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Organization and Basis of Presentation
9 Months Ended
Jun. 30, 2019
Organization and Basis of Presentation  
NOTE 1 - Organization and Basis of Presentation

Organization

 

On June 21, 2010, Graphene & Solar Technologies Limited (Graphene), was incorporated in Colorado as Vanguard Energy Corporation (Vanguard). On July 5, 2017, Vanguard changed its name to Solar Quartz Technologies Corporation. On September 18, 2018, the name was again changed to Graphene & Solar Technologies Limited (Graphene). On July 1, 2017, Graphene acquired all of the outstanding shares of Solar Quartz Technologies Limited (Solar Quartz), a private company incorporated in New Zealand in a change in control transaction.

 

Basis of  Presentation

 

The condensed consolidated financial statements of Graphene, including its wholly-owned foreign subsidiary, Solar Quartz, (collectively, the Company), at June 30, 2019, and for the three months and nine months ended June 30, 2019 and 2018, are unaudited. In the opinion of management of the Company, all adjustments, including normal recurring accruals, have been made that are necessary to present fairly the financial position of the Company as of June 30, 2019, and the results of its operations for the three months and nine months ended June 30, 2019 and 2018, and its cash flows for the nine months ended June 30, 2019 and 2018. Operating results for the interim periods presented are not necessarily indicative of the results to be expected for a full fiscal year. The consolidated balance sheet at September 30, 2018 has been derived from the Companys audited consolidated financial statements at such date.

 

The condensed consolidated financial statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the SEC). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the financial statements and other information included in the Companys Annual Report on Form 10-K for the fiscal year ended September 30, 2018, as filed with the SEC.

 

Business Operations

 

The Company holds the exclusive rights to two high-purity silica quartz mineral deposits: White Springs consisting of approximately 1.5 million tons and Quartz Hill consisting of approximately 14 million tons, all through its wholly owned subsidiary, Solar Quartz Technologies Limited. The ultra-high purity quartz deposits are located in the State of Queensland, Australia. The material is ideal for processing into high purity quartz sand (HPQS) with sufficient reserve to fuel a minimum of 15 to 20 years of processing into solar crucible and high-end electronics grade HPQS. In addition, the Quartz Hill deposit is ideal for processing into solar grade polysilicon metal, as well as for solar cell wafer production.

 

HPQ and HPQS are essential primary feedstock materials required for the manufacturing of mono-crystalline solar grade silicon, through the Czochralski process, for the crucibles in which silicon ingots that solar cells are made from are produced. HPQS is also an essential ingredient required for the production of semiconductors. HPQ is the only suitable material for this process as it shares the same element (silicon) and is almost non-reactive, assuring high quality silicon ingots. Apart from this, HPQ also finds primary applications in advanced lighting, telecom, optic and microelectronics industry. HPQ powders are required for epoxy-molding compound used in manufacture of most electronic semiconductors, and is in a fast growth sector, which includes upgraded auto electronics for electric vehicles.

 

The Company is also primarily focused on the early development of new graphene enabled photovoltaic solar models, including graphene enabled thin-film solar panels. In this production initiative.

 

The development of graphene enhanced combination photovoltaic silicon materials is currently one of the most intensive areas of research and development, attracting major interests from most world university research divisions and new technology players.

 

The Companys activities are subject to significant risks and uncertainties, including the need for additional capital, as described below. The Company has not yet commenced any revenue-generating operations, does not have positive cash flows from operations, and is dependent on periodic infusions of equity capital to fund its operating requirements.

 

The Companys common stock is traded on the Over-the-Counter Market under the symbol GSTX.

 

Going Concern

 

The Companys condensed consolidated financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has not generated any revenues from operations to date and does not expect to do so in the foreseeable future. The Company has an equity deficiency as of September 30, 2018. Furthermore, the Company has experienced recurring operating losses and negative operating cash flows since inception and has financed its working capital requirements during this period primarily through debt financing and the recurring sale of its equity securities.

 

As a result, management has concluded that there is substantial doubt about the Companys ability to continue as a going concern within one year of the date that the condensed consolidated financial statements are being issued. In addition, the Companys independent registered public accounting firm, in their report on the Companys consolidated financial statements for the year ended September 30, 2018, has also expressed substantial doubt about the Companys ability to continue as a going concern.

 

The Companys ability to continue as a going concern is dependent upon its ability to raise additional equity capital to fund its activities and to ultimately achieve sustainable operating revenues and profits. The Companys condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

 

Because the Company is currently engaged in an early stage of development, it may take a considerable amount of time to develop any product or intellectual property capable of generating sustainable revenues. Accordingly, the Companys business is unlikely to generate any sustainable operating revenues in the next several years. In addition, to the extent that the Company is able to generate revenues through product sales, there can be no assurance that the Company will be able to achieve positive earnings and operating cash flows.

 

At June 30, 2019, the Company had cash of $15,261 available to fund its operations. The Company needs to raise additional capital during the calendar year ending December 31, 2019 (or shortly thereafter) to fund its ongoing business activities.

 

The amount and timing of future cash requirements during the remainder of 2019 and thereafter will depend on the extent of financing the Company is able to arrange. As market conditions present uncertainty as to the Companys ability to secure additional funds, there can be no assurances that the Company will be able to secure additional financing on acceptable terms, or at all, as and when necessary to continue to conduct operations. If cash resources are insufficient to satisfy the Companys ongoing cash requirements, the Company would be required to scale back or discontinue its technology and product development programs, or obtain funds, if available (although there can be no certainty), through the sale of mineral resource assets, through strategic alliances that may require the Company to relinquish rights to certain of its assets, or to discontinue its operations entirely.

  

Reclassifications

 

Certain comparative amounts as of September 30, 2018 and for the three months and nine months ended June 30, 2018 may be reclassified to conform to some of the current periods presentation. These reclassifications were immaterial, both individually and in the aggregate. These changes will not impact previously reported loss from operations or net loss.