Shareholders’ Deficit | Note 7 - Shareholders’ Deficit Preferred Stock The Company has authorized 5,000,000 Schedule of Preferred Stock Number of Number of Shares Outstanding Shares Authorized at September 30, 2021 Par Value Liquidation Value Series AA 1,000,000 25,000 $ 0.0010 $ - Preferred Series B 50,000 600 $ 0.0001 $ 100 Preferred Series C 8,000 738 $ 0.0001 $ 1,000 Preferred Series D 20,000 305 $ 0.0001 $ 1,000 Undesignated 3,922,000 - - - Series AA Preferred Shares On February 22, 2013, the Board of Directors of the Company authorized an amendment to the Company’s Articles of Incorporation, as amended (the “Articles of Incorporation”), in the form of a Certificate of Designation that authorized the issuance of up to one million ( 1,000,000 0.001 Each holder of outstanding shares of Series AA Super Voting Preferred Stock shall be entitled to one hundred thousand (100,000) votes for each share of Series AA Super Voting Preferred Stock held on the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company. 25,000 Series B Convertible Preferred Stock On February 7, 2017, the Company filed a certificate of designation for 50,000 75 three-year 150 100 600 Series C Convertible Redeemable Preferred Stock On December 22, 2017, the Company filed a certificate of designation for 8,000 20.00 1,000 the Company filed the amended and restated certificate of designation fort its Series C Secured Redeemable Preferred Stock. The amendment changed the rights of the Series C by (a) removing the requirement to redeem the Series C, (b) removing the obligation to pay dividends on the Series C, (c) Allowing the holders of shares of Series C to convert the stated value of their shares into common stock of the Company at 75% of the closing price of such common stock on the day prior to the conversion. The C Preferred does not have any rights to vote with the common stock. Endonovo Therapeutics, Inc. and Subsidiaries Notes to Condensed Consolidated Financial Statements (continued) Upon liquidation, the holder of Series C, shall be entitled to receive an amount equal to the stated value, $ 1,000 During the nine months ended September 30, 2021, and 2020, the Company converted 25 1,051 1,111,111 2,754,822 738 Series D Convertible Preferred Stock On November 11, 2019, the Company filed a certificate of designation for 20,000 0.01 The Series D holders have no voting rights. Upon liquidation, the holder of Series D, shall be entitled to receive an amount equal to the stated value, $ 1,000 305 Endonovo Therapeutics, Inc. and Subsidiaries Notes to Condensed Consolidated Financial Statements (continued) Common Stock Equity Purchase Line Agreement On May 18, 2020, the Company and Cavalry Fund I LP (the “investor”) entered into an Equity Line Purchase Agreement (“ELPA”) pursuant to which the investor committed to purchase, subject to certain restrictions and conditions, up to $ 10,000,000 The Company agreed to issue shares of its common stock (the “commitment shares”) to the investor having a market value of 5% of the commitment ($ 500,000 3,859,630 385,963 3,000,000 The ELPA provides that at any time after the effective date of the registration statement and provided the closing sale price of the common shares on the OTCQB is not below $ 0.01 300,000 400,000 0.25 500,000 0.40 Under the ELPA the Company has the right to submit a regular purchase notice to the investor as often as every business day. The payment for the shares covered by each put notice will generally occur on the day following the put notice. The ELPA contains provisions which allow for the Company to make additional puts beyond the regular purchase amount at greater discounts to the market price of the common stock as forth in the ELPA. The ELPA requires the Company to apply at least 50 Activity during the nine months ended September 30, 2021 During the nine months ended September 30, 2021, the Company issued 25,690,651 458,335 During the nine months ended September 30, 2021, the Company issued 4,333,668 During the nine months ended September 30, 2021, the Company issued 7,000,000 126,000 During the nine months ended September 30, 2021, the Company issued 1,111,111 33,333 During the nine months ended September 30, 2021, the Company issued 4,020,986 142,424 2,505,834 84,697 During the nine months ended September 30, 2021, the Company issued 2,500,000 Activity during the nine months ended September 30, 2020 During the nine months ended September 30, 2020, pursuant to the execution of the ELPA, the Company issued 771,926 97,918 During the nine months ended September 30, 2020, the Company issued 8,501,004 1,381,650 During the nine months ended September 30, 2020, the Company issued 2,754,822 1,400,934 During the nine months ended September 30, 2020, the Company issued 58,428 8,152 Endonovo Therapeutics, Inc. and Subsidiaries Notes to Condensed Consolidated Financial Statements (continued) During the nine months ended September 30, 2020, the Company issued 385,000 39,500 During the nine months ended September 30, 2020, the Company issued 409,000 58,855 283,000 525,000 151,496 Debt-Modifications and Extinguishments During the nine months ended September 30, 2020, the Company issued 1,234,568 100,000 During the nine months ended September 30, 2020, the Company issued 1,500,000 165,000 34,690 During the nine months ended September 30, 2020, the Company modified the terms of its promissory note with one investor, which extended the maturity date of its promissory note and the issuance of 500,000 restricted stock with a fair value of $ 55,000 . The recording of this transaction resulted in a loss on debt extinguishment of $ 55,000 per ASC 470-60 Troubled Debt Restructurings. Stock Options The balance of all stock options outstanding as of September 30, 2021, is as follows: Schedule of Stock Options Outstanding Weighted Weighted Aggregate Exercise Price Contractual Intrinsic Options Per Share Term (years) Value Outstanding at January 1, 2021 3,014,080 $ 0.37 1.67 - Granted - $ - - - Cancelled (350 ) $ 47.00 - - Exercised - $ - - - Outstanding at September 30, 2021 3,013,730 $ 0.37 0.92 $ - Exercisable at September 30, 2021 1,263,730 $ 0.67 0.95 $ - Share-based compensation expense for the nine months ended September 30, 2021, totaled approximately $ 61,000 The total unrecognized compensation expense amounts to approximately $ 137,000 On June 11, 2020, the Board of Directors approved the issuance of 74,668,000 Warrants A summary of the status of the warrants granted under these agreements at September 30, 2021, and changes during the nine months then ended is presented below: Schedule of Warrants Outstanding Outstanding Warrants Weighted Average Weighted Average Remaining Exercise Price Contractual Shares Per Share Term (years) Outstanding at January 1, 2021 39,295 $ 200.72 0.93 Granted - $ - - Cancelled (13,180 ) $ 449.15 - Exercised - $ - Outstanding at September 30, 2021 26,115 $ 76.76 0.51 Exercisable at September 30, 2021 26,115 $ 76.76 0.51 Endonovo Therapeutics, Inc. and Subsidiaries Notes to Condensed Consolidated Financial Statements (continued) |