | 5,000 | 5,000 |
Total Assets | 1,113,682 | 465,469 |
Current Liabilities | ||
Accounts payable | 417,777 | 354,080 |
Sub-fund obligations | 1,474,775 | 1,266,634 |
Accrued expenses | 3,014,158 | 2,798,744 |
Short-term notes and loans payable | 510,922 | 395,950 |
Convertible Promissory Notes | 219,119 | 272,207 |
Due to officers | 1,680,243 | 1,696,274 |
Advances from customers | 516,410 | 430,500 |
Derivative liabilities | 664,903 | 310,870 |
Total Liabilities | 8,498,308 | 7,525,259 |
Stockholders' deficit: | ||
Common stock, $0.001 par value; 40 billion shares authorized; 23,245,238,069 shares issued and outstanding on 3/31/2021; 40 billion shares authorized and 13,232,408,755 shares issued and outstanding on 6/30/2020, respectively, adjusted for 1 for 1,500 reverse split effective March 15, 2012. Par value: | 23,245,238 | 13,232,410 |
APIC - Common Stock | 14,793,176 | 23,922,943 |
Common Stock to be issued | 75,250 | |
Common Stock to be cancelled | (35,500) | (35,500) |
Treasury stock: 484,767 shares as of 12/31/20 and 6/30/20, respectively - cost method. | (44,170) | (44,170) |
Accumulated deficit | (45,250,978) | (44,010,352) |
Total Acc. Other Comprehensive Income (Loss) | (177,822) | (135,301) |
Total stockholders' deficit | (7,384,626) | (7,059,790) |
Total liabilities and stockholders' deficit | 1,113,682 | 465,469 |
Class A Series II Preferred Stock [Member] | ||
Stockholders' deficit: | ||
Preferred Stock, value | 10,000 | 10,000 |
Class B Series I Preferred Stock [Member] | ||
Stockholders' deficit: | ||
Preferred Stock, value | $ 180 | $ 180 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) | 9 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Preferred stock, par value | $ / shares | $ 0.001 |
Preferred stock, shares authorized | 500,000,000 |
Common stock, par value | $ / shares | $ 0.001 |
Common stock, shares authorized | 40,000,000,000 |
Common stock, shares issued | 23,245,238,069 |
Common stock, shares outstanding | 23,245,238,069 |
Treasury stock, shares | 484,767 |
Reverse Stock Split | 1 for 1,500 reverse split |
Class A Series II Preferred Stock [Member] | |
Preferred stock, shares issued | 10,000,000 |
Preferred stock, shares outstanding | 10,000,000 |
Class B Series I Preferred Stock [Member] | |
Preferred stock, par value | $ / shares | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 |
Preferred stock, shares issued | 180,000 |
Preferred stock, shares outstanding | 180,000 |
Consolidated Statement of Opera
Consolidated Statement of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Net revenues | ||||
Total revenues | $ 5,000 | $ 4,000 | $ 23,000 | $ 12,531 |
Operating expenses: | ||||
Salaries and wages | 52,500 | 52,500 | 157,500 | 247,500 |
Professional services, including non-cash compensation | 18,379 | 1,149,187 | 247,698 | 1,212,962 |
General and administrative | 55,355 | 54,441 | 147,951 | 130,195 |
Total operating expenses | 126,234 | 1,256,128 | 553,149 | 1,590,657 |
Income (loss) from operations | (121,234) | (1,252,128) | (530,149) | (1,578,126) |
Other income and expenses | ||||
Interest expense | (30,462) | (25,302) | (173,395) | (274,895) |
Other income (expense) | (539,799) | (8,213) | (537,082) | (12,771) |
Net other income (expenses) | (570,261) | (33,515) | (710,477) | (287,666) |
Net income (loss) | (691,495) | (1,285,643) | (1,240,626) | (1,865,792) |
Other comprehensive income (loss) | ||||
Accumulated other comprehensive gain (loss) | (177,822) | (222,554) | (177,822) | (222,554) |
Comprehensive income (loss) | $ (869,317) | $ (1,508,197) | $ (1,418,448) | $ (2,088,346) |
Net loss per share: | ||||
Basic | $ 0 | $ 0 | $ 0 | $ 0 |
Diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average number of shares outstanding: | ||||
Basic | 16,948,202,519 | 12,720,242,401 | 16,948,202,519 | 12,720,242,401 |
Diluted | 16,948,202,519 | 12,720,242,401 | 16,948,202,519 | 12,720,242,401 |
Consulting Advisory and Management Services [Member] | ||||
Net revenues | ||||
Total revenues | $ 5,000 | $ 4,000 | $ 23,000 | $ 12,531 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) from operations | $ (1,240,626) | $ (1,865,792) |
(Increase) decrease in assets and prepaid expenses | ||
Total (increase) decrease in assets and prepaid expenses | 340,977 | 1,125,876 |
Increase (decrease) in accounts payable and accrued expenses | ||
Accounts payable | 63,696 | 62,420 |
Accrued expenses (net) | 215,415 | 330,388 |
Sub-fund obligations | 208,141 | |
Advances from customers | 85,910 | (7,500) |
Development Costs for Asia Diamond Exchange | (265,373) | |
Change in notes payable, derivatives and mark-to-market | 353,764 | 562,575 |
Net cash provided by (used in) operating activities | (238,096) | 207,967 |
Cash flows from investing activities: | ||
Net cash provided by (used in) investing activities | ||
Cash flows from financing activities: | ||
Common Stock | 75,250 | 20,000 |
Notes and Loans | 45,853 | |
Net cash provided by (used in) financing activities | 121,103 | 20,000 |
Net decrease in cash and cash equivalents | (116,993) | 227,967 |
Cash and cash equivalents, beginning of period | 225,381 | 71,768 |
Cash and cash equivalents, end of period | $ 108,388 | $ 299,735 |
Nature of Business
Nature of Business | 9 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Nature of Business | NOTE 1 NATURE OF BUSINESS INTRODUCTION PHI Group, Inc. (the “Company” or “PHI”) ( www.phiglobal.com ) BACKGROUND Originally incorporated on June 8, 1982 as JR Consulting, Inc., a Nevada corporation, the Company applied for a Certificate of Domestication and filed Articles of Domestication to become a Wyoming corporation on September 20, 2017. In the beginning, the Company was foremost engaged in mergers and acquisitions and had an operating subsidiary, Diva Entertainment, Inc., which operated two modeling agencies, one in New York and one in California. In January 2000, the Company changed its name to Providential Securities, Inc., a Nevada corporation, following a business combination with Providential Securities, Inc., a California-based financial services company. In February 2000, the Company then changed its name to Providential Holdings, Inc. In October 2000, Providential Securities withdrew its securities brokerage membership and ceased its financial services business. Subsequently, in April 2009, the Company changed its name to PHI Group, Inc. From October 2000 to October 2011, the Company and its subsidiaries were engaged in mergers and acquisitions advisory and consulting services, real estate and hospitality development, mining, oil and gas, telecommunications, technology, healthcare, private equity, and special situations. In October 2011, the Company discontinued the operations of Providential Vietnam Ltd., Philand Ranch Limited, a United Kingdom corporation (together with its subsidiaries Philand Ranch - Singapore, Philand Corporation - US, and Philand Vietnam Ltd. - Vietnam), PHI Gold Corporation (formerly PHI Mining Corporation, a Nevada corporation), and PHI Energy Corporation (a Nevada corporation), and mainly focused on acquisition and development opportunities in energy and natural resource businesses. The Company is currently focused on PHILUX Global Funds, SCA, SICAV-RAIF by launching a number of sub-funds for investment in real estate, renewable energy, infrastructure, agriculture and healthcare and on developing and establishing the Asia Diamond Exchange in Vietnam. In addition, PHILUX Capital Advisors, Inc. (formerly Capital Holdings, Inc.), a wholly owned subsidiary of the Company, continues to provide corporate and project finance services, including merger and acquisition (M&A) advisory and consulting services for U.S. and international companies. No assurances can be made that the Company will be successful in achieving its plans. BUSINESS STRATEGY PHI’s strategy is to: 1. Identify, build, acquire, commit and deploy valuable resources with distinctive competitive advantages; 2. Identify, evaluate, acquire, participate and compete in attractive businesses that have large, growing market potential; 3. Build an attractive investment that includes points of exit for investors through capital appreciation or spin-offs of business units. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of PHI Group, Inc. and its wholly owned subsidiaries: (1) American Pacific Plastics, Inc., a Wyoming corporation (100%), (2) American Pacific Resources, Inc., a Wyoming corporation (100%), (3) PHILUX Capital Advisors, Inc., a Wyoming corporation (100%), (4) PHI Luxembourg Development S.A., a Luxembourg corporation (100%), (5) PHILUX Global Funds SCA, SICAV-RAIF, a Luxembourg Reserved Alternative Investment Fund (100%), (6) PHILUX Global General Partners SA, a Luxembourg corporation (100%), and (7) PHI Luxembourg Holding SA, a Luxembourg corporation (100%), collectively referred to as the “Company.” All significant inter-company transactions have been eliminated in consolidation. INTERIM CONSOLIDATED FINANCIAL STATEMENTS The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q/A and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. These statements should be read in conjunction with the audited financial statements for the year ended June 30, 2020. In the opinion of management, all adjustments consisting of normal reoccurring accruals have been made to the financial statements. The results of operation for the three and nine months ended March 31, 2021 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2021. USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. MARKETABLE SECURITIES The Company’s securities are classified as available-for-sale and, as such, are carried at fair value. Securities classified as available-for-sale may be sold in response to changes in interest rates, liquidity needs, and for other purposes. Typically, each investment in marketable securities represents less than twenty percent (20%) of the outstanding common stock and stock equivalents of the investee, and each security is quoted on either the OTC Markets or other public exchanges. As such, each investment is accounted for in accordance with the provisions of SFAS No. 115. Unrealized holding gains and losses for available-for-sale securities are excluded from earnings and reported as a separate component of stockholder’s equity. Realized gains and losses for securities classified as available-for-sale are reported in earnings based upon the adjusted cost of the specific security sold. On March 31, 2021, the marketable securities were recorded at $734,922 based upon the fair value of the marketable securities at that time. FAIR VALUE OF FINANCIAL INSTRUMENTS Fair Value - Definition and Hierarchy Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are categorized based on whether or not the inputs are observable in the market and the degree that the inputs are observable. The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. A fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs are to be used when available. Valuation techniques that are consistent with the market or income approach are used to measure fair value. The fair value hierarchy is categorized into three levels based on the inputs as follows: Level Level Level 3 Fair value is a market-based measure, based on assumptions of prices and inputs considered from the perspective of a market participant that are current as of the measurement date, rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The availability of valuation techniques and observable inputs can vary from investment to investment and are affected by a wide variety of factors, including; type of investment, whether the investment is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the transaction. To the extent that valuation is based upon models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the investments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for investments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy in which the fair value measurement falls in its entirety is determined based upon the lowest level input that is significant to the fair value measurement. Fair Value - Valuation Techniques and Inputs The Company holds and may invest public securities traded on public exchanges or over-the-counter (OTC), private securities, real estate, convertible securities, interest bearing securities and other types of securities and has adopted specific techniques for their respective valuations. Equity Securities in Public Companies Unrestricted The Company values investments in securities that are freely tradable and listed on major securities exchanges at their last reported sales price as of the valuation date. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. Securities traded on inactive markets or valued by reference to similar instruments are generally categorized in Level 2 or 3 of the fair value hierarchy. Restricted Securities traded on public exchanges or over-the-counter (OTC) where there are formal restrictions that limit (i.e. Rule 144 holding periods and underwriter’s lock-ups) their sale shall be valued at the closing price on the date of valuation less applicable discounts. The Company may apply a discount to securities with Rule 144 restrictions. Additional discounts may be assessed if the Company believes there are other mitigating factors which warrant the additional discounting. When determining potential additional discounts, factors that will be taken into consideration include, but are not limited to; securities’ trading characteristics, volume, length and overall impact of the restriction as well as other macro-economic factors. Valuations should be discounted appropriately until the securities may be freely traded. If it has been determined that the exchange or OTC listed price does not accurately reflect fair market value, the Company may elect to treat the security as a private company and apply an alternative valuation method. Investments in restricted securities of public companies may be included in Level 2 of the fair value hierarchy. However, to the extent that significant inputs used to determine liquidity discounts are not observable, investments in restricted securities in public companies may be categorized in Level 3 of the fair value hierarchy. The Company’s financial instruments primarily consist of cash and cash equivalents, accounts receivable, marketable securities, short-term notes payable, convertible notes, derivative liability and accounts payable. As of the balance sheet dates, the estimated fair values of the financial instruments were not materially different from their carrying values as presented on the balance sheet. This is primarily attributed to the short maturities of these instruments. Effective July 1, 2008, the Company adopted ASC 820 (previously SFAS 157), Fair Value Measurements Assets measured at fair value on a recurring basis are summarized below. The Company also has convertible notes and derivative liabilities as disclosed in this report that are measured at fair value on a regular basis until paid off or exercised. Available-for-sale securities The Company uses various approaches to measure fair value of available-for-sale securities, while applying the three-level valuation hierarchy for disclosures, specified in ASC 820. Our Level 1 securities were measured using the quoted prices in active markets for identical assets and liabilities. The company’s policy regarding the transfers in and/or out of Level 3 depends on the trading activity of the security, the volatility of the security, and other observable units which clearly represents the fair value of the security. If a level 3 security can be measured using a more fairly represented fair value, we will transfer these securities either into Level 1 or Level 2, depending on the type of inputs. ACCOUNTS RECEIVABLE Management reviews the composition of accounts receivable and analyzes historical bad debts. As of March 31, 2021, the Company did not have any accounts receivable. PROPERTIES AND EQUIPMENT Property and equipment are carried at cost less accumulated depreciation. Depreciation is provided using the straight-line method over the estimated useful life of the assets from three to five years. Expenditures for maintenance and repairs are charged to expense as incurred. REVENUE RECOGNITION STANDARDS ASC 606-10 provides the following overview of how revenue is recognized from an entity’s contracts with customers: An entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Step 1: Identify the contract(s) with a customer. Step 2: Identify the performance obligations in the contract. Step 3: Determine the transaction price – The transaction price is the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. Step 4: Allocate the transaction price to the performance obligations in the contract – Any entity typically allocates the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or service promised in the contract. Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation – An entity recognizes revenue when (or as) it satisfies a performance obligation by transferring a promised good or service to a customer (which is when the customer obtains control of that good or service). The amount of revenue recognized is the amount allocated to the satisfied performance obligation. A performance obligation may be satisfied at a point in time (typically for promises to transfer goods to a customer) or over time (typically for promises to transfer service to a customer). For performance obligations satisfied over time, an entity recognizes revenue over time by selecting an appropriate method for measuring the entity’s progress toward complete satisfaction of that performance obligation. (Paragraphs 606-10 25-23 through 25-30). In addition, ASC 606-10 contains guidance on the disclosures related to revenue, and notes the following: It also includes a cohesive set of disclosure requirements that would result in an entity providing users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from the entity’s contracts with customers. Specifically, Section 606-10-50 requires an entity to provide information about: - Revenue recognized from contracts with customers, including disaggregation of revenue into appropriate categories. - Contract balances, including the opening and closing balances of receivables, contract assets, and contract liabilities. - Performance obligations, including when the entity typically satisfies its performance obligations and the transaction prices is that is allocated to the remaining performance obligations in a contract. - Significant judgments, and changes in judgments, made in applying the requirements to those contracts. Additionally, Section 340-40-50 requires an entity to provide quantitative and/or qualitative information about assets recognized from the costs to obtain or fulfill a contract with a customer. The Company’s revenue recognition policies are in compliance with ASC 606-10. The Company recognizes consulting and advisory fee revenues in accordance with the above-mentioned guidelines and expenses are recognized in the period in which the corresponding liability is incurred. STOCK-BASED COMPENSATION Effective July 1, 2006, the Company adopted ASC 718-10-25 (previously SFAS 123R) and accordingly has adopted the modified prospective application method. Under this method, ASC 718-10-25 is applied to new awards and to awards modified, repurchased, or cancelled after the effective date. Additionally, compensation cost for the portion of awards that are outstanding as of the date of adoption for which the requisite service has not been rendered (such as unvested options) is recognized over a period of time as the remaining requisite services are rendered. RISKS AND UNCERTAINTIES In the normal course of business, the Company is subject to certain risks and uncertainties. The Company provides its service and receives marketable securities upon execution of transactions. Consequently, the value of the securities received from customers can be affected by economic fluctuations and each customer’s business growth. The actual realized value of these securities could be significantly different than recorded value. RECENT ACCOUNTING PRONOUNCEMENTS Update No. 2018-13 – August 2018 Fair Value Measurement (Topic 820): Changes to the Disclosure Requirements for Fair Value Measurement Modifications: The following disclosure requirements were modified in Topic 820: 1. In lieu of a roll-forward for Level 3 fair value measurements, a non-public entity is required to disclose transfers into and out of Level 3 of the fair value hierarchy and purchases and issues of Level 3 assets and liabilities. 2. For investments in certain entities that calculate net asset value, an entity is required to disclose the timing of liquidation of an investee’s assets and the date when restrictions from redemption might lapse only if the investee has communicated the timing to the entity or announced the timing publicly. 3. The amendments clarify that the measurement uncertainty disclosure is to communicate information about the uncertainty in measurement as of the reporting date. Additions: The following disclosure requirements were added to Topic 820; however, the disclosures are not required for non-public entities: 1. The changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period. 2. The range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other quantitative information (such as the median or arithmetic average) in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of unobservable inputs used to develop Level 3 fair value measurements. The amendments in this Update are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Update No. 2018-07 – June 2018 Compensation – Stock Compensation (Topic 718) Improvements to Nonemployee Share-Based Payment Accounting Main Provisions: The amendments in this Update expand the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Update No. 2017-13 - September 2017 Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606) FASB Accounting Standards Updates No. 2014-09, Revenue from Contracts with Customers (Topic 606), issued in May 2014 and codified in ASC Topic 606, Revenue from Contracts with Customers, and No. 2016-02. The transition provisions in ASC Topic 606 require that a public business entity and certain other specified entities adopt ASC Topic 606 for annual reporting 3 periods beginning after December 15, 2017, including interim reporting periods within that reporting period. FN2 All other entities are required to adopt ASC Topic 606 for annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. Update No. 2016-10 - April 2016 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing The core principle of the guidance in Topic 606 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: 1. Identify the contract(s) with a customer. 2. Identify the performance obligations in the contract. 3. Determine the transaction price. 4. Allocate the transaction price to the performance obligations in the contract. 5. Recognize revenue when (or as) the entity satisfies a performance obligation. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. The Company has either evaluated or is currently evaluating the implications, if any, of each of these pronouncements and the possible impact they may have on the Company’s financial statements. In most cases, management has determined that the implementation of these pronouncements would not have a material impact on the financial statements taken as a whole. |
Marketable Equity Securities Av
Marketable Equity Securities Available For Sale | 9 Months Ended |
Mar. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Equity Securities Available For Sale | NOTE 3 The Company’s marketable securities are classified as available-for-sale and, as such, are carried at fair value. All of the securities are comprised of shares of common stock of the investee. Securities classified as available-for-sale may be sold in response to changes in interest rates, liquidity needs, and for other purposes. These marketable securities are quoted on the OTC Markets or other public exchanges and are accounted for in accordance with the provisions of SFAS No. 115. Marketable securities held by the Company and classified as available for sale as of March 31, 2021 consisted of 905,000 shares of Myson Group, Inc. (formerly Vanguard Mining Corporation) 292,050,000 shares of Sports Pouch Beverage Co., both of which are publicly-traded companies quoted on the OTC Markets (Trading symbols “MYSN” and “SPBV,” respectively). The fair value of the shares recorded as of March 31, 2021 was $734,922. Securities available for sale Level 1 Level 2 Level 3 Total March 31, 2021 None $ 4,796 $ 730,125 $ 734,922 June 30, 2020 None $ 1,448 $ 233,640 $ 235,088 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 4 The Company did not have any properties or equipment as of March 31, 2021. |
Other Current Assets
Other Current Assets | 9 Months Ended |
Mar. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Current Assets | NOTE 5 As of March 31, 2021, Other Current Assets consist of $265,373 of organizational and developmental costs for the Asia Diamond Exchange to be established in Vietnam. |
Current Liabilities
Current Liabilities | 9 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Current Liabilities | NOTE 6 Current Liabilities of the Company consist of the followings as of March 31, 2021 and June 30, 2020. March 31, 2021 June 30, 2020 Current Liabilities Accounts payable 417,777 354,080 Sub-fund obligations 1,474,775 1,266,634 Accrued expenses 3,014,158 2,798,744 Short-term notes and loans payable 510,922 395,950 Convertible Promissory Notes 219,119 272,207 Due to officers 1,680,243 1,696,274 Advances from customers 516,410 430,500 Derivative liabilities 664,903 310,870 Total Current Liabilities $ 8,498,308 $ 7,525,259 ACCRUED EXPENSES: Accrued expenses as of March 31, 2021 totalling $3,014,158 consist of $1,680,149 in accrued salaries and $1,334,009 in accrued interest from short-term notes and convertible notes. NOTES PAYABLE (NET): As of March 31, 2021, Notes Payable consist of $446,085 in short-term notes payable, $43,750 in PPP loan and $219,119 in convertible promissory notes. ADVANCES FROM CUSTOMERS: As of March 31, 2021, the Company recorded $516,410 as Advances from Customers for consulting fees previously received from a client plus mutually agreed accrued interest. The Company was not able to complete the consulting services due to the client’s inability to provide GAAP-compliant audited financial statements in order to file a registration statement with the Securities and Exchange Commission. SUB-FUND OBILGATIONS: The Company has recorded a total of $1,474,775 from three partners towards the expenses and capitalization for setting up sub-funds under the master PHILUX Global Funds. These amounts are currently booked as liabilities until these sub-funds are set up and activated, at which time the sub-fund participants will receive their respective percentages of the general partners’ portion of ownership in the relevant sub-funds based on their actual total contributions. |
Due to Officers
Due to Officers | 9 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Due to Officers | NOTE 7 Due to officer, represents loans and advances made by officers and directors of the Company and its subsidiaries, unsecured and due on demand. As of March 31, 2021 and June 30, 2020, the balances were $1,680,243 and $1,696,274, respectively. Officers/Directors March 31, 2021 June 30, 2020 Henry Fahman 1,016,893 $ 1,032,924 Tam Bui 663,350 $ 663,350 Total $ 1,680,243 $ 1,696,274 |
Loans and Promissory Notes
Loans and Promissory Notes | 9 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Loans and Promissory Notes | NOTE 8 A. SHORT TERM NOTES PAYABLE: In the course of its business, the Company has obtained short-term loans from individuals and institutional investors. As of March 31, 2021, the Company had a total of $446,085 in short-term notes payable with $1,329,811 accrued and unpaid interest. These notes bear interest rates ranging from 0% to 36% per annum. B. CONVERTIBLE PROMISSORY NOTES OUTSTANDING AS OF MARCH 31, 2021 As of March 31, 2021, the Company had a net balance of $219,119 in convertible promissory notes. The derivative liabilities associated with these notes are $150,868 and the accrued interest is $3,800 as of March 31, 2021. The Company relies on the results a professional, independent valuation firm to record the value of derivative liabilities, discounts, and change in fair value of derivatives in connection with these convertible notes and warrants, if any, that are related to the convertible notes. |
Payroll Tax Liabilities
Payroll Tax Liabilities | 9 Months Ended |
Mar. 31, 2021 | |
Payroll Tax Liabilities | |
Payroll Tax Liabilities | NOTE 9 As of March 31, 2021, payroll tax liabilities were $5,747. |
Basic and Diluted Net Profit (L
Basic and Diluted Net Profit (Loss) Per Share | 9 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Profit (Loss) Per Share | NOTE 10 Net loss per share is calculated in accordance with SFAS No. 128, “Earnings per Share”. Under the provision of SFAS No. 128, basic net loss per share is computed by dividing the net loss for the period by the weighted-average number of common shares outstanding for the period. Diluted EPS is based on the weighted-average number of shares of common stock outstanding for the period and common stock equivalents outstanding at the end of the period. Basic and diluted weighted average numbers of shares for the period ended March 31, 2021 were the same since the inclusion of Common stock equivalents is anti-dilutive. |
Domestication in the State of W
Domestication in the State of Wyoming | 9 Months Ended |
Mar. 31, 2021 | |
Domestication In State Of Wyoming | |
Domestication in the State of Wyoming | NOTE 11 On September 20, 2017, the Company applied for a Certificate of Domestication and filed Articles of Domestication with the office of the Secretary of State of Wyoming to re-domicile the Company’s jurisdiction to the State of Wyoming. On September 20, 2017, the Company filed Articles of Amendment with the Wyoming Secretary of State to amend the authorized capital of the Company as follows: “The total number of shares into which the authorized capital stock of the corporation is divided is one billion shares, consisting of: nine hundred million shares of voting Common Stock with a par value of $0.001 per share; fifty million shares of non-voting Class A Series I Preferred Stock with a par value of $5.00 per share; twenty-five million shares of non-voting Class A Series II Preferred Stock with a par value of $5.00 per share; twenty million shares of non-voting Class A Series III Preferred Stock with a par value of $5.00 per share and five million shares of voting Class A Series IV Preferred Stock with a par value of $5.00 per share. The relative rights, preferences, limitations and restrictions associated with the afore-mentioned shares of Class A Preferred Stock will be determined by the Board of Directors of the corporation.” On June 25, 2020, the Company filed Articles of Amendment with the Wyoming Secretary of State to amend Article 10 of the Articles of Domestication to authorize Forty Billion (40,000,000,000) shares of Common Stock with a par value of $0.001 per share and Five Hundred Million (500,000,000) shares of Preferred Stock with a par value of $0.001 per share and to designate Classes A and B and the Series of those classes of Preferred Stock as following: I. CLASS A PREFERRED STOCK A. DESIGNATIONS, AMOUNTS AND DIVIDENDS 1. Class A Series I Cumulative Convertible Redeemable Preferred Stock a. Designation: Fifty million (50,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated as Class A Series I Cumulative Convertible Redeemable Preferred Stock b. Number of Shares: The number of shares of Class A Series I Preferred Stock authorized shall be fifty million (50,000,000) shares. c. Dividends: Each holder of Class A Series I Preferred Stock is entitled to receive ten percent (10%) non-compounding cumulative dividends per annum, payable semi-annually. 2. Class A Series II Cumulative Convertible Redeemable Preferred Stock a. Designation. Two hundred million (200,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated Class A Series II Cumulative Convertible Redeemable Preferred Stock (the “ Class A Series II Preferred Stock b. Number of Shares. The number of shares of Class A Series II Preferred Stock authorized shall be two hundred million (200,000,000) shares. c. Dividends: Each holder of Class A Series II Preferred Stock is entitled to receive eight percent (8%) cumulative dividends per annum, payable semi-annually. 3. Class A Series III Cumulative Convertible Redeemable Preferred Stock a. Designation. Fifty million (50,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated as Class A Series III Cumulative Convertible Redeemable Preferred Stock (the “ Class A Series III Preferred Stock b. Number of Shares. The number of shares of Class A Series III Preferred Stock authorized shall be fifty million (50,000,000) shares. c. Dividends: Each holder of Class A Series III Preferred Stock is entitled to receive eight percent (8%) cumulative dividends per annum, payable semi-annually. 4. Class A Series IV Cumulative Convertible Redeemable Preferred Stock a. Designation. One hundred ninety-nine million (199,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated as Class A Series IV Cumulative Convertible Redeemable Preferred Stock (the “ Class A Series IV Preferred Stock b. Number of Shares. The number of shares of Class A Series III Preferred Stock authorized shall be one hundred ninety-nine million (199,000,000) shares. c. Dividends: To be determined by the Corporation’s Board of Directors. B. CONVERSION 1. Conversion of Series I, Series II and/or Series IV Class A Preferred Stock into Common Stock of PHI Group, Inc. Each share of the Class A Preferred Stock, either Series I, Series II or Series IV shall be convertible into the Company’s Common Stock any time after two years from the date of issuance at a Variable Conversion Price (as defined herein) of the Common Stock. The “Variable Conversion Price” shall mean 75% multiplied by the Market Price (as defined herein) (representing a discount rate of 25%). “Market Price” means the average Trading Price for the Company’s Common Stock during the ten (10) trading-day period ending one trading day prior to the date the Conversion Notice is sent by the Holder of the Class A Preferred Stock to the Company via facsimile or email (the “Conversion Date”). “Trading Price” means, for any security as of any date, the closing price on the OTC Markets, OTCQB, NASDAQ Stock Markets, or applicable trading market as reported by a reliable reporting service (“Reporting Service”) mutually acceptable to the Company and Holder of the Class A Preferred Stock. 2. Conversion of Series I, Series II and/or Series IV Class A Preferred Stock into Common Stock of a subsidiary of PHI Group, Inc.’s. Alternatively, each share of the Class A Preferred Stock, either Series I, Series II and/or Series IV may be convertible into Common Stock of a subsidiary of PHI Group, Inc.’s, to be determined by the Company’s Board of Directors, any time after such subsidiary has become a fully-reporting publicly traded company for at least three months, at a Variable Conversion Price (as defined herein). The Variable Conversion Price to be used in connection with the conversion into Common Stock of a subsidiary of PHI Group, Inc.’s shall mean 50% multiplied by the Market Price (as defined herein), representing a discount rate of 50%, of that Common Stock. “Market Price” means the average Trading Price for the Common Stock of said subsidiary of PHI Group, Inc.’s during the ten (10) trading-day period ending one trading day prior to the date the Conversion Notice is sent by the Holder of the Preferred Stock to the Company via facsimile or email (the “Conversion Date”). “Trading Price” means, for any security as of any date, the closing price on the OTC Markets, OTCQB, NASDAQ Stock Markets, NYSE or applicable trading market as reported by a reliable reporting service (“Reporting Service”) mutually acceptable to the Company, said subsidiary and Holder of the Class A Preferred Stock.” 3. Conversion of Class A Series III Preferred Stock of PHI Group, Inc. into Common Stock of American Pacific Plastics, Inc., a subsidiary of PHI Group, Inc.’s. The entire Class A Series III Preferred Stock of PHI Group, Inc. (i.e. fifty million (50,000,000) shares) may be convertible into eighty percent (80%) American Pacific Plastics, Inc.’s Common Stock which will have been issued and outstanding immediately after such conversion or exchange on a pro rata basis. 4. Conversion Shares. The amount of shares of Common Stock of PHI Group, Inc., or alternatively, of a subsidiary of PHI Group, Inc.’s, to be received by Holder at the time of conversion of Class A Series I or Series II Preferred Stock of PHI Group, Inc. will be based on the following formula: Where CS Common Shares of PHI Group, Inc., Amount of CS OIP + AUD or alternatively, of a subsidiary of PHI Group, Inc.’s. VCP OIP Original Issue Price of Class A Series I or Series II Preferred Stock of PHI Group, Inc. AUD Accrued and Unpaid Dividends. VCP Variable Conversion Price of PHI Common Stock or of a subsidiary of PHI Group, Inc.’s as defined above. C. REDEMPTION RIGHTS The Corporation, after a period of two years from the date of issuance, may at any time or from time to time redeem the Class A Preferred Stock, either Series I, Series II, Series III or Series IV in whole or in part, at the option of the Company’s Board of Directors, at a price equal to one hundred twenty percent (120%) of the original purchase price of the Class A Preferred Stock or of a unit consisting of any shares of Class A Preferred Stock and any warrants attached thereto, plus, in each case, accumulated and unpaid dividends to the date fixed for redemption. D. LIQUIDATION Upon the occurrence of a Liquidation Event (as defined below), the holders of Class A Preferred Stock are entitled to receive net assets on a pro rata basis. As used herein, “ Liquidation Event Permitted Merger E. RANK All shares of the Class A Preferred Stock shall rank (i) senior to the Corporation’s Common Stock and any other class or series of capital stock of the Corporation hereafter created, (ii) pari passu F. VOTING RIGHTS 1. G. PROTECTION PROVISIONS So long as any shares of Class A Preferred Stock are outstanding, the Corporation shall not, without first obtaining the majority written consent of the holders of Class A Preferred Stock, alter or change the rights, preferences or privileges of the Class A Preferred Stock so as to affect adversely the holders of Class A Preferred Stock. H. MISCELLANEOUS 1. Status of Redeemed Stock 2. Lost or Stolen Certificates 3 Waiver 4 Notices If to the Corporation: PHI GROUP, INC. 30 N Gould Street, Suite R Sheridan, WY 82801 Facsimile: 702-472-8556 Email: info phiglobal.com If to the holders of Class Preferred Stock, to the address to be listed in the Corporation’s books and Records. II. CLASS B PREFERRED STOCK 1. Class B Series I Preferred Stock a. Designation: One million (1,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated as Class B Series I Preferred Stock. b. Number of Shares: The number of shares of Class B Series I Preferred Stock authorized will be one million (1,000,000) shares. c. Dividend: None d. Voting rights: Except as provided by law, the shares of Class B Series I Preferred Stock shall have the same right to vote or act on all matters on which the holders of Common Stock have the right to vote or act and the holders of the shares of Class B Series I shall be entitled to notice of any stockholders’ meeting or action as to such matters on the same basis as the holders of Common Stock, and the holders of Common Stock and shares of Class B Series I shall vote together or act together thereon as if a single class on all such matters; provided, in such voting or action each one share of Class B Series I shall be entitled to one hundred thousand (100,000) votes. |
Stockholder's Equity
Stockholder's Equity | 9 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholder's Equity | NOTE 12 STOCKHOLDER’S EQUITY As of March 31, 2021, the total number of authorized capital stock of the Company consisted of 40 billion shares of voting Common Stock with a par value of $0.001 per share and 500,000,000 shares of Preferred Stock with a par value of $0.001 per share. The rights and terms associated with the Preferred Stock will be determined by the Board of Directors of the Company. TREASURY STOCK The balance of treasury stock as of March 31, 2021 was 484,767 post-split shares valued at $44,170 according to cost method. COMMON STOCK During the quarter ended March 31, 2021, the Company issued 8,781,230,346 shares any of its Common Stock to six holders of convertible promissory notes for conversions of debts. As of March 31, 2021, there were 23,245,238,069 shares of the Company’s common stock issued and outstanding. PREFERRED STOCK CLASS A PREFERRED STOCK As of March 31, 2021, the following amounts of Preferred Stock were issued and outstanding: Class A Series II Preferred Stock: 10,000,000 shares. Class B Series I Preferred Stock: 180,000 shares. |
Dissolution of Nevada Corporati
Dissolution of Nevada Corporation and Operating as a Wyoming Corporation | 9 Months Ended |
Mar. 31, 2021 | |
Dissolution Of Nevada Corporation And Operating As Wyoming Corporation | |
Dissolution of Nevada Corporation and Operating as a Wyoming Corporation | NOTE 13. On June 30, 2020, the Company filed a Certificate of Dissolution/Withdrawal with the Nevada Secretary of State to cease its corporate registration and dissolve PHI Group, Inc. in the State of Nevada. A Certificate of Dissolution/Withdrawal was issued by the Nevada Secretary of State on June 30, 2020, Filing number 20200754868. The Company currently maintains its corporate registration with the State of Wyoming pursuant to the Articles of Domestication filed with the Wyoming Secretary of State on September 20, 2017 and operates as a Wyoming corporation. The Company filed a Form 8-K to report this event with the Securities and Exchange Commission on June 30, 2020. |
Stock-Based Compensation Plan
Stock-Based Compensation Plan | 9 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation Plan | NOTE 14 STOCK-BASED COMPENSATION PLAN On February March 18, 2015, the Company adopted an Employee Benefit Plan to set aside 1,000,000 shares of common stock for eligible employees and independent contractors of the Company and its subsidiaries. As of March 31, 2021 the Company has not issued any stock in lieu of cash under this plan. On September 23, 2016, the Company issued incentive stock options and nonqualified stock options to certain key employee(s) (Henry Fahman – CEO/CFO) and directors (Tam Bui, Henry Fahman, and Frank Hawkins constitute the Board of Directors) as deferred compensation. The options allow the holders to acquire the Company’s Common Stock at the fair exercise price of the Company’s Common Stock on the grant date of each option at $0.24 per share, based on the 10-days’ volume-weighted average price prior to the grant date. The number of options is equal to a total of 6,520,000. The options terminate seven years from the date of grant and become vested and exercisable after one year from the grant date. The following assumptions were used in the Monte Carlo analysis by Doty Scott Enterprises, Inc., an independent valuation firm, to determine the fair value of the stock options: Risk-free interest rate 1.18 % Expected life 7 years Expected volatility 239.3 % Vesting is based on a one-year cliff from grant date. Annual attrition rates were used in the valuation since ongoing employment was condition for vesting the options. The fair value of the Company’s Stock Options as of issuance valuation date is as follows: Holder Issue Date Maturity Date Stock Options Exercise Price Fair Value at Issuance Tam Bui 9/23/2016 9/23/2023 875,000 Fixed price: $0.24 $ 219,464 Frank Hawkins 9/23/2016 9/23/2023 875,000 Fixed price: $0.24 $ 219,464 Henry Fahman 9/23/2016 9/23/2023 4,770,000 Fixed price: $0.24 $ 1,187,984 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 15 RELATED PARTY TRANSACTIONS The Company accrued $52,500 in salaries for the President and the Secretary & Treasurer of the Company during the quarter ended March 31, 2021. Tam Bui, a member of the Board of Directors, and Henry Fahman, Chairman and Chief Executive Officer, of the Company from time to time lend money to the Company. These loans are without interest and payable upon demand. |
Contracts and Commitments
Contracts and Commitments | 9 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contracts and Commitments | NOTE 16 CONTRACTS AND COMMITMENTS 1. BUSINESS CONSULANCY AND STRUCTURING AGENCY AGREEMENT TO SET UP INSTITUTIONAL BANK FUNDS IN LUXEMBOURG On November 30, 2017, the Company signed an agreement with a structuring agent and legal experts to set up a bank fund in Luxembourg in order to provide financing for the Company’s and its clients’ projects. The Reserved Alternative Investment Fund (RAIF) can be established under the form of common funds (“FCP”), investment companies with variable capital (“SICAV”) or under the form that does not have to have the legal form of a SICAV or an FCP. There will be no restriction in terms of eligible assets. RAIFs are free to introduce any kind of assets and financial instruments in their investment policy. According to the Luxembourg Law of July 12, 2013, RAIF’s must entrust their assets to a Luxembourg custodian bank for safekeeping and must appoint an approved statutory auditor. One of the distinctive advantages of RAIF is that it may have various sub-funds, each corresponding to a distinct part of the assets and liabilities of the RAIF. As such, sub-funds can be established under a RAIF umbrella to target different investment opportunities in a variety of industries as desired. On February 21, 2018, the Company signed an amendment to the Business Consultancy and Structuring Agency Agreement to be solely responsible for all the costs of Euros 3,500,000 associated with establishing the RAIF. On October 4, 2018, a Payment Agreement was signed by the structuring agent and the Company calling for an extra amount of Euros 1,500,000 to be paid to the structuring agent. The master Luxembourg RAIF fund named “PHILUX Global Funds SCA, SICAV – RAIF” was registered and activated with the Luxembourg Commission de Surveillance du Secteur Financier (CSSF) on June 11, 2020, Registration No. B244952. 2. ACQUISITION OF 51% EQUITY INTEREST IN VINAFILMS JOINT STOCK COMPANY On August 06, 2018, signed a Business Cooperation Agreement with Vinafilms JSC (Công ty Cổ phần Màng Bao Bì Tân Vinh Nam Phát), a Vietnamese joint stock company, with principal business address at Lot G9, Road No. 9, Tan Do Industrial Zone, Duc Hoa Ha Village, Duc Hoa District, Long An Province, Vietnam, hereinafter referred to as “VNF” and its majority shareholder, to exchange fifty-one percent ownership in VNF for Preferred Stock of PHI. According to the Agreement, PHI will be responsible for filing a S-1 Registration Statement with the Securities and Exchange Commission for American Pacific Plastics, Inc., a subsidiary of PHI that holds the 51% equity ownership in VNF, to become a fully-reporting public company in the U.S. Stock Market. On September 20, 2018, a Stock Swap Agreement was signed by and between Ms. Do Thi Nghieu, the majority shareholder holding 76% of ownership in VNF, and PHI to exchange 3,060,000 shares of ordinary stock of VNF owned by Ms. Do Thi Nghieu for 50 million shares of Class A Series III Cumulative, Convertible, Redeemable Preferred Stock of PHI. Though this transaction was technically closed on September 28, 2018, the Company did not recognize the operations of Vinafilms JSC in its consolidated financial statements as of March 31, 2021. However, it intends to combine Vinafilms’ operating results when GAAP audits of Vinafilms JSC financial statements are conducted and completed by a PCAOB-registered auditing firm. 3. AGREEMENT WITH TECCO GROUP FOR PARTICIPATION IN PHILUX INFRASTRUCTURE FUND COMPARTMENT OF PHILUX GLOBAL FUNDS On August 10, 2020, Tecco Group, a Vietnamese company, signed an agreement with PHI Luxembourg Development SA, a subsidiary of the Company, to participate in the proposed infrastructure fund compartment of PHILUX Global Funds SCA, SICAV-RAIF. According to the agreement, Tecco Group will contribute $2,000,000 for 49% ownership of the general partners’ portion of said infrastructure fund compartment. As of August 13, 2021, Tecco Group has paid four billion Vietnam Dong (USD 156,366 net) towards the total agreed amount. 4. AGREEMENT WITH PHAT VAN HUNG CO. LTD. FOR PARTICIPATION IN PHILUX REAL ESTATE FUND COMPARTMENT OF PHILUX GLOBAL FUNDS On November 09, 2020, Phat Van Hung Co. Ltd. signed an agreement with PHI Luxembourg Development SA, a subsidiary of the Company, to participate in the real estate fund compartment of PHILUX Global Funds SCA, SICAV-RAIF. According to the agreement, Phat Van Hung Co. Ltd. will contribute $2,000,000 for 49% ownership of the general partners’ portion of said real estate fund compartment. As of August 13, 2021, Phat Van Hung has not made any payment towards the agreed amount. 5. AGREEMENT WITH XUAN QUYNH LLC FOR PARTICIPATION IN PHILUX INFRASTRUCTURE FUND COMPARTMENT OF PHILUX GLOBAL FUNDS On November 20, 2020, Xuan Quynh LLC, a Vietnamese company, signed an agreement with PHI Luxembourg Development SA, a subsidiary of the Company, to participate in the proposed infrastructure fund compartment of PHILUX Global Funds SCA, SICAV-RAIF. According to the agreement, Xuan Quynh LLC will contribute $2,000,000 for 49% ownership of the general partners’ portion said infrastructure fund compartment. As of August 13, 2021, Xuan Quynh LLC has not made any payment towards the agreed amount. 6. INVESTMENT AGREEMENTS AND MEMORANDUM OF UNDERSTANDING From August 24, 2020 to November 11, 2020, the Company through its Luxembourg bank fund mother holding company PHI Luxembourg Development SA and PHILUX Global Funds SCA, SICAV-RAIF has signed investment agreements and memorandum of understanding with three non-US entities for total investments of more than one billion U.S. dollars. However, as of the date of this report, the Company has not received any money from these investment agreements and there is no guarantee that any money will be received from these agreements and memorandum of understanding in the future. 7. ISSUANCE OF CONVERTIBLE PROMISSORY NOTE On March 23, 2021, the Company issued a Promissory Note to EMA Financial LLC, a Delaware limited liability company, in the amount of $100,000 at an interest rate of 6% per annum. This note will mature twelve months from the Issue Date and may be convertible into shares of common stock of the Company at a fixed conversion price of $0.001 per share or may be prepaid on or prior to the 180 th th |
Going Concern Uncertainty
Going Concern Uncertainty | 9 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern Uncertainty | NOTE 17 GOING CONCERN UNCERTAINTY As shown in the accompanying consolidated financial statements, the Company has accumulated deficit of $45,250,978 as of March 31, 2021 and total stockholders’ deficit of $7,206,804. For the quarter ended March 31, 2021, the Company incurred a net loss of $691,495 as compared to a net loss in the amount of $1,285,643 during the same period ended March 31, 2020. These factors as well as the uncertain conditions that the Company faces in its day-to-day operations with respect to cash flows create an uncertainty as to the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. Management has taken action to strengthen the Company’s working capital position and generate sufficient cash to meet its operating needs through June 30, 2022 and beyond. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | NOTE 18 These financial statements were approved by management and available for issuance on or about July 26, 2021. Subsequent events have been evaluated through this date. 1. ISSUANCE OF COMMON STOCK. The Company has issued a total of 2,835,356,577 shares of its Common Stock since the end of the quarter ended March 31, 2021 until July 23, 2021, consisting of the following: 1,514,066,954 shares for conversion of convertible promissory notes, 867,049,520 shares for cash, 235,478,810 shares for investment in PHILUX Global Funds, 213,651,293 for conversion of preferred stock, and 5,000,000 shares in connection with the terms and conditions of a non-convertible promissory note. 2. DEVELOPMENT OF THE MULTI-COMMODITIES CENTER, ASIA DIAMOND EXCHANGE AND LOGISTICS CENTER IN VIETNAM Along with the establishment of PHILUX Global Funds, since March 2018 the Company has worked closely with the Authority of Chu Lai Open Economic Zone and the Provincial Government of Quang Nam, Vietnam to develop the Asia Diamond Exchange. Quang Nam Provincial Government has agreed in principle to allocate more than 200 hectares in the sanctioned Free-Trade Zone near Chu Lai Airport, Nui Thanh District, Quang Nam Province in Central Vietnam for us to set up a multi-commodities center which would include the Asia Diamond Exchange. On June 04, 2021 the Company incorporated Asia Diamond Exchange, Inc., a Wyoming corporation, ID number 2021-001010234, as the holding company for the development of the Asia Diamond Exchange in Vietnam. On July 07, 2021, the Company had an online meeting with the Chairman of Quang Nam Province, the Authority of Chu Lai Open Economic Zone and the heads of various Provincial Departments to update and plan for the implementation of the Asia Diamond Exchange. The Company plans to return to Vietnam as soon possible to hold an international press conference and complete the required documents with the Vietnamese provincial and central governments. In addition, another opportunity has arisen with the start of construction of the new international airport in Long Thanh District, Dong Nai Province near Ho Chi Minh City in Southern Vietnam. In December 2020, the Vietnamese central government designated 1,200 hectares of land in Bau Can village, Long Thanh District, Dong Nai Province as a new industrial zone. The Company is in the process of applying for 600 hectares close to the Long Thanh International Airport to develop Long Thanh Multi-Commodities Logistics Center (LMLC). 3. ISSUANCE OF CONVERTIBLE PROMISSORY NOTE On June 7, 2021, the Company issued a Promissory Note to EMA Financial LLC, a Delaware limited liability company, in the amount of $100,000 at an interest rate of 6% per annum. This note will mature twelve months from the Issue Date and may be convertible into shares of common stock of the Company at a fixed conversion price of $0.001 per share or may be prepaid on or prior to the 180 th th |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of PHI Group, Inc. and its wholly owned subsidiaries: (1) American Pacific Plastics, Inc., a Wyoming corporation (100%), (2) American Pacific Resources, Inc., a Wyoming corporation (100%), (3) PHILUX Capital Advisors, Inc., a Wyoming corporation (100%), (4) PHI Luxembourg Development S.A., a Luxembourg corporation (100%), (5) PHILUX Global Funds SCA, SICAV-RAIF, a Luxembourg Reserved Alternative Investment Fund (100%), (6) PHILUX Global General Partners SA, a Luxembourg corporation (100%), and (7) PHI Luxembourg Holding SA, a Luxembourg corporation (100%), collectively referred to as the “Company.” All significant inter-company transactions have been eliminated in consolidation. |
Interim Consolidated Financial Statements | INTERIM CONSOLIDATED FINANCIAL STATEMENTS The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q/A and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. These statements should be read in conjunction with the audited financial statements for the year ended June 30, 2020. In the opinion of management, all adjustments consisting of normal reoccurring accruals have been made to the financial statements. The results of operation for the three and nine months ended March 31, 2021 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2021. |
Use of Estimates | USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Cash and Cash Equivalents | CASH AND CASH EQUIVALENTS The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. |
Marketable Securities | MARKETABLE SECURITIES The Company’s securities are classified as available-for-sale and, as such, are carried at fair value. Securities classified as available-for-sale may be sold in response to changes in interest rates, liquidity needs, and for other purposes. Typically, each investment in marketable securities represents less than twenty percent (20%) of the outstanding common stock and stock equivalents of the investee, and each security is quoted on either the OTC Markets or other public exchanges. As such, each investment is accounted for in accordance with the provisions of SFAS No. 115. Unrealized holding gains and losses for available-for-sale securities are excluded from earnings and reported as a separate component of stockholder’s equity. Realized gains and losses for securities classified as available-for-sale are reported in earnings based upon the adjusted cost of the specific security sold. On March 31, 2021, the marketable securities were recorded at $734,922 based upon the fair value of the marketable securities at that time. |
Fair Value of Financial Instruments | FAIR VALUE OF FINANCIAL INSTRUMENTS Fair Value - Definition and Hierarchy Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are categorized based on whether or not the inputs are observable in the market and the degree that the inputs are observable. The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. A fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs are to be used when available. Valuation techniques that are consistent with the market or income approach are used to measure fair value. The fair value hierarchy is categorized into three levels based on the inputs as follows: Level Level Level 3 Fair value is a market-based measure, based on assumptions of prices and inputs considered from the perspective of a market participant that are current as of the measurement date, rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The availability of valuation techniques and observable inputs can vary from investment to investment and are affected by a wide variety of factors, including; type of investment, whether the investment is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the transaction. To the extent that valuation is based upon models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the investments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for investments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy in which the fair value measurement falls in its entirety is determined based upon the lowest level input that is significant to the fair value measurement. Fair Value - Valuation Techniques and Inputs The Company holds and may invest public securities traded on public exchanges or over-the-counter (OTC), private securities, real estate, convertible securities, interest bearing securities and other types of securities and has adopted specific techniques for their respective valuations. Equity Securities in Public Companies Unrestricted The Company values investments in securities that are freely tradable and listed on major securities exchanges at their last reported sales price as of the valuation date. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. Securities traded on inactive markets or valued by reference to similar instruments are generally categorized in Level 2 or 3 of the fair value hierarchy. Restricted Securities traded on public exchanges or over-the-counter (OTC) where there are formal restrictions that limit (i.e. Rule 144 holding periods and underwriter’s lock-ups) their sale shall be valued at the closing price on the date of valuation less applicable discounts. The Company may apply a discount to securities with Rule 144 restrictions. Additional discounts may be assessed if the Company believes there are other mitigating factors which warrant the additional discounting. When determining potential additional discounts, factors that will be taken into consideration include, but are not limited to; securities’ trading characteristics, volume, length and overall impact of the restriction as well as other macro-economic factors. Valuations should be discounted appropriately until the securities may be freely traded. If it has been determined that the exchange or OTC listed price does not accurately reflect fair market value, the Company may elect to treat the security as a private company and apply an alternative valuation method. Investments in restricted securities of public companies may be included in Level 2 of the fair value hierarchy. However, to the extent that significant inputs used to determine liquidity discounts are not observable, investments in restricted securities in public companies may be categorized in Level 3 of the fair value hierarchy. The Company’s financial instruments primarily consist of cash and cash equivalents, accounts receivable, marketable securities, short-term notes payable, convertible notes, derivative liability and accounts payable. As of the balance sheet dates, the estimated fair values of the financial instruments were not materially different from their carrying values as presented on the balance sheet. This is primarily attributed to the short maturities of these instruments. Effective July 1, 2008, the Company adopted ASC 820 (previously SFAS 157), Fair Value Measurements Assets measured at fair value on a recurring basis are summarized below. The Company also has convertible notes and derivative liabilities as disclosed in this report that are measured at fair value on a regular basis until paid off or exercised. Available-for-sale securities The Company uses various approaches to measure fair value of available-for-sale securities, while applying the three-level valuation hierarchy for disclosures, specified in ASC 820. Our Level 1 securities were measured using the quoted prices in active markets for identical assets and liabilities. The company’s policy regarding the transfers in and/or out of Level 3 depends on the trading activity of the security, the volatility of the security, and other observable units which clearly represents the fair value of the security. If a level 3 security can be measured using a more fairly represented fair value, we will transfer these securities either into Level 1 or Level 2, depending on the type of inputs. |
Accounts Receivable | ACCOUNTS RECEIVABLE Management reviews the composition of accounts receivable and analyzes historical bad debts. As of March 31, 2021, the Company did not have any accounts receivable. |
Property and Equipment | PROPERTIES AND EQUIPMENT Property and equipment are carried at cost less accumulated depreciation. Depreciation is provided using the straight-line method over the estimated useful life of the assets from three to five years. Expenditures for maintenance and repairs are charged to expense as incurred. |
Revenue Recognition Standards | REVENUE RECOGNITION STANDARDS ASC 606-10 provides the following overview of how revenue is recognized from an entity’s contracts with customers: An entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Step 1: Identify the contract(s) with a customer. Step 2: Identify the performance obligations in the contract. Step 3: Determine the transaction price – The transaction price is the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. Step 4: Allocate the transaction price to the performance obligations in the contract – Any entity typically allocates the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or service promised in the contract. Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation – An entity recognizes revenue when (or as) it satisfies a performance obligation by transferring a promised good or service to a customer (which is when the customer obtains control of that good or service). The amount of revenue recognized is the amount allocated to the satisfied performance obligation. A performance obligation may be satisfied at a point in time (typically for promises to transfer goods to a customer) or over time (typically for promises to transfer service to a customer). For performance obligations satisfied over time, an entity recognizes revenue over time by selecting an appropriate method for measuring the entity’s progress toward complete satisfaction of that performance obligation. (Paragraphs 606-10 25-23 through 25-30). In addition, ASC 606-10 contains guidance on the disclosures related to revenue, and notes the following: It also includes a cohesive set of disclosure requirements that would result in an entity providing users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from the entity’s contracts with customers. Specifically, Section 606-10-50 requires an entity to provide information about: - Revenue recognized from contracts with customers, including disaggregation of revenue into appropriate categories. - Contract balances, including the opening and closing balances of receivables, contract assets, and contract liabilities. - Performance obligations, including when the entity typically satisfies its performance obligations and the transaction prices is that is allocated to the remaining performance obligations in a contract. - Significant judgments, and changes in judgments, made in applying the requirements to those contracts. Additionally, Section 340-40-50 requires an entity to provide quantitative and/or qualitative information about assets recognized from the costs to obtain or fulfill a contract with a customer. The Company’s revenue recognition policies are in compliance with ASC 606-10. The Company recognizes consulting and advisory fee revenues in accordance with the above-mentioned guidelines and expenses are recognized in the period in which the corresponding liability is incurred. |
Stock-Based Compensation | STOCK-BASED COMPENSATION Effective July 1, 2006, the Company adopted ASC 718-10-25 (previously SFAS 123R) and accordingly has adopted the modified prospective application method. Under this method, ASC 718-10-25 is applied to new awards and to awards modified, repurchased, or cancelled after the effective date. Additionally, compensation cost for the portion of awards that are outstanding as of the date of adoption for which the requisite service has not been rendered (such as unvested options) is recognized over a period of time as the remaining requisite services are rendered. |
Risks and Uncertainties | RISKS AND UNCERTAINTIES In the normal course of business, the Company is subject to certain risks and uncertainties. The Company provides its service and receives marketable securities upon execution of transactions. Consequently, the value of the securities received from customers can be affected by economic fluctuations and each customer’s business growth. The actual realized value of these securities could be significantly different than recorded value. |
Recent Accounting Pronouncements | RECENT ACCOUNTING PRONOUNCEMENTS Update No. 2018-13 – August 2018 Fair Value Measurement (Topic 820): Changes to the Disclosure Requirements for Fair Value Measurement Modifications: The following disclosure requirements were modified in Topic 820: 1. In lieu of a roll-forward for Level 3 fair value measurements, a non-public entity is required to disclose transfers into and out of Level 3 of the fair value hierarchy and purchases and issues of Level 3 assets and liabilities. 2. For investments in certain entities that calculate net asset value, an entity is required to disclose the timing of liquidation of an investee’s assets and the date when restrictions from redemption might lapse only if the investee has communicated the timing to the entity or announced the timing publicly. 3. The amendments clarify that the measurement uncertainty disclosure is to communicate information about the uncertainty in measurement as of the reporting date. Additions: The following disclosure requirements were added to Topic 820; however, the disclosures are not required for non-public entities: 1. The changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period. 2. The range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other quantitative information (such as the median or arithmetic average) in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of unobservable inputs used to develop Level 3 fair value measurements. The amendments in this Update are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Update No. 2018-07 – June 2018 Compensation – Stock Compensation (Topic 718) Improvements to Nonemployee Share-Based Payment Accounting Main Provisions: The amendments in this Update expand the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Update No. 2017-13 - September 2017 Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606) FASB Accounting Standards Updates No. 2014-09, Revenue from Contracts with Customers (Topic 606), issued in May 2014 and codified in ASC Topic 606, Revenue from Contracts with Customers, and No. 2016-02. The transition provisions in ASC Topic 606 require that a public business entity and certain other specified entities adopt ASC Topic 606 for annual reporting 3 periods beginning after December 15, 2017, including interim reporting periods within that reporting period. FN2 All other entities are required to adopt ASC Topic 606 for annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. Update No. 2016-10 - April 2016 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing The core principle of the guidance in Topic 606 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: 1. Identify the contract(s) with a customer. 2. Identify the performance obligations in the contract. 3. Determine the transaction price. 4. Allocate the transaction price to the performance obligations in the contract. 5. Recognize revenue when (or as) the entity satisfies a performance obligation. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. The Company has either evaluated or is currently evaluating the implications, if any, of each of these pronouncements and the possible impact they may have on the Company’s financial statements. In most cases, management has determined that the implementation of these pronouncements would not have a material impact on the financial statements taken as a whole. |
Marketable Equity Securities _2
Marketable Equity Securities Available For Sale (Tables) | 9 Months Ended |
Mar. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Fair Value of Investments Marketable Equity Securities | Securities available for sale Level 1 Level 2 Level 3 Total March 31, 2021 None $ 4,796 $ 730,125 $ 734,922 June 30, 2020 None $ 1,448 $ 233,640 $ 235,088 |
Current Liabilities (Tables)
Current Liabilities (Tables) | 9 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Current Liabilities | Current Liabilities of the Company consist of the followings as of March 31, 2021 and June 30, 2020. March 31, 2021 June 30, 2020 Current Liabilities Accounts payable 417,777 354,080 Sub-fund obligations 1,474,775 1,266,634 Accrued expenses 3,014,158 2,798,744 Short-term notes and loans payable 510,922 395,950 Convertible Promissory Notes 219,119 272,207 Due to officers 1,680,243 1,696,274 Advances from customers 516,410 430,500 Derivative liabilities 664,903 310,870 Total Current Liabilities $ 8,498,308 $ 7,525,259 |
Due to Officers (Tables)
Due to Officers (Tables) | 9 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Components of Due to Officers and Directors | Officers/Directors March 31, 2021 June 30, 2020 Henry Fahman 1,016,893 $ 1,032,924 Tam Bui 663,350 $ 663,350 Total $ 1,680,243 $ 1,696,274 |
Stock-Based Compensation Plan (
Stock-Based Compensation Plan (Tables) | 9 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Fair Value of Stock Option Assumptions | The following assumptions were used in the Monte Carlo analysis by Doty Scott Enterprises, Inc., an independent valuation firm, to determine the fair value of the stock options: Risk-free interest rate 1.18 % Expected life 7 years Expected volatility 239.3 % Vesting is based on a one-year cliff from grant date. |
Schedule of Fair Value of Stock Option Issuance Date | The fair value of the Company’s Stock Options as of issuance valuation date is as follows: Holder Issue Date Maturity Date Stock Options Exercise Price Fair Value at Issuance Tam Bui 9/23/2016 9/23/2023 875,000 Fixed price: $0.24 $ 219,464 Frank Hawkins 9/23/2016 9/23/2023 875,000 Fixed price: $0.24 $ 219,464 Henry Fahman 9/23/2016 9/23/2023 4,770,000 Fixed price: $0.24 $ 1,187,984 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 9 Months Ended | |
Mar. 31, 2021 | Jun. 30, 2020 | |
Maximum percentage of outstanding common stock and stock equivalents of investee | 20.00% | |
Marketable securities | $ 734,922 | $ 235,088 |
Accounts receivables | ||
Minimum [Member] | ||
Property and equipment, estimated useful lives of assets | 3 years | |
Maximum [Member] | ||
Property and equipment, estimated useful lives of assets | 5 years | |
American Pacific Plastics, Inc [Member] | ||
Percentage of ownership | 100.00% | |
American Pacific Resources, Inc. [Member] | ||
Percentage of ownership | 100.00% | |
PHILUX Capital Advisors, Inc. [Member] | ||
Percentage of ownership | 100.00% | |
PHI Luxembourg Development S.A. [Member] | ||
Percentage of ownership | 100.00% | |
PHILUX Global Funds SCA, SICAV-RAIF [Member] | ||
Percentage of ownership | 100.00% | |
PHILUX Global General Partners SA [Member] | ||
Percentage of ownership | 100.00% | |
PHI Luxembourg Holding SA [Member] | ||
Percentage of ownership | 100.00% |
Marketable Equity Securities _3
Marketable Equity Securities Available For Sale (Details Narrative) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Marketable securities, fair value | $ 734,922 | $ 235,088 |
Myson Group, Inc [Member] | OTC Markets [Member] | ||
Number of marketable securities available for sale | 905,000 | |
Sports Pouch Beverage Co. [Member] | OTC Markets [Member] | ||
Number of marketable securities available for sale | 292,050,000 | |
Myson Group, Inc & Sports Pouch Beverage Co. [Member] | ||
Marketable securities, fair value | $ 734,922 |
Marketable Equity Securities _4
Marketable Equity Securities Available For Sale - Schedule of Fair value of Investments Marketable Equity Securities (Details) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Marketable securities | $ 734,922 | $ 235,088 |
Level 1 [Member] | ||
Marketable securities | ||
Level 2 [Member] | ||
Marketable securities | 4,796 | 1,448 |
Level 3 [Member] | ||
Marketable securities | $ 730,125 | $ 233,640 |
Other Current Assets (Details N
Other Current Assets (Details Narrative) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Other current assets | $ 265,373 | |
Organizational and Developmental Costs [Member] | Asia Diamond Exchange Inc [Member] | ||
Other current assets | $ 265,373 |
Current Liabilities (Details Na
Current Liabilities (Details Narrative) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Accrued expenses | $ 3,014,158 | $ 2,798,744 |
Accrued salaries | 1,680,149 | |
Accrued interest | 1,334,009 | |
Advance from customers | 516,410 | 430,500 |
Sub-fund obligations | 1,474,775 | $ 1,266,634 |
Short-term Notes [Member] | ||
Notes payable | 446,085 | |
PPP Loan [Member] | ||
Notes payable | 43,750 | |
Convertible Notes Payable [Member] | ||
Notes payable | $ 219,119 |
Current Liabilities - Schedule
Current Liabilities - Schedule of Current Liabilities (Details) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 417,777 | $ 354,080 |
Sub-fund obligations | 1,474,775 | 1,266,634 |
Accrued expenses | 3,014,158 | 2,798,744 |
Short-term notes and loans payable | 510,922 | 395,950 |
Convertible Promissory Notes | 219,119 | 272,207 |
Due to officers | 1,680,243 | 1,696,274 |
Advances from customers | 516,410 | 430,500 |
Derivative liabilities | 664,903 | 310,870 |
Total Current Liabilities | $ 8,498,308 | $ 7,525,259 |
Due to Officers (Details Narrat
Due to Officers (Details Narrative) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Related Party Transactions [Abstract] | ||
Due to officers/directors | $ 1,680,243 | $ 1,696,274 |
Due to Officers - Components of
Due to Officers - Components of Due to Officers and Directors (Details) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Due to officers/directors | $ 1,680,243 | $ 1,696,274 |
Henry Fahman [Member] | ||
Due to officers/directors | 1,016,893 | 1,032,924 |
Tam Bui [Member] | ||
Due to officers/directors | $ 663,350 | $ 663,350 |
Loans and Promissory Notes (Det
Loans and Promissory Notes (Details Narrative) - USD ($) | Mar. 31, 2021 | Jun. 30, 2020 |
Accrued interest | $ 1,334,009 | |
Convertible promissory notes | 219,119 | $ 272,207 |
Derivative liabilities - net | 664,903 | $ 310,870 |
Short-term Notes Payable [Member] | ||
Notes payable | 446,085 | |
Accrued interest | $ 1,329,811 | |
Short-term Notes Payable [Member] | Minimum [Member] | ||
Percentage of short-term notes payable | 0.00% | |
Short-term Notes Payable [Member] | Maximum [Member] | ||
Percentage of short-term notes payable | 36.00% | |
Convertible Promissory Notes [Member] | ||
Accrued interest | $ 3,800 | |
Derivative liabilities - net | $ 150,868 |
Payroll Tax Liabilities (Detail
Payroll Tax Liabilities (Details Narrative) | Mar. 31, 2021USD ($) |
Payroll Tax Liabilities | |
Payroll tax liabilities | $ 5,747 |
Domestication in the State of_2
Domestication in the State of Wyoming (Details Narrative) | 9 Months Ended | |||
Mar. 31, 2021d$ / sharesshares | Jun. 30, 2020$ / sharesshares | Jun. 25, 2020$ / sharesshares | Sep. 20, 2017$ / sharesshares | |
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized | 500,000,000 | 500,000,000 | 500,000,000 | |
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |
Common stock, shares authorized | 40,000,000,000 | 40,000,000,000 | 40,000,000,000 | |
Class B Series I Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 1,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Preferred stock, voting rights | One hundred thousand (100,000) votes. | |||
Board of Directors [Member] | ||||
Purchase price percentage | 120.00% | |||
American Pacific Plastics, Inc [Member] | ||||
Debt conversion of common stock shares issued | 50,000,000 | |||
Debt conversion percentage | 80.00% | |||
Subsidiary [Member] | ||||
Debt description | Alternatively, each share of the Class A Preferred Stock, either Series I, Series II and/or Series IV may be convertible into Common Stock of a subsidiary of PHI Group, Inc.'s, to be determined by the Company's Board of Directors, any time after such subsidiary has become a fully-reporting publicly traded company for at least three months, at a Variable Conversion Price (as defined herein). The Variable Conversion Price to be used in connection with the conversion into Common Stock of a subsidiary of PHI Group, Inc.'s shall mean 50% multiplied by the Market Price (as defined herein), representing a discount rate of 50%, of that Common Stock. "Market Price" means the average Trading Price for the Common Stock of said subsidiary of PHI Group, Inc.'s during the ten (10) trading-day period ending one trading day prior to the date the Conversion Notice is sent by the Holder of the Preferred Stock to the Company via facsimile or email (the "Conversion Date"). | |||
Debt trading days | d | 10 | |||
Voting Common Stock [Member] | ||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | ||
Common stock, shares authorized | 40,000,000,000 | |||
Non-voting Class A Series I Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 50,000,000 | |||
Preferred stock, par value | $ / shares | $ 5 | |||
Non-voting Class A Series II Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 25,000,000 | |||
Preferred stock, par value | $ / shares | $ 5 | |||
Non-voting Class A Series III Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 20,000,000 | |||
Preferred stock, par value | $ / shares | $ 5 | |||
Voting Class A Series IV Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 5,000,000 | |||
Preferred stock, par value | $ / shares | $ 5 | |||
Class A Series I Cumulative Convertible Redeemable Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 50,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Percentage of non-compounding cumulative dividends per annum | 10.00% | |||
Class A Series II Cumulative Convertible Redeemable Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 200,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Percentage of non-compounding cumulative dividends per annum | 8.00% | |||
Class A Series III Cumulative Convertible Redeemable Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 50,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Percentage of non-compounding cumulative dividends per annum | 8.00% | |||
Class A Series IV Cumulative Convertible Redeemable Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 199,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Series I, Series II and/or Series IV Class A Preferred Stock [Member] | ||||
Debt description | Each share of the Class A Preferred Stock, either Series I, Series II or Series IV shall be convertible into the Company's Common Stock any time after two years from the date of issuance at a Variable Conversion Price (as defined herein) of the Common Stock. The "Variable Conversion Price" shall mean 75% multiplied by the Market Price (as defined herein) (representing a discount rate of 25%). "Market Price" means the average Trading Price for the Company's Common Stock during the ten (10) trading-day period ending one trading day prior to the date the Conversion Notice is sent by the Holder of the Class A Preferred Stock to the Company via facsimile or email (the "Conversion Date"). | |||
Debt trading days | d | 10 |
Stockholder's Equity (Details N
Stockholder's Equity (Details Narrative) - USD ($) | 9 Months Ended | ||||
Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 25, 2020 | Sep. 20, 2017 | |
Common stock, shares authorized | 40,000,000,000 | 40,000,000,000 | 40,000,000,000 | ||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||
Preferred stock, shares authorized | 500,000,000 | 500,000,000 | 500,000,000 | ||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||
Treasury stock, shares | 484,767 | 484,767 | 484,767 | ||
Treasury stock, value | $ 44,170 | $ 44,170 | |||
Common stock, shares issued | 23,245,238,069 | 13,232,408,755 | |||
Common stock, shares outstanding | 23,245,238,069 | 13,232,408,755 | |||
Six Holders [Member] | |||||
Number of shares issued for debt conversion | 8,781,230,346 | ||||
Voting Common Stock [Member] | |||||
Common stock, shares authorized | 40,000,000,000 | ||||
Common stock, par value | $ 0.001 | $ 0.001 | |||
Class A Series II Preferred Stock [Member] | |||||
Preferred stock, shares issued | 10,000,000 | ||||
Preferred stock, shares outstanding | 10,000,000 | ||||
Class B Series I Preferred Stock [Member] | |||||
Preferred stock, shares issued | 180,000 | ||||
Preferred stock, shares outstanding | 180,000 |
Stock-Based Compensation Plan_2
Stock-Based Compensation Plan (Details Narrative) - $ / shares | Sep. 23, 2016 | Mar. 31, 2021 | Mar. 18, 2015 |
Employee benefit plan shares of common stock for eligible employees | 1,000,000 | ||
Henry Fahman [Member] | |||
Option grant date exercise price per share | $ 0.24 | ||
Number of option shares | 6,520,000 | ||
Number of options outstanding term | 7 years | ||
Number of options exercisable term | 1 year |
Stock-Based Compensation Plan -
Stock-Based Compensation Plan - Schedule of Fair Value of Stock Option Assumptions (Details) | 9 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Risk-free interest rate | 1.18% |
Expected life | 7 years |
Expected volatility | 239.30% |
Vesting description | Vesting is based on a one-year cliff from grant date. |
Stock-Based Compensation Plan_3
Stock-Based Compensation Plan - Schedule of Fair Value of Stock Option Issuance Date (Details) | 9 Months Ended |
Mar. 31, 2021USD ($)$ / sharesshares | |
Tam Bui [Member] | |
Stock Options Issue Date | Sep. 23, 2016 |
Stock Options Maturity Date | Sep. 23, 2023 |
Stock Options Shares | shares | 875,000 |
Stock Options Exercise Price | $ / shares | $ 0.24 |
Fair Value at Issuance of Stock Option | $ | $ 219,464 |
Frank Hawkins [Member] | |
Stock Options Issue Date | Sep. 23, 2016 |
Stock Options Maturity Date | Sep. 23, 2023 |
Stock Options Shares | shares | 875,000 |
Stock Options Exercise Price | $ / shares | $ 0.24 |
Fair Value at Issuance of Stock Option | $ | $ 219,464 |
Henry Fahman [Member] | |
Stock Options Issue Date | Sep. 23, 2016 |
Stock Options Maturity Date | Sep. 23, 2023 |
Stock Options Shares | shares | 4,770,000 |
Stock Options Exercise Price | $ / shares | $ 0.24 |
Fair Value at Issuance of Stock Option | $ | $ 1,187,984 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | Mar. 31, 2021USD ($) |
The President and the Secretary & Treasurer [Member] | |
Accrued salaries | $ 52,500 |
Contracts and Commitments (Deta
Contracts and Commitments (Details Narrative) | Mar. 23, 2021USD ($)$ / shares | Nov. 20, 2020USD ($) | Nov. 09, 2020USD ($) | Aug. 10, 2020USD ($) | Sep. 20, 2018shares | Oct. 04, 2018EUR (€) | Aug. 06, 2018 | Feb. 21, 2018EUR (€) |
Tecco Group [Member] | ||||||||
Contributed amount | $ 2,000,000 | |||||||
Ownership interest of general partners | 49.00% | |||||||
Payments for contributed amount | $ 156,366 | |||||||
Phat Van Hung Co. Ltd. [Member] | ||||||||
Ownership interest of general partners | 49.00% | |||||||
Xuan Quynh LLC [Member] | ||||||||
Ownership interest of general partners | 49.00% | |||||||
Phat Van Hung Co. Ltd. [Member] | ||||||||
Contributed amount | $ 2,000,000 | |||||||
Xuan Quynh LLC [Member] | ||||||||
Contributed amount | $ 2,000,000 | |||||||
EMA Financial LLC [Member] | Convertible Notes Payable [Member] | ||||||||
Debt amount | $ 100,000 | |||||||
Interest rate | 6.00% | |||||||
Conversion price | $ / shares | $ 0.001 | |||||||
Debt conversion description | This note will mature twelve months from the Issue Date and may be convertible into shares of common stock of the Company at a fixed conversion price of $0.001 per share or may be prepaid on or prior to the 180th calendar day after the Issue Date at a Prepayment Factor of 115%. The Company plans to prepay this note in cash prior to the 180th calendar day after the Issue Date. | |||||||
Business Cooperation Agreement [Member] | Vinafilms JSC [Member] | ||||||||
Percentage of ownership | 51.00% | |||||||
Stock Swap Agreement [Member] | Vinafilms JSC [Member] | ||||||||
Percentage of ownership | 76.00% | |||||||
Stock Swap Agreement [Member] | Vinafilms JSC [Member] | Class A Series III Cumulative Convertible Redeemable Preferred Stock [Member] | ||||||||
Exchange of shares | shares | 50,000,000 | |||||||
Stock Swap Agreement [Member] | Vinafilms JSC [Member] | Common Stock [Member] | ||||||||
Exchange of shares | shares | 3,060,000 | |||||||
Euros [Member] | ||||||||
Investment | € | € 3,500,000 | |||||||
Extra amount to be paid to structuring agent | € | € 1,500,000 |
Going Concern Uncertainty (Deta
Going Concern Uncertainty (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Accumulated deficit | $ (45,250,978) | $ (45,250,978) | $ (44,010,352) | ||
Stockholders' deficit | (7,384,626) | (7,384,626) | $ (7,059,790) | ||
Net loss | $ (691,495) | $ (1,285,643) | $ (1,240,626) | $ (1,865,792) |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) | Jun. 07, 2021USD ($)$ / shares | Mar. 23, 2021USD ($)$ / shares | Jul. 23, 2021hashares | Mar. 31, 2021ha | Dec. 31, 2020ha |
Long Thanh District [Member] | |||||
Area of land | ha | 1,200 | ||||
Long Thanh Multi-Commodities Logistics Center [Member] | |||||
Area of land | ha | 600 | ||||
Convertible Notes Payable [Member] | EMA Financial LLC [Member] | |||||
Debt amount | $ | $ 100,000 | ||||
Interest rate | 6.00% | ||||
Conversion price | $ / shares | $ 0.001 | ||||
Debt conversion description | This note will mature twelve months from the Issue Date and may be convertible into shares of common stock of the Company at a fixed conversion price of $0.001 per share or may be prepaid on or prior to the 180th calendar day after the Issue Date at a Prepayment Factor of 115%. The Company plans to prepay this note in cash prior to the 180th calendar day after the Issue Date. | ||||
Subsequent Event [Member] | |||||
Number of shares issued | 2,835,356,577 | ||||
Number of shares issued for cash | 867,049,520 | ||||
Subsequent Event [Member] | Minimum [Member] | Nui Thanh District [Member] | |||||
Area of land | ha | 200 | ||||
Subsequent Event [Member] | Preferred Stock [Member] | |||||
Number of shares converted | 213,651,293 | ||||
Subsequent Event [Member] | PHILUX Global Funds SCA, SICAV-RAIF [Member] | |||||
Number of shares investment | 235,478,810 | ||||
Subsequent Event [Member] | Convertible Promissory Notes [Member] | |||||
Number of shares issued for debt conversion | 1,514,066,954 | ||||
Subsequent Event [Member] | Non-Convertible Promissory Notes [Member] | |||||
Number of shares issued | 5,000,000 | ||||
Subsequent Event [Member] | Convertible Notes Payable [Member] | EMA Financial LLC [Member] | |||||
Debt amount | $ | $ 100,000 | ||||
Interest rate | 6.00% | ||||
Conversion price | $ / shares | $ 0.001 | ||||
Debt conversion description | This note will mature twelve months from the Issue Date and may be convertible into shares of common stock of the Company at a fixed conversion price of $0.001 per share or may be prepaid on or prior to the 180th calendar day after the Issue Date at a Prepayment Factor of 115%. The Company plans to prepay this note in cash prior to the 180th calendar day after the Issue Date. |