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Document and Entity Information - shares
3 Months Ended
Sep. 30, 2019
Nov. 13, 2019
Document and Entity Information:    
Registrant CIK 0001104280  
Fiscal Year End --06-30  
Registrant Name SANGUI BIOTECH INTERNATIONAL INC  
SEC Form 10-Q  
Period End date Sep. 30, 2019  
Tax Identification Number (TIN) 84-1330732  
Number of common stock shares outstanding   201,479,842
Filer Category Non-accelerated Filer  
Current with reporting Yes  
Interactive Data Current Yes  
Shell Company false  
Small Business true  
Emerging Growth Company false  
Entity File Number 0-21271  
Entity Incorporation, State or Country Code CO  
Entity Address, Address Line One Neuer Wall 54  
Entity Address, City or Town Hamburg  
Entity Address, State or Province CO  
Entity Address, Postal Zip Code 20354  
Country Region 49  
City Area Code 40  
Local Phone Number 6093120  
Amendment Flag false  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q1  
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
Sep. 30, 2019
Jun. 30, 2019
CURRENT ASSETS    
Cash $ 20,585 $ 27,453
Prepaid expenses and other assets 5,300 9,470
Tax refunds receivable 6,879 6,852
Accounts receivable, net 775 29,525
Note receivable, related party 7,550 5,671
Total Current Assets 41,089 78,971
PROPERTY AND EQUIPMENT, Net    
Operating lease right-of-use-asset 4,660 0
TOTAL ASSETS 45,749 78,971
CURRENT LIABILITIES    
Accounts payable and accrued expenses 118,963 164,145
Accrued interest - related party 30,403 28,458
Note payable 0 0
Notes payable - related party 479,935 478,357
Operating lease liability 4,660 0
Total Current Liabilities 633,961 670,960
STOCKHOLDERS' DEFICIT    
Preferred stock, no par value; 10,000,000 shares authorized, -0- shares issued and outstanding 0 0
Common stock, no par value; 250,000,000 shares authorized 201,533,598 and 199,295,503 shares issued and 201,479,842 and 199,241,747 shares outstanding respectively 33,012,261 32,967,499
Additional paid-in capital 4,513,328 4,513,328
Treasury stock, at cost (19,387) (19,387)
Accumulated other comprehensive income 94,467 91,447
Accumulated deficit (37,546,433) (37,503,684)
Total Sangui Biotech International, Inc's stockholders's equity 54,236 49,203
Non-controlling interest (642,448) (641,192)
Total Stockholders' Deficit (588,212) (591,989)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 45,749 $ 78,971
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Sep. 30, 2019
Jun. 30, 2019
Text Block [Abstract]    
Preferred Stock, No Par Value $ 0 $ 0
Preferred Stock, Shares Authorized 10,000,000 10,000,000
Preferred Stock, Shares Issued 0 0
Preferred Stock, Shares Outstanding 0 0
Common stock, No Par Value $ 0 $ 0
Common stock, Shares Authorized 250,000,000 250,000,000
Common stock, Shares Issued 201,533,598 199,295,503
Common stock, Shares Outstanding 201,479,842 199,241,747
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)
3 Months Ended
Sep. 30, 2019
Sep. 30, 2018
REVENUES    
License revenues $ 282 $ 11,272
COST OF SALES 0 73
GROSS MARGIN 282 11,199
OPERATING EXPENSES    
Research and development 2,236 7,972
Professional fees 41,752 49,934
General and administrative 12,192 46,791
Total Operating Expenses 56,180 104,697
OPERATING LOSS (55,898) (93,498)
OTHER INCOME (EXPENSE)    
Loss on out of court settlement (6,714) 0
Gain on foreign exchange 21,820 1,062
Interest expense (3,213) (3,691)
Total other income (expense) 11,893 (2,629)
LOSS BEFORE INCOME TAXES AND NON-CONTROLLING INTEREST (44,005) (96,127)
Provision for income taxes 0 0
NET LOSS BEFORE NON-CONTROLLING INTEREST (44,005) (96,127)
Less: Net loss attributable to non-controlling interest 1,256 6,164
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS (42,749) (89,963)
OTHER COMPREHENSIVE LOSS    
Foreign currency translation adjustments 3,020 385
COMPREHENSIVE LOSS $ (40,985) $ (95,742)
BASIC AND DILUTED LOSS PER SHARE $ (0.00) $ (0.00)
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING 200,113,731 192,661,180
Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($)
Common Stock
Additional Paid-In Capital
Treasury Stock
Accumulated Other Comprehensive Income (Loss)
Noncontrolling Interest
Accumulated Deficit
Total
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Beginning Balance at Jun. 30, 2018 $ 32,864,356 $ 4,513,328 $ (19,387) $ 92,921 $ (622,254) $ (37,180,108) $ (351,144)
Shares, Outstanding, Beginning Balance at Jun. 30, 2018 191,951,503            
Common shares issued for Cash $ 20,537 20,537
Common shares issued for Cash, Shares 1,000,000            
Common stock issued for services
Common stock issued for services, Shares            
Currency translation adjustment 385 385
Net loss (6,164) (89,963) (96,127)
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Sep. 30, 2018 $ 32,884,893 4,513,328 (19,387) 93,306 (628,418) (37,270,071) (426,349)
Shares, Outstanding, Ending Balance at Sep. 30, 2018 192,951,503            
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Beginning Balance at Jun. 30, 2019 $ 32,967,499 4,513,328 (19,387) 91,447 (641,192) (37,503,684) (591,989)
Shares, Outstanding, Beginning Balance at Jun. 30, 2019 199,295,503            
Common shares issued for Cash
Common shares issued for Cash, Shares            
Common stock issued out of court settlement $ 44,762 44,762
Common stock issued out of court settlement, Shares 2,238,095            
Currency translation adjustment 3,020 3,020
Net loss (1,256) (42,749) (44,005)
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Sep. 30, 2019 $ 33,012,261 $ 4,513,328 $ (19,387) $ 94,467 $ (642,448) $ (37,546,433) $ (588,212)
Shares, Outstanding, Ending Balance at Sep. 30, 2019 201,533,598            
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
3 Months Ended
Sep. 30, 2019
Sep. 30, 2018
CASH FLOWS FROM OPERATING ACTIVITIES    
Net loss $ (44,005) $ (96,127)
Adjustments to reconcile net loss to net cash used by operating activities:    
Common stock issued for obtaining out-of-court settlement 44,762 0
Foreign currency exchange transactions (21,820) (1,062)
Amortization of right to use asset (1,766) 0
Changes in operating assets and liabilities    
Trade accounts receivable 28,055 48,430
Prepaid expenses and other current assets 3,977 (5,299)
Tax refunds receivable (324) (98,291)
Accounts payable and accrued expenses (42,477) 10,416
Related party advances (2,162) 6,217
Related party accounts payable 2,736 1,972
Operating lease liability 1,766 0
Net Cash Used in Operating Activities (31,258) (133,744)
CASH FLOWS FROM FINANCING ACTIVITIES    
Proceeds from related party note payable 22,130 668,692
Repayment of related party note payable 0 (488,374)
Proceeds from common stock issued for cash 0 20,537
Repayment of notes payable 0 (38,329)
Net Cash Provided by Financing Activities 22,130 162,526
EFFECTS OF EXCHANGE RATES ON CASH 2,260 73
NET CHANGES IN CASH (6,868) 28,855
CASH AT BEGINNING OF PERIOD 27,453 20,943
CASH AT END OF PERIOD 20,585 49,798
CASH FLOW INFORMATION    
CASH PAID FOR: Interest 0 2,292
NON CASH INVESTING AND FINANCING ACTIVITIES    
Right of use operating lease assets obtained in exchange for lease liabiliies $ 6,520 $ 0
NOTE 1 - BASIS OF PRESENTATION
3 Months Ended
Sep. 30, 2019
Disclosure Text Block [Abstract]  
NOTE 1 - BASIS OF PRESENTATION

NOTE 1 - BASIS OF PRESENTATION

 

The accompanying condensed consolidated financial statements have been prepared without audit in accordance with accounting principles generally accepted in the United States of America and rules of the Securities Exchange Commission for interim financial information. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. The unaudited condensed consolidated financial statements and notes should, therefore, be read in conjunction with the consolidated financial statements and notes thereto in the Company's Form 10-K for the year ended June 30, 2019. In the opinion of management, all adjustments (consisting of normal and recurring adjustments) considered necessary for a fair presentation, have been included. The results of operations for the three - month period ended September 30, 2019 are not necessarily indicative of the results that may be expected for the full fiscal year ending June 30, 2020.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3 Months Ended
Sep. 30, 2019
Disclosure Text Block [Abstract]  
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Nature of Business

 

Sangui Biotech International, Inc., (Sangui or the Company) was incorporated in Colorado in 1995 and conducts business through its 90% owned subsidiary, Sangui BioTech GmbH (Sangui GmbH) and its 99.8% owned subsidiary Sangui Know-how und Patentverwertungsgesellschaft mbH & Co. KG (Sangui KG). Sangui GmbH, which is headquartered in Hamburg, Germany, is engaged in the development of artificial oxygen carriers (external applications of hemoglobin, blood substitutes and blood additives) as well as in the development, marketing and sales of cosmetics and wound management products. Sangui KG is a limited partnership that holds the license rights under the various agreements that the Company enters into from time to time.

 

Consolidation

 

The consolidated financial statements include the accounts of Sangui BioTech International, Inc. and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.

 

Foreign Currency Translation

 

Assets and liabilities of the Company's foreign operations are translated into U.S. dollars at period-end exchange rates. Net exchange gains or losses resulting from such translation are excluded from net loss but are included in comprehensive loss and accumulated in a separate component of stockholders' equity. Income and expenses are translated at average exchange rates for the period.

 

Exchanges rates used for the preparation of the consolidated balance sheet as of September 30, 2019 and June 30, 2018 and our unaudited consolidated statements of operations for the three - month period ended September 30, 2019 and 2018, were calculated as follows:

 

 As of September 30, 2019    0.91679 
 As of September 30, 2018    0.860475 
 July 1, 2019 through September 30, 2019    0.898656 
 July 1, 2018 through September 30, 2018    0.859996 

 

The Company accounts for the transactions denominated in foreign currencies in the Parent Company’s books as transaction gains (losses) recognized in Other income.

 

Risk and Uncertainties

 

The Company's line of future pharmaceutical products (artificial oxygen carriers or blood substitute and additives) and medical products (wound dressings and other wound management products) being developed by Sangui GmbH, are deemed as medical devices or biologics, and as such are governed by the Federal Food and Drug and Cosmetics Act and by the regulations of state agencies and various foreign government agencies. The pharmaceuticals, under development in Germany, will be subject to more stringent regulatory requirements, because they are in vivo products for humans. The Company and its subsidiaries have no experience in obtaining regulatory clearance on these types of products. Therefore, the Company will be subject to the risks of delays in obtaining or failing to obtain regulatory clearance.

 

Going Concern

 

The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Company has accumulated deficit of $ 37,546,433 as of September 30, 2019. The Company incurred a net loss before non-controlling interest of $44,005 for the three months ended September 30, 2019 and used cash in operating activities of $31,258 during the three months ended September 30, 2019. These conditions raise substantial doubt about the Company's ability to continue as a going concern for a period of one year from issuance of the financial statements. The Company expects to continue to incur significant capital expenses in pursuing its business plan to market its products and expand its product line, while obtaining additional financing through stock offerings or other feasible financing alternatives. In order for the Company to continue its operations at its existing levels, the Company will require significant additional funds over the next twelve months. Therefore, the Company is dependent on funds raised through equity or debt offerings. Additional financing may not be available on terms favorable to the Company, or at all. If these funds are not available, the Company may not be able to execute its business plan or take advantage of business opportunities. The ability of the Company to obtain such additional financing and to achieve its operating goals is uncertain. In the event that the Company does not obtain additional capital, is not able to collect its outstanding receivables, or is not able to increase cash flow through the increase of sales, there is a substantial doubt of its being able to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

Cash and Cash Equivalents

 

The Company maintains its cash in bank accounts in Germany. Cash and cash equivalents include time deposits for which the Company has no requirements for compensating balances. The Company has not experienced any losses in its uninsured bank accounts.

 

Research and Development

 

Research and development costs are charged to operations as they are incurred. Legal fees and other direct costs incurred in obtaining and protecting patents are expensed as incurred.

 

Revenue Recognition

 

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The new revenue recognition standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised 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 Company recognizes revenue based on the five criteria for revenue recognition established under Topic 606: 1) identify the contract, 2) identify separate performance obligations, 3) determine the transaction price, 4) allocate the transaction price among the performance obligations, and 5) recognize revenue as the performance obligations are satisfied.

 

Type of Revenue

 

The Company derives revenue primarily from licensing fees on sales of its wound spray product.

 

The Company recognizes revenue based on the five criteria for revenue recognition established under Topic ASC 606 set forth below.

 

The Company’s licenses provide a right to use and create performance obligations satisfied at a point in time. The Company recognizes revenue from the license when the performance obligation is satisfied through the transfer of the license. The Company will recognize royalty revenue a) when the licensee makes the subsequent sales or use that trigger the royalty, or (b) the performance obligation to which some or all of the sales-based or usage- based royalties has been allocated has been satisfied.

 

 

Basic and Diluted Earnings (Loss) Per Common Share

 

Basic earnings (loss) per common share are computed by dividing income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period of computation. Diluted earnings (loss) per share give effect to all potential dilutive common shares outstanding during the period of compensation. The computation of diluted earnings (loss) per share does not assume conversion, exercise or contingent exercise of securities that would have an antidilutive effect on earnings. As of September 30, 2019, the Company had no potentially dilutive securities that would affect the loss per share if they were to be dilutive.

 

Comprehensive loss

 

Total comprehensive loss represents the net change in stockholders' equity during a period from sources other than transactions with stockholders and as such, includes net earnings (loss). For the Company, the components of other comprehensive loss is limited to the changes in the cumulative foreign currency translation adjustments, which is recorded as components of stockholders' equity.

 

Recent Accounting Pronouncements

 

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), ("ASC 842"). The objective of the guidance in ASC 842 is to increase transparency and comparability among organizations by recognizing lease assets and liabilities in the balance sheet and disclosing key information. ASC 842 amends previous lease guidance to require a lessee to recognize a lease liability and a right-of-use asset on the entity’s balance sheet for all leases with terms that exceed one year. ASC 842 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. ASC 842 provides that lessees (for capital and operating leases) and lessors (for sales-type, direct financing, and operating leases) must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. The Company elected a policy of not recording leases on its condensed balance sheets when the leases have term of 12 month or less and the Company is not reasonably certain to elect an option to purchase the leased asset. The Company recognizes payments on these leases within selling, administrative and other expenses on a straight-line basis over the lease term. The standard did not materially impact consolidated net income or liquidity.

 

Management does not believe that any recently issued, but not yet effective, accounting standard if currently adopted would have a material effect on the accompanying consolidated financial statements.

NOTE 3 - COMMITMENTS AND CONTINGENCIES
3 Months Ended
Sep. 30, 2019
Disclosure Text Block [Abstract]  
NOTE 3 - COMMITMENTS AND CONTINGENCIES

NOTE 3 - COMMITMENTS AND CONTINGENCIES

 

Litigation

 

The Company may, from time to time, be involved in various legal disputes resulting from the ordinary course of operating its business. Management is currently not able to predict the outcome of any such cases. However, management believes that the amount of ultimate liability, if any, with respect to such actions will not have a

material effect on the Company's financial position or results of operations.

 

At the time of reporting, no litigations are pending.

 

Indemnities and Guarantees

 

During the normal course of business, the Company has made certain indemnities and guarantees under which it may be required to make payments in relation to certain transactions. These indemnities include certain agreements with the Company's officers, under which the Company may be required to indemnify such person for liabilities arising out of their employment relationship. The duration of these indemnities and guarantees varies and, in certain cases, is indefinite. The majority of these indemnities and guarantees do not provide for any limitation of the maximum potential future payments the Company could be obligated to make. Historically, the Company has not been obligated to make significant payments for these obligations and no liabilities have been recorded for these indemnities and guarantees in the accompanying consolidated balance sheet.

 

Leases

 

Effective from June 30, 2019 the Company has closed the site in Written and relocated its headquarters to Hamburg. The Company leases office facilities from an unrelated third party at Euro 685 per month. The office lease contract is maintained on a month-to-month basis.

 

The Company also leases an automobile under an operating lease. The lease provides for a lease payment of 538 Euros per month beginning June 2018 expiring May 2020.  

 

The following table reconciles future minimum operating lease payments to the discounted lease liability as of June 30, 2019:

 

Minimum Lease Payments Under Operating leases     
2019 - remaining  $1,760 
2020  $2,934 
Total operating Lease Obligations  $4,695 
Less: Amount representing imputed interest  $(35)
Present Value of minimum lease payments  $4,660 
Weighted average discount rate   2%

 

License Agreement

 

Pursuant to the contracts dated May 2, 2018 and November 11, 2018 between Sangui GmbH respectively Sangui KG and a former contractor Sangui KG grants that contractor a license fee on the license income received by Sangui for his previous services as a co-inventor. The license fee is 10% analogously to the remuneration regulation of the German Law on Employee Inventions (ArbnErfG).

NOTE 4 - DEBT
3 Months Ended
Sep. 30, 2019
Debt Disclosure [Abstract]  
NOTE 4 - DEBT

NOTE 4 – DEBT

 

Notes Payable Related Parties

 

As of September 30, 2019 the Company had outstanding the following loans payable due to a Company Director:

 

Date  Loan amount in Euro  Loan amount converted into USD  Interest rate  Interest in USD  Due
March 06, 2015  100000  109076  5%  23961  June 30, 2020
December 12, 2017  25000  27269  2%  982  on demand
January 19, 2018  25000  27269  2%  925  on demand
March 13, 2018  25000  27269  2%  846  on demand
July 16, 2018  25000  27269  2%  659  on demand
September 10, 2018  25000  27269  2%  575  on demand
October 04, 2018  25000  27269  2%  539  on demand
December 27, 2018  25000  27269  2%  414  on demand
January 21, 2019  15000  16361  2%  226  on demand
February 26, 2019  25000  27269  2%  323  on demand
March 20, 2019  25000  27269  2%  290  on demand
April 08, 2019  20000  21815  2%  209  on demand
May 09, 2019  30000  32723  2%  258  on demand
June 21, 2019  30000  32723  2%  181  on demand
September 17, 2019  20000  21815  2%  16  on demand

 

On September 17, 2019 a Company Director advanced an amount of 20,000 Euros ($21,815 as of September 30, 2019) to the Company. The loan is due on demand, accrues interest annually at 2% and is unsecured. As of September 30, 2019, the note has an accrued balance of 2%.

NOTE 5 - CAPITAL STOCK
3 Months Ended
Sep. 30, 2019
Equity [Abstract]  
NOTE 5 - CAPITAL STOCK

NOTE 5 – CAPITAL STOCK

 

Preferred Stock – The Company is authorized to issue 10,000,000 shares of preferred stock. No preferred stock has been issued to date. The authorized preferred shares are non-voting and the Board of Directors has not designated any liquidation value or dividend rates.

 

Common Stock – The Company is authorized to issue 250,000,000 shares of no par value common stock. The holders of the Company's common stock are entitled to one vote for each share held of record on all matters to be voted on by those stockholders. As of September 30, 2019, and June 30, 2019, the Company had 201,533,598 shares and 199,295,503 shares of common stock issued and 201,479,842 and 199,241,747 shares outstanding, respectively.

 

During the three months ended September 30, 2019, the Company issued 2,238,095 shares of common stock to one individual for obtaining an out-of-court settlement in a patent matter at $44,762 ($0.0200 per share). The company recorded an accrual in the amount of $38,048 in the annual financial statements ended June 30, 2019. An additional loss of $6,714 was recorded during the three months ended September 30, 2019.

 

Treasury Stock - The Company holds 53,756 of its common stock as treasury stock, which is valued at cost of $19,387 at September 30, 2019.

 

Stock –Based Compensation - On October 22, 2008 the Company adopted the 2008 Amended and Restated Long-Term Equity Incentive Plan, whereby the Board was authorized to issue up to 10,000,000 shares of common stock (including incentive stock options) to certain eligible employees, directors, and consultants of the Company or its subsidiaries. The term of the plan was 10 years. It expired in October 2018.

NOTE 6 - SUBSEQUENT EVENTS
3 Months Ended
Sep. 30, 2019
Disclosure Text Block [Abstract]  
NOTE 6 - SUBSEQUENT EVENTS

NOTE 6 – SUBSEQUENT EVENTS

 

Subsequent to September 30, 2019, a Company Director advanced two amounts of total 40,000 Euros ($43,630) to the Company. The loans are due on demand, accrues interest annually at 2% and are unsecured.

 

In accordance with ASC 855-10, the Company’s management has reviewed all material events and there are no additional material subsequent events to report.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
3 Months Ended
Sep. 30, 2019
Policy Text Block [Abstract]  
Nature of Business

Nature of Business

 

Sangui Biotech International, Inc., (Sangui or the Company) was incorporated in Colorado in 1995 and conducts business through its 90% owned subsidiary, Sangui BioTech GmbH (Sangui GmbH) and its 99.8% owned subsidiary Sangui Know-how und Patentverwertungsgesellschaft mbH & Co. KG (Sangui KG). Sangui GmbH, which is headquartered in Hamburg, Germany, is engaged in the development of artificial oxygen carriers (external applications of hemoglobin, blood substitutes and blood additives) as well as in the development, marketing and sales of cosmetics and wound management products. Sangui KG is a limited partnership that holds the license rights under the various agreements that the Company enters into from time to time.

Consolidation

Consolidation

 

The consolidated financial statements include the accounts of Sangui BioTech International, Inc. and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.

Foreign Currency Translation

Foreign Currency Translation

 

Assets and liabilities of the Company's foreign operations are translated into U.S. dollars at period-end exchange rates. Net exchange gains or losses resulting from such translation are excluded from net loss but are included in comprehensive loss and accumulated in a separate component of stockholders' equity. Income and expenses are translated at average exchange rates for the period.

 

Exchanges rates used for the preparation of the consolidated balance sheet as of September 30, 2019 and June 30, 2018 and our unaudited consolidated statements of operations for the three - month period ended September 30, 2019 and 2018, were calculated as follows:

 

 As of September 30, 2019    0.91679 
 As of September 30, 2018    0.860475 
 July 1, 2019 through September 30, 2019    0.898656 
 July 1, 2018 through September 30, 2018    0.859996 

 

The Company accounts for the transactions denominated in foreign currencies in the Parent Company’s books as transaction gains (losses) recognized in Other income.

Risks and Uncertainties

Risk and Uncertainties

 

The Company's line of future pharmaceutical products (artificial oxygen carriers or blood substitute and additives) and medical products (wound dressings and other wound management products) being developed by Sangui GmbH, are deemed as medical devices or biologics, and as such are governed by the Federal Food and Drug and Cosmetics Act and by the regulations of state agencies and various foreign government agencies. The pharmaceuticals, under development in Germany, will be subject to more stringent regulatory requirements, because they are in vivo products for humans. The Company and its subsidiaries have no experience in obtaining regulatory clearance on these types of products. Therefore, the Company will be subject to the risks of delays in obtaining or failing to obtain regulatory clearance.

Going Concern

Going Concern

 

The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Company has accumulated deficit of $ 37,546,433 as of September 30, 2019. The Company incurred a net loss before non-controlling interest of $44,005 for the three months ended September 30, 2019 and used cash in operating activities of $31,258 during the three months ended September 30, 2019. These conditions raise substantial doubt about the Company's ability to continue as a going concern for a period of one year from issuance of the financial statements. The Company expects to continue to incur significant capital expenses in pursuing its business plan to market its products and expand its product line, while obtaining additional financing through stock offerings or other feasible financing alternatives. In order for the Company to continue its operations at its existing levels, the Company will require significant additional funds over the next twelve months. Therefore, the Company is dependent on funds raised through equity or debt offerings. Additional financing may not be available on terms favorable to the Company, or at all. If these funds are not available, the Company may not be able to execute its business plan or take advantage of business opportunities. The ability of the Company to obtain such additional financing and to achieve its operating goals is uncertain. In the event that the Company does not obtain additional capital, is not able to collect its outstanding receivables, or is not able to increase cash flow through the increase of sales, there is a substantial doubt of its being able to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Cash and Cash Equivalents

Cash and Cash Equivalents

 

The Company maintains its cash in bank accounts in Germany. Cash and cash equivalents include time deposits for which the Company has no requirements for compensating balances. The Company has not experienced any losses in its uninsured bank accounts.

Research and Development

Research and Development

 

Research and development costs are charged to operations as they are incurred. Legal fees and other direct costs incurred in obtaining and protecting patents are expensed as incurred.

Revenue Recognition

Revenue Recognition

 

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The new revenue recognition standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised 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 Company recognizes revenue based on the five criteria for revenue recognition established under Topic 606: 1) identify the contract, 2) identify separate performance obligations, 3) determine the transaction price, 4) allocate the transaction price among the performance obligations, and 5) recognize revenue as the performance obligations are satisfied.

 

Type of Revenue

 

The Company derives revenue primarily from licensing fees on sales of its wound spray product.

 

The Company recognizes revenue based on the five criteria for revenue recognition established under Topic ASC 606 set forth below.

 

The Company’s licenses provide a right to use and create performance obligations satisfied at a point in time. The Company recognizes revenue from the license when the performance obligation is satisfied through the transfer of the license. The Company will recognize royalty revenue a) when the licensee makes the subsequent sales or use that trigger the royalty, or (b) the performance obligation to which some or all of the sales-based or usage- based royalties has been allocated has been satisfied.

Basic and Diluted Earnings (Loss) Per Common Share

Basic and Diluted Earnings (Loss) Per Common Share

 

Basic earnings (loss) per common share are computed by dividing income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period of computation. Diluted earnings (loss) per share give effect to all potential dilutive common shares outstanding during the period of compensation. The computation of diluted earnings (loss) per share does not assume conversion, exercise or contingent exercise of securities that would have an antidilutive effect on earnings. As of September 30, 2019, the Company had no potentially dilutive securities that would affect the loss per share if they were to be dilutive.

Comprehensive Loss

Comprehensive loss

 

Total comprehensive loss represents the net change in stockholders' equity during a period from sources other than transactions with stockholders and as such, includes net earnings (loss). For the Company, the components of other comprehensive loss is limited to the changes in the cumulative foreign currency translation adjustments, which is recorded as components of stockholders' equity.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), ("ASC 842"). The objective of the guidance in ASC 842 is to increase transparency and comparability among organizations by recognizing lease assets and liabilities in the balance sheet and disclosing key information. ASC 842 amends previous lease guidance to require a lessee to recognize a lease liability and a right-of-use asset on the entity’s balance sheet for all leases with terms that exceed one year. ASC 842 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. ASC 842 provides that lessees (for capital and operating leases) and lessors (for sales-type, direct financing, and operating leases) must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. The Company elected a policy of not recording leases on its condensed balance sheets when the leases have term of 12 month or less and the Company is not reasonably certain to elect an option to purchase the leased asset. The Company recognizes payments on these leases within selling, administrative and other expenses on a straight-line basis over the lease term. The standard did not materially impact consolidated net income or liquidity.

 

Management does not believe that any recently issued, but not yet effective, accounting standard if currently adopted would have a material effect on the accompanying consolidated financial statements.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
3 Months Ended
Sep. 30, 2019
Table Text Block Supplement [Abstract]  
Schedule of Foreign currency rates

Exchanges rates used for the preparation of the consolidated balance sheet as of September 30, 2019 and June 30, 2018 and our unaudited consolidated statements of operations for the three - month period ended September 30, 2019 and 2018, were calculated as follows:

 

 As of September 30, 2019    0.91679 
 As of September 30, 2018    0.860475 
 July 1, 2019 through September 30, 2019    0.898656 
 July 1, 2018 through September 30, 2018    0.859996 
NOTE 3 - COMMITMENTS AND CONTINGENCIES (Tables)
3 Months Ended
Sep. 30, 2019
Disclosure Text Block [Abstract]  
Schedule of Future Minimum Rental Payments for Operating Lease

The following table reconciles future minimum operating lease payments to the discounted lease liability as of June 30, 2019:

 

Minimum Lease Payments Under Operating leases     
2019 - remaining  $1,760 
2020  $2,934 
Total operating Lease Obligations  $4,695 
Less: Amount representing imputed interest  $(35)
Present Value of minimum lease payments  $4,660 
Weighted average discount rate   2%
NOTE 4 - DEBT (Tables)
3 Months Ended
Sep. 30, 2019
Debt Disclosure [Abstract]  
Notes Payable Related Parties

As of September 30, 2019 the Company had outstanding the following loans payable due to a Company Director:

 

Date  Loan amount in Euro  Loan amount converted into USD  Interest rate  Interest in USD  Due
March 06, 2015  100000  109076  5%  23961  June 30, 2020
December 12, 2017  25000  27269  2%  982  on demand
January 19, 2018  25000  27269  2%  925  on demand
March 13, 2018  25000  27269  2%  846  on demand
July 16, 2018  25000  27269  2%  659  on demand
September 10, 2018  25000  27269  2%  575  on demand
October 04, 2018  25000  27269  2%  539  on demand
December 27, 2018  25000  27269  2%  414  on demand
January 21, 2019  15000  16361  2%  226  on demand
February 26, 2019  25000  27269  2%  323  on demand
March 20, 2019  25000  27269  2%  290  on demand
April 08, 2019  20000  21815  2%  209  on demand
May 09, 2019  30000  32723  2%  258  on demand
June 21, 2019  30000  32723  2%  181  on demand
September 17, 2019  20000  21815  2%  16  on demand
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)
3 Months Ended
Sep. 30, 2019
Sep. 30, 2018
Jun. 30, 2019
Accumulated deficit $ (37,546,433)   $ (37,503,684)
NET LOSS BEFORE NON-CONTROLLING INTEREST (44,005) $ (96,127)  
Net Cash Used in Operating Activities $ (31,258) $ (133,744)  
Sangui KG      
Equity Method Investment, Ownership Percentage 99.80%    
Sangui BioTech GmbH      
Equity Method Investment, Ownership Percentage 90.00%    
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Schedule of Foreign currency rates (Details)
3 Months Ended
Sep. 30, 2019
Sep. 30, 2018
Text Block [Abstract]    
Foreign Currency Exchange Rate, Translation 0.916790 0.860475
Foreign Currency Exchange Rate, Translation 0.898656 0.859996
NOTE 3 - COMMITMENTS AND CONTINGENCIES (Details) - USD ($)
3 Months Ended
Sep. 30, 2019
Jun. 30, 2019
Commitments and Contingencies $ 0 $ 0
License fee percentage 10.00%  
Automobile    
Lessee, Operating Lease, Description The lease provides for a lease payment of 538 Euros per month beginning June 2018 expiring May 2020.  
Office    
Lessee, Operating Lease, Description Company has closed the site in Witten and relocated its headquarters to Hamburg. The Company leases office facilities from an unrelated third party at Euro 685 per month.  
NOTE 3 - COMMITMENTS AND CONTINGENCIES: Schedule of Future Minimum Rental Payments for Operating Lease (Details)
Sep. 30, 2019
USD ($)
Minimum Lease Payments Under Operating leases  
2019 - remaining $ 1,760
2020 2,934
Total operating Lease Obligations 4,695
Less: Amount representing imputed interest (35)
Present Value of minimum lease payments $ 4,660
Weighted average discount rate 2.00%
NOTE 4 - DEBT (Details) - USD ($)
3 Months Ended
Sep. 30, 2019
Sep. 30, 2018
Proceeds from related party note payable $ 22,130 $ 668,692
Note 15 | Director    
Date Sep. 17, 2019  
Proceeds from related party note payable $ 21,815  
Interest rate 2.00%  
Accrued Interest rate 2.00%  
NOTE 4 - Debt: Schedule of debt (Details) - USD ($)
3 Months Ended
Sep. 30, 2019
Sep. 30, 2018
Proceeds from related party note payable $ 22,130 $ 668,692
Note 1 | Director    
Date Mar. 06, 2015  
Proceeds from related party note payable $ 109,076  
Interest rate 5.00%  
Interest $ 23,961  
Due Jun 30, 2020  
Note 2 | Director    
Date Dec. 12, 2017  
Proceeds from related party note payable $ 27,269  
Interest rate 2.00%  
Interest $ 982  
Due on demand  
Note 3 | Director    
Date Jan. 19, 2018  
Proceeds from related party note payable $ 27,269  
Interest rate 2.00%  
Interest $ 925  
Due on demand  
Note 4 | Director    
Date Mar. 13, 2018  
Proceeds from related party note payable $ 27,269  
Interest rate 2.00%  
Interest $ 846  
Due on demand  
Note 5 | Director    
Date Jul. 16, 2018  
Proceeds from related party note payable $ 27,269  
Interest rate 2.00%  
Interest $ 659  
Due on demand  
Note 6 | Director    
Date Sep. 10, 2018  
Proceeds from related party note payable $ 27,269  
Interest rate 2.00%  
Interest $ 575  
Due on demand  
Note 7 | Director    
Date Oct. 04, 2018  
Proceeds from related party note payable $ 27,269  
Interest rate 2.00%  
Interest $ 539  
Due on demand  
Note 8 | Director    
Date Dec. 27, 2018  
Proceeds from related party note payable $ 27,269  
Interest rate 2.00%  
Interest $ 414  
Due on demand  
Note 9 | Director    
Date Jan. 21, 2019  
Proceeds from related party note payable $ 16,361  
Interest rate 2.00%  
Interest $ 226  
Due on demand  
Note 10 | Director    
Date Feb. 26, 2019  
Proceeds from related party note payable $ 27,269  
Interest rate 2.00%  
Interest $ 323  
Due on demand  
Note 11 | Director    
Date Mar. 20, 2019  
Proceeds from related party note payable $ 27,269  
Interest rate 2.00%  
Interest $ 290  
Due on demand  
Note 12 | Director    
Date Apr. 08, 2019  
Proceeds from related party note payable $ 21,815  
Interest rate 2.00%  
Interest $ 209  
Due on demand  
Note 13 | Director    
Date May 09, 2019  
Proceeds from related party note payable $ 32,723  
Interest rate 2.00%  
Interest $ 258  
Due on demand  
Note 14 | Director    
Date Jun. 21, 2019  
Proceeds from related party note payable $ 32,723  
Interest rate 2.00%  
Interest $ 181  
Due on demand  
Note 15 | Director    
Date Sep. 17, 2019  
Proceeds from related party note payable $ 21,815  
Interest rate 2.00%  
Interest $ 16  
Due on demand  
NOTE 5 - CAPITAL STOCK (Details) - USD ($)
1 Months Ended 3 Months Ended 12 Months Ended
Oct. 22, 2018
Sep. 30, 2019
Jun. 30, 2019
Preferred Stock, Shares Authorized   10,000,000 10,000,000
Preferred Stock, Shares Issued   0 0
Preferred Stock, Shares Outstanding   0 0
Common Stock, Shares Authorized   250,000,000 250,000,000
Common Stock, Shares, Issued   201,533,598 199,295,503
Common Stock, Shares, Outstanding   201,479,842 199,241,747
Common stock issued out of court settlement, Shares   2,238,095  
Common stock issued out of court settlement, Amount   $ 44,762  
Share Price   $ 0.0200  
Accrual in amount     $ 38,048
Loss   $ 6,714  
Treasury Stock, Common, Shares   53,756  
Treasury Stock, Common, Value   $ 19,387 $ 19,387
Long-Term Equity Incentive Plan      
Shares authorized 10,000,000    
Plan term 10 years    
Expiry date Oct. 31, 2018    
NOTE 6 - SUBSEQUENT EVENTS (Details) - USD ($)
1 Months Ended 3 Months Ended
Nov. 13, 2019
Sep. 30, 2019
Sep. 30, 2018
Proceeds from related party note payable   $ 22,130 $ 668,692
Subsequent Event [Member]      
Proceeds from related party note payable $ 43,630    
Interest rate 2.00%