XML 18 R9.htm IDEA: XBRL DOCUMENT v3.20.4
3. Business Combinations and Acquisition
6 Months Ended
Dec. 31, 2020
Business Combinations [Abstract]  
Business Combinations and Acquisition
3.

Business Combinations and Acquisition

 

Likido

 

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 an 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 purchase price allocation:  

 

    Purchase Price  
    Allocation  
Cash and cash equivalents   $ 172,362  
Other receivables     37,984  
Prepaid expenses and other current assets     10,000  
Inventories     110,062  
Property and equipment, net     80,348  
Goodwill     143,152  
Accounts payable     (92,799 )
Accrued liabilities     (9,308 )
Deferred revenue     (177,715 )
    $ 274,086  

 

Prakat

 

Effective January 9, 2020, the Company acquired 72% of the common equity shares of Prakat. In consideration for the acquisition, the Company issued 3,600,000 shares of its common stock at $0.0450 per share, or a total fair value of $162,000.

 

The Prakat 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, liabilities assumed and the fair value of the noncontrolling interests. 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 allocation of the purchase price in regard to the acquisition related to the assets acquired, liabilities assumed and noncontrolling interests as of the purchase date. The following table summarizes the purchase price allocation:  

 

    Purchase Price  
    Allocation  
Cash and cash equivalents   $ 34,625  
Accounts receivable, net     157,544  
Other receivables     122,190  
Prepaid expenses and other current assets     74,671  
Property and equipment, net     7,189  
Accounts payable     (33,614 )
Accrued liabilities     (114,212 )
Notes payable     (23,393 )
Noncontrolling interests     (63,000 )
Purchase price consideration   $ 162,000  

 

Shark

 

On March 23, 2020, the Company entered into a Stock Purchase Agreement to acquire Shark Innovative Technologies Corp. (“Shark”). The Company acquired all of the issued and outstanding common shares, including business plans and access to contacts of Shark. In consideration for the acquisition, the Company issued 3,000,000 shares of its common stock at $0.0310 per share, or a total fair value of $93,000.

 

The Company evaluated the acquisition of the purchased assets under ASC 805 and concluded that as substantially all of the fair value of the gross assets acquired is concentrated in an identifiable group of similar assets, the transaction did not meet the requirements to be accounted for as a business combination and therefore was accounted for as an asset acquisition. The purchase price of the Shark assets are as follows:

 

Cash and cash equivalents   $ 917  
Research and development     92,083  
Purchase price consideration   $ 93,000  

 

The acquired research and development was recorded as an expense in the consolidated statements of operations.