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3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
9 Months Ended
Mar. 31, 2019
Accounting Policies [Abstract]  
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates are made in relation to the allowance for doubtful accounts and the fair value of certain financial instruments.

 

Principles of Consolidation

 

The consolidated financial statements include the accounts of Aftermaster, Inc. and its subsidiaries. All significant inter-Company accounts and transactions have been eliminated.

 

Accounts Receivables

 

Accounts receivable are stated at amounts management expects to collect. An allowance for doubtful accounts is provided for uncollectible receivables based upon management’s evaluation of outstanding accounts receivable at each reporting period considering historical experience and customer credit quality and delinquency status. Delinquency status is determined by contractual terms. Bad debts are written off against the allowance when identified. Allowance for doubtful accounts were $47,616 and $0 as of March 31, 2019 and June 30, 2018, respectively.

 

Fair Value Instruments

 

The carrying amounts reported in the balance sheets for accounts receivable and accounts payable and other accrued expenses approximate their fair market value based on the short-term maturity of these instruments.

 

Market prices are not available for the Company’s loans due to related parties or its other notes payable, nor are market prices of similar loans available. The Company determined that the fair value of the notes payable based on its amortized cost basis due to the short-term nature and current borrowing terms available to the Company for these instruments.

 

Derivative Liabilities

 

The Company has financial instruments that are considered derivatives or contain embedded features subject to derivative accounting. Embedded derivatives are valued separately from the host instrument and are recognized as derivative liabilities in the Company’s balance sheet. The Company measures these instruments at their estimated fair value and recognizes changes in their estimated fair value in results of operations during the period of change. The Company has a sequencing policy regarding share settlement wherein instruments with the earliest issuance date would be settled first. The sequencing policy also considers contingently issuable additional shares, such as those issuable upon a stock split, to have an issuance date to coincide with the event giving rise to the additional shares.

 

On February 3, 2017, the company entered into a note payable with an unrelated party at a percentage discount (variable) exercise price which causes the number to be converted into a number of common shares that “approach infinity”, as the underlying stock price could approach zero. Accordingly, all convertible instruments issued after February 3, 2017 are considered derivatives according to the Company’s sequencing policy.

 

The Company values these convertible notes payable using the multinomial lattice method that values the derivative liability within the notes based on a probability weighted discounted cash flow model. The resulting liability is valued at each reporting date and the change in the liability is reflected as change in derivative liability in the statement of operations.

 

Income Taxes

 

There is no income tax provision for the nine months ended March 31, 2019 and 2018 due to net operating losses for which there is no benefit currently available.

 

At March 31, 2019, the Company had deferred tax assets associated with state and federal net operating losses. The Company has recorded a corresponding full valuation allowance as it is more likely than not that some portion of all of the deferred tax assets will not be realized.

 

Revenue Recognition

 

The Company applies the provisions of FASB ASC 606, Revenue Recognition in Financial Statements, which provides guidance on the recognition, presentation and disclosure of revenue in financial statements. ASC 606 outlines the basic criteria that must be met to recognize revenue and provides guidance for disclosure related to revenue recognition policies. In general, the Company recognizes revenue in accordance with that core principle by applying the following steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. In general, the Company’s revenues are recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.

 

The Company’s revenues are generated from Aftermaster products and services, Aftermaster Pro, sessions revenue, and remastering. Revenues related to Aftermaster Pro sells through consumer retail distribution channels and through our website. For sales through consumer retail distribution channels, revenue recognition occurs when title and risk of loss have transferred to the customer which usually occurs upon shipment to the customers. We established allowances for expected product returns and these allowances are recorded as a direct reduction to revenue. Return allowances are based on our historical experience. Revenues related to sessions and remastering are recognized when the event occurred.

 

Disaggregation of Revenue

 

The table below presents disaggregated revenue from contracts with customers by customer geography and contract-type. We believe this disaggregation best depicts the nature, amount, timing and uncertainty of our revenue and cash flows that may be affected by industry, market and other economic factors:

 

  For the Three Months Ended March 31, 2019
                   
Geography   Professional       Transaction       Total    
    services       based          
                   
North America   $ 185,042     $ 21,590     $ 206,632  
International     -       -       -  
Total   $ 185,042     $ 21,590     $ 206,632  

 

  For the Nine Months Ended March 31, 2019            
                   
Geography   Professional       Transaction       Total    
    services       based          
                   
North America   $ 457,414     $ 691,804     $ 1,149,218  
International     -       -       -  
Total   $ 457,414     $ 691,804     $ 1,149,218  

 

Adoption of ASC Topic 606, “Revenue from Contracts with Customers”

 

On July 1, 2018, we adopted Topic 606 using the modified retrospective method applied to those contracts which were not completed as of July 1, 2018. Results for reporting periods beginning after July 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under Topic 605. We did not record a change to accumulated deficit as of July 1, 2018 due to the immaterial cumulative impact of adopting Topic 606.

 

Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Revenue is recognized when obligations under the terms of a contract with our customers are satisfied; generally, this occurs with the transfer of control of our products to our customers. Transfer of control to the customer for products generally occurs at the point in time when products have been shipped to our customer by third party carriers as this represents the point in time when the customer has a present obligation to pay and physical possession including title and risk of loss have been transferred to the customer.

 

The Company accounts for a contract with a customer when there is an approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of the consideration is probable. The Company’s distinct performance obligations consist mainly of transferring control of its products identified in the contracts, purchase orders or invoices and implied PCS services.

 

Transaction prices are typically based on contracted rates. Generally, payment is due from customers within 60 days of the invoice date and the contracts do not have significant financing components or include extended payment terms.

 

The timing of revenue recognition, billing and cash collections results in billed accounts receivable, deferred revenue, and customer deposits on the Consolidated Balance Sheets. Accounts receivable are recognized in the period the Company’s right to the consideration is unconditional. Our contract liabilities consist of advance payments (Customer deposits) recognized primarily related to deferred revenue. We classify customer deposits as a current liability, and deferred revenue as a current or noncurrent liability based on the timing of when we expect to fulfill these remaining performance obligations. The current portion of deferred revenue is included in other current liabilities and the noncurrent portion is included in other long-term liabilities in our consolidated balance sheets.

 

The impact from adopting Topic 606 on the Company’s condensed consolidated financial statements was as follows:

 

    As of March 31, 2019  

Condensed Consolidated Balance Sheets

  As Reported     Previous Accounting Guidance     Impact from Adopting Topic 606  
ASSETS                  
Accounts receivable     365,581       414,912       49,331  
Total Current Assets     818,129       867,460       49,331  
Total Assets   $ 917,926     $ 967,257     $ 49,331  
LIABILITIES AND STOCKHOLDERS' DEFICIT                        
Accounts payable and other accrued expenses     1,788,518       1,828,528       40,010  
Total Current Liabilities     15,044,399       15,084,409       40,010  
Total Liabilities   $ 15,044,399     $ 15,084,409     $ 40,010  
Accumulated Deficit     (86,542,476 )     (86,502,466 )     40,010  
Total Stockholders' Deficit     (14,126,473 )     (14,117,152 )     9,321  
Total Liabilities and Stockholders' Deficit   $ 917,926     $ 967,257     $ 49,331  

 

Condensed Consolidated Statements of Operations and Comprehensive Loss

                

 
    Three months ended March 31, 2019     Nine months ended March 31, 2019  
    As Reported     Previous Accounting Guidance     Impact from Adopting Topic 606     As Reported     Previous Accounting Guidance     Impact from Adopting Topic 606  
Product Revenues   $ 21,590     $ 70,921     $ 49,331     $ 691,804     $ 741,135     $ 49,331  
Total Revenues     206,632       255,963       49,331       1,149,218       1,198,549       49,331  
Cost of Revenues (Exclusive of Depreciation and Amortization)     137,958       177,968       40,010       1,016,911       1,056,921       40,010  
Total Costs and Expenses     1,220,851       1,260,861       40,010       4,173,081       4,213,091       40,010  
Total Loss     (1,014,219 )     (1,004,898 )     9,321       (3,023,863 )     (3,014,542 )     9,321  
Loss Before Income Taxes     (5,676,907 )     (5,667,586 )     9,321       (9,985,726 )     (9,976,405 )     9,321  
NET LOSS     (5,676,907 )     (5,667,586 )     9,321       (9,985,726 )     (9,976,405 )     9,321  
NET LOSS AVAILABLE TO COMMON SHAREHOLDERS     (5,734,502 )     (5,725,181 )     9,321       (10,156,055 )     (10,146,734 )     9,321  
COMPREHENSIVE LOSS     (5,734,502 )     (5,725,181 )     9,321       (10,156,055 )     (10,146,734 )     9,321  

 

Cost of Revenues

 

The Company’s cost of revenues includes studio lease expense, employee costs, component and finished goods expense, and other nominal amounts. Costs associated with products are recognized at the time of the sale. Costs incurred to provide services are recognized as cost of revenues as incurred. Depreciation is not included within cost of revenues.

 

Loss Per Share

 

Basic loss per Common Share is computed by dividing losses attributable to Common shareholders by the weighted-average number of shares of Common Stock outstanding during the period. The losses attributable to Common shareholders was increased for accrued and deemed dividends on Preferred Stock during the three and nine months ended March 31, 2019 and 2018 of $57,595 and $170,329 and $56,367 and $169,101, respectively.

 

Diluted earnings per Common Share is computed by dividing net loss attributable to Common shareholders by the weighted-average number of Shares of Common Stock outstanding during the period increased to include the number of additional Shares of Common Stock that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include outstanding convertible Preferred Stock, stock options, warrants, and convertible debt. The dilutive effect of potentially dilutive securities is reflected in diluted earnings per share by application of the treasury stock method. Under the treasury stock method, an increase in the fair market value of the Company’s Common Stock can result in a greater dilutive effect from potentially dilutive securities.

 

For the three and nine months ended March 31, 2019 and 2018, all of the Company’s potentially dilutive securities (warrants, options, convertible preferred stock, and convertible debt) were excluded from the computation of diluted earnings per share as they were anti-dilutive. The total number of potentially dilutive Common Shares that were excluded were 457,788,385 and 90,531,890 at March 31, 2019 and 2018, respectively.

 

Recent Accounting Pronouncements

 

In February 2016, the FASB issued ASU 2016-02—Leases (Topic 842), requiring lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases except for short-term leases. For lessees, leases will continue to be classified as either operating or finance leases in the income statement. The effective date of the new standard for public companies is for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted. The new standard must be adopted using a modified retrospective transition and requires application of the new guidance at the beginning of the earliest comparative period presented. The Company is evaluating the effect that the updated standard will have on its financial statements and related disclosures. 

 

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350). The amendments in this update simplify the test for goodwill impairment by eliminating Step 2 from the impairment test, which required the entity to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities following the procedure that would be required in determining fair value of assets acquired and liabilities assumed in a business combination. The amendments in this update are effective for public companies for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. The Company is evaluating the effect that the updated standard will have on its financial statements and related disclosures.

 

In June 2018, the FASB issued ASU No. 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. The new ASU expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost. The new ASU will be effective for the Company beginning in the fiscal quarter of 2020, and early adoption is permitted. The Company is evaluating the effect that the updated standard will have on its financial statements and related disclosures.

 

In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820) - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement. The amendment modifies, removes, and adds certain disclosure requirements on fair value measurements. The ASU is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. Early adoption is permitted. We are currently evaluating the impact of ASU No. 2018-13 on our consolidated financial statements.

 

Management has considered all recent accounting pronouncements issued since the last audit of our consolidated financial statements. The Company’s management has evaluated recent pronouncements and have not included those that were note applicable.