10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment #1

[X]   QUARTERLY REPORT PERSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

         EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2018 

[  ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

         EXCHANGE ACT OF 1934

For the transition period from ________________ to __________________

Commission File Number: 000-55954

ESPORTS ENTERTAINMENT GROUP, INC.

(Exact name of registrant as specified in its charter)

          Nevada         

                333-156302

                                          26-3062752   

(State of incorporation)

(Commission File No.)      

      (IRS Employer

    Identification No.)

Commercial Centre, Jolly Harbour

St. Mary’s, Antigua and Barbuda

(Address of principal executive offices)

Registrant’s telephone number, including area code: (268) 562-9111

_______________________________________

 (Former name or former address if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X] No [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes [X]   No [  ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.

Large accelerated filer

[   ]

Accelerated filer

[   ]

Non-accelerated filer

[X]

Smaller reporting company

[X]

 Emerging growth company              [X]

Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act).  

                                       Yes [   ]   No [X]

Indicate the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: As of November 15, 2018, the registrant had 86,879,593 shares of common stock, $0.001 par value, issued and outstanding.

Explanatory Note

The sole purpose of this Amendment No. 1 to Esports Entertainment Group, Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018, as filed with the Securities and Exchange Commission on November 19, 2018, in the form of a Form 10-Q/A (Amendment No. 1) is to furnish Exhibit 101 in accordance with Rule 405 of Regulation S-T.  Exhibit 101 provides the financial statements and related notes for the Form 10-Q formatted in (eXtensible Business Reporting Language).  No other changes have been made to the Form 10-Q.  This Amendment No. 1 does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way the disclosures made in the original Form 10-Q.

Item 6.  Exhibits

Exhibit No.

Description

3.1	Articles of Incorporation (1)
3.2	By-Laws (1)
31.1	Rule 13(a)-14(a)/15(d)-14(a) Certification of Principal Executive Officer
31.2	Rule 13(a)-14(a)/15(d)-14(a) Certification of Principal Financial Officer
32.1	Section 1350 Certifications of Principal Executive and Financial Officer

(1)

Incorporated by reference from the Company’s filing with the Securities and Exchange Commission on December 19, 2008.

SIGNATURES

In accordance with Section 13 or 15(a) of the Securities Exchange Act of 1934, the Registrant has caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized on the 22nd day of February 2019.

ESPORTS ENTERTAINMENT GROUP, INC.

By:   /s/ Grant Johnson

       Grant Johnson, Chief Executive,

        Financial and Accounting Officer

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Grant Johnson, certify that:

1.		I have reviewed this amended quarterly report on Form 10-Q of Esports Entertainment Group, Inc.;
2.		Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.		Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.		The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a)		Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b)		Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c)		Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d)		Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.		The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
	a)		All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	b)		Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 22, 2019

/s/ Grant Johnson

Grant Johnson

President, Secretary, Treasurer, Chief Financial and Accounting Officer and a Director.

(Principal Executive and Financial Officer)

EX-31.2

Exhibit 31.2 CERTIFICATIONS I, Grant Johnson, certify that:
	1.		I have reviewed this amended quarterly report on Form 10-Q of Esports Entertainment Group, Inc.;
	2.		Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
	3.		Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
	4.		The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
		a)		Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
		b)		Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
		c)		Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
		d)		Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
	5.		The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
		a)		All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
		b)		Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 22, 2019

/s/ Grant Johnson

Grant Johnson

President, Secretary, Treasurer, Chief Financial and Accounting Officer and a Director.

(Principal Executive and Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the amended Quarterly Report on Form 10-Q for the quarter ending September 30, 2018 of Esports Entertainment, Inc., a Nevada corporation (the "Company"), as filed with the Securities and Exchange Commission (the "Quarterly Report"), I, Grant Johnson, the Principal Executive and Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. This Quarterly Report fully complies with the requirements of Section 13(a) or15(d) of the Securities and Exchange Act of 1934, as amended; and

2. The information contained in this Quarterly Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

IN WITNESS WHEREOF, each of the undersigned has executed this statement this 22nd day of February 2019.

/s/ Grant Johnson

Grant Johnson

President, Secretary, Treasurer, Chief Financial and Accounting Officer and a Director.

(Principal Executive and Financial Officer)

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Document and Entity Information - shares	3 Months Ended
	Sep. 30, 2018	Nov. 15, 2018
Document And Entity Information
Entity Registrant Name	ESPORTS ENTERTAINMENT GROUP, INC.
Document Type	10-Q/A
Document Period End Date	Sep. 30, 2018
Amendment Flag	true
Entity Central Index Key	0001451448
Current Fiscal Year End Date	--06-30
Entity Common Stock, Shares Outstanding		86,879,593
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q1
Amendment Description	Amendment #1

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Condensed Interim Consolidated Balance Sheets - USD ($)	Sep. 30, 2018	Jun. 30, 2018
Current Assets
Cash	$ 20,630	$ 100,167
Amounts Receivable (Note 6)	15,868	15,128
Prepaid Expense (Notes 6 and 8)	164,828	341,000
Total Current Assets	201,326	456,295
Rent Security Deposit	20,826	4,346
Equipment (Note 4)	24,867	25,443
Intangible Assets (Note 3)	113,008	123,601
Total Assets	360,027	609,685
Current Liabilities
Accounts payable (Notes 5,6)	415,395	248,356
Accrued Liabilities	50,660	93,660
Promissory note (Note 7)	50,000	0
Due to Shareholder (Note 6)	1,551	1,551
Total Liabilities	517,606	343,567
Stockholders' Equity
Common Stock Authorized, 500,000,000 shares, par value $0.001, 86,879,593 shares issued and outstanding as of September 30, 2018 (June 30, 2018 - 83,581,259) (Note 9)	86,880	83,581
Additional Paid-in Capital	4,369,286	3,606,257
Equity to be Issued (Note 9)	62,000	379,102
Accumulated Deficit	(4,675,745)	(3,802,822)
Total Stockholders' Equity	(157,579)	266,118
Total Liabilities and Stockholders' Equity	$ 360,027	$ 609,685

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Condensed Interim Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2018	Jun. 30, 2018
Statement of Financial Position [Abstract]
Common Stock, Par Value	$ .001	$ 0.001
Common Stock, Shares Authorized	500,000,000	500,000,000
Common Stock, Shares Issued	86,879,593	83,581,259
Common Stock, Shares Outstanding	86,879,593	83,581,259

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Condensed Interim Consolidated Statement of Operations - USD ($)	3 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Income Statement [Abstract]
Directors Compensation	$ 13,271	$ 41,250
Consulting Fees	166,315	141,114
General and Administrative (Note 12)	540,370	158,524
Professional Fees	25,995	48,224
Stock Based Compensation (Note 10)	126,829	185,540
Total Operating Expenses	872,780	574,652
Non-Operating Loss
Interest Expense (Note 8)	143	0
Foreign Exchange Loss	0	376
Net Loss and Comprehensive Loss	$ (872,923)	$ (575,028)
Net Loss Per Share - Basic and Diluted	$ .01	$ .01
Weighted Average Shares Outstanding - Basic and Diluted	85,519,585	75,663,404

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Condensed Interim Statement of Cash Flows - USD ($)	3 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Cash flows from operating activities
Net loss	$ (872,923)	$ (575,028)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation	12,821	1,996
Stock based compensation	126,829	185,540
Stock issuance and equity to be issued for services	74,000	55,000
Changes in operating assets and liabilities
Amounts Receivable	(740)	(37,552)
Prepaid Expenses	226,172	(20,294)
Accounts Payable	167,039	1,777
Accrued Liabilities	(43,000)	3,338
Other Current Assets	360,027
Net cash used in operating activities	(309,802)	(385,223)
Cash flows from investing activities
Rent security deposit	(16,480)	0
Purchase of intangible assets	0	(7,036)
Purchase of equipment	(1,652)	(47,634)
Net cash provided by (used in) investing activities	(18,132)	(54,670)
Cash flows from financing activities
Proceeds from promissory note	50,000	0
Deferred financing costs	(50,000)	(898)
Proceeds from issuance of common stock and warrants, net of costs	0	586,041
Due to shareholder	0	(898)
Proceeds from exercise of warrants	248,397	0
Net cash provided by financing activities	248,397	585,143
Net (decrease) increase in cash	(79,537)	145,250
Cash, beginning of period	100,167	546,110
Cash, end of period	$ 20,630	$ 691,360

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Consolidated Statement of Changes in Stockholders' Equity - USD ($)	Common Stock	Additional Paid-in Capital	Equity to be Issued	Accumulated Deficit	Subscription Receivable	Total
Beginning Balance, Shares at Jun. 30, 2017	79,768,458
Beginning Balance, Amount at Jun. 30, 2017	$ 79,768	$ 2,396,637		$ (1,774,160)	$ (30,300)	$ 671,945
Common stock and units issued for cash, net of costs, Shares	2,089,800
Common stock and units issued for cash, net of costs, Amount	$ 2,090	597,476	$ 0	0	(51,000)	548,566
Common stock and units issued for service, Shares	200,000
Common stock and units issued for service, Amount	$ 200	29,800	0	0	0	30,000
Warrants exercised for cash, Shares	573,167
Warrants exercised for cash, Amount	$ 573	61,902	0	0	0	62,475
Issuance of stock options	0	185,540	0	0	0	185,540
Net loss for the period	$ 0	0	0	(575,028)	0	(575,028)
Ending Balance, Shares at Sep. 30, 2017	82,631,425
Ending Balance, Amount at Sep. 30, 2017	$ 82,631	3,271,355	0	(2,349,188)	(81,300)	923,498
Beginning Balance, Shares at Jun. 30, 2017	79,768,458
Beginning Balance, Amount at Jun. 30, 2017	$ 79,768	2,396,637		(1,774,160)	(30,300)	671,945
Ending Balance, Shares at Jun. 30, 2018	83,581,259
Ending Balance, Amount at Jun. 30, 2018	$ 83,581	$ 3,606,257	$ 379,102	$ (3,802,822)	$ 0	$ 266,118
Common stock and units issued for cash, net of costs, Shares	206,667	207	30,793	(31,000)	0	0
Common stock and units issued for service, Shares	165,000
Common stock and units issued for service, Amount	$ 165	$ 139,335	$ (127,500)	$ 0	$ 0	$ 12,000
Warrants exercised for cash, Shares	2,926,667
Warrants exercised for cash, Amount	$ 2,927	466,072	(220,602)	0	0	248,397
Issuance of stock options	0	126,829	0	0	0	126,829
Equity to be Issued	0	0	62,000	0	0	62,000
Net loss for the period	$ 0	0	0	(872,923)	0	(872,923)
Ending Balance, Shares at Sep. 30, 2018	86,879,593
Ending Balance, Amount at Sep. 30, 2018	$ 86,880	$ 4,369,286	$ 62,000	$ (4,675,745)	$ 0	$ (157,579)

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1. Nature of Operations and Going Concern

3 Months Ended

Sep. 30, 2018

Nature Of Operations And Going Concern

1. Nature of Operations and Going Concern

1. Nature of Operations and Going Concern

Esports Entertainment Group, Inc. (formerly VGambling Inc.) (the “Company”) was incorporated in the state of Nevada on July 22, 2008.  

On April 18, 2017, the majority of the shareholders of the Company’s common stock voted to approve a change of the name of the Company from VGambling, Inc. to Esports Entertainment Group, Inc.

The Company’s activities are subject to significant risks and uncertainties, including failing to obtain the licenses required to operate its gambling business, failing to secure the additional funding required to fully operationalize the Company’s business, and the risk of existing or future competitors offering similar or more advanced technology.

The Company is in the development stage and has not yet realized profitable operations and has relied on non-operational sources to fund operations. The Company has incurred recurring losses and additional future losses are anticipated as the Company has not yet been able to generate revenue.

These consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize it assets and discharge its liabilities in the normal course of business.  As at September 30, 2018, the Company had an accumulated deficit of $4,675,745 and a working capital deficiency of $316,280. The Company has not generated any revenues during the period ended September 30, 2018. The Company is licensed to conduct online gambling.  The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. See Note 13.

These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. Management’s evaluations are based on relevant conditions and events that are known and reasonably to be knowable as of November 19, 2018. Based on the following, management believes that it is probable that management will be unable to meet its obligations as they come due within one year that the financial statements are issued.

These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Such adjustments could be material.

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2. Presentation of Financial Statements

3 Months Ended

Sep. 30, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

2. Presentation of Financial Statements

2. Presentation of Financial Statements

Basis of Presentation

The accompanying unaudited condensed interim consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) set forth in Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These financial statements should be read along with the Annual Report filed on Form 10-K of the Company for the

The Company's consolidated financial statements are prepared using the accrual method of accounting. The consolidated statements include the accounts of the Company and its wholly owned subsidiaries Esports Services Antigua Ltd., Vie Esports Services B.V., Esport Services (Malta) Limited and Esports Entertainment (Malta) Ltd.  All material intercompany transactions and balances have been eliminated on consolidation.

Recent Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements.

ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The ASU provides clarity to preparers on the treatment of eight specific items within an entity’s statement of cash flows. The guidance becomes effective for all public entities in fiscal years beginning after December 15, 2017, including interim periods therein. The adoption of the amended guidance did not have a material impact on the Company’s financial statements.

ASU No. 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting. The ASU amends the scope of modification accounting for share-based arrangements and provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. The guidance becomes effective for annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. The adoption of the amended guidance did not have a material impact on the Company’s financial statements.

In March 2018, FASB issued ASU 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. ASU 2018-05 amends SEC paragraphs in ASC 740 to reflect SEC Staff Accounting Bulletin (SAB) No.118. When the 2017 Tax Cuts and Jobs Act (the "Act") was signed into law, the SEC staff released SAB 118 for applying Topic 740 as it relates to the Act. SAB 118 outlines the approach companies may take if they determine that the necessary information is not available (in reasonable detail) to evaluate, compute, and prepare accounting entries to recognize the effect(s) of the Act by the time the financial statements are required to be filed. Companies may use this approach when the timely determination of some or all of the income tax effect(s) from the Act is incomplete by the due date of the financial statements. SAB 118 also prescribes disclosures that reporting entities must provide in these circumstances. The amendments to the Accounting Standards Codification became effective upon issuance. The adoption of the amended guidance did not have a material impact on the Company’s financial statements.

The following are new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

ASU No. 2016-02, Leases (Topic 842), On February 25, 2016, the FASB issued a new standard which requires lessees to recognize almost all leases on their balance sheet as a right-of-use asset and a lease liability. The new guidance will require the asset and liability to be initially measured at the present value of the lease payments in the statement of financial position. The new guidance will also require the company to recognize interest expense on the lease liability separately from the amortization of the right-use-asset for finance leases and recognize a single lease cost allocated on a straight-line basis over the lease term for operating leases, in the statement of comprehensive income. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years with early application permitted. The Company is currently evaluating this guidance to determine the impact it may have on the Company’s financial statements.

 In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other- Internal-Use Software (Subtopic 350-40). This ASU addresses customer’s accounting for implementation costs incurred in a cloud computing arrangement that is a service contract and also adds certain disclosure requirements related to implementation costs incurred for internal-use software and cloud computing arrangements. The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). This ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. The amendments in this ASU can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820). The ASU eliminates such disclosures as the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy. The ASU adds new disclosure requirements for Level 3 measurements. This ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for any eliminated or modified disclosures. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements.

In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718). This ASU eliminated most of the differences between accounting guidance for share-based compensation granted to nonemployees and the guidance for share-based compensation granted to employees. The ASU supersedes the guidance for nonemployees and expands the scope of the guidance for employees to include both. This ASU is effective for annual periods beginning after December 15, 2018, and interim periods within those years. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements.

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3. Intangible Assets

3 Months Ended

Sep. 30, 2018

Goodwill and Intangible Assets Disclosure [Abstract]

3. Intangible Assets

3. Intangible Assets

	September 30, 2018				June 30, 2018
			Accumulated				Accumulated
	Cost		Depreciation		Cost		Depreciation
Online gaming website	$	127,133	$	14,125	$	127,133	$	3,532
Total	$	127,133	$	14,125	$	127,133	$	3,532
Net carrying amount			$	113,008			$	123,601

During the three months ended September 30, 2018, the Company recorded total depreciation expense of $10,593 (September 30, 2017 - $1,996).

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4. Equipment

3 Months Ended

Sep. 30, 2018

Property, Plant and Equipment [Abstract]

4. Equipment

4. Equipment

	September 30, 2018					June 30, 2018
			Accumulated					Accumulated
	Cost		Depreciation			Cost		Depreciation
Computer equipment	$	16,102	$	6,079	$		14,450	$	4,863
Furniture and equipment		20,241		5,397			20,241		4,385
Total	$	36,343		11,476	$		34,691		9,248
Net carrying amount			$	24,867				$	25,443

During the three months ended September 30, 2018, the Company recorded depreciation expense of $2,228 (September 30, 2017 - $Nil).

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5. Accounts Payable

3 Months Ended

Sep. 30, 2018

Payables and Accruals [Abstract]

5. Accounts Payable

5. Accounts Payable

Accounts payable were $415,395 as at September 30, 2018 (June 30, 2018 - $248,356). Accounts payable are primarily comprised of trade payables of $329,107 (June 30, 2018 - $210,380) and payroll liabilities of $86,288 (June 30, 2018 - $37,976).

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6. Related Party Transactions

3 Months Ended

Sep. 30, 2018

Related Party Transactions [Abstract]

6. Related Party Transactions

6. Related Party Transactions

a) On May 20, 2013, the Company appointed Grant Johnson as President and a Director of the Company. Mr. Johnson is paid $120,000 per year for serving as President. During the three months ended September 30, 2018, the Company incurred salary of $30,000 (2017 - $30,000) to the President of the Company. As of September 30, 2018, the Company owed the President $6,005 (June 30, 2018 - $30,975).

b) During the three months ended September 30, 2018, the Company incurred rent of $1,200 (2017 - $1,202), charged by the President of the Company. As of September 30, 2018, the Company owed $2,751 (June 30, 2018 - $1,551) to the President related to rent payments.

c) On January 30, 2015, the Company appointed Chul Woong Alex Lim as a Director of the Company for which he receives annual compensation of $20,000. Mr. Lim left the Company as of October 26, 2016. On March 15, 2018, the Company re-appointed Mr. Lim as a Director of the Company. During the three months ended September 30, 2018, the Company paid $5,000 (2017 - $5,000) for director’s fees. During the year 2018, the Company issued 20,000 stock to Mr. Alex Lim and during the three months ended September 30, 2018, the Company recorded stock-based compensation expense of $3,481 (2017 - $Nil). The Company prepaid $172 to Mr. Lim for his director’s fees as of September 30, 2018 (June 30, 2018 - $Nil). As of September 30, 2018, the Company owed $Nil (June 30, 2018 - $1,667) to Mr Lim for his director fees.

d) On March 9, 2015, the Company appointed Yan Rozum as a Director of the Company for which he receives annual compensation of $20,000. Director’s fees for Mr. Rozum for the three months ended September 30, 2018 totaled $Nil (2017 - $20,000). On November 22, 2017, the Company appointed Yan Rozum as Chief Technical Officer (“CTO”) of the Company for which he receives annual compensation of $75,000. CTO fees for Mr. Rozum for the three months ended September 30, 2018 totaled $18,750 (2017 - $Nil). During the year 2018, the Company issued 75,000 stock options to Mr. Rozum and recorded stock-based compensation expense for three months ended September 30, 2018 of $13,053 (2017 - $Nil). The Company owed $15,500 to Mr. Rozum as of September 30, 2018 (June 30, 2018 - $Nil).

e) On October 26, 2016, the Company appointed David Watt as a Director for which he receives annual compensation of $25,000. Director’s fees for Mr. Watt for the three months ended September 30, 2018 totaled $5,000 (2017 - $5,000). The Company owed $15,557 to Mr. Watt as of September 30, 2018 (June 30, 2018 - $23,059). During the year 2018, the Company issued 20,000 stock options to Mr. Watt and recorded stock-based compensation expense for three months ended September 30, 2018 of $3,481 (2017 - $Nil). The Company had provided an expense advance of $1,055 as of September 30, 2018 (June 30, 2018 - $11,331) to Mr. Watt, and the amounts are included in amounts receivable.

f) On December 11, 2017, the Company appointed Michał Kozłowski as Vice President of Finance. Mr. Kozłowski was paid 20,000 Polish Zloty ($5,367) per month before March 15, 2018 and 25,000 Polish Zloty ($6,709) per month after March 15, 2018. The Company owed $6,700 to Mr. Kozłowski as of September 30, 2018 (June 30, 2018 - $Nil). During the three months ended September 30, 2018, the Company incurred salary of $20,100 (2017 - $Nil) to the Vice President of Accounting. During the year 2018, the Company issued 80,000 stock options to Mr. Kozlowski and recorded stock-based compensation for three months ended September 30, 2018 of $12,800 (2017 - $Nil).

g) During the three months ended September 30, 2018, Swiss Interactive Software GmbH (“Swiss”) charged the Company software consulting fees of $Nil (2017 - $23,598) related to the development of the Company’s online gaming website. Mr. Rozum is the controlling shareholder of Swiss and a director and the CTO of the Company. The Company owed $20,000 to Swiss as of September 30, 2018 (June 30, 2018 - $20,000).

h) During the three months ended September 30, 2018, Ardmore Software SP.Z.O.O. (“Ardmore”) charged the Company IT consulting fees of $56,223 (2017 - $Nil) and $17,277 (2017 - $Nil) in rent expense, totalling $73,500. Mr. Rozum is the controlling shareholder of Ardmore and a director and the CTO of the Company. The Company owed $104,461 to Ardmore as of September 30, 2018 (June 30, 2018 - $84,869).

Amounts payable to related parties as disclosed above, are unsecured, non-interest bearing and due on demand.

Amounts due to shareholder are unsecured, non-interest bearing and due on demand. The shareholder is also a director and officer of the Company.

See also Notes 7 and 8.

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7. Promissory Note

3 Months Ended

Sep. 30, 2018

Debt Disclosure [Abstract]

7. Promissory Note

7. Promissory note

On August 13, 2018, the Company signed a promissory note with a shareholder, for principal of $50,000 bearing interest at 2% per month repayable by September 30, 2018. As a result of failure to repay the note by September 30, 2018, interest increased to 5% per month, and the note is now due on demand.

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8. Commitments and Contingencies

3 Months Ended

Sep. 30, 2018

Commitments and Contingencies Disclosure [Abstract]

8. Commitments and Contingencies

8. Commitments and Contingencies

Management Agreements

On May 20, 2013, the Company appointed Grant Johnson as President and a Director of the Company.  Mr. Johnson is paid $120,000 per year for serving as President. In addition, the Company may pay a performance bonus of up to 50% of his base salary. The Company must pay three months’ salary for terminating the President without cause. 

On December 7, 2017, the Company appointed Yan Rozum as Chief Technology Officer of the Company.  Mr. Rozum will be paid $75,000 per year before the Company’s common stock is listing on the NASDAQ stock exchange, and $120,000 per year after the Company’s common stock is listed on the NASDAQ stock exchange. The Company must pay three months’ salary for terminating the Chief Technology Officer without cause and an additional one month’s salary for each full year of service.

On December 11, 2017, the Company appointed Michał Kozłowski as Vice President Accounting. Mr. Kozłowski will be paid 25,000 Polish Zloty ($6,664) per month for serving as Vice President Accounting. The Company must pay three months’ salary for terminating the Vice President Accounting without cause and an additional one month’s salary for each full year of service. 

Consultant Agreements

The Company has entered into various consulting agreements with minimum termination commitments totalling $91,000.

On June 12, 2014, the Company entered into a Betting Gaming Platform Software Agreement with Swiss Interactive Software GmbH. The monthly fees due under the agreement are based on the percentage of total revenues per month ranging from 5.0% to 10.0%. Monthly fees for platform support and maintenance services are set at a minimum of 2,500 Euros ($2,912) and a maximum of 25,000 Euros ($29,120). The Company must provide 30 days notice to terminate the agreement.

On August 1, 2017, the Company entered into a consulting agreement for compensation of $48,000 per year. If the Company’s generates revenues exceeding $1,000,000 per month for three consecutive months the base annual salary will increase to $72,000.

On July 13, 2018, the Company entered into an agreement in principle with an arm’s length party to assist the Company with an offering of common stock of the Company or any other financing. Pursuant to this agreement, the Company advanced $50,000 for expenses which has been included in prepaid expenses as a deferred financing cost as at September 30, 2018. In the event the agreement is terminated, the Company has agreed to reimburse the third party for the full amount of accountable expenses incurred to such date, up to a maximum of $200,000. This agreement is subject to execution of a definitive underwriting agreement.

Lease Agreements

The Company entered into a five year lease agreement with Polskie Nieruchomości Sp. Z.O.O. to rent office space starting on July 1, 2018 and terminating on November 20, 2022. Minimum payments for successive years ending June 30, are as follows:

2019	$	36,975
2020		49,300
2021		49,300
2022		49,300
2023		20,500
	$	205,375

The Company entered into a three-year lease agreement with Caribbean Developments (Antigua) Ltd. to rent commercial space starting on May 1, 2017 terminating on April 30, 2020. After the first twelve months, either party can terminate the lease agreement. Minimum payments for successive years ending June 30, are as follows:

2019	$	15,731
2020		17,478
	$	33,209

Service Agreements

On September 6, 2016, the Company entered into an affiliate marketing agreement for a six month period from launch of the website, www.vie.gg. Affiliate fees under this agreement range from 20% to 40% of monthly revenue. The Company must provide thirty days written notice for termination.

On February 26, 2018, the Company entered into a one year service agreement expiring on March 1, 2019. Minimum monthly commitment of 7,500 Euros ($8,736) of which the Company must pay three months’ notice if terminated.

Contingency

Boustead Securities, LLC (“Boustead”) has notified the Company that it owes Boustead $192,664, as well as warrants to purchase 1,417,909 common shares of the Company, as compensation for their acting as the placement agent for the sale of Company securities between June 2017 and 2018. Unless this matter is settled, Boustead has notified us that they plan to file an arbitration claim to resolve this dispute. Management believes this claim to be without merit as it is management’s position that Boustead has been paid in full for the services provided and that no further cash or warrants are owed.

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9. Common Stock

3 Months Ended

Sep. 30, 2018

Stock Transactions Disclosure Abstract

9. Common Stock

9. Common Stock

Issued

a) On July 5, 2017, the Company issued 800,000 units at $0.25 per unit for cash proceeds of $200,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 5, 2020.  The warrants are callable by the Company any time after July 5, 2018 with 30 days notice at a price of $0.05 per warrant.

b) On July 6, 2017, the Company issued 400,000 units at $0.25 per unit for cash proceeds of $100,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 6, 2020.  The warrants are callable by the Company any time after July 6, 2018 with 30 days notice at a price of $0.05 per warrant.

c)       On July 16, 2017, the Company issued 100,000 units at $0.25 per unit for cash proceeds of $25,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 16, 2020.  The warrants are callable by the Company any time after July 16, 2018 with 30 days notice at a price of $0.05 per warrant.

d)       On July 17, 2017, the Company issued 290,000 units at $0.25 per unit for cash proceeds of $72,500. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 17, 2020.  The warrants are callable by the Company any time after July 17, 2018 with 30 days notice at a price of $0.05 per warrant.

e)       On July 19, 2017, the Company issued 200,000 units at $0.15 per unit to an arm’s length consultant in exchange for services of $30,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.15. The warrants are exercisable before July 19, 2020.  The warrants are callable by the Company any time after July 19, 2018 with 30 days notice at a price of $0.05 per warrant.

f)       On July 20, 2017, the Company issued 100,000 units at $0.25 per unit for cash proceeds of $25,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $0.25. The warrants are exercisable before July 19, 2020. The warrants are callable by the issuer any time after July 20, 2018 with 30 days notice at a price of $0.05 per warrant.

g) On July 24, 2017, the Company issued 5,000 units at $0.50 per unit for cash proceeds of $2,500. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $2.00. The warrants are exercisable before July 24, 2018.  

h) On August 8, 2017, the Company issued 10,000 units at $1.25 per unit for cash proceeds of $12,500. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $2.00. The warrants are exercisable before February 8, 2019.  

i) On August 27, 2017, the Company issued 300,000 common shares at $0.25 per share for cash proceeds of $75,000.

j) On September 7, 2017, the Company issued 20,000 units at $1.25 per unit for cash proceeds of $25,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $4.00. The warrants are exercisable before March 6, 2019.  

k) On September 21, 2017, the Company issued 156,667 common shares upon the exercise of 166,667 warrants exercised at $0.15 on a cashless basis. 10,000 common shares were held back by the Company as consideration for the exercise.

l) On September 26, 2017, the Company issued 101,000 common shares at $0.15 per share upon the exercise of 101,000 warrants.

m) On September 27, 2017, the Company issued 44,800 units at $1.25 per unit for cash proceeds of $56,000. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share at $4.00. The warrants are exercisable before March 30, 2019.  

n) On September 29, 2017, the Company issued 4,000 units at $1.25 per unit for cash proceeds of $5,000. Each unit consists of one common share, one warrant and one piggyback warrant. Each warrant entitles the holder to purchase one common share at $2.00. Each piggyback warrant entitles the holder to purchase one common share at $4.00. The warrant is exercisable before September 24, 2018 and the piggyback warrant is exercisable before September 24, 2019.

o) On September 29, 2017, the Company issued 16,000 units at $1.25 per unit for cash proceeds of $20,000. Each unit consists of one common share, one warrant and one piggyback warrant. Each warrant entitles the holder to purchase one common share at $2.00. Each piggyback warrant entitles the holder to purchase one common share at $4.00. The warrant is exercisable before September 28, 2018 and the piggyback warrant is exercisable before September 28, 2019.  

p) On October 17, 2017, the Company issued 66,667 common shares at $0.15 per share upon the exercise of 66,667 warrants.  

q) On October 31, 2017, the Company issued 315,500 common shares at $0.15 per share upon the exercise of 315,500 warrants.

r) On November 7, 2017, the Company issued 15,500 common shares at $0.25 per share for cash proceeds of $3,875.

s) On March 2, 2018, the Company issued 120,000 common shares at $0.75 per share to an arm’s length consultant for marketing services provided, of which $84,706 was reflected as a prepaid expense at June 30, 2018. The share value was based on the quoted value of the stock at the time of issue.

t) On April 4, 2018, the Company issued 16,000 common shares at $0.25 per share upon the exercise of 16,000 warrants.

u) On April 26, 2018, the Company issued 100,000 common shares at $0.20 per share for cash proceeds of $20,000.

v) On April 26, 2018, the Company issued 166,667 common shares at $0.20 per share for cash proceeds of $33,333.

w) On May 21, 2018, the Company issued 170,000 common shares at $0.15 per share upon the exercise of 170,000 warrants.

x) On June 11, 2018, the Company issued 250,000 common shares at $1.00 per share to an arm’s length consultant for referral services of which, $185,625 was reflected as a prepaid expense at June 30, 2018. The share value was based on the quoted value of the stock at the time of issue.

y) On June 18, 2018, the Company issued 25,000 common shares at $0.20 per share for cash proceeds of $5,000.

z) On June 20, 2018, the Company issued 20,000 common shares at $0.80 per share to an arm’s length consultant for advisory services provided. The share value was based on the quoted value of the stock at the time of issue.

aa) On July 26, 2018, the Company issued 360,000 common shares at $0.15 per share upon the exercise of 360,000 warrants. As of June 30, 2018, 193,333 of the warrants exercised had been reflected as shares to be issued.

bb) On July 26, 2018, the Company issued 15,000 common shares at $0.80 per share in exchange for services of $12,000 to a consultant for advisory services provided.

cc) On July 26, 2018, the Company issued 206,667 common shares at $0.15 per share. As of June 30, 2018, this had been reflected as shares to be issued.

dd) On July 31, 2018, the Company issued 150,000 common shares to a consultant at $0.85 per share for advisory services of $127,500 pursuant to an agreement dated June 19, 2018. As of June 30, 2018, this had been reflected as shares to be issued.

ee) On August 3, 2018, the Company issued 333,333 common shares at $0.15 per share upon the exercise of 333,333 warrants.

ff) On August 16, 2018, the Company issued 1,566,667 common shares at $0.15 per share upon the exercise of 1,566,667 warrants. As of June 30, 2018, 1,266,667 of the warrants exercised had been reflected as shares to be issued.

gg) On August 27, 2018, the Company issued 100,000 common shares at $0.15 per share for exercise of warrants.

hh) On September 5, 2018, the Company issued 66,667 common shares at $0.15 per share upon the exercise of 66,667 warrants.

ii) On September 6, 2018, the Company issued 300,000 common shares at $0.25 per share upon the exercise of 300,000 warrants.

jj) On September 6, 2018, the Company issued 200,000 common shares at $0.15 per share upon the exercise of 200,000 warrants.

Equity to be issued

(kk) As of September 30, 2018, the Company was committed to issue 100,000 shares valued at $62,000 on the quoted value of the stock at the time of the commitment, to a consultant for advisory services pursuant to an agreement dated September 15, 2018. These common shares were issued subsequent to September 30, 2018 (note 13(c)).

Warrants

A summary of the Company’s warrant activities is as follows:

	Number of Warrants			Weighted-Average Exercise Weighted Average Exercise Price		Weighted Average Weighted Average Remaining Life		Intrinsic value
Outstanding, June 30, 2018		9,866,338	$  0.21		2.60 years		$6,064,913
Exercised		(2,926,667)	0.16
Expired		(124,667)	0.60
Outstanding and Exercisable at September 30, 2018		6,815,004	$ 0.22		2.35 years		$3,116,150

The intrinsic value of the warrants exercised during the three months ended September 30, 2018 was $1,622,800. There were no warrants exercised during the three months ended September 30, 2017.

As at September 30, 2018, the following warrants were outstanding:

Expiry Date	Number of Warrants Issued and Exercisable	Weighted Average Exercise Price $
February 2019	10,000	2.00
March 2019	64,800	4.00
July 2019	4,000	4.00
September 2019	16,000	0.44
December 2019	66,680	0.15
February 2020	350,000	0.15
March 2020	1,480,191	0.15
June 2020	450,000	0.15
July 2020	740,000	0.22
August 2020	900,000	0.25
March 2022	2,733,333	0.15
	6,815,004	0.22

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10. Stock Options

3 Months Ended

Sep. 30, 2018

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

10. Stock Options

10. Stock Options

On August 1, 2017, the Company adopted the 2017 Stock Incentive Plan (the “2017 Plan”) whereby incentive stock options issued to employees, officers, and directors of the Company shall not exceed 2,500,000 of which the purchase price of the stock options shall not be less than 100% of the fair market value of the Company’s common stock and the period for exercising the stock options not exceed 10 years from the date of grant. The option price per share with respect to each option shall be determined by the committee for non-qualified stock options.

A summary of the Company’s stock option activity is as follows:

	Number of options	Weighted average exercise price $
Outstanding, June 30, 2018 and September 30, 2018	819,120	0.70

As at September 30, 2018, the following options were outstanding:

Expiry Date	Number of Options Issued	Number of Options Exercisable	Weighted Average Exercise Price $
August 18, 2020	50,000	16,667	0.70
August 1, 2023	529,120	125,040	0.70
May 29, 2020	240,000	30,000	0.70
	819,120	171,707	0.70

As at September 30, 2018, the weighted average remaining life of the options was 3.73 years.

During the three months ended September 30, 2018, the Company recorded stock-based compensation expense of $126,829 (2017 - $185,540) which has been recorded as stock based compensation in the statements of operations. As of September 30, 2018, there was $221,123 of unrecognized expense related to non-vested stock-based compensation arrangements (June 30, 2018 - $347,952).

The following table provides the details of the total stock-based payments expense during the three months ended September 30, 2018 and 2017:

	2018		2017
Employees and directors stock-based payments	$	126,829	$	185,540
Non-employee awards		-		-
Total	$	126,829	$	185,540

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11. Segmented Information

3 Months Ended

Sep. 30, 2018

Notes to Financial Statements

11. Segmented Information

11. Segmented Information

The following table summarizes financial information by geographic segment for the three months ended September 30, 2018:

	Antigua	Malta	Curacao	U.S.	Total
	$	$	$	$	$
Net loss	112,483	8,641	30,684	721,115	872,923
Assets	171,947	15,496	1,031	171,553	360,027

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12. General and Administrative Expenses

3 Months Ended

Sep. 30, 2018

Notes to Financial Statements

12. General and Administrative Expenses

12. General and Administrative Expenses

The following table summarizes general and administrative expenses for the three months ended September 30, 2018 and 2017:

	2018 $	2017 $
Advertising and promotion	309,707	42,334
Wages and benefits	80,850	37,650
Rent and utilities	20,281	10,575
Travel	16,237	28,585
Licensing and filing fees	5,570	5,250
Office expenses	89,279	28,932
Bank charges	5,625	3,202
Depreciation	12,821	1,996
Total General and Administrative Expenses	540,370	158,524

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13. Subsequent Events

3 Months Ended

Sep. 30, 2018

Subsequent Events [Abstract]

13. Subsequent Events

13. Subsequent Events

a) On September 24, 2018, the Company entered into an agreement to issue senior secured convertible promissory notes bearing interest at 5% per annum (the “Notes”). The Notes, with a principal value of $2,200,000, would be purchased at a 10% discount for $2,000,000 and mature 12 months from the closing date. As at November 19, 2018, these Notes had not been issued.

If the Company defaults, the holders would have the right to be paid 130% of the outstanding principal balance and accrued interest immediately due prior to such event of default. Following an event of default, interest would accrue at rate of 1.5% per month until paid.

The Notes may be prepaid at any time in an amount equal to 110% of the outstanding principal and accrued interest for the first 180 days and 125% of the outstanding principal and accrued interest for days 181-365 days after issuance. In order to prepay the Notes, the Company must give at least 20 trading days written notice to the Investors, during which time the holders may convert the Notes in whole or in part.

The holder of the Note would be entitled at any time after the requisite 144 holding period, to convert all or any amount of the principal face amount of the Notes then outstanding into common shares at a price of $0.60 per share. In the event of default, the conversion price would be equal to 80% of the lowest trading price of the common stock as reported on the OTCQB or other principal market where the Company's common stock is traded for the twenty prior trading days.

100% warrant coverage would be exercisable for a period of 3 years post issuance at an exercise price of $0.75 per share. The warrants would contain a cashless exercise provision if not covered by a registration statement. The Company may call the warrants if the stock trades at $1.25 for a period of 10 straight trading days and are covered by an effective registration statement and the average daily volume of the common stock for the previous 10 trading days must be greater than $75,000. The Company would pay legal fees at the closing of up to $20,000.

b) On October 4, 2018, the Company issued 15,000 common shares to a consultant for advisory services pursuant to an agreement dated June 15, 2018.

c) On October 12, 2018, the Company issued 100,000 shares to a consultant for advisory services pursuant to an agreement dated September 15, 2018. At September 30, 2018, these shares had been reflected as shares to be issued.

d) On October 12, 2018, the Company cancelled 120,000 options that were granted during the year ended June 30, 2018 to a consultant of the Company.

e) On November 13 and 14, 2018 the Company sold senior secured convertible promissory notes in the principal amount of $1,914,000 to a group of private arm’s length investors. The Company received gross proceeds of $1,740,000 from the sale of the notes, after an original issue discount of $174,000. The notes bear interest at 5% per year and are secured by all of the Company’s assets. notes in the principal amount of $1,650,000 mature on November 13, 2019. A note in the principal amount of $264,000 matures on November 14, 2019. The notes are convertible into shares of the Company’s common stock, initially at a conversion price of $0.60 per share, subject to adjustment.

If an Event of Default occurs, the outstanding principal amount of the notes, plus accrued but unpaid interest, liquidated damages and other amounts owing with respect to the notes will become, at the note holder’s election, immediately due and payable in cash at the Mandatory Default Amount. The Mandatory Default Amount means the sum of 130% of the outstanding principal amount of the Notes plus accrued and unpaid interest, including default interest of 18% per year, and all other amounts, costs, expenses and liquidated damages due in respect of the notes.

The note holders also received warrants which collectively allow the note holders to purchase up to 3,190,000 shares of the Company’s common stock. The warrants are initially exercisable at a price of $0.75 per share, subject to adjustment, and expire in November, 2021.

The placement agent for the offering received cash compensation of $159,200 and warrants to purchase 638,000 shares of the Company’s common stock, at an initial exercise price of $0.75 per share, subject to adjustment (“Agent Warrants”). The Agent Warrants may be exercised on a “cashless” basis and will expire in November 2023.

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2. Presentation of Financial Statements (Policies)

3 Months Ended

Sep. 30, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed interim consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) set forth in Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These financial statements should be read along with the Annual Report filed on Form 10-K of the Company for the

The Company's consolidated financial statements are prepared using the accrual method of accounting. The consolidated statements include the accounts of the Company and its wholly owned subsidiaries Esports Services Antigua Ltd., Vie Esports Services B.V., Esport Services (Malta) Limited and Esports Entertainment (Malta) Ltd.  All material intercompany transactions and balances have been eliminated on consolidation.

Use of Estimates and Assumptions

Recent Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements.

ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The ASU provides clarity to preparers on the treatment of eight specific items within an entity’s statement of cash flows. The guidance becomes effective for all public entities in fiscal years beginning after December 15, 2017, including interim periods therein. The adoption of the amended guidance did not have a material impact on the Company’s financial statements.

ASU No. 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting. The ASU amends the scope of modification accounting for share-based arrangements and provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. The guidance becomes effective for annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. The adoption of the amended guidance did not have a material impact on the Company’s financial statements.

In March 2018, FASB issued ASU 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. ASU 2018-05 amends SEC paragraphs in ASC 740 to reflect SEC Staff Accounting Bulletin (SAB) No.118. When the 2017 Tax Cuts and Jobs Act (the "Act") was signed into law, the SEC staff released SAB 118 for applying Topic 740 as it relates to the Act. SAB 118 outlines the approach companies may take if they determine that the necessary information is not available (in reasonable detail) to evaluate, compute, and prepare accounting entries to recognize the effect(s) of the Act by the time the financial statements are required to be filed. Companies may use this approach when the timely determination of some or all of the income tax effect(s) from the Act is incomplete by the due date of the financial statements. SAB 118 also prescribes disclosures that reporting entities must provide in these circumstances. The amendments to the Accounting Standards Codification became effective upon issuance. The adoption of the amended guidance did not have a material impact on the Company’s financial statements.

The following are new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

ASU No. 2016-02, Leases (Topic 842), On February 25, 2016, the FASB issued a new standard which requires lessees to recognize almost all leases on their balance sheet as a right-of-use asset and a lease liability. The new guidance will require the asset and liability to be initially measured at the present value of the lease payments in the statement of financial position. The new guidance will also require the company to recognize interest expense on the lease liability separately from the amortization of the right-use-asset for finance leases and recognize a single lease cost allocated on a straight-line basis over the lease term for operating leases, in the statement of comprehensive income. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years with early application permitted. The Company is currently evaluating this guidance to determine the impact it may have on the Company’s financial statements.

 In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other- Internal-Use Software (Subtopic 350-40). This ASU addresses customer’s accounting for implementation costs incurred in a cloud computing arrangement that is a service contract and also adds certain disclosure requirements related to implementation costs incurred for internal-use software and cloud computing arrangements. The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). This ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. The amendments in this ASU can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820). The ASU eliminates such disclosures as the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy. The ASU adds new disclosure requirements for Level 3 measurements. This ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for any eliminated or modified disclosures. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements.

In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718). This ASU eliminated most of the differences between accounting guidance for share-based compensation granted to nonemployees and the guidance for share-based compensation granted to employees. The ASU supersedes the guidance for nonemployees and expands the scope of the guidance for employees to include both. This ASU is effective for annual periods beginning after December 15, 2018, and interim periods within those years. The Company is evaluating the effect of adopting this new accounting guidance to determine the impact it may have on the Company’s financial statements.

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3. Intangible Assets (Tables)

3 Months Ended

Sep. 30, 2018

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

	September 30, 2018				June 30, 2018
			Accumulated				Accumulated
	Cost		Depreciation		Cost		Depreciation
Online gaming website	$	127,133	$	14,125	$	127,133	$	3,532
Total	$	127,133	$	14,125	$	127,133	$	3,532
Net carrying amount			$	113,008			$	123,601

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4. Equipment (Tables)

3 Months Ended

Sep. 30, 2018

Property, Plant and Equipment [Abstract]

Equipment

	September 30, 2018					June 30, 2018
			Accumulated					Accumulated
	Cost		Depreciation			Cost		Depreciation
Computer equipment	$	16,102	$	6,079	$		14,450	$	4,863
Furniture and equipment		20,241		5,397			20,241		4,385
Total	$	36,343		11,476	$		34,691		9,248
Net carrying amount			$	24,867				$	25,443

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8. Commitments and Contingencies (Tables)

3 Months Ended

Sep. 30, 2018

Commitments and Contingencies Disclosure [Abstract]

Commercial office lease

2019	$	36,975
2020		49,300
2021		49,300
2022		49,300
2023		20,500
	$	205,375

2019	$	15,731
2020		17,478
	$	33,209

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9. Common Stock (Tables)

3 Months Ended

Sep. 30, 2018

Stock Transactions Disclosure Abstract

Warrant Activities

	Number of Warrants			Weighted-Average Exercise Weighted Average Exercise Price	Weighted Average Weighted Average Remaining Life	Intrinsic value
Outstanding, June 30, 2018		9,866,338	$  0.21		2.60 years	$6,064,913
Exercised		(2,926,667)	0.16
Expired		(124,667)	0.60
Outstanding and Exercisable at September 30, 2018		6,815,004	$ 0.22		2.35 years	$3,116,150

Warrants Oustanding

Expiry Date	Number of Warrants Issued and Exercisable	Weighted Average Exercise Price $
February 2019	10,000	2.00
March 2019	64,800	4.00
July 2019	4,000	4.00
September 2019	16,000	0.44
December 2019	66,680	0.15
February 2020	350,000	0.15
March 2020	1,480,191	0.15
June 2020	450,000	0.15
July 2020	740,000	0.22
August 2020	900,000	0.25
March 2022	2,733,333	0.15
	6,815,004	0.22

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10. Stock Options (Tables)

3 Months Ended

Sep. 30, 2018

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock Option Activity

	Number of options	Weighted average exercise price $
Outstanding, June 30, 2018 and September 30, 2018	819,120	0.70

Stock Options Oustanding

Expiry Date	Number of Options Issued	Number of Options Exercisable	Weighted Average Exercise Price $
August 18, 2020	50,000	16,667	0.70
August 1, 2023	529,120	125,040	0.70
May 29, 2020	240,000	30,000	0.70
	819,120	171,707	0.70

Stock Compensation Vesting Schedule and Compensation Expense

	2018		2017
Employees and directors stock-based payments	$	126,829	$	185,540
Non-employee awards		-		-
Total	$	126,829	$	185,540

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11. Segmented Information (Tables)

3 Months Ended

Sep. 30, 2018

Notes to Financial Statements

Geographic Segment Financial Information

	Antigua	Malta	Curacao	U.S.	Total
	$	$	$	$	$
Net loss	112,483	8,641	30,684	721,115	872,923
Assets	171,947	15,496	1,031	171,553	360,027

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12. General and Administrative Expenses (Tables)

3 Months Ended

Sep. 30, 2018

Notes to Financial Statements

General and Administrative Expenses

	2018 $	2017 $
Advertising and promotion	309,707	42,334
Wages and benefits	80,850	37,650
Rent and utilities	20,281	10,575
Travel	16,237	28,585
Licensing and filing fees	5,570	5,250
Office expenses	89,279	28,932
Bank charges	5,625	3,202
Depreciation	12,821	1,996
Total General and Administrative Expenses	540,370	158,524

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1. Nature of Operations and Continuance of Business (Details Narrative) - USD ($)	Sep. 30, 2018	Jun. 30, 2018
Nature Of Operations And Going Concern
Accumulated Deficit	$ (4,675,745)	$ (3,802,822)
Working Capital	$ (316,280)

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3. Intangible Assets - Intangible Assets (Details) - USD ($)	3 Months Ended	12 Months Ended
	Sep. 30, 2018	Jun. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Online gaming website, cost	$ 127,133	$ 127,133
Total, cost	127,133	127,133
Online gaming website, accumulated Depreciation	14,125	3,532
Total, accumulated depreciation	14,125	3,532
Net carrying amount	$ 113,008	$ 123,601

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4. Intangible Assets (Details Narrative) - USD ($)	3 Months Ended		12 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Online gambling website costs written off			$ 0	$ 22,614
Total depreciation expense	$ 10,593	$ 1,996

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4. Equipment - Equipment (Details) - USD ($)	3 Months Ended	12 Months Ended
	Sep. 30, 2018	Jun. 30, 2018
Property, Plant and Equipment [Abstract]
Computer equipment, cost	$ 16,102	$ 14,450
Computer equipment, accumulated depreciation	6,079	4,863
Furniture and equipment, cost	20,241	20,241
Furniture and equipment, accumulated depreciation	5,397	4,385
Total cost	36,343	34,691
Total accumulated depreciation	11,476	9,248
Net carrying amount	$ 24,867	$ 25,443

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4. Equipment (Details Narrative) - USD ($)	3 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 2,228	$ 0

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5. Accounts Payable (Details Narrative) - USD ($)	Sep. 30, 2018	Jun. 30, 2018
Payables and Accruals [Abstract]
Accounts payable	$ 415,395	$ 248,356
Trade payables	329,107	210,380
Payroll liabilities	$ 86,288	$ 37,976

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6. Related Party Transactions (Details Narrative) - USD ($)	12 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2018	Sep. 30, 2018	Mar. 14, 2016
Rent incurred to an officer	$ 6,000	$ 4,563
Shares issued to affiliates for advisory services, shares					200,000
Shares issued to affiliates for advisory services, price per share					$ 40,000
Director compensation salary	37,976			$ 86,288
CEO salary	120,000
Ardmore Software consulting fees	71,135	50,000
Swiss Interactive Software consulting fees	183,204	0
Swiss Interactive Software rent expense	$ 16,334	$ 0
Owed to Lim
Owed to officer			$ 1,667
Director compensation salary			20,000
Owed to Rozum
Owed to officer			$ 0
Shares issued to affiliates for advisory services, shares			111,250
Shares issued to affiliates for advisory services, value			$ 45,000
Director compensation salary			20,000
Owed to Watt
Owed to officer			$ 23,059
Shares issued to affiliates for advisory services, shares			29,190
Shares issued to affiliates for advisory services, value			$ 12,352
Director compensation salary			25,000
Owed to Kozlowski
Owed to officer			0
Shares issued to affiliates for advisory services, value			4,670
Director compensation salary			80,508
Owed to Johnson
Owed to officer			30,975
Rent owed to officer			$ 1,551

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7. Promissory Notes (Details Narrative) - USD ($)	12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 03, 2016
Convertible promissory note amount			$ 60,000
Interest of Convertible promissory note			8.00%
Due date of convertible promissory note	Mar. 03, 2016
Discount on convertible promissory note			$ 5,000
Finder's fee paid on convertible promissory note			$ 5,000
Default interest rate on convertible promissory note			18.00%
Warrants issued with promissory note			427,777
Term of warrants	5 years
Exercise price of warrants	$ 0.14
Common shares issued from warrants converted	230,300
Convertible to common shares, price per share			$ .13
Default conversion price equal to lowest trading price			65.00%
Additional paid in capital recognized from the warrants			$ 38,432
Amortization of debt discount to interest expense	$ 60,000	$ 0

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8. Commitments and Contingencies (Details) - USD ($)	12 Months Ended							36 Months Ended	60 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2020	Apr. 30, 2020	Jun. 30, 2019	Apr. 30, 2019	Apr. 30, 2020	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Lease agreement commitment #1					$ 17,478		$ 15,731	$ 33,209
Lease agreement commitment #2	$ 20,500	$ 49,300	$ 49,300	$ 49,300		$ 36,975			$ 205,375

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8. Commitments and Contingencies (Details Narrative)	3 Months Ended
	Sep. 30, 2018 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Management Agreements	$ 246,664
Consulting Agreements	91,000
Monthly Service Agreement	$ 8,736

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9. Common Stock (Details) - USD ($)			3 Months Ended	12 Months Ended
	Sep. 30, 2018	Jun. 30, 2018	Sep. 30, 2018	Jun. 30, 2018	Jun. 30, 2017
Weighted Average Exercise Price of Warrants, duration					$ 0.14
Outstanding
Number of Warrant Shares, instant	6,815,004	9,866,338	6,815,004	9,866,338
Weighted Average Exercise Price of Warrants, instant		$ .21		$ .21
Remaining Term of Warrants	2 years 4 months	2 years 7 months
Warrant Shares Intrinsic Value	$ 3,116,150	$ 6,064,913	$ 3,116,150	$ 6,064,913
Exercised
Number of Warrant Shares, duration			(2,926,667)
Weighted Average Exercise Price of Warrants, duration			$ .16
Expired
Number of Warrant Shares, duration				(124,667)
Weighted Average Exercise Price of Warrants, duration				$ .60

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9. Common Stock (Details Narrative) - USD ($)	12 Months Ended
	Jun. 30, 2018	Oct. 31, 2018	Oct. 12, 2018	Oct. 04, 2018	Sep. 30, 2018	Jun. 20, 2018	Jun. 18, 2018	Jun. 11, 2018	May 21, 2018	Apr. 26, 2018	Apr. 04, 2018	Mar. 02, 2018	Nov. 07, 2017	Oct. 17, 2017	Sep. 29, 2017	Sep. 26, 2017	Sep. 25, 2017	Sep. 07, 2017	Aug. 27, 2017	Aug. 08, 2017	Aug. 01, 2017	Jul. 24, 2017	Jul. 20, 2017	Jul. 19, 2017	Jul. 17, 2017	Jul. 16, 2017	Jul. 06, 2017	Jul. 05, 2017	May 16, 2017	Apr. 22, 2017	Apr. 01, 2017	Mar. 31, 2017	Mar. 24, 2017	Mar. 08, 2017	Mar. 01, 2017	Feb. 21, 2017	Dec. 31, 2016	Nov. 30, 2016	Sep. 21, 2016	Jun. 30, 2016	Apr. 07, 2016	Mar. 14, 2016	Aug. 24, 2015	Jul. 27, 2015
Stock Transactions Disclosure Abstract
Shares issued for services, shares	40,440		100,000	15,000		20,000		250,000				120,000																			400,000				100,000		550,000			300,000		60,000	106,000
Shares issued for services, value	$ 32,352					$ 16,000		$ 185,625				$ 84,706																			$ 60,000				$ 25,000		$ 137,500			$ 60,000		$ 12,000	$ 21,200
Shares issued for cash, shares					44,800		25,000			100,000			15,500	66,667	21,000	416,500	4,000	20,000	300,000	10,000		5,000	100,000	200,000	400,000	100,000	40,000	800,000	600,000	92,000	2,896,857	4,136,667		360,000		100,000		66,680	200,000	466,680	266,666			60,000
Shares issued for cash, amount					$ 56,000		$ 5,000			$ 20,000					$ 25,000
Shares issued for cash, price per share					$ 1.25		$ .20			$ .20			$ .25	$ .15	$ 1.25	$ .15	$ 1.25	$ 1.25	$ .25	$ .25		$ .50	$ .25	$ .25	$ .25	$ .25	$ .25	$ .25	$ 0.25	$ .25	$ .15	$ .15		$ .15		$ 0.15		$ 0.15	$ 0.15	$ .15	$ .15			$ .10
Warrants issued with Share purchases														66,667			4,000	20,000		100,000		5,000	100,000	200,000	400,000	100,000	40,000	800,000	600,000		2,896,857	4,136,667	250,000			100,000		66,680	200,000
Exercise price of stock purchase warrants		$ 0.15							$ .15		$ .25						$ 2.00	$ 4.00		$ 2.00		$ .50	$ .25	$ .25	$ .25	$ .25	$ .25	$ .25	$ 0.25		$ 0.15	$ .15	$ 62,500			$ .15		$ .15	$ .15
Shares issued to affiliates for advisory services, shares																																										200,000
Shares issued to affiliates for advisory services, price per share																																										$ 40,000
Shares issued to for website services, price per share		$ 315,000							$ 170,000		$ 16,000
Shares issued for warrant conversions	$ 166,667
Stock Options Authorized																					2,500,000
Stock options granted	819,120				819,120																521,500

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10. Stock Options - Stock Option Activity (Details) - $ / shares	Sep. 30, 2018	Jun. 30, 2018	Aug. 01, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Number of stock options outstanding	819,120	819,120	521,500
Weighted average exercise price	$ .70	$ .70

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10. Stock Options - Stock Options Oustanding Value (Details) - USD ($)	3 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Jun. 30, 2018
Number of Options Issued	819,120
Number of Options Exercisable	171,707
Weighted Average Exercise Price	$ .70		$ .70
Employees and directors stock-based payments	$ 126,829	$ 185,540
Expires 08/18/2020
Number of Options Issued	50,000
Number of Options Exercisable	16,667
Weighted Average Exercise Price	$ 0.70
Expires 08/01/2023
Number of Options Issued	529,120
Number of Options Exercisable	125,040
Weighted Average Exercise Price	$ 0.70
Expires 05/29/2020
Number of Options Issued	240,000
Number of Options Exercisable	30,000
Weighted Average Exercise Price	$ 0.70

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11. Segmented Information - Geographic Segment Financial Information (Details) - USD ($)	3 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Net loss	$ (872,923)	$ (575,028)
Assets	360,027
Antigua
Net loss	112,483
Assets	171,947
Malta
Net loss	8,641
Assets	15,496
Curacao
Net loss	30,684
Assets	1,031
U.S.
Net loss	721,115
Assets	$ 171,553

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12. General and Administrative Expenses - General and Administrative Expenses (Details) - USD ($)	3 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Notes to Financial Statements
Advertising and promotion	$ 309,707	$ 42,334
Wages and benefits	80,850	37,650
Rent and utilities	20,281	10,575
Travel	16,237	28,585
Licensing and filing fees	5,570	5,250
Office expenses	89,279	28,932
Bank charges	5,625	3,202
Depreciation	12,821	1,996
Total General and Administrative Expenses	$ 540,370	$ 158,524

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13. Subsequent Events (Details Narrative) - USD ($)	Nov. 14, 2018	Oct. 31, 2018	Oct. 12, 2018	Oct. 04, 2018	Sep. 30, 2018	Sep. 24, 2018	Jun. 30, 2018	Jun. 20, 2018	Jun. 18, 2018	Jun. 11, 2018	May 21, 2018	Apr. 26, 2018	Apr. 04, 2018	Mar. 02, 2018	Nov. 07, 2017	Oct. 17, 2017	Sep. 29, 2017	Sep. 26, 2017	Sep. 25, 2017	Sep. 07, 2017	Aug. 27, 2017	Aug. 08, 2017	Aug. 01, 2017	Jul. 24, 2017	Jul. 20, 2017	Jul. 19, 2017	Jul. 17, 2017	Jul. 16, 2017	Jul. 06, 2017	Jul. 05, 2017	May 16, 2017	Apr. 22, 2017	Apr. 01, 2017	Mar. 31, 2017	Mar. 24, 2017	Mar. 08, 2017	Mar. 01, 2017	Feb. 21, 2017	Dec. 31, 2016	Nov. 30, 2016	Sep. 21, 2016	Jun. 30, 2016	Apr. 07, 2016	Mar. 14, 2016	Aug. 24, 2015	Jul. 27, 2015
Subsequent Events [Abstract]
Senior secured convertible promissory notes, Amount	$ 1,740,000					$ 2,200,000
Senior secured convertible promissory notes, Percent	5.00%					5.00%
Senior secured convertible promissory notes, Discount	$ 174,000
Shares issued for services, shares			100,000	15,000			40,440	20,000		250,000				120,000																			400,000				100,000		550,000			300,000		60,000	106,000
Shares issued for services, value							$ 32,352	$ 16,000		$ 185,625				$ 84,706																			$ 60,000				$ 25,000		$ 137,500			$ 60,000		$ 12,000	$ 21,200
Shares issued for cash, shares					44,800				25,000			100,000			15,500	66,667	21,000	416,500	4,000	20,000	300,000	10,000		5,000	100,000	200,000	400,000	100,000	40,000	800,000	600,000	92,000	2,896,857	4,136,667		360,000		100,000		66,680	200,000	466,680	266,666			60,000
Shares issued for cash, amount					$ 56,000				$ 5,000			$ 20,000					$ 25,000
Shares issued for cash, price per share					$ 1.25				$ .20			$ .20			$ .25	$ .15	$ 1.25	$ .15	$ 1.25	$ 1.25	$ .25	$ .25		$ .50	$ .25	$ .25	$ .25	$ .25	$ .25	$ .25	$ 0.25	$ .25	$ .15	$ .15		$ .15		$ 0.15		$ 0.15	$ 0.15	$ .15	$ .15			$ .10
Warrants issued with Share purchases																66,667			4,000	20,000		100,000		5,000	100,000	200,000	400,000	100,000	40,000	800,000	600,000		2,896,857	4,136,667	250,000			100,000		66,680	200,000
Exercise price of stock purchase warrants		$ 0.15									$ .15		$ .25						$ 2.00	$ 4.00		$ 2.00		$ .50	$ .25	$ .25	$ .25	$ .25	$ .25	$ .25	$ 0.25		$ 0.15	$ .15	$ 62,500			$ .15		$ .15	$ .15
Stock Options Authorized																							2,500,000
Stock options granted					819,120		819,120																521,500