Note 7 - Equity |
3 Months Ended |
|---|---|
Jun. 30, 2018 | |
| Notes | |
| Note 7 - Equity | Note 7 - Equity:
Certain equity transactions related to the reverse triangular merger occurred in September 2018, but have been reflected as of June 30, 2018, in the consolidated financial statements due to FLCR effectively transferring control to Galaxy as of June 22, 2018 (see Note 11). The following equity transactions occurred simultaneously, and are treated in these consolidated financial statements as being effective on that date:
· Galaxy shareholders transferred all the outstanding shares of common stock to the Merger Sub; · Preferred Class C shares were converted into common stock in an amount equivalent to 89% ownership in the outstanding shares of the merged company; · Common shares were issued to common stockholders in an amount equivalent to 7% ownership in the outstanding shares of the merged company; · Common shares were issued to convertible debt holders in an amount equivalent to 4% ownership in the outstanding shares of the merged company (See Note 5). · A reverse stock split was approved at a ratio of one new share for every 350 shares of common stock outstanding (1:350 Reverse Stock Split).
Private Placement
In March 2018, the Company offered 1,500,000 common shares to qualified investors at $2 per share in a private placement memorandum (PPM). The private placement offering period expires when 1,500,000 shares of common stock have been sold, or in September 2018 at the discretion of management. Proceeds were raised to purchase inventory, pay merger costs and provide working capital. As a result of the PPM, the Company issued 1,954 and 32,226 shares to new investors resulting in proceeds of $1,367,500 and $60,000 as of June 30, 2018 and March 31, 2018, respectively. The 1,954 shares issued in the PPM during the period ended June 30, 2018 are after the Reverse Stock Split. The 32,226 shares issued during the year ended March 31, 2018 are after the restatement of share capital consistent with the legal capital of the accounting acquiree in a reverse acquisition.
In April and May 2018, the Company issued 100 shares of common stock at $0.0001 par value to various consultants as compensation. The shares were valued at $70,000 (Note 10) on issuance.
In May 2018, the Company issued 822 shares of common stock at $0.0001 par value to various employees, management, and former members of the Board of Directors by board authorization as compensation in the regular course of business as well as upon contemplation of the reverse triangular merger (see Note 11). The shares were valued at $575,200 on issuance and were recognized as stock compensation expense.
In May 2018, 143 shares of common stock at $0.0001 par value were issued to the related party in exchange for a $100,000 reduction in the short-term note balance (see Note 4).
See the capital structure section in Note 1 for disclosure of the equity components included in the Companys consolidated financial statements. |