Stockholders' deficit | NOTE 13: StockholdersÂ’ deficit Preferred Stock On September 11, 2014, the Company amended its Certificate of Incorporation to authorize 10,000,000 shares of preferred stock with a par value of $0.001, the designations, rights and preferences of which is to be determined by the Board of Directors. Authorized share increase On July 8, 2015, the Company filed with the Secretary of State of the State of Nevada a Certificate of Amendment to Articles of Incorporation to increase its authorized number of shares of common stock from 75,000,000 to 150,000,000. The Certificate of Amendment became effective on July 15, 2015 Common Stock On December 31, 2014, the Company amended its employment contract with an executive officer of the Company. Per the agreement the Company granted 110,000 shares at a value of $1.65 per share or $181,500. These shares were issued on January 9, 2015. On December 31, 2014, the Company granted 160,890 shares as a part of conversion of debt. The shares were valued based on the conversion price of $0.20 or $32,178 total value consideration of both principle and interest. These shares were issued on January 9, 2015. On February 20, 2015, the Company entered into a consulting agreement. Per the terms of the agreement the Company issued 128,720 shares of the CompanyÂ’s common stock at a fair value of $0.15 or $19,308. On March 2, 2015, a holder of a note converted a portion of the note. The Company issued 12,077 shares at a value of $0.82 or $10,000. On March 16, 2015, a holder of a note converted a portion of the note. The Company issued 13,889 shares at a value of $0.72 or $10,000. On March 23, 2015, a holder of a note converted principal and interest of a note. The Company issued 15,500 shares at a value of $1.00 or $15,500. On March 27, 2015, a holder of a note converted a portion of the note. The Company issued 14,620 shares at a value of $0.68 or $10,000. On March 31, 2015, a holder of a note converted remaining interest on a note entered into on July 25, 2014. The Company issued 8,750 shares at a value of $0.20 or $1,750. On April 9, 2015, the Company entered into four consulting agreements. Per the terms of the agreements the Company is to issue 10,000 shares, per agreement for a total issuance of 40,000 shares of the CompanyÂ’s common stock at a fair value of $0.85 or $34,000. On April 15, 2015, a holder of a note converted a portion of the note. The Company issued 33,333 shares at a value of $0.45 or $15,000. On April 17, 2015, the Company entered into two consulting agreements. Per the terms of the agreements the Company is to issue 25,000 shares, per agreement for a total issuance of 50,000 shares of the CompanyÂ’s common stock at a value of $1.01 or $50,500. On April 23, 2015, a holder of a note converted a portion of the note. The Company issued 16,502 shares at a value of $0.606 or $10,000. On April 27, 2015, the Company entered into a consulting agreement. Per the terms of the agreement the Company is to issue 150,000 shares of the CompanyÂ’s common stock at a fair value of $0.85 or $127,500. On May 1, 2015, the Company entered into a consulting agreement. Per the terms of the agreement the Company is to issue 30,000 shares of the CompanyÂ’s common stock at a fair value of $0.55 or $16,500. On May 5, 2015, a holder of a note converted a portion of the note. The Company issued 45,045 shares at a value of $0.222 or $10,000. On May 19, 2015, a holder of a note converted a portion of the note. The Company issued 37,879 shares at a value of $0.132 or $5,000. On May 21, 2015, a holder of a note converted a portion of the note. The Company issued 75,758 shares at a value of $0.132 or $10,000. On May 22, 2015, the Company issued to members of the board of directors 1,200,000 shares of the CompanyÂ’s common stock at a value of $0.45 or $540,000. On June 1, 2015, a holder of a note converted a portion of the note. The Company issued 50,505 shares at a value of $0.198 or $10,000. On June 4, 2015, the Company issued to two newly appointed members of the board of directors an aggregate of 200,000 shares, of the CompanyÂ’s common stock at a value of $0.45 or $90,000, shares were issued on June 16, 2015. On June 15, 2015, a holder of a note converted a portion of the note. The Company issued 79,366 shares at a value of $0.126 or $10,000. On June 16, 2015, a holder of a note converted a portion of the note. The Company issued 380,952 shares at a value of $0.105 or $40,000. On June 19, 2015, a holder of a note converted a portion of the note. The Company issued 47,620 shares at a value of $0.21 or $10,000. On June 22, 2015, a holder of a note converted a portion of the note. The Company issued 65,873 shares at a value of $0.126 or $8,300. On June 22, 2015, the Company entered into two consulting agreements. Per the terms of the agreements the Company is to issue one at 25,000 shares and one at 461,539, for the two agreements a total issuance of 486,539 shares of the CompanyÂ’s common stock at a fair value of $0.28 or $136,231. On June 25, 2015, a holder of a note converted a portion of the note. The Company issued 127,011 shares at a value of $0.1181 or $15,000. On June 26, 2015, a holder of a note converted a portion of the note. The Company issued 180,181 shares at a value of $0.1181 or $20,000. On June 29, 2015, a holder of a note converted a portion of the note. The Company issued 219,106 shares at a value of $0.1141 or $25,000. Between May 27, 2015 and June 29, 2015, the Company entered into stock purchase agreements providing for the issuance of an aggregate of 3,776,154 shares of common stock plus warrants to purchase an aggregate of 3,776,154 shares of common stock for aggregate consideration of $490,900. The warrants are exercisable for two years from issuance at a 40% discount to the average closing price of our common stock in the 30 trading days prior to exercise. The stock purchase agreements were not fully funded as of June 30, 2015 and therefore the Company has collected funds and has indicated a stock payable in the amount of $255,900. Warrants The fair value of each award discussed below is estimated on the date of grant using the Black-Scholes valuation model that uses the assumptions noted in the following table. Expected volatilities are based on volatilities from the CompanyÂ’s traded common stock. The risk-free rate for the periods within the contractual life of the option is based on the U.S. Treasury bond rate in effect at the time of the grant for bonds with maturity dates at the estimated term of the options. June 30, 2015 Expected volatility 675.65% Weighted-average volatility 675.65% Expected dividends 0 Expected term (in years) 1.0 Risk-free rate 0.06% Non vested warrants Warrants Weighted average price of warrants Granted, non-vested at June 30, 2015 184,000 $ 0.50 Total granted, non-vested at June 30, 2015 184,000 $ 0.50 Options December 31, 2014 Expected volatility 297.60% Weighted-average volatility 297.60% Expected dividends 0 Expected term (in years) 1.5 Risk-free rate 0.06% Non vested options Options Weighted average price of Options Granted, non-vested at December 31, 2014 35,000 $ 1.65 Total granted, non-vested at December 31, 2014 35,000 $ 1.65 On December 31, 2014, the Company entered into an amended employment agreement with its Chief Executive Officer providing for the grant of options to purchase 35,000 shares at an exercise price of $0.01 per share. The options have a term of 18 months (based on the terms of the agreement) and begin to vest on the first anniversary of the date of grant. Based on the noted Black-Scholes calculation the Company estimated the weighted average price per options noted in the above table. As of June 30, 2015, the options have not vested however management is expensing the value over the vesting period. As of June 30, 2015, the amount expensed is $9,619, and the unrecognized compensation cost is $48,131. |