| Stockholders' Equity | (5) STOCKHOLDERS’ EQUITY Common Stock Effective December 6, 2018, three
existing stockholders have contributed to the Company a portion of their common shares held at a repurchase price to the Company of $0.05
per share. The Company has cancelled the acquired shares, which decreased the outstanding common shares on the books of the Company. The
total number of common shares canceled/retired was 8,000,000. The total liability related to the repurchase of these shares is $400,000,
with repayment contingent on a major financing event. During August 2020, the Company
awarded members of the Board of Directors a total of 1,500,000 shares of the Company’s common stock, in lieu of director cash compensation.
The stock awards vested 25% on the date of grant and the remainder of the shares vested equally over the three months following the date
grant. As of March 31, 2021, all grant shares were 100% vested. Using a fair value stock price of $0.0223 per share, the transaction resulted
in a compensation expense of $33,450, which was fully recognized during the year ended March 31, 2021. On October
5, 2020, the Company granted one of its consultants 280,000 shares of the Company’s common stock in exchange for services performed.
The shares vested upon issuance, and the Company is under no obligation to register the restricted shares. Using a fair value stock price
of $0.0223 per share, the transaction resulted in a consulting expense of $6,244, which was fully recognized during the year ended March
31, 2021. On November
10, 2020, the Company issued a private placement memorandum offering to raise up to $1,000,000 through the issuance of restricted shares
of the Company’s common stock (par value $0.001) to qualified investors. As of March 31, 2021, the Company had received subscription
agreements from related parties, which are family members and business associates of a significant stockholder for 500,000 common shares
at a purchase price of $1 per share, with proceeds to the Company totaling $500,000. Warrants to Purchase Common
Stock Effective
April 3, 2020, the related party, note payable and line of credit agreement with the Chairman of the Board of Directors and a stockholder
(see Note 6) was amended to include a formal provision that provides the related party lender with common stock warrants upon the lenders
extension of a maturity due date or upon the loaning of additional monies. The number of warrants issued will be based on the following
formula: 10,000 warrants per month the due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including
interest) at the time of the extension (rounded to the nearest whole warrant). Effective April 3, 2020, the number of warrants to be issued
upon the loaning of additional monies is 2 warrants for each dollar loaned. In addition,
Mr. Dickman, the holder of the related party, unsecured promissory notes (see Note 6) has informed the Company that, at such time the
Company requests either an extension or additional monies from the lender, in addition to interest, the lender will require 10,000 warrants
per month the due date is extended plus 1 warrant for every $2 of the principal balance outstanding (not including interest) at the time
of the extension (rounded to the nearest whole warrant). Upon the loaning of additional monies, the lender will also require 2 warrants
for each dollar loaned. On October
1, 2020, the related party, note payable and line of credit agreement with Radiant Life, LLC, an entity partially owned by the Chairman
of the Board of Directors (see Note 6) was amended to include a formal provision that provides the related party lender with common stock
warrants upon the lenders extension of a maturity due date or upon the loaning of additional monies. The number of warrants issued will
be based on the following formula: 10,000 warrants per month the due date is extended plus 1 warrant for every $2 of the principal balance
outstanding (not including interest) at the time of the extension (rounded to the nearest whole warrant). In addition, the number of warrants
to be issued upon the loaning of additional monies is 2 warrants for each dollar loaned. In this amendment, the due date was extended
from August 31, 2021 to November 30, 2022 or at the immediate time when alternative financing or other proceeds are received. As per the
provision outlined above, and in conjunction with the extension of the due date of the agreement, the Company also agreed to provide the
Radiant Life, LLC with warrants for 579,754 shares of common stock at an exercise price of $0.05 per share. The warrants have a 5-year
exercise window from the date of the extension agreement. As of
March 31, 2021 and 2020, the Company held outstanding warrants to related parties totaling 3,488,754 and 1,702,000, respectively. All
warrants have an exercise price of $0.05 per share, a five-year life as of the date of grant and expire between November 2024 and October
2025. The estimated fair value of the warrants on the date of grant, as calculated by the Black-Scholes-Merton valuation model, was not
significant. The inputs used in this calculation included a fair value of $0.0223 per share, a risk-free rate of 0.23% to 1.67%, volatility
of 20% to 123% and a dividend rate of 0%. The average remaining outstanding life of the warrants as of March 31, 2021, was 4.13 years.
The shares of common stock issuable upon exercise of the warrants are not registered with the Securities and Exchange Commission and the
holders of the warrants do not have registration rights with respect to the warrants or the underlying shares of common stock. |
