STOCKHOLDERS' EQUITY | NOTE 8 — STOCKHOLDERS’ EQUITY Common Stock Voting- Dividends- Liquidation Rights- Common Stock Issuances On July 12, 2017, the Registrant completed a private placement of 1,231,561 units, consisting of 1,231,561 shares of Common Stock and warrants to purchase 2,463,122 shares of Common Stock for $1,601,029 or $1.30 per Unit. On August 30, 2017, the Registrant issued 62,687 shares of Common Stock to the CEO and recorded non-cash compensation expense of $112,837 with a cost basis of $1.80 per share. On November 29, 2017, the Registrant issued 183,356 shares of Common Stock at a conversion price of $1.60 per share for the conversion of convertible promissory notes totaling $293,370. On February 13, 2018, the Registrant issued 18,750 shares of Common Stock with a cost basis of $5.60 per share or $105,000 and a warrant to purchase 25,000 shares of Common stock, at a strike price of $8.00 per share, with a 3 year term for non-cash consulting compensation. On February 16, 2018, the Registrant issued 75,188 shares of Common Stock at a conversion price of $1.60 per share for the conversion of convertible promissory notes totaling $120,300. On February 16, 2018, the Registrant issued 2,400,000 shares of Common Stock pursuant to the exercise of warrants at strike prices ranging from $1.60 per share to $2.00 per share for total proceeds of $3,295,000. On February 16, 2018, the Registrant issued 1,677,130 shares of Common Stock at a price of $8.00 per share pursuant to a private placement for total proceeds to the Registrant of $13,417,040. On February 16, 2018, the Registrant issued 18,081,962 shares of Common Stock valued at the price of $8.00 per share pursuant to the Acquisition Agreement. On August 28, 2018, the Registrant issued 10,000 shares of Common Stock valued at the price of $4.00 per share or $40,000 for non-cash consulting compensation. On December 27, 2018, the Registrant issued 1,307,693 shares of Common Stock valued at the price of $1.30 per share pursuant to the exercise of warrants at strike price $1.30 per share for total proceeds of $1,700,001. On December 27, 2018, the Registrant issued 1,307,693 shares of Common Stock valued at the price of $7.20 per share pursuant to the Acquisition Agreement. This was a non-cash transaction that impacted shareholders’ equity in the amount of $9,415,390. On June 27, 2019, the Registrant issued 3,092,307 shares of Common Stock valued at the price of $1.30 pursuant to the exercise of warrants at strike price $1.30 per share for total proceeds of $4,019,999. On June 27, 2019, the Registrant issued 150,000 shares of Common Stock valued at the price of $2.00 pursuant to the exercise of vested options at a strike price per share for total proceeds of $300,000. On June 27, 2019, the Registrant issued 3,242,307 shares of Common Stock valued at the price of $4.59 pursuant to the Acquisition Agreement. This was a non-cash transaction that impacted shareholders’ equity in the amount of $14,882,189. Acquisition of Enochian Biopharma / Contingently issuable shares - Recognition of Options The Company recognizes compensation costs for stock option awards to employees based on their grant-date fair value. The value of each stock option is estimated on the date of grant using the Black-Scholes option-pricing model. The weighted-average assumptions used to estimate the fair values of the stock options granted using the Black-Scholes option-pricing model are as follows: Enochian Biosciences Inc. Expected term (in years) 3-10 Volatility 91.86 - 98.15% Risk free interest rate 2.12- 3.23% Dividend yield 0% The Company recognized stock-based compensation expense related to the options of $2,124,967 and $257,937 for the years ended June 30, 2019 and 2018, respectively. At June 30, 2019, the Company had approximately $659,868 of unrecognized compensation cost related to non-vested options. Stock Grants - Grant Warrants/ Plan Options On February 6, 2014, the Board adopted the Registrant’s 2014 Equity Incentive Plan (the “Plan”), and the Registrant has reserved 1,206,000 shares of Common Stock for issuance in accordance with the terms of the Plan. To date the Registrant has granted options under the Plan (“Plan Options”) to purchase 501,761 shares of Common Stock. During the year ended June 30, 2019, the Registrant issued 15,000 at $6.15 per share or $92,250 of Restricted Stock Units (“RSUs”) in accordance with the terms of the Plan. The remaining compensation expense related to the RSUs at June 30, 2019 is $90,231. A summary of the status of the Plan Options and Grant Warrants outstanding at June 30, 2019 is presented below: Options Outstanding Options Exercisable Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number Exercisable Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price $ 2.00 500,000 0.50 $ 2.00 500,000 0.50 $ 2.00 $ 3.95 5,063 9.09 $ 3.95 — — $ — $ 5.72 13,113 9.34 $ 5.72 — — $ — $ 5.74 15,679 9.00 $ 5.74 15,679 9.23 $ 5.74 $ 5.80 7,759 9.28 $ 5.80 — — $ — $ 6.15 60,000 9.94 $ 6.15 — — $ — $ 6.25 18,346 9.69 $ 6.25 — — $ — $ 6.50 300,000 9.40 $ 6.50 300,000 9.40 $ 6.50 $ 6.95 4,317 9.78 $ 6.95 — — $ — $ 7.10 8,248 9.67 $ 7.10 — — $ — $ 8.00 69,235 8.82 $ 8.00 13,540 8.68 $ 8.00 Total $ — 1,001,760 4.96 $ 4.30 829,220 4.02 $ 3.80 A summary of the status of the Plan Options and the Grant Warrants for the year ended June 30, 2019, and changes during the period are presented below: Weighted Average Weighted Average Weighted Average Shares Exercise Price Remaining Life Intrinsic Value Outstanding at beginning of period 690,620 $ 2.00 2.00 $2,275,000 Granted 461,140 $ 6.46 10.00 - Exercised (150,000 ) $ 2.00 0.50 - Forfeited — $ — — - Expired — $ — — - Outstanding at end of period 1,001,760 $ 4.30 4.96 $1,252,785 Vested and expected to vest 829,220 $ 3.80 4.02 $1,250,000 Exercisable end of period 829,220 3.80 4.02 $1,250,000 At June 30, 2019, all Grant Warrants are exercisable and 829,220 Plan options are exercisable. The total intrinsic value of options at June 30, 2019 was $1,252,785. Intrinsic value is measured using the fair market value at the date of exercise (for shares exercised) or at June 30, 2019 (for outstanding options), less the applicable exercise price. Common Stock Purchase Warrants A summary of the status of shares of Common Stock which can be purchased underlying the warrants outstanding at June 30, 2019 is presented below: Weighted Average Weighted Average Weighted Average Shares Exercise Price Remaining Life Intrinsic Value Outstanding at beginning of period 5,838,122 $ 1.96 3.89 Granted — — — Exercised (4,400,000 ) 1.30 — Cancelled/Expired — — — Outstanding at end of period 1,438,122 $ 1.42 3.00 $4,521,990 Exercisable end of period 1,438,122 $ 1.42 3.00 $4,521,990 Equivalent Shares Underlying Warrants Outstanding Equivalent Shares Exercisable Exercise Prices Equivalent Shares Weight Average Remaining Contractual Life (years) Weight Average Exercise Price Number Exercisable Weighted Average Exercise Price $ 1.30 1,413,122 3.02 $ 1.30 1,413,122 $ 1.30 $ 8.00 25,000 1.63 $ 8.00 25,000 $ 8.00 Total 1,438,122 3.00 $ 1.42 1,438,122 $ 1.42 At June 30, 2019, the Company had 1,938,122 vested warrants. The exercise price of certain warrants and the number of shares underlying the warrants are subject to adjustment for stock dividends, subdivisions of the outstanding shares of Common Stock and combinations of the outstanding shares of Common Stock. For so long as the warrants remain outstanding, we are required to keep reserved from our authorized and unissued shares of Common Stock a sufficient number of shares to provide for the issuance of the shares underlying the warrants. Restricted Stock Units (RSUs) A summary of the status of Restricted Stock Units outstanding at June 30, 2019 is presented below: Weighted Average Weighted Average Weighted Average Shares Exercise Price Remaining Life Intrinsic Value Outstanding at beginning of period $ — $ — $ — $ — Granted 15,000 6.15 2.94 $ — Exercised — — — Cancelled/Expired — — — Outstanding at end of period 15,000 $ 6.15 2.94 $ — Exercisable end of period — $ — — $ — Restricted Stock Units Outstanding Restricted Stock Units Exercisable Grant Price Stock Units Weight Average Remaining Contractual Life (years) Weight Average Exercise Price Number Exercisable Weighted Average Exercise Price $ 6.15 15,000 2.94 $ 6.15 — $ — Total 15,000 2.94 $ 6.15 — $ — Acquisition of DanDrit Denmark - |