6. Stockholders' Deficiency | Common Stock On July 28, 2016, the Company entered an Exchange Agreement with Dellave Holdings LLC ("Dellave") whereby the Company issued an aggregate of 2,253,528 shares of Common Stock in exchange for the extinguishment of accounts payable balances totaling $698,594 held by Dellave. The exchange was based on the prior day's closing price of $0.31. The $698,594 aggregate fair value of the common stock issued was credited to equity at conversion. Mr. Timothy Reilly is the managing member of Dellave. Mr. Reilly is also the managing member of Melrose Capital Advisors, LLC, the Company's senior lender at the time of the transaction. Preferred Stock As of September 30, 2016 and December 31, 2015, the Company had accrued contractual dividends of $256,675 and $319,853, respectively, related to the Series B Preferred Stock. On January 1, 2016 and 2015, the Company issued 33,847 and 31,633 shares of Series B convertible preferred stock valued at approximately $320,000 and $299,000, respectively, representing approximately $0.66 in value per share of Series B Preferred Stock outstanding on each date, to the Series B convertible preferred stock holders as payment in kind for dividends. Stock Options Valuation In applying the Black-Scholes option pricing model to stock options, the Company used the following weighted average assumptions: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Risk free interest rate 1.00% 1.74% to 2.28% 1.00% to 2.12% 1.35% to 2.28% Dividend yield 0.00% 0.00% 0.00% 0.00% Expected volatility 199.0% 196.0% to 197.0% 199.0% to 200.0% 195.0% to 197.0% Expected life in years 5.5 5.5 to 10.0 5.5 to 10.0 5.5 to 10.0 The Company estimated forfeitures at a weighted average annual rate of 3% to 4% for the three and nine months ended September 30, 2016 and 2015. Grants The weighted average fair value of the stock options granted during the three and nine months ended September 30, 2016 was $0.35 and $0.29 per share, respectively. The weighted average fair value of the stock options granted during the three and nine months ended September 30, 2015 was $0.12 and $0.10 per share, respectively. During the nine months ended September 30, 2016, the Company granted options to consultants and directors of the Company to purchase an aggregate of 428,906 shares of common stock under a previously approved plan at exercise price ranging between $0.24 and $0.35 per share for an aggregate grant date value of $123,931. The options vested on the grant date and have a term of ten years. Stock-based compensation expense related to stock options was recorded in the condensed consolidated statements of operations as a component of selling, general and administrative expenses and totaled $101,421 and $213,860 for the three and nine months ended September 30, 2016, respectively, and $59,546 and $258,114 for the three and nine months ended September 30, 2015, respectively. As of September 30, 2016, stock-based compensation expense related to stock options of $63,721 remains unamortized, which is being amortized over the weighted average remaining period of 1.7 years. Exercise During the nine months ended September 30, 2016, the Company issued an aggregate of 1,492,078 shares of Common Stock to holders of options who elected to exercise options to purchase 3,108,141 shares of Common Stock on a "cashless" basis under the terms of the options. The options had exercise prices ranging from $0.09 and $0.30 per share. During the nine months ended September 30, 2016, the Company received proceeds of $1,817 from the exercise of options to purchase 16,666 shares of Common Stock. The aggregate intrinsic value of the options exercised was $480,041 for the three and nine months ended September 30, 2016. Summary A summary of the stock option activity during the nine months ended September 30, 2016 is presented below: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Options Price In Years Value Outstanding, January 1, 2016 5,341,284 $ 0.70 Granted 428,906 0.29 Exercised (3,108,141 ) 0.16 Forfeited (797,333 ) 2.21 Outstanding, September 30, 2016 1,864,716 $ 0.85 7.6 $ 224,059 Exercisable, September 30, 2016 1,167,449 $ 1.28 6.9 $ 96,992 The following table presents information related to stock options at September 30, 2016: Options Outstanding Options Exercisable Weighted Weighted Weighted Range of Average Outstanding Average Average Exercisable Exercise Exercise Number of Exercise Remaining Life Number of Price Price Options Price In Years Options $ 0.09 - $2.20 $ 0.31 1,582,716 $ 0.45 7.8 885,449 $ 2.21 - $3.80 2.50 150,000 2.50 3.1 150,000 $ 3.81 - $6.99 5.49 132,000 5.49 5.0 132,000 $ 0.85 1,864,716 $ 1.28 6.9 1,167,449 Warrants Valuation In applying the Black-Scholes option pricing model to stock warrants, the Company used the following weighted average assumptions: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Risk free interest rate n/a 1.75% 1.58% 1.26% to 1.75% Dividend yield n/a 0.00% 0.00% 0.00% Expected volatility n/a 196.0% 200.0% 195.0% to 197.0% Contractual term in years n/a 7.10 5.0 5.0 to 7.5 Grants The weighted average fair value of the stock warrants granted during the nine months ended September 30, 2016 and 2015 was $0.36 and $0.08 per share, respectively. There were no stock warrants granted during the three months ended September 30, 2016 and 2015. Exercise During the nine months ended September 30, 2016, the Company issued an aggregate of 1,155,361 shares of Common Stock to holders of warrants who elected to exercise warrants to purchase 1,795,080 shares of Common Stock on a cashless basis under the terms of the warrants. The warrants had exercise prices ranging from $0.10 and $0.25 per share. The aggregate intrinsic value of the warrants exercised was $414,176 and $425,501 for the three and nine months ended September 30, 2016, respectively. There was no stock-based compensation expense related to warrants recorded in the three and nine months ended September 30, 2016. Stock-based compensation expense related to warrants for the three and nine months ended September 30, 2015 was recorded in the condensed consolidated statements of operations as a component of selling, general and administrative expenses totaled $21 and $12,300, respectively. As of September 30, 2016, there was no stock-based compensation expense related to warrants that remained unamortized. A summary of the stock warrant activity during the nine months ended September 30, 2016 is presented below: Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Warrants Price In Years Value Outstanding, January 1, 2016 10,046,198 $ 0.41 Granted 75,000 0.25 Exercised (1,795,080 ) 0.13 Forfeited (250,000 ) 2.90 Outstanding, September 30, 2016 8,076,118 $ 0.39 2.6 $ 188,679 Exercisable, September 30, 2016 8,076,118 $ 0.39 2.6 $ 188,679 The following table presents information related to stock warrants at September 30, 2016: Warrants Outstanding Warrants Exercisable Weighted Weighted Weighted Range of Average Outstanding Average Average Exercisable Exercise Exercise Number of Exercise Remaining Life Number of Price Price Warrants Price In Years Warrants $ 0.10 - $0.35 $ 0.29 7,776,118 $ 0.29 2.7 7,776,118 $ 0.36 - $3.00 2.90 270,000 2.90 0.1 270,000 $ 3.01 - $4.95 4.95 30,000 4.95 1.0 30,000 $ 0.10 - $4.95 $ 0.39 8,076,118 $ 0.39 2.6 8,076,118 |