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3. Business Combination

6 Months Ended

Dec. 31, 2019

3.	Business Combination

Effective December 6, 2019, the Company acquired 100% of the interests of Likido. In consideration for the acquisition, the Company issued 6,118,000 shares of its common stock at $0.0448 per share, or a total fair value of $274,086.

The Likido transaction was accounted for as a business combination in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations (“ASC 805”). The Company has determined preliminary fair values of the assets acquired and liabilities assumed. These values are subject to change as we perform additional reviews of our assumptions utilized. Goodwill is primarily attributable to the go-to-market synergies that are expected to arise as a result of the acquisition. The goodwill is not deductible for tax purposes.

The Company has made a provisional allocation of the purchase price in regard to the acquisition related to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the preliminary purchase price allocation:

	Preliminary
	Purchase Price
	Allocation
Cash and cash equivalents	$	172,362
Other receivables		36,196
Prepaid expenses and deposits		10,000
Inventories		110,062
Due from related party		131
Property and equipment, net		80,348
Goodwill		143,152
Accounts payable		(92,799	)
Accrued liabilities		(7,651	)
Deferred revenue		(177,715	)
Net assets acquired	$	274,086

The Company has not completed the valuations necessary to finalize the acquisition fair values of the assets acquired and liabilities assumed and related allocation of purchase price of the Likido acquisition. Once the valuation process is finalized, there could be changes to the reported values of the assets acquired and liabilities assumed, including goodwill and identifiable intangible assets and those changes could differ materially from what is presented above.

Unaudited Pro Forma Financial Information

The following unaudited pro forma financial information presents the Company’s financial results as if the Likido acquisition had occurred as of July 1, 2018. The unaudited pro forma financial information is not necessarily indicative of what the financial results actually would have been had the acquisition been completed on this date. In addition, the unaudited pro forma financial information is not indicative of, nor does it purport to project the Company’s future financial results. The pro forma information does not give effect to any estimated and potential cost savings or other operating efficiencies that could result from the acquisitions:

	Six Months Ended
	December 31,
	2019			2018
Revenues	$	311,790		$	71,017
Net loss	$	(414,013	)	$	(662,226	)
Net loss per common share	$	(0.01	)	$	(0.01	)