STOCKHOLDERS’ DEFICIT |
3 Months Ended |
|---|---|
Mar. 31, 2023 | |
| Equity [Abstract] | |
| STOCKHOLDERS’ DEFICIT |
NOTE 7 – STOCKHOLDERS’ DEFICIT
Preferred Stock
The Company authorized shares of par value $ preferred stock, of which are issued and outstanding at March 31, 2023 and December 31, 2022, respectively.
Common Stock
The Company has authorized shares of par value $ common stock, of which and shares are outstanding as of March 31, 2023 and December 31, 2022, respectively.
Restricted Stock Units
Effective October 10, 2022, the Company’s Board of Directors appointed Ms. Richa Nand, Mr. Jim Dorst, and Mr. Chris Wetzel as non-executive members to the Company’s Board of Directors (“Director”). Each Director shall receive a grant of restricted stock units of $50,000 (see Note 11).
Warrants
In accordance with ASC 718-20, Compensation – Stock Compensation, a modification of a stock award is treated as an exchange of the original award for a new award incurring additional compensation cost for any incremental value resulting from the modification. Incremental compensation cost shall be measured as the excess of the fair value of the modified award over the fair value of the original award immediately before its terms are modified and recognized over the vesting period. A short-term inducement shall be accounted for as a modification of the terms of only those that accept the inducement.
In March 2023, the Company offered a short-term inducement to the Company’s warrant holders in which the Company will issue one share of the Company’s common stock in exchange for each two warrants returned to the Company to be cancelled. All other terms of the original grants remain the same. A total of 9,082,024 warrants were exchanged for 4,541,012 shares of the Company’s common stock through March 31, 2023. The Company recognized $15,806 as modification of warrants in the three months ended March 31, 2023 as a result of the modification.
On October 22, 2021, the Company and Osher amended convertible debt agreements for the maturity date from October 20, 2021 to October 20, 2022. In exchange for the extension of the Note, the Company issued Osher warrants to purchase an aggregate of 450,000 shares of the Company’s common stock, valued at $197,501 (based on the Black Scholes valuation model on the date of grant) (see Note 6). The warrants are exercisable for a period of five years at $1.00 per share in whole or in part, as either a cash exercise or as a cashless exercise, and fully vest at grant date. The Company accreted the value of the warrants ratably through October 20, 2022. The Company recorded $0 and $48,699 for the three months ended March 31, 2023 and 2022, respectively, and is classified in other expenses in the consolidated Statements of Operations. See Notes 6 for further warrant discussions.
|