Quarterly Report (10-q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2015

¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 000-54323

RedHawk Holdings Corp.

(Exact name of registrant as specified in its charter)

Nevada

20-3866475

(State or other jurisdiction of

incorporation or organization)

(IRS Employer

Identification No.)

219 Chemin Metairie Road
Youngsville, Louisiana		70592
(Address of principal executive offices)		(Zip Code)

(337) 269-5933

(Registrant’s telephone number, including area code)

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 Web site, 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, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	o		Accelerated filer	o

Non-accelerated filer	o	(Do not check if a smaller reporting company)	Smaller reporting 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

On February 8, 2016, 365,094,082 shares of common stock, par value 0.001 per share, were outstanding.

REDHAWK HOLDINGS CORP.

Form 10-Q

TABLE OF CONTENTS


		Page No.
	PART I - FINANCIAL INFORMATION

Item 1.	Unaudited Consolidated Financial Statements	3
	Unaudited Consolidated Balance Sheets	3
	Unaudited Consolidated Statements of Operations	4
	Unaudited Consolidated Statements of Stockholders’ Equity	5
	Unaudited Consolidated Statements of Cash Flows	6
	Notes to the Unaudited Consolidated Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	20

Item 4.	Controls and Procedures	20

	PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	21

Item 1A.	Risk Factors	21

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	21

Item 3.	Defaults Upon Senior Securities	21

Item 4.	Mine Safety Disclosures	21

Item 5.	Other Information	21

Item 6.	Exhibits	22

Signatures		24

PART I - FINANCIAL INFORMATION

Item 1. UNAUDITED Consolidated Financial Statements.

REDHAWK HOLDINGS CORP.

Consolidated Balance Sheets

(unaudited)

	December 31,			June 30,
	2015			2015

ASSETS

Current Assets:
Cash and cash equivalents	$	16,933		$	900
Marketable securities, at market value		1,846,687			-
Accounts receivable		4,860			610
Inventory, at cost		9,756			9,756
Prepaid expenses		59,227			-

Total Current Assets		1,937,463			11,266

Property and Improvements:
Land		110,000			-
Building and improvements		670,000			-
		780,000			-
Less, accumulated depreciation		(2,812	)		-

Total Property and Improvements		777,188			-

Other Assets:
Investment in real estate limited partnership		625,000			-
Intangible assets, net of amortization of $120,412 and $86,080, respectively		205,019			234,351

Total Other Assets		830,019			234,351

Total Assets	$	3,544,670		$	245,617

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities:
Accounts payable and accrued liabilities	$	162,801		$	87,980
Current maturities of long-term debt		8,206			-
Line of credit		1,080,000			-
Due to related party		-			28,635
Loans payable		-			156,697
Insurance notes payable		16,425			-

Total Current Liabilities		1,267,432			273,312

Long-Term Debt:
Real estate note payable, net of current maturities		255,540			-
Convertible notes payable		5,000			-

Total Long-Term Debt		260,540			-

Total Liabilities		1,527,972			273,312

Commitments and Contingencies		-			-

Stockholders' Equity (Deficit):
Preferred Stock, stated value of $1,000 per share, 5,000 authorized shares and 2,140 shares issued and outstanding:
5% Series A, 2,000 shares designated, 1,240 issued and outstanding		1,240,000			-
5% Series B, 1,000 shares designated, 1,000 issued and outstanding		1,000,000			-
Common Stock, par value of $0.001 per share, 450,000,000 authorized shares and 365,094,082 issued and outstanding at December 31, 2015 and 360,094,082 issued and outstanding at June 30, 2015		365,094			360,094
Additional paid-in capital		875,283			927,826
Accumulated comprehensive loss		(11,607	)		-
Accumulated deficit		(1,452,072	)		(1,315,615	)

Total Stockholders' Equity (Deficit)		2,016,698			(27,695	)

Total Liabilities and Stockholders' Equity	$	3,544,670		$	245,617

The accompanying notes are an integral part of these financial statements

REDHAWK HOLDINGS CORP.

Consolidated Statements of Operations

(unaudited)

	Three Months Ended December 31,						Six Months Ended December 31,
	2015			2014			2015			2014

Revenue	$	5,200		$	225		$	9,950		$	225

Costs and Expenses:
Operating expenses		1,374			-			1,374			-
Professional fees		137,176			24,800			198,326			24,800
Management fees		14,000			(37,351	)		35,500			5,149
Depreciation		2,812			-			2,812			-
Amortization of intangibles		17,166			57,220			34,332			57,220
General and administrative		15,155			12,221			28,493			16,336

Total Costs and Expenses		187,683			56,890			300,837			103,505

Net Loss from Continuing Operations		(182,483	)		(56,665	)		(290,887	)		(103,280	)

Other Income (Expense):
Expiration of indebtedness		156,697			-			156,697			-
Dividend income		2,770			-			2,770			-
Interest expense		(3,693	)		-			(3,693	)		-
		155,774			-			155,774			-

Net Loss from Continuing Operations		(26,709	)		(56,665	)		(135,113	)		(103,280	)

Discontinued Operations:
Income from discontinued operations		-			-			-			444

Income on Discontinued Operations		-			-			-			444

Net Loss		(26,709	)		(56,665	)		(135,113	)		(102,836	)

Other comprehensive income (loss):
Unrecognized loss on marketable securities		(11,607	)		-			(11,607	)		-

Net Loss and Comprehensive Loss		(38,316	)		(56,665	)		(146,720	)		(102,836	)

Preferred Stock Dividends		(1,344	)		-			(1,344	)		-

Net Loss and Comprehensive Loss Available for Common Stockholders	$	(39,660	)	$	(56,665	)	$	(148,064	)	$	(102,836	)

Net Loss Per Share
Basic	$	-		$	-		$	-		$	-
Diluted	$	-		$	-		$	-		$	-

Weighted Average Shares Outstanding
Basic		364,278,865			353,937,290			362,186,473			349,562,727
Diluted		364,278,865			353,937,290			362,186,473			349,562,727

The accompanying notes are an integral part of these financial statements

REDHAWK HOLDINGS CORP.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

For the Six Months ended December 31, 2015

(unaudited)

																UNRECOGNIZED
	SERIES A				SERIES B								ADDITIONAL			LOSS ON
	PREFERRED STOCK				PREFERRED STOCK				COMMON STOCK				PAID-IN			MARKETABLE			ACCUMULATED
	SHARES		AMOUNT		SHARES		AMOUNT		SHARES		AMOUNT		CAPITAL			SECURITIES			DEFICIT			TOTAL

BALANCE, JUNE 30, 2015		-	$	-		-	$	-		360,094,082	$	360,094	$	927,826		$	-		$	(1,315,615	)	$	(27,695	)

Contributed management servcies		-		-		-		-		-		-		10,000			-			-			10,000

Net loss		-		-		-		-		-		-		-			-			(108,404	)		(108,404	)

BALANCE, SEPTEMBER 30, 2015		-		-		-		-		360,094,082		360,094		937,826			-			(1,424,019	)		(126,099	)

Sale of unregistered securities		-		-		-		-		5,000,000		5,000		45,000			-			-			50,000

Acquisitions:
Commercial real estate		215		215,000		-		-		-		-		-			-			-			215,000
Investment in real estate partnership		625		625,000		-		-		-		-		-			-			-			625,000
Corporate office		300		300,000		-		-		-		-		-			-			-			300,000

Working capital contribution		-		-		1,000		1,000,000		-		-		(117,543	)		-			-			882,457

Conversion of shareholder line of credit		100		100,000		-		-		-		-		-			-			-			100,000

Contributed management servcies		-		-		-		-		-		-		10,000			-			-			10,000

Preferred stock dividends declared		-		-		-		-		-		-		-			-			(1,344	)		(1,344	)

Unrecognized loss on marketable securities		-		-		-		-		-		-		-			(11,607	)		-			(11,607	)

Net loss		-		-		-		-		-		-		-			-			(26,709	)		(26,709	)

BALANCE, DECEMBER 31, 2015		1,240	$	1,240,000		1,000	$	1,000,000		365,094,082	$	365,094	$	875,283		$	(11,607	)	$	(1,452,072	)	$	2,016,698

The accompanying notes are an integral part of these financial statements

REDHAWK HOLDINGS CORP.

Consolidated Statements of Cash Flows

(unaudited)

	Six Months Ended December 31,
	2015			2014

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss from continuing operations	$	(135,113	)	$	(103,280	)
Adjustments to reconcile net loss to net cash used in continuing operations:
Amortization of intangibles		34,332			57,220
Depreciation		2,812			-
Contributed management services		20,000			-
Expiration of indebtedness		(156,697	)		-
Changes in operating assets and liabilities:
Accounts receivable		(4,250	)		(225	)
Inventory		-			(10,080	)
Prepaid expense and deposits		(59,227	)		-
Accounts payable and accrued liabilities		73,475			15,026
Due to related party		(28,635	)		(8,601	)

Net Cash Used in Operating Activities		(253,303	)		(49,940	)

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of intangible assets		(5,000	)		-

Net Cash Used in Investing Activities		(5,000	)		-

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock		50,000			49,900
Proceeds from related party line of credit		100,000			-
Proceeds from the issuance of the Series B Preferred Stock		4,165			-
Proceeds from bank line of credit		100,000			-
Proceeds from insurance note payable		30,048			-
Principal payments on insurance note payable		(13,623	)		-
Principal payments on long-term debt		(1,254	)		-
Proceeds from issuance of debentures		5,000			-

Net Cash Provided by Financing Activities		274,336			49,900

NET CASH PROVIDED BY DISCONTINUED OPERATIONS		-			444

Increase in cash		16,033			404

Cash, Beginning of Period		900			7,203

Cash, End of Period	$	16,933		$	7,607

Non-Cash Investing and Financing Activities:
Land and building acquired in exchange for Series A Preferred Stock and assumption of debt	$	780,000		$	-
Exchange of marketable securities and assumption of line of credit for Series B Preferred Stock	$	1,858,294		$	-
Partnership investment acquired in exchange for Series A Preferred Stock	$	625,000		$	-
Related party line of credit converted into Series A Preferred Stock	$	100,000		$	-
Preferred stock dividends declared but unpaid	$	1,344		$	-

Supplemental Disclosures:
Interest paid	$	3,693		$	-
Income tax paid	$	-		$	-

The accompanying notes are an integral part of these financial statements

REDHAWK HOLDINGS CORP.

Notes to the Unaudited Consolidated Financial Statements

December 31, 2015

NATURE OF OPERATIONS AND CONTINUANCE OF BUSINESS

RedHawk Holdings Corp. (“we” or the “Company”) (formerly Independence Energy Corp.) was incorporated in the State of Nevada on November 30, 2005 under the name “Oliver Creek Resources Inc.” At inception, we were organized to acquire, explore and develop natural resource properties in the United States. Effective August 12, 2008, we changed our name from “Oliver Creek Resources Inc.” to “Independence Energy Corp.” and opened for trading with the Over-the Counter Bulletin Board under the symbol “IDNG.” Effective October 13, 2015, by vote of a majority of the Company’s stockholders, the Company’s name was changed from “Independence Energy Corp.” to “RedHawk Holdings Corp.”

On March 31, 2014, the Company acquired the exclusive right to distribute certain medical products and changed the focus of its operations to include medical products distribution. Since then, we have expanded our operations to include specialized financial services, pharmaceutical sales and commercial real estate leasing and investment. We may explore other lines of business in the future including, but not limited to, oilfield services and equipment leasing.

In June 2014, the Company decided to discontinue its oil and gas exploration and production operations.

Going Concern

These financial statements have been prepared on a going concern basis, which implies that the Company will be able to continue as a going concern without further financing. Currently, the Company must continue to realize its assets to discharge its liabilities in the normal course of business. The Company has generated minimal revenues to date and has never paid any dividends and is unlikely to pay dividends or generate significant earnings in the immediate or foreseeable future.

As of December 31, 2015, the Company had a working capital of $670,031 but an accumulated deficit of $1,452,072. The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders, the ability to raise equity or debt financing, and the attainment of profitable operations from the Company’s businesses. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. 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.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The unaudited interim condensed financial statements of the Company as of December 31, 2015 and for the three and six month periods ended December 31, 2015 and 2014 included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The year-end condensed balance sheet dated as of June 30, 2015 is also unaudited and is presented here as a basis for comparison and reflective of our transition period balance sheet for our new year end which was changed on June 15, 2015. The Company’s fiscal year-end was January 31 but has been changed to June 30 by vote of a majority of the Company’s board of directors. Although the financial statements and related information included herein have been prepared without audit, and certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, the Company believes that the note disclosures are adequate to make the information presented not misleading. These unaudited condensed financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K as of January 31, 2015. In the opinion of our management, the unaudited interim financial statements included herein reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows for the periods presented. The results of operations for interim periods are not necessarily indicative of the results expected for the full year or any future period.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its subsidiaries in which we have a greater than 50% ownership. All material intercompany accounts have been eliminated upon consolidation. Certain prior year amounts are sometimes reclassified to be consistent with the current year financial statement presentation.

Use of Estimates

The financial statements and related notes are prepared in conformity with GAAP which requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to valuation and impairment of long-lived assets, asset retirement obligations, fair value of share-based payments, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

Revenue Recognition

We derive revenue from several types of activities – medical product sales, commercial real estate leasing and financial services. Our medical product sales include the marketing and distribution of certain professional and consumer grade digital non-contact thermometers. Our real estate leasing revenues are from certain commercial properties under long-term lease. The financial service revenue is from brokerage services earned in connection with debt placement services.

Cash and Cash Equivalents

We consider highly liquid investments with an original maturity of 90 days or less to be cash equivalents.

Marketable Securities

We determine the appropriate classification of our marketable securities at the time of purchase and reassess the appropriateness of the classification at each reporting date. At December 31, 2015, all marketable securities held by the Company have been classified as available-for-sale and, as a result, are stated at fair value with unrealized gains and losses included as a component of accumulated comprehensive income or loss. Realized gains and losses on the sale of securities are determined on a specific identification basis. Interest and dividend income is recorded when it is earned and deemed realizable by the Company. At December 31, 2015, the cost of the marketable securities on hand, which consisted entirely of widely recognized publically-traded securities, was $1,858,294. Gross unrealized losses on the fair market value of the marketable securities was $11,607 as of December 31, 2015 (see Note 8).

Accounts Receivable

Accounts receivables are amounts due from customers of our medical products division and our financial services division. The amount is reported at the billed amount, net of any expected allowance for bad debts.

Inventory

Inventory consist of purchased thermometers held for resale and are stated at the lower of cost or market utilizing the first-in, first-out method.

Property and Improvements

Property and improvements are stated at cost. We provide for depreciation expense on a straight line basis over each asset’s useful life depreciated to their estimated salvage value. Buildings are depreciated over a useful life of 20 years. Building improvements are depreciated over a useful life of 5 to 10 years.

Oil and Gas Property Costs

During the year ended January 31, 2015, the Company decided to discontinue its oil and gas business and the relevant assets have been impaired. In June 2015, the Company assigned its working interest in the Quinlan wells to the operator of those wells in exchange for the cancellation of all amounts due to the operator, including any future liabilities related to the Quinlan wells

Income Taxes

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted Accounting Standard Codification (“ASC”) 740, Income Taxes, as of its inception. Pursuant to ASC 740, the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense in the period they are incurred. The Company does not believe that it has any uncertain tax positions. The Company has not filed any corporate tax returns since its inception.

Basic and Diluted Net Loss Per Share

The Company computes net loss per share in accordance with ASC 260, Earnings Per Share, which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. As of December 31, 2015 and 2014, the Company had 7,452,959 potentially dilutive shares from our warrants issued in connection with the November 2014 private equity sale. There were 333,333 shares issuable upon conversion of the debentures but have been excluded from earnings per share calculations because these shares are anti-dilutive. At December 31, 2015, there were potentially 82,666,666 shares issuable upon the conversion of the Series A Preferred Stock. In addition, there were potentially 100,000,000 shares issuable upon the conversion of the Series B preferred stock.

Comprehensive Loss

ASC 220, Comprehensive Income, establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. During the three and six month periods ended December 31, 2015, the Company had $11,607 of comprehensive losses resulting from the unrecognized losses on marketable securities. During the three and six month periods ended December 31, 2014, the Company had no items that represented comprehensive income (loss) and, therefore, did not include a schedule of comprehensive income (loss) in the financial statements.

Financial Instruments

Pursuant to ASC 820, Fair Value Measurements and Disclosures, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into the following three levels that may be used to measure fair value:

Level 1. Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2. Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

Level 3. Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The Company has marketable securities with a fair market value of $1,846,687 at December 31, 2015, which are all publicly traded securities with quoted prices in active markets. These are fair values using Level 1 assumptions.

The Company’s financial instruments consist principally of cash, accounts payable and accrued liabilities, and amounts due to related parties. Pursuant to ASC 820 and ASC 825, the fair value of our cash is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets.

We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.

Recent Accounting Pronouncements

Development Stage

The Company has limited operations and is considered to be in the development stage. During the year ended January 31, 2015, the Company elected to early adopt Accounting Standards Update (“ASU”) No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage.

Revenue Recognition

In May 2014, the Financial Accounting Standards Board (the “FASB”) issued new guidance intended to change the criteria for recognition of revenue. The new guidance establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements and expands disclosure requirements. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, an entity should apply the following five steps: (1) identify contracts with customers, (2) identify the performance obligations in the contracts, (3) determine the transaction price, (4) allocate the transaction price to the performance obligation in the contract, and (5) recognize revenue as the entity satisfies performance obligations. The amendments are effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early application is permitted for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. We are currently evaluating what impact the adoption of this guidance would have on our financial position, results of operations, cash flows and disclosures.

Going Concern

In August 2014, the FASB issued guidance on disclosures of uncertainties about an entity’s ability to continue as a going concern. The guidance requires management’s evaluation of whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. This assessment must be made in connection with preparing financial statements for each annual and interim reporting period. Management’s evaluation should be based on the relevant conditions and events that are known and reasonably knowable at the date the financial statements are issued. If conditions or events raise substantial doubt about the entity’s ability to continue as a going concern, but this doubt is alleviated by management’s plans, the entity should disclose information that enables the reader to understand what the conditions or events are, management’s evaluation of those conditions or events and management’s plans that alleviate that substantial doubt. If conditions or events raise substantial doubt and the substantial doubt is not alleviated, the entity must disclose this in the footnotes. The entity must also disclose information that enables the reader to understand what the conditions or events are, management’s evaluation of those conditions or events and management’s plans that are intended to alleviate that substantial doubt. The amendments are effective for annual periods and interim periods within those annual periods beginning after December 15, 2016. We do not expect that adoption will have a material impact on our financial position, results of operations, cash flows or disclosures.

Debt Issuance Costs

In April 2015, the FASB issued new guidance which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The new guidance does not affect the recognition and measurement of debt issuance costs. Therefore, the amortization of such costs will continue to be calculated using the interest method and be reported as interest expense. The new guidance does not specifically address, and therefore does not affect, the balance sheet presentation of debt issuance costs for revolving debt arrangements. The new guidance is effective for financial statements issued in fiscal years beginning after December 15, 2015, and will be applied on a retrospective basis. Early adoption is permitted for financial statements that have not been previously issued. To date our debt issuance cost has not been significant, however, as the Company continues to raise capital to execute its growth strategy, the use of debt in the future may have issuance costs to be accounted for under this guidance.

New Accounting Pronouncements

The Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its consolidated financial statements.

FIXED ASSETS

Properties and Improvements

On November 13, 2015, we acquired certain commercial rental property, consisting of $75,000 of land and $405,000 of buildings and improvements, from a related party that is an entity controlled by a stockholder and officer of the Company, for $480,000. The purchase price was paid by the Company through the assumption of $265,000 of long-term bank indebtedness (see Note 7) plus the issuance of 215 shares of the Company’s newly designated Series A Preferred Stock (see Note 8). The purchase price of the property was determined by independent third-party appraisers commissioned by the financial institution providing the long-term financing for the acquisition, which included the cost of specific security improvements requested by the lessee.

On December 31, 2015, we acquired certain commercial real estate from a related party, that is an entity controlled by a shareholder and officer of the Company, to be used as our corporate office, for $300,000 consisting of $35,000 of land and $265,000 of buildings and improvements. The purchase price was paid by the Company with the issuance of 300 shares of the Company’s Series A Preferred Stock. The purchase price of the property was determined by independent third-party appraisal.

Oil and Gas Properties

Effective June 1, 2015, we assigned 100% of our interest in the Quinlan wells to the operator of those wells in exchange for the cancellation of all current and future liabilities on the Quinlan wells.

OTHER ASSETS

Tower Hotel Fund 2013, LLC

On December 31, 2015, RedHawk Land & Hospitality, LLC acquired from Beechwood Properties, LLC 280,000 Class A Units (approximately a 2.0% membership interest) of fully paid, non-assessable units of limited liability company interest in Tower Hotel Fund 2013, LLC, a real estate development limited liability company formed in the state of Hawaii for acquisition, restoration and development of the Naniloa Hilo Resort in Hilo, Hawaii. The $625,000 purchase price was paid by the issuance of 625 shares of the Company’s Series A Preferred Stock. The purchase price was determined by an independent third-party valuation. Beechwood Properties, LLC is a real estate limited liability Company owned and controlled by G. Darcy Klug, a stockholder and Chief Financial Officer of the Company.

Intangible Assets

On March 31, 2014, the Company entered into an asset purchase agreement (the “Agreement”) with American Medical Distributors, LLC (“AMD”) pursuant to which the Company acquired a five-year license commencing on November 27, 2013 for the exclusive territorial distribution rights to the Thermofinder non-contact thermometer from AMD in exchange for the issuance of 152,172,287 shares of the Company’s common stock with a fair value of $320,431 based on the fair value of such shares on the date of issuance. As a part of this asset acquisition and share issuance, the Company also received a payment of $60,000. The intangible asset is being amortized over the remaining life of the license agreement. Amortization expense is expected to be approximately $68,664 per year for years 2016, 2017 and 2018 and approximately $57,219 in year 2019.

On December 31, 2015, we acquired certain tangible and intangible high-quality medical device assets, including the Disintegrator™ Insulin Needle Destruction Unit (“NDD”) and the Carotid Artery Non-Contact Thermometer. The purchase price was paid by the issuance of 60,000,000 restricted shares of our common stock, which are subject to vesting based upon the completion by the seller of certain performance milestones including, but not limited to, successful completion of NDD upgrades, submission for worldwide patents for the NDD, completion of the first NDD production model, approval by the Company of the initial NDD production run, attaining certain NDD unit sales and profitability milestones, and receipt of final worldwide patents for the NDD. At December 31, 2015, none of the restricted shares had vested.

LOAN AND INSURANCE NOTE PAYABLE

We finance a portion of our insurance premiums. At December 31, 2015, the outstanding balance due on our premium finance agreement was $16,425. The note matures on May 14, 2016 with interest accruing at 6.5% per annum.

In December 2011, the Company received a loan in the amount of $156,697 from an unrelated third party. The loan was non-interest bearing, unsecured and due on demand. On December 11, 2015, the time frame to collect the loan by the third party had expired. Therefore, the loan was written off and recorded within other income/expense as expiration of indebtedness.

DUE TO RELATED PARTY

Effective November 12, 2015, the Company entered into a $100,000 Commercial Note Line of Credit (“Line of Credit”) with a stockholder and officer of the Company to evidence prior indebtedness and provide for future borrowings. The advances are used to fund our operations.

The Line of Credit accrues interest at 5% per annum and matures on October 31, 2016. At maturity, or in connection with a pre-payment, subject to the conditions set forth in the Line of Credit, the stockholder has the right to convert the amount outstanding (or the amount of the prepayment) into the Company’s Series A Preferred Stock at the par value of $1,000 per share.

At December 31, 2015, the principal balance plus accrued interest totaled $100,000. At that date, the stockholder elected to convert the outstanding principal and interest balance into 100 shares of our Series A Preferred Stock.

LONG-TERM DEBT, DEBENTURES AND LINE OF CREDIT

On November 13, 2015, we acquired certain commercial real estate from a related party that is an entity controlled by a stockholder and officer of the Company for $480,000 consisting of $75,000 of land costs and $405,000 of buildings and improvements (see Note 3). The purchase price was paid by through the assumption by the Company of $265,000 of long-term bank indebtedness (“Note”) plus the issuance of 215 shares of the Company’s newly designated Series A Preferred Stock. The purchase price also included the cost of specific security improvements requested by the lessee.

The Note is dated November 13, 2015 and has a principal amount of $265,000. Monthly payments under the Note are $1,962 including interest accruing at a rate of 5.95% per annum. The Note matures in June 2021 and is secured by the commercial real estate, guarantees by the Company and its real estate subsidiary and the personal guarantee of a stockholder who is also an officer of the Company.

We have authorized the issuance of up to $10 million in principal amount of convertible promissory notes (the “Convertible Notes”). The Convertible Notes are secured by the membership interests in Tower Fund 2013, LLC, a Hawaii limited liability company (see Note 4). The Convertible Notes mature on the fifth anniversary of the date of issuance and are convertible into shares of our common stock at a price of $0.015 per share. Interest accrues at a rate of 5% per annum and is payable quarterly. Beginning 180 days after issuance of the Convertible Notes, the Company has the option to issue a notice of its intent to redeem, for cash, an amount equal to the sum of (a) 120% of the then outstanding principal balance, (b) accrued but unpaid interest and (c) all liquidated damages and other amounts due in respect of the Convertible Notes. The Company may only issue the notice of its intent to redeem the Convertible Notes if the trading average of the Company’s common stock equals or exceeds 300% of the conversion price during each of the five business days immediately preceding the date of the notice of intent to redeem. The holder of the Convertible Notes has the right to convert all or any portion of the Convertible Notes at the conversion price at any time prior to redemption. At December 31, 2015, there were $5,000 of convertible debentures outstanding.

Our line of credit with a bank totals $1,130,000 of which $1,080,000 is outstanding as of December 31, 2015 (See Note 8). The line of credit matures on September 4, 2016 and is secured by marketable securities, a corporate guarantee and the guarantee of a stockholder who is also an officer of the Company. Interest accrues at the rate of one-month LIBOR plus 3% and is paid monthly. The interest rate at December 31, 2015 was 3.5%.

STOCKHOLDERS’ EQUITY

Effective on October 13, 2015, we amended and restated our articles of incorporation as previously adopted by a majority vote of our stockholders. The amended and restated articles of incorporation, among other things, changed our name to RedHawk Holdings Corp., authorized 5,000 shares of Preferred Stock, and increased the number of authorized shares of common stock from 375,000,000 to 450,000,000.

Common Stock

On October 15, 2015, we entered into a securities purchase agreement with an accredited investor for the sale of 5,000,000 shares of our common stock in exchange for $50,000.

Preferred Stock

Pursuant to a certificate of designation filed with the Secretary of State of the State of Nevada, effective November 12, 2015, 2,000 shares of our authorized Preferred Stock have been designated as Series A 5% Convertible Preferred Stock, with a $1,000 stated value (“Series A Preferred Stock”). The holders of the Series A Preferred Stock are entitled to receive cumulative dividends at a rate of 5% per annum, payable quarterly in cash, or at the Company’s option, such dividends shall be accreted to, and increase, the stated value of the issued Series A Preferred Stock (“PIK”). Holders of the Series A Preferred Stock are entitled to votes on all matters submitted to stockholders at a rate of ten votes for each share of common stock into which the Series A Preferred Stock may be converted. After six months from issuance, each share of Series A Preferred Stock is convertible, at the option of the holder, into the number of shares of common stock equal to the quotient of the stated value, as adjusted for PIK dividends, by $0.015, as adjusted for stock splits and dividends.

On November 13, 2015, we issued 215 shares of our Series A Preferred Stock in connection with the acquisition of certain commercial real estate from a related party which is an entity controlled by a stockholder and officer of the Company. On December 31, 2015, in exchange for 300 shares of our Series A Preferred Stock, we acquired from a related party, which is an entity controlled by a stockholder and officer of the Company, certain real estate to be used as our corporate offices (see Note 3).

On December 31, 2015, we issued 625 shares of Series A Preferred Stock to acquire certain limited partnership membership interest in a real estate development located in Hawaii (see Note 4).

On December 31, 2015, a stockholder and officer of the Company, converted $100,000 of the outstanding principal and interest balance due to the stockholder in exchange for 100 shares of the Company’s Series A Preferred Stock (see Note 7).

Pursuant to a certificate of designation filed with the Secretary of State of the State of Nevada, effective December 29, 2015, 1,000 shares of our authorized Preferred Stock have been designated as Series B 5% Convertible Preferred Stock, with a $1,000 stated value (“Series B Preferred Stock”). The holders of the Series B Preferred Stock are entitled to receive cumulative dividends at a rate of 5% per annum, payable quarterly in cash, or at the Company’s option, such dividends shall be accreted to, and increase, the stated value of the issued Series B Preferred Stock (“PIK”). Holders of the Series B Preferred Stock are entitled to votes on all matters submitted to stockholders at a rate of ten votes for each share of common stock into which the Series B Preferred Stock may be converted. After six months from issuance, each share of Series B Preferred Stock is convertible, at the option of the holder, into the number of shares of common stock equal to the quotient of the stated value, as adjusted for PIK dividends, by $0.01, as adjusted for stock splits and dividends.

On December 31, 2015, we received, from a stockholder and officer of the Company, $1,862,458 of cash and marketable securities, net of a $980,000 line of credit balance, in exchange for 1,000 shares of our Series B Preferred Stock.

DISCONTINUED OPERATIONS

On June 23, 2014, the Company impaired its remaining oil and natural gas properties and changed its focus to medical products distribution and other businesses. The Company’s oil and gas properties have been classified as held for sale and are reflected at the estimated fair value expected to be realized by the Company. As a result of the Company’s impairment of its oil and gas properties and change in direction for the Company’s business, all expenses related to the oil and natural gas operations have been classified as discontinued operations.

The results of discontinued operations are summarized as follows:

	For the Six Months Ended December 31,
	2015		2014

Operating Income	$	-	$	444

Net Income from Discontinued Operations	$	-	$	444

10.

INCOME TAXES

As of January 31, 2015, the Company has $986,035 of net operating losses carried forward to offset taxable income in future years which expire commencing in fiscal 2026 and run through 2035. Since January 31, 2015, the Company has increased those available net operating losses to offset future taxable income by $64,031 through the periods ended December 31, 2015. The income tax benefit differs from the amount computed by applying the U.S. federal income tax rate of 34% due to a valuation allowance established for the fair value of the tax benefit generated which is discussed in more detail below to net loss before income taxes. At December 31, 2015, the Company had no uncertain tax positions.

The Company accounts for interest and penalties relating to uncertain tax provisions in the current period statement of income, as necessary. The Company has never filed a tax return. In order to utilize the available net operating loss carryforwards, the Company will need to prepare and file all tax returns since its inception. The Company’s tax years from inception are subject to examination.

Due to the uncertainty surrounding the realization of the deferred tax assets in future years, our management has determined that it is more likely than not that the deferred tax assets will not be realized in future periods. Accordingly, the Company has recorded a valuation allowance against its net deferred tax assets. As of December 31, 2015, the cumulative net operating loss carried forward is $1,050,066 or a net tax asset of $357,022, which has been fully allowed for and increased by $14,139 due to the tax loss generated during the six month period ended December 31, 2015.

11.

SUBSEQUENT EVENTS

Effective February 1, 2016, Thomas J. Concannon was appointed Executive Vice President and Chief Operating Officer and a Director. Upon joining the Company, Mr. Concannon agreed to invest $250,000 into the Company in exchange for 250 shares of the Company’s Series B Preferred Stock.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This Management’s Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements. Forward-looking statements are all statements other than statements of historical facts. The words “may,” “can,” “will” “should,” “plans,” “believes,” “estimates,” “expects,” “projects,” “targets,” “intends,” “potential,” “proposed,” and any similar expressions are intended to identify those assertions as forward-looking statements. Investors are cautioned that forward-looking statements are predictions and are inherently uncertain. Actual performance and results may differ materially from that projected or suggested herein due to certain risks and uncertainties. In evaluating forward-looking statements, you should consider the various factors which may cause actual results to differ materially from any forward-looking statements, including the risks below and those listed in the “Risk Factors” section of our latest 10-K report:

Changes in the effects of the significant level of competition that exists in the medical device distribution industry, or our inability to attract customers for other reasons.

	·	The unexpected cost of regulation applicable to our industry, and the possibility of future additional regulation.

	·	Our lack of insurance coverage in the event we incur an unexpected liability.

	·	Our lack of a proven operating history and the possibility of future losses that are greater than we currently anticipate.

	·	The possibility that we may not be able to generate revenues or access other financing sources necessary to operate our business.

	·	Our inability to attract necessary personnel to run and market our business.

	·	The volatility of our stock price.

	·	Changes in the market prices for our products, or our failure to perform or renew the distribution agreement for our products.

	·	Our failure to execute our growth strategy or enter into other lines of business that we may identify as potentially profitable for our company.

	·	Changes in economic and business conditions.

	·	Changes in accounting policies and practices we may voluntarily adopt or that we may be required to adopt under generally accepted accounting principles in the United States.

Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. New risks and uncertainties arise over time, and it is not possible for us to predict the occurrence of those matters or the manner in which they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Therefore, you should not rely on these forward-looking statements as of any date subsequent to the date of this Quarterly Report on Form 10-Q.

Overview

RedHawk Holdings Corp. was incorporated in the State of Nevada on November 30, 2005 under the name “Oliver Creek Resources, Inc. At its inception, we were an exploration stage company engaged in the acquisition, exploration and development of natural resources. We discontinued our oil and gas operations in 2014 and changed our business focus, Currently, through subsidiaries, we are engaged in medical product sales, commercial real estate leasing and financial services. Our medical product sales include the marketing and distribution of certain professional and consumer grade digital non-contact thermometers. Our real estate leasing revenues are generated from certain commercial properties under long-term lease. We also hold limited liability company interest in certain commercial restoration projects in Hawaii. Our financial service revenue is from brokerage services earned in connection with debt placement services.

Working Capital

	September 30,		June 30,
	2015		2015
Current Assets	$	1,937,463	$	11,266
Current Liabilities	$	1,267,432	$	273,312
Working Capital (Deficit)	$	670,031	$	(262,046	)

RESULTS OF OPERATIONS

Operating Revenues

For the period from November 30, 2005 (date of inception) to December 31, 2015, our Company has earned only minimal operating revenues. During the quarter ended December 31, 2015, we commenced operations in our financial services and commercial real estate leasing business units. On December 31, 2015, our medical products business unit completed the acquisition of certain specialized tangible and intangible medical devices.

Operating Expenses and Loss from Continuing Operations

For the three months ended December 31, 2015, we incurred a $(26,709) loss from continuing operations or $nil per share compared with a loss from continuing operations of $(56,665) or $nil per share for the three months ended December 31, 2014.

Costs and expenses for the three months ended December 31, 2015 were $187,683 compared with $56,890 for the three months ended December 31, 2014. The increase of $130,793 was principally due to a $112,376 increase in professional fees and a $51,351 increase in management fees. These increases were partially offset by a $40,054 reduction in amortization expense. Amortization expense relates to the intangible asset acquired from AMD. The higher professional fees resulted primarily from higher legal costs associated with the various transactional costs and related regulatory filings completed during the three months ended December 31, 2015. The decrease in management fees resulted primarily from the resignation and dismissal of certain of our prior executives who were not replaced.

For the six months ended December 31, 2015, we incurred a $(135,113) loss from continuing operations or $nil per share compared with a loss from continuing operations of $(103,280) or $nil per share for the six months ended December 31, 2014. After $444 of income from discontinued operations, the Company reported a net loss of $(102,836) for the six month period ended December 31, 2014.

Costs and expenses for the six months ended December 31, 2015 were $300,837 compared with $103,505 for the six months ended December 31, 2014. The increase of $197,332 was principally due to a $173,526 increase in professional fees and a $30,351 increase in management fees. These increases were partially offset by a $22,888 reduction in amortization expense related to the intangible asset acquired from AMD. The higher professional fees resulted primarily from higher legal costs associated with various transactional costs and regulatory filing. The higher management fees were related principally to the non-cash charge of approximately $20,000 of contributed management services by our executive officers. The prior year management fees were partially offset due to resignation and dismissal of certain of our prior executives who were not replaced.

During the three and six months ended December 31, 2015, we recognized a one-time benefit totaling $156,697 which resulted from the expiration of certain indebtedness obligations.

Liquidity and Capital Resources

As of December 31, 2015, we had cash and cash equivalents of $16,933 compared with $900 at June 30, 2015. Additionally, at December 31, 2015, we had $1,846,687 of marketable securities. During the six months ended December 31, 2015, we focused on recapitalizing our balance sheet and reducing cash outlays for operating costs, including management and consulting fees. These reductions were offset by higher professional fees associated with transactional costs and regulatory filings. We also concentrated on the completion of certain acquisition which we believe will provide us with revenue opportunities in the future.

We had total assets at December 31, 2015 of $3,544,670 compared with $245,617 at June 30, 2015. The increase in overall assets was principally due to the December 31, 2015 contribution of cash and marketable securities by a stockholder and officer of the Company.

At December 31, 2015, we had total liabilities of $1,527,972 compared with $273,312 at June 30, 2015. The increase in total liabilities was principally due to the outstanding balance of $1,080,000 from the line of credit assumed from a stockholder and officer of the Company, the purchase of certain commercial real estate including the assumption of $265,000 in bank indebtedness, all of which was partially offset with the expiration of $156,697 of indebtedness obligations. Subsequent to December 31, 2015, we sold approximately $250,000 of our marketable securities and reduced the outstanding balance on the line of credit.

Cash Flows

	Six months ended December 31,
	2015			2014
Cash Flows used in Operating Activities	$	(253,303	)	$	(49,940	)
Cash Flows used in Investing Activities	$	(5,000	)	$	-
Cash provided by Financing Activities	$	274,336		$	49,900
Net Increase in Cash During Period	$	16,033		$	404

Cash Flow from Operating Activities

During the six months ended December 31, 2015, cash of $253,303 was used in operating activities compared with $49,940 used during the same six month period ended December 31, 2014. Change to our operating activities are sporatic and result from the early stage of implementation of our business strategies that are supported by capital raising activities. For the 2015 six month period, a $73,475 increase in accounts payable, a $20,000 non-cash compensation expense, and a $34,332 non-cash intangible amortization charge partially offset the $135,113 net loss for the period, increases of $4,250 and $59,227 in accounts receivable and prepaid expenses, respectively, a $28,635 decrease in amounts due to a related party who is an entity controlled by a stockholder and officer of the Company and a $156,697 gain from the expiration of certain indebtedness.

The decrease in cash used for operating activities during the six month period ended December 31, 2014, was attributed a a net loss of $103,280 which was partially offset by a $57,220 non-cash intangible amortization charge. Significant reduction in day-to-day general and administrative expenses for our Company which was partially offset by our payables and amounts due to a related party.

Cash Flow from Investing Activities

During the six month period ended December 31, 2015, we acquired for $5,000 certain intellectual properties in connection with specific medical device technology including, but not limited to, trademarks, tradenames, clinical trial data, designs, drawings and tooling.

Cash Flows from Financing Activities

During the six month period ended December 31, 2015, we received $50,000 from the issuance and sale of our common stock. This compares to $49,900 received during the same six month period ended December 31, 2014.

During the six month period ended December 31, 2015, we received $100,000 from a line of credit with a related party, who is an entity controlled by a stockholder and officer of the Company, $100,000 from a bank line of credit, $5,000 from the sale of our convertible debentures, $4,165 from the issuance of our Series B Preferred Stock and $30,048 from an insurance note payable. These proceeds were offset by $13,623 and $1,254 of principal note payments on our insurance note payable and on the long-term debt, respectively.

Non-Cash Investing and Financing Activities

During the six month period ended December 31, 2015, we completed several non-cash investing and financing transactions with an entity that is controlled by a stockholder and an officer of the Company: (i) in exchange for 215 shares of our Series A Preferred Stock and the assumption of $265,000 of bank indebtedness, we acquired certain commercial real estate for $480,000; (ii) in exchange for 300 shares of our Series A Preferred Stock, we acquired for $300,000 certain commercial real estate to be used as our corporate offices; (iii) we acquired 280,000 Class A Units (approximately 2% membership interest) in a real estate development limited liability company formed for the restoration and development of certain commercial property in Hawaii in exchange for 625 shares of our Series A Preferred Stock; (iv) in exchange for 1,000 shares of our Series B Preferred Stock, we received approximately $1,862,458 million of cash and marketable securities, net of a $980,000 line of credit balance; and (v) we issued 100 shares of our Series A Preferred Stock upon the conversion of a $100,000 outstanding balance on our line of credit.

Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our Independent Registered Public Accounting Firm stated in their report on our audited financial statements as of January 31, 2015 that they have substantial doubt that we will be able to continue as a going concern without further financing.

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Future Financings

We will continue to rely on financial support from our stockholders and our ability to raise equity capital or debt financing in order to continue to fund our business operations. Issuances of additional shares and debt instruments convertible into shares of our stock will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.

Use of Estimates and Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with GAAP applied on a consistent basis. The preparation of financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, our management’s estimates are based on historical experience, information from third party professionals, and various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

Recently Issued Accounting Pronouncements

We have implemented all new accounting pronouncements that are in effect and applicable to us. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and we do not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on our financial position or results of operations.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a smaller reporting company, we are not required to provide the information under this item.

ITEM 4. CONTROLS AND PROCEDURES.

Management’s Report on Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer to allow for timely decisions regarding required disclosure.

As of the end of the quarter covered by this Quarterly Report on Form 10-Q, we carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based on the foregoing, our Chief Executive Officer and Chief Financial Officer concluded, in light of material weaknesses in our internal controls, that the Company’s disclosure controls and procedures were not effective as of the end of the period covered by this Quarterly Report on Form 10-Q. The Company has a limited number of employees and, as such, all cash receipts and disbursements are controlled by the Company’s Chief Executive Officer and the Chief Financial Officer. Therefore, segregation of duties surrounding certain processes are not adequately maintained. To overcome this material weakness, the Company uses third party accounting experts to assist in the maintenance of the accounting records and the preparation of the Company’s financial statements to ensure compliance with accounting and reporting rules and regulations of the SEC. Until then, the Company believes the use of third party accounting experts will adequately resolve any material weaknesses currently present.

Changes in Internal Control Over Financial Reporting

During the period covered by this Quarterly Report on Form 10-Q, there were no changes in the Company’s internal control over financial reporting that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

Other than as described below, we know of no material, existing or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceeding or pending litigation. Other than as described below, there are no proceedings in which our director, officer or any affiliates, or any registered or beneficial stockholder, is a party adverse to us or has a material interest adverse to our interest.

On August 5, 2015, the Company made application with the Financial Industry Regulatory Authority (“FINRA”) for permission to change the Company’s name and our ticker symbol from IDNG to HAWC. On October 13, 2015, we amended our articles of incorporation with the Secretary of State of the State of Nevada to change the Company’s name from “Independence Energy Corp.” to “RedHawk Holdings Corp.”

On November 5, 2015, we received a notice from FINRA that they declined our request as being “deficient and…necessary for the protection of investors.” The FINRA decision was based on previously resolved allegations against Daniel J. Schreiber, our Chief Executive Officer, as described below.

In March 2009, the SEC filed a complaint against Mr. Schreiber alleging, among other things, violations of Sections 17(a)(3) of the Securities Act of 1933, as amended (the “Securities Act”). Mr. Schreiber denied such allegations. In order to avoid protracted and expensive litigation, Mr. Schreiber, without admitting or denying the allegations in the complaint, consented in January 2010 to the entry of a final consent judgment that, among other things, enjoins Mr. Schreiber from any future violations of Sections 17(a)(2) and 17(a)(3) of the Securities Act.

Mr. Schreiber and his legal counsel reject FINRA’s determination as a basis for denying the Company’s request for a name change and intend to challenge this determination. Until we reach a final resolution of this matter with FINRA, we will continue trading under the name Independence Energy Corp. with the ticker symbol IDNG.

As of the date of this Quarterly Report on Form 10-Q, the Company is subject to a pending legal proceeding in the United States District Court for the Eastern District of New York (Case No. 15-cv-06532 ADS). On February 3, 2016, an Amended Complaint was filed by American Medical Distributors, Inc. (“AMD”), on behalf of the stockholders of the Company and as the plaintiff, against the following defendants: the Company, Saturna Group Chartered Accountants, LLP, the Company’s former accountants, PLS CPAs, the Company’s former registered public accounting firm, and MacDonald Tuskey, the Company’s former securities attorneys. Pursuant to the Amended Complaint, AMD alleges that the defendants assisted the Company’s former management in overstating the disclosed valuation of the Company’s ownership interest in certain oil and gas leases and wells, thus resulting in irreparable damage to the Company and its stockholders. Such allegations are based on that certain Asset Purchase Agreement, dated March 31, 2014, by and between AMD and the Company. The petition demands “trial by jury” and seeks damages, jointly and severally, from the defendants of not less than $700,000.

ITEM 1A. RISK FACTORS.

As a smaller reporting company, we are not required to provide the information under this item.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

The following exhibits are either filed herewith or incorporated herein by reference:

Exhibit Number		Description of Exhibit
(3)		Articles of Incorporation and Bylaws

3.01		Articles of Incorporation (incorporated by reference to Exhibit 3.1 to our Registration Statement on Form SB-2 filed on March 7, 2006)

3.02		Bylaws (incorporated by reference to Exhibit 3.2 to our Registration Statement on Form SB-2 filed on March 7, 2006)

3.03		Certificate of Amendment filed on July 23, 2008 (incorporated by reference to Exhibit 3.02 to our Current Report on Form 8-K filed on August 14, 2008)

3.04		Certificate of Change filed on July 23, 2008 (incorporated by reference to Exhibit 3.01 to our Current Report on Form 8-K filed on August 14, 2008)

3.05		Certificate of Change filed on June 14, 2012 (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on June 15, 2012)

3.06		Amended and Restated Articles of Incorporation of RedHawk Holdings Corp. filed October 12, 2015 (Incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on October 16, 2015).

3.07		Certificate of Designation filed on November 12, 2015. (Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on November 19, 2015).
(10)		Material Contracts

10.1		Assignment dated June 1, 2015 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on August 19, 2015).

(31)		Rule 13a-14(a) / 15d-14(a) Certifications

31.1*		Certification of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*		Certification of the Principal Financial Officer and Principal Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

(32)		Section 1350 Certifications

32.1*		Certification of the Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2*		Certification of the Principal Financial Officer and Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101		Interactive Data File

101*		Interactive Data File (Form 10-Q for the quarter ended December 31, 2015 furnished in XBRL).

101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

*	Filed herewith.

SIGNATURES

In accordance with Section 13 or 15(d) of the Securities and Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	REDHAWK HOLDINGS CORP.
	(Registrant)

Dated: February 16, 2016	/s/ Daniel J. Schreiber
	Daniel J. Schreiber
	Chief Executive Officer and Director
	(Principal Executive Officer)

Dated: February 16, 2016	/s/ G. Darcy Klug
	G. Darcy Klug
	Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

EXHIBIT 31.1

CERTIFICATION PURSUANT TO
18 U.S.C. Section 1350, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Daniel J. Schreiber, certify that:

I have reviewed the Quarterly Report on Form 10-Q of RedHawk Holdings Corp. (formerly Independence Energy Corp.);

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;

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;

The registrant’s other certifying officer(s) 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

The registrant’s other certifying officer(s) 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 16, 2016

/s/ Daniel J. Schreiber
Daniel J. Schreiber
Chief Executive Officer and Director (Principal Executive Officer)

EXHIBIT 31.2

CERTIFICATION PURSUANT TO
18 U.S.C. Section 1350, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, G. Darcy Klug, certify that:

I have reviewed the Quarterly Report on Form 10-Q of RedHawk Holdings Corp. (formerly Independence Energy Corp.);

(a)

(b)

(c)

(d)

(a)

(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 16, 2016

/s/ G. Darcy Klug
G. Darcy Klug
Chief Financial Officer ( Principal Financial Officer and Principal Accounting Officer )

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

I, Daniel J. Schreiber, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)

the Quarterly Report on Form 10-Q of RedHawk Holdings Corp. (formerly Independence Energy Corp.) for the period ended December 31, 2015 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of RedHawk Holdings Corp. (formerly Independence Energy Corp.).

Dated: February 16, 2016

		/s/ Daniel J. Schreiber
		Daniel J. Schreiber
		Chief Executive Officer and Director (Principal Executive Officer)
		RedHawk Holdings Corp. (formerly Independence Energy Corp.).

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Independence Energy Corp. and will be retained by Independence Energy Corp. and furnished to the Securities and Exchange Commission or its staff upon request.

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, G. Darcy Klug, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)

(2)

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of RedHawk Holdings Corp. (formerly Independence Energy Corp.).

Dated: February 16, 2016

		/s/ G. Darcy Klug
		G. Darcy Klug
		Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)
		RedHawk Holdings Corp. (formerly Independence Energy Corp.).

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Dec. 31, 2015	Feb. 08, 2016
Document And Entity Information
Entity Registrant Name	RedHawk Holdings Corp.
Entity Central Index Key	0001353406
Document Type	10-Q
Trading Symbol	IDNG
Document Period End Date	Dec. 31, 2015
Amendment Flag	false
Current Fiscal Year End Date	--06-30
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		365,094,082
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2016

Consolidated Balance Sheets (unaudited) - USD ($)	Dec. 31, 2015	Jun. 30, 2015
Current Assets:
Cash and cash equivalents	$ 16,933	$ 900
Marketable securities, at market value	1,846,687
Accounts receivable	4,860	$ 610
Inventory, at cost	9,756	$ 9,756
Prepaid expenses	59,227
Total Current Assets	1,937,463	$ 11,266
Property and Improvements:
Land	110,000
Building and improvements	670,000
Total Property and Improvements, Gross	780,000
Less, accumulated depreciation	(2,812)
Total Property and Improvements	777,188
Other Assets:
Investment in real estate limited partnership	625,000
Intangible assets, net of amortization of $120,412 and $86,080, respectively	205,019	$ 234,351
Total Other Assets	830,019	234,351
Total Assets	3,544,670	245,617
Current Liabilities:
Accounts payable and accrued liabilities	162,801	$ 87,980
Current maturities of long-term debt	8,206
Line of credit	$ 1,080,000
Due to related party		$ 28,635
Loans payable		$ 156,697
Insurance notes payable	$ 16,425
Total Current Liabilities	1,267,432	$ 273,312
Long-Term Debt:
Real estate note payable, net of current maturities	255,540
Convertible notes payable	5,000
Total Long-Term Debt	260,540
Total Liabilities	$ 1,527,972	$ 273,312
Commitments and Contingencies
Stockholders' Equity (Deficit):
Common Stock, par value of $0.001 per share, 450,000,000 authorized shares and 365,094,082 issued and outstanding at December 31, 2015 and 360,094,082 issued and outstanding at June 30, 2015	$ 365,094	$ 360,094
Additional paid-in capital	875,283	$ 927,826
Accumulated comprehensive loss	(11,607)
Accumulated deficit	(1,452,072)	$ (1,315,615)
Total Stockholders' Equity (Deficit)	2,016,698	(27,695)
Total Liabilities and Stockholders' Equity	3,544,670	$ 245,617
Series A 5% Convertible Preferred Stock [Member]
Stockholders' Equity (Deficit):
Preferred Stock, value	1,240,000
Total Stockholders' Equity (Deficit)	1,240,000
Series B 5% Convertible Preferred Stock [Member]
Stockholders' Equity (Deficit):
Preferred Stock, value	1,000,000
Total Stockholders' Equity (Deficit)	$ 1,000,000

Consolidated Balance Sheets (unaudited) (Parenthetical) - USD ($)	6 Months Ended	12 Months Ended
	Dec. 31, 2015	Jun. 30, 2015
Amortization of intangible assets	$ 120,412	$ 86,080
Preferred Stock, stated value (in dollars per share)	$ 1,000	$ 1,000
Preferred Stock, authorized	5,000	5,000
Preferred Stock, issued	2,140	2,140
Preferred Stock, outstanding	2,140	2,140
Common Stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common Stock, authorized	450,000,000	450,000,000
Common Stock, issued	365,094,082	360,094,082
Common Stock, outstanding	365,094,082	360,094,082
Series A 5% Convertible Preferred Stock [Member]
Preferred Stock, stated value (in dollars per share)	$ 1,000	$ 1,000
Preferred Stock, authorized	2,000	2,000
Preferred Stock, dividend rate (in percent)	5.00%	5.00%
Preferred Stock, issued	1,240	1,240
Preferred Stock, outstanding	1,240	1,240
Series B 5% Convertible Preferred Stock [Member]
Preferred Stock, stated value (in dollars per share)	$ 1,000	$ 1,000
Preferred Stock, authorized	1,000	1,000
Preferred Stock, dividend rate (in percent)	5.00%	5.00%
Preferred Stock, issued	1,000	1,000
Preferred Stock, outstanding	1,000	1,000

Consolidated Statements of Operations (unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2015	Dec. 31, 2014
Income Statement [Abstract]
Revenue	$ 5,200	$ 225	$ 9,950	$ 225
Costs and Expenses:
Operating expenses	1,374		1,374
Professional fees	137,176	$ 24,800	198,326	$ 24,800
Management fees	14,000	$ (37,351)	35,500	$ 5,149
Depreciation	2,812		2,812
Amortization of intangibles	17,166	$ 57,220	34,332	$ 57,220
General and administrative	15,155	12,221	28,493	16,336
Total Costs and Expenses	187,683	56,890	300,837	103,505
Net Loss from Continuing Operations	(182,483)	$ (56,665)	(290,887)	$ (103,280)
Other Income (Expense):
Expiration of indebtedness	156,697		156,697
Dividend income	2,770		2,770
Interest expense	(3,693)		(3,693)
Other Income (Expense)	155,774		155,774
Net Loss from Continuing Operations	$ (26,709)	$ (56,665)	$ (135,113)	$ (103,280)
Discontinued Operations:
Income from discontinued operations				444
Income on Discontinued Operations				444
Net Loss	$ (26,709)	$ (56,665)	$ (135,113)	$ (102,836)
Other comprehensive income (loss):
Unrecognized loss on marketable securities	(11,607)		(11,607)
Net Loss and Comprehensive Loss	(38,316)	$ (56,665)	(146,720)	$ (102,836)
Preferred Stock Dividends	(1,344)		(1,344)
Net Loss and Comprehensive Loss Available for Common Stockholders	$ (39,660)	$ (56,665)	$ (148,064)	$ (102,836)
Net Loss Per Share
Basic (in dollars per share)
Diluted (in dollars per share)
Weighted Average Shares Outstanding
Basic (in shares)	364,278,865	353,937,290	362,186,473	349,562,727
Diluted (in shares)	364,278,865	353,937,290	362,186,473	349,562,727

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (unaudited) - USD ($)	Series A 5% Convertible Preferred Stock [Member]	Series B 5% Convertible Preferred Stock [Member]	COMMON STOCK [Member]	ADDITIONAL PAID-IN CAPITAL [Member]	UNRECOGNIZED LOSS ON MARKETABLE SECURITIES [Member]	ACCUMULATED DEFICIT [Member]	Total
BALANCE, Beginning at Jun. 30, 2015			$ 360,094	$ 927,826		$ (1,315,615)	$ (27,695)
BALANCE, Beginning (in shares) at Jun. 30, 2015			360,094,082
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Sale of unregistered securities
Acquisitions:
Commercial real estate
Commercial real estate (in shares)
Investment in real estate partnership
Investment in real estate partnership (in shares)
Corporate office
Corporate office (in shares)
Working capital contribution
Working capital contribution (in shares)
Conversion of shareholder line of credit
Conversion of shareholder line of credit (in shares)
Contributed management servcies				$ 10,000			$ 10,000
Preferred stock dividends declared
Unrecognized loss on marketable securities
Net loss						$ (108,404)	$ (108,404)
BALANCE, Ending at Sep. 30, 2015			$ 360,094	937,826		(1,424,019)	(126,099)
BALANCE, Ending (in shares) at Sep. 30, 2015			360,094,082
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Sale of unregistered securities			$ 5,000	45,000			50,000
Sale of unregistered securities (in shares)			5,000,000
Acquisitions:
Commercial real estate	$ 215,000						215,000
Commercial real estate (in shares)	215
Investment in real estate partnership	$ 625,000						625,000
Investment in real estate partnership (in shares)	625
Corporate office	$ 300,000						300,000
Corporate office (in shares)	300
Working capital contribution		$ 1,000,000		(117,543)			882,457
Working capital contribution (in shares)		1,000
Conversion of shareholder line of credit	$ 100,000						100,000
Conversion of shareholder line of credit (in shares)	100
Contributed management servcies				10,000			10,000
Preferred stock dividends declared						(1,344)	(1,344)
Unrecognized loss on marketable securities							(11,607)
Net loss						(26,709)	(26,709)
BALANCE, Ending at Dec. 31, 2015	$ 1,240,000	$ 1,000,000	$ 365,094	$ 875,283	$ (11,607)	$ (1,452,072)	$ 2,016,698
BALANCE, Ending (in shares) at Dec. 31, 2015	1,240	1,000	365,094,082

Consolidated Statements of Cash Flows (unaudited) - USD ($)	6 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss from continuing operations	$ (135,113)	$ (103,280)
Adjustments to reconcile net loss to net cash used in continuing operations:
Amortization of intangibles	34,332	$ 57,220
Depreciation	2,812
Contributed management services	20,000
Expiration of indebtedness	(156,697)
Changes in operating assets and liabilities:
Accounts receivable	$ (4,250)	$ (225)
Inventory		$ (10,080)
Prepaid expense and deposits	$ (59,227)
Accounts payable and accrued liabilities	73,475	$ 15,026
Due to related party	(28,635)	(8,601)
Net Cash Used in Operating Activities	(253,303)	$ (49,940)
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of intangible assets	(5,000)
Net Cash Used in Investing Activities	(5,000)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock	50,000	$ 49,900
Proceeds from related party line of credit	100,000
Proceeds from the issuance of the Series B Preferred Stock	4,165
Proceeds from bank line of credit	100,000
Proceeds from insurance note payable	30,048
Principal payments on insurance note payable	(13,623)
Principal payments on long-term debt	(1,254)
Proceeds from issuance of debentures	5,000
Net Cash Provided by Financing Activities	$ 274,336	$ 49,900
NET CASH PROVIDED BY DISCONTINUED OPERATIONS		444
Increase in cash	$ 16,033	404
Cash, Beginning of Period	900	7,203
Cash, End of Period	16,933	$ 7,607
Non-Cash Investing and Financing Activities:
Land and building acquired in exchange for Series A Preferred Stock and assumption of debt	$ 780,000
Exchange of marketable securities and assumption of line of credit for Series B Preferred Stock	1,858,294
Partnership investment acquired in exchange for Series A Preferred Stock	$ 625,000
Related party line of credit converted into Series A Preferred Stock	100,000
Preferred stock dividends declared but unpaid	1,344
Supplemental Disclosures:
Interest paid	$ 3,693
Income tax paid

NATURE OF OPERATIONS AND CONTINUANCE OF BUSINESS

6 Months Ended

Dec. 31, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

NATURE OF OPERATIONS AND CONTINUANCE OF BUSINESS

NATURE OF OPERATIONS AND CONTINUANCE OF BUSINESS

In June 2014, the Company decided to discontinue its oil and gas exploration and production operations.

Going Concern

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Dec. 31, 2015

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Principles of Consolidation

Use of Estimates

Revenue Recognition

Cash and Cash Equivalents

We consider highly liquid investments with an original maturity of 90 days or less to be cash equivalents.

Marketable Securities

Accounts Receivable

Inventory

Inventory consist of purchased thermometers held for resale and are stated at the lower of cost or market utilizing the first-in, first-out method.

Property and Improvements

Oil and Gas Property Costs

Income Taxes

Basic and Diluted Net Loss Per Share

Comprehensive Loss

Financial Instruments

Level 1. Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.

Recent Accounting Pronouncements

Development Stage

Revenue Recognition

Going Concern

Debt Issuance Costs

New Accounting Pronouncements

The Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its consolidated financial statements.

FIXED ASSETS

6 Months Ended

Dec. 31, 2015

Property, Plant and Equipment [Abstract]

FIXED ASSETS

FIXED ASSETS

Properties and Improvements

Oil and Gas Properties

OTHER ASSETS

6 Months Ended

Dec. 31, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

OTHER ASSETS

OTHER ASSETS

Tower Hotel Fund 2013, LLC

Intangible Assets

LOAN AND INSURANCE NOTE PAYABLE

6 Months Ended

Dec. 31, 2015

Loans Payable [Abstract]

LOAN AND INSURANCE NOTE PAYABLE

5.	LOAN AND INSURANCE NOTE PAYABLE

DUE TO RELATED PARTY

6 Months Ended

Dec. 31, 2015

DUE TO RELATED PARTY

6.	DUE TO RELATED PARTY

LONG-TERM DEBT, DEBENTURES AND LINE OF CREDIT

6 Months Ended

Dec. 31, 2015

Long-term Debt Debentures And Line Of Credit

LONG-TERM DEBT, DEBENTURES AND LINE OF CREDIT

LONG-TERM DEBT, DEBENTURES AND LINE OF CREDIT

STOCKHOLDERS' EQUITY

6 Months Ended

Dec. 31, 2015

Stockholders' Equity (Deficit):

STOCKHOLDERS' EQUITY

STOCKHOLDERS’ EQUITY

Common Stock

On October 15, 2015, we entered into a securities purchase agreement with an accredited investor for the sale of 5,000,000 shares of our common stock in exchange for $50,000.

Preferred Stock

On December 31, 2015, we issued 625 shares of Series A Preferred Stock to acquire certain limited partnership membership interest in a real estate development located in Hawaii (see Note 4).

DISCONTINUED OPERATIONS

6 Months Ended

Dec. 31, 2015

Discontinued Operations and Disposal Groups [Abstract]

DISCONTINUED OPERATIONS

9.	DISCONTINUED OPERATIONS

The results of discontinued operations are summarized as follows:

	For the Six Months Ended December 31,
	2015		2014

Operating Income	$	-	$	444

Net Income from Discontinued Operations	$	-	$	444

INCOME TAXES

6 Months Ended

Dec. 31, 2015

Income Tax Disclosure [Abstract]

INCOME TAXES

10.

INCOME TAXES

SUBSEQUENT EVENTS

6 Months Ended

Dec. 31, 2015

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

11.

SUBSEQUENT EVENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Dec. 31, 2015
Summary Of Significant Accounting Policies Policies
Basis of Presentation	Basis of Presentation The unaudited interim condensed financial statements of the Company as of December 31, 2015 and for the three and six month periods ended December 31, 2015 and 2014 included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The year-end condensed balance sheet dated as of June 30, 2015 is also unaudited and is presented here as a basis for comparison and reflective of our transition period balance sheet for our new year end which was changed on June 15, 2015. The Company’s fiscal year-end was January 31 but has been changed to June 30 by vote of a majority of the Company’s board of directors. Although the financial statements and related information included herein have been prepared without audit, and certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, the Company believes that the note disclosures are adequate to make the information presented not misleading. These unaudited condensed financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K as of January 31, 2015. In the opinion of our management, the unaudited interim financial statements included herein reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows for the periods presented. The results of operations for interim periods are not necessarily indicative of the results expected for the full year or any future period.
Principles of Consolidation	Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiaries in which we have a greater than 50% ownership. All material intercompany accounts have been eliminated upon consolidation. Certain prior year amounts are sometimes reclassified to be consistent with the current year financial statement presentation.
Use of Estimates	Use of Estimates The financial statements and related notes are prepared in conformity with GAAP which requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to valuation and impairment of long-lived assets, asset retirement obligations, fair value of share-based payments, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
Revenue Recognition	Revenue Recognition We derive revenue from several types of activities – medical product sales, commercial real estate leasing and financial services. Our medical product sales include the marketing and distribution of certain professional and consumer grade digital non-contact thermometers. Our real estate leasing revenues are from certain commercial properties under long-term lease. The financial service revenue is from brokerage services earned in connection with debt placement services.
Cash and Cash Equivalents	Cash and Cash Equivalents We consider highly liquid investments with an original maturity of 90 days or less to be cash equivalents.
Marketable Securities	Marketable Securities We determine the appropriate classification of our marketable securities at the time of purchase and reassess the appropriateness of the classification at each reporting date. At December 31, 2015, all marketable securities held by the Company have been classified as available-for-sale and, as a result, are stated at fair value with unrealized gains and losses included as a component of accumulated comprehensive income or loss. Realized gains and losses on the sale of securities are determined on a specific identification basis. Interest and dividend income is recorded when it is earned and deemed realizable by the Company. At December 31, 2015, the cost of the marketable securities on hand, which consisted entirely of widely recognized publically-traded securities, was $1,858,294. Gross unrealized losses on the fair market value of the marketable securities was $11,607 as of December 31, 2015 (see Note 8).
Accounts Receivable	Accounts Receivable Accounts receivables are amounts due from customers of our medical products division and our financial services division. The amount is reported at the billed amount, net of any expected allowance for bad debts.
Inventory	Inventory Inventory consist of purchased thermometers held for resale and are stated at the lower of cost or market utilizing the first-in, first-out method.
Property and Improvements	Property and Improvements Property and improvements are stated at cost. We provide for depreciation expense on a straight line basis over each asset’s useful life depreciated to their estimated salvage value. Buildings are depreciated over a useful life of 20 years. Building improvements are depreciated over a useful life of 5 to 10 years.
Oil and Gas Property Costs	Oil and Gas Property Costs During the year ended January 31, 2015, the Company decided to discontinue its oil and gas business and the relevant assets have been impaired. In June 2015, the Company assigned its working interest in the Quinlan wells to the operator of those wells in exchange for the cancellation of all amounts due to the operator, including any future liabilities related to the Quinlan wells
Income Taxes	Income Taxes Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted Accounting Standard Codification (“ASC”) 740, Income Taxes, as of its inception. Pursuant to ASC 740, the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense in the period they are incurred. The Company does not believe that it has any uncertain tax positions. The Company has not filed any corporate tax returns since its inception.
Basic and Diluted Net Loss Per Share	Basic and Diluted Net Loss Per Share The Company computes net loss per share in accordance with ASC 260, Earnings Per Share, which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. As of December 31, 2015 and 2014, the Company had 7,452,959 potentially dilutive shares from our warrants issued in connection with the November 2014 private equity sale. There were 333,333 shares issuable upon conversion of the debentures but have been excluded from earnings per share calculations because these shares are anti-dilutive. At December 31, 2015, there were potentially 82,666,666 shares issuable upon the conversion of the Series A Preferred Stock. In addition, there were potentially 100,000,000 shares issuable upon the conversion of the Series B preferred stock.
Comprehensive Loss	Comprehensive Loss ASC 220, Comprehensive Income, establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. During the three and six month periods ended December 31, 2015, the Company had $11,607 of comprehensive losses resulting from the unrecognized losses on marketable securities. During the three and six month periods ended December 31, 2014, the Company had no items that represented comprehensive income (loss) and, therefore, did not include a schedule of comprehensive income (loss) in the financial statements.
Financial Instruments	Financial Instruments Pursuant to ASC 820, Fair Value Measurements and Disclosures, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into the following three levels that may be used to measure fair value: *Level 1.* Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. *Level 2.* Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. *Level 3.* Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The Company has marketable securities with a fair market value of $1,846,687 at December 31, 2015, which are all publicly traded securities with quoted prices in active markets. These are fair values using Level 1 assumptions. The Company’s financial instruments consist principally of cash, accounts payable and accrued liabilities, and amounts due to related parties. Pursuant to ASC 820 and ASC 825, the fair value of our cash is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Development Stage The Company has limited operations and is considered to be in the development stage. During the year ended January 31, 2015, the Company elected to early adopt Accounting Standards Update (“ASU”) No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage. Revenue Recognition In May 2014, the Financial Accounting Standards Board (the “FASB”) issued new guidance intended to change the criteria for recognition of revenue. The new guidance establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements and expands disclosure requirements. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, an entity should apply the following five steps: (1) identify contracts with customers, (2) identify the performance obligations in the contracts, (3) determine the transaction price, (4) allocate the transaction price to the performance obligation in the contract, and (5) recognize revenue as the entity satisfies performance obligations. The amendments are effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early application is permitted for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. We are currently evaluating what impact the adoption of this guidance would have on our financial position, results of operations, cash flows and disclosures. Going Concern In August 2014, the FASB issued guidance on disclosures of uncertainties about an entity’s ability to continue as a going concern. The guidance requires management’s evaluation of whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. This assessment must be made in connection with preparing financial statements for each annual and interim reporting period. Management’s evaluation should be based on the relevant conditions and events that are known and reasonably knowable at the date the financial statements are issued. If conditions or events raise substantial doubt about the entity’s ability to continue as a going concern, but this doubt is alleviated by management’s plans, the entity should disclose information that enables the reader to understand what the conditions or events are, management’s evaluation of those conditions or events and management’s plans that alleviate that substantial doubt. If conditions or events raise substantial doubt and the substantial doubt is not alleviated, the entity must disclose this in the footnotes. The entity must also disclose information that enables the reader to understand what the conditions or events are, management’s evaluation of those conditions or events and management’s plans that are intended to alleviate that substantial doubt. The amendments are effective for annual periods and interim periods within those annual periods beginning after December 15, 2016. We do not expect that adoption will have a material impact on our financial position, results of operations, cash flows or disclosures.
Debt Issuance Costs	Debt Issuance Costs In April 2015, the FASB issued new guidance which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The new guidance does not affect the recognition and measurement of debt issuance costs. Therefore, the amortization of such costs will continue to be calculated using the interest method and be reported as interest expense. The new guidance does not specifically address, and therefore does not affect, the balance sheet presentation of debt issuance costs for revolving debt arrangements. The new guidance is effective for financial statements issued in fiscal years beginning after December 15, 2015, and will be applied on a retrospective basis. Early adoption is permitted for financial statements that have not been previously issued. To date our debt issuance cost has not been significant, however, as the Company continues to raise capital to execute its growth strategy, the use of debt in the future may have issuance costs to be accounted for under this guidance.
New Accounting Pronouncements	New Accounting Pronouncements The Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its consolidated financial statements.

DISCONTINUED OPERATIONS (Tables)

6 Months Ended

Dec. 31, 2015

Discontinued Operations and Disposal Groups [Abstract]

Schedule of discontinued operations

The results of discontinued operations are summarized as follows:

	For the Six Months Ended December 31,
	2015		2014

Operating Income	$	-	$	444

Net Income from Discontinued Operations	$	-	$	444

NATURE OF OPERATIONS AND CONTINUANCE OF BUSINESS (Details Narrative) - USD ($)	6 Months Ended
	Dec. 31, 2015	Jun. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Working capital deficit	$ 670,031
Accumulated deficit	$ (1,452,072)	$ (1,315,615)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Jun. 30, 2015
Marketable securitie, amortized cost basis	$ 1,858,294		$ 1,858,294
Gross unrealized losses	(11,607)		$ (11,607)
Potentially anti - dilutive shares excluded from computation of loss per share			333,333
Incremental common shares issuable upon conversion of debt Securities			7,452,959
Marketable securities, at market value	$ 1,846,687		$ 1,846,687
Series A 5% Convertible Preferred Stock [Member]
Incremental common shares issuable upon conversion of preferred stock			82,666,666
Series B 5% Convertible Preferred Stock [Member]
Incremental common shares issuable upon conversion of preferred stock			100,000,000
Subsidiaries [Member]
Percentage of ownership greater than	50.00%		50.00%
Building [Member]
Useful life			20 years
Building Improvement [Member] \| Minimum [Member]
Useful life			5 years
Building Improvement [Member] \| Maximum [Member]
Useful life			10 years

FIXED ASSETS (Details Narrative) - USD ($)	Dec. 31, 2015	Nov. 13, 2015	Jun. 01, 2015
Related Party [Member]
Payment to acquired real estate from a related party	$ 300,000	$ 480,000
Purchase price from acquisition		$ 265,000
Related Party [Member] \| Series A 5% Convertible Preferred Stock [Member]
Number of shares issuance (in shares)	300	215
Related Party [Member] \| Building Improvements [Member]
Payment to acquired real estate from a related party	$ 265,000	$ 405,000
Related Party [Member] \| Land [Member]
Payment to acquired real estate from a related party	$ 35,000	$ 75,000
Pottawatomie County Oklahoma [Member]
Working interest percentage acquired in oil and gas property			100.00%

OTHER ASSETS (Details Narrative) - USD ($)		1 Months Ended
OTHER ASSETS (Details Narrative) - USD ($)	Dec. 31, 2015	Mar. 31, 2014
Asset Purchase Agreement [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Description of acquired assets	Tangible and intangible high-quality medical device assets, including the Disintegrator™ Insulin Needle Destruction Unit (“NDD”).
Description of contingent consideration arrangements	Vesting based upon the completion by the seller of certain performance milestones including, but not limited to, successful completion of NDD upgrades, submission for worldwide patents for the NDD.
Asset Purchase Agreement [Member] \| American Medical Distributors, LLC [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Stock issued during period for acquisition of license		152,172,287
Value of stock issued during period for acquisition of license		$ 320,431
Proceeds from acquisition transaction		$ 60,000
Amortization expense, year ended 2016	$ 68,664
Amortization expense, year ended 2017	68,664
Amortization expense, year ended 2018	68,664
Amortization expense, year ended 2019	$ 57,219
Restricted Common Shares [Member] \| Asset Purchase Agreement [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Number of shares issued upon acquisition	60,000,000
G. Darcy Klug (Beechwood Properties, LLC) [Member] \| Tower Hotel Fund 2013 LLC [Member] \| Series A 5% Convertible Preferred Stock [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Purchase price from acquisition	$ 625,000
Number of shares issued upon acquisition	625
G. Darcy Klug (Beechwood Properties, LLC) [Member] \| Tower Hotel Fund 2013 LLC [Member] \| A Class Units [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Number of untits acquired	280,000
Percentage of membership interest acquired	2.00%

LOAN AND INSURANCE NOTE PAYABLE (Details Narrative) - USD ($)	1 Months Ended
	Dec. 31, 2011	Dec. 31, 2015	Jun. 30, 2015
Insurance notes payable		$ 16,425
Loans payable			$ 156,697
6.5% Insurance Notes Payable Due May 14, 2016 [Member]
Insurance notes payable		$ 16,425
Unsecured Non-Interest Bearing Loan Payable [Member] \| Unrelated Third Party [Member]
Loans payable	$ 156,697
Description of maturity	Due on demand

DUE TO RELATED PARTY (Details Narrative) - USD ($)	Dec. 31, 2015	Nov. 12, 2015	Jun. 30, 2015
Preferred stock, par value (in dollars per share)	$ 1,000		$ 1,000
Related Party [Member] \| Loan Agreement With Bank [Member]
Debt conversion amount	$ 100,000
Series A 5% Convertible Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 1,000	$ 1,000	$ 1,000
Series A 5% Convertible Preferred Stock [Member] \| Related Party [Member]
Number of shares issued upon conversion	100
Line of Credit [Member]
Maximum borrowing capacity		$ 100,000
Line of Credit [Member] \| Series A 5% Convertible Preferred Stock [Member]
Preferred stock, par value (in dollars per share)		$ 1,000
Expiration date		Oct. 31, 2016
Interest rate		5.00%
Convertible debt, terms of conversion feature		The stockholder elected to convert the outstanding principal and interest balance into 100 shares of our Series A Preferred Stock.

LONG-TERM DEBT, DEBENTURES AND LINE OF CREDIT (Details Narrative) - USD ($)			6 Months Ended
	Dec. 31, 2015	Nov. 13, 2015	Dec. 31, 2015	Jun. 30, 2015
Convertible debentures outstanding	$ 5,000		$ 5,000
Line of credit outstanding	1,080,000		1,080,000
Bank [Member] \| 3.5% Line of Credit Due September 4, 2016 [Member]
Line of credit maximum borrowing capacity	1,130,000		1,130,000
Line of credit outstanding	1,080,000		$ 1,080,000
Description of line of credit collateral			Secured by marketable securities, a corporate guarantee and the guarantee of a stockholder who is also an officer of the Company.
Line of credit, frequency of interest payment			Monthly
Description of line of credit interest rate			One-month LIBOR plus 3%
Loan Agreement With Bank [Member]
Debt instrument, face amount		$ 265,000
Debt instrument, issuance date		Nov. 13, 2015
Interest rate		5.95%
Description of maturity		June 2021
Description of collateral		The Note matures in June 2021 and is secured by the commercial real estate, guarantees by the Company and its real estate subsidiary and the personal guarantee of a stockholder who is also an officer of the Company.
Debt instrument, monthly payment		$ 1,962
Line of credit, frequency of interest payment		Monthly
5% Secured Convertible Notes Payable [Member]
Debt instrument, face amount	$ 10,000,000		$ 10,000,000
Description of maturity			Mature on the fifth anniversary of the date of issuance.
Description of collateral			Secured by the membership interests in Tower Fund 2013 LLC, a Hawaii limited liability company.
Conversion price (in dollars per share)	$ 0.015		$ 0.015
Debt instrument, frequency of interest payment			Quarterly
Description of call feature			Beginning 180 days after issuance of the Convertible Notes, the Company has the option to issue a notice of its intent to redeem, for cash, an amount equal to the sum of (a) 120% of the then outstanding principal balance, (b) accrued but unpaid interest and (c) all liquidated damages and other amounts due in respect of the Convertible Notes.
Debt instrument, convertible threshold percentage of stock price trigger			300.00%
Debt instrument, convertible threshold trading days			5 days
Convertible debentures outstanding	$ 5,000		$ 5,000
Related Party [Member]
Payment to acquired real estate from a related party	300,000	$ 480,000
Purchase price from acquisition		$ 265,000
Line of credit outstanding	$ 980,000		$ 980,000
Related Party [Member] \| Series A 5% Convertible Preferred Stock [Member]
Number of shares issuance (in shares)	300	215
Related Party [Member] \| Building Improvements [Member]
Payment to acquired real estate from a related party	$ 265,000	$ 405,000
Related Party [Member] \| Land [Member]
Payment to acquired real estate from a related party	$ 35,000	$ 75,000

STOCKHOLDERS' EQUITY (Details Narrative) - USD ($)					3 Months Ended		6 Months Ended
STOCKHOLDERS' EQUITY (Details Narrative) - USD ($)	Dec. 31, 2015	Nov. 13, 2015	Nov. 12, 2015	Oct. 15, 2015	Dec. 31, 2015	Sep. 30, 2015	Dec. 31, 2015	Oct. 13, 2015	Jun. 30, 2015
Common stock issued during period				$ 50,000	$ 50,000
Common Stock, authorized	450,000,000				450,000,000		450,000,000	450,000,000	450,000,000
Preferred stock, authorized	5,000				5,000		5,000	5,000	5,000
Preferred stock, par value (in dollars per share)	$ 1,000				$ 1,000		$ 1,000		$ 1,000
Line of credit outstanding	$ 1,080,000				$ 1,080,000		$ 1,080,000
Number of shares issued to related party				5,000,000
Related Party [Member]
Cash and marketable securities	1,862,458				1,862,458		1,862,458
Line of credit outstanding	980,000				$ 980,000		$ 980,000
Related Party [Member] \| Loan Agreement With Bank [Member]
Debt conversion amount	$ 100,000
Series A 5% Convertible Preferred Stock [Member]
Common stock issued during period
Preferred stock, authorized	2,000				2,000		2,000		2,000
Preferred stock, value, issued	$ 1,240,000		$ 2,000		$ 1,240,000		$ 1,240,000
Preferred stock, par value (in dollars per share)	$ 1,000		$ 1,000		$ 1,000		$ 1,000		$ 1,000
Description of voting rights			The holders of the Series A Preferred are entitled to receive cumulative dividends at a rate of 5% per annum, payable quarterly in cash, or at the Company’s option, such dividends shall be accreted to, and increase, the stated value of the issued Series A Preferred (“PIK”). Holders of the Series A Preferred are entitled to votes on all matters submitted to stockholders at a rate of ten votes for each shares of common stock into which the Series A Preferred may be converted.
Preferred stock, paid-in-kind, per share			$ 0.015
Series A 5% Convertible Preferred Stock [Member] \| Related Party [Member]
Number of shares issued upon acquisition	300	215
Number of shares issued upon conversion	100
Series A 5% Convertible Preferred Stock [Member] \| G. Darcy Klug (Beechwood Properties, LLC) [Member] \| Tower Hotel Fund 2013 LLC [Member]
Number of shares issued upon acquisition	625
Series B 5% Convertible Preferred Stock [Member]
Common stock issued during period
Preferred stock, authorized	1,000				1,000		1,000		1,000
Preferred stock, value, issued	$ 1,000,000				$ 1,000,000		$ 1,000,000
Preferred stock, par value (in dollars per share)	$ 1,000				$ 1,000		$ 1,000		$ 1,000
Description of voting rights							Entitled to votes on all matters submitted to stockholders at a rate of ten votes for each share of common stock into which the Series B Preferred Stock may be converted.
Description of conversion basic							After six months from issuance, each share of Series B Preferred Stock is convertible, at the option of the holder, into the number of shares of common stock equal to the quotient of the stated value, as adjusted for PIK dividends, by $0.01, as adjusted for stock splits and dividends.
Series B 5% Convertible Preferred Stock [Member] \| Related Party [Member]
Number of shares issued to related party	1,000

DISCONTINUED OPERATIONS (Details) - USD ($)	3 Months Ended		6 Months Ended
DISCONTINUED OPERATIONS (Details) - USD ($)	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2015	Dec. 31, 2014
Discontinued Operations and Disposal Groups [Abstract]
Operating Income				$ 444
Net Income from Discontinued Operations				$ 444

INCOME TAXES (Details Narrative) - USD ($)	6 Months Ended
INCOME TAXES (Details Narrative) - USD ($)	Dec. 31, 2015	Jan. 31, 2015
Income Tax Disclosure [Abstract]
Net operating losses carried forward		$ 986,035
Additional net operating losses carried forward	$ 64,031
US federal income tax rate (in percent)	34.00%
Net operating loss carryforward	$ 1,050,066
Net tax asset	357,022
Valuation allowance increased	$ 14,139

SUBSEQUENT EVENTS (Details Narrative) - USD ($)			3 Months Ended
SUBSEQUENT EVENTS (Details Narrative) - USD ($)	Feb. 01, 2016	Oct. 15, 2015	Dec. 31, 2015	Sep. 30, 2015
Number of shares issued to related party		5,000,000
Value of shares issued to related party		$ 50,000	$ 50,000
Series B 5% Convertible Preferred Stock [Member]
Value of shares issued to related party
Subsequent Event [Member] \| Series B 5% Convertible Preferred Stock [Member] \| Thomas J. Concannon [Member]
Number of shares issued to related party	250
Value of shares issued to related party	$ 250,000