Quarterly report pursuant to Section 13 or 15(d)

Stockholders??? Deficit

v3.22.2.2
Stockholders’ Deficit
6 Months Ended
Jun. 30, 2022
Equity [Abstract]  
Stockholders’ Deficit

6) Stockholders’ Deficit

 

Preferred Stock

 

We are authorized to issue 1,000,000 shares of preferred stock with a par value of $0.01. Of the 1,000,000 shares of preferred stock:

 

  1) 20,000 shares have been designated as Series A Junior Participating Preferred Stock (“Junior A”)
     
  2) 313,960 shares have been designated as Series A Convertible Preferred Stock (“Series A”)
     
  3) 279,256 shares have been designated as Series B Convertible Preferred Stock (“Series B”)
     
  4) 88,098 shares have been designated as Series C Convertible Preferred Stock (“Series C”)
     
  5) 850 shares have been designated as Series D Convertible Preferred Stock (“Series D”)
     
  6) 500 shares have been designated as Series E Convertible Preferred Stock (“Series E”)
     
  7) 240,000 shares have been designated as Series G Convertible Preferred Stock (“Series G”)
     
  8) 10,000 shares have been designated as Series H Convertible Preferred Stock (“Series H”)
     
  9) 21 shares have been designated as Series H2 Convertible Preferred Stock (“Series H2”)
     
  10) 6,250 shares have been designated as Series J Convertible Preferred Stock (“Series J”)
     
  11) 15,000 shares have been designated as Series K Convertible Preferred Stock (“Series K”)
     
  12) 10,000 shares have been designated as Series AA Convertible Preferred Stock (“Series AA”)

 

As of June 30, 2022, there were no shares of Junior A, and Series A, B, C and E issued and outstanding. See our Annual Report on Form 10-K for the year ended December 31, 2021 for the pertinent disclosures of preferred stock.

 

Stock Options and Warrants

 

At the Company’s December 30, 2021 Special Meeting, the shareholder’s approved the 2021 Equity Incentive Plan (the “2021 Plan”) pursuant to which 3,000,000 shares of our common stock were reserved for issuance upon exercise of stock options or other equity awards. Consistent with the Company’s existing 2013 Equity Incentive plan (the “2013 plan”), under the 2021 plan, we may award stock options, shares of common stock, and other equity interests in the Company to employees, officers, directors, consultants, and advisors, and to any other persons the Board of Directors deems appropriate. As of June 30, 2022, options to acquire 1,307,822 shares were outstanding under these Plans.

 

As of June 30, 2022, total unrecognized compensation cost related to the unvested stock-based awards was $76,397, which is expected to be recognized over weighted average period of 0.62 years. The aggregate intrinsic value associated with the options outstanding and exercisable, and the aggregate intrinsic value associated with the warrants outstanding and exercisable as of June 30, 2022, based on the June 30, 2022 closing stock price of $1.74, was $1,348,013.

 

The following table summarizes information concerning options and warrants outstanding and exercisable:

    Stock Options     Warrants              
    Weighted
Average
    Weighted
Average
             
    Shares     price
per
share
    Shares     price
per
share
    Shares     Total
Exercisable
 
Balance outstanding, December 31, 2021     1,333,101     $ 0.72       16,207,108     $ 3.50       17,540,209       17,308,567  
Granted     -       -       230,000       3.50       230,000       -  
Exercised     (25,279 )     0.69       -       -       (25,279 )     -  
Expired/forfeited     -       -       (149,172 )   $ 3.50       (149,172 )     -  
Balance outstanding, June 30, 2022     1,307,822     $ 0.72       16,287,936     $ 3.50       17,595,758       17,475,939  

 

As of June 30, 2022, the 1,307,822 options outstanding have a $0.72 weighted average exercise price and 7.22 years weighted average remaining term. Of these options, 1,188,003 are currently exercisable.

 

 

Common Stock and Warrant Issuances

 

As profiled in the following table, for five loans we are obligated to issue common stock if not paid by defined dates.

 

    Loan Issuance   Loan     Percentage of Loan     Defined   Shares Issuable
Loan   Date   Principal     Principal Issuable     Date   Frequency
                         
Loan 1   July 21, 2020   $ 115,000       0.0435 %   September 30, 2020   Monthly
Loan 2   September 21, 2020   $ 345,000       0.0362 %   November 16, 2020   Weekly
Loan 3   October 22, 2020   $ 115,000       0.0652 %   December 1, 2020   Weekly
Loan 4   October 21, 2021   $ 189,750       0.0435 %   January 2, 2022   Monthly
Loan 5   November 1, 2021   $ 189,750       0.0435 %   January 2, 2022   Monthly

 

For the three-month and six-month period ended June 30, 2022, the Company is obligated to issue 224,500 and 782,600 shares of common stock, respectively, for the loans listed in the above table, but has not issued the shares. The Company and the lenders are negotiating in good faith to resolve these loans. During the three-month and six-month period ended June 30, 2022, the Company accrued $388,515 and $1,553,765, respectively in interest expense for these obligations to issue common stock.

 

During the six months ended June 30, 2022, the Company issued a total of 1,582,653 shares of restricted common stock to accredited investors and consultants. 140,200 of the shares with a fair value of $350,500 were issued for the conversion of debt and interest for common stock, 782,600 of the shares with a fair value of $1,561,973 were issued for interest paid-in-kind, 77,000 of the shares with a fair value of $145,500 were issued for services rendered, 118,274 shares with a fair value of $215,277 for dividends paid-in-kind, 114,000 shares with a fair value of $178,328 for new convertible debt issuances, 25,279 shares with a fair value of $17,433 from a stock option exercise, 320,900 shares with a fair value of $664,203 for debt extension and shareholders converted 4 shares of Series AA Convertible Preferred Stock into 4,400 shares of common stock.

 

During the six months ended June 30, 2022, we issued 100,000 warrants (three-year term at a $3.50 exercise price) to acquire common stock at a fair value of $87,436 to a lender in conjunction with signing of new convertible loans. We also issued 30,000 warrants (three-year term at a $3.50 exercise price) with a fair value of $39,761 for services rendered and 100,000 warrants (three-year term at a $3.50 exercise price) with a fair value of $132,537 for debt extension.

 

During the six months ended June 30, 2021, we issued 1,642,982 shares of common stock with a fair value of approximately $3.5 million to lenders for interest paid-in-kind, 112,400 shares with a fair value of $238,512 for services rendered, 139,700 shares with a fair value of $349,250 for conversions of debt principal and interest, 21,411 shares for stock option exercises (at an exercise price of $0.69 per share), 56,067 shares with a fair value of $114,298 for dividends paid-in-kind and 120,000 shares with a fair value of $112,877 for Common Stock issued with debt. During this period, we also issued 1,374,600 warrants (three to five-year term at a $3.50 to $5.00 exercise price) to acquire common stock at a fair value of $1.7 million to lenders in conjunction with signing of new convertible loans and interest paid-in-kind.