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STOCKHOLDERS’ EQUITY
 9 Months Ended
Jul. 31, 2024
Equity [Abstract]  
STOCKHOLDERS’ EQUITY

NOTE 10 – STOCKHOLDERS’ EQUITY

 

Common Shares

 

On November 11, 2023, the Company entered into an agreement with a vendor to provide marketing and distribution services for a period of six months, with compensation in the form of 200,000 shares. The Company issued the vendor 200,000 common shares at a fair market value price of $0.48 per share for a total amount of $95,200; this amount was recognized as marketing fees in the first and second quarters of 2024.

 

On December 18, 2023, December 29, 2023 and January 12, 2024, the Company issued conversion shares which numbered 367,858, 367,858 and 367,858, respectively, at fair values per share of $0.34, $0.31 and $0.29, respectively, for total amounts of $125,072, $114,036 and $105,575, with cash payments of $36,698, $35,837 and $49,935 made to the investor for the difference between the monthly conversion price and the floor price listed in the most recent amendment to the agreement (see Note 9). Additionally, losses in the amounts of $36,770, $24,873 and $30,510, respectively, were recognized for the difference between the value of the shares issued and the principal payment amounts.

 

On February 1, 2024, February 16, 2024, March 22, 2024 and April 2, 2024, the Company issued conversion shares numbering 1,839,286, 858,333, 858,333 and 5,149,997, respectively, at fair values per share of $0.24, $0.13, $0.10 and $0.17, respectively, for total amounts of $441,428, $113,300, $84,117 and $881,165, with a cash payment of $32,247 made to the investor for the difference between the monthly conversion price and the floor price listed in the most recent amendment to the agreement for the February 16, 2024 conversion (see Note 9). Additional shares of 2,395,911 and 351,507, respectively, were issued on February 1, 2024 and April 15, 2024, respectively, at fair values of $0.24 and $0.63, respectively, for total amounts of $574,779 and $221,449, respectively; these share issuances were made in lieu of additional cash payments related to the February 1, 2024 and March 22, 2024 principal payment conversions. Additionally, losses in the amounts of $391,447, $20,547, $180,566 and $131,165, respectively, were recognized for the difference between the value of the shares issued and the principal payment amounts.

 

On February 2, 2024 and February 5, 2024, the Company made principal payments towards the second tranche in the amounts of $275,000 and $275,000, respectively, which it converted into shares at 103% for conversion amounts of $283,250 and $283,250, respectively. Conversion shares were issued numbering 1,888,333 and 1,888,334, respectively, at fair values per share of $0.17 and $0.18, respectively, for total amounts of $323,094 and $339,334, respectively. Additionally, losses in the amounts of $48,094 and $64,334, respectively, were recognized for the difference between the value of the shares issued and the principal payment amounts.

 

On March 20, 2024, the Company issued 100,000 shares of common stock to a consultant as a settlement for non-performed marketing services per an agreement dated November 2021; such shares were issued at a fair value of $0.11 per share for a total value of $10,500.

 

 

On March 26, 2024, the Company entered into an agreement with consultants to provide marketing services; the agreement has an effective date of April 26, 2024 and a term from April 1, 2024 through June 30, 2024. The terms provide for a one-time cash payment of $100,000 or, in lieu of a cash payment, the Company may elect to complete a one-time equity issuance in the form of 1,000,000 shares of common stock, as well as three monthly cash payments totaling $30,000 to be paid in the first fiscal half of 2024. The Company issued one million shares of common stock at a fair value of $0.37 per share for a total amount of $368,000.

 

On April 16, 2024 and April 24, 2024, the Company issued 750,000 shares of common stock and 750,000 shares of common stock respectively, to the April 2024 Investors as and for a commitment fee in connection with the April 2024 Financings. The commitment shares were issued at fair values of $0.49 per share and $0.40 per share, respectively, for values totaling $366,000 and $301,500, respectively.

 

On April 29, 2024, the Company entered an agreement with consultants to provide marketing services; the agreement has a term from April 29, 2024 through October 29, 2024. The terms provide for a $30,000 cash payment and the issuance of 600,000 shares of common stock. The Company issued 600,000 shares of common stock at a fair value of $0.37 per share for a total amount of $220,800.

 

Warrants

 

October 2023 SPA with Warrants

 

On October 4, 2023 and December 29, 2023, the Company entered into placement agent agreements with Spartan (see Note 8 for further information) for their role in connection with the two tranche fundings related to the October 2023 SPA; among other things, the agreements provide the agent with equity-classified warrants to purchase a number of common shares equal to 5% of the number of common shares initially issuable upon conversion of each note tranche. For the first tranche, the Company issued to Spartan warrants to purchase 83,333 shares of common stock with a fair value of $38,029; the factors used to determine fair value were a share price of $0.55, an exercise price of $1.32, an expected term of 5 years, annualized volatility of 137.10%, a dividend rate of zero percent and a discount rate of 4.72%. For the second tranche, the Company issued to Spartan warrants to purchase 55,000 common shares of common stock with a fair value of $14,753; the factors used to determine fair value were a share price of $0.32, an exercise price of $0.55, an expected term of 5 years, annualized volatility of 137.10%, a dividend rate of zero percent and a discount rate of 3.93%.

 

On January 2, 2024, the second tranche of the October 2023 SPA was funded (see Note 9 for further information); in connection with this funding, the Company issued to the investor equity warrants to purchase up to 445,564 shares of common stock with an aggregate relative fair value of $98,708; the factors used to determine fair value were a share price of $0.32, an exercise price of $0.50, an expected term of 5 years, annualized volatility of 137.10%, a dividend rate of zero percent and a discount rate of 3.93%.

 

June 2024 SPA with Warrants

 

On June 27, 2024, the Company entered into the June 2024 SPA with the June 2024 Investors (see Note 9 above); pursuant to the terms and conditions of the agreement, in consideration for providing financing, the Company issued to each June 2024 Investor a warrant to purchase 744,602 shares of the Company’s common stock, at an initial exercise price of $0.39525 per share. The June 2024 Warrants (which are for the purchase of an aggregate 1,489,204 common shares) were recorded as equity warrants with an aggregate relative fair value of $257,701; the factors used to determine fair value were a share price of $0.30, an exercise price of $0.39525, an expected term of 5 years, annualized volatility of 132.52%, a dividend rate of zero percent and a discount rate of 4.29%.

 

 

A summary of the warrant activity during the nine months ended July 31, 2024 is presented below:

 

           Weighted     
       Weighted   Average     
   Number of   Average Exercise   Remaining Life     
   Warrants   Price   in Years   Intrinsic Value 
Outstanding November 1, 2023   1,766,702   $1.12    7.3   $- 
Issued   2,073,101    0.46    4.8    - 
Outstanding, July 31, 2024   3,839,803   $0.76    4.0   $98,800 
                     
Exercisable, July 31, 2024   3,839,803   $0.76    4.0   $98,800 

 

A summary of outstanding and exercisable warrants as of July 31, 2024 is presented below:

 

Warrants Outstanding   Warrants Exercisable 
        Weighted     
        Average     
Exercise   Number of   Remaining   Number of 
Price   Shares   Life in Years   Shares 
$0.01    400,000    3.7    400,000 
$1.50    400,000    0.4    400,000 
$3.30    100,000    3.7    100,000 
$1.20    866,702    4.2    866,702 
$1.32    83,333    4.2    83,333 
$0.50    445,564    4.4    445,564 
$0.55    55,000    4.4    55,000 
$0.40    1,489,204    4.9    1,489,204 
      3,839,803    4.0    3,839,803 

 

Stock Options

 

A summary of the option activity during the nine months ended July 31, 2024 is presented below:

 

       Weighted   Weighted Average     
   Number of   Average   Remaining Life     
   Options   Exercise Price   in Years   Intrinsic Value 
                 
Outstanding, November 1, 2021   120,000   $0.52    4.0   $- 
Issued   -    -    -    - 
Outstanding July 31, 2024   120,000   $0.52    4.0   $- 
                     
Exercisable, July 31, 2024   105,000   $0.52    4.0   $- 

 

 

A summary of outstanding and exercisable options as of July 31, 2024 is presented below:

 

 Options Outstanding    Options Exercisable 
           Weighted Average      
 Exercise Price    Number of Shares    Remaining Life in Years    Number of Shares 
$0.52    120,000    4.0    120,000 
      120,000         120,000 

 

On August 15, 2023, the Company issued five-year options to purchase 120,000 shares of the Company’s common stock to a consultant of the Company, pursuant to the Plan. The options have an exercise price of $0.52 per share and vest monthly over a period of 24 months, beginning on the vesting commencement date, which is May 1, 2022 per the option agreement. The options have a grant date fair value of $55,711, which will be recognized over the vesting term.

 

The assumptions used in the Black-Scholes valuation method for these options issued in 2023 were as follows:

 

Risk free interest rate   4.36%
Expected term (years)   5.0 
Expected volatility   137.1%
Expected dividends rate   0%