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STOCK OPTIONS AND WARRANTS | 12 Months Ended
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Dec. 31, 2018
Notes to Financial Statements |
NOTE 16 - STOCK OPTIONS AND WARRANTS | On October 1, 2016 the Company granted 12,000 options to an employee of the Company as compensation for being appointed the US Finance Manager of the Company. The options have an exercise period of four years with an exercise price of $2.00. In the event that he ceases to work for the Company for any reason, he will be entitled to a pro rata portion of the annual options. The options vest monthly with 12,000 options fully vested as of December 31, 2016. The options were valued at $65,290 using the Black Sholes Option Pricing Model with the following inputs: stock price on measurement date: $5.80; Exercise price: $2.00; Option term: 4 years; Computed volatility: 159%. The Company expensed $16,636 as of December 31, 2016. During the year ended December 31, 2017 the Company expensed an additional $48,655. On January 1, 2017 the Company entered into a two-year agreement whereby the employee was granted compensation of €1,000 per month and an annual retainer of 25,000 stock options per year as compensation for being appointed the International Finance Manager of the Company. The options have an exercise period of four years with an exercise price of $1.00. In the event that he ceases to work for the Company for any reason, he will be entitled to a pro rata portion of the annual options. The options vest monthly, with a total of 25,000 options fully vested as of December 31, 2017 and December 31, 2018, respectively. The options issued in the year ended December 31, 2017 were valued at $195,307 using the Black Scholes Option Pricing Model with the following inputs: stock price on measurement date: $8.20; Exercise price: $1.00; Option term: 4 years; Computed volatility: 136.76%. The fair value of the options was amortized over a year with $195,307 expensed during the year ended December 31, 2017. The options issued during the year ended December 31, 2017 were valued at $242,002 using the Black Scholes Option Pricing Model with the following inputs: stock price on measurement date: $10.20; Exercise price: $1.00; Option term: 4 years; Computed volatility: 120.92%. The fair value of the options was amortized over a year with $242,002 expensed during the year ended December 31, 2018. On January 3, 2017 the Company determined to create an advisory board and appointed Mr. Orestes Varvitsiotes as its first member. Mr. Varvitsiotes is a registered broker dealer who is currently engaged with Aegis Capital Corp. In connection therewith, the Company entered into an Advisory Board Member Consulting Agreement, dated as of January 3, 2017 whereby an annual retainer of 12,000 stock options was granted as compensation for services. The options have an exercise period of five years with an exercise price of $2.00. In the event that he ceases to work for the Company for any reason, he will be entitled to a pro rata portion of the annual options. The options vest monthly, with a total of 12,000 options fully vested as of December 31, 2017. The options were valued at $94,830 using the Black Scholes Option Pricing Model, with the following inputs: stock price on measurement date: $8.20; Exercise price: $2.00; Option term: 5 years; Computed volatility: 155.37%. The fair value of the options was amortized over the year with $94,830 expensed during the year ended December 31, 2017. As of December 31, 2018, there were 74,000 options outstanding and 74,000 options exercisable with expiration dates commencing October 2020 and continuing through January 2022. A summary of the Company’s option activity during the year ended December 31, 2018 is presented below:
|  |  |  |  |  |  |  | Weighted |  |  |  |
|  |  |  |  | Weighted |  |  | Average |  |  |  |
|  |  |  |  | Average |  |  | Remaining |  |  | Aggregate |
|  | Number of |  |  | Exercise |  |  | Contractual |  |  | Intrinsic |
Options |  | Shares |  |  | Price |  |  | Term |  |  | Value |
Balance Outstanding, December 31, 2016 |  |  | 12,000 |  |  | $ | 2.00 |  |  |  | 3.75 |  |  | $ | - |
Granted |  |  | 37,000 |  |  |  | 1.32 |  |  |  | 3.33 |  |  |  | - |
Forfeited |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Exercised |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Expired |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Balance Outstanding, December 31, 2017 |  |  | 49,000 |  |  | $ | 1.49 |  |  |  | 3.19 |  |  | $ | - |
Granted |  |  | 25,000 |  |  |  | 1.00 |  |  |  | 4.00 |  |  |  | - |
Forfeited |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Exercised |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Expired |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Balance Outstanding, December 31, 2017 |  |  | 74,000 |  |  | $ | 1.32 |  |  |  | 2.47 |  |  | $ | 198,000 |
Exercisable, December 31, 2017 |  |  | 74,000 |  |  | $ | 1.32 |  |  |  | 2.47 |  |  | $ | 198,000 |
In connection with a private placement that took place on April 7, 2017, the Company issued warrants for a total of 10,040 common shares of the Company at a 1:1 ratio for shares purchased by investors. The warrants were valued using the Black Scholes valuation model with stock prices ranging from $7.60 to $8.50, exercise price of $30.00, volatility ranging from 76.66% to 90.86% based on the Company’s stock price, an expected term of 1 year and a risk-free rate ranging from 1.07% to 1.11%. These warrants expired during the year ended December 31, 2018. On November 16, 2017, in connection with the Securities Purchase Agreement, the Company issued warrants for 536,000 common shares of the Company (See Note 16). The fair value of the warrants was determined using a Black Scholes valuation model with a stock price of $7.20, exercise price of $7.50, volatility of 169.29% based on the Company’s stock price, an expected term of 5 years and a risk-free rate of 1.68%. The relative fair value of the warrants of $1,545,288 was recorded as a discount to the Notes and as additional paid in capital and the expense will be amortized over the two-year term of the underlying Notes. The warrants became exercisable on May 16, 2018. On December 12, 2018, in connection with the Third Exchange Agreement (See Note 10), the 536,000 warrants were exchanged for 727,683 warrants. These warrants were immediately exercisable with an exercise price of $6.00 and a termination date of December 11, 2023. On November 16, 2017 in connection with the $3,350,000 Securities Purchase Agreement (See Note 16), Roth Capital Partners, LLC (“Roth”), as the Company’s exclusive placement agent, was issued warrants for 53,600 common shares of the Company. The fair value of the warrants was determined using a Black Scholes valuation model with a stock price of $7.20, exercise price of $5.00, volatility of 169.29% based on the Company’s stock price, an expected term of 5 years and a risk-free rate of 1.68%. The value of the warrants of $368,003 was recognized as interest expense during the year ended December 31, 2017. The warrants became exercisable on May 16, 2018. On September 4, 2018, in connection with the $2,233,333 Securities Purchase Agreement, the Company issued warrants for 357,334 common shares of the Company (See Note 16). The fair value of the warrants was determined using a Black Scholes valuation model with a stock price of $6.40, exercise price of $7.50, volatility of 111.51% based on the Company’s stock price, an expected term of 5 years and a risk free rate of 2.78%. The value of the warrants of $910,078 was recognized as interest expense during the year ended December 31, 2018. The warrants became exercisable on March 4, 2019. On September 4, 2018, in connection with the $2,233,333 Securities Purchase Agreement (See Note 16), Roth Capital Partners, LLC (“Roth”), as the Company’s exclusive placement agent, was issued warrants for 26,056 common shares of the Company. The fair value of the warrants was determined using a Black Scholes valuation model with a stock price of $6.40, exercise price of $5.00, volatility of 169.29% based on the Company’s stock price, an expected term of 5 years and a risk free rate of 2.78%. The value of the warrants of $157,969 was recognized as interest expense during the year ended December 31, 2018. The warrants became exercisable on March 4, 2019. The significant assumptions used to determine the fair values of warrants issued, using a Black-Scholes valuation model are as follows:
|  | December 31, 2018 |  |  | December 31, 2017 |
Market value of underlying stock |  | $ | 6.40 |  |  | $ | 7.20 - $8.50 |
Volatility |  | 111.51%-254.07 | % |  |  | 76.66% - 169.29 | %
Expected term (in years) |  | 5 – 5.5 |  |  |  | 1 - 5.5 |
Risk-free interest rate |  | 2.77% -2.78 | % |  |  | 1.07% - 1.68 | %
Expected dividend yield |  | None |  |  |  | None |
A summary of the Company’s warrant activity for the years ending December 31, 2018 and 2017 is as follows:
|  |  |  |  |  |  |  | Weighted |  |  |  |
|  |  |  |  | Weighted |  |  | Average |  |  |  |
|  |  |  |  | Average |  |  | Remaining |  |  | Aggregate |
|  | Number of |  |  | Exercise |  |  | Contractual |  |  | Intrinsic |
Warrants |  | Shares |  |  | Price |  |  | Term |  |  | Value |
Balance Outstanding, December 31, 2016 |  |  | - |  |  | $ | - |  |  |  | - |  |  | $ | - |
Granted |  |  | 599,640 |  |  |  | 7.65 |  |  |  | 5.29 |  |  |  | - |
Forfeited |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Exercised |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Expired |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Balance Outstanding, December 31, 2017 |  |  | 599,640 |  |  | $ | 7.65 |  |  |  | 5.29 |  |  | $ | 1,725,921 |
Granted |  |  | 1,111,073 |  |  |  | - |  |  |  | - |  |  |  | - |
Forfeited |  |  | (536,000 | ) |  |  | - |  |  |  | - |  |  |  | - |
Exercised |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Expired |  |  | (10,040 | ) |  |  | - |  |  |  | - |  |  |  | - |
Balance Outstanding, December 31, 2018 |  |  | 1,164,673 |  |  | $ | 6.41 |  |  |  | 5.01 |  |  | $ | - |
Exercisable, December 31, 2018 |  |  | 781,283 |  |  | $ | 5.93 |  |  |  | 4.91 |  |  | $ | - |

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