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Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.
Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders. Includes adjustments to additional paid in capital. Some examples of such adjustments include recording the issuance of debt with a beneficial conversion feature and certain tax consequences of equity instruments awarded to employees. Use this element for the aggregate amount of additional paid-in capital associated with common and preferred stock. For additional paid-in capital associated with only common stock, use the element additional paid in capital, common stock. For additional paid-in capital associated with only preferred stock, use the element additional paid in capital, preferred stock.
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.
Carrying amount as of the balance sheet date of obligations due all related parties. For classified balance sheets, represents the current portion of such liabilities (due within one year or within the normal operating cycle if longer).
Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.
Including the current and noncurrent portions, aggregate carrying amount of all types of notes payable, as of the balance sheet date, with initial maturities beyond one year or beyond the normal operating cycle, if longer.
Sum of the carrying values as of the balance sheet date of the portions of long-term notes payable due within one year or the operating cycle if longer.
Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity.
Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.
Carrying value as of the balance sheet date of obligations incurred and payable for statutory income, sales, use, payroll, excise, real, property and other taxes. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
Carrying amount as of the balance sheet date of value added taxes due either from customers arising from sales on credit terms, or as previously overpaid to tax authorities. For classified balance sheets, represents the current amount receivable, that is amounts expected to be collected within one year or the normal operating cycle, if longer.
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.
The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.
Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.
Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.
Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.
The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.
The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line.
Amount of income (loss) from continuing operations, nonoperating income (expense) and income (loss) from equity method investments, before deduction of income tax expense (benefit) and income (loss) attributable to noncontrolling interest, and addition of interest income (expense).
Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature, attributable to parent entity.
A fee charged for services from professionals such as doctors, lawyers and accountants. The term is often expanded to include other professions, for example, pharmacists charging to maintain a medicinal profile of a client or customer.
Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).
Amount of expense for salary and wage arising from service rendered by nonofficer employee. Excludes allocated cost, labor-related nonsalary expense, and direct and overhead labor cost included in cost of good and service sold.
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.
Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature, attributable to parent entity.
Number, after forfeiture, of shares or units issued under share-based payment arrangement. Excludes shares or units issued under employee stock ownership plan (ESOP).
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.
Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Includes effect from exchange rate changes.
The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business.
Amount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount.
Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.
Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.
The cash outflow for the payment of a long-term borrowing made from a related party where one party can exercise control or significant influence over another party; including affiliates, owners or officers and their immediate families, pension trusts, and so forth. Alternate caption: Payments for Advances from Affiliates.
Advanced
Oxygen Technologies Inc, (“the Company”), was incorporated in Delaware in 1981 under the name Aquanautics Corporation
and was, from 1985 until May 1995, a startup stage specialty materials company producing new oxygen control technologies. From
May of 1995 through December of 1997 the Company had minimal operations and was seeking funding for operations and companies to
which it could merge or acquire. In March of 1998 the Company began operations again in California. From 1998 through 2000, the
business produced and sold CD- ROMS for conference events, advertisement sales on the CD’s, database management and event
marketing all associated with conference events. From 2000 through March of 2003, the business consisted solely of database management.
From 2003 through April 2005, the business operations were derived totally from the Company’s wholly owned business, IP
Service, ApS, a Danish IP security vulnerability company (“IP Service”). Since then, business operations have been
solely derived from real estate rentals in Denmark through its wholly owned subsidiary.
The
results of operations for the three months ended September 30, 2019 are not necessarily indicative of the results to be expected
for the year ending June 30, 2020. The accompanying unaudited interim condensed consolidated financial statements should be read
in conjunction with the Company’s audited consolidated financial statements and notes related thereto for the years ended
June 30, 2019 and 2018 included in Form 10-K filed with the SEC.
Lines
of Business:
The
Company, through its wholly owned subsidiary Anton Nielsen Vojens ApS owns income producing commercial real estate leased until
2026. The real estate consists solely of the land with no buildings or improvements (Land). All improvements on the Land are those
of the tenant.
NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Revenue
recognition of rental income:
In
May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), to update the financial reporting
requirements for revenue recognition. Topic 606 outlines a single comprehensive model for entities to use in accounting for revenue
arising from contracts with customers. It supersedes most current revenue recognition guidance, including industry-specific guidance.
The guidance is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to
customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods
or services. The guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and
cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from
costs incurred to fulfill a contract. This guidance became effective for the Company beginning on January 1, 2018, and entities
have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard.
We adopted this standard using the modified retrospective approach on July 1, 2018.
The Company's source of revenue is from the
Commercial Property lease in which quarterly payments are received pursuant to the property lease which is in effect until 2026.
The lease rate is adjusted yearly based on the Danish Consumer Price Index as published by the Danish Statistical Department. (See
Note 3 for further details).
Property
Plant and Equipment:
Land
and buildings are recognized at cost. Land is carried at cost less accumulated impairment losses.
Foreign
currency translation:
Foreign
currency transactions are translated applying the current rate method. Assets and liabilities are translated at current rates.
Stockholders’ equity accounts are translated at the appropriate historical rates and revenue and expenses are translated
at weighted average rates for the year. Exchange rate differences that arise between the rate at the transaction date and the
one in effect at the payment date, or at the balance sheet date, are recognized in the income statement.
Income
Taxes:
The
Company accounts for income taxes under the asset and liability method of accounting. Under this method, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using
enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered
or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date. A valuation allowance is required when it is less likely than not that the Company will be able to
realize all or a portion of its deferred tax assets. Because it is doubtful that the net operating losses of recent years will
ever be used, a valuation allowance has been recognized equal to the tax benefit of net operating losses generated.
Earnings
per Share:
Basic
earnings per share is 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. As of September 30, 2019, and September 30, 2018 there were 10,000 and 10,000
potential dilutive shares that need to be considered as common share equivalents and because of the net loss, the effect of these
potential common shares is anti-dilutive for September 30, 2019.
Cash
and Cash Equivalents:
For
purposes of the statement of cash flows, the Company considers all highly-liquid investments purchased with original maturities
of three months or less to be cash equivalents.
The
Company maintains its cash in bank deposit accounts which, at September 30, 2019 did not exceed federally insured limits. The
Company has not experienced any losses in such accounts and believes that it is not exposed to any significant credit risk on
such amounts.
Stock-Based
Compensation:
The
Company records stock-based compensation in accordance with ASC 718, Compensation. All transactions in which goods or services
are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration
received or the fair value of the equity instrument issued, whichever is more reliably measurable. Equity instruments issued
to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the
equity instruments issued and are recognized over the employees required service period, which is generally the vesting period.
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 disclosures of contingent assets and liabilities
at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reported period. Actual
results could differ from those estimates.
Concentrations
of Credit Risk:
Financial
instruments that potentially subject the Company to major credit risk consist principally of a single subsidiary of Anton Nielsen
Vojens ApS.
Recently
Issued Accounting Standards:
In
February 2016, the FASB issued ASU No. 2016-02 - Leases (Topic 842), which sets out the principles for the recognition, measurement,
presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees
to apply a dual approach, classifying leases as either financing or operating leases based on the principle of whether or not
the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized
based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required
to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their
classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases
today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing
guidance for sales-type leases, direct financing leases and operating leases. The standard is effective on January 1, 2019, however
early adoption is permitted. effective January 1, 2019. On July 1, 2019 the Company adopted the requirements of Financial
Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2016-02 (Topic 842),
Leases (“ASU 2016-02”) using modified retrospective approach. Amounts and disclosures set forth in this
Form 10-Q reflect this change.
Other
recent accounting pronouncements issued by the FASB did not or are not believed by management to have a material impact on the
Company's present or future financial statements.
The
Company's subsidiary, Anton Nielsen Vojens, ApS has one customer who is a non related party and leases property from the Company.
For the period ending September 30, 2019 and September 30, 2018 the major customer concentrations were as follows:
The entire disclosure for any concentrations existing at the date of the financial statements that make an entity vulnerable to a reasonably possible, near-term, severe impact. This disclosure informs financial statement users about the general nature of the risk associated with the concentration, and may indicate the percentage of concentration risk as of the balance sheet date.
The
company adopted ASU No. 2016-02, Leases (Topic 842), as of July 1, 2019, using the modified retrospective approach, which allows
comparative periods not to be restated. In addition, the company elected the package of practical expedients permitted under the
transition guidance within the new standard, which among other things, allowed the company to carry forward the historical lease
classification, not reassess whether any expired or existing contracts are or contain leases and not to reassess initial direct
costs for any existing leases. The company also elected the hindsight expedient to determine the lease terms for existing leases.
The election of the hindsight expedient did not have a significant impact on the calculation of the expected lease term.
The
Company leases land to a customer. The Company determines if an arrangement contains a lease at contract inception. An arrangement
is or contains a lease if the agreement identifies an asset, implicitly or explicitly, that the Customer has the right to use
over a period of time. If an arrangement contains a lease, the Company classifies the lease as either an operating lease or as
a finance lease based on the five criteria defined in ASC 842.
Lease
liabilities are recognized at commencement date based on the present value of the remaining lease payments over the lease term.
The corresponding right-of-use asset is recognized for the same amount as the lease liability adjusted for any payments made at
or before the commencement date, any lease incentives received, and any initial direct costs. The Company’s lease agreements
may include options to renew, extend or terminate the lease. These clauses are included in the initial measurement of the lease
liability when at lease commencement the Company is reasonably certain that it will exercise such options. The discount rate used
is the interest rate implicit in the lease or, if that cannot be readily determined, the Company's incremental borrowing rate.
Operating
lease expense is recognized on a straight-line basis over the lease term and presented within cost of sales on the Company’s
consolidated statements of operations. Finance lease right-of-use assets are amortized on a straight-line basis over the shorter
of the useful life of the asset or the lease term. Interest expense on the finance lease liability is recognized using the effective
interest rate method and is presented within interest expense on the Company’s consolidated statements of operations and
comprehensive income. Variable rent payments related to both operating and finance leases are expensed as incurred. The Company’s
variable lease payments primarily consists of real estate taxes, maintenance and usage charges. The Company made an accounting
policy election to combine lease and non-lease components.
The
Company has elected to exclude short-term leases from the recognition requirements of ASC 842. A lease is short-term if, at the
commencement date, it has a term of less than or equal to one year. Lease expense related to short-term leases is recognized on
a straight-line basis over the lease term.
The
adoption of the new standard did not materially impact consolidated net income and had no impact on cash flows.
The
Land owned by the Company’s wholly owned subsidiary constitutes the largest asset of the Company. During the three month
period ending September 30, 2019 the Company recorded a decrease in the carrying value of the Land of $25,626 due to the currency
translation difference. The carrying value of the Land of the Company was as follows:
The entire disclosure for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, accounting policies and methodology, roll forwards, depreciation, depletion and amortization expense, including composite depreciation, accumulated depreciation, depletion and amortization expense, useful lives and method used, income statement disclosures, assets held for sale and public utility disclosures.
Crossfield,
Inc., a company of which the CEO, Robert Wolfe is an officer and director, has made advances to the Company which are not collateralized,
non-interest bearing, and payable upon demand, however, the Company did not expect to make payment within one year. At September
30, 2019 and June 30, 2019 the Company had a balance of $120,829 and $120,753 respectively. During the three-month period ended
September 30, 2019 and September 30, 2018 expenses paid on behalf of the Company were $6,000 and $6,000 respectively. The Company
repaid $6,030 of the advancement during the three months ending September 30, 2019.
The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.
During
2006, the Company issued a promissory note (“Note”) for $650,000, payable to the Borkwood Development Ltd, a previous
shareholder of the Company (“Seller”), payable and amortized monthly and carrying an interest at 5% per year. The
Company has the right to prepay the note at any time with a notice of 14 days. To secure the payment of principal and interest
the Sellers will receive a perfect lien and security interest in the Shares in the company ANV until the note with accrued interest
is paid in full, and, 2) In the case that the Note has not been repaid within 12 months from the day of closing the Sellers have
the right to convert the debt to common stock of Advanced Oxygen Technologies, Inc. in an amount of non-diluted shares calculated
on the conversion Date, equal to the lesser of : a) Six hundred and Fifty thousand (650,000) or the Purchase Price minus the principal
payments made by the buyer, whichever is greater, divided by the previous ten day closing price of AOXY as quoted on the national
exchange, or b) Fifteen million shares, whichever is lesser. The Note has been extended until July 1, 2020, prior to period end
and interest waived through the period ending June 30, 2020. Due to the extension, the note is not in default and therefore not
convertible as of September 30, 2019. As of September 30, 2019, the unpaid balance was $127,029.
The
Company has a note payable with a bank (“Note B”). The original amount of Note B was kr 1,132,000 Danish Krone (kr).
Note B is secured by the subsidiary’s real estate, with a 2.00% interest rate and 4.2 years left on the term. The balance
on the note as of September 30, 2019 was $72,302. During the period ended September 30, 2019, the Company paid $4,273 in principal
payments and $897 in interest.
The
Company’s commitments and contingencies are $143,992 for 2019 and $55,339 for the years 2020 through 2024 with a total of
$199,331. The amounts stated reflect the Company’s commitments in the currencies that those commitments were made and the
amounts are an estimate of what the US dollar amount would be if the currency rates did not change.
Year
Amount
2020
$
139,720
2021
17,219
2022
17,566
2023
17,920
2024
6,906
Total
$
199,331
The
amounts stated in this note reflect the Company’s commitments in the currencies that those commitments were made and the
amounts are an estimate of what the US dollar amount would be if the currency rates did not change going forward.
The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.
Pursuant
to a Certificate of Amendment to our Certificate of Incorporation filed with the State of Delaware and effective as of December
8, 2014, the Company (effected a reverse stock split of all the outstanding shares of our common stock at an exchange ratio of
one for twenty (1:20) and changed the number our authorized shares of common stock, par value $0.01 per share, from 90,000,000
to 60,000,000 while maintaining the number of authorized shares of preferred stock, par value $0.01 per share, at 10,000,000.
As a result, the 45,853,585 shares of common stock outstanding at December 7, 2014 had been reduced to 2,292,945 shares of common
stock (taking into account the rounding up of fractional share interests).
On
September 23, 2019 the Company entered into a Stock Grant and Investment Agreement with Robert Wolfe, its CEO and a Director (“Wolfe”)
whereby the Company has granted 1,000,000 shares (the “Shares”) of common stock of the Company, with a fair value
of $110,000 based on a stock price of $0.11. The shares were issued for services rendered by Wolfe to the Company and which Shares
are deemed irrevocably and fully earned and vested as of the date thereof. The Shares have been issued in reliance upon the exemption
from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended.
Preferred
Stock:
The
Company is authorized to issue 10,000,000 shares of $0.01 par value of series 2 convertible preferred stock. The Company may issue
any class of preferred shares in series. The board of directors has the authority to establish and designate series and to fix
the number of shares included in each such series. Each Series 2 preferred share is convertible into two shares of common stock
at the option of the holder.
Series
2 Convertible Preferred Stock:
The
Company is authorized to issue 10,000,000 shares of $0.01 par value of series 2 convertible preferred stock. The Company may issue
any class of preferred shares in series. The board of directors has the authority to establish and designate series and to fix
the number of shares included in each such series. Each Series 2 preferred share is convertible into two shares of common stock
at the option of the holder.
Series
2 Convertible Preferred Stock:
Each
Series 2 preferred share also includes one warrant to purchase two common shares for $5.00. The warrants are exercisable over
a three-year period. In the event of the liquidation of the Company, holders of Series 2 preferred stock would be entitled to
receive $5.00 per share, plus any unpaid dividends declared on the Series 2 preferred stock from the funds remaining after the
Company's creditors, including directors, have been paid. There have been no dividends declared. There are 177,000 Series 2 Convertible
Preferred shares designated. During November 1997, 172,000 shares of Series 2 preferred stock were converted into 344,000 shares
of the Company's common stock. As of September 30, 2019, and June 30, 2019 there are 5,000 shares issued, which are convertible
into 2 common shares. There are no warrants outstanding that have been issued in connection with these preferred shares.
Series
3 Convertible Preferred Stock:
The
Company has designated 1,670,000 shares of series 3 convertible preferred stock with a par value $0.01. Each share automatically
converts on March 2, 2000 into either (a) one (1) share of the Company's common stock if the average closing price of the common
stock during the ten trading days immediately prior to March 1, 2000 is equal to or greater than sixty-six cents ($0.66) per share,
or (b) one and one-half (1 1/2) shares of common stock if the average closing price of the common stock during the ten trading
days immediately prior March 1, 2000 is less than sixty-six cents ($0.66) per share. There are zero shares issued and outstanding
at September 30, 2019 and June 30, 2019.
Series
5 Convertible Preferred Stock:
The
Company has designated 1 share of series 5 convertible preferred stock, no par value. There is 1 Series 5 Convertible Preferred
shares designated. The shares are collectively convertible to common stock of the Company on March 5, 2004, in an amount equal
to the greater of a.)290,000 shares divided by the ten day closing price, prior to the date of acquisition of IPS, of the Company's
common stock as quoted on the national exchange and not to exceed twenty million shares, or b.) six million shares. There are
zero shares issued and outstanding at September 30, 2019 and June 30, 2019.
The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.
The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business.
In
May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), to update the financial reporting
requirements for revenue recognition. Topic 606 outlines a single comprehensive model for entities to use in accounting for revenue
arising from contracts with customers. It supersedes most current revenue recognition guidance, including industry-specific guidance.
The guidance is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to
customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods
or services. The guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and
cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from
costs incurred to fulfill a contract. This guidance became effective for the Company beginning on January 1, 2018, and entities
have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard.
We adopted this standard using the modified retrospective approach on July 1, 2018.
The Company's source of revenue is from the
Commercial Property lease in which quarterly payments are received pursuant to the property lease which is in effect until 2026.
The lease rate is adjusted yearly based on the Danish Consumer Price Index as published by the Danish Statistical Department. (See
Note 3 for further details).
Foreign
currency transactions are translated applying the current rate method. Assets and liabilities are translated at current rates.
Stockholders’ equity accounts are translated at the appropriate historical rates and revenue and expenses are translated
at weighted average rates for the year. Exchange rate differences that arise between the rate at the transaction date and the
one in effect at the payment date, or at the balance sheet date, are recognized in the income statement.
The
Company accounts for income taxes under the asset and liability method of accounting. Under this method, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using
enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered
or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date. A valuation allowance is required when it is less likely than not that the Company will be able to
realize all or a portion of its deferred tax assets. Because it is doubtful that the net operating losses of recent years will
ever be used, a valuation allowance has been recognized equal to the tax benefit of net operating losses generated.
Basic
earnings per share is 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. As of September 30, 2019, and September 30, 2018 there were 10,000 and 10,000
potential dilutive shares that need to be considered as common share equivalents and because of the net loss, the effect of these
potential common shares is anti-dilutive for September 30, 2019.
For
purposes of the statement of cash flows, the Company considers all highly-liquid investments purchased with original maturities
of three months or less to be cash equivalents.
The
Company maintains its cash in bank deposit accounts which, at September 30, 2019 did not exceed federally insured limits. The
Company has not experienced any losses in such accounts and believes that it is not exposed to any significant credit risk on
such amounts.
The
Company records stock-based compensation in accordance with ASC 718, Compensation. All transactions in which goods or services
are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration
received or the fair value of the equity instrument issued, whichever is more reliably measurable. Equity instruments issued
to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the
equity instruments issued and are recognized over the employees required service period, which is generally the vesting period.
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 disclosures of contingent assets and liabilities
at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reported period. Actual
results could differ from those estimates.
Financial
instruments that potentially subject the Company to major credit risk consist principally of a single subsidiary of Anton Nielsen
Vojens ApS.
In
February 2016, the FASB issued ASU No. 2016-02 - Leases (Topic 842), which sets out the principles for the recognition, measurement,
presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees
to apply a dual approach, classifying leases as either financing or operating leases based on the principle of whether or not
the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized
based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required
to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their
classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases
today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing
guidance for sales-type leases, direct financing leases and operating leases. The standard is effective on January 1, 2019, however
early adoption is permitted. effective January 1, 2019. On July 1, 2019 the Company adopted the requirements of Financial
Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2016-02 (Topic 842),
Leases (“ASU 2016-02”) using modified retrospective approach. Amounts and disclosures set forth in this
Form 10-Q reflect this change.
Other
recent accounting pronouncements issued by the FASB did not or are not believed by management to have a material impact on the
Company's present or future financial statements.
Disclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value.
Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements.
Disclosure of accounting policy for (1) transactions denominated in a currency other than the reporting enterprise's functional currency, (2) translating foreign currency financial statements that are incorporated into the financial statements of the reporting enterprise by consolidation, combination, or the equity method of accounting, and (3) remeasurement of the financial statements of a foreign reporting enterprise in a hyperinflationary economy.
Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.
Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact.
Disclosure of accounting policy for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, basis of assets, depreciation and depletion methods used, including composite deprecation, estimated useful lives, capitalization policy, accounting treatment for costs incurred for repairs and maintenance, capitalized interest and the method it is calculated, disposals and impairments.
Disclosure of accounting policy for award under share-based payment arrangement. Includes, but is not limited to, methodology and assumption used in measuring cost.
Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles.
Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.
Tabular disclosure of future minimum payments required in the aggregate and for each of the five succeeding fiscal years for operating leases having initial or remaining noncancelable lease terms in excess of one year and the total minimum rentals to be received in the future under noncancelable subleases as of the balance sheet date.
Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.
For an entity that discloses a concentration risk in relation to quantitative amount, which serves as the "benchmark" (or denominator) in the equation, this concept represents the concentration percentage derived from the division.
Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.
Amount of foreign currency translation gain (loss) which increases (decreases) assets, excluding financial assets and goodwill, lacking physical substance with a finite life.
Carrying amount as of the balance sheet date of obligations due all related parties. For classified balance sheets, represents the current portion of such liabilities (due within one year or within the normal operating cycle if longer).
Amount of cash inflow (outflow) from long-term debt by a related party. Related parties, include, but are not limited to, affiliates, owners or officers and their immediate families, and pension trusts.
Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the next fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.
Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the fifth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.
Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the fourth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.
Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the third fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.
Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the second fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.
The Company has the right to prepay the note at any time with a notice of 14 days. To secure the payment of principal and interest the Sellers will receive a perfect lien and security interest in the Shares in the company ANV until the note with accrued interest is paid in full, and, 2) In the case that the Note has not been repaid within 12 months from the day of closing the Sellers have the right to convert the debt to common stock of Advanced Oxygen Technologies, Inc. in an amount of non-diluted shares calculated on the conversion Date, equal to the lesser of : a) Six hundred and Fifty thousand (650,000) or the Purchase Price minus the principal payments made by the buyer, whichever is greater, divided by the previous ten day closing price of AOXY as quoted on the national exchange, or b) Fifteen million shares, whichever is lesser.
Amount equal to the present value (the principal) at the beginning of the lease term of minimum lease payments during the lease term (excluding that portion of the payments representing executory costs such as insurance, maintenance, and taxes to be paid by the lessor, together with any profit thereon) net of payments or other amounts applied to the principal through the balance sheet date.
The interest rate applicable to the portion of the carrying amount of long-term borrowings outstanding as of the balance sheet date, including current maturities, which accrues interest at a set, unchanging rate.
Including the current and noncurrent portions, the carrying value as of the balance sheet date of notes payable to banks, excluding mortgage notes, initially due beyond one year or beyond the operating cycle if longer.
Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the next fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.
Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due after the fifth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.
Each share automatically converts on March 2, 2000 into either (a) one (1) share of the Company's common stock if the average closing price of the common stock during the ten trading days immediately prior to March 1, 2000 is equal to or greater than sixty-six cents ($0.66) per share, or (b) one and one-half (1 1/2) shares of common stock if the average closing price of the common stock during the ten trading days immediately prior March 1, 2000 is less than sixty-six cents ($0.66) per share.
The shares are collectively convertible to common stock of the Company on March 5, 2004, in an amount equal to the greater of a.) 290,000 shares divided by the ten day closing price, prior to the date of acquisition of IPS, of the Company's common stock as quoted on the national exchange and not to exceed twenty million shares, or b.) six million shares.
Period of time between issuance and maturity of debt instrument, in PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
Additional shares included in the calculation of diluted EPS as a result of the potentially dilutive effect of convertible preferred stock using the if-converted method.
The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.
Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.
Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.
