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CAPITAL STOCK
 12 Months Ended
Mar. 31, 2024
Equity [Abstract]  
CAPITAL STOCK

NOTE 15 – CAPITAL STOCK

Our authorized capital consists of 200,000,000 shares of Common Stock with a par value of $0.001 per share.

We issued 20,000,000 shares in connection with our merger of Gemini Direct Investments, LLC valued at $142,691,282 in the year ended March 31, 2022.

2017 Equity Incentive Plan

In October 2017, our board of directors approved the 2017 Equity Incentive Plan ("2017 Plan"). Our 2017 Plan initially permitted the issuance of equity-based instruments covering up to a total of 485,000 shares of Common Stock. Our board of directors and stockholders approved an increase of 4,515,000 shares in October 2020 an additional increase of 1,000,000 shares in March 2023, and an additional increase of 3,000,000 shares in February 2024, bringing the total shares allowed under the plan to 9,000,000. As of March 31, 2024, there were 2,791,492 shares available to be issued under the 2017 Plan.

Warrants

We issued 431,080 shares to investors for exercised warrants valued for $943,907 in the year ended March 31, 2022. In addition, 374,584 shares were issued for cashless exercise of 443,110 warrants.

We issued 200,003 shares to investors for exercised warrants valued for $101,506 in the year ended March 31, 2023. In addition, 99,762 shares were issued for cashless exercise of 100,000 warrants.

We issued 31,750 shares to investors for exercised warrants valued for $76,200 in the year ended March 31, 2024.

At March 31, 2024, 2023, and 2022, outstanding and exercisable stock purchase warrants consisted of the following (as restated):

 

Number of
Shares

 

 

Weighted
Averaged
Exercise
Price

 

 

Weighted
Average Life
Remaining
(Years)

 

Outstanding at March 31, 2021

 

 

3,607,945

 

 

$

2.31

 

 

 

3.24

 

Granted

 

 

300,000

 

 

 

0.01

 

 

 

3.92

 

Exercised

 

 

(874,190

)

 

 

1.76

 

 

 

-

 

Forfeited or cancelled

 

 

-

 

 

 

-

 

 

 

-

 

Outstanding at March 31, 2022

 

 

3,033,755

 

 

$

2.32

 

 

 

2.29

 

Exercisable at March 31, 2022

 

 

3,033,755

 

 

$

2.32

 

 

 

2.29

 

 

 

Number of
Shares

 

 

Weighted
Averaged
Exercise
Price

 

 

Weighted
Average Life
Remaining
(Years)

 

Outstanding at March 31, 2022

 

 

3,033,755

 

 

 

2.32

 

 

 

2.29

 

Granted

 

 

150,000

 

 

 

0.01

 

 

 

4.50

 

Exercised

 

 

(300,003

)

 

 

0.34

 

 

 

-

 

Forfeited or cancelled

 

 

(322,806

)

 

 

2.00

 

 

 

-

 

Outstanding at March 31, 2023

 

 

2,560,946

 

 

$

2.46

 

 

 

1.59

 

Exercisable at March 31, 2023

 

 

2,560,946

 

 

$

2.46

 

 

 

1.59

 

 

 

Number of
Shares

 

 

Weighted
Averaged
Exercise
Price

 

 

Weighted
Average Life
Remaining
(Years)

 

Outstanding at March 31, 2023

 

 

2,560,946

 

 

$

2.46

 

 

 

1.59

 

Exercised

 

 

(31,750

)

 

 

2.40

 

 

 

-

 

Forfeited or cancelled

 

 

(720,366

)

 

 

3.19

 

 

 

-

 

Outstanding at March 31, 2024

 

 

1,808,830

 

 

$

2.16

 

 

 

1.09

 

Exercisable at March 31, 2024

 

 

1,808,830

 

 

$

2.16

 

 

 

1.09

 

 

As of March 31, 2024, we had 1,808,830 warrants outstanding. Each warrant provides the holder the right to purchase up to one share of our Common Stock at a predetermined exercise price. The outstanding warrants consist of (1) warrants to purchase 100,000 shares of Common Stock at an exercise price of $0.01 per share until March 2027; (2) warrants to purchase 911 shares of Common Stock at an exercise price of $1.65 per share until April 2025; (3) warrants to purchase 1,244,108 shares of our Common Stock at an exercise price of $2.00 per share consisting of approximately 1% of the warrants until August 2024, and approximately 99% until February 2026; (4) warrants to purchase 77,500 shares of Common Stock at an exercise price of $2.40 until September 2024, and (5) warrants to purchase 386,311 shares of Common Stock at an exercise price of $2.63 until November 2025.

We valued warrants and Common Stock purchase options issued for services at their respective grants dates during the years ended March 31, 2024, 2023, and 2022 using valuation methods and assumptions that consider, among other factors, the fair value of the underlying stock, risk free interest rate, volatility, and expected life.

 

March 31,
2024

 

 

March 31,
2023

 

 

March 31,
2022

 

Risk free interest rate

 

 

4.1

%

 

 

3.9

%

 

 

1.2

%

Expected volatility

 

 

66.8

%

 

 

73.5

%

 

 

54.3

%

Expected term

 

5.8 years

 

 

5.0 years

 

 

5.0 years

 

Expected dividend yield

 

 

0.00

 

 

 

0.00

 

 

 

0.00

 

Options Granted

During the year ended March 31, 2023, we granted stock options (“Options”) to purchase 400,000 shares of our Common Stock to our Chief Executive Officer, of which (i) 100,000 Options vested on the July 24, 2023, and (ii) 300,000 Options shall vest in equal quarterly installments of 25,000 over three years beginning on September 30, 2023. The Options shall (a) be exercisable at an exercise price per share equal to the closing market price of the Company’s Common Stock on the date of the grant, (b) have a term of ten years, and (c) be on such other terms as shall be determined by the Board (or the Compensation Committee of the Board) and set forth in a customary form of stock option agreement under the 2017 Plan. We recognized $430,457 in expense related to the Options for year ended March 31, 2024.

Number of Options

 

 

400,000

 

Option Vesting Period

 

Up to 3 years

 

Per share grant price

 

$

2.08

 

Dividend yield

 

 

-

 

Expected volatility

 

 

83.5

%

Risk-free interest rate

 

 

4.13

%

Expected life (years)

 

 

5.75

 

Weighted average fair value

 

$

1.50

 

 

The following is a summary of our stock option activity during the year ended March 31, 2024:

 

Number of Options

 

 

Weighted Average Exercise Price

 

 

Weighted Average Grant Date Fair Value

 

 

Weighted Average Remaining Life in Years

 

Outstanding, April 1, 2023

 

 

 

-

 

 

$

 

-

 

 

$

 

-

 

 

 

 

-

 

Granted

 

 

 

400,000

 

 

 

 

2.08

 

 

 

 

1.50

 

 

 

 

10.00

 

Exercised

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Canceled/Forfeited

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

 

 

 

-

 

Outstanding, March 31, 2024

 

 

 

400,000

 

 

$

2.08

 

 

$

1.5

 

 

 

 

9.32

 

 

As of March 31, 2024, there was $172,663 of unrecognized compensation expense related to unvested stock options, which is expected to be recognized over a weighted average vesting period of approximately 2.25 years. As of March 31, 2024, there were 225,000 unvested stock options with a grant date fair value of $1.50.

 

 

Stock Awards

We issued 772,450 shares valued at $1,631,701 for services and equipment provided to the Company in the year ended March 31, 2022.

A summary of stock award activity for the year ended March 31, 2024 is as follows:

 

 

Number of Shares

 

 

Weighted-Average Grant-Date Fair Value Per Share

 

Outstanding at April 1, 2023

 

 

2,204,659

 

 

$

 

3.68

 

Granted

 

 

2,579,901

 

 

 

 

2.22

 

Vested

 

 

(1,371,849

)

 

 

 

2.94

 

Forfeited

 

 

(1,872,186

)

 

 

 

2.82

 

Outstanding at March 31, 2024

 

 

1,540,525

 

 

$

 

2.93

 

A summary of stock award activity for the year ended March 31, 2023 is as follows:

 

 

Number of Shares

 

 

Weighted-Average Grant-Date Fair Value Per Share

 

Outstanding at April 1, 2022

 

 

2,795,017

 

 

$

 

5.79

 

Granted

 

 

2,102,840

 

 

 

 

2.93

 

Vested

 

 

(573,750

)

 

 

 

7.24

 

Forfeited

 

 

(2,119,448

)

 

 

 

4.76

 

Outstanding at March 31, 2023

 

 

2,204,659

 

 

$

 

3.68

 

A summary of stock award activity for the year ended March 31, 2022 is as follows:

 

 

Number of Shares

 

 

Weighted-Average Grant-Date Fair Value Per Share

 

Outstanding at April 1, 2021

 

 

1,973,004

 

 

$

 

3.94

 

Granted

 

 

3,347,200

 

 

 

 

6.56

 

Vested

 

 

(299,167

)

 

 

 

1.98

 

Forfeited

 

 

(2,226,020

)

 

 

 

5.82

 

Outstanding at March 31, 2022

 

 

2,795,017

 

 

$

 

5.79

 

As of March 31, 2024, there was $4,510,650 of unrecognized compensation expense related to unvested stock awards which is expected to be recognized over a weighted-average period of approximately 2.41 years.

As of March 31, 2023, there was $8,104,771 of unrecognized compensation expense related to unvested stock awards which is expected to be recognized over a weighted-average period of approximately 2.74 years.

As of March 31, 2022, there was $16,197,207 of unrecognized expense related to unvested stock awards which is expected to be recognized over a weighted-average period of approximately 2.40 years.