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9. STOCKHOLDERS' EQUITY
12 Months Ended
Dec. 31, 2019
Stockholders' Equity:  
9. STOCKHOLDERS' EQUITY

Our Board of Directors (the “Board”) may, without further action by our shareholders, from time to time, direct the issuance of any authorized but unissued or unreserved shares of preferred stock in series and at the time of issuance, determine the rights, preferences and limitations of each series. The holders of such preferred stock may be entitled to receive a preference payment in the event of any liquidation, dissolution or winding-up of the Company before any payment is made to the holders of our common stock. Furthermore, the Board could issue preferred stock with voting and other rights that could adversely affect the voting power of the holders of our common stock.

 

Convertible Series A Preferred Stock

 

Our authorized Convertible Series A Preferred Stock, $0.01 par value, consists of 1,000,000 shares. At December 31, 2019 and 2018, there were 510,000 shares issued and outstanding. The Convertible Series A Preferred Stock is convertible at the rate of one share of common stock for one share of Convertible Series A Preferred Stock.

 

Convertible Series B Preferred Stock

 

Our authorized Convertible Series B Preferred Stock, $1,000 stated value, 7.5% cumulative dividend, consists of 4,000 shares. At December 31, 2019 and 2018, there were no shares issued and outstanding, respectively. Each share of Convertible Series B Preferred Stock may be converted (at the holder’s election) into two hundred shares of our common stock.

 

Common Stock

 

In November 2019, we amended our Restated Articles of Incorporation, increasing the number of authorized shares of our Common Stock from 200,000,000 to 250,000,000.

 

During the year ended December 31, 2018, we issued 362,500 shares of common stock valued at $33,500 to members of our Board (see Note 11).

 

In May 2018, we issued 1,877,960 shares of common stock in connection with the conversion of $705,212 of principal and accrued interest outstanding under a Note (see Note 8).

 

During the year ended December 31, 2019, we issued 400,000 shares of common stock valued at $44,000 to members of our board of directors (see Note 11) and 10,000 shares of common stock valued at $1,200 to a consultant.

 

Stock Options

 

In January 2018, we issued options to purchase an aggregate of 100,000 shares of common stock to our Chief Operating Officer, valued at $11,780. The options have an exercise price of $0.12 per share and expire in January 2023. The options were valued using the Black-Scholes model using the following assumptions: volatility: 146%; dividend yield: 0%; zero coupon rate: 2.27%; and a life of 5 years.

 

In January 2018, we issued options to purchase an aggregate of 20,000 shares of common stock to our Scientific Advisory Board members, valued at $1,810 in total. The options have an exercise price of $0.10 per share and expire in January 2028. The options were valued using the Black-Scholes model using the following assumptions: volatility: 147%; dividend yield: 0%; zero coupon rate: 2.41%; and a life of 10 years.

 

In January 2019, pursuant to an employment agreement, we issued options to purchase an aggregate of 250,000 shares of common stock to our Chief Operating Officer, valued at $24,694. The options have an exercise price of $0.11 per share and expire in January 2024. The options were valued using the Black-Scholes model using the following assumptions: volatility: 144%; dividend yield: 0%; zero coupon rate: 2.47%; and a life of 5 years. The value of the options was expensed in the fourth quarter of 2018 and included in accrued expenses at December 31, 2018.

 

In January 2019, we issued options to purchase an aggregate of 50,000 shares of common stock to our Chief Financial Officer, valued at $4,483. The options have an exercise price of $0.10 per share and expire in January 2024. The options were valued using the Black-Scholes model using the following assumptions: volatility: 143%; dividend yield: 0%; zero coupon rate: 2.58%; and a life of 5 years.

 

The following table summarizes stock options outstanding as of December 31, 2019 and 2018:

 

 

 

December 31, 2019

 

 

December 31, 2018

 

 

 

Number of Options

 

 

Weighted Average

Exercise Price

 

 

Number of Options

 

 

Weighted Average

Exercise Price

 

Outstanding, beginning of period   320,000   $0.52    200,000   $0.76 
Granted   300,000    0.11    120,000    0.12 
Exercised   —    —    —    — 
Outstanding, end of period   620,000   $0.32    320,000   $0.52 

 

Options outstanding and exercisable by price range as of December 31, 2019 were as follows:

 

 

Outstanding Options

 

 

Average

Weighted

 

 

Exercisable Options

 

 

Range

 

 

Number

 

 

Remaining

Contractual

Life in Years

 

 

Number

 

 

Weighted

Average

Exercise Price

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 $0.05    20,000    1.03    20,000   $0.05 
 $0.10    70,000    5.22    70,000   $0.10 
 $0.11    250,000    4.01    250,000   $0.11 
 $0.12    100,000    3.03    100,000   $0.12 
 $0.27    40,000    5.01    40,000   $0.27 
 $0.55    100,000    6.10    100,000   $0.55 
 $2.10    40,000    0.01    40,000   $2.10 
    620,000    4.04    620,000   $0.32 

 

Stock Warrants

 

               In November 2018, we issued a warrant to purchase 250,000 shares of common stock to the CEO at an exercise price of $0.08 per share pursuant to his employment agreement with the Company. The warrant was valued at approximately $18,000 and has a term of 5 years. We utilized the Black-Scholes method to fair value the warrant received by the CEO with the following assumptions: volatility, 142%; expected dividend yield, 0%; risk free interest rate, 2.95%; and a life of 5 years. The grant date fair value of each share of common stock underlying the warrant was $0.07.

 

In January 2019, we issued a warrant to purchase 1,000,000 shares of common stock to the CEO at an exercise price of $0.10 per share pursuant to an employment agreement. The warrant was valued at $89,654 and has a term of 5 years. We utilized the Black-Scholes model to fair value the warrant received by the CEO with the following assumptions: volatility, 143%; expected dividend yield, 0%; risk free interest rate, 2.58%; and a life of 5 years. The grant date fair value of each share of common stock underlying the warrant was $0.09.

 

In January 2019, we issued a warrant to purchase 250,000 shares of common stock to an employee at an exercise price of $0.12 per share. The warrant was valued at $21,931 and has a term of 3 years. We utilized the Black-Scholes model to fair value the warrant received by the employee with the following assumptions: volatility, 148%; expected dividend yield, 0%; risk free interest rate, 2.55%; and a life of 3 years. The grant date fair value of each share of common stock underlying the warrant was $0.09. The value of the warrants was expensed in the fourth quarter of 2018 and included in accrued expenses at December 31, 2018.

 

In April 2019, we issued a warrant to purchase 50,000 shares of common stock to an employee at an exercise price of $0.14 per share. The warrant was valued at $6,116 and has a term of 5 years. We utilized the Black-Scholes model to fair value the warrant received by the employee with the following assumptions: volatility, 134%; expected dividend yield, 0%; risk free interest rate, 2.32%; and a life of 5 years. The grant date fair value of each share of common stock underlying the warrant was $0.12.

 

The following table summarizes the outstanding common stock warrants as of December 31, 2019 and 2018:

 

 

 

December 31, 2019

 

 

December 31, 2018

 

 

 

 Number of Warrants

 

 

 Weighted Average

Exercise Price

 

 

 Number of Warrants

 

 

 Weighted Average

Exercise Price

 

Outstanding, beginning of period   26,550,611   $0.34    35,501,411   $0.33 
Granted   1,300,000    0.11    250,000    0.08 
Exercised   -    -    -    - 
Expired   (10,610,088)   (0.23)   (9,200,800)   (0.30)
Outstanding, end of period   17,240,523   $0.39    26,550,611   $0.34 

 

Warrants outstanding and exercisable by price range as of December 31, 2019 were as follows: 

 

 

Outstanding Warrants

 

 

 

 

 

Exercisable Warrants

 

 

Exercise Price

 

 

Number

 

 

Average Weighted

Remaining Contractual

Life in Years

 

 

Number

 

 

Weighted Average

Exercise Price

 

 $0.08    250,000    3.90    250,000   $0.08 
 $0.10    1,265,000    3.76    1,265,000   $0.10 
 $0.12    3,750,000    2.92    3,750,000   $0.12 
 $0.14    50,000    4.30    50,000   $0.14 
 $0.17    10,000    2.82    10,000   $0.17 
 $0.27    250,000    2.00    250,000   $0.27 
 $0.29    4,615,525    2.16    4,615,525   $0.29 
 $0.30    2,200,000    0.67    2,200,000   $0.30 
 $0.32    250,000    1.75    250,000   $0.32 
 $0.42    250,000    1.50    250,000   $0.42 
 $0.50    250,000    1.25    250,000   $0.50 
 $0.55    100,000    1.08    100,000   $0.55 
 $0.69    999,998    0.22    999,998   $0.69 
 $1.00    3,000,000    0.34    3,000,000   $1.00 
    17,240,523    1.81    17,240,523   $0.39 
         
         

 

There were no unvested warrants outstanding as of December 31, 2019.