Equity | Note 4 Equity Common Stock The Company has authorized 250,000,000 shares of common stock with a par value of $0.0001 per share and 250,000,000 shares of preferred stock with a par value of $0.0001 per share. The Company issued 7,500,000 shares of common stock to its founder for $7,500 upon incorporation. In connection with a private placement offering, in March 2014 the Company sold 604,000 units, each unit consisting of one share of the Companys common stock and a warrant to purchase one share of the Companys common stock. The warrants have an exercise price of $4.75 and expire on March 6, 2017. In connection with reverse merger transaction, the original stockholders of the Company retained 15,788,000 shares of common stock of which 6,500,000 of those shares were purchased by Mr. Smith concurrent with the closing of the transaction between the Company and Canna-Life (see Note 1). On December 8, 2014, the Company issued 250,000 restricted shares of restricted common stock to Richard G. Stifel, the Company's CFO and a Director, for serving as a Director of the Company. The Company recorded an expense of $25,000 for the fair market value of these shares. During March 2015, the Company sold 420,000 restricted shares of common stock through a private placement at $0.15 per share. These shares were issued on April 14,2015 During the three months ended June 30, 2016 the Company issued 336,667 restricted shares through a private placement at $0.15 per share. On May 22,2015, The Company issued 10,000,000 restricted shares to the shareholders of Greenlife Botanix pursuant to closing the Share Exchange Agreement dated February 8, 2015. The shares were valued at the fair market trading value, $0.15, on the closing date. The Company issued 353,600 restricted shares to a vendor in lieu of payment of $35,360 that was owed to the vendor at March 31, 2015. Pursuant to agreements with potential investors; Alan Smith, CEO and a Director, retired 2,000,000 shares he received from the reverse merger referenced above. The share retirement was valued at par $0.0001 per share. During the three months ended July 30, 2016, the Company converted $127,597 of Notes Payable into 8,506,465 shares of restricted common stock at $0.015 per share per the conversion agreements. Warrants On April 3, 2014, the Companys entered into a consulting agreement with Dr. Bob Melamede. Pursuant to the consulting agreement, Dr. Melamede will serve as a member of the Companys newly formed Advisory Board and act as the Scientific Advisor of the Advisory Board for a term of 12 months. In exchange for Dr. Melamedes services, he shall receive: (1) $10,000 per year, due and payable in advance; and (2) 300,000 common stock purchase warrants at an exercise price of $4.00 per share, that vest immediately and shall expire on April 3, 2016. The fair value of the 300,000 warrants was determined to be $1,257,000, which was recorded as Selling, general an d admi nistrative expenses on the accompanying consolidated statement of operations. The fair value was determined using the Black-Scholes model with the following assumptions: Dividend yield of 0% Expected volatility of 215% Risk-free interest rate of 0.24% Expected life of 2.0 years The following table sum Weighted Weighted Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Warrants Price $ Life (in years) Value $ Outstanding, March 31, 2015 904,000 $ 4.50 Exercised Forfeited/Canceled (300,000 ) Outstanding, June 30 2016 604,000 $ 4.75 .68 Exercisable, June 30, 2016 604,000 $ 4.75 .68 $ The number and weighted average exercise prices of all warrants outstanding as of June 30, 2016, are as follows: Warrants Outstanding and Exercisable Weighted Weighted Average Average Exercise Number Exercise Remaining Price $ of Warrants Price $ Life (Years) 4.75 604,000 4.75 .68 904,000 |