Stockholders' equity and share-based compensation | Note 9 - Stockholders equity and share-based compensation The Company was originally authorized to issue 100,000,000 shares of $0.001 par value common stock and 100,000,000 shares of $0.001 par value preferred stock. As of June 30, 2015, the Company had 126,575,282 shares of common stock issued and outstanding and no shares of preferred stock issued or outstanding. On March 16, 2015, the Company sold 400,000 shares of its common stock for gross cash proceeds of $50,000 to a non-related entity. Restricted Stock Units The Company measures all employee share-based payment awards using a fair-value method. The Company has a policy of issuing new shares to satisfy stock option exercises and issuance of stock awards. A summary of the Companys Restricted Stock Unit (RSU) activity and related information for 2015 and 2014, is as follows: Number Of RSUs Weighted-Average Grant Date Fair Value Per Share Balance at December 31, 2014 0 $ 0.00 Granted 5,050,000 $ 0.16 Exercised 0 $ 0.00 Vested 3,352,777 $ 0.16 Cancelled 0 $ 0.00 Balance at June 30, 2015 5,050,000 $ 0.16 On April 24, 2015, the Company issued 1,000,000 shares of its common stock as Restricted Stock Units to a director of a subsidiary company as compensation. The fair market value of the common stock on the date of issuance was $0.17 per share. The first portion of 25%, or 250,000 shares, vested immediately upon issuance. The remaining 750,000 shares vest in equal performance-based installments. The Company recognized compensation expense related to this issuance of $42,500 during the three-month period ended June 30, 2015. On May 1, 2015, the Company issued an aggregate of 1,550,000 shares of its common stock as Restricted Stock Units to employees as incentive compensation. The fair market value of the common stock on the date of issuance was $0.16 per share. The RSUs vest in three equal annual installments, with the first portion of 602,777 shares immediately vested, upon which the Company recognized compensation expense in the amount of $13,778 during the three-month period ended June 30, 2015. On May 1, 2015, the Company issued 500,000 shares of its common stock as Restricted Stock Units to an employee as incentive compensation. The fair market value of the common stock on the date of issuance was $0.16 per share. The shares were vested immediately upon issuance and recognized compensation expense in the amount of $80,000 during the three-month period ended June 30, 2015. On May 1, 2015, the Company issued 2,000,000 shares of its common stock as Restricted Stock Units to an employee as incentive compensation for performance. The fair market value of the common stock on the date of issuance was $0.16 per share. As of June 30, 2015, the shares were not issued and are considered to be a common stock payable in the amount of $320,000. The Company recognized compensation expense in the amount of $320,000 during the three-month period ended June 30, 2015. Total stock-based compensation expense in connection with restricted stock units granted to employees recognized in the consolidated statement of operations for the six-month periods ended June 30, 2015 and 2014 was $456,278 and $0, respectively. Warrants and Options All stock options have an exercise price equal to the fair market value of the common stock on the date of grant. The fair value of each option award is estimated using a Black-Scholes option valuation model, which requires the input of certain highly subjective assumptions including expected term, risk free interest rate, stock price volatility and dividend yield. The Company has not paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future. Consequently, the Company uses an expected dividend yield of zero in the Black-Scholes-Merton option valuation model. Volatility is an estimate based on the calculated historical volatility of similar entities in industry, in size and in financial leverage, whose share prices are publicly available.Expected term represents the estimated time from the date of the grant until the date of exercise and is based on the simplified method provided in the Securities Exchange Commissions Staff Accounting Bulletin No. 107, which calculates the expected term as the midpoint between the vesting date and the end of the contractual term of the option. The Company bases the risk-free interest rate used in the Black-Scholes-Merton option valuation model on the implied yield currently available on U.S. Treasury issues with an equivalent remaining term equal to the expected life of the award. The underlying assumptions used in our Black-Scholes pricing model for these options include: Expected dividend yield 0 % Expected volatility range 234-358 % Expected term (in years) 3 years Risk-free interest rate 0.91 % As of December 31, 2013, there were no warrants or options outstanding to acquire any additional shares of common stock. The following is a summary of the Companys stock option activity: Number Of Shares Weighted-Average Exercise Price Outstanding at December 31, 2014 11,736,900 $ 0.29 Granted 1,230,000 $ 0.19 Exercised 0 $ 0.00 Vested 2,861,807 $ 0.21 Cancelled/Forfeited (5,120,000) $ 0.37 Outstanding at June 30, 2015 7,846,900 $ 0.21 Options exercisable at June 30, 2015 2,861,807 $ 0.21 The following tables summarize information about stock options outstanding and exercisable at June 30, 2015: OPTIONS OUTSTANDING AND EXERCISABLE Range of Exercise Prices Number of Options Outstanding Weighted-Average Remaining Contractual Life in Years Weighted- Average Exercise Price Number Exercisable Weighted- Average Exercise Price $ 0.05 - 0.71 7,876,900 1.93 $ 0.21 2,861,807 $ 0.21 7,876,900 1.93 $ 0.21 2,861,807 $ 0.21 Total stock-based compensation expense in connection with options granted to employees recognized in the consolidated statement of operations for the six-month periods ended June 30, 2015 and 2014 was $206,344 and $64,005, respectively. We have employment agreements, whereby certain employees will receive incentive stock options to purchase the common stock of the Company if performance milestones are achieved. Such option compensation will be earned for any fiscal year only if employee remains employed on the last day of such year. The maximum aggregate amount of options that may be issued is 550,000 per fiscal year. The exercise price of any options issued to any employee shall be equal to the closing trading price of the Companys stock on the last business day of the recently completed fiscal year in which the options were earned.All options granted shall (i) have a three-year term from the date of issuance and (ii) vest immediately upon issuance. |