SHAREHOLDERS' EQUITY | NOTE 7 SHAREHOLDERS' EQUITY Our authorized capital stock consists of 100,000,000 0.01 10,000,000 0.001 All shares of common stock have equal voting rights and, when validly issued and outstanding, are entitled to one non-cumulative vote per share in all matters to be voted upon by shareholders. The shares of common stock have no pre-emptive, subscription, conversion or redemption rights and may be issued only as fully paid and non-assessable shares. Holders of the common stock are entitled to equal ratable rights to dividends and distributions with respect to the common stock, as may be declared by our Board of Directors (our Board) out of funds legally available. In the event of a liquidation, dissolution or winding up of the affairs of the Corporation, the holders of common stock are entitled to share ratably in all assets remaining available for distribution to them after payment or provision for all liabilities and any preferential liquidation rights of any preferred stock then outstanding. During the year ended August 31, 2015, we expensed approximately $ 440,000 On September 30, 2014, October 31, 2014, November 30, 2014, December 31, 2014, January 31, 2015, February 28, 2015, March 31, 2015, April 30, 2015, May 31, 2015, and August 31, 2015 the Board approved a total grant of 120,000 0.30 90,000 1.43 1.78 0 441 457 5 31,000 On December 30, 2014, we appointed Mr. Eric Noyrez to serve as a member of our Board of Directors. Mr. Noyrez was granted 400,000 0.21 1.68 0 198 5 82,000 On January 21, 2015 we completed our previously announced rights offering. We raised approximately $ 940,000 4,272,275 one 0.35 one 0.50 8,544,550 1.39 0 195 5 305,000 303,000 On February 13, 2015, the Compensation Committee of the Board approved a grant of 5,000 0.20 2.88 0 848.37 5 1,000 On February 19, 2015, the Compensation Committee of the Board approved a total grant of 800,000 0.22 2.88 0 848.37 10 176,000 On February 26, 2015, all members of the Board of Directors were offered shares of the Company's common stock at a 20 59,000 10,000 During the period ended August 31, 2015, the Company recognized stock compensation expense of approximately $ 142,000 1,425,000 one three 107,000 As of August 31, 2015, we have approximately 41 7,840,000 2.50 4,272,275 0.35 4,272,275 0.50 1,497,000 2.50 250,000 5.00 160,000 0.20 6,290,000 0.30 1.00 In September 2008, the Board adopted our 2008 Stock Option Plan (the 2008 Plan), which was also approved by our shareholders in September 2008. In May 2011, the board of directors adopted an amendment to our 2008 Plan (the Amended 2008 Plan), which was also approved by our shareholders in August 2011. The Amended 2008 Plan increased the number of shares available for grant from 2,000,000 5,000,000 2,000,000 7,000,000 1,005,000 The following table sets forth certain information as of August 31, 2015 concerning our common stock that may be issued upon the exercise of options or warrants or pursuant to purchases of stock under the Amended 2008 Plan: Plan Category (a) Number of Securities to be Issued Upon the Exercise of Outstanding Options (b) Weighted-Average Exercise Price of Outstanding Options (c) Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column (a)) Equity compensation plans approved by stockholders 5,995,000 $ 0.32 1,005,000 Equity compensation plans not approved by stockholders 295,000 $ 0.32 -- Total 6,290,000 $ 0.32 1,005,000 Warrants 940,000 4,272,275 one 0.35 one 0.50 8,544,550 1.39 0 195 5 305,000 303,000 Warrant activity for the year ended August 31, 2015, was as follows: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (In Years) Grant Date Fair Value Outstanding at August 31, 2014 9,587,000 $ 2.57 1.54 $ 3,659,998 Warrants granted 8,704,550 $ 1.54 2.37 $ 631,421 Warrants exercised - - - - Warrants cancelled/forfeited/expired - - - - Outstanding at August 31, 2015 18,291,550 $ 1.54 2.37 $ 4,291,419 Vested at August 31, 2015 18,291,550 $ 1.54 2.37 $ 4,291,419 Exercisable at August 31, 2015 18,291,550 $ 1.54 2.37 $ 4,291,419 The assumptions used and the weighted average calculated value of warrants issued during the year, were as follows: Risk-free interest rate 1.39 1.49 % Expected dividend yield 0.00 % Expected volatility 195 198 % Expected life 5 |