Business Combination (Tables)

12 Months Ended

Jun. 30, 2021

Business Combination and Asset Acquisition [Abstract]

Schedule of Fair Value of Purchase Price Consideration

The following table summarizes the fair value of purchase price consideration to acquire Lemon Glow (In US $000’s):

Purchase Consideration Summary
In US $000’s		Fair Value
Cash Consideration	(1)	$	4,256
Equity Consideration	(2)	$	7,450
Interest-Bearing Debt Assumed		$	2,043
Total Purchase Consideration		$	13,749

Notes:

(1)	The cash consideration consists of $280,000 in cash and $3,976,000 in promissory notes with 5% simple interest.
(2)	The equity consideration consists of 660,571,429 shares of Common stock and 2,000,000 shares of Series B Preferred stock.

Schedule of Fair Value of Assets Acquired and Liabilities Assumed

The following is an allocation of purchase price as of the May 25, 2021 acquisition closing date based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition (in thousands):

Allocation Summary
In US $000’s		Fair Value
Assets Acquired		$	6
Property, Plant & Equipment	(3)	$	2,348
Total Tangible Asset Allocation		$	2,354
Cannabis Cultivation License		$	10,637
Total Identifiable Intangible Assets		$	10,637
Assembled Workforce		$	275
Goodwill (Excluding Assembled Workforce)		$	483
Total Economic Goodwill		$	758
Purchase Consideration to be Allocated		$	13,749

Notes:

(3) The value of the land is excluded in the calculation of depreciation.

Schedule of Pro Forma Combined Financial Information

The following table presents unaudited pro forma combined financial information for each of the periods presented, as if the acquisitions of Lemon Glow had occurred at March 31, 2021 and June 30, 2020:

Unaudited Pro Forma Condensed Combined Balance Sheets

As of March 31, 2021

	Lemon Glow Company			Sugarmade Inc.			Pro Forma Merger Adjustment			Pro Forma Combined
Assets
Current assets:
Cash		18,211			269,885			280,000	a		568,096
Accounts receivable, net		-			75,040			-			75,040
Inventory, net		-			692,460			-			692,460
Loan receivables, current		-			-			-			-
Loan receivables - related party, current		-			208,931			-			208,931
Other current assets		-			1,066,597			-			1,066,597
Right of use asset, current		-			237,556			-			237,556
Total current assets		18,211			2,550,469			280,000			2,848,680
Noncurrent assets:
Machinery and Equipment, net		87,645			390,189			-			477,834
Land Improvements, net		341,681			-			-			341,681
Estate Property - Land		1,922,376			-			-			1,922,376
Intangible asset, net		-			14,578			10,572,600	e		10,587,178
Goodwill								573,000	f		573,000
Other assets		-			-			-			-
Loan receivables - related party, noncurrent		-			196,000			-			196,000
Right of use asset, noncurrent		-			549,261			-			549,261
Investment to Indigo Dye		-			564,819			-			564,819
Total noncurrent assets		2,351,702			1,714,847			11,145,600			15,212,149
Total assets		2,369,913			4,265,316			11,425,600			18,060,829
Liabilities and Stockholders’ Equity (Deficiency)
Current liabilities:
Note payable due to bank		-			25,982			-			25,982
Accounts payable and accrued liabilities		85,157			1,753,855			-			1,839,012
Customer deposits		400,000			660,268			-			1,060,268
Customer overpayment		-			53,183			-			53,183
Unearned revenue		-			9,379			-			9,379
Other payables		-			812,069			-			812,069
Accrued interest		3,500			515,767			-			519,267
Accrued compensation and personnel related payables		-			-			-			-
Notes payable - Current		-			20,000			-			20,000
Notes payable - Related Parties, Current		-			15,427			-			15,427
Lease liability - Current		-			231,305			-			231,305
Loans payable - Current		113,891			350,221			-			464,112
Loan payable - Related Parties, Current		-			238,150			-			238,150
Convertible notes payable, Net, Current		-			1,982,902			-			1,982,902
Derivative liabilities, net		-			2,723,899			-			2,723,899
Due to related parties		4,244			-			-			4,244
Warrants liabilities		-			24,216			-			24,216
Shares to be issued		-			136,577			-			136,577
Total current liabilities		606,792			9,553,200			-			10,159,992
Non-current liabilities:
Note Payable		1,381,593			-			3,976,000	b		5,357,593
Loans payable		54,408			366,495			-			420,903
Lease liability		-			591,116			-			591,116
Total liabilities		2,042,793			10,510,811			3,976,000			16,529,604
Stockholders’ equity (deficiency):
Preferred stock, $0.001 par value, 10,000,000 shares authorized 1,541,500 shares issued outstanding at March 31, 2021					1,542			5,600	d		7,142
Common stock, $0.001 par value, 10,000,000,000 shares authorized, 4,718,104,197 shares issued and outstanding at March 31, 2021		394,773			4,718,105			660,571	c		5,773,449
Additional paid-in capital					63,095,927			6,783,429	cd		69,879,356
Share to be issued, Preferred stock					(1	)					(1	)
Common Stock Subscribed					236,008						236,008
Accumulated deficit		(67,653	)		(74,350,923	)		-			(74,418,576	)
Total stockholders’ deficiency		327,120			(6,299,342	)		7,449,600			1,477,378
Non-Controlling Interest		-			53,847			-			53,847
Total stockholders’ equity (deficiency)		327,120			(6,245,495	)		7,449,600			1,531,225
Total liabilities and stockholders’ equity (deficiency)		2,369,913			4,265,316			11,425,600			18,060,829

The accompanying notes are an integral part of these condensed consolidated financial statements

Unaudited Pro Forma Condensed Combined Statements of Operations

For the Nine Months Ended March 31, 2021

	Lemon Glow Company			Sugarmade Inc.			Pro Forma Merger Adjustment		Pro Forma Combined
Revenues, net	$	-		$	2,851,822		$	-	$	2,851,822
Cost of goods sold		-			1,502,247			-		1,502,247
Gross profit		-			1,349,575			-		1,349,575
Selling, general and administrative expenses		11,256			1,446,038			-		1,457,294
Advertising and Promotion Expense		-			378,068			-		378,068
Marketing and Research Expense		-			364,580			-		364,580
Professional Expense		4,136			756,444			-		760,580
Salaries and Wages		7,080			368,616			-		375,696
Stock Compensation Expense		-			82,250			-		82,250
Loss from operations		(22,472	)		(2,046,421	)		-		(2,068,893	)
Non-operating income (expense):
Other income		-			5,099			-		5,099
Gain in loss of control of VIE		-			313,928			-		313,928
Interest expense		(45,181	)		(1,920,660	)		-		(1,965,841	)
Bad debts		-			(133,235	)		-		(133,235	)
Change in fair value of derivative liabilities		-			506,559			-		506,559
Warrant Expense		-			55,695			-		55,695
Loss on notes conversion		-			-			-		-
Loss on settlement		-			(80,000	)		-		(80,000	)
Gain on asset disposal		-			-			-		-
Amortization of debt discount		-			(2,605,144	)		-		(2,605,144	)
Debt forgiveness		-			-			-		-
Other expenses		-			(55,054	)		-		(55,054	)
Total non-operating expenses, net		(45,181	)		(3,912,812	)		-		(3,957,993	)
Equity Method Investment Loss		-			(2,114	)		-
Net loss	$	(67,653	)	$	(5,961,347	)	$	-
Less: net loss attributable to the noncontrolling interest	$	-		$	(48,756	)	$	-		(48,756	)
Net loss attributable to SugarMade Inc.	$	(67,653	)	$	(5,912,591	)	$	-	$	(48,756	)
Basic net income (loss) per share	$	-		$	(0.00	)	$	-	$	(0.00	)
Diluted net income (loss) per share	$	-		$	(0.00	)	$	-	$	(0.00	)
Basic and diluted weighted average common shares outstanding *		0			3,247,070,176			0		3,247,070,176

* Shares issuable upon conversion of convertible debts and exercising of warrants were excluded in calculating diluted loss per share

The accompanying notes are an integral part of these condensed consolidated financial statements

Unaudited Pro Forma Condensed Combined Statements of Operations

As of June 30, 2020

	Lemon Glow Company		Sugarmade Inc.			Pro Forma Merger Adjustment		Pro Forma Combined
Revenues, net	$	-	$	4,354,102		$	-	$	4,354,102
Cost of goods sold		-		2,851,940			-		2,851,940
Gross profit		-		1,502,162			-		1,502,161.64
Selling, general and administrative expenses		-		13,620,529			-		13,620,529
Loss from operations		-		(12,118,367	)		-		(12,118,367	)
Non-operating income (expense):
Other income		-		3,064			-		3,064
Interest expense		-		(1,613,044	)		-		(1,613,044	)
Bad debts		-		(240,157	)		-		(240,157	)
Change in fair value of derivative liabilities		-		(1,442,295	)		-		(1,442,295	)
Warrant Expense		-		(119,526	)		-		(119,526	)
Gain on debt conversion		-		(184,626	)		-		(184,626	)
Loss on settlement		-		(393,135	)		-		(393,135	)
Loss on asset disposal		-		(119,044	)		-		(119,044	)
Amortization of debt discount		-		(3,823,500	)		-		(3,823,500	)
Debt forgiveness		-		590,226			-		590,226
Miscellaneous		-		(7,201	)		-		(7,201	)
Impairment Loss		-		(2,066,958	)		-		(2,066,958	)
Other expenses		-		-			-		-
Total non-operating expenses, net		-		(9,416,195	)		-		(9,416,195	)
Net loss	$	-	$	(21,534,562	)	$	-	$	(21,534,562	)
Less: net loss attributable to the noncontrolling interest		-		(195,416	)		-		(195,416	)
Net loss attributable to SugarMade Inc.	$	-	$	(21,339,146	)	$	-	$	(21,339,146	)
Basic net income (loss) per share	$	-	$	(0.02	)	$	-	$	(0.02	)
Diluted net income (loss) per share	$	-	$	(0.02	)	$	-	$	(0.02	)
Basic and diluted weighted average common shares outstanding *		0		958,183,933			0		958,183,933

* Shares issuable upon conversion of convertible debts and exercising of warrants were excluded in calculating diluted loss per share