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STOCKHOLDERS EQUITY
 12 Months Ended
Dec. 31, 2023
STOCKHOLDERS' EQUITY:  
STOCKHOLDERS' EQUITY

NOTE 11 – STOCKHOLDERS’ EQUITY

 

Issuance of Common Stock

 

On August 24, 2022, the Company issued 132,980 shares of common stock to the board of directors to satisfy the stock payable to directors for their board services that were outstanding and accrued at December 31, 2021. The number of shares issued was based on the amount of board service fees due of $62,501 divided by the market price of the Company’s common shares on the date of issuance.

 

On January 25, 2023, the holders of 1,692,672 shares of Series D Preferred stock, which represents all outstanding shares of Series D Preferred Stock, converted their respective preferred shares and the Company issued 1,692,672 shares of common stock.  The Company also paid the holders $787,730 on January 18, 2023 for dividends payable as declared on November 28, 2022. 1,590,672 shares of the 1,692,672 shares of Series D Preferred stock that were converted and $740,261 of the $787,730 of dividends paid related to the estate of John Lawrence, who was a prior President and Chairman of the Company.

 

On January 26, 2023, in conjunction with its share repurchase plan, the Company returned to treasury and cancelled 418,696 of its common shares which were repurchased prior to December 31, 2022 for $202,980.

 

Common Stock Warrants

 

No warrants were issued, expired, or exercised during the years ended December 31, 2023 and 2022, other than 143,707 warrants with an exercise price of $0.65 expired on August 12, 2022.

 

The composition of the Company’s warrants outstanding at December 31, 2023 and 2022 were as follows:

 

Number of warrants

 

 

Exercise Price

 

 

Expiration Date

 

Remaining life (years)

 

 

2,285,715

 

 

 

0.46

 

 

7/31/2025

 

 

1.58

 

 

804,000

 

 

 

0.46

 

 

1/27/2026

 

 

2.08

 

 

7,650,000

 

 

 

0.85

 

 

8/3/2026

 

 

2.59

 

 

1,606,500

 

 

 

0.85

 

 

2/1/2026

 

 

2.09

 

 

12,346,215

 

 

 

 

 

 

 

 

 

 

 

 

Preferred Stock

 

The Company’s Articles of Incorporation authorize 10,000,000 shares of $0.01 par value preferred stock available for issuance with such rights and preferences, including liquidation, dividend, conversion, and voting rights, as the Board of Directors may determine.

 

Series B

 

In 1993, the Board established a Series B preferred stock, consisting of 750,000 shares. The Series B preferred stock has preference over the Company’s common stock and Series A preferred stock (none of which are outstanding); has no voting rights (absent default in payment of declared dividends); and is entitled to cumulative dividends of $0.01 per share per year, payable if and when declared by the Board of Directors. During each of the years ended December 31, 2023 and 2022, the Company recognized $7,500 in Series B preferred stock dividend. In the event of dissolution or liquidation of the Company, the preferential amount payable to Series B preferred stockholders is $1.00 per share plus dividends in arrears. No dividends have been declared or paid with respect to the Series B preferred stock. The Series B Preferred stock is no longer convertible to shares of the Company’s common stock. At December 31, 2023 and 2022, cumulative dividends in arrears on the outstanding Series B shares were $217,500 and $210,000, respectively.

 

Series C

 

In 2000, the Board established a Series C preferred stock. The Series C preferred stock has preference over the Company’s common stock and has voting rights equal to that number of shares outstanding, but no conversion or dividend rights. In the event of dissolution or liquidation of the Company, the preferential amount payable to Series C preferred stockholders is $0.55 per share.

 

Stock Repurchase Program

 

On November 21, 2022 the Board of Directors of the Company approved a stock repurchase program under which management is authorized to repurchase up to 5,000,000 shares of the Company’s outstanding common stock.  Repurchases under the program may be made occasionally, as the Company deems appropriate, based on a variety of factors such as share price, capital position, liquidity, financial performance, alternative uses of capital and overall market conditions.