Quarterly report pursuant to Section 13 or 15(d)

7. STOCK OPTIONS AND WARRANTS

v3.8.0.1
7. STOCK OPTIONS AND WARRANTS
6 Months Ended
Oct. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
STOCK OPTIONS AND WARRANTS

Stock Options

 

As of October 31, 2017, the Company had 86,250,000 outstanding stock options to its directors and officers (collectively, “Employee Options”) and consultants (“Non-Employee Options”).

 

During the six months ended October 31, 2017 and 2016, the Company granted 2,950,000 and 0 Employee Options, respectively.

 

The fair value of the Employee Options at the date of grant was estimated using the Black-Scholes-Merton option-pricing model, based on the following weighted average assumptions:

 

    Six Months Ended October 31,  
    2017     2016  
Risk-free interest rate     2.0%        
Expected volatility     107%        
Expected lives (years)     2.5        
Expected dividend yield     0.00%        

 

During the six months ended October 31, 2017 and 2016, the Company granted Non-Employee Options of 4,200,000 and 13,100,000, respectively. The Non-Employee Options granted during the six months ended October 31, 2016 consisted of 600,000 guaranteed options and 12,500,000 non-guaranteed performance based options. The 12,500,000 non-guaranteed performance based options expired on April 30, 2017.

  

The fair value of the Non-Employee Options was estimated using the Black-Scholes-Merton option-pricing model, based on the following weighted average assumptions:

 

    Six Months Ended October 31,  
    2017     2016  
Risk-free interest rate     2.0%       1.8%  
Expected volatility     107%       110%  
Expected lives (years)     5.0       5.0  
Expected dividend yield     0.00%       0.00%  

 

The Company’s computation of expected volatility is based on the historical daily volatility of its publicly traded stock. For stock option grants issued during the six months ended October 31, 2017 and 2016, the Company used a calculated volatility for each grant. The Company lacks adequate information about the exercise behavior now and has determined the expected term assumption under the simplified method provided for under ASC 718, which averages the contractual term of the Company’s stock options of five years with the average vesting term of two and one-half years for an average of three years. The dividend yield assumption of zero is based upon the fact the Company has never paid cash dividends and presently has no intention of paying cash dividends. The risk-free interest rate used for each grant is equal to the United States Treasury rates in effect at the time of the grant for instruments with a similar expected life.

 

Non-Employee Option grants that do not vest immediately upon grant are recorded as an expense over the vesting period. At the end of each financial reporting period, the value of these options, as calculated using the Black-Scholes-Merton option-pricing model, is determined, and compensation expense recognized or recovered during the period is adjusted accordingly. As a result, the amount of the future compensation expense is subject to adjustment until the Non-Employee Options are fully vested.

 

A summary of the Company’s stock option activity and related information for the six months ended October 31, 2017 are shown below:

 

    Options     Weighted
Average
Exercise Price
    Weighted
Average
Grant Date
Fair Value
per Share
 
                   
Outstanding, April 30, 2017     79,100,000     $ 0.13     $ 0.09  
Issued     7,150,000       0.07       0.04  
Forfeited                  
Exercised                  
Outstanding, October 31, 2017     86,250,000     $ 0.12     $ 0.11  
Exercisable, October 31, 2017     80,750,000     $ 0.12     $  
Vested and expected to vest     85,750,000     $ 0.12     $  

 

A summary of the activity for unvested stock options during the six months ended October 31, 2017 is as follows:

 

      Options     Weighted
Average
Grant Date
Fair Value
per Share
 
               
  Non-vested, April 30, 2017       6,800,000     $ 0.10  
  Granted       7,150,000       0.07  
  Vested       (8,650,000 )     0.09  
  Forfeited              
  Non-vested, October 31, 2017       5,300,000     $ 0.08  

 

The Company recorded approximately $188,000 and $164,000 of stock based compensation related to the issuance of Employee Options to certain officers and directors in exchange for services during the three months ended October 31, 2017 and 2016, respectively, and approximately $392,000 and $329,000 during the six months ended October 31, 2017 and 2016, respectively. At October 31, 2017, there remained approximately $250,000 of unrecognized compensation expense related to unvested Employee Options granted to officers and directors, to be recognized as expense over a weighted-average period of the remaining five months. The non-vested options vest at 850,000 shares per month and are expected to be fully vested on July 31, 2018.

 

The Company recorded approximately $57,000 and $6,000 of stock based compensation related to the issuance of Non-Employee Options in exchange for services during the three months ended October 31, 2017 and 2016, respectively, and approximately $98,000 and $12,000 during the six months ended October 31, 2017 and 2016, respectively. The non-vested Non-Employee Options vest at 400,000 shares per month and are expected to be fully vested on December 31, 2018.

 

The following table summarizes ranges of outstanding stock options by exercise price at October 31, 2017:

 

Exercise Price     Number of Options Outstanding     Weighted Average Remaining Contractual Life (years) of Outstanding Options     Weighted Average Exercisable Price     Number of Options Exercisable     Weighted Average Exercise Price of Exercisable Options  
$ 0.19       25,000,000       0.96     $ 0.19       25,000,000     $ 0.19  
$ 0.11       27,200,000       1.14     $ 0.11       27,200,000     $ 0.11  
$ 0.18       250,000       1.23     $ 0.18       250,000     $ 0.18  
$ 0.06       15,600,000       1.90     $ 0.06       15,600,000     $ 0.06  
$ 0.10       10,450,000       2.76     $ 0.10       8,550,000     $ 0.10  
$ 0.07       600,000       3.50     $ 0.07       600,000     $ 0.07  
$ 0.06       1,250,000       4.93     $ 0.06       1,250,000     $ 0.06  
$ 0.06       1,200,000       4.50     $ 0.06       400,000     $ 0.06  
$ 0.07       1,200,000       4.67     $ 0.07       600,000     $ 0.07  
$ 0.07       1,800,000       4.69     $ 0.07       400,000     $ 0.07  
$ 0.09       1,200,000       2.36     $ 0.09       400,000     $ 0.09  
$ 0.06       500,000       2.47     $ 0.06       500,000     $ 0.06  
Total       86,250,000       1.69     $ 0.12       80,750,000     $ 0.12  

 

As of October 31, 2017, the aggregate intrinsic value of outstanding options was $0. This represents options whose exercise price was less than the closing fair market value of the Company’s common stock on October 31, 2017 of approximately $0.05 per share.

 

Warrants

 

The warrants issued by the Company are classified as equity. The fair value of the warrants was recorded as additional-paid-in-capital, and no further adjustments are made.

 

For stock warrants paid in consideration of services rendered by non-employees, the Company recognizes consulting expense in accordance with the requirements of ASC 505-50 and ASC 505.

  

Effective May 24, 2017, the Company issued a common stock purchase warrant to the placement agent of the Company’s at-the-market and block trade offerings. The Company issued a warrant to purchase 833,333 shares based upon a block trade pursuant to the amended engagement agreement dated May 19, 2017 with the Company’s placement agent. The Company classified these warrants as equity, and the warrants have a term of five years with an exercise price of approximately $0.03 per share. Using the Black-Scholes-Merton warrant pricing model, the Company determined the aggregate value of these warrants to be approximately $20,000. The warrants have a cashless exercise feature.

 

Effective July 26, 2017, the Company issued a common stock purchase warrant to the placement agent of the Company’s at-the-market and block trade sales. The Company issued a warrant to purchase 2,000,000 shares based upon a block trade pursuant to the amended engagement agreement dated June 28, 2017 with the Company’s placement agent. The Company classified these warrants as equity, and the warrants have a term of five years with an exercise price of approximately $0.03 per share. Using the Black-Scholes-Merton warrant pricing model, the Company determined the aggregate value of these warrants to be approximately $23,000. The warrants have a cashless exercise feature.

 

A summary of the Company’s warrant activity and related information for the six months ended October 31, 2017 are shown below:

 

      Warrants     Weighted
Average
Exercise Price
 
  Outstanding, April 30, 2017       67,853,504     $ 0.13  
  Issued       2,833,333       0.03  
  Expired       (17,614,400 )      
  Outstanding, October 31, 2017       53,072,437       0.12  
  Exercisable, October 31, 2017       53,072,437     $ 0.12  

  

The following table summarizes additional information concerning warrants outstanding and exercisable at October 31, 2017:

 

Exercise Prices   Number of
Warrant Shares
Exercisable at October 31, 2017
    Weighted
Average
Remaining
Contractual
Life
    Weighted
Average
Exercise Price
 
$0.025, $0.03, $0.0575, $0.065, $0.11, $0.12 and $0.18     53,072,437       2.02     $ 0.12  
                         
Five Year Term   –   $0.12     27,468,308       2.16          
Five Year Term   –   $0.18     11,132,000       0.34          
Five Year Term   –   $0.11     10,000,000       2.39          
Five Year Term   –   $0.065     769,231       4.14          
Five Year Term   –   $0.0575     869,565       4.43          
Five Year Term   –   $0.03     833,333       4.56          
Five Year Term   –   $0.025     2,000,000       4.74          
      53,072,437