Annual report pursuant to Section 13 and 15(d)

Stockholders' Equity

v3.19.1
Stockholders' Equity
12 Months Ended
Dec. 31, 2018
Equity [Abstract]  
Stockholders' Equity

NOTE 5 - STOCKHOLDERS’ EQUITY

 

Series B Convertible Preferred Stock

 

As of December 31, 2018 and 2017, there was no share of Series B Convertible Preferred Stock outstanding.

 

Series E Preferred Stock

 

During the year ended December 31, 2018, 5,513 shares of the Series E Convertible Preferred Stock had been converted to the Company’s Common Stock and there was no Series E Convertible Preferred Stock outstanding as of December 31, 2018 and 5,513 shares of Series E Convertible Preferred Stock outstanding as of December 31, 2017, respectively.

 

Common Stock

 

During the year ended December 31, 2018, the Company issued 3,819,485 shares of Common Stock to Note Holders in connection with debt conversions, 218,400 shares of Common Stock were issued to Board members for their services, 5,511,543 shares of Common Stock with respect to the conversion of Series E Convertible Preferred Stock, 17,731 shares of Common Stock in connection with the exercise of a warrant, 250,000 shares of Common Stock issued pursuant to a patent purchase, 225,000 shares of Common Stock issued to consultants and 3,000,000 to GBV as a termination fee for canceling the merger agreement. The termination fee was valued based upon the closing stock price as of June 28, 2018 or $0.95 per common share.

 

During the year ended December 31, 2017, the Company issued 238,750 shares of Common Stock to vendors to settle partial or total payment of outstanding invoices, 1,807,565 shares of Common Stock were issued to Note Holders in connection with debt conversions, 1,631,699 shares of Common Stock were issued to consultants and employees for their services, 628,438 shares of Common Stock with respect to the conversion of Series D Convertible Preferred Stock, 195,500 shares of Common Stock with respect to the conversion of Series B Convertible Preferred Stock, 598,500 shares of Common Stock in connection with the exercise of a warrant.

 

Common Stock Warrants

 

As of December 31, 2018, the Company had warrants outstanding to purchase 728,764 shares of Common Stock with a weighted average remaining life of 3.1 years. A summary of the status of the Company’s outstanding stock warrants and changes during year ended is as follows:

 

    Number of Warrants     Weighted Average Exercise Price    

Weighted Average Remaining Contractual Life

(in years)

 
Outstanding as of December 31, 2017     773,966     $ 5.99       4.1  
Expired     (1,202 )     15.60       -  
Exercised     (44,000 )     1.20       -  
Outstanding as of December 31, 2018     728,764     $ 6.26       3.1  
Warrants exercisable as of December 31, 2018     728,764     $ 6.26       3.1  

 

As of December 31, 2017, the Company had warrants outstanding to purchase 773,966 shares of Common Stock with a weighted average remaining life of 4.1 years. A summary of the status of the Company’s outstanding stock warrants and changes during year ended is as follows:

 

    Number of Warrants     Weighted Average
Exercise Price
   

Weighted Average Remaining Contractual Life

(in years)

 
Outstanding as of December 31, 2016     116,519     $ 15.18       3.2  
Granted     7,941,374       1.70       5.0  
Expired     (37,177 )     15.60       -  
Exercised     (7,246,750 )     1.38       -  
Outstanding as of December 31, 2017     773,966     $ 5.99       4.1  
Warrants exercisable as of December 31, 2017     773,966     $ 5.99       4.1  

 

Common Stock Options

 

On October 12, 2018, the Company granted its executive officers and board members 5,450,000 option to purchase 5,450,000 shares of the Company’s common stock, with an exercise price of $0.58 per share, vesting 50 % on the date of grant and 25% on each 6 months anniversary of the date of grant. The options were valued based on the Black-Scholes model, using the strike of $0.58 per share, an average expected term of 5.19 years, volatility of 39.35% based on the average volatility of comparable companies over the comparable prior period. The grant date fair value of stock options granted to employees during the years ended December 31, 2018 and 2017 were $1,377,678 and $0, respectively. Estimated future stock-based compensation expense relating to unvested stock options is approximately $0.5 million as of December 31, 2018 and will be amortized over the remaining 1.0 years.

 

A summary of the stock options as of December 31, 2018 and changes during the period are presented below:

 

    Number of Shares     Weighted Average Exercise Price    

Weighted Average Remaining Contractual Life

(in years)

 
Outstanding as of December 31, 2017     448,771     $ 15.50       6.23  
Granted     5,450,000     $ 0.58       9.78  
Expired     (32,692 )     10.71       -  
Outstanding as of December 31, 2018     5,866,079     $ 1.67       9.49  
Options vested and expected to vest as of December 31, 2018     5,866,079     $ 1.67       9.49  
Options vested and exercisable as of December 31, 2018     3,132,051     $ 2.58       9.25  

 

A summary of the stock options as of December 31, 2017 and changes during the period are presented below:

 

    Number of Shares     Weighted Average
Exercise Price
   

Weighted Average Remaining Contractual Life

(in years)

 
Outstanding as of December 31, 2016     879,034     $ 14.34       6.79  
Forfeited     (430,263 )     13.13       -  
Outstanding as of December 31, 2017     448,771     $ 15.50       6.23  
Options vested and expected to vest as of December 31, 2017     448,771     $ 15.50       6.23  
Options vested and exercisable as of December 31, 2017     433,667     $ 15.53       6.16