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NOTE 6- CAPITAL STOCK, STOCK OPTIONS, AND INCENTIVES
 9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
NOTE 6- CAPITAL STOCK, STOCK OPTIONS, AND INCENTIVES

NOTE 6- CAPITAL STOCK, STOCK OPTIONS, AND INCENTIVES

 

PREFERRED STOCK

 

There were 5,000,000 shares of preferred stock, $0.001 par value per share authorized, with no shares issued and outstanding as of September 30, 2024 and December 31, 2023.  The Company’s Board of Directors shall determine the rights, preferences, privileges and restrictions of the preferred stock, including dividends rights, conversion rights, voting rights, terms of redemption, liquidation preferences, sinking fund terms and the number of shares constituting any series or the designation of any series. 

 

COMMON STOCK

 

Effective February 15, 2021, the number of authorized shares of common stock, $0.001 par value, was increased to 500,000,000 shares.

 

 

Effective on July 3, 2024, the Company issued 1,495,390 shares of common stock in exchange for the release of obligations of the Company to repay expenses in the aggregate amount of $593,670 for expenses of the Company previously paid by the related parties.  The shares were issued at an implied price of $0.397 per share.

 

 

There were 7,153,513 and 5,658,123 shares of common stock issued and outstanding as of September 30, 2024 and December 31, 2023, respectively.

 

WARRANTS

 

The following is a summary of warrants for the nine months ended September 30, 2024:

 

Summary of Warrants

 

Warrants

 

 

Weighted

Average

Exercise

Price

 

 

Intrinsic

Value

Outstanding as of December 31, 2023

-

 

$

-

 

$

-

Granted

2,975,000

 

 

0.40

 

 

 

Exercised

-

 

 

-

 

 

 

Forfeited

-

 

 

-

 

 

 

Outstanding as of September 30, 2024

2,975,000

 

$

0.40

 

$

931,175

 

 

 

 

 

 

 

 

Exercisable as of December 31, 2023

-

 

$

-

 

 

 

Exercisable as of September 30, 2024

2,975,000

 

$

0.40

 

$

931,175

 

The weighted-average remaining term of the warrants outstanding was 4.76 years as of September 30, 2024.

 

On July 3, 2024, the Company issued warrants (the “Warrants”) to purchase Common Stock at an exercise price of $0.3970 per share, (i) to James Askew (“Askew”), an individual, for an aggregate of 2,269,583 shares of Common Stock, and (ii) at an exercise price of $0.3970 per share to Investments AKA, LLC, a limited liability company indirectly controlled by Andre K. Agassi, for an aggregate of 705,417 shares of Common Stock. The Warrants are vested immediately. The Warrants are exercisable as to one half of the shares of Common Stock immediately, and exercisable as to the remaining half of the shares of Common Stock one year following the grant date of the Warrant. The Warrants were issued to the Warrant Holders in consideration of services and support previously performed and provided, and expected to be performed or provided, by the Warrant Holders in furtherance of the Company’s business objectives. The Company entered into a Consulting Agreement, dated July 3, 2024, with Askew with respect to his services and the issuance of his Warrants.

 

The fair value of the warrants was $619,867, which was valued using the Black-Scholes pricing model using the range of inputs as indicated below:

 

Schedule of Warrants Valuation Assumptions

Risk-free interest rate

4.33%

Expected term (in years)

5.00

Expected volatility

244.14%

Expected dividend yield

0.00%

 

The Company recognized $619,867 in stock-based compensation expense pertaining to these warrants during the three and nine months ended September 30, 2024, based on the vesting conditions noted above.

 

 

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