Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2016 | May. 13, 2016 | |
Document And Entity Information | ||
Entity Registrant Name | CLOUDCOMMERCE, INC. | |
Entity Central Index Key | 743,758 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 105,790,195 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,016 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2016 | Jun. 30, 2015 |
CURRENT ASSETS | ||
Cash | $ 78,823 | $ 19,051 |
Accounts receivable, net | 335,772 | 138,308 |
Prepaid and other current Assets | 6,800 | 5,048 |
TOTAL CURRENT ASSETS | 421,395 | 162,407 |
PROPERTY & EQUIPMENT, net | 73,476 | 8,668 |
OTHER ASSETS | ||
Lease deposit | 8,821 | 5,955 |
Internet domain | 20,202 | $ 20,202 |
Goodwill and other intangible assets | 1,785,844 | |
TOTAL OTHER ASSETS | 1,814,867 | $ 26,157 |
TOTAL ASSETS | 2,309,738 | 197,232 |
CURRENT LIABILITIES | ||
Accounts payable | 237,433 | 61,866 |
Accrued expenses | 366,859 | $ 70,713 |
Line of credit | 87,190 | |
Deferred income and customer deposit | 3,998 | $ 11,998 |
Convertible notes and interest payable, current, net | $ 1,501,511 | 619,321 |
Derivative liability | 1,951,201 | |
TOTAL CURRENT LIABILITIES | $ 2,196,991 | 2,715,099 |
LONG TERM LIABILITIES | ||
Convertible notes and interest payable, net | 81,563 | |
Accrued expenses, long term | $ 214,803 | 217,953 |
TOTAL LONG TERM LIABILITIES | 214,803 | 299,516 |
TOTAL LIABILITIES | 2,411,794 | $ 3,014,615 |
SHAREHOLDERS' DEFICIT | ||
Preferred stock, $0.001 par value; 5,000,000 Authorized shares: Series A Preferred stock; 10,000 authorized, 10,000 and zero issued and outstanding shares, respectively; Series B Preferred stock; 20,000 authorized, no shares issued and outstanding; | 10 | |
Common stock, $0.001 par value; 2,000,000,000 authorized shares; 105,790,195 shares issued and outstanding, respectively | 105,790 | $ 105,790 |
Additional paid in capital | 16,403,359 | 7,679,033 |
Accumulated deficit | (16,611,215) | (10,602,206) |
TOTAL SHAREHOLDERS' DEFICIT | (102,056) | (2,817,383) |
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT | 2,309,738 | $ 197,232 |
Series A Preferred Stock [Member] | ||
SHAREHOLDERS' DEFICIT | ||
Preferred stock, $0.001 par value; 5,000,000 Authorized shares: Series A Preferred stock; 10,000 authorized, 10,000 and zero issued and outstanding shares, respectively; Series B Preferred stock; 20,000 authorized, no shares issued and outstanding; | 10 | |
TOTAL SHAREHOLDERS' DEFICIT | 10 | $ 0 |
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT | $ 10 | $ 0 |
Series B Preferred Stock [Member] | ||
SHAREHOLDERS' DEFICIT | ||
Preferred stock, $0.001 par value; 5,000,000 Authorized shares: Series A Preferred stock; 10,000 authorized, 10,000 and zero issued and outstanding shares, respectively; Series B Preferred stock; 20,000 authorized, no shares issued and outstanding; | ||
TOTAL SHAREHOLDERS' DEFICIT | $ 0 | $ 0 |
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT | $ 0 | $ 0 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2016 | Jun. 30, 2015 |
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued | 105,790,195 | 105,790,195 |
Common stock, shares outstanding | 105,790,195 | 105,790,195 |
Series A Preferred Stock [Member] | ||
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 10,000 | 0 |
Preferred stock, shares outstanding | 10,000 | 0 |
Series B Preferred Stock [Member] | ||
Preferred stock, shares authorized | 20,000 | 20,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||||
REVENUE | $ 736,978 | $ 147,651 | $ 1,628,612 | $ 388,634 |
OPERATING EXPENSES | ||||
Salaries and outside services | 783,824 | 219,839 | 1,811,072 | 668,183 |
Selling, general and administrative expenses | 334,683 | 112,612 | 860,599 | 308,588 |
Stock based compensation | 125,695 | 48,803 | 360,837 | 60,187 |
Depreciation and amortization | 7,302 | 1,154 | 15,470 | 3,428 |
TOTAL OPERATING EXPENSES | 1,251,504 | 382,408 | 3,047,978 | 1,040,386 |
LOSS FROM OPERATIONS BEFORE OTHER INCOME AND TAXES | (514,526) | $ (234,757) | (1,419,366) | (651,752) |
OTHER INCOME (EXPENSE) | ||||
Other income | $ (2,814) | (2,593) | 300 | |
Gain (loss) on extinguishment of debt | (570,975) | 118,492 | ||
Gain (loss) on changes in derivative liability | $ (935,250) | (3,258,891) | (81,112) | |
Interest expense | $ 272,538 | 144,762 | 755,947 | 387,562 |
TOTAL OTHER INCOME (EXPENSE) | (275,352) | (1,080,012) | (4,588,406) | (349,882) |
LOSS FROM OPERATIONS BEFORE PROVISION FOR TAXES | (789,878) | $ (1,314,769) | (6,007,772) | (1,001,634) |
PROVISION FOR INCOME TAXES | ||||
PROVISION FOR INCOME TAXES | 1,237 | 1,237 | 1,600 | |
NET LOSS | (791,115) | $ (1,314,769) | (6,009,009) | $ (1,003,234) |
PREFERRED DIVIDEND | 20,000 | 40,000 | ||
NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS | $ (811,115) | $ (1,314,769) | $ (6,049,009) | $ (1,003,234) |
NET LOSS PER SHARE | ||||
BASIC | $ (0.01) | $ (0.01) | $ (0.06) | $ (0.01) |
DILUTED | $ (0.01) | $ (0.01) | $ (0.06) | $ (0.01) |
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING | ||||
BASIC | 105,790,195 | 105,790,195 | 105,790,195 | 105,790,195 |
DILUTED | 105,790,195 | 105,790,195 | 105,790,195 | 105,790,195 |
Condensed Consolidated Stateme5
Condensed Consolidated Statement Of Shareholders' Deficit (Unaudited) - 9 months ended Mar. 31, 2016 - USD ($) | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total |
Balance Common Stock, shares at Jun. 30, 2015 | 105,790,195 | 105,790,195 | |||
Balance, value at Jun. 30, 2015 | $ 105,790 | $ 7,679,033 | $ (10,602,206) | $ (2,817,383) | |
Issuance of Series A Preferred stock, shares | 10,000 | ||||
Issuance of Series A Preferred stock, value | $ 10 | 1,999,990 | 2,000,000 | ||
Reclassification of derivative accounting | 5,636,592 | 5,636,592 | |||
Beneficial conversion feature | 766,907 | 766,907 | |||
Dividend on Series A Preferred stock | (40,000) | (40,000) | |||
Stock based compensation | $ 360,837 | 360,837 | |||
Net loss | $ (6,009,009) | $ (6,009,009) | |||
Balance Preferred Stock, shares at Mar. 31, 2016 | 10,000 | ||||
Balance Common Stock, shares at Mar. 31, 2016 | 105,790,195 | 105,790,195 | |||
Balance, value at Mar. 31, 2016 | $ 10 | $ 105,790 | $ 16,403,359 | $ (16,611,215) | $ (102,056) |
Condensed Consolidated Stateme6
Condensed Consolidated Statement Of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (6,009,009) | $ (1,003,234) |
Adjustment to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 15,470 | 3,428 |
Bad debt expense | 60,411 | (20,099) |
Stock based compensation | 360,837 | 60,187 |
Amortization of debt discount | 635,495 | 333,549 |
(Gain) loss on extinguishment of debt | (570,975) | 118,492 |
Loss on derivative liability | (3,258,891) | (81,112) |
(Increase) Decrease in: | ||
Accounts receivable | (60,485) | (52,254) |
Prepaid and other assets | (1,819) | 4,197 |
Increase (Decrease) in: | ||
Accounts payable | 64,548 | (7,597) |
Accrued expenses | 253,552 | 59,237 |
Deferred income | (8,000) | $ 2,550 |
Other liabilities | 137,461 | |
NET CASH (USED IN) OPERATING ACTIVITIES | (597,065) | $ (561,302) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | 10,436 | $ 2,355 |
Net cash on acquisition | 22,773 | |
Purchase of intangible assets (see Note 6) | 10,000 | |
NET CASH PROVIDED BY/(USED) IN INVESTING ACTIVITIES | 2,337 | $ (2,355) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Dividend paid | 20,000 | |
Proceeds from issuance of notes payable | 674,500 | $ 560,000 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 654,500 | 560,000 |
NET INCREASE/(DECREASE) IN CASH | 59,772 | (3,657) |
CASH, BEGINNING OF YEAR | 19,051 | 50,041 |
CASH, END OF PERIOD | $ 78,823 | 46,384 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Interest paid | 44 | |
Taxes paid | $ 4,332 | $ 1,600 |
Basis Of Presentation
Basis Of Presentation | 9 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements of CloudCommerce, Inc.s (CloudCommerce, we, us, or the Company), have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included. Operating results for the nine months ended March 31, 2016are not necessarily indicative of the results that may be expected for the year ending June 30, 2016. For further information, refer to the financial statements and footnotes thereto included in the Company's Form 10K for the year ended June 30, 2015. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This summary of significant accounting policies of CloudCommerce, Inc. is presented to assist in understanding the Companys financial statements. The financial statements and notes are representations of the Companys management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. The Condensed Consolidated Financial Statements include the Company and its majority-owned subsidiary (Indaba Group, Inc., a Delaware corporation). All significant inter-company transactions are eliminated in consolidation. Accounts Receivable The Company extends credit to its customers, who are located nationwide. Accounts receivable are customer obligations due under normal trade terms. The Company performs continuing credit evaluations of its customers financial condition. Management reviews accounts receivable on a regular basis, based on contracted terms and how recently payments have been received to determine if any such amounts will potentially be uncollected. The Company includes any balances that are determined to be uncollectible in its allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off. The balance of the allowance account at March 31, 2016and June 30, 2015are$68,492 and $4,808 respectively. Revenue Recognition We provide online marketing services that we purchase from third parties. The gross revenue presented in our statement of operations is in accordance with ASC 605-45. The Company recognizes income when the service is provided or when product is delivered. We present revenue, net of customer incentives. Most of the income is generated from professional services and site development fees. For the quarter ended March 31, 2016, 58% of revenue was concentrated with 4 clients, compared to54% of revenue concentrated with 4 clients for the quarter ended March 31, 2015. We also offer professional services such as development services. The fees for development services with multiple deliverables constitute a separate unit of accounting in accordance with ASC 605-25, which are recognized as the work is performed. Upfront fees for development services or other customer services are deferred until certain implementation or contractual milestones have been achieved. The deferred revenue as of March 31, 2016and June 30, 2015was $0 and $8,000, respectively. Stock-Based Compensation The Company addressed the accounting for share-based payment transactions in which an enterprise receives employee services in exchange for either equity instruments of the enterprise or liabilities that are based on the fair value of the enterprises equity instruments or that may be settled by the issuance of such equity instruments. The transactions are accounted for using a fair-value-based method and recognized as expenses in our statement of income.There was no material impact on the Companys financial statement of operations. Stock-based compensation expense recognized during the period is based on the value of the portion of stock-based payment awards that is ultimately expected to vest. Stock-based compensation expense recognized in the consolidated statement of operations during the quarter ended March 31, 2016, included compensation expense for the stock-based payment awards granted prior to, but not yet vested, as of March 31, 2016based on the grant date fair value estimated. Stock-based compensation expense recognized in the statement of operations for the quarter ended March 31, 2016is based on awards ultimately expected to vest, or has been reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The stock-based compensation expense recognized in the consolidated statements of operations during the nine months ended March 31, 2016and 2015 was $360,837 and $60,187, respectively. Basic and Diluted Net Income (Loss) per Share Calculations Income (Loss) per Share dictates the calculation of basic earnings per share and diluted earnings per share. Basic earnings per share are computed by dividing income available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The shares for employee options, warrants and convertible notes were used in the calculation of the income per share. For the three and nine months ended March 31, 2016, the Company has excluded 126,000,000 options, 28,019,163 warrants outstanding, 10,000 preferred shares and shares issuable from $2,060,747 in convertible notes, because their impact on the loss per share is anti-dilutive. For the three months ended March 31, 2015, the Company has excluded 91,000,000 options, 28,019,163 warrants outstanding, and shares issuable from $1,084,884 in convertible notes, because their impact on the loss per share is anti-dilutive. Dilutive per share amounts are computed using the weighted-average number of common shares outstanding and potentially dilutive securities, using the treasury stock method if their effect would be dilutive. Recently Issued Accounting Pronouncements Management reviewed accounting pronouncements issued during the three months ended December 31, 2015, and no pronouncements were adopted during the period. The Company notes that the following accounting pronouncement was issued, but was not adopted: Accounting Standards Update 2015-16 This pronouncement relates to a company that has reported provisional amounts for items in a business combination for which the accounting is incomplete by the end of the reporting period in which the combination occurs and during the measurement period have an adjustment to provisional amounts recognized. Based on the nature of this pronouncement and the types of acquisitions the Company is likely to attract, it is not likely that this pronouncement will be adopted or have an effect on the financial statements. |
Liquidity And Operations
Liquidity And Operations | 9 Months Ended |
Mar. 31, 2016 | |
Liquidity And Operations | |
Liquidity and Operations | 3. LIQUIDITY AND OPERATIONS The Company had net lossof $6,009,009for the nine months endedMarch 31, 2016and net lossof $1,003,234 for the nine months ended March 31, 2015, and net cash used in operating activities of $597,065 and $561,302 for the same periods, respectively. While the Company expects that its capital needs in the foreseeable future may be met by cash-on-hand and projected positive cash-flow, there is no assurance that the Company will be able to generate enough positive cash flow or have sufficient capital to finance its growth and business operations, or that such capital will be available on terms that are favorable to the Company or at all. In the current financial environment, it could become difficult for the Company to obtain equipment leases and other business financing. There is no assurance that the Companywould be able to obtain additional working capital through the private placement of common stock or from any other source. Going Concern The accompanying financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets and liabilities and commitments in the normal course of business. The accompanying financial statements do not reflect any adjustments that might result if the Company is unable to continue as a going concern. The Company does not generate significant revenue, and has negative cash flows from operations, which raise substantial doubt about the Companys ability to continue as a going concern. The ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, an additional cash infusion. The Company has obtained funds from its shareholders since its inception. It is managements plan to generate additional working capital from increasing sales from its desktop and mobile service offerings, and then continue to pursue its business plan and purposes. |
Business Acquisitions
Business Acquisitions | 9 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Business Acquisitions | 4. BUSINESS ACQUISITIONS Indaba Group, LLC On October 1, 2015, the Company completed the acquisition of Indaba Group, LLC, a Colorado limited liability company. As of that date, the Companys operating subsidiary, Warp 9, Inc, a Delaware corporation, merged with Indaba Group, LLC and the name of the combined subsidiary was changed to Indaba Group, Inc. The total purchase price of two million dollars ($2,000,000), was paid in the form of the issuance of ten thousand (10,000) shares of the Company's Series A Convertible Preferred Stock, at a liquidation preference of two hundred dollars ($200) per share and payment of working capital surplus in the amount of $70,597. As of the date of closing, Ryan Shields and Blake Gindi, two of the owners of Indaba Group, LLC, were appointed to the Companys board of directors. Under the purchase method of accounting, the transactions were valued for accounting purposes at $2,000,000, which was the fair value of Indaba at the time of acquisition. The assets and liabilities of Indaba were recorded at their respective fair values as of the date of acquisition. The Company has initially determined there were no other separately identifiable intangible assets, any difference between the cost of the acquired entity and the fair value of the assets acquired and liabilities assumed is recorded as goodwill. The acquisition date estimated fair value of the consideration transferred consisted of the following: Tangible assets acquired $ 417,701 Liabilities assumed (193,890 ) Net tangible assets 223,811 Goodwill 1,776,189 Total purchase price $ 2,000,000 The above estimated fair value of the intangible assets is based on a preliminary purchase price allocation prepared by management. As a result, during the preliminary purchase price allocation period, which may be up to one year from the business combination date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. After the preliminary purchase price allocation period, we record adjustments to assets acquired or liabilities assumed subsequent to the purchase price allocation period in our operating results in the period in which the adjustments were determined. Pro forma results The following tables set forth the unaudited pro forma results of the Company as if the acquisition of Indaba had taken place on the first day of the periods presented. These combined results are not necessarily indicative of the results that may have been achieved had the companies been combined as of the first day of the periods presented. Nine months ended, March 31, 2016 Nine months ended, March 31, 2015 Total revenues $ 2,290,452 $ 2,005,595 Net loss (6,067,177 ) (793,145 ) Basic and diluted net loss per common share $ (0.06 ) $ (0.00 ) |
Convertible Notes Payable
Convertible Notes Payable | 9 Months Ended |
Mar. 31, 2016 | |
Convertible Notes Payable | |
Convertible Notes Payable | 5. CONVERTIBLE NOTES PAYABLE During the quarter ended December 31, 2015, the Company signed addenda to each of its outstanding convertible notes, fixing the conversion price at $0.004. Before the addenda, the conversion price for each of the notes was tied to the trading price of the Companys common stock. Because of that fluctuation, the Company was required to report derivative gains and losses each quarter, which was included in earnings, and an overall derivative liability balance on the balance sheet. Accordingly, per ASC 815, the derivative liability on the note was extinguishedand re-valued per ASC 470 as a beneficial conversion feature, where applicable, to be expensed in the statement of operations.The Company has eliminated the derivative liability balance on the balance sheet and discontinued the gain/loss reporting on the income statement. On March 25, 2013, the Company issued a convertible promissory note (the March 2013 Note) in the amount of up to $100,000, at which time an initial advance of $50,000 was received to cover operational expenses. The lender advanced an additional $20,000 on April 16, 2013, an additional $15,000 on May 1, 2013 and an additional $15,000 on May 16, 2013, for a total draw of $100,000. The terms of the March 2013 Note, as amended, allow the lender to convert all or part of the outstanding balance plus accrued interest, at any time after the effective date, at a conversion price of $0.004. The March 2013 Note bears interest at a rate of 10% per year and is payable upon demand, but in no event later than 60 months from the effective date of each tranche. On May 23, 2014, the lender converted $17,000 of the $100,000 outstanding balance and accrued interest of $1,975 into 4,743,699 shares of common stock. On October 14, 2014, the lender converted $17,000 of the $100,000 outstanding balance and accrued interest of $2,645 into 4,911,370 shares of common stock. The balance of the March 2013 Note, as of March 31, 2016 is $85,440, which includes $19,440 of accrued interest. On May 16, 2013, the Company issued convertible promissory note (the May 2013 Note) in the amount of $100,000, at which time an initial advance of $10,000 was received to cover operational expenses. The lender advanced an additional $20,000 onJune 3, 2013, an additional $25,000 on July 2, 2013, an additional $10,000 on September 3, 2013 and an additional $35,000 on February 18, 2014, for a total draw of $100,000. The terms of the May 2013 Note, as amended, allow the lender to convert all or part of the outstanding balance plus accrued interest, at a conversion price of $0.004. The Company recognized a discount on the May 2013 Note in the amount of $100,000, due to the beneficial conversion feature. This discount was recognized over twelve months, and has been fully amortized as of September 30, 2015. The May 2013 Note bears interest at a rate of 10% per year and payable upon demand, but in no event later than 60 months from the effective date of each tranche. The balance of the May 2013 Note, as of March 31, 2016 is $125,379, which includes $25,379 of accrued interest. On March 4, 2014, the Company issued a convertible promissory note (the March 2014 Note) in the amount of $250,000, at which time an initial advance of $25,000 was received to cover operational expenses. The lender advanced an additional $20,000 on March 17, 2014 and an additional $30,000 on April 2, 2014, for a total draw of $75,000. The terms of the March 2014 Note, as amended, allow the lender to convert all or part of the outstanding balance plus accrued interest, at a conversion price of $0.004. The Company recorded a debt discount of $75,000 related to the beneficial conversion feature of the March 2014 Note On April 16, 2014, the Company issued a convertible promissory note (the April 2014 Note) in the amount of $300,000, at which time an initial advance of $40,000 was received to cover operational expenses. The lender advanced an additional $55,000 on April 30, 2014, an additional $40,000 on May 16, 2014, an additional $40,000 on June 2, 2014, an additional $35,000 on June 30, 2014, an additional $40,000 on July 18, 2014, and an additional $50,000 on August 15, 2014, for a total draw of $300,000. The terms of the April 2014 Note, as amended, allow the lender to convert all or part of the outstanding balance plus accrued interest, at any time after the effective date, at a conversion price of $0.004. The Company recorded debt discount of $300,000 related to the conversion feature of the April 2014 Note On September 5, 2014, the Company issued a convertible promissory note (the September 2014 Note) in the amount of $250,000, at which time an initial advance of $40,000 was received to cover operational expenses. The lender advanced an additional $10,000 on September 17, 2014, an additional $30,000 on October 1, 2014, an additional $40,000 on October 16, 2014, an additional $40,000 on October 31, 2014, an additional $40,000 on November 18, 2014, and an additional $50,000 on December 16, 2014, for a total draw of $250,000. The terms of the September 2014 Note, as amended, allow the lender to convert all or part of the outstanding balance plus accrued interest, at any time after the effective date, at a conversion price of $0.004. The Company recorded a debt discount of $250,000 related to the conversion feature of the September 2014 Note On January 5, 2015, the Company issued a convertible promissory note (the January 2015 Note) in the amount of $250,000, at which time an initial advance of $30,000 was received to cover operational expenses. The lender advanced an additional $45,000 on January 20, 2015, an additional $45,000 on February 2, 2015, an additional $35,000 on February 16, 2015, an additional $35,000 on March 2, 2015, an additional $30,000 on March 17, 2015,an additional $20,000 on April 2, 2015, and an additional $10,000 on April 17, 2015, for a total draw of $250,000. The terms of the January 2015 Note, as amended, allow the lender to convert all or part of the outstanding balance plus accrued interest, at any time after the effective date, at a conversion price of $0.004. The Company recorded a debt discount of $250,000 related to the conversion feature of the January 2015 Note On May 4, 2015, the Company issueda convertible promissory note (the May 2015 Note) in the amount of $250,000, at which time an initial advance of $33,000 was received to cover operational expenses. The lender advanced an additional $43,000 on May 18, 2015, an additional $45,000 on June 2, 2015, an additional $10,000 on June 17, 2015, an additional $38,000 on July 2, 2015, an additional $37,000 on July 17, 2015, and additional $10,000 on August 5, 2015, and an additional $34,000 on August 19, 2015, for a total draw of $250,000. The terms of the May 2015 Note, as amended, allow the lender to convert all or part of the outstanding balance plus accrued interest, at any time after the effective date, at a conversion price of $0.004. The Company recorded a debt discount of $250,000 related to the conversion feature of the May 2015 Note On August 19, 2015, the Company issued a convertible promissory note (the August 2015 Note) in the amount of $250,000, at which time an initial advance of $3,000 was received to cover operational expenses. The lender advanced an additional $40,000 on September 1, 2015, and an additional $31,000 on September 17, 2015, for a total draw of $74,000. The terms of the August 2015 Note, as amended, allow the lender to convert all or part of the outstanding balance plus accrued interest, at any time after the effective date, at a conversion price of $0.004. The Company recorded a debt discount of $74,000 related to the conversion feature of the August 2015 Note On October 1, 2015, the Company issued a convertible promissory note (the October 2015 Note) in the amount of $1,000,000, at which time an initial advance of $38,000 was received to cover operational expenses. The lender advanced an additional $38,500 on October 16, 2015, an additional $65,000 on November 17, 2015, an additional $32,000 on December 7, 2015, an additional $60,000 on December 17, 2015, an additional $35,000 on January 4, 2016, an additional $52,000 on January 19, 2016, an additional $58,000 on February 2, 2016, an additional $36,000 on February 18, 2016, an additional $40,000 on March 2, 2016, and an additional $27,000 on March 21, 2016, for a total draw of $481,500. The terms of the October 2015 Note, as amended, allow the lender to convert all or part of the outstanding balance plus accrued interest, at any time after the effective date, at a conversion price of $0.004. The October 2015 Note bears interest at a rate of 10% per year and matures 12 months from the effective date of each advance. The Company recorded a debt discount of $481,500 related to the conversion feature of the October 2015 Note Following is the five year maturity schedule for our convertible notes payable: Year ended June 30, Amount Due 2016 $ 911,701 2017 $ 589,810 2018 $ 2019 $ 2020 $ Fair value of financial instruments The Companys financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities are carried at cost, which approximates their fair value, due to the relatively short maturity of these instruments. As of March 31, 2016and 2015, the Companys notes payable have stated borrowing rates that are consistent with those currently available to the Company and, accordingly, the Company believes the carrying value of these debt instruments approximates their fair value. 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. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. We measure certain financial instruments at fair value on a recurring basis. As of March 31, 2016 the Company had no Assets and liabilities measured at fair value on a recurring basis per ASC Topic 820. Assets and liabilities measured at fair value on a recurring basis are as follows at June 30, 2015: Total (Level 1) (Level 2) (Level 3) Liabilities Derivative liability 1,951,201 1,951,201 Total liabilities measured at fair value $ 1,951,201 $ $ $ 1,951,201 The following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value: Beginning balance as of July 1, 2015 $ 1,951,201 Fair value on issuance of debt 426,500 Change on settlement of debt (5,636,592 ) Loss on change in derivative liability 3,258,891 Ending balance as of December 31, 2015 $ |
Related Parties
Related Parties | 9 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Parties | 6. RELATED PARTIES During the three months ended March 31, 2016, the Company had the following related party transactions: On January 12, 2016, the Company borrowed $100,000 from Bountiful Capital, LLC to cover operating costs. The loan was offered interest free on a short term basis, and is due February 12, 2016. The Chief Financial Officer of the Company, Greg Boden, is also the President of Bountiful Capital, LLC. Therefore, this loan transaction was with a related party. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Mar. 31, 2016 | |
Intangible Assets | |
Intangible Assets | 7. INTANGIBLE ASSETS On June 26, 2015, the Company purchased the rights to the domain CLOUDCOMMERCE.COM, from a private party at a purchase price of $20,000, plus transaction costs of $202, and will be used as the main landing page for the Company. The total recorded cost of this domain of $20,202 has been included in other assets on the balance sheet. As of September 30, 2015, we determined that this domain has an indefinite useful life, and as such, is not included in depreciation and amortization expense. The Company will assess this intangible asset annually for impairment, in addition to it being classified with indefinite useful life. On September 22, 2015, the Company purchased the trademark rights of CLOUDCOMMERCE, from a private party at a purchase price of $10,000. The total recorded cost of this trademark of $10,000 has been included in other assets on the balance sheet. The trademark expires in 2020 and may be renewed for an additional 10 years. Therefore, as of September 30, 2015, we determined that this intangible asset has adefinite useful life of 174 months, and as such, will be included in depreciation and amortization expense. For the quarter ended March 31, 2016, the Company included $172 in depreciation and amortization expense related to this trademark. |
Capital Stock
Capital Stock | 9 Months Ended |
Mar. 31, 2016 | |
Capital Stock | |
Capital Stock | 8. CAPITAL STOCK At March 31, 2016 the Companys authorized stock consists of 2,000,000,000 shares of common stock, par value $0.001 per share. At March 31, 2015 the Companys authorized stock consists of 495,000,000 shares of common stock, par value $0.001 per share. The Company is also authorized to issue 5,000,000 shares of preferred stock, par value of $0.001 per share. The rights, preferences and privileges of the holders of the preferred stock will be determined by the Board of Directors prior to issuance of such shares. The Company has designated 10,000 shares of its preferred stock as Series A Convertible Preferred Stock and 20,000 shares of its preferred stock as Series B Preferred Stock. Each share of Series A Preferred stock is convertible into 10,000 shares of the Companys common stock. The holders of outstanding shares of Series A Preferred Stock shall be entitled to receive dividends, payable quarterly, out of any assets of the Corporation legally available therefor, at the rate of Eight dollars ($8) per share per annum, payable in preference and priority to any payment of any dividend on the Common Stock. Each share of Series B Preferred Stock shall have a stated value of $100.00 The Series B Preferred Stock is convertible into shares of fully paid and non-assessable shares of the Company's common stock by dividing the Stated Value by a conversion price of $0.004 per share. The holders of outstanding shares of the Series B Preferred Stock shall be entitled to receive dividends, payable when Series B Preferred Stock is converted to Common Stock, out of any assets of the Corporation legally available at the rate of 10% per annum based on the Share Value, The right to such dividends on the Series B Preferred Stock shall be cumulative. At the sole option of the Holder, dividends can be converted into Common Stock at the Conversion Price. Series B Preferred shall not be entitled to vote, as a separate class or otherwise, on any matter presented to the stockholders of the Corporation for their action or consideration at any meeting of stockholders of the Corporation. On October 1, 2015, the Company completed the acquisition of Indaba Group, LLC, a Colorado limited liability company. The Company paid two million dollars ($2,000,000) for the acquisition in the form of ten thousand (10,000) shares of the Company's Series A Convertible Preferred Stock, at a liquidation preference of two hundred dollars ($200) per share. The Company has accrued $20,000 in dividends payable as of March 31, 2016. |
Stock Options And Warrants
Stock Options And Warrants | 9 Months Ended |
Mar. 31, 2016 | |
Stock Options And Warrants | |
Stock Options and Warrants | 9. STOCK OPTIONS AND WARRANTS Stock Options Our 2003 Stock Option Plan for Directors, Officers, Employees and Key Consultants (the 2003 Plan) authorizing the issuance of up to 5,000,000 shares of our common stock pursuant to the grant and exercise of up to 5,000,000 stock options terminated upon the expiration of the remaining options granted under the 2003 Plan on May 24, 2014. In the future, we plan to establish a new stock option plan pursuant to which stock options may be authorized and granted to our executive officers, directors, employees and key consultants. We expect to authorize up to 10% of our issued and outstanding Common Stock for future issuance under such plan. We believe that stock option awards motivate our employees to work to improve our business and stock price performance, thereby further linking the interests of our senior management and our stockholders. The board considers several factors in determining whether awards are granted to an executive officer, including those previously described, as well as the executives position, his or her performance and responsibilities, and the amount of options, if any, currently held by the officer and their vesting schedule. Our policy prohibits backdating options or granting them retroactively. As of March 31, 2016, 126,000,000 stock options granted outside of the Plan were outstanding. The Company used the historical industry index to calculate volatility, since the Companys stock history did not represent the expected future volatility of the Companys common stock. The weighted average remaining contractual life of options outstanding as of March 31, 2016 was as follows: Weighted Average Number of remaining Exercise options contractual prices outstanding life (years) $ 0.015 35,000,000 6.41 $ 0.013 63,000,000 6.06 $ 0.013 15,000,000 5.97 $ 0.053 12,500,000 3.37 $ 0.004 500,000 5.54 126,000,000 A summary of the Companys stock option activity and related information follows: Period ended Weighted average exercise Options price Outstanding -beginning of period 91,000,000 $ 0.012 Granted 35,000,000 $ 0.015 Exercised Forfeited Outstanding - end of period 126,000,000 $ 0.013 Exercisable at the end of period 49,235,616 $ 0.011 Weighted average fair value of options granted during the year $ 525,000 Warrants During the quarter ended March 31, 2016, the Company issued no warrants for services. A summary of the Companys warrant activity and related information follows: Period ended Weighted average exercise Warrants price Outstanding -beginning of period 28,019,163 $ 0.003 Granted $ Exercised $ Forfeited $ Outstanding and exercisable - end of period 28,019,163 $ 0.003 The weighted average remaining contractual life of warrants outstanding as of March 31, 2016 was as follows: Weighted Average Number of remaining Exercise options contractual prices outstanding life (years) $ 0.003 28,019,163 0.27 |
Supplemental Statement Of Cash
Supplemental Statement Of Cash Flows Information | 9 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Statement of Cash Flows Information | 10. SUPPLEMENTAL STATEMENT OF CASH FLOWS INFORMATION During the period ended March 31, 2016 and 2015, there werenon-cash financing activities as follows: 2016 2015 Preferred stock issued for acquisition $ 2,000,000 $ Reclassification of derivative accounting $ 5,636,592 $ |
Concentrations
Concentrations | 9 Months Ended |
Mar. 31, 2016 | |
Risks and Uncertainties [Abstract] | |
Concentrations | 11. CONCENTRATIONS For the three months ended March 31, 2016 and 2015, the Company had fourand fourmajor customers who represented approximately 58% and 54% of total revenue, respectively. For the nine months ended March 31, 2016 and 2015, the Company had three and five major customers who represented approximately 50% and 45% of total revenue, respectively. At March 31, 2016 and June 30, 2015, accounts receivable from four and four customers, respectively, represented approximately 44% and 63% of total accounts receivable, respectively. The customers comprising the concentrations within the accounts receivable are not the same customers that comprise the concentrations with the revenues discussed above. |
Commitments
Commitments | 9 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | 12. COMMITMENTS On May 21, 2014, the Company reached a settlement with a prior landlord for the reduction of past due rent and a payment schedule to pay off the remaining amount due. The total amount due, $227,053, was settled in the amount of $40,250, paid in monthly payments of $350. Once the $40,250 is paid off, the Company will recognize a gain on settlement of debt in the amount of $186,803. This debt is reported in long term liabilities, with the current portion of the payments reported in current liabilities. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Mar. 31, 2016 | |
Subsequent Events | |
Subsequent Events | 13. SUBSEQUENT EVENTS Management has evaluated subsequent events according to the requirements of ASC TOPIC 855, and has reported the following events: On April 1, 2016, the Company received an advance of $22,000, on the October 2015 Note. On April 18, 2016, the Company entered into an unsecured promissory note (the April 2016 Note) in the amount of $500,000, at which time an initial advance of $35,500 was received to cover operational expenses. The April 2016 Note is payable upon demand, but in no case later than April 18, 2019.The April 2016 Note bears interest at a rate of 5% per year. On May 2, 2016, the Company received an additional advance of $41,000, on the April 2016 Note. |
Summary Of Significant Accoun20
Summary Of Significant Accounting Policies (Policies) | 9 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Accounts Receivable | Accounts Receivable The Company extends credit to its customers, who are located nationwide. Accounts receivable are customer obligations due under normal trade terms. The Company performs continuing credit evaluations of its customers financial condition. Management reviews accounts receivable on a regular basis, based on contracted terms and how recently payments have been received to determine if any such amounts will potentially be uncollected. The Company includes any balances that are determined to be uncollectible in its allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off. The balance of the allowance account at March 31, 2016and June 30, 2015are$68,492 and $4,808 respectively. |
Revenue Recognition | Revenue Recognition We provide online marketing services that we purchase from third parties. The gross revenue presented in our statement of operations is in accordance with ASC 605-45. The Company recognizes income when the service is provided or when product is delivered. We present revenue, net of customer incentives. Most of the income is generated from professional services and site development fees. For the quarter ended March 31, 2016, 58% of revenue was concentrated with 4 clients, compared to54% of revenue concentrated with 4 clients for the quarter ended March 31, 2015. We also offer professional services such as development services. The fees for development services with multiple deliverables constitute a separate unit of accounting in accordance with ASC 605-25, which are recognized as the work is performed. Upfront fees for development services or other customer services are deferred until certain implementation or contractual milestones have been achieved. The deferred revenue as of March 31, 2016and June 30, 2015was $0 and $8,000, respectively. |
Stock-Based Compensation | Stock-Based Compensation The Company addressed the accounting for share-based payment transactions in which an enterprise receives employee services in exchange for either equity instruments of the enterprise or liabilities that are based on the fair value of the enterprises equity instruments or that may be settled by the issuance of such equity instruments. The transactions are accounted for using a fair-value-based method and recognized as expenses in our statement of income.There was no material impact on the Companys financial statement of operations. Stock-based compensation expense recognized during the period is based on the value of the portion of stock-based payment awards that is ultimately expected to vest. Stock-based compensation expense recognized in the consolidated statement of operations during the quarter ended March 31, 2016, included compensation expense for the stock-based payment awards granted prior to, but not yet vested, as of March 31, 2016based on the grant date fair value estimated. Stock-based compensation expense recognized in the statement of operations for the quarter ended March 31, 2016is based on awards ultimately expected to vest, or has been reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The stock-based compensation expense recognized in the consolidated statements of operations during the nine months ended March 31, 2016and 2015 was $360,837 and $60,187, respectively. |
Basic and Diluted Net Income (Loss) Per Share Calculations | Basic and Diluted Net Income (Loss) per Share Calculations Income (Loss) per Share dictates the calculation of basic earnings per share and diluted earnings per share. Basic earnings per share are computed by dividing income available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The shares for employee options, warrants and convertible notes were used in the calculation of the income per share. For the three and nine months ended March 31, 2016, the Company has excluded 126,000,000 options, 28,019,163 warrants outstanding, 10,000 preferred shares and shares issuable from $2,060,747 in convertible notes, because their impact on the loss per share is anti-dilutive. For the three months ended March 31, 2015, the Company has excluded 91,000,000 options, 28,019,163 warrants outstanding, and shares issuable from $1,084,884 in convertible notes, because their impact on the loss per share is anti-dilutive. Dilutive per share amounts are computed using the weighted-average number of common shares outstanding and potentially dilutive securities, using the treasury stock method if their effect would be dilutive. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Management reviewed accounting pronouncements issued during the three months ended December 31, 2015, and no pronouncements were adopted during the period. The Company notes that the following accounting pronouncement was issued, but was not adopted: Accounting Standards Update 2015-16 This pronouncement relates to a company that has reported provisional amounts for items in a business combination for which the accounting is incomplete by the end of the reporting period in which the combination occurs and during the measurement period have an adjustment to provisional amounts recognized. Based on the nature of this pronouncement and the types of acquisitions the Company is likely to attract, it is not likely that this pronouncement will be adopted or have an effect on the financial statements. |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Business Acquisitions Tables | |
Schedule of Estimated Fair Value of the Consideration Transferred | The acquisition date estimated fair value of the consideration transferred consisted of the following: Tangible assets acquired $ 417,701 Liabilities assumed (193,890 ) Net tangible assets 223,811 Goodwill 1,776,189 Total purchase price $ 2,000,000 |
Schedule of Unaudited Pro Forma Results of Acquisition of Indaba | The following tables set forth the unaudited pro forma results of the Company as if the acquisition of Indaba had taken place on the first day of the periods presented. These combined results are not necessarily indicative of the results that may have been achieved had the companies been combined as of the first day of the periods presented. Nine months ended, March 31, 2016 Nine months ended, March 31, 2015 Total revenues $ 2,290,452 $ 2,005,595 Net loss (6,067,177 ) (793,145 ) Basic and diluted net loss per common share $ (0.06 ) $ (0.00 ) |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Convertible Notes Payable Tables | |
Schedule of Maturity of Convertible Notes Payable | Following is the five year maturity schedule for our convertible notes payable: Year ended June 30, Amount Due 2016 $ 911,701 2017 $ 589,810 2018 $ 2019 $ 2020 $ |
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis | Assets and liabilities measured at fair value on a recurring basis are as follows at June 30, 2015: Total (Level 1) (Level 2) (Level 3) Liabilities Derivative liability 1,951,201 1,951,201 Total liabilities measured at fair value $ 1,951,201 $ $ $ 1,951,201 |
Schedule of Reconcilation of Derivative Liability | The following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value: Beginning balance as of July 1, 2015 $ 1,951,201 Fair value on issuance of debt 426,500 Change on settlement of debt (5,636,592 ) Loss on change in derivative liability 3,258,891 Ending balance as of December 31, 2015 $ |
Stock Options And Warrants (Tab
Stock Options And Warrants (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Stock Options And Warrants Tables | |
Summary of Weighted Average Remaining Contractual Life of Options Outstanding | The weighted average remaining contractual life of options outstanding as of March 31, 2016 was as follows: Weighted Average Number of remaining Exercise options contractual prices outstanding life (years) $ 0.015 35,000,000 6.41 $ 0.013 63,000,000 6.06 $ 0.013 15,000,000 5.97 $ 0.053 12,500,000 3.37 $ 0.004 500,000 5.54 126,000,000 |
Summary of Stock Option Activity | A summary of the Companys stock option activity and related information follows: Period ended Weighted average exercise Options price Outstanding -beginning of period 91,000,000 $ 0.012 Granted 35,000,000 $ 0.015 Exercised Forfeited Outstanding - end of period 126,000,000 $ 0.013 Exercisable at the end of period 49,235,616 $ 0.011 Weighted average fair value of options granted during the year $ 525,000 |
Summary of Stock Warrants | A summary of the Companys warrant activity and related information follows: Period ended Weighted average exercise Warrants price Outstanding -beginning of period 28,019,163 $ 0.003 Granted $ Exercised $ Forfeited $ Outstanding and exercisable - end of period 28,019,163 $ 0.003 |
Summary of Weighted Average Remaining Contractual Life of Warrants Outstanding | The weighted average remaining contractual life of warrants outstanding as of March 31, 2016 was as follows: Weighted Average Number of remaining Exercise options contractual prices outstanding life (years) $ 0.003 28,019,163 0.27 |
Supplemental Statement Of Cas24
Supplemental Statement Of Cash Flows Information (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Supplemental Statement Of Cash Flows Information Tables | |
Schedule of Non-Cash Financing Activities | During the period ended March 31, 2016 and 2015, there werenon-cash financing activities as follows: 2016 2015 Preferred stock issued for acquisition $ 2,000,000 $ Reclassification of derivative accounting $ 5,636,592 $ |
Business Acquisitions (Schedule
Business Acquisitions (Schedule Of Estimated Fair Value Of The Consideration Transferred) (Details) - Indaba Group, LLC [Member] | Oct. 01, 2015USD ($) |
Business Acquisition [Line Items] | |
Tangible assets acquired | $ 417,701 |
Liabilities assumed | 193,890 |
Net tangible assets | 223,811 |
Goodwill | 1,776,189 |
Total purchase price | $ 2,000,000 |
Business Acquisitions (Schedu26
Business Acquisitions (Schedule Of Unaudited Pro Forma Results Of Acquisition Of Indaba) (Details) - Pro Forma [Member] - USD ($) | 9 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Total revenues | $ 2,290,452 | $ 2,005,595 |
Net loss | $ (6,067,177) | $ (793,145) |
Basic and diluted net loss per common share | $ (0.06) | $ 0 |
Convertible Notes Payable (Sche
Convertible Notes Payable (Schedule Of Maturity Of Convertible Notes Payable) (Details) - Amount Due [Member] | Mar. 31, 2016USD ($) |
Year Ended June 30, | |
2,016 | $ 911,701 |
2,017 | $ 589,810 |
2,018 | |
2,019 | |
2,020 |
Convertible Notes Payable (Sc28
Convertible Notes Payable (Schedule of Fair Value Assets And Liabilities Measured On Recurring Basis) (Details) | Jun. 30, 2015USD ($) |
Liabilities | |
Derivative liability | $ 1,951,201 |
Total liabilities measured at fair value | $ 1,951,201 |
Level 1 [Member] | |
Liabilities | |
Derivative liability | |
Total liabilities measured at fair value | |
Level 2 [Member] | |
Liabilities | |
Derivative liability | |
Total liabilities measured at fair value | |
Level 3 [Member] | |
Liabilities | |
Derivative liability | $ 1,951,201 |
Total liabilities measured at fair value | $ 1,951,201 |
Convertible Notes Payable (Sc29
Convertible Notes Payable (Schedule Of Reconcilation Of Derivative Liability) (Details) - Derivative Liabilities [Member] | 6 Months Ended |
Dec. 31, 2015USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Beginning balance as of July 1, 2015 | $ 1,951,201 |
Fair value on issuance of debt | 426,500 |
Change on settlement of debt | 5,636,592 |
Loss on change in derivative liability | $ 3,258,891 |
Ending balance as of December 31, 2015 |
Stock Options And Warrants (Sum
Stock Options And Warrants (Summary Of Weighted Average Remainining Contractual Life Of Options) (Details) - $ / shares | 9 Months Ended | |
Mar. 31, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of options outstanding | 126,000,000 | 91,000,000 |
Stock Options [Member] | Exercise Price 0.015 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Excerise prices | $ 0.015 | |
Number of options outstanding | 35,000,000 | |
Weighted Average remaining contractual life (years) | 6 years 4 months 28 days | |
Stock Options [Member] | Exercise Price 0.013 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Excerise prices | $ 0.013 | |
Number of options outstanding | 63,000,000 | |
Weighted Average remaining contractual life (years) | 6 years 22 days | |
Stock Options [Member] | Exercise Price 0.013 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Excerise prices | $ 0.013 | |
Number of options outstanding | 15,000,000 | |
Weighted Average remaining contractual life (years) | 5 years 11 months 19 days | |
Stock Options [Member] | Exercise Price 0.053 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Excerise prices | $ 0.053 | |
Number of options outstanding | 12,500,000 | |
Weighted Average remaining contractual life (years) | 3 years 4 months 13 days | |
Stock Options [Member] | Exercise Price 0.004 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Excerise prices | $ 0.004 | |
Number of options outstanding | 500,000 | |
Weighted Average remaining contractual life (years) | 5 years 6 months 14 days |
Stock Options And Warrants (S31
Stock Options And Warrants (Summary Of Stock Option Activity) (Details) | 9 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Options | |
Outstanding - beginning of period | shares | 91,000,000 |
Granted | shares | 35,000,000 |
Exercised | shares | |
Forfeited | shares | |
Outstanding - end of period | shares | 126,000,000 |
Exercisable at the end of period | shares | 49,235,616 |
Weighted average exercise price | |
Outstanding - begining of period | $ 0.012 |
Granted | $ 0.015 |
Exercised | |
Forfeited | |
Outstanding - end of period | $ 0.013 |
Excercisable at the end of period | 0.011 |
Weighted average fair value of options granted during the year | $ 525,000 |
Stock Options And Warrants (S32
Stock Options And Warrants (Summary Of Stock Warrants Activity) (Details) - Warrants [Member] | 9 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Warrants | |
Outstanding -beginning of period | shares | 28,019,163 |
Granted | shares | |
Exercised | shares | |
Forfeited | shares | |
Outstanding and exercisable - end of period | shares | 28,019,163 |
Weighted average exercise price | |
Outstanding -beginning of period | $ / shares | $ 0.003 |
Granted | $ / shares | |
Exercised | $ / shares | |
Forfeited | $ / shares | |
Outstanding and exercisable - end of period | $ / shares | $ 0.003 |
Stock Options And Warrants (Sch
Stock Options And Warrants (Schedule Of Weighted Average Remaining Contractual Life Of Warrants) (Details) - Exercise Price 0.003 [Member] - Warrants [Member] | 9 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Excerise prices | $ / shares | $ 0.003 |
Number of options outstanding | shares | 28,019,163 |
Weighted Average remaining contractual life (years) | 3 months 7 days |
Supplemental Statement Of Cas34
Supplemental Statement Of Cash Flows Information (Details) - USD ($) | 9 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Non Cash Financing Activities | ||
Preferred stock issued for acquisition | $ 2,000,000 | |
Reclassification of derivative accounting | $ 5,636,592 |
Summary Of Significant Accoun35
Summary Of Significant Accounting Policies (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Jun. 30, 2015 | |
Allowance for accounts receivable | $ 68,492 | $ 68,492 | $ 4,808 | |
Deferred revenue | $ 0 | $ 0 | $ 8,000 | |
Options [Member] | ||||
Antidilutive securities excluded from computation of earnings per share | 126,000,000 | 91,000,000 | 126,000,000 | |
Warrants [Member] | ||||
Antidilutive securities excluded from computation of earnings per share | 28,019,163 | 28,019,163 | 28,019,163 | |
Preferred Stock [Member] | ||||
Antidilutive securities excluded from computation of earnings per share | 10,000 | 10,000 | ||
Convertible Notes [Member] | ||||
Antidilutive securities excluded from computation of earnings per share | 2,060,747 | 1,084,884 | 2,060,747 | |
Total Revenue [Member] | Concentrated With 4 Clients [Member] | ||||
Percentage of revenue concentrated with clients | 58.00% | |||
Total Revenue [Member] | Concentrated With 4 Clients [Member] | ||||
Percentage of revenue concentrated with clients | 54.00% |
Business Acquisitions (Narrativ
Business Acquisitions (Narrative) (Details) - Indaba Group, LLC [Member] | Oct. 01, 2015USD ($)$ / sharesshares |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | |
Payment of working capital surplus | $ 70,597 |
Series A Preferred Stock [Member] | |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | |
Business acquisition purchase price | $ 2,000,000 |
Business acquisition, shares issued | shares | 10,000 |
Preferred stock liquidation price per share | $ / shares | $ 200 |
Convertible Notes Payable (Narr
Convertible Notes Payable (Narrative) (Details) - USD ($) | Oct. 14, 2014 | May. 23, 2014 | Feb. 18, 2014 | Sep. 03, 2013 | Jul. 02, 2013 | Jun. 03, 2013 | May. 16, 2013 | May. 01, 2013 | Apr. 16, 2013 | Mar. 25, 2013 | May. 16, 2013 | Mar. 31, 2016 | Mar. 31, 2015 | Feb. 18, 2014 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||||||||||||||
Proceeds from issuance of notes payable | $ 674,500 | $ 560,000 | |||||||||||||
Convertible Notes Payable [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument conversion price | $ 0.004 | ||||||||||||||
Convertible Promissory Note Dated March 25, 2013 - The March 2013 Note [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument conversion price | $ 0.004 | ||||||||||||||
Debt instrument face amount | $ 100,000 | ||||||||||||||
Proceeds from issuance of notes payable | $ 15,000 | $ 15,000 | $ 20,000 | $ 50,000 | $ 100,000 | ||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||||
Debt instrument maturity description | P ayable upon demand, but in no event later than 60 months from the effective date of each tranche. | ||||||||||||||
Debt instrument carrying amount | 85,440 | ||||||||||||||
Accrued interest | 19,440 | ||||||||||||||
Convertible Promissory Note Dated March 25, 2013 - The March 2013 Note [Member] | Common Stock [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt conversion original debt amount | $ 17,000 | $ 17,000 | |||||||||||||
Accrued interest portion of debt converted | $ 2,645 | $ 1,975 | |||||||||||||
Debt conversion converted instrument, shares | 4,911,370 | 4,743,699 | |||||||||||||
Convertible Promissory Note Dated May 16, 2013 - The May 2013 Note [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument conversion price | $ 0.004 | $ 0.004 | |||||||||||||
Debt instrument face amount | $ 100,000 | $ 100,000 | |||||||||||||
Proceeds from issuance of notes payable | $ 35,000 | $ 10,000 | $ 25,000 | $ 20,000 | $ 10,000 | $ 100,000 | |||||||||
Debt instrument interest rate | 10.00% | 10.00% | |||||||||||||
Debt instrument maturity description | Payable upon demand, but in no event later than 60 months from the effective date of each tranche. | ||||||||||||||
Debt instrument carrying amount | 125,379 | ||||||||||||||
Accrued interest | $ 25,379 | ||||||||||||||
Unamortized debt discount | $ 100,000 | $ 100,000 | |||||||||||||
Debt discount recognition description | This discount was recognized over twelve months, and has been fully amortized as of September 30, 2015. |
Convertible Notes Payable (Na38
Convertible Notes Payable (Narrative) (Details1) - USD ($) | Dec. 16, 2014 | Nov. 18, 2014 | Oct. 31, 2014 | Oct. 16, 2014 | Oct. 01, 2014 | Sep. 17, 2014 | Sep. 05, 2014 | Aug. 15, 2014 | Jul. 18, 2014 | Jun. 30, 2014 | Jun. 02, 2014 | May. 16, 2014 | Apr. 30, 2014 | Apr. 16, 2014 | Apr. 02, 2014 | Mar. 17, 2014 | Mar. 04, 2014 | Apr. 02, 2014 | Mar. 31, 2016 | Dec. 16, 2014 | Aug. 15, 2014 | Mar. 31, 2016 | Mar. 31, 2015 |
Debt Instrument [Line Items] | |||||||||||||||||||||||
Proceeds from issuance of notes payable | $ 674,500 | $ 560,000 | |||||||||||||||||||||
Amortization of debt discount | 635,495 | $ 333,549 | |||||||||||||||||||||
Convertible Promissory Note Dated March 04, 2014 - The March 2014 Note [Member] | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt instrument face amount | $ 250,000 | ||||||||||||||||||||||
Proceeds from issuance of notes payable | $ 30,000 | $ 20,000 | $ 25,000 | $ 75,000 | |||||||||||||||||||
Debt instrument conversion price | $ 0.004 | ||||||||||||||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||||||||||||
Debt instrument maturity description | Payable upon demand, but in no event later than 60 months from the effective date of each tranche. | ||||||||||||||||||||||
Debt instrument carrying amount | $ 90,266 | 90,266 | |||||||||||||||||||||
Accrued interest | 15,266 | 15,266 | |||||||||||||||||||||
Unamortized debt discount | $ 75,000 | 8,489 | 8,489 | ||||||||||||||||||||
Debt discount recognition description | This discount is recognized over 18 months, beginning on the date of each tranche payment. | ||||||||||||||||||||||
Amortization of debt discount | 4,921 | ||||||||||||||||||||||
Convertible Promissory Note Dated April 16, 2014 - The April 2014 Note [Member] | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt instrument face amount | $ 300,000 | ||||||||||||||||||||||
Proceeds from issuance of notes payable | $ 50,000 | $ 40,000 | $ 35,000 | $ 40,000 | $ 40,000 | $ 55,000 | $ 40,000 | $ 300,000 | |||||||||||||||
Debt instrument conversion price | $ 0.004 | ||||||||||||||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||||||||||||
Debt instrument maturity description | Payable upon demand, but in no event later than 60 months from the effective date of each tranche. | ||||||||||||||||||||||
Debt instrument carrying amount | 354,316 | 354,316 | |||||||||||||||||||||
Accrued interest | 54,316 | 54,316 | |||||||||||||||||||||
Unamortized debt discount | $ 300,000 | 3,775 | 3,775 | ||||||||||||||||||||
Debt discount recognition description | This discount is recognized over 18 months, beginning on the date of each tranche payment. | ||||||||||||||||||||||
Amortization of debt discount | 1,726 | ||||||||||||||||||||||
Convertible Promissory Note Dated September 05, 2014 - The September 2014 Note [Member] | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt instrument face amount | $ 250,000 | ||||||||||||||||||||||
Proceeds from issuance of notes payable | $ 50,000 | $ 40,000 | $ 40,000 | $ 40,000 | $ 30,000 | $ 10,000 | $ 40,000 | $ 250,000 | |||||||||||||||
Debt instrument conversion price | $ 0.004 | ||||||||||||||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||||||||||||
Debt instrument maturity description | Payable upon demand, but in no event later than 60 months from the effective date of each tranche. | ||||||||||||||||||||||
Debt instrument carrying amount | 285,729 | 285,729 | |||||||||||||||||||||
Accrued interest | 35,729 | 35,729 | |||||||||||||||||||||
Unamortized debt discount | $ 250,000 | 17,166 | $ 17,166 | ||||||||||||||||||||
Debt discount recognition description | This discount is recognized over 18 months, beginning on the date of each tranche payment. | ||||||||||||||||||||||
Amortization of debt discount | $ 49,424 |
Convertible Notes Payable (Na39
Convertible Notes Payable (Narrative) (Details2) - USD ($) | Mar. 21, 2016 | Mar. 02, 2016 | Feb. 18, 2016 | Feb. 02, 2016 | Jan. 19, 2016 | Jan. 04, 2016 | Dec. 17, 2015 | Dec. 07, 2015 | Nov. 17, 2015 | Oct. 16, 2015 | Oct. 01, 2015 | Sep. 17, 2015 | Sep. 01, 2015 | Aug. 19, 2015 | Aug. 05, 2015 | Jul. 17, 2015 | Jul. 02, 2015 | Jun. 17, 2015 | Jun. 02, 2015 | May. 18, 2015 | May. 04, 2015 | Apr. 17, 2015 | Apr. 02, 2015 | Mar. 17, 2015 | Mar. 02, 2015 | Feb. 16, 2015 | Feb. 02, 2015 | Jan. 20, 2015 | Jan. 05, 2015 | Sep. 17, 2015 | Mar. 31, 2016 | Apr. 17, 2015 | Aug. 19, 2015 | Mar. 21, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||
Proceeds from issuance of notes payable | $ 674,500 | $ 560,000 | ||||||||||||||||||||||||||||||||||
Amortization of debt discount | 635,495 | $ 333,549 | ||||||||||||||||||||||||||||||||||
Convertible Promissory Note Dated January 05, 2015 - The January 2015 Note [Member] | ||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||
Debt instrument face amount | $ 250,000 | |||||||||||||||||||||||||||||||||||
Proceeds from issuance of notes payable | $ 10,000 | $ 20,000 | $ 30,000 | $ 35,000 | $ 35,000 | $ 45,000 | $ 45,000 | $ 30,000 | $ 250,000 | |||||||||||||||||||||||||||
Debt instrument conversion price | $ 0.004 | |||||||||||||||||||||||||||||||||||
Debt instrument interest rate | 10.00% | |||||||||||||||||||||||||||||||||||
Debt instrument maturity description | Payable upon demand, but in no event later than 60 months from the effective date of each tranche. | |||||||||||||||||||||||||||||||||||
Debt instrument carrying amount | $ 278,081 | 278,081 | ||||||||||||||||||||||||||||||||||
Accrued interest | 28,081 | 28,081 | ||||||||||||||||||||||||||||||||||
Unamortized debt discount | $ 250,000 | 47,426 | 47,426 | |||||||||||||||||||||||||||||||||
Debt discount recognition description | This discount is recognized over 18 months, beginning on the date of each tranche payment. | |||||||||||||||||||||||||||||||||||
Amortization of debt discount | 32,172 | |||||||||||||||||||||||||||||||||||
Convertible Promissory Note Dated May 04, 2015 - The May 2015 Note [Member] | ||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||
Debt instrument face amount | $ 250,000 | |||||||||||||||||||||||||||||||||||
Proceeds from issuance of notes payable | $ 34,000 | $ 10,000 | $ 37,000 | $ 38,000 | $ 10,000 | $ 45,000 | $ 43,000 | $ 33,000 | $ 250,000 | |||||||||||||||||||||||||||
Debt instrument conversion price | $ 0.004 | |||||||||||||||||||||||||||||||||||
Debt instrument interest rate | 10.00% | |||||||||||||||||||||||||||||||||||
Debt instrument maturity description | Payable upon demand, but in no event later than 60 months from the effective date of each tranche. | |||||||||||||||||||||||||||||||||||
Debt instrument carrying amount | 269,481 | 269,481 | ||||||||||||||||||||||||||||||||||
Accrued interest | 19,481 | 19,481 | ||||||||||||||||||||||||||||||||||
Unamortized debt discount | $ 250,000 | 73,690 | 73,690 | |||||||||||||||||||||||||||||||||
Debt discount recognition description | This discount is recognized over 18 months, beginning on the date of each tranche payment. | |||||||||||||||||||||||||||||||||||
Amortization of debt discount | 24,944 | |||||||||||||||||||||||||||||||||||
Convertible Promissory Note Dated August 19, 2015 - The August 2015 Note [Member] | ||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||
Debt instrument face amount | 250,000 | $ 250,000 | ||||||||||||||||||||||||||||||||||
Proceeds from issuance of notes payable | $ 31,000 | $ 40,000 | $ 3,000 | $ 74,000 | ||||||||||||||||||||||||||||||||
Debt instrument conversion price | $ 0.004 | $ 0.004 | ||||||||||||||||||||||||||||||||||
Debt instrument interest rate | 10.00% | 10.00% | ||||||||||||||||||||||||||||||||||
Debt instrument maturity description | Payable upon demand, but in no event later than 60 months from the effective date of each tranche. | |||||||||||||||||||||||||||||||||||
Debt instrument carrying amount | 78,173 | 78,173 | ||||||||||||||||||||||||||||||||||
Accrued interest | 4,173 | 4,173 | ||||||||||||||||||||||||||||||||||
Unamortized debt discount | $ 74,000 | 28,096 | $ 74,000 | 28,096 | ||||||||||||||||||||||||||||||||
Debt discount recognition description | This discount is recognized over 18 months, beginning on the date of each tranche payment. | |||||||||||||||||||||||||||||||||||
Amortization of debt discount | 7,495 | |||||||||||||||||||||||||||||||||||
Convertible Promissory Note Dated October 01, 2015 - The October 2015 Note [Member] | ||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||
Debt instrument face amount | $ 1,000,000 | |||||||||||||||||||||||||||||||||||
Proceeds from issuance of notes payable | $ 27,000 | $ 40,000 | $ 36,000 | $ 58,000 | $ 52,000 | $ 35,000 | $ 60,000 | $ 32,000 | $ 65,000 | $ 38,500 | $ 38,000 | $ 481,500 | ||||||||||||||||||||||||
Debt instrument conversion price | $ 0.004 | |||||||||||||||||||||||||||||||||||
Debt instrument interest rate | 10.00% | |||||||||||||||||||||||||||||||||||
Debt instrument maturity description | It matures 12 months from the effective date of each advance. | |||||||||||||||||||||||||||||||||||
Debt instrument carrying amount | 493,882 | 493,882 | ||||||||||||||||||||||||||||||||||
Accrued interest | 12,382 | 12,382 | ||||||||||||||||||||||||||||||||||
Unamortized debt discount | $ 481,500 | 380,594 | $ 380,594 | |||||||||||||||||||||||||||||||||
Debt discount recognition description | This discount is recognized over 12 months, beginning on the date of each tranche payment. | |||||||||||||||||||||||||||||||||||
Amortization of debt discount | $ 103,688 |
Related Parties (Narrative) (De
Related Parties (Narrative) (Details) - USD ($) | Jan. 12, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Related Party Transaction [Line Items] | |||
Proceeds from related party debt to cover operating costs | $ 674,500 | $ 560,000 | |
Bountiful Capital, LLC - A Company Related To Greg Boden, CFO Of The Company [Member] | |||
Related Party Transaction [Line Items] | |||
Proceeds from related party debt to cover operating costs | $ 100,000 | ||
Debt instrument interest terms | The loan was offered interest free on a short term basis. | ||
Debt instrument maturity date | Feb. 12, 2016 |
Intangible Assets (Narrative) (
Intangible Assets (Narrative) (Details) - USD ($) | Sep. 22, 2015 | Jun. 26, 2015 | Mar. 31, 2016 | Sep. 30, 2015 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Jun. 30, 2015 |
Internet domain indefinite intangible asset | $ 20,202 | $ 20,202 | $ 20,202 | |||||
Depreciation and amortization | 7,302 | $ 1,154 | $ 15,470 | $ 3,428 | ||||
Trademark Rights - CLOUDCOMMERCE [Member] | ||||||||
Finite lived intangible asset purchase price | $ 10,000 | |||||||
Finite lived intangible asset renewal terms | The trademark expires in 2020 and may be renewed for an additional 10 years. | |||||||
Finite lived intangible asset useful life | 174 months | |||||||
Depreciation and amortization | $ 172 | |||||||
Trademark Rights - CLOUDCOMMERCE [Member] | Other Assets [Member] | ||||||||
Finite lived trademark | $ 10,000 | |||||||
Internet Domain - CLOUD COMMERCE.COM [Member] | ||||||||
Indefinite intangible asset purchase price | $ 20,000 | |||||||
Indefinite lived intangible assets transaction cost | 202 | |||||||
Internet domain indefinite intangible asset | $ 20,202 |
Capital Stock (Narrative) (Deta
Capital Stock (Narrative) (Details) - USD ($) | 9 Months Ended | ||
Mar. 31, 2016 | Jun. 30, 2015 | Mar. 31, 2015 | |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 | 495,000,000 |
Common stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 |
Preferred stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 |
Series A Preferred Stock [Member] | |||
Preferred stock, shares authorized | 10,000 | 10,000 | |
Preferred stock conversion rights | Each share of Series A Preferred stock is convertible into 10,000 shares of the Companys common stock. | ||
Preferred stock dividends rights | The holders of outstanding shares of Series A Preferred Stock shall be entitled to receive dividends, payable quarterly, out of any assets of the Corporation legally available therefor, at the rate of Eight dollars ($8) per share per annum, payable in preference and priority to any payment of any dividend on the Common Stock. | ||
Series A Preferred Stock [Member] | Indaba Group, LLC [Member] | |||
Accrued dividends payable | $ 20,000 | ||
Series B Preferred Stock [Member] | |||
Preferred stock, shares authorized | 20,000 | 20,000 | |
Preferred stock conversion rights | The Series B Preferred Stock is convertible into shares of fully paid and non-assessable shares of the Company's common stock by dividing the Stated Value by a conversion price of $0.004 per share. | ||
Preferred stock dividends rights | The holders of outstanding shares of the Series B Preferred Stock shall be entitled to receive dividends, payable when Series B Preferred Stock is converted to Common Stock, out of any assets of the Corporation legally available at the rate of 10% per annum based on the Share Value, The right to such dividends on the Series B Preferred Stock shall be cumulative. At the sole option of the Holder, dividends can be converted into Common Stock at the Conversion Price. | ||
Preferred stock stated value per share | $ 100 | ||
Preferred stock voting rights | Series B Preferred shall not be entitled to vote, as a separate class or otherwise, on any matter presented to the stockholders of the Corporation for their action or consideration at any meeting of stockholders of the Corporation. |
Stock Options And Warrants (Nar
Stock Options And Warrants (Narrative) (Details) - 2003 Stock Option Plan - The 2003 Plan [Member] | Jul. 10, 2003shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total common stock shares authorized for stock option plan | 5,000,000 |
Description of stock option plan | Our 2003 Stock Option Plan for Directors, Officers, Employees and Key Consultants (the 2003 Plan) authorizing the issuance of up to 5,000,000 shares of our common stock pursuant to the grant and exercise of up to 5,000,000 stock options terminated upon the expiration of the remaining options granted under the 2003 Plan on May 24, 2014. In the future, we plan to establish a new stock option plan pursuant to which stock options may be authorized and granted to our executive officers, directors, employees and key consultants. We expect to authorize up to 10% of our issued and outstanding Common Stock for future issuance under such plan. |
Concentrations (Narrative) (Det
Concentrations (Narrative) (Details) - Number | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Jun. 30, 2015 | |
Total Revenue [Member] | Four Major Customers [Member] | |||||
Concentration Risk [Line Items] | |||||
Customer concentration percentage | 58.00% | 54.00% | |||
Number of customer | 4 | 4 | |||
Total Revenue [Member] | Three Major Customers [Member] | |||||
Concentration Risk [Line Items] | |||||
Customer concentration percentage | 50.00% | ||||
Number of customer | 3 | ||||
Total Revenue [Member] | Five Major Customers [Member] | |||||
Concentration Risk [Line Items] | |||||
Customer concentration percentage | 45.00% | ||||
Number of customer | 5 | ||||
Accounts Receivable [Member] | Four Customers [Member] | |||||
Concentration Risk [Line Items] | |||||
Customer concentration percentage | 44.00% | 63.00% | |||
Number of customer | 4 | 4 |
Commitments (Narrative) (Detail
Commitments (Narrative) (Details) - Settlement With A Prior Landlord [Member] | May. 21, 2014USD ($) |
Other Commitments [Line Items] | |
Total amount due in settlement with landlord | $ 227,053 |
Committed amount in settlement with landlord | 40,250 |
Monthly payment of committed amount in settlement | $ 350 |
Description of settlement terms with landlord | Once the $40,250 is paid off, the Company will recognize a gain on settlement of debt in the amount of $186,803. |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) | May. 02, 2016 | Apr. 18, 2016 | Apr. 01, 2016 | Mar. 21, 2016 | Mar. 02, 2016 | Feb. 18, 2016 | Feb. 02, 2016 | Jan. 19, 2016 | Jan. 04, 2016 | Dec. 17, 2015 | Dec. 07, 2015 | Nov. 17, 2015 | Oct. 16, 2015 | Oct. 01, 2015 | Mar. 21, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Subsequent Event [Line Items] | |||||||||||||||||
Proceeds from issuance of notes payable | $ 674,500 | $ 560,000 | |||||||||||||||
Convertible Promissory Note Dated October 01, 2015 - The October 2015 Note [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Proceeds from issuance of notes payable | $ 27,000 | $ 40,000 | $ 36,000 | $ 58,000 | $ 52,000 | $ 35,000 | $ 60,000 | $ 32,000 | $ 65,000 | $ 38,500 | $ 38,000 | $ 481,500 | |||||
Debt instrument face amount | $ 1,000,000 | ||||||||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||||||
Debt instrument maturity description | It matures 12 months from the effective date of each advance. | ||||||||||||||||
Subsequent Event [Member] | Convertible Promissory Note Dated October 01, 2015 - The October 2015 Note [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Proceeds from issuance of notes payable | $ 22,000 | ||||||||||||||||
Subsequent Event [Member] | Unsecured Promissory Note Dated April 18, 2016 - The April 2016 Note [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Proceeds from issuance of notes payable | $ 41,000 | $ 35,500 | |||||||||||||||
Debt instrument face amount | $ 500,000 | ||||||||||||||||
Debt instrument interest rate | 5.00% | ||||||||||||||||
Debt instrument maturity description | The April 2016 Note is payable upon demand, but in no case later than April 18, 2019. |