Note 5 - Shareholders' Deficit | NOTE 5 – SHAREHOLDERS’ DEFICIT Common shares issued for cash During the nine months ended June 30, 2017, the Company received $884,600 from several investors to purchase 5,837,500 shares of the Company’s common stock. In connection with the sale, the Company issued warrants to the shareholders to purchase 13,793,750 shares of the Company’s common stock. The warrants expire five years from the date of grant and have exercise prices ranging from $0.12 to $0.40 per share. The shares and warrants were issued in reliance upon registration exemptions available under federal and applicable state securities laws. Common shares issued for services During the nine months ended June 30, 2017, the Company issued 100,000 shares of its common stock to a consultant providing services to the Company. The fair value of the shares on the date of grant was $26,000. The shares vested upon grant and the fair value of the shares is included in Operating Expenses on the June 30, 2017 Statements of Operations. During the nine months ended June 30, 2017, the Company entered into an agreement with an officer of PSI in which the Company issued 300,000 shares of its common stock to the officer. The shares vest ratably over three months from June 1, 2017 through August 31, 2017. The fair value of the shares on the date of grant was $99,000. A total of $33,000 was recognized as stock compensation during the three and nine months ended June 30, 2017, respectively. Stock Options On December 22, 2010, effective retroactively as of June 30, 2010, the Company’s board of directors approved the adoption of the “2010 Non-Qualified Stock Option Plan” (“2010 Option Plan”) by unanimous consent. The 2010 Option Plan was initiated to encourage and enable officers, directors, consultants, advisors and key employees of the Company to acquire and retain a proprietary interest in the Company by ownership of its common stock. A total of 7,500,000 of the authorized shares of the Company’s common stock may be subject to, or issued pursuant to, the terms of the plan. During the nine months ended June 30, 2017, the Company issued options to purchase 187,500 shares of its common stock to an officer of StealthCo with exercise prices ranging from $0.19 per share to $0.40 per share. The options vested immediately and expire five years from the date of grant. The Company valued the options using a Black-Scholes option-pricing model and recorded $15,488 and $48,876 of stock compensation for the value of the options during the three and nine months ended June 30, 2017, respectively. During the nine months ended June 30, 2017, the Company issued options to purchase 300,000 shares of its common stock to a consultant providing services to the Company with an exercise price of $0.26 per share. The options vested immediately and expire five years from the date of grant. The Company valued the options using a Black-Scholes option-pricing model and recorded $75,040 of stock compensation for the value of the options during the nine months ended June 30, 2017. There was no stock compensation recorded during the three months ended June 30, 2017. During the nine months ended June 30, 2017, the Company issued options to purchase 500,000 shares of its common stock to a consulting firm providing services to StealthCo with an exercise price of $0.12 per share. All of the options vested on January 30, 2017. The Company valued the options using a Black-Scholes option-pricing model and recorded $54,600 of stock compensation for the value of the options during the nine months ended June 30, 2017, respectively. There was no stock compensation recorded during the three months ended June 30, 2017. During the nine months ended June 30, 2017, the Company issued options to purchase 50,000 shares of its common stock to a consulting firm providing services to PSI with an exercise price of $0.16 per share. The options vested immediately and expire five years from the date of grant. The Company valued the options using a Black-Scholes option-pricing model and recorded $15,040 of stock compensation for the value of the options during the nine months ended June 30, 2017. There was no stock compensation recorded during the three months ended June 30, 2017. The assumptions used for options granted during the nine months ended June 30, 2017 are as follows: Exercise price $ 0.12 - 0.40 Expected dividends - Expected volatility 139.5% - 152.3% Risk free interest rate 0.96% - 1.31% Expected life of options 2.5 The table below summarizes the Company’s stock option activities for the nine months ended June 30, 2017: Number of Option Shares Exercise Price Range Per Share Weighted Average Exercise Price Fair Value at Date of Grant Balance, September 30, 2016 5,227,500 $ 0.01 - 2.00 $ 0.60 $ 1,539,269 Granted 1,037,500 0.12 - 0.40 0.19 193,556 Cancelled (55,000) 0.01 - 0.09 0.02 - Exercised - - - - Expired - - - - Balance, June 30, 2017 6,210,000 $ 0.10 – 2.00 $ 0.54 $ 1,732,825 Vested and exercisable, June 30, 2017 6,210,000 $ 0.10 – 2.00 $ 0.54 $ 1,732,825 Unvested, June 30, 2017 - $ - $ - $ - The aggregate intrinsic value for option shares outstanding at June 30, 2017 was $325,938. The following table summarizes information concerning outstanding and exercisable options as of June 30, 2017: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Average Remaining Contractual Life (in years) Weighted Average Exercise Price Number Exercisable Average Remaining Contractual Life (in years) Weighted Average Exercise Price $0.10 - 0.39 2,687,500 3.51 $ 0.16 2,687,500 3.51 $ 0.16 0.40 - 0.99 2,122,500 1.80 0.40 2,122,500 1.80 0.40 1.00 - 1.99 750,000 3.50 1.00 750,000 3.50 1.00 2.00 650,000 3.50 2.00 650,000 3.50 2.00 $0.01 - 2.00 6,210,000 2.92 $ 0.54 6,210,000 3.15 $ 0.54 As of June 30, 2017, there was no aggregate value of the unvested stock options, as all options had vested. As of June 30, 2017, there were 1,290,000 shares of stock options remaining available for issuance under the 2010 Plan. Stock Warrants During the nine months ended June 30, 2017, the Company issued warrants to purchase 13,793,750 shares with exercise prices ranging from $0.12 and $0.40 per share as part of the sale of equity units (see Note 5). The warrants expire five years from the date of grant. Also during the nine months ended June 30, 2017, stock warrants were exercised to purchase 3,299,620 shares of the Company’s common stock. Proceeds from the exercises totaled to $517,110. The table below summarizes the Company’s warrants activities for the nine months ended June 30, 2017: Number of Warrant Shares Exercise Price Range Per Share Weighted Average Exercise Price Balance, September 30, 2016 54,938,158 $ 0.01 - 2.31 $ 0.28 Granted 13,793,750 0.12 - 0.40 0.19 Canceled - - - Exercised (3,299,620) 0.12 – 0.25 0.16 Expired (419,773) 0.50 – 2.31 1.18 Balance, June 30, 2017 65,012,515 $ 0.12 - 1.00 $ 0.24 Vested and exercisable, June 30, 2017 65,012,515 $ 0.12 - 1.00 $ 0.24 Unvested, June 30, 2017 - $ - $ - The aggregate intrinsic value for warrant shares outstanding at June 30, 2017 was $6,106,704. The following table summarizes information concerning outstanding and exercisable warrants as of June 30, 2017: Warrants Outstanding and Exercisable Range of Exercise Prices Number Outstanding Average Remaining Contractual Life (in years) Weighted Average Exercise Price $0.12 – 0.20 44,775,603 3.27 $ 0.15 0.21 – 0.49 15,737,174 1.56 0.35 0.50 – 1.00 4,499,738 1.21 0.75 $0.12 – 1.00 65,012,515 2.71 $ 0.24 |