Quarterly report pursuant to Section 13 or 15(d)

5. STOCK OPTIONS AND WARRANTS

v3.19.2
5. STOCK OPTIONS AND WARRANTS
3 Months Ended
Jul. 31, 2019
Share-based Payment Arrangement [Abstract]  
STOCK OPTIONS AND WARRANTS

NOTE 5 – STOCK OPTIONS AND WARRANTS

 

Stock Options

 

As of July 31, 2019, the Company had 108,950,000 outstanding stock options to its directors and officers (collectively, “Employee Options”) and consultants (collectively, “Non-Employee Options”).

 

During the three months ended July 31, 2019 and 2018, the Company granted 1,500,000 and zero 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:

 

    Three Months Ended July 31,  
    2019     2018  
Risk-free interest rate     2.1%        
Expected volatility     91%        
Expected lives (years)     2.5        
Expected dividend yield     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 three months ended July 31, 2019 and 2018, the Company used a calculated volatility for each grant. The Company lacks adequate information about potential exercise behavior 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 U.S. Treasury rates in effect at the time of the grant for instruments with a similar expected life.

 

During the three months ended July 31, 2019 and 2018, the Company granted no Non-Employee Options.

  

Non-Employee Option grants that do not vest immediately upon grant are recorded as an expense over the vesting period. The value of the options was determined as of the grant date using the Black-Scholes-Merton option-pricing model and compensation expense is being recognized over the service period.

 

A summary of the Company’s stock option activity and related information for the three months ended July 31, 2019 are shown below:

 

  Options     Weighted
Average
Exercise Price
    Weighted
Average
Grant Date
Fair Value
per Share
 
Outstanding, April 30, 2019     107,450,000     $ 0.11     $ 0.11  
Issued     1,500,000       0.04     $ 0.04  
Forfeited                  
Exercised                  
Outstanding, July 31, 2019     108,950,000     $ 0.11     $ 0.10  
Exercisable, July 31, 2019     105,200,000     $ 0.11        
Vested and expected to vest     108,950,000     $ 0.11        

  

A summary of the activity for unvested stock options during the three months ended July 31, 2019 is as follows:

 

    Options     Weighted
Average
Grant Date
Fair Value
 
             
Unvested, April 30, 2019     6,200,000     $ 0.05  
Granted     1,500,000     $ 0.04  
Vested     (3,950,000 )   $ 0.05  
Forfeited            
Unvested, July 31, 2019     3,750,000     $ 0.05  

 

The Company recorded $116,914 and $76,733 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 July 31, 2019 and 2018, respectively. At July 31, 2019, there remained $141,257 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 in the calendar year. The unvested options vest at 750,000 shares per month and are expected to be fully vested on December 31, 2019.

 

The Company recorded $9,411 and $36,492 of stock-based compensation related to the issuance of Non-Employee Options in exchange for services during the three months ended July 31, 2019 and 2018, respectively. The Non-Employee Options were fully vested on July 31, 2019.

 

The following table summarizes ranges of outstanding stock options by exercise price at July 31, 2019:

 

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
 
$ 0.190       25,000,000       0.08     $ 0.190       25,000,000     $ 0.190  
$ 0.110       27,200,000       0.22     $ 0.110       27,200,000     $ 0.110  
$ 0.184       250,000       0.36     $ 0.184       250,000     $ 0.184  
$ 0.063       15,600,000       0.85     $ 0.063       15,600,000     $ 0.063  
$ 0.104       10,450,000       1.68     $ 0.104       10,450,000     $ 0.104  
$ 0.0685       600,000       1.75     $ 0.0685       600,000     $ 0.0685  
$ 0.058       2,450,000       2.18     $ 0.058       2,450,000     $ 0.058  
$ 0.0734       1,200,000       2.75     $ 0.0734       1,200,000     $ 0.0734  
$ 0.0729       1,800,000       2.95     $ 0.0729       1,800,000     $ 0.0729  
$ 0.089       1,200,000       2.97     $ 0.089       1,200,000     $ 0.089  
$ 0.0553       500,000       1.60     $ 0.0553       500,000     $ 0.0553  
$ 0.0558       9,000,000       2.05     $ 0.0558       9,000,000     $ 0.0558  
$ 0.0534       1,200,000       4.10     $ 0.0534       1,200,000     $ 0.0534  
$ 0.0539       1,000,000       1.88     $ 0.0539       1,000,000     $ 0.0539  
$ 0.0683       500,000       1.96     $ 0.0683       500,000     $ 0.0683  
$ 0.0649       500,000       2.10     $ 0.0649       500,000     $ 0.0649  
$ 0.0404       1,000,000       2.38     $ 0.0404       1,000,000     $ 0.0404  
$ 0.0370       500,000       2.46     $ 0.0370       500,000     $ 0.0370  
$ 0.0495       9,000,000       2.78     $ 0.0495       5,250,000     $ 0.0495  
  Total       108,950,000       1.05     $ 0.11       105,200,000     $ 0.11  

 

The aggregate intrinsic value of outstanding options as of July 31, 2019 was $1,250. This represents options whose exercise price was less than the closing fair market value of the Company’s common stock on July 31, 2019 of approximately $0.039 per share.

 

Warrants

 

The warrants issued by the Company are equity-classified. 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.

 

The Company issued a Common Stock Purchase Warrant (“May 2018 Warrant”) to Aeon Capital, Inc. (“Aeon”) dated May 30, 2018 for a Block Trade pursuant to the Company’s engagement agreement with Aeon dated February 22, 2018 (“Engagement Agreement”). The May 2018 Warrant provides Aeon the right to purchase 1,388,889 shares of common stock based upon this Block Trade. The Company classified the May 2018 Warrant as equity, and the May 2018 Warrant has a term of five years with an exercise price of approximately $0.02 per warrant share. Using the Black-Scholes-Merton option pricing model, the Company determined the aggregate value of the May 2018 Warrant to be approximately $19,000. The May 2018 Warrant has a cashless exercise feature.

 

The Company issued a warrant to Aeon dated June 28, 2018 (“June 2018 Warrant”) for a Block Trade pursuant to the Engagement Agreement. The June 2018 Warrant provides Aeon with the right to purchase 1,923,077 shares of common stock based upon a Block Trade. The Company classified the June 2018 Warrant as equity, and the June 2018 Warrant has a term of five years with an exercise price of approximately $0.03 per warrant share. Using the Black-Scholes-Merton option pricing model, the Company determined the aggregate value of the June 2018 Warrant to be approximately $38,000. The June 2018 Warrant has a cashless exercise feature.

 

The Company issued a Warrant to Aeon dated June 13, 2019 (“June 2019 Warrant”) for a Block Trade pursuant to the Engagement Agreement. The June 2019 Warrant provides Aeon with the right to purchase 1,388,889 shares of common stock based upon a Block Trade. The Company classified the June 2019 Warrant as equity, and the June 2019 Warrant has a term of five years with an exercise price of approximately $0.01 per warrant share. Using the Black-Scholes-Merton option pricing model, the Company determined the aggregate value of the June 2019 Warrant to be approximately $9,000. The June 2019 Warrant has a cashless exercise feature.

 

The Company issued a Warrant to Aeon dated July 15, 2019 (“July 2019 Warrant”) for a Block Trade pursuant to the Engagement Agreement. The July 2019 Warrant provides Aeon with a right to purchase 1,944,444 shares of common stock based upon a Block Trade. The Company classified the July 2019 Warrant as equity, and the July 2019 Warrant has a term of five years with an exercise price of approximately $0.01 per warrant share. Using the Black-Scholes-Merton option pricing model, the Company determined the aggregate value of the July 2019 Warrant to be approximately $12,000. The July 2019 Warrant has a cashless exercise feature.

 

A summary of the Company’s warrant activity and related information for the three months ended July 31, 2019 are shown below:

 

    Warrants     Weighted
Average
Exercise Price
 
Outstanding, April 30, 2019     42,077,797     $ 0.09  
Issued     3,333,333       0.02  
Expired            
Outstanding, July 31, 2019     45,411,130        
Exercisable, July 31, 2019     45,411,130     $ 0.08  

  

The following table summarizes additional information concerning warrants outstanding and exercisable at July 31, 2019:

 

Exercise Prices   Number of
Warrant Shares
Exercisable at
July 31, 2019
    Weighted
Average
Remaining
Contractual
Life
    Weighted
Average
Exercise Price
 
                   
$0.12     17,854,308       1.38          
$0.11     10,000,000       0.65          
$0.065     769,231       2.39          
$0.0575     869,565       2.68          
$0.03     2,500,000       3.33          
$0.026     1,923,077       3.91          
$0.025     2,000,000       2.99          
$0.018     1,388,889       3.83          
$0.011     2,272,727       4.26          
$0.01     2,500,000       4.66          
$0.009     3,333,333       4.93          
      45,411,130       1.91     $ 0.08