Quarterly report pursuant to Section 13 or 15(d)

Nature of Business and Liquidity

v3.22.1
Nature of Business and Liquidity
9 Months Ended
Mar. 31, 2022
Accounting Policies [Abstract]  
Nature of Business and Liquidity

Note 1 - Nature of Business and Liquidity

 

Amesite Inc. (the “Company”) was incorporated in November 2017. The Company is an artificial intelligence driven platform and course designer, that provides customized, high performance and scalable online products for schools and businesses. The Company uses machine learning to provide a novel, mass customized experience to learners. The Company’s customers are businesses, universities and colleges, and K-12 schools. The Company’s activities are subject to significant risks and uncertainties. The Company’s operations are considered to be in one segment.

 

On September 18, 2020, we consummated a reorganizational merger, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), dated July 14, 2020 (“Effective Date”), whereby we merged with and into Amesite Inc. (“Amesite Parent”) our former parent corporation, with our Company resulting as the surviving entity. In connection with the same, we filed a Certificate of Ownership and Merger with the Secretary of State of the State of Delaware, and changed our name from “Amesite Operating Company” to “Amesite Inc.” The stockholders of Amesite Parent approved the Merger Agreement on August 4, 2020. The directors and officers of Amesite Parent became our directors and officers.

 

Pursuant to the Merger Agreement, on the Effective Date, each share of the Amesite parent’s common stock, $0.0001 par value per share, issued and outstanding immediately before the Effective Date, was converted, on a one-for-one basis, into shares of our common stock.

 

Additionally, each option or warrant to acquire shares of Amesite Parent outstanding immediately before the Effective Date was converted into and became an equivalent option to acquire shares of our common stock, upon the same terms and conditions.

 

Going Concern

 

The accompanying condensed financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.

 

The Company is in the early stages of developing its customer base and has not completed its efforts to establish a stabilized source of revenue sufficient to cover its costs over an extended period of time.

 

The Company does not have sufficient cash on hand or available liquidity to maintain operations for at least twelve months from the date of issuance of the condensed financial statements. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

 

In response to the conditions, management plans include raising capital through equity financing, or by selling additional shares to Lincoln Park Capital per the Purchase Agreement (Note 5) or by completing other offerings of common stock. However, these plans are subject to market conditions, and are not within the Company’s control, and therefore, cannot be deemed probable. There is no assurance that the Company will be successful in implementing its business plan, generate sufficient cash from operations or sell stock on favorable terms or at all. As a result, the Company has concluded that management’s plans do not alleviate substantial doubt about the Company’s ability to continue as a going concern.

 

The condensed financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.