STOCKHOLDERS' EQUITY (DEFICIT) | NOTE 5 STOCKHOLDERS’ EQUITY (DEFICIT) Preferred Stock As of March 31, 2017, the Company has 5,000,000 shares of preferred stock, par value $0.001, authorized and 410,000 shares issued and outstanding. On December 11, 2009, the Company filed a Certificate of Designation with the State of Nevada, to designate 500,000 shares of preferred stock as Series B Convertible Preferred Stock (“Series B Convertible Preferred Stock”). Effective November 5, 2014, the number of shares designated as Series B Convertible Preferred Stock was increased to 1,000,000 shares. Each share of Series B Convertible Preferred Stock has a par value of $0.001, and a stated value equal to $5.00 (“Stated Value”). Holders of the Series B Convertible Preferred Stock are entitled to receive dividends or other distributions with the holders of the common stock of the Company on an as converted basis when, as, and if declared by the directors of the Company. Holders of the Series B Convertible Preferred Stock are entitled to convert each share of the Series B Convertible Preferred Stock into fifty (50) shares of common stock. Upon any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, holders of the Series B Convertible Preferred Stock are entitled to receive out of the assets, whether capital or surplus, of the Company an amount equal to the Stated Value, pro rata with the holders of the common stock. Class A Common Stock As of March 31, 2017, the Company has 50,000,000 shares of Class A common stock, par value $0.001, authorized and no shares issued and outstanding. In October 2003, the Company issued 50,000,000 shares of Class A common stock at par value ($50,000). These shares were converted into 50,000,000 shares of common stock in 2006. Common Stock The Company was incorporated on December 18, 2002, with 45,000,000 shares of Common Stock, par value $0.001, authorized. The Articles of Incorporation were amended in 2006 to increase the number of authorized shares to 100,000,000 shares, and in 2009 to increase the number of authorized shares to 200,000,000. As a result of a screener's error, the Company previously disclosed in its Quarterly Report on Form 10-Q for the quarters ended September 30, 2015 and December 31, 2015 that it increased the number of authorized shares of common stock to 300,000,000. On March 31, 2016, our Board of Directors approved an amendment (the “Amendment”) to the Company’s Articles of Incorporation to increase the total number of shares of authorized capital stock to 305,000,000 shares, par value $0.001 per share, consisting of (i) 300,000,000 shares of Common Stock, up from 200,000,000 shares of Common Stock, and (ii) 5,000,000 shares of Preferred Stock, subject to shareholder approval (the “Proposal”). On March 31, 2016, a majority of the Company’s stockholders approved the Amendment. The Company filed a definitive information statement on Schedule 14C with the Securities and Exchange Commission on May 4, 2016 (the “Information As of March 31, 2017, the Company has 225,452,799 shares of common stock issued and outstanding. During the three months ended September 30, 2015, the Company sold for cash 2,150,000 shares of common stock and warrants to purchase: (i) 2,687,500 shares at $0.70 per share, and (ii) 1,354,500 shares at $1.00 per share, for net proceeds of $214,633. The warrants expired at various times through June 2016. During the three months ended December 31, 2015, the Company sold for cash 5,242,000 shares of common stock and warrants to purchase: (i) 3,276,250 shares at $0.70 per share, and (ii) 1,651,230 shares at $1.00 per share, for net proceeds of $261,477. The warrants expired at various times through October 28, 2016. During the three months ended March 31, 2016, the Company sold for cash 2,140,000 shares of common stock and warrants to purchase: (i) 1,337,500 shares at $0.70 per share, and (ii) 674,100 shares at $1.00 per share, for net proceeds of $106,771. The warrants expire at various times through January 15, 2018. During the three months ended June 30, 2016, the Company sold for cash 7,590,000 shares of common stock and warrants to purchase: (i) 4,743,750 shares at $0.70 per share, and (ii) 2,390,850 shares at $1.00 per share, for net proceeds of $378,784. The warrants expire at various times through January 15, 2018. During the three months ended June 30, 2016, the Company authorized to be issued 5,000,000 shares of common stock for consulting services valued at $550,000, based on the stock price at the time of the respective agreements underlying the services provided. During the three months ended September 30, 2016, the Company sold for cash 3,030,000 shares of common stock and warrants to purchase: (i) 1,893,750 shares at $0.70 per share, and (ii) 954,450 shares at $1.00 per share, for net proceeds of $151,016. The warrants expire at various times through January 15, 2018. During the three months ended September 30, 2016, the Company authorized to be issued 1,669,633 shares of common stock for consulting services valued at $84,400, based on the stock price at the time of the respective agreements underlying the services provided. During the three months ended December 31, 2016, the Company sold for cash 5,570,000 shares of common stock and warrants to purchase: (i) 3,481,250 shares at $0.70 per share, and (ii) 1,754,550 shares at $1.00 per share, for net proceeds of $282,859. The warrants expire at various times through January 31, 2018. During the three months ended March 31, 2017, the Company sold for cash 2,450,000 shares of common stock and warrants to purchase: (i) 1,531,250 shares at $0.70 per share, and (ii) 771,750 shares at $1.00 per share, for net proceeds of $122,272.50. The warrants expire at various times through September 27, 2018. During the three months ended March 31, 2017, the Company issued 2,423,000 shares of common stock for consulting services valued at $290,070, based on the stock price at the time of the respective agreements underlying the services provided. Warrants From time to time the Company granted warrants in connection with private placements of securities, as described herein. In July 2015, as consideration for a consulting agreement, the Company issued warrants to purchase 300,000 shares of its common stock at an exercise price of $0.01 per share. The warrants are fully vested and exercisable for five-years. The Company valued the warrants using the Black-Scholes method with the following criteria: stock price of $0.14; volatility 150%; term 5 years; and risk-free rate of 1.71%. The criteria yielded a per-warrant value of $0.14, resulting in a total value of $42,000 for the 300,000 warrants. The Company recorded the charge to consulting expense over the three-month term of the consulting agreement. During the three months ended September 30, 2016, the Company recorded a charge of $35,000 to consulting expense, which is included in other general and administrative expenses in the condensed consolidated statement of operations. In April 2016, as partial consideration for consulting services rendered, the Company authorized to be issued warrants to purchase 1,000,000 shares of its common stock at an exercise price of $0.03 per share (“$0.03 Warrants”), and 2,000,000 warrants to purchase shares of its common stock at an exercise price of $0.08 per share (“$0.08 Warrants,” and, together with the $0.03 Warrants, the “Warrants”). The Warrants are fully vested and exercisable for three-years. The Company valued the Warrants using the Black-Sholes option pricing model with the following criteria: stock price of $0.11; volatility 136%; term 3 years; and risk-free rate of 0.92%. The criteria yielded a per-warrant value of $0.10 for the $0.03 Warrants, and a per-warrant value of $0.09 for the $0.08 Warrants, resulting in a total value of $280,000 for the Warrants. The expense has been included in other general and administrative expenses in the consolidated statement of operations. As of March 31, 2017 and June 30, 2016, the following is a breakdown of the warrant activity: March 31, 2017: Outstanding - June 30, 2016 12,540,199 Issued 10,387,000 Exercised - Expired (2,895,200 ) Outstanding - March 31, 2017 20,031,999 June 30, 2016: Outstanding - June 30, 2015 29,475,626 Issued 21,415,680 Exercised - Expired (38,351,107 ) Outstanding - June 30, 2016 12,540,199 At March 31, 2017, all of the 20,031,999 warrants are vested and 16,731,999 warrants expire at various times through September 2018, 3,000,000 warrants expire in September 2019, and 300,000 warrants expire in July 2020. |