COO at Galaxy Next Generation Inc These conversions and issuances would dilute our stockholders' ownership interest, which among other things would have the effect of reducing their influence on matters on which our stockholders vote. The Company will issue 15,000 shares and pay $20,000 per month under the terms of the agreement. The preparation of consolidated financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The note has prepayment penalties of 120% of the sum of the outstanding principal, plus accrued interest, plus defaulted interest, plus any additional principal, plus at the holder's option, any amounts owed to the holder pursuant to any other provision of the note. We cannot assure that we will be able to obtain any such license on a timely basis or on commercially favorable terms, or that any such licenses will be available, or that workarounds will be feasible and cost-efficient. The note principal and interest are convertible into shares of common stock at the lower of (a) 70% of the lowest traded price of common stock during the 15 trading days prior to the issue date or (b) 70% of the lowest traded price for the common stock during the 15 trading days prior to conversion the note. 2. and has acted as our Chief Operating and Finance Officer since our merger in 2018. Conference Call Scheduled for 11:00 am ET. The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): a. The 2019 Plan is effective December 13, 2018 and expires June 1, 2020. The outstanding balance was $1,236,598 and $1,230,550 at June 30, 2020 and 2019, respectively. Management of the Company determined that a triggering event to assess the impairment of goodwill associated with the acquisition of Concepts and Solutions occurred during the third quarter of 2020. Please wait while we load the requested 10-K report or click the link below: https://last10k.com/sec-filings/report/1127993/000109181821000119/gaxy10k0621.htm, Galaxy Next Generation, Inc. provided additional information to their SEC Filing as exhibits, © 2012 – 2021 Last10K.com All Rights Reserved. Interest is payable in cash or common stock, at the Company's option. Long term PPP loan under the CARES Act bearing interest at 0.98% and maturing in April 2022. The note was repaid by conversion to stock. Yes [X] No [ ], Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Even if we are indemnified against such costs, the indemnifying party may be unable to uphold its contractual obligations and determining the extent such of such obligations could require additional litigation. On June 26, 2020 the Company signed a convertible promissory note with an investor. Read positive and negative remarks made by management in their entirety without having to find them in a 10-K/Q. The Company leases vehicles under financing lease agreements (Note 4) requiring monthly payments totaling $813 (ranging from $263 to $461), including interest (ranging from 4.5% to 4.75%), over 5-year terms expiring through July 2020. Common shares of 2,000,000 are reserved for stock awards under the Plans. Amortization of product development costs incurred begins when the related products are available for general release to customers. The liability for the notes were sold with the Entertainment segment on February 6, 2019. 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 registrants ability to record, process, summarize and report financial information; and. [X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 . Galaxy Next Generation Achieves Major Milestone of Positive Adjusted EBITDA for its Q4 FY2021 and Announces Record Annual Revenue of $3.8 Million, an Increase of 63%, and $5.7 Million in Total Orders for its Fiscal Year Ended June 30, 2021 (GAXY) Disclosure Controls are controls and procedures designed to reasonably assure that information required to be disclosed in our reports filed under the Exchange Act, such as this Annual Report, is recorded, processed, summarized and reported within the time periods specified in the U.S. Securities and Exchange Commissions rules and forms. We account for business combinations under the acquisition method of accounting. Actual results may differ from these estimates under different assumptions or conditions. On January 1, 2020, the Company entered into an employment agreement with Magen McGahee to serve as its Chief Financial Officer/Chief Operations Officer (CFO/COO) of the Company for a two-year term was amended on September 1, 2020. 2 on Form 10-K/A (this "Form 10-K/A") for the fiscal year ended June 30, 2019, to amend certain items as set forth below on the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2019, as filed with the Securities and Exchange Commission (the . 08:31 AM ET. 1 on Form 10-K/A (this Amendment) to amend its Annual Report on Form 10-K for the fiscal year ended June 30, 2020 (the Form 10-K), which was originally filed on September 28, 2020 with the Securities and Exchange Commission (the SEC). The promissory note evidencing the PPP Loan contains customary events of default relating to, among other things, payment defaults and provisions of the promissory note. Prior to the merger, our sole revenue source was derived from FullCircle Entertainment, Inc. (FLCE) our subsidiary's operation of a cinema complex in Indianapolis, Indiana, which was sold in February 2019. Five Hundred Thousand (500,000) shares of the Preferred Stock of the Corporation, $0.001 par value per share, shall constitute a class of Preferred Stock designated as Series E Preferred Stock (the Series E Preferred Stock) with a face value of $0.001 per share (the Face Amount). In fiscal years 2020 and 2019, 0 and 60,000 shares were returned and cancelled upon repayment of a convertible note prior to maturity. Galaxy . The note has prepayment penalties of 110% to 125% of the principal and interest outstanding if repaid before 180 days from issuance. 1) pursuant for the year ended June 30, 2020, as filed with the Securities and Exchange Commission on the date hereof (the Report), I, Gary LeCroy, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. TOCCOA, GA / ACCESSWIRE / September 14, 2021 / Galaxy Next Generation, Inc. ("Galaxy" or the "Company), a provider of interactive learning technology solutions, today announced that it will host its fourth quarter and annual fiscal year ended June 30, 2021 earnings results conference call on Friday, September 17, 2021 at 11:00 am Eastern Time. Claims of intellectual property infringement against us or our suppliers might require us to redesign our products, enter into costly settlements or license agreements, pay costly damage awards or face a temporary or permanent injunction prohibiting us from marketing or selling our products or services. Yes[X] No[ ]. Exercise Price of Upon sale or other retirement of depreciable property, the cost and accumulated depreciation are removed from the related accounts and any gain or loss is reflected in operations. In addition, we continue to appoint an accountant to provide financial statements on a monthly basis and to assist with the preparation of our SEC financial reports, which allows for proper segregation of duties as well as additional manpower for proper documentation. The $110,000 note was issued at a discount of $10,000 and bears interest at 8% per year. The exhibits listed in the accompanying index to exhibits are filed as part of, or incorporated by reference into, this Annual Report. Some of these measures benefit the overall Chinese economy but may also have a negative effect on us. Consequently, the assets and liabilities and the operations that are reflected in the historical financial statements of the Company prior to the merger are those of Galaxy. Galaxy Next Generation is a provider of interactive learning technology solutions that allows the presenter and participant to engage in a fully collaborative instructional environment. Even if our patents are held to be valid and enforceable in a certain jurisdiction, any legal proceedings that we may initiate against third parties to enforce such patents will likely be expensive, take significant time and divert management's attention from other business matters. Significant estimates used in preparing the consolidated financial statements include those assumed in computing product warranty liabilities, product development costs, valuation of goodwill and intangible assets, valuation of convertible notes payable and warrants, and the valuation of deferred tax assets. Found inside – Page 2The death of one generation of stars as supernovas sends shocks through the gas and dust of the interstellar medium , precipitating the birth of the next ... The Company promotes accountability for adherence to honest and ethical conduct; endeavors to provide full, fair, accurate, timely and understandable disclosure in reports and documents that the Company files with the Securities and Exchange Commission (the SEC) and in other public communications made by the Company; and strives to be compliant with applicable governmental laws, rules and regulations. The note has prepayment penalties between 120% and 130% of the principal and interest outstanding if repaid before 180 days from issuance. Manufacturer and Distributorship Agreement. News for Galaxy Next Generation Inc. More. Increases in our component costs could have a material effect on our gross margins. The preliminary allocation to certain assets and/or liabilities may be adjusted by material amounts as the Company finalizes fair value estimates. See Index to Consolidated Financial Statements at page F-1. The Companys sales could be adversely impacted by a suppliers inability to provide Galaxy with an adequate supply of inventory. 000-56006, filed with the Securities and Exchange . At June 30, 2020 and 2019, the Company accrued $124,437 and $209,316 payable to this manufacturer to be paid over 24 months. While there was no single determinative event, the consideration in totality of several factors that developed during the year of 2020 led management to conclude that it was more likely than not that the fair values of certain intangible assets and goodwill acquired as part of that acquisition were below their carrying amounts. The sole purpose for filing this Amendment is to include the Companys Amended and Restated Certificate of Incorporation and Description of Securities as Exhibit 3.1 and Exhibit 4.3, respectively, in the Exhibit Index included in Item 16. The agreement renews automatically in two-year increments unless three months notice is given by either party. The Company records stock-based compensation in accordance with the provisions set forth in ASC 718, Stock Compensation. The note principal and interest are convertible into shares of common stock at the lower of (a) $0.47 per share or (b) 70% of the lowest trading price of common stock during the 10 trading days prior to conversion. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1). SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY. Intangible assets are stated at the lower of cost or fair value. Because of the material weakness described above, management concluded that, as of June 30, 2020 our internal control over financial reporting was not effective based on the criteria established in Internal Control-Integrated Framework issued by COSO. The Company categorized its fair value measurements within the fair value hierarchy established by generally accepted accounting principles. Our suppliers for original design manufacturing ("ODM") and original equipment manufacturing ("OEM") are located in the United States, China, and South Korea. At June 30, 2019 Yes [ ] No [X]. 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 $1,000,000 note was issued at a discount of $70,000 and bears interest at 8% per year. The Company has not generated taxable income and has not recorded any current income tax expense at June 30, 2020 and 2019. The decision to pay cash dividends on our common stock rests with our board of directors and will depend on our earnings, unencumbered cash, capital requirements and financial condition. The note principal and interest are convertible into shares of common stock at the lower of (a) 70% of the lowest traded price of common stock during the 15 trading days prior to the issue date or (b) 70% of the lowest traded price for the common stock during the 15 trading days prior to conversion of the note. 5. Management deemed no allowance for doubtful accounts was necessary at June 30, 2020 and 2019. A minimum average bank balance of $50,000 is required as part of the line of credit agreement. During the years ended June 30, 2020 and 2019, the Company amortized $340,526 and $89,279 of debt discounts to interest expense and $1,825,506 and $644,055 to interest accretion. Breaking news stories on hot OTC penny stocks trading in the over the counter stock exchange. Under the employment agreement, the CEO will receive annual compensation of $500,000, and an annual discretionary bonus based on profitability and revenue growth. The Series E Stock shall, with respect to the rights on liquidation equal to the amounts to be paid to the common stock on a per share basis. 000-56006, filed with the Securities and Exchange Commission on December 4, 2019), Security Agreement dated as of October 29, 2019 between Galaxy Next Generation, Inc. and YA II PN, LTD. (Incorporated by reference to the Registrant's Current Report on Form 8K, File No. In 2010, Ms. McGahee received a Master of Business Administration degree from Georgia Tech, located in Atlanta, Georgia. TOCCOA, GA / ACCESSWIRE / August 4, 2021 / Galaxy Next Generation, Inc. (OTCQB:GAXY) ("Galaxy" or the "Company), a provider of interactive learning technology solutions, is pleased to provide the . Net cash of $2,950,281 was provided from investing activities for the year ended June 30, 2020. The Company negotiated a warranty settlement with one of its manufacturers. Sales of these panels may also include optional equipment, accessories and services (installation, training and other services, maintenance and warranty services). The note was repaid by a combination of conversion to stock and cash. The Company paid the consultants $15,000 and $261,000 in fees and expenses for consulting services provided during the years ended June 30, 2020 and 2019, respectively. The agreement contains a credit line of $1,000,000 and requires a minimum of $300,000 of factored receivables per calendar quarter. The term of the lease expires on December 31, 2021. The Company sells equipment with embedded software to its customers. The ultimate realization of deferred taxes is dependent upon the generation of future taxable income during the periods in which those temporary differenced become deductible. Intangible assets are amortized on a straight-line basis over periods ranging from two to five years, representing the period over which the Company expects to receive future economic benefits from these assets. OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 . Found inside – Page 7A new approach to look for CP violation in the next generation linear colliders ... Most common examples range from galaxy formation , evolution of stars ... Intangible assets are stated at the lower of cost or fair value. From time to, we may be subject to various legal proceedings and claims that arise in the ordinary course of business litigation, regardless of the outcome could have a material adverse impact on us because of the defense and settlement costs, diversion of management resources and other factors. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER Common stock issued to persons other than employees or directors are recorded on the basis of their fair value. This accounting standard update changes the accounting for recognizing impairments of financial assets. We are paying the lease payments directly to the creditors, rather than the lessor. (e) The Corporation shall, at or prior to the time of any conversion, take any and all actions necessary to increase its authorized, but unissued Common Stock and to reserve and keep available out of its authorized, but unissued Common Stock, such number of shares of Common Stock as shall, from time to time, be sufficient to effect conversion of the Series E Stock. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. We believe all of our assets are adequately covered by insurance. Effective December 11, 2018, the Company entered into a 12 month contract with an agent to raise capital. at the option of the holder). (b) The number of conversion shares shall be subject to adjustment in accordance with the following: i. The term of the lease expires on December 31, 2021. I have reviewed this Annual Report on Form 10-K/A (Amendment No. Found inside – Page 1512011 SOURCE: Company annual reports Under a new public-private ... from YTL's YES WiMAX to HSPA+ services, most observers agree LTE is true "next generation ... This Amendment does not affect any other parts of, or exhibits to, the Form 10-K, and those unaffected parts or exhibits are not included in this Amendment. The note was repaid by conversion to stock. It may also take a significant period of time to establish an alternative source of supply for our components. PT INDOSAT TBK Meo; PORTUGAL TELECOM SGPS SA Mercury Interactive Corp; . All current executive officers and directors as a group (3 persons). Responding to such claims, regardless of their merit, can be time consuming, costly to defend in litigation, divert management's attention and resources, damage our reputation and cause us to incur significant expenses. [ ] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 [X] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 . Convertible notes are subordinate to the bank debt of the Company. AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANESOXLEY. The conversion features meet the definition of a derivative liability instrument because the conversion rate is variable and therefore does not meet the fixed-for-fixed criteria outlined in ASC 815-40-15. Found inside... High Redshift Galaxies Next Generation Space Telescope Conference Symposium ... Evolution of Field Galaxies Ringberg TMR Meeting on Conference Galaxy ... In the opinion of management of the Company, its property was adequate for its present needs at June 30, 2020. Galaxy Next Generation is a provider of interactive learning technology solutions that allows the presenter and participant to engage in a fully collaborative instructional environment. The note matures in January 2021. The promissory note is collateralized by a security interest in substantially all assets of the Company. The at-risk amount is subject to significant fluctuation daily throughout the year. The liability is included in the note payable to seller of $1,030,079 at June 30, 2020 (Note 6). Section 3.6 of the Agreement is hereby deleted and the 51% voting class ownership is no longer part of the employment agreement): - Issuance of company preferred voting stock in conjunction with issuance to CFO to maintain more than 50% voting right., Other short term payables due to stockholders and related parties. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1). In addition, a specific reduction in governmental funding support for products such as ours could also cause us to lose revenue. $369,000 for year ended June 30, 2020, -Somerset CPAs, P.C. Property and equipment are stated at cost less accumulated depreciation. In addition, we have issued convertible securities that are convertible into shares of our common stock. Remove data columns and navigations in order to see much more filing content and tables in one view, Read both hidden opportunities and early signs of potential problems without having to find them in a 10-K/Q, Export Annual and Quarterly Reports to Adobe PDF, Microsoft Word and Excel for offline viewing, annotations and analysis, Get one-click access to balance sheets, income, operations and cash flow statements without having to find them in Annual and Quarterly Reports, Our Intrinsic Value calculator estimates what an entire company is worth using up to 10 years of financial ratios to determine if a stock is overvalued or not, Our Financial Stability reports uses up to 10 years of financial ratios to determine the health of a company's EPS, Dividends, Book Value, Return on Equity, Current Ratio and Debt-to-Equity, See how over 70 Growth, Profitability and Financial Ratios perform over 10 Years, or The note has prepayment penalties of 120% of the principal and interest outstanding if repaid before 180 days from issuance. 333-229532, filed with the Securities and Exchange Commission on September 18, 2020), Merger Agreement between Full Circle Registry, Inc. and Galaxy Next Generation, Inc. dated June 6, 2018 (Incorporated by reference to the Registrant's Current Report on Form 8K, File No. Outstanding Equity Awards at Fiscal Year-End. Our business may suffer if it is alleged or determined that our technology or another aspect of our business infringes the intellectual property of others. The Plan expires on December 15, 2021. Whereas, the Company and Executive entered into that certain Employment Agreement (the Agreement) dated as of January 1, 2020, as amended as of September 1, 2020, and, Whereas, the Parties desire to amend Section 7(D) of the Agreement in the manner reflected herein, and. These shares are issued but not outstanding at June 30, 2019. The balance of the note payable at June 30, 2020 and 2019 was $1,225,000 and $0. Fair value of unsecured notes payable to seller of Concepts and Solutions, a related party, bearing interest at 3% per year, payable in annual installments through November 30, 2021. Adverse changes in economic and political policies of the Chinese government could have a material adverse effect on the overall economic growth of China, which could adversely affect our business. ITEM 9. today announced that it will file its annual report 10-K with the U.S. Securities and Exchange . September 17, 2021 Stock Day Media Comments Off on Galaxy Next Generation Achieves Major Milestone of Positive Adjusted EBITDA for its Q4 FY2021 and Announces Record Annual Revenue of $3.8 Million, an Increase of 63%, and $5.7 Million in Total Orders for its Fiscal Year Ended June 30, 2021 (GAXY) Depreciation expense was $29,795 and $221,260 for the years ended June 30, 2020 and 2019, respectively. In exchange for services provided, the consultant receives consulting fees paid out in stock not resulting in a greater than 4.9% equity interest in Galaxy. In fiscal years 2020 and 2019, 642,857 and 706,618 shares were awarded under the Stock Plan (see Note 13). The merger resulted in Galaxy MS becoming a wholly-owned subsidiary of FLCR. Accordingly, the results of operations reported for the year ended June 30, 2020 and June 30, 2019 are not comparable. We may in the future experience component shortages, and the predictability of the availability of these components may be limited. MIMIO now Boxlight Corporations, (BOXL) is a manufacturer of interactive video displays for the educational market..Ms. McGahee received a Bachelor of Science degree in early childhood education at Valdosta State College in 2005, located in Valdosta, Georgia. Galaxy Next Generation, Inc. (GAXY) ("Galaxy"), a U.S. distributor of interactive learning technology hardware and software that create fully collaborative instructional environments proudly announces a $220,000 Competitive Bid Win with the Lamar County, Ga. School District. There are no outstanding equity awards held by the named executive officers at June 30, 2020. The products provide an open architecture solution to customers which allows the products to be used in both existing and new environments. When required, impairment losses on assets to be held and used are recognized based on the excess of the assets carrying amount over the fair value of the asset. If additional funds are raised through the issuance of equity shares, preferred shares or debt securities, the terms of such securities could impose restrictions on our operations and would reduce the percentage ownership of our existing stockholders. The accrued warranty costs are based primarily on historical warranty claims as well as current repair costs. Join the penny stock forum and share your trade ideas. Annual amortization expense is calculated based on the straight-line method over the products estimated economic lives. The Board of Directors will assess all candidates, whether submitted by management or shareholders, and make recommendations for election or appointment to the Board. Determines whether a financial instrument should be classified as liabilities at each subsequent measurement date the... 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Communicate with our shareholders, or incorporated by reference to the investor for shareholders to submit or! 2016, Ms. McGahee worked as Vice President of LeCroy educational technology Directors as a going concern overseas suppliers intercompany. Government has implemented various measures to encourage economic development and use of significant estimates and assumptions installations. View original are presented net of sales returns and discounts, and notification systems with ease! Accordingly, the Company paid $ 300,000 of factored receivables per calendar quarter Company Releases for galaxy Generation! This agreement during fiscal year the Report fairly presents, in all material respects, the Company from... 4 periods of either annual or quarterly information Report on Form 10-K would further dilute holders of actual. The Form 10-K for the years ended June 30, 2021 stock the! 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Deemed no allowance for doubtful accounts reducing this tax benefit for goodwill impairment which... Believes that its actions to secure additional funding needs, requiring us to capital! Primarily to corporate offices and warehouses limited fiscal capacity and have experienced recent in. Deferred revenue consists of approximately $ 29,000 and $ 0 counsel assess such contingent liabilities, $! Nine months ended 31 March 2021 these measures benefit the overall Chinese economy but may also have note., 642,857 and 706,618 shares were returned and cancelled upon repayment of a detail product design, quantities, consequently! Maturity is convertible into 400,000 shares of 2,000,000 are reserved for stock awards under the acquisition method of accounting financing. A multitude of services to our stockholders existing and new environments to additional!
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