Annual report pursuant to Section 13 and 15(d)

STOCK WARRANTS

v3.24.1
STOCK WARRANTS
12 Months Ended
Dec. 31, 2023
Stock Warrants  
STOCK WARRANTS

NOTE 9 STOCK WARRANTS

 

On September 12, 2022, the Company entered into agreements with members of the Board and consultants for services to be performed. As consideration therefore, the Company granted those individuals stock warrants to purchase an aggregate of 33,150,000 shares of common stock. The warrants generally vest over a three-year to five-year term and expire three to five years from the vesting date. The warrants were valued using the Black-Scholes option pricing model under the assumptions as found in the table below.

 

On November 1, 2022, the Company entered into an agreement with a consultant for services to be performed. As consideration therefore, the Company granted the consultant stock warrants to purchase 100,000 shares of common stock. The warrants vest over a one-year term. The warrants were valued using the Black-Scholes option pricing model under the following assumptions as found in the table below.

 

 

On November 3, 2022, the Company entered into an agreement with a consultant for services to be performed. As consideration therefore, the Company granted the consultant stock warrants to purchase 5,000,000 shares of common stock. The warrants vest over a three-year term. The warrants were valued using the Black-Scholes option pricing model under the following assumptions as found in the table below.

 

On December 29, 2022, the Company entered into an agreement with Ross Sklar, for 285,714 warrants to purchase shares of common stock to be issued as a funding fee for the $2,000,000 secured promissory note (see Note 7). The warrants were valued using the Black-Scholes option pricing model under the following assumptions as found in the table below.

 

On March 3, 2023, the Company entered into an agreement with Ross Sklar, for 114,286 warrants to purchase shares of Class A common stock to be issued as a funding fee for the $800,000 secured promissory note (see Note 7). The warrants were valued using the Black-Scholes option pricing model under the following assumptions as found in the table below.

 

On June 1, 2023, the Company entered into an agreement with a consultant for services to be performed. As consideration therefore, the Company granted the consultant stock warrants to purchase 150,000 shares of common stock. The warrants vest over a three-year term. The warrants were valued using the Black-Scholes option pricing model under the following assumptions as found in the table below.

 

    Number of Stock Warrants     Stock Price     Strike Price     Expected Volatility    

Risk-

free Interest Rate

    Warrants and Rights Outstanding, Measurement Input     Expected Term   Fair Value  
                            Risk-                  
    Number of                       free                  
    Stock     Stock     Strike     Expected     Interest     Dividend     Expected   Fair  
Date   Warrants     Price     Price     Volatility     Rate     Rate     Term   Value  
09/12/2022     33,150,000     $ 0.19     $ 0.19       103.09 %     3.47 %     0.00 %   3.0 years   $ 4,088,769  
11/01/2022     100,000     $ 0.20     $ 0.20       102.86 %     4.27 %     0.00 %   1.0 year   $ 8,116  
11/03/2022     5,000,000     $ 0.19     $ 0.19       102.84 %     4.36 %     0.00 %   3.0 years   $ 618,176  
12/29/2022     285,714     $ 0.20     $ 0.01       103.49 %     3.94 %     0.00 %   1.0 year   $ 54,401  
03/03/2023     114,286     $ 0.17     $ 0.01       137.62 %     4.26 %     0.00 %   1.0 year   $ 18,710  
06/01/2023     150,000     $ 0.12     $ 0.19       150.24 %     3.70 %     0.00 %   3.0 years   $ 14,013  

 

A summary of the status of the Company’s outstanding stock warrants and changes during the periods is presented below:

 

    Shares available
to purchase
with warrants
    Weighted Average
Exercise Price
    Weighted-Average
Remaining Contractual
Term (in years)
    Aggregate
Intrinsic Value
 
Outstanding, December 31, 2021     2,550,000     $ 1.03     $ 0.82     $ -  
Issued     38,535,714     $ 0.19     $ 4.90     $ 45,714  
Exercised     -     $ -     $ -     $ -  
Cancelled     -     $ -     $ -     $ -  
Expired     -     $ -     $ -     $ -  
Outstanding, December 31, 2022     41,085,714     $ 0.24     $ 4.64     $ 45,714  
                                 
Outstanding, December 31, 2022     41,085,714       0.24       4.64       45,714  
Issued     264,286     $ 0.11     $ 4.88     $ 15,886  
Exercised     -     $ -     $ -     $ -  
Cancelled     -     $ -     $ -     $ -  
Expired     2,000,000     $ 1.05     $ -     $ -  
Outstanding, December 31, 2023     39,350,000     $ 0.20     $ 3.87     $ 61,600  
                                 
Exercisable, December 31, 2023     17,461,103     $ 0.21     $ 3.87     $ 61,600  

 

 

The fair value of stock warrants granted and vested during the year ended December 31, 2023 was $32,723 and $1,607,901 respectively.

 

The fair value of stock warrants granted and vested during the year ended December 31, 2022 was $3,585,981 and $291,170 respectively.

 

The following table summarizes information about stock warrants to purchase shares of the Company’s common stock outstanding and exercisable as of December 31, 2023:

 

            Weighted-     Weighted-        
            Average     Average        
Range of     Outstanding     Remaining Life     Exercise     Number  
exercise prices     Warrants     In Years     Price     Exercisable  
$ 1.00       250,000       0.75     $ 1.00       250,000  
  0.90       300,000       1.75       0.90       225,000  
  0.19       38,300,000       3.90       0.19       16,486,103  
  0.20       100,000       3.84       0.20       100,000  
  0.01       400,000       4.05       0.01       400,000  
          39,350,000       3.87     $ 0.20       17,461,103  

 

The compensation expense attributed to the issuance of the stock warrants is recognized as they are vested.

 

Total compensation expense related to the stock warrants was $1,589,191 and $503,757 for the years ended December 31, 2023 and 2022, respectively and was included in compensation expense on the income statement. As of December 31, 2023, there was $2,754,954 in future compensation cost related to non-vested stock warrants.

 

The aggregate intrinsic value as of December 31, 2023 is $61,600 for total outstanding and exercisable warrants, which was based on our estimated fair value of the common stock of $0.16, had all warrant holders exercised their warrants as of that date, net of the aggregate exercise price.