ACQUISITION OF GOe3, LLC (Tables) - GOe3, LLC [Member]

9 Months Ended

Mar. 31, 2024

Restructuring Cost and Reserve [Line Items]

SCHEDULE OF PURCHASE PRICE CONSIDERATION

The following table summarizes the aggregate preliminary purchase price consideration paid to acquire GOe3, LLC.

	As of March 15, 2024
Exchange shares to be issued	$	1,921,409
Contingent consideration (i)		5,764,227
Total purchase price	$	7,685,636

(i) Contingent consideration is based on the following:

Earn-Out Milestones. Seller shall receive shares of the New Preferred Stock (“New Preferred”) valued at up to $5,764,227, based on the following earn-out milestones:

(i)	Upon receipt of GSA number and approval/awarding of the GSA grant/contract, Seller shall receive the second 25% of the New Preferred;
(ii)	Upon sales reaching $2.5 million from the installation of charging stations, Seller shall receive the third 25% of the New Preferred;
(iii)	Upon sales reaching $10 million from the installation of charging stations, Seller shall receive the fourth 25% of the New Preferred; and
(iv)	Upon issuance of 100% of the New Preferred Shares, and subsequent conversion into Common Stock, GOe3 shall own 70% of the fully diluted shares of Common Stock of GTLL.

SCHEDULE OF FAIR VALUE OF NET ASSETS ACQUIRED

Details regarding the book values and fair values of the net assets acquired are as follows:

	Book Value			Fair Value			Difference
	(Unaudited)			(Unaudited)			(Unaudited)
Cash	$	735		$	735		$	-
Loan receivable		25,000			25,000			-
Intangible assets		25,000			25,000			-
Loan payable		(50,819	)		(50,819	)		-
Net Total	$	84		$	84		$	-

SCHEDULE OF GOODWILL

The changes in the carrying amount of goodwill for the period from March 15, 2024 through March 31, 2024 were as follows:

Balance as of March 15, 2024	$	7,685,636
Additions and adjustments		-
Balance as of March 31, 2024	$	7,685,636