Sale Leaseback Transaction Disclosure [Text Block] | NOTE 7 STOCKHOLDERS’ EQUITY As of September 30, 2017 and December 31, 2016, the Company had 112,564,118 and 111,512,001 shares of common stock issued and outstanding, respectively, and the Company had 160,000 shares of Series A Convertible Preferred Stock issued at $10 per share, paying a 5% cumulative annual dividend and convertible at 0.1754 per share of common stock. In January 2017, the Company sold 357,143 shares of common stock of the Company and 40,000 warrants to purchase the Company’s common stock to an accredited investor for net proceeds of $50,000. The warrants have a term of five years, an exercise price of $0.25 per share and are subject to anti-dilution protection, as defined. In January 2017, the Company issued 41,666 shares of its common stock in payment for consulting services at a fair value of $6,625. In February 2017, the Company issued 41,666 shares of its common stock in payment for consulting services at a fair value of $5,333. In March 2017, the Company issued 41,666 shares of its common stock in payment for consulting services at a fair value of $5,917. In April 2017, the Company issued 41,674 shares of its common stock in payment for consulting services at a fair value of $7,126. In May 2017, the Company issued 528,302 shares of its common stock upon the cashless exercise of outstanding warrants to purchase 1,000,000 shares of common stock. In September 2017, the Company received proceeds of $1,450,000 in common stock subscription for the sale of 10,714,286 common shares at $0.14 per share. Options As of September 30, 2017 and December 31, 2016, the Company has outstanding options to purchase 26,277,057 and 25,731,207 shares of common stock, respectively. Intrinsic Wtd Avg. Value Number of Wtd Avg. Remaining of Options Exercise Price Term Exercisable Options Outstanding at December 31, 2016 25,731,207 $ 0.20 3.34 15,091,366 $ 1,161,244 Granted 1,450,000 0.16 5.00 - Forfeited/Expired (904,150 ) 0.35 Outstanding at September 30, 2017 26,277,057 $ 0.19 2.79 17,525,518 $ 1,167,670 On January 17, 2017, the Company granted 100,000 options, which vest 50% after one year and 2.08% every month thereafter, have an exercise price of $0.159, and expire on January 17, 2022. The value on the grant date of the options was $11,119. On March 10, 2017, the Company granted 100,000 options, which vest 50% after one year and 2.08% every month thereafter, have an exercise price of $0.145, and expire on March 10, 2022. The value on the grant date of the options was $12,541. On July 10, 2017, the Company granted 1,250,000 employee options (including 1,000,000 of which to a board director) with an exercise price of $0.166 per share and expiration date five years from the date of grant, of which 1,000,000 options vested immediately and 250,000 options vest 50% after approximately nine months, with an additional 4.17% vesting every month thereafter. Option grants during the nine months ended September 30, 2017 were valued using the Black-Scholes pricing model. Significant assumptions used in the valuation include expected term of 2.50 to 3.50 years, expected volatility of 169.46% to 175.56%, risk free interest rate of 1.42% to 1.66%, and expected dividend yield of 0%. For the three and nine months ended September 30, 2017 and 2016, total stock compensation expense related to the options totaled $78,746 and $503,779 and $166,111 and $706,230, respectively. The outstanding unamortized stock compensation expense related to options was $166,086 (which will be recognized through March 2020) as of September 30, 2017. Warrants Below is a table summarizing the Company’s outstanding warrants as of September 30, 2017 and December 31, 2016: Intrinsic Wtd Avg. Value Number of Wtd Avg. Remaining of Warrants Exercise Price Term Warrants Outstanding at December 31, 2016 63,433,041 $ 0.15 3.55 $ 3,662,610 Granted 790,000 0.11 4.37 Exercised (1,000,000 ) 0.10 Forfeited/Expired (168,036 ) 0.49 Outstanding at September 30, 2017 63,055,005 $ 0.15 2.82 $ 3,669,807 In January 2017, the Company issued 40,000 warrants with an exercise price of $0.25 in connection with the sale of the Company’s common stock. The five-year warrants also contain a provision that the warrant exercise price will automatically be adjusted for any common stock equity issuances at less than $0.25 per share. In January 2017, in exchange for services rendered, the Company issued 250,000 warrants to purchase shares of the Company’s common stock with an exercise price of $0.12 per share that vested immediately. The fair value on the grant date of the warrants was $29,433. In April 2017, the Company issued 500,000 warrants with an exercise price of $0.10 in connection with issuance of a convertible note. The-five year warrants also contain a provision that the warrant exercise price will automatically be adjusted for any common stock equity issuances at less than $0.10 per share. (Note 6) The warrant grants for services during the nine months ended September 30, 2017 were valued using the Black-Scholes pricing model. Significant assumptions used in the valuation include expected term of 3.0 years, expected volatility of 175.64%, risk free interest rate of 1.48%, and expected dividend yield of 0%. For the three and nine months ended September 30, 2017 and 2016, the Company has incurred warrant-based expense of $12,762 and $71,545 and $58,599 and $206,722, respectively. The outstanding unamortized stock compensation expense related to warrants was $5,572 (which will be recognized through March 2018) as of September 30, 2017. Restricted stock units (“RSU”) The following table summarizes the restricted stock unit activity for the nine months ended September 30, 2017: Restricted stock units issued as of January 1, 2017 1,252,620 Granted 2,655,851 Total Restricted stock units issued at September 30, 2017 3,908,471 Vested at September 30, 2017 1,918,471 Unvested restricted stock units as of September 30, 2017 1,990,000 On August 10, 2017, the Company amended 402,297 RSUs granted on February 23, 2017 for accrued and unpaid compensation for the period from December 1, 2016 through March 31, 2017 in the amount of $66,379. The RSUs as amended, vest upon the earlier of (i) on July 1, 2017 provided that service is not terminated and (ii) and the date of a meeting of the stockholders of the Company at which the director, being willing and available to serve as a director, is nominated for election but is not reelected by the stockholders. The settlement date for such RSUs, as amended, is the earlier of (i) July 1, 2024 or (ii) the date on which the Company undergoes a change of control. On August 10, 2017, the Company amended 263,554 RSUs granted June 22, 2017 for accrued and unpaid compensation for the period from April 1, 2017 through June 30, 2017 in the amount of $43,486. The RSUs, as amended, vest upon the earlier of (i) on July 1, 2017 provided that service is not terminated and (ii) and the date of a meeting of the stockholders of the Company at which the director, being willing and available to serve as a director, is nominated for election but is not reelected by the stockholders. The settlement date for such RSUs, as amended, is the earlier of (i) July 1, 2024 or (ii) date on which the Company undergoes a change of control during the seven-year term of the award. In connection with the issuance of the above described RSUs as payment for accrued compensation, the Company reclassified to equity the settled aggregate salary accrual of $102,083 and recorded addition compensation costs of $7,782 during the nine months ended September 30, 2017. Out of the total settled accrued salary of $102,083 during nine months ended September 30, 2017, $14,583 was for the compensation accrued as of December 31, 2016 and $87,500 was for compensation expense earned during the nine months ended September 30, 2017. Due to the August 10, 2017 modification to the 602,620 RSU’s granted in 2016, the Company recorded an incremental expense of $26,515 in current period. On June 22, 2017, the Company granted 665,000 RSUs for services provided by a board member. The RSUs vest upon the earlier of (i) on July 1, 2018 provided that service is not terminated and (ii) and the date of a meeting of the stockholders of the Company at which the director, being willing and available to serve as a director, is nominated for election but is not reelected by the stockholders. The settlement date for such RSUs is (i) July 1, 2024 or (ii) the date on which the Company undergoes a change of control during the seven-year term of the award. On August 10, 2017, the Company granted 415,000 RSUs to each of Alexandre Zyngier, Ernest Purcell and Anthony Coelho for their continued service on the Board of Directors and 40,000 RSUs to each Alexandre Zyngier and Ernest Purcell for their continued service as the chairs of committees of the Board of Directors (for an aggregate grant of 1,325,000 RSUs). Such RSUs vest upon the first to occur of the following: (i) April 30, 2018 provided that the director’s service with the Company has not terminated prior to such date and (ii) the date of a meeting of the stockholders of the Company at which the director, being willing and available to serve as a director, is nominated for election but is not reelected by the stockholders. The settlement date for such RSUs is the earlier of (i) April 30, 2024 or (ii) the date on which the Company undergoes a change of control. On August 10, 2017, the Company amended the terms of an aggregate of 650,000 RSUs previously granted in 2016. The vesting terms were amended from conditional based on a change of control to vesting as of July 1, 2017. The settlement date for such RSUs, as amended, in the earlier of (i) July 1, 2024 or (ii) the date on which the Company undergoes a change of control. The Company recorded the fair value of the previously issued RSUs of $107,250 as a charge to current period operations. For the three and nine months ended September 30, 2017 and 2016, the Company has incurred RSU-based expense of $213,281 and $315,364 (of which $14,583 related to settlement of prior year accrued compensation and $300,781 to current year RSU related expense) and $0 and $0, respectively. The outstanding unamortized stock compensation expense related to RSU was $281,584 (which will be recognized through July 2018) as of September 30, 2017. |